N-CSRS

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

FORM N-CSRS

Investment Company Act file number:  811-03196

Cash Reserve Fund, Inc.

 (Exact Name of Registrant as Specified in Charter)

345 Park Avenue

New York, NY 10154-0004

 (Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, including Area Code: (201) 593-6408

Paul Schubert

100 Plaza One

Jersey City, NJ 07311

 (Name and Address of Agent for Service)

Date of fiscal year end:	12/31
Date of reporting period:	6/30/2011

ITEM 1. REPORT TO STOCKHOLDERS

SEMIANNUAL REPORT TO SHAREHOLDERS

Cash Reserve Fund

Prime Series

June 30, 2011

Contents

Cash Reserve Fund — Prime Series

3 Information About Your Fund's Expenses

5 Portfolio Summary

6 Statement of Assets and Liabilities

7 Statement of Operations

8 Statement of Changes in Net Assets

9 Financial Highlights

14 Notes to Financial Statements

Cash Management Portfolio

20 Investment Portfolio

41 Statement of Assets and Liabilities

42 Statement of Operations

43 Statement of Changes in Net Assets

44 Financial Highlights

45 Notes to Financial Statements

49 Other Information

50 Summary of Management Fee Evaluation by Independent Fee Consultant

54 Summary of Administrative Fee Evaluation by Independent Fee Consultant

55 Privacy Statement

This report must be preceded or accompanied by a prospectus. To obtain a summary prospectus, if available, or prospectus for any of our funds, visit www.dws-investments.com. We advise you to consider the fund's objectives, risks, charges and expenses carefully before investing. The summary prospectus and prospectus contain this and other important information about the fund. Please read the prospectus carefully before you invest.

An investment in this fund is not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or by any other government agency. Although the fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the fund. The share price of money market funds can fall below the $1.00 share price. You should not rely on or expect the Advisor to enter into support agreements or take other actions to maintain the fund's $1.00 share price. The credit quality of the fund's holdings can change rapidly in certain markets, and the default of a single holding could have an adverse impact on the fund's share price. The fund's share price can also be negatively affected during periods of high redemption pressures and/or illiquid markets. The actions of a few large investors in one class of shares of the fund may have a significant adverse effect on the share prices of all classes of shares of the fund. See the prospectus for specific details regarding the fund's risk profile.

DWS Investments is part of Deutsche Bank's Asset Management division and, within the US, represents the retail asset management activities of Deutsche Bank AG, Deutsche Bank Trust Company Americas, Deutsche Investment Management Americas Inc. and DWS Trust Company.

NOT FDIC/NCUA INSURED NO BANK GUARANTEE MAY LOSE VALUE NOT A DEPOSIT NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY

Information About Your Fund's Expenses

As an investor of the Fund, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees and other Fund expenses. Examples of transaction costs include account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Fund and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In the most recent six-month period, the Fund limited these expenses; had it not done so, expenses would have been higher. The example in the table is based on an investment of $1,000 invested at the beginning of the six-month period and held for the entire period (January 1, 2011 to June 30, 2011).

The tables illustrate your Fund's expenses in two ways:

•Actual Fund Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Fund using the Fund's actual return during the period. To estimate the expenses you paid over the period, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the "Expenses Paid per $1,000" line under the share class you hold.

• Hypothetical 5% Fund Return. This helps you to compare your Fund's ongoing expenses (but not transaction costs) with those of other mutual funds using the Fund's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical fund return may be found in the shareholder reports of other mutual funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

Please note that the expenses shown in these tables are meant to highlight your ongoing expenses only and do not reflect any transaction costs. The "Expenses Paid per $1,000" line of the tables is useful in comparing ongoing expenses only and will not help you determine the relative total expense of owning different funds. If these transaction costs had been included, your costs would have been higher.

Expenses and Value of a $1,000 Investment for the six months ended June 30, 2011
Actual Fund Return**	Prime Shares		Prime Institutional Shares		Managed Shares*
Beginning Account Value 1/1/11	$	1,000.00	$	1,000.00	$	1,000.00
Ending Account Value 6/30/11	$	1,000.05	$	1,000.10	$	1,000.50
Expenses Paid per $1,000***	$	1.34	$	1.34	$	1.26
Hypothetical 5% Fund Return**	Prime Shares		Prime Institutional Shares		Managed Shares
Beginning Account Value 1/1/11	$	1,000.00	$	1,000.00	$	1,000.00
Ending Account Value 6/30/11	$	1,023.46	$	1,023.46	$	1,023.41
Expenses Paid per $1,000***	$	1.35	$	1.35	$	1.40

* For the period from January 18, 2011 (commencement of operations) to June 30, 2011.

** Expenses include amounts allocated proportionally from the master portfolio.

*** Expenses (hypothetical expenses if Managed Shares had been in existence from 1/1/2011) are equal to the Fund's annualized expense ratio for each share class, multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by 365.

Annualized Expense Ratios	Prime Shares	Prime Institutional Shares	Managed Shares
Cash Reserve Fund — Prime Series	.27%	.27%	.28%

For more information, please refer to the Fund's prospectus.

Portfolio Summary

Asset Allocation (As a % of Investment Portfolio)	6/30/11	12/31/10
Commercial Paper	27%	26%
Municipal Investments	19%	11%
Certificates of Deposit and Bank Notes	18%	20%
Short-Term Notes	18%	14%
Time Deposits	12%	19%
Government & Agency Obligations	5%	10%
Repurchase Agreements	1%	—
	100%	100%

Weighted Average Maturity
Cash Reserves Fund — Prime Series	30 days	47 days
iMoneyNet First Tier Retail Money Fund Average*	39 days	39 days

* The Funds are compared to their respective iMoneyNet category: First Tier Retail Money Funds Average — Category includes a widely recognized composite of money market funds that invest in only first tier (highest rating) securities. Portfolio holdings of First Tier funds include US Treasury, US Other, Repos, Time Deposits, Domestic Bank Obligations, Foreign Bank Obligations, First Tier Commercial Paper, Floating Rate Notes and Asset Backed Commercial Paper.

Weighted average maturity, also known as effective maturity, is the weighted average of the bonds held by the Fund taking into consideration any available maturity shortening features.

Asset allocation and weighted average maturity are subject to change.

For more complete details about the Portfolio's holdings, see page 20. A quarterly Fact Sheet is available upon request. Please see the Other Information section for contact information.

Following the Fund's fiscal first and third quarter-end, a complete portfolio holdings listing is filed with the SEC on Form N-Q. In addition, each month, information about the Fund and its portfolio holdings is filed with the SEC on Form N-MFP. The SEC delays the public availability of the information filed on Form N-MFP for 60 days after the end of the reporting period included in the filing. These forms will be available on the SEC's Web site at www.sec.gov, and they may also be reviewed and copied at the SEC's Public Reference Room in Washington, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330. The Fund's portfolio holdings are also posted on www.dws-investments.com from time to time. Please see the Fund's current prospectus for more information.

Statement of Assets and Liabilities

as of June 30, 2011 (Unaudited)
Assets
Investment in Cash Management Portfolio, at value	$	1,055,916,223
Receivable for Fund shares sold		10,204
Due from Advisor		84,460
Other assets		63,758
Total assets		1,056,074,645
Liabilities
Payable for Fund shares redeemed		773
Distributions payable		936
Other accrued expenses and payables		114,530
Total liabilities		116,239
Net assets, at value	$	1,055,958,406
Net Assets Consist of
Undistributed net investment income		77,579
Accumulated net realized gain (loss)		67,927
Paid-in capital		1,055,812,900
Net assets, at value	$	1,055,958,406
Net Asset Value
Prime Shares Net Asset Value, offering and redemption price per share ($660,078,495 ÷ 660,133,724 outstanding shares of beneficial interest, $.001 par value, 9,000,000,000 shares authorized)	$	1.00
Prime Institutional Shares Net Asset Value, offering and redemption price per share ($395,875,909 ÷ 395,903,508 outstanding shares of beneficial interest, $.001 par value, 3,200,000,000 shares authorized)	$	1.00
Managed Shares Net Asset Value, offering and redemption price per share ($4,002 ÷ 4,002 outstanding shares of beneficial interest, $.001 par value, 200,000,000 shares authorized)	$	1.00

The accompanying notes are an integral part of the financial statements.

Statement of Operations

for the six months ended June 30, 2011 (Unaudited)
Investment Income
Income and expenses allocated from Cash Management Portfolio: Interest	$	1,754,384
Expenses*		(979,286	)
Net investment income allocated from Cash Management Portfolio		775,098
Expenses: Administration fee		612,235
Services to shareholders		331,477
Distribution and service fees		1,155,615
Professional fees		13,985
Reports to shareholders		62,929
Registration fees		29,552
Directors' fees and expenses		1,291
Other		21,337
Total expenses before expense reductions		2,228,421
Expense reductions		(1,537,640	)
Total expenses after expense reductions		690,781
Net investment income (loss)		84,317
Net realized gain (loss) allocated from Cash Management Portfolio		67,927
Net increase (decrease) in net assets resulting from operations	$	152,244

* Net of $34,914 Advisor reimbursement allocated from Cash Management Portfolio for the six months ended June 30, 2011.

The accompanying notes are an integral part of the financial statements.

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets	Six Months Ended June 30, 2011 (Unaudited)			Year Ended December 31, 2010
Operations: Net investment income	$	84,317		$	315,191
Net realized gain (loss)		67,927			1,098,135
Net increase (decrease) in net assets resulting from operations		152,244			1,413,326
Distributions to shareholders from: Net investment income: Prime Shares		(36,311	)		(82,881	)
Prime Institutional Shares		(45,887	)		(241,647	)
Managed Shares*		(2	)		—
Total distributions		(82,200	)		(324,528	)
Fund share transactions: Proceeds from shares sold		1,566,065,158			3,165,789,872
Reinvestment of distributions		72,180			280,886
Payments for shares redeemed		(1,853,351,276	)		(3,231,259,038	)
Net increase (decrease) in net assets from Fund share transactions		(287,213,938	)		(65,188,280	)
Increase (decrease) in net assets		(287,143,894	)		(64,099,482	)
Net assets at beginning of period		1,343,102,300			1,407,201,782
Net assets at end of period (including undistributed net investment income of $77,579 and $75,462, respectively)	$	1,055,958,406		$	1,343,102,300

* For the period from January 18, 2011 (commencement of operations) through June 30, 2011.

The accompanying notes are an integral part of the financial statements.

Financial Highlights

Prime Shares
	Six Months Ended 6/30/11 (Unaudited)			Years Ended 12/31,									Period Ended 12/31/07a			Years Ended 3/31,
				2010			2009			2008						2007			2006
Selected Per Share Data
Net asset value, beginning of period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Income from investment operations: Net investment income		.000	***		.000	***		.001			.023			.035			.046			.031
Net realized gain (loss)		.000	***		.001			.000	***		.000	***		.000	***		.000	***		.000	***
Total from investment operations		.000	***		.001			.001			.023			.035			.046			.031
Less distributions from: Net investment income		(.000	)***		(.000	)***		(.001	)		(.023	)		(.035	)		(.046	)		(.031	)
Net asset value, end of period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Total Return (%)		.00	b**		.01	b		.10	b		2.28	b		3.57	b**		4.65	b		3.11
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions)		660			754			850			1,173			1,364			2,104			2,035
Ratio of expenses before expense reductions, including expenses allocated from Cash Management Portfolio (%)c		.69	*		.67			.72			.68			.67	*		.71			.69
Ratio of expenses after expense reductions, including expenses allocated from Cash Management Portfolio (%)c		.27	*		.31			.55			.64			.65	*		.71			.69
Ratio of net investment income (%)		.01	*		.01			.08			2.35			4.67	*		4.56			3.06
aFor the period from April 1, 2007 through December 31, 2007. bTotal return would have been lower had certain expenses not been reduced. cOn May 14, 2007, Cash Reserve Fund — Prime Series became a feeder of Cash Management Portfolio. Expense ratios disclosed prior to December 31, 2007 are for Cash Reserve Fund — Prime Series as a stand-alone fund. *Annualized ** Not annualized *** Amount is less than $.0005.

Prime Institutional Shares
	Six Months Ended 6/30/11 (Unaudited)			Years Ended 12/31,									Period Ended 12/31/07a			Years Ended 3/31,
				2010			2009			2008						2007			2006
Selected Per Share Data
Net asset value, beginning of period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Income from investment operations: Net investment income		.000	***		.001			.003			.026			.038			.049			.035
Net realized gain (loss)		.000	***		.001			.000	***		.000	***		.000	***		.000	***		.000	***
Total from investment operations		.000	***		.002			.003			.026			.038			.049			.035
Less distributions from: Net investment income		(.000	)***		(.001	)		(.003	)		(.026	)		(.038	)		(.049	)		(.035	)
Net asset value, end of period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Total Return (%)		.01	b**		.05	b		.32	b		2.67	b		3.87	b**		5.05	b		3.51
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions)		396			589			557			819			1,265			857			588
Ratio of expenses before expense reductions, including expenses allocated from Cash Management Portfolio (%)c		.30	*		.29			.35			.30			.29	*		.32			.31
Ratio of expenses after expense reductions, including expenses allocated from Cash Management Portfolio (%)c		.27	*		.27			.32			.26			.27	*		.32			.31
Ratio of net investment income (%)		.02	*		.05			.32			2.73			5.05	*		4.95			3.54
aFor the period from April 1, 2007 through December 31, 2007. bTotal return would have been lower had certain expenses not been reduced. cOn May 14, 2007, Cash Reserve Fund — Prime Series became a feeder of Cash Management Portfolio. Expense ratios disclosed prior to December 31, 2007 are for Cash Reserve Fund — Prime Series as a stand-alone fund. *Annualized ** Not annualized *** Amount is less than $.0005.

