<PAGE>
------------------------------------------------------
MEYERS PRIDE VALUE FUND
------------------------------------------------------
SEMI-ANNUAL REPORT
November 30, 1998
Logo Meyers Pride Value Fund
<PAGE>
Chairwoman's Letter
- -------------------------------------------------------------------------------
This Chairwoman's Letter covers the six month period from May 31, 1998 to
November 30, 1998, and is an integral part of the Meyers Pride Value Fund's
(the Fund) fiscal year-end May 31, 1999 Semi-Annual report. For the six month
period ended November 30, 1998, the Fund returned -1.2%. For the calendar
year-to-date ended November 30, 1998, the Fund returned 10.6%. Since inception
from June 13, 1996 to November 30, 1998, the Fund has recorded an average
annualized return of 16.5%. A more detailed discussion of the Fund's portfolio
activity and performance follows in the Report On The Fund.
During this period, assets in the Meyers Pride Value Fund increased from $3.12
million on May 31, 1998 to $3.52 million on November 30, 1998. The Fund
recorded net inflows of new investments during this time period in spite of
the turbulent market conditions that began in mid-July.
We are anticipating a significant increase in Fund assets during this, our
third year of operation, primarily because of recent expansions to our
distribution system. We are extremely excited about joining the Charles Schwab
Mutual Fund OneSource(R) system, which will happen in mid-January 1999.
The Meyers Pride Value Fund is now available through many mutual fund
"supermarkets," including E*TRADE and Jack White, division of Waterhouse
Securities. Also beginning in January 1999, the Fund will be offered directly
by Phillips & Co., located in Portland, Oregon and one of the largest regional
brokerages in the Pacific Northwest. The Meyers Pride Value Fund can be
located under NASDAQ's mutual fund listings using ticker "MYPVX".
We will be unveiling a redesigned, expanded website (www.pridefund.com) in
January, 1999. From past experience, we believe that the website is one of our
most important channels of communication with both current and prospective
shareholders. Our plan is to continue to add features to the website through
1999 in an effort to expand the amount of information provided, and to provide
a forum for direct and timely contact with our website users. We have a policy
of responding to all website notes, so please feel free to continue using this
venue to communicate with the Fund.
In regards to the social objectives of the Fund, we have continued to expand
our documented database of companies which follow the employment policies
required by the Fund. Since May 31, 1998, 41 new companies were added to this
database as having specifically stated anti-discrimination policies in regards
to sexual orientation, enlarging the Fund's universe of potential investments
to 423. It is important that all of our current and prospective investors know
that we do not approach our database research as a passive exercise. In fact,
when we find companies that do not have anti-discrimination policies in place,
we actively engage company management in a discussion to have such policies
enacted.
These efforts are important to help advance civil rights by equalizing
employment policies, and we believe that the Fund researchers are in a unique
position to obtain positive results by constructively leveraging our position
as professional investors. The fact that gay and lesbian workers are still not
covered by state employment law protections in approximately forty states
makes it imperative that we continue these efforts. No worker can truly be
financially secure, and no worker can be optimally productive, so long as
there is any sense of insecurity in the workplace.
In terms of fundamental investment analysis, our investment discipline
requires that we seek out management teams that are visionary, knowledgeable,
intelligent and ethical. In our view, common sense dictates that such
1
<PAGE>
CHAIRWOMAN'S LETTER (CONTINUED)
- -------------------------------------------------------------------------------
management teams are typically going to provide the best long term performance
for investors. We believe management teams which have adopted policies and
practices that value all employees, including gay and lesbian employees, are
more likely to be management teams that reflect the qualities we look for
during our investment analysis. Therefore, the social objectives of the Fund,
in our opinion, hardly limit us from investing in the best investments
available. On the contrary, we believe these objectives are a fundamental
component in identifying the companies and management teams most likely to
have success in outperforming their peer groups in the 21st century and are
therefore exactly the types of companies that belong in any investment
portfolio.
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.
2
<PAGE>
Report of the Fund
- -------------------------------------------------------------------------------
For the six month period incorporating this Semi-Annual Report (May 31, 1998
to November 30, 1998), the Meyers Pride Value Fund had a total return of
- -1.2%. During the same period, the average domestic stock fund (as tracked by
Morningstar) posted a return of -2.44%, and the S&P 500 had a total return
(including reinvested dividends) of 7.5%. For the one year period ending
November 30, 1998, your Fund had a total return of 12.9%, while Morningstar's
average domestic stock fund posted a return of 7.94%, and the S&P 500 returned
23.7% (including reinvested dividends). Since inception on June 13, 1996
through November 30, 1998, the Meyers Pride Value Fund has had an average
annualized return of 16.5%. While the stocks in your Fund have an average
weighted market capitalization of $19 billion, the small and mid-cap holdings
bring the Fund's median market capitalization to about $4.5 billion. For this
reason, Morningstar has begun tracking the Fund in its Mid-cap Value category.
