<PAGE>
------------------------------------------------------
MEYERS PRIDE VALUE FUND
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ANNUAL REPORT
May 31, 2000
[LOGO OF MEYERS PRIDE VALUE FUND]
<PAGE>
Chairwoman's Letter
-------------------------------------------------------------------------------
I am pleased to share with our shareholders, the successes and challenges of
the fourth fiscal year for the Meyers Pride Value Fund (the Fund). This letter
is an integral part of the Fund's fiscal year-end May 31, 2000 Annual Report
and should be read in conjunction with the following Report On The Fund, which
includes a more detailed discussion of the Fund's portfolio activity and
investment performance.
For the twelve-month period incorporating this Annual Report (May 31, 1999 to
May 31, 2000), the Fund had a total return of 14.36%. During the same period,
the S&P 500/1/ had a total return (which includes reinvested dividends) of
10.47%. The Fund's short-term performance ranking in both Morningstar/2/ and
Lipper/3/ has been outstanding. For the one-year period ending May 31, 2000,
the Fund placed in the top 8% of performance in Morningstar's Mid-Cap Value
category (fund 23 out of 281), and placed in the top 8% of performance in
Lipper's Multi-Cap Value category (fund 38 out of 493).
Longer-term performance has also been excellent. For the three-year period
ending May 31, 2000, the Fund placed in the top 7% of performance in
Morningstar's Mid-Cap Value category (fund 14 out of 191), and placed in the
top 9% of performance in Lipper's Multi-Cap Value category (fund 30 out of
333). Since inception on June 13, 1996 through May 31, 2000, the Fund has had
an average annualized return of 18.29%/4/.
During the past twelve months, assets in the Fund nearly doubled, increasing
from $4.61 million on May 31, 1999 to $8.73 million on May 31, 2000.
Throughout the year, the Fund consistently recorded monthly net inflows of new
investments, in spite of the general industry trend of weak, or even negative,
net inflows to value style mutual funds. In fact, beginning in September 1999,
monthly inflows began to accelerate significantly on a year-to-year
comparative basis, and maintained that trend through the fiscal year end in
May 2000.
The Fund's distribution channels have expanded substantially and now include
Charles Schwab's OneSource and Market Place programs, E*Trade, Morgan Stanley
Dean Witter, American Express Discount Brokerage, DLJ Direct, Waterhouse
Securities, as well as direct Fund purchases. Beginning in July 2000, the Fund
will be added to the American Express Financial Advisors SPS Advantage
Program. Please note that the trading symbol for the Fund in all these
distribution systems is "MYPVX".
Our website (www.pridefund.com) continues to be an extremely important
communications conduit for both existing and prospective clients. Web "hits"
have increased from less than 400 per day in May 1999, to approximately 1060
per day in May 2000. Prospectuses and account applications, for both IRA and
non-IRA accounts, can be downloaded from the website. The website also
provides daily updates on the Fund's net asset value (NAV), and monthly
updates on performance. For your trading convenience, we have direct links
from our home page to E*Trade, Schwab, and DLJ Direct. Several financial
websites, including Morningstar, Lipper, Yahoo Financial, MSN Money Central,
E*Trade, and Schwab have direct links to our website and additional
information on the Fund. We have a policy of responding to all website
inquires and we encourage you to use this avenue to communicate with the
Fund's manager, Meyers Capital Management.
We believe that consistency is an important attribute for any professional
investor. Since the Fund's inception in June 1996, we have endeavored to
remain steadfast to the principal investment strategies of the Fund. We
believe a commitment to a clear investment strategy, regardless of which
industry sector or investment style is in or out of favor, gains added
importance as stock market volatility increases. And, we believe that over the
long-term, following a clear investment strategy can help to maximize return,
while helping to reduce investment risk.
1
<PAGE>
Chairwoman's Letter (continued)
--------------------------------------------------------------------------------
We continue to look at each company on an individual "bottoms-up" basis,
employing an actively managed value style investment strategy. We continue to
seek long-term capital appreciation, rather than current income through
dividends, or quick hits from "hot stocks". Each investment in the portfolio,
besides being inexpensive relative to what we calculate to be its intrinsic
value, must also be a fundamentally strong or rapidly strengthening company,
managed by visionary, intelligent and ethical management teams.
