BJURMAN FUNDS
N-30D, 1999-06-09
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                             THE . BJURMAN . FUNDS
                                     [LOGO]

                               Bjurman Micro-Cap
                                  Growth Fund

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

                                 Annual Report

                                 March 31, 1999

<PAGE>

BJURMAN MICRO-CAP GROWTH FUND
LETTER TO SHAREHOLDERS
================================================================================

TO OUR SHAREHOLDERS:

The Bjurman  Micro-Cap  Growth Fund opened March 31, 1997 and has had a positive
cumulative  total  return of  53.00%  versus a total  return  of 25.59%  for the
Russell 2000 Growth Index for the 2-year period ending March 31, 1999.  The past
12 months  have  witnessed  weakness  in small cap  stocks  in  general,  as our
micro-cap  Fund had a  negative  return of -10.09%  versus a negative  return of
- -11.04% for the Russell 2000 Growth Index.  This negative return was in spite of
the 49.1% median last 12 months  earnings  growth rate for the  companies in the
Fund.  Over longer  periods of time the prices of stocks  generally  move in the
direction of earnings growth. As we continue to focus on fast growing companies,
we would expect the returns to be in line with the underlying earnings growth of
the companies in the portfolio.

Positive  economic  fundamentals  continue to support strong earnings growth for
small  capitalization  companies.  The expected  median  earnings growth for the
companies  held in the Fund for the next 12  months  is 29%  versus  19% for the
Russell  2000  Index  and  18.5%  for the  S&P 500  Index.  The  median  forward
price/earnings  ratio for the companies held in the Fund is 17.2x,  versus 13.6x
for the Russell 2000 and 18.6x for the S&P 500. High  earnings  growth rates and
low  price/earnings  ratios   (undervaluation)  tend  to  produce  an  excellent
opportunity for investors.

As of March 31, 1999, the Fund was diversified among 63 companies and 13 sectors
of the market.

MARKET OUTLOOK

Strong economic growth in the United States,  coupled with low inflation and low
interest rates, provide an excellent underpinning for gains in the overall stock
market.

Small   capitalization   stocks  are  at  a  20  year  low   relative  to  large
capitalization  issues.  Because of the current low valuations and high earnings
growth for small cap  stocks,  we believe  this to be one of the most  opportune
times in history for investment in this sector of the market.

OUR MANAGEMENT APPROACH
The Fund seeks  capital  appreciation  through  investments  in common stocks of
companies  with market  capitalizations  typically  between $30 million and $300
million  at the time of  investment.  We employ a  growth-oriented  approach  to
equity  investment  management  and seek to  outperform  market  averages over a
complete  market cycle by  investing in companies we believe have above  average
earnings prospects.

Our equity  selection  process attempts to identify  undervalued  companies with
superior  earnings  growth  characteristics.  The  selection  process  starts by
screening   a  universe   of   approximately   1,900   companies   with   market
capitalizations  ranging from $30 million up to $300 million,  using five models
which emphasize both growth and value attributes.  The screening factors include
(1)  earnings  growth,  (2)  earnings  strength,   (3)  earnings  revision,  (4)
price/earnings  to  growth  ratio  and (5)  price to cash  flow.  The next  step
involves a top-down  economic  analysis  designed to identify  the 10 to 15 most
promising economic sectors over the next 12 to 18 months.

Stocks are ranked according to the above five criteria in an attempt to identify
approximately  100 to 190  companies  offering  the best  growth  prospects  and
selling at attractive  prices.  The highest ranking stocks in the most promising
industries are then subjected to additional  fundamental and technical research.
Generally,  we attempt to identify profitable  companies with capable management
teams,  above  average  reinvestment  rates,  strong  industry  positions,   and
productive  research  and  development  efforts.  To  ensure a  well-diversified
portfolio,  commitments to any one issue or industry are generally limited to 5%
and 15%, respectively, of the Fund's market value.

                                                                               1
<PAGE>

HOW TO INVEST IN THE FUND
The minimum initial investment is $5,000 for Regular accounts and $2,000 for IRA
and SEP accounts and $500 for subsequent investments.

