[Front cover]
KALMAR
POOLED
INVESTMENT
TRUST
- ----------
[GRAPHIC] Kalmar Logo
"GROWTH-WITH-VALUE" SMALL CAP FUND
SEMI ANNUAL REPORT
JUNE 30, 1997
<PAGE>
KALMAR
POOLED
INVESTMENT
TRUST REPORT FROM MANAGEMENT
- -------------------
"GROWTH-WITH-VALUE"
SMALL CAP FUND
DEAR FELLOW SHAREHOLDERS & FRIENDS:
Welcome, as fellow shareholders, to the Kalmar "Growth-with-
Value" Small Cap Fund! We are very pleased to be up and
running so successfully and trust you share our enthusiasm.
Philosophy and Approach.
As you know, this is the Fund's very first report to
shareholders, having commenced investment operations on
April 11, 1997. Since most of you were previously clients of
Kalmar Investments, some for many years, we first want to
thank you for your confidence in the Kalmar management team
and for becoming founding shareholders in this your new
Fund. As before the Fund's inception, we pledge the same
hard creative work and adherence to the investment
disciplines and thorough hands-on original research in
smaller, rapidly growing, but undervalued companies that has
made Kalmar's "Growth-with-Value" investment style so
rewarding to clients over the long term.
Your investment team will continue to aggressively search
out stocks of dynamic "good businesses" that we can hope to
own for the longer term to profit from in two ways: First,
by benefiting from the strong business value growth that
smart managements generate through development and sale of
innovative products and services to growing markets; and
second, by enjoying upward revaluation in the stocks of such
companies as their on-going business success moves them
through the discovery cycle, from being under-valued and
under-owned institutionally to greater investor recognition
and sponsorship.
In keeping with the conservative intent of our fundamentals-
driven approach to small growth investing and the respect
for risk of your seasoned investment team, Kalmar seeks both
lower risk and superior longer term rewards with our
consciously integrated "Growth-with-Value" style, as well as
in our well-diversified portfolio of sound, focused
businesses. In effect, we aim to take less risk than the
high turnover "aggressive growth" and "momentum" styles so
predominant today, without any compromise in superior return
potential. Hence, among our objectives are to make fewer,
better investment decisions for longer holding periods and
larger gains.
INVESTMENT OUTLOOK.
The nadir in small stock performance for this market cycle,
we believe, was expierienced in the first four months of
1997. With this behind us, and bearing fully in mind the
extreme valuation of the overall U.S. stock market, we are
further convinced that well-researched small growth
companies bought with appropriate attention to value can
materially outperform larger stocks over the next several
years.
America's larger companies have been experiencing a multi-
year boom in earnings as leverage from a decade of cost
cutting, downsizing and refocusing have enabled their
profits to grow anywhere from two to four times faster than
revenues. However positive, this is highly unusual and
unsustainable. It has been a major contributor to this the
biggest Bull Market in history and has resulted in a
ballooning of large cap stock market valuations. The outlook
now should be for some slowing of recent years' spectacular
large company earnings momentum.
Stocks of smaller companies by contrast seem to offer more
reasonable relative value, less speculation, and potentially
superior future earnings growth. Certainly these positive
ingredients should be at work for your portfolio companies
if Kalmar's hands-on research is on the mark. Furthermore,
if interest rates remain low and capital gains taxes are
reduced as expected,
<PAGE>
KALMAR
POOLED
INVESTMENT
TRUST REPORT FROM MANAGEMENT
- -------------------
"GROWTH-WITH-VALUE"
SMALL CAP FUND
there will be additional reasons for
small growth company price/earnings multiples to expand.
Atypically, they have not done so yet in this Bull Market.
Allowing for the possibility of some heart-stopping short
run volatility in today's extended market, Kalmar is very
optimistic about the potential several year returns from our
"Growth-with-Value" investment approach.
RECENT RESULTS AND START-UP REPORT.
With very fortunate timing after several years of
progressive underperformance by small stocks, your Fund came
out of the starting blocks very strongly. While any fund's
initial two and a half months are hardly a period over which
to judge investment results for sensible long term
investors, nevertheless we are extremely pleased to report
on your Fund's successful start-up. From the commencement of
operations on April 11, 1997 through the quarter-end June
30, 1997, net asset value increased from $10.00 per share
to $12.04 per share for a total return of 20.4% compared to
gains of 15.2% for the Russell 2000 and 17.2% for the S&P
500 over the same period. Since most of today's shareholders
transferred their pre-existing Kalmar portfolios into the
fund in kind, your particular returns should have been quite
similar to this even though the timing of your exchange into
Fund shares may have taken place well after the initial
inception date. In fact, for varied client-specific
administrative reasons this was a common experience. Most
importantly though, from an investment perspective the
transition was accomplished with professionalism and
success. Net assets in the Fund had reached $163.7 million
by quarter's end from both your contributions and
appreciation.
As shareholders together with you, your Kalmar
administrative, trading and portfolio management teams
unanimously look forward to many years of prosperous
investing in our inaugural Fund. We have an intense
commitment to win for our mutual benefits and a unique
"Growth-with-Value" investment style that is both productive
and sensible. Above all, our original hands-on research adds
great value and is continuously fascinating.
Good Luck and Good Hunting to us all! This brings our best
wishes for a productive and pleasant summer.
Yours sincerely,
/s/ Ford B. Draper, Jr.
Ford B. Draper, Jr.
President
PLEASE BEAR IN MIND THAT INVESTING IN SMALL COMPANIES'
STOCKS CAN INVOLVE HIGHER RISK AND VOLATILITY THAN THOSE OF
LARGER COMPANIES. THE S&P 500 AND RUSSELL 2000 ARE UNMANAGED
STOCK MARKET INDICES WITHOUT ANY ASSOCIATED EXPENSES AND
THEIR RETURNS ASSUME THE REINVESTMENT OF ALL DIVIDENDS. THE
TOTAL RETURN FOR THE FUND WAS HIGHER DUE TO THE ADVISER'S
PARTIAL FEE WAIVER. ALSO, PAST PERFORMANCE IS NOT
NECESSARILY INDICATIVE OF FUTURE RESULTS. INVESTMENT RETURNS
AND PRINCIPAL VALUES MAY FLUCTUATE, SO THAT, WHEN REDEEMED,
SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST.
PLEASE READ THE PROSPECTUS CAREFULLY BEFORE INVESTING.
July 21, 1997
<PAGE>
KALMAR
POOLED
INVESTMENT
TRUST SCHEDULE OF INVESTMENTS (UNAUDITED)
- ------------------- JUNE 30, 1997
"GROWTH-WITH-VALUE"
SMALL CAP FUND
MARKET
VALUE
SHARES (NOTE 2)
------ --------
COMMON STOCK - 88.3%
FINANCE & INSURANCE - 3.7%
INSURANCE CARRIERS - 0.9%
Penn Treaty American Corp.*............. 48,475 $ 1,484,547
------------
LIFE INSURANCE - 0.4%
Provident American Corp.*............... 140,000 700,000
------------
SAVINGS, CREDIT & OTHER FINANCIAL INSTITUTIONS - 2.4%
AmeriCredit Corp. *..................... 136,400 2,864,400
National Auto Credit, Inc............... 111,030 985,391
------------
3,849,791
------------
TOTAL FINANCE & INSURANCE......................... 6,034,338
------------
MANUFACTURING - 36.5%
CHEMICALS & ALLIED PRODUCTS - 1.8%
Lesco, Inc.............................. 115,075 2,128,887
Life Technologies, Inc.................. 27,700 768,675
------------
2,897,562
------------
COMPUTER & OFFICE EQUIPMENT - 3.2%
Caere Corp.*............................ 134,100 980,606
Dataworks Corp.*........................ 47,800 1,045,625
Hyperion Software Corp.*................ 38,500 861,438
In Focus Systems, Inc.*................. 38,000 973,750
Par Technology Corp.*................... 28,000 252,000
Quad Systems Corp.*..................... 55,900 461,175
