-----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, N50UkTEo/FBa8TGRKqhSb+EdJyDqcB3/ku3srWazlJTIPC/LpdYAFiP7K0vD2AD/ uoQtytDXPaX4ZB3OTd9WgA== 0000950156-07-000566.txt : 20070831 0000950156-07-000566.hdr.sgml : 20070831 20070831085430 ACCESSION NUMBER: 0000950156-07-000566 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20070630 FILED AS OF DATE: 20070831 DATE AS OF CHANGE: 20070831 EFFECTIVENESS DATE: 20070831 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TIFF INVESTMENT PROGRAM INC CENTRAL INDEX KEY: 0000916622 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-08234 FILM NUMBER: 071093023 BUSINESS ADDRESS: STREET 1: 200 CLARENDON STREET STREET 2: PO BOX 9130 CITY: BOSTON STATE: MA ZIP: 02117-9130 BUSINESS PHONE: 434-817-8200 MAIL ADDRESS: STREET 1: 600 FIFTH AVE STREET 2: 26TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 0000916622 S000006385 TIFF Government Bond Fund C000017541 TIFF Government Bond Fund 0000916622 S000006386 TIFF International Equity Fund C000017542 TIFF International Equity Fund 0000916622 S000006387 TIFF Multi-Asset Fund C000017543 TIFF Multi-Asset Fund 0000916622 S000006388 TIFF Short-Term Fund C000017544 TIFF Short-Term Fund 0000916622 S000006389 TIFF US Equity Fund C000017545 TIFF US Equity Fund N-CSRS 1 d678201.txt TIFF INVESTMENT PROGRAM, INC. 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 811-08234 --------------------------------------- TIFF Investment Program, Inc. - ------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) Four Tower Bridge, 200 Barr Harbor Drive, Suite 100, West Conshohocken, PA 19428 - ------------------------------------------------------------------------------- (Address of chief executive offices) (Zip code) Richard J. Flannery President and Chief Executive Officer TIFF Advisory Services, Inc. Four Tower Bridge, 200 Barr Harbor Drive, Suite 100, West Conshohocken, PA 19428 with a copy to: Stephen Bier Dechert LLP 30 Rockefeller Plaza New York, NY 10112-2200 - ------------------------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: 610.684.8200 ------------------------ Date of fiscal year end: 12/31/07 -------------------- Date of reporting period: 1/1/2007-6/30/2007 -------------------- ITEM 1. REPORTS TO STOCKHOLDERS. (Semi-Annual Report for the period 1/1/07 through 6/30/07 is filed herewith) SEMI-ANNUAL REPORT [LOGO] JUNE 30, 2007 (UNAUDITED) A Report of the TIFF INVESTMENT PROGRAM ABOUT TIFF The Investment Fund for Foundations (TIFF) was founded in 1991 by a nationwide network of foundations. Its mission is to seek to improve the investment returns of eligible organizations by making available to them a series of multi-manager investment vehicles plus resources aimed at enhancing fiduciaries' knowledge of investing. TIFF MUTUAL FUNDS TIFF Investment Program, Inc. (TIP) comprises a family of multi-manager, no- load mutual funds available primarily to foundations, endowments, other 501(c) (3) organizations, and certain other non-profit organizations meeting specified accreditation requirements. TIP consists of four mutual funds at present: TIFF Multi-Asset Fund (MAF), TIFF International Equity Fund (IEF), TIFF US Equity Fund (USEF), and TIFF Short-Term Fund (STF). TIFF Advisory Services, Inc. (TAS) serves as the investment advisor to the funds. As investment advisor to the funds, TAS has responsibility for the time- intensive task of selecting money managers and other vendors, and for MAF, TAS has responsibility for the all important task of asset allocation within the marketable investments sector. FINANCIAL STATEMENTS TIP is pleased to provide this Semi-Annual Report for the period ended June 30, 2007. Discussion of the performance of the mutual funds described herein has been provided to members via the TIFF Marketable Investments quarterly reports. FOR FURTHER INFORMATION As always, we would welcome the opportunity to discuss any aspect of TIFF's services as well as answer any questions about these financial reports. For further information about TIFF, please call us at 610-684-8200 or visit www.tiff.org. August 24, 2007 CONTENTS TIFF Multi-Asset Fund o Fund Expenses .......................................................... 2 o Financial Highlights ................................................... 3 o Summary of Portfolio Holdings .......................................... 3 TIFF International Equity Fund o Fund Expenses .......................................................... 4 o Financial Highlights ................................................... 5 o Summary of Portfolio Holdings .......................................... 5 TIFF US Equity Fund o Fund Expenses .......................................................... 6 o Financial Highlights ................................................... 7 o Summary of Portfolio Holdings .......................................... 7 TIFF Short-Term Fund o Fund Expenses .......................................................... 8 o Financial Highlights ................................................... 9 o Summary of Portfolio Holdings .......................................... 9 Schedules of Investments ................................................. 10 Statements of Assets and Liabilities ..................................... 34 Statements of Operations ................................................. 35 Statements of Changes in Net Assets ...................................... 36 Statements of Cash Flows ................................................. 38 Notes to Financial Statements ............................................ 39 Additional Information ................................................... 49 Approval of the Investment Advisory and Money Manager Agreements ......... 50 Directors and Principal Officers ......................................... 54 - ------------------------------------------------------------------------------- Copyright (C) 2007 -- All rights reserved -- This report may not be reproduced or distributed without written permission from TIFF. - ------------------------------------------------------------------------------- TIFF MULTI-ASSET FUND -- FUND EXPENSES (UNAUDITED) JUNE 30, 2007 As a shareholder of a fund, you incur two types of costs: (1) transactions costs, including entry and exit fees; and (2) ongoing costs, including management fees and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2007 to June 30, 2007. Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During the Period" to estimate the expenses you paid on your account during this period. Hypothetical Example for Comparison Purposes The second line of the table below provides information 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. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as entry fees or exit fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
INCLUDING INTEREST AND EXCLUDING INTEREST AND DIVIDEND EXPENSE * DIVIDEND EXPENSE ** - -------------------------------------------------------------------------------------------------------------------- EXPENSES EXPENSES BEGINNING ENDING PAID DURING BEGINNING ENDING PAID DURING ACCOUNT ACCOUNT PERIOD ACCOUNT ACCOUNT PERIOD VALUE VALUE 1/1/07- VALUE VALUE 1/1/07- 1/1/07 6/30/07 6/30/07 1/1/07 6/30/07 6/30/07 - -------------------------------------------------------------------------------------------------------------------- 1) Actual $1,000 $1,084.10 $3.51 $1,000 $1,084.10 $3.05 2) Hypothetical $1,000 $1,021.42 $3.41 $1,000 $1,021.83 $2.96 - -------------------------------------------------------------------------------------------------------------------- * Expenses are equal to the fund's annualized expense ratio of 0.68% (calculated over a six-month period, which may differ from the fund's actual expense ratio for the full year), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). Excluding interest and dividend expense, expenses incurred by the fund were 0.59%. THE EXPENSE RATIO DOES NOT INCLUDE THE FEES AND EXPENSES ASSOCIATED WITH INVESTMENTS MADE IN COMMINGLED INVESTMENT VEHICLES; SUCH FEES AND EXPENSES ARE REFLECTED IN THE FUND'S TOTAL RETURN. ** Interest expense is interest on reverse repurchase agreements (see Note 7); dividend expense is dividends paid on securities sold short.
- ---------------------------------------------------------------------------------------------------------------------------------- TIFF MULTI-ASSET FUND -- FINANCIAL HIGHLIGHTS JUNE 30, 2007
Six Months Ended Year Year Year Year Year 6/30/07 Ended Ended Ended Ended Ended (unaudited) 12/31/06 12/31/05 12/31/04 12/31/03 12/31/02 For a share outstanding throughout each period Net asset value, beginning of period $16.29 $14.92 $14.24 $13.19 $10.61 $11.59 ----------------------------------------------------------------------- INCOME (LOSS) FROM INVESTMENT OPERATIONS Net investment income 0.25(a) 0.36(a) 0.26(a) 0.20(a) 0.21 0.20 Net realized and unrealized gain (loss) on investments and foreign currencies 1.10 2.03 1.38 1.67 2.57 (0.96) ----------------------------------------------------------------------- Total from investment operations 1.35 2.39 1.64 1.87 2.78 (0.76) ----------------------------------------------------------------------- LESS DISTRIBUTIONS FROM Net investment income (0.24) (0.49) (0.45) (0.28) (0.22) (0.24) Net realized gains -- (0.56) (0.53) (0.57) -- -- ----------------------------------------------------------------------- Total distributions (0.24) (1.05) (0.98) (0.85) (0.22) (0.24) ----------------------------------------------------------------------- Entry/exit fee per share (a) 0.02 0.03 0.02 0.03 0.02 0.02 ----------------------------------------------------------------------- Net asset value, end of period $17.42 $16.29 $ 14.92 $ 14.24 $ 13.19 $10.61 ======================================================================= TOTAL RETURN (b) 8.41%(c) 16.53% 11.73% 14.57% 26.65% (6.33%) RATIOS/SUPPLEMENTAL DATA Net assets, end of period (000s) $2,065,258 $1,599,583 $1,058,133 $705,800 $422,094 $250,536 Ratio of expenses to average net assets (d) 0.68%(e) 0.67% 0.86% 0.77% 0.75% 0.76% Ratio of expenses to average net assets, excluding interest and dividend expense (d) 0.59%(e) 0.53% 0.71% 0.72% 0.72% 0.76% Ratio of net investment income to average net assets 2.93%(e) 2.26% 1.75% 1.45% 1.57% 1.44% Portfolio turnover 30.92%(c) 61.82% 72.70% 103.35% 116.53% 128.81% - ---------------------------------------------------------------------------------------------------------------------------------- (a) Calculation based on average shares outstanding. (b) Total return assumes dividend reinvestment and includes the effects of entry and exit fees received by the fund; however, a mem ber's total return for the period, assuming a purchase at the beginning of the period and a redemption at the end of the period, would be lower by the amount of entry and exit fees paid by the member. (c) Not annualized. (d) The expense ratio does not include the fees and expenses associated with investments made in commingled investment vehicles; such fees and expenses are reflected in the fund's total return. (e) Annualized. See accompanying Notes to Financial Statements. TIFF MULTI-ASSET FUND -- SUMMARY OF PORTFOLIO HOLDINGS (UNAUDITED) AS A % OF TOTAL INVESTMENTS: US Government Obligations (short-term) 24.4 US Government Obligations (long-term) 15.2 Commingled Investment Vehicles 12.4 Financials 10.1 Energy 7.4 Consumer Discretionary 5.1 Materials 4.5 Industrials 4.0 Telecommunication Services 2.7 Healthcare 2.7 Information Technology 2.7 Commodity Linked Investments 2.7 Consumer Staples 2.5 Repurchase Agreements 1.6 Utilities 0.8 Mortgage-Backed Securities 0.8 Asset-Backed Securities 0.4 ----- 100.0 =====
- ------------------------------------------------------------------------------- TIFF INTERNATIONAL EQUITY FUND -- FUND EXPENSES (UNAUDITED) JUNE 30, 2007 As a shareholder of a fund, you incur two types of costs: (1) transactions costs, including entry and exit fees; and (2) ongoing costs, including management fees and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2007 to June 30, 2007. Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During the Period" to estimate the expenses you paid on your account during this period. Hypothetical Example for Comparison Purposes The second line of the table below provides information 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. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as entry fees or exit fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. BEGINNING ENDING EXPENSES ACCOUNT ACCOUNT PAID DURING VALUE VALUE PERIOD* 1/1/07 6/30/07 1/1/07-6/30/07 - ------------------------------------------------------------------------------- 1) Actual $1,000 $1,137.50 $4.45 2) Hypothetical $1,000 $1,020.63 $4.21 - ------------------------------------------------------------------------------- * Expenses are equal to the fund's annualized expense ratio of 0.86% (calculated over a six-month period, which may differ from the fund's actual expense ratio for the full year), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). THE EXPENSE RATIO DOES NOT INCLUDE THE FEES AND EXPENSES ASSOCIATED WITH INVESTMENTS MADE IN COMMINGLED INVESTMENT VEHICLES; SUCH FEES AND EXPENSES ARE REFLECTED IN THE FUND'S TOTAL RETURN. - ----------------------------------------------------------------------------------------------------------------------------------- TIFF INTERNATIONAL EQUITY FUND -- FINANCIAL HIGHLIGHTS JUNE 30, 2007
Six Months Ended Year Year Year Year Year 6/30/07 Ended Ended Ended Ended Ended (unaudited) 12/31/06 12/31/05 12/31/04 12/31/03 12/31/02 For a share outstanding throughout each period Net asset value, beginning of period $17.18 $14.76 $13.30 $11.16 $8.02 $9.09 ----------------------------------------------------------------------- INCOME (LOSS) FROM INVESTMENT OPERATIONS Net investment income 0.21 0.39 0.27 0.15 0.16 0.06 Net realized and unrealized gain (loss) on investments and foreign currencies 2.14 3.77 1.67 2.31 3.13 (1.08) ----------------------------------------------------------------------- Total from investment operations 2.35 4.16 1.94 2.46 3.29 (1.02) ----------------------------------------------------------------------- LESS DISTRIBUTIONS FROM Net investment income (0.24) (0.70) (0.50) (0.34) (0.15) (0.05) Net realized gains -- (1.06) -- -- -- -- ----------------------------------------------------------------------- Total distributions (0.24) (1.76) (0.50) (0.34) (0.15) (0.05) ----------------------------------------------------------------------- Entry/exit fee per share (a) 0.01 0.02 0.02 0.02 --(b) --(b) ----------------------------------------------------------------------- Net asset value, end of period $19.30 $17.18 $14.76 $13.30 $11.16 $8.02 ======================================================================= TOTAL RETURN (c) 13.75%(d) 28.74% 14.94% 22.51% 41.33% (11.24%) RATIOS/SUPPLEMENTAL DATA Net assets, end of period (000s) $321,352 $295,808 $241,536 $195,207 $168,607 $123,219 Ratio of expenses to average net assets (e) 0.86%(f) 0.67% 0.90% 1.19% 1.17% 1.38% Ratio of expenses to average net assets before expense waivers (e) 0.86%(f) 0.67% 0.92% 1.21% 1.17% 1.38% Ratio of net investment income to average net assets 2.44%(f) 2.10% 1.83% 1.18% 1.41% 0.67% Portfolio turnover 6.95%(d) 15.60% 13.93% 55.17% 48.98% 48.07% - -------------------------------------------------------------------------------------------------------------------------------- (a) Calculation based on average shares outstanding. (b) Rounds to less than $0.01. (c) Total return assumes dividend reinvestment and includes the effects of entry and exit fees received by the fund; however, a mem ber's total return for the period, assuming a purchase at the beginning of the period and a redemption at the end of the period, would be lower by the amount of entry and exit fees paid by the member. For certain periods, total return would have been lower had certain expenses not been waived. (d) Not annualized. (e) The expense ratio does not include the fees and expenses associated with investments made in commingled investment vehicles; such fees and expenses are reflected in the fund's total return. (f) Annualized. See accompanying Notes to Financial Statements. TIFF INTERNATIONAL EQUITY FUND -- SUMMARY OF PORTFOLIO HOLDINGS (UNAUDITED) AS A % OF TOTAL INVESTMENTS: Financials 22.6 Consumer Discretionary 12.7 Industrials 12.5 Telecommunication Services 8.4 Materials 7.7 Energy 7.5 Consumer Staples 7.3 Healthcare 6.2 Information Technology 4.3 Utilities 3.5 Repurchase Agreements 3.1 Commingled Investment Vehicles 2.3 US Government Obligations (short-term) 1.9 ----- 100.0 =====
- ------------------------------------------------------------------------------- TIFF US EQUITY FUND -- FUND EXPENSES (UNAUDITED) JUNE 30, 2007 As a shareholder of a fund, you incur two types of costs: (1) transactions costs, including entry and exit fees; and (2) ongoing costs, including management fees and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2007 to June 30, 2007. Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During the Period" to estimate the expenses you paid on your account during this period. Hypothetical Example for Comparison Purposes The second line of the table below provides information 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. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as entry fees or exit fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. BEGINNING ENDING EXPENSES ACCOUNT ACCOUNT PAID DURING VALUE VALUE PERIOD* 1/1/07 6/30/07 1/1/07-6/30/07 - -------------------------------------------------------------------------------- 1) Actual $1,000 $1,084.70 $3.77 2) Hypothetical $1,000 $1,021.17 $3.66 - -------------------------------------------------------------------------------- * Expenses are equal to the fund's annualized expense ratio of 0.73% (calculated over a six-month period, which may differ from the fund's actual expense ratio for the full year), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one half year period). THE EXPENSE RATIO DOES NOT INCLUDE THE FEES AND EXPENSES ASSOCIATED WITH INVESTMENTS MADE IN COMMINGLED INVESTMENT VEHICLES; SUCH FEES AND EXPENSES ARE REFLECTED IN THE FUND'S TOTAL RETURN. - ---------------------------------------------------------------------------------------------------------------------------------- TIFF US EQUITY FUND -- FINANCIAL HIGHLIGHTS JUNE 30, 2007
Six Months Ended Year Year Year Year Year 6/30/07 Ended Ended Ended Ended Ended (unaudited) 12/31/06 12/31/05 12/31/04 12/31/03 12/31/02 For a share outstanding throughout each period Net asset value, beginning of period $14.90 $14.07 $14.49 $12.95 $9.59 $12.08 ----------------------------------------------------------------------- INCOME (LOSS) FROM INVESTMENT OPERATIONS Net investment income 0.05 0.10 0.07(a) 0.07 0.02 --(b) Net realized and unrealized gain (loss) on investments and foreign currencies 1.21 2.35 0.88 1.57 3.36 (2.49) ----------------------------------------------------------------------- Total from investment operations 1.26 2.45 0.95 1.64 3.38 (2.49) ----------------------------------------------------------------------- LESS DISTRIBUTIONS FROM Net investment income (0.04) (0.10) (0.17) (0.11) (0.02) -- Net realized gains -- (1.53) (1.21) -- -- -- ----------------------------------------------------------------------- Total distributions (0.04) (1.63) (1.38) (0.11) (0.02)-- ----------------------------------------------------------------------- Entry/exit fee per share (c) --(b) 0.01 0.01 0.01 --(b) --(b) ----------------------------------------------------------------------- Net asset value, end of period $16.12 $14.90 $14.07 $14.49 $12.95 $9.59 ----------------------------------------------------------------------- TOTAL RETURN (c) 8.47%(e) 17.68% 6.71% 12.75% 35.24% (20.61%) RATIOS/SUPPLEMENTAL DATA Net assets, end of period (000s) $252,107 $216,369 $199,339 $229,770 $232,498 $174,477 Ratio of expenses to average net assets (f) 0.73%(g) 0.74% 0.72% 0.73% 0.85% 1.22% Ratio of expenses to average net assets before expense waivers (f) 0.73%(g) 0.74% 0.73% 0.74% 0.85% 1.22% Ratio of net investment income to average net assets 0.54%(g) 0.63% 0.48%(a) 0.48% 0.19% --(b) Portfolio turnover 18.99%(e) 34.50% 32.85% 57.49% 60.32% 60.45% - -------------------------------------------------------------------------------------------------------------------------------- (a) Investment income per share reflects a special dividend which amounted to $0.04 per share. Excluding the special dividends , the ratio of net investment income to average net assets would have been 0.21%. (b) Rounds to less than 0.01% or $0.01 as applicable. (c) Calculation based on average shares outstanding. (d) Total return assumes dividend reinvestment and includes the effects of entry and exit fees received by the fund; however, a mem ber's total return for the period, assuming a purchase at the beginning of the period and a redemption at the end of the period, would be lower by the amount of entry and exit fees paid by the member. For certain periods, total return would have been lower had certain expenses not been waived. (e) Not annualized. (f) The expense ratio does not include the fees and expenses associated with investments made in commingled investment vehicles; such fees and expenses are reflected in the fund's total return. (g) Annualized. See accompanying Notes to Financial Statements. TIFF US EQUITY FUND -- SUMMARY OF PORTFOLIO HOLDINGS (UNAUDITED) AS A % OF TOTAL INVESTMENTS: Financials 15.3 Information Technology 13.6 Consumer Discretionary 13.2 US Government Obligations (short-term) 12.6 Healthcare 11.6 Industrials 7.4 Energy 6.2 Commingled Investment Vehicles 5.9 Repurchase Agreements 3.5 Consumer Staples 3.2 Materials 3.0 Utilities 2.6 Telecommunication Services 1.9 ----- 100.0 =====