To purchase  shares of the Fund or to receive a prospectus,  call (800) 227-7264
or download from our website: www.bjurmanfunds.com.

The Fund is also available  through the following  brokerage  houses:  Accutrade
Inc.,  Ameritrade  Inc.,  Bidwell & Co., Charles Schwab & Co. Inc.'s Mutual Fund
One Source(R) program, Discover Brokerage Direct, E*Trade, Fidelity Investments,
Jack White & Co.'s No Fee Network,  People's Securities,  Waterhouse  Securities
Inc., and Quick & Reilly.

We thank you for your continued support and confidence in our organization.

Sincerely,

/s/ G. Andrew Bjurman, CFA, CIC            /s/ O. Thomas Barry, III, CFA, CIC

G. Andrew Bjurman, CFA, CIC                O. Thomas Barry, III, CFA, CIC
Co-President and Portfolio Manager         Co-President and Portfolio Manager


        Comparison of the Change in Value of a $10,000 Investment in the
        Bjurman Micro-Cap Growth Fund and the Russell 2000 Growth Index
- --------------------------------------------------------------------------------

                                                  3/99
                                                -------
Bjurman Micro-Cap Growth Fund                   $15,300
Russell 2000 Growth Index                       $12,559
- --------------------------------------------------------------------------------

                         ------------------------------
                          Average Annual Total Returns

                            1 Year    Since Inception*
                           (10.09)%        23.69%
                         ------------------------------

                      *Fund inception was March 31, 1997.

           Past performance is not predictive of future performance.

2
<PAGE>

BJURMAN MICRO-CAP GROWTH FUND
STATEMENT OF ASSETS AND LIABILITIES
MARCH 31, 1999
================================================================================
ASSETS
Investment securities:
   At acquisition cost .......................................      $ 7,859,459
                                                                    ===========
   At value (Note 2) .........................................      $ 9,429,802
Dividends receivable .........................................              480
Receivable for capital shares sold ...........................            5,500
Receivable for securities sold ...............................          131,164
Due from Adviser .............................................           20,036
Organization costs, net (Note 2) .............................           55,046
Other assets .................................................            7,016
                                                                    -----------
   TOTAL ASSETS ..............................................        9,649,044
                                                                    -----------
LIABILITIES
Payable for capital shares redeemed ..........................           18,134
Payable for securities purchased .............................          218,442
Payable to affiliates (Note 4) ...............................           23,209
Other accrued expenses and liabilities .......................           25,155
                                                                    -----------
   TOTAL LIABILITIES .........................................          284,940
                                                                    -----------

NET ASSETS ...................................................      $ 9,364,104
                                                                    ===========

Net assets consist of:
Paid-in capital ..............................................      $ 9,030,546
Accumulated net realized loss from security transactions .....       (1,236,785)
Net unrealized appreciation on investments ...................        1,570,343
                                                                    -----------
   Net assets ................................................      $ 9,364,104
                                                                    ===========

Shares of beneficial interest outstanding (unlimited
   number of shares authorized, no par value) ................          510,127
                                                                    ===========

Net asset value, offering price and
   redemption price per share (Note 2) .......................      $     18.36
                                                                    ===========

See accompanying notes to financial statements.

                                                                               3
<PAGE>

BJURMAN MICRO-CAP GROWTH FUND
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED MARCH 31, 1999
================================================================================
INVESTMENT INCOME
   Dividends ....................................................     $  18,197
                                                                      ---------
EXPENSES
   Investment advisory fees (Note 4) ............................        82,678
   Professional fees ............................................        60,615
   Administration fees (Note 4) .................................        49,973
   Transfer agent fees (Note 4) .................................        41,348
   Accounting services fees (Note 4) ............................        25,660
   Distribution expense (Note 4) ................................        20,670
   Custodian fees ...............................................        19,831
   Organization expense (Note 2) ................................        18,529
   Trustees' fees and expenses ..................................        16,550
   Registration fees ............................................        10,004
   Shareholder reports ..........................................         8,606
   Postage and supplies .........................................         8,507
   Underwriting fees (Note 4) ...................................         1,500
   Insurance expense ............................................         1,071
                                                                      ---------
      TOTAL EXPENSES ............................................       365,542
   Fees waived and expenses reimbursed by the Adviser (Note 4) ..      (216,740)
                                                                      ---------
      NET EXPENSES ..............................................       148,802
                                                                      ---------