As part of our fundamental investment strategy, we invest in companies, which
have progressive Open Workplace policies, which we define as companies that
have openly adopted policies, which promote the value, respect, and development
of all company employees, including gay and lesbian employees. We believe that
companies maintaining Open Workplace policies will experience higher workplace
morale, lower turnover, improved customer relations and more efficient internal
communications which can all contribute to above average profitability. At a
time when approximately 80% of the U.S. economy is service based, (meaning that
the bulk of a company's assets are in its human capital base), actively valuing
and developing all employees is essential to sustained profitability. We
believe that companies that have openly adopted policies that value their gay
and lesbian employees are at the vanguard of understanding the importance of an
Open Workplace culture. These are exactly the types of companies that belong in
any investment portfolio.
Current and prospective investors should know that we do not approach our
research on employment policies as a passive exercise. When we find companies
without anti-discrimination policies in place, we actively engage company
management in constructive discussions to have non-discrimination policies
adopted. Most significantly, in bringing these issues to the table, we have had
success in achieving positive results. We will continue with these important
pursuits. Reflecting these efforts during the past fiscal year, we have added
12 companies to our employment policy database after verifying specifically
stated anti-discrimination policies in regard to sexual orientation. The total
database now consists of approximately 430 companies.
Please note that the purpose of this database is to track a company's
employment policy. Investment selections for the portfolio are derived from
this database, but decisions as to investment transactions are strictly based
upon our investment criteria. From a database of over 400 companies, the
investment portfolio has historically consisted of 40 to 45 individual stock
holdings.
A more detailed analysis of the past year's investment activity and market
conditions is contained in the related Report On The Fund. This and additional
information can be provided on request. Please don't hesitate to contact us at
www.pridefund.com or (800) 410-3337 if you have questions regarding the Meyers
Pride Value Fund.
Thank you for choosing the Meyers Pride Value Fund as part of your portfolio
and we encourage you to share with family and friends the successes of the
Fund.
/s/ Shelly J. Meyers
Shelly J. Meyers
--------
This material is authorized for distribution only when preceded or accompanied
by a prospectus. The prospectus contains complete information including
expenses and ongoing fees and should be read carefully before investing or
sending money. BISYS Fund Services, LLP, distributes the Fund.
2
<PAGE>
Chairwoman's Letter (continued)
-------------------------------------------------------------------------------
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/The Fund's Performance is compared to the Standard & Poor's 500 Stock
Index, which represents 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. An
investor can not invest directly in an index.
/2/Morningstar is an independent mutual fund performance monitor whose results
are based on total return and do not reflect a sales charge. Past
performance is no guarantee of future results. Morningstar ratings reflect
historical risk adjusted performance as of 5/31/00. The ratings are subject
to change every month. Morningstar ratings are calculated from a funds 3-,
5-, and 10-year returns (with fee adjustments) in excess of 90-day Treasury
Bill returns and a risk factor that reflects performance below 90 day
Treasury Bill returns.
/3/Lipper is an independent mutual fund performance monitor whose results are
based on total return and do not reflect a sales charge. Past performance is
no guarantee of future results.
/4/Past performance does not guarantee future results. Investment return and
net asset value will fluctuate so that investor shares when redeemed may be
worth more or less than the original cost.
3
<PAGE>
Report on the Fund
-------------------------------------------------------------------------------
For the twelve-month period incorporating this Annual Report (May 31, 1999 to
May 31, 2000), the Meyers Pride Value Fund (the Fund), had a total return of
14.36%. During the same period, the S&P 500/1/ had a total return (which
includes reinvested dividends) of 10.47%. The Fund's short-term performance
ranking in both Morningstar/2/ and Lipper/3/ has been outstanding. For the
one-year period ending May 31, 2000, the Fund placed in the top 8% of
performance in Morningstar's Mid-Cap Value category (fund 23 out of 281), and
placed in the top 8% of performance in Lipper's Multi-Cap Value category (fund
38 out of 493).
