-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TrLooPtFDuQNURr3IMDGhfUCl7EXC0wTZ9uH+3YLdwGmBQOw7wBYoelhBeZSGWel mRKZ4Wi00ZRfSUmRfGJBaw== 0001047469-04-028342.txt : 20040909 0001047469-04-028342.hdr.sgml : 20040909 20040909150143 ACCESSION NUMBER: 0001047469-04-028342 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040630 FILED AS OF DATE: 20040909 DATE AS OF CHANGE: 20040909 EFFECTIVENESS DATE: 20040909 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LORD ABBETT US GOV & GOV SPONSORED ENTERPR MONEY MARKET FUND CENTRAL INDEX KEY: 0000311635 IRS NUMBER: 132986729 STATE OF INCORPORATION: MD FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-02924 FILM NUMBER: 041022697 BUSINESS ADDRESS: STREET 1: 90 HUDSON STREET STREET 2: 11TH FLOOR CITY: JERSEY CITY STATE: NJ ZIP: 07302 BUSINESS PHONE: 201-395-2000 MAIL ADDRESS: STREET 1: 90 HUDSON STREET STREET 2: 11TH FLOOR CITY: JERSEY CITY STATE: NJ ZIP: 07302 FORMER COMPANY: FORMER CONFORMED NAME: LORD ABBETT U S GOVERNMENT SECURITIES MONEY MARKET FUND INC DATE OF NAME CHANGE: 19970312 FORMER COMPANY: FORMER CONFORMED NAME: LORD ABBETT CASH RESERVE FUND INC DATE OF NAME CHANGE: 19920703 N-CSR 1 a2142787zn-csr.txt N-CSR 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 811-02924 LORD ABBETT U.S. GOVERNMENT & GOVERNMENT SPONSORED -------------------------------------------------- ENTERPRISES MONEY MARKET FUND, INC. ----------------------------------- (Exact name of registrant as specified in charter) 90 Hudson Street, Jersey City, NJ 07302 --------------------------------------- (Address of principal executive offices) (zip code) Christina T. Simmons, Vice President & Assistant Secretary 90 Hudson Street, Jersey City, NJ 07302 --------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: (800) 201-6984 Date of fiscal year end: 6/30/2003 Date of reporting period: 6/30/04 ITEM 1: REPORT TO SHAREHOLDERS. [LORD ABBETT LOGO] 2004 ANNUAL REPORT LORD ABBETT U.S. GOVERNMENT & GOVERNMENT SPONSORED ENTERPRISES MONEY MARKET FUND FOR THE FISCAL YEAR ENDED JUNE 30, 2004 LORD ABBETT U.S. GOVERNMENT & GOVERNMENT SPONSORED ENTERPRISES MONEY MARKET FUND ANNUAL REPORT FOR THE FISCAL YEAR ENDED JUNE 30, 2004 DEAR SHAREHOLDERS: We are pleased to provide you with this overview of the Lord Abbett U.S. Government & Government Sponsored Enterprises Money Market Fund's (the Fund) strategies and performance for the fiscal year ended June 30, 2004. On this and the following pages, we discuss the major factors that influenced performance. Thank you for investing in Lord Abbett Mutual Funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come. BEST REGARDS, /s/ Robert S. Dow ROBERT S. DOW CHAIRMAN Q. WHAT WERE THE OVERALL MARKET CONDITIONS OF THE REPORTING PERIOD? A. U.S. Treasury yields remained at or near historically low levels for most of the fiscal year, reflecting abundant liquidity, quiescent inflation and disappointing employment growth. The outlook changed, however, in the final quarter of the fiscal year, as data confirmed the U.S. economy's transition from a jobless, low-inflation recovery to an expansion - the latter attended by healthy job gains, diminishing excess capacity and rising prices. As the economic data improved, the bond market began to focus on evidence of gathering inflation. Market rates were pressured higher, even before the Federal Reserve Board (the Fed) took action on June 30, raising its fed funds rate to 1.25% from 1%. (The fed funds rate is the rate at which banks lend to each other overnight.) The real fed funds rate, i.e. adjusted for inflation, however, normally averages 2% and is currently negative, reflecting the fact that monetary policy is still very accommodative. Q. HOW DID THE FUND PERFORM OVER THE FISCAL YEAR ENDED JUNE 30, 2004? A. The Fund (Class A shares) ended the fiscal year 2004 with total net assets of $289.3 million and a seven-day current yield of 0.23%. The current yield refers to the income generated by an investment in the Fund over a seven-day period, which is then annualized. The yield quotation more closely reflects the current earnings of the Fund than the one-year total return quotation. For the fiscal year ended June 30, 2004, the Fund returned 0.2%, reflecting performance at the Net Asset Value (NAV) of Class A shares with all distributions reinvested, compared with its peer group, the Lipper U.S. Government Money Market Funds Average,(1) which returned 0.4% in the 1 same period. Standardized Average Annual Total Returns, which include the reinvestment of all distributions as of June 30, 2004 are 1 Year: 0.21%, 5 Years: 2.42% and 10 Years: 3.53%. PERFORMANCE DATA QUOTED REFLECT PAST PERFORMANCE AND ARE NO GUARANTEE OF FUTURE RESULTS. CURRENT PERFORMANCE MAY BE HIGHER OR LOWER THAN THE PERFORMANCE QUOTED. THE INVESTMENT RETURN AND PRINCIPAL VALUE OF AN INVESTMENT IN THE FUND WILL FLUCTUATE SO THAT SHARES, ON ANY GIVEN DAY OR WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. YOU CAN OBTAIN PERFORMANCE DATA CURRENT TO THE MOST RECENT MONTH END BY CALLING LORD ABBETT AT 800-821-5129 OR REFERRING TO OUR WEBSITE AT www.LordAbbett.com. Q. WHAT WERE THE MOST SIGNIFICANT FACTORS AFFECTING PERFORMANCE? A. In general, portfolio yield kept pace with short-term interest rates, which were at historically low levels for most of the year and moved somewhat higher only in the last quarter. Consistent with its objective to provide current income with minimum credit risk, the Fund remained invested in high-quality, short-term securities issued by the U.S. Treasury(2) and certain U.S. government agency securities. As rates rose, the portfolio's average maturity was extended. The weighted average maturity of the Fund, as of June 30, 2004, was approximately 21.69 days and concentrated on specific areas of the money market yield curve that we expected to provide the highest risk-adjusted yield. THE FUND'S PORTFOLIO IS ACTIVELY MANAGED AND, THEREFORE, ITS HOLDINGS AND WEIGHTINGS OF A PARTICULAR ISSUER OR PARTICULAR SECTOR AS A PERCENTAGE OF PORTFOLIO ASSETS ARE SUBJECT TO CHANGE. SECTORS MAY INCLUDE MANY INDUSTRIES. THE PROSPECTUS CONTAINS IMPORTANT INFORMATION ABOUT THE FUND, INCLUDING THE FUND'S INVESTMENT OBJECTIVES, RISKS, CHARGES AND ONGOING