NET INVESTMENT LOSS .............................................      (130,605)
                                                                      ---------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
   Net realized loss from security transactions .................      (943,297)
   Net change in unrealized appreciation/
      depreciation on investments ...............................       374,093
                                                                      ---------

NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS .................      (569,204)
                                                                      ---------

NET DECREASE IN NET ASSETS FROM OPERATIONS ......................     $(699,809)
                                                                      =========

See accompanying notes to financial statements.

4
<PAGE>

<TABLE>
<CAPTION>
BJURMAN MICRO-CAP GROWTH FUND
STATEMENTS OF CHANGES IN NET ASSETS
FOR THE YEARS ENDED MARCH 31, 1999 AND 1998
===================================================================================================
                                                                           YEAR            YEAR
                                                                          ENDED           ENDED
                                                                         MARCH 31,       MARCH 31,
                                                                           1999            1998
- ---------------------------------------------------------------------------------------------------
FROM OPERATIONS
<S>                                                                     <C>             <C>
   Net investment loss .............................................    $  (130,605)    $   (30,788)
   Net realized loss from security transactions ....................       (943,297)       (293,488)
   Net change in unrealized appreciation/depreciation on investments        374,093       1,196,250
                                                                        -----------     -----------
Net increase (decrease) in net assets from operations ..............       (699,809)        871,974
                                                                        -----------     -----------
FROM CAPITAL SHARE TRANSACTIONS
   Proceeds from shares sold .......................................      6,485,547       6,041,357
   Payments for shares redeemed ....................................     (2,928,282)       (506,683)
                                                                        -----------     -----------
Net increase in net assets from capital share transactions .........      3,557,265       5,534,674
                                                                        -----------     -----------

TOTAL INCREASE IN NET ASSETS .......................................      2,857,456       6,406,648

NET ASSETS
   Beginning of year (Note 1) ......................................      6,506,648         100,000
                                                                        -----------     -----------
   End of year .....................................................    $ 9,364,104     $ 6,506,648
                                                                        ===========     ===========

CAPITAL SHARE ACTIVITY
   Shares sold .....................................................        349,848         338,203
   Shares redeemed .................................................       (158,431)        (27,826)
                                                                        -----------     -----------
   Net increase in shares outstanding ..............................        191,417         310,377
   Shares outstanding, beginning of year (Note 1) ..................        318,710           8,333
                                                                        -----------     -----------
   Shares outstanding, end of year .................................        510,127         318,710
                                                                        ===========     ===========
</TABLE>

See accompanying notes to financial statements.

                                                                               5
<PAGE>

<TABLE>
<CAPTION>
BJURMAN MICRO-CAP GROWTH FUND
FINANCIAL HIGHLIGHTS
===================================================================================
SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING THROUGHOUT EACH YEAR
- -----------------------------------------------------------------------------------
                                                               YEAR          YEAR
                                                              ENDED         ENDED
                                                             MARCH 31,     MARCH 31,
                                                               1999          1998
- -----------------------------------------------------------------------------------
<S>                                                          <C>           <C>
Net asset value at beginning of year ....................    $  20.42      $  12.00
                                                             --------      --------
Income (loss) from investment operations:
   Net investment loss ..................................       (0.26)        (0.10)
   Net realized and unrealized gain (loss) on investments       (1.80)         8.52
                                                             --------      --------
Total from investment operations ........................       (2.06)         8.42
                                                             --------      --------

Net asset value at end of year ..........................    $  18.36      $  20.42
                                                             ========      ========

Total return ............................................     (10.09%)       70.17%
                                                             ========      ========

Net assets at end of year (000's) .......................    $  9,364      $  6,507
                                                             ========      ========

Ratio of net expenses to average net assets .............       1.80%         1.80%

Ratio of gross expenses to average net assets(A) ........       4.40%        13.35%

Ratio of net investment loss to average net assets ......      (1.58%)       (1.41%)

Portfolio turnover rate .................................        234%          110%
</TABLE>

(A)  Represents  the ratio of expenses to average net assets  absent fee waivers
     and expense reimbursements by the Adviser (Note 4).

