AMERIPRIME FUNDS
N-30D, 2000-10-10
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Dear Fellow Shareholders:

We are pleased to present the second  annual  report of the Dobson  Covered Call
Fund (DCCF).  For the twelve month period  ending July 31, 2000 the Fund's total
return was 3.59% and the average annual return since  inception was 8.43%.  This
compares with 8.97% and 10.98%,  respectively,  for the S&P 500 Index.  The Fund
achieved  these results with a volatility  or risk level that was  approximately
72% of the S&P 500 Index.

                                      DCCF              S&P 500 INDEX

    Average Annual Return
    Since Inception                   8.43%                 10.98%
    One year                          3.59%                  8.97%
    Standard Deviation (risk level)   3.06                   4.27

                                [OBJECT OMITTED]

                                      DCCF              S&P 500 INDEX

03/24/99                             $10,000               $10,000
03/31/99                             $10,390               $10,104
04/30/99                             $10,700               $10,495
05/31/99                             $10,610               $10,247
06/30/99                             $10,960               $10,811
07/31/99                             $10,780               $10,474
08/31/99                             $10,890               $10,421
09/30/99                             $10,630               $10,138
10/31/99                             $11,040               $10,779
11/30/99                             $11,140               $10,998
12/31/99                             $11,104               $11,645
01/31/00                             $10,843               $11,060
02/29/00                             $10,330               $10,851
03/31/00                             $11,167               $11,913
04/30/00                             $11,355               $11,554
05/31/00                             $11,345               $11,316
06/30/00                             $11,261               $11,595
07/31/00                             $11,167               $11,414


This graph shows the value of a  hypothetical  initial  investment of $10,000 in
the Fund and the S&P 500 Index on March  24,  1999  (inception  of the Fund) and
held through July 31, 2000. The S&P 500 Index is a widely  recognized  unmanaged
index of common stock prices.  The Index returns do not reflect expenses,  which
have been deducted from the Fund's return. These performance figures include the
change in value of the stocks in the indices plus the  reinvestment of dividends
and are not annualized.  THE FUND'S RETURN  REPRESENTS PAST PERFORMANCE AND DOES
NOT PREDICT FUTURE RESULTS.

                                [OBJECT OMITTED]

                                      DCCF              S&P 500 Index

Standard deviation (risk level)       3.06                  4.27


Before we analyze the  markets  over the past  twelve  months,  let us say a few
words about  comparisons.  We have chosen to compare the Fund's results with the
S&P 500 Index  because  the S&P 500 Index is one of the most  widely  recognized
benchmarks and, it is instructive in showing how the Fund performed  compared to
the broad market.  Most rating services,  such as Lipper, will place the Fund in
the Equity Income  category or Large Cap Value  category.  Those Lipper  Indexes
returned -3.59% and 0.01%, respectively, over the past twelve months. We believe
the  Equity  Income  category  is the  correct  category  because  of the income
generated from selling individual call options.

Getting back to the market, this past year has been one of the strangest markets
we have seen in years.  The  explosiveness  of the technology  industry has been
especially  amazing.  From July 31,  1999 to December  31,  1999 the  technology
industry  appreciated over 40%. The next highest group was the consumer cyclical
industry,  which appreciated  approximately 10%. (Numbers are from the Dow Jones
U. S. Total Market  Industry  Groups that appear  weekly in  Barron's.) We point
this out because when one particular  industry  group,  especially one that is a
large percentage of the S&P 500 Index,  appreciates rapidly in a short period of
time,  the Fund will tend to  under-perform  the Index.  Let's show this with an
example. Assume a stock is priced at $50 and we can sell an option with a strike
price of $50 for $5. (Strike price is the price that the purchaser of the option
can buy the stock).  If the stock  appreciates 20% to $60 the optioned  strategy
will  appreciate 10%. The purchaser of the option will exercise it by paying the
seller $50 for the stock.  The seller  also keeps the $5 premium  the  purchaser
paid.  The seller of the option now has $55,  10% higher  than the $50  original
price of the stock.

Keep in mind that if the stock in our example only  appreciated  10%, the return
of the optioned  strategy would have been the same as the  underlying  stock but
with less risk. For any appreciation less than 10% in our example,  the optioned
strategy would have been superior.

