PURISIMA FUNDS
N-30D, 1999-11-10
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PURISIMA FUNDS

1999 ANNUAL REPORT

The Purisima Total Return Fund
The Purisima Pure American Fund
The Purisima Pure Foreign Fund










"Perhaps the only investment you'll need."
<PAGE>
TABLE OF CONTENTS

Shareholder Letter                                                   Pages 1 - 4

Performance Summaries                                                Pages 5 - 6

Financial Information                                               Pages 7 - 15

Notes to Financial Statements                                      Pages 16 - 18

Report of Independent Accountants                                        Page 19


INVESTMENT OBJECTIVES

Total Return Fund

     Seeks to provide investors with a high level of total return by considering
both domestic and foreign securities.

PURE AMERICAN FUND

     Seeks  to  provide  investors  with a high  level of  total  return,  while
concentrating its holdings in U.S. securities.

PURE FOREIGN FUND

     Seeks  to  provide  investors  with a high  level of  total  return,  while
concentrating its holdings in securities outside the U.S.
<PAGE>
A LETTER TO OUR SHAREHOLDERS

     We are pleased to bring you the annual report of the Purisima Funds for the
twelve-month  period ended  August 31, 1999.  During the  reporting  period,  we
continued to pursue our investment  objective of seeking a high total return for
our  shareholders.  The  Purisima  Total Return Fund is now only two months away
from recording three years of offering the portfolio management skills of Fisher
Investments  to mutual fund  investors.  Meanwhile,  the Pure  American and Pure
Foreign Funds are just one month away from concluding their first year. Begun on
September 29, 1998, both these funds have established solid performance over the
preceding  eleven months by building on our many years of experience in managing
domestic and foreign portfolios for large investors.

DOMESTIC OVERVIEW

     America's  stock market  performance  over the one-year period had a direct
impact on the  Purisima  Pure  American  Fund with its 99.4%  weighting  in U.S.
stocks,  while the Total Return Fund with its  significant  exposure to domestic
holdings  was also very much  affected by U.S.  economic  developments.  Many of
these  developments  were  positive,  as the  current  expansion  has become the
longest peacetime period of sustained economic growth in our history. During the
reporting  period,  corporate  profits hit new highs,  while  positive  earnings
surprises  were their  loftiest  in twelve  years.  The rising  economy has been
driven by  increases  in  productivity,  substantial  growth in real wages,  low
inflation and healthy consumer spending.

                              PURISIMA TOTAL RETURN
                        Country Allocation as of 8/31/99

                    United States                      65.9%
                    Japan                               8.9%
                    France                              4.1%
                    Netherlands                         3.8%
                    Spain                               3.7%
                    Germany                             2.9%
                    Sweden                              2.2%
                    Italy                               2.1%
                    Denmark                             1.3%
                    Finland                             1.3%
                    Australia                           1.2%
                    Norway                              1.2%
                    United Kingdom                      0.7%
                    Portugal                            0.6%

     Strong  economic  fundamentals  drove stock prices higher.  This period was
notable for the style  performance of U.S.  stocks.  As has previously  been the
case,  performance  was often an issue of size,  though Internet stocks remained
unpredictable with their prices fluctuating  wildly. We continue to believe that
late in a bull market the largest stocks offer superior  returns and lower risk,
versus smaller stocks. The performance spread between large and small stocks was
significant  in 1998,  and the year  finished  still  favoring  the  equities of
companies with the largest capitalizations.

- --------------------------------------------------------------------------------
1
<PAGE>
     The  first  quarter  of 1999 saw mixed  results,  while May and June of the
second  quarter  strongly  favored  small stocks over large ones. In our opinion
this  was a  short-lived  countertrend,  and we saw  evidence  of  this  pattern
reversing to again favor large stocks  toward the  reporting  period's end. On a
calendar year basis giant stocks have led the broad market each year since 1995.
We expect 1999 to be no  exception,  and our  research  continues to support our
inclination  toward  holding  those  domestic  stocks with the  greatest  market
capitalizations.

     Stocks largely  shrugged off two  quarter-point  interest rate hikes by the
Federal Reserve in 1999.  Earlier upheavals in foreign markets had partially led
the Fed to  previously  cut rates three times.  Many  pundits  believe that with
those foreign economies  improving,  the Fed was simply moving U.S. rates closer
to where  they were  prior to the  earlier  cuts,  and this  signaled  little in
regards to  America's  economy.  Such rate hikes  however,  portend a  potential
increase  in  foreign   investment.   We  believe  with  U.S.   interest   rates
substantially  higher and more  attractive  than those  offered in the  European
Union or Japan,  many  overseas  investors  will  continue  to pour  money  into
America.

FOREIGN OVERVIEW

     Although our foreign  selections lagged the very strong  performance of our
U.S. stock picks in 1998, the current year has witnessed the opposite occurring.
This very scenario is why we have advised folks to maintain some foreign  equity
exposure. While we remain over-weighted in domestic stocks and are still bullish
on them,  we realize  our  American  holdings  cannot  always  outperform  other
investments in every given calendar  quarter.  The global portfolio of our Total
Return Fund is structured in what we believe is the ideal mix of return and risk
with the belief that our foreign  holdings  will take a  leadership  role during
periods when our domestic stocks lag.

                              PURISIMA PURE FOREIGN
                        Country Allocation as of 8/31/99

                    Japan                              24.8%
                    France                             12.5%
                    Spain                              11.9%
                    Netherlands                        11.1%
                    Sweden                              8.5%
                    Italy                               7.6%
                    Germany                             7.5%
                    Finland                             4.3%
                    Norway                              3.6%
                    Australia                           3.5%
                    Denmark                             3.5%
                    Portugal                            1.1%

- --------------------------------------------------------------------------------
                                                                               2
<PAGE>
     Over the  past  several  months  this  strategy  paid  off  handsomely  for
shareholders of the Total Return Fund, while those holding our Pure Foreign Fund
enjoyed strong returns, as our foreign selections did significantly  better than
many investment  alternatives.  This  performance was robust enough for the Pure
Foreign  Fund to  eclipse  our Pure  American  Fund,  the S&P  500,  and its own
benchmark of the Morgan Stanley EAFE Foreign Index, during the reporting period.

     Driving our strong foreign  performance were several important factors.  We
remained focused on large, global exporters in developed economies. Stock prices
for  many of these  companies  experienced  significant  increases,  as  several
overseas  economies  showed signs of sustainable  economic  growth.  Our primary
portfolio  focus remained  maintaining  proper country weights versus the Morgan
Stanley EAFE Foreign Index,  and this had a substantial,  positive impact on our
foreign returns.  Among Europe's larger economies we significantly  overweighted
Spain, the Netherlands,  and Sweden,  while maintaining little or no exposure to
England or Switzerland.