When compared to this category, your Fund's performance has been even more
impressive. Funds in this category have returned on average -7.79% for the
six-month period and 0.84% for the one year period ended November 30, 1998
Relative performance by the Fund can clearly be delineated between the period
before the stock market started correcting in mid-July, and through and past
the correction from approximately Mid-July to November 30, 1998. The Fund
underperformed the S&P 500 from the end of May through mid-July, as the
portfolio increased only slightly during that time period, whereas the S&P 500
continued to climb to a peak through June and the first half of July. However,
the Fund had strong relative performance since the market correction began in
mid-summer. Relative performance during the last three months of this six
month period was quite strong, with the Fund returning 25.9% in comparison to
the 22.0% return of the S&P 500. In general, the Fund has lagged the market
when market increases are predominately being driven by a relatively small
number of large cap growth companies. Conversely, the Fund has generally
matched or out-performed the market during downward trends and broader based
recoveries.
The market correction from mid-July to mid-October was clearly painful for
just about every investor in the stock market. However, as value investors, we
believe that the correction will turn out to be a positive event for the Fund
over the intermediate and long term. During that period of time, we were able
to buy a number of great companies at very attractive prices. New holdings
added during this time period include Disney*, BankAmerica*, American Home
Products*, Netscape Communications and Boston Scientific*. We also bought a
few quality small/mid size companies that fit our value and fundamental
investment criteria. These new holdings include Petco Animal Supplies* and
Whole Foods Market* among others. As value investors, the company valuations
created by the general market correction provided the best and largest
selection of stock buys that we have seen since starting the Fund in 1996.
Overall, we established new positions in a total of nine companies.
During the six months covered by this Report, the market has not only been
volatile, but market movements, both up and down, have been rapid and often
marked by extremely one-sided short-term sentiments. As long term investors,
we have consistently tried to keep our focus on the intermediate and longer
term prospects of our investments and not be distracted by the short term
sentiments of the market. We believe that this strategy has been particularly
effective during the last three months of this six month period, as holdings
initiated or added to during the correction provided excellent returns for the
Fund.
As part of our fundamental analysis of industry trends, we have been avoiding
businesses most affected by global problems with oversupply and deflation.
Consequently, we have not been buying companies involved in commodity
businesses such as petroleum, chemicals, and agriculture. In fact, two of our
three petroleum
3
<PAGE>
REPORT OF THE FUND (CONTINUED)
- -------------------------------------------------------------------------------
investments, Amoco and Mobil were sold after buyout offers were made by
British Petroleum and Exxon, respectively.
Of current holdings, banking stocks such as BankBoston*, BankAmerica* and J.P.
Morgan* have perhaps the most uncertain short and intermediate term outlook in
regards to whether future financial events will have a negative material
impact on profitability. However, all of these companies are great franchises,
and were so badly hit in the market downturn that we believed that their share
prices had fallen far below the inherent value of the companies. Therefore,
all three were added as new holdings over the months covered by this Report
Technology companies and pharmaceuticals were outstanding performers over the
past six months. Advanced Micro Devices*, General Instrument*, Intel* and
Seagate Technology* all recorded returns of from 24% to 50% over the six
months. Agouron*, Amgen* and Merck also posted strong double-digit gains
during this time period, and the Fund's position in Netscape Communications
was sold prior to November 30, 1998 with a profit of 92%. The Fund's Merck
position was sold before November 30, 1998 after hitting our price target,
however, both Agouron and Amgen are still among the top holdings.
The biggest disappointments during the six month period were Airlines and
HMO's. We will continue to hold onto our Airline and HMO stocks, primarily
because valuations are compelling, and we believe there is positive momentum
in industry fundamentals. In the case of Airlines, bookings are still robust
and the second largest cost component--jet fuel-- is positively impacted by
the historically low crude oil prices. Though HMOs are facing increased
regulatory uncertainty, the industry will also be experiencing the first
genuine increase in premium rates in a number of years as 1999 health plan
contracts are implemented.
As at November 30, 1998, the Meyers Pride Value Fund had a total of thirty-
nine stocks in the portfolio, consistent with the number of holdings since
inception. Nine new positions were established during the six month period
ending November 30, 1998, and fourteen positions were sold during the same
period. Also consistent with the Fund's overall activity since inception, Fund
turnover was approximately 38%, far below the average of 84% registered by the
average domestic stock fund as measured by Morningstar. This matches our
objective of managing the Fund with a long-term prospective, and theoretically
provides a lower annual tax bite from capital gains.
