AMERIPRIME FUNDS
N-30D, 1999-09-29
Previous: AMERIPRIME FUNDS, N-30D, 1999-09-29
Next: AMERIPRIME FUNDS, NT-NSAR, 1999-09-29



We are pleased to present the first  annual  report of the Dobson  Covered  Call
Fund  (DCCF).  The Fund began  investing  on March 24, 1999 and through July 31,
1999 has  returned  7.8%  versus 5.1% for the S&P 500 Index.  The Fund  achieved
these  results  with a  volatility  or risk  level that was 62.7% of the S&P 500
Index. Volatility was measured using the daily standard deviation of return from
inception of the Fund. A summary of the inception to date statistics follows:


                              DCCF                       S&P 500 Index

Second Quarter (Calendar)     5.5%                            7.0%
Inception to date             7.8%                            5.1%
Standard Deviation
   (Risk Level)                .69                            1.1


Looking  at the four  complete  months of  operation  (April - July) the S&P 500
Index return ranged from a high of 5.6% to a low of -3.1%.  The DCCF ranged from
a high of 3.3% to a low of  -1.6%.  Selling  options  on  stocks we own not only
reduced our  volatility by  approximately  37% as shown above but also increased
our total  return.  For the  four-month  period the S&P 500 Index  returned 3.7%
while the DCCF's  return was 3.8%.  It should also be noted that the DCCF return
is net of all fees and expenses.


                                       DCCF                      S&P 500 Index

April                                  3.0%                           3.9%
May                                   -0.8%                          -2.4%
June                                   3.3%                           5.6%
July                                  -1.6%                          -3.1%


These past four  months are a textbook  example of how a covered  call  strategy
with a risk  level of  approximately  60% of the S&P 500  Index is  expected  to
perform.  Typically  markets don't  appreciate one month and then depreciate the
next but markets do go up and they do go down. As a result, and as stated in the
prospectus,  the Fund expects to equal or exceed the return of the S&P 500 Index
if the Index  appreciates up to 10%  (annualized) and do so with less volatility
or risk.  The Fund can be expected  to  under-perform  the Index for  annualized
advances over 10%. It can also be expected to decline approximately  one-half of
the Index in declining markets as seen in May and June.  Although results cannot
be predicted with certainty,  reasonable  expectations can be made  particularly
given the nineteen years experience of the portfolio manager.


The Fund's results to date have exceeded these expectations.  These results were
achieved by first diversifying  within S&P 500 Industry weights.  Although we do
not hold or  intend to ever hold all of the  stocks  in the S&P 500  Index,  our
stocks are close to S&P 500 Industry  weights. Therefore, our underlying  stocks
will normally  come close to the S&P 500 Index  returns but will vary  somewhat.
Second, we sell individual call options on our underlying stocks. The premium or
money we  receive  from  selling  individual  call  options  is more than can be
received  from selling  index call options.  Third,  option  premiums tend to be
higher in more volatile markets as have occurred over this period.

The  duration  and strike  price of the  options we sell are  determined  by our
proprietary  option analysis,  with the  overall objective  of providing  a risk
level that is approximately 60% of the S&P 500 Index.

A  reasonable  question is why 60%?  That level of risk is higher than bonds and
less than the S&P 500 Index.  We feel this risk level  provides an  advantage to
many  investors.  Two examples:  1. As part of an overall asset  allocation.  An
investor  may  want to  commit a  portion  of  his/her  assets  to the  volatile
technology  sector.  To reduce  volatility  of their overall  portfolio  another
portion of their assets  could be  committed to the DCCF.  If one were to decide
that 40% of their portfolio should be in bonds, a covered call strategy would be
an  alternative  for the bond  allocation.  2. Other  investors may not want the
volatility of the overall market but want a superior return to bonds.  There are
other reasons but the above are the two most common.

We trust the preceding helps you understand our results and investment  process.
We welcome your calls and comments.

We would  also  like to  acknowledge  the  work of Dr.  Sheen  Kassouf  from the
University of  California,  Irvine for his work in the options  area.  His study
`Long Term Investment Alternatives for Fiduciaries - An Analysis of Returns from
Stocks,  Bonds,  and  Optioned  Equities  (1950-1974)'  is  the  basis  for  the
investment  strategy  used  by the  DCCF.  If you  would  like  a copy  of  this
pioneering work, please call or write the advisor.

Thank you for investing with us.




Charles L. Dobson
Portfolio Manager



Dobson Covered Call Fund
Schedule of Investments - July 31, 1999
<TABLE>
<S>                                                              <C>                      <C>

Common Stocks - 100.7%                                            Shares                        Value

BASIC INDUSTRIES - 8.4%
Manufacturers - Diversified - 4.7%
AlliedSignal, Inc. (a)                                                 1,000                       $ 64,687
                                                                                           -----------------

Paper & Forest Products - 3.7%
International Paper, Inc. (a)                                          1,000                         51,125
                                                                                           -----------------

   TOTAL  BASIC  INDUSTRIES                                                                         115,812
                                                                                           -----------------

DURABLES - 3.5%
Autos & Auto Parts - 3.5%
Ford Motor Co. (a)                                                     1,000                         48,625
                                                                                           -----------------

ENERGY - 8.9%
Energy Services - 4.4%
Schlumberger Ltd. (a)                                                  1,000                         60,563
                                                                                           -----------------

Oil & Gas - 4.5%
Royal Dutch Petroleum ADR (a)                                          1,000                         61,000
                                                                                           -----------------

   TOTAL ENERGY                                                                                     121,563
                                                                                           -----------------

FINANCE - 12.5%
Banks - 12.5%
Bank of America Corp. (a)                                              1,000                         66,375
Citigroup, Inc. (a)                                                    1,500                         66,844
Wells Fargo, Inc. (a)                                                  1,000                         39,000
                                                                                           -----------------
                                                                                                    172,219
                                                                                           -----------------
HEALTH - 12.1%
Diversified - 8.5%
American Home Products, Inc. (a)                                       1,000                         51,000
Bristol-Myers Squibb, Inc. (a)                                         1,000                         66,500
                                                                                           -----------------
                                                                                                    117,500
                                                                                           -----------------
Drugs & Pharmaceuticals - 3.6%
Schering-Plough, Inc. (a)                                              1,000                         49,000
                                                                                           -----------------

   TOTAL HEALTH                                                                                     166,500
                                                                                           -----------------

INDUSTRIAL MACHINERY & EQUIPMENT - 4.3%
Industrial Machinery & Equipment - 4.3%
Caterpillar, Inc. (a)                                                  1,000                         58,625
                                                                                           -----------------

MEDIA & LEISURE - 5.0%
Entertainment - 2.0%
Disney (Walt) Co. (a)                                                  1,000                         27,625
                                                                                           -----------------

See accompanying notes which are an integral part of the financial statements

<PAGE>

Dobson Covered Call Fund
Schedule of Investments - July 31, 1999 - continued

Common Stocks - continued                                         Shares                        Value

MEDIA & LEISURE - continued
Restaurants - 3.0%
McDonald's Corp. (a)                                                   1,000                       $ 41,687
                                                                                           -----------------

   TOTAL MEDIA & LEISURE                                                                             69,312
                                                                                           -----------------

NON-DURABLES - 7.6%
Beverages - 4.4%
Coca-Cola Co. (a)                                                      1,000                         60,312
                                                                                           -----------------

Household Products - 3.2%
Gillette Co. (a)                                                       1,000                         43,813
                                                                                           -----------------

   TOTAL NON-DURABLES                                                                               104,125
                                                                                           -----------------

RETAIL & WHOLESALE - 7.0%
Building Supplies - 7.0%
Home Depot, Inc. (a)                                                   1,500                         95,719
                                                                                           -----------------

TECHNOLOGY - 20.3%
Communications Equipment - 4.7%
Lucent Technologies, Inc. (a)                                          1,000                         65,062
                                                                                           -----------------

Computers & Office Equipment - 10.6%
Dell Computer Corp. (a) (b)                                            1,000                         40,875
Hewlett-Packard Co. (a)                                                1,000                        104,688
                                                                                           -----------------
                                                                                                    145,563
                                                                                           -----------------
Electronics - 5.0%
Intel Corp. (a)                                                        1,000                         69,000
                                                                                           -----------------

  TOTAL TECHNOLOGY                                                                                  279,625
                                                                                           -----------------

UTILITIES - 11.1%
Electric Utility - 3.8%
Duke Energy, Inc.                                                      1,000                         52,938
                                                                                           -----------------

Telephone Services - 7.3%
AT&T Corp. (a)                                                         1,000                         51,937
BellSouth Corp. (a)                                                    1,000                         48,000
                                                                                           -----------------
                                                                                                      99,937
                                                                                           -----------------

   TOTAL UTILITIES                                                                                  152,875
                                                                                           -----------------

TOTAL COMMON STOCKS (Cost $1,354,157)                                                             1,385,000
                                                                                           -----------------
See accompanying notes which are an integral part of the financial statements

<PAGE>

Dobson Covered Call Fund
Schedule of Investments - July 31, 1999 - continued

                                                                 Principal
                                                                   Value                         Value
Money Market Securities - 4.7%
Federal Prime Obligation, 4.77% (c) (Cost $64,758)                  $ 64,758                       $ 64,758
                                                                                           -----------------

TOTAL INVESTMENTS - 105.4% (Cost $1,418,915)                                                      1,449,758
                                                                                           -----------------
Other assets less liabilities - (5.4%)                                                              (74,515)
                                                                                           =================
Total Net Assets - 100.0%                                                                       $ 1,375,243
                                                                                           =================
</TABLE>

(a) Security is segregated as collateral for options written.
(b) Non-income producing
(c) Variable rate security; the coupon rate shown represents the rate at
    July 31, 1999.

Call Options Written July 31, 1999
<TABLE>
<S>                                                                              <C>                <C>
                                                                                  Shares
                                                                                  Subject
Common Stocks / Expiration Date @ Exercise Price                                  to Call            Value

AlliedSignal, Inc. / September 1999 @ 70                                           1,000            $ 1,094
American Home Products, Inc. / October 1999 @ 60                                   1,000                937
AT&T Corp. / August 1999 @ 60                                                      1,000                125
Bank of America Corp. / August 1999 @ 75                                           1,000                188
BellSouth Corp. / August 1999 @ 45                                                 1,000              3,437
Bristol-Myers Squibb, Inc. / September 1999 @ 70                                   1,000              2,250
Caterpillar, Inc. / August 1999 @ 60                                               1,000              1,438
Citigroup, Inc. / September 1999 @ 50                                              1,500              1,406
Coca-Cola Co. / August 1999 @ 60                                                   1,000              2,000
Dell Computer Corp. / August 1999 @ 40                                             1,000              2,375
Disney (Walt) Co. / October 1999 @ 30                                              1,000                812
Ford Motor Co. / September 1999 @ 60                                               1,000                250
Gillette Co. / September 1999 @ 55                                                 1,000                125
Hewlett-Packard Co. / August 1999 @ 70                                             1,000             36,125
Home Depot, Inc. / August 1999 @ 65                                                1,500              2,250
Intel Corp. / October 1999 @ 70                                                    1,000              5,000
International Paper, Inc. / October 1999 @ 55                                      1,000              1,875
Lucent Technologies, Inc. / October 1999 @ 65                                      1,000              5,750
McDonald's Corp. / September 1999 @ 45                                             1,000                813
Royal Dutch Petroleum ADR / August 1999 @ 65                                       1,000                312
Schering-Plough, Inc. / August 1999 @ 45                                           1,000              4,500
Schlumberger Ltd. / August 1999 @ 65                                               1,000                625
Wells Fargo, Inc. / October 1999 @ 45                                              1,000                438
                                                                                           -----------------
Total (premiums received $71,908)                                                                  $ 74,125
                                                                                           =================
</TABLE>

See accompanying notes which are an integral part of the financial statements

<PAGE>

<TABLE>
<S>                                                             <C>                 <C>

Dobson Covered Call Fund                                                                  July 31,1999
Statement of Assets & Liabilities

Assets
Investment in securities (cost $1,418,915)                                                 $ 1,449,758
Cash                                                                                                99
Dividends receivable                                                                             1,488
Interest receivable                                                                                397
Receivable from investment advisor
   for reimbursed expenses                                                                      17,642
                                                                                     ------------------
   Total assets                                                                              1,469,384

Liabilities
Accrued investment advisory fee payable                                     $ 986
Accrued distribution fee payable                                            1,035
Other payables and accrued expenses                                        17,995
Covered call options written -
   premiums received $71,908                                               74,125
                                                                 -----------------

   Total liabilities                                                                            94,141
                                                                                     ------------------

Net Assets                                                                                 $ 1,375,243
                                                                                     ==================

Net Assets consist of:
Paid in capital                                                                              1,340,688
Accumulated undistributed net investment income                                                  1,310
Accumulated undistributed net realized gain on investments                                       3,690
Accumulated undistributed net realized gain on options transactions                                929
Net unrealized appreciation on investments                                                      28,626
                                                                                     ------------------

Net Assets, for 127,555 shares                                                             $ 1,375,243
                                                                                     ==================

Net Asset Value

Net Assets
Offering price and redemption price per share ($1,375,243/127,555)                             $ 10.78
                                                                                     ==================
</TABLE>

See accompanying notes which are an integral part of the financial statements

<PAGE>

Dobson Covered Call Fund
Statement of Operations for the period March 24, 1999
   (Commencement of Operations) to July 31, 1999

<TABLE>
<S>                                                                  <C>                 <C>

Investment Income
Dividend income                                                                                  $ 4,471
Interest income                                                                                    3,053
                                                                                          ---------------
Total Income                                                                                       7,524


Expenses
Investment advisory fees                                                            $ -
Administration fees                                                              10,625
Legal fees                                                                        8,488
Transfer agent fees                                                               6,023
Audit fees                                                                        5,500
Pricing & bookkeeping fees                                                        3,896
Custodian fees                                                                    2,087
Shareholder reports                                                               1,352
Trustees' fees                                                                    1,083
Distribution fees                                                                 1,035
Registration fees                                                                   256
Miscellaneous                                                                       119
                                                                      ------------------
Total expenses before reimbursement                                              40,464
Reimbursed expenses                                                             (34,250)
                                                                      ------------------
Total operating expenses                                                                           6,214
                                                                                          ---------------
Net Investment Income                                                                              1,310
                                                                                          ---------------

Realized & Unrealized Gain (Loss)
Net realized gain on investment securities                                        3,690
Net realized gain on options transactions                                           929
Change in net unrealized appreciation (depreciation)
   on investment securities                                                      28,626
                                                                      ------------------
Net gain on investment securities                                                                 33,245
                                                                                          ---------------
Net increase in net assets resulting from operations                                            $ 34,555
                                                                                          ===============
</TABLE>

See accompanying notes which are an integral part of the financial statements

<PAGE>

Dobson Covered Call Fund
Statement of Changes in Net Assets for the period March 24, 1999
   (Commencement of Operations) to July 31, 1999




Increase (Decrease) in Net Assets
Operations
   Net investment income                                                 $ 1,310
   Net realized gain on investment securities                              3,690
   Net realized gain on options transactions                                 929
   Change in net unrealized appreciation (depreciation)                   28,626
                                                                  --------------
   Net increase in net assets resulting from operations                   34,555
                                                                  --------------
Share Transactions
   Net proceeds from sale of shares                                    1,340,688
                                                                  --------------
Net increase in net assets resulting
   from share transactions                                             1,340,688
                                                                  --------------
   Total increase in net assets                                        1,375,243
                                                                  --------------

Net Assets
   Beginning of period                                                        -
                                                                  --------------
   End of period [including accumulated undistributed net
      investment income of $1,310]                                   $ 1,375,243
                                                                  ==============

See accompanying notes which are an integral part of the financial statements

<PAGE>

Dobson Covered Call Fund
Financial Highlights for the period March 24, 1999
   (Commencement of Operations) to July 31, 1999




Selected Per Share Data
Net asset value, beginning of period                     $ 10.00
                                                   --------------
Income from investment operations
   Net investment income                                    0.01
   Net realized and unrealized gain                         0.77
                                                   --------------
Total from investment operations                            0.78
                                                   --------------

Net asset value, end of period                           $ 10.78
                                                   ==============

Total Return (b)                                           7.80%

Ratios and Supplemental Data
Net assets, end of period (000)                           $1,375
Ratio of expenses to average net assets                    1.50% (a)
Ratio of expenses to average net assets
   before reimbursement                                    9.77% (a)
Ratio of net investment income to
   average net assets                                      0.32% (a)
Ratio of net investment income to
   average net assets before reimbursement               (7.95)% (a)
Portfolio turnover rate                                   47.01% (a)

(a)  Annualized
(b)  For periods of less than a full year, total returns are not annualized.

See accompanying notes which are an integral part of the financial statements

<PAGE>

                            Dobson Covered Call Fund
                          Notes to Financial Statements
                                  July 31, 1999

NOTE 1.  ORGANIZATION

     Dobson  Covered  Call Fund (the  "Fund") was  organized  as a series of the
AmeriPrime  Funds,  an Ohio business trust (the "Trust"),  on March 22, 1999 and
commenced  operations  on March  24,  1999.  The Fund is  registered  under  the
Investment Company Act of 1940, as amended, as a diversified open-end management
investment company.  The Fund's investment objective is to achieve above average
return  consistent  with lower risk than the S&P 500 Index.  The  Declaration of
Trust permits the Trustees to issue an unlimited  number of shares of beneficial
interest of separate series without par value.

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES

     The following is a summary of significant  accounting  policies followed by
the Fund in the preparation of its financial statements.

Securities  Valuations-  Securities  which are traded on any  exchange or on the
NASDAQ over-the-counter market are valued at the last quoted sale price. Lacking
a last sale price,  a security is valued at its last bid price except  when,  in
the  Advisor's  opinion,  the last bid price  does not  accurately  reflect  the
current value of the security.  All other securities for which  over-the-counter
market quotations are readily available are valued at their last bid price. When
market  quotations are not readily  available,  when the Advisor  determines the
last bid price does not accurately  reflect the current value or when restricted
securities  are being valued,  such  securities are valued as determined in good
faith by the Advisor,  in conformity with  guidelines  adopted by and subject to
review of the Board of Trustees of the Trust (the "Board").

     Fixed income  securities  generally are valued by using market  quotations,
but may be valued on the basis of prices furnished by a pricing service when the
Advisor  believes such prices  accurately  reflect the fair market value of such
securities.  A pricing service  utilizes  electronic data processing  techniques
based on yield spreads  relating to securities with similar  characteristics  to
determine prices for normal institutional-size  trading units of debt securities
without regard to sale or bid prices. When prices are not readily available from
a pricing service,  or when restricted or illiquid  securities are being valued,
securities  are valued at fair value as determined in good faith by the Advisor,
subject  to  review  of  the  Board.   Short-term  investments  in  fixed-income
securities  with  maturities  of less  than  60 days  when  acquired,  or  which
subsequently  are within 60 days of maturity,  are valued by using the amortized
cost method of valuation,  which the Board has  determined  will  represent fair
value.

Option  writing- When the Fund writes an option,  an amount equal to the premium
received by the Fund is recorded as a liability and is subsequently  adjusted to
the current fair value of the option  written.  Premiums  received  from writing
options that expire  unexercised  are treated by the Fund on the expiration date
as realized gains from

<PAGE>

                            Dobson Covered Call Fund
                          Notes to Financial Statements
                            July 31, 1999 - continued

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES - continued

investments. The difference between the premium and the amount paid on effecting
a closing purchase transaction, including brokerage commissions, is also treated
as a realized  gain,  or if the  premium  is less than the  amount  paid for the
closing purchase transaction, as a realized loss. If a call option is exercised,
the premium is added to the proceeds from the sale of the underlying security or
currency in  determining  whether the Fund has realized a gain or loss. If a put
option is  exercised,  the  premium  reduces  the cost  basis of the  securities
purchased by the fund.  The Fund as writer of an option bears the market risk of
an  unfavorable  change  in the price of the  security  underlying  the  written
option.

Federal  Income  Taxes- The Fund  intends to qualify  each year as a  "regulated
investment  company" under the Internal Revenue Code of 1986, as amended.  By so
qualifying,  the Fund will not be subject to federal  income taxes to the extent
that it  distributes  substantially  all of its net  investment  income  and any
realized capital gains.

Dividends and Distributions- The Fund intends to distribute substantially all of
its net investment  income as dividends to its  shareholders on an annual basis.
The Fund  intends to  distribute  its net  long-term  capital  gains and its net
short-term capital gains at least once a year.

Other- The Fund follows industry  practice and records security  transactions on
the trade date. The specific identification method is used for determining gains
or losses for financial  statements and income tax purposes.  Dividend income is
recorded on the  ex-dividend  date and interest income is recorded on an accrual
basis.  Discounts  and premiums on securities  purchased are amortized  over the
life of the respective securities.

NOTE 3. FEES AND OTHER TRANSACTIONS WITH AFFILIATES

     The Fund retains Dobson Capital Management, Inc., (the "Advisor") to manage
the Fund's investments.  The Advisor is a California corporation  established in
September  1998.  Charles  L.  Dobson  is  the  president,   Director  and  sole
shareholder  of the advisor,  and is primarily  responsible  for the  day-to-day
management of the Fund's portfolio.

     Under the terms of the management agreement, (the "Agreement"), the Advisor
manages the Fund's investments subject to approval of the Board of Trustees.  As
compensation  for its  management  services,  the Fund is  obligated  to pay the
Advisor a fee computed  and accrued  daily and paid monthly at an annual rate of
0.80% of the  average  daily  net  assets  of the Fund,  less the  amount  total
operating expenses, including management fees, exceed 1.50% of the average value
of its daily net  assets,  to the extent the  management  fee equals  zero.  The
remaining portion of expenses will be reimbursed by the Advisor.  For the period
March 24, 1999 (commencement of operations) to

<PAGE>

                            Dobson Covered Call Fund
                          Notes to Financial Statements
                            July 31, 1999 - continued

NOTE 3. FEES AND OTHER TRANSACTIONS WITH AFFILIATES - continued

July 31, 1999,  the Advisor  received  fees of $0 from the Fund.  For the period
March 24,  1999  (commencement  of  operations)  to July 31,  1999,  the Advisor
reimbursed  expenses of $34,250.  Certain  officers and directors of the Advisor
are also officers and directors of the Trust.

     The Fund retains AmeriPrime Financial Services,  Inc. (the "Administrator")
to manage the Fund's business  affairs and provide the Fund with  administrative
services,  including all regulatory reporting and necessary office equipment and
personnel.  For the period from March 24, 1999  (commencement  of operations) to
July 31, 1999, the  Administrator  received fees of $10,625 from the Advisor for
administrative services provided to the Fund.

     The Fund retains AmeriPrime Financial Securities,  Inc. ("the Distributor")
to act as the principal distributor of the Fund's shares. The Fund has adopted a
plan,  pursuant to Rule 12b-1 under the  Investment  Company Act of 1940,  which
permits  the  Fund  to  pay  directly,  or  reimburse  the  Fund's  Advisor  and
Distributor,   for  certain  distribution  and  promotion  expenses  related  to
marketing its shares,  in an amount not to exceed 0.25% of the average daily net
assets of the Fund.  There were no payments made to the  Distributor  from March
24, 1999  (commencement  of  operations)  to July 31, 1999.  Certain  members of
management  of the  Administrator  and  the  Distributor  are  also  members  of
management of the AmeriPrime Trust.

NOTE 4.  SHARE TRANSACTIONS

     As of July 31, 1999,  there were an unlimited  number of authorized  shares
for the Fund. Paid in capital at July 31, 1999 was $1,340,688.

     Transactions in shares were as follows:

                                    For the period March 24, 1999 (Commencement
                                          of Operations) to July 31, 1999

                                           Shares                 Dollars

Shares sold                               127,555               $1,340,688
Shares  redeemed                               -                        -
                                          -------               ----------
                                          127,555               $1,340,688
                                          =======               ==========

<PAGE>

                            Dobson Covered Call Fund
                          Notes to Financial Statements
                            July 31, 1999 - continued

NOTE 5.  INVESTMENTS

     For the period from March 24, 1999  (commencement  of  operations)  through
July  31,  1999,  purchases  and  sales of  investment  securities,  other  than
short-term investments,  aggregated $1,495,403 and $144,935, respectively. As of
July 31, 1999, the gross  unrealized  appreciation  for all  securities  totaled
$134,179  and the  gross  unrealized  depreciation  for all  securities  totaled
$105,553 for a net  unrealized  appreciation  of $28,626.  The aggregate cost of
securities for federal income tax purposes at July 31, 1999 was $1,418,915.

NOTE 6. ESTIMATES

     Preparation of financial  statements in accordance with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect the reported  amounts of assets and liabilities and the reported  amounts
of revenues and expenses  during the  reporting  period.  Actual  results  could
differ from those estimates.

NOTE 7. RELATED PARTY TRANSACTIONS

     The Advisor is not a registered  broker-dealer  of securities and thus does
not receive  commissions  on trades made on behalf of the Fund.  The  beneficial
ownership,  either  directly  or  indirectly,  of more  than  25% of the  voting
securities of a Fund creates a presumption of control of the Fund, under Section
2(a)(9) of the Investment  Company Act of 1940. As of July 31, 1999,  Charles L.
Dobson, President of the Advisor,  beneficially owned in aggregate more than 78%
of the Fund.


NOTE 8. CALL OPTIONS WRITTEN

     As of July 31, 1999, portfolio securities valued at $1,332,062 were held in
escrow by the custodian as cover for call options written by the Fund.

     Transactions   in  options   written  during  the  period  March  24,  1999
(commencement of operations) to July 31, 1999 were as follows:

                                                     Number of        Premiums
                                                     Contracts        Received
 Options written                                        420           $113,590
 Options terminated in closing purchase transactions    (90)           (21,122)
 Options expired                                        (70)           (12,380)
 Options exercised                                      (20)            (8,180)
                                                     ---------        --------
 Options outstanding at July 31, 1999                   240           $ 71,908
                                                     =========        ========

<PAGE>

                            Dobson Covered Call Fund
                          Notes to Financial Statements
                            July 31, 1999 - continued

NOTE 9. YEAR 2000 ISSUE

     Like  other  mutual  funds,   financial  and  business   organizations  and
individuals  around  the  world,  the Fund could be  adversely  affected  if the
computer systems used by the Advisor,  Administrator or other service  providers
to the Fund do not properly process and calculate  date-related  information and
data from and after  January 1, 2000.  This is commonly  known as the "Year 2000
Issue."  The Advisor and  Administrator  have taken steps that they  believe are
reasonably  designed  to address  the Year 2000 Issue with  respect to  computer
systems that are used and to obtain reasonable  assurances that comparable steps
are being taken by each of the Fund's  major  service  providers.  At this time,
however,  there can be no assurance that these steps will be sufficient to avoid
any  adverse  impact on the Fund.  In  addition,  the  Advisor  cannot  make any
assurances  that the Year 2000 Issue will not affect the  companies in which the
Fund invests or worldwide markets and economies.


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission