(Leuthold Core Investment Fund Logo)
Semi-Annual Report
March 31, 1999
STATEMENT OF ASSETS AND LIABILITIES
MARCH 31, 1999
(UNAUDITED)
ASSETS:
Investments, at value
(cost $38,678,131) $40,439,418
Receivable from broker
for proceeds on securities
sold short 13,453,213
Deposit at brokers for short sales 13,500,477
Cash 99,399
Interest receivable 121,123
Dividends receivable 115,870
Organizational expenses, net of
accumulated amortization 14,075
Other assets 66,676
-----------
Total Assets 67,810,251
-----------
LIABILITIES:
Securities sold short, at value
(proceeds of $13,453,213) 13,422,975
Payable to Adviser 38,516
Accrued expenses and
other liabilities 31,451
-----------
Total Liabilities 13,492,942
-----------
NET ASSETS $54,317,309
-----------
-----------
NET ASSETS CONSIST OF:
Capital stock $51,656,742
Accumulated undistributed
net investment income 16,288
Accumulated undistributed
net realized gains on
investments 851,876
Net unrealized appreciation on:
Investments 1,761,287
Short positions 30,238
Foreign currency 878
-----------
Total Net Assets $54,317,309
-----------
-----------
Shares outstanding
(250,000,000 shares of
$.0001 par value authorized) 4,932,896
Net Asset Value, Redemption
Price and Offering Price
Per Share $11.01
------
------
STATEMENT OF OPERATIONS
OCTOBER 1, 1998 THROUGH MARCH 31, 1999
(UNAUDITED)
INVESTMENT INCOME:
Dividend income (net of
foreign taxes withheld of $1,731) $ 711,513
Interest income 589,784
-----------
Total investment income 1,301,297
-----------
EXPENSES:
Investment advisory fee 226,058
Administration fee 18,018
Shareholder servicing and
accounting costs 29,358
Custody fees 9,772
Federal and state registration 10,262
Professional fees 18,284
Amortization of
organizational expenses 4,290
Reports to shareholders 3,822
Directors' fees and expenses 3,262
Other 3,402
-----------
Total expenses before
reimbursement 326,528
Less: Reimbursement
from Adviser (12,558)
-----------
Net expenses 313,970
-----------
NET INVESTMENT INCOME 987,327
-----------
REALIZED AND
UNREALIZED GAINS
ON INVESTMENTS:
Net realized gains on investments 1,926,375
Change in unrealized
appreciation (depreciation) on:
Investments (1,255,807)
Short positions 30,238
Foreign currency 1,095
-----------
Net realized and unrealized
gains on investments 701,901
-----------
NET INCREASE IN
NET ASSETS RESULTING
FROM OPERATIONS $1,689,228
-----------
-----------
See notes to the financial statements.
STATEMENT OF CHANGES IN NET ASSETS
OCTOBER 1, 1998 YEAR
THROUGH ENDED
MARCH 31, 1999 SEPTEMBER 30, 1998
---------------- -------------------
(UNAUDITED)
OPERATIONS:
Net investment income $ 987,327 $ 1,340,428
Net realized gains on investments 1,926,375 3,731,847
Change in unrealized
appreciation (depreciation) on:
Investments (1,255,807) (110,421)
Short positions 30,238 --
Foreign currency 1,095 (8,695)
----------- -----------
Net increase in net assets
from operations 1,689,228 4,953,159
----------- -----------
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income (974,042) (1,299,705)
From net realized gains (4,599,364) (1,049,550)
----------- -----------
Total distributions (5,573,406) (2,349,255)
----------- -----------
CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold 10,968,899 16,547,279
Proceeds from shares issued
to holders in reinvestment
of dividends 4,960,802 2,226,762
Cost of shares redeemed (3,995,232) (5,671,108)
----------- -----------
Net increase in net assets
from capital share transactions 11,934,469 13,102,933
----------- -----------
TOTAL INCREASE IN NET ASSETS 8,050,291 15,706,837
NET ASSETS:
Beginning of period 46,267,018 30,560,181
----------- -----------
End of period (including
undistributed net investment
income of $16,288 and $0,
respectively) $54,317,309 $46,267,018
----------- -----------
----------- -----------
See notes to the financial statements.
