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 811-04101 Excelsior Tax-Exempt Funds, Inc. (Exact name of registrant as specified in charter) ---------- One Freedom Valley Drive Oaks, Pennsylvania 19456 (Address of principal executive offices) (Zip code) Michael R. Rosella, Esq. Paul, Hastings, Janofsky & Walker LLP 75 East 55th Street New York, New York 10022 (Name and address of agent for service) Registrant's telephone number, including area code: 1-800-446-1012 Date of fiscal year end: March 31, 2004 Date of reporting period: March 31, 2004 Item 1. Reports to Stockholders. Excelsior Tax-Exempt Funds, Inc. currently offers shares in seven managed investment portfolios: Tax-Exempt Money Fund, New York Tax-Exempt Money Fund, Long-Term Tax-Exempt Fund, Intermediate-Term Tax-Exempt Fund, Short-Term Tax-Exempt Securities Fund, New York Intermediate-Term Tax-Exempt Fund and California Tax-Exempt Income Fund. Each Portfolio is included in one of the two reports included herein. [LOGO] Excelsior Funds TAX-EXEMPT FIXED INCOME PORTFOLIOS ANNUAL REPORT March 31, 2004 TABLE OF CONTENTS PAGE ---- LETTER TO SHAREHOLDERS........................................... 1 ADVISER'S FIXED INCOME MARKET REVIEW............................. 2 ADVISER'S INVESTMENT REVIEWS Long-Term Tax-Exempt Fund..................................... 3 Intermediate-Term Tax-Exempt Fund............................. 4 Short-Term Tax-Exempt Securities Fund......................... 5 New York Intermediate-Term Tax-Exempt Fund.................... 6 California Tax-Exempt Income Fund............................. 7 STATEMENTS OF ASSETS AND LIABILITIES............................. 8 STATEMENTS OF OPERATIONS......................................... 9 STATEMENTS OF CHANGES IN NET ASSETS.............................. 10 FINANCIAL HIGHLIGHTS -- SELECTED PER SHARE DATA AND RATIOS....... 12 PORTFOLIOS OF INVESTMENTS Long-Term Tax-Exempt Fund..................................... 14 Intermediate-Term Tax-Exempt Fund............................. 16 Short-Term Tax-Exempt Securities Fund......................... 19 New York Intermediate-Term Tax-Exempt Fund.................... 22 California Tax-Exempt Income Fund............................. 24 NOTES TO FINANCIAL STATEMENTS.................................... 29 REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS................ 38 DIRECTORS/TRUSTEES AND OFFICERS OF THE EXCELSIOR FUNDS COMPLEX... 39 FEDERAL TAX INFORMATION.......................................... 43 For shareholder account information, current price and yield quotations, or to make an initial purchase or obtain a prospectus, call 1-800-446-1012, from overseas, call 617-483-7297. Internet Address: http://www.excelsiorfunds.com This report must be preceded or accompanied by a current prospectus. A description of the policies and procedures that Excelsior Funds use to determine how to vote proxies relating to portfolio securities is available (i) without charge, upon request, by calling 1-800-446-1012, and (ii) on the Excelsior Funds' website. You should consider the Fund's investment objectives, risks, charges and expenses carefully before you invest. Information about these and other important subjects is in the fund's prospectus, which you should read carefully before investing. Excelsior Tax-Exempt Funds, Inc. are distributed by Edgewood Services, Inc. You may write to Excelsior Tax-Exempt Funds, Inc. at the following address: Excelsior Funds P.O. Box 8529 Boston, MA 02266-8529 SHARES IN THE FUNDS ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY, UNITED STATES TRUST COMPANY OF NEW YORK, U.S. TRUST COMPANY, N.A., THEIR PARENT OR AFFILIATES AND SHARES ARE NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY. INVESTMENTS IN THE FUNDS INVOLVE INVESTMENT RISKS, INCLUDING POSSIBLE LOSS OF PRINCIPAL. FUND SHARES ARE NOT INSURED OR GUARANTEED BY THE U.S. GOVERNMENT. LETTER TO SHAREHOLDERS - -------------------------------------------------------------------------------- April 2, 2004 Dear Valued Excelsior Shareholder: The fiscal year ended March 31, 2004 was marked by a continuing market uptrend, which signaled the end of a difficult multi-year downturn that concluded just as the new fiscal year began in the spring of 2003. I am pleased to report that Excelsior's fund managers were ready for the challenge of renewed global growth. As economic stimulus from Federal Reserve monetary policy and Treasury fiscal policy took hold, the markets rallied strongly. We believe, our fixed-income product offerings, dealt successfully with the Fed's prevailing interest-rate environment.* I also wish to emphasize that when it comes to safeguarding investors, we take our fiduciary responsibility to our fellow shareholders seriously. Accordingly, we monitor our daily cash flows and work with intermediaries to identify market timers and attempt to prohibit them from investing in our funds. Last November, our Board of Trustees approved enhanced policies to monitor and combat this activity. The independent trustees have independent counsel who report to them and assist them in protecting shareholders' best interests. All employees of the adviser are required to adhere to a strict Code of Ethics, which prohibits them from utilizing insider information, from engaging in "late trading" or "market timing" of any mutual fund's shares. From the perspective of fees and expense management, we maintain expense caps on each of our mutual funds. U.S. Trust as adviser reimburses the Funds, when necessary; to ensure that expense caps are not exceeded. Currently, all Excelsior Funds are benchmarked under the Lipper Average for expenses. Additionally, we do not charge front-end sales loads on any of our Funds. Going forward, we see a more challenging investment environment, with geo-political uncertainty and a domestic focus on the Presidential election, along with a clear shift in Federal Reserve policy that we expect will result in rising interest rates. We expect that U.S. Trust's portfolio managers will continually evaluate their investment decisions, since it is our belief that new investment opportunities will emerge. Acting as disciplined professionals, our portfolio managers can be expected to continue to capitalize on these prospects as they take shape. As always, we value your confidence in selecting Excelsior to fulfill your investment needs. We maintain a total commitment to providing you with best-in-class investment products and service. We strongly believe that our array of products may help you to meet the full range of your financial objectives. Sincerely, /s/ James L. Bailey James L. Bailey President - -------- * Past performance is not predictive of future performance. Please refer to our discussion and analysis of each Excelsior Fund's performance for the year ended March 31, 2004 in the pages that follow. 1 EXCELSIOR TAX-EXEMPT FUNDS, INC. ADVISER'S FIXED INCOME MARKET REVIEW - -------------------------------------------------------------------------------- In the fiscal first quarter of 2003, interest rates declined by 25 to 30 basis points ("bp") across the yield curve. Higher yields in the beginning of the quarter (the 10 year Treasury was just over 4%), gave way to a sharp decline in rates in the middle of the quarter in response to weaker economic data. Interest rates bottomed out in the middle of June just prior to the 13th rate cut by the Federal Reserve. The federal funds rate was reduced by 25 bp to a generation low of 1%, while the discount rate was kept at 0.75%. After reaching record low yields (the 2 year Treasury came close to 2%), interest rates then rose 40 to 50 bp into quarter end. By the end of the quarter, the yield on the 2 year Treasury was 1.3%, while the 5 year and 10 year Treasury yields were at 2.4% and 3.5%, respectively. Adjusting for the roll of the newly issued Treasury securities during the quarter, the shape of the yield curve was relatively unchanged with the 2 year/30 year spread ending the quarter at 326 bp. Municipal securities, on the other hand, rallied in mid-April, propelled by the increasing awareness that the economy had not been restrained by the Iraq war alone. The positive momentum continued into June, but then dwindled in the run up to the Federal Open Market Committee meeting on June 25th. In the final weeks of the quarter, interest rates ratcheted higher as investors focused their attention on prospects of a stronger economy fueled by a combination of fiscal and monetary stimulus as well as a weaker dollar. The fiscal second quarter proved to be another extremely volatile period for the fixed-income markets. Treasury yields, for instance, saw notably wide swings. In the first two months of the quarter, interest rates rose by over 100 basis points for 3 to 10 year securities on signs of stronger economic growth. The yield on the 10 year Treasury note, for example, climbed to a high of 4.6% from 3.5% at the end of June. The last month of the quarter, however, saw a significant decline in the rise in yields on concern that the rebound in the economy could not be sustained at the same pace. In September, Treasury yields dropped by 30-60 bp. For the quarter, the Treasury yield curve steepened at the front end with the 2 year/5 year spread widening by 26 bp. The curve beyond 5 years flattened as the 5 year/30 year spread narrowed by 9 bp to 205 bp. Municipal securities followed a similar pattern, continuing trends that had been in place through much of the previous fiscal year. In the fiscal third quarter, Treasury yields rose as a result of continued acceleration in economic growth and improvement in the equity markets. For the period, municipal securities decisively outperformed Treasuries, most notably on the longer end of the yield curve (beyond seven years), while municipal interest rates actually declined modestly for the period. In general, municipal interest rates rose through mid-October, and then began a volatile two-month decline, which ended in mid-December. During the quarter continued strong investor demand combined with lighter supply was the impetus for the strong relative performance of municipal securities as compared to Treasuries. In the final quarter of the fiscal year, Treasuries rallied and yields declined overall. The yield on the 10 year Treasury note, for instance, declined by over 40 bp in the period, falling below 3.75% for the first time since last summer, to end the quarter at 3.85%. The intermediate part of the curve experienced the greatest drop in yields as the yield on the 5 year Treasury note declined more than 45 bp to 2.78%. Inflation remained low which, along with muted job growth, kept the Federal Reserve from raising its target interest rate of 1%. Reversing the trend, the Treasury yield curve flattened at the front end with the 2 year/5 year spread narrowing by approximately 22 bp. Beyond 5 years, there was further steepening in the yield curve as the 5 year/ 30 year spread widened an additional 17 bp to 199 bp. Municipal yields, on the other hand, were essentially flat across the board for the three month period, significantly underperforming Treasuries and taxable fixed-income securities in the period. As has been the case for some time now, the almost identical beginning and ending yield numbers mask considerable intra-quarter volatility. 2 EXCELSIOR TAX-EXEMPT FUNDS, INC. LONG-TERM TAX-EXEMPT FUND - -------------------------------------------------------------------------------- For the fiscal first half of the year ended March 31, 2004, Fund investment activity was minimal, as we remained comfortable with the Fund's barbell structure and strategy. We did sell several bonds with short calls. As all long bonds were by and large trading at their calls, we moved out toward bonds with longer (10-year) call provisions. Fund performance came in slightly below the Merrill Lynch 22+ Year Muni Index, its benchmark, in the first half of the year. In the fiscal third quarter, we raised cash to 40% and maintained a similarly defensive strategy in anticipation of higher long-term interest rates. In the final quarter, we did make a single purchase as the market rallied. We nevertheless maintained roughly 40% cash reserves. To sum up the fiscal year as a whole, we were expecting interest rates to rise and so had positioned the Fund defensively with large cash positions; unfortunately, rates declined, and thus the cash position proved to be a drag on the Fund's performance. For the twelve months ended March 31, 2004, the Fund posted a total return of 4.01%* ranking 260 out of 299 funds, based on total return, in the Lipper General Municipal Debt Fund category**. The Fund ranked 153 and 13 among 229 and 120 funds, respectively, for the same Lipper category for the five and ten years ended March 31, 2004, with cumulative total returns of 23.43%* and 86.89%,* respectively. [CHART] - --------------------------------------------- Long-Term Tax-Exempt Fund+ - --------------------------------------------- Average Annual Total Return Ended on 3/31/04* - --------------------------------------------- 1 Year 5 Years 10 Years - --------------------------------------------- 4.01% 4.30% 6.45% - --------------------------------------------- Long-Term Tax-Exempt Fund Merrill Lynch 22+ Year Muni Index*** ------------------------- ------------------------------------ 3/31/94 $10,000 $10,000 3/31/95 11,101 10,640 3/31/96 12,139 11,539 3/31/97 12,776 12,145 3/31/98 14,363 13,874 3/31/99 15,142 14,784 3/31/00 14,540 14,289 3/31/01 16,247 16,327 3/31/02 16,620 16,833 3/31/03 17,969 18,644 3/31/04 18,690 20,214 Past performance is not predictive of future performance. Investment returns and principal values will vary and shares may be worth more or less at redemption than their original cost. A portion of the Fund's income may be subject to the Alternative Minimum Tax and some investors may be subject to certain state and local taxes. The above illustration compares a $10,000 investment made in the Fund and a broad-based index over the past ten fiscal years. The chart assumes all dividends and capital gain distributions are reinvested. The Fund's performance takes into account fees and expenses. The index does not take into account charges, fees and other expenses. Further, information relating to Fund performance is contained in the Financial Highlights section of the Prospectus and elsewhere in this report. - -------- * Total return represents the change during the period in a hypothetical account with dividends reinvested. ** Source: Lipper, Inc.--Lipper is an independent mutual fund performance monitor. Lipper rankings do not consider sales charges. *** Source: Merrill Lynch--the Merrill Lynch 22+ Year Muni Index consists of bonds with an outstanding par which is greater than or equal to 25 million and a maturity range greater than or equal to 22 years. + Currently certain fees are waived. Had such fees not been waived, returns would have been lower. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of shares. 3 EXCELSIOR TAX-EXEMPT FUNDS, INC. INTERMEDIATE-TERM TAX-EXEMPT FUND - -------------------------------------------------------------------------------- In the fiscal first quarter of the year ended March 31, 2004, we kept investment activity to a minimum as we were satisfied with the defensive structure of the Fund. Given the drop in interest rates, and the steepness of the yield curve, we continued to replace 5 and 6 year bonds with 10 year bonds. At the same time, we increased the Fund's cash position by about 5% (to roughly 29%) while maintaining a 6.25 year average maturity. In the ensuing two fiscal quarters, we pursued a similar strategy, making relatively few changes to the Fund. During the final quarter of the fiscal year, we did extend the Fund's average maturity by two to three months; we also put the Fund's cash to work, bringing the number down to roughly 24%. We continued to maintain a slight barbell position, with 7 to 10 year non-callable bonds and cash, as we waited for the yield curve to flatten. For the fiscal year as a whole, the Fund's cash position detracted from Fund performance; at the same time, however, the Fund's roughly six year average maturity proved a partial offset, as did the fact that the yield curve between 5 and 10 year issues flattened modestly for the year. For the fiscal year ended, March 31, 2004, the Fund realized a total return of 4.19%* and ranked 77 out of 148 funds, based on total return, in the Lipper Intermediate Municipal Debt Fund category**. The Fund ranked 47 and 14 among 97 and 66 funds, respectively, for the same Lipper category for the five and ten years ended March 31, 2004, with cumulative total returns of 27.75%* and 76.68%,* respectively. [CHART] - --------------------------------------------- Intermediate-Term Tax-Exempt Fund+ - --------------------------------------------- Average Annual Total Return Ended on 3/31/04* - --------------------------------------------- 1 Year 5 Years 10 Years - --------------------------------------------- 4.19% 5.02% 5.86% - --------------------------------------------- Intermediate-Term Merrill Lynch 3-7 Merrill Lynch 7-12 Tax-Exempt Fund Year Muni Index*** Year Muni Index**** --------------- ----------------- ------------------ 3/31/94 $10,000 $10,000 $10,000 3/31/95 10,634 10,527 10,616 3/31/96 11,517 11,281 11,606 3/31/97 12,044 11,735 12,159 3/31/98 13,105 12,640 13,438 3/31/99 13,830 13,371 14,259 3/31/00 13,758 13,496 14,318 3/31/01 15,149 14,845 15,990 3/31/02 15,514 15,364 16,500 3/31/03 16,958 17,014 18,358 3/31/04 17,669 17,790 19,531 Past performance is not predictive of future performance. Investment returns and principal values will vary and shares may be worth more or less at redemption than their original cost. A portion of the Fund's income may be subject to the Alternative Minimum Tax and some investors may be subject to certain state and local taxes. The above illustration compares a $10,000 investment made in the Fund and broad-based indices over the past ten fiscal years. The chart assumes all dividends and capital gain distributions are reinvested. The Fund's performance takes into account fees and expenses. The indices do not take into account charges, fees and other expenses. Further information relating to Fund performance is contained in the Financial Highlights section of the Prospectus and elsewhere in this report. - -------- *Total return represents the change during the period in a hypothetical account with dividends reinvested. **Source: Lipper, Inc.--Lipper is an independent mutual fund performance monitor. Lipper rankings do not consider sales charges. ***Source: Merrill Lynch--the Merrill Lynch 3-7 Year Muni Index is a widely-accepted unmanaged market-weighted index comprised of fixed-rate, coupon-bearing bonds issued within five years of the most recent month-end with greater than $50 million principal amount having a Moody's investment grade rating and maturities of three to seven years. ****Source: Merrill Lynch--the Merrill Lynch 7-12 Year Muni Index is a widely-accepted unmanaged market-weighted index comprised of fixed-rate, coupon-bearing bonds issued within five years of the most recent month-end with greater than $50 million principal amount having a Moody's investment grade rating and maturities of seven to twelve years. +Currently certain fees are waived. Had such fees not been waived, returns would have been lower. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of shares. 4 EXCELSIOR TAX-EXEMPT FUNDS, INC. SHORT-TERM TAX-EXEMPT SECURITIES FUND - -------------------------------------------------------------------------------- In the fiscal first quarter, of the year ended March 31, 2004, while cash inflows to the Fund continued at a rapid pace, putting the money to work effectively in two or three year bonds proved challenging as rates dropped sharply in the period. We saw little to be gained at that point--in terms of higher yields--by extending the Fund's average maturity. In other words, as the yield spread between the very short end and the one to two year area was virtually flat, we saw little incentive to extend. That said, given the cash inflows, we did make several purchases in the 1.5-2 year range in the fiscal first quarter. At the end of this period, the average life of the Fund stood at roughly 5 months, down from about 8 months. We maintained roughly a 45% cash level as we awaited an upturn in rates. In the fiscal second and third quarters, as short rates did indeed back up, we deployed cash and equivalents, bringing the number from 48% to 25%, and extended the Fund's average maturity from 4 months to approximately 2 years. These moves contributed positively to the Fund's performance. In the fiscal fourth quarter, cash inflows to the Fund continued at a rapid rate. Even so, although we put the cash to work wherever possible, between cash inflows and maturing issues, the cash level had grown to 45% by the end of the fiscal year. By year end, the average maturity had declined from 2.0 years to 1.5 years, much of it caused merely by the passage of time. [CHART] - --------------------------------------------- Short-Term Tax-Exempt Securities Fund+ - --------------------------------------------- Average Annual Total Return Ended on 3/31/04* - --------------------------------------------- 1 Year 5 Years 10 Years - --------------------------------------------- 1.40% 2.79% 3.59% - --------------------------------------------- Short-Term Tax-Exempt Merrill Lynch 1-3 Securities Fund Year Municipal Bond Index** --------------- --------------------------- 3/31/94 $10,000 $10,000 3/31/95 10,345 10,363 3/31/96 10,906 10,974 3/31/97 11,293 11,366 3/31/98 11,859 11,973 3/31/99 12,393 12,550 3/31/00 12,569 12,893 3/31/01 13,321 13,766 3/31/02 13,747 14,341 3/31/03 14,028 15,081 3/31/04 14,224 15,414 Past performance is not predictive of future performance. Investment returns and principal values will vary and shares may be worth more or less at redemption than their original cost. A portion of the Fund's income may be subject to the Alternative Minimum Tax and some investors may be subject to certain state and local taxes. The above illustration compares a $10,000 investment made in the Fund and a broad-based index over the past ten fiscal years. The chart assumes all dividends and capital gain distributions are reinvested. The Fund's performance takes into account fees and expenses. The index does not take into account charges, fees and other expenses. Further information relating to Fund performance is contained in the Financial Highlights section of the Prospectus and elsewhere in this report. - -------- * Total return represents the change during the period in a hypothetical account with dividends reinvested. ** Source: Merrill Lynch--the Merrill Lynch 1-3 Year Municipal Bond Index is a widely-accepted unmanaged market-weighted index comprised of fixed-rate, coupon-bearing bonds issued within five years of the most recent month-end with greater than $50 million principal amount having a Moody's investment grade rating and maturities of one to three years. + Currently certain fees are waived. Had such fees not been waived, returns would have been lower. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of shares. 5 EXCELSIOR TAX-EXEMPT FUNDS, INC. NEW YORK INTERMEDIATE-TERM TAX-EXEMPT FUND - -------------------------------------------------------------------------------- In the fiscal first quarter of the year ended March 31, 2004, we kept Fund activity to a minimum as we were satisfied with its structure, which was positioned defensively to wait for an increase in interest rates. Given the drop in rates, and the steepness of the yield curve, we continued to replace 5 and 6 year bonds with 10 year bonds. At the same time, we increased cash by about 5% (to roughly 29%) while maintaining an approximate 6.25 year average maturity. In the ensuing two fiscal quarters, we pursued a similar strategy, making relatively few changes to the Fund. In the final fiscal quarter, we made a single purchase, extending the average maturity of the Fund by roughly two to three months, bringing cash from 29% to approximately 25%. We continued to maintain a slight barbell position, with 7 to 10 year non-callable bonds and cash, as we waited for the yield curve to flatten. For the fiscal year as a whole, the Fund's cash position detracted from Fund performance; at the same time, however, the Fund's approximate six year average maturity proved a partial offset, as did the fact that the yield curve between 5 and 10 year issues flattened modestly for the year. Finally, New York credit-related issues had no impact on the Fund's performance as the average rating on the Fund's holding was AA-plus. [CHART] - --------------------------------------------- New York Intermediate-Term Tax-Exempt Fund+ - --------------------------------------------- Average Annual Total Return Ended on 3/31/04* - --------------------------------------------- 1 Year 5 Years 10 Years - --------------------------------------------- 4.06% 4.96% 5.55% - --------------------------------------------- New York Merrill Lynch Merrill Lynch Intermediate-Term 3-7 Year New York Muni 7-12 Year New York Muni Tax-Exempt Fund Index** Index*** ----------------- ------------- -------------- 3/31/94 $10,000 $10,000 $10,000 3/31/95 10,605 10,726 10,319 3/31/96 11,323 11,683 11,793 3/31/97 11,828 12,225 12,380 3/31/98 12,816 13,213 13,790 3/31/99 13,477 13,980 14,639 3/31/00 13,412 14,059 14,676 3/31/01 14,763 15,502 16,412 3/31/02 15,138 16,009 16,962 3/31/03 16,494 17,655 18,770 3/31/04 17,164 18,490 20,129 Past performance is not predictive of future performance. Investment returns and principal values will vary and shares may be worth more or less at redemption than their original cost. A portion of the Fund's income may be subject to the Alternative Minimum Tax. The above illustration compares a $10,000 investment made in the Fund and broad-based indices over the past ten fiscal years. The chart assumes all dividends and capital gain distributions are reinvested. The Fund's performance takes into account fees and expenses. The indices do not take into account charges, fees and other expenses. Further information relating to Fund performance is contained in the Financial Highlights section of the Prospectus and elsewhere in this report. - -------- * Total return represents the change during the period in a hypothetical account with dividends reinvested. ** Source: Merrill Lynch--the Merrill Lynch 3-7 Year New York Muni Index is a widely-accepted unmanaged market-weighted index comprised of fixed-rate, coupon-bearing bonds of New York Municipalities issued within five years of the most recent month-end with greater than $50 million principal amount having a Moody's investment grade rating and maturities of three to seven years. *** Source: Merrill Lynch--the Merrill Lynch 7-12 Year New York Muni Index is a widely-accepted unmanaged market-weighted index comprised of fixed-rate, coupon-bearing bonds of New York Municipalities issued within five years of the most recent month-end with greater than $50 million principal amount having a Moody's investment grade rating and maturities of seven to twelve years. + Currently certain fees are waived. Had such fees not been waived, returns would have been lower. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of shares. 