<PAGE>
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MEYERS PRIDE VALUE FUND
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ANNUAL REPORT
May 31, 1998
LOGO
Meyers Pride Value Fund
<PAGE>
CHAIRWOMAN'S LETTER
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This Annual Report marks the second fiscal year for the Meyers Pride Value
Fund. Assets in your Fund doubled during the year, reaching $3.12 million on
May 31, 1998. For the fiscal year ended May 31, 1998, the Pride Value Fund had
a total return of 20.56%. The average annual return since inception on June
13, 1996 was 21.86%. A more detailed discussion of the Fund's portfolio and
performance follows this Letter in the Report on the Fund.
We have continued to expand our documented database of companies which follow
the employment policies required by the social investment objective of the
Fund. Since May 31, 1997, 47 new companies were added to this database of
eligible investments as having verified and specifically stated non-
discrimination policies in regards to sexual orientation. These policies form
the base for creating a work environment which is safe for gay and lesbian
employees. We are always encouraged to see companies which further expand
their recognition of their gay and lesbian personnel. One such company owned
by your Fund is Mobil Corporation, which announced in April 1998 that it was
extending domestic partner benefits to its employees. This was particularly
significant given the protest launched against the company over this decision.
Mobil's commitment to doing the right thing increased the representation of
companies offering domestic partner benefits to 27% of your Fund's portfolio.
Other recent additions include Seagate Technology and A T & T, which recently
reached an agreement with the unions representing its workforce to include
domestic partner benefits beginning January 1, 1999.
As the fiscal year drew to a close, Meyers Capital Management, LLC, finalized
three arrangements which will significantly expand marketing channels for the
Meyers Pride Value Fund. First, BankBoston, the oldest bank in the United
States (established in 1784), agreed to make a direct equity investment in MCM
through its subsidiary BankBoston Development Company, LLC; the agreement was
signed and funded in June. During the next year, MCM and BankBoston jointly
will be developing and implementing a variety of marketing activities. Second,
MCM finalized an agreement with E*TRADE, which operates the second largest
electronic trading system in the country, to offer the Fund through its mutual
fund trading system. Finally, the Meyers Pride Value Fund was selected as one
of the initial investment products listed in PlanetOut's financial services
section. The Fund will continue to expand its own website (www.pridefund.com)
throughout the year, and we welcome your requests or suggestions in regards to
the site's further development.
Thank you again for choosing the Meyers Pride Value Fund as one of your
investment options.
/s/ Shelly J. Meyers
- --------
This material is authorized for distribution only when preceded or accompanied
by a prospectus. The Fund is distributed by BISYS Fund Services, LLP.
The views expressed in this letter reflect those of the Chairwoman through the
end of the period covered by the report, as stated on the cover. The
Chairwoman's views are subject to change based on market and other conditions.
1
<PAGE>
REPORT ON THE FUND
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For the one year period incorporated in this Annual Report (June 1, 1997 to
May 31, 1998), the Meyers Pride Value Fund had a total return of 20.5%. During
the same period, the S&P 500 returned 30.7%, while the Dow Jones Industrial
Average returned 21.4%. More specifically, for the first half of the current
fiscal year ending November 30, 1997, the Fund returned 5.5% lagging the S&P
500 return of 13.6%, and for the second half of the fiscal year ending May 31,
1998, the Fund returned 15.1%, equaling the six month S&P 500 return of 15.1%.
Since inception on June 13, 1996 through May 31,1998, the Fund has had an
average annualized return of 21.8%.
The two most dominant economic themes the past fiscal year have been the
continuing strength of the U.S. economy and the economic crisis in Asia. Both
factors have had an impact on your Fund's portfolio. The strength of the
domestic economy has had a positive impact on our retail and airline holdings,
and we expect this trend to continue; consumer spending and travel
expenditures continue to grow, providing solid earnings increases for these
companies. Retail and airline stocks currently represent 14.6% and 4.2% of the
portfolio, respectively. The slowdown in Asia's economic growth has put
downward pricing pressure on some technology and energy products, and put
future earnings performance into question. These areas are represented in the
Fund by computer equipment/software and oil/gas stocks which currently
represent 12.2% and 6.9% of the portfolio, respectively.
As at May 31, 1998, the Meyers Pride Value Fund had a total of forty-two
stocks in the portfolio, and we anticipate that the portfolio will continue to
consist of approximately forty to fifty-five holdings over the next twelve
months. Of the forty-two stocks held in the portfolio at May 31, 1997, twenty-
eight showed a positive return since purchase, and fourteen stocks were below
initial cost basis. Twenty-three new positions were established since the
prior year ending May 31, 1997, and twenty-one positions were sold during the
current year. As at May 31, 1998, the top five equity holdings were: Reebok
International (5.06%), Donna Karan (3.63%), Ann Taylor Stores (3.49%), Sears,
Roebuck & Co. (3.17%), and Toys R Us (3.05%). The largest single percentage in
the portfolio was cash at 5.72%. The top ten equity holdings represent
approximately 34% of the total portfolio, a weighting consistent with all
prior periods reported.
We believe the valuation and fundamental characteristics of the current
portfolio fit the Fund's objective to invest in undervalued stocks that we
believe will outperform the market over the long term. The top twenty-five
holdings representing 68.6% of the total portfolio have a calendar year 1998
price/earnings (p/e), ratio of 21.4 vs. a p/e ratio of 22.7 for the S&P 500.
We expect the difference to be even more pronounced for the calendar year 1999
price/earnings ratios, with the Meyers Pride Value Fund showing a p/e of 15.7
for our top twenty-five holdings, in contrast to an anticipated p/e ratio of
18.3 for the S&P 500. In addition, we believe that the compound annual growth
rate (CAGR) of earnings of these top twenty-five holdings to be nearly twice
that of the S&P 500, with the portfolio's CAGR currently projected at 14.4%
vs. the 7.4% of the S&P 500. Three-quarters of our top twenty-five holdings
are listed in the S&P 500. These figures are based on expected earnings and
there is no guarantee that these results will be attained.
In regards to the stated social investment objective of the Pride Value Fund,
the investment advisor to your Fund, Meyers Capital Management, LLC, ("MCM"),
has continued to expand its documented database of companies which meet this
objective, thereby ensuring a wider array of securities choices. During the
past year, 47 companies have been added to the Fund's universe of eligible
investments. In addition to determining the existence of non-discrimination
policies, MCM remains in close contact with companies to evaluate the breadth
of each company's policies. It is particularly exciting to see the upward
trend in the implementation of domestic partner benefits throughout the
country. The existence of proactive employee affinity groups often drive the
demand for the expansion of benefits. Employees in these groups are fast
becoming the leaders in showing corporate America that the expense of such
policies is minimal and the rewards in employee loyalty and productivity
provide a positive impact.
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/1/The Standard & Poor's 500 is an unmanaged index that is generally thought
to represent the US stock market.
/2/Past performance is no guarantee of future results; the investment return
and principal value will fluctuate so that an investor's shares may be
worth more or less than the original cost when redeeming. The returns set
forth reflect the waiver of a portion of the Fund's fees. Without the
waiver of fees the total return would have been lower.
/3/Portfolio holdings are accurate as of 5/31/98. Portfolio composition is
subject to change.
2
<PAGE>
Meyers Pride Value Fund
Meyers Pride Value Fund Standard & Poor's 500 Stock Index
6/13/96 10,000 10,000
8/31/96 9,500 9,804
11/30/96 10,880 11,446.17
2/28/97 11,660 12,013.9
5/31/97 12,230 12,950.98
8/31/97 13,210 13,790.21
11/30/97 12,900 14,710.01
2/28/98 14,358.53 16,219.26
5/31/98 14,744.76 16,924.8
Average Annual Total Return
Since
Inception
1 Year (6/13/96)
5/31/98 20.56% 21.86%
The Fund's performance is compared to the Standard & Poor's 500 Stock Index,
which represents the performance of the U.S. stock market as a whole. The
index is unmanaged and does not reflect the deduction of fees associated with
a mutual fund, such as investment management and fund accounting fees. The
performance of the Meyers Pride Value Fund reflects the deduction of fees for
these valued added services. Past performance is not predictive of future
results. The investment return and NAV will fluctuate, so that an investor's
shares, when redeemed, may be worth more or less than the original cost.
3
<PAGE>
MEYERS PRIDE VALUE FUND
SCHEDULE OF PORTFOLIO INVESTMENTS
MAY 31, 1998
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<TABLE>
<CAPTION>
MARKET
SHARES VALUE
------ ----------
<C> <S> <C>
COMMON STOCKS--88.6%
Automotive--1.8%
800 General Motors Corp. $ 57,550
----------
Banking--5.6%
500 Chase Manhattan Corp. 67,968
1,400 Golden State Bancorp, Inc.* 53,638
150 Wells Fargo & Co. 54,225
----------
175,831
----------
Beverages--2.1%
1,500 Seagram Co. Ltd. 65,906
----------
Computer Equipment & Software--12.2%
3,000 Advanced Micro Devices, Inc.* 58,500
666 CommScope, Inc.* 10,323
5,600 General Semiconductor, Inc.* 75,599
600 Intel Corp. 42,863
400 International Business Machines Corp. 46,950
26,900 Midisoft Corp.* 12,374
2,700 Seagate Technology, Inc.* 62,438
1,800 Sun Microsystems, Inc.* 72,112
----------
381,159
----------
Diversified--2.3%
1,700 Tenneco, Inc. 70,763
----------
Electric Utility--1.3%
1,300 Otter Tail Power Co. 41,600
----------
Electrical & Electronics--1.8%
2,200 Arrow Electronics, Inc.* 55,413
----------
Electronic Components/Instruments--4.9%
3,000 General Instrument Corp.* 71,438
2,000 Polaroid Corp. 81,125
----------
152,563
----------
</TABLE>
The accompanying notes are an integral part of the financial statements.
4
<PAGE>
MEYERS PRIDE VALUE FUND
SCHEDULE OF PORTFOLIO INVESTMENTS, (continued)
MAY 31, 1998
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<TABLE>
<CAPTION>
MARKET
SHARES VALUE
------ ----------
<C> <S> <C>
Financial Services--2.4%
600 J.P. Morgan & Co., Inc. $ 74,513
----------
Insurance--3.1%
600 Lincoln National Corp. 53,925
900 NAC Re Corp. 42,019
----------
95,944
----------
Manufacturing-Consumer Goods--5.1%
5,500 Reebok International Ltd.* 158,125
----------
Medical--Equipment & Supplies--1.8%
900 Boston Scientific Corp.* 57,375
----------
Medical--Hospital Management--4.7%
2,880 Foundation Health Systems, Inc.--Cl. A* 87,660
900 United HealthCare Corp. 57,600
----------
145,260
----------
Mining--2.7%
7,700 Homestake Mining Co. 83,738
----------
Oil/Gas--6.9%
1,200 Amoco Corp. 50,175
600 Atlantic Richfield Co. 47,325
1,400 Enron Corp. 70,175
600 Mobil Corp. 46,800
----------
214,475
----------
Pharmaceuticals--7.0%
2,700 Agouron Pharmaceuticals, Inc.* 91,799
1,300 Amgen, Inc.* 78,650
400 Merck & Co., Inc. 46,825
----------
217,274
----------
Photography--2.5%
1,100 Eastman Kodak Co. $78,513
----------
Retail--14.6%
5,000 Ann Taylor Stores Corp.* 109,062
</TABLE>
The accompanying notes are an integral part of the financial statements.
5
<PAGE>
MEYERS PRIDE VALUE FUND
SCHEDULE OF PORTFOLIO INVESTMENTS, (continued)
MAY 31, 1998
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
MARKET
SHARES VALUE
------- ----------
<C> <S> <C>
8,100 Donna Karan International, Inc.* $ 113,399
2,500 Lillian Vernon Corp. 43,438
1,600 Sears, Roebuck & Co. 98,900
3,600 Toys "R" Us, Inc.* 95,400
----------
460,199
----------
Telecommunications--1.6%
800 AT&T Corp. 48,700
----------
Transportation--Air--4.2%
2,500 America West Holdings Corp.--Cl. B* 70,781
400 AMR Corp.* 61,575
----------
132,356
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TOTAL COMMON STOCKS (COST $2,447,071) 2,767,257
----------
MONEY MARKET ACCOUNTS--5.7%
68,839 Bank of New York Cash Reserve 68,839
110,000 Stagecoach Prime Money Market Fund 110,000
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TOTAL MONEY MARKET ACCOUNTS (COST $178,839) 178,839
----------
TOTAL INVESTMENTS (COST $2,625,910) (A)--94.3% 2,946,096
Other assets in excess of liabilities--5.7% 176,981
----------
NET ASSETS--100.0% $3,123,077
==========
</TABLE>
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* non-income producing security.
(a) Represents aggregate cost for federal income tax purposes and is
substantially the same as the identified cost and differs from value by net
unrealized appreciation of securities as follows:
<TABLE>
<S> <C>
Unrealized appreciation $458,750
Unrealized depreciation (138,564)
--------
Net unrealized appreciation $320,186
========
</TABLE>
The accompanying notes are an integral part of the financial statements.
6
<PAGE>
MEYERS PRIDE VALUE FUND
STATEMENT OF ASSETS AND LIABILITIES
MAY 31, 1998
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<TABLE>
<S> <C> <C>
ASSETS:
Investments, at value (cost $2,625,910) $2,946,096
Receivable from Investment Manager 41,829
Receivable from Administrator 72,985
Receivable for investments sold 82,412
Dividends and interest receivable 5,277
Deferred organizational costs 99,133
Prepaid expenses 21,603
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Total Assets $3,269,335
LIABILITIES:
Payable for investments purchased 100,385
Payable for distribution fees 674
Other accrued liabilities 45,199
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Total Liabilities 146,258
----------
NET ASSETS, APPLICABLE TO 240,637 SHARES OF BENEFICIAL
INTEREST $3,123,077
==========
NET ASSETS CONSIST OF:
Capital 2,758,190
Accumulated undistributed net realized gain on
investments 44,701
Net unrealized appreciation on investments 320,186
----------
NET ASSETS $3,123,077
==========
NET ASSET VALUE PER SHARE $ 12.98
==========
</TABLE>
The accompanying notes are an integral part of the financial statements.
7
<PAGE>
MEYERS PRIDE VALUE FUND
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED MAY 31, 1998
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<TABLE>
<S> <C> <C>
INVESTMENT INCOME:
Dividend income $ 29,549
EXPENSES:
Investment management fees $ 22,095
Administration fees 26,390
Distribution fees 5,524
Audit fees 20,000
Custodian fees 17,223
Fund accounting fees 34,771
Legal fees 28,926
Organization expenses 33,014
Printing fees 13,335
Registration fees 8,321
Transfer agent fees 35,232
Trustees' fees 10,899
Miscellaneous expenses 16,028
--------
Total expenses before waivers/reimbursements 271,758
Less expenses waived (22,095)
Less expenses reimbursed (206,577)
---------
Net Expenses 43,086
---------
NET INVESTMENT LOSS (13,537)
---------
REALIZED AND UNREALIZED GAIN ON INVESTMENTS
Net realized gain on investments 224,583
Net change in unrealized appreciation on investments 178,305
--------
Net realized and unrealized gain on investments 402,888
---------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 389,351
=========
</TABLE>
The accompanying notes are an integral part of the financial statements.
8
<PAGE>
MEYERS PRIDE VALUE FUND
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
YEAR ENDED PERIOD ENDED
MAY 31, 1998 MAY 31, 1997*
- ----------------------------------------------------------------------
<S> <C> <C>
OPERATIONS:
Net investment loss $ (13,537) $ (3,659)
Net realized gain on investments 224,583 84,708
Net change in unrealized appreciation on
investments 178,305 141,881
---------- ----------
Net increase in net assets resulting from
operations 389,351 222,930
---------- ----------
DISTRIBUTIONS TO SHAREHOLDERS:
Distributions from net realized gain on
investments (247,632) --
SHARES OF BENEFICIAL INTEREST:
Net increase in net assets from shares of
beneficial interest transaction 1,417,937 1,340,491
---------- ----------
Net increase in net assets 1,559,656 1,563,421
---------- ----------
NET ASSETS:
Beginning of year 1,563,421 --
---------- ----------
End of year $3,123,077 $1,563,421
========== ==========
</TABLE>
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* Fund commenced operations on June 13, 1996.
The accompanying notes are an integral part of the financial statements.
9
<PAGE>
MEYERS PRIDE VALUE FUND
NOTES TO FINANCIAL STATEMENTS
MAY 31, 1998
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1. ORGANIZATION. The Meyers Pride Value Fund (the "Fund") is a separate series
of the Meyers Investment Trust (the "Trust"), a business trust organized under
the laws of the State of Delaware. The Fund is registered under the Investment
Company Act of 1940, as amended (the "1940" Act), as an open-ended, no-load,
diversified management investment company. The Fund's overall investment
objective is to attain long-term capital appreciation by investing in a
diversified portfolio of equity securities believed by the Investment Manager,
as defined herein, to be under-valued but nevertheless fundamentally sound
companies identified as generally having progressive policies towards gays and
lesbians, but at a minimum having in place specifically stated policies
against discrimination in hiring and promotion based upon sexual orientation.
Prior to June 13, 1996 (commencement of operations), the Fund had no
operations other than the sale of 10,003 shares of common stock at $10.00 per
share, to initial seed capital investors.
Significant fee waivers and reimbursements were required to achieve an expense
ratio of 1.95% during the current fiscal year. To the extent that the Fund
does not increase net assets, the Fund is reliant upon the ability of the
Investment Manager to continue to provide fee waivers and reimbursements. The
Investment Manager is dependent upon achieving its goals, including increasing
the Fund's net assets, in order to provide such support to the Fund. Inability
by the Investment Manager to continue to provide fee waivers and
reimbursements would result in an increase in net expenses and a corresponding
decrease in net asset value per share.
2. SIGNIFICANT ACCOUNTING POLICIES. The following are significant accounting
policies followed by the Fund in the preparation of these financial
statements. The policies are in conformity with generally accepted accounting
principles. The preparation of financial statements requires management to
make estimates and assumptions that affect the reported amounts of assets and
liabilities at the date of the financial statements and the reported amounts
of income and expenses for the period. Actual results could differ from these
estimates.
A. SECURITY VALUATION. Equity securities held by the Fund are valued at the
last sale price on the exchange on which they are primarily traded, or on the
NASDAQ system for unlisted national market issues, or at the last quoted bid
price for securities in which there were no sales during the day or for
unlisted securities not reported on the NASDAQ system. Short-term obligations,
with remaining maturities of less than sixty days, are valued at amortized
cost, which approximates market value. Fund securities (other than short-term
obligations with remaining maturities of less than sixty days) for which there
are no such quotations or valuations, are valued at fair value as determined
in good faith by or at the direction of the Fund's Board of Trustees.
B. SECURITY TRANSACTIONS AND INVESTMENT INCOME. Securities transactions are
accounted for on the trade date, with realized gain or loss on the sale of
investments determined by using the identified cost method. Interest income
(including amortization of premium and accretion of discount) is recorded as
earned. Dividend income is recorded on the ex-dividend date.
C. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS. Dividends from net investment
income and distributions of net realized gains are normally declared and paid
annually by the Fund. The Fund records dividends and distributions to
shareholders on the ex-dividend date. The amount of dividends and
distributions from net investment income and net realized capital gains are
determined in accordance with federal income tax
10
<PAGE>
MEYERS PRIDE VALUE FUND
NOTES TO FINANCIAL STATEMENTS, (continued)
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regulations which may differ from generally accepted accounting principles.
These "book/tax" differences are either temporary or permanent in nature. To
the extent these differences are permanent in nature, such amounts are
reclassified within the capital accounts based on their federal tax-basis
treatment; temporary differences do not require reclassification. As of May
31, 1998, the following reclassifications have been made to increase
accumulated undistributed net investment loss and decrease accumulated
undistributed net realized gain on investments for $13,537.
D. FEDERAL INCOME TAXES. It is the policy of the Fund to continue to qualify
as a regulated investment company by complying with the provisions available
to certain investment companies, as defined in applicable sections of the
Internal Revenue Code, and to make distributions of net investment income and
net realized capital gains sufficient to relieve it from all, or substantially
all, federal income taxes.
E. ORGANIZATION EXPENSES. Costs incurred in connection with the organization
and initial registration of the Fund have been deferred and are being
amortized over a sixty-month period, beginning with the Fund's commencement of
operations. In the event any of the initial shares of the Fund are redeemed
during the amortization period, the redemption proceeds will be reduced by the
pro rata portion of any unamortized organizational expenses in the proportion
that the number of shares being redeemed bears to the number of initial shares
outstanding at the time of redemption.