FINANCIAL HIGHLIGHTS
<TABLE>
OCTOBER 1, 1998 YEAR YEAR NOVEMBER 20, 1995(1)<F1>
THROUGH ENDED ENDED THROUGH
MARCH 31, 1999 SEPTEMBER 30, 1998 SEPTEMBER 30, 1997 SEPTEMBER 30, 1996
-------------- ------------------ ------------------ -------------------
(UNAUDITED)
<S> <C> <C> <C> <C>
PER SHARE DATA:
Net asset value, beginning of period $11.97 $11.17 $10.18 $10.00
------ ------ ------ ------
Income from investment operations:
Net investment income 0.22 0.40 0.44(2)<F2> 0.38
Net realized and unrealized
gains on investments 0.18 1.16 1.32 0.16
------ ------ ------ ------
Total from investment operations 0.40 1.56 1.76 0.54
------ ------ ------ ------
Less distributions:
From net investment income (0.22) (0.40) (0.46) (0.36)
In excess of net investment income -- -- (0.05) --
From net realized gains (1.14) (0.36) (0.26) --
------ ------ ------ ------
Total distributions (1.36) (0.76) (0.77) (0.36)
------ ------ ------ ------
Net asset value, end of period $11.01 $11.97 $11.17 $10.18
------ ------ ------ ------
------ ------ ------ ------
Total return 3.51%(3)<F3> 14.45% 17.96% 5.43%
Supplemental data and ratios:
Net assets, end of period $54,317,309 $46,267,018 $30,560,181 $31,740,501
Ratio of expenses to average net assets:
Before expense reimbursement 1.30%(4)<F4> 1.41% 1.47% 1.55%
After expense reimbursement 1.25%(4)<F4> 1.25% 1.25% 1.25%
Ratio of net investment income to
average net assets:
Before expense reimbursement 3.87%(4)<F4> 3.50% 4.05% 4.14%
After expense reimbursement 3.92%(4)<F4> 3.66% 4.27% 4.44%
Portfolio turnover rate 107.48% 73.43% 35.62% 103.30%
</TABLE>
(1)<F1> Commencement of operation.
(2)<F2> Net investment income per share is calculated using ending balances
prior to consideration of adjustments for permanent book and tax
differences.
(3)<F3> Not annualized.
(4)<F4> Annualized.
See notes to the financial statements.
SCHEDULE OF INVESTMENTS
MARCH 31, 1999
(UNAUDITED)
NUMBER MARKET
OF SHARES VALUE
--------- ------
COMMON STOCKS - 32.5%+<F7>
CRIMESTOPPERS - 2.3%+<F7>
9,500 AXENT Technologies, Inc. *<F5> $ 228,594
6,900 Check Point Software Technologies Ltd. *<F5> 296,700
15,000 Childrens Comprehensive Services, Inc. *<F5> 84,375
5,700 Network Associates, Inc. *<F5> 174,919
12,200 Rainbow Technologies, Inc. *<F5> 122,000
11,300 Security Dynamics Technologies, Inc. *<F5> 210,463
2,700 Wackenhut Corporation Class A 60,075
5,200 Wackenhut Correction Corporation *<F5> 100,425
-----------
1,277,551
-----------
HEALTH CARE - BIOTECHNOLOGY - 4.4%+<F7>
4,960 Alza Corporation *<F5> 189,720
5,200 Amgen Inc. *<F5> 389,350
3,600 Biogen, Inc. *<F5> 411,525
16,900 Cephalon, Inc. *<F5> 147,875
2,600 Chiron Corporation *<F5> 57,037
4,100 Curative Health Services, Inc. *<F5> 47,150
27,200 Gensia Sicor Inc. *<F5> 76,500
5,700 Idexx Laboratories, Inc. *<F5> 136,444
35,000 The Liposome Company, Inc. *<F5> 470,313
14,500 Neurogen Corporation *<F5> 154,969
5,200 Protein Design Labs, Inc. *<F5> 78,325
15,200 Regeneron Pharmaceutical, Inc. *<F5> 100,700
12,300 Vical Inc. *<F5> 126,075
-----------
2,385,983
-----------
HEALTHCARE - COST CONTAINMENT - 2.8%+<F7>
33,600 Apria Healthcare Group Inc. *<F5> 399,000
6,000 Barr Laboratories, Inc. *<F5> 183,000
6,500 Bindley Western Industries, Inc. 185,656
4,800 Cerner Corporation *<F5> 77,100
28,200 IVAX Corporation *<F5> 333,113
7,600 Mylan Laboratories Inc. 208,525
2,943 Priority Healthcare Corporation Class B *<F5> 133,171
-----------
1,519,565
-----------
INSURANCE - LIFE - 1.1%+<F7>
4,100 American General Corporation 289,050
8,800 Protective Life Corporation 333,300