See accompanying notes to financial statements.

6
<PAGE>

BJURMAN MICRO-CAP GROWTH FUND
PORTFOLIO OF INVESTMENTS
MARCH 31, 1999
================================================================================
  SHARES         COMMON STOCKS -- 99.3%                                VALUE
- --------------------------------------------------------------------------------
                 BASIC MATERIALS** -- 1.5%
    6,200        Armor Holdings, Inc.* .......................      $    84,863
   10,000        Display Technologies, Inc. ..................           51,875
                                                                    -----------
                                                                        136,738
                                                                    -----------
                 CONSUMER, CYCLICAL**-- 5.2%
   11,500        JAKKS Pacific, Inc.* ........................          212,750
    6,002        Monaco Coach Corp.* .........................          138,421
    3,500        Powerhouse Technologies, Inc.* ..............           60,156
    3,000        Salton, Inc.* ...............................           73,312
                                                                    -----------
                                                                        484,639
                                                                    -----------
                 CONSUMER, NON-CYCLICAL** -- 1.3%
    6,000        J & J Snack Foods Corp.* ....................          120,750
                                                                    -----------

                 CONSUMER SERVICES** -- 2.2%
    4,000        Bristol Hotel & Resorts, Inc.* ..............           34,250
    5,500        Information Holdings Inc.* ..................           98,312
    8,000        Taco Cabana, Inc.* ..........................           70,500
                                                                    -----------
                                                                        203,062
                                                                    -----------
                 ELECTRONIC TECHNOLOGY** -- 36.5%
   11,100        Alpha Industries, Inc.* .....................          203,963
   10,700        Ardent Software, Inc.* ......................          171,869
   10,000        Cybex Computer Products Corp.* ..............          179,375
    4,600        Digital Lava, Inc.* .........................           51,750
    2,500        Environmental Tectonics Corp.* ..............           50,625
    8,800        Genesis Microchip Inc.* .....................          209,000
    2,000        Heritage Commerce Corp.* ....................           40,500
    7,900        Herley Industries, Inc.* ....................           94,800
   18,600        InterVoice, Inc.* ...........................          204,600
   23,000        Measurement Specialties, Inc.* ..............          172,500
    9,500        Microwave Power Devices, Inc.* ..............           76,000
    8,200        MySoftware Co.* .............................          143,500
      250        pcOrder.com, Inc.* ..........................           14,156
   12,000        Rimage Corp.* ...............................          174,000
    4,100        theglobe.com, Inc.* .........................          213,713
    9,900        Transwitch Corp.* ...........................          447,975
    7,400        TSI International Software Ltd.* ............          361,213
   10,000        Wiztec Solutions Ltd.* ......................          179,375
    6,500        Xoom.com, Inc.* .............................          435,906
                                                                    -----------
                                                                      3,424,820
                                                                    -----------
                 ENERGY** -- 5.1%
    5,000        Cabot Oil & Gas Corp. .......................           72,188
   13,900        Chieftain International, Inc.* ..............          170,275
   17,400        Nuevo Energy Co.* ...........................          234,900
                                                                    -----------
                                                                        477,363
                                                                    -----------