Raster Graphics, Inc.*.................. 82,800 600,300
------------
5,174,894
------------
ELECTRONIC TECHNOLOGY - 2.5%
Electromagnetic Sciences, Inc.*......... 131,900 2,308,250
Integrated Circuit Systems, Inc.*....... 77,400 1,756,013
------------
4,064,263
------------
MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES - 7.5%
American Precision Industries........... 53,000 1,026,875
AMETEK, Inc............................. 112,600 2,646,100
Benchmark Electronics, Inc.*............ 89,825 3,637,912
C & D Technology, Inc................... 56,150 2,105,625
Core Industries, Inc.................... 85,700 2,121,075
Optek Technology, Inc.*................. 47,100 688,838
------------
12,226,425
------------
MISCELLANEOUS INDUSTRIAL MACHINERY & EQUIPMENT - 1.5%
Applied Power, Inc. (A Shares).......... 48,300 2,493,488
------------
MISCELLANEOUS MANUFACTURING INDUSTRIES - 10.1%
Acorn Products, Inc.*................... 54,500 763,000
Brady (W.H.) Co......................... 53,350 1,547,150
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
<PAGE>
KALMAR
POOLED
INVESTMENT
TRUST SCHEDULE OF INVESTMENTS (UNAUDITED) - CONTINUED
- ------------------- JUNE 30, 1997
"GROWTH-WITH-VALUE"
SMALL CAP FUND
MARKET
VALUE
SHARES (NOTE 2)
------ --------
MISCELLANEOUS MANUFACTURING INDUSTRIES - CONTINUED
Caraustar Industries, Inc............... 35,700 $ 1,236,113
Chirex, Inc............................. 44,500 528,437
Cuno, Inc.*............................. 130,300 2,182,525
Furon Co................................ 129,200 4,053,650
Insituform Technologies (A Shares)*..... 259,700 1,590,662
Rogers Corp.*........................... 40,700 1,434,675
Shaw Group, Inc.*....................... 59,800 971,750
Zero Corp............................... 86,400 2,268,000
------------
16,575,962
------------
PRECISION INSTRUMENTS & MEDICAL SUPPLIES - 3.9%
Analogic Corp........................... 87,900 2,988,600
General Scanning, Inc.*................. 106,300 1,567,925
Sola International, Inc.*............... 54,600 1,829,100
------------
6,385,625
------------
PRINTING & PUBLISHING - 1.3%
Cadmus Communications Corp.............. 63,600 985,800
International Imaging Materials, Inc.*.. 72,700 1,181,375
------------
2,167,175
------------
TELECOMMUNICATIONS EQUIPMENT - 2.7%
Allen Group, Inc.*...................... 64,900 1,346,675
Blonder Tongue Laboratories, Inc.*...... 50,200 395,325
Natural Microsystems Corp.*............. 75,000 2,700,000
------------
4,442,000
------------
TEXTILES & APPAREL - 0.0%
Carlyle Industries, Inc................. 29,200 62,050
------------
TRANSPORTATION - 2.0%
Airnet Systems, Inc. *.................. 120,900 1,979,737
Simon Transportation Services, Inc.*.... 63,400 1,260,075
------------
3,239,812
------------
TOTAL MANUFACTURING............................... 59,729,256
------------
MINING - 3.9%
CRUDE PETROLEUM & NATURAL GAS - 0.7%
Dawson Production Services, Inc.*....... 77,400 1,083,600
------------
MISCELLANEOUS METAL ORES - 1.9%
Martin Marietta Materials, Inc.......... 98,000 3,172,750
------------
OIL & GAS EXPLORATION - 1.3%
EVI, Inc................................ 50,000 2,100,000
------------
TOTAL MINING...................................... 6,356,350
------------
SERVICES -22.9%
AMUSEMENT & RECREATION SERVICES - 0.3%
Fine Host Corp.*........................ 13,600 428,400
------------
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
<PAGE>
KALMAR
POOLED
INVESTMENT
TRUST SCHEDULE OF INVESTMENTS (UNAUDITED) - CONTINUED
- ------------------- JUNE 30, 1997
"GROWTH-WITH-VALUE"
SMALL CAP FUND
MARKET
VALUE
SHARES (NOTE 2)
------ --------
BUSINESS SERVICES - 4.0%
Healthplan Services Corp.*.............. 148,600 $ 2,804,825
Norstan, Inc.*.......................... 73,300 1,191,125
Unitog Co............................... 45,000 1,215,000
