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: 811-4813 -------------------------------------------- MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST -------------------------------------------------- (Exact name of registrant as specified in charter) Mellon Financial Center, One Boston Place, Boston, Massachusetts 02108 ---------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Barbara A. McCann Vice President and Secretary One Boston Place, Boston, MA 02108 ----------------------------------------------------- (Name and address of agent for service) with a copy to: Christopher P. Harvey, Esq. Wilmer Cutler Pickering Hale and Dorr LLP 60 State Street Boston, Massachusetts 02109 Registrant's telephone number, including area code: (617) 248-6000 ------------------------------------------------------------------- Date of fiscal year end: December 31 ------------------------------------ Date of reporting period: December 31, 2004 ------------------------------------------- ITEM 1. REPORTS TO STOCKHOLDERS. Annual Report STANDISH MELLON HIGH YIELD BOND FUND YEAR ENDED DECEMBER 31, 2004 This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus. Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund' s historical or future performance are statements of the opinion of Fund management as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. Commencing with the fiscal quarter ending September 30, 2004, the Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. The Fund' s Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington D.C. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. To view the Fund' s proxy voting guidelines and proxy voting record for the 12-month period ended June 30, 2004, visit the SEC' s web site at http: //www.sec.gov. You may also call 1-800-221-4795 to request a free copy of the proxy voting guidelines. February 28, 2005 Dear Mellon Institutional Fund Shareholder: Enclosed you will find your Fund's annual report for the fiscal year ended December 31, 2004. The year was largely positive for the financial markets, as the economic expansion continued. However, as the year progressed, anticipated GDP growth diminished in line with typical expectations at this point in the economic cycle. The S&P 500 entered 2004 with a sharp climb, fueled to a large degree by above-trend GDP growth: 4.4% in the fourth quarter of 2003 and 5.0% in the first quarter of the year, driven by a potent mix of tax cuts, monetary policy and government spending. But the momentum stalled, as the market dealt with the prospect of inflation and a new tightening cycle by the Federal Reserve, the uncertainties of a tight presidential campaign, and the ever-present threats posed by terrorism. The equity markets greeted the reelection of President Bush with optimism, as the S&P 500 surged past 1200 in the closing weeks of the year to its 2004 peak. In the bond market, the year started with much speculation about when and how the Fed would end one of the longest stretches of easy monetary policy on record, which had driven rates to historical lows. In the fall of 2003, the prospect of deflation was still a factor in the Fed's deliberations and was its stated rationale for maintaining an accommodative stance. In the first quarter, however, the Fed began to refer to a "measured pace" of tightening. The market reacted by switching gears dramatically, sending the 10-year U.S. Treasury note from 3.7% on March 16 to 4.9% on June 14. Since then, as the economic outlook softened, with relatively tame inflation, yields have settled back to about 4%, roughly the same as a year ago. Looking ahead, it is clear that there are some causes for concern. Consumers are weighted with debt and potentially vulnerable in a rising rate environment. Companies are hoarding cash and are being deliberate in boosting employment and spending on plant and equipment. The stimulus of monetary policy, tax cuts and government spending is waning. Nevertheless, business activity has some significant momentum, which should carry over into 2005, with reasonable profit growth and modest inflation. Finally, the president's ambitious plans to privatize Social Security, reform health care, and revise the tax code could potentially have major fiscal implications that the market will be watching carefully. Thank you for your business and confidence in Mellon Institutional Funds. Please feel free to contact us with questions or comments. Sincerely, /s/ Patrick J. Sheppard Patrick J. Sheppard One Boston Place * Boston, MA 02108-4402 A MELLON ASSET MANAGEMENT COMPANY 1 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON HIGH YIELD BOND FUN MANAGEMENT DISCUSSION AND ANALYSIS - -------------------------------------------------------------------------------- For the year 2004 the Standish Mellon High Yield Bond Fund has returned 9.56% while the Merrill Lynch Master II High Yield Index was up 10.87%. The 10-year US Treasury yield closed the month at 4.22%, down from 4.35% at the November close and basically coming full circle from its starting point (4.25%) at the start of the year. The Lehman Aggregate Index gained .92% in December and finished with a 2004 return of 4.34%. On an index comparison basis high yield has bested higher quality fixed income by over 600 basis points in 2004. With a strong fourth quarter, equities had a good year in 2004 as the S&P 500 gained 10.74% and small cap stocks performed significantly better than that. The other star in the fixed income asset class was Emerging Markets, which, along with high yield closed the year with a string of good months and recorded a 2004 return of close to 12%. During the year the Index benchmark for the Fund was changed from the Lehman Brothers US High Yield Index to the Merrill Lynch Master II High Yield Index. Both indexes use similar methodology but the change was made for reasons of market acceptance, usability and transparency to outside investors. The Lehman High Yield Index returned 11.13% for 2004. As the high yield rally has continued in the last four months, lower quality names have led performance. For December CCC-rated bonds returned a healthy +3.09%, and as they did in November, October and September, clearly outdistanced both the BB (+1.24%) and B (+1.16%) quality sectors. The hot performance of CCC's in the last four months of 2004 has left the relative performance situation in high yield an almost miniature repeat of 2003, with lower-priced, higher-yielding bonds significantly outperforming issues from stronger credits. For the year BB's reported a YTD result of +9.33%, B's stand at +10.44% and CCC's finished with a remarkable return of +15.75%. The lower quality theme favoring higher yields and lower dollar prices during 2004 was even more clearly demonstrated by the performance of the market's distressed credits. Looking at credit quality on a ratings-blind basis shows distressed credits (those with spreads greater than 1,000 basis points over Treasuries) had another huge month in December at +7.44% as compared to non-distressed names return of 1.24%. Spreads on the non-distressed cohort widened a small bit in December from +271 to +279. With strong performance in the fourth quarter, bonds categorized as distressed (+24.78% annual return) outperformed their non-distressed peers (+10.23%) in 2004. As was the case in the previous two months, outperformance by speculative, distressed credits dominated the top industry returns in December, primarily driven by snapbacks in some of the sectors that have struggled for most of the year. Air Transport again topped this list as labor negotiation progress and some relief on the fuel cost front boosted optimism and produced a monthly return of 7.23%. Airlines remain as the only losing sector on the year at -.40%. Telecom was another winner in December at +2.28%. No industries had negative returns for the month. Some of the weaker December performances were turned in by some of the market's more stable sectors including Consumer Products (.57%), Gaming (+.75%) and the previously strong Building Materials sector (+.50%). 2 Generally speaking industry returns were quite closely bunched in 2004 with Airlines being the only industry without a positive yearly return. The Fund had a small exposure to the airline sector through some EETC holdings in Continental and Northwest Airlines, two of the more liquid companies in a tough industry. Those holdings were actually a small positive for performance as they were purchased at favorable prices. The snap back dynamic among sectors that underperformed in 2003 sponsored the year's big industry winners as Textile and Apparel (+28.08 2004 return), Steel (+19.32%) and Chemicals (+15.48%) topped the yearly return chart. With the exception of Chemicals none of these industries represents a large part of the high yield market. On an issuer specific basis the largest index contributions came from three sources: 1) recovering pipelines and utilities (El Paso, Williams and Edison International) 2) Wireline Telecom (AT&T, Quest and MCI) and 3) large distressed issuers (Charter, Calpine and Levi Strauss). The Fund had large exposures to the pipeline and utility area which was helpful to performance although our holdings were concentrated more in the regulated operating pipeline and first mortgage utility bonds than in the holding company issues that provided the very largest returns. Although we did have investments (where permitted by ratings guidelines) to the wireline telecom providers our exposure was smaller than the index and focused on the safety of operating-company and shorter-maturity bonds. Our stance here was dictated by continued competition and the technological threats to the business model of these companies. Lastly, Standish portfolios are never highly exposed to distressed issuers. We did not like in 2004 and continue not to like for 2005, the finances of Charter or Calpine. Neither company looks like it can come close to supporting its current debt load and both situations appear to contain large risks to the capital of bondholders despite the two issuers ability to solve liquidity problems by accessing the high yield market by issuing various types of secured paper. MARKET ENVIRONMENT In 2004 high yield investors were once more handsomely rewarded for concentrating on the highest yielding opportunities in the market. Risk seeking investors also had a big hand in shaping the composition of the new issues that came to market as speculative-grade issues represented a large share of new deals. In 2004 new global high yield issuance hit an all-time record of over $160 billion. Almost 20% of that new issuance was rated speculative grade CCC or lower. As a contrast in 2003 about 7% of new issuance carried speculative ratings and, in the credit stressed environment of 2001 and 2002, the share was around 3%. An interesting note on the demand side was the fervent search for high yield bonds that took place despite annual outflows of over $4 billion from high yield mutual funds. Yield-thirsty institutional investors and other constituencies such, as hedge funds and structured credit vehicles, more than made up for the slide in retail demand as compared to 2003 when mutual funds had significant inflows. 3 PORTFOLIO STRATEGY AND OUTLOOK On the year high yield spreads tightened over 100 basis points as the broad ML Master II Index spread fell from 418 bp at the close of 2003 to +310 at year-end 2004. Much of this spread tightening took place in the fourth quarter of the year. High yield is now at a point where the market looks overpriced on the basis of historically very low yields (the average B-rated bond yields about 6.80%) and spreads, combined with a risky overall ratings profile given the expansion of speculative rated securities. The broad Merrill Lynch Index now has 14% of its market value in CCC and lower rated securities and the similar Lehman index reports over 17%. This extreme valuation situation is more stable than it appears however as a number of positive market forces derived from stable credit conditions and an acute lack of attractive yield-oriented investment alternatives have provided supporting technicals and comfort to investors holding credit risk. Over the last half of 2004 the credit risk of the Standish portfolio has been reduced a bit and even more focus has been placed on identifying improving credit situations. The portfolio also now holds a number of floating-rate high yield bond issues and these should continue to provide good performance and serve as a counterbalance to some of the longer duration investments that have been made in improving credits where spreads are expected to tighten. As always credit vigilance will be high and that should be the driver of portfolio returns in 2005. /s/Jonathan Uhrig Jonathan Uhrig 4 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON HIGH YIELD BOND FUND COMPARISON OF CHANGE IN VALUE OF $100,000 INVESTMENT IN STANDISH MELLON HIGH YIELD BOND FUND, THE MERRILL LYNCH HIGH YIELD MASTER II INDEX AND THE LEHMAN BROTHERS HIGH YIELD INDEX - -------------------------------------------------------------------------------- AVERAGE ANNUAL TOTAL RETURNS (FOR PERIOD ENDED 12/31/2004) - -------------------------------------------------------------------------------- Since Inception 1 Year 3 Year 5 Year 06/02/1997 - ------------------------------------------------------------------------------------------------------------------------------------ 9.56% 11.80% 7.85% 6.37% AVERAGE ANNUAL TOTAL RETURNS REFLECT THE CHANGE IN THE VALUE OF AN INVESTMENT, ASSUMING REINVESTMENT OF THE FUND'S DIVIDEND INCOME AND CAPITAL GAINS. THE $100,000 LINE GRAPH AND THE FUND'S RETURNS DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON FUND DISTRIBUTIONS OR THE REDEMPTION OF FUND SHARES. DURING PERIODS OF REIMBURSEMENT BY THE FUND'S INVESTMENT ADVISER (IF APPLICABLE), THE FUND'S TOTAL RETURN WILL BE GREATER THAN IT WOULD BE HAD THE REIMBURSEMENT NOT OCCURRED. PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE. 5 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON HIGH YIELD BOND FUND SHAREHOLDER EXPENSE EXAMPLE - -------------------------------------------------------------------------------- As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2004 to December 31, 2004). ACTUAL EXPENSES The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000.00=8.6), then multiply the result by the number in the first line 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 line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's 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 Fund 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 transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs 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. EXPENSES PAID BEGINNING ENDING DURING PERIOD((+)) ACCOUNT VALUE ACCOUNT VALUE JULY 1, 2004 TO JULY 1, 2004 DECEMBER 31, 2004 DECEMBER 31, 2004 - ------------------------------------------------------------------------------------------------------------------------------------ Actual $1,000.00 $1,089.00 $2.63 Hypothetical (5% return per year before expenses) $1,000.00 $1,022.62 $2.54 ( - ------- ((+)) EXPENSES ARE EQUAL TO THE FUND'S ANNUALIZED EXPENSE RATIO OF 0.50%, MULTIPLIED BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY 184/366 (TO REFLECT THE ONE-HALF YEAR PERIOD). THE EXAMPLE REFLECTS THE COMBINED EXPENSES OF THE FUND AND THE MASTER PORTFOLIO IN WHICH IT INVESTS ALL ITS ASSETS. 6 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO PORTFOLIO INFORMATION AS OF DECEMBER 31, 2004 (UNAUDITED) - -------------------------------------------------------------------------------- PERCENTAGE OF SUMMARY OF COMBINED RATINGS INVESTMENTS -------------------------------------------- QUALITY BREAKDOWN -------------------------------------------- Treasury 1.9% AA 0.3 BBB 3.4 BB 37.0 B 49.2 CCC 6.2 C/D/NR 2.0 _____ 100.0% Based on ratings from Standard & Poor's and/or Moody's Investors Services. If a security receives split (different) ratings from multiple rating organizations, the Fund treats the security as being rated in the higer rating category. PERCENTAGE OF TOP TEN HOLDINGS* RATE MATURITY NET ASSETS ---------------------------------------------------------------------------------------------------------- Douglas Dynamics LLC 144A 7.750% 1/15/2012 1.5% Sovereign Capital Trust IV CVT Pfd 4.375 3/1/2034 1.5 Chevy Chase Bank FSB 6.875 12/1/2013 1.4 AES Corp. 144A 8.750 5/15/2013 1.3 Crown Cork & Seal Co, Inc. 7.375 12/15/2026 1.2 Freescale Semiconductor Inc. 6.875 7/15/2011 1.2 Echostar DBS Corp. 5.750 10/1/2008 1.2 Speedway Motorsports, Inc. 6.750 6/1/2013 1.2 Rite Aid Corp. 12.500 9/15/2006 1.1 Stater Brothers Holding 8.125 6/15/2012 1.1 _____ 12.7% * Excluding short-term investments and investment of cash collateral. PERCENTAGE OF ECONOMIC SECTOR ALLOCATION INVESTMENTS ------------------------------------------------------------------------ Banking 3.2% Basic industry 11.4 Brokerage 0.0 Capital goods 11.8 Consumer cyclical 3.1 Consumer non-cyclical 8.1 Energy 11.2 Finance 0.5 Insurance 0.0 Media 10.3 Real estate 0.6 Services cyclical 15.6 Services non-cyclical 1.8 Technology 1.6 Telecommunications 6.7 Utility 8.8 Emerging markets 3.1 Agency 0.3 Cash & equivalents 1.9 _____ 100.0% The Portfolio is actively managed. Current holdings and allocation may be different than those presented above. 7 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON HIGH YIELD BOND FUN STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 - -------------------------------------------------------------------------------- ASSETS Investment in Standish Mellon High Yield Bond Portfolio (Portfolio), at value (Note 1A) $ 56,728,086 Receivable for Fund shares sold 15,073 Prepaid expenses 7,700 ___________ Total assets 56,750,859 LIABILITIES Payable for Fund shares redeemed $ 1,354 Distributions payable 68,135 Accrued transfer agent fees (Note 2) 4,809 Accrued other expenses and other liabilities 3,251 ___________ Total liabilities 77,549 ___________ NET ASSETS $ 56,673,310 ___________ ___________ NET ASSETS CONSIST OF: Paid-in capital $ 63,871,333 Accumulated net realized loss (10,187,341) Distributions in excess of net investment income (107,560) Net unrealized appreciation 3,096,878 ___________ TOTAL NET ASSETS $ 56,673,310 ___________ ___________ Shares of beneficial interest outstanding 3,430,830 ___________ ___________ Net Asset Value, offering and redemption price per share (Net Assets/Shares outstanding) $ 16.52 ___________ ___________ The accompanying notes are an integral part of the financial statements. 8 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON HIGH YIELD BOND FUN STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 - -------------------------------------------------------------------------------- INVESTMENT INCOME (NOTE 1B) Interest income allocated from Portfolio $4,328,199 Dividend income allocated from the Portfolio 38,029 Expenses allocated from Portfolio (281,571) _________ Net investment income allocated from Portfolio 4,084,657 EXPENSES Transfer agent fees (Note 2) $ 11,780 Registration fees 13,300 Professional fees 21,953 Trustees' fees (Note 2) 1,999 Shareholder reports 7,541 Analytical service fees 4,998 Miscellaneous 1,831 _________ Total expenses 63,402 Deduct: Reimbursement of Fund operating expenses (Note 2) (63,250) _________ Net expenses 152 _________ Net investment income 4,084,505 _________ REALIZED AND UNREALIZED GAIN (LOSS) Net realized gain (loss) allocated from Portfolio on: Investment, swap and foreign currency transactions 1,476,264 Change in unrealized appreciation (depreciation) allocated from Portfolio (438,129) _________ Net realized and unrealized loss on investments 1,038,135 _________ NET INCREASE IN NET ASSETS FROM OPERATIONS $5,122,640 _________ _________ The accompanying notes are an integral part of the financial statements. 9 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON HIGH YIELD BOND FUN STATEMENT OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 __________________ _________________ INCREASE (DECREASE) IN NET ASSETS: FROM INVESTMENT OPERATIONS Net investment income $ 4,084,505 $ 4,069,056 Net realized gains 1,476,264 1,480,913 Change in net unrealized appreciation (438,129) 4,617,621 ____________ ___________ Net increase in net assets from investment operations 5,122,640 10,167,590 ____________ ___________ DISTRIBUTIONS TO SHAREHOLDERS (NOTE 1C) From net investment income (3,992,711) (4,091,517) ____________ ___________ Total distributions to shareholders (3,992,711) (4,091,517) ____________ ___________ FUND SHARE TRANSACTIONS (NOTE 4) Net proceeds from sale of shares 6,909,820 13,539,738 Value of shares issued to shareholders in reinvestment of distributions 3,688,577 3,716,831 Cost of shares redeemed (12,091,090) (10,355,582) ____________ ___________ Net increase (decrease) in net assets from Fund share transactions (1,492,693) 6,900,987 ____________ ___________ TOTAL INCREASE (DECREASE) IN NET ASSETS (362,764) 12,977,060 NET ASSETS At beginning of year 57,036,074 44,059,014 ____________ ___________ At end of year (including distributions in excess of net investment income of $107,560 and $169,652) $ 56,673,310 $ 57,036,074 ____________ ___________ ____________ ___________ The accompanying notes are an integral part of the financial statements. 10 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON HIGH YIELD BOND FUND FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ____________________________________________________________ 2004 2003 2002 2001 2000 _______ _______ ________ _______ _______ NET ASSET VALUE, BEGINNING OF YEAR $ 16.19 $ 14.34 $ 14.88 $ 15.88 $ 17.39 _______ _______ ________ _______ _______ FROM INVESTMENT OPERATIONS: Net investment income(* (1)) 1.18 1.21 1.26 1.40 1.64 Net realized and unrealized gains (loss) on investments 0.31 1.85 (0.59) (1.18) (1.19) _______ _______ ________ _______ _______ Total from investment operations 1.49 3.06 0.67 0.22 0.45 _______ _______ ________ _______ _______ LESS DISTRIBUTIONS TO SHAREHOLDERS: From net investment income (1.16) (1.21) (1.21) (1.21) (1.93) From tax return of capital -- -- -- (0.01) (0.03) _______ _______ ________ _______ _______ Total distributions to shareholders (1.16) (1.21) (1.21) (1.22) (1.96) _______ _______ ________ _______ _______ NET ASSET VALUE, END OF YEAR $ 16.52 $ 16.19 $ 14.34 $ 14.88 $ 15.88 _______ _______ ________ _______ _______ _______ _______ ________ _______ _______ TOTAL RETURN((+)) 9.56% 21.76% 4.70% 1.52% 2.84% RATIOS/SUPPLEMENTAL DATA: Expenses (to average daily net assets)(*(2)) 0.50% 0.50% 0.50% 0.50% 0.37% Net Investment Income (to average daily net assets)(*) 7.28% 7.79% 8.68% 8.86% 10.41% Net Assets, End of Year (000's omitted) $56,673 $57,036 $44,059 $46,302 $31,807 - ------- * For the periods indicated, the investment advisor voluntarily agreed not to impose a portion of the Portfolio investment advisory fee and/or reimbursed the Fund for all or a portion of its operating expenses. If this voluntary action had not been taken, the investment income per share and the ratios would have been: Net investment income per share(1) $ 1.12 $ 1.13 $ 1.21 $ 1.33 $ 1.64 Ratios (to average daily net assets): Expenses(2) 0.87% 1.00% 1.01% 0.97% 1.11% Net investment income 6.91% 7.29% 8.17% 8.39% 9.67% (a) The Fund has adopted the provisions of the revised AICPA Audit and Accounting Guide for Investment Companies effective January 1, 2001 and began amortizing premium and discount on all debt securities on an effective yield basis. The effect of this change for the year ended December 31, 2001 was to decrease net investment income per share by $0.05, increase net realized and unrealized gains and losses per share by $0.05 and decrease the ratio of net investment income to average net assets from 9.20% to 8.86%. Per share data and ratios/supplemental data for the periods prior to January 1, 2001 have not been restated to reflect this change in presentation. (1) Calculated based on average shares outstanding. (2) Includes the Fund's share of the Standish Mellon High Yield Bond Portfolio's allocated expenses. (+) Total return would have been lower in the absence of expense waivers. The accompanying notes are an integral part of the financial statements. 11 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON HIGH YIELD BOND FUN NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) SIGNIFICANT ACCOUNTING POLICIES: Mellon Institutional Funds Investment Trust (the "Trust") is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end, management investment company. Standish Mellon High Yield Bond Fund (the "Fund") is a separate diversified investment series of the Trust. The objective of the Fund is to maximize total return, consisting primarily of a high level of income. The Fund seeks to achieve its objective by investing all of its investable assets in an interest of the Standish Mellon High Yield Bond Portfolio (the "Portfolio"), a subtrust of the Mellon Institutional Funds Master Portfolio (the "Portfolio Trust"), which is organized as a New York trust and which has the same investment objective as the Fund. The Portfolio seeks to achieve its objective by investing, under normal circumstances, at least 80% of net assets in fixed income securities issued by U.S. and foreign governments, companies and banks, as well as tax-exempt securities, preferred stocks and warrants. The value of the Fund's investment in the Portfolio reflects the Fund's proportionate interest in the net assets of the Portfolio (approximately 100% at December 31, 2004). The performance of the Fund is directly affected by the performance of the Portfolio. The financial statements of the Portfolio are included elsewhere in this report and should be read in conjunction with the Fund's financial statements The following is a summary of significant accounting policies followed by the Fund in the preparation of its 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 in the financial statements. Actual results could differ from those estimates. A. INVESTMENT SECURITY VALUATIONS The Fund records its investment in the Portfolio at value. The method by which the Portfolio values its securities is discussed in Note 1A of the Portfolio's Notes to Financial Statements, which are included elsewhere in this report. B. INVESTMENT TRANSACTIONS AND INCOME Investment transactions in the Portfolio are recorded as of the settlement date of shareholder transactions. The Fund's net investment income consists of the Fund's pro rata share of the net investment income of the Portfolio, less all expenses of the Fund determined in accordance with accounting principles generally accepted in the United States of America. All realized and unrealized gains and losses of the Portfolio are allocated pro rata among the investors in the Portfolio. C. DISTRIBUTIONS TO SHAREHOLDERS Distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income will be declared daily and distributed monthly. The Fund's dividends from short-term and long-term capital gains, if any, after reduction of capital losses will be declared and distributed at least annually. In determining the amounts of its dividends, the Fund will take into account its share of the income, gains or losses, expenses, and any other tax items of the Portfolio. Dividends from net investment income and distributions from capital gains, if any, are reinvested in additional shares of the Fund unless a shareholder elects to receive them in cash. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences, which may result in distribution reclassifications, are primarily due to differing treatments for capital loss carryforwards and amortization and/or accretion of premiums and discounts on certain securities. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to undistributed net investment income, accumulated net realized gain (loss) and paid in capital. Undistributed net investment income and accumulated net realized gain (loss) on investments and foreign currency transactions may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year. D. EXPENSES The majority of expenses of the Trust or Portfolio Trust are directly identifiable to an individual fund or Portfolio. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds or Portfolios. 12 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON HIGH YIELD BOND FUN NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- E. COMMITMENTS AND CONTINGENCIES In the normal course of business, the Fund may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Fund under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risks of loss to be remote. (2) INVESTMENT ADVISORY FEE AND TRANSACTIONS WITH AFFILIATES: The Fund does not directly pay any investment advisory fees, but indirectly bears its pro rata share of the compensation paid by the Portfolio to Standish Mellon Asset Management Company LLC ("Standish Mellon"), a wholly-owned subsidiary of Mellon Financial Corporation, for such services. See Note 2 of the Portfolio's Notes to Financial Statements which are included elsewhere in this report. Standish Mellon voluntarily agreed to limit the total operating expenses of the Fund and its pro rata share of the Portfolio expenses (excluding commissions, taxes and extraordinary expenses) to 0.50% of the Fund's average daily net assets. This agreement is voluntary and temporary and may be discontinued or revised by Standish Mellon at any time. Pursuant to this agreement, for the year ended December 31, 2004, Standish Mellon voluntarily reimbursed the Fund for $63,250 of its operating expenses. Effective February 23, 2004, the Fund entered into an agreement with Dreyfus Transfer, Inc., a wholly owned subsidiary of The Dreyfus Corporation, a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide personnel and facilities to perform transfer agency and certain shareholder services for the Fund. For these services, the Fund pays Dreyfus Transfer, Inc. a fixed fee plus per account and transaction based fees, as well as, out-of-pocket expenses. Pursuant to this agreement the Fund paid $5,171 during the period ended December 31, 2004. No director, officer or employee of Standish Mellon or its affiliates receives any compensation from the Trust or the Portfolio for serving as an officer or Trustee of the Trust. The Trust pays each Trustee who is not a director, officer or employee of Standish Mellon or its affiliates an annual fee and a per meeting fee as well as reimbursement for travel and out of pocket expenses. In addition, the Portfolio Trust pays the legal fees for the independent counsel of the Trustees. (3) INVESTMENT TRANSACTIONS: Increases and decreases in the Fund's investment in the Portfolio for the year ended December 31, 2004, aggregated $10,724,449 and $16,197,718, respectively. (4) SHARES OF BENEFICIAL INTEREST: The Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest having a par value of one cent per share. Transactions in Fund shares were as follows: FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 __________________ _________________ Shares sold 428,139 883,066 Shares issued to shareholders in reinvestment of distributions declared 227,570 235,981 Shares redeemed (747,381) (668,446) ________ ________ Net increase (decrease) (91,672) 450,601 ________ ________ ________ ________ At December 31, 2004, two shareholders of record held approximately 77% of the total outstanding shares of the Fund. Investment activity of these shareholders could have a material impact on the Fund. The Fund imposes a redemption fee of 2% of the net asset value of the shares, with certain exceptions, which are redeemed or exchanged less than 90 days from the day of their purchase. The redemption fee is paid directly to the Fund, and is designed to offset brokerage commissions, market impact, and other costs associated with short-term trading. The fee does not apply to shares that were acquired through reinvestment of distributions. For the year ended December 31, 2004, the Fund received $248 in redemption fees. 13 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON HIGH YIELD BOND FUN NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (5) FEDERAL TAXES: As a regulated investment company qualified under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes substantially all of its taxable income for its fiscal year. As of December 31, 2004, the components of distributable earnings on a tax basis were as follows: 2004 ____________ Undistributed ordinary income $ 27,153 Accumulated losses (10,154,928) At December 31, 2004, the Fund, for federal income tax purposes, has capital loss carryovers of $10,154,928 which will reduce the Fund's taxable income arising from net realized gain on investments, if any, to the extent permitted by the Internal Revenue Code and thus will reduce the amount of distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal income tax. Such capital loss carryovers are as follows: CAPITAL LOSS CARRY OVER EXPIRATION DATE ___________ _________________ $ 1,473,489 12/31/2008 4,484,343 12/31/2009 4,197,096 12/31/2010 ___________ $ 10,154,928 ___________ ___________ Tax character of distributions paid during the fiscal years ended December 31, 2004 and December 31, 2003 were as follows: 2004 2003 _________ _________ Ordinary income $3,992,711 $4,091,517 See corresponding master portfolio for tax basis unrealized appreciation/(depreciation) information. 14 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON HIGH YIELD BOND FUN REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Trustees of Mellon Institutional Funds Investment Trust and the Shareholders of Standish Mellon High Yield Bond 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 Standish Mellon High Yield Bond Fund (the "Fund") at December 31, 2004, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, 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 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 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 agreement of the amount of the investment in the Portfolio at December 31, 2004 to the Portfolio's records, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP New York, NY February 25, 2005 15 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ BONDS AND NOTES--94.5% CONVERTIBLE CORPORATE BONDS--0.7% Centerpoint Energy 144A CVT 2.875% 1/15/2024 $ 75,000 $ 78,938 Royal Caribbean Cruises Step Up Notes CVT (a)* 0.000 5/18/2021 25,000 21,563 Meristar Hospitality Corp. REIT CVT 9.500 4/1/2010 175,000 232,750 Xcel Energy, Inc. 144A CVT 7.500 11/21/2007 40,000 61,900 ___________ Total Convertible Corporate Bonds (Cost $302,189) 395,151 ___________ CORPORATE--82.1% BANKING--1.7% Chevy Chase Bank FSB 6.875 12/1/2013 795,000 820,838 Colonial Bank 9.375 6/1/2011 100,000 118,634 ___________ 939,472 ___________ BASIC INDUSTRY--9.4% Airgas, Inc. 6.250 7/15/2014 35,000 35,700 Arch Western Finance (*) 6.750 7/1/2013 80,000 82,600 BCP Caylux Holdings Luxembourg SCA 144A 9.625 6/15/2014 260,000 293,150 Earle M Jorgenson Co. 9.750 6/1/2012 100,000 112,500 Equistar Chemicals LP/ Equistar Funding Corp. (*) 10.125 9/1/2008 140,000 161,350 Equistar Chemicals LP/Equistar Funding Corp. 10.625 5/1/2011 160,000 185,600 Freeport-McMoRan Copper & Gold, Inc. (*) 10.125 2/1/2010 175,000 199,938 Freeport-McMoRan Copper & Gold, Inc. 6.875 2/1/2014 115,000 114,281 Georgia-Pacific Corp. 7.375 7/15/2008 440,000 478,500 Georgia-Pacific Corp. 8.875 2/1/2010 460,000 535,325 Georgia-Pacific Corp. 8.000 1/15/2024 230,000 266,800 International Steel Group (*) 6.500 4/15/2014 225,000 241,313 KRATON Polymers LLC/Capital Corp. 144A 8.125 1/15/2014 20,000 20,850 Lubrizol Corp. 4.625 10/1/2009 225,000 224,653 Lubrizol Corp. 5.500 10/1/2014 300,000 301,768 Lyondell Chemical Co. (*) 9.625 5/1/2007 310,000 341,000 Nalco Co. (*) 8.875 11/15/2013 500,000 548,750 Neenah Paper, Inc. 144A 7.375 11/15/2014 20,000 20,300 Peabody Energy Corp. 6.875 3/15/2013 125,000 135,313 Steel Dynamics, Inc. 9.500 3/15/2009 325,000 355,875 Stone Container Corp. 8.375 7/1/2012 335,000 365,150 Westlake Chemical Corp. 8.750 7/15/2011 153,000 172,890 United States Steel Corp. 9.750 5/15/2010 109,000 124,260 ___________ 5,317,866 ___________ CAPITAL GOODS--8.3% Alliant Techsystems, Inc. 8.500 5/15/2011 105,000 114,975 Alliant Techsystems, Inc. 144A 2.750 2/15/2024 45,000 47,644 Ball Corp. 6.875 12/15/2012 30,000 32,250 Berry Plastics 10.750 7/15/2012 70,000 80,150 Crown Cork & Seal Co, Inc. 8.000 4/15/2023 270,000 265,950 Crown Cork & Seal Co, Inc. 7.375 12/15/2026 720,000 676,800 Esterline Technologies Corp. 7.750 6/15/2013 120,000 131,100 Goodman Global Holdings 144A (b) 5.760 6/15/2012 390,000 395,850 Leucadia National Corp. (*) 7.000 8/15/2013 370,000 381,100 L-3 Communications Corp. 6.125 7/15/2013 250,000 258,125 National Waterworks, Inc. 10.500 12/1/2012 90,000 101,250 Norcraft Finance Co. 9.000 11/1/2011 50,000 54,000 Owens-Brockway 7.750 5/15/2011 155,000 167,788 The accompanying notes are an integral part of the financial statements. 16 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ CAPITAL GOODS (CONTINUED) Owens-Illinois, Inc. (*) 7.500% 5/15/2010 $290,000 $ 307,763 Owens-Illinois, Inc. 7.800 5/15/2018 355,000 369,200 SPX Corp. (*) 6.250 6/15/2011 80,000 84,400 SPX Corp. 7.500 1/1/2013 175,000 189,875 Silgan Holdings, Inc. 6.750 11/15/2013 110,000 114,400 Solo Cup Co.(*) 8.500 2/15/2014 70,000 72,800 Texas Industries, Inc. 10.250 6/15/2011 235,000 274,950 Trinity Industries, Inc. 6.500 3/15/2014 595,000 595,000 ___________ 4,715,370 ___________ CONSUMER CYCLICAL--3.2% Advanced Accessoy Systems LLC 10.750 6/15/2011 260,000 247,000 Affinia Group, Inc. 144A 9.000 11/30/2014 120,000 125,100 Couche-Tard 7.500 12/15/2013 100,000 107,250 Domino's, Inc. 8.250 7/1/2011 113,000 123,453 Douglas Dynamics LLC 144A 7.750 1/15/2012 865,000 876,894 Friendly Ice Cream Corp. (*) 8.375 6/15/2012 35,000 34,344 Keystone Automotive Operation 9.750 11/1/2013 105,000 112,350 Russell Corp. 9.250 5/1/2010 187,000 200,558 ___________ 1,826,949 ___________ CONSUMER NONCYCLICAL--8.7% Altria Group, Inc. (*) 7.000 11/4/2013 135,000 146,279 Chattem, Inc.( (b)) 5.400 3/1/2010 75,000 76,500 Chattem, Inc. 7.000 3/1/2014 215,000 221,450 Constellation Brands, Inc. 8.000 2/15/2008 130,000 141,375 Del Monte Corp. 8.625 12/15/2012 505,000 565,600 Elizabeth Arden, Inc. 7.750 1/15/2014 55,000 58,300 Ingles Markets, Inc. 8.875 12/1/2011 150,000 160,500 Marsh Supermarkets, Inc. (*) 8.875 8/1/2007 95,000 95,238 Medex, Inc. 8.875 5/15/2013 35,000 40,775 Mohegan Tribal Gaming 7.125 8/15/2014 550,000 578,875 Neighborcare, Inc. 6.875 11/15/2013 40,000 41,900 Pinnacle Foods Holding Corp. 144A (*) 8.250 12/1/2013 315,000 300,038 Rite Aid Corp. (*) 12.500 9/15/2006 570,000 641,250 Rite Aid Corp. 8.125 5/1/2010 310,000 327,825 Rite Aid Corp. 9.500 2/15/2011 135,000 148,163 RJ Reynolds Tobacco Holdings, Inc. (*) 7.750 5/15/2006 135,000 141,075 Scotts Co. 6.625 11/15/2013 85,000 89,463 Smithfield Foods, Inc. 7.750 5/15/2013 160,000 178,000 Standard Commercial Corp. 8.000 4/15/2012 75,000 77,063 Stater Brothers Holding (b) 5.990 6/15/2010 200,000 205,500 Stater Brothers Holding (*) 8.125 6/15/2012 595,000 629,213 True Temper Sports, Inc. 8.375 9/15/2011 100,000 93,000 ___________ 4,957,382 ___________ ENERGY--9.5% Amerigas Partners LP/Amerigas Eagle Finance Corp. 8.875 5/20/2011 200,000 218,000 ANR Pipeline Co. 7.375 2/15/2024 65,000 68,900 ANR Pipeline Co. 7.000 6/1/2025 35,000 35,438 Chesapeake Energy Corp. 8.125 4/1/2011 275,000 297,688 El Paso Natural Gas Co. 8.625 1/15/2022 275,000 320,719 El Paso Natural Gas Co. 7.500 11/15/2026 160,000 167,000 El Paso Natural Gas Co. 8.375 6/15/2032 140,000 155,925 The accompanying notes are an integral part of the financial statements. 17 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ ENERGY (CONTINUED) El Paso Production Holding Co. 7.750% 6/1/2013 $160,000 $ 167,600 Enterprise Products Operating LP 144A 4.625 10/15/2009 480,000 479,248 Frontier Oil Corp. 144A 6.625 10/1/2011 100,000 102,000 Houston Exploration Co. 7.000 6/15/2013 150,000 159,000 Newfield Exploration Co. (*) 8.375 8/15/2012 170,000 190,400 Newfield Exploration Co. 144A 6.625 9/1/2014 180,000 190,350 Northwest Pipeline Corp. 6.625 12/1/2007 525,000 556,500 Pogo Producing Co. 8.250 4/15/2011 55,000 59,675 Premcor Refining Group, Inc. 9.500 2/1/2013 195,000 226,200 Southern Natural Gas Co. 7.350 2/15/2031 350,000 363,125 Southern Natural Gas Co. 8.875 3/15/2010 50,000 56,000 Tennessee Gas Pipeline Co. 8.375 6/15/2032 175,000 197,313 Tesoro Petroleum Corp. 8.000 4/15/2008 65,000 70,688 Transcont Gas Pipe Corp 7.000 8/15/2011 225,000 246,656 Transcontinental Gas Pipe Line Corp. 8.875 7/15/2012 325,000 395,281 Williams Cos., Inc. 7.875 9/1/2021 475,000 529,625 Williams Cos., Inc. * 7.750 6/15/2031 115,000 120,463 ___________ 5,373,794 ___________ FINANCIAL--0.9% Crystal US Holdings 3 LLC/Crystal US Sub 3 Corp. 144A (a) 0.000 10/1/2014 425,000 294,313 Glencore Funding LLC 144A 6.000 4/15/2014 200,000 193,496 ___________ 487,809 ___________ INSURANCE--0.2% Marsh & McLennan Cos., Inc. 5.375 7/15/2014 90,000 87,936 ___________ MEDIA--8.4% American Media Operation, Inc. 10.250 5/1/2009 135,000 142,256 Block Communications, Inc. 9.250 4/15/2009 130,000 141,700 Cablevision Systems Corp. 144A (b) 6.669 4/1/2009 340,000 360,400 CBD Media, Inc. 8.625 6/1/2011 150,000 158,625 CSC Holdings, Inc. (*) 8.125 8/15/2009 200,000 218,750 Dex Media West LLC/Dex Media Finance Co. 8.500 8/15/2010 80,000 89,000 Dex Media West LLC/Dex Media Finance Co. 9.875 8/15/2013 78,000 89,895 Dex Media, Inc. (*) 8.000 11/15/2013 90,000 97,425 DirecTV Holdings LLC 8.375 3/15/2013 275,000 308,344 Echostar DBS Corp. 5.750 10/1/2008 649,000 657,113 Echostar DBS Corp. 9.125 1/15/2009 146,000 160,600 Entercom Radio LLC/Entercom Capital, Inc. 7.625 3/1/2014 50,000 53,813 Entravision Communications Corp. 8.125 3/15/2009 420,000 448,350 PX Escrow Corp. 9.625 2/1/2006 400,000 320,000 Quebecor Media, Inc. 11.125 7/15/2011 150,000 171,375 Radio One, Inc. 8.875 7/1/2011 60,000 65,325 RH Donnelley Finance Corp. 144A 8.875 12/15/2010 220,000 245,300 RH Donnelley Finance Corp. 144A 10.875 12/15/2012 320,000 380,000 Salem Communications Corp. 7.750 12/15/2010 390,000 421,688 Sinclair Broadcast Group, Inc. 4.875 7/15/2018 80,000 76,700 Spanish Broadcasting System 9.625 11/1/2009 190,000 199,500 ___________ 4,806,159 ___________ REAL ESTATE--0.5% BF Saul REIT 7.500 3/1/2014 300,000 309,000 ___________ The accompanying notes are an integral part of the financial statements. 18 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ SERVICES: CYCLICAL--12.3% AMC Entertainment, Inc. 8.000% 3/1/2014 $200,000 $ 199,000 American Casino & Entertainment Properties LLC 7.850 2/1/2012 70,000 74,375 Ameristar Casinos, Inc. 10.750 2/15/2009 500,000 557,500 Argosy Gaming Co. (*) 7.000 1/15/2014 325,000 359,125 Carmike Cinemas (*) 7.500 2/15/2014 265,000 271,294 Chumash Casino & Resort Enterprises 144A 9.000 7/15/2010 515,000 570,363 Cinemark USA, Inc. (*) 9.000 2/1/2013 135,000 154,069 Continental Airlines, Inc. 8.307 4/2/2018 203,031 177,504 Continental Airlines, Inc. 6.795 8/2/2018 83,824 73,252 Corrections Corp Of America 7.500 5/1/2011 60,000 64,125 DR Horton, Inc. (*) 8.500 4/15/2012 50,000 55,750 Felcor Lodging LP REIT (b) 6.874 6/1/2011 160,000 168,000 Host Marriott LP 8.375 2/15/2006 115,000 120,175 Host Marriott LP 144A (*) 3.250 4/15/2024 130,000 149,500 Isle of Capri Casinos 7.000 3/1/2014 545,000 555,900 John Q Hammons Hotels LP/John Q Hammons Hotels Finance Corp. III 8.875 5/15/2012 350,000 395,500 Kansas City Southern Railway 7.500 6/15/2009 250,000 262,500 Meristar Hospitality Corp. (*) 9.000 1/15/2008 275,000 289,781 MeriStar Hospitality Operating Partnership LP/MeriStar Hospitality Finance Corp. 10.500 6/15/2009 190,000 207,100 Mohegan Tribal Gaming Authority 8.000 4/1/2012 190,000 206,150 Northwest Airlines Corp. 8.304 9/1/2010 202,975 170,885 Pinnacle Entertainment, Inc. 8.750 10/1/2013 170,000 184,025 Six Flags, Inc. (*) 9.500 2/1/2009 270,000 280,800 Speedway Motorsports, Inc. 6.750 6/1/2013 620,000 652,550 Station Casinos 6.000 4/1/2012 325,000 331,094 Stena AB 9.625 12/1/2012 70,000 79,100 Stena AB 7.500 11/1/2013 70,000 73,325 Turning Stone Casino Resort Enterprise 144A 9.125 12/15/2010 250,000 270,625 ___________ 6,953,367 ___________ SERVICES: NON-CYCLICAL--1.9% Allied Waste North America 8.875 4/1/2008 275,000 294,250 Allied Waste North America 8.500 12/1/2008 150,000 159,000 Browning-Ferris Industries 9.250 5/1/2021 110,000 117,150 Fisher Scientific International 144A 6.750 8/15/2014 220,000 235,950 HCA, Inc. 8.850 1/1/2007 175,000 188,754 Kinetic Concepts, Inc. 7.375 5/15/2013 94,000 101,520 ___________ 1,096,624 ___________ TECHNOLOGY & ELECTRONICS--1.6% Communications & Power Industries, Inc. 8.000 2/1/2012 35,000 37,100 Freescale Semiconductor Inc. (b) 4.820 7/15/2009 170,000 177,013 Freescale Semiconductor Inc. 6.875 7/15/2011 630,000 675,675 ___________ 889,788 ___________ TELECOMMUNICATIONS--5.2% Airgate PCS, Inc. 144A (b) 5.850 10/15/2011 50,000 51,375 Alamosa Delaware, Inc. 8.500 1/31/2012 160,000 174,800 American Tower Corp. (*) 9.375 2/1/2009 79,000 83,543 AT&T Corp. 9.750 11/15/2031 150,000 179,063 Consolidated Communications Illinois/Texas Holdings, Inc. 144A 9.750 4/1/2012 245,000 264,600 Crown Castle International Corp. (*) 7.500 12/1/2013 140,000 150,500 MCI, Inc. 6.908 5/1/2007 183,000 187,346 The accompanying notes are an integral part of the financial statements. 19 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ TELECOMMUNICATIONS (CONTINUED) Nextel Communications, Inc. 6.875% 10/31/2013 $405,000 $ 439,425 Panamsat Corp. 144A 9.000 8/15/2014 110,000 122,788 Qwest Communications International 144A (b) 5.790 2/15/2009 200,000 202,500 Qwest Services Corp. 144A 13.500 12/15/2007 145,000 165,663 Qwest Corp. 144A 7.875 9/1/2011 300,000 325,500 Rural Cellular Corp. 8.250 3/15/2012 85,000 89,888 Ubiquitel Operating Co. 9.875 3/1/2011 170,000 190,825 Ubiquitel Operating Co. 144A 9.875 3/1/2011 75,000 84,188 US Unwired, Inc.( (b)) 6.740 6/15/2010 200,000 207,000 ___________ 2,919,004 ___________ UTILITIES--10.3% AES Corp. (*) 8.500 11/1/2007 85,000 86,275 AES Corp. (*) 8.875 2/15/2011 100,000 114,250 AES Corp. 144A 8.750 5/15/2013 635,000 721,519 AES Gener SA 144A 7.500 3/25/2014 325,000 341,250 CMS Energy Corp. 9.875 10/15/2007 400,000 447,000 CMS Energy Corp. 7.750 8/1/2010 150,000 164,063 CMS Energy Corp. 8.500 4/15/2011 95,000 107,944 DPL, Inc. (*) 6.875 9/1/2011 330,000 360,404 Dynergy Holdings, Inc. 144A 9.875 7/15/2010 485,000 541,988 FPL Energy Wind Funding LLC 144A 6.876 6/27/2017 132,440 136,579 Ipalco Enterprises, Inc. 8.375 11/14/2008 310,000 348,750 Monongahela Power 144A 6.700 6/15/2014 110,000 121,866 MSW Energy Holdings 7.375 9/1/2010 325,000 341,250 NRG Energy, Inc. 144A 8.000 12/15/2013 125,000 136,250 Nevada Power Co. 6.500 4/15/2012 135,000 142,763 Nevada Power Co. 144A 5.875 1/15/2015 275,000 277,063 Northwestern Corp. 144A 5.875 11/1/2014 80,000 81,838 Reliant Energy, Inc. 9.250 7/15/2010 80,000 89,200 Reliant Energy Inc. 6.750 12/15/2014 220,000 218,625 TECO Energy, Inc. 7.500 6/15/2010 70,000 77,350 Texas Genco LLC/Texas Genco Financing Corp. 144A 6.875 12/15/2014 200,000 206,750 Texas Utilities Corp. 144A 4.800 11/15/2009 250,000 250,448 Texas Utilities Corp. 144A 5.550 11/15/2014 510,000 506,639 ___________ 5,820,064 ___________ Total Corporate Bonds (Cost $43,686,409) 46,500,584 ___________ MUNICIPAL--0.1% South Carolina Tobacco Settlement Authority (Cost $80,433) 6.000 5/15/2022 90,000 88,924 ___________ SOVEREIGN BONDS--2.4% Banco Nacional de Desenvolvimento Economic (b) 5.832 6/16/2008 45,000 46,013 Dominican Republic 144A (*) 9.500 9/27/2006 70,000 65,450 Republic of Argentina 6.000 3/31/2023 80,000 44,800 Republic of Argentina 12.000 6/19/2031 68,900 22,737 Republic of Brazil 10.125 5/15/2027 15,000 17,078 Republic of Brazil 11.000 8/17/2040 55,000 65,230 Republic of Brazil (b) 3.125 4/15/2012 79,412 75,640 Republic of Colombia 10.000 1/23/2012 15,000 17,325 Republic of Colombia 10.750 1/15/2013 15,000 17,925 Republic of Colombia (*) 9.750 4/23/2009 10,000 11,400 Republic of Colombia (*) 8.125 5/21/2024 55,000 53,350 Republic of Ecuador 12.000 11/15/2012 25,000 25,625 The accompanying notes are an integral part of the financial statements. 20 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ SOVEREIGN BONDS (CONTINUED) Republic of Ecuador 8.000% 8/15/2030 $ 40,000 $ 34,800 Republic of El Salvador 8.250 4/10/2032 35,000 35,350 Republic of Panama 9.625 2/8/2011 10,000 11,850 Republic of Panama 7.250 3/15/2015 15,000 15,525 Republic of Peru 9.125 2/21/2012 10,000 11,625 Republic of Peru 4.500 3/7/2017 25,000 23,375 Republic of Peru (b) 5.000 3/7/2017 57,200 54,340 Republic of Turkey 11.750 6/15/2010 10,000 12,565 Republic of Turkey 9.000 6/30/2011 75,000 85,459 Republic of Turkey 11.500 1/23/2012 20,000 25,719 Republic of Turkey 11.875 1/15/2030 20,000 28,800 Republic of Turkey 8.000 2/14/2034 25,000 25,866 Republic of Uruguay 7.500 3/15/2015 88,000 86,020 Republic of Venezuela 5.375 8/7/2010 75,000 70,425 Republic of Venezuela (b) 3.090 4/20/2011 40,000 36,300 Republic of Venezuela (*) 9.250 9/15/2027 30,000 31,650 Russian Federation 3.000 5/14/2008 70,000 64,925 Russian Federation 5.000 3/31/2030 130,000 134,063 Salomon Brothers AF for OAO Siberian Oil Co. 10.750 1/15/2009 40,000 42,600 Serbian Government (#) 3.750 11/15/2024 45,000 37,463 Ukraine Government Senior Notes 11.000 3/15/2007 42,001 45,020 ___________ Total Sovereign Bonds (Cost $1,286,862) 1,376,313 ___________ YANKEE BONDS--6.0% Bombardier, Inc. 144A (*) 6.300 5/1/2014 150,000 130,125 Crown European Holdings SA 9.500 3/1/2011 400,000 456,000 GT Group Telecom, Inc. Senior Step Up Notes (~) (a)@ 13.250 2/1/2010 925,000 93 INVISTA 144A 9.250 5/1/2012 360,000 401,400 Jean Coutu Group PLC, Inc. 144A 7.625 8/1/2012 75,000 79,313 JSG Funding PLC 9.625 10/1/2012 150,000 167,250 Norampac, Inc. (*) 6.750 6/1/2013 80,000 84,200 Nova Chemicals Corp. 6.500 1/15/2012 70,000 74,200 Petroleum Geo-Services ASA 10.000 11/5/2010 260,000 296,400 Rogers Wireless, Inc. 144A(*) 8.000 12/15/2012 145,000 153,338 Rogers Wireless, Inc. 144A (b) 5.525 12/15/2010 160,000 167,600 Royal Caribbean Cruises Ltd. 8.000 5/15/2010 150,000 169,500 Royal Caribbean Cruises Ltd. 8.750 2/2/2011 460,000 543,375 Russel Metals, Inc. 6.375 3/1/2014 70,000 71,050 Telenet Group Holding NV 144A Senior Step Up Notes(a) 0.000 6/15/2014 210,000 159,600 Tembec Industries, Inc. (*) 7.750 3/15/2012 240,000 232,200 Tyco International Group SA 144A 3.125 1/15/2023 120,000 201,600 ___________ Total Yankee Bonds (Cost $3,691,091) 3,387,244 ___________ FOREIGN DENOMINATED--3.2% EURO--3.2% Culligan Finance Corp., BV 144A 8.000 10/1/2014 EUR 150,000 213,665 Eircom Funding 8.250 8/15/2013 155,000 238,660 Hornbach Baumarkt AG 144A 6.125 11/15/2014 35,000 48,134 MTU Aero Engines 144A 8.250 4/1/2014 85,000 129,148 NTL Cable Plc 144A (*) 8.750 4/15/2014 175,000 264,707 Remy Cointreau S.A. 144A 6.500 7/1/2010 60,000 86,483 Rockwood Specialties Group. 144A 7.625 11/15/2014 50,000 69,780 The accompanying notes are an integral part of the financial statements. 21 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ EURO (CONTINUED) Telenet Communications NV 144A (a) 9.000% 12/15/2013 EUR 270,000 $ 406,573 Valentia Telecommunications Ltd. 7.250 8/15/2013 245,000 373,082 ___________ 1,830,232 ___________ FRENCH FRASNC--0.0% Ivory Coast FLIRB (~) 2.000 3/29/2018 FRF 1,000,000 32,056 ___________ Total Foreign Denominated (Cost $1,490,528) 1,862,288 ___________ TOTAL BONDS AND NOTES (Cost $50,537,512) 53,610,504 ___________ COMMON STOCKS--0.1% SHARES _______ MCI, Inc. (Cost $0) 2,811 56,670 ___________ CONVERTIBLE PREFERRED STOCKS--2.5% Fannie Mae 5.375% CVT Pfd 1 105,750 Fannie Mae 7.00% CVT Pfd 950 53,853 Ford Motor Co. Capital Trust II 6.50% CVT Pfd 2,000 105,580 General Motors Corp. Series C 6.25% CVT Pfd 2,300 61,318 Kansas City Southern 4.25% 144A CVT Pfd 290 190,711 Omnicare, Inc. 4.00% CVT Pfd 1,000 54,750 Sovereign Capital Trust IV 4.375% CVT Pfd 17,500 853,097 ___________ TOTAL CONVERTIBLE BONDS (Cost $ 1,358,279) 1,425,059 ___________ WARRANTS--0.0% COMMUNICATIONS--0.0% GT Group Telecom, Inc., 02/01/2010 (@) 925 9 McLeod USA, Inc., 04/16/2007 (@) 3,379 710 ___________ TOTAL WARRANTS (Cost $60,043) 719 ___________ SHORT TERM INVESTMENTS--14.1% INVESTMENT COMPANIES--1.4% Dreyfus Institutional Preferred Plus((+)) 765,113 765,113 INVESTMENT OF CASH COLLATERAL--12.7% BlackRock Cash Strategies L.L.C. (**) 7,214,703 7,214,70 ___________ TOTAL SHORT TERM INVESTMENTS--(Cost $7,979,816) 7,979,816 ___________ TOTAL INVESTMENTS--111.2% (COST $59,935,650) 63,072,768 LIABILITIES IN EXCESS OF OTHER ASSETS--(11.2%) (6,344,682) ___________ NET ASSETS--100.0% $56,728,086 ___________ ___________ NOTES TO SCHEDULE OF INVESTMENTS: (a) Debt obligation initially issued in zero coupon form which converts to coupon form at a specific rate and date. The rate shown is the rate at period end. The maturity date shown is the ultimate maturity (b) Variable Rate Security, rate indicated is as of 12/31/2004. EUR--Euro FRF--French franc REIT--Real Estate Investment Trust (+) Affiliated institutional money market fund. * Security, or a portion of thereof, was on loan at December 31, 2004. ** Money market fund exempt from registration under the Investment Company Act of 1940 offered only to eligible investors. # Delayed delivery security Step Up--Coupon rate increases in increments to maturity. Rate disclosed is as of December 31, 2004. Maturity date disclosed is the ultimate maturity. @ Non-income producing ~ Defaulted security The accompanying notes are an integral part of the financial statements. 22 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- At December 31, 2004, the Portfolio held the following forward foreign currency exchange contracts: LOCAL PRINCIPAL CONTRACT VALUE AT USD AMOUNT UNREALIZED CONTRACTS TO DELIVER AMOUNT VALUE DATE DECEMBER 31, 2004 TO RECEIVE (LOSS) - ------------------------------------------------------------------------------------------------------------------------------------ Euro 1,929,000 3/16/2005 $2,618,928 $2,568,740 $(50,188) At December 31, 2004, the Portfolio held the following open swap contracts: NOTIONAL AMOUNT EXPIRATION DATE DESCRIPTION VALUE - ------------------------------------------------------------------------------------------------------------------------------------ 510,000 USD 6/20/09 Agreement with Merrill Lynch, dated 7/14/04 to receive 1.60% per year times the notional amount. The Portfolio makes payment only upon a credit event by Georgia Pacific Corp., the notional amount times the difference between the par value and the then-market of Georgia Pacific Corp., 8.125% due 5/15/11. $ 14,675 55,000 USD 12/20/07 Agreement with Bear Stearns, dated 12/08/04 to receive 2.05% per year times the notional amount. The Portfolio makes payment only upon a credit event by Republic of Turkey, the notional amount times the difference between the par value and the then-market of Republic of Turkey, 11.875% due 1/15/30. 618 80,000 USD 12/20/09 Agreement with Bear Stearns, dated 11/17/04 to receive 2.84% per year times the notional amount. The Portfolio makes payment only upon a credit event by Ukraine Government, the notional amount times the difference between the par value and the then-market of Ukraine Government, 7.65% due 6/11/13. 1,152 510,000 USD 6/20/09 Agreement with Merrill Lynch, dated 7/14/04 to pay 0.77% per year times the notional amount. by Mead Westvaco Corp., the notional amount times the difference between the par value and the then-market of Mead Westvaco Corp., 6.85% due 4/01/12. (8,947) 80,000 USD 11/19/09 Agreement with Bear Stearns, dated 11/17/04 to receive the notional amount multiplied by 3.90700% and to pay the notional amount multiplied by the 3 month LIBOR. (172) 55,000 USD 12/20/05 Agreement with Bear Stearns, dated 12/08/04 to pay 1.05% per year times the notional amount. The Portfolio receives payment only upon a credit event by Republic of Turkey, the notional amount times the difference between the par value and the then-market of Republic of Turkey, 11.875% due 1/15/2030. (68) ________ Total Swap Value $ 7,258 ________ ________ The accompanying notes are an integral part of the financial statements. 23 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 - -------------------------------------------------------------------------------- ASSETS Investments in securities (including securities on loan, valued at $7,043,099 (Note 6)) Unaffiliated issuers, at value (Note 1A) (cost $59,170,537) $62,307,655 Affiliated issuers, at value (Note 1A) (cost $765,113) (Note 1H) 765,113 Cash 5,385 Foreign currency, at value (identified cost, $13,981) 14,651 Open swap contracts, at value (Note 5) 7,258 Receivable for investments sold 33,181 Interest and dividends receivable 944,435 Prepaid expenses 1,789 ___________ Total assets 64,079,467 LIABILITIES Collateral for securities on loan (Note 6) $ 7,214,703 Payable for investments purchased 37,463 Unrealized depreciation on forward foreign currency exchange contracts (Note 5) 50,188 Accrued accounting, administration and custody fees (Note 2) 10,583 Accrued trustees' fees and expenses (Note 2) 3,569 Accrued expenses and other liabilities 34,875 ___________ Total liabilities 7,351,381 ___________ NET ASSETS (APPLICABLE TO INVESTORS' BENEFICIAL INTEREST) $56,728,086 ___________ The accompanying notes are an integral part of the financial statements. 24 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 - -------------------------------------------------------------------------------- INVESTMENT INCOME (NOTE 1B) Interest income (including securities lending income of $16,920 (Note 6)) $4,315,270 Income from affiliated investments (Note 1H) 12,929 Dividend income (net of foreign withholding taxes of $338) 38,029 __________ Total investment Income 4,366,228 EXPENSES Investment advisory fee (Note 2) $ 281,571 Accounting, administration and custody fees (Note 2) 78,323 Professional fees 41,192 Trustees' fees and expenses (Note 2) 12,976 Insurance expense 8,865 Miscellaneous 2,395 _________ Total expenses 425,322 DEDUCT: Waiver of investment advisory fee (Note 2) (143,751) _________ Net expenses 281,571 __________ Net investment income 4,084,657 __________ REALIZED AND UNREALIZED GAIN (LOSS) Net realized gain (loss) Investment security transactions 1,724,115 Swap transactions 1,576 Foreign currency transactions and forward foreign currency exchange contracts (249,427) __________ Net realized gain 1,476,264 Change in unrealized appreciation (depreciation) Investment securities (496,973) Swaps (2,578) Foreign currency and forward currency exchange contracts 61,422 __________ Change in net unrealized appreciation (depreciation) (438,129) __________ Net realized and unrealized gain (loss) 1,038,135 __________ NET INCREASE IN NET ASSETS FROM OPERATIONS $5,122,792 __________ __________ The accompanying notes are an integral part of the financial statements. 25 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO STATEMENT OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 __________________ _________________ INCREASE (DECREASE) IN NET ASSETS: FROM INVESTMENT OPERATIONS Net investment income $ 4,084,657 $ 4,069,100 Net realized gains 1,476,264 1,480,920 Change in net unrealized appreciation (depreciation) (438,129) 4,617,633 ___________ ___________ Net increase in net assets from investment operations 5,122,792 10,167,653 ___________ ___________ CAPITAL TRANSACTIONS Contributions 10,724,449 13,400,767 Withdrawals (16,197,718) (10,633,906) ___________ ___________ Net increase (decrease) in net assets from capital transactions (5,473,269) 2,766,861 ___________ ___________ TOTAL INCREASE (DECREASE) IN NET ASSETS (350,477) 12,934,514 NET ASSETS At beginning of year 57,078,563 44,144,049 ___________ ___________ At end of year $56,728,086 $57,078,563 ___________ ___________ ___________ ___________ The accompanying notes are an integral part of the financial statements. 26 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ____________________________________________________________ 2004 2003 2002 2001(A) 2000 ________ ________ _________ ________ ________ TOTAL RETURN((+)) 9.56% 21.76% 4.71% 1.54% 2.84% RATIOS: Expenses (to average daily net assets)(*) 0.50% 0.50% 0.50% 0.50% 0.37% Net Investment Income (to average daily net assets)(*) 7.28% 7.79% 8.66% 8.87% 10.37% Portfolio Turnover 51% 80% 130% 117% 148% Net Assets, End of Year (000's omitted) $56,728 $57,079 $44,144 $47,048 $31,818 - ------- * For the periods indicated, the investment adviser voluntarily agreed not to impose all or a portion of its investment advisory fee and/or reimbursed the Fund for a portion of its operating expenses. If this voluntary action had not been taken, the investment income per share and the ratios would have been: Ratios (to average daily net assets): Expenses 0.76% 0.85% 0.82% 0.81% 0.89% Net investment income 7.02% 7.44% 8.34% 8.56% 9.85% (a) The Portfolio has adopted the provisions of the revised AICPA Audit and Accounting Guide for Investment Companies effective January 1, 2001 and began amortizing premium and discount on all debt securities on an effective yield basis. The effect of this change for the year ended December 31, 2001 was to decrease the ratio of the net investment income to average net assets from 9.20% to 8.87%. Ratios for the periods prior to January 1, 2001 have not been restated to reflect this change in presentation. (+) Total return for the Portfolio has been calculated based on the total return for the invested Fund, assuming all distributions were reinvested, and adjusted for the difference in expenses as set out in the notes to the financial statements. Total return would have been lower in the absence of expense waivers. The accompanying notes are an integral part of the financial statements. 27 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) SIGNIFICANT ACCOUNTING POLICIES: Mellon Institutional Funds Master Portfolio (the "Portfolio Trust") was organized as a master trust fund under the laws of the State of New York on January 18, 1996 and is registered under the Investment Company Act of 1940, as amended, as an open-end, management investment company. Standish Mellon High Yield Bond Portfolio (the "Portfolio") is a separate diversified investment series of the Portfolio Trust. The objective of the Portfolio is to maximize total return, consisting primarily of a high level of income. The Portfolio seeks to achieve its objective by investing, under normal circumstances, at least 80% of net assets in fixed income securities issued by U.S. and foreign governments, companies and banks, as well as tax-exempt securities, preferred stocks and warrants. At December 31, 2004 there was one fund, Standish Mellon High Yield Bond Fund (the "Fund"), invested in the Portfolio. The value of the Fund's investment in the Portfolio reflects the Fund's proportionate interest in the net assets of the Portfolio. The Fund's proportionate interest at December 31, 2004 was approximately 100%. The following is a summary of significant accounting policies followed by the Portfolio in the preparation of its 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 in the financial statements. Actual results could differ from those estimates. A. INVESTMENT SECURITY VALUATIONS Securities for which quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price in the principal market in which such securities are normally traded. Market quotations are not considered to be readily available for certain debt obligations; such investments are stated at fair value on the basis of valuations furnished by a pricing service or dealers, approved by the Trustees, which determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and variable relationships between securities that are generally recognized by institutional traders. Securities (including illiquid securities) for which quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Trustees. Short-term instruments with less than sixty-one days remaining to maturity are valued at amortized cost, which approximates market value. If the Portfolio acquires a short-term instrument with more than sixty days remaining to its maturity, it is valued at current market value until the sixtieth day prior to maturity and will then be valued at amortized value based upon the value on such date unless the Trustees determine during such sixty-day period that amortized value does not represent fair value. B. Securities transactions and income Securities transactions are recorded as of trade date of shareholder transactions. Interest income is determined on the basis of interest accrued, adjusted for accretion of discount or amortization of premium using the yield - to - maturity method on long-term debt securities and short-term securities with greater than sixty days to maturity. Realized gains and losses from securities sold are recorded on the identified cost basis. The Portfolio does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of foreign currencies and forward foreign currency exchange contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Portfolio's books and the U.S. dollar equivalent amounts actually received or paid. C. INCOME TAXES The Portfolio is treated as a partnership for federal tax purposes. No provision is made by the Portfolio for federal or state taxes on any taxable income of the Portfolio because each investor in the Portfolio is ultimately responsible for the payment of any taxes. Since at least one of the Portfolio's investors is a regulated investment company that invests all or substantially all of its assets in the Portfolio, the Portfolio normally must satisfy the source of income and diversification requirements applicable to regulated investment companies (under the Internal Revenue Code) in order for its investors to satisfy them. The Portfolio allocates at least annually among its investors each investor's distributive share of the Portfolio's net investment income, net realized capital gains, and any other items of income, gain, loss deduction or credit. D. FOREIGN CURRENCY TRANSACTIONS Investment security valuations, other assets, and liabilities initially expressed in foreign currencies are converted into U.S. dollars based upon current currency exchange rates. Purchases and sales of foreign investment securities and income and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions. 28 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- Section 988 of the Internal Revenue Code provides that gains or losses on certain transactions attributable to fluctuations in foreign currency exchange rates must be treated as ordinary income or loss. For financial statement purposes, such amounts are included in net realized gains or losses. E. INVESTMENT RISK There are certain additional risks involved in investing in foreign securities that are not inherent in investments in domestic securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets. F. EXPENSES The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. G. COMMITMENTS AND CONTINGENCIES In the normal course of business, the Portfolio may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Portfolio under these arrangements is unknown, as this would involve future claims that may be made against the Portfolio that have not yet occurred. However, based on experience, the Portfolio expects the risks of loss to be remote. H. AFFILIATED ISSUERS Affiliated issuers represent issuers in which the Portfolio held investments in other investment companies advised by Standish Mellon Asset Management Company LLC ("Standish Mellon"), a wholly-owned subsidiary of Mellon Financial Corporation, or its affiliates (2) INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES: The investment advisory fee paid to Standish Mellon for overall investment advisory and administrative services is paid monthly at the annual rate of 0.50% of the Portfolio's average daily net assets. Standish Mellon voluntarily agreed to limit the Portfolio's total annual operating expenses (excluding brokerage commissions, taxes and extraordinary expenses) to 0.50% of the Portfolio's average daily net assets for the year ended December 31, 2004. Pursuant to this agreement, for the year ended December 31, 2004, Standish Mellon voluntarily did not impose $143,751 of its investment advisory fees. This agreement is voluntary and temporary and may be discontinued or revised by Standish Mellon at any time. The Portfolio compensates Mellon Bank, N.A. under a custody, administration and accounting services agreement for providing custody, fund administration and fund accounting services for the Portfolio. Pursuant to this agreement the Portfolio paid $69,985 during the year ended December 31, 2004. The Fund entered into an agreement with Mellon Bank to perform certain securities lending activities and to act as the Fund's lending agent. Pursuant to this agreement Mellon Bank receives an agreed upon percentage of the net lending revenues. This compensation is a standard form of compensation received by securities lending agents with respect to non-affiliated entities. See Note 6 for further details. No director, officer or employee of Standish Mellon or its affiliates receives any compensation from the Trust or the Portfolio for serving as an officer or Trustee of the Trust. The Trust pays each Trustee who is not a director, officer or employee of Standish Mellon or its affiliates an annual fee and a per meeting fee as well as reimbursement for travel and out of pocket expenses. In addition, the Portfolio Trust pays the legal fees for the independent counsel of the Trustees. 29 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (3) PURCHASES AND SALES OF INVESTMENTS: Purchases and proceeds from sales of investments, other than short-term obligations, for the year ended December 31, 2004 were as follows: PURCHASES SALES ____________ ____________ Investments (non-U.S. Government Securities) $27,927,854 $29,882,808 ____________ ____________ ____________ ____________ (4) FEDERAL TAXES: The cost and unrealized appreciation (depreciation) in value of the investment securities owned at December 31, 2004, as computed on a federal income tax basis, were as follows: Aggregate Cost $59,968,063 __________ __________ Gross unrealized appreciation 4,028,597 Gross unrealized depreciation (923,892) __________ Net unrealized appreciation $ 3,104,705 __________ (5) FINANCIAL INSTRUMENTS: In general, the following instruments are used for hedging purposes as described below. However, these instruments may also be used to seek to enhance potential gain in circumstances where hedging is not involved. The nature, risks and objectives of these instruments are set forth more fully in the Portfolio Trust's registration statement. The Portfolio may trade the following financial instruments with off-balance sheet risk: OPTIONS Call and put options give the holder the right to purchase or sell a security or currency or enter into a swap arrangement on a future date at a specified price. The Portfolio may use options to seek to hedge against risks of market exposure and changes in security prices and foreign currencies, as well as to seek to enhance returns. Writing puts and buying calls tend to increase the Portfolio's exposure to the underlying instrument. Buying puts and writing calls tend to decrease the Portfolio's exposure to the underlying instrument, or hedge other Portfolio investments. Options, both held and written by the Portfolio, are reflected in the accompanying Statement of Assets and Liabilities at market value. The underlying face amount at value of any open purchased options is shown in the Schedule of Investments. This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments if there is an illiquid secondary market for the contract or if the counterparty does not perform under the contract's terms. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. Realized gains and losses on purchased options are included in realized gains and losses on investment securities, except purchased options on foreign currency which are included in realized gains and losses on foreign currency transactions. If a put option written by the Portfolio is exercised, the premium reduces the cost basis of the securities purchased by the Portfolio. The Portfolio, as a writer of an option, has no control over whether the underlying securities may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the security underlying the written option. Exchange traded options are valued at the last sale price, or if no sales are reported, the last bid price for purchased options and the last ask price for written options. Options traded over-the-counter are valued using prices supplied by the dealers. The Portfolio did not enter into any option transactions during the year ended December 31, 2004. FORWARD CURRENCY EXCHANGE CONTRACTS The Portfolio may enter into forward foreign currency and cross currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. Risks may arise upon entering these contracts from the potential inability of counterparties to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar and other foreign currencies. The forward 30 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- foreign currency and cross currency exchange contracts are marked to market using the forward foreign currency rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until the contract settlement date or upon the closing of the contract. Forward currency exchange contracts are used by the Portfolio primarily to protect the value of the Portfolio's foreign securities from adverse currency movements. Unrealized appreciation and depreciation of forward currency exchange contracts is included in the Statement of Assets and Liabilities. The Portfolio held foreign currency exchange contracts at December 31, 2004. See Schedule of Investments for further details. SWAP AGREEMENTS The Portfolio may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. The Portfolio may enter into interest rate and credit default swap agreements to manage its exposure to interest rates and credit risk. Interest rate swap agreements involve the exchange by the Portfolio with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. The Portfolio may use credit default swaps to provide a measure of protection against defaults of issuers (i.e., to reduce risk where the Portfolio owns or has exposure to the corporate or sovereign issuer) or to take an active long or short position with respect to the likelihood of a particular corporate or sovereign issuer's default. In connection with these agreements, cash or securities may be set aside as collateral in accordance with the terms of the swap agreement. The Portfolio earns interest on cash set aside as collateral. Swaps are marked to market daily based upon quotations from market makers and change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. These financial instruments are not actively traded on financial markets. The values assigned to these instruments are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and differences could be material. Payments received or made from credit default swaps at the end of the measurement period are recorded as realized gain or loss in the Statement of Operations. Net payments of interest on interest rate swap agreements, if any, are included as part of realized gain or loss. Entering into these agreements involves, to varying degrees, elements of credit, market, and documentation risk in excess of the amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of contractual terms in the agreements, and that there may be unfavorable changes in interest rates. At December 31, 2004 the Portfolio held swap contracts. See Schedule of Investments for further details. (6) SECURITY LENDING: The Portfolio may lend its securities to financial institutions which the Portfolio deems to be creditworthy. The loans are collateralized at all times with cash or securities with a market value at least equal to the market value of the securities on loan. The market value of securities loaned is determined daily and any additional required collateral is allocated to the Portfolio on the next business day. For the duration of a loan, the Portfolio receives the equivalent of the interest or dividends paid by the issuer on the securities loaned and also receives compensation from the investment of the collateral. As with other extensions of credit, the Portfolio bears the risk of delay in recovery or even loss of rights in its securities on loan should the borrower of the securities fail financially or default on its obligations to the Portfolio. In the event of borrower default, the Portfolio generally has the right to use the collateral to offset losses incurred. The Portfolio may incur a loss in the event it was delayed or prevented from exercising its rights to dispose of the collateral. The Portfolio also bears the risk in the event that the interest and/or dividends received on invested collateral is not sufficient to meet the Portfolio's obligations due on the loans. The Portfolio loaned securities during the year ended December 31, 2004 resulting in $16,920 of security lending income. At December 31, 2004, the Portfolio had securities valued at $7,043,099 on loan. See the Statement of Investments for further detail on the security positions on loan and collateral held. (7) DELAYED DELIVERY TRANSACTIONS: The Portfolio may purchase securities on a when-issued, delayed delivery or forward commitment basis. Payment and delivery may take place a month or more after the date of the transactions. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. Income on the securities will not be earned until settlement date. The Portfolio instructs its custodian to segregate securities having value at least equal to the amount of the purchase commitment. The Portfolio may enter into to be announced ("TBA") purchase commitments to purchase securities for a fixed unit price at a future date beyond customary settlement time. Although the unit price has been established, the principal value has not been finalized. However, the amount of the commitments will not fluctuate more than 0.01% from the principal amount. The Portfolio holds, and maintains until settlement date, cash or 31 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- high-grade debt obligations in an amount sufficient to meet the purchase price, or the Portfolio may enter into offsetting contracts for the forward sale of other securities it owns. Income on the securities will not be earned until settlement date. TBA purchase commitments may be considered securities in themselves, and involve a risk of loss if the value of the security to be purchased declines prior to the settlement date. Unsettled TBA purchase commitments are valued at the current market value of the underlying securities, according to the procedures described under "Investment security valuations" above. The Portfolio may enter into TBA sale commitments to hedge its portfolio positions. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, an offsetting TBA purchase commitment deliverable is held as "cover" for the transaction. Unsettled TBA sale commitments are valued at the current market value of the underlying securities, generally according to the procedures described under "Investment security valuations" above. The contract is 'marked-to-market' daily and the change in market value is recorded by the Portfolio as an unrealized gain or loss. If the TBA sale commitment is closed through the acquisition of an offsetting purchase commitment, the Portfolio realizes a gain or loss from the sale of the securities based upon the unit price established at the date the commitment was entered into. See Schedule of Investments for further details. (8) CONCENTRATION OF RISK: The Portfolio invests in low rated (non-investment grade) and comparable quality unrated high yield securities. Investments in high yield securities are accompanied by a greater degree of credit risk and the value of high yield securities tends to be more sensitive to economic conditions than higher rated securities. The risk of loss due to default of an issuer may be significantly greater for holders of high yield securities, because such securities are generally unsecured and are often subordinated to other creditors of the issuer. There are certain additional considerations and risks associated with investing in foreign securities and currency transactions that are not inherent with investments of domestic origin. The Portfolio's investment in emerging market countries may involve greater risks than investments in more developed markets and the price of such investments may be volatile. These risks of investing in foreign and emerging markets may include foreign currency exchange rate fluctuations, perceived credit risk, adverse political and economic developments and possible adverse foreign government intervention. (9) LINE OF CREDIT: The Portfolio, and other subtrusts in the Portfolio Trust and funds in the Trust are parties to a committed line of credit facility, which enables each portfolio/fund to borrow, in the aggregate, up to $35 million. Interest is charged to each participating portfolio/fund based on its borrowings at a rate equal to the Federal Funds effective rate plus 1/2 of 1%. In addition, a facility fee, computed at an annual rate of 0.060 of 1% on the daily unused portion of the facility, is allocated ratably among the participating portfolios/funds at the end of each quarter. For the year ended December 31, 2004, a facility fee of $1,817 was allocated to the Portfolio. During the year ended December 31, 2004, the Portfolio had average borrowings outstanding of $30,667 on a total of nine days and incurred $13 of interest expense. 32 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Trustees of Mellon Institutional Funds Master Portfolio and Investors of Standish Mellon High Yield Bond 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 financial highlights present fairly, in all material respects, the financial position of Standish Mellon High Yield Bond Portfolio (the "Portfolio") at December 31, 2004, and the results of its operations, the changes in its net assets, and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Portfolio's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the 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 December 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP New York, NY February 25, 2005 33 TRUSTEES AND OFFICERS The following table lists the Trust's trustees and officers; their address and date of birth; their position with the Trust; the length of time holding that position with the Trust; their principal occupation(s) during the past five years; the number of portfolios in the fund complex they oversee; other directorships they hold in companies subject to registration or reporting requirements of the Securities Exchange Act of 1934 (generally called "public companies") or in registered investment companies; and total annual remuneration paid as of December 31, 2004. The Trust's Statement of Additional Information includes additional information about the Trust's trustees and is available, without charge, upon request by writing The Mellon Institutional Funds at P.O. Box 8585, Boston, MA 02266-8585 or calling toll free 1-800-221-4795. INDEPENDENT TRUSTEES NUMBER OF TRUSTEE PRINCIPAL PORTFOLIOS IN OTHER REMUNERATION NAME TERM OF OFFICE OCCUPATION(S) FUND COMPLEX DIRECTORSHIPS (YEAR ENDED ADDRESS, AND POSITION(S) AND LENGTH OF DURING PAST OVERSEEN BY HELD BY DECEMBER 31, DATE OF BIRTH HELD WITH TRUST TIME SERVED 5 YEARS TRUSTEE TRUSTEE 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Samuel C. Fleming Trustee Trustee since Chairman of the Board 30 None Fund: $500 c/o Decision Resources, Inc. 11/3/1986 and Chief Executive Portfolio: $1,653 260 Charles Street Officer, Decision Waltham, MA 02453 Resources, Inc. 9/30/40 Caleb Loring III Trustee Trustee since Trustee, Essex Street 30 None Fund: $500 c/o Essex Street Associates 11/3/1986 Associates (family Portfolio: $1,786 P.O. Box 181 investment trust office) Beverly, MA 01915 11/14/43 Benjamin M. Friedman Trustee Trustee since William Joseph Maier, 30 None Fund: $500 c/o Harvard University 9/13/1986 Professor of Political Portfolio: $1,653 Cambridge, MA 02138 Economy, Harvard 8/5/44 University John H. Hewitt Trustee Trustee since Trustee, Mertens 30 None Fund: $500 P.O. Box 2333 11/3/1986 House, Inc. (hospice) Portfolio: $1,653 New London, NH 03257 4/11/35 INTERESTED TRUSTEES Patrick J. Sheppard Trustee, President Since 2003 Senior Vice President 30 None Fund: $0 Mellon Institutional and Chief and Chief Operating Officer, Portfolio: $0 Asset Management Executive Officer Mellon Institutional One Boston Place Asset Management; Boston, MA 02108 formerly Vice President 7/24/65 and Chief Financial Officer, Mellon Institutional Asset Management 34 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON HIGH YIELD BOND PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- PRINCIPAL OFFICERS WHO ARE NOT TRUSTEES NUMBER OF PORTFOLIOS IN NAME TERM OF OFFICE FUND COMPLEX ADDRESS, AND POSITION(S) AND LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN BY DATE OF BIRTH HELD WITH TRUST TIME SERVED DURING PAST 5 YEARS TRUSTEE - ----------------------------------------------------------------------------------------------------------------------------------- Barbara A. McCann Vice President Since 2003 Senior Vice President and Head of Operations 30 Mellon Institutional and Secretary Mellon Institutional Asset Management, formerly Asset Management First Vice President, Mellon Institutional Asset One Boston Place Management and Mellon Global Investments Boston, MA 02108 2/20/61 Steven M. Anderson Vice President Vice President Vice President and Mutual Funds Controller, 30 Mellon Institutional and Treasurer since 1999; Mellon Institutional Asset Management Asset Management Treasurer Institutional Asset One Boston Place since 2002 Boston, MA 02108 7/14/65 Denise B. Kneeland Assistant Vice Since 1996 Vice President and Manager, Mutual Funds Operations, 30 Mellon Institutional President Mellon Institutional Asset Management Asset Management One Boston Place Boston, MA 02108 8/19/51 Cara E. Hultgren Assistant Vice Since 2001 Assistant Vice President and Manager, 30 Mellon Institutional President Shareholder Services, Mellon Institutional Asset Management Asset Management since 2001; One Boston Place Shareholder Representative, Boston, MA 02108 Standish Mellon Asset Management 1/19/71 Jan F. Jumet Chief Since 2004 Senior Vice President and Chief Compliance Officer 30 Standish Mellon Assest Compliance for Standish Mellon Asset Management Company LLC; Management Company LLC Officer formerly Director of Compliance and Administration One Boston Place and Chief Administration Officer for Standish Mellon Boston, MA 02108 Asset Management Company LLC, Senior 8/9/66 Vice President and Chief Administration Officer for Mellon Bond Associates, LLP, and First Vice President and Senior Sales Associate for Mellon Institutional Asset Management 35 THIS PAGE INTENTIONALLY LEFT BLANK THIS PAGE INTENTIONALLY LEFT BLANK One Boston Place Boston, MA 02108-4408 800.221.4795 www.melloninstitutionalfunds.com Annual Report STANDISH MELLON SHORT-TERM FIXED INCOME FUND YEAR ENDED DECEMBER 31, 2004 This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus. Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund' s historical or future performance are statements of the opinion of Fund management as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. Commencing with the fiscal quarter ending September 30, 2004, the Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. The Fund' s Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington D.C. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. To view the Fund' s proxy voting guidelines and proxy voting record for the 12-month period ended June 30, 2004, visit the SEC' s web site at http: //www.sec.gov. You may also call 1-800-221-4795 to request a free copy of the proxy voting guidelines. February 28, 2005 Dear Mellon Institutional Fund Shareholder: Enclosed you will find your Fund's annual report for the fiscal year ended December 31, 2004. The year was largely positive for the financial markets, as the economic expansion continued. However, as the year progressed, anticipated GDP growth diminished in line with typical expectations at this point in the economic cycle. The S&P 500 entered 2004 with a sharp climb, fueled to a large degree by above-trend GDP growth: 4.4% in the fourth quarter of 2003 and 5.0% in the first quarter of the year, driven by a potent mix of tax cuts, monetary policy and government spending. But the momentum stalled, as the market dealt with the prospect of inflation and a new tightening cycle by the Federal Reserve, the uncertainties of a tight presidential campaign, and the ever-present threats posed by terrorism. The equity markets greeted the reelection of President Bush with optimism, as the S&P 500 surged past 1200 in the closing weeks of the year to its 2004 peak. In the bond market, the year started with much speculation about when and how the Fed would end one of the longest stretches of easy monetary policy on record, which had driven rates to historical lows. In the fall of 2003, the prospect of deflation was still a factor in the Fed's deliberations and was its stated rationale for maintaining an accommodative stance. In the first quarter, however, the Fed began to refer to a "measured pace" of tightening. The market reacted by switching gears dramatically, sending the 10-year U.S. Treasury note from 3.7% on March 16 to 4.9% on June 14. Since then, as the economic outlook softened, with relatively tame inflation, yields have settled back to about 4%, roughly the same as a year ago. Looking ahead, it is clear that there are some causes for concern. Consumers are weighted with debt and potentially vulnerable in a rising rate environment. Companies are hoarding cash and are being deliberate in boosting employment and spending on plant and equipment. The stimulus of monetary policy, tax cuts and government spending is waning. Nevertheless, business activity has some significant momentum, which should carry over into 2005, with reasonable profit growth and modest inflation. Finally, the president's ambitious plans to privatize Social Security, reform health care, and revise the tax code could potentially have major fiscal implications that the market will be watching carefully. Thank you for your business and confidence in Mellon Institutional Funds. Please feel free to contact us with questions or comments. Sincerely, Patrick J. Sheppard One Boston Place * Boston, MA 02108-4402 A MELLON ASSET MANAGEMENT COMPANY 1 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND MANAGEMENT DISCUSSION AND ANALYSIS - -------------------------------------------------------------------------------- Economic activity maintained a healthy pace in 2004. The employment picture improved with monthly job gains averaging approximately 185,000. Investment spending and capacity utilization picked up and despite higher interest rates, the housing market and consumer spending kept pace. Amid rising oil prices and a weaker dollar, the Federal Reserve maintained a tame inflation outlook. Bond market volatility was low as the Fed hiked interest rates in a predictable and steady fashion from 1% to 2.25% by the end of the year. The unusual aspect of this tightening cycle has been the decline in 10- and 30-year yields as short rates have risen. So while the yield curve has flattened similarly to previous cycles, long-term interest rates have moved to lower levels than expected. To a large degree, the massive foreign purchases of U.S. Treasuries have kept long-term interest rates lower than anticipated during a period of tighter monetary policy. Over the past year, broad sectors outperformed Treasuries with particularly strong excess returns from investment grade corporate bonds. Spread sectors, especially mortgages, benefited from declining interest rate volatility. The credit sector fared well amid steady economic activity. Treasury inflation-protected securities (TIPS) outperformed nominal Treasuries as both actual and expected levels of inflation rose. The prospects for economic growth in 2005 are good. We expect reasonably strong economic data will support continued rate hikes by the Fed. Under tighter monetary conditions, we anticipate upward pressure on interest rates and a flatter yield curve. With today's low volatility environment and narrow yield spreads, many sectors appear overvalued. For the year, performance for the fund was 1.03% versus the Merrill Lynch 1-3 year Treasury benchmark of 0.91%. Performances for the fund and its benchmark were negatively impacted by the increase in short-term interest rates throughout the year. Although long-term interest rates ended the year near where they began, short-term interest rates rose 125 basis points, in line with the Fed's actions. The fund outperformed its benchmark for the year due primarily to the fact that, for most of the year, its duration was 10 to 20 basis points shorter than its benchmark. This duration difference was consistent with our belief that the Fed would raise rates. In addition, the fund was able to take advantage of spread product, such as corporate notes and asset-backed securities which are not represented in its Treasury-based benchmark. /s/ Laurie Carroll /S/ Johnson Moore Laurie Carroll Johnson Moore 2 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND COMPARISON OF CHANGE IN VALUE OF $100,000 INVESTMENT IN STANDISH MELLON SHORT-TERM FIXED INCOME FUND AND THE MERRILL LYNCH 1-3 YEAR INDEX - -------------------------------------------------------------------------------- AVERAGE ANNUAL TOTAL RETURNS (FOR YEAR ENDED 12/31/2004) - -------------------------------------------------------------------------------- Since Inception 1 Year 3 Year 5 Year 07/01/1995 - ------------------------------------------------------------------------------------------------------------------------------------ 1.03% 3.29% 5.07% 5.33% AVERAGE ANNUAL TOTAL RETURNS REFLECT THE CHANGE IN THE VALUE OF AN INVESTMENT, ASSUMING REINVESTMENT OF THE FUND'S DIVIDEND INCOME AND CAPITAL GAINS. THE $100,000 LINE GRAPH AND THE FUND'S RETURNS DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON FUND DISTRIBUTIONS OR THE REDEMPTION OF FUND SHARES. DURING PERIODS OF REIMBURSEMENT BY THE FUND'S INVESTMENT ADVISER (IF APPLICABLE), THE FUND'S TOTAL RETURN WILL BE GREATER THAN IT WOULD BE HAD THE REIMBURSEMENT NOT OCCURRED. PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE. 3 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND SHAREHOLDER EXPENSE EXAMPLE - -------------------------------------------------------------------------------- As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2004 to December 31, 2004). Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000.00=8.6), then multiply the result by the number in the first line 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 line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's 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 Fund 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 transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs 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. EXPENSES PAID BEGINNING ENDING DURING PERIOD((+)) ACCOUNT VALUE ACCOUNT VALUE JULY 1, 2004 TO JULY 1, 2004 DECEMBER 31, 2004 DECEMBER 31, 2004 - ------------------------------------------------------------------------------------------------------------------------------------ Actual $1,000.00 $1,010.90 $1.52 Hypothetical (5% return per year before expenses) $1,000.00 $1,023.63 $1.53 ( - ------- ((+)) EXPENSES ARE EQUAL TO THE FUND'S ANNUALIZED EXPENSE RATIO OF 0.30%, MULTIPLIED BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY 184/366 (TO REFLECT THE ONE-HALF YEAR PERIOD). 4 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND FUND INFORMATION AS OF DECEMBER 31, 2004 (UNAUDITED) - -------------------------------------------------------------------------------- SUMMARY OF COMBINED RATINGS -------------------------------------------- PERCENTAGE OF QUALITY BREAKDOWN INVESTMENTS -------------------------------------------- Treasury Agency 50.9% AAA 19.6 AA 1.7 A 20.5 BBB 7.3 _____ TOTAL 100.0% Based on ratings from Standard & Poor's and/or Moody's Investors Services. If a security receives split (different) ratings from multiple rating organizations, the Fund treats the security as being rated in the higer rating category. PERCENTAGE OF TOP TEN HOLDINGS* RATE MATURITY NET ASSETS ---------------------------------------------------------------------------------------------------------- U.S. Treasury Inflation-Indexed Note (TIPS) 3.375% 1/15/2007 5.9% Federal Home Loan Bank Notes 2.875 9/15/2006 5.0 U.S. Treasury Note 2.750 8/15/2007 4.9 Federal Home Loan Bank Notes 2.750 12/15/2006 4.0 Federal Home Loan Bank MBS 6.000 7/1/2011 3.9 U.S. Treasury Note 3.000 12/31/2006 3.1 Federal National Mortgage Association Notes 2.375 2/15/2007 3.1 Goldman Sachs Group, Inc. 7.625 8/17/2005 2.6 Fleet Boston Financial Corp. 7.250 9/15/2005 2.6 Alabama Power Co. Senior Notes 5.490 11/1/2005 2.5 _______ TOTAL 37.6% * Excluding short-term investments and investment of cash collateral. PERCENTAGE OF ECONOMIC SECTOR ALLOCATION INVESTMENTS -------------------------------------------- Treasury 22.6% Agency 23.2 Credit 34.2 Mortgage pass-thru 5.1 Asset-backed 14.6 Cash & equivalents 0.3 _____ 100.0% The Fund is actively managed. Current holdings may be different than those presented above. 5 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ BONDS AND NOTES--99.7% ASSET BACKED--14.6% Bank One Issuance Trust 2002-A4 A4 2.940% 6/16/2008 $100,000 $ 99,930 BMW Vehicle Owner Trust 2004-A A3 2.670 3/25/2008 50,000 49,639 Capital Auto Receivables Asset Trust 2003-1 A3A 2.750 4/16/2007 100,000 99,656 Chase Manhattan Auto Owner Trust 2003-B A3 1.820 7/16/2007 75,000 74,414 Chase Manhattan Auto Owner Trust 2003-B A4 2.570 2/16/2010 30,000 29,470 Citibank Credit Card Issuance Trust 2003-A2 A2 2.700 1/15/2008 100,000 99,555 GS Auto Loan Trust 2004-1 A4 2.650 5/16/2011 35,000 34,324 M & I Auto Loan Trust 2003-1 A4 2.970 4/20/2009 15,000 14,844 Nissan Auto Receivables Owner Trust 2002-C A3 2.600 8/15/2006 25,615 25,607 World Omni Auto Receivables Trust 2.870 11/15/2010 60,000 59,007 _________ Total Asset Backed (Cost $588,865) 586,446 _________ CORPORATE--26.4% BANKING--5.5% Fleet Boston Financial Corp. 7.250 9/15/2005 100,000 102,904 National City Bank Of Indiana 2.375 8/15/2006 40,000 39,406 Washington Mutual, Inc. 2.400 11/3/2005 50,000 49,678 Zions Bancorporation 2.700 5/1/2006 30,000 29,744 _________ 221,732 _________ BROKERAGES--3.4% Goldman Sachs Group, Inc. 7.625 8/17/2005 100,000 102,945 JPMorgan Chase & Co. 5.625 8/15/2006 30,000 31,080 _________ 134,025 _________ CONSUMER NONCYCLICAL--3.1% Coca-Cola Enterprises 2.500 9/15/2006 50,000 49,283 Pepsi Americas, Inc. 5.950 2/15/2006 50,000 51,460 Sara Lee Corp. 1.950 6/15/2006 25,000 24,526 _________ 125,269 _________ FINANCIAL--3.8% Boeing Capital Corp. 5.750 2/15/2007 50,000 52,219 John Deere Capital Corp. 3.625 5/25/2007 50,000 49,998 SLM Corp. 3.500 9/30/2006 50,000 50,066 _________ 152,283 _________ HEALTH CARE--1.3% Unitedhealth Group, Inc. 3.375 8/15/2007 25,000 24,808 Wellpoint Inc. 144A 3.750 12/14/2007 25,000 24,987 _________ 49,795 _________ INSURANCE--1.9% American International Group, Inc. 2.850 12/1/2005 40,000 39,953 Metlife, Inc. 5.250 12/1/2006 35,000 36,120 _________ 76,073 _________ TECHNOLOGY--1.2% IBM Corp. 2.375 11/1/2006 50,000 49,293 _________ The accompanying notes are an integral part of the financial statements. 6 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ TELECOMMUNICATIONS--1.3% Verizon Wireless Capital 5.375% 12/15/2006 $ 50,000 $ 51,790 _________ TRANSPORTATION--1.2% Fedex Corp. 2.650 4/1/2007 50,000 48,971 _________ UTILITIES--3.7% Alabama Power Co. Senior Notes 5.490 11/1/2005 100,000 101,977 Virginia Electric and Power Co. 5.750 3/31/2006 45,000 46,325 _________ 148,302 _________ Total Corporate (Cost $1,058,212) 1,057,533 _________ U.S. GOVERNMENT AGENCY--28.3% GOVERNMENT BACKED--21.1% Federal Home Loan Bank 2.875 8/15/2006 100,000 99,539 Federal Home Loan Bank 2.875 9/15/2006 200,000 199,291 Federal Home Loan Bank 2.750 12/15/2006 160,000 158,503 FNMA 2.125 4/15/2006 100,000 98,802 FNMA 3.125 7/15/2006 70,000 69,975 FNMA 2.375 2/15/2007 125,000 122,687 FNMA 3.000 8/15/2007 100,000 99,008 _________ Total Government Backed (Cost $850,842) 847,805 _________ PASS THRU SECURITIES--7.2% FHLMC 5.000 8/1/2007 49,361 50,425 FHLMC 6.000 7/1/2011 147,300 154,566 FHLMC 2.614 7/15/2011 44,902 44,392 FHLMC 5.500 10/15/2018 25,000 25,619 FHLMC 5.000 1/15/2023 15,000 15,364 _________ Total Pass Thru Securities (Cost $280,029) 290,366 _________ Total U.S. Government Agency (Cost $1,130,871) 1,138,171 _________ U.S. TREASURY OBLIGATIONS--25.7% U.S. Treasury Note 1.625 10/31/2005 40,000 39,658 U.S. Treasury Note 2.000 5/15/2006 75,000 74,115 U.S. Treasury Note 2.500 5/31/2006 100,000 99,426 U.S. Treasury Note 2.375 8/31/2006 85,000 84,153 U.S. Treasury Note 2.875 11/30/2006 81,000 80,747 U.S. Treasury Note 3.000 12/31/2006 124,000 123,835 U.S. Treasury Note 2.250 2/15/2007 95,000 93,389 U.S. Treasury Note 2.750 8/15/2007 200,000 197,805 U.S. Treasury Inflation-Indexed Note (TIPS) 3.375 1/15/2007 222,870 236,042 _________ Total U.S. Treasury Obligations (Cost $1,035,722) 1,029,170 _________ YANKEE BONDS--4.7% Deutsche Telekom International Finance 8.250 6/15/2005 25,000 25,583 France Telecom 7.950 3/1/2006 50,000 52,498 HBOS Treasury Services PLC 144A 2.250 5/1/2006 70,000 69,221 Kredit Wiederauf 3.250 7/16/2007 40,000 39,849 _________ Total Yankee Bonds (Cost $188,211) 187,151 _________ TOTAL BONDS AND NOTES (COST $4,001,881) 3,998,471 _________ The accompanying notes are an integral part of the financial statements. 7 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- VALUE SECURITY SHARES (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------- SHORT-TERM INVESTMENTS--3.4% INVESTMENT COMPANIES--3.4% Dreyfus Institutional Preferred Plus Money Market Fund ((+))(Cost $ 136,016) 136,016 $ 136,016 _________ TOTAL INVESTMENTS--103.1% (Cost $4,137,897) 4,134,487 LIABILITIES IN EXCESS OF OTHER ASSETS--(3.1%) (122,989) _________ NET ASSETS-100% $4,011,498 _________ _________ NOTES TO SCHEDULE OF INVESTMENTS: 144A-Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified buyers. FHLMC-Federal Home Loan Mortgage Company FNMA-Federal National Mortgage Association ((+)) Affiliated institutional money market fund. The accompanying notes are an integral part of the financial statements. 8 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 - -------------------------------------------------------------------------------- ASSETS Investments in securities (Note 1A) Unaffiliated issuers, at value (cost $4,001,881) $3,998,471 Affiliated issuers, at value (cost $136,016) (Note 1F) 136,016 Cash 23,614 Receivable for Fund shares sold 300 Interest receivable 32,551 Prepaid expenses 8,166 _________ Total assets 4,199,118 LIABILITIES Payable for investments purchased $ 148,414 Accrued accounting, custody, administration and transfer agent fees (Note 2) 9,197 Accrued trustees' fees and expenses (Note 2) 759 Accrued professional fees 24,258 Accrued expenses and other liabilities 4,992 _________ Total liabilities 187,620 _________ NET ASSETS $4,011,498 _________ _________ NET ASSETS CONSIST OF: Paid-in capital $4,016,289 Accumulated net realized loss (1,381) Net unrealized depreciation (3,410) _________ TOTAL NET ASSETS $4,011,498 _________ _________ SHARES OF BENEFICIAL INTEREST OUTSTANDING 252,103 _________ _________ NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE (Net Assets/Shares outstanding) 15.91 _________ _________ The accompanying notes are an integral part of the financial statements. 9 PAGE> MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 - -------------------------------------------------------------------------------- INVESTMENT INCOME (NOTE 1B) Interest income (including securities lending income of $514 (Note 7)) $107,786 Interest income from affiliated investment (Note 1F) 2,682 ________ Total investment income 110,468 EXPENSES Investment advisory fee (Note 2) $10,924 Accounting, custody, administration and transfer agent fees (Note 2) 41,512 Professional fees 33,147 Registration fees 14,580 Trustees' fees and expenses (Note 2) 2,995 Insurance expense 3,920 Miscellaneous 7,897 _________ Total expenses 114,975 Deduct: Waiver of investment advisory fee (Note 2) (10,924) Reimbursement of Fund operating expenses (Note 2) (93,127) _________ Total expense deductions (104,051) _________ Net expenses 10,924 ________ Net investment income 99,544 ________ REALIZED AND UNREALIZED GAIN (LOSS) Net realized gain (loss) Investment security transactions 16,386 _________ Net realized gain 16,386 Change in unrealized appreciation (depreciation) Investment securities (70,563) _________ Change in net unrealized appreciation (depreciation) (70,563) ________ Net realized and unrealized loss on investments (54,177) ________ NET INCREASE IN NET ASSETS FROM OPERATIONS $ 45,367 ________ ________ The accompanying notes are an integral part of the financial statements. 10 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 __________________ _________________ INCREASE (DECREASE) IN NET ASSETS: FROM INVESTMENT OPERATIONS Net investment income $ 99,544 $ 398,500 Net realized gains 16,386 650,911 Change in net unrealized appreciation (depreciation) (70,563) (544,868) ___________ ___________ Net increase in net assets from investment operations 45,367 504,543 ___________ ___________ DISTRIBUTIONS TO SHAREHOLDERS (NOTE 1C) From net investment income (97,666) (408,533) From net realized gains on investments (17,781) (915,753) From return of capital (2,442) -- ___________ ___________ Total distributions to shareholders (117,889) (1,324,286) ___________ ___________ FUND SHARE TRANSACTIONS (NOTE 4) Net proceeds from sale of shares 3,246,765 4,896,201 Value of shares issued to shareholders in reinvestment of distributions 114,532 1,049,509 Cost of shares redeemed (3,285,026) (23,384,843) ___________ ___________ Net increase (decrease) in net assets from Fund share transactions 76,271 (17,439,133) ___________ ___________ TOTAL INCREASE (DECREASE) IN NET ASSETS 3,749 (18,258,876) NET ASSETS At beginning of year 4,007,749 22,266,625 ___________ ___________ At end of year (including distributions in excess of net investment income of $0 and $2,350) $ 4,011,498 $ 4,007,749 ___________ ___________ ___________ ___________ The accompanying notes are an integral part of the financial statements. 11 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ____________________________________________________________ 2004 2003 2002 2001(A) 2000 ______ ______ ________ _______ _______ NET ASSET VALUE, BEGINNING OF THE YEAR $16.25 $20.03 $ 19.86 $ 19.57 $ 19.36 ______ ______ ________ _______ _______ FROM INVESTMENT OPERATIONS: Net investment income(* (1)) 0.43 0.61 0.85 1.13 1.28 Net realized and unrealized gain (loss) on investments (0.27) (0.10)(2) 0.38 0.34 0.21 ______ ______ ________ _______ _______ Total from investment operations 0.16 0.51 1.23 1.47 1.49 ______ ______ ________ _______ _______ LESS DISTRIBUTIONS TO SHAREHOLDERS: From net investment income (0.42) (1.16) (0.96) (1.18) (1.28) From net realized gain on investments (0.07) (3.13) (0.10) -- -- From return of capital (0.01) -- -- -- -- ______ ______ ________ _______ _______ Total distributions to shareholders (0.50) (4.29) (1.06) (1.18) (1.28) ______ ______ ________ _______ _______ Net Asset Value, End of Year $15.91 $16.25 $ 20.03 $ 19.86 $ 19.57 ______ ______ ________ _______ _______ ______ ______ ________ _______ _______ TOTAL RETURN((+)) 1.03% 2.62% 6.31% 7.66% 7.93% RATIOS/SUPPLEMENTAL DATA: Expenses (to average daily net assets)(*) 0.30% 0.30% 0.30% 0.30% 0.30% Net Investment Income (to average daily net assets)(*) 2.75% 3.06% 4.24% 5.64% 6.66% Portfolio Turnover 133% 186% 251% 149% 170% Net Assets, End of Year (000's omitted) $4,011 $4,008 $22,267 $41,169 $45,232 - ------- * For the periods indicated, the investment adviser voluntarily agreed not to impose all or a portion of its investment advisory fee and/ or reimbursed the Fund for a portion of its operating expenses. If this voluntary action had not been taken, the investment income per share and the ratios would have been: Net investment income (loss) per share (1) $ (0.02) $ 0.40 $ 0.75 $ 1.07 $ 1.21 Ratios (to average daily net assets): Expenses 3.17% 1.36% 0.78% 0.60% 0.69% Net investment income (0.12)% 2.00% 3.76% 5.34% 6.27% (a) The Fund has adopted the provisions of the revised AICPA Audit and Accounting Guide for Investment Companies effective January 1, 2001 and began amortizing premium and discount on all debt securities on an effective yield basis. The effect of this change for the year ended December 31, 2001 was to increase net investment income per share by less than $0.001, decrease net realized and unrealized gains and losses per share by less than $0.001 and increase the ratio of net investment income to average net assets by less than 0.01%. Per share data and ratios/supplemental data for the periods prior to January 1, 2001 have not been restated to reflect this change in presentation. (1) Calculated based on average shares outstanding, (2) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain/loss for the period due to the timing of purchases and redemptions of Fund shares in relation to the fluctuating market values of the Fund. (+) Total return would have been lower in the absence of expense waivers. The accompanying notes are an integral part of the financial statements. 12 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) SIGNIFICANT ACCOUNTING POLICIES: Mellon Institutional Funds Investment Trust (the "Trust") is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end, management investment company. Standish Mellon Short-Term Fixed Income Fund (the "Fund") is a separate diversified investment series of the Trust. The objective of the Fund is to maximize total return, consistent with preserving principal and liquidity, while seeking a relatively high level of current income. The Fund seeks to achieve its objective by investing, under normal circumstances, at least 80% of net assets in fixed income securities of U.S. companies and the U.S. government. The following is a summary of significant accounting policies followed by the Fund in the preparation of its 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 in the financial statements. Actual results could differ from those estimates. A. INVESTMENT SECURITY VALUATIONS Securities for which quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price in the principal market in which such securities are primarily traded. Market quotations are not considered to be readily available for certain debt obligations; such investments are stated at fair value on the basis of valuations furnished by a pricing service or dealers, approved by the Trustees, which determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and variable relationships between securities that are generally recognized by institutional traders. Securities (including illiquid securities) for which quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Trustees. Short-term instruments with less than sixty-one days remaining to maturity are valued at amortized cost, which approximates market value. If the Fund acquires a short-term instrument with more than sixty days remaining to its maturity, it is valued at current market value until the sixtieth day prior to maturity and will then be valued at amortized value based upon the value on such date unless the Trustees determine during such sixty-day period that amortized value does not represent fair value. B. SECURITIES TRANSACTIONS AND INCOME Securities transactions are recorded as of the trade date. Interest income is determined on the basis of coupon interest accrued, adjusted for accretion of discount or amortization of premium using the yield-to-maturity method on long-term debt securities and short-term securities with greater than sixty days to maturity. Dividend income is recorded on the ex-dividend date. Realized gains and losses from securities sold are recorded on the identified cost basis C. DISTRIBUTIONS TO SHAREHOLDERS Distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income and distributions from capital gains, if any, are reinvested in additional shares of the Fund unless a shareholder elects to receive them in cash. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences, which may result in distribution reclassifications, are primarily due to differing treatments of amortization and/or accretion of premiums and discounts on certain securities and paydown gains and losses. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications among undistributed net investment income, accumulated net realized gain (loss) and paid in capital. Undistributed net investment income and accumulated net realized gain (loss) on investments may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year. 13 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- D. EXPENSES The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. E. COMMITMENTS AND CONTINGENCIES In the normal course of business, the Fund may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Fund under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risks of loss to be remote. F. AFFILIATED ISSUERS Affiliated issuers represent investments held in the Fund in other investment companies advised by Standish Mellon Asset Management Company LLC ("Standish Mellon"), a wholly-owned subsidiary of Mellon Financial Corporation, or its affiliates. (2) INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES: The investment advisory fee paid to Standish Mellon for overall investment advisory, administrative services, and general office facilities, is paid monthly at the annual rate of 0.30% of the Fund's average daily net assets. Standish Mellon voluntarily agreed to limit total Fund operating expenses (excluding brokerage commissions, taxes and extraordinary expenses) to 0.30% of the Fund's average daily net assets for the year ended December 31, 2004. Pursuant to this agreement, for the year ended December 31, 2004, Standish Mellon collectively and voluntarily waived its investment advisory fee in the amount of $10,924 and reimbursed the Fund for $93,127 of its operating expenses. This agreement is voluntary and temporary and may be discontinued or revised by Standish Mellon at any time. Effective February 23, 2004, the Fund entered into an agreement with Dreyfus Transfer, Inc., a wholly owned subsidiary of The Dreyfus Corporation, a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide personnel and facilities to perform transfer agency and certain shareholder services for the Fund. For these services the Fund pays Dreyfus Transfer, Inc. a fixed fee plus per account and transaction based fees, as well as, out-of-pocket expenses. Pursuant to this agreement the Fund paid $2,382 during the period ended December 31, 2004. The Fund has contracted Mellon Bank, N.A. ("Mellon Bank"), a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide custody, fund administration and fund accounting services for the Fund. For these services the Fund pays Mellon Bank a fixed fee plus asset and transaction based fees, as well as, out-of-pocket expenses. Pursuant to this agreement the Fund paid $31,369 during the year ended December 31, 2004. The Fund entered into an agreement with Mellon Bank to perform certain securities lending activities and to act as the Fund's lending agent. Pursuant to this agreement Mellon Bank receives an agreed upon percentage of the net lending revenues. This compensation is a standard form of compensation received by securities lending agents with respect to non-affiliated entities. No director, officer or employee of Standish Mellon or its affiliates receives any compensation from the Trust or the Fund for serving as an officer or Trustee of the Trust. The Trust pays each Trustee who is not a director, officer or employee of Standish Mellon or its affiliates an annual fee and a per meeting fee as well as reimbursement for travel and out of pocket expenses. In addition, the Trust pays the legal fees for the independent counsel of the Trustees. (3) PURCHASES AND SALES OF INVESTMENTS: Purchases and proceeds from sales of investments, excluding short-term securities, for the year ended December 31, 2004 were as follows: PURCHASES SALES __________ __________ U.S. Government Securities $3,702,813 $3,382,552 __________ __________ __________ __________ Investments (non-U.S. Government Securities) $1,127,249 $1,321,715 __________ __________ __________ __________ 14 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (4) SHARES OF BENEFICIAL INTEREST: The Declaration of Trust permits the trustees to issue an unlimited number of full and fractional shares of beneficial interest having a par value of one cent per share. Transactions in Fund shares were as follows: FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 __________________ __________________ Shares sold 200,671 246,481 Shares issued to shareholders in payment of distributions declared 7,147 59,783 Shares redeemed (202,420) (1,171,136) _________ ___________ Net increase (decrease) 5,398 (864,872) _________ ___________ _________ ___________ At December 31, 2004, two shareholders of record held approximately 83% of the total outstanding shares of the Fund. Investment activity of these shareholders could have a material impact on the Fund. A significant portion of the Fund's shares represent investments by fiduciary accounts over which Standish Mellon and its affiliates have either sole or joint investment discretion. (5) FEDERAL TAXES: As a regulated investment company qualified under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes all of its taxable income for its fiscal year. The tax basis components of distributable earnings and the federal tax cost as of December 31, 2004, was as follows: Unrealized appreciation $ 15,126 Unrealized depreciation (19,574) __________ Net unrealized appreciation/depreciation (4,448) Cost for federal income tax purposes $4,138,935 Tax character of distributions paid during the fiscal year ended December 31, 2004 and December 31, 2003, were as follows: 2004 2003 Distributions paid from: AMOUNT AMOUNT ________ _________ Ordinary income $97,666 $626,211 Capital gains 17,781 698,075 Return of capital 2,442 -- (6) FINANCIAL INSTRUMENTS: In general, the following instruments are used for hedging purposes as described below. However, these instruments may also be used to seek to enhance potential gain in circumstances where hedging is not involved. The nature, risks and objectives of these instruments are set forth more fully in the Fund's Prospectus and Statement of Additional Information. The Fund may trade the following instruments with off-balance sheet risk: OPTIONS Call and put options give the holder the right to purchase or sell a security or currency or enter into a swap arrangement on a future date at a specified price. The Fund may use options to seek to hedge against risks of market exposure and changes in securities prices and foreign currencies, as well as to seek to enhance returns. Writing puts and buying calls tend to increase the Fund's exposure to the underlying instrument. Buying puts and writing calls tend to decrease the Fund's exposure to the underlying instrument, or hedge other Fund investments. Options, both held and writte 15 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- by the Fund, are reflected in the accompanying Statement of Assets and Liabilities at market value. The underlying face amount at value of any open purchased options is shown in the Schedule of Investments. This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments, if there is an illiquid secondary market for the contract or if the counterparty does not perform under the contract's terms. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. Realized gains and losses on purchased options are included in realized gains and losses on investment securities, except purchased options on foreign currency which are included in realized gains and losses on foreign currency transactions. If a put option written by the Fund is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund, as writer of an option, has no control over whether the underlying securities may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the security underlying the written option. Exchange traded options are valued at the last sale price, or if no sales are reported, the last bid price for purchased options and the last ask price for written options. Options traded over-the-counter are valued using prices supplied by the dealers. The Fund did not enter into any option contracts during the year ended December 31, 2004. FUTURES CONTRACTS The Fund may enter into financial futures contracts for the delayed sale or delivery of securities or contracts based on financial indices at a fixed price on a future date. Pursuant to the margin requirements, the Fund deposits either cash or securities in an amount equal to a certain percentage of the contract amount. Subsequent payments are made or received by the Fund each day, depending on the daily fluctuations in the value of the underlying security, and are recorded for financial statement purposes as unrealized gains or losses by the Fund. There are several risks in connection with the use of futures contracts as a hedging device. The change in value of futures contracts primarily corresponds with the value of their underlying instruments or indices, which may not correlate with changes in the value of hedged investments. Buying futures tends to increase the Fund's exposure to the underlying instrument, while selling futures tends to decrease the Fund's exposure to the underlying instrument or hedge other Fund investments. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market. Losses may arise if there is an illiquid secondary market or if the counterparties do not perform under the contract's terms. The Fund enters into financial futures transactions primarily to manage its exposure to certain markets and to changes in securities prices and foreign currencies. Gains and losses are realized upon the expiration or closing of the futures contracts. Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. The Fund did not enter into any futures contracts during the year ended December 31, 2004. (7) SECURITY LENDING: The Fund may lend its securities to financial institutions which the Fund deems to be creditworthy. The loans are collateralized at all times with cash or securities with a market value at least equal to the market value of the securities on loan. The market value of securities loaned is determined daily and any additional required collateral is allocated to the Fund on the next business day. For the duration of a loan, the Fund receives the equivalent of the interest or dividends paid by the issuer on the securities loaned and also receives compensation from the investment of the collateral. As with other extensions of credit, the Fund bears the risk of delay in recovery or even loss of rights in its securities on loan should the borrower of the securities fail financially or default on its obligations to the Fund. In the event of borrower default, the Fund generally has the right to use the collateral to offset losses incurred. The Fund may incur a loss in the event it was delayed or prevented from exercising its rights to dispose of the collateral. The Fund also bears the risk in the event that the interest and/or dividends received on invested collateral is not sufficient to meet the Fund's obligations due on the loans. The Fund loaned securities during the year ended December 31, 2004 resulting in security lending income of $514. At December 31, 2004, the Fund had no securities on loan. (8) LINE OF CREDIT: The Fund, and other funds in the Trust and subtrusts in the Mellon Institutional Funds Master Portfolio Trust (the "Portfolio Trust") are parties to a committed line of credit facility, which enables each portfolio/fund to borrow, in the aggregate, up to $35 million. Interest is charged to each participating portfolio/fund based on its borrowings at a rate equal to the Federal Funds effective rate plus 1/2 of 1%. In addition, a facility fee, computed at an annual rate of .060 of 1% committed amount, is allocated ratably among the participating portfolios/funds at the end of each quarter. For the year ended December 31, 2004, the facility fee allocated to the Fund was $40. During the year ended December 31, 2004, the Fund did not borrow under the credit facility. 16 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM FIXED INCOME FUND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Trustees of Mellon Institutional Funds Investment Trust and the Shareholders of Standish Mellon Short-Term Fixed Income Fund: 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 financial highlights present fairly, in all material respects, the financial position of Standish Mellon Short-Term Fixed Income Fund (the "Fund") at December 31, 2004, and the results of its operations, the changes in its net assets, and the financial highlights for each of the periods indicated, 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 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 are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion PricewaterhouseCoopers LLP New York, NY February 25, 2005 17 TRUSTEES AND OFFICERS The following table lists the Trust's trustees and officers; their address and date of birth; their position with the Trust; the length of time holding that position with the Trust; their principal occupation(s) during the past five years; the number of portfolios in the fund complex they oversee; other directorships they hold in companies subject to registration or reporting requirements of the Securities Exchange Act of 1934 (generally called "public companies") or in registered investment companies; and total annual remuneration paid as of December 31, 2004. The Trust's Statement of Additional Information includes additional information about the Trust's trustees and is available, without charge, upon request by writing The Mellon Institutional Funds at P.O. Box 8585, Boston, MA 02266-8585 or calling toll free 1-800-221-4795. INDEPENDENT TRUSTEES NUMBER OF TRUSTEE PRINCIPAL PORTFOLIOS IN OTHER REMUNERATION NAME TERM OF OFFICE OCCUPATION(S) FUND COMPLEX DIRECTORSHIPS (YEAR ENDED ADDRESS, AND POSITION(S) AND LENGTH OF DURING PAST OVERSEEN BY HELD BY DECEMBER 31, DATE OF BIRTH HELD WITH TRUST TIME SERVED 5 YEARS TRUSTEE TRUSTEE 2004) - ----------------------------------------------------------------------------------------------------------------------------------- Samuel C. Fleming Trustee Trustee since Chairman of the Board 30 None Fund: $537 c/o Decision Resources, Inc. 11/3/1986 and Chief Executive 260 Charles Street Officer, Decision Waltham, MA 02453 Resources, Inc. 9/30/40 Caleb Loring III Trustee Trustee since Trustee, Essex Street 30 None Fund: $546 c/o Essex Street Associates 11/3/1986 Associates (family P.O. Box 181 investment trust office) Beverly, MA 01915 11/14/43 Benjamin M. Friedman Trustee Trustee since William Joseph Maier, 30 None Fund: $537 c/o Harvard University 9/13/1986 Professor of Political Cambridge, MA 02138 Economy, Harvard 8/5/44 University John H. Hewitt Trustee Trustee since Trustee, Mertens 30 None Fund: $537 P.O. Box 2333 11/3/1986 House, Inc. (hospice) New London, NH 03257 4/11/35 INTERESTED TRUSTEES Patrick J. Sheppard Trustee, President Since 2003 Senior Vice President 30 None Fund: $0 Mellon Institutional and Chief and Chief Operating Officer, Asset Management Executive Officer Mellon Institutional One Boston Place Asset Management; Boston, MA 02108 formerly Vice President 7/24/65 and Chief Financial Officer, Mellon Institutional Asset Management 18 PRINCIPAL OFFICERS WHO ARE NOT TRUSTEES NUMBER OF PORTFOLIOS IN NAME TERM OF OFFICE FUND COMPLEX ADDRESS, AND POSITION(S) AND LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN BY DATE OF BIRTH HELD WITH TRUST TIME SERVED DURING PAST 5 YEARS TRUSTEE - ----------------------------------------------------------------------------------------------------------------------------------- Barbara A. McCann Vice President Since 2003 Senior Vice President and Head of Operations 30 Mellon Institutional and Secretary Mellon Institutional Asset Management, formerly Asset Management First Vice President, Mellon Institutional Asset One Boston Place Management and Mellon Global Investments Boston, MA 02108 2/20/61 Steven M. Anderson Vice President Vice President Vice President and Mutual Funds Controller, 30 Mellon Institutional and Treasurer since 1999; Mellon Institutional Asset Management Asset Management Treasurer Institutional Asset One Boston Place since 2002 Boston, MA 02108 7/14/65 Denise B. Kneeland Assistant Vice Since 1996 Vice President and Manager, Mutual Funds Operations, 30 Mellon Institutional President Mellon Institutional Asset Management Asset Management One Boston Place Boston, MA 02108 8/19/51 Cara E. Hultgren Assistant Vice Since 2001 Assistant Vice President and Manager, 30 Mellon Institutional President Shareholder Services, Mellon Institutional Asset Management Asset Management since 2001; One Boston Place Shareholder Representative, Boston, MA 02108 Standish Mellon Asset Management 1/19/71 Jan F. Jumet Chief Since 2004 Senior Vice President and Chief Compliance Officer 30 Standish Mellon Assest Compliance for Standish Mellon Asset Management Company LLC; Management Company LLC Officer formerly Director of Compliance and Administration One Boston Place and Chief Administration Officer for Standish Mellon Boston, MA 02108 Asset Management Company LLC, Senior 8/9/66 Vice President and Chief Administration Officer for Mellon Bond Associates, LLP, and First Vice President and Senior Sales Associate for Mellon Institutional Asset Management 19 THIS PAGE INTENTIONALLY LEFT BLANK THIS PAGE INTENTIONALLY LEFT BLANK One Boston Place Boston, MA 02108-4408 800.221.4795 www.melloninstitutionalfunds.com 0936AR1204 Annual Report STANDISH MELLON GLOBAL FIXED INCOME FUND - -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, 2004 This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus. Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund' s historical or future performance are statements of the opinion of Fund management as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. Commencing with the fiscal quarter ending September 30, 2004, the Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. The Fund' s Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington D.C. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. To view the Fund' s proxy voting guidelines and proxy voting record for the 12-month period ended June 30, 2004, visit the SEC' s web site at http: //www.sec.gov. You may also call 1-800-221-4795 to request a free copy of the proxy voting guidelines. February 28, 2005 Dear Mellon Institutional Fund Shareholder: Enclosed you will find your Fund's annual report for the fiscal year ended December 31, 2004. The year was largely positive for the financial markets, as the economic expansion continued. However, as the year progressed, anticipated GDP growth diminished in line with typical expectations at this point in the economic cycle. The S&P 500 entered 2004 with a sharp climb, fueled to a large degree by above-trend GDP growth: 4.4% in the fourth quarter of 2003 and 5.0% in the first quarter of the year, driven by a potent mix of tax cuts, monetary policy and government spending. But the momentum stalled, as the market dealt with the prospect of inflation and a new tightening cycle by the Federal Reserve, the uncertainties of a tight presidential campaign, and the ever-present threats posed by terrorism. The equity markets greeted the reelection of President Bush with optimism, as the S&P 500 surged past 1200 in the closing weeks of the year to its' 2004 peak. In the bond market, the year started with much speculation about when and how the Fed would end one of the longest stretches of easy monetary policy on record, which had driven rates to historical lows. In the fall of 2003, the prospect of deflation was still a factor in the Fed's deliberations and was its stated rationale for maintaining an accommodative stance. In the first quarter, however, the Fed began to refer to a "measured pace" of tightening. The market reacted by switching gears dramatically, sending the 10-year U.S. Treasury note from 3.7% on March 16 to 4.9% on June 14. Since then, as the economic outlook softened, with relatively tame inflation, yields have settled back to about 4%, roughly the same as a year ago. Looking ahead, it is clear that there are some causes for concern. Consumers are weighted with debt and potentially vulnerable in a rising rate environment. Companies are hoarding cash and are being deliberate in boosting employment and spending on plant and equipment. The stimulus of monetary policy, tax cuts and government spending is waning. Nevertheless, business activity has some significant momentum, which should carry over into 2005, with reasonable profit growth and modest inflation. Finally, the president's ambitious plans to privatize Social Security, reform health care, and revise the tax code could potentially have major fiscal implications that the market will be watching carefully. Thank you for your business and confidence in Mellon Institutional Funds. Please feel free to contact us with questions or comments. Sincerely, /s/ Patrick J. Sheppard One Boston Place * Boston, MA 02108-4402 A MELLON ASSET MANAGEMENT COMPANY 1 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON GLOBAL FIXED INCOME FUND MANAGEMENT DISCUSSION AND ANALYSIS - -------------------------------------------------------------------------------- Global bond markets produced modest, positive returns in 2004. The Standish Mellon Global Fixed Income Fund returned 4.98% for the year, after all expenses, compared to a return of 4.90% for the Lehman Global Aggregate Hedged Index. A return of close to 5% for hedged global bonds is perhaps surprising considering that at the beginning of the year, the consensus expectation was that bond yields would rise as central banks raised interest rates. Indeed, bond yields did rise early in the year and in particular the U.S. bond market experienced a vicious sell-off in the first half. However, as the year progressed, it became apparent that core inflation was well contained in the U.S., the job market strengthened but not as much as anticipated, and growth in large economies overseas was anemic. Bond yields fell during the second half of the year, and in the end, despite the volatility, bond investors managed to earn a bit more than their coupon. The non-government sectors of the global bond markets were a pleasant surprise producing returns well above government bonds for the second year in a row. The star performers were corporate bonds, particularly the high-yield sector, and emerging markets. A number of factors contributed to the outperformance of the corporate and emerging sectors particularly global growth, low inflation, low interest rates and in the case of the commodity laden emerging markets, high commodity prices. The high yield corporate and emerging market indices both had returns of over 10% for the year. Other non-government sectors also performed well including mortgages, agencies and asset-backed securities. The range of returns in hedged terms for government bond markets as measured by the JP Morgan Government Bond Indices was modest for the year with only 534 basis points, separating the best market Italy (+8.00%) from the worst, Japan (+2.66%). The U.S. component of the index returned 3.75% while European markets returned 6.77% on average. The U.S. dollar had traded in a modest range for most of the year however it fell sharply in the final quarter. The decline of the dollar was the sharpest relative to the European currencies against which it declined by more than 7%. The U.S. dollar has been under pressure since 2002 as the mix of loose fiscal and monetary policy and the large current account deficit made the currency unattractive to global investors. The Fund outperformed its benchmark during the year. Our position in investment grade and high yield corporate bonds and emerging market securities was the largest positive contributor relative to our benchmarks. Our country selection was also positive as we were overweight European markets, which produced the best returns. Although Japan was the worst performing market in the index, our zero weighting in the market was a slight drag on performance as Japan did produce a positive return. In currencies, our small primarily, option-based positions detracted a modest amount from our performance. Our outlook for 2005 is favorable for global bonds. We believe that the performance of global economies will be close to trend, yet the behavior of central banks around the world could be quite different. The Fed will continue to raise interest rates at least in the first half of the year and this will flatten the yield curve but we expect longer dated bonds to be fairly stable. Opportunities for value-added can be found in Europe and 2 in some of the smaller index components such as Australia, New Zealand and the U.K. In the latter three markets, the central banks have been raising interest rates for some time and those increases now appear to be having an effect. These economies have housing markets that are vulnerable to price declines and if the economies soften, we believe bonds in these markets will perform well. Non-government sectors such as corporate and emerging market bonds have richened quite a bit over the past two years and we believe that these sectors will not perform as well as in the past but that the sector still offers opportunities to add-value through security selection. We appreciate your continued support and look forward to working on your behalf over the next year. /s/ W. Charles Cook 3 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON GLOBAL FIXED INCOME FUND COMPARISON OF CHANGE IN VALUE OF $100,000 INVESTMENT IN STANDISH MELLON GLOBAL FIXED INCOME FUND AND THE LEHMAN BROTHERS GLOBAL INDEX - -------------------------------------------------------------------------------- [LINE CHART] AVERAGE ANNUAL TOTAL RETURNS (FOR PERIOD ENDED 12/31/2004) - -------------------------------------------------------------------------------- Since Inception 1 Year 3 Year 5 Year 10 Year 01/03/1994 - ------------------------------------------------------------------------------------------------------------------------- 4.98% 6.10% 6.50% 8.07% 6.59% AVERAGE ANNUAL TOTAL RETURNS REFLECT THE CHANGE IN THE VALUE OF AN INVESTMENT, ASSUMING REINVESTMENT OF THE FUND'S DIVIDEND INCOME AND CAPITAL GAINS. THE $100,000 LINE GRAPH AND THE FUND'S RETURNS DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON FUND DISTRIBUTIONS OR THE REDEMPTION OF FUND SHARES. DURING PERIODS OF REIMBURSEMENT BY THE FUND'S INVESTMENT ADVISER (IF APPLICABLE), THE FUND'S TOTAL RETURN WILL BE GREATER THAN IT WOULD BE HAD THE REIMBURSEMENT NOT OCCURRED. PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE. 4 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON GLOBAL FIXED INCOME FUND SHAREHOLDER EXPENSE EXAMPLE - -------------------------------------------------------------------------------- As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2004 to December 31, 2004). Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000.00=8.6), then multiply the result by the number in the first line 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 line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expenses ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's 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 Fund 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 transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs 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. EXPENSES PAID BEGINNING ENDING DURING PERIOD+ ACCOUNT VALUE ACCOUNT VALUE JULY 1, 2004 TO JULY 1, 2004 DECEMBER 31, 2004 DECEMBER 31, 2004 - ------------------------------------------------------------------------------------------------------------------- Actual $1,000.00 $1,045.20 $3.34 Hypothetical (5% return per year before expenses) $1,000.00 $1,021.87 $3.30 - ------- + EXPENSES ARE EQUAL TO THE FUND'S ANNUALIZED EXPENSE RATIO OF 0.65%, MULTIPLIED BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY 184/366 (TO REFLECT THE ONE-HALF YEAR PERIOD).THE EXAMPLE REFLECTS THE COMBINED EXPENSES OF THE FUND AND THE MASTER PORTFOLIO IN WHICH IT INVESTS ALL ITS ASSETS. 5 MELLON INSTITUTIONAL FUNDS INVESTMENT FUND STANDISH MELLON GLOBAL FIXED INCOME FUND PORTFOLIO INFORMATION AS OF DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PERCENTAGE OF TOP TEN HOLDINGS(*) RATE MATURITY NET ASSETS ------------------------------------------------------------------------------------------ UK Gilt 4.000% 3/7/2009 7.9% Australian Government Bond 7.500 9/15/2009 4.8 Italy Buoni Poliennali Del Tesoro 4.500 3/1/2007 4.2 Belgium Government Bond 4.250 9/28/2013 3.7 Singapore Government 5.625 7/1/2008 3.6 French Treasury Note BTAN 5.000 1/12/2006 3.2 New Zealand Government Bond 6.500 4/15/2013 3.2 New Zealand Government Bond 7.000 7/15/2009 3.1 U.S. Treasury Note 3.250 8/15/2008 2.8 U.S. Treasury Note 4.000 11/15/2012 2.6 ----- 39.1% * Excluding short-term investments and investment of cash collateral. PERCENTAGE OF TOP TEN COUNTRIES INVESTMENTS ----------------------------------------------- United States 30.6% Euro 37.1 U.K. 11.6 Canada 0.7 Denmark 1.3 Australia 6.9 New Zealand 6.3 Singapore 3.6 Switzerland 1.9 ----- 100.0% PERCENTAGE OF ECONOMIC SECTOR ALLOCATION INVESTMENTS ---------------------------------------------- Government 55.8% Credit 37.0 Mortgage pass thru 1.9 Collateralized 1.3 ABS/CMBS/CMO 0.0 Emerging Markets 4.0 ----- 100.0% The Portfolio is actively managed. Current holdings may be different than those presented above. 6 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON GLOBAL FIXED INCOME FUND STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 - -------------------------------------------------------------------------------- ASSETS Investment in Standish Mellon Global Fixed Income Portfolio (Portfolio), at value (Note 1A) $73,072,628 Receivable for Fund shares sold 100,000 Prepaid expenses 11,046 ----------- Total assets 73,183,674 LIABILITIES Distribution payable $ 910,396 Payable for Fund shares redeemed 11,743 Accrued transfer agent fees (Note 2) 5,994 Accrued trustees' fees(Note 2) 500 Accrued expenses and other liabilities 13,927 ----------- Total liabilities 942,560 ----------- NET ASSETS $72,241,114 =========== NET ASSETS CONSIST OF: Paid-in capital $89,748,447 Accumulated net realized loss (22,457,453) Distributions in excess of net investment income (1,048,644) Net unrealized appreciation 5,998,764 ----------- TOTAL NET ASSETS $72,241,114 =========== SHARES OF BENEFICIAL INTEREST OUTSTANDING 3,677,744 =========== NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE (Net Assets/Shares outstanding) $ 19.64 =========== The accompanying notes are an integral part of the financial statements. 7 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON GLOBAL FIXED INCOME FUND STATEMENTS OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 - -------------------------------------------------------------------------------- INVESTMENT INCOME (NOTE 1B) Interest income allocated from Portfolio $ 4,334,472 Expenses allocated from Portfolio (588,244) ----------- Net investment income allocated from Portfolio 3,746,228 EXPENSES Transfer agent fees (Note 2) $ 12,720 Registration fees 17,750 Professional fees 26,375 Trustees' fees and expenses (Note 2) 1,999 Insurance expense 1,523 Analytical service fees 4,510 Miscellaneous 2,713 ----------- Total expenses 67,590 Deduct: Reimbursement of Fund operating expenses (Note 2) (31,222) ----------- Net expenses 36,368 ----------- Net investment income 3,709,860 ----------- REALIZED AND UNREALIZED GAIN (LOSS) Net realized gain allocated from Portfolio 8,814,993 Change in unrealized appreciation (depreciation) allocated from Portfolio (7,922,754) ----------- Net realized and unrealized gain allocated from Portfolio 892,239 ----------- NET INCREASE IN NET ASSETS FROM OPERATIONS $ 4,602,099 =========== The accompanying notes are an integral part of the financial statements. 8 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON GLOBAL FIXED INCOME FUND STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 ----------------- ----------------- INCREASE (DECREASE) IN NET ASSETS: FROM INVESTMENT OPERATIONS Net investment income $ 3,709,860 $ 5,973,675 Net realized gain (loss) 8,814,993 (1,376) Change in net unrealized appreciation (depreciation) (7,922,754) 3,796,089 ------------ ------------ Net increase in net assets from investment operations 4,602,099 9,768,388 ------------ ------------ DISTRIBUTIONS TO SHAREHOLDERS (NOTE 1C) From net investment income (6,932,393) -- ------------ ------------ Total distributions to shareholders (6,932,393) -- ------------ ------------ FUND SHARE TRANSACTIONS (NOTE 4) Net proceeds from sale of shares 2,287,428 10,566,938 Value of shares issued to shareholders in reinvestment of distributions 6,021,997 -- Cost of shares redeemed (79,923,935) (38,731,401) ------------ ------------ Net decrease in net assets from Fund share transactions (71,614,510) (28,164,463) ------------ ------------ TOTAL DECREASE IN NET ASSETS (73,944,804) (18,396,075) NET ASSETS At beginning of year 146,185,918 164,581,993 ------------ ------------ At end of year (including distributions in excess of net investment income of $1,048,644 and $3,586,640) $ 72,241,114 $146,185,918 ============ ============ The accompanying notes are an integral part of the financial statements. 9 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON GLOBAL FIXED INCOME FUND FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ------------------------------------------------------------ 2004 2003 2002 2001(A) 2000 ------- -------- -------- -------- -------- NET ASSET VALUE, BEGINNING OF THE YEAR $ 20.67 $ 19.43 $ 18.45 $ 18.53 $ 18.76 FROM INVESTMENT OPERATIONS: Net investment income(* (1)) 0.83 0.75 0.82 0.84 1.06 Net realized and unrealized gain (loss) on investments 0.20 0.49 0.44 (0.01)(2) 0.71 ------- -------- -------- -------- -------- Total from investment operations 1.03 1.24 1.26 0.83 1.77 ------- -------- -------- -------- -------- LESS DISTRIBUTIONS TO SHAREHOLDERS: From net investment income (2.06) -- (0.27) (0.91) (2.00) From tax return of capital -- -- (0.01) -- -- ------- -------- -------- -------- -------- Total distributions to shareholders (2.06) -- (0.28) (0.91) (2.00) ------- -------- -------- -------- -------- NET ASSET VALUE, END OF YEAR $ 19.64 $ 20.67 $ 19.43 $ 18.45 $ 18.53 ======= ======== ======== ======== ======== TOTAL RETURN((+)) 4.98% 6.38% 6.94% 4.51% 9.79% RATIOS/SUPPLEMENTAL DATA: Expenses (to average daily net assets)(*(3)) 0.65% 0.65% 0.60% 0.56% 0.56% Net Investment Income (to average daily net assets)(*) 3.86% 3.74% 4.43% 4.46% 5.59% Net Assets, End of Year (000's omitted) $72,241 $146,186 $164,582 $359,358 $373,739 - ------- * For the periods indicated, the investment adviser voluntarily agreed not to impose a portion of its investment advisory fee payable to the Portfolio and/ or reimbursed the Fund for a portion of its operating expenses. If this voluntary action had not been taken, the investment income per share and the ratios would have been: Net investment income per share (1) $ 0.83 $ 0.74 N/A N/A N/A Ratios (to average daily net assets): Expenses (3) 0.68% 0.70% N/A N/A N/A Net investment income 3.83% 3.69% N/A N/A N/A (a) Through its investment in the Portfolio, the Fund has adopted the provisions of the revised AICPA Audit and Accounting Guide for Investment Companies effective January 1, 2001 and began amortizing premium and discount on all debt securities on an effective yield basis. The effect of this change for the year ended December 31, 2001 was to decrease net investment income per share by $0.007, increase net realized and unrealized gains and losses per share by $0.007 and decrease the ratio of net investment income to average net assets from 4.50% to 4.46%. Per share data and ratios/supplemental data for the periods prior to January 1, 2001 have not been restated to reflect this change in presentation. (1) Calculated based on average shares outstanding, (2) The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain/loss for the period due to the timing of purchases and redemptions of Fund shares in relation to the fluctuating market values for the Fund. (3) Includes the Fund's share of the Portfolio's allocated expenses. (+) Total return would have been lower in the absence of expense waivers. The accompanying notes are an integral part of the financial statements. 10 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON GLOBAL FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) SIGNIFICANT ACCOUNTING POLICIES: Mellon Institutional Funds Investment Trust (the "Trust") is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end, management investment company. Standish Mellon Global Fixed Income Fund (the "Fund") is a separate non-diversified investment series of the Trust. The objective of the Fund is to maximize total return while realizing a market level of income consistent with preserving principal and liquidity. The Fund seeks to achieve its objective by investing all of its investable assets in an interest of Standish Mellon Global Fixed Income Portfolio (the "Portfolio"), a subtrust of the Mellon Institutional Funds Master Portfolio (the "Portfolio Trust"), which is organized as a New York trust and which has the same investment objective as the Fund. The Portfolio seeks to achieve its investment objective by investing, under normal circumstances, at least 80% of its net assets in U.S. and non-U.S. dollar denominated fixed income securities of U.S. and foreign governments and companies located in the U.S. and various countries, including emerging markets. The value of the Fund's investment in the Portfolio reflects the Fund's proportionate interest in the net assets of the Portfolio (approximately 100% at December 31, 2004). The performance of the Fund is directly affected by the performance of the Portfolio. The financial statements of the Portfolio are included elsewhere in this report and should be read in conjunction with the Fund's financial statements. The following is a summary of significant accounting policies followed by the Fund in the preparation of its 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 in the financial statements. Actual results could differ from those estimates. A. INVESTMENT SECURITY VALUATIONS The Fund records its investment in the Portfolio at value. The method by which the Portfolio values its securities is discussed in Note 1A of the Portfolio's Notes to Financial Statements, which are included elsewhere in this report. B. SECURITIES TRANSACTIONS AND INCOME Transactions of the Portfolio are recorded as of the trade date. The Fund's net investment income consists of the Fund's pro rata share of the net investment income of the Portfolio, less all actual and accrued expenses of the Fund determined in accordance with accounting principles generally accepted in the United States of America. All realized and unrealized gains and losses of the Portfolio are allocated pro rata among the investors in the Portfolio. C. DISTRIBUTIONS TO SHAREHOLDERS Distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income will be declared and distributed quarterly. The Fund's dividends from short-term and long-term capital gains, if any, after reduction of capital losses will be declared and distributed at least annually. In determining the amounts of its dividends, the Fund will take into account its share of the income, gains or losses, expenses, and any other tax items of the Portfolio. Dividends from net investment income and distributions from capital gains, if any, are reinvested in additional shares of the Fund unless a shareholder elects to receive them in cash. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences, which may result in distribution reclassifications, are primarily due to differing treatments for losses deferred due to wash sales, foreign currency gains and losses, post-October losses, amortization and/or accretion of premiums and discounts on certain securities and the timing of recognition of gains and losses on futures contracts. Permanent book and tax basis differences will result in reclassifications to undistributed net investment income, accumulated net realized gain (loss) and paid in capital. Undistributed net investment income and accumulated net realized gain (loss) on investments and foreign currency transactions may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year. D. EXPENSES The majority of expenses of the Trust or Portfolio Trust are directly identifiable to an individual fund or portfolio. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds or portfolios. 11 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON GLOBAL FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- E. COMMITMENTS AND CONTINGENCIES In the normal course of business, the Fund may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Fund under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risks of loss to be remote. (2) INVESTMENT ADVISORY FEE AND TRANSACTIONS WITH AFFILIATES: The Fund does not directly pay any investment advisory fees, but indirectly bears its pro rata share of the compensation paid by the Portfolio to Standish Mellon Asset Management Company LLC ("Standish Mellon"), a wholly-owned subsidiary of Mellon Financial Corporation, for such services. See Note 2 of the Portfolio's Notes to Financial Statements which are included elsewhere in this report. Standish Mellon voluntarily agreed to limit the total operating expenses of the Fund and it's pro rata share of the Portfolio expenses (excluding commissions, taxes and extraordinary expenses) to 0.65% of the Fund's average daily net assets. This agreement is voluntary and temporary and may be discontinued or revised by Standish Mellon at any time. Pursuant to this agreement, for the year ended December 31, 2004, Standish Mellon voluntarily reimbursed the Fund for $31,222 of its operating expenses. Effective February 23, 2004, the Fund entered into an agreement with Dreyfus Transfer, Inc., a wholly owned subsidiary of The Dreyfus Corporation, a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide personnel and facilities to perform transfer agency and certain shareholder services for the Fund. For these services the Fund pays Dreyfus Transfer, Inc. a fixed fee plus per account and transaction based fees, as well as, out-of-pocket expenses. Pursuant to this agreement the Fund paid $4,889 during the period ended December 31, 2004. No director, officer or employee of Standish Mellon or its affiliates receives any compensation from the Trust or the Portfolio for serving as an officer or Trustee of the Trust. The Trust pays each Trustee who is not a director, officer or employee of Standish Mellon or its affiliates an annual fee and a per meeting fee as well as reimbursement for travel and out of pocket expenses. In addition, the Portfolio Trust pays the legal fees for the independent counsel of the Trustees. (3) INVESTMENT TRANSACTIONS: Increases and decreases in the Fund's investment in the Portfolio for the year ended December 31, 2004, aggregated $8,539,443and $93,677,645 respectively. (4) SHARES OF BENEFICIAL INTEREST: The Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest having a par value of one cent per share. Transactions in Fund shares were as follows: FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 ------------------ ----------------- Shares sold 123,648 523,070 Shares issued to shareholders in reinvestment of distributions 306,932 -- Shares redeemed (3,825,212) (1,921,020) ---------- ---------- Net increase (decrease) (3,394,632) (1,397,950) ========== ========== At December 31, 2004, two shareholders of record held approximately 69% of the total outstanding shares of the Fund. Investment activity of these shareholders could have a material impact on the Fund. 12 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON GLOBAL FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (5) FEDERAL TAXES: As a regulated investment company qualified under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes substantially all of its taxable income for its fiscal year. As of December 31, 2004, the components of distributable earnings on a tax basis were as follows: AMOUNT ------------ Capital loss carryovers $22,396,767 At December 31, 2004, the Fund, for federal income tax purposes, has capital loss carry overs of $22,396,767 which will reduce the Fund's taxable income arising from net realized gain on investments, if any, to the extent permitted by the Internal Revenue Code and thus will reduce the amount of distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal income tax. Such capital loss carryovers are as follows: CAPITAL LOSS CARRY OVER EXPIRATION DATE ------------- ----------------- $ 3,266,175 12/31/2007 15,100,842 12/31/2008 408,689 12/31/2009 3,621,061 12/31/2010 ------------- $22,396,767 ============= Tax character of distributions paid during the fiscal years ended December 31, 2004 and December 31, 2003, were as follows: 2004 2003 AMOUNT AMOUNT ------------ ------------ Ordinary income $6,932,393 0 See corresponding master portfolio for tax basis unrealized appreciation/(depreciation) information. 13 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON GLOBAL FIXED INCOME FUND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Trustees of Mellon Institutional Funds Investment Trust and the Shareholders of Standish Mellon Global Fixed Income 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 Standish Mellon Global Fixed Income Fund (the "Fund") at December 31, 2004, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, 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 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 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 agreement of the amount of the investment in the Portfolio at December 31, 2004 to the Portfolio's records, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP New York, NY February 25, 2005 14 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ BONDS AND NOTES--99.0% CORPORATE--16.0% BASIC MATERIALS--1.0% Freeport-McMoRan Copper & Gold, Inc. 10.125% 2/1/2010 USD 130,000 $ 148,525 Georgia-Pacific Corp. 8.875 2/1/2010 115,000 133,831 ICI Wilmington, Inc. 4.375 12/1/2008 250,000 251,411 International Paper Co. 5.300 4/1/2015 195,000 197,288 ------------ 731,055 COMMUNICATIONS--2.8% COX Communications Inc. 7.125 10/1/2012 295,000 330,654 CSC Holdings, Inc. 7.875 12/15/2007 155,000 166,238 Dex Media West LLC/Dex Media Finance Co. 8.500 8/15/2010 70,000 77,875 Dex Media West LLC/Dex Media Finance Co. 9.875 8/15/2013 69,000 79,523 DirecTV Holdings LLC 8.375 3/15/2013 120,000 134,550 News America Holdings(*) 9.250 2/1/2013 180,000 231,970 RH Donnelley Finance Corp. 8.875 12/15/2010 50,000 55,750 RH Donnelley Finance Corp. 10.875 12/15/2012 90,000 106,875 Salem Communications Corp. 7.750 12/15/2010 90,000 97,313 Sprint Capital Corp. 8.375 3/15/2012 420,000 511,620 Univision Communications, Inc. 7.850 7/15/2011 200,000 235,971 ------------ 2,028,339 ------------ CONSUMER CYCLICAL--0.7% Lear Corp. 8.110 5/15/2009 150,000 170,123 Mohegan Tribal Gaming Authority 8.000 4/1/2012 100,000 108,500 Office Depot, Inc. 6.250 8/15/2013 145,000 154,723 Yum! Brands, Inc. 8.875 4/15/2011 75,000 92,664 ------------ 526,010 ------------ CONSUMER NONCYCLICAL--0.3% Kroger Co. 8.000 9/15/2029 185,000 230,359 ------------ ENERGY--1.7% Chesapeake Energy Corp. 8.125 4/1/2011 100,000 108,250 Halliburton Co. 5.500 10/15/2010 325,000 342,315 Petronas Capital Ltd. 7.875 5/22/2022 160,000 198,697 Transcontinental Gas Pipe Line Corp. 6.125 1/15/2005 325,000 325,000 Southern Natural Gas Co. 8.875 3/15/2010 100,000 112,000 Pemex Project Funding Master Trust(*) 3.790 6/15/2010 155,000 159,030 ------------ 1,245,292 ------------ FINANCIAL--4.8% Amvescap PLC 5.375 2/27/2013 130,000 131,160 Amvescap PLC 5.375 12/15/2014 205,000 204,332 Boston Properties Inc. 6.250 1/15/2013 85,000 92,220 Chevy Chase Bank FSB 6.875 12/1/2013 295,000 304,588 EOP Operating LP 7.000 7/15/2011 250,000 281,936 EOP Operating LP 7.875 7/15/2031 155,000 187,882 FleetBoston Financial Corp. 7.375 12/1/2009 210,000 239,853 Ford Motor Credit Co. 6.875 2/1/2006 130,000 133,926 Ford Motor Credit Co.(*) 5.625 10/1/2008 85,000 86,884 General Motors Acceptance Corp. 6.875 9/15/2011 90,000 92,231 Glencore Funding LLC 6.000 4/15/2014 95,000 91,910 The accompanying notes are an integral part of the financial statements. 15 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ FINANCIAL (CONTINUED) Jefferies Group, Inc. 5.500% 3/15/2016 USD 110,000 $ 109,355 Morgan Stanley 4.750 4/1/2014 200,000 194,882 National City Corp. 6.875 5/15/2019 80,000 91,422 Nationwide Mutual Insurance 144A 7.875 4/1/2033 215,000 256,151 Nordea Bank 144A 7.500 1/30/2007 445,000 474,781 Salomon Brothers AF for OAO Siberian Oil Co. 10.750 1/15/2009 200,000 213,000 Union Planters Bank NA 5.125 6/15/2007 105,000 109,347 Wells Fargo & Co.(*) 5.000 11/15/2014 175,000 176,995 ------------ 3,472,855 ------------ INDUSTRIAL--1.8 American Standard, Inc. 7.375 2/1/2008 145,000 159,040 Ispat Inland 9.750 4/1/2014 137,000 169,195 Jefferson Smurfit Corp. US 8.250 10/1/2012 15,000 16,350 Oakmont Asset Trust 4.514 12/22/2008 400,000 403,273 Raytheon Co. 5.500 11/15/2012 90,000 95,022 Republic Services, Inc. 6.750 8/15/2011 150,000 168,491 Waste Management, Inc. 6.875 5/15/2009 245,000 271,454 ------------ 1,282,825 ------------ TECHNOLOGY--0.1% Freescale Semiconductor Inc. 4.820 7/15/2009 100,000 104,125 ------------ UTILITIES--2.8% AES Corp. 8.750 5/15/2013 100,000 113,625 FirstEnergy Corp. 6.450 11/15/2011 560,000 608,423 Niagara Mohawk Power Corp. 7.750 10/1/2008 175,000 196,872 Nisource Finance Corporation(*) 6.150 3/1/2013 150,000 162,607 Pepco Holdings, Inc. 6.450 8/15/2012 85,000 93,923 PPL Capital Funding Trust I 7.290 5/18/2006 315,000 328,614 Progress Energy Inc. 7.000 10/30/2031 230,000 254,719 TXU Energy Co. 7.000 3/15/2013 270,000 301,550 2,060,333 ------------ Total Corporate (Cost $11,197,426) 11,681,193 ------------ SOVEREIGN BONDS--2.8% Banco Nacional de Desenvolvimento Economic 5.832 6/16/2008 85,000 86,913 Republic of Brazil 3.125 4/15/2012 119,119 113,460 Republic of Brazil (a) 3.063 4/15/2024 135,000 124,875 Republic of Colombia 10.000 1/23/2012 65,000 75,075 Republic of El Salvador 8.500 7/25/2011 160,000 182,800 Republic of Panama 9.625 2/8/2011 25,000 29,625 Republic of Panama 7.250 3/15/2015 35,000 36,225 Republic of Panama 8.875 9/30/2027 170,000 188,700 Republic of Peru 4.500 3/7/2017 85,000 79,475 Republic of South Africa 9.125 5/19/2009 60,000 70,864 Republic of South Africa 7.375 4/25/2012 120,000 136,636 Republic of Turkey 9.000 6/30/2011 265,000 301,954 Russian Federation 5.000 3/31/2030 325,000 335,156 Serbian Government (#) 3.750 11/15/2024 140,000 116,550 Ukraine Government Senior Notes 11.000 3/15/2007 67,669 72,533 United Mexican States 8.300 8/15/2031 95,000 111,150 ------------ Total Sovereign Bonds (Cost $1,965,818) 2,061,991 ------------ The accompanying notes are an integral part of the financial statements. 16 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ YANKEE BONDS--3.6% Amvescap PLC 5.900% 1/15/2007 USD 140,000 $ 146,489 Barclays Bank PLC 8.550 6/15/2011 80,000 97,415 Carnival Corp. 3.750 11/15/2007 265,000 265,312 Deutsche Telekom International Finance BV 8.500 6/15/2010 375,000 446,765 Deutsche Telekom International Finance BV 5.250 7/22/2013 90,000 92,575 French Telecom 8.500 3/1/2011 205,000 244,545 HBOS PLC 5.375 11/1/2013 225,000 230,694 Inco Ltd.(*) 7.750 5/15/2012 205,000 242,716 Industrial Bank of Korea 144A 4.000 5/19/2014 175,000 171,168 Potash Corp. of Saskatchewan 4.875 3/1/2013 170,000 170,876 Rogers Wireless Inc. 144A 7.250 12/15/2012 235,000 249,100 Rogers Wireless Inc. 144A 7.500 3/15/2015 45,000 47,475 Royal Caribbean Cruises Ltd. 8.250 4/1/2005 100,000 101,000 Teck Cominco Ltd. 7.000 9/15/2012 85,000 94,212 ---------- Total Yankee Bonds (Cost $2,500,711) 2,600,342 ---------- U.S. GOVERNMENT AGENCY--7.7% PASS THRU SECURITIES--1.9% FNMA 5.500 1/1/2034 580,152 589,482 FNMA(TBA)(#) 6.500 1/1/2035 760,000 796,813 ---------- Total U.S. Government Agency (Cost$1,389,405) 1,386,295 ---------- U.S. TREASURY OBLIGATIONS--5.8% U.S. Treasury Note 3.250 8/15/2008 2,050,000 2,040,472 U.S. Treasury Note 4.000 11/15/2012 1,910,000 1,906,791 U.S. Treasury Note(*) 6.250 5/15/2030 270,000 322,808 ---------- Total U.S. Treasury Obligations (Cost $ 4,239,174) 4,270,071 ---------- Total U.S. Government Agency (Cost $ 5,628,579) 5,656,366 ---------- FOREIGN DENOMINATED--68.9% AUSTRALIA--6.8% Australian Government Bond 7.500 9/15/2009 AUD 4,125,000 3,529,896 Australian Government Bond 6.250 4/15/2015 1,750,000 1,466,762 ---------- 4,996,658 ---------- CANADA--0.7% Canadian Pacific Railway Ltd. 4.900 6/15/2010 CAD 620,000 528,657 ---------- SWISS FRANC--1.9% Philip Morris Capital Corp. 4.000 5/31/2006 CHF 1,530,000 1,369,909 ---------- DENMARK--1.3% Realkredit Danmark A/S 4.000 1/1/2006 DKK 5,140,000 951,543 ---------- EURO--36.8% Allied Domecq Financial Services PLC 5.875 6/12/2009 EUR 145,000 215,468 Autostrade SpA 2.621 6/9/2011 300,000 408,670 Bank of America Corp. 4.750 5/6/2019 210,000 298,437 Belgium Government Bond 4.250 9/28/2013 1,875,000 2,667,851 Bertelsmann US Finance, Inc. 4.625 6/3/2010 60,000 85,201 Bundesobligation(*) 3.000 4/11/2008 980,000 1,337,662 Bundesobligation 144 3.250 4/17/2009 980,000 1,345,263 Citigroup Inc 2.324 6/3/2011 370,000 500,463 Deutsche Bundesrepublik 5.000 7/4/2011 905,000 1,349,137 The accompanying notes are an integral part of the financial statements. 17 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ EURO (CONTINUED) Deutsche Republic 4.125% 7/4/2008 EUR 130,000 $ 183,732 Deutsche Republic 5.250 1/4/2011 110,000 165,584 Deutsche Republic 4.500 1/4/2013 315,000 456,657 Deutsche Telekom International Finance BV 8.125 5/29/2012 95,000 163,409 FBG Treasury Europe 5.750 3/17/2005 32,000 43,682 FCE Bank PLC 2.578 6/28/2006 260,000 349,752 France Telecom 7.250 1/28/2013 280,000 462,232 France Telecom 8.125 1/28/2033 400,000 768,921 French Treasury Note 4.500 7/12/2006 1,115,000 1,560,584 French Treasury Note BTAN 5.000 1/12/2006 1,675,000 2,335,084 GE Capital Euro Funding (a) 2.278 5/4/2011 370,000 499,731 General Motors Acceptance Corp. 3.904 7/5/2005 255,000 347,248 Glencore Finance Europe SA/Luxembourg 5.375 9/30/2011 560,000 763,570 Hilton Group Finance PLC 6.500 7/17/2009 125,000 190,840 HJ Heinz BV 5.125 4/10/2006 100,000 139,912 Household Finance Corp. 6.500 5/5/2009 300,000 459,297 International Paper Co. 5.375 8/11/2006 135,000 190,056 Italy Buoni Poliennali Del Tesoro 4.500 3/1/2007 2,155,000 3,045,402 Kappa Beheer BV 10.625 7/15/2009 135,000 193,672 KFW Group 3.500 4/17/2009 435,000 603,412 Lear Corp. 8.125 4/1/2008 205,000 312,379 MPS Capital Trust 7.990 2/7/2011 85,000 139,238 Nalco Co. 7.750 11/15/2011 100,000 147,191 National Westminster Bank PLC 6.625 10/5/2009 70,000 107,463 Netherlands Government Bond 5.500 7/15/2010 1,120,000 1,701,570 NGG Finance PLC 5.250 8/23/2006 190,000 267,992 Nordea Bank Sweden AB 6.000 12/13/2010 140,000 195,818 Owens-Brockway Glass Containers 6.750 12/1/2014 95,000 134,999 Parker Hannifin Corp. 6.250 11/21/2005 75,000 105,020 Pemex Project Funding Master Trust 144A 6.625 4/4/2010 180,000 271,903 Sara Lee Corp. 6.125 7/27/2007 125,000 182,800 Telecom Italia Finance SA 7.250 4/20/2011 185,000 295,708 Telefonica Europe BV 5.125 2/14/2013 195,000 287,109 Telenet Communications NV 9.000 12/15/2013 275,000 414,102 ThyssenKrupp Finance Nederland BV 7.000 3/19/2009 160,000 244,687 Transco PLC 5.250 5/23/2006 245,000 344,012 Tyco Intl Group SA 5.500 11/19/2008 140,000 204,394 Veolia Environnement 4.875 5/28/2013 135,000 194,512 West LB Covered Bond Bank 4.000 3/25/2014 150,000 207,415 ---------- 26,889,241 ---------- NEW ZEALAND--6.3% New Zealand Government Bond 6.500 4/15/2013 NZD 3,135,000 2,324,581 New Zealand Government Bond 7.000 7/15/2009 3,010,000 2,242,789 ---------- 4,567,370 ---------- SINGAPORE--3.6% Singapore Government 5.625% 7/1/2008 SGD 3,780,000 $ 2,611,38 ---------- The accompanying notes are an integral part of the financial statements. 18 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ UNITED KINGDOM--11.5% Inco 15.750 7/15/2006 GBP 200,000 $ 421,45 UK Gilt 4.000 3/7/2009 3,085,000 5,806,386 UK Gilt 8.000 9/27/2013 645,000 1,542,831 UK Gilt 4.250 6/7/2032 325,000 605,428 ------------ 8,376,099 ------------ Total Foreign Denominted (Cost $44,344,776) 50,290,865 ------------ TOTAL BONDS AND NOTES (COST $65,637,310) 72,290,757 ------------ CONVERTIBLE PREFERRED STOCKS--0.2% SHARES ------- Fannie Mae 7.00% CVT Pfd 1,200 68,025 Fannie Mae 5.375% CVT Pfd 1 105,750 ------------ TOTAL CONVERTIBLE PREFERRED STOCKS (Cost $160,000) 173,775 ------------ PURCHASED OPTIONS--0.0% CONTRACT SIZE -------------- EUR Put/USD Call Strike, Price 1.3, 2/9/2005 800,000 1,480 EUR Put/USD Call Strike, Price 1.29, 2/10/2005 750,000 825 GBP Put/USD Call Strike, Price 1.875, 2/10/2005 750,000 4,086 AUD Put/USD Call Strike, Price .705, 3/10/2005 750,000 900 CHF Put/USD Call Strike, Price 1.21, 3/10/2005 750,000 1,928 ------------ TOTAL PURCHASED OPTIONS (COST $ 20,960) 9,219 ------------ SHORT-TERM INVESTMENTS--3.9% SHARES ------- INVESTMENT COMPANIES--1.2% Dreyfus Institutional Preferred Plus Money Market Fund((+)) 870,406 870,406 ------------ INVESTMENT OF CASH COLLATERAL--2.7% BlackRock Cash Strategies L.L.C.