                                                                               7
<PAGE>

BJURMAN MICRO-CAP GROWTH FUND
PORTFOLIO OF INVESTMENTS (CONTINUED)
- --------------------------------------------------------------------------------
  SHARES         COMMON STOCKS -- 99.3% (CONTINUED)                    VALUE
- --------------------------------------------------------------------------------
                 FINANCE** -- 3.7%
    6,700        CNY Financial Corp. .........................      $    82,075
    2,000        Emerald Financial Corp. .....................           37,375
    4,900        MECH Financial, Inc. ........................          154,963
    2,000        MicroFinancial Inc.* ........................           29,000
      500        MiningCo.com, Inc.* .........................           44,750
                                                                    -----------
                                                                        348,163
                                                                    -----------
                 HEALTHCARE**-- 19.8%
   14,000        Abgenix, Inc.* ..............................          211,750
    3,500        Advance Paradigm, Inc.* .....................          221,156
   17,000        Colorado MEDtech, Inc.* .....................          189,125
    8,900        D & K Healthcare Resources, Inc.* ...........          220,275
    7,500        Empi, Inc.* .................................          162,187
   12,000        MedicalControl, Inc.* .......................          115,500
    5,100        Priority Healthcare Corp.* ..................          230,775
   13,000        Stericycle, Inc.* ...........................          174,687
    2,500        WorldHeart Corp.* ...........................           34,844
    7,500        Xomed Surgical Products, Inc.* ..............          294,375
                                                                    -----------
                                                                      1,854,674
                                                                    -----------
                 INDUSTRIAL** -- 11.1%
   10,200        GP Strategies Corp.* ........................          181,050
    9,700        Market Guide, Inc.* .........................          124,887
    8,000        NetGravity, Inc.* ...........................          331,000
   11,000        New Horizons Worldwide, Inc.* ...............          218,625
    9,400        School Specialty, Inc.* .....................          183,887
                                                                    -----------
                                                                      1,039,449
                                                                    -----------
                 PRODUCER MANUFACTURING** -- 3.5%
   14,500        Noble International, Ltd.* ..................          154,062
    4,000        Oshkosh Truck Corp. .........................          130,000
    1,500        STRATTEC SECURITY CORP.* ....................           42,188
                                                                    -----------
                                                                        326,250
                                                                    -----------
                 RETAIL TRADE** -- 6.2%
   20,000        Bombay Company, Inc. (The)* .................           80,000
    9,300        Chico's Fas, Inc.* ..........................          199,950
   11,500        Hello Direct, Inc.* .........................           92,000
   16,600        One Price Clothing Stores, Inc.* ............           80,925
    6,000        Sonic Automotive, Inc.* .....................           93,000
    4,000        Ultimate Electronics, Inc.* .................           37,250
                                                                    -----------
                                                                        583,125
                                                                    -----------
                 UTILITIES** -- 3.2%
   12,500        Gilat Communications Ltd.* ..................          174,219
   11,100        Price Communications Corp.* .................          123,488
                                                                    -----------
                                                                        297,707
                                                                    -----------

                 TOTAL COMMON STOCKS (COST $7,726,397) .......      $ 9,296,740
                                                                    -----------

8
<PAGE>

BJURMAN MICRO-CAP GROWTH FUND
PORTFOLIO OF INVESTMENTS (CONTINUED)
================================================================================
  SHARES         MONEY MARKETS -- 1.4%                                 VALUE
- --------------------------------------------------------------------------------
  133,062        Firstar Treasury Fund (Cost $133,062) .......      $   133,062
                                                                    -----------

                 TOTAL INVESTMENT SECURITIES-- 100.7%
                   (COST $7,859,459) .........................      $ 9,429,802

                 LIABILITIES IN EXCESS OF OTHER ASSETS-- (0.7)%         (65,698)
                                                                    -----------

                 NET ASSETS -- 100.0% ........................      $ 9,364,104
                                                                    ===========

*    Non-income producing security.
**   Securities are grouped by sector.

                                                                               9
<PAGE>

BJURMAN MICRO-CAP GROWTH FUND
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1999
================================================================================

1.   ORGANIZATION

The  Bjurman  Funds (the  "Trust") is  organized  as a Delaware  business  trust
pursuant to a Trust  Agreement dated September 26, 1996. The Trust is registered
under  the  Investment  Company  Act  of  1940,  as  amended,  as  an  open-end,
diversified  management  investment  company.  The Trust is  organized  to offer
separate  series of shares and is currently  offering a single  series of shares
called Bjurman Micro-Cap Growth Fund (the "Fund"). The Fund commenced operations
on March 31, 1997 when 8,333 capital shares were purchased at $12 per share.

The Fund seeks capital  appreciation through investments in the common stocks of
smaller companies with market capitalizations  typically between $30 million and
$300 million at the time of investment.

