<PAGE>
[graphic omitted]
-----------------
| ICM FUNDS |
| --------- |
-----------------
ICM SERIES TRUST
----------------
ICM/ISABELLE SMALL CAP
VALUE FUND
Semi-Annual Report
June 30, 1999
<PAGE>
ICM/ISABELLE
SMALL CAP VALUE FUND
TABLE OF CONTENTS
Shareholder Letter .............................................. 1
Portfolio of Investments ........................................ 3
Statement of Assets and Liabilities ............................. 6
Statement of Operations ......................................... 7
Statements of Changes in Net Assets ............................. 8
Financial Highlights ............................................ 9
Notes to Financial Statements ................................... 11
<PAGE>
Shareholder Letter
Dear Shareholder:
We are pleased to report the continued strong performance of the ICM/Isabelle
Small Cap Value Fund. For the six month period ended June 30, 1999 your Fund had
a return of 21.4%. The portfolio is performing well after one of the most
difficult years in memory for small company stocks. As an investor, your
patience is being rewarded with a great quarter that brings our twelve month
return to -7.19% and since inception (March 9, 1998) number to -16.10%. We
firmly believe that the remainder of 1999 will continue to reward small cap
investors and it may be an opportune time to increase your allocation to the
ICM/Isabelle Small Cap Value Fund.
Relative to widely followed market indices, the Fund also performed well. For
the six month period ended June 30, 1999 the S&P 500 had a return of 12.38%, the
Dow Jones Industrials had a return of 20.46%, and the Russell 2000 small company
stock index had a return of 9.28%.
Our continued commitment to a disciplined investment philosophy, which focuses
on determining the economic value of a business, coupled with a change in market
sentiment toward smaller capitalization stocks proved rewarding for shareholders
during the first half of the year.
o The long-term values that we have assembled in the Fund have, in many
instances, begun to respond to sales and/or earnings growth.
o Liquidity for small capitalization issues has begun to improve. The appeal of
large capitalization issues has lost some of its luster and the market has
rotated out of the top 20-25 largest growth companies in search of value.
o Strategic buyers have found it difficult to ignore the value available in the
small capitalization segment of the market and have returned to buying
quality companies at a discount.
We are encouraged by the progress we have made during the first half of 1999 and
continue to believe there are extraordinary values to be found in small company
stocks. A few examples of the values that our investment team has uncovered
include:
Measurement Specialties Inc. (MSS: 5.8% of net assets) - A leading designer,
developer and producer of electronic sensors and sensor-based consumer products.
The company's products include sensors for industrial applications, kitchen and
postal scales, tire pressure gauges and body-weight scales. The company recently
reported record sales, record net income and a record backlog of orders.
Measurement Specialties stock began the year around $4.00 a share and has
recently topped $14.00. Despite its recent performance, we believe the company
remains a compelling value due to the continued strength of its business.
Elite Information Group (ELTE: 4.1%) - Formerly known as Broadway & Seymour,
Elite has sold unprofitable divisions to focus on its core business of providing
practice management software to more than 650 clients including more than half
of the top 100 U.S. law firms. Earnings have turned positive and we view the
situation as a classic turnaround.
Material Sciences Corp. (MSC: 3.2%) - A market leader in its three principle
business segments: Coated Products including coil painting and hot-dip
galvanizing to the construction, automotive and appliance markets; Engineered
Materials including laminates and composites for the automotive, lighting and
computer disk drive markets; and Specialty Films which provide solar control and
safety window film. We believe MSC offers great value as it is a market leader
with net sales up 47%, net income up 57%, and selling slightly above book value
at a price-to-earnings ratio of 13X 1999 earnings.
These examples represent the type of values that are contained in the
ICM/Isabelle Small Cap Value Fund and we will continue to search-out companies
that we believe to have the greatest long-term potential for your Fund.
Thank you for your continued trust and confidence.