-----------
622,350
-----------
REAL ESTATE INVESTMENT TRUSTS - 9.3%+<F7>
14,800 Apartment Investment & Management Company Class A 536,500
29,200 Boykin Lodging Company 350,400
16,500 CBL & Associates Properties, Inc. 383,625
14,000 Colonial Properties Trust 357,000
6,900 Crescent Real Estate Equities Company 148,350
23,400 Entertainment Properties Trust 403,650
13,709 Equity Residential Properties Trust 565,496
13,300 Mack-Cali Realty Corporation 390,688
11,200 Pacific Gulf Properties, Inc. 201,600
9,700 Post Properties, Inc. 349,200
37,900 Prime Retail, Inc. 331,625
9,600 Prison Realty Corporation 167,400
8,500 Sovran Self Storage, Inc. 198,156
8,400 Weeks Corporation 239,925
53,300 Winston Hotels, Inc. 429,731
-----------
5,053,346
-----------
TECHNOLOGY - NETWORKING - 4.9%+<F7>
10,600 3Com Corporation *<F5> 247,113
7,350 Apex PC Solutions *<F5> 102,441
5,000 Ascend Communications, Inc. *<F5> 418,437
10,400 Aware, Inc. *<F5> 488,800
26,900 Computer Network Technology Corporation *<F5> 433,762
7,800 Concentric Network Corporation *<F5> 583,050
8,600 Newbridge Networks Corporation *<F5> 266,600
4,200 Xircom, Inc. *<F5> 105,525
-----------
2,645,728
-----------
TECHNOLOGY - WIRELESS EQUIPMENT - 5.3%+<F7>
7,600 ADC Telecommunications, Inc. *<F5> 362,425
20,600 ANADIGICS, Inc. *<F5> 363,075
18,200 DSP Communications, Inc. *<F5> 288,925
8,200 General Instrument Corporation *<F5> 248,562
2,500 Gilat Satellite Networks Ltd. *<F5> 150,000
5,600 Northern Telecom Ltd. 347,900
13,200 Powerwave Technologies, Inc. *<F5> 374,550
3,000 RF Micro Devices, Inc. *<F5> 287,063
12,400 Western Wireless Corporation Class A *<F5> 449,500
-----------
2,872,000
-----------
U.S. STOCKS - ASIA EXPOSURE - 2.4%+<F7>
5,800 The Boeing Company 197,925
9,400 Ericsson Telefonaktiebolaget ADR 223,837
3,500 Koninklijke Philips Electronics N.V. 288,531
4,100 UAL Corporation 318,775
2,000 United Technologies Corporation 270,875
-----------
1,299,943
-----------
Total Common Stocks (cost $16,750,997) 17,676,466
-----------
INVESTMENT COMPANIES - 22.7%+<F7>
EMERGING COUNTRY FUNDS - 6.6%+<F7>
31,800 Asia Pacific Fund 224,588
31,500 Asia Tigers Fund 224,437
23,300 Brazil Fund 297,075
23,500 China Fund 182,125
26,400 Fidelity Adviser Emerging Asia Fund 262,350
71,800 First Philippine Fund *<F5> 453,237
36,500 Greater China Fund 221,281
32,700 Korea Fund *<F5> 337,219
29,600 Mexico Fund 449,550
52,100 Morgan Stanley Asia- Pacific Fund 416,800
16,500 Scudder New Asia Fund 171,187
43,700 WEBS-Malaysia 128,368
33,800 WEBS-Singapore 202,800
-----------
3,571,017
-----------
BOND FUNDS - 16.1%+<F7>
324,303 Federated High Yield Fund 2,918,726
447,479 Invesco High Yield Fund 2,975,735
289,796 Offitbank High Yield Fund 2,854,490
-----------
8,748,951
-----------
Total Investment Companies (cost $11,726,379) 12,319,968
-----------
PRINCIPAL
AMOUNT
---------
FIXED INCOME SECURITIES - 17.1%+<F7>
FOREIGN BONDS - 17.1%+<F7>
$4,250,000 New South Wales Treasury Corp., 8.00%, 3/01/2008 3,106,888
5,120,000 New Zealand Government Bond, 7.00%, 7/15/2009 2,976,970
4,700,000 Province of Ontario, 5.70%, 12/01/2008 3,194,465
-----------
Total Fixed Income Securities (Cost $9,036,094) 9,278,323
-----------
SHORT-TERM INVESTMENTS - 2.1%+<F7>
VARIABLE DEMAND NOTES - 2.1%+<F7>
618,224 Firstar Bank, 4.69%, #<F6> 618,224
546,437 Wisconsin Corp. Center Credit Union, 4.61%, #<F6> 546,437
-----------
Total Short-Term Investments (Cost $1,164,661) 1,164,661
-----------
TOTAL INVESTMENTS - 100.0% (COST $38,678,131) $40,439,418
-----------
-----------
*<F5> Non-income producing security.