2.   SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of the Fund's significant accounting policies:

Securities   valuation  --  Investments  in  securities  traded  on  a  national
securities  exchange  are  valued at the last  reported  sales  price.  Unlisted
securities,  securities  sold  over-the-counter,  or listed  securities in which
there were no sales,  are valued at the mean of the  closing bid and ask prices.
When market  quotations are not readily  available,  securities and other assets
are valued at fair value as  determined  in good faith by the Board of Trustees.
Short-term  obligations  having  a  maturity  of 60 days or less are  valued  at
amortized cost, which the Board of Trustees believes represents fair value.

Share valuation -- The net asset value per share of the Fund is calculated daily
by  dividing  the total value of the Fund's  assets,  less  liabilities,  by the
number of shares outstanding.  The offering price and redemption price per share
of the Fund is equal to the net asset value per share.

Investment  income and  distributions  to  shareholders  --  Interest  income is
accrued  as  earned.  Dividend  income  is  recorded  on the  ex-dividend  date.
Dividends  arising  from net  investment  income,  if any, are declared and paid
annually in December.  Net realized  short-term  capital  gains,  if any, may be
distributed  throughout the year and net realized  long-term  capital gains,  if
any, are distributed at least once each year.  Income dividends and capital gain
distributions are determined in accordance with income tax regulations.

Organization  expenses -- Expenses of organization have been capitalized and are
being amortized on a straight-line basis over five years.

Security  transactions -- Security transactions are accounted for on trade date.
Securities sold are valued on a specific identification basis.

Estimates  --  The  preparation  of  financial  statements  in  conformity  with
generally accepted  accounting  principles 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 income and
expenses  during the reporting  period.  Actual  results could differ from those
estimates.

Federal  income  tax -- It is the  Fund's  policy  to  comply  with the  special
provisions  of the Internal  Revenue  Code  applicable  to regulated  investment
companies.  As provided therein, in any fiscal year in which a Fund so qualifies
and  distributes  at least 90% of its taxable net income,  the Fund (but not the
shareholders) will be relieved of federal income tax on the income  distributed.
Accordingly, no provision for income taxes has been made.

10
<PAGE>

BJURMAN MICRO-CAP GROWTH FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
================================================================================

In  order  to  avoid  imposition  of the  excise  tax  applicable  to  regulated
investment companies, it is also the Fund's intention to declare as dividends in
each calendar year at least 98% of its net investment  income (earned during the
calendar  year) and 98% of its net realized  capital  gains  (earned  during the
twelve months ended October 31) plus undistributed amounts from prior years.

Based upon the federal income tax cost of portfolio investments of $7,859,459 as
of March 31,  1999,  the Fund had net  unrealized  appreciation  of  $1,570,343,
consisting of $1,804,380 of gross unrealized  appreciation and $234,037 of gross
unrealized depreciation.

As of March 31, 1999, the Fund had capital loss carryforwards for federal income
tax purposes of $1,236,785,  which expire through March 31, 2007.  These capital
loss  carryforwards  may be  utilized  in future  years to offset  net  realized
capital gains, if any, prior to  distributing  such gains to  shareholders.  The
Fund's net  investment  loss of  $130,605  for the year ended March 31, 1999 has
been reclassified to paid-in capital on the Statement of Assets and Liabilities.

3.   INVESTMENT TRANSACTIONS

For the year ended March 31, 1999,  cost of purchases and proceeds from sales of
portfolio securities, other than short-term investments, amounted to $22,389,052
and $19,050,710, respectively.

4.   TRANSACTIONS WITH AFFILIATES

Certain  trustees  and  officers  of the  Trust are also  officers  of George D.
Bjurman & Associates  (the  "Adviser"),  or of Countrywide  Fund Services,  Inc.
("CFS"), the administrative  services agent,  shareholder servicing and transfer
agent, and accounting services agent for the Trust.