     Japan remained our largest foreign  country weight,  and over the period we
increased our Japanese exposure.  This proved a wise decision,  as Japan's stock
market  enjoyed the strongest  returns of all major markets in the first half of
1999.  Propelling this breakout  performance,  the Japanese economy expanded for
the first time in eighteen months between January and March.  Japan's government
is optimistic  that this is the light at the end of the dark tunnel of recession
they've  been in.  Although  also  hopeful,  we don't  anticipate  substantially
increasing our exposure  further,  until seeing more signs their minor expansion
is sustainable and Japanese commitment to further economic reform is real.

- --------------------------------------------------------------------------------
3
<PAGE>
Closing Remarks

     In our domestic portfolio selection we expect to continue in the short term
investing  exclusively in the largest U.S. stocks.  Although Fisher  Investments
was a pioneer  of small  cap value  investing,  we don't  anticipate  purchasing
smaller  stocks  until the end of the next bear  market.  Many folks claim small
stocks outperform  large, but on a historical basis the  outperformance of small
caps is derived  almost  entirely from periods  right after bear  markets.  Only
during  such a period do we envision  changing  our  domestic  strategy to favor
companies with smaller  capitalizations.  In our foreign selections,  we plan to
continue  emphasizing  Western  Europe and Japan.  Despite a small  position  in
Australia,  we remain wary of most other foreign  markets.  We do not anticipate
considering the non-Japan Pacific Rim for some time.

     Looking  forward,  we  are  optimistic  in  regards  to the  world's  major
economies.  We believe Europe's  economic growth will continue,  while Japan has
shown the first signs of a possible economic  turnaround.  Meanwhile,  America's
economy  could hardly be  healthier  in our view.  As we head into the last four
months of 1999, we believe U.S.  stocks will finish strong.  Equities  remain an
asset class that in our opinion offers superior returns with what we judge to be
below average risk in the current  environment.  The  reporting  period saw bond
prices take a beating, and we were rewarded for having no exposure to this asset
class.  Going forward,  we believe our current portfolios are well structured to
successfully continue the growth of our shareholders' assets.


Sincerely,


/s/ Kenneth L. Fisher

Kenneth L. Fisher

CHAIRMAN AND CHIEF INVESTMENT OFFICER

FISHER INVESTMENTS, INC.

- --------------------------------------------------------------------------------
                                                                               4
<PAGE>
PERFORMANCE SUMMARIES
FOR PERIOD ENDING
AUGUST 31, 1999

PURISIMA TOTAL RETURN FUND
GROWTH OF $10,000

PURISIMA  TOTAL  RETURN FUND  CUMULATIVE  TOTAL  RETURN  VERSUS MSCI WORLD INDEX
$10,000 INVESTED FROM INCEPTION ON 10/31/96 TO 8/31/99*

               Purisima Total Return      MSCI World Index
               ---------------------      ----------------
    10/28/96          $ 10,000               $ 10,000
    11/30/96          $ 10,260               $ 10,558
    12/31/96          $ 10,100               $ 10,387
     1/31/97          $ 10,550               $ 10,511
     2/28/97          $ 10,480               $ 10,630
     3/31/97          $ 10,250               $ 10,417
     4/30/97          $ 10,860               $ 10,756
     5/31/97          $ 11,520               $ 11,418
     6/30/97          $ 12,200               $ 11,985
     7/31/97          $ 12,770               $ 12,535
     8/31/97          $ 11,870               $ 11,695
     9/30/97          $ 12,610               $ 12,328
    10/31/97          $ 11,910               $ 11,677
    11/30/97          $ 12,150               $ 11,882
    12/31/97          $ 12,384               $ 12,025
     1/31/98          $ 12,755               $ 12,358
     2/28/98          $ 13,576               $ 13,192
     3/31/98          $ 14,228               $ 13,747
     4/30/98          $ 14,709               $ 13,879
     5/31/98          $ 14,568               $ 13,703
     6/30/98          $ 14,928               $ 14,026
     7/31/98          $ 14,929               $ 14,001
     8/31/98          $ 12,494               $ 12,132
     9/30/98          $ 12,845               $ 12,344
    10/31/98          $ 14,157               $ 13,458
    11/30/98          $ 15,199               $ 14,256
    12/31/98          $ 16,035               $ 14,950
     1/31/99          $ 16,806               $ 15,276
     2/28/99          $ 16,305               $ 14,868
     3/31/99          $ 16,836               $ 15,485
     4/30/99          $ 17,117               $ 16,093
     5/31/99          $ 16,606               $ 15,503
     6/30/99          $ 17,728               $ 16,224
     7/31/99          $ 17,388               $ 16,173
     8/31/99          $ 17,498               $ 16,142

ONE-YEAR
  Cumulative Total Return(1)       40.05%

SINCE INCEPTION (10/28/96)
 Cumulative Total Return(1)        74.98%
 Average Annual Total Return(2)    21.77%


PLEASE NOTE PAST  PERFORMANCE IS NOT PREDICTIVE OF FUTURE  RESULTS.  SHARE PRICE
AND RETURN WILL FLUCTUATE, AND INVESTORS MAY EXPERIENCE A GAIN OR LOSS WHEN THEY
SELL THEIR  SHARES.  TO OBTAIN A PROSPECTUS  ON THE  PURISIMA  FUNDS PLEASE CALL
1-800/841-0199.   THE  PROSPECTUS  CONTAINS  MORE  INFORMATION,   INCLUDING  THE
POLITICAL,   ECONOMIC,  CURRENCY  RISKS  AND  POTENTIAL  VOLATILITY  OF  FOREIGN
INVESTING. READ THE PROSPECTUS CAREFULLY BEFORE INVESTING.

1.   Cumulative  total return measures the change in value of an investment over
     the periods indicated and reflects all fund fees and expenses.

2.   Average  annual total return  represents the average annual change in value
     of an investment over the periods  indicated and reflects all fund fees and
     expenses.  Average annual total return and cumulative  total return for the
     one-year period would be identical.

*    The Morgan  Stanley  MSCI World is obtained  from Morgan  Stanley and is an
     unmanaged  global  stock index  comprised of various  world stock  markets,
     including the U.S. Purisima total return of a $10,000  investment  includes
     all expenses. Fund's month-end inception was 10/31/96 with actual inception
     on 10/28/96.