EXPENSES, THAT YOU SHOULD CAREFULLY CONSIDER BEFORE INVESTING. TO OBTAIN A PROSPECTUS ON THIS FUND OR ANY LORD ABBETT MUTUAL FUND, PLEASE CONTACT YOUR INVESTMENT PROFESSIONAL OR LORD ABBETT DISTRIBUTOR LLC AT 800-874-3733 OR VISIT www.LordAbbett.com. READ THE PROSPECTUS CAREFULLY BEFORE INVESTING. (1) The Lipper U.S. Government Money Market Funds Average aims at investments in financial instruments issued or guaranteed by the U.S. Government, its agencies or its instrumentalities, with dollar-weighted average maturities of less than 90 days. Peer averages are based on universes of funds with similar investment objectives. Peer group averages include reinvested dividends and capital gains, if any, and exclude sales charges. Indices are unmanaged, do not reflect the deduction of fees or expenses and are not available for direct investment. Source: Lipper, Inc. (C)2004 REUTERS. All rights reserved. Any copying, republication or redistribution of Lipper content is expressly prohibited without the prior written consent of Lipper. 2 (2) Unlike U.S. Treasury securities, an investment in the Fund is neither insured nor guaranteed by the U.S. Government. IMPORTANT PERFORMANCE AND OTHER INFORMATION The views of the Fund's management and the portfolio holdings described in this report are as of June 30, 2004; these views and portfolio holdings may have changed subsequent to this date and they do not guarantee the future performance of the markets or the Fund. Information provided in this report should not be considered a recommendation to purchase or sell securities. A NOTE ABOUT RISK: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund's Prospectus. PERFORMANCE: BECAUSE OF ONGOING MARKET VOLATILITY, FUND PERFORMANCE MAY BE SUBJECT TO SUBSTANTIAL FLUCTUATION. Except where noted, comparative Fund performance does not account for the deduction of sales charges and would be different if sales charges were included. The Fund offers additional classes of shares with distinct pricing options. For a full description of the differences in pricing alternatives, please see the Fund's Prospectus. MUTUAL FUNDS ARE NOT INSURED BY THE FDIC, ARE NOT DEPOSITS OR OTHER OBLIGATIONS OF, OR GUARANTEED BY BANKS, AND ARE SUBJECT TO INVESTMENT RISKS INCLUDING POSSIBLE LOSS OF PRINCIPAL AMOUNT INVESTED. 3 SCHEDULE OF INVESTMENTS JUNE 30, 2004
PRINCIPAL INTEREST MATURITY AMOUNT AMORTIZED INVESTMENTS RATE DATE RATING+ (000) COST - ------------------------------------------------------------------------------------------------------------------------ GOVERNMENT SPONSORED ENTERPRISES SECURITIES 87.83% FEDERAL HOME LOAN BANK 0.98% 7/2/2004 A1+ $ 10,000 $ 9,999,728 FEDERAL HOME LOAN BANK 1.04% 7/21/2004 A1+ 15,000 14,991,333 FEDERAL HOME LOAN BANK 1.06% 7/23/2004 A1+ 20,000 19,987,045 FEDERAL HOME LOAN BANK 1.16% 8/4/2004 A1+ 15,000 14,983,567 FEDERAL HOME LOAN MORTGAGE CORP 1.02% 7/6/2004 A1+ 10,000 9,998,583 FEDERAL HOME LOAN MORTGAGE CORP 1.03% 7/6/2004 A1+ 10,000 9,998,569 FEDERAL HOME LOAN MORTGAGE CORP 1.055% 8/3/2004 A1+ 20,000 19,980,658 FEDERAL HOME LOAN MORTGAGE CORP 1.13% 7/13/2004 A1+ 20,000 19,992,467 FEDERAL HOME LOAN MORTGAGE CORP 1.135% 8/10/2004 A1+ 10,000 9,987,389 FEDERAL HOME LOAN MORTGAGE CORP 1.25% 7/27/2004 A1+ 10,000 9,990,972 FEDERAL HOME LOAN MORTGAGE CORP 1.27% 8/24/2004 A1+ 20,000 19,961,900 FEDERAL HOME LOAN MORTGAGE CORP 1.28% 8/17/2004 A1+ 10,000 9,983,289 FEDERAL NATIONAL MORTGAGE ASSOC 1.00% 7/1/2004 A1+ 15,000 15,000,000 FEDERAL NATIONAL MORTGAGE ASSOC 1.00% 7/7/2004 A1+ 10,000 9,998,333 FEDERAL NATIONAL MORTGAGE ASSOC 1.04% 7/28/2004 A1+ 20,000 19,984,400 FEDERAL NATIONAL MORTGAGE ASSOC 1.05% 7/9/2004 A1+ 20,000 19,995,333 FEDERAL NATIONAL MORTGAGE ASSOC 1.11% 7/12/2004 A1+ 20,000 19,993,217 FEDERAL NATIONAL MORTGAGE ASSOC 1.11% 8/4/2004 A1+ 10,000 9,989,517 FEDERAL NATIONAL MORTGAGE ASSOC 1.12% 7/7/2004 A1+ 10,000 9,998,133 FEDERAL NATIONAL MORTGAGE ASSOC 1.16% 7/21/2004 A1+ 20,000 19,987,111 FEDERAL NATIONAL MORTGAGE ASSOC 1.175% 8/18/2004 A1+ 10,000 9,984,333 FEDERAL NATIONAL MORTGAGE ASSOC 1.27% 8/25/2004 A1+ 15,000 14,970,896 ------------- TOTAL 319,756,773 ------------- SHORT-TERM INVESTMENT 12.33% REPURCHASE AGREEMENT 12.33% REPURCHASE AGREEMENT DATED 6/30/2004, 1.35% DUE 7/1/2004 WITH STATE STREET BANK & TRUST CO. COLLATERALIZED BY $45,545,000 OF FEDERAL NATIONAL MORTGAGE ASSOC. AT 1.875% DUE 2/15/2005; VALUE: $45,801,191; PROCEEDS: $44,904,426 $ 44,903 44,902,743 ------------- TOTAL INVESTMENTS 100.16% $ 364,659,516* =============
* Cost for federal income tax purposes is $364,659,516. Average maturity of investments: 21.7 days. + Ratings are unaudited. SEE NOTES TO FINANCIAL STATEMENTS. 4 STATEMENT OF ASSETS AND LIABILITIES June 30, 2004 ASSETS: Investment in securities, at amortized cost $ 319,756,773 Repurchase agreement, at cost 44,902,743 Receivables: Interest 1,684 Capital shares sold 970,728 From advisor 254,087 - --------------------------------------------------------------------------------------- TOTAL ASSETS 365,886,015 - --------------------------------------------------------------------------------------- LIABILITIES: Payables: Capital shares reacquired 1,191,960 Management fee 154,106 12b-1 distribution plan fees-Class B 30,617 Fund administration 8,504 Directors' fees 137,185 Dividends payable 58,853 Accrued expenses and other liabilities 234,519 - --------------------------------------------------------------------------------------- TOTAL LIABILITIES 1,815,744 ======================================================================================= NET ASSETS $ 364,070,271 ======================================================================================= COMPOSITION OF NET ASSETS: Paid-in capital $ 364,070,012 Undistributed net investment income 259 - --------------------------------------------------------------------------------------- NET ASSETS $ 364,070,271 ======================================================================================= NET ASSETS BY CLASS: Class A Shares $ 289,336,453 Class B Shares $ 47,788,774 Class C Shares $ 26,945,044 OUTSTANDING SHARES BY CLASS: Class A Shares (800 million shares of common stock authorized, $.001 par value) 289,336,233 Class B Shares (400 million shares of common stock authorized, $.001 par value) 47,788,754 Class C Shares (300 million shares of common stock authorized, $.001 par value) 26,945,032 Net asset value, offering and redemption price per share (net assets divided by outstanding shares): Class A Shares-Net asset value $ 1.00 Class B Shares-Net asset value $ 1.00 Class C Shares-Net asset value $ 1.00 =======================================================================================