Longer-term performance has also been excellent. For the three-year period
ending May 31, 2000, the Fund placed in the top 7% of performance in
Morningstar's Mid-Cap Value category (fund 14 out of 191), and placed in the
top 9% of performance in Lipper's Multi-Cap Value category (fund 30 out of
333). Since inception on June 13, 1996 through May 31, 2000, the Fund has had
an average annualized return of 18.29%/4/.
The companies held in the Fund had an average market capitalization of $58.7
billion dollars as at May 31, 2000, and a median market capitalization of
approximately $10.4 billion. Both the average and median market
capitalization's have risen from May 31, 1999, when the Fund average market
cap was $29.1 million and median market cap was $6.9 billion, respectively.
This shift primarily occurred from March through May 2000, as we added a
number of high quality, large cap companies, that were beaten up during the
market correction that started in mid-March. Chief among these additions were
Johnson & Johnson, Lucent Technologies, Microsoft, Motorola and Procter &
Gamble. We were able to make these additions while maintaining our historical
discount to the S&P 500 market price/earnings ratio.
As of May 31, 2000, the Fund had a total of forty-one stocks in the
portfolio*, consistent with the number of holdings since inception. Fourteen
new positions were established during the six-month period ending November 30,
1999, and thirteen positions were sold during the same period for an average
gain of 115.8%. During the six-month period ending May 31, 2000, thirteen new
positions were established, and sixteen positions were sold, for an average
gain of 33.1%. Included in the sixteen sold positions were five stocks, with
an average loss of 28.0%. These positions were sold in November and December
1999 to minimize taxable gains to shareholders. Without the inclusion of the
five stocks sold at a loss, the eleven stocks sold had an average gain of
60.9%. Fund turnover for the year ended May 31, 2000 was 72.3%, below the 89%
turnover rate registered by the average domestic stock fund.
The most significant activity in the portfolio occurred in November/December
1999, and March to May 2000. During November and December, we sold significant
technology holdings after the stocks had reached our sales price targets.
Positions sold during this period include General Instrument (193.8% gain),
Digital Lightwave (667.3% gain) and Oracle (128.6% gain). At the same time, we
began to purchase less volatile, more "conservative" utility and energy
companies, such as Edison International, Pacific Gas & Electric, Atlantic
Richfield, and Enron. Ironically, these moves hurt the portfolio's performance
relative to the market in January and February. However, this shift in the
portfolio helped tremendously when the market fell into a severe correction
beginning in mid-March. Conversely, this Spring's market correction provided
the opportunity to purchase the large cap technology companies discussed
above.
As at May 31, 2000, the top five equity holdings were*: Petco Animal Supplies
(5.5% of total investments), UNUMProvident (3.9%), Texaco (3.3%), Lucent
Technologies (3.3%), and Xerox (3.1%). The top ten equity holdings represented
33.8% of the total portfolio, a weighting consistent with all prior periods
reported.
The Fund's average price/earnings ratio (P/E) as at May 31, 2000 was 20.1x
based on estimated 1999 calendar earnings, and 16.9x based on estimated 2000
calendar earnings. In keeping with our value investment strategy,
4
<PAGE>
Report on the Fund (continued)
-------------------------------------------------------------------------------
the Fund's portfolio P/E provides a significant discount to the S&P 500 market
P/E of 25.2x based on estimated 1999 calendar earnings, and 22.4x based on
estimated 2000 calendar earnings The projected five year compound annual
earnings growth rate (CAGR) of the Fund portfolio is higher than that
estimated for S&P 500, with the portfolio's earnings CAGR currently projected
at 15.9% vs. the 12.8% of the S&P 500.
In regard to the stated social investment criteria of the Fund, Meyers Capital
Management, L.L.C. (investment advisor to the Fund) has continued to expand
its documented database of companies which follow the anti-discrimination
employment policies required by the Fund. Since May 31, 1999, twelve new
companies were added to this database as having verified and specifically
stated anti-discrimination policies in regards to sexual orientation. This
brings the total database to approximately 430 companies. A more detailed
discussion on the Fund's social investment criteria can be found in the
Chairwoman's Letter included in this Annual Report.