Xpedite Systems, Inc.*.................. 75,200 1,297,200
------------
6,508,150
------------
COMPUTER SERVICES - 12.7%
Computer Horizons Corp. *............... 223,035 7,638,932
Interlink Computer Sciences, Inc.*...... 84,900 647,362
INTERSOLV, Inc.*........................ 195,300 1,830,938
Keane, Inc.*............................ 44,800 2,329,600
Medic Computer Systems, Inc............. 2,800 62,300
Mercury Interactive Corp.*.............. 58,600 871,675
Platinum Technology..................... 35,500 470,375
Prophet 21, Inc.*....................... 26,500 142,436
Sterling Software, Inc.................. 400 12,500
Systems & Computer Technology Corp.*.... 252,405 6,751,834
------------
20,757,952
------------
HOME HEALTHCARE SERVICES - 0.5%
Amercian Homepatient, Inc.*............. 34,900 872,500
------------
MEDICAL & HEALTH SERVICES - 3.0%
Phycor, Inc.*........................... 75,812 2,610,776
Renal Care Group, Inc.*................. 41,900 1,746,706
SMT Health Services, Inc.*.............. 47,500 549,219
------------
4,906,701
------------
PERSONAL SERVICES - 2.4%
DeVRY, Inc.*............................ 87,700 2,367,900
Seattle Filmworks, Inc.*................ 134,400 1,612,800
------------
3,980,700
------------
TOTAL SERVICES.................................... 37,454,403
------------
WHOLESALE & RETAIL TRADE - 21.3%
MISCELLANEOUS RETAIL STORES - 7.6%
Aaron Rents, Inc........................ 208,850 2,793,369
Alrenco, Inc.*.......................... 1,200 15,900
Casey's General Stores, Inc............. 67,050 1,443,670
Cort Business Services Corp.*........... 95,900 2,829,050
Party City Corp.*....................... 79,900 1,338,325
Renters Choice, Inc.*................... 203,300 4,040,588
------------
12,460,902
------------
RETAIL DEPARTMENT STORES - 1.4%
Family Dollar Stores, Inc............... 85,800 2,338,050
------------
RETAIL EATING & DRINKING PLACES - 1.6%
Consolidated Products, Inc.*............ 86,764 1,615,980
Cooker Restaurant Corp.................. 99,800 1,066,612
------------
2,682,592
------------
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
<PAGE>
KALMAR
POOLED
INVESTMENT
TRUST SCHEDULE OF INVESTMENTS (UNAUDITED) - CONTINUED
- ------------------- JUNE 30, 1997
"GROWTH-WITH-VALUE"
SMALL CAP FUND
MARKET
VALUE
SHARES (NOTE 2)
------ --------
WHOLESALE ELECTRONIC EQUIPMENT & COMPUTERS - 3.0%
Insight Enterprises, Inc.*.............. 49,700 $ 1,494,106
Kent Electronics Corp.*................. 48,700 1,786,682
Pomeroy Computer Resources, Inc.*....... 39,200 970,200
Richardson Electronics, Ltd............. 86,200 716,537
------------
4,967,525
------------
WHOLESALE MISCELLANEOUS - 7.7%
Finishmaster, Inc.*..................... 25,700 224,875
JP Foodservice, Inc.*................... 100,000 2,868,750
Kevco, Inc.*............................ 55,100 743,850
Keystone Automotive Industries, Inc..... 140,400 2,386,800
National Media Corp.*................... 49,100 319,150
Patterson Dental Co.*................... 83,500 2,865,094
Performance Food Group Co.*............. 105,600 2,217,600
Richfood Holdings, Inc.................. 700 18,200
Suburban Ostomy Supply Company, Inc.*... 100,100 938,438
------------
12,582,757
------------
TOTAL WHOLESALE & RETAIL TRADE.................... 35,031,826
------------
Total Common Stock
(Cost $131,263,367).............................. 144,606,173
------------
U.S. GOVERNMENT AGENCY OBLIGATIONS - 12.0%
PAR
(000)
-----
Federal Home Loan Banks Notes, 5.30%, 07/01/97
(Cost $19,600,000)..................... 19,600 19,600,000
------------
TOTAL INVESTMENTS (COST $150,863,367) - 100.3% 164,206,173
------------
OTHER ASSETS AND LIABILITIES, NET - (0.3)%.............. (502,413)
------------
NET ASSETS - 100.0%................................... $163,703,760
============
*Non-income producing security.