+ The S&P 500 is obtained from  Standard & Poors corp. It is an unmanaged  stock
index that measures the  performance  of 500 large cap  companies  traded in the
U.S.  Total return of a $10,000  investment  in Purisima  includes all expenses.
Fund's month-end inception was 9/30/98 with actual inception on 9/29/98.

++ The EAFE Index is obtained  from Morgan  Stanley.  It is an  unmanaged  stock
index that measures the  performance of selected stock markets  outside the U.S.
Purisima  total  return of a $10,000  investment  includes  all  expenses.Fund's
month-end inception was 9/30/98 with actual inception on 9/29/98.

FIRST FUND DISTRIBUTORS, INC. PHOENIX, AZ 85018.

- --------------------------------------------------------------------------------
5
<PAGE>
PURE AMERICAN FUND
GROWTH OF $10,000

PURE AMERICAN FUND CUMULATIVE TOTAL RETURN VERSUS S&P 500 INDEX $10,000 INVESTED
FROM INCEPTION ON 9/30/98 TO 8/31/99+


                    Purisima Pure American             S&P 500 Index
                    ----------------------             -------------
       9/30/98            $ 10,000                       $ 10,000
      10/31/98            $ 11,190                       $ 10,813
      11/30/98            $ 11,920                       $ 11,468
      12/31/98            $ 12,810                       $ 12,128
       1/31/99            $ 13,300                       $ 12,638
       2/28/99            $ 12,630                       $ 12,243
       3/31/99            $ 12,940                       $ 12,732
       4/30/99            $ 13,040                       $ 13,228
       5/31/99            $ 12,630                       $ 12,801
       6/30/99            $ 13,390                       $ 13,630
       7/31/99            $ 12,930                       $ 13,206
       8/31/99            $ 13,000                       $ 13,139

SINCE INCEPTION (9/29/98)
  Cumulative Total Return(1)           30.00%



PURE FOREIGN FUND
GROWTH OF $10,000

PURE FOREIGN FUND  CUMULATIVE  TOTAL RETURN  VERSUS EAFE FOREIGN  INDEX  $10,000
INVESTED FROM INCEPTION ON 9/30/98 TO 8/31/99++

               Purisima Pure Foreign      EAFE Foreign Index
               ---------------------      ------------------

     9/30/98         $ 10,000                  $ 10,000
    10/31/98         $ 10,710                  $ 11,042
    11/30/98         $ 11,430                  $ 11,607
    12/31/98         $ 11,740                  $ 12,064
     1/31/99         $ 12,150                  $ 12,028
     2/28/99         $ 11,750                  $ 11,742
     3/31/99         $ 12,350                  $ 12,232
     4/30/99         $ 12,740                  $ 12,727
     5/31/99         $ 12,320                  $ 12,072
     6/30/99         $ 13,210                  $ 12,543
     7/31/99         $ 13,410                  $ 12,915
     8/31/99         $ 13,520                  $ 12,965

SINCE INCEPTION (9/29/98)
  Cumulative Total Return(1)        35.20%


- --------------------------------------------------------------------------------
                                                                               6
<PAGE>
SCHEDULE OF INVESTMENTS
PURISIMA TOTAL RETURN
AUGUST 31, 1999

                                                          % OF
# OF SHARES   COMMON STOCKS                             NET ASSETS      VALUE
- -----------   -------------                             ----------   -----------
              AUTOMOBILES                                  3.0%
      6,516   DaimlerChrysler AG - ADR                               $   489,922
     18,720   Fiat SpA - ADR                                             608,400
      5,000   Toyota Motors - ADR                                        314,687
      5,700   Volvo AB - ADR                                             158,531
                                                                     -----------
                                                                       1,571,540
                                                                     -----------
              BANKING                                      6.4%
     34,900   Banco Bilbao Vizcaya - ADR                                 468,969
     16,615   BankAmerica Corp.                                        1,005,207
     49,650   Bank of Tokyo - Mitsubishi - ADR                           775,781
      5,800   National Australia Bank LTD - ADR                          440,075
     18,696   San Paolo - IMI SpA - ADR                                  501,286
      7,800   WestPac Banking - ADR                                      237,900
                                                                     -----------
                                                                       3,429,218
                                                                     -----------
              CHEMICALS                                    1.9%
      9,700   Hoechst AG Sponsored ADR                                   408,006
     15,000   Norsk Hydro A/S - ADR                                      629,062
                                                                     -----------
                                                                       1,037,068
                                                                     -----------
              COMMUNICATION EQUIPMENT                      6.0%
     24,700   Alcatel Alsthom - ADR                                      764,156
     19,600   Ericsson (LM) Telecommunications - ADR                     638,225
     17,300   Lucent Technologies, Inc.                                1,108,281
      8,400   Nokia Corp. - ADR A                                        700,350
                                                                     -----------
                                                                       3,211,012
                                                                     -----------
              COMPUTER COMPONENTS & SOFTWARE               6.1%
     18,024   Cisco Systems, Inc.*                                     1,222,252
     12,500   Microsoft Corp.*                                         1,157,031
     10,900   NEC Corp. - ADR                                            877,450
                                                                     -----------
                                                                       3,256,733
                                                                     -----------
              COMPUTERS                                    5.2%
     29,400   Dell Computer Corp.*                                     1,435,087
     10,800   IBM Corp.                                                1,345,275
                                                                     -----------
                                                                       2,780,362
                                                                     -----------
              CONSUMER PRODUCTS                            2.2%
     19,800   Coca-Cola Co.                                            1,184,288
                                                                     -----------
              ELECTRIC UTILITIES                           1.1%
     29,600   Endesa SA - ADR                                            595,700
                                                                     -----------
              ELECTRICAL EQUIPMENT                         5.8%
     27,700   ABB AB - ADR                                               373,950
     10,400   General Electric Co.                                     1,168,050
      8,050   Hitachi Ltd - ADR                                          816,069
      6,750   Philips Electronics                                        693,984
                                                                     -----------
                                                                       3,052,053
                                                                     -----------
              FINANCIAL SERVICES                           3.4%
     25,075   Citigroup Inc.                                           1,114,270
      7,100   Federal National Mortgage Association                      441,088
      5,000   ING Groep N.V. - ADR                                       274,375
                                                                     -----------
                                                                       1,829,733
                                                                     -----------
              FOOD                                         0.7%
      5,625   Unilever N.V.                                              387,422
                                                                     -----------
              HOUSEHOLD PRODUCTS                           2.2%
     12,000   Procter & Gamble Co.                                     1,191,000
                                                                     -----------
              HOUSEHOLD AUDIO & VIDEO EQUIPMENT            1.3%
      5,400   Sony Corp. - ADR                                           687,488
                                                                     -----------
              INSURANCE                                    4.6%
     12,996   American Int'l Group                                     1,204,567
      4,700   Axa SA - ADR                                               294,338
        485   Berkshire Hathaway Inc - Class B*                          971,455
                                                                     -----------
                                                                       2,470,360
                                                                     -----------