- ------------------------------------------------------------------------------- TIFF SHORT-TERM FUND -- FUND EXPENSES (UNAUDITED) JUNE 30, 2007 As a shareholder of a fund, you incur two types of costs: (1) transactions costs and (2) ongoing costs, including management fees and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2007 to June 30, 2007. Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During the Period" to estimate the expenses you paid on your account during this period. Hypothetical Example for Comparison Purposes The second line of the table below provides information 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. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. BEGINNING ENDING EXPENSES ACCOUNT ACCOUNT PAID DURING VALUE VALUE PERIOD* 1/1/07 6/30/07 1/1/07-6/30/07 - ------------------------------------------------------------------------------- 1) Actual $1,000 $1,024.60 $1.05 2) Hypothetical $1,000 $1,023.75 $1.05 - ------------------------------------------------------------------------------- * Expenses are equal to the fund's annualized expense ratio of 0.21% (calculated over a six-month period, which may differ from the fund's actual expense ratio for the full year), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). - ---------------------------------------------------------------------------------------------------------------------------------- TIFF SHORT-TERM FUND -- FINANCIAL HIGHLIGHTS JUNE 30, 2007
Six Months Ended Year Year Year Year Year 6/30/07 Ended Ended Ended Ended Ended (unaudited) 12/31/06 12/31/05 12/31/04 12/31/03 12/31/02 For a share outstanding throughout each period Net asset value, beginning of period $9.74 $9.76 $9.79 $9.83 $9.97 $10.02 --------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS Net investment income 0.23 0.47 0.31 0.12 0.16 0.24 Net realized and unrealized gain (loss) on investments 0.01 (0.02) (0.03) (0.03) (0.07) (0.03) --------------------------------------------------------------------- Total from investment operations 0.24 0.45 0.28 0.09 0.09 0.21 --------------------------------------------------------------------- LESS DISTRIBUTIONS FROM Net investment income (0.23) (0.47) (0.31) (0.13) (0.23) (0.24) Return of capital -- -- -- -- -- (0.02) --------------------------------------------------------------------- Total distributions (0.23) (0.47) (0.31) (0.13) (0.23) (0.26) --------------------------------------------------------------------- Net asset value, end of period $9.75 $9.74 $9.76 $9.79 $9.83 $9.97 ===================================================================== TOTAL RETURN (a) 2.46%(b) 4.72% 2.93% 0.92% 0.88% 2.11% RATIOS/SUPPLEMENTAL DATA Net assets, end of period (000s) $130,062 $99,244 $116,943 $91,073 $128,660 $171,209 Ratio of expenses to average net assets 0.21%(c) 0.19% 0.21% 0.31% 0.35% 0.35% Ratio of expenses to average net assets before expense waivers 0.21%(c) 0.19% 0.21% 0.36% 0.39% 0.38% Ratio of net investment income to average net assets 4.84%(c) 4.64% 3.12% 1.19% 1.76% 2.30% Portfolio turnover --(d) --(d) --(d) --(d) 288.22% 87.15% - ----------------------------------------------------------------------------------------------------------------------------------- (a) Total return assumes dividend reinvestment. For certain periods, total return would have been lower had certain expenses not been waived. (b) Not annualized. (c) Annualized. (d) Due to change in investment policies the fund no longer purchases or sells securities with greater than one year to matu rity; therefore under SEC rules for the calculation of portfolio turnover, the transactions entered into by the fund do not constitute portfolio turnover. See accompanying Notes to Financial Statements. TIFF SHORT-TERM FUND -- SUMMARY OF PORTFOLIO HOLDINGS (UNAUDITED) AS A % OF TOTAL INVESTMENTS: US Government Obligations (short-term) 99.2 Time Deposits 0.8 ----- 100.0 =====
TIFF MULTI-ASSET FUND/SCHEDULE OF INVESTMENTS (UNAUDITED) JUNE 30, 2007
NUMBER OF SHARES VALUE COMMON STOCKS -- 38.1% US COMMON STOCKS -- 15.8% AEROSPACE AND DEFENSE -- 0.2% Boeing Co. 2,500 $ 240,401 Honeywell International, Inc. 14,800 832,944 Lockheed Martin Corp. 7,400 696,562 Northrop Grumman Corp. 8,200 638,534 Precision Castparts Corp. 3,500 424,760 Raytheon Co. 22,300 1,201,747 -------------- 4,034,948 -------------- AIRLINES -- 0.2% AMR Corp. (a) 80,600 2,123,810 Northwest Airlines Corp. - BSE Shares (a) 40,000 888,000 Northwest Airlines Corp. - NYSE Shares (a) 37,300 93 US Airways Group, Inc. (a) 20,500 620,535 -------------- 3,632,438 -------------- AUTOMOBILES -- 0.1% Fleetwood Enterprises, Inc. (a) 106,700 965,635 Harley-Davidson, Inc. 3,500 208,635 -------------- 1,174,270 -------------- BEVERAGES -- 0.0% Coca-Cola Co. (The) 4,400 230,164 PepsiCo, Inc. 8,200 531,770 -------------- 761,934 -------------- BIOTECHNOLOGY -- 0.0% Gilead Sciences, Inc. (a) 10,600 410,962 -------------- CAPITAL MARKETS -- 0.3% Ameriprise Financial, Inc. 4,440 282,251 Franklin Resources, Inc. 1,800 238,446 Goldman Sachs Group, Inc. 4,900 1,062,075 Lehman Brothers Holdings, Inc. 4,800 357,696 Mellon Financial Corp. 49,800 2,191,200 Merrill Lynch & Co., Inc. 10,700 894,306 Morgan Stanley 12,600 1,056,888 -------------- 6,082,862 -------------- CHEMICALS -- 0.1% Dow Chemical Co. (The) 9,100 402,402 Scotts Miracle-Gro Co. (The) 50,200 2,155,588 -------------- 2,557,990 -------------- COMMERCIAL BANKS -- 0.2% Comerica, Inc. 8,200 487,654 Wachovia Corp. 76,000 3,895,000 Wells Fargo & Co. 9,500 334,115 -------------- 4,716,769 -------------- COMMERCIAL SERVICES & SUPPLIES -- 0.3% Learning Tree International, Inc. (a) 3,900 51,090 Pitney Bowes, Inc. 61,400 2,874,748 Viad Corp. 50,500 2,129,585 Watson Wyatt Worldwide, Inc. 37,300 1,882,904 -------------- 6,938,327 -------------- COMMUNICATIONS EQUIPMENT -- 0.1% Cisco Systems, Inc. (a) 40,500 1,127,925 -------------- COMPUTERS & PERIPHERALS -- 0.4% Dell, Inc. (a) 49,200 1,404,660 EMC Corp. (a) 14,800 267,880 Hewlett-Packard Co. 92,900 4,145,198 International Business Machines (IBM) 8,000 842,000 Sun Microsystems, Inc. (a) 478,400 2,516,384 -------------- 9,176,122 -------------- CONSUMER FINANCE -- 0.1% American Express Co. 25,900 1,584,562 -------------- CONTAINERS AND PACKAGING -- 0.1% Smurfit-Stone Container Corp. (a) 100,100 1,332,331 -------------- DISTRIBUTORS -- 0.2% Genuine Parts Co. 66,800 3,313,280 -------------- DIVERSIFIED FINANCIAL SERVICES -- 0.7% Bank of America Corp. 88,200 4,312,098 CIT Group, Inc. 6,700 367,361 Citigroup, Inc. 108,900 5,585,481 JPMorgan Chase & Co. 27,500 1,332,375 Moody's Corp. 42,100 2,618,620 -------------- 14,215,935 -------------- DIVERSIFIED TELECOMMUNICATION SERVICES -- 0.4% AT&T, Inc. 25,837 1,072,235 Cincinnati Bell, Inc. (a) 195,200 1,128,256 Embarq Corp. 5,179 328,193 Level 3 Communications, Inc. (a) 179,000 1,047,150 Verizon Communications, Inc. 122,100 5,026,857 Windstream Corp. 36,187 534,120 -------------- 9,136,811 -------------- ELECTRIC UTILITIES -- 0.1% American Electric Power Co., Inc. 4,600 207,184 Edison International 9,600 538,752 FirstEnergy Corp. 9,900 640,827 -------------- 1,386,763 -------------- ELECTRICAL EQUIPMENT -- 0.1% Superior Essex, Inc. (a) 65,200 2,435,220 -------------- ENERGY EQUIPMENT & SERVICES -- 0.4% Baker Hughes, Inc. 43,400 3,651,242 GlobalSantaFe Corp. 28,175 2,035,644 Halliburton Co. 65,500 2,259,750 -------------- 7,946,636 -------------- FOOD & STAPLES RETAILING -- 0.5% Costco Wholesale Corp. 114,900 6,723,948 Kroger Co. (The) 78,200 2,199,766 Safeway, Inc. 16,800 571,704 -------------- 9,495,418 -------------- FOOD PRODUCTS -- 0.4% ConAgra Foods, Inc. 141,800 3,808,748 General Mills, Inc. 10,500 613,410 H.J. Heinz Co. 65,000 3,085,550 Kraft Foods, Inc., Class A 19,647 692,557 -------------- 8,200,265 -------------- GAS UTILITIES -- 0.1% Equitable Resources, Inc. 26,500 1,313,340 -------------- HEALTHCARE PROVIDERS & SERVICES -- 0.5% Aetna, Inc. 14,000 691,600 AmerisourceBergen Corp. 9,100 450,177 Cardinal Health, Inc. 8,800 621,632 CIGNA Corp. 11,700 610,974 Express Scripts, Inc. (a) 5,800 290,058 McKesson Corp. 10,100 602,364 Medco Health Solutions, Inc. (a) 5,200 405,548 Sunrise Senior Living, Inc. (a) 122,500 4,898,775 Wellpoint, Inc. (a) 9,600 766,368 -------------- 9,337,496 -------------- HOTELS, RESTAURANTS & LEISURE -- 0.0% McDonald's Corp. 7,200 365,472 Yum! Brands, Inc. 18,800 615,136 -------------- 980,608 -------------- HOUSEHOLD DURABLES -- 0.1% American Greetings Corp., Class A 85,600 2,425,048 -------------- HOUSEHOLD PRODUCTS -- 0.0% Kimberly-Clark Corp. 7,900 528,431 Procter & Gamble Co. 7,100 434,449 -------------- 962,880 -------------- INDEPENDENT POWER PRODUCERS & ENERGY TRADERS -- 0.0% Constellation Energy Group, Inc. 2,500 217,925 -------------- INDUSTRIAL CONGLOMERATES -- 0.4% 3M Co. 32,700 2,838,033 General Electric Co. 155,800 5,964,024 -------------- 8,802,057 -------------- INSURANCE -- 0.4% Allstate Corp. (The) 12,000 738,120 Berkshire Hathaway, Inc., Class B (a) 1,171 4,221,455 Chubb Corp. 3,800 205,732 Loews Corp. 11,500 586,270 MBIA, Inc. 18,900 1,175,958 Mercury General Corp. 22,500 1,239,975 Principal Financial Group 4,700 273,963 Travelers Companies, Inc. (The) 11,900 636,650 -------------- 9,078,123 -------------- INTERNET & CATALOG RETAIL -- 0.3% Amazon.com, Inc. (a) 22,200 1,518,702 Blue Nile, Inc. (a) 28,200 1,703,280 Liberty Media Holding Corp., Interactive Series A (Tracking Stock) (a)(b) 43,050 961,306 Priceline.com, Inc. (a) 28,000 1,924,720 -------------- 6,108,008 -------------- IT SERVICES -- 0.2% Automatic Data Processing, Inc. 7,000 339,290 Computer Sciences Corp. (a) 1,600 94,640 DST Systems, Inc. (a) 15,900 1,259,439 Fiserv, Inc. (a) 8,800 499,840 Forrester Research, Inc. (a) 7,400 208,162 Gartner Group, Inc., Class A (a) 108,200 2,660,638 -------------- 5,062,009 -------------- LEISURE EQUIPMENT & PRODUCTS -- 0.0% Mattel, Inc. 700 17,703 -------------- MACHINERY -- 0.1% Caterpillar, Inc. 7,200 563,760 Eaton Corp. 2,600 241,800 Ingersoll-Rand Co. Ltd. 11,000 603,020 Parker-Hannifin Corp. 6,000 587,460 -------------- 1,996,040 -------------- MEDIA -- 1.5% Cablevision Systems Corp. (a) 245,000 8,866,550 CBS Corp., Class A 17,300 576,609 CBS Corp., Class B 110,200 3,671,864 Clear Channel Communications, Inc. 99,700 3,770,654 DIRECTV Group, Inc. (The) (a) 23,900 552,329 Discovery Holding Co., Class A (a) 58,000 1,333,420 EchoStar Communications Corp., Class A (a) 10,900 472,733 Liberty Global, Inc., Class A (a) 92,967 3,815,366 Liberty Global, Inc., Class C (a) 81,167 3,189,863 Liberty Media Holding Corp., Capital Series A (Tracking Stock) (a)(b) 8,750 1,029,700 Live Nation, Inc. (a) 2,750 61,545 McGraw-Hill Companies, Inc. (The) 9,700 660,376 Primedia, Inc. (a) 418,300 1,192,155 Sun-Times Media Group, Inc. 62,315 327,154 Time Warner, Inc. 42,900 902,616 -------------- 30,422,934 -------------- METALS AND MINING -- 0.6% Alcoa, Inc. 160,300 6,496,959 Freeport-McMoRan Copper & Gold, Inc. 34,700 2,873,854 Newmont Mining Corp. 49,300 1,925,658 Nucor Corp. 9,800 574,770 Southern Copper Corp. 3,500 329,910 -------------- 12,201,151 -------------- MULTILINE RETAIL -- 0.1% 99 Cents Only Stores (a) 33,700 441,807 JC Penney Co., Inc. 6,400 463,232 Kohl's Corp. (a) 9,000 639,270 Nordstrom, Inc. 4,600 235,152 -------------- 1,779,461 -------------- MULTI-UTILITIES -- 0.0% Public Service Enterprise Group, Inc. 1,700 149,226 -------------- OFFICE ELECTRONICS -- 0.2% Xerox Corp. (a) 177,700 3,283,896 -------------- OIL, GAS & CONSUMABLE FUELS -- 2.5% Chevron Corp. 79,100 6,663,384 ConocoPhillips 48,624 3,816,984 Consol Energy, Inc. 70,400 3,246,144 Denbury Resources, Inc. (a) 44,600 1,672,500 Devon Energy Corp. 18,400 1,440,536 EOG Resources, Inc. 76,600 5,596,396 Exxon Mobil Corp. 107,460 9,013,745 Marathon Oil Corp. 14,000 839,440 Newfield Exploration Co. (a) 46,600 2,122,630 Noble Energy, Inc. 27,700 1,728,203 Peabody Energy Corp. 50,400 2,438,352 Ultra Petroleum Corp. (a) 29,500 1,629,580 Valero Energy Corp. 106,000 7,829,160 XTO Energy, Inc. 70,766 4,253,037 -------------- 52,290,091 -------------- PAPER & FOREST PRODUCTS -- 0.1% Bowater, Inc. 54,300 1,354,785 -------------- PERSONAL PRODUCTS -- 0.0% Estee Lauder Companies, Inc. (The), Class A 9,100 414,141 -------------- PHARMACEUTICALS -- 0.8% Bristol-Myers Squibb Co. 42,400 1,338,144 Forest Laboratories, Inc. (a) 7,000 319,550 Johnson & Johnson 15,400 948,948 Merck & Co., Inc. 59,800 2,978,040 Pfizer, Inc. 181,900 4,651,183 Schering-Plough Corp. 52,400 1,595,056 Wyeth 86,900 4,982,846 -------------- 16,813,767 -------------- REAL ESTATE INVESTMENT TRUSTS (REITS) -- 1.5% Alexandria Real Estate Equities, Inc. 20,000 1,936,400 Cogdell Spencer, Inc. 35,800 737,122 DCT Industrial Trust, Inc. 34,900 375,524 Digital Realty Trust, Inc. 47,300 1,782,264 Douglas Emmett, Inc. 42,100 1,041,554 Essex Property Trust, Inc. 7,900 918,770 Potlatch Corp. 20,600 886,830 Public Storage, Inc. 42,700 3,280,214 Rayonier, Inc. 42,500 1,918,450 Simon Property Group, Inc. 33,300 3,098,232 SL Green Realty Corp. 45,900 5,686,551 Ventas, Inc. 99,400 3,603,250 Vornado Realty Trust 45,300 4,975,752 -------------- 30,240,913 -------------- REAL ESTATE MANAGEMENT & DEVELOPMENT -- 0.1% Forest City Enterprises, Inc., Class A 21,700 1,334,116 -------------- ROAD & RAIL -- 0.2% Kansas City Southern (a) 74,800 2,807,992 Norfolk Southern Corp. 6,700 352,219 Union Pacific Corp. 4,000 460,600 -------------- 3,620,811 -------------- SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT -- 0.1% Applied Materials, Inc. 32,900 653,723 LSI Corp. (a) 226,472 1,700,805 Texas Instruments, Inc. 13,200 496,716 -------------- 2,851,244 -------------- SOFTWARE -- 0.5% Intuit, Inc. (a) 11,000 330,880 Microsoft Corp. 261,400 7,703,458 Oracle Corp. (a) 134,500 2,650,995 Symantec Corp. (a) 18,300 369,660 -------------- 11,054,993 -------------- SPECIALTY RETAIL -- 0.0% Blockbuster, Inc., Class B (a) 157,500 615,825 -------------- TEXTILES, APPAREL & LUXURY GOODS -- 0.1% Coach, Inc. (a) 13,100 620,809 Hanes Brands, Inc. (a) 19,500 527,085 Nike, Inc., Class B 11,600 676,164 -------------- 1,824,058 -------------- THRIFTS & MORTGAGE FINANCE -- 0.1% Countrywide Financial Corp. 14,500 527,075 MGIC Investment Corp. 11,600 659,576 Washington Mutual, Inc. 17,800 758,992 -------------- 1,945,643 -------------- TOBACCO -- 0.1% Altria Group, Inc. 29,800 2,090,172 Reynolds American, Inc. 3,600 234,720 -------------- 2,324,892 -------------- WIRELESS TELECOMMUNICATION SERVICES -- 0.3% American Tower Corp., Class A (a) 47,500 1,995,000 NII Holdings, Inc., Class B (a) 20,400 1,647,096 SBA Communications Corp., Class A (a) 64,100 2,153,119 Sprint Nextel Corp. 28,800 596,448 -------------- 6,391,663 -------------- Total US Common Stocks (Cost $263,493,898) 326,876,615 -------------- FOREIGN COMMON STOCKS -- 22.4% AUSTRALIA -- 1.0% Alumina Ltd. 394,454 2,613,180 Amcor Ltd. 349,771 2,210,214 Australia and New Zealand Banking Group Ltd. 52,857 1,295,924 Caltex Australia Ltd. 22,300 447,282 Foster's Group Ltd. 308,892 1,670,054 Iluka Resources Ltd. 29,422 153,093 National Australia Bank Ltd. 131,961 4,577,537 Rinker Group Ltd. 31,900 509,394 Santos Ltd. 101,488 1,198,461 Telstra Corp. Ltd. 965,304 3,748,389 Westfield Group 151,500 2,553,611 -------------- 20,977,139 -------------- BELGIUM -- 0.1% Fortis 59,000 2,499,574 -------------- BERMUDA -- 0.1% Lazard Ltd., Class A 19,700 887,091 Pacific Century Premium Developments Ltd. 997,800 325,435 -------------- 1,212,526 -------------- BRAZIL -- 0.7% Cia Vale do Rio Doce - ADR 18,086 805,731 Cia Vale do Rio Doce - SPADR 236,200 8,904,740 CPFL Energia SA 48,000 964,479 Petroleo Brasileiro SA - ADR 27,700 3,359,179 -------------- 14,034,129 -------------- CaNADA -- 3.6% Abitibi-Consolidated, Inc. (a) 137,600 401,724 Ace Aviation Holdings, Inc., Class A (a) 34,500 869,908 Aeroplane Income Fund Registered, Class D (c)(d) 20,305 404,670 Alcan, Inc. - NYSE Shares 7,000 569,100 Alcan, Inc. - TSE Shares 32,200 2,626,782 Barrick Gold Corp. 43,116 1,253,382 BCE, Inc. 28,272 1,070,634 Bell Aliant Regional Communications Income Fund (c)(d) 1,558 45,851 Boardwalk Real Estate Investment Trust - REIT 166,100 7,585,792 Bombardier, Inc., Class B (a) 863,400 5,187,289 BPO Properties Ltd. 10,600 691,674 Brookfield Asset Management, Inc., Class A 14,850 592,515 Cameco Corp. 123,700 6,276,538 Canadian Natural Resources Ltd. 127,700 8,484,962 Dundee - REIT 37,966 1,639,461 EnCana Corp. 113,100 6,956,406 Fraser Papers, Inc. (a) 39,400 225,618 Imperial Oil Ltd. 74,100 3,449,537 IPC US Real Estate Investment Trust - REIT 104,300 1,198,434 Jazz Air Income Fund (c)(d) 8,875 68,234 Nortel Networks Corp. (a) 61,590 1,484,751 Onex Corp. 13,500 466,369 Petro-Canada - NYSE Shares 4,200 223,272 Petro-Canada - TSE Shares 40,942 2,181,139 Research In Motion Ltd. (a) 2,000 399,980 Rogers Communications, Inc., Class B - NYSE Shares 9,000 382,410 Rogers Communications, Inc., Class B - TSE Shares 147,900 6,306,142 Suncor Energy, Inc. 47,484 4,277,460 Talisman Energy, Inc. 271,400 5,248,383 Western Oil Sands, Inc., Class A (a) 91,187 3,038,853 -------------- 73,607,270 -------------- CaYMAN ISLANDS -- 0.1% Greentown China Holdings Ltd. 655,600 1,428,781 -------------- CHINA -- 0.2% Aluminum Corp. of China Ltd. - ADR 76,300 3,258,010 Tsingtao Brewery Co. Ltd. 318,000 770,826 -------------- 4,028,836 -------------- DENMARK -- 0.2% Coloplast A/S, Class B 7,100 575,866 GN Store Nord A/S (GN Great Nordic) (a) 38,900 457,743 Vestas Wind Systems A/S (a) 18,133 1,187,668 William Demant Holding (a) 12,500 1,233,642 -------------- 3,454,919 -------------- FINLAND -- 0.3% Metso Oyj 26,130 1,534,487 Sampo Oyj, Class A 47,900 1,376,988 Tietoenator Oyj 14,400 464,025 UPM-Kymmene Oyj 69,968 1,727,059 Wartsila Oyj Corp., Class B 3,080 202,439 -------------- 5,304,998 -------------- FRANCE -- 1.3% Alcatel Lucent - SPADR 117,776 1,648,864 Atos Origin SA (a) 5,100 318,359 AXA SA 26,900 1,154,298 BNP Paribas 10,370 1,235,413 Carrefour SA 46,776 3,281,012 Compagnie de Saint-Gobain 3,840 429,788 France Telecom SA 37,825 1,038,737 Groupe Danone 11,600 936,235 Lagardere S.C.A 2,220 192,925 Renault SA 14,307 2,293,750 SA des Ciments Vicat 1,390 172,751 Sanofi-Aventis 10,404 840,110 SCOR 22,592 613,209 Societe Generale, Class A 11,903 2,199,530 Suez SA, Strip VVPR (a)(c) 10,248 139 Thales SA 16,100 982,850 Total SA 60,547 4,914,996 Total SA - SPADR 64,800 5,247,504 -------------- 27,500,470 -------------- GERMANY -- 0.9% BASF AG 10,600 1,391,832 Bayer AG 40,776 3,089,078 Bayerische Motoren Werke AG 11,500 746,099 Colonia Real Estate AG (a) 38,673 1,629,771 DaimlerChrysler AG 14,700 1,357,253 Deutsche Post AG 16,200 526,350 Deutsche Telekom AG 92,308 1,707,384 E.ON AG 7,300 1,226,616 Franconofurt AG 2,300 38,886 Fraport AG 15,200 1,083,071 Fresenius Medical Care AG & Co. 31,500 1,453,949 RWE AG 26,928 2,875,319 Vivacon AG 56,000 2,263,681 -------------- 19,389,289 -------------- HONG KONG -- 0.8% Asia Satellite Telecommunications Holdings Ltd. 31,000 63,812 China Mobile Ltd. 93,500 1,007,384 First Pacific Co. 1,762,000 1,276,306 Henderson Land Development Co. 246,000 1,675,663 Hong Kong & Shanghai Hotels Ltd. (The) 613,892 1,085,148 Hong Kong Aircraft Engineering Co. Ltd. 80,400 1,224,130 Hong Kong Electric Holdings Ltd. 276,700 1,396,115 i-CABLE Communications Ltd. 1,071,000 227,665 New World Development Ltd. 2,028,049 5,074,605 Next Media Ltd. 838,000 286,184 Silver Grant International Ltd. 372,000 103,874 SmarTone Telecommunications Holdings Ltd. 534,000 618,414 Television Broadcasts Ltd. 226,000 1,589,788 Wheelock & Co. Ltd. 384,000 989,627 Wheelock Properties Ltd. 285,000 336,595 -------------- 16,955,310 -------------- INDONESIA -- 0.2% Bank Pan Indonesia Tbk PT (a) 13,748,708 972,545 Gudang Garam Tbk PT 230,000 282,932 Indofood Sukses Makmur Tbk PT 2,307,000 516,493 Matahari Putra Prima Tbk PT 4,034,800 361,878 Semen