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
<PAGE>
KALMAR
POOLED
INVESTMENT STATEMENT OF ASSETS AND LIABILITIES (UNAUDITED)
TRUST JUNE 30, 1997
- -------------------
"GROWTH-WITH-VALUE"
SMALL CAP FUND
ASSETS
Investments in securities, at market value
(cost $150,863,367).............................. $ 164,206,173
Cash............................................. 1,197
Receivables for:
Dividends and interest.......................... 39,104
Investment securities sold...................... 740,559
Capital shares sold............................. 195,073
Unamortized organizational costs................. 27,713
Total Assets.................................... 165,209,819
--------------
LIABILITIES
Payables for:
Investment securities purchased................. 1,277,259
Capital shares repurchased...................... 1,000
Due to Adviser................................... 154,888
Accrued expenses................................. 72,912
--------------
Total Liabilities............................... 1,506,059
--------------
NET ASSETS....................................... $ 163,703,760
==============
NET ASSETS CONSISTED OF:
Shares of beneficial interest.................... $ 135,946
Additional paid in capital....................... 149,712,844
Accumulated net investment loss.................. (36,958)
Accumulated net realized gain on investments..... 549,122
Net unrealized appreciation on investments....... 13,342,806
--------------
NET ASSETS FOR 13,594,564 SHARES OUTSTANDING..... $ 163,703,760
==============
NET ASSET VALUE, OFFERING, AND REDEMPTION PRICE PER SHARE
($163,703,760/13,594,564 outstanding shares
of beneficial interest,$0.01 par value)......... $12.04
======
SEE ACCOMPANYING NOTES
<PAGE>
KALMAR
POOLED
INVESTMENT
TRUST STATEMENT OF OPERATIONS (UNAUDITED)
- -------------------
"GROWTH-WITH-VALUE"
SMALL CAP FUND
FOR THE PERIOD
APRIL 11, 1997+
THROUGH
JUNE 30, 1997
---------------
INVESTMENT INCOME
Dividends...................................... $ 74,032
Interest....................................... 89,451
-------------
Total Investment Income....................... 163,483
-------------
EXPENSES
Advisory fee.................................. 160,353
Accounting fee................................. 11,960
Administration fee............................. 22,045
Transfer agent fee............................. 2,952
Custodian fee.................................. 1,376
Audit.......................................... 3,328
Legal.......................................... 5,502
Shareholder Reports............................ 2,659
Registration fee............................... 5,808
Trustees' fees and expenses.................... 3,974
Amortization of Organizational expense......... 1,287
Miscellaneous.................................. 1,664
--------------
Total expenses before fee waivers............. 222,908
Advisory fee waived (Note 4) ............... (5,464)
Administration fee waived (Note 4).......... (11,023)
Accounting fee waived (Note 4).............. (5,980)
--------------
Total Expenses, Net........................ 200,441
--------------
NET INVESTMENT LOSS............................. (36,958)
--------------
REALIZED AND UNREALIZED GAIN ON INVESTMENTS
Net realized gain on investment transactions... 549,122
Change in net unrealized appreciation on
investments................................... 13,342,806
--------------
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS 13,891,928
--------------
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS...................... $ 13,854,970
==============
+ Commencement of Operations.
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
<PAGE>
KALMAR
POOLED
INVESTMENT
TRUST STATEMENT OF CHANGES IN NET ASSETS (UNAUDITED)
- -------------------
"GROWTH-WITH-VALUE"
SMALL CAP FUND
FOR THE PERIOD
APRIL 11, 1997+
THROUGH
JUNE 30, 1997
--------------
OPERATIONS
Net investment loss.......................... $ (36,958)
Net realized gain on investment transactions. 549,122
Change in net unrealized appreciation on
investments................................. 13,342,806
-------------
NET INCREASE IN NET ASSETS RESULTING FROM
OPERATIONS................................... 13,854,970
-------------
FUND SHARE TRANSACTIONS (A):
Receipt from shares sold................... 150,016,890
Shares redeemed............................ (218,100)
-------------
Net increase in net assets from Fund share
transactions................................ 149,798,790
-------------
TOTAL INCREASE IN NET ASSETS.................. 163,653,760
NET ASSETS:
Beginning of period.......................... 50,000
------------
End of period................................ $163,703,760
============
(A) TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST WERE:
Shares sold.................................. 13,609,442
Shares redeemed.............................. (19,878)
------------
Net increase in shares....................... 13,589,564
Shares outstanding - Beginning balance....... 5,000
------------
Shares outstanding - Ending balance.......... 13,594,564
============
+ Commencement of Operations.