Managed Shares
	Period Ended 6/30/11 (Unaudited)a
Selected Per Share Data
Net asset value, beginning of period	$	1.00
Income from investment operations: Net investment income		.000
Net realized gain (loss)		.000
Total from investment operations		.000
Less distributions from: Net investment income		(.000	)***
Net asset value, end of period	$	1.00
Total Return (%)b		.05	**
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ thousands)		4
Ratio of expenses before expense reductions, including expenses allocated from Cash Management Portfolio (%)		.62	*
Ratio of expenses after expense reductions, including expenses allocated from Cash Management Portfolio (%)		.28	*
Ratio of net investment income (%)		.08	*
aFor the period from January 18, 2011 (commencement of operations of Managed Shares class) to June 30, 2011 (Unaudited). bTotal return would have been lower had certain expenses not been reduced. *Annualized ** Not annualized *** Amount is less than $.0005.

Notes to Financial Statements (Unaudited)

A. Organization and Significant Accounting Policies

Cash Reserve Fund — Prime Series (the "Fund") is a diversified series of Cash Reserve Fund, Inc., which is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as a diversified, open-end management investment company and is organized as a corporation under the laws of the state of Maryland.

The Fund, a feeder fund, seeks to achieve its investment objective by investing all of its investable assets in a master portfolio, the Cash Management Portfolio (the "Portfolio''), an open-end management investment company registered under the 1940 Act and organized as a New York business trust advised by Deutsche Investment Management Americas Inc. ("DIMA'' or the "Advisor''), an indirect, wholly owned subsidiary of Deutsche Bank AG. A master/feeder fund structure is one in which a fund (a "feeder fund"), instead of investing directly in a portfolio of securities, invests most or all of its investment assets in a separate registered investment company (the "master fund") with substantially the same investment objective and policies as the feeder fund. Such a structure permits the pooling of assets of two or more feeder funds, preserving separate identities or distribution channels at the feeder fund level. At June 30, 2011, the Fund owned approximately 4% of the Portfolio.

As of December 31, 2010, the Fund offered two classes of shares to investors: Cash Reserve Prime Shares ("Prime Shares") and Cash Reserve Prime Institutional Shares ("Prime Institutional Shares"). Effective January 18, 2011, the Fund commenced operations on a third share class: Cash Reserve Managed Shares.

Investment income, realized gains and losses, and certain fund-level expenses and expense reductions, if any, were borne pro rata on the basis of relative net assets by the holders of all classes of shares, except that each class bears certain expenses unique to that class such as distribution and service fees, services to shareholders and certain other class-specific expenses. Differences in class-level expenses may result in payment of different per share dividends by class. All shares of the Fund have equal rights with respect to voting subject to class-specific arrangements.

The Fund's financial statements are prepared in accordance with accounting principles generally accepted in the United States of America which require the use of management estimates. Actual results could differ from those estimates. The policies described below are followed consistently by the Fund in the preparation of its financial statements. The financial statements of the Portfolio, including the Investment Portfolio, are contained elsewhere in this report and should be read in conjunction with the Fund's financial statements.

Security Valuation. The Fund records its investment in the Portfolio at value, which reflects its proportionate interest in the net assets of the Portfolio. Valuation of the securities held by the Portfolio is discussed in the notes to the Portfolio's financial statements included elsewhere in this report.

Disclosure about the classification of fair value measurements is included in a table following the Portfolio's investment Portfolio.

Federal Income Taxes. The Fund's policy is to comply with the requirements of the Internal Revenue Code, as amended, which are applicable to regulated investment companies, and to distribute all of its taxable income to its shareholders.

The Fund has reviewed the tax positions for the open tax years as of December 31, 2010 and has determined that no provision for income tax is required in the Fund's financial statements. The Fund's federal tax returns for the prior three fiscal periods/years remain open subject to examination by the Internal Revenue Service.

Distribution of Income and Gains. Net investment income of the Fund is declared as a daily dividend and is distributed to shareholders monthly. The Fund may take into account capital gains and losses in its daily dividend declarations. The Fund may also make additional distributions for tax purposes if necessary.

Permanent book and tax differences relating to shareholder distributions will result in reclassifications to paid in capital. Temporary book and tax differences will reverse in a subsequent period. There were no significant book to tax differences for the Fund.

The tax character of current year distributions will be determined at the end of the current fiscal year.

Contingencies. In the normal course of business, the Fund may enter into contracts with service providers that contain general indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet been made. However, based on experience, the Fund expects the risk of loss to be remote.

Other. The Fund receives an allocation of the Portfolio's net investment income and net realized gains and losses in proportion to its investment in the Portfolio. Expenses directly attributed to a fund are charged to that fund, while expenses which are attributable to the Corporation are allocated among the Funds in the Corporation on the basis of relative net assets.

B. Fees and Transactions with Affiliates

Management Agreement. Under the Investment Management Agreement with Deutsche Investment Management Americas Inc. ("DIMA" or the "Advisor"), an indirect, wholly owned subsidiary of Deutsche Bank AG, the Advisor serves as the investment manager to the Fund. The Advisor receives a management fee from the Portfolio pursuant to the master/feeder structure listed above in Note A.

Administration Fee. Pursuant to an Administrative Services Agreement, DIMA provides most administrative services to the Fund. For all services provided under the Administrative Services Agreement, the Fund pays the Advisor an annual fee ("Administration Fee") of 0.10% of the Fund's average daily net assets, computed and accrued daily and payable monthly.

For the period from January 18, 2011 through April 30, 2012, the Advisor has contractually agreed to waive its fees and/or reimburse certain operating expenses of Managed Shares Class to the extent necessary to maintain the operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) at 0.45%.

In addition, the Advisor has agreed to voluntarily waive additional expenses. The waiver may be changed or terminated at any time without notice. Under this arrangement, the Advisor waived certain expenses of the Fund.

Accordingly, for the six months ended June 30, 2011, the Administration Fee was $612,235, of which $80,338 was waived and $30,444 is unpaid.

Service Provider Fees. DWS Investments Service Company ("DISC"), an affiliate of the Advisor, is the transfer agent, dividend-paying agent and shareholder service agent for the Fund. Pursuant to a sub-transfer agency agreement between DISC and DST Systems, Inc. ("DST"). DISC has delegated certain transfer agent, dividend-paying agent and shareholder service agent functions to DST. DISC compensates DST out of the shareholder servicing fee it receives from the Fund. For the six months ended June 30, 2011, the amounts charged to the Fund by DISC were as follows:

	Total Aggregated		Waived		Unpaid at June 30, 2011
Prime Shares	$	300,113	$	282,005	$	18,108
Prime Institutional Shares		19,679		19,679		—
Managed Shares		3		3		—
	$	319,795	$	301,687	$	18,108

Distribution and Service Fees. DWS Investments Distributors, Inc. ("DIDI") is the Fund's Distributor. The Fund pays the Distributor an annual fee, pursuant to Rule 12b-1, based on its average daily net assets, which is calculated daily and payable monthly at 0.25% of the Prime Shares average daily net assets. For the six months ended June 30, 2011, the Distribution Fee was as follows:

	Total Aggregated		Waived		Annualized Effective Rates
Prime Shares	$	908,741	$	908,741		.00	%

The Fund pays the Distributor a shareholder servicing fee based on the average daily net assets which is calculated daily and paid monthly at a rate of 0.07% of Prime Shares and 0.15% of Managed Shares. The Distributor uses this fee to compensate third parties that provide shareholder services to their clients who own shares. For the six months ended June 30, 2011, the shareholder servicing fee was as follows:

	Total Aggregated		Waived		Annualized Effective Rates
Prime Shares	$	246,872	$	246,872		.00	%
Managed Shares		2		2		.00	%
	$	246,874	$	246,874

Typesetting and Filing Service Fees. Under an agreement with DIMA, DIMA is compensated for providing typesetting and certain regulatory filing services to the Fund. For the six months ended June 30, 2011, the amount charged to the Fund by DIMA included in Statement of Operations under "reports to shareholders" aggregated $18,565, of which $755 was unpaid.

Directors' Fees and Expenses. The Fund paid each Director not affiliated with the Advisor retainer fees plus specified amounts for various committee services and for the Board Chairperson.

C. Concentration of Ownership

From time to time, the Fund may have a concentration of several shareholders holding a significant percentage of shares outstanding. Investment activities of these shareholder accounts could have a material impact on the Fund.

At June 30, 2011, there was one shareholder account that held approximately 75% of the outstanding shares of the Fund.

D. Share Transactions

The following table summarizes share and dollar activity in the Fund:

	Six Months Ended June 30, 2011						Year Ended December 31, 2010
	Shares			Dollars			Shares			Dollars
Shares sold
Prime Shares		509,243,052		$	509,243,052			798,876,776		$	798,876,776
Prime Institutional Shares		1,056,818,106			1,056,818,106			2,366,913,096			2,366,913,096
Managed Shares*		4,000			4,000			—			—
				$	1,566,065,158					$	3,165,789,872
Shares issued to shareholders in reinvestment of distributions
Prime Shares		32,610		$	32,610			74,912		$	74,912
Prime Institutional Shares		39,568			39,568			205,974			205,974
Managed Shares*		2			2			—			—
				$	72,180					$	280,886
Shares redeemed
Prime Shares		(603,452,101	)	$	(603,452,101	)		(895,106,033	)	$	(895,106,033	)
Prime Institutional Shares		(1,249,899,175	)		(1,249,899,175	)		(2,336,153,005	)		(2,336,153,005	)
				$	(1,853,351,276	)				$	(3,231,259,038	)
Net increase (decrease)
Prime Shares		(94,176,439	)	$	(94,176,439	)		(96,154,345	)	$	(96,154,345	)
Prime Institutional Shares		(193,041,501	)		(193,041,501	)		30,966,065			30,966,065
Managed Shares*		4,002			4,002			—			—
				$	(287,213,938	)				$	(65,188,280	)

* For the period from January 18, 2011 (commencement of operations) through June 30, 2011.

(The following financial statements of the Cash Management Portfolio should be read in conjunction with the Fund's financial statements.)

Investment Portfolio as of June 30, 2011 (Unaudited)