Sincerely,
/s/ Warren J. Isabelle
Warren J. Isabelle
- -----------------------------------------
The views expressed in this report reflect those of the portfolio manager, only
through the period of this report as stated on the cover. The manager's views
are subject to change at any time based on the market and other conditions.
Information provided regarding specific portfolio positions should not be
considered a recommendation to buy or sell such securities.
* Past performance is no guarantee of future results. Year-to-date performance
is measured from January 1, 1999 to June 30, 1999 and is based upon total
return of the Investor Class of shares. Return figures are net of any expense
reimbursement or fee waiver. Without such expense reimbursement and fee
waiver, the returns would be lower. Investment return and principal value of
mutual funds will vary with market conditions so that shares when redeemed,
may be worth more or less than their original cost. Small company stocks may
be more volatile and less liquid than large company stocks. The Russell 2000
Index is an unmanaged index of stocks considered representative of the small
cap market. The S&P 500 Index is an unmanaged index of 500 widely traded
industrial, transportation, financial, and public utility stocks. The Dow
Jones Industrial average is unmanaged and is a price weighted average of 30
stocks. You cannot directly invest in an index. Please read the prospectus
carefully before you invest or send money. Distributor: First Data
Distributors, Inc.
<PAGE>
ICM/ISABELLE SMALL CAP VALUE FUND
PORTFOLIO OF INVESTMENTS
June 30, 1999 (UNAUDITED)
Market
Shares Value
COMMON STOCKS - 98.63%
BASIC MATERIALS - 14.67%
9,500 ACX Technologies, Inc.* $ 154,375
26,200 Armco, Inc.* 173,575
15,000 Commonwealth Industries, Inc. 187,500
84,500 Crown Vantage, Inc.* 184,844
9,000 Hanna (M.A.) Co. 147,937
16,000 Material Sciences Corp.* 240,000
--------------
1,088,231
--------------
CAPITAL GOODS - 17.89%
20,400 DT Industries, Inc. 187,425
7,100 ESCO Electronics Corp.* 90,969
9,700 Kollmorgen Corp. 145,500
18,100 MagneTek, Inc.* 191,181
8,000 Power-One, Inc. * 197,000
12,000 RTI International Metals, Inc.* 176,250
7,800 Sames Corp. 155,025
15,000 Woodhead Industries, Inc. 183,750
--------------
1,327,100
--------------
COMMUNICATION SERVICES - 2.73%
36,900 Signal Technology, Corp. * 202,950
--------------
CONSUMER CYCLICALS - 13.39%
37,500 Acme Electric Corp.* 203,906
4,000 InterTAN, Inc.* 82,000
35,500 Measurement Specialties, Inc.* 430,438
10,200 Nashua Corp. 100,725
11,000 Vallen Corporation * 176,000
--------------
993,069
--------------
CONSUMER STAPLES - 4.17%
21,200 WLR Foods, Inc. 172,250
57,900 Worldtex, Inc.* 137,512
--------------
309,762
--------------
ENERGY - 9.16%
31,600 Key Energy Services, Inc.* 112,575
15,000 Maverick Tube Corp. * 209,063
9,500 Plains Resources, Inc.* 180,500
16,500 Triton Energy Limited * 177,375
--------------
679,513
--------------
FINANCIAL SERVICES - 11.04%
13,600 Ceres Group, Inc.* 124,950
57,000 Elite Information Group, Inc.* 306,375
6,000 StanCorp Financial Group, Inc.* 180,000
52,700 Transmedia Network, Inc. 207,506
--------------
818,831
--------------
HEALTH CARE - 8.28%
11,100 EPIX Medical, Inc. * 61,050
8,000 I-STAT Corp.* 73,000
90,000 Medical Resources, Inc.* 149,062
32,800 Neurocrine Biosciences, Inc.* 170,150
49,500 Scios, Inc.* 160,875
--------------
614,137
--------------
TECHNOLOGY - 14.86%
11,000 Anacomp, Inc.* 187,000
8,000 ANSYS, Inc.* 79,500
23,715 CSP, Inc. * 157,112
9,735 GSI Lumonics, Inc.* 37,115
31,300 Inso Corp.* 168,238
16,600 Landec Corp.* 63,287