#<F6> Variable rate security. The rates listed are as of 3/31/99.
+<F7> Calculated as a percentage of net assets.
ADR American Depository Receipts.
WEBS World Equity Benchmark Shares
See notes to the financial statements.
SCHEDULE OF SECURITIES SOLD SHORT
MARCH 31, 1999
(UNAUDITED)
NUMBER MARKET
OF SHARES VALUE
--------- ------
S & P DEPOSITORY RECEIPTS
42,900 S & P 500 Depository Receipt $ 5,504,606
-----------
Total S & P 500 Depository Receipts Sold Short 5,504,606
-----------
COMMON STOCK
6,600 Alcan Aluminum Ltd. 170,363
4,600 American Financial Group, Inc. 161,862
5,500 Apollo Group, Inc. 164,313
3,100 The Black & Decker Corporation 171,856
4,100 Centocor, Inc. 151,444
7,700 Champion Enterprises, Inc. 149,187
3,300 Chris-Craft Industries, Inc. 150,563
7,000 CIENA Corp. 157,500
5,100 Coca-Cola Enterprises Inc. 154,275
7,300 Cognos Inc. 171,550
4,200 Countrywide Credit Industries, Inc. 157,500
4,500 Dallas Semiconductor Corporation 173,812
4,600 The Walt Disney Company 143,175
5,000 Dover Corporation 164,375
3,700 Electronic Arts Inc. 175,750
4,000 Ethan Allen Interiors Inc. 166,250
2,900 Federal-Mogul Corporation 124,700
4,100 Federated Department Stores, Inc. 164,513
3,400 Harcourt General, Inc. 150,662
7,700 IMC Global Inc. 157,369
3,900 International Paper Company 164,531
5,300 Kellogg Company 179,206
4,000 Lear Corporation 170,750
5,400 Leucadia National Corporation 163,350
6,700 MicroStrategy Inc. 128,975
5,500 Molex Inc. 161,563
3,400 Monsanto Company 156,187
3,500 Nucor Corporation 154,219
2,700 Omnicare, Inc. 51,469
2,700 Orbital Sciences Corporation 76,444
2,400 PacifiCare Health Systems, Inc. 163,800
8,000 Polo Ralph Lauren Corporation 159,000
5,000 T. Rowe Price Associates, Inc. 171,875
1,300 The Progressive Corporation 186,550
3,800 Rayonier Inc. 152,237
7,800 The Reynolds & Reynolds Company 148,200
5,300 Rohm & Haas Company 177,881
4,600 SCI Systems, Inc. 136,275
3,900 SLM Holding Corporation 162,825
3,100 Safeskin Corporation 23,056
3,100 Sealed Air Corporation 152,481
12,000 Sinclair Broadcast Group, Inc. 174,750
6,500 Storage Technology Corporation 181,188
9,500 Thermo Instrument Systems Inc. 137,156
2,900 The Times Mirror Company 156,781
8,300 Tower Automotive, Inc. 154,588
8,100 Tyson Foods, Inc. 167,569
4,500 Valspar Corporation 142,031
1,300 VeriSign Inc. 200,200
6,900 Wang Laboratories, Inc. 135,413
13,200 Western Digital Corporation 104,775
3,800 Winn-Dixie Stores, Inc. 142,025
-----------
Total Common Stocks Sold Short 7,918,369
-----------
TOTAL SECURITIES SOLD SHORT
(PROCEEDS $13,453,213) $13,422,975
-----------
-----------
See notes to the financial statements.
NOTES TO THE FINANCIAL STATEMENTS
(UNAUDITED)
1. ORGANIZATION AND SIGNIFICANTACCOUNTING POLICIES
Leuthold Funds, Inc. (the "Company") was incorporated on August 30, 1995,
as a Maryland Corporation and is registered as an open-end management
investment company under the Investment Company Act of 1940. The Company
currently consists of one series, Leuthold Core Investment Fund, formerly
known as Leuthold Asset Allocation Fund, (the "Fund"). The investment
objective of the Fund is to seek total return consistent with prudent
investment risk over the long term. The Fund commenced operations on
November 20, 1995.
The costs incurred in connection with the organization, initial registration
and public offering of shares, aggregating $43,019, have been paid by the
Fund. These costs are being amortized over the period of benefit, but not to
exceed sixty months from the Fund's commencement of operations.
The following is a summary of significant accounting policies consistently
followed by the Fund.
a) Investment Valuation - Common stocks that are listed on a securities
exchange are valued at the last quoted sales price on the day the
valuation is made. Price information on listed stocks is taken from
the exchange where the security is primarily traded. Options and
securities which are listed on an exchange but which are not traded on
the valuation date are valued at the most recent bid prices. Unlisted
securities for which market quotations are readily available are
valued at the latest quoted bid price. Debt securities are valued at
the latest bid prices furnished by independent pricing services. Other
assets and securities for which no quotations are readily available
are valued at fair value as determined in good faith by the Directors.
Short-term instruments (those with remaining maturities of 60 days or
less) are valued at amortized cost, which approximates market.
b) Federal Income Taxes - It is the Fund's policy to meet the
requirements of the Internal Revenue Code applicable to regulated
investment companies and the Fund intends to distribute investment
company net taxable income and net capital gains to shareholders.
Therefore, no federal income tax provision is required.
c) Distributions to Shareholders - Dividends from net investment income
are declared and paid quarterly. Distributions of net realized capital
gains, if any, will be declared at least annually.
d) Use of Estimates - The preparation of financial statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
e) Purchased Option Accounting - Option contracts purchased are included
in the Statement of Assets and Liabilities as an asset and are valued
at the last bid price reported on the date of valuation. When option
contracts expire or are closed, realized gains or losses are
recognized without regard to any unrealized gains or losses on the
underlying securities. Option contracts are held by the Fund for
trading and hedging purposes.
f) Short Positions - For financial statement purposes, an amount equal to
the settlement amount is included in the Statement of Assets and
Liabilities as an asset and an equivalent liability. The amount of
the liability is subsequently marked-to-market to reflect the current
value of the short position. Subsequent fluctuations in the market
prices of securities sold, but not yet purchased, may require
purchasing the securities at prices which differ from the market value
reflected on the Statement of Assets and Liabilities. The Fund is
liable for any dividends payable on securities while those securities
are in a short position. As collateral for its short positions, the
Fund is required under the Investment Company Act of 1940 to maintain
segregated assets consisting of cash, cash equivalents or liquid
securities. These segregated assets are required to be adjusted daily
to reflect changes in the market value of the securities sold short.
As of March 31, 1999, cash in the amount of $13,500,477 has been
committed as collateral for open short investment positions and are on
deposit at the broker.
The Fund's receivable from broker for proceeds on securities sold
short is with one major security dealer. The Fund does not require
this broker to maintain collateral in support of the receivable from
broker for securities sold short.
g) Other - Investment and shareholder transactions are recorded on the
trade date. The Fund determines the gain or loss realized from the
investment transactions by comparing the original costs of the
security lot sold with the net sales proceeds. Dividend income is
recognized on the ex-dividend date or as soon as information is
available to the Fund, and interest income is recognized on an accrual
basis. Discounts and premiums on bonds are amortized over the life of
the respective bond. Generally accepted accounting principles require
that permanent financial reporting and tax differences be reclassified
to capital stock.