SEE ACCOMPAYING NOTES TO FINANCIAL STATEMENTS
<PAGE>
KALMAR
POOLED
INVESTMENT
TRUST FINANCIAL HIGHLIGHTS (UNAUDITED)
- -------------------
"GROWTH-WITH-VALUE"
SMALL CAP FUND
FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD:
FOR THE PERIOD
APRIL 11, 1997+
THROUGH
JUNE 30, 1997
---------------
Net asset value at beginning of period.......... $ 10.00
=========
INVESTMENT OPERATIONS
Net investment loss............................. 0.00
Net realized and unrealized gain on investments. 2.04
---------
Total from investment operations.............. 2.04
---------
Net asset value at end of period................ $12.04
=========
Total return.................................... 20.40%
RATIOS (TO AVERAGE NET ASSETS)/SUPPLEMENTAL DATA:
Expenses++..................................... 1.25%*
Net investment loss............................ (0.23)%*
Portfolio turnover rate......................... 13.58%
Average commission rate paid.................... $0.0518
Net assets at end of period (000 omitted)....... $163,704
* Annualized.
+ Commencement of Operations.
++ Kalmar Investment Advisers waived a portion of its advisory fee and
Rodney Square Management Corporation waived a portion of its
adminstration and accounting fees for the period. If these expenses had
been incurred by the Fund, the annualized ratio of expenses to average
daily net assets for the period would have been 1.39%.
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
<PAGE>
KALMAR
POOLED
INVESTMENT
TRUST NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED)
- -------------------
"GROWTH-WITH-VALUE"
SMALL CAP FUND
1.DESCRIPTION OF THE FUND. The Kalmar "Growth-With-Value" Small
Cap Fund (the "Fund") is the first series of Kalmar Pooled
Investment Trust (the "Trust"), a Delaware business trust
organized on November 6, 1996. The Fund is registered under
the Investment Company Act of 1940, as amended (the "1940
Act"), as an open-end diversified management investment
company. The investment objective of the Fund is long-term
capital appreciation. The Fund commenced investment
operations on April 11, 1997.
2.SIGNIFICANT ACCOUNTING POLICIES. The following is a summary
of the significant accounting policies of the Fund:
SECURITY VALUATION. The Fund's securities, except short-term
investments with remaining maturities of 60 days or less, are
valued at their market value as determined by their last sale
price in the principal market in which these securities are
normally traded. Lacking any sales, the security will be
valued at the mean between the closing bid and ask price.
Short-term investments with remaining maturities of 60 days or
less are valued at amortized cost, which approximates market
value, unless the Trust's Board of Trustees determines that
this does not represent fair value. The value of all other
securities is determined in good faith under the direction of
the Board of Trustees.
FEDERAL INCOME TAXES. The Fund intends to qualify for treatment
as a "regulated investment company" under Subchapter M of the
Internal Revenue Code of 1986 and to distribute all of its
taxable income to its shareholders. Therefore, no federal
income tax provision has been provided.
DISTRIBUTIONS TO SHAREHOLDERS. Distributions of net investment
income and net realized gains will be made annually. An
additional distribution may be made to the extent necessary to
avoid the payment of a 4% excise tax.
DEFERRED ORGANIZATION COSTS. Costs incurred by the Fund in
connection with its organization have been deferred and are
being amortized using the straight-line method over a five-
year period beginning on the date that the Fund commenced
operations. In the event that any of the initial shares of
the Fund are redeemed during the amortization period by any
holder thereof, the redemption proceeds will be reduced by any
unamortized organization expenses in the same proportion as
the number of initial shares being redeemed bears to the
number of initial shares outstanding at the time of such
redemption.
USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS. The
preparation of financial statements in conformity with
generally accepted accounting principles requires management
to make estimates and assumptions that effect the reported
amounts of assets and liabilities and disclosure of contingent
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.
OTHER. Investment security transactions are accounted for on a
trade date basis. The Fund uses the specific identification
method for determining realized gain or loss on investments
for both financial and federal income tax reporting purposes.
Dividend income and distributions to shareholders are recorded
on the ex-dividend date. Interest income is recorded on an
accrual basis.