SEE NOTES TO FINANCIAL STATEMENTS. 5 STATEMENT OF OPERATIONS For the Year Ended June 30, 2004 INVESTMENT INCOME: Interest $ 3,486,328 EXPENSES: Management fee 1,637,635 12b-1 distribution plan-Class B 294,791 Shareholder servicing 1,217,629 Professional 52,418 Reports to shareholders 52,905 Fund administration 134,314 Custody 15,505 Directors' fees 5,632 Registration 93,755 Other 14,854 - --------------------------------------------------------------------------------------- Gross expenses 3,519,438 Expense reduction (982) Expenses assumed by advisor (743,240) - --------------------------------------------------------------------------------------- NET EXPENSES 2,775,216 ======================================================================================= NET INVESTMENT INCOME $ 711,112 =======================================================================================
SEE NOTES TO FINANCIAL STATEMENTS. 6 STATEMENTS OF CHANGES IN NET ASSETS
FOR THE YEAR ENDED FOR THE YEAR ENDED INCREASE IN NET ASSETS JUNE 30, 2004 JUNE 30, 2003 OPERATIONS: Net investment income $ 711,112 $ 1,632,779 DISTRIBUTIONS TO SHAREHOLDERS FROM: Net investment income Class A (594,550) (1,416,808) Class B (79,779) (120,997) Class C (36,783) (94,974) - ----------------------------------------------------------------------------------------- TOTAL DISTRIBUTIONS TO SHAREHOLDERS (711,112) (1,632,779) ========================================================================================= CAPITAL SHARE TRANSACTIONS: Net proceeds from sales of shares 812,471,629 778,169,232 Reinvestment of distributions 669,236 1,594,109 Cost of shares reacquired (769,927,698) (722,844,562) - ----------------------------------------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM CAPITAL SHARE TRANSACTIONS 43,213,167 56,918,779 ========================================================================================= NET INCREASE IN NET ASSETS 43,213,167 56,918,779 ========================================================================================= NET ASSETS: Beginning of year 320,857,104 263,938,325 - ----------------------------------------------------------------------------------------- END OF YEAR $ 364,070,271 $ 320,857,104 ========================================================================================= UNDISTRIBUTED NET INVESTMENT INCOME $ 259 $ 259 =========================================================================================
SEE NOTES TO FINANCIAL STATEMENTS. 7 FINANCIAL HIGHLIGHTS
YEAR ENDED 6/30 ------------------------------------------------------------------------ 2004 2003 2002 2001 2000 PER SHARE OPERATING PERFORMANCE (CLASS A SHARES) NET ASSET VALUE, BEGINNING OF YEAR $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 Investment operations Net investment income(a) -(c) .01 .01 .05 .05 Net realized gain - - - -(c) - ---------- ---------- ---------- ---------- ---------- Total from investment operations -(c) .01 .01 .05 .05 ---------- ---------- ---------- ---------- ---------- Distributions to shareholders from net investment income -(c) (.01) (.01) (.05) (.05) ---------- ---------- ---------- ---------- ---------- Net asset value, end of year $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ---------- ---------- ---------- ---------- ---------- Total Return(b) .21% .55% 1.48% 5.02% 4.93% RATIOS TO AVERAGE NET ASSETS Expenses, including waiver and expense reductions .83% .88% .86% .87% .84% Expenses, excluding waiver and expense reductions .97% .98% .87% .90% .84% Net investment income .21% .56%+ 1.46%+ 4.89%+ 4.79% YEAR ENDED 6/30 ------------------------------------------------------------------------ SUPPLEMENTAL DATA: 2004 2003 2002 2001 2000 - ----------------------------------------------------------------------------------------------------------------------------- Net assets, end of year (000) $ 289,336 $ 266,528 $ 227,169 $ 201,174 $ 190,817
SEE NOTES TO FINANCIAL STATEMENTS. 8 FINANCIAL HIGHLIGHTS (CONTINUED)
YEAR ENDED 6/30 ------------------------------------------------------------------------ 2004 2003 2002 2001 2000 PER SHARE OPERATING PERFORMANCE (CLASS B SHARES) NET ASSET VALUE, BEGINNING OF YEAR $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 Investment operations Net investment income(a) -(c) -(c) .01 .04 .04 Net realized gain - - - -(c) - ---------- ---------- ---------- ---------- ---------- Total from investment operations -(c) -(c) .01 .04 .04 ---------- ---------- ---------- ---------- ---------- Distributions to shareholders from net investment income -(c) -(c) (.01) (.04) (.04) ---------- ---------- ---------- ---------- ---------- Net asset value, end of year $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ---------- ---------- ---------- ---------- ---------- Total Return(b) .20% .29% .80% 4.24% 4.13% RATIOS TO AVERAGE NET ASSETS Expenses, including waiver and expense reductions .83% 1.15% 1.53% 1.62% 1.59% Expenses, excluding waiver and expense reductions 1.72% 1.73% 1.62% 1.65% 1.59% Net investment income .21% .29%+ .71%+ 4.14%+ 4.01% YEAR ENDED 6/30 SUPPLEMENTAL DATA: 2004 2003 2002 2001 2000 - ----------------------------------------------------------------------------------------------------------------------------- Net assets, end of year (000) $ 47,789 $ 39,609 $ 26,000 $ 14,059 $ 8,987
SEE NOTES TO FINANCIAL STATEMENTS. 9 FINANCIAL HIGHLIGHTS (CONCLUDED)