- --------------------------------------------------------------------------------
7
<PAGE>
                                                          % OF
# OF SHARES   COMMON STOCKS                             NET ASSETS      VALUE
- -----------   -------------                             ----------   -----------
              MULTIMEDIA                                   1.7%
     15,600   Time Warner, Inc.                                      $   925,275
                                                                     -----------
              OIL & GAS                                    5.5%
      3,300   Elf Aquitaine - ADR                                        290,606
     14,000   Exxon Corp.                                              1,104,250
     23,700   Repsol SA - ADR                                            494,738
     10,500   Royal Dutch Petroleum                                      649,688
      6,150   Total Fina SA - ADR                                        400,134
                                                                     -----------
                                                                       2,939,416
                                                                     -----------
              PHARMACEUTICALS                             17.7%
     19,700   American Home Products                                     817,550
      9,535   Astrazeneca PLC                                            375,441
     16,800   Bristol-Myers Squibb Co.                                 1,182,300
     11,800   Johnson & Johnson                                        1,206,550
     17,200   Lilly (Eli) & Co.                                        1,283,550
     18,000   Merck & Co., Inc.                                        1,209,375
      9,400   Novo-Nordisk A/S- ADR                                      547,550
     33,400   Pfizer, Inc.                                             1,260,850
      8,400   Rhone - Poulenc SA - ADR                                   407,925
     20,000   Schering-Plough Corp.                                    1,051,250
                                                                     -----------
                                                                       9,342,341
                                                                     -----------
              PHOTOGRAPHY                                  1.2%
     17,700   Fuji Photo Film - ADR                                      646,050
                                                                     -----------
              RADIO & TV BROADCASTING EQUIPMENT            1.1%
              Matsushita Electric Industrial Co.,
      3,000   Ltd                                                        603,188
                                                                     -----------
              RETAIL                                       4.4%
     18,800   Home Depot                                               1,149,150
     27,200   Wal-Mart Stores, Inc.                                    1,205,300
                                                                     -----------
                                                                       2,354,450
                                                                     -----------
              SEMI-CONDUCTORS                              3.0%
     19,100   Intel Corp.                                              1,569,781
                                                                     -----------
              TELECOMMUNICATIONS                          13.2%
     23,275   AT&T Corp.                                               1,047,375
     18,300   Bell Atlantic Corp.                                      1,120,875
     23,550   Bellsouth Corp.                                          1,065,638
     14,900   DeutscheTelekom - ADR                                      661,188
     15,300   MCI Worldcom, Inc.*                                      1,158,975
      7,000   Portugal Telecom SA                                        290,938
     21,650   SBC Communications Inc.                                  1,039,200
      5,000   Tele Danmark A/S - ADR                                     140,625
      9,051   Telefonica De Espana - ADR                                 436,145
                                                                     -----------
                                                                       6,960,959
                                                                     -----------
              TOBACCO PRODUCTS                             2.0%
     27,850   Philip Morris Cos., Inc.                                 1,042,634
                                                                     -----------

              TOTAL COMMON STOCKS                         99.7%
              (cost $44,628,150)                                      53,068,071
                                                                     -----------
              SHORT-TERM INVESTMENTS                       0.3%
              UMB Bank, N.A. Money Market Fiduciary                      155,828
              (cost $155,828)

              TOTAL INVESTMENTS                          100.0%       53,223,899
              (cost $44,783,978)                                     -----------

              LIABILITIES, LESS
              OTHER ASSETS                                 0.0%          -24,403
                                                                     -----------
              NET ASSETS                                 100.0%      $53,199,496
                                                                     -----------

* Non-income producing security.

SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.

- --------------------------------------------------------------------------------
                                                                               8
<PAGE>
SCHEDULE OF INVESTMENTS
PURE AMERICAN
AUGUST 31, 1999

                                                          % OF
# OF SHARES   COMMON STOCKS                             NET ASSETS      VALUE
- -----------   -------------                             ----------   -----------
              BANKING                                      3.0%
        750   BankAmerica Corp.                                      $    45,375
                                                                     -----------
              COMMUNICATION EQUIPMENT                      3.1%
        725   Lucent Technologies, Inc.                                   46,445
                                                                     -----------
              COMPUTER COMPONENTS & SOFTWARE               7.1%
        750   Cisco Systems, Inc.*                                        50,859
        600   Microsoft Corp.*                                            55,538
                                                                     -----------
                                                                         106,397
                                                                     -----------
              COMPUTERS                                    7.0%
      1,200   Dell Computer Corp.*                                        58,575
        375   IBM Corp.                                                   46,711
                                                                     -----------
                                                                         105,286
                                                                     -----------
              CONSUMER PRODUCTS                            3.1%
        775   Coca-Cola Co.                                               46,355
                                                                     -----------
              ELECTRICAL EQUIPMENT                         3.4%
        450   General Electric Co.                                        50,541
                                                                     -----------
              FINANCIAL SERVICES                           6.2%
      1,050   Citigroup Inc.                                              46,659
        750   Federal National Mortgage Association                       46,594
                                                                     -----------
                                                                          93,253
                                                                     -----------
              HOUSEHOLD PRODUCTS                           3.5%
        525   Procter & Gamble Co.                                        52,106
                                                                     -----------
              INSURANCE                                    6.3%
        550   American Int'l Group                                        50,978
         22   Berkshire Hathaway Inc-B*                                   44,066
                                                                     -----------
                                                                          95,044
                                                                     -----------
              OIL & GAS                                    3.1%
        600   Exxon Corp.                                                 47,325
                                                                     -----------
              PHARMACEUTICALS                             22.7%
        750   American Home Products                                      31,125
        700   Bristol-Myers Squibb Co.                                    49,262
        500   Johnson & Johnson                                           51,125
        750   Lilly (Eli) & Co.                                           55,969
        775   Merck & Co., Inc.                                           52,070
      1,400   Pfizer, Inc.                                                52,850
        950   Schering-Plough Corp.                                       49,934
                                                                     -----------
                                                                         342,335
                                                                     -----------
              PUBLISHING AND PRINTING                      3.2%
        800   Time Warner, Inc.                                           47,450
                                                                     -----------
              RETAIL                                       6.4%
        800   Home Depot                                                  48,900
      1,075   Wal-Mart Stores, Inc.                                       47,636
                                                                     -----------
                                                                          96,536
                                                                     -----------
              SEMI-CONDUCTORS                              3.3%
        600   Intel Corp.                                                 49,313
                                                                     -----------
              TELECOMMUNICATIONS                          14.8%
        975   AT&T Corp.                                                  43,875
        750   Bell Atlantic Corp.                                         45,937
      1,000   Bellsouth Corp.                                             45,250
        600   MCI Worldcom, Inc.*                                         45,450
        875   SBC Communications Inc.                                     42,000
                                                                     -----------
                                                                         222,512
                                                                     -----------
              TOBACCO PRODUCTS                             3.2%
      1,275   Philip Morris Cos., Inc.                                    47,733
                                                                     -----------
              TOTAL COMMON STOCKS                         99.4%
              (cost $1,427,051)                                        1,494,006
                                                                     -----------
              SHORT-TERM INVESTMENTS                       0.5%
              UMB Bank, N.A. Money Market Fiduciary                        7,487
              (cost $7,487)                                          -----------