40,000 OpenROUTE Networks, Inc. * 170,000
20,000 Pioneer-Standard Electronics, Inc. 240,000
--------------
1,102,252
--------------
TRANSPORTATION - 2.44%
10,200 Yellow Corp. 181,050
--------------
TOTAL COMMON STOCKS (COST $7,257,485) 7,316,895
--------------
TOTAL INVESTMENTS
(COST $7,257,485)** - 98.63% 7,316,895
CASH AND OTHER ASSETS
NET OF LIABILITIES - 1.37% 101,820
--------------
NET ASSETS - 100.00% $ 7,418,715
==============
- -------------
* Non-income producing security
** Cost for federal income tax purposes is $7,257,485
and net unrealized appreciation consists of:
Gross unrealized appreciation ..... $ 1,110,050
Gross unrealized depreciation ..... (1,050,640)
--------------
Net unrealized appreciation $ 59,410
==============
The accompanying notes are an integral part of the Financial Statements.
<PAGE>
ICM/ISABELLE SMALL CAP VALUE FUND
STATEMENT OF ASSETS AND LIABILITIES
June 30, 1999 (UNAUDITED)
ASSETS:
Investments in securities at market value
(identified cost $7,257,485) (Note 1) $ 7,316,895
Receivable for investments sold 438,719
Receivable for fund shares sold 46,850
Due from adviser (Note 3) 54,183
Deferred organization costs (Note 1) 44,490
Other assets 990
--------------
TOTAL ASSETS 7,902,127
--------------
LIABILITIES:
Payable for securities purchased 107,739
Cash overdraft 303,954
Accrued expenses 70,273
Accrued distribution expenses 1,446
--------------
TOTAL LIABILITIES 483,412
--------------
NET ASSETS $ 7,418,715
==============
INVESTMENT CLASS SHARES (NOTE 1):
Net assets (Unlimited shares of $0.001 par beneficial
interest authorized; 344,183 shares outstanding) $ 2,887,776
==============
Net asset value, offering and redemption price per
Investment Class Share
($2,887,776 / 344,183 shares) $ 8.39
==============
INSTITUTIONAL CLASS SHARES (NOTE 1):
Net assets (Unlimited shares of $0.001 par beneficial
interest authorized; 539,374 shares outstanding) $ 4,530,939
==============
Net asset value, offering and redemption price per
Institutional Class Share
($4,530,939 / 539,374 shares) $ 8.40
==============
NET ASSETS CONSIST OF:
Paid-in capital 7,984,014
Accumulated net investment loss (49,040)
Accumulated net realized loss on investments (575,669)
Net unrealized appreciation on investments 59,410
--------------
NET ASSETS $ 7,418,715
==============
The accompanying notes are an integral part of the Financial Statements.
<PAGE>
ICM/ISABELLE SMALL CAP VALUE FUND
STATEMENT OF OPERATIONS
June 30, 1999 (UNAUDITED)
FOR THE SIX MONTHS
ENDED
JUNE 30, 1999
--------------
INVESTMENT INCOME:
Dividends $ 6,390
Interest 243
--------------
TOTAL INCOME 6,633
--------------
EXPENSES:
Investment advisory fees (Note 3) 30,757
Transfer agent fees 28,427
Administration fees 27,552
Professional fees 21,308
Accounting fees 19,850
Registration fees 14,181
Amortization of organization costs (Note 1) 5,975
Printing expenses 3,833
Custodian fees (Note 3) 3,451
Trustees fees 2,976
Distribution fees - Investment Class (Note 4) 2,777
Insurance expenses 2,050
--------------
TOTAL EXPENSES 163,137
Fees waived and expenses reimbursed by
Adviser (Note 3) (106,971)
Credits allowed by custodian (Note 3) (493)
--------------
NET EXPENSES 55,673
--------------
NET INVESTMENT LOSS (49,040)
--------------
REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
Net realized gain on investments 236,904
Net change in unrealized appreciation of investments 1,058,589
--------------
Net realized and unrealized gain on investments 1,295,493
--------------
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS $ 1,246,453
==============
The accompanying notes are an integral part of the Financial Statements.