Of importance to current and prospective investors, our distribution channels
continue to expand. The Fund is now available through American Express
Financial Advisors, (primarily through the SPS Advantage Program and American
Express' discount brokerage operations), and Morgan Stanley Dean Witter's
programs. In addition to these new distribution channels, the Fund continues
to be offered through Charles Schwab's OneSource and Market Place programs,
E*Trade, DLJ Direct, and Waterhouse Securities. The Meyers Pride Value Fund
can be located in these distribution systems using the ticker "MYPVX".
The Fund's website, (www.pridefund.com), provides daily NAV updates, monthly
performance data, direct links to major distribution providers, and other
general information. The website also provide electronic downloading of
prospectuses and investment applications. A number of third party websites
offer information on the Fund, including websites operated by Charles Schwab,
E*Trade, Morningstar, Lipper, Yahoo Financial, and MSN Money Central.
In closing, I would like to reiterate a very important point that I raised in
the fiscal year-end May 31, 2000 Chairwomen's Letter. That is, we firmly
believe that consistency is an important attribute for any professional
investor. Since the Fund's inception in June 1996, we have adhered to the
principal value style investment strategies of the Fund. We believe that a
commitment to a clear investment strategy, regardless of which industry sector
or investment style is in or out of favor, gains added importance as stock
market volatility increases. We believe that over the long-term, following a
clear investment strategy can help to maximize return, and also help to reduce
investment risk. We strongly believe we have a professional obligation to
provide a consistently managed investment product to our clients, and will
endeavor to continue to do so as we manage the Fund through its fifth fiscal
year.
-------------------------
*Portfolio holdings are accurate as of 5/31/00. Portfolio composition is
subject to change.
/1/The Fund's Performance is compared to the Standard & Poor's 500 Stock
Index, which represents 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. An
investor cannot invest directly in an index.
/2/Morningstar is an independent mutual fund performance monitor whose results
are based on total return and do not reflect a sales charge. Past
performance is no guarantee of future results. Morningstar ratings reflect
historical risk adjusted performance as of 5/31/00. The ratings are subject
to change every month. Morningstar ratings are calculated from a funds 3-,
5-, and 10 year returns (with fee adjustments) in excess of 90 day Treasury
Bill returns and a risk factor that reflects performance below 90 day
Treasury Bill returns.
/3/Lipper is an independent mutual fund performance monitor whose results are
based on total return and do not reflect a sales charge. Past performance is
no guarantee of future results.
/4/Past performance does not guarantee future results. Investment return and
net asset value will fluctuate so that investor shares when redeemed may be
worth more or less than the original cost.
5
<PAGE>
Report on the Fund (continued)
--------------------------------------------------------------------------------
Meyers Pride Value Fund
Value of a $10,000 Investment
Meyers Pride Standard & Poor's 500
Value Fund Stock Index/1/
6/13/96 $10,000.00 $10,000.00
11/30/96 10,880.00 11,391.98
5/31/97 12,230.00 12,890.81
11/30/97 12,900.76 14,642.98
5/31/98 14,744.76 16,849.21
11/30/98 14,563.01 18,108.61
5/31/99 17,019.37 20,391.96
11/30/99 18,648.00 21,839.00
5/31/00 19,463.00 22,529.00
Average Annual Return
Since
Inception
1 Year 3 Year (6/13/96)
5/31/01 14.36% 16.75% 18.29%
The chart above represents a comparison of a hypothetical $10,000 investment
versus a similar investment in the Fund's benchmark.
-------------------------
Past performance does not guarantee future results. Investment return and net
asset value will fluctuate so that investor shares when redeemed may be worth
more or less than the original cost.
/1/The Fund's Performance is compared to the Standard & Poor's 500 Stock Index,
which represents 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.