Gresik Persero Tbk PT 235,000 1,345,601 -------------- 3,479,449 -------------- IRELAND -- 0.1% Blackrock International Land plc (a) 96,100 63,340 Fyffes plc 93,400 110,945 Independent News & Media plc 214,400 1,078,749 Total Produce plc (a) 98,400 102,576 -------------- 1,355,610 -------------- ISLE OF MAN -- 0.0% Unitech Corporate Parks plc (a) 174,600 318,267 -------------- ISRAEL -- 0.0% Bank Hapoalim B.M 136,383 666,642 -------------- ITALY -- 0.6% Banca Popolare Italiana (a) 37,672 576,740 Fiat SpA 62,100 1,847,348 Intesa Sanpaolo 396,669 2,942,482 Luxottica Group SpA - SPADR 32,900 1,271,256 Natuzzi SpA - SPADR (a) 4,400 34,980 Risanamento SpA (a) 85,500 628,353 Saipem SpA 50,900 1,739,080 Seat Pagine Gaille 946,490 565,753 UniCredito Italiano SpA 388,733 3,458,360 -------------- 13,064,352 -------------- JAPAN -- 2.0% Ajinomoto Co., Inc. 37,000 426,694 Alfresa Holdings Corp. 6,000 418,383 Astellas Pharma, Inc. 47,400 2,062,011 Bank of Yokohama Ltd. (The) 41,000 286,898 Bridgestone Corp. 26,500 568,230 Canon, Inc. 42,000 2,464,706 Chiba Bank Ltd. (The) 28,000 248,511 Dai Nippon Printing Co. Ltd. 27,000 402,931 Daifuku Co. Ltd. 7,500 103,221 East Japan Railway Co. 136 1,046,493 Ebara Corp. 31,000 142,313 FamilyMart Co. Ltd. 21,600 569,245 FUJIFILM Holdings Corp. 21,000 939,163 Fujitsu Frontech Ltd. 4,600 40,218 Fukuoka Financial Group, Inc. (a) 62,000 408,995 Hitachi Ltd. 66,000 466,694 Isetan Co. Ltd. 9,400 154,236 JS Group Corp. 23,000 465,645 K.K. DaVinci Advisors (a) 560 488,946 Kao Corp. 38,000 984,101 Kawasaki Heavy Industries Ltd. 120,000 489,341 KDDI Corp. 79 585,326 Kinden Corp. 23,000 199,539 Kirin Brewery Co. Ltd. 48,000 718,669 Marui Co. Ltd. 32,600 411,709 Matsushita Electric Industrial 8,000 158,588 Matsushita Electric Works Ltd. 58,114 741,744 Millea Holdings, Inc. 18,600 763,322 Mitsubishi Corp. 33,900 885,836 Mitsubishi UFJ Financial Group, Inc. 52 573,083 Mitsui Fudosan Co. Ltd. 16,700 468,639 Mizuho Financial Group, Inc. 82 566,192 Namco Bandai Holdings, Inc. 33,050 522,093 NEC Corp. 73,000 377,880 Nintendo Co. Ltd. 1,600 584,354 Nippon Meat Packers, Inc. 31,000 374,993 Nippon Mining Holdings, Inc. 3,000 28,691 Nippon Oil Corp. 49,000 454,700 Nippon Suisan Kaisha Ltd. 60,000 383,703 Nisshinbo Industries, Inc. 9,000 125,553 Nitto Denko Corp. 1,900 95,984 Noritake Co. Ltd. 10,000 46,424 NTT Corp. 561 2,485,945 NTT DoCoMo, Inc. 307 485,543 Ohbayashi Corp. 22,000 119,965 Onward Kashiyama Co. Ltd. 26,000 330,918 Promise Co. Ltd. 1,350 41,642 Ricoh Co. Ltd. 20,000 461,578 Rohm Co. Ltd. 400 35,574 Ryosan Co. Ltd. 3,000 74,049 Sankyo Co. Ltd. 3,000 126,364 Secom Co. Ltd. 15,000 706,518 Sekisui House Ltd. 41,000 545,979 Seven & I Holdings Co. Ltd. 18,980 541,650 Shimizu Corp. 44,000 254,475 Shiseido Co. Ltd. 15,000 320,216 Sompo Japan Insurance, Inc. 37,000 453,089 Sony Corp. 14,200 729,676 Sumitomo Electric Industries Ltd. 32,000 475,503 Sumitomo Forestry Co. Ltd. 38,000 367,125 Sumitomo Metal Mining Co. Ltd. 22,000 475,292 Sumitomo Mitsui Financial Group, Inc. 104 969,188 Sumitomo Trust & Banking Co. Ltd. 54,000 511,775 Taiyo Nippon Sanso Corp. 52,000 401,349 Takeda Pharmaceutical Co. Ltd. 35,600 2,297,531 Tanabe Seiyaku Co. Ltd. 32,000 380,763 TDK Corp. 6,700 647,586 Tokyo Electric Power Co. Inc. (The) 13,400 430,689 Tokyo Gas Co. Ltd. 188,000 890,778 Tokyo Ohka Kogyo Co. Ltd. 9,000 201,584 Toppan Forms Co. Ltd. 21,200 255,551 Toyo Seikan Kaisha Ltd. 14,000 270,403 Toyota Motor Corp. 6,700 422,460 West Japan Railway Co. 439 2,045,222 Yamaha Motor Co. Ltd. 3,000 86,847 Yamatake Corp. 10,000 305,342 Yamato Holdings Co. Ltd. 34,000 480,305 -------------- 41,872,471 -------------- LUXEMBOURG -- 0.1% Orco Property Group 10,800 1,702,683 -------------- MALAYSIA -- 0.3% British American Tobacco Malaysia Berhad 36,800 479,477 Bumiputra-Commerce Holdings Berhad 635,169 2,150,115 Carlsberg Brewery Malaysia Berhad 138,000 193,390 Kumpulan Guthrie Berhad 199,000 371,579 Malaysian Airlines System Berhad (a) 120,000 204,812 Multi-Purpose Holdings Berhad 390,000 251,015 Resorts World Berhad 1,721,000 1,723,247 Sime Darby Berhad 290,500 808,030 -------------- 6,181,665 -------------- MEXICO -- 0.0% America Movil SA de CV, Series L - ADR 3,700 229,141 Telefonos de Mexico SA de CV, Series L - SPADR 2,600 98,514 -------------- 327,655 -------------- NETHERLANDS -- 1.3% Arcelor Mittal 31,386 1,961,728 Arcelor Mittal, Class A 68,039 4,245,634 Heineken NV 20,475 1,202,639 ING Groep NV - CVA 88,568 3,900,121 Koninklijke (Royal) KNP NV 58,600 971,985 Koninklijke (Royal) Philips Electronics NV 27,300 1,157,328 Koninklijke Boskalis Westminster NV 22,776 905,472 Reed Elsevier NV 98,668 1,880,913 Royal Dutch Shell plc, Class A 128,192 5,238,009 Royal Dutch Shell plc, Class A - ADR 25,600 2,078,720 Royal Dutch Shell plc, Class B 28,522 1,191,046 Royal Dutch Shell plc, Class B - ADR 19,822 1,652,164 Vedior NV - CVA 8,500 254,024 Wolters Kluwer NV 22,110 674,660 -------------- 27,314,443 -------------- NEW ZEALAND -- 0.1% Telecom Corp. of New Zealand Ltd. 623,968 2,188,249 -------------- NORWAY -- 0.1% DNB NOR ASA 43,000 551,554 Statoil ASA 22,100 683,994 -------------- 1,235,548 -------------- PHILIPPINES (THE) -- 0.4% ABS-CBN Broadcasting Corp. 838,400 578,077 Ayala Corp. 350,971 4,124,021 Banco de Oro-EPCI, Inc. 131,400 196,958 Benpres Holdings Corp. (a) 2,526,000 288,868 DMCI Holdings, Inc. 1,010,000 204,604 Globe Telecom, Inc. 87,900 2,571,341 Jollibee Foods Corp. 531,600 603,147 -------------- 8,567,016 -------------- RUSSIA -- 0.3% LUKOIL - SPADR 33,100 2,538,770 Oao Gazprom - SPADR 60,200 2,494,382 Oao Rosneft Oil Co. - GDR 201,673 1,590,181 -------------- 6,623,333 -------------- SINGAPORE -- 1.1% Ascott Group Ltd. (The) 585,100 698,807 BIL International Ltd. 833,000 854,225 Capitaland Ltd. 136,000 718,511 City Developments Ltd. - REIT 161,400 1,825,456 Fraser & Neave Ltd. 559,600 1,993,609 Great Eastern Holdings Ltd. 133,000 1,605,865 Jardine Matheson Holdings Ltd. 202,200 4,812,360 Jardine Strategic Holdings Ltd. 259,500 3,451,350 Keppel Land Ltd. 303,400 1,735,427 Mandarin Oriental International Ltd. 200,000 446,000 Oversea-Chinese Banking Corp. 316,800 1,891,285 Singapore Land Ltd. 75,000 558,894 Stats Chippac Ltd. (a) 1,384,000 1,591,560 United Industrial Corp. Ltd. 75,000 171,560 Yanlord Land Group Ltd. 370,000 754,466 Yellow Pages Singapore Ltd. 97,000 86,741 -------------- 23,196,116 -------------- SOUTH AFRICA -- 0.6% Anglo Platinum Ltd. 30,476 5,004,285 City Lodge Hotels Ltd. 12,529 141,681 FirstRand Ltd. 217,617 684,291 Gold Fields Ltd. 124,669 1,933,303 Hosken Consolidated Investments Ltd. (a) 33,000 371,194 JD Group Ltd. 13,740 137,927 Nedbank Group Ltd. 44,599 827,765 New Clicks Holdings Ltd. 59,500 121,823 RMB Holdings Ltd. 236,100 1,102,674 Standard Bank Group Ltd. 91,977 1,280,367 Sun International Ltd. 86,236 1,781,938 -------------- 13,387,248 -------------- SOUTH KOREA -- 0.1% Daelim Industrial Co. Ltd. 9,939 1,478,462 Hyundai Motor Co. 430 33,911 Kookmin Bank 730 63,949 Korea Electric Power Corp. 460 20,409 POSCO 100 47,983 Samsung Electronics Co. Ltd. 80 48,874 -------------- 1,693,588 -------------- SPAIN -- 0.8% Acciona SA 7,400 2,008,216 Acerinox SA 50,960 1,241,542 Banco Popular Espanol SA 57,550 1,070,998 Banco Santander Central Hispano SA 164,361 3,023,824 Iberdrola SA 36,054 2,013,350 Prosegur, Compania de Seguridad SA 7,200 275,781 Sogecable SA (a) 4,670 195,489 Telefonica SA 247,491 5,501,345 Viscofan SA 11,200 259,691 -------------- 15,590,236 -------------- SWEDEN -- 0.2% Assa Abloy AB 35,800 789,631 Ericsson, Class B 257,000 1,025,188 Hoganas AB, Class B 10,700 317,484 Modern Times Group MTG AB, Class B 2,150 138,903 Svenska Cellulosa AB (SCA) - Class B 47,000 787,008 Svenska Handelsbanken, Class A 35,800 1,002,456 -------------- 4,060,670 -------------- SWITZERLAND -- 0.5% Adecco SA 12,000 926,276 Compagnie Financiere Richemonte AG (UNIT) 22,200 1,326,199 Geberit AG 4,500 767,798 Logitech International SA (a) 24,330 644,699 Novartis AG 95,472 5,373,924 Phonak Holding AG 1,760 158,117 PubliGroupe SA 700 241,531 Roche Holding AG 5,120 908,254 -------------- 10,346,798 -------------- TAIWAN -- 0.1% Asustek Computer, Inc. - GDR 214,412 585,308 Chunghwa Telecom Co. Ltd. - ADR 63,800 1,203,268 Taiwan Semiconductor Manufacturing Co. Ltd. 261,300 563,445 Taiwan Semiconductor Manufacturing Co. Ltd. - SPADR 7,336 81,655 -------------- 2,433,676 -------------- THAILAND -- 0.3% Advanced Info Service PCL 806,700 2,019,684 GMM Grammy PCL - NVDR (a) 474,000 109,849 Kasikornbank PCL 340,000 752,919 Matichon PCL 76,000 18,051 MBK PCL 108,000 167,357 Siam Cement PCL 134,700 1,045,409 Siam Cement PCL - NVDR (a) 196,100 1,476,333 Thanachart Capital PCL 353,000 148,255 -------------- 5,737,857 -------------- UNITED KINGDOM -- 3.9% AMEC plc 21,910 257,083 Anglo American plc - JSE Shares 24,356 1,402,024 Anglo American plc - LSE Shares 29,946 1,752,957 Arriva plc 77,200 1,058,536 Aviva plc 89,176 1,324,305 BAE Systems plc 178,520 1,446,373 Barclays plc 94,100 1,305,880 BG Group plc 61,047 1,002,206 BP plc 460,523 5,548,045 BP plc - SPADR 70,200 5,064,228 BT Group plc 79,800 530,257 Bunzl plc 26,289 363,900 Cable & Wireless plc 366,400 1,423,139 Capita Group plc 103,800 1,504,379 Carnival plc 15,600 742,841 Compass Group plc 112,300 776,352 Daily Mail & General Trust NV - Class A 8,720 133,117 Devro plc 75,400 169,176 Diageo plc 58,900 1,223,501 Enodis plc 174,100 686,176 Enterprise Inns plc 51,200 705,107 First Choice Holidays plc 86,800 552,323 GKN plc 229,200 1,828,125 GlaxoSmithKline plc 286,741 7,511,492 Hanson plc 76,600 1,655,689 Hays plc 127,040 433,033 HBOS plc 203,856 4,009,750 HMV Group plc 14,000 33,315 Homeserve plc 6,510 233,121 ICAP plc 101,300 998,455 Informa plc 83,500 928,218 Intertek Group plc 48,700 954,815 Invensys plc (a) 123,170 937,891 INVESCO plc 57,440 740,452 ITV plc 219,300 499,676 Ladbrokes plc 36,511 315,778 Lloyds TSB Group plc 350,369 3,915,697 Northgate plc 7,370 150,989 Provident Financial plc 53,500 746,865 Reckitt Benckiser plc 25,100 1,374,367 Reed Elsevier plc 84,800 1,095,181 Rexam plc 63,100 629,592 Rio Tinto plc 25,600 1,955,683 Rolls-Royce Group plc (a) 22,250 239,302 Royal & Sun Alliance Insurance Group plc 69,500 202,635 Sage Group plc 198,600 929,255 Shaftesbury plc 29,400 347,224 Smiths Group plc 18,200 432,298 Smiths Group plc (Deferred Shares) (d) 27,300 0 Sportingbet plc (a) 15,700 18,127 Stagecoach Group plc 155,700 565,482 Tesco plc 135,700 1,135,984 Thomas Cook Group plc (a) 156,333 1,017,141 Unilever plc 125,654 4,055,065 Vedanta Resources plc 144,700 4,668,327 Vodafone Group plc 209,337 704,408 WPP Group plc 43,700 653,726 Xstrata plc 83,442 4,977,816 -------------- 79,866,879 -------------- Total Foreign Common Stocks (Cost $309,931,704) 461,603,692 -------------- Total Common Stocks (Cost $573,425,602) 788,480,307 -------------- INTEREST MATURITY PRINCIPAL RATE DATE AMOUNT ASSET-BACKED SECURITIES -- 0.4% BNC Mortgage Loan Trust, Ser. 2006-1, Class M1 (FRN) 5.580% 10/25/36 $ 500,000 498,827 Citigroup Mortgage Loan Trust, Inc., Ser. 2005-HE4, Class A2C (FRN) 5.590% 10/25/35 800,000 801,610 Countrywide Asset-Backed Certificates, Ser 2004-1, Class 3A (FRN) 5.600% 04/25/34 1,584 1,585 Countrywide Asset-Backed Certificates, Ser 2004-14, Class A2 (FRN) 5.590% 06/25/35 33,164 33,168 Credit-Based Asset Servicing and Securitization, Ser. 2005-CB8, Class AF1B (STEP) 5.451% 12/25/35 313,916 312,551 First Franklin Mortgage Loan Asset Backed Certificates, Ser. 2003-FF5, Class M2 (FRN) 6.820% 03/25/34 265,000 265,385 First Franklin Mortgage Loan Asset Backed Certificates, Ser. 2005-FF10, Class A4 (FRN) 5.640% 11/25/35 600,000 598,869 First Franklin Mortgage Loan Asset Backed Certificates, Ser. 2005-FFH2, Class A2 (FRN) (c) 5.570% 04/25/35 219,732 219,797 JP Morgan Mortgage Acquisition Corp., Ser. 2005-FLD1, Class A2 (FRN) 5.580% 07/25/35 332,406 332,963 Lehman Mortgage Trust, Ser. 2006-4, Class 4A1 6.000% 08/25/21 456,175 458,155 Morgan Stanley ABS Capital I, Ser. 2002-HE3, Class A2 (FRN) 5.860% 12/27/32 303,687 303,765 New Century Home Equity Loan Trust, Ser 2003-2, Class M2 (FRN) 8.320% 01/25/33 500,000 500,826 New Century Home Equity Loan Trust, Ser 2005-4, Class A2B (FRN) 5.590% 09/25/35 2,698,344 2,689,961 Residential Asset Securities Corp., Ser. 2004-KS9, Class AII4 (FRN) 5.620% 10/25/34 321,805 322,281 Residential Asset Securities Corp., Ser. 2005-KS8, Class A3 (FRN) 5.580% 08/25/35 1,000,000 1,001,310 SACO I Trust, Ser. 2005-WM3, Class A1 (FRN) 5.580% 09/25/35 134,979 134,994 ------------ Total Asset-Backed Securities (Cost $8,471,348) 8,476,047 ------------ MORTGAGE-BACKED SECURITIES - PRIVATE ISSUERS -- 0.3% American Home Mortgage Investment Trust, Ser 2004-1, Class 4A (FRN) 3.280% 04/25/44 126,717 125,635 American Home Mortgage Investment Trust, Ser 2004-4, Class 4A (FRN) 4.390% 02/25/45 518,681 507,671 American Home Mortgage Investment Trust, Ser 2005-1, Class 6A (FRN) 5.294% 06/25/45 616,381 611,364 American Home Mortgage Investment Trust, Ser 2005-2, Class 5A2 (FRN) 5.470% 09/25/35 222,314 222,322 Bank of America Funding Corp., Ser. 2004-B, Class 1A2 (VRN) 3.969% 12/20/34 483,163 493,624 Downey Savings & Loan Association Mortgage Loan Trust, Ser. 2004- AR3, Class B2 (FRN) 6.420% 07/19/44 167,844 165,982 Harborview Mortgage Loan Trust, Ser. 2004-7, Class 2A2 (VRN) 3.827% 11/19/34 306,026 309,603 Harborview Mortgage Loan Trust, Ser. 2004-8, Class 2A3 (FRN) 5.730% 11/19/34 283,588 284,369 Harborview Mortgage Loan Trust, Ser. 2005-9, Class 2A1A (FRN) 5.660% 06/20/35 180,632 181,056 Impac CMB Trust, Ser. 2004-9, Class M4 (FRN) 6.370% 01/25/35 165,006 165,119 MLCC Mortgage Investors, Inc., Ser. 2004-D, Class A2 (FRN) 5.674% 08/25/29 284,384 284,656 Structured Adjustable Rate Mortgage Loan Trust, Ser. 2005-19XS, Class 1A1 (FRN) 5.640% 10/25/35 724,638 727,590 Structured Asset Securities Corp., Ser. 2005-RF1, Class A (FRN) (c) 5.670% 03/25/35 573,633 571,159 Structured Asset Securities Corp., Ser. 2005-RF3, Class A1 (FRN) (c) 5.670% 06/25/35 1,132,862 1,133,676 Wachovia Asset Securitization, Inc., Ser. 2002-1, Class 1A1 6.250% 10/25/33 33,879 33,811 Washington Mutual, Inc., Ser. 2005-AR1, Class A3 (FRN) 5.680% 01/25/45 464,373 465,349 ------------ Total Mortgage-Backed Securities - Private Issuers (Cost $6,262,060) 6,282,986 ------------ MORTGAGE-BACKED SECURITIES - US GOVERNMENT AGENCY OBLIGATIONS -- 0.5% FHLMC Pool #781697 (FRN) 4.037% 07/01/34 464,045 464,109 FHLMC Strip, Ser. 2004-227, Class IO (c)(e) 5.000% 12/01/34 533,142 137,954 FHLMC Strip, Ser. 2005-232, Class IO (c)(e) 5.000% 08/01/35 252,099 65,310 FHLMC Strip, Ser. 2005-233, Class 5 (c)(e) 4.500% 09/15/35 88,788 22,458 FHLMC Structured Pass Through Securities, Ser. 2003-57, Class 1A3 7.500% 07/25/43 603,840 625,013 FHLMC, Ser. 2004-2882, Class HI (c)(e) 5.000% 05/15/18 62,200 8,510 FHLMC, Ser. 2005-2934, Class HI (c)(e) 5.000% 02/15/20 138,451 27,016 FHLMC, Ser. 2005-2934, Class KI (c)(e) 5.000% 02/15/20 69,170 13,412 FHLMC, Ser. 2005-2967, Class JI (c)(e) 5.000% 04/15/20 73,342 14,579 FNMA Pool #831360 5.500% 03/01/21 618,592 609,567 FNMA Pool #865792 5.500% 03/01/21 649,800 640,319 FNMA Strip, Ser. 2005-357, Class 2 (c)(e) 5.000% 03/01/35 233,762 59,989 FNMA Strip, Ser. 2005-360, Class 2 (c)(e) 5.000% 08/01/35 1,516,295 394,053 FNMA Strip, Ser. 2005-365, Class 4 (c)(e) 5.000% 04/01/36 87,875 21,938 FNMA TBA 5.000% 07/01/22 2,000,000 1,932,500 FNMA TBA 5.500% 07/01/22 3,200,000 3,152,000 FNMA TBA 6.500% 07/01/37 1,000,000 1,009,375 FNMA TBA 6.500% 08/01/37 1,000,000 1,008,438 FNMA Whole Loan, Ser 2002-W8, Class A3 7.500% 06/25/42 681,112 705,188 FNMA, Ser. 2006-10, Class FD (FRN) 5.670% 03/25/36 259,754 260,472 GNMA, Ser. 2001-65, Class PG 6.000% 07/20/28 65,628 65,537 ------------ Total Mortgage-Backed Securities - US Government Agency Obligations (Cost $11,186,168) 11,237,737 ------------ COMMODITY INDEX-LINKED NOTE -- 0.5% AIG-FP Private Funding (Cayman) Ltd. (f) 5.206% 07/03/08 5,000,000 4,724,053 AIG-FP Private Funding (Cayman) Ltd. (f) 5.205% 01/31/08 6,000,000 6,377,049 ------------ Total Commodity Index-Linked Note (Cost $11,001,775) 11,101,102 ------------ US TREASURY SECURITIES -- 15.4% US Treasury Inflation- Indexed Note 2.000% 01/15/16 67,673,450 64,252,760 US Treasury Note 4.875% 08/15/16 30,000,000 29,632,020 US Treasury Inflation- Indexed Note 2.375% 01/15/17 199,568,726 194,844,535 US Treasury Note 4.500% 05/15/17 29,616,000 28,394,340 ------------ Total US Treasury Securities (Cost $322,409,015) 317,123,655 ------------ NUMBER OF SHARES COMMINGLED INVESTMENT VEHICLES -- 18.9% EXCHANGE-TRADED FUNDS -- 1.2% iShares MSCI EAFE Index Fund 302,800 24,414,764 -------------- PRIVATE INVESTMENT FUNDS -- 17.7% (g) Convexity Capital Offshore, LP (a)(c)(d)(f) 44,184,546 Farallon Capital Institutional Partners, LP (a)(c)(d)(f) 41,104,175 Freeman Fair Value Fund I, LP (a)(d)(f) 58,318,303 Joho Partners, LP (a)(c)(d)(f) 16,170,523 Lansdowne UK Equity Fund Ltd. (a)(c)(d)(f) 73,389 21,546,492 Lone Cascade, LP (a)(c)(d)(f) 9,258,674 Lone Picea, LP, Class B (a)(c)(d)(f) 1,850,924 Lone Picea, LP, Class D (a)(c)(d)(f) 3,060,019 Lone Redwood, LP (a)(c)(d)(f) 14,143,107 Maverick Fund USA Ltd. (a)(c)(d)(f) 20,137,985 Maverick Fund USA Ltd., Class C (a)(c)(d)(f) 7,374,261 Nomad Investment Co. Ltd. (The) (a)(c)(d)(f) 140,000 16,743,541 OZ Domestic Partners, LP (a)(c)(d)(f) 15,859,222 Regiment Capital Ltd. (a)(c)(d)(f) 45,152 8,273,724 Tosca (a)(c)(d)(f) 153,727 19,613,291 Tosca Asia (a)(c)(d)(f) 230,590 24,326,032 Value Realization Fund, LP (The) (a)(c)(d)(f) 43,834,463 -------------- 365,799,282 -------------- Total Commingled Investment Vehicles (Cost $275,881,942) 390,214,046 -------------- PREFERRED STOCKS -- 0.1% Anglo Platinum Ltd., 6.38% (South Africa) 5,456 324,233 Cia Vale do Rio Doce (Brazil) 26,168 983,369 Hyundai Motor Co. Ltd. (South Korea) 14,200 678,827 -------------- Total Preferred Stocks (Cost $1,092,549) 1,986,429 -------------- NUMBER OF CONTRACTS PURCHASED OPTIONS -- 0.3% IYR Put, Strike 90.00, Expiring 01/18/08, OTC (a)(c) 305,115 4,106,848 S&P 500 Index Put, Strike 1,400.00, Expiring 07/21/07 (a) 170,000 348,500 S&P 500 Index Put, Strike 1,400.00, Expiring 09/22/07 (a) 104,500 1,609,300 -------------- Total Purchased Options (Cost $3,409,896) 6,064,648 -------------- NUMBER OF RIGHTS RIGHTS -- 0.0% New World Development Ltd., Expiring 07/04/07 (Hong Kong) (a) 11,143 0 -------------- Total Rights (Cost $0) 0 -------------- NUMBER OF WARRANTS WARRANTS -- 0.0% Bank Pan Indonesia Tbk-Warrants, Expiring 07/10/09 (Indonesia) (a) 1,823,341 51,461 Matahari Putra Prima Tbk-Warrants, Expiring 07/12/10 (Indonesia) (a) 530,600 7,517 Multi-Purpose Holdings Berhad Warrants, Expiring 02/26/09 (Malaysia) (a) 18,100 8,336 -------------- Total Warrants (Cost $24,049) 67,314 -------------- INTEREST MATURITY PRINCIPAL RATE DATE AMOUNT SHORT-TERM INVESTMENTS -- 26.2% REPURCHASE AGREEMENTS -- 1.7% Investors Bank & Trust Co. Repurchase Agreement issued 06/29/07 (proceeds at maturity $25,584,728) (Collateralized by a $2,671,508 SBA, 8.875%, due 09/25/15 with a market value, including interest, of $2,858,983, a $11,279,304 SBA Pool, 8.115%, due 11/25/29 with a market value, including interest, of $12,107,703, and a $12,004,341 FHLMC, 4.603% due 08/01/35 with a market value, including interest, of $11,889,446) 3.500% 07/02/07 $25,577,268 25,577,268 Morgan Stanley Repurchase Agreement issued 06/27/07 (proceeds at maturity $9,007,905) (Collateralized by a $9,520,407 FNMA, 5.27%, due 08/01/18 with a market value, including accrued interest, of $9,187,900) 5.270% 07/03/07 9,000,000 9,000,000 -------------- Total Repurchase Agreements (Cost $34,577,268) 34,577,268 -------------- INTEREST MATURITY PRINCIPAL RATE DATE AMOUNT US TREASURY SECURITIES -- 24.5% US Treasury Bill (h) 09/06/07 $ 28,500,000 $ 28,255,043 US Treasury Bill (h) 09/20/07 25,000,000 24,739,275 US Treasury Bill (h)(i) 11/01/07 40,000,000 39,363,840 US Treasury Bill (h) 11/15/07 51,500,000 50,585,566 US Treasury Bill (h) 11/23/07 157,000,000 154,044,004 US Treasury Bill (h) 12/13/07 85,000,000 83,142,070 US Treasury Bill (h) 12/20/07 100,000,000 97,753,200 US Treasury Bill (h) 12/27/07 30,000,000 29,296,170 -------------- Total US Treasury Securities (Cost $507,048,454) 507,179,168 -------------- Total Short-Term Investments (Cost $541,625,722) 541,756,436 -------------- Total Investments -- 100.8% (Cost $1,754,790,126) 2,082,790,707 -------------- Liabilities in Excess of Other Assets -- (0.8%) (17,533,126) -------------- Net Assets -- 100.0% 2,065,257,581 ============== NUMBER OF SHARES SECURITIES SOLD SHORT -- (0.3%) EXCHANGE-TRADED FUNDS -- (0.0%) iShares Dow Jones US Real Estate Index Fund 2,800 (216,300) -------------- COMMON STOCKS -- (0.0%) FINANCIAL SERVICES -- (0.0%) St. Joe Co. (The) 10,000 (463,400) -------------- HOUSEHOLD DURABLES -- (0.0%) KB Home 2,900 (114,173) NVR, Inc. 200 (135,950) Pulte