The next step is to apply our example to the Fund's performance.  Looking at the
period from  inception  on March 24,  1999  through  December  31, 1999 the Fund
appreciated 11% while the S&P 500 Index appreciated 17.5%. From July 31, 1999 to
December  31,  1999  the S&P 500  Index  appreciated  over  11%  while  the Fund
appreciated  just over 3%.  Remember that over this short period the  technology
industry  appreciated over 40%. As our example showed, the Fund will lag the S&P
500 Index when it  appreciates  rapidly over a short period of time. Our example
also  suggests  that the Fund will do better than the S&P 500 Index in a flat or
declining  market.  For the first seven months of this year the Fund appreciated
 .57% while the S&P 500 Index  declined 2%. This is what should be expected  from
the Fund and what our example showed would happen.

The purpose of the above  discussion is to explain in some detail how the Fund's
optioned strategy works but more importantly to show that the Fund is performing
just as  expected.  It should also be pointed out that a covered  call  strategy
reduces the  volatility or risk.  Looking at the standard  deviation of returns,
the Fund is 71.6% as volatile as the S&P 500 Index while capturing approximately
80% of the return of the S&P 500 Index.

Looking forward,  we do not expect the market to appreciate as rapidly as it did
from 1996 to 1999.  We expect  the market to return to its  historical  rates of
8-10% a year.  Technology will still be a leader,  but with stock  valuations so
high in this industry,  appreciation  in technology  stocks will  moderate.  The
other factor we see that will moderate stock  appreciation is competition.  With
the  increasing  globalization  of the economy many more firms will be competing
for the same business.  Competition will moderate profits and, therefore,  stock
appreciation.  Reviewing  the  example  above and the  Fund's  results  to date,
historical  market  returns  will be very  favorable  for the  Fund and its risk
reducing strategy.

Finally,  it is sometimes  difficult to see the  performance on a relatively new
fund like this one. We suggest that you view www.maxfunds.com and enter the name
Dobson. This will show you daily price changes and other analyses.

We thank you for investing  with us. Please don't  hesitate to contact us if you
have questions or comments.

Charles L. Dobson
Portfolio Manager

<PAGE>
<TABLE>
<CAPTION>
DOBSON COVERED CALL FUND
SCHEDULE OF INVESTMENTS  - JULY 31, 2000
<S>                                                                        <C>                       <C>
COMMON STOCKS - 95.0%                                                        SHARES                        VALUE

AEROSPACE & DEFENSE - 3.2%
AEROSPACE & DEFENSE - 3.2%
Boeing Co. (a)                                                                    1,000                       $ 49,000
                                                                                                      -----------------
BASIC INDUSTRIES - 2.2%
PAPER & FOREST PRODUCTS - 2.2%
International Paper Co. (a)                                                       1,000                         34,000
                                                                                                      -----------------
DURABLES - 6.7%
AUTOS & AUTO PARTS - 3.1%
Ford Motor Co. (a)                                                                1,000                         46,563
Visteon Corp.                                                                       131                          1,833
                                                                                                      -----------------
                                                                                                                48,396
                                                                                                      -----------------
PHOTOGRAPHIC EQUIPMENT & SUPPLIES - 3.6%
Eastman Kodak Co. (a)                                                             1,000                         54,875
                                                                                                      -----------------

   TOTAL DURABLES                                                                                              103,271
                                                                                                      -----------------
ENERGY - 8.6%
ENERGY SERVICES - 4.8%
Schlumberger Ltd. (a)                                                             1,000                         73,937
                                                                                                      -----------------
OIL & GAS - 3.8%
Royal Dutch Petroleum Co. (a) (d)                                                 1,000                         58,250
                                                                                                      -----------------

   TOTAL ENERGY                                                                                                132,187
                                                                                                      -----------------
FINANCE - 13.6%
BANKS - 10.4%
Bank of America Corp. (a)                                                         1,000                         47,375
Citigroup, Inc. (a)                                                               1,000                         70,563
Wells Fargo & Co. (a)                                                             1,000                         41,312
                                                                                                      -----------------
                                                                                                               159,250
                                                                                                      -----------------
FEDERAL & FEDERALLY-SPONSORED CREDIT AGENCIES - 3.2%
Federal National Mortgage Assoc. (a)                                              1,000                         49,875
                                                                                                      -----------------