INVESTMENT ADVISORY FEE
The Adviser provides the Fund with investment  advisory services.  For providing
investment advisory services,  the Fund pays the Adviser a monthly fee, which is
calculated  daily by applying  an annual rate of 1.00% to the average  daily net
assets of the Fund. The Adviser has voluntarily agreed to waive all or a portion
of its  fees  and to  reimburse  certain  expenses  of the  Fund  to the  extent
necessary to limit total operating expenses to 1.80% of the Fund's average daily
net assets. For the year ended March 31, 1999, the Adviser waived its investment
advisory fee of $82,678 and reimbursed the Fund for $134,062 of other  operating
expenses.  Any fee withheld or voluntarily reduced and any Fund expense absorbed
by the Adviser  voluntarily  or pursuant to an agreed upon  expense cap shall be
reimbursed  by the Fund to the  Adviser,  if so  requested  by the  Adviser  and
approved by the Trust's Board of Trustees, in the first, second, or third fiscal
year next  succeeding  the fiscal  year of the  withholding,  reduction,  and/or
absorption,  if the  aggregate  amount  paid by the Fund  toward  the  operating
expense for such fiscal year (taking into  account the  reimbursement)  does not
exceed the applicable  limitation on Fund expenses.  Such  reimbursement  may be
paid prior to the Fund's  payment of current  expenses  if so  requested  by the
Adviser  even if such  practice  may require the  Adviser to waive,  reduce,  or
absorb current Fund expense.

                                                                              11
<PAGE>

BJURMAN MICRO-CAP GROWTH FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
================================================================================

ADMINISTRATION  FEE
Under the terms of the Administration Agreement effective December 18, 1998, CFS
supplies   non-investment   related  statistical  and  research  data,  internal
regulatory compliance services and executive and administrative services for the
Fund. CFS supervises the preparation of tax returns,  reports to shareholders of
the Fund, reports to and filings with the Securities and Exchange Commission and
state  securities  commissions,  and  materials  for  meetings  of the  Board of
Trustees.  For these  services,  CFS receives a monthly fee at an annual rate of
0.15% of the Fund's  average daily net assets up to $25 million;  0.125% of such
assets  from $25 million to $50  million;  and 0.10% of such assets in excess of
$50  million,   subject  to  a  monthly   minimum  fee  of  $2,000.   Under  the
Administration  Agreement,  CFS earned  $6,710  during the year ended  March 31,
1999.

TRANSFER AGENT FEE
Under the terms of the Transfer,  Dividend  Disbursing,  Shareholder Service and
Plan Agency Agreement  effective December 18, 1998, CFS maintains the records of
each shareholder's  account,  answers  shareholders'  inquiries concerning their
accounts,  processes  purchases and  redemptions of the Fund's  shares,  acts as
dividend  and  distribution  disbursing  agent and  performs  other  shareholder
service functions.  For these services,  CFS receives a monthly fee at an annual
rate of $20 per shareholder account, subject to a monthly minimum fee of $2,000.
Under the Transfer,  Dividend  Disbursing,  Shareholder  Service and Plan Agency
Agreement,  CFS earned $6,710 during the year ended March 31, 1999. In addition,
the Fund pays CFS out-of-pocket expenses including,  but not limited to, postage
and supplies.

ACCOUNTING SERVICES FEE
Under the terms of the  Accounting  Services  Agreement  effective  December 18,
1998,  CFS  calculates  the daily net asset  value per share and  maintains  the
financial  books and records of the Fund.  For these  services,  CFS  receives a
monthly  fee,  based on current net assets,  of $2,500 from the Fund.  Under the
Accounting Services Agreement, CFS earned $8,387 during the year ended March 31,
1999. In addition,  the Fund pays certain out-of-pocket expenses incurred by CFS
in obtaining valuations of the Fund's portfolio securities.

UNDERWRITING FEE
Under the terms of an  Underwriting  Agreement  effective  December 18, 1998, CW
Fund Distributors,  Inc. (the  "Underwriter")  serves as the exclusive agent for
the  distribution  of the Fund's shares.  For these  services,  the  Underwriter
receives a monthly fee of $500 from the Fund. The Underwriter is an affiliate of
CFS by reason of common ownership.

DISTRIBUTION PLAN
The Fund has adopted a Distribution Plan (the Plan) pursuant to Rule 12b-1 under
the  Investment  Company Act of 1940, as amended.  As provided in the Plan,  the
Fund will reimburse the Adviser, the Underwriter or others for expenses incurred
in distributing and promoting  shares of the Fund at a maximum  aggregate annual
rate of 0.25% of the Fund's  average daily net assets.  Under the Plan, the Fund
incurred $20,670 of distribution fees during the year ended March 31, 1999.