Homes, Inc. 4,700 (105,515) Ryland Group, Inc. 3,500 (130,795) -------------- (486,433) -------------- REAL ESTATE INVESTMENT TRUSTS (REITS) -- (0.3%) Ashford Hospitality Trust 63,600 (747,936) BRE Properties, Inc. 12,100 (717,409) Brandywine Realty Trust 12,500 (357,250) Franklin Street Properties 20,400 (337,416) HRPT Properties Trust 46,100 (479,440) Hersha Hospitality Trust 48,800 (576,816) Inland Real Estate Corp. 29,000 (492,420) Medical Properties Trust, Inc. 26,400 (349,272) Ramco-Gershenson Properties Trust 15,600 (560,508) Senior Housing Properties Trust 24,300 (494,505) Sunstone Hotel Investors, Inc. 11,100 (315,129) -------------- (5,428,101) -------------- Total Securities Sold Short (Proceeds received $6,963,564) $ (6,594,234) ============== ADR American Depositary Receipt BSE Berlin Stock Exchange CVA Certificaaten van aandelen (share certificates) EAFE Europe, Australasia, and Far East FHLMC Freddie Mac FNMA Fannie Mae FRN Floating Rate Note. Rate disclosed represents rate as of June 30, 2007. GDR Global Depositary Receipt GNMA Ginnie Mae JSE Johannesburg Stock Exchange LSE London Stock Exchange MSCI Morgan Stanley Capital International NV Naamloze Vennootschap NVDR Non-Voting Depositary Receipt NYSE New York Stock Exchange SBA Small Business Administration SPADR Sponsored ADR STEP A bond that pays an initial coupon rate for the first period, and a higher coupon rate for the following periods. TBA To be announced TSE Toronto Stock Exchange UNIT A security with an attachment to buy shares, bonds, or other types of securities at a specific price before a predetermined date. VRN Variable Rate Note. Rate disclosed represents rate as of June 30, 2007. VVPR Verminderde Voorheffing Precompte Reduit (France dividend coupon) (a) Non-income producing security. (b) A tracking stock is a common stock issued by a parent company that tracks the performance of a particular division without having claim on the assets of the division or the parent company. Also known as a "designer stock." (c) Illiquid security. (d) Restricted Securities. The following restricted securities were held by the fund as of June 30, 2007, and were valued in accordance with the Valuation of Investments as described in Note 2. Such securities generally may be sold only in a privately negotiated transaction with a limited number of purchasers. The fund will bear any costs incurred in connection with the disposition of such securities. All of the below securities are illiquid, with the exception of Freeman Fair Value Fund I, LP and the Value Realization Fund, LP. TIP's board of directors has deemed 10% of the Value Realization Fund, LP to be illiquid. The valuation committee has determined the partnership interest in Freeman Fair Value Fund I, LP to be liquid based on the ability to redeem the private investment fund interest upon seven days' notice and payment of a 0.25% redemption fee. The TIP board of directors duly ratified the liquidity determination and agreed to fair value the private investment fund at 99.75% of its stated market value to take into account this potential redemption fee. The below list does not include securities eligible for resale without registration pursuant to Rule 144A under the Securities Act of 1933 that may als o be deemed restricted. INVESTMENT DATE OF ACQUISITION COST VALUE Aeroplane Income Fund Registered, Class D 01/08/07-05/22/07 $335,785 $404,670 Bell Aliant Regional Communications Income Fund 07/11/06 46,436 45,851 Convexity Capital Offshore, LP 02/16/2006 42,000,000 44,184,546 Farallon Capital Institutional Partners, LP 04/01/95-11/01/05 17,746,138 41,104,175 Freeman Fair Value Fund I, LP 10/01/04-07/01/05 50,000,000 58,318,303 Jazz Air Income Fund 03/12/07-05/22/07 66,081 68,234 Joho Partners, LP 01/03/07 15,000,000 16,170,523 Lansdowne UK Equity Fund Ltd. 06/01/06 16,000,000 21,546,492 Lone Cascade, LP 01/03/06-01/02/07 6,487,000 9,258,674 Lone Picea, LP, Class B 01/03/05 1,617,000 1,850,924 Lone Picea, LP, Class D 01/02/03-01/02/04 2,279,000 3,060,019 Lone Redwood, LP 12/29/98 3,154,356 14,143,107 Maverick Fund USA Ltd. 06/30/04-09/01/04 15,000,000 20,137,985 Maverick Fund USA Ltd., Class C 01/03/06 5,000,000 7,374,261 Nomad Investment Co. Ltd. (The) 10/02/06 14,000,000 16,743,541 OZ Domestic Partners, LP 12/31/01-09/30/03 9,000,000 15,859,222 Regiment Capital Ltd. 06/30/03 6,000,000 8,273,724 Smiths Group plc (Deferred Shares) 06/19/07 0 0 Tosca 12/30/03-07/30/04 11,000,000 19,613,291 Tosca Asia 03/01/07 20,000,000 24,326,032 Value Realization Fund, LP (The) 12/31/97-04/03/06 23,797,935 43,834,463 ------------ Total $366,318,037 ============ (e) Interest Only security. (f) Security is valued in good faith under procedures established by the board of directors. The aggregate amount of securi ties fair valued amounts to $376,900,384, which represents 18.2% of the fund's net assets. (g) Portfolio holdings information of the Private Investment Funds is not available as of June 30, 2007. These positions ar e therefore grouped into their own industry classification. (h) Treasury bills do not pay interest, but rather are purchased at a discount and mature at the stated principal amount. (i) Security or a portion thereof is held as initial margin for financial futures and held as collateral for short sales. FINANCIAL FUTURES CONTRACTS INITIAL NOTIONAL UNREALIZED NUMBER OF VALUE/ NOTIONAL APPRECIATION/ CONTRACTS TYPE (PROCEEDS) VALUE + (DEPRECIATION) Long Financial Futures Contracts 37 September 2007 10-Year US Treasury Note $ 3,956,735 $ 3,911,016 $ (45,719) 71 September 2007 Australian Dollar 5,948,025 6,006,600 58,575 274 September 2007 British Pound 33,763,650 34,344,187 580,537 76 September 2007 CAC40 6,140,035 6,288,481 148,446 130 September 2007 Canadian Dollar 12,204,828 12,253,800 48,972 31 September 2007 DAX Index 8,105,034 8,473,731 368,697 527 September 2007 Euro FX GLBX 87,943,125 89,379,200 1,436,075 283 September 2007 FTSE 100 Index 37,164,733 37,723,243 558,510 784 September 2007 Japanese Yen 80,899,000 80,369,800 (529,200) 37 September 2007 MIB Index 10,567,636 10,607,698 40,062 432 September 2007 S&P 500 Index 167,243,400 163,663,200 (3,580,200) 219 September 2007 Swiss Franc 22,176,487 22,535,100 358,613 301 September 2007 Topix Index 43,397,783 43,392,893 (4,890) 143 September 2007 TSE 60 Index 21,474,499 21,610,082 135,583 1 September 2007 US Long Bond 109,268 107,750 (1,518) 24 December 2007 90-Day Eurodollar 5,700,042 5,682,900 (17,142) ----------- (444,599) ----------- Short Financial Futures Contracts 3 September 2007 90-Day Eurodollar (713,040) (710,025) 3,015 12 September 2007 2-Year US Treasury Note (2,449,655) (2,445,375) 4,280 31 September 2007 5-Year US Treasury Note (3,241,352) (3,226,422) 14,930 1 March 2008 90-Day Eurodollar (239,422) (236,975) 2,447 4 June 2008 90-Day Eurodollar (951,237) (948,250) 2,987 1 September 2008 90-Day Eurodollar (239,184) (237,037) 2,147 26 December 2008 90-Day Eurodollar (6,174,954) (6,160,700) 14,254 1 March 2009 90-Day Eurodollar (238,947) (236,850) 2,097 1 June 2009 90-Day Eurodollar (238,822) (236,725) 2,097 18 September 2009 90-Day Eurodollar (4,287,191) (4,259,025) 28,166 18 December 2009 90-Day Eurodollar (4,285,342) (4,256,775) 28,567 17 March 2010 90-Day Eurodollar (4,046,157) (4,019,013) 27,144 17 June 2010 90-Day Eurodollar (4,045,307) (4,017,525) 27,782 ----------- 159,913 ----------- $ (284,686) =========== FORWARD CURRENCY CONTRACTS IN EXCHANGE UNREALIZED DESCRIPTION FOR DEPRECIATION Sell Contracts (pound)4,254,000 Great British Pounds Settling on 07/31/07 $8,490,303 $(49,157) ======== TOTAL RETURN SWAPS CONTRACTS NOTIONAL EXPIRATION UNREALIZED APPRECIATION/ AMOUNT DATE COUNTERPARTY PAY RECEIVE (DEPRECIATION) 1-Month LIBOR Dow Jones Wilshire REIT $10,000,000 05/31/2008 Bear Stearns minus 0.65% Index Total Return $(107,290) 1-Month LIBOR iShares Dow Jones US Real $24,596,169 03/26/2008 Merrill Lynch minus 1.00% Estate Index (323,820) 1-Month LIBOR iShares MSCI Emerging $20,189,057 03/26/2008 Merrill Lynch minus 2.00% Markets Index 428,349 -------- $ (2,761) ========= + See Note 3 to the Financial Statements. See accompanying Notes to Financial Statements.
TIFF INTERNATIONAL EQUITY FUND/SCHEDULE OF INVESTMENTS (UNAUDITED) JUNE 30, 2007
NUMBER OF SHARES VALUE COMMON STOCKS -- 79.0% AUSTRALIA -- 4.2% Alumina Ltd. 94,000 $ 622,731 Amcor Ltd. 198,216 1,252,533 Australia and New Zealand Banking Group Ltd. 36,568 896,558 Caltex Australia Ltd. 29,300 587,684 Foster's Group Ltd. 381,152 2,060,734 National Australia Bank Ltd. 83,531 2,897,570 Santos Ltd. 83,464 985,617 Telstra Corp. Ltd. 757,471 2,941,349 Wesfarmers Ltd. 29,460 1,136,929 -------------- 13,381,705 -------------- BELGIUM -- 0.6% Fortis 44,680 1,892,898 -------------- BRAZIL -- 0.2% CPFL Energia SA 32,800 659,061 -------------- CaNADA -- 2.1% Abitibi-Consolidated, Inc. (a) 49,000 143,056 Ace Aviation Holdings, Inc., Class A (a) 9,900 249,626 Aeroplane Income Fund Registered, Class D (b)(c) 7,693 153,318 Alcan, Inc. 7,500 611,828 BCE, Inc. 7,137 270,271 Bell Aliant Regional Communications Income Fund (b)(c) 565 16,628 Bombardier, Inc., Class B (a) 335,900 2,018,080 Fraser Papers, Inc. (a) 10,800 61,845 Imperial Oil Ltd. 23,916 1,113,348 Jazz Air Income Fund (b)(c) 3,206 24,649 Nortel Networks Corp. (a) 6,962 167,833 Onex Corp. 5,300 183,093 Rogers Communications, Inc., Class B 41,600 1,773,736 -------------- 6,787,311 -------------- CHINA -- 0.4% China Shipping Development Co. Ltd. 402,000 926,227 Tsingtao Brewery Co. Ltd. 145,000 351,477 -------------- 1,277,704 -------------- DENMARK -- 1.0% Coloplast A/S, Class B 5,200 421,761 GN Store Nord A/S (GN Great Nordic) (a) 34,100 401,261 Vestas Wind Systems A/S (a) 16,866 1,104,683 William Demant Holding (a) 11,600 1,144,820 -------------- 3,072,525 -------------- FINLAND -- 1.4% Metso Oyj 24,370 1,431,131 Sampo Oyj, Class A 42,800 1,230,377 Tietoenator Oyj 12,220 393,777 UPM-Kymmene Oyj 51,568 1,272,881 Wartsila Oyj Corp., Class B 2,030 133,426 -------------- 4,461,592 -------------- FRANCE -- 6.5% Atos Origin SA (a) 4,400 274,663 AXA SA 23,900 1,025,566 BNP Paribas 8,698 1,036,222 Carrefour SA 34,345 2,409,064 Compagnie de Saint-Gobain 25,621 2,867,603 France Telecom SA 58,071 1,594,725 Groupe Danone 9,600 774,816 Lagardere S.C.A 1,460 126,878 Renault SA 18,819 3,017,130 SA des Ciments Vicat 910 113,096 Sanofi-Aventis 9,076 732,875 SCOR 19,509 529,528 Societe Generale, Class A 13,117 2,423,862 Suez SA, Strip VVPR (a)(c) 6,948 94 Thales SA 14,800 903,489 Total SA 38,845 3,153,303 -------------- 20,982,914 -------------- GERMANY -- 3.6% BASF AG 9,100 1,194,875 Bayer AG 19,684 1,491,206 Bayerische Motoren Werke AG 10,200 661,757 DaimlerChrysler AG 13,200 1,218,758 Deutsche Post AG 13,600 441,874 Deutsche Telekom AG 93,214 1,724,142 E.ON AG 6,100 1,024,980 Fresenius Medical Care AG & Co. 10,200 470,803 Fresenius Medical Care AG & Co. - ADR 15,780 724,933 RWE AG 24,613 2,628,128 -------------- 11,581,456 -------------- HONG KONG -- 2.8% Asia Satellite Telecommunications Holdings Ltd. 13,000 26,760 China Mobile Ltd. 83,000 894,256 First Pacific Co. 802,000 580,929 Henderson Land Development Co. 108,000 735,657 Hong Kong & Shanghai Hotels Ltd. (The) 272,273 481,284 Hong Kong Aircraft Engineering Co. Ltd. 37,400 569,434 Hong Kong Electric Holdings Ltd. 241,000 1,215,987 i-CABLE Communications Ltd. 491,000 104,373 New World Development Ltd. 735,907 1,841,394 Next Media Ltd. 378,000 129,090 Silver Grant International Ltd. 164,000 45,794 SmarTone Telecommunications Holdings Ltd. 202,478 234,485 Television Broadcasts Ltd. 89,000 626,067 Wharf Holdings Ltd. 286,571 1,146,921 Wheelock & Co. Ltd. 155,000 399,459 -------------- 9,031,890 -------------- INDONESIA -- 0.5% Bank Pan Indonesia Tbk PT (a) 6,334,902 448,113 Bank Permata Tbk PT (a)(c) 5,572 586 Citra Marga Nusaphala Persada Tbk PT 343,000 97,769 Gudang Garam Tbk PT 114,000 140,236 Indofood Sukses Makmur Tbk PT 1,067,000 238,881 Matahari Putra Prima Tbk PT 1,907,100 171,046 Mulia Industrindo Tbk PT (a) 415,000 9,876 Semen Gresik Persero Tbk PT 109,000 624,130 -------------- 1,730,637 -------------- IRELAND -- 0.4% Blackrock International Land plc (a) 72,300 47,653 Fyffes plc 78,300 93,009 Independent News & Media plc 196,740 989,893 Total Produce plc (a) 78,300 81,623 -------------- 1,212,178 -------------- ISRAEL -- 0.1% Bank Hapoalim B.M 75,452 368,810 -------------- ITALY -- 3.4% Banca Popolare Italiana (a) 34,423 527,000 Fiat SpA 57,300 1,704,558 Intesa Sanpaolo 389,191 2,887,010 Luxottica Group SpA - SPADR 28,400 1,097,376 Natuzzi SpA - SPADR (a) 6,600 52,470 Saipem SpA 45,600 1,557,997 Seat Pagine Gaille 822,740 491,783 UniCredito Italiano SpA 296,390 2,636,831 -------------- 10,955,025 -------------- JAPAN -- 13.6% Ajinomoto Co., Inc. 36,000 415,162 Alfresa Holdings Corp. 4,400 306,814 Astellas Pharma, Inc. 37,900 1,648,739 Bank of Yokohama Ltd. (The) 43,000 300,893 Bridgestone Corp. 25,900 555,365 Canon, Inc. 48,750 2,860,819 Chiba Bank Ltd. (The) 28,000 248,511 Dai Nippon Printing Co. Ltd. 24,000 358,161 Dai-Dan Co. Ltd. 27,000 157,654 Daifuku Co. Ltd. 7,000 96,340 East Japan Railway Co. 122 938,766 Ebara Corp. 30,000 137,722 FamilyMart Co. Ltd. 18,000 474,371 FUJIFILM Holdings Corp. 17,000 760,275 Fujitsu Frontech Ltd. 8,500 74,316 Fukuoka Financial Group, Inc. (a) 60,000 395,801 Hitachi Ltd. 59,000 417,196 Inabata & Co. Ltd. 10,000 68,180 Isetan Co. Ltd. 9,000 147,673 JS Group Corp. 23,000 465,645 Kao Corp. 108,000 2,796,918 Kawasaki Heavy Industries Ltd. 109,000 444,484 KDDI Corp. 237 1,755,977 Kinden Corp. 18,000 156,161 Kirin Brewery Co. Ltd. 47,000 703,697 Marui Co. Ltd. 31,900 402,869 Matsushita Electric Industrial 8,000 158,588 Matsushita Electric Works Ltd. 47,772 609,743 Millea Holdings, Inc. 45,100 1,850,851 Mitsubishi Corp. 33,200 867,544 Mitsubishi UFJ Financial Group, Inc. 51 562,062 Mizuho Financial Group, Inc. 75 517,858 Namco Bandai Holdings, Inc. 30,000 473,912 NEC Corp. 66,000 341,645 Nintendo Co. Ltd. 1,400 511,310 Nippon Meat Packers, Inc. 27,000 326,607 Nippon Mining Holdings, Inc. 3,000 28,691 Nippon Oil Corp. 43,000 399,023 Nippon Suisan Kaisha Ltd. 58,000 370,913 Nisshinbo Industries, Inc. 9,000 125,553 Nitto Denko Corp. 1,500 75,777 Noritake Co. Ltd. 14,000 64,994 NTT Corp. 202 895,118 NTT DoCoMo, Inc. 278 439,678 Ohbayashi Corp. 20,000 109,059 Onward Kashiyama Co. Ltd. 20,000 254,552 Promise Co. Ltd. 1,300 40,100 Ricoh Co. Ltd. 18,000 415,420 Rohm Co. Ltd. 400 35,574 Ryosan Co. Ltd. 8,000 197,464 Sankyo Co. Ltd. 2,900 122,152 Sankyo Seiko Co. Ltd. 9,000 40,468 Secom Co. Ltd. 12,500 588,765 Sekisui House Ltd. 34,000 452,763 Seven & I Holdings Co. Ltd. 17,160 489,711 Shimizu Corp. 32,000 185,073 Shiseido Co. Ltd. 13,000 277,521 Sompo Japan Insurance, Inc. 31,000 379,615 Sony Corp. 12,900 662,875 Sumitomo Electric Industries Ltd. 30,000 445,784 Sumitomo Forestry Co. Ltd. 38,000 367,125 Sumitomo Metal Mining Co. Ltd. 22,000 475,292 Sumitomo Mitsui Financial Group, Inc. 92 857,359 Sumitomo Trust & Banking Co. Ltd. 48,000 454,911 Sumitomo Wiring Systems Ltd. 10,000 232,147 Taiyo Nippon Sanso Corp. 50,000 385,913 Takeda Pharmaceutical Co. Ltd. 43,700 2,820,284 Tanabe Seiyaku Co. Ltd. 30,000 356,965 TDK Corp. 6,000 579,927 Tokyo Electric Power Co. Inc. (The) 13,100 421,046 Tokyo Gas Co. Ltd. 154,000 729,680 Tokyo Ohka Kogyo Co. Ltd. 8,900 199,345 Toppan Forms Co. Ltd. 18,700 225,415 Toyo Seikan Kaisha Ltd. 11,000 212,459 Toyota Motor Corp. 41,100 2,591,508 West Japan Railway Co. 356 1,658,540 Yamaha Motor Co. Ltd. 5,000 144,745 Yamatake Corp. 9,500 290,075 Yamato Holdings Co. Ltd. 31,000 437,926 -------------- 43,845,934 -------------- MALAYSIA -- 1.1% British American Tobacco Malaysia Berhad 19,000 247,556 Bumiputra-Commerce Holdings Berhad 270,599 916,007 Carlsberg Brewery Malaysia Berhad 78,000 109,307 Kumpulan Guthrie Berhad 101,000 188,590 Malaysian Airlines System Berhad (a) 54,000 92,165 MISC Berhad 245,200 702,459 Multi-Purpose Holdings Berhad 204,000 131,300 Resorts World Berhad 845,000 846,103 Sime Darby Berhad 131,200 364,935 -------------- 3,598,422 -------------- MEXICO -- 0.3% America Movil SA de CV, Series L - ADR 2,400 148,632 Grupo Televisa SA - SPADR 21,900 604,659 Telefonos de Mexico SA de CV, Series L - SPADR 1,600 60,624 -------------- 813,915 -------------- NETHERLANDS -- 4.7% Arcelor Mittal 28,695 1,793,532 Heineken NV 18,450 1,083,696 ING Groep NV - CVA 53,566 2,358,796 Koninklijke (Royal) KNP NV 49,450 820,216 Koninklijke (Royal) Philips Electronics NV 23,782 1,008,190 Koninklijke Boskalis Westminster NV 18,540 737,068 Reed Elsevier NV 87,502 1,668,055 Royal Dutch Shell plc, Class A 87,435 3,572,651 Royal Dutch Shell plc, Class B 26,491 1,106,234 Vedior NV - CVA 5,600 167,357 Wolters Kluwer NV 20,457 624,221 -------------- 14,940,016 -------------- NEW ZEALAND -- 0.4% PGG Wrightson Ltd. 164,038 217,343 Telecom Corp. of New Zealand Ltd. 342,482 1,201,080 -------------- 1,418,423 -------------- NORWAY -- 0.3% DNB NOR ASA 37,100 475,876 Statoil ASA 20,200 625,189 -------------- 1,101,065 -------------- PHILIPPINES (THE) -- 1.3% ABS-CBN Broadcasting Corp. 555,800 383,224 Ayala Corp. 171,168 2,011,278 Banco de Oro-EPCI, Inc. 93,400 139,999 Benpres Holdings Corp. (a) 1,092,000 124,879 DMCI Holdings, Inc. 480,000 97,237 Globe Telecom, Inc. 41,250 1,206,687 Jollibee Foods Corp. 252,000 285,916 -------------- 4,249,220 -------------- RUSSIA -- 0.1% LUKOIL - SPADR 4,300 329,810 -------------- SINGAPORE -- 2.4% BIL International Ltd. 433,000 444,033 Great Eastern Holdings Ltd. 63,000 760,673 Jardine Matheson Holdings Ltd. 115,020 2,737,476 Jardine Strategic Holdings Ltd. 123,312 1,640,050 Mandarin Oriental International Ltd. 88,881 198,205 Oversea-Chinese Banking Corp. 151,000 901,465 Stats Chippac Ltd. (a) 643,000 739,432 United Industrial Corp. Ltd. 36,000 82,349 Yellow Pages Singapore Ltd. 46,000 41,135 -------------- 7,544,818 -------------- SOUTH AFRICA -- 1.4% Anglo Platinum Ltd. 2,500 410,510 City Lodge Hotels Ltd. 7,408 83,772 FirstRand Ltd. 146,916 461,974 Gold Fields Ltd. 7,886 122,292 Hosken Consolidated Investments Ltd. (a) 20,000 224,966 JD Group Ltd. 9,926 99,641 Nedbank Group Ltd. 30,044 557,622 New Clicks Holdings Ltd. 33,000 67,566 RMB Holdings Ltd. 165,000 770,611 Standard Bank Group Ltd. 56,660 788,736 Sun International Ltd. 49,038 1,013,297 -------------- 4,600,987 -------------- SOUTH KOREA -- 0.6% Daelim Industrial Co. Ltd. 5,443 809,666 Hyundai Motor Co. 950 74,919 Kookmin Bank 1,200 105,121 Korea Electric Power Corp. 950 42,148 Korea Gas Corp. 11,070 715,186 POSCO 200 95,966 Samsung Electronics Co. Ltd. 170 103,858 -------------- 1,946,864 -------------- SPAIN -- 4.0% Acciona SA 6,800 1,845,388 Acerinox SA 43,520 1,060,281 Banco Popular Espanol SA 50,020 930,865 Banco Santander Central Hispano SA 158,380 2,913,789 Iberdrola SA 32,081 1,791,488 Prosegur, Compania de Seguridad SA 6,700 256,630 Sogecable SA (a) 4,625 193,605 Telefonica SA 165,510 3,679,033 Viscofan SA 9,950 230,707 -------------- 12,901,786 -------------- SWEDEN -- 1.1% Assa Abloy AB 30,700 677,142 Ericsson, Class B 227,820 908,788 Hoganas AB, Class B 10,000 296,714 Modern Times Group MTG AB, Class B 1,400 90,448 Svenska Cellulosa AB (SCA) - Class B 39,900 668,119 Svenska Handelsbanken, Class A 30,600 856,848 -------------- 3,498,059 -------------- SWITZERLAND -- 2.6% Adecco SA 10,300 795,053 Compagnie Financiere Richemonte AG (UNIT) 19,700 1,176,852 Geberit AG 4,200 716,612 Logitech International SA (a) 23,260 616,346 Novartis AG 70,132 3,947,587 Phonak Holding AG 1,785 160,363 PubliGroupe SA 510 175,972 Roche Holding AG 5,015 889,628 -------------- 8,478,413 -------------- TAIWAN -- 0.5% Asustek Computer, Inc. - GDR 249,531 681,176 Chunghwa Telecom Co. Ltd. - ADR 28,254 532,870 Taiwan Semiconductor Manufacturing Co. Ltd. 117,585 253,550 Taiwan Semiconductor Manufacturing Co. Ltd. - SPADR 6,331 70,470 -------------- 1,538,066 -------------- THAILAND -- 1.0% Advanced Info Service PCL 435,100 1,089,332 GMM Grammy PCL 132,000 30,587 Kasikornbank PCL 163,000 360,958 Matichon PCL 330,000 78,378 MBK PCL 89,000 137,915 Post Publishing PCL 240,000 49,008 Siam Cement PCL 64,000 496,705 Siam Cement PCL - NVDR (a) 94,800 713,699 Thai Union Frozen Products PCL - NVDR (a) 388,339 278,914 Thanachart Capital PCL 178,000 74,757 -------------- 3,310,253 -------------- TURKEY -- 0.2% Akbank TAS 84,286 465,899 -------------- UNITED KINGDOM -- 16.0% AMEC plc 14,430 169,316 Anglo American plc - ADR 27,462 805,735 Arriva plc 68,482 938,998 Aviva plc 55,611 825,849 BAE Systems plc 158,970 1,287,978 Barclays plc 78,200 1,085,227 BG Group plc 118,917 1,952,256 BP plc 336,599 4,055,099 BT Group plc 60,000 398,689 Bunzl plc 23,767 328,989 Cable & Wireless plc 319,300 1,240,197 Capita Group plc 90,450 1,310,897 Carnival plc 13,856 659,796 Compass Group plc 224,807 1,554,134 Daily Mail & General Trust NV - Class A 5,750 87,778 Devro plc 63,600 