<PAGE>
Florida Street Bond Fund
Report To Shareholders
For the Year Ended October 31, 1999
Dear Fellow Shareholders,
Fiscal 1999 was nothing to cheer about for bond investors. With the Federal
Reserve in a posture of reversing the easing moves it made in 1998 in response
to the Asian financial crisis, interest rates rose across all maturities. The
most dramatic increase was in the intermediate maturities, indicating that
investors are concerned about the economy's high growth rate and the threat of
future inflation.
The table and graph below shows the total return of the Florida Street Bond
Fund along with those of the market indices used for comparison.
<TABLE>
<CAPTION>
PERFORMANCE TABLE
Periods Ended 10/31/1999
<S> <C> <C> <C> <C>
SINCE AVG. ANN. RETURN
6 MONTHS 1 YEAR INCEPTION SINCE INCEPTION
-------- ------------ --------- ---------------
Florida St. Bond Fund -5.03% -1.45% -0.34% -0.15%
7-10 Year Treasury Index -1.74% -4.14% 13.53% 5.82%
Merrill Lynch H.Y. Bond Index -3.00% 5.62% 9.30% 4.04%
</TABLE>
<TABLE>
<CAPTION>
Note: Past performance does not predict future results.
<S> <C> <C> <C>
Period Ended
ML Hi Yld 7-10Yr Tr FL Bond
---------------------------------
8/4/97 $10,000 $10,000 $10,000
8/31/97 10,014 $9,940 $9,970
9/30/97 10,194 $10,137 $10,100
10/31/97 10,246 $10,340 $10,090
11/30/97 10,338 $10,370 $10,079
12/31/97 10,419 $10,513 $10,165
1/31/98 10,607 $10,727 $10,307
2/28/98 10,668 $10,681 $10,301
3/31/98 10,777 $10,710 $10,376
4/30/98 10,818 $10,753 $10,447
5/31/98 10,949 $10,860 $10,364
6/30/98 10,950 $10,984 $10,384
7/31/98 11,058 $11,015 $10,554
8/31/98 10,388 $11,442 $10,048
9/30/98 10,507 $11,929 $9,979
10/31/98 10,348 $11,842 $9,922
11/30/98 10,886 $11,772 $10,356
12/31/98 10,866 $11,846 $10,034
1/31/99 11,013 $11,889 $10,174
2/28/99 10,938 $11,457 $10,236
3/31/99 11,065 $11,524 $10,400
4/30/99 11,268 $11,554 $10,450
5/31/99 11,164 $11,346 $10,458
6/30/99 11,137 $11,321 $10,544
7/31/99 11,152 $11,266 $10,553
8/31/99 11,034 $11,258 $10,496
9/30/99 10,990 $11,377 $10,366
10/31/99 10,930 $11,353 $9,976
</TABLE>
The chart shows the value of a hypothetical initial investment of $10,000 in the
Fund, the Merrill Lynch High Yield Index and the 7-10 Year Treasury Index on
August 4, 1997 and held through October 31, 1999. The Merrill Lynch High Yield
Index is a widely recognized unmanaged index of non-investment grade U.S.
domestic bonds. Performance figures include the change in value of the bonds in
the index, reinvestment of dividends, and are not annualized. The index return
does not reflect expenses, which have been deducted from the Fund's return. The
Fund's return represents past performance and is not predictive of future
results.
During the early part of the fiscal year, the high yield sector showed strong
returns relative to high-grade bonds, as strong economic growth allowed
corporate yield spreads to tighten versus Treasury issues. Then conditions
worsened as negative supply/demand conditions related to concerns over Y2K and
default experience in certain sectors led to a downturn in the sector and the
Fund.
The Fund underperformed the Merrill Lynch High Yield Index for the year for
several reasons. The fund was under-weighted in the energy sector, which
generated strong returns due to rising energy prices. Also, the Fund holds a
greater weight in several securities in the consumer, chemical and
communications sectors that are considered distressed. We have selected and
maintained these holdings after careful research. In each case we are
anticipating attractive returns in these securities over the next few years.
While the concerns outlined above may weigh on the Fund in the short term, we
continue to see a high probability of strong relative returns in the high yield
sector and in the Florida Street Bond Fund in particular. Important factors in
investors favor are 1) a growing economy, which should allow yield spreads to
narrow from their current level, 2) a very high current yield which, alone will
represent an attractive return, and 3) an average maturity of approximately six
years which mitigates interest rate risk.
COMMENTARY ON RETURNS FOR THE YEAR ENDED DECEMBER 31, 1999
For the calendar year, the Fund achieved good results versus its benchmarks.
The total return for the Fund was 4.83%. The Merrill Lynch High Yield Index
showed a return of 2.51% while the 7-10 Year U.S Treasury Index declined 5.42%.
Thank you for your support.
Walter A. Morales, CFA
THIS REPORT AND THE FINANCIAL STATEMENTS CONTAINED HEREIN ARE SUBMITTED FOR THE
GENERAL INFORMATION OF THE SHAREHOLDERS OF THE FUND; THIS REPORT IS NOT
AUTHORIZED FOR DISTRIBUTION TO PROSPECTIVE SHAREHOLDERS UNLESS PRECEDED OR
ACCOMPANIED BY AN EFFECTIVE PROSPECTUS. READ THE PROSPECTUS CAREFULLY BEFORE
INVESTING.
<PAGE>
<TABLE>
<CAPTION>
FLORIDA STREET BOND FUND
SCHEDULE OF INVESTMENTS - OCTOBER 31, 1999
<S> <C> <C>
COMMON STOCK - 2.8% SHARES VALUE
Golden State Bancorp Litigation - Warrants (b) 82,000 $ 82,000
Covad Communications Group - Warrants (b) 250 116,626
Firstworld Communication, Inc. - Warrants (b) 1,000 70,125
Homeland Stores, Inc. (b) 58,286 214,930
JPS Textile Group, Inc. (b) 8,245 24,220
-----------------
TOTAL COMMON STOCK (COST $569,189) 507,901
-----------------
PREFERRED STOCK - 4.2%
Phone Tel Technologies, Inc. 3,019 42,154
Trikon Technologies, Inc. Series H 192,516 721,934
-----------------
TOTAL PREFERRED STOCK (COST $863,500) 764,088
-----------------
PRINCIPAL
CORPORATE BONDS - 61.2% AMOUNT VALUE
American Eco Corp. 9.625%, 5/15/08 $ 500,000 292,500
American Rice, Inc. 13%, 7/31/02 (c) 800,000 324,000
Amresco 10%, 3/15/04 5,000 2,725
Amscan Holdings, Inc. 9.875%, 12/15/07 (d) 250,000 203,750
Bally Total Fitness Holdings Series D 9.875%, 10/15/07 150,000 142,500
Brauns Fashions, Inc. 12%, 1/1/05 460,000 440,450
Building Materials Corp. 8%, 10/15/07 (d) 100,000 91,250
Cafeteria Operators, Inc. 12%, 12/31/01 285,000 276,450
Covad Communications Group 0%, 3/15/08 (a)(d) 250,000 140,000
DiGiorgio Corp. 10%, 6/15/07 100,000 92,750
Dimon, Inc. 8.875%, 6/1/06 175,000 158,845
Equimar Shipholding, Inc. 9.875%, 7/1/07 250,000 153,750
Firstworld Communications, Inc. 0% 4/15/08 (a) 1,000,000 540,000
Global Star, LP 11.25%, 6/15/04 175,000 100,625
Homeland Stores, Inc. 10%, 8/1/03 640,000 476,800
Iridium Capital Series B 14%, 7/15/05 (c) 2,115,000 137,475
Laroche Industries, Inc. 9.50%, 9/15/07 1,500,000 382,500
Loehmanns, Inc. 11.875%, 5/15/03 (c) 2,000,000 380,000
Maxim Group, Inc. 9.25%, 10/15/07 150,000 117,750
McMillin Cos. LLC 13%, 8/31/06 (d) 1,020,000 1,020,000
Mrs. Fields Holdings Inc. 14%, 12/1/05 500,000 247,500
Mrs. Fields Original Cookies, Inc. 10.125%, 12/1/04 (d) 350,000 297,500
National Equipment, Inc. 10%, 11/30/04 150,000 146,250
Oakwood Homes Corp. 7.875%, 3/1/04 10,000 7,644
Packaged Ice, Inc. 9.75%, 2/1/05 1,035,000 856,462
Paging Network Do Brasil, SA 13.50%, 6/6/05 200,000 41,500
Phar-Mor, Inc. 11.72%, 9/11/02 105,000 103,950
Ram Energy, Inc. 11.50%, 2/15/08 750,000 341,250
Service Merchandise, Inc. 9%, 12/15/04 (c) 2,656,000 401,720
Speciality Foods Corp.:
11.25%, 8/15/03 330,000 259,050
0%, 8/15/05 (a) 250,000 35,000
FLORIDA STREET BOND FUND
SCHEDULE OF INVESTMENTS - OCTOBER 31, 1999 - CONTINUED
PRINCIPAL
CORPORATE BONDS - CONTINUED AMOUNT VALUE
Transamerica Energy, Inc. 11.50%, 6/15/02 (c) $ 350,000 $ 40,250
Tricon Global Restaurant 7.45% 5/15/05 300,000 288,477
United Refining Co. 10.75%, 6/15/07 240,000 162,600
UST, Inc. 7.25%, 6/1/09 15,000 14,418
Vantive Corp. 4.75%, 9/1/02 1,500,000 1,231,875
Webb Dell, Inc. 9.375%, 5/1/09 205,000 173,225
Westfed Holding Management 15.5%, 9/15/99 (c) 2,200,000 561,000
Wickes, Inc. 11.625%, 02/15/03 600,000 514,500
-----------------
TOTAL CORPORATE BONDS (COST $16,019,590) 11,198,291
-----------------
CONVERTIBLE BONDS - 19.7%
Aspen Technology, Inc. 5.25% 6/15/05 1,000,000 638,750
Halter Marine Group, Inc. 4.5%, 9/15/04 1,000,000 633,750
P-Com Inc. 4.25%, 11/1/02 85,000 45,475
Parker Drilling Co. 5.50%, 8/1/04 1,440,000 1,022,400
S3, Inc. 5.75%, 10/1/03 500,000 445,000
Tops Appliance City, Inc. 6.5%, 11/30/03 150,000 60,000
U.S. Diagnostic, Inc. 9%, 3/31/03 1,135,000 766,125
-----------------
TOTAL CONVERTIBLE BONDS (COST $3,602,348) 3,611,500
-----------------
MUNICIPAL OBLIGATIONS - TAXABLE - 2.6%
Mississippi Development Bank Special Obligation
8.5%, 12/1/18 (COST $455,152) 500,000 465,340
-----------------
U.S. GOVERNMENT OBLIGATIONS - 4.4%
Fannie Mae REMIC 6.5%, 7/18/28 1,981,352 358,020
Fannie Mae, Series 93-124, 0%, 10/25/22 256,290 154,069
Freddie Mac, Series 1856 SA, 3.313%, 3/15/24 (e) 9,376,978 297,381
-----------------
TOTAL U.S. GOVERNMENT OBLIGATIONS (COST $766,618) 809,470
-----------------
TOTAL INVESTMENTS - 94.9% (COST $22,276,397) 17,356,590
-----------------
OTHER ASSETS LESS LIABILITIES - 5.1% 937,270
-----------------
TOTAL NET ASSETS - 100.0% $ 18,293,860
=================
(a) Security initially issued in zero coupon form which converts to coupon
form at a specified rate and date. The coupon rate shown is the rate at
October 31, 1999.