PRIOR AFFILIATE AGREEMENTS
Prior to  December  18,  1998,  First  Data  Investor  Services  Group  ("FDIS")
performed  administrative,  transfer agent and accounting services for the Fund.
Contractual amounts paid by the Fund to FDIS for these administrative,  transfer
agent and accounting services were $43,263,  $34,638 and $17,273,  respectively,
during the period ended December 18, 1998.

12
<PAGE>

BJURMAN MICRO-CAP GROWTH FUND
INDEPENDENT AUDITORS' REPORT
================================================================================

To the Shareholders and Board of Trustees of the Bjurman Micro-Cap Growth Fund:

We have audited the accompanying  statement of assets and liabilities of Bjurman
Micro-Cap Growth Fund (the "Fund"),  including the portfolio of investments,  as
of March 31,  1999 and the related  statement  of  operations  for the year then
ended,  the  statement of changes in net assets for each of the two years in the
period then ended, and the financial highlights for each of the two years in the
period then ended. These financial  statements and financial  highlights are the
responsibility  of the Fund's  management.  Our  responsibility is to express an
opinion on these  financial  statements  and financial  highlights  based on our
audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  Our procedures  included  confirmation of securities owned at March
31, 1999 by  correspondence  with the custodian and brokers;  where replies were
not received from brokers, we performed other auditing procedures. An audit also
includes assessing the accounting principles used and significant estimates made
by  management,   as  well  as  evaluating  the  overall   financial   statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above  present  fairly,  in all material  respects,  the  financial  position of
Bjurman  Micro-Cap  Growth  Fund  as of  March  31,  1999,  the  results  of its
operations  for the year then  ended,  the changes in its net assets for each of
the two years in the period then ended, and the financial highlights for each of
the two years in the period then ended,  in conformity  with generally  accepted
accounting principles.

                                                /s/ Deloitte & Touche LLP

                                                DELOITTE & TOUCHE LLP
                                                Los Angeles, California
                                                May 12, 1999

                                                                              13
<PAGE>

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14
<PAGE>

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                                                                              15
<PAGE>

THE BJURMAN FUNDS
10100 Santa Monica Blvd., Suite 1200
Los Angeles, California 90067

BOARD OF TRUSTEES
G. Andrew Bjurman
O. Thomas Barry, III
Donald W. Hudson, Jr.
Joseph E. Maiolo
William Wallace

INVESTMENT ADVISER
George D. Bjurman & Associates
10100 Santa Monica Blvd, Suite 1200
Los Angeles, California 90067

UNDERWRITER
CW Fund Distributors, Inc.
312 Walnut Street, 21st Floor
Cincinnati, Ohio 45202

TRANSFER AGENT
Countrywide Fund Services, Inc.
P.O. Box 5354
Cincinnati, Ohio 45201-5354

CUSTODIAN
Firstar Bank, N.A.
425 Walnut Street, 6th Floor
Cincinnati, Ohio 45202

LEGAL COUNSEL
Gibson, Dunn & Crutcher LLP
333 South Grand Avenue
Los Angeles, California 90071

INDEPENDENT AUDITOR
Deloitte & Touche LLP
1000 Wilshire Boulevard
Los Angeles, California 90017

TABLE OF CONTENTS
- -------------------------------------------------
President's Letter ........................     1
Statement of Assets and Liabilities .......     3
Statement of Operations ...................     4
Statement of Changes in Net Assets ........     5
Financial Highlights ......................     6
Portfolio of Investments ..................     7
Notes to Financial Statements .............    10
Auditors' Report ..........................    13
- -------------------------------------------------

      For Additional Information and a free
        prospectus about Bjurman Micro-Cap
                Growth Fund call:

                  (800) 227-7264

    or visit The Bjurman Funds' website on the
         Internet at www.bjurmanfunds.com

This report is submitted  for general  information  of the  shareholders  of the
Fund. It is not authorized for distribution to prospective investors in the Fund
unless preceded or accompanied by an effective Prospectus which includes details
regarding the Fund's objective, policies, expenses and other information.



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