6 EXCELSIOR TAX-EXEMPT FUNDS, INC. CALIFORNIA TAX-EXEMPT INCOME FUND - -------------------------------------------------------------------------------- Although tax-exempt yields were very similar at the end of the fiscal year of March 31, 2004, to the beginning, there was still a fair amount of volatility throughout the year. Yields rose sharply across all markets in late June and July, 2003, and otherwise trended generally lower, ending with little change for the fiscal year. The yield spread between California and national bonds remained very narrow in intermediate maturities. California bond yields historically are lower than national bonds by 15-25 basis points, but with the budget difficulties the State has endured over the last few years, that relationship has changed to 5 to 10 basis points. As California finances improve, and the yield relationship returns to historical norms, the relative performance of California portfolios should also improve. Over the past year we have emphasized high quality, short to intermediate California bonds, with higher coupons in an effort to protect the Fund from high volatility. With interest rates remaining low, our strategy has been to keep the duration of the Fund shorter than our comparable national benchmark, to be defensively positioned in the event that rates rose. Duration is a measure of a security's price sensitivity to changes in interest rates. The Fund had a duration of 3.48 at the end of the fiscal year, compared to 4.38 for the Merrill Lynch 3-7 Year Municipal Index, the Fund's benchmark. Because rates did not rise significantly over the year, longer bonds performed somewhat better than the Fund's more defensive shorter to intermediate term bonds, negatively impacting Fund performance. [CHART] - --------------------------------------------- California Tax-Exempt Income Fund+ - --------------------------------------------- Average Annual Total Return Ended on 3/1/04* - --------------------------------------------- Since Inception 1 Year 5 Years (10/1/96) - --------------------------------------------- 3.19% 4.25% 4.59% - --------------------------------------------- Merrill Lynch California Tax-Exempt 3-7 Year Municipal Income Fund Index** --------------------- ------------------ 10/01/96 $10,000 $10,000 3/31/97 10,105 10,188 3/31/98 10,854 10,973 3/31/99 11,369 11,608 3/31/00 11,501 11,717 3/31/01 12,320 12,887 3/31/02 12,729 13,338 3/31/03 13,568 14,771 3/31/04 14,000 15,444 Past performance is not predictive of future performance. Investment returns and principal values will vary and shares may be worth more or less at redemption than their original cost. A portion of the Fund's income may be subject to the Alternative Minimum Tax. The above illustration compares a $10,000 investment made in the Fund and a broad-based index since 10/1/96 (inception date). The chart assumes all dividends and capital gain distributions are reinvested. The Fund's performance takes into account fees and expenses. The index does not take into account charges, fees and other expenses. Further information relating to Fund performance is contained in the Financial Highlights section of the Prospectus and elsewhere in this report. - -------- * Total return represents the change during the period in a hypothetical account with dividends reinvested. ** Source: Merrill Lynch--the Merrill Lynch 3-7 Year Municipal Index is a widely-accepted unmanaged market-weighted index comprised of fixed-rate, coupon-bearing bonds issued within five years of the most recent month-end with greater than $50 million principal amount having a Moody's investment grade rating and maturities of three to seven years. + Currently certain fees are waived. Had such fees not been waived, returns would have been lower. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of shares. 7 Excelsior Tax-Exempt Funds, Inc. Statements of Assets and Liabilities March 31, 2004 New York Intermediate- Short-Term Intermediate- California Long-Term Term Tax-Exempt Term Tax-Exempt Tax-Exempt Tax-Exempt Securities Tax-Exempt Income Fund Fund Fund Fund Fund ----------- ------------- ------------ ------------- ----------- ASSETS: Investments, at cost-see accompanying portfolios............................ $70,893,065 $368,382,039 $359,682,386 $170,982,472 $64,463,629 =========== ============ ============ ============ =========== Investments, at value (Note 1)......... $72,303,672 $384,464,086 $361,112,928 $176,358,201 $67,380,775 Interest receivable.................... 661,591 4,033,763 3,234,966 2,213,021 743,045 Receivable for fund shares sold........ 40 222,118 495,115 50 45,000 ----------- ------------ ------------ ------------ ----------- Total Assets.......................... 72,965,303 388,719,967 364,843,009 178,571,272 68,168,820 LIABILITIES: Payable for dividends declared......... 124,769 780,631 268,034 308,484 155,650 Payable for fund shares redeemed....... 2,813 121,003 3,809,927 41,592 2,027 Payable for investments purchased...... -- -- -- -- 1,083,130 Investment advisory fees payable (Note 2).............................. 31,417 115,577 91,663 76,525 13,711 Administration fees payable (Note 2)... 6,984 36,704 33,968 17,010 6,326 Shareholder servicing fees payable (Note 2).............................. 3,044 2,317 468 968 531 Directors' fees payable (Note 2)....... 78 576 962 279 131 Accrued expenses and other payables.............................. 13,108 39,383 34,350 19,343 12,938 ----------- ------------ ------------ ------------ ----------- Total Liabilities..................... 182,213 1,096,191 4,239,372 464,201 1,274,444 ----------- ------------ ------------ ------------ ----------- NET ASSETS.............................. $72,783,090 $387,623,776 $360,603,637 $178,107,071 $66,894,376 =========== ============ ============ ============ =========== NET ASSETS consist of: Undistributed net investment income................................ $ 124 $ 5,545 $ 12,685 $ 2,025 $ 1,264 Accumulated net realized gain (loss) on investments........................... (548,190) 1,544,163 47,830 893,417 (664) Unrealized appreciation of investments........................... 1,410,607 16,082,047 1,430,542 5,375,729 2,917,146 Par value (Note 5)..................... 7,218 39,982 49,972 19,865 8,933 Paid-in capital in excess of par value. 71,913,331 369,952,039 359,062,608 171,816,035 63,967,697 ----------- ------------ ------------ ------------ ----------- Total Net Assets........................ $72,783,090 $387,623,776 $360,603,637 $178,107,071 $66,894,376 =========== ============ ============ ============ =========== Shares of Common Stock Outstanding........................... 7,217,714 39,982,381 49,971,986 19,865,164 8,932,643 NET ASSET VALUE PER SHARE (net assets / shares outstanding):.......... $10.08 $9.69 $7.22 $8.97 $7.49 ====== ===== ===== ===== ===== See Notes to Financial Statements. 8 Excelsior Tax-Exempt Funds, Inc. Statements of Operations Year Ended March 31, 2004 New York Intermediate- Short-Term Intermediate- California Long-Term Term Tax-Exempt Term Tax-Exempt Tax-Exempt Tax-Exempt Securities Tax-Exempt Income Fund Fund Fund Fund Fund ----------- ------------- ---------- ------------- ---------- INVESTMENT INCOME: Interest income.......................... $ 2,810,719 $12,628,806 $4,945,214 $ 5,629,472 $2,351,581 ----------- ----------- ---------- ----------- ---------- EXPENSES: Investment advisory fees (Note 2)........ 418,154 1,402,773 935,193 911,564 323,741 Administration fees (Note 2)............. 126,532 606,366 471,612 275,827 97,957 Shareholder servicing fees (Note 2)...... 39,400 275,566 245,730 24,543 103,599 Transfer agent fees (Note 2)............. 23,933 27,451 7,484 8,913 3,422 Registration and filing fees............. 18,746 22,172 15,269 16,286 12,413 Legal and audit fees..................... 18,439 92,999 74,471 43,054 14,861 Custodian fees........................... 11,388 44,455 35,351 21,204 9,000 Directors' fees and expenses (Note 2).... 4,347 20,566 16,023 9,440 3,356 Shareholder reports...................... 1,761 11,226 10,686 5,061 2,014 Miscellaneous expenses................... 7,035 29,303 23,641 14,001 10,169 ----------- ----------- ---------- ----------- ---------- Total Expenses.......................... 669,735 2,532,877 1,835,460 1,329,893 580,532 Fees waived and reimbursed by: Investment adviser (Note 2)............. (25,555) (135,324) (234,580) (15,817) (230,672) Administrator (Note 2).................. (33,453) (160,319) (124,693) (72,926) (25,899) ----------- ----------- ---------- ----------- ---------- Net Expenses............................ 610,727 2,237,234 1,476,187 1,241,150 323,961 ----------- ----------- ---------- ----------- ---------- NET INVESTMENT INCOME..................... 2,199,992 10,391,572 3,469,027 4,388,322 2,027,620 ----------- ----------- ---------- ----------- ---------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (Note 1): Net realized gain (loss) on security transactions............................ 2,026,982 6,421,021 138,268 4,269,437 (664) Change in unrealized appreciation/ depreciation of investments during the year.................................... (1,032,776) (435,500) 573,155 (1,558,337) (12,855) ----------- ----------- ---------- ----------- ---------- Net realized and unrealized gain (loss) on investments.......................... 994,206 5,985,521 711,423 2,711,100 (13,519) ----------- ----------- ---------- ----------- ---------- Net increase in net assets resulting from operations.............................. $ 3,194,198 $16,377,093 $4,180,450 $ 7,099,422 $2,014,101 =========== =========== ========== =========== ========== See Notes to Financial Statements. 9 Excelsior Tax-Exempt Funds, Inc. Statements of Changes in Net Assets New York Intermediate- Short-Term Intermediate- California Long-Term Term Tax-Exempt Term Tax-Exempt Tax-Exempt Tax-Exempt Securities Tax-Exempt Income Fund Fund Fund Fund Fund ------------ ------------- ------------ ------------- ----------- Year Ended March 31, 2004 Net investment income....................... $ 2,199,992 $ 10,391,572 $ 3,469,027 $ 4,388,322 $ 2,027,620 Net realized gain (loss) on security transactions............................... 2,026,982 6,421,021 138,268 4,269,437 (664) Change in unrealized appreciation/ depreciation of investments during the year....................................... (1,032,776) (435,500) 573,155 (1,558,337) (12,855) ------------ ------------ ------------ ------------ ----------- Net increase in net assets resulting from operations................................. 3,194,198 16,377,093 4,180,450 7,099,422 2,014,101 Distributions to shareholders: From net investment income................. (2,199,868) (10,386,027) (3,456,342) (4,385,426) (2,026,301) From net realized gain on investments...... -- (13,530,881) -- (5,786,218) -- ------------ ------------ ------------ ------------ ----------- Total distributions to shareholders.......................... (2,199,868) (23,916,908) (3,456,342) (10,171,644) (2,026,301) Increase (decrease) in net assets from fund share transactions (Note 5)........... (23,176,722) (11,938,064) 68,597,584 (6,220,877) 712,830 ------------ ------------ ------------ ------------ ----------- Net increase (decrease) in net assets....... (22,182,392) (19,477,879) 69,321,692 (9,293,099) 700,630 NET ASSETS: Beginning of year.......................... 94,965,482 407,101,655 291,281,945 187,400,170 66,193,746 ------------ ------------ ------------ ------------ ----------- End of year (1)............................ $ 72,783,090 $387,623,776 $360,603,637 $178,107,071 $66,894,376 ============ ============ ============ ============ =========== - -------- (1) Including undistributed net investment income....................... $ 124 $ 5,545 $ 12,685 $ 2,025 $ 1,264 ============ ============ ============ ============ =========== Year Ended March 31, 2003 Net investment income....................... $ 3,287,309 $ 12,324,648 $ 3,701,564 $ 5,630,120 $ 2,096,862 Net realized gain on security transactions............................... 1,512,685 11,353,856 1,826 5,908,606 23 Change in unrealized appreciation/ depreciation of investments during the year....................................... 4,049,677 11,066,477 679,319 4,637,865 1,810,327 ------------ ------------ ------------ ------------ ----------- Net increase in net assets resulting from operations................................. 8,849,671 34,744,981 4,382,709 16,176,591 3,907,212 Distributions to shareholders: From net investment income................. (3,310,944) (12,412,447) (3,712,472) (5,629,628) (2,115,423) From net realized gain on investments............................... -- (2,583,052) -- (2,636,726) (11,988) ------------ ------------ ------------ ------------ ----------- Total distributions to shareholders.......................... (3,310,944) (14,995,499) (3,712,472) (8,266,354) (2,127,411) Increase (decrease) in net assets from fund share transactions (Note 5)........... (25,750,812) 17,333,876 124,921,748 882,030 6,184,103 ------------ ------------ ------------ ------------ ----------- Net increase (decrease) in net assets....... (20,212,085) 37,083,358 125,591,985 8,792,267 7,963,904 NET ASSETS: Beginning of year.......................... 115,177,567 370,018,297 165,689,960 178,607,903 58,229,842 ------------ ------------ ------------ ------------ ----------- End of year (2)............................ $ 94,965,482 $407,101,655 $291,281,945 $187,400,170 $66,193,746 ============ ============ ============ ============ =========== - -------- (2) Including distributions in excess of net investment income....................... -- -- -- -- $ (1,611) ============ ============ ============ ============ =========== See Notes to Financial Statements. 10 [THIS PAGE INTENTIONALLY LEFT BLANK] Excelsior Tax-Exempt Funds, Inc. Financial Highlights -- Selected Per Share Data and Ratios Dividends Distributions Net Asset Value, Net Net Realized and Total From From Net From Net Beginning of Investment Unrealized Gain (Loss) Investment Investment Realized Gain Year Income on Investments Operations Income on Investments ---------------- ---------- ---------------------- ---------- ---------- -------------- LONG-TERM TAX-EXEMPT FUND -- (2/5/86*) Year Ended March 31, 2000................ $9.87 $0.42 $(0.82) $(0.40) $(0.42) $(0.06) 2001................ 8.99 0.40 0.63 1.03 (0.40) -- 2002................ 9.62 0.36 (0.14) 0.22 (0.36) -- 2003................ 9.48 0.29 0.47 0.76 (0.29) -- 2004................ 9.95 0.26 0.13 0.39 (0.26) -- INTERMEDIATE-TERM TAX-EXEMPT FUND -- (12/3/85*) Year Ended March 31, 2000................ $9.49 $0.37 $(0.43) $(0.06) $(0.37) -- 2001................ 9.06 0.38 0.51 0.89 (0.38) -- 2002................ 9.57 0.35 (0.12) 0.23 (0.35) $(0.06) 2003................ 9.39 0.31 0.55 0.86 (0.31) (0.06) 2004................ 9.88 0.26 0.15 0.41 (0.26) (0.34) SHORT-TERM TAX-EXEMPT SECURITIES FUND -- (12/31/92*) Year Ended March 31, 2000................ $7.17 $0.25 $(0.15) $ 0.10 $(0.25) -- 2001................ 7.02 0.28 0.13 0.41 (0.28) -- 2002................ 7.15 0.20 0.03 0.23 (0.20) $(0.01) 2003................ 7.17 0.12 0.03 0.15 (0.12) -- 2004................ 7.20 0.08 0.02 0.10 (0.08) -- NEW YORK INTERMEDIATE-TERM TAX-EXEMPT FUND -- (5/31/90*) Year Ended March 31, 2000................ $8.80 $0.32 $(0.37) $(0.05) $(0.32) $(0.09) 2001................ 8.34 0.33 0.49 0.82 (0.33) -- 2002................ 8.83 0.31 (0.09) 0.22 (0.31) -- 2003................ 8.74 0.27 0.51 0.78 (0.27) (0.13) 2004................ 9.12 0.22 0.14 0.36 (0.22) (0.29) CALIFORNIA TAX-EXEMPT INCOME FUND -- (10/1/96*) Year Ended March 31, 2000................ $7.25 $0.26 $(0.18) $ 0.08 $(0.26) -- 2001................ 7.07 0.26 0.23 0.49 (0.26) -- 2002................ 7.30 0.26 (0.02) 0.24 (0.26) $(0.01) 2003................ 7.27 0.25 0.22 0.47 (0.25) --(2) 2004................ 7.49 0.24 -- 0.24 (0.24) -- * Commencement of Operations (1)Expense ratios before waiver of fees and reimbursement of expenses (if any) by adviser and administrator. (2)Amount represents less than $0.01 per share. See Notes to Financial Statements. 12 Ratio of Net Ratio of Gross Ratio of Net Operating Expenses Operating Expenses Investment Portfolio Fee Total Net Asset Value, Total Net Assets, End to Average to Average Income to Turnover Waivers Distributions End of Year Return of Year (000's) Net Assets Net Assets (1) Average Net Assets Rate (Note 2) - ------------- ---------------- ------ --------------- ------------------ ------------------ ------------------ --------- -------- $(0.48) $ 8.99 (4.01)% $121,998 0.75% 0.83% 4.54% 78% $0.01 (0.40) 9.62 11.69% 135,515 0.77% 0.83% 4.33% 60% 0.01 (0.36) 9.48 2.29% 115,178 0.72% 0.82% 3.66% 35% 0.01 (0.29) 9.95 8.12% 94,965 0.70% 0.77% 2.99% 51% 0.01 (0.26) 10.08 4.01% 72,783 0.73% 0.80% 2.64% 111% 0.01 $(0.37) $ 9.06 (0.58)% $292,671 0.57% 0.64% 4.06% 91% $0.01 (0.38) 9.57 10.07% 341,170 0.57% 0.64% 4.17% 84% 0.01 (0.41) 9.39 2.41% 370,018 0.52% 0.64% 3.67% 67% 0.01 (0.37) 9.88 9.31% 407,102 0.51% 0.59% 3.15% 48% 0.01 (0.60) 9.69 4.19% 387,624 0.56% 0.63% 2.60% 31% 0.01 $(0.25) $ 7.02 1.39% $ 54,226 0.56% 0.63% 3.54% 130% -- (0.28) 7.15 5.94% 83,336 0.58% 0.65% 3.97% 42% -- (0.21) 7.17 3.20% 165,690 0.48% 0.55% 2.60% 111% $0.01 (0.12) 7.20 2.04% 291,282 0.46% 0.58% 1.57% 31% 0.01 (0.08) 7.22 1.40% 360,604 0.47% 0.59% 1.12% 99% 0.01 $(0.41) $ 8.34 (0.51)% $126,378 0.73% 0.75% 3.82% 64% -- (0.33) 8.83 10.02% 144,421 0.73% 0.75% 3.90% 39% -- (0.31) 8.74 2.54% 178,608 0.67% 0.72% 3.53% 45% -- (0.40) 9.12 8.96% 187,400 0.67% 0.72% 2.96% 43% --(2) (0.51) 8.97 4.06% 178,107 0.68% 0.73% 2.41% 42% --(2) $(0.26) $ 7.07 1.13% $ 65,034 0.50% 0.95% 3.67% 16% $0.03 (0.26) 7.30 7.09% 54,605 0.50% 0.97% 3.69% 6% 0.03 (0.27) 7.27 3.32% 58,230 0.50% 0.87% 3.55% 4% 0.03 (0.25) 7.49 6.59% 66,194 0.46% 0.50% 3.36% 9% --(2) (0.24) 7.49 3.19% 66,894 0.50% 0.90% 3.14% 15% 0.03 See Notes to Financial Statements. 13 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 Long-Term Tax-Exempt Fund Principal Value Amount (Note 1) - ---------- ----------- TAX-EXEMPT SECURITIES -- 87.50% $4,000,000 Connecticut State Health & Education, Connecticut State University Revenue Bonds, Series E, (FGIC), 5.000%, 11/01/33......................... $ 4,166,800 3,500,000 #East Baton Rouge, Louisiana, Pollution Control Authority Revenue Bonds, Exxon Project, 1.090%, 03/01/22......................................... 3,500,000 4,000,000 Florida State Jea St. Johns River Power Park System Revenue Bonds, 17th Series, 5.250%, 10/01/13......................................... 4,508,160 4,000,000 Houston, Texas, Water & Sewer Revenue Bonds, Series A, (FSA), 5.000%, 12/01/30................ 4,130,240 3,500,000 #Kansas State Department of Transportation Highway Revenue Bonds, Series B-1, 1.000%, 09/01/19......................................... 3,500,000 4,000,000 Los Angeles, California, Department of Water & Power Revenue Bonds, Series A, (FGIC), 5.000%, 07/01/36......................................... 4,133,360 3,500,000 #Marshall County, West Virginia, Pollution Control Authority, Mountaineer Carbon Revenue Bonds, 1.120%, 12/01/20.......................... 3,500,000 4,000,000 New York State Metropolitan Transportation Authority Revenue Bonds, Series A, 5.750%, 07/01/31......................................... 4,547,080 4,000,000 Orange County, California, Sanitation District Certificates of Participation, (FGIC), 5.000%, 02/01/33......................................... 4,147,560 4,000,000 Orlando & Orange County Expressway Authority Revenue Bonds, Series B, (AMBAC), 5.000%, 07/01/35......................................... 4,183,400 4,000,000 Pennsylvania State General Obligation Bonds, 2nd Series, (FSA), 5.500%, 05/01/16......................................... 4,579,400 3,500,000 #Pennsylvania State University Revenue Bonds, Series A, 1.020%, 04/01/31....................... 3,500,000 Principal Value Amount (Note 1) - ---------- ----------- TAX-EXEMPT SECURITIES -- (continued) $3,565,000 #Port Authority of New York & New Jersey Special Obligation Revenue Bonds, Versatile Structure Obligations, Series 5, 1.110%, 08/01/24.......... $ 3,565,000 4,000,000 Seattle, Washington, Municipal Light & Power Revenue Bonds, (FSA), 5.000%, 11/01/28........... 4,150,880 4,000,000 University of California Revenue Bonds, Multi-Purpose Projects, Series Q, (FSA), 5.000%, 09/01/34......................................... 4,133,240 3,445,000 #University of Missouri Revenue Bonds, System Facilities, Series A, 1.120%, 11/01/31........... 3,445,000 ----------- 63,690,120 ----------- TAX-EXEMPT SECURITIES -- BACKED BY LETTERS OF CREDIT -- 9.62% BANK OF AMERICA --------------- 3,500,000 #Washington State Public Power Supply Revenue Bonds, Nuclear Project No. 1, Series 1A-1, 1.010%, 07/01/17........................... 3,500,000 MORGAN GUARANTY TRUST --------------------- 3,500,000 #New York City, New York, General Obligation Bonds, Sub-Series A-7, 1.100%, 08/01/21.......... 3,500,000 ----------- 7,000,000 ----------- Shares - ---------- SHORT-TERM INVESTMENTS -- 2.22% 5,634 @BlackRock Muni Fund.............................. 5,634 1,607,918 @Dreyfus Tax Exempt Cash Fund..................... 1,607,918 ----------- 1,613,552 ----------- TOTAL INVESTMENTS (Cost $70,893,065).............. 99.34% $72,303,672 OTHER ASSETS & LIABILITIES (NET).................. 0.66 479,418 ------ ----------- NET ASSETS........................................ 100.00% $72,783,090 ====== =========== See Notes to Financial Statements. 14 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 Long-Term Tax-Exempt Fund -- (continued) - -------- FGIC--Financial Guaranty Insurance Corp. # Variable rate demand bonds and notes are payable upon not more than seven business days notice. Rate shown is as of March 31, 2004. FSA--Financial Security Assurance AMBAC--American Municipal Bond Assurance Corp. @ Registered Investment Company Notes: These municipal securities meet the three highest ratings assigned by Moody's Investors Services, Inc. or Standard and Poor's Corporation or, where not rated, are determined by the Adviser, under the supervision of the Board of Directors, to be of comparable quality at the time of purchase to rated instruments that may be acquired by the Fund. At March 31, 2004, approximately 10% of the net assets are invested in municipal securities that have letter of credit enhancement features or escrows in U.S. Government securities backing them, on which the Fund relies. Without such features, the securities may or may not meet the quality standards of securities purchased by the Fund. % of Net State Diversification Assets Value - --------------------- ------- ----------- California...................... 17.06 % $12,414,160 New York........................ 15.95 11,612,080 Florida......................... 11.94 8,691,560 Pennsylvania.................... 11.10 8,079,400 Washington...................... 10.51 7,650,880 Connecticut..................... 5.72 4,166,800 Texas........................... 5.68 4,130,240 Kansas.......................... 4.81 3,500,000 Louisiana....................... 4.81 3,500,000 West Virginia................... 4.81 3,500,000 Missouri........................ 4.73 3,445,000 Short-Term Investments.......... 2.22 1,613,552 ------- ----------- Total Investments............... 99.34% $72,303,672 Other Assets & Liabilities (Net) 0.66 479,418 ------- ----------- Net Assets...................... 100.00 % $72,783,090 ======= =========== See Notes to Financial Statements. 15 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 Intermediate-Term Tax-Exempt Fund Principal Value Amount (Note 1) - ----------- ------------ TAX-EXEMPT SECURITIES -- 89.17% $10,000,000 #Alaska State Housing Finance Authority, Capital Project Revenue Bonds, Series C, (MBIA), 1.020%, 07/01/22......................................... $ 10,000,000 10,000,000 Clark County, Nevada, School District General Obligation Bonds, Series B, (FSA), 5.000%, 06/15/12......................................... 11,257,300 10,000,000 Colorado Springs, Colorado, Utilities Revenue Bonds, Series A, 5.250%, 11/15/10......................................... 11,475,500 10,000,000 #Connecticut State Health & Education, Yale University Revenue Bonds, Series X-3, 1.070%, 07/01/37......................................... 10,000,000 10,000,000 Connecticut State Special Tax Obligation Revenue Bonds, Transportation Infrastructure, Series A, (FGIC), 5.500%, 10/01/10......................... 11,630,500 10,000,000 Cook County, Illinois, General Obligation Bonds, Series D, (AMBAC), 5.250%, 11/15/11....... 11,469,300 10,000,000 Dallas, Texas, Water Works & Sewer System Revenue Bonds, (FSA), 5.375%, 10/01/12........... 11,533,300 10,000,000 Detroit, Michigan, Sewer Disposal Revenue Bonds, Series A, (FSA), 5.000%, 07/01/14......... 11,141,400 10,000,000 Florida State Division Board Finance Department, General Services Revenue Bonds, Series A, Department of Environmental Protection- Preservation 2000, (FSA), 6.000%, 07/01/13....... 12,072,500 10,000,000 Florida State Jea St. Johns River Power Park System Revenue Bonds, 17th Series, 5.250%, 10/01/13......................................... 11,270,400 10,000,000 Hawaii State General Obligation Bonds, Series CY, (FSA), 5.500%, 02/01/12.......................... 11,550,100 Principal Value Amount (Note 1) - ----------- ------------ TAX-EXEMPT SECURITIES -- (continued) $10,000,000 Illinois State General Obligation Bonds, First Series, (MBIA), 5.500%, 08/01/14................. $ 11,653,600 10,000,000 Illinois State Sales Tax Revenue Bonds, First Series, (FSA), 5.250%, 06/15/13.................. 11,449,800 14,800,000 #Iowa State, Finance Authority, Multifamily Housing Village Court Association Revenue Bonds, Series B, 1.020%, 11/01/15....................... 14,800,000 10,000,000 Jefferson County, Colorado, School District General Obligation Bonds, (MBIA), 6.500%, 12/15/11......................................... 12,365,100 10,000,000 #Kansas State Department of Transportation Highway Revenue Bonds, Series C-1, 1.020%, 09/01/19......................................... 10,000,000 10,000,000 Los Angeles, California, Department of Water & Power Revenue Bonds, Series B, (MBIA), 5.000%, 07/01/13......................................... 11,309,800 10,000,000 #Loudon County, Virginia, Industrial Development Authority Revenue Bonds, Howard Hughes Medical, Series A, 1.090%, 02/15/38 10,000,000 10,000,000 Maryland State General Obligation Bonds, State & Local Facilities Loan, 1st Series, 5.250%, 03/01/13......................................... 11,527,100 10,000,000 Michigan State Building Authority Revenue Bonds, Facilities Program, Series I, (FSA), 5.250%, 10/15/14......................................... 11,372,600 10,000,000 #Missouri State Health & Education, Washington University Revenue Bonds, Series B, 1.050%, 02/15/33......................................... 10,000,000 10,000,000 New Jersey State General Obligation Bonds, Series D, 6.000%, 02/15/11.............................. 11,827,000 See Notes to Financial Statements. 16 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 Intermediate-Term Tax-Exempt Fund -- (continued) Principal Value Amount (Note 1) - ----------- ------------ TAX-EXEMPT SECURITIES -- (continued) $20,000,000 New Jersey State Transportation Trust Fund Authority, Transportation Systems Revenue Bonds, Series C, (FSA), 5.500%, 12/15/10. $ 23,248,200 10,000,000 New York State Dormitory Authority, State University Educational Facilities Revenue Bonds, Series B, (FSA), 5.250%, 05/15/11................ 11,410,300 10,000,000 Pennsylvania State General Obligation Bonds, 5.500%, 02/01/13.......................... 11,654,900 10,000,000 Pennsylvania State General Obligation Bonds, First Series, (MBIA), 5.250%, 02/01/12.... 11,475,300 10,000,000 Pennsylvania State General Obligation Bonds, Second Series, (FGIC), 5.250%, 10/01/14.......... 11,601,500 10,000,000 South Carolina State Public Services Authority Revenue Bonds, Series A, (FSA), 5.500%, 01/01/11. 11,534,400 15,000,000 #Valdez, Alaska, Marine Terminal Revenue Bonds, BP Pipelines Project, Series B, 1.120%, 07/01/37. 15,000,000 ------------ 345,629,900 ------------ TAX-EXEMPT SECURITY -- BACKED BY LETTERS OF CREDIT -- 2.58% PNC BANK N.A. ------------- 10,000,000 #Pennsylvania State, Higher Educational Facilities Authority, Association of Independent Colleges Revenue Bonds, Series E-3, 1.020%, 11/01/14......................................... 10,000,000 ------------ TAX-EXEMPT SECURITIES -- ESCROWED IN U.S. GOVERNMENTS -- 5.93% 10,000,000 Chicago, Illinois, Metropolitan Water Reclamation District Authority General Obligation Bonds, Series A, 5.250%, 12/01/10 (Escrowed to Maturity)........................................ 11,530,400 Principal Value Amount (Note 1) - ----------- ------------ TAX-EXEMPT SECURITIES -- ESCROWED IN U.S. GOVERNMENTS -- (continued) $10,000,000 New Jersey State Transportation Trust Fund Authority, Transportation Systems Revenue Bonds, Series A, 5.250%, 06/15/11 (Escrowed to Maturity) $ 11,466,700 ------------ 22,997,100 ------------ Shares - ----------- SHORT-TERM INVESTMENTS -- 1.50% 630,612 @BlackRock Muni Fund.............................. 630,612 5,206,474 @Dreyfus Tax Exempt Cash Fund..................... 5,206,474 ------------ 5,837,086 ------------ TOTAL INVESTMENTS (Cost $368,382,039)............. 99.18% $384,464,086 OTHER ASSETS & LIABILITIES (NET).................. 0.82 3,159,690 ------ ------------ NET ASSETS........................................ 100.00% $387,623,776 ====== ============ - -------- # Variable rate demand bonds and notes are payable upon not more than seven business days notice. Rate shown is as of March 31, 2004. MBIA--Municipal Bond Insurance Assoc. FSA--Financial Security Assurance FGIC--Financial Guaranty Insurance Corp. AMBAC--American Municipal Bond Assurance Corp. @ Registered Investment Company Notes: These municipal securities meet the three highest ratings assigned by Moody's Investors Services, Inc. or Standard and Poor's Corporation or, where not rated, are determined by the Adviser, under the supervision of the Board of Directors, to be of comparable quality at the time of purchase to rated instruments that may be acquired by the Fund. At March 31, 2004, approximately, 9% of the net assets are invested in municipal securities that have letter of credit enhancement features or escrows in U.S. Government securities backing them, on which the Fund relies. Without such features, the securities may or may not meet the quality standards of securities purchased by the Fund. See Notes to Financial Statements. 