(b) Non-income producing
(c) Non-income producing - issuer is in default or has filed for protection
under the Federal Bankruptcy Code.
(d) Security exempt from registration under Rule 144A of the Securities Act of
1933. These securities may be resold in transactions exempt from
registration, normally to qualified institutional buyers. At October 31,
1999, the value of these securities amounted to $1,752,500 or 9.58% of net
assets.
(e) Floating rate security; the coupon rate shown represents the rate at
October 31, 1999.
</TABLE>
<PAGE>
<TABLE>
<S> <C> <C>
FLORIDA STREET BOND FUND OCTOBER 31, 1999
Statement of Assets & Liabilities
ASSETS
Investment in securities, at value (cost $22,276,397) $ 17,356,590
Interest receivable 940,893
Receivable from broker 88,043
Dividend receivable 2,941
Receivable from investment advisor for
reimbursed expenses 40,396
------------------
TOTAL ASSETS 18,428,863
LIABILITIES
Payable to custodian bank $ 93,425
Accrued investment advisory fee payable 17,683
Payable for securities purchased 22,714
Miscellaneous expenses 1,181
-----------------
TOTAL LIABILITIES 135,003
------------------
NET ASSETS $ 18,293,860
==================
Net Assets consist of:
Paid in capital $ 23,883,277
Accumulated net investment loss (5,788)
Accumulated net realized gain (loss) on investments (663,822)
Net unrealized depreciation on investments (4,919,807)
------------------
NET ASSETS, for 2,429,193 shares $ 18,293,860
==================
NET ASSET VALUE
Net Assets
Offering price and redemption price per share ($18,293,860 / 2,429,193) $ 7.53
==================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FLORIDA STREET BOND FUND
STATEMENT OF OPERATIONS FOR THE PERIOD ENDED OCTOBER 31, 1999
INVESTMENT INCOME
<S> <C> <C>
Dividend Income $ 6,201
Interest Income 3,842,367
Miscellaneous Income 4,426
---------------
TOTAL INCOME 3,852,994
EXPENSES
Investment advisory fee $ 228,813
Interest expenses 10,431
Trustees fees 1,127
Federal taxes 3,148
---------------
Total expenses before reimbursement 243,519
Reimbursed expenses (87,510)
---------------
Total operating expenses 156,009
---------------
NET INVESTMENT INCOME 3,696,985
---------------
REALIZED & UNREALIZED GAIN (LOSS)
Net realized gain (loss) on investment securities (663,804)
Change in net unrealized appreciation (depreciation)
on investment securities (3,368,296)
---------------
Net gain (loss) on investment securities (4,032,100)
---------------
Net increase (decrease) in net assets resulting from operations $ (335,115)
===============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FLORIDA STREET BOND FUND
STATEMENT OF CHANGES IN NET ASSETS
<S> <C> <C>
YEAR YEAR
ENDED ENDED
OCTOBER 31, OCTOBER 31,
1999 1998
----------------- -----------------
INCREASE IN NET ASSETS
OPERATIONS
Net investment income $ 3,696,985 $ 1,222,554
Net realized gain (loss) on investment securities (663,804) 71,019
Change in net unrealized appreciation (depreciation) (3,368,296) (1,591,571)
----------------- -----------------
Net increase (decrease) in net assets resulting from operations (335,115) (297,998)
----------------- -----------------
DISTRIBUTIONS TO SHAREHOLDERS
From net investment income (3,688,339) (1,237,025)
From net realized gain (71,037) -
----------------- -----------------
Total distributions (3,759,376) (1,237,025)
----------------- -----------------
SHARE TRANSACTIONS
Net proceeds from sale of shares 5,070,098 13,541,571
Shares issued in reinvestment of distributions 3,586,408 1,166,552
Shares redeemed (6,196,752) (533,511)
----------------- -----------------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
FROM SHARE TRANSACTIONS 2,459,754 14,174,612
----------------- -----------------
TOTAL INCREASE (DECREASE) IN NET ASSETS (1,634,737) 12,639,589
NET ASSETS
Beginning of period 19,928,597 7,289,008
----------------- -----------------
End of period [including accumulated net investment income/ (loss)
of (5,788)and $(14,436), respectively] $ 18,293,860 $ 19,928,597
================= =================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FLORIDA STREET BOND FUND
FINANCIAL HIGHLIGHTS
<S> <C> <C> <C>
YEAR YEAR PERIOD
ENDED ENDED ENDED
OCTOBER 31, OCTOBER 31, OCTOBER 31,
1999 1998 1997 (A)
-------------- --------------- --------------
SELECTED PER SHARE DATA
Net asset value, beginning of period $ 9.16 $ 9.95 $ 10.00
-------------- --------------- --------------
Income from investment operations
Net investment income 1.51 0.85 0.21
Net realized and unrealized gain(loss) (1.60) (0.79) (0.12)
-------------- --------------- --------------
Total from investment operations (0.09) 0.06 0.09
-------------- --------------- --------------
Less Distributions
From net investment income (1.51) (0.85) (0.02)
From net realized gain(loss) (0.03) - (0.12)
-------------- --------------- --------------
Total distributions (1.54) (0.85) (0.14)
-------------- --------------- --------------
Net asset value, end of period $ 7.53 $ 9.16 $ 9.95
============== =============== ==============
TOTAL RETURN (b) (1.45)% 0.33% 0.90%
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period (000) $18,294 $19,929 $7,289
Ratio of expenses to average net assets 0.75% 0.75% 0.53% (c)
Ratio of expenses to average net assets
before reimbursement 1.17% 1.10% 1.10% (c)
Ratio of net investment income to 17.77% 8.73% 3.95% (c)
average net assets
Ratio of net investment income to
average net assets before reimbursement 17.35% 8.38% 3.38% (c)
Portfolio turnover rate 129.38% 10.45% 60.55% (c)
(a) For the period August 4, 1997 (commencement of operations) to October 31, 1997
(b) For periods of less than a full year, total returns are not annualized.
(c) Annualized
</TABLE>
<PAGE>
Florida Street Growth Fund
Report To Shareholders
For the Year Ended October 31, 1999
Dear Fellow Shareholders,
As shown in the graph below, fiscal 1999 was a volatile one for the Florida
Street Growth Fund and the equity indices. Fortunately, it was a rewarding year
as well. The Fund achieved an annual return of 20.06%, well above the 12.02%
return of the S&P 600 Small-Cap Index, and in line with the S&P Mid-Cap Index
return of 21.06%. Since inception, the Fund's 10.43% return has exceeded the
return of the Small-Cap Index by over 6%, but has not kept pace with the Mid-Cap
return of 28.65%.
Stocks progressed in fits and starts throughout the year as investors
grappled with uncertainty over the outlook for interest rates and Federal
Reserve Policy, as well as corporate earnings growth. With market valuations at
historically high levels, any hint of trouble regarding inflation, interest
rates or earnings caused sharp price drops in stocks. In each case in 1999,
investors regained their positive view of the future, allowing stocks to recover
and move into higher territory. We expect volatility to recur whenever events or
economic releases call into question the basic tenets of the bull market: low
inflation, stable interest rates, continued earnings growth.
As fiscal 1999 progressed, it became clearer that though the market was
working higher, investor focus was on a rather small number of economic sectors.
These included, in broad terms, technology, telecommunications and Internet
related groups. We focused our research on these areas in order to increase
exposure. Investments were initiated in Qualcomm, Inc., SDL, Inc., Broadcom
Corp., Antec Corp., and Xilinx Inc.
<TABLE>
<CAPTION>
PERFORMANCE TABLE
Periods Ended 10-31/1999
<S> <C> <C> <C> <C>
SINCE AVG. ANN. RETURN
6 MONTHS 1 YEAR INCEPTION SINCE INCEPTION
-------- ------------ --------- ---------------
Florida St. Growth Fund 2.91% 20.06% 10.43% 4.53%
S&P 400 Mid-Cap 1.87% 21.06% 28.65% 11.91%
S&P 600 Small-Cap 2.77% 12.02% 4.08% 1.80%
</TABLE>
<TABLE>
<S> <C> <C> <C>
PerPeriod FS S&P S&P0
Growth Mid-Cap Small-Cap
8/6/97 $10,000 $10,000 $10,000
08/31/97 $9,900 $9,848 $10,240
09/30/97 $10,550 $10,414 $10,917
10/30/97 $10,340 $9,961 $10,446
11/30/97 $10,120 $10,108 $10,337
12/31/97 $10,090 $10,500 $10,579
01/30/98 $9,939 $10,300 $10,373
02/28/98 $10,702 $11,153 $11,317
03/31/98 $11,214 $11,655 $11,749
04/30/98 $11,365 $11,868 $11,818
05/31/98 $10,803 $11,334 $11,192
6/30/98 $10,712 $11,405 $11,224
7/31/98 $10,200 $10,963 $10,366
8/31/98 $8,122 $8,924 $8,368
9/30/98 $8,634 $9,756 $8,879
10/31/98 $9,196 $10,627 $9,291
11/30/98 $9,552 $11,157 $9,813
12/31/98 $10,374 $12,504 $10,439
1/31/99 $10,669 $12,016 $10,307
2/28/99 $9,898 $11,388 $9,379
3/31/99 $9,863 $11,706 $9,500
4/30/99 $10,726 $12,629 $10,127
5/31/99 $10,605 $12,685 $10,374
6/30/99 $11,515 $13,364 $10,964
7/31/99 $11,437 $13,080 $10,868
8/31/99 $10,645 $12,631 $10,390
9/30/99 $10,626 $12,242 $10,434
10/31/99 $11,043 $12,865 $10,408
</TABLE>
The chart shows the value of a hypothetical initial investment of $10,000 in the
Fund, the S&P 400 Mid-Cap Index and the S&P 600 Small-Cap Index on August 6,
1997 and held through October 31, 1999. The S&P 400 Mid-Cap Index and the S&P
600 Small-Cap Index are widely recognized unmanaged indices of common stock
prices. Performance figures include the change in value of the stocks in the
indices, reinvestment of dividends, and are not annualized. The index returns do
not reflect expenses, which have been deducted from the Fund's return. The
Fund's return represents past performance and is not predictive of future
results.0.0
WHAT FACTORS INFLUENCED THE FUND'S PERFORMANCE DURING THE YEAR?
The most important factor was the return to a positive outlook for earnings
growth in technology-related industries following the Asian financial crisis.
This crisis had diminished expectations in 1998 for U.S. technology companies'
sales and earnings. As recovery began to take hold in Asia, it became clearer
that these companies' prospects were brighter. Investors began bidding share
prices higher.
WHAT HOLDINGS AFFECTED THE FUND'S RETURN SIGNIFICANTLY?
Stocks making the greatest positive impact on the Fund include 1) Qualcomm,
the owner of the standard in wireless communication technology known as CMDA, 2)
Netbank, the first internet bank to achieve profitability, 3) SDL, Inc., a
manufacturer of fiber optic related products and optoelectronic systems, 4)
Cisco Systems, a manufacturer of a broad line of data networking products for
corporate enterprise and public service provider markets, and 5) Oracle Corp., a
developer of software for enterprise information management.
Stocks whose performance has dampened performance include 1) Watson
Pharmaceuticals, a manufacturer of generic and proprietary pharmaceutical
products, and 2) Rite Aid, a national operator of retail drugstores. Watson
stock declined following an FDA warning letter pointing out deficiencies in
manufacturing in one of its plants. The company has responded well to the FDA
complaint, and the stock is beginning to recover. Rite Aid investors have
suffered several negative earnings surprises during the past year, and the stock
has plummeted. Our confidence in management was shaken, and we sold the entire
position. The shares have continued to decline since then.
WHAT ARE THE FUND'S LARGEST HOLDINGS AT THE END OF THE FISCAL YEAR?
NAME % OF NET ASSETS
1. Global Crossing Ltd. 4.33
2. Cisco Systems, Inc. 3.49
3. MBNA Corp. 3.44
4. Dycom Industries, Inc. 3.39
5. Qualcomm, Inc. 3.09
----
17.74
HOW IS THE FUND POSITIONED FOR THE MARKET ENVIRONMENT AHEAD?
We expect the market environment to remain positive for the foreseeable
future, but volatility will probably remain high. The fund's exposure to small
and mid-cap stocks is a positive for the longer term due to the underperformance
of these stocks over the past several years. The Fund maintains a large
commitment to technology and telecommunications stocks that add volatility but
provides investors exposure to areas of rapid sales and earnings growth. These
companies have also been undergoing positive earnings revisions, a powerful
force that can drive stock prices higher. We expect these sectors to continue to
outperform the general market, but will look for opportunities to pare back
holdings when enthusiasm outpaces reality.
HOW HAS THE FUND PERFORMED FOR THE CALENDAR YEAR ENDED DECEMBER 31, 1999?
For the full year the Fund showed strong results on an absolute basis and
relative to its benchmarks. The annual return for 1999 was 39.15%, compared to a
14.72% return for the S&P Mid-Cap 400 Index and 12.41% for the S&P Small-Cap 600
Index. The final quarter of the year proved very rewarding as the Fund returned
35.86% compared to the S&P Mid-Cap and Small-Cap Indices' returns of 17.17% and
12.46%, respectively. Major contributors to this result were technology and
telecommunications holdings including Qualcomm, Inc., Global Crossing, SDL,
Inc., Broadcom Corp. and Oracle Corp.
Thank you for your continued interest in the Florida Street Growth Fund.
Richard L. Chauvin, Jr. CFA
THIS REPORT AND THE FINANCIAL STATEMENTS CONTAINED HEREIN ARE SUBMITTED FOR THE
GENERAL INFORMATION OF THE SHAREHOLDERS OF THE FUND; THIS REPORT IS NOT
AUTHORIZED FOR DISTRIBUTION TO PROSPECTIVE SHAREHOLDERS UNLESS PRECEDED OR
ACCOMPANIED BY AN EFFECTIVE PROSPECTUS. READ THE PROSPECTUS CAREFULLY BEFORE
INVESTING.
<PAGE>
<TABLE>
<CAPTION>
FLORIDA STREET GROWTH FUND
SCHEDULE OF INVESTMENTS - OCTOBER 31, 1999
<S> <C> <C>
COMMON STOCK - 89.7% SHARES VALUE
CAPITAL EQUIPMENT - 5.2%
Ballard Power Systems, Inc. (a) 1,000 $ 28,062
Cordant Technologies. Inc. 1,000 31,188
General Dynamics Corp. 1,000 55,438
Roper Industries, Inc. 1,200 37,050
SPX Corp. (a) 400 33,900
-----------------
185,638
-----------------
CONSUMER CYCLICAL - 6.9%
Dollar General Corp. 976 25,742
Family Dollar Stores, Inc. 2,000 41,250
Fastenal Co. 1,200 43,500
Lowe's Companies, Inc. 1,000 55,000
Pacific sunware of California (a) 1,300 39,244
SCP Pool Corp. (a) 1,875 42,539
-----------------
247,275
-----------------
CONSUMER SERVICES - 9.7%
Cintas Corp. 1,400 84,350
Concord EFS, Inc. (a) 3,075 83,217
Cybergold, Inc. 2,300 15,525
MedQuist, Inc. (a) 1,000 32,000
NCO Group, Inc. (a) 2,100 88,988
Quanta Services, Inc. (a) 1,600 44,600
-----------------
348,680
-----------------
ENERGY - 4.7%
Baker Hughes, Inc. 1,500 41,906
Core Laboratories N.V. (a) 3,000 55,125
Noble Drilling Corp. (a) 2,000 44,375
Transocean Offshore, Inc. 1,000 27,188
-----------------
168,594
-----------------
FINANCIAL SERVICES - 10.7%
Allied Capital Corp. 4,400 88,275
First Tennessee National Corp. 1,200 40,800
MBNA Corp. 4,487 123,953
Protective Life Corp. 2,200 79,613
State Street Corp. 700 53,287
-----------------
385,928
-----------------
HEALTH CARE - 4.2%
Elan Corp. (a) (c) 2,000 51,500
Watson Pharmaceuticals, Inc. (a) 3,100 98,425
-----------------
149,925
-----------------
NATURAL RESOURCES/ BASIC MATERIALS - 1.8%
Georgia-Pacific Timber Group 2,700 64,463
-----------------
FLORIDA STREET GROWTH FUND
SCHEDULE OF INVESTMENTS - OCTOBER 31, 1999 - CONTINUED
COMMON STOCK - CONTINUED
NETWORK EQUIPMENT - 5.2%
Cisco Systems, Inc. (a) 1,700 $ 125,800
Qlogic Corp. (a) 600 62,475
-----------------
188,275
-----------------
OPTICAL NETWORK EQUIPMENT - 3.0%
Ciena Corp. (a) 1,000 35,250
SDL Inc. (a) 600 73,988
-----------------
109,238
-----------------
SEMICONDUCTORS - 7.3%
Broadcom Corp. - Class A (a) 600 76,687
Galileo Technology Ltd. (a) 3,000 68,625
S3, Inc. (a) 4,000 40,000
Xilinx Inc. (a) 1,000 78,625
-----------------
263,937
-----------------
SOFTWARE - 3.9%
Oracle Corp. (a) 1,700 80,856
Usinternetworking, Inc. (a) 1,800 59,962
-----------------
140,818
-----------------
TECHNOLOGY SERVICES - 3.4%
Dycom Industries, Inc. 3,750 122,109
-----------------
TELECOMMUNICATIONS EQUIPMENT - 8.4%
Antec Corp. (a) 1,800 87,300
QUALCOMM, Inc. (a) 500 111,375
RF Micro Devices, Inc. (a) 1,000 51,625
Tellabs, Inc. (a) 808 51,106
-----------------
301,406
-----------------
TELECOMMUNICATIONS - 14.5%
Adelphia Business Solutions, Inc. - Class A (a) 1,500 42,563
Alltel Corp. 900 74,925
At Home Corp. - Class A 500 18,687
Cincinnati Bell, Inc. 1,500 31,218
Global Grossing Ltd. (a) 4,510 156,159
High Speed Access Corp. (a) 1,200 31,575
MCI WorldCom, Inc. (a) 900 77,231
Qwest Communications, Inc. (a) 1,500 54,000
Teligent, Inc. - Class A (a) 800 35,900
-----------------
522,258
-----------------
UTILITIES - 0.9%
AES Corp. (a) 600 33,863
-----------------
TOTAL COMMON STOCKS (Cost $2,558,842) 3,232,407
-----------------
FLORIDA STREET GROWTH FUND
SCHEDULE OF INVESTMENTS - OCTOBER 31, 1999 - CONTINUED
PRINCIPAL
MONEY MARKET SECURITIES - 11.1% AMOUNT
Federated Prime Obligations Fund, 5.00% (b)
(Cost $399,450) $ 399,450 $ 399,450
-----------------
TOTAL INVESTMENTS - 100.8% (COST $2,958,292) 3,631,857
-----------------
OTHER ASSETS LESS LIABILITIES - (0.8)% (29,138)
-----------------
TOTAL NET ASSETS - 100.0% $ 3,602,719
=================
(a) Non-income producing
(b) Variable rate security; the coupon rate shown represents the rate at
October 31, 1999.
(c) American Depository Receipt
</TABLE>
<PAGE>
<TABLE>
<S> <C> <C>
FLORIDA STREET GROWTH FUND OCTOBER 31, 1999
Statement of Assets & Liabilities
ASSETS
Investment in securities, at value (cost $2,958,292) $ 3,631,857
Cash 42,979
Receivable for securities sold 29,402
Dividends receivable 348
Interest receivable 1,051
------------------
TOTAL ASSETS 3,705,637
LIABILITIES
Accrued investment advisory fee payable $ 4,200
Payable for securities purchased 98,718
-----------------
TOTAL LIABILITIES 102,918
------------------
NET ASSETS $ 3,602,719
==================
Net Assets consist of:
Paid in capital $ 3,338,608
Accumulated net investment loss (1,331)
Accumulated net realized gain (loss) on investments (408,123)
Net unrealized appreciation on investments 673,565
------------------
NET ASSETS, for 328,202 shares $ 3,602,719
==================
NET ASSET VALUE
Net Assets
Offering price and redemption price per share ($3,602,719 / 328,202) $ 10.98
==================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FLORIDA STREET GROWTH FUND
STATEMENT OF OPERATIONS FOR THE YEAR ENDED OCTOBER 31, 1999
<S> <C> <C>
INVESTMENT INCOME
Dividend Income $ 25,219
Interest Income 10,452
---------------
TOTAL INCOME 35,671
EXPENSES
Investment advisory fee $ 50,958
Trustees' fees 1,127
---------------
Total expenses before reimbursement 52,085
Reimbursed expenses (1,127)
---------------
Total operating expenses 50,958
---------------
NET INVESTMENT INCOME (LOSS) (15,287)
---------------
REALIZED & UNREALIZED GAIN (LOSS)
Net realized gain (loss) on investment securities (106,021)
Change in net unrealized appreciation (depreciation)
on investment securities 787,262
---------------
Net gain on investment securities 681,241
---------------
Net increase in net assets resulting from operations $ 665,954
===============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FLORIDA STREET GROWTH FUND
STATEMENT OF CHANGES IN NET ASSETS
<S> <C> <C>
YEAR YEAR
ENDED ENDED
OCTOBER 31, OCTOBER 31,
1999 1998
----------------- -----------------
Increase in Net Assets
Operations
Net investment income (loss) $ (15,287) $ 6,034
Net realized gain (loss) on investment securities (106,021) (295,878)
Change in net unrealized appreciation (depreciation) 787,262 (146,025)
----------------- -----------------
Net increase (decrease) in net assets resulting from operations 665,954 (435,869)
----------------- -----------------
DISTRIBUTIONS TO SHAREHOLDERS
From net investment income (6,024) (2,075)
From net realized gain - (6,224)
----------------- -----------------
Total Distributions (6,024) (8,299)
----------------- -----------------
SHARE TRANSACTIONS
Net proceeds from sale of shares 1,232,745 1,857,985
Shares issued in reinvestment of distributions 6,024 8,299
Shares redeemed (1,615,951) (219,626)
----------------- -----------------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
FROM SHARE TRANSACTIONS (377,182) 1,646,658
----------------- -----------------
TOTAL INCREASE IN NET ASSETS 282,748 1,202,490
NET ASSETS
Begining of period 3,319,971 2,117,481
----------------- -----------------
End of period [including accumulated undistributed net
investment income (loss) of $(1,331) and $4,693] $ 3,602,719 $ 3,319,971
================= =================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FLORIDA STREET GROWTH FUND
FINANCIAL HIGHLIGHTS
<S> <C> <C> <C>
YEAR YEAR PERIOD
ENDED ENDED ENDED
OCTOBER 31, OCTOBER 31, OCTOBER 31,
1999 1998 1997 (A)
-------------- -------------- --------------
SELECTED PER SHARE DATA
Net asset value, beginning of period $ 9.16 $ 10.19 $ 10.00
-------------- -------------- --------------
Income from investment operations
Net investment income (loss) (0.04) 0.02 0.03
Net realized and unrealized gain (loss) 1.88 (1.01) 0.16
-------------- -------------- --------------
Total from investment operations 1.84 (0.99) 0.19
-------------- -------------- --------------
Less Distributions
From net investment income (0.02) (0.01) -
From net realized gain (loss) - (0.03) -
-------------- -------------- --------------
Total Distributions (0.02) (0.04) -
-------------- -------------- --------------
Net asset value, end of period $ 10.98 $ 9.16 $ 10.19
============== ============== ==============
TOTAL RETURN (b) 20.06% (9.73)% 1.90%
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period (000) $3,603 $3,320 $2,117
Ratio of expenses to average net assets 1.35% 1.25% 1.35% (c)
Ratio of expenses to average net assets
before reimbursement 1.38% 1.35% 1.35% (c)
Ratio of net investment income (loss) to (0.40)% 0.21% 1.14% (c)
average net assets
Ratio of net investment income (loss) to
average net assets before reimbursement (0.43)% 0.12% 1.14% (c)
Portfolio turnover rate 111.97% 63.10% 0.87% (c)
(a) August 6, 1997 (commencement of operations) to October 31, 1997
(b) For periods of less than a full year, total returns are not annualized.
(c) Annualized
</TABLE>
<PAGE>
FLORIDA STREET FUNDS
NOTES TO FINANCIAL STATEMENTS
OCTOBER 31, 1999
NOTE 1. ORGANIZATION
Florida Street Bond Fund (the "Bond Fund") and Florida Street Growth Fund
(the "Growth Fund") are series of the AmeriPrime Funds, an Ohio business trust
(the "Trust"). Each Fund is registered under the Investment Company Act of 1940,
as amended, as a non-diversified series, open-end management investment company.
Each Fund's investment objective is to provide 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, and 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.
FEDERAL INCOME TAXES- Each Fund intends to qualify each year as a "regulated
investment company" under the Internal Revenue Code of 1986, as amended. By so
qualifying, each
FLORIDA STREET FUNDS
NOTES TO FINANCIAL STATEMENTS
OCTOBER 31, 1999 - CONTINUED
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
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. The Florida Street Bond Fund incurred a tax expense of $3,148 for
the period ended October 31, 1999.
DIVIDENDS AND DISTRIBUTIONS- The Bond Fund intends to declare substantially all
of its net investment income as dividends to its shareholders on a daily basis
and to pay such dividends monthly. The Growth fund intends to comply with
federal tax rules regarding distribution of substantially all of its net
investment income and capital gains. These rules may cause multiple
distributions during the course of the year.
OTHER- Each 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. Generally accepted accounting principles
require that permanent financial reporting tax differences relating to
shareholder distributions be reclassified to paid in capital for the Growth
Fund.
NOTE 3. OPERATING POLICIES
RESTRICTED SECURITIES- The Funds are permitted to invest in securities that are
subject to legal or contractual restrictions on resale. These securities
generally may be resold in transactions exempt from registration or to the
public if the securities are registered. Disposal of these securities may
involve time-consuming negotiations and expense, and prompt sale at an
acceptable price may be difficult. Information regarding restricted securities
is included at the end of each applicable fund's schedule of investments.
SHORT SALES- A Fund may sell a security it does not own in anticipation of a
decline in the fair value of that security. When a Fund sells a security short,
it must borrow the security sold short and deliver it to the broker-dealer
through which it made the short sale as collateral for its obligation to deliver
the security upon conclusion of the sale. A gain, limited to the price at which
the Funds sold the security short, or a loss, unlimited in size, will be
recognized upon the termination of a short sale.
FLORIDA STREET FUNDS
NOTES TO FINANCIAL STATEMENTS
OCTOBER 31, 1999 - CONTINUED
NOTE 4. FEES AND OTHER TRANSACTIONS WITH AFFILIATES
The Funds retain Commonwealth Advisors, Inc. (the "Advisor") to manage each
Fund's investments. Walter A. Morales, the Advisor's president and chief
investment manager, is responsible for the day to day management of the Bond
Fund; Richard L. Chauvin, Senior Vice-President of the Advisor, is responsible
for the day to day management of the Growth Fund.