142,700 Diageo plc 52,404 1,088,563 Enodis plc 146,400 577,002 Enterprise Inns plc 48,875 673,088 First Choice Holidays plc 76,100 484,237 GKN plc 139,199 1,110,267 GlaxoSmithKline plc 143,871 3,768,857 Hanson plc 67,850 1,466,560 Hays plc 117,130 399,253 HBOS plc 122,519 2,409,890 HMV Group plc 9,000 21,417 Homeserve plc 2,100 75,200 ICAP plc 91,700 903,833 Informa plc 75,800 842,622 Intertek Group plc 41,800 819,533 Invensys plc (a) 108,976 829,809 INVESCO plc 55,590 716,604 ITV plc 196,000 446,586 Ladbrokes plc 30,470 263,531 Lloyds TSB Group plc 208,288 2,327,810 Northgate plc 4,860 99,567 Provident Financial plc 41,102 573,788 Reckitt Benckiser plc 22,660 1,240,764 Reed Elsevier plc 75,700 977,656 Rexam plc 58,000 578,705 Rio Tinto plc 24,225 1,850,642 Rolls-Royce Group plc (a) 14,660 157,670 Royal & Sun Alliance Insurance Group plc 45,800 133,535 Royal Bank of Scotland Group plc 169,734 2,146,586 Sage Group plc 168,300 787,480 Smiths Group plc 17,300 410,920 Smiths Group plc (Deferred Shares) (b) 25,950 0 Sportingbet plc (a) 9,700 11,200 Stagecoach Group plc 134,366 488,000 Tesco plc 118,100 988,650 Thomas Cook Group plc (a) 138,833 903,281 TI Automotive Ltd., Class A (a)(b)(c) 37,500 1 Unilever plc 84,211 2,717,630 Vodafone Group plc 188,387 633,912 WPP Group plc 38,400 574,441 -------------- 51,342,728 -------------- UNITED STATES -- 0.2% NII Holdings, Inc., Class B (a) 5,800 468,292 -------------- Total Common Stocks (Cost $147,623,653) 253,788,676 ------------- COMMINGLED INVESTMENT VEHICLES -- 14.5% EXCHANGE-TRADED FUNDS -- 2.7% iShares MSCI EAFE Index Fund 28,700 2,314,081 iShares MSCI Emerging Markets Index Fund 50,000 6,568,500 -------------- Total Exchange-Traded Funds (Cost $5,442,419) 8,882,581 -------------- PRIVATE INVESTMENT FUNDS -- 11.8% }D{ Convexity Capital Offshore, LP (a)(b)(c)(e) 13,818,905 Lansdowne UK Equity Fund Ltd., LP (a)(b)(c)(e) 54,038 15,693,499 Tosca (a)(b)(c)(e) 65,654 8,376,422 -------------- Total Private Investment Funds (Cost $23,700,000) 37,888,826 -------------- Total Commingled Investment Vehicles (Cost $29,142,419) 46,771,407 -------------- PREFERRED STOCKS -- 0.4% Cia Vale Do Rio Doce (Brazil) 20,520 771,122 Hyundai Motor Co., Ltd. (South Korea) 7,780 371,921 -------------- Total Preferred Stocks (Cost $580,591) 1,143,043 -------------- NUMBER OF RIGHTS RIGHTS -- 0.0% New World Development Ltd., Expiring 07/04/07 (Hong Kong) (a) 4,043 0 -------------- Total Rights (Cost $0) 0 -------------- NUMBER OF WARRANTS WARRANTS -- 0.0% Bank Pan Indonesia Tbk-Warrants, Expiring 7/10/2009 (Indonesia) (a) 1,266,980 35,759 Matahari Putra Prima Tbk-Warrants, Expiring 7/12/2010 (Indonesia) (a) 370,825 5,253 Multi-Purpose Holdings Berhad Warrants, Expiring 2/26/2009 (Malaysia) (a) 20,400 9,395 -------------- Total Warrants (Cost $16,955) 50,407 -------------- INTEREST MATURITY PRINCIPAL RATE DATE AMOUNT SHORT-TERM INVESTMENTS -- 4.9% REPURCHASE AGREEMENTS -- 3.1% Investors Bank & Trust Co. Repurchase Agreement issued 06/29/06 (proceeds at maturity $9,866,495) (Collateralized by a $8,192,626 FHR 2577 FC, 5.820%, due 02/15/33 with a market value, including accrued interest, of $8,344,417), and a $1,882,095 SBA Pool #506323, 8.125%, due 03/25/28 with a market value, including accrued interest, of $2,012,381) (Cost $9,863,618) 3.500% 07/02/07 $ 9,863,618 $ 9,863,618 -------------- MATURITY PRINCIPAL DATE AMOUNT VALUE US TREASURY SECURITIES -- 1.8% US Treasury Bill (g) 11/23/07 $ 1,000,000 $ 981,172 US Treasury Bill (f)(g) 12/13/07 5,000,000 4,890,710 -------------- Total US Treasury Securities (Cost $5,872,622) 5,871,882 -------------- Total Short-Term Investments (Cost $15,736,240) 15,735,500 -------------- Total Investments -- 98.8% (Cost $193,099,858) 317,489,033 Other Assets in Excess of Liabilities -- 1.2% 3,863,111 -------------- Net Assets -- 100.0% $ 321,352,144 ============== ADR American Depositary Receipt CVA Certificaaten van aandelen (share certificates) EAFE Europe, Australasia, and Far East FHR Freddie Mac REMIC GDR Global Depositary Receipt MSCI Morgan Stanley Capital International NVDR Non-Voting Depositary Receipt SBA Small Business Administration SCA Sociedad en Comandita por Acciones SPADR Sponsored ADR UNIT A security with an attachment to buy shares, bonds, or other types of securities at a specific price before a predetermined date. VVPR Verminderde Voorheffing Precompte Reduit (France dividend coupon) (a) Non-income producing security. (b) Restricted Securities. The following restricted securities were held by the fund as of June 30, 2007, and were valu ed in accordance with the Valuation of Investments as described in Note 2. Such securities generally may be sold only in a privately negotiated transaction with a limited number of purchasers. The fund will bear any costs incurred in connection with the disposition of such securities. All of the below securities are illiquid. The below list does not include securities eligible for resale without registration pursuant to Rule 144A under the Securities Act of 1933 that may also be deemed restricted. INVESTMENT DATE OF ACQUISITION COST Aeroplane Income Fund Registered, Class D 01/08/07-05/22/07 $125,543 $153,318 Bell Aliant Regional Communications Income Fund 07/11/06 16,840 16,628 Convexity Capital Offshore, LP 02/16/06 11,000,000 13,818,905 Jazz Air Income Fund 03/12/07-05/22/07 23,682 24,649 Lansdowne UK Equity Fund Ltd., LP 05/31/03 8,000,000 15,693,499 Smiths Group plc (Deferred Shares) 06/19/07 0 0 TI Automotive Ltd., Class A 12/04/00 0 1 Tosca 07/01/04 4,700,000 8,376,422 ------------- Total $ 38,083,422 ============= (c) Illiquid security. (d) Portfolio holdings information of the Private Investment Funds is not available as of June 30, 2007. These positions are therefore grouped into their own industry classification. (e) Security is valued in good faith under procedures established by the board of directors. The aggregate amount of securities fair valued amounts to $37,888,826, which represents 11.8% of the fund's net assets. (f) Security or a portion thereof is pledged as initial margin for financial futures contracts. (g) Treasury bills do not pay interest, but rather are purchased at a discount and mature at the stated principal amount. FINANCIAL FUTURES CONTRACTS INITIAL NOTIONAL UNREALIZED NUMBER OF VALUE/ NOTIONAL APPRECIATION/ CONTRACTS TYPE (PROCEEDS) VALUE + (DEPRECIATION) Long Financial Futures Contracts 28 September 2007 Australian Dollar $ 2,345,700 $ 2,368,800 $ 23,100 50 September 2007 British Pound 6,161,250 6,267,187 105,937 52 September 2007 CAC40 4,192,257 4,293,425 101,168 95 September 2007 Canadian Dollar 8,918,913 8,954,700 35,787 16 September 2007 DAX Index 4,174,280 4,364,167 189,887 59 September 2007 Euro FX GLBX 9,845,625 10,006,400 160,775 40 September 2007 FTSE 100 Index 5,248,388 5,327,261 78,873 126 September 2007 Japanese Yen 13,001,625 12,916,575 (85,050) 10 September 2007 MIB Index 2,849,998 2,860,803 10,804 85 September 2007 Swiss Franc 8,607,313 8,746,500 139,188 79 September 2007 Topix Index 11,355,990 11,354,711 (1,279) 67 September 2007 TSE 60 Index 10,075,666 10,139,281 63,615 --------- $ 822,805 ========= FORWARD CURRENCY CONTRACTS IN EXCHANGE UNREALIZED DESCRIPTION FOR DEPRECIATION Sell Contracts (pound)2,693,000 Great British Pounds Settling on 07/31/07 $5,374,797 $(31,119) ======== + See Note 3 to the Financial Statements. See accompanying Notes to Financial Statements.
TIFF US EQUITY FUND/SCHEDULE OF INVESTMENTS (UNAUDITED) JUNE 30, 2007
NUMBER OF SHARES VALUE COMMON STOCKS -- 62.6% AEROSPACE AND DEFENSE -- 1.9% AAR Corp. (a) 61,500 $ 2,030,115 Boeing Co. 2,800 269,248 Honeywell International, Inc. 13,400 754,152 Lockheed Martin Corp. 6,600 621,258 Northrop Grumman Corp. 7,900 615,173 Precision Castparts Corp. 4,300 521,848 -------------- 4,811,794 -------------- AIR FREIGHT & LOGISTICS -- 0.8% EGL, Inc. (a) 41,800 1,942,864 -------------- BEVERAGES -- 0.5% Coca-Cola Co. (The) 9,000 470,790 PepsiCo, Inc. 10,900 706,865 -------------- 1,177,655 -------------- BIOTECHNOLOGY -- 0.1% Gilead Sciences, Inc. (a) 6,800 263,636 -------------- CaPITAL MARKETS -- 1.3% Franklin Resources, Inc. 1,700 225,199 Goldman Sachs Group, Inc. 4,300 932,025 Lehman Brothers Holdings, Inc. 3,300 245,916 Merrill Lynch & Co., Inc. 9,800 819,084 Morgan Stanley 11,100 931,068 -------------- 3,153,292 -------------- CHEMICALS -- 1.9% Dow Chemical Co. (The) 8,800 389,136 Nalco Holding Co. 125,481 3,444,453 Tronox, Inc.- Class A 56,500 812,470 Tronox, Inc.- Class B 19,000 266,950 -------------- 4,913,009 -------------- COMMERCIAL BANKS -- 2.4% Comerica, Inc. 7,200 428,184 North Valley Bancorp 69,300 1,661,121 Prosperity Bancshares, Inc. 46,187 1,513,086 South Financial Group, Inc. (The) 64,000 1,448,960 Wachovia Corp. 6,800 348,500 Wells Fargo & Co. 15,400 541,618 -------------- 5,941,469 -------------- COMMERCIAL SERVICES & SUPPLIES -- 0.7% Mine Safety Appliances Co. 40,000 1,750,400 Preview Systems (a)(b) 66,800 334 -------------- 1,750,734 -------------- COMMUNICATIONS EQUIPMENT -- 1.8% Andrew Corp. (a) 210,600 3,041,064 Cisco Systems, Inc. (a) 38,400 1,069,440 Research In Motion Ltd. (Canada) (a) 1,900 379,981 -------------- 4,490,485 -------------- COMPUTERS & PERIPHERALS -- 1.1% EMC Corp. (a) 15,200 275,120 Hewlett-Packard Co. 24,200 1,079,804 International Business Machines (IBM) 7,200 757,800 Komag, Inc. (a) 22,000 701,580 -------------- 2,814,304 -------------- DIVERSIFIED CONSUMER SERVICES -- 3.0% DeVry, Inc. 96,000 3,265,920 ITT Educational Services, Inc. (a) 37,100 4,354,798 -------------- 7,620,718 -------------- DIVERSIFIED FINANCIAL SERVICES -- 1.2% CIT Group, Inc. 5,600 307,048 Citigroup, Inc. 27,600 1,415,604 JPMorgan Chase & Co. 25,900 1,254,855 -------------- 2,977,507 -------------- DIVERSIFIED TELECOMMUNICATION SERVICES -- 1.0% AT&T, Inc. 22,392 929,268 General Communications, Inc., Class A (a) 94,100 1,205,421 Verizon Communications, Inc. 10,100 415,817 -------------- 2,550,506 -------------- ELECTRIC UTILITIES -- 1.5% American Electric Power Co., Inc. 2,000 90,080 Edison International 9,500 533,140 FirstEnergy Corp. 8,500 550,205 Portland General Electric Co. 92,100 2,527,224 -------------- 3,700,649 -------------- ELECTRONIC EQUIPMENT & INSTRUMENTS -- 2.5% Checkpoint Systems, Inc. (a) 178,200 4,499,550 Rogers Corp. (a) 49,000 1,813,000 -------------- 6,312,550 -------------- FOOD & STAPLES RETAILING -- 0.4% Kroger Co. (The) 20,900 587,917 Safeway, Inc. 14,700 500,241 -------------- 1,088,158 -------------- FOOD PRODUCTS -- 0.4% ConAgra Foods, Inc. 18,300 491,538 General Mills, Inc. 9,500 554,990 -------------- 1,046,528 -------------- HEALTH CARE EQUIPMENT & SUPPLIES -- 2.3% Cooper Companies, Inc. (The) 55,598 2,964,485 STERIS Corp. 91,100 2,787,660 -------------- 5,752,145 -------------- HEALTH CARE PROVIDERS & SERVICES -- 5.5% Aetna, Inc. 13,200 652,080 AmerisourceBergen Corp. 9,500 469,965 AmSurg Corp. (a) 25,000 603,500 Cardinal Health, Inc. 8,300 586,312 CIGNA Corp. 10,800 563,976 Express Scripts, Inc. (a) 4,800 240,048 LifePoint Hospitals, Inc. (a) 74,447 2,879,610 Lincare Holdings, Inc. (a) 20,000 797,000 McKesson Corp. 9,500 566,580 Medco Health Solutions, Inc. (a) 5,800 452,342 Odyssey HealthCare, Inc. (a) 105,100 1,246,486 Owens & Minor, Inc. 50,800 1,774,952 PharmChem, Inc. (a)(b) 269,200 2,154 Universal Health Services, Inc., Class B 37,000 2,275,500 Wellpoint, Inc. (a) 8,400 670,572 -------------- 13,781,077 -------------- HOTELS, RESTAURANTS & LEISURE -- 1.5% Applebee's International, Inc. 50,000 $ 1,205,000 McDonald's Corp. 4,600 233,496 Ruby Tuesday, Inc. 65,000 1,711,450 Yum! Brands, Inc. 17,600 575,872 -------------- 3,725,818 -------------- HOUSEHOLD PRODUCTS -- 0.2% Kimberly-Clark Corp. 4,500 301,005 Procter & Gamble Co. 3,200 195,808 -------------- 496,813 -------------- INDUSTRIAL CONGLOMERATES -- 0.1% 3M Co. 2,600 225,654 -------------- INSURANCE -- 4.4% Allstate Corp. (The) 10,200 627,402 Arthur J. Gallagher & Co. 50,000 1,394,000 Brown & Brown, Inc. 60,000 1,508,400 Chubb Corp. 8,500 460,190 Hilb, Rogal & Hobbs Co. 42,200 1,808,692 Loews Corp. 12,700 647,446 Montpelier Re Holdings Ltd. (Bermuda) 116,500 2,159,910 Platinum Underwriters Holdings Ltd. (Bermuda) 49,100 1,706,225 Principal Financial Group 3,700 215,673 Travelers Companies, Inc. (The) 11,500 615,250 -------------- 11,143,188 -------------- INTERNET & CATALOG RETAIL -- 0.0% Geerlings & Wade, Inc. (a) 66,300 66,963 -------------- IT SERVICES -- 2.5% Automatic Data Processing, Inc. 4,000 193,880 Computer Sciences Corp. (a) 2,600 153,790 Fiserv, Inc. (a) 9,800 556,640 MoneyGram International, Inc. 96,500 2,697,175 Wright Express Corp. (a) 75,800 2,597,666 -------------- 6,199,151 -------------- LIFE SCIENCES TOOLS & SERVICES -- 0.8% Thermo Fisher Scientific, Inc. (a) 38,400 1,986,048 -------------- MACHINERY -- 1.1% Caterpillar, Inc. 7,900 618,570 Crane Co. 19,700 895,365 Eaton Corp. 2,400 223,200 Ingersoll-Rand Co. Ltd. (Bermuda) 11,400 624,948 Parker-Hannifin Corp. 5,200 509,132 -------------- 2,871,215 -------------- MEDIA -- 3.0% Cox Radio, Inc., Class A (a) 176,036 2,506,753 DIRECTV Group, Inc. (The) (a) 24,500 566,195 EchoStar Communications Corp., Class A (a) 11,100 481,407 Liberty Global, Inc., Class A (a) 9,600 393,984 Live Nation, Inc. (a) 85,000 1,902,300 McGraw-Hill Companies, Inc. (The) 9,900 673,992 Time Warner, Inc. 43,400 913,136 -------------- 7,437,767 -------------- METALS AND MINING -- 0.6% Alcan, Inc. 6,600 536,580 Nucor Corp. 10,000 586,500 Pacific Rim Mining Corp. (Canada) (a)(c) 35,000 37,450 Southern Copper Corp. 3,500 329,910 -------------- 1,490,440 -------------- MULTILINE RETAIL -- 2.6% Big Lots, Inc. (a) 110,125 3,239,877 JC Penney Co., Inc. 4,900 354,662 Kohl's Corp. (a) 8,400 596,652 Macy's, Inc. 7,500 298,350 Saks, Inc. 100,000 2,135,000 -------------- 6,624,541 -------------- MULTI-UTILITIES -- 0.6% PNM Resources, Inc. 47,300 1,314,467 Public Service Enterprise Group, Inc. 3,200 280,896 -------------- 1,595,363 -------------- OFFICE ELECTRONICS -- 0.6% Zebra Technologies Corp., Class A (a) 41,700 1,615,458 -------------- OIL, GAS & CONSUMABLE FUELS -- 4.5% Chevron Corp. 15,700 1,322,568 ConocoPhillips 6,692 525,322 Encana Corp. (Canada) 4,100 251,945 Encore Acquisition Co. (a) 97,500 2,710,500 Exxon Mobil Corp. 30,300 2,541,564 Marathon Oil Corp. 12,400 743,504 Petro (Canada) 5,500 292,380 Pogo Producing Co. 30,000 1,523,700 Stone Energy Corp. (a) 24,000 822,240 Valero Energy Corp. 8,900 657,354 -------------- 11,391,077 -------------- PERSONAL PRODUCTS -- 0.1% Estee Lauder Companies, Inc. (The), Class A 7,300 332,223 -------------- PHARMACEUTICALS -- 1.2% Forest Laboratories, Inc. (a) 7,200 328,680 Johnson & Johnson 14,500 893,490 Pfizer, Inc. 41,900 1,071,383 Salix Pharmaceuticals Ltd. (a) 58,800 723,240 -------------- 3,016,793 -------------- REAL ESTATE -- 0.2% Brookfield Asset Managment, Inc., Class A (Canada) 13,200 526,680 -------------- ROAD & RAIL -- 0.3% Norfolk Southern Corp. 7,700 404,789 Union Pacific Corp. 3,200 368,480 -------------- 773,269 -------------- SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT -- 1.6% Applied Materials, Inc. 28,100 558,347 Cabot Microelectronics Corp. (a) 81,500 2,892,435 Texas Instruments, Inc. 16,200 609,606 -------------- 4,060,388 -------------- SOFTWARE -- 1.1% Intuit, Inc. (a) 7,600 228,608 Microsoft Corp. 55,600 1,638,532 NexPrise, Inc. (a)(b) 28,553 14,277 Oracle Corp. (a) 38,600 760,806 Symantec Corp. (a) 11,500 232,300 -------------- 2,874,523 -------------- SPECIALTY RETAIL -- 1.0% Sally Beauty Holdings, Inc. (a) 84,700 762,300 Zale Corp. (a) 77,000 1,833,370 -------------- 2,595,670 -------------- TEXTILES, APPAREL & LUXURY GOODS -- 0.5% Coach, Inc. (a) 13,000 616,070 Nike, Inc., Class B 10,000 582,900 -------------- 1,198,970 -------------- THRIFTS & MORTGAGE FINANCE -- 2.7% BankUnited Financial Corp., Class A 62,000 1,244,340 Countrywide Financial Corp. 13,900 505,265 Downey Financial Corp. 31,395 2,071,442 People's United Financial, Inc. 121,200 2,148,876 Washington Mutual, Inc. 16,700 712,088 -------------- 6,682,011 -------------- TOBACCO -- 0.1% Reynolds American, Inc. 5,200 339,040 -------------- TRADING COMPANIES & DISTRIBUTORS -- 0.6% United Rentals, Inc. (a) 50,200 1,633,508 -------------- WIRELESS TELECOMMUNICATION SERVICES -- 0.4% Rogers Communications, Inc., Class B (Canada) 8,100 344,169 Sprint Nextel Corp. 26,200 542,602 -------------- 886,771 -------------- Total Common Stocks (Cost $119,359,532) 157,878,422 -------------- COMMINGLED INVESTMENT VEHICLES -- 21.5% PRIVATE INVESTMENT FUNDS -- 21.5% }D{ Adage Capital Partners, LP (a)(b)(c)(e) 33,082,952 Freeman Fair Value Fund I, LP (a)(c)(e) 21,022,398 Gotham Partners, LP (a)(b)(c)(e) 138,066 -------------- 54,243,416 -------------- Total Commingled Investment Vehicles (Cost $38,507,879) 54,243,416 -------------- INTEREST MATURITY PRINCIPAL RATE DATE AMOUNT SHORT-TERM INVESTMENTS -- 16.1% REPURCHASE AGREEMENTS -- 3.4% Investors Bank & Trust Repurchase Agreement issued 06/30/07 (proceeds at maturity $8,671,127) (Collateralized by a $7,923,063 FNMA, 4.383%, due 07/1/33 with a market value, including accrued interest, $7,897,588 and by a $1,143,318 SBA, 8.625%, due 07/25/15 with a market value, including accrued interest, of $1,204,440) (Cost $8,668,599) 3.500% 07/02/07 $ 8,668,599 $ 8,668,599 -------------- US TREASURY SECURITIES -- 12.7% US Treasury Bill (f)(g) 09/06/07 2,000,000 1,982,810 US Treasury Bill (f) 11/01/07 10,000,000 9,840,960 US Treasury Bill (f) 11/15/07 5,000,000 4,911,219 US Treasury Bill (f) 11/23/07 4,000,000 3,924,688 US Treasury Bill (f) 12/13/07 10,500,000 10,270,492 US Treasury Bill (f) 12/27/07 1,000,000 976,539 -------------- Total US Treasury Securities (Cost $31,900,677) 31,906,708 -------------- Total Short-Term Investments (Cost $40,569,276) 40,575,307 -------------- Total Investments -- 100.2% (Cost $198,436,687) 252,697,145 Liabilities in Excess of Other Assets -- (0.2%) (590,276) -------------- Net Assets -- 100.0% $ 252,106,869 ============== FNMA Fannie Mae SBA Small Business Administration (a) Non-income producing security. (b) Illiquid security. (c) Restricted Securities. The following restricted securities were held by the fund as of June 30, 2007, and were valu ed in accordance with the Valuation of Investments as described in Note 2. Such securities generally may be sold only in a privately negotiated transaction with a limited number of purchasers. The fund will bear any costs incurred in connection with the disposition of such securities. All of the below securities are illiquid, with the exception of Freeman Fair Value Fund I, LP, and Pacific Rim Mining Corp. (Canada). TIP's board of directors deemed Pacific Rim Mining Corp. (Canada) to be liquid. The valuation committee has determined the partnership interest in Freeman Fair Value Fund I, LP to be liquid based on the ab ility to redeem the private investment fund interest upon seven days' notice and payment of a 0.25% redemption fee. The TIP board of directors duly ratified the liquidity determination and agreed to fair value the private investment fund at 99.75% of its stated market value to take into account this potential redemption fee. The below list does not include securities eligible for resale without registration pursuant to Rule 144A under the Securities Act of 1933 that may also be deemed restricted. INVESTMENT DATE OF ACQUISITION COST VALUE Adage Capital Partners, LP 01/01/02-06/30/03 $19,847,065 $ 33,082,952 Freeman Fair Value Fund I, LP 10/01/04-12/31/04 18,000,000 21,022,398 Gotham Partners, LP 06/29/97 660,814 138,066 Pacific Rim Mining Corp. (Canada) 06/01/04 100,800 37,450 ------------ Total $ 54,280,866 ============ (d) Portfolio holdings information of the Private Investment Funds is not available as of June 30, 2007. These positions are therefore grouped into their own industry classification. (e) Security is valued in good faith under procedures established by the board of directors. The aggregate amount of securities fair valued amounts to $54,243,416, which represents 21.5% of the fund's net assets. (f) Treasury bills do not pay interest, but rather are purchased at a discount and mature at the stated principal amount. (g) Security or a portion thereof is pledged as initial margin for financial futures contracts. FINANCIAL FUTURES CONTRACTS INITIAL NOTIONAL NUMBER OF VALUE/ NOTIONAL UNREALIZED CONTRACTS TYPE (PROCEEDS) VALUE + DEPRECIATION Long Financial Futures Contracts 287 September 2007 S&P 500 Index $111,108,463 $108,729,950 $(2,378,513) ----------- Short Financial Futures Contracts 18 September 2007 Midcap 400 Index (8,088,750) (8,137,800) (49,050) 90 September 2007 Russell 2000 Index (37,746,000) (37,894,500) (148,500) ----------- (197,550) ----------- $(2,576,063) =========== + See Note 3 to the Financial Statements. See accompanying Notes to Financial Statements.
TIFF SHORT-TERM FUND/SCHEDULE OF INVESTMENTS (UNAUDITED) JUNE 30, 2007
INTEREST MATURITY PRINCIPAL RATE DATE AMOUNT VALUE SHORT-TERM INVESTMENTS -- 100.3% TIME DEPOSIT -- 0.8% Investors Bank & Trust Co. (Cost $992,000) 5.000% 07/02/07 $ 992,000 $ 992,000 ------------- US TREASURY SECURITIES -- 99.5% US Treasury Bill (a) 09/06/07 13,000,000 12,888,265 US Treasury Bill (a) 11/08/07 26,000,000 25,569,388 US Treasury Bill (a) 11/23/07 17,000,000 16,679,924 US Treasury Bill (a) 11/29/07 2,000,000 1,960,750 US Treasury Bill (a) 12/06/07 8,000,000 7,834,696 US Treasury Bill (a) 12/13/07 39,000,000 38,147,538 US Treasury Bill (a) 12/20/07 5,000,000 4,887,660 US Treasury Bill (a) 12/27/07 22,000,000 21,483,858 -------------- Total US Treasury Securities (Cost $129,427,777) 129,452,079 -------------- Total Short-Term Investments (Cost $130,419,777) 130,444,079 -------------- Total Investments -- 100.3% (Cost $130,419,777) 130,444,079 Liabilities in Excess of Other Assets -- (0.3%) (382,510) -------------- Net Assets -- 100.0% $ 130,061,569 ============== (a) Treasury bills do not pay interest, but rather are purchased at a discount and mature at the stated principal amount. See accompanying Notes to Financial Statements.
- ------------------------------------------------------------------------------- TIFF INVESTMENT PROGRAM [LOGO] FINANCIAL STATEMENTS AND NOTES TO FINANCIAL STATEMENTS JUNE 30, 2007 (UNAUDITED) - ---------------------------------------------------------------------------------------------------------------------------------- STATEMENTS OF ASSETS AND LIABILITIES (UNAUDITED) JUNE 30, 2007
TIFF TIFF TIFF TIFF MULTI-ASSET INTERNATIONAL US EQUITY SHORT-TERM FUND EQUITY FUND FUND FUND ASSETS Investments in securities, at value (cost: $1,720,212,858; $183,236,240; $189,768,088; $130,419,777) $2,048,213,439 $307,625,415 $244,028,546 $130,444,079 Repurchase agreements (cost: $34,577,268; $9,863,618; $8,668,599; $--) 34,577,268 9,863,618 8,668,599 -- Cash 261,112 58,836 34,769 13,593 Deposit with broker for short sales 10,978,495 -- -- -- Due from broker for futures variation margin 2,053,274 544,952 31,050 -- Cash denominated in foreign currencies (cost: $1,314,549; $531,142; $--; $--) 1,321,914 535,003 -- -- Receivables for: Investment securities sold 9,899,686 4,087,358 205,650 9,831,565 Interest 4,349,110 2,115 1,774 2,836 Dividends 1,417,194 631,284 173,380 -- Capital stock sold 20,338,690 -- -- 2,029,869 ------------------------------------------------------------- TOTAL ASSETS 2,133,410,182 323,348,581 253,143,768 142,321,942 ------------------------------------------------------------- LIABILITIES Reverse repurchase argreements (Note 7) 28,320,300 -- -- -- Securities sold short, at value (proceeds: $6,963,564; $--; $--; $--) 6,594,234 -- -- -- Open swap contracts 2,761 -- -- -- Payable for: Capital stock repurchased -- -- 228,601 12,109,597 Investment securities purchased 22,354,174 830,136 653,904 -- Cover of securities sold short 3,216,098 -- -- -- Other accrued expenses 779,408 403,092 91,979 41,347 Money manager fees 104,916 40,338 -- -- Dividends on securities sold short 58,462 -- -- -- Interest on reverse repurchase agreements 36,698 -- -- -- Distributions 6,636,393 691,752 62,415 109,429 Unrealized depreciation on forward currency contracts 49,157 31,119 -- -- ------------------------------------------------------------- TOTAL LIABILITIES 68,152,601 1,996,437 1,036,899 12,260,373 ------------------------------------------------------------- NET ASSETS $2,065,257,581 $321,352,144 $252,106,869 $130,061,569 ============================================================= SHARES OUTSTANDING (500,000,000 AUTHORIZED SHARES, PAR VALUE $0.001 FOR EACH FUND) 118,573,739 16,653,770 15,640,818 13,340,195 ============================================================= NET ASSET VALUE PER SHARE $ 17.42 $ 19.30 $ 16.12 $ 9.75 ============================================================= COMPONENTS OF NET ASSETS: Capital stock $1,703,765,970 $189,489,549 $186,270,077 $133,335,770 Undistributed (distribution in excess of) net investment income (25,088,482) (9,953,129) (1,520,857) 19,871 Accumulated net realized gain (loss) on investments 58,533,143 16,621,094 15,673,254 (3,318,374) Net unrealized appreciation (depreciation) on investments and foreign currencies 328,046,950 125,194,630 51,684,395 24,302 ------------------------------------------------------------- $2,065,257,581 $321,352,144 $252,106,869 $130,061,569 ============================================================= - ---------------------------------------------------------------------------------------------------------------------------------- See accompanying Notes to Financial Statements.
- ---------------------------------------------------------------------------------------------------------------------------------- STATEMENTS OF OPERATIONS (UNAUDITED) FOR THE SIX MONTHS ENDED JUNE 30, 2007
TIFF TIFF TIFF TIFF MULTI-ASSET INTERNATIONAL US EQUITY SHORT-TERM FUND EQUITY FUND FUND FUND INVESTMENT INCOME Interest $ 24,266,116 $ 464,205 $ 716,991 $2,722,680 Dividends (net of foreign withholding taxes of $548,696; $408,974; $1,608; $--) 9,398,273 4,657,748 768,223 -- ---------------------------------------------------------- TOTAL INVESTMENT INCOME 33,664,389 5,121,953 1,485,214 2,722,680 ---------------------------------------------------------- OPERATING EXPENSES Investment advisory fees 1,559,077 233,077 175,362 16,186 Money manager fees 2,304,844 710,835 445,359 -- Custodian and accounting fees 657,607 199,012 81,293 14,535 Administration and transfer agent fees 452,425 78,269 59,711 28,843 Member recordkeeping fees 17,753 13,679 13,586 14,913 Professional fees 127,766 24,906 24,188 9,480 Operations monitoring agent fee 169,859 29,052 21,963 10,204 Chief compliance officer fees 54,217 9,093 6,796 3,128 Insurance 21,185 3,981 3,092 1,448 Registration and filing fees 17,515 11,601 11,050 11,988 Interest (Note 7) 628,013 -- -- -- Dividends on securities sold short 214,212 -- -- -- Miscellaneous fees and other 127,930 17,138 8,652 2,011 ---------------------------------------------------------- TOTAL OPERATING EXPENSES 6,352,403 1,330,643 851,052 112,736 ---------------------------------------------------------- NET INVESTMENT INCOME 27,311,986 3,791,310 634,162 2,609,944 ---------------------------------------------------------- NET REALIZED GAIN (LOSS) FROM: Investments (net of foreign withholding taxes on capital gains of $60,855; $219,703; $--; $--) 33,429,975 10,449,307 13,145,070 104,954 Short sales (5,966,944) -- -- -- Swap agreements 8,460,883 -- -- -- Financial futures contracts 23,411,580 3,781,806 4,949,949 -- Forward currency contracts and foreign currency-related transactions (47,593) (113,501) 8 -- ---------------------------------------------------------- NET REALIZED GAIN 59,287,901 14,117,612 18,095,027 104,954 NET CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION) ON INVESTMENTS AND FOREIGN CURRENCIES 65,362,564 22,307,254 382,710 (18,899) ---------------------------------------------------------- NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS AND FOREIGN CURRENCIES 124,650,465 36,424,866 18,477,737 86,055 ---------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $151,962,451 $40,216,176 $19,111,899 $2,695,999 ========================================================== - ---------------------------------------------------------------------------------------------------------------------------------- See accompanying Notes to Financial Statements.
- ---------------------------------------------------------------------------------------------------------------------------------- STATEMENTS OF CHANGES IN NET ASSETS
TIFF TIFF INTERNATIONAL MULTI-ASSET FUND EQUITY FUND ----------------------------- --------------------------- Six Months Six Months Ended Year Ended Year 6/30/2007 Ended 6/30/2007 Ended (Unaudited) 12/31/2006 (Unaudited) 12/31/2006 INCREASE IN NET ASSETS FROM OPERATIONS Net investment income $ 27,311,986 $ 30,482,547 $ 3,791,310 $ 5,627,444 Net realized gain (loss) on investments and foreign currencies 59,287,901 64,830,448 14,117,612 22,672,124 Net change in unrealized appreciation (depreciation) on investments and foreign currencies 65,362,564 106,584,302 22,307,254 38,428,889 ------------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS 151,962,451 201,897,297 40,216,176 66,728,457 ------------------------------------------------------------- DISTRIBUTIONS From net investment income (27,082,968) (41,635,972) (4,004,579) (11,179,600) From net realized gains -- (52,218,574) -- (17,116,796) ------------------------------------------------------------- DECREASE IN NET ASSETS RESULTING FROM DISTRIBUTIONS (27,082,968) (93,854,546) (4,004,579) (28,296,396) ------------------------------------------------------------- CaPITAL SHARE TRANSACTIONS Proceeds from shares sold 336,110,259 458,262,490 6,137,508 14,575,036 Proceeds from distributions reinvested 15,603,974 62,644,313 3,312,826 24,627,390 Entry/exit fees 1,752,351 2,754,103 198,751 287,516 Cost of shares redeemed (12,671,103) (90,254,414) (20,316,211) (23,650,240) ------------------------------------------------------------- NET INCREASE (DECREASE) FROM CAPITAL SHARE TRANSACTIONS 340,795,481 433,406,492 (10,667,126) 15,839,702 ------------------------------------------------------------- TOTAL INCREASE (DECREASE) IN NET ASSETS 465,674,964 541,449,243 25,544,471 54,271,763 NET ASSETS Beginning of period 1,599,582,617 1,058,133,374 295,807,673 241,535,910 ------------------------------------------------------------- End of period $2,065,257,581 $1,599,582,617 $321,352,144 $295,807,673 ============================================================= Including undistributed (distributions in excess of) net investment income $ (25,088,482) $ (25,352,934) $(9,953,129) $(9,739,860) ------------------------------------------------------------- CAPITAL SHARE TRANSACTIONS (IN SHARES) Shares sold 20,232,883 29,024,597 346,547 894,010 Shares reinvested 909,891 3,926,116 171,649 1,450,820 Shares redeemed (747,937) (5,708,540) (1,084,637) (1,494,199) ------------------------------------------------------------- NET INCREASE (DECREASE) 20,394,837 27,242,173 (566,441) 850,631 ------------------------------------------------------------- - ---------------------------------------------------------------------------------------------------------------------------------- See accompanying Notes to Financial Statements.
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TIFF TIFF US EQUITY FUND SHORT-TERM FUND ---------------------------- ------------------------- Six Months Six Months Ended Year Ended Year 6/30/2007 Ended 6/30/2007 Ended (Unaudited) 12/31/2006 (Unaudited) 12/31/2006 INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS Net investment income $ 634,162 $ 1,283,392 $ 2,609,944 $ 4,758,438 Net realized gain (loss) on investments and foreign currencies 18,095,027 18,038,255 104,954 (162,445) Net change in unrealized appreciation (depreciation) on investments and foreign currencies 382,710 13,694,356 (18,899) (5,342) ----------------------------------------------------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS 19,111,899 33,016,003 2,695,999 4,590,651 ----------------------------------------------------------- DISTRIBUTIONS From net investment income (629,620) (1,372,239) (2,609,750) (4,730,004) From net realized gains -- (20,249,653) -- -- ----------------------------------------------------------- DECREASE IN NET ASSETS RESULTING FROM DISTRIBUTIONS (629,620) (21,621,892) (2,609,750) (4,730,004) ----------------------------------------------------------- CAPITAL SHARE TRANSACTIONS Proceeds from shares sold 22,225,268 18,672,166 103,046,920 165,500,678 Proceeds from distributions reinvested 519,051 19,112,907 2,002,808 3,987,415 Entry/exit fees 69,597 127,488 -- -- Cost of shares redeemed (5,558,002) (32,276,603) (74,318,156) (187,047,682) ----------------------------------------------------------- NET INCREASE (DECREASE) FROM CAPITAL SHARE TRANSACTIONS 17,255,914 5,635,958 30,731,572 (17,559,589) ----------------------------------------------------------- TOTAL INCREASE (DECREASE) IN NET ASSETS 35,738,193 17,030,069 30,817,821 (17,698,942) NET ASSETS Beginning of period 216,368,676 199,338,607 99,243,748 116,942,690 ----------------------------------------------------------- End of period $252,106,869 $216,368,676 $130,061,569 $ 99,243,748 =========================================================== Including undistributed (distributions in excess of) net investment income $ (1,520,857) $(1,525,399) $19,871 $19,677 ----------------------------------------------------------- CAPITAL SHARE TRANSACTIONS (IN SHARES) Shares sold 1,438,966 1,261,453 10,558,147 16,972,699 Shares reinvested 32,999 1,279,677 205,653 409,519 Shares redeemed (351,747) (2,189,571) (7,617,229) (19,165,117) ----------------------------------------------------------- NET INCREASE (DECREASE) 1,120,218 351,559 3,146,571 (1,782,899) ----------------------------------------------------------- - ---------------------------------------------------------------------------------------------------------------------------------- See accompanying Notes to Financial Statements.
- ---------------------------------------------------------------------------------------------------------------------------------- STATEMENTS OF CASH FLOWS (UNAUDITED) FOR THE SIX MONTHS ENDED JUNE 30, 2007
TIFF TIFF TIFF TIFF MULTI-ASSET INTERNATIONAL US EQUITY SHORT-TERM FUND EQUITY FUND FUND FUND CASH FLOWS FROM OPERATING ACTIVITIES Net increase in net assets resulting from operations $ 151,962,451 $ 40,216,176 $ 19,111,899 $ 2,695,999 Adjustments to reconcile net increase in net assets resulting from operations to net cash provided by (used in) operating activities: Investments purchased (674,813,746) (20,234,993) (38,113,680) -- Investments sold 404,370,098 19,741,974 43,197,361 (9,831,565) Purchases to cover securities sold short (52,225,451) -- -- -- Securities sold short 17,907,155 -- -- -- (Purchase)/Sale of short term investments, net (90,398,807) 10,127,903 (20,875,049) (32,821,500) Decrease in advance purchase of investment 15,000,000 -- -- -- (Decrease) in investment redemption received in advance -- -- (5,000,000) -- Amortization (accretion) of discount and premium, net (5,104,722) -- -- -- Increase in foreign currency (600,420) (148,285) -- -- (Increase) decrease in interest receivable (2,283,171) 1,513 3,501 724 (Increase) decrease in dividends and tax reclaims receivable (335,872) (357,997) 9,451 -- Decrease in deposit at brokers for securities sold short 27,745,909 -- -- -- Increase in interest payable 34,125 -- -- -- (Decrease) in dividends payable for securities sold short (21,913) -- -- -- (Decrease) in variation margin on financial futures contracts (3,009,937) (612,577) (21,550) -- Increase in accrued expenses and other liabilities 514,849 94,691 20,541 1,933 Net change in unrealized (appreciation) depreciation on investments (63,435,705) (21,856,280) (3,629,873) 18,899 Net realized (gain) loss from investments (33,429,975) (10,449,307) (13,145,070) -- Net change in unrealized depreciation on securities sold short (3,403,792) -- -- -- Net realized loss from securities sold short 5,966,944 -- -- -- Net change in unrealized depreciation on open swap contracts 2,761 -- -- -- Increase (decrease) in unrealized depreciation on forward foreign currency contracts (73,255) (74,412) -- -- ------------------------------------------------------------ Net cash from (used in) operating activities (305,632,474) 16,448,406 (18,442,469) (39,935,510) ------------------------------------------------------------ CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES Proceeds from shares sold 317,460,565 6,183,887 22,280,970 101,862,280 Payment on shares redeemed (12,607,748) (20,163,839) (5,315,506) (62,357,376) Cash distributions paid (4,842,601) (2,410,118) (1,988,726) (553,273) Increase (decrease) in payable for reverse repurchase agreements (492,639) -- -- -- ------------------------------------------------------------ Net cash from (used in) financing activities 299,517,577 (16,390,070) 14,976,738 38,951,631 ------------------------------------------------------------ NET INCREASE (DECREASE) IN CASH (6,114,897) 58,336 (3,465,731) (983,879) Cash at beginning of period 6,376,009 500 3,500,500 997,472 ------------------------------------------------------------ Cash at end of period $ 261,112 $ 58,836 $ 34,769 $ 13,593 ============================================================ - ---------------------------------------------------------------------------------------------------------------------------------- Non cash financing activities not included herein consist of reinvestment of all distributions of: $ 15,603,974 $ 3,312,826 $ 519,051 $ 2,002,808 Interest paid was $662,138 for TIFF Multi-Asset Fund. See accompanying Notes to Financial Statements.