17 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 Intermediate-Term Tax-Exempt Fund -- (continued) % of Net State Diversification Assets Value - --------------------- ------ ------------ New Jersey...................... 12.01% $ 46,541,900 Illinois........................ 11.89 46,103,100 Pennsylvania.................... 11.54 44,731,700 Alaska.......................... 6.45 25,000,000 Colorado........................ 6.15 23,840,600 Florida......................... 6.02 23,342,900 Michigan........................ 5.81 22,514,000 Connecticut..................... 5.58 21,630,500 Iowa............................ 3.82 14,800,000 Hawaii.......................... 2.98 11,550,100 South Carolina.................. 2.98 11,534,400 Texas........................... 2.98 11,533,300 Maryland........................ 2.97 11,527,100 New York........................ 2.94 11,410,300 California...................... 2.92 11,309,800 Nevada.......................... 2.90 11,257,300 Kansas.......................... 2.58 10,000,000 Missouri........................ 2.58 10,000,000 Virginia........................ 2.58 10,000,000 Short-Term Investments.......... 1.50 5,837,086 ------ ------------ Total Investments............... 99.18% $384,464,086 Other Assets & Liabilities (Net) 0.82 3,159,690 ------ ------------ Net Assets...................... 100.00% $387,623,776 ====== ============ See Notes to Financial Statements. 18 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 Short-Term Tax-Exempt Securities Fund Principal Value Amount (Note 1) - ----------- ------------ TAX-EXEMPT SECURITIES -- 92.47% $ 5,985,000 #Clark County, Nevada, School District General Obligation Bonds, Series A, (FSA), 1.100%, 06/15/21......................................... $ 5,985,000 17,000,000 #Connecticut State Health & Education, Yale University Revenue Bonds, Series T-1, 1.070%, 07/01/29......................................... 17,000,000 10,000,000 #Detroit, Michigan, Water Supply System Revenue Bonds, Series C, (FGIC), 1.010%, 07/01/29........ 10,000,000 13,000,000 Florida State Board of Education Capital Outlay General Obligation Bonds, Series A, 5.000%, 06/01/07......................................... 14,278,680 6,000,000 Georgia State Road & Thruway Authority Revenue Bonds, 4.000%, 10/01/07.......................... 6,446,520 14,000,000 #Gwinnett County, Georgia, Development Authority Revenue Bonds, Civic & Cultural Center Project, 1.000%, 09/01/31................................. 14,000,000 11,700,000 #Hurley, New Mexico, Pollution Control Authority Revenue Bonds, Kennecott Santa Fe, 1.120%, 12/01/15......................................... 11,700,000 20,000,000 Massachusetts State General Obligation Bonds, Series B, 4.000%, 08/01/06....................... 21,052,000 22,500,000 Memphis, Tennessee, Electric System Revenue Bonds, Series A, (FSA), 5.000%, 12/01/07......... 24,875,775 10,200,000 #Metropolitan Government of Nashville & Davidson County, Tennessee, Health & Educational Facilities Revenue Bonds, Vanderbilt University, Series C-2, 0.920%, 10/01/30..................... 10,200,000 14,000,000 #Minneapolis, Minnesota, General Obligation Bonds, 0.870%, 12/01/18.......................... 14,000,000 Principal Value Amount (Note 1) - ----------- ------------ TAX-EXEMPT SECURITIES -- (continued) $ 2,000,000 #Minneapolis, Minnesota, Guthrie Parking Ramp General Obligation Bonds, 0.870%, 12/01/28....... $ 2,000,000 11,000,000 Montgomery County, Maryland, General Obligation Bonds, Series A, 5.000%, 11/01/07..... 12,236,620 5,000,000 Nassau County, New York, Interim Finance Authority Revenue Bonds, Series B, 4.000%, 11/15/05......................................... 5,206,350 12,000,000 New Jersey State, Economic Development Authority Revenue Bonds, School Facilities, Series F, 5.000%, 06/15/07.............................. 13,139,520 15,000,000 New York City, New York, Transitional Finance Authority Revenue Bonds, Future Tax, Sub-Series D-1, 5.000%, 11/01/07............................ 16,582,050 10,000,000 #New York State Local Government Assistance Revenue Bonds, Series 4V, (FSA), 1.050%, 04/01/22 10,000,000 5,000,000 Ohio State Highway Capital Improvements Authority General Obligation Bonds, Series F, 5.000%, 05/01/04......................................... 5,014,400 14,500,000 #Orlando, Florida, Utilities Commission Water & Electric Revenue Bonds, Series A, 1.030%, 10/01/17......................................... 14,500,000 15,000,000 #Pennsylvania State Higher Educational Facilities Authority Revenue Bonds, Carnegie Mellon University Project, Series C, 1.120%, 11/01/29... 15,000,000 10,350,000 #Pennsylvania State University Revenue Bonds, Series A, 1.020%, 03/01/32....................... 10,350,000 See Notes to Financial Statements. 19 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 Short-Term Tax-Exempt Securities Fund -- (continued) Principal Value Amount (Note 1) - ------------ ------------ TAX-EXEMPT SECURITIES -- (continued) $ 8,700,000 #Port Authority of New York & New Jersey Special Obligation Revenue Bonds, Versatile Structure Obligations, Series 3, 1.110%, 06/01/20 $ 8,700,000 12,000,000 Seattle, Washington, Municipal Light & Power Revenue Bonds, (FSA), 5.000%, 11/01/06........... 12,995,520 11,000,000 Texas State Public Finance Authority General Obligation Bonds, Series A, 5.250%, 10/01/07..... 12,214,620 25,000,000 Texas State Public Finance Authority Revenue Bonds, Series A, (FSA), 5.000%, 12/15/07......... 27,666,750 8,000,000 University of Maryland Revenue Bonds, Auxiliary Facility & Tuition, Series A, 5.000%, 04/01/05... 8,309,280 10,000,000 #Valdez, Alaska, Marine Terminal Revenue Bonds, Exxon Pipeline Project, Series C, 1.000%, 12/01/33......................................... 10,000,000 ------------ 333,453,085 ------------ TAX-EXEMPT SECURITY -- BACKED BY LETTERS OF CREDIT -- 2.77% BNP PARIBAS ----------- 10,000,000 #New York State Housing Finance Agency Service Revenue Bonds, Series E, 1.050%, 03/15/27........ 10,000,000 ------------ TAX-EXEMPT SECURITIES -- ESCROWED IN U.S. GOVERNMENTS -- 4.30% 5,000,000 Harris County, Texas, Toll Road Revenue Bonds, Series A, (MBIA), 6.375%, 08/15/24 (Prerefunded 08/15/04 @ 102)............ 5,198,050 10,000,000 New Jersey State Economic Development, Authority Market Transition Facilities Revenue Bonds, Series A, (MBIA), 5.875%, 07/01/11 (Prerefunded 07/01/04 @ 102)............ 10,317,800 ------------ 15,515,850 ------------ Value Shares (Note 1) - --------- ------------ SHORT-TERM INVESTMENTS -- 0.60% 1,186,927 @BlackRock Muni Fund.............................. $1,186,927 957,066 @Dreyfus Tax Exempt Cash Fund..................... 957,066 ---------- 2,143,993 ---------- TOTAL INVESTMENTS (Cost $359,682,386) 100.14% $361,112,928 OTHER ASSETS & LIABILITIES (NET).. (0.14) (509,291) ------ ------------ NET ASSETS.......... 100.00% $360,603,637 ====== ============ - -------- # Variable rate demand bonds and notes are payable upon not more than seven business days notice. Rate shown is as of March 31, 2004. FSA--Financial Security Assurance FGIC--Financial Guaranty Insurance Corp. MBIA--Municipal Bond Insurance Assoc. @ Registered Investment Company Notes: These municipal securities meet the three highest ratings assigned by Moody's Investors Services, Inc. or Standard and Poor's Corporation or, where not rated, are determined by the Adviser, under the supervision of the Board of Directors, to be of comparable quality at the time of purchase to rated instruments that may be acquired by the Fund. At March 31, 2004, approximately, 7% of the net assets are invested in municipal securities that have letter of credit enhancement features or escrows in U.S. Government securities backing them, on which the Fund relies. Without such features, the securities may or may not meet the quality standards of securities purchased by the Fund. See Notes to Financial Statements. 20 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 Short-Term Tax-Exempt Securities Fund -- (continued) % of Net State Diversification Assets Value - --------------------- ------- ------------ New York........................ 14.00 % $ 50,488,400 Texas........................... 12.50 45,079,420 Tennessee....................... 9.73 35,075,775 Florida......................... 7.98 28,778,680 Pennsylvania.................... 7.03 25,350,000 New Jersey...................... 6.51 23,457,320 Massachusetts................... 5.84 21,052,000 Maryland........................ 5.70 20,545,900 Georgia......................... 5.67 20,446,520 Connecticut..................... 4.71 17,000,000 Minnesota....................... 4.44 16,000,000 Washington...................... 3.60 12,995,520 Mexico.......................... 3.24 11,700,000 Alaska.......................... 2.77 10,000,000 Michigan........................ 2.77 10,000,000 Nevada.......................... 1.66 5,985,000 Ohio............................ 1.39 5,014,400 Short-Term Investments.......... 0.60 2,143,993 ------- ------------ Total Investments............... 100.14% $361,112,928 Other Assets & Liabilities (Net) (0.14) (509,291) ------- ------------ Net Assets...................... 100.00 % $360,603,637 ======= ============ See Notes to Financial Statements. 21 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 New York Intermediate-Term Tax-Exempt Fund Principal Value Amount (Note 1) - ----------- ------------ TAX-EXEMPT SECURITIES -- 86.60% $ 8,095,000 #Babylon, New York, General Obligation Bonds, (AMBAC), 0.990%, 09/01/17........................ $ 8,095,000 Long Island Power Authority, New York Electric Authority Revenue Bonds, Series A, (AMBAC), 10,000,000 5.500%, 12/01/09................................. 11,487,400 10,000,000 5.500%, 12/01/11................................. 11,565,000 15,000,000 Nassau County, New York, Interim Finance Authority Revenue Bonds, Series B, (AMBAC), 5.000%, 11/15/12........................ 16,909,350 7,000,000 New York City, New York, Transitional Finance Authority Revenue Bonds, Series A, 5.250%, 11/01/10......................................... 7,977,760 3,605,000 #New York City, New York, Trust for Cultural Resources Revenue Bonds, American Museum of Natural History, Series A, 0.990%, 04/01/21...... 3,605,000 10,000,000 New York State Dormitory Authority Revenue Bonds, Series B, 5.250%, 11/15/23....................... 11,181,200 5,000,000 New York State Dormitory Authority, New York University Revenue Bonds, Series A, (AMBAC), 5.750%, 07/01/12........................ 5,908,750 7,000,000 New York State Dormitory Authority, State Personal Income Tax Revenue Bonds, Series A, 5.500%, 03/15/12.............................. 8,036,770 7,000,000 New York State Environmental Facilities Revenue Bonds, Municipal Water Project, Series K, 5.000%, 06/15/12....................... 7,880,110 5,000,000 New York State Local Government Assistance Authority Revenue Bonds, Series A-1, (FSA), 5.000%, 04/01/12.......................... 5,611,300 Principal Value Amount (Note 1) - ---------- ------------- TAX-EXEMPT SECURITIES --(continued) $7,000,000 New York State Thruway Authority Revenue Bonds, Local Highway & Bridge Project, Series C, 5.500%, 04/01/12.............................. $ 8,105,650 5,000,000 New York State Thruway Authority Revenue Bonds, Series A, (MBIA), 5.000%, 04/01/11........ 5,616,200 10,000,000 New York State Thruway Authority Service Construction Revenue Bonds, Local Highway & Bridge Project, 5.500%, 04/01/14................. 11,338,600 5,000,000 New York State Urban Development Revenue Bonds, Correctional Facilities, Series A, 6.500%, 01/01/10......................................... 5,921,800 3,000,000 #Port Authority of New York & New Jersey Special Obligation Revenue Bonds, Versatile Structure Obligations, Series 5, 1.110%, 08/01/24.......... 3,000,000 5,000,000 Puerto Rico Electric Power Authority Revenue Bonds, Series BB, (MBIA), 6.000%, 07/01/11....... 5,994,450 8,000,000 #Suffolk County, New York, Water Authority, Bond Anticipation Notes, 1.030%, 01/01/08......................................... 8,000,000 8,000,000 #Westchester County, New York, Health Revenue Bonds, Series C-1, 0.880%, 11/01/19.............. 8,000,000 ------------- 154,234,340 ------------- TAX-EXEMPT SECURITIES -- BACKED BY LETTERS OF CREDIT -- 7.13% JP MORGAN CHASE BANK -------------------- 8,400,000 #New York City, New York, Trust for Cultural Resources Revenue Bonds, Pierpont Morgan Library, 1.000%, 02/01/34........................ 8,400,000 See Notes to Financial Statements. 22 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 New York Intermediate-Term Tax-Exempt Fund -- (continued) Principal Value Amount (Note 1) - ---------- ------------ TAX-EXEMPT SECURITIES -- BACKED BY LETTERS OF CREDIT --(continued) WESTDEUTSCHE LANDESBANK ----------------------- $4,300,000 #New York City, New York, General Obligation Bonds, Sub-Series A-4, 1.100%, 08/01/23.................................................... $ 4,300,000 ------------ 12,700,000 ------------ TAX-EXEMPT SECURITY -- ESCROWED IN U.S. GOVERNMENTS -- 4.57% 7,000,000 New York State Metropolitan Transportation Authority Revenue Bonds, Service Contract, Series 8, (FSA), 5.375%, 07/01/21 (Prefunded 07/01/13 @ 100) 8,148,210 ------------ Shares - ---------- SHORT-TERM INVESTMENTS -- 0.72% 1,275,650 @BlackRock Institutional New York Money Market Fund........................................................ 1,275,650 1 @Dreyfus New York Tax Exempt Cash Fund....................... 1 ------------ 1,275,651 ------------ TOTAL INVESTMENTS (Cost $170,982,472)............. 99.02% $176,358,201 OTHER ASSETS & LIABILITIES (NET).................. 0.98 1,748,870 ------ ------------ NET ASSETS........................................ 100.00% $178,107,071 ====== ============ - -------- # Variable rate demand bonds and notes are payable upon not more than seven business days notice. Rate shown is as of March 31, 2004. AMBAC--American Municipal Bond Assurance Corp. FSA--Financial Security Assurance MBIA--Municipal Bond Insurance Assoc. @ Registered Investment Company Notes: These municipal securities meet the three highest ratings assigned by Moody's Investors Services, Inc. or Standard and Poor's Corporation or, where not rated, are determined by the Adviser, under the supervision of the Board of Directors, to be of comparable quality at the time of purchase to rated instruments that may be acquired by the Fund. At March 31, 2004, approximately, 12% of the net assets are invested in municipal securities that have letter of credit enhancement features or escrows in U.S. Government securities backing them, on which the Fund relies. Without such features, the securities may or may not meet the quality standards of securities purchased by the Fund. At March 31, 2004, approximately, 95% of the net assets are invested in New York municipal securities. Economic changes affecting the state and certain of its public bodies and municipalities may affect the ability of issuers to pay the required principal and interest payments of the municipal securities. At March 31, 2004, approximately, 87%, 7% and 4% of the net assets are invested in revenue bonds, general obligation bonds and anticipation notes, respectively. See Notes to Financial Statements. 23 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 California Tax-Exempt Income Fund Principal Value Amount (Note 1) - ---------- ----------- TAX-EXEMPT SECURITIES -- 89.39% $ 545,000 Alameda-Contra Costa, California, Certificates of Participation, Transportation District, (AMBAC), 4.000%, 08/01/12................................. $ 574,332 595,000 Berkeley, California, Unified School District, General Obligation Bonds, (FGIC), 4.375%, 08/01/06......................................... 635,014 35,000 California Educational Facilities Authority, Santa Clara University Revenue Bonds, (MBIA), 4.900%, 09/01/06......................... 37,870 750,000 California Educational Facilities Authority, Stanford University Revenue Bonds, Series R, 5.000%, 11/01/11.............................. 856,372 1,000,000 California State Department of Transportation Revenue Bonds, Federal Highway Grant Anticipation Bonds, Series A, (FGIC), 4.500%, 02/01/13......................................... 1,087,970 1,000,000 California State Department of Water Resources Central Valley Project Revenue Bonds, Series T, 5.000%, 12/01/11.............................. 1,116,700 500,000 California State Department of Water Resources Central Valley Project Revenue Bonds, Series U, 4.000%, 12/01/06.............................. 532,820 750,000 California State Infrastructure & Economic Revenue Bonds, Bay Area Toll Bridges, Series A, (FSA), 5.000%, 07/01/11......................................... 853,192 250,000 California State Public Works Board, Lease Revenue Bonds, Department of Corrections, Series D, (MBIA), 4.850%, 09/01/08...................... 275,822 750,000 California State, General Obligation Bonds, 6.250%, 04/01/08.......................... 852,480 750,000 California State, General Obligation Bonds, (MBIA), 7.500%, 10/01/07......................... 888,337 1,000,000 California Statewide Communities Development Authority Revenue Bonds, California Endowment, 5.000%, 07/01/13................................. 1,130,980 Principal Value Amount (Note 1) - ---------- ----------- TAX-EXEMPT SECURITIES -- (continued) $ 315,000 Central Coast, Water Authority, California, Revenue Bonds, State Water Project, Series A, (AMBAC), 6.000%, 10/01/05......................................... $ 337,488 Central Valley School District Financing Authority, California, School District General Obligation Bonds, Series A, (MBIA), 6.150%, 1,000,000 08/01/09......................................... 1,186,270 550,000 5.850%, 08/01/04................................. 558,657 1,100,000 Cerritos, California, Public Financing Authority Tax Allocation Bonds, Redevelopment Project, Series A, (AMBAC), 3.000%, 11/01/10.............. 1,117,743 545,000 Chino Basin, California, Regional Financing Authority Municipal Water District Sewer System Project, (AMBAC), 7.000%, 08/01/05............... 587,009 350,000 Contra Costa County, California, Certificates of Participation, Capital Projects, (AMBAC), 4.625%, 02/01/07........................ 378,591 Contra Costa, California, Transportation Authority Sales Tax Revenue Bonds, Series A, (FGIC), 550,000 6.000%, 03/01/07................................. 616,093 1,000,000 6.000%, 03/01/08................................. 1,145,480 750,000 East Bay, California, Regional Park District Authority General Obligation Bonds, 5.000%, 09/01/07......................................... 830,235 250,000 Escondido, California, Unified School District General Obligation Bonds, Series A, (FGIC), 5.000%, 09/01/08......................... 278,800 1,150,000 Fairfield-Suisun, Unified School District, California, General Obligation Bonds, (MBIA), 4.250%, 08/01/10......................... 1,257,824 155,000 Fresno, California, Sewer Revenue Bonds, Series A-1, (AMBAC), 4.800%, 09/01/06................... 167,344 See Notes to Financial Statements. 24 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 California Tax-Exempt Income Fund -- (continued) Principal Value Amount (Note 1) - ---------- ---------- TAX-EXEMPT SECURITIES -- (continued) $ 750,000 Glendale, California, Unified School District General Obligation Bonds, Series D, (MBIA), 4.500%, 09/01/13......................... $ 806,640 745,000 Los Altos, California, School District General Obligation Bonds, Series A, (FSA), 5.000%, 08/01/06......................................... 805,703 Los Angeles County, California, Public Works Financing Authority, Revenue Bonds, Regional Park & Open Space District, Series A, 5.250%, 300,000 10/01/05......................................... 318,888 655,000 5.000%, 10/01/04................................. 667,812 500,000 Los Angeles, California, Department of Airports Revenue Bonds, Series A, (FGIC), 6.000%, 05/15/05 526,690 150,000 Los Angeles, California, Municipal Improvement Revenue Bonds, Series A, (FSA), 4.875%, 02/01/06. 159,679 750,000 Los Angeles, California, Municipal Improvement Revenue Bonds, Series B, (AMBAC), 4.600%, 02/01/06......................................... 794,693 1,000,000 Los Angeles, California, Sanitation Equipment Revenue Bonds, Series A, (FSA), 5.000%, 02/01/10. 1,131,170 400,000 Los Angeles, California, State Building Authority Revenue Bonds, State of California Department of General Services, Series A, 5.600%, 05/01/04..... 401,120 500,000 Los Angeles, California, Unified School District General Obigation Bonds, Series F, (FSA), 4.500%, 07/01/13.......................... 545,760 1,000,000 Los Angeles, California, Wastewater System Revenue Bonds, Series A, (FGIC), 5.500%, 06/01/10 1,162,090 1,000,000 Los Angeles, California, Water & Power Revenue Bonds, Power System, Series A, Sub-Series A-1, 5.000%, 07/01/14................................. 1,116,820 Principal Value Amount (Note 1) - ---------- ---------- TAX-EXEMPT SECURITIES -- (continued) $ 370,000 Marin, California, Municipal Water District Revenue Bonds, (AMBAC), 4.000%, 07/01/10......... $ 397,876 700,000 Metropolitan Water District of Southern California, General Obligation Bonds, 4.250%, 03/01/08......................................... 760,249 1,000,000 Metropolitan Water District of Southern California, General Obligation Bonds, Series A, 3.000%, 03/01/08................................. 1,039,290 960,000 Metropolitan Water District of Southern California, Revenue Bonds, 5.750%, 07/01/09......................................... 1,119,965 200,000 Metropolitan Water District of Southern California, Revenue Bonds, Series B, (MBIA), 5.250%, 07/01/07......................... 220,550 1,000,000 Modesto, California, Irrigation District Financing Authority Certificates of Participation, Series A, (MBIA), 4.000%, 07/01/09 1,078,300 975,000 Modesto, California, Irrigation District Financing Authority Revenue Bonds, Series A, (MBIA), 5.450%, 10/01/07......................... 1,091,376 1,000,000 Moulton-Niguel, California, Water District General Obligation Bonds, (AMBAC), 4.000%, 09/01/10......................................... 1,077,200 500,000 Napa County, California, Flood Protection & Watershed Improvement Revenue Bonds, Series A, (FGIC), 5.000%, 06/15/13......................... 552,285 250,000 Northern California Power Agency, Public Power Revenue Bonds, Geothermal Project, Series A, (AMBAC), 5.500%, 07/01/05........................ 263,525 125,000 Northern California Power Agency, Public Power Revenue Bonds, Series A, (AMBAC), 5.600%, 07/01/06......................................... 136,471 250,000 Novato, California, General Obligation Bonds, Series A, (MBIA), 6.250%, 08/01/07......................................... 284,553 See Notes to Financial Statements. 25 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 California Tax-Exempt Income Fund -- (continued) Principal Value Amount (Note 1) - ---------- ---------- TAX-EXEMPT SECURITIES -- (continued) $1,100,000 Orange County, California, Local Transportation Authority Sales Tax Revenue Bonds, 1st Senior, (AMBAC), 6.000%, 02/15/08......................................... $1,258,268 1,000,000 Orange County, California, Local Transportation Authority Sales Tax Revenue Bonds, 2nd Senior, (FGIC), 6.000%, 02/15/07......................................... 1,118,070 1,500,000 #Orange County, California, Sanitation District, Certificates of Participation, Series A, 1.100%, 08/01/29......................................... 1,500,000 1,000,000 Oxnard, California, Wastewater District Financing Authority Revenue Bonds, (FGIC), 3.500%, 06/01/09 1,055,510 1,000,000 Rancho, California, Water District Financing Authority Revenue Bonds, Series A, (FSA), 5.500%, 08/01/10.......................... 1,162,960 250,000 Sacramento County, California, Certificates of Participation, Public Facilities Project, (MBIA), 4.875%, 02/01/05......................... 257,953 255,000 Sacramento, California, City Financing Authority Lease Revenue Bonds, Series A, (AMBAC), 5.050%, 11/01/06......................................... 278,297 300,000 San Bernardino County, California, Certificates of Participation, Medical Center Financing Project, (MBIA), 5.500%, 08/01/07...... 335,631 255,000 San Bernardino County, California, Transportation Authority Sales Tax Revenue Bonds, Series A, (MBIA), 4.625%, 03/01/05......................... 263,333 1,000,000 San Diego County, California, Certificates of Participation, (AMBAC), 5.000%, 11/01/11......................................... 1,139,640 250,000 San Diego, California, General Obligation Bonds, Public Safety Communication Project, 6.500%, 07/15/08......................................... 294,770 1,000,000 San Diego, California, Public Facilities Financing Authority Sewer Revenue Bonds, (FGIC), 5.200%, 05/15/13......................... 1,060,970 Principal Value Amount (Note 1) - ---------- ---------- TAX-EXEMPT SECURITIES -- (continued) $ 300,000 San Diego, California, Public Facilities Financing Authority Sewer Revenue Bonds, Series B, (FGIC), 5.000%, 05/15/08......................................... $ 331,752 1,000,000 San Diego, California, Public Facilities Financing Authority Water Revenue Bonds, (MBIA), 5.000%, 08/01/11......................... 1,135,480 875,000 San Francisco, California, Bay Area Rapid Transit District, Sales Tax Revenue Bonds, 5.500%, 07/01/07......................................... 976,395 1,500,000 San Francisco, California, City & County Airports Commission Airport Revenue Bonds, 2nd Series, Issue 20, (MBIA), 5.000%, 05/01/06............... 1,610,850 1,000,000 San Francisco, California, City & County General Obligation Bonds, (FSA), 5.000%, 06/15/08........ 1,117,960 680,000 San Francisco, California, City & County General Obligation Bonds, Series 1, (FGIC), 4.500%, 06/15/05......................................... 707,601 1,020,000 San Francisco, California, City & County Parking Authority Revenue Bonds, Parking Meter Project, Series 1, (FGIC), 4.000%, 06/01/06............... 1,076,773 325,000 San Francisco, California, City & County Public Utilities Commission Water Revenue Bonds, Series A, 6.500%, 11/01/04.............................. 334,620 San Jose, California, Redevelopment Agency Tax Allocation Bonds, Merged Area Redevelopment 500,000 Project, (AMBAC), 5.000%, 08/01/07............... 551,360 625,000 4.750%, 08/01/05................................. 654,769 300,000 San Mateo County, California, Joint Powers Financing Authority Revenue Bonds, San Mateo County Health Care Center, Series A, (FSA), 5.600%, 07/15/04......................................... 303,777 See Notes to Financial Statements. 26 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 California Tax-Exempt Income Fund -- (continued) Principal Value Amount (Note 1) - ---------- ----------- TAX-EXEMPT SECURITIES -- (continued) $ 500,000 San Mateo County, California, Transportation Authority Revenue Bonds, Series A, (MBIA), 4.200%, 06/01/04 $ 502,520 750,000 San Mateo County, California, Transportation District, Sales Tax Revenue Bonds, Series A, (FSA), 5.000%, 06/01/09.......................... 847,898 510,000 Santa Barbara, California, Waterfront Certificates of Participation, (AMBAC), 4.125%, 10/01/12......................................... 546,001 1,075,000 Santa Clara County, California, Financing Authority, Series A, (AMBAC), 4.500%, 05/15/12... 1,139,113 500,000 Santa Clara County, California, Transportation District, Sales Tax Revenue Bonds, Series A, 4.500%, 06/01/06.............................. 532,020 1,000,000 Santa Rosa, California, Wastewater System Revenue Bonds, Series B, 4.000%, 09/01/11................ 1,071,250 1,000,000 Southern California Public Power Authority Revenue Bonds, Series A, (MBIA), 5.250%, 07/01/09 1,131,880 1,000,000 Southern California Public Power Authority Revenue Bonds, Southern Transmission, Series B, (FSA), 4.250%, 07/01/11.......................... 1,085,500 600,000 University of California Revenue Bonds, Multi-Purpose Projects, Series F, (FGIC), 5.000%, 09/01/08......................... 655,212 ----------- 59,800,261 ----------- TAX-EXEMPT SECURITIES -- ESCROWED IN U.S. GOVERNMENTS -- 6.32% 100,000 California Educational Facilities Authority Revenue Bonds, Santa Clara University Project, (MBIA), 4.900%, 09/01/06 (Escrowed to Maturity).. 108,448 Principal Value Amount (Note 1) - ---------- ---------- TAX-EXEMPT SECURITIES -- ESCROWED IN U.S. GOVERNMENTS -- (continued) $ 750,000 California State, General Obligation Bonds, (FGIC), 6.000%, 08/01/19 (Prerefunded 08/01/04 @ 102)............................................. $ 777,225 1,000,000 Long Beach, California, Water Revenue Bonds, 6.250%, 05/01/24 (Prerefunded 05/01/04 @ 102)............................................. 1,023,870 125,000 Los Angeles, California, Department of Water & Power Revenue Bonds, (AMBAC), 4.600%, 08/15/06 (Escrowed to Maturity).................. 