-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Hhlrhy+M7WtrmhbMFA1xcZStd7NMJCnFxk0X+tVazYkScnDYiSJBo8DGAp9X8jou mDNfSTqegnaRu8GbC6JziA== 0001047469-04-028094.txt : 20040907 0001047469-04-028094.hdr.sgml : 20040906 20040907144401 ACCESSION NUMBER: 0001047469-04-028094 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20040630 FILED AS OF DATE: 20040907 DATE AS OF CHANGE: 20040907 EFFECTIVENESS DATE: 20040907 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UBS MUNICIPAL MONEY MARKET SERIES CENTRAL INDEX KEY: 0000868055 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-06173 FILM NUMBER: 041018571 BUSINESS ADDRESS: STREET 1: C/O UBS GLOBAL ASSET MANAGEMENT (US) INC STREET 2: 51 WEST 52ND ST CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212 882 5575 MAIL ADDRESS: STREET 1: C/O UBS GLOBAL ASSET MANAGEMENT (US) INC STREET 2: 51 WEST 52ND STREET CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: UBS PAINEWEBBER MUNICIPAL MONEY MARKET SERIES DATE OF NAME CHANGE: 20010625 FORMER COMPANY: FORMER CONFORMED NAME: PAINEWEBBER MUNICIPAL MONEY MARKET SERIES DATE OF NAME CHANGE: 19960511 FORMER COMPANY: FORMER CONFORMED NAME: KIDDER PEABODY MUNICIPAL MONEY MARKET SERIES DATE OF NAME CHANGE: 19950323 N-CSR 1 a2143120zn-csr.txt N-CSR UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number: 811-06173 --------------------------------------------- UBS Municipal Money Market Series - -------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) 51 West 52nd Street, New York, New York 10019-6114 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Mark F. Kemper, Esq. UBS Global Asset Management (US) Inc. 51 West 52nd Street New York, NY 10019-6114 (Name and address of agent for service) Copy to: Jack W. Murphy, Esq. Dechert LLP 1775 I Street, N.W. Washington, DC 20006-2401 Registrant's telephone number, including area code: 212-882 5000 Date of fiscal year end: June 30 Date of reporting period: June 30, 2004 ITEM 1. REPORTS TO STOCKHOLDERS. [UBS GLOBAL ASSET MANAGEMENT LOGO] UBS RMA MONEY MARKET PORTFOLIO U.S. GOVERNMENT PORTFOLIO TAX-FREE FUND CALIFORNIA MUNICIPAL MONEY FUND NEW YORK MUNICIPAL MONEY FUND NEW JERSEY MUNICIPAL MONEY FUND ANNUAL REPORT JUNE 30, 2004 UBS RMA August 15, 2004 DEAR SHAREHOLDER, We present you with the annual report for UBS RMA Money Market Portfolio; UBS RMA U.S. Government Portfolio; UBS RMA Tax-Free Fund Inc.; UBS RMA California Municipal Money Fund; UBS RMA New York Municipal Money Fund; and UBS RMA New Jersey Municipal Money Fund, for the fiscal year ended June 30, 2004. PERFORMANCE In an environment that was generally characterized by low short-term interest rates, yields available from money market instruments were low over the 12-month period. As of June 30, 2004, the funds' seven day current yields were: UBS RMA Money Market Portfolio--0.61%; UBS RMA U.S. Government Portfolio--0.51%; UBS RMA Tax-Free Fund Inc.--0.48%; UBS RMA California Municipal Money Fund--0.38%; UBS RMA New York Municipal Money Fund--0.33%; and UBS RMA New Jersey Municipal Money Fund--0.22%. (For more on the Funds' performance, refer to "Performance At A Glance" on page 5.) AN INTERVIEW WITH THE PORTFOLIO MANAGERS Q. CAN YOU DESCRIBE THE ECONOMIC ENVIRONMENT DURING THE REPORTING PERIOD? A. During the period, gross domestic product (GDP) figures confirmed that the US economy was growing, fueled by the combined effects of robust consumer and business spending, an increase in exports and ongoing military spending. Third quarter 2003 GDP came in at 8.2%, up from 3.3% over the prior three months. This number was far higher than anticipated, and the sharpest [SIDENOTE] UBS RMA MONEY MARKET PORTFOLIO, UBS RMA U.S. GOVERNMENT PORTFOLIO INVESTMENT GOAL (BOTH PORTFOLIOS): Maximum current income consistent with preservation of capital and liquidity. PORTFOLIO MANAGERS (BOTH PORTFOLIOS): Michael Markowitz Robert Sabatino UBS Global Asset Management (US) Inc. COMMENCEMENT (BOTH PORTFOLIOS): October 4, 1982 UBS RMA TAX-FREE FUND INC., UBS RMA CALIFORNIA MUNICIPAL MONEY FUND, UBS RMA NEW YORK MUNICIPAL MONEY FUND, UBS RMA NEW JERSEY MUNICIPAL MONEY FUND INVESTMENT GOAL (ALL FOUR FUNDS): Maximum current income exempt from Federal and/or a specific state's personal income taxes consistent with preservation of capital and liquidity. PORTFOLIO MANAGER (ALL FOUR FUNDS): Debbie Baggett, UBS Global Asset Management (US) Inc. COMMENCEMENT: Tax-Free--October 4, 1982 California Municipal--November 7, 1988 New York Municipal--November 10, 1988 New Jersey Municipal--February 1, 1991 DIVIDEND PAYMENT (ALL SIX FUNDS): Monthly 1 recorded advance of GDP since 1984. Strong fourth quarter 2003 and first quarter 2004 numbers followed, at 4.1% and 4.5%, respectively. Q. HOW DID THE FEDERAL RESERVE BOARD (THE "FED") REACT IN THIS ECONOMIC ENVIRONMENT? A. Despite increasing signs that an economic rebound was taking hold, the Fed maintained its accommodative monetary policy through much of the period. As late as the end of March 2004, many market participants believed that the Fed would hold rates steady until after the November presidential election, or until early 2005. However, this abruptly changed as the improvement in the labor market became apparent. Following the March employment report, which showed that 308,000 new jobs had been created, the Fed began to lay the groundwork for higher rates. After many months of speculation, the Fed raised the federal funds rate (or "fed funds" rate)--the rate that banks charge one another for funds they borrow on an overnight basis--from 1.00% to 1.25% on June 30, 2004. In raising the rate--the first of its kind in four years--the Fed noted, "policy accommodation can be removed at a pace that is likely to be measured." However, it also made it clear that it was leaving the door open for larger and more frequent rate hikes, if necessary, to ward off inflation. Q. HOW DID YOU POSITION THE FUNDS DURING THE PERIOD? A. Throughout much of the reporting period, we employed a "barbell" strategy, whereby we purchased securities at both ends of the maturity spectrum. Our longer-term securities--with maturities up to one year--were used to lock in higher yields during periods when interest rates fell, while our shorter-term securities--with maturities of one month or less--provided liquidity. This strategy was beneficial because it allowed us to generate incremental yield compared with a more "laddered" approach, wherein a portfolio is spread out among all maturity levels, and helped us manage liquidity. Liquidity requirements for UBS RMA Money Market Portfolio and UBS RMA U.S. Government Portfolio increased, given the high level of share redemptions over the period. Assets in each fund declined over the fiscal year. Looking at the funds more closely, for both UBS RMA Money Market Portfolio and UBS RMA U.S. Government Portfolio, we maintained our strategy of emphasizing quality and liquidity. Within UBS RMA U.S. Government Portfolio, this involved concentrating a large portion of the portfolio's holdings in US Treasury securities. Within UBS RMA Money Market Portfolio, this strategy entailed an emphasis on commercial paper, which, in the healthier credit environment that characterized the period, offered a yield advantage. We also 2 held weightings in other sectors, including US government agency obligations, certificates of deposit and other short-term corporate obligations, which helped maintain the Portfolio's overall level of diversification. Within UBS RMA Tax-Free Fund Inc., UBS RMA California Municipal Money Fund, UBS RMA New York Municipal Money Fund and UBS RMA New Jersey Municipal Money Fund, credit quality and liquidity were also at the forefront of our positioning strategy. This helped us to avoid credit problems that plagued several sectors of the municipal market. Q. WHAT IS YOUR OUTLOOK FOR THE ECONOMY, AND HOW DO YOU ANTICIPATE STRUCTURING THE FUNDS GOING FORWARD? A. Deflationary pressures appear to have abated, and inflation has become a concern for many market participants. Core inflation (excluding food and energy) has risen in recent months. At the same time, high oil prices are starting to work their way through the economy, and companies may pass these incremental costs along to consumers. At this point, we expect the Fed to continue raising interest rates in the months to come. In fact, after period end, the Fed raised rates another 25 basis points at its August meeting. The futures markets forecast that the fed funds rate will rise to 4.00% by the end of 2005, an increase of 2.50% from the current level. In anticipation of the higher interest rate environment, we have let the funds' weighted average maturities drift shorter in order to take advantage of higher yields. Maintaining high-quality portfolios will also be of paramount importance. For UBS RMA Money Market Portfolio and UBS RMA U.S. Government Portfolio, we anticipate allocating a large portion of each portfolio to US government securities. 3 Our ultimate objective in managing your investments is to help you successfully meet your financial goals. We thank you for your continued support, and welcome any comments or questions you may have. For additional information on UBS funds,* please contact your financial advisor or visit us at www.ubs.com. Sincerely, /s/ JOSEPH A. VARNAS /s/ DEBBIE BAGGETT JOSEPH A. VARNAS DEBBIE BAGGETT PRESIDENT PORTFOLIO MANAGER UBS RMA Money Fund Inc. UBS RMA Tax-Free Fund Inc. (UBS RMA Money Market UBS RMA California Municipal Portfolio and UBS RMA Money Fund U.S. Government Portfolio) UBS RMA New York Municipal UBS RMA Tax-Free Fund Inc. Money Fund UBS Managed Municipal Trust UBS RMA New Jersey Municipal (UBS RMA California Municipal Money Fund Money Fund and UBS RMA DIRECTOR New York Municipal Money Fund) UBS Global Asset Management UBS Municipal Money Market (US) Inc. Series (UBS RMA New Jersey Municipal Money Fund) MANAGING DIRECTOR UBS Global Asset Management (US) Inc. /s/ MICHAEL MARKOWITZ /s/ ROBERT SABATINO MICHAEL MARKOWITZ ROBERT SABATINO PORTFOLIO MANAGER PORTFOLIO MANAGER UBS RMA Money Market Portfolio UBS RMA Money Market Portfolio UBS RMA U.S. Government Portfolio UBS RMA U.S. Government Portfolio MANAGING DIRECTOR DIRECTOR UBS Global Asset Management UBS Global Asset Management (US) Inc. (US) Inc. This letter is intended to assist shareholders in understanding how the Funds performed during the 12 months ended June 30, 2004, and reflects our views at the time of its writing. Of course, these views may change in response to changing circumstances, and they do not guarantee the future performance of the markets or the Funds. We encourage you to consult your financial advisor regarding your personal investment program. * Mutual funds are sold by prospectus only. A prospectus contains more complete information regarding investment objectives, risks, charges and expenses, and should be read carefully before investing. 4 PERFORMANCE AT A GLANCE (UNAUDITED)
7-DAY 7-DAY WEIGHTED YIELDS AND CHARACTERISTICS CURRENT EFFECTIVE AVERAGE AS OF JUNE 30, 2004* YIELD YIELD MATURITY** NET ASSETS - --------------------------------------------------------------------------------------- UBS RMA Money Market Portfolio 0.61% 0.61% 42 days $12.4 billion UBS RMA U.S. Government Portfolio 0.51 0.51 48 days $1.3 billion UBS RMA Tax-Free Fund Inc. 0.48 0.49 32 days $2.9 billion UBS RMA California Municipal Money Fund 0.38 0.38 20 days $739.1 million UBS RMA New York Municipal Money Fund 0.33 0.33 25 days $562.4 million UBS RMA New Jersey Municipal Money Fund 0.22 0.22 34 days $137.4 million
* Yields will flucuate and may reflect fee waivers and/or expense reimbursements. Performance data quoted represents past performance. Past performance does not guarantee future results. The Funds and Portfolios are actively managed and their composition will vary over time. ** The Funds and Portfolios are actively managed and their weighted average maturities will differ over time. 5 UBS RMA MONEY MARKET PORTFOLIO Statement of Net Assets -- June 30, 2004
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- U.S. GOVERNMENT AGENCY OBLIGATIONS--26.43% 1.020 to $ 300,000 Federal Farm Credit Bank 07/01/04 1.050%* $ 300,009,111 07/01/04 to 0.993 to 784,900 Federal Home Loan Bank 07/05/04 1.030* 784,664,447 07/30/04 to 1.100 to 706,500 Federal Home Loan Bank 05/04/05 2.250 706,557,111 07/06/04 to 1.040 to 193,208 Federal Home Loan Mortgage Corp. 12/15/04 1.140@ 192,619,439 65,500 Federal Home Loan Mortgage Corp. 03/01/05 1.420 65,500,000 07/07/04 to 1.080 to 702,912 Federal National Mortgage Association 02/04/05 1.150@ 700,154,449 07/18/04 to 1.204 to 275,000 Federal National Mortgage Association 07/28/04 1.235* 274,993,667 03/29/05 to 1.400 to 262,200 Federal National Mortgage Association 06/03/05 1.850 262,200,000 - --------------------------------------------------------------------------------------------------------------- Total U.S. Government Agency Obligations (cost--$3,286,698,224) 3,286,698,224 - --------------------------------------------------------------------------------------------------------------- BANK NOTES--0.42% U.S.--0.42% 52,000 Wells Fargo Bank N.A. (cost--$52,000,000) 07/01/04 1.030* 52,000,000 CERTIFICATES OF DEPOSIT--21.51% NON-U.S.--12.99% 100,000 Abbey National Treasury Services PLC 07/07/04 1.050 100,000,000 150,000 Bank of Montreal 07/12/04 1.120 150,000,000 192,000 Barclays Bank PLC 07/01/04 1.050* 191,996,093 100,000 Bayerische Landesbank Girozentrale 07/26/04 1.260* 100,001,993 150,000 Bayerische Landesbank Girozentrale 08/13/04 1.100 150,000,000 07/06/04 to 1.080 to 200,000 Credit Suisse First Boston NY 07/09/04 1.100 200,000,000 80,000 HSBC (USA), Inc. 04/22/05 1.555 80,000,000 07/01/04 to 1.055 to 253,500 Natexis Banque Populaires 07/09/04 1.130 253,500,000 100,000 Rabobank Nederland N.V. 07/01/04 1.043* 99,999,006
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PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- CERTIFICATES OF DEPOSIT--(CONCLUDED) NON-U.S.--(CONCLUDED) 07/06/04 to 1.078 to $ 175,000 Societe Generale NY 07/12/04 1.109%* $ 174,961,323 115,000 UniCredito Italiano SpA 07/26/04 1.230 115,000,000 1,615,458,415 U.S.--8.52% 07/07/04 to 1.110 to 250,000 American Express Centurion Bank 07/23/04 1.220 250,000,000 102,500 Dexia Bank NY 07/20/04 1.270 102,500,000 150,000 Discover Bank Delaware 07/27/04 1.270 150,000,000 07/14/04 to 1.180 to 180,000 First Tennessee Bank N.A. (Memphis) 07/22/04 1.220 180,000,000 276,500 State Street Bank & Trust Co. 07/15/04 1.130 276,500,000 100,000 Wells Fargo Bank N.A. 07/21/04 1.230 100,000,000 1,059,000,000 - --------------------------------------------------------------------------------------------------------------- Total Certificates of Deposit (cost--$2,674,458,415) 2,674,458,415 - --------------------------------------------------------------------------------------------------------------- COMMERCIAL PAPER@--41.63% ASSET BACKED-AUTO & TRUCK--1.41% 07/12/04 to 175,000 New Center Asset Trust 07/19/04 1.130 174,923,097 ASSET BACKED-MISCELLANEOUS--15.16% 07/06/04 to 1.080 to 265,000 Amsterdam Funding Corp. 07/23/04 1.300 264,858,622 07/01/04 to 1.060 to 243,411 Barton Capital Corp. 07/08/04 1.150 243,368,154 07/02/04 to 1.060 to 133,280 Falcon Asset Securitization Corp. 07/23/04 1.250 133,225,949 70,300 Kitty Hawk Funding Corp. 07/23/04 1.300 70,244,150 45,136 Old Line Funding Corp. 07/19/04 1.140 45,110,272 07/09/04 to 1.170 to 142,350 Preferred Receivables Funding Corp. 07/22/04 1.250 142,293,120 07/12/04 to 1.240 to 226,493 Receivables Capital Corp. 07/22/04 1.270 226,361,966 75,159 Triple A One Funding 07/08/04 1.120 75,142,632
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PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- COMMERCIAL PAPER@--(CONTINUED) ASSET BACKED-MISCELLANEOUS--(CONCLUDED) 07/09/04 to 1.100 to $ 200,000 Variable Funding Capital Corp. 07/12/04 1.110% $ 199,941,639 07/07/04 to 1.100 to 202,000 Windmill Funding Corp. 07/12/04 1.120 201,942,788 07/12/04 to 1.140 to 283,000 Yorktown Capital LLC 07/16/04 1.320 282,879,255 - --------------------------------------------------------------------------------------------------------------- 1,885,368,547 - --------------------------------------------------------------------------------------------------------------- ASSET BACKED-SECURITIES--7.75% 49,500 Dorada Finance, Inc. 07/09/04 1.130 49,487,570 07/02/04 to 1.060 to 295,500 Galaxy Funding, Inc. 07/22/04 1.140 295,416,776 07/13/04 to 1.130 to 270,556 Giro Funding U.S. Corp. 07/30/04 1.330 270,341,484 100,000 Giro Multi-Funding Corp. 07/20/04 1.230 99,935,083 07/06/04 to 1.080 to 248,000 Grampian Funding LLC 07/12/04 1.110 247,940,500 - --------------------------------------------------------------------------------------------------------------- 963,121,413 - --------------------------------------------------------------------------------------------------------------- BANKING-NON-U.S.--1.27% 100,000 Credit Suisse First Boston NY 07/09/04 1.100 99,975,556 58,254 Depfa Bank PLC 07/01/04 1.065 58,254,000 - --------------------------------------------------------------------------------------------------------------- 158,229,556 - --------------------------------------------------------------------------------------------------------------- BANKING-U.S.--6.21% 134,400 ANZ (Delaware), Inc. 07/15/04 1.200 134,337,280 37,000 Deutsche Bank Financial LLC 07/01/04 1.440 37,000,000 07/08/04 to 1.080 to 185,000 Dexia Delaware LLC 07/13/04 1.300 184,942,167 50,000 HSBC (USA), Inc. 07/14/04 1.070 49,980,681 146,000 Rabobank USA Financial Corp. 07/06/04 1.100 145,977,694 165,000 San Paolo IMI U.S. Financial Co. 07/09/04 1.080 164,960,400 55,000 Toronto-Dominion Holdings USA, Inc. 07/19/04 1.210 54,966,725 - --------------------------------------------------------------------------------------------------------------- 772,164,947 - --------------------------------------------------------------------------------------------------------------- BROKERAGE--7.46% 119,500 Bear Stearns Cos., Inc. 07/14/04 1.210 119,447,785
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PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- COMMERCIAL PAPER@--(CONCLUDED) BROKERAGE--(CONCLUDED) 07/08/04 to 1.120 to $ 240,000 Citigroup Global Markets Holdings, Inc. 07/13/04 1.180% $ 239,923,155 1.220 to 270,500 Goldman Sachs Group, Inc. 07/14/04 1.270 270,378,212 148,000 Merrill Lynch & Co., Inc. 07/01/04 1.450 148,000,000 150,000 Morgan Stanley & Co. 07/01/04 1.060 150,000,000 - --------------------------------------------------------------------------------------------------------------- 927,749,152 - --------------------------------------------------------------------------------------------------------------- FINANCE-NONCAPTIVE DIVERSIFIED--1.33% 07/01/04 to 1.080 to 90,000 GE Capital International Funding, Inc. 07/08/04 1.120 89,989,111 75,000 General Electric Capital Corp. 07/15/04 1.130 74,967,042 - --------------------------------------------------------------------------------------------------------------- 164,956,153 - --------------------------------------------------------------------------------------------------------------- UTILITIES-OTHER--1.04% 07/02/04 to 1.130 to 130,000 RWE AG 07/19/04 1.210 129,972,975 - --------------------------------------------------------------------------------------------------------------- Total Commercial Paper (cost--$5,176,485,840) 5,176,485,840 - --------------------------------------------------------------------------------------------------------------- SHORT-TERM CORPORATE OBLIGATIONS--8.08% ASSET BACKED-SECURITIES--2.60% 123,000 Dorada Finance, Inc. 07/14/04 1.166* 122,990,069 1.055 to 110,000 K2 (USA) LLC** 07/15/04 1.150* 109,990,104 90,000 Links Finance LLC** 02/22/05 1.340 89,941,881 - --------------------------------------------------------------------------------------------------------------- 322,922,054 - --------------------------------------------------------------------------------------------------------------- AUTOMOBILE OEM--1.24% 154,500 Toyota Motor Credit Corp. 09/23/04 1.494* 154,500,000 BANKING-NON-U.S.--1.39% 173,000 HBOS Treasury Services PLC 07/01/04 1.100* 173,000,000 BANKING-U.S.--1.17% 145,000 Wells Fargo & Co. 07/14/04 1.281* 145,000,000 BROKERAGE--0.56% 70,000 Citigroup Global Markets Holdings, Inc. 07/23/04 1.459* 70,078,203
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PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- SHORT-TERM CORPORATE OBLIGATIONS--(CONCLUDED) FINANCE-NONCAPTIVE CONSUMER--0.80% $ 100,000 Household Finance Corp. 07/06/05 1.110%* $ 100,000,000 FINANCE-NONCAPTIVE DIVERSIFIED--0.32% 40,000 General Electric Capital Corp. 07/09/04 1.250* 40,000,000 - --------------------------------------------------------------------------------------------------------------- Total Short-Term Corporate Obligations (cost--$1,005,500,257) 1,005,500,257 - --------------------------------------------------------------------------------------------------------------- NUMBER OF SHARES (000) - ------------ MONEY MARKET FUNDS+--1.92% 168,982 AIM Liquid Assets Portfolio 1.090 168,982,092 69,515 BlackRock Provident Institutional TempFund 1.004 69,515,468 - --------------------------------------------------------------------------------------------------------------- Total Money Market Funds (cost--$238,497,560) 238,497,560 - --------------------------------------------------------------------------------------------------------------- Total Investments (cost--$12,433,640,296 which approximates cost for federal income tax purposes)--99.99% 12,433,640,296 Other assets in excess of liabilities--0.01% 645,355 Net Assets (applicable to 12,431,799,702 shares of common stock outstanding equivalent to $1.00 per share)--100.00% $ 12,434,285,651 - ---------------------------------------------------------------------------------------------------------------
* Variable rate securities--maturity dates reflect earlier of reset date or stated maturity date. The interest rates shown are the current rates as of June 30, 2004, and reset periodically. ** Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities, which represent 1.61% of net assets as of June 30, 2004, are considered liquid and may be resold in transactions exempt from registration, normally to qualified institutional buyers. @ Interest rates shown are discount rates at date of purchase. + Interest rates shown reflect yield at June 30, 2004. OEM Original Equipment Manufacturer Weighted average maturity -- 42 days See accompanying notes to financial statements 10 UBS RMA U.S. GOVERNMENT PORTFOLIO Statement of Net Assets -- June 30, 2004
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- U.S. GOVERNMENT OBLIGATIONS--44.74% 07/08/04 to 0.955 to $ 370,000 U.S. Treasury Bills (1) 11/26/04 1.375%@ $ 369,258,346 07/31/04 to 1.625 to 190,000 U.S. Treasury Notes (1) 04/30/05 2.250 190,422,399 - --------------------------------------------------------------------------------------------------------------- Total U.S. Government Obligations (cost--$559,680,745) 559,680,745 - --------------------------------------------------------------------------------------------------------------- REPURCHASE AGREEMENTS--53.27% 200,000 Repurchase Agreement dated 06/30/04 with Bank of America, collateralized by $402,815,000 U.S. Treasury Bonds, Zero Coupon to 10.000% due 02/15/15 to 05/25/30 and $47,825,000 U.S. Treasury Notes, Zero Coupon to 5.625% due 08/15/04 to 08/15/14; (value--$205,802,119); proceeds: $200,006,667 07/01/04 1.200 200,000,000 60,000 Repurchase Agreement dated 06/30/04 with Deutsche Bank Securities, Inc., collateralized by $75,670,000 U.S. Treasury Bonds, Zero Coupon due 02/15/20 and $32,987,171 U.S. Treasury Notes, Zero Coupon due 11/15/07; (value--$61,789,596); proceeds: $60,002,083 07/01/04 1.250 60,000,000 156,287 Repurchase Agreement dated 06/30/04 with Goldman Sachs Group, Inc., collateralized by $140,302,000 U.S. Treasury TIPS, 3.000% due 07/15/12; (value--$160,539,761); proceeds: $156,292,244 07/01/04 1.250 156,286,817 250,000 Repurchase Agreement dated 06/30/04 with Morgan Stanley & Co., collateralized by $192,708,000 U.S. Treasury Bonds, 8.000% to 8.125% due 08/15/21 to 11/15/21; (value--$257,853,100); proceeds: $250,008,681 07/01/04 1.250 250,000,000 - --------------------------------------------------------------------------------------------------------------- Total Repurchase Agreements (cost--$666,286,817) 666,286,817 - ---------------------------------------------------------------------------------------------------------------
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NUMBER OF SHARES INTEREST (000) RATES+ VALUE - --------------------------------------------------------------------------------------------------------------- MONEY MARKET FUNDS--1.96% 20,272 AIM Short-Term Investment Trust Treasury Portfolio 1.000% $ 20,272,228 4,252 Federated Treasury Securities Fund 0.924 4,251,690 - --------------------------------------------------------------------------------------------------------------- Total Money Market Funds (cost--$24,523,918) 24,523,918 - --------------------------------------------------------------------------------------------------------------- Total Investments (cost--$1,250,491,480 which approximates cost for federal income tax purposes) (2)--99.97% 1,250,491,480 Other assets in excess of liabilities--0.03% 426,005 Net Assets (applicable to 1,251,361,302 shares of common stock outstanding equivalent to $1.00 per share)--100.00% $ 1,250,917,485 - ---------------------------------------------------------------------------------------------------------------
(1) Security, or portion thereof, was on loan at June 30, 2004. (2) Includes $299,394,680 of investments in securities on loan, at value. @ Interest rates shown are discount rates at date of purchase. + Interest rates shown reflect yield at June 30, 2004. TIPS Treasury Inflation Indexed Securities Weighted average maturity -- 48 days See accompanying notes to financial statements 12 UBS RMA TAX-FREE FUND INC. Statement of Net Assets -- June 30, 2004
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--97.87% ALABAMA--2.11% $ 13,975 Birmingham Refunding, Series A A 1.040% $ 13,975,000 11,265 Mobile Industrial Development Board, Dock and Wharf Revenue Refunding (Holnam, Inc. Project), Series A A 1.050 11,265,000 8,700 Mobile Industrial Development Board, Dock and Wharf Revenue Refunding (Holnam, Inc. Project), Series B A 1.080 8,700,000 12,700 Port City Medical Clinic Board Revenue (Infirmary Health Systems), Series A A 1.050 12,700,000 15,275 University of Alabama Revenue (University Hospital), Series C A 1.010 15,275,000 - --------------------------------------------------------------------------------------------------------------- 61,915,000 - --------------------------------------------------------------------------------------------------------------- ALASKA--0.93% 8,100 Valdez Marine Terminal Revenue Refunding (BP Pipelines Inc. Project), Series B A 1.100 8,100,000 19,170 Valdez Marine Terminal Revenue Refunding (BP Pipelines Inc. Project), Series C A 1.100 19,170,000 - --------------------------------------------------------------------------------------------------------------- 27,270,000 - --------------------------------------------------------------------------------------------------------------- ARIZONA--2.12% 35,000 Apache County Industrial Development Authority (Tucson Electric Power Co.) A 1.060 35,000,000 11,200 Apache County Industrial Development Authority (Tucson Electric Power Co.), Series B A 1.050 11,200,000 8,000 Apache County Industrial Development Authority (Tucson Electric Power Co.-Springerville Project) A 1.060 8,000,000 8,200 Pima County Industrial Development Authority Revenue (Tucson Electric Power Co.-Irvington), Series A A 1.050 8,200,000 - --------------------------------------------------------------------------------------------------------------- 62,400,000 - ---------------------------------------------------------------------------------------------------------------
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PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) CALIFORNIA--1.28% $ 21,200 California State, Series A-2 A 1.050% $ 21,200,000 5,800 Los Angeles Water & Power Revenue (Power Systems), Subseries A-7 A 1.070 5,800,000 10,472 Santa Clara County-El Camino California District Hospital Facilities Authority Revenue (Aces-Lease-VY Medical Center Project), Series A A 1.080 10,472,000 - --------------------------------------------------------------------------------------------------------------- 37,472,000 - --------------------------------------------------------------------------------------------------------------- COLORADO--2.53% 20,000 Colorado Education Loan Program Tax & Revenue Anticipation Notes 08/09/04 2.000 20,016,631 3,450 Colorado Educational and Cultural Facilities Authority Revenue (National Jewish Federation Board Program), Series A-1 A 1.100 3,450,000 9,000 Colorado Housing and Finance Authority, Housing Revenue (Multi-Family Class III), Series A-1 A 1.060 9,000,000 25,000 Denver City & County Certificates of Participation Refunding (Wellington E Web-C1) A 1.000 25,000,000 16,695 East 470 Public Highway Authority Co. Revenue, Vehicle Registration Fee A 1.050 16,695,000 - --------------------------------------------------------------------------------------------------------------- 74,161,631 - --------------------------------------------------------------------------------------------------------------- DELAWARE--0.27% 7,900 University of Delaware Revenue, Series B A 1.050 7,900,000 DISTRICT OF COLUMBIA--2.91% 13,065 District of Columbia (Multi-Modal), Series A A 1.060 13,065,000 5,000 District of Columbia (Multi-Modal), Series B A 1.060 5,000,000 5,655 District of Columbia Refunding, Series D A 1.050 5,655,000
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PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) DISTRICT OF COLUMBIA--(CONCLUDED) $ 10,000 District of Columbia Revenue (Foundation for Jewish Campus Life) A 1.050% $ 10,000,000 25,000 District of Columbia Revenue (George Washington University), Series B A 1.050 25,000,000 17,540 District of Columbia Revenue (Pooled Loan Program), Series A A 1.080 17,540,000 9,100 District of Columbia, Series D-1 A 1.050 9,100,000 - --------------------------------------------------------------------------------------------------------------- 85,360,000 - --------------------------------------------------------------------------------------------------------------- FLORIDA--4.27% 5,750 Alachua County Health Facilities Authority, Health Facilities Revenue (Shands Teaching Hospital), Series A A 1.100 5,750,000 5,890 Dade County Industrial Development Authority (Dolphins Stadium Project), Series B A 1.040 5,890,000 6,980 Florida Housing Finance Agency, Multi-Family Housing Revenue (Housing Lakeside), Series B A 1.130 6,980,000 6,300 Florida Housing Finance Agency (Parrots Landing Project), Series A A 1.000 6,300,000 8,485 Lee County Housing Finance Authority, Multi-Family Housing Revenue Refunding (Forestwood Apartments Project), Series A A 1.000 8,485,000 12,900 Nassau County Pollution Control Revenue (Rayonier Project) A 1.040 12,900,000 5,700 Palm Beach County Housing Finance Authority Revenue Refunding (Cotton Bay Apartments Project), Series D A 1.080 5,700,000 6,400 Palm Beach County Housing Finance Authority Revenue Refunding (Mahogony Bay Apartments Project), Series C A 1.080 6,400,000 45,965 Sunshine State Governmental 1.040 to Financing Commission Revenue A 1.060 45,965,000
15
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) FLORIDA--(CONCLUDED) $ 6,000 Titusville Water & Sewer Revenue 10/01/04 6.200% $ 6,144,857 14,800 University of South Florida Foundation, Inc. A 1.030 14,800,000 - --------------------------------------------------------------------------------------------------------------- 125,314,857 - --------------------------------------------------------------------------------------------------------------- GEORGIA--6.24% 4,790 Athens-Clarke County Unified Government Development Authority Revenue (UGA Real Estate Funding Project) A 1.080 4,790,000 8,500 Athens-Clarke County Unified Government Development Authority Revenue (University of Georgia Athletic Association Project) A 1.100 8,500,000 6,000 Atlanta Airport General Revenue Refunding, Series C-3 A 1.080 6,000,000 4,960 Atlanta Development Authority Revenue (Clark University Project), Series A A 1.080 4,960,000 26,965 Burke County Development Authority Pollution Control Revenue (Oglethorpe Power Corp.), Series A A 1.040 26,965,000 14,300 De Kalb County Housing Authority, Multi-Family Housing Revenue Refunding (Post Walk Project) A 1.050 14,300,000 15,935 De Kalb County Housing Authority, Multi-Family Housing Revenue Refunding (Wood Terrace Apartments Project) A 1.100 15,935,000 5,030 De Kalb Private Hospital Authority Revenue Anticipation Certificates (ESR Childrens Health), Series B A 1.050 5,030,000 27,600 Fulton County Housing Authority, Multi-Family Housing Revenue Refunding (Spring Creek Crossing) A 1.060 27,600,000 12,655 Georgia Municipal Electric Authority (Project One Subordination) A 0.990 12,655,000
16
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) GEORGIA--(CONCLUDED) $ 10,000 Georgia Municipal Electric Authority (Project One Subordination), Series D A 1.000% $ 10,000,000 10,400 Gwinnett County Housing Authority, Multi-Family Housing Revenue (Greens Apartments Project) A 1.060 10,400,000 6,000 Gwinnett County Housing Authority, Multi-Family Housing Revenue (Post Chase Project) A 1.050 6,000,000 13,150 Gwinnett County Housing Authority, Multi-Family Housing Revenue (Post Court Project) A 1.050 13,150,000 1,000 Monroe County Development Authority Pollution Control Revenue (Oglethorpe Power Corp. Project), Series B A 1.100 1,000,000 16,000 Municipal Electric Authority of Georgia (General Resolution Projects), Series C A 1.000 16,000,000 - --------------------------------------------------------------------------------------------------------------- 183,285,000 - --------------------------------------------------------------------------------------------------------------- ILLINOIS--9.27% 20,000 Chicago Metropolitan Water Reclamation District, Capital Improvement, Series E A 1.020 20,000,000 7,000 Chicago Metropolitan Water Reclamation District Refunding, Series A A 1.060 7,000,000 26,500 Chicago Metropolitan Water Reclamation District Refunding, Series B A 1.060 26,500,000 53,050 Chicago O'Hare International Airport Revenue, Series C A 1.040 53,050,000 16,020 Illinois Development Finance Authority, Multi-Family Housing Revenue Refunding (Orleans Illinois Project) A 1.080 16,020,000 11,400 Illinois Development Finance Authority Revenue (Chicago Symphony Orchestra) A 1.030 11,400,000 7,800 Illinois Development Finance Authority Revenue (Evanston Northwestern), Series A A 1.080 7,800,000
17
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) ILLINOIS--(CONCLUDED) $ 14,100 Illinois Development Finance Authority Revenue (Francis W. Parker School Project) A 1.040% $ 14,100,000 3,700 Illinois Educational Facilities Authority Revenue (University of Chicago), Series B 07/01/04 4.400 3,700,000 8,000 Illinois Health Facilities Authority Revenue (Pooled Loan), Series C A 1.080 8,000,000 28,945 Illinois Health Facilities Authority Revenue Refunding (Advocate Health Care), Series B A 1.130 28,945,000 24,685 Illinois Health Facilities Authority Revenue (University of Chicago Hospital Project), Series C A 1.080 24,685,000 50,900 Illinois Toll & Highway Authority A 1.050 50,900,000 - --------------------------------------------------------------------------------------------------------------- 272,100,000 - --------------------------------------------------------------------------------------------------------------- INDIANA--3.85% 8,200 Indiana Educational Facilities Authority Revenue (University of Notre Dame) A 1.000 8,200,000 12,220 Indiana Health Facility Financing Authority Hospital Revenue (Aces Deaconess Hospital, Inc.) A 1.080 12,220,000 14,215 Indiana Health Facility Financing Authority Hospital Revenue (Aces Rehabilitation Hospital) A 1.080 14,215,000 8,000 Indiana Health Facility Financing Authority Revenue (Ascension Health Credit Group), Series A-2 A 1.730 8,000,000 31,200 Indiana Health Facility Financing Authority Revenue (Ascension Health Credit Group), Series B A 1.020 31,200,000 9,640 Indianapolis Local Public Improvement Bond Bank Notes, Series F-2 A 1.050 9,640,000 29,500 St. Joseph County Educational Facilities Revenue (University of Notre Dame) A 0.920 29,500,000 - --------------------------------------------------------------------------------------------------------------- 112,975,000 - ---------------------------------------------------------------------------------------------------------------
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PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) IOWA--0.62% $ 18,100 Iowa Higher Education Loan Authority Revenue (Aces Education Loan Private College) A 1.080% $ 18,100,000 KANSAS--0.82% 10,115 Lawrence Temporary Notes, Series I 10/01/04 2.250 10,142,624 14,000 Lawrence Temporary Notes, Series 2003-II 10/01/04 2.000 14,030,768 - --------------------------------------------------------------------------------------------------------------- 24,173,392 - --------------------------------------------------------------------------------------------------------------- KENTUCKY--0.60% 10,740 Breckinridge County Lease Program Revenue (Kentucky Association Counties Leasing Trust), Series A A 1.100 10,740,000 7,000 Lexington-Fayette Urban County Government Educational Facilities Revenue (Sayre School) A 1.090 7,000,000 - --------------------------------------------------------------------------------------------------------------- 17,740,000 - --------------------------------------------------------------------------------------------------------------- LOUISIANA--1.05% 14,640 Louisiana Public Facilities Authority Revenue (College and University Equipment and Capital), Series A A 1.060 14,640,000 16,100 South Louisiana Port Commission Marine Terminal Facilities Revenue (Occidental Petroleum) A 1.050 16,100,000 - --------------------------------------------------------------------------------------------------------------- 30,740,000 - --------------------------------------------------------------------------------------------------------------- MARYLAND--3.63% 18,150 Baltimore Industrial Development Authority (Baltimore Capital Acquistion) A 1.050 18,150,000 28,900 Maryland Health & Higher Educational Facilities Authority (Pooled Loan Program), Series A A 1.020 28,900,000 43,575 Maryland Health & Higher Educational Facilities Authority (Pooled Loan Program), Series B A 1.080 43,575,000
19
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) MARYLAND--(CONCLUDED) $ 15,915 Maryland Health & Higher Educational Facilities Authority (Pooled Loan Program), Series D A 1.080% $ 15,915,000 - --------------------------------------------------------------------------------------------------------------- 106,540,000 - --------------------------------------------------------------------------------------------------------------- MASSACHUSETTS--9.43% 32,999 Ashburnham & Westminister Regional School District Bond Anticipation Notes 06/17/05 3.000 33,407,575 10,400 Boston Water & Sewer Commission Revenue, Series A A 1.020 10,400,000 4,100 Danvers Bond Anticipation Notes 03/18/05 1.750 4,107,070 8,000 Dedham Bond Anticipation Notes 06/01/05 3.000 8,100,225 10,000 Massachusetts Health & Educational Facilities Authority Revenue (Massachusetts Institute of Technology), Series J-2 A 0.990 10,000,000 15,510 Massachusetts Health & Educational Facilities Authority Revenue (Partners Healthcare System), Series P-1 A 1.040 15,510,000 14,650 Massachusetts Health & Educational Facilities Authority Revenue (Partners Healthcare System), Series P-2 A 1.020 14,650,000 4,400 Massachusetts Health & Educational Facilities Authority Revenue (Wellesley College), Series G A 1.000 4,400,000 25,050 Massachusetts Water Resources Authority Refunding (General Multi-Modal), Series B A 1.040 25,050,000 44,150 Massachusetts Water Resources Authority Refunding (General Multi-Modal), Series C A 1.040 44,150,000 25,000 Massachusetts Water Resources Authority Refunding (General Multi-Modal), Series D A 1.040 25,000,000
20
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) MASSACHUSETTS--(CONCLUDED) $ 4,000 North Andover Bond Anticipation Notes 07/06/05 3.000% $ 4,051,800 37,800 Route 3 North Transport Improvement Associates Lease Revenue (Demand Obligation Bond), Series B A 1.050 37,800,000 10,000 Watertown Bond Anticipation Notes 11/12/04 2.000 10,030,363 8,745 Wayland Bond Anticipation Notes 11/18/04 2.000 8,772,420 21,300 Webster Bond Anticipation Notes 01/28/05 2.000 21,409,888 - --------------------------------------------------------------------------------------------------------------- 276,839,341 - --------------------------------------------------------------------------------------------------------------- MICHIGAN--1.03% 8,200 Michigan State Grant Anticipation Notes, Series B A 1.070 8,200,000 16,800 Michigan Housing Development Authority, Series 2000-A A 1.060 16,800,000 5,400 Northville Township Economic Development Corp. Ltd., Obligation Revenue (Thrifty Northville, Inc. Project) A 1.080 5,400,000 - --------------------------------------------------------------------------------------------------------------- 30,400,000 - --------------------------------------------------------------------------------------------------------------- MINNESOTA--0.84% 6,675 Minneapolis & St. Paul Housing & Redevelopment Authority, Health Care Systems (Children's Health Care), Series B A 1.080 6,675,000 18,000 Minneapolis Special School District No. 001 AID Anticipation Certificates, Series B 08/06/04 1.750 18,013,464 - --------------------------------------------------------------------------------------------------------------- 24,688,464 - --------------------------------------------------------------------------------------------------------------- MISSISSIPPI--0.46% 13,400 Harrison County Pollution Control Revenue (DuPont) A 1.080 13,400,000 MISSOURI--1.52% 13,600 Missouri Health & Educational Facilities Authority Revenue (Assemblies of God College) A 1.080 13,600,000 13,676 Missouri Health & Educational Facilities Authority Revenue (Barnes Hospital Project) A 1.040 13,676,000
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PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) MISSOURI--(CONCLUDED) $ 11,900 Missouri Health & Educational Facilities Authority Revenue (Washington University), Series A A 1.100% $ 11,900,000 5,570 St. Charles County Industrial Development Authority Revenue Refunding (Casalon Apartments Project) A 1.070 5,570,000 - --------------------------------------------------------------------------------------------------------------- 44,746,000 - --------------------------------------------------------------------------------------------------------------- NEBRASKA--0.38% 11,100 Nebraska Help Increase Revenue (Multi-Modal), Series E A 1.100 11,100,000 NEVADA--1.86% 20,000 Clark County Airport Improvement Revenue Refunding, Series A A 1.060 20,000,000 34,605 Clark County Airport Improvement Revenue (Sub Lien), Series A-1 A 1.050 34,605,000 - --------------------------------------------------------------------------------------------------------------- 54,605,000 - --------------------------------------------------------------------------------------------------------------- NEW HAMPSHIRE--1.71% 17,000 Merrimack County New Hampshire Tax Anticipation Notes 12/28/04 2.000 17,057,892 13,800 New Hampshire Business Finance Authority Resource Recovery Revenue (Wheelabrator), Series A A 1.050 13,800,000 13,515 New Hampshire Health and Educational Facilities Authority Revenue (Exeter Hospital Obligation Group), Series B A 1.080 13,515,000 5,855 New Hampshire Higher Educational & Health Facilities Authority Revenue (Mary Hitchcock), Series 85-H A 1.040 5,855,000 - --------------------------------------------------------------------------------------------------------------- 50,227,892 - --------------------------------------------------------------------------------------------------------------- NEW JERSEY--0.95% 12,997 Edison Township Bond Anticipation Notes 06/22/05 3.000 13,159,006 5,800 Haddonfield Bond Anticipation Notes 02/25/05 2.750 5,846,544
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PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) NEW JERSEY--(CONCLUDED) $ 9,000 Sussex County Bond Anticipation Notes 11/12/04 2.000% $ 9,025,651 - --------------------------------------------------------------------------------------------------------------- 28,031,201 - --------------------------------------------------------------------------------------------------------------- NEW MEXICO--0.76% 17,000 Albuquerque Airport Revenue Refunding (Sub Lien) A 1.050 17,000,000 5,465 University of New Mexico, University Revenue A 1.050 5,465,000 - --------------------------------------------------------------------------------------------------------------- 22,465,000 - --------------------------------------------------------------------------------------------------------------- NEW YORK--0.34% 10,000 Ithaca Bond Anticipation Notes 08/06/04 1.500 10,002,372 NORTH CAROLINA--3.84% 9,800 Charlotte Certificates of Participation (Government Facilities Authority), Series F A 1.030 9,800,000 20,700 Concord Utilities Systems Revenue Refunding, Series B A 1.050 20,700,000 10,300 Fayetteville Public Works Commission Revenue Refunding, Series A A 1.070 10,300,000 11,760 North Carolina Educational Facility Finance Agency Revenue (Elon College) A 1.070 11,760,000 6,530 North Carolina Educational Facility Finance Agency Revenue (Providence Day) A 1.080 6,530,000 21,600 North Carolina Medical Care Community Hospital Revenue (Aces-Pooled Equipment Financing Project) A 1.040 21,600,000 10,000 North Carolina Public Improvement Bond, Series F A 1.010 10,000,000 15,000 North Carolina Refunding, Series B A 1.050 15,000,000 7,200 North Carolina State University Raleigh Revenue (Centennial Campus), Series A A 1.010 7,200,000 - --------------------------------------------------------------------------------------------------------------- 112,890,000 - ---------------------------------------------------------------------------------------------------------------
23
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) OHIO--5.03% $ 18,900 Columbus Sewer Revenue Refunding A 1.080% $ 18,900,000 27,860 Franklin County Hospital Revenue Refunding (U.S. Health Corp.), Series A A 1.070 27,860,000 10,600 Franklin County Hospital Revenue Subordinated (Doctors Ohio Health), Series B A 1.080 10,600,000 7,925 Grove City Infrastructure Construction Notes 06/23/05 3.000 8,018,636 11,500 Madeira School District Bond Anticipation Notes 10/12/04 1.750 11,520,214 7,240 Mahoning County Housing Revenue (Youngstown State University Project) A 1.030 7,240,000 14,200 Ohio Air Quality Development Authority Revenue Refunding (Ohio Edison Project), Series A A 1.040 14,200,000 7,000 Ohio Higher Education Facilities Revenue (Case Western Reserve Project), Series A A 1.080 7,000,000 29,900 Ohio Water Development Authority Revenue Refunding (Water Development Project) A 1.040 29,900,000 12,300 Springboro Community City School District Bond Anticipation Notes 10/12/04 1.750 12,321,603 - --------------------------------------------------------------------------------------------------------------- 147,560,453 - --------------------------------------------------------------------------------------------------------------- OKLAHOMA--0.65% 19,020 Tulsa County Industrial Authority Revenue (Montercau), Series A A 1.100 19,020,000 OREGON--0.23% 6,700 Portland Multi-Family Revenue (South Park Block Project), Series A A 1.070 6,700,000 PENNSYLVANIA--4.77% 14,585 Delaware County Authority Hospital Revenue (Crozer-Chester Medical Center) A 1.090 14,585,000 45,450 Delaware Valley Regional Finance Authority (Local Government Revenue) A 1.080 45,450,000
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PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) PENNSYLVANIA--(CONCLUDED) $ 15,200 Pennsylvania Higher Educational Facilities Authority Revenue (University of Pittsburgh Health Services), Series B A 1.060% $ 15,200,000 10,000 Pennsylvania Higher Educational Facilities Authority Revenue (University of Pittsburgh Health Services), Series C A 1.060 10,000,000 9,600 Philadelphia Authority for Industrial Development Revenue (Regional Performing Arts Center Project) A 1.040 9,600,000 50 Philadelphia Hospital & Higher Education Facilities Authority Revenue (Children's Hospital Project), Series A A 1.090 50,000 11,470 Philadelphia Hospital & Higher Education Health Systems, (Jefferson Health Project), Series B A 1.080 11,470,000 19,200 University of Pittsburgh of the Commonwealth Systems of Higher Education (University Capital Project), Series A A 1.060 19,200,000 14,510 York General Authority Revenue (Pooled Financing Subordinated), Series B A 1.090 14,510,000 - --------------------------------------------------------------------------------------------------------------- 140,065,000 - --------------------------------------------------------------------------------------------------------------- SOUTH CAROLINA--4.20% 28,000 Chesterfield County School District Bond Anticipation Notes 09/24/04 2.000 28,057,874 3,715 Lexington & Richland Counties South Carolina School District No. 005 03/01/05 2.500 3,738,923 10,000 Piedmont Municipal Power Agency, South Carolina Electric Revenue Refunding, Series A A 0.990 10,000,000 10,000 Piedmont Municipal Power Agency, South Carolina Electric Revenue Refunding, Series B A 0.990 10,000,000 11,600 Piedmont Municipal Power Agency, South Carolina Electric Revenue Refunding, Series D A 1.040 11,600,000
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PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) SOUTH CAROLINA--(CONTINUED) $ 10,000 Rock Hill Utility Systems Revenue, Series B A 0.950% $ 10,000,000 19,380 South Carolina Jobs-Economic Development Authority (Coastal Carolina University Project), Series A A 1.090 19,380,000 12,730 South Carolina Jobs-Economic Development Authority, Hospital Facilities Revenue (Orangeburg Medical Center) A 1.050 12,730,000 17,700 University of South Carolina University Revenue, Bond Anticipation Notes 07/24/04 1.750 17,708,277 - --------------------------------------------------------------------------------------------------------------- 123,215,074 - --------------------------------------------------------------------------------------------------------------- TENNESSEE--2.17% 1,500 Clarksville Public Building Authority Revenue (Pooled Financing, Tennessee Municipal Bond Fund) A 1.100 1,500,000 5,000 Metropolitan Government Nashville & Davidson County, Health & Educational Facilities Board Revenue (Ascension Health Credit Group), Series B-1 A 1.000 5,000,000 4,000 Metropolitan Government Nashville & Davidson County, Health & Educational Facilities Board Revenue (Ascension Health Credit Group), Series B-2 A 1.200 4,000,000 9,635 Metropolitan Government Nashville & Davidson County, Health & Educational Facilities Board Revenue (Vanderbilt University) A 1.060 9,635,000 14,505 Metropolitan Government Nashville & Davidson County, Industrial Development Refunding (David Lipscomb University Project) A 1.050 14,505,000 6,615 Montgomery County Public Building Authority Revenue, Financing Government Obligation (Pooled Loan) A 1.080 6,615,000
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PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) TENNESSEE--(CONCLUDED) $ 1,165 Montgomery County Public Building Authority Revenue, Financing Revenue (Pooled Loan) A 1.100% $ 1,165,000 6,720 Shelby County, Series A A 1.050 6,720,000 5,300 Signal Mountain Health Educational & Housing Facilities Board Revenue Refunding (Alexian Village) A 1.040 5,300,000 9,150 Tusculum Health Educational & Housing Board, Educational Facilities Revenue (Tusculum College Project) A 1.050 9,150,000 - --------------------------------------------------------------------------------------------------------------- 63,590,000 - --------------------------------------------------------------------------------------------------------------- TEXAS--5.17% 12,800 Georgetown Higher Education Finance Corp. (Southwestern University) A 1.050 12,800,000 7,050 Tarrant County Housing Finance Corp. Revenue Refunding (Multi-Family Housing Apartments Project) A 1.160 7,050,000 6,180 Texas State (Veterans Housing Assistance), Fund I A 1.050 6,180,000 87,000 Texas Tax & Revenue Anticipation Notes 08/31/04 2.000 87,124,282 13,500 Texas Turnpike Authority Central Texas Turnpike System Revenue, First Tier, Series B A 1.050 13,500,000 25,000 University of Houston University Revenue Construction Systems 01/20/05 2.000 25,088,929 - --------------------------------------------------------------------------------------------------------------- 151,743,211 - --------------------------------------------------------------------------------------------------------------- UTAH--0.68% 4,650 Salt Lake County Tax & Revenue Anticipation Notes 12/30/04 2.500 4,676,366 15,300 Utah Building Ownership Authority Lease Revenue (State Facilities Master Lease Program), Series C A 1.060 15,300,000 - --------------------------------------------------------------------------------------------------------------- 19,976,366 - ---------------------------------------------------------------------------------------------------------------
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PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) VIRGINIA--2.02% $ 11,545 Fairfax County Economic Development Authority Revenue (Smithsonian Institution), Series A A 1.030% $ 11,545,000 37,040 Loudoun County Industrial Development Authority Revenue (Falcons Landing Project) A 1.080 37,040,000 7,000 Norfolk Industrial Development Authority Revenue (Hospital Facilities Childrens Project) A 1.080 7,000,000 3,700 Roanoke Industrial Development Authority Hospital Revenue (Carilion Health System), Series D A 1.080 3,700,000 - --------------------------------------------------------------------------------------------------------------- 59,285,000 - --------------------------------------------------------------------------------------------------------------- WASHINGTON--5.30% 23,000 Energy Northwest Washington Electric Revenue Refunding (Project No. 3), Series D-3-1 A 1.070 23,000,000 13,000 Energy Northwest Washington Electric Revenue Refunding (Project No. 3), Series D-3-2 A 1.040 13,000,000 22,200 King County Sewer Revenue (Junior Lien), Series B A 1.060 22,200,000 5,100 Port of Vancouver A 1.050 5,100,000 9,000 Seattle Municipal Light & Power Revenue A 1.010 9,000,000 35,370 Snohomish County Public Utility District No. 001 Electric Revenue Refunding (Generation Systems), Series A A 1.070 35,370,000 10,000 Tulalip Tribes of The Tulalip Reservation Special Revenue Refunding A 1.130 10,000,000 23,960 Washington Public Power Supply Systems Nuclear Project No. 1 Revenue Refunding, Series 1A-2 A 1.070 23,960,000 13,970 Washington Public Power Supply Systems Nuclear Project No. 3 Electric Revenue Refunding, Series 3A A 1.050 13,970,000 - --------------------------------------------------------------------------------------------------------------- 155,600,000 - ---------------------------------------------------------------------------------------------------------------
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PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONCLUDED) WISCONSIN--2.03% $ 7,125 Northland Pines School District Bond Anticipation Notes 11/11/04 1.550% $ 7,133,292 21,900 Racine Union School District Tax & Revenue Anticipation Promisory Notes 07/13/04 1.400 21,902,383 3,230 Sun Prairie Area School District Bond Anticipation Notes 10/06/04 1.600 3,233,578 7,400 Sun Prairie Area School District Tax & Revenue Anticipation Promisory Notes 09/10/04 1.300 7,400,478 10,000 Wisconsin Center District Wisconsin Tax Revenue, Series A A 1.050 10,000,000 10,000 Wisconsin Health & Education Facilities Authority Revenue (Wheaton Franciscian Services) A 1.080 10,000,000 - --------------------------------------------------------------------------------------------------------------- 59,669,731 - --------------------------------------------------------------------------------------------------------------- Total Municipal Bonds and Notes (cost--$2,873,266,985) 2,873,266,985 - --------------------------------------------------------------------------------------------------------------- TAX-EXEMPT COMMERCIAL PAPER--4.09% ARIZONA--0.65% 19,000 City of Phoenix, Civic Improvement 07/23/04 to 0.980 to Corp. Water System Revenue 02/11/05 1.450 19,000,000 GEORGIA--0.22% 6,500 Burke County Development Authority Pollution Control (Oglethorpe Power Corp.) 10/15/04 1.170 6,500,000 ILLINOIS--0.34% 10,000 Illinois Educational Facilities Authority Revenue (Field Museum) 07/08/04 1.050 10,000,000 NEVADA--0.28% 8,300 Clark County Regional Flood Control 10/22/04 1.170 8,300,000 NORTH CAROLINA--0.51% 15,000 Union County 09/14/04 1.250 15,000,000
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PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- TAX-EXEMPT COMMERCIAL PAPER--(CONCLUDED) PUERTO RICO--1.92% $ 56,432 Government Development Bank of 08/10/04 to 0.960 to Puerto Rico 10/14/04 1.230% $ 56,432,000 TEXAS--0.17% 4,876 Dallas Waterworks and Sewer System, Series B 09/30/04 1.140 4,876,000 - --------------------------------------------------------------------------------------------------------------- Total Tax-Exempt Commercial Paper (cost--$120,108,000) 120,108,000 - --------------------------------------------------------------------------------------------------------------- Total Investments (cost--$2,993,374,985) which approximates cost for Federal income tax purposes--101.96% 2,993,374,985 - --------------------------------------------------------------------------------------------------------------- Liabilities in excess of other assets--(1.96)% (57,438,679) Net Assets (applicable to 2,936,671,545 shares of common stock outstanding equivalent to $1.00 per share)--100.00% $ 2,935,936,306 - ---------------------------------------------------------------------------------------------------------------
A Variable rate demand notes are payable on demand. The interest rates shown are the current rates as of June 30, 2004, and reset periodically. Weighted average maturity -- 32 days See accompanying notes to financial statements 30 UBS RMA CALIFORNIA MUNICIPAL MONEY FUND Statement of Net Assets -- June 30, 2004
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--98.90% $ 8,000 California Department of Veteran Affairs Home Purchase, Subseries A-2 A 1.070% $ 8,000,000 10,000 California Department of Water Resources Power Supply Revenue (Putters), Series 344 A 1.110 10,000,000 3,900 California Department of Water Resources Power Supply Revenue, Series B-1 A 1.080 3,900,000 4,400 California Department of Water Resources Power Supply Revenue, Series B-2 A 1.120 4,400,000 3,400 California Department of Water Resources Power Supply Revenue, Series B-3 A 1.080 3,400,000 3,200 California Department of Water Resources Power Supply Revenue, Series B-5 A 1.060 3,200,000 5,000 California Department of Water Resources Power Supply Revenue, Series C-8 A 1.060 5,000,000 5,000 California Department of Water Resources Power Supply Revenue, Series C-14 A 1.080 5,000,000 600 California Economic Recovery, Series C-6 A 1.050 600,000 2,000 California Economic Recovery, Series C-8 A 1.080 2,000,000 3,250 California Educational Facilities Authority (Educational Achievement), Series A A 1.100 3,250,000 8,393 California Educational Facilities Authority (Stanford University), Series L A 0.950 8,393,000 15,725 California Educational Facilities Authority (Stanford University), Series L-8 A 0.950 15,725,000 8,000 California Educational Facilities Authority (Stanford University), Series S-4 A 1.000 8,000,000
31
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) $ 10,704 California Health Facilities Financing Authority (Floating Pooled Loan Program), Series B A 1.040% $ 10,704,000 18,140 California Health Facilities Financing Authority (Hospital Adventist Health 1.060 to Systems), Series A A 1.080 18,140,000 100 California Health Facilities Financing Authority (Sutter Health), Series B A 1.040 100,000 15,500 California Infrastructure & Economic Development Revenue (Buck Institute Age Research) A 1.010 15,500,000 15,600 California Infrastructure & Economic Development Revenue (Independent Systems Operation Corp. Project), Series B A 1.060 15,600,000 25,000 California School Cash Reserve Program Authority Pool, Series A 07/06/04 2.000 25,003,730 4,700 California, Series A-3 A 1.060 4,700,000 5,000 California, Series C-1 A 1.080 5,000,000 10,000 California Statewide Communities Development Authority (Biola University), Series B A 1.060 10,000,000 700 California Statewide Communities Development Authority (Concordia University Irvine Project), Series A A 1.070 700,000 10,000 California Statewide Communities Development Authority (Kaiser Permanente), Series E A 1.080 10,000,000 3,400 California Statewide Communities Development Authority (Kaiser Permanente), Series M A 1.150 3,400,000 22,015 California Transit Financing Authority A 1.040 22,015,000 10,210 Alameda Contra Costa Schools Financing Authority Certificates of Participation (Capital Improvement Financing Projects), Series A A 1.090 10,210,000 8,000 Bay Area Toll Authority Toll Board (San Francisco Bay Area), Series C A 1.060 8,000,000 14,300 Butte County Board of Education Tax and Revenue Anticipation Notes 09/24/04 2.000 14,324,040
32
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) $ 9,500 Daly City Housing Finance Agency Multi-Family Revenue Refunding (Serramonte Del Ray), Series A A 1.060% $ 9,500,000 8,715 East Bay Municipal Utility District Water Systems Revenue, Subseries A A 1.040 8,715,000 11,000 Fresno Multi-Family Housing Revenue Refunding (Heron Pointe Apartments), Series A A 1.060 11,000,000 14,545 Golden Empire Schools Financing Authority (Kern High School District Project), Series A A 1.030 14,545,000 10,431 Irvine Improvement Bond Act 1915 Limited Obligation (Assessment District 85-7-1) A 1.030 10,431,000 10,000 Livermore Certificates of Participation (Refunding and Capital Projects) A 1.060 10,000,000 8,100 Los Angeles Community Redevelopment Agency Multi-Family Housing Revenue (Skyline at Southpark Phase II) A 1.070 8,100,000 10,600 Los Angeles Community Redevelopment Agency Refunding (Promenade Towers Project) A 1.070 10,600,000 7,000 Los Angeles County Schools Transport (Pooled Financing Program Certificates of Participation), Series A 06/30/05 3.500 7,129,780 12,600 Los Angeles County Transport Commission Sales Tax and Revenue, Series A A 1.040 12,600,000 12,800 Los Angeles Multi-Family Housing Revenue (Museum Terrace Apartments), Series H A 1.060 12,800,000 14,000 Los Angeles Unified School District Certificates of Participation (Land Acquisition Program), Series D A 1.060 14,000,000 10,000 Los Angeles Water and Power Revenue, Subseries A-1 A 1.070 10,000,000 9,900 Los Angeles Water and Power Revenue, Subseries A-5 A 1.070 9,900,000
33
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) $ 16,650 Los Angeles Water and Power Revenue, Subseries B-3 A 1.090% $ 16,650,000 15,000 Metropolitan Water District Southern California Waterworks Revenue, Series A-1 A 1.070 15,000,000 10,000 Metropolitan Water District Southern California Waterworks Revenue, Series B-1 A 1.070 10,000,000 10,000 Metropolitan Water District Southern California Waterworks Revenue, Series B-2 A 1.070 10,000,000 9,700 Metropolitan Water District Southern California Waterworks Revenue, Series B-4 A 1.040 9,700,000 3,500 Milpitas Unified School District Tax and Revenue Anticipation Notes 06/30/05 3.000 3,545,640 6,795 Moorpark Industrial Development Authority (Fred Kavli and Kavlico Corp.) A 1.060 6,795,000 4,000 Newport Beach Revenue (Hoag Memorial Hospital), Series A A 1.090 4,000,000 10,000 Northern California Power Agency Revenue Refunding (Hydroelectric No 1-A) A 1.040 10,000,000 15,100 Oakland Alameda County Coliseum Authority Lease Revenue A 1.040 15,100,000 12,000 Oakland Alameda County Coliseum Authority Lease Revenue (Coliseum Project), Series C-2 A 1.030 12,000,000 5,355 Oakland Joint Powers Financing (Fruitvale Transit Village), Series A 07/01/04 3.125 5,355,000 6,990 Orange County Apartment Development Revenue (Niguel Village), Series AA A 1.050 6,990,000 6,340 Orange County Apartment Development Revenue (Niguel Village), Series U A 1.020 6,340,000 11,700 Orange County Apartment Development Revenue (Villas La-Paz), Series F A 1.060 11,700,000
34
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) $ 7,000 Oxnard School District Tax & Revenue Anticipation Notes 07/23/04 2.000% $ 7,004,291 7,300 Pasadena Certificates of Participation (Rose Bowl Imports Project) A 1.050 7,300,000 8,700 Roseville Electric Systems Revenue Certificates of Participation A 1.050 8,700,000 10,000 San Bernardino County Certificates of Participation (County Center Refinancing Project) A 1.070 10,000,000 5,000 San Bernardino County Certificates of Participation (Medical Center Financing Project) A 1.020 5,000,000 4,800 San Bernardino County Multi-Family Revenue Bonds (WLP Mountain View Apartments), Series A A 1.070 4,800,000 8,700 San Francisco City and County Redevelopment Agency Multi-Family Housing Revenue (St. Francis Project), Series A A 1.080 8,700,000 4,000 San Francisco City and County Redevelopment Agency Revenue (Community Facilities District No. 4) A 1.100 4,000,000 10,000 San Jose Redevelopment Agency Revenue (Merged Area Redevelopment Project), Series A A 1.040 10,000,000 13,540 San Jose Redevelopment Agency Revenue (Merged Area Redevelopment Project), Series B A 1.030 13,540,000 13,000 San Jose-Santa Clara Water Financing Authority Sewer Revenue, Series B A 1.040 13,000,000 6,500 San Leandro Unified School District Tax and Revenue Anticipation Notes 07/12/05 3.000 6,586,060 12,450 Santa Clara County El Camino Hospital District (Hospital Facilities Authority Revenue), Series B A 1.080 12,450,000 10,000 Santa Clara Financing Authority (VMC Facility Replacement-Project B) A 1.020 10,000,000 15,050 Simi Valley Multi-Family Housing Revenue Refunding (Lincoln Wood Ranch) A 1.070 15,050,000
35
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONCLUDED) $ 5,300 South Placer Wastewater Authority California Wastewater Revenue, Series B A 1.050% $ 5,300,000 19,100 Southern California Public Power Authority Power Project Revenue Refunding (Subordinated Palo Verde Project), Series B A 1.040 19,100,000 3,500 Stockton Revenue Certificates of Participation (Wastewater Treatment Plant Exploration), Series A 09/01/04 6.800 3,603,194 4,700 Tahoe Truckee California Union School District Tax and Revenue Anticipation Notes 10/10/04 2.000 4,712,321 5,400 University of California Revenue A 1.090 5,400,000 10,000 Puerto Rico Commonwealth Tax and Revenue Anticipation Notes 07/30/04 2.000 10,007,877 - --------------------------------------------------------------------------------------------------------------- Total Municipal Bonds and Notes (cost--$731,014,933) 731,014,933 - --------------------------------------------------------------------------------------------------------------- TAX-EXEMPT COMMERCIAL PAPER--3.20% 3,500 California Statewide Communities Development Authority (Kaiser Permanente) 07/09/04 1.040 3,500,000 20,174 Puerto Rico Commonwealth 08/11/04 to 0.950 to Government Development Bank 10/08/04 1.170 20,174,000 - --------------------------------------------------------------------------------------------------------------- Total Tax-Exempt Commercial Paper (cost--$23,674,000) 23,674,000 - --------------------------------------------------------------------------------------------------------------- Total Investments (cost--$754,688,933 which approximates cost for federal income tax purposes)--102.10% 754,688,933 - --------------------------------------------------------------------------------------------------------------- Liabilities in excess of other assets--(2.10)% (15,555,931) - --------------------------------------------------------------------------------------------------------------- Net Assets (applicable to 739,546,133 shares of beneficial interest equivalent to $1.00 per share)--100.00% $ 739,133,002 - ---------------------------------------------------------------------------------------------------------------
A--Variable rate demand notes are payable on demand. The interest rates shown are current rates as of June 30, 2004 and reset periodically. Weighted average maturity -- 20 days See accompanying notes to financial statements 36 UBS RMA NEW YORK MUNICIPAL MONEY FUND Statement of Net Assets -- June 30, 2004
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--93.22% $ 1,250 New York State Dormitory Authority Revenue (Columbia University), Series A-2 06/08/05 1.600% $ 1,250,000 22,185 New York State Dormitory Authority Revenue (Cornell University), 1.040 to Series B A 1.080 22,185,000 2,500 New York State Dormitory Authority Revenue (Mental Health Services), SubSeries D-2A A 1.060 2,500,000 8,027 New York State Dormitory Authority Revenue (Metropolitan Museum of Art) A 1.010 8,027,000 3,300 New York State Dormitory Authority Revenue (Oxford University Press, Inc.) A 1.020 3,300,000 12,900 New York State Dormitory Authority Revenue (Wagner College) A 1.030 12,900,000 22,150 New York State Energy Research & Development Authority Pollution Control Revenue (Orange & Rockland Project), Series A A 1.040 22,150,000 19,700 New York State Housing Finance Agency (Normandie Court I Project) A 1.030 19,700,000 5,000 New York State Housing Finance Agency Service Contract Revenue, Series I A 1.030 5,000,000 7,800 New York State Local Government Assistance Corp., Series B A 1.010 7,800,000 7,000 New York State Local Government Assistance Corp., Series D A 1.000 7,000,000 10,465 New York State Local Government Assistance Corp., Series G A 1.040 10,465,000 5,900 New York State Thruway Authority General Revenue, Series C 01/01/05 6.000 6,125,490 3,335 Albany Revenue Anticipation Notes 01/31/05 3.000 3,364,334 3,300 Babylon General Obligation Bond A 1.040 3,300,000 4,300 Clarence Central School District Tax Anticipation Notes 06/30/05 3.000 4,356,072 6,550 Erie County Water Authority A 1.040 6,550,000
37
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) $ 2,734 Fayetteville-Manlius New York Central School District Bond Anticipation Notes 12/23/04 2.000% $ 2,744,026 4,500 Fayetteville-Manlius New York Central School District Tax Anticipation Notes 06/24/05 3.000 4,553,331 7,690 Freeport Bond Anticipation Notes, Series C 07/28/04 1.750 7,693,801 2,615 Great Neck North Water Authority Systems Revenue, Series-A A 1.040 2,615,000 2,409 Guilderland Center School District Bond Anticipation Notes 07/08/04 1.500 2,409,762 7,252 Ithaca Bond Anticipation Notes 08/06/04 1.500 7,253,650 5,000 Jay Street Development Corp. New York City Facility Lease Revenue (Jay Street Project), Series A-1 A 1.070 5,000,000 22,300 Jay Street Development Corp. New York City Facility Lease Revenue (Jay Street Project), Series A-3 A 1.070 22,300,000 7,000 Long Island Power Authority Electric Systems Revenue, Series D A 1.030 7,000,000 9,000 Long Island Power Authority Electric Systems Revenue, Series G A 1.050 9,000,000 10,200 Long Island Power Authority Electric Systems Revenue, Subseries 3-B A 1.080 10,200,000 2,000 Merrick Union Free School District Tax Anticipation Notes 06/23/05 3.000 2,023,560 15,000 Metropolitan Transportation Authority, Series D-1 A 1.060 15,000,000 6,300 Metropolitan Transportation Authority, Series D-2 A 1.060 6,300,000 5,000 Metropolitan Transportation Authority, Subseries A-2 A 1.100 5,000,000 1,500 Mineola Union Free School District Bond Anticipation Notes 09/14/04 2.000 1,502,702 5,080 Nassau County Interim Finance Authority, Series A A 1.030 5,080,000
38
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) $ 19,500 New York City Housing Development Corp. Multi-Family Rental Housing (63 Wall Street), Series A A 1.040% $ 19,500,000 6,000 New York City Housing Development Corp. Multi-Family Rental Housing (90 West Street), Series A A 1.030 6,000,000 15,700 New York City Housing Development Corp. Multi-Family Rental Housing (Parkgate Development), Series A A 1.010 15,700,000 6,500 New York City Housing Development Corp. Multi-Family Rental Housing (Queenswood Apartments), Series A A 1.000 6,500,000 3,350 New York City Industrial Development Agency Civic Facility Revenue (Church of Heavenly Rest) A 1.060 3,350,000 6,600 New York City Industrial Development Agency Civic Facility Revenue (Lycee Francais de New York Project), Series B A 1.080 6,600,000 6,925 New York City Industrial Development Agency Civic Facility Revenue (MSMC Realty Corp. Project) A 1.010 6,925,000 12,100 New York City Municipal Water Finance Authority Water & Sewer Systems Revenue, Series A A 1.080 12,100,000 7,100 New York City Trust for Cultural Resources Revenue (American Museum of Natural History), Series A A 1.040 7,100,000 5,515 New York City Trust for Cultural Resources Revenue (Asia Society) A 1.050 5,515,000 6,320 New York City Trust for Cultural Resources Revenue (Carnegie Hall) A 0.970 6,320,000 1,900 New York City, Series B, Subseries B-6 A 1.050 1,900,000 9,110 New York City, Series B-2, Subseries B-5 A 1.050 9,110,000 8,200 New York City, Series H, Subseries H-2 A 1.080 8,200,000 800 New York City, Subseries A-6 A 1.080 800,000
39
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONCLUDED) $ 13,170 New York City, Subseries E-5 A 1.080% $ 13,170,000 4,000 New York City, Subseries H-1 A 1.080 4,000,000 4,500 New York City, Subseries H-2 A 1.070 4,500,000 4,100 Niagara Falls Toll Bridge Commission A 1.040 4,100,000 15,335 Oneida County Industrial Development Agency Revenue Civic Facilities (Hamilton College) A 1.010 15,335,000 5,000 Oneida Indian Nation A 1.030 5,000,000 5,705 Orange County Industrial Development Agency Civic (Horton Medical Center) A 1.060 5,705,000 7,355 Port Authority of New York & New Jersey Special Obligation Revenue (Versatile Structure Obligation), Series 2 A 1.060 7,355,000 12,300 Port Authority of New York & New Jersey Special Obligation Revenue (Versatile Structure Obligation), Series 5 A 1.080 12,300,000 7,000 Rockland County Tax Anticipation Notes 03/24/05 2.000 7,041,728 1,400 Suffolk County Industrial Development Agency Research Facilities Revenue (Cold Spring Harbor Laboratory Project) A 1.100 1,400,000 20,000 Suffolk County Water Authority 1.060 to Bond Anticipation Notes A 1.070 20,000,000 26,800 Triborough Bridge & Tunnel Authority Revenues General 1.060 to Purpose, Series B A 1.070 26,800,000 9,303 Yonkers Industrial Development Agency (Consumers Union Facility) A 1.050 9,302,645 11,000 Puerto Rico Commonwealth Tax & Revenue Anticipation Notes 07/30/04 2.000 11,008,342 - --------------------------------------------------------------------------------------------------------------- Total Municipal Bonds and Notes (cost--$524,286,443) 524,286,443 - --------------------------------------------------------------------------------------------------------------- TAX-EXEMPT COMMERCIAL PAPER--8.94% 1,500 New York City Municipal Water Finance Authority 07/09/04 1.080 1,500,000
40
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- TAX-EXEMPT COMMERCIAL PAPER--(CONCLUDED) $ 8,595 New York State Power 08/13/04 to 1.100 to Authority 09/17/04 1.130% $ 8,595,000 5,000 Metropolitan Transportation Authority 08/12/04 1.000 5,000,000 35,150 Government Development Bank of 07/23/04 to 0.970 to Puerto Rico 10/14/04 1.230 35,150,000 - --------------------------------------------------------------------------------------------------------------- Total Tax-Exempt Commercial Paper (cost--$50,245,000) 50,245,000 - --------------------------------------------------------------------------------------------------------------- Total Investments (cost--$574,531,443 which approximates cost for federal income tax purposes)--102.16% 574,531,443 - --------------------------------------------------------------------------------------------------------------- Liabilities in excess of other assets--(2.16)% (12,135,857) - --------------------------------------------------------------------------------------------------------------- Net Assets (applicable to 562,520,107 shares of beneficial interest equivalent to $1.00 per share)--100.00% $ 562,395,586 - ---------------------------------------------------------------------------------------------------------------
A--Variable rate demand notes are payable on demand. The interest rates shown are current rates as of June 30, 2004 and reset periodically. Weighted average maturity -- 25 days See accompanying notes to financial statements 41 UBS RMA NEW JERSEY MUNICIPAL MONEY FUND Statement of Net Assets -- June 30, 2004
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--93.61% $ 1,800 New Jersey Economic Development Authority (Bayonne Project Improvement), Series A A 1.070% $ 1,800,000 3,000 New Jersey Economic Development Authority (Bayonne Project Improvement), Series B A 1.070 3,000,000 1,500 New Jersey Economic Development Authority (Bayonne Project Improvement), Series C A 1.070 1,500,753 885 New Jersey Economic Development Authority (Church and Dwight Co. Project) A 1.020 885,000 6,000 New Jersey Economic Development Authority (Crowley Liner Services Project) A 1.070 6,000,000 2,250 New Jersey Economic Development Authority (Danic Urban Renewel) A 1.050 2,250,000 3,145 New Jersey Economic Development Authority (Institute of Electrical), Series A A 1.060 3,145,000 405 New Jersey Economic Development Authority (Kenwood USA Corp. Project) A 1.080 405,000 1,005 New Jersey Economic Development Authority (RDR Investment Co. LLC) A 1.240 1,005,000 2,000 New Jersey Economic Development Authority (Thermal Energy Limited Partnership) A 1.050 2,000,000 2,000 New Jersey Economic Development Authority (Transportation), Series N10-Regulation D A 1.110 2,000,000 3,150 New Jersey Economic Development Authority Market Transition Facilities Revenue Senior Lien, Series A 07/01/04 7.000 3,150,000 6,000 New Jersey Economic Development Authority Revenue (Center for Aging-Applewood) A 1.050 6,000,000 2,500 New Jersey Economic Development Authority Senior Lien, Series A 07/01/04 5.800 2,500,000
42
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) $ 3,200 New Jersey Economic Development Authority Speciality Facilities Revenue (Port Newark Container LLC) A 1.120% $ 3,200,000 3,105 New Jersey Economic Development Authority Water Facilities Revenue Refunding (United Water NJ, Inc. Project), Series B A 1.120 3,105,000 4,625 New Jersey Educational Facilities Authority (College of New Jersey), Series A A 1.060 4,625,000 980 New Jersey Educational Facilities Authority (Princeton University), Series B A 0.980 980,000 1,255 New Jersey Health Care Facilities Authority Revenue (Jersey Shore Medical Center) 07/01/04 6.200 1,280,100 6,170 New Jersey Health Care Facilities Authority Revenue (St. Barnabas), Series A A 1.070 6,170,000 2,000 New Jersey Health Care Facilities Authority Revenue (St. Claires Hospital), Series A-4 A 1.060 2,000,000 1,000 New Jersey Health Care Facilities Authority Revenue (St. Francis Hospital), Series A-5 A 1.060 1,000,000 5,800 New Jersey Health Care Facilities Authority Revenue (St. Peters Hospital), Series B A 1.040 5,800,000 1,000 New Jersey Health Care Facilities Financing Authority Revenue (Monmouth Medical Center Issue), Series C 07/01/04 6.250 1,000,000 1,000 New Jersey Sports & Exposition Authority, Series B-1 A 1.030 1,000,000 4,300 New Jersey Turnpike Authority A 1.050 4,300,000 2,000 New Jersey Turnpike Authority (Putters Series 155) A 1.090 2,000,000 1,000 Edison Township Bond Anticipation Notes 06/22/05 3.000 1,012,465
43
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONTINUED) $ 4,950 Essex County Improvement Authority Revenue (Pooled Government Loan Program) A 1.000% $ 4,950,000 2,500 Fort Lee Bond Anticipation Notes, Series 2003-2 07/30/04 1.750 2,500,952 4,655 Glen Rock Bond Anticipation Notes 05/27/05 3.000 4,711,618 774 Haddonfield Bond Anticipation Notes 02/25/05 2.750 780,110 1,000 Jersey City Redevelopment Authority Multi-Family Housing (Dickson Mills) A 1.030 1,000,000 1,000 Mercer County Improvement Authority (Atlantic Foundation) A 1.030 1,000,000 2,150 Monmouth County Improvement Authority (Pooled Government Loan Program) A 0.980 2,150,000 2,000 Moorestown Township Bond Anticipation Notes 08/05/04 1.750 2,001,327 1,665 North Jersey District Water Supply Community Refunding (Wanaque South Project), Series A 07/01/04 3.000 1,665,000 4,100 Port Authority of New York and New Jersey Special Obligation Revenue (Versatile Structure Obligation), Series 2 A 1.060 4,100,000 1,650 Port Authority of New York and New Jersey Special Obligation Revenue (Versatile Structure Obligation), Series 3 A 1.080 1,650,000 3,600 Port Authority of New York and New Jersey Special Obligation Revenue (Versatile Structure Obligation), Series 5 A 1.080 3,600,000 3,253 Rumson Bond Anticipation Notes, Series A 07/29/04 1.750 3,254,828 4,240 Rutgers State University Refunding, Series A A 1.050 4,240,000 1,525 Salem County Pollution Control Financing Refunding (Atlantic City Electric), Series A A 1.000 1,525,000 4,000 South Monmouth Regional Sewage Authority Project Notes 01/27/05 2.000 4,014,483
44
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - --------------------------------------------------------------------------------------------------------------- MUNICIPAL BONDS AND NOTES--(CONCLUDED) $ 3,742 Sussex County Bond Anticipation Notes 11/12/04 2.000% $ 3,752,665 6,000 Union County Improvement Authority (Cedar Glen Housing Corp.), Series A A 1.080 6,000,000 2,650 Union County Industrial Pollution Control Financing Authority Revenue Refunding (Exxon Project) A 1.020 2,650,000 - --------------------------------------------------------------------------------------------------------------- Total Municipal Bonds and Notes (cost--$128,659,301) 128,659,301 - --------------------------------------------------------------------------------------------------------------- TAX-EXEMPT COMMERCIAL PAPER--5.97% 8,200 Puerto Rico Commonwealth 08/20/04 to 0.990 to Government Development Bank 09/30/04 1.170 8,200,000 - --------------------------------------------------------------------------------------------------------------- Total Tax-Exempt Commercial Paper (cost--$8,200,000) 8,200,000 - --------------------------------------------------------------------------------------------------------------- Total Investments (cost--$136,859,301 which approximates cost for federal income tax purposes)--99.58% 136,859,301 - --------------------------------------------------------------------------------------------------------------- Other assets in excess of liabilities--0.42% 580,988 - --------------------------------------------------------------------------------------------------------------- Net Assets (applicable to 137,436,220 shares of beneficial interest equivalent to $1.00 per share)--100.00% $ 137,440,289 - ---------------------------------------------------------------------------------------------------------------
A--Variable rate demand notes are payable on demand. The interest rates shown are current rates as of June 30, 2004 and reset periodically. Weighted average maturity -- 34 days See accompanying notes to financial statements 45 UBS RMA Statement of Operations
FOR THE YEAR ENDED JUNE 30, 2004 -------------------------------- MONEY MARKET U.S. GOVERNMENT PORTFOLIO PORTFOLIO - --------------------------------------------------------------------------------- INVESTMENT INCOME: Interest $ 183,487,997 $ 19,627,978 Securities lending income (includes $45,500; $0; $0; $0; $0; $0, respectively, earned from an affiliated entity) 204,713 160,675 183,692,710 19,788,653 EXPENSES: Investment advisory and administration fees 83,977,718 7,510,754 Service fees -- 2,337,067 Transfer agency and related services fees 11,622,423 417,650 Custody and accounting 1,679,554 186,966 Insurance expense 1,574,822 53,647 Reports and notices to shareholders 888,623 37,616 State registration fees 403,248 133,227 Directors'/Trustees' fees 128,511 24,168 Professional fees 111,076 95,851 Interest expense -- -- Other expenses 100,182 17,742 100,486,157 10,814,688 Less: Fee waivers from investment advisor and administrator -- -- Net expenses 100,486,157 10,814,688 Net investment income 83,206,553 8,973,965 Net realized gains (losses) from investment activities (4,885) (72,408) Net increase in net assets resulting from operations $ 83,201,668 $ 8,901,557 - ---------------------------------------------------------------------------------
46
FOR THE YEAR ENDED JUNE 30, 2004 ------------------------------------------------------ CALIFORNIA NEW YORK NEW JERSEY TAX-FREE MUNICIPAL MUNICIPAL MUNICIPAL FUND MONEY FUND MONEY FUND MONEY FUND - ------------------------------------------------------------------------------------------------------- INVESTMENT INCOME: Interest $ 31,948,720 $ 7,608,302 $ 5,622,815 $ 1,362,954 Securities lending income (includes $45,500; $0; $0; $0; $0; $0, respectively, earned from an affiliated entity) -- -- -- -- 31,948,720 7,608,302 5,622,815 1,362,954 EXPENSES: Investment advisory and administration fees 13,499,078 3,642,632 2,779,238 748,753 Service fees 4,062,180 994,296 738,420 179,714 Transfer agency and related services fees 846,350 195,807 182,603 53,731 Custody and accounting 324,974 79,544 59,074 14,976 Insurance expense 350,410 61,467 38,220 10,878 Reports and notices to shareholders 85,881 17,456 17,039 9,384 State registration fees 250,330 35,715 15,221 29,519 Directors'/Trustees' fees 33,124 15,749 14,491 11,225 Professional fees 90,206 88,573 89,719 76,415 Interest expense 7,881 -- -- -- Other expenses 58,020 10,977 9,439 7,082 19,608,434 5,142,216 3,943,464 1,141,677 Less: Fee waivers from investment advisor and administrator -- (5,025) (5,396) (10,858) Net expenses 19,608,434 5,137,191 3,938,068 1,130,819 Net investment income 12,340,286 2,471,111 1,684,747 232,135 Net realized gains (losses) from investment activities 2,947 9,210 (2,350) (253) Net increase in net assets resulting from operations $ 12,343,233 $ 2,480,321 $ 1,682,397 $ 231,882 - -------------------------------------------------------------------------------------------------------
See accompanying notes to financial statements 47 Statement of Changes in Net Assets
FOR THE YEARS ENDED JUNE 30, -------------------------------------- 2004 2003 - ----------------------------------------------------------------------------------------------------- UBS RMA MONEY MARKET PORTFOLIO FROM OPERATIONS: Net investment income $ 83,206,553 $ 234,003,675 Net realized gain (loss) from investment activities (4,885) 51,043 Net increase in net assets resulting from operations 83,201,668 234,054,718 DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM: Net investment income (83,206,553) (234,003,675) Net realized gain from investment activities (1,500,000) -- Total dividends and distributions to shareholders (84,706,553) (234,003,675) Net decrease in net assets from capital share transactions (9,397,084,053) (936,158,868) Net decrease in net assets (9,398,588,938) (936,107,825) NET ASSETS: Beginning of year 21,832,874,589 22,768,982,414 End of year $ 12,434,285,651 $ 21,832,874,589 - ----------------------------------------------------------------------------------------------------- UBS RMA U.S. GOVERNMENT PORTFOLIO FROM OPERATIONS: Net investment income $ 8,973,965 $ 25,260,728 Net realized loss from investment activities (72,408) -- Net increase in net assets resulting from operations 8,901,557 25,260,728 DIVIDENDS TO SHAREHOLDERS FROM: Net investment income (8,973,965) (25,260,728) Net increase (decrease) in net assets from capital share transactions (1,259,463,314) 153,624,603 Net increase (decrease) in net assets (1,259,535,722) 153,624,603 NET ASSETS: Beginning of year 2,510,453,207 2,356,828,604 End of year $ 1,250,917,485 $ 2,510,453,207 - -----------------------------------------------------------------------------------------------------
See accompanying notes to financial statements 48
FOR THE YEARS ENDED JUNE 30, -------------------------------------- 2004 2003 - ----------------------------------------------------------------------------------------------------- UBS RMA TAX-FREE FUND FROM OPERATIONS: Net investment income $ 12,340,286 $ 22,843,872 Net realized gain from investment activities 2,947 -- Net increase in net assets resulting from operations 12,343,233 22,843,872 DIVIDENDS TO SHAREHOLDERS FROM: Net investment income (12,340,286) (22,843,872) Net decrease in net assets from capital share transactions (302,916,671) (16,669,569) Net decrease in net assets (302,913,724) (16,669,569) NET ASSETS: Beginning of year 3,238,850,030 3,255,519,599 End of year $ 2,935,936,306 $ 3,238,850,030 - ----------------------------------------------------------------------------------------------------- UBS RMA CALIFORNIA MUNICIPAL MONEY FUND FROM OPERATIONS: Net investment income $ 2,471,111 $ 4,765,379 Net realized gain from investment activities 9,210 -- Net increase in net assets resulting from operations 2,480,321 4,765,379 DIVIDENDS TO SHAREHOLDERS FROM: Net investment income (2,471,111) (4,765,379) Net increase (decrease) in net assets derived from beneficial interest transactions (27,881,752) 13,341,239 Net increase (decrease) in net assets (27,872,542) 13,341,239 NET ASSETS: Beginning of year 767,005,544 753,664,305 End of year $ 739,133,002 $ 767,005,544 - -----------------------------------------------------------------------------------------------------
See accompanying notes to financial statements 49
FOR THE YEARS ENDED JUNE 30, -------------------------------------- 2004 2003 - ----------------------------------------------------------------------------------------------------- UBS RMA NEW YORK MUNICIPAL MONEY FUND FROM OPERATIONS: Net investment income $ 1,684,747 $ 3,712,954 Net realized gain (loss) from investment activities (2,350) 2,120 Net increase in net assets resulting from operations 1,682,397 3,715,074 DIVIDENDS TO SHAREHOLDERS FROM: Net investment income (1,684,747) (3,712,954) Net increase (decrease) in net assets derived from beneficial interest transactions (26,452,621) 29,507,693 Net increase (decrease) in net assets (26,454,971) 29,509,813 NET ASSETS: Beginning of year 588,850,557 559,340,744 End of year $ 562,395,586 $ 588,850,557 - ----------------------------------------------------------------------------------------------------- UBS RMA NEW JERSEY MUNICIPAL MONEY FUND FROM OPERATIONS: Net investment income $ 232,135 $ 742,404 Net realized loss from investment activities (253) -- Net increase in net assets resulting from operations 231,882 742,404 DIVIDENDS TO SHAREHOLDERS FROM: Net investment income (232,135) (742,404) Net increase (decrease) in net assets derived from beneficial interest transactions (24,413,414) 33,354,255 Net increase (decrease) in net assets (24,413,667) 33,354,255 NET ASSETS: Beginning of year 161,853,956 128,499,701 End of year $ 137,440,289 $ 161,853,956 - -----------------------------------------------------------------------------------------------------
See accompanying notes to financial statements 50 UBS RMA Notes to Financial Statements ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES UBS RMA Money Fund Inc. (the "Corporation") and UBS RMA Tax-Free Fund Inc. ("RMA Tax-Free") were organized under the laws of Maryland on July 2, 1982 and are registered with the Securities and Exchange Commission under the Investment Company Act of 1940, as amended, as open-end management investment companies. RMA Tax-Free is a diversified mutual fund and the Corporation is a series mutual fund with three portfolios, each of which are diversified series: UBS RMA Money Market Portfolio ("Money Market Portfolio"), UBS RMA U.S. Government Portfolio ("U.S. Government Portfolio") and UBS Retirement Money Fund. The financial statements of UBS Retirement Money Fund are not included herein. UBS Managed Municipal Trust ("Managed Municipal Trust") and UBS Municipal Money Market Series ("Municipal Money Market Series") were organized under Massachusetts law by Declarations of Trust dated November 21, 1986 and September 14, 1990, respectively, and are registered with the Securities and Exchange Commission under the Investment Company Act of 1940, as amended, as open-end management investment companies. Managed Municipal Trust currently offers two non-diversified series: UBS RMA California Municipal Money Fund ("RMA California") and UBS RMA New York Municipal Money Fund ("RMA New York"). Municipal Money Market Series currently offers one non-diversified series: UBS RMA New Jersey Municipal Money Fund ("RMA New Jersey", and when referred together with Money Market Portfolio, U.S. Government Portfolio, RMA Tax-Free, RMA California and RMA New York, collectively, the "Funds"). In the normal course of business the Funds may enter into contracts that contain a variety of representations or that provide indemnification for certain liabilities. The Funds' maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, the Funds have not had prior claims or losses pursuant to these contracts and expect the risk of loss to be remote. The preparation of financial statements in accordance with U.S. generally accepted accounting principles requires the Funds' management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The following is a summary of significant accounting policies: VALUATION AND ACCOUNTING FOR INVESTMENTS AND INVESTMENT INCOME--Investments are valued at amortized cost, which approximates market value, unless a Funds' Board of Directors/Trustees (a "Board") determines that this does not represent fair value. Investment transactions are recorded on the trade date. Realized gains and losses from investment transactions are calculated using the identified cost method. Interest income is recorded on an accrual basis. Premiums are amortized and discounts are accreted as adjustments to interest income and the identified cost of investments. 51 REPURCHASE AGREEMENTS--The Money Market Portfolio and the U.S. Government Portfolio may purchase securities or other obligations from a bank or securities dealer (or its affiliate), subject to the seller's agreement to repurchase them at an agreed upon date (or upon demand) and price. The Money Market Portfolio and the U.S. Government Portfolio maintain custody of the underlying obligations prior to their repurchase, either through their regular custodian or through a special "tri-party" custodian or sub-custodian that maintains a separate account for both the Money Market Portfolio and/or the U.S. Government Portfolio and their counterparty. The underlying collateral is valued daily on a mark-to-market basis to ensure that the value, including accrued interest, is at least equal to the repurchase price. In the event of default of the obligation to repurchase, the Money Market Portfolio and the U.S. Government Portfolio generally have the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. Repurchase agreements involving obligations other than U.S government securities (such as commercial paper, corporate bonds and mortgage loans) may be subject to special risks and may not have the benefit of certain protections in the event of counterparty insolvency. If the seller (or seller's guarantor, if any) becomes insolvent, the Money Market Portfolio and the U.S. Government Portfolio may suffer delays, costs and possible losses in connection with the disposition or retention of the collateral. Under certain circumstances, in the event of default or bankruptcy by the other party to the agreement, realization and/or retention of the collateral may be subject to legal proceedings. The Money Market Portfolio and the U.S. Government Portfolio may participate in joint repurchase agreement transactions with other funds managed, advised or sub-advised by UBS Global Asset Management (US) Inc. ("UBS Global AM"). UBS Global AM is an indirect wholly owned asset management subsidiary of UBS AG, an internationally diversified organization with headquarters in Zurich, Switzerland and operations in many areas of the financial services industry. DIVIDENDS AND DISTRIBUTIONS--Dividends and distributions to shareholders are recorded on the ex-dividend date. The amount of dividends and distributions is determined in accordance with federal income tax regulations, which may differ from U.S. generally accepted accounting principles. These "book/tax" differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the capital accounts based on their federal tax-basis treatment; temporary differences do not require reclassification. CONCENTRATION OF RISK The ability of the issuers of the debt securities held by the Funds to meet their obligations may be affected by economic developments, including those particular to a specific industry, country or region. Additionally, RMA California, RMA New York and RMA New Jersey follow an investment policy of investing primarily in municipal obligations of one state. 52 Economic changes affecting each state and certain of its public bodies and municipalities may affect the ability of issuers within each state to pay interest on, or repay principal of, municipal obligations held by each of those Funds. INVESTMENT ADVISOR AND ADMINISTRATOR Each Fund's Board has approved an investment advisory and administration contract ("Advisory Contract") for each fund with UBS Financial Services Inc., an indirect wholly owned subsidiary of UBS AG, under which UBS Financial Services Inc. serves as investment advisor and administrator of the Funds. In accordance with the Advisory Contract, each Fund pays UBS Financial Services Inc. an investment advisory and administration fee, which is accrued daily and paid monthly, in accordance with the following schedule:
AVERAGE DAILY NET ASSETS ANNUAL RATE - -------------------------------------------------------------------------------- MONEY MARKET PORTFOLIO: All 0.50% U.S. GOVERNMENT PORTFOLIO, RMA CALIFORNIA, RMA NEW JERSEY* AND RMA NEW YORK: Up to $300 Million 0.50 In excess of $300 million up to $750 million 0.44 Over $750 million 0.36 RMA TAX-FREE: Up to $1.0 billion 0.50 In excess of $1.0 billion up to $1.5 billion 0.44 Over $1.5 billion 0.36 - --------------------------------------------------------------------------------
* Prior to August 29, 2003, RMA New Jersey paid UBS Financial Services Inc. an investment advisory and administration fee, which was accrued daily and paid monthly, at an annual rate of 0.50% of the Fund's average daily net assets. At June 30, 2004, the Funds owed UBS Financial Services Inc. for investment advisory and administration fees as follows: Money Market Portfolio $ 5,232,813 U.S. Government Portfolio 447,296 RMA Tax-Free 1,051,040 RMA California 286,659 RMA New York 218,775 RMA New Jersey 56,499 - -----------------------------------------------------------------------------
For the year ended June 30, 2004, UBS Financial Services Inc. voluntarily waived a portion of its investment advisory and administration fees as follows: RMA California $ 5,025 RMA New York 5,396 RMA New Jersey 10,858 - -----------------------------------------------------------------------------
UBS Global AM serves as sub-advisor and sub-administrator to the Funds pursuant to Sub-Advisory and Sub-Administration Contracts between UBS Financial 53 Services Inc. and UBS Global AM (each a "Sub-Advisory Contract"). In accordance with each Sub-Advisory Contract, UBS Financial Services Inc. (not the Funds) pays UBS Global AM a fee, accrued daily and paid monthly, at an annual rate of 0.08% of the respective Fund's average daily net assets. Prior to March 1, 2004 and pursuant to superseded sub-advisory and sub-administration contracts, the fee paid by UBS Financial Services Inc. (not the Funds) to UBS Global AM was equal to an annual rate of 20% of the fee paid by the Funds to UBS Financial Services Inc. under the relevant Advisory Contract. DISTRIBUTION PLAN UBS Global AM is the principal underwriter of each Fund's shares. Under the plans of distribution, U.S. Government Portfolio, RMA Tax-Free, RMA California and RMA New York pay UBS Global AM a monthly service fee at the annual rate of up to 0.15% of average daily net assets and RMA New Jersey is authorized to pay at the annual rate of up to 0.12% of average daily net assets, for providing certain shareholder services. Currently, UBS Global AM is compensated for providing such services at an annual rate of 0.125% for each of those Funds except for RMA New Jersey, which pays at an annual rate of 0.12%. No such fees are charged by UBS Global AM for the similar services provided for the Money Market Portfolio. At June 30, 2004, the Funds owed UBS Global AM for such service fees as follows: U.S. Government Portfolio $ 133,111 RMA Tax-Free 313,715 RMA California 77,339 RMA New York 58,280 RMA New Jersey 13,573 - -----------------------------------------------------------------------------
TRANSFER AGENCY AND RELATED SERVICES FEES Prior to January 1, 2004, UBS Global AM provided transfer agency related services to the Funds pursuant to a delegation of authority from PFPC Inc. ("PFPC"), the Funds' transfer agent, and was compensated for these services by PFPC, not the Funds. Effective January 1, 2004, such delegated services are performed by UBS Financial Services Inc., which is compensated for these services by PFPC (not the Funds). For the year ended June 30, 2004, UBS Global AM and UBS Financial Services Inc. received from PFPC, not the Funds, total transfer agency related services fees as follows: Money Market Portfolio $ 7,543,192 U.S. Government Portfolio 265,765 RMA Tax-Free 533,373 RMA California 123,973 RMA New York 107,474 RMA New Jersey 35,612 - -----------------------------------------------------------------------------
54 SECURITIES LENDING Each Fund may lend securities up to 33 1/3% of its total assets to qualified broker-dealers or institutional investors. The loans are secured at all times by cash, U.S. government securities or irrevocable letters of credit in an amount at least equal to the market value of the securities loaned, plus accrued interest and dividends, determined on a daily basis and adjusted accordingly. Each Fund will regain ownership of loaned securities to exercise certain beneficial rights; however, each Fund may bear the risk of delay in recovery of, or even loss of rights in, the securities loaned should the borrower fail financially. Each Fund receives compensation for lending its securities from interest or dividends earned on the cash, U.S. government securities or irrevocable letters of credit held as collateral, net of fee rebates paid to the borrower plus reasonable administrative and custody fees. UBS Financial Services Inc. and other affiliated broker-dealers have been approved as borrowers under the Funds' securities lending program. UBS Securities LLC is each Fund's lending agent. For the year ended June 30, 2004, UBS Securities LLC (or UBS Financial Services Inc., which provided such services prior to UBS Securities LLC) earned $71,334 and $56,322 in compensation from the Money Market Portfolio and the U.S. Government Portfolio, respectively, as the Fund's lending agent. At June 30, 2004, the U.S. Government Portfolio owed UBS Securities LLC $4,582 in compensation as the Fund's lending agent. At June 30, 2004, the U.S. Government Portfolio had securities on loan having a market value of $299,394,680. The U.S. Government Portfolio's custodian held U.S. Government agency securities having an aggregate value of $305,808,790 as collateral for portfolio securities loaned as follows:
PRINCIPAL AMOUNT MATURITY INTEREST (000) DATES RATES VALUE - -------------------------------------------------------------------------------------------- $ 67,450 Federal Home Loan Mortgage Corp. 09/15/10 6.875% $ 75,649,222 9,550 Federal Home Loan Mortgage Corp. 01/15/12 5.750 10,075,250 28,800 Federal National Mortgage Association 02/15/05 7.125 29,736,000 9,370 Federal National Mortgage Association 07/15/05 7.000 9,820,978 71,500 Federal National Mortgage Association 01/15/09 5.250 74,896,250 49,400 Federal National Mortgage Association 06/15/09 6.375 54,031,250 45,450 Federal National Mortgage Association 06/15/10 7.125 51,599,840 $ 305,808,790 - --------------------------------------------------------------------------------------------
The Money Market Portfolio, RMA Tax-Free, RMA California, RMA New York and RMA New Jersey Funds did not have any securities on loan and did not owe UBS Securities LLC for compensation as the Fund's lending agent at June 30, 2004. BANK LINE OF CREDIT RMA Tax-Free participated until September 10, 2003 with other funds managed, advised or sub-advised by UBS Global AM in a $300 million committed credit 55 facility ("Facility") with UBS AG, Stamford Branch, to be utilized for temporary financing until the settlement of sales or purchases of portfolio securities, the repurchase or redemption of shares of RMA Tax-Free at the request of the shareholders and other temporary or emergency purposes. Under the Facility arrangement, RMA Tax-Free had agreed to pay commitment fees, pro rata, based on the relative asset size of the funds in the Facility. Interest was charged to RMA Tax-Free at rates based on prevailing market rates in effect at the time of borrowings. On September 2, 2003, RMA Tax-Free borrowed $30,400,000 under the Facility with an annualized interest rate of 1.41%, which resulted in $1,191 of interest expense. For the period July 1, 2003 through September 10, 2003, RMA Tax-Free paid a commitment fee of $20,565 to UBS AG, Stamford Branch. Effective November 21, 2003, RMA Tax-Free participates with other funds managed, advised or subadvised by UBS Global AM in a $100 million committed credit facility with State Street Bank and Trust Company ("Committed Credit Facility"), to be utilized for temporary financing until the settlement of sales or purchases of portfolio securities, the repurchase or redemption of shares of RMA Tax-Free at the request of shareholders and other temporary or emergency purposes. Under the Committed Credit Facility arrangement, RMA Tax-Free had agreed to pay commitment fees, pro rata, based on the relative asset size of the funds in the Committed Credit Facility arrangement. Interest would be charged to RMA Tax-Free at the federal funds rate in effect at the time of borrowings, plus 0.50%. Under the new Committed Credit Facility arrangement, RMA Tax-Free had an average daily amount of borrowing outstanding of $31,815,800 for 5 days with a related weighted average annualized interest rate of 1.514%, which resulted in $6,690 of interest expense. OTHER LIABILITIES AND COMPONENTS OF NET ASSETS At June 30, 2004, the Funds had the following liabilities outstanding:
PAYABLE FOR OTHER DIVIDENDS INVESTMENTS ACCRUED PAYABLE PURCHASED EXPENSES* - -------------------------------------------------------------------------------- Money Market Portfolio $ 1,474,793 -- $ 2,553,580 U.S. Government Portfolio 122,844 -- 171,188 RMA Tax-Free 276,280 $ 62,487,784 349,261 RMA California 54,633 17,261,480 114,666 RMA New York 36,415 16,488,394 102,707 RMA New Jersey 5,773 -- 39,598 - --------------------------------------------------------------------------------
* Excludes investment advisory and administration fees, service fees and payable for securities lending collateral where applicable. 56 At June 30, 2004, the components of net assets for each of the Funds were as follows:
ACCUMULATED ACCUMULATED NET REALIZED TOTAL PAID IN CAPITAL GAIN (LOSS) NET ASSETS - ------------------------------------------------------------------------------------ Money Market Portfolio $ 12,430,367,692 $ 3,917,959 $ 12,434,285,651 U.S. Government Portfolio 1,250,972,999 (55,514) 1,250,917,485 RMA Tax-Free 2,935,934,200 2,106 2,935,936,306 RMA California 739,109,447 23,555 739,133,002 RMA New York 562,366,766 28,820 562,395,586 RMA New Jersey 137,436,221 4,068 137,440,289 - ------------------------------------------------------------------------------------
FEDERAL TAX STATUS Each Fund intends to distribute all of its income and to comply with the other requirements of the Internal Revenue Code applicable to regulated investment companies. Accordingly, no provision for federal income taxes is required. In addition, by distributing during each calendar year substantially all of their net investment income, realized capital gains and certain other amounts, if any, the Funds intend not to be subject to federal excise tax. In accordance with U.S. Treasury regulations, the following Funds have elected to defer realized capital losses arising after October 31, 2003. Such losses are treated for tax purposes as arising on July 1, 2004:
CAPITAL LOSSES - -------------------------------------------------------------------------------- Money Market Portfolio $ 4,885 U.S. Government Portfolio Portfolio 18,241 RMA New York 2,350 RMA New Jersey 253
The tax character of distributions paid to shareholders by the Money Market Portfolio and U.S. Government Portfolio during the fiscal years ended June 30, 2004 and June 30, 2003 was ordinary income. The tax character of distributions paid to shareholders by RMA Tax-Free, RMA California, RMA New York and RMA New Jersey during the fiscal years ended June 30, 2004 and June 30, 2003 was tax-exempt income. 57 At June 30, 2004, the components of accumulated earnings on a tax basis for each of the Funds were as follows:
ACCUMULATED TOTAL TAX BASIS ORDINARY TAX-EXEMPT CAPITAL AND ACCUMULATED INCOME INCOME OTHER LOSSES EARNINGS - ------------------------------------------------------------------------------------------ Money Market Portfolio $ 5,397,637 -- $ (4,885) $ 5,392,752 U.S. Government Portfolio 205,989 -- (138,659) 67,330 RMA Tax-Free 2,106 $ 276,280 -- 278,386 RMA California -- 78,188 -- 78,188 RMA New York -- 67,585 (2,350) 65,235 RMA New Jersey -- 10,123 (283) 9,840
At June 30, 2004, the effect of permanent "book/tax" reclassifications resulted in increases and decreases to components of the following Funds' net assets:
UNDISTRIBUTED ACCUMULATED NET INVESTMENT NET REALIZED BENEFICIAL INCOME (LOSS) GAIN (LOSS) INTEREST - ----------------------------------------------------------------------------- Money Market Portfolio $ (1,403,972) $ 1,448,957 $ (44,985) RMA California -- 14,163 (14,163) RMA New York -- (2,118) 2,118
These differences are primarily due to the reclassification of distributions for tax purposes and the expiration of capital loss carryforwards. At June 30, 2004, the following Funds had net capital loss carryforwards available as reductions, to the extent provided in the regulations, of future net realized capital gains. These losses expire as follows:
U.S. FISCAL YEAR GOVERNMENT RMA ENDING PORTFOLIO NEW JERSEY - ----------------------------------------------------------------------------- 2011 $ 66,251 $ 30 2012 54,167 -- $ 120,418 $ 30 - -----------------------------------------------------------------------------
During the current fiscal year, RMA California had a capital loss carryforward of $23,373 expire unutilized. 58 CAPITAL SHARE TRANSACTIONS There are 60 billion $0.001 par value authorized shares of common stock relating to the Money Market Portfolio, 10 billion $0.001 par value authorized shares of common stock relating to the U.S. Government Portfolio and 20 billion $0.001 par value authorized shares of common stock relating to the RMA Tax-Free. Transactions in capital shares, at $1.00 per share, were as follows:
FOR THE YEAR ENDED MONEY MARKET U.S. GOVERNMENT RMA JUNE 30, 2004: PORTFOLIO PORTFOLIO TAX-FREE - --------------------------------------------------------------------------------------- Shares Sold 119,594,725,186 11,984,380,341 23,161,302,122 Shares Repurchased (129,074,837,028) (13,252,718,815) (23,476,221,727) Dividends Reinvested 83,027,789 8,875,160 12,002,934 Net decrease in shares outstanding (9,397,084,053) (1,259,463,314) (302,916,671) - --------------------------------------------------------------------------------------- FOR THE YEAR ENDED MONEY MARKET U.S. GOVERNMENT RMA JUNE 30, 2003: PORTFOLIO PORTFOLIO TAX-FREE - --------------------------------------------------------------------------------------- Shares Sold 146,833,090,706 16,712,133,925 20,319,801,073 Shares Repurchased (148,002,613,103) (16,583,558,613) (20,359,158,321) Dividends Reinvested 233,363,529 25,049,291 22,687,679 Net increase (decrease) in shares outstanding (936,158,868) 153,624,603 (16,669,569) - ---------------------------------------------------------------------------------------
BENEFICIAL INTEREST There is an unlimited amount of $0.001 par value shares of beneficial interest authorized for RMA California, RMA New York and RMA New Jersey. Transactions in shares of beneficial interest, at $1.00 per share, were as follows:
FOR THE YEAR ENDED JUNE 30, 2004: RMA CALIFORNIA RMA NEW YORK RMA NEW JERSEY - --------------------------------------------------------------------------------------- Shares Sold 5,672,323,669 4,774,526,945 1,216,937,843 Shares Repurchased (5,702,620,022) (4,802,615,199) (1,241,578,236) Dividends Reinvested 2,414,601 1,635,633 226,979 Net decrease in shares outstanding (27,881,752) (26,452,621) (24,413,414) - --------------------------------------------------------------------------------------- FOR THE YEAR ENDED JUNE 30, 2003: RMA CALIFORNIA RMA NEW YORK RMA NEW JERSEY - --------------------------------------------------------------------------------------- Shares Sold 4,300,854,819 3,911,667,870 1,051,608,716 Shares Repurchased (4,292,249,715) (3,885,838,900) (1,018,987,939) Dividends Reinvested 4,736,135 3,678,723 733,478 Net increase in shares outstanding 13,341,239 29,507,693 33,354,255 - ---------------------------------------------------------------------------------------
59 UBS RMA MONEY MARKET PORTFOLIO Financial Highlights Selected data for a share of common stock outstanding throughout each year is presented below:
FOR THE YEARS ENDED JUNE 30, ---------------------------------------------------------------------------- 2004 2003 2002 2001 2000 - -------------------------------------------------------------------------------------------------------------- NET ASSET VALUE, BEGINNING OF YEAR $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 NET INVESTMENT INCOME 0.005 0.010 0.022 0.055 0.052 Dividends from net investment income (0.005) (0.010) (0.022) (0.055) (0.052) Distributions from net realized gains from investment activities (0.000)@ -- -- -- -- Total dividends and distributions (0.005) (0.010) (0.022) (0.055) (0.052) NET ASSET VALUE, END OF YEAR $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 TOTAL INVESTMENT RETURN(1) 0.51% 1.02% 2.25% 5.61% 5.29% RATIOS/SUPPLEMENTAL DATA: Net assets, end of year (000's) $ 12,434,286 $ 21,832,875 $ 22,768,982 $ 22,609,036 $ 15,821,189 Expenses to average net assets 0.60% 0.61% 0.60% 0.59% 0.59% Net investment income to average net assets 0.50% 1.02% 2.21% 5.42% 5.19% - --------------------------------------------------------------------------------------------------------------
@ Amount is less than $0.0005 per share. (1) Total investment return is calculated assuming a $10,000 investment on the first day of each year reported, reinvestment of all dividends and other distributions, if any, at net asset value on the payable dates, and a sale at net asset value on the last day of each year reported. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions. 60 UBS RMA U.S. GOVERNMENT PORTFOLIO Financial Highlights Selected data for a share of common stock outstanding throughout each year is presented below:
FOR THE YEARS ENDED JUNE 30, ---------------------------------------------------------------------------- 2004 2003 2002 2001 2000 - -------------------------------------------------------------------------------------------------------------- NET ASSET VALUE, BEGINNING OF YEAR $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 Net investment income 0.005 0.010 0.021 0.052 0.048 Dividends from net investment income (0.005) (0.010) (0.021) (0.052) (0.048) NET ASSET VALUE, END OF YEAR $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 TOTAL INVESTMENT RETURN(1) 0.48% 1.00% 2.12% 5.31% 4.88% RATIOS/SUPPLEMENTAL DATA: Net assets, end of year (000's) $ 1,250,917 $ 2,510,453 $ 2,356,829 $ 2,000,303 $ 1,670,845 Expenses to average net assets 0.58% 0.56% 0.57% 0.57% 0.59% Net investment income to average net assets 0.48% 1.00% 2.06% 5.15% 4.81% - --------------------------------------------------------------------------------------------------------------
(1) Total investment return is calculated assuming a $10,000 investment on the first day of each year reported, reinvestment of all dividends and other distributions, if any, at net asset value on the payable dates, and a sale at net asset value on the last day of each year reported. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions. 61 UBS RMA TAX-FREE FUND INC. Financial Highlights Selected data for a share of common stock outstanding throughout each year is presented below:
FOR THE YEARS ENDED JUNE 30, ---------------------------------------------------------------------------- 2004 2003 2002 2001 2000 - -------------------------------------------------------------------------------------------------------------- NET ASSET VALUE, BEGINNING OF YEAR $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 Net investment income 0.004 0.007 0.012 0.032 0.031 Dividends from net investment income (0.004) (0.007) (0.012) (0.032) (0.031) NET ASSET VALUE, END OF YEAR $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 TOTAL INVESTMENT RETURN(1) 0.38% 0.67% 1.24% 3.28% 3.10% RATIOS/SUPPLEMENTAL DATA: Net assets, end of year (000's) $ 2,935,936 $ 3,238,850 $ 3,255,520 $ 3,286,150 $ 2,593,878 Expenses to average net assets 0.60% 0.63% 0.60% 0.59% 0.60% Net investment income to average net assets 0.38% 0.67% 1.23% 3.20% 3.06% - --------------------------------------------------------------------------------------------------------------
(1) Total investment return is calculated assuming a $10,000 investment on the first day of each year reported, reinvestment of all dividends and other distributions, if any, at net asset value on the payable dates, and a sale at net asset value on the last day of each year reported. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions. 62 UBS RMA CALIFORNIA MUNICIPAL MONEY FUND Financial Highlights Selected data for a share of beneficial interest outstanding throughout each year is presented below:
FOR THE YEARS ENDED JUNE 30, ---------------------------------------------------------------------------- 2004 2003 2002 2001 2000 - -------------------------------------------------------------------------------------------------------------- NET ASSET VALUE, BEGINNING OF YEAR $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 Net investment income 0.003 0.006 0.011 0.027 0.026 Dividends from net investment income (0.003) (0.006) (0.011) (0.027) (0.026) NET ASSET VALUE, END OF YEAR $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 TOTAL INVESTMENT RETURN(1) 0.31% 0.60% 1.10% 2.75% 2.59% RATIOS/SUPPLEMENTAL DATA: Net assets, end of year (000's) $ 739,133 $ 767,006 $ 753,664 $ 759,961 $ 626,424 Expenses to average net assets, net of fee waivers by advisor(2) 0.65% 0.66% 0.65% 0.66% 0.65% Net investment income to average net assets, net of fee waivers by advisor(2) 0.31% 0.60% 1.09% 2.70% 2.56% - --------------------------------------------------------------------------------------------------------------
(1) Total investment return is calculated assuming a $10,000 investment on the first day of each year reported, reinvestment of all dividends and other distributions, if any, at net asset value on the payable dates, and a sale at net asset value on the last day of each year reported. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions. (2) During the years ended June 30, 2004 and June 30, 2003, UBS Global AM waived a portion of its advisory and administration fees. The ratios excluding the waiver are the same since the fee waiver represents less than 0.005%. 63 UBS RMA NEW YORK MUNICIPAL MONEY FUND Financial Highlights Selected data for a share of beneficial interest outstanding throughout each year is presented below:
FOR THE YEARS ENDED JUNE 30, ---------------------------------------------------------------------------- 2004 2003 2002 2001 2000 - -------------------------------------------------------------------------------------------------------------- NET ASSET VALUE, BEGINNING OF YEAR $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 Net investment income 0.003 0.006 0.011 0.030 0.029 Dividends from net investment income (0.003) (0.006) (0.011) (0.030) (0.029) NET ASSET VALUE, END OF YEAR $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 TOTAL INVESTMENT RETURN(1) 0.29% 0.62% 1.08% 3.04% 2.93% RATIOS/SUPPLEMENTAL DATA: Net assets, end of year (000's) $ 562,396 $ 588,851 $ 559,341 $ 574,490 $ 437,253 Expenses to average net assets, net of fee waivers by advisor(2) 0.67% 0.67% 0.68% 0.69% 0.67% Net investment income to average net assets, net of fee waivers by advisor(2) 0.29% 0.62% 1.07% 2.95% 2.90% - --------------------------------------------------------------------------------------------------------------
(1) Total investment return is calculated assuming a $10,000 investment on the first day of each year reported, reinvestment of all dividends and other distributions, if any, at net asset value on the payable dates, and a sale at net asset value on the last day of each year reported. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions. (2) During the years ended June 30, 2004 and June 30, 2003, UBS Global AM waived a portion of its advisory and administration fees. The ratios excluding the waiver are the same since the fee waiver represents less than 0.005%. 64 UBS RMA NEW JERSEY MUNICIPAL MONEY FUND Financial Highlights Selected data for a share of beneficial interest outstanding throughout each year is presented below:
FOR THE YEARS ENDED JUNE 30, ---------------------------------------------------------------------------- 2004 2003 2002 2001 2000 - -------------------------------------------------------------------------------------------------------------- NET ASSET VALUE, BEGINNING OF YEAR $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 Net investment income 0.002 0.005 0.010 0.028 0.027 Dividends from net investment income (0.002) (0.005) (0.010) (0.028) (0.027) NET ASSET VALUE, END OF YEAR $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 TOTAL INVESTMENT RETURN(1) 0.16% 0.51% 0.97% 2.86% 2.72% RATIOS/SUPPLEMENTAL DATA: Net assets, end of year (000's) $ 137,440 $ 161,854 $ 128,500 $ 102,162 $ 93,276 Expenses to average net assets, net of fee waivers by advisor(2) 0.76% 0.73% 0.77% 0.79% 0.78% Net investment income to average net assets, net of fee waivers by advisor(2) 0.15% 0.50% 0.94% 2.77% 2.69% - --------------------------------------------------------------------------------------------------------------
(1) Total investment return is calculated assuming a $10,000 investment on the first day of each year reported, reinvestment of all dividends and other distributions, if any, at net asset value on the payable dates, and a sale at net asset value on the last day of each year reported. Returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions. (2) During the years ended June 30, 2004 and June 30, 2003, UBS Global AM waived a portion of its advisory and administration fees. The ratios excluding the waiver are the same since the fee waiver represents less than 0.01%. 65 UBS RMA Report of Independent Registered Public Accounting Firm To the Boards of Directors/Trustees and Shareholders of UBS RMA: Money Market Portfolio U.S. Government Portfolio Tax-Free Fund Inc. California Municipal Money Fund New York Municipal Money Fund New Jersey Municipal Money Fund We have audited the accompanying statements of net assets of the UBS RMA Money Market Portfolio and UBS RMA U.S. Government Portfolio (two of the Funds comprising UBS RMA Money Fund Inc.), UBS RMA Tax-Free Fund Inc., UBS RMA California Municipal Money Fund and UBS RMA New York Municipal Money Fund (two of the Funds comprising UBS Managed Municipal Trust) and UBS RMA New Jersey Municipal Money Fund (the sole Fund comprising UBS Municipal Money Market Series) (collectively, the "Funds") as of June 30, 2004, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended and the financial highlights for each of the years indicated therein. These financial statements and financial highlights are the responsibility of the Funds' management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights. Our procedures included confirmation of investments owned as of June 30, 2004, by correspondence with the custodian and brokers. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of UBS RMA Money Market Portfolio, UBS RMA U.S. Government Portfolio, UBS RMA Tax-Free Fund Inc., UBSRMA California Municipal Money Fund, UBS RMA New York Municipal Money Fund and UBS RMA New Jersey Municipal Money Fund at June 30, 2004, the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended and the financial highlights for each of the indicated years, in conformity with U.S. generally accepted accounting principles. /s/ Ernst & Young LLP New York, New York August 6, 2004 66 (This page intentionally left blank) 67 UBS RMA Supplemental Information (unaudited) BOARDS OF DIRECTORS OR TRUSTEES & OFFICERS UBS RMA Money Fund Inc. ("RMA Money Fund") and UBS RMA Tax-Free Fund Inc. ("RMA Tax-Free Fund") (each a "Corporation") were organized as Maryland corporations. UBS RMA Money Market Portfolio and UBS RMA U.S. Government Portfolio are series of RMA Money Fund. UBS Managed Municipal Trust ("Managed Municipal Trust") and UBS Municipal Money Market Series ("Municipal Money Market Series") (each a "Trust") were formed as business trusts under the laws of the Commonwealth of Massachusetts. UBS RMA California Municipal Money Fund and UBS RMA New York Municipal Money Fund are series of Managed Municipal Trust. UBS RMA New Jersey Municipal Money Fund is a series of Municipal Money Market Series. INTERESTED BOARD MEMBER
TERM OF OFFICE+ AND POSITION(S) LENGTH OF NAME, ADDRESS, HELD WITH TIME PRINCIPAL OCCUPATION(S) AND AGE FUNDS SERVED DURING PAST 5 YEARS - --------------------------------------------------------------------------------------------------------- Margo N. Alexander++; Director/ Since 1996 Mrs. Alexander is retired. She was an 57 Trustee (Managed executive vice president of UBS c/o UBS Global Municipal Trust, Financial Services Inc. (from March Asset Management RMA Money 1984 to December 2002). She was chief 51 West 52nd Street Fund, RMA executive officer (from January 1995 New York, NY 10019 Tax-Free Fund) to October 2000), a director (from Since 1995 January 1995 to September 2001) and (Municipal chairman (from March 1999 to Money September 2001) of UBS Global AM Market (formerly known as Mitchell Hutchins Series) Asset Management Inc.).
68 Each Corporation or Trust is governed by a Board of Directors or Trustees, respectively (sometimes referred to as "board members"), which oversees the operations of the applicable Fund. Each board member serves an indefinite term of office. Officers are appointed by the board members and serve at the pleasure of a Board. The table below shows, for each board member and officer, his or her name, address and age, the position held with the Corporation or Trust, the length of time served as a board member and officer of the Corporation or Trust, the board member's and officer's principal occupations during the last five years, the number of portfolios in the UBS fund complex overseen by the board member or for which a person served as an officer, and other directorships held by such board member. The Corporations' and Trusts' Statement of Additional Information contains additional information about the board members and is available, without charge, upon request, by calling 1-800-647-1568.
NUMBER OF PORTFOLIOS IN FUND COMPLEX OTHER DIRECTORSHIPS OVERSEEN BY BOARD MEMBER HELD BY BOARD MEMBER - -------------------------------------------------------------------------------- Mrs. Alexander is a director or None. trustee of 16 investment companies (consisting of 34 portfolios) for which UBS Global AM or one of its affiliates serves as investment advisor, sub-advisor or manager.
69 UBS RMA Supplemental Information (unaudited) INDEPENDENT BOARD MEMBERS
TERM OF OFFICE+ AND POSITION(S) LENGTH OF NAME, ADDRESS, HELD WITH TIME PRINCIPAL OCCUPATION(S) AND AGE FUNDS SERVED DURING PAST 5 YEARS - --------------------------------------------------------------------------------------------------------- Richard Q. Armstrong; 69 Director/ Since 1996 Mr. Armstrong is chairman and c/o Willkie Farr & Trustee and principal of R.Q.A. Enterprises Gallagher LLP Interim (management consulting firm) (since 787 Seventh Avenue Chairman April 1991 and principal occupation New York, NY of the Board since March 1995). 10019-6099 of Directors/ Trustees David J. Beaubien; 69 Director/ Since 2001 Mr. Beaubien is retired (since 2003). 84 Doane Road Trustee He was chairman of Yankee Ware, MA 01082 Environmental Systems, Inc., a manufacturer of meteorological measuring systems (since 1991). Richard R. Burt; 57 Director/ Since 1996 Mr. Burt is chairman of Diligence LLC 1275 Pennsylvania Ave., N.W. Trustee (international information and Washington, D.C. security firm) and IEP Advisors 20004 (international investments and consulting firm). Meyer Feldberg; 62 Director/ Since 1991 Professor Feldberg is Dean Emeritus Columbia Business School Trustee (Managed and Sanford Bernstein Professor of 33 West 60th Street Municipal Trust) Leadership and Ethics at Columbia 7th Floor Since 1996 Business School. Prior to July 2004, New York, NY 10023-7905 (Municipal he was Dean and Professor of Money Market Management of the Graduate School of Series) Business at Columbia University Since 1992 (since 1989). (RMA Money Fund, RMA Tax-Free Fund)
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NUMBER OF PORTFOLIOS IN FUND COMPLEX OTHER DIRECTORSHIPS OVERSEEN BY BOARD MEMBER HELD BY BOARD MEMBER - -------------------------------------------------------------------------------- Mr. Armstrong is a director or trustee None of 16 investment companies (consisting of 34 portfolios) for which UBS Global AM or one of its affiliates serves as investment advisor, sub-advisor or manager. Mr. Beaubien is a director or trustee Mr. Beaubien is also a director of IEC of 16 investment companies (consisting Electronics, Inc., a manufacturer of of 34 portfolios) for which UBS Global electronic assemblies. AM or one of its affiliates serves as investment advisor, sub-advisor or manager. Mr. Burt is a director or trustee of Mr. Burt is also a director of 16 investment companies (consisting of Hollinger International, Inc. 34 portfolios) for which UBS Global AM (publishing), HCL Technologies, Ltd. or one of its affiliates serves as (software and information investment advisor, sub-advisor or technologies), The Central European manager. Fund, Inc., The Germany Fund, Inc., IGT, Inc. (provides technology to gaming and wagering industry) and chairman of Weirton Steel Corp. (makes and finishes steel products). He is also a director or trustee of funds in the Scudder Mutual Funds Family (consisting of 47 portfolios) Professor Feldberg is a director or Professor Feldberg is also a director trustee of 30 investment companies of Primedia Inc. (publishing), (consisting of 48 portfolios) for Federated Department Stores, Inc. which UBS Global AM or one of its (operator of department stores), affiliates serves as investment Revlon, Inc. (cosmetics), Select advisor, sub-advisor or manager. Medical Inc. (healthcare services) and SAPPI, Ltd. (producer of paper).
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TERM OF OFFICE+ AND POSITION(S) LENGTH OF NAME, ADDRESS, HELD WITH TIME PRINCIPAL OCCUPATION(S) AND AGE FUNDS SERVED DURING PAST 5 YEARS - --------------------------------------------------------------------------------------------------------- Carl W. Schafer; 68 Director/ Since 1996 Mr. Schafer is president of the 66 Witherspoon Street Trustee (Managed Atlantic Foundation (charitable #1100 Municipal Trust, foundation) (since 1990). Princeton, NJ 08542 RMA Money Fund, RMA Tax-Free Fund) Since 1990 (Municipal Money Market Series) William D. White; 70 Director/ Since 2001 Mr. White is retired (since 1994). P.O. Box 199 Trustee Upper Black Eddy, PA 18972
72
NUMBER OF PORTFOLIOS IN FUND COMPLEX OTHER DIRECTORSHIPS OVERSEEN BY BOARD MEMBER HELD BY BOARD MEMBER - -------------------------------------------------------------------------------- Mr. Schafer is a director or trustee Mr. Schafer is also a director of Labor of 16 investment companies (consisting Ready, Inc. (temporary employment), of 34 portfolios) for which UBS Global Guardian Life Insurance Company Mutual AM or one of its affiliates serves as Funds (consisting of 25 portfolios), investment advisor, sub-advisor or the Harding, Loevner Funds (consisting manager. of three portfolios), E.I.I. Realty Securities Trust (investment company) and Frontier Oil Corporation. Mr. White is a director or trustee of None 16 investment companies (consisting of 34 portfolios) for which UBS Global AM or one of its affiliates serves as investment advisor, sub-advisor or manager.
73 UBS RMA Supplemental Information (unaudited) OFFICERS
TERM OF PRINCIPAL OCCUPATION(S) OFFICE+ AND DURING PAST 5 YEARS; POSITION(S) LENGTH OF NUMBER OF PORTFOLIOS IN NAME, ADDRESS, HELD WITH TIME FUND COMPLEX FOR WHICH PERSON AND AGE FUNDS SERVED SERVES AS OFFICER - --------------------------------------------------------------------------------------------------------- Debbie Baggett*; 45 Vice President Since 1995 Ms. Baggett is a director and (RMA Tax-Free portfolio manager of UBS Global AM. Fund) Ms. Baggett is a vice president of Since 1990 four investment companies (consisting (Managed of nine portfolios) for which UBS Municipal Trust) Global AM or one of its affiliates Since 1996 serves as investment advisor, (Municipal sub-advisor or manager. Money Market Series) W. Douglas Beck*; 37 Vice President Since 2003 Mr. Beck is an executive director and head of mutual fund product management of UBS Global AM (since 2002). From March 1998 to November 2002, he held various positions at Merrill Lynch, the most recent being first vice president and co-manager of the managed solutions group. Mr. Beck is vice president of 19 investment companies (consisting of 75 portfolios) for which UBS Global AM or one of its affiliates serves as investment advisor, sub-advisor or manager. Thomas Disbrow*; 38 Vice President Since 2000 Mr. Disbrow is a director and co-head and Treasurer (Vice President); of the mutual fund finance department since 2004 of UBS Global AM. Prior to November (Treasurer) 1999, he was a vice president of Zweig/Glaser Advisers. Mr. Disbrow is a vice president and treasurer of 16 investment companies (consisting of 34 portfolios) and assistant treasurer of four investment companies (consisting of 42 portfolios) for which UBS Global AM or one of its affiliates serves as investment advisor, sub-advisor or manager. Elbridge T. Gerry III*; Vice President Since 1996 Mr. Gerry is a managing director- 47 (Managed municipal fixed income of UBS Global Municipal Trust) AM Mr. Gerry is a vice president of Since 2000 six investment companies (consisting (Municipal Money of 11 portfolios) for which UBS Market Series, Global AM or one of its affiliates RMA Tax-Free serves as investment advisor, Fund) sub-advisor or manager.
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TERM OF PRINCIPAL OCCUPATION(S) OFFICE+ AND DURING PAST 5 YEARS; POSITION(S) LENGTH OF NUMBER OF PORTFOLIOS IN NAME, ADDRESS, HELD WITH TIME FUND COMPLEX FOR WHICH PERSON AND AGE FUNDS SERVED SERVES AS OFFICER - --------------------------------------------------------------------------------------------------------- Mark F. Kemper**, Vice President Since 2004 Mr. Kemper is general counsel of UBS 46 and Secretary Global Asset Management - Americas region (since July 2004). Mr. Kemper also is an executive director of UBS Global Asset Management (Americas) Inc. ("UBS Global AM (Americas") and was its deputy general counsel from July 2001 to July 2004. He has been secretary of UBS Global AM (Americas) since 1999 and assistant secretary of UBS Global AM (Americas) and UBS Global Asset Management Trust Company since 1993. Mr. Kemper is vice president and secretary of 16 investment companies (consisting of 34 portfolios) and assistant secretary of four investment companies (consisting of 42 portfolios) for which UBS Global AM (Americas) or one of its affiliates serves as investment advisor, sub- advisor or manager. Joanne M. Kilkeary*; Vice President Since 2004 Ms. Kilkeary is an associate director 36 and Assistant and a senior manager of the mutual Treasurer fund finance department of UBS Global AM. Ms. Kilkeary is a vice president and assistant treasurer of 16 investment companies (consisting of 34 portfolios) for which UBS Global AM or one of its affiliates serves as investment advisor, sub-advisor or manager. Todd Lebo*: Vice President Since 2004 Mr. Lebo is a director and an 40 and Assistant associate general counsel at UBS Secretary Global AM (since 2002). Prior to joining UBS Global AM he was an executive director and associate general counsel at Morgan Stanley (from 1997 to 2002). Mr. Lebo is a vice president and assistant secretary of 16 investment companies (consisting of 34 portfolios) for which UBS Global AM or one of its affiliates serves as investment advisor, sub-advisor or manager.
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TERM OF PRINCIPAL OCCUPATION(S) OFFICE AND DURING PAST 5 YEARS; POSITION(S) LENGTH OF NUMBER OF PORTFOLIOS IN NAME, ADDRESS, HELD WITH TIME FUND COMPLEX FOR WHICH PERSON AND AGE FUNDS SERVED SERVES AS OFFICER - --------------------------------------------------------------------------------------------------------- Joseph T. Malone*; Vice President Since 2004 Mr. Malone is a director and co-head 36 and Assistant of the mutual fund finance department Treasurer of UBS Global AM. From August 2000 through June 2001, he was the controller at AEA Investors Inc. From March 1998 to August 2000, Mr. Malone was a manager within investment management services of PricewaterhouseCoopers LLC. Mr. Malone is vice president and assistant treasurer of 16 investment companies (consisting of 34 portfolios) and treasurer and principal accounting officer of four investment companies (consisting of 42 portfolios) for which UBS Global AM or one of its affiliates serves as investment advisor, sub-advisor or manager. Michael H. Markowitz**; Vice President Since 2001 Mr. Markowitz is a managing director, 39 (RMA Money Fund) portfolio manager and head of U.S. short duration fixed income of UBS Global AM. He is also a managing director and portfolio manager of UBS Global AM (Americas), an affiliate of UBS Global AM. Mr. Markowitz is a vice president of five investment companies (consisting of 22 portfolios) for which UBS Global AM or one of its affiliates serves as investment advisor, sub- advisor or manager.