   TOTAL FINANCE                                                                                               209,125
                                                                                                      -----------------
HEALTH - 9.5%
DIVERSIFIED - 6.7%
American Home Products Corp. (a)                                                  1,000                         53,062
Bristol-Myers Squibb Co. (a)                                                      1,000                         49,625
                                                                                                      -----------------
                                                                                                               102,687
                                                                                                      -----------------

DOBSON COVERED CALL FUND
SCHEDULE OF INVESTMENTS  - JULY 31, 2000 - CONTINUED

COMMON STOCKS - CONTINUED                                                     SHARES                        VALUE

HEALTH - CONTINUED
DRUGS & PHARMACEUTICALS - 2.8%
Schering-Plough Corp. (a)                                                         1,000                       $ 43,188
                                                                                                      -----------------

   TOTAL HEALTH                                                                                                145,875
                                                                                                      -----------------
INDUSTRIAL MACHINERY & EQUIPMENT - 2.2%
INDUSTRIAL MACHINERY & EQUIPMENT - 2.2%
Caterpillar, Inc. (a)                                                             1,000                         34,063
                                                                                                      -----------------
MEDIA & LEISURE - 4.5%
ENTERTAINMENT - 2.5%
Disney (Walt) Co. (a)                                                             1,000                         38,687
                                                                                                      -----------------

RESTAURANTS - 2.0%
McDonald's Corp. (a)                                                              1,000                         31,500
                                                                                                      -----------------

   TOTAL MEDIA & LEISURE                                                                                        70,187
                                                                                                      -----------------
NON-DURABLES - 8.5%
BEVERAGES - 4.0%
Coca-Cola Co. (a)                                                                 1,000                         61,312
                                                                                                      -----------------
FOODS - 2.6%
Heinz (H.J.) Co. (a)                                                              1,000                         39,938
                                                                                                      -----------------
HOUSEHOLD PRODUCTS - 1.9%
Gillette Co. (a)                                                                  1,000                         29,188
                                                                                                      -----------------

   TOTAL NON-DURABLES                                                                                          130,438
                                                                                                      -----------------
RETAIL & WHOLESALE - 3.4%
BUILDING SUPPLIES - 3.4%
Home Depot, Inc. (a)                                                              1,000                         51,750
                                                                                                      -----------------
TECHNOLOGY - 21.2%
COMMUNICATIONS EQUIPMENT - 11.3%
Cisco Systems, Inc. (a) (b)                                                       2,000                        130,875
Lucent Technologies, Inc. (a)                                                     1,000                         43,750
                                                                                                      -----------------
                                                                                                               174,625
                                                                                                      -----------------
COMPUTER SERVICES & SOFTWARE - 4.9%
Oracle Corp. (a) (b)                                                              1,000                         75,188
                                                                                                      -----------------

DOBSON COVERED CALL FUND
SCHEDULE OF INVESTMENTS  - JULY 31, 2000 - CONTINUED

COMMON STOCKS - CONTINUED                                                     SHARES                        VALUE

TECHNOLOGY - CONTINUED
COMPUTERS & OFFICE EQUIPMENT - 2.8%
Dell Computer Corp. (a) (b)                                                       1,000                       $ 43,937
                                                                                                      -----------------
ELECTRONIC INSTRUMENTS - 2.2%
Honeywell International, Inc. (a)                                                 1,000                         33,625
                                                                                                      -----------------

  TOTAL TECHNOLOGY                                                                                             327,375
                                                                                                      -----------------
UTILITIES - 11.4%
ELECTRIC UTILITY - 4.0%
Duke Energy Corp.                                                                 1,000                         61,687
                                                                                                      -----------------
TELEPHONE SERVICES - 7.4%
AT&T Corp. (a)                                                                    1,000                         30,938
BellSouth Corp. (a)                                                               1,000                         39,812
SBC Communications, Inc. (a)                                                      1,000                         42,563
                                                                                                      -----------------
                                                                                                               113,313
                                                                                                      -----------------

   TOTAL UTILITIES                                                                                             175,000
                                                                                                      -----------------

TOTAL COMMON STOCKS (COST $1,561,027)                                                                        1,462,271
                                                                                                      -----------------

                                                                            PRINCIPAL
                                                                              VALUE                         VALUE

Money Market Securities - 2.9%
Federated Prime Obligations Fund, 6.11% (c) (Cost $44,898)                       44,898                       $ 44,898
                                                                                                      -----------------

TOTAL INVESTMENTS - 97.9% (COST $1,605,925)                                                                  1,507,169
                                                                                                      -----------------
OTHER ASSETS LESS LIABILITIES - 2.1%                                                                            32,743
                                                                                                      -----------------
TOTAL NET ASSETS - 100.0%                                                                                  $ 1,539,912
                                                                                                      =================


(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, 2000.
(d) New York Registry

CALL OPTIONS WRITTEN JULY 31, 2000

                                                                                             SHARES
                                                                                             SUBJECT
COMMON STOCKS / EXPIRATION DATE @ EXERCISE PRICE                                             TO CALL          VALUE

AT&T Corp. / October 2000 @ 40                                                                1,000              $ 500
American Home Products Corp. / September 2000 @ 60                                            1,000              1,063
Bank of America Corp. / August 2000 @ 55                                                      1,000                125
BellSouth Corp. / August 2000 @ 50                                                            1,000                 62
Boeing Co. / August 2000 @ 40                                                                 1,000              9,250
Bristol-Myers Squibb Co. / September 2000 @ 60                                                1,000                625
Caterpillar, Inc. / August 2000 @ 45                                                          1,000                187
Cisco Systems, Inc. / August 2000 @ 65                                                        1,000              4,000
Cisco Systems, Inc. / August 2000 @ 70                                                        1,000              1,750
Citigroup, Inc. / September 2000 @ 70                                                         1,000              3,625
Coca-Cola Co. / August 2000 @ 55                                                              1,000              7,125
Dell Computer Corp. / August 2000 @ 50                                                        1,000                500
Disney (Walt) Co. / October 2000 @ 40                                                         1,000              2,063
Eastman Kodak Co. / October 2000 @ 60                                                         1,000              1,625
Federal National Mortgage Assoc. / August 2000 @ 60                                           1,000                 62
Ford Motor Co. / Aug 2000 @ 50                                                                1,000                563
Gillette Co. / September 2000 @ 35                                                            1,000                313
Heinz (H.J.) Co. / September 2000 @ 45                                                        1,000                344
Home Depot, Inc. / August 2000 @ 60                                                           1,000                187
Honeywell International, Inc. / September 2000 @ 55                                           1,000                188
International Paper, Inc. / October 2000 @ 40                                                 1,000                875
Lucent Technologies, Inc. / October 2000 @ 60                                                 1,000                500
McDonald's Corp. / September 2000 @ 35                                                        1,000                562
Oracle Corp. / August 2000 @ 75                                                               1,000              4,500
Royal Dutch Petroleum Co. / September 2000 @ 60                                               1,000              1,250
SBC Communications, Inc. / October 2000 @ 55                                                  1,000                437
Schering-Plough Corp. / August 2000 @ 50                                                      1,000                187
Schlumberger Ltd. / August 2000 @ 80                                                          1,000                938
Wells Fargo & Co. / September  2000 @ 45                                                      1,000              1,000
                                                                                                      -----------------

Total (premiums received $66,545)                                                                             $ 44,406
                                                                                                      =================
</TABLE>
<PAGE>
<TABLE>
<S>                                                             <C>                <C>
DOBSON COVERED CALL FUND                                                             JULY 31, 2000
STATEMENT OF ASSETS & LIABILITIES

ASSETS

Investment in securities (cost $1,605,925)                                                  $ 1,507,169
Cash                                                                                                 77
Dividends receivable                                                                              2,219
Interest receivable                                                                                 434
Receivable for securities sold                                                                   79,967
Receivable from investment advisor
   for reimbursed expenses                                                                       10,074
                                                                                     -------------------
   TOTAL ASSETS                                                                               1,599,940

LIABILITIES

Accrued distribution fee payable                                          $ 2,322
Other payables and accrued expenses                                        13,300
Covered call options written -
   (premiums received $66,545)                                             44,406
                                                                 -----------------
   TOTAL LIABILITIES                                                                             60,028
                                                                                     -------------------

NET ASSETS                                                                                  $ 1,539,912
                                                                                     ===================

Net Assets consist of:
Paid in capital                                                                               1,521,044
Accumulated undistributed net investment income                                                   4,211
Accumulated undistributed net realized gain on investments                                       91,274
Net unrealized depreciation on investments                                                      (76,617)
                                                                                     -------------------

