PURISIMA FUNDS
N-30D, 1997-11-07
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November 6, 1997

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549-1004

                  Re:  Rule 30d
                       Purisima Funds
                       Registration No. 333-9153, CIK No. 0001019946
                 

Ladies and Gentlemen:

                  We are filing  electronically  on behalf of the Purisima Total
Return  Fund  (the  "Fund"),  concurrently  with  this  letter,  one copy of the
EDGARized  version of the August  31,  1997  Annual  Report to  Shareholders  in
compliance  with the provisions of Section 30 of the  Investment  Company Act of
1940.

                  If you have any  questions  concerning  the enclosed  filings,
please do not hesitate to call me at (626) 852-1033.


                                                           Very truly yours,



                                                           /s/ Joy Ausili
                                                           Joy Ausili

cc:   David Hearth, Esq.
<PAGE>
                                 Purisima Funds
                                  Annual Report

During the third quarter the market  marched  forward with strong  returns.  The
portfolio  was heavily  invested  in big cap  stocks.  We believe big cap should
prevail  over small cap in the months  ahead.  We continue to foresee  more bull
market  ahead and don't plan to call the top until  after  we've seen it, but we
are in the later stages of this  terrific run.  There's  plenty of time left for
good returns,  but it's important to be in big cap because the potential  return
in small cap isn't  worth the risk to be there  this late in the bull.  Although
this bull has lasted a long time,  it won't end  overnight.  A rolling  top will
mark the turnaround, not a spike-top.

We believe a stronger  economy in Europe is just around the bend.  Stock markets
in places like Germany,  Italy, and Switzerland are already discounting signs of
real  recovery.  All three  are up to 40% or more  year to date.  Over in Japan,
things are slowly  improving.  The  consumption  tax enacted last spring  slowed
recovery  for a while,  but Japan is  bottoming  out. We expect to see  momentum
swing in a positive direction very soon.

For the rest of 1997, we see things  continuing much as they have been.  Perhaps
some more volatility,  but overall a nice quarter. We'll remain bullish until we
see the top. Big cap stocks  should beat out small cap in the months  ahead.  We
believe the market will finish the  remainder of 1997 with good  numbers  giving
1998 a strong start.
<PAGE>
                           Letter to the Shareholders

Our portfolio  remained  tilted toward the very biggest  stocks during the third
quarter  -- but it hurt us as small  stocks  bested big stocks and we sat on the
wrong side. The Russell 2000 index,  reflective of small stocks, rose 14.88% for
the quarter while the S&P 500 rose 7.49%.  With our stocks averaging even bigger
than the S&P 500s'  stocks,  we  suffered.  But we still think we're  positioned
right for the period ahead.  We still believe  owning the biggest  stocks is the
place to be and that this quarter's action was just a bounce-back, counter-trend
rally for small stocks in a longer environment that will favor huge stocks.

Third quarter  foreign  equity  markets were flat as evidenced by the EAFE Index
being off -.70%.  EAFE (Europe,  Australasia,  and the Far East) is the standard
non-U.S.  stock measure.  We did slightly better.  Europe and Japan still suffer
from lackluster  economies.  Germany saw new all-time high unemployment numbers.
Japan slipped back into what appears to be recession. Outside America only a few
isolated countries show any real sign of economic pick-up.  Elsewhere things are
dull. This is good. You buy into bad times--sell  into good times.  This is just
the kind of market we want to be  positioned  for facing  into 1998.  We believe
these markets will heat up nicely.

Positioning the Fund's Portfolio

Our  turnover  remains  low and we see  little  reason  to vary  from our  prior
strategy.  We believe loose money will ultimately  stimulate overseas economies.
But first it is  side-stepped  here.  Take Japan. They can borrow at the bank at
less than 1% per year and turn around and buy a one year U.S.  Treasury for 5.5%
and pick up the 4.5% spread.  Unless they fear that the dollar  might fall,  the
arbitrage  potential is immense.  Leveraged  speculators can attack an arbitrage
potential of at least 1.5% against the dollar in every major country  except for
England,  Italy and Sweden.  Much of this money is simply flooding America right
now but can reverse  courses quickly at the first sign of dollar  weakness.  The
dollar weakens every few years. We don't know when. But our foreign  exposure is
aimed to hedge us against this process unwinding.

Japan  keeps  struggling  to find a  bottom  from its  long  super-bear  market.
Meanwhile our Japanese stocks,  concentrated in the huge global  exporters,  are
doing much better. We like Japan. We like continental  Europe. The kinds of big,
basic European  producers we own should do well in an environment where Europe's
economy warms. We feel pretty darned warm and fuzzy on these stocks.

Domestically,  there has been so  little  bad news that we fear the world is too
conditioned to the easy times. We are postured owning the biggest  stocks--which
should  rise in a rising  market  but fall less than the  market as a whole when
things turn to a real bear market.

We  appreciate  your  support of the The  Purisima  Total  Return  Fund and look
forward to continuing to serve your investment needs and objective.

Sincerely,
/s/ Kenneth L. Fisher
- -------------------------
Kenneth L. Fisher
<PAGE>
                      Purisima     S&P 500      MSCI EAFE

        10/28/96      $10,000      $10,000      $10,000
        10/31/96      $10,000      $10,149      $ 9,963
        11/30/96      $10,260      $10,910      $10,359
        12/31/96      $10,100      $10,694      $10,225
         1/31/97      $10,550      $11,367      $ 9,868
         2/28/97      $10,480      $11,451      $10,029
         3/31/97      $10,250      $10,982      $10,066
         4/30/97      $10,860      $11,641      $10,119
         5/31/97      $11,520      $12,341      $10,778
         6/30/97      $12,200      $12,895      $11,371
         7/31/97      $12,770      $13,920      $11,556
                      ---------------------------------
         8/31/97      $11,870      $13,141      $10,692
                      ---------------------------------


 $10,000 invested from 10/28/96 till 8/31/97 was valued at:

   S&P            MSCI EAFE          Purisima Total Return
 $13,141           $10,692                  $11,870


The percent of The Purisima Total Return since  inception has been 18.70%.  Past
performance is not predictive of future performance.
<PAGE>
                           PURISIMA TOTAL RETURN FUND

                             Schedule of Investments
                                 August 31, 1997

                                                        % of         Market
    Shares                                           Net Assets      Value
   --------                                         ------------   ----------

            Aerospace                                     1.7%
    1,300   Boeing Co.                                             $   70,769
                                                                   ----------

            Automobile                                    7.6%
      800   Daimler-Benz AC - ADR                                      59,750
    3,440   Fiat Spa - ADR                                             53,750
    1,300   Ford Motor Company                                         55,900
      800   General Motors Corp.                                       50,200
    6,300   Nissan Motor Co. - ADR                                     80,325
      800   Volvo AB - ADR                                             20,600
                                                                   ----------
                                                                      320,525
                                                                   ----------

            Banking                                      12.0%
    1,600   Banco Bilbao Vizcaya - ADR                                 42,800
    4,950   Bank of Tokyo-Mitsu - ADR                                  91,575
      300   Bankamerica Corp.                                          19,744
      500   Barclays PLC - ADR                                         45,625
      400   Chase Manhattan Corp.                                      44,475
      700   Citicorp                                                   89,338
    3,100   Espirito Santo Finl - ADR                                  57,350
    1,200   Istytu Mobiliare Ital-ADR                                  33,450
      600   Nat'l Austrail - ADR                                       41,625
    1,400   Westpac Banking- ADR                                       40,425
                                                                   ----------
                                                                      506,407
                                                                   ----------

            Chemicals                                     3.1%
      800   Dupont De Nemours & Co.                                    49,850
      400   Norsk Hydro A/S - ADR                                      21,475
    1,600   Rhone - Poulenc SA - ADR                                   60,600
                                                                   ----------
                                                                      131,925
                                                                   ----------

            Commercial Services                           0.1%
      100   Reuters Hldgs PLC ADR                                       6,088
                                                                   ----------

            Communication Equipment                       4.4%
    1,300   Alcatel Alsthom- ADR                                       32,013
      200   Ericsson (LM) Tel - ADR                                     8,338
    1,000   Lucent Technologies Inc.                                   77,875
      200   Motorola Inc.                                              14,675
      700   Nokia Corp - ADR A                                         54,250
                                                                   ----------
                                                                      187,151
                                                                   ----------

See Accompanying Notes to Financial Statements.
<PAGE>
                           PURISIMA TOTAL RETURN FUND

                             Schedule of Investments
                                 August 31, 1997

                                                        % of         Market
    Shares                                           Net Assets      Value
   --------                                         ------------   ----------

            Computer Components & Software                3.3%
      950   Cisco Systems, Inc.*                                       71,606
      500   Microsoft Corp.*                                           66,094
                                                                   ----------
                                                                      137,700
                                                                   ----------

            Computers                                     6.3%
      600   Hewlett-Packard Co.                                        36,788
      850   Hitachi LTD - ADR                                          79,263
      600   IBM Corporation                                            60,525
    1,600   NEC Corp. - ADR                                            90,800
                                                                   ----------
                                                                      267,376
                                                                   ----------

            Consumer Products                             1.1%
    1,250   Pepsico, Inc.                                              45,000
                                                                   ----------

            Cosmetics and Toiletries                      0.8%
      400   Gillette Company                                           33,125
                                                                   ----------

            Electric Utilities                            1.5%
    3,200   Empresa Nacional de Electricidad SA ADR                    63,200
                                                                   ----------

            Electrical Equipment                          4.9%
    1,500   General Electric Co.                                       93,750
      350   Philips Electronics                                        25,069
    1,000   Sony Corp. - ADR                                           88,125
                                                                   ----------
                                                                      206,944
                                                                   ----------

            Entertainment                                 1.1%
      600   The Walt Disney Co.                                        46,088
                                                                   ----------

            Financial Services                            2.2%
      300   ABB AB- ADR                                                43,800
    1,100   Federal National Mortgage Association                      48,400
                                                                   ----------
                                                                       92,200
                                                                   ----------

            Food                                          1.4%
      300   Unilever N.V.                                              60,375
                                                                   ----------

            Hospitals & Health Care Facilities            0.2%
      300   Columbia HCA Healthcare                                     9,469
                                                                   ----------

            Household Products                            1.6%
      500   Procter & Gamble Company                                   66,531
                                                                   ----------

See Accompanying Notes to Financial Statements.
<PAGE>
                           PURISIMA TOTAL RETURN FUND

                             Schedule of Investments
                                 August 31, 1997

                                                        % of         Market
    Shares                                           Net Assets      Value
   --------                                         ------------   ----------

            Insurance                                     1.8%
      100   Aegon N.V. ADR                                              7,425
      725   American Int'l Group                                       68,422
                                                                   ----------
                                                                       75,847
                                                                   ----------

            Manufacturing & Mining                        2.3%
    1,800   De Beers Cons Mines - ADR                                  57,713
      450   Minnesota Mining & Mfg Co.                                 40,444
                                                                   ----------
                                                                       98,157
                                                                   ----------

            Oil & Gas                                    10.5%
      400   Amoco Corp.                                                37,825
      700   Chevron Corp.                                              54,206
      600   Elf Aquitaine - ADR                                        33,450
    1,500   Exxon Corp.                                                91,781
      600   Mobil Corp.                                                43,650
    1,200   Repsol SA-SP ADR                                           47,250
    1,300   Royal Dutch Petroleum                                      65,975
      100   Texaco, Inc.                                               11,525
    1,250   Total S.A. - ADR                                           59,219
                                                                   ----------
                                                                      444,881
                                                                   ----------

            Pharmaceuticals                              11.0%
      650   Abbott Laboratories                                        38,959
      350   American Home Products                                     25,200
    1,500   Astra AS - ADR - A                                         24,000
      900   Bristol-Myers Squibb Co.                                   68,400
    1,100   Johnson & Johnson                                          62,356
      950   Merck & Co., Inc.                                          87,222
      200   Novartis AC - ADR                                          14,300
    1,200   Novo-Nordisk A/S- ADR                                      61,200
    1,500   Pfizer Inc.                                                83,063
                                                                   ----------
                                                                      464,700
                                                                   ----------

            Photography                                   0.9%
      100   Eastman Kodak Company                                       6,538
      800   Fuji Photo Film - ADR                                      30,600
                                                                   ----------
                                                                       37,138
                                                                   ----------

            Restaurants                                   0.9%
      800   Mc Donald's Corp                                           37,850
                                                                   ----------

            Retail                                        2.3%
      200   Coles Myer Ltd. ADR                                         7,375
      225   Home Depot                                                 10,617
    2,200   Wal-Mart Stores Inc.                                       78,100
                                                                   ----------
                                                                       96,092
                                                                   ----------

See Accompanying Notes to Financial Statements.
<PAGE>
                           PURISIMA TOTAL RETURN FUND

                             Schedule of Investments
                                 August 31, 1997

                                                        % of         Market
    Shares                                           Net Assets      Value
   --------                                         ------------   ----------

            Semiconductors                                4.5%
      800   Intel Corp.                                                73,700
      700   Kyocera Corp. - ADR                                        90,650
      300   SGS-Thomson Microelectronics*                              27,863
                                                                   ----------
                                                                      192,213
                                                                   ----------

            Steel                                         0.9%
    2,000   Ashanti Goldfields - GDR                                   20,750
      200   British Steel PLC - ADR                                     5,713
      500   Broken Hill Proprietary Co., Ltd. - ADR                    12,563
                                                                   ----------
                                                                       39,026
                                                                   ----------

            Telecommunications                            6.6%
      100   Ameritech Corp.                                             6,269
    1,850   AT&T Corp.                                                 72,150
      800   Bell Atlantic Corp.                                        57,900
      900   Bellsouth Corp.                                            39,600
    1,100   SBC Communications Inc.                                    59,813
      200   Telecom Italia Spa - ADR                                   11,800
      400   Telefonica De Espana - ADR                                 31,100
                                                                   ----------
                                                                      278,632
                                                                   ----------

            Tobacco Products                              1.8%
    1,750   Philip Morris Cons., Inc.                                  76,344
                                                                   ----------


            TOTAL COMMON STOCKS
            (cost $4,085,646)                                       4,091,753
                                                                   ----------


            SHORT-TERM INVESTMENTS                        8.5%

            UMB Bank, n.a.
              Money Market Fiduciary                                  359,494
                                                                   ----------


            Total Investments (cost $ 4,445,140)                    4,451,247
                                                                   ----------

            Liabilities, less
              Other Assets                               -5.1%       (215,303)
                                                                   ----------


            NET ASSETS                                  100.0%     $4,235,944
                                                                   ==========

ADR - American Depository Receipt
*Non-income producing security

See Accompanying Notes to Financial Statements.
<PAGE>
                           PURISIMA TOTAL RETURN FUND

                       STATEMENT OF ASSETS AND LIABILITIES
                                 August 31, 1997

      ASSETS:
      Investments at market value                             $ 4,451,247
      (cost of $4,445,140)
      Due from Adviser                                            183,285
      Deferred organizational costs                               111,077
      Receivable for sale of fund's shares                        101,043
      Prepaid expenses                                              9,838
      Dividends and interest receivable                             5,911
      -------------------------------------------------------------------
      Total Assets                                              4,862,401
      -------------------------------------------------------------------

      LIABILITIES
      Payable for securities purchased                            317,784
      Payable to adviser                                          281,733
      Accrued expenses                                             15,281
      Accrued investment advisory fees                              9,327
      Accrued distribution expense                                  2,332
      -------------------------------------------------------------------
      Total Liabilities                                           626,457
      -------------------------------------------------------------------
      NET ASSETS                                              $ 4,235,944
      ===================================================================

      COMPOSITION OF NET ASSETS
      Capital stock                                           $ 4,225,260
      Undistributed net investment income                           5,305
      Undistributed net realized loss on investments                 (728)
      Net unrealized appreciation on investments                    6,107
      -------------------------------------------------------------------
      Net Assets                                              $ 4,235,944
      ===================================================================

      Number of shares issued and outstanding
      ($.01 par value, unlimited shares authorized)               356,856

      Net Asset Value Per Share                                    $11.87
      ===================================================================

See Accompanying Notes to Financial Statements.
<PAGE>
                           PURISIMA TOTAL RETURN FUND

                             STATEMENT OF OPERATIONS
         For the Period October 28, 1996 (Inception) to August 31, 1997

     INVESTMENT INCOME:
     Dividends (net of foreign taxes withheld of $973)          $  15,963
     Interest                                                       3,335
     --------------------------------------------------------------------
                                                                   19,298

     EXPENSES:
     Administration and accounting                                 56,685
     Transfer agent                                                32,334
     Federal and state registration                                26,060
     Amortization of organizational costs                          22,552
     Printing                                                      18,044
     Investment advisory                                            9,327
     Insurance                                                      8,811
     Trustees                                                       7,244
     Auditing                                                       7,100
     Custody                                                        4,705
     Distribution                                                   2,332
     Legal                                                          1,516
     Other                                                            568
     --------------------------------------------------------------------
     Total expenses before reimbursement                          197,278
     Less: reimbursement of expenses by advisor                  (183,285)
     --------------------------------------------------------------------
     Net Expenses                                                  13,993

     Net Investment Income                                          5,305
     --------------------------------------------------------------------

     REALIZED AND UNREALIZED GAIN (LOSS)
     ON INVESTMENTS:
     Net realized loss on investments                                (728)
     Change in unrealized appreciation on investments               6,107
     --------------------------------------------------------------------
     Net gain on investments                                        5,379
     --------------------------------------------------------------------

     NET INCREASE IN NET ASSETS RESULTING
     FROM OPERATIONS                                            $  10,684
     ====================================================================
<PAGE>
                           PURISIMA TOTAL RETURN FUND

                       STATEMENT OF CHANGES IN NET ASSETS
         For the Period October 28, 1996 (Inception) to August 31, 1997

       OPERATIONS
       Net investment income                                 $     5,305
       Net realized loss on investments                             (728)
       Change in unrealized appreciation
       on investments                                              6,107
       -----------------------------------------------------------------
       Increase in net assets resulting
       from operations                                            10,684
       -----------------------------------------------------------------

       CAPITAL SHARE TRANSACTIONS
       Proceeds from shares sold                               4,162,372
       Cost of shares redeemed                                   (37,112)
       -----------------------------------------------------------------
       Net increase from capital share transactions            4,125,260
       -----------------------------------------------------------------

       Net Increase in Net Assets                              4,135,944

       NET ASSETS
       Beginning of period                                       100,000
       -----------------------------------------------------------------
       End of period                                         $ 4,235,944
       =================================================================

       CHANGES IN SHARES
       Shares sold                                               350,497
       Shares redeemed                                            (3,641)
       -----------------------------------------------------------------
       Net Increase                                              346,856
       =================================================================

See Accompanying Notes to Financial Statements.
<PAGE>
                           PURISIMA TOTAL RETURN FUND

                              FINANCIAL HIGHLIGHTS
         For the Period October 28, 1996 (Inception) to August 31, 1997

The  following  information  should be read in  conjunction  with the  financial
statements and notes thereto appearing elsewhere in this Annual Report.


       Net Assets Value, Beginning of Period                      $10.00
       -----------------------------------------------------------------

       Income from Investment Operations
       Net Investment Income                                        0.02
       Net Realized and Unrealized gains
       on Securities                                                1.85
       -----------------------------------------------------------------

       Total from Investment Operations                             1.87
       -----------------------------------------------------------------

       Net Asset Value, End of Period                             $11.87
       =================================================================

       Total Return                                               18.70%*

       Net Assets at End of Period ('000)                         $4,236

       Ratio of Expenses to Average Net Assets
       Before Expense Reimbursement                               20.97%**
       After Expense Reimbursement                                 1.50%**

       Ratio of Net Investment Income to Average
       Net Assets (Net of Expense Reimbursement)                   0.56%**

       Portfolio Turnover Rate                                     1.35%*

       Average Commission Rate Paid                              $0.0326*


- --------------------------------------------------------

*   Not annualized
**  Annualized

See Accompanying Notes to Financial Statements.
<PAGE>
                           Purisima Total Return Fund

                          Notes to Financial Statements

                                 August 31, 1997

(1)      Organization
         ------------

         The Purisima Total Return Fund (the "Fund"),  constituting  the initial
         series of The Purisima Funds (the "Trust"), was organized as a Delaware
         business trust on June 27, 1996 and is registered  under the Investment
         Company  Act of 1940,  as amended  (the  "1940  Act"),  as an  open-end
         management investment company issuing its shares in series, each series
         representing a distinct  portfolio  with its own investment  objectives
         and  policies.  The only series  presently  authorized  is the Purisima
         Total Return Fund. Fisher  Investments,  Inc. (the "Adviser") serves as
         the  investment  adviser  to the Fund and  purchased  10,000  shares on
         September 11, 1996 for cash in the amount of $100,000 to capitalize the
         Fund.  Investment operations of the Fund began on October 28, 1996. The
         investment  objective  of the Fund is to  produce a high level of total
         return.

(2)      Significant Accounting Policies
         -------------------------------

         The  following  is  a  summary  of  significant   accounting   policies
         consistently  followed by the Fund in the  preparation of its financial
         statements.  These policies are in conformity  with generally  accepted
         accounting   principles   ("GAAP").   The   presentation  of  financial
         statements  in  conformity  with  GAAP  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 revenue and expenses during the reporting  period.
         Actual results could differ from those estimates and assumptions.

         (a)      Investment Valuation

                  Securities which are traded on a recognized stock exchange are
                  valued at the last sale price on the  securities  exchange  on
                  which  such  securities  are  traded.   Securities  traded  on
                  over-the-counter  markets  are  valued on the basis of closing
                  over-the-counter trade prices. Securities for which there were
                  no  transactions   are  valued  at  the  closing  bid  prices.
                  Short-term investments are valued at cost.

         (b)      Organization Costs

                  Costs   incurred   by  the   Fund  in   connection   with  its
                  organization,  registration and the initial public offering of
                  shares have been deferred and will be amortized  over 5 years.
                  If any of the original  shares of the Fund are redeemed by any
                  holder  thereof prior to the end of the  amortization  period,
                  the redemption  proceeds will 
<PAGE>
                  be reduced by the pro rata share of the  unamortized  expenses
                  as of the date of redemption.  The pro rata share by which the
                  proceeds are reduced will be derived by dividing the number of
                  original shares outstanding at the time of redemption.

         (c)      Federal Income and Excise Taxes

                  The Fund  intends  to meet the  requirements  of the  Internal
                  Revenue Code applicable to regulated  investment companies and
                  to distribute substantially all investment company net taxable
                  income and net capital gains to shareholders in a manner which
                  results  in no tax cost to the  Fund.  Therefore,  no  federal
                  income or excise tax provision is required.

         (d)      Distribution to Shareholders

                  Dividends from net investment income will be declared and paid
                  annually. Distributions of net realized gains, if any, will be
                  declared at least annually.  Distributions to shareholders are
                  recorded on the ex-dividend date. The Fund periodically  makes
                  reclassifications  among certain of its capital  accounts as a
                  result of the  recognition  and  characterization  of  certain
                  income and capital gain distributions  determined  annually in
                  accordance with federal tax regulations  which may differ from
                  generally accepted accounting principles.

         (e)      Other

                  Investment  transactions  are accounted for on the trade date.
                  The Fund  determines the gain or loss realized from investment
                  transactions  by comparing  the original  cost of the security
                  lot sold  with  the net  sale  proceeds.  Dividend  income  is
                  recognized  on the  ex-dividend  date and  interest  income is
                  recognized on an accrual basis.

(3)      Investment Adviser
         ------------------

         The Fund has an Investment  Management Agreement with the Adviser, with
         whom  certain  officers  and  trustees of the Fund are  affiliated,  to
         furnish  investment  advisory  services to the Fund. Under the terms of
         this  agreement,  the Fund will pay the  Adviser  a monthly  fee at the
         annual  rate of 1.00% of the  Fund's  average  daily  net  assets.  The
         Adviser has agreed to voluntarily  reduce fees for expenses  (exclusive
         of brokerage,  interest,  taxes and extraordinary expenses) that exceed
         the expense  limitation of 1.50% of the Fund's average daily net assets
         for the first  fiscal  year.  During the period from  October 28, 1996,
         (inception)  to August 31,  1997,  the Adviser  reimbursed  $183,285 of
         expenses.  The Investment  Management  Agreement permits the Adviser to
         seek  reimbursement  of any  reductions  made to its management fee and
         payments made to limit  expenses  which are the  responsibility  of the
         fund within the three-year period following such reduction,  subject to
         the  Fund's  ability  to  effect  such   reimbursement  and  remain  in
         compliance  with  applicable  expense  limitations.  At such time as it
         appears  probable  that the Adviser will seek such  reimbursement,  the
         amount of reimbursement that the Fund is able to effect will be accrued
         as an expense of the Fund for that current period.
<PAGE>
(4)      Service and Distribution Plan
         -----------------------------

         Pursuant  to Rule  12b-1  under the 1940 Act,  the Trust has  adopted a
         Service and Distribution Plan (the "Plan"). Under the Plan, the Fund is
         authorized  to pay  expenses  incurred  for the  purpose  of  financing
         activities,  including  the  employment of other  dealers,  intended to
         result in the sale of  shares  of the Fund at an  annual  rate of up to
         0.25% of the Fund's average daily net assets.

(5)      Investment Transactions
         -----------------------

         The aggregate purchases and sales of securities,  excluding  short-term
         investments, for the Fund for the fiscal year 1997 is summarized below:

         Purchases                           $4,101,679
         Sales                               $   16,033

         At August 31, 1997, gross  unrealized  appreciation and depreciation of
         investments,  based on cost for the  federal  income  tax  purposes  of
         $4,085,646 were as follows:

         Appreciation                        $  177,276
         Depreciation                           171,169
                                             ----------
         Net appreciation on investments     $    6,107
                                             ==========


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