ANNUAL REPORT
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Boyle Marathon Fund
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June 30, 2000
<PAGE>
Dear Fellow Shareholders:
It is our pleasure to provide this Annual Report on the Boyle Marathon Fund. For
the year, the Fund returned 56.47% for the shareholders. An investment of
$10,000 in the Fund on July 1, 1999, was worth $15,647 on June 30, 2000. The
same investment in the S&P 500 Index would have returned only 6.05% during that
same period (that is worth $10,605). The Boyle Marathon Fund was 100% tax
efficient in 2000. Looking forward, we will do our very best to beat the S&P 500
Index without taxing our shareholders. Of course, there are no guarantees.
On July 14, 2000, according to data published by Morningstar, the Boyle Marathon
Fund was the No. 1 fund, investing in large growth and value companies with a
total return of 65.86% over the prior 12 months. For the same period, the S&P
500 Index gained 7.32%, and other funds in our category, like the Vanguard 500
Index gained 8.74%, the Fidelity Magellan Fund gained 11.73%, and the Fidelity
Growth and Income Fund gained 4.98%. In the last 12 months, the Fund's
technology stocks were the strongest performers, followed by financial services
and retail stocks.
Going forward, we have an excellent fundamental environment for investing in
stocks with low inflation, high employment, high consumer confidence, bright
prospects for new biotech based drugs, unexpectedly large government surpluses
at all levels of government, strong corporate earnings, and a very watchful
Federal Reserve. We expect that the broadband companies (including optical
components for fiber optic networks, wireless devices and components, and high
speed switches and routers), business-to-business e-commerce, selected
retailers, and securities brokers will have a strong second half of the year. We
are further expecting significant breakthroughs in medicines and continued
interest in staying healthy. So, the Fund has positions in the leading
pharmaceutical and biotech companies. Those strong trends should continue for at
least 3 years. This is a favorable backdrop for investing in stocks for the long
run.
We thank our shareholders for their continued confidence and trust. Please feel
free to call us toll free if you have a question or visit our web site for daily
updates.
Respectfully submitted,
/S/ Mike /S/ Joanne
---------------------------
Michael J. and Joanne E. Boyle
P.S. Morningstar ranks the Boyle Marathon Fund as the No. 1 fund in our category
over the 12-month period ending July 13, 2000. Please tell your good friends.
<PAGE>
INDEPENDENT AUDITOR'S REPORT
To The Shareholders and
Board of Trustees
Boyle Marathon Fund:
We have audited the accompanying statement of assets and liabilities of Boyle
Marathon Fund, including the schedule of portfolio investments, as of June 30,
2000, and the related statement of operations for the year then ended, the
statements of changes in net assets for each of the two years in the period then
ended and financial highlights for each of the two years and the period from
February 23, 1998 (commencement of operations) to June 30, 1998 in the period
then ended. These financial statements and financial highlights are the
responsibility of the Fund's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of investments and cash held by
the custodian as of June 30, 2000 by correspondence with the custodian. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of Boyle
Marathon Fund as of June 30, 2000, the results of its operations for the year
then ended, the changes in its net assets for each of the two years in the
period then ended and the financial highlights for each of the two years and for
the period from February 23, 1998 (commencement of operations) to June 30, 1998
in the period then ended, in conformity with generally accepted accounting
principles.
McCurdy & Associates CPA's, Inc.