3. SECURITY TRANSACTIONS. Purchases and sales of securities for the year ended
May 31, 1998, other than short-term securities, amounted to $1,669,093, and
$771,715, respectively.
4. SHARES OF BENEFICIAL INTEREST. The Fund's Articles of Incorporation permit
the Fund to issue an unlimited number of full and fractional shares of
beneficial interest (par value $0.00001). Transactions in shares and dollars
were as follows:
<TABLE>
<CAPTION>
YEAR ENDED PERIOD ENDED
MAY 31, 1998 MAY 31, 1997*
------------------- ------------------
SHARES AMOUNT SHARES AMOUNT
-------- ---------- ------- ----------
<S> <C> <C> <C> <C>
Shares sold 121,262 $1,550,535 133,466 $1,407,673
Shares reinvested 21,518 245,731 -- --
Shares redeemed (30,010) (378,329) (5,599) (67,182)
-------- ---------- ------- ----------
Net increase in shares 112,770 $1,417,937 127,867 $1,340,491
======== ========== ======= ==========
</TABLE>
- --------
* Fund commenced operations on June 13, 1996.
5. INVESTMENT MANAGEMENT, ADMINISTRATION, FUND ACCOUNTING, TRANSFER AGENCY AND
DISTRIBUTION AGREEMENTS. The Investment Manager of the Fund, Meyers Capital
Management, LLC, serves as the Fund's Investment Manager pursuant to an
Investment Management Agreement ("Agreement"). Under the terms of the
Agreement, the Investment Manager is entitled to receive a monthly fee of
1.00% of the average daily net assets of the Fund. The Investment Manager has
agreed to waive all of its fee and to reimburse the Fund for expenses
necessary to assist the Fund in maintaining a competitive expense ratio of
1.95% annualized of average daily net
11
<PAGE>
MEYERS PRIDE VALUE FUND
NOTES TO FINANCIAL STATEMENTS, (continued)
- -------------------------------------------------------------------------------
assets. For the year ended May 31, 1998, the Investment Manager earned fees of
$22,095 and waived fees of $22,095. In addition, the Investment Manager
reimbursed the Fund for all reimbursements other than those made by BISYS LP.
The Fund has entered into an Administration Agreement ("Agreement") with BISYS
Fund Services Limited Partnership LP ("BISYS LP"), with whom certain officers
and trustees of the Fund are affiliated, to provide administrative services.
Affiliated officers and trustees are not paid any fees directly by the Fund
for serving as officers and trustees of the Fund. Pursuant to the Agreement,
BISYS LP provides certain administrative and managerial support services to
the Fund. In consideration of which, through December 31, 1997, BISYS LP
received an annual administration fee equal to 0.15% of the first $100 million
in aggregate Fund assets, 0.10% for the next $400 million, 0.07% for the next
$500 million and 0.06% for aggregate assets in excess of $1 billion. Effective
January 1, 1998, the Agreement was amended such that BISYS LP shall receive a
minimum administration fee of $60,000 per year. For the year ended May 31,
1998, BISYS LP earned administrative fees of $26,390. As Administrator for the
Fund, BISYS LP has agreed to reimburse the Fund in the amount of $72,985.
The Fund has entered into a Fund Accounting Agreement ("Agreement") with BISYS
Fund Services, Inc. ("BISYS"), an affiliate of BISYS LP, to provide the Fund
with fund accounting services. Pursuant to the Agreement, BISYS maintains the
Fund's books and records and calculates the Fund's net asset value on a daily
basis. BISYS received a fee of $35,000 per year, plus reimbursement of out-of-
pocket expenses. Effective January 1, 1998, the Agreement was amended such
that BISYS shall receive a minimum fee of $30,000 per year, plus reimbursement
of out-of-pocket expenses. For the year ended May 31, 1998, BISYS earned fund
accounting fees of $34,771.
The Fund has entered into a Transfer Agency Agreement ("Agreement") with BISYS
to provide the Fund and its shareholders dividend disbursing, registrar and
transfer agency services. BISYS received a transfer agency fee of $15 per year
for each shareholder of the Fund, subject to a $12,000 minimum per year.
