As filed with the Securities and Exchange Commission on April 30, 1998.
1933 Act File No. 333-17161
1940 Act File No. 811-07951
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT
UNDER
SECURITIES ACT OF 1933 [x]
POST-EFFECTIVE AMENDMENT NO. 3 [x]
REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940 [x]
AMENDMENT NO. 4 [x]
Catholic Values Investment Trust
-----------------------------------------
(Exact Name of Registrant as Specified in Charter)
24 Federal Street, Boston, Massachusetts 02110
----------------------------------------------------
(Address of Principal Executive Offices)
617-482-8260
-----------------------
(Registrant's Telephone Number)
Alan R. Dynner
24 Federal Street, Boston, Massachusetts 02110
------------------------------------------------
(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check appropriate box):
[ ]Immediately upon filing pursuant to paragraph (b)
[ ]On (date) pursuant to paragraph (a)(1)
[x]On May 1, 1998 pursuant to paragraph (b)
[ ]75 days after filing pursuant to paragraph (a)(2)
[ ]60 days after filing pursuant to paragraph (a)(1)
[ ]On (date) pursuant to paragraph (a)(2)
If appropriate, check the following box:
[ ]This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
Title of Securities Being Registered: Shares of Beneficial Interest
<PAGE>
This Amendment to the registration statement on Form N-1A consists of the
following documents and papers:
Cross Reference Sheet required by Rule 481(a) under Securities Act of 1933.
Part A -- The Prospectus of Catholic Values Investment Trust Equity Fund
Part B -- Statement of Additional Information of Catholic Values Investment
Trust Equity Fund
Part C -- Other Information
Signatures
Exhibit Index Required by Rule 483(a) under the Securities Act of 1933
Exhibits
<PAGE>
Catholic Values Investment Trust
Catholic Values Investment Trust Equity Fund
Cross Reference Sheet
<TABLE>
<CAPTION>
Item No. Statement of
FORM N-1A - Part A Prospectus Caption Additional Information Caption
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
1....................... Front Cover Page
2....................... An Introduction to the Fund, Shareholder and Fund
Expenses
3....................... Financial Highlights, Performance Information
4....................... An Introduction to the Fund, The Fund's Investment
Objective and Policies, Other Investment Policies,
Other Information
5....................... The Investment Adviser, The Administrator,
Distribution Expenses, Service Plan, Back Cover
5A...................... Not Applicable
6....................... Other Information, Distributions by the Fund, Taxes
7....................... How to Buy Shares, How the Fund Values its Shares,
Tax-Sheltered Retirement Plans
8....................... How to Redeem or Sell Shares
9....................... Not Applicable
Form N-1A -- Part B
- ---------------------------------------------------------------------------------------------------------------------------------
10....................... Front Cover Page and Back Cover
11....................... Table of Contents
12....................... Additional Information about the Trust
13....................... Additional Investment Information, Investment
Restrictions
14....................... Trustees, Officers and the Catholic Advisory Board
15....................... Control Persons and Principal Holders of Shares
16....................... Investment Advisory and Administrative
Services, Custodian, Independent
Certified Public Accountants, Service Plan,
Back Cover
17....................... Brokerage Allocation
18....................... Additional Information about the Trust
19....................... Service Plan, Pricing of Shares,
Principal Underwriter
20....................... Taxes
21....................... Principal Underwriter
22....................... Calculation of Performance and Yield
Quotations
23....................... Financial Statements
</TABLE>
<PAGE>
PART A
Information Required in a Prospectus
P R O S P E C T U S May 1, 1998
Individual Shares
Institutional Shares
Institutional Service Shares
===============================================================================
Catholic Values Investment Trust Equity Fund
A mutual fund seeking long-term growth of capital and reasonable current income
===============================================================================
a series of
Catholic Values Investment Trust
- -------------------------------------------------------------------------------
Write To: Catholic Values Investment Trust, c/o Wright Investors'
Service Distributors, Inc.,
1000 Lafayette Boulevard, Bridgeport, Connecticut 06604
Call: 888-974-4486
or e-mail: [email protected]
- -------------------------------------------------------------------------------
This Prospectus is designed to provide you with information you should know
before investing. Please retain this document for future reference.
A Statement of Additional Information dated May 1, 1998 for the Fund has
been filed with the Securities and Exchange Commission and is incorporated
herein by reference. This Statement is available without charge from Wright
Investors' Service Distributors, Inc., 1000 Lafayette Boulevard, Bridgeport,
Connecticut 06604 (888-974-4486) or from the Fund's website
(http://www.catholicinvestment.com). In addition, the Securities and Exchange
Commission maintains a website (http://www.sec.gov) that contains the Statement
of Additional Information, material incorporated by reference and other
information regarding the Fund.
SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR
GUARANTEED BY, ANY BANK OR OTHER INSURED DEPOSITORY INSTITUTION, AND ARE NOT
FEDERALLY INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL
RESERVE BOARD OR ANY OTHER GOVERNMENT AGENCY. SHARES OF THE FUND INVOLVE
INVESTMENT RISKS, INCLUDING FLUCTUATIONS IN VALUE AND THE POSSIBLE LOSS OF SOME
OR ALL OF THE PRINCIPAL INVESTMENT.
Table of Contents
An Introduction to the Fund....................... 2
Shareholder and Fund Expenses..................... 4
Financial Highlights.............................. 5
The Fund's Investment Objective and Policies...... 6
Other Investment Policies......................... 7
The Investment Adviser............................ 8
Investment Committee and Catholic Advisory Board.. 9
The Administrator................................. 10
Distribution Expenses -
Individual Shares and Institutional Service Shares 10
Service Plan...................................... 11
How the Fund Values its Shares.................... 11
How to Buy Shares................................. 11
Distributions by the Fund......................... 14
Taxes............................................. 14
How to Redeem or Sell Shares...................... 15
Performance Information........................... 17
Other Information................................. 18
Tax-Sheltered Retirement Plans.................... 18
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED
UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE
CONTRARY IS A CRIMINAL OFFENSE.
<PAGE>
An Introduction to the Fund
The information summarized below is qualified in its entirety by the more
detailed information set forth below in this Prospectus.
The Trust................Catholic Values Investment Trust (the "Trust") is
an open-end management investment company registered under the Investment
Company Act of 1940, as amended (the "1940 Act"), and consists of one series
(the "Fund"). The Fund is a diversified fund.
The Fund.................Catholic Values Investment Trust Equity Fund(the
"Fund").
Individual Shares........Available for purchase by non-institutional investors.
Institutional Shares.....Available for purchase by institutional investors.
and Institutional
Service Shares
Investment Objective and Policies.....The Fund seeks long-term growth of
capital and reasonable current income. The Fund pursues this objective by
investing in a broadly diversified portfolio consisting primarily of equity
securities of high-quality, well-established and profitable U.S. and non-U.S.
companies which meet strict quality and religious standards. The companies in
which the Fund may invest must offer products or services and undertake
activities that are consistent with the core teachings of the Roman Catholic
Church (the "Catholic Church").
The Investment Adviser...........The Fund has engaged Wright Investors'
Service, Inc., 1000 Lafayette Boulevard, Bridgeport, Connecticut 06604 ("Wright"
or the "Investment Adviser"), as investment adviser to carry out the investment
and reinvestment of its assets.
Catholic Advisory Board........The Fund has appointed a Catholic Advisory
Board of prominent lay members of the Catholic Church who are familiar with the
basic tenets and core teachings of the Catholic Church. The Board, guided by the
magisterium of the Catholic Church, consults with the Investment Adviser and
assists the Investment Adviser to identify companies and other issuers of
securities to avoid investments in companies whose products, services or
activities are inconsistent with core Catholic Church teachings.
The Administrator........The Fund has retained Eaton Vance Management
("Eaton Vance" or the "Administrator"), 24 Federal Street, Boston, Massachusetts
02110, as administrator to manage its legal and business affairs.
The Distributor..........Wright Investors' Service Distributors, Inc.
("WISDI" or the "Principal Underwriter") is the Distributor of the Fund's
shares.
How to Purchase Individual Shares of the Fund..........Individual Shares of
the Fund may be purchased at the net asset value per share next detemined after
receipt and acceptance of the purchase order. There is no initial sales charge
on the purchase of Individual Shares. There is a contingent deferred sales
charge ("CDSC") of 1% imposed on redemptions of Individual Shares made within
one year of the date of purchase. See "How to Redeem or Sell Shares." The
minimum initial investment is $1,000, which will be waived for investments in
individual retirement plans and in retirement plans for self-employed
individuals. There is no minimum amount for subsequent purchases. The minimum
account size is $500, which will also be waived for investments in individual
<PAGE>
retirement plans and in retirement plans for self-employed individuals. The
$1,000 minimum initial investment and $500 minimum account size is waived for
the Automatic Investment Program which may be established with an investment of
$50 or more. A minimum of $50 is applicable to each subsequent investment
through an Automatic Investment Program. See "How to Buy Shares."
How to Purchase Institutional Shares and Institutional Service Shares of
the Fund..........Institutional Shares and Institutional Service Shares of the
Fund may be purchased at the net asset value per share next determined after
receipt and acceptance of the purchase order. There is no sales charge on the
purchase of Institutional Shares or Institutional Service Shares of the Fund.
The minimum initial investment for Institutional Shares and Institutional
Service Shares is $3,000,000 and $500,000, respectively. Institutional Service
Share minimums will be waived for investments in 401(k), 403(b) and other
qualified retirement plans. There is no minimum amount for subsequent purchases.
The minimum account size for Institutional Shares and Institutional Service
Shares is $500,000 and $100,000, respectively. The minimum account size for
Institutional Service Shares shareholders will be waived for investments in
401(k), 403(b) and other qualified retirement plans of companies and other
entities. See "How to Buy Shares."
Distribution Options.....Distributions are paid in additional shares at net
asset value or cash as the shareholder elects. Unless the shareholder has
elected to receive dividends and distributions in cash, dividends and
distributions will be reinvested in additional shares of the same class of the
Fund at the net asset value per share as of the reinvestment date.
Redemptions..............Shares may be redeemed directly from the Fund at
the net asset value per share next determined after receipt of the redemption
request in good order, less any applicable CDSC. A telephone redemption
privilege is available. The Fund reserves the right to redeem any (i) Individual
Share account if the net asset value of such account falls below $500, (ii)
Institutional Share account if the net asset value of such account falls below
$500,000, and (iii) Individual Service Share account if the net asset value of
such account falls below $100,000. These minimums will be waived for investments
in 401(k), 403(b) and other qualified retirement plans. See "How to Redeem or
Sell Shares."
Net Asset Value..........The net asset value per share of the Fund is
calculated on each day the New York Stock Exchange ("NYSE") is open for trading.
Call (800) 888-9471 for the previous day's net asset value. The net asset value
is also available on the Fund's website, www.catholicinvestment.com.
Taxation.................The Fund intends to continue to qualify and be
treated each year as a regulated investment company under Subchapter M of the
Internal Revenue Code. Consequently, the Fund should not be liable for federal
income tax on net investment income and net realized capital gains that are
distributed to its shareholders in accordance with applicable timing
requirements.
Shareholder Communications..............Each shareholder will receive
annual and semi-annual reports containing financial state- ments, and a
statement confirming each share transaction. Financial statements included in
annual reports are audited by the Fund's independent certified public
accountants. Account statements indicating total shares of the Fund owned will
be mailed quarterly.
<PAGE>
Shareholder and Fund Expenses
The following table of fees and expenses is provided to assist investors in
understanding the various costs and expenses which may be borne directly or
indirectly by an investment in the Fund. The percentages shown below
representing "Other Expenses" are based on estimates for the current fiscal
year.
Institutional
Individual Institution Service
Shares Shares* Shares
- -------------------------------------------------------------------------------
Shareholder Transaction Expenses
Maximum Initial Sales
Charge on Purchases None None None
Maximum Sales Charge on
Reinvestment of Dividends None None None
Maximum Deferred Sales Charge
(as a percentage of original
purchase price or redemption
proceeds, as applicable) 1.00% None None
Redemption Fees None None None
Exchange Fee None None None
Annualized Fund Operating Expenses
(as a percentage of average net assets)
Investment Adviser Fee 0.00% 0.00% 0.00%
(after fee reductions)
12b-1 Distribution Expense 0.08% None 0.25%
(after fee reductions, Individual Class only)
Other Expenses 1.91% 0.99% 1.25%
------ ------ ------
(after expense limitations)
Total Operating Expenses 1.99% 0.99% 1.50%
(after fee reductions and expense limitations)(1)
- -------------------------------------------------------------------------------
(*) As of December 31, 1997, the Institutional Share Class had not commenced
operations.
(1) The Investment Adviser, Administrator and Distributor have temporarily and
voluntarily agreed to limit each Class's expenses by reducing fees and
reimbursing each Fund's operating expenses.
In the absence of such an agreement, the Investment Adviser Fee, 12b-1
Distribution Expense, Other Expenses (including the administration fee of
0.07%) and Total Operating Expenses of Individual Shares Class would be
0.75%, 0.75%, 4.19% and 5.69%, respectively; the Investment Adviser Fee,
estimated Other Expenses (including the administration fee of 0.07%) and
estimated Total Operating Expenses of the Institutional Shares Class would
be 0.75%, 0.99% and 1.74%, respectively; and the Investment Adviser Fee,
Other Expenses (including the administration fee of 0.07%) and Total
Operating Expenses of the Institutional Service Shares Class would be 0.75%,
3.75% and 4.50%, respectively.
Custodian fees were reduced by credits resulting from Fund cash balances
with the Trust's Custodian. If these credits were not reflected in the above
table, the Total Operating Expenses of the Individual Shares Class and the
Institutional Service Shares Class would be 2.24% and 1.73%, respectively.
Example of Fund Expenses
The following is an illustration of the total transaction and operating
expenses that an investor in the Fund would bear over different periods of time,
with or without redemption at the end of each time period, assuming an
investment of $1,000 and a 5% annual return on the investment.
1 3
Year Years
- -------------------------------------------------------------------------------
Individual Shares*
- Assuming complete
redemption at end of period $30 $73
- Assuming no redemption $20 $62
Institutional Shares $10 $32
Institutional Service Shares $15 $47
- -------------------------------------------------------------------------------
* Individual Shares redeemed during the first year after purchase are subject to
a 1% CDSC.
THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES AND ACTUAL EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN. Federal
regulations require the Example to assume a 5% annual return, but actual return
will vary.
The Fund's payment of a distribution fee for Individual Shares and
Institutional Service Shares may result in a long-term shareholder of Individual
Shares or Institutional Service Shares indirectly paying more than the economic
equivalent of the maximum initial sales charge permitted under the Conduct Rules
of the National Association of Securities Dealers, Inc.
<PAGE>
Financial Highlights
The following information should be read in conjunction with the audited
financial statements that appear in the Fund's annual report to shareholders.
The Fund's financial statements have been audited by Deloitte & Touche LLP,
independent certified public accountants, as experts in accounting and auditing.
The financial statements and the independent auditors' report are incorporated
by reference into the Statement of Additional Information. Further information
regarding the performance of the Fund is contained in the annual report to
shareholders which may be obtained without charge by contacting the Fund's
Principal Underwriter at (888) 974-4486.
As of December 31, 1997, no Institutional Shares were sold.
<TABLE>
<CAPTION>
May 1, 1997 (start of business) to December 31, 1997
---------------------------------------------------------------------
FINANCIAL HIGHLIGHTS Institutional Service Shares Individual Shares
- ----------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Net asset value, beginning of period........ $ 10.000 $ 10.000
-------- --------
Income (Loss) from Investment Operations:
Net investment loss*..................... $ (0.000)(+) $ (0.024)
Net realized and unrealized gain
on investments......................... 1.930 1.934
-------- --------
Total income
from investment operations........... $ 1.930 $ 1.910
Less distributions from net realized gain
on invetments........................ (0.040) (0.040)
-------- --------
Net asset value, end of period.............. $ 11.890 $ 11.870
========= =========
Total Return (1)............................ 19.31% 19.11%
Ratios/Supplemental Data:
Net assets, end of period (000 omitted).. $ 8,686 $ 1,397
Ratio of expenses to average daily net assets* 1.73%(3)(4) 2.24%(3)(4)
Ratio of net investment loss to average
daily net assets....................... (0.01%)(3) (0.44%)(3)
Portfolio turnover rate.................. 14% 14%
Average commission rate paid (2) ........ $ 0.072 $ 0.072
* During the period, the Investment Adviser, the Administrator and the
Principal Underwriter waived all or a portion of their fees and the
Investment Adviser was allocated a portion of operating expenses. Had such
actions not been undertaken, net investment loss per share and the ratios
would have been as follows:
Institutional Service Shares Individual Shares
---------------------------- -----------------
Net investment loss per share............... $ (0.047) $ (0.212)
========= =========
Annualized Ratios (As a percentage of average daily net assets):
Expenses .............................. 4.50% (3) 5.69% (3)
Net investment loss.................... (2.78%)(3) (3.89%)(3)
(1) Total investment return is calculated assuming a purchase at the net asset
value on the first day and a sale at the net asset value on the last day of
each period reported. Dividends and distributions, if any, are assumed to be
invested at the net asset value on the record date.
(2) Average commission rate paid is computed by dividing the total dollar amount
of commissions paid during the fiscal year by the total number of shares
purchased and sold during the fiscal year on which commissions were charged.
(3) Annualized.
(4) Custodian fees were reduced by credits resulting from cash balances the Fund
maintained with the custodian. The computation of net expenses to average
daily net assets reported above is computed without consideration of such
credit. If these credits were considered, the ratio of net expenses to
average daily net assets would have been reduced to 1.48% and 1.99% for the
Institutional Service and Individual Shares, respectively.
(+) Amount represents less than ($0.001) per share.
</TABLE>
<PAGE>
The Fund's Investment Objective And Policies
The Fund's objective is long-term growth of capital and reasonable current
income. Reasonable current income means that amount of income that can be
achieved, consistent with the Fund's goal of long-term growth of capital, from a
predominantly equity portfolio.
The Fund will, through continuous supervision by Wright and the Catholic
Advisory Board, pursue its objective by investing in a broadly diversified
portfolio consisting primarily of equity securities of high-quality,
well-established and profitable U.S. and non-U.S. companies that offer products
or services and undertake activities that are consistent with the core teachings
of the Catholic Church.
How Investments are Selected
Securities selected for the Fund are drawn from investment lists prepared
by Wright and known as The Approved Wright Investment List (the "AWIL") and The
International Approved Wright Investment List (the "International AWIL").
Securities drawn from these Investment Lists will be reviewed for compliance
with the core teachings of the Catholic Church by the Catholic Advisory Board,
which is appointed by the Board of Trustees of the Trust (the "trustees") and is
made up of prominent lay members of the Catholic Church.
The Approved Wright Investment Lists (AWIL and International AWIL). Wright
systematically reviews about 5,200 U.S. companies and about 12,500 non-U.S.
companies in The Worldscope(R) database which it developed. This review first
identifies those companies which, on the basis of at least five years of audited
records, meet the minimum standards of prudence (e.g. the value of the company's
assets and shareholders' equity exceeds certain minimum standards and its
operations have been profitable during the last three years) and thus are
suitable for consideration by fiduciary investors. Companies meeting these
requirements (about 2,300 companies) are considered by Wright to be suitable for
prudent investment. They may be large or small, may have their securities traded
on exchanges or over the counter and may include companies not currently paying
dividends on their shares.
