UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-Q
QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-21480
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THE TOPIARY FUND FOR BENEFIT PLAN INVESTORS (BPI) LLC
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(Exact name of registrant as specified in charter)
345 PARK AVENUE
NEW YORK, NY 10154
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(Address of principal executive offices) (Zip code)
JOHN H. KIM, DIRECTOR & SENIOR COUNSEL
DEUTSCHE ASSET MANAGEMENT
345 PARK AVENUE
NEW YORK, NEW YORK 10154
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(Name and address of agent for service)
Registrant's telephone number, including area code: 212-454-6849
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Date of fiscal year end: MARCH 31
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Date of reporting period: JUNE 30, 2006
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Form N-Q is to be used by management investment companies, other than small
business investment companies registered on Form N-5 (ss.ss. 239.24 and 274.5 of
this chapter), to file reports with the Commission, not later than 60 days after
the close of the first and third fiscal quarters, pursuant to rule 30b1-5 under
the Investment Company Act of 1940 (17 CFR 270.30b1-5). The Commission may use
the information provided on Form N-Q in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-Q, and
the Commission will make this information public. A registrant is not required
to respond to the collection of information contained in Form N-Q unless the
Form displays a currently valid Office of Management and Budget ("OMB") control
number. Please direct comments concerning the accuracy of the information
collection burden estimate and any suggestions for reducing the burden to the
Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC
20549. The OMB has reviewed this collection of information under the clearance
requirements of 44 U.S.C. ss. 3507.
ITEM 1. SCHEDULE OF INVESTMENTS.
The Schedule of Investments is attached herewith.
DB TOPIARY FUND FOR BENEFIT PLAN INVESTORS (BPI) LLC
SCHEDULE OF INVESTMENTS
(UNAUDITED)
JUNE 30, 2006
% OF
MEMBERS'
INVESTMENT FUND FAIR VALUE CAPITAL
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DB Topiary Offshore Fund for Benefit Plan Investors (BPI) LLC $ 78,835,987 100.6%
Grand Total
Liabilities in Excess of Other Assets (461,955) (0.6)%
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Members' Capital $ 78,374,032 100.0%
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ITEM 2. CONTROLS AND PROCEDURES.
(a) The registrant's principal executive and principal financial
officers, or persons performing similar functions, have concluded
that the registrant's disclosure controls and procedures (as defined
in Rule 30a-3(c) under the Investment Company Act of 1940, as
amended (the "1940 Act") (17 CFR 270.30a-3(c))) are effective, as of
a date within 90 days of the filing date of the report that includes
the disclosure required by this paragraph, based on their evaluation
of these 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, as amended (17 CFR
240.13a-15(b) or 240.15d-15(b)).
(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 last
fiscal quarter that have materially affected, or are reasonably
likely to materially affect, the registrant's internal control over
financial reporting.
ITEM 3. EXHIBITS.
Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of
the Sarbanes-Oxley Act of 2002 are attached hereto.
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) The Topiary Fund for Benefit Plan Investors (BPI) LLC
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By (Signature and Title)* /s/ Pamela Kiernan
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Pamela Kiernan, President
(principal executive officer)
Date August 11, 2006
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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/ Pamela Kiernan
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Pamela Kiernan, President
(principal executive officer)
Date August 11, 2006
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By (Signature and Title)* /s/ Marie Glassman
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Marie Glassman, Treasurer, Principal Financial Officer
and Accounting Officer
(principal financial officer)
Date August 11, 2006
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* Print the name and title of each signing officer under his or her signature.