127,722 40,000 Metropolitan Water District of Southern California, Revenue Bonds, 5.750%, 07/01/09 (Escrowed to Maturity).................. 46,989 125,000 Northern California Power Agency, Public Power Revenue Bonds, Series A, (AMBAC), 5.600%, 07/01/06 (Escrowed to Maturity).................. 137,111 400,000 Sacramento County, California, Sanitation District Revenue Bonds, 5.500%, 12/01/05 (Escrowed to Maturity).................. 429,132 825,000 San Bernardino County, California, Certificates of Participation, Medical Center Financing Project, Series A, (MBIA), 5.500%, 08/01/22 (Prerefunded 08/01/05 @ 102)............ 890,258 500,000 San Francisco, California, Bay Area Rapid Transit District, Sales Tax Revenue Bonds, (FGIC), 5.500%, 07/01/20 (Prerefunded 07/01/05 @ 101)............................................. 532,760 150,000 Santa Barbara County, California, Local Transportation Authority Sales Tax Revenue Bonds, (FGIC), 4.900%, 04/01/06 (Prerefunded 04/01/04 @ 101).................................. 151,500 ---------- 4,225,015 ---------- See Notes to Financial Statements. 27 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 California Tax-Exempt Income Fund -- (continued) Value Shares (Note 1) - --------- ----------- SHORT-TERM INVESTMENTS -- 5.02% 1,718,793 @BlackRock California Money Fund.................. $ 1,718,793 1,636,706 @Federated California Money Fund.................. 1,636,706 ----------- 3,355,499 ----------- TOTAL INVESTMENTS (Cost $64,463,629).............. 100.73% $67,380,775 OTHER ASSETS & LIABILITIES (NET).................. (0.73) (486,399) ------ ----------- NET ASSETS........................................ 100.00% $66,894,376 ====== =========== - -------- AMBAC--American Municipal Bond Assurance Corp. FGIC--Financial Guaranty Insurance Corp. MBIA--Municipal Bond Insurance Assoc. FSA--Financial Security Assurance # Variable rate demand bonds and notes are payable upon not more than seven business days notice. Rate shown is as of March 31, 2004. @ Registered Investment Company Notes: These municipal securities meet the three highest ratings assigned by Moody's Investors Services, Inc. or Standard and Poor's Corporation or, where not rated, are determined by the Adviser, under the supervision of the Board of Directors, to be of comparable quality at the time of purchase to rated instruments that may be acquired by the Fund. At March 31, 2004, approximately 6% of the net assets are invested in municipal securities that have letter of credit enhancement features or escrows in U.S. Government securities backing them, on which the Fund relies. Without such features, the securities may or may not meet the quality standards of securities purchased by the Fund. At March 31, 2004, approximately, 96% of the net assets are invested in California municipal securities. Economic changes affecting the state and certain of its public bodies and municipalities may affect the ability of issuers to pay the required principal and interest payments of the municipal securities. At March 31, 2004, approximately, 60%, 22%, 10% and 3% of the net assets are invested in revenue bonds, general obligation bonds, certificates of participation and tax allocation bonds, respectively. See Notes to Financial Statements. 28 EXCELSIOR TAX-EXEMPT FUNDS, INC. NOTES TO FINANCIAL STATEMENTS 1. Significant Accounting Policies: Excelsior Tax-Exempt Funds, Inc. ("Excelsior Tax-Exempt Fund") was incorporated under the laws of the State of Maryland on August 8, 1984 and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as open-end diversified management investment companies with the exception of New York Intermediate-Term Tax-Exempt Fund, California Tax-Exempt Income Fund and New York Tax-Exempt Money Fund, each of which are non-diversified. Excelsior Tax-Exempt Fund currently offers shares in seven managed investment portfolios, each having its own investment objectives and policies. The following is a summary of significant accounting policies for Long-Term Tax-Exempt Fund, Intermediate-Term Tax-Exempt Fund, Short-Term Tax-Exempt Securities Fund, New York Intermediate-Term Tax-Exempt Fund and California Tax-Exempt Income Fund (the "Portfolios"). Such policies are in conformity with accounting principles generally accepted in the United States of America and are consistently followed by Excelsior Tax-Exempt Fund in the preparation of the financial statements. The preparation of financial statements 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. The financial statements for the remaining portfolios of Excelsior Tax-Exempt Fund are presented separately. (a) Portfolio valuation: Securities are valued each business day as of the close of the New York Stock Exchange after consultation with an independent pricing service (the "Service"). When in the judgement of the Service, quoted bid prices for securities are readily available and are representative of the bid side of the market, these investments are valued at the mean between the quoted bid prices (as obtained by the Service from dealers in such securities) and ask prices (as calculated by the Service based upon its evaluation of the market for such securities). Short-term debt instruments with remaining maturities of 60 days or less, and variable rate demand notes and securities with put options exercisable within one year, are valued at amortized cost, which approximates market value. Securities for which market quotations are not readily available are valued at fair value pursuant to guidelines adopted by Excelsior Tax-Exempt Fund's Board of Directors. (b) Security transactions and investment income: Security transactions are recorded on a trade date basis. Realized gains and losses on investments sold are recorded on the basis of identified cost. Interest income, adjusted for amortization of premiums and discounts on investments, is earned from settlement date and is recorded on the accrual basis. (c) Distributions to shareholders: Dividends from net investment income are declared daily and paid monthly. Net realized capital gains, unless offset by any available capital loss carryforwards, are distributed at least annually. Dividends and distributions are recorded on the ex-dividend date. 29 (d) Expense allocation: Expenses directly attributable to a Portfolio are charged to that Portfolio. Other expenses are allocated to the respective Portfolios based on average daily net assets. 2. Investment Advisory Fee, Administration Fee, Shareholder Servicing Fees and Related Party Transactions: United States Trust Company of New York ("U.S. Trust NY") and U.S. Trust Company, N.A. (together the "Adviser"), acting through their respective registered investment advisory divisions, U.S. Trust New York Asset Management Division and U.S. Trust Company, N.A. Asset Management Division, serve as the investment adviser to the Portfolios. For the services provided pursuant to the Investment Advisory Agreements, the Adviser receives a fee, computed daily and paid monthly, at the annual rates of 0.30% of the average daily net assets of Short-Term Tax-Exempt Securities Fund, 0.35% of the average daily net assets of Intermediate-Term Tax-Exempt Fund and 0.50% of the average daily net assets of each of Long-Term Tax-Exempt Fund, New York Intermediate-Term Tax-Exempt Fund and California Tax-Exempt Income Fund. U.S. Trust NY is a state-chartered bank and trust company and a member bank of the Federal Reserve System. U.S. Trust Company, N.A. is a national bank organized under the laws of the United States. Each is a wholly-owned subsidiary of U.S. Trust Corporation, a registered bank holding company. U.S. Trust Corporation is a wholly-owned subsidiary of The Charles Schwab Corporation ("Schwab"). U.S. Trust Company, N.A., SEI Investments Global Funds Services and Federated Services Company (collectively, the "Administrators") provide administrative services to Excelsior Tax-Exempt Fund. For the services provided to the Portfolios, the Administrators are entitled jointly to annual fees, computed daily and paid monthly, based on the combined aggregate average daily net assets of Excelsior Tax-Exempt Fund, Excelsior Funds, Inc. and Excelsior Funds Trust (excluding the international equity portfolios of Excelsior Funds, Inc. and Excelsior Funds Trust), all of which are affiliated investment companies, as follows: 0.200% of the first $200 million, 0.175% of the next $200 million, and 0.150% over $400 million. Administration fees payable by each Portfolio of the three investment companies are determined in proportion to the relative average daily net assets of the respective Portfolios for the period paid. Until further notice to the Portfolios, U.S. Trust Company, N.A. has voluntarily agreed to waive a portion of its administration fee in an amount equal to an annual rate of 0.04% of the average daily net assets of each Portfolio. For the year ended March 31, 2004, administration fees charged by U.S. Trust Company, N.A., were as follows: Waiver of Net Administration Administration Administration Fees Fees Fees -------------- -------------- -------------- Long-Term Tax-Exempt Fund................. $100,382 $ 33,453 $ 66,929 Intermediate-Term Tax-Exempt Fund......... 481,916 160,319 321,597 Short-Term Tax-Exempt Securities Fund..... 375,395 124,693 250,702 New York Intermediate-Term Tax-Exempt Fund 219,233 72,926 146,307 California Tax-Exempt Income Fund......... 77,884 25,899 51,985 From time to time, in their sole discretion, U.S. Trust may undertake to waive a portion or all of the fees payable to them and also may reimburse the Portfolios for a portion of other expenses. For the year ended March 31, 2004, U.S. Trust has contractually agreed to waive investment advisory fees and to 30 reimburse other ordinary operating expenses to the extent necessary to keep total operating expenses from exceeding the following annual percentages of each Portfolio's average daily net assets: Long-Term Tax-Exempt Fund................. 0.80% Intermediate-Term Tax-Exempt Fund......... 0.65% Short-Term Tax-Exempt Securities Fund..... 0.60% New York Intermediate-Term Tax-Exempt Fund 0.80% California Tax-Exempt Income Fund......... 0.50% For the year ended March 31, 2004, pursuant to the above, U.S. Trust waived investment advisory fees totaling $133,830 for the California Tax-Exempt Income Fund. The Portfolios have entered into shareholder servicing agreements with various service organizations, which may include Schwab, U.S. Trust and affiliates of U.S. Trust. Services included in the servicing agreements are assisting in processing purchase, exchange, and redemption requests; transmitting and receiving funds in connection with customer orders to purchase, exchange or redeem shares; and providing periodic statements. Shareholder servicing fees are incurred on a Portfolio and class level (where applicable). As a consideration for these services, each service organization receives a fee, computed daily and paid monthly, at an annual rate up to 0.25% (0.40% prior to July 29, 2003) of the average daily net assets of its shares held by each service organizations' customers. U.S. Trust has voluntarily agreed to waive investment advisory and administration fees payable in an amount equal to the shareholder servicing fees payable to affiliates. For the year ended March 31, 2004, shareholder servicing fees paid to Schwab, U.S. Trust and affiliates of U.S. Trust: Amount Waived as Investment Amount Advisory Paid Fees -------- ---------- Long-Term Tax-Exempt Fund................. $ 34,897 $ 25,555 Intermediate-Term Tax-Exempt Fund......... 147,989 135,324 Short-Term Tax-Exempt Securities Fund..... 244,572 234,580 New York Intermediate-Term Tax-Exempt Fund 22,614 15,817 California Tax-Exempt Income Fund......... 101,934 96,842 Edgewood Services, Inc. (the "Distributor"), a wholly-owned subsidiary of Federated Investors, Inc., serves as the distributor of Excelsior Tax-Exempt Fund. Shares of each Portfolio are sold without a sales charge on a continuous basis by the Distributor. 31 Boston Financial Data Services, Inc. ("BFDS") serves as transfer agent to the Portfolios. Each Independent Director of the Portfolios receives an annual fee of $15,000, plus a meeting fee of $2,500 for each meeting attended. The Chairman receives an additional annual fee of $7,500. Each member of the Nominating Committee receives an annual fee of $2,000 for services in connection with this committee, plus a meeting fee of $1,000 for each meeting attended. In addition, Directors are reimbursed by the Excelsior Tax-Exempt Fund, for reasonable expenses incurred when acting in their capacity as Directors. 3. Purchases, Sales and Maturities of Securities: For the year ended March 31, 2004, purchases, sales and maturities of securities, excluding short-term investments, for the Portfolios aggregated: Sales and Purchases Maturities ------------ ------------ Long-Term Tax-Exempt Fund................. $ 58,417,098 $ 70,429,053 Intermediate-Term Tax-Exempt Fund......... 89,768,800 103,729,185 Short-Term Tax-Exempt Securities Fund..... 210,188,520 177,126,760 New York Intermediate-Term Tax-Exempt Fund 55,607,380 58,534,890 California Tax-Exempt Income Fund......... 11,182,543 9,009,883 4. Federal Taxes: It is the policy of Excelsior Tax-Exempt Fund that each Portfolio continue to qualify as a regulated investment company, by complying with the requirements of the Internal Revenue Code applicable to regulated investment companies and by distributing substantially all of its taxable earnings to its shareholders. In order to avoid a Federal excise tax, each Portfolio is required to distribute certain minimum amounts of net realized capital gain and net investment income for the respective periods ending October 31 and December 31 in each calendar year. Dividends and distributions are determined in accordance with Federal income tax regulations which may differ from generally accepted accounting principles. These differences are primarily due to differing treatments for deferral of losses on wash sales and net capital losses incurred after October 31 and within the taxable year ("Post-October losses"). To the extent these differences are permanent, adjustments are made to the appropriate equity accounts in the period that the differences arise. Accordingly, the following reclassifications have been made to/from the following accounts: Undistributed Accumulated Net Investment Net Realized Income Gain (Loss) -------------- ------------ New York Intermediate-Term Tax-Exempt Fund $ (871) $ 871 California Tax-Exempt Income Fund......... 1,556 (1,556) 32 The tax character of dividends and contributions declared during the years ended March 31, 2004 and March 31, 2003 were as follows: Long-Term Tax-Exempt Ordinary Capital Income Income Gains Total ----------- ---------- ----------- ----------- Long-Term Tax-Exempt Fund 2004..................................... $ 2,199,868 -- -- $ 2,199,868 2003..................................... 3,309,713 $ 1,231 -- 3,310,944 Intermediate-Term Tax-Exempt Fund 2004..................................... 10,386,027 1,128,243 $12,402,638 23,916,908 2003..................................... 12,412,447 -- 2,583,052 14,995,499 Short-Term Tax-Exempt Securities Fund 2004..................................... 3,456,342 -- -- 3,456,342 2003..................................... 3,712,472 -- -- 3,712,472 New York Intermediate-Term Tax-Exempt Fund 2004..................................... 4,386,298 303,039 5,482,307 10,171,644 2003..................................... 5,629,628 -- 2,636,726 8,266,354 California Tax-Exempt Income Fund 2004..................................... 2,026,301 -- -- 2,026,301 2003..................................... 2,115,479 -- 11,932 2,127,411 As of March 31, 2004, the components of distributable earnings on a tax basis were as follows: Long-Term Other Ordinary Tax-Exempt Capital Capital Loss Unrealized Temporary Income Income Gains Carryforward Appreciation Difference Total -------- ---------- ---------- ------------ ------------ ---------- ----------- Long-Term Tax- Exempt Fund.... -- $147,924 -- $(548,194) $ 1,410,607 $(147,796) $ 862,541 Intermediate-Term Tax-Exempt Fund........... $256,062 851,303 $1,288,102 -- 16,082,047 (845,759) 17,631,755 Short-Term Tax- Exempt Securities Fund........... 24,949 295,012 22,878 -- 1,430,542 (282,324) 1,491,057 New York Intermediate- Term Tax- Exempt Fund.... -- 345,043 893,415 -- 5,375,729 (343,016) 6,271,171 California Tax- Exempt Income Fund........... -- 171,112 -- (664) 2,917,146 (169,848) 2,917,746 33 For Federal income tax purposes, capital loss carryforwards may be carried forward and applied against future capital gains. To the extent that such carryforwards are utilized, capital gain distributions will be reduced. At March 31, 2004, the following Portfolios had capital loss carryforwards for Federal tax purposes available to offset future net capital gains through the indicated expiration dates: Expiration Date ------------------- March 31, March 31, 2009 2012 Total --------- --------- -------- Long-Term Tax-Exempt Fund........ $548,194 -- $548,194 California Tax-Exempt Income Fund -- $664 664 During the year ended March 31, 2004, the Long-Term Tax-Exempt Fund and Short-Term Tax-Exempt Fund utilized capital loss carryforwards totaling $1,999,078 and $90,440, respectively, to offset realized capital gains. At March 31, 2004, aggregate gross unrealized appreciation for all securities for which there was an excess of value over tax cost and aggregate gross unrealized depreciation for all securities for which there was an excess of tax cost over value is as follows: Tax Basis Tax Basis Net Federal Unrealized Unrealized Unrealized Tax Cost Appreciation (Depreciation) Appreciation ------------ ------------ -------------- ------------ Long-Term Tax-Exempt Fund............ $ 70,893,065 $ 1,410,607 -- $ 1,410,607 Intermediate-Term Tax-Exempt Fund.... 368,382,039 16,276,249 $(194,202) 16,082,047 Short-Term Tax-Exempt Securities Fund 359,682,386 1,435,061 (4,519) 1,430,542 New York Intermediate-Term Tax-Exempt Fund............................... 170,982,472 5,516,163 (140,434) 5,375,729 California Tax-Exempt Income Fund.... 64,463,629 2,952,520 (35,374) 2,917,146 5. Common Stock: Excelsior Tax-Exempt Fund currently has authorized capital of 24 billion shares of Common Stock, 15 billion of which is currently classified to represent interests in certain classes of shares. Authorized capital currently classified for each Portfolio is as follows: 1.5 billion shares each of Long-Term Tax-Exempt Fund, Intermediate-Term Tax-Exempt Fund, Short-Term Tax-Exempt Securities Fund, New York Intermediate-Term Tax-Exempt Fund, and California Tax-Exempt Income Fund. Each share has a par value of $0.001 and represents an equal proportionate interest in the particular Portfolio with other shares of the same Portfolio, and is entitled to such dividends and distributions of taxable and tax-exempt earnings on the assets belonging to such Portfolio as are declared at the discretion of Excelsior Tax-Exempt Fund's Board of Directors. 34 Long-Term Tax-Exempt Fund ------------------------------------------------------ Year Ended Year Ended 03/31/04 03/31/03 -------------------------- -------------------------- Shares Amount Shares Amount ----------- ------------- ----------- ------------- Sold............................... 1,973,824 $ 19,719,700 5,081,297 $ 49,458,276 Issued as reinvestment of dividends 33,235 330,955 48,822 477,558 Redeemed........................... (4,333,803) (43,227,377) (7,739,473) (75,686,646) ----------- ------------- ----------- ------------- Net (Decrease)..................... (2,326,744) $ (23,176,722) (2,609,354) $ (25,750,812) =========== ============= =========== ============= Intermediate-Term Tax-Exempt Fund ------------------------------------------------------ Year Ended Year Ended 03/31/04 03/31/03 -------------------------- -------------------------- Shares Amount Shares Amount ----------- ------------- ----------- ------------- Sold............................... 10,553,521 $ 104,290,828 15,584,952 $ 152,155,618 Issued as reinvestment of dividends 183,521 1,779,145 107,316 1,050,586 Redeemed........................... (11,939,158) (118,008,037) (13,904,896) (135,872,328) ----------- ------------- ----------- ------------- Net Increase (Decrease)............ (1,202,116) $ (11,938,064) 1,787,372 $ 17,333,876 =========== ============= =========== ============= Short-Term Tax-Exempt Securities Fund ------------------------------------------------------ Year Ended Year Ended 03/31/04 03/31/03 -------------------------- -------------------------- Shares Amount Shares Amount ----------- ------------- ----------- ------------- Sold............................... 29,901,468 $ 215,547,037 30,230,078 $ 217,600,870 Issued as reinvestment of dividends 17,156 123,645 13,775 99,187 Redeemed........................... (20,414,339) (147,073,098) (12,887,229) (92,778,309) ----------- ------------- ----------- ------------- Net Increase....................... 9,504,285 $ 68,597,584 17,356,624 $ 124,921,748 =========== ============= =========== ============= New York Intermediate-Term Tax-Exempt Fund ------------------------------------------------------ Year Ended Year Ended 03/31/04 03/31/03 -------------------------- -------------------------- Shares Amount Shares Amount ----------- ------------- ----------- ------------- Sold............................... 4,175,816 $ 38,017,393 6,548,542 $ 59,361,443 Issued as reinvestment of dividends 120,743 1,083,430 76,380 692,836 Redeemed........................... (4,975,150) (45,321,700) (6,515,400) (59,172,249) ----------- ------------- ----------- ------------- Net Increase (Decrease)............ (678,591) $ (6,220,877) 109,522 $ 882,030 =========== ============= =========== ============= California Tax-Exempt Income Fund ------------------------------------------------------ Year Ended Year Ended 03/31/04 03/31/03 -------------------------- -------------------------- Shares Amount Shares Amount ----------- ------------- ----------- ------------- Sold............................... 2,479,328 $ 18,593,918 2,748,255 $ 20,492,940 Issued as reinvestment of dividends 17,600 131,929 13,055 97,474 Redeemed........................... (2,405,845) (18,013,017) (1,931,582) (14,406,311) ----------- ------------- ----------- ------------- Net Increase....................... 91,083 $ 712,830 829,728 $ 6,184,103 =========== ============= =========== ============= 35 6. Line of Credit: The Portfolios and other affiliated funds participate in a $50 million unsecured line of credit provided by a syndication of banks, under a line of credit agreement. Borrowings may be made to temporarily finance the redemption of Portfolio shares. Interest is charged to each Portfolio, based on its borrowings, at a rate equal to the Federal Funds Rate plus 0.50% per year. In addition, a commitment fee, equal to an annual rate of 0.15% of the average daily unused portion of the line of credit, is allocated among the participating Portfolios at the end of each quarter, and is included in miscellaneous expenses on the Statements of Operations. For the year ended March 31, 2004, the Portfolios had no borrowings under the agreement. 7. Guarantees: In the normal course of business, the Portfolios enter into contracts that provide general indemnifications. The Portfolios' maximum exposure under these arrangements is dependent on future claims that may be made against the Portfolios, and therefore, cannot be established; however, based on experience, the risk of loss from such claim is considered remote. 8. Legal Proceedings: U.S. Trust Company, N.A., United States Trust Company of New York, the investment advisers (the "Adviser") of Excelsior Funds, Inc., Excelsior Tax-Exempt Funds, Inc. and Excelsior Funds Trust (collectively the "Companies") and the Companies have been contacted by the Office of the New York State Attorney General (the "NYAG") and the Adviser has been contacted by the Securities and Exchange Commission (the "SEC") in connection with their investigation of practices in the mutual fund industry identified as "market timing" and "late trading" of mutual fund shares (the "Investigations"). The Adviser has also been contacted, through its parent, by the U.S. Attorney's Office in San Francisco and the Attorney General of the State of West Virginia (the "WVAG") with inquiries regarding the same subject matter. The Adviser and the Companies have been providing full cooperation with respect to these investigations, and continue to review the facts and circumstances relevant to the investigations. Four class actions suits have been filed against the Companies and the Adviser: James Page Jr. v. Charles Schwab et al. (filed on November 20, 2003 in the United States District Court for the Northern District of California); A. Joseph Szydlowski v. Charles Schwab et al. (filed December 4, 2003 in the United States District Court for the Southern District of New York); Wilson v. Excelsior Funds, et al. (filed December 10, 2003 in the United States District Court for the Southern District of New York); and John R. Granelli v. Charles Schwab, et al. (filed January 20, 2004 in the United States District Court for the Southern District of New York). While details in each suit vary, in general each alleges that during the Class Period, the Adviser, the Companies and others allowed certain parties and others to engage in illegal and improper trading practices, which caused financial injury to the shareholders of the Companies. Each demands unspecified monetary damages. The Wilson complaint also demands a rescission of the contract with the advisers. A fifth class action complaint, styled Mike Sayegh v. Janus Capital Corp. et al., was filed in Los Angeles Superior Court on or about October 22, 2003. On or about December 3, 2003, the Companies were served with a copy of the complaint in Sayegh on the basis that they were one of the several Doe 36 Defendants named in the complaint. The complaint alleges violations of the California Business and Professions Code, arising from improper trading activities, and seeks injunctive, declaratory, and other equitable relief in addition to unspecified monetary damages. The extent to which and capacity in which the Funds may have had any role in the allegations contained therein is currently unclear. In addition, a derivative action, styled Richard Elliott v. Charles Schwab Corporation, et al., No. 04 CV 2262, which is purportedly brought on behalf of Excelsior High Yield Fund and Excelsior Funds Trust, alleges violations of Section 36 of the Investment Company Act, 15 U.S.C. (S) 80a-35(b) and the common law breach of fiduciary duty by Schwab, the Adviser and certain directors of the Companies. This action has not yet been served on the Companies or their directors. The Adviser and the Companies are evaluating the claims in these complaints and intend to vigorously defend against them. The Adviser anticipates consolidation of these suits is possible. On February 20, 2004, the Judicial Panel on Multi-District Litigation issued an order transferring 96 actions involving allegations of mutual fund late trading and market timing to the United States District Court for the District of Maryland, for coordinated or consolidated pretrial proceedings ("MDL 1586"). On March 3, 2004, however, the Panel issued a Conditional Transfer Order which transferred additional "tag along cases" to MDL 1586, including the Sayegh, Page and Wilson actions. The Adviser expects that most or all of the civil actions regarding alleged late trading and/or market timing, which are pending in federal courts, will ultimately be transferred to MDL 1586. Based on currently available information, the Adviser believes that the likelihood is remote that the pending private lawsuits and Investigations will have a material adverse financial impact on the Companies, and that the pending Investigations and private lawsuits are not likely to materially affect its ability to provide investment management services to the Companies. 37 REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS To the Shareholders and Boards of Directors of Excelsior Tax-Exempt Funds, Inc. We have audited the accompanying statements of assets and liabilities, including the portfolios of investments, of the Long-Term Tax-Exempt, Intermediate-Term Tax-Exempt, Short-Term Tax-Exempt Securities, New York Intermediate-Term Tax-Exempt, and California Tax-Exempt Income Portfolios (five of the portfolios constituting the Excelsior Tax-Exempt Funds, Inc.) (the "Funds") as of March 31, 2004, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Funds' management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of March 31, 2004, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of each of the Long-Term Tax-Exempt, Intermediate-Term Tax-Exempt, Short-Term Tax-Exempt Securities, New York Intermediate-Term Tax-Exempt, and California Tax-Exempt Income Funds at March 31, 2004, the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States. /s/ Ernst & Young LLP Boston, Massachusetts May 7, 2004 38 Directors/Trustees and Officers of the Excelsior Funds Complex (Unaudited) Information pertaining to the directors/trustees and officers of Excelsior Fund, Excelsior Tax-Exempt Fund and Excelsior Funds Trust (each a "Company" and collectively, the "Excelsior Funds Complex") is set forth below. Directors/Trustees who are not deemed to be "interested persons" of the Excelsior Funds Complex as defined in the 1940 Act are referred to as "Independent Board Members." Directors/Trustees who are deemed to be "interested persons" of the Excelsior Funds Complex are referred to as "Interested Board Members." Number of Portfolios in Excelsior Term of Funds Office and Complex Other Position(s) Length of Overseen by Directorships Name, Address, Held with each Time Principal Occupation(s) Board Held by Board Age(1) Company Served(2) During Past 5 Years Member(3) Member(4) -------------- -------------- ------------- ------------------------------------------- ------------- ------------- INTERESTED BOARD MEMBER James L. Bailey(5) Director/ Since Executive Vice President of U.S. Trust N/A N/A 114 West 47th Trustee February 2004 Corporation and U.S. Trust New York Street (since January 2003); President, Excelsior New York, NY Fund, Excelsior Tax-Exempt Fund and 10036 Excelsior Funds Trust (since May 2003); Age: 58 Consultant in the financial services industry (from August 2000 to January 2003); Executive Vice President of Citicorp (1992 to August 2000). INDEPENDENT BOARD MEMBERS Frederick S. Wonham Director/ Since 1997 Retired; Chairman of the Board (since 32 None Age: 72 Trustee, 1997) and President, Treasurer and Chairman of Director (since 1995) of Excelsior Fund the Board and Excelsior Tax-Exempt Fund; Chairman of the Boards (since 1997), President, Treasurer and Trustee (since 1995) of Excelsior Funds Trust; Vice Chairman of U.S. Trust Corporation and U.S. Trust New York (from February 1990 until September 1995); and Chairman, U.S. Trust Company (from March 1993 to May 1997). Rodman L. Drake Director/ Since 1994 Director of Excelsior Fund and Excelsior 32 4 Age: 61 Trustee Tax-Exempt Fund (since 1996); Trustee of Excelsior Funds Trust (since 1994); Director, Parsons Brinkerhoff, Inc. (engineering firm) (since 1995); President, Continuation Investments Group, Inc. (since 1997); President, Mandrake Group (investment and consulting firm) (1994- 1997); Chairman, MetroCashcard International Inc. (since 1999); Director, Hotelivision, Inc. (since 1999); Director, Alliance Group Services, Inc. (since 1998); Director, Clean Fuels Technology Corp. (since 1998); Director, Absolute Quality Inc. (since 2000); Director, Hyperion Total Return Fund, Inc. and three other funds for which Hyperion Capital Management, Inc. serves as investment adviser (since 1991); Director, The Latin America Smaller Companies Fund, Inc. (from 1993 to 1998). 39 Number of Portfolios in Excelsior Term of Funds Office and Complex Other Position(s) Length of Overseen by Directorships Name, Address, Held with each Time Principal Occupation(s) Board Held by Board Age(1) Company Served(2) During Past 5 Years Member(3) Member(4) -------------- -------------- ---------- --------------------------------------- ------------- ------------- Mel Hall Director/ Since 2000 Director of Excelsior Fund and 32 None Age: 59 Trustee Excelsior Tax-Exempt Fund (since July 2000); Trustee of Excelsior Funds Trust (since July 2000); Chief Executive Officer, Comprehensive Health Services, Inc. (health care management and administration). Roger M. Lynch Director/ Since 2001 Retired; Director of Excelsior Fund 32 None Age: 63 Trustee and Excelsior Tax-Exempt Fund and Trustee of Excelsior Funds Trust (since September 2001); Chairman of the Board of Trustees of Fairfield University (since 1996); Director, SLD Commodities, Inc. (importer of nuts) (since 1991); President, Corporate Asset Funding Co., Inc. (asset securitization) (from 1987 to 1999); General Partner (from 1980 to 1986) and Limited Partner (from 1986 to 1999), Goldman Sachs & Co.; Chairman, Goldman Sachs Money Markets, Inc. (from 1982 to 1986). Jonathan Piel Director/ Since 1994 Director, Excelsior Funds, Inc. and 32 None Age: 65 Trustee Excelsior Tax-Exempt Funds, Inc. (since 1996); Trustee, Excelsior Funds Trust (since 1994); Director, Group for the South Fork, Bridgehampton, NY (since 1993). Retired in 1994 as The Editor, Scientific American and Vice President, Scientific American, Inc. OFFICERS Mary Martinez Executive Since Managing Director U.S. Trust N/A N/A 114 West 47th Street Vice President February Company and Chief Operating New York, NY 10036 2004 Officer of Investment Products Age: 44 (since 2003); Managing Director and Director of Relationship Management Service, Marketing, Information and Technology at Bessemer Trust (1998 to 2003). Joseph Trainor Vice President Since Managing Director U. S. Trust N/A N/A 114 West 47th Street February Company (since 2003); President of New York, NY 10036 2004 MFS Institutional Advisors (1998 to Age: 43 2002). 40 Number of Portfolios in Excelsior Term of Funds Office and Complex Other Position(s) Length of Overseen by Directorships Name, Address, Held with each Time Principal Occupation(s) Board Held by Board Age(1) Company Served(2) During Past 5 Years Member(3) Member(4) -------------- --------------- ---------- ------------------------------------ ------------- ------------- Agnes Mullady Treasurer Since Senior Vice President, U.S. Trust N/A N/A 225 High Ridge Road Chief Financial February Company (since 2004); Chief Stamford, and Chief 2004 Financial Officer, AMIC Distribution CT 06905 Accounting Partners, (2002 to 2004); Controller Age : 45 Officer Reserve Management Corporation, Reserve Management Company, Inc. and Reserve Partners, Inc. (2000 to 2002); Vice President and Treasurer, Northstar Funds; Senior Vice President and Chief Financial Officer, Northstar Investment Management Corp.; President and Treasurer, Northstar Administrators Corp.; and Vice President and Treasurer, Northstar Distributors, Inc. (1993 to 2000). Frank Bruno Vice President Since 2001 Vice President, U.S. Trust Company N/A N/A 225 High Ridge Road and Assistant (since 1994); Vice President and Stamford, CT 06905 Treasurer Assistant Treasurer, Excelsior Fund, Age: 44 Excelsior Tax-Exempt Fund and Excelsior Funds Trust (since February 2001). Joseph Leung Vice President Since Vice President, U.S. Trust Company N/A N/A 225 High Ridge Road and Assistant May 2003 (since March 2003); Vice President Stamford, CT 06905 Treasurer and Assistant Treasurer, Excelsior Age: 38 Fund, Excelsior Tax-Exempt Fund and Excelsior Funds Trust (since May 2003); Vice President of Merrill Lynch & Co. (from 2000 to 2002); Treasurer, Vice President and Chief Accounting Officer of Midas Funds, Bexil Fund, Tuxis Fund, Global Income Fund and Winmill & Co. Incorporated (from 1995 to 2000). Michael R. Rosella, Esq. Acting Since Partner, Paul, Hastings, Janofsky & N/A N/A 75 East 55th Street Secretary and February Walker LLP (law firm) (since 2000); New York, NY 10022 Chief Legal 2004 Partner, Battle Fowler LLP (law Age: 46 Officer firm) (1988 to 2000). Lee Wilcox Assistant Since Employed by SEI Investments since N/A N/A 530 E. Swedesford Treasurer June 2002 June 2002. Director of Fund Road Accounting, SEI Investments since Wayne, PA 19087 June 2002. Senior Operations Age: 42 Manager of Deutsche Bank Global Fund Services (2000-2002), PricewaterhouseCoopers LLP (1995- 2000), United States Army (1982- 1992). 41 Number of Portfolios in Excelsior Term of Funds Office and Complex Other Position(s) Length of Overseen by Directorships Name, Address, Held with each Time Principal Occupation(s) Board Held by Board Age(1) Company Served(2) During Past 5 Years Member(3) Member(4) -------------- -------------- ---------- -------------------------------------- ------------- ------------- Timothy D. Barto Assistant Since 2001 Employed by SEI Investments since N/A N/A One Freedom Treasurer October 1999. Vice President and Valley Drive Assistant Secretary of SEI Investments Oaks, PA 19456 since December 1999. Associate at Age: 36 Dechert, Price & Rhoads (1997-1999). Associate at Richter, Miller & Finn (1993-1997). - -------- (1) Each director/trustee may be contacted by writing to Excelsior Funds, One Freedom Valley Drive, Oaks, PA 19456. (2) Each director/trustee shall hold office until the election and qualification of his or her successor, or until he or she sooner dies, resigns or is removed. The president, treasurer and secretary of each Company shall hold office for a one year term and until their respective successors are chosen and qualified, or in each case until he or she sooner dies, resigns is removed, or becomes disqualified in accordance with each Company's by-laws. (3) The Excelsior Funds Complex consists of all registered investment companies (Excelsior Fund, Excelsior Tax-Exempt Fund and Excelsior Funds Trust) for which U.S. Trust serves as investment adviser. As of March 31, 2004, the Excelsior Funds Complex consisted of 32 Funds. (4) Directorships of companies required to report to the Securities and Exchange Commission under the Securities Exchange Act of 1934 (i.e., "public companies") or other investment companies registered under the 1940 Act. (5) Mr. James L. Bailey is a board member who is deemed to be an "interested person" of the Excelsior Funds Complex, as that term is defined in the 1940 Act, because he is an Executive Vice President of the Investment Adviser. For more information regarding the Directors/Trustees and Officers, please refer to the Statement of Additional Information, which is available upon request by calling 1-800-446-1012. 42 Federal Tax Information: (Unaudited) For the year ended March 31, 2004, the designation of long-term capital gains and percentage of exempt interest dividends paid are approximated as follows: 20% 15% Long-Term Long-Term Exempt Capital Gain Capital Gain Interest Dividends ------------ ------------ ------------------ Long-Term Tax-Exempt Fund................. -- -- 100.00% Intermediate-Term Tax-Exempt Fund......... $9,182,172 $3,220,466 43.77% Short-Term Tax-Exempt Securities Fund..... -- -- 100.00% New York Intermediate-Term Tax-Exempt Fund 2,212,274 3,270,033 43.61% California Tax-Exempt Income Fund......... -- -- 100.00% 43 [THIS PAGE INTENTIONALLY LEFT BLANK] [THIS PAGE INTENTIONALLY LEFT BLANK] AR-TXEX-0304 [LOGO] Excelsior Funds MONEY MARKET PORTFOLIOS ANNUAL REPORT March 31, 2004 TABLE OF CONTENTS PAGE ---- LETTER TO SHAREHOLDERS........................................ 1 STATEMENTS OF ASSETS AND LIABILITIES.......................... 2 STATEMENTS OF OPERATIONS...................................... 3 STATEMENTS OF CHANGES IN NET ASSETS........................... 4 FINANCIAL HIGHLIGHTS -- SELECTED PER SHARE DATA AND RATIOS.... 6 PORTFOLIOS OF INVESTMENTS Money Fund................................................. 8 Government Money Fund...................................... 9 Treasury Money Fund........................................ 10 Tax-Exempt Money Fund...................................... 11 New York Tax-Exempt Money Fund............................. 18 NOTES TO FINANCIAL STATEMENTS................................. 22 REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS............. 31 DIRECTORS/TRUSTEES AND OFFICERS OF THE EXCELSIOR FUNDS COMPLEX 32 FEDERAL TAX INFORMATION....................................... 36 For shareholder account information, current price and yield quotations, or to make an initial purchase or obtain a prospectus, call 1-800-446-1012, from overseas, call 617-483-7297. Internet Address: http://www.excelsiorfunds.com This report must be preceded or accompanied by a current prospectus. A description of the policies and procedures that Excelsior Funds use to determine how to vote proxies relating to portfolio securities is available (i) without charge, upon request, by calling 1-800-446-1012, and (ii) on the Excelsior Funds' website. You should consider the Fund's investment objectives, risks, charges and expenses carefully before you invest. Information about these and other important subjects is in the Fund's prospectus, which you should read carefully before investing. Excelsior Funds, Inc. and Excelsior Tax-Exempt Funds, Inc. are distributed by Edgewood Services, Inc. You may write to Excelsior Funds, Inc. and Excelsior Tax-Exempt Funds, Inc. at the following address: Excelsior Funds P.O. Box 8529 Boston, MA 02266-8529 SHARES IN THE FUNDS ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY, UNITED STATES TRUST COMPANY OF NEW YORK, U.S. TRUST COMPANY, N.A., THEIR PARENT AND AFFILIATES AND SHARES ARE NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY. FUND SHARES ARE NOT INSURED OR GUARANTEED BY THE U.S. GOVERNMENT. ALTHOUGH THE FUNDS SEEK TO PRESERVE THE VALUE OF YOUR INVESTMENT AT $1.00 PER SHARE, IT IS POSSIBLE TO LOSE MONEY BY INVESTING IN THE FUNDS. LETTER TO SHAREHOLDERS - -------------------------------------------------------------------------------- April 2, 2004 Dear Valued Excelsior Shareholder: The fiscal year ended March 31, 2004 was marked by a continuing market uptrend, which signaled the end of a difficult multi-year downturn that concluded just as the new fiscal year began in the spring of 2003. I am pleased to report that Excelsior's fund managers were ready for the challenge of renewed global growth. As economic stimulus from Federal Reserve monetary policy and Treasury fiscal policy took hold, the markets rallied strongly, resulting in double-digit advances for traditional market measures such as the Standard & Poor's 500 Index. I also wish to emphasize that when it comes to safeguarding investors, we take our fiduciary responsibility to our fellow shareholders seriously. Accordingly, we monitor our daily cash flows and work with intermediaries to identify market timers and attempt to prohibit them from investing in our funds. Last November, our Board of Trustees approved enhanced policies to monitor and combat this activity. The independent trustees have independent counsel who report to them and assist them in protecting shareholders' best interests. All employees of the adviser are required to adhere to a strict Code of Ethics, which prohibits them from utilizing insider information, from engaging in "late trading" or "market timing" of any mutual fund's shares. From the perspective of fees and expense management, we maintain expense caps on each of our mutual funds. U.S. Trust as adviser reimburses the Funds, when necessary; to ensure that expense caps are not exceeded. Currently, all Excelsior Funds are benchmarked under the Lipper Average for expenses. Additionally, we do not charge front-end sales loads on any of our Funds. Going forward, we see a more challenging investment environment, with geo-political uncertainty and a domestic focus on the Presidential election, along with a clear shift in Federal Reserve policy that we expect will result in rising interest rates. We expect that U.S. Trust's portfolio managers will continually evaluate their investment decisions, since it is our belief that new investment opportunities will emerge. Acting as disciplined professionals, our portfolio managers can be expected to continue to capitalize on these prospects as they take shape. As always, we value your confidence in selecting Excelsior to fulfill your investment needs. We maintain a total commitment to providing you with best-in-class investment products and service. We strongly believe that our array of products may help you to meet the full range of your financial objectives. Sincerely, /s/ James L. Bailey James L. Bailey President 1 Excelsior Funds Statements of Assets and Liabilities March 31, 2004 New York Government Treasury Tax-Exempt Tax-Exempt Money Money Money Money Money Fund Fund Fund Fund Fund -------------- ------------ ------------ -------------- ------------ ASSETS: Investments, at cost -- see accompanying portfolios............................. $1,612,892,307 $545,159,207 $719,759,735 $2,044,631,080 $493,963,223 ============== ============ ============ ============== ============ Investments, at value (excluding repurchase agreements) (Note 1)........ $1,548,892,307 $528,159,207 $719,759,735 $2,044,631,080 $493,963,223 Repurchase agreements, at value (Note 1)............................... 64,000,000 17,000,000 -- -- -- Interest receivable..................... 247,746 87,435 34,426 3,451,054 875,513 Receivable for fund shares sold......... 84,583 430 51 1,379 90,006 Due from investment adviser (Note 2)............................... 84,189 -- -- -- -- -------------- ------------ ------------ -------------- ------------ Total Assets........................... 1,613,308,825 545,247,072 719,794,212 2,048,083,513 494,928,742 LIABILITIES: Payable for dividends declared.......... 732,408 265,752 146,371 1,019,535 168,577 Payable for fund shares redeemed........ 283,074 30,000 1,600 55,860 403,014 Payable for investments purchased....... -- -- 199,688,014 -- 4,006,680 Investment advisory fees payable (Note 2)............................... -- 121,008 133,471 453,529 120,804 Administration fees payable (Note 2).... 158,086 53,767 49,456 201,597 49,153 Shareholder servicing fees payable (Note 2)............................... 229,375 15 27 520 20,076 Directors' fees payable (Note 2)........ 77 269 229 2,481 1,145 Due to custodian bank................... -- -- -- 1,489,786 7,134 Accrued expenses and other payables..... 154,610 54,946 53,495 183,786 53,386 -------------- ------------ ------------ -------------- ------------ Total Liabilities...................... 1,557,630 525,757 200,072,663 3,407,094 4,829,969 -------------- ------------ ------------ -------------- ------------ NET ASSETS............................... $1,611,751,195 $544,721,315 $519,721,549 $2,044,676,419 $490,098,773 ============== ============ ============ ============== ============ NET ASSETS consist of: Undistributed net investment income..... $ -- $ -- $ 2,747 $ 56 $ -- Accumulated net realized (loss) on investments............................ (47,687) (34,615) -- (1,827) (908) Par value (Note 4)...................... 1,611,998 544,823 519,729 2,044,928 490,101 Paid-in capital in excess of par value.. 1,610,186,884 544,211,107 519,199,073 2,042,633,262 489,609,580 -------------- ------------ ------------ -------------- ------------ Total Net Assets......................... $1,611,751,195 $544,721,315 $519,721,549 $2,044,676,419 $490,098,773 ============== ============ ============ ============== ============ Net Assets: Shares.................................. $1,141,562,354 $544,721,315 $519,721,549 $2,044,676,419 $490,098,773 Institutional Shares.................... 470,188,841 -- -- -- -- Shares of Common Stock Outstanding (Note 4): Shares.................................. 1,141,807,272 544,822,975 519,728,929 2,044,928,039 490,100,591 Institutional Shares.................... 470,191,017 -- -- -- -- NET ASSET VALUE PER SHARE (net assets / shares outstanding): Shares.................................. $1.00 $1.00 $1.00 $1.00 $1.00 ===== ===== ===== ===== ===== Institutional Shares.................... $1.00 -- -- -- -- ===== = = = = See Notes to Financial Statements. 2 Excelsior Funds Statements of Operations Year Ended March 31, 2004 New York Government Treasury Tax-Exempt Tax-Exempt Money Money Money Money Money Fund Fund Fund Fund Fund ----------- ---------- ---------- ----------- ----------- INVESTMENT INCOME: Interest income............................ $22,954,795 $6,776,856 $5,246,866 $21,272,107 $ 4,945,789 ----------- ---------- ---------- ----------- ----------- EXPENSES: Investment advisory fees (Note 2).......... 5,157,440 1,585,953 1,598,190 5,295,803 2,496,278 Administration fees (Note 2)............... 3,120,371 958,964 805,641 3,204,676 755,436 Shareholder servicing fees (Note 2)........ 1,155,681 -- -- -- -- Shareholder servicing fees -- Shares (Note 2).................................. 3,309,810 548,093 351,011 2,677,048 220,725 Shareholder servicing fees -- Institutional Shares (Note 2)........................... 132,150 -- -- -- -- Legal and audit fees....................... 453,237 149,051 124,210 469,254 111,592 Custodian fees............................. 183,780 60,154 63,022 215,406 58,916 Transfer agent fees (Note 2)............... 127,856 18,111 30,302 25,483 17,899 Registration and filing fees............... 51,718 27,902 22,924 30,205 16,300 Directors' fees and expenses (Note 2)...... 32,899 18,932 15,937 110,287 26,300 Shareholder reports........................ 12,156 7,929 7,176 29,752 7,157 Miscellaneous expenses..................... 104,652 39,641 36,482 143,259 37,079 ----------- ---------- ---------- ----------- ----------- Total Expenses............................ 13,841,750 3,414,730 3,054,895 12,201,173 3,747,682 Fees waived and reimbursed by: Investment adviser (Note 2)............... (3,813,686) (310,801) (187,511) (1,947,158) (1,058,879) Administrator (Note 2).................... (1,938,819) (253,755) (213,093) (847,336) (199,704) ----------- ---------- ---------- ----------- ----------- Net Expenses.............................. 8,089,245 2,850,174 2,654,291 9,406,679 2,489,099 ----------- ---------- ---------- ----------- ----------- NET INVESTMENT INCOME....................... 14,865,550 3,926,682 2,592,575 11,865,428 2,456,690 ----------- ---------- ---------- ----------- ----------- REALIZED GAIN (LOSS) ON INVESTMENTS (Note 1): Net realized gain (loss) on security transactions.............................. (23,975) (6,483) 4,011 (780) 18,555 ----------- ---------- ---------- ----------- ----------- Net increase in net assets resulting from operations................................ $14,841,575 $3,920,199 $2,596,586 $11,864,648 $ 2,475,245 =========== ========== ========== =========== =========== See Notes to Financial Statements. 3 Excelsior Funds Statements of Changes in Net Assets New York Government Treasury Tax-Exempt Tax-Exempt Money Money Money Money Money Fund Fund Fund Fund Fund -------------- ------------- ------------ -------------- ------------- Year Ended March 31, 2004 Net investment income.................... $ 14,865,550 $ 3,926,682 $ 2,592,575 $ 11,865,428 $ 2,456,690 Net realized gain (loss) on security transactions............................ (23,975) (6,483) 4,011 (780) 18,555 -------------- ------------- ------------ -------------- ------------- Net increase in net assets resulting from operations.............................. 14,841,575 3,920,199 2,596,586 11,864,648 2,475,245 Distributions to shareholders: From net investment income Shares................................. (9,962,795) (3,926,682) (2,592,576) (11,865,425) (2,456,690) Institutional Shares................... (4,902,755) -- -- -- -- From net realized gain on investments............................ -- -- (4,586) (311,916) (31,105) -------------- ------------- ------------ -------------- ------------- Total distributions................. (14,865,550) (3,926,682) (2,597,162) (12,177,341) (2,487,795) -------------- ------------- ------------ -------------- ------------- (Decrease) in net assets from fund share transactions (Note 4): Shares................................. (646,272,448) (49,768,352) (52,275,911) (236,273,538) (58,462,779) Institutional Shares................... (77,930,018) -- -- -- -- -------------- ------------- ------------ -------------- ------------- Total from fund share transactions....................... (724,202,466) (49,768,352) (52,275,911) (236,273,538) (58,462,779) -------------- ------------- ------------ -------------- ------------- Net (decrease) in net assets............. (724,226,441) (49,774,835) (52,276,487) (236,586,231) (58,475,329) NET ASSETS: Beginning of year....................... 2,335,977,636 594,496,150 571,998,036 2,281,262,650 548,574,102 -------------- ------------- ------------ -------------- ------------- End of year (1)......................... $1,611,751,195 $ 544,721,315 $519,721,549 $2,044,676,419 $ 490,098,773 ============== ============= ============ ============== ============= - -------- (1)Including undistributed net investment income..................... -- -- $ 2,747 $ 56 -- ============== ============= ============ ============== ============= Year Ended March 31, 2003 Net investment income.................... $ 32,216,854 $ 8,597,692 $ 6,332,776 $ 23,541,551 $ 5,261,693 Net realized gain on security transactions............................ 900 3,572 3,323 331,711 53,989 -------------- ------------- ------------ -------------- ------------- Net increase in net assets resulting from operations.............................. 32,217,754 8,601,264 6,336,099 23,873,262 5,315,682 Distributions to shareholders: From net investment income Shares................................. (22,588,431) (8,291,220) (6,364,693) (23,466,099) (5,188,979) Institutional Shares................... (9,382,533) -- -- -- -- From net realized gain on investments............................ -- -- -- (24,155) (23,128) -------------- ------------- ------------ -------------- ------------- Total distributions................. (31,970,964) (8,291,220) (6,364,693) (23,490,254) (5,212,107) -------------- ------------- ------------ -------------- ------------- Increase (decrease) in net assets from fund share transactions (Note 4): Shares................................. (14,462,035) (201,100,703) (32,254,682) (241,575,086) (147,622,258) Institutional Shares................... 238,227,587 -- -- -- -- -------------- ------------- ------------ -------------- ------------- Total from fund share transactions....................... 223,765,552 (201,100,703) (32,254,682) (241,575,086) (147,622,258) -------------- ------------- ------------ -------------- ------------- Net increase (decrease) in net assets.... 224,012,342 (200,790,659) (32,283,276) (241,192,078) (147,518,683) NET ASSETS: Beginning of year....................... 2,111,965,294 795,286,809 604,281,312 2,522,454,728 696,092,785 -------------- ------------- ------------ -------------- ------------- End of year............................. $2,335,977,636 $ 594,496,150 $571,998,036 $2,281,262,650 $ 548,574,102 ============== ============= ============ ============== ============= See Notes to Financial Statements. 4 [THIS PAGE INTENTIONALLY LEFT BLANK] Excelsior Funds Financial Highlights -- Selected Per Share Data and Ratios Dividends Distributions Net Asset Value, Net Net Realized Total From From Net From Net Beginning of Investment Gain (Loss) Investment Investment Realized Gain Year Income on Investments Operations Income on Investments ---------------- ---------- -------------- ---------- ---------- -------------- MONEY FUND Shares -- (5/3/85*) Year Ended March 31, 2000................ $1.00 $0.05005 -- $0.05005 $(0.05005) -- 2001................ 1.00 0.05804 -- 0.05804 (0.05804) -- 2002................ 1.00 0.02741 $ 0.00010 0.02751 (0.02751) -- 2003................ 1.00 0.01255 (0.00010) 0.01245 (0.01245) -- 2004................ 1.00 0.00662 -- 0.00662 (0.00662) -- GOVERNMENT MONEY FUND -- (5/8/85*) Year Ended March 31, 2000................ $1.00 $0.05004 -- $0.05004 $(0.05004) -- 2001................ 1.00 0.05752 -- 0.05752 (0.05752) -- 2002................ 1.00 0.02585 $ 0.00038 0.02623 (0.02623) -- 2003................ 1.00 0.01199 (0.00039) 0.01160 (0.01160) -- 2004................ 1.00 0.00625 -- 0.00625 (0.00625) -- TREASURY MONEY FUND -- (2/13/91*) Year Ended March 31, 2000................ $1.00 $0.04560 -- $0.04560 $(0.04560) -- 2001................ 1.00 0.05339 -- 0.05339 (0.05339) -- 2002................ 1.00 0.02451 $(0.00002) 0.02449 (0.02449) -- 2003................ 1.00 0.01085 0.00004 0.01089 (0.01089) -- 2004................ 1.00 0.00484 0.00002 0.00486 (0.00485) $(0.00001) TAX-EXEMPT MONEY FUND -- (5/24/85*) Year Ended March 31, 2000................ $1.00 $0.02946 $(0.00001) $0.02945 $(0.02945) -- 2001................ 1.00 0.03580 -- 0.03580 (0.03580) -- 2002................ 1.00 0.01862 0.00013 0.01875 (0.01865) $(0.00010) 2003................ 1.00 0.00967 (0.00002) 0.00965 (0.00964) (0.00001) 2004................ 1.00 0.00546 0.00029 0.00575 (0.00560) (0.00015) NEW YORK TAX-EXEMPT MONEY FUND -- (8/3/98*) Year Ended March 31, 2000................ $1.00 $0.02809 -- $0.02809 $(0.02809) -- 2001................ 1.00 0.03431 -- 0.03431 (0.03431) -- 2002................ 1.00 0.01758 $ 0.00011 0.01769 (0.01769) -- 2003................ 1.00 0.00884 (0.00007) 0.00877 (0.00873) $(0.00004) 2004................ 1.00 0.00491 0.00006 0.00497 (0.00490) (0.00007) * Commencement of Operations (1)Expense ratios before waiver of fees and reimbursement of expenses (if any) by adviser and administrator. See Notes to Financial Statements. 