2. CAPITAL SHARE TRANSACTIONS
Transactions in shares of the Fund were as follows:
YEAR
OCT. 1, 1998 - ENDED
MAR. 31, 1999 SEPT. 30, 1998
-------------- --------------
Shares sold 961,887 1,420,345
Shares issued to
holders in
reinvestment
of dividends 453,727 193,699
Shares redeemed (348,674) (484,113)
--------- ---------
Net increase 1,066,940 1,129,931
--------- ---------
--------- ---------
3. INVESTMENT TRANSACTIONS
Purchases and sales of investments, other than short-term investments,
options and short positions, for the six months ended March 31, 1999 were as
follows:
PURCHASES SALES
------------------------------ ------------------------------
U.S. U.S.
GOVERNMENT OTHER GOVERNMENT OTHER
------------ ----- ----------- ------
$0 $41,454,087 $13,579,749 $23,715,080
At March 31, 1999, gross unrealized appreciation and depreciation of
investments for tax purposes were as follows:
Appreciation $3,770,591
(Depreciation) (2,005,958)
-----------
Net appreciation on
investments $1,764,633
-----------
-----------
At March 31, 1999, the cost of investments for federal income tax purposes
was $38,674,785.
At the close of business on January 19, 1996, the unit holders of the Piper
Trust Common Leuthold Flexible Fund transferred their assets to the Fund. As
a result of the tax-free transfer, the Fund acquired $860,971 of unrealized
appreciation for tax purposes. Since inception, the Fund has realized
$843,494 of the appreciation.
4. INVESTMENT ADVISORY AND OTHER AGREEMENTS
The Fund has entered into an Investment Advisory Agreement with Leuthold &
Anderson, Inc. Pursuant to its advisory agreement with the Fund, the
Investment Adviser is entitled to receive a fee, calculated daily and
payable monthly, at the annual rate of 0.90% as applied to the Fund's daily
net assets.
The Investment Adviser has voluntarily agreed to reimburse the Fund to the
extent necessary to ensure that total operating expenses (exclusive of
interest, taxes, brokerage commissions and other costs incurred in
connection with the purchase or sale of portfolio securities, and
extraordinary items) do not exceed the annual rate of 1.25% of the net
assets of the Fund, computed on a daily basis.
Firstar Mutual Fund Services, LLC serves as transfer agent, administrator
and accounting services agent for the Fund. Firstar Bank Milwaukee, NA
serves as custodian for the Fund.
For the period ended March 31, 1999, the Fund paid Weeden & Co., L.P., an
affiliate of the Adviser $55,128 of brokerage commissions.
5. SHAREHOLDER PROXY RESULTS
A special meeting of the shareholders of the Fund was held on January 25,
1999 pursuant to a notice dated December 15, 1998, to all shareholders of
record on November 30, 1998. As of November 30, 1998, there were
4,070,306.450 shares outstanding in the Fund. Holders of 2,944,627.477
shares of the Fund were present at the meeting in person or by proxy, being
the holders of a majority of the outstanding shares of the Fund and thus
constituting a quorum. The shareholders elected to modify the Fund's
investment restrictions to permit the Fund to effect short sales, as
permitted by the Investment Company Act of 1940. The results of the
shareholder vote were as follows:
NUMBER % OF % OF
OF OUTSTANDING SHARES
SHARES SHARES PRESENT
------- ---------- --------
For 2,898,504.416 71.204% 98.434%
Against 9,121.979 .224% .309%
Abstain 37,001.082 .909% 1.257%
-------------- --------- ---------
Total 2,944,627.477 72.337% 100.000%
(Leuthold Core Investment Fund Logo)
INVESTMENT ADVISER:
Leuthold & Anderson, Inc., Minnesota
ADMINISTRATOR, TRANSFER AGENT,
DIVIDEND PAYING AGENT,
SHAREHOLDER SERVICING AGENT:
Firstar Mutual Fund Services, LLC,
Wisconsin
CUSTODIAN:
Firstar Bank Milwaukee, NA
COUNSEL:
Foley & Lardner, Wisconsin
AUDITORS:
Arthur Andersen LLP, Wisconsin
This report is authorized for distribution only when preceded or accompanied by
a current prospectus.