Westlake, Ohio
July 21, 2000
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Boyle Marathon Fund
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Shares/Principal Amount Market % Assets
Value
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Technology
500 ADC Telecommunications* 41,937
152 Agilent Inc.* 11,210
300 Analog Devices* 22,800
1,400 Apple Computer Inc.* 73,325
3,800 Applied Micro Circuits Corp.* 375,250
700 Applied Materials Inc.* 63,437
600 Ariba Inc.* 58,828
800 Broadcom Inc.* 175,150
9,000 Cisco Systems Inc.* 572,063
1,000 Dell Computer Corp.* 49,313
7,400 EMC Corporation* 569,337
5,800 Exodus Communications.* 267,162
300 Foundry Networks* 33,150
400 Hewlett-Packard Co. 49,950
800 Intel Corp. 106,950
5,600 JDS Uniphase* 671,300
800 Juniper Networks Inc.* 116,450
1,400 Micro-Muse Inc* 231,678
1,000 Microsoft Corp.* 80,000
2,600 Network Appliance* 209,300
1,000 Nortel Networks 68,250
800 Nokia 39,950
1,600 Oracle Corp.* 134,500
800 PMC Sierra Corp.* 142,150
200 Rambus* 20,600
800 QUALCOM Inc.* 48,000
1,000 SDL, Inc.* 285,188
700 Siebel Systems Inc.* 114,494
3,100 Sun Microsystems* 281,906
400 Texas Instruments 27,475
3,800 Triquint Semiconductor Inc.* 363,613
600 Yahoo! Inc.* 74,325
---------
5,379,041 86.11%
<PAGE>
Retail
500 Costco Wholesale Corp.* 16,500
1,300 Gap Inc. 40,625
2,500 Home Depot Inc. 124,844
800 Wal-Mart Stores Inc. 46,100
---------
228,069 3.65%
Pharmaceuticals
300 Johnson & Johnson 30,562
1,800 Medimmune, Inc.* 133,200
500 Novartis G ADS 20,000
---------
183,762 2.94%
Financial Services
300 Fannie Mae 15,656
3,500 Knight Trading Group* 104,344
4,500 Schwab (Charles) Corp. 151,313
---------
271,313 4.34%
Total Common Stock 6,062,185 97.04%
Cash and Equivalents
196,868 Fountain Square Treasury 196,868 3.15%
---------
Total Investments (cost $4,020,825) 6,259,053 100.20%
Other Assets Less Liabilities (12,256) -0.20%
Net Assets 6,246,797 100.00%
<PAGE>
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Boyle Marathon Fund
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Statement of Assets and Liabilites
June 30, 2000
Assets:
Investment Securities at Market Value 6,259,053
(Identified Cost - $4,020,825)
Cash 9,776
Receivables:
Dividends and Interest 1,120
Receivable for shareholder purchases 3,550
Other Assets 5,259
---------
Total Assets 6,278,758
Liabilities
Payables:
Accrued Expenses 31,961
---------
Total Liabilities 31,961
Net Assets 6,246,797
Net Assets Consist of:
Capital Paid In 4,156,715
Undistributed Net Investment Income -
Accumulated Realized Gain (Loss) on Investments - Net (148,146)
Unrealized Appreciation in Value
of Investments Based on Identified Cost - Net 2,238,228
---------
Net Assets, for 277,733 Shares Outstanding 6,246,797
Net Asset Value and Redemption Price
Per Share ($6,246,797/277,733 shares) 22.49
Offering Price Per Share 22.49
<PAGE>
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Boyle Marathon Fund
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Statement of Operations
For the year ended June 30, 2000
Investment Income:
Dividends 2,026
Interest 9,398
---------
Total Investment Income 11,424
Expenses
Management Fees (Note 2) 61,157
Administration Fee 40,771
Audit 8,268
Other expenses 2,177
Organizational Costs 1,995
---------
Total Expenses 114,368
Net Investment Income (102,944)
Realized and Unrealized Gain (Loss) on Investments:
Realized Gain (Loss) on Investments (3,554)
Unrealized Gain (Loss) from
Appreciation (Depreciation) on Investments 1,535,606
---------
Net Realized and Unrealized Gain (Loss) on Investments 1,532,052
Net Increase (Decrease) in Net Assets from Operations 1,429,108
<PAGE>
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Boyle Marathon Fund
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Statement of Changes in Net Assets
<TABLE>
<CAPTION>
7/01/99 7/01/98
to to
6/30/00 6/30/99
<S> <C> <C>
From Operations:
Net Investment Income (102,944) (42,465)
Net Realized Gain (Loss) on Investments (3,554) (77,692)
Net Unrealized Appreciation (Depreciation) 1,535,606 647,127
---------- ----------
Increase (Decrease) in Net Assets from Operations 1,429,108 526,970
From Distributions to Shareholders
Net Investment Income 0 0
Net Realized Gain (Loss) from Security Transactions (66,900) 0