6 Ratio of Net Ratio of Gross Ratio of Net Operating Expenses Operating Expenses Investment Fee Total Net Asset Value, Total Net Assets, End to Average to Average Income to Waivers Distributions End of Year Return of Year (000's) Net Assets Net Assets (1) Average Net Assets (Note 2) - ------------- ---------------- ------ --------------- ------------------ ------------------ ------------------ -------- $(0.05005) $1.00 5.08% $1,467,183 0.47% 0.58% 5.05% $0.00104 (0.05804) 1.00 5.96% 1,891,042 0.47% 0.71% 5.84% 0.00238 (0.02751) 1.00 2.79% 1,802,136 0.44% 0.74% 2.76% 0.00295 (0.01245) 1.00 1.25% 1,787,852 0.39% 0.43% 1.25% 0.00033 (0.00662) 1.00 0.66% 1,141,562 0.45% 0.73% 0.67% 0.00279 $(0.05004) $1.00 5.08% $ 772,690 0.47% 0.50% 5.01% $0.00035 (0.05752) 1.00 5.91% 1,427,560 0.46% 0.48% 5.76% 0.00029 (0.02623) 1.00 2.65% 795,287 0.43% 0.49% 2.72% 0.00063 (0.01160) 1.00 1.17% 594,496 0.39% 0.47% 1.21% 0.00082 (0.00625) 1.00 0.63% 544,721 0.45% 0.54% 0.62% 0.00089 $(0.04560) $1.00 4.62% $ 525,394 0.51% 0.53% 4.58% $0.00021 (0.05339) 1.00 5.47% 615,926 0.50% 0.55% 5.35% 0.00046 (0.02449) 1.00 2.48% 604,281 0.48% 0.54% 2.42% 0.00062 (0.01089) 1.00 1.09% 571,998 0.45% 0.53% 1.08% 0.00075 (0.00486) 1.00 0.49% 519,722 0.50% 0.57% 0.49% 0.00075 $(0.02945) $1.00 2.96% $2,051,108 0.46% 0.52% 2.97% $0.00066 (0.03580) 1.00 3.64% 2,617,329 0.45% 0.53% 3.59% 0.00075 (0.01875) 1.00 1.89% 2,522,455 0.44% 0.58% 1.85% 0.00136 (0.00965) 1.00 0.97% 2,281,263 0.39% 0.54% 0.97% 0.00158 (0.00575) 1.00 0.58% 2,044,676 0.44% 0.58% 0.56% 0.00132 $(0.02809) $1.00 2.82% $ 421,393 0.54% 0.71% 2.84% $0.00174 (0.03431) 1.00 3.49% 682,445 0.51% 0.72% 3.43% 0.00214 (0.01769) 1.00 1.78% 696,093 0.48% 0.71% 1.76% 0.00228 (0.00877) 1.00 0.88% 548,574 0.44% 0.49% 0.89% 0.00043 (0.00497) 1.00 0.50% 490,099 0.50% 0.75% 0.49% 0.00253 See Notes to Financial Statements. 7 Excelsior Funds, Inc. Portfolio of Investments -- March 31, 2004 Money Fund Principal Value Amount Rate (Note 1) - ----------- ----- -------------- CERTIFICATES OF DEPOSIT -- 18.30% $75,000,000 Bank National of Paris, 06/11/04...................... 1.030% $ 75,000,000 70,000,000 CIBC, 06/08/04................. 1.040 70,001,261 75,000,000 Toronto Dominion, 06/17/04...................... 1.035 75,000,781 75,000,000 Wells Fargo Co., 04/13/04...... 1.020 75,000,000 -------------- TOTAL CERTIFICATES OF DEPOSIT (Cost $295,002,042)........... 295,002,042 -------------- COMMERCIAL PAPER -- 54.24% American Express Credit Corp., Discount Note, 50,000,000 04/07/04...................... 1.080 49,991,000 25,000,000 04/20/04...................... 1.080 24,985,750 Bank of America Corp., Discount Note, 35,000,000 04/05/04...................... 1.060 34,995,878 50,000,000 04/07/04...................... 1.100 49,990,833 CIT Group Inc., Discount Note, 20,000,000 05/24/04...................... 1.030 19,969,672 30,000,000 06/14/04...................... 1.050 29,935,250 75,000,000 Citicorp, Discount Note, 06/16/04...................... 1.025 74,837,708 70,000,000 Falcon Asset Securities Corp., Discount Note, 04/20/04....... 1.030 69,961,947 75,000,000 General Electric Capital Corp., Discount Note, 04/08/04....... 1.110 74,983,813 50,000,000 *Goldman Sachs, 11/09/04....... 1.080 50,000,000 50,000,000 HBOS Treasury Services, plc, Discount Note, 04/07/04....... 1.110 49,990,750 50,000,000 Household Finance Corp., Discount Note, 05/06/04....... 1.050 49,948,958 30,000,000 International Lease Finance Corp., Discount Note, 04/26/04...................... 1.020 29,978,750 40,000,000 Mortgage Interest Networking Trust, Discount Note, 05/24/04...................... 1.030 39,939,345 75,000,000 New Center Asset Trust, Discount Note, 06/16/04....... 1.030 74,836,917 75,000,000 Preferred Receivable Funding, Discount Note, 04/19/04....... 1.030 74,961,375 75,000,000 Receivables Capital, Discount Note, 04/19/04................ 1.020 74,961,750 -------------- TOTAL COMMERCIAL PAPER (Cost $874,269,696)........... 874,269,696 -------------- Principal Value Amount Rate (Note 1) - ------------ ----- -------------- U.S. GOVERNMENT & AGENCY OBLIGATIONS -- 23.55% $100,000,000 Federal Home Loan Bank, Discount Note, 04/28/04.... 0.995% $ 99,925,375 60,000,000 Federal Home Loan Mortgage Corporation, Discount Note, 04/14/04.... 0.990 59,978,550 Federal National Mortgage Association, Discount Note, 45,000,000 06/02/04................... 1.085 44,915,912 100,000,000 07/28/04................... 1.020 99,665,667 75,000,000 Student Loan Marketing Association, Discount Note, 04/01/04................... 0.970 75,000,000 -------------- TOTAL U.S. GOVERNMENT & AGENCY OBLIGATIONS (Cost $379,485,504) 379,485,504 -------------- Shares - ------------ OTHER SHORT-TERM INVESTMENT -- 0.01% 135,065 @Dreyfus Government Cash Management Fund (Cost $135,065)............ 135,065 -------------- Principal Amount - ------------ REPURCHASE AGREEMENT -- 3.97% $64,000,000 Morgan Stanley Dean Witter, 1.05%, dated 03/31/04, due 04/01/04, to be repurchased at $64,001,867 (collateralized by a U.S. Government Agency Obligation, total market value $65,280,727) (Cost $64,000,000)......... 64,000,000 -------------- TOTAL INVESTMENTS (Cost $1,612,892,307)........... 100.07% $1,612,892,307 OTHER ASSETS & LIABILITIES (NET).................. (0.07) (1,141,112) ------ -------------- NET ASSETS........................................ 100.00% $1,611,751,195 ====== ============== - -------- Discount Note--The rate reported is the discount rate at the time of purchase. * Variable rate security--The rate disclosed is as of March 31, 2004. plc--public limited company @ Registered Investment Company See Notes to Financial Statements. 8 Excelsior Funds, Inc. Portfolio of Investments -- March 31, 2004 Government Money Fund Principal Value Amount Rate (Note 1) - ------------ ----- -------------- U.S. GOVERNMENT & AGENCY OBLIGATIONS -- 96.87% $125,000,000 *Federal Farm Credit Bank, 04/07/04............... 0.975% $ 124,999,377 100,000,000 Federal Home Loan Bank, Discount Note, 04/28/04... 0.995 99,925,375 Federal Home Loan Mortgage Corporation, Discount Note, 48,000,000 04/02/04......................................... 0.980 47,998,693 70,000,000 04/05/04......................................... 0.980 69,992,378 100,000,000 Federal National Mortgage Association, Discount Note, 06/30/04................................... 1.010 99,747,500 85,000,000 Student Loan Marketing Association, Discount Note, 04/01/04................................... 0.970 85,000,000 -------------- TOTAL U.S. GOVERNMENT & AGENCY OBLIGATIONS (Cost $527,663,323)........................................... 527,663,323 -------------- Shares - ------------ OTHER SHORT-TERM INVESTMENT -- 0.09% 495,884 @Dreyfus Treasury Prime Cash Management Fund (Cost $495,884)............................................... 495,884 -------------- Principal Value Amount (Note 1) - ----------- -------------- REPURCHASE AGREEMENT -- 3.12% $17,000,000 Morgan Stanley Dean Witter, 1.05%, dated 03/31/04, due 04/01/04, to be repurchased at $17,000,496 (collateralized by U.S. Government Agency Obligations, total market value $17,611,644) (Cost $17,000,000)...... $ 17,000,000 -------------- TOTAL INVESTMENTS (Cost $545,159,207)......................... 100.08% $ 545,159,207 OTHER ASSETS & LIABILITIES (NET).............................. (0.08) (437,892) ------ -------------- NET ASSETS.................................................... 100.00% $ 544,721,315 ====== ============== - -------- * Variable rate security--The rate disclosed is as of March 31, 2004. Discount Note--The rate reported is the discount rate at the time of purchase. @ Registered Investment Company See Notes to Financial Statements. 9 Excelsior Funds, Inc. Portfolio of Investments -- March 31, 2004 Treasury Money Fund Principal Value Amount Rate (Note 1) - ------------ ----- ------------- U.S. GOVERNMENT & AGENCY OBLIGATIONS -- 137.97% $ 40,000,000 *Federal Farm Credit Bank, 04/07/04............... 0.975% $ 39,999,800 Federal Home Loan Bank, Discount Note, 7,500,000 04/01/04......................................... 0.910 7,500,000 50,000,000 04/14/04......................................... 0.970 49,982,486 30,000,000 **United States Treasury Bills, 04/01/04.......... 0.915 30,000,000 50,000,000 04/01/04......................................... 0.910 50,000,000 200,000,000 04/01/04......................................... 0.902 200,000,000 20,000,000 04/15/04......................................... 0.916 19,992,884 20,000,000 04/15/04......................................... 0.911 19,992,922 100,000,000 04/29/04......................................... 0.941 99,926,889 100,000,000 05/06/04......................................... 0.907 99,912,014 100,000,000 07/01/04......................................... 0.947 99,761,125 ------------- TOTAL U.S. GOVERNMENT & AGENCY OBLIGATIONS (Cost $717,068,120)........................................... 717,068,120 ------------- Value Shares (Note 1) - --------- ------------- OTHER SHORT-TERM INVESTMENT -- 0.52% 2,691,615 @Dreyfus Treasury Prime Cash Management Fund (Cost $2,691,615).......................... $ 2,691,615 ------------- TOTAL INVESTMENTS (Cost $719,759,735)........................................ 138.49% $ 719,759,735 OTHER ASSETS & LIABILITIES (NET)............................ (38.49) (200,038,186) ------ ------------- NET ASSETS.................................................. 100.00% $ 519,721,549 ====== ============= - -------- * Variable rate security--The rate disclosed is as of March 31, 2004. Discount Note--The rate reported is the discount rate at the time of purchase. **The rate shown is the effective yield at the time of purchase. @ Registered Investment Company See Notes to Financial Statements. 10 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 Tax-Exempt Money Fund Principal Value Amount (Note 1) - ----------- -------------- TAX-EXEMPT CASH EQUIVALENT SECURITIES -- 85.31% $11,000,000 #Alaska State, Housing Finance Authority, State Capital Project, Revenue Bonds, Series C, (MBIA), 1.020%, 07/01/22........................ $ 11,000,000 20,000,000 Ann Arundel County, Maryland, Commercial Paper, 0.930%, 04/21/04.......................... 20,000,000 63,525,000 Burke County, Georgia, Commercial Paper, 0.950%, 05/11/04......................................... 63,525,000 4,800,000 #Carbon County, Wyoming, Pollution Control, Amoco Project, Revenue Bonds, 1.050%, 11/01/14........ 4,800,000 44,430,000 #Charlotte, North Carolina, Water & Sewer System, Revenue Bonds, Series B, 1.020%, 07/01/27....... 44,430,000 12,200,000 #Chicago, Illinois, Board of Education, General Obligation Bonds, Series D, (FSA), 1.020%, 03/01/32........................................ 12,200,000 40,530,000 #Chicago, Illinois, Metropolitan Water Reclamation District Project, Capital Improvement, General Obligation Bonds, Series E, 1.030%, 12/01/22.............................. 40,530,000 53,800,000 #Chicago, Illinois, Metropolitan Water Reclamation District Project, General Obligation Bonds, Series A, 1.000%, 12/01/31.... 53,800,000 20,540,000 #Chicago, Illinois, Sales Tax, Revenue Bonds, (FGIC), 1.050%, 01/01/34........................ 20,540,000 13,925,000 #Connecticut State, Health & Educational Facilities Board, Yale University, Revenue Bonds, Series X-3, 1.070%, 07/01/37............. 13,925,000 Principal Value Amount (Note 1) - ----------- -------------- TAX-EXEMPT CASH EQUIVALENT SECURITIES -- (continued) $37,395,000 #Dade County, Florida, Water & Sewer System, Revenue Bonds, (FGIC), 1.000%, 10/05/22......... $ 37,395,000 7,510,000 #Dallas, Texas, General Obligation Bonds, 1.070%, 02/15/15........................................ 7,510,000 10,000,000 #Detroit, Michigan, Sewage Disposal, Revenue Bonds, Series A, (MBIA), 1.030%, 07/01/23....... 10,000,000 39,170,000 #Detroit, Michigan, Sewage Disposal, Revenue Bonds, Series C-1, (FSA), 1.020%, 07/01/27...... 39,170,000 51,805,000 #Detroit, Michigan, Sewage Disposal, Revenue Bonds, Series C-2, (FGIC), 1.020%, 07/01/29..... 51,805,000 23,900,000 #District of Columbia, General Obligation Bonds, Series D, (FGIC), 1.050%, 06/01/29....... 23,900,000 5,705,000 Florence County, South Carolina, School District, Bond Anticipation Notes, 1.250%, 09/01/04........ 5,710,886 13,665,000 #Florida State, Board of Education, General Obligation Bonds, Series 374, 1.070%, 06/01/22.. 13,665,000 6,600,000 #Florida State, General Obligation Bonds, Class A, 1.080%, 07/01/33............................. 6,600,000 9,265,000 #Frisco, Texas, Munitops Certificates Trust, General Obligation Bonds, 1.120%, 08/15/11...... 9,265,000 6,350,000 #Gwinnett County, Georgia, Development Authority, Civic & Cultural Project, Revenue Bonds, 1.000%, 09/01/31......................... 6,350,000 See Notes to Financial Statements. 11 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 Tax-Exempt Money Fund -- (continued) Principal Value Amount (Note 1) - ----------- -------------- TAX-EXEMPT CASH EQUIVALENT SECURITIES -- (continued) $10,420,000 #Hawaii State, Munitops Certificates Trust, General Obligation Bonds, (FSA), 1.080%, 07/01/10........................................ $ 10,420,000 10,000,000 #Hockley County, Texas, Industrial Development Authority, Amoco Project -- Standard Oil Company, Revenue Bonds, 0.900%, 03/01/14........ 9,996,000 23,000,000 Intermountain Power Agency, Utah, Commercial Paper, Series B, 0.950%, 05/07/04................ 23,000,000 25,000,000 Intermountain Power Agency, Utah, Commercial Paper, Series B-5, 1.030%, 04/07/04.............. 25,000,000 #Intermountain Power Agency, Utah, Revenue Bonds, Series F, (AMBAC),....................... 9,925,000 0.920%, 07/01/15................................. 9,925,000 20,685,000 1.050%, 07/01/18................................. 20,685,000 30,000,000 Jacksonville, Florida, Commercial Paper, Series 2001-C, 1.050%, 10/04/04......................... 30,000,000 30,000,000 Jacksonville, Florida, Commercial Paper, Series A, 0.920%, 04/08/04.............................. 30,000,000 10,000,000 Jacksonville, Florida, Commercial Paper, Series C-1, 0.970%, 05/14/04............................ 10,000,000 8,505,000 #Jacksonville, Florida, Water & Sewer System, Revenue Bonds, Series N-8, 1.130%, 10/01/23..... 8,505,000 8,955,000 #Judson, Texas, Munitops Certificates Trust, General Obligation Bonds, 1.120%, 02/01/11...... 8,955,000 27,105,000 #Kansas State, Department of Highway Transportation, Revenue Bonds, Series B-3, 1.000%, 09/01/19................................ 27,105,000 Principal Value Amount (Note 1) - ----------- -------------- TAX-EXEMPT CASH EQUIVALENT SECURITIES -- (continued) $13,410,000 #Kansas State, Department of Highway Transportation, Revenue Bonds, Series C-1, 1.020%, 09/01/19................................ $ 13,410,000 23,400,000 #Kansas State, Department of Highway Transportation, Revenue Bonds, Series C-2, 1.020%, 09/01/19................................ 23,400,000 20,000,000 King County, Washington, Sewer Authority, Revenue Bonds, Series A, 1.000%, 07/22/04................ 20,000,000 5,950,000 #Lincoln County, Wyoming, Pollution Control, Amoco Project, Revenue Bonds, 1.050%, 10/01/12.. 5,950,000 17,300,000 #Mecklenburg County, North Carolina, General Obligation Bonds, Series 1996B, 0.980%, 03/01/15.................. 17,300,000 23,600,000 #Mecklenburg County, North Carolina, General Obligation Bonds, Series 1996C, 0.980%, 03/01/14......................... 23,600,000 Metropolitan Government Nashville & Davidson County, Commercial Paper, 8,300,000 1.100%, 05/05/04................................. 8,300,000 5,000,000 0.980%, 09/10/04................................. 5,000,000 40,000,000 #Metropolitan Government Nashville & Davidson County, Health & Educational Facilities Board, Revenue Bonds, Series A, 1.000%, 10/01/30...................... 40,000,000 15,800,000 Michigan State, Commercial Paper, 1.100%, 05/11/04 15,800,000 50,000,000 Michigan State, General Obligation Bonds, Series A, 2.000%, 09/30/04.............................. 50,252,820 18,365,000 #Michigan State, Municipal Board Authority, Revenue Bonds, Series 718, 1.070%, 10/01/20..... 18,365,000 See Notes to Financial Statements. 12 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 Tax-Exempt Money Fund -- (continued) Principal Value Amount (Note 1) - ----------- -------------- TAX-EXEMPT CASH EQUIVALENT SECURITIES -- (continued) $10,000,000 #Michigan State, Technological University, Revenue Bonds, Series A, (AMBAC), 1.030%, 10/01/18........................................ $ 10,000,000 11,600,000 #Minneapolis, Minnesota, General Obligation Bonds, 0.870%, 12/01/32......................... 11,600,000 15,000,000 #New Hampshire State, Health & Educational Facilities Board, Dartmouth College, Revenue Bonds, 0.980%, 06/01/23......................... 15,000,000 4,595,000 #New Jersey State, Transportation Trust Fund Authority, Revenue Bonds, Series 224, 1.020%, 06/15/16........................................ 4,595,000 36,400,000 New York City, New York, Revenue Anticipation Notes, Series A, 2.000%, 04/15/04... 36,414,398 6,800,000 New York State, Thruway Authority, General Revenue Bond Anticipation Notes, Commercial Paper, 0.950%, 10/12/04.......................... 6,800,000 20,000,000 #Ohio State, Higher Educational Facilities Authority, Case Western, Revenue Bonds, 1.000%, 10/01/31........................................ 20,000,000 27,100,000 #Ohio State, Infrastructure Import, General Obligation Bonds, Series B, 1.020%, 08/01/21.... 27,100,000 45,000,000 #Ohio State, Infrastructure Improvement Bonds, General Obligation Bonds, Series D, 1.000%, 02/01/19........................................ 45,000,000 22,445,000 #Oklahoma State, Water Resource Board, Revenue Bonds, 1.020%, 09/01/32......................... 22,445,000 Principal Value Amount (Note 1) - ----------- -------------- TAX-EXEMPT CASH EQUIVALENT SECURITIES -- (continued) Omaha, Nebraska, Commercial Paper, $30,000,000 0.970%, 07/14/04................................. $ 30,000,000 20,000,000 1.000%, 08/12/04................................. 20,000,000 56,800,000 #Orlando, Florida, Utilities Commission Water & Electric, Revenue Bonds, Series A, 1.030%, 10/01/17........................................ 56,800,000 40,640,000 #Pennsylvania State University, Revenue Bonds, Series A, 1.020%, 04/01/31...................... 40,640,000 35,000,000 #Pennsylvania State, Turnpike Commission, Revenue Bonds, Series A-2, 1.030%, 12/01/30..... 35,000,000 3,905,000 #Phoenix, Arizona, Civic Improvement, Revenue Bonds, Class A, 1.080%, 07/01/17........ 3,905,000 1,500,000 #Port Authority of New York & New Jersey, Versatile Structure Obligations, Revenue Bonds, Series 3, 1.110%, 06/01/20...................... 1,500,000 3,875,000 #Round Rock, Texas, Independent School District, General Obligation Bonds, Series 578, 1.070%, 08/01/20........................................ 3,875,000 50,000,000 Salt River, Arizona, Commercial Paper, Series B, 0.950%, 08/10/04.............................. 50,000,000 San Antonio, Texas, Commercial Paper, 8,000,000 0.950%, 05/10/04................................. 8,000,000 11,000,000 1.000%, 06/10/04................................. 11,000,000 15,000,000 San Antonio, Texas, Gas & Electric Authority, Commercial Paper, Series A, 0.950%, 04/06/04..... 15,000,000 See Notes to Financial Statements. 13 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 Tax-Exempt Money Fund -- (continued) Principal Value Amount (Note 1) - ----------- -------------- TAX-EXEMPT CASH EQUIVALENT SECURITIES -- (continued) $26,560,000 #Snohomish County, Washington, Public Utilities Authority, District No. 1 Generation System, Revenue Bonds, (MBIA), 1.000%, 01/01/25......... $ 26,560,000 27,600,000 #Snohomish County, Washington, Public Utilities Authority, District No. 1 Generation System, Revenue Bonds, Series A-1, (FSA), 1.030%, 12/01/19........................................ 27,600,000 39,000,000 St. James Parish, Louisiana, Texaco, Commercial Paper, Series B, 1.080%, 06/10/04................ 39,000,000 #Texas State, Munitops Certificates Trust, General Obligation Bonds,....................... 15,640,000 1.080%, 02/15/11................................. 15,640,000 11,800,000 1.070%, 02/15/11................................. 11,800,000 19,000,000 Texas State, Tax & Revenue Anticipation Notes, 2.000%, 08/31/04.......................... 19,074,929 14,800,000 #University of Delaware, Revenue Bonds, 1.030%, 11/01/23........................................ 14,800,000 10,480,000 #University of Michigan, Board of Regents, Revenue Bonds, 1.000%, 04/01/32................. 10,480,000 18,160,000 #University of Minnesota, Board of Regents, Revenue Bonds, Series A, 1.060%, 01/01/34....... 18,160,000 12,400,000 #University of Pittsburgh, Commonwealth of Higher Education, University Capital Project, Revenue Bonds, Series A, 1.000%, 09/15/29....... 12,400,000 3,300,000 #University of Virginia, Revenue Bonds, Series A, 1.080%, 06/01/33............................. 3,300,000 Principal Value Amount (Note 1) - ----------- -------------- TAX-EXEMPT CASH EQUIVALENT SECURITIES -- (continued) $ 4,450,000 #Valdez, Alaska, Marine Terminal, BP Pipelines Project, Revenue Bonds, Series B, 1.120%, 07/01/37........................................ $ 4,450,000 18,130,000 #Washington State, Public Power Supply System, Revenue Bonds, Series 2A-1, (MBIA), 1.000%, 07/01/12........................................ 18,130,000 4,420,000 #Whiting, Indiana, Pollution Control, Amoco Project, Revenue Bonds, 1.000%, 08/15/04........ 4,412,353 14,200,000 #Wilmington, North Carolina, General Obligation Bonds, 1.040%, 06/01/15......................... 14,200,000 13,980,000 #Winston-Salem, North Carolina, Water & Sewer Systems Authority, Revenue Bonds, Series C, 1.050%, 06/01/28............................. 13,980,000 30,020,000 Wisconsin State, Transportation Authority, Commercial Paper, 0.940%, 04/27/04............... 30,020,000 34,500,000 Wisconsin State, Transportation Authority, Commercial Paper, Series 97A, 0.950%, 04/08/04... 34,500,000 -------------- TOTAL TAX-EXEMPT CASH EQUIVALENT SECURITIES (Cost $1,744,271,386).................................. 1,744,271,386 -------------- TAX-EXEMPT CASH EQUIVALENT SECURITIES -- BACKED BY LETTERS OF CREDIT -- 14.48% BANK OF AMERICA --------------- 22,000,000 #Des Moines, Iowa, Hospital Facilities Authority, Methodist Medical Center Project, Revenue Bonds, 1.050%, 08/01/15......................... 22,000,000 See Notes to Financial Statements. 14 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 Tax-Exempt Money Fund -- (continued) Principal Value Amount (Note 1) - ----------- -------------- TAX-EXEMPT CASH EQUIVALENT SECURITIES -- BACKED BY LETTERS OF CREDIT -- (continued) BANK OF AMERICA -- (continued) ------------------------------ $15,000,000 #District of Columbia, Phillips College Issue, General Obligation Bonds, 1.050%, 08/01/33...... $ 15,000,000 20,000,000 #Washington State, Public Power, Revenue Bonds, Series A1-2, 1.010%, 07/01/17................... 20,000,000 BANK OF NEW YORK ---------------- 30,000,000 Michigan State, Building Authority, Commercial Paper, Series B4, 0.980%, 06/10/04............... 30,000,000 BANK ONE N.A. ------------- 6,850,000 #Chicago, Illinois, Water Authority, Revenue Bonds, 1.000%, 11/01/30......................... 6,850,000 BANK ONE N.A.-75% / NORTHERN TRUST COMPANY-25% ---------------------------------------------- 9,000,000 #Illinois State, Development Financial Authority, Museum of Contemporary Art Project, 1.080%, 02/01/29........................................ 9,000,000 BAYERISCHE LANDESBANK --------------------- 4,200,000 #Baltimore, Maryland, Industrial Development Authority, Capital Acquisition Project, Revenue Bonds, 1.050%, 08/01/16......................... 4,200,000 10,000,000 #Tri-County, Oregon, Metropolitan Transportation District, Interstate Max Project, Revenue Bonds, Series A, 1.020%, 12/01/21........................................ 10,000,000 BAYERISCHE LANDESBANK-80% / LANDESBANK BADEN-WUERTTEMBERG-20% ------------------------------------------------------------- 19,334,000 #Long Island Power Authority, New York, Electrical Systems, Revenue Bonds, Series 1A, 1.050%, 05/01/33............................ 19,334,000 Principal Value Amount (Note 1) - ----------- -------------- TAX-EXEMPT CASH EQUIVALENT SECURITIES -- BACKED BY LETTERS OF CREDIT -- (continued) BNP PARIBAS ----------- $29,900,000 #Baltimore, Maryland, Port Facilities Authority, Revenue Bonds, 1.000%, 10/14/11...... $ 29,900,000 FIRST UNION NATIONAL BANK ------------------------- 16,200,000 #Virginia State, Capital Region Airport Community Authority, Revenue Bonds, Series B, 1.050%, 06/01/29........................................ 16,200,000 LANDESBANK HESSEN ----------------- 17,600,000 #King County, Washington, Water & Sewage, Revenue Bonds, Series A, 1.000%, 01/01/32............... 17,600,000 13,000,000 #Northampton County, Pennsylvania, Higher Education Authority, Lafayette College Project, Revenue Bonds, Series A, 1.020%, 11/01/28....... 13,000,000 9,635,000 #Texas State, Southwest Higher Education Authority, Southern Methodist University, Revenue Bonds, 1.120%, 07/01/15................. 9,635,000 MORGAN GUARANTY TRUST --------------------- 7,000,000 #Kenton County, Kentucky, Industrial Building Authority, Redken Labs Incorporated Project, Revenue Bonds, 1.000%, 12/01/14................. 7,000,000 NORTHERN TRUST COMPANY ---------------------- 14,800,000 #Illinois State, Health Facilities Authority, Ingalls Memorial Hospital Project, Revenue Bonds, Series 85-B, 1.030%, 01/01/16............ 14,800,000 11,600,000 #Illinois State, Health Facilities Authority, Ingalls Memorial Hospital Project, Revenue Bonds, Series C, 1.030%, 01/01/16............... 11,600,000 See Notes to Financial Statements. 15 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 Tax-Exempt Money Fund -- (continued) Principal Value Amount (Note 1) - ----------- -------------- TAX-EXEMPT CASH EQUIVALENT SECURITIES -- BACKED BY LETTERS OF CREDIT -- (continued) STATE STREET BANK & TRUST ------------------------- $25,000,000 #Maryland State, Transportation Authority, Baltimore/ Washington Airport, Revenue Bonds, Series A, 1.020%, 07/01/13...................... $ 25,000,000 WESTDEUTSCHE LANDESBANK ----------------------- 15,000,000 #Cleveland, Ohio, Waterworks Revenue Authority, Revenue Bonds, Series L, (FGIC), 1.000%, 01/01/33........................................ 15,000,000 -------------- TOTAL TAX-EXEMPT CASH EQUIVALENT SECURITIES -- BACKED BY LETTERS OF CREDIT (Cost $296,119,000).. 296,119,000 -------------- Shares - ----------- OTHER SHORT-TERM INVESTMENTS -- 0.21% 3,781,927 @BlackRock Muni Fund.............................. 3,781,927 458,767 @Dreyfus Tax Exempt Fund.......................... 458,767 -------------- TOTAL OTHER SHORT- TERM INVESTMENTS (Cost $4,240,694)...................................... 4,240,694 -------------- TOTAL INVESTMENTS (Cost $2,044,631,080)........... 100.00% $2,044,631,080 OTHER ASSETS & LIABILITIES (NET).................. 0.00 45,339 ------ -------------- NET ASSETS........................................ 100.00% $2,044,676,419 ====== ============== - -------- # Variable rate demand bonds and notes are payable upon not more than seven business days notice. Rate disclosed is as of March 31, 2004. MBIA -- Municipal Bond Insurance Assoc. FSA -- Financial Security Assurance FGIC -- Financial Guaranty Insurance Corp. AMBAC -- American Municipal Bond Assurance Corp. @ Registered Investment Company Note: These municipal securities meet the three highest ratings assigned by Moody's Investors Services, Inc. or Standard and Poor's Corporation or, where not rated, are determined by the Adviser, under the supervision of the Board of Directors, to be of comparable quality at the time of purchase to rated instruments that may be acquired by the Fund. At March 31, 2004, approximately, 14% of the net assets are invested in municipal securities that have letter of credit enhancement features or escrows in U.S. Government securities backing them, on which the Fund relies. Without such features, the securities may or may not meet the quality standards of securities purchased by the Fund. See Notes to Financial Statements. 16 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 Tax-Exempt Money Fund -- (continued) % of State Diversification Net Assets Value - --------------------- ---------- -------------- Michigan........................ 11.54% $ 235,872,820 Florida......................... 9.44 192,965,000 Illinois........................ 8.28 169,320,000 Washington...................... 6.35 129,890,000 Texas........................... 6.35 129,750,929 North Carolina.................. 5.55 113,510,000 Ohio............................ 5.24 107,100,000 Pennsylvania.................... 4.94 101,040,000 Maryland........................ 3.87 79,100,000 Utah............................ 3.84 78,610,000 Georgia......................... 3.42 69,875,000 Wisconsin....................... 3.15 64,520,000 New York........................ 3.13 64,048,398 Kansas.......................... 3.12 63,915,000 Arizona......................... 