NET ASSETS, for 144,342 shares                                                              $ 1,539,912
                                                                                     ===================

NET ASSET VALUE

Net Assets
Offering price and redemption price per share ($1,539,912 / 144,342)                            $ 10.67
                                                                                     ===================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
DOBSON COVERED CALL FUND
STATEMENT OF OPERATIONS FOR THE
YEAR ENDED JULY 31, 2000
<S>                                                                  <C>               <C>
INVESTMENT INCOME
Dividend income                                                                                 $ 22,382
Interest income                                                                                    4,703
                                                                                          ---------------
TOTAL INCOME                                                                                      27,085


EXPENSES
Investment advisory fees                                                              0
Administration fees                                                              30,000
Transfer agent fees                                                              14,126
Custodian fees                                                                   11,270
Pricing & bookkeeping fees                                                        9,700
Audit fees                                                                        5,200
Legal fees                                                                        5,025
Distribution fees                                                                 1,287
Trustees' fees                                                                    2,055
Shareholder reports                                                               1,507
Registration fees                                                                 1,340
Insurance expense                                                                   366
                                                                      ------------------
Total expenses before reimbursement                                              81,876
Reimbursed expenses                                                             (59,422)
                                                                      ------------------
Total operating expenses                                                                          22,454
                                                                                          ---------------
NET INVESTMENT INCOME                                                                              4,631
                                                                                          ---------------

REALIZED & UNREALIZED GAIN (LOSS)
Net realized gain on investment securities                                       88,905
Net realized gain on options transactions                                        64,001
Change in net unrealized appreciation (depreciation)
   on investment securities                                                    (105,243)
                                                                      ------------------
Net gain on investment securities & options transactions                                          47,663
                                                                                          ---------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                                            $ 52,294
                                                                                          ===============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
DOBSON COVERED CALL FUND
STATEMENT OF CHANGES IN NET ASSETS
<S>                                                                          <C>                      <C>

                                                                                     FOR THE                   FOR THE
                                                                                   YEAR ENDED               PERIOD ENDED
                                                                                  JULY 31, 2000           JULY 31, 1999 (A)
                                                                               --------------------     ----------------------
Increase (Decrease) in Net Assets
OPERATIONS
   Net investment income                                                                   $ 4,631                    $ 1,310
   Net realized gain on investment securities                                               88,905                      3,690
   Net realized gain on options transactions                                                64,001                        929
   Change in net unrealized appreciation (depreciation)                                   (105,243)                    28,626
                                                                               --------------------     ----------------------
   Net increase in net assets resulting from operations                                     52,294                     34,555
                                                                               --------------------     ----------------------
DISTRIBUTIONS TO SHAREHOLDERS
   From investment income                                                                   (1,730)                         0
   From net realized gain                                                                  (66,251)                         0
                                                                               --------------------     ----------------------
   Total Distributions                                                                     (67,981)                         0
                                                                               --------------------     ----------------------
SHARE TRANSACTIONS
   Net proceeds from sale of shares                                                        251,616                  1,340,688
   Shares issued in reinvestment                                                            67,981                          0
   Shares redeemed                                                                        (139,241)                         0
                                                                               --------------------     ----------------------
NET INCREASE IN NET ASSETS RESULTING
   FROM SHARE TRANSACTIONS                                                                 180,356                  1,340,688
                                                                               --------------------     ----------------------
   TOTAL INCREASE IN NET ASSETS                                                            164,669                  1,375,243
                                                                               --------------------     ----------------------
Net Assets
   Beginning of period                                                                   1,375,243                          0
                                                                               --------------------     ----------------------
   End of period [including accumulated undistributed net
      investment income of $4,211 and $1,310, respectively]                            $ 1,539,912                $ 1,375,243
                                                                               ====================     ======================

(a)  March 24, 1999 (commencement of operations) to July 31, 1999
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
DOBSON COVERED CALL FUND
FINANCIAL HIGHLIGHTS
<S>                                               <C>                         <C>
                                                         FOR THE                     FOR THE
                                                        YEAR ENDED                 PERIOD ENDED
                                                      JULY 31, 2000             JULY 31, 1999 (C)
                                                   ---------------------       --------------------
SELECTED PER SHARE DATA
Net asset value, beginning of period                            $ 10.78                    $ 10.00
                                                   ---------------------       --------------------
Income from investment operations
   Net investment income                                           0.03                       0.01
   Net realized and unrealized gain                                0.35                       0.77
                                                   ---------------------       --------------------
Total from investment operations                                   0.38                       0.78
                                                   ---------------------       --------------------
Less Distributions
   From net investment income                                     (0.01)                      0.00
   From net realized gain                                         (0.48)                      0.00
                                                   ---------------------       --------------------
Total Distributions                                               (0.49)                      0.00
                                                   ---------------------       --------------------
Net asset value, end of period                                  $ 10.67                    $ 10.78
                                                   =====================       ====================