** 1,971,943 1,971,943 ------------ TOTAL SHORT TERM INVESTMENTS (Cost $2,842,349) 2,842,349 ------------ TOTAL INVESTMENTS--103.1% (Cost $68,660,619) 75,316,100 LIABILTIES IN EXCESS OF OTHER ASSETS--(3.1%) (2,243,472) ------------ NET ASSETS--100% $ 73,072,628 ============ NOTES TO SCHEDULE OF INVESTMENTS: 144A-Securities exempt from registration under Rule 144A of the Securities Act of 1933.these securities may be resold in transactions exempt from registration to qualified buyers. AUD-Australian Dollar CAD-Canadian Dollar CHF-Swiss Franc EUR-Euro DKK-Danish Krone GBP-British Pound NZD-New Zealand Dollar SGD-Singapore Dollar USD-United States Dollar (a) Variable Rate Security, rate indicated is as of 12/31/2004. * Security, or a portion of thereof, was on loan at December 31, 2004. ** Money market fund exempt from registration under the Investment Company Act of 1940 offered only to eligible investors. # Delayed delivery security (+) Affiliated institutional money market fund. The accompanying notes are an integral part of the financial statements. 19 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- At December 31, 2004, the Portfolio held the following forward foreign currency contracts: LOCAL PRINCIPAL CONTRACT VALUE USD AMOUNT UNREALIZED CONTRACTS TO RECEIVE AMOUNT VALUE DATE AT DECEMBER 31, 2004 TO DELIVER GAIN - ------------------------------------------------------------------------------------------------------------------------------------ Euro 1,130,000 3/16/2005 $1,534,157 $ 1,515,346 $18,811 LOCAL PRINCIPAL CONTRACT VALUE USD AMOUNT UNREALIZED CONTRACTS TO DELIVER AMOUNT VALUE DATE AT DECEMBER 31, 2004 TO RECEIVE GAIN (LOSS) - ------------------------------------------------------------------------------------------------------------------------------------ Australian Dollar 6,230,000 3/16/2005 $ 4,844,432 4,738,761 $(105,671) Canadian Dollar 620,000 3/16/2005 516,770 507,781 (8,989) Swiss Franc 1,610,000 3/16/2005 1,418,676 1,401,218 (17,458) Danish Krone 101 1/3/2005 18 18 0 Danish Krone 7,820,000 3/16/2005 1,428,415 1,392,004 (36,411) Euro 44,708 1/3/2005 60,652 60,692 40 Euro 21,018,000 3/16/2005 28,535,318 27,965,905 (569,413) British Pound Sterling 6,936 12/31/2004 13,303 13,264 (39) British Pound Sterling 4,140,000 3/16/2005 7,902,701 7,934,351 31,650 New Zealand Dollar 6,500,000 3/16/2005 4,625,303 4,597,987 (27,316) New Zealand Dollar 25,799 1/25/2005 18,458 18,356 (102) Singapore Dollar 4,320,000 3/16/2005 2,653,848 2,619,372 (34,476) ----------- ---------- --------- Total $52,017,894 $51,249,709 $(768,185) =========== =========== ========= At December 31, 2004 the Portfolio held the following cross currency exchange contracts: VALUE IN VALUE CONTRACT UNREALIZED CONTRACTS TO DELIVER AT DECEMBER 31, 2004 EXCHANGE FOR AT DECEMBER 31, 2004 VALUE DATE GAIN (LOSS) - ------------------------------------------------------------------------------------------------------------------------------------ Australian Dollar 1,475,058 New Zealand Dollar $1,462,134 1/25/2005 $(12,924) New Zealand Dollar 1,443,677 Australian Dollar 1,475,058 1/25/2005 31,381 ---------- ---------- --------- 2,918,735 $2,937,192 $ 18,457 ========== ========== ========= The accompanying notes are an integral part of the financial statements. 20 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- At December 31, 2004, the Portfolio held the following open swap contracts: NOTIONAL AMOUNT EXPIRATION DATE DESCRIPTION VALUE - ----------------------------------------------------------------------------------------------------------------------- 150,000 USD 11/19/2009 Agreement with Bear Stearns, dated 11/17/04 to receive the notional amount multiplied by 3.90700% and to pay the notional amount multiplied by the 3 month LIBOR. $ (322) 150,000 USD 12/20/2007 Agreement with Bear Stearns, dated 12/08/04 to receive 2.05% per year times the notional amount. The Portfolio makes payment only upon a credit event by Republic of Turkey, an amount equal to the notional amount times the difference between the par value and the then-market of Republic of Turkey, 11.875% due 1/15/30. 1,685 150,000 USD 12/20/2009 Agreement with Bear Stearns, dated 11/17/04 to receive 2.84% per year times the notional amount. The Portfolio makes payment only upon a credit event by Ukraine Government, an amount equal to the notional amount times the difference between the par value and the then-market of Ukraine Government, 7.65% due 6/11/13. 2,161 150,000 USD 12/20/2005 Agreement with Bear Stearns, dated 12/08/04 to pay 1.05% per year times the notional amount. The Portfolio receives payment only upon a credit event by Republic of Turkey, an amount equal to the notional amount times the difference between the par value and the then-market of Republic of Turkey, 11.875% due 1/15/2030. (185) ---------- Total Swap Value $ 3,339 ========== The accompanying notes are an integral part of the financial statements. 21 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 - -------------------------------------------------------------------------------- ASSETS Investments in securities (including securities on loan, valued at $1,911,153) (Note 6) Unaffiliated issuers, at value (Note 1A) (cost $67,790,213) $74,445,694 Affiliated issuers, at value (Note 1A) (cost $870,406) (Note 1H) 870,406 Foreign currency (cost $183,247) 186,472 Unrealized appreciation on forward foreign currency exchange contracts (Note 5 81,882 Receivable for investments sold 559,515 Interest receivable 1,394,977 Open swap contracts, at value (Note 5) 3,339 Prepaid expenses 2,599 ----------- Total assets 77,544,884 LIABILITIES Collateral for securities on loan (Note 6) $ 1,971,943 Payable for securities purchased 1,592,360 Unrealized depreciation on forward foreign currency exchange contracts (Note 5) 812,799 Accrued accounting, administration, and custody fees (Note 2) 15,499 Accrued trustee fees and expenses (Note 2) 5,410 Accrued expenses and other liabilities 74,245 ----------- Total liabilities 4,472,256 ----------- Net Assets (applicable to investors' beneficial interest) $73,072,628 =========== The accompanying notes are an integral part of the financial statements. 22 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO STATEMENTS OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 - -------------------------------------------------------------------------------- INVESTMENT INCOME (NOTE 1B) Interest income (net of foreign withholding tax of $13,724 and including securities lending income of $9,485) (Note 6) $ 4,292,491 Interest income from affiliated investments (Note 1H) 41,981 ----------- Total investment income 4,334,472 EXPENSES Investment advisory fee (Note 2) $ 386,793 Accounting, administration and custody fees (Note 2) 112,685 Professional fees 49,022 Trustees' fees and expenses (Note 2) 24,140 Insurance expense 13,705 Miscellaneous 1,899 ----------- Total expenses 588,244 ----------- Net investment income 3,746,228 ----------- REALIZED AND UNREALIZED GAIN (LOSS) Net realized gain (loss) on: Investment securities 13,610,783 Foreign currency and forward foreign currency exchange contracts (4,772,167) Written Option transactions (23,623) ----------- Net realized gain 8,814,993 Change in unrealized appreciation (depreciation) Investment securities (10,062,071) Written Option transactions 103,694 Swaps contracts 3,339 Foreign currency and forward foreign currency exchange contracts 2,032,284 ----------- Change in net unrealized appreciation (depreciation) (7,922,754) ----------- Net realized and unrealized gain 892,239 ----------- NET INCREASE IN NET ASSETS FROM OPERATIONS $ 4,638,467 =========== The accompanying notes are an integral part of the financial statements. 23 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 ------------------ ----------------- INCREASE (DECREASE) IN NET ASSETS FROM INVESTMENT OPERATIONS Net investment income $ 3,746,228 $ 5,997,419 Net realized gains (loss) 8,814,993 (1,377) Change in net unrealized appreciation (depreciation) (7,922,754) 3,796,094 ------------ ------------ Net increase in net assets from investment operations 4,638,467 9,792,136 ------------ ------------ CAPITAL TRANSACTIONS Contributions 8,539,443 10,566,938 Withdrawals (93,677,695) (31,376,618) ------------ ------------ Net decrease in net assets from capital transactions (85,138,252) (20,809,680) ------------ ------------ TOTAL DECREASE IN NET ASSETS (80,499,785) (11,017,544) NET ASSETS At beginning of year 153,572,413 164,589,957 ------------ ------------ At end of year $ 73,072,628 $153,572,413 ============ ============ The accompanying notes are an integral part of the financial statements. 24 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ----------------------------------------------------------- 2004 2003 2002 2001(A) 2000 ------- -------- --------- -------- -------- TOTAL RETURN((+)) 5.00% 6.40% 6.98% 4.54% 9.82% RATIOS: Expenses (to average daily net assets) 0.63% 0.63% 0.56% 0.53% 0.53% Net Investment Income (to average daily net assets) 3.89% 3.75% 4.47% 4.49% 5.61% Portfolio Turnover 130% 222% 205% 251% 236% Net Assets, End of Year (000's omitted) $73,073 $153,572 $164,590 $364,068 $375,348 - ------- (a) The Portfolio has adopted the provisions of the revised AICPA Audit and Accounting Guide for Investment Companies effective January 1, 2001 and began amortizing premium and discount on all debt securities on an effective yield basis. The effect of this change for the year ended December 31, 2001 was to decrease the ratio of the net investment income to average net assets from 4.53% to 4.49%. Ratios for the periods prior to January 1, 2001 have not been restated to reflect this change in presentation. (+) Total return for the Portfolio has been calculated based on the total return for the invested Fund, assuming all distributions were reinvested, and adjusted for the difference in expenses as set out in the notes to the financial statements. The accompanying notes are an integral part of the financial statements. 25 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) SIGNIFICANT ACCOUNTING POLICIES: Mellon Institutional Funds Master Portfolio (the "Portfolio Trust") was organized as a master trust fund under the laws of the state of New York on January 18, 1996 and is registered under the Investment Company Act of 1940, as amended, as an open-end, management investment company. Standish Mellon Global Fixed Income Portfolio (the "Portfolio") is a separate non-diversified investment series of the Portfolio Trust. The objective of the Portfolio is to maximize total return while realizing a market level of income consistent with preserving principal and liquidity. The Portfolio seeks to achieve its objective by investing, under normal circumstances, at least 80% of its net assets in U.S. and non-U.S. dollar denominated fixed income securities of U.S. and foreign governments and companies located in the U.S. and various countries, including emerging markets. At December 31, 2004 there was one fund, Standish Mellon Global Fixed Income Fund (the "Fund"), invested in the Portfolio. The value of the Fund's investment in the Portfolio reflects the Fund's proportionate interest in the net assets of the Portfolio. The Fund's proportionate interest at December 31, 2004 was approximately 100%. The following is a summary of significant accounting policies followed by the Portfolio in the preparation of its 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 in the financial statements. Actual results could differ from those estimates. A. INVESTMENT SECURITY VALUATIONS Securities for which quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price in the principal market in which such securities are normally traded. Market quotations are not considered to be readily available for certain debt obligations; such investments are stated at value on the basis of valuations furnished by a pricing service or dealers, approved by the Trustees, which determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and variable relationships between securities that are generally recognized by institutional traders. Securities (including illiquid securities) for which quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Trustees. Short-term instruments with less than sixty-one days remaining to maturity are valued at amortized cost, which approximates market value. If the Portfolio acquires a short-term instrument with more than sixty days remaining to its maturity, it is valued at current market value until the sixtieth day prior to maturity and will then be valued at amortized value based upon the value on such date unless the Trustees determine during such sixty-day period that amortized value does not represent fair value. B. SECURITIES TRANSACTIONS AND INCOME Securities transactions are recorded as of trade date. Interest income is determined on the basis of coupon interest accrued, adjusted for accretion of discount or amortization of premium using the yield - to - maturity method on long-term debt securities and short-term securities with greater than sixty days to maturity. Realized gains and losses from securities sold are recorded on the identified cost basis.The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of foreign currencies and forward foreign currency exchange contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent amounts actually received or paid. C. INCOME TAXES The Portfolio is treated as a partnership for federal tax purposes. No provision is made by the Portfolio for federal or state taxes on any taxable income of the Portfolio because each investor in the Portfolio is ultimately responsible for the payment of any taxes. Since at least one of the Portfolio's investors is a regulated investment company that invests all or substantially all of its assets in the Portfolio, the Portfolio normally must satisfy the source of income and diversification requirements applicable to regulated investment companies (under the Internal Revenue Code) in order for its investors to satisfy them. The Portfolio allocates at least annually among its investors each investor's distributive share of the Portfolio's net investment income, net realized capital gains, and any other items of income, gain, loss deduction or credit. 26 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- D. FOREIGN CURRENCY TRANSACTIONS Investment security valuations, other assets, and liabilities initially expressed in foreign currencies are converted into U.S. dollars based upon current currency exchange rates. Purchases and sales of foreign investment securities and income and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions. Section 988 of the Internal Revenue Code provides that gains or losses on certain transactions attributable to fluctuations in foreign currency exchange rates must be treated as ordinary income or loss. For financial statement purposes, such amounts are included in net realized gains or losses. E. INVESTMENT RISK There are certain additional risks involved in investing in foreign securities that are not inherent in investments in domestic securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets. F. EXPENSES The majority of expenses of the Trust or Portfolio are directly identifiable to an individual fund or Portfolio. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds or Portfolio. G. COMMITMENTS AND CONTINGENCIES In the normal course of business, the Portfolio may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Portfolio under these arrangements is unknown, as this would involve future claims that may be made against the Portfolio that have not yet occurred. However, based on experience, the Portfolio expects the risks of loss to be remote. H. AFFILIATED ISSUERS Affiliated issuers represent issuers in which the Fund held investments in other investment companies advised by Standish Mellon Asset Management Company LLC ("Standish Mellon"), a wholly-owned subsidiary Mellon Financial Corporation, or its affiliates. (2) INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES: The investment advisory fee paid to Standish Mellon for overall investment advisory and administrative services is paid monthly at the annual rate of 0.40% of the Portfolio's average daily net assets The Portfolio compensates Mellon Bank, N.A. ("Mellon Bank"), a wholly owned subsidiary of Mellon Financial Corporation, under a custody, administration and accounting services agreement for providing custody, fund administration and fund accounting services for the Portfolio. Pursuant to this agreement the Portfolio paid $98,030 during the year ended December 31, 2004. The Fund entered into an agreement with Mellon Bank, to perform certain securities lending activities and to act as the Fund's lending agent. Pursuant to this agreement the Mellon Bank, receives an agreed upon percentage of the net lending revenues. This compensation is a standard form of compensation received by securities lending agents with respect to non-affiliated entities. See Note 6 for further details. No director, officer or employee of Standish Mellon or its affiliates receives any compensation from the Trust or the Portfolio for serving as an officer or Trustee of the Trust. The Trust pays each Trustee who is not a director, officer or employee of Standish Mellon or its affiliates an annual fee and a per meeting fee as well as reimbursement for travel and out of pocket expenses. In addition, the Portfolio Trust pays the legal fees for the independent counsel of the Trustees. 27 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (3) PURCHASES AND SALES OF INVESTMENTS: Purchases and proceeds from sales of investments, other than short-term obligations, for the year ended December 31, 2004 were as follows: PURCHASES SALES ------------ ------------ U.S. Government Securities $ 30,590,581 $ 28,475,379 ============ ============ Investments (non-U.S. Government Securities) $ 92,886,066 $163,814,245 ============ ============ (4) FEDERAL TAXES: The cost and unrealized appreciation (depreciation) in value of the investment securities owned at December 31, 2004, as computed on a federal income tax basis, were as follows: Aggregate Cost $68,686,712 =========== Gross unrealized appreciation 6,671,946 Gross unrealized depreciation (42,558) ----------- Net unrealized appreciation $ 6,629,388 =========== (5) FINANCIAL INSTRUMENTS: In general, the following instruments are used for hedging purposes as described below. However, these instruments may also be used to seek to enhance potential gain in circumstances where hedging is not involved. The nature, risks and objectives of these instruments are set forth more fully in the Portfolio Trust's registration statement. The Portfolio may trade the following financial instruments with off-balance sheet risk: OPTIONS Call and put options give the holder the right to purchase or sell a security or currency or enter into a swap arrangement on a future date at a specified price. The Portfolio may use options to seek to hedge against risks of market exposure and changes in security prices and foreign currencies, as well as to seek to enhance returns. Writing puts and buying calls tend to increase the Portfolio's exposure to the underlying instrument. Buying puts and writing calls tend to decrease the Portfolio's exposure to the underlying instrument, or hedge other Portfolio investments. Options, both held and written by the Portfolio, are reflected in the accompanying Statement of Assets and Liabilities at market value. The underlying face amount at value of any open purchased options is shown in the Schedule of Investments. This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments if there is an illiquid secondary market for the contract or if the counterparty does not perform under the contract's terms. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. Realized gains and losses on purchased options are included in realized gains and losses on investment securities, except purchased options on foreign currency which are included in realized gains and losses on foreign currency transactions. If a put option written by the Portfolio is exercised, the premium reduces the cost basis of the securities purchased by the Portfolio. The Portfolio, as a writer of an option, has no control over whether the underlying securities may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the security underlying the written option. Exchange traded options are valued at the last sale price, or if no sales are reported, the last bid price for purchased options and the last ask price for written options. Options traded over-the-counter are valued using prices supplied by the dealers. 28 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- The Portfolio had entered into options transactions during the year ended December 31, 2004. The option transactions were as follows: NUMBER OF WRITTEN PUT OPTION TRANSACTIONS CONTRACTS PREMIUMS ---------- ---------- Outstanding, beginning of year 3 $ 69,112 Options written 12 201,669 Options expired (7) (119,327) Options closed (8) (151,454) ---------- ---------- Outstanding, end of year 0 0 ========== ========== NUMBER OF WRITTEN CALL OPTION TRANSACTIONS CONTRACTS PREMIUMS ---------- ---------- Outstanding, beginning of year 0 0 Options written 1 $ 26,381 Options closed (1) (26,381) ---------- ---------- Outstanding, end of year 0 0 ========== ========== FORWARD CURRENCY EXCHANGE CONTRACTS The Portfolio may enter into forward foreign currency and cross currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. Risks may arise upon entering these contracts from the potential inability of counterparties to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar and other foreign currencies. The forward foreign currency and cross currency exchange contracts are marked to market using the forward foreign currency rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until the contract settlement date or upon the closing of the contract. Forward currency exchange contracts are used by the Portfolio primarily to protect the value of the Portfolio's foreign securities from adverse currency movements. Unrealized appreciation and depreciation of forward currency exchange contracts is included in the Statement of Assets and Liabilities. At December 31, 2004 the Portfolio held forward foreign currency exchange contracts. See Schedule of Investments for further details. FUTURES CONTRACTS The Portfolio may enter into financial futures contracts for the delayed sale or delivery of securities or contracts based on financial indices at a fixed price on a future date. Pursuant to margin requirements the Portfolio deposits either cash or securities in an amount equal to a certain percentage of the contract amount. Subsequent payments are made or received by the Portfolio each day, depending on the daily fluctuations in the value of the underlying security, and are recorded for financial statement purposes as unrealized gains or losses by the Portfolio. There are several risks in connection with the use of futures contracts as a hedging device. The change in value of futures contracts primarily corresponds with the value of their underlying instruments or indices, which may not correlate with changes in the value of hedged investments. Buying futures tends to increase the Portfolio's exposure to the underlying instrument, while selling futures tends to decrease the Portfolio's exposure to the underlying instrument or hedge other investments. In addition, there is the risk that the Portfolio may not be able to enter into a closing transaction because of an illiquid secondary market. Losses may arise if there is an illiquid secondary market or if the counterparty does not perform under the contract's terms. The Portfolio enters into financial futures transactions primarily to seek to manage its exposure to certain markets and to changes in securities prices and foreign currencies. Gains and losses are realized upon the expiration or closing of the futures contracts. Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. At December 31, 2004 the Portfolio did not have any futures contracts outstanding. 29 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- SWAP AGREEMENTS The Portfolio may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. The Portfolio may enter into interest rate and credit default swap agreements to manage its exposure to interest rates and credit risk. Interest rate swap agreements involve the exchange by the Portfolio with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. The Portfolio may use credit default swaps to provide a measure of protection against defaults of issuers (i.e., to reduce risk where the Portfolio owns or has exposure to the corporate or sovereign issuer) or to take an active long or short position with respect to the likelihood of a particular corporate or sovereign issuer's default. In connection with these agreements, cash or securities may be set aside as collateral in accordance with the terms of the swap agreement. The Portfolio earns interest on cash set aside as collateral. Swaps are marked to market daily based upon quotations from market makers and change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. These financial instruments are not actively traded on financial markets. The values assigned to these instruments are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and differences could be material. Payments received or made from credit default swaps at the end of the measurement period are recorded as realized gain or loss in the Statement of Operations. Net payments of interest on interest rate swap agreements, if any, are included as part of realized gain or loss. Entering into these agreements involves, to varying degrees, elements of credit, market, and documentation risk in excess of the amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of contractual terms in the agreements, and that there may be unfavorable changes in interest rates. At December 31, 2004 the Portfolio held swap contracts. See Schedule of Investments for further details. (6) SECURITY LENDING: The Portfolio may lend its securities to financial institutions which the Portfolio deems to be creditworthy. The loans are collateralized at all times with cash or securities with a market value at least equal to the market value of the securities on loan. The market value of securities loaned is determined daily and any additional required collateral is allocated to the Portfolio on the next business day. For the duration of a loan, the Portfolio receives the equivalent of the interest or dividends paid by the issuer on the securities loaned and also receives compensation from the investment of the collateral. As with other extensions of credit, the Portfolio bears the risk of delay in recovery or even loss of rights in its securities on loan should the borrower of the securities fail financially or default on its obligations to the Portfolio. In the event of borrower default, the Portfolio generally has the right to use the collateral to offset losses incurred. The Portfolio may incur a loss in the event it was delayed or prevented from exercising its rights to dispose of the collateral. The Portfolio also bears the risk in the event that the interest and/or dividends received on invested collateral is not sufficient to meet the Portfolio's obligations due on the loans. The Portfolio loaned securities during the year ended December 31, 2004 resulting in $9,485 of security lending income. At December 31, 2004, the Portfolio had securities valued at $1,911,153 on loan. See the Statement of Investments for further detail on the security positions on loan and collateral held. (7) DELAYED DELIVERY TRANSACTIONS: The Portfolio may purchase securities on a when-issued, delayed delivery or forward commitment basis. Payment and delivery may take place a month or more after the date of the transactions. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. Income on the securities will not be earned until settlement date. The Portfolio instructs its custodian to segregate securities having value at least equal to the amount of the purchase commitment. The Portfolio may enter into to be announced ("TBA") purchase commitments to purchase securities for a fixed unit price at a future date beyond customary settlement time. Although the unit price has been established, the principal value has not been finalized. However, the amount of the commitments will not fluctuate more than 0.01% from the principal amount. The Portfolio holds, and maintains until settlement date, cash or high-grade debt obligations in an amount sufficient to meet the purchase price, or the Portfolio may enter into offsetting contracts for the forward sale of other securities it owns. Income on the securities will not be earned until settlement date. TBA purchase commitments may be considered securities in themselves, and involve a risk of loss if the value of the security to be purchased declines prior to the settlement date. Unsettled TBA purchase commitments are valued at the current market value of the underlying securities, according to the procedures described under "Investment security valuations" above. 30 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- The Portfolio may enter into TBA sale commitments to hedge its portfolio positions. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, an offsetting TBA purchase commitment deliverable is held as "cover" for the transaction. Unsettled TBA sale commitments are valued at the current market value of the underlying securities, generally according to the procedures described under "Investment security valuations" above. The contract is 'marked-to-market' daily and the change in market value is recorded by the Portfolio as an unrealized gain or loss. If the TBA sale commitment is closed through the acquisition of an offsetting purchase commitment, the Portfolio realizes a gain or loss from the sale of the securities based upon the unit price established at the date the commitment was entered into. At December 31, 2004 the Portfolio held delayed delivery securities. See Schedule of Investments for further details. (8) LINE OF CREDIT: The Portfolio, and other subtrusts in the Portfolio Trust and funds in the Trust are parties to a committed line of credit facility, which enables each portfolio/fund to borrow, in the aggregate, up to $35 million. Interest is charged to each participating portfolio/fund based on its borrowings at a rate equal to the Federal Funds effective rate plus 1/2 of 1%. In addition, a facility fee, computed at an annual rate of 0.060 of 1% on the daily unused portion of the facility, is allocated ratably among the participating portfolios/funds at the end of each quarter. For the year ended December 31, 2004, a facility fee of $1,227 was allocated to the Portfolio. During the year ended December 31, 2004, the Portfolio had average borrowings outstanding of $221,500 on a total of four days and incurred $68 of interest expense. 31 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON GLOBAL FIXED INCOME PORTFOLIO REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Trustees of Mellon Institutional Funds Master Portfolio and Investors of Standish Mellon Global Fixed Income 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 financial highlights present fairly, in all material respects, the financial position of Standish Mellon Global Fixed Income Portfolio (the "Portfolio") at December 31, 2004, and the results of its operations, the changes in its net assets, and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Portfolio's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the 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 December 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP New York, NY February 25, 2005 32 TRUSTEES AND OFFICERS The following table lists the Trust's trustees and officers; their address and date of birth; their position with the Trust; the length of time holding that position with the Trust; their principal occupation(s) during the past five years; the number of portfolios in the fund complex they oversee; other directorships they hold in companies subject to registration or reporting requirements of the Securities Exchange Act of 1934 (generally called "public companies") or in registered investment companies; and total annual remuneration paid as of December 31, 2004. The Trust's Statement of Additional Information includes additional information about the Trust's trustees and is available, without charge, upon request by writing The Mellon Institutional Funds at P.O. Box 8585, Boston, MA 02266-8585 or calling toll free 1-800-221-4795. INDEPENDENT TRUSTEES NUMBER OF TRUSTEE PRINCIPAL PORTFOLIOS IN OTHER REMUNERATION NAME TERM OF OFFICE OCCUPATION(S) FUND COMPLEX DIRECTORSHIPS (YEAR ENDED ADDRESS, AND POSITION(S) AND LENGTH OF DURING PAST OVERSEEN BY HELD BY DECEMBER 31, DATE OF BIRTH HELD WITH TRUST TIME SERVED 5 YEARS TRUSTEE TRUSTEE 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Samuel C. Fleming Trustee Trustee since Chairman of the Board 30 None Fund: $500 c/o Decision Resources, Inc. 11/3/1986 and Chief Executive Portfolio: $3,575 260 Charles Street Officer, Decision Waltham, MA 02453 Resources, Inc. 9/30/40 Caleb Loring III Trustee Trustee since Trustee, Essex Street 30 None Fund: $500 c/o Essex Street Associates 11/3/1986 Associates (family Portfolio: $3,876 P.O. Box 181 investment trust office) Beverly, MA 01915 11/14/43 Benjamin M. Friedman Trustee Trustee since William Joseph Maier, 30 None Fund: $500 c/o Harvard University 9/13/1986 Professor of Political Portfolio: $3,575 Cambridge, MA 02138 Economy, Harvard 8/5/44 University John H. Hewitt Trustee Trustee since Trustee, Mertens 30 None Fund: $500 P.O. Box 2333 11/3/1986 House, Inc. (hospice) Portfolio: $3,575 New London, NH 03257 4/11/35 INTERESTED TRUSTEES Patrick J. Sheppard Trustee, President Since 2003 Senior Vice President 30 None Fund: $0 Mellon Institutional and Chief and Chief Operating Officer, Portfolio: $0 Asset Management Executive Officer Mellon Institutional One Boston Place Asset Management; Boston, MA 02108 formerly Vice President 7/24/65 and Chief Financial Officer, Mellon Institutional Asset Management 33 PRINCIPAL OFFICERS WHO ARE NOT TRUSTEES NUMBER OF PORTFOLIOS IN NAME TERM OF OFFICE FUND COMPLEX ADDRESS, AND POSITION(S) AND LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN BY DATE OF BIRTH HELD WITH TRUST TIME SERVED DURING PAST 5 YEARS TRUSTEE - ----------------------------------------------------------------------------------------------------------------------------------- Barbara A. McCann Vice President Since 2003 Senior Vice President and Head of Operations 30 Mellon Institutional and Secretary Mellon Institutional Asset Management, formerly Asset Management First Vice President, Mellon Institutional Asset One Boston Place Management and Mellon Global Investments Boston, MA 02108 2/20/61 Steven M. Anderson Vice President Vice President Vice President and Mutual Funds Controller, 30 Mellon Institutional and Treasurer since 1999; Mellon Institutional Asset Management Asset Management Treasurer Institutional Asset One Boston Place since 2002 Boston, MA 02108 7/14/65 Denise B. Kneeland Assistant Vice Since 1996 Vice President and Manager, Mutual Funds Operations, 30 Mellon Institutional President Mellon Institutional Asset Management Asset Management One Boston Place Boston, MA 02108 8/19/51 Cara E. Hultgren Assistant Vice Since 2001 Assistant Vice President and Manager, 30 Mellon Institutional President Shareholder Services, Mellon Institutional Asset Management Asset Management since 2001; One Boston Place Shareholder Representative, Boston, MA 02108 Standish Mellon Asset Management 1/19/71 Jan F. Jumet Chief Since 2004 Senior Vice President and Chief Compliance Officer 30 Standish Mellon Assest Compliance for Standish Mellon Asset Management Company LLC; Management Company LLC Officer formerly Director of Compliance and Administration One Boston Place and Chief Administration Officer for Standish Mellon Boston, MA 02108 Asset Management Company LLC, Senior 8/9/66 Vice President and Chief Administration Officer for Mellon Bond Associates, LLP, and First Vice President and Senior Sales Associate for Mellon Institutional Asset Management 34 THIS PAGE INTENTIONALLY LEFT BLANK THIS PAGE INTENTIONALLY LEFT BLANK THIS PAGE INTENTIONALLY LEFT BLANK One Boston Place Boston, MA 02108-4408 800.221.4795 www.melloninstitutionalfunds.com 0934AR1204 Annual Report STANDISH MELLON INTERNATIONAL FIXED INCOME FUND YEAR ENDED DECEMBER 31, 2004 This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus. Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund' s historical or future performance are statements of the opinion of Fund management as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. Commencing with the fiscal quarter ending September 30, 2004, the Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. The Fund' s Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington D.C. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. To view the Fund' s proxy voting guidelines and proxy voting record for the 12-month period ended June 30, 2004, visit the SEC' s web site at http: //www.sec.gov. You may also call 1-800-221-4795 to request a free copy of the proxy voting guidelines. February 28, 2005 Dear Mellon Institutional Fund Shareholder: Enclosed you will find your Fund's annual report for the fiscal year ended December 31, 2004. The year was largely positive for the financial markets, as the economic expansion continued. However, as the year progressed, anticipated GDP growth diminished in line with typical expectations at this point in the economic cycle. The S&P 500 entered 2004 with a sharp climb, fueled to a large degree by above-trend GDP growth: 4.4% in the fourth quarter of 2003 and 5.0% in the first quarter of the year, driven by a potent mix of tax cuts, monetary policy and government spending. But the momentum stalled, as the market dealt with the prospect of inflation and a new tightening cycle by the Federal Reserve, the uncertainties of a tight presidential campaign, and the ever-present threats posed by terrorism. The equity markets greeted the reelection of President Bush with optimism, as the S&P 500 surged past 1200 in the closing weeks of the year to its 2004 peak. In the bond market, the year started with much speculation about when and how the Fed would end one of the longest stretches of easy monetary policy on record, which had driven rates to historical lows. In the fall of 2003, the prospect of deflation was still a factor in the Fed's deliberations and was its stated rationale for maintaining an accommodative stance. In the first quarter, however, the Fed began to refer to a "measured pace" of tightening. The market reacted by switching gears dramatically, sending the 10-year U.S. Treasury note from 3.7% on March 16 to 4.9% on June 14. Since then, as the economic outlook softened, with relatively tame inflation, yields have settled back to about 4%, roughly the same as a year ago. Looking ahead, it is clear that there are some causes for concern. Consumers are weighted with debt and potentially vulnerable in a rising rate environment. Companies are hoarding cash and are being deliberate in boosting employment and spending on plant and equipment. The stimulus of monetary policy, tax cuts and government spending is waning. Nevertheless, business activity has some significant momentum, which should carry over into 2005, with reasonable profit growth and modest inflation. Finally, the president's ambitious plans to privatize Social Security, reform health care, and revise the tax code could potentially have major fiscal implications that the market will be watching carefully. Thank you for your business and confidence in Mellon Institutional Funds. Please feel free to contact us with questions or comments. Sincerely, /s/ Patrick J. Sheppard One Boston Place * Boston, MA 02108-4402 A MELLON ASSET MANAGEMENT COMPANY 1 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND MANAGEMENT DISCUSSION AND ANALYSIS - -------------------------------------------------------------------------------- International bond markets produced modest, positive returns in 2004. The Standish Mellon International Fixed Income Fund returned 4.88% for the year, after all expenses, compared to a return of 5.21% for the J.P. Morgan Hedged Non-U.S. Government Bond Index. A return of close to 5% for hedged international bonds is perhaps surprising considering that at the beginning of the year, the consensus expectation was that bond yields would rise as central banks raised interest rates. Indeed, bond yields did rise early in the year, and this rise was lead by the U.S. bond market, which experienced a vicious sell-off in the first half. However, as the year progressed, it became apparent that core inflation was well contained in the U.S., the job market strengthened but not as much as anticipated, and growth in large economies overseas was anemic. Bond yields in the U.S. and overseas fell during the second half of the year, and in the end, despite the volatility, bond investors managed to earn a bit more than their coupon. The non-government sectors of the international bond markets were a pleasant surprise, producing returns well above government bonds for the second year in a row. The star performers were corporate bonds, particularly the high-yield sector, and emerging markets. A number of factors contributed to the outperformance of the corporate and emerging sectors, particularly global growth, low inflation, low interest rates and in the case of the commodity laden emerging markets, high commodity prices. The high yield corporate and emerging market indices both had returns of over 10% for the year. Other non-government sectors also performed well, including mortgages, agencies and asset-backed securities. The range of returns in hedged terms for government bond markets as measured by the JP Morgan Government Bond Indices was modest for the year with only 534 basis points separating the best market, Italy, (+8.00%) from the worst, Japan (+2.66%). The U.S. component of the index returned 3.75% while European markets returned 6.77% on average. The U.S. dollar had traded in a modest range for most of the year; however it fell sharply in the final quarter. The decline of the dollar was the sharpest relative to the European currencies against which it declined by more than 7%. The U.S. dollar has been under pressure since 2002 as the mix of loose fiscal and monetary policy and the large current account deficit made the currency unattractive to global investors. The Fund underperformed its benchmark during the year. Our position in investment grade and high yield corporate bonds and emerging market securities was the largest positive contributor relative to our benchmark. The results of our country weightings were mixed. We were overweight European markets, which produced the best returns; however we had a zero weight in the Japanese bond market which weighed on our performance. Although Japan was the worst performing market in the index, our zero weighting in the market was a drag on performance as Japan did produce a positive return. In currencies, our small primarily, option-based positions detracted a modest amount from our performance. 2 Our outlook for 2005 is favorable for international bonds. We believe that the performance of global economies will be close to trend, yet the behavior of central banks around the world could be quite different. We expect that the Fed will continue to raise interest rates at least in the first half of the year and this will flatten the yield curve but we expect longer dated bonds to be fairly stable. Opportunities for value-added can be found in Europe and in some of the smaller index components such as Australia, New Zealand and the U.K. In the latter three markets, the central banks have been raising interest rates for some time and those increases now appear to be having an effect. These economies have housing markets that are vulnerable to price declines and, if the economies soften, we believe bonds in these markets will perform well. Non-government sectors such as corporate and emerging market bonds have richened quite a bit over the past two years, and we believe that these sectors will not perform as well as in the past but that the sector still offers opportunities to add-value through security selection. We appreciate your continued support and look forward to working on your behalf over the next year. W. Charles Cook 3 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND COMPARISON OF CHANGE IN VALUE OF $100,000 INVESTMENT IN STANDISH MELLON INTERNATIONAL FIXED INCOME FUND AND THE J.P. MORGAN HEDGED NON-U.S. GOVERNMENT BOND INDEX - -------------------------------------------------------------------------------- AVERAGE ANNUAL TOTAL RETURNS (FOR PERIOD ENDED 12/31/2004) - -------------------------------------------------------------------------------- Since Inception 1 Year 3 Year 5 Year 10 Year 01/02/1991 - ------------------------------------------------------------------------------------------------------------------------------------ 4.88% 5.41% 5.98% 8.36% 8.47% AVERAGE ANNUAL TOTAL RETURNS REFLECT THE CHANGE IN THE VALUE OF AN INVESTMENT, ASSUMING REINVESTMENT OF THE FUND'S DIVIDEND INCOME AND CAPITAL GAINS. THE $100,000 LINE GRAPH AND THE FUND'S RETURNS DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON FUND DISTRIBUTIONS OR THE REDEMPTION OF FUND SHARES. DURING PERIODS OF REIMBURSEMENT BY THE FUND'S INVESTMENT ADVISER (IF APPLICABLE), THE FUND'S TOTAL RETURN WILL BE GREATER THAN IT WOULD BE HAD THE REIMBURSEMENT NOT OCCURRED. PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE. 4 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND SHAREHOLDER EXPENSE EXAMPLE As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2004 to December 31, 2004). Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000.00=8.6), then multiply the result by the number in the first line 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 line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's 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 Fund 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 transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs 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. EXPENSES PAID BEGINNING ENDING DURING PERIOD((+)) ACCOUNT VALUE ACCOUNT VALUE JUNE 1, 2004 TO JUNE 1, 2004 DECEMBER 31, 2004 SEPTEMBER 30, 2004 - ------------------------------------------------------------------------------------------------------------------------------------ Actual $1,000.00 $1,042.40 $2.77 Hypothetical (5% return per year before expenses) $1,000.00 $1,021.37 $2.90 - ------- ((+)) EXPENSES ARE EQUAL TO THE FUND'S ANNUALIZED EXPENSE RATIO OF 0.54%, MULTIPLIED BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY 184/366 (TO REFLECT THE ONE-HALF YEAR PERIOD). 5 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND PORTFOLIO INFORMATION AS OF DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PERCENTAGE OF TOP TEN HOLDINGS(*) RATE MATURITY NET ASSETS ---------------------------------------------------------------------------------------------------------- UK Gilt 4.000 3/7/2009 10.6% Australian Government Bond 7.500 9/15/2009 4.9 Republic of Austria 5.625 7/15/2007 4.6 French Treasury Note 4.500 7/12/2006 4.2 Deutsche Bundesrepublik 4.000 1/4/2028 4.1 Belgium Government Bond 4.250 9/28/2013 4.0 Netherlands Government Bond 5.500 7/15/2010 4.0 Bundesschatzanweisungen 2.750 6/23/2006 3.8 Singapore Government Bond 3.500 7/1/2012 3.8 New Zealand Government Bond 7.000 7/15/2009 3.4 ------ 47.4% * Excluding short-term investments and investment of cash collateral. PERCENTAGE OF TOP TEN COUNTRIES NET ASSETS -------------------------------------------- United Kingdom 18.6% United States 17.5 Germany 13.3 France 7.9 New Zealand 6.8 Australia 6.7 Netherlands 5.3 Austria 4.6 Brazil 4.1 Singapore 3.8 ----- 88.6% PERCENTAGE OF INDUSTRY SECTOR INVESTMENTS -------------------------------------------- Foreign Government 68.7% Corporate 22.9 Mortgage 0.8 Emerging Markets 4.1 Asset backed 0.0 Cash & equivalents 3.5 ----- 100.0% The Fund is actively managed. Current holdings may be different than those presented above. 6 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ BONDS AND NOTES--91.4% CORPORATE--3.9% BASIC MATERIALS--0.3% International Steel Group (*) 6.500% 4/15/2014 USD 835,000 $ 895,538 ------------ COMMUNCATIONS--0.7% CSC Holdings, Inc. 7.875 12/15/2007 420,000 450,450 RH Donnelley Finance Corp. 144A 8.875 12/15/2010 125,000 139,375 RH Donnelley Finance Corp. 144A 10.875 12/15/2012 195,000 231,563 Sprint Capital Corp. 8.375 3/15/2012 1,100,000 1,339,956 ------------ 2,161,344 ------------ CONSUMER CYCLICAL--0.4% Mohegan Tribal Gaming Authority 8.000 4/1/2012 650,000 705,250 Yum! Brands, Inc. 8.875 4/15/2011 450,000 555,984 ------------ 1,261,234 ------------ CONSUMER NON-CYCLICAL--0.7% Aramark Services, Inc. 7.000 7/15/2006 2,040,000 2,136,425 ------------ ENERGY--0.7% Chesapeake Energy Corp. 8.125 4/1/2011 555,000 600,788 Pemex Project Funding Master Trust 144A 3.790 6/15/2010 515,000 528,390 Petronas Capital Ltd. 144A 7.875 5/22/2022 430,000 533,997 Salomon Brothers AF for OAO Siberian Oil Co. 10.750 1/15/2009 485,000 516,525 ------------ 2,179,700 ------------ FINANCIAL--0.9% Amvescap PLC 5.375 2/27/2013 245,000 247,185 Chevy Chase Bank FSB 6.875 12/1/2013 705,000 727,913 Glencore Funding LLC 144A 6.000 4/15/2014 1,625,000 1,572,152 ------------ 2,547,250 ------------ UTILITIES--0.2% AES Corp. 144A 8.750 5/15/2013 610,000 693,113 ------------ Total Corporate (Cost $11,283,370) 11,874,604 ------------ SOVEREIGN BONDS--3.4% Banco Nacional de Desenvolvimento Economic (a) 5.832 6/16/2008 500,000 511,250 Republic of Brazil (a) 3.125 4/15/2012 529,416 504,269 Republic of Brazil (a) 3.063 4/15/2024 600,000 555,000 Republic of Colombia 10.000 1/23/2012 435,000 502,425 Republic of El Salvador 8.500 7/25/2011 510,000 582,675 Republic of El Salvador 8.250 4/10/2032 370,000 373,700 Republic of Panama 9.625 2/8/2011 135,000 159,975 Republic of Panama 7.250 3/15/2015 215,000 222,525 Republic of Panama 8.875 9/30/2027 500,000 555,000 Republic of Peru 4.500 3/7/2017 415,000 388,025 Republic of South Africa 9.125 5/19/2009 275,000 324,792 Republic of South Africa 7.375 4/25/2012 370,000 421,293 Republic of Turkey 9.000 6/30/2011 990,000 1,128,056 Republic of Turkey 11.500 1/23/2012 400,000 514,380 Russian Federation 11.000 7/24/2018 360,000 500,400 Russian Federation 12.750 6/24/2028 190,000 310,770 Russian Federation 5.000 3/31/2030 845,000 871,406 Serbian Government (#) 3.750 11/15/2024 625,000 520,313 Ukraine Government 144A (*) 7.650 6/11/2013 380,000 404,700 The accompanying notes are an integral part of the financial statements. 7 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ SOVEREIGN BONDS (CONTINUED) Ukraine Government Senior Notes 11.000% 3/15/2007 USD 294,008 $ 315,142 United Mexican States 8.300 8/15/2031 535,000 625,950 ------------ Total Sovereign Bonds (Cost $9,981,671) 10,292,046 ------------ YANKEE BONDS--2.0% Amvescap PLC 5.900 1/15/2007 250,000 261,588 British Sky Broadcasting PLC 7.300 10/15/2006 1,035,000 1,099,486 HBOS PLC 144A 5.375 11/1/2013 1,575,000 1,614,857 Ispat Inland 9.750 4/1/2014 832,000 1,027,520 Rogers Wireless Inc. 144A 7.250 12/15/2012 1,380,000 1,462,800 Rogers Wireless Inc. 144A 7.500 3/15/2015 255,000 269,025 Royal Caribbean Cruises Ltd. 8.250 4/1/2005 225,000 227,250 ------------ Total Yankee Bonds (Cost $5,819,325) 5,962,526 ------------ FOREIGN DENOMINATED--82.1% AUSTRALIA--6.7% Australian Government Bond 7.500 9/15/2009 AUD 17,465,000 14,945,364 Australian Government Bond (*) 6.250 4/15/2015 6,480,000 5,431,212 ------------ 20,376,576 ------------ CANADA--0.6% Canadian Pacific Railway Ltd. 4.900 6/15/2010 CAD 2,000,000 1,705,344 ------------ DENMARK--0.8% Realkredit Danmark A/S 4.000 1/1/2006 DKK 13,965,000 2,585,271 ------------ EURO--47.9% Allied Domecq Financial Services PLC 5.875 6/12/2009 EUR 370,000 549,816 Autostrade SpA (a) 2.621 6/9/2011 900,000 1,226,009 Bank of America Corp 4.750 5/6/2019 780,000 1,108,481 Barclays BAnk PLC 7.500 12/15/2010 1,025,000 1,665,327 Belgium Government Bond 4.250 9/28/2013 8,600,000 12,236,541 Bundesobligation (*) 3.000 4/11/2008 3,555,000 4,852,435 Bundesschatzanweisungen 2.750 6/23/2006 8,375,000 11,421,389 Citigroup Inc. (a) 2.324 6/3/2011 1,250,000 1,690,753 Depfa ACS Bank 144A 3.875 7/15/2013 2,550,000 3,503,336 Deutsche Bundesrepublik 4.000 1/4/2028 8,755,000 12,372,198 Deutsche Bundesrepublik 4.500 1/4/2013 325,000 471,154 Deutsche Bundesrepublik 4.750 7/4/2034 5,795,000 8,465,063 Deutsche Cap Trust IV (a) 5.330 9/29/2049 600,000 874,437 Deutsche Telekom International Finance BV 8.125 5/29/2012 525,000 903,052 Dexia Municipal Agency 5.375 4/26/2007 2,355,000 3,388,771 FBG Treasury Europe 5.750 3/17/2005 81,000 110,570 FCE Bank PLC (a) 2.578 6/28/2006 880,000 1,183,778 France Telecom 7.250 1/28/2013 1,605,000 2,649,578 France Telecom 8.125 1/28/2033 1,760,000 3,383,252 French Treasury Note 4.500 7/12/2006 8,995,000 12,589,647 GE Capital Euro Funding (a) 2.278 5/4/2011 1,260,000 1,701,786 General Motors Acceptance Corp. 4.375 9/26/2006 440,000 601,793 General Motors Accpetance Corp. (a) 3.904 7/5/2005 865,000 1,177,918 Glencore Finance Europe SA/Luxembourg 5.375 9/30/2011 2,515,000 3,429,249 HBOS PLC 6.050 11/23/2049 390,000 598,118 Hilton Group Finance PLC 6.500 7/17/2009 565,000 862,595 HJ Heinz BV 5.125 4/10/2006 550,000 769,518 The accompanying notes are an integral part of the financial statements. 8 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ EURO (CONTINUED) Household Finance Corp. 6.500% 5/5/2009 EUR 335,000 $ 512,882 International Paper Co. 5.375 8/11/2006 405,000 570,169 Kappa Beheer BV 10.625 7/15/2009 365,000 523,631 KFW Group 3.500 4/17/2009 1,435,000 1,990,565 Lear Corp. 8.125 4/1/2008 830,000 1,264,755 Morgan Stanley 5.750 4/1/2009 585,000 871,046 MPS Capital Trust 7.990 2/7/2011 550,000 900,952 Nalco Co. 7.750 11/15/2011 490,000 721,236 Natexis Banque 4.375 6/20/2013 615,000 859,765 National Westminster Bank PLC 6.625 10/5/2009 550,000 844,356 Netherlands Government Bond 5.500 7/15/2010 8,000,000 12,154,072 Owens-Brockway Glass Containers 144A 6.750 12/1/2014 520,000 738,940 Parker Hannifin Corp. 6.250 11/21/2005 200,000 280,054 Pemex Project Funding Master Trust 144A 6.625 4/4/2010 440,000 664,653 Republic of Austria 5.625 7/15/2007 9,555,000 13,865,281 Sara Lee Corp. 6.125 7/27/2007 545,000 797,010 Spain Government Bond 4.250 10/31/2007 4,705,000 6,646,904 Telecom Italia Finance SA 7.250 4/20/2011 985,000 1,574,446 Telefonica Europe BV 5.125 2/14/2013 545,000 802,432 Telenor ASA 5.875 12/5/2012 1,100,000 1,694,128 ThyssenKrupp Finance Nederland BV 7.000 3/19/2009 420,000 642,304 Tyco International Group SA 5.500 11/19/2008 760,000 1,109,569 Veolia Environnement 4.875 5/28/2013 620,000 893,313 ------------ 144,709,027 ------------ NEW ZEALAND--6.8% New Zealand Government Bond 6.500 4/15/2013 NZD 13,760,000 10,202,946 New Zealand Government Bond 7.000 7/15/2009 13,775,000 10,263,925 ------------ 20,466,871 ------------ SINGAPORE--3.8% Singapore Government Bond 3.500 7/1/2012 SGD 17,235,000 11,383,825 ------------ UNITED KINGDOM--15.5% Inco 15.750 7/15/2006 GBP 796,000 1,677,387 UK Gilt 4.000 3/7/2009 17,100,000 32,184,509 UK Gilt 8.000 9/27/2013 3,860,000 9,233,065 UK Gilt 4.250 6/7/2032 2,040,000 3,800,223 ------------ 46,895,184 ------------ Total Foreign Denominated (Cost $225,331,322) 248,122,098 ------------ TOTAL BONDS AND NOTES (COST $252,415,688) 276,251,274 ------------ CONVERTIBLE PREFERRED STOCK--0.2% SHARES ------------- Fannie Mae 7.00% CVT Pfd (Cost $502,500) 10,050 569,709 ------------ PURCHASED OPTIONS--0.0% CONTRACT SIZE ------------- EUR Put/USD Call, Strike Price 1.30, 2/9/05 (USD) 3,535,000 6,540 EUR Put/USD Call, Strike Price 1.29, 2/10/05 (USD) 3,295,000 3,625 GBP Put/USD Call, Strike Price 1.875, 2/10/05 (USD) 3,295,000 17,958 AUD Put/USD Call, Strike Price 0.705, 3/10/05 (USD) 3,215,000 3,858 CHF Put/USD Call, Strike Price 1.21, 3/10/05 (USD) 3,295,000 8,467 ------------ TOTAL PURCHASED OPTIONS (Cost $91,714) 40,448 ------------ The accompanying notes are an integral part of the financial statements. 9 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ SHORT TERM INVESTMENTS--9.5% U.S. GOVERNMENT--5.1% Treasury Bill((+)**) 2.215% 3/17/2005 USD 15,520,000 $ 15,454,13 ------------ INVESTMENT COMPANIES--2.7% SHARES ------------- Dreyfus Institutional Preferred Money Market Plus((+)(+)) 8,112,606 8,112,606 ------------ INVESTMENT OF CASH COLLATERAL--1.7% BlackRock Cash Strategies L.L.C *** 5,258,600 5,258,600 ------------ TOTAL SHORT TERM INVESTMENTS--(Cost $28,822,633) 28,825,339 ------------ TOTAL INVESTMENTS--101.1% (COST $281,832,535) 305,686,770 LIABILITIES IN EXCESS OF OTHER ASSETS--(1.1%) (3,280,653) ------------ NET ASSETS--100.0% $302,406,117 ============ 144A-Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified buyers. AUD-Australian Dollar CAD-Canadian Dollar DKK-Danish Krone EUR-Euro GBP-British Pound NZD-New Zealand Dollar SGD-Singapore Dollar USD-U.S. Dollar (a) Variable Rate Security, rate indicated is as of 12/31/2004. * Security, or a portion thereof, was on loan at December 31, 2004. # Delayed delivery security. (+) Security is pledged as collateral for futures contracts. (+)(+) Affiliated institutional money market fund. ** Rate noted is yield to maturity. *** Money Market Fund exempt from registration under the Investment Company Act of 1940 offered only to eligible investors. At December 31, 2004 the Portfolio held the following futures contracts: UNDERLYING FACE UNREALIZED CONTRACT POSITION EXPIRATION DATE AMOUNT AT VALUE (LOSS) - ------------------------------------------------------------------------------------------------------------------------------------ U.S. 5 Year Note (205 Contracts) Short 3/21/2005 $22,453,906 $(162,783) U.S. 10 Year Note (45 Contracts) Short 3/21/2005 5,037,188 (52,525) --------- $(215,308) ========= The accompanying notes are an integral part of the financial statements. 10 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- At December 31, 2004, the Portfolio held the following forward foreign currency exchange contracts: LOCAL PRINCIPAL CONTRACT VALUE AT USD AMOUNT UNREALIZED CONTRACTS TO RECEIVE AMOUNT VALUE DATE DECEMBER 31, 2004 TO DELIVER GAIN - ------------------------------------------------------------------------------------------------------------------------------------ Euro 32,495,000 3/16/2005 $44,117,194 $43,847,056 $ 270,138 ============ LOCAL PRINCIPAL CONTRACT VALUE AT USD AMOUNT UNREALIZED CONTRACTS TO DELIVER AMOUNT VALUE DATE DECEMBER 31, 2004 TO RECEIVE GAIN/LOSS - ------------------------------------------------------------------------------------------------------------------------------------ Australian Dollar 25,290,000 3/16/2005 $ 19,665,441 $ 19,259,357 $ (406,084) Canadian Dollar 2,150,000 3/16/2005 1,792,025 1,760,852 (31,173) Danish Krone 24,490,000 3/16/2005 4,473,386 4,359,358 (114,028) Euro 2,547,855 1/3/2005 3,456,491 3,469,014 12,523 Euro 138,594,000 3/16/2005 188,163,669 184,609,867 (3,553,802) British Pound Sterling 23,850,000 3/16/2005 45,526,430 45,708,764 182,334 New Zealand Dollar 105,446 1/25/2005 75,442 75,025 (417) New Zealand Dollar 29,050,000 3/16/2005 20,671,544 20,547,855 (123,689) Singapore Dollar 19,035,000 3/16/2005 11,693,517 11,541,610 (151,907) ------------ ------------ ----------- TOTAL $295,517,945 $291,331,702 $(4,186,243) ============ ============ =========== At December 31, 2004 the Fund held the following cross currency exchange contracts: VALUE AT IN VALUE AT CONTRACT UNREALIZED CONTRACTS TO DELIVER DECEMBER 31, 2004 EXCHANGE FOR DECEMBER 31, 2004 VALUE DATE GAIN/LOSS - ------------------------------------------------------------------------------------------------------------------------------------ New Zealand Dollar $ 5,900,743 Australian Dollar $ 6,029,008 1/25/2005 $ 128,265 Australian Dollar 6,029,008 New Zealand Dollar 5,976,184 1/25/2005 (52,824) ---------- ----------- ---------- $11,929,751 $12,005,192 $ 75,441 =========== =========== ========== The accompanying notes are an integral part of the financial statements. 11 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- At December 31, 2004, the Fund held the following open swap contracts: PORTFOLIO/COUNTERPARTY EXPIRATION DATE DESCRIPTION VALUE - ------------------------------------------------------------------------------------------------------------------------------------ 840,000 USD 11/19/09 Agreement with Bear Stearns, dated 11/17/04 to receive the notional amount multiplied by 3.90700% and to pay the notional amount multiplied by the 3 month LIBOR. $ (1,806) 650,000 USD 12/20/07 Agreement with Bear Stearns, dated 12/08/04 to receive 2.05% per year times the notional amount. The Fund makes payment only upon a credit event by Republic of Turkey, the notional amount times the difference between the par value and the then-market of Republic of Turkey, 11.875% due 1/15/30. 7,300 840,000 USD 12/20/09 Agreement with Bear Stearns, dated 11/17/04 to receive 2.84% per year times the notional amount. The Fund makes payment only upon a credit event by Ukraine Government, the notional amount times the difference between the par value and the then-market of Ukraine Government, 7.65% due 6/11/13. 12,100 650,000 USD 12/20/05 Agreement with Bear Stearns, dated 12/08/04 to pay 1.05% per year times the notional amount. The Fund receives payment only upon a credit event by Republic of Turkey, the notional amount times the difference between the par value and the then-market of Republic of Turkey, 11.875% due 1/15/30. (800) ------- Total Swap Value $16,794 ======= The accompanying notes are an integral part of the financial statements. 12 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 - -------------------------------------------------------------------------------- ASSETS Investments in securities (including securities on loan, valued at $5,048,081) (Note 7) Unaffiliated issuers, at value (Note1A) (cost $273,719,929) $297,574,164 Affiliated issuers, at value (Note 1A) (cost $8,112,606) (Note 1H) 8,112,606 Foreign currency, at value (cost $1,023,158) 1,072,175 Receivable for investments sold 3,098,658 Receivable for Fund shares sold 287,485 Interest receivable 5,243,650 Swap contracts, at value (Note 6) 16,794 Unrealized appreciation on forward currency exchange contracts (Note 6) 593,260 Prepaid expenses 32,000 ------------ Total assets 316,030,792 LIABILITIES Collateral for securities on loan (Note 7) $5,258,600 Payable for Fund shares redeemed 562,030 Payable for investments purchased 1,234,747 Unrealized depreciation on forward currency exchange contracts (Note 6) 4,433,924 Payable for variation margin on open futures contracts (Note 6) 40,780 Distribution payable 1,947,420 Accrued accounting, custody, administration and transfer agent fees (Note 2) 47,431 Accrued trustees' fees and expenses (Note 2) 19,375 Accrued expenses and other liabilities 80,368 ---------- Total liabilities 13,624,675 ------------ NET ASSETS $302,406,117 ============ NET ASSETS CONSIST OF: Paid-in capital $326,855,742 Accumulated net realized loss (52,267,830) Undistributed net investment income 7,577,775 Net unrealized appreciation 20,240,430 ------------ TOTAL NET ASSETS $302,406,117 ============ SHARES OF BENEFICIAL INTEREST OUTSTANDING 14,164,418 ============ NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE (Net Assets/Shares outstanding) $ 21.35 ============ The accompanying notes are an integral part of the financial statements. 13 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 - -------------------------------------------------------------------------------- INVESTMENT INCOME (NOTE 1B) Interest income (Net of $128,672 foreign tax expense and including securities lending income of $17,062 (Note 7)) $ 14,277,141 Interest income from affiliated investments (Note 1H) 258,253 ------------ Total investment income 14,535,394 EXPENSES Investment advisory fee (Note 2) $ 1,471,638 Accounting, administration and custody fees (Note 2) 236,187 Professional fees 118,160 Registration fees 17,800 Trustees' fees and expenses (Note 2) 67,814 Transfer agent fees--Institutional Class (Note 2) 6,840 Transfer agent fees--Service Class (Note 2) 2,032 Service Fees--Service Class (Note 2) 199 Insurance expense 19,035 Miscellaneous 39,237 ------------ Total expenses 1,978,942 Deduct: Reimbursement of Fund operating expenses--Service Class (Note 2) (2,032) ------------ Net expenses 1,976,910 ------------ Net investment income 12,558,484 ------------ REALIZED AND UNREALIZED GAIN (LOSS) Net realized gain (loss) Investment security transactions 49,260,014 Financial futures contracts (118,328) Written options transactions (131,568) Foreign currency and forward foreign currency exchange contracts (24,591,440) ------------ Net realized gain 24,418,678 Change in unrealized appreciation (depreciation) Investment securities (23,050,969) Financial futures contracts (150,582) Written options transactions 299,511 Swap contracts 16,794 Foreign currency and forward foreign currency exchange contracts 5,167,414 ------------ Change in net unrealized appreciation (depreciation) (17,717,832) ------------ Net realized and unrealized gain on investments 6,700,846 ------------ NET INCREASE IN NET ASSETS FROM OPERATIONS $ 19,259,330 ============ The accompanying notes are an integral part of the financial statements. 14 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 ----------------- ----------------- INCREASE (DECREASE) IN NET ASSETS: FROM INVESTMENT OPERATIONS Net investment income $ 12,558,484 $ 14,790,796 Net realized gains (loss) 24,418,678 (7,210,791) Change in net unrealized appreciation (depreciation) (17,717,832) 12,057,374 ------------ ------------ Net increase in net assets from investment operations 19,259,330 19,637,379 ------------ ------------ DISTRIBUTIONS TO SHAREHOLDERS (NOTE 1E) From net investment income-Institutional Class (9,610,131) -- ------------ ------------ Total distributions to shareholders (9,610,131) -- ------------ ------------ FUND SHARE TRANSACTIONS (NOTE 4) Net proceeds from sale of shares Institutional Class 150,741,250 244,264,085 Service Class 25,910 1,066,887 Value of shares issued to shareholders in reinvestment of distributions Institutional Class 7,662,711 -- Redemption fees credited to capital Institutional Class 542 -- Cost of shares redeemed Institutional Class (235,353,049) (258,534,627) Service Class (96,133) (3,750,467) ------------ ------------ Net decrease in net assets from Fund share transactions (77,018,769) (16,954,122) ------------ ------------ TOTAL INCREASE (DECREASE) IN NET ASSETS (67,369,570) 2,683,257 NET ASSETS At beginning of period 369,775,687 367,092,430 ------------ ------------ At end of period (including undistributed net investment income of $7,577,775 and distributions in excess of net investment income of $11,010,459) $302,406,117 $369,775,687 ============ ============ The accompanying notes are an integral part of the financial statements. 15 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND FINANCIAL HIGHLIGHTS-INSTITUTIONAL CLASS - -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ----------------------------------------------------------- 2004 2003 2002 2001(A) 2000 -------- -------- -------- -------- -------- NET ASSET VALUE, BEGINNING OF THE PERIOD $ 21.02 $ 20.04 $ 19.43 $ 18.97 $ 21.32 -------- -------- -------- -------- -------- FROM INVESTMENT OPERATIONS: Net investment income(1) 0.75 0.66 0.75 0.76 1.12 Net realized and unrealized gain (loss) on investments 0.27 0.32 0.46 0.01 0.84 -------- -------- -------- -------- -------- Total from investment operations 1.02 0.98 1.21 0.77 1.96 -------- -------- -------- -------- -------- LESS DISTRIBUTIONS TO SHAREHOLDERS: From net investment income (0.69) -- (0.47) (0.31) (4.31) From tax return of capital -- -- (0.13) -- -- -------- -------- -------- -------- -------- Total distributions to shareholders (0.69) -- (0.60) (0.31) (4.31) -------- -------- -------- -------- -------- NET ASSET VALUE, END OF YEAR $ 21.35 $ 21.02 $ 20.04 $ 19.43 $ 18.97 ======== ======== ======== ======== ======== TOTAL RETURN 4.88% 4.89% 6.44% 4.07% 9.68% RATIOS/SUPPLEMENTAL DATA: Expenses (to average daily net assets) 0.54% 0.59% 0.59% 0.56% 0.53% Net Investment Income (to average daily net assets) 3.43% 3.20% 3.89% 3.94% 5.21% Portfolio Turnover 170% 185% 159% 211% 240% Net Assets, End of Year (000's omitted) $302,406 $369,706 $364,460 $422,626 $454,333 - ------- * The Fund has adopted the provisions of the revised AICPA Audit and Accounting Guide for Investment Companies effective January 1, 2001 and began amortizing premium and discount on all debt securities on an effective yield basis. The effect of this change for the year ended December 31,2001 was to decrease net investment income per share by $0.007, increase net realized and unrealized gains and losses per share by $0.007 and decrease the ratio of net investment income to average net assets from 3.98% to 3.94%. Per share data and ratios/supplemental data for the periods prior to January 1, 2001 have not been restated to reflect this change in presentation. (1) Calculated based on average shares outstanding. The accompanying notes are an integral part of the financial statements. 16 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) SIGNIFICANT ACCOUNTING POLICIES: Mellon Institutional Funds Investment Trust (the "Trust") is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end, management investment company. Standish Mellon International Fixed Income Fund (the "Fund") is a separate diversified investment series of the Trust. During the year ended December 31, 2004 the Fund had offered two classes of shares: Institutional Class and Service Class. On April 30, 2004 the Service Class was liquidated and closed. Expenses of the Fund, until the time when the Service Class was closed, were borne pro-rata by the holders of each class of shares, except for transfer agent fees and an account service fee of up to 0.25% of the average daily net assets of the Service Class of shares. Each class voted separately as a class only with respect to its own service plan (Service Class only) or other matters that relate only to that class. Shares of the Service Class received their pro-rata share of the net assets of the Fund (after satisfaction of any class-specific expenses) when the Service Class was liquidated. The objective of the Fund is to maximize total return while realizing a market level of income consistent with preserving principal and liquidity. The Fund seeks to achieve its objective by investing, under normal circumstances, at least 80% of net assets in fixed income securities. The Fund also invests, under normal circumstances, at least 65% of net assets in non-U.S. dollar denominated fixed income securities of foreign governments and companies located in various countries, including emerging markets. The following is a summary of significant accounting policies followed by the Fund in the preparation of its 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 in the financial statements. Actual results could differ from those estimates. A. INVESTMENT SECURITY VALUATIONS Securities for which quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price in the principal market in which such securities are primarily traded. Market quotations are not considered to be readily available for certain debt obligations; such investments are stated at fair value on the basis of valuations furnished by a pricing service or dealers, approved by the Trustees, which determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and variable relationships between securities that are generally recognized by institutional traders. Securities (including illiquid securities) for which quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Trustees. Short-term instruments with less than sixty-one days remaining to maturity are valued at amortized cost, which approximates market value. If the Fund acquires a short-term instrument with more than sixty days remaining to its maturity, it is valued at current market value until the sixtieth day prior to maturity and will then be valued at amortized value based upon the value on such date unless the Trustees determine during such sixty-day period that amortized value does not represent fair value. B. SECURITIES TRANSACTIONS AND INCOME Securities transactions are recorded as of the trade date. Interest income is determined on the basis of coupon interest accrued, adjusted for accretion of discount or amortization of premium using the yield-to-maturity method on long-term debt securities and short-term securities of greater than sixty days to maturity. Dividend income is recorded on the ex-dividend date. Realized gains and losses from securities sold are recorded on the identified cost basis. The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of foreign currencies and forward foreign currency exchange contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent amounts actually received or paid. C. FOREIGN CURRENCY TRANSACTIONS Investment security valuations, other assets, and liabilities initially expressed in foreign currencies are converted into U.S. dollars based upon current currency exchange rates. Purchases and sales of foreign investment securities and income and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions. Section 988 of the Internal Revenue Code provides that gains or losses on certain transactions attributable to fluctuations in foreign currency exchange rates must be treated as ordinary income or loss. For financial statement purposes, such amounts are included in net realized gains or losses. 17 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- D. INVESTMENT RISK There are certain additional risks involved in investing in foreign securities that are not inherent in investments in domestic securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets. E. DISTRIBUTIONS TO SHAREHOLDERS Distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income will be declared and distributed quarterly. The Fund's dividends from short-term and long-term capital gains, if any, after reduction of capital losses will be declared and distributed at least annually. Dividends from net investment income and distributions from capital gains, if any, are reinvested in additional shares of the Fund unless the shareholder elects to receive them in cash. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences, which may result in distribution reclassifications, are primarily due to differing treatments for losses deferred due to wash sales, foreign currency gains and losses, post-October losses, amortization and/or accretion of premiums and discounts on certain securities and the timing of recognition of gains and losses on futures contracts. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications among undistributed net investment income, accumulated net realized gain (loss) and paid in capital. Undistributed net investment income and accumulated net realized gain (loss) on investments and foreign currency transactions may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year. F. EXPENSES The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. G. COMMITMENTS AND CONTINGENCIES In the normal course of business, the Fund may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Fund under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risks of loss to be remote. H. AFFILIATED ISSUERS Affiliated issuers represent issuers held in the Fund in other investment companies advised by Standish Mellon Asset Management Company LLC ("Standish Mellon"), a wholly-owned subsidiary Mellon Financial Corporation, or its affiliates. (2) INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES: The investment advisory fee paid to Standish Mellon for overall investment advisory and administrative services, and general office facilities is paid monthly at the annual rate of 0.40% of the Fund's average daily net assets. Standish Mellon voluntarily agreed to limit the Service Class operating expenses (excluding brokerage commissions, taxes and extraordinary expenses) for the year ended December 31, 2004, so that the Service Class annual operating expenses did not exceed the total operating expenses of the Institutional Class (net of any expense limitation) for the comparable period plus 0.25% (the maximum Service Fee). Pursuant to this agreement, for the year ended December 31, 2004, Standish Mellon reimbursed the Service Class $2,032 for class specific operating expenses. Effective February 23, 2004, the Fund entered into an agreement with Dreyfus Transfer, Inc., a wholly owned subsidiary of The Dreyfus Corporation, a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide personnel and facilities to perform transfer agency and certain shareholder services for the Fund. For these services the Fund pays Dreyfus Transfer, Inc. a fixed fee plus per account and transaction based fees, as well as, out-of-pocket expenses. Pursuant to this agreement the Fund paid $16,638 during the period ended December 31, 2004. 18 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- The Fund has contracted Mellon Bank, N.A. ("Mellon Bank"), a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide custody, fund administration and fund accounting services for the Fund. For these services the Fund pays Mellon Bank a fixed fee plus asset and transaction based fees, as well as, out-of-pocket expenses. Pursuant to this agreement the Fund paid $174,384 during the year ended December 31, 2004. The Fund entered into an agreement with Mellon Bank to perform certain securities lending activities and to act as the Fund's lending agent. Pursuant to this agreement Mellon Bank receives an agreed upon percentage of the net lending revenues. This compensation is a standard form of compensation received by securities lending agents with respect to non-affiliated entities. See Note 7 for further details. No director, officer or employee of Standish Mellon or its affiliates receives any compensation from the Trust or the Fund for serving as an officer or Trustee of the Trust. The Trust pays each Trustee who is not a director, officer or employee of Standish Mellon or its affiliates an annual fee and a per meeting fee as well as reimbursement for travel and out of pocket expenses. In addition, the Trust pays the legal fees for the independent counsel of the Trustees. (3) PURCHASES AND SALES OF INVESTMENTS: Purchases and proceeds from sales of investments, other than short-term obligations, for the year ended December 31, 2004 were as follows: PURCHASES SALES ------------ ------------ U.S. Government Securities $ 29,053,223 $ 29,662,489 ============ ============ Investments (non-U.S. Government Securities) $543,530,866 $645,092,944 ============ ============ (4) SHARES OF BENEFICIAL INTEREST: The Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest having a par value of one cent per share. Transactions in Fund shares were as follows: FOR THE FOR THE YEAR ENDED YEAR ENDED INSTITUTIONAL CLASS: DECEMBER 31, 2004 DECEMBER 31, 2003 ------------------ ----------------- Shares sold 7,131,845 11,910,779 Shares issued to shareholders in reinvestment of distributions 359,246 -- Shares redeemed (10,919,398) (12,510,470) ----------- ----------- Net decrease (3,428,307) (599,691) =========== =========== FOR THE FOR THE YEAR ENDED YEAR ENDED SERVICE CLASS: DECEMBER 31, 2004 DECEMBER 31, 2003 ------------------ ----------------- Shares sold 1,242 52,864 Shares issued to shareholders in reinvestment of distributions -- -- Shares redeemed (4,616) (182,602) ----------- ----------- Net decrease (3,374) (129,738) =========== =========== A significant portion of the Fund's shares are beneficially owned by fiduciary accounts over which Standish Mellon and its affiliates have either sole or joint investment discretion. Investment activity of these shareholders could have a material impact on the Fund. The Fund imposes a redemption fee of 2% of the net asset value of the shares, with certain exceptions, which are redeemed or exchanged less than 90 days from the day of their purchase. The redemption fee is paid directly to the Fund, and is designed to offset brokerage commissions, market impact, and other costs associated with short-term trading in the Fund. The fee does not apply to shares that are acquired through reinvestment of distributions. For the year ended December 31, 2004, the Fund received $542 of redemption fees. 19 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (5) FEDERAL TAXES: As a regulated investment company qualified under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes all of its taxable income for its fiscal year. The tax basis components of distributable earnings and the federal tax cost as of December 31, 2004, was as follows: AMOUNT ------------ Unrealized appreciation $ 23,998,155 Unrealized depreciation (148,925) ------------ Net unrealized appreciation/depreciation 23,849,230 Undistributed ordinary income 4,002,987 Capital loss carry-forward 52,478,133 Cost for federal income tax purposes $281,837,540 At December 31, 2004, the Fund, for federal income tax purposes, has capital loss carryovers of $52,478,133 which will reduce the Fund's taxable income arising from net realized gain on investments, if any, to the extent permitted by the Internal Revenue Code and thus will reduce the amount of distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal income tax. Such capital loss carryovers are as follows: CAPITAL LOSS CARRY OVER EXPIRATION DATE ------------- ---------------- $19,147,781 12/31/2007 19,786,516 12/31/2008 6,955,771 12/31/2009 6,588,065 12/31/2010 ------------- $52,478,133 ------------- Tax character of distributions paid during the fiscal years ended December 31, 2004 and December 31, 2003, were as follows: Distributions paid from: 2004 2003 ------------ ------------ Ordinary income $9,610,131 0 (6) FINANCIAL INSTRUMENTS: In general, the following instruments are used for hedging purposes as described below. However, these instruments may also be used to seek to enhance potential gain in circumstances where hedging is not involved. The nature, risks and objectives of these instruments are set forth more fully in the Fund's Prospectus and Statement of Additional Information. The Fund may trade the following instruments with off-balance sheet risk: OPTIONS Call and put options give the holder the right to purchase or sell a security or currency or enter into a swap arrangement on a future date at a specified price. The Fund may use options to seek to hedge against risks of market exposure and changes in securities prices and foreign currencies, as well as to seek to enhance returns. Writing puts and buying calls tend to increase the Fund's exposure to the underlying instrument. Buying puts and writing calls tend to decrease the Fund's exposure to the underlying instrument, or hedge other Fund investments. Options, both held and written by the Fund, are reflected in the accompanying Statement of Assets and Liabilities at market value. The underlying face amount at value of any open purchased options is shown in the Schedule of Investments. This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments, if there is an illiquid secondary market for the contract or if the counterparty does not perform under the contract's terms. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. Realized gains and losses on purchased options are included in realized gains and losses on investment securities, except purchased options on foreign currency which are included in realized gains and losses on foreign currency transactions. If a put option written by the Fund is exercised, the premium reduces the 20 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- cost basis of the securities purchased by the Fund. The Fund, as writer of an option, has no control over whether the underlying securities may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the security underlying the written option. Exchange traded options are valued at the last sale price, or if no sales are reported, the last bid price for purchased options and the last ask price for written options. Options traded over-the-counter are valued using prices supplied by the dealers. The Fund had entered into option transactions during the year ended December 31, 2004. The option transactions of the Fund were as follows: NUMBER OF WRITTEN PUT CURRENCY OPTIONS TRANSACTIONS CONTRACTS PREMIUMS ---------- ---------- Outstanding, beginning of period 3 $ 184,869 Options written 12 630,460 Options expired (7) (366,118) Options closed (8) (449,211) ---------- ---------- Outstanding, end of period 0 0 ========== ========== NUMBER OF WRITTEN CALL OPTIONS TRANSACTIONS CONTRACTS PREMIUMS ---------- ---------- Outstanding, beginning of period 0 0 Options written 2 $ 148,954 Options expired (1) (38,338) Options closed (1) (110,616) ---------- ---------- Outstanding, end of period 0 0 ========== ========== NUMBER OF WRITTEN PUT OPTIONS TRANSACTIONS CONTRACTS PREMIUMS ---------- ---------- Outstanding, beginning of period 0 0 Options written 1 $ 71,730 Options expired 0 0 Options closed (1) (71,730) ---------- ---------- Outstanding, end of period 0 0 ========== ========== FORWARD CURRENCY EXCHANGE CONTRACTS The Fund may enter into forward foreign currency and cross currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. Risks may arise upon entering these contracts from the potential inability of counterparties to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar and other foreign currencies. The forward foreign currency and cross currency exchange contracts are marked to market using the forward foreign currency rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until the contract settlement date or upon the closing of the contract. Forward currency exchange contracts are used by the Fund primarily to protect the value of the Fund's foreign securities from adverse currency movements. Unrealized appreciation and depreciation of forward currency exchange contracts is included in the Statement of Assets and Liabilities. The Fund had entered into foreign currency exchange contracts during the year ended December 31, 2004. See Schedule of Investments for further details. FUTURES CONTRACTS The Fund may enter into financial futures contracts for the delayed sale or delivery of securities or contracts based on financial indices at a fixed price on a future date. Pursuant to the margin requirements, the Fund deposits either cash or securities in an amount equal to a certain percentage of the contract amount. Subsequent payments are made or received by the Fund each day, depending on the daily fluctuations in the value of the underlying security, and are recorded for financial statement purposes as unrealized gains or losses by the Fund. There are several risks in connection with the use of futures contracts as a hedging device. The change in value of futures contracts primarily corresponds with the value of their underlying instruments or indices, which may not correlate with changes in the value of hedged investments. Buying futures tends to increase the 21 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- Fund's exposure to the underlying instrument, while selling futures tends to decrease the Fund's exposure to the underlying instrument or hedge other Fund investments. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market. Losses may arise if there is an illiquid secondary market or if the counterparties do not perform under the contract's terms. The Fund enters into financial futures transactions primarily to manage its exposure to certain markets and to changes in securities prices and foreign currencies. Gains and losses are realized upon the expiration or closing of the futures contracts. Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. The Fund had entered in to futures transactions during the year ended December 31, 2004. See Schedule of Investments for further details. SWAP AGREEMENTS The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. The Fund may enter into interest rate and credit default swap agreements to manage its exposure to interest rates and credit risk. Interest rate swap agreements involve the exchange by the Fund with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. The Fund may use credit default swaps to provide a measure of protection against defaults of issuers (i.e., to reduce risk where the Fund owns or has exposure to the corporate or sovereign issuer) or to take an active long or short position with respect to the likelihood of a particular corporate or sovereign issuer's default. In connection with these agreements, cash or securities may be set aside as collateral in accordance with the terms of the swap agreement. The Fund earns interest on cash set aside as collateral. Swaps are marked to market daily based upon quotations from market makers and change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. These financial instruments are not actively traded on financial markets. The values assigned to these instruments are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and differences could be material. Payments received or made from credit default swaps at the end of the measurement period are recorded as realized gain or loss in the Statement of Operations. Net payments of interest on interest rate swap agreements, if any, are included as part of realized gain or loss. Entering into these agreements involves, to varying degrees, elements of credit, market, and documentation risk in excess of the amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of contractual terms in the agreements, and that there may be unfavorable changes in interest rates. At December 31, 2004 the Fund held swap contracts. See Schedule of Investments for further details. (7) SECURITY LENDING: The Fund may lend its securities to financial institutions which the Fund deems to be creditworthy. The loans are collateralized at all times with cash or securities with a market value at least equal to the market value of the securities on loan. The market value of securities loaned is determined daily and any additional required collateral is allocated to the Fund on the next business day. For the duration of a loan, the Fund receives the equivalent of the interest or dividends paid by the issuer on the securities loaned and also receives compensation from the investment of the collateral. As with other extensions of credit, the Fund bears the risk of delay in recovery or even loss of rights in its securities on loan should the borrower of the securities fail financially or default on its obligations to the Fund. In the event of borrower default, the Fund generally has the right to use the collateral to offset losses incurred. The Fund may incur a loss in the event it was delayed or prevented from exercising its rights to dispose of the collateral. The Fund also bears the risk in the event that the interest and/or dividends received on invested collateral is not sufficient to meet the Fund's obligations due on the loans. The Fund loaned securities during the year ended December 31, 2004 resulting in security lending income of $17,062. At December 31, 2004, the Fund had securities valued at $5,048,081 on loan. See Schedule of Investments for further detail on the security positions on loan. (8) LINE OF CREDIT: The Fund, and other funds in the Trust and subtrusts in the Mellon Institutional Funds Master Portfolio Trust (the "Portfolio Trust") are parties to a committed line of credit facility, which enables each portfolio/fund to borrow, in the aggregate, up to $35 million. Interest is charged to each participating portfolio/fund based on its borrowings at a rate equal to the Federal Funds effective rate plus 1/2 of 1%. In addition, a facility fee, computed at an annual rate of .060 of 1% committed amount, is allocated ratably among the participating portfolios/funds at the end of each quarter. For the year ended December 31, 2004, a facility fee of $4,670 was allocated to the Fund. During the year ended December 31, 2004, the Fund had average borrowings outstanding of $1,623,857 on a total of seven days and incurred $855 of interest expense. 22 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Trustees of Mellon Institutional Funds Investment Trust and the Shareholders of Standish Mellon International Fixed Income Fund: 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 financial highlights present fairly, in all material respects, the financial position of Standish Mellon International Fixed Income Fund (the "Fund") at December 31, 2004, and the results of its operations, the changes in its net assets, and the financial highlights for each of the periods indicated, 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 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 are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion PricewaterhouseCoopers LLP New York, NY February 25, 2005 23 TRUSTEES AND OFFICERS The following table lists the Trust's trustees and officers; their address and date of birth; their position with the Trust; the length of time holding that position with the Trust; their principal occupation(s) during the past five years; the number of portfolios in the fund complex they oversee; other directorships they hold in companies subject to registration or reporting requirements of the Securities Exchange Act of 1934 (generally called "public companies") or in registered investment companies; and total annual remuneration paid as of December 31, 2004. The Trust's Statement of Additional Information includes additional information about the Trust's trustees and is available, without charge, upon request by writing The Mellon Institutional Funds at P.O. Box 8585, Boston, MA 02266-8585 or calling toll free 1-800-221-4795. INDEPENDENT TRUSTEES NUMBER OF TRUSTEE PRINCIPAL PORTFOLIOS IN OTHER REMUNERATION NAME TERM OF OFFICE OCCUPATION(S) FUND COMPLEX DIRECTORSHIPS (YEAR ENDED ADDRESS, AND POSITION(S) AND LENGTH OF DURING PAST OVERSEEN BY HELD BY DECEMBER 31, DATE OF BIRTH HELD WITH TRUST TIME SERVED 5 YEARS TRUSTEE TRUSTEE 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Samuel C. Fleming Trustee Trustee since Chairman of the Board 30 None Fund: $6,905 c/o Decision Resources, Inc. 11/3/1986 and Chief Executive 260 Charles Street Officer, Decision Waltham, MA 02453 Resources, Inc. 9/30/40 Caleb Loring III Trustee Trustee since Trustee, Essex Street 30 None Fund: $7,768 c/o Essex Street Associates 11/3/1986 Associates (family P.O. Box 181 investment trust office) Beverly, MA 01915 11/14/43 Benjamin M. Friedman Trustee Trustee since William Joseph Maier, 30 None Fund: $6,905 c/o Harvard University 9/13/1986 Professor of Political Cambridge, MA 02138 Economy, Harvard 8/5/44 University John H. Hewitt Trustee Trustee since Trustee, Mertens 30 None Fund: $6,905 P.O. Box 2333 11/3/1986 House, Inc. (hospice) New London, NH 03257 4/11/35 INTERESTED TRUSTEES Patrick J. Sheppard Trustee, President Since 2003 Senior Vice President 30 None Fund: $0 Mellon Institutional and Chief and Chief Operating Officer, Asset Management Executive Officer Mellon Institutional One Boston Place Asset Management; Boston, MA 02108 formerly Vice President 7/24/65 and Chief Financial Officer, Mellon Institutional Asset Management 24 PRINCIPAL OFFICERS WHO ARE NOT TRUSTEES NUMBER OF PORTFOLIOS IN NAME TERM OF OFFICE FUND COMPLEX ADDRESS, AND POSITION(S) AND LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN BY DATE OF BIRTH HELD WITH TRUST TIME SERVED DURING PAST 5 YEARS TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------------ Barbara A. McCann Vice President Since 2003 Senior Vice President and Head of Operations 30 Mellon Institutional and Secretary Mellon Institutional Asset Management, formerly Asset Management First Vice President, Mellon Institutional Asset One Boston Place Management and Mellon Global Investments Boston, MA 02108 2/20/61 Steven M. Anderson Vice President Vice President Vice President and Mutual Funds Controller, 30 Mellon Institutional and Treasurer since 1999; Mellon Institutional Asset Management Asset Management Treasurer Institutional Asset One Boston Place since 2002 Boston, MA 02108 7/14/65 Denise B. Kneeland Assistant Vice Since 1996 Vice President and Manager, Mutual Funds Operations, 30 Mellon Institutional President Mellon Institutional Asset Management Asset Management One Boston Place Boston, MA 02108 8/19/51 Cara E. Hultgren Assistant Vice Since 2001 Assistant Vice President and Manager, 30 Mellon Institutional President Shareholder Services, Mellon Institutional Asset Management Asset Management since 2001; One Boston Place Shareholder Representative, Boston, MA 02108 Standish Mellon Asset Management 1/19/71 Jan F. Jumet Chief Since 2004 Senior Vice President and Chief Compliance Officer 30 Standish Mellon Assest Compliance for Standish Mellon Asset Management Company LLC; Management Company LLC Officer formerly Director of Compliance and Administration One Boston Place and Chief Administration Officer for Standish Mellon Boston, MA 02108 Asset Management Company LLC, Senior 8/9/66 Vice President and Chief Administration Officer for Mellon Bond Associates, LLP, and First Vice President and Senior Sales Associate for Mellon Institutional Asset Management 25 One Boston Place Boston, MA 02108-4408 800.221.4795 www.melloninstitutionalfunds.com 0931AR1204 [LOGO] Mellon -------------------------- Mellon Institutional Funds ANNUAL REPORT STANDISH MELLON SHORT-TERM ASSET RESERVE FUND - -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, 2004 This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus. Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund's historical or future performance are statements of the opinion of Fund management as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. Commencing with the fiscal quarter ending September 30, 2004, the Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. The Fund' s Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington D.C. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. To view the Fund' s proxy voting guidelines and proxy voting record for the 12-month period ended June 30, 2004, visit the SEC' s web site at http: //www.sec.gov. You may also call 1-800-221-4795 to request a free copy of the proxy voting guidelines. [LOGO] Mellon -------------------------- Mellon Institutional Funds February 28, 2005 Dear Mellon Institutional Fund Shareholder: Enclosed you will find your Fund's annual report for the fiscal year ended December 31, 2004. The year was largely positive for the financial markets, as the economic expansion continued. However, as the year progressed, anticipated GDP growth diminished in line with typical expectations at this point in the economic cycle. The S&P 500 entered 2004 with a sharp climb, fueled to a large degree by above-trend GDP growth: 4.4% in the fourth quarter of 2003 and 5.0% in the first quarter of the year, driven by a potent mix of tax cuts, monetary policy and government spending. But the momentum stalled, as the market dealt with the prospect of inflation and a new tightening cycle by the Federal Reserve, the uncertainties of a tight presidential campaign, and the ever-present threats posed by terrorism. The equity markets greeted the reelection of President Bush with optimism, as the S&P 500 surged past 1200 in the closing weeks of the year to its' 2004 peak. In the bond market, the year started with much speculation about when and how the Fed would end one of the longest stretches of easy monetary policy on record, which had driven rates to historical lows. In the fall of 2003, the prospect of deflation was still a factor in the Fed's deliberations and was its stated rationale for maintaining an accommodative stance. In the first quarter, however, the Fed began to refer to a "measured pace" of tightening. The market reacted by switching gears dramatically, sending the 10-year U.S. Treasury note from 3.7% on March 16 to 4.9% on June 14. Since then, as the economic outlook softened, with relatively tame inflation, yields have settled back to about 4%, roughly the same as a year ago. Looking ahead, it is clear that there are some causes for concern. Consumers are weighted with debt and potentially vulnerable in a rising rate environment. Companies are hoarding cash and are being deliberate in boosting employment and spending on plant and equipment. The stimulus of monetary policy, tax cuts and government spending is waning. Nevertheless, business activity has some significant momentum, which should carry over into 2005, with reasonable profit growth and modest inflation. Finally, the president's ambitious plans to privatize Social Security, reform health care, and revise the tax code could potentially have major fiscal implications that the market will be watching carefully. Thank you for your business and confidence in Mellon Institutional Funds. Please feel free to contact us with questions or comments. Sincerely, /s/ Patrick J. Sheppard One Boston Place * Boston, MA 02108-4402 A MELLON ASSET MANAGEMENT COMPANY 1 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM ASSET RESERVE FUND MANAGEMENT DISCUSSION AND ANALYSIS - -------------------------------------------------------------------------------- Economic activity maintained a healthy pace in 2004. The employment picture improved with monthly job gains averaging approximately 185,000. Investment spending and capacity utilization picked up and despite higher interest rates, the housing market and consumer spending kept pace. Amid rising oil prices and a weaker dollar, the Federal Reserve maintained a tame inflation outlook. Bond market volatility was low as the Fed hiked interest rates in a predictable and steady fashion from 1% to 2.25% by the end of the year. The unusual aspect of this tightening cycle has been the decline in 10- and 30-year yields as short rates have risen. So while the yield curve has flattened similarly to previous cycles, long-term interest rates have moved to lower levels than expected. To a large degree, the massive foreign purchases of U.S. Treasuries have kept long-term interest rates lower than anticipated during a period of tighter monetary policy. Over the past year, broad sectors outperformed Treasuries with particularly strong excess returns from investment grade corporate bonds. Spread sectors, especially mortgages, benefited from declining interest rate volatility. The credit sector fared well amid steady economic activity. Treasury inflation-protected securities (TIPS) outperformed nominal Treasuries as both actual and expected levels of inflation rose. The prospects for economic growth in 2005 are good. We expect reasonably strong economic data will support continued rate hikes by the Fed. Under tighter monetary conditions, we anticipate upward pressure on interest rates and a flatter yield curve. With today's low volatility environment and narrow yield spreads, many sectors appear overvalued. Performance of the fund was negatively impacted by the increase in short-term interest rates throughout the year. Performance for the fund was .75% for the year versus the iMoneyNet benchmark of .78%. Although long-term interest rates ended the year near where they began, short-term interest rates rose 125 basis points, in line with the Fed's actions. The strategic duration target for the fund is at approximately 1 year and the fund is marked to market. This combination of a longer duration and mark-to-market accounting translates into a performance disadvantage compared to a money market fund benchmark, which has a much shorter duration and constant $1.00 NAV accounting. These negative factors were partially offset by the long-term advantages of fund. By having a longer strategic duration, the fund is able to move out on a normally positively sloped yield curve. In addition, the fund is able to invest in a broader and better yielding set of investments than those normally available to a money market fund. As a result, performance for the fund for the year was only slightly below its money market fund benchmark. /s/ Laurie Carroll /s/ Johnson Moore 2 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM ASSET RESERVE (STAR) FUND COMPARISON OF CHANGE IN VALUE OF $100,000 INVESTMENT IN STANDISH MELLON STAR FUND AND IMONEYNET FUND AVERAGE - -------------------------------------------------------------------------------- AVERAGE ANNUAL TOTAL RETURNS (FOR PERIOD ENDED 12/31/2004) - -------------------------------------------------------------------------------- Since Inception 1 Year 3 Year 5 Year 10 Year 01/03/1989 - ------------------------------------------------------------------------------------------------------------------------- .75% 1.78% 3.66% 4.80% 5.45% AVERAGE ANNUAL TOTAL RETURNS REFLECT THE CHANGE IN THE VALUE OF AN INVESTMENT, ASSUMING REINVESTMENT OF THE FUND'S DIVIDEND INCOME AND CAPITAL GAINS. THE $100,000 LINE GRAPH AND THE FUND'S RETURNS DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON FUND DISTRIBUTIONS OR THE REDEMPTION OF FUND SHARES. DURING PERIODS OF REIMBURSEMENT BY THE FUND'S INVESTMENT ADVISER (IF APPLICABLE), THE FUND'S TOTAL RETURN WILL BE GREATER THAN IT WOULD BE HAD THE REIMBURSEMENT NOT OCCURRED. PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE. 3 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM ASSET RESERVE FUND SHAREHOLDER EXPENSE EXAMPLE - -------------------------------------------------------------------------------- As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2004 to December 31, 2004). Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000.00=8.6), then multiply the result by the number in the first line 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 line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's 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 Fund 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 transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs 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. EXPENSES PAID BEGINNING ENDING DURING PERIOD+ ACCOUNT VALUE ACCOUNT VALUE JULY 1, 2004 TO JULY 1, 2004 DECEMBER 31, 2004 DECEMBER 31, 2004 - --------------------------------------------------------------------------------------------------------------------- Actual $1,000.00 $1,006.60 $2.27 Hypothetical (5% return per year before expenses) $1,000.00 $1,022.87 $2.29 - ------- + EXPENSES ARE EQUAL TO THE FUND'S ANNUALIZED EXPENSE RATIO OF 0.45%, MULTIPLIED BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY 184/366 (TO REFLECT THE ONE-HALF YEAR PERIOD).THE EXAMPLE REFLECTS THE COMBINED EXPENSES OF THE FUND AND THE MASTER PORTFOLIO IN WHICH IT INVESTS ALL ITS ASSETS. 4 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM ASSET RESERVE FUND PORTFOLIO INFORMATION AS OF DECEMBER 31, 2004 (UNAUDITED) - -------------------------------------------------------------------------------- SUMMARY OF COMBINED RATINGS -------------------------------------------- PERCENTAGE OF QUALITY BREAKDOWN INVESTMENTS -------------------------------------------- Treasury/Agency 6.5% AAA 30.5 AA 11.2 A 46.3 BBB 4.4 Cash & Equivalents 1.1 ----- TOTAL 100.0% Based on ratings from Standard & Poor's and/or Moody's Investors Services. If a security receives split (different) ratings from multiple rating organizations, the Fund treats the security as being rated in the higer rating category. PERCENTAGE OF TOP TEN HOLDINGS* RATE MATURITY NET ASSETS ---------------------------------------------------------------------------------------------------------- American Express Master Trust 2002-1 A 2.473 12/15/2005 4.1% Mound Financing PLC 3A A1-1 144A 2.350 2/8/2008 3.7 Morgan Stanley Dean Witter 7.750 6/15/2005 3.0 Diageo Capital PLC 6.125 8/15/2005 3.0 CS First Boston (USA), Inc. Notes MTN 2.790 6/19/2006 3.0 Citigroup Global Markets Holdings, Inc. 2.578 6/6/2006 3.0 Washington Mutual, Inc. 2.450 11/3/2005 3.0 Gracechurch Card Funding PLC 4 A 2.453 6/15/2008 3.0 Bear Stearns Co., Inc. MTN 2.633 9/15/2006 3.0 Toyota Auto Receivables Owner Trust 2003-B A3 2.433 8/15/2007 3.0 ------ 31.8% * Excluding short-term investments and investment of cash collateral. PERCENTAGE OF ECONOMIC SECTOR ALLOCATION INVESTMENTS -------------------------------------------- Treasury/Agency 6.5% Credit 23.9 Floating rate credit 38.6 Asset-Backed 8.7 Floating rate asset-backed 21.2 Cash & equivalents 1.1 ----- 100.0% The Portfolio is actively managed. Current holdings may be different than those presented above. 5 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM ASSET RESERVE FUND STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 - -------------------------------------------------------------------------------- ASSETS Investment in Standish Mellon Short-Term Asset Reserve Portfolio ("Portfolio"), at value (Note 1A) $67,266,628 Receivable for Fund shares sold 650 Prepaid expenses 24,245 ----------- Total assets 67,291,523 LIABILITIES Payable for Fund shares redeemed $ 750 Distributions payable 42,459 Accrued transfer agent fees (Note 2) 7,839 Accrued Trustees' fees and expenses 510 Accrued expenses and other liabilities 10,340 ----------- Total liabilities 61,898 ----------- NET ASSETS $67,229,625 =========== NET ASSETS CONSIST OF: Paid-in capital $69,842,343 Accumulated net realized loss (2,428,981) Undistributed net investment income 1,458 Net unrealized depreciation (185,195) ----------- TOTAL NET ASSETS $67,229,625 =========== SHARES OF BENEFICIAL INTEREST OUTSTANDING 3,480,171 =========== NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE (Net Assets/Shares outstanding) $ 19.32 =========== The accompanying notes are an integral part of the financial statements. 6 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM ASSET RESERVE FUND STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 - -------------------------------------------------------------------------------- INVESTMENT INCOME (NOTE 1B) Investment income allocated from Portfolio $1,714,379 Expenses allocated from Portfolio (400,334) ---------- Net investment income allocated from Portfolio 1,314,045 EXPENSES Transfer agent fees (Note 2) $ 16,909 Registration fees 27,245 Professional fees 24,491 Trustees' fees and expenses (Note 2) 2,010 Insurance expense 1,362 Shareholder reports 8,612 Analytical Services Fees 4,998 Miscellaneous 3,735 ---------- Total expenses 89,362 Deduct: Reimbursement of Fund operating expenses (Note 2) (55,494) ---------- Total expenses 33,868 ---------- Net investment income 1,280,177 ---------- REALIZED AND UNREALIZED GAIN (LOSS) Net realized gain (loss) allocated from Portfolio on: Investment transactions and futures transactions (63,934) Change in unrealized appreciation (depreciation) allocated from Portfolio on: Investments and futures (423,401) ---------- Net realized and unrealized loss on investments (487,335) ---------- NET INCREASE IN NET ASSETS FROM OPERATIONS $ 792,842 ========== The accompanying notes are an integral part of the financial statements. 7 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM ASSET RESERVE FUND STATEMENT OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 ----------------- ----------------- INCREASE (DECREASE) IN NET ASSETS: FROM INVESTMENT OPERATIONS Net investment income $ 1,280,177 $ 2,842,200 Net realized gains (losses) (63,934) 509,269 Change in net unrealized appreciation (depreciation) (423,401) (754,524) ------------- ------------ Net increase in net assets from investment operations 792,842 2,596,945 ------------- ------------ DISTRIBUTIONS TO SHAREHOLDERS (NOTE 1C) From net investment income (1,475,658) (3,213,940) ------------- ------------ Total distributions to shareholders (1,475,658) (3,213,940) ------------- ------------ FUND SHARE (PRINCIPAL) TRANSACTIONS (NOTE 4) Net proceeds from sale of shares 62,046,776 153,359,955 Value of shares issued to shareholders in reinvestment of distributions declared 1,074,063 2,836,562 Cost of shares redeemed (137,044,992) (160,362,595) ------------- ------------ Net increase in net assets from Fund share transactions (73,924,153) (4,166,078) ------------- ------------ TOTAL DECREASE IN NET ASSETS (74,606,969) (4,783,073) NET ASSETS At beginning of year 141,836,594 146,619,667 ------------- ------------ At end of year (including undistributed net investment income of $1,458 and distributions in excess of net investment income of $33,067) $ 67,229,625 $141,836,594 ============= ============ The accompanying notes are an integral part of the financial statements. 8 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM ASSET RESERVE FUND FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ----------------------------------------------------------- 2004 2003 2002 2001 2000 ------- -------- -------- -------- -------- NET ASSET VALUE, BEGINNING OF THE YEAR $ 19.48 $ 19.55 $ 19.55 $ 19.36 $ 19.23 ------- -------- -------- -------- -------- FROM INVESTMENT OPERATIONS: Net investment income(* (1)) 0.27 0.31 0.58 0.95 1.15 Net realized and unrealized gain (loss) on investments (0.12) (0.04) 0.03 0.21 0.13 ------- -------- -------- -------- -------- Total from investment operations 0.15 0.27 0.61 1.16 1.28 ------- -------- -------- -------- -------- LESS DISTRIBUTIONS TO SHAREHOLDERS: From net investment income (0.31) (0.34) (0.61) (0.97) (1.15) ------- -------- -------- -------- -------- Total distributions to shareholders (0.31) (0.34) (0.61) (0.97) (1.15) ------- -------- -------- -------- -------- NET ASSET VALUE, END OF YEAR $ 19.32 $ 19.48 $ 19.55 $ 19.55 $ 19.36 ======= ======== ======== ======== ======== TOTAL RETURN((+)) 0.75% 1.48% 3.14% 6.14% 6.94% RATIOS/SUPPLEMENTAL DATA: Expenses (to average daily net assets)(*(2)) 0.45% 0.36% 0.36% 0.36% 0.36% Net Investment Income (to average daily net assets)(*) 1.33% 1.60% 2.99% 4.89% 6.07% Net Assets, End of Year (000's omitted) $67,230 $141,837 $146,620 $133,939 $183,858 - ------- * For the periods indicated, the investment adviser voluntarily agreed not to impose all or a portion of its investment advisory fee charged to the Portfolio and/ or reimbursed the Fund for a portion of its operating expenses. If this voluntary action had not been taken, the investment income per share and the ratios would have been: Net investment income per share (1) $ 0.25 $ 0.30 $ 0.56 $ 0.94 $ 1.15 Ratios (to average daily net assets): Expenses (2) 0.51% 0.43% 0.46% 0.41% 0.38% Net investment income 1.27% 1.53% 2.89% 4.84% 6.05% (a) Through its investment in the Portfolio, the Fund has adopted the provisions of the revised AICPA Audit and Accounting Guide for Investment Companies effective January 1, 2001 and began amortizing premium and discount on all debt securities on an effective yield basis. The effect of this change for the year ended December 31, 2001 was to increase net investment income per share by $0.001, decrease net realized and unrealized gains and losses per share by $0.001 and increase the ratio of net investment income to average net assets by less than 0.01%. Per share data and ratios/supplemental data for the periods prior to January 1, 2001 have not been restated to reflect this change in presentation. (1) Calculated based on average shares outstanding. (2) Includes the Fund's share of the Standish Mellon Short-Term Asset Reserve Portfolio's Allocated expenses. + Total return would have been lower in the absence of expense waivers. The accompanying notes are an integral part of the financial statements. 9 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM ASSET RESERVE FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) SIGNIFICANT ACCOUNTING POLICIES: Mellon Institutional Funds Investment Trust (the "Trust") is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end, management investment company. Standish Mellon Short-Term Asset Reserve Fund (the "Fund") is a separate diversified investment series of the Trust. The objective of the Fund is to achieve a high level of current income consistent with preserving principal and liquidity. The Fund seeks to achieve its objective by investing all of its investable assets in an interest of the Standish Mellon Short-Term Asset Reserve Portfolio (the "Portfolio"), a subtrust of Mellon Institutional Funds Master Portfolio (the "Portfolio Trust"), which is organized as a New York trust and which has the same investment objective as the Fund. The Portfolio seeks to achieve its objective by investing, under normal circumstances, at least 80% of net assets in dollar-denominated money market instruments, short-term fixed income securities and asset-backed securities of U.S. and foreign governments, banks and companies. The value of the Fund's investment in the Portfolio reflects the Fund's proportionate interest in the net assets of the Portfolio (approximately 100% at December 31, 2004). The performance of the Fund is directly affected by the performance of the Portfolio. The financial statements of the Portfolio are included elsewhere in this report and should be read in conjunction with the Fund's financial statements. The following is a summary of significant accounting policies followed by the Fund in the preparation of its 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 in the financial statements. Actual results could differ from those estimates. A. INVESTMENT SECURITY VALUATIONS The Fund records its investment in the Portfolio at value. The method by which the Portfolio values its securities is discussed in Note 1A of the Portfolio's Notes to Financial Statements, which are included elsewhere in this report. B. SECURITIES TRANSACTIONS AND INCOME Securities transactions of the Portfolio are recorded as of the trade date. Currently, the Fund's net investment income consists of the Fund's pro rata share of the net investment income of the Portfolio, less all actual and accrued expenses of the Fund determined in accordance with accounting principles generally accepted in the United States of America. All realized and unrealized gains and losses of the Portfolio are allocated pro rata among the investors in the Portfolio. C. DISTRIBUTIONS TO SHAREHOLDERS Distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income will be declared daily and distributed monthly. The Fund's dividends from short-term and long-term capital gains, if any, after reduction of capital losses will be declared and distributed at least annually. In determining the amounts of its dividends, the Fund will take into account its share of the income, gains or losses, expenses, and any other tax items of the Portfolio. Dividends from net investment income and distributions from capital gains, if any, are reinvested in additional shares of the Fund unless a shareholder elects to receive them in cash. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences, which may result in distribution reclassifications, are primarily due to differing treatments for capital loss carryforwards and amortization and/or accretion of premiums and discounts on certain securities. Permanent book and tax basis differences will result in reclassifications to undistributed net investment income, accumulated net realized gain (loss) and paid in capital. Undistributed net investment income and accumulated net realized gain (loss) on investments and foreign currency transactions may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year. D. EXPENSES The majority of expenses of the Trust or Portfolio Trust are directly identifiable to an individual fund or portfolio. Expenses which are not readily identifiable to a specific fund or portfolio are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds or portfolios. 10 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM ASSET RESERVE FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- E. COMMITMENTS AND CONTINGENCIES In the normal course of business, the Fund may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Fund under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risks of loss to be remote. (2) INVESTMENT ADVISORY FEE AND TRANSACTIONS WITH AFFILIATES: The Fund does not directly pay any investment advisory fees, but indirectly bears its pro rata share of the compensation paid by the Portfolio to Standish Mellon Asset Management Company LLC ("Standish Mellon"), a wholly-owned subsidiary Mellon Financial Corporation, for such services. See Note 2 of the Portfolio's Notes to Financial Statements which are included elsewhere in this report. Standish Mellon voluntarily agreed to limit the total operating expenses of the Fund and its pro rata share of the Portfolio expenses (excluding brokerage commissions, taxes and extraordinary expenses) to 0.45% of the Fund's average daily net assets for the year ended December 31,2004. Pursuant to these agreements, for the year ended December 31, 2004, Standish Mellon voluntarily reimbursed the Fund for $55,494 of its operating expenses. This agreement is voluntary and temporary and may be discontinued or revised by Standish Mellon at any time. Effective February 23, 2004, the Fund entered into an agreement with Dreyfus Transfer, Inc., a wholly owned subsidiary of The Dreyfus Corporation, a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide personnel and facilities to perform transfer agency and certain shareholder services for the Fund. For these services the Fund pays Dreyfus Transfer, Inc. a fixed fee plus per account and transaction based fees as well as out-of-pocket expenses. Pursuant to this agreement the Fund paid $6,756 during the period ended December 31, 2004. No director, officer or employee of Standish Mellon or its affiliates receives any compensation from the Trust or the Portfolio for serving as an officer or Trustee of the Trust. The Trust pays each Trustee who is not a director, officer or employee of Standish Mellon or its affiliates an annual fee and a per meeting fee as well as reimbursement for travel and out of pocket expenses. In addition, the Portfolio Trust pays the legal fees for the independent counsel of the Trustees. (3) INVESTMENT TRANSACTIONS: Increases and decreases in the Fund's investment in the Portfolio for the year ended December 31, 2004, aggregated $63,157,972 and $138,574,542, respectively. (4) SHARES OF BENEFICIAL INTEREST: The Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest having a par value of one cent per share. Transactions in Fund shares were as follows: FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 ------------------ ----------------- Shares sold 3,186,297 7,856,671 Shares issued to shareholders in payment of distributions declared 55,316 145,331 Shares redeemed (7,042,292) (8,221,254) ---------- ---------- Net decrease (3,800,679) (219,252) ========== ========== At December 31, 2004, one shareholder of record held approximately 14% of the total outstanding shares of the Fund. Investment activity of this shareholder could have a material impact on the Fund. 11 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM ASSET RESERVE FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (5) FEDERAL TAXES: As a regulated investment company qualified under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes substantially all of its taxable income for its fiscal year. As of December 31, 2004 and December 31, 2003, the components of distributable earnings on a tax basis were as follows: 2004 ------------ Undistributed ordinary income $ 1,458 Capital loss carry forward (2,356,373) At December 31, 2004, the Fund, for federal income tax purposes, has capital loss carryovers of $2,356,373 which will reduce the Fund's taxable income arising from net realized gain on investments, if any, to the extent permitted by the Internal Revenue Code and thus will reduce the amount of distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal income tax. Such capital loss carryovers are as follows: CAPITAL LOSS CARRY OVER EXPIRATION DATE ------------ ---------------- $ 381,998 12/31/2005 80,787 12/31/2006 848,377 12/31/2007 816,280 12/31/2008 228,931 12/31/2012 ---------- $2,356,373 ========== Tax character of distributions paid during the fiscal year ended December 31, 2004 and December 31, 2003 were as follows: 2004 2003 ------------ ------------ Ordinary income $1,475,658 $3,213,940 See corresponding master portfolio for tax basis unrealized appreciation/(depreciation) information. 12 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON SHORT-TERM ASSET RESERVE FUND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Trustees of Mellon Institutional Funds Investment Trust and the Shareholders of Standish Mellon Short-Term Asset Reserve 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 Standish Mellon Short-Term Asset Reserve Fund (the "Fund") at December 31, 2004, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and the 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 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 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 agreement of the amount of the investment in the Portfolio at December 31, 2004 to the Portfolio's records, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP New York, NY February 25, 2005 13 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON SHORT-TERM ASSET RESERVE PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- EXPECTED MATURITY PAR VALUE SECURITY RATE (UNAUDITED) MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ BONDS AND NOTES--98.2% ASSET BACKED--25.6% American Express Master Trust 2002-1 A(a) 2.473% 1/18/2005 12/15/2005 $ 2,735,000 $ 2,735,165 Chase Funding Mortgage Loan Asset Backed 2003-3 2A2(a) 2.688 5/25/2005 4/25/2033 1,327,746 1,331,774 Chase Manhattan Auto Owner Trust 2002-B A3 3.580 1/15/2005 5/15/2006 19,172 19,175 Chase Manhattan Auto Owner Trust 2003-B A4 2.570 7/15/2008 2/16/2010 1,000,000 982,345 Citibank Credit Card Issuance Trust 2004-A1 A1 2.550 1/20/2007 1/20/2009 1,250,000 1,228,729 Discover Card Master Trust I 2000-5 A(a) 2.583 5/16/2005 11/15/2007 725,000 725,491 GE Dealer Floorplan Master Note Trust 2004-1(a) 2.460 7/20/2006 7/20/2008 400,000 400,046 Gracechurch Card Funding PLC 4 (a) 2.453 6/15/2006 6/15/2008 2,000,000 2,001,448 GS Auto Loan Trust 2004-1 A4 2.650 3/15/2008 5/16/2011 315,000 308,916 Honda Auto Receivables Owner Trust 2002-4 A4 2.700 4/15/2007 3/17/2008 600,000 596,553 Lehman Brothers Commercial Mortgage Trust 2004-LLFA A1(a) 2.533 1/16/2007 10/15/2017 399,629 400,112 M & I Auto Loan Trust 2003-1 A4 2.970 12/20/2007 4/20/2009 700,000 692,728 Option One Mortgage Loan Trust 2004-1(a) 2.708 7/25/2018 1/25/2034 266,308 266,433 Option One Mortgage Loan Trust 2004-3 A2 (a) 2.568 5/25/2006 11/25/2034 397,210 397,217 Residential Asset Securities Corp. 1998 KS3 A16(a) 2.918 3/26/2012 10/25/2029 477,304 479,567 SLM Student Loan Trust 2004-9 A2 (a) 2.000 1/25/2011 1/25/2009 1,000,000 999,531 Toyota Auto Receivables Owner Trust 2003-B A3(a) 2.433 6/15/2006 8/15/2007 2,000,000 2,000,456 Wachovia Auto Owner Trust 2004-B A4 3.440 9/20/2008 3/21/2011 400,000 396,070 Washington Mutual 2003-AR4 3.551 8/25/2005 5/25/2033 244,365 244,051 World Financial Network Credit Card 2004-B A 2.503 9/15/2006 7/15/2010 1,000,000 1,000,161 ----------- Total Asset Backed (Cost $17,243,011) 17,205,968 ----------- COLLATERALIZED MORTGAGE OBLIGATIONS--5.9% Mound Financing PLC 3A A1-1 144A(a) 2.350 2/8/2006 2/8/2008 2,500,000 2,501,050 Permanent Financing PLC 3A(a) 2.585 12/12/2005 6/10/2007 1,490,000 1,491,295 ----------- Total Collateralized Mortgage Obligations (Cost $3,990,000) 3,992,345 ----------- CORPORATE--59.3% BANKING--13.6% Citigroup Global Markets Holdings, Inc. 2.578 6/6/2006 2,000,000 2,003,754 HSBC Bank USA 2.590 9/21/2007 1,500,000 1,500,636 National City Bank Of Indiana 2.375 8/15/2006 700,000 689,600 National City Bank of Indiana (a) 2.580 9/16/2005 440,000 440,334 US Bancorp Notes MTN 2.625 3/15/2006 500,000 495,691 Wachovia Corp. 2.503 7/20/2007 1,000,000 999,714 Washington Mutual, Inc.(a) 2.450 11/3/2005 2,000,000 2,003,270 Zions Bancorporation 2.700 5/1/2006 1,000,000 991,457 ----------- 9,124,456 ----------- BROKERAGES--14.2% Bear Stearns Co., Inc. MTN(a) 2.633 9/15/2006 2,000,000 2,001,118 CS First Boston (USA), Inc. Notes MTN(a) 2.790 6/19/2006 2,000,000 2,007,050 JP Morgan Chase & Co. 2.600 12/12/2006 850,000 851,894 Merrill Lynch & Co.(*) 2.460 2/6/2009 1,000,000 999,972 Morgan Stanley 5.800 4/1/2007 935,000 980,229 Morgan Stanley Dean Witter 7.750 6/15/2005 2,000,000 2,043,650 Morgan Stanley Dean Witter Senior Notes(a) 2.610 1/31/2006 620,000 622,500 ----------- 9,506,413 ----------- COMMUNICATIONS--3.0% Verizon Wireless Capital 144A 2.415 5/23/2005 1,000,000 999,733 Viacom, Inc. 5.625 5/1/2007 1,000,000 1,045,501 ----------- 2,045,234 ----------- The accompanying notes are an integral part of the financial statements. 14 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON SHORT-TERM ASSET RESERVE PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- EXPECTED MATURITY PAR VALUE SECURITY RATE (UNAUDITED) MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER NONCYCLICAL--8.2% Coca-Cola Enterprises 2.500% 9/15/2006 $ 1,559,000 $ 1,536,649 Diageo Capital PLC 6.125 8/15/2005 2,000,000 2,039,292 General Mills, Inc. 2.625 10/24/2006 2,000,000 1,965,994 ----------- 5,541,935 ----------- FINANCIAL--11.1% CIT Group, Inc.(a) 2.730 6/19/2006 500,000 501,094 CIT Group, Inc. Senior Notes(a) 2.921 9/22/2006 1,550,000 1,556,774 Countrywide Home Loans, Inc 2.450 2/17/2006 700,000 699,817 Credit Agricole Indosuez(a) 2.308 2/28/2005 2,000,000 2,000,000 Genworth Financial, Inc.(*) 2.640 6/15/2007 1,000,000 998,813 John Deere Capital Corp. 2.570 3/16/2006 500,000 500,313 SLM Corp. Notes MTN(a) 2.300 1/13/2006 700,000 701,271 Textron Financial Corp. MTN 2.690 10/3/2006 500,000 492,910 ----------- 7,450,992 ----------- HEALTH CARE--1.0% Unitedhealth Group, Inc. 3.375 8/15/2007 700,000 694,635 ----------- INSURANCE--5.2% Allstate Corp. Senior Notes 7.875 5/1/2005 1,500,000 1,523,972 Met Life Global Funding I 144A(a) 2.101 10/5/2007 1,000,000 999,588 Nationwide Life Global Fund 144A(a) 2.590 9/28/2007 1,000,000 999,660 ----------- 3,523,220 ----------- TECHNOLOGY--1.5% First Data Corp. 4.700 11/1/2006 1,000,000 1,022,351 ----------- PUBLIC UTILITY--1.5% Alabama Power Co. 2.571 8/25/2009 1,000,000 999,922 ----------- Total Corporate (Cost $39,989,144) 39,909,158 ----------- YANKEE BONDS--2.2% HBOS Treasury Services PLC 144A (Cost $1,500,000) 2.140 1/12/2007 1,500,000 1,502,478 ----------- U.S. GOVERNMENT AGENCY--5.2% GOVERNMENT BACKED--3.6% FNMA 4.500 3/25/2008 5/25/2012 750,000 760,133 FHLMC 5.000 7/15/2007 6/15/2016 650,000 662,290 FHLMC 4.500 12/15/2007 1/15/2019 494,985 499,833 FHLMC 5.000 6/15/2009 1/15/2023 465,000 476,277 ----------- Total Government Backed (Cost $2,409,510) 2,398,533 ----------- PASS THRU SECURITIES--1.6% FHLMC 2.614 9/15/2007 7/15/2011 628,634 621,484 FHLMC 5.500 9/15/2007 10/15/2018 425,000 435,524 ----------- Total Pass Thru Securities (Cost $1,065,223) 1,057,008 ----------- Total U.S. Government Agency (Cost $3,474,733) 3,455,541 ----------- TOTAL BONDS AND NOTES (COST $66,196,888) 66,065,490 ----------- The accompanying notes are an integral part of the financial statements. 15 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON SHORT-TERM ASSET RESERVE PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ SHORT TERM INVESTMENTS--5.0% COMMERCIAL PAPER--2.1% Market Street Fund++ 2.230% 1/3/2005 $ 400,000 $ 400,00 Starbird Funding Corp.++ 2.220 1/3/2005 1,000,000 1,000,000 ----------- 1,400,000 ----------- U.S. GOVERNMENT--0.3% FNMA Discount Note++ (b) 2.180 2/9/2005 200,000 199,552 ----------- SHARES --------- INVESTMENT COMPANIES--0.0% Dreyfus Institutional Preferred Plus((+)) 25,358 25,358 ----------- INVESTMENT OF CASH COLLATERAL--2.6% BlackRock Cash Strategies L.L.C.(**) 1,714,212 1,714,212 ----------- TOTAL SHORT TERM INVESTMENTS--(Cost $3,339,122) 3,339,122 ----------- TOTAL INVESTMENTS--103.2% (COST $69,536,010) 69,404,612 LIABILITIES IN EXCESS OF OTHER ASSETS--(3.2%) (2,137,984) ----------- NET ASSETS--100.0% $67,266,628 =========== NOTES TO SCHEDULE OF INVESTMENTS: FHLMC-Federal Home Loan Mortgage Corporation FNMA-Federal National Mortgage Association MTC-Medium Term Notes 144A-Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified buyers. (a) Variable Rate Security, rate indicated is as of 12/31/04. (b) Denotes all or part of security is pledged as collateral for futures transactions. + Affiliated institutional money market fund. ++ Rate noted is yield to maturity * Security, or a portion thereof, was on loan at December 31, 2004. ** Money market fund exempt from registration under the Investment Company Acts of 1940 offered only to eligible investors. At December 31, 2004 the Portfolio held the following futures contracts: UNDERLYING FACE UNREALIZED CONTRACT POSITION EXPIRATION DATE AMOUNT AT VALUE GAIN/(LOSS) - ------------------------------------------------------------------------------------------------------------------------------ EURO Future (23 Contracts) Long 3/14/2005 $ 5,572,700 $ 10,149 EURO Future (23 Contracts) Long 6/13/2005 5,595,338 (28,014) EURO Future (23 Contracts) Long 9/19/2005 5,587,038 (32,077) EURO Future (23 Contracts) Long 12/19/2005 5,549,038 (3,855) -------- $(53,797) ======== The accompanying notes are an integral part of the financial statements. 16 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON SHORT-TERM ASSET RESERVE PORTFOLIO STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 - -------------------------------------------------------------------------------- ASSETS Investments in securities (including securities on loan, valued at $1,679,767 (Note 6)) Unaffiliated issuers, at value (Note 1A) (cost $69,510,652) $69,379,254 Affiliated issuers, at value (Note 1A) (cost $25,358) (Note 1F) 25,358 Interest and dividends receivable 277,911 Variation margin receivable 6,038 Prepaid expenses 2,086 ----------- Total assets 69,690,647 LIABILITIES Collateral for securities on loan (Note 6) $ 1,714,212 Payable for securities purchased 665,505 Accrued accounting, administration and custody fees (Note 2) 14,071 Accrued advisory fees 923 Accrued trustees' fees and expenses (Note 2) 5,721 Accrued expenses and other liabilities 23,587 ----------- Total liabilities 2,424,019 ----------- NET ASSETS (APPLICABLE TO INVESTORS' BENEFICIAL INTEREST) $67,266,628 =========== The accompanying notes are an integral part of the financial statements. 17 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON SHORT-TERM ASSET RESERVE PORTFOLIO STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 - -------------------------------------------------------------------------------- INVESTMENT INCOME (NOTE 1B) Interest income (including securities lending income of $1,351 (Note 6)) $1,711,952 Income from affiliated investment (Note 1F) 2,427 ---------- Total investment income 1,714,379 EXPENSES Investment advisory fee (Note 2) $ 243,135 Accounting, administration and custody fees (Note 2) 89,505 Legal and audit services 27,688 Trustees' fees and expenses (Note 2) 25,539 Insurance expense 12,257 Miscellaneous 2,210 ---------- Total expenses 400,334 ---------- Net investment income 1,314,045 ========== REALIZED AND UNREALIZED GAIN (LOSS) Net realized gain (loss) on: Investment security transactions 68,181 Futures transactions (132,115) ---------- Net realized gain (loss) (63,934) Change in unrealized appreciation (depreciation) on: Investment securities (325,503) Futures contracts (97,898) ---------- Change in net unrealized appreciation (depreciation) (423,401) ---------- Net realized and unrealized loss (487,335) ---------- NET INCREASE IN NET ASSETS FROM OPERATIONS $ 826,710 ========== The accompanying notes are an integral part of the financial statements. 18 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON SHORT-TERM ASSET RESERVE PORTFOLIO STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 ------------------ ----------------- INCREASE (DECREASE) IN NET ASSETS: FROM INVESTMENT OPERATIONS Net investment income $ 1,314,045 $ 2,845,203 Net realized gain (loss) (63,934) 509,270 Change in net unrealized appreciation (depreciation) (423,401) (754,526) ------------ ------------ Net increase in net assets from investment operations 826,710 2,599,947 ------------ ------------ CAPITAL TRANSACTIONS Contributions 63,157,972 153,343,305 Withdrawals (138,574,542) (160,857,552) ------------ ------------ Net decrease in net assets from capital transactions (75,416,570) (7,514,247) ------------ ------------ TOTAL DECREASE IN NET ASSETS (74,589,860) (4,914,300) NET ASSETS At beginning of year 141,856,488 146,770,788 ------------ ------------ At end of year $ 67,266,628 $141,856,488 ============ ============ The accompanying notes are an integral part of the financial statements. 19 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON SHORT-TERM ASSET RESERVE PORTFOLIO FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ------------------------------------------------------------ 2004 2003 2002 2001(A) 2000 -------- -------- --------- -------- -------- TOTAL RETURN((+)) 0.79% 1.48% 3.14% 6.15% 6.96% RATIOS: Expenses (to average daily net assets)(*) 0.41% 0.36% 0.36% 0.35% 0.34% Net Investment Income (to average daily net assets)(*) 1.36% 1.60% 2.99% 4.89% 6.07% Portfolio Turnover 39% 113% 160% 174% 70% Net Assets, End of Year (000's omitted) $67,267 $141,856 $146,771 $134,055 $180,548 - ------- * For the periods indicated, the investment adviser voluntarily agreed not to impose all or a portion of its investment advisory fee and/ or reimbursed the Fund for a portion of its operating expenses. If this voluntary action had not been taken, the investment income per share and the ratios would have been: Ratios (to average daily net assets): Expenses N/A 0.37% 0.38% N/A N/A Net investment income N/A 1.59% 2.97% N/A N/A ( (a) The Portfolio has adopted the provisions of the revised AICPA Audit and Accounting Guide for Investment Companies effective January 1, 2001 and began amortizing premium and discount on all debt securities on an effective yield basis. The effect of this change for the year ended December 31, 2001 was to increase the ratio of the net investment income to average net assets by less than 0.01%. Ratios for the periods prior to January 1, 2001 have not been restated to reflect this change in presentation. (+) Total return for the Portfolio has been calculated based on the total return for the invested Fund, assuming all distributions were reinvested, and adjusted for the difference in expenses as set out in the notes to the financial statements. Total return would have been lower in the absence of expense waivers. The accompanying notes are an integral part of the financial statements. 20 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON SHORT-TERM ASSET RESERVE PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) SIGNIFICANT ACCOUNTING POLICIES: Mellon Institutional Funds Master Portfolio (the "Portfolio Trust") was organized as a master trust fund under the laws of the State of New York on January 18, 1996 and is registered under the Investment Company Act of 1940, as amended, as an open-end, management investment company. Standish Mellon Short-Term Asset Reserve Portfolio (the "Portfolio") is a separate diversified investment series of the Portfolio Trust. At December 31, 2004 there was one fund, Standish Mellon Short-Term Asset Reserve Fund (the "Fund"), invested in the Portfolio. The value of the Fund's investment in the Portfolio reflects the Fund's proportionate interest in the net assets of the Portfolio. The Fund's proportionate interest at December 31, 2004 was approximately 100%. The objective of the Portfolio is to achieve a high level of current income consistent with preserving principal and liquidity. The Portfolio seeks to achieve its objective by investing, under normal circumstances, at least 80% of net assets in dollar-denominated money market instruments, short-term fixed income securities and asset-backed securities of U.S. and foreign governments, banks and companies. The following is a summary of significant accounting policies followed by the Portfolio in the preparation of its 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 in the financial statements. Actual results could differ from those estimates. A. INVESTMENT SECURITY VALUATIONS Securities for which quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price in the principal market in which such securities are normally traded. Market quotations are not considered to be readily available for certain debt obligations; such investments are stated at fair value on the basis of valuations furnished by a pricing service or dealers, approved by the Trustees, which determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and variable relationships between securities that are generally recognized by institutional traders. Securities (including illiquid securities) for which quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Trustees. Short-term instruments with less than sixty-one days remaining to maturity are valued at amortized cost, which approximates market value. If the Portfolio acquires a short-term instrument with more than sixty days remaining to its maturity, it is valued at current market value until the sixtieth day prior to maturity and will then be valued at amortized value based upon the value on such date unless the Trustees determine during such sixty-day period that amortized value does not represent fair value. B. SECURITIES TRANSACTIONS AND INCOME Securities transactions are recorded as of trade date. Interest income is determined on the basis of interest accrued, adjusted for accretion of discount or amortization of premium using the yield-to-maturity method on long-term debt securities and short-term securities with greater than sixty days to maturity. Realized gains and losses from securities sold are recorded on the identified cost basis. C. INCOME TAXES The Portfolio is treated as a partnership for federal tax purposes. No provision is made by the Portfolio for federal or state taxes on any taxable income of the Portfolio because each investor in the Portfolio is ultimately responsible for the payment of any taxes. Since at least one of the Portfolio's investors is a regulated investment company that invests all or substantially all of its assets in the Portfolio, the Portfolio normally must satisfy the source of income and diversification requirements applicable to regulated investment companies (under the Internal Revenue Code) in order for its investors to satisfy them. The Portfolio allocates at least annually among its investors each investor's distributive share of the Portfolio's net investment income, net realized capital gains, and any other items of income, gain, loss deduction or credit. D. EXPENSES The majority of expenses of the Trust or Portfolio Trust are directly identifiable to an individual fund or portfolio. Expenses which are not readily identifiable to a specific fund or portfolio are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds or portfolios. 21 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON SHORT-TERM ASSET RESERVE PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- E. COMMITMENTS AND CONTINGENCIES In the normal course of business, the Portfolio may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Portfolio under these arrangements is unknown, as this would involve future claims that may be made against the Portfolio that have not yet occurred. However, based on experience, the Portfolio expects the risks of loss to be remote. F. AFFILIATED ISSUERS Affiliated issuers represent investments held in the Portfolio in other investment companies advised by Standish Mellon Asset Management Company LLC ("Standish Mellon"), a wholly-owned subsidiary Mellon Financial Corporation, or its affiliates. (2) INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES: The investment advisory fee paid to Standish Mellon for overall investment advisory and administrative services is paid monthly at the annual rate of 0.25% of the Portfolio's average daily net assets. The Portfolio compensates Mellon Bank, N.A. under a custody, administration and accounting services agreement for providing custody, fund administration and fund accounting services for the Portfolio. Pursuant to this agreement the Portfolio paid $77,893 during the year ended December 31, 2004. The Fund entered into an agreement with Mellon Bank to perform certain securities lending activities and to act as the Fund's lending agent. Pursuant to this agreement Mellon Bank receives an agreed upon percentage of the net lending revenues. This compensation is a standard form of compensation received by securities lending agents with respect to non-affiliated entities.For further details see Note 6. No director, officer or employee of Standish Mellon or its affiliates receives any compensation from the Trust or the Portfolio for serving as an officer or Trustee of the Trust. The Trust pays each Trustee who is not a director, officer or employee of Standish Mellon or its affiliates an annual fee and a per meeting fee as well as reimbursement for travel and out of pocket expenses. In addition, the Portfolio Trust pays the legal fees for the independent counsel of the Trustees. (3) PURCHASES AND SALES OF INVESTMENTS: Purchases and proceeds from sales of investments, other than short-term obligations, for the year ended December 31, 2004 were as follows: PURCHASES SALES ---------- ---------- U.S. Government Securities $10,285,317 $16,873,386 ========== ========== Investments (non-U.S. Government Securities) $24,208,797 $68,625,142 ========== ========== (4) FEDERAL TAXES: The cost and unrealized appreciation (depreciation) in value of the investment securities owned at December 31, 2004, as computed on a federal income tax basis, were as follows: Aggregate Cost $69,536,010 ========== Gross unrealized appreciation 53,794 Gross unrealized depreciation (185,192) ---------- Net unrealized depreciation $ (131,398) ========== (5) FINANCIAL INSTRUMENTS: In general, the following instruments are used for hedging purposes as described below. However, these instruments may also be used to seek to enhance potential gain in circumstances where hedging is not involved. The nature, risks and objectives of these instruments are set forth more fully in the Portfolio Trust's registration statement. 22 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON SHORT-TERM ASSET RESERVE PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- The Portfolio may trade the following financial instruments with off-balance sheet risk: OPTIONS Call and put options give the holder the right to purchase or sell a security or currency or enter into a swap arrangement on a future date at a specified price. The Portfolio may use options to seek to hedge against risks of market exposure and changes in security prices and foreign currencies, as well as to seek to enhance returns. Writing puts and buying calls tend to increase the Portfolio's exposure to the underlying instrument. Buying puts and writing calls tend to decrease the Portfolio's exposure to the underlying instrument, or hedge other Portfolio investments. Options, both held and written by the Portfolio, are reflected in the accompanying Statement of Assets and Liabilities at market value. The underlying face amount at value of any open purchased options is shown in the Schedule of Investments. This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments if there is an illiquid secondary market for the contract or if the counterparty does not perform under the contract's terms. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. Realized gains and losses on purchased options are included in realized gains and losses on investment securities, except purchased options on foreign currency which are included in realized gains and losses on foreign currency transactions. If a put option written by the Portfolio is exercised, the premium reduces the cost basis of the securities purchased by the Portfolio. The Portfolio, as a writer of an option, has no control over whether the underlying securities may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the security underlying the written option. Exchange traded options are valued at the last sale price, or if no sales are reported, the last bid price for purchased options and the last ask price for written options. Options traded over-the-counter are valued using prices supplied by the dealers. The Portfolio did not enter into any option transactions during the year ended December 31, 2004. INTEREST RATE FLOORS Interest rate floors purchased by the Portfolio entitle the Portfolio to receive payments on a notional principal amount from the party selling such floor to the extent that a specified index falls below a predetermined interest rate amount. Credit and market risk exist with respect to these instruments. If forecasts of interest rates and other market factors are incorrect, investment performance will diminish compared to what performance would have been if these investment techniques were not used. Even if the forecasts are correct, there are risks that the positions may correlate imperfectly with the asset or liability being hedged, a liquid secondary market may not always exist, or a counterparty to a transaction may not perform. The Portfolio expects to enter these transactions primarily for hedging purposes including, but not limited to, preserving a return or spread on a particular investment or portion of its portfolio, protecting against interest rate fluctuations, as a duration management technique or protecting against an increase in the price of securities the Portfolio anticipates purchasing at a later date. Interest rate floors are "marked-to-market" daily based on quotations from market makers and the change, if any, is recorded as unrealized appreciation or depreciation in the Statement of Operations. Periodic payments of interest, if any, are reported as additions to interest income in the Statement of Operations. Realized gains or losses from these agreements are disclosed in the Statement of Operations. The Portfolio did not enter into any open interest rate floor agreements during the year ended December 31, 2004. FUTURES CONTRACTS The Portfolio may enter into financial futures contracts for the delayed sale or delivery of securities or contracts based on financial indices at a fixed price on a future date. Pursuant to margin requirements the Portfolio deposits either cash or securities in an amount equal to a certain percentage of the contract amount. Subsequent payments are made or received by the Portfolio each day, depending on the daily fluctuations in the value of the underlying security, and are recorded for financial statement purposes as unrealized gains or losses by the Portfolio. There are several risks in connection with the use of futures contracts as a hedging device. The change in value of futures contracts primarily corresponds with the value of their underlying instruments or indices, which may not correlate with changes in the value of hedged investments. Buying futures tends to increase the Portfolio's exposure to the underlying instrument, while selling futures tends to decrease the Portfolio's exposure to the underlying instrument or hedge other investments. In addition, there is the risk that the Portfolio may not be able to enter into a closing transaction because of an illiquid secondary market. Losses may arise if there is an illiquid secondary market or if the counterparty does not perform under the contract's terms. The Portfolio enters into financial futures transactions primarily to seek to manage its exposure to certain markets and to changes in securities prices and foreign currencies. Gains and losses are realized upon the expiration or closing of the futures contracts. Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. 23 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON SHORT-TERM ASSET RESERVE PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- At December 31, 2004, the Portfolio held financial futures contracts. At December 31, 2004, the Portfolio had segregated sufficient cash and/or securities to cover margin requirements on open futures contracts. See Schedule of Investments for further detail. (6) SECURITY LENDING: The Portfolio may lend its securities to financial institutions which the Portfolio deems to be creditworthy. The loans are collateralized at all times with cash or securities with a market value at least equal to the market value of the securities on loan. The market value of securities loaned is determined daily and any additional required collateral is allocated to the Portfolio on the next business day. For the duration of a loan, the Portfolio receives the equivalent of the interest or dividends paid by the issuer on the securities loaned and also receives compensation from the investment of the collateral. As with other extensions of credit, the Portfolio bears the risk of delay in recovery or even loss of rights in its securities on loan should the borrower of the securities fail financially or default on its obligations to the Portfolio. In the event of borrower default, the Portfolio generally has the right to use the collateral to offset losses incurred. The Portfolio may incur a loss in the event it was delayed or prevented from exercising its rights to dispose of the collateral. The Portfolio also bears the risk in the event that the interest and/or dividends received on invested collateral is not sufficient to meet the Portfolio's obligations due on the loans. The Portfolio loaned securities during the year ended December 31, 2004 resulting in $1,351 of security lending income. At December 31, 2004, the Portfolio had securities valued at $1,679,767 on loan. See the Statement of Investments for further detail on the security positions on loan and collateral held. (7) DELAYED DELIVERY TRANSACTIONS: The Portfolio may purchase securities on a when-issued, delayed delivery or forward commitment basis. Payment and delivery may take place a month or more after the date of the transactions. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. Income on the securities will not be earned until settlement date. The Portfolio instructs its custodian to segregate securities having value at least equal to the amount of the purchase commitment. The Portfolio may enter into to be announced ("TBA") purchase commitments to purchase securities for a fixed unit price at a future date beyond customary settlement time. Although the unit price has been established, the principal value has not been finalized. However, the amount of the commitments will not fluctuate more than 0.01% from the principal amount. The Portfolio holds, and maintains until settlement date, cash or high-grade debt obligations in an amount sufficient to meet the purchase price, or the Portfolio may enter into offsetting contracts for the forward sale of other securities it owns. Income on the securities will not be earned until settlement date. TBA purchase commitments may be considered securities in themselves, and involve a risk of loss if the value of the security to be purchased declines prior to the settlement date. Unsettled TBA purchase commitments are valued at the current market value of the underlying securities, according to the procedures described under "Investment security valuations" above. The Portfolio may enter into TBA sale commitments to hedge its portfolio positions. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, an offsetting TBA purchase commitment deliverable is held as "cover" for the transaction. Unsettled TBA sale commitments are valued at the current market value of the underlying securities, generally according to the procedures described under "Investment security valuations" above. The contract is 'marked-to-market' daily and the change in market value is recorded by the Portfolio as an unrealized gain or loss. If the TBA sale commitment is closed through the acquisition of an offsetting purchase commitment, the Portfolio realizes a gain or loss from the sale of the securities based upon the unit price established at the date the commitment was entered into. At December 31, 2004, the Portfolio did not have any delayed delivery transactions. (8) LINE OF CREDIT: The Portfolio, and other subtrusts in the Portfolio Trust and funds in the Trust are parties to a committed line of credit facility, which enables each portfolio/fund to borrow, in the aggregate, up to $35 million. Interest is charged to each participating portfolio/fund based on its borrowings at a rate equal to the Federal Funds effective rate plus 1/2 of 1%. In addition, a facility fee, computed at an annual rate of 0.060 of 1% on the daily unused portion of the facility, is allocated ratably among the participating portfolios/funds at the end of each quarter. For the year ended December 31, 2004, a facility fee of $1,515 was allocated to the Portfolio. During the year ended December 31, 2004, the Portfolio had average borrowings outstanding of $219,500 on a total of six days and incurred $90 of interest expense. 24 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON SHORT-TERM ASSET RESERVE PORTFOLIO REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Trustees of Mellon Institutional Funds Master Portfolio and Investors of the Standish Mellon Short-Term Asset Reserve 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 financial highlights present fairly, in all material respects, the financial position of Standish Mellon Short-Term Asset Reserve Portfolio (the "Portfolio") at December 31, 2004, and the results of its operations, the changes in its net assets, and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Portfolio's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the 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 December 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP New York, NY February 25, 2005 25 TRUSTEES AND OFFICERS The following table lists the Trust's trustees and officers; their address and date of birth; their position with the Trust; the length of time holding that position with the Trust; their principal occupation(s) during the past five years; the number of portfolios in the fund complex they oversee; other directorships they hold in companies subject to registration or reporting requirements of the Securities Exchange Act of 1934 (generally called "public companies") or in registered investment companies; and total annual remuneration paid as of December 31, 2004. The Trust's Statement of Additional Information includes additional information about the Trust's trustees and is available, without charge, upon request by writing The Mellon Institutional Funds at P.O. Box 8585, Boston, MA 02266-8585 or calling toll free 1-800-221-4795. INDEPENDENT TRUSTEES NUMBER OF TRUSTEE PRINCIPAL PORTFOLIOS IN OTHER REMUNERATION NAME TERM OF OFFICE OCCUPATION(S) FUND COMPLEX DIRECTORSHIPS (YEAR ENDED ADDRESS, AND POSITION(S) AND LENGTH OF DURING PAST OVERSEEN BY HELD BY DECEMBER 31, DATE OF BIRTH HELD WITH TRUST TIME SERVED 5 YEARS TRUSTEE TRUSTEE 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Samuel C. Fleming Trustee Trustee since Chairman of the Board 30 None Fund: $500 c/o Decision Resources, Inc. 11/3/1986 and Chief Executive Portfolio: $3,792 260 Charles Street Officer, Decision Waltham, MA 02453 Resources, Inc. 9/30/40 Caleb Loring III Trustee Trustee since Trustee, Essex Street 30 None Fund: $500 c/o Essex Street Associates 11/3/1986 Associates (family Portfolio: $4,111 P.O. Box 181 investment trust office) Beverly, MA 01915 11/14/43 Benjamin M. Friedman Trustee Trustee since William Joseph Maier, 30 None Fund: $500 c/o Harvard University 9/13/1986 Professor of Political Portfolio: $3,792 Cambridge, MA 02138 Economy, Harvard 8/5/44 University John H. Hewitt Trustee Trustee since Trustee, Mertens 30 None Fund: $500 P.O. Box 2333 11/3/1986 House, Inc. (hospice) Portfolio: $3,792 New London, NH 03257 4/11/35 INTERESTED TRUSTEES Patrick J. Sheppard Trustee, President Since 2003 Senior Vice President 30 None Fund: $0 Mellon Institutional and Chief and Chief Operating Officer, Portfolio: $0 Asset Management Executive Officer Mellon Institutional One Boston Place Asset Management; Boston, MA 02108 formerly Vice President 7/24/65 and Chief Financial Officer, Mellon Institutional Asset Management PRINCIPAL OFFICERS WHO ARE NOT TRUSTEES 26 NUMBER OF PORTFOLIOS IN NAME TERM OF OFFICE FUND COMPLEX ADDRESS, AND POSITION(S) AND LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN BY DATE OF BIRTH HELD WITH TRUST TIME SERVED DURING PAST 5 YEARS TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------------ Barbara A. McCann Vice President Since 2003 Senior Vice President and Head of Operations 30 Mellon Institutional and Secretary Mellon Institutional Asset Management, formerly Asset Management First Vice President, Mellon Institutional Asset One Boston Place Management and Mellon Global Investments Boston, MA 02108 2/20/61 Steven M. Anderson Vice President Vice President Vice President and Mutual Funds Controller, 30 Mellon Institutional and Treasurer since 1999; Mellon Institutional Asset Management Asset Management Treasurer Institutional Asset One Boston Place since 2002 Boston, MA 02108 7/14/65 Denise B. Kneeland Assistant Vice Since 1996 Vice President and Manager, Mutual Funds Operations, 30 Mellon Institutional President Mellon Institutional Asset Management Asset Management One Boston Place Boston, MA 02108 8/19/51 Cara E. Hultgren Assistant Vice Since 2001 Assistant Vice President and Manager, 30 Mellon Institutional President Shareholder Services, Mellon Institutional Asset Management Asset Management since 2001; One Boston Place Shareholder Representative, Boston, MA 02108 Standish Mellon Asset Management 1/19/71 Jan F. Jumet Chief Since 2004 Senior Vice President and Chief Compliance Officer 30 Standish Mellon Assest Compliance for Standish Mellon Asset Management Company LLC; Management Company LLC Officer formerly Director of Compliance and Administration One Boston Place and Chief Administration Officer for Standish Mellon Boston, MA 02108 Asset Management Company LLC, Senior 8/9/66 Vice President and Chief Administration Officer for Mellon Bond Associates, LLP, and First Vice President and Senior Sales Associate for Mellon Institutional Asset Management 27 THIS PAGE INTENTIONALLY LEFT BLANK THIS PAGE INTENTIONALLY LEFT BLANK One Boston Place Boston, MA 02108-4408 800.221.4795 www.melloninstitutionalfunds.com 0926AR1204 [LOGO] Mellon -------------------------- Mellon Institutional Funds Annual Report STANDISH MELLON FIXED INCOME FUND - -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, 2004 This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus. Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund' s historical or future performance are statements of the opinion of Fund management as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. Commencing with the fiscal quarter ending September 30, 2004, the Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. The Fund' s Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington D.C. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. To view the Fund' s proxy voting guidelines and proxy voting record for the 12-month period ended June 30, 2004, visit the SEC' s web site at http: //www.sec.gov. You may also call 1-800-221-4795 to request a free copy of the proxy voting guidelines. February 28, 2005 Dear Mellon Institutional Fund Shareholder: Enclosed you will find your Fund's annual report for the fiscal year ended December 31, 2004. The year was largely positive for the financial markets, as the economic expansion continued. However, as the year progressed, anticipated GDP growth diminished in line with typical expectations at this point in the economic cycle. The S&P 500 entered 2004 with a sharp climb, fueled to a large degree by above-trend GDP growth: 4.4% in the fourth quarter of 2003 and 5.0% in the first quarter of the year, driven by a potent mix of tax cuts, monetary policy and government spending. But the momentum stalled, as the market dealt with the prospect of inflation and a new tightening cycle by the Federal Reserve, the uncertainties of a tight presidential campaign, and the ever-present threats posed by terrorism. The equity markets greeted the reelection of President Bush with optimism, as the S&P 500 surged past 1200 in the closing weeks of the year to its' 2004 peak. In the bond market, the year started with much speculation about when and how the Fed would end one of the longest stretches of easy monetary policy on record, which had driven rates to historical lows. In the fall of 2003, the prospect of deflation was still a factor in the Fed's deliberations and was its stated rationale for maintaining an accommodative stance. In the first quarter, however, the Fed began to refer to a "measured pace" of tightening. The market reacted by switching gears dramatically, sending the 10-year U.S. Treasury note from 3.7% on March 16 to 4.9% on June 14. Since then, as the economic outlook softened, with relatively tame inflation, yields have settled back to about 4%, roughly the same as a year ago. Looking ahead, it is clear that there are some causes for concern. Consumers are weighted with debt and potentially vulnerable in a rising rate environment. Companies are hoarding cash and are being deliberate in boosting employment and spending on plant and equipment. The stimulus of monetary policy, tax cuts and government spending is waning. Nevertheless, business activity has some significant momentum, which should carry over into 2005, with reasonable profit growth and modest inflation. Finally, the president's ambitious plans to privatize Social Security, reform health care, and revise the tax code could potentially have major fiscal implications that the market will be watching carefully. Thank you for your business and confidence in Mellon Institutional Funds. Please feel free to contact us with questions or comments. Sincerely, /s/ Patrick J. Sheppard One Boston Place * Boston, MA 02108-4402 A MELLON ASSET MANAGEMENT COMPANY 1 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON FIXED INCOME FUND MANAGEMENT DISCUSSION AND ANALYSIS - -------------------------------------------------------------------------------- Economic activity maintained a healthy pace in 2004. The Standish Mellon Fixed Income Fund returned 5.74% for the year 2004 while the Lehman Brothers Aggregate Index returned 4.34% for the same period. The employment picture improved with monthly job gains averaging approximately 185,000. Investment spending and capacity utilization picked up and despite higher interest rates, the housing market and consumer spending kept pace. Amid rising oil prices and a weaker dollar, the Federal Reserve maintained a tame inflation outlook. Bond market volatility was low as the Fed hiked interest rates in a predictable and steady fashion from 1% to 2.25% by the end of the year. The unusual aspect of this tightening cycle has been the decline in 10- and 30-year yields as short rates have risen. So while the yield curve has flattened similarly to previous cycles, long-term interest rates have moved to lower levels than expected. To a large degree, the massive foreign purchases of U.S. Treasuries have kept long-term interest rates lower than anticipated during a period of tighter monetary policy. Over the past year, broad sectors outperformed Treasuries with particularly strong excess returns from high yield corporate bonds. Spread sectors, especially mortgages, benefited from declining interest rate volatility. Investment grade and lower quality corporate bonds fared well amid steady economic activity. International bonds outperformed as Europe's lagging economic growth resulted in lower European yields relative to the U.S. Over the course of the year, the primary sources of outperformance were the overweight positions in corporate and non-U.S. bonds, as well as the defensive yield curve strategy. As the yield curve flattened, the Fund's underweight position in intermediate bonds (bullet strategy) relative to cash and longer maturities (barbell strategy) benefited returns. Portfolio positioning also capitalized on the lower volatility environment with an increased allocation to mortgages. Toward year-end, we took some profits in the non-dollar position. Similarly, with much narrower corporate bond spreads, we selectively reduced the Fund's credit exposure in both the high yield and investment grade corporate sectors. The prospects for economic growth in 2005 are good. We expect reasonably strong economic data will support continued rate hikes by the Fed. Under tighter monetary conditions, we anticipate upward pressure on interest rates and a flatter yield curve. With today's low volatility environment and narrow yield spreads, many sectors appear overvalued. Given the vulnerability to a correction in spread sectors, we have positioned the Fund defensively, particularly with a reduced corporate bond position. We have increased our allocation to Treasury inflation-protected securities (TIPS) as seasonal inflation patterns and breakeven inflation rates in the area of 2.5% make TIPS attractive relative to nominal Treasuries. With weaker European growth prospects, we anticipate rising U.S. rates relative to Europe which will benefit the remaining international position. Ultimately, if as we expect, the Fed maintains their tightening stance, the Fund's shorter than benchmark duration and barbell curve position will continue to contribute positively to performance. As always, we look forward to serving you in the coming year. /s/ Catherine Powers /s/ Marc Seidner 2 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON FIXED INCOME FUND COMPARISON OF CHANGE IN VALUE OF $100,000 INVESTMENT IN STANDISH MELLON FIXED INCOME FUND AND THE LEHMAN AGGREGATE INDEX - -------------------------------------------------------------------------------- [LINE CHART] AVERAGE ANNUAL TOTAL RETURNS (FOR PERIOD ENDED 12/31/2004) - -------------------------------------------------------------------------------- Since Inception 1 Year 3 Year 5 Year 10 Year 03/30/1987 - ----------------------------------------------------------------------------------------------------------------------- 5.74% 6.63% 7.44% 7.44% 7.83% AVERAGE ANNUAL TOTAL RETURNS REFLECT THE CHANGE IN THE VALUE OF AN INVESTMENT, ASSUMING REINVESTMENT OF THE FUND'S DIVIDEND INCOME AND CAPITAL GAINS. THE $100,000 LINE GRAPH AND THE FUND'S RETURNS DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON FUND DISTRIBUTIONS OR THE REDEMPTION OF FUND SHARES. DURING PERIODS OF REIMBURSEMENT BY THE FUND'S INVESTMENT ADVISER (IF APPLICABLE), THE FUND'S TOTAL RETURN WILL BE GREATER THAN IT WOULD BE HAD THE REIMBURSEMENT NOT OCCURRED. PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE. 3 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON FIXED INCOME FUND SHAREHOLDER EXPENSE EXAMPLE - -------------------------------------------------------------------------------- As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (April 1, 2004 to September 30, 2004). Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000.00=8.6), then multiply the result by the number in the first line 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 line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's 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 Fund 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 transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs 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. EXPENSES PAID BEGINNING ENDING DURING PERIOD((+)) ACCOUNT VALUE ACCOUNT VALUE JUNE 1, 2004 TO JULY 1, 2004 DECEMBER 31, 2004 SEPTEMBER 30, 2004 - --------------------------------------------------------------------------------------------------------------- Actual $1,000.00 $1,051.40 $2.48 Hypothetical (5% return per year before expenses) $1,000.00 $1,022.72 $2.44 - ------- ((+)) EXPENSES ARE EQUAL TO THE FUND'S ANNUALIZED EXPENSE RATIO OF 0.48%, MULTIPLIED BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY 184/366 (TO REFLECT THE ONE-HALF YEAR PERIOD). THE EXAMPLE REFLECTS THE COMBINED EXPENSES OF THE FUND AND THE MASTER PORTFOLIO IN WHICH IT INVESTS ALL ITS ASSETS. 4 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON FIXED INCOME FUND PORTFOLIO INFORMATION AS OF DECEMBER 31, 2004 (UNAUDITED) - -------------------------------------------------------------------------------- PERCENTAGE OF SUMMARY OF COMBINED RATINGS INVESTMENTS ---------------------------------------------- QUALITY BREAKDOWN ---------------------------------------------- Treasury/Agency 49.5 AAA 7.8 AA 3.0 A 11.0 BBB 22.4 BB 5.7 B 0.6 ----- 100.0 Based on ratings from Standard & Poor's and/or Moody's Investors Services. If a security receives split (different) ratings from multiple rating organizations, the Fund treats the security as being rated in the higer rating category. PERCENTAGE OF TOP TEN HOLDINGS* RATE MATURITY NET ASSETS ---------------------------------------------------------------------------------------------------------- FNMA 5.500% 1/1/2035 8.4% FNMA 6.000 1/1/2035 7.6 FNMA 5.500 1/1/2020 4.6 U.S. Treasury Note 4.250 8/15/2013 4.3 FNMA 6.000 1/1/2020 4.3 U.S. Treasury Note 6.250 5/15/2030 3.9 U.S. Treasury Inflation Index Bond 3.000 7/15/2012 2.2 FNMA 5.000 1/1/2020 1.7 FNMA 5.500 2/1/2020 1.3 Capital One Multi-Asset Execution Trust 2002-B1 B1 MBS 3.083 7/15/2008 1.3 ------ 39.6% * Excluding short-term investments and investment of cash collateral. PERCENTAGE OF ECONOMIC SECTOR ALLOCATION INVESTMENTS ---------------------------------------------- Treasury/Agency 16.6 Mortgage pass through 32.9 Credit 36.9 ABS/CMO/CMBS 7.4 Nondollar 3.0 Emerging markets 3.2 ----- 100.0 The Portfolio is actively managed. Current holdings may be different than those presented above. 5 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON FIXED INCOME FUND STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 - -------------------------------------------------------------------------------- ASSETS Investment in Standish Mellon Fixed Income Portfolio (Portfolio), at value (Note 1A) $465,542,782 Receivable for Fund shares sold 143,901 Prepaid expenses 18,799 ------------ Total assets 465,705,482 LIABILITIES Payable for Fund shares redeemed $ 11,546 Distribution payable 2,333,714 Accrued transfer agent fees (Note 2) 11,989 Accrued professional fees 24,740 Accrued trustees' fees (Note 2) 499 Accrued expenses 16,342 ------------ Total liabilities 2,398,830 ------------ NET ASSETS $463,306,652 ------------ NET ASSETS CONSIST OF: Paid-in capital $639,278,455 Accumulated net realized loss (185,183,868) Net investment income 1,584,919 Net unrealized appreciation 7,627,146 ------------ TOTAL NET ASSETS $463,306,652 ============ SHARES OF BENEFICIAL INTEREST OUTSTANDING 23,076,603 ============ NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE (Net Assets/Shares outstanding) $ 20.08 ============ The accompanying notes are an integral part of the financial statements. 6 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON FIXED INCOME FUND STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 - -------------------------------------------------------------------------------- INVESTMENT INCOME (NOTE 1B) Interest income allocated from Portfolio $ 21,875,662 Dividend income allocated from Portfolio 151,965 Expenses allocated from Portfolio (2,305,986) ------------ Net investment income allocated from Portfolio 19,721,641 EXPENSES Transfer agent fees (Note 2) $ 34,739 Registration fees 27,005 Professional fees 90,037 Trustees' fees and expenses (Note 2) 1,999 Shareholder reports 16,169 Industry association fees 12,571 Insurance expense 2,375 Miscellaneous 4,720 ------------ Total expenses 189,615 ------------ Net investment income 19,532,026 ------------ REALIZED AND UNREALIZED GAIN (LOSS) Net realized gain (loss) allocated from Portfolio on: Investments, futures, options, swaps and foreign currency transactions 20,499,067 Change in unrealized appreciation (depreciation) allocated from Portfolio on: Investments, futures, options, swaps and foreign currencies (13,157,811) ----------- Net realized and unrealized gain (loss) on investments 7,341,256 ----------- NET INCREASE IN NET ASSETS FROM OPERATIONS $26,873,282 =========== The accompanying notes are an integral part of the financial statements. 7 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON FIXED INCOME FUND STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 ----------------- ----------------- INCREASE (DECREASE) IN NET ASSETS: FROM INVESTMENT OPERATIONS Net investment income $ 19,532,026 $ 29,885,520 Net realized gains 20,499,067 15,573,883 Change in net unrealized appreciation (13,157,811) (4,658,158) ------------- ------------- Net increase in net assets from investment operations 26,873,282 40,801,245 ------------- ------------- DISTRIBUTIONS TO SHAREHOLDERS (NOTE 1C) From net investment income (27,209,831) (25,303,177) ------------- ------------- Total distributions to shareholders (27,209,831) (25,303,177) ------------- ------------- FUND SHARE TRANSACTIONS (NOTE 4) Net proceeds from sale of shares 46,761,132 24,407,420 Value of shares issued to shareholders in reinvestment of distributions 18,592,134 18,529,816 Cost of shares redeemed (197,499,402) (403,886,019) ------------- ------------- Net decrease in net assets from Fund share transactions (132,146,136) (360,948,783) ------------- ------------- TOTAL DECREASE IN NET ASSETS (132,482,685) (345,450,715) NET ASSETS At beginning of year 595,789,337 941,240,052 ------------- ------------- At end of year (including undistributed net investment income of $1,584,919 and $2,677,342) $ 463,306,652 $ 595,789,337 ============= ============= The accompanying notes are an integral part of the financial statements. 8 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON FIXED INCOME FUND FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ---------------------------------------------------------------- 2004 2003 2002 2001 2000 -------- -------- -------- ---------- ---------- NET ASSET VALUE, BEGINNING OF YEAR $ 20.08 $ 19.70 $ 18.93 $ 18.92 $ 18.55 -------- -------- -------- ---------- ---------- FROM INVESTMENT OPERATIONS: Net investment income(* (1)) 0.77 0.75 0.93 1.22 1.35 Net realized and unrealized gains (loss) on investments 0.36 0.28 0.71 0.10 0.47 -------- -------- -------- ---------- ---------- Total from investment operations 1.13 1.03 1.64 1.32 1.82 -------- -------- -------- ---------- ---------- LESS DISTRIBUTIONS TO SHAREHOLDERS: From net investment income (1.13) (0.65) (0.87) (1.31) (1.45) From net realized gains on investments -- -- -- -- -- -------- -------- -------- ---------- ---------- Total distributions to shareholders (1.13) (0.65) (0.87) (1.31) (1.45) -------- -------- -------- ---------- ---------- NET ASSET VALUE, END OF YEAR $ 20.08 $ 20.08 $ 19.70 $ 18.93 $ 18.92 ======== ======== ======== ========== ========== TOTAL RETURN ((+)) 5.74% 5.24% 8.89% 7.16% 10.21% RATIOS/SUPPLEMENTAL DATA: Expenses (to average daily net assets)(*(2)) 0.48% 0.42% 0.38% 0.38% 0.37% Net Investment Income (to average daily net assets)(*) 3.77% 3.76% 4.86% 6.35% 7.23% Net Assets, End of Year (000's omitted) $463,307 $595,789 $941,240 $1,475,570 $2,220,981 - ------- * For the periods indicated, the investment advisor voluntarily agreed not to impose a portion of its its investment advisory fee in the Portfolio and/or reimbursed the Fund for all or a portion of its operating expenses. If this voluntary action had not been taken, the investment income per share and the ratios would have been: Net investment income per share (1) N/A $ 0.73 $ 0.93 N/A N/A Ratios (to average daily net assets): Expenses(2) N/A 0.45% 0.42% N/A N/A Net investment income N/A 3.73% 4.82% N/A N/A (a) The Fund has adopted the provisions of the revised AICPA Audit and Accounting Guide for Investment Companies effective January 1, 2001 and began amortizing premium and discount on all debt securities on an effective yield basis. The effect of this change for the year ended December 31, 2001 was to decrease net investment income per share by $0.004, increase net realized and unrealized gains and losses per share by $0.004 and decrease the ratio of net investment income to average net assets from 6.37% to 6.35%. Per share data and ratios/supplemental data for the periods prior to January 1, 2001 have not been restated to reflect this change in presentation. (1) Calculated based on average shares outstanding. (2) Includes the Fund's share of the Portfolio's allocated expenses. (+) Total return would have been lower in the absence of expense waivers. The accompanying notes are an integral part of the financial statements. 9 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) SIGNIFICANT ACCOUNTING POLICIES: Mellon Institutional Funds Investment Trust (the "Trust") is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end, management investment company. Standish Mellon Fixed Income Fund (the "Fund") is a separate diversified investment series of the Trust. The objective of the Fund is to achieve a high level of current income, consistent with conserving principal and liquidity, and secondarily to seek capital appreciation when changes in interest rates and economic conditions indicate that capital appreciation may be available without significant risk to principal. The Fund seeks to achieve its objective by investing all of its investable assets in an interest of the Standish Mellon Fixed Income Portfolio (the "Portfolio"), a subtrust of Mellon Institutional Funds Master Portfolio (the "Portfolio Trust"), which is organized as a New York trust and which has the same investment objective as the Fund. The Portfolio seeks to achieve its objective by investing, under normal circumstances, at least 80% of net assets in fixed income securities issued by U.S. and foreign governments and companies. The value of the Fund's investment in the Portfolio reflects the Fund's proportionate interest in the net assets of the Portfolio (approximately 100% at December 31, 2004). The performance of the Fund is directly affected by the performance of the Portfolio. The financial statements of the Portfolio are included elsewhere in this report and should be read in conjunction with the Fund's financial statements. The following is a summary of significant accounting policies followed by the Fund in the preparation of its 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 in the financial statements. Actual results could differ from those estimates. A. INVESTMENT SECURITY VALUATIONS The Fund records its investment in the Portfolio at value. The method by which the Portfolio values its securities is discussed in Note 1A of the Portfolio's Notes to Financial Statements, which are included elsewhere in this report. B. SECURITIES TRANSACTIONS AND INCOME Securities transactions in the Portfolio are recorded as of the trade date. Currently, the Fund's net investment income consists of the Fund's pro rata share of the net investment income of the Portfolio, less all actual and accrued expenses of the Fund determined in accordance with accounting principles generally accepted in the United States of America. All realized and unrealized gains and losses of the Portfolio are allocated pro rata among the investors in the Portfolio. C. DISTRIBUTIONS TO SHAREHOLDERS Distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income will be declared daily and distributed monthly. The Fund's dividends from short-term and long-term capital gains, if any, after reduction of capital losses will be declared and distributed at least annually. In determining the amounts of its dividends, the Fund will take into account its share of the income, gains or losses, expenses, and any other tax items of the Portfolio. Dividends from net investment income and distributions from capital gains, if any, are reinvested in additional shares of the Fund unless a shareholder elects to receive them in cash. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences, which may result in distribution reclassifications, are primarily due to differing treatments for capital loss carryforwards and amortization and/or accretion of premiums and discounts on certain securities. Permanent book and tax basis differences will result in reclassifications to undistributed net investment income, accumulated net realized gain (loss) and paid in capital. Undistributed net investment income and accumulated net realized gain (loss) on investments and foreign currency transactions may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year. D. EXPENSES The majority of expenses of the Trust or Portfolio Trust are directly identifiable to an individual fund or portfolio. Expenses which are not readily identifiable to a specific fund or portfolio are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds or Portfolios. 10 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- E. COMMITMENTS AND CONTINGENCIES In the normal course of business, the Fund may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Fund under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risks of loss to be remote. (2) INVESTMENT ADVISORY FEE AND TRANSACTIONS WITH AFFILIATES: The Fund does not directly pay any investment advisory fees, but indirectly bears its pro rata share of the compensation paid by the Portfolio to Standish Mellon Asset Management Company LLC ("Standish Mellon"), a wholly-owned subsidiary of Mellon Financial Corporation, for such services. See Note 2 of the Portfolio's Notes to Financial Statements which are included elsewhere in this report. Effective February 23, 2004, the Fund entered into an agreement with Dreyfus Transfer, Inc., a wholly owned subsidiary of The Dreyfus Corporation, a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide personnel and facilities to perform transfer agency and certain shareholder services for the Fund. For these services the Fund pays Dreyfus Transfer, Inc. a fixed fee plus per account and transaction based fees, as well as, out-of-pocket expenses. Pursuant to this agreement the Fund paid $19,762 during the period ended December 31, 2004. No director, officer or employee of Standish Mellon or its affiliates receives any compensation from the Trust or the Portfolio for serving as an officer or Trustee of the Trust. The Trust pays each Trustee who is not a director, officer or employee of Standish Mellon or its affiliates an annual fee and a per meeting fee as well as reimbursement for travel and out of pocket expenses. In addition, the Portfolio Trust pays the legal fees for the independent counsel of the Trustees. (3) INVESTMENT TRANSACTIONS: Increases and decreases in the Fund's investment in the Portfolio for the year ended December 31, 2004, aggregated $65,727,299 and $238,255,854, respectively. (4) SHARES OF BENEFICIAL INTEREST: The Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest having a par value of one cent per share. Transactions in Fund shares were as follows: FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 ------------------ ----------------- Shares sold 2,338,169 1,222,331 Shares issued to shareholders in payment of distributions declared 927,191 928,677 Shares redeemed (9,861,429) (20,268,022) ---------- ----------- Net decrease (6,596,069) (18,117,014) ========== =========== (5) FEDERAL TAXES: As a regulated investment company qualified under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes substantially all of its taxable income for its fiscal year. As of December 31, 2004, the components of distributable earnings on a tax basis were as follows: AMOUNT ------------ Undistributed ordinary income $ 1,368,942 Accumulated losses 185,181,079 11 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON FIXED INCOME FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- At December 31, 2004, the Fund, for federal income tax purposes, has capital loss carryovers of $185,181,079 which will reduce the Fund's taxable income arising from net realized gain on investments, if any, to the extent permitted by the Internal Revenue Code and thus will reduce the amount of distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal income tax. Such capital loss carryovers are as follows: CAPITAL LOSS CARRY OVER EXPIRATION DATE ------------ ---------------- $ 30,546,743 12/31/2007 118,614,149 12/31/2008 36,020,187 12/31/2009 ------------ $185,181,079 ============ Tax character of distributions paid during the fiscal years ended December 31, 2004 and December 31, 2003 were as follows: 2004 2003 ---------- ---------- Ordinary income $27,209,831 $25,303,177 See corresponding master portfolio for tax basis unrealized appreciation/(depreciation) information. 12 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON FIXED INCOME FUND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Trustees of Mellon Institutional Funds Investment Trust and the Shareholders of Standish Mellon Fixed Income 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 Standish Mellon Fixed Income Fund (the "Fund") at December 31, 2004, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, 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 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 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 agreement of the amount of the invesment in the Portfolio at December 31, 2004, to the Portfolio's records, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP New York, NY February 25, 2005 13 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ BONDS AND NOTES--116.7% ASSET BACKED--20.1% Advanta Mortgage Loan Trust 1999-3 A4 7.750% 10/25/2026 $ 428,539 $ 441,311 American Express Credit Account Master Trust 2000-2 B (a) 2.753 9/17/2007 1,250,000 1,250,224 American Express Credit Account Master Trust 2004-C 144 A(a) 2.903 2/15/2012 4,500,000 4,506,593 American Express Master Trust 2002-1 A(a) 2.473 12/15/2005 4,400,000 4,400,265 Capital Auto Receivables Asset Trust 2004-2 D 5.820 5/15/2012 1,950,000 1,950,000 Capital One Master Trust 2001-2 C (a) 3.503 1/15/2009 2,000,000 2,009,560 Capital One Multi-Asset Execution Trust 2002-B1 B1 (a) 3.083 7/15/2008 5,840,000 5,855,734 Capital One Multi-Asset Execution Trust 2003-B2 B2 3.500 2/17/2009 725,000 725,356 Capital One Multi-Asset Execution Trust 2004-C1 C1 3.400 11/16/2009 2,950,000 2,927,893 Chase Credit Card Master Trust 2000-3 A (a) 2.533 1/15/2008 2,480,000 2,482,290 Chase Credit Card Master Trust 2004-2 C (a) 2.953 9/15/2009 1,000,000 1,005,799 Chase Credit Card Master Trust 2002-6 B (a) 2.753 1/15/2008 2,245,000 2,248,218 Chase Credit card Master Trust 2002-8 A (a) 2.463 3/17/2008 1,900,000 1,900,999 Chase Funding Loan Acquisition Trust 2003-A A3 (a) 2.598 9/25/2013 466,279 466,364 Chase Funding Mortgage Loan Asset-Backed 2001-1 2A1(a) 2.658 12/25/2030 1,445,179 1,445,788 Chase Manhattan Auto Owner Trust 2003-A A3 1.520 5/15/2007 1,060,646 1,052,859 Chec Loan Trust 2004-2 A1 (a) 2.588 10/25/2034 1,591,076 1,591,105 Chase Credit Card Master Trust 2002-2 C (a) 3.303 7/16/2007 2,985,000 2,990,198 Citibank Credit Card Issuance Trust 2000-C1 C1 7.450 9/15/2007 3,250,000 3,347,759 Citibank Credit Card Issuance Trust 2001-C3 C3 6.650 5/15/2008 1,420,000 1,477,426 Citibank Credit Card issuance Trust 2002-A2 A2 (a) 2.320 2/15/2007 4,545,000 4,543,796 Countrywide Asset-Backed Certificates 2004-10 2AV1 (a) 2.578 9/15/2014 1,097,609 1,097,721 Countrywide Asset-backed Certificates 2004-14 A1 (a) 2.560 12/25/2022 2,300,000 2,300,000 CS First Boston Mortgage Securities Corp. 2002-HE4 6.940 8/25/2032 650,000 668,897 First USA Credit Card Master Trust 1998-4 (a) 2.910 3/18/2008 1,875,000 1,876,138 Harley-Davidson Motorcycle Trust 2001-3 B 3.720 10/15/2009 1,332,550 1,335,593 Honda Auto Receivables Owner Trust 2004-1 A3 2.400 2/21/2008 1,383,000 1,367,544 Household Credit Card Master Note Trust I 2001 Cl A (a) 2.543 8/15/2008 3,250,000 3,253,986 John Deere Owner Trust 2004-A A1 1.140 5/13/2005 1,110,929 1,109,986 MBNA Master Credit Card Trust 2000-A C 7.900 7/16/2007 2,145,000 2,156,730 MBNA Master Credit Card Trust 2000-C C (a) 3.203 7/15/2007 4,400,000 4,399,313 MBNA Credit Card Master Note Trust 2001-C3 C3 6.550 12/15/2008 1,595,000 1,664,281 MMCA Automobile Trust 2002-1 Cl B 5.370 1/15/2010 315,866 319,128 Morgan Stanley Auto Loan Trust 1.330 5/15/2006 126,419 126,308 Option One Mortgage Loan Trust 2004-3 A2 (a) 2.568 11/25/2034 2,736,336 2,736,387 Residential Asset Mortgage Products, Inc. 2004-RS12 AII1 (a) 2.547 5/25/2027 2,700,000 2,700,000 Residential Asset Securities Corp. 2004-KS10 AI1 (a) 2.588 3/25/2025 1,325,995 1,326,137 Residential Asset Securities Corp. 2003-KS11 AI1 (a) 2.588 9/25/2021 955,746 955,888 Specialty Underwriting & Residential Finance 2004-BC4 A2A (a) 2.570 10/25/2035 2,860,000 2,860,000 USAA Auto Owner Trust 2004-3 A1 2.337 11/15/2005 2,002,075 2,001,361 Vanderbilt Mortgage Finance 1999-A 1A6 6.750 3/7/2029 1,110,000 1,170,677 WFS Financial Owner Trust 2004-1 D 3.170 8/22/2011 1,730,422 1,715,172 WFS Financial Owner Trust 2004-4 C 3.210 5/17/2012 2,025,000 2,015,849 WFS Financial Owner Trust 2004-4 Cl A2 2.500 12/17/2007 1,335,000 1,328,775 Whole Auto Loan Trust 2004-1 A1 2.150 10/15/2005 3,472,978 3,469,738 Whole Loan Auto Trust 2003-1 A2 1.400 4/15/2006 730,470 728,643 ------------ Total Asset Backed (Cost $93,701,925) 93,303,789 ------------ COLLATERALIZED MORTGAGE OBLIGATIONS--4.5% GNMA 2004-51 A 4.145 2/16/2018 2,055,517 2,068,936 GNMA 2004-57 A 3.022 1/16/2019 990,250 971,472 GNMA 2004-12 A 3.110 1/16/2019 1,228,394 1,201,701 The accompanying notes are an integral part of the financial statements. 14 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ COLLATERALIZED MORTGAGE OBLIGATIONS (CONTINUED) GNMA 2004-25 AC 3.377% 1/16/2023 $ 885,000 $ 870,335 GNMA 2004-43 A 2.822 12/16/2019 1,389,459 1,354,351 GNMA 2004-67 A 3.648 9/16/2017 1,080,990 1,076,320 GNMA 2003-48 AC 2.712 2/16/2020 2,690,669 2,630,118 GNMA 2003-72 A 3.206 4/16/2018 2,350,390 2,323,157 GNMA 2004-97 AB 3.084 1/16/2022 1,994,150 1,946,230 GNMA 2004-77 A 3.402 3/16/2020 866,205 854,653 GNMA 2003-88 AC 2.914 6/16/2018 1,707,918 1,672,205 GNMA 2003-96 B 3.607 8/16/2018 615,000 610,615 Structured Asset Mortgage Investments, Inc. 1998-2 B 6.750 4/30/2030 115,514 115,145 Washington Mutual 2003-AR10 (a) 4.086 10/25/2033 1,800,000 1,785,046 Washington Mutual 2004-AR9 A7 (a) 4.240 8/25/2034 1,250,000 1,250,985 ------------ Total Collateralized Mortgage Obligations (Cost $20,867,163) 20,731,269 ------------ CORPORATE--30.0% BANKING--5.3% Amsouth Bank NA 4.850 4/1/2013 1,100,000 1,098,812 Bank of America Corp. 7.400 1/15/2011 2,100,000 2,432,594 BB&T Corp. 4.750 10/1/2012 1,000,000 1,005,074 Chevy Chase Bank FSB 6.875 12/1/2013 1,370,000 1,414,525 Citigroup, Inc. 5.625 8/27/2012 1,305,000 1,389,747 City National Corp. 5.125 2/15/2013 940,000 949,414 JP Morgan Chase & Co 5.125 9/15/2014 1,600,000 1,610,496 National City Bank 6.200 12/15/2011 1,300,000 1,429,156 National City Corp. 6.875 5/15/2019 675,000 771,372 Provident Cap Trust I 8.600 12/1/2026 590,000 650,792 Rabobank Capital Funding Trust III 144A 5.254 10/15/2049 1,450,000 1,442,119 Regions Financial Corp. 6.375 5/15/2012 1,000,000 1,102,459 Southtrust Corp. 5.800 6/15/2014 330,000 349,457 Union Planters Corp. 4.375 12/1/2010 525,000 524,058 Union Planters Corp. 7.750 3/1/2011 1,965,000 2,300,964 US Bank National Association 6.375 8/1/2011 890,000 988,392 Wachovia Corp. 4.875 2/15/2014 650,000 647,841 Washington Mutual, Inc. 4.625 4/1/2014 2,175,000 2,079,415 Wells Fargo & Co. 6.375 8/1/2011 850,000 941,075 Wells Fargo & Co. 5.000 11/15/2014 480,000 485,472 Zions Bancorporation 6.000 9/15/2015 1,145,000 1,220,575 ------------ 24,833,809 ------------ BASIC MATERIALS--2.1% Cabot Corp. 144A 5.250 9/1/2013 900,000 900,967 Georgia-Pacific Corp. 8.000 1/15/2024 980,000 1,136,800 ICI Wilmington, Inc. 4.375 12/1/2008 335,000 336,891 International Flavors & Fragrances, Inc. 6.450 5/15/2006 950,000 987,874 International Paper Co.(*) 5.300 4/1/2015 1,150,000 1,163,494 International Steel Group(*) 6.500 4/15/2014 1,045,000 1,120,763 Lubrizol Corp. 4.625 10/1/2009 930,000 928,565 Lubrizol Corp.(*) 6.500 10/1/2034 1,400,000 1,425,840 Meadwestvaco Corp. 6.800 11/15/2032 545,000 595,757 RPM International 6.250 12/15/2013 1,145,000 1,191,029 ------------ 9,787,980 ------------ The accompanying notes are an integral part of the financial statements. 15 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ COMMUNICATIONS--3.1% AT&T Wireless Services, Inc. 8.750% 3/1/2031 $ 430,000 $ 579,775 Clear Channel Communication 4.250 5/15/2009 1,030,000 1,019,576 Comcast Corp.(*) 5.500 3/15/2011 325,000 343,510 L-3 Communications Corp. 7.625 6/15/2012 1,450,000 1,591,375 News America Holdings(*) 9.250 2/1/2013 536,000 690,754 News America Inc 144A(*) 5.300 12/15/2014 295,000 298,481 SBC Communications(*) 5.625 6/15/2016 710,000 733,466 Sprint Capital Corp. 8.750 3/15/2032 1,720,000 2,291,571 TCI Communications, Inc. 7.875 2/15/2026 825,000 1,013,121 Time Warner, Inc. 6.750 4/15/2011 1,925,000 2,165,354 Univision Communications, Inc. 7.850 7/15/2011 917,000 1,081,925 Verizon Global Funding Corp.(*) 4.375 6/1/2013 2,050,000 1,997,567 Verizon Global Funding Corp.(*) 7.750 6/15/2032 575,000 717,419 ------------ 14,523,894 ------------ CONSUMER CYCLICAL--1.3% Caesars Entertainment, Inc. 8.500 11/15/2006 520,000 562,900 Caesars Entertainment, Inc. 8.875 9/15/2008 900,000 1,019,250 DaimlerChrysler NA Holding Corp. 8.500 1/18/2031 325,000 406,072 DR Horton, Inc.(*) 8.500 4/15/2012 170,000 189,550 Heinz (H.J.) Co. 6.189 12/1/2005 1,105,000 1,132,122 MGM Mirage, Inc. 6.950 2/1/2005 720,000 721,800 MGM Mirage, Inc. 6.000 10/1/2009 410,000 420,250 Mohegan Tribal Gaming Authority 8.000 4/1/2012 840,000 911,400 Station Casinos 6.000 4/1/2012 850,000 865,938 ------------ 6,229,282 ------------ CONSUMER NONCYCLICAL--2.9% Altria Group, Inc. 7.000 11/4/2013 900,000 975,194 Aramark Services, Inc. 7.000 7/15/2006 2,290,000 2,398,241 Aramark Services, Inc. 7.000 5/1/2007 1,225,000 1,306,959 Erac USA Finance Co. 144A 7.950 12/15/2009 1,000,000 1,161,184 Kroger Co. 7.250 6/1/2009 600,000 672,063 Kroger Co. 8.000 9/15/2029 955,000 1,189,149 Laboratory Corp. of America Holdings 5.500 2/1/2013 895,000 927,989 RR Donnelley & Sons Co. 4.950 4/1/2014 1,710,000 1,716,163 Safeway, Inc. 6.150 3/1/2006 1,470,000 1,516,249 Stater Brothers Holding(*) 8.125 6/15/2012 865,000 914,738 Wyeth 5.500 3/15/2013 555,000 576,824 ------------ 13,354,753 ------------ ENERGY--1.3% Amerada Hess Corp. 7.300 8/15/2031 1,190,000 1,327,565 Halliburton Co.(*) 5.500 10/15/2010 705,000 742,561 Southern Natural Gas Co. 6.700 10/1/2007 1,910,000 2,003,113 Tosco Corp. 7.250 1/1/2007 615,000 656,065 XTO Energy, Inc.(*) 7.500 4/15/2012 1,220,000 1,427,651 ------------ 6,156,955 ------------ FINANCIAL--8.1% Archstone-Smith Operating Trust 5.000 8/15/2007 850,000 873,673 Archstone-Smith Operating Trust 5.625 8/15/2014 225,000 233,755 Arden Realty LP REIT 5.200 9/1/2011 780,000 786,923 The accompanying notes are an integral part of the financial statements. 16 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ FINANCIAL (CONTINUED) ASIF Global Financing 144A 3.850% 11/26/2007 $ 870,000 $ 873,323 Bear Stearns Cos., Inc.(*) 4.500 10/28/2010 905,000 912,753 Boeing Capital Corp. 4.750 8/25/2008 350,000 361,986 Boeing Capital Corp. 7.375 9/27/2010 780,000 899,280 Boston Properties LP 5.625 4/15/2015 675,000 695,770 Countrywide Home Loans, Inc. 4.000 3/22/2011 2,379,000 2,313,007 Deluxe Corp. 144A 3.500 10/1/2007 485,000 478,754 Duke Really LP 5.875 8/15/2012 1,150,000 1,213,989 Duke Realty LP 7.750 11/15/2009 915,000 1,047,365 Duke Realty LP 6.950 3/15/2011 25,000 27,929 EOP Operating LP 7.000 7/15/2011 1,100,000 1,240,517 ERP Operating LP 6.625 3/15/2012 450,000 501,937 Ford Motor Credit Co. 7.200 6/15/2007 2,290,000 2,442,617 Ford Motor Credit Co.(*) 5.625 10/1/2008 1,900,000 1,942,117 General Electric Capital Corp. 6.125 2/22/2011 800,000 876,312 General Motors Acceptance Corp.(*) 6.750 12/1/2014 1,300,000 1,301,777 Glencore Funding LLC 144A 6.000 4/15/2014 1,320,000 1,277,071 Goldman Sachs Group, Inc.(*) 3.875 1/15/2009 650,000 648,528 Goldman Sachs Group, Inc. 5.700 9/1/2012 750,000 795,014 Healthcare Realty Trust, Inc. 8.125 5/1/2011 540,000 629,058 Household Finance Corp. 6.375 10/15/2011 1,848,000 2,040,924 Jefferies Group, Inc. 7.750 3/15/2012 1,920,000 2,178,509 Leucadia National Corp. 7.000 8/15/2013 1,160,000 1,194,800 MassMutual Global Funding II 144A 3.800 4/15/2009 650,000 644,152 Morgan Stanley 4.750 4/1/2014 1,350,000 1,315,451 Nationwide Mutual Insurance Co. 144A 8.250 12/1/2031 1,000,000 1,235,879 Nationwide Mutual Insurance Co. 144A 6.600 4/15/2034 485,000 485,562 Principal Life Income Funding Trusts (a) 2.080 10/14/2005 1,935,000 1,934,774 Prudential Financial, Inc. 5.100 9/20/2014 925,000 929,433 Simon Property Group LP 144A 4.875 8/15/2010 795,000 810,328 SLM Corp. 5.000 10/1/2013 2,600,000 2,632,854 ------------ 37,776,121 ------------ INDUSTRIAL--1.4% American Standard, Inc.(*) 7.375 2/1/2008 500,000 548,413 ICI Wilmington 5.625 12/1/2013 1,365,000 1,413,720 Northrop Grumman Corp. 7.125 2/15/2011 545,000 625,449 Raytheon Co. 6.750 8/15/2007 248,000 267,172 Raytheon Co. 5.500 11/15/2012 380,000 401,204 Sealed Air Corp. 144A 5.625 7/15/2013 570,000 589,675 Waste Management, Inc. 6.875 5/15/2009 1,220,000 1,351,732 Waste Management, Inc. 7.375 8/1/2010 275,000 315,220 Waste Management, Inc.(*) 7.000 7/15/2028 900,000 1,015,107 Waste Management, Inc. 7.375 5/15/2029 35,000 41,117 ------------ 6,568,809 ------------ SERVICES--0.3% CVS Corp.(*) 4.000 9/15/2009 360,000 358,308 May Dept Stores 6.650 7/15/2024 1,145,000 1,204,801 ------------ 1,563,109 ------------ The accompanying notes are an integral part of the financial statements. 17 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ TRANSPORTATION--0.8% CSX Corp. 6.250% 10/15/2008 $ 865,000 $ 932,623 Fedex Corp. 2.650 4/1/2007 1,090,000 1,067,575 Norfolk Southern Corp.(*) 6.750 2/15/2011 325,000 366,267 Union Pacific Corp. 3.875 2/15/2009 1,400,000 1,389,919 ------------ 3,756,384 ------------ TECHNOLOGY--0.1% Freescale Semiconductor, Inc. 6.875 7/15/2011 335,000 359,288 ------------ UTILITIES--3.3% Appalachian Power Co. 5.950 5/15/2033 450,000 454,656 Arizona Public Service(*) 6.500 3/1/2012 400,000 444,652 Consumers Energy Co. 6.250 9/15/2006 625,000 652,537 Consumers Energy Co. 5.375 4/15/2013 995,000 1,029,024 Dominion Resources, Inc. 5.250 8/1/2033 1,575,000 1,577,848 First Energy Corp. 7.375 11/15/2031 400,000 456,794 Illinois Power Co. 7.500 6/15/2009 1,190,000 1,342,166 Indianapolis Power & Light 144A 6.600 1/1/2034 285,000 305,322 Monongahela Power 144A 6.700 6/15/2014 260,000 288,047 Nevada Power Co. 144A 5.875 1/15/2015 275,000 277,063 Niagara Mohawk Power Corp. 7.750 10/1/2008 1,000,000 1,124,983 Nisource Finance Corp. 7.875 11/15/2010 750,000 881,684 Pacific Gas & Electric Co. 3.600 3/1/2009 550,000 540,868 Pepco Holdings, Inc. 5.500 8/15/2007 850,000 883,929 Public Service Co. of Colorado 4.375 10/1/2008 930,000 943,015 Southern California Edison Co. (a) 2.353 1/13/2006 1,550,000 1,555,358 Southern California Edison Co. 8.000 2/15/2007 1,100,000 1,197,879 Txu Corp. 144A 6.500 11/15/2024 1,105,000 1,106,844 ------------ 15,062,669 ------------ Total Corporate (Cost $136,411,986) 139,973,053 ------------ MUNICIPAL BONDS--0.9% Badger Tob Asset Securitization Corp. 6.125 6/1/2027 965,000 958,486 Golden State Tobacco Securitization Corp. 5.000 6/1/2021 1,795,000 1,803,634 Sacramento County California Pension Funding (b) 0.000 7/10/2030 1,675,000 1,586,225 ------------ Total Municipal Obligations (Cost $4,137,374) 4,348,345 ------------ SOVEREIGN BONDS--3.0% Banco Nacional de Desenvolvimento Economic (a) 5.832 6/16/2008 1,325,000 1,354,813 Republic of El Salvador 9.500 8/15/2006 1,200,000 1,308,000 Republic of El Salvador 144A 8.500 7/25/2011 870,000 993,975 Republic of Panama 9.625 2/8/2011 1,010,000 1,196,850 Republic of South Africa 6.500 6/2/2014 1,250,000 1,362,250 Russian Federation 10.000 6/26/2007 1,315,000 1,483,583 Russian Federation(*) 8.250 3/31/2010 955,000 1,052,295 Russian Federation 5.000 3/31/2030 800,000 825,000 Ukraine Government 144A (a) 5.330 8/5/2009 545,000 575,307 United Mexican States 6.375 1/16/2013 750,000 796,875 United Mexican States 6.750 9/27/2034 2,785,000 2,754,365 ------------ Total Sovereign Bonds (Cost $13,395,756) 13,703,313 ------------ 18 The accompanying notes are an integral part of the financial statements. MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ YANKEE BONDS--5.6% Amvescap PLC 5.375% 2/27/2013 $1,090,000 $ 1,099,723 Bombardier, Inc. 144A 7.450 5/1/2034 1,415,000 1,206,288 Bombardier, Inc. 144A 6.300 5/1/2014 690,000 598,575 British Sky Broadcasting PLC 6.875 2/23/2009 115,000 126,156 British Sky Broadcasting PLC 8.200 7/15/2009 3,555,000 4,109,267 Celulosa Arauco Constitution 5.125 7/9/2013 935,000 925,980 Deutsche Telekom International Finance BV 8.500 6/15/2010 700,000 833,961 Deutsche Telekom International Finance BV 8.750 6/15/2030 965,000 1,274,242 Domtar, Inc.(*) 5.375 12/1/2013 560,000 554,432 Donohue Forest Products 7.625 5/15/2007 1,560,000 1,613,620 Export-Import Bank Korea 4.500 8/12/2009 895,000 902,480 French Telecom 8.500 3/1/2011 440,000 524,877 HBOS PLC 144A 5.375 11/1/2013 1,200,000 1,230,367 Nordea Bank Sweden AB 144A 5.250 11/30/2012 1,660,000 1,718,837 Northern Rock PLC 144A 5.600 4/30/2014 640,000 660,796 Pearson Dollar Finance PLC 144A 4.700 6/1/2009 875,000 891,798 Petro-Canada 5.000 11/15/2014 920,000 916,616 Rogers Wireless Inc. 144A 7.250 12/15/2012 385,000 408,100 Rogers Wireless Inc. 144A 7.500 3/15/2015 110,000 116,050 Royal Caribbean Cruises Ltd. 8.750 2/2/2011 1,720,000 2,031,750 Sappi Papier Holding AG 144A 6.750 6/15/2012 1,076,000 1,195,553 St. George Bank Ltd. 144A 5.300 10/15/2015 890,000 906,178 Teck Cominco Ltd. 7.000 9/15/2012 1,465,000 1,623,764 UPM-Kymmene Corp. Senior Notes 144A 5.625 12/1/2014 580,000 604,932 ------------ Total Yankee Bonds (Cost $24,964,332) 26,074,342 ------------ NON-AGENCY--4.4% NON-AGENCY PASS THRU SECURITIES--4.4% Bear Stearns Commercial Mortgage Securities 2003-T12 A3 4.240 8/13/2039 1,890,000 1,878,553 Calwest Industrial Trust 2002-CALW A 6.127 2/15/2017 1,120,000 1,218,375 Capco America Securitization Corp. 1998-D7 A1B 6.260 10/15/2030 1,165,000 1,255,228 DLJ Commercial Mortgage Corp. 1998-CF2 B1 (a) 7.050 11/12/2031 2,350,000 2,562,687 First Chicago/Lennar Trust 1997-CHL1 D(a) 7.863 4/29/2039 3,995,001 4,161,668 GMAC Commercial Mortgage Securities, Inc. 1996-C1 F non-ERISA 7.860 11/15/2006 2,375,000 2,524,994 Lehman Brothers 2004-LLFA A1 (a) 2.533 10/15/2017 4,395,919 4,401,229 Mach One Trust 2004-1A A1 3.890 5/28/2040 1,117,393 1,113,316 JP Morgan Commercial Mortgage Finance Corp. 1997-C5 A3 7.088 9/15/2029 1,274,034 1,354,889 ------------ Total Non-Agency (Cost $19,938,924) 20,470,939 ------------ U.S. GOVERNMENT AGENCY--33.6% PASS THRU SECURITIES--33.6% FHLMC Gold 4.000 10/1/2009 687,015 689,927 FHLMC Gold 7.000 11/1/2031 223,621 237,001 FHLMC Gold 7.000 11/1/2031 189,433 200,768 FHLMC Gold 6.000 10/1/2033 2,772,726 2,865,521 FHLMC Gold 5.500 1/1/2034 1,065,688 1,083,306 FHLMC Gold 5.500 3/1/2034 422,829 429,820 FNMA 4.000 5/1/2010 2,710,092 2,696,001 FNMA 3.640 6/1/2010 2,665,000 2,561,355 FNMA 3.530 7/1/2010 1,200,026 1,159,996 FNMA 5.139 12/25/2011 1,050,216 1,095,887 The accompanying notes are an integral part of the financial statements. 19 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ PASS THRU SECURITIES (CONTINUED) FNMA 8.500% 6/1/2012 $ 47,010 $ 49,767 FNMA 5.000 7/1/2018 1,032,094 1,049,600 FNMA 5.000 1/1/2019 538,711 547,683 FNMA 5.500 11/1/2024 2,020,402 2,066,277 FNMA 5.500 1/1/2025 5,050,000 5,164,665 FNMA 7.500 11/1/2029 896 960 FNMA 5.500 5/1/2033 1,247,226 1,267,283 FNMA 5.500 1/1/2034 918,999 933,777 FNMA 5.500 1/1/2034 2,393,128 2,431,613 FNMA (TBA)(#) 5.000 1/1/2020 7,775,000 7,896,484 FNMA (TBA)(#) 6.000 1/1/2020 18,900,000 19,797,750 FNMA (TBA)(#) 6.000 1/1/2035 34,225,000 35,380,094 FNMA (TBA)(#) 5.500 1/1/2020 20,500,000 21,179,063 FNMA (TBA)(#) 5.500 1/1/2035 38,615,000 39,194,225 FNMA (TBA)(#) 5.500 2/1/2020 6,000,000 6,185,628 GNMA 9.000 2/15/2021 20,801 23,385 GNMA 6.500 8/15/2032 342,782 361,157 ------------ Total U.S. Government Agency (Cost $156,510,531) 156,548,993 ------------ US TREASURY OBLIGATIONS--11.6% U.S. Treasury Inflation Index Bonds(*) 3.000 7/15/2012 9,352,344 10,436,262 U.S. Treasury Note(*) 1.625 1/31/2005 25,000 24,994 U.S. Treasury Note(*) 1.625 3/31/2005 5,255,000 5,246,792 U.S. Treasury Note(*) 4.250 8/15/2013 19,775,000 19,931,045 U.S. Treasury Note(*) 6.250 5/15/2030 15,265,000 18,250,620 ------------ Total U.S. Treasury Obligations (Cost $53,315,731) 53,889,713 ------------ FOREIGN DENOMINATED--3.0% EURO--3.0% Deutsche Republic 4.125 7/4/2008 EUR 3,265,000 4,614,492 Deutsche Republic 4.500 1/4/2013 3,205,000 4,646,304 Deutsche Republic 4.750 7/4/2034 3,195,000 4,667,100 ------------ Total Foreign Denominated (Cost $11,628,666) 13,927,896 ------------ TOTAL BONDS AND NOTES (COST $534,872,388) 542,971,652 ------------ CONVERTIBLE PREFERRED STOCKS--0.8% SHARES ------- Equity Office Properties Trust 5.25% 144A CVT Pfd REIT 50,600 2,599,575 Fannie Mae 5.375% CVT Pfd 8 846,000 Fannie Mae 7.00% CVT Pfd 7,950 450,666 ------------ TOTAL CONVERTIBLE PREFERRED STOCKS (Cost $3,732,200) 3,896,241 PURCHASED OPTIONS--0.0% CONTRACT SIZE ------------- US Treasury Note 3.00% Call , Strike Price 101.109 2/18/05 232,150 1,814 US Treasury Note 4.25% Call , Strike Price 99.875 3/02/05 45,250 50,047 US Treasury Note 4.25% Put, Strike Price 98.0078 3/02/05 45,750 20,176 ------------ TOTAL PURCHASED OPTIONS (Cost $232,187) 72,037 ------------ The accompanying notes are an integral part of the financial statements. 20 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ SHORT-TERM INVESTMENTS--25.1% U.S. GOVERNMENT AGENCY--9.0% FNMA Discount Note((+)(+)) 2.171% 1/13/2005 $12,860,000 $ 12,850,632 FNMA Discount Note((+)(+)) 2.096 1/19/2005 28,965,000 28,933,217 ------------- 41,783,849 ------------- U.S. TREASURY BILL--0.0% U.S. Treasury Bill( !) 2.215 3/17/2005 400,000 398,302 ------------- INVESTMENT COMPANIES--0.3% SHARES ---------- Dreyfus Institutional Preferred Plus Money Market Fund ((+)) 1,491,436 1,491,436 ------------- INVESTMENT OF CASH COLLATERAL--15.8% BlackRock Cash Strategies L.L.C( **) 73,522,325 73,522,325 ------------- TOTAL SHORT TERM INVESTMENTS (Cost $117,195,800) 117,195,912 ------------- TOTAL INVESTMENTS--142.7% (COST $656,032,575) 664,135,842 OTHER ASSETS, LESS LIABILITIES--(42.7)% (198,593,060) ------------- NET ASSETS--100% $465,542,782 ============= NOTES TO SCHEDULE OF INVESTMENTS: 144A-Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified buyers. EUR-Euro FHLMC-Federal Home Loan Mortgage Company FNMA-Federal National Mortgage Association GNMA-Government National Mortgage Association REIT-Real Estate Investment Trust TBA-To Be Announced (a) Variable Rate Security, rate indicated is as of 12/31/04. (b) Zero coupon security. (+) Affiliated institutional money market fund. (+)(+) Rate noted is yield to maturity * Security, or a portion thereof, was on loan at December 31, 2004. ** Money market fund exempt from registration under the Investment Company Act of 1940 offered only to eligible investors. # Delayed Delivery contract. ! Denotes all of part of security pledged as collateral. At December 31, 2004 the Portfolio held the following futures contracts: UNDERLYING FACE UNREALIZED CONTRACT POSITION EXPIRATION DATE AMOUNT AT VALUE GAIN/(LOSS) - ------------------------------------------------------------------------------------------------------------------------------------ U.S. Long Bond CBT (20 Contracts) Long 3/21/2005 $ 2,250,000 $ 39,432 U.S. 5 Year Note (335 Contracts) Short 3/21/2005 36,692,969 (264,987) U.S. 10 Year Note (131 Contracts) Short 3/21/2005 14,663,813 (154,172) --------- $(379,727) ========= The accompanying notes are an integral part of the financial statements. 21 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- At December 31, 2004, the Portfolio held the following forward foreign currency exchange contracts: LOCAL PRINCIPAL CONTRACT VALUE AT USD AMOUNT UNREALIZED CONTRACTS TO DELIVER AMOUNT VALUE DATE DECEMBER 31, 2004 TO RECEIVE (LOSS) - ------------------------------------------------------------------------------------------------------------------------------------ Euro 8,410,000 3/16/2005 $11,417,929 $11,201,952 $(215,977) During the year ended December 31, 2004, the Portfolio entered into the following option transactions: WRITTEN PUT OPTION TRANSACTIONS NUMBER OF CONTRACTS PREMIUMS - ----------------------------------------------------------------------------------------------------------------------------------- Outstanding, beginning of period 4 $ 287,972 Options written 12 1,077,286 Options expired (12) (1,089,115) Options closed (3) (211,092) ------ ------------ Outstanding, end of period 1 $ 65,051 ====== ============ SECURITY CONTRACT VALUE - ----------------------------------------------------------------------------------------------------------------------------------- US Treasury Note 4.25% Put, Strike Price 96.195, 3/2/05 (premiums received $65,051) 1 $11,712 ------ ------------ WRITTEN CALL OPTION TRANSACTIONS NUMBER OF CONTRACTS PREMIUMS - ----------------------------------------------------------------------------------------------------------------------------------- Outstanding, beginning of period 4 $ 220,133 Options written 11 598,720 Options expired (6) (320,027) Options closed (8) (467,717) ------ ------------ Outstanding, end of period 1 $31,109 ====== ============ SECURITY CONTRACT VALUE - ----------------------------------------------------------------------------------------------------------------------------------- US Treasury Note 4.25% Call, Strike Price 101.406, 3/2/05 (premiums received $31,109) 1 $ 47,332 ------ ------------ The accompanying notes are an integral part of the financial statements. 22 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- At December 31, 2004, the Portfolio held the following swap contracts: NOTIONAL AMOUNT PORTFOLIO/COUNTERPARTY EXPIRATION DATE DESCRIPTION VALUE - ------------------------------------------------------------------------------------------------------------------------------------ 1,415,000 USD 6/20/09 Agreement with Merrill Lynch, dated 4/23/04 to receive 1.56% per year times the notional amount. The Portfolio makes payment only upon a credit event by Georgia Pacific Corp., the notional amount times the difference between the par value and the then-market of Georgia Pacific Corp., 8.125% due 5/15/11. $ 38,440 1,000,000 USD 12/20/08 Agreement with Bear Stearns, dated 12/15/04 to receive 1.96% per year times the notional amount. The Portfolio makes payment only upon a credit event by General Motors Acceptance Corp., the notional amount times the difference between the par value and the then-market of General Motors Acceptance Corp., 6.875% due 8/28/12. 3,570 1,100,000 USD 12/20/07 Agreement with Bear Stearns, dated 12/08/04 to receive 2.05% per year times the notional amount. The Portfolio makes payment only upon a credit event by Republic of Turkey, the notional amount times the difference between the par value and the then-market of Republic of Turkey, 11.875% due 1/15/30. 12,353 2,300,000 USD 12/20/09 Agreement with Bear Stearns, dated 11/17//04 to receive 2.84% per year times the notional amount. The Portfolio makes payment only upon a credit event by Ukraine Government, the notional amount times the difference between the par value and the then-market of Ukraine Government, 7.65% due 6/11/13. 33,132 1,000,000 USD 12/17/08 Agreement with Lehman Brothers, dated 12/15/04 to receive the notional amount multiplied by 3.68375% and to pay the notional amount multiplied by the month LIBOR. (5,269) $940,000 USD 9/20/09 Agreement with Merrill Lynch, dated 8/25/04 to pay 5.05% per year times the notional amount. The Portfolio receives payment only upon a credit event by Bombardier, Inc., the notional amount times the difference between the par value and the then-market of Bombardier, Inc., 6.75% due 5/1/12. (27,864) 2,300,000 USD 11/19/09 Agreement with Bear Stearns, dated 11/17/04 to receive the notional amount multiplied by 3.90700% and to pay the notional amount multiplied by the 3 month LIBOR. (4,945) 1,100,000 USD 12/20/05 Agreement with Bear Stearns, dated 12/08/04 to pay 1.05% per year times the notional amount. The Portfolio receives payment only upon a credit event by Republic of Turkey, the notional amount times the difference between the par value and the then-market of Republic of Turkey, 11.875% due 1/15/30. (1,353) -------- Total Swap Value $ 48,064 ======== The accompanying notes are an integral part of the financial statements. 23 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 - -------------------------------------------------------------------------------- ASSETS Investments in securities (including securities on loan, valued at $72,044,892) (Note 7) Unaffiliated issuers, at value (Note 1A) (cost $654,541,139) $662,644,406 Affiliated issuers, at value (Note 1A)(cost $1,491,436) (Note 1H) 1,491,436 Interest and dividends receivable 4,166,313 Receivable for investments sold 1,151,732 Swap contracts contracts, at value (Note 5) 48,064 Prepaid expenses 2,950 ------------ Total assets 669,504,901 LIABILITIES Payable for investments purchased $129,894,582 Collateral for securities on loan (Note 7) 73,522,325 Due to custodian 39,739 Payable for variation margin on open futures contracts (Note 5) 66,906 Unrealized depreciation on forward foreign currency exchange contracts (Note 5) 215,977 Options written, at value (premiums received $96,160) (Note 5) 59,044 Accrued professional fees 78,767 Accrued accounting and custody fees (Note 2) 26,502 Accrued trustees' fees and expenses (Note 2) 25,370 Accrued expenses 32,907 ------------ Total liabilities 203,962,119 ------------ NET ASSETS (APPLICABLE TO INVESTORS' BENEFICIAL INTEREST) $465,542,782 ============ The accompanying notes are an integral part of the financial statements. 24 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 - -------------------------------------------------------------------------------- INVESTMENT INCOME (NOTE 1C) Interest income (including securities lending income of $48,570 (Note 6)) $ 21,804,716 Income from affiliated investments (Note 1H) 70,946 Dividend income 151,965 ------------ Total investment Income 22,027,627 EXPENSES Investment advisory fee (Note 2) $ 1,925,294 Accounting and custody fees (Note 2) 171,984 Professional fees 84,257 Trustees' fees and expenses (Note 2) 95,651 Insurance expense 21,360 Miscellaneous 7,440 ------------ Total expenses 2,305,986 ------------ Net investment income 19,721,641 ------------ REALIZED AND UNREALIZED GAIN (LOSS) Net realized gain (loss) Investment security transactions 21,025,877 Financial futures contracts (170,191) Swap transactions 750,811 Written Option transactions 1,077,281 Foreign currency transactions and forward foreign currency exchange contracts (2,184,711) ------------ Net realized gain 20,499,067 Change in unrealized appreciation (depreciation) Investment security transactions (14,049,184) Financial futures contracts (319,720) Written Option transactions (77,753) Swaps (50,372) Foreign currency transactions and forward foreign currency exchange contracts 1,339,218 ------------ Change in net unrealized appreciation (depreciation) (13,157,811) ------------ Net realized and unrealized gain (loss) 7,341,256 ------------ NET INCREASE IN NET ASSETS FROM OPERATIONS $ 27,062,897 ------------ The accompanying notes are an integral part of the financial statements. 25 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 ------------------ ----------------- INCREASE (DECREASE) IN NET ASSETS: FROM INVESTMENT OPERATIONS Net investment income $ 19,721,641 $ 30,021,028 Net realized gains 20,499,067 15,573,886 Change in net unrealized appreciation (depreciation) (13,157,811) (4,658,156) ------------- ------------- Net increase in net assets from investment operations 27,062,897 40,936,758 ------------- ------------- CAPITAL TRANSACTIONS Contributions 65,727,299 24,345,488 Withdrawals (238,255,854) (398,371,613) ------------- ------------- Net increase (decrease) in net assets from capital transactions (172,528,555) (374,026,125) ------------- ------------- TOTAL DECREASE IN NET ASSETS (145,465,658) (333,089,367) ------------- ------------- NET ASSETS At beginning of year 611,008,440 944,097,807 ------------- ------------- At end of year $ 465,542,782 $ 611,008,440 ============= ============= The accompanying notes are an integral part of the financial statements. 26 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ------------------------------------------------------------ 2004 2003 2002 2001(A) 2000 -------- -------- --------- ---------- ---------- TOTAL RETURN((+)) 5.77% 5.25% 8.89% 7.18% 10.23% RATIOS: Expenses (to average daily net assets)(*) 0.45% 0.41% 0.38% 0.36% 0.35% Net Investment Income (to average daily net assets)(*) 3.80% 3.78% 4.86% 6.37% 7.24% Portfolio Turnover 98% 398% 384% 329% 233% Net Assets, End of Year (000's omitted) $465,543 $611,008 $944,098 $1,495,389 $2,226,002 - ------- * For the periods indicated, the investment adviser voluntarily agreed not to impose all or a portion of its investment advisory fee and/or reimbursed the Fund for a portion of its operating expenses. If this voluntary action had not been taken, the investment income per share and the ratios would have been: Ratios (to average daily net assets): Expenses N/A 0.42% 0.39% N/A N/A Net investment income N/A 3.77% 4.85% N/A N/A (a) The Portfolio has adopted the provisions of the revised AICPA Audit and Accounting Guide for Investment Companies effective January 1, 2001 and began amortizing premium and discount on all debt securities on an effective yield basis. The effect of this change for the year ended December 31, 2001 was to decrease the ratio of the net investment income to average net assets from 6.39% to 6.37%. Ratios for the periods prior to January 1, 2001 have not been restated to reflect this change in presentation. (+) Total return for the Portfolio has been calculated based on the total return for the invested Fund, assuming all distributions were reinvested, and adjusted for the difference in expenses as set out in the notes to the financial statements. Total return would have been lower in the absence of expense waivers. The accompanying notes are an integral part of the financial statements. 27 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) SIGNIFICANT ACCOUNTING POLICIES: Mellon Institutional Funds Master Portfolio (the "Portfolio Trust") was organized as a master trust fund under the laws of the State of New York on January 18, 1996 and is registered under the Investment Company Act of 1940, as amended, as an open-end, management investment company. Standish Mellon Fixed Income Portfolio (the "Portfolio") is a separate diversified investment series of the Portfolio Trust. At December 31, 2004 there was one fund, Standish Mellon Fixed Income Fund (the "Fund"), invested in the Portfolio. The value of the Fund's investment in the Portfolio reflects the Fund's proportionate interest in the net assets of the Portfolio. The Fund's proportionate interest at December 31, 2004 was approximately 100%. The objective of the Portfolio is to achieve a high level of current income, consistent with conserving principal and liquidity, and secondarily to seek capital appreciation when changes in interest rates and economic conditions indicate that capital appreciation may be available without significant risk to principal by investing, under normal circumstances, at least 80% of net assets in fixed income securities issued by U.S. and foreign governments and companies. The following is a summary of significant accounting policies followed by the Portfolio in the preparation of its 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 in the financial statements. Actual results could differ from those estimates. A. INVESTMENT SECURITY VALUATIONS Securities for which quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price in the principal market in which such securities are normally traded. Market quotations are not considered to be readily available for certain debt obligations; such investments are stated at fair value on the basis of valuations furnished by a pricing service or dealers, approved by the Trustees, which determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and variable relationships between securities that are generally recognized by institutional traders. Securities (including illiquid securities) for which quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Trustees. Short-term instruments with less than sixty-one days remaining to maturity are valued at amortized cost, which approximates market value. If the Portfolio acquires a short-term instrument with more than sixty days remaining to its maturity, it is valued at current market value until the sixtieth day prior to maturity and will then be valued at amortized value based upon the value on such date unless the Trustees determine during such sixty-day period that amortized value does not represent fair value. B. SECURITIES TRANSACTIONS AND INCOME Securities transactions are recorded as of trade date. Interest income is determined on the basis of coupon interest accrued, adjusted for accretion of discount or amortization of premium using the yield - to - maturity method on long-term debt securities and short-term securities with greater than sixty days to maturity. Realized gains and losses from securities sold are recorded on the identified cost basis. The Portfolio does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of foreign currencies and forward foreign currency exchange contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Portfolio's books and the U.S. dollar equivalent amounts actually received or paid. C. INCOME TAXES The Portfolio is treated as a partnership for federal tax purposes. No provision is made by the Portfolio for federal or state income taxes on any taxable income of the Portfolio because each investor in the Portfolio is ultimately responsible for the payment of any taxes. Since at least one of the Portfolio's investors is a regulated investment company that invests all or substantially all of its assets in the Portfolio, the Portfolio normally must satisfy the source of income and diversification requirements applicable to regulated investment companies (under the Internal Revenue Code) in order for its investors to satisfy them. The Portfolio allocates at least annually among its investors each investor's distributive share of the Portfolio's net investment income, net realized capital gains, and any other items of income, gain, loss deduction or credit. 28 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- D. FOREIGN CURRENCY TRANSACTIONS The Portfolio maintains its records in U.S. dollars. Investment security valuations, other assets, and liabilities initially expressed in foreign currencies are converted into U.S. dollars based upon current currency exchange rates. Purchases and sales of foreign investment securities and income and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions. Section 988 of the Internal Revenue Code provides that gains or losses on certain transactions attributable to fluctuations in foreign currency exchange rates must be treated as ordinary income or loss. For financial statement purposes, such amounts are included in net realized gains or losses. E. INVESTMENT RISK There are certain additional risks involved in investing in foreign securities that are not inherent in investments in domestic securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets. F. COMMITMENTS AND CONTINGENCIES In the normal course of business, the Portfolio may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Portfolio under these arrangements is unknown, as this would involve future claims that may be made against the Portfolio that have not yet occurred. However, based on experience, the Portfolio expects the risks of loss to be remote. G. EXPENSES The majority of expenses of the Trust or Portfolio are directly identifiable to an individual fund or Portfolio. Expenses which are not readily identifiable to a specific fund or Portfolio are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. H. AFFILIATED ISSUERS Affiliated issuers represent issuers in which the Portfolio held investments in other investment companies advised by Standish Mellon Asset Management Company LLC ("Standish Mellon"), a wholly-owned subsidiary of Mellon Financial Corporation, or its affiliates. (2) INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES: The investment advisory fee paid to Standish Mellon for overall investment advisory and administrative services is paid monthly at the annual rate of 0.40% of the Portfolio's first $250,000,000 of average daily net assets, 0.35% of the next $250,000,000 of average daily net assets, and 0.30% of the average daily net assets in excess of $500,000,000. The Portfolio compensates Mellon Bank, N.A. under a custody, administration and accounting services agreement for providing custody, fund administration and fund accounting services for the Portfolio. Pursuant to this agreement the Portfolio paid $150,228 during the year ended December 31, 2004. The Fund entered into an agreement with Mellon Bank to perform certain securities lending activities and to act as the Fund's lending agent. Pursuant to this agreement Mellon Bank receives an agreed upon percentage of the net lending revenues. This compensation is a standard form of compensation received by securities lending agents with respect to non-affiliated entities. See Note 6 for further details. No director, officer or employee of Standish Mellon or its affiliates receives any compensation from the Trust or the Portfolio for serving as an officer or Trustee of the Trust. The Trust pays each Trustee who is not a director, officer or employee of Standish Mellon or its affiliates an annual fee and a per meeting fee as well as reimbursement for travel and out of pocket expenses. In addition, the Portfolio Trust pays the legal fees for the independent counsel of the Trustees. 29 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (3) PURCHASES AND SALES OF INVESTMENTS: Purchases and proceeds from sales of investments, other than short-term obligations, for the year ended December 31, 2004 were as follows: PURCHASES SALES ------------ ------------ U.S. Government Securities $330,557,690 $291,609,634 ============ ============ Investments (non-U.S. Government Securities) $256,413,208 $369,093,760 ============ ============ (4) FEDERAL TAXES: The cost and unrealized appreciation (depreciation) in value of the investment securities owned at December 31, 2004, as computed on a federal income tax basis, were as follows: Aggregate Cost $656,415,090 ============ Gross unrealized appreciation 9,279,843 ============ Gross unrealized depreciation (1,559,091) ============ Net unrealized appreciation $ 7,720,752 ============ (5) FINANCIAL INSTRUMENTS: In general, the following instruments are used for hedging purposes as described below. However, these instruments may also be used to seek to enhance potential gain in circumstances where hedging is not involved. The nature, risks and objectives of these instruments are set forth more fully in the Portfolio Trust's registration statement. The Portfolio may trade the following financial instruments with off-balance sheet risk: OPTIONS Call and put options give the holder the right to purchase or sell a security or currency or enter into a swap arrangement on a future date at a specified price. The Portfolio may use options to seek to hedge against risks of market exposure and changes in security prices and foreign currencies, as well as to seek to enhance returns. Writing puts and buying calls tend to increase the Portfolio's exposure to the underlying instrument. Buying puts and writing calls tend to decrease the Portfolio's exposure to the underlying instrument, or hedge other Portfolio investments. Options, both held and written by the Portfolio, are reflected in the accompanying Statement of Assets and Liabilities at market value. The underlying face amount at value of any open purchased option is shown in the Schedule of Investments. This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments if there is an illiquid secondary market for the contract or if the counterparty does not perform under the contract's terms. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. Realized gains and losses on purchased options are included in realized gains and losses on investment securities, except purchased options on foreign currency which are included in realized gains and losses on foreign currency transactions. If a put option written by the Portfolio is exercised, the premium reduces the cost basis of the securities purchased by the Portfolio. The Portfolio, as a writer of an option, has no control over whether the underlying securities may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the security underlying the written option. Exchange traded options are valued at the last sale price, or if no sales are reported, the last bid price for purchased options and the last ask price for written options. Options traded over-the-counter are valued using prices supplied by the dealers. The Portfolio held options at December 31, 2004. See Schedule of Investments for further details. 30 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- INTEREST RATE FLOORS Interest rate floors purchased by the Portfolio entitle the Portfolio to receive payments on a notional principal amount from the party selling such floor to the extent that a specified index falls below a predetermined interest rate amount. Credit and market risk exist with respect to these instruments. If forecasts of interest rates and other market factors are incorrect, investment performance will diminish compared to what performance would have been if these investment techniques were not used. Even if the forecasts are correct, there are risks that the positions may correlate imperfectly with the asset or liability being hedged, a liquid secondary market may not always exist, or a counterparty to a transaction may not perform. The Portfolio expects to enter these transactions primarily for hedging purposes including, but not limited to, preserving a return or spread on a particular investment or portion of its portfolio, protecting against interest rate fluctuations, as a duration management technique or protecting against an increase in the price of securities the Portfolio anticipates purchasing at a later date. Interest rate floors are "marked-to-market" daily based on quotations from market makers and the change, if any, is recorded as unrealized appreciation or depreciation in the Statement of Operations. Periodic payments of interest, if any, are reported as additions to interest income in the Statement of Operations. Realized gains or losses from these agreements are disclosed in the Statement of Operations. The Portfolio did not enter into any interest rate floors during the year ended December 31, 2004. FORWARD CURRENCY EXCHANGE CONTRACTS The Portfolio may enter into forward foreign currency and cross currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. Risks may arise upon entering these contracts from the potential inability of counterparties to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar and other foreign currencies. The forward foreign currency and cross currency exchange contracts are marked to market using the forward foreign currency rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until the contract settlement date or upon the closing of the contract. Forward currency exchange contracts are used by the Portfolio primarily to protect the value of the Portfolio's foreign securities from adverse currency movements. Unrealized appreciation and depreciation of forward currency exchange contracts is included in the Statement of Assets and Liabilities. The Portfolio held open foreign currency exchange contracts at December 31, 2004. See Schedule of Investments for further details. FUTURES CONTRACTS The Portfolio may enter into financial futures contracts for the delayed sale or delivery of securities or contracts based on financial indices at a fixed price on a future date. Pursuant to margin requirements the Portfolio deposits either cash or securities in an amount equal to a certain percentage of the contract amount. Subsequent payments are made or received by the Portfolio each day, depending on the daily fluctuations in the value of the underlying security, and are recorded for financial statement purposes as unrealized gains or losses by the Portfolio. There are several risks in connection with the use of futures contracts as a hedging device. The change in value of futures contracts primarily corresponds with the value of their underlying instruments or indices, which may not correlate with changes in the value of hedged investments. Buying futures tends to increase the Portfolio's exposure to the underlying instrument, while selling futures tends to decrease the Portfolio's exposure to the underlying instrument or hedge other investments. In addition, there is the risk that the Portfolio may not be able to enter into a closing transaction because of an illiquid secondary market. Losses may arise if there is an illiquid secondary market or if the counterparty does not perform under the contract's terms. The Portfolio enters into financial futures transactions primarily to seek to manage its exposure to certain markets and to changes in securities prices and foreign currencies. Gains and losses are realized upon the expiration or closing of the futures contracts. Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. The Portfolio held open financial futures contracts at December 31, 2004. At December 31, 2004, the Portfolio had segregated sufficient cash and/or securities to cover margin requirements on open futures contracts. See Schedule of Investments for further details. SWAP AGREEMENTS The Portfolio may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. The Portfolio may enter into interest rate and credit default swap agreements to manage its exposure to interest rates and credit risk. Interest rate swap agreements involve the exchange by the Portfolio with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. The Portfolio may use credit default swaps to provide a measure of protection against defaults of issuers (i.e., to reduce risk where the Portfolio owns or has exposure to the corporate or sovereign issuer) or to take an active long or short position with respect to the likelihood of a 31 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- particular corporate or sovereign issuer's default. In connection with these agreements, cash or securities may be set aside as collateral in accordance with the terms of the swap agreement. The Portfolio earns interest on cash set aside as collateral. Swaps are marked to market daily based upon quotations from market makers and change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. These financial instruments are not actively traded on financial markets. The values assigned to these instruments are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and differences could be material. Payments received or made from credit default swaps at the end of the measurement period are recorded as realized gain or loss in the Statement of Operations. Net payments of interest on interest rate swap agreements, if any, are included as part of realized gain and loss. Entering into these agreements involves, to varying degrees, elements of credit, market, and documentation risk in excess of the amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of contractual terms in the agreements, and that there may be unfavorable changes in interest rates. The Portfolio held open swap contracts at December 31, 2004. See Schedule of Investments for further details. (6) SECURITY LENDING: The Portfolio may lend its securities to financial institutions which the Portfolio deems to be creditworthy. The loans are collateralized at all times with cash or securities with a market value at least equal to the market value of the securities on loan. The market value of securities loaned is determined daily and any additional required collateral is allocated to the Portfolio on the next business day. For the duration of a loan, the Portfolio receives the equivalent of the interest or dividends paid by the issuer on the securities loaned and also receives compensation from the investment of the collateral. As with other extensions of credit, the Portfolio bears the risk of delay in recovery or even loss of rights in its securities on loan should the borrower of the securities fail financially or default on its obligations to the Portfolio. In the event of borrower default, the Portfolio generally has the right to use the collateral to offset losses incurred. The Portfolio may incur a loss in the event it was delayed or prevented from exercising its rights to dispose of the collateral. The Portfolio also bears the risk in the event that the interest and/or dividends received on invested collateral is not sufficient to meet the Portfolio's obligations due on the loans. The Portfolio loaned securities during the year ended December 31, 2004 resulting in $48,570 of security lending income. At December 31, 2004, the Portfolio had securities valued at $72,044,892 on loan. See the Statement of Investments for further detail on the security positions on loan. (7) DELAYED DELIVERY TRANSACTIONS: The Portfolio may purchase securities on a when-issued, delayed delivery or forward commitment basis. Payment and delivery may take place a month or more after the date of the transactions. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. Income on the securities will not be earned until settlement date. The Portfolio instructs its custodian to segregate securities having value at least equal to the amount of the purchase commitment. The Portfolio may enter into to be announced ("TBA") purchase commitments to purchase securities for a fixed unit price at a future date beyond customary settlement time. Although the unit price has been established, the principal value has not been finalized. However, the amount of the commitments will not fluctuate more than 0.01% from the principal amount. The Portfolio holds, and maintains until settlement date, cash or high-grade debt obligations in an amount sufficient to meet the purchase price, or the Portfolio may enter into offsetting contracts for the forward sale of other securities it owns. Income on the securities will not be earned until settlement date. TBA purchase commitments may be considered securities in themselves, and involve a risk of loss if the value of the security to be purchased declines prior to the settlement date. Unsettled TBA purchase commitments are valued at the current market value of the underlying securities, according to the procedures described under "Investment security valuations" above. The Portfolio may enter into TBA sale commitments to hedge its portfolio positions. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, an offsetting TBA purchase commitment deliverable is held as "cover" for the transaction. Unsettled TBA sale commitments are valued at the current market value of the underlying securities, generally according to the procedures described under "Investment security valuations" above. The contract is 'marked-to-market' daily and the change in market value is recorded by the Portfolio as an unrealized gain or loss. If the TBA sale commitment is closed through the acquisition of an offsetting purchase commitment, the Portfolio realizes a gain or loss from the sale of the securities based upon the unit price established at the date the commitment was entered into. See Schedule of Investments for further details. 32 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (8) LINE OF CREDIT: The Portfolio, and other subtrusts in the Portfolio Trust and funds in the Trust are parties to a committed line of credit facility, which enables each portfolio/fund to borrow, in the aggregate, up to $35 million. Interest is charged to each participating portfolio/fund based on its borrowings at a rate equal to the Federal Funds effective rate plus 1/2 of 1%. In addition, a facility fee, computed at an annual rate of 0.060 of 1% on the daily unused portion of the facility, is allocated ratably among the participating portfolios/funds at the end of each quarter. For the year ended December 31, 2004, the expense allocated to the Portfolio was $6,879 During the year ended December 31, 2004, the Portfolio had average borrowings outstanding of $1,428,200 on a total of five days and incurred $456 of interest expense. 33 MELLON INSTITUTIONAL FUNDS MASTER PORTFOLIO STANDISH MELLON FIXED INCOME PORTFOLIO REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Trustees of Mellon Institutional Funds Master Portfolio and Investors of Standish Mellon Fixed Income 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 financial highlights present fairly, in all material respects, the financial position of Standish Mellon Fixed Income Portfolio (the "Portfolio") at December 31, 2004, and the results of its operations, the changes in its net assets, and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Portfolio's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the 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 December 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP New York, NY February 25, 2005 34 TRUSTEES AND OFFICERS The following table lists the Trust's trustees and officers; their address and date of birth; their position with the Trust; the length of time holding that position with the Trust; their principal occupation(s) during the past five years; the number of portfolios in the fund complex they oversee; other directorships they hold in companies subject to registration or reporting requirements of the Securities Exchange Act of 1934 (generally called "public companies") or in registered investment companies; and total annual remuneration paid as of December 31, 2004. The Trust's Statement of Additional Information includes additional information about the Trust's trustees and is available, without charge, upon request by writing The Mellon Institutional Funds at P.O. Box 8585, Boston, MA 02266-8585 or calling toll free 1-800-221-4795. INDEPENDENT TRUSTEES NUMBER OF TRUSTEE PRINCIPAL PORTFOLIOS IN OTHER REMUNERATION NAME TERM OF OFFICE OCCUPATION(S) FUND COMPLEX DIRECTORSHIPS (YEAR ENDED ADDRESS, AND POSITION(S) AND LENGTH OF DURING PAST OVERSEEN BY HELD BY DECEMBER 31, DATE OF BIRTH HELD WITH TRUST TIME SERVED 5 YEARS TRUSTEE TRUSTEE 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Samuel C. Fleming Trustee Trustee since Chairman of the Board 30 None Fund: $500 c/o Decision Resources, Inc. 11/3/1986 and Chief Executive Portfolio: $9,886 260 Charles Street Officer, Decision Waltham, MA 02453 Resources, Inc. 9/30/40 Caleb Loring III Trustee Trustee since Trustee, Essex Street 30 None Fund: $500 c/o Essex Street Associates 11/3/1986 Associates (family Portfolio: $11,380 P.O. Box 181 investment trust office) Beverly, MA 01915 11/14/43 Benjamin M. Friedman Trustee Trustee since William Joseph Maier, 30 None Fund: $500 c/o Harvard University 9/13/1986 Professor of Political Portfolio: $9,886 Cambridge, MA 02138 Economy, Harvard 8/5/44 University John H. Hewitt Trustee Trustee since Trustee, Mertens 30 None Fund: $500 P.O. Box 2333 11/3/1986 House, Inc. (hospice) Portfolio: $9,886 New London, NH 03257 4/11/35 INTERESTED TRUSTEES Patrick J. Sheppard Trustee, President Since 2003 Senior Vice President 30 None Fund: $0 Mellon Institutional and Chief and Chief Operating Officer, Portfolio: $0 Asset Management Executive Officer Mellon Institutional One Boston Place Asset Management; Boston, MA 02108 formerly Vice President 7/24/65 and Chief Financial Officer, Mellon Institutional Asset Management 35 PRINCIPAL OFFICERS WHO ARE NOT TRUSTEES NUMBER OF PORTFOLIOS IN NAME TERM OF OFFICE FUND COMPLEX ADDRESS, AND POSITION(S) AND LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN BY DATE OF BIRTH HELD WITH TRUST TIME SERVED DURING PAST 5 YEARS TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------------ Barbara A. McCann Vice President Since 2003 Senior Vice President and Head of Operations 30 Mellon Institutional and Secretary Mellon Institutional Asset Management, formerly Asset Management First Vice President, Mellon Institutional Asset One Boston Place Management and Mellon Global Investments Boston, MA 02108 2/20/61 Steven M. Anderson Vice President Vice President Vice President and Mutual Funds Controller, 30 Mellon Institutional and Treasurer since 1999; Mellon Institutional Asset Management Asset Management Treasurer Institutional Asset One Boston Place since 2002 Boston, MA 02108 7/14/65 Denise B. Kneeland Assistant Vice Since 1996 Vice President and Manager, Mutual Funds Operations, 30 Mellon Institutional President Mellon Institutional Asset Management Asset Management One Boston Place Boston, MA 02108 8/19/51 Cara E. Hultgren Assistant Vice Since 2001 Assistant Vice President and Manager, 30 Mellon Institutional President Shareholder Services, Mellon Institutional Asset Management Asset Management since 2001; One Boston Place Shareholder Representative, Boston, MA 02108 Standish Mellon Asset Management 1/19/71 Jan F. Jumet Chief Since 2004 Senior Vice President and Chief Compliance Officer 30 Standish Mellon Assest Compliance for Standish Mellon Asset Management Company LLC; Management Company LLC Officer formerly Director of Compliance and Administration One Boston Place and Chief Administration Officer for Standish Mellon Boston, MA 02108 Asset Management Company LLC, Senior 8/9/66 Vice President and Chief Administration Officer for Mellon Bond Associates, LLP, and First Vice President and Senior Sales Associate for Mellon Institutional Asset Management 36 [LOGO] Mellon -------------------------- Mellon Institutional Funds One Boston Place Boston, MA 02108-4408 800.221.4795 www.melloninstitutionalfunds.com 0923AR1204 Annual Report STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND YEAR ENDED DECEMBER 31, 2004 This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus. Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund' s historical or future performance are statements of the opinion of Fund management as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. Commencing with the fiscal quarter ending September 30, 2004, the Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. The Fund' s Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington D.C. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. To view the Fund' s proxy voting guidelines and proxy voting record for the 12-month period ended June 30, 2004, visit the SEC' s web site at http: //www.sec.gov. You may also call 1-800-221-4795 to request a free copy of the proxy voting guidelines. February 28, 2005 Dear Mellon Institutional Fund Shareholder: Enclosed you will find your Fund's annual report for the fiscal year ended December 31, 2004. The year was largely positive for the financial markets, as the economic expansion continued. However, as the year progressed, anticipated GDP growth diminished in line with typical expectations at this point in the economic cycle. The S&P 500 entered 2004 with a sharp climb, fueled to a large degree by above-trend GDP growth: 4.4% in the fourth quarter of 2003 and 5.0% in the first quarter of the year, driven by a potent mix of tax cuts, monetary policy and government spending. But the momentum stalled, as the market dealt with the prospect of inflation and a new tightening cycle by the Federal Reserve, the uncertainties of a tight presidential campaign, and the ever-present threats posed by terrorism. The equity markets greeted the reelection of President Bush with optimism, as the S&P 500 surged past 1200 in the closing weeks of the year to its 2004 peak. In the bond market, the year started with much speculation about when and how the Fed would end one of the longest stretches of easy monetary policy on record, which had driven rates to historical lows. In the fall of 2003, the prospect of deflation was still a factor in the Fed's deliberations and was its stated rationale for maintaining an accommodative stance. In the first quarter, however, the Fed began to refer to a "measured pace" of tightening. The market reacted by switching gears dramatically, sending the 10-year U.S. Treasury note from 3.7% on March 16 to 4.9% on June 14. Since then, as the economic outlook softened, with relatively tame inflation, yields have settled back to about 4%, roughly the same as a year ago. Looking ahead, it is clear that there are some causes for concern. Consumers are weighted with debt and potentially vulnerable in a rising rate environment. Companies are hoarding cash and are being deliberate in boosting employment and spending on plant and equipment. The stimulus of monetary policy, tax cuts and government spending is waning. Nevertheless, business activity has some significant momentum, which should carry over into 2005, with reasonable profit growth and modest inflation. Finally, the president's ambitious plans to privatize Social Security, reform health care, and revise the tax code could potentially have major fiscal implications that the market will be watching carefully. Thank you for your business and confidence in Mellon Institutional Funds. Please feel free to contact us with questions or comments. Sincerely, /s/ Patrick J. Sheppard Patrick J. Sheppard One Boston Place * Boston, MA 02108-4402 A MELLON ASSET MANAGEMENT COMPANY 1 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND MANAGEMENT DISCUSSION AND ANALYSIS - -------------------------------------------------------------------------------- For the year 2004, the Standish Mellon Opportunistic High Yield Bond Fund has returned 10.85% while the Merrill Lynch Master II High Yield Index was up 10.87% for the same period. The 10-year US Treasury yield closed the month at 4.22%, down from 4.35% at the November close and basically coming full circle from its starting point (4.25%) at the start of the year. The Lehman Aggregate Index gained .92% in December and finished with a 2004 return of 4.34%. On an index comparison basis high yield has bested higher quality fixed income by over 600 basis points in 2004. With a strong fourth quarter, equities had a good year in 2004 as the S&P 500 gained 10.74% and small cap stocks performed significantly better than that. The other star in the fixed income asset class was Emerging Markets, which, along with high yield closed the year with a string of good months and recorded a 2004 return of close to 12%. During the year the Index benchmark for the Fund was changed from the Lehman Brothers US High Yield Index to the Merrill Lynch Master II High Yield Index. Both indexes use similar methodology but the change was made for reasons of market acceptance, usability and transparency to outside investors. The Lehman High Yield Index returned 11.13% for 2004. As the high yield rally has continued in the last four months, lower quality names have led performance. For December CCC-rated bonds returned a healthy +3.09%, and as they did in November, October and September, clearly outdistanced both the BB (+1.24%) and B (+1.16%) quality sectors. The hot performance of CCC's in the last four months of 2004 has left the relative performance situation in high yield an almost miniature repeat of 2003, with lower-priced, higher-yielding bonds significantly outperforming issues from stronger credits. For the year BB's reported a YTD result of +9.33%, B's stand at +10.44% and CCC's finished with a remarkable return of +15.75%. The lower quality theme favoring higher yields and lower dollar prices during 2004 was even more clearly demonstrated by the performance of the market's distressed credits. Looking at credit quality on a ratings-blind basis shows distressed credits (those with spreads greater than 1,000 basis points over Treasuries) had another huge month in December at +7.44% as compared to non-distressed names return of 1.24%. Spreads on the non-distressed cohort widened a small bit in December from +271 to +279. With strong performance in the fourth quarter, bonds categorized as distressed (+24.78% annual return) outperformed their non-distressed peers (+10.23%) in 2004. As was the case in the previous two months, outperformance by speculative, distressed credits dominated the top industry returns in December, primarily driven by snapbacks in some of the sectors that have struggled for most of the year. Air Transport again topped this list as labor negotiation progress and some relief on the fuel cost front boosted optimism and produced a monthly return of 7.23%. Airlines remain as the only losing sector on the year at -.40%. Telecom was another winner in December at +2.28%. No industries had negative returns for the month. Some of the weaker December performances were turned in by some of the market's more stable sectors including Consumer Products (.57%), Gaming (+.75%) and the previously strong Building Materials sector (+.50%). 