6
<PAGE>
MEYERS PRIDE VALUE FUND
Schedule of Portfolio Investments
May 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares or
Principal Market
Amount Value
--------- ----------
<C> <S> <C>
Common Stocks--95.0%
Banking--4.9%
8,000 Bank One Corp. $ 264,500
2,200 Chase Manhattan Corp. 164,313
----------
428,813
----------
Commercial Services--3.3%
10,800 Cendant Corp. (b) 143,100
13,000 Sylvan Learning Systems, Inc. (b) 146,250
----------
289,350
----------
Computer Equipment & Software--12.9%
25,000 Activision, Inc. (b) 154,688
3,000 Computer Associates International, Inc. 154,500
1,800 Intel Corp. 224,324
1,200 International Business Machines Corp. 128,775
4,000 Microsoft Corp. (b) 250,249
7,500 Unisys Corp. (b) 203,438
----------
1,115,974
----------
Electric Utility--4.8%
10,000 Edison International 213,750
8,000 PG & E Corp. 207,500
----------
421,250
----------
Financial Services--1.0%
700 J.P. Morgan & Co., Inc. 90,125
----------
Food Products & Services--4.3%
14,700 Horizon Organic Holding Corp. (b) 145,163
6,500 Whole Foods Market, Inc. (b) 225,875
----------
371,038
----------
Health & Personal Care--9.4%
24,000 Cole National Corp.--Class A 151,500
2,000 Johnson & Johnson, Inc. 179,000
10,000 McKesson HBOC, Inc. 164,375
</TABLE>
The accompanying notes are an integral part of the financial statements.
7
<PAGE>
MEYERS PRIDE VALUE FUND
Schedule of Portfolio Investments, (continued)
May 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares or
Principal Market
Amount Value
--------- ----------
<C> <S> <C>
Common Stocks, (continued)
Health & Personal Care, (continued)
3,000 Procter & Gamble Co. $ 199,500
25,000 Sola International, Inc. (b) 125,000
----------
819,375
----------
Insurance--9.4%
10,000 Allstate Corp. 265,000
5,800 St Paul Companies, Inc. 217,500
15,000 UNUMProvident Corp. 340,313
----------
822,813
----------
Medical--Biotechnology--1.2%
25,000 Serologicals Corp. (b) 101,563
----------
Medical--Equipment & Supplies--2.9%
10,000 Boston Scientific Corp. (b) 256,250
----------
Medical--Hospital Management--2.5%
18,080 Foundation Health Systems, Inc.--Class A (b) 216,960
----------
Office Equipment & Services--3.1%
10,000 Xerox Corp. 271,250
----------
Oil & Gas--5.3%
3,280 BP Amoco PLC--ADR 178,350
5,000 Texaco, Inc. 287,188
----------
465,538
----------
Phamaceuticals--4.4%
3,700 American Home Products Corp. 199,338
4,200 Watson Pharmaceutical, Inc. (b) 185,325
----------
384,663
----------
Photography--2.7%
4,000 Eastman Kodak Co. 239,000
----------
Recreation--2.5%
12,000 Callaway Golf Co. 217,500
----------
Retail--9.5%
5,000 Federated Department Stores, Inc. (b) 192,500
</TABLE>
The accompanying notes are an integral part of the financial statements.
8
<PAGE>
MEYERS PRIDE VALUE FUND
Schedule of Portfolio Investments, (continued)
May 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Shares or
Principal Market
Amount Value
--------- ----------
<C> <S> <C>
Common Stocks, (continued)
Retail, (continued)
25,100 Petco Animal Supplies, Inc. (b) $ 475,330
10,000 Toys "R" Us, Inc. (b) 157,500
----------
825,330
----------
Telecommunications--10.9%
5,000 AT&T Corp. 173,438
5,000 Lucent Technologies, Inc. 286,874
2,000 Motorola, Inc. 187,500
4,000 SBC Communications, Inc. 174,750
3,400 WorldCom, Inc. (b) 127,925
----------
950,487
----------
TOTAL COMMON STOCKS (Cost $8,308,993) 8,287,279
----------
SHORT-TERM INVESTMENTS--4.5%
$396,968 Bank of New York Cash Reserve 396,968
----------
TOTAL SHORT-TERM INVESTMENTS (Cost $396,968) 396,968
----------
TOTAL INVESTMENTS (Cost $8,705,961) (a)--99.5% 8,684,247
----------
Other assets in excess of liabilities--0.5% 41,608
----------
TOTAL NET ASSETS--100.0% $8,725,855
==========
</TABLE>
--------
ADR--American Depository Receipt
PLC--Public Limited Company
(a) Represents cost for financial reporting purposes and federal income tax
purposes and differs from market value by net unrealized depreciation of
securities as follows:
<TABLE>
<S> <C>
Unrealized appreciation $ 930,223
Unrealized depreciation (951,937)
---------
Net unrealized depreciation $ (21,714)
=========
</TABLE>
(b) Represents non-income producing securities.