YEAR ENDED 6/30 ------------------------------------------------------------------------ 2004 2003 2002 2001 2000 PER SHARE OPERATING PERFORMANCE (CLASS C SHARES) NET ASSET VALUE, BEGINNING OF YEAR $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 Investment operations Net investment income(a) -(c) .01 .01 .05 .05 Net realized gain - - - -(c) - ---------- ---------- ---------- ---------- ---------- Total from investment operations -(c) .01 .01 .05 .05 ---------- ---------- ---------- ---------- ---------- Distributions to shareholders from net investment income -(c) (.01) (.01) (.05) (.05) ---------- ---------- ---------- ---------- ---------- Net asset value, end of year $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ---------- ---------- ---------- ---------- ---------- Total Return(b) .21% .55% 1.48% 5.02% 4.93% RATIOS TO AVERAGE NET ASSETS Expenses, including waiver and expense reductions .83% .88% .86% .87% .84% Expenses, excluding waiver and expense reductions .97% .98% .87% .90% .84% Net investment income .21% .56%+ 1.46%+ 4.89%+ 4.78% YEAR ENDED 6/30 SUPPLEMENTAL DATA: 2004 2003 2002 2001 2000 - ----------------------------------------------------------------------------------------------------------------------------- Net assets, end of year (000) $ 26,945 $ 14,720 $ 10,769 $ 6,693 $ 1,929
+ The ratios have been determined on a Fund basis. (a) Calculated using average shares outstanding during the year. (b) Total return assumes the reinvestment of all distributions. (c) Amount is less than $.01. SEE NOTES TO FINANCIAL STATEMENTS. 10 NOTES TO FINANCIAL STATEMENTS 1. ORGANIZATION Lord Abbett U.S. Government & Government Sponsored Enterprises Money Market Fund, Inc. (the "Fund"), formerly known as Lord Abbett U.S. Government Securities Money Market Fund, Inc., is registered under the Investment Company Act of 1940 (the "Act") as a diversified, open-end management investment company. The Fund was incorporated under Maryland law on May 9, 1979. The investment objective of the Fund is to seek high current income and preservation of capital through investments in high quality, short-term, liquid securities. The Fund offers three classes of shares: Classes A, B, and C. There are no front end sales charges on shares of each class, although a contingent deferred sales charge ("CDSC") may be applied to each class of shares as follows: Class A shares acquired through an exchange; Class B shares redeemed before the sixth anniversary of purchase; Class C shares redeemed before the first anniversary of purchase. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. 2. SIGNIFICANT ACCOUNTING POLICIES (a) INVESTMENT VALUATION-The Fund values securities utilizing the amortized cost method, which approximates market value. Under this method, all investments purchased at a discount or premium are valued by amortizing the difference between the original purchase price and maturity value of the issue over the period to maturity. Securities purchased at face value are valued at cost, which approximates market value. (b) SECURITY TRANSACTIONS-Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method. (c) INVESTMENT INCOME-Interest income is recorded on the accrual basis. Investment income is allocated to each class of shares based upon the relative proportion of net assets at the beginning of the day. (d) FEDERAL TAXES-It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income to its shareholders. Therefore, no federal income tax provision is required. (e) EXPENSES-Expenses, excluding class specific expenses, are allocated to each class of shares based upon the relative proportion of net assets at the beginning of the day. Class B shares bear all expenses and fees related to the Class B 12b-1 distribution plan. (f) REPURCHASE AGREEMENTS-The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which the Fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the 11 NOTES TO FINANCIAL STATEMENTS (CONTINUED) repurchase agreement be collateralized by cash, U.S. Government securities or U.S. Government sponsored enterprises securities having a value equal to, or in excess of, the value of the repurchase agreement. If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the value of those securities has declined, the Fund may incur a loss upon disposition of the securities. 3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES MANAGEMENT FEE The Fund has a management agreement with Lord, Abbett & Co. LLC ("Lord Abbett") pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, pays the remuneration of officers, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund's investment portfolio. The management fee is based on average daily net assets at the following annual rates: - ---------------------------------- First $250 million .50% Next $250 million .45% Over $500 million .40%
Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement at an annual rate of .04% of the Fund's average daily net assets. For the year ended June 30, 2004, Lord Abbett voluntarily reimbursed the Fund's expenses in the amount of $743,240. Lord Abbett may stop reimbursing expenses at any time. 12B-1 DISTRIBUTION PLANS The Fund has adopted a distribution plan with respect to one or more classes of shares pursuant to Rule 12b-1 of the Act, which provides for the payment of ongoing distribution and service fees to Lord Abbett Distributor LLC ("Distributor"), an affiliate of Lord Abbett. The fees are accrued daily at annual rates based upon average daily net assets as follows:
FEE CLASS A(1) CLASS B CLASS C(1) - -------------------------------------------------------------------------------- Service and distribution fee .15% .75% .25%