2 Generally speaking industry returns were quite closely bunched in 2004 with Airlines being the only industry without a positive yearly return. The Fund had a small exposure to the airline sector through some EETC holdings in Continental and Northwest Airlines, two of the more liquid companies in a tough industry. Those holdings were actually a small positive for performance as they were purchased at favorable prices. The snap back dynamic among sectors that underperformed in 2003 sponsored the year's big industry winners as Textile and Apparel (+28.08 2004 return), Steel (+19.32%) and Chemicals (+15.48%) topped the yearly return chart. With the exception of Chemicals none of these industries represents a large part of the high yield market. On an issuer specific basis the largest index contributions came from three sources: 1) recovering pipelines and utilities (El Paso, Williams and Edison International) 2) Wireline Telecom (AT&T, Quest and MCI) and 3) large distressed issuers (Charter, Calpine and Levi Strauss). The Fund had large exposures to the pipeline and utility area which was helpful to performance although our holdings were concentrated more in the regulated operating pipeline and first mortgage utility bonds than in the holding company issues that provided the very largest returns. Although we did have investments (where permitted by ratings guidelines) to the wireline telecom providers our exposure was smaller than the index and focused on the safety of operating-company and shorter-maturity bonds. Our stance here was dictated by continued competition and the technological threats to the business model of these companies. Lastly, Standish portfolios are never highly exposed to distressed issuers. We did not like in 2004 and continue not to like for 2005, the finances of Charter or Calpine. Neither company looks like it can come close to supporting its current debt load and both situations appear to contain large risks to the capital of bondholders despite the two issuers ability to solve liquidity problems by accessing the high yield market by issuing various types of secured paper. MARKET ENVIRONMENT In 2004 high yield investors were once more handsomely rewarded for concentrating on the highest yielding opportunities in the market. Risk seeking investors also had a big hand in shaping the composition of the new issues that came to market as speculative-grade issues represented a large share of new deals. In 2004 new global high yield issuance hit an all-time record of over $160 billion. Almost 20% of that new issuance was rated speculative grade CCC or lower. As a contrast in 2003 about 7% of new issuance carried speculative ratings and, in the credit stressed environment of 2001 and 2002, the share was around 3%. An interesting note on the demand side was the fervent search for high yield bonds that took place despite annual outflows of over $4 billion from high yield mutual funds. Yield-thirsty institutional investors and other constituencies such, as hedge funds and structured credit vehicles, more than made up for the slide in retail demand as compared to 2003 when mutual funds had significant inflows. 3 PORTFOLIO STRATEGY AND OUTLOOK On the year high yield spreads tightened over 100 basis points as the broad ML Master II Index spread fell from 418 bp at the close of 2003 to +310 at year-end 2004. Much of this spread tightening took place in the fourth quarter of the year. High yield is now at a point where the market looks overpriced on the basis of historically very low yields (the average B-rated bond yields about 6.80%) and spreads, combined with a risky overall ratings profile given the expansion of speculative rated securities. The broad Merrill Lynch Index now has 14% of its market value in CCC and lower rated securities and the similar Lehman index reports over 17%. This extreme valuation situation is more stable than it appears however as a number of positive market forces derived from stable credit conditions and an acute lack of attractive yield-oriented investment alternatives have provided supporting technicals and comfort to investors holding credit risk. Over the last half of 2004 the credit risk of the Standish portfolio has been reduced a bit and even more focus has been placed on identifying improving credit situations. The portfolio also now holds a number of floating-rate high yield bond issues and these should continue to provide good performance and serve as a counterbalance to some of the longer duration investments that have been made in improving credits where spreads are expected to tighten. As always credit vigilance will be high and that should be the driver of portfolio returns in 2005. /s/Jonathan Uhrig Jonathan Uhrig 4 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD BOND FUND COMPARISON OF CHANGE IN VALUE OF $100,000 INVESTMENT IN STANDISH MELLON OPPORTUNISTIC HIGH YIELD BOND FUND, THE LEHMAN BROTHERS HIGH YIELD INDEX AND THE MERRILL LYNCH HIGH YIELD MASTER II INDEX - -------------------------------------------------------------------------------- AVERAGE ANNUAL TOTAL RETURNS (FOR PERIOD ENDED 12/31/2004) - -------------------------------------------------------------------------------- Since Inception 1 Year 3 Year 04/02/2001 - ------------------------------------------------------------------------------------------------------------------------------------ 10.85% 12.71% 9.18% AVERAGE ANNUAL TOTAL RETURNS REFLECT THE CHANGE IN THE VALUE OF AN INVESTMENT, ASSUMING REINVESTMENT OF THE FUND'S DIVIDEND INCOME AND CAPITAL GAINS. THE $100,000 LINE GRAPH AND THE FUND'S RETURNS DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON FUND DISTRIBUTIONS OR THE REDEMPTION OF FUND SHARES. DURING PERIODS OF REIMBURSEMENT BY THE FUND'S INVESTMENT ADVISER (IF APPLICABLE), THE FUND'S TOTAL RETURN WILL BE GREATER THAN IT WOULD BE HAD THE REIMBURSEMENT NOT OCCURRED. PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE. 5 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND SHAREHOLDER EXPENSE EXAMPLE - -------------------------------------------------------------------------------- As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2004 to December 31, 2004). Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000.00=8.6), then multiply the result by the number in the first line 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 line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expenses ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's 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 Fund 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 transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs 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. EXPENSES PAID BEGINNING ENDING DURING PERIOD((+)) ACCOUNT VALUE ACCOUNT VALUE JUNE 1, 2004 TO JUNE 1, 2004 DECEMBER 31, 2004 SEPTEMBER 30, 2004 - ------------------------------------------------------------------------------------------------------------------------------------ Actual $1,000.00 $1,097.40 $0.53 Hypothetical (5% return per year before expenses) $1,000.00 $1,024.63 $0.51 ( - ------- ((+)) EXPENSES ARE EQUAL TO THE FUND'S ANNUALIZED EXPENSE RATIO OF 0.10%, MULTIPLIED BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY 184/366 (TO REFLECT THE ONE-HALF YEAR PERIOD). 6 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND PORTFOLIO INFORMATION AS OF DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PERCENTAGE OF SUMMARY OF COMBINED RATINGS INVESTMENTS -------------------------------------------- QUALITY BREAKDOWN -------------------------------------------- Treasury 1.9% BBB 3.3 BB 41.8 B 49.8 CCC 2.4 NR 0.8 _____ 100.0% Based on ratings from Standard & Poor's and/or Moody's Investors Services. If a security receives split (different) ratings from multiple rating organizations, the Fund treats the security as being rated in the higer rating category. PERCENTAGE OF TOP TEN HOLDINGS(*) RATE MATURITY NET ASSETS - ---------------------------------------------------------------------------------------------------------- Freescale Semiconductor Inc. 6.875% 7/15/2011 2.7% Chevy Chase Bank FSB 6.875 12/1/2013 2.6 Sovereign Capital Trust II Convertible Preferred 4.375 2.4 Georgia-Pacific Corp. 8.000 1/15/2024 1.9 Chumash Casino & Resort Enterprises 144A 9.000 7/15/2010 1.7 Williams Cos, Inc. 7.875 9/1/2021 1.7 PX Escrow Corp. 9.625 2/1/2006 1.5 El Paso Natural Gas Co. 8.625 1/15/2022 1.5 INVISTA 144A 9.250 5/1/2012 1.4 Crown Cork & Seal Co, Inc. 8.000 4/15/2023 1.4 ______ 18.8% * Excluding short-term investments and investment of cash collateral. PERCENTAGE OF SUMMARY OF INDUSTRIES INVESTMENTS - ----------------------------------------------------------------------- Banking 4.9% Basic industry 12.9 Capital goods 12.7 Consumer cyclical 4.5 Consumer non-cyclical 8.1 Energy 9.8 Finance 0.7 Media 12.9 Real estate 0.3 Services cyclical 12.9 Services non-cyclical 1.5 Technology 3.3 Telecommunications 4.9 Utility 8.4 Municipal 0.3 Agency 0.1 Cash & Equivalents 1.8 _____ 100.0% The Fund is actively managed. Current holdings may be different than those presented above. 7 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ BONDS AND NOTES--95.6% CONVERTIBLE CORPORATE BONDS--0.3% Centerpoint Energy, Inc. 144A CVT (cost $55,000) 2.875% 1/15/2024 $ 55,000 $ 57,888 ___________ CORPORATE--84.1% BANKING--2.6% Chevy Chase Bank FSB 6.875 12/1/2013 455,000 469,788 ___________ BASIC INDUSTRY--12.0% Airgas, Inc. 6.250 7/15/2014 25,000 25,500 Arch Western Finance 6.750 7/1/2013 55,000 56,788 BCP Caylux Holdings Luxembourg SCA 144A 9.625 6/15/2014 100,000 112,750 Berry Plastics 10.750 7/15/2012 55,000 62,975 Earle M Jorgenson Co. 9.750 6/1/2012 100,000 112,500 Equistar Chemicals LP/ Equistar Funding Corp. 10.125 9/1/2008 90,000 103,725 Equistar Chemicals LP/Equistar Funding Corp. 10.625 5/1/2011 15,000 17,400 Freeport-McMoRan Copper & Gold, Inc. 10.125 2/1/2010 75,000 85,688 Freeport-McMoRan Copper & Gold, Inc. 6.875 2/1/2014 70,000 69,563 Georgia-Pacific Corp. 7.375 7/15/2008 220,000 239,250 Georgia-Pacific Corp. 8.000 1/15/2024 300,000 348,000 KRATON Polymers LLC/Capital Corp. 144A 8.125 1/15/2014 15,000 15,638 Lubrizol Corp. 4.625 10/1/2009 150,000 149,769 Lyondell Chemical Co.(*) 9.625 5/1/2007 100,000 110,000 Nalco Co. 7.750 11/15/2011 175,000 189,000 Neenah Paper, Inc. 144A 7.375 11/15/2014 10,000 10,150 Peabody Energy Corp. 6.875 3/15/2013 40,000 43,300 Steel Dynamics, Inc. 9.500 3/15/2009 100,000 109,500 Stone Container Corp. 8.375 7/1/2012 145,000 158,050 Westlake Chemical Corp. 8.750 7/15/2011 104,000 117,520 ___________ 2,137,066 ___________ CAPITAL GOODS--8.5% Alliant Techsystems, Inc. 8.500 5/15/2011 100,000 109,500 Alliant Techsystems, Inc. 144A 2.750 2/15/2024 35,000 37,056 Crown Cork & Seal Co, Inc. 8.000 4/15/2023 250,000 246,250 Esterline Technologies Corp. 7.750 6/15/2013 70,000 76,475 L-3 Communications Corp. 7.625 6/15/2012 85,000 93,288 Leucadia National Corp. 7.000 8/15/2013 65,000 66,950 National Waterworks, Inc. 10.500 12/1/2012 55,000 61,875 Norcraft Finance Co. 9.000 11/1/2011 40,000 43,200 Owens-Brockway 144A 6.750 12/1/2014 50,000 50,500 Owens-Brockway 7.750 5/15/2011 55,000 59,538 Owens-Illinois, Inc.(*) 7.500 5/15/2010 210,000 222,863 Pinnacle Foods Holding Corp. 144A(*) 8.250 12/1/2013 85,000 80,963 Silgan Holdings, Inc. 6.750 11/15/2013 85,000 88,400 Solo Cup Co.(*) 8.500 2/15/2014 50,000 52,000 Texas Industries, Inc. 10.250 6/15/2011 110,000 128,700 Trinity Industries, Inc. 6.500 3/15/2014 100,000 100,000 ___________ 1,517,558 ___________ CONSUMER CYCLICAL--2.4% Advanced Accessory Systems LLC(*) 10.750 6/15/2011 85,000 80,750 Domino's, Inc. 8.250 7/1/2011 76,000 83,030 Friendly Ice Cream Corp.(*) 8.375 6/15/2012 25,000 24,531 The accompanying notes are an integral part of the financial statements. 8 ELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER CYCLICAL (CONTINUED) Keystone Automotive Operations, Inc. 9.750% 11/1/2013 $ 40,000 $ 42,800 Russell Corp. 9.250 5/1/2010 125,000 134,063 Scotts Co. 6.625 11/15/2013 65,000 68,413 ___________ 433,587 ___________ CONSUMER NON-CYCLICAL--7.2% Altria Group, Inc. 7.000 11/4/2013 50,000 54,177 Chattem, Inc. (b) 5.400 3/1/2010 50,000 51,000 Chattem, Inc. 7.000 3/1/2014 60,000 61,800 Del Monte Corp. 8.625 12/15/2012 105,000 117,600 Elizabeth Arden, Inc. 7.750 1/15/2014 40,000 42,400 Fisher Scientific International 144A 6.750 8/15/2014 140,000 150,150 Ingles Markets, Inc. 8.875 12/1/2011 75,000 80,250 RJ Reynolds Tobacco Holdings, Inc.(*) 7.750 5/15/2006 65,000 67,925 Rite Aid Corp.(*) 12.500 9/15/2006 140,000 157,500 Rite Aid Corp. 9.500 2/15/2011 75,000 82,313 Smithfield Foods, Inc. 7.750 5/15/2013 70,000 77,875 Standard Commercial Corp. 8.000 4/15/2012 50,000 51,375 Stater Brothers Holdings (b) 5.990 6/15/2010 125,000 128,438 Stater Brothers Holdings(*) 8.125 6/15/2012 150,000 158,625 ___________ 1,281,428 ___________ ENERGY--10.0% Amerigas Partners LP/Amerigas Eagle Finance Corp. 8.875 5/20/2011 100,000 109,000 ANR Pipeline Co. 7.375 2/15/2024 100,000 106,000 Dynegy Holdings, Inc. 144A 9.875 7/15/2010 150,000 167,625 El Paso Natural Gas Co. 8.625 1/15/2022 225,000 262,406 El Paso Natural Gas Co. 7.500 11/15/2026 110,000 114,813 El Paso Production Holding Co. 7.750 6/1/2013 45,000 47,138 Enterprise Products Operating LP 144A 4.625 10/15/2009 60,000 59,906 Frontier Oil Corp. 144A 6.625 10/1/2011 25,000 25,500 Newfield Exploration Co. 144A 6.625 9/1/2014 100,000 105,750 Premcor Refining Group, Inc. 9.500 2/1/2013 40,000 46,400 Southern Natural Gas Co. 8.875 3/15/2010 25,000 28,000 Tennessee Gas Pipeline Co. 8.375 6/15/2032 50,000 56,375 Tesoro Petroleum Corp. 8.000 4/15/2008 35,000 38,063 Transcontinental Gas Pipe Line Corp. 8.875 7/15/2012 200,000 243,250 Williams Cos, Inc. 7.875 9/1/2021 275,000 306,625 Xcel Energy, Inc. 144A 7.500 11/21/2007 40,000 61,900 ___________ 1,778,751 ___________ FINANCIAL--0.7% Glencore Funding LLC 144A 6.000 4/15/2014 75,000 72,561 Marsh & McLennan Cos., Inc. 5.375 7/15/2014 60,000 58,624 ___________ 131,185 ___________ INDUSTRIAL--0.9% Douglas Dynamics LLC 144A 7.750 1/15/2012 155,000 157,131 ___________ MEDIA--11.2% American Media Operation, Inc. 10.250 5/1/2009 95,000 100,106 Cablevision Systems Corp. 144A (b) 6.669 4/1/2009 200,000 212,000 Dex Media West LLC/Dex Media Finance Co. 8.500 8/15/2010 85,000 94,563 Dex Media West LLC/Dex Media Finance Co. 9.875 8/15/2013 83,000 95,658 The accompanying notes are an integral part of the financial statements. 9 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ MEDIA (CONTINUED) DirecTV Holdings LLC 8.375% 3/15/2013 $ 86,000 $ 96,428 Echostar DBS Corp. 5.750 10/1/2008 140,000 141,750 Entercom Radio LLC/Entercom Capital, Inc. 7.625 3/1/2014 50,000 53,813 Entravision Communications Corp. 8.125 3/15/2009 100,000 106,750 Lamar Media Corp. 7.250 1/1/2013 20,000 21,600 Nextel Communications, Inc. 6.875 10/31/2013 95,000 103,075 PX Escrow Corp. 9.625 2/1/2006 330,000 264,000 Radio One, Inc. 8.875 7/1/2011 75,000 81,656 RH Donnelley Finance Corp. 144A 8.875 12/15/2010 140,000 156,100 RH Donnelley Finance Corp. 144A 10.875 12/15/2012 135,000 160,313 Salem Communications Corp. 7.750 12/15/2010 130,000 140,563 Sinclair Broadcast Group, Inc. 4.875 7/15/2018 60,000 57,525 Spanish Broadcasting System 9.625 11/1/2009 100,000 105,000 ___________ 1,990,900 ___________ REAL ESTATE--0.3% BF Saul REIT 7.500 3/1/2014 50,000 51,500 ___________ SERVICES: CYCLICAL--11.8% American Casino & Entertainment Properties LLC 7.850 2/1/2012 55,000 58,438 Ameristar Casinos, Inc. 10.750 2/15/2009 140,000 156,100 Chumash Casino & Resort Enterprises 144A 9.000 7/15/2010 280,000 310,100 Cinemark USA, Inc.(*) 9.000 2/1/2013 75,000 85,594 Continental Airlines, Inc. 8.307 4/2/2018 44,667 39,051 Continental Airlines, Inc. 6.795 8/2/2018 74,510 65,113 Corrections Corp of America 7.500 5/1/2011 30,000 32,063 Goodman Global Holdings 144A (b) 5.760 6/15/2012 125,000 126,875 Host Marriott LP 144A(*) 3.250 4/15/2024 55,000 63,250 Isle of Capri Casinos 7.000 3/1/2014 175,000 178,500 Meristar Hospitality Operating Partnership LP 10.500 6/15/2009 100,000 109,000 Mohegan Tribal Gaming Authority 8.000 4/1/2012 25,000 27,125 Mohegan Tribal Gaming Authority 7.125 8/15/2014 225,000 236,813 Northwest Airlines Corp. 8.304 9/1/2010 178,893 150,611 Speedway Motorsports, Inc. 6.750 6/1/2013 150,000 157,875 Station Casinos, Inc. 6.000 4/1/2012 150,000 152,813 True Temper Sports, Inc. 8.375 9/15/2011 65,000 60,450 Turning Stone Casino Resort Enterprise 144A 9.125 12/15/2010 95,000 102,838 ___________ 2,112,609 ___________ SERVICES: NON-CYCLICAL--1.3% Browning-Ferris Industries 9.250 5/1/2021 75,000 79,875 Kinetic Concepts, Inc. 7.375 5/15/2013 91,000 98,280 Medex, Inc. 8.875 5/15/2013 20,000 23,300 Neighborcare, Inc. 6.875 11/15/2013 30,000 31,425 ___________ 232,880 ___________ TELECOMMUNICATIONS--3.2% AT&T Corp. 9.750 11/15/2031 100,000 119,375 Consolidated Communications Illinois/Texas Holdings, Inc. 144A 9.750 4/1/2012 90,000 97,200 Qwest Corp. 7.200 11/10/2026 115,000 110,400 Qwest Corp. 144A(*) 7.875 9/1/2011 175,000 189,875 Rural Cellular Corp. 8.250 3/15/2012 50,000 52,875 ___________ 569,725 ___________ The accompanying notes are an integral part of the financial statements. 10 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ TECHNOLOGY & ELECTRONICS--3.4% Communications & Power Industries, Inc. 8.000% 2/1/2012 $ 25,000 $ 26,500 Freescale Semiconductor Inc.(*) (b) 4.820 7/15/2009 100,000 104,125 Freescale Semiconductor Inc. 6.875 7/15/2011 445,000 477,263 ___________ 607,888 ___________ UTILITIES--8.6% AES Corp.(*) 8.875 2/15/2011 123,000 140,528 AES Corp. 144A 8.750 5/15/2013 160,000 181,800 DPL, Inc. 6.875 9/1/2011 100,000 109,213 FPL Energy Wind Funding LLC 144A 6.876 6/27/2017 94,600 97,556 Monongahela Power 144A 6.700 6/15/2014 65,000 72,012 MSW Energy Holdings 7.375 9/1/2010 65,000 68,250 Nevada Power Co. 6.500 4/15/2012 200,000 211,500 Northwestern Corp. 144A 5.875 11/1/2014 35,000 35,804 NRG Energy, Inc. 144A 8.000 12/15/2013 45,000 49,050 Reliant Energy, Inc. 6.750 12/15/2014 20,000 19,875 Reliant Energy, Inc. 9.250 7/15/2010 55,000 61,325 TECO Energy, Inc. 7.500 6/15/2010 50,000 55,250 Texas Utilities Corp. 144A 4.800 11/15/2009 175,000 175,313 Texas Utilities Corp. 144A 5.550 11/15/2014 205,000 203,649 Texas Genco LLC/Texas Genco Financing Corp. 144A 6.875 12/15/2014 50,000 51,688 ___________ 1,532,813 ___________ Total Corporate (Cost $14,007,048) 15,004,809 ___________ MUNICIPAL--0.3% South Carolina Tobacco Settlement Authority (Cost $44,685) 6.000 5/15/2022 50,000 49,402 ___________ YANKEE BONDS--8.0% Bombardier, Inc. 144A(*) 6.300 5/1/2014 100,000 86,750 Crown European Holdings SA 9.500 3/1/2011 175,000 199,500 Culligan Finance Corp., BV 144A 8.000 10/1/2014 100,000 142,443 GT Group Telecom, Inc. Senior Step Up Notes (~) (a) 13.250 2/1/2010 900,000 90 INVISTA 144A 9.250 5/1/2012 230,000 256,450 Jean Coutu Group Pjc, Inc. 144A 7.625 8/1/2012 45,000 47,588 JSG Funding PLC 9.625 10/1/2012 50,000 55,750 Norampac, Inc.(*) 6.750 6/1/2013 45,000 47,363 Nova Chemicals Corp. 6.500 1/15/2012 55,000 58,300 Quebecor Media, Inc. 11.125 7/15/2011 95,000 108,538 Rogers Wireless, Inc. 144A(*) 8.000 12/15/2012 60,000 63,450 Rogers Wireless, Inc. 144A (b) 5.525 12/15/2010 60,000 62,850 Royal Caribbean Cruises Ltd. 8.750 2/2/2011 110,000 129,938 Royal Caribbean Cruises Ltd.(*) (a) 0.000 5/18/2021 50,000 43,125 Russel Metals, Inc. 6.375 3/1/2014 50,000 50,750 Stena AB 7.500 11/1/2013 70,000 73,325 ___________ Total Yankee Bonds (Cost $1,732,618) 1,426,210 ___________ EURO--2.9% Hornbach Baumarkt AG 144A 6.125 11/15/2014 EUR 15,000 20,629 NTL Cable PLC 144A(*) 8.750 4/15/2014 135,000 204,202 Remy Cointreau S.A. 144A 6.500 7/1/2010 40,000 57,656 Telenet Communications NV 144A 9.000 12/15/2013 100,000 150,583 The accompanying notes are an integral part of the financial statements. 11 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ EURO (CONTINUED) Valentia Telecommunications Ltd 7.250% 8/15/2013 EUR 60,000 $ 91,348 ___________ Total Euro Securities (Cost $283,036) 524,418 ___________ TOTAL BONDS AND NOTES (COST $16,122,387) 17,062,727 ___________ CONVERTIBLE PREFERRED STOCKS--4.7% SHARES _______ Fannie Mae 7.00% CVT Pfd 300 $17,006 Ford Motor Co. Capital Trust II 6.50% CVT Pfd 850 44,872 General Motors Corp. Series C 6.25% CVT Pfd 750 19,995 Kansas City Southern 4.25% 144A CVT Pfd 160 105,220 Omnicare, Inc. 4.00% CVT Pfd 700 38,325 Sovereign Capital Trust II 4.375% CVT Pfd 8,850 431,438 Tyco International Group SA 3.125% 144A CVT Pfd 105,000 176,400 ___________ TOTAL CONVERTIBLE PREFERRED STOCKS (Cost $732,493) 833,256 ___________ WARRANTS--0.0% GT Group Telecom, Inc., 02-01/2010 (^) 1,900 19 McLeod USA, Inc., 04/16/2007 (^) 3,291 691 ___________ TOTAL WARRANTS (COST $87,862) 710 ___________ SHORT TERM INVESTMENTS--13.6% INVESTMENT COMPANIES--2.1% Dreyfus Institutional Preferred Plus Money Market Fund ((+)) 376,823 376,823 INVESTMENT OF CASH COLLATERAL--11.5% BlackRock Cash Strategies L.L.C.(**) 2,059,543 2,059,543 ___________ TOTAL SHORT TERM INVESTMENTS--(Cost $2,436,366) 2,436,366 ___________ TOTAL INVESTMENTS--113.9% (COST $19,379,108) 20,333,059 LIABILITIES IN EXCESS OF OTHER ASSETS--(13.9%) (2,478,786) ___________ NET ASSETS--100.0% $17,854,273 ___________ NOTES TO SCHEDULE OF INVESTMENTS: 144A-- Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified buyers. CVT--Convertible (a) Debt obligation initially issued in zero coupon form which converts to coupon form at a specific rate and date. The rate shown is the rate applicable at December 31, 2004. The maturity date shown is the ultimate maturity. (b) Variable Rate Security, rate indicated is as of 12/31/2004. * Security, or a portion thereof, was on loan at 12/31/2004. ** Money market fund exempt from registration under the Investment Company Act of 1940 offered only to eligible investors. EUR-Euro REIT-Real Estate Investment Trust Step Up--Coupon rate increases in increments to maturity. Rate disclosed is as of 12/31/2004. Maturity date disclosed is the ultimate maturity. (+) Affiliated institutional money market fund. ~ Defaulted security. ^ Non-income producing security. The accompanying notes are an integral part of the financial statements. 12 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- At December 31, 2004, the Fund held the following forward foreign currency exchange contracts: LOCAL PRINCIPAL CONTRACT VALUE AT USD AMOUNT UNREALIZED CONTRACTS TO DELIVERAMOUNTVALUE DATEDECEMBER 31, 2004TO RECEIVE(LOSS) - ------------------------------------------------------------------------------------------------------------------------------------ Euro 366,000 3/16/2005 $496,904 $487,342 $(9,562) LOCAL PRINCIPAL CONTRACT VALUE AT USD AMOUNT UNREALIZED CONTRACTS TO RECEIVE AMOUNT VALUE DATE DECEMBER 31, 2004 TO DELIVER GAIN - ------------------------------------------------------------------------------------------------------------------------------------ Euro 120,000 3/16/2005 $162,919 $159,590 $3,329 At December 31, 2004, the Fund held the following open swap contracts: NOTIONAL AMOUNT EXPIRATION DATE DESCRIPTION VALUE - ------------------------------------------------------------------------------------------------------------------------------------ 420,000 USD 6/20/09 Agreement with Merrill Lynch, dated 7/14/04 to receive 1.60% per year times the notional amount. The Portfolio makes payment only upon a credit event by Georgia Pacific Corp., an amount equal to the notional amount times the difference between the par value and the then-market of Georgia Pacific Corp., 8.125% due 5/15/11. $12,085 420,000 USD 6/20/09 Agreement with Merrill Lynch, dated 7/14/04 to pay 0.77% per year times the notional amount. The Portfolio receives payment only upon a credit event by Mead Westvaco Corp., an amount equal to the notional amount times the difference between the par value and the then-market of Mead Westvaco Corp., 6.85% due 4/01/12. (7,368) _______ Total Swap Value $ 4,717 _______ _______ The accompanying notes are an integral part of the financial statements. 13 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 - -------------------------------------------------------------------------------- ASSETS Investments in securities (including securities on loan, valued at $2,009,807 (Note 7)) Unaffiliated issuers, at value (Note 1A) (cost $19,002,285) $19,956,236 Affiliated issuers, at value (Note 1A) (cost $376,823) (Note 1H) 376,823 Cash 5,385 Foreign currency, at value (cost $5,243) 5,494 Swap contracts, at value (Note 6) 4,717 Interest and dividends receivable 344,904 Unrealized appreciation on forward foreign currency exchange contracts (Note 6) 3,329 Prepaid expenses 5,619 ___________ Total assets 20,702,507 LIABILITIES Collateral for securities on loan (Note 7) $ 2,059,543 Distribution payable 731,232 Unrealized depreciation on forward currency exchange contracts (Note 6) 9,56 Accrued professional fees 26,516 Accrued accounting, custody, administration and transfer agent fees (Note 2) 14,877 Accrued trustees' fees and expenses (Note 2) 2,199 Accrued expenses and other liabilities 4,305 ___________ Total liabilities 2,848,234 ___________ NET ASSETS $17,854,273 ___________ NET ASSETS CONSIST OF: Paid-in capital $32,985,327 Accumulated net realized loss (16,118,947) Net investment income 34,540 Net unrealized appreciation 953,353 ___________ TOTAL NET ASSETS $17,854,273 ___________ ___________ SHARES OF BENEFICIAL INTEREST OUTSTANDING 1,022,217 ___________ ___________ NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE (Net Assets/Shares outstanding) $ 17.47 ___________ ___________ The accompanying notes are an integral part of the financial statements. 14 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 - -------------------------------------------------------------------------------- INVESTMENT INCOME (NOTE 1B) Interest income (including securities lending income of $5,527 (Note 7)) $2,616,134 Interest income from affiliated investments (Note 1H) 10,273 Dividend income 41,378 __________ Total investment income 2,667,785 EXPENSES Investment advisory fee (Note 2) $ 139,739 Accounting, custody, administration and transfer agent fees (Note 2) 76,995 Professional fees 41,235 Registration fees 6,360 Trustees' fees and expenses (Note 2) 8,030 Insurance expense 8,882 Miscellaneous 7,845 __________ Total expenses 289,086 DEDUCT: Waiver of investment advisory fee (Note 2) (139,739) Reimbursement of Fund operating expenses (Note 2) (114,412) __________ Total expense deductions (254,151) __________ Net expenses 34,935 __________ Net investment income 2,632,850 REALIZED AND UNREALIZED GAIN (LOSS) Net realized gain (loss) on: Investment security transactions 2,710,298 Foreign currency transactions and forward currency exchange contracts (64,55) Swap transactions (11,910) __________ Net realized gain 2,633,830 Change in unrealized appreciation (depreciation) on: Investment securities (1,883,585) Foreign currency transactions and forward currency exchange contracts 79,267 Swap transactions 16,027 __________ Change in net unrealized appreciation (depreciation) (1,788,291) __________ Net realized and unrealized gain on investments 845,539 __________ NET INCREASE IN NET ASSETS FROM OPERATIONS $3,478,389 __________ __________ The accompanying notes are an integral part of the financial statements. 15 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND STATEMENT OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 __________________ _________________ INCREASE (DECREASE) IN NET ASSETS: FROM INVESTMENT OPERATIONS Net investment income $ 2,632,850 $ 2,973,253 Net realized gains 2,633,830 1,430,331 Change in net unrealized appreciation (depreciation) (1,788,291) 2,875,365 ___________ ___________ Net increase in net assets from investment operations 3,478,389 7,278,949 ___________ ___________ DISTRIBUTIONS TO SHAREHOLDERS (NOTE 1E) From net investment income (2,893,284) (3,206,052) ___________ ___________ Total distributions to shareholders (2,893,284) (3,206,052) ___________ ___________ FUND SHARE TRANSACTIONS (NOTE 4) Net proceeds from sale of shares 1,609,132 30,966,852 Value of shares issued to shareholders in reinvestment of distributions 1,369,851 2,344,012 Cost of shares redeemed (27,553,173) (34,572,371) ____________ ___________ Net (decrease) in net assets from Fund share transactions (24,574,190) (1,261,507) ___________ ___________ TOTAL INCREASE (DECREASE) IN NET ASSETS (23,989,085) 2,811,390 NET ASSETS At beginning of year 41,843,358 39,031,968 ___________ ___________ At end of year (including net investment income of $34,540 and 94,915) $17,854,273 $41,843,358 ___________ ___________ ___________ ___________ The accompanying notes are an integral part of the financial statements. 16 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- FOR THE PERIOD APRIL 2, 2001 (COMMENCEMENT OF YEAR ENDED SEPTEMBER 30, OPERATIONS) TO ______________________________________ 2004 2003 2002 DECEMBER 31, 2001 _______ _______ _______ ___________________ NET ASSET VALUE, BEGINNING OF YEAR $ 17.64 $ 15.72 $ 16.36 $ 20.00 _______ _______ _______ _______ FROM INVESTMENT OPERATIONS: Net investment income( (1)*) 1.38 1.36 1.41 1.34 Net realized and unrealized gain (loss) on investments 0.47 1.97 (0.46) (1.93) _______ _______ _______ _______ Total from investment operations 1.85 3.33 0.95 (0.59) _______ _______ _______ _______ LESS DISTRIBUTIONS TO SHAREHOLDERS: From net investment income (2.02) (1.41) (1.58) (2.98) From tax return of capital -- -- (0.01) (0.07) _______ _______ _______ _______ Total distributions to shareholders (2.02) (1.41) (1.59) (3.05) _______ _______ _______ _______ NET ASSET VALUE, END OF YEAR $ 17.47 $ 17.64 $ 15.72 $ 16.36 _______ _______ _______ _______ _______ _______ _______ _______ TOTAL RETURN((+)) 10.85% 21.77% 6.07% (2.91)%((+)(+)(+)) RATIOS/SUPPLEMENTAL DATA: Expenses (to average daily net assets)(*) 0.10% 0.10% 0.10% 0.10 %((+)(+)) Net Investment Income (to average daily net assets)(*) 7.57% 8.00% 8.78% 9.46%((+)(+)) Portfolio Turnover 36% 133% 121% 191%((+)(+)(+)) Net Assets, End of Year (000's omitted) $17,854 $41,843 $39,032 $46,193 - ------- * For the periods indicated, the investment adviser voluntarily agreed not to impose all or a portion of its investment advisory fee and/or reimbursed the Fund for a portion of its operating expenses. If this voluntary action had not been taken, the investment income per share and the ratios would have been: Net investment income per share(1) $ 1.25 $ 1.22 $ 1.31 $ 1.28 Ratios (to average daily net assets): Expenses 0.83% 0.91% 0.73% 0.54%((+)(+)) Net investment income 6.84% 7.19% 8.15% 9.02%((+)(+)) (1) Calculated based on average shares outstanding. (+) Total return would have been lower in the absence of fee waivers and expense limitations. (+)(+) Computed on an annualized basis. (+)(+)(+) Not annualized The accompanying notes are an integral part of the financial statements. 17 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) SIGNIFICANT ACCOUNTING POLICIES: Mellon Institutional Funds Investment Trust (the "Trust") is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end, management investment company. Standish Mellon Opportunistic High Yield Bond Fund (the "Fund") is a separate non-diversified investment series of the Trust. The objective of the Fund is to maximize total return, consistent with preserving principal, primarily through the generation of current income and, to a lesser extent, capital appreciation by investing, under normal circumstances, at least 80% of net assets in below investment grade fixed income securities. The following is a summary of significant accounting policies followed by the Fund in the preparation of its 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 in the financial statements. Actual results could differ from those estimates. A. INVESTMENT SECURITY VALUATIONS Securities for which quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price in the principal market in which such securities are primarily traded. Market quotations are not considered to be readily available for certain debt obligations; such investments are stated at value on the basis of valuations furnished by a pricing service or dealers, approved by the Trustees, which determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and variable relationships between securities that are generally recognized by institutional traders. Securities (including illiquid securities) for which quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Trustees. Short-term instruments with less than sixty-one days remaining to maturity are valued at amortized cost, which approximates market value. If the Fund acquires a short-term instrument with more than sixty days remaining to its maturity, it is valued at current market value until the sixtieth day prior to maturity and will then be valued at amortized value based upon the value on such date unless the Trustees determine during such sixty-day period that amortized value does not represent fair value. B. SECURITIES TRANSACTIONS AND INCOME Securities transactions are recorded as of the trade date. Interest income is determined on the basis of coupon interest accrued, adjusted for accretion of discount or amortization of premium using the yield-to-maturity method on long-term debt securities and short-term securities with greater than sixty days to maturity. Dividend income is recorded on the ex-dividend date. Realized gains and losses from securities sold are recorded on the identified cost basis. The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of foreign currencies and forward foreign currency exchange contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent amounts usually received or paid. C. FOREIGN CURRENCY TRANSACTIONS The Fund keeps its books and records in U.S. dollars. Investment security valuations, other assets, and liabilities initially expressed in foreign currencies are converted into U.S. dollars based upon current currency exchange rates at the valuation date. Purchases and sales of foreign investment securities and income and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions. Section 988 of the Internal Revenue Code provides that gains or losses on certain transactions attributable to fluctuations in foreign currency exchange rates must be treated as ordinary income or loss. For financial statement purposes, such amounts are included in net realized gains or losses. D. INVESTMENT RISK There are certain additional risks involved in investing in foreign securities that are not inherent in investments in domestic securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than 18 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets. E. DISTRIBUTIONS TO SHAREHOLDERS Distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income will be declared and distributed quarterly. The Fund's dividends from short-term and long-term capital gains, if any, after reduction of capital losses will be declared and distributed at least annually. Dividends from net investment income and distributions from capital gains, if any, are reinvested in additional shares of the Fund unless the shareholder elects to receive them in cash. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences, which may result in distribution reclassifications, are primarily due to differing treatments for losses deferred due to wash sales, foreign currency gains and losses, post-October losses, amortization and/or accretion of premiums and discounts on certain securities and the timing of recognition of gains and losses on futures contracts. Permanent book and tax basis differences will result in reclassifications among undistributed net investment income, accumulated net realized gain (loss) and paid in capital. Undistributed net investment income and accumulated net realized gain (loss) on investments and foreign currency transactions may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year. F. EXPENSES The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. G. COMMITMENTS AND CONTINGENCIES In the normal course of business, the Fund may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Fund under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risks of loss to be remote. H. AFFILIATED ISSUERS Affiliated issuers represent issuers in which the Fund held investments in other investment companies advised by Standish Mellon Asset Management Company LLC ("Standish Mellon"), a wholly-owned subsidiary Mellon Financial Corporation, or its affiliates. (2) INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES: The investment advisory fee paid to Standish Mellon for overall investment advisory, administrative services, and general office facilities, is paid monthly at the annual rate of 0.40% of the Fund's average daily net assets. Standish Mellon voluntarily agreed to limit total Fund operating expenses (excluding brokerage commissions, taxes and extraordinary expenses) to 0.10% of the Fund's average daily net assets for the year ended December 31, 2004. Pursuant to this agreement, for the year ended December 31, 2004, Standish Mellon collectively and voluntarily waived its investment advisory fee in the amount of $139,739 and reimbursed the Fund for $114,412 of its operating expenses. This agreement is voluntary and temporary and may be discontinued or revised by Standish Mellon at any time. Effective February 23, 2004, the Fund entered into an agreement with Dreyfus Transfer, Inc., a wholly owned subsidiary of The Dreyfus Corporation, a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide personnel and facilities to perform transfer agency and certain shareholder services for the Fund. For these services the Fund pays Dreyfus Transfer, Inc. a fixed fee plus per account and transaction based fees, as well as, out-of-pocket expenses. Pursuant to this agreement the Fund paid $3,277 during the period ended December 31, 2004. The Fund has contracted Mellon Bank, N.A. ("Mellon Bank"), a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide custody, fund administration and fund accounting services for the Fund. For these services the Fund pays Mellon Bank a fixed fee plus asset and transaction based fees, as well as, out-of-pocket expenses. Pursuant to this agreement the Fund paid $60,759 during the year ended December 31, 2004. 19 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- The Fund entered into an agreement with Mellon Bank to perform certain securities lending activities and to act as the Fund's lending agent. Pursuant to this agreement Mellon Bank receives an agreed upon percentage of the net lending revenues. This compensation is a standard form of compensation received by securities lending agents with respect to non-affiliated entities. See Note 7 for further details. No director, officer or employee of Standish Mellon or its affiliates receives any compensation from the Trust or the Fund for serving as an officer or Trustee of the Trust. The Trust pays each Trustee who is not a director, officer or employee of Standish Mellon or its affiliates an annual fee and a per meeting fee as well as reimbursement for travel and out of pocket expenses. In addition, the Trust pays the legal fees for the independent counsel of the Trustees. (3) PURCHASES AND SALES OF INVESTMENTS: Purchases and proceeds from sales of investments, other than short-term obligations, for the year ended December 31, 2004 were as follows: PURCHASES SALES ____________ ____________ Investments (non-U.S. Government Securities) $ 11,814,623 $ 35,491,280 ____________ ____________ ____________ ____________ (4) SHARES OF BENEFICIAL INTEREST: The Declaration of Trust permits the trustees to issue an unlimited number of full and fractional shares of beneficial interest having a par value of one cent per share. Transactions in Fund shares were as follows: FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 __________________ _________________ Shares sold 91,564 1,812,094 Shares issued to shareholders in reinvestment of distributions declared 78,037 137,526 Shares redeemed (1,519,183) (2,061,476) __________ __________ Net increase (decrease) (1,349,582) (111,856) __________ __________ __________ __________ At December 31, 2004, three shareholders of record held approximately 48% of the total outstanding shares of the Fund. Investment activity of these shareholders could have a material impact on the Fund. A significant portion of the Fund's shares represent investments by fiduciary accounts over which Standish Mellon and its affiliates have either sole or joint investment discretion. (5) FEDERAL TAXES: As a regulated investment company qualified under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes all of its taxable income for its fiscal year. The tax basis components of distributable earnings and the federal tax cost as of December 31, 2004, was as follows: AMOUNT ____________ Unrealized appreciation $ 1,497,960 Unrealized depreciation (558,458) ___________ Net unrealized appreciation/depreciation 939,502 Undistributed ordinary income 28,307 Capital loss carry-forward 16,104,498 Cost for federal income tax purposes $19,393,557 20 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- At December 31, 2004, the Fund, for federal income tax purposes, has capital loss carryovers of $16,104,478 which will reduce the Fund's taxable income arising from net realized gain on investments, if any, to the extent permitted by the Internal Revenue Code and thus will reduce the amount of distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal income tax. Such capital loss carryovers are as follows: CAPITAL LOSS CARRY OVER EXPIRATION DATE ____________ ________________ $ 8,800,951 12/31/2010 7,303,547 12/31/2011 ____________ $ 16,104,478 ____________ ____________ Tax character of distributions paid during the fiscal years ended December 31, 2004 and December 31, 2003, were as follows: 2004 2003 __________ __________ Ordinary income $2,893,284 $3,206,052 (6) FINANCIAL INSTRUMENTS: In general, the following instruments are used for hedging purposes as described below. However, these instruments may also be used to seek to enhance potential gain in circumstances where hedging is not involved. The nature, risks and objectives of these instruments are set forth more fully in the Fund's Prospectus and Statement of Additional Information. The Fund may trade the following instruments with off-balance sheet risk: OPTIONS Call and put options give the holder the right to purchase or sell a security or currency or enter into a swap arrangement on a future date at a specified price. The Fund may use options to seek to hedge against risks of market exposure and changes in securities prices and foreign currencies, as well as to seek to enhance returns. Writing puts and buying calls tend to increase the Fund's exposure to the underlying instrument. Buying puts and writing calls tend to decrease the Fund's exposure to the underlying instrument, or hedge other Fund investments. Options, both held and written by the Fund, are reflected in the accompanying Statement of Assets and Liabilities at market value. The underlying face amount at value of any open purchased options is shown in the Schedule of Investments. This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments, if there is an illiquid secondary market for the contract or if the counterparty does not perform under the contract's terms. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. Realized gains and losses on purchased options are included in realized gains and losses on investment securities, except purchased options on foreign currency which are included in realized gains and losses on foreign currency transactions. If a put option written by the Fund is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund, as writer of an option, has no control over whether the underlying securities may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the security underlying the written option. Exchange traded options are valued at the last sale price, or if no sales are reported, the last bid price for purchased options and the last ask price for written options. Options traded over-the-counter are valued using prices supplied by the dealers. The Fund did not enter into any option transactions during the year ended at December 31, 2004. FORWARD CURRENCY EXCHANGE CONTRACTS The Fund may enter into forward foreign currency and cross currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. Risks may arise upon entering these contracts from the potential inability of counterparties to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar and other foreign currencies. The forward foreign currency and cross currency exchange contracts are marked to market using the forward foreign currency rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until the contract settlement date or upon the closing of the contract. Forward currency exchange contracts are used by the Fund primarily to protect the value of the Fund's foreign securities from adverse currency movements. Unrealized appreciation and depreciation of forward currency exchange contracts is included in the Statement of Assets and Liabilities. The Fund held forward currency exchange contracts at December 31, 2004. See Schedule of Investments for further details. 21 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- FUTURES CONTRACTS The Fund may enter into financial futures contracts for the delayed sale or delivery of securities or contracts based on financial indices at a fixed price on a future date. Pursuant to the margin requirements, the Fund deposits either cash or securities in an amount equal to a certain percentage of the contract amount. Subsequent payments are made or received by the Fund each day, depending on the daily fluctuations in the value of the underlying security, and are recorded for financial statement purposes as unrealized gains or losses by the Fund. There are several risks in connection with the use of futures contracts as a hedging device. The change in value of futures contracts primarily corresponds with the value of their underlying instruments or indices, which may not correlate with changes in the value of hedged investments. Buying futures tends to increase the Fund's exposure to the underlying instrument, while selling futures tends to decrease the Fund's exposure to the underlying instrument or hedge other Fund investments. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market. Losses may arise if there is an illiquid secondary market or if the counterparties do not perform under the contract's terms. The Fund enters into financial futures transactions primarily to manage its exposure to certain markets and to changes in securities prices and foreign currencies. Gains and losses are realized upon the expiration or closing of the futures contracts. Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. The Fund did not enter into any futures contracts during the year ended December 31, 2004. SWAP AGREEMENTS The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. The Fund may enter into interest rate and credit default swap agreements to manage its exposure to interest rates and credit risk. Interest rate swap agreements involve the exchange by the Fund with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. The Fund may use credit default swaps to provide a measure of protection against defaults of issuers (i.e., to reduce risk where the Fund owns or has exposure to the corporate or sovereign issuer) or to take an active long or short position with respect to the likelihood of a particular corporate or sovereign issuer's default. In connection with these agreements, cash or securities may be set aside as collateral in accordance with the terms of the swap agreement. The Fund earns interest on cash set aside as collateral. Swaps are marked to market daily based upon quotations from market makers and change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. These financial instruments are not actively traded on financial markets. The values assigned to these instruments are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and differences could be material. Payments received or made from credit default swaps at the end of the measurement period are recorded as realized gain or loss in the Statement of Operations. Net payments of interest on interest rate swap agreements, if any, are included as part of realized gain or loss. Entering into these agreements involves, to varying degrees, elements of credit, market, and documentation risk in excess of the amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of contractual terms in the agreements, and that there may be unfavorable changes in interest rates. The Fund held swap contracts at December 31, 2004. See Schedule of Investments for further details. (7) SECURITY LENDING: The Fund may lend its securities to financial institutions which the Fund deems to be creditworthy. The loans are collateralized at all times with cash or securities with a market value at least equal to the market value of the securities on loan. The market value of securities loaned is determined daily and any additional required collateral is allocated to the Fund on the next business day. For the duration of a loan, the Fund receives the equivalent of the interest or dividends paid by the issuer on the securities loaned and also receives compensation from the investment of the collateral. As with other extensions of credit, the Fund bears the risk of delay in recovery or even loss of rights in its securities on loan should the borrower of the securities fail financially or default on its obligations to the Fund. In the event of borrower default, the Fund generally has the right to use the collateral to offset losses incurred. The Fund may incur a loss in the event it was delayed or prevented from exercising its rights to dispose of the collateral. The Fund also bears the risk in the event that the interest and/or dividends received on invested collateral is not sufficient to meet the Fund's obligations due on the loans. The Fund loaned securities during the year ended December 31, 2004 resulting in security lending income of $5,527. At December 31, 2004, the Fund had securities worth $2,009,807 on loan. See Schedule of Investments for further detail on the security positions on loan and collateral held. 22 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (8) DELAYED DELIVERY TRANSACTIONS: The Fund may purchase securities on a when-issued, delayed delivery or forward commitment basis. Payment and delivery may take place a month or more after the date of the transactions. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. Income on the securities will not be earned until settlement date. The Fund instructs its custodian to segregate securities having value at least equal to the amount of the purchase commitment. The Fund may enter into to be announced ("TBA") purchase commitments to purchase securities for a fixed unit price at a future date beyond customary settlement time. Although the unit price has been established, the principal value has not been finalized. However, the amount of the commitments will not fluctuate more than 0.01% from the principal amount. The Fund holds, and maintains until settlement date, cash or high-grade debt obligations in an amount sufficient to meet the purchase price, or the Fund may enter into offsetting contracts for the forward sale of other securities it owns. Income on the securities will not be earned until settlement date. TBA purchase commitments may be considered securities in themselves, and involve a risk of loss if the value of the security to be purchased declines prior to the settlement date. Unsettled TBA purchase commitments are valued at the current market value of the underlying securities, according to the procedures described under "Investment security valuations" above. The Fund may enter into TBA sale commitments to hedge its portfolio positions. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, an offsetting TBA purchase commitment deliverable is held as "cover" for the transaction. Unsettled TBA sale commitments are valued at the current market value of the underlying securities, generally according to the procedures described under "Investment security valuations" above. The contract is 'marked-to-market' daily and the change in market value is recorded by the Fund as an unrealized gain or loss. If the TBA sale commitment is closed through the acquisition of an offsetting purchase commitment, the Fund realizes a gain or loss from the sale of the securities based upon the unit price established at the date the commitment was entered into. The Fund did not enter into any delayed delivery transactions during the year ended December 31, 2004. (9) CONCENTRATION OF RISK: The Fund invests in low rated (non-investment grade) and comparable quality unrated high yield securities. Investments in high yield securities are accompanied by a greater degree of credit risk and the value of high yield securities tends to be more sensitive to economic conditions than higher rated securities. The risk of loss due to default of an issuer may be significantly greater for holders of high yield securities, because such securities are generally unsecured and are often subordinated to other creditors of the issuer. There are certain additional considerations and risks associated with investing in foreign securities and currency transactions that are not inherent with investments of domestic origin. The Fund's investment in emerging market countries may involve greater risks than investments in more developed markets and the price of such investments may be volatile. These risks of investing in foreign and emerging markets may include foreign currency exchange rate fluctuations, perceived credit risk, adverse political and economic developments and possible adverse foreign government intervention. (10) LINE OF CREDIT: The Fund, and other funds in the Trust and subtrusts in the Mellon Institutional Funds Master Portfolio Trust (the "Portfolio Trust") are parties to a committed line of credit facility, which enables each portfolio/fund to borrow, in the aggregate, up to $35 million. Interest is charged to each participating portfolio/fund based on its borrowings at a rate equal to the Federal Funds effective rate plus 1/2 of 1%. In addition, a facility fee, computed at an annual rate of .060 of 1% committed amount, is allocated ratably among the participating portfolios/funds at the end of each quarter. For the year ended December 31, 2004, a facility fee of $420 was allocated to the Fund. During the year ended December 31, 2004, the Fund did not borrow under the credit facility. 23 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC HIGH YIELD FUND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Trustees of Mellon Institutional Funds Investment Trust and the Shareholders of Standish Mellon Opportunistic High Yield Bond Fund: 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 financial highlights present fairly, in all material respects, the financial position of Standish Mellon Opportunistic High Yield Bond Fund (the "Fund") at December 31, 2004, and the results of its operations, the changes in its net assets, and the financial highlights for each of the periods indicated, 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 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 are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion PricewaterhouseCoopers LLP New York, NY February 25, 2005 24 TRUSTEES AND OFFICERS The following table lists the Trust's trustees and officers; their address and date of birth; their position with the Trust; the length of time holding that position with the Trust; their principal occupation(s) during the past five years; the number of portfolios in the fund complex they oversee; other directorships they hold in companies subject to registration or reporting requirements of the Securities Exchange Act of 1934 (generally called "public companies") or in registered investment companies; and total annual remuneration paid as of December 31, 2004. The Trust's Statement of Additional Information includes additional information about the Trust's trustees and is available, without charge, upon request by writing The Mellon Institutional Funds at P.O. Box 8585, Boston, MA 02266-8585 or calling toll free 1-800-221-4795. INDEPENDENT TRUSTEES NUMBER OF TRUSTEE PRINCIPAL PORTFOLIOS IN OTHER REMUNERATION NAME TERM OF OFFICE OCCUPATION(S) FUND COMPLEX DIRECTORSHIPS (YEAR ENDED ADDRESS, AND POSITION(S) AND LENGTH OF DURING PAST OVERSEEN BY HELD BY DECEMBER 31, DATE OF BIRTH HELD WITH TRUST TIME SERVED 5 YEARS TRUSTEE TRUSTEE 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Samuel C. Fleming Trustee Trustee since Chairman of the Board 30 None Fund: $959 c/o Decision Resources, Inc. 11/3/1986 and Chief Executive 260 Charles Street Officer, Decision Waltham, MA 02453 Resources, Inc. 9/30/40 Caleb Loring III Trustee Trustee since Trustee, Essex Street 30 None Fund: $1,052 c/o Essex Street Associates 11/3/1986 Associates (family P.O. Box 181 investment trust office) Beverly, MA 01915 11/14/43 Benjamin M. Friedman Trustee Trustee since William Joseph Maier, 30 None Fund: $959 c/o Harvard University 9/13/1986 Professor of Political Cambridge, MA 02138 Economy, Harvard 8/5/44 University John H. Hewitt Trustee Trustee since Trustee, Mertens 30 None Fund: $959 P.O. Box 2333 11/3/1986 House, Inc. (hospice) New London, NH 03257 4/11/35 INTERESTED TRUSTEES Patrick J. Sheppard Trustee, President Since 2003 Senior Vice President 30 None Fund: $0 Mellon Institutional and Chief and Chief Operating Officer, Asset Management Executive Officer Mellon Institutional One Boston Place Asset Management; Boston, MA 02108 formerly Vice President 7/24/65 and Chief Financial Officer, Mellon Institutional Asset Management 25 PRINCIPAL OFFICERS WHO ARE NOT TRUSTEES NUMBER OF PORTFOLIOS IN NAME TERM OF OFFICE FUND COMPLEX ADDRESS, AND POSITION(S) AND LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN BY DATE OF BIRTH HELD WITH TRUST TIME SERVED DURING PAST 5 YEARS TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------------ Barbara A. McCann Vice President Since 2003 Senior Vice President and Head of Operations 30 Mellon Institutional and Secretary Mellon Institutional Asset Management, formerly Asset Management First Vice President, Mellon Institutional Asset One Boston Place Management and Mellon Global Investments Boston, MA 02108 2/20/61 Steven M. Anderson Vice President Vice President Vice President and Mutual Funds Controller, 30 Mellon Institutional and Treasurer since 1999; Mellon Institutional Asset Management Asset Management Treasurer Institutional Asset One Boston Place since 2002 Boston, MA 02108 7/14/65 Denise B. Kneeland Assistant Vice Since 1996 Vice President and Manager, Mutual Funds Operations, 30 Mellon Institutional President Mellon Institutional Asset Management Asset Management One Boston Place Boston, MA 02108 8/19/51 Cara E. Hultgren Assistant Vice Since 2001 Assistant Vice President and Manager, 30 Mellon Institutional President Shareholder Services, Mellon Institutional Asset Management Asset Management since 2001; One Boston Place Shareholder Representative, Boston, MA 02108 Standish Mellon Asset Management 1/19/71 Jan F. Jumet Chief Since 2004 Senior Vice President and Chief Compliance Officer 30 Standish Mellon Assest Compliance for Standish Mellon Asset Management Company LLC; Management Company LLC Officer formerly Director of Compliance and Administration One Boston Place and Chief Administration Officer for Standish Mellon Boston, MA 02108 Asset Management Company LLC, Senior 8/9/66 Vice President and Chief Administration Officer for Mellon Bond Associates, LLP, and First Vice President and Senior Sales Associate for Mellon Institutional Asset Management 26 THIS PAGE INTENTIONALLY LEFT BLANK THIS PAGE INTENTIONALLY LEFT BLANK THIS PAGE INTENTIONALLY LEFT BLANK One Boston Place Boston, MA 02108-4408 800.221.4795 www.melloninstitutionalfunds.com Annual Report STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND YEAR ENDED DECEMBER 31, 2004 This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus. Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund' s historical or future performance are statements of the opinion of Fund management as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. Commencing with the fiscal quarter ending September 30, 2004, the Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. The Fund' s Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington D.C. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. To view the Fund' s proxy voting guidelines and proxy voting record for the 12-month period ended June 30, 2004, visit the SEC' s web site at http: //www.sec.gov. You may also call 1-800-221-4795 to request a free copy of the proxy voting guidelines. February 28, 2005 Dear Mellon Institutional Fund Shareholder: Enclosed you will find your Fund's annual report for the fiscal year ended December 31, 2004. The year was largely positive for the financial markets, as the economic expansion continued. However, as the year progressed, anticipated GDP growth diminished in line with typical expectations at this point in the economic cycle. The S&P 500 entered 2004 with a sharp climb, fueled to a large degree by above-trend GDP growth: 4.4% in the fourth quarter of 2003 and 5.0% in the first quarter of the year, driven by a potent mix of tax cuts, monetary policy and government spending. But the momentum stalled, as the market dealt with the prospect of inflation and a new tightening cycle by the Federal Reserve, the uncertainties of a tight presidential campaign, and the ever-present threats posed by terrorism. The equity markets greeted the reelection of President Bush with optimism, as the S&P 500 surged past 1200 in the closing weeks of the year to its' 2004 peak. In the bond market, the year started with much speculation about when and how the Fed would end one of the longest stretches of easy monetary policy on record, which had driven rates to historical lows. In the fall of 2003, the prospect of deflation was still a factor in the Fed's deliberations and was its stated rationale for maintaining an accommodative stance. In the first quarter, however, the Fed began to refer to a "measured pace" of tightening. The market reacted by switching gears dramatically, sending the 10-year U.S. Treasury note from 3.7% on March 16 to 4.9% on June 14. Since then, as the economic outlook softened, with relatively tame inflation, yields have settled back to about 4%, roughly the same as a year ago. Looking ahead, it is clear that there are some causes for concern. Consumers are weighted with debt and potentially vulnerable in a rising rate environment. Companies are hoarding cash and are being deliberate in boosting employment and spending on plant and equipment. The stimulus of monetary policy, tax cuts and government spending is waning. Nevertheless, business activity has some significant momentum, which should carry over into 2005, with reasonable profit growth and modest inflation. Finally, the president's ambitious plans to privatize Social Security, reform health care, and revise the tax code could potentially have major fiscal implications that the market will be watching carefully. Thank you for your business and confidence in Mellon Institutional Funds. Please feel free to contact us with questions or comments. Sincerely, /s/Patrick J. Sheppard Patrick J. Sheppard One Boston Place * Boston, MA 02108-4402 A MELLON ASSET MANAGEMENT COMPANY 1 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND MANAGEMENT DISCUSSION AND ANALYSIS - -------------------------------------------------------------------------------- The Emerging Market debt asset class performed well in 2004, due both to a supportive environment for risky assets and to fundamental improvements in the economic condition of many emerging market countries. Volatility in the Treasury market did spill over into Emerging Market debt, particularly during the April-May sell-off. The year 2004 was the third full year for the Opportunistic Emerging Market Fund and it returned 11.54%, barely behind the J.P. Morgan EMBI Global benchmark (11.74% return). Uruguay was the best performing market with a return of 34%; the country continued recovering strongly from its collapse in 2002 and benefited from early constructive signals sent by the incoming Vasquez administration. Other notable performers included Dominican Republic, Venezuela, and Ecuador, all with returns above 20%, the later two helped by strong oil prices and reduced political uncertainty. The worst performing market in the high-beta universe was Ukraine; it managed a 7.2% return in 2004, as political noise was a constant throughout the year. Other key markets such as Mexico and Russia returned 8.6% and 11.5%, respectively. Argentina's bond prices also performed strongly, returning 19.8%, as its long-delayed exchange draws nearer. Emerging market debt was driven by three important factors for most of 2004: the US economic outlook, continued improvements in Emerging Market countries' fundamentals, and new inflows into the asset class. Early in the year, strong inflows into the asset class kept the momentum from 2003 going, but long-duration supply and political scandals in EM bellwether Brazil put some pressure on spreads, which range-traded during most of the first four months of the year. However, due to stronger than expected payroll reports, Treasuries sold off by over 100 bps during April and May. This negatively affected emerging market spreads as investors remembered the fallout from the 1994 Mexico crisis that was in part caused by a rise in Treasury yields. Throughout this period, EM spreads widened by more than 100 basis points. EM spreads remained volatile until late May, when tame inflation and weak employment growth led the market to believe that a dramatic tightening by the Fed was not to occur. Since then, EM spreads have been on a clear downward path. Once US Treasury rates stabilized, emerging market spreads continued to contract, falling by 200 basis points by yearend. Throughout the year, but especially in the second half, new inflows into the asset class from institutional and retail investors helped keep bond prices well supported. Moreover, most of the positive rating actions in EM universe materialized throughout the second half of the year, supporting higher bond valuations. In late June the Federal Reserve began its long awaited tightening process, raising its benchmark rate by 25 basis points. In total, the Fed tightened rates by 125 basis points in 2004. Its' "measured" pace of tightening has provided support to fixed income markets. In terms of performance, the Fund had two distinct phases. During the first half of the year, performance was disappointing, as risk in high-beta credits and interest rate duration were not cut enough during the April-May selloff. However, the underperformance was almost made up during the second half, as the Fund correctly overweighted high-beta assets in Brazil, Ecuador, Argentina (Boden 12), Russia (Aries bonds) and Turkey. 2 In 2005 we expect the first half of the year to be somewhat of a continuation of the trends in 2004 with the Federal Reserve continuing its policy "normalization" and continued credit improvement in many emerging markets. During the second half of the year the outlook is less certain as, depending on incoming data on inflation and growth, the Federal Reserve might change its "measured" pace of tightening and all fixed income assets, including emerging market debt, might overshoot in either direction. Other factors such as a disorderly decline in the value of the US dollar, another terrorist strike or investor uneasiness with upcoming elections in several countries during 2006 could pose challenges during the course of the year. We thank you for your continued support. /s/John L. Peta /s/Boris Seguna John L. Peta Boris Seguna 3 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND COMPARISON OF CHANGE IN VALUE OF $100,000 INVESTMENT IN STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND AND THE JP MORGAN EMBI GLOBAL INDEX - -------------------------------------------------------------------------------- AVERAGE ANNUAL TOTAL RETURNS (FOR PERIOD ENDED 12/31/2004) - -------------------------------------------------------------------------------- Since Inception 1 Year 3 Year 03/27/2001 - -------------------------------------------------------------------------------- 11.54% 17.60% 16.09% AVERAGE ANNUAL TOTAL RETURNS REFLECT THE CHANGE IN THE VALUE OF AN INVESTMENT, ASSUMING REINVESTMENT OF THE FUND'S DIVIDEND INCOME AND CAPITAL GAINS. THE $100,000 LINE GRAPH AND THE FUND'S RETURNS DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON FUND DISTRIBUTIONS OR THE REDEMPTION OF FUND SHARES. DURING PERIODS OF REIMBURSEMENT BY THE FUND'S INVESTMENT ADVISER (IF APPLICABLE), THE FUND'S TOTAL RETURN WILL BE GREATER THAN IT WOULD BE HAD THE REIMBURSEMENT NOT OCCURRED. PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE. 4 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND SHAREHOLDER EXPENSE EXAMPLE - -------------------------------------------------------------------------------- As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2004 to December 31, 2004). Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000.00=8.6), then multiply the result by the number in the first line 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 line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expenses ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's 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 Fund 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 transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs 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. Expenses Paid Beginning Ending During Period((+)) Account Value Account Value July 1, 2004 to July 1, 2004 December 31, 2004 December 31, 2004 - -------------------------------------------------------------------------------------------------------- Actual $1,000.00 $1,166.00 $1.63 Hypothetical (5% return per year before expenses) $1,000.00 $1,023.63 $1.53 ( - ------- ((+)) EXPENSES ARE EQUAL TO THE FUND'S ANNUALIZED EXPENSE RATIO OF 0.30%, MULTIPLIED BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY 184/366 (TO REFLECT THE ONE-HALF YEAR PERIOD). 5 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND FUND INFORMATION AS OF DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PERCENTAGE OF TOP TEN HOLDINGS RATE MATURITY NET ASSETS - --------------------------------------------------------------------------------------------------------- Russian Federation 144A 5.000 3/31/2030 9.6% Republic of Brazil 11.000 8/17/2040 4.7 Republic of Brazil 10.125 5/15/2027 3.7 Banco Nacional de Comercio Exterior SNC 144A 3.875 1/21/2009 3.5 Aries Vermogensverwaltng 144A 7.750 10/25/2009 3.5 Republic of Argentina 6.000 3/31/2023 3.0 Republic of Argentina 2.008 8/3/2012 2.9 Republic of Turkey 11.875 1/15/2030 2.8 Republic of Venezuela 9.250 9/15/2027 2.7 Petroliam Nasional Berhad 144A 7.750 8/15/2015 2.7 ____ 39.1% PERCENTAGE OF GEOGRAPHIC REGION INVESTMENTS -------------------------------------------- Latin America 61.4% Europe 20.0 Middle East 8.6 Asia 4.5 Africa 4.0 Cash & Equivalents 1.5 _____ 100.0% 6 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ----------------------------------------------------------------------------------------------------------------------- BONDS AND NOTES--98.7% CORPORATE--9.0% ENERGY--9.0% Morgan Stanley Bank AG for OAO Gazprom 144A 9.625% 3/1/2013 USD 75,000 $ 88,50 Pemex Project Funding Master Trust 144A 3.790 6/15/2010 95,000 97,470 Pemex Project Funding Master Trust 7.375 12/15/2014 120,000 133,380 Pemex Project Funding Master Trust 8.625 2/1/2022 240,000 278,640 Petroliam Nasional Berhad 144A 7.750 8/15/2015 240,000 293,089 Salomon Brothers AF for OAO Siberian Oil Co. 10.750 1/15/2009 95,000 101,175 ___________ Total Corporate (Cost $966,410) 992,254 ___________ SOVEREIGN BONDS--85.9% Banco Nacional de Comercio Exterior SNC 144A 3.875 1/21/2009 400,000 390,000 Dominican Republic 144A 9.500 9/27/2006 120,000 112,200 Ministry Finance Russia 3.000 5/14/2008 190,000 176,225 Nigeria Promissory Notes Series RC 5.092 1/5/2010 470,000 157,450 Philippine Government International Bond 9.375 1/18/2017 170,000 176,588 Republic of Argentina 2.008 8/3/2012 380,000 324,520 Republic of Argentina 12.250 6/19/2018 84,900 28,017 Republic of Argentina 6.000 3/31/2023 590,000 330,400 Republic of Argentina 12.000 6/19/2031 137,800 45,474 Republic of Brazil 14.500 10/15/2009 120,000 160,020 Republic of Brazil 12.000 4/15/2010 210,000 259,350 Republic of Brazil 11.000 1/11/2012 165,000 200,310 Republic of Brazil 3.125 4/15/2012 304,830 290,350 Republic of Brazil 10.125 5/15/2027 355,000 404,280 Republic of Brazil 11.000 8/17/2040 435,000 515,910 Republic of Brazil (a) 3.063 4/15/2024 195,000 180,375 Republic of Brazil* 14.500 10/15/2009 20,000 26,668 Republic of Colombia 10.500 7/9/2010 65,000 75,725 Republic of Colombia 10.000 1/23/2012 65,000 75,075 Republic of Colombia 10.750 1/15/2013 30,000 35,850 Republic of Colombia* 9.750 4/23/2009 115,000 131,100 Republic of Colombia* 8.125 5/21/2024 100,000 97,000 Republic of Ecuador 144A 12.000 11/15/2012 85,000 87,125 Republic of Ecuador 8.000 8/15/2030 80,000 69,600 Republic of El Salvador 8.250 4/10/2032 55,000 55,550 Republic of El Salvador 144A 8.500 7/25/2011 20,000 22,850 Republic of El Salvador 144A 7.750 1/24/2023 75,000 81,938 Republic of Indonesia 144A 6.750 3/10/2014 25,000 25,063 Republic of Panama 9.625 2/8/2011 115,000 136,275 Republic of Panama 7.250 3/15/2015 40,000 41,400 Republic of Panama 8.875 9/30/2027 160,000 177,600 Republic of Peru 9.125 2/21/2012 150,000 174,375 Republic of Peru 9.875 2/6/2015 60,000 74,100 Republic of Peru 8.375 5/3/2016 40,000 44,800 The accompanying notes are an integral part of the financial statements. 7 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ SOVEREIGN BONDS (CONTINUED) Republic of Peru 4.500% 3/7/2017 USD 150,000 $ 140,250 Republic of South Africa 9.125 5/19/2009 95,000 112,201 Republic of South Africa 6.500 6/2/2014 130,000 141,674 Republic of Turkey 10.500 1/13/2008 70,000 80,222 Republic of Turkey 11.750 6/15/2010 200,000 251,300 Republic of Turkey 11.500 1/23/2012 135,000 173,603 Republic of Turkey 11.875 1/15/2030 213,000 306,654 Republic of Turkey 8.000 2/14/2034 45,000 46,558 Republic of Uruguay 7.500 3/15/2015 138,000 134,895 Republic of Venezuela 5.375 8/7/2010 110,000 103,290 Republic of Venezuela 3.090 4/20/2011 150,000 136,125 Republic of Venezuela 8.500 10/8/2014 30,000 31,500 Republic of Venezuela 9.250 9/15/2027 280,000 295,400 Russian Federation 12.750 6/24/2028 80,000 130,850 Russian Federation 144A 5.000 3/31/2030 1,020,000 1,051,875 Serbian Government # 3.750 11/15/2024 105,000 87,413 Ukraine Government 144A 6.365 8/5/2009 100,000 105,561 Ukraine Government 144A* 7.650 6/11/2013 100,000 106,500 Ukraine Government Senior Notes 11.000 3/15/2007 60,668 65,029 United Mexican States 7.500 1/14/2012 50,000 56,700 United Mexican States 9.875 2/1/2010 140,000 172,550 United Mexican States 6.375 1/16/2013 55,000 58,438 United Mexican States 6.625 3/3/2015 65,000 69,810 United Mexican States 8.125 12/30/2019 55,000 64,763 United Mexican States 8.000 9/24/2022 140,000 161,700 United Mexican States 7.500 4/8/2033 119,000 128,818 United Mexican States 6.750 9/27/2034 50,000 49,450 ___________ Total Sovereign Bonds (Cost $8,885,493) 9,446,692 ___________ FOREIGN DENOMINATED--3.8% EURO--3.5% Aries Vermogensverwaltng 144A 7.750 10/25/2009 EUR 250,000 387,479 ___________ FRENCH FRANC--0.3% Ivory Coast FLIRB ~ 2.000 3/29/2018 FRF 1,170,000 37,503 ___________ Total Foreign Denominated (Cost $358,978) 424,982 ___________ TOTAL BONDS AND NOTES (COST $10,210,881) 10,863,928 ___________ The accompanying notes are an integral part of the financial statements. 8 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ SHORT-TERM INVESTMENTS--5.6% U.S. GOVERNMENT--0.2% U.S. Treasury Bill ((+)(+)) 2.215% 3/17/2005 USD 25,000 $24,894 INVESTMENT COMPANIES--1.9% SHARES _________ Dreyfus Institutional Preferred Plus Money Market Fund ((+)) 209,372 209,372 INVESTMENT OF CASH COLLATERAL--3.5% BlackRock Cash Strategies L.L.C ** 381,850 381,850 ___________ TOTAL SHORT TERM INVESTMENTS (Cost $616,109) 616,116 ___________ TOTAL INVESTMENTS--104.3% (Cost $10,826,990) 11,480,044 LIABILTIES IN EXCESS OF OTHER ASSETS--(4.3)% (477,922) ___________ NET ASSETS--100% $11,002,122 ___________ ___________ NOTES TO SCHEDULE OF INVESTMENTS: 144A-Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified buyers. (a) Variable Rate Security, rate indicated is as of 12/31/04. * Security, or a portion thereof, was on loan at December 31, 2004. ** Money Market Fund exempt from registration under the Investment Company Act of 1940 offered only to eligible investors. FLIRB-Front Loaded Interest Reduction Bond ~ Defaulted security. EUR-Euro FRF-French Franc USD-United States Dollar (+) Affiliated institutional money market fund. (+)(+) Security is pledged as collateral for futures contracts. # Delayed delivery security At December 31, 2004 the Fund held the following forward foreign currency exchange contracts: LOCAL PRINCIPAL CONTRACT VALUE AT USD AMOUNT UNREALIZED CONTRACTS TO RECEIVE AMOUNT VALUE DATE DECEMBER 31, 2004 TO DELIVER GAIN - ------------------------------------------------------------------------------------------------------------------------------------ Brazilian Real 300,000 1/14/2005 $112,300 $106,838 $ 5,462 Euro 154,000 3/16/2005 209,080 205,282 3,798 ________ ________ ________ TOTAL $321,380 $312,120 $ 9,260 ________ ________ ________ ________ ________ ________ LOCAL PRINCIPAL CONTRACT VALUE USD AMOUNT UNREALIZED CONTRACTS TO DELIVER AMOUNT VALUE DATE AT DECEMBER 31, 2004 TO RECEIVE (LOSS) - ------------------------------------------------------------------------------------------------------------------------------------ Euro 382,000 3/16/2005 $518,627 $511,273 $(7,354) At December 31, 2004 the Fund held the following futures contracts: UNDERLYING FACE UNREALIZED CONTRACT POSITION EXPIRATION DATE AMOUNT AT VALUE (LOSS) - ------------------------------------------------------------------------------------------------------------------------------------ U.S. 10 Year Note (5 Contracts) Short 3/21/2005 $554,977 $(4,733) The accompanying notes are an integral part of the financial statements. 9 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- At December 31, 2004, the Fund held the following swap contracts: NOTIONAL AMOUNT EXPIRATION DATE DESCRIPTION VALUE - ------------------------------------------------------------------------------------------------------------------------------------ 275,000 USD 12/20/07 Agreement with Bear Stearns, dated 12/08/04 to receive 2.05% per year times the notional amount. The Fund makes payment only upon a credit event by Republic of Turkey, an amount equal to the notional amount times the difference between the par value and the then-market of Republic of Turkey, 11.875% due 1/15/30. $ 3,088 110,000 USD 12/20/09 Agreement with Bear Stearns, dated 11/17/04 to receive 2.84% per year times the notional amount. The Fund makes payment only upon a credit event by Ukraine Government, an amount equal to the notional amount times the difference between the par value and the then-market of Ukraine Government, 7.65% due 6/11/13. 1,585 275,000 USD 12/20/05 Agreement with Bear Stearns, dated 12/08/04 to pay 1.05% per year times the notional amount. The Fund receives payment only upon a credit event by Republic of Turkey, an amount equal to the notional amount times the difference between the par value and the then-market of Republic of Turkey, 11.875% due 1/15/30. (338) 110,000 USD 11/19/09 Agreement with Bear Stearns, dated 11/17/04 to receive the notional amount multiplied by 3.90700% and to pay the notional amount multiplied by the 3 month LIBOR. (237) ________ Total Swap Value $ 4,098 ________ ________ The accompanying notes are an integral part of the financial statements. 10 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 - -------------------------------------------------------------------------------- ASSETS Investments in securities (including securities on loan, valued at $371,647) (Note 7) Unaffiliated issuers, at value (Note 1A) (cost $10,617,618) $11,270,672 Affiliated issuers, at value (Note 1A) (cost $209,372) (Note 1H) 209,372 Foreign currency (cost $17,785) 17,779 Receivable for securities sold 32,341 Interest and dividends receivable 213,072 Open swap contracts, at value (Note 6) 4,098 Unrealized appreciation on forward currency exchange contracts (Note 6) 9,260 Prepaid expenses 3,569 ___________ Total assets 11,760,163 LIABILITIES Collateral for securities on loan (Note 7) $ 381,850 Distribution payable 239,503 Payable for securities purchased 87,413 Unrealized depreciation on forward currency exchange contracts (Note 6) 7,35 Accrued accounting, custody, administration and transfer agent fees (Note 2) 11,702 Payable for variation margin on open futures contracts (Note 6) 1,328 Accrued trustees' fees and expenses (Note 2) 1,321 Accrued expenses and other liabilities 27,570 ___________ Total liabilities 758,041 ___________ NET ASSETS $11,002,122 ___________ ___________ NET ASSETS CONSIST OF: Paid-in capital $10,167,953 Accumulated net realized gain 195,678 Distributions in excess of net investment income (16,065) Net unrealized appreciation 654,556 ___________ TOTAL NET ASSETS $11,002,122 ___________ ___________ SHARES OF BENEFICIAL INTEREST OUTSTANDING 540,022 ___________ ___________ NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE (Net Assets/Shares outstanding) $ 20.37 ___________ ___________ The accompanying notes are an integral part of the financial statements. 11 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 - -------------------------------------------------------------------------------- INVESTMENT INCOME (NOTE 1B) Interest income (including securities lending income of $6,591 (Note 7)) $1,190,422 Interest income from affiliated investments (Note 1H) 4,320 __________ Total investment income 1,194,742 EXPENSES Investment advisory fee (Note 2) $ 76,578 Accounting, custody, administration and transfer agent fees (Note 2) 55,633 Professional fees 34,239 Registration fees 3,795 Trustees' fees and expenses (Note 2) 4,746 Insurance expense 5,183 Miscellaneous 7,468 __________ Total expenses 187,642 Deduct: Waiver of investment advisory fee (Note 2) (76,578) Reimbursement of Fund operating expenses (Note 2) (65,117) __________ Total expense deductions (141,695) __________ Net expenses 45,947 __________ Net investment income 1,148,795 __________ REALIZED AND UNREALIZED GAIN (LOSS) ON: Net realized gain (loss) Investment security transactions 657,102 Financial futures contracts (9,796) Foreign currency transactions and forward currency exchange contracts (40,954) Written options transactions 12,115 __________ Net realized gain 618,467 Change in unrealized appreciation (depreciation) on: Investment securities 103,092 Financial futures contracts (4,733) Swap contracts 4,098 Foreign currency transactions and forward currency exchange contracts 9,716 Written options (328) __________ Change in net unrealized appreciation (depreciation) 111,845 __________ Net realized and unrealized gain on investments 730,312 __________ NET INCREASE IN NET ASSETS FROM OPERATIONS $1,879,107 __________ __________ The accompanying notes are an integral part of the financial statements. 12 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 __________________ _________________ INCREASE (DECREASE) IN NET ASSETS: FROM INVESTMENT OPERATIONS Net investment income $ 1,148,795 $ 717,550 Net realized gain 618,467 1,285,953 Change in net unrealized appreciation (depreciation) 111,845 222,613 ____________ ____________ Net increase in net assets from investment operations 1,879,107 2,226,116 ____________ ____________ DISTRIBUTIONS TO SHAREHOLDERS (NOTE 1E) From net investment income (1,054,097) (694,242) From net realized gains on investments (668,039) (1,050,575) ____________ ____________ Total distributions to shareholders (1,722,136) (1,744,817) ____________ ____________ FUND SHARE TRANSACTIONS (NOTE 4) Net proceeds from sale of shares 3,011,075 11,826,248 Value of shares issued to shareholders in reinvestment of distributions 1,122,390 1,543,165 Cost of shares redeemed (9,520,626) (4,887,894) ____________ ____________ Net increase (decrease) in net assets from Fund share transactions (5,387,161) 8,481,519 ____________ ____________ TOTAL INCREASE (DECREASE) IN NET ASSETS (5,230,190) 8,962,818 NET ASSETS At beginning of year 16,232,312 7,269,494 ____________ ____________ At end of year (including distributions in excess of net investment income of $16,065 and $4,825) $11,002,122 $16,232,312 ____________ ____________ ____________ ____________ The accompanying notes are an integral part of the financial statements. 