As at November 30, 1998, the top five equity holdings were: General Instrument
(4.3%), Advanced Micro Devices (4.2%), Whole Foods Market (4.0%), Agouron
Pharmaceuticals (3.7%), and Petco Animal Supplies (3.4%). The largest single
percentage in the portfolio was cash at 6.7%. The top ten equity holdings
represent approximately 36.6% of the total portfolio, a weighting consistent
with all prior periods reported.
- -------------------------
/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 11/30/98. Portfolio composition is
subject to change.
* Following are the percentages of the portfolio represented by each company
mentioned in this Report: Advanced Micro Devices (4.17%), Agouron
Pharmaceuticals (3.72%), Amgen Inc. (2.14%), American Home Products
(1.97%), BankAmerica (1.85%), BankBoston (3.43%), Boston Scientific
(1.69%), Disney (2.19%), General Instrument (4.31%), Intel (1.83%), JP
Morgan (3.03%), PETCO (3.44%), Seagate Technology (3.35%), Whole Foods
Market (3.96%)
4
<PAGE>
MEYERS PRIDE VALUE FUND
SCHEDULE OF PORTFOLIO INVESTMENTS,
NOVEMBER 30, 1998
(UNAUDITED)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
MARKET
SHARES VALUE
------ ----------
<C> <S> <C>
COMMON STOCKS--89.9%
Banking--7.3%
2,900 BankBoston Corp. $ 120,712
1,800 Chase Manhattan Corp. 114,188
1,400 Golden State Bancorp. Inc.* 26,950
----------
261,850
----------
Beverages--1.5%
1,500 Seagram Co. Ltd. 51,469
----------
Computer Equipment & Software--11.3%
5,300 Advanced Micro Devices, Inc.* 146,743
5,600 General Semiconductor, Inc.* 56,700
600 Intel Corp. 64,575
26,900 Midisoft Corp.* 15,064
4,000 Seagate Technology, Inc.* 118,000
----------
401,082
----------
Electrical & Electronics--2.3%
3,700 Arrow Electronics, Inc.* 80,475
----------
Electronic Components/Instruments--6.5%
5,400 General Instrument Corp.* 151,875
3,700 Polaroid Corp. 78,625
----------
230,500
----------
Entertainment--2.2%
2,400 Walt Disney Co. 77,250
----------
Financial Services--4.9%
1,000 BankAmerica Corp. 65,188
1,000 J.P. Morgan & Co., Inc. 106,875
----------
172,063
----------
Food--2.4%
5,200 Horizon Organic Holding Corp.* 83,850
----------
</TABLE>
The accompanying notes are an integral part of the financial statements.
5
<PAGE>
MEYERS PRIDE VALUE FUND
SCHEDULE OF PORTFOLIO INVESTMENTS, (continued)
NOVEMBER 30, 1998
(UNAUDITED)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
MARKET
SHARES VALUE
------ ----------
<C> <S> <C>
Health & Personal Care--1.8%
4,000 Sola International, Inc.* $ 63,500
----------
Health Care--2.0%
1,300 American Home Products Corp. 69,225
----------
Insurance--2.2%
1,600 NAC Re Corp. 76,400
----------
Manufacturing-Consumer Goods--2.5%
5,500 Reebok International Ltd.* 87,656
----------
Medical-Equipment & Supplies--1.7%
1,200 Boston Scientific Corp.* 59,400
----------
Medical-Hospital Management--4.3%
6,280 Foundation Health Systems, Inc.--Cl. A* 86,743
1,400 United HealthCare Corp. 63,175
----------
149,918
----------
Mining--2.4%
7,700 Homestake Mining Co. 82,775
----------
Oil/Gas--4.5%
1,600 Atlantic Richfield Co. 106,400
600 Mobil Corp. 51,713
----------
158,113
----------
Pharmaceuticals--5.9%
3,000 Agouron Pharmaceuticals, Inc.* 130,875
1,000 Amgen, Inc.* 75,250
----------
206,125
----------
Photography--2.3%
1,100 Eastman Kodak Co. 79,819
----------
Retail--14.8%
10,400 Donna Karan International, Inc.* 78,000
2,500 Lillian Vernon Corp. 38,280
12,100 Petco Animal Supplies, Inc.* 121,000
1,600 Sears, Roebuck & Co. 75,900
3,600 Toys "R" Us, Inc.* 71,100
</TABLE>
The accompanying notes are an integral part of the financial statements.