These approximately 2,300 companies are then subjected to extensive
analysis and evaluation in order to identify those which meet Wright's 32
fundamental standards of Investment Quality. Only those companies which meet or
exceed all of these standards (a subset of the 2,300 companies considered
suitable for prudent investment) are eligible for selection by the Wright
Investment Committee for inclusion in the Investment Lists. See the Statement of
Additional Information for a more detailed description of Wright Quality Ratings
and the Investment Lists.
All companies on the Investment Lists are, in the opinion of Wright,
soundly financed with established records of earnings profitability and equity
growth. All have established investment acceptance and active, liquid markets
for their publicly owned shares. The companies on the Investment Lists will be
referred to in this prospectus as "Blue Chips."
The Catholic Advisory Board. The Catholic Advisory Board assures that the
Fund's investments are consistent with Catholic values. Each member of the Board
is involved in various Catholic organizations and activities and is in contact
with numerous Catholic institutions and Catholic clergy. Using the best publicly
available information obtainable by Wright, the Catholic Advisory Board will
identify those companies recommended by Wright whose products, services and/or
activities are substantially consistent with core Catholic Church teachings. In
addition, information received from shareholders, secondary materials, and
general input from interested sources is consistently reviewed and evaluated.
The result is continuous dialogue, continuous information input, continuous
review, and thus continuous evaluation. It is believed that independent thinking
and independent information support a Fund that adheres to Catholic doctrine
while balancing changes in the market place, changes in informational input, and
changes in value systems. Thus, the Fund combines Catholic values with
investment values.
The Catholic Advisory Board will have sole discretion to determine which
companies meet the Fund's religious criteria. Wright will be solely responsible
for evaluating the investment merits of the Fund's portfolio holdings. When a
company is found not to be in compliance with core Catholic teachings, Wright is
asked to remove it from the portfolio. This policy may cause the Fund to dispose
of a security at a time when it may be disadvantageous from an investment
viewpoint to do so.
As the Fund will consider for investment only securities which meet the
Fund's investment and religious criteria, the return on securities chosen may be
lower than if the Fund considered only investment criteria when selecting
investments. However, Wright does not expect there will be a material effect on
the performance.
Primary Investments. The Fund will, under normal market conditions, invest
at least 80% of its net assets in equity
<PAGE>
securities of Blue Chip companies, including common stocks, preferred
stocks, warrants and securities convertible into stock. As a matter of
nonfundamental policy, it is expected that the Fund will normally be fully
invested in equity securities. However, the Fund may invest up to 20% of its net
assets in the short-term debt securities described under "Defensive and Certain
Short-Term Investments." In addition, for temporary defensive purposes the Fund
may hold cash or invest more than 20% of its net assets in these short-term debt
securities.
Other Investment Policies
The Fund has adopted certain fundamental investment restrictions which are
enumerated in detail in the Statement of Additional Information and which may be
changed only by the vote of a majority of the Fund's outstanding voting
securities.
Foreign Investments. The Fund may invest up to 30% of its total assets in
equity securities of foreign companies that are on the International AWIL and
that are traded on a securities market of the country in which the company is
located or other foreign securities exchanges. In addition, the Fund may
purchase securities in the form of American Depositary Receipts ("ADRs") or
similar securities representing interests in an underlying foreign security.
ADRs are not necessarily denominated in the same currency as the underlying
foreign securities. If an ADR is not sponsored by the issuer of the underlying
foreign security, the institution issuing the ADR may have reduced access to
information about the issuer.
Investments in foreign securities involve risks in addition to those
associated with investments in the securities of U.S. issuers. These risks
include less publicly available financial and other information about foreign
companies; less rigorous securities regulation; the potential imposition of
currency controls, foreign withholding and other taxes; and war, expropriation
or other adverse governmental actions. Foreign equity markets may be less liquid
than United States markets and may be subject to delays in the settlement of
portfolio transactions. Brokerage commissions and other transaction costs in
foreign markets tend to be higher than in the United States. The value of
foreign securities denominated in a foreign currency will vary in accordance
with changes in currency exchange rates, which can be volatile. In addition, the
prices of unsponsored ADRs may be more volatile than if they were sponsored by
the issuers of the underlying securities. These considerations generally are of
greater concern in developing countries.
Warrants and Convertible Securities. The Fund may invest up to 5% of its
net assets in warrants. Warrants acquired by the Fund will entitle it to buy
common stock at a specified price and time. The Fund may invest up to 5% of its
net assets in convertible securities. Convertible debt securities and
convertible preferred stock entitle the Fund to acquire the issuer's stock by
exchange or purchase at a predetermined rate.
Borrowing; Portfolio Securities Loans. The Fund may borrow for temporary or
emergency purposes in an amount up to one-third of the Fund's total assets. The
Fund may lend portfolio securities with a value up to 30% of its total assets to
enhance its income. Each loan must be fully collateralized by cash or other
eligible assets (e.g., U.S. Government securities or cash equivalents such as
certificates of deposit, commercial paper, and other short-term money market
instruments). The Fund may pay reasonable fees in connection with securities
loans. Wright will evaluate the creditworthiness of prospective institutional
borrowers and monitor the adequacy of the collateral to reduce the risk of
default by borrowers.
Diversification. The Fund is diversified and therefore may not, with
respect to 75% of its total assets, (1) invest more than 5% of its total assets
in the securities of any one issuer, other than U.S. Government securities, or
(2) acquire more than 10% of the outstanding voting securities of any one
issuer. The Fund will not concentrate (invest 25% or more of its total assets)
in the securities of issuers in any one industry.
Illiquid Securities. The Fund may purchase restricted securities, including
those eligible for resale to "qualified institutional buyers" pursuant to Rule
144A under the Securities Act of 1933 (the "Securities Act") and commercial
paper sold in reliance on Section 4(2) of the Securities Act. The trustees will
monitor the Fund's investments in these securities, focusing on certain factors,
including valuation, liquidity and availability of information. The trustees may
adopt guidelines and delegate to Wright the daily monitoring and determination
of the liquidity of restricted securities. Purchases of restricted securities,
other than liquid Rule 144A securities and Section 4(2) commercial paper, are
subject to an investment restriction limiting all the Fund's illiquid securities
to not more than 15% of the Fund's net assets. Illiquid securities include
repurchase agreements maturing in more than seven days, securities that are not
readily marketable and restricted securities.
<PAGE>
Defensive and Certain Short-Term Investments. Under normal market
conditions up to 20% of the Fund's net assets or, during periods of unusual
market conditions, when Wright believes that investing for temporary defensive
purposes is appropriate, all or any portion of the Fund's assets may be held in
cash, money market instruments or other short-term obligations. These include
short-term obligations issued or guaranteed as to interest and principal by the
U.S. Government or any agency or instrumentality thereof (including repurchase
agreements collateralized by such securities); and U.S. dollar denominated, high
quality commercial paper, short-term corporate obligations, other debt
instruments, certificates of deposit, bankers' acceptances and time deposits of
domestic and foreign banks. The Fund may invest in instruments and obligations
of banks that have other relationships with the Fund, Wright or Eaton Vance. No
preference will be shown towards investing in banks which have such
relationships.
The prices of fixed income securities vary inversely with interest rates.
Therefore, the value of the Fund's investments in convertible securities and
short-term obligations will decline when interest rates are rising. The
investment objective and, unless otherwise indicated, policies of the Fund may
be changed by the Trustees without a vote of the Fund's shareholders. The Fund
is not a complete investment program and there is no assurance that the Fund
will achieve its investment objective. The market price of securities held by
the Fund and the net asset value of the Fund's shares will fluctuate in response
to stock market developments and currency exchange rate fluctuations.
The Investment Adviser
The Fund has engaged Wright to act as its investment adviser pursuant to
its Investment Advisory Contract. Wright, acting under the general supervision
of the Trust's trustees, furnishes the Fund with investment advice and
management services. The trustees of the Trust are responsible for the general
oversight of the conduct of the Fund's business. Wright is a wholly-owned
subsidiary of The Winthrop Corporation ("Winthrop"). The estate of John Winthrop
Wright is a controlling shareholder of Winthrop and Wright.
Wright is a leading independent international investment management and
advisory firm which, together with its parent, Winthrop, has more than 30 years
of experience. Its staff of over 125 people includes a highly respected team of
economists, investment experts and research analysts. Wright manages assets for
bank trust departments, corporations, unions, municipalities, eleemosynary
institutions, professional associations, institutional investors, fiduciary
organizations, family trusts and individuals as well as mutual funds. Wright
originated one of the world's largest and most complete databases,
Worldscope(R), with financial information on 17,700 domestic and international
corporations. At the end of 1997, Wright managed approximately $4 billion of
assets.
Under the Fund's Investment Advisory Contract, the Fund is required to pay
Wright a monthly advisory fee at the annual rates (as a percentage of average
daily net assets) set forth in the table below.
ANNUAL ADVISORY FEE RATES
Under $500 Million Over
$500 Million to $1 Billion $1 Billion
-------------------------------------------------
0.75% 0.73% 0.68%
Wright has agreed not to impose a portion of its management fee and to make
other arrangements, if necessary, to limit other expenses of the Fund to the
extent required to reduce operating expenses of (i) the Individual Shares to
1.99% of the average daily net assets attributable to Individual Shares, (ii)
the Institutional Shares to 0.99% of the average daily net assets attributable
to Institutional Shares, and (iii) Institutional Service Shares to 1.50% of the
average daily net assets attributable to Institutional Service Shares. This
agreement is voluntary and temporary and may be revised or terminated by Wright
at any time with or without notice to shareholders.
As of December 31, 1997, the aggregate net assets of the Fund were
$10,082,645. For the period from the start of business, May 1, 1997, to December
31, 1997, the Fund would have paid an advisory fee equivalent to 0.74%. To
enhance the net income of the Fund, Wright made a reduction of the advisory fee
in the full amount and was allocated a portion of the expenses related to the
operation of the Fund in the amount of $54,873.
Pursuant to the Investment Advisory Contract, Wright also furnishes for the
use of the Fund office space and all necessary office facilities, equipment and
personnel for servicing the investments of the Fund. The Fund is responsible for
the payment of all expenses relating to its operations other than those
expressly stated to be payable by Wright under its Investment Advisory Contract.
Wright places the portfolio security transactions for the Fund, which in
some cases may be effected in block transactions which include other accounts
managed by Wright. Wright provides similar services directly for bank trust
<PAGE>
departments and other advisory accounts. Wright seeks to execute the Fund's
portfolio security transactions on the most favorable terms and in the most
effective manner possible. Subject to the foregoing, Wright may consider sales
of shares of the Fund or of other investment companies sponsored by Wright as a
factor in the selection of broker-dealer firms to execute such transactions.
Wright is also the investment adviser to certain of the funds in The Wright
Managed Equity Trust and The Wright Managed Income Trust; all the funds in The
Wright Managed Blue Chip Series Trust and The Wright EquiFund Equity Trust (the
"Wright Funds"); and the portfolios in The Wright Blue Chip Master Portfolio
Trust. Additional information may be obtained from the website maintained by
Wright (http://www.wrightinvestors.com).
Like most mutual funds, the Fund relies on computers in conducting daily
business and processing information. There is a concern that on January 1, 2000
some computer programs will be unable to recognize the new year and as a
consequence computer malfunctions will occur. The Investment Adviser and the
Administrator are taking steps that they believe are reasonably designed to
address this potential problem and to obtain satisfactory assurance from other
service providers to the Fund that they are also taking steps to address the
issue. There can, however, be no assurance that these steps will be sufficient
to avoid any adverse impact on the Fund or its shareholders.
Investment Committee
and Catholic Advisory Board
Investment Committee
An Investment Committee of eight officers of Wright, all of whom are
experienced analysts, exercises disciplined direction and control over all
purchases and sales of securities, policies and procedures for the Fund. The
members of the Investment Committee are as follows:
Peter M. Donovan, CFA, President and Chief Executive Officer of Wright. Mr.
Donovan received a BA Economics from Goddard College and joined Wright from
Jones, Kreeger & Co., Washington, D.C. in 1966. Mr. Donovan is the president of
The Wright Managed Income Trust, The Wright Managed Equity Trust, The Wright
Managed Blue Chip Series Trust, The Wright EquiFund Equity Trust, Catholic
Values Investment Trust and The Wright Blue Chip Master Portfolio Trust. He is
also director of Aetna Master Fund, a Luxembourg SICAV. He is a member of the
New York Society of Security Analysts and the Hartford Society of Financial
Analysts.
Judith R. Corchard, Chairman of the Investment Committee, Executive Vice
President - Investment Management of Wright. Ms. Corchard attended the
University of Connecticut and joined Wright in 1960. Ms. Corchard is also a
member of the New York Society of Security Analysts, the Hartford Society of
Financial Analysts, and AIMR. She is a vice president and trustee of The Wright
Managed Income Trust, The Wright Managed Equity Trust, The Wright Managed Blue
Chip Series Trust, The Wright EquiFund Equity Trust, Catholic Values Investment
Trust and The Wright Blue Chip Master Portfolio Trust.
Jatin J. Mehta, CFA, Chief Investment Officer - U.S. Equities of Wright.
Mr. Mehta received a BS Civil Engineering from University of Bombay, India and
an MBA from the University of Bridgeport. Before joining Wright in 1969, Mr.
Mehta was an executive of the Industrial Credit Investment Corporation of India,
a World Bank agency in India for financial assistance to private industry. He is
a member of the New York Society of Security Analysts and the Hartford Society
of Financial Analysts.
Harivadan K. Kapadia, CFA, Senior Vice President - Investment Analysis and
Information of Wright. Mr. Kapadia received a BA (hon.) Economics and Statistics
and MA Economics from University of Baroda, India and an MBA from the University
of Bridgeport. Before joining Wright in 1969, Mr. Kapadia was Assistant Lecturer
at the College of Engineering and Technology in Surat, India and Lecturer, at
the B.J. College of Commerce, VVNagar, India. He has published the textbooks:
"Elements of Statistics," "Statistics," "Descriptive Economics," and "Elements
of Economics." He was appointed Adjunct Professor at the Graduate School of
Business, Fairfield University in 1981. He is a member of the New York Society
of Security Analysts and the Hartford Society of Financial Analysts.
Michael F. Flament, CFA, Senior Vice President - Investment and Economic
Analysis of Wright. Mr. Flament received a BS Mathematics from Fairfield
University; an MA Mathematics from University of Massachusetts and an MBA
Finance from the University of Bridgeport and joined Wright in 1972. He is a
trustee of The Wright Managed Blue Chip Series Trust and a member of the New
York Society of Security Analysts and the Hartford Society of Financial
Analysts.
<PAGE>
James P. Fields, CFA, Senior Vice President and Investment Officer of
Wright. Mr. Fields received a BS Accounting from Fairfield University and an MBA
Finance from Pace University. He joined Wright in 1982 and is also a member of
the New York Society of Security Analysts.
Amit S. Khandwala, Senior Vice President -International Investments of
Wright. Mr. Khandwala received a BS (Economics, Accounting, International
Business and Computers) from University of Bombay, India, and an MBA
(Investments, Corporate Finance, International Finance & International
Marketing) from the University of Hartford. Mr. Khandwala has taught in the
Executive MBA Program at the University of Hartford Business School and his
research on ADRs has been published in The Journal of Portfolio Management. He
was involved in establishing the Stamford Society of Securities Analysts and is
a member of the New York Society of Security Analysts and the Hartford Society
of Financial Analysts. He joined Wright in 1986.
Charles T. Simko, Jr., Vice President - Investment Research of Wright. Mr.
Simko received a BS in Mathematics from Fairfield University. He joined Wright
in 1985.
Catholic Advisory Board
The Catholic Advisory Board consults with the Investment Adviser in order
to avoid investing in the securities of any issuer whose products and/or
activities are inconsistent with core Catholic Church teachings. The members of
the Catholic Advisory Board are as follows:
Thomas P. Melady, Chairman, former U.S. Ambassador to Burundi, Uganda and
to the Holy See, President Emeritus of Sacred Heart University.
Margaret M. Heckler, Eight term Congresswoman from the Massachusetts 10th
District, former Secretary of the Department of Health and Human Services,
former Ambassador to Ireland.
Bowie K. Kuhn, former Commissioner of Baseball.
Timothy J. May, Senior Partner, Patton Boggs, L.L.P.
Thomas S. Monaghan, President, CEO and Chairman of the Board of Domino's
Pizza, Inc.
William A. Wilson, former (and first) U.S. Ambassador to the Holy See.
Although he is not in any way connected with the Fund, His Eminence John
Cardinal O'Connor is the Ecclesiastical Advisor to the Catholic Advisory Board.
The Administrator
The Trust engages Eaton Vance as its administrator under an Administration
Agreement dated February 1, 1998. Under the Administration Agreement, Eaton
Vance is responsible for managing the legal and business affairs of the Fund,
subject to the supervision of the Trust's trustees. Eaton Vance's services
include recordkeeping, preparation and filing of documents required to comply
with federal and state securities laws, supervising the activities of the Fund's
custodian and transfer agent, providing assistance in connection with the
trustees' and shareholders' meetings and other administrative services necessary
to conduct the Fund's business. Eaton Vance will not provide any investment
management or advisory services to the Fund. For its services under the
Administration Agreement, Eaton Vance receives a monthly administration fee at
the annual rates (as a percentage of average daily net assets) set forth in the
following table.
ANNUAL ADMINISTRATION FEE RATES
Under Over
$100 Million $500 Million
------------- -------------
0.07% 0.04%
For the period from the start of business, May 1, 1997, to December 31,
1997, the Fund would have paid an administration fee equivalent to 0.07%. Eaton
Vance waived the full amount of the administration fee.
Eaton Vance, its affiliates and its predecessor companies have been
primarily engaged in managing assets of individuals and institutional clients
since 1924 and managing, administering and marketing mutual funds since 1931.
Total assets under management are approximately $25 billion. Eaton Vance is a
wholly-owned subsidiary of Eaton Vance Corp. ("EVC"), a publicly-held holding
company.
Distribution Expenses - Individual Shares and
Institutional Service Shares
In addition to the fees and expenses payable by the Fund in accordance with
the Investment Advisory Contract and Administration Agreement, the Fund pays for
distribution expenses of the Individual Shares and Institutional Service Shares
pursuant to a Distribution Plan (the "Plan") adopted by the Trust and designed
to meet the requirements of Rule 12b-1 under the 1940 Act. The Plan authorizes
the Fund to finance any activities primarily intended to result in the sale of
the Fund's Individual Shares and Institutional Service Shares. Authorized
expenses include compensation paid to
<PAGE>
and expenses incurred by officers, trustees, employees or sales
representatives of the Trust, including telephone expenses and the cost of
printing prospectuses and reports for other than existing shareholders,
preparation and distribution of sales literature and advertising. The expenses
covered by the Plan may include payments to any separate distributors under
agreement with the Trust for activities primarily intended to result in the sale
of the Fund's Individual Shares and Institutional Service Shares.
The Trust's principal underwriter is Wright Investors' Service
Distributors, Inc. ("WISDI" or the "Principal Underwriter"), a wholly owned
subsidiary of Winthrop. Under the Plan, the Fund will pay on an annual basis up
to 0.75% and 0.25%, respectively, of its average daily net assets attributable
to Individual Shares and Institutional Service Shares to WISDI or to other
providers of distribution services designated by WISDI.
For the period from the start of business, May 1, 1997, to December 31,
1997, the Fund made distribution expense payments (as an annualized percentage
of average daily net assets) of 0.08% for the Individual Shares. To enhance the
net income of the Individual Shares, the Principal Underwriter made a reduction
of its fee by $4,257. For the same period, the Fund made distribution expense
payments (as an annualized percentage of average daily net assets) of 0.25% for
the Institutional Service Shares.