The accompanying notes are an integral part of the financial statements.
9
<PAGE>
MEYERS PRIDE VALUE FUND
Statement of Assets and Liabilities
May 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
Assets:
Investments, at value (cost $8,705,961) $8,684,247
Receivable from investment manager 49,280
Dividends and interest receivable 12,801
Deferred organizational costs 33,014
Prepaid expenses 17,031
----------
Total Assets $8,796,373
Liabilities:
Capital shares redeemed payable 5,341
Payable for distribution fees 1,809
Other accrued liabilities 63,368
----------
Total Liabilities 70,518
----------
Net Assets, applicable to 598,603 shares of
beneficial interest $8,725,855
==========
Net Assets consist of:
Capital 7,675,583
Accumulated net investment loss (18)
Accumulated net realized gain on investments 1,072,004
Net unrealized depreciation on investments (21,714)
----------
Net Assets $8,725,855
==========
Net Asset Value per share $ 14.58
==========
</TABLE>
The accompanying notes are an integral part of the financial statements.
10
<PAGE>
MEYERS PRIDE VALUE FUND
Statement of Operations
For the Year Ended May 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
Investment Income:
Dividend income $ 78,042
Interest income 7,868
----------
Total investment income $ 85,910
Expenses:
Investment management fees $ 67,520
Administration fees 63,333
Distribution fees 16,880
Audit fees 18,503
Custodian fees 16,280
Fund accounting fees 31,868
Legal fees 114,460
Organization expenses 33,105
Registration fees 18,645
Transfer agent fees 50,539
Trustees' fees 12,388
Miscellaneous expenses 36,221
----------
Total expenses before waivers/reimbursements 479,742
Less expenses waived by investment manager (67,520)
Less expenses reimbursed by investment manager (280,556)
----------
Net expenses 131,666
----------
Net Investment Loss (45,756)
----------
Realized and Unrealized Gain/(Loss) on Investments
Net realized gain on investments 1,528,891
Net change in unrealized depreciation on investments (518,267)
----------
Net realized and unrealized gain on investments 1,010,624
----------
Net Increase in Net Assets Resulting From Operations $ 964,868
==========
</TABLE>
The accompanying notes are an integral part of the financial statements.
11
<PAGE>
MEYERS PRIDE VALUE FUND
Statements of Changes in Net Assets
<TABLE>
<CAPTION>
Year Ended Year Ended
May 31, 2000 May 31, 1999
-------------------------------------------------------------------------------
<S> <C> <C>
Operations:
Net investment loss $ (45,756) $ (27,875)
Net realized gain on investments 1,528,891 476,498
Net change in unrealized appreciation/depreciation
on investments (518,267) 176,367
---------- ----------
Net increase in net assets resulting from
operations 964,868 624,990
---------- ----------
Distributions to Shareholders:
Distributions from net realized gain on investments (677,398) (227,065)
Shares of Beneficial Interest:
Net increase in net assets from shares of
beneficial interest transactions 3,827,724 1,089,659
---------- ----------
Net increase in net assets 4,115,194 1,487,584
---------- ----------
Net Assets:
Beginning of period 4,610,661 3,123,077
---------- ----------
End of period $8,725,855 $4,610,661
========== ==========
</TABLE>
The accompanying notes are an integral part of the financial statements.