<PAGE>
KALMAR
POOLED
INVESTMENT
TRUST NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED) - CONTINUED
- -------------------
"GROWTH-WITH-VALUE"
SMALL CAP FUND
3. PURCHASES AND SALES OF INVESTMENT SECURITIES. During the
period ended June 30, 1997, purchases and sales of investment
securities (excluding short-term investments) aggregated as
follows:
Purchases............. $17,479,583
Sales................. 8,278,817
4. INVESTMENT ADVISORY FEE AND OTHER SERVICES. The Fund employs
Kalmar Investment Advisers as its investment adviser (the
"Adviser"). Pursuant to an Investment Advisory agreement with
the trust on behalf of the Fund, the Adviser selects
investments and supervises the assets of the Fund in
accordance with the investment objective, policies and
restrictions of the Fund, subject to the supervision and
direction of the officers and Board of Trustees of the Trust.
For its services, the Adviser is paid a monthly fee at the
annual rate of 1.00% of the Fund's average daily net assets.
During the current fiscal year, the Adviser has voluntarily
agreed to waive its fees or assume certain expenses of the
Fund so that the total annual operating costs of the Fund will
not exceed 1.25% of the average daily net assets of the Fund.
For the period ended June 30, 1997, the Fund incurred advisory
fees of $160,353, of which $5,464 was waived.
Rodney Square Management Corporation ("Rodney Square"), a wholly
owned subsidiary of Wilmington Trust Company ("WTC"), which is
wholly owned by Wilmington Trust Corporation, a publicly held
bank holding company, serves as Administrator to the Fund
pursuant to an Administration Agreement with the Trust on
behalf of the Fund. As Administrator, Rodney Square is
responsible for services such as budgeting, maintaining
federal registration of the Fund's shares, financial
reporting, compliance monitoring and corporate management. For
the services provided, Rodney Square receives a monthly
administration fee at an annual rate based upon the average
daily net assets of the Fund of 0.15% of average daily net
assets up to $50 million and 0.10% of average daily net assets
over $50 million. Rodney Square has agreed to waive a portion
of its administration fees. The administration fee earned by
Rodney Square for the period ended June 30, 1997 amounted to
$22,045, of which $11,023 has been waived.
Rodney Square also serves as Transfer and Dividend Paying Agent
of the Fund pursuant to a Transfer Agency Agreement with the
Trust on behalf of the Fund. WTC serves as Custodian of the
assets of the Fund pursuant to a Custody Agreement with the
Trust.
Rodney Square determines the net asset value per share of the
Fund and provides accounting services to the Fund pursuant to
an Accounting Services Agreement with the Trust. For the
accounting services provided, Rodney Square receives an annual
fee of $45,000, plus an amount based on the average daily net
assets of the Fund as follows: 0.03% of average daily net
assets over $50 million up to $100 million and 0.02% of
average daily net assets over $100 million. Rodney Square has
agreed to waive a portion of its accounting services fees.
For the period ended June 30, 1997, Rodney Square earned
accounting services fees amounting to $11,960, of which $5,980
was waived.
Certain Trustees and officers of the Trust are also officers of
the Adviser. Such Trustees and officers are paid no fees by
the Trust for serving as trustees or officers of the Trust.
<PAGE>
KALMAR
POOLED
INVESTMENT
TRUST
- -------------------
"GROWTH-WITH-VALUE"
SMALL CAP FUND
INVESTMENT ADVISER
Kalmar Investment Advisers
Barley Mill House
3701 Kennett Pike
Greenville, DE 19807
UNDERWRITER
Rodney Square Distributors, Inc.
1105 N. Market Street
Wilmington, DE 19890
SHAREHOLDER SERVICES
Rodney Square Management Corporation
Rodney Square North
1100 N. Market Street
Wilmington, DE 19890
CUSTODIAN
Wilmington Trust Company
Rodney Square North
1100 N. Market Street
Wilmington, DE 19890-0001
LEGAL COUNSEL
Stradley, Ronon, Stevens & Young, LLP
2600 One Commerce Square
Philadelphia, PA 19103-7098
AUDITORS
Coopers & Lybrand, L.L.P.
2400 Eleven Penn Center
Philadelphia, PA 19103
<PAGE>
[Back cover]
KALMAR POOLED INVESTMENT TRUST
BARLEY MILL HOUSE
3701 KENNETT PIKE
GREENVILLE, DE 19807
(PHONE) 302-658-7575
(FAX) 302-658-7513