2.64 53,905,000 Tennessee....................... 2.61 53,300,000 Nebraska........................ 2.44 50,000,000 Louisiana....................... 1.91 39,000,000 District of Columbia............ 1.90 38,900,000 Minnesota....................... 1.46 29,760,000 Oklahoma........................ 1.10 22,445,000 Iowa............................ 1.08 22,000,000 Virginia........................ 0.95 19,500,000 Alaska.......................... 0.76 15,450,000 New Hampshire................... 0.73 15,000,000 Delaware........................ 0.72 14,800,000 Connecticut..................... 0.68 13,925,000 Wyoming......................... 0.53 10,750,000 Hawaii.......................... 0.51 10,420,000 Oregon.......................... 0.49 10,000,000 Kentucky........................ 0.34 7,000,000 South Carolina.................. 0.28 5,710,886 New Jersey...................... 0.22 4,595,000 Indiana......................... 0.22 4,412,353 Registered Investment Companies. 0.21 4,240,694 ------ -------------- Total Investments............... 100.00% $2,044,631,080 Other Assets & Liabilities (Net) 0.00 45,339 ------ -------------- Net Assets...................... 100.00% $2,044,676,419 ====== ============== See Notes to Financial Statements. 17 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 New York Tax-Exempt Money Fund Principal Value Amount (Note 1) - ----------- ------------ TAX-EXEMPT CASH EQUIVALENT SECURITIES -- 83.41% $ 3,095,000 #Babylon, New York, General Obligation Bonds, (AMBAC), 0.990%, 09/01/17....................... $ 3,095,000 4,500,000 Carmel, New York, Central School District, Bond Anticipation Notes, 1.750%, 04/30/04............. 4,502,308 9,100,000 #Erie County, New York, Water Authority, Revenue Bonds, Series A, (AMBAC), 0.990%, 12/01/16...... 9,100,000 10,000,000 Harborfields Centennial School District, New York, Bond Anticipation Notes, 1.250%, 11/04/04.. 10,017,537 15,000,000 Long Island Power Authority, New York, Commercial Paper, 0.950%, 08/09/04.......................... 15,000,000 17,870,000 #Nassau County, New York, Financial Authority, Sales Tax, Revenue Bonds, Series B, (FSA), 1.030%, 11/15/22................................ 17,870,000 2,000,000 Nassau County, New York, Tax Anticipation Notes, Series A, 2.000%, 04/15/04....................... 2,000,725 1,500,000 Nassau County, New York, Tax Anticipation Notes, Series B, 2.000%, 10/15/04....................... 1,506,793 5,300,000 New York City, New York, Mass Transit Authority, Commercial Paper, 1.000%, 10/14/04.... 5,300,000 17,500,000 #New York City, New York, Multi- Family Housing Development Corporation Authority, Parkgate Development Project, Series A, (FNMA), 0.960%, 10/15/28........................................ 17,500,000 7,500,000 #New York City, New York, Municipal Water Financing Authority, Revenue Bonds, Sub-Series C-2, 1.000%, 06/15/18........................... 7,500,000 15,000,000 New York City, New York, Tax Anticipation Notes, 2.000%, 04/15/04.......................... 15,006,104 Principal Value Amount (Note 1) - ----------- ------------ TAX-EXEMPT CASH EQUIVALENT SECURITIES --(continued) $12,810,000 #New York City, New York, Transitional Finance Authority, Revenue Bonds, (MBIA), 1.050%, 05/01/15........................................ $ 12,810,000 10,870,000 #New York City, New York, Transitional Finance Authority, Revenue Bonds, Class A, 1.050%, 02/01/31........................................ 10,870,000 11,245,000 #New York City, New York, Transitional Finance Authority, Revenue Bonds, Series 283, 1.070%, 11/15/18........................................ 11,245,000 4,995,000 #New York City, New York, Transitional Finance Authority, Revenue Bonds, Series 307, (AMBAC), 1.030%, 08/01/19....................... 4,995,000 1,425,000 #New York City, New York, Transitional Finance Authority, Revenue Bonds, Series A-2, 1.050%, 11/15/27........................................ 1,425,000 105,000 #New York City, New York, Trust for Cultural Resources, American Museum of Natural History, Revenue Bonds, Series A, 0.990%, 04/01/21....... 105,000 10,000,000 New York State, Dormitory Authority, Columbia University, Commercial Paper, 0.950%, 04/08/04... 10,000,000 15,000,000 New York State, Dormitory Authority, Cornell University, Commercial Paper, 0.930%, 05/24/04... 15,000,000 2,500,000 #New York State, Dormitory Authority, Cornell University, Revenue Bonds, Series B, 0.980%, 07/01/30........................................ 2,500,000 5,000,000 #New York State, Dormitory Authority, Mental Health Facilities, Revenue Bonds, (FSA), 1.000%, 02/15/21......................... 5,000,000 See Notes to Financial Statements. 18 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 New York Tax-Exempt Money Fund -- (continued) Principal Value Amount (Note 1) - ----------- ------------ TAX-EXEMPT CASH EQUIVALENT SECURITIES --(continued) $15,720,000 #New York State, Dormitory Authority, Public Library Project, Revenue Bonds, Series A, (MBIA), 1.030%, 07/01/28........................ $ 15,720,000 2,000,000 New York State, Environmental Facilities Authority, Commercial Paper, Series 97-A, 1.000%, 07/22/04........................... 2,000,000 8,966,000 #New York State, Environmental Facilities Authority, Revenue Bonds, Series 731, 1.050%, 06/15/22........................................ 8,966,000 9,800,000 #New York State, Environmental Facilities Authority, Revenue Bonds, Series A, 1.050%, 06/15/33........................................ 9,800,000 5,500,000 New York State, Environmental Facilities Corp., Solid Waste Disposal, Commercial Paper, 0.950%, 07/08/04......................................... 5,500,000 2,500,000 New York State, Gas & Electric Authority, Commercial Paper, 0.950%, 07/14/04............... 2,500,000 4,700,000 #New York State, Local Government Assistance, Revenue Bonds, Series 3V, (FGIC), 1.050%, 04/01/24........................................ 4,700,000 7,800,000 #New York State, Local Government Assistance, Revenue Bonds, Series 4V, (FSA), 1.050%, 04/01/22........................................ 7,800,000 12,300,000 #New York State, Metropolitan Transportation Authority, Revenue Bonds, Series B, (FSA), 1.010%, 11/01/22......................... 12,300,000 4,120,000 #New York State, Metropolitan Transportation Authority, Revenue Bonds, Series D-1, (FSA), 1.000%, 11/01/29........................................ 4,120,000 Principal Value Amount (Note 1) - ----------- ------------ TAX-EXEMPT CASH EQUIVALENT SECURITIES --(continued) $ 9,320,000 #New York State, Metropolitan Transportation Authority, Revenue Bonds, Series D-2, (FSA), 1.000%, 11/01/32......................... $ 9,320,000 8,000,000 #New York State, Power Authority, Revenue & General Purpose Obligation Bonds, 0.950%, 03/01/20........................................ 8,000,000 5,000,000 #New York State, Power Authority, Revenue Bonds, Sub-Series 5, 1.030%, 11/15/11.................. 5,000,000 25,000,000 New York State, Thruway Authority, General Revenue Bond Anticipation Notes, Commercial Paper, 0.950%, 10/12/04.......................... 25,000,000 8,000,000 New York State, Thurway, Commercial Paper, 0.950%, 05/14/04.......................... 8,000,000 21,100,000 #New York State, Triborough Bridge & Tunnel Authority, Revenue Bonds, Series B, (AMBAC), 1.020%, 01/01/32....................... 21,100,000 3,600,000 #New York State, Triborough Bridge & Tunnel Authority, Revenue Bonds, Series C, (AMBAC), 1.010%, 01/01/33....................... 3,600,000 10,900,000 #New York State, Triborough Bridge & Tunnel Authority, Revenue Bonds, Series C, (FSA), 1.020%, 01/01/31......................... 10,900,000 13,700,000 #Niagara Falls, New York, Bridge Community Toll Authority, Series A, (FGIC), 1.000%, 10/01/19... 13,700,000 Pittsford, New York, Centennial School District, 4,000,000 Bond Anticipation Notes, 1.250%, 10/17/04........ 4,006,680 5,928,528 2.000%, 12/17/04................................. 5,970,875 See Notes to Financial Statements. 19 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 New York Tax-Exempt Money Fund -- (continued) Principal Value Amount (Note 1) - ----------- ------------ TAX-EXEMPT CASH EQUIVALENT SECURITIES --(continued) $ 9,635,000 Port Authority of New York & New Jersey, Commercial Paper, 0.950%, 04/07/04............... $ 9,635,000 #Suffolk County, New York, Water Authority, Bond 4,100,000 Anticipation Notes, 1.030%, 06/01/06............ 4,100,000 19,600,000 1.030%, 01/01/08................................. 19,600,000 5,100,000 Wantagh, New York, Union Free School District, Bond Anticipation Notes, 1.250%, 09/10/04........ 5,106,456 ------------ TOTAL TAX-EXEMPT CASH EQUIVALENT SECURITIES (Cost $408,793,478).................................... 408,793,478 ------------ TAX-EXEMPT CASH EQUIVALENT SECURITIES -- BACKED BY LETTERS OF CREDIT -- 17.26% BANK OF AMERICA --------------- 16,000,000 #New York City, New York, Industrial Development Agency, Revenue Bonds, New York Stock Exchange Project, Series B, 0.990%, 05/01/33............. 16,000,000 BANK OF NEW YORK ---------------- 10,000,000 #New York City, New York, General Obligation Bonds, Sub-Series H4, 1.100%, 03/01/34.......... 10,000,000 4,200,000 #Yonkers, New York, Industrial Development Agency, Civic Facility Revenue Bonds, Consumers Union Facility, 1.020%, 07/01/19................ 4,200,000 BAYERISCHE HYPOVEREINSBANK -------------------------- 8,000,000 Long Island Power Authority, New York, Commercial Paper, 1.080%, 08/10/04.......................... 8,000,000 Principal Value Amount (Note 1) - ----------- ------------ TAX-EXEMPT CASH EQUIVALENT SECURITIES -- BACKED BY LETTERS OF CREDIT -- (continued) BAYERISCHE LANDESBANK-50% / LANDESBANK HESSEN-50% ------------------------------------------------- $ 2,300,000 New York State, Environmental Facilities Authority, Commercial Paper, 0.930%, 07/14/04.... $ 2,300,000 BAYERISCHE LANDESBANK-50% / WESTDEUTSCHE LANDESBANK-50% ------------------------------------------------------- 100,000 #New York State, Local Government Assistance Corp., Revenue Bonds, Series A, 1.030%, 04/01/22 100,000 CHASE MANHATTAN BANK -------------------- 4,000,000 #New York City, New York, Trust for Cultural Preservation, Asia Society Project, Revenue Bonds, 1.000%, 04/01/30......................... 4,000,000 JP MORGAN CHASE BANK -------------------- 9,500,000 #New York City, New York, Trust for Cultural Preservation, Pierpont Morgan Library, Revenue Bonds, 1.000%, 02/01/34......................... 9,500,000 LANDESBANK HESSEN ----------------- 7,000,000 #New York State, Housing Finance Agency Services, Revenue Bonds, Series I, 1.050%, 03/15/31....... 7,000,000 MANUFACTURERS & TRADERS ----------------------- 8,800,000 #New York City, New York, Industrial Development Agency, Civic Facility Revenue Bonds, Jewish Community Center Project, 1.070%, 03/01/30...... 8,800,000 MORGAN GUARANTY TRUST --------------------- 2,000,000 #New York City, New York, General Obligation Bonds, Series F-3, 1.020%, 02/15/13............. 2,000,000 See Notes to Financial Statements. 20 Excelsior Tax-Exempt Funds, Inc. Portfolio of Investments -- March 31, 2004 New York Tax-Exempt Money Fund -- (continued) Principal Value Amount (Note 1) - ---------- ------------ TAX-EXEMPT CASH EQUIVALENT SECURITIES -- BACKED BY LETTERS OF CREDIT -- (continued) WESTDEUTSCHE LANDESBANK ----------------------- $9,350,000 #Long Island Power Authority, New York, Revenue Bonds, Sub- Series 2A, 1.030%, 05/01/33......... $ 9,350,000 2,000,000 #New York City, New York, General Obligation Bonds, Sub-Series J2, 1.050%, 02/15/16.......... 2,000,000 WESTDEUTSCHE LANDESBANK-50% / BAYERISCHE LANDESBANK-50% ------------------------------------------------------- 1,350,000 #New York State, Local Government Assistance Corp., Revenue Bonds, Series E, 1.030%, 04/01/23 1,350,000 ------------ TOTAL TAX-EXEMPT CASH EQUIVALENT SECURITIES -- BACKED BY LETTERS OF CREDIT (Cost $84,600,000)... 84,600,000 ------------ Shares - ---------- OTHER SHORT-TERM INVESTMENTS -- 0.12% 569,744 @BlackRock Institutional New York Money Market Fund............................................ 569,744 1 @Dreyfus New York Tax Exempt Fund................. 1 ------------ TOTAL OTHER SHORT-TERM INVESTMENTS (Cost $569,745) 569,745 ------------ TOTAL INVESTMENTS (Cost $493,963,223)............. 100.79% $493,963,223 OTHER ASSETS & LIABILITIES (NET).................. (0.79) (3,864,450) ------ ------------ NET ASSETS........................................ 100.00% $490,098,773 ====== ============ - -------- # Variable rate demand bonds and notes are payable upon not more than seven business days notice. Rate disclosed is as of March 31, 2004. AMBAC--American Municipal Bond Assurance Corp. FSA--Financial Security Assurance FNMA--Federal National Mortgage Association MBIA--Municipal Bond Insurance Assoc. FGIC--Financial Guaranty Insurance Corp. @ Registered Investment Company Note: These municipal securities meet the three highest ratings assigned by Moody's Investors Services, Inc. or Standard and Poor's Corporation or, where not rated, are determined by the Adviser, under the supervision of the Board of Directors, to be of comparable quality at the time of purchase to rated instruments that may be acquired by the Fund. At March 31, 2004, approximately, 17% of the net assets are invested in municipal securities that have letter of credit enhancement features or escrows in U.S. Government securities backing them, on which the Fund relies. Without such features, the securities may or may not meet the quality standards of securities purchased by the Fund. At March 31, 2004, approximately, 101% of the net assets are invested in New York municipal securities. Economic changes affecting the state and certain of its public bodies and municipalities may affect the ability of the issuers to pay the required principal and interest payments of the municipal securities. At March 31, 2004, approximately, 59%, 20%, 17% and 5% of the net assets are invested in revenue bonds, anticipation notes, commercial paper and general obligation bonds, respectively. See Notes to Financial Statements. 21 EXCELSIOR FUNDS NOTES TO FINANCIAL STATEMENTS 1. Significant Accounting Policies: Excelsior Funds, Inc. ("Excelsior Fund") and Excelsior Tax-Exempt Funds, Inc. ("Excelsior Tax-Exempt Fund") collectively (the "Funds") were incorporated under the laws of the State of Maryland on August 2, 1984 and August 8, 1984, respectively, and are registered under the Investment Company Act of 1940, as amended, as open-end diversified management investment companies with the exception of Energy and Natural Resources Fund, Real Estate Fund, New York Intermediate-Term Tax-Exempt Fund, California Tax-Exempt Income Fund and New York Tax-Exempt Money Fund, each of which are non-diversified. Excelsior Fund and Excelsior Tax-Exempt Fund currently offer shares in sixteen and seven managed investment portfolios, respectively, each having its own investment objectives and policies. The following is a summary of significant accounting policies for Money Fund, Government Money Fund, Treasury Money Fund, portfolios of Excelsior Fund, Tax-Exempt Money Fund and New York Tax-Exempt Money Fund, portfolios of Excelsior Tax-Exempt Fund (the "Portfolios"). Such policies are in conformity with accounting principles generally accepted in the United States of America and are consistently followed by the Funds in the preparation of their financial statements. The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from these estimates. The Money Fund offers two classes of shares: Shares and Institutional Shares. The Financial Highlights of the Institutional Shares as well as the financial statements for the remaining portfolios of the Funds are presented separately. With regard to the Portfolios, it is the Funds' policy, to the extent possible, to maintain a continuous net asset value per share of $1.00. Each of the Portfolios has adopted certain investment portfolio valuation and dividend distribution policies to enable it to do so. However, there can be no assurance that the net asset value per share of the Portfolios will not vary. (a) Portfolio valuation: Securities are valued at amortized cost, which has been determined by each Fund's Board of Directors to represent the fair value of the Portfolios' investments. Amortized cost valuation involves valuing an instrument at its cost initially and, thereafter, assuming a constant amortization to maturity of any discount or premium. (b) Security transactions and investment income: Security transactions are recorded on a trade date basis. Realized gains and losses on investments sold are recorded on the basis of identified cost. Interest income, adjusted for amortization of premiums and discounts on investments, is earned from settlement date and is recorded on the accrual basis. (c) Repurchase agreements: Excelsior Fund may purchase portfolio securities from financial institutions deemed to be creditworthy by the investment adviser subject to the seller's agreement to repurchase and Excelsior 22 Fund's agreement to resell such securities at mutually agreed upon prices. Securities purchased subject to such repurchase agreements are deposited with Excelsior Fund's custodian or subcustodian or are maintained in the Federal Reserve/Treasury book-entry system and must have, at all times, an aggregate market value not less than the repurchase price (including accrued interest). If the value of the underlying securities falls below the value of the repurchase price, Excelsior Fund will require the seller to deposit additional collateral by the next business day. Default or bankruptcy of the seller may, however, expose the applicable Portfolio of Excelsior Fund to possible delay in connection with the disposition of the underlying securities or loss to the extent that proceeds from a sale of the underlying securities were less than the repurchase price under the agreement. (d) Distributions to shareholders: Dividends from net investment income are declared daily and paid monthly. Net realized capital gains, unless offset by any available capital loss carryforwards, are distributed to shareholders annually or more frequently to maintain a net asset value of $1.00 per share. (e) Expense allocation: Expenses directly attributable to a Portfolio are charged to that Portfolio. Other expenses are allocated to the respective Portfolios based on average daily net assets. Shareholder servicing fees relating to a specific class are charged directly to that class. 2. Investment Advisory Fee, Administration Fee, Shareholder Servicing Fees and Related Party Transactions: United States Trust Company of New York ("U.S. Trust NY") and U.S. Trust Company, N.A. (together, the "Adviser"), acting through their respective registered investment advisory divisions, U.S. Trust New York Asset Management Division and U.S. Trust Company, N.A. Asset Management Division, serve as the investment adviser to the Portfolios. For the services provided pursuant to the Investment Advisory Agreements, the Adviser receives a fee, computed daily and paid monthly, at the annual rates of 0.25% of the average daily net assets of the Money Fund, the Government Money Fund and the Tax-Exempt Money Fund, 0.30% of the average daily net assets of the Treasury Money Fund, and 0.50% of the average daily net assets of the New York Tax-Exempt Money Fund. U.S. Trust NY is a state-chartered bank and trust company and a member bank of the Federal Reserve System. U.S. Trust Company, N.A. is a national bank organized under the laws of the United States. Each is a wholly-owned subsidiary of U.S. Trust Corporation, a registered bank holding company. U.S. Trust Corporation is a wholly-owned subsidiary of The Charles Schwab Corporation ("Schwab"). U.S. Trust Company, N.A., SEI Investments Global Funds Services and Federated Services Company (collectively, the "Administrators") provide administrative services to the Funds. For the services provided to the Portfolios, the Administrators are entitled jointly to annual fees, computed daily and paid monthly, based on the combined aggregate average daily net assets of Excelsior Fund, Excelsior Tax-Exempt Fund and Excelsior Funds Trust (excluding the international equity portfolios of Excelsior 23 Fund and Excelsior Funds Trust), all of which are affiliated investment companies, as follows: 0.200% of the first $200 million, 0.175% of the next $200 million, and 0.150% over $400 million. Administration fees payable by each Portfolio of the three investment companies are determined in proportion to the relative average daily net assets of the respective Portfolios for the period paid. Until further notice to the Funds, U.S. Trust Company, N.A. has voluntarily agreed to waive a portion of its administration fee in an amount equal to an annual rate of 0.04% of the average daily net assets of each Portfolio. For the year ended March 31, 2004, administration fees charged by U.S. Trust Company, N.A., were as follows: Waiver of Net Administration Administration Administration Fees Fees Fees -------------- -------------- -------------- Money Fund.................... $2,477,640 $825,198 $1,652,442 Government Money Fund......... 763,346 253,755 509,591 Treasury Money Fund........... 640,389 213,093 427,296 Tax-Exempt Money Fund......... 2,548,361 847,336 1,701,025 New York Tax-Exempt Money Fund 600,090 199,704 400,386 From time to time, in their sole discretion, U.S. Trust may undertake to waive a portion or all of the fees payable to them and also may reimburse the Portfolios for a portion of other expenses. For the year ended March 31, 2004, U.S. Trust has contractually agreed to waive investment advisory fees and to reimburse other ordinary operating expenses to the extent necessary to keep total operating expenses from exceeding the following annual percentages of each Portfolio's average daily net assets: Money Fund -- Shares.......... 0.50% Government Money Fund......... 0.50% Treasury Money Fund........... 0.55% Tax-Exempt Money Fund......... 0.50% New York Tax-Exempt Money Fund 0.60% With regard to the Institutional Shares of Money Fund, for the year ended March 31, 2004, and until further notice, U.S. Trust contractually agreed to waive fees and reimburse expenses to the extent necessary to maintain an annual expense ratio of not more than 0.25%. For the year ended March 31, 2004, pursuant to the above, investment advisory fees waived by U.S. Trust were as follows: Money Fund.................... $3,771,626 New York Tax-Exempt Money Fund 1,028,791 The Portfolios have entered into shareholder servicing agreements with various service organizations, which may include Schwab, U.S. Trust and affiliates of U.S. Trust. Services included in the servicing agreements are assisting in processing purchase, exchange, and redemption requests; transmitting and receiving funds in connection with customer orders to purchase, exchange or redeem shares; and providing periodic statements. Shareholder servicing fees are incurred on a Portfolio and class level (where applicable). As a consideration for these services, each service organization receives a fee, computed daily and paid monthly, at an annual rate up to 0.25% (0.40% prior to July 29, 2003) of the average daily net assets of the Portfolios' shares held by each service organizations' customers, with 24 the exception of the Institutional Shares of the Money Fund, which pays a fee of up to 0.15% of the average daily net assets of its shares. U. S. Trust has voluntarily agreed to waive investment advisory and administration fees payable in an amount equal to the shareholder servicing fees payable to affiliates. For the year ended March 31, 2004, shareholder servicing fees paid to Schwab, U.S. Trust and affiliates of U. S. Trust: Amount Amount Waived as Waived as Amount Investment Administration Paid Advisory Fees Fees ---------- ------------- -------------- Money Fund.................... $1,155,681 $ 42,060 $1,113,621 Government Money Fund......... 310,801 310,801 -- Treasury Money Fund........... 187,511 187,511 -- Tax-Exempt Money Fund......... 1,947,158 1,947,158 -- New York Tax-Exempt Money Fund 30,088 30,088 -- Edgewood Services, Inc. ("the Distributor"), a wholly-owned subsidiary of Federated Investors, Inc., serves as the distributor of the Funds. Shares of each Portfolio are sold without a sales charge on a continuous basis by the Distributor. Boston Financial Data Services, Inc. ("BFDS") serves as transfer agent to the Portfolios. Each Independent Director of the Excelsior Fund receives an annual fee of $15,000, plus a meeting fee of $2,500 for each meeting attended. The Chairman receives an additional annual fee of $7,500. Each member of the Nominating Committee receives an annual fee of $2,000 for services in connection with this committee, plus a meeting fee of $1,000 for each meeting attended. Each Independent Director of the Excelsior Tax-Exempt Fund receives an annual fee of $15,000, plus a meeting fee of $2,500 for each meeting attended. The Chairman receives an additional annual fee of $7,500. Each member of the Nominating Committee receives an annual fee of $2,000 for services in connection with this committee, plus a meeting fee of $1,000 for each meeting attended. In addition, Directors are reimbursed by the Excelsior Fund and Excelsior Tax-Exempt Fund, for reasonable expenses incurred when acting in their capacity as Directors. 3. Federal Taxes: It is the policy of the Funds that each Portfolio continue to qualify as a regulated investment company, by complying with the requirements of the Internal Revenue Code applicable to regulated investment companies and by distributing substantially all of its taxable earnings to its shareholders. In order to avoid a Federal excise tax, each Portfolio is required to distribute certain minimum amounts of net realized capital gain and net investment income for the respective periods ending October 31 and December 31 in each calendar year. Dividends and distributions are determined in accordance with Federal income tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences are primarily due to differing treatments for deferral of losses on wash sales and net capital losses incurred 25 after October 31 and within the taxable year ("Post-October losses"). To the extent these differences are permanent, adjustments are made to the appropriate equity accounts in the period that the differences arise. Accordingly, the following reclassifications have been made to/from the following accounts: Undistributed Accumulated Net Investment Net Realized Paid-In Income Gain (Loss) Capital -------------- ------------ ------- Money Fund........... -- $ 3,436 $(3,436) Government Money Fund -- 1,189 (1,189) Treasury Money Fund.. $2,748 (2,748) -- Tax-Exempt Money Fund 53 (53) -- The tax character of dividends and distributions declared during the years ended March 31, 2004 and March 31, 2003 were as follows: Long-Term Ordinary Tax-Exempt Capital Income Income Gains Total ----------- ----------- --------- ----------- Money Fund 2004....................... $14,865,550 -- -- $14,865,550 2003....................... 31,970,964 -- -- 31,970,964 Government Money Fund 2004....................... 3,926,682 -- -- 3,926,682 2003....................... 8,291,220 -- -- 8,291,220 Treasury Money Fund 2004....................... 2,597,162 -- -- 2,597,162 2003....................... 6,364,693 -- -- 6,364,693 Tax-Exempt Money Fund 2004....................... 38,469 $11,865,305 $273,567 12,177,341 2003....................... 16,257 23,449,842 24,155 23,490,254 New York Tax-Exempt Money Fund 2004....................... 31,529 2,456,266 -- 2,487,795 2003....................... 4,787 5,184,192 23,128 5,212,107 As of March 31, 2004, the components of distributable earnings (accumulated losses) on a tax basis were as follows: Other Ordinary Tax-Exempt Capital Loss Post-October Wash Temporary Income Income Carryforward Losses Sales Difference Total -------- ---------- ------------ ------------ ------- ----------- -------- Money Fund......... $946,177 -- $(47,687) -- -- $ (946,177) $(47,687) Government Money Fund............. 284,088 -- (33,689) $(926) -- (284,088) (34,615) Treasury Money Fund............. 187,791 -- -- -- -- (185,044) 2,747 Tax-Exempt Money Fund............. -- $1,049,537 -- -- $(1,823) (1,049,485) (1,771) New York Tax-Exempt Money Fund....... -- 200,652 -- (908) -- (200,652) (908) For Federal tax purposes, the Portfolios aggregate tax cost is equal to book cost, with the exception of the Tax-Exempt Money Fund, and its tax basis of investments aggregates $2,044,632,903. 26 Post-October losses are deemed to arise on the first business day of a Fund's next taxable year. For Federal income tax purposes, capital loss carryforwards may be carried forward and applied against future capital gains. To the extent that such carryforwards are utilized, capital gain distributions will be reduced. At March 31, 2004, the following Portfolios had capital loss carryforwards for Federal tax purposes available to offset future net capital gains through the indicated expiration dates: Government Money Money Fund Fund ------- ---------- Expiration Date March 31: 2005.................. $12,049 -- 2006.................. -- $ 5,931 2007.................. -- 3,297 2008.................. -- 18,904 2011.................. 