6
<PAGE>
MEYERS PRIDE VALUE FUND
SCHEDULE OF PORTFOLIO INVESTMENTS, (continued)
NOVEMBER 30, 1998
(UNAUDITED)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
MARKET
SHARES VALUE
------- ----------
<C> <S> <C>
3,000 Whole Foods Market, Inc.* $ 139,499
----------
523,779
----------
Telecommunications--2.8%
1,600 AT&T Corp. 99,700
----------
Transportation--Air--4.3%
3,700 America West Holdings Corp.--Cl. B* 52,263
1,500 AMR Corp.* 98,906
----------
151,169
----------
TOTAL COMMON STOCKS (COST $3,175,505) 3,166,118
----------
WARRANTS--0.2%
1,400 Golden State Bancorp--Litigation Warrant* 6,388
----------
TOTAL WARRANTS (COST $0) 6,388
----------
MONEY MARKET ACCOUNTS--6.8%
85,518 Bank Of New York Cash Reserve 85,518
155,000 Stagecoach Prime Money Market Fund 155,000
----------
TOTAL MONEY MARKET ACCOUNTS (COST $240,518) 240,518
----------
TOTAL INVESTMENTS (COST $3,416,023)--96.9% 3,413,024
----------
Other assets in excess of liabilities -3.1% 108,624
----------
NET ASSETS--100.0% $3,521,648
==========
</TABLE>
- --------
* non-income producing security.
The accompanying notes are an integral part of the financial statements.
7
<PAGE>
MEYERS PRIDE VALUE FUND
STATEMENT OF ASSETS AND LIABILITIES
NOVEMBER 30, 1998
(UNAUDITED)
- --------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
ASSETS:
Investments, at value (cost $3,416,023) $3,413,024
Receivable from Investment Manager 71,233
Dividends and interest receivable 4,251
Deferred organizational costs 82,580
Prepaid expenses 11,606
----------
Total Assets $3,582,694
Liabilities:
Payable for distribution fees 707
Other accrued liabilities 60,339
----------
Total Liabilities 61,046
----------
NET ASSETS, APPLICABLE TO 274,767 SHARES OF
BENEFICIAL INTEREST $3,521,648
==========
NET ASSETS CONSIST OF:
Capital 3,176,193
Accumulated undistributed net investment loss (11,695)
Accumulated undistributed net realized gain on
investments 360,149
Net unrealized depreciation on investments (2,999)
----------
NET ASSETS $3,521,648
==========
NET ASSET VALUE PER SHARE $ 12.82
==========
</TABLE>
The accompanying notes are an integral part of the financial statements.
8
<PAGE>
MEYERS PRIDE VALUE FUND
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED NOVEMBER 30, 1998
(UNAUDITED)
- --------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
INVESTMENT INCOME:
Dividend income $ 19,447
EXPENSES:
Investment management fees $ 15,970
Administration fees 30,178
Distribution fees 3,992
Audit fees 10,467
Custodian fees 6,627
Fund accounting fees 16,452
Legal fees 24,430
Organization expenses 16,552
Printing fees 5,591
Registration fees 8,436
Transfer agent fees 23,411
Trustees' fees 5,446
Miscellaneous expenses 11,691
---------
Total expenses before waivers/reimbursements 179,243
Less expenses waived (15,970)
Less expenses reimbursed (132,131)
---------
Net Expenses 31,142
---------
NET INVESTMENT LOSS (11,695)
---------
REALIZED AND UNREALIZED GAIN ON INVESTMENTS
Net realized gain on investments 315,448
Net change in unrealized depreciation on investments (323,185)
---------
Net realized and unrealized loss on investments (7,737)
---------
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS $ (19,432)
=========
</TABLE>
The accompanying notes are an integral part of the financial statements.
9
<PAGE>
MEYERS PRIDE VALUE FUND
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
SIX MONTHS ENDED
NOVEMBER 30, 1998 YEAR ENDED
(UNAUDITED) MAY 31, 1998
- --------------------------------------------------------------------------
<S> <C> <C>
OPERATIONS:
Net investment loss $ (11,695) $ (13,537)
Net realized gain on investments 315,448 224,583
Net change in unrealized depreciation on
investments (323,185) 178,305
---------- ----------
Net decrease in net assets resulting from
operations (19,432) 389,351
---------- ----------
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 transactions 418,003 1,417,937
---------- ----------
Net increase in net assets 398,571 1,559,656
---------- ----------
NET ASSETS:
Beginning of period 3,123,077 1,563,421
---------- ----------
End of period $3,521,648 $3,123,077
========== ==========
</TABLE>
The accompanying notes are an integral part of the financial statements.