Effective January 1, 1998, the Agreement was amended such that BISYS receives
a transfer agency fee of $21 per year for each shareholder of the Fund,
subject to a $15,000 minimum per year. For the year ended May 31, 1998, BISYS
earned and was reimbursed transfer agency fees for related out-of-pocket
expenses in the amount of $28,030. In addition, the Fund incurred other
transfer agency out-of-pocket expenses which totaled $7,202.
The Trustees of the Fund have adopted a Distribution Plan ("Plan") with
respect to the Fund in accordance with Rule 12b-1 under the 1940 Act. Pursuant
to the Plan, BISYS LP acts as the Fund's Distributor, and is responsible for
facilitating the continuous sale or redemption of Fund shares. The Fund
accrues daily and pays monthly up to 0.25% of the Fund's average daily net
assets for services rendered in connection with the distribution of shares of
the Fund.
6. FEDERAL INCOME INFORMATION (UNAUDITED). During the year ended May 31, 1998,
the Fund declared mid term capital gain distributions in the amount of $40,002
and long-term capital gain distributions in the amount of $260.
For corporate shareholders 15.96% of the total ordinary income distributions
paid during the fiscal year ended May 31, 1998 qualify for the corporate
dividends received deduction.
12
<PAGE>
MEYERS PRIDE VALUE FUND
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>
YEAR ENDED PERIOD ENDED
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD) MAY 31, 1998 MAY 31, 1997*
- ----------------------------------------------------------------------------------
<S> <C> <C>
NET ASSET VALUE, BEGINNING OF PERIOD $ 12.23 $ 10.00
------- -------
INCOME FROM INVESTMENT OPERATIONS:
Net investment loss (0.06) (0.03)
Net realized and unrealized gain on investments 2.36 2.26
------- -------
Total from investment operations 2.30 2.23
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net realized gain on investments (1.55) --
------- -------
NET ASSET VALUE, END OF PERIOD $ 12.98 $ 12.23
======= =======
TOTAL RETURN 20.56% 22.30%
RATIOS TO AVERAGE NET ASSETS/SUPPLEMENTAL DATA:
Net assets, end of period (in thousands) $ 3,123 $ 1,563
Net investment loss before waivers/reimbursements (10.96%) (40.00%)(a)
Net investment loss net of waivers/reimbursements (0.61%) (0.48%)(a)
Expenses before waivers/reimbursements 12.30% 41.61%(a)
Expenses net of waivers/reimbursements 1.95% 2.09%(a)
Portfolio turnover rate 39.00% 42.46%
</TABLE>
- --------
*Fund commenced operations on June 13, 1996.
(a) Annualized.
The accompanying notes are an integral part of the financial statements.
13
<PAGE>
INDEPENDENT AUDITORS' REPORT
- -------------------------------------------------------------------------------
To the Shareholders and
Board of Trustees of
the Meyers Pride Value Fund:
We have audited the accompanying statement of assets and liabilities,
including the schedule of portfolio investments, as of May 31, 1998, and the
related statement of operations, statements of changes in net assets and the
financial highlights for each of the periods indicated herein. These financial
statements and the 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 verification of securities
owned as of May 31, 1998, by confirmation with the custodian and brokers and
other appropriate audit procedures. 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
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
Meyers Pride Value Fund at May 31, 1998, and the results of its operations,
the changes in its net assets and the financial highlights for each of the
periods indicated herein, in conformity with generally accepted accounting
principles.
KPMG Peat Marwick LLP
Columbus, Ohio
July 24, 1998
14
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MEYERS PRIDE VALUE FUND
INVESTMENT MANAGER
Meyers Capital Management, LLC
8901 Wilshire Boulevard
Beverly Hills, CA 90211
DISTRIBUTOR AND ADMINISTRATOR
BISYS Fund Services Limited Partnership
3435 Stelzer Road
Columbus, OH 43219
FUND ACCOUNTING AGENT
AND TRANSFER AGENT
BISYS Fund Services, Inc.
3435 Stelzer Road
Columbus, OH 43219
CUSTODIAN
BNY Western Trust Company
700 South Flower Street, Suite 250
Los Angeles, CA 90017
LEGAL COUNSEL
Mayer, Brown & Platt
1675 Broadway, Suite 1900
New York, NY 10019
INDEPENDENT AUDITORS
KPMG Peat Marwick LLP
Two Nationwide Plaza
Columbus, OH 43215
7/98