---------- -
Net Increase (Decrease) from Distributions (66,900) 0
From Capital Share Transactions:
Proceeds From Sale of Shares 2,901,346 554,178
Net Asset Value of Shares Issued on Reinvestment of Dividends 66,179 0
Cost of Shares Redeemed (149,343) 0
---------- -
2,818,182 554,178
Net Increase in Net Assets 4,180,390 1,081,148
Net Assets at Beginning of Period 2,066,407 985,259
Net Assets at End of Period 6,246,797 2,066,407
========== ==========
Share Transactions:
Issued 141,021 45,859
Reinvested 3,106 -
Redeemed (7,822) -
---------- -
Net increase (decrease) in shares 136,305 45,859
Shares outstanding beginning of period 141,428 95,569
---------- ----------
Shares outstanding end of period 277,733 141,428
========== ==========
</TABLE>
<PAGE>
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Boyle Marathon Fund
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Financial Highlights
Selected data for a share of common
stock outstanding throughout the period:
<TABLE>
<CAPTION>
7/01/99 7/01/98 2/23/98
to to to
6/30/00 6/30/99 6/30/98 *
<S> <C> <C> <C>
Net Asset Value -
Beginning of Period 14.61 10.31 10.00
Net Investment Income (0.59) (0.36) (0.05)
Net Gains or Losses on Securities
(realized and unrealized) 8.82 4.66 0.36
----- ----- -----
Total from Investment Operations 8.23 4.30 0.31
Distributions (from capital gains) (0.35) 0.00 0.00
----- ----- -----
Total Distributions (0.35) 0.00 0.00
Net Asset Value -
End of Period 22.49 14.61 10.31
Total Return 56.47% 41.71% 8.84%
Ratios/Supplemental Data
Net Assets - End of Period (Thousands) 6,247 2,066 985
Before reimbursements
Ratio of Expenses to Average Net Assets 2.78% 3.36% 6.59%
Ratio of Net Income to Average Net Assets (2.50)% (2.97)% (3.98)%
After reimbursements
Ratio of Expenses to Average Net Assets 2.78% 3.36% 4.09%
Ratio of Net Income to Average Net Assets (2.50)% (2.97)% (1.48)%
Portfolio Turnover Rate 74.67% 59.04% 0.00%
*Annualized
</TABLE>
<PAGE>
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BOYLE MARATHON FUND
Notes to Financial Statements
June 30, 2000
1.)SIGNIFICANT ACCOUNTING POLICIES
The Fund is an open-end management investment company, organized as a Trust
under the laws of the State of Delaware by a Declaration of Trust in
October 1997. The Fund's investment objective is long-term capital
appreciation. The Fund intends to invest primarily in securities of
companies in the technology, financial services, pharmaceutical, and retail
fields. Significant accounting policies of the Fund are presented below:
SECURITY VALUATION:
The Fund intends to invest in a wide variety of equity and debt securities.
The investments in securities are carried at market value. The market
quotation used for common stocks, including those listed on the NASDAQ
National Market System, is the last sale price on the date on which the
valuation is made or, in the absence of sales, at the closing bid price.
Over-the-counter securities will be valued on the basis of the bid price at
the close of each business day. Short-term investments are valued at
amortized cost, which approximates market. Securities for which market
quotations are not readily available will be valued at fair value as
determined in good faith pursuant to procedures established by the Board of
Directors.
SECURITY TRANSACTION TIMING
Security transactions are recorded on the dates transactions are entered
into. Dividend income and distributions to shareholders are recorded on the
ex-dividend date. Interest income is recorded as earned. The Fund uses the
identified cost basis in computing gain or loss on sale of investment
securities. Discounts and premiums on securities purchased are amortized
over the life of the respective securities.
INCOME TAXES:
It is the Fund's policy to distribute annually, prior to the end of the
calendar year, dividends sufficient to satisfy excise tax requirements of
the Internal Revenue Service. This Internal Revenue Service requirement may
cause an excess of distributions over the book year-end accumulated income.
In addition, it is the Fund's policy to distribute annually, after the end
of the fiscal year, any remaining net investment income and net realized
capital gains.
ESTIMATES:
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates.