	Principal Amount ($)		Value ($)
Certificates of Deposit and Bank Notes 17.9%
ANZ National International Ltd., 144A, 3.25%, 4/2/2012		49,000,000		50,008,868
Bank Nederlandse Gemeenten NV, 6.0%, 3/26/2012		35,000,000		36,441,156
Bank of Montreal, 0.12%, 7/25/2011		100,000,000		100,000,000
Bank of Nova Scotia, 0.16%, 7/8/2011		100,000,000		100,000,000
BNP Paribas:
0.26%, 8/2/2011		200,000,000		200,000,000
0.33%, 8/15/2011		50,000,000		50,005,617
0.35%, 8/8/2011		387,000,000		387,001,670
Commonwealth Bank of Australia, 144A, 2.4%, 1/12/2012		43,132,000		43,583,446
Credit Agricole SA:
0.3%, 8/4/2011		125,000,000		125,000,000
0.39%, 7/22/2011		200,000,000		200,000,000
Dexia Credit Local, 144A, 2.375%, 9/23/2011		108,000,000		108,444,133
HSBC Bank PLC, 0.86%, 7/12/2011		55,750,000		55,757,284
International Finance Corp., 3.0%, 11/15/2011		15,000,000		15,145,553
Intesa Sanpaolo SpA, 0.25%, 7/5/2011		115,000,000		115,000,000
Lloyds TSB Bank PLC:
0.23%, 8/1/2011		69,000,000		69,000,000
0.27%, 7/1/2011		150,000,000		150,000,000
Mizuho Corporate Bank Ltd.:
0.18%, 7/25/2011		50,000,000		50,000,000
0.19%, 7/8/2011		150,000,000		150,000,000
National Australia Bank Ltd., 0.265%, 12/13/2011		100,000,000		100,002,288
National Bank of Canada, 0.18%, 8/30/2011		120,000,000		120,000,000
Natixis, 0.21%, 7/1/2011		200,000,000		200,000,000
Nederlandse Waterschapsbank NV, 1.375%, 2/17/2012		44,700,000		44,979,201
Nordea Bank Finland PLC:
0.28%, 7/5/2011		60,250,000		60,250,033
0.67%, 7/20/2011		31,000,000		31,004,393
Rabobank Nederland NV, 0.34%, 9/23/2011		45,000,000		45,001,044
Royal Bank of Scotland NV:
0.29%, 7/29/2011		37,000,000		37,000,000
0.31%, 7/1/2011		121,000,000		121,000,000
Royal Bank of Scotland PLC, 144A, 3.0%, 12/9/2011		100,000,000		101,135,167
Skandinaviska Enskilda Banken AB:
0.18%, 8/23/2011		50,000,000		50,000,000
0.2%, 8/17/2011		134,000,000		134,000,000
0.2%, 8/23/2011		174,500,000		174,500,000
0.215%, 7/8/2011		200,000,000		200,000,000
0.24%, 7/1/2011		330,000,000		330,000,000
Societe Generale:
0.2%, 7/5/2011		113,000,000		113,000,000
0.24%, 9/1/2011		132,000,000		132,000,000
0.29%, 7/7/2011		50,000,000		50,000,250
Sumitomo Mitsui Banking Corp.:
0.19%, 7/6/2011		173,000,000		173,000,000
0.19%, 7/8/2011		78,200,000		78,200,000
Svenska Handelsbanken AB:
0.24%, 7/6/2011		150,000,000		150,000,000
0.28%, 7/14/2011		50,000,000		50,000,180
Toronto-Dominion Bank, 0.17%, 8/2/2011		270,000,000		270,000,000
Total Certificates of Deposit and Bank Notes (Cost $4,770,460,283)				4,770,460,283
Commercial Paper 26.8%
Issued at Discount**
Abbey National North America LLC, 0.35%, 8/29/2011		79,366,000		79,320,475
Argento Variable Funding:
144A, 0.25%, 8/4/2011		100,000,000		99,976,389
144A, 0.25%, 8/8/2011		150,000,000		149,960,417
144A, 0.26%, 8/1/2011		173,000,000		172,961,267
144A, 0.31%, 7/5/2011		98,000,000		97,996,624
Bank of Nova Scotia, 0.255%, 10/13/2011		10,000,000		9,992,633
Barclays Bank PLC:
0.22%, 9/1/2011		66,500,000		66,474,804
0.3%, 8/8/2011		260,000,000		259,917,667
0.3%, 8/10/2011		50,000,000		49,983,333
0.36%, 7/1/2011		250,000,000		250,000,000
BPCE SA:
0.27%, 7/26/2011		83,678,000		83,662,310
0.27%, 7/29/2011		115,000,000		114,975,850
Caisse d'Amortissement de la Dette Sociale:
0.21%, 7/7/2011		125,250,000		125,245,616
0.22%, 8/5/2011		9,501,000		9,498,968
0.24%, 9/19/2011		23,332,000		23,319,556
0.25%, 7/25/2011		38,000,000		37,993,667
DnB NOR Bank ASA, 0.21%, 10/3/2011		125,000,000		124,931,458
Erste Abwicklungsanstalt:
0.33%, 11/8/2011		70,000,000		69,916,583
0.36%, 12/14/2011		85,500,000		85,358,070
0.37%, 1/9/2012		50,000,000		49,901,333
0.37%, 1/17/2012		50,000,000		49,897,222
0.39%, 2/16/2012		50,000,000		49,875,417
0.4%, 3/14/2012		35,000,000		34,900,056
General Electric Capital Corp.:
0.16%, 8/23/2011		98,000,000		97,976,916
0.19%, 7/18/2011		100,000,000		99,991,028
General Electric Capital Services, Inc., 0.27%, 10/17/2011		25,000,000		24,979,750
Grampian Funding LLC:
144A, 0.25%, 8/9/2011		99,000,000		98,973,187
144A, 0.26%, 7/14/2011		71,000,000		70,993,334
144A, 0.26%, 7/19/2011		23,000,000		22,997,010
144A, 0.27%, 7/13/2011		150,000,000		149,986,500
144A, 0.28%, 7/7/2011		27,000,000		26,998,740
144A, 0.28%, 7/8/2011		345,000,000		344,981,217
144A, 0.28%, 7/11/2011		98,241,000		98,233,359
Johnson & Johnson:
144A, 0.17%, 7/18/2011		69,750,000		69,744,401
144A, 0.19%, 8/22/2011		50,000,000		49,986,278
144A, 0.2%, 8/22/2011		100,000,000		99,971,111
144A, 0.2%, 8/30/2011		100,000,000		99,966,667
144A, 0.22%, 10/4/2011		500,000		499,710
144A, 0.22%, 11/10/2011		100,000,000		99,919,333
144A, 0.23%, 8/5/2011		50,000,000		49,988,819
144A, 0.23%, 8/8/2011		50,000,000		49,987,861
Kells Funding LLC:
144A, 0.3%, 1/26/2012		25,000,000		24,956,458
144A, 0.35%, 2/17/2012		43,100,000		43,003,205
144A, 0.37%, 3/19/2012		25,700,000		25,630,796
144A, 0.37%, 4/10/2012		80,000,000		79,766,489
144A, 0.38%, 4/17/2012		25,000,000		24,923,208
144A, 0.39%, 7/5/2011		35,650,000		35,648,455
144A, 0.39%, 9/1/2011		50,000,000		49,966,417
144A, 0.39%, 9/6/2011		97,500,000		97,429,231
144A, 0.4%, 7/1/2011		44,850,000		44,850,000
LMA Americas LLC, 144A, 0.25%, 7/5/2011		107,840,000		107,837,004
Natixis Commercial Paper Corp.:
0.28%, 8/10/2011		100,000,000		99,968,889
0.34%, 7/1/2011		150,000,000		150,000,000
New York Life Capital Corp., 144A, 0.16%, 7/1/2011		21,000,000		21,000,000
NRW.Bank:
0.22%, 7/14/2011		94,000,000		93,992,532
0.24%, 11/1/2011		162,500,000		162,366,750
Rabobank USA Financial Corp.:
0.25%, 9/8/2011		4,250,000		4,247,964
0.34%, 10/11/2011		65,000,000		64,937,383
Salisbury Receivables Co., LLC, 144A, 0.13%, 7/18/2011		50,000,000		49,996,931
Sanofi:
0.26%, 7/14/2011		26,500,000		26,497,512
0.3%, 8/15/2011		260,000,000		259,902,500
0.3%, 8/16/2011		72,000,000		71,972,400
0.31%, 8/18/2011		75,000,000		74,969,000
SBAB Bank AB:
144A, 0.32%, 8/3/2011		50,000,000		49,985,333
144A, 0.35%, 7/19/2011		21,247,000		21,243,282
144A, 0.37%, 7/14/2011		50,000,000		49,993,319
144A, 0.39%, 7/5/2011		31,000,000		30,998,657
144A, 0.39%, 7/7/2011		80,000,000		79,994,800
Scaldis Capital LLC, 0.21%, 7/27/2011		4,000,000		3,999,393
Shell International Finance BV, 0.345%, 7/5/2011		98,100,000		98,096,239
Straight-A Funding LLC:
144A, 0.12%, 7/12/2011		159,000,000		158,994,170
144A, 0.15%, 8/16/2011		25,612,000		25,607,091
Swedbank AB:
0.26%, 7/13/2011		4,250,000		4,249,632
0.26%, 7/25/2011		133,000,000		132,976,947
0.26%, 7/27/2011		126,000,000		125,976,340
0.26%, 8/1/2011		22,000,000		21,995,074
0.27%, 7/11/2011		33,000,000		32,997,525
0.27%, 7/26/2011		88,400,000		88,383,425
0.29%, 7/7/2011		39,707,000		39,705,081
0.3%, 7/6/2011		50,000,000		49,997,917
0.32%, 7/7/2011		25,000,000		24,998,667
0.34%, 7/1/2011		32,000,000		32,000,000
0.34%, 7/5/2011		35,000,000		34,998,678
0.34%, 7/6/2011		150,000,000		149,992,917
Tasman Funding, Inc.:
144A, 0.23%, 9/6/2011		25,047,000		25,036,278
144A, 0.28%, 7/7/2011		55,067,000		55,064,430
Toronto Dominion Holdings USA, Inc., 0.135%, 7/15/2011		250,000		249,987
Total Capital Canada Ltd., 144A, 0.31%, 9/15/2011		15,000,000		14,990,183
UOB Funding LLC:
0.23%, 8/16/2011		41,000,000		40,987,951
0.32%, 7/20/2011		50,000,000		49,991,556
0.42%, 10/13/2011		45,000,000		44,945,400
Victory Receivables Corp.:
144A, 0.18%, 7/5/2011		103,192,000		103,189,936
144A, 0.18%, 7/6/2011		80,000,000		79,998,000
144A, 0.18%, 7/14/2011		40,000,000		39,997,400
Walt Disney Co.:
0.08%, 7/8/2011		25,000,000		24,999,611
0.11%, 8/5/2011		10,000,000		9,998,931
0.14%, 7/29/2011		20,000,000		19,997,822
Westpac Banking Corp.:
0.19%, 7/29/2011		46,900,000		46,893,069
0.225%, 9/6/2011		30,000,000		29,987,437
0.31%, 11/7/2011		3,700,000		3,695,890
Total Commercial Paper (Cost $7,113,306,428)				7,113,306,428
Government & Agency Obligations 5.2%
Foreign Government Obligations 0.3%
Kingdom of Denmark, 2.75%, 11/15/2011		88,200,000		88,962,184
Other Government Related (a) 0.9%
European Investment Bank, 0.11%, 8/15/2011		200,000,000		199,972,500
International Bank for Reconstruction & Development:
0.059%**, 8/8/2011		33,000,000		32,997,910
0.24%*, 7/13/2011		6,500,000		6,500,066
				239,470,476
US Government Sponsored Agencies 3.1%
Federal Farm Credit Bank:
0.17%*, 11/2/2011		60,000,000		59,998,981
0.258%**, 10/20/2011		39,000,000		38,968,735
0.318%**, 12/16/2011		10,000,000		9,985,067
Federal Home Loan Bank:
0.001%**, 7/1/2011		1,343,000		1,343,000
0.089%**, 9/21/2011		40,000,000		39,991,800
0.13%, 1/23/2012		11,000,000		10,997,956
0.237%*, 10/6/2011		40,000,000		40,011,249
0.25%, 10/28/2011		42,000,000		41,998,867
0.26%, 11/23/2011		28,000,000		27,996,218
0.26%, 11/29/2011		27,055,000		27,053,511
0.267%**, 9/12/2011		18,000,000		17,990,145
Federal Home Loan Mortgage Corp.:
0.119%**, 1/11/2012		25,000,000		24,983,833
0.129%**, 10/24/2011		35,000,000		34,985,465
0.15%*, 2/10/2012		41,200,000		41,207,994
Federal National Mortgage Association:
0.028%**, 7/14/2011		75,000,000		74,999,187
0.077%**, 7/21/2011		30,000,000		29,998,667
0.086%*, 7/27/2011		33,800,000		33,798,410
0.118%**, 8/22/2011		70,000,000		69,987,867
0.147%**, 8/22/2011		107,000,000		106,976,817
0.149%**, 10/20/2011		20,000,000		19,990,750
0.165%**, 9/14/2011		52,500,000		52,481,953
0.189%**, 1/3/2012		20,000,000		19,980,367
				825,726,839
US Treasury Obligations 0.9%
US Treasury Bills:
0.005%**, 7/14/2011		3,951,000		3,950,993
0.005%**, 9/1/2011		3,100,000		3,099,973
0.01%**, 8/11/2011		941,000		940,989
0.015%**, 8/11/2011		8,061,000		8,060,862
0.02%**, 8/4/2011		2,000,000		1,999,962
0.03%**, 8/25/2011		35,151,000		35,149,389
0.03%**, 9/8/2011		8,702,000		8,701,500
0.035%**, 9/15/2011		12,855,000		12,854,050
0.037%**, 8/11/2011		1,703,000		1,702,930
0.04%**, 8/18/2011		8,550,000		8,549,544
0.045%**, 8/25/2011		496,000		495,966
0.045%**, 12/8/2011		1,656,000		1,655,669
0.05%**, 11/17/2011		3,499,000		3,498,325
0.05%**, 11/25/2011		45,000,000		44,990,813
0.065%**, 7/14/2011		448,000		447,989
0.08%**, 7/7/2011		2,983,000		2,982,960
0.095%**, 7/7/2011		2,000,000		1,999,968
0.115%**, 10/13/2011		10,496,000		10,492,513
0.16%**, 9/29/2011		10,000,000		9,996,000
US Treasury Notes:
4.5%, 11/30/2011		34,500,000		35,099,825
4.625%, 8/31/2011		31,000,000		31,228,519
				227,898,739
Total Government & Agency Obligations (Cost $1,382,058,238)				1,382,058,238
Short-Term Notes* 17.6%
Abbey National Treasury Services PLC, 0.38%, 9/2/2011		213,500,000		213,500,000
Australia & New Zealand Banking Group Ltd., 144A, 0.31%, 1/20/2012		72,000,000		72,000,000
Bank of Nova Scotia:
0.17%, 11/4/2011		135,000,000		135,000,000
0.2%, 8/25/2011		150,000,000		150,000,000
0.25%, 9/12/2011		104,450,000		104,450,000
0.33%, 12/8/2011		85,000,000		85,000,000
Barclays Bank PLC, 0.505%, 7/19/2011		166,000,000		166,000,000
Bayerische Landesbank, 0.245%, 7/23/2012		40,000,000		40,000,000
Caisse d'Amortissement de la Dette Sociale, 144A, 0.273%, 5/25/2012		315,000,000		314,968,616
Canadian Imperial Bank of Commerce:
0.18%, 8/8/2011		163,000,000		163,000,000
0.265%, 4/26/2012		200,000,000		200,000,000
0.269%, 10/11/2011		15,000,000		15,001,689
Commonwealth Bank of Australia:
144A, 0.288%, 2/3/2012		135,000,000		135,000,000
144A, 0.29%, 4/30/2012		40,000,000		40,000,000
General Electric Capital Corp., 0.33%, 8/15/2011		94,895,000		94,904,699
International Business Machines Corp., 0.852%, 7/28/2011		33,980,000		33,996,248
JPMorgan Chase Bank NA, 0.275%, 7/9/2012		250,000,000		250,000,000
Kells Funding LLC:
144A, 0.279%, 5/4/2012		125,000,000		125,000,000
144A, 0.285%, 1/19/2012		27,000,000		27,000,000
144A, 0.287%, 8/15/2011		125,000,000		125,000,000
144A, 0.289%, 1/9/2012		64,000,000		63,997,244
144A, 0.291%, 2/27/2012		56,000,000		56,000,000
144A, 0.315%, 2/24/2012		147,500,000		147,500,000
144A, 0.323%, 4/16/2012		150,000,000		150,000,000
Lloyds TSB Bank PLC, 0.265%, 5/11/2012		140,000,000		140,000,000
Metropolitan Life Global Funding I, 144A, 2.304%, 7/1/2011		40,000,000		40,000,000
Nordea Bank Finland PLC, 0.523%, 2/3/2012		35,000,000		35,042,458
Rabobank Nederland NV:
0.26%, 5/16/2012		50,000,000		50,000,000
0.269%, 1/10/2012		108,250,000		108,250,000
0.28%, 4/24/2012		133,000,000		133,000,000
0.29%, 8/8/2011		238,200,000		238,200,000
144A, 0.33%, 6/15/2012		75,000,000		75,000,000
144A, 0.396%, 9/28/2011		82,000,000		82,029,893
Royal Bank of Canada:
0.27%, 8/16/2011		20,000,000		20,002,271
0.29%, 8/12/2011		115,000,000		115,000,000
0.923%, 7/29/2011		2,000,000		2,001,048
Societe Generale, 0.19%, 8/1/2011		26,000,000		26,000,000
Svenska Handelsbanken AB:
144A, 0.291%, 6/29/2012		80,000,000		80,000,000
144A, 0.403%, 11/9/2011		19,000,000		19,000,000
Toronto-Dominion Bank, 0.209%, 5/11/2012		130,500,000		130,500,000
Westpac Banking Corp.:
0.25%, 10/12/2011		132,000,000		132,000,000
0.264%, 2/13/2012		49,000,000		49,000,000
0.27%, 11/21/2011		100,000,000		100,000,000
0.279%, 5/9/2012		60,000,000		60,000,000
144A, 0.323%, 10/28/2011		46,000,000		46,003,465
0.34%, 1/10/2012		85,000,000		85,000,000
Total Short-Term Notes (Cost $4,673,347,631)				4,673,347,631
Time Deposits 11.4%
Bank of Nova Scotia, 0.0001%, 7/1/2011		200,000,000		200,000,000
Barclays Bank PLC, 0.02%, 7/1/2011		325,000,000		325,000,000
Citibank NA:
0.07%, 7/1/2011		25,000,000		25,000,000
0.09%, 7/5/2011		11,508,176		11,508,176
0.12%, 7/7/2011		150,000,000		150,000,000
KBC Bank NV, 0.0001%, 7/1/2011		600,000,000		600,000,000
National Australia Bank Ltd., 0.01%, 7/1/2011		25,000,000		25,000,000
State Street Euro Dollar, 0.01%, 7/1/2011		1,100,000,000		1,100,000,000
Svenska Handelsbanken AB, 0.0001%, 7/1/2011		600,000,000		600,000,000
Total Time Deposits (Cost $3,036,508,176)				3,036,508,176
Municipal Investments 18.0%
Albemarle County, VA, Economic Development Authority, Hospital Revenue, Martha Jefferson Hospital, Series B, 0.08%***, 10/1/2048, LOC: Branch Banking & Trust		6,000,000		6,000,000
Allegheny County, PA, RBC Municipal Products, Inc. Trust Certificates, Series E-16, 144A, 0.09%***, 4/15/2039, LIQ: Royal Bank of Canada, LOC: Royal Bank of Canada		22,490,000		22,490,000
Appleton, WI, Redevelopment Authority Revenue, Fox Cities Performing Arts Center, Inc., Series B, 0.1%***, 6/1/2036, LOC: JPMorgan Chase Bank		18,400,000		18,400,000
Arizona, Board of Regents, State University Systems Revenue, Series A, 0.05%***, 7/1/2034, LOC: Lloyds TSB Bank PLC		4,315,000		4,315,000
Arizona, Health Facilities Authority Revenue, Banner Health System, Series B, 0.04%***, 1/1/2035, LOC: Scotiabank		13,460,000		13,460,000
Arizona, Health Facilities Authority Revenue, Catholic West:
Series A, 0.07%***, 7/1/2035, LOC: JPMorgan Chase Bank		18,300,000		18,300,000
Series B, 0.09%***, 7/1/2035, LOC: Bank of America NA		19,000,000		19,000,000
Atlanta, GA, Airport Revenue, 0.3%, 8/4/2011		50,000,000		50,000,000
Beaver County, PA, Industrial Development Authority, Pollution Control Revenue, FirstEnergy Nuclear Generation Corp., Series B, 0.06%***, 12/1/2035, GTY: FirstEnergy Solutions, LOC: Citibank NA		9,795,000		9,795,000
BlackRock Municipal Intermediate Duration Fund, Inc., Series W-7-2871, 144A, AMT, 0.24%***, 3/1/2041, LIQ: JPMorgan Chase Bank		30,000,000		30,000,000
BlackRock MuniHoldings New Jersey Quality Fund, Inc., Series W-7-1727, 144A, 0.29%***, 7/1/2041, LIQ: Bank of America NA		30,000,000		30,000,000
BlackRock MuniHoldings New York Quality Fund, Inc., Series W-7-2436, 144A, 0.29%***, 7/1/2041, LIQ: Bank of America NA		40,000,000		40,000,000
BlackRock MuniYield Fund, Inc., Series W-7-2514, 144A, 0.29%***, 7/1/2041, LIQ: Bank of America NA		25,000,000		25,000,000
BlackRock MuniYield Quality Fund III, Inc., 144A, 0.29%***, 6/1/2041, LIQ: Citibank NA		44,500,000		44,500,000
BlackRock MuniYield California Quality Fund, Inc., Series W-7-1665, 144A, AMT, 0.29%***, 5/1/2041, LIQ: Citibank NA		13,500,000		13,500,000
BlackRock MuniYield New York Quality Fund, Inc., Series W-7-2477, 144A, AMT, 0.29%***, 5/1/2041, LIQ: Citibank NA		26,300,000		26,300,000
Blount County, TN, Public Building Authority, Local Government Public Improvement:
Series E-5-A, 0.1%***, 6/1/2030, LOC: Branch Banking & Trust		45,100,000		45,100,000
Series E-5-B, 0.1%***, 6/1/2042, LOC: Branch Banking & Trust		12,785,000		12,785,000
California, ABAG Finance Authority for Non-Profit Corporations, Multi-Family Housing Revenue, Crossing Apartments, Series A, AMT, 0.08%***, 12/15/2037, LIQ: Fannie Mae		9,000,000		9,000,000
California, Bay Area Toll Authority, Toll Bridge Revenue:
Series D-2, 0.03%***, 4/1/2047, LOC: JPMorgan Chase Bank		39,200,000		39,200,000
Series A-1, 144A, 0.04%***, 4/1/2047, LOC: Bank of America NA		21,000,000		21,000,000
Series A-2, 0.04%***, 4/1/2047, LOC: Union Bank NA		20,500,000		20,500,000
California, Bay Area Toll Authority, Toll Bridge Revenue, San Francisco Bay Area:
Series D-1, 0.03%***, 4/1/2045, LOC: Lloyds TSB Bank PLC		10,500,000		10,500,000
Series C-1, 0.04%***, 4/1/2047, LOC: JPMorgan Chase Bank		48,750,000		48,750,000
Series E-3, 0.04%***, 4/1/2047, LOC: Bank of America NA		25,000,000		25,000,000
California, Board of Regents, State University Systems Revenue, 0.17%, 7/7/2011		25,831,000		25,830,268
California, Housing Finance Agency Revenue, Series A, AMT, 0.07%***, 8/1/2035, LOC: Fannie Mae & Freddie Mac		8,435,000		8,435,000
California, Housing Finance Agency Revenue, Home Mortgage, Series D, 144A, AMT, 0.07%***, 2/1/2040, LOC: Fannie Mae & Freddie Mac		29,325,000		29,325,000
California, Housing Finance Agency Revenue, Multi-Family Housing:
Series A, AMT, 0.06%***, 2/1/2041, LOC: Fannie Mae, Freddie Mac		20,345,000		20,345,000
Series C, AMT, 0.06%***, 2/1/2033, LOC: Fannie Mae, Freddie Mac		13,500,000		13,500,000
Series C, AMT, 0.06%***, 8/1/2037, LOC: Fannie Mae, Freddie Mac		15,470,000		15,470,000
Series III-D, AMT, 0.06%***, 2/1/2038, LOC: Fannie Mae, Freddie Mac		17,125,000		17,125,000
California, State General Obligation, Series B-1, 0.06%***, 5/1/2040, LOC: Bank of America NA		20,000,000		20,000,000
California, Statewide Communities Development Authority Revenue, Series 2089, 144A, 0.09%***, 10/1/2036, GTY: Wells Fargo & Co., LIQ: Wells Fargo Bank NA		6,440,000		6,440,000
California, Statewide Communities Development Authority Revenue, LA County Museum of Art, Series B, 0.05%***, 12/1/2037, LOC: Union Bank NA		35,000,000		35,000,000
California, Statewide Communities Development Authority Revenue, Retirement Housing Foundation, 0.08%***, 9/1/2030, LOC: KBC Bank NV		35,560,000		35,560,000
California, Statewide Communities Development Authority, Multi-Family Housing Revenue, Bay Vista At Meadow Park, Series NN-1, AMT, 0.08%***, 11/15/2037, LIQ: Fannie Mae		29,320,000		29,320,000
California, Wells Fargo Stage Trust, Series 25C, 144A, 0.09%***, 11/1/2041, GTY: Wells Fargo Bank NA, LIQ: Wells Fargo Bank NA		3,525,000		3,525,000
Carroll County, KY, Environmental Facilities Revenue, Utilities Company Project, Series A, AMT, 0.1%***, 2/1/2032, LOC: Sumitomo Mitsui Banking		40,000,000		40,000,000
Channahon, IL, Morris Hospital Revenue, 0.08%***, 12/1/2034, LOC: US Bank NA		5,220,000		5,220,000
Clark County, NV, Passenger Facility Charge Revenue, McCarran International Airport, Series F-2, 0.11%***, 7/1/2022, LOC: Union Bank NA		18,000,000		18,000,000
Cleveland, OH, Airport Systems Revenue, Series D, 0.08%***, 1/1/2024, LOC: PNC Bank NA		11,000,000		11,000,000
Cleveland-Cuyahoga County, OH, Port Authority Revenue, Carnegie/89th Garage Project, 0.07%***, 1/1/2037, LOC: JPMorgan Chase Bank		18,125,000		18,125,000
Cohoes, NY, Industrial Development Agency, Urban Cultural Park Facility Revenue, Eddy Cohoes Project, 0.06%***, 12/1/2033, LOC: Bank of America NA		18,000,000		18,000,000
Colorado, Educational & Cultural Facilities Authority Revenue, Fremont Christian School Project, 0.06%***, 6/1/2038, LOC: US Bank NA		12,500,000		12,500,000
Colorado, Health Facilities Authority Revenue, Covenant Retirement, Series A, 0.08%***, 12/1/2029, LOC: LaSalle Bank NA		12,900,000		12,900,000
Colorado, Health Facilities Authority Revenue, Fraiser Meadows Community Project, 0.08%***, 6/1/2038, LOC: JPMorgan Chase Bank		14,000,000		14,000,000
Colorado, Housing & Finance Authority, Series I-A1, 144A, 0.13%***, 10/1/2036, LIQ: Barclays Bank PLC (b)		20,690,000		20,690,000
Colorado, Housing Finance Authority, Single Family Mortgage Revenue:
"I", Series B-1, 0.14%***, 5/1/2038, LOC: Fannie Mae & Freddie Mac (b)		33,525,000		33,525,000
"I", Series A-2, 0.15%***, 5/1/2038, LOC: Fannie Mae & Freddie Mac (b)		25,280,000		25,280,000
Colorado, Meridian Village Metropolitan, RBC Municipal Products, Inc. Trust, Series C-11, 144A, 0.09%***, 12/1/2031, LIQ: Royal Bank of Canada, LOC: Royal Bank of Canada		17,580,000		17,580,000
Colorado Springs, CO, Utilities Revenue, Series C, 0.07%***, 11/1/2040, SPA: JPMorgan Chase Bank		29,750,000		29,750,000
Columbus, OH, Regional Airport Authority Revenue, Pooled Financing Program, Series A, 0.09%***, 1/1/2030, LOC: US Bank NA		8,535,000		8,535,000
Contra Costa County, CA, Multi-Family Housing Revenue, Creekview Apartments, Series B, 144A, AMT, 0.08%***, 7/1/2036, LIQ: Freddie Mac		6,000,000		6,000,000
Cuyahoga County, OH, Housing Revenue, Euclid Avenue Housing Corp., Series A, 0.08%***, 8/1/2042, LOC: PNC Bank NA		10,000,000		10,000,000
District of Columbia, University Revenue, Wells Fargo Stage Trust, Series 57C, 144A, 0.1%***, 4/1/2034, GTY: Wells Fargo Bank NA, LIQ: Wells Fargo Bank NA		24,995,000		24,995,000
Erie County, PA, Hospital Authority, Health Facilities Revenue, St. Mary's Home Erie Project, Series A, 0.13%***, 7/1/2038, LOC: Bank of America NA		8,200,000		8,200,000
Florida, Development Finance Corp., Enterprise Board Industrial Development Program, Out of Door Academy, 0.11%***, 7/1/2038, LOC: Northern Trust Co.		12,910,000		12,910,000
Florida, Gulf Coast University Financing Corp., Capital Improvement Revenue, Housing Project, Series A, 0.06%***, 2/1/2038, LOC: Bank of America NA		21,165,000		21,165,000
Florida, Halifax Hospital Medical Center Revenue, 0.08%***, 6/1/2048, LOC: JPMorgan Chase & Co.		35,000,000		35,000,000
Florida, Housing Finance Corp., Multi-Family Revenue, Victoria Park, Series J-1, 0.1%***, 10/15/2032, LIQ: Fannie Mae		8,920,000		8,920,000
Florida, Keys Aqueduct Authority Water Revenue, 0.05%***, 9/1/2035, LOC: TD Bank NA		16,200,000		16,200,000
Florida, Sunshine State Governmental Financing Commission Revenue, Miami Dade County Program, Series B, 0.07%***, 9/1/2032, LOC: JPMorgan Chase Bank		28,500,000		28,500,000
Fort Smith, AR, Mitsubishi Power Systems Revenue, Recovery Zone Facility Bonds, 0.13%***, 10/1/2040, LOC: Bank of Tokyo-Mitsubishi UFJ		8,000,000		8,000,000
Fremont, CA, Certificates of Participation, 0.06%***, 8/1/2038, LOC: US Bank NA		21,000,000		21,000,000
Galveston County, TX, General Obligation, Series R-11275WF, 144A, 0.08%***, 8/1/2023, GTY: Wells Fargo & Co., INS: NATL, LIQ: Wells Fargo & Co.		9,430,000		9,430,000
Georgia, Main Street Natural Gas, Inc., Gas Project Revenue, Series A, 0.09%***, 8/1/2040, SPA: Royal Bank of Canada		19,800,000		19,800,000
Georgia, Metropolitan Rapid Transportation Authority, Sales Tax Revenue, Series A, 144A, 0.06%***, 7/1/2025, LOC: JPMorgan Chase Bank		10,600,000		10,600,000
Georgia, Private Colleges & Universities Authority Revenue, Emory University, Series C-4, 0.04%***, 9/1/2036		18,600,000		18,600,000
Georgia, Private Colleges & Universities Authority Revenue, Mercer University Project, Series A, 0.09%***, 10/1/2036, LOC: Branch Banking & Trust		11,040,000		11,040,000
Harris County, TX, Cultural Education Facilities Finance Corp. Revenue, Memorial Hermann Hospital Systems, Series D-3, 0.1%***, 6/1/2029, LOC: Bank of America NA		15,100,000		15,100,000
Hawaii, Pacific Health Special Purpose Revenue, Department of Budget & Finance:
Series B-1, 0.07%***, 7/1/2033, LOC: JPMorgan Chase Bank		25,000,000		25,000,000
Series B-2, 0.07%***, 7/1/2033, LOC: JPMorgan Chase Bank		25,000,000		25,000,000
Highlands County, FL, Health Facilities Authority Revenue, Adventist Health Hospital:
Series F, 0.06%***, 11/15/2035, LOC: Wells Fargo Bank NA		11,000,000		11,000,000
Series D, 0.08%***, 11/15/2037, LOC: Bank of America NA		31,410,000		31,410,000
Houston, TX, RBC Municipal Products, Inc. Trust Certificates, Utility Systems Revenue, Series E-14, 144A, 0.09%***, 5/15/2034, LIQ: Royal Bank of Canada, LOC: Royal Bank of Canada		24,070,000		24,070,000
Houston, TX, Water & Sewer System Revenue, Series 27TPZ, 144A, 0.08%***, 12/1/2028, GTY: Wells Fargo Bank NA, INS: AGMC, LIQ: Wells Fargo Bank NA, LOC: Wells Fargo Bank NA		15,130,000		15,130,000
Idaho, Health Facilities Authority Revenue, St. Luke's Health Systems Project, Series A, 0.08%***, 11/1/2043, LOC: Wells Fargo Bank NA		10,000,000		10,000,000
Illinois, Development Finance Authority Revenue, Chicago Symphony Project, 0.08%***, 12/1/2033, LOC: Bank One NA		12,500,000		12,500,000
Illinois, Eclipse Funding Trust, Solar Eclipse, Springfield Electric Revenue, Series 2006-0007, 144A, 0.08%***, 3/1/2030, LIQ: US Bank NA, LOC: US Bank NA		22,550,000		22,550,000
Illinois, Educational Facilities Authority Revenues, Field Museum of Natural History, 144A, 0.09%***, 11/1/2032, LOC: Bank of America NA		28,900,000		28,900,000
Illinois, Finance Authority Revenue:
Series A, 0.08%***, 11/15/2022, INS: Radian, LOC: JPMorgan Chase Bank		12,085,000		12,085,000
Series 15C, 144A, 0.1%***, 10/1/2040, GTY: Wells Fargo Bank NA, LIQ: Wells Fargo Bank NA		24,405,000		24,405,000
Illinois, Finance Authority Revenue, Rehabilitation Institute of Chicago, Series A, 0.06%***, 4/1/2039, LOC: JPMorgan Chase Bank		13,280,000		13,280,000
Illinois, State Toll Highway Authority Revenue, Series A-1A, 0.09%***, 1/1/2031, INS: AGMC, SPA: JPMorgan Chase Bank		51,500,000		51,500,000
Indiana, Finance Authority Hospital Revenue, Community Foundation of Northwest Indiana, 0.06%***, 8/1/2029, LOC: Harris NA		6,195,000		6,195,000
Indiana, Finance Authority Hospital Revenue, Parkview Health Systems, Series B, 0.06%***, 11/1/2039, LOC: Wells Fargo Bank NA		12,490,000		12,490,000
Indiana, Finance Authority Hospital Revenue, Indiana University Health:
Series A, 0.05%***, 3/1/2033, LOC: Northern Trust Co.		16,550,000		16,550,000
Series J, 0.14%***, 3/1/2033, LOC: JPMorgan Chase Bank (b)		15,625,000		15,625,000
Indiana, IPS Multi-School Building Corp., Series R-885WF, 144A, 0.09%***, 1/15/2025, GTY: Wells Fargo & Co., INS: AGMC, LIQ: Wells Fargo & Co.		7,545,000		7,545,000
Indiana, State Finance Authority Revenue, Ascension Health Credit Group, Series E-7, 0.06%***, 11/15/2033		23,600,000		23,600,000
Indiana, Wells Fargo Stage Trust, Series 41C, 144A, 0.1%***, 1/1/2021, GTY: Wells Fargo Bank NA, LIQ: Wells Fargo Bank NA		16,785,000		16,785,000
Irvine Ranch, CA, Water District, 0.05%***, 1/1/2021, LOC: Sumitomo Mitsui Banking		7,300,000		7,300,000
Jacksonville, FL, Electronic Systems Revenue, 0.15%, 7/6/2011		32,000,000		32,000,000
Johnson City, TN, Health & Educational Facilities Board Hospital Revenue, Series B-3, 0.16%***, 7/1/2033, LOC: Mizuho Corporate Bank (b)		19,050,000		19,050,000
Kansas, State Department of Transportation Highway Revenue:
Series A-5, 0.05%***, 9/1/2015, SPA: US Bank NA		16,650,000		16,650,000
Series C-2, 0.05%***, 9/1/2022, SPA: JPMorgan Chase Bank		10,000,000		10,000,000
Series C-3, 0.05%***, 9/1/2023, SPA: JPMorgan Chase Bank		14,500,000		14,500,000
Kansas City, MO, Industrial Development Authority, Student Housing Facilities Revenue, Oak Street West Student, 144A, 0.09%***, 8/1/2038, LOC: Bank of America NA		30,160,000		30,160,000
Kansas City, MO, Special Obligation, H. Roe Bartle Scout Reservation, Series E, 0.09%***, 4/15/2034, LOC: Bank of America NA		27,500,000		27,500,000
Knox County, TN, Health Education & Housing Facilities Board, Hospital Facilities Revenue, Covenant Health, Series B, 0.09%***, 1/1/2033, LOC: Bank of America NA		24,000,000		24,000,000
Ladysmith, WI, Industrial Development Revenue, Indeck Ladysmith LLC Project, Series A, 0.08%***, 8/1/2027, LOC: Wells Fargo Bank NA		8,400,000		8,400,000
Lincoln County, WY, Pollution Control Revenue, Pacificorp Project, 0.08%***, 1/1/2016, LOC: Wells Fargo Bank NA		11,250,000		11,250,000
Los Angeles County, CA, Multi-Family Housing Authority Revenue, Canyon Country Villas Project, Series H, 0.06%***, 12/1/2032, LIQ: Freddie Mac		13,300,000		13,300,000
Maine, State Housing Authority, Mortgage Purchase Revenue, Series D, AMT, 0.11%***, 11/15/2042, SPA: KBC Bank NV		10,000,000		10,000,000
Maricopa County, AZ, Industrial Development Authority, Senior Living Facilities Revenue, Christian Care Apartments, Series A, 0.08%***, 9/15/2035, LIQ: Fannie Mae		10,960,000		10,960,000
Maryland, State Health & Higher Educational Facilities Authority Revenue, Suburban Hospital, 0.08%***, 7/1/2029, LOC: PNC Bank NA		10,560,000		10,560,000
Maryland, State Health & Higher Educational Facilities Authority Revenue, Upper Chesapeake Hospital, Series B, 0.1%***, 1/1/2043, LOC: Branch Banking & Trust		17,605,000		17,605,000
Massachusetts, State Department of Transportation, Metropolitan Highway Systems Revenue, Contract Assistance:
Series A-1, 0.05%***, 1/1/2029, SPA: TD Bank NA		28,900,000		28,900,000
Series A-3, 0.06%***, 1/1/2039, LOC: Bank of America NA		38,845,000		38,845,000
Series A-4, 0.03%***, 1/1/2039, SPA: Barclays Bank PLC		14,950,000		14,950,000
Massachusetts, State Development Finance Agency Revenue, Clark University, 0.07%***, 10/1/2038, LOC: TD Bank NA		4,725,000		4,725,000
Massachusetts, State Development Finance Agency Revenue, The Fay School, Inc., 0.09%***, 4/1/2038, LOC: TD Bank NA		5,400,000		5,400,000
Massachusetts, State Development Finance Agency Revenue, Wentworth Institute of Technology, 0.08%***, 10/1/2030, LOC: RBS Citizens NA		27,355,000		27,355,000
Massachusetts, State General Obligation:
Series A, 0.05%***, 9/1/2016, SPA: JPMorgan Chase Bank		31,845,000		31,845,000
Series B, 0.07%***, 3/1/2026, SPA: Bank of America NA		10,500,000		10,500,000
Massachusetts, State Health & Educational Facilities Authority Revenue, Hillcrest Extended Care Services, Inc., Series A, 0.12%***, 10/1/2026, LOC: Bank of America NA		6,685,000		6,685,000
Massachusetts, State Water Resources Authority:
Series C-1, 0.06%***, 11/1/2026, SPA: Bank of America NA		20,900,000		20,900,000
Series C-2, 0.06%***, 11/1/2026, SPA: Barclays Bank PLC		20,800,000		20,800,000
Series A-3, 0.06%***, 8/1/2037, SPA: Wells Fargo Bank NA		22,300,000		22,300,000
Michigan, Finance Authority, School Loan:
Series C, 0.15%***, 9/1/2050, LOC: Bank of Montreal (b)		21,000,000		21,000,000
Series B, 0.16%***, 9/1/2050, LOC: PNC Bank NA (b)		25,000,000		25,000,000
Michigan, Higher Education Facilities Authority Revenue, Limited Obligation, Hope College, Series B, 0.1%***, 4/1/2032, LOC: PNC Bank NA		17,430,000		17,430,000
Michigan, RBC Municipal Products, Inc. Trust, Series L-25, 144A, AMT, 0.13%***, 9/1/2033, LIQ: Royal Bank of Canada, LOC: Royal Bank of Canada		25,000,000		25,000,000
Minnesota, State Housing Finance Agency, Residential Housing:
Series C, AMT, 0.08%***, 1/1/2037, SPA: State Street Bank & Trust Co.		17,805,000		17,805,000
Series I, AMT, 0.09%***, 1/1/2036, SPA: Lloyds TSB Bank PLC		28,960,000		28,960,000
Minnesota, State Housing Finance Agency, Residential Housing Finance, Series M, AMT, 0.08%***, 1/1/2036, SPA: Lloyds TSB Bank PLC		7,780,000		7,780,000
Minnesota, State Office of Higher Education Revenue, Supplementary Student, Series A, 0.16%***, 12/1/2043, LOC: US Bank NA (b)		11,500,000		11,500,000
Mississippi, Business Finance Corp., Gulf Opportunity Zone, Chevron USA, Inc.:
Series C, 0.05%***, 12/1/2030, GTY: Chevron Corp.		10,000,000		10,000,000
Series B, 0.06%***, 12/1/2030, GTY: Chevron Corp.		10,000,000		10,000,000
Monroe County, GA, Development Authority Pollution Control Revenue, Oglethorpe Power Corp., Series B, 0.06%***, 1/1/2036, LOC: JPMorgan Chase Bank		10,330,000		10,330,000
Nashville & Davidson County, TN, Metropolitan Government, Health & Educational Facilities Board Revenue, Vanderbilt University, Series A, 0.06%***, 10/1/2030		24,150,000		24,150,000
Nevada, Housing Division, Multi-Unit Housing, Apache Project, Series A, AMT, 0.08%***, 10/15/2032, LIQ: Fannie Mae		11,815,000		11,815,000
Nevada, Housing Division, Single Family Mortgage Revenue, Series A, AMT, 0.13%***, 10/1/2039, SPA: JPMorgan Chase Bank		10,000,000		10,000,000
New Jersey, Health Care Facilities Financing Authority Revenue, Southern Ocean County Hospital, 144A, 0.05%***, 7/1/2036, LOC: Wells Fargo Bank NA		5,245,000		5,245,000
New Jersey, State Educational Facilities Authority Revenue, Seton Hall University, Series D, 0.05%***, 7/1/2037, LOC: TD Bank NA		13,480,000		13,480,000
New Mexico, Educational Assistance Foundation, Series A-1, AMT, 0.14%***, 4/1/2034, LOC: Royal Bank of Canada		23,080,000		23,080,000
New York, Eagle Tax-Exempt Trust, Class A, 144A, 0.09%***, 6/15/2035, LIQ: Citibank NA		9,475,000		9,475,000
New York, Metropolitan Transportation Authority, 0.26%, 7/6/2011		30,500,000		30,500,000
New York, Metropolitan Transportation Authority, Dedicated Tax Fund, Series A-1, 0.05%***, 11/1/2031, LOC: Morgan Stanley Bank		19,000,000		19,000,000
New York, State Dormitory Authority Revenues, Non-State Supported Debt, St. John's University, Series B-2, 0.04%***, 7/1/2037, LOC: Bank of America NA		32,000,000		32,000,000
New York, State Dormitory Authority Revenues, Secondary Issues, Series R-12121, 0.09%***, 4/1/2015, LIQ: Citibank NA		15,830,000		15,830,000
New York, State Dormitory Authority Revenues, State Supported Debt, City University of New York, Series D, 0.06%***, 7/1/2031, LOC: TD Bank NA		12,300,000		12,300,000
New York, State Energy Research & Development Authority Facilities Revenue, Consolidated Edison Co. of New York, Inc.:
Series A-1, 144A, 0.06%***, 5/1/2039, LOC: Mizuho Corporate Bank		22,800,000		22,800,000
Series A-2, 144A, 0.06%***, 5/1/2039, LOC: Mizuho Corporate Bank		21,100,000		21,100,000
Series C-1, 144A, AMT, 0.08%***, 11/1/2039, LOC: Mizuho Corporate Bank		11,200,000		11,200,000
Series C-3, 144A, AMT, 0.08%***, 11/1/2039, LOC: Mizuho Corporate Bank		23,800,000		23,800,000
New York, State Environmental Facilities Corp., Clean Water & Drinking, Series R-12273, 144A, 0.09%***, 11/15/2011, SPA: Citibank NA		13,010,000		13,010,000
New York, State Housing Finance Agency Revenue, 100 Maiden Lane Properties, Series A, 0.07%***, 5/15/2037, LIQ: Fannie Mae		29,660,000		29,660,000
New York, State Housing Finance Agency Revenue, 316 Eleventh Avenue Housing, Series A, AMT, 0.07%***, 5/15/2041, LIQ: Fannie Mae		48,500,000		48,500,000
New York, State Housing Finance Agency Revenue, 88 Leonard Street, Series A, 144A, 0.12%***, 11/1/2037, LOC: Landesbank Hessen-Thuringen (b)		11,650,000		11,650,000
New York, State Housing Finance Agency Revenue, Capitol Green Apartments, Series A, AMT, 0.1%***, 5/15/2036, LIQ: Fannie Mae		5,250,000		5,250,000
New York, State Housing Finance Agency Revenue, Helena Housing, Series A, AMT, 0.07%***, 5/15/2036, LIQ: Fannie Mae		61,950,000		61,950,000
New York, State Housing Finance Agency Revenue, Historic Front Street, Series A, 0.07%***, 11/1/2036, LOC: Landesbank Hessen-Thuringen		10,000,000		10,000,000
New York, State Housing Finance Agency Revenue, Rip Van Winkle House LLC, Series A, 144A, AMT, 0.1%***, 11/1/2034, LIQ: Freddie Mac		7,400,000		7,400,000
New York, State Housing Finance Agency Revenue, West 38 Street, Series A, AMT, 0.07%***, 5/15/2033, LIQ: Fannie Mae		16,000,000		16,000,000
New York, State Housing Finance Agency, Affordable Housing Revenue, Clinton Park Housing, Series A, 0.04%***, 11/1/2044, LOC: Wells Fargo Bank NA		23,000,000		23,000,000
New York, Triborough Bridge & Tunnel Authority Revenues, Series C, 144A, 0.06%***, 1/1/2032, SPA: JPMorgan Chase Bank		86,590,000		86,590,000
New York, Wells Fargo Stage Trust, Series 11C, 144A, 0.1%***, 11/15/2037, LIQ: Wells Fargo Bank NA		15,110,000		15,110,000
New York City, NY, Health & Hospital Corp. Revenue, Health Systems, Series C, 144A, 0.05%***, 2/15/2031, LOC: TD Bank NA		15,420,000		15,420,000
New York City, NY, Transitional Finance Authority Revenue, Series 3866, 144A, 0.06%***, 8/1/2011, LIQ: JPMorgan Chase & Co.		50,000,000		50,000,000
New York City, NY, Transitional Finance Authority Revenue, Future Tax Secured:
Series B-3, 0.05%***, 11/1/2028, SPA: JPMorgan Chase Bank		10,190,000		10,190,000
Series G-5, 0.06%***, 5/1/2034, SPA: Barclays Bank PLC		52,000,000		52,000,000
New York, NY, General Obligation:
Series C-3A, 0.04%***, 8/1/2020, LIQ: Bank of Nova Scotia		57,000,000		57,000,000
Series C-3B, 0.05%***, 8/1/2020, LIQ: Lloyds TSB Bank PLC		27,000,000		27,000,000
Series A-6, 144A, 0.06%***, 8/1/2031, LOC: Mizuho Corporate Bank		32,000,000		32,000,000
North Carolina, Capital Facilities Finance Agency, Educational Facilities Revenue, Forsyth Country Day School, 0.1%***, 12/1/2031, LOC: Branch Banking & Trust		12,575,000		12,575,000
North Carolina, Medical Care Commission, Health Care Facilities Revenue, First Mortgage Deerfield Episcopal Retirement Community, Inc., Series B, 0.1%***, 11/1/2038, LOC: Branch Banking & Trust		10,035,000		10,035,000
North Texas, Higher Education Authority, Inc., Student Loan Revenue, Series B, AMT, 0.09%***, 12/1/2035, LOC: Bank of America NA		10,000,000		10,000,000
Nuveen Select Quality Municipal Fund, Inc., Series 1-2525, 144A, 0.29%*, 5/5/2041, LIQ: Barclays Bank PLC		40,000,000		40,000,000
Ohio, Housing Finance Agency, Residential Mortgage-Backed Revenue, Series F, AMT, 0.07%***, 3/1/2037, SPA: Citibank NA		31,930,000		31,930,000
Ohio, State Housing Finance Agency, Residential Mortgage Revenue, Mortgage-Backed Securities Program, Series N, AMT, 0.07%***, 9/1/2036, SPA: State Street Bank & Trust Co.		68,405,000		68,405,000
Ohio, Water Development Authority, Pollution Control Facilities Revenue, Series 12C, 144A, 0.1%***, 3/1/2031, GTY: Wells Fargo Bank NA, LIQ: Wells Fargo Bank NA		29,995,000		29,995,000
Oklahoma, Development Finance Authority, Continuing Care Retirement, Inverness Village Project, Series A, 0.1%***, 1/1/2042, LOC: KBC Bank NV		15,480,000		15,480,000
Oklahoma, State Turnpike Authority Revenue:
Series B, 0.09%***, 1/1/2028, SPA: Royal Bank of Canada		20,330,000		20,330,000
Series D, 0.09%***, 1/1/2028, SPA: Royal Bank of Canada		24,060,000		24,060,000
Oregon, State Facilities Authority Revenue, Childpeace Montessori, Series A, 0.09%***, 10/1/2037, LOC: Bank of The West		7,000,000		7,000,000
Oklahoma, Wells Fargo Stage Trust, Series 67C, 144A, 0.1%***, 9/1/2037, LIQ: Wells Fargo Bank NA		14,415,000		14,415,000
Palm Beach County, FL, Solid Waste Authority Revenue, 1.0%, Mandatory Put 1/12/2012 @ 100, 10/1/2031		100,000,000		100,307,895
Philadelphia, PA, Airport Revenue, Series C, AMT, 0.08%***, 6/15/2025, LOC: TD Bank NA		14,765,000		14,765,000
Piedmont, SC, Municipal Power Agency, Electric Revenue:
Series B, 0.04%***, 1/1/2034, LOC: US Bank NA		9,000,000		9,000,000
Series C, 0.06%***, 1/1/2034, LOC: TD Bank NA		6,000,000		6,000,000
Pinellas County, FL, Health Facilities Authority Revenue, Baycare Health Systems, Series A2, 0.08%***, 11/1/2038, LOC: Northern Trust Co.		9,750,000		9,750,000
Raleigh Durham, NC, Airport Authority Revenue, Series C, 0.08%***, 5/1/2036, LOC: US Bank NA		10,595,000		10,595,000
Sacramento County, CA, Multi-Family Housing Authority Revenue, Sierra Sunrise Senior Apartments, Series D, AMT, 0.1%***, 7/1/2036, LOC: Citibank NA		6,096,000		6,096,000
Salem, OR, Hospital Facility Authority Revenue, Salem Hospital Project, Series C, 0.07%***, 8/15/2036, LOC: Bank of America NA		12,500,000		12,500,000
San Jose, CA, Financing Authority Lease Revenue, Hayes Mansion, Series D, 0.15%***, 6/1/2025, LOC: US Bank NA (b)		40,985,000		40,985,000
San Jose, CA, Financing Authority Lease Revenue, Ice Center, Series E1, 0.15%***, 6/1/2025, LOC: Bank of America NA (b)		12,460,000		12,460,000
Santa Clara, CA, Electric Revenue, Series B, 0.06%***, 7/1/2027, LOC: Bank of America NA		13,960,000		13,960,000
Sarasota County, FL, Public Hospital District Revenue, Sarasota Memorial Hospital, Series B, 0.08%***, 7/1/2037, LOC: Bank of America NA		26,665,000		26,665,000
Southern California, Metropolitan Water District, Waterworks Revenue, Series B, 0.05%***, 7/1/2028, SPA: Landesbank Hessen-Thuringen		7,000,000		7,000,000
St. James Parish, LA, Nustar Logistics, Series A, 0.1%***, 10/1/2040, LOC: JPMorgan Chase Bank		12,500,000		12,500,000
Tarrant County, TX, Cultural Education Facilities Finance Corp., Retirement Facilities, Northwest Senior Edgemere Project, Series B, 144A, 0.08%***, 11/15/2036, LOC: LaSalle Bank NA		9,330,000		9,330,000
Texas, A & M University of Texas Permanent Fund:
Series A, 0.25%, 7/7/2011		25,000,000		25,000,000
Series A, 0.26%, 8/3/2011		20,000,000		20,000,000
Texas, Alliance Airport Authority, Inc., Special Facilities Revenue, Series 2088, 144A, AMT, 0.09%***, 4/1/2021, GTY: Wells Fargo & Co., LIQ: Wells Fargo & Co.		24,570,000		24,570,000
Texas, Capital Area Housing Finance Corp., Cypress Creek at River Apartments, AMT, 0.11%***, 10/1/2039, LOC: Citibank NA		10,895,000		10,895,000
Texas, State General Obligation:
Series D, 0.17%***, 12/1/2030, LOC: Lloyds TSB Bank PLC		16,480,000		16,480,000
Series E, 0.17%***, 6/1/2032, LOC: Sumitomo Mitsui Banking (b)		24,725,000		24,725,000
Texas, State Tax & Revenue Anticipation Notes:
Series 3812, 144A, 0.06%***, 8/31/2011, LIQ: JPMorgan Chase & Co.		103,000,000		103,000,000
2.0%, 8/31/2011		109,765,000		110,066,319
Texas, State Veterans Housing Assistance Fund II:
Series A, 144A, AMT, 0.1%***, 6/1/2034, SPA: Landesbank Hessen-Thuringen		12,515,000		12,515,000
Series C, 0.17%***, 6/1/2031, SPA: JPMorgan Chase & Co. (b)		11,480,000		11,480,000
Texas, University of Houston Revenues, Consolidated Systems, 0.08%***, 2/15/2024		9,625,000		9,625,000
Texas, Wells Fargo Stage Trust, Series 20C, 144A, AMT, 0.1%***, 5/1/2038, GTY: Wells Fargo Bank NA, LIQ: Wells Fargo Bank NA		16,120,000		16,120,000
Travis County, TX, Health Facilities Development Corp., Retirement Facilities Revenue, Longhorn Village Project, Series B, 0.08%***, 7/1/2037, LOC: Bank of Scotland		22,230,000		22,230,000
Tulsa, OK, Airports Improvement Trust, Special Facility Revenue, Bizjet International Sales & Support, Inc., 144A, AMT, 0.09%***, 8/1/2018, LOC: Landesbank Hessen-Thuringen		7,000,000		7,000,000
Union County, NC, Enterprise Systems Revenue, 0.05%***, 6/1/2034, LOC: Bank of America NA		13,700,000		13,700,000
University of New Mexico, Systems Improvement Revenues, 0.09%***, 6/1/2026, SPA: JPMorgan Chase Bank		33,625,000		33,625,000
University of Texas, Financing Systems Revenues, Series B, 0.04%***, 8/1/2025, LIQ: University of Texas Investment Management Co.		51,180,000		51,180,000
University of Washington, 0.24%, 7/7/2011		20,000,000		20,000,000
Vermont, Educational & Health Buildings, Financing Agency Revenue, Norwich University Project, 0.07%***, 9/1/2038, LOC: TD Bank NA		9,600,000		9,600,000
Vermont, State Student Assistance Corp., Education Loan Revenue, Series C-2, 144A, AMT, 0.1%***, 12/15/2040, LOC: Lloyds Bank		32,170,000		32,170,000
Vermont, State Student Assistance Corp., Education Loan Revenue., Series B-1, AMT, 0.08%***, 12/15/2039, LOC: Bank of New York Mellon		60,625,000		60,625,000
Washington, State Economic Development Finance Authority, Solid Waste Disposal Revenue, Waste Management, Inc. Project, Series D, AMT, 0.11%***, 7/1/2030, LOC: JPMorgan Chase Bank		20,000,000		20,000,000
Washington, State General Obligation, Series 16C, 144A, 0.1%***, 2/1/2036, LIQ: Wells Fargo Bank NA		10,700,000		10,700,000
Washington, State Health Care Facilities Authority, Swedish Health Services, Series B, 0.07%***, 11/15/2046, LOC: Citibank NA		13,000,000		13,000,000
Washington, State Housing Finance Commission, Multi-Family Revenue, New Tacoma Apartments Project, 0.08%***, 1/1/2040, LOC: Wells Fargo Bank NA		11,400,000		11,400,000
Washington, State Housing Finance Commission, Nonprofit Revenue, St. Thomas School Project, Series B, 0.08%***, 7/1/2036, LOC: Bank of America NA		10,510,000		10,510,000
Washington County, AL, Industrial Development Authority Revenue, Bay Gas Storage Co., Ltd. Project, 144A, 0.07%***, 8/1/2037, LOC: UBS AG		9,165,000		9,165,000
West Virginia, Economic Development Authority, Solid Waste Disposal Facilities, Appalachian Power Co., Series A, 0.08%***, 12/1/2042, LOC: Sumitomo Mitsui Banking		10,800,000		10,800,000
Wisconsin, Housing & Economic Development Authority, Home Ownership Revenue, Series B, 0.14%***, 3/1/2033, LOC: Fannie Mae & Freddie Mac (b)		14,610,000		14,610,000
Wisconsin, State Health & Educational Facilities Authority Revenue, Wheaton Franciscan Systems, 0.08%***, 8/15/2036, LOC: PNC Bank NA		34,000,000		34,000,000
Woodstock, IL, Multi-Family Housing Revenue, Willow Brooke Apartments, AMT, 0.11%***, 4/1/2042, LOC: Wells Fargo Bank NA		25,905,000		25,905,000
Wyoming, Student Loan Corp. Revenue, Series A-3, 0.09%***, 12/1/2043, LOC: Royal Bank of Canada		40,000,000		40,000,000
Total Municipal Investments (Cost $4,788,540,482)				4,788,540,482
Repurchase Agreements 0.8%
BNP Paribas, 0.01%, dated 6/30/2011, to be repurchased at $15,000,004 on 7/1/2011 (c)		15,000,000		15,000,000
BNP Paribas, 0.03%, dated 6/30/2011, to be repurchased at $50,000,042 on 7/1/2011 (d)		50,000,000		50,000,000
JPMorgan Securities, Inc., 0.0001%, dated 6/30/2011, to be repurchased at $10,000,000 on 7/1/2011 (e)		10,000,000		10,000,000
Merrill Lynch & Co., Inc., 0.05%, dated 6/30/2011, to be repurchased at $20,255,584 on 7/1/2011 (f)		20,255,556		20,255,556
Morgan Stanley & Co., Inc., 0.05%, dated 6/30/2011, to be repurchased at $98,000,136 on 7/1/2011 (g)		98,000,000		98,000,000
The Goldman Sachs & Co., 0.03%, dated 6/30/2011, to be repurchased at $9,000,008 on 7/1/2011 (h)		9,000,000		9,000,000
Total Repurchase Agreements (Cost $202,255,556)				202,255,556