11,663 -- 2012.................. 23,975 5,557 ------- ------- Total.................... $47,687 $33,689 ======= ======= 4. Capital Transactions: Excelsior Fund has authorized capital of 35 billion shares of Common Stock, 29.3756 billion of which is currently classified to represent interests in certain classes of shares. Excelsior Tax-Exempt Fund has authorized capital of 24 billion shares of Common Stock, 15 billion of which is currently classified to represent interests in one of seven separate investment portfolios. Authorized capital currently classified for each Portfolio is as follows: 4 billion shares each of Money Fund and Government Money Fund, 2.5 billion shares of Treasury Money Fund, 2 billion shares of New York Tax-Exempt Money Fund and 5.5 billion shares for Tax-Exempt Money Fund. Each share has a par value of $0.001 and represents an equal proportionate interest in the particular Portfolio with other shares of the same Portfolio, and is entitled to such dividends and distributions of taxable earnings on the assets belonging to such Portfolio as are declared at the discretion of each Fund's Board of Directors. Since the Portfolios have sold, reinvested and redeemed shares only at a constant net asset value of $1.00 per share, the number of shares represented by such sales, reinvestments and redemptions is the same as the amounts shown below for such transactions. Money Fund -------------------------------- Year Ended Year Ended 03/31/04 03/31/03 --------------- --------------- Sold: Shares........................... $ 4,664,084,234 $ 5,589,273,181 Institutional Shares............. 2,751,605,010 3,536,340,479 Issued as reinvestment of dividends: Shares........................... 784,932 1,812,339 Institutional Shares............. 2,186,353 4,944,129 Redeemed: Shares........................... (5,311,141,614) (5,605,547,555) Institutional Shares............. (2,831,721,381) (3,303,057,021) --------------- --------------- Net Increase (Decrease)............. $ (724,202,466) $ 223,765,552 =============== =============== 27 Government Money Fund -------------------------------- Year Ended Year Ended 03/31/04 03/31/03 --------------- --------------- Sold............................... $ 3,164,391,955 $ 3,904,759,634 Issued as reinvestment of dividends 271,873 744,985 Redeemed........................... (3,214,432,180) (4,106,605,322) --------------- --------------- Net (Decrease)..................... $ (49,768,352) $ (201,100,703) =============== =============== Treasury Money Fund -------------------------------- Year Ended Year Ended 03/31/04 03/31/03 --------------- --------------- Sold............................... $ 2,924,119,256 $ 2,645,547,298 Issued as reinvestment of dividends 641,186 1,846,537 Redeemed........................... (2,977,036,353) (2,679,648,517) --------------- --------------- Net (Decrease)..................... $ (52,275,911) $ (32,254,682) =============== =============== Tax-Exempt Money Fund -------------------------------- Year Ended Year Ended 03/31/04 03/31/03 --------------- --------------- Sold............................... $ 7,348,246,145 $ 7,097,135,009 Issued as reinvestment of dividends 360,212 801,978 Redeemed........................... (7,584,879,895) (7,339,512,073) --------------- --------------- Net (Decrease)..................... $ (236,273,538) $ (241,575,086) =============== =============== New York Tax-Exempt Money Fund -------------------------------- Year Ended Year Ended 03/31/04 03/31/03 --------------- --------------- Sold............................... $ 1,700,208,458 $ 1,902,878,709 Issued as reinvestment of dividends 422,511 832,736 Redeemed........................... (1,759,093,748) (2,051,333,703) --------------- --------------- Net (Decrease)..................... $ (58,462,779) $ (147,622,258) =============== =============== 5. Line of Credit: The Portfolios and other affiliated funds participate in a $50 million unsecured line of credit provided by a syndication of banks, under a line of credit agreement. Borrowings may be made to temporarily finance the redemption of Portfolio shares. Interest is charged to each Portfolio, based on its borrowings, at a rate equal to the Federal Funds Rate plus 0.50% per year. In addition, a commitment fee, equal to an annual rate of 0.15% of the average daily unused portion of the line of credit, is allocated among the participating Portfolios at the end of each quarter, and is included in miscellaneous expenses on the Statements of Operations. For the year ended March 31, 2004, the Portfolios had no borrowings under the agreement. 28 6. Guarantees: In the normal course of business, the Portfolios enter into contracts that provide general indemnifications. The Portfolios' maximum exposure under these arrangements is dependent on future claims that may be made against the Portfolios, and therefore, cannot be established; however, based on experience, the risk of loss from such claim is considered remote. 7. Legal Proceedings: U.S. Trust Company, N.A., United States Trust Company of New York, the investment advisers (the "Adviser") of Excelsior Funds, Inc., Excelsior Tax-Exempt Funds, Inc. and Excelsior Funds Trust (collectively the "Companies") and the Companies have been contacted by the Office of the New York State Attorney General (the "NYAG") and the Adviser has been contacted by the Securities and Exchange Commission (the "SEC") in connection with their investigation of practices in the mutual fund industry identified as "market timing" and "late trading" of mutual fund shares (the "Investigations"). The Adviser has also been contacted, through its parent, by the U.S. Attorney's Office in San Francisco and the Attorney General of the State of West Virginia (the "WVAG") with inquiries regarding the same subject matter. The Adviser and the Companies have been providing full cooperation with respect to these investigations, and continue to review the facts and circumstances relevant to the investigations. Four class actions suits have been filed against the Companies and the Adviser: James Page Jr. v. Charles Schwab et al. (filed on November 20, 2003 in the United States District Court for the Northern District of California); A. Joseph Szydlowski v. Charles Schwab et al. (filed December 4, 2003 in the United States District Court for the Southern District of New York); Wilson v. Excelsior Funds, et al. (filed December 10, 2003 in the United States District Court for the Southern District of New York); and John R. Granelli v. Charles Schwab, et al. (filed January 20, 2004 in the United States District Court for the Southern District of New York). While details in each suit vary, in general each alleges that during the Class Period, the Adviser, the Companies and others allowed certain parties and others to engage in illegal and improper trading practices, which caused financial injury to the shareholders of the Companies. Each demands unspecified monetary damages. The Wilson complaint also demands a rescission of the contract with the advisers. A fifth class action complaint, styled Mike Sayegh v. Janus Capital Corp. et al., was filed in Los Angeles Superior Court on or about October 22, 2003. On or about December 3, 2003, the Companies were served with a copy of the complaint in Sayegh on the basis that they were one of the several Doe Defendants named in the complaint. The complaint alleges violations of the California Business and Professions Code, arising from improper trading activities, and seeks injunctive, declaratory, and other equitable relief in addition to unspecified monetary damages. The extent to which and capacity in which the Funds may have had any role in the allegations contained therein is currently unclear. In addition, a derivative action, styled Richard Elliott v. Charles Schwab Corporation, et al., No. 04 CV 2262, which is purportedly brought on behalf of Excelsior High Yield Fund and Excelsior Funds Trust, alleges violations of Section 36 of the Investment Company Act, 15 U.S.C. (S) 80a-35(b) and the common law breach of fiduciary duty by Schwab, the Adviser and certain directors of the Companies. This action has not yet been served on the Companies or their directors. 29 The Adviser and the Companies are evaluating the claims in these complaints and intend to vigorously defend against them. The Adviser anticipates consolidation of these suits is possible. On February 20, 2004, the Judicial Panel on Multi-District Litigation issued an order transferring 96 actions involving allegations of mutual fund late trading and market timing to the United States District Court for the District of Maryland, for coordinated or consolidated pretrial proceedings ("MDL 1586"). On March 3, 2004, however, the Panel issued a Conditional Transfer Order which transferred additional "tag along cases" to MDL 1586, including the Sayegh, Page and Wilson actions. The Adviser expects that most or all of the civil actions regarding alleged late trading and/or market timing, which are pending in federal courts, will ultimately be transferred to MDL 1586. Based on currently available information, the Adviser believes that the likelihood is remote that the pending private lawsuits and Investigations will have a material adverse financial impact on the Companies, and that the pending Investigations and private lawsuits are not likely to materially affect its ability to provide investment management services to the Companies. 30 REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS To the Shareholders and Boards of Directors of Excelsior Funds, Inc. and Excelsior Tax-Exempt Funds, Inc. We have audited the accompanying statements of assets and liabilities, including the portfolios of investments, of the Money, Government Money, Treasury Money, Tax-Exempt Money, and New York Tax-Exempt Money Funds (three of the portfolios constituting the Excelsior Funds, Inc. and two of the portfolios constituting the Excelsior Tax-Exempt Funds, Inc.) (collectively, the "Funds") as of March 31, 2004, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of five years in the period then ended. These financial statements and financial highlights are the responsibility of the Funds' management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of March 31, 2004, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Money, Government Money, Treasury Money, Tax-Exempt Money and New York Tax-Exempt Money Funds at March 31, 2004, the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States. /s/ Ernst & Young LLP Boston, Massachusetts May 7, 2004 31 Directors/Trustees and Officers of the Excelsior Funds Complex (Unaudited) Information pertaining to the directors/trustees and officers of Excelsior Fund, Excelsior Tax-Exempt Fund and Excelsior Funds Trust (each a "Company" and collectively, the "Excelsior Funds Complex") is set forth below. Directors/Trustees who are not deemed to be "interested persons" of the Excelsior Funds Complex as defined in the 1940 Act are referred to as "Independent Board Members." Directors/Trustees who are deemed to be "interested persons" of the Excelsior Funds Complex are referred to as "Interested Board Members." Number of Portfolios in Excelsior Term of Funds Office and Complex Other Position(s) Length of Overseen by Directorships Name, Address, Held with each Time Principal Occupation(s) Board Held by Board Age(1) Company Served(2) During Past 5 Years Member(3) Member(4) -------------- -------------- ------------- ------------------------------------------- ------------- ------------- INTERESTED BOARD MEMBER James L. Bailey(5) Director/ Since Executive Vice President of U.S. Trust N/A N/A 114 West 47th Trustee February 2004 Corporation and U.S. Trust New York Street (since January 2003); President, Excelsior New York, NY Fund, Excelsior Tax-Exempt Fund and 10036 Excelsior Funds Trust (since May 2003); Age: 58 Consultant in the financial services industry (from August 2000 to January 2003); Executive Vice President of Citicorp (1992 to August 2000). INDEPENDENT BOARD MEMBERS Frederick S. Wonham Director/ Since 1997 Retired; Chairman of the Board (since 32 None Age: 72 Trustee, 1997) and President, Treasurer and Chairman of Director (since 1995) of Excelsior Fund the Board and Excelsior Tax-Exempt Fund; Chairman of the Boards (since 1997), President, Treasurer and Trustee (since 1995) of Excelsior Funds Trust; Vice Chairman of U.S. Trust Corporation and U.S. Trust New York (from February 1990 until September 1995); and Chairman, U.S. Trust Company (from March 1993 to May 1997). Rodman L. Drake Director/ Since 1994 Director of Excelsior Fund and Excelsior 32 4 Age: 61 Trustee Tax-Exempt Fund (since 1996); Trustee of Excelsior Funds Trust (since 1994); Director, Parsons Brinkerhoff, Inc. (engineering firm) (since 1995); President, Continuation Investments Group, Inc. (since 1997); President, Mandrake Group (investment and consulting firm) (1994- 1997); Chairman, MetroCashcard International Inc. (since 1999); Director, Hotelivision, Inc. (since 1999); Director, Alliance Group Services, Inc. (since 1998); Director, Clean Fuels Technology Corp. (since 1998); Director, Absolute Quality Inc. (since 2000); Director, Hyperion Total Return Fund, Inc. and three other funds for which Hyperion Capital Management, Inc. serves as investment adviser (since 1991); Director, The Latin America Smaller Companies Fund, Inc. (from 1993 to 1998). 32 Number of Portfolios in Excelsior Term of Funds Office and Complex Other Position(s) Length of Overseen by Directorships Name, Address, Held with each Time Principal Occupation(s) Board Held by Board Age(1) Company Served(2) During Past 5 Years Member(3) Member(4) - -------------- -------------- ------------- ------------------------------------------- ------------- ------------- Mel Hall Director/ Since 2000 Director of Excelsior Fund and Excelsior 32 None Age: 59 Trustee Tax-Exempt Fund (since July 2000); Trustee of Excelsior Funds Trust (since July 2000); Chief Executive Officer, Comprehensive Health Services, Inc. (health care management and administration). Roger M. Lynch Director/ Since 2001 Retired; Director of Excelsior Fund and 32 None Age: 63 Trustee Excelsior Tax-Exempt Fund and Trustee of Excelsior Funds Trust (since September 2001); Chairman of the Board of Trustees of Fairfield University (since 1996); Director, SLD Commodities, Inc. (importer of nuts) (since 1991); President, Corporate Asset Funding Co., Inc. (asset securitization) (from 1987 to 1999); General Partner (from 1980 to 1986) and Limited Partner (from 1986 to 1999), Goldman Sachs & Co.; Chairman, Goldman Sachs Money Markets, Inc. (from 1982 to 1986). Jonathan Piel Director/ Since 1994 Director, Excelsior Funds, Inc. and 32 None Age: 65 Trustee Excelsior Tax-Exempt Funds, Inc. (since 1996); Trustee, Excelsior Funds Trust (since 1994); Director, Group for the South Fork, Bridgehampton, NY (since 1993). Retired in 1994 as The Editor, Scientific American and Vice President, Scientific American, Inc. OFFICERS Mary Martinez Executive Since Managing Director U.S. Trust Company N/A N/A 114 West 47th Vice President February 2004 and Chief Operating Officer of Investment Street Products (since 2003); Managing Director New York, NY and Director of Relationship Management 10036 Service, Marketing, Information and Age: 44 Technology at Bessemer Trust (1998 to 2003). Joseph Trainor Vice President Since Managing Director U. S. Trust Company N/A N/A 114 West 47th February 2004 (since 2003); President of MFS Street Institutional Advisors (1998 to 2002). New York, NY 10036 Age: 43 33 Number of Portfolios in Excelsior Term of Funds Office and Complex Other Position(s) Length of Overseen by Directorships Name, Address, Held with each Time Principal Occupation(s) Board Held by Board Age(1) Company Served(2) During Past 5 Years Member(3) Member(4) -------------- --------------- ------------- ------------------------------------------- ------------- ------------- Agnes Mullady Treasurer Since Senior Vice President, U.S. Trust Company N/A N/A 225 High Ridge Chief Financial February 2004 (since 2004); Chief Financial Officer, Road and Chief AMIC Distribution Partners, (2002 to Stamford, Accounting 2004); Controller Reserve Management CT 06905 Officer Corporation, Reserve Management Age : 45 Company, Inc. and Reserve Partners, Inc. (2000 to 2002); Vice President and Treasurer, Northstar Funds; Senior Vice President and Chief Financial Officer, Northstar Investment Management Corp.; President and Treasurer, Northstar Administrators Corp.; and Vice President and Treasurer, Northstar Distributors, Inc. (1993 to 2000). Frank Bruno Vice President Since 2001 Vice President, U.S. Trust Company (since N/A N/A 225 High Ridge and Assistant 1994); Vice President and Assistant Road Treasurer Treasurer, Excelsior Fund, Excelsior Tax- Stamford, CT Exempt Fund and Excelsior Funds Trust 06905 (since February 2001). Age: 44 Joseph Leung Vice President Since Vice President, U.S. Trust Company (since N/A N/A 225 High Ridge and Assistant May 2003 March 2003); Vice President and Assistant Road Treasurer Treasurer, Excelsior Fund, Excelsior Tax- Stamford, CT Exempt Fund and Excelsior Funds Trust 06905 (since May 2003); Vice President of Merrill Age: 38 Lynch & Co. (from 2000 to 2002); Treasurer, Vice President and Chief Accounting Officer of Midas Funds, Bexil Fund, Tuxis Fund, Global Income Fund and Winmill & Co. Incorporated (from 1995 to 2000). Michael R. Rosella, Acting Since Partner, Paul, Hastings, Janofsky & Walker N/A N/A Esq. Secretary and February 2004 LLP (law firm) (since 2000); Partner, 75 East 55th Street Chief Legal Battle Fowler LLP (law firm) (1988 to New York, NY Officer 2000). 10022 Age: 46 Lee Wilcox Assistant Since Employed by SEI Investments since June N/A N/A 530 E. Swedesford Treasurer June 2002 2002. Director of Fund Accounting, SEI Road Investments since June 2002. Senior Wayne, PA 19087 Operations Manager of Deutsche Bank Age: 42 Global Fund Services (2000-2002), PricewaterhouseCoopers LLP (1995-2000), United States Army (1982-1992). 34 Number of Portfolios in Excelsior Term of Funds Office and Complex Other Position(s) Length of Overseen by Directorships Name, Address, Held with each Time Principal Occupation(s) Board Held by Board Age(1) Company Served(2) During Past 5 Years Member(3) Member(4) -------------- -------------- ---------- ------------------------------------------ ------------- ------------- Timothy D. Barto Assistant Since 2001 Employed by SEI Investments since N/A N/A One Freedom Treasurer October 1999. Vice President and Valley Drive Assistant Secretary of SEI Investments Oaks, PA 19456 since December 1999. Associate at Age: 36 Dechert, Price & Rhoads (1997-1999). Associate at Richter, Miller & Finn (1993- 1997). - -------- (1) Each director/trustee may be contacted by writing to Excelsior Funds, One Freedom Valley Drive, Oaks, PA 19456. (2) Each director/trustee shall hold office until the election and qualification of his or her successor, or until he or she sooner dies, resigns or is removed. The president, treasurer and secretary of each Company shall hold office for a one year term and until their respective successors are chosen and qualified, or in each case until he or she sooner dies, resigns is removed, or becomes disqualified in accordance with each Company's by-laws. (3) The Excelsior Funds Complex consists of all registered investment companies (Excelsior Fund, Excelsior Tax-Exempt Fund and Excelsior Funds Trust) for which U.S. Trust serves as investment adviser. As of March 31, 2004, the Excelsior Funds Complex consisted of 32 Funds. (4) Directorships of companies required to report to the Securities and Exchange Commission under the Securities Exchange Act of 1934 (i.e., "public companies") or other investment companies registered under the 1940 Act. (5) Mr. James L. Bailey is a board member who is deemed to be an "interested person" of the Excelsior Funds Complex, as that term is defined in the 1940 Act, because he is an Executive Vice President of the Investment Adviser. For more information regarding the Directors/Trustees and Officers, please refer to the Statement of Additional Information, which is available upon request by calling 1-800-446-1012. 35 Federal Tax Information: (Unaudited) For the year ended March 31, 2004, the designation of long-term capital gains and the percentage of income earned from direct treasury obligations were as follows: 20% Treasury Long-Term Income Capital Gains Earned ------------- -------- Money Fund........... -- 10.44% Government Money Fund -- 50.83% Treasury Money Fund.. -- 97.78% Tax-Exempt Money Fund $273,594 -- For the year ended March 31, 2004, the percentage of exempt interest dividends paid was approximated as follows: Tax-Exempt Money Fund......... 97.53% New York Tax-Exempt Money Fund 98.84% 36 [THIS PAGE INTENTIONALLY LEFT BLANK] AR-MM-0304 Item 2. Code of Ethics. The registrant has adopted a Code of Business Conduct and Ethics for principal executive officers and senior financial officers. Item 3. Audit Committee Financial Expert. (a)(1) & (2) The registrant's board of directors has determined that audit committee financial experts serving on the audit committee are Frederick S. Wonham and Rodman L. Drake, who are independent as defined in Form N-CSR Item 3(a)(2). Item 4. Principal Accountant Fees and Services. Fees billed by Ernst & Young LLP (E&Y) Related to the Registrant Ernst & Young LLP billed the Registrant aggregate fees for services rendered to the Registrant for the last two fiscal years as follows: - ---------------------------------------------------------------------------------------- 2004 2003 - ---------------------------------------------------------------------------------------- All fees and All fees and All fees and All fees and services services services services to the to service to the to service Registrant affiliates Registrant affiliates that were that were that were that were pre-approved pre-approved pre-approved pre-approved - ---------------------------------------------------------------------------------------- (a) Audit Fees(1) $273,452 N/A $188,806 N/A - ---------------------------------------------------------------------------------------- (b) Audit-Related Fees (2) $ 0 $0 $ 0 $0 - ---------------------------------------------------------------------------------------- (c) Tax Fees (3) $ 61,532 $0 $ 50,873 $0 - ---------------------------------------------------------------------------------------- (d) All Other Fees $ 0(4) $0 $ 0 $0 - ---------------------------------------------------------------------------------------- Notes: (1) Audit fees include amounts related to the audit of the Registrant's annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings. (2) For the fiscal years ended March 31, 2004 and March 31, 2003, there were no fees for assurance and related services by E&Y reasonably related to the performance of the audit of the Registrant's financial statements that were not reported under (a) of this Item. (3) For the fiscal years ended March 31, 2004 and March 31, 2003, the aggregate tax fees billed for professional services rendered by E&Y for tax compliance, tax advice, and tax planning were $61,532 and $50,873, respectively. Such tax services included the review of income and excise tax returns for the Registrant. (4) For the fiscal years ending March 31, 2004 and March 31, 2003, there were no fees billed for professional services rendered by E&Y for products and services provided by E&Y to the Registrant, other than the services reported in (a) through (c) of this Item. (e)(1) The audit committee has adopted policies and procedures that require pre-approval of audit and non-audit services for the Funds and certain other services provided to the Fund's affiliates in accordance with Rule 2-01(c)(7) of Regulation S-X. The pre-approval requirement for non-audit services for the Funds, the Funds' investment adviser and the adviser's control affiliates may be waived if: (i) the aggregate amount of all services provided constitutes not more than 5% of the total amount of revenues paid to the Funds' independent accountant by the Funds and the Funds' investment adviser and its control affiliates that provide ongoing services to the Funds during the fiscal year in which the services are provided that would have to be pre-approved by the Funds' Audit Committee; (ii) such services were not recognized at the time of the engagement to be non-audit services; and (iii) such services are promptly brought to the attention of the Audit Committee and approved prior to the completion of the audit by the Audit Committee or by its designated Audit Committee member(s). (e)(2) Percentage of fees billed applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows: - -------------------------------------------------------------------------------- 2004 2003 - -------------------------------------------------------------------------------- Audit-Related Fees N/A N/A - -------------------------------------------------------------------------------- Tax Fees N/A N/A - -------------------------------------------------------------------------------- All Other Fees N/A N/A - -------------------------------------------------------------------------------- (f) Not Applicable. (g) For the fiscal years ended March 31, 2004 and March 31, 2003, the aggregate non-audit fees billed by E&Y for services rendered to the Registrant and the Advisers and any entity controlling, controlled by, or under common control with the Advisers that provided ongoing services to the Registrant were $1,039,937 and $449,173, respectively. (h) The registrant's audit committee has considered whether its principal accountant's provision of non-audit services that were rendered to the registrant's investment adviser, and any control persons of the investment adviser that provides ongoing services to the registrant, that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X, is compatible with maintaining the principal accountant's independence. Item 5. Audit Committee of Listed Registrants. Not applicable. Item 6. Schedule of Investments Not applicable. Effective for filings made for fiscal periods ending on or after July 9, 2004. Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. Not applicable. Item 8. Purchases of Equity Securities by Closed-End Management Company and Affiliated Purchasers. Not applicable. Item 9. Submissions of Matters to a Vote of Security Holders There have been no material changes to the procedures by which shareholders may recommend nominees to the Registrant's board of directors after Registrant last provided disclosure in response to the requirement of Item 7(d)(2)(ii)(G) of Schedule 14A, or this Item 9. Item 10. Controls and Procedures. (a) The certifying officers, whose certifications are included herewith, have evaluated the registrant's disclosure controls and procedures within 90 days of the filing date of this report. In their opinion, based on their evaluation, the registrant's disclosure controls and procedures are adequately designed, and are operating effectively to ensure, that information required to be disclosed by the registrant in the reports it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms. (b) There were no significant changes in the registrant's internal control over financial reporting that occurred during the registrant's last fiscal half-year that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting. Items 11. Exhibits. (a)(1) Code of Business Conduct and Ethics for principal executive and senior financial officers, attached hereto. (a)(2) A separate certification for the principal executive officer and the principal financial officer of the registrant as required by Rule 30a-2(a) under the Investment Company Act of 1940, as amended (17 CFR 270.30a-2(a)), are filed herewith. (b) Officer certifications as required by Rule 30a-2(b) under the Investment Company Act of 1940, as amended (17 CFR 270.30a-2(b)) also accompany this filing as an Exhibit. 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) Excelsior Tax-Exempt Funds, Inc. By (Signature and Title)* /s/ James L. Bailey --------------------------------------- James L. Bailey President and Director/Trustee Date 06/07/04 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/ James L. Bailey --------------------------------------- James L. Bailey President (principal executive officer) Date 06/07/04 By (Signature and Title)* /s/ Agnes Mullady --------------------------------------- Agnes Mullady Treasurer, Chief Financial Officer and Chief Accounting Officer Date 06/07/04 * Print the name and title of each signing officer under his or her signature.