<PAGE>
ICM/ISABELLE SMALL CAP VALUE FUND
STATEMENTS OF CHANGES IN NET ASSETS
June 30, 1999 (UNAUDITED)
<TABLE>
<CAPTION>
FOR THE PERIOD
FOR THE SIX MONTHS MARCH 9, 1998*
ENDED THROUGH
JUNE 30, 1999 DECEMBER 31, 1998
------------------ -----------------
<S> <C> <C>
OPERATIONS:
Net investment loss $ (49,040) $ (31,257)
Net realized gain/(loss) on investments 236,904 (812,573)
Net change in unrealized appreciation/
(depreciation) of investments 1,058,589 (999,179)
----------- -----------
Net increase/(decrease) in net
assets resulting from operations 1,246,453 (1,843,009)
----------- -----------
CAPITAL SHARE TRANSACTIONS
Shares sold:
Investment Class 1,071,957 2,144,314
Institutional Class -- 5,500,000
Shares redeemed:
Investment Class (294,655) (206,284)
Institutional Class -- (300,061)
----------- -----------
Increase in net assets derived from
capital share transactions (a) 777,302 7,137,969
----------- -----------
TOTAL INCREASE IN NET ASSETS 2,023,755 5,294,960
----------- -----------
NET ASSETS:
Beginning of period 5,394,960 100,000
----------- -----------
End of period (including accumulated net
investment loss of ($49,040) and $0,
respectively) $ 7,418,715 $ 5,394,960
=========== ===========
(a) Transactions in capital stock were:
Shares sold:
Investment Class 145,212 270,372
Institutional Class -- 589,374
Shares redeemed:
Investment Class (41,327) (30,074)
Institutional Class -- (50,000)
----------- -----------
Increase in shares outstanding 103,885 779,672
=========== ===========
- --------------
* Commencement of investment operations for the Investment Class.
Commencement of operations for the Institutional Class was March 29, 1998.
</TABLE>
The accompanying notes are an integral part of the Financial Statements.
<PAGE>
ICM/ISABELLE SMALL CAP VALUE FUND
FINANCIAL HIGHLIGHTS
June 30, 1999 (UNAUDITED)
The table below sets forth financial data for one share of capital stock
outstanding throughout each period presented.
<TABLE>
<CAPTION>
INVESTMENT INVESTMENT
CLASS CLASS
------------------ -----------------
FOR THE PERIOD
FOR THE SIX MONTHS MARCH 9, 1998*
ENDED THROUGH
JUNE 30, 1999 DECEMBER 31, 1998
------------------ -----------------
<S> <C> <C>
NET ASSET VALUE, BEGINNING OF PERIOD $ 6.91 $ 10.00
----------- -----------
Income From Investment Operations:
Net investment loss (0.06) (0.04)
Net gains/(losses) on securities
(both realized and unrealized) 1.54 (3.05)
----------- -----------
TOTAL FROM INVESTMENT OPERATIONS 1.48 (3.09)
----------- -----------
NET ASSET VALUE, END OF PERIOD $ 8.39 $ 6.91
=========== ===========
TOTAL RETURN (NOT ANNUALIZED) 21.42% (30.90%)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (in 000s) $ 2,888 $ 1,660
Ratio of expenses to average net assets:
Before expense reimbursement(2) 5.44%(1) 8.81%(1)
After expense reimbursement(2) