N-CSR 1 primary-document.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
FORM N-CSR
 
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
 
Investment Company Act file number 811-07038
 
The Money Market Portfolios

(Exact name of registrant as specified in charter)
 
One Franklin Parkway
, San Mateo, CA  94403-1906

(Address of principal executive offices) (Zip code)
 
Alison Baur, One Franklin Parkway, San Mateo, CA  94403-1906

(Name and address of agent for service)
 
Registrant's telephone number, including area code:(650)312-2000
 
Date of fiscal year end: 6/30
 
Date of reporting period: 6/30/23
 
Item 1. Reports to Stockholders.
 
a.)
 
The following is a copy of the report transmitted to shareholders pursuant to Rule30e-1 under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30e-1.)


b.)
 
Include a copy of each notice transmitted to stockholders in reliance on Rule 30e-3 under the Act (17 CFR 270.30e-3) that contains disclosures specified by paragraph (c)(3) of that rule.
Not Applicable
.
 
 
Your
Fund’s
Expenses
The
U.S.
Government
Money
Market
Portfolio
1
ftinstitutional.com
Annual
Report
As
a
Fund
shareholder,
you
can
incur
two
types
of
costs:
(1)
transaction
costs,
including
sales
charges
(loads)
on
Fund
purchases
and
redemptions,
if
applicable;
and
(2)
ongoing
Fund
costs,
including
management
fees,
distribution
and
service
(12b-1)
fees,
if
applicable,
and
other
Fund
expenses.
All
mutual
funds
have
ongoing
costs,
sometimes
referred
to
as
operating
expenses.
The
table
below
shows
ongoing
costs
of
investing
in
the
Fund
and
can
help
you
understand
these
costs
and
compare
them
with
those
of
other
mutual
funds.
The
table
assumes
a
$1,000
investment
held
for
the
six
months
indicated.
Actual
Fund
Expenses
The
table
below
provides
information
about
actual
account
values
and
actual
expenses
in
the
columns
under
the
heading
“Actual.”
In
these
columns
the
Fund’s
actual
return,
which
includes
the
effect
of
Fund
expenses,
is
used
to
calculate
the
“Ending
Account
Value”.
You
can
estimate
the
expenses
you
paid
during
the
period
by
following
these
steps
(
of
course,
your
account
value
and
expenses
will
differ
from
those
in
this
illustration
):
Divide
your
account
value
by
$1,000
(
if
your
account
had
an
$8,600
value,
then
$8,600
÷
$1,000
=
8.6
).
Then
multiply
the
result
by
the
number
in
the
row
for
your
class
of
shares
under
the
headings
“Actual”
and
“Expenses
Paid
During
Period”
(
if
Actual
Expenses
Paid
During
Period
were
$7.50,
then
8.6
x
$7.50
=
$64.50
).
In
this
illustration,
the
actual
expenses
paid
this
period
are
$64.50.
Hypothetical
Example
for
Comparison
with
Other
Funds
Under
the
heading
“Hypothetical”
in
the
table,
information
is
provided
about
hypothetical
account
values
and
hypothetical
expenses
based
on
the
Fund’s
actual
expense
ratio
and
an
assumed
rate
of
return
of
5%
per
year
before
expenses,
which
is
not
the
Fund’s
actual
return.
This
information
may
not
be
used
to
estimate
the
actual
ending
account
balance
or
expenses
you
paid
for
the
period,
but
it
can
help
you
compare
ongoing
costs
of
investing
in
the
Fund
with
those
of
other
funds.
To
do
so,
compare
this
5%
hypothetical
example
for
the
class
of
shares
you
hold
with
the
5%
hypothetical
examples
that
appear
in
the
shareholder
reports
of
other
funds.
Please
note
that
expenses
shown
in
the
table
are
meant
to
highlight
ongoing
costs
and
do
not
reflect
any
transactional
costs.
Therefore,
information
under
the
heading
“Hypothetical”
is
useful
in
comparing
ongoing
costs
only,
and
will
not
help
you
compare
total
costs
of
owning
different
funds.
In
addition,
if
transactional
costs
were
included,
your
total
costs
would
have
been
higher.
1.
Expenses
are
equal
to
the
annualized
expense
ratio
for
the
six-month
period
as
indicated
above—in
the
far
right
column—multiplied
by
the
simple
average
account
value
over
the
period
indicated,
and
then
multiplied
by
181/365
to
reflect
the
one-half
year
period.
2.
Reflects
expenses
after
fee
waivers
and
expense
reimbursements.
Actual
(actual
return
after
expenses)
Hypothetical
(5%
annual
return
before
expenses)
Beginning
Account
Value
1/1/23
Ending
Account
Value
6/30/23
Expenses
Paid
During
Period
1/1/23–6/30/23
1,2
Ending
Account
Value
6/30/23
Expenses
Paid
During
Period
1/1/23–6/30/23
1,2
a
Annualized
Expense
Ratio
2
$1,000
$1,022.80
$0.76
$1,024.04
$0.76
0.15%
The
Money
Market
Portfolios
Financial
Highlights
The
U.S.
Government
Money
Market
Portfolio
ftinstitutional.com
Annual
Report
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
2
a
Year
Ended
June
30,
2023
2022
2021
2020
2019
Per
share
operating
performance
(for
a
share
outstanding
throughout
the
year)
Net
asset
value,
beginning
of
year
...................
$1.00
$1.00
$1.00
$1.00
$1.00
Income
from
investment
operations:
Net
investment
income
..........................
0.036
0.001
—
a
0.013
0.021
Net
realized
and
unrealized
gains
(losses)
a
...........
—
—
(—)
—
—
Total
from
investment
operations
....................
0.036
0.001
—
a
0.013
0.021
Less
distributions
from:
Net
investment
income
..........................
(0.036)
(0.001)
(—)
a
(0.013)
(0.021)
Net
asset
value,
end
of
year
.......................
$1.00
$1.00
$1.00
$1.00
$1.00
Total
return
....................................
3.67%
0.14%
0.01%
1.29%
2.10%
Ratios
to
average
net
assets
Expenses
before
waiver
and
payments
by
affiliates
......
0.15%
0.15%
0.15%
0.15%
0.15%
Expenses
net
of
waiver
and
payments
by
affiliates
b
......
0.15%
0.10%
0.09%
0.15%
0.15%
Net
investment
income
...........................
3.58%
0.13%
—%
c
1.33%
2.09%
Supplemental
data
Net
assets,
end
of
year
(000’s)
.....................
$10,718,122
$11,102,314
$11,811,420
$18,381,976
$23,218,541
a
Amount
rounds
to
less
than
$0.001
per
share.
b
Benefit
of
expense
reduction
rounds
to
less
than
0.01%.
c
Rounds
to
less
than
0.01%.
The
Money
Market
Portfolios
Schedule
of
Investments,
June
30,
2023
The
U.S.
Government
Money
Market
Portfolio
ftinstitutional.com
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Annual
Report
3
a
a
Principal
Amount
a
Value
U.S.
Government
and
Agency
Securities
78.1%
a
FFCB
,
FRN,
5.115%,
(SOFR
+
0.055%),
8/03/23
................................
$
70,000,000
$
69,999,841
FRN,
5.1%,
(SOFR
+
0.04%),
2/05/24
..................................
10,000,000
10,000,000
FRN,
5.1%,
(SOFR
+
0.04%),
3/18/24
..................................
65,000,000
65,000,000
FRN,
5.11%,
(SOFR
+
0.05%),
5/09/24
.................................
54,900,000
54,900,000
FRN,
5.1%,
(SOFR
+
0.04%),
5/15/24
..................................
60,000,000
60,000,000
FRN,
5.105%,
(SOFR
+
0.045%),
5/24/24
...............................
25,000,000
25,000,000
FRN,
5.11%,
(SOFR
+
0.05%),
6/26/24
.................................
100,000,000
100,000,000
FRN,
5.155%,
(SOFR
+
0.095%),
7/18/24
...............................
20,000,000
20,000,000
FRN,
5.25%,
(SOFR
+
0.19%),
11/25/24
.................................
30,000,000
30,000,000
FRN,
5.26%,
(SOFR
+
0.2%),
12/05/24
.................................
10,000,000
10,000,000
FRN,
5.185%,
(SOFR
+
0.125%),
3/07/25
...............................
15,000,000
15,000,000
459,899,841
FHLB
,
b
7/03/23
.........................................................
536,690,000
536,546,883
b
7/05/23
.........................................................
155,000,000
154,917,333
b
7/07/23
.........................................................
243,115,000
242,921,191
b
7/12/23
.........................................................
100,000,000
99,854,250
b
7/14/23
.........................................................
214,300,000
213,920,029
b
7/19/23
.........................................................
130,800,000
130,486,080
b
7/21/23
.........................................................
189,500,000
188,989,929
b
7/26/23
.........................................................
202,290,000
201,597,012
b
7/28/23
.........................................................
188,900,000
188,197,717
b
8/02/23
.........................................................
327,178,000
325,708,141
b
8/04/23
.........................................................
145,300,000
144,616,606
b
8/09/23
.........................................................
188,700,000
187,677,875
b
8/11/23
.........................................................
163,200,000
162,272,525
b
8/16/23
.........................................................
283,400,000
281,602,121
b
8/18/23
.........................................................
342,100,000
339,823,811
b
8/23/23
.........................................................
189,200,000
187,827,612
b
8/25/23
.........................................................
188,900,000
187,463,652
b
8/30/23
.........................................................
189,200,000
187,627,748
b
9/01/23
.........................................................
188,800,000
187,179,100
b
9/06/23
.........................................................
188,700,000
186,948,958
b
9/08/23
.........................................................
188,700,000
186,891,625
b
9/13/23
.........................................................
46,500,000
46,007,364
b
2/09/24
.........................................................
94,500,000
91,701,907
a
FRN,
5.145%,
(SOFR
+
0.085%),
7/03/23
...............................
92,000,000
92,000,000
a
FRN,
5.11%,
(SOFR
+
0.05%),
7/18/23
.................................
95,000,000
95,000,000
a
FRN,
5.12%,
(SOFR
+
0.06%),
7/20/23
.................................
190,000,000
190,000,000
a
FRN,
5.11%,
(SOFR
+
0.05%),
7/24/23
.................................
92,000,000
92,000,000
a
FRN,
5.065%,
(SOFR
+
0.005%),
8/17/23
...............................
188,600,000
188,600,000
a
FRN,
5.18%,
(SOFR
+
0.12%),
9/06/23
.................................
90,000,000
90,000,000
a
FRN,
5.08%,
(SOFR
+
0.02%),
9/19/23
.................................
94,300,000
94,300,000
a
FRN,
5.16%,
(SOFR
+
0.1%),
9/21/23
..................................
100,000,000
100,000,000
a
FRN,
5.09%,
(SOFR
+
0.03%),
11/13/23
.................................
187,800,000
187,800,000
a
FRN,
5.095%,
(SOFR
+
0.035%),
11/16/23
...............................
117,900,000
117,900,000
a
FRN,
5.1%,
(SOFR
+
0.04%),
11/17/23
.................................
88,600,000
88,600,000
a
FRN,
5.115%,
(SOFR
+
0.055%),
11/24/23
...............................
94,300,000
94,300,000
a
FRN,
5.13%,
(SOFR
+
0.07%),
11/27/23
.................................
95,000,000
95,000,000
a
FRN,
5.14%,
(SOFR
+
0.08%),
2/26/24
.................................
184,300,000
184,291,800
a
FRN,
5.18%,
(SOFR
+
0.12%),
3/14/24
.................................
58,000,000
58,000,000
6,428,571,269
b
U.S.
Treasury
Bills
,
7/11/23
.........................................................
83,000,000
82,882,786
7/13/23
.........................................................
40,300,000
40,230,583
The
Money
Market
Portfolios
Schedule
of
Investments
The
U.S.
Government
Money
Market
Portfolio
(continued)
ftinstitutional.com
Annual
Report
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
4
See
abbreviations
on
page
11
.
a
a
Principal
Amount
a
Value
U.S.
Government
and
Agency
Securities
(continued)
b
U.S.
Treasury
Bills,
(continued)
7/18/23
.........................................................
$
93,000,000
$
92,779,978
7/25/23
.........................................................
86,080,000
85,792,493
7/27/23
.........................................................
160,000,000
159,419,911
8/03/23
.........................................................
92,000,000
91,572,430
8/08/23
.........................................................
165,245,000
164,409,338
8/10/23
.........................................................
93,500,000
92,969,647
8/15/23
.........................................................
93,000,000
92,409,450
8/22/23
.........................................................
93,000,000
92,309,527
9/21/23
.........................................................
92,000,000
90,926,028
9/28/23
.........................................................
93,500,000
92,303,784
10/10/23
........................................................
90,000,000
88,688,262
10/17/23
........................................................
131,000,000
128,976,050
10/24/23
........................................................
92,000,000
90,468,839
1,486,139,106
Total
U.S.
Government
and
Agency
Securities
(Cost
$8,374,610,216)
..............
8,374,610,216
c
Repurchase
Agreements
20.0%
Bank
of
New
York
Mellon
Corp.
(The),
5.05%,
7/03/23
(Maturity
Value
$400,168,333)
Collateralized
by
U.S.
Treasury
Note,
2.75%,
4/30/27
(valued
at
$408,000,059)
...
400,000,000
400,000,000
BNP
Paribas
Securities
Corp.,
4.93%,
7/03/23
(Maturity
Value
$650,267,042)
Collateralized
by
U.S.
Treasury
Notes,
1.5%
-
2.875%,
2/15/25
-
4/30/25
(valued
at
$663,546,898)
....................................................
650,000,000
650,000,000
Deutsche
Bank
Securities,
Inc.,
5.02%,
7/03/23
(Maturity
Value
$17,007,112)
Collateralized
by
U.S.
Treasury
Notes,
2.5%
-
4%,
5/31/24
-
2/15/26
(valued
at
$17,340,056)
.....................................................
17,000,000
17,000,000
Federal
Reserve
Bank
of
New
York,
5.05%,
7/03/23
(Maturity
Value
$925,389,271)
Collateralized
by
U.S.
Treasury
Notes,
2.5%
-
3.125%,
8/15/23
-
8/15/25
(valued
at
$925,389,333)
....................................................
925,000,000
925,000,000
Goldman
Sachs
&
Co.
LLC,
4.91%,
7/03/23
(Maturity
Value
$75,030,688)
Collateralized
by
U.S.
Treasury
Note,
0.75%,
5/31/26
(valued
at
$76,544,541)
....
75,000,000
75,000,000
HSBC
Securities
USA,
Inc.,
5.02%,
7/03/23
(Maturity
Value
$75,031,375)
Collateralized
by
U.S.
Government
Agency
Securities,
2%
-
7%,
11/20/33
-
5/20/53
(valued
at
$76,500,000)
.............................................
75,000,000
75,000,000
Total
Repurchase
Agreements
(Cost
$2,142,000,000)
............................
2,142,000,000
Total
Short
Term
Investments
(Cost
$10,516,610,216
)
............................
10,516,610,216
a
Total
Investments
(Cost
$10,516,610,216)
98.1%
................................
$10,516,610,216
Other
Assets,
less
Liabilities
1.9%
.............................................
201,511,385
Net
Assets
100.0%
...........................................................
$10,718,121,601
a
The
coupon
rate
shown
represents
the
rate
at
period
end.
b
The
security
was
issued
on
a
discount
basis
with
no
stated
coupon
rate.
c
See
Note
1(b)
regarding
repurchase
agreement.
The
Money
Market
Portfolios
Financial
Statements
Statement
of
Assets
and
Liabilities
June
30,
2023
ftinstitutional.com
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Annual
Report
5
The
U.S.
Government
Money
Market
Portfolio
Assets:
Investments
in
unaffiliated
securities,
at
amortized
cost
...............................................
$8,374,610,216
Unaffiliated
repurchase
agreements,
at
value
and
cost
...............................................
2,142,000,000
Cash
....................................................................................
189,662,345
Receivables:
Interest
.................................................................................
13,294,925
Total
assets
..........................................................................
10,719,567,486
Liabilities:
Payables:
Management
fees
.........................................................................
1,349,625
Trustees'
fees
and
expenses
.................................................................
3,664
Distributions
to
shareholders
.................................................................
111
Accrued
expenses
and
other
liabilities
...........................................................
92,485
Total
liabilities
.........................................................................
1,445,885
Net
assets,
at
value
.................................................................
$10,718,121,601
Net
assets
consist
of:
Paid-in
capital
.............................................................................
$10,718,112,816
Total
distributable
earnings
(losses)
.............................................................
8,785
Net
assets,
at
value
.................................................................
$10,718,121,601
Shares
outstanding
.........................................................................
10,718,114,413
Net
asset
value
per
share
....................................................................
$1.00
The
Money
Market
Portfolios
Financial
Statements
Statement
of
Operations
for
the
year
ended
June
30,
2023
ftinstitutional.com
Annual
Report
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
6
The
U.S.
Government
Money
Market
Portfolio
Investment
income:
Interest:
Unaffiliated
issuers
........................................................................
$429,101,958
Expenses:
Management
fees
(Note
3
a
)
...................................................................
17,230,798
Custodian
fees
(Note
4
)
......................................................................
28,726
Registration
and
filing
fees
....................................................................
50
Professional
fees
...........................................................................
83,857
Trustees'
fees
and
expenses
..................................................................
136,516
Other
....................................................................................
111,327
Total
expenses
.........................................................................
17,591,274
Expense
reductions
(Note
4
)
...............................................................
(64,042)
Net
expenses
.........................................................................
17,527,232
Net
investment
income
................................................................
411,574,726
Net
realized
gain
(loss)
from:
Investments:
Unaffiliated
issuers
......................................................................
9,147
Net
increase
(decrease)
in
net
assets
resulting
from
operations
..........................................
$411,583,873
The
Money
Market
Portfolios
Financial
Statements
Statements
of
Changes
in
Net
Assets
ftinstitutional.com
The
accompanying
notes
are
an
integral
part
of
these
financial
statements.
Annual
Report
7
The
U.S.
Government
Money
Market
Portfolio
Year
Ended
June
30,
2023
Year
Ended
June
30,
2022
Increase
(decrease)
in
net
assets:
Operations:
Net
investment
income
.................................................
$411,574,726
$16,128,521
Net
realized
gain
(loss)
.................................................
9,147
—
Net
increase
(decrease)
in
net
assets
resulting
from
operations
................
411,583,873
16,128,521
Distributions
to
shareholders
..............................................
(411,574,653)
(16,128,521)
Capital
share
transactions
(Note
2
)
..........................................
(384,201,315)
(709,105,982)