              TOTAL INVESTMENTS                           99.9%        1,501,493
              (COST $1,434,538)                                      -----------

              OTHER ASSETS, LESS LIABILITIES               0.1%              947
                                                                     -----------
              NET ASSETS                                 100.0%      $ 1,502,440
                                                                     -----------

* Non-income producing security.

See accompanying Notes to Financial Statements.

- --------------------------------------------------------------------------------
9
<PAGE>
SCHEDULE OF INVESTMENTS
PURE FOREIGN
AUGUST 31, 1999

                                                          % OF
# OF SHARES   COMMON STOCKS                             NET ASSETS      VALUE
- -----------   -------------                             ----------   -----------
              AUSTRALIA                                    3.5%
              National Australia Bank - Sponsored
         75   ADR                                                    $     5,691
        150   Westpac Banking - Sponsored ADR                              4,575
                                                                     -----------
                                                                          10,266
                                                                     -----------
              DENMARK                                      3.5%
        175   Novo-Nordisk A/S - ADR                                      10,194
                                                                     -----------
              FINLAND                                      4.3%
        150   Nokia Corp. - ADR                                           12,506
                                                                     -----------
              FRANCE                                      12.4%
        300   Alcatel Alsthom - Sponsored ADR                              9,281
        175   Axa SA - Sponsored ADR                                      10,959
        100   Elf Aquitaine - Sponsored ADR                                8,806
         75   Rhone-Poulenc SA - Sponsored ADR                             3,642
         50   Total Fina SA - Sponsored ADR                                3,253
                                                                     -----------
                                                                          35,941
                                                                     -----------
              GERMANY                                      7.5%
        100   DaimlerChrysler AG - ADR                                     7,519
        225   Deutsche Telekom - Sponsored ADR                             9,984
        100   Hoechst AG - Sponsored ADR                                   4,206
                                                                     -----------
                                                                          21,709
                                                                     -----------
              ITALY                                        7.6%
        300   Fiat SpA - ADR                                               9,750
        456   San Paolo - IMI SpA - ADR                                   12,227
                                                                     -----------
                                                                          21,977
                                                                     -----------
              JAPAN                                       24.7%
        750   Bank of Toyko-Mitsubishi - ADR                              11,719
        300   Fuji Photo Film - ADR                                       10,950
        100   Hitachi Ltd. - ADR                                          10,138
         40   Matsushita Electric Industrial Co., Ltd. - ADR               8,042
        150   NEC Corp. - Sponsored ADR                                   12,075
         75   Sony Corp. - ADR                                             9,548
        150   Toyota Motor Corp. - Unsponsored ADR                         9,441
                                                                     -----------
                                                                          71,913
                                                                     -----------
              NETHERLANDS                                 11.0%
        175   ING Groep N. V. - ADR                                        9,603
         94   Philips Electronics N.V. - ADR                               9,664
         75   Royal Dutch Petroleum NY Registry Shares                     4,641
        119   Unilever N.V. - ADR                                          8,196
                                                                     -----------
                                                                          32,104
                                                                     -----------
              NORWAY                                       3.6%
        250   Norsk Hydro A/S - Sponsored ADR                        $    10,484
                                                                     -----------
              PORTUGAL                                     1.1%
         75   Portugal Telecom SA - ADR                                    3,117
                                                                     -----------
              SPAIN                                       11.9%
        600   Banco Bilbao Vizcaya - ADR                                   8,063
        600   Endesa SA - ADR                                             12,075
        225   Repsol SA - Sponsored ADR                                    4,697
        200   Telefonica De Espana - ADR                                   9,638
                                                                     -----------
                                                                          34,473
                                                                     -----------
              SWEDEN                                       8.5%
        350   ABB AB - Sponsored ADR                                       4,725
        275   Ericsson (LM) Telecommunications - ADR                       8,955
        400   Volvo AB - Sponsored ADR                                    11,125
                                                                     -----------
                                                                          24,805
                                                                     -----------
              TOTAL COMMON STOCKS                         99.6%          289,489
              (cost $251,148)                                        -----------

              SHORT-TERM INVESTMENTS                       0.5%
              UMB Bank, N.A. Money Market Fiduciary                        1,488
              (cost $1,488)                                          -----------

              TOTAL INVESTMENTS                          100.1%          290,977
              (cost $252,636)                                        -----------

              LIABILITIES LESS OTHER ASSETS               -0.1%             -160
                                                                     -----------
              NET ASSETS                                 100.0%      $   290,817
                                                                     -----------

See accompanying Notes to Financial Statements.