TOTAL RETURN                                                      3.59%                      7.80%  (b)

RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period (000)                                  $1,540                     $1,375
Ratio of expenses to average net assets                           1.50%                      1.50%  (a)
Ratio of expenses to average net assets
   before reimbursement                                           5.47%                      9.77%  (a)
Ratio of net investment income to
   average net assets                                             0.31%                      0.32%  (a)
Ratio of net investment income to
   average net assets before reimbursement                       (3.66)%                    (7.95)% (a)
Portfolio turnover rate                                          31.75%                     47.01%  (a)

(a)  Annualized
(b)  For a period of less than a full year, the total return is not annualized.
(c)  March 24, 1999 (commencement of operations) to July 31, 1999
</TABLE>
<PAGE>
                            DOBSON COVERED CALL FUND
                          NOTES TO FINANCIAL STATEMENTS
                                  JULY 31, 2000

NOTE 1.  ORGANIZATION

      Dobson  Covered  Call Fund (the  "Fund") was  organized as a series of the
AmeriPrime  Funds (the  "Trust") on March 22, 1999 and  commenced  operations on
March 24, 1999. The Trust is established  under the laws of Ohio by an Agreement
and Declaration of Trust dated August 8, 1995 (the "Trust Agreement").  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 total return over the long term.  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 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.

                            DOBSON COVERED CALL FUND
                          NOTES TO FINANCIAL STATEMENTS
                            JULY 31, 2000 - CONTINUED

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

     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 year
ended July 31, 2000, the Advisor received fees of $0 from the Fund. For the year
ended July 31, 2000, the Advisor reimbursed expenses of $59,422. The director of
the Advisor is also a shareholder of the Fund.

     The Fund retains AmeriPrime Financial Services, Inc. (the "Administrator"),
a wholly owned  subsidiary of Unified  Financial  Services,  Inc., to manage the
Fund's  business  affairs  and provide  the Fund with  administrative  services,
including all regulatory reporting and necessary office equipment and personnel.
The  Administrator  receives a monthly fee from the Fund equal to an annual rate
of 0.10% of the Fund's  assets  under $50 million,  0.075% of the Fund's  assets
from $50  million to $100  million,  and 0.050% of the Fund's  assets  over $100
million (subject to a minimum fee of $2,500 per month).  For the year ended July
31,  2000,  the  Administrator  received  fees of  $30,000  from  the  Fund  for
administrative services provided to the Fund.

     The Fund retains Unified Fund Services,  Inc.  ("Unified"),  a wholly owned
subsidiary of Unified  Financial  Services,  Inc., to act as the Fund's transfer
agent and fund accountant.  For its services as transfer agent, Unified receives
a  monthly  fee from the Fund of $1.20  per  shareholder  (subject  to a minimum
monthly fee of $750). For the year ended July 31, 2000, Unified received fees of
$14,126 from the Fund for transfer agent services  provided to the Fund. For its
services as fund accountant,  Unified receives an annual fee from the Fund equal
to 0.0275% of the Fund's assets up to $100 million, 0.0250% of the Fund's assets
from $100 million to $300  million,  and 0.0200% of the Fund's  assets over $300
million  (subject to various  monthly minimum fees, the maximum being $2,000 per
month for assets of $20  million to $100  million).  For the year ended July 31,
2000, Unified received fees of $9,700 from the Fund for fund accounting services
provided to the Fund.

                            DOBSON COVERED CALL FUND
                          NOTES TO FINANCIAL STATEMENTS
                            JULY 31, 2000 - CONTINUED

NOTE 3. FEES AND OTHER TRANSACTIONS WITH AFFILIATES - CONTINUED

     The Fund retains AmeriPrime Financial Securities, Inc. ("the Distributor"),
a wholly owned  subsidiary of Unified  Financial  Services,  Inc., 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.  The
distribution  expense for the period August 1, 1999 through December 9, 1999 was
$1,287.  Effective  December  10, 1999 the 12b-1 plan was  inactivated.  Certain
members of management of the  Administrator and the Distributor are also members
of management of the Trust.