Net
increase
(decrease)
in
net
assets
...................................
(384,192,095)
(709,105,982)
Net
assets:
Beginning
of
year
.......................................................
11,102,313,696
11,811,419,678
End
of
year
...........................................................
$10,718,121,601
$11,102,313,696
The
Money
Market
Portfolios
Notes
to
Financial
Statements
The
U.S.
Government
Money
Market
Portfolio
8
ftinstitutional.com
Annual
Report
1.
Organization
and
Significant
Accounting
Policies
The
Money
Market
Portfolios
(Trust)
is
registered
under
the
Investment
Company
Act
of
1940
(1940
Act)
as
an
open-
end
management
investment
company,
consisting
of
one
portfolio The
U.S.
Government
Money
Market
Portfolio
(Portfolio).
The
Trust
follows
the
accounting
and
reporting
guidance
in
Financial
Accounting
Standards
Board
(FASB)
Accounting
Standards
Codification
Topic
946,
Financial
Services
–
Investment
Companies
(ASC
946)
and
applies
the
specialized
accounting
and
reporting
guidance
in
U.S.
Generally
Accepted
Accounting
Principles
(U.S.
GAAP),
including,
but
not
limited
to,
ASC
946.
The
shares
of
the
Portfolio
are
issued
in
private
placements
and
are
exempt
from
registration
under
the
Securities
Act
of
1933.
The
following
summarizes
the Portfolio's
significant
accounting
policies.
a.
Financial
Instrument
Valuation 
Securities
are
valued
at
amortized
cost,
which
approximates
fair
value.
Amortized
cost
is
an
income-based
approach
which
involves
valuing
an
instrument
at
its
cost
and
thereafter
assuming
a
constant
amortization
to
maturity
of
any
discount
or
premium.
Under
compliance
policies
and
procedures
approved
by
the
Portfolio's Board
of
Trustees
(the
Board),
the
Board
has
designated
the
Portfolio’s
investment
manager
as
the
valuation
designee
and
has
responsibility
for
oversight
of
valuation.
The
investment
manager
is
assisted
by
the
Fund’s
administrator
in
performing
this
responsibility,
including
leading
the
cross-
functional
Valuation
Committee
(VC).
b.
Repurchase
Agreements 
The
Portfolio
enters
into
repurchase
agreements,
which
are
accounted
for
as
a
loan
by
the
Portfolio
to
the
seller,
collateralized
by
securities
which
are
delivered
to
the
Portfolio's
custodian.
The
fair
value,
including
accrued
interest,
of
the
initial
collateralization
is
required
to
be
at
least
102%
(if
the
counterparty
is
a
bank
or
broker-dealer)
or
100%
(if
the
counterparty
is
the
Federal
Reserve
Bank
of
New
York)
of
the
dollar
amount
invested
by
the
Portfolio,
with
the
value
of
the
underlying
securities
marked
to
market
daily
to
maintain
coverage
of
at
least
100%.
Repurchase
agreements
are
subject
to
the
terms
of
Master
Repurchase
Agreements
(MRAs)
with
approved
counterparties
(sellers).
The
MRAs
contain
various
provisions,
including
but
not
limited
to
events
of
default
and
maintenance
of
collateral
for
repurchase
agreements.
In
the
event
of
default
by
either
the
seller
or
the
Portfolio,
certain
MRAs
may
permit
the
non-defaulting
party
to
net
and
close-out
all
transactions,
if
any,
traded
under
such
agreements.
The
Portfolio
may
sell
securities
it
holds
as
collateral
and
apply
the
proceeds
towards
the
repurchase
price
and
any
other
amounts
owed
by
the
seller
to
the
Portfolio
in
the
event
of
default
by
the
seller.
This
could
involve
costs
or
delays
in
addition
to
a
loss
on
the
securities
if
their
value
falls
below
the
repurchase
price
owed
by
the
seller.
All
repurchase
agreements
held
by
the
Portfolio
at
year
end,
as
indicated
in
the
Schedule
of
Investments,
had
been
entered
into
on
June
30,
2023.
c.
Income
Taxes
It
is the Portfolio's
policy
to
qualify
as
a
regulated
investment
company
under
the
Internal
Revenue
Code. The Portfolio
intends
to
distribute
to
shareholders
substantially
all
of
its
taxable
income
and
net
realized
gains
to
relieve
it
from
federal
income
and excise
taxes.
As
a
result,
no
provision
for
U.S.
federal
income
taxes
is
required.
The
Portfolio
may
recognize
an
income
tax
liability
related
to
its
uncertain
tax
positions
under
U.S.
GAAP
when
the
uncertain
tax
position
has
a
less
than
50%
probability
that
it
will
be
sustained
upon
examination
by
the
tax
authorities
based
on
its
technical
merits.
As
of
June
30,
2023,
the
Portfolio
has
determined
that
no
tax
liability
is
required
in
its
financial
statements
related
to
uncertain
tax
positions
for
any
open
tax
years
(or
expected
to
be
taken
in
future
tax
years).
Open
tax
years
are
those
that
remain
subject
to
examination
and
are
based
on
the
statute
of
limitations
in
each
jurisdiction
in
which
the
Portfolio
invests. 
d.
Security
Transactions,
Investment
Income,
Expenses
and
Distributions
Security
transactions
are
accounted
for
on
trade
date.
Realized
gains
and
losses
on
security
transactions
are
determined
on
a
specific
identification
basis.
Interest
income
and
estimated
expenses
are
accrued
daily.
Amortization
of
premium
and
accretion
of
discount
on
debt
securities
are
included
in
interest
income.
Dividends
from
net
investment
income
are
normally
declared
daily;
these
dividends
may
be
reinvested
or
paid
monthly
to
shareholders.
Distributions
from
net realized
capital
gains
and
other
distributions,
if
any,
are
recorded
on
the
ex-dividend
date.
Distributable
earnings
are
determined
according
to
income
tax
regulations
(tax
basis)
and
may
differ
from
earnings
recorded
in
accordance
with
U.S.
GAAP.
These
differences
may
be
permanent
or
temporary.
Permanent
differences
are
reclassified
among
The
Money
Market
Portfolios
Notes
to
Financial
Statements
9
ftinstitutional.com
Annual
Report
The
U.S.
Government
Money
Market
Portfolio
(continued)
capital
accounts
to
reflect
their
tax
character.
These
reclassifications
have
no
impact
on
net
assets
or
the
results
of
operations.
Temporary
differences
are
not
reclassified,
as
they
may
reverse
in
subsequent
periods.
e.
Accounting
Estimates
The
preparation
of
financial
statements
in
accordance
with
U.S.
GAAP
requires
management
to
make
estimates
and
assumptions
that
affect
the
reported
amounts
of
assets
and
liabilities
at
the
date
of
the
financial
statements
and
the
amounts
of
income
and
expenses
during
the
reporting
period.
Actual
results
could
differ
from
those
estimates.
f.
Guarantees
and
Indemnifications
Under
the
Trust's
organizational
documents,
its
officers
and
trustees
are
indemnified
by
the
Trust
against
certain
liabilities
arising
out
of
the
performance
of
their
duties
to
the
Trust.
Additionally,
in
the
normal
course
of
business,
the
Trust, on
behalf
of
the
Portfolio,
enters
into
contracts
with
service
providers
that
contain
general
indemnification
clauses.
The
Trust's
maximum
exposure
under
these
arrangements
is
unknown
as
this
would
involve
future
claims
that
may
be
made
against
the
Trust
that
have
not
yet
occurred.
Currently,
the
Trust
expects
the
risk
of
loss
to
be
remote.
2.
Shares
of
Beneficial
Interest
At
June
30,
2023,
there
were
an
unlimited
number
of
shares
authorized
(without
par
value).
Transactions
in
the
Portfolio’s
shares
at
$1.00
per
share
were
as
follows:
3.
Transactions
with
Affiliates
Franklin
Resources,
Inc.
is
the
holding
company
for
various
subsidiaries
that
together
are
referred
to
as
Franklin
Templeton.
Certain
officers
and
trustees
of
the
Trust
are
also
officers,
directors,
and/or
trustees
of
Franklin
U.S
Government
Money
Fund,
Institutional
Fiduciary
Trust,
and
of
the
following
subsidiaries:
a.
Management
Fees
The
Portfolio
pays
an
investment
management
fee
to
Advisers
of
0.15%
per
year
of
the
average
daily
net
assets
of
the
Portfolio.
b.
Transfer
Agent
Fees
Investor
Services,
under
terms
of
an
agreement,
performs
shareholder
servicing
for
the
Portfolio and
is
not
paid
by
the Portfolio
for
the
services.
Year
Ended
June
30,
2023
Year
Ended
June
30,
2022
Shares
sold
...................................
$24,315,066,961
$31,667,180,822
Shares
issued
in
reinvestment
of
distributions
..........
411,593,019
16,125,918
Shares
redeemed
...............................
(25,110,861,295)
(32,392,412,722)
Net
increase
(decrease)
..........................
$(384,201,315)
$(709,105,982)
Subsidiary
Affiliation
Franklin
Advisers,
Inc.
(Advisers)
Investment
manager
Franklin
Templeton
Investor
Services,
LLC
(Investor
Services)
Transfer
agent
1.
Organization
and
Significant
Accounting
Policies
(continued)
d.
Security
Transactions,
Investment
Income,
Expenses
and
Distributions
(continued)
The
Money
Market
Portfolios
Notes
to
Financial
Statements
10
ftinstitutional.com
Annual
Report
The
U.S.
Government
Money
Market
Portfolio
(continued)
c.
Waiver
and
Expense
Reimbursements
In
efforts
to
maintain
a
minimum
1
basis
point
annualized
yield,
Advisers
and
Investor
Services
have
voluntarily
agreed
to
waive
or
limit
their
respective
fees,
assume
as
their
own
expense
certain
expenses
otherwise
payable
by
the
Fund
and
if
necessary,
make
a
capital
infusion
into
the
Fund.
These
waivers,
expense
reimbursements
and
capital
infusions
are
voluntary
and
may
be
modified
or
discontinued
by
Advisers
or
Investor
Services
at
any
time,
and
without
further
notice.
Total
expenses
waived
or
paid
are
not
subject
to
reimbursement
by
the
Fund
subsequent
to
the
Fund's
fiscal
year
end.
There
is
no
guarantee
that
the
Fund
will
be
able
to
maintain
a
1
basis
point
yield.
There
were
no
expenses
waived
during
the
year
ended
June
30,
2023.
d.
Other
Affiliated
Transactions
At
June
30,
2023,
the
shares
of
the
Portfolio
were
owned
by
the
following
investment
companies:
4.
Expense
Offset
Arrangement
The Portfolio has
entered
into
an
arrangement
with
its
custodian
whereby
credits
realized
as
a
result
of
uninvested
cash
balances
are
used
to
reduce
a
portion
of
the
Portfolio’s
custodian
expenses.
During
the
year
ended
June
30,
2023,
the
custodian
fees
were
reduced
as
noted
in
the
Statement
of
Operations.
Effective
July
10,
2023,
earned
credits,
if
any,
will
be
recognized
as
income. 
5.
Income
Taxes
For
tax
purposes,
capital
losses
may
be
carried
over
to
offset
future
capital
gains.
During
the
year
ended
June
30,
2023,
the
Portfolio
utilized
$433
of
capital
loss
carryforwards.
The
tax
character
of
distributions
paid
during
the
years
ended
June
30,
2023
and
2022,
was
as
follows:
At
June
30,
2023,
the
cost
of
investments
and
undistributed
ordinary
income
for
income
tax
purposes
were
as
follows:
Shares
Percentage
of
Outstanding
Shares
Institutional
Fiduciary
Trust—Money
Market
Portfolio
............................
5,852,209,282
54.60%
Franklin
U.S.
Government
Money
Fund
......................................
4,865,905,131
45.40%
10,718,114,413
100.00%
2023
2022
Distributions
paid
from:
Ordinary
income
..........................................................
$411,574,653
$16,128,521
Cost
of
investments
..........................................................................
$10,516,610,216
Distributable
earnings:
Undistributed
ordinary
income
...................................................................
$8,896
3.
Transactions
with
Affiliates
(continued)
The
Money
Market
Portfolios
Notes
to
Financial
Statements
11
ftinstitutional.com
Annual
Report
The
U.S.
Government
Money
Market
Portfolio
(continued)
6.
Fair
Value
Measurements
The
Portfolio
follows
a
fair
value
hierarchy
that
distinguishes
between
market
data
obtained
from
independent
sources
(observable
inputs)
and
the Portfolio's
own
market
assumptions
(unobservable
inputs).
These
inputs
are
used
in
determining
the
value
of
the
Portfolio's financial
instruments
and
are
summarized
in
the
following
fair
value
hierarchy:
Level
1
–
quoted
prices
in
active
markets
for
identical
financial
instruments
Level
2
–
other
significant
observable
inputs
(including
quoted
prices
for
similar
financial
instruments,
interest
rates,
prepayment
speed,
credit
risk,
etc.)
Level
3
–
significant
unobservable
inputs
(including
the
Fund's
own
assumptions
in
determining
the
fair
value
of
financial
instruments)
The
input
levels
are
not
necessarily
an
indication
of
the
risk
or
liquidity
associated
with
financial
instruments
at
that
level.
Money
market
securities
may
be
valued
using
amortized
cost,
in
accordance
with
the
1940
Act.
Generally,
amortized
cost
reflects
the
current
fair
value
of
a
security,
but
since
the
value
is
not
obtained
from
a
quoted
price
in
an
active
market,
such
financial
instruments
were
valued
using
Level
2
inputs.
At
June
30,
2023,
all
of
the
Portfolio’s
investments
in
financial
instruments
carried
at
fair
value
were
valued
using
Level
2
inputs.
7.
New
Accounting
Pronouncements
In
July
2023,
the
Securities
and
Exchange
Commission
adopted
amendments
to
Rule
2a-7
–
Money
Market
Funds
(the
Rule),
under
the
1940
Act.
The
amendments
to
the
Rule
increases
minimum
liquidity
requirements
for
taxable
money
market
funds,
removes
the
ability
for
money
market
funds
to
impose
redemption
gates
and
applies
a
liquidity
fee
framework
in
its
place.
Retail
and
government
money
market
funds
are
not
subject
to
the
liquidity
fee
framework.
The
amendments
will
become
effective
60
days
after
publication
in
the
Federal
Register,
the
current
date
of
which
is
unknown.
Management
is
currently
reviewing
the
amendments
to
the
Rule
to
determine
if
the
adoption
of
the
Rule
will
have
a
material
impact
on
the
financial
statements.
8.
Subsequent
Events
The
Portfolio
has
evaluated
subsequent
events
through
the
issuance
of
the financial
statements
and
determined
that
no
events
have
occurred
that
require
disclosure
other
than
those
already
disclosed
in
the
financial
statements.
Abbreviations
Selected
Portfolio
FFCB
Federal
Farm
Credit
Banks
Funding
Corp.
FHLB
Federal
Home
Loan
Banks
FRN
Floating
Rate
Note
SOFR
Secured
Overnight
Financing
Rate
The
Money
Market
Portfolios
Report
of
Independent
Registered
Public
Accounting
Firm
12
ftinstitutional.com
Annual
Report
To
the
Board
of
Trustees
of
The
Money
Market
Portfolios
and
Shareholders
of
The
U.S.
Government
Money
Market
Portfolio
Opinion
on
the
Financial
Statements
We
have
audited
the
accompanying
statement
of
assets
and
liabilities,
including
the
schedule
of
investments,
of
The
U.S.
Government
Money
Market
Portfolio
(the
"Fund")
as
of
June
30,
2023,
the
related
statement
of
operations
for
the
year
ended
June
30,
2023,
the
statements
of
changes
in
net
assets
for
each
of
the
two
years
in
the
period
ended
June
30,
2023,
including
the
related
notes,
and
the
financial
highlights
for
each
of
the
five
years
in
the
period
ended
June
30,
2023
(collectively
referred
to
as
the
“financial
statements”).
In
our
opinion,
the
financial
statements
present
fairly,
in
all
material
respects,
the
financial
position
of
the
Fund
as
of
June
30,
2023,
the
results
of
its
operations
for
the
year
then
ended,
the
changes
in
its
net
assets
for
each
of
the
two
years
in
the
period
ended
June
30,
2023
and
the
financial
highlights
for
each
of
the
five
years
in
the
period
ended
June
30,
2023
in
conformity
with
accounting
principles
generally
accepted
in
the
United
States
of
America.
Basis
for
Opinion
These
financial
statements
are
the
responsibility
of
the
Fund’s
management.
Our
responsibility
is
to
express
an
opinion
on
the
Fund’s
financial
statements
based
on
our
audits.
We
are
a
public
accounting
firm
registered
with
the
Public
Company
Accounting
Oversight
Board
(United
States)
(PCAOB)
and
are
required
to
be
independent
with
respect
to
the
Fund
in
accordance
with
the
U.S.
federal
securities
laws
and
the
applicable
rules
and
regulations
of
the
Securities
and
Exchange
Commission
and
the
PCAOB.
We
conducted
our
audits
of
these
financial
statements
in
accordance
with
the
standards
of
the
PCAOB.
Those
standards
require
that
we
plan
and
perform
the
audit
to
obtain
reasonable
assurance
about
whether
the
financial
statements
are
free
of
material
misstatement,
whether
due
to
error
or
fraud.
Our
audits
included
performing
procedures
to
assess
the
risks
of
material
misstatement
of
the
financial
statements,
whether
due
to
error
or
fraud,
and
performing
procedures
that
respond
to
those
risks.
Such
procedures
included
examining,
on
a
test
basis,
evidence
regarding
the
amounts
and
disclosures
in
the
financial
statements.
Our
audits
also
included
evaluating
the
accounting
principles
used
and
significant
estimates
made
by
management,
as
well
as
evaluating
the
overall
presentation
of
the
financial
statements.
Our
procedures
included
confirmation
of
securities
owned
as
of
June
30,
2023
by
correspondence
with
the
custodian.
We
believe
that
our
audits
provide
a
reasonable
basis
for
our
opinion.
PricewaterhouseCoopers
LLP
San
Francisco,
California
August
16,
2023
We
have
served
as
the
auditor
of
one
or
more
investment
companies
in
the
Franklin
Templeton
Group
of
Funds
since
1948.
The
Money
Market
Portfolios
Tax
Information
(unaudited)
13
ftinstitutional.com
Annual
Report
The
U.S.
Government
Money
Market
Portfolio
By
mid-February,
tax
information
related
to
a
shareholder's
proportionate
share
of
distributions
paid
during
the
preceding
calendar
year
will
be
received,
if
applicable.
Please
also
refer
to
www.franklintempleton.com
for
per
share
tax
information
related
to
any
distributions
paid
during
the
preceding
calendar
year.
Shareholders
are
advised
to
consult
with
their
tax
advisors
for
further
information
on
the
treatment
of
these
amounts
on
their
tax
returns.
The
following
tax
information
for
the
Fund
is
required
to
be
furnished
to
shareholders
with
respect
to
income
earned
and
distributions
paid
during
its
fiscal
year.
The
Fund
hereby
reports
the
following
amounts,
or
if
subsequently
determined
to
be
different,
the
maximum
allowable
amounts,
for
the
fiscal
year
ended
June
30,
2023:
Note
(1)
-
The
Law
varies
in
each
state
as
to
whether
and
what
percentage
of
dividend
income
attributable
to
Federal
obligations
is
exempt
from
state
income
tax.
Shareholders
are
advised
to
consult
with
their
tax
advisors
to
determine
if
any
portion
of
the
dividends
received
is
exempt
from
state
income
taxes.
Pursuant
to:
Amount
Section
163(j)
Interest
Earned
§163(j)
$411,575,082
Interest
Earned
from
Federal
Obligations
Note
(1)
$328,759,018
The
Money
Market
Portfolios
Board
Members
and
Officers
14
ftinstitutional.com
Annual
Report
The
name,
year
of
birth
and
address
of
the
officers
and
board
members,
as
well
as
their
affiliations,
positions
held
with
the
Trust,
principal
occupations
during
at
least
the
past
five
years
and
number
of
U.S.
registered
portfolios
overseen
in
the
Franklin
Templeton
fund
complex,
are
shown
below.
Generally,
each
board
member
serves
until
that
person’s
successor
is
elected
and
qualified.
Independent
Board
Members
Name,
Year
of
Birth
and
Address
Position
Length
of
Time
Served
Number
of
Portfolios
in
Fund
Complex
Overseen
by
Board
Member
1
Other
Directorships
Held
During
at
Least
the
Past
5
Years
Harris
J.
Ashton
(1932)
Trustee
Since
1992
118
Bar-S
Foods
(meat
packing
company)
(1981-2010).
One
Franklin
Parkway
San
Mateo,
CA
94403-1906
Principal
Occupation
During
at
Least
the
Past
5
Years:
Director
of
various
companies;
and
formerly
,
Director,
RBC
Holdings,
Inc.
(bank
holding
company)
(until
2002);
and
President,
Chief
Executive
Officer
and
Chairman
of
the
Board,
General
Host
Corporation
(nursery
and
craft
centers)
(until
1998).
Terrence
J.
Checki
(1945)
Trustee
Since
2017
118
Hess
Corporation
(exploration
of
oil
and
gas)
(2014-present).
One
Franklin
Parkway
San
Mateo,
CA
94403-1906
Principal
Occupation
During
at
Least
the
Past
5
Years:
Member
of
the
Council
on
Foreign
Relations
(1996-present);
Member
of
the
National
Committee
on
U.S.-China
Relations
(1999-present);
member
of
the
board
of
trustees
of
the
Economic
Club
of
New
York
(2013-present);
member
of
the
board
of
trustees
of
the
Foreign
Policy
Association
(2005-present);
member
of
the
board
of
directors
of
Council
of
the
Americas
(2007-present)
and
the
Tallberg
Foundation
(2018-present);
and
formerly
,
Executive
Vice
President
of
the
Federal
Reserve
Bank
of
New
York
and
Head
of
its
Emerging
Markets
and
Internal
Affairs
Group
and
Member
of
Management
Committee
(1995-2014);
and
Visiting
Fellow
at
the
Council
on
Foreign
Relations
(2014).
Mary
C.
Choksi
(1950)
Trustee
Since
2014
118
Omnicom
Group
Inc.
(advertising
and
marketing
communications
services)
(2011-present)
and
White
Mountains
Insurance
Group,
Ltd.
(holding
company)
(2017-present);
and
formerly
,
Avis
Budget
Group
Inc.
(car
rental)
(2007-2020).
One
Franklin
Parkway
San
Mateo,
CA
94403-1906
Principal
Occupation
During
at
Least
the
Past
5
Years:
Director
of
various
companies;
and
formerly
,
Founder
and
Senior
Advisor,
Strategic
Investment
Group
(investment
management
group)
(2015-2017);
Founding
Partner
and
Senior
Managing
Director,
Strategic
Investment
Group
(1987-2015);
Founding
Partner
and
Managing
Director,
Emerging
Markets
Management
LLC
(investment
management
firm)
(1987-2011);
and
Loan
Officer/Senior
Loan
Officer/Senior
Pension
Investment
Officer,
World
Bank
Group
(international
financial
institution)
(1977-1987).
The
Money
Market
Portfolios
15
ftinstitutional.com
Annual
Report
Name,
Year
of
Birth
and
Address
Position
Length
of
Time
Served
Number
of
Portfolios
in
Fund
Complex
Overseen
by
Board
Member
1
Other
Directorships
Held
During
at
Least
the
Past
5
Years
Edith
E.
Holiday
(1952)
Lead
Independent
Trustee
Trustee
since
2005
and
Lead
Independent
Trustee
since
2019
118
Hess
Corporation
(exploration
of
oil
and
gas)
(1993-present),
Santander
Consumer
USA
Holdings,
Inc.
(consumer
finance)
(2016-present);
Santander
Holdings
USA
(holding
company)
(2019-present);
and
formerly
,
Canadian
National
Railway
(railroad)
(2001-2021),
White
Mountains
Insurance
Group,
Ltd.
(holding
company)
(2004-
2021),
RTI
International
Metals,
Inc.
(manufacture
and
distribution
of
titanium)
(1999-2015)
and
H.J.
Heinz
Company
(processed
foods
and
allied
products)
(1994-2013).
One
Franklin
Parkway
San
Mateo,
CA
94403-1906
Principal
Occupation
During
at
Least
the
Past
5
Years:
Director
or
Trustee
of
various
companies
and
trusts;
and
formerly
,
Assistant
to
the
President
of
the
United
States
and
Secretary
of
the
Cabinet
(1990-1993);
General
Counsel
to
the
United
States
Treasury
Department
(1989-1990);
and
Counselor
to
the
Secretary
and
Assistant
Secretary
for
Public
Affairs
and
Public
Liaison-United
States
Treasury
Department
(1988-1989).
J.
Michael
Luttig
(1954)
Trustee
Since
2009
118
Boeing
Capital
Corporation
(aircraft
financing)
(2006-2010).
One
Franklin
Parkway
San
Mateo,
CA
94403-1906
Principal
Occupation
During
at
Least
the
Past
5
Years:
Counselor
and
Special
Advisor
to
the
CEO
and
Board
of
Directors
of
The
Coca-Cola
Company
(beverage
company)
(2021-present);
and
formerly
,
Counselor
and
Senior
Advisor
to
the
Chairman,
CEO,
and
Board
of
Directors,
of
The
Boeing
Company
(aerospace
company),
and
member
of
the
Executive
Council
(2019-2020);
Executive
Vice
President,
General
Counsel
and
member
of
the
Executive
Council,
The
Boeing
Company
(2006-2019);
and
Federal
Appeals
Court
Judge,
United
States
Court
of
Appeals
for
the
Fourth
Circuit
(1991-2006).
Larry
D.
Thompson
(1945)
Trustee
Since
2007
118
Graham
Holdings
Company
(education
and
media
organization)
(2011-2021);
The
Southern
Company
(energy
company)
(2014-2020;
previously
2010-
2012)
and
Cbeyond,
Inc.
(business
communications
provider)
(2010-
2012).
One
Franklin
Parkway
San
Mateo,
CA
94403-1906
Principal
Occupation
During
at
Least
the
Past
5
Years:
Director
of
various
companies;
Counsel,
Finch
McCranie,
LLP
(law
firm)
(2015-present);
John
A.
Sibley
Professor
of
Corporate
and
Business
Law,
University
of
Georgia
School
of
Law
(2015-present;
previously
2011-2012);
and
formerly
,
Independent
Compliance
Monitor
and
Auditor,
Volkswagen
AG
(manufacturer
of
automobiles
and
commercial
vehicles)
(2017-2020);
Executive
Vice
President
-
Government
Affairs,
General
Counsel
and
Corporate
Secretary,
PepsiCo,
Inc.
(consumer
products)
(2012-2014);
Senior
Vice
President
-
Government
Affairs,
General
Counsel
and
Secretary,
PepsiCo,
Inc.
(2004-2011);
Senior
Fellow
of
The
Brookings
Institution
(2003-2004);
Visiting
Professor,
University
of
Georgia
School
of
Law
(2004);
and
Deputy
Attorney
General,
U.S.
Department
of
Justice
(2001-2003).
Independent
Board
Members
(continued)
The
Money
Market
Portfolios
16
ftinstitutional.com
Annual
Report
Interested
Board
Members
and
Officers
Name,
Year
of
Birth
and
Address
Position
Length
of
Time
Served
Number
of
Portfolios
in
Fund
Complex
Overseen
by
Board
Member
1
Other
Directorships
Held
During
at
Least
the
Past
5
Years
Valerie
M.
Williams
(1956)
Trustee
Since
2021
110
Omnicom
Group,
Inc.
(advertising
and
marketing
communications
services)
(2016-present),
DTE
Energy
Co.
(gas
and
electric
utility)
(2018-present),
Devon
Energy
Corporation
(exploration
and
production
of
oil
and
gas)
(2021-present);
and
formerly
,
WPX
Energy,
Inc.
(exploration
and
production
of
oil
and
gas)
(2018-
2021).
One
Franklin
Parkway
San
Mateo,
CA
94403-1906
Principal
Occupation
During
at
Least
the
Past
5
Years:
Director
of
various
companies;
and
formerly
,
Regional
Assurance
Managing
Partner,
Ernst
&
Young
LLP
(public
accounting)
(2005-2016)
and
various
roles
of
increasing
responsibility
at
Ernst
&
Young
(1981-2005).
Name,
Year
of
Birth
and
Address
Position
Length
of
Time
Served
Number
of
Portfolios
in
Fund
Complex
Overseen
by
Board
Member
1
Other
Directorships
Held
During
at
Least
the
Past
5
Years
Gregory
E.
Johnson
2
(1961)
Trustee
Since
2007
129
None
One
Franklin
Parkway
San
Mateo,
CA
94403-1906
Principal
Occupation
During
at
Least
the
Past
5
Years:
Executive
Chairman,
Chairman
of
the
Board
and
Director,
Franklin
Resources,
Inc.;
officer
and/or
director
or
trustee,
as
the
case
may
be,
of
some
of
the
other
subsidiaries
of
Franklin
Resources,
Inc.
and
of
certain
funds
in
the
Franklin
Templeton/Legg
Mason
fund
complex;
Vice
Chairman,
Investment
Company
Institute;
and
formerly
,
Chief
Executive
Officer
(2013-2020)
and
President
(1994-2015)
Franklin
Resources,
Inc.
Rupert
H.
Johnson,
Jr.
3
(1940)
Chairman
of
the
Board
and
Trustee
Since
2013
118
None
One
Franklin
Parkway
San
Mateo,
CA
94403-1906
Principal
Occupation
During
at
Least
the
Past
5
Years:
Director
(Vice
Chairman),
Franklin
Resources,
Inc.;
Director,
Franklin
Advisers,
Inc.;
and
officer
and/or
director
or
trustee,
as
the
case
may
be,
of
some
of
the
other
subsidiaries
of
Franklin
Resources,
Inc.
and
of
certain
funds
in
the
Franklin
Templeton/Legg
Mason
fund
complex.
Ted
P.
Becker
(1951)
Chief
Compliance
Officer
Since
June
2023
Not
Applicable
Not
Applicable
280
Park
Avenue
New
York,
NY
10017
Principal
Occupation
During
at
Least
the
Past
5
Years:
Vice
President,
Global
Compliance
of
Franklin
Templeton
(since
2020);
Chief
Compliance
Officer
of
Legg
Mason
Partners
Fund
Advisor,
LLC
(since
2006);
Chief
Compliance
Officer
of
certain
funds
associated
with
Legg
Mason
&
Co.
or
its
affiliates
(since
2006);
formerly
,
Director
of
Global
Compliance
at
Legg
Mason
(2006
to
2020);
Managing
Director
of
Compliance
of
Legg
Mason
&
Co.
(2005
to
2020).
Independent
Board
Members
(continued)
The
Money
Market
Portfolios
17
ftinstitutional.com
Annual
Report
Note
1:
Rupert
H.
Johnson,
Jr.
is
the
uncle
of
Gregory
E.
Johnson.
Note
2:
Officer
information
is
current
as
of
the
date
of
this
report.
It
is
possible
that
after
this
date,
information
about
officers
may
change.
1.
We
base
the
number
of
portfolios
on
each
separate
series
of
the
U.S.
registered
investment
companies
within
the
Franklin
Templeton/Legg
Mason
fund
complex.
These
portfolios
have
a
common
investment
manager
or
affiliated
investment
managers.
2.
Gregory
E.
Johnson
is
considered
to
be
an
interested
person
of
the
Fund
under
the
federal
securities
laws
due
to
his
position
as
an
officer
and
director
of
Franklin
Resources,
Inc.
(Resources),
which
is
the
parent
company
of
the
Fund's
investment
manager
and
distributor.
3.
Rupert
H.
Johnson,
Jr.
is
considered
to
be
an
interested
person
of
the
Fund
under
the
federal
securities
laws
due
to
his
position
as
an
officer
and
director
and
a
major
shareholder
of
Resources,
which
is
the
parent
company
of
the
Fund's
investment
manager
and
distributor.
The
Sarbanes-Oxley
Act
of
2002
and
Rules
adopted
by
the
Securities
and
Exchange
Commission
require
the
Fund
to
disclose
whether
the
Fund’s
Audit
Committee
includes
at
least
one
member
who
is
an
audit
committee
financial
expert
within
the
meaning
of
such
Act
and
Rules.
The
Fund’s
Board
has
determined
that
there
is
at
least
one
such
financial
expert
on
the
Audit
Committee
and
has
designated
Mary
C.
Choksi
as
its
audit
committee
financial
expert.
The
Board
believes
that
Ms.
Choksi
qualifies
as
such
an
expert
in
view
of
her
extensive
business
background
and
experience.
She
served
as
a
director
of
Avis
Budget
Name,
Year
of
Birth
and
Address
Position
Length
of
Time
Served
Number
of
Portfolios
in
Fund
Complex
Overseen
by
Board
Member
1
Other
Directorships
Held
During
at
Least
the
Past
5
Years
Sonal
Desai,
Ph.D.
(1963)
President
and
Chief
Executive
Officer
–
Investment
Management
Since
2018
Not
Applicable
Not
Applicable
One
Franklin
Parkway
San
Mateo,
CA
94403-1906
Principal
Occupation
During
at
Least
the
Past
5
Years:
Director
and
Executive
Vice
President,
Franklin
Advisers,
Inc.;
Executive
Vice
President,
Franklin
Templeton
Institutional,
LLC;
and
officer
of
certain
funds
in
the
Franklin
Templeton/Legg
Mason
fund
complex.
Matthew
T.
Hinkle
(1971)
Chief
Executive
Officer
–
Finance
and
Administration
Since
2017
Not
Applicable
Not
Applicable
One
Franklin
Parkway
San
Mateo,
CA
94403-1906
Principal
Occupation
During
at
Least
the
Past
5
Years:
Senior
Vice
President,
Franklin
Templeton
Services,
LLC;
officer
of
certain
funds
in
the
Franklin
Templeton/Legg
Mason
fund
complex;
and
formerly
,
Vice
President,
Global
Tax
(2012-April
2017)
and
Treasurer/Assistant
Treasurer,
Franklin
Templeton
(2009-2017).
Susan
Kerr
(1949)
Vice
President
AML
Compliance
Since
2021
Not
Applicable
Not
Applicable
280
Park
Avenue
New
York,
NY
10017
Principal
Occupation
During
at
Least
the
Past
5
Years:
Senior
Compliance
Analyst,
Franklin
Templeton;
Chief
Anti-Money
Laundering
Compliance
Officer,
Legg
Mason
&
Co.,
or
its
affiliates;
Anti
Money
Laundering
Compliance
Officer;
Senior
Compliance
Officer,
LMIS;
and
officer
of
certain
funds
in
the
Franklin
Templeton/Legg
Mason
fund
complex.
Christopher
Kings
(1974)
Chief
Financial
Officer,
Chief
Accounting
Officer
and
Treasurer
Since
2022
Not
Applicable
Not
Applicable
One
Franklin
Parkway
San
Mateo,
CA
94403-1906
Principal
Occupation
During
at
Least
the
Past
5
Years:
Treasurer,
U.S.
Fund
Administration
&
Reporting;
and
officer
of
certain
funds
in
the
Franklin
Templeton/Legg
Mason
fund
complex.
Navid
J.
Tofigh
(1972)
Vice
President
and
Secretary
Vice
President
since
2015
and
Secretary
since
May
2023
Not
Applicable
Not
Applicable
One
Franklin
Parkway
San
Mateo,
CA
94403-1906
Principal
Occupation
During
at
Least
the
Past
5
Years:
Senior
Associate
General
Counsel,
Franklin
Templeton;
and
officer
of
certain
funds
in
the
Franklin
Templeton/Legg
Mason
fund
complex.
Interested
Board
Members
and
Officers
(continued)
The
Money
Market
Portfolios
18
ftinstitutional.com
Annual
Report
Group,
Inc.
(2007
to
2020)
and
formerly,
Founder
and
Senior
Advisor,
Strategic
Investment
Group
(1987
to
2017).
Ms.
Choksi
has
been
a
Member
of
the
Fund’s
Audit
Committee
since
2014.
As
a
result
of
such
background
and
experience,
the
Board
believes
that
Ms.
Choksi
has
acquired
an
understanding
of
generally
accepted
accounting
principles
and
financial
statements,
the
general
application
of
such
principles
in
connection
with
the
accounting
estimates,
accruals
and
reserves,
and
analyzing
and
evaluating
financial
statements
that
present
a
breadth
and
level
of
complexity
of
accounting
issues
generally
comparable
to
those
of
the
Fund,
as
well
as
an
understanding
of
internal
controls
and
procedures
for
financial
reporting
and
an
understanding
of
audit
committee
functions.
Ms.
Choksi
is
an
independent
Board
member
as
that
term
is
defined
under
the
relevant
Securities
and
Exchange
Commission
Rules
and
Releases.
The
Statement
of
Additional
Information
(SAI)
includes
additional
information
about
the
board
members
and
is
available,
without
charge,
upon
request.
Shareholders
may
call
(800)
DIAL
BEN/342-5236
to
request
the
SAI.
Interested
Board
Members
and
Officers
(continued)
The
Money
Market
Portfolios
Shareholder
Information
19
ftinstitutional.com
Annual
Report
Board
Approval
of
Investment
Management
Agreements
THE
U.S.
GOVERNMENT
MONEY
MARKET
PORTFOLIO
(Master
Portfolio)
March
27,
2023
15(c)
Meeting
The
Master
Portfolio
is
only
registered
under
the
Investment
Company
Act
of
1940
(1940
Act).
Accordingly,
the
Master
Portfolio
does
not
offer
its
shares
to
the
public.
Shares
of
the
Master
Portfolio
are
sold
only
to
other
investment
companies,
which
include
the
Franklin
U.S.
Government
Money
Fund
and
Money
Market
Portfolio
(each
a
Feeder
Fund).
Each
Feeder
Fund
invests
all
of
its
assets
in
the
Master
Portfolio.
None
of
the
Feeder
Funds
have
an
investment
manager
or
an
investment
management
agreement,
unlike
the
Master
Portfolio.
The
Board
of
Trustees
(collectively
or
individually,
the
Board)
of
each
Feeder
Fund
and
Master
Portfolio
is
comprised
of
the
same
individuals.
At
a
meeting
held
on
March
27,
2023
(March
Meeting),
the
Board
of
the
Master
Portfolio,
including
a
majority
of
the
trustees
who
are
not
“interested
persons”
as
defined
in
the
1940
Act
(Independent
Trustees),
reviewed
and
approved
the
continuance
of
the
investment
management
agreement
between
Franklin
Advisers,
Inc.
(Manager)
and
the
Master
Portfolio
(Management
Agreement)
for
the
period
May
1,
2023
through
June
30,
2023
(Stub
Period).
The
Independent
Trustees
noted
that
the
Master
Portfolio’s
annual
contract
review
was
historically
held
at
the
February
Board
meeting
and
that
management
proposed
to
move
the
contract
review
to
the
May
Board
meeting.
The
Independent
Trustees
further
noted
management’s
explanation
that,
to
effect
this
change,
the
Board
needed
to
consider
the
renewal
of
the
Master
Portfolio’s
Management
Agreement
prior
to
its
current
April
30,
2023
expiration
date.
The
Independent
Trustees
also
noted
that
management
would
ask
them
to
consider
the
continuation
of
the
Management
Agreement
again
at
the
May
Board
meeting
for
the
12-month
period
beginning
July
1,
2023.
The
Independent
Trustees
received
advice
from
and
met
separately
with
Independent
Trustee
counsel
in
considering
whether
to
approve
the
continuation
of
the
Management
Agreement
for
the
Stub
Period.
In
considering
the
continuation
of
the
Management
Agreement,
the
Board
reviewed
and
considered
information
provided
by
the
Manager
at
the
March
Meeting
and
throughout
the
year
at
meetings
of
the
Board
and
its
committees.
The
Board
also
reviewed
and
considered
information
provided
in
response
to
a
detailed
set
of
requests
for
information
submitted
to
the
Manager
by
Independent
Trustee
counsel
on
behalf
of
the
Independent
Trustees
in
connection
with
the
annual
contract
renewal
process.
In
addition,
prior
to
the
March
Meeting,
the
Independent
Trustees
held
a
virtual
contract
renewal
meeting
at
which
the
Independent
Trustees
first
conferred
amongst
themselves
and
Independent
Trustee
counsel
about
contract
renewal
matters;
and
then
met
with
management
to
request
additional
information
that
the
Independent
Trustees
reviewed
and
considered
prior
to
and
at
the
March
Meeting.
The
Board
reviewed
and
considered
all
of
the
factors
it
deemed
relevant
in
approving
the
continuance
of
the
Management
Agreement,
including,
but
not
limited
to:
(i)
the
nature,
extent
and
quality
of
the
services
provided
by
the
Manager;
(ii)
the
investment
performance
of
the
Master
Portfolio;
(iii)
the
costs
of
the
services
provided
and
profits
realized
by
the
Manager
and
its
affiliates
from
the
relationship
with
the
Master
Portfolio;
(iv)
the
extent
to
which
economies
of
scale
are
realized
as
the
Master
Portfolio
grows;
and
(v)
whether
fee
levels
reflect
these
economies
of
scale
for
the
benefit
of
Master
Portfolio
shareholders
(Factors).
In
approving
the
continuance
of
the
Management
Agreement,
the
Board,
including
a
majority
of
the
Independent
Trustees,
determined
that
the
terms
of
the
Management
Agreement
are
fair
and
reasonable
and
that
the
continuance
of
the
Management
Agreement
is
in
the
best
interests
of
the
Master
Portfolio
and
its
shareholders.
While
attention
was
given
to
all
information
furnished,
the
following
discusses
some
primary
factors
relevant
to
the
Board’s
determination.
Nature,
Extent
and
Quality
of
Services
The
Board
reviewed
and
considered
information
regarding
the
nature,
extent
and
quality
of
investment
management
services
provided
by
the
Manager
and
its
affiliates
to
the
Master
Portfolio
and
its
shareholders.
This
information
included,
among
other
things,
the
qualifications,
background
and
experience
of
the
senior
management
and
investment
personnel
of
the
Manager;
as
well
as
information
on
succession
planning
where
appropriate;
the
structure
of
investment
personnel
compensation;
oversight
of
third-party
service
providers;
investment
performance
reports
and
related
financial
information
for
the
Master
Portfolio;
reports
on
expenses;
legal
and
compliance
matters;
risk
controls;
pricing
and
other
services
provided
by
the
Manager
and
its
affiliates;
and
management
fees
charged
by
the
Manager
The
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Information
20
ftinstitutional.com
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and
its
affiliates
to
US
funds
and
other
accounts,
including
management’s
explanation
of
differences
among
accounts
where
relevant.
The
Board
acknowledged
management’s
continued
development
of
strategies
to
address
areas
of
heightened
concern
in
the
mutual
fund
industry,
including
various
regulatory
initiatives
and
continuing
geopolitical
concerns.
The
Board
also
reviewed
and
considered
the
benefits
provided
to
Master
Portfolio
shareholders
of
investing
in
a
fund
that
is
part
of
the
Franklin
Templeton
(FT)
family
of
funds.
The
Board
noted
the
financial
position
of
Franklin
Resources,
Inc.
(FRI),
the
Manager’s
parent,
and
its
commitment
to
the
mutual
fund
business
as
evidenced
by
its
reassessment
of
the
fund
offerings
in
response
to
the
market
environment
and
project
initiatives
and
capital
investments
relating
to
the
services
provided
to
the
Master
Portfolio
by
the
FT
organization.
The
Board
specifically
noted
FT’s
commitment
to
technological
innovation
and
advancement
and
investments
to
promote
alternative
investing.
Following
consideration
of
such
information,
the
Board
was
satisfied
with
the
nature,
extent
and
quality
of
services
provided
by
the
Manager
and
its
affiliates
to
the
Master
Portfolio
and
its
shareholders.
Fund
Performance
The
Board
reviewed
and
considered
the
performance
results
of
the
Master
Portfolio
over
various
time
periods
ended
December
31,
2022.
The
Board
considered
the
performance
returns
for
the
Master
Portfolio
in
comparison
to
the
performance
returns
of
mutual
funds
deemed
comparable
to
the
Fund
included
in
a
universe
(Performance
Universe)
selected
by
Broadridge
Financial
Solutions,
Inc.
(Broadridge),
an
independent
provider
of
investment
company
data.
The
Board
received
a
description
of
the
methodology
used
by
Broadridge
to
select
the
mutual
funds
included
in
a
Performance
Universe.
The
Board
also
reviewed
and
considered
Master
Portfolio
performance
reports
provided
and
discussions
that
occurred
with
portfolio
managers
at
Board
meetings
throughout
the
year.
A
summary
of
the
Master
Portfolio’s
performance
results
is
below.
The
Performance
Universe
for
the
Master
Portfolio
included
the
Master
Portfolio
and
all
retail
US
government
money
market
funds.
The
Board
noted
that
the
Master
Portfolio’s
annualized
income
return
for
the
one-,
three-,
five-
and
10-year
periods
was
above
the
median
and
in
the
first
quintile
of
its
Performance
Universe.
The
Board
further
noted
management’s
view
regarding
the
income-related
attributes
of
the
Master
Portfolio
(e.g.,
a
fund’s
investment
objective)
as
set
forth
in
the
Master
Portfolio’s
registration
statement
and
that
the
evaluation
of
the
Master
Portfolio’s
performance
relative
to
its
peers
on
an
income
return
basis
was
appropriate
given
these
attributes.
The
Board
concluded
that
the
Master
Portfolio’s
performance
was
satisfactory.
Comparative
Fees
and
Expenses
The
Board
reviewed
and
considered
information
regarding
the
Master
Portfolio’s
actual
total
expense
ratio
and
its
various
components,
including,
as
applicable,
management
fees;
transfer
agent
expenses;
and
other
non-management
fees.
The
Board
considered
the
actual
total
expense
ratio
and,
separately,
the
contractual
management
fee
rate,
without
the
effect
of
fee
waivers,
if
any
(Management
Rate)
of
the
Master
Portfolio
in
comparison
to
the
median
expense
ratio
and
median
Management
Rate,
respectively,
of
other
mutual
funds
deemed
comparable
to
and
with
a
similar
expense
structure
to
the
Master
Portfolio
selected
by
Broadridge
(Expense
Group).
Broadridge
fee
and
expense
data
is
based
upon
information
taken
from
each
fund’s
most
recent
annual
or
semi-annual
report,
which
reflects
historical
asset
levels
that
may
be
quite
different
from
those
currently
existing,
particularly
in
a
period
of
market
volatility.
While
recognizing
such
inherent
limitation
and
the
fact
that
expense
ratios
and
Management
Rates
generally
increase
as
assets
decline
and
decrease
as
assets
grow,
the
Board
believed
the
independent
analysis
conducted
by
Broadridge
to
be
an
appropriate
measure
of
comparative
fees
and
expenses.
The
Broadridge
Management
Rate
includes
administrative
charges,
and
the
actual
total
expense
ratio,
for
comparative
consistency,
was
shown
for
Class
A,
Class
AB,
Class
AF2,
Class
T,
Class
P,
Investor
Class,
and
Ultra
Class
shares
for
other
funds
in
the
Expense
Group
with
multiple
classes
of
shares.
The
Board
received
a
description
of
the
methodology
used
by
Broadridge
to
select
the
mutual
funds
included
in
an
Expense
Group.
The
Expense
Group
for
the
Master
Portfolio
included
the
Master
Portfolio
and
12
other
U.S.
government
money
market
funds.
The
Board
noted
that
the
Management
Rate
and
actual
total
expense
ratio
for
the
Master
Portfolio
were
below
the
medians
of
its
Expense
Group.
The
Board
also
noted
that
the
other
funds
in
the
Expense
Group
were
not
master
portfolios
in
a
master-feeder
structure
like
the
Master
Portfolio
and,
accordingly,
considered
the
Management
Rate
and
actual
total
expense
ratio
information
provided
for
each
of
the
Feeder
Funds
to
be
a
more
relevant
comparison.
After
consideration
of
the
above,
the
Board
concluded
that
the
Management
Rate
charged
to
the
Master
Portfolio
is
reasonable.
The
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Profitability
The
Board
reviewed
and
considered
information
regarding
the
profits
realized
by
the
Manager
and
its
affiliates
in
connection
with
the
operation
of
the
Master
Portfolio.
In
this
respect,
the
Board
considered
the
Master
Portfolio
profitability
analysis
provided
by
the
Manager
that
addresses
the
overall
profitability
of
FT’s
US
fund
business,
as
well
as
its
profits
in
providing
investment
management
and
other
services
to
each
of
the
individual
funds
during
the
12-month
period
ended
September
30,
2022,
being
the
most
recent
fiscal
year-end
for
FRI.
The
Board
noted
that
although
management
continually
makes
refinements
to
its
methodologies
used
in
calculating
profitability
in
response
to
organizational
and
product-related
changes,
the
overall
methodology
has
remained
consistent
with
that
used
in
the
Master
Portfolio’s
profitability
report
presentations
from
prior
years.
The
Board
also
noted
that
PricewaterhouseCoopers
LLP,
auditor
to
FRI
and
certain
FT
funds,
has
been
engaged
by
the
Manager
to
periodically
review
and
assess
the
allocation
methodologies
to
be
used
solely
by
the
Master
Portfolio’s
Board
with
respect
to
the
profitability
analysis.
The
Board
noted
management’s
belief
that
costs
incurred
in
establishing
the
infrastructure
necessary
for
the
type
of
mutual
fund
operations
conducted
by
the
Manager
and
its
affiliates
may
not
be
fully
reflected
in
the
expenses
allocated
to
the
Master
Portfolio
in
determining
its
profitability,
as
well
as
the
fact
that
the
level
of
profits,
to
a
certain
extent,
reflected
operational
cost
savings
and
efficiencies
initiated
by
management.
As
part
of
this
evaluation,
the
Board
considered
management’s
outsourcing
of
certain
operations,
which
effort
has
required
considerable
upfront
expenditures
by
the
Manager
but,
over
the
long
run
is
expected
to
result
in
greater
efficiencies.
The
Board
also
noted
the
need
to
implement
systems
and
meet
additional
regulatory
and
compliance
requirements
resulting
from
recent
US
Securities
and
Exchange
Commission
and
other
regulatory
requirements.
The
Board
also
considered
the
extent
to
which
the
Manager
and
its
affiliates
might
derive
ancillary
benefits
from
fund
operations,
including
revenues
generated
from
transfer
agent
services,
potential
benefits
resulting
from
personnel
and
systems
enhancements
necessitated
by
fund
growth,
as
well
as
increased
leverage
with
service
providers
and
counterparties.
Based
upon
its
consideration
of
all
these
factors,
the
Board
concluded
that
the
level
of
profits
realized
by
the
Manager
and
its
affiliates
from
providing
services
to
the
Master
Portfolio
was
not
excessive
in
view
of
the
nature,
extent
and
quality
of
services
provided
to
the
Master
Portfolio.
Economies
of
Scale
The
Board
reviewed
and
considered
the
extent
to
which
the
Manager
may
realize
economies
of
scale,
if
any,
as
the
Master
Portfolio
grows
larger
and
whether
the
Master
Portfolio’s
management
fee
structure
reflects
any
economies
of
scale
for
the
benefit
of
shareholders.
The
Board
considered
the
Manager’s
view
that
any
analyses
of
potential
economies
of
scale
in
managing
a
particular
fund
are
inherently
limited
in
light
of
the
joint
and
common
costs
and
investments
the
Manager
incurs
across
the
FT
family
of
funds
as
a
whole.
The
Board
concluded
that
it
was
unlikely
that
the
Manager
and
its
affiliates
realized
economies
of
scale
in
furnishing
advisory
services
to
the
Master
Portfolio
in
view
of
the
transitory
nature
of
its
investment
role
within
the
FT
family
of
funds,
the
services
provided
to
the
Master
Portfolio’s
shareholders
and
management’s
subsidization
of
expenses.
Conclusion
Based
on
its
review,
consideration
and
evaluation
of
all
factors
it
believed
relevant,
including
the
above-described
factors
and
conclusions,
the
Board
unanimously
approved
the
continuation
of
the
Management
Agreement
for
the
Stub
Period.
May
24,
2023
15(c)
Meeting
At
a
meeting
held
on
May
24,
2023
(May
Meeting),
the
Board
reviewed
and
approved
the
Management
Agreement
for
an
additional
twelve-month
period
beginning
July
1,
2023.
The
Board
noted
its
review
and
consideration
of
the
information
it
received
in
connection
with
both
the
March
Meeting
and
the
May
Meeting.
In
particular,
the
Board
reviewed
and
considered
information
provided
in
response
to
a
follow-up
set
of
requests
for
information
submitted
to
the
Manager
by
Independent
Trustee
counsel
on
behalf
of
the
Independent
Trustees,
which
included
information
on
Master
Portfolio
performance
for
the
one-,
three-
and
five-year
periods
ended
March
31,
2023
and
the
other
Factors.
The
Board
determined
that
the
conclusions
it
made
at
the
March
Meeting
had
not
changed.
Based
on
its
review,
consideration
and
evaluation
of
all
factors
it
believed
relevant,
including
the
above-described
Factors
and
conclusions,
the
Board
unanimously
approved
the
continuation
of
the
Management
Agreement
for
an
additional
twelve-month
period
beginning
July
1,
2023.
Item 2. Code of Ethics.
 
(a) The Registrant has adopted a code of ethics that applies to its principal executive officers and principal financial and accounting officer. 
 
(c) N/A
 
(d) N/A
 
(f) Pursuant to Item 13(a)(1), the Registrant is attaching as an exhibit a copy of its code of ethics that applies to its principal executive officers and principal financial and accounting officer.
 
 
Item 3. Audit Committee Financial Expert.
 
(a)(1) The Registrant has an audit committee financial expert serving on its audit committee.
 
(2) The audit committee financial expert is Mary C. Choksi and she is "independent" as defined under the relevant Securities and Exchange Commission Rules and Releases.
 
 
Item 4.
Principal Accountant Fees and Services.                  
 
(a)      Audit Fees
The aggregate fees paid to the principal accountant for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or for services that are normally provided by the principal accountant in connection with statutory and regulatory filings or engagements were $59,553 for the fiscal year ended June 30, 2023 and $66,113 for the fiscal year ended June 30, 2022.
 
(b)      Audit-Related Fees
There were no fees paid to the principal accountant for assurance and related services rendered by the principal accountant to the registrant that are reasonably related to the performance of the audit of the registrant's financial statements and are not reported under paragraph (a) of Item 4.
 
There were no fees paid to the principal accountant for assurance and related services rendered by the principal accountant to the registrant's investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant that are reasonably related to the performance of the audit of their financial statements.  
 
(c)      Tax Fees
There were no fees paid to the principal accountant for professional services rendered by the principal accountant to the registrant for tax compliance, tax advice and tax planning.
 
The aggregate fees paid to the principal accountant for professional services rendered by the principal accountant to the registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant for tax compliance, tax advice and tax planning were $70,000 for the fiscal year ended June 30, 2023, and $0 for the fiscal year ended June 30, 2022. The services for which these fees were paid included global access to tax platform International Tax View.
 
(d)      All Other Fees
The aggregate fees paid to the principal accountant for products and services rendered by the principal accountant to the registrant not reported in paragraphs (a)-(c) of Item 4 were $0 for the fiscal year ended June 30, 2023 and $5,647 for the fiscal year ended June 30, 2022. The services for which these fees were paid included review of materials provided to the fund Board in connection with the investment management contract renewal process.
 
The aggregate fees paid to the principal accountant for products and services rendered by the principal accountant to the registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant not reported in paragraphs (a)-(c) of Item 4 were $83,211 for the fiscal year ended June 30, 2023 and $243,743 for the fiscal year ended June 30, 2022. The services for which these fees were paid included professional fees in connection with determining the feasibility of a U.S. direct lending structure, professional services relating to the readiness assessment over Greenhouse Gas Emissions and Energy, fees in connection with license for employee development tool ProEdge, professional fees in connection with SOC 1 Reports, professional fees relating to security counts and fees in connection with a license for accounting and business knowledge platform Viewpoint.
 
(e) (1) The registrant’s audit committee is directly responsible for approving the services to be provided by the auditors, including:
 
      (i)   pre-approval of all audit and audit related services;
 
      (ii)  pre-approval of all non-audit related services to be provided to the Fund by the auditors;
 
      (iii) pre-approval of all non-audit related services to be provided to the registrant by the auditors to the registrant’s investment adviser or to any entity that controls, is controlled by or is under common control with the registrant’s investment adviser and that provides ongoing services to the registrant where the non-audit services relate directly to the operations or financial reporting of the registrant; and
 
      (iv)  establishment by the audit committee, if deemed necessary or appropriate, as an alternative to committee pre-approval of services to be provided by the auditors, as required by paragraphs (ii) and (iii) above, of policies and procedures to permit such services to be pre-approved by other means, such as through establishment of guidelines or by action of a designated member or members of the committee; provided the policies and procedures are detailed as to the particular service and the committee is informed of each service and such policies and procedures do not include delegation of audit committee responsibilities, as contemplated under the Securities Exchange Act of 1934, to management; subject, in the case of (ii) through (iv), to any waivers, exceptions or exemptions that may be available under applicable law or rules.
 
(e) (2) None of the services provided to the registrant described in paragraphs (b)-(d) of Item 4 were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of regulation S-X.
 
(f) No disclosures are required by this Item 4(f).
 
(g) The aggregate non-audit fees paid to the principal accountant for services rendered by the principal accountant to the registrant and the registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant were $153,211 for the fiscal year ended June 30, 2023 and $249,390 for the fiscal year ended June 30, 2022.
 
(h) The registrant’s audit committee of the board has considered 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.
 
(i) N/A
 
 
(j) N/A
 
 
Item 5. Audit Committee
 
of Listed Registrants.                    N/A
 
 
Item 6. Schedule of Investments.                                  N/A
 
 
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.                    N/A
 
 
Item 8. Portfolio Managers of Closed-End Management Investment Companies.                                              N/A
 
 
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and
Affiliated Purchasers.                   N/A
 
 
Item 10. Submission of Matters to a Vote of Security Holders.
 
There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant's Board of Trustees that would require disclosure herein.
 
 
Item 11. Controls and Procedures.
 
(a) Evaluation of Disclosure Controls and Procedures.
The Registrant maintains disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in the Registrant’s filings under the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940 is recorded, processed, summarized and reported within the periods specified in the rules and forms of the Securities and Exchange Commission. Such information is accumulated and communicated to the Registrant’s management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. The Registrant’s management, including the principal executive officer and the principal financial officer, recognizes that any set of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.
 
Within 90 days prior to the filing date of this Shareholder Report on Form N-CSR, the Registrant had carried out an evaluation, under the supervision and with the participation of the Registrant’s management, including the Registrant’s principal executive officer and the Registrant’s principal financial officer, of the effectiveness of the design and operation of the Registrant’s disclosure controls and procedures. Based on such evaluation, the Registrant’s principal executive officer and principal financial officer concluded that the Registrant’s disclosure controls and procedures are effective.
 
(b) Changes in Internal Controls.
There have been no changes in the Registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect the internal control over financial reporting.
 
 
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Company.     N/A
 
 
 
Item 13. Exhibits.
 
(a)(1) Code of Ethics
 
 
(a)(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of Matthew T. Hinkle, Chief Executive Officer - Finance and Administration, and Christopher Kings, Chief Financial Officer, Chief Accounting Officer and Treasurer
 
 
(a)(2)(1) There were no written solicitations to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the Registrant to 10 or more persons.
 
(a)(2)(2) There was no change in the Registrant’s independent public accountant during the period covered by the report.
 
 
(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of Matthew T. Hinkle, Chief Executive Officer - Finance and Administration, and Christopher Kings, Chief Financial Officer, Chief Accounting Officer and Treasurer
 
 
 
 
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.
 
 
THE MONEY MARKET PORTFOLIOS
 
 
By S\MATTHEW T. HINKLE______________________
Matthew T. Hinkle
      Chief Executive Officer - Finance and Administration
Date  August 28, 2023
 
 
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\MATTHEW T. HINKLE______________________
Matthew T. Hinkle
      Chief Executive Officer - Finance and Administration
Date  August 28, 2023
 
 
By S\CHRISTOPHER KINGS______________________
      Christopher Kings
      Chief Financial Officer, Chief Accounting Officer and Treasurer
Date  August 28, 2023