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TERM OF PRINCIPAL OCCUPATION(S) OFFICE+ AND DURING PAST 5 YEARS; POSITION(S) LENGTH OF NUMBER OF PORTFOLIOS IN NAME, ADDRESS, HELD WITH TIME FUND COMPLEX FOR WHICH PERSON AND AGE FUNDS SERVED SERVES AS OFFICER - --------------------------------------------------------------------------------------------------------- Joseph A. Varnas*; President Since 2003 Mr. Varnas is a managing director 36 (since March 2003), global head of information technology and operations (since March 2004) and head of product management-Americas (since November 2002) of UBS Global AM. He was head of technology of UBS Global AM from November 2002 to March 2004. From 2000 to 2001, he was manager of product development in Investment Consulting Services at UBS Financial Services Inc. Mr. Varnas was a senior analyst in the Global Securities Research and Economics Group at Merrill Lynch from 1995 to 1999. Mr. Varnas is president of 20 investment companies (consisting of 76 portfolios) for which UBS Global AM or one of its affiliates serves as investment advisor, sub-advisor or manager. Keith A. Weller*; 43 Vice President Since 1995 Mr. Weller is a director and senior and Assistant (Managed associate general counsel of UBS Secretary Municipal Trust, Global AM. Mr. Weller is a vice RMA Money Fund, president and assistant secretary of RMA Tax-Free 16 investment companies (consisting Fund) Since 1996 of 34 portfolios) for which UBS (Municipal Global AM or one of its affiliates Money Market serves as investment advisor, Series) sub-advisor or manager.
* This person's business address is 51 West 52nd Street, New York, New York 10019-6114. ** This person's business address is One North Wacker Drive, Chicago, Illinois 60606. + Each board member holds office for an indefinite term. Each board member who has attained the age of seventy-two (72) years will be subject to retirement on the last day of the month in which he or she attains such age. Officers are appointed by the board members and serve at the pleasure of a board. ++ Mrs. Alexander is an "interested person" of a Corporation/Trust as defined in the Investment Company Act by virtue of her former positions with UBS Global AM and/or any of its affiliates. 77 DIRECTORS/TRUSTEES Richard Q. Armstrong INTERIM CHAIRMAN Margo N. Alexander David J. Beaubien Richard R. Burt Meyer Feldberg Carl W. Schafer William D. White PRINCIPAL OFFICERS Joseph A. Varnas PRESIDENT Mark F. Kemper VICE PRESIDENT AND SECRETARY Thomas Disbrow VICE PRESIDENT AND TREASURER Michael H. Markowitz VICE PRESIDENT (TAXABLE FUNDS) Debbie Baggett VICE PRESIDENT (TAX-FREE FUNDS) W.Douglas Beck VICE PRESIDENT INVESTMENT ADVISOR AND ADMINISTRATOR UBS Financial Services Inc. 1285 Avenue of the Americas New York, New York 10019-6028 SUB-ADVISOR, SUB-ADMINISTRATOR AND PRINCIPAL UNDERWRITER UBS Global Asset Management (US) Inc. 51 West 52nd Street New York, New York 10019-6114 THIS REPORT IS NOT TO BE USED IN CONNECTION WITH THE OFFERING OF SHARES OF A FUND UNLESS ACCOMPANIED OR PRECEDED BY AN EFFECTIVE PROSPECTUS. (C)2004 UBS Global Asset Management (US) Inc. All rights reserved. [UBS LOGO] Presorted Standard UBS GLOBAL ASSET MANAGEMENT U.S. Postage 51 West 52nd Street PAID New York, New York 10019 Smithtown, NY Permit 700 ITEM 2. CODE OF ETHICS. The registrant has adopted a code of ethics that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions pursuant to Section 406 of the Sarbanes-Oxley Act of 2002. (The registrant has designated the code of ethics adopted pursuant to Sarbanes-Oxley as a "Code of Conduct" to lessen the risk of confusion with its separate code of ethics adopted pursuant to Rule 17j-1 under the Investment Company Act of 1940, as amended.) ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. The registrant's Board has determined that the following person serving on the registrant's Audit Committee is an "audit committee financial expert" as defined in item 3 of Form N-CSR: Richard Q. Armstrong. Mr. Armstrong is independent as defined in item 3 of Form N-CSR. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. (a) AUDIT FEES: For the fiscal years ended June 30, 2004 and June 30, 2003, the aggregate Ernst & Young LLP (E&Y) audit fees for professional services rendered to the registrant were approximately $31,300 and $22,900, respectively. Fees included in the audit fees category are those associated with the annual audits of financial statements and services that are normally provided in connection with statutory and regulatory filings. (b) AUDIT-RELATED FEES: In each of the fiscal years ended June 30, 2004 and June 30, 2003, the aggregate audit-related fees billed by E&Y for services rendered to the registrant that are reasonably related to the performance of the audits of the financial statements, but not reported as audit fees, were approximately $2,140 and $3,657, respectively, which includes amounts related to non-audit services prior to May 6, 2003 that would have been subject to pre-approval if the SEC rules relating to the pre-approval of non-audit services had been in effect at that time. Fees included in the audit-related category are those associated with (1) the reading and providing of comments on the 2003 and 2002 semiannual financial statements, (2) review of portions of the registrant's semiannual 2002 Form N-SAR filing and (3) review of the consolidated 2003 and 2002 profitability of UBS Global Asset Management (US) Inc. ("UBS Global AM") to assist the board members in their annual advisory/administration contract and service/distribution plan reviews. There were no audit-related fees required to be approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X during the fiscal years indicated above. (c) TAX FEES: In each of the fiscal years ended June 30, 2004 and June 30, 2003, the aggregate tax fees billed by E&Y for professional services rendered to the registrant were approximately $11,900 and $6,500, respectively, which include amounts related to tax services prior to May 6, 2003 that would have been subject to pre-approval if the SEC rules relating to the pre-approval of non-audit services had been in effect at that time. Fees included in the tax fees category comprise all services performed by professional staff in the independent accountant's tax division except those services related to the audits. This category comprises fees for review of tax compliance, tax return preparation and excise tax calculations. There were no tax fees required to be approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X during the fiscal years indicated above. (d) ALL OTHER FEES: In each of the fiscal years ended June 30, 2004 and June 30, 2003, there were no fees billed by E&Y for products and services, other than the services reported in Item 4(a)-(c) above, rendered to the registrant. Fees included in the all other fees category would consist of services related to internal control reviews, strategy and other consulting, financial information systems design and implementation, consulting on other information systems, and other tax services unrelated to the registrant. There were no "all other fees" required to be approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X during the fiscal years indicated above. (e) (1) AUDIT COMMITTEE PRE-APPROVAL POLICIES AND PROCEDURES: The registrant's Audit Committee ("audit committee") has adopted an "Audit Committee Charter (Amended and Restated as of May 12, 2004)" (the "charter"). The charter contains the audit committee's pre-approval policies and procedures. Reproduced below is an excerpt from the charter regarding pre-approval policies and procedures: The [audit ]Committee shall: ... 2. Pre-approve (a) all audit and permissible non-audit services(1) to be provided to the Fund and (b) all permissible non-audit services to be provided by the Fund's independent auditors to UBS Global [AM] and any Covered Service Providers, if the engagement relates directly to the operations and financial reporting of the Fund. In carrying out this responsibility, the Committee shall seek periodically from UBS Global [AM] and from the independent auditors a list of such audit and permissible non-audit services that can be expected to be rendered to the Fund, UBS Global [AM] or any Covered Service Providers by the Fund's independent auditors, and an estimate of the fees sought to be paid in connection with such services. The Committee may delegate its responsibility to pre-approve any such audit and permissible non-audit services to a sub-committee consisting of the Chairperson of the Committee and two other members of the Committee as the Chairperson, from time to time, may determine and appoint, and such sub-committee shall report to the Committee, at its next regularly scheduled meeting after the sub-committee's meeting, its decision(s). From year to year, the Committee shall report to the Board whether this system of pre-approval has been effective and efficient or whether this Charter should be amended to allow for pre-approval pursuant to such policies and procedures as the Committee shall approve, including the delegation of some or all of the Committee's pre-approval responsibilities to other persons (other than UBS Global [AM] or the Fund's officers). - --------------- (1) The Committee will not approve non-audit services that the Committee believes may taint the independence of the auditors. Currently, permissible non-audit services include any professional services (including tax services) that are not prohibited services as described below, provided to the Fund by the independent auditors, other than those provided to the Fund in connection with an audit or a review of the financial statements of the Fund. Permissible non-audit services may NOT include: (i) bookkeeping or other services related to the accounting records or financial statements of the Fund; (ii) financial information systems design and implementation; (iii) appraisal or valuation services, fairness opinions or contribution-in-kind reports; (iv) actuarial services; (v) internal audit outsourcing services; (vi) management functions or human resources; (vii) broker or dealer, investment adviser or investment banking services; (viii) legal services and expert services unrelated to the audit; and (ix) any other service the Public Company Accounting Oversight Board determines, by regulation, is impermissible. Pre-approval by the Committee of any permissible non-audit services is not required so long as: (i) the aggregate amount of all such permissible non-audit services provided to the Fund, UBS Global [AM] and any service providers controlling, controlled by or under common control with UBS Global [AM] that provide ongoing services to the Fund ("Covered Service Providers") constitutes not more than 5% of the total amount of revenues paid to the independent auditors (during the fiscal year in which the permissible non-audit services are provided) by (a) the Fund, (b) its investment adviser and (c) any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the Fund during the fiscal year in which the services are provided that would have to be approved by the Committee; (ii) the permissible non-audit services were not recognized by the Fund at the time of the engagement to be non-audit services; and (iii) such services are promptly brought to the attention of the Committee and approved by the Committee (or its delegate(s)) prior to the completion of the audit. (e)(2) Services approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X: AUDIT-RELATED FEES: There were no amounts that were approved by the audit committee pursuant to the de minimis exception for the fiscal years ended June 30, 2004 and June 30, 2003 on behalf of the registrant. There were no amounts that were required to be approved by the audit committee pursuant to the de minimis exception for the fiscal years ended June 30, 2004 and June 30, 2003 on behalf of the registrant's service providers that relate directly to the operations and financial reporting of the registrant. TAX FEES: There were no amounts that were approved by the audit committee pursuant to the de minimis exception for the fiscal years ended June 30, 2004 and June 30, 2003 on behalf of the registrant. There were no amounts that were required to be approved by the audit committee pursuant to the de minimis exception for the fiscal years ended June 30, 2004 and June 30, 2003 on behalf of the registrant's service providers that relate directly to the operations and financial reporting of the registrant. ALL OTHER FEES: There were no amounts that were approved by the audit committee pursuant to the de minimis exception for the fiscal years ended June 30, 2004 and June 30, 2003 on behalf of the registrant. There were no amounts that were required to be approved by the audit committee pursuant to the de minimis exception for the fiscal years ended June 30, 2004 and June 30, 2003 on behalf of the registrant's service providers that relate directly to the operations and financial reporting of the registrant. (f) According to E&Y, for the fiscal year ended June 30, 2004, the percentage of hours spent on the audit of the registrant's financial statements for the most recent fiscal year that were attributed to work performed by persons who are not full-time, permanent employees of E&Y was 0%. (g) For the fiscal years ended June 30, 2004 and June 30, 2003, the aggregate fees billed by E&Y of $1,734,969 and $1,395,233, respectively, for non-audit services rendered on behalf of the registrant ("covered"), its investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) and any entity controlling, controlled by, or under common control with the adviser ("non-covered") that provides ongoing services to the registrant for each of the last two fiscal years of the registrant is shown in the table below:
2004 2003 ---------- ---------- Covered Services $ 14,040 $ 10,157 Non-Covered Services 1,720,929 1,385,076
(h) The registrant's audit committee was not required to consider whether the provision of non-audit services that were rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant's independence. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable to the registrant. ITEM 6. SCHEDULE OF INVESTMENTS Form N-CSR disclosure requirement not yet effective with respect to the registrant. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable to the registrant. ITEM 8. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. Not applicable to the registrant. ITEM 9. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. The registrant's Board has established a Nominating Committee. The Nominating Committee will consider nominees recommended by shareholders if a vacancy occurs among those board members who are not "interested persons" as defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended. In order to recommend a nominee, a shareholder should send a letter to the chairperson of the Nominating Committee, Mr. Meyer Feldberg, care of the Secretary of the registrant at UBS Global Asset Management (US) Inc., 51 West 52nd Street, New York, New York 10019-6114, and indicate on the envelope "Nominating Committee." The shareholder's letter should state the nominee's name and should include the nominee's resume or curriculum vitae, and must be accompanied by a written consent of the individual to stand for election if nominated for the Board and to serve if elected by shareholders. ITEM 10. CONTROLS AND PROCEDURES. (a) The registrant's principal executive officer and principal financial officer have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended) are effective based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this document. (b) The registrant's principal executive officer and principal financial officer are aware of no changes in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 11. EXHIBITS. (a) (1) Code of Ethics as required pursuant to Section 406 of the Sarbanes-Oxley Act of 2002 (and designated by registrant as a "Code of Conduct") is attached hereto as Exhibit EX-99.CODE ETH. (a) (2) Certifications of principal executive officer and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 is attached hereto as Exhibit EX-99.CERT. (b) Certifications of principal executive officer and principal financial officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 is attached hereto as Exhibit EX-99.906CERT. 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. UBS Municipal Money Market Series By: /s/ Joseph A. Varnas -------------------- Joseph A. Varnas President Date: September 7, 2004 ----------------- Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By: /s/ Joseph A. Varnas -------------------- Joseph A. Varnas President Date: September 7, 2004 ----------------- By: /s/ Thomas Disbrow ------------------ Thomas Disbrow Treasurer Date: September 7, 2004 ----------------- EX-99.CODE-ETH 2 a2143120zex-99_codeeth.txt EX-99.CODE ETH Exhibit EX-99.Code ETH UBS GLOBAL ASSET MANAGEMENT FUNDS CODE OF CONDUCT INTRODUCTION This Code of Conduct ("Code") applies to U.S. registered investment companies ("Funds") for which UBS Global Asset Management ("UBS Global AM") acts as advisor, sub-advisor and/or manager where UBS Global AM employees serve as officers of the Funds. This Code shall serve as the code of ethics required by Section 406 of the Sarbanes-Oxley Act. This Code applies to a Fund's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. COMPLIANCE WITH LAWS, RULES AND REGULATIONS Each person to whom this Code applies (a "Covered Person") must respect, and comply with, the laws, rules and regulations applicable to a Fund. It is the personal responsibility of each Covered Person to adhere to the standards and restrictions imposed by those laws, rules and regulations. INTEGRITY AND CONFLICTS OF INTEREST Each Covered Person must act ethically, with honesty and integrity, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships. A conflict of interest exists when a person's private interest interferes, or appears to interfere, in any way with the interests of a Fund. Any Covered Person who becomes aware of a conflict of interest or potential conflict of interest not addressed by existing policies or procedures (e.g., Rule 17e-1 Procedures) must promptly consult the Compliance Procedure described in this Code. FAIR DEALING A Covered Person must not take unfair advantage of a Fund through manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any other unfair practice. A Covered Person must respect and promote compliance with applicable insider trading laws, rules and regulations as well as with the internal directives and policies of UBS Global AM concerning illegal or unethical trading while in possession of material non-public information. FUND OPPORTUNITIES A Covered Person must abstain from taking for himself or herself personally, or directing to third parties, opportunities that are discovered through the use of Fund property, information or position, or otherwise competing with the interests of a Fund, unless a Fund has already been offered the opportunity and turned it down or such actions are otherwise consistent with the policies and practices disclosed in the Fund's disclosure documents or approved by the Fund's board or otherwise permissible under securities laws and regulations (e.g., soft dollars, trade allocation policies). PROTECTION AND PROPER USE OF FUND ASSETS A Covered Person must endeavor to protect a Fund's assets. Fund property should not be used for personal use. DISCLOSURE IN REPORTS AND DOCUMENTS A Covered Person must see that a Fund discloses information fully, fairly, accurately, timely and understandably in reports and documents that a Fund files with, or submits to, the SEC and in other public communications made by a Fund. REPORTING ANY VIOLATIONS OF THE CODE A Covered Person must promptly consult the Compliance Procedure described in this Code about any observed violations of this Code, including any violations of laws, rules, regulations or other legal requirements or when in doubt about the best course of action in a particular situation. It is the policy of UBS Global AM not to allow retaliation for reports of misconduct by others made in good faith. Reports may be made anonymously if the situation requires that identity be kept secret. UBS Global AM has established an ethics hotline that permits the anonymous reporting of ethical violations. WAIVERS OF THIS CODE Any waiver of this Code may be made only by the Board of the relevant Fund or the General Counsel or a Deputy General Counsel of UBS Global AM and will be disclosed as required by applicable law or regulations. Any waiver by the General Counsel or a Deputy General Counsel of UBS Global AM must be reported to the Board of the relevant Fund no later than their next regularly scheduled meeting. For purposes of this provision, the term "waiver" means the approval of a material departure from a provision in this Code. It also includes an "implicit waiver," which means the failure to take action within a reasonable period of time regarding a material departure from a provision of the Code that has been made known to an executive officer of a fund or the General Counsel or a Deputy General Counsel of UBS Global AM. Any person granting a waiver is responsible for promptly alerting the persons responsible for preparing SEC filings so that required disclosure regarding a waiver may be timely included in filings (e.g., Form N-CSR filings). COMPLIANCE PROCEDURE If you are unsure about how to handle a situation with regard to this Code or are aware of any violations or apparent violations of this Code promptly contact the General Counsel or a Deputy General Counsel of UBS Global AM. A Fund's Board, the General Counsel or a Deputy General Counsel of UBS Global AM has the authority to interpret this Code in any particular situation. ACCOUNTABILITY FOR ADHERENCE TO THIS CODE Those who violate the standards in this Code will be subject to disciplinary proceedings or dismissal by UBS Global AM. A copy of this Code shall be provided to each Covered Person. NOTE REGARDING INTERPLAY WITH OTHER REQUIREMENTS This Code deals with the required standards of fairness, honesty and integrity in a universal and general manner. UBS Global AM and its affiliates have issued, and will issue from time to time, more specific directives, policies, principals and procedures to implement such values while reflecting the specific requirements of a business group, business area or a particular jurisdiction. If there is any inconsistency between the requirements of this Code or any other applicable policy, the higher standard shall apply. This Code is supplemental to, and does not replace, any other code applicable to Covered Persons, such as a code of ethics regarding personal investing or restrictions on the receipt of gifts from third-party vendors or service contractors. [4/03 Version] EX-99.CERT 3 a2143120zex-99_cert.txt EX-99.CERT Exhibit EX-99.CERT CERTIFICATIONS I, Joseph A. Varnas, President of UBS Municipal Money Market Series, certify that: 1. I have reviewed this report on Form N-CSR of UBS Municipal Money Market Series; 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) 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) 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 (c) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual 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. By: /s/ Joseph A. Varnas -------------------- Joseph A. Varnas President Date: September 7, 2004 ----------------- I, Thomas Disbrow, Treasurer of UBS Municipal Money Market Series, certify that: 1. I have reviewed this report on Form N-CSR of UBS Municipal Money Market Series; 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) 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) 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 (c) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual 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. By: /s/ Thomas Disbrow ------------------ Thomas Disbrow Treasurer Date: September 7, 2004 ----------------- EX-99.906CERT 4 a2143120zex-99_906cert.txt EX-99.906CERT Exhibit EX-99.906.CERT Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code) In connection with the attached report of UBS Municipal Money Market Series (the "Registrant") on Form N-CSR (the "Report"), each of the undersigned officers of the Registrant does hereby certify that, to the best of such officer's knowledge: 1) the Report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; 2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant as of, and for, the periods presented in the Report. Dated: September 7, 2004 ----------------- By: /s/ Joseph A. Varnas -------------------- Joseph A. Varnas President Dated: September 7, 2004 ----------------- By: /s/ Thomas Disbrow ------------------ Thomas Disbrow Treasurer This certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document. -----END PRIVACY-ENHANCED MESSAGE-----