10
<PAGE>
MEYERS PRIDE VALUE FUND
Notes To Financial Statements
November 30, 1998 (unaudited)
- -------------------------------------------------------------------------------
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.
Significant fee waivers and reimbursements were required to achieve an expense
ratio of 1.95% during the current period. 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 preparation of financial statements in
conformity with generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported amounts and
disclosures in the financial statements. Actual amounts could differ from
those estimates. The following is a summary of significant accounting policies
consistently followed by the Trust in the preparation of its financial
statements.
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 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
11
<PAGE>
MEYERS PRIDE VALUE FUND
NOTES TO FINANCIAL STATEMENTS, (continued)
- -------------------------------------------------------------------------------
are reclassified within the capital accounts based on their federal tax-basis
treatment; temporary differences do not require reclassification.
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 six months
ended November 30, 1998, other than short-term securities, amounted to
$1,451,495, and $1,038,508, 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>
SIX MONTHS ENDED
NOVEMBER 30, 1998 YEAR ENDED
(UNAUDITED) MAY 31, 1998
------------------ -------------------
SHARES AMOUNT SHARES AMOUNT
------- --------- ------- ----------
<S> <C> <C> <C> <C>
Shares sold 56,689 $ 687,860 121,262 $1,550,535
Shares reinvested 0 0 21,518 245,731
Shares redeemed (22,559) (269,857) (30,010) (378,329)
------- --------- ------- ----------
Net increase in shares 34,130 $ 418,003 112,770 $1,417,937
======= ========= ======= ==========
</TABLE>
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 assets. For the period ended November
30, 1998, the Investment Manager earned fees of $15,970 and waived fees of
$15,970. In addition, the Investment Manager reimbursed the Fund $132,131.
12
<PAGE>
MEYERS PRIDE VALUE FUND
Notes To Financial Statements, (continued)
- -------------------------------------------------------------------------------
The Fund has entered into an Administration Agreement ("Agreement") with BISYS
Fund Services 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.
The current Agreement states that BISYS LP shall receive a minimum
administration fee of $60,000 per year. For the period ended November 30,
1998, BISYS LP earned administrative fees of $30,178.
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. The current Agreement states that BISYS shall receive a minimum fee of
$30,000 per year, plus reimbursement of out-of-pocket expenses. For the period
ended November 30, 1998, BISYS earned fund accounting fees of $16,452.
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. The current Agreement states 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, plus reimbursement of out-of-pocket expenses.
For the period ended November 30, 1998, BISYS earned and was reimbursed
transfer agency fees for related out-of-pocket expenses in the amount of
$23,411.
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.
13
<PAGE>
MEYERS PRIDE VALUE FUND
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>
SIX MONTHS ENDED
NOVEMBER 30, 1998 YEAR ENDED PERIOD ENDED
(FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD) (UNAUDITED) MAY 31, 1998 MAY 31, 1997*
- ------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
NET ASSET VALUE, BEGINNING OF
PERIOD $ 12.98 $ 12.23 $ 10.00
------- ------- -------
INCOME FROM INVESTMENT OPERATIONS:
Net investment loss (0.04) (0.06) (0.03)
Net realized and unrealized
gain/(loss) on investments (0.12) 2.36 2.26
------- ------- -------
Total from investment operations (0.16) 2.30 2.23
DISTRIBUTIONS TO SHAREHOLDERS
FROM:
Net realized gain on investments -- (1.55) --
------- ------- -------
NET ASSET VALUE, END OF PERIOD $ 12.82 $ 12.98 $ 12.23
======= ======= =======
TOTAL RETURN (1.23%)(b) 20.56% 22.30%(b)
RATIOS TO AVERAGE NET
ASSETS/SUPPLEMENTAL DATA:
Net assets, end of period (in
thousands) $ 3,522 $ 3,123 $ 1,563
Net investment loss before
waivers/reimbursements (10.01%)(a) (10.96%) (40.00%)(a)
Net investment loss net of
waivers/reimbursements (0.73%)(a) (0.61%) (0.48%)(a)
Expenses before
waivers/reimbursements 11.22%(a) 12.30% 41.61%(a)
Expenses net of
waivers/reimbursements 1.95%(a) 1.95% 2.09%(a)
Portfolio turnover rate 38.09% 39.00% 42.46%
</TABLE>
- --------
*From June 13, 1996 (commencement of operations) through May 31, 1997.
(a) Annualized.
(b) Not annualized.
The accompanying notes are an integral part of the financial statements.
14
<PAGE>
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
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