- --------------------------------------------------------------------------------
                                                                              10
<PAGE>
STATEMENTS OF ASSETS AND LIABILITIES
AUGUST 31, 1999

<TABLE>
<CAPTION>
                                                TOTAL          PURE          PURE
                                                RETURN       AMERICAN       FOREIGN
                                                 FUND          FUND          FUND
                                              -----------   -----------   -----------
<S>                                           <C>           <C>           <C>
ASSETS:
Investments at value                          $53,223,899   $ 1,501,493   $   290,977
(cost of $44,783,978, $1,434,538, $252,636)
Dividends and interest receivable                  35,739         1,359           193
Receivable for Fund shares sold                     5,000         1,419          --
Deferred organizational costs, net                 58,859          --            --
Prepaid expenses                                   21,136          --            --
                                              -----------   -----------   -----------
Total Assets                                   53,344,633     1,504,271       291,170
                                              -----------   -----------   -----------
LIABILITIES:
Payable for Fund shares redeemed                   12,500          --            --
Payable to adviser (Notes 2 and 4)                 76,661         1,713           353
Other accrued expenses                             55,976           118          --
                                              -----------   -----------   -----------
Total Liabilities                                 145,137         1,831           353
                                              -----------   -----------   -----------
NET ASSETS                                    $53,199,496   $ 1,502,440   $   290,817
                                              -----------   -----------   -----------
COMPOSITION OF NET ASSETS
Capital stock                                 $44,887,908   $ 1,435,148   $   250,125
Accumulated net investment income (loss)           16,171        -2,107           884
Accumulated net realized gain (loss) on
investments                                      -144,504         2,444         1,467
Net unrealized appreciation on investments      8,439,921        66,955        38,341
                                              -----------   -----------   -----------
NET ASSETS                                    $53,199,496   $ 1,502,440   $   290,817
                                              ===========   ===========   ===========
Number of shares issued and outstanding
($0.01 par value, unlimited shares
authorized)                                     3,046,638       115,601        21,513
                                              -----------   -----------   -----------
NET ASSET VALUE PER SHARE                     $     17.46   $     13.00   $     13.52
                                              -----------   -----------   -----------
</TABLE>

See accompanying Notes to Financial Statements.

- --------------------------------------------------------------------------------
11
<PAGE>
STATEMENTS OF OPERATIONS
AUGUST 31, 1999

                                                     PURE AMERICAN  PURE FOREIGN
                                        TOTAL RETURN   FUND FROM     FUND FROM
                                        FUND FOR THE    9/29/98+      9/29/98+
                                         YEAR ENDED      THROUGH      THROUGH
                                           8/31/99       8/31/99      8/31/99
                                         -----------  -----------   -----------
INVESTMENT INCOME:
Dividends
  (net of foreign taxes withheld
   of $47,619, 0, $576)                 $   548,330    $   6,159    $   2,718
Interest                                     17,363        1,002          184
                                        -----------    ---------    ---------
  Total income                              565,693        7,161        2,902
                                        -----------    ---------    ---------
EXPENSES:

  Investment advisory                       377,917        9,268        2,018
  Distribution                               94,451         --           --
  Administration                             43,018         --           --
  Federal and state registration             27,680         --           --
  Amortization of organizational costs       25,555         --           --
  Fund accounting                            25,759         --           --
  Auditing & tax                             19,750         --           --
  Transfer agent                             24,815         --           --
  Legal                                      14,756         --           --
  Custody                                     8,200         --           --
  Printing                                    3,333         --           --
  Insurance                                  11,889         --           --
  Trustees                                    2,667         --           --
  Other                                      10,180         --           --
                                        -----------    ---------    ---------
Total expenses before reimbursement         689,970        9,268        2,018
Less: reduction of expenses by
  Adviser (Note 4)                         -122,777         --           --
                                        -----------    ---------    ---------
Net expenses                                567,193        9,268        2,018
                                        -----------    ---------    ---------
Net investment income (loss)                 -1,500       -2,107          884
                                        -----------    ---------    ---------
REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Net realized gain (loss) on investments     -48,382        2,444        1,467
Net change in unrealized appreciation
 on investments                          10,181,524       66,955       38,341
                                        -----------    ---------    ---------
NET GAIN ON INVESTMENTS                  10,133,142       69,399       39,808
                                        -----------    ---------    ---------
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS                         $10,131,642    $  67,292    $  40,692
                                        ===========    =========    =========

+ Commencement of operations.

See accompanying Notes to Financial Statements.

- --------------------------------------------------------------------------------
                                                                              12
<PAGE>
STATEMENT OF CHANGES IN NET ASSETS
TOTAL RETURN FUND

                                                         FOR THE       FOR THE
                                                        YEAR ENDED    YEAR ENDED
INCREASE IN NET ASSETS FROM:                             8/31/99       8/31/98
                                                       -----------   -----------
OPERATIONS
Net investment income (loss)                               -$1,500   $    35,808

Net realized loss on investments                           -48,382       -95,395
Net change in unrealized appreciation
  (depreciation) on investments                         10,181,524    -1,747,710
                                                       -----------   -----------
Increase (decrease) in net assets
  resulting from operations                             10,131,642    -1,807,297
                                                       -----------   -----------
DISTRIBUTION TO SHAREHOLDERS
From net investment income                                  -7,442       -16,000
                                                       -----------   -----------
CAPITAL SHARE TRANSACTIONS
Proceeds from shares sold                               28,558,152    21,195,120
Proceeds from shares issued in reinvestment of
  net investment income dividends                            7,421        15,952
Cost of shares redeemed                                 -6,969,246    -2,144,750
                                                       -----------   -----------
Net increase from capital share transactions            21,596,327    19,066,322
                                                       -----------   -----------

Net increase in net assets                              31,720,527    17,243,025

NET ASSETS
Beginning of year                                       21,478,969     4,235,944
                                                       -----------   -----------
End of year (including undistributed net investment
  income of $16,171 and $25,113, respectively)         $53,199,496   $21,478,969
                                                       ===========   ===========
CHANGES IN SHARES
Shares sold                                              1,750,545     1,514,495
Shares issued on reinvestment of distributions                 464         1,291
Shares redeemed                                           -426,832      -150,179
                                                       -----------   -----------
Net increase                                             1,324,177     1,365,607
                                                       ===========   ===========

See accompanying Notes to Financial Statements.

- --------------------------------------------------------------------------------
13
<PAGE>
STATEMENT OF CHANGES IN NET ASSETS
PURE AMERICAN FUND

                                                                   FROM 9/29/98+
                                                                      THROUGH
INCREASE IN NET ASSETS FROM:                                          8/31/99
                                                                    ----------
OPERATIONS
  Net investment loss                                                  -$2,107
  Net realized gain on investments                                       2,444
  Net change in unrealized appreciation on investments                  66,955
                                                                    ----------
  Increase in net assets resulting from operations                      67,292
                                                                    ----------
CAPITAL SHARE TRANSACTIONS
  Proceeds from shares sold                                          1,506,919
  Cost of shares redeemed                                             -171,771
                                                                    ----------
  Net increase from capital share transactions                       1,335,148
                                                                    ----------
Net increase in net assets                                           1,402,440

NET ASSETS
Beginning of period                                                    100,000
                                                                    ----------
End of period (including accumulated net
  investment loss of -$2,107)                                       $1,502,440
                                                                    ==========
CHANGES IN SHARES
Shares sold                                                            119,426
Shares redeemed                                                        -13,825
                                                                    ----------
Net increase                                                           105,601
                                                                    ==========
+ Commencement of operations.