The Principal Underwriter may use the distribution fee for its expenses of
distributing the Fund's Individual Shares and Institutional Service Shares,
including allocable overhead expenses. Distribution expenses not specifically
attributable to the Fund's Individual Shares or Institutional Service Shares are
allocated among the Fund and certain other investment companies for which WISDI
acts as Principal Underwriter, based on the amount of sales of the Fund's
Individual Shares or Institutional Service Shares resulting from the Principal
Underwriter's distribution efforts and expenditures. If the distribution fee
exceeds the Principal Underwriter's expenses, the Principal Underwriter may
realize a profit from these arrangements.
The Fund pays no distribution expenses with respect to the Institutional
Shares.
Service Plan
The Trust has adopted a Service Plan (the "Service Plan") which allows the
Fund to reimburse WISDI for payments to intermediaries for providing account
administration and personal and account maintenance services to their customers
who are beneficial owners of shares. The services provided by these
intermediaries may include acting, directly or through an agent, as the sole
shareholder of record, maintaining account records for customers, processing
orders to purchase, redeem or exchange shares for customers, responding to
inquiries from prospective and existing shareholders and assisting customers
with investment procedures. The amount of the service fee payable under the
Service Plan with respect to each class of shares of the Fund may not exceed
0.25% annually of the average daily net assets attributable to the respective
classes. For the Institutional Service Shares, the amount of service fee payable
is reduced by the amount of any 12b-1 fees paid for distribution activities.
For the period from the start of business, May 1, 1997, to December 31,
1997, the Fund did not make any payment of service fees.
How the Fund Values its Shares
The Trust values the shares of each class of the Fund once on each day the
NYSE is open as of the close of regular trading on the NYSE (normally 4:00 p.m.
New York time). The net asset value per share of each class is determined by
Investors Bank & Trust Company ("IBT"), the Fund's custodian (as agent for the
Fund) with the assistance of Wright for securities that involve valuation
problems. Such determination is accomplished by dividing the number of
outstanding shares of each class of the Fund into the net assets attributable to
that class. The net asset value of each class can differ.
Securities listed on securities exchanges or in the NASDAQ National Market
are valued at closing sale prices. Unlisted or listed securities, for which
closing sale prices are not available, are valued at the mean between latest bid
and asked prices. Fixed income securities for which market quotations are
readily available are valued on the basis of valuations supplied by a pricing
service. Fixed income and equity securities for which market quotations are
unavailable, restricted securities, and other assets are valued at their fair
value as determined in good faith by or at the direction of the Trustees.
Short-term obligations maturing in 60 days or less are valued at amortized cost,
which approximates market value.
How to Buy Shares
Shares of the Fund are sold without an initial sales charge at the net
asset value next determined after the receipt of a purchase order.
<PAGE>
Minimum Initial Investment
Individual Shares: $1,000
Institutional Service Shares: $500,000
Institutional Shares: $3,000,000
- ------------------------------------------------------------------------------
Waiver of Minimum Initial Investment
o Waived for investments in qualified retirement plans and for participants
in certain fee-based programs. (Individual Shares and Institutional
Service Shares only.)
o Waived for the Automatic Investment Program and Individual Retirement
Accounts (IRAs). (Individual Shares only.)
- -------------------------------------------------------------------------------
Purchasing By Mail - Initial Purchase
o Obtain an account application form from WISDI, then complete and sign
the form.
o Mail the form with a check, Federal Reserve draft or other negotiable
bank draft, drawn on a U.S. bank and payable in U.S. dollars to the order
of Catholic Values Investment Trust, to First Data Investor Services
Group (the "Transfer Agent") at the following address:
First Data Investor Services Group
Catholic Values Investment Trust
P.O. Box 5156
Westborough, Massachusetts 01581-9698
- -------------------------------------------------------------------------------
Purchasing By Mail - Subsequent Purchases
o May be made at any time by check, Federal Reserve draft, or other
negotiable bank draft, drawn on a U.S.bank and payable in U.S. dollars to
the order of Catholic Values Investment Trust, and mailed to the
Transfer Agent at the above address.
o Identify the account and the account number when sending payment.
- -------------------------------------------------------------------------------
Purchasing By Wire - Initial Purchase
o Telephone the Fund at (800)225-6265, ext. 7750, to advise of the action
and to obtain an account number.
o Obtain an account application form from WISDI, then complete, sign and mail
the form to the Transfer Agent at the above address.
o Instruct your bank to wire immediately available funds to:
Boston Safe Deposit and Trust Company
One Boston Place
Boston, Massachusetts
ABA: 011001234
Account: 081345
Further Credit:Catholic Values Investment Trust Equity Fund
(Include your Fund account number)
- -------------------------------------------------------------------------------
Purchasing By Wire - Subsequent Purchases
o Telephone the Fund at (800)225-6265, ext. 7750, prior to each transmission.
o Repeat the wire procedure described above.
<PAGE>
Purchasing Electronically over the Internet - Subsequent Purchases
o Shareholders with access to the Internet may, after following prope
security procedures, check the status of and enter transactions for their
own accounts.
o Contact WISDI to make arrangements for electronic funds transfer using
Automated Clearing House (ACH) procedures. This requires that you provide
certain bank account information so that funds can be transferred
between your mutual fund and bank accounts. We do not accept or send
bank account or credit card information over the Internet.
o Account access is highly secured to prevent unauthorized access. You will
need a browser capable of supporting SSL 2.0(Secure Sockets Layer)such
as Netscape's Navigator 3.0 or higher or Microsoft's Internet Explorer 3.0
or higher. You will also need your social security or tax identification
number (SSN)and a personal identification number (PIN). WISDI will advis
how to obtain a PIN which will be known only to you.
- -------------------------------------------------------------------------------
Automatic Investment Program (Individual Shares only)
o Investments of $50 or more may be made each month or quarter in automatic
withdrawals from your bank account.
o Obtain an account application form from WISDI, then complete, sign and mail
the form to the Transfer Agent at the address on the previous page.
o $1,000 minimum initial investment and $500 minimum account requirements
are waived.
- --------------------------------------------------------------------------------
Purchase through Exchange of Portfolio Securities. Investors wishing to
purchase shares of the Fund through an exchange of portfolio securities should
contact WISDI to determine the acceptability of the securities and make the
proper arrangements. Shares of the Fund may be purchased, in whole or in part,
by delivering to the Fund's custodian securities that meet the investment
objective and policies of the Fund, have readily ascertainable market prices and
quotations and are otherwise acceptable to the Investment Adviser and the Fund.
The Trust will only accept securities in exchange for shares of the Fund for
investment purposes and not as agent for the shareholders with a view to a
resale of such securities. The Investment Adviser, WISDI and the Fund reserve
the right to reject all or any part of the securities offered in exchange for
shares of the Fund.
An investor who wishes to make an exchange should furnish to WISDI a list
with a full and exact description of all of the securities which he or she
proposes to deliver. WISDI or the Investment Adviser will specify those
securities which the Fund is prepared to accept and will provide the investor
with the necessary forms to be completed and signed by the investor. The
investor should then send the securities, in proper form for transfer, with the
necessary forms to the Fund's custodian and certify that there are no legal or
contractual restrictions on the free transfer and sale of the securities.
Exchanged securities will be valued at their fair market value as of the
date that the securities in proper form for transfer and the accompanying
purchase order are both received by the Trust, using the procedure for valuing
portfolio securities described under "How the Fund Values its Shares." However,
if the NYSE or appropriate foreign stock exchange is not open for unrestricted
trading on that date, the securities will be valued on the next day on which the
NYSE or appropriate foreign stock exchange is so open. Securities to be
exchanged must have a minimum aggregate value of $5,000. An exchange of
securities for Fund shares is generally a taxable transaction.
Account Statements and Confirmations. Account statements indicating total
shares of the Fund owned in the
<PAGE>
account or each sub-account will be mailed to investors quarterly.
Confirmations will be issued at the time of each purchase or redemption. The
issuance of shares will be recorded on the books of the Fund. The Trust does not
issue share certificates. The Fund reserves the right to reject any order for
the purchase of its shares or to limit or suspend, without prior notice, the
offering of its shares.
Shares of the Fund may be purchased or redeemed through an investment
dealer, bank or other institution ("Authorized Dealer"). Charges may be imposed
by the institution for its services. Any such charges could constitute a
material portion of a smaller account. Authorized Dealers must communicate an
investor's order to the Principal Underwriter by a specific time each day to
receive that day's public offering price per share. It is the Authorized
Dealers' responsibility to transmit orders promptly to the Principal
Underwriter. The Trust has approved the acceptance of purchase and redemption
orders as of the time of their receipt by certain Authorized Dealers (or their
designated intermediaries). Shares may be purchased or redeemed directly from or
with the Fund without imposition of any charges other than those described in
this Prospectus.
Distributions by the Fund
The Trust intends to pay dividends from the net investment income of the
Fund at least semi-annually. Any net capital gains realized from the sale of
securities or other transactions in the Fund's portfolio (reduced by any
available capital loss carryforwards from prior years) will be paid at least
annually, shortly before or after the close of the Fund's fiscal year.
Shareholders may reinvest dividends and distributions, if any, in additional
shares of the Fund at the net asset value as of the reinvestment date. Unless
shareholders otherwise instruct, all distributions and dividends will be
automatically invested in additional shares of the same class of the Fund.
Alternatively, shareholders may reinvest capital gains distributions and direct
that dividends be paid in cash, or direct that both dividends and capital gains
distributions be paid in cash. Instructions for the payment or reinvestment of
distributions may be given on the account application form.
Taxes
The Fund intends to continue to qualify and be treated as a regulated
investment company for federal income tax purposes. In order to so qualify, the
Fund must meet certain requirements with respect to sources of income,
diversification of assets, and distributions to shareholders. As a regulated
investment company, the Fund will not pay federal income or excise taxes to the
extent that it distributes to its shareholders all of its net investment income
and net realized capital gains in accordance with the timing requirements of the
Internal Revenue Code of 1986, as amended (the "Code"). In addition, the Fund
will not be subject to income, corporate excise or franchise taxation in
Massachusetts as long as it qualifies as a regulated investment company under
the Code.
Dividends paid by the Fund from net investment income, including certain
net realized foreign currency gains, and the excess of net short-term capital
gain over net long term capital loss will be taxable to its shareholders under
the Code as ordinary income. Distributions paid by the Fund from the excess of
net long-term capital gain over net short-term capital loss which the Fund
designates as "capital gain dividends" will be taxable under the Code as
long-term capital gains. As a result of the enactment of the Taxpayer Relief Act
of 1997 on August 5, 1997, long-term capital gains may be taxable at different
rates depending upon when they are realized, the holding period for the assets
that produce the gain, and the investor's tax bracket. These tax consequences
will apply whether distributions are reinvested in additional shares or received
in cash. The Fund's dividends that are paid to its corporate shareholders and
are attributable to qualifying dividends received by the Fund from U.S. domestic
corporations may be eligible, in the hands of these corporate shareholders, for
the corporate dividends-received deduction, subject to certain holding period
requirements and debt financing limitations under the Code. Shareholders will be
informed annually about the amount and character, for federal income tax
purposes, of distributions received from the Fund.
The realization of capital gains may be affected by shareholder redemption
transactions, economic, market or issuer-specific developments or other
investment considerations.
Investors should consider the adverse tax implications of buying shares
immediately before a distribution. Investors who purchase shares shortly before
the record date for a distribution will pay a per share price that includes the
value of the anticipated distribution and will be taxed on the distribution even
though the distribution represents a return of a portion of the purchase price.
Redemptions (including exchanges) of Fund shares are taxable transactions
and may, in particular cases, be subject to wash sale or other special tax
rules.
Individuals and certain other shareholders may be subject to 31% backup
withholding of federal income tax on distributions
<PAGE>
and redemptions if they fail to furnish their correct taxpayer
identification number and certain certifications or if they are otherwise
subject to backup withholding.
The Fund anticipates that it may be required to pay foreign taxes on its
income or gains from certain foreign investments, which will reduce its return
from those investments. In some years, the Fund may be permitted to elect to
pass through certain qualifying foreign taxes it pays to its shareholders. If
this election is made, shareholders will then include their share of such taxes
in income (in addition to actual dividends and distributions) and may be
entitled, subject to applicable limitations, to a corresponding federal income
tax credit or deduction. The Fund will provide appropriate information to
shareholders if this election is made.
Annually, shareholders of the Fund that are not exempt from information
reporting requirements will receive information on Form 1099 regarding the prior
calendar year's distributions and redemptions (including exchanges). Dividends
declared by the Fund in October, November or December to shareholders of record
as of a date in such a month and paid the following January will be treated for
federal income tax purposes as having been received by shareholders on December
31 of the year in which they are declared.
Dividends and other distributions, redemptions (including exchanges), and
the value of Fund shares may, of course, also be subject to state, local or
other taxes. Shareholders should consult their own tax advisers with respect to
state and local tax consequences of investing in the Fund. Shareholders who are
not United States persons should also consult their tax advisers about the
potential application of certain U.S. taxes, including a U.S. withholding tax at
the rate of 30% (or a lower treaty rate) on amounts treated as ordinary income
distributions to them and of foreign taxes to their investment in the Fund.
How To Redeem or Sell Shares
Shares of the Fund will be redeemed at the net asset value next determined
after receipt of a redemption request in good order less any applicable CDSC.
However, if the shares to be redeemed were purchased by check, the Fund may
delay payment of redemption proceeds until the check has been collected which,
depending upon the location of the issuing bank, could take up to 15 days. A
redemption of shares is a taxable transaction.
Shareholders who purchased Fund shares through their dealers may redeem
shares through their dealers. The value of such shares is based upon the net
asset value calculated after the order is deemed to be received by the Trust or
the Transfer Agent as the Trust's Agent. Shares may also be redeemed as follows:
By Telephone --- All shareholders eligible unless otherwise indicated on
account application.
o Shareholders may telephone the Transfer Agent if the redemption is less
than $50,000. Telephone: (800) 555-0644 between 9:00 a.m. and 4:00 p.m.
Eastern time.
o If the redemption amount exceeds $50,000, telephone the Fund at
(800)225-6265, ext.7750 between 8:30 a.m. and 4:00 p.m. Eastern time.
o Redemptions requested in good order before 4:00 p.m. Eastern time will be
made at that day's net asset value.
o Redemptions requested after 4:00 p.m.Eastern time will be made at the
net asset value determined for the next business day.
o During times of economic turmoil and market volatility or as a result of
severe weather or a natural disaster, it may be difficult to contact the
Fund by telephone to institute a redemption. You should contact the Fund
in writing if you are unable to reach the Fund by telephone.
o The Fund may terminate or modify the telephone redemption privilege
at any time with or without notice to shareholders.
- -------------------------------------------------------------------------------
<PAGE>
Confirmation Procedures for Telephone Redemptions
o The Fund and the Transfer Agent employ the following procedures to
confirm that instructions received by telephone are genuine.
The shareholder's name, account number, shareholders' identifying
number applicable to the account and other relevant information may be
requested. Telephone instructions are recorded.
o If reasonable procedures, such as those described above, are not followed,
the Fund may be liable for any loss due to unauthorized or
fraudulent telephone instructions. In all other cases, neither the Fund
nor the Transfer Agent will be liable for any loss or expense for acting
upon telephone instructions made according to the telephone transaction
procedures described above.
- -------------------------------------------------------------------------------
By Mail
o Mail the request with a stock power to the following address:
First Data Investor Services Group
Catholic Values Investment Trust
P.O. Box 5156
Westborough, Massachusetts 01581-9698
o Requests and stock powers must:
(i)be endorsed by the record owner(s) exactly as the shares are registered;
(ii)have signatures guaranteed (a) by a member of either the Securities
Transfer Association's STAMP program or the NYSE's Medallion Signature
Program,or (b) by certain banks, savings and loans, credit unions,
securities dealers, securities exchanges, clearing agencies or registered
securities associations that are acceptable to the Transfer Agent.
o Additional documents may be required, such as when shares are registered
in the name of a business entity or fiduciary.
- -------------------------------------------------------------------------------
By the Internet
o Shareholders may, after following proper security procedures, access
their account from the Fund's website at www.catholicinvestment.com
to redeem shares. A browser capable of supporting SSL 2.0 (Secure
Sockets Layer) such as Netscape's Navigator 3.0 or higher or
Microsoft's Explorer 3.0 or higher is required. Click on "Direct Account
Access" from either the home page or from the Net Asset Values page.
o To access your account you must verify your identity by providing your
tax identification number(TIN)and your personal identification number(PIN).
Check the "First Time User Information" page on the website to learn how
to obtain a PIN which will be known only to you.
- -------------------------------------------------------------------------------
Payment of Proceeds
o Normally, payment will be made within one business day after receipt of
the redemption request in good order.
o Payment will be made by check to the address of record or by wire transfer
if indicated in the account application.
o Trust departments may redeem and deposit proceeds in accounts of their
clients, as specified in instructions given to the Fund at the time of
initial purchase.
o Arrangements can be made for electronic funds transfer to the shareholder's
bank account using Automated Clearing House (ACH) procedures.
- --------------------------------------------------------------------------------
<PAGE>
Minimum Account Balances
o The Fund reserves the right to fully redeem any accounts which, due to
redemption or transfer, contain less than the following amounts:
Individual Share Accounts: $500
Institutional Service Share Accounts: $100,000
Institutional Share Accounts: $500,000
o The Fund will not redeem accounts that fall below the minimum amounts
due solely to a reduction in net asset value of the Fund's shares.
o Before any such redemption, notice will be sent to the shareholder,
and the shareholder will have 60 days from the notice date to make
additional investments to meet the required minimum.
o No CDSC will be imposed on involuntary redemptions of Individual Shares.
o These minimum account balance requirements will be waived when the minimum
initial investment requirements are waived.
- --------------------------------------------------------------------------------
THE FUND MAY TERMINATE OR MODIFY THE TELEPHONE REDEMPTION PRIVILEGE AT ANY
TIME WITH OR WITHOUT NOTICE TO SHAREHOLDERS.
The Fund also reserves the right to suspend the right of redemption
generally or postpone the payment of redemption proceeds to the extent permitted
by the Securities and Exchange Commission.
Although the Fund normally intends to redeem shares in cash, the Fund
reserves the right to deliver the proceeds of redemptions in the form of
portfolio securities if deemed advisable by the Trustees. The value of any such
portfolio securities distributed will be determined in the manner described
under "How the Fund Values its Shares." If portfolio securities were distributed
in lieu of cash, the shareholder would normally incur transaction costs upon the
disposition of any such securities.
Contingent Deferred Sales Charge - Individual Shares. Individual Shares
redeemed within the first year of purchase (except shares acquired through the
reinvestment of distributions) generally will be subject to a CDSC equal to 1%
of the net asset value of the redeemed shares. This CDSC is imposed on any
redemption, the amount of which exceeds the aggregate value at the time of
redemption of (a) all shares in the account purchased more than one year prior
to the redemption, (b) all shares in the account acquired through reinvestment
of distributions, and (c) the increase, if any, of value in the other shares in
the account (namely those purchased within the year preceding the redemption)
over the purchase price of such shares. Redemptions are processed in a manner to
maximize the amount of redemption proceeds which will not be subject to a CDSC.