2.)INVESTMENT ADVISORY AGREEMENT
The Fund has entered into an investment advisory and administration
agreement with Boyle Management and Research, Inc. The Investment Advisor
receives from the Fund as compensation for its services an annual fee of
1.5% on the Fund's net assets. Boyle Management and Research, Inc. receives
from the fund as compensation for its administrative services an annual fee
of 1.0% of the fund's net assets. Boyle Management and Research, Inc. has
agreed to be responsible for payment of all operation expenses of the fund
except for brokerage and commission expenses, expenses of the trustees who
are not officers of the Investment Adviser, annual independent audit
expenses and any extraordinary and non-recurring expenses. From time to
time, Boyle Management and Research, Inc. may waive some or all of the fees
and may reimburse expenses of the Fund.
<PAGE>
3.)RELATED PARTY TRANSACTIONS
Certain owners of Boyle Management and Research, Inc. are also owners
and/or trustees of the Boyle Marathon Fund. These individuals may receive
benefits from any management and or administration fees paid to the
Advisor. Mr. Michael Boyle acted as the Fund's legal counsel during the
year. Mr. Boyle received no compensation for these services. As of July 1,
2000, legal counsel to the Fund will be provided by McDonald, Hopkins,
Burke & Haber Co. LPA, an unaffiliated law firm.
As of June 30, 2000, Michael and Joanne Boyle owned 26.63% of the
outstanding shares of the Fund. Mr. and Mrs. Boyle are officers and
trustees of the Fund. A shareholder who beneficially owns, directly or
indirectly, 25% or more of the Fund's voting securities may be deemed a
"control person" of the Fund (as defined in the Investment Company Act of
1940).
4.)CAPITAL STOCK AND DISTRIBUTION
At June 30, 2000 an indefinite number of shares of capital stock were
authorized, and Capital Paid-In amounted to $4,156,715.
5.)PURCHASES AND SALES OF SECURITIES
During the year ending June 30, 2000, purchases and sales of investment
securities other than U.S. Government obligations and short-term
investments aggregated $5,425,901 and $2,930,020 respectively. Purchases
and sales of U.S. Government obligations aggregated $0 and $0 respectively.
6.)SECURITY TRANSACTIONS
For Federal income tax purposes, the cost of investments owned at June 30,
2000 was the same as identified cost. At June 30, 2000, the composition of
unrealized appreciation (the excess of value over tax cost) and
depreciation (the excess of tax cost over value) was as follows:
Appreciation (Depreciation) Net Appreciation (Depreciation)
2,413,932 (175,704) 2,238,228
7.)RECLASSIFICATION OF CAPITAL ACCOUNTS
The Fund has adopted Statement of Position 93-2, Determination, Disclosure
and Financial Statement Presentation of Income, Capital Gain and Return of
Capital Distributions by Investment Companies. As a result of this
statement, the Fund changed the classification of distributions to
shareholder to better disclose the difference between financial statement
amounts and distributions determined in accordance with income tax
regulations. Accordingly, undistributed net investment loss and Capital
Paid In have been adjusted as of June 30, 2000 in the following amounts.
This restatement did not affect net investment income, net realized gain
(loss) or net assets for the year ended June 30, 2000.
Undistributed Net Investment Loss Capital Paid In
102,944 (102,944)
8.)ORGANIZATION COSTS
Organization costs are being amortized on a straight line basis over a five
year period which will end in February, 2003.
<PAGE>
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Board of Trustees
Michael J. Boyle, Chairman
Joanne E. Boyle
James A. Hughes, Jr.
Edward J. Loftus
Investment Adviser
Boyle Management and Research, Inc.
850 Powell Street, Suite 104
San Francisco, CA 94108
Dividend Paying Agent,
Shareholders' Servicing Agent,
Transfer Agent
Mutual Shareholder Services
1301 E. 9th St., Suite 1005
Cleveland, Ohio 44114
Custodian
Fifth Third Bank
Mutual Fund Services
38 Fountain Square Plaza
MD 1090E5
Cincinnati, Ohio 45263
Independent Auditors
McCurdy & Associates CPA's, Inc.
27955 Clemens Rd
Westlake, Ohio 44145
