BERKELEY CAPITAL MANAGEMENT FUNDS
Berkeley Capital Management Money Market Fund
Statement of Assets and Liabilities
October 31, 1997
ASSETS
Cash $100,000
Unamortized organizational costs 94,546
Total Assets $194,546
LIABILITIES
Accrued expenses $ 94,546
Total Liabilities $ 94,546
NET ASSETS $100,000
Capital Shares, $0.01 par value; Unlimited
number of shares authorized; 100,000 shares
outstanding
Net asset value, offering and redemption price
per share (net assets/shares outstanding) $1.00
The accompanying notes to the financial statement
are an integral part of this statement.
BERKELEY CAPITAL MANAGEMENT FUNDS
BERKELEY CAPITAL MANAGEMENT MONEY MARKET FUND
Notes to the Financial Statement
October 31, 1997
1. Organization
Berkeley Capital Management Money Market Fund (the "Fund") is a
diversified investment portfolio of Berkeley Capital Management
Funds (the "Trust"), an open-end, management investment company.
The Trust was organized as a business trust under the laws of
Delaware on October 28, 1996. The Trust has had no operations
other than those relating to organizational matters and the sale
of 100,000 shares of its common stock to its original
shareholder, Berkeley International Securities Corporation (the
"Principal Undrewriter"), for cash in the amount of $100,000.
2. Significant Accounting Policies
Organization costs
Costs incurred by the Fund in connection with the organization,
registration and the initial public offering of shares, are
being deferred and amortized over the period of benefit, but not
to exceed sixty months from the Fund's commencement of
operations. These costs were advanced by Berkeley Capital
Management (the "Adviser") and will be reimbursed by the Fund.
The proceeds of any redemption of the initial shares by the
original shareholder will be reduced by a pro-rata portion of
any then unamortized organizational 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.
Federal Income Taxes
The Fund intends to comply with the requirements necessary to
qualify as a regulated investment company under Subchapter M of
the Internal Revenue Code of 1986, as amended, and to make the
requisite distributions of income and capital gains to their
shareholders sufficient to relieve it from all or substantially
all Federal income taxes.
3. Investment Adviser
Berkeley Capital Management Funds has an agreement with the
Adviser, with whom certain officers and Trustees of Berkeley
Capital Management Funds are affiliated, to furnish investment
advisory services to the Fund. Under the terms of this
agreement, the Adviser will receive an annual fee of 0.25% of
the Fund's average daily net assets. The Investment Management
Agreement (the "Agreement") allows the Adviser to voluntarily
waive its management fee under the Agreement and to reimburse
all or a portion of the Fund's expenses. The Agreement permits
the Adviser to seek reimbursement of any reductions made to its
management fee and payments made to limit expenses which are the
responsibility of the Fund within the three-year period
following such reduction, subject to the Fund's ability to
effect such reimbursement and remain in compliance with
applicable expense limitations. At such time as it appears
probable that the Adviser will seek such reimbursement, the
amount of reimbursement that the Fund is able to effect will be
accrued as an expense of the Fund for that current period.
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REPORT OF INDEPENDENT ACCOUNTANTS
To the Shareholder and Board of Trustees of
Berkeley Capital Management Funds
In our opinion, the accompanying statement of assets and
liabilities presents fairly, in all material respects, the
financial position of the Berkeley Capital Management Money
Market Fund (constituting Berkeley Capital Management Funds,
hereafter referred to as the "Fund") at October 31, 1997, in
conformity with generally accepted accounting principles. This
financial statement is the responsibility of the Fund's
management; our responsibility is to express an opinion on this
financial statement based on our audit. We conducted our audit
of this financial statement in accordance with generally
accepted auditing standards which require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statement if free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statement,
assessing the accounting principles used and significant
estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audit
provides a reasonable basis for the opinion expressed above.
Price Waterhouse LLP
Milwaukee, Wisconsin
December 23, 1997