See accompanying Notes to Financial Statements.
- --------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS
PURE FOREIGN FUND
                                                                   FROM 9/29/98+
                                                                      THROUGH
INCREASE IN NET ASSETS FROM:                                          8/31/99
                                                                     --------
OPERATIONS
  Net investment income                                              $    884
  Net realized gain on investments                                      1,467
  Net change in unrealized appreciation on investments                 38,341
                                                                     --------
  Increase in net assets resulting from operations                     40,692
                                                                     --------
CAPITAL SHARE TRANSACTIONS
  Proceeds from shares sold                                           250,395
  Cost of shares redeemed                                             -10,270
                                                                     --------
  Net increase from capital share transactions                        240,125
                                                                     --------
Net increase in net assets                                            280,817

NET ASSETS
Beginning of period                                                    10,000
                                                                     --------
End of period (including accumulated net
  investment income of $884)                                         $290,817
                                                                     ========
CHANGES IN SHARES
Shares sold                                                            21,425
Shares redeemed                                                          -912
                                                                     --------
NET INCREASE                                                           20,513
                                                                     ========
+ Commencement of operations.

See accompanying Notes to Financial Statements.
- --------------------------------------------------------------------------------
                                                                              14
<PAGE>
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD.

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

<TABLE>
<CAPTION>
                                                        TOTAL RETURN                  PURE AMERICAN     PURE FOREIGN
                                                            FUND                           FUND             FUND
                                           --------------------------------------       ----------       ----------
                                            FOR THE       FOR THE    FROM 10/28/96+   FROM 9/29/98+    FROM 9/29/98+
                                           YEAR ENDED    YEAR ENDED     THROUGH          THROUGH          THROUGH
                                            8/31/99       8/31/98       8/31/97          8/31/99          8/31/99
                                           ----------    ----------    ----------       ----------       ----------
<S>                                        <C>           <C>           <C>              <C>              <C>
NET ASSET VALUE,
BEGINNING OF PERIOD                        $    12.47    $    11.87    $    10.00       $    10.00       $    10.00
                                           ----------    ----------    ----------       ----------       ----------
Income from investment operations

Net investment income (loss)                    -0.01          0.02          0.02            -0.02             0.04
Net realized and unrealized
gains on investments                             5.00          0.60          1.85             3.02             3.48
                                           ----------    ----------    ----------       ----------       ----------
TOTAL FROM INVESTMENT OPERATIONS                 4.99          0.62          1.87             3.00             3.52
                                           ----------    ----------    ----------       ----------       ----------
Less distributions:

Dividends from net
investment income                                --           -0.02          --               --               --
                                           ----------    ----------    ----------       ----------       ----------
Net asset value, end of period             $    17.46    $    12.47    $    11.87       $    13.00       $    13.52
                                           ==========    ==========    ==========       ==========       ==========

Total return                                    40.05%         5.26%        18.70%**         30.00%**         35.20%**

Net assets at end of
period in thousands                        $   53,199    $   21,479    $    4,236       $    1,502       $      291

Ratio of expenses to average net assets:

Before expense reimbursement                     1.82%         2.71%        20.97%*           1.50%*           1.50%*
After expense reimbursement                      1.50%         1.50%         1.50%*            n/a              n/a

Ratio of net investment income
(loss) to average net assets                     0.00%#        0.28%#        0.56%#*         -0.34%*           0.65%*

Portfolio turnover rate                         12.72%        15.89%         1.35%**         29.73%**          7.19%**
</TABLE>

*  Annualized.
** Not annualized.
+  Commencement of operations.
#  Net of expense reimbursement.

See accompanying Notes to Financial Statements.

- --------------------------------------------------------------------------------
15
<PAGE>
NOTES TO FINANCIAL STATEMENTS
AUGUST 31, 1999

(1)  ORGANIZATION

     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 represents a distinct  portfolio with its own
investment  objectives  and policies.  The Trust  consists of three  diversified
series (the  "Funds"):  Purisima  Total Return Fund (the "Total  Return  Fund"),
representing  the initial  series of the Trust  which  commenced  operations  on
October 28, 1996, and Purisima Pure American Fund (the "Pure American Fund") and
Purisima  Pure Foreign Fund (the "Pure  Foreign  Fund") both of which  commenced
operations  on September  29, 1998,  upon  receipt of capital  contributions  of
$100,000 and $10,000,  respectively.  Fisher  Investments,  Inc. (the "Adviser")
serves as the investment adviser to the Funds.

     The investment objectives of the Funds are as follows:

     The Total  Return  Fund seeks to produce a high level of total  return.  It
invests  primarily  in  common  stocks  and  other  equity-type  securities,  or
securities  acquired  primarily  to produce  income,  or a  combination  of both
depending on the assessment of market conditions.

     The Pure  American  Fund  seeks to provide  investors  with a high level of
total  return.  The Fund may  emphasize  investments  in common stocks and other
equity-type securities acquired primarily to produce income, or a combination of
both,  depending on the assessment of market conditions by the Fund's investment
adviser.  The Fund will  concentrate its portfolio  holdings to those securities
issued by issuers domiciled in the United States.

     The Pure Foreign Fund seeks to provide investors with a high level of total
return.  The  Fund  may  emphasize   investments  in  common  stocks  and  other
equity-type securities acquired primarily to produce income, or a combination of
both,  depending on the assessment of market conditions by the Fund's investment
adviser.  The Fund will  concentrate its portfolio  holdings to those securities
issued by issuers domiciled outside of the United States.

(2)  SIGNIFICANT ACCOUNTING POLICIES

     The following is a summary of significant  accounting policies consistently
followed by the Funds in the  preparation of their 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) Securities Valuation

     Securities  traded on an  exchange  or Nasdaq  are  valued at the last sale
price as of the  close of  trading  on the last  business  day of the  reporting
period. Securities for which there were no such transactions,  or in the case of
other over-the-counter securities, the closing bid price is used. Securities for
which market quotations are not readily available are valued at their fair value
as  determined  in good  faith by the  Board  of  Trustees  or  their  designee.
Short-term  investments  are valued at cost which,  when  combined  with accrued
interest, approximates market value.