Under the terms of the management agreement (the "Agreement"), the Advisor
manages each Fund's investments subject to approval of the Board of Trustees and
pays all of the expenses of each Fund except brokerage commissions, taxes,
interest, fees and expenses of non-interested person trustees, and extraordinary
expenses. As compensation for its management services and agreement to pay each
Fund's expenses, the Funds are obligated to pay the Advisor a fee computed and
accrued daily and paid monthly at an annual rate of 1.10% and 1.35% of the
average daily net assets of the Bond Fund and the Growth Fund, respectively. It
should be noted that most investment companies pay their own operating expenses
directly, while the Funds' expenses, except those specified above, are paid by
the Advisor. For the year ended October 31, 1999, the Advisor received fees of
$228,813 and $50,958 from the Bond Fund and the Growth Fund, respectively. The
Advisor has voluntarily agreed to waive fees for the Bond Fund for the fiscal
year ended October 31, 1999 to the extent necessary to maintain total operating
expenses at the rate of 0.75%. The Advisor has voluntarily agreed to reimburse
other expenses for the Growth Fund for the fiscal year ended October 31, 1999 to
the extent necessary to maintain total operating expenses at the rate of 1.35%.
For the year ended October 31, 1999, the Advisor reimbursed expenses of $87,510
and $1,127 for the Bond Fund and the Growth Fund, respectively.
Each Fund retains AmeriPrime Financial Services, Inc. (the "Administrator")
to manage each Fund's business affairs and to provide each Fund with
administrative services, including all regulatory reporting and necessary office
equipment and personnel. For the year ended October 31, 1999, the Administrator
received fees of $23,280 and $19,783 from the Advisor for administrative
services provided to the Bond Fund and the Growth Fund, respectively.
Each Fund retains AmeriPrime Financial Securities, Inc. (the "Distributor")
to act as the principal distributor of each Fund's shares. There were no
payments made to the Distributor for the year ended October 31, 1999. Certain
members of management of the Administrator and the Distributor are also members
of management of the AmeriPrime Trust.
FLORIDA STREET FUNDS
NOTES TO FINANCIAL STATEMENTS
OCTOBER 31, 1999 - CONTINUED
NOTE 5. SHARE TRANSACTIONS
BOND FUND. As of October 31, 1999, there was an unlimited number of
authorized shares for the Fund. Paid in capital at October 31, 1999 was
$23,883,277.
Transactions in shares were as follows:
<TABLE>
<CAPTION>
YEAR ENDED YEAR ENDED
OCTOBER 31, 1999 OCTOBER 31, 1998
<S> <C> <C> <C> <C>
SHARES DOLLARS SHARES DOLLARS
Shares sold 574,601 $5,070,098 1,379,576 $13,541,571
Shares issued in
reinvestment of
dividends 416,536 3,586,408 118,681 1,166,552
Shares redeemed (737,701) (6,196,752) (55,224) (533,511)
--------- ------------ ---------- ------------
253,436 $2,459,754 1,443,033 $14,174,612
======== ============ ========== ============
</TABLE>
GROWTH FUND. As of October 31, 1999, there was an unlimited number of
authorized shares for the Fund. Paid in capital at October 31, 1999 was
$3,338,608.
Transactions in shares were as follows:
<TABLE>
<CAPTION>
YEAR ENDED YEAR ENDED
OCTOBER 31, 1999 OCTOBER 31, 1998
<S> <C> <C> <C> <C>
SHARES DOLLARS SHARES DOLLARS
Shares sold 119,466 $1,232,745 175,386 $1,857,985
Shares issued in
reinvestment of
dividends 593 6,024 867 8,299
Shares redeemed (154,419) (1,615,951) (21,397) (219,626)
---------- ----------- --------- -----------
(34,360) $(377,182) 154,856 $1,646,658
========== =========== ========= ===========
</TABLE>
FLORIDA STREET FUNDS
NOTES TO FINANCIAL STATEMENTS
OCTOBER 31, 1999 - CONTINUED
NOTE 6. INVESTMENTS
BOND FUND. For the year ended October 31, 1999, purchases and sales of
investment securities, other than short-term investments, aggregated $26,511,790
and $26,221,451, respectively. The gross unrealized appreciation for all
securities totaled $588,361 and the gross unrealized depreciation for all
securities totaled $5,508,168 for a net unrealized depreciation of $4,919,807.
The aggregate cost of securities for federal income tax purposes at October 31,
1999 was $22,276,397.
GROWTH FUND. For the year ended October 31, 1999, purchases and sales of
investment securities, other than short-term investments, aggregated $3,901,518
and $4,523,143, respectively. The gross unrealized appreciation for all
securities totaled $804,952 and the gross unrealized depreciation for all
securities totaled $131,387 for a net unrealized appreciation of $673,565. The
aggregate cost of securities for federal income tax purposes at October 31, 1999
was $2,958,292.
NOTE 7. 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 8. 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 Funds. 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 October 31, 1999, Charles
Schwab & Co. owned of record in aggregate more than 97% and 93% of the Bond Fund
and the Growth Fund, respectively.
<PAGE>
INDEPENDENT AUDITOR'S REPORT
To The Shareholders and Board of Trustees
Florida Street Bond Fund and Florida Street Growth Fund
We have audited the statement of assets and liabilities, including the portfolio
of investments, of the Florida Street Bond Fund and Florida Street Growth Fund
(members of the AmeriPrime Fund Series) as of October 31, 1999, and the related
statement of operations, the statement of changes in net assets, and the
financial highlights for each of the periods indicated. These financial
statements and financial highlights are the responsibility of the Funds'
management. Our responsibility is to express an opinion on these financial
statements and financial highlights based on our audit.
We conducted our audit 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 securities owned as of October 31, 1999, by
correspondence with the custodian and brokers. 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 audit provides 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
Florida Street Bond Fund and Florida Street Growth Fund as of October 31, 1999,
the results of its operations, the changes in its net assets, and the financial
highlights for each of the periods indicated in conformity with generally
accepted accounting principles.
McCurdy & Associates CPA's, Inc.
Westlake, Ohio 44145
November 21, 1999