- ------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS (UNAUDITED) JUNE 30, 2007 1. ORGANIZATION TIFF Investment Program, Inc. (TIP) was organized as a Maryland corporation on December 23, 1993, and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. TIP currently has four active funds: TIFF Multi-Asset Fund (Multi-Asset Fund), TIFF International Equity Fund (International Equity Fund), TIFF US Equity Fund (US Equity Fund), and TIFF Short-Term Fund (Short-Term Fund), collectively referred to as the "funds." Investment Objectives - ------------------------------------------------------------------------------- FUND INVESTMENT OBJECTIVES - ------------------------------------------------------------------------------- Multi-Asset Attain a growing stream of current income and appreciation of principal that at least offsets inflation. International Equity Attain appreciation of principal that at least offsets inflation. US Equity Attain a growing stream of current income and appreciation of principal that at least offsets inflation. Short-Term Attain as high a rate of current income as is consistent with ensuring that the fund's risk of principal loss does not exceed that of a portfolio invested in six-month US Treasury bills. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of asset and liabilities, the reported amounts of increases and decreases in net assets from operations during the reported period, and disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from these estimates. Valuation of Investments Securities listed on a securities exchange for which market quotations are readily available are valued at their last quoted sales price on the principal exchange on which they are traded on the valuation date or, if there is no such reported sale on the valuation date, at the most recently quoted bid price, or asked price in the case of securities sold short. Debt securities are valued at prices that reflect broker/dealer-supplied valuations or are obtained from independent pricing services and are deemed representative of market values at the close. Unlisted securities or securities for which over- the-counter market quotations are readily available are valued at the latest bid price. Short-term debt securities having a remaining maturity of 60 days or less are valued at amortized cost, which approximates fair value, or by amortizing their value on the 61st day prior to maturity if their term to maturity at the date of purchase was greater than 60 days. Exchange-traded and over-the-counter options and futures contracts are valued at the closing settlement price or, if there were no sales that day for a particular position, at the closing bid price (closing ask price in the case of open short future and written option sales contracts). Forward foreign currency exchange contracts are valued at their respective fair market values. Investments in other open-end funds or trusts are valued at their closing net asset value per share on valuation date, which represents their redeemable value net of any applicable sales loads. Events affecting the values of certain portfolio securities that occur between the close of trading on the principal market for such securities (foreign exchanges and over-the-counter markets) and the time at which net asset values of the funds are determined may be reflected in the funds' calculation of the net asset value if the funds' valuation committee believes that the particular event would materially affect net asset value. The funds also employ a fair value model to reflect such events. Certain funds invest in private investment funds formed for the purpose of earning returns from alternative investment strategies. Private investment interests held by the funds are generally not securities for which market quotations are readily available. Rather, such interests generally can be sold back to the private investment fund only at specified intervals or on specified dates. The TIP board of directors has approved valuation procedures pursuant to which the fund values its interests in private investment funds at "fair value." In accordance with these procedures, fair value of private investment interests ordinarily is based on the estimated value of the private investment fund, as provided to the fund by the management of the private investment fund. Fair value is intended to represent a good faith approximation of the amount that the fund could reasonably expect to receive from the private investment fund if the fund's interest in the private investment fund were sold at the time of valuation, based on information reasonably available at the time valuation is made and that the fund believes is reliable. If the private investment fund does not provide a value to the fund on a timely basis, the fund would determine the fair value of that private investment fund based on the most recent estimated value provided by the management of the private investment, as well as any other relevant information reasonably available at the time the fund values its portfolio. The fair values of the private investment funds are based on available information and do not necessarily represent the amounts that might ultimately be realized, which depend on future circumstances and cannot be reasonably determined until the investment is actually liquidated. Securities for which market quotations are not readily available are valued at their fair value as determined in good faith under procedures established by TIP's board of directors. Such procedures use fundamental valuation methods which include, but are not limited to, the analysis of the effect of any restrictions on the resale of the security, industry analysis and trends, significant changes in the issuer's financial position, and any other event which could have a significant impact on the value of the security. Determination of fair value involves subjective judgment as the actual market value of a particular security can be established only by negotiations between the parties in a sales transaction, and the difference between the recorded fair value and the value that would be received in a sale could be significant. Investment Transactions and Investment Income Securities transactions are recorded on the trade date (the date on which the buy or sell order is executed). Interest income and expenses are recorded on an accrual basis. The funds accrete discount or amortize premium using the yield-to-maturity method on a daily basis, except for mortgage-backed securities that record paydowns. The funds recognize paydown gains and losses for such securities and reflect them in investment income. Dividend income is recorded on the ex-dividend date, except certain dividends from foreign securities that are recorded as soon after the ex-dividend date as the funds, using reasonable diligence, become aware of such dividends. Non-cash dividends, if any, are recorded at the fair market value of the securities received. The funds use the specific identification method for determining realized gain or loss on sales of securities and foreign currency transactions. Income Taxes There is no provision for federal income or excise tax since each fund has elected to be taxed as a regulated investment company ("RIC") and intends to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"), applicable to RICs and to distribute substantially all of its taxable income. The funds may be subject to foreign taxes on income, gains on investments, or currency repatriation. The funds accrue such taxes, as applicable, as a reduction from the related income and realized and unrealized gain as and when such income is earned and gains are recognized. The Fund adopted Financial Accounting Standards Board Interpretation No. 48 ("FIN 48"), Accounting for Uncertainty in Income Taxes, on June 29, 2007. FIN 48 provides guidance for how uncertain tax positions should be recognized, measured, presented, and disclosed in the financial statements. FIN 48 requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Fund's tax returns to determine whether the tax positions are "more-likely-than-not" of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. Adoption of FIN 48 was applied to all open tax years as of the effective date. The adoption of FIN No. 48 did not have an effect on the net asset value, financial condition or results of operations of the Fund as there was no liability for unrecognized tax benefits and no change to the beginning net asset value of the Fund. As of and during the period ended June 30, 2007, the Fund did not have a liability for any unrecognized tax benefits. Management's determinations regarding FIN 48 may be subject to review and adjustment at a later date based upon factors including, but not limited to, an on-going analysis of tax laws, regulations and interpretations thereof. Expenses Expenses directly attributable to a fund are charged to that fund's operations; expenses that are applicable to all funds are allocated among them based on their relative average daily net assets. Dividends to Members It is the policy of all funds to declare dividends according to the following schedule: - ------------------------------------------------------------------------------- DIVIDENDS FROM NET CAPITAL GAINS FUND INVESTMENT INCOME DISTRIBUTIONS - ------------------------------------------------------------------------------- Multi-Asset Quarterly Annually International Equity Semi-annually Annually US Equity Quarterly Annually Short-Term Monthly Annually The Multi-Asset Fund has adopted a managed distribution policy that aims, on a best efforts basis, to distribute approximately 5% of its net assets in the form of dividends and distributions each year. Pursuant to this policy, the fund may make distributions that are ultimately characterized as return of capital. Dividends from net short-term capital gains and net long-term capital gains of each fund, if any, are normally declared and paid in December, but each fund may make distributions on a more frequent basis to comply with the distribution requirements of the Code. To the extent that a net realized capital gain could be reduced by a capital loss carryover, such gain will not be distributed. Dividends and distributions are recorded on the ex-dividend date. Foreign Currency Translation The books and records of the funds are maintained in US dollars. Foreign currency amounts are translated into US dollars on the following basis: (i) the foreign currency value of investments and other assets and liabilities denominated in foreign currency are translated at the closing rate of exchange on the valuation date; and (ii) purchases and sales of investments, income, and expenses are translated at the rate of exchange prevailing on the respective dates of such transactions. The resulting net unrealized foreign currency gain or loss is included in the Statement of Operations. The funds do not generally isolate that portion of the results of operations arising as a result of changes in the foreign currency exchange rates from the fluctuations arising from changes in the market prices of securities. Accordingly, such foreign currency gain (loss) is included in net realized and unrealized gain (loss) on investments. However, the funds do isolate the effect of fluctuations in foreign exchange rates when determining the gain or loss upon the sale or maturity of foreign currency-denominated debt obligations pursuant to US federal income tax regulations; such amount is categorized as foreign currency gain or loss for income tax reporting purposes. Net realized gains and losses from foreign currency-related transactions represent net gains and losses from sales and maturities of forward currency contracts, disposition of foreign currencies, currency gains and losses realized between the trade and settlement dates on securities transactions, and the difference between the amount of net investment income accrued and the US dollar amount actually received. Net Asset Value The net asset value per share is calculated on a daily basis by dividing the assets of each fund, less its liabilities, by the number of outstanding shares of the fund. New Accounting Pronouncement In September 2006, FASB issued Statement on Financial Accounting Standards ("SFAS") No. 157, "Fair Value Measurements." This standard establishes a single authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair value measurements. SFAS No. 157 applies to fair value measurements already required or permitted by existing standards. SFAS No. 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007 and interim periods within those fiscal years. The changes to current generally accepted accounting principles from the application of this Statement relate to the definition of fair value, the methods used to measure fair value, and the expanded disclosures about fair value measurements. As of June 30, 2007, the fund does not believe the adoption of SFAS No. 157 will impact the amounts reported in the financial statements, however, additional disclosures may be required about the inputs used to develop the measurements and the effect of certain of the measurements reported on the statements of changes in net assets for a fiscal period. 3. FINANCIAL INSTRUMENTS Forward Currency Contracts The funds may enter into forward currency contracts in connection with settling planned purchases or sales of securities or to hedge the currency exposure associated with some or all of the fund's portfolio securities. A forward currency contract is an agreement between two parties to buy or sell a currency at a set price on a future date. The market value of a forward currency contract fluctuates with changes in forward currency exchange rates. Forward currency contracts are marked to market daily, and the change in value is recorded by the funds as an unrealized gain or loss. When a forward currency contract is extinguished through delivery or by entry into a closing contract, the funds record a realized gain or loss on foreign currency-related transactions equal to the difference between the value of the contract at the time of purchase and the value of the contract at the time it was extinguished. These contracts may involve market risk in excess of the unrealized gain or loss reflected in the fund's Statement of Assets and Liabilities. In addition, the funds could be exposed to risk if the counterparties are unable to meet the terms of the contracts or if the value of the currency changes unfavorably to the US dollar. Financial Futures Contracts The funds may engage in trading financial futures contracts. A financial futures contract is an agreement to purchase (long) or sell (short) an agreed amount of securities at a set price for delivery at a future date. The funds are exposed to market risk as a result of changes in the value of the underlying financial instruments. Investments in financial futures require a fund to "mark to market" on a daily basis, which reflects the change in the market value of the contract at the close of each day's trading. Accordingly, variation margin payments are made to or received from the broker in the amount of daily unrealized gains or losses. When the contracts are closed, the fund recognizes a realized gain or loss in the Statement of Operations. These investments require initial margin deposits which consist of cash or cash equivalents, equal to approximately 5%-10% of the contract amount. Each fund may use futures contracts to manage its market exposures and to fluctuations in currency values. Futures contracts are primarily used to increase or decrease the funds' exposure to the underlying instrument or hedge other fund investments. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin included in the Statement of Assets and Liabilities. Losses may arise from changes in the value of the underlying instrument, an illiquid secondary market for the contracts, or counterparties not performing under the contract terms. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded. Short Selling The funds may sell securities they do not own in anticipation of a decline in the market price of such securities or in order to hedge portfolio positions. The fund generally will borrow the security sold in order to make delivery to the buyer. Upon entering into a short position, the fund records the proceeds as a deposit with broker in its Statement of Assets and Liabilities and establishes an offsetting liability for the securities sold under the short sale agreement. The cash is retained by the fund's broker as collateral for the short position. The liability is marked to market while it remains open to reflect the current settlement obligation. Until the security is replaced, the fund is required to pay the lender any dividend or interest earned. Such payments are recorded as expenses to the fund. When a closing purchase is entered into by the fund, a gain or loss equal to the difference between the proceeds originally received and the purchase cost is realized. In "short selling," a fund sells borrowed securities which must at some date be repurchased and returned to the lender. If the market value of securities sold short increases, the fund may realize losses upon repurchase in amounts which may exceed the liability on the Statement of Assets and Liabilities. Further, in unusual circumstances, the fund may be unable to repurchase securities to close its short position except at prices significantly above those previously quoted in the market. Options If a fund purchases an option, an amount equal to the premium paid by the fund is included in the fund's Statement of Assets and Liabilities as an investment and subsequently marked to market to reflect the current market value of the option purchased. The current market value of a purchased option is the last sale price on the market on which it is principally traded. If the purchased option expires, the fund realizes a loss in the amount of the premium originally paid. If the fund enters into a closing sale transaction, it realizes a gain or loss, depending on whether the proceeds from the sale are greater or less than the cost of the option. If the fund exercises a call option, the cost of the securities acquired by exercising the call option is increased by the premium paid to buy the call option. If the fund exercises a put option, it realizes a gain or loss from the sale of the underlying security, and the proceeds from such sale are decreased by the premium originally paid. The risk associated with purchasing options is limited to the premium originally paid. If a fund writes an option, an amount equal to the premium received by the fund is included in the fund's Statement of Assets and Liabilities as a liability and subsequently marked to market to reflect the current value of the option written. The current market value of a written option is the last sale price on the market on which it is principally traded. If the written option expires, the fund realizes a gain in the amount of the premium received. If the fund enters into a closing transaction, it recognizes a gain or loss, depending on whether the cost of the purchase is less than or greater than the premium received. If a written call option is exercised, the proceeds from the security sold are increased by the premium received. If a put option is exercised, the cost basis of the security purchased by the fund is reduced by the premium received. The fund as a writer of an option has no control over whether the underlying securities may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the security underlying the written option. Written options present risk of loss in excess of related amounts shown on the Statement of Assets and Liabilities. Each fund may use option contracts to manage its market exposures and to fluctuations in interest rates and currency values. Option contracts are primarily used to increase or decrease the fund's exposure to the underlying instrument and may serve as hedges for other fund investments. Interest Only Securities Interest only securities (IOs) entitle the holder to the interest payments in a pool of mortgages, Treasury bonds, or other bonds. If the underlying mortgage assets experience greater than anticipated prepayments of principal, a portfolio may fail to recoup fully its initial investment in an IO. The fair market value of these securities is volatile in response to changes in interest rates. Dollar Roll Transactions The funds may enter into dollar roll transactions with financial institutions to take advantage of opportunities in the mortgage backed securities market. A dollar roll transaction involves a simultaneous sale by the fund of securities that it holds with an agreement to repurchase substantially similar securities at an agreed upon price and date, but generally will be collateralized at time of delivery by different pools of mortgages with different prepayment histories than those securities sold. During the period between the sale and repurchase, the fund will not be entitled to receive interest and principal payments on the securities sold. Dollar roll transactions involve risk that the market value of the security to be repurchased by the fund may decline below the repurchase price of the security. Swap Agreements A swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals based upon or calculated by reference to changes in specified prices or rates for a specified amount of an underlying asset. The payment flows are usually netted against each other, with the difference being paid by one party to the other. Risks may arise as a result of the failure of another party to the swap contract to comply with the terms of the swap contract. The loss incurred by the failure of a counterparty generally is limited to the net payment to be received by the fund, and/or the termination value at the end of the contract. Therefore, the fund considers the creditworthiness of each counterparty to a swap contract evaluating potential credit risk. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying securities or indices. The fund records a net receivable or payable and interest for the amount expected to be received or paid in the period. Fluctuations in the value of interest rate swap contracts are recorded for financial statement purposes as unrealized appreciation (depreciation) on investments. The swap is valued at fair market value as determined by changes in the relationship between the stated rate of interest and the return on the index. The valuation of the swap is provided by the counterparty. Commodity Index-Linked Notes The Multi-Asset Fund may invest in structured notes whose value is based on the price movements of commodities, including an index of commodities. The value of these notes will rise and fall in response to changes in the underlying commodities, and the amount of such response will depend upon the amount of leverage embedded in the note. These types of notes may be more or less volatile and more or less liquid than more traditional debt securities. Fluctuations in the value of these notes are recorded as unrealized gains and losses in the accompanying financial statements. Net payments are recorded as net realized gains/losses. 4. INVESTMENT ADVISORY AGREEMENT, MONEY MANAGER AGREEMENTS, AND OTHER TRANSACTIONS WITH AFFILIATES TIP's board of directors has approved investment advisory agreements with TIFF Advisory Services ("TAS"). Each fund pays TAS a maximum monthly fee calculated by applying the following annual rates to such fund's average daily net assets for the month:
- --------------------------------------------------------------------------------------------------------------------------- MULTI- INTERNATIONAL US SHORT-TERM ASSETS ASSET FUND EQUITY FUND EQUITY FUND FUND - --------------------------------------------------------------------------------------------------------------------------- On the first $500 million 0.20% 0.15% 0.15% 0.03% On the next $500 million 0.18% 0.13% 0.13% 0.03% On the next $500 million 0.15% 0.11% 0.11% 0.02% On the next $500 million 0.13% 0.09% 0.09% 0.02% On the next $500 million 0.11% 0.07% 0.07% 0.01% On the remainder (> $2.5 billion) 0.09% 0.05% 0.05% 0.01%
TIP's board of directors has approved money manager agreements with each of the money managers. Money managers will receive annual management fees equal to a stated percentage of the value of fund assets under management that is adjusted upward or downward, proportionately, to reflect actual investment performance over the applicable time period relative to a chosen benchmark rate of return. Certain money managers, however, will receive management fees equal to a flat percentage per annum of the assets under management with a single rate or on a descending scale. Money managers who provide services to the funds and their fees as a percent of assets managed during the six months ended June 30, 2007 were as follows:
- -------------------------------------------------------------------------------------------------------------------------------- EFFECTIVE MINIMUM MAXIMUM FEERATE - -------------------------------------------------------------------------------------------------------------------------------- MULTI-ASSET FUND Aronson+Johnson+Ortiz LP (a) 0.10% 0.80% 0.35% KG Redding, LLC (a) 0.50% 2.50% 1.09% Marathon Asset Management, LLP (a) 0.15% 1.60% 1.06% Mondrian Investment Partners Limited 0.30% 0.43% 0.33% Smith Breeden Associates, Inc. (a) 0.10% 0.85% 0.18% Wellington Management Company, LLP 0.35% 0.45% 0.40% INTERNATIONAL EQUITY FUND Marathon Asset Management, LLP (a) 0.15% 1.60% 0.64% Mondrian Investment Partners Limited 0.33% 0.55% 0.47% US EQUITY FUND Aronson+Johnson+Ortiz LP (a) 0.10% 0.80% 0.34% Shapiro Capital Management, LLC (a) 0.50% 0.95% 0.80% Westport Asset Management, Inc. (a) 0.15% 2.00% 0.57% - ----------- (a) Money manager receives a fee that includes a performance component. The effective fee may fall outside of the minimum and maximum range, because performance fees are based on either assets or performance from a period prior to when they are accrued.
With respect to the funds' investments in other registered investment companies, private investment funds, investment partnerships, and other commingled investment vehicles, the funds bear their ratable share of each such entity's expenses and would also be subject to their share of the management and performance fees, if any, charged by such entity. The funds' share of management and performance fees charged by such entities is in addition to fees paid by the respective fund to TAS and money managers. TIP has designated Mr. William Vastardis as its CCO and has contracted with Vastardis Compliance Services LLC ("VCS") to provide services with respect to the monitoring of TIP's compliance program pursuant to Rule 38a-1 of the 1940 Act. For these services, TIP pays VCS a monthly fee, plus any out-of-pocket expenses. Each fund pays a pro rata portion of the fees based on its share of TIP's average monthly net assets. Pursuant to an Operations Monitoring Agent Agreement, Vastardis Fund Services LLC earns a fee for providing operations monitoring services to TIP as well as to other investment vehicles offered by TAS according to the following schedule: 0.02% of the first $3.5 billion of the aggregated average daily net assets of TIP and the other vehicles, 0.015% thereafter up to $5 billion, 0.01% thereafter up to $7.5 billion, 0.0075% thereafter up to $10 billion, and 0.005% on assets over $10 billion. Each fund pays a pro rata portion of the fees based on its share of the aggregated average daily net assets of TIP and other TAS vehicles. In addition, Mr. Vastardis serves as TIP's CFO and Treasurer. Pursuant to an Administration Agreement, State Street Bank and Trust Company ("State Street") (formerly Investors Bank & Trust Company ("IBT")) earns a fee for providing fund administration services to TIP according to the following schedule: 0.06% of the first $300 million of the average daily net assets of TIP, 0.046% thereafter up to $3 billion (0.045% for the period January 1 through March 31, 2007), and 0.04% on assets over $3 billion. State Street also serves as TIP's custodian and accounting and transfer agent. Fees paid for services rendered by State Street are based upon assets of TIP and on transactions entered into by TIP during the period. Fees for such services paid to State Street by TIP are reflected as administration fees, custodian and accounting fees, and member recordkeeping fees in the Statement of Operations. 5. INVESTMENT TRANSACTIONS Cost of investment securities purchased and proceeds from sales of investment securities, other than short-term investments, during the six months ended June 30, 2007, were as follows: NON-US GOVERNMENT SECURITIES - ------------------------------------------------------------------------------- FUND PURCHASES SALES - ------------------------------------------------------------------------------- Multi-Asset $327,677,386 $175,083,170 International Equity 20,059,045 23,742,443 US Equity 38,745,154 43,382,114 US GOVERNMENT SECURITIES - ------------------------------------------------------------------------------- FUND PURCHASES SALES - ------------------------------------------------------------------------------- Multi-Asset $347,169,107 $234,700,910 For federal income tax purposes, the cost of securities owned at June 30, 2007, the aggregate gross unrealized appreciation (depreciation), and the net unrealized appreciation (depreciation) on securities owned at June 30, 2007, for each fund are as follows:
- -------------------------------------------------------------------------------------------------------------------------------- GROSS GROSS NET UNREALIZED FUND APPRECIATION DEPRECIATION APPRECIATION COST - -------------------------------------------------------------------------------------------------------------------------------- Multi-Asset $287,606,842 $(14,764,731) $272,842,111 $1,809,948,596 International Equity 112,768,303 (2,053,340) 110,714,963 206,774,070 US Equity 51,746,326 (4,391,795) 47,354,531 205,342,614 Short-Term 24,302 -- 24,302 130,419,777