	% of Net Assets		Value ($)
Total Investment Portfolio (Cost $25,966,476,794)+		97.7		25,966,476,794
Other Assets and Liabilities, Net		2.3		607,925,207
Net Assets		100.0		26,574,402,001

* These securities are shown at their current rate as of June 30, 2011. Floating rate securities' yields vary with a designated market index or market rate, such as the coupon-equivalent of the US Treasury bill rate.

** Annualized yield at time of purchase; not a coupon rate.

*** Variable rate demand notes and variable rate demand preferred shares are securities whose interest rates are reset periodically at market levels. These securities are often payable on demand and are shown at their current rates as of June 30, 2011.

+The cost for federal income tax purposes was $25,966,476,794.

(a) Government-backed debt issued by financial companies or government sponsored enterprises.

(b) Taxable issue.

(c) Collateralized by $11,673,400 US Treasury Inflation Indexed Note, 1.875%, maturing on 7/15/2013 with a value of $15,300,054.

(d) Collateralized by:

Principal Amount ($)		Security	Rate (%)		Maturity Date	Collateral Value ($)
	3,598,000	Tennessee Valley Authority		4.5-6.75	7/18/2017- 9/15/2039		4,317,239
	1,522,000	Federal National Mortgage Association		0.146	9/19/2011		1,522,167
	35,075,000	Federal Home Loan Bank		1.0-6.8	7/23/2013- 9/3/2030		35,452,121
	9,714,000	Federal Farm Credit Bank		0.156-0.205	9/7/2012- 9/16/2013		9,712,499
Total Collateral Value							51,004,026

(e) Collateralized by $10,215,000 US Treasury Note, 1.375%, maturing on 11/30/2015 with a value of $10,203,517.

(f) Collateralized by:

Principal Amount ($)		Security	Rate (%)		Maturity Date	Collateral Value ($)
	2,317,000	Tennessee Valley Authority		4.625	9/15/2060		2,209,305
	18,460,000	Federal Home Loan Bank		0.136	11/26/2012		18,451,693
Total Collateral Value							20,660,998

(g) Collateralized by $93,667,371 Federal National Mortgage Association, 3.321-6.0%, maturing on 4/1/2033-5/1/2041 with a value of $100,447,963.

(h) Collateralized by:

Principal Amount ($)		Security	Rate (%)		Maturity Date	Collateral Value ($)
	7,201,637	Federal National Mortgage Association		3.494-7.0	9/1/2013- 4/1/2041		7,897,865
	1,179,618	Federal Home Loan Mortgage Corp.		5.5	7/1/2021- 11/1/2021		1,282,135
Total Collateral Value							9,180,000

144A: Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.

AGMC: Assured Guaranty Municipal Corp.

AMT: Subject to alternative minimum tax.

GTY: Guaranty Agreement

INS: Insured

LIQ: Liquidity Facility

LOC: Letter of Credit

NATL: National Public Finance Guarantee Corp.

Radian: Radian Asset Assurance, Inc.

SPA: Standby Bond Purchase Agreement

Fair Value Measurements

Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Portfolio's own assumptions in determining the fair value of investments). The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Securities held by the Portfolio are reflected as Level 2 because the securities are valued at amortized cost (which approximates fair value) and, accordingly, the inputs used to determine value are not quoted prices in an active market.

The following is a summary of the inputs used as of June 30, 2011 in valuing the Portfolio's investments. For information on the Portfolio's policy regarding the valuation of investments, please refer to the Security Valuation section of Note A in the accompanying Notes to Financial Statements.

Assets	Level 1		Level 2		Level 3		Total
Investments in Securities (i)	$	—	$	25,764,221,238	$	—	$	25,764,221,238
Repurchase Agreements		—		202,255,556		—		202,255,556
Total	$	—	$	25,966,476,794	$	—	$	25,966,476,794

There have been no transfers between Level 1 and Level 2 fair value measurements during the six months ended June 30, 2011.

(i) See Investment Portfolio for additional detailed categorizations.

The accompanying notes are an integral part of the financial statements.

Statement of Assets and Liabilities

as of June 30, 2011 (Unaudited)
Assets
Investments in non-affiliated securities, valued at amortized cost	$	25,966,476,794
Cash		754,682,306
Receivable for investments sold		7,510,000
Interest receivable		12,234,912
Other assets		265,283
Total assets		26,741,169,295
Liabilities
Payable for investments purchased		162,366,750
Accrued management fee		2,810,573
Other accrued expenses and payables		1,589,971
Total liabilities		166,767,294
Net assets, at value	$	26,574,402,001

The accompanying notes are an integral part of the financial statements.

Statement of Operations

for the six months ended June 30, 2011 (Unaudited)
Investment Income
Income: Interest	$	41,709,869
Expenses: Management fee		18,276,994
Administration fee		4,387,938
Professional fees		225,734
Reports to shareholders		10,164
Custodian fee		363,800
Trustees' fees and expenses		444,575
Other		522,815
Total expenses before expense reductions		24,232,020
Expense reductions		(833,440	)
Total expenses after expense reductions		23,398,580
Net investment income		18,311,289
Net realized gain (loss) from investments		1,618,954
Net increase (decrease) in net assets resulting from operations	$	19,930,243

The accompanying notes are an integral part of the financial statements.

Statement of Changes in Net Assets

Increase (Decrease) in Net Assets	Six Months Ended June 30, 2011 (Unaudited)			Year Ended December 31, 2010
Operations: Net investment income	$	18,311,289		$	54,765,972
Net realized gain (loss)		1,618,954			1,171,699
Net increase (decrease) in net assets resulting from operations		19,930,243			55,937,671
Capital transactions in shares of beneficial interest: Proceeds from capital invested		139,508,704,551			321,400,411,976
Value of capital withdrawn		(147,386,107,249	)		(329,490,407,575	)
Net increase (decrease) in net assets from capital transactions in shares of beneficial interest		(7,877,402,698	)		(8,089,995,599	)
Increase (decrease) in net assets		(7,857,472,455	)		(8,034,057,928	)
Net assets at beginning of period		34,431,874,456			42,465,932,384
Net assets at end of period	$	26,574,402,001		$	34,431,874,456

The accompanying notes are an integral part of the financial statements.

Financial Highlights

	Six Months Ended 6/30/11 (Unaudited)			Years Ended December 31,
				2010		2009		2008		2007		2006
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions)		26,574			34,432		42,466		29,653		33,739		8,877
Ratio of expenses before expense reductions (%)		.17	*		.17		.16		.17		.17		.20
Ratio of expenses after expense reductions (%)		.16	*		.16		.14		.13		.14		.18
Ratio of net investment income (%)		.13	*		.16		.43		2.85		5.14		4.83
Total Return (%)a,b		.07	**		.17		.48		2.81		5.31		4.97
aTotal return would have been lower had certain expenses not been reduced. bTotal return for the Portfolio was derived from the performance of Cash Reserves Fund Institutional. *Annualized **Not annualized

Notes to Financial Statements (Unaudited)

A. Organization and Significant Accounting Policies

Cash Management Portfolio (the "Portfolio'') is registered under the Investment Company Act of 1940, as amended (the "1940 Act''), as an open-end management investment company organized as a New York business trust.

The Portfolio is a master fund; a master/feeder fund structure is one in which a fund (a "feeder fund"), instead of investing directly in a portfolio of securities, invests most or all of its investment assets in a separate registered investment company (the "master fund") with substantially the same investment objective and policies as the feeder fund. Such a structure permits the pooling of assets of two or more feeder funds, preserving separate identities or distribution channels at the feeder fund level. The Portfolio may have several feeder funds, including affiliated DWS feeder funds, with a significant ownership percentage of the Portfolio's net assets. Investment activities of these feeder funds could have a material impact on the Portfolio. As of June 30, 2011, Cash Management Fund, Cash Reserves Fund Institutional, Cash Reserves Fund — Prime Series and DWS Money Market Series owned approximately 7%, 9%, 4% and 77%, respectively, of the Portfolio.

The Portfolio's financial statements are prepared in accordance with accounting principles generally accepted in the United States of America which require the use of management estimates. Actual results could differ from those estimates. The policies described below are followed consistently by the Portfolio in the preparation of its financial statements.

Security Valuation. Various inputs are used in determining the value of the Portfolio's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, and credit risk). Level 3 includes significant unobservable inputs (including the Portfolios' own assumptions in determining the fair value of investments). The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The Portfolio values all securities utilizing the amortized cost method permitted in accordance with Rule 2a-7 under the 1940 Act and certain conditions therein. Under this method, which does not take into account unrealized capital gains or losses on securities, an instrument is initially valued at its cost and thereafter assumes a constant accretion/amortization rate to maturity of any discount or premium. Securities held by the Portfolio are reflected as Level 2 because the securities are valued at amortized cost (which approximates fair value) and, accordingly, the inputs used to determine value are not quoted prices in an active market.

Repurchase Agreements. The Portfolio may enter into repurchase agreements with certain banks and broker/dealers whereby the Portfolio, through its custodian or a sub-custodian bank, receives delivery of the underlying securities, the amount of which at the time of purchase and each subsequent business day is required to be maintained at such a level that the value is equal to at least the principal amount of the repurchase price plus accrued interest. The custodian bank holds the collateral in a separate account until the agreement matures. If the value of the securities falls below the principal amount of the repurchase agreement plus accrued interest, the financial institution deposits additional collateral by the following business day. If the financial institution either fails to deposit the required additional collateral or fails to repurchase the securities as agreed, the Portfolio has the right to sell the securities and recover any resulting loss from the financial institution. If the financial institution enters into bankruptcy, the Portfolio's claims on the collateral may be subject to legal proceedings.

Federal Income Taxes. The Portfolio is considered a Partnership under the Internal Revenue Code, as amended. Therefore, no federal income tax provision is necessary.

It is intended that the Portfolio's assets, income and distributions will be managed in such a way that an investor in the Portfolio will be able to satisfy the requirements of Subchapter M of the Code, assuming that the investor invested all of its assets in the Portfolio.

The Portfolio has reviewed the tax positions for the open tax years as of December 31, 2010 and has determined that no provision for income tax is required in the Portfolio's financial statements. The Portfolio's federal tax returns for the prior three fiscal years remain open subject to examination by the Internal Revenue Service.

Contingencies. In the normal course of business, the Portfolio may enter into contracts with service providers that contain general indemnification clauses. The Portfolio's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Portfolio that have not yet been made. However, based on experience, the Portfolio expects the risk of loss to be remote.

Other. Investment transactions are accounted for on trade date. Interest income is recorded on the accrual basis. Distributions of income and capital gains from investment companies are recorded on the ex-dividend date. Realized gains and losses from investment transactions are recorded on an identified cost basis. All discounts and premiums are accreted/amortized for both tax and financial reporting purposes.

The Portfolio makes an allocation of its net investment income and realized gains and losses from securities transactions to its investors in proportion to their investment in the Portfolio.

B. Fees and Transactions with Affiliates

Management Agreement. Under the Investment Management Agreement with Deutsche Investment Management Americas Inc. ("DIMA" or the "Advisor"), an indirect, wholly owned subsidiary of Deutsche Bank AG, the Advisor determines the securities, instruments and other contracts relating to investments to be purchased, sold or entered into by the Portfolio.

Under the Investment Management Agreement, the Portfolio pays the Advisor a monthly management fee based on its average daily net assets, computed and accrued daily and payable monthly, at the following annual rates:

First $3.0 billion of the Portfolio's average daily net assets	.1500	%
Next $4.5 billion of such net assets	.1325	%
Over $7.5 billion of such net assets	.1200	%

The Advisor has voluntarily agreed to waive total operating expenses at 0.16% of its average daily net assets (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest). This voluntary waiver or reimbursement may be terminated at any time at the option of the Advisor.

For the six months ended June 30, 2011, the Advisor waived a portion of its management fee aggregating $833,440, and the amount charged aggregated $17,443,554, which was equivalent to an annualized effective rate of 0.12% of the Portfolio's average daily net assets.

Administration Fee. Pursuant to an Administrative Services Agreement, DIMA provides most administrative services to the Portfolio. For all services provided under the Administrative Services Agreement, the Portfolio pays the Advisor an annual fee ("Administration Fee") of 0.03% of the Portfolio's average daily net assets, computed and accrued daily and payable monthly. For the six months ended June 30, 2011, the Administration Fee was $4,387,938, of which $671,447 is unpaid.

Trustees' Fees and Expenses. The Portfolio paid each Trustee not affiliated with the Advisor retainer fees plus specified amounts for various committee services and for the Board Chairperson.

C. Line of Credit

The Portfolio and other affiliated funds (the "Participants") share in a $450 million revolving credit facility provided by a syndication of banks. The Portfolio may borrow for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. The Participants are charged an annual commitment fee which is allocated based on net assets, among each of the Participants. Interest is calculated at a rate per annum equal to the sum of the Federal Funds Rate plus 1.25 percent plus if LIBOR exceeds the Federal Funds Rate the amount of such excess. The Portfolio may borrow up to a maximum of 33 percent of its net assets under the agreement. The Fund had no outstanding loans at June 30, 2011.

Other Information

Proxy Voting

The fund's policies and procedures for voting proxies for portfolio securities and information about how the fund's voted proxies related to its portfolio securities during the 12-month period ended June 30 are available on our Web site — www.dws-investments.com (click on "proxy voting"at the bottom of the page) — or on the SEC's Web site — www.sec.gov. To obtain a written copy of each fund's policies and procedures without charge, upon request, call us toll free at (800) 621-1048.