(1) The Fund has not activated its Class A and Class C Plans, and therefore, no payments are currently authorized under the Plans. One Director and certain of the Fund's officers have an interest in Lord Abbett. 4. DISTRIBUTIONS Dividends from net investment income are declared daily and paid monthly. 12 NOTES TO FINANCIAL STATEMENTS (CONTINUED) 5. DIRECTORS' REMUNERATION The Fund's officers and the one Director who are associated with Lord Abbett do not receive any compensation from the Fund for serving in such capacities. Outside Directors' fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity based plan available to all outside Directors under which outside Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors' fees. The deferred amounts are treated as though equivalent dollar amounts have been invested proportionately in the funds. Such amounts and earnings accrued thereon are included in Directors' fees on the Statement of Operations and in Directors' fees payable on the Statement of Assets and Liabilities and are not deductible for federal income tax purposes until such amounts are paid. 6. EXPENSE REDUCTIONS The Fund has entered an arrangement with its transfer agent whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund's expenses. 7. CUSTODIAN AND ACCOUNTING AGENT State Street Bank and Trust Company ("SSB") is the Fund's custodian and accounting agent. SSB performs custodian, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund's net asset value. 8. INVESTMENT RISKS The Fund's yield may vary in response to changes in interest rates and other market factors. The Fund may invest a substantial portion of its assets in money market securities issued by various government sponsored enterprises such as Federal Home Loan Mortgage Corporation and Federal National Mortgage Association. Such securities are not guaranteed by the U.S. Government, but are supported only by the credit of the particular government sponsored enterprises involved, and the discretionary authority of the U.S. Treasury to purchase the enterprise obligations. There is no assurance that the U.S. Government will provide financial support to such enterprises. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corp. or any other government agency. Although the Fund seeks to preserve the value of an investment at $1.00 per share, it is possible to lose money by investing in the Fund. These factors can affect Fund performance. 13 NOTES TO FINANCIAL STATEMENTS (CONCLUDED) 9. SUMMARY OF CAPITAL TRANSACTIONS Transactions in shares of capital stock are as follows:
YEAR ENDED YEAR ENDED JUNE 30, 2004 JUNE 30, 2003 - --------------------------------------------------------------------------------------------------------------- CLASS A SHARES SHARES AMOUNT SHARES AMOUNT - --------------------------------------------------------------------------------------------------------------- Shares Sold 694,069,357 $ 694,069,355 676,711,702 $ 676,711,702 Reinvestment of distributions 567,082 567,082 1,403,363 1,403,363 Shares reacquired (671,828,239) (671,828,242) (638,756,373) (638,756,373) - --------------------------------------------------------------------------------------------------------------- Increase 22,808,200 $ 22,808,195 39,358,692 $ 39,358,692 - --------------------------------------------------------------------------------------------------------------- CLASS B SHARES - --------------------------------------------------------------------------------------------------------------- Shares Sold 62,895,327 $ 62,895,327 56,996,775 $ 56,996,775 Reinvestment of distributions 71,545 71,545 103,760 103,760 Shares reacquired (54,786,816) (54,786,817) (43,491,543) (43,491,543) - --------------------------------------------------------------------------------------------------------------- Increase 8,l80,056 $ 8,180,055 13,608,992 $ 13,608,992 - --------------------------------------------------------------------------------------------------------------- CLASS C SHARES - --------------------------------------------------------------------------------------------------------------- Shares Sold 55,506,947 $ 55,506,947 44,460,755 $ 44,460,755 Reinvestment of distributions 30,609 30,609 86,986 86,986 Shares reacquired (43,312,638) (43,312,639) (40,596,646) (40,596,646) - --------------------------------------------------------------------------------------------------------------- Increase 12,224,918 $ 12,224,917 3,951,095 $ 3,951,095 - ---------------------------------------------------------------------------------------------------------------
14 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM THE BOARD OF DIRECTORS AND SHAREHOLDERS, LORD ABBETT U.S. GOVERNMENT & GOVERNMENT SPONSORED ENTERPRISES MONEY MARKET FUND, INC.: We have audited the accompanying statement of assets and liabilities, including the schedule of investments of Lord Abbett U.S. Government & Government Sponsored Enterprises Money Market Fund, Inc. (the "Fund"), formerly known as Lord Abbett U.S. Government Securities Money Market Fund, Inc., as of June 30, 2004, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. 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 June 30, 2004 by correspondence with the custodian. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Lord Abbett U.S. Government & Government Sponsored Enterprises Money Market Fund, Inc. as of June 30, 2004, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. /s/ Deloitte & Touche LLP New York, New York August 25, 2004 15 BASIC INFORMATION ABOUT MANAGEMENT The Board of Directors (the "Board") is responsible for the management of the business and affairs of the Fund in accordance with the laws of the State of Maryland. The Board appoints officers who are responsible for the day-to-day operations of the Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to the Fund and continues to monitor the cost and quality of the services provided by the investment adviser, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Fund's organizational documents. Lord, Abbett & Co. LLC ("Lord Abbett"), a Delaware limited liability company, is the Fund's investment adviser. INTERESTED DIRECTOR The following Director is the Managing Partner of Lord Abbett and is an "interested person" as defined in the Act. Mr. Dow is also an officer, director, or trustee of each of the fourteen Lord Abbett-sponsored funds, which consist of 49 portfolios or series.
CURRENT POSITION NAME, ADDRESS AND LENGTH OF SERVICE PRINCIPAL OCCUPATION OTHER DATE OF BIRTH WITH FUND DURING PAST FIVE YEARS DIRECTORSHIPS - ------------------------------------------------------------------------------------------------------------------ ROBERT S. DOW Director since 1989; Managing Partner and Chief N/A Lord, Abbett & Co. LLC Chairman since 1996 Investment Officer of Lord Abbett 90 Hudson Street since 1996. Jersey City, NJ Date of Birth: 3/8/1945
---------- INDEPENDENT DIRECTORS The following independent or outside Directors are also directors or trustees of each of the fourteen Lord Abbett-sponsored funds, which consist of 49 portfolios or series.