6. FEDERAL TAX INFORMATION Dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. generally accepted accounting principles. These "book/tax" differences are considered either 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. The amount and character of tax-basis distributions and composition of net assets are finalized at fiscal year-end; accordingly, tax- basis balances have not been determined as of June 30, 2007. 7. REPURCHASE AND REVERSE REPURCHASE AGREEMENTS Each fund may enter into repurchase agreements under which a bank or securities firm that is a primary or reporting dealer in US government securities and asset-backed securities agrees, upon entering into a contract, to sell US government securities to a fund and repurchase such securities from such fund at a mutually agreed upon price and date. Each fund is also permitted to enter into reverse repurchase agreements under which a primary or reporting dealer in US government securities purchases US government securities from a fund and such fund agrees to repurchase the securities at an agreed upon price and date. The difference between the amount the fund receives for the securities and the additional amount it pays on repurchase is deemed to be a payment of interest. Open reverse repurchase agreements at June 30, 2007 were as follows: - ------------------------------------------------------------------------------- FACE DESCRIPTION VALUE - ------------------------------------------------------------------------------- MULTI-ASSET FUND JP Morgan Chase & Co., 4.70%, dated 06/21/07, to be repurchased on 07/17/07, at $28,397,889 (a) $28,320,300 Average balance outstanding* $28,989,148 Average interest rate 4.80% Maximum face value outstanding $31,825,185 - -------- * Average balance outstanding was calculated based on daily balances outstanding during the period that the fund had entered into reverse repurchase agreements. (a) Reverse repurchase agreement has an open maturity date and the interest rate resets every one to three days. The Fund may terminate the agreement at any time without penalty. Interest rate and maturity date disclosed are as of June 30, 2007. Each fund will engage in repurchase and reverse repurchase transactions with parties approved by TAS or the relevant money manager on the basis of such party's creditworthiness. Securities pledged as collateral for repurchase agreements are held by the custodial bank until maturity of the repurchase agreements. In connection with reverse repurchase agreements, the funds establish segregated accounts with their custodian in which the funds maintain cash, US government securities, or other liquid high grade debt obligations in the name of the counterparty equal in value to its obligation. The funds may also invest in tri-party repurchase agreements for which securities held as collateral are maintained in a segregated account by the broker's custodian bank until maturity of the repurchase agreement. Provisions of the repurchase agreements and the procedures adopted by the funds require that the market value of the collateral, including accrued interest thereon, be at least equal to the value of the securities sold or purchased in order to protect against loss in the event of default by the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral may be delayed or limited. 8. CAPITAL SHARE TRANSACTIONS The funds may charge entry or exit fees on subscriptions or redemptions, respectively. While there are no sales commissions (loads) or 12b-1 fees, the Multi-Asset Fund assesses entry and exit fees of 0.50% of capital invested or redeemed; the International Equity Fund assesses entry and exit fees of 0.75%; and the US Equity Fund assesses entry and exit fees of 0.25%. These fees, which are paid to the funds directly, not to TAS or other vendors supplying services to the funds, are designed to allocate transaction costs associated with purchases and redemptions of a fund's shares. These fees are deducted from the amount invested or redeemed; they cannot be paid separately. Entry and exit fees may be waived at TAS's discretion when the purchase or redemption will not result in significant transaction costs for the affected fund (e.g., for transactions involving in-kind purchases and redemptions). Such fees are retained by the funds and included in proceeds from shares sold or deducted from distributions for redemptions. 9. DELAYED DELIVERY TRANSACTIONS The funds may purchase or sell securities on a when-issued or forward commitment basis. Payment and delivery may take place a month or more after the date of the transaction. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. The funds identify these securities in their records as segregated with a value at least equal to the amount of the purchase commitment. The Multi-Asset Fund enters into "TBA" (to be announced) purchase commitments to purchase mortgage-backed securities for a fixed unit price at a future date beyond customary settlement time. Although the unit price has been established, the principal value has not been finalized. However, the principal amount delivered will not differ more than 0.01% from the commitment. TBA purchase commitments may be considered securities in themselves and involve a risk of loss if the value of the security to be purchased declines prior to the settlement date, which risk is in addition to the risk of decline in the value of the funds' other assets. Unsettled TBA purchase commitments are valued at the current market value of the underlying securities, generally according to the procedures described under Valuation of Investments above. Risks may arise upon entering into these contracts from the potential inability of counterparties to meet the terms of their contracts. Although the fund will generally enter into TBA purchase commitments with the intention of acquiring securities for their portfolio, the fund may dispose of a commitment prior to settlement if the respective money managers deem it appropriate to do so. The Multi-Asset Fund enters into TBA sale commitments to hedge the portfolio or to sell mortgage-backed securities the fund owns under delayed delivery arrangements. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, equivalent deliverable securities, or an offsetting TBA purchase commitment (deliverable on or before the sale commitment date), are held as "cover" for the transaction. Unsettled TBA sale commitments are valued at the current market value of the underlying securities, generally according to the procedures described under Valuation of Investments above. The contract is marked to market daily, and the change in market value is recorded by the fund as an unrealized gain or loss. If the TBA sale commitment is closed through the acquisition of an offsetting purchase commitment, the fund realizes a gain or loss on the commitment without regard to any unrealized gain or loss on the underlying security. If the fund delivers securities under the commitment, the fund realizes a gain or loss from the sale of the securities upon the unit price established at the date the commitment was entered into. 10. CONCENTRATION OF RISKS The funds may engage in transactions with counterparties, including but not limited to, repurchase and reverse repurchase agreements, forward contracts, futures and options, and total return, interest rate, and currency swaps. A fund may be subject to various delays and risks of loss if the counterparty becomes insolvent or is otherwise unable to meet its obligations. The Multi-Asset, International Equity, and US Equity Funds invest in private investment funds that entail liquidity risk to the extent they are difficult to sell or convert to cash quickly at favorable prices. The Multi-Asset Fund invests in fixed income securities issued by banks and other financial companies, the market values of which may change in response to interest rate changes. Although the fund generally maintains a diversified portfolio, the ability of the issuers of the respective fund's portfolio securities to meet their obligations may be affected by changing business and economic conditions in a specific industry, state, or region. The Multi-Asset, International Equity, and US Equity Funds invest in securities of foreign issuers in various countries. These investments may involve certain considerations and risks not typically associated with investments in the United States, a result of, among other factors, the possibility of future political and economic developments and the level of governmental supervision and regulation of securities markets in the respective countries. While the funds' investment in emerging markets debt securities is limited, the yields of these obligations reflect perceived credit risk. 11. FUNDAMENTAL MEMBERS The schedule below shows the number of members each owning 25% or more of a fund and the total percentage of the fund held by such members as of June 30, 2007. - ------------------------------------------------------------------------- FUND NUMBER % OF FUND HELD - ------------------------------------------------------------------------- International Equity 1(a) 43 - -------- (a) A Director of the Fund serves as an officer of this member. From time to time, a fund may have members that hold significant portions of the respective fund's outstanding shares. Investment activities of such members could have a material impact on those funds. 12. INDEMNIFICATIONS In the normal course of business, the funds enter into contracts that provide general indemnifications. The funds' maximum exposure under these arrangements is dependent on future claims that may be made against the funds and, therefore, cannot be established; however, based on experience, the risk of loss from such claims is considered remote. 13. CHANGE IN INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Directors selected Ernst & Young LLP ("E&Y") to serve as the funds' independent registered public accounting firm for the Fund's fiscal year ended December 31, 2006. The decision to select E&Y was recommended by TIP's Audit Committee and was approved by TIP's Board of Directors on September 18, 2006. Upon being informed of the Audit Committee's recommendation as to the selection of E&Y, PricewaterhouseCoopers LLP ("PwC") respectfully offered its resignation as the Funds' independent registered public accounting firm. During the funds' fiscal years ended December 31, 2005 and December 31, 2004, neither TIP, the funds, nor anyone on their behalf consulted with E&Y on any items which (i) concerned the application on accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the funds' financial statements; or (ii) concerned the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K) or reportable events (as described in paragraph (a)(1)(v) of said Item 304). The selection of E&Y does not reflect any disagreements with or dissatisfaction by TIP or the Board with the performance of the funds' former independent registered public accounting firm, PwC. PwC's reports on the funds' financial statements for the fiscal years ended December 31, 2005 and December 31, 2004 contained no adverse opinion of disclaimer or opinion nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. During the funds' fiscal years ended December 31, 2005 and December 31, 2004, and through September 18, 2006, (i) there were no disagreements with PwC on any matter of accounting principles or practices, financial statement disclosure, or audit scope or procedure, which disagreements, if not resolved to the satisfaction of PwC, would have caused them to make reference to the subject matter of the disagreements in connection with their reports on the funds' financial statements for such years, and (ii) there were no "reportable events" of the kind described in Item 304(a)(1)(v) of Regulation S-K. - ------------------------------------------------------------------------------- ADDITIONAL INFORMATION (UNAUDITED) JUNE 30, 2007 PROXY VOTING POLICY AND VOTING RECORD A description of the policies and procedures that TIP uses to determine how to vote proxies relating to portfolio securities is available on TIFF's website at http://www.tiff.org and without charge, upon request, by calling 800-984-0084. This information is also available on the website of the US Securities and Exchange Commission ("SEC") at http://www.sec.gov. Information regarding how the funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is also available on the websites noted above and without charge, upon request, by calling 800-984-0084. QUARTERLY REPORTING TIP files its complete schedules of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. TIP's Form N-Q is available without charge, upon request, by calling 800-984-0084. This information is also available on the website of the US Securities and Exchange Commission at http://www.sec.gov. TIP's Form N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may be obtained by calling 1-800- SEC-0330. In addition TIP's portfolio holdings are available on a monthly basis on the TIFF website at http://www.tiff.org. - ------------------------------------------------------------------------------- APPROVAL OF THE INVESTMENT ADVISORY AND MONEY MANAGER AGREEMENTS JUNE 30, 2007 At a meeting held on June 11, 2007, the board evaluated the renewal of the investment advisory agreement between each of the TIP funds and TAS (as the advisor) and the money manager agreements between each of TIFF Multi-Asset Fund, TIFF International Equity Fund, and TIFF US Equity Fund and the money managers (as sub-advisors). The board had requested and received information from TAS and the money managers in advance of the meeting, which the independent directors reviewed separately in executive session with their independent counsel prior to the meeting. The information obtained in advance from TAS and the money managers included information regarding the following topics: PERSONNEL AND SERVICES Investment Strategies Material Changes Relevant to Provision of Services Portfolio Holdings Disclosure PORTFOLIO MANAGEMENT AND PERFORMANCE Information Relied upon in Provision of Services Performance Information (historical returns for each manager and its benchmark) BROKERAGE PRACTICES Allocation Methodology Best Execution Consistency of Commission Rates Commission Recapture Programs FEES AND EXPENSES Benefits Derived from Advisory/Subadvisory Relationship Expense Ratio Comparison Economies of Scale COMPLIANCE AND ADMINISTRATION Adoption of Compliance Program Chief Compliance Officer Compliance with Portfolio Investment Policies and Regulatory Requirements Compliance Issues in the Past Year Regulatory Examinations Substantive Litigation Governmental Inquiries Financial Impairment Codes of Ethics Business Continuity Plan In addition, the board considered the following: (i) memoranda from counsel setting forth the board's fiduciary duties and responsibilities under the 1940 Act and the factors the board should consider in its evaluation of the advisory agreements (collectively, the "15(c) Memoranda"); (ii) a Lipper report comparing each fund's advisory fees and expenses to those of its peer group; (iii) an overview prepared by Lipper of services provided by fund company management; (iv) a report comparing the performance of each fund to the performance of its applicable benchmark; (v) additional information from TAS regarding the fees charged by TAS to each fund; (vi) additional information detailing the individual portfolio managers and fee schedule for each money manager; (vi) the most recent quarterly TIP Manager Monitor for TAS and each money manager; (vii) ten highest aggregate brokerage commissions report by manager for the year ended December 31, 2006; and (viii) TAS financial statements. Nature, Extent, and Quality of Services The board considered a number of factors in evaluating TAS and the money managers. It noted that information received at regular meetings throughout the year related to the services rendered by the advisor and money managers concerning the management of the funds' affairs. The board's evaluation of the services provided by TAS and the money managers took into account the board's knowledge and familiarity gained as board members, including the scope and quality of TAS's investment management capabilities in selecting money managers, allocating fund assets across managers and asset classes, managing certain asset types in-house (e.g., TIPS, Treasuries, futures contracts, and derivatives), and its compliance responsibilities. The board also considered each money manager's skills and experience in managing the underlying portfolios given the particular universe of asset types available to the manager, its trading acumen, and performance tendencies in various market cycles. The board concluded that, overall, it was satisfied with the nature, extent, and quality of the services provided under the advisory agreements with TAS and each of the money managers. TIFF Multi-Asset Fund Performance, Fees, and Expenses (including Potential Economies of Scale) The board reviewed Multi-Asset Fund's performance against its benchmarks (the MAF Constructed Benchmark, based on the normal allocation to each asset class; CPI plus 5% per annum; and MSCI All Country World Index ("MSCI ACWI"), the fund's SEC-required benchmark) and considered TAS's implementation of the fund's investment strategy across multiple asset classes and money managers. For periods ended December 31, 2006, the fund's returns exceeded or were in line with the benchmarks over the trailing five- and ten-year and since inception periods, and, while slightly trailing the MAF Constructed Benchmark (when including the effects of entry and exit fees levied by the fund) and the MSCI ACWI for the one-year period, the fund remained well ahead of CPI + 5% per annum. The board also noted that the fund outperformed the Lipper Global Flexible Portfolio Funds Average over all periods. The board also reviewed the fees and expenses of Multi-Asset Fund against the fund's peer group, represented by Lipper's Global Flexible Portfolio Funds, noting that the net advisory expense and reported total expenses of the fund were well below both the peer group median and peer group average. The board noted that TAS's fee schedule and the fee schedule of at least one money manager included breakpoints enabling the fund to benefit from economies of scale. Certain other money managers received performance-based fees, which the board felt appropriately aligned the money managers' interests with those of shareholders. TIFF International Equity Fund Performance, Fees, and Expenses (including Potential Economies of Scale) The board reviewed International Equity Fund's performance against its benchmark, MSCI All Country World ex US Index, and considered TAS's implementation of the fund's investment strategy across multiple money managers. Through December 31, 2006, the fund had outperformed its benchmark and the Lipper International Average over the trailing one-, five-, and ten- year and since inception periods. The board reviewed the fees and expenses of International Equity Fund against the fund's peer group, represented by Lipper's International Multi-Cap Value Funds, noting that the net advisory expense and reported total expenses of the fund were well below both the peer group median and peer group average. The board noted that TAS's fee schedule and the fee schedule of at least one money manager included breakpoints that would enable the fund to benefit from economies of scale should fund assets grow. Certain other money managers received performance-based fees, which the board felt appropriately aligned the money managers' interests with those of shareholders. TIFF US Equity Fund Performance, Fees, and Expenses (including Potential Economies of Scale) The board reviewed US Equity Fund's performance against its benchmark, Dow Jones Wilshire 5000 Composite Index, and considered TAS's implementation of the fund's investment strategy across multiple money managers. Through December 31, 2006, the fund had outperformed its benchmark over the trailing one-, five-, and ten-year and since inception periods. The board reviewed fees and expenses of US Equity Fund against the fund's peer group, represented by Lipper's Multi-Cap Core Funds, noting that the net advisory expense and reported total expenses of the fund were well below both the peer group median and peer group average. The board noted that TAS's fee schedule included breakpoints that would enable the fund to benefit from economies of scale should fund assets grow. Certain other money managers received performance-based fees, which the board felt appropriately aligned the money managers' interests with those of shareholders. TIFF Short-Term Fund Performance, Fees, and Expenses The board reviewed Short-Term Fund's performance against its benchmarks (Merrill Lynch 6-Month Treasury Bill Index (the "Index") and the same Index less 50 basis points per annum) and considered TAS's internal management of the fund since 2004. The fund slightly underperformed the Index, which does not reflect any fees or expenses, over the trailing one-, five-, and ten-year and since inception periods (through December 31, 2006). However, the fund outperformed the Index less 50 bp per annum over the same periods. These results were consistent with the board's expectations of the fund's performance relative to each benchmark. The board reviewed fees and expenses of Short-Term Fund against the fund's peer group, represented by Lipper's Ultra-Short Obligation Funds, noting that the net advisory expense and reported total expenses of the fund were well below both the peer group median and peer group average. The board noted that TAS's fee schedule included breakpoints that would enable the fund to benefit from economies of scale should fund assets grow. Money Managers The board then considered each money manager, reviewing absolute and relative performance, portfolio managers, fee schedule (and, in the case of Marathon Asset Management, a proposed amendment to the calculation of the performance fees payable to Marathon by Multi-Asset Fund), expectations for the asset class in which the manager invested, benchmark, manager monitor, and responses to the questionnaire distributed in advance of the meeting. The following managers for each fund were reviewed in turn: MULTI-ASSET FUND Aronson+Johnson+Ortiz LP S&P 500 Index Marathon Asset Management, LLP MSCI All Country World Index Mondrian Investment Partners Limited MSCI All Country World Index KG Redding, LLC Morgan Stanley REIT Index Smith Breeden Associates, Inc. Weighted average of the Citigroup 10-year Treasury Index and the 10-year US Treasury Inflation Protected Security Index Wellington Management Company, LLP Resource-Related Sectors of the MSCI World Index INTERNATIONAL EQUITY FUND Marathon Asset Management, LLP MSCI All Country World ex US Index Mondrian Investment Partners Limited MSCI All Country World ex US Index US EQUITY FUND Aronson+Johnson+Ortiz LP S&P 500 Index Shapiro Capital Management LLC Russell 2000 Index Westport Asset Management, Inc. Russell 2000 Index Conclusion of Investment Advisor and Money Manager Agreement Reviews After questions from the board and further discussion, the board voted to re- approve each fund's investment advisory agreement with TAS as well as Multi- Asset Fund's, International Equity Fund's, and US Equity Fund's money manager agreements. The board based its evaluation on the material factors presented to it at this meeting and discussed above, including: (i) the terms of the agreement; (ii) the reasonableness of the advisory and money manager fees (including the proposed amendment to the calculation of the performance fees payable to Marathon by Multi-Asset Fund) in light of the nature and quality of the advisory services provided and any additional benefits received by TAS or the money managers in connection with providing services to the funds; (iii) the nature, quality, cost, and extent of the services performed by TAS and each of the money managers; (iv) the fees charged by TAS and each of the money managers; and (v) the overall organization and experience of TAS and each of the money managers. In arriving at its decision, the board did not single out any one factor or group of factors as being more important than the other factors, but considered all of these factors together. In addition, the board considered the profitability of TAS as the investment advisor and the likelihood that TAS would remain financially viable moving forward. The board did not specifically consider the profitability of each money manager resulting from its relationship with the fund because none of the money managers was affiliated with TAS or any TIP fund except by virtue of serving as a money manager, and the fees between each money manager and TIP were negotiated on an arms-length basis in a competitive marketplace. With respect to Government Bond Fund, at the meeting on June 11, 2007, the board of directors voted to cease fund operations prior to June 30, 2007. Therefore, no action was taken with respect to the investment advisory or money manager agreements for the fund and such agreements terminated automatically at June 30 in accordance with their terms. - ------------------------------------------------------------------------------- DIRECTORS AND PRINCIPAL OFFICERS The board of directors of TIP comprises experienced institutional investors, including the chief investment officers of leading endowments and foundations. Among responsibilities of the board of directors are selecting investment advisors for the funds; monitoring fund operations, performance, and costs; reviewing contracts; nominating and selecting new directors; and electing TIP officers. Each director services the fund until his or her termination; or until the director's retirement, resignation, or death; or otherwise as specified in TIP's Bylaws. The table on these two pages shows information for each director and executive officer of the fund. The mailing address of the directors and officers is Four Tower Bridge, 200 Barr Harbor Drive, Suite 100, West Conshohocken, PA, 19428. The SAI (Statement of Additional Information) has additional information regarding the board of directors. A copy is available by calling 800-984-0084. This information is also available upon request without charge on the website of the US Securities and Exchange Commission at http://www.sec.gov. INDEPENDENT DIRECTORS SUZANNE BRENNER - ------------------------------------------------------------------------------- Born 1958 Principal Occupation(s) During the Past Director since July 2003 Five Years: Chief Investment Officer, The 4 funds overseen Metropolitan Museum of Art (2007-present) (Deputy CIO and Associate Treasurer prior thereto). HARRY N. HOFFMAN III - ------------------------------------------------------------------------------- Born 1955 Principal Occupation(s) During the Past Director since May 2001 Five Years: Treasurer and CIO, Mayo Clinic. 4 funds overseen Other Directorships: TIFF Education Foundation SHERYL L. JOHNS - ------------------------------------------------------------------------------- Born 1956 Principal Occupations(s) During the Past Board Chair since June 2003 Five Years: Executive Vice President, Director since April 1996 Houston Endowment Inc. Other Directorships: 4 funds overseen TIFF Education Foundation INTERESTED DIRECTOR WILLIAM H. MCLEAN - ------------------------------------------------------------------------------- Born 1955 Principal Occupation(s) During the Past Director since March 2000 Five Years: Vice President and CIO, 4 funds overseen Northwestern University. Other Directorships: TIFF Advisory Services, Inc. - ------------------------------------------------------------------------------- PRINCIPAL OFFICERS RICHARD J. FLANNERY - ------------------------------------------------------------------------------- Born 1957 Principal Occupation(s) During the Past President and CEO Five Years: CEO, TIFF Advisory Services, since September 2003 Inc. (2004-present). President and CEO, TIFF Investment Program Inc. (2003-present). Executive Vice President, Delaware Investments (1998-2002). Other Directorships: TIFF Advisory Services, Inc. DAVID A. SALEM - ------------------------------------------------------------------------------- Born 1956 Principal Occupation(s) During the Past Vice President and CIO Five Years: President/Chief Investment since December 2002 Officer, TIFF Advisory Services, Inc. (President prior thereto) (1993-present) (CEO 1993-2004). Other Directorships: TIFF Advisory Services, Inc., TIFF Eduction Foundation. RICHELLE S. MAESTRO - ------------------------------------------------------------------------------- Born 1957 Principal Occupation(s) During the Past Vice President and Chief Five Years: Vice President/General Counsel, Legal Officer TIFF Advisory Services, Inc. since March 2006 (2005-present). Executive Vice President/General Counsel, Delaware Investments (2003-2005). Senior Vice President/ Deputy General Counsel, Delaware Investments (1999-2003). DAWN I. LEZON - ------------------------------------------------------------------------------- Born 1965 Principal Occupation(s) During the Past Vice President, Assistant Five Years: Vice President/ Treasurer, TIFF Treasurer Advisory Services, Inc. (2006-present). since September 2006 Partner, Crane, Tonelli, Rosenberg & Co., LLP, public accounting firm (1998-2006). KELLY A. LUNDSTROM - ------------------------------------------------------------------------------- Born 1964 Principal Occupation(s) During the Past Vice President Five Years: Vice President, TIFF Advisory since September 2006 Services, Inc. (2006-present). Investment Operations Consulting (2000-2003). Investment Operations, Howard Hughes Medical Institute (1989-2000). TINA M. LEITER - ------------------------------------------------------------------------------- Born 1966 Principal Occupation(s) During the Past Secretary Five Years: Secretary and Chief Compliance since June 2003 Officer (2004-present), Investment Operations and Compliance, prior thereto, TIFF Advisory Services, Inc. WILLIAM E. VASTARDIS - ------------------------------------------------------------------------------- Born 1955 Principal Occupation(s) During the Past CCO since June 2003 Five Years: President, Vastardis Fund CFO since December 2002 Services LLC (2003-present). President, Treasurer since January 1994 Vastardis Compliance Services LLC (2004-present). Mananging Director, Investors Capital Services, Inc. (formerly AMT Capital Services, Inc.) (1992-2003). - ------------------------------------------------------------------------------- TIFF INVESTMENT PROGRAM ADVISOR TIFF Advisory Services, Inc. Four Tower Bridge 200 Barr Harbor Drive, Suite 100 West Conshohocken, PA 19428 phone 610-684-8000 fax 610-684-8210 CUSTODIAN ACCOUNTING AGENT TRANSFER AGENT DIVIDEND DISBURSING AGENT FUND ADMINISTRATOR State Street Bank and Trust Company One Lincoln Street Boston, MA 02111 FUND DISTRIBUTOR Quasar Distributors, LLC 615 East Michigan Street Milwaukee, WI 53202 FUND COUNSEL Dechert 1500 I Street, NW Washington, DC 20005 INDEPENDENT ACCOUNTANTS Ernst & Young LLP 2 Commerce Square Suite 4000 2001 Market Street Philadelphia, PA 19103 MONEY MANAGERS TIFF Multi-Asset Fund Aronson+Johnson+Ortiz LP Canyon Capital Advisors LLC Convexity Capital Management LP Farallon Capital Management, LLC Freeman Associates Investment Management LLC Joho Capital, LLC Lansdowne Partners Limited Lone Pine Capital LLC Marathon Asset Management, LLP Maverick Capital, Ltd. Mondrian Investment Partners Limited Och-Ziff Capital Management Group KG Redding, LLC Regiment Capital Management, LLC Sleep, Zakaria & Company, Ltd. Smith Breeden Associates, Inc. TIFF Advisory Services, Inc. Toscafund Asset Management LLC Wellington Management Company, LLP TIFF International Equity Fund Convexity Capital Management LP Lansdowne Partners Limited Marathon Asset Management, LLP Mondrian Investment Partners Limited TIFF Advisory Services, Inc. Toscafund Asset Management LLC TIFF US Equity Fund Adage Capital Management, LP Aronson+Johnson+Ortiz LP Freeman Associates Investment Management LLC Shapiro Capital Management LLC TIFF Advisory Services, Inc. Westport Asset Management, Inc. TIFF Short-Term Fund TIFF Advisory Services, Inc. Investors should consider the investment objectives, risks and charges and expenses of a fund carefully before investing. The prospectus contains this and other information about the funds. A prospectus may be obtained by contacting TIFF at 800-984-0084 or by visiting TIFF's website at www.tiff.org. Please read the prospectus carefully before investing. The SEC does not approve or disapprove of the securities mentioned in this report. Mutual fund investing involves risk. Principal loss is possible. ITEM 2. CODE OF ETHICS Not applicable to this filing. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Not applicable to this filing. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable to this filing. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable. ITEM 6. SCHEDULE OF INVESTMENTS. Included in Item 1. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURE FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. Not applicable. ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. Not applicable. ITEM 11. CONTROLS AND PROCEDURES. (a) The Registrant's Chief Executive Officer and Chief Financial Officer concluded that the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (17 CFR 270.30-3(c))) (the "1940 Act") were effective as of a date within 90 days prior to the filing date of this report (the "Evaluation Date"), based on their evaluation of the effectiveness of the Registrant's disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934 (17 CFR 240.13a-15(b) or 240.15d-15(b)) as of the Evaluation Date. (b) There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the Registrant's second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting. ITEM 12. EXHIBITS (a)(1) Code of Ethics is not applicable to this filing. (a)(2) Certification of Chief Executive Officer and Chief Financial Officer of the Registrant as required by Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is attached hereto as Exhibit 99.CERT. (a)(3) Not applicable to this filing. (b) Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 as required by Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)), Rule 13a-14(b) or Rule 15d-14(b) under the Securities Exchange Act of 1934 (17 CFR 240.13a - 14(b) or 240.15d-14(b)) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) is attached hereto as Exhibit 99.906.CERT. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) TIFF Investment Program, Inc. By (Signature and Title) /s/ Richard J. Flannery ----------------------------------------------- Richard J. Flannery, President and Chief Executive Officer Date ----------------------------- Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By (Signature and Title) /s/ Richard J. Flannery ----------------------------------------------- Richard J. Flannery, President and Chief Executive Officer Date ----------------------------- By (Signature and Title) /s/ William E. Vastardis ----------------------------------------------- William E. Vastardis, Treasurer and Chief Financial Officer Date ----------------------------- EX-99.CERT 2 ex99_cert-678201.txt CERTIFICATION EX-99.CERT CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT I, Richard J. Flannery, certify that: 1. I have reviewed this report on Form N-CSR of TIFF Investment Program, Inc.; 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 and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer 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. Date: /s/ Richard J. Flannery -------------------- --------------------------------------------- Richard J. Flannery President and Chief Executive Officer EX-99.CERT CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT I, William E. Vastardis, certify that: 1. I have reviewed this report on Form N-CSR of TIFF Investment Program, Inc.; 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 and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer 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. Date: /s/ William E. Vastardis -------------------- --------------------------------------------- William E. Vastardis Treasurer and Chief Financial Officer EX-99.906 CERT 3 ex99_906cert-678201.txt 906 CERTIFICATION EX-99.906 CERT CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Certified Shareholder Report of the TIFF Investment Program, Inc. (the "Fund") on Form N-CSR for the period ending June 30, 2007, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), the undersigned hereby certifies that: 1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Fund. Date: /s/ Richard J. Flannery -------------------- --------------------------------------------- Richard J. Flannery President and Chief Executive Officer Date: /s/ William E. Vastardis -------------------- --------------------------------------------- William E. Vastardis Treasurer and Chief Financial Officer This certification is being furnished to the Commission solely pursuant to Rule 30a-2(b) under the Investment Company Act of 1940, as amended, and 18 U.S.C. ss. 1350 and is not being filed as part of the Form N-CSR with the Commission. -----END PRIVACY-ENHANCED MESSAGE-----