Summary of Management Fee Evaluation by Independent Fee Consultant

October 3, 2010

Pursuant to an Order entered into by Deutsche Investment Management Americas and affiliates (collectively, "DeAM") with the Attorney General of New York, I, Thomas H. Mack, have been appointed the Independent Fee Consultant for the DWS Funds (formerly the DWS Scudder Funds). My duties include preparing an annual written evaluation of the management fees DeAM charges the Funds, considering among other factors the management fees charged by other mutual fund companies for like services, management fees DeAM charges other clients for like services, DeAM's costs of supplying services under the management agreements and related profit margins, possible economies of scale if a Fund grows larger, and the nature and quality of DeAM's services, including fund performance. This report summarizes my evaluation for 2010, including my qualifications, the evaluation process for each of the DWS Funds, consideration of certain complex-level factors, and my conclusions. I served in substantially the same capacity in 2007, 2008, and 2009.

Qualifications

For more than 35 years I have served in various professional capacities within the investment management business. I have held investment analysis and advisory positions, including securities analyst, portfolio strategist and director of investment policy with a large investment firm. I have also performed business management functions, including business development, financial management and marketing research and analysis.

Since 1991, I have been an independent consultant within the asset management industry. I have provided services to over 125 client organizations, including investment managers, mutual fund boards, product distributors and related organizations. Over the past ten years I have completed a number of assignments for mutual fund boards, specifically including assisting boards with management contract renewal.

I hold a Master of Business Administration degree, with highest honors, from Harvard University and Master of Science and Bachelor of Science (highest honors) degrees from the University of California at Berkeley. I am an independent director and audit committee financial expert for two closed-end mutual funds and have served in various leadership and financial oversight capacities with non-profit organizations.

Evaluation of Fees for each DWS Fund

My work focused primarily on evaluating, fund-by-fund, the fees charged to each of the 118 publicly offered Fund portfolios in the DWS Fund family. For each Fund, I considered each of the key factors mentioned above, as well as any other relevant information. In doing so I worked closely with the Funds' Independent Directors in their annual contract renewal process, as well as in their approval of contracts for several new funds (documented separately).

In evaluating each Fund's fees, I reviewed comprehensive materials provided by or on behalf of DeAM, including expense information prepared by Lipper Analytical, comparative performance information, profitability data, manager histories, and other materials. I also accessed certain additional information from the Lipper and Morningstar databases and drew on my industry knowledge and experience.

To facilitate evaluating this considerable body of information, I prepared for each Fund a document summarizing the key data elements in each area as well as additional analytics discussed below. This made it possible to consider each key data element in the context of the others.

In the course of contract renewal, DeAM agreed to implement a number of fee and expense adjustments requested by the Independent Directors which will favorably impact future fees and expenses, and my evaluation includes the effects of these changes.

Fees and Expenses Compared with Other Funds

The competitive fee and expense evaluation for each fund focused on two primary comparisons:

The Fund's contractual management fee (the advisory fee plus the administration fee where applicable) compared with those of a group of typically 12-15 funds in the same Lipper investment category (e.g. Large Capitalization Growth) having similar distribution arrangements and being of similar size.

The Fund's total expenses compared with a broader universe of funds from the same Lipper investment category and having similar distribution arrangements.

These two comparisons provide a view of not only the level of the fee compared with funds of similar scale but also the total expense the Fund bears for all the services it receives, in comparison with the investment choices available in the Fund's investment category and distribution channel. The principal figure-of-merit used in these comparisons was the subject Fund's percentile ranking against peers.

DeAM's Fees for Similar Services to Others

DeAM provided management fee schedules for all of its US domiciled fund and non-fund investment management accounts in any of the investment categories where there is a DWS Fund. These similar products included the other DWS Funds, non-fund pooled accounts, institutional accounts and sub-advisory accounts. Using this information, I calculated for each Fund the fee that would be charged to each similar product, at the subject Fund's asset level.

Evaluating information regarding non-fund products is difficult because there are varying levels of services required for different types of accounts, with mutual funds generally requiring considerably more regulatory and administrative types of service as well as having more frequent cash flows than other types of accounts. Also, while mutual fund fees for similar fund products can be expected to be similar, there will be some differences due to different pricing conditions in different distribution channels (e.g. retail funds versus those used in variable insurance products), differences in underlying investment processes and other factors.

Costs and Profit Margins

DeAM provided a detailed profitability analysis for each Fund. After making some adjustments so that the presentation would be more comparable to the available industry figures, I reviewed profit margins from investment management alone, from investment management plus other fund services (excluding distribution) provided to the Funds by DeAM (principally shareholder services), and DeAM profits from all sources, including distribution. A later section comments on overall profitability.

Economies of Scale

Economies of scale — an expected decline in management cost per dollar of fund assets as fund assets grow — are very rarely quantified and documented because of inherent difficulties in collecting and analyzing relevant data. However, in virtually every investment category that I reviewed, larger funds tend to have lower fees and lower total expenses than smaller funds. To see how each DWS Fund compares with this industry observation, I reviewed:

The trend in Fund assets over the last five years and the accompanying trend in total expenses. This shows if the Fund has grown and, if so, whether total expense (management fees as well as other expenses) have declined as a percent of assets.

Whether the Fund has break-points in its management fee schedule, the extent of the fee reduction built into the schedule and the asset levels where the breaks take effect, and in the case of a sub-advised Fund how the Fund's break-points compare with those of the sub-advisory fee schedule.

How the Fund's contractual fee schedule compares with trends in the industry data. To accomplish this, I constructed a chart showing how actual latest-fiscal-year contractual fees of the Fund and of other similar funds relate to average fund assets, with the subject Fund's contractual fee schedule superimposed.

Quality of Service — Performance

The quality-of-service evaluation focused on investment performance, which is the principal result of the investment management service. Each Fund's performance was reviewed over the past 1, 3, 5 and 10 years, as applicable, and compared with that of other funds in the same investment category and with a suitable market index.

In addition, I calculated and reviewed risk-adjusted returns relative to an index of similar mutual funds' returns and a suitable market index. The risk-adjusted returns analysis provides a way of determining the extent to which the Fund's return comparisons are mainly the product of investment value-added (or lack thereof) or alternatively taking considerably more or less risk than is typical in its investment category.

I also received and considered the history of portfolio manager changes for each Fund, as this provided an important context for evaluating the performance results.

Complex-Level Considerations

While this evaluation was conducted mainly at the individual fund level, there are some issues relating to the reasonableness of fees that can alternatively be considered across the whole fund complex:

I reviewed DeAM's profitability analysis for all DWS Funds, with a view toward determining if the allocation procedures used were reasonable and how profit levels compared with public data for other investment managers.

I considered whether DeAM and affiliates receive any significant ancillary or "fall-out" benefits that should be considered in interpreting the direct profitability results. These would be situations where serving as the investment manager of the Funds is beneficial to another part of the Deutsche Bank organization.

I considered how aggregated DWS Fund expenses had varied over the years, by asset class and in the context of trends in asset levels.

I reviewed the structure of the DeAM organization, trends in staffing levels, and information on compensation of investment management and other professionals compared with industry data.

Findings

Based on the process and analysis discussed above, which included reviewing a wide range of information from management and external data sources and considering among other factors the fees DeAM charges other clients, the fees charged by other fund managers, DeAM's costs and profits associated with managing the Funds, economies of scale, possible fall-out benefits, and the nature and quality of services provided, in my opinion the management fees charged the DWS Funds are reasonable.

Thomas H. Mack

Summary of Administrative Fee Evaluation by Independent Fee Consultant

October 4, 2010

Pursuant to an Order entered into by Deutsche Asset Management (DeAM) with the Attorney General of New York, I, Thomas H. Mack, have been appointed the Independent Fee Consultant for the DWS Funds and have as part of my duties evaluated the reasonableness of a proposed pass-through to the funds of certain reporting costs associated with new regulations for money funds. My evaluation considered the following:

• My recently completed annual evaluation (please see my summary report of October 3, 2010), concluding that the prospective fees and expenses of all the DWS-sponsored money funds are reasonable.

• The fact that in my opinion the services DWS would provide under the combination of the Advisory and proposed Administration Agreements continues to be comparable with those typically provided to competitive funds under their management agreements.

• Management's analysis showing that the maximum total expense ratio impact of this change on any fund share class would be 1.3 basis points, which in my opinion is not material to my conclusions about the reasonableness of expenses.

Based on the foregoing considerations, in my opinion the proposed fees and expenses for the affected DWS-sponsored money funds are reasonable.

Thomas H. Mack

Privacy Statement

FACTS	What Does DWS Investments Do With Your Personal Information?
Why?	Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share and protect your personal information. Please read this notice carefully to understand what we do.
What?	The types of personal information we collect and share can include: • Social Security number • Account balances • Purchase and transaction history • Bank account information • Contact information such as mailing address, e-mail address and telephone number
How?	All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information, the reasons DWS Investments chooses to share and whether you can limit this sharing.

Reasons we can share your personal information	Does DWS Investments share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders or legal investigations	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We do not share
For our affiliates' everyday business purposes — information about your transactions and experiences	No	We do not share
For our affiliates' everyday business purposes — information about your creditworthiness	No	We do not share
For non-affiliates to market to you	No	We do not share

Questions? Call (800) 621-1048 or e-mail us at dws-investments.info@dws.com

Who we are
Who is providing this notice?	DWS Investments Distributors, Inc.; Deutsche Investment Management Americas, Inc.; DeAM Investor Services, Inc.; DWS Trust Company; the DWS Funds
What we do
How does DWS Investments protect my personal information?	To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How does DWS Investments collect my personal information?	We collect your personal information, for example. When you: • open an account • give us your contact information • provide bank account information for ACH or wire transactions • tell us where to send money • seek advice about your investments
Why can't I limit all sharing?	Federal law gives you the right to limit only • sharing for affiliates' everyday business purposes — information about your creditworthiness • affiliates from using your information to market to you • sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing.
Definitions
Affiliates	Companies related by common ownership or control. They can be financial or non-financial companies. Our affiliates include financial companies with the DWS or Deutsche Bank ("DB") name, such as DB AG Frankfurt and DB Alex Brown.
Non-affiliates	Companies not related by common ownership or control. They can be financial and non-financial companies. Non-affiliates we share with include account service providers, service quality monitoring services, mailing service providers and verification services to help in the fight against money laundering and fraud.
Joint marketing	A formal agreement between non-affiliated financial companies that together market financial products or services to you. DWS Investments does not jointly market.

Rev. 09/2010

ITEM 2.	CODE OF ETHICS
	Not applicable.
ITEM 3.	AUDIT COMMITTEE FINANCIAL EXPERT
	Not applicable
ITEM 4.	PRINCIPAL ACCOUNTANT FEES AND SERVICES
	Not applicable
ITEM 5.	AUDIT COMMITTEE OF LISTED REGISTRANTS
	Not applicable
ITEM 6.	SCHEDULE OF INVESTMENTS
	Not applicable
ITEM 7.	DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
	Not applicable
ITEM 8.	PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES
	Not applicable
ITEM 9.	PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS
	Not applicable
ITEM 10.	SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
	There were no material changes to the procedures by which shareholders may recommend nominees to the Fund’s Board.  The primary function of the Nominating and Governance Committee is to identify and recommend individuals for membership on the Board and oversee the administration of the Board Governance Guidelines. Shareholders may recommend candidates for Board positions by forwarding their correspondence by U.S. mail or courier service to Paul K. Freeman, Independent Chairman, DWS Funds, P.O. Box 101833, Denver, CO 80250-1833.
ITEM 11.	CONTROLS AND PROCEDURES
	(a)	The Chief Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on the evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.
	(b)	There have been no changes in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal controls over financial reporting.
ITEM 12.	EXHIBITS
	(a)(1)	Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.
	(b)	Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

Form N-CSRS Item F

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:	Prime Series, a series of Cash Reserve Fund, Inc.
By:	/s/W. Douglas Beck W. Douglas Beck President
Date:	August 29, 2011

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/W. Douglas Beck W. Douglas Beck President
Date:	August 29, 2011
By:	/s/Paul Schubert Paul Schubert Chief Financial Officer and Treasurer
Date:	August 29, 2011

EX-99.CERT

President

Form N-CSRS Certification under Sarbanes Oxley Act

I, W. Douglas Beck, certify that:

1.   I have reviewed this report, filed on behalf of Prime Series, a series of Cash Reserve Fund, Inc., on Form N-CSRS;

2.   Based on my knowledge, this report does not contain any untrue statement of a 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 officer(s) 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) and internal control over financial reporting (as defined in Rule 30a-3(d) 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;

(b)   Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)   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; and

(d)   Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.   The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of 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 information; and

(b)   Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

August 29, 2011	/s/W. Douglas Beck
	W. Douglas Beck
	President

Chief Financial Officer and Treasurer

Form N-CSRS Certification under Sarbanes Oxley Act

I, Paul Schubert, certify that:

1.   I have reviewed this report, filed on behalf of Prime Series, a series of Cash Reserve Fund, Inc., on Form N-CSRS;

2.   Based on my knowledge, this report does not contain any untrue statement of a 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 officer(s) 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) and internal control over financial reporting (as defined in Rule 30a-3(d) 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;

(b)   Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)   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; and

(d)   Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.   The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of 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 information; and

(b)   Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

August 29, 2011	/s/Paul Schubert
	Paul Schubert
	Chief Financial Officer and Treasurer

EX-99.906 CERT

President

Section 906 Certification under Sarbanes Oxley Act

I, W. Douglas Beck, certify that:

1.   I have reviewed this report, filed on behalf of Prime Series, a series of Cash Reserve Fund, Inc., on Form N-CSRS;

2.   Based on my knowledge and pursuant to 18 U.S.C. § 1350, the periodic report on Form N-CSRS (the “Report”) fully complies with the requirements of § 13 (a) or § 15 (d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

August 29, 2011	/s/W. Douglas Beck
	W. Douglas Beck
	President

Chief Financial Officer and Treasurer

Section 906 Certification under Sarbanes Oxley Act

I, Paul Schubert, certify that:

1.   I have reviewed this report, filed on behalf of Prime Series, a series of Cash Reserve Fund, Inc., on Form N-CSRS;

2.   Based on my knowledge and pursuant to 18 U.S.C. § 1350, the periodic report on Form N-CSRS (the “Report”) fully complies with the requirements of § 13 (a) or § 15 (d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

August 29, 2011	/s/Paul Schubert
	Paul Schubert
	Chief Financial Officer and Treasurer