NOTE 4.  SHARE TRANSACTIONS

     As of July 31, 2000,  there were an unlimited  number of authorized  shares
for the Fund. Paid in capital at July 31, 2000 was $1,521,044.

Transactions in shares were as follows:


<PAGE>

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

                                FOR THE YEAR ENDED               FOR THE PERIOD MARCH 24, 1999
                                  JULY 31, 2000                 (COMMENCEMENT OF OPERATIONS) TO
                                                                         JULY 31, 1999

                             SHARES           DOLLARS               SHARES              DOLLARS

Shares sold                  24,319          $251,616              127,555            $1,340,688
Shares issued in
reinvestment                  6,425            67,981                    0                     0
Shares redeemed
                            (13,957)         (139,241)                   0                     0
                            --------       -----------           -----------         ------------
                             16,787          $180,356              127,555            $1,340,688
                            ========       ===========           ===========         ============
</TABLE>
<PAGE>

NOTE 5.  INVESTMENTS

     For the year  ended  July  31,  2000,  purchases  and  sales of  investment
securities, other than short-term investments, aggregated $581,148 and $463,184,
respectively.  As of July 31, 2000, the gross  unrealized  appreciation  for all
securities  totaled  $199,680  and the  gross  unrealized  depreciation  for all
securities  totaled $276,297 for a net unrealized  depreciation of $76,617.  The
aggregate  cost of securities  for federal  income tax purposes at July 31, 2000
was $1,605,925.

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.

                             DOBSON COVERED CALL FUND
                          NOTES TO FINANCIAL STATEMENTS
                            JULY 31, 2000 - CONTINUED

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, 2000,  Charles L.
Dobson, President of the Advisor,  beneficially owned in aggregate more than 72%
of the Fund.

NOTE 8. CALL OPTIONS WRITTEN

     As of July 31, 2000, portfolio securities valued at $1,398,751 were held in
escrow by the custodian as cover for call options written by the Fund.

     Transactions in options written during the year ended July 31, 2000 were as
follows:
<TABLE>
<S>                                                       <C>                       <C>
                                                                       NUMBER OF          PREMIUMS
                                                                       CONTRACTS          RECEIVED

 Options outstanding at July 31, 1999                                      240            $71,908
 Options written                                                         1,530            383,633
 Options written due to stock splits                                        10                  0
 Options terminated in closing purchase transactions                      (570)          (163,625)
 Options expired                                                          (860)          (198,706)
 Options exercised                                                         (60)           (26,665)
                                                                        -------          ---------
 Options outstanding at July 31, 2000                                      290            $66,545
                                                                        =======          =========
</TABLE>
<PAGE>

                          INDEPENDENT AUDITOR'S REPORT

To The Shareholders and
Board of Trustees

Dobson Covered Call Fund (a series of the AmeriPrime Funds)

We have  audited the  accompanying  statement of assets and  liabilities  of the
Dobson Covered Call Fund, including the schedule of portfolio investments, as of
July 31, 2000, and the related  statement of operations for the year then ended,
the statement of changes in net assets and the financial highlights for the year
then  ended,  and the period  from March 24, 1999 to July 31, 1999 in the period
then  ended.  These  financial  statements  and  financial  highlights  are  the
responsibility  of the Fund's  management.  Our  responsibility is to express an
opinion on these  financial  statements  and financial  highlights  based on our
audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements. Our procedures included confirmation of investments and cash held as
of July 31, 2000 by correspondence  with the custodian and broker. An audit also
includes assessing the accounting principles used and significant estimates made
by  management,   as  well  as  evaluating  the  overall   financial   statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly, in all material  respects,  the financial  position of the
Dobson  Covered Call Fund as of July 31, 2000, the results of its operations for
the year then ended, the changes in its net assets and the financial  highlights
for the year then ended,  and the period from March 24, 1999 to July 31, 1999 in
the  period  then  ended,  in  conformity  with  generally  accepted  accounting
principles.

McCurdy & Associates CPA's, Inc.
Westlake, Ohio  44145
August 18, 2000


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