That is, each redemption will be assumed to have been made first from the exempt
amounts referred to in clauses (a), (b) and (c) above, and second through
liquidation of those shares in the account referred to in clause (c) on a
first-in-first-out basis. The CDSC will be paid to the Principal Underwriter of
the Fund.
No CDSC will be imposed on Fund shares which have been sold to Wright or
its affiliates, or to their respective employees or clients. The CDSC will also
be waived for shares redeemed as part of a distribution from an individual
retirement plan or a retirement plan for self-employed individuals.
Performance Information
From time to time, the Fund may publish its total return in advertisements
and communications to shareholders. The Fund's total return is determined by
computing the annual percentage change in value of $1,000 invested at net asset
value for specified periods ending with the most recent calendar quarter.
<PAGE>
This computation assumes the re-investment of all distributions, a complete
redemption of the investment and, with respect to Individual Shares, the
deduction of any applicable CDSC at the end of the period. The Fund may also
publish total return figures for Individual Shares which do not take into
account any CDSC. The investment results of the Fund will change over time, and
the Fund's past performance is not a prediction of future performance.
Other investments, indices, indicators of economic activity or averages of
mutual fund results may be cited or compared with the Fund's investment results.
Rankings or listings by magazines, newspapers, other periodicals or independent
statistical or rating services, such as Lipper Analytical Services, Inc. and
Morningstar, Inc., may also be referenced.
Other Information
The Fund is a diversified series of the Trust, an open-end management
investment company organized on November 26, 1996 as a business trust under
Massachusetts law. The Trust reserves the right to create and issue multiple
series of shares, or classes of these series, which are separately managed and
have different investment objectives. The trustees have authorized the issuance
of three classes of the Fund, designated as the Individual Shares, the
Institutional Shares and the Institutional Service Shares. The shares of each
class represent an interest in the same portfolio of investments of the Fund.
Each class has equal rights as to voting, redemption, dividends and liquidation.
However, each class bears different distribution fees and other expenses. Also,
each class of shareholders has exclusive voting rights with respect to their
distribution plans, if any.
The Trust is not required and does not intend to hold annual meetings of
shareholders, although special meetings may be held for such purposes as
electing or removing trustees, changing fundamental policies or approving a
management contract. The Trust, under certain circumstances, will assist in
shareholder communications with other Trust shareholders.
The trustees may, without shareholder approval, change the structure of the
Fund from a multiple class fund to a feeder fund in a master-feeder investment
structure. As a feeder fund, the Fund would pursue its investment objective by
investing all of its assets in a separate mutual fund (the "Master Fund") with
an investment objective identical to that of the Fund. Other investors would be
able to purchase interests in the Master Fund. All investors, including the
Fund, would pay a proportionate share of the Master Fund's expenses.
Shareholders of the Fund would also continue to pay a proportionate share of the
Fund's expenses. The trustees of the Trust would be able to withdraw all of the
Fund's assets from the Master Fund if they determined that it is in the best
interest of the Fund to do so.
As of March 31, 1998, Mr. Thomas S. Monaghan, a member of the Trust's
Catholic Advisory Board, and the Domino's Foundation, owned in the aggregate,
more than 25% of the outstanding Institutional Service Shares and of the Fund.
Tax-Sheltered Retirement Plans
Individual Shares are available for investment by retirement account plans
for individuals and their non-employed spouses, and retirement plans for
self-employed individuals. Institutional Shares and Institutional Service Shares
are available for investment by 401(k), 403(b) and other retirement account
plans of corporations, non-profit organizations and other entities. The minimum
initial purchase and account balance requirements will be waived for investments
in Individual Shares and Institutional Service Shares by retirement plans and
bank trust departments.
For more information, write to:
Wright Investors' Service Distributors, Inc.
1000 Lafayette Boulevard
Bridgeport, Connecticut 06604
or Call:
(888) 974-4486 or (203) 330-5197
<PAGE>
PART B
Information Required in a Statement of Additional Information
================================================================================
STATEMENT OF ADDITIONAL INFORMATION
Individual Shares
Institutional Shares
Institutional Service Shares
May 1, 1998
CATHOLIC VALUES INVESTMENT TRUST
24 Federal Street
Boston, Massachusetts 02110
-----------------------------------------------------------------------------
Catholic Values Investment Trust Equity Fund
- ------------------------------------------------------------------------------
TABLE OF CONTENTS
Additional Information about the Trust............ 2
Additional Investment Information................. 2
Investment Restrictions........................... 5
Trustees, Officers and the
Catholic Advisory Board...................... 6
Control Persons and
Principal Holders of Shares.................. 8
Investment Advisory and
Administrative Services...................... 8
Custodian......................................... 10
Independent Certified Public Accountants.......... 10
Brokerage Allocation.............................. 10
Pricing of Shares................................. 11
Principal Underwriter............................. 11
Service Plan...................................... 13
Taxes............................................. 13
Calculation of Performance and
Yield Quotations............................. 14
Financial Statements.............................. 15
Appendix.......................................... 16
------------------------------------------------------------------------------
THIS STATEMENT OF ADDITIONAL INFORMATION IS NOT A PROSPECTUS AND IS AUTHORIZED
FOR DISTRIBUTION TO PROSPECTIVE INVESTORS ONLY IF PRECEDED OR ACCOMPANIED BY THE
CURRENT PROSPECTUS OF THE CATHOLIC VALUES INVESTMENT TRUST (THE "TRUST")
OFFERING SHARES OF THE CATHOLIC VALUES INVESTMENT TRUST EQUITY FUND (THE
"FUND"), DATED MAY 1, 1998, AS SUPPLEMENTED FROM TIME TO TIME, WHICH IS
INCORPORATED HEREIN BY REFERENCE. THIS STATEMENT OF ADDITIONAL INFORMATION
SHOULD BE READ IN CONJUNCTION WITH THE PROSPECTUS. A COPY OF THE PROSPECTUS MAY
BE OBTAINED WITHOUT CHARGE FROM WRIGHT INVESTORS' SERVICE DISTRIBUTORS, INC.,
1000 LAFAYETTE BOULEVARD, BRIDGEPORT, CONNECTICUT 06604 (TELEPHONE:
888-974-4486) OR FROM THE FUND'S WEBSITE (HTTP://WWW.CATHOLICINVESTMENT.COM).
<PAGE>
Additional Information about the Trust
Unless otherwise defined herein, capitalized terms have the meaning given
them in the Prospectus.
The Trust is an open-end, management investment company organized as a
Massachusetts business trust. The Trust was organized in 1996 and currently has
one series (the Fund). The Fund currently has three classes of shares
outstanding -- Individual Shares, Institutional Shares and Institutional Service
Shares. The Fund is a diversified fund.
The Trust's Declaration of Trust (the "Declaration of Trust") may be
amended with the affirmative vote of a majority of the outstanding shares of the
Trust or, if the interests of a particular class of shares of the Fund are
affected, a majority of the outstanding shares of such class. The trustees are
authorized to make amendments to the Declaration of Trust that do not have a
material adverse effect on the interests of shareholders. The Trust may be
terminated (i) upon the sale of the Trust's assets to another diversified
open-end management investment company, if approved by the holders of two-thirds
of the outstanding shares of the Trust, except that if the trustees recommend
such sale of assets, the approval by the vote of a majority of the Trust's
outstanding shares will be sufficient, or (ii) upon liquidation and distribution
of the assets of the Trust, if approved by a majority of its trustees or by the
vote of a majority of the Trust's outstanding shares. If not so terminated, the
Trust may continue indefinitely.
The Declaration of Trust also provides that the trustees may change the
structure of the Fund from a multiple class fund to a feeder fund in a
master-feeder investment structure without shareholder approval. As a feeder
fund, the Fund would pursue its investment objective by investing all of its
assets in a master fund with an investment objective identical to that of the
Fund. While a master-feeder investment structure may provide opportunities for
growth in the assets of the master fund and economies of scale for the Fund,
duplication of fees may also result. Whenever the Fund as an investor in the
master fund would be requested to vote on matters pertaining to the master fund,
the Fund would hold a meeting of Fund shareholders and vote its interest in the
master fund for or against such matters proportionately to the instructions to
vote for or against such matters received from Fund shareholders. The Fund would
vote shares for which it received no voting instructions in the same proportion
as the shares for which it received voting instructions.
The Declaration of Trust further provides that the trustees will not be
liable for errors of judgment or mistakes of fact or law; however, nothing in
the Declaration of Trust protects a trustee against any liability to which he
would otherwise be subject by reason of willful misfeasance, bad faith, gross
negligence, or reckless disregard of the duties involved in the conduct of his
office.
The Trust is an organization of the type commonly known as a "Massachusetts
business trust." Under Massachusetts law, shareholders of such a trust may,
under certain circumstances, be held personally liable as partners for the
obligations of the trust. The Declaration of Trust contains an express
disclaimer of shareholder liability in connection with the Trust property or the
acts, obligations or affairs of the Trust. The Declaration of Trust also
provides for indemnification out of the Trust property of any shareholder held
personally liable for the claims and liabilities to which a shareholder may
become subject by reason of being or having been a shareholder. Thus, the risk
of a shareholder incurring financial loss on account of shareholder liability is
limited to circumstances in which the Trust itself would be unable to meet its
obligations. The risk of any shareholder incurring any liability for the
obligations of the Trust is extremely remote.
Additional Investment Information
Description of Investments
U.S. Government, Agency and Instrumentality Securities -- U.S. Government
securities in which the Fund may invest are short-term obligations issued by the
Treasury and include bills, certificates of indebtedness, notes, and bonds.
Agencies and instrumentalities of the U.S. Government are established under the
authority of an act of Congress and include, but are not limited to, the
Government National Mortgage Association ("GNMA"), the Tennessee Valley
Authority, the Bank for Cooperatives, the Farmers Home Administration, Federal
Home Loan Banks, Federal Intermediate Credit Banks, Federal Land Banks, and the
Federal National Mortgage Association ("FNMA").
The Fund has no current intention of investing in securities issued by GNMA
or FNMA or in any other mortgage-backed securities.
<PAGE>
Repurchase Agreements -- involve purchase of U.S. Government securities. At
the same time the Fund purchases the security, it resells it to the vendor (a
member bank of the Federal Reserve System or recognized securities dealer that
meets Wright credit standards), and is obligated to redeliver the security to
the vendor on an agreed-upon date in the future. The resale price exceeds the
purchase price and reflects an agreed-upon market rate unrelated to the coupon
rate on the purchased security. Such transactions afford an opportunity for the
Fund to earn a return on cash which is only temporarily available. The Fund's
risk is the ability of the vendor to pay an agreed-upon sum upon the delivery
date. The Fund believes this risk is limited to the difference between the
market value of the security and the repurchase price provided for in the
repurchase agreement.
Repurchase agreements must be fully collateralized at all times. In the
event of a default or bankruptcy by a vendor under a repurchase agreement, the
Fund will seek to liquidate such collateral. However, the exercise of the right
to liquidate such collateral could involve certain costs, delays and
restrictions and is not ultimately assured. To the extent that proceeds from any
sale upon a default of the obligations to repurchase are less than the
repurchase price, the Fund could suffer a loss.
In all cases when entering into repurchase agreements with other than
FDIC-insured depository institutions, the Fund will take physical possession of
the underlying collateral security, or will receive written confirmation of the
purchase of the collateral security and a custodial or safekeeping receipt from
a third party under a written bailment for hire contract, or will be the
recorded owner of the collateral security through the Federal Reserve Book-Entry
System.
Short-Term Investments -- The Fund may invest in the following types of
short-term obligations to the extent set forth in the Prospectus:
Certificates of Deposit -- are certificates issued against funds deposited
in a bank, are for a definite period of time, earn a specified rate of return,
and are normally negotiable.
Bankers' Acceptances -- are short-term credit instruments used to finance
the import, export, transfer or storage of goods. They are termed "accepted"
when a bank guarantees their payment at maturity.
Commercial Paper -- refers to promissory notes issued by corporations in
order to finance their short-term credit needs. Commercial paper acquired by the
Fund must, at the date of investment, be rated A-1 by Standard & Poor's Ratings
Group ("S&P") or P-1 by Moody's Investors Service, Inc. ("Moody's"), or, if not
rated by such rating organizations, be deemed by the trustees to be of
comparable quality.
Finance Company Paper -- refers to promissory notes issued by finance
companies in order to finance their short-term credit needs. Finance company
paper must have the same ratings as commercial paper at the time of purchase.
See "Commercial Paper" above.
Corporate Obligations -- include bonds and notes issued by corporations and
other entities in order to finance short-term credit needs. Corporate
obligations and other debt instruments in which the Fund may invest must, at the
date of investment, be rated AA or better by S&P or Aa or better by Moody's or,
if not rated by such rating organizations, be deemed by the trustees to be of
comparable quality.
"When Issued" Securities -- Securities are frequently offered on a
"when-issued" basis. When so offered, the price, which is generally expressed in
terms of yield to maturity, is fixed at the time the commitment to purchase is
made, but delivery and payment for the when-issued securities may take place at
a later date. Normally, the settlement date occurs 15 to 90 days after the date
of the transaction. The payment obligation and the interest rate that will be
received on the securities are fixed at the time the Fund enters into the
purchase commitment. During the period between purchase and settlement, no
payment is made by the Fund to the issuer and no interest accrues to the Fund.
To the extent that assets of the Fund are held in cash pending the settlement of
a purchase of securities, the Fund would earn no income; however, the Fund
intends to be fully invested to the extent practicable and subject to the
policies stated above. While when-issued securities may be sold prior to the
settlement date, it is intended that such securities will be purchased for the
Fund with the purpose of actually acquiring them unless a sale appears to be
desirable for investment reasons.
At the time a commitment to purchase securities on a when-issued basis is
made for the Fund, the transaction will be recorded and the value of the
security reflected in determining the Fund's net asset value. The Fund will
establish a segregated account with its Custodian in which the Fund will
maintain cash and liquid securities equal in value to commitments for
when-issued securities. If the value of the securities placed in the separate
account declines, additional cash or
<PAGE>
securities will be placed in the account on a daily basis so that the value
of the account will at least equal the amount of the Fund's when-issued
commitments. Such segregated securities either will mature or, if necessary, be
sold on or before the settlement date.
Securities purchased on a when-issued basis and the securities held by the
Fund are subject to changes in value based upon the public's perception of the
creditworthiness of the issuer and changes in the level of interest rates.
(Thus, both positions will change in value in the same way, i.e., both
experiencing appreciation when interest rates decline and depreciation when
interest rates rise.) Therefore, to the extent that the Fund remains
substantially fully invested at the same time that it has purchased securities
on a when-issued basis, there will be greater fluctuations in the market value
of the Fund's net assets than if only cash were set aside to pay for when-issued
securities.
The Fund has no current intention of investing in when-issued securities.
Illiquid and Restricted Securities. The Fund may purchase securities that
are not registered ("restricted securities") under the Securities Act of 1933
("1933 Act"), including securities offered and sold to "qualified institutional
buyers" under Rule 144A under the 1933 Act. However, the Fund will not invest
more than 15% of its net assets in illiquid investments, which include
repurchase agreements maturing in more than seven days, securities that are not
readily marketable and restricted securities. If the value of the Fund's
illiquid investments increased to more than 15% of net assets, Wright would
begin reducing these investments in an orderly manner to the extent necessary to
comply with the 15% limit. If the Board of Trustees determines, based upon a
continuing review of the trading markets for specific Rule 144A securities, that
they are liquid, then such securities may be purchased without regard to the 15%
limit. The trustees may adopt guidelines and delegate to Wright the daily
function of monitoring and determining the liquidity of restricted securities.
The trustees, however, will retain sufficient oversight and be ultimately
responsible for the determinations. The trustees will carefully monitor the
Fund's investments in these securities, focusing on such important factors,
among others, as valuation, liquidity and availability of information.
The Fund may acquire other restricted securities including securities for
which market quotations are not readily available. These securities may be sold
only in privately negotiated transactions or in public offerings with respect to
which a registration statement is in effect under the 1933 Act. Where
registration is required, the Fund may be obligated to pay all or part of the
registration expenses and a considerable period may elapse between the time of
the decision to sell and the time the Fund may be permitted to sell a security
under an effective registration statement. If, during such a period, adverse
market conditions were to develop, the Fund might obtain a less favorable price
than prevailed when it decided to sell. Restricted securities will be priced at
fair market value as determined in good faith by the Trust's trustees. The Fund
does not currently intend to purchase restricted securities.
Lending Portfolio Securities
The Fund may seek to increase income by lending portfolio securities to
broker-dealers or other institutional borrowers. Under present regulatory
policies of the Securities and Exchange Commission, such loans are required to
be secured continuously by collateral in cash or liquid securities held by the
Fund's custodian and maintained on a current basis at an amount at least equal
to the market value of the securities loaned, which will be marked to market
daily. Cash equivalents include certificates of deposit, commercial paper and
other short-term money market instruments. The Fund would have the right to call
a loan and obtain the securities loaned at any time on up to five business days'
notice. The Fund would not have the right to vote any securities having voting
rights during the existence of a loan, but would call the loan in anticipation
of an important vote to be taken among holders of the securities or the giving
or withholding of their consent on a material matter affecting the investment.
The Fund does not currently intend to engage in securities loans.
Warrants and Convertible Securities
Warrants are subject to the same market risks as stocks, but may be more
volatile in price. The Fund's investments in warrants will not entitle it to
receive dividends or exercise voting rights and will become worthless if the
warrants cannot be profitably exercised before their expiration dates.
Convertible securities are subject both to the credit and interest rate risks
associated with debt obligations and to the stock market risk associated with
equity securities. Convertible debt securities in which the Fund may invest
must, at the date of investment, be rated AA or better by S&P or Aa or better by
<PAGE>
Moody's or, if not rated by one of these rating organizations, be deemed by the
trustees to be of comparable quality.
Interest Rate Risk
The market value of the U.S. Government securities, short-term investments
and convertible securities in which the Fund may invest varies inversely with
changes in the prevailing levels of interest rates. For example, if interest
rates rise after one of the foregoing securities has been purchased, the value
of the security would decline.
Short Sales
The Fund may engage in short sales in order to profit from an anticipated
decline in the value of a security. The Fund may also engage in short sales to
attempt to limit its exposure to a possible market decline in the value of its
portfolio securities through short sales of securities which Wright believes
possess volatility characteristics similar to those being hedged. To effect such
a transaction, the Fund must borrow the security sold short to make delivery to
the buyer. The Fund then is obligated to replace the security borrowed by
purchasing it at the market price at the time of replacement. Until the security
is replaced the Fund is required to pay to the lender any accrued interest or
dividends and may be required to pay a premium. The Fund may only make short
sales "against the box," meaning that the Fund either owns the securities sold
short or, by virtue of its ownership of other securities, has the right to
obtain securities equivalent in kind and amount to the securities sold and, if
the right is conditional, the sale is made upon the same conditions.
The Fund has no current intention of engaging in short sales.
Financial Futures Contracts and Related Options
The Fund does not currently intend to purchase or sell financial futures
contracts or related options.