(b) Organizational Costs

     Costs   incurred  by  the  Total  Return  Fund  in   connection   with  its
organization,  registration  and the initial public  offering of shares totaling
$133,629 have been deferred and are being  amortized over 5 years. If any of the
original  shares of the Total  Return Fund are  redeemed  by any holder  thereof
prior to the end of the  amortization  period,  the redemption  proceeds will be
reduced by the redeeming  shareholder's  pro rata share of the unamortized costs
as of the date of  redemption.  The  Adviser,  on behalf of the Funds,  paid the
organizational costs discussed above. As of August 31, 1999, the balance payable
to the Adviser for organization costs was $51,294.

- --------------------------------------------------------------------------------
                                                                              16
<PAGE>
(c) Federal Income and Excise Taxes

     The Funds intend to comply with the  requirements  of the Internal  Revenue
Code   applicable   to  regulated   investment   companies   and  to  distribute
substantially  all of its  income to its  shareholders.  Therefore,  no  federal
income or excise tax  provision  is required.  As of August 31, 1999,  the Total
Return  Fund had  available  for  federal  income tax  purposes  a capital  loss
carryover of $91,409 which begins to expire in 2005.

(d) Distribution to Shareholders

     Distributions  to shareholders  are recorded on the  ex-dividend  date. The
Funds  periodically  make  reclassifications  among  certain  of  their  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 GAAP.

(e) Other

     Security  transactions  are accounted for on their trade date.  The cost of
securities sold is determined using the specific identification method. Dividend
income is recognized on the  ex-dividend  date and interest income is recognized
on an accrual basis.

(3)  NON-U.S. INVESTMENT RISK

     Investments in Securities of non-U.S.  issues in certain  countries involve
special  investment  risks.  These  risks may  include  but are not  limited to,
investment  restrictions,  adverse political,  social and economic developments,
government involvement in the private sector, limited and less reliable investor
information,  lack of  liquidity,  certain  local  tax law  considerations,  and
limited regulation of the securities markets.

(4)  INVESTMENT ADVISER

     The Total Return Fund (the "Fund") has an Investment  Management  Agreement
with the Adviser 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.  The  Adviser's  reductions
totaled  $122,777 for the year ended August 31, 1999. 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.  The total amount eligible for reimbursement as of August 31, 1999 is
$463,344.  The  reimbursement  must be  approved  by the  Trust's  disinterested
Trustees and is 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  the Fund is able to effect  will be  accrued as an expense of the
Fund. To date, no fees or payments have been reclaimed.

     The Pure  American and Pure Foreign Funds have a  Comprehensive  Management
Agreement with the Adviser to provide  advisory and other ordinary  services and
expenses,  including  administration,  transfer  agency,  custody  and  auditing
services.  For providing these services and expenses, the Pure American and Pure
Foreign  Funds each pay the Adviser a monthly fee at the annual rate of 1.50% of
the  respective  Funds'  average  daily  net  assets.   This  comprehensive  fee
arrangement  requires the Adviser to absorb and pay out of its own resources all
operating  expenses of the Pure  American and Pure Foreign Funds that exceed the
annual rate of 1.50%.

- --------------------------------------------------------------------------------
17
<PAGE>
     The Trust, on behalf of the Funds, entered into an Administration Agreement
with Investment Company Administration, L.L.C. (the "Administrator").  Under its
terms,  the Funds pay a fee,  payable  monthly on the value of the total average
net assets of the Trust at an annual rate of 0.10% of the first $200  million of
such net assets, 0.05% of the next $300 million,  and 0.03% thereafter,  subject
to a minimum fee of $40,000 per Fund.

(5)  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 Total Return 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. The fee accrues at an annual rate not to exceed 0.25% of the
Fund's average daily net assets.

(6)  INVESTMENT TRANSACTIONS

     The  aggregate  purchases  and sales of  securities,  excluding  short-term
investments, for the period ended August 31, 1999 is as follows:

         Fund                         Purchases                      Sales
     -------------                   -----------                   ----------
     Total Return                    $26,146,641                   $4,741,583
     Pure American                     1,618,371                      193,763
     Pure Foreign                        259,650                       10,290

     At  August  31,  1999,  the  Funds'  gross   unrealized   appreciation  and
depreciation on investments based on their basis for federal income tax purposes
which differs from book purposes is as follows:

                              Gross Unrealized  Gross Unrealized  Net Unrealized
Fund                Basis       Appreciation      Depreciation     Appreciation
- ----             -----------    -----------       -----------      -----------
Total Return     $44,837,074    $10,273,768       $(1,886,943)     $ 8,386,825
Pure American      1,434,548        131,918           (64,973)          66,945
Pure Foreign         252,636         42,780            (4,439)          38,341

(7)  FEDERAL INCOME TAX INFORMATION

     For the fiscal period ended August 31, 1999, the Total Return Fund and Pure
Foreign Fund accrued foreign source income of $254,275 and $2,718, respectively,
and  foreign  withholding  taxes of $45,619  and $576,  respectively.  The taxes
withheld  are  expected  to be passed  through to  shareholders  as foreign  tax
credits on Form 1099-DIV for the year ending December 31, 1999.

- --------------------------------------------------------------------------------
                                                                              18
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Trustees and Shareholders of the Purisima Funds

     In our opinion,  the  accompanying  statements  of assets and  liabilities,
including the schedules of investments, and the related statements of operations
and of changes in net assets and the financial highlights present fairly, in all
material respects, the financial position of the Purisima Total Return Fund, the
Purisima Pure American Fund and the Purisima Pure Foreign Fund (constituting the
Purisima  Funds,  hereafter  referred to as the "Trust") at August 31, 1999, the
results of each of their operations, the changes in each of their net assets and
the financial  highlights for each of the periods indicated,  in conformity with
generally  accepted  accounting  principles.   These  financial  statements  and
financial highlights  (hereafter referred to as "financial  statements") are the
responsibility of the Trust's  management;  our  responsibility is to express an
opinion on these  financial  statements  based on our audits.  We conducted  our
audits of these  financial  statements in  accordance  with  generally  accepted
auditing standards,  which require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the  amounts  and  disclosures  in  the  financial  statements,   assessing  the
accounting  principles  used and significant  estimates made by management,  and
evaluating the overall  financial  statement  presentation.  We believe that our
audits,  which  included  confirmation  of  securities  at  August  31,  1999 by
correspondence  with the custodian,  provide a reasonable  basis for the opinion
expressed above.


PRICEWATERHOUSECOOPERS, LLP
Los Angeles, California
October 13, 1999
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