12
<PAGE>
MEYERS PRIDE VALUE FUND
Financial Highlights
<TABLE>
<CAPTION>
(For a share outstanding Year Ended Year Ended Year Ended Period Ended
throughout each period) May 31, 2000 May 31, 1999 May 31, 1998 May 31, 1997*
-----------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Net Asset Value, beginning
of period $14.03 $12.98 $12.23 $10.00
------ ------ ------ ------
Income from Investment
Operations:
Net investment loss (0.08) (0.08) (0.06) (0.03)
Net realized and
unrealized gain on
investments 2.05 1.95 2.36 2.26
------ ------ ------ ------
Total from investment
operations 1.97 1.87 2.30 2.23
Distributions to
Shareholders from:
Net realized gain on
investments (1.42) (0.82) (1.55) --
------ ------ ------ ------
Net Asset Value, end of
period $14.58 $14.03 $12.98 $12.23
====== ====== ====== ======
Total Return 14.36% 15.43% 20.56% 22.30%(b)
Ratios to Average Net
Assets/Supplemental Data:
Net assets, end of period
(in thousands) $8,726 $4,611 $3,123 $1,563
Net investment loss net
of waivers/
reimbursements (0.68%) (0.79%) (0.61%) (0.48%)(a)
Expenses before
waivers/reimbursements** 7.11% 10.32% 12.30% 41.61%(a)
Expenses net of
waivers/reimbursements 1.95% 1.95% 1.95% 2.09%(a)
Portfolio turnover rate 72.32% 73.70% 39.00% 42.46%
</TABLE>
--------
* From June 13, 1996 (commencement of operations) through May 31, 1997.
** During the period, certain fees were voluntarily waived or reimbursed. If
such voluntary fee waivers and reimbursements had not occurred, the ratios
would have been as indicated.
(a) Annualized.
(b) Not Annualized.
The accompanying notes are an integral part of the financial statements.
13
<PAGE>
MEYERS PRIDE VALUE FUND
Notes to Financial Statements
May 31, 2000
-------------------------------------------------------------------------------
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
continue to 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 continuing to achieve 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, where
applicable) 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
14
<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. As of May
31, 2000, the following reclassification has been made to increase/(decrease)
such accounts:
<TABLE>
<CAPTION>
Accumulated Net Accumulated Net
Investment Loss Realized Gains
--------------- ---------------
<S> <C>
$45,684 ($45,684)
</TABLE>
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. 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.
The Fund has entered into an Administration Agreement ("Agreement") with BISYS
Fund Services LP ("BISYS LP"), with whom certain officers of the Fund are
affiliated, to provide administrative services. Affiliated officers are not
paid any fees directly by the Fund for serving as officers of the Fund.
Pursuant to the Agreement, BISYS LP provides certain administrative and
managerial support services to the Fund. Per the Agreement, BISYS LP shall
receive a minimum administration fee of $75,000 per year. Effective February
1, 2000, the agreement was amended such that BISYS LP shall receive a minimum
administration fee of $40,000 per year.
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.
15
<PAGE>
MEYERS PRIDE VALUE FUND
Notes to Financial Statements (continued)
-------------------------------------------------------------------------------
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.
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, as the Fund's Distributor is responsible for
facilitating the distribution 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.
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 Year Ended
May 31, 2000 May 31, 1999
--------------------- -------------------
Shares Amount Shares Amount
-------- ----------- ------- ----------
<S> <C> <C> <C> <C>
Shares sold 434,145 $ 6,149,829 125,864 $1,559,802
Shares reinvested 46,660 660,304 25,476 308,590
Shares redeemed (210,943) (2,982,409) (63,235) (778,733)
-------- ----------- ------- ----------
Net increase in shares 269,862 $ 3,827,724 88,105 $1,089,659
======== =========== ======= ==========
</TABLE>
5. Security Transactions. Purchases and sales of securities for the year ended
May 31, 2000, other than short-term securities, amounted to $7,575,400 and
$4,573,557, respectively.
6. Federal Income Information (unaudited). During the year ended May 31, 2000,
the Fund declared long-term capital gain distributions in the amount of
$231,114.
For corporate shareholders 9.28% of the total ordinary income distributions
paid during the fiscal year ended May 31, 2000 qualify for the corporate
dividends received deduction.
16
<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, 2000, 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 auditing standards generally
accepted in the United States of America. Those standards require that we plan
and perform the audits 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, 2000, by
confirmation with the custodian. 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, 2000, 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 accounting principles generally
accepted in the United States of America.
KPMG LLP
Columbus, Ohio
July 7, 2000
17
<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 LLP
Two Nationwide Plaza
Columbus, OH 43215
07/00
This material must be
preceded or accompanied by
a current prospectus.