Investment Restrictions
The following investment restrictions have been adopted by the Fund and may
be changed only by the vote of a majority of the Fund's outstanding voting
securities, which as used in this Statement of Additional Information means the
lesser of (a) 67% of the shares of the Fund if the holders of more than 50% of
the shares are present or represented at the meeting or (b) more than 50% of the
shares of the Fund. Accordingly, the Fund may not:
(1) With respect to 75% of the total assets of the Fund, purchase the
securities of any issuer if such purchase at the time thereof would cause
more than 5% of its total assets (taken at market value) to be invested in
the securities of such issuer, or purchase securities of any issuer if such
purchase at the time thereof would cause more than 10% of the total voting
securities of such issuer to be held by the Fund, except obligations issued
or guaranteed by the U.S. Government, its agencies or instrumentalities and
except securities of other investment companies;
(2) Borrow money or issue senior securities except as permitted by the
Investment Company Act of 1940. In addition, the Fund may not issue bonds,
debentures or senior equity securities, other than shares of beneficial
interest;
(3) Purchase securities on margin (but the Fund may obtain such short-term
credits as may be necessary for the clearance of purchase and sales of
securities);
(4) Underwrite or participate in the marketing of securities of others;
(5) Make an investment in any one industry if such investment would cause
investments in such industry to equal or exceed 25% of the Fund's total
assets, at market value at the time of such investment (other than
securities issued or guaranteed by the U.S.
Government or its agencies or instrumentalities);
(6) Purchase or sell real estate, although it may purchase and sell securities
which are secured by real estate and securities of companies which invest
or deal in real estate;
(7) Purchase or sell commodities or commodity contracts for the purchase or
sale of physical commodities, except that the Fund may purchase and sell
financial futures contracts, options on financial futures contracts and all
types of currency contracts; or
(8) Make loans to any person except by (a) the acquisition of debt securities
and making portfolio investments (b) entering into repurchase agreements or
(c) lending portfolio securities.
<PAGE>
Notwithstanding the investment policies and restrictions of the Fund, the
Fund may invest its assets in an open-end management investment company with
substantially the same investment objective, policies and restrictions as the
Fund.
The Fund has adopted the following investment policies which may be changed
without approval by the Fund's shareholders. As a matter of nonfundamental
policy, the Fund will not (a) sell or contract to sell any security which it
does not own unless by virtue of its ownership of other securities it has at the
time of sale a right to obtain securities equivalent in kind and amount to the
securities sold and provided that if such right is conditional the sale is made
upon the same conditions; or (b) invest more than 15% of net assets in illiquid
investments.
Except for the Fund's investment policy with respect to borrowing money, if
a percentage restriction contained in the Fund's investment policies is adhered
to at the time of investment, a later increase or decrease in the percentage
resulting from a change in the value of portfolio securities or the Fund's net
assets will not be considered a violation of such restriction.
Trustees, Officers and the
Catholic Advisory Board
Trustees and Officers
The trustees and officers of the Trust are listed below. Except as
indicated, each individual has held the office shown or other offices in the
same company for the last five years. Those trustees who are "interested
persons" (as defined in the 1940 Act) of the Trust, Wright, The Winthrop
Corporation ("Winthrop"), Eaton Vance, Eaton Vance's wholly owned subsidiary,
Boston Management and Research ("BMR"), Eaton Vance's parent company, Eaton
Vance Corp. ("EVC"), or Eaton Vance's and BMR's trustee, Eaton Vance, Inc.
("EV") by virtue of their affiliation with either the Trust, Wright, Winthrop,
Eaton Vance, BMR, EVC or EV, are indicated by an asterisk (*).
PETER M. DONOVAN (55), President and Trustee*
President, Chief Executive Officer and Director of Wright and Winthrop; Vice
President, Treasurer and a Director of Wright Investors' Service Distributors,
Inc.
Address: 1000 Lafayette Boulevard, Bridgeport, CT 06604
H. DAY BRIGHAM, JR. (71), Vice President, Secretary and Trustee*
Retired, Vice President, Chairman of the Management Committee and Chief Legal
Officer of Eaton Vance, BMR, EVC and EV and Director of EV and EVC; Director of
Wright and Winthrop since February, 1997.
Address: 92 Reservoir Avenue, Chestnut Hill, MA 02167
JUDITH R. CORCHARD (59) , Vice President and Trustee*
Executive Vice President, Investment Management: Senior Investment Officer;
Chairman of the Investment Committee and Director of Wright and Winthrop. Ms.
Corchard was appointed a Trustee of the Trust on December 10, 1997.
Address: 1000 Lafayette Boulevard, Bridgeport, CT 06604
WINTHROP S. EMMET (87), Trustee
Retired New York City Attorney at Law; Trust Officer, First National City Bank,
New York, NY (1963-1971).
Address: Box 327, West Center Road, West Stockbridge, MA 01266
LELAND MILES (74), Trustee
President Emeritus, University of Bridgeport (1987-present); President,
University of Bridgeport (1974-1987); Director, United Illuminating Company.
Address: 332 North Cedar Road, Fairfield, CT 06430
A.M. MOODY, III (61), Vice President & Trustee*
Senior Vice President, Wright and Winthrop; President, Wright Investors' Service
Distributors, Inc.
Address: 1000 Lafayette Boulevard, Bridgeport, CT 06604
LLOYD F. PIERCE (79), Trustee
Retired Vice Chairman (prior to 1984 - President), People's Bank, Bridgeport,
CT; Member, Board of Trustees, People's Bank, Bridgeport, CT; Board of
Directors, Southern Connecticut Gas Company; Chairman, Board of Directors,
COSINE.
Address: 140 Snow Goose Court, Daytona Beach, FL 32119
RICHARD E. TABER (49), Trustee
Chairman and Chief Executive Officer of First County Bank, Stamford, CT
1989-present). Mr. Taber was appointed a Trustee of the Trust on March 18, 1997.
Address: 117 Prospect Street, Stamford, CT 06904
RAYMOND VAN HOUTTE (73), Trustee
President Emeritus and Counselor of The Tompkins County Trust Company,
Ithaca, NY (since January 1989); President and Chief Executive Officer, The
Tompkins County Trust Company (1973-1988); President, New York State Bankers
Association (1987-1988); Director, McGraw Housing Company, Inc., Deanco, Inc.,
Evaporated Metal Products and Ithaco, Inc.
Address: One Strawberry Lane, Ithaca, NY 14850
<PAGE>
JAMES L. O'CONNOR (53), Treasurer
Vice President of Eaton Vance, BMR and EV. Officer of various investment
companies managed by Eaton Vance or BMR.
Address: 24 Federal Street, Boston, MA 02110
JANET E. SANDERS (62), Assistant Secretary and Assistant Treasurer
Vice President of Eaton Vance, BMR and EV. Officer of various investment
companies managed by Eaton Vance or BMR.
Address: 24 Federal Street, Boston, MA 02110
WILLIAM J. AUSTIN, JR. (46), Assistant Treasurer
Assistant Vice President of Eaton Vance, BMR and EV. Officer of various
investment companies managed by Eaton Vance or BMR.
Address: 24 Federal Street, Boston, MA 02110
A. JOHN MURPHY (35), Assistant Secretary
Assistant Vice President of Eaton Vance, BMR and EV since March 1, 1994;
employee of Eaton Vance since March 1993. Officer of various investment
companies managed by Eaton Vance or BMR.
Address: 24 Federal Street, Boston, MA 02110
ERIC G. WOODBURY (40), Assistant Secretary
Vice President of Eaton Vance, BMR and EV since February 1993. Officer of
various investment companies managed by Eaton Vance or BMR.
Address: 24 Federal Street, Boston, MA 02110
All of the trustees and officers hold identical positions with The Wright
Managed Equity Trust, The Wright Managed Income Trust, The Wright Managed Blue
Chip Series Trust, The Wright EquiFund Equity Trust, and The Wright Blue Chip
Master Portfolio Trust. Each trustee who is not an employee of Wright, Winthrop,
Eaton Vance, its parents or subsidiaries, including Mr. Brigham, receives annual
compensation from the Trust. The trustees who are employees of Wright receive no
compensation from the Trust. Non-affiliated trustees, including Mr. Brigham,
also receive additional payments from other investment companies for which
Wright provides investment advisory services. The Trust does not have a
retirement plan for the trustees. For estimated trustee compensation for the
current fiscal year, see the "Compensation Table" on the next page.
The Trust's board of trustees has established an Independent Trustees'
Committee consisting of all of the Independent Trustees who are Messrs. Emmet,
Miles, Pierce (Chairman), Taber and Van Houtte. The responsibilities of the
Independent Trustees' Committee include those of an audit committee of the
financial governance of the Trust, a nominating committee for additional or
replacement trustees of the Trust and a contract review committee for
consideration of renewals or changes in the investment advisory agreements,
distribution agreements and distribution plans and other agreements as
appropriate.
Catholic Advisory Board
The members of the Catholic Advisory Board and their principal occupations
during the past five years are set forth below. Each of the members of the
Catholic Advisory Board may be contacted at the following address: Catholic
Investment Trust, 24 Federal Street, Boston, Massachusetts 02110.
THOMAS P. MELADY (71), Chairman. Former U.S. Ambassador to Burundi
and to the Holy See, President Emeritus of Sacred Heart University,
author of 14 books and numerous articles.
MARGARET M. HECKLER (66), Eight term Congresswoman from the Massachusetts 10th
District, former Secretary of the Department of Health and Human Services,
former Ambassador to Ireland.
BOWIE K. KUHN (71), former Commissioner of Baseball.
TIMOTHY J. MAY (65), Senior Partner, Patton Boggs, L.L.P.
THOMAS S. MONAGHAN (61), President, CEO and Chairman of the Board of Domino's
Pizza, Inc.
WILLIAM A. WILSON (83), former (and first) U.S. Ambassador to the Holy See.
<PAGE>
The members of the Catholic Advisory Board are paid by the Fund. Each
member receives a fee equal to $1,000 per meeting attended plus expenses. The
Trust does not have a retirement plan for the Catholic Advisory Board members.
The Catholic Advisory Board members serve only the Fund and no other funds in
the Wright Fund complex. For estimated Catholic Advisory Board member
compensation for the current fiscal year, see the "Compensation Table" below.
<TABLE>
<CAPTION>
COMPENSATION TABLE
Aggregate Compensation Pension or Retirement Estimated Annual Benefits Total Compensation
Trustees from the Fund(1) Benefits Accrued Upon Retirement Paid(2)
- --------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
H. Day Brigham, Jr. $1,250 None None $6,000
Winthrop S. Emmet $1,250 None None $7,000
Leland Miles $1,250 None None $6,250
Lloyd F. Pierce $1,250 None None $7,000
Richard E. Taber $1,250 None None $5,000
Raymond Van Houtte $1,250 None None $7,000
- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) These compensation amounts are estimated for the Fund's fiscal year ending
December 31, 1998.
(2) Total compensation paid is for the year ended December 31, 1997 and
includes service on the then-existing boards in the Wright fund complex
(24 funds).
<TABLE>
<CAPTION>
Aggregate Compensation Pension or Retirement Estimated Annual Benefits
Catholic Advisory Board Members from the Fund(1)(2) Benefits Accrued Upon Retirement
- ----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Thomas P. Melady $2,000 None None
Margaret M. Heckler $2,000 None None
Bowie K. Kuhn $2,000 None None
Timothy J. May* $2,000 None None
Thomas S. Monaghan $2,000 None None
William A. Wilson $2,000 None None
- ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(1) These compensation amounts are estimated for the Fund's fiscal year ending
December 31, 1998.
(2) For the fiscal year ended December 31, 1997, the Catholic Advisory Board
compensation was paid by Wright.
* Mr. May was appointed to the Catholic Advisory Board on December 2, 1997.
Control Persons and
Principal Holders of Shares
As of March 31, 1998, the trustees and officers of the Trust, and members
of the Catholic Advisory Board as a group, owned in the aggregate 57.1% of the
outstanding shares of the Fund.
As of March 31, 1998, Wexford Clearing Services, Corp. FBO Richard
Borzilleri TTEE Barbara B. Borzilleri Fam TR u/a dtd 06/10/96, Ponte Vedra, FL
and Helen Anne Bunn TTEE Helen Anne Bunn Inter Vivos Trust u/a dtd 01/29/85, San
Diego CA owned beneficially and of record 8.8% and 6.4%, respectively, of the
Individual Shares of the Fund. As of the same date, Thomas S. Monaghan, Ann
Arbor, MI, Domino's Foundation, Ann Arbor, MI, Seraphic Mass Assoc. Mission
Office, Pittsurgh, PA, and Thomas Aquinas College - Endowment, Santa Paula, CA,
owned beneficially and of record 57.1%, 20.4%, 6.9% and 6.1%, respectively, of
the Institutional Service Shares of the Fund. Thomas S. Monaghan, a member of
the Catholic Advisory Board, controls Domino's Foundation. To the knowledge of
the Trust, no other person owned of record or beneficially 5% or more of the
Fund's outstanding Individual or Institutional Service Shares as of such date.
Investment Advisory and
Administrative Services
The Trust has engaged Wright to act as the Fund's investment adviser
pursuant to an Investment Advisory Contract (the "Investment Advisory
Contract"). Wright, acting under the general supervision of the Trust's
trustees, furnishes the Fund with investment advice and management services, as
described below. The estate of John Winthrop Wright may be considered a
controlling person of Wright's parent, Winthrop, and Wright by reason of its
ownership of 29% of the outstanding shares of Winthrop.
<PAGE>
Pursuant to the Investment Advisory Contract, Wright will carry out the
investment and reinvestment of the assets of the Fund, will furnish continuously
an investment program with respect to the Fund, will determine which securities
should be purchased, sold or exchanged in consultation with the Catholic
Advisory Board, and will implement such determinations. Wright will be solely
responsible for evaluating the investment merits of the Fund's portfolio
investments. Wright will furnish to the Fund investment advice and management
services, office space, equipment and clerical personnel, and investment
advisory, statistical and research facilities. In addition, Wright has arranged
for certain members of the Eaton Vance and Wright organizations to serve without
salary as officers or trustees. In return for these services, the Fund is
obligated to pay a monthly advisory fee calculated at the rates set forth in the
Fund's current Prospectus.
As of December 31, 1997, the aggregate net assets of the Fund were
$10,082,645. For the period from the start of business, May 1, 1997, to December
31, 1997, the Fund would have paid Wright an advisory fee of $20,795 (equivalent
to 0.74% of the average daily net assets for such period). To enhance the net
income of the Fund, Wright made a reduction of the advisory fee in the full
amount and was allocated a portion of the expenses related to the operation of
the Fund in the amount of $54,873.
Shareholders of the Fund who are also advisory clients of Wright may have
agreed to pay Wright a fee for such advisory services. Wright does not intend to
exclude from the calculation of the investment advisory fees payable to Wright
by such advisory clients the portion of the advisory fee payable by the Fund.
Accordingly, a client may pay an advisory fee to Wright in accordance with
Wright's customary investment advisory fee schedule charged to investment
advisory clients and at the same time, as a shareholder in the Fund, bear its
share of the advisory fee paid by the Fund to Wright as described above.
The Trust has engaged Eaton Vance to act as the Fund's administrator
pursuant to an Administration Agreement. For its services under the
Administration Agreement, Eaton Vance receives monthly administration fees at
the annual rates set forth in the Fund's current Prospectus.
For the period from the start of business, May 1, 1997, to December 31,
1997, the Fund would have paid an administration fee equivalent to $1,937. Eaton
Vance waived the full amount of the administration fee.
Eaton Vance and EV are both wholly owned subsidiaries of EVC. BMR is a
wholly owned subsidiary of Eaton Vance. Eaton Vance and BMR are both
Massachusetts business trusts, and EV is the trustee of Eaton Vance and BMR. The
Directors of EV are M. Dozier Gardner, James B. Hawkes and Benjamin A. Rowland,
Jr. The Directors of EVC consist of the same persons and John G. L. Cabot, John
M. Nelson, Vincent M. O'Reilly and Ralph Z. Sorenson. Mr. Hawkes is chairman,
president and chief executive officer and Mr. Gardner is vice chairman of EVC,
Eaton Vance, BMR and EV. All of the issued and outstanding shares of Eaton Vance
and of EV are owned by EVC. All of the issued and outstanding shares of BMR are
owned by Eaton Vance. All shares of the outstanding Voting Common Stock of EVC
are deposited in a Voting Trust, the Voting Trustees of which are Messrs.
Gardner, Hawkes and Rowland, and Alan R. Dynner, Thomas E. Faust, Jr., William
M. Steul, and Wharton P. Whitaker. The Voting Trustees have unrestricted voting
rights for the election of Directors of EVC. All of the outstanding voting trust
receipts issued under said Voting Trust are owned by certain of the officers of
Eaton Vance and BMR who are also officers or officers and Directors of EVC and
EV. As of March 31, 1998, Messrs. Gardner and Hawkes each owned 24% of such
voting trust receipts, Messrs. Rowland and Faust owned 15% and 13%,
respectively, and Messrs. Dynner, Steul and Whitaker owned 8% of such voting
trust receipts. Messrs. Austin, Murphy, O'Connor and Woodbury and Ms. Sanders
are officers of the Trust and are also members of the Eaton Vance, BMR and EV
organizations. Eaton Vance will receive the fees paid under the Administration
Agreement.
Eaton Vance owns all the stock of Northeast Properties, Inc., which is
engaged in real estate investment. EVC owns all of the stock of Fulcrum
Management, Inc. and MinVen, Inc., which are engaged in precious metal mining
venture investment and management.
EVC, EV, Eaton Vance and BMR may also enter into other businesses.
The Fund will be responsible for all of its expenses not expressly stated
to be payable by Wright under its Investment Advisory Contract or by Eaton Vance
under its Administration Agreement, including, without limitation, the fees and
expenses of its custodian and transfer agent, including those incurred for
determining the Fund's net asset value and keeping the Fund's books; the cost of
share certificates; membership dues to investment company organizations;
brokerage commissions and fees; fees and expenses of registering its shares;
expenses of reports to shareholders, proxy
<PAGE>
statements, and other expenses of shareholders' meetings; insurance
premiums; printing and mailing expenses; interest, taxes and corporate fees;
legal and accounting expenses; expenses of trustees not affiliated with Eaton
Vance or Wright; distribution expenses incurred pursuant to the Fund's
distribution plan (if any); and investment advisory and administration fees. The
Fund will also bear expenses incurred in connection with litigation in which the
Fund is a party and the legal obligation the Fund may have to indemnify the
officers and trustees of the Trust with respect thereto.
The Fund's Investment Advisory Contract and Administration Agreement will
remain in effect until February 28, 1999. The Investment Advisory Contract may
be continued from year to year thereafter so long as such continuance after
February 28, 1999 is approved at least annually (i) by the vote of a majority of
the trustees who are not "interested persons" of the Trust, Eaton Vance or
Wright cast in person at a meeting specifically called for the purpose of voting
on such approval and (ii) by the board of trustees of the Trust or by vote of a
majority of the outstanding shares of the Fund. The Fund's Administration
Agreement may be continued from year to year after February 28, 1999 so long as
such continuance is approved annually by the vote of a majority of the trustees.
Each agreement may be terminated at any time without penalty on sixty (60) days
written notice by the board of trustees or directors of either party, or by vote
of the majority of the outstanding shares of the Fund. Each agreement will
terminate automatically in the event of its assignment. Each agreement provides
that, in the absence of willful misfeasance, bad faith, gross negligence or
reckless disregard of its obligations or duties to the Fund under such agreement
on the part of Eaton Vance or Wright, Eaton Vance or Wright will not be liable
to the Fund for any loss incurred.
Custodian
IBT, 200 Clarendon Street, Boston, MA 02116, acts as custodian for the
Fund. IBT has the custody of all cash and securities of the Fund, maintains the
Fund's general ledgers and computes the daily net asset value per share. In such
capacity it attends to details in connection with the sale, exchange,
substitution, transfer or other dealings with the Fund's investments, receives
and disburses all funds and performs various other ministerial duties upon
receipt of proper instructions from the Fund.
Independent Certified Public Accountants
Deloitte & Touche LLP, 125 Summer Street, Boston, MA 02110-1617, is the
Fund's independent certified public accountant, providing audit services, tax
return preparation, and assistance and consultation with respect to the
preparation of filings with the Securities and Exchange Commission.
Brokerage Allocation
Wright places the portfolio security transactions for the Fund, which in
some cases may be effected in block transactions which include other accounts
managed by Wright. Wright provides similar services directly for bank trust
departments and other investment advisory accounts. Wright seeks to execute
portfolio security transactions on the most favorable terms and in the most
effective manner possible. In seeking best execution, Wright will use its best
judgment in evaluating the terms of a transaction, and will give consideration
to various relevant factors, including without limitation the size and type of
the transaction, the nature and character of the markets for the security, the
confidentiality, speed and certainty of effective execution required for the
transaction, the reputation, experience and financial condition of the
broker-dealer and the value and quality of service rendered by the broker-dealer
in other transactions, and the reasonableness of the brokerage commission or
markup, if any.
It is expected that on frequent occasions there will be many broker-dealer
firms which will meet the foregoing criteria for a particular transaction. In
selecting among such firms, the Fund may give consideration to those firms which
supply brokerage and research services, quotations and statistical and other
information to Wright for its use in servicing its advisory accounts. The Fund
may include firms which purchase investment services from Wright. The term
"brokerage and research services" includes advice as to the value of securities,
the advisability of investing in, purchasing or selling securities, and the
availability of securities or purchasers or sellers of securities; furnishing
analyses and reports concerning issuers, industries, securities, economic
factors and trends, portfolio strategy and the performance of accounts; and
effecting securities transactions and performing functions incidental thereto
(such as clearance and settlement). Such services and information may be useful
and of value to Wright in servicing all or less than all of its accounts and the
services and information furnished by a particular firm may not necessarily be
<PAGE>
used in connection with the account which paid brokerage commissions to such
firm. The advisory fee paid by the Fund to Wright is not reduced as a
consequence of Wright's receipt of such services and information. While such
services and information are not expected to reduce Wright's normal research
activities and expenses, Wright would, through use of such services and
information, avoid the additional expenses which would be incurred if it should
attempt to develop comparable services and information through its own staff.
From the start of business, May 1, 1997 to December 31, 1997, the
Fund paid aggregate brokerage commissions of $16,144 on portfolio transactions.
Subject to the requirement that Wright shall use its best efforts to seek
to execute the Fund's portfolio security transactions at advantageous prices and
at reasonably competitive commission rates, Wright, as indicated above, is
authorized to consider as a factor in the selection of any broker-dealer firm
with whom the Fund's portfolio orders may be placed the fact that such firm has
sold or is selling shares of the Fund or of other investment companies sponsored
by Wright. This policy is consistent with a rule of the National Association of
Securities Dealers, Inc., which rule provides that no firm which is a member of
the Association shall favor or disfavor the distribution of shares of any
particular investment company or group of investment companies on the basis of
brokerage commissions received or expected by such firm from any source.
Under the Fund's Investment Advisory Contract, Wright has the authority to
pay commissions on portfolio transactions for brokerage and research services
exceeding that which other brokers or dealers might charge provided certain
conditions are met. This authority will not be exercised, however, until the
Prospectus or this Statement of Additional Information has been supplemented or
amended to disclose the conditions under which Wright proposes to do so.
The Investment Advisory Contract expressly recognizes the practices which
are provided for in Section 28(e) of the Securities Exchange Act of 1934 by
authorizing the selection of a broker or dealer which charges the Fund a
commission which is in excess of the amount of commission another broker or
dealer would have charged for effecting that transaction if it is determined in
good faith that such commission was reasonable in relation to the value of the
brokerage and research services which have been provided.
Pricing of Shares
For a description of how the Fund values its shares, see "How the Fund
Values its Shares" in the Fund's current Prospectus. The Fund values securities
with a remaining maturity of 60 days or less by the amortized cost method. The
amortized cost method involves initially valuing a security at its cost (or its
fair market value on the sixty-first day prior to maturity) and thereafter
assuming a constant amortization to maturity of any discount or premium, without
regard to unrealized appreciation or depreciation in the market value of the
security.
The Fund will not price its securities on the following national holidays:
New Year's Day; Martin Luther King, Jr. Day; Presidents' Day; Good Friday;
Memorial Day; Independence Day; Labor Day; Thanksgiving Day; and Christmas Day.
Principal Underwriter
The Fund has adopted a Distribution Plan as defined in Rule 12b-1 under the
1940 Act (the "Plan") with respect to its Individual Shares and its
Institutional Service Shares. The Plan specifically authorizes the Fund to pay
direct and indirect expenses incurred by any separate distributor or
distributors under agreement with the Fund in activities primarily intended to
result in the sale of its Individual Shares and Institutional Service Shares.
The expenses of these activities will not exceed 0.75% per annum of the Fund's
average daily net assets attributable to Individual Shares and 0.25% per annum
of the Fund's average daily net assets attributable to Institutional Service
Shares. Payments under the Plan are reflected as an expense in the Fund's
financial statements relating to the applicable class of shares.
The Trust has entered into a distribution contract with the principal
underwriter. This contract provides for WISDI to act as a separate distributor
of the Fund's shares.
The Fund will pay per annum 0.75% of its average daily net assets
attributable to Individual Shares and 0.25% of its average daily net assets
attributable to Institutional Service Shares to WISDI for distribution
activities on behalf of the Fund in connection with the sale of its Individual
Shares and Institutional Service Shares, respectively. WISDI will
<PAGE>
provide on a quarterly basis documentation concerning the expenses of such
activities. Documented expenses of the Fund will include compensation paid to
and out-of-pocket disbursements of officers, employees or sales representatives
of WISDI, including telephone costs, the printing of prospectuses and reports
for other than existing shareholders, preparation and distribution of sales
literature, advertising and interest or other financing charges. If the
distribution payments to WISDI exceed its expenses, WISDI may realize a profit
from these arrangements. Peter M. Donovan, President and a trustee of the Trust
and President, Chief Executive Officer and a Director of Wright and Winthrop, is
Vice President, Treasurer and a Director of WISDI. A.M. Moody, III, Vice
President and a trustee of the Trust and Senior Vice President of Wright and
Winthrop, is President and a Director of WISDI.
It is the opinion of the trustees and officers of the Trust that the
following are not expenses primarily intended to result in the sale of
Individual Shares or Institutional Service Shares issued by the Fund: fees and
expenses of registering these shares under federal or state laws regulating the
sale of securities; fees and expenses of registering the Trust as a
broker-dealer or of registering an agent of the Trust under federal or state
laws regulating the sale of securities; and fees and expenses of preparing and
setting in type the Trust's registration statement under the Securities Act of
1933. Should such expenses be deemed by a court or agency having jurisdiction to
be expenses primarily intended to result in the sale of these shares, they will
be considered to be expenses contemplated by and included in the Plan, but not
subject to the 0.75% or 0.25% per annum limitations described above.
Under the Plan, the President or Vice President of the Trust will provide
to the trustees for their review, and the trustees will review at least
quarterly, a written report of the amounts expended under the Plan and the
purposes for which such expenditures were made.
The following table shows the fee payable to WISDI under the Plan and the
amount of such fee actually paid by each class for the period from the start of
business, May 1, 1997 to December 31, 1997.
<TABLE>
<CAPTION>
Distribution Distribution Expenses Distribution Distribution Expenses
Expenses Reduced by the Expenses Paid as a % of Fund's
Class Allowable Principal Underwriter Paid by Fund Average Net Asset Value
- ----- ----------------- ------------------------ -------------- -------------------------
<S> <C> <C> <C> <C>
Individual Shares $4,757 $4,257 $ 500 0.08%
Institutional Service Shares 5,361 - 5,361 0.25%
</TABLE>
For the fiscal year ended December 31, 1997, it is estimated that WISDI
spent approximately the following amounts on behalf of the Catholic Values
Investment Trust.
Wright Investors' Service Distributors, Inc.
Financial Summaries for the period from the start of
business, May 1, 1997 to December 31, 1997
<TABLE>
<CAPTION>
Printing & Mailing Travel & Commissions & Administration
Class Promotional Prospectuses Entertainment Service Fees and Other TOTAL
- ----- ------------ -------------------- --------------- --------------- ---------------- ----------
<S> <C> <C> <C> <C> <C> <C>
Individual Shares $ 143 $ 51 $ 28 $ 99 $ 179 $ 500
Institutional Service Shares 1,531 549 305 1,059 1,917 5,361
</TABLE>
<PAGE>
The Plan was adopted by the Trusteees on January 22, 1997. Under its terms,
the Plan remains in effect from year to year, provided such continuance is
approved annually by a vote of the Trust's trustees, including a majority of the
trustees who are not interested persons of the Trust and who have no direct or
indirect financial interest in the operation of the Plan. The Plan may not be
amended to increase materially the amount to be spent by the Individual Shares
or Institutional Service Shares for the services described therein without
approval of a majority of the outstanding Individual Shares or Institutional
Service Shares, respectively. All material amendments of the Plans must also be
approved by the trustees of the Trust in the manner described above. The Plan
may be terminated as to the Individual Shares or the Institutional Service
Shares at any time without payment of any penalty by vote of a majority of the
trustees of the Trust who are not interested persons of the Trust and who have
no direct or indirect financial interest in the operation of the Plan or by a
vote of a majority of the outstanding Individual Shares or Institutional Service
Shares, respectively. If the Plan is terminated, the Fund would stop paying the
distribution fee and the trustees would consider other methods of financing the
distribution of the Fund's Individual Shares or Institutional Service Shares, as
appropriate.
So long as the Plan is in effect, the selection and nomination of trustees
who are not interested persons of the Trust shall be committed to the discretion
of the trustees who are not such interested persons. The trustees of the Trust
have determined that in their judgment there is a reasonable likelihood that the
Plan will benefit the Fund and the holders of Individual Shares and
Institutional Service Shares.
Service Plan
The Service Plan was adopted by the trustees on January 22, 1997 and will
continue in effect from year to year, provided such continuance is approved
annually by a vote of the Trust's trustees, including a majority of the trustees
who are not interested persons of the Trust and who have no direct or indirect
financial interest in the operation of the Service Plan. The Service Plan may be
terminated at any time without payment of any penalty by vote of a majority of
the trustees of the Trust who are not interested persons of the Trust and who
have no direct or indirect financial interest in the operation of the Service
Plan. The trustees of the Trust have determined that in their judgment there is
a reasonable likelihood that the Service Plan will benefit the Fund and its
shareholders.
For the period from the start of business, May 1, 1997, to December 31,
1997, the Fund did not make any payment of service fees.
Taxes
For additional information regarding federal and state taxes see "Taxes" in
the Fund's current Prospectus.
In order to avoid federal excise tax, the Code requires that the Fund
distribute (or be deemed to have distributed) by December 31 of each calendar
year at least 98% of its ordinary income for such year, at least 98% of the
excess of its realized capital gains over its realized capital losses (computed
on the basis of the one-year period ending on October 31 of such year, after
reduction by any available capital loss carryforwards) and 100% of any income
and capital gains from the prior year (as previously computed) that was not paid
out during such year and on which the Fund paid no federal income tax.
The Fund may be subject to foreign withholding or other foreign taxes with
respect to income (possibly including, in some cases, capital gains) derived
from securities of foreign issuers. These taxes may in some cases be reduced or
eliminated under the terms of an applicable U.S. income tax treaty. Certain
foreign exchange gains and losses realized by the Fund may be treated as
ordinary income and losses. Certain uses of foreign currency and related
derivatives and investments by the Fund in the stock of certain "passive foreign
investment companies" may be limited or in the latter case a tax election may be
made, if available, in order to avoid imposition of tax on the Fund.
A portion of the Fund's distributions of net investment income which are
derived from dividends the Fund receives from U.S. corporations may qualify for
the dividends-received deduction for corporations. The dividends-received
deduction is reduced to the extent the shares with respect to which the
dividends are received are treated as debt-financed under the Code and is
eliminated if the shares are deemed to have been held for less than a minimum
period, generally 46 days, which must be satisfied over a prescribed period
immediately before or after the shares become ex-dividend. Receipt of
distributions qualifying for the deduction may result in liability for the
corporate alternative minimum tax and/or, for "extraordinary dividends,"
reduction of the tax basis (possibly requiring current recognition of income to
the extent such basis would otherwise be reduced below zero) of the corporate
shareholder's shares.
<PAGE>
As a result of federal tax legislation enacted on August 5, 1997 (H.R.
2014, the Taxpayer Relief Act of 1997 (the "1997 TRA")), gain recognized after
May 6, 1997 from the sale of a capital asset is taxable to individual
(noncorporate) investors at different maximum federal income tax rates,
depending generally upon the tax holding period for the asset, the federal
income tax bracket of the taxpayer, and the dates the asset was acquired and/or
sold. The Treasury Department has issued guidance under the 1997 TRA that
enables the Fund to pass through to its shareholders the benefits of the capital
gains tax rates enacted in the 1997 TRA. The Fund will provide appropriate
information to its shareholders regarding the tax rate(s) applicable to its
distributions from its net capital gain, if any, in accordance with this and any
future guidance. Shareholders should consult their own tax advisers on the
correct application of these new rules in their particular circumstances.
Redemptions (including exchanges) and other dispositions of Fund shares in
transactions that are treated as sales for tax purposes will generally result in
the recognition of taxable gain or loss by shareholders that are subject to tax.
Shareholders should consult their own tax advisers with reference to their
individual circumstances to determine whether any particular redemption,
exchange or other disposition of Fund shares is properly treated as a sale for
tax purposes, as this discussion assumes. Any loss realized upon the redemption,
exchange or other sale of shares of the Fund with a tax holding period of six
months or less will be treated as a long-term capital loss to the extent of any
distributions of long-term capital gains designated as capital gain dividends
with respect to such shares. All or a portion of a loss realized upon the
redemption, exchange or other sale of Fund shares may be disallowed under "wash
sale" rules to the extent shares of the Fund are purchased (including shares
acquired by means of reinvested dividends) within the period beginning 30 days
before and ending 30 days after the date of such redemption, exchange or other
sale.
It should be noted that future Treasury Department regulations or other
pronouncements that may be issued pursuant to regulatory authority contained in
the provisions of the 1997 TRA that affect the taxation of capital gains (as
described above) may prescribe rules that modify some of the provisions
described above.
The Fund may follow the accounting practice known as equalization, which
could affect the amount, timing and character of its distributions to
shareholders.
Distributions made by the Fund will generally be subject to state and local
income taxes. A state income (and possibly local income and/or intangible
property) tax exemption may be available to the extent, if any, the Fund's
distributions are derived from interest on (or, in the case of intangible
property taxes, the value of its assets is attributable to) certain U.S.
Government obligations, provided in some states that certain thresholds for
holdings of such obligations and/or reporting requirements are satisfied. The
Fund does not intend to seek to meet any such thresholds or requirements.
Special tax rules apply to IRA accounts (including penalties on certain
distributions and other transactions) and to other special classes of investors,
such as tax-exempt organizations, banks or insurance companies. Investors should
consult their tax advisers for more information.
Calculation of Performance
and Yield Quotations
The average annual total return of the Fund is determined for a particular
period by calculating the actual dollar amount of investment return on a $1,000
investment in the Fund made at the maximum public offering price (i.e. net asset
value) at the beginning of the period, and then calculating the annual
compounded rate of return which would produce that amount. Total return for a
period of one year is equal to the actual return of the Fund during that period.
This calculation assumes that all dividends and distributions are reinvested at
net asset value on the reinvestment dates during the period and that, with
respect to Individual Shares, the CDSC is applied at the end of the period.
Because each class of shares has its own fee structure and the Individual Shares
class has a CDSC, the classes will have different performance results.
The yield of the Fund is computed by dividing its net investment income per
share earned during a recent 30-day period by the maximum offering price (i.e.
net asset value) per share on the last day of the period and annualizing the
resulting figure. Net investment income per share is equal to the Fund's
dividends and interest earned during the period, with the resulting number being
divided by the average daily number
<PAGE>
of shares outstanding and entitled to receive dividends during the period.
The Fund's yield is calculated according to the following formula:
6
Yield = 2 [ ( a-b + 1)- 1 ]
---
cd
Where:
a = dividends and interest earned during the period.
b = expenses accrued for the period (after reductions).
c = the average daily number of shares outstanding during the period.
d = the maximum offering price per share on the last day of the period.
Yield and effective yield will be based on historical earnings and are not
intended to indicate future performance. Yield and effective yield will vary
based on changes in market conditions and the level of expenses. The Fund's
yield or total return may be compared to the Consumer Price Index and various
domestic securities indices. The Fund's yield or total return and comparisons
with these indices may be used in advertisements and in information furnished to
present or prospective shareholders.
From time to time, in advertisements, in sales literature, or in reports to
shareholders, the past performance of the Fund may be illustrated and/or
compared with that of other mutual funds with similar investment objectives, and
to stock or other relevant indices. In addition, the performance of the Fund may
be compared to alternative investment or savings vehicles and/or to indexes or
indicators of economic activity, e.g., inflation or interest rates. Performance
rankings and listings reported in newspapers or national business and financial
publications, such as Barron's, Business Week, Consumers Digest, Consumer
Reports, Financial World, Forbes, Fortune, Investors Business Daily, Kiplinger's
Personal Finance Magazine, Money Magazine, New York Times, Smart Money, USA
Today, U.S. News and World Report, The Wall Street Journal and Worth may also be
cited (if the Fund is listed in any such publication) or used for comparison, as
well as performance listings and rankings from various other sources including
Bloomberg Financial Markets, CDA/Wiesenberger, Donoghue's Mutual Fund Almanac,
Investment Company Data, Inc., Johnson's Charts, Kanon Bloch Carre and Co.,
Lipper Analytical Services, Inc., Micropal, Inc., Morningstar, Inc., Schabacker
Investment Management and Towers Data Systems, Inc.
The average annual total return for the life of the Fund from start of
business, May 1, 1997, through December 31,1997 was 19.11% for the Individual
Share Class and 19.31% for the Institutional Service Share Class. If a portion
of each Class's expenses had not been subsidized for the year ended December 31,
1997, each Class would have had lower returns. At December 31, 1997, the
Institutional Share Class had not commenced operations.
In addition, from time to time quotations from articles from financial
publications such as those listed above may be used in advertisements, in sales
literature, or in reports to shareholders of the Fund.
Financial Statements
The audited financial statements of, and the independent auditors' report
for, the Fund appear in the Fund's most recent annual report to shareholders and
are incorporated by reference into this Statement of Additional Information. A
copy of the annual report is attached to this Statement of Additional
Information.
Registrant incorporates by reference the audited financial information for
the Fund for the fiscal year ended December 31, 1997, as previously filed
electronically with the Securities and Exchange Commission (Accession No.
0000715165-98-000003).
<PAGE>
APPENDIX
===============================================================================
Wright Quality Ratings
Wright Quality Ratings provide the means by which the fundamental criteria
for the measurement of quality of an issuer's securities can be objectively
evaluated.
Each rating is based on 32 individual measures of quality grouped into four
components: (1) Investment Acceptance, (2) Financial Strength, (3) Profitability
and Stability, and (4) Growth. The total rating is three letters and a numeral.
The three letters measure (1) Investment Acceptance, (2) Financial Strength, and
(3) Profitability and Stability. Each letter reflects a composite measurement of
eight individual standards which are summarized as A: Outstanding, B: Excellent,
C: Good, D: Fair, L: Limited, and N: Not Rated. The numeral rating reflects
Growth and is a composite of eight individual standards ranging from 0 to 20.
Equity Securities
Investment Acceptance reflects the acceptability of a security by and its
marketability among investors, and the adequacy of the floating supply of its
common shares for the investment of substantial funds.
Financial Strength represents the amount, adequacy and liquidity of the
corporation's resources in relation to current and potential requirements. Its
principal components are aggregate equity and total capital, the ratio of
invested equity capital to debt, the adequacy of net working capital, its fixed
charges coverage ratio and other appropriate criteria.
Profitability and Stability measures the record of a corporation's
management in terms of (1) the rate and consistency of the net return on
shareholders' equity capital investment at corporate book value, and (2) the
profits or losses of the corporation during generally adverse economic periods,
including its ability to withstand adverse financial developments.
Growth per common share of the corporation's equity capital, earnings, and
dividends -- rather than the corporation's overall growth of dollar sales and
income.
These ratings are determined by specific quantitative formulae. A
distinguishing characteristic of these ratings is that The Wright Investment
Committee must review and accept each rating. The Committee may reduce a
computed rating of any company, but may not increase it.
Debt Securities
Wright ratings for commercial paper, corporate bonds and bank certificates
of deposit consist of the two central positions of the four position
alphanumeric corporate equity rating. The two central positions represent those
factors which are most applicable to fixed income and reserve investments. The
first, Financial Strength, represents the amount, the adequacy and the liquidity
of the corporation's resources in relation to current and potential
requirements. Its principal components are aggregate equity and total capital,
the ratios of (a) invested equity capital, and (b) long-term debt, total of
corporate capital, the adequacy of net working capital, fixed charges coverage
ratio and other appropriate criteria. The second letter represents Profitability
and Stability and measures the record of a corporation's management in terms of:
(a) the rate and consistency of the net return on shareholders' equity capital
investment at corporate book value, and (b) the profits and losses of the
corporation during generally adverse economic periods, and its ability to
withstand adverse financial developments.
The first letter rating of the Wright four-part alphanumeric corporate
rating is not included in the ratings of fixed-income securities since it
primarily reflects the adequacy of the floating supply of the company's common
shares for the investment of substantial funds. The numeric growth rating is not
included because this element is identified only with equity investments.
A-1 and P-1 Commercial Paper Ratings
by S&P and Moody's
An S&P Commercial Paper Rating is a current assessment of the likelihood of
timely payment of debt having an original maturity of no more than 365 days.
`A': Issues assigned this highest rating are regarded as having the
greatest capacity for timely payment. Issues in this category are delineated
with the numbers 1, 2, and 3 to
<PAGE>
indicate the relative degree of safety. The `A-1' designation indicates
that the degree of safety regarding timely payment is either overwhelming or
very strong. Those issues determined to possess overwhelming safety
characteristics will be denoted with a plus (+) sign designation.
The commercial paper rating is not a recommendation to purchase or sell a
security. The ratings are based on current information furnished to S&P by the
issuer or obtained from other sources it considers reliable. The ratings may be
changed, suspended or withdrawn as a result of changes in or unavailability of
such information.
Issuers (or related supporting institutions) rated P-1 by Moody's have a
superior capacity for repayment of short-term promissory obligations. P-1
repayment capacity will normally be evidenced by the following characteristics:
-- Leading market positions in well-established industries.
-- High rates of return on funds employed.
-- Conservative capitalization structures with moderate reliance on debt
and ample asset protection.
-- Broad margins in earnings coverage of fixed financial charges and high
internal cash generation.
-- Well-established access to a range of financial markets and assured
sources of alternate liquidity.
Bond Ratings
In addition to Wright quality ratings, bonds or bond insurers may be
expected to have credit risk ratings assigned by the two major rating companies,
Moody's and S&P. Moody's uses a nine-symbol system with Aaa being the highest
rating and C the lowest. S&P uses a 10-symbol system that ranges from AAA to D.
Bonds within the top four categories of Moody's (Aaa, Aa, A and Baa) and of S&P
(AAA, AA, A and BBB) are considered to be of investment-grade quality. Note that
both S&P and Moody's currently give their highest rating to issuers insured by
the American Municipal Bond Assurance Corporation (AMBAC) or by the Municipal
Bond Investors Assurance Corporation (MBIA).
Bonds rated A by S&P have a strong capacity to pay principal and interest,
although they are somewhat more susceptible to the adverse effects of change in
circumstances and economic conditions than debt in higher-rated categories. The
rating of AA is accorded to issues where the capacity to pay principal and
interest is very strong and they differ from AAA issues only in small degree.
The AAA rating indicates an extremely strong capacity to pay principal and
interest.
Bonds rated A by Moody's are judged by Moody's to possess many favorable
investment attributes and are considered as upper medium grade obligations.
Bonds rated Aa by Moody's are judged by Moody's to be of high quality by all
standards. Together with the Aaa group they comprise what are generally known as
high-grade bonds. They are rated lower than Aaa bonds because margins of
protection may not be as large or fluctuations of protective elements may be of
greater degree or there may be other elements present which make the long-term
risks appear somewhat larger. Bonds rated Aaa by Moody's are judged to be of the
best quality. Interest payments are protected by a large or by an exceptionally
stable margin and principal is secure. While the various protective elements are
likely to change, such changes as can be visualized are most unlikely to impair
the fundamentally strong position of such issuers.
Note Ratings
In addition to Wright quality ratings, municipal notes and other short-term
loans may be assigned ratings by Moody's or S&P.
Moody's ratings for municipal notes and other short-term loans are
designated Moody's Investment Grade (MIG). This distinction is in recognition of
the differences between short-term and long-term credit risk. Loans bearing the
designation MIG 1 are of the best quality, enjoying strong protection by
establishing cash flows of funds for their servicing or by established and
broad-based access to the market for refinancing, or both. Loans bearing the
designation MIG 2 are of high quality, with margins of protection ample although
not so large as in the preceding group.
S&P's top ratings for municipal notes issued after July 29, 1984 are SP-1
and SP-2. the designation SP-1 indicates a very strong capacity to pay principal
and interest. A "+" is added for those issues determined to possess overwhelming
safety characteristics. An "SP-2" designation indicates a satisfactory capacity
to pay principal and interest.
<PAGE>
PART C
===============================================================================
Other Information
Item 24. Financial Statements and Exhibits
(a) Financial Statements
Included in Part A:
Financial Highlights for the period from the start of business, May 1,
1997 to December 31, 1997
Included in Part B:
INCORPORATED BY REFERENCE INTO PART B ARE THE FINANCIAL STATEMENTS
CONTAINED IN THE ANNUAL REPORT FOR THE FUND, DATED DECEMBER 31, 1997,
WHICH WERE PREVIOUSLY FILED ELECTRONICALLY PURSUANT TO SECTION 30(b)(2)
OF THE INVESTMENT COMPANY ACT OF 1940 (ACCESSION NO.
0000715165-98-000003).
Portfolio of Investments as of December 31, 1997
Statement of Assets and Liabilities for the period from the start of
business, May 1, 1997 to December 31, 1997
Statement of Operations for the period from the start of business,
May 1, 1997 to December 31, 1997
Statement of Changes in Net Assets for the period from the start of
business, May 1, 1997 to December 31, 1997
Financial Highlights for the period from the start of business,
May 1, 1997 to December 31, 1997
Notes to Financial Statements
Independent Auditors' Report
(b) Exhibits:
(1) (a) Declaration of Trust dated November 25, 1996 filed a
Exhibit (1) to the Registration Statement filed on December 2,
1996 and incorporated herein by reference.
(b) Amendment dated February 24, 1997 to the Declaration of Trust
filed as Exhibit (1)(b) to Post-Effective Amendment No. 2
filed on September 10, 1997 and incorporated herein by
reference.
(2) By-Laws filed as Exhibit (2) to Pre-Effective Amendment No. 1
filed on February 24, 1997 and incorporated herein by reference.
(3) Not Applicable
(4) Not Applicable
(5) (a) Investment Advisory Contract with Wright Investors' Service
Inc. dated March 10, 1997 filed as Exhibit (5)(a) to
Post-Effective Amendment No. 2 filed on September 10, 1997
and incorporated herein by reference.
(b) Amended and Restated Administration Agreement with Eaton Vance
Management dated February 1, 1998 filed herewith.
(6) Distribution Contract between the Fund and Wright Investors'
Service Distributors, Inc. dated March 10, 1997 filed as Exhibit
(6) to Post-Effective Amendment No. 2 filed on September 10, 1997
and incorporated herein by reference.
(7) Not Applicable
(8) Master Custodian Agreement between Wright Managed Investment Funds
and Investors Bank & Trust Company adopted March 10, 1997 filed as
Exhibit (8) to Post-Effective Amendment No. 2 filed on September
10, 1997 and incorporated herein by reference.
(9) Not Applicable
(10) Opinion of Counsel dated April 7, 1998 filed herewith.
(11) Consent of the Independent Certified Public Accountants filed
herewith.
(12) Not Applicable
<PAGE>
(13) Share Purchase Agreement dated January 31, 1997 filed as Exhibit
(13) to Pre-Effective Amendment No.1 filed on February 24, 1997
and incorporated herein by reference.
(14) Not Applicable
(15) (a) Distribution Plan pursuant to Rule 12b-1 under the
Investment Company Act of 1940 dated March 10, 1997 filed as
Exhibit (15)(a) to Post-Effective Amendment No. 2 filed on
September 10, 1997 and incorporated herein by reference.
(b) Service Plan dated March 10, 1997 filed as Exhibit (15)(b) to
Post-Effective Amendment No. 2 filed on September 10, 1997
and incorporated herein by reference.
(16) Schedule of Computation of Performance Quotations filed herewith.
(17) Power of Attorney dated March 25, 1998 filed herewith.
(18) Multiple Class Plan pursuant to Rule 18f-3 dated March 10, 199
filed as Exhibit (18) to Post-Effective Amendment No. 2
filed on September 10, 1997 and incorporated herein by reference.
Item 25. Persons Controlled by or under Common Control with Registrant
Not Applicable.
Item 26. Number of Holders of Securities
(1) (2)
Title of Class Number of Record Holders
Shares of Beneficial Interest as of March 31, 1998
---------------------------------------------------------------
Catholic Values Investment Trust Equity Fund
Individual Shares 277
Institutional Service Shares 18
Item 27. Indemnification
The Registrant's By-Laws filed as Exhibit (2) to Pre-Effective Amendment No. 1
contain provisions limiting the liability, and providing for indemnification, of
the Trustees and officers under certain circumstances.
The Registrant's Trustees and officers are insured under a standard investment
company errors and omissions insurance policy covering loss incurred by reasons
of negligent errors and omissions committed in their capacities as such.
Item 28. Business and Other Connections of Investment Adviser
Reference is made to the information set forth under the captions "Officers and
Trustees" and "Investment Advisory and Administrative Services" in the Statement
of Additional Information, which information is incorporated herein by
reference.
Item 29. Principal Underwriter
(a) Wright Investors' Service Distributors, Inc. (a wholly-owned subsidiary
of The Winthrop Corporation) acts as principal underwriter for each of the
investment companies named below.
Catholic Values Investment Trust
The Wright Managed Blue Chip Series Trust
The Wright EquiFund Equity Trust
The Wright Managed Equity Trust
The Wright Managed Income Trust
<PAGE>
<TABLE>
<CAPTION>
(b) (1) (2) (3)
Name and Principal Positions and Officers Positions and Offices
Business Address with Principal Underwriter with Registrant
- -----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
A. M. Moody III* President Vice President and Trustee
Peter M. Donovan* Vice President and Treasurer President and Trustee
Vincent M. Simko* Vice President and Secretary None
- ------------------------------------------------------------------------------------------------------------------------------
* Address is 1000 Lafayette Boulevard, Bridgeport, Connecticut 06604
</TABLE>
(c) Not Applicable.
Item 30. Location of Accounts and Records
All applicable accounts, books and documents required to be maintained by the
Registrant by Section 31(a) of the Investment Company Act of 1940 and the Rules
promulgated thereunder are in the possession and custody of the registrant's
custodian, Investors Bank & Trust Company, 200 Clarendon Street, Boston, MA
02116, and its transfer agent, First Data Investor Services Group, 4400 Computer
Drive, Westborough, MA 01581-5123, with the exception of certain corporate
documents and portfolio trading documents which are either in the possession and
custody of the Registrant's administrator, Eaton Vance Management, 24 Federal
Street, Boston, MA 02110 or of the investment adviser, Wright Investors'
Service, Inc., 1000 Lafayette Boulevard, Bridgeport, CT 06604. Registrant is
informed that all applicable accounts, books and documents required to be
maintained by registered investment advisers are in the custody and possession
of the Registrant's administrator, Eaton Vance Management, or of the investment
adviser, Wright Investors' Service, Inc.
Item 31. Management Services
Not Applicable.
Item 32. Undertakings
(a) The Registrant undertakes to furnish to each person to whom a
prospectus is delivered a copy of the latest annual report to
shareholders, upon request and without charge.
(b) The Registrant undertakes to assist shareholders seeking to remove a
trustee(s) of the Registrant in the manner set forth in Section 16(c)
of the Investment Company Act of 1940.
<PAGE>
Signatures
Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the Registrant certifies that it meets all of the
requirements for effectiveness of this Amendment to the Registration Statement
pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused
this Amendment to the Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Boston, and the
Commonwealth of Massachusetts on the 28th day of April, 1998.
CATHOLIC VALUES INVESTMENT TRUST
By: Peter M. Donovan*
---------------------------------------
Peter M. Donovan, Vice President
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective
Amendment to the Registration Statement has been signed by the following persons
in the capacities and on the 28th day of April, 1998.
SIGNATURE TITLE
- ------------------------------------------------------------------------------
Peter M. Donovan* President, Principal
- ------------------- Executive Officer & Trustee
Peter M. Donovan
James L. O'Connor* Treasurer, Principal
- ------------------ Financial and Accounting Officer
James L. O'Connor
H. Day Brigham, Jr.* Trustee
- --------------------
H. Day Brigham, Jr.
Judith R. Corchard* Trustee
- -------------------
Judith R. Corchard
Winthrop S. Emmet* Trustee
- -------------------
Winthrop S. Emmet
Leland Miles* Trustee
- -------------------
Leland Miles
A. M. Moody III* Trustee
- -------------------
A. M. Moody III
Lloyd F. Pierce* Trustee
- ------------------
Lloyd F. Pierce
Richard E. Taber* Trustee
- -----------------
Richard E. Taber
Raymond Van Houtte* Trustee
- -------------------
Raymond Van Houtte
*By: /s/ Alan R. Dynner
- --------------------------
Alan R. Dynner
Attorney-in-Fact
<PAGE>
Exhibit Index
The following Exhibits are filed as part of this Registration Statement
pursuant to General Instructions E of Form N-1A.
Page in
Sequential
Numbering
Exhibit No. Description System
- --------------------------------------------------------------------------------
(5)(b) Amendment and Restated Administration Agreement dated February 1, 1998
(10) Opinion and Consent of Counsel dated April 7, 1998
(11) Consent of the Independent Certified Public Accountants
(16) Schedule of Computation of Performance Quotations
(17) Power of Attorney dated March 25, 1998
Exhibit 5(b)
CATHOLIC VALUES INVESTMENT TRUST
AMENDED AND RESTATED ADMINISTRATION AGREEMENT
AGREEMENT made this 1st day of February, 1998, by and between Catholic
Values Investment Trust, a Massachusetts business trust (the "Trust"), on behalf
of the series of the Trust listed on Schedule A attached hereto, which may be
updated from time to time, and Eaton Vance Management, a Massachusetts business
trust (the "Administrator"):
1. DUTIES OF THE ADMINISTRATOR. The Trust hereby employs the Administrator
to administer the affairs of the Trust, subject to the supervision of the
Trustees of the Trust for the period and on the terms set forth in this
Agreement. The Administrator shall perform these duties with respect to any and
all series of shares ("Funds") which may be established by the Trustees pursuant
to the Declaration of Trust of the Trust and listed on Schedule A. Funds may be
terminated and additional Funds established from time to time by action of the
Trustees of the Trust.
The Administrator hereby accepts such employment, and agrees to administer
the Trust's business affairs and, in connection therewith, to furnish for the
use of the Trust office space and all necessary office facilities, equipment and
personnel for administering the affairs of the Trust, and to pay the salaries
and fees of all officers and Trustees of the Trust who are members of the
Administrator's organization and all personnel of the Administrator performing
management and administrative services for the Trust. The Administrator shall
for all purposes herein be deemed to be an independent contractor and shall,
except as otherwise expressly provided or authorized, have no authority to act
for or represent the Trust in any way or otherwise be deemed an agent of the
Trust.
2. COMPENSATION OF THE ADMINISTRATOR. For the services, payments and
facilities to be furnished hereunder by the Administrator, the Trust shall pay
to the Administrator on the last day of each month a fee equal (annually) to a
percentage of the average daily net assets of each Fund of the Trust throughout
the month, computed in accordance with the Declaration of Trust of the Trust and
any applicable votes of the Trustees of the Trust, as shown in Schedule B to
this Agreement.
In case of initiation or termination of the Agreement during any month with
respect to any Fund, the fee for that month shall be reduced proportionately on
the basis of the number of calendar days during which it is in effect and the
fee shall be computed upon the average net assets for the business days it is so
in effect for that month.
The Administrator may, from time to time, waive all or a part of the above
compensation.
3. ALLOCATION OF CHARGES AND EXPENSES. It is understood that the Trust will
pay all its expenses other than those expressly stated to be payable by the
Administrator hereunder, which expenses payable by the Trust shall include,
without implied limitation, (i) expenses of maintaining the Trust and continuing
its existence, (ii) registration of the Trust under the Investment Company Act
of 1940, (iii) commissions, fees and other expenses connected with the purchase
or sale of securities, (iv) auditing, accounting and legal expenses, (v) taxes
and interest, (vi) governmental fees, (vii) expenses of issue, sale, repurchase
and redemption of shares, (viii) expenses of registering and qualifying the
Trust and its shares under federal and state securities laws and of preparing
and printing prospectuses for such purposes and for distributing the same to
<PAGE>
-2-
shareholders and investors, and fees and expenses of registering and maintaining
registrations of the Trust and of the Trust's principal underwriter, if any, as
a broker-dealer or agent under state securities laws, (ix) expenses of reports
and notices to shareholders and of meetings of shareholders and proxy
solicitations therefor, (x) expenses of reports to governmental officers and
commissions, (xi) insurance expenses, (xii) association membership dues, (xiii)
fees, expenses and disbursements of custodians and subcustodians for all
services to the Trust (including without limitation safekeeping of funds and
securities, keeping of books and accounts and determination of net asset value),
(xiv) fees, expenses and disbursements of transfer agents, dividend disbursing
agents, shareholder servicing agents and registrars for all services to the
Trust, (xv) expenses for servicing shareholder accounts, (xvi) any direct
charges to shareholders approved by the Trustees of the Trust, (xvii)
compensation of and any expenses of Trustees of the Trust, (xviii) all payments
to be made and expenses to be assumed by the Trust pursuant to any one or more
distribution plans adopted by the Trust pursuant to Rule 12b-1 under the
Investment Company Act of 1940, (xix) the investment advisory fee payable to the
Trust's investment adviser, and (xx) such non-recurring items as may arise,
including expenses incurred in connection with litigation, proceedings and
claims and the obligation of the Trust to indemnify its Trustees and officers
with respect thereto.
4. OTHER INTERESTS. It is understood that Trustees, officers and
shareholders of the Trust are or may be or become interested in the
Administrator as trustees, officers, employees, shareholders or otherwise and
that trustees, officers, employees and shareholders of the Administrator are or
may be or become similarly interested in the Trust, and that the Administrator
may be or become interested in the Trust as a shareholder or otherwise. It is
also understood that trustees, officers, employees and shareholders of the
Administrator may be or become interested (as directors, trustees, officers,
employees, stockholders or otherwise) in other companies or entities (including,
without limitation, other investment companies) which the Administrator may
organize, sponsor or acquire, or with which it may merge or consolidate, and
that the Administrator or its subsidiaries or affiliates may enter into
advisory, management or administration agreements or other contracts or
relationship with such other companies or entities.
5. LIMITATION OF LIABILITY OF THE ADMINISTRATOR. The services of the
Administrator to the Trust are not to be deemed to be exclusive, the
Administrator being free to render services to others and engage in other
business activities. In the absence of willful misfeasance, bad faith, gross
negligence or reckless disregard of obligations or duties hereunder on the part
of the Administrator, the Administrator shall not be subject to liability to the
Trust or to any shareholder of the Trust for any act or omission in the course
of, or connected with, rendering services hereunder or for any losses which may
be sustained in the purchase, holding or sale of any security or other
instrument, including options and futures contracts.
6. DURATION AND TERMINATION OF THIS AGREEMENT. This Agreement shall become
effective upon the date of its execution, and, unless terminated as herein
provided, shall remain in full force and effect as to each Fund to and including
February 28, 1999 and shall continue in full force and effect as to each Fund
indefinitely thereafter, but only so long as such continuance after February 28,
1999 is specifically approved at least annually by the Trustees of the Trust.
Either party hereto may, at any time on sixty (60) days' prior written
notice to the other, terminate this Agreement as to any Fund, without the
payment of any penalty, by action of the Trustees of the Trust or the trustees
of the Administrator, as the case may be, and the Trust may, at any time upon
such written notice to the Administrator, terminate this Agreement as to any
Fund by vote of a majority of the outstanding voting securities of that Fund.
This Agreement shall terminate automatically in the event of its assignment.
<PAGE>
-3-
7. AMENDMENTS OF THE AGREEMENT. This Agreement may be amended as to any
Fund by a writing signed by both parties hereto, provided that no amendment to
this Agreement shall be effective until approved by the vote of a majority of
the Trustees of the Trust.
8. LIMITATION OF LIABILITY. The Administrator expressly acknowledges the
provision in the Declaration of Trust of the Trust limiting the personal
liability of shareholders of the Trust, and the Administrator hereby agrees that
it shall have recourse to the Trust for payment of claims or obligations as
between the Trust and the Administrator arising out of this Agreement and shall
not seek satisfaction from the shareholders or any shareholder of the Trust. No
Fund shall be liable for the obligations of any other Fund hereunder.
9. CERTAIN DEFINITIONS. The terms "assignment" and "interested persons"
when used herein shall have the respective meanings specified in the Investment
Company Act of 1940 as now in effect or as hereafter amended subject, however,
to such exemptions as may be granted by the Securities and Exchange Commission
by any rule, regulation or order. The term "vote of a majority of the
outstanding voting securities of that Fund" shall mean the vote of the lesser of
(a) 67 per centum or more of the shares of the particular Fund present or
represented by proxy at the meeting of the holders of more than 50 per centum of
the outstanding shares of the particular Fund are present or represented by
proxy at the meeting, or (b) more than 50 per centum of the outstanding shares
of the particular Fund.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed on the day and year first written above.
CATHOLIC VALUES INVESTMENT TRUST EATON VANCE MANAGEMENT
By: /s/ Peter M. Donovan By: /s/ Benjamin A. Rowland, Jr.
----------------------------- ------------------------------
President Vice President,
and not individually
<PAGE>
-4-
CATHOLIC VALUES INVESTMENT TRUST
SCHEDULE A
February 1, 1998
Catholic Values Investment Trust Equity Fund
<PAGE>
-5-
CATHOLIC VALUES INVESTMENT TRUST
SCHEDULE B
February 1, 1998
FEE STRUCTURE
-------------
Under Over
$100 Million $100 Million
------------ ------------
Catholic Values Investment Trust Equity Fund 0.07% 0.04%
HALE AND DORR LLP
Counsellors at Law
60 State Street, Boston, Massachusetts 02109
617-526-6000 o fax 617-526-5000
April 7, 1998
Catholic Values Investment Trust
24 Federal Street
Boston, Massachusetts 02110
Ladies and Gentlemen:
Catholic Values Investment Trust (the "Trust") is a Massachusetts business
trust created under a Declaration of Trust dated, executed and delivered in
Boston, Massachusetts on November 25,1996, as amended on February 24,1997 (as so
amended and restated the "Declaration of Trust"). The beneficial interests
thereunder are represented by transferable shares of beneficial interest without
par value.
The Trustees have the powers set forth in the Declaration of Trust, subject
to the terms, provisions and conditions therein provided. Pursuant to Article V,
Section 5.1 of the Declaration of Trust, the number of shares of beneficial
interest authorized to be issued under the Declaration of Trust is unlimited and
the Trustees are authorized to divide the shares into one or more series of
shares and one or more classes thereof as they deem necessary or desirable.
Pursuant to Article V, Section 5.4 of the Declaration of Trust, the Trustees are
empowered in their discretion to issue shares of any series for such
consideration, whether cash or other property, and on such terms as the Trustees
may determine (or for no consideration if pursuant to a share dividend or
split-up), all without action or approval of the shareholders. Pursuant to
Article V, Section 5.5 of the Declaration of Trust, the Trustees have
established one series of shares designated "Catholic Values Investment Trust
Equity Fund".
The Trustees have voted to authorize the officers of the Trust to determine
the appropriate number of shares to be registered, to register with the
Securities and Exchange Commission, and to issue and sell to the public, such
shares.
We have examined the Declaration of Trust and By-Laws, each as amended from
time to time, of the Trust, resolutions of the Board of Trustees relating to the
authorization and issuance of shares of beneficial interest of the Trust, and
such other documents as we have deemed necessary or appropriate for the purposes
of this opinion, including, but not limited to, originals, or copies certified
WASHINGTON, DC BOSTON, MA LONDON, UK*
- --------------------------------------------------------------------------------
HALE AND DORR LLP INCLUDES PROFESSIONAL CORPORATIONS
*BROBECK HALE AND DORR INTERNATIONAL (AN INDEPENDENT JOINT VENTURE LAW FIRM)
<PAGE>
Catholic Values Investment Trust
April 7, 1998
Page 2
or otherwise identified to our satisfaction, of such documents, Trust records
and other instruments. In our examination of the above documents, we have
assumed the genuineness of all signatures, the authenticity of all documents
submitted to us as originals and the conformity to original documents of all
documents submitted to us as certified of photostatic copies.
For purposes of this opinion letter, we have not made an independent review
of the laws of any state or jurisdiction other than The Commonwealth of
Massachusetts and express no opinion with respect to the laws of any
jurisdiction other than the laws of The Commonwealth of Massachusetts. Further,
we express no opinion as to compliance with any state or federal securities
laws, including the securities laws of The Commonwealth of Massachusetts.
Our opinion below, as it relates to the non-assessability of the shares of
the Trust, is qualified to the extent that under Massachusetts law, shareholders
of a Massachusetts business trust may be held personally liable for the
obligations of the Trust. In this regard, however, please be advised that the
Declaration of Trust disclaims shareholder liability for acts or obligations of
the Trust and permits notice of such disclaimer to be given in each written
obligation, contract, instrument, certificate, share, other security of the
Trust or a series therof or undertaking made or issued by the Trustees of the
Trust. Also, the Declaration of Trust provides for indemnification out of Trust
property for all loss and expense of any shareholder held personally liable for
the obligations of the Trust.
We are of the opinion that all necessary Trust action precedent to the
issuance of the shares of beneficial interest of the Trust has been duly taken,
and that all such shares may legally and validly be issued for among other
things, cash, and when sold will be, fully paid and non-assessable by the Trust
upon receipt by the Trust or its agent of consideration therefor in accordance
with terms described in the Trust's Declaration of Trust, subject to compliance
with the Securities Act of 1933, as amended, the Investment Company Act of 1940,
as amended, and the applicable state laws regulating the sale of securities.
We consent to your filing this opinion with the Securities and Exchange
Commission as an exhibit to any amendments to the Trust's registration statement
with the Commission. Except as provided in this paragraph, this opinion may not
be relied upon by, or filed with, any other parties or for any other purpose.
Very truly yours,
/s/Hale and Dorr LLP
Hale and Dorr LLP
EXHIBIT 11
Independent Auditors' Consent
We consent to the incorporation by reference in this Post-Effective
Amendment No. 3 to the Registration Statement (1993 Act File No. 333-17161) of
Catholic Values Investment Trust of our report dated January 30, 1998 which is
incorporated by reference in the Statement of Additional Information which is
part of such Registration Statement.
We also consent to the reference to our firm under the caption "Financial
Highlights" in the Prospectus and under the caption "Financial Statements" in
the Statement of Additional Information of the Registration Statement.
/s/ Deloitte & Touche LLP
DELOITTE & TOUCHE LLP
Boston, Massachusetts
April 28, 1998
EXHIBIT 16
Schedule of Computation of Performance Quotations
The average annual total return for the Fund for the period from inception
May 1, 1997 to December 31, 1997 was 19.11% for the Individual Share Class and
19.31% for the Institutional Service Share Class. At December 31, 1997, the
Institutional Share Class had not commenced operations.
Each Fund's yield is computed by dividing its net investment income per
share earned during a recent 30-day period by the maximum offering price (i.e.
net asset value) per share on the last day of the period and annualizing the
resulting figure. Net investment income per share is equal to the Fund's
dividends and interest earned during the period, with the resulting number being
divided by the average daily number of shares outstanding and entitled to
receive dividends during the period.
The yield earned by the Fund will be calculated using the following
formula:
6
Yield = 2 [ ( a-b + 1 ) - 1 ]
---
cd
Where:
a = dividends and interest earned during the period.
b = expenses accrued for the period (after reductions).
c = the average daily number of accumulation units outstanding during the
period.
d = the maximum offering price per accumulation unit on the last day of
the period.
NOTE: "a" has been calculated for stocks by dividing the stated dividend
rate for each security held during the period by 360. "a" has been estimated for
debt securities other than mortgage certificates by dividing the year-end market
value times the yield to maturity by 360. "a" for mortgage securities, such as
GNMA's, is the actual income earned. Neither discount nor premium have been
amortized.
"b" has been estimated by dividing the actual expense amounts by 360 or the
number of days the Fund was in existence.
A Fund's yield or total return may be compared to the Consumer Price Index
and various domestic securities indices. A Fund's yield or total return and
comparisons with these indices may be used in advertisements and in information
furnished to present or prospective shareholders.
From time to time, evaluations of a Fund's performance made by independent
sources may be used in advertisements and in information furnished to present or
prospective shareholders. According to the rankings prepared by Lipper
Analytical Services, Inc., an independent service which monitors the performance
of mutual funds, the Lipper performance analysis includes the reinvestment of
dividends and capital gain distributions, but does not take sales charges into
consideration and is prepared without regard to tax consequences.
POWER OF ATTORNEY
We, the undersigned officers and Trustees of Catholic Values Investment
Trust, a Massachusetts business trust, do hereby severally constitute and
appoint H. Day Brigham, Jr., Peter M. Donovan, Alan R. Dynner and A.M. Moody,
III, or any of them, to be true, sufficient and lawful attorneys, or attorney
for each of us, to sign for each of us, in the name of each of us in the
capacities indicated below, and any and all amendments (including post-effective
amendments) to the Registration Statement on Form N-1A filed by Catholic Values
Investment Trust with the Securities and Exchange Commission in respect of
shares of beneficial interest and other documents and papers relating thereto.
IN WITNESS WHEREOF we have hereunto set our hands on the dates set opposite
our respective signatures.
Name Capacity Date
---- -------- ----
President, Principal
/s/ Peter M. Donovan Executive Officer and
- ------------------------ Trustee March 25, 1998
Peter M. Donovan
Treasurer and Principal
/s/ James L. O'Connor Financial and Accounting
- ------------------------ Officer March 25, 1998
James L. O'Connor
/s/ H. Day Brigham, Jr.
- ------------------------ Trustee March 25, 1998
H. Day Brigham, Jr.
/s/ Judith R. Corchard
- ------------------------ Trustee March 25, 1998
Judith R. Corchard
/s/ Winthrop S. Emmet
- ------------------------ Trustee March 25, 1998
Winthrop S. Emmet
/s/ Leland Miles
- ------------------------ Trustee March 25, 1998
Leland Miles
/s/ A.M. Moody, III
- ----------------------- Trustee March 25, 1998
A.M. Moody, III
/s/ Lloyd F. Pierce
- ----------------------- Trustee March 25, 1998
Lloyd F. Pierce
/s/ Richard E. Taber
- ----------------------- Trustee March 25, 1998
Richard E. Taber
/s/ Raymond Van Houtte
- ----------------------- Trustee March 25, 1998
Raymond Van Houtte
[ARTICLE] 6
[CIK] 0001027808
[NAME] CATHOLIC VALUES - INSTITUTIONAL SERVICE SHARES
<TABLE>
<S> <C>
[PERIOD-TYPE] 12-MOS
[FISCAL-YEAR-END] DEC-31-1997
[PERIOD-END] DEC-31-1997
[INVESTMENTS-AT-COST] 9,264,976
[INVESTMENTS-AT-VALUE] 9,841,868
[RECEIVABLES] 63,663
[ASSETS-OTHER] 131,772
[OTHER-ITEMS-ASSETS] 215,078
[TOTAL-ASSETS] 10,252,381
[PAYABLE-FOR-SECURITIES] 0
[SENIOR-LONG-TERM-DEBT] 0
[OTHER-ITEMS-LIABILITIES] 169,736
[TOTAL-LIABILITIES] 169,736
[SENIOR-EQUITY] 0
[PAID-IN-CAPITAL-COMMON] 9,500,628
[SHARES-COMMON-STOCK] 730,396
[SHARES-COMMON-PRIOR] 0
[ACCUMULATED-NII-CURRENT] 0
[OVERDISTRIBUTION-NII] 0
[ACCUMULATED-NET-GAINS] 5,125
[OVERDISTRIBUTION-GAINS] 0
[ACCUM-APPREC-OR-DEPREC] 576,892
[NET-ASSETS] 8,685,768
[DIVIDEND-INCOME] 41,662
[INTEREST-INCOME] 0
[OTHER-INCOME] 0
[EXPENSES-NET] 44,575
[NET-INVESTMENT-INCOME] (2,913)
[REALIZED-GAINS-CURRENT] 41,503
[APPREC-INCREASE-CURRENT] 576,892
[NET-CHANGE-FROM-OPS] 615,482
[EQUALIZATION] 0
[DISTRIBUTIONS-OF-INCOME] 0
[DISTRIBUTIONS-OF-GAINS] 29,065
[DISTRIBUTIONS-OTHER] 0
[NUMBER-OF-SHARES-SOLD] 719,002
[NUMBER-OF-SHARES-REDEEMED] 656
[SHARES-REINVESTED] 2,050
[NET-CHANGE-IN-ASSETS] 8,148,360
[ACCUMULATED-NII-PRIOR] 0
[ACCUMULATED-GAINS-PRIOR] 0
[OVERDISTRIB-NII-PRIOR] 0
[OVERDIST-NET-GAINS-PRIOR] 0
[GROSS-ADVISORY-FEES] 20,795
[INTEREST-EXPENSE] 0
[GROSS-EXPENSE] 133,438
[AVERAGE-NET-ASSETS] 3,234,580
[PER-SHARE-NAV-BEGIN] 10.00
[PER-SHARE-NII] 0
[PER-SHARE-GAIN-APPREC] 1.930
[PER-SHARE-DIVIDEND] 0
[PER-SHARE-DISTRIBUTIONS] (0.040)
[RETURNS-OF-CAPITAL] 0
[PER-SHARE-NAV-END] 11.89
[EXPENSE-RATIO] 4.50
[AVG-DEBT-OUTSTANDING] 0
[AVG-DEBT-PER-SHARE] 0
</TABLE>
[ARTICLE] 6
[CIK] 0001027808
[NAME] CATHOLIC VALUES - INDIVIDUAL SHARES
<TABLE>
<S> <C>
[PERIOD-TYPE] 12-MOS
[FISCAL-YEAR-END] DEC-31-1997
[PERIOD-END] DEC-31-1997
[INVESTMENTS-AT-COST] 9,264,976
[INVESTMENTS-AT-VALUE] 9,841,868
[RECEIVABLES] 63,663
[ASSETS-OTHER] 131,772
[OTHER-ITEMS-ASSETS] 215,078
[TOTAL-ASSETS] 10,252,381
[PAYABLE-FOR-SECURITIES] 0
[SENIOR-LONG-TERM-DEBT] 0
[OTHER-ITEMS-LIABILITIES] 169,736
[TOTAL-LIABILITIES] 169,736
[SENIOR-EQUITY] 0
[PAID-IN-CAPITAL-COMMON] 9,500,628
[SHARES-COMMON-STOCK] 117,722
[SHARES-COMMON-PRIOR] 0
[ACCUMULATED-NII-CURRENT] 0
[OVERDISTRIBUTION-NII] 0
[ACCUMULATED-NET-GAINS] 5,125
[OVERDISTRIBUTION-GAINS] 0
[ACCUM-APPREC-OR-DEPREC] 576,892
[NET-ASSETS] 1,396,877
[DIVIDEND-INCOME] 41,662
[INTEREST-INCOME] 0
[OTHER-INCOME] 0
[EXPENSES-NET] 44,575
[NET-INVESTMENT-INCOME] (2,913)
[REALIZED-GAINS-CURRENT] 41,503
[APPREC-INCREASE-CURRENT] 576,892
[NET-CHANGE-FROM-OPS] 615,482
[EQUALIZATION] 0
[DISTRIBUTIONS-OF-INCOME] 0
[DISTRIBUTIONS-OF-GAINS] 4,400
[DISTRIBUTIONS-OTHER] 0
[NUMBER-OF-SHARES-SOLD] 118,987
[NUMBER-OF-SHARES-REDEEMED] 1,620
[SHARES-REINVESTED] 355
[NET-CHANGE-IN-ASSETS] 1,252,268
[ACCUMULATED-NII-PRIOR] 0
[ACCUMULATED-GAINS-PRIOR] 0
[OVERDISTRIB-NII-PRIOR] 0
[OVERDIST-NET-GAINS-PRIOR] 0
[GROSS-ADVISORY-FEES] 20,795
[INTEREST-EXPENSE] 0
[GROSS-EXPENSE] 133,438
[AVERAGE-NET-ASSETS] 934,119
[PER-SHARE-NAV-BEGIN] 10.00
[PER-SHARE-NII] (0.024)
[PER-SHARE-GAIN-APPREC] 1.934
[PER-SHARE-DIVIDEND] 0
[PER-SHARE-DISTRIBUTIONS] (0.040)
[RETURNS-OF-CAPITAL] 0
[PER-SHARE-NAV-END] 11.87
[EXPENSE-RATIO] 5.69
[AVG-DEBT-OUTSTANDING] 0
[AVG-DEBT-PER-SHARE] 0
</TABLE>