13 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- FOR THE PERIOD MARCH 26, 2001 (COMMENCEMENT YEAR ENDED DECEMBER 31, OF OPERATIONS) TO _______________________________________ 2004 2003 2002 DECEMBER 31, 2001 _______ _______ ______ __________________ NET ASSET VALUE, BEGINNING OF YEAR $ 20.81 $ 18.39 $17.67 $20.00 _______ _______ ______ ______ FROM INVESTMENT OPERATIONS: Net investment income (1)* 1.56 1.61 1.59 1.58 Net realized and unrealized gain (loss) on investments 0.72 3.59 0.65 0.10 _______ _______ ______ ______ Total from investment operations 2.28 5.20 2.24 1.68 _______ _______ ______ ______ LESS DISTRIBUTIONS TO SHAREHOLDERS: From net investment income (1.53) (1.32) (1.52) (3.90) From net realized gain on investments (1.19) (1.46) -- -- From tax return of capital -- -- -- (0.11) _______ _______ ______ ______ Total distributions to shareholders (2.72) (2.78) (1.52) (4.01) _______ _______ ______ ______ NET ASSET VALUE, END OF YEAR $ 20.37 $ 20.81 $18.39 $17.67 _______ _______ ______ ______ _______ _______ ______ ______ TOTAL RETURN((+)(+)(+)) 11.54% 28.82% 13.20% 8.94%((+)(+)) RATIOS/SUPPLEMENTAL DATA: Expenses (to average daily net assets)(*) 0.30% 0.30% 0.30% 0.30%((+)) Net Investment Income (to average daily net assets)(*) 7.53% 7.64% 8.83% 10.33%((+)) Portfolio Turnover 228% 224% 421% 505%((+)(+)) Net Assets, End of Year (000's omitted) $11,002 $16,232 $7,269 $3,702 - ------- * For the periods indicated, the investment adviser voluntarily agreed not to impose all or a portion of its investment advisory fee and/ or reimbursed the Fund for a portion of its operating expenses. If this voluntary action had not been taken, the investment income per share and the ratios would have been: Net investment income per share(1) $ 1.37 $ 1.26 $ 1.23 $ 1.34 Ratios (to average daily net assets): Expenses 1.23% 1.92% 2.31% 1.82%((+)) Net investment income 6.60% 6.02% 6.82% 8.81%((+) (1) Calculated based on average shares outstanding. (+) Computed on an annualized basis. (+)(+) Not annualized. (+)(+)(+) Total return would have been lower in the absence of fee waivers and expense limitations. The accompanying notes are an integral part of the financial statements. 14 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) SIGNIFICANT ACCOUNTING POLICIES: Mellon Institutional Funds Investment Trust (the "Trust") is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end, management investment company. Standish Mellon Opportunistic Emerging Markets Debt Fund (the "Fund") is a separate non-diversified investment series of the Trust. The objective of the Fund is to generate a high total return through a combination of capital appreciation and income. The fund seeks to achieve its objective by investing, under normal circumstances, at least 80% of net assets in fixed income securities issued by governments, companies and banks of emerging markets, as well as preferred stocks, warrants and tax-exempt bonds. The following is a summary of significant accounting policies followed by the Fund in the preparation of its 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 in the financial statements. Actual results could differ from those estimates. A. INVESTMENT SECURITY VALUATIONS Securities for which quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price in the principal market in which such securities are primarily traded. Market quotations are not considered to be readily available for certain debt obligations; such investments are stated at value on the basis of valuations furnished by a pricing service or dealers, approved by the Trustees, which determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and variable relationships between securities that are generally recognized by institutional traders. Securities (including illiquid securities) for which quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Trustees. Short-term instruments with less than sixty-one days remaining to maturity are valued at amortized cost, which approximates market value. If the Fund acquires a short-term instrument with more than sixty days remaining to its maturity, it is valued at current market value until the sixtieth day prior to maturity and will then be valued at amortized value based upon the value on such date unless the Trustees determine during such sixty-day period that amortized value does not represent fair value. B. SECURITIES TRANSACTIONS AND INCOME Securities transactions are recorded as of the trade date. Interest income is determined on the basis of coupon interest accrued, adjusted for accretion of discount or amortization of premium using the yield-to-maturity method on long-term debt securities and short-term securities with greater than sixty days to maturity. Dividend income is recorded on the ex-dividend date. Realized gains and losses from securities sold are recorded on the identified cost basis. The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of foreign currencies and forward foreign currency exchange contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent amounts usually received or paid. C. FOREIGN CURRENCY TRANSACTIONS Investment security valuations, other assets, and liabilities initially expressed in foreign currencies are converted into U.S. dollars based upon current currency exchange rates at the valuation date. Purchases and sales of foreign investment securities and income and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions. Section 988 of the Internal Revenue Code provides that gains or losses on certain transactions attributable to fluctuations in foreign currency exchange rates must be treated as ordinary income or loss. For financial statement purposes, such amounts are included in net realized gains or losses. D. INVESTMENT RISK There are certain additional risks involved in investing in foreign securities that are not inherent in investments in domestic securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in 15 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets. E. DISTRIBUTIONS TO SHAREHOLDERS Distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income will be declared and distributed quarterly. The Fund's dividends from short-term and long-term capital gains, if any, after reduction of capital losses will be declared and distributed at least annually. Dividends from net investment income and distributions from capital gains, if any, are reinvested in additional shares of the Fund unless the shareholder elects to receive them in cash. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences, which may result in distribution reclassifications, are primarily due to differing treatments for losses deferred due to wash sales, foreign currency gains and losses, post-October losses, amortization and/or accretion of premiums and discounts on certain securities and the timing of recognition of gains and losses on futures contracts. Permanent book and tax basis differences will result in reclassifications among undistributed net investment income, accumulated net realized gain (loss) and paid in capital. Undistributed net investment income and accumulated net realized gain (loss) on investments and foreign currency transactions may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year. F. EXPENSES The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. G. COMMITMENTS AND CONTINGENCIES In the normal course of business, the Fund may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Fund under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risks of loss to be remote. H. AFFILIATED ISSUERS Affiliated issuers represent issuers the Fund held in other investment companies advised by Standish Mellon Asset Management Company LLC ("Standish Mellon"), a wholly-owned subsidiary Mellon Financial Corporation, or its affiliates. (2) INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES: The investment advisory fee paid to Standish Mellon overall investment advisory, administrative services, and general office facilities, is paid monthly at the annual rate of 0.50% of the Fund's average daily net assets. Standish Mellon voluntarily agreed to limit total Fund operating expenses (excluding brokerage commissions, taxes and extraordinary expenses) to 0.30% of the Fund's average daily net assets for the year ended December 31, 2004. Pursuant to this agreement, for the year ended December 31, 2004, Standish Mellon voluntarily waived its investment advisory fee in the amount of $76,578 and reimbursed the Fund for $65,117 of other operating expenses. This agreement is voluntary and temporary and may be discontinued or revised by Standish Mellon at any time. Effective February 23, 2004, the Fund entered into an agreement with Dreyfus Transfer, Inc., a wholly owned subsidiary of The Dreyfus Corporation, a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide personnel and facilities to perform transfer agency and certain shareholder services for the Fund. For these services the Fund pays Dreyfus Transfer, Inc. a fixed fee plus per account and transaction based fees, as well as, out-of-pocket expenses. Pursuant to this agreement the Fund paid $2,655 during the period ended December 31, 2004. The Fund has contracted Mellon Bank, N.A. ("Mellon Bank"), a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide custody, fund administration and fund accounting services for the Fund. For these services the Fund pays Mellon Bank a fixed fee plus asset and transaction based fees, as well as, out-of-pocket expenses. Pursuant to this agreement the Fund paid $41,014 during the year ended December 31, 2004. The Fund entered into an agreement with Mellon Bank to perform certain securities lending activities and to act as the Fund's lending agent. Pursuant to this agreement Mellon Bank receives an agreed upon percentage of the net lending revenues. This compensation is a standard form of compensation received by securities lending agents with respect to non-affiliated entities. See Note 7 for further details. 16 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- No director, officer or employee of Standish Mellon or its affiliates receives any compensation from the Trust or the Fund for serving as an officer or Trustee of the Trust. The Trust pays each Trustee who is not a director, officer or employee of Standish Mellon or its affiliates an annual fee and a per meeting fee as well as reimbursement for travel and out of pocket expenses. In addition, the Trust pays the legal fees for the independent counsel of the Trustees. (3) PURCHASES AND SALES OF INVESTMENTS: Purchases and proceeds from sales of investments, other than short-term obligations, for the year ended December 31, 2004 were as follows: PURCHASES SALES __________ __________ U.S. Government Securities $ 463,008 $ 468,904 ____________ ____________ ____________ ____________ Investments (non-U.S. Government Securities) $ 32,386,509 $ 37,248,523 ____________ ____________ ____________ ____________ (4) SHARES OF BENEFICIAL INTEREST: The Declaration of Trust permits the trustees to issue an unlimited number of full and fractional shares of beneficial interest having a par value of one cent per share. Transactions in Fund shares were as follows: FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 __________________ _________________ Shares sold 158,814 548,758 Shares issued to shareholders in reinvestment of distributions 55,260 74,295 Shares redeemed (454,120) (238,253) ________ ________ Net decrease (240,046) 384,800 ________ ________ ________ ________ At December 31, 2004, five shareholders of record held approximately 79% of the total outstanding shares of the Fund. Investment activity of these shareholders could have a material impact on the Fund. A significant portion of the Fund's shares represent investments by fiduciary accounts over which Standish Mellon and its affiliates have either sole or joint investment discretion. (5) FEDERAL TAXES: As a regulated investment company qualified under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes all of its taxable income for its fiscal year. The tax basis components of distributable earnings and the federal tax cost as of December 31, 2004, was as follows: AMOUNT ________ Unrealized appreciation $644,557 Unrealized depreciation (75,906) ________ Net unrealized appreciation/depreciation 568,651 Undistributed ordinary income 235,920 Cost for federal income tax purposes $10,911,393 Tax character of distributions paid during the fiscal years ended December 31, 2004 and December 31, 2003, were as follows: 2004 2003 __________ __________ Ordinary income $1,653,944 $1,697,933 Capital gains 68,192 46,884 __________ __________ Total Distributions $1,722,136 $1,744,817 __________ __________ __________ __________ 17 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (6) FINANCIAL INSTRUMENTS: In general, the following instruments are used for hedging purposes as described below. However, these instruments may also be used to seek to enhance potential gain in circumstances where hedging is not involved. The nature, risks and objectives of these instruments are set forth more fully in the Fund's Prospectus and Statement of Additional Information. The Fund may trade the following instruments with off-balance sheet risk: OPTIONS Call and put options give the holder the right to purchase or sell a security or currency or enter into a swap arrangement on a future date at a specified price. The Fund may use options to seek to hedge against risks of market exposure and changes in securities prices and foreign currencies, as well as to seek to enhance returns. Writing puts and buying calls tend to increase the Fund's exposure to the underlying instrument. Buying puts and writing calls tend to decrease the Fund's exposure to the underlying instrument, or hedge other Fund investments. Options, both held and written by the Fund, are reflected in the accompanying Statement of Assets and Liabilities at market value. The underlying face amount at value of any open purchased options is shown in the Schedule of Investments. This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments, if there is an illiquid secondary market for the contract or if the counterparty does not perform under the contract's terms. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. Realized gains and losses on purchased options are included in realized gains and losses on investment securities, except purchased options on foreign currency which are included in realized gains and losses on foreign currency transactions. If a put option written by the Fund is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund, as writer of an option, has no control over whether the underlying securities may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the security underlying the written option. Exchange traded options are valued at the last sale price, or if no sales are reported, the last bid price for purchased options and the last ask price for written options. Options traded over-the-counter are valued using prices supplied by the dealers. The Fund had entered into option transactions during the year ended December 31, 2004. The detail of those option transactions were as follows NUMBER OF WRITTEN PUT OPTION TRANSACTIONS CONTRACTS PREMIUMS __________ __________ Outstanding, beginning of year 1 4,688 Options written 1 4,219 Options expired (2) (8,907) __________ __________ Outstanding, end of year 0 0 __________ __________ __________ __________ NUMBER OF WRITTEN CALL OPTION TRANSACTIONS CONTRACTS PREMIUMS __________ __________ Outstanding, beginning of year 1 3,500 Options written 1 4,219 Options closed (2) (7,719) __________ __________ Outstanding, end of year 0 0 __________ __________ __________ __________ FORWARD CURRENCY EXCHANGE CONTRACTS The Fund may enter into forward foreign currency and cross currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. Risks may arise upon entering these contracts from the potential inability of counterparties to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar and other foreign currencies. The forward foreign currency and cross currency exchange contracts are marked to market using the forward foreign currency rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until the contract settlement date or upon the closing of the contract. Forward currency exchange contracts are used by the Fund primarily to protect the value of the Fund's foreign securities from adverse currency movements. Unrealized appreciation and depreciation of forward currency exchange contracts is included in the Statement of Assets and Liabilities. 18 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- The Fund held these contracts at December 31, 2004. See Schedule of Investments for further details. FUTURES CONTRACTS The Fund may enter into financial futures contracts for the delayed sale or delivery of securities or contracts based on financial indices at a fixed price on a future date. Pursuant to the margin requirements, the Fund deposits either cash or securities in an amount equal to a certain percentage of the contract amount. Subsequent payments are made or received by the Fund each day, depending on the daily fluctuations in the value of the underlying security, and are recorded for financial statement purposes as unrealized gains or losses by the Fund. There are several risks in connection with the use of futures contracts as a hedging device. The change in value of futures contracts primarily corresponds with the value of their underlying instruments or indices, which may not correlate with changes in the value of hedged investments. Buying futures tends to increase the Fund's exposure to the underlying instrument, while selling futures tends to decrease the Fund's exposure to the underlying instrument or hedge other Fund investments. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market. Losses may arise if there is an illiquid secondary market or if the counterparties do not perform under the contract's terms. The Fund enters into financial futures transactions primarily to manage its exposure to certain markets and to changes in securities prices and foreign currencies. Gains and losses are realized upon the expiration or closing of the futures contracts. Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. The Fund held these contracts at December 31, 2004. See Schedule of Investments for further details. SWAP AGREEMENTS The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. The Fund may enter into interest rate and credit default swap agreements to manage its exposure to interest rates and credit risk. Interest rate swap agreements involve the exchange by the Fund with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. The Fund may use credit default swaps to provide a measure of protection against defaults of issuers (i.e., to reduce risk where the Fund owns or has exposure to the corporate or sovereign issuer) or to take an active long or short position with respect to the likelihood of a particular corporate or sovereign issuer's default. In connection with these agreements, cash or securities may be set aside as collateral in accordance with the terms of the swap agreement. The Fund earns interest on cash set aside as collateral. Swaps are marked to market daily based upon quotations from market makers and change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. These financial instruments are not actively traded on financial markets. The values assigned to these instruments are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and differences could be material. Payments received or made from credit default swaps at the end of the measurement period are recorded as realized gain or loss in the Statement of Operations. Net payments of interest on interest rate swap agreements, if any, are included as part of realized gain or loss. Entering into these agreements involves, to varying degrees, elements of credit, market, and documentation risk in excess of the amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of contractual terms in the agreements, and that there may be unfavorable changes in interest rates. The Fund held swap contracts at December 31, 2004. See Schedule of Investments for further details. (7) SECURITY LENDING: The Fund may lend its securities to financial institutions which the Fund deems to be creditworthy. The loans are collateralized at all times with cash or securities with a market value at least equal to the market value of the securities on loan. The market value of securities loaned is determined daily and any additional required collateral is allocated to the Fund on the next business day. For the duration of a loan, the Fund receives the equivalent of the interest or dividends paid by the issuer on the securities loaned and also receives compensation from the investment of the collateral. As with other extensions of credit, the Fund bears the risk of delay in recovery or even loss of rights in its securities on loan should the borrower of the securities fail financially or default on its obligations to the Fund. In the event of borrower default, the Fund generally has the right to use the collateral to offset losses incurred. The Fund may incur a loss in the event it was delayed or prevented from exercising its rights to dispose of the collateral. The Fund also bears the risk in the event that the interest and/or dividends received on invested collateral is not sufficient to meet the Fund's obligations due on the loans. The Fund loaned securities during the year ended December 31, 2004 resulting in security lending income of $6,591. At December 31, 2004, the Fund had securities valued at $371,647 on loan. See Schedule of Investments for further detail on the security positions on loan and collateral held. 19 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (8) DELAYED DELIVERY TRANSACTIONS: The Fund may purchase securities on a when-issued, delayed delivery or forward commitment basis. Payment and delivery may take place a month or more after the date of the transactions. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. Income on the securities will not be earned until settlement date. The Fund instructs its custodian to segregate securities having value at least equal to the amount of the purchase commitment. The Fund may enter into to be announced ("TBA") purchase commitments to purchase securities for a fixed unit price at a future date beyond customary settlement time. Although the unit price has been established, the principal value has not been finalized. However, the amount of the commitments will not fluctuate more than 0.01% from the principal amount. The Fund holds, and maintains until settlement date, cash or high-grade debt obligations in an amount sufficient to meet the purchase price, or the Fund may enter into offsetting contracts for the forward sale of other securities it owns. Income on the securities will not be earned until settlement date. TBA purchase commitments may be considered securities in themselves, and involve a risk of loss if the value of the security to be purchased declines prior to the settlement date. Unsettled TBA purchase commitments are valued at the current market value of the underlying securities, according to the procedures described under "Investment security valuations" above. The Fund may enter into TBA sale commitments to hedge its portfolio positions. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, an offsetting TBA purchase commitment deliverable is held as "cover" for the transaction. Unsettled TBA sale commitments are valued at the current market value of the underlying securities, generally according to the procedures described under "Investment security valuations" above. The contract is 'marked-to-market' daily and the change in market value is recorded by the Fund as an unrealized gain or loss. If the TBA sale commitment is closed through the acquisition of an offsetting purchase commitment, the Fund realizes a gain or loss from the sale of the securities based upon the unit price established at the date the commitment was entered into. The Fund held delayed delivery securities during the year ended December 31, 2004. See Schedule of Investments for further details. (8) LINE OF CREDIT: The Fund, and other funds in the Trust and subtrusts in the Mellon Institutional Funds Master Portfolio Trust (the "Portfolio Trust") are parties to a committed line of credit facility, which enables each portfolio/fund to borrow, in the aggregate, up to $35 million. Interest is charged to each participating portfolio/fund based on its borrowings at a rate equal to the Federal Funds effective rate plus 1/2 of 1%. In addition, a facility fee, computed at an annual rate of .060 of 1% committed amount, is allocated ratably among the participating portfolios/funds at the end of each quarter. For the year ended December 31, 2004, a facility fee of $140 was allocated to the Fund. During the year ended December 31, 2004, the Fund had average borrowings outstanding of $45,400 on a total of fifteen days and incurred $50 of interest expense. 20 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON OPPORTUNISTIC EMERGING MARKETS DEBT FUND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Trustees of Mellon Institutional Funds Investment Trust and the Shareholders of Standish Mellon Opportunistic Emerging Markets Debt Fund: 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 financial highlights present fairly, in all material respects, the financial position of Standish Mellon Opportunistic Emerging Markets Debt Fund (the "Fund") at December 31, 2004, and the results of its operations, the changes in its net assets, and the financial highlights for each of the periods indicated, 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 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 are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion PricewaterhouseCoopers LLP New York, NY February 25, 2005 21 TRUSTEES AND OFFICERS The following table lists the Trust's trustees and officers; their address and date of birth; their position with the Trust; the length of time holding that position with the Trust; their principal occupation(s) during the past five years; the number of portfolios in the fund complex they oversee; other directorships they hold in companies subject to registration or reporting requirements of the Securities Exchange Act of 1934 (generally called "public companies") or in registered investment companies; and total annual remuneration paid as of December 31, 2004. The Trust's Statement of Additional Information includes additional information about the Trust's trustees and is available, without charge, upon request by writing The Mellon Institutional Funds at P.O. Box 8585, Boston, MA 02266-8585 or calling toll free 1-800-221-4795. INDEPENDENT TRUSTEES NUMBER OF TRUSTEE PRINCIPAL PORTFOLIOS IN OTHER REMUNERATION NAME TERM OF OFFICE OCCUPATION(S) FUND COMPLEX DIRECTORSHIPS (YEAR ENDED ADDRESS, AND POSITION(S) AND LENGTH OF DURING PAST OVERSEEN BY HELD BY DECEMBER 31, DATE OF BIRTH HELD WITH TRUST TIME SERVED 5 YEARS TRUSTEE TRUSTEE 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Samuel C. Fleming Trustee Trustee since Chairman of the Board 30 None Fund: $675 c/o Decision Resources, Inc. 11/3/1986 and Chief Executive 260 Charles Street Officer, Decision Waltham, MA 02453 Resources, Inc. 9/30/40 Caleb Loring III Trustee Trustee since Trustee, Essex Street 30 None Fund: $711 c/o Essex Street Associates 11/3/1986 Associates (family P.O. Box 181 investment trust office) Beverly, MA 01915 11/14/43 Benjamin M. Friedman Trustee Trustee since William Joseph Maier, 30 None Fund: $675 c/o Harvard University 9/13/1986 Professor of Political Cambridge, MA 02138 Economy, Harvard 8/5/44 University John H. Hewitt Trustee Trustee since Trustee, Mertens 30 None Fund: $675 P.O. Box 2333 11/3/1986 House, Inc. (hospice) New London, NH 03257 4/11/35 INTERESTED TRUSTEES Patrick J. Sheppard Trustee, President Since 2003 Senior Vice President 30 None Fund: $0 Mellon Institutional and Chief and Chief Operating Officer, Asset Management Executive Officer Mellon Institutional One Boston Place Asset Management; Boston, MA 02108 formerly Vice President 7/24/65 and Chief Financial Officer, Mellon Institutional Asset Management 22 PRINCIPAL OFFICERS WHO ARE NOT TRUSTEES NUMBER OF PORTFOLIOS IN NAME TERM OF OFFICE FUND COMPLEX ADDRESS, AND POSITION(S) AND LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN BY DATE OF BIRTH HELD WITH TRUST TIME SERVED DURING PAST 5 YEARS TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------------ Barbara A. McCann Vice President Since 2003 Senior Vice President and Head of Operations 30 Mellon Institutional and Secretary Mellon Institutional Asset Management, formerly Asset Management First Vice President, Mellon Institutional Asset One Boston Place Management and Mellon Global Investments Boston, MA 02108 2/20/61 Steven M. Anderson Vice President Vice President Vice President and Mutual Funds Controller, 30 Mellon Institutional and Treasurer since 1999; Mellon Institutional Asset Management Asset Management Treasurer Institutional Asset One Boston Place since 2002 Boston, MA 02108 7/14/65 Denise B. Kneeland Assistant Vice Since 1996 Vice President and Manager, Mutual Funds Operations, 30 Mellon Institutional President Mellon Institutional Asset Management Asset Management One Boston Place Boston, MA 02108 8/19/51 Cara E. Hultgren Assistant Vice Since 2001 Assistant Vice President and Manager, 30 Mellon Institutional President Shareholder Services, Mellon Institutional Asset Management Asset Management since 2001; One Boston Place Shareholder Representative, Boston, MA 02108 Standish Mellon Asset Management 1/19/71 Jan F. Jumet Chief Since 2004 Senior Vice President and Chief Compliance Officer 30 Standish Mellon Assest Compliance for Standish Mellon Asset Management Company LLC; Management Company LLC Officer formerly Director of Compliance and Administration One Boston Place and Chief Administration Officer for Standish Mellon Boston, MA 02108 Asset Management Company LLC, Senior 8/9/66 Vice President and Chief Administration Officer for Mellon Bond Associates, LLP, and First Vice President and Senior Sales Associate for Mellon Institutional Asset Management 23 THIS PAGE INTENTIONALLY LEFT BLANK THIS PAGE INTENTIONALLY LEFT BLANK One Boston Place Boston, MA 02108-4408 800.221.4795 www.melloninstitutionalfunds.com Annual Report STANDISH MELLON INVESTMENT GRADE BOND FUND YEAR ENDED DECEMBER 31, 2004 This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus. Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund' s historical or future performance are statements of the opinion of Fund management as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. Commencing with the fiscal quarter ending September 30, 2004, the Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. The Fund' s Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington D.C. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. To view the Fund' s proxy voting guidelines and proxy voting record for the 12-month period ended June 30, 2004, visit the SEC' s web site at http: //www.sec.gov. You may also call 1-800-221-4795 to request a free copy of the proxy voting guidelines. February 28, 2005 Dear Mellon Institutional Fund Shareholder: Enclosed you will find your Fund's annual report for the fiscal year ended December 31, 2004. The year was largely positive for the financial markets, as the economic expansion continued. However, as the year progressed, anticipated GDP growth diminished in line with typical expectations at this point in the economic cycle. The S&P 500 entered 2004 with a sharp climb, fueled to a large degree by above-trend GDP growth: 4.4% in the fourth quarter of 2003 and 5.0% in the first quarter of the year, driven by a potent mix of tax cuts, monetary policy and government spending. But the momentum stalled, as the market dealt with the prospect of inflation and a new tightening cycle by the Federal Reserve, the uncertainties of a tight presidential campaign, and the ever-present threats posed by terrorism. The equity markets greeted the reelection of President Bush with optimism, as the S&P 500 surged past 1200 in the closing weeks of the year to its 2004 peak. In the bond market, the year started with much speculation about when and how the Fed would end one of the longest stretches of easy monetary policy on record, which had driven rates to historical lows. In the fall of 2003, the prospect of deflation was still a factor in the Fed's deliberations and was its stated rationale for maintaining an accommodative stance. In the first quarter, however, the Fed began to refer to a "measured pace" of tightening. The market reacted by switching gears dramatically, sending the 10-year U.S. Treasury note from 3.7% on March 16 to 4.9% on June 14. Since then, as the economic outlook softened, with relatively tame inflation, yields have settled back to about 4%, roughly the same as a year ago. Looking ahead, it is clear that there are some causes for concern. Consumers are weighted with debt and potentially vulnerable in a rising rate environment. Companies are hoarding cash and are being deliberate in boosting employment and spending on plant and equipment. The stimulus of monetary policy, tax cuts and government spending is waning. Nevertheless, business activity has some significant momentum, which should carry over into 2005, with reasonable profit growth and modest inflation. Finally, the president's ambitious plans to privatize Social Security, reform health care, and revise the tax code could potentially have major fiscal implications that the market will be watching carefully. Thank you for your business and confidence in Mellon Institutional Funds. Please feel free to contact us with questions or comments. Sincerely, Patrick J. Sheppard One Boston Place * Boston, MA 02108-4402 A MELLON ASSET MANAGEMENT COMPANY 1 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND MANAGEMENT DISCUSSION AND ANALYSIS - -------------------------------------------------------------------------------- Economic activity maintained a healthy pace in 2004. The employment picture improved with monthly job gains averaging approximately 185,000. Investment spending and capacity utilization picked up, and despite higher interest rates, the housing market and consumer spending kept pace. For the year ending December 31, 2004, the Standish Mellon Investment Grade Bond Fund returned 4.53% while the Lehman Brothers Aggregate Index returned 4.34% for the same period. Amid rising oil prices and a weaker dollar, the Federal Reserve maintained a tame inflation outlook. Bond market volatility was low as the Fed hiked interest rates in a predictable and steady fashion from 1% to 2.25% by the end of the year. The unusual aspect of this tightening cycle has been the decline in 10- and 30-year yields as short rates have risen. So while the yield curve has flattened similarly to previous cycles, long-term interest rates have moved to lower levels than expected. To a large degree, the massive foreign purchases of U.S. Treasuries have kept long-term interest rates lower than anticipated during a period of tighter monetary policy. Over the past year, broad sectors outperformed Treasuries with particularly strong excess returns from investment grade corporate bonds. Spread sectors, especially mortgages, benefited from declining interest rate volatility. The credit sector fared well amid steady economic activity. Treasury inflation-protected securities (TIPS) outperformed nominal Treasuries as both actual and expected levels of inflation rose. Over the course of the year, the primary sources of outperformance were the overweight positions in corporate bonds and TIPS, as well as the defensive yield curve strategy. As the curve flattened, the Fund's underweight position in intermediate bonds (bullet strategy) relative to cash and longer maturities (barbell strategy) benefited returns. Portfolio positioning also capitalized on the lower volatility environment with an increased allocation to mortgages. Toward year-end, with much narrower corporate bond spreads, we selectively reduced the Fund's investment grade credit exposure. We believe prospects for economic growth in 2005 are good. We expect reasonably strong economic data will support continued rate hikes by the Fed. Under tighter monetary conditions, we anticipate upward pressure on interest rates and a flatter yield curve. With today's low volatility environment and narrow yield spreads, many sectors appear overvalued. Given the vulnerability to a correction in spread sectors, we have positioned the Fund defensively, particularly with a reduced corporate bond position. We have increased our allocation to Treasury inflation-protected securities as seasonal inflation patterns and breakeven inflation rates in the area of 2.5% make TIPS attractive relative to nominal Treasuries. Ultimately, if as we expect, the Fed maintains their tightening stance, the Fund's shorter than benchmark duration and barbell curve position will continue to contribute positively to performance. As always, we look forward to serving you in the coming year. Catherine Powers Marc Seidner 2 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND COMPARISON OF CHANGE IN VALUE OF $100,000 INVESTMENT IN STANDISH MELLON INVESTMENT GRADE BOND FUND AND THE LEHMAN AGGREGATE INDEX - -------------------------------------------------------------------------------- AVERAGE ANNUAL TOTAL RETURNS (FOR PERIOD ENDED 12/31/2004) - -------------------------------------------------------------------------------- Since Inception 1 Year 3 Year 06/01/2000 - ------------------------------------------------------------------------------------------------------------------------------------ 4.53% 5.57% 7.60% AVERAGE ANNUAL TOTAL RETURNS REFLECT THE CHANGE IN THE VALUE OF AN INVESTMENT, ASSUMING REINVESTMENT OF THE FUND'S DIVIDEND INCOME AND CAPITAL GAINS. THE $100,000 LINE GRAPH AND THE FUND'S RETURNS DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON FUND DISTRIBUTIONS OR THE REDEMPTION OF FUND SHARES. DURING PERIODS OF REIMBURSEMENT BY THE FUND'S INVESTMENT ADVISER (IF APPLICABLE), THE FUND'S TOTAL RETURN WILL BE GREATER THAN IT WOULD BE HAD THE REIMBURSEMENT NOT OCCURRED. PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE. 3 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND SHAREHOLDER EXPENSE EXAMPLE - -------------------------------------------------------------------------------- As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2004 to December 31, 2004). Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000.00=8.6), then multiply the result by the number in the first line 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 line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's 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 Fund 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 transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs 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. EXPENSES PAID BEGINNING ENDING DURING PERIOD((+)) ACCOUNT VALUE ACCOUNT VALUE JULY 1, 2004 TO JULY 1, 2004 DECEMBER 31, 2004 DECEMBER 31, 2004 - ------------------------------------------------------------------------------------------------------------------------------------ Actual $1,000.00 $1,043.50 $2.05 Hypothetical (5% return per year before expenses) $1,000.00 $1,023.13 $2.03 ( - ------- ((+)) EXPENSES ARE EQUAL TO THE FUND'S ANNUALIZED EXPENSE RATIO OF 0.40%, MULTIPLIED BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY 184/366 (TO REFLECT THE ONE-HALF YEAR PERIOD). 4 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND FUND INFORMATION AS OF DECEMBER 31, 2004 - -------------------------------------------------------------------------------- SUMMARY OF COMBINED RATINGS ---------------------------------------------------------------- PERCENTAGE OF QUALITY BREAKDOWN INVESTMENTS ---------------------------------------------------------------- Treasury/Agency 50.1% AAA 9.1 AA 3.7 A 13.4 BBB 23.7 _____ TOTAL 100.0% Based on ratings from Standard & Poor's and/or Moody's Investors Services. If a security receives split (different) ratings from multiple rating organizations, the Fund treats the security as being rated in the higer rating category. PERCENTAGE OF TOP TEN HOLDINGS(*) RATE MATURITY NET ASSETS ---------------------------------------------------------------------------------------------------------- FNMA TBA 6.000% 1/1/2035 7.3% FNMA TBA 5.500 1/1/2020 5.4 FNMA TBA 5.500 1/1/2035 3.8 FNMA TBA 6.000 1/1/2020 3.4 U.S. Treasury Inflation Index Bonds (TIPS) 3.000 7/15/2012 3.1 FNMA TBA 5.000 1/1/2020 2.9 US Treasury Bonds 6.250 5/15/2030 2.8 Chase Manhattan Auto Owner Trust 1.520 5/15/2007 1.8 FNMA 5.500 2/1/2033 1.5 FNMA 5.500 10/1/2033 1.4 _____ 33.4% * Excluding short-term investments and investment of cash collateral. PERCENTAGE OF ECONOMIC SECTOR ALLOCATION INVESTMENTS -------------------------------------------- Treasury/Agency 14.5% Mortgage pass thru 35.1 Credit 34.2 ABS/CMO/CMBS 15.7 Cash & equivalents 0.5 _____ 100.0% The Fund is actively managed. Current holdings may be different than those presented above. 5 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE NOTE (1A) - ------------------------------------------------------------------------------------------------------------------------------------ BONDS AND NOTES--118.9% ASSET BACKED--21.7% American Express Credit Account Master Trust 2000-2 B (a) 2.753% 9/17/2007 $ 175,000 $ 175,031 American Express Credit Account Master Trust 2004-C (a) 2.903 2/15/2012 500,000 500,733 American Express Master Trust 2002-1 A(a) 2.473 12/15/2005 475,000 475,029 Ameriquest Mortgage Securities Inc. 2003-8 AF3 4.370 10/25/2033 300,000 300,217 Capital One Multi-Asset Execution Trust 2002-B1 B1 (a) 3.083 7/15/2008 625,000 626,684 Capital One Multi-Asset Execution Trust 2004-C1 C1 3.400 11/16/2009 260,000 258,052 Capital One Prime Auto Receivables Trust 2004-1 A3 2.020 11/15/2007 50,000 49,512 Centex Home Equity 2004-B AF2 2.375 12/25/2021 150,000 147,994 Chase Credit Card Master Trust 2000-3 A (a) 2.533 1/15/2008 270,000 270,249 Chase Credit Card Master Trust 2002-6 B (a) 2.753 1/15/2008 250,000 250,358 Chase Credit Card Master Trust 2002-8 A (a) 2.463 3/17/2008 215,000 215,113 Chase Funding Loan Acquisition Trust 2.598 9/25/2013 74,605 74,618 Chase Manhattan Auto Owner Trust 1.520 5/15/2007 951,252 944,268 Chase Manhattan Auto Owner Trust 2003-C CTFS 2.780 6/15/2010 225,000 222,796 Centex Home Equity Co. LLC 2004-2 A1 (a) 2.588 1/25/2025 201,224 201,228 Chase Credit Card Master Trust 2002-2 C (a) 3.303 7/16/2007 315,000 315,549 Citibank Credit Card Issuance Trust 2001-C3 C3 6.650 5/15/2008 325,000 338,143 Citibank Credit Card Issuance Trust 2002-A2 A2 (a) 2.320 2/15/2007 480,000 479,873 Countrywide Asset-Backed Certificates 2004-10 2AV1 (a) 2.578 9/25/2023 223,222 223,244 Countrywide Asset-Backed Certificates 2004-14 A1 (a) 2.560 12/25/2022 305,000 305,000 Ford Credit Auto Owner Trust 2002-B A4 4.750 8/15/2006 250,000 251,934 Household Credit Card Master Note Trust I 2001 Cl A (a) 2.543 8/15/2008 350,000 350,429 Hyundai Auto Receivables Trust 2004-A B 3.460 8/15/2011 275,000 272,876 John Deere Owner Trust 2004-A A1 1.140 5/13/2005 158,704 158,569 MBNA Credit Card Master Note Trust 2001-C3 C3 6.550 12/15/2008 225,000 234,773 Morgan Stanley Auto Loan Trust 2004-HB1 A1 1.330 5/15/2006 15,451 15,438 Option One Mortgage Loan Trust 2004-3 A2 (a) 2.568 11/25/2034 317,768 317,774 Residential Asset Mortgage Products, Inc. 2003-RS11 AI2 3.047 3/25/2025 155,000 154,478 Residential Asset Mortgage Products, Inc. 2004-RS12 AII1 (a) 2.547 5/25/2027 385,000 385,000 Residential Asset Mortgage Products, Inc., 2004-RS8 AI2 3.810 1/25/2026 315,000 315,053 Residential Asset Securities Corp. 2004-KS10 AI1 (a) 2.588 3/25/2025 165,749 165,767 Residential Asset Securties Corp. 2003-KS11 AI1 (a) 2.588 9/25/2021 97,832 97,847 Specialty Underwriting & Residential Finance (a) 2.570 10/25/2035 320,000 320,000 USA Auto Owner Trust 2004-1 A3 2.060 4/15/2008 300,000 296,036 USA Auto Owner Trust 2004-3 A1 2.337 11/15/2005 221,969 221,890 WFS Financial Owner Trust 2004-3 B 3.510 2/17/2012 160,000 159,383 WFS Financial Owner Trust 2004-1 D 3.170 8/22/2011 251,698 249,480 WFS Financial Owner Trust 2004-4 C 3.210 5/17/2012 235,000 233,938 Whole Auto Loan Trust 2003-1 C 3.130 3/15/2010 180,833 179,919 Whole Auto Loan Trust 2004-1 A1 2.150 10/15/2005 407,543 407,163 ___________ Total Asset Backed (Cost $11,205,369) 11,161,438 ___________ COLLATERALIZED MORTGAGE OBLIGATIONS--8.9% GNMA 3.402 3/16/2020 247,487 244,187 GNMA 3.084 1/16/2022 274,196 267,607 GNMA 1.698 11/16/2006 228,696 228,214 GNMA 3.648 9/16/2017 319,383 318,004 GNMA 2.946 3/16/2019 300,000 291,484 GNMA 3.360 8/16/2022 306,221 301,101 The accompanying notes are an integral part of the financial statements. 6 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE NOTE (1A) - ------------------------------------------------------------------------------------------------------------------------------------ COLLATERALIZED MORTGAGE OBLIGATIONS (CONTINUED) GNMA 4.145% 2/16/2018 $ 269,175 $ 270,932 GNMA 3.022 1/16/2019 147,067 144,278 GNMA 2.822 12/16/2019 293,548 286,131 GNMA 3.110 1/16/2019 283,476 277,316 GNMA 3.377 1/16/2023 275,000 270,443 GNMA 2003-48 AC 2.712 2/16/2020 271,254 265,150 GNMA 2003-72 A 3.206 4/16/2018 134,822 133,259 GNMA 2003-88 AC 2.914 6/16/2018 138,480 135,584 GNMA 2003-96 B 3.607 8/16/2018 310,000 307,789 Housing Securties, Inc. 1994-2 A1 6.500 7/25/2009 25,403 25,359 Structured Asset Mortgage Investments, Inc. 1998-2 B 6.750 4/30/2030 5,407 5,390 Washington Mutual 2003-AR10 A5 4.078 10/25/2033 325,000 323,140 Washington Mutual 2004-AR7 A6 (a) 3.950 7/25/2034 300,000 296,448 Washington Mutual 2004-AR9 A7 (a) 4.232 8/25/2034 210,000 210,165 ___________ Total Collateralized Mortgage Obligations (Cost $4,625,227) 4,601,981 ___________ CORPORATE--28.6% BANKING--6.4% Amsouth Bank NA 4.850 4/1/2013 125,000 124,865 Bank of America Corp. 7.400 1/15/2011 205,000 237,467 Branch Banking & Trust Co. Wilson North Carolina 5.200 12/23/2015 315,000 321,093 CBA Capital Trust I 144A 5.805 6/30/2015 125,000 130,129 City National Corp. 5.125 2/15/2013 150,000 151,502 JP Morgan Chase & Co. 5.125 9/15/2014 290,000 291,902 National City Corp. 6.875 5/15/2019 250,000 285,694 Rabobank Cap Fd Trust III 144A 5.254 10/15/2049 170,000 169,076 Regions Financial Corp. 6.375 5/15/2012 90,000 99,221 Southtrust Corp. 5.800 6/15/2014 80,000 84,717 Suntrust Bank 5.450 12/1/2017 100,000 102,583 US Bank National Association 6.375 8/1/2011 145,000 161,030 Wachovia Corp. 4.875 2/15/2014 310,000 308,970 Washingtion Mutual, Inc. 4.625 4/1/2014 415,000 396,762 Wells Fargo & Co. 6.375 8/1/2011 135,000 149,465 Zions Bancorporation 2.700 5/1/2006 145,000 143,761 Zions Bancorporation 6.000 9/15/2015 160,000 170,561 ___________ 3,328,798 ___________ BASIC MATERIALS--1.0% Cabot Corp. 144A 5.250 9/1/2013 165,000 165,177 ICI Wilmington, Inc. 4.375 12/1/2008 40,000 40,226 International Paper Co. 5.300 4/1/2015 185,000 187,171 Meadwestvaco Corp. 6.800 11/15/2032 95,000 103,848 ___________ 496,422 ___________ COMMUNICATIONS--2.6% AT&T Wireless Services, Inc. 8.750 3/1/2031 55,000 74,157 Clear Channel Communication 4.250 5/15/2009 120,000 118,786 Comcast Corp.(*) 5.500 3/15/2011 155,000 163,828 News America Inc. 144A(*) 5.300 12/15/2014 180,000 182,124 SBC Communications 5.625 6/15/2016 105,000 108,470 Sprint Capital Corp. 8.750 3/15/2032 210,000 279,785 Time Warner, Inc. 6.750 4/15/2011 125,000 140,607 Verizon Global Funding Corp. 6.875 6/15/2012 145,000 165,522 Verizon Global Funding Corp.(*) 7.750 6/15/2032 70,000 87,338 ___________ 1,320,617 ___________ The accompanying notes are an integral part of the financial statements. 7 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE NOTE (1A) - ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER CYCLICAL--0.4% DaimlerChrysler NA Holding Corp. 4.750% 1/15/2008 $ 85,000 $ 86,815 Heinz (H.J.) Co. (a) 6.189 12/1/2005 130,000 133,191 ___________ 220,006 ___________ CONSUMER NONCYCLICAL--1.8% Aramark Services, Inc. 7.000 7/15/2006 95,000 99,490 Aramark Services, Inc. 6.375 2/15/2008 70,000 74,890 Kroger Co. 8.050 2/1/2010 165,000 193,143 Laboratory Corp. of America Holdings 5.500 2/1/2013 85,000 88,133 RR Donnelley & Sons Co. 4.950 4/1/2014 225,000 225,811 Safeway, Inc. 4.125 11/1/2008 110,000 109,354 Safeway, Inc.(*) 5.800 8/15/2012 40,000 42,226 Wyeth 5.500 2/1/2014 70,000 72,421 ___________ 905,468 ___________ ENERGY--1.4% Amoco Co. 6.500 8/1/2007 225,000 241,194 Chevron Phillips 7.000 3/15/2011 170,000 191,574 Enbridge Energy Partners 6.300 12/15/2034 65,000 67,287 Halliburton Co. 5.500 10/15/2010 90,000 94,795 XTO Energy, Inc. 7.500 4/15/2012 130,000 152,127 ___________ 746,977 ___________ FINANCIAL--9.6% Archstone-Smith 5.625 8/15/2014 70,000 72,724 Archstone-Smith Operating Trust 5.000 8/15/2007 75,000 77,089 Bear Stearns Cos., Inc.(*) 4.500 10/28/2010 95,000 95,814 Boeing Capital Corp. 4.750 8/25/2008 100,000 103,425 Boeing Capital Corp. 7.375 9/27/2010 125,000 144,115 Boston Properties Inc. 6.250 1/15/2013 170,000 184,440 Caterpillar Financial Service Corp. 3.100 5/15/2007 155,000 153,693 Countrywide Home Loan Inc. 4.000 3/22/2011 275,000 267,372 Duke Realty LP 3.500 11/1/2007 150,000 149,555 Duke Realty LP 7.750 11/15/2009 150,000 171,699 EOP Operating LP 7.000 7/15/2011 145,000 163,523 Erac USA Finance Co. 144A 7.950 12/15/2009 130,000 150,954 ERP Operating LP 4.750 6/15/2009 60,000 61,265 ERP Operating LP 6.625 3/15/2012 40,000 44,617 Ford Motor Credit Co. 6.500 1/25/2007 55,000 57,192 Ford Motor Credit Co.(*) 5.625 10/1/2008 190,000 194,212 Ford Motor Credit Co. 7.875 6/15/2010 40,000 44,070 Ford Motor Credit Co. 7.250 10/25/2011 85,000 91,156 General Electric Capital Corp. 6.750 3/15/2032 60,000 70,227 General Motors Acceptance Corp.(*) 6.875 8/28/2012 175,000 178,672 Glencore Funding LLC 144A 6.000 4/15/2014 170,000 164,471 Goldman Sachs Group, Inc. 6.875 1/15/2011 280,000 315,890 Healthcare Realty Trust, Inc. 8.125 5/1/2011 135,000 157,265 Household Finance Corp. 6.375 10/15/2011 225,000 248,489 Jefferies Group, Inc. 7.500 8/15/2007 195,000 213,387 Jefferies Group, Inc. 5.500 3/15/2016 25,000 24,853 MassMutual Global Funding II 144A 3.800 4/15/2009 100,000 99,100 Merrill Lynch & Co. 4.125 9/10/2009 120,000 119,918 Morgan Stanley 4.750 4/1/2014 265,000 258,218 Nationwide Mutual Insurance Co. 144A 8.250 12/1/2031 115,000 142,126 Nationwide Mutual Insurance Co. 144A 6.600 4/15/2034 60,000 60,069 The accompanying notes are an integral part of the financial statements. 8 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE NOTE (1A) - ------------------------------------------------------------------------------------------------------------------------------------ FINANCIAL (CONTINUED) Principal Life Income Funding Trusts (a) 2.080% 10/14/2005 $ 210,000 $ 209,975 Prudential Financial, Inc. 5.100 9/20/2014 190,000 190,910 Prudential Financial, Inc. 4.104 11/15/2006 85,000 85,931 Simon Property Group LP 144A 4.875 8/15/2010 115,000 117,217 SLM Corp. 5.000 4/15/2015 65,000 64,833 ___________ 4,948,466 ___________ INDUSTRIAL--1.0% ICI Wilmington 5.625 12/1/2013 165,000 170,889 Raytheon Co. 5.500 11/15/2012 35,000 36,953 Republic Services, Inc. 6.750 8/15/2011 60,000 67,396 Sealed Air Corp. 144A 5.625 7/15/2013 80,000 82,761 Waste Management, Inc. 6.875 5/15/2009 70,000 77,558 Waste Management, Inc. 7.375 8/1/2010 25,000 28,656 Waste Management, Inc. 7.000 7/15/2028 50,000 56,395 ___________ 520,608 ___________ SERVICES--0.4% CVS Corp. 4.000 9/15/2009 50,000 49,765 May Dept Stores 6.650 7/15/2024 155,000 163,095 ___________ 212,860 ___________ TRANSPORTATION--0.6% Fedex Corp. 2.650 4/1/2007 115,000 112,634 Norfolk Southern Corp.(*) 6.750 2/15/2011 55,000 61,984 Union Pacific Corp. 3.875 2/15/2009 150,000 148,920 ___________ 323,538 ___________ UTILITIES--3.4% CenterPoint Energy Houston Electric LLC 5.750 1/15/2014 275,000 291,534 Appalachain Power Co.(*) 5.950 5/15/2033 85,000 85,880 Arizona Public Service 6.500 3/1/2012 105,000 116,721 Dominion Resources, Inc. 5.250 8/1/2033 180,000 180,325 KeySpan Corp.(*) 4.650 4/1/2013 95,000 95,077 Niagara Mohawk Power Corp. 7.750 10/1/2008 60,000 67,499 Nisource Finance Corp. 7.875 11/15/2010 110,000 129,314 Pacific Gas & Electric Co. 3.600 3/1/2009 65,000 63,921 Pepco Holdings, Inc. 5.500 8/15/2007 125,000 129,990 Public Service Co. of Colorado 4.375 10/1/2008 125,000 126,749 Southern California Edison Co. (a) 2.353 1/13/2006 200,000 200,691 Southern California Edison Co. 8.000 2/15/2007 120,000 130,678 Wisconsin Electric Power 5.625 5/15/2033 130,000 132,235 ___________ 1,750,614 ___________ Total Corporate (Cost $14,520,341) 14,774,374 ___________ MUNICIPAL BONDS--0.5% Sacramento County California Pension Funding (b) (Cost $233,702) 0.000 7/10/2030 250,000 236,750 ___________ SOVEREIGN BONDS--1.6% Province of Quebec(*) 5.000 7/17/2009 115,000 120,126 Republic of South Africa 6.500 6/2/2014 215,000 234,307 United Mexican States 6.375 1/16/2013 175,000 185,938 United Mexican States 6.750 9/27/2034 300,000 296,700 ___________ Total Sovereign Bonds (Cost $804,280) 837,071 ___________ The accompanying notes are an integral part of the financial statements. 9 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE NOTE (1A) - ----------------------------------------------------------------------------------------------------------- YANKEE BONDS--4.5% Amvescap PLC 5.375% 2/27/2013 $ 155,000 $ 156,383 British Sky Broadcasting PLC 6.875 2/23/2009 125,000 137,126 Deutsche Telekom International Finance BV 8.500 6/15/2010 135,000 160,835 Deutsche Telekom International Finance BV 8.750 6/15/2030 180,000 237,682 Domtar, Inc.(*) 5.375 12/1/2013 85,000 84,155 Exxon Capital Corp. 6.125 9/8/2008 140,000 150,784 France Telecom 8.500 3/1/2011 125,000 149,113 HBOS PLC 144A 5.375 11/1/2013 250,000 256,327 National Westminster Bank PLC 7.750 10/16/2007 345,000 377,506 Northern Rock PLC 144A 5.600 4/30/2014 90,000 92,924 Pearson Dollar Finance PLC 144A 4.700 6/1/2009 90,000 91,728 Petro-Canada 5.000 11/15/2014 130,000 129,522 Potash Corp. of Saskatchewan 4.875 3/1/2013 165,000 165,850 St. George Bank Ltd. 144A 5.300 10/15/2015 140,000 142,545 ___________ Total Yankee Bonds (Cost $2,273,118) 2,332,480 ___________ PASS THRU SECURITIES--47.0% AGENCY PASS THRU--36.8% FHLMC Gold 4.500 10/1/2009 271,152 274,504 FNMA 4.000 5/1/2010 325,211 323,520 FNMA 5.500 11/1/2024 518,787 530,566 FNMA 5.500 12/1/2024 124,355 127,178 FNMA 5.500 1/1/2025 375,000 383,515 Fannie Mae Grantor Trust 2001-T6 B 6.088 5/25/2011 340,000 372,933 FNMA Grantor Trust 2002-T11 A 4.769 4/25/2012 162,731 167,459 GNMA 8.000 8/15/2025 16,730 18,231 GNMA 8.000 11/15/2025 26,415 28,784 GNMA 8.000 5/15/2026 6,530 7,105 GNMA 8.000 11/15/2026 31,593 34,376 GNMA 6.500 7/15/2032 22,321 23,517 FNMA 3.530 7/1/2010 170,735 165,040 FNMA 5.000 10/1/2011 436,955 444,679 FNMA 4.060 6/1/2013 125,000 118,530 FNMA 6.500 12/1/2015 73,988 78,529 FNMA 6.000 4/1/2017 524,038 549,440 FNMA 6.000 6/1/2017 146,921 154,051 FNMA 6.000 7/1/2017 53,985 56,602 FNMA 5.000 7/1/2018 137,613 139,947 FNMA 7.500 2/1/2029 20,047 21,612 FNMA 7.500 9/1/2029 1,729 1,853 FNMA 7.000 11/1/2031 5,670 6,019 FNMA 7.000 5/1/2032 157,205 166,649 FNMA 7.000 6/1/2032 274,376 290,859 FNMA 5.500 2/1/2033 745,912 758,396 FNMA 5.500 10/1/2033 727,626 739,327 FNMA 5.500 10/1/2033 508,215 516,388 FNMA 5.500 1/1/2034 154,779 157,268 FNMA 5.500 1/1/2034 241,730 245,617 FNMA (TBA)(#) 5.000 1/1/2020 1,450,000 1,472,656 FNMA (TBA)(#) 6.000 1/1/2035 3,665,000 3,788,694 FNMA(TBA)(#) 5.500 1/1/2020 2,675,000 2,763,609 The accompanying notes are an integral part of the financial statements. 10 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE NOTE (1A) - ----------------------------------------------------------------------------------------------------------------------- AGENCY PASS THRU (CONTINUED) FNMA(TBA)(#) 6.000% 1/1/2020 $ 1,675,000 $ 1,754,563 FNMA(TBA)(#) 5.500 1/1/2035 1,925,000 1,953,875 Freddie Mac Gold 6.000 5/1/2017 344,742 361,105 ___________ 18,996,996 ___________ NON-AGENCY PASS THRU--10.2% Bear Stearns Commercial Mortgage Securities 2003-T12 A3 4.240 8/13/2039 190,000 188,849 Calwest Industrial Trust 2002-CALW A 6.127 2/15/2017 135,000 146,858 Capco America Securitization Corp. 1998-D7 A1B 6.260 10/15/2030 130,000 140,068 Chase Commercial Mortgage Securities Corp. 1997-1 D 7.370 6/19/2029 175,000 188,597 Chase Commercial Mortgage Securities Corp. 1997-1 E 7.370 6/19/2029 300,000 323,163 Chase Commercial Mortgage Securities Corp. 1997-2 C 6.600 12/19/2029 75,000 80,555 DLJ Commercial Mortgage Corp. 6.240 11/12/2031 180,000 193,785 DLJ Commercial Mortgage Corp. 1998-CF2 B1 7.050 11/12/2031 215,000 234,459 DLJ Commercial Mortgage Corp. 1999-CG1 A1A 6.080 3/10/2032 291,967 302,704 JP Morgan Commercial Mortgage Finance Corp. 1997-C5 A3 7.088 9/15/2029 114,985 122,282 LB Commercial Conduit Mortgage Trust 1999-C1 B 6.930 6/15/2031 120,000 133,200 Lehman Brothers 2004-LLFA A1 144A (a) 2.533 10/15/2017 599,443 600,168 Mach One Trust 2004-1A A1 144A 3.890 5/28/2040 181,331 180,670 Morgan Stanley Capital 1998-HF1 E 7.560 3/15/2030 330,000 362,278 Morgan Stanley Capital I 1998-HF1 C 6.750 3/15/2030 180,000 194,731 Morgan Stanley Capital I 1999-CAM1 A4 7.020 3/15/2032 165,000 183,897 Morgan Stanley Capital I 1999-RM1 A2 6.710 12/15/2031 145,000 157,860 Morgan Stanley Dean Witter Capital I 2001-PPM A2 6.400 2/15/2031 217,554 231,904 Morgan Stanley Dean Witter Capital I 2001-PPM A3 6.540 2/15/2031 150,000 161,718 Mortgage Capital Funding, Inc. 1996-MC1 C 7.800 6/15/2028 410,000 429,056 Mortgage Capital Funding, Inc. 1997-MC2 C 6.881 11/20/2027 310,000 332,546 Mortgage Capital Funding, Inc. 1997-MC2 D 7.117 11/20/2027 350,000 375,851 ___________ 5,265,199 ___________ Total Pass Thru Securities (Cost $24,189,342) 24,262,195 ___________ US TREASURY OBLIGATIONS--6.1% U.S. Treasury Inflation Index Bonds (TIPS) 3.000 7/15/2012 1,438,414 1,605,123 U.S. Treasury Note (!) 6.750 5/15/2005 100,000 101,547 U.S. Treasury Bond(*) 6.250 5/15/2030 1,202,000 1,437,094 ___________ Total US Treasury Obligations (Cost $3,109,325) 3,143,764 ___________ TOTAL BONDS AND NOTES (Cost $60,960,704) 61,350,053 ___________ CONVERTIBLE PREFERRED STOCKS--0.1% SHARES _______ Fannie Mae 7.00% CVT Pfd (Cost $45,000) 900 51,019 ___________ PURCHASED OPTIONS--0.0% CONTRACT SIZE _____________ U.S. Treasury Note 4.25% Put, Strike Price 98.007, 3/2/05 5,350 2,359 U.S. Treasury Note 3.00% Call, Strike Price 101.109, 2/18/05 24,750 193 U.S. Treasury Note 4.25% Call, Strike Price 99.875, 3/2/05 5,250 5,807 ___________ TOTAL PURCHASED OPTIONS (Cost $25,718) 8,359 ___________ The accompanying notes are an integral part of the financial statements. Page 11 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE NOTE (1A) - ---------------------------------------------------------------------------------------------------------- SHORT TERM INVESTMENTS--9.3% U.S. GOVERNMENT AGENCY--3.9% FNMA Discount Note((+)(+)) 2.170% 1/13/2005 $ 760,000 $ 759,433 FNMA Discount Note((+)(+)) 2.096 1/19/2005 1,230,000 1,228,803 ___________ 1,988,236 ___________ INVESTMENT OF CASH COLLATERAL--5.4% SHARES _______ BlackRock Cash Strategies L.L.C.(**) 2,801,798 2,801,798 ___________ TOTAL SHORT TERM INVESTMENTS--(Cost $4,789,902) 4,790,034 ___________ TOTAL INVESTMENTS--128.3% (Cost$65,821,324) 66,199,465 ___________ LIABILITIES IN EXCESS OF OTHER ASSETS--(28.3%) (14,598,566) ___________ NET ASSETS--100.0% $ 51,600,899 ___________ ___________ NOTES TO SCHEDULE OF INVESTMENTS: \ 144A-Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified buyers. FHLMC-Federal Home Loan Mortgage Company FNMA-Federal National Mortgage Association GNMA-Government National Mortgage Association TBA-To Be Announced (a) Variable Rate Security, rate indicated is as of 12/31/04. (b) Zero coupon security. (+)(+) Rate noted is yield to maturity * Security, or a portion thereof, was on loan at December 31, 2004. ** Money market fund exempt from registration under the Investment Company Act of 1940 offered only to eligible investors. # Delayed Delivery contract. ! Denotes all or part of security pledged as collateral. The Fund held the following open swap contracts at December 31, 2004: NOTIONAL AMOUNT EXPIRATION DATE DESCRIPTION VALUE - ----------------------------------------------------------------------------------------------------------- 125,000 USD 12/17/08 Agreement with Lehman Brothers, dated 12/15/04 $ (659) to receive the notional amount multiplied by 3.68375% and to pay the notional amount multiplied by the 1 month LIBOR. 125,000 USD 12/20/08 Agreement with Bear Stearns, dated 12/15/04 446 to receive 1.96% per year times the notional amount. The Fund makes payment only upon a credit event by General Motors Acceptance Corp., an amount equal to the notional amount times the difference between the par value and the then-market of General Motors Acceptance Corp., 6.875% due 8/28/12. _______ Total swap contracts $ (213) _______ _______ The accompanying notes are an integral part of the financial statements. 12 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- The Fund held the following futures contracts at December 31, 2004: UNDERLYING FACE UNREALIZED CONTRACT POSITION EXPIRATION DATE AMOUNT AT VALUE GAIN/LOSS - ------------------------------------------------------------------------------------------------------------------------------ U.S. 10 Year Note (7 Contracts) Short 3/21/2005 $ 775,414 $ (8,183) U.S. 5 Year Note (16 Contracts) Short 3/21/2005 1,739,875 (12,846) U.S. Long Bond-CBT (14 Contracts) Long 3/21/2005 1,547,328 27,742 ________ $ 6,713 ________ ________ The Fund held the following written option contracts at December 31, 2004: WRITTEN CALL OPTION TRANSACTIONS NUMBER OF CONTRACTS PREMIUMS - ------------------------------------------------------------------------------------------------------------------------------------ Outstanding, beginning of year 5 $ 26,225 Options written 10 67,250 Options expired (6) (39,580) Options closed (8) (50,286) ______ _________ Outstanding, end of year 1 $ 3,609 ______ _________ ______ _________ SECURITY CONTRACT VALUE - ------------------------------------------------------------------------------------------------------------------------------------ UST 4.25% Call, Strike Price 101.406, 3/2/05 (premiums received $3,609) 1 $5,492 ______ _________ ______ _________ WRITTEN PUT OPTION TRANSACTIONS NUMBER OF CONTRACTS PREMIUMS - ------------------------------------------------------------------------------------------------------------------------------------ Outstanding, beginning of year 5 $ 39,804 Options written 11 114,428 Options expired (12) (123,784) Options closed (3) (22,841) ______ _________ Outstanding, end of year 1 $ 7,607 ______ _________ ______ _________ SECURITY CONTRACT VALUE - ------------------------------------------------------------------------------------------------------------------------------------ UST 4.25% Put, Strike Price 96.195, 3/2/05 (premiums received $7,607) 1 $ 1,370 ______ _________ ______ _________ The accompanying notes are an integral part of the financial statements. 13 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 - -------------------------------------------------------------------------------- ASSETS Investments in securities (including securities on loan, valued at $2,750,554(Note 7)) at value (Note 1A)(cost $65,821,324) $66,199,465 Cash 5,847 Receivable for securities sold 51,969 Interest receivable 392,688 Variation margin receivable 6,391 Prepaid expenses 3,948 ___________ Total assets 66,660,308 LIABILITIES Payable for investments purchased $11,725,742 Collateral for securities on loan (Note 7) 2,801,798 Distributions payable 458,772 Bank loan payable (Note 9) 12,524 Options written, at value (premium received $11,216) (Note 6) 6,862 Open swap contracts, at value (Note 6) 213 Accrued professional fees 26,695 Accrued accounting, custody, administration and transfer agent fees (Note 2) 18,194 Accrued trustees' fees and expenses (Note 2) 3,334 Accrued expenses and other liabilities 5,275 ___________ Total liabilities 15,059,409 ___________ NET ASSETS $51,600,899 ___________ ___________ NET ASSETS CONSIST OF: Paid-in capital $51,128,540 Accumulated net realized gain 56,942 Net investment income 26,421 Net unrealized appreciation 388,996 ___________ TOTAL NET ASSETS $51,600,899 ___________ ___________ SHARES OF BENEFICIAL INTEREST OUTSTANDING 2,578,366 ___________ ___________ NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE (Net Assets/Shares outstanding) $ 20.01 ___________ ___________ The accompanying notes are an integral part of the financial statements. 14 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 - -------------------------------------------------------------------------------- INVESTMENT INCOME (NOTE 1B) Interest income (including securities lending income of $5,738 (Note 7)) $2,417,426 Interest income from affiliated investment (Note 1F) 13,665 ___________ Total investment income 2,431,091 EXPENSES Investment advisory fee (Note 2) $ 244,758 Accounting, custody, administration and transfer agent fees (Note 2) 108,069 Professional fees 45,923 Registration fees 22,100 Trustees' fees and expenses (Note 2) 13,468 Insurance expense 10,450 Miscellaneous 10,513 __________ Total Expenses 455,281 Deduct: Waiver of investment advisory fee (Note 2) (210,523) __________ Net expenses 244,758 ___________ Net investment income 2,186,333 ___________ REALIZED AND UNREALIZED GAIN (LOSS) Net realized gain on: Investment security transactions 1,051,847 Financial futures contracts 10,369 Written options transactions 117,791 Swap transactions 96,341 __________ Net realized gain 1,276,348 Change in unrealized appreciation (depreciation) on: Investment securities (686,741) Financial futures contracts 8,300 Written Options (20,253) Swaps (10,360) __________ Change in unrealized appreciation (depreciation) (709,054) ___________ Net realized gains and unrealized (loss) on investments 567,294 ___________ NET INCREASE IN NET ASSETS FROM OPERATIONS $2,753,627 ___________ ___________ The accompanying notes are an integral part of the financial statements. 15 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 __________________ _________________ INCREASE (DECREASE) IN NET ASSETS: FROM INVESTMENT OPERATIONS Net investment income $ 2,186,333 $ 2,430,959 Net realized gains 1,276,348 1,612,628 Change in net unrealized appreciation (depreciation) (709,054) (996,641) _____________ _____________ Net increase in net assets from investment operations 2,753,627 3,046,946 _____________ _____________ DISTRIBUTIONS TO SHAREHOLDERS (NOTE 1C) From net investment income (2,343,659) (2,606,499) From net realized gains on investments (1,026,990) (1,540,028) _____________ _____________ Total distributions to shareholders (3,370,649) (4,146,527) _____________ _____________ FUND SHARE TRANSACTIONS (NOTE 4) Net proceeds from sale of shares 2,823,448 4,213,048 Value of shares issued to shareholders in reinvestment of distributions 1,632,872 2,270,143 Cost of shares redeemed (14,862,788) (26,860,158) _____________ _____________ Net decrease in net assets from Fund share transactions (10,406,468) (20,376,967) _____________ _____________ TOTAL INCREASE (DECREASE) IN NET ASSETS (11,023,490) (21,476,548) NET ASSETS At beginning of year 62,624,389 84,100,937 _____________ _____________ At end of year (including net investment income of $26,421 and distribution in excess of net investment income of $11,275) $ 51,600,899 $ 62,624,389 _____________ _____________ _____________ _____________ The accompanying notes are an integral part of the financial statements. 16 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- FOR THE PERIOD JUNE 1, 2000 (COMMENCEMENT YEAR ENDED DECEMBER 31, OF OPERATIONS) TO ______________________________________________ 2004 2003 2002 2001(A) DECEMBER 31, 2000 _______ _______ _______ _______ ___________________ NET ASSET VALUE, BEGINNING OF THE YEAR $ 20.31 $ 20.80 $ 20.41 $ 20.65 $ 20.00 _______ _______ _______ _______ _______ FROM INVESTMENT OPERATIONS: Net investment income(1) 0.74 0.69 0.89 1.27 0.86 Net realized and unrealized gain (loss) on investments 0.17 0.09 0.79 0.59 0.89 _______ _______ _______ _______ _______ Total from investment operations 0.91 0.78 1.68 1.86 1.75 _______ _______ _______ _______ _______ LESS DISTRIBUTIONS TO SHAREHOLDERS: From net investment income (0.80) (0.78) (0.91) (1.30) (0.88) From net realized gain on investments (0.41) (0.49) (0.38) (0.80) (0.22) _______ _______ _______ _______ _______ Total distributions to shareholders (1.21) (1.27) (1.29) (2.10) (1.10) _______ _______ _______ _______ _______ NET ASSET VALUE, END OF YEAR $ 20.01 $ 20.31 $ 20.80 $ 20.41 $ 20.65 _______ _______ _______ _______ _______ _______ _______ _______ _______ _______ TOTAL RETURN ((+)) 4.53% 3.81% 8.44% 9.21% 8.87%((+)(+)(+)) RATIOS/SUPPLEMENTAL DATA: Expenses (to average daily net assets) 0.40% 0.40% 0.40% 0.21% 0.00%((+)(+)) Net Investment Income (to average daily net assets) 3.59% 3.30% 4.30% 6.00% 7.21%((+)(+)) Portfolio Turnover 127% 457% 391% 357% 136%((+)(+)(+)) Net Assets, End of Year (000's omitted) $51,601 $62,624 $84,101 $63,564 $57,447 - ------- * For the periods indicated, the investment adviser voluntarily agreed not to impose all or a portion of its investment advisory fee and/ or reimbursed the Fund for a portion of its operating expenses. If this voluntary action had not been taken, the investment income per share and the ratios would have been: Net investment income (1) $ 0.67 $ 0.63 $ 0.83 $ 1.17 $ 0.78 Ratios (to average daily net assets): Expenses 0.75% 0.70% 0.69% 0.68% 0.72%((+)(+)) Net investment income 3.24% 3.00% 4.01% 5.53% 6.48%((+)(+)) (1) Calculated based on average shares outstanding. (a) The Fund has adopted the provisions of the revised AICPA Audit and Accounting Guide for Investment Companies effective January 1, 2001 and began amortizing premium and discount on all debt securities on an effective yield basis. The effect of this change for the year ended December 31, 2001 was to decrease net investment income per share by $0.004, increase net realized and unrealized gains and losses per share by $0.004 and decrease the ratio of net investment income to average net assets from 6.02% to 6.00%. Per share data and ratios/supplemental data for the periods prior to January 1, 2001 have not been restated to reflect this change in presentation. (+) Total return would have been lower in the absence of expense waivers (+)(+) Computed on an annualized basis. (+)(+)(+) Not annualized. The accompanying notes are an integral part of the financial statements. 17 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) SIGNIFICANT ACCOUNTING POLICIES: Mellon Institutional Funds Investment Trust (the "Trust") is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end, management investment company. Standish Mellon Investment Grade Bond Fund (the "Fund") is a separate diversified investment series of the Trust. The objective of the Fund is to maximize total return, consistent with preserving principal and liquidity, primarily through the generation of current income and, to a lesser extent, capital appreciation. The Fund seeks to achieve its objective by investing, under normal circumstances, at least 80% of net assets in investment grade fixed income securities including, but not limited to, government, agency, corporate and mortgage and asset-backed issues. The following is a summary of significant accounting policies followed by the Fund in the preparation of its 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 in the financial statements. Actual results could differ from those estimates. A. INVESTMENT SECURITY VALUATIONS Securities for which quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price in the principal market in which such securities are primarily traded. Market quotations are not considered to be readily available for certain debt obligations; such investments are stated at value on the basis of valuations furnished by a pricing service or dealers, approved by the Trustees, which determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and variable relationships between securities that are generally recognized by institutional traders. Securities (including illiquid securities) for which quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Trustees. Short-term instruments with less than sixty-one days remaining to maturity are valued at amortized cost, which approximates market value. If the Fund acquires a short-term instrument with more than sixty days remaining to its maturity, it is valued at current market value until the sixtieth day prior to maturity and will then be valued at amortized value based upon the value on such date unless the Trustees determine during such sixty-day period that amortized value does not represent fair value. B. SECURITIES TRANSACTIONS AND INCOME Securities transactions are recorded as of the trade date. Interest income is determined on the basis of coupon interest accrued, adjusted for accretion of discount or amortization of premium using the yield-to-maturity method on long-term debt securities and short-term securities with greater than sixty days to maturity. Dividend income is recorded on the ex-dividend date. Realized gains and losses from securities sold are recorded on the identified cost basis C. DISTRIBUTIONS TO SHAREHOLDERS Distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income and distributions from capital gains, if any, are reinvested in additional shares of the Fund unless the shareholder elects to receive them in cash. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from generally accepted accounting principles. These differences, which may result in distribution reclassifications, are primarily due to differing treatments for losses deferred due to wash sales, amortization and/or accretion of premiums and discounts on certain securities and the timing of recognition of gains and losses on futures contracts. Permanent book and tax basis differences will result in reclassifications among undistributed net investment income, accumulated net realized gain (loss) and paid in capital. Undistributed net investment income and accumulated net realized gain (loss) on investments may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year. D. EXPENSES The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. 18 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- E. COMMITMENTS AND CONTINGENCIES In the normal course of business, the Fund may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Fund under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risks of loss to be remote. F. AFFILIATED ISSUERS Affiliated issuers represent investments of the Fund in other investment companies advised by Standish Mellon Asset Management Company LLC ("Standish Mellon"), a wholly-owned subsidiary Mellon Financial Corporation, or its affiliates. (2) INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES: The investment advisory fee paid to Standish Mellon for overall investment advisory, administrative services, and general office facilities, is paid monthly at the annual rate of 0.40% of the Fund's average daily net assets. Standish Mellon voluntarily agreed to limit total Fund operating expenses (excluding brokerage commissions, taxes and extraordinary expenses) to 0.40% of the Fund's average daily net assets for the year ended December 31, 2004. Pursuant to this agreement, for the year ended December 31, 2004, Standish Mellon collectively and voluntarily waived a portion of its investment advisory fee in the amount of $210,523. This agreement is voluntary and temporary and may be discontinued or revised by Standish Mellon at any time. Effective February 23, 2004, the Fund entered into an agreement with Dreyfus Transfer, Inc., a wholly owned subsidiary of The Dreyfus Corporation, a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide personnel and facilities to perform transfer agency and certain shareholder services for the Fund. For these services the Fund pays Dreyfus Transfer, Inc. a fixed fee plus per account and transaction based fees, as well as, out-of-pocket expenses. Pursuant to this agreement the Fund paid $4,269 during the period ended December 31, 2004. The Fund has contracted Mellon Bank, N.A. ("Mellon Bank"), a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide custody, fund administration and fund accounting services for the Fund. For these services the Fund pays Mellon Bank a fixed fee plus asset and transaction based fees, as well as, out-of-pocket expenses. Pursuant to this agreement the Fund paid $80,875 during the year ended December 31, 2004. The Fund entered into an agreement with Mellon Bank to perform certain securities lending activities and to act as the Fund's lending agent. Pursuant to this agreement Mellon Bank receives an agreed upon percentage of the net lending revenues. This compensation is a standard form of compensation received by securities lending agents with respect to non-affiliated entities. See Note 7 for further details. No director, officer or employee of Standish Mellon or its affiliates receives any compensation from the Trust or the Fund for serving as an officer or Trustee of the Trust. The Trust pays each Trustee who is not a director, officer or employee of Standish Mellon or its affiliates an annual fee and a per meeting fee as well as reimbursement for travel and out of pocket expenses. In addition, the Trust pays the legal fees for the independent counsel of the Trustees. (3) PURCHASES AND SALES OF INVESTMENTS: Purchases and proceeds from sales of investments, excluding short-term securities, for the year ended December 31, 2004 were as follows: PURCHASES SALES ___________ ___________ U.S. Government Securities $50,928,168 $55,782,399 ___________ ___________ ___________ ___________ Investments (non-U.S. Government Securities) $32,881,028 $31,783,662 ___________ ___________ ___________ ___________ 19 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (4) SHARES OF BENEFICIAL INTEREST: The Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest having a par value of one cent per share. Transactions in Fund shares were as follows: FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 __________________ __________________ Shares sold 137,236 201,404 Shares issued to shareholders in reinvestment of distributions 81,343 110,742 Shares redeemed (723,366) (1,271,678) _________ ___________ Net increase (decrease) (504,787) (959,532) _________ ___________ _________ ___________ At December 31, 2004, three shareholders of record held approximately 90% of the total outstanding shares of the Fund. Investment activity of these shareholders could have a material impact on the Fund. A significant portion of the Fund's shares represent investments by fiduciary accounts over which Standish Mellon and its affiliates have either sole or joint investment discretion. (5) FEDERAL TAXES: As a regulated investment company qualified under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes all of its taxable income for its fiscal year. The tax basis components of distributable earnings and the federal tax cost as of December 31, 2004, was as follows: Unrealized appreciation $ 619,116 Unrealized depreciation (243,816) ____________ Net unrealized appreciation/depreciation 375,300 Undistributed ordinary income 79,661 Undistributed long term capital gain 13,260 Cost for federal income tax purposes $65,824,165 Tax character of distributions paid during the fiscal years ended December 31, 2004 and December 31, 2003, were as follows: 2004 2003 Distributions paid from: AMOUNT AMOUNT __________ __________ Ordinary income $2,934,513 $3,867,494 Capital gains 436,136 279,033 (6) FINANCIAL INSTRUMENTS: In general, the following instruments are used for hedging purposes as described below. However, these instruments may also be used to seek to enhance potential gain in circumstances where hedging is not involved. The nature, risks and objectives of these instruments are set forth more fully in the Fund's Prospectus and Statement of Additional Information. The Fund may trade the following instruments with off-balance sheet risk: OPTIONS Call and put options give the holder the right to purchase or sell a security or currency or enter into a swap arrangement on a future date at a 20 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- specified price. The Fund may use options to seek to hedge against risks of market exposure and changes in securities prices and foreign currencies, as well as to seek to enhance returns. Writing puts and buying calls tend to increase the Fund's exposure to the underlying instrument. Buying puts and writing calls tend to decrease the Fund's exposure to the underlying instrument, or hedge other Fund investments. Options, both held and written by the Fund, are reflected in the accompanying Statement of Assets and Liabilities at market value. The underlying face amount at value of any open purchased options is shown in the Schedule of Investments. This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments, if there is an illiquid secondary market for the contract or if the counterparty does not perform under the contract's terms. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. Realized gains and losses on purchased options are included in realized gains and losses on investment securities, except purchased options on foreign currency which are included in realized gains and losses on foreign currency transactions. If a put option written by the Fund is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund, as writer of an option, has no control over whether the underlying securities may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the security underlying the written option. Exchange traded options are valued at the last sale price, or if no sales are reported, the last bid price for purchased options and the last ask price for written options. Options traded over-the-counter are valued using prices supplied by the dealers. The Fund entered into option transactions at December 31, 2004. See Schedule of Investments for further details INTEREST RATE FLOORS Interest rate floors purchased by the Fund entitle the Fund to receive payments on a notional principal amount from the party selling such floor to the extent that a specified index falls below a predetermined interest rate amount. Credit and market risk exist with respect to these instruments. If forecasts of interest rates and other market factors are incorrect, investment performance will diminish compared to what performance would have been if these investment techniques were not used. Even if the forecasts are correct, there are risks that the positions may correlate imperfectly with the asset or liability being hedged, a liquid secondary market may not always exist, or counterparty to a transaction may not perform. The Fund expects to enter these transactions primarily for hedging purposes including, but not limited to, preserving a return or spread on a particular investment or portion of its portfolio, protecting against interest rate fluctuations, as a duration management technique or protecting against an increase in the price of securities the Fund anticipates purchasing at a later date. Interest rate floors are marked-to-market daily based on quotations from market makers and the change, if any, is recorded as unrealized appreciation or depreciation in the Statement of Operations. Realized gains or losses from these agreements are disclosed in the Statement of Operations. The Fund did not enter into any interest rate floor transactions during the year ended December 31, 2004. FUTURES CONTRACTS The Fund may enter into financial futures contracts for the delayed sale or delivery of securities or contracts based on financial indices at a fixed price on a future date. Pursuant to the margin requirements, the Fund deposits either cash or securities in an amount equal to a certain percentage of the contract amount. Subsequent payments are made or received by the Fund each day, depending on the daily fluctuations in the value of the underlying security, and are recorded for financial statement purposes as unrealized gains or losses by the Fund. There are several risks in connection with the use of futures contracts as a hedging device. The change in value of futures contracts primarily corresponds with the value of their underlying instruments or indices, which may not correlate with changes in the value of hedged investments. Buying futures tends to increase the Fund's exposure to the underlying instrument, while selling futures tends to decrease the Fund's exposure to the underlying instrument or hedge other Fund investments. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market. Losses may arise if there is an illiquid secondary market or if the counterparties do not perform under the contract's terms. The Fund enters into financial futures transactions primarily to manage its exposure to certain markets and to changes in securities prices and foreign currencies. Gains and losses are realized upon the expiration or closing of the futures contracts. Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. The Fund held futures at December 31, 2004. At December 31, 2004 the Fund had segregated cash and /or securities to cover margin requirements on open future contracts. See Schedule of Investments for further details. 21 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- SWAP AGREEMENTS The Fund may invest in swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. The Fund may enter into interest rate and credit default swap agreements to manage its exposure to interest rates and credit risk. Interest rate swap agreements involve the exchange by the Fund with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. The Fund may use credit default swaps to provide a measure of protection against defaults of issuers (i.e., to reduce risk where the Fund owns or has exposure to the corporate or sovereign issuer) or to take an active long or short position with respect to the likelihood of a particular corporate or sovereign issuer's default. In connection with these agreements, cash or securities may be set aside as collateral in accordance with the terms of the swap agreement. The Fund earns interest on cash set aside as collateral. Swaps are marked to market daily based upon quotations from market makers and change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. These financial instruments are not actively traded on financial markets. The values assigned to these instruments are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and differences could be material. Payments received or made from credit default swaps at the end of the measurement period are recorded as realized gain or loss in the Statement of Operations. Net payments of interest on interest rate swap agreements are included as part of realized gain loss. Entering into these agreements, if any, involves, to varying degrees, elements of credit, market, and documentation risk in excess of the amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of contractual terms in the agreements, and that there may be unfavorable changes in interest rates. The Fund entered into swap agreements at December 31, 2004. See Schedule of Investments for further details. (7) SECURITY LENDING: The Fund may lend its securities to financial institutions which the Fund deems to be creditworthy. The loans are collateralized at all times with cash or securities with a market value at least equal to the market value of the securities on loan. The market value of securities loaned is determined daily and any additional required collateral is allocated to the Fund on the next business day. For the duration of a loan, the Fund receives the equivalent of the interest or dividends paid by the issuer on the securities loaned and also receives compensation from the investment of the collateral. As with other extensions of credit, the Fund bears the risk of delay in recovery or even loss of rights in its securities on loan should the borrower of the securities fail financially or default on its obligations to the Fund. In the event of borrower default, the Fund generally has the right to use the collateral to offset losses incurred. The Fund may incur a loss in the event it was delayed or prevented from exercising its rights to dispose of the collateral. The Fund also bears the risk in the event that the interest and/or dividends received on invested collateral is not sufficient to meet the Fund's obligations due on the loans. The Fund loaned securities during the year ended December 31, 2004 resulting in security lending income of $5,738. At December 31, 2004, the Fund had securities valued at $2,750,554 on loan. See Schedule of Investments for further detail on the security positions on loan and collateral held. (8) DELAYED DELIVERY TRANSACTIONS: The Fund may purchase or sell securities on a when-issued, delayed delivery or forward commitment basis. This Fund segregates securities having a value at least equal to the amount of the purchase commitment. The Fund may enter into to be announced ("TBA") purchase commitments to purchase securities for a fixed unit price at a future date beyond customary settlement time. Although the unit price has been established, the principal value has not been finalized. However, the amount of the commitments will not fluctuate more than 0.01% from the principal amount. The Fund holds, and maintains until settlement date, cash or high-grade debt obligations in an amount sufficient to meet the purchase price, or the Fund may enter into offsetting contracts for the forward sale of other securities it owns. Income on the securities will not be earned until settlement date. TBA purchase commitments may be considered securities in 22 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- themselves, and involve a risk of loss if the value of the security to be purchased declines prior to the settlement date, which risk is in addition to the risk of the decline in the value of the Fund's other assets. Unsettled TBA purchase commitments are valued at the current market value of the underlying securities, according to the procedures described under "Investment security valuations" above. The Fund may enter into TBA sale commitments to hedge its portfolio positions. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, an offsetting TBA purchase commitment deliverable is held as "cover" for the transaction. Unsettled TBA sale commitments are valued at the current market value of the underlying securities, generally according to the procedures described under "Investment security valuations" above. The contract is 'marked-to-market' daily and the change in market value is recorded by the Fund as an unrealized gain or loss. If the TBA sale commitment is closed through the acquisition of an offsetting purchase commitment, the Fund realizes a gain or loss from the sale of the securities based upon the unit price established at the date the commitment was entered into. See the Schedule of Investments for outstanding delayed delivery contracts (9) LINE OF CREDIT: The Fund, and other funds in the Trust and subtrusts in the Mellon Institutional Funds Master Portfolio Trust (the "Portfolio Trust") are parties to a committed line of credit facility, which enables each portfolio/fund to borrow, in the aggregate, up to $35 million. Interest is charged to each participating portfolio/fund based on its borrowings at a rate equal to the Federal Funds effective rate plus 1/2 of 1%. In addition, a facility fee, computed at an annual rate of .060 of 1% committed amount, is allocated ratably among the participating portfolios/funds at the end of each quarter. For the year ended December 31, 2004, a facility fee of $623 was allocated to the Fund. During the year ended December 31, 2004, the Fund had average borrowings outstanding of $387,881 on a total of four days and incurred $102 of interest expense. 23 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INVESTMENT GRADE BOND FUND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Trustees of Mellon Institutional Funds Investment Trust and the Shareholders of Standish Mellon Investment Grade Bond Fund: 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 financial highlights present fairly, in all material respects, the financial position of Standish Mellon Investment Grade Bond Fund (the "Fund") at December 31, 2004, and the results of its operations, the changes in its net assets, and the financial highlights for each of the periods indicated, 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 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 are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion PricewaterhouseCoopers LLP New York, NY February 25, 2005 24 TRUSTEES AND OFFICERS The following table lists the Trust's trustees and officers; their address and date of birth; their position with the Trust; the length of time holding that position with the Trust; their principal occupation(s) during the past five years; the number of portfolios in the fund complex they oversee; other directorships they hold in companies subject to registration or reporting requirements of the Securities Exchange Act of 1934 (generally called "public companies") or in registered investment companies; and total annual remuneration paid as of December 31, 2004. The Trust's Statement of Additional Information includes additional information about the Trust's trustees and is available, without charge, upon request by writing The Mellon Institutional Funds at P.O. Box 8585, Boston, MA 02266-8585 or calling toll free 1-800-221-4795. INDEPENDENT TRUSTEES NUMBER OF TRUSTEE PRINCIPAL PORTFOLIOS IN OTHER REMUNERATION NAME TERM OF OFFICE OCCUPATION(S) FUND COMPLEX DIRECTORSHIPS (YEAR ENDED ADDRESS, AND POSITION(S) AND LENGTH OF DURING PAST OVERSEEN BY HELD BY DECEMBER 31, DATE OF BIRTH HELD WITH TRUST TIME SERVED 5 YEARS TRUSTEE TRUSTEE 2004) - ----------------------------------------------------------------------------------------------------------------------------------- Samuel C. Fleming Trustee Trustee since Chairman of the Board 30 None Fund: $1,750 c/o Decision Resources, Inc. 11/3/1986 and Chief Executive 260 Charles Street Officer, Decision Waltham, MA 02453 Resources, Inc. 9/30/40 Caleb Loring III Trustee Trustee since Trustee, Essex Street 30 None Fund: $1,901 c/o Essex Street Associates 11/3/1986 Associates (family P.O. Box 181 investment trust office) Beverly, MA 01915 11/14/43 Benjamin M. Friedman Trustee Trustee since William Joseph Maier, 30 None Fund: $1,750 c/o Harvard University 9/13/1986 Professor of Political Cambridge, MA 02138 Economy, Harvard 8/5/44 University John H. Hewitt Trustee Trustee since Trustee, Mertens 30 None Fund: $1,750 P.O. Box 2333 11/3/1986 House, Inc. (hospice) New London, NH 03257 4/11/35 INTERESTED TRUSTEES Patrick J. Sheppard Trustee, President Since 2003 Senior Vice President 30 None Fund: $0 Mellon Institutional and Chief and Chief Operating Officer, Asset Management Executive Officer Mellon Institutional One Boston Place Asset Management; Boston, MA 02108 formerly Vice President 7/24/65 and Chief Financial Officer, Mellon Institutional Asset Management 25 PRINCIPAL OFFICERS WHO ARE NOT TRUSTEES NUMBER OF PORTFOLIOS IN NAME TERM OF OFFICE FUND COMPLEX ADDRESS, AND POSITION(S) AND LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN BY DATE OF BIRTH HELD WITH TRUST TIME SERVED DURING PAST 5 YEARS TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------------ Barbara A. McCann Vice President Since 2003 Senior Vice President and Head of Operations 30 Mellon Institutional and Secretary Mellon Institutional Asset Management, formerly Asset Management First Vice President, Mellon Institutional Asset One Boston Place Management and Mellon Global Investments Boston, MA 02108 2/20/61 Steven M. Anderson Vice President Vice President Vice President and Mutual Funds Controller, 30 Mellon Institutional and Treasurer since 1999; Mellon Institutional Asset Management Asset Management Treasurer Institutional Asset One Boston Place since 2002 Boston, MA 02108 7/14/65 Denise B. Kneeland Assistant Vice Since 1996 Vice President and Manager, Mutual Funds Operations, 30 Mellon Institutional President Mellon Institutional Asset Management Asset Management One Boston Place Boston, MA 02108 8/19/51 Cara E. Hultgren Assistant Vice Since 2001 Assistant Vice President and Manager, 30 Mellon Institutional President Shareholder Services, Mellon Institutional Asset Management Asset Management since 2001; One Boston Place Shareholder Representative, Boston, MA 02108 Standish Mellon Asset Management 1/19/71 Jan F. Jumet Chief Since 2004 Senior Vice President and Chief Compliance Officer 30 Standish Mellon Assest Compliance for Standish Mellon Asset Management Company LLC; Management Company LLC Officer formerly Director of Compliance and Administration One Boston Place and Chief Administration Officer for Standish Mellon Boston, MA 02108 Asset Management Company LLC, Senior 8/9/66 Vice President and Chief Administration Officer for Mellon Bond Associates, LLP, and First Vice President and Senior Sales Associate for Mellon Institutional Asset Management 26 THIS PAGE INTENTIONALLY LEFT BLANK THIS PAGE INTENTIONALLY LEFT BLANK THIS PAGE INTENTIONALLY LEFT BLANK One Boston Place Boston, MA 02108-4408 800.221.4795 www.melloninstitutionalfunds.com 0946AR1204 Annual Report STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II YEAR ENDED DECEMBER 31, 2004 This report and the financial statements contained herein are submitted for the general information of the shareholders of the Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus. Any information in this shareholder report regarding market or economic trends or the factors influencing the Fund' s historical or future performance are statements of the opinion of Fund management as of the date of this report. These statements should not be relied upon for any other purposes. Past performance is no guarantee of future results, and there is no guarantee that market forecasts discussed will be realized. Commencing with the fiscal quarter ending September 30, 2004, the Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. The Fund' s Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington D.C. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. To view the Fund' s proxy voting guidelines and proxy voting record for the 12-month period ended June 30, 2004, visit the SEC' s web site at http: //www.sec.gov. You may also call 1-800-221-4795 to request a free copy of the proxy voting guidelines. February 28, 2005 Dear Mellon Institutional Fund Shareholder: Enclosed you will find your Fund's annual report for the fiscal year ended December 31, 2004. The year was largely positive for the financial markets, as the economic expansion continued. However, as the year progressed, anticipated GDP growth diminished in line with typical expectations at this point in the economic cycle. The S&P 500 entered 2004 with a sharp climb, fueled to a large degree by above-trend GDP growth: 4.4% in the fourth quarter of 2003 and 5.0% in the first quarter of the year, driven by a potent mix of tax cuts, monetary policy and government spending. But the momentum stalled, as the market dealt with the prospect of inflation and a new tightening cycle by the Federal Reserve, the uncertainties of a tight presidential campaign, and the ever-present threats posed by terrorism. The equity markets greeted the reelection of President Bush with optimism, as the S&P 500 surged past 1200 in the closing weeks of the year to its' 2004 peak. In the bond market, the year started with much speculation about when and how the Fed would end one of the longest stretches of easy monetary policy on record, which had driven rates to historical lows. In the fall of 2003, the prospect of deflation was still a factor in the Fed's deliberations and was its stated rationale for maintaining an accommodative stance. In the first quarter, however, the Fed began to refer to a "measured pace" of tightening. The market reacted by switching gears dramatically, sending the 10-year U.S. Treasury note from 3.7% on March 16 to 4.9% on June 14. Since then, as the economic outlook softened, with relatively tame inflation, yields have settled back to about 4%, roughly the same as a year ago. Looking ahead, it is clear that there are some causes for concern. Consumers are weighted with debt and potentially vulnerable in a rising rate environment. Companies are hoarding cash and are being deliberate in boosting employment and spending on plant and equipment. The stimulus of monetary policy, tax cuts and government spending is waning. Nevertheless, business activity has some significant momentum, which should carry over into 2005, with reasonable profit growth and modest inflation. Finally, the president's ambitious plans to privatize Social Security, reform health care, and revise the tax code could potentially have major fiscal implications that the market will be watching carefully. Thank you for your business and confidence in Mellon Institutional Funds. Please feel free to contact us with questions or comments. Sincerely, /s/Patrick J. Sheppard Patrick J. Sheppard One Boston Place * Boston, MA 02108-4402 A MELLON ASSET MANAGEMENT COMPANY 1 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II MANAGEMENT DISCUSSION AND ANALYSIS - -------------------------------------------------------------------------------- International bond markets produced double-digit returns in 2004 from a combination of positive local market returns and currency gains related to the decline of the U.S. dollar. The Standish Mellon International Fixed Income Fund II returned 10.73% for the year, after all expenses, compared to a return of 12.04% for the J.P. Morgan Non-U.S. Government Bond Index. A return of more than 10% for international bonds is perhaps surprising considering that at the beginning of the year, the consensus expectation was that bond yields would rise as central banks raised interest rates. Indeed, bond yields did rise early in the year and this rise was lead by the U.S. bond market, which experienced a vicious sell-off in the first half. However, as the year progressed, it became apparent that core inflation was well contained in the U.S., the job market strengthened but not as much as anticipated, and growth in large economies overseas was anemic. Bond yields in the U.S. and overseas fell during the second half of the year, and in the end, despite the volatility, bond investors managed to earn a bit more than their coupon. The positive return from international bond markets combined with the gains related to the decline of the US. Dollar, resulted in another year of strong returns from the asset class. The non-government sectors of the international bond markets were a pleasant surprise producing returns well above government bonds for the second year in a row. The star performers were corporate bonds, particularly the high-yield sector, and emerging markets. A number of factors contributed to the outperformance of the corporate and emerging sectors particularly global growth, low inflation, low interest rates and in the case of the commodity laden emerging markets, high commodity prices. The high yield corporate and emerging market indices both had returns of over 10% for the year. Other non-government sectors also performed well including mortgages, agencies and asset-backed securities. The range of returns in hedged terms for government bond markets as measured by the JP Morgan Government Bond Indices was modest for the year with only 534 basis points, separating the best market Italy (+8.00%) from the worst, Japan (+2.66%). The U.S. component of the index returned 3.75% while European markets returned 6.77% on average. The U.S. dollar had traded in a modest range for most of the year however it fell sharply in the final quarter. The decline of the dollar was the sharpest relative to the European currencies against which it declined by more than 7%. The U.S. dollar has been under pressure since 2002 as the mix of loose fiscal and monetary policy and the large current account deficit made the currency unattractive to global investors. The Fund underperformed its benchmark during the year. Our position in investment grade and high yield corporate bonds and emerging market securities was the largest positive contributor relative to our benchmark. The results of our country weightings were mixed. We were overweight European markets, which produced the best returns however we had a zero weight in the Japanese bond market which weighed on our performance. Although Japan was the worst performing market in the index, our zero weighting in the market was a drag on performance as Japan did produce a positive return. In currencies, our small primarily, option-based positions detracted a modest amount from our performance. 2 Our outlook for 2005 is favorable for international bonds. We believe that the performance of global economies will be close to trend, yet the behavior of central banks around the world could be quite different. The Fed will continue to raise interest rates at least in the first half of the year and this will flatten the yield curve but we expect longer dated bonds to be fairly stable. Opportunities for value-added can be found in Europe and in some of the smaller index components such as Australia, New Zealand and the U.K. In the latter three markets, the central banks have been raising interest rates for some time and those increases now appear to be having an effect. These economies have housing markets that are vulnerable to price declines and if the economies soften, we believe bonds in these markets will perform well. Non-government sectors such as corporate and emerging market bonds have richened quite a bit over the past two years and we believe that these sectors will not perform as well as in the past but that the sector still offers opportunities to add-value through security selection. We appreciate your continued support and look forward to working on your behalf over the next year. /s/ W. Charles Cook W. Charles Cook 3 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II COMPARISON OF CHANGE IN VALUE OF $100,000 INVESTMENT IN STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II AND J.P. MORGAN NON-U.S. GOVERNMENT BOND INDEX - -------------------------------------------------------------------------------- AVERAGE ANNUAL TOTAL RETURNS (FOR PERIOD ENDED 12/31/2004) - -------------------------------------------------------------------------------- Since Inception 1 Year 3 Year 5 Year 06/30/1999 - ------------------------------------------------------------------------------------------------------------------------------------ 10.73% 17.78% 8.52% 8.27% AVERAGE ANNUAL TOTAL RETURNS REFLECT THE CHANGE IN THE VALUE OF AN INVESTMENT, ASSUMING REINVESTMENT OF THE FUND'S DIVIDEND INCOME AND CAPITAL GAINS AND ASSUMING A CONSTANT RATE OF PERFORMANCE EACH YEAR. THE $100,000 LINE GRAPH AND THE FUND'S RETURNS DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON FUND DISTRIBUTIONS OR THE REDEMPTION OF FUND SHARES. DURING PERIODS OF REIMBURSEMENT BY THE FUND'S INVESTMENT ADVISER (IF APPLICABLE), THE FUND'S TOTAL RETURN WILL BE GREATER THAN IT WOULD BE HAD THE REIMBURSEMENT NOT OCCURRED. PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE. 4 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II SHAREHOLDER EXPENSE EXAMPLE - -------------------------------------------------------------------------------- As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2004 to December 31, 2004). Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000.00=8.6), then multiply the result by the number in the first line 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 line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's 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 Fund 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 transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs 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. EXPENSES PAID BEGINNING ENDING DURING PERIOD((+)) ACCOUNT VALUE ACCOUNT VALUE JULY 1, 2004 TO JULY 1, 2004 DECEMBER 31, 2004 DECEMBER 31, 2004 - --------------------------------------------------------------------------------------------------------- Actual $1,000.00 $1,122.90 $4.00 Hypothetical (5% return per year before expenses) $1,000.00 $1,021.37 $3.81 ( - ------- ((+)) EXPENSES ARE EQUAL TO THE FUND'S ANNUALIZED EXPENSE RATIO OF 0.75%, MULTIPLIED BY THE AVERAGE ACCOUNT VALUE OVER THE PERIOD, MULTIPLIED BY 184/366 (TO REFLECT THE ONE-HALF YEAR PERIOD). 5 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II FUND INFORMATION AS OF DECEMBER 31, 2004 (UNAUDITED) - -------------------------------------------------------------------------------- PERCENTAGE OF TOP TEN HOLDINGS* RATE MATURITY NET ASSETS ---------------------------------------------------------------------------------------------------------- UK Gilt 4.000 3/7/2009 9.2% Netherlands Government Bond 5.500 7/15/2010 4.0 Bundesobligation 4.500 8/17/2007 3.9 Belgium Government Bond 4.250 9/28/2013 3.7 Deutsche Republic 4.750 7/4/2034 3.6 Deutsche Bundesrepublik 4.000 1/4/2028 3.5 Italy Buoni Poliennali Del Tesoro 4.500 3/1/2007 3.4 Australian Government Bond 7.500 9/15/2009 3.3 Bundesobligation 5.000 5/20/2005 2.9 New Zealand Government Bond 6.500 4/15/2013 2.9 ______ 40.4% * Excluding short-term investments and investment of cash collateral. PERCENTAGE OF TOP TEN COUNTRIES NET ASSETS -------------------------------------------- Germany 21.1% United States 15.2 United Kingdom 13.7 France 7.2 New Zealand 5.4 Australia 4.8 Netherlands 4.4 Italy 3.9 Belgium 3.9 Austria 3.4 _____ 83.0% PERCENTAGE OF ECONOMIC SECTOR ALLOCATION INVESTMENTS -------------------------------------------- Government 68.7% Corporate 22.9 Mortgage 0.8 Emerging markets 4.1 Cash & equivalents 3.5 _____ 100.0% The Fund is actively managed. Current holdings may be different than those presented above. 6 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - --------------------------------------------------------------------------------------------------------------------- BONDS AND NOTES--85.1% CORPORATE--1.1% BASIC MATERIALS--0.1% International Steel Group(*) 6.500% 4/15/2014 USD 50,000 $ 53,625 ___________ COMMUNICATIONS--0.2% CSC Holdings, Inc. 7.875 12/15/2007 20,000 21,450 RH Donnelley Finance Corp. 8.875 12/15/2010 5,000 5,575 RH Donnelley Finance Corp. 10.875 12/15/2012 10,000 11,875 Salem Communications Corp. 7.750 12/15/2010 15,000 16,219 Sprint Capital Corp. 8.375 3/15/2012 55,000 66,998 ___________ 122,117 ___________ CONSUMER CYCLICAL--0.1% Mohegan Tribal Gaming Authority 8.000 4/1/2012 25,000 27,125 Yum! Brands, Inc. 8.875 4/15/2011 25,000 30,888 ___________ 58,013 ___________ ENERGY--0.2% Chesapeake Energy Corp. 8.125 4/1/2011 30,000 32,475 Pemex Project Funding Master Trust (a) 3.790 6/15/2010 45,000 46,170 ___________ 78,645 ___________ FINANCIAL--0.4% Amvescap PLC 5.375 2/27/2013 25,000 25,223 Chevy Chase Bank FSB 6.875 12/1/2013 45,000 46,463 Glencore Funding LLC 6.000 4/15/2014 105,000 101,585 Salomon Brothers AF for OAO Siberian Oil Co. 10.750 1/15/2009 30,000 31,950 ___________ 205,221 ___________ UTILITIES--0.1% AES Corp. 8.750 5/15/2013 25,000 28,406 ___________ Total Corporate Bonds (Cost $525,823) 546,027 ___________ SOVEREIGN BONDS--2.0% Banco Nacional de Desenvolvimento Economic (a) 5.832 6/16/2008 30,000 30,675 Republic of Brazil (a) 3.125 4/15/2012 75,001 71,438 Republic of Brazil (a) 3.063 4/15/2024 85,000 78,625 Republic of Colombia 10.000 1/23/2012 30,000 34,650 Republic of El Salvador 8.500 7/25/2011 25,000 28,563 Republic of El Salvador 8.250 4/10/2032 25,000 25,250 Republic of Panama 9.625 2/8/2011 15,000 17,775 Republic of Panama 7.250 3/15/2015 20,000 20,700 Republic of Panama 8.875 9/30/2027 40,000 44,400 Republic of Peru (a) 4.500 3/7/2017 25,000 23,375 Republic of South Africa 9.125 5/19/2009 35,000 41,337 Republic of South Africa 7.375 4/25/2012 50,000 56,932 Republic of Turkey 9.000 6/30/2011 120,000 136,734 Republic of Turkey 11.500 1/23/2012 25,000 32,149 Russian Federation 11.000 7/24/2018 20,000 27,800 Russian Federation 12.750 6/24/2028 10,000 16,356 Russian Federation 5.000 3/31/2030 110,000 113,438 Serbian Government (#) 3.750 11/15/2024 100,000 83,250 Ukraine Government Senior Notes 11.000 3/15/2007 46,668 50,023 United Mexican States 8.300 8/15/2031 50,000 58,500 ___________ Total Sovereign Bonds (Cost $959,590) 991,970 ___________ The accompanying notes are an integral part of the financial statements. 7 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ YANKEE BONDS--1.6% Amvescap PLC 5.900% 1/15/2007 USD 25,000 $ 26,15 Aramark Services, Inc. 7.000 7/15/2006 210,000 219,926 British Sky Broadcasting PLC 7.300 10/15/2006 70,000 74,361 HBOS PLC 5.375 11/1/2013 155,000 158,922 Ispat Inland 9.750 4/1/2014 78,000 96,330 Rogers Wireless Inc. 144A 7.250 12/15/2012 140,000 148,400 Rogers Wireless Inc. 144A 7.500 3/15/2015 25,000 26,375 Royal Caribbean Cruises Ltd. 8.250 4/1/2005 15,000 15,150 Southern Natural Gas Co. 8.875 3/15/2010 15,000 16,800 ___________ Total Yankee Bonds (Cost $768,818) 782,423 ___________ FOREIGN DENOMINTED--80.4% AUSTRALIA--4.8% Australian Government Bond 7.500 9/15/2009 AUD 1,915,000 1,638,727 Australian Government Bond (*) 6.250 4/15/2015 905,000 758,526 ___________ 2,397,253 ___________ CANADA--0.2% Canadian Pacific Railway Ltd. 4.900 6/15/2010 CAD 95,000 81,004 ___________ SWISS FRANC--0.6% Philip Morris Capital Corp. 4.000 5/31/2006 CHF 320,000 286,517 ___________ DENMARK--0.3% Realkredit Danmark A/S 4.000 1/1/2006 DKK 735,000 136,067 ___________ EURO--53.1% Allied Domecq Financial Services PLC 5.875 6/12/2009 EUR 20,000 29,720 Austria Government Bond 5.750 4/11/2007 710,000 1,027,070 Autostrade SpA (a) 2.621 6/9/2011 200,000 272,447 Bank of America Corp (a) 4.750 5/6/2019 125,000 177,641 Barclays BAnk PLC 7.500 12/15/2010 145,000 235,583 Belgium Government Bond 4.250 9/28/2013 1,285,000 1,828,367 Bundesobligation 5.000 5/20/2005 1,065,000 1,459,318 Bundesobligation 5.000 8/19/2005 760,000 1,048,235 Bundesobligation 4.500 8/17/2007 1,350,000 1,917,166 Bundesobligation(*) 3.000 4/11/2008 275,000 375,364 Bundesschatzanweisungen 2.750 6/23/2006 570,000 777,336 Citigroup, Inc. (a) 2.324 6/3/2011 110,000 148,786 Depfa ACS Bank 3.875 7/15/2013 450,000 618,236 Deutsche Bundesrepublik 4.000 1/4/2028 1,235,000 1,745,250 Deutsche Cap Trust IV (a) 5.330 9/29/2049 85,000 123,879 Deutsche Republic 4.500 1/4/2013 720,000 1,043,787 Deutsche Republic 4.750 7/4/2034 1,215,000 1,774,815 Deutsche Telekom International Finance BV 8.125 5/29/2012 55,000 94,605 Dexia Municipal Agency 5.375 4/26/2007 360,000 518,029 Eurohypo AG 4.500 1/21/2013 50,000 72,093 FBG Treasury Europe 5.750 3/17/2005 5,000 6,825 FCE Bank PLC (a) 2.578 6/28/2006 75,000 100,890 The accompanying notes are an integral part of the financial statements. 8 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ EURO (CONTINUED) France Telecom 7.250% 1/28/2013 EUR 160,000 $ 264,13 France Telecom 8.125 1/28/2033 255,000 490,187 French Treasury Note 4.500 7/12/2006 515,000 720,808 French Treasury Note BTAN 5.000 1/12/2006 975,000 1,359,228 GE Capital Euro Funding (a) 2.278 5/4/2011 110,000 148,569 General Motors Acceptance Corp. 4.375 9/26/2006 60,000 82,063 General Motors Acceptance Corp. (a) 3.898 7/5/2005 75,000 102,132 Glencore Finance Europe SA/Luxembourg 5.375 9/30/2011 350,000 477,232 HBOS PLC 6.050 11/23/2049 20,000 30,673 Hilton Group Finance PLC 6.500 7/17/2009 30,000 45,801 HJ Heinz BV 5.125 4/10/2006 50,000 69,956 Household Finance Corp. 6.500 5/5/2009 45,000 68,895 International Paper Co. 5.375 8/11/2006 20,000 28,157 Italy Buoni Poliennali Del Tesoro 4.500 3/1/2007 1,190,000 1,681,685 Kappa Beheer BV 10.625 7/15/2009 20,000 28,692 KFW Group 3.500 4/17/2009 180,000 249,688 Lear Corp. 8.125 4/1/2008 75,000 114,285 Morgan Stanley 5.750 4/1/2009 30,000 44,669 MPS Capital Trust 7.990 2/7/2011 85,000 139,238 Nalco Co. 7.750 11/15/2011 30,000 44,157 Natexis Banque 4.375 6/20/2013 85,000 118,829 National Westminster Bank PLC 6.625 10/5/2009 80,000 122,815 Netherlands Government Bond 5.500 7/15/2010 1,305,000 1,982,633 Owens-Brockway Glass Containers 6.750 12/1/2014 60,000 85,262 Parker Hannifin Corp. 6.250 11/21/2005 10,000 14,003 Pemex Project Funding Master Trust 6.625 4/4/2010 20,000 30,211 Republic of Austria 5.625 7/15/2007 445,000 645,740 Sara Lee Corp. 6.125 7/27/2007 30,000 43,872 Spain Government Bond 4.250 10/31/2007 780,000 1,101,931 Telecom Italia Finance SA 7.250 4/20/2011 100,000 159,842 Telefonica Europe BV 5.125 2/14/2013 35,000 51,532 Telenet Communications NV 9.000 12/15/2013 60,000 90,350 Telenor ASA 5.875 12/5/2012 60,000 92,407 ThyssenKrupp Finance Nederland BV 7.000 3/19/2009 25,000 38,232 Tyco International Group SA 5.500 11/19/2008 80,000 116,797 Veolia Environnement 4.875 5/28/2013 85,000 122,470 ___________ 26,402,615 ___________ NEW ZEALAND--5.4% New Zealand Government Bond 6.500 4/15/2013 NZD 1,950,000 1,445,912 New Zealand Government Bond 7.000 7/15/2009 1,660,000 1,236,887 ___________ 2,682,799 ___________ SINGAPORE--2.4% Singapore Government Bond 3.500 7/1/2012 SGD 1,850,000 1,221,935 ___________ The accompanying notes are an integral part of the financial statements. 9 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II SCHEDULE OF INVESTMENTS - DECEMBER 31, 2004 - -------------------------------------------------------------------------------- PAR VALUE SECURITY DESCRIPTION RATE MATURITY VALUE (NOTE 1A) - ------------------------------------------------------------------------------------------------------------------------------------ UNITED KINGDOM--13.6% Inco 15.750% 7/15/2006 GBP 200,000 $ 421,45 UK Gilt 4.000 3/7/2009 2,430,000 4,573,588 UK Gilt 8.000 9/27/2013 505,000 1,207,953 UK Gilt 4.250 6/7/2032 300,000 558,857 ___________ 6,761,852 ___________ Total Foreign Denominated (Cost $36,184,689) 39,970,042 ___________ TOTAL BONDS AND NOTES (Cost $38,438,920) 42,290,462 ___________ PREFERRED STOCK--0.2% SHARES __________ Fannie Mae 7.00% CVT Pfd (Cost $77,500) 1,550 87,866 ___________ CONTRACT PURCHASED OPTIONS--0.0% SIZE __________ EUR Put/USD Call Strike, Price 1.30, 2/9/2005 505,000 934 AUD Put/USD Call Strike, Price .705, 3/10/2005 470,000 564 EUR Put/USD Call Strike, Price 1.29, 2/10/2005 470,000 517 GBP Put/USD Call Strike, Price 1.875, 2/10/2005 470,000 2,562 CHF Put/USD Call Strike, Price 1.21, 3/10/2005 470,000 1,208 ___________ TOTAL PURCHASED OPTIONS (Cost $13,154) 5,785 ___________ SHORT-TERM INVESTMENTS--11.3% U.S. GOVERNMENT--6.9% PAR VALUE __________ Treasury Bill ((+)) 2.215 3/17/2005 USD 3,450,000 3,435,358 INVESTMENT COMPANIES--2.4% SHARES __________ Dreyfus Institutional Preferred Plus Money Market Fund((+)(+)) 1,208,517 1,208,517 INVESTMENT OF CASH COLLATERAL--2.0% BlackRock Cash Strategies L.L.C.(**) 1,002,860 1,002,860 ___________ TOTAL SHORT TERM INVESTMENTS (Cost $5,646,137) 5,646,735 ___________ TOTAL INVESTMENTS--96.6 (Cost $44,175,709) 48,030,848 OTHER ASSETS, LESS LIABILITIES--3.4% 1,683,562 ___________ NET ASSETS--100% $49,714,410 ___________ ___________ NOTES TO SCHEDULE OF INVESTMENTS: 144A--Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified buyers. AUD--Australian Dollar CAD--Canadian Dollar CHF--Swiss Franc DKK--Danish Krone EUR--Euro GBP--British Pound NZD--New Zealand Dollar SGD--Singapore Dollar (a) Variable Rate Security, rate indicated is as if 12/31/2004. * Security, or a portion of thereof, was on loan at December 31, 2004. ** Money market fund exempt from registration under the Investment Company Act of 1940 offered only to eligible investors. (+) Denotes all or part of security segregated as collateral. (+)(+) Affiliated institutional money market. # Delayed delivery security. The accompanying notes are an integral part of the financial statements. 10 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- The Fund held the following futures contracts at December 31, 2004: UNDERLYING FACE UNREALIZED CONTRACT POSITION EXPIRATION DATE AMOUNT AT VALUE LOSS - ------------------------------------------------------------------------------------------------------------------------------------ U.S. 5 Year Note (11 Contracts) Short 3/21/2005 $1,204,844 $ (8,729) U.S. 10 Year Note (3 Contracts) Short 3/21/2005 335,813 (3,506) ________ $(12,235) ________ ________ At December 31, 2004 the Fund held the following forward foreign currency exchange contracts: LOCAL PRINCIPAL CONTRACT VALUE AT USD AMOUNT UNREALIZED CONTRACTS TO RECEIVE AMOUNT VALUE DATE DECEMBER 31, 2004 TO DELIVER GAIN - ------------------------------------------------------------------------------------------------------------------------------------ Canadian Dollar 1,215,000 3/16/2005 $ 1,012,703 $ 995,086 $ 17,617 Danish Krone 3,670,000 3/16/2005 670,369 653,397 16,972 Euro 2,990,000 3/16/2005 4,059,406 4,033,466 25,940 Japanese Yen 1,804,650,000 3/16/2005 17,714,877 17,344,899 369,978 __________ ___________ _________ TOTAL $23,457,355 $23,026,848 $430,507 __________ ___________ _________ __________ ___________ _________ LOCAL PRINCIPAL CONTRACT VALUE AT USD AMOUNT UNREALIZED CONTRACTS TO DELIVER AMOUNT VALUE DATE DECEMBER 31, 2004 TO RECEIVE GAIN/LOSS - ------------------------------------------------------------------------------------------------------------------------------------ Australian Dollar 2,610,000 3/16/2005 $ 2,029,529 $ 1,993,943 $ (35,586) Swiss Franc 340,000 3/16/2005 299,596 295,909 (3,687) Euro 1,228,778 1/3/2005 1,666,961 1,671,820 4,859 Euro 4,995,000 3/16/2005 6,781,517 6,648,537 (132,980) New Zealand Dollar 10,579 1/25/2005 7,569 7,527 (42) New Zealand Dollar 3,820,000 3/16/2005 2,718,254 2,702,819 (15,435) British Pound Sterling 2,015,000 3/16/2005 3,846,363 3,857,298 10,935 Singapore Dollar 2,000,000 3/16/2005 1,228,633 1,212,672 (15,961) ___________ ___________ _________ TOTAL $18,578,422 $18,390,525 $(187,897) ___________ ___________ _________ ___________ ___________ _________ At December 31, 2004 the Fund held the following cross currency exchange contracts: VALUE AT IN VALUE AT CONTRACT UNREALIZED CONTRACTS TO DELIVER DECEMBER 31, 2004 EXCHANGE FOR DECEMBER 31, 2004 VALUE DATE GAIN/LOSS - ------------------------------------------------------------------------------------------------------------------------------------ New Zealand Dollar $ 591,984 Australian Dollar $ 604,852 1/25/2005 $12,868 Australian Dollar 604,852 New Zealand Dollar 599,552 1/25/2005 (5,300) __________ __________ _______ $1,196,836 $1,204,404 $ 7,568 __________ __________ _______ __________ __________ _______ The accompanying notes are an integral part of the financial statements. 11 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II SCHEDULE OF INVESTMENTS--DECEMBER 31, 2004 - -------------------------------------------------------------------------------- At December 31, 2004, the Fund held the following open swap contracts: NOTIONAL AMOUNT PORTFOLIO/COUNTERPARTY EXPIRATION DATE DESCRIPTION VALUE - ------------------------------------------------------------------------------------------------------------------------------------ 90,000 USD 12/20/07 Agreement with Bear Stearns, dated 12/08/04 to receive 2.05% per year times the notional amount. The Fund makes payment only upon a credit event by Republic of Turkey, the notional amount times the difference between the par value and the then-market of Republic of Turkey, 11.875% due 1/15/30. $ 1,011 80,000 USD 12/20/09 Agreement with Bear Stearns, dated 11/17/04 to receive 2.84% per year times the notional amount. The Fund makes payment only upon a credit event by Ukraine Government, the notional amount times the difference between the par value and the then-market of Ukraine Government, 7.65% due 6/11/13. 1,152 90,000 USD 12/20/05 Agreement with Bear Stearns, dated 12/08/04 to pay 1.05% per year times the notional amount. The Fund receives payment only upon a credit event by Republic of Turkey, the notional amount times the difference between the par value and the then-market of Republic of Turkey, 11.875% due 1/15/30. (111) 80,000 USD 11/19/09 Agreement with Bear Stearns, dated 11/17/04 to receive the notional amount multiplied by 3.90700% and to pay the notional amount multiplied by the 3 month LIBOR. (172) _______ Total Swap Value $ 1,880 _______ _______ The accompanying notes are an integral part of the financial statements. 12 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 - -------------------------------------------------------------------------------- ASSETS Investments in securities (including securities on loan, valued at $956,684) (Note 7) Unaffiliated issuers, at value (Note 1A) (cost $42,967,192) $46,822,331 Affiliated issuers, at value (Note 1A) (cost $1,208,517) (Note 1H) 1,208,517 Foreign Currency (cost $116,413) 118,121 Receivable for Fund shares sold 16,956 Receivable for securities sold 2,383,807 Swap contracts, at value (Note 6) 1,880 Unrealized appreciation on forward currency exchange contracts (Note 6) 459,169 Interest and dividends receivable 888,653 Prepaid expenses 17,390 ___________ Total assets 51,916,824 LIABILITIES Payable for Fund shares redeemed $2,616 Payable for investments purchased 920,316 Collateral for securities on loan (Note 7) 1,002,860 Unrealized depreciation on forward currency exchange contracts (Note 6) 208,991 Distributions payable 13,650 Payable for variation margin 2,344 Accrued accounting, custody and transfer agent fees (Note 2) 17,851 Accrued trustees' fees and expenses (Note 2) 2,091 Accrued expenses and other liabilities 31,695 ___________ Total liabilities 2,202,414 ___________ NET ASSETS $49,714,410 ___________ ___________ NET ASSETS CONSIST OF: Paid-in capital $45,465,310 Accumulated net realized loss (277,940) Undistributed net investment income 304,457 Net unrealized appreciation 4,222,583 ___________ TOTAL NET ASSETS $49,714,410 ___________ ___________ SHARES OF BENEFICIAL INTEREST OUTSTANDING 2,052,137 ___________ ___________ NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE (Net Assets/Shares outstanding) 24.23 ___________ ___________ The accompanying notes are an integral part of the financial statements. 13 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 - -------------------------------------------------------------------------------- INVESTMENT INCOME (NOTE 1B) Interest income (net of foreign withholding tax of $456 and including securities lending income of $1,209 (Note 7)) $1,559,039 Interest income from affiliated investments (Note 1H) 32,736 __________ Total investment income 1,591,775 EXPENSES Investment advisory fee (Note 2) $136,010 Accounting, custody, and transfer agent fees (Note 2) 98,809 Professional fees 39,987 Registration fees 11,300 Trustees' fees and expenses (Note 2) 7,016 Insurance expense 6,345 Miscellaneous 11,762 _________ Total expenses 311,229 Deduct: Waiver of investment advisory fee (Note 2) (57,150) _________ Net expenses 254,079 __________ Net investment income 1,337,696 __________ REALIZED AND UNREALIZED GAIN (LOSS) Net realized gain (loss) Investment security transactions 2,059,177 Financial futures contracts (5,935) Foreign currency transactions and forward currency exchange contracts (541,342) Written options transactions (3,646) __________ Net realized gain 1,508,254 Change in unrealized appreciation (depreciation) Investment securities 1,264,421 Written option transactions 17,952 Swap contracts 1,880 Financial futures contracts (8,736) Foreign currency transactions and forward currency exchange contracts 499,764 __________ Change in net unrealized appreciation (depreciation) 1,775,281 __________ Net realized and unrealized gains on investments 3,283,535 __________ NET INCREASE IN NET ASSETS FROM OPERATIONS $4,621,231 __________ __________ The accompanying notes are an integral part of the financial statements. 14 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II STATEMENTS OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 __________________ _________________ INCREASE (DECREASE) IN NET ASSETS: FROM INVESTMENT OPERATIONS Net investment income $ 1,337,696 $ 784,044 Net realized gain 1,508,254 3,073,507 Change in net unrealized appreciation (depreciation) 1,775,281 556,179 ____________ ____________ Net increase in net assets from investment operations 4,621,231 4,413,730 ____________ ____________ DISTRIBUTIONS TO SHAREHOLDERS (NOTE 1E) From net investment income (1,965,761) (3,060,410) ____________ ____________ Total distributions to shareholders (1,965,761) (3,060,410) ____________ ____________ FUND SHARE TRANSACTIONS (NOTE 4) Net proceeds from sale of shares 28,789,234 10,008,544 Value of shares issued to shareholders in reinvestment of distributions 1,946,429 3,046,737 Cost of shares redeemed (7,660,029) (11,627,410) ____________ ____________ Net increase in net assets from Fund share transactions 23,075,634 1,427,871 ____________ ____________ TOTAL INCREASE (DECREASE) IN NET ASSETS 25,731,104 2,781,191 NET ASSETS At beginning of year 23,983,306 21,202,115 ____________ ____________ At end of year (including undistributed net investment income of $304,457 and $105,920) $49,714,410 $ 23,983,306 ____________ ____________ ____________ ____________ The accompanying notes are an integral part of the financial statements. 15 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, ____________________________________________________________ 2004 2003 2002 2001 2000 _______ ________ _______ _______ _______ NET ASSET VALUE, BEGINNING OF YEAR $ 22.97 $ 21.66 $ 17.83 $ 18.87 $ 19.47 FROM INVESTMENT OPERATIONS: Net investment income (1)* 0.88 0.77 0.73 0.73 0.98 Net realized and unrealized gain (loss) on investments 1.52 3.81 3.10 (1.74) (1.50) _______ ________ _______ _______ _______ Total from investment operations 2.40 4.58 3.83 (1.01) (0.52) _______ ________ _______ _______ _______ LESS DISTRIBUTIONS TO SHAREHOLDERS: From net investment income (1.14) (3.27) -- (0.03) (0.08) _______ ________ _______ _______ _______ Total distributions to shareholders (1.14) (3.27) -- (0.03) (0.08) _______ ________ _______ _______ _______ NET ASSET VALUE, END OF YEAR $ 24.23 $ 22.97 $ 21.66 $ 17.83 $ 18.87 _______ ________ _______ _______ _______ _______ ________ _______ _______ _______ TOTAL RETURN((+)) 10.73% 21.51% 21.48% (5.31)% (2.73)% RATIOS/SUPPLEMENTAL DATA: Expenses (to average daily net assets)(*) 0.75% 0.55% 0.55% 55.00% 0.27% Net Investment Income (to average daily net assets)(*) 3.93% 3.34% 3.87% 3.99% 5.30% Portfolio Turnover 132% 192% 178% 205% 216% Net Assets, End of Year (000's omitted) $49,714 $23,983 $21,202 $40,337 $41,614 - ------- * For the periods indicated, the investment adviser voluntarily agreed not to impose all or a portion of its investment advisory fee and/or reimbursed the Fund for a portion of its operating expenses. If this voluntary action had not been taken, the investment income per share and the ratios would have been: Net investment income per share(1) $ 0.84 $ 0.60 $ 0.60 $ 0.68 $ 0.86 Ratios (to average daily net assets): Expenses 0.91% 1.30% 1.23% 0.85% 0.90% Net investment income 3.77% 2.59% 3.19% 3.69% 4.67% (a) The Fund has adopted the provisions of the revised AICPA Audit and Accounting Guide for Investment Companies effective January 1, 2001 and began amortizing premium and discount on all debt securities on an effective yield basis. The effect of this change for the year ended December 31, 2001 was to decrease net investment income per share by $0.002, increase net realized and unrealized gains and losses per share by $0.002 and decrease the ratio of net investment income to average net assets from 4.00% to 3.99%. Per share data and ratios/supplemental data for the periods prior to January 1, 2001 have not been restated to reflect this change in presentation. (1) Calculated based on average shares outstanding. (+) Total return would have been lower in the absence of fee waivers and expense limitations. The accompanying notes are an integral part of the financial statements. 13 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) SIGNIFICANT ACCOUNTING POLICIES: Mellon Institutional Funds Investment Trust (the "Trust") is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end, management investment company. Standish Mellon International Fixed Income II Fund (the "Fund") is a separate diversified investment series of the Trust. The objective of the Fund is to maximize total return while realizing a market level of income consistent with preserving principal and liquidity. The Fund seeks to achieve its objective by investing, under normal circumstances, at least 80% of net assets in fixed income securities, and at least 65% of net assets in non-U.S. dollar denominated fixed income securities of foreign government and companies located in various countries, including emerging markets. The following is a summary of significant accounting policies followed by the Fund in the preparation of its 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 in the financial statements. Actual results could differ from those estimates. A. INVESTMENT SECURITY VALUATIONS Securities for which quotations are readily available are valued at the last sale price, or if no sale price, at the closing bid price in the principal market in which such securities are primarily traded. Market quotations are not considered to be readily available for certain debt obligations; such investments are stated at fair value on the basis of valuations furnished by a pricing service or dealers, approved by the Trustees, which determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and variable relationships between securities that are generally recognized by institutional traders. Securities (including illiquid securities) for which quotations are not readily available are valued at their fair value as determined in good faith under consistently applied procedures under the general supervision of the Trustees. Short-term instruments with less than sixty-one days remaining to maturity are valued at amortized cost, which approximates market value. If the Fund acquires a short-term instrument with more than sixty days remaining to its maturity, it is valued at current market value until the sixtieth day prior to maturity and will then be valued at amortized value based upon the value on such date unless the Trustees determine during such sixty-day period that amortized value does not represent fair value. B. SECURITIES TRANSACTIONS AND INCOME Securities transactions are recorded as of the trade date. Interest income is determined on the basis of coupon interest accrued, adjusted for accretion of discount or amortization of premium using the yield-to-maturity method on long-term debt securities and short-term securities with greater than sixty days to maturity. Dividend income is recorded on the ex-dividend date. Realized gains and losses from securities sold are recorded on the identified cost basis. The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. Net realized gains and losses on foreign currency transactions represent gains and losses on disposition of foreign currencies and forward foreign currency exchange contracts, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent amounts actually received or paid. C. FOREIGN CURRENCY TRANSACTIONS Investment security valuations, other assets, and liabilities initially expressed in foreign currencies are converted into U.S. dollars based upon current currency exchange rates. Purchases and sales of foreign investment securities and income and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions. Section 988 of the Internal Revenue Code provides that gains or losses on certain transactions attributable to fluctuations in foreign currency exchange rates must be treated as ordinary income or loss. For financial statement purposes, such amounts are included in net realized gains or losses. 17 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- D. INVESTMENT RISK There are certain additional risks involved in investing in foreign securities that are not inherent in investments in domestic securities. These risks may involve adverse political and economic developments, including the possible imposition of capital controls or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times may be more volatile than securities of comparable U.S. companies and U.S. securities markets. The risks described above apply to an even greater extent to investments in emerging markets. The securities markets of emerging countries are generally smaller, less developed, less liquid, and more volatile than the securities markets of the U.S. and developed foreign markets. E. DISTRIBUTIONS TO SHAREHOLDERS Distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income will be declared and distributed quarterly. The Fund's dividends from short-term and long-term capital gains, if any, after reduction of capital losses will be declared and distributed at least annually. Dividends from net investment income and distributions from capital gains, if any, are reinvested in additional shares of the Fund unless the shareholder elects to receive them in cash. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences, which may result in distribution reclassifications, are primarily due to differing treatments for losses deferred due to wash sales, foreign currency gains and losses, post-October losses, amortization and/or accretion of premiums and discounts on certain securities and the timing of recognition of gains and losses on futures contracts. Permanent book and tax basis differences will result in reclassifications among undistributed net investment income, accumulated net realized gain (loss) and paid in capital. Undistributed net investment income and accumulated net realized gain (loss) on investments and foreign currency transactions may include temporary book and tax basis differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year. F. EXPENSES The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds. G. COMMITMENTS AND CONTINGENCIES In the normal course of business, the Fund may enter into contracts and agreements that contain a variety of representations and warranties, which provide general indemnifications. The maximum exposure to the Fund under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risks of loss to be remote. H. AFFILIATED ISSUERS Affiliated issuers represent issuers in which the Fund held investments in other investment companies advised by Standish Mellon Asset Management Company LLC ("Standish Mellon"), a wholly-owned subsidiary Mellon Financial Corporation, or its affiliates. (2) INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES: The investment advisory fee paid to Standish Mellon overall investment advisory, administrative services, and general office facilities, is paid monthly at the annual rate of 0.40% of the Fund's average daily net assets. Standish Mellon voluntarily agreed to limit total Fund operating expenses (excluding brokerage commissions, taxes and extraordinary expenses) to 0.75% effective January 1, 2004, from 0.55% prior to that date, of the Fund's average daily net assets for the year ended December 31, 2004. Pursuant to this agreement, for the year ended December 31, 2004, Standish Mellon voluntarily waived a portion of its investment advisory fee in the amount of $57,150 This agreement is voluntary and temporary and may be discontinued or revised by Standish Mellon at any time. 18 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- Effective February 23, 2004, the Fund entered into an agreement with Dreyfus Transfer, Inc., a wholly owned subsidiary of The Dreyfus Corporation, a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide personnel and facilities to perform transfer agency and certain shareholder services for the Fund. For these services the Fund pays Dreyfus Transfer, Inc. a fixed fee plus per account and transaction based fees, as well as, out-of-pocket expenses. Pursuant to this agreement the Fund paid $3,233 during the year ended December 31, 2004. The Fund has contracted Mellon Bank, N.A. ("Mellon Bank"), a wholly owned subsidiary of Mellon Financial Corporation and an affiliate of Standish Mellon, to provide custody, fund administration and fund accounting services for the Fund. For these services the Fund pays Mellon Bank a fixed fee plus asset and transaction based fees, as well as, out-of-pocket expenses. Pursuant to this agreement the Fund paid $75,946 during the year ended December 31, 2004. The Fund entered into an agreement with Mellon Bank to perform certain securities lending activities and to act as the Fund's lending agent. Pursuant to this agreement Mellon Bank receives an agreed upon percentage of the net lending revenues. This compensation is a standard form of compensation received by securities lending agents with respect to non-affiliated entities. See Note 7 for further details. No director, officer or employee of Standish Mellon or its affiliates receives any compensation from the Trust or the Fund for serving as an officer or Trustee of the Trust. The Trust pays each Trustee who is not a director, officer or employee of Standish Mellon. (3) PURCHASES AND SALES OF INVESTMENTS: Purchases and proceeds from sales of investments, other than short-term obligations, for the year ended December 31, 2004 were as follows: PURCHASES SALES __________ __________ U.S. Government Securities $ 2,282,163 $ 2,321,551 ___________ ___________ Investments (non-U.S. Government Securities) $54,611,331 $38,021,972 ___________ ___________ ___________ ___________ (4) SHARES OF BENEFICIAL INTEREST: The Declaration of Trust permits the trustees to issue an unlimited number of full and fractional shares of beneficial interest having a par value of one cent per share. Transactions in Fund shares were as follows: FOR THE FOR THE YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 __________________ _________________ Shares sold 1,262,514 425,279 Shares issued to shareholders in reinvestment of distributions 83,344 132,785 Shares redeemed (337,694) (495,664) __________ __________ Net increase 1,008,164 62,400 __________ __________ __________ __________ At December 31, 2004, two shareholders of record held approximately 83% of the total outstanding shares of the Fund. Investment activity of these shareholders could have a material impact on the Fund. A significant portion of the Fund's shares represent investments by fiduciary accounts over which Standish Mellon and its affiliates have either sole or joint investment discretion. The Fund imposes a redemption fee of 2% of the net asset value of the shares, with certain exceptions, which are redeemed or exchanged less than 90 days from the day of their purchase. The redemption fee is paid directly to the Fund, and is designed to offset brokerage commissions, market impact, and other costs associated with short-term trading in the Fund. The fee does not apply to shares that are acquired through reinvestment of distributions. For the year ended December 31, 2004, the Fund did not collect any redemption fees. 19 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (5) FEDERAL TAXES: As a regulated investment company qualified under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes all of its taxable income for its fiscal year. The tax basis components of distributable earnings and the federal tax cost as of December 31, 2004, was as follows: 2004 AMOUNT ____________ Unrealized appreciation $ 3,863,312 Unrealized depreciation (15,006) ___________ Net unrealized appreciation/depreciation 3,848,306 Undistributed ordinary income 555,312 Capital loss carry over 283,844 Cost for federal income tax purposes $44,182,540 At December 31, 2004, the Fund, for federal income tax purposes, has capital loss carryovers which will reduce the Fund's taxable income arising from net realized gain on investments, if any, to the extent permitted by the Internal Revenue Code and thus will reduce the amount of distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal income tax. Such capital loss carryovers are as follows: CAPITAL LOSS CARRY OVER EXPIRATION DATE ____________ ________________ $283,844 12/31/2010 Tax character of distributions paid during the fiscal years ended December 31, 2004, and December 31, 2003 were as follows: 2004 2003 __________ __________ Ordinary income $ 1,965,761 $ 3,060,410 (6) FINANCIAL INSTRUMENTS: In general, the following instruments are used for hedging purposes as described below. However, these instruments may also be used to seek to enhance potential gain in circumstances where hedging is not involved. The nature, risks and objectives of these instruments are set forth more fully in the Fund's Prospectus and Statement of Additional Information. The Fund may trade the following instruments with off-balance sheet risk: OPTIONS Call and put options give the holder the right to purchase or sell a security or currency or enter into a swap arrangement on a future date at a specified price. The Fund may use options to seek to hedge against risks of market exposure and changes in securities prices and foreign currencies, as well as to seek to enhance returns. Writing puts and buying calls tend to increase the Fund's exposure to the underlying instrument. Buying puts and writing calls tend to decrease the Fund's exposure to the underlying instrument, or hedge other Fund investments. Options, both held and written by the Fund, are reflected in the accompanying Statement of Assets and Liabilities at market value. The underlying face amount at value of any open purchased options is shown in the Schedule of Investments. This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments, if there is an illiquid secondary market for the contract or if the counterparty does not perform under the contract's terms. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. Realized gains and losses on purchased options are included in realized gains and losses on investment securities, except purchased options on foreign currency which are included in realized gains and losses on foreign currency transactions. If a put option written by the Fund is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund, as writer of an option, has no control over whether the underlying securities may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the security underlying the written option. 20 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- Exchange traded options are valued at the last sale price, or if no sales are reported, the last bid price for purchased options and the last ask price for written options. Options traded over-the-counter are valued using prices supplied by the dealers. The Portfolio had entered into options transactions during the year ended December 31, 2004. The option transactions were as follows: NUMBER OF WRITTEN CALL OPTION TRANSACTIONS CONTRACTS PREMIUMS __________ __________ Outstanding, beginning of period 0 0 Options written 1 2,519 Options expired (1) (2,519) __________ __________ Outstanding, end of period 0 0 __________ __________ __________ __________ NUMBER OF WRITTEN PUT OPTION TRANSACTIONS CONTRACTS PREMIUMS __________ __________ Outstanding, beginning of period 3 10,814 Options written 13 51,043 Options expired (7) (24,407) Options closed (9) (37,450) __________ __________ Outstanding, end of period 0 0 __________ __________ __________ __________ FORWARD CURRENCY EXCHANGE CONTRACTS The Fund may enter into forward foreign currency and cross currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. Risks may arise upon entering these contracts from the potential inability of counterparties to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar and other foreign currencies. The forward foreign currency and cross currency exchange contracts are marked to market using the forward foreign currency rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until the contract settlement date or upon the closing of the contract. Forward currency exchange contracts are used by the Fund primarily to protect the value of the Fund's foreign securities from adverse currency movements. Unrealized appreciation and depreciation of forward currency exchange contracts is included in the Statement of Assets and Liabilities. The Fund held foreign currency exchange contracts at December 31, 2004. See Schedule of Investments for further details. FUTURES CONTRACTS The Fund may enter into financial futures contracts for the delayed sale or delivery of securities or contracts based on financial indices at a fixed price on a future date. Pursuant to the margin requirements, the Fund deposits either cash or securities in an amount equal to a certain percentage of the contract amount. Subsequent payments are made or received by the Fund each day, depending on the daily fluctuations in the value of the underlying security, and are recorded for financial statement purposes as unrealized gains or losses by the Fund. There are several risks in connection with the use of futures contracts as a hedging device. The change in value of futures contracts primarily corresponds with the value of their underlying instruments or indices, which may not correlate with changes in the value of hedged investments. Buying futures tends to increase the Fund's exposure to the underlying instrument, while selling futures tends to decrease the Fund's exposure to the underlying instrument or hedge other Fund investments. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market. Losses may arise if there is an illiquid secondary market or if the counterparties do not perform under the contract's terms. The Fund enters into financial futures transactions primarily to manage its exposure to certain markets and to changes in securities prices and foreign currencies. Gains and losses are realized upon the expiration or closing of the futures contracts. Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. The Fund held futures at December 31, 2004. See Schedule of Investments for further details. 21 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- SWAP AGREEMENTS The Fund may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. The Fund may enter into interest rate and credit default swap agreements to manage its exposure to interest rates and credit risk. Interest rate swap agreements involve the exchange by the Fund with another party of their respective commitments to pay or receive interest, e.g., an exchange of floating rate payments for fixed rate payments with respect to a notional amount of principal. In a credit default swap, one party makes a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party on its obligation. The Fund may use credit default swaps to provide a measure of protection against defaults of issuers (i.e., to reduce risk where the Fund owns or has exposure to the corporate or sovereign issuer) or to take an active long or short position with respect to the likelihood of a particular corporate or sovereign issuer's default. In connection with these agreements, cash or securities may be set aside as collateral in accordance with the terms of the swap agreement. The Fund earns interest on cash set aside as collateral. Swaps are marked to market daily based upon quotations from market makers and change in value, if any, is recorded as unrealized gain or loss in the Statement of Operations. These financial instruments are not actively traded on financial markets. The values assigned to these instruments are based upon the best available information and because of the uncertainty of the valuation, these values may differ significantly from the values that would have been realized had a ready market for these instruments existed, and differences could be material. Payments received or made from credit default swaps at the end of the measurement period are recorded as realized gain or loss in the Statement of Operations. Net payments of interest on interest rate swap agreements, if any, are included as part of realized gain or loss. Entering into these agreements involves, to varying degrees, elements of credit, market, and documentation risk in excess of the amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of contractual terms in the agreements, and that there may be unfavorable changes in interest rates. At December 31, 2004 the Fund held swap contracts. See Schedule of Investments for further details. (7) SECURITY LENDING: The Fund may lend its securities to financial institutions which the Fund deems to be creditworthy. The loans are collateralized at all times with cash or securities with a market value at least equal to the market value of the securities on loan. The market value of securities loaned is determined daily and any additional required collateral is allocated to the Fund on the next business day. For the duration of a loan, the Fund receives the equivalent of the interest or dividends paid by the issuer on the securities loaned and also receives compensation from the investment of the collateral. As with other extensions of credit, the Fund bears the risk of delay in recovery or even loss of rights in its securities on loan should the borrower of the securities fail financially or default on its obligations to the Fund. In the event of borrower default, the Fund generally has the right to use the collateral to offset losses incurred. The Fund may incur a loss in the event it was delayed or prevented from exercising its rights to dispose of the collateral. The Fund also bears the risk in the event that the interest and/or dividends received on invested collateral is not sufficient to meet the Fund's obligations due on the loans. The Fund loaned securities during the year ended December 31, 2004 resulting in security lending income of $1,209. At December 31, 2004, the Fund had securities valued at $956,684 on loan. See Schedule of Investments for further detail on the security positions on loan and collateral held. (8) DELAYED DELIVERY TRANSACTIONS: The Fund may purchase securities on a when-issued, delayed delivery or forward commitment basis. Payment and delivery may take place a month or more after the date of the transactions. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. Income on the securities will not be earned until settlement date. The Fund instructs its custodian to segregate securities having value at least equal to the amount of the purchase commitment. The Fund may enter into to be announced ("TBA") purchase commitments to purchase securities for a fixed unit price at a future date beyond customary settlement time. Although the unit price has been established, the principal value has not been finalized. However, the amount of the commitments will not fluctuate more than 0.01% from the principal amount. The Fund holds, and maintains until settlement date, cash or high-grade debt obligations in an amount sufficient to meet the purchase price, or the Fund may enter into offsetting contracts for the forward sale of other securities it owns. Income on the securities will not be earned until settlement date. TBA purchase commitments may be considered securities in themselves, and involve a risk of loss if the value of the security to be purchased declines prior to the settlement date. Unsettled TBA purchase commitments are valued at the current market value of the underlying securities, according to the procedures described under "Investment security valuations" above. 22 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- The Fund may enter into TBA sale commitments to hedge its portfolio positions. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, an offsetting TBA purchase commitment deliverable is held as "cover" for the transaction. Unsettled TBA sale commitments are valued at the current market value of the underlying securities, generally according to the procedures described under "Investment security valuations" above. The contract is 'marked-to-market' daily and the change in market value is recorded by the Fund as an unrealized gain or loss. If the TBA sale commitment is closed through the acquisition of an offsetting purchase commitment, the Fund realizes a gain or loss from the sale of the securities based upon the unit price established at the date the commitment was entered into. The Fund did not hold any delayed delivery securities at December 31, 2004 (8) LINE OF CREDIT: The Fund, and other funds in the Trust and subtrusts in the Mellon Institutional Funds Master Portfolio Trust (the "Portfolio Trust") are parties to a committed line of credit facility, which enables each portfolio/fund to borrow, in the aggregate, up to $35 million. Interest is charged to each participating portfolio/fund based on its borrowings at a rate equal to the Federal Funds effective rate plus 1/2 of 1%. In addition, a facility fee, computed at an annual rate of .060 of 1% committed amount, is allocated ratably among the participating portfolios/funds at the end of each quarter. For the year ended December 31, 2004, a facility fee of $387 was allocated to the Fund. During the year ended December 31, 2004, the Fund had average borrowings outstanding of $26,063 on a total of four days and incurred $4 of interest expense. 23 MELLON INSTITUTIONAL FUNDS INVESTMENT TRUST STANDISH MELLON INTERNATIONAL FIXED INCOME FUND II REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Trustees of Mellon Institutional Funds Investment Trust and the Shareholders of Standish Mellon International Fixed Income Fund II Fund: 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 financial highlights present fairly, in all material respects, the financial position of Standish Mellon International Fixed Income II Fund (the "Fund") at December 31, 2004, and the results of its operations, the changes in its net assets, and the financial highlights for each of the periods indicated, 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 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 are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion PricewaterhouseCoopers LLP New York, NY February 25, 2005 24 TRUSTEES AND OFFICERS The following table lists the Trust's trustees and officers; their address and date of birth; their position with the Trust; the length of time holding that position with the Trust; their principal occupation(s) during the past five years; the number of portfolios in the fund complex they oversee; other directorships they hold in companies subject to registration or reporting requirements of the Securities Exchange Act of 1934 (generally called "public companies") or in registered investment companies; and total annual remuneration paid as of December 31, 2004. The Trust's Statement of Additional Information includes additional information about the Trust's trustees and is available, without charge, upon request by writing The Mellon Institutional Funds at P.O. Box 8585, Boston, MA 02266-8585 or calling toll free 1-800-221-4795. INDEPENDENT TRUSTEES NUMBER OF TRUSTEE PRINCIPAL PORTFOLIOS IN OTHER REMUNERATION NAME TERM OF OFFICE OCCUPATION(S) FUND COMPLEX DIRECTORSHIPS (YEAR ENDED ADDRESS, AND POSITION(S) AND LENGTH OF DURING PAST OVERSEEN BY HELD BY DECEMBER 31, DATE OF BIRTH HELD WITH TRUST TIME SERVED 5 YEARS TRUSTEE TRUSTEE 2004) - ------------------------------------------------------------------------------------------------------------------------------------ Samuel C. Fleming Trustee Trustee since Chairman of the Board 30 None Fund: $799 c/o Decision Resources, Inc. 11/3/1986 and Chief Executive 260 Charles Street Officer, Decision Waltham, MA 02453 Resources, Inc. 9/30/40 Caleb Loring III Trustee Trustee since Trustee, Essex Street 30 None Fund: $859 c/o Essex Street Associates 11/3/1986 Associates (family P.O. Box 181 investment trust office) Beverly, MA 01915 11/14/43 Benjamin M. Friedman Trustee Trustee since William Joseph Maier, 30 None Fund: $799 c/o Harvard University 9/13/1986 Professor of Political Cambridge, MA 02138 Economy, Harvard 8/5/44 University John H. Hewitt Trustee Trustee since Trustee, Mertens 30 None Fund: $799 P.O. Box 2333 11/3/1986 House, Inc. (hospice) New London, NH 03257 4/11/35 INTERESTED TRUSTEES Patrick J. Sheppard Trustee, President Since 2003 Senior Vice President 30 None Fund: $0 Mellon Institutional and Chief and Chief Operating Officer, Asset Management Executive Officer Mellon Institutional One Boston Place Asset Management; Boston, MA 02108 formerly Vice President 7/24/65 and Chief Financial Officer, Mellon Institutional Asset Management 25 PRINCIPAL OFFICERS WHO ARE NOT TRUSTEES NUMBER OF PORTFOLIOS IN NAME TERM OF OFFICE FUND COMPLEX ADDRESS, AND POSITION(S) AND LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN BY DATE OF BIRTH HELD WITH TRUST TIME SERVED DURING PAST 5 YEARS TRUSTEE - ------------------------------------------------------------------------------------------------------------------------------------ Barbara A. McCann Vice President Since 2003 Senior Vice President and Head of Operations 30 Mellon Institutional and Secretary Mellon Institutional Asset Management, formerly Asset Management First Vice President, Mellon Institutional Asset One Boston Place Management and Mellon Global Investments Boston, MA 02108 2/20/61 Steven M. Anderson Vice President Vice President Vice President and Mutual Funds Controller, 30 Mellon Institutional and Treasurer since 1999; Mellon Institutional Asset Management Asset Management Treasurer Institutional Asset One Boston Place since 2002 Boston, MA 02108 7/14/65 Denise B. Kneeland Assistant Vice Since 1996 Vice President and Manager, Mutual Funds Operations, 30 Mellon Institutional President Mellon Institutional Asset Management Asset Management One Boston Place Boston, MA 02108 8/19/51 Cara E. Hultgren Assistant Vice Since 2001 Assistant Vice President and Manager, 30 Mellon Institutional President Shareholder Services, Mellon Institutional Asset Management Asset Management since 2001; One Boston Place Shareholder Representative, Boston, MA 02108 Standish Mellon Asset Management 1/19/71 Jan F. Jumet Chief Since 2004 Senior Vice President and Chief Compliance Officer 30 tandish Mellon Assest Compliance for Standish Mellon Asset Management Company LLC; Management Company LLC Officer formerly Director of Compliance and Administration One Boston Place and Chief Administration Officer for Standish Mellon Boston, MA 02108 Asset Management Company LLC, Senior 8/9/66 Vice President and Chief Administration Officer for Mellon Bond Associates, LLP, and First Vice President and Senior Sales Associate for Mellon Institutional Asset Management 26 THIS PAGE INTENTIONALLY LEFT BLANK THIS PAGE INTENTIONALLY LEFT BLANK THIS PAGE INTENTIONALLY LEFT BLANK One Boston Place Boston, MA 02108-4408 800.221.4795 www.melloninstitutionalfunds.com ITEM 2. CODE OF ETHICS. As of December 31, 2004, the Registrant has adopted a Code of Ethics, as defined in Item 2(b) of Form N-CSR, that applies to the Principal Executive Officer and Principal Financial Officer. For the fiscal year ended December 31, 2004, there were no amendments to a provision of the Code of Ethics nor were there any waivers granted from a provision of the Code of Ethics. A copy of the Registrant's Code of Ethics that applies to the Principal Executive Officer and Principal Financial Officer is filed as an exhibit to this Form N-CSR under Item 11(a)(1). ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. The Registrant's Board of Trustees has determined that the Registrant has more than one audit committee financial expert, as defined in Item 3 of Form N-CSR, serving on its audit committee. The audit committee financial experts serving on the Registrant's audit committee are John H. Hewitt and Caleb Loring III, both of whom are "independent" pursuant to paragraph (a)(2) of Item 3 of Form N-CSR. Mr. Hewitt served at Morgan Stanley as a securities analyst and also in a supervisory role regarding analysis. He has held a chartered financial analyst designation, as well as a master's degree in business administration from Harvard University. He has been a member of the Registrant's audit committee since its inception. Mr. Loring served as an executive in the commercial lending division of the Bank of Boston, N.A., performing and supervising credit analyses and reviewing financial statements of potential and existing borrowers. Also, Mr. Loring has served as a private trustee in the Ayer Family Office, where his duties involve financial statement analysis. He has been a member of the Registrant's audit committee since its inception, and has served on the audit committees of several privately held companies. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. (a) AUDIT FEES: The aggregate fees billed for professional services rendered by the principal accountant, PricewaterhouseCoopers LLP, for the audit of the Registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings for 2004 and 2003 were $130,555 and $127,776, respectively. (b) AUDIT RELATED FEES: The aggregate fees billed for audit-related professional services rendered by PricewaterhouseCoopers LLP for 2004 and 2003 were $40,356 and $39,290, respectively. Such services and related fees for 2004 and 2003 included the preparation of fiscal year end tax provisions and distribution requirements necessary to prepare annual financial statements. (c) TAX FEES: The aggregate fees billed for professional services rendered by PricewaterhouseCoopers LLP for tax compliance, tax advice, and tax planning for 2004 and 2003 were $96,205 and $92,214, respectively. Services rendered in both years 2003 included asset diversification testing, the preparation of tax returns and extensions, the review of periodic distributions and, in 2003, tax advice related to the proper tax treatment of investments in total return swaps. (d) ALL OTHER FEES: No such fees were billed to the Registrant by PricewaterhouseCoopers LLP for 2004 or 2003. (e) (1) AUDIT COMMITTEE PRE-APPROVAL POLICY: The Registrant's audit committee pre-approves all audit and non-audit services to be performed by the Registrant's accountant before the accountant is engaged by the Registrant to perform such services. (e) (2) 100% of the services described in each of paragraphs (b) through (d) of this Item 4 were pre-approved by the Registrant's audit committee before the accountant was engaged by the Registrant to perform such services. (f) Not applicable. (g) The aggregate non-audit fees billed by the Registrant's accountant for services rendered to the Registrant's investment adviser by PricewaterhouseCoopers LLP for 2004 and 2003 were $31,000 and $50,925, respectively. Services provided in 2004 included the review and documentation of the Registrant's change in custodian and fund accounting agent and the review and issuance of consent related to the registration and filing of a new fund on Form N-1A. Services provided in 2003 included consultation and discussions regarding the tax implications resulting from the Registrant's change of custodian and fund administrator, including change in partnership allocation methodology for funds in a master feeder structure and state tax issues concerning domicile of master portfolios. The aggregate non-audit fees billed by the Registrant's accountant for services rendered to the Registrant's transfer agent by PricewaterhouseCoopers LLP for 2004 were $43,708. Services provided in 2004 included a review of the transfer agency function and to issue a report under Rule 17Ad-13(a)(3) of the Securities and Exchange Act of 1934. In 2003, the Registrant's transfer agent was not an entity controlling, controlled by, or under common control with the Registrant's investment adviser. (h) Because all of the non-audit services rendered to the Registrant's investment adviser or any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant were pre-approved by the Registrant's Audit Committee of the Board of Directors and no such non-audit services were not pre-approved, the Audit Committee was not asked to consider whether the provision of non-audit services rendered to the Registrant's investment adviser or any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant which were not pre-approved by the Registrant's Audit Committee is compatible with maintaining the principal accountant's independence. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable to the Registrant. ITEM 6. SCHEDULE OF INVESTMENTS Included as part of the report to shareholders filed under Item 1 of this Form N-CSR. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable to the Registrant. ITEM 8. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. Not applicable to the Registrant. ITEM 9. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. There have been no material changes. ITEM 10. CONTROLS AND PROCEDURES. (a) The Registrant's Principal Executive Officer and Principal Financial Officer concluded that the Registrant's disclosure controls and procedures are effective based on their evaluation of the Registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this report (the "Evaluation Date" as defined in Rule 30a-3(c) under the Investment Company Act of 1940). (b) Not applicable to the Registrant. ITEM 11. EXHIBITS. (a)(1) Code of Ethics required by Item 2 is attached hereto as an exhibit. (a)(2) Certifications of the Principal Executive Officer and Principal Financial Officer of the Registrant as required by Rule 30a-2(a) under the Investment Company Act of 1940 are attached hereto as Exhibit 99CERT.302 (b) Certifications as required by Rule 30a-2(b) under the Investment Company Act of 1940 and pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto as Exhibit 99CERT.906. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) Mellon Institutional Funds Investment Trust By (Signature and Title): /s/ BARBARA A. MCCANN --------------------------------------------------- Barbara A. McCann, Vice President and Secretary Date: March 10, 2004 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities, and on the dates indicated. By (Signature and Title): /s/ PATRICK J. SHEPPARD --------------------------------------------------- Patrick J. Sheppard, President and Chief Executive Officer Date: March 10, 2004 By (Signature and Title): /s/ STEVEN M. ANDERSON --------------------------------------------------- Steven M. Anderson, Vice President and Treasurer Date: March 10, 2004