CURRENT POSITION NAME, ADDRESS AND LENGTH OF SERVICE PRINCIPAL OCCUPATION OTHER DATE OF BIRTH WITH FUND DURING PAST FIVE YEARS DIRECTORSHIPS - ------------------------------------------------------------------------------------------------------------------ E. THAYER BIGELOW Director since 1994 Managing General Partner, Bigelow Currently serves as Bigelow Media, LLC Media, LLC (since 2000); Senior director of Adelphia 41 Madison Ave. Adviser, Time Warner Inc. (1998 - Communications, Suite 3810 2000); Acting Chief Executive Inc., Crane Co., and New York, NY Officer of Courtroom Television Huttig Building Date of Birth: 10/22/1941 Network (1997 - 1998); President Products Inc. and Chief Executive Officer of Time Warner Cable Programming, Inc. (1991 - 1997). WILLIAM H.T. BUSH Director since 1998 Co-founder and Chairman of the Currently serves as Bush-O'Donnell & Co., Inc. Board of the financial advisory director of 101 South Hanley Road firm of Bush-O'Donnell & Company Wellpoint Health Suite 1250 (since 1986). Network, Inc., DT St. Louis, MO Industries Inc., and Date of Birth: 7/14/1938 Engineered Support Systems, Inc.
16 BASIC INFORMATION ABOUT MANAGEMENT (CONTINUED)
CURRENT POSITION NAME, ADDRESS AND LENGTH OF SERVICE PRINCIPAL OCCUPATION OTHER DATE OF BIRTH WITH FUND DURING PAST FIVE YEARS DIRECTORSHIPS - ------------------------------------------------------------------------------------------------------------------ ROBERT B. CALHOUN, JR. Director since 1998 Managing Director of Monitor Currently serves as Monitor Clipper Partners Clipper Partners (since 1997) and director of 650 Madison Ave., 9th Fl. President of Clipper Asset Avondale, Inc., and New York, NY Management Corp. (since 1991), both Interstate Bakeries Date of Birth: 10/25/1942 private equity investment funds. Corp. JULIE A. HILL Director since 2004 Owner and CEO of the Hillsdale Currently serves as 20 Via Diamante Companies, a business consulting director of Newport Coast, CA firm (1997 - present); Founder, Wellpoint Health Date of Birth: 7/16/1946 President and Owner of the Networks Inc.; Hiram-Hill and Hillsdale Resources Connection Development Companies from 1998 to Inc.; Holcim (US) 2001. Inc. (parent company Holcim Ltd). FRANKLIN W. HOBBS Director since 2000 Senior Advisor (since April 2003) Currently serves as Houlihan Lokey and Former Chief Executive Officer director of Adolph Howard & Zukin of Houlihan Lokey Howard & Zukin, Coors Company. 685 Third Ave. an investment bank (January 2002 - New York, NY April 2003); Chairman of Warburg Date of Birth: 7/30/1947 Dillon Read (1999 - 2001); Global Head of Corporate Finance of SBC Warburg Dillon Read (1997 - 1999); Chief Executive Officer of Dillon, Read & Co. (1994 - 1997). C. ALAN MACDONALD Director since 1988; Retired - General Business and Currently serves as 415 Round Hill Road and Lead Independent Governance Consulting (since 1992); director of Lincoln Greenwich, CT Director formerly President and CEO of Snacks, and H.J. Date of Birth: 5/19/1933 Nestle Foods. Baker. THOMAS J. NEFF Director since 1982 Chairman of Spencer Stuart, an Currently serves as Spencer Stuart executive search consulting firm director of Ace, 277 Park Avenue (since 1996); President of Spencer Ltd. and Exult, Inc. New York, NY Stuart, (1979 - 1996). Date of Birth: 10/2/1937
---------- 17 BASIC INFORMATION ABOUT MANAGEMENT (CONTINUED) OFFICERS None of the officers listed below have received compensation from the Fund. All the officers of the Fund may also be officers of the other Lord Abbett-sponsored funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302.
NAME AND CURRENT POSITION LENGTH OF SERVICE PRINCIPAL OCCUPATION (DATE OF BIRTH) WITH FUND OF CURRENT POSITION DURING PAST FIVE YEARS - ---------------------------------------------------------------------------------------------------------------- ROBERT S. DOW Chief Executive Elected in 1995 Managing Partner and Chief (3/8/1945) Officer and President Investment Officer of Lord Abbett since 1996. ROBERT I. GERBER Executive Vice Elected in 1997 Partner and Director of (5/29/1954) President Taxable Fixed Income Management, joined Lord Abbett in 1997. TRACIE E. AHERN Vice President Elected in 1999 Partner and Director of (1/12/1968) Portfolio Accounting and Operations, joined Lord Abbett in 1999, prior thereto Vice President - Head of Fund Administration of Morgan Grenfell. JOAN A. BINSTOCK Chief Financial Officer Elected in 1999 Partner and Chief Operations (3/4/1954) and Vice President Officer, joined Lord Abbett in 1999, prior thereto Chief Operating Officer of Morgan Grenfell. DANIEL E. CARPER Vice President Elected in 1986 Partner, joined Lord Abbett in (1/22/1952) 1979. PAUL A. HILSTAD Vice President and Elected in 1995 Partner and General Counsel, (12/13/1942) Secretary joined Lord Abbett in 1995. LAWRENCE H. KAPLAN Vice President and Elected in 1997 Partner and Deputy General (1/16/1957) Assistant Secretary Counsel, joined Lord Abbett in 1997. ROBERT A. LEE Vice President Elected in 2000 Partner and Fixed Income (8/28/1969) Investment Manager - Mortgage and Asset Backed Securities, joined Lord Abbett in 1997. ROBERT G. MORRIS Executive Vice Elected in 1995 Partner and Director of Equity (11/6/1944) President Investments, joined Lord Abbett in 1991.
18 BASIC INFORMATION ABOUT MANAGEMENT (CONCLUDED)
NAME AND CURRENT POSITION LENGTH OF SERVICE PRINCIPAL OCCUPATION (DATE OF BIRTH) WITH FUND OF CURRENT POSITION DURING PAST FIVE YEARS - ---------------------------------------------------------------------------------------------------------------- A. EDWARD OBERHAUS, III Vice President Elected in 1996 Partner and Manager of Equity (12/21/1959) Trading, joined Lord Abbett in 1983. CHRISTINA T. SIMMONS Vice President and Elected in 2000 Assistant General Counsel, (11/12/1957) Assistant Secretary joined Lord Abbett in 1999, formerly Assistant General Counsel of Prudential Investments from 1998 to 1999, prior thereto Counsel of Drinker, Biddle & Reath LLP, a law firm. BERNARD J. GRZELAK Treasurer Elected in 2003 Director of Fund (6/12/1971) Administration, joined Lord Abbett in 2003, formerly Vice President, Lazard Asset Management from 2000 to 2003, prior thereto Manager of Deloitte & Touche LLP.
Please call 888-522-2388 for a copy of the Statement of Additional Information (SAI), which contains further information about the Fund's Directors. It is available free upon request. 19 HOUSEHOLDING The Fund has adopted a policy that allows it to send only one copy of the Fund's Prospectus, proxy material, annual report and semi-annual report to certain shareholders residing at the same "household." This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be "householded," please call Lord Abbett at 800-821-5129 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121. PROXY VOTING POLICIES AND PROCEDURES A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund's portfolio securities is available without charge, upon request, (i) by calling 888-522-2388; (ii) or on Lord Abbett's web site at www.LordAbbett.com, and (iii) on the Securities and Exchange Commision's ("SEC") website at www.sec.gov. SHAREHOLDER REPORTS AND QUARTERLY PORTFOLIO DISCLOSURE The Fund will be required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q for fiscal quarters ending on or after July 9, 2004. Once filed, the Fund's Form N-Q will be available without charge, upon request on the SEC's website at www.sec.gov and may be available by calling Lord Abbett at 800-821-5129; or on Lord Abbett's website at www.LordAbbett.com. You can also obtain copies of Form N-Q by (i) visiting the SEC's Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330); (ii) sending your request and a duplicating fee to the SEC's Public Reference Room, Washington, DC 20549-0102; or (iii) sending your request electronically to publicinfo@sec.gov. 20 [LORD ABBETT(R) LOGO] This report when not used for the general information of shareholders of the Fund is to be distributed only if preceded or accompanied LORD ABBETT U.S. GOVERNMENT & GOVERNMENT SPONSORED by a current Fund Prospectus. ENTERPRISES MONEY MARKET FUND, INC. Lord Abbett Mutual Fund shares are distributed by: LORD ABBETT DISTRIBUTOR LLC LAMM-2-604 90 Hudson Street - Jersey City, New Jersey 07302-3973 8/04)
ITEM 2: CODE OF ETHICS. (a) In accordance with applicable requirements, the Registrant adopted a Sarbanes-Oxley Code of Ethics on June 19, 2003 that applies to the principal executive officer and senior financial officers of the Registrant ("Code of Ethics"). The Code of Ethics was in effect during the fiscal year ended June 30, 2004 (the "Period"). (b) Not applicable. (c) The Registrant has not amended the Code of Ethics as described in Form N-CSR during the Period. (d) The Registrant has not granted any waiver, including an implicit waiver, from a provision of the Code of Ethics as described in Form N-CSR during the Period. (e) Not applicable. (f) See Item 11(a) concerning the filing of the Code of Ethics. The Registrant will provide a copy of the Code of Ethics to any person without charge, upon request. To obtain a copy, please call Lord Abbett at 800-821-5129. ITEM 3: AUDIT COMMITTEE FINANCIAL EXPERT. The Registrant's Board of Directors has determined that each of the following independent Directors who are members of the audit committee are audit committee financial experts: E. Thayer Bigelow, Robert B. Calhoun and Franklin W. Hobbs. Each of these persons is independent within the meaning of the Form N-CSR. ITEM 4: PRINCIPAL ACCOUNTANT FEES AND SERVICES. In response to sections (a), (b), (c) and (d) of Item 4, the aggregate fees billed to the Registrant for the fiscal years ended June 30, 2004 and 2003 by the Registrant's principal accounting firm, Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu and their respective affiliates (collectively, "Deloitte") were as follows:
FISCAL YEAR ENDED: 2004 2003 Audit Fees {a} $ 35,000 $ 33,000 Audit-Related Fees {b} 63 104 -----------------------
Total audit and audit-related fees 35,063 33,104 ----------------------- Tax Fees {c} 5,114 4,087 All Other Fees {d} 132 -0- ----------------------- Total Fees $ 40,309 $ 37,191 -----------------------
- ---------- {a} Consists of fees for audits of the Registrant's annual financial statements. {b} Consists of the Registrant's proportionate share of fees for performing certain agreed-upon procedures regarding compliance with the provisions of Rule 17a-7 of the Investment Company Act of 1940 and related Board approved procedures. {c} Consists of fees for the fiscal years ended June 30, 2004 and 2003 for preparing the U.S. Income Tax Return for Regulated Investment Companies, New Jersey Corporation Business Tax Return, New Jersey Annual Report Form, U.S. Return of Excise Tax on Undistributed Income of Investment Companies, IRS Forms 1099-MISC and 1096 Annual Summary and Transmittal of U.S. Information Returns. {d} Consists of the Registrant's proportionate share of fees for testing of Anti-Money Laundering Compliance. (e) (1) Pursuant to Rule 2-01(c) (7) of Regulation S-X, the Registrant's Audit Committee has adopted pre-approval policies and procedures. Such policies and procedures generally provide that the Audit Committee must pre-approve: - any audit, audit-related, tax, and other services to be provided to the Lord Abbett Funds, including the Registrant, and - any audit-related, tax, and other services to be provided to the Registrant's investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to one or more Funds comprising the Registrant if the engagement relates directly to operations and financial reporting of a Fund, by the independent auditor to assure that the provision of such services does not impair the auditor's independence. The Audit Committee has delegated pre-approval authority to its Chairman, subject to a fee limit of $10,000 per event, and not to exceed $25,000 annually. The Chairman will report any pre-approval decisions to the Audit Committee at its next scheduled meeting. Unless a type of service to be provided by the independent auditor has received general pre-approval, it must be pre-approved by the Audit Committee. Any proposed services exceeding pre-approved cost levels will require specific pre-approval by the Audit Committee. (e) (2) The Registrant's Audit Committee has approved 100% of the services described in this Item 4 (b) through (d). (f) Not applicable. (g) The aggregate non-audit fees billed by Deloitte for services rendered to the Registrant are shown above in the response to Item 4 (a), (b), (c) and (d) as "All Other Fees". The aggregate non-audit fees billed by Deloitte for services rendered to the Registrant's investment adviser, Lord, Abbett & Co. LLC ("Lord Abbett"), for the fiscal years ended June 30, 2004 and 2003 were:
FISCAL YEAR ENDED: 2004 2003 All Other Fees {a} $ 81,900 $ 77,000
- ---------- {a} Fees for the fiscal year ended June 30, 2004 consist of fees of $81,900 for Independent Services Auditors' Report on Controls Placed in Operation and Tests of Operating Effectiveness related to Lord Abbett's operations and general computer controls over securities processing for institutional and mutual fund accounts ("SAS 70 Report"). Fees for the fiscal year ended June 30, 2003 consist of fees of $2,000 for testing of Business Continuity Planning and $75,000 for the SAS 70 Report. The aggregate non-audit fees billed by Deloitte for services rendered to entities under the common control of Lord Abbett (i.e., Lord Abbett Distributor LLC, the Registrant's principal underwriter) for the fiscal years ended June 30, 2004 and 2003 were:
FISCAL YEAR ENDED: 2004 2003 All Other Fees {b} $ 11,378 -0-
- ---------- {b} Fees for the fiscal year ended June 30, 2004 represent fees for testing of Anti-Money Laundering Compliance. (h) The Registrant's Audit Committee has considered the provision of non-audit services that were rendered to the Registrant's investment adviser, and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Registrant, that were not pre-approved pursuant to Rule 2-01 (c)(7)(ii) of Regulation S-X and has determined that the provision of such services is compatible with maintaining Deloitte's independence. ITEM 5: AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable. ITEM 6: SCHEDULE OF INVESTMENTS. Not applicable. ITEM 7: DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 8: PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. Not applicable. ITEM 9: SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. Not Applicable. ITEM 10: CONTROLS AND PROCEDURES. (a) Based on their evaluation of the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) as of August 25, 2004, the Chief Executive Officer and Chief Financial Officer of the Registrant have concluded that such disclosure controls and procedures are reasonably designed and effective to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to them by others within those entities. (b) There were no significant changes in the Registrant's internal controls over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the Registrant's last fiscal half-year that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting. ITEM 11: EXHIBITS. (a)(1) Amendments to Code of Ethics - Not applicable. (a)(2) Certification of each principal executive officer and principal financial officer of the Registrant as required by Rule 30a-2 under the Act (17 CFR 270.30a-2) is attached hereto as a part of EX-99.CERT. (a)(3) Certification of each principal executive officer and principal financial officer of the Registrant as required by Section 906 of the Sarbanes-Oxley Act of 2002 is attached hereto as a part of EX-99.906CERT. SIGNATURES Pursuant to the requirements of the Securities and 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. LORD ABBETT U.S. GOVERNMENT & GOVERNMENT SPONSORED ENTERPRISES MONEY MARKET FUND, INC. /s/Robert S. Dow ---------------- Robert S. Dow Chief Executive Officer, Chairman and President /s/Joan A. Binstock ------------------- Joan A. Binstock Chief Financial Officer and Vice President Date: August 25, 2004 Pursuant to the requirements of the Securities and 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. LORD ABBETT U.S. GOVERNMENT & GOVERNMENT SPONSORED ENTERPRISES MONEY MARKET FUND, INC. /s/Robert S. Dow ---------------- Robert S. Dow Chief Executive Officer, Chairman and President /s/Joan A. Binstock ------------------- Joan A. Binstock Chief Financial Officer and Vice President Date: August 25, 2004 EX-99.CERT 2 a2142787zex-99_cert.txt EXHIBIT 99.CERT Exhibit 99.CERT CERTIFICATIONS Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Robert S. Dow, certify that: 1. I have reviewed this report on Form N-CSR of Lord Abbett U.S. Government & Government Sponsored Enterprises Money Market Fund, Inc. 2. Based on my knowledge, this report does not contain any untrue statements of material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the Registrant as of, and for, the periods presented in this report; 4. The Registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) for the Registrant and have: a. designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; and b. evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; 5. The Registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the Registrant's auditors and the audit committee or the Registrant's Board of Directors (or persons performing the equivalent functions): a. all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant's ability to record, process, summarize, and report financial data; and b. any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant's internal controls over financial reporting; and 6. The Registrant's other certifying officers and I have indicated in this report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: August 25, 2004 --------------- /s/Robert S. Dow --------------------------- Robert S. Dow Chief Executive Officer, Chairman and President CERTIFICATIONS Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Joan A. Binstock, certify that: 1. I have reviewed this report on Form N-CSR of Lord Abbett U.S. Government & Government Sponsored Enterprises Money Market Fund, Inc. 2. Based on my knowledge, this report does not contain any untrue statements of material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the Registrant as of, and for, the periods presented in this report; 4. The Registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) for the Registrant and have: a. designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; and b. evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; 5. The Registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the Registrant's auditors and the audit committee or the Registrant's Board of Directors (or persons performing the equivalent functions): a. all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant's ability to record, process, summarize, and report financial data; and b. any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant's internal controls over financial reporting; and 6. The Registrant's other certifying officers and I have indicated in this report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: August 25, 2004 --------------- /s/Joan A. Binstock ------------------- Joan A. Binstock Chief Financial Officer and Vice President EX-99.906.CERT 3 a2142787zex-99_906cert.txt EXHIBIT 99.906.CERT Exhibit 99.906.CERT CERTIFICATIONS Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Each of the undersigned below certifies that: 1. This report on Form N-CSR of Lord Abbett U.S. Government & Government Sponsored Enterprises Money Market Fund, Inc. (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the issuer. Date: August 25, 2004 --------------- By: /s/ Robert S. Dow -------------------------------- Robert S. Dow Chief Executive Officer, Chairman and President By: /s/ Joan A. Binstock -------------------------------- Joan A. Binstock Chief Financial Officer and Vice President A SIGNED ORIGINAL OF THIS WRITTEN STATEMENT REQUIRED BY SECTION 906, OR OTHER DOCUMENT AUTHENTICATING, ACKNOWLEDGING, OR OTHERWISE ADOPTING THE SIGNATURE THAT APPEARS IN TYPED FORM WITHIN THE ELECTRONIC VERSION OF THIS WRITTEN STATEMENT REQUIRED BY SECTION 906, HAS BEEN PROVIDED TO THE REGISTRANT AND WILL BE RETAINED BY THE REGISTRANT AND FURNISHED TO THE SECURITIES AND EXCHANGE COMMISSION OR ITS STAFF UPON REQUEST. -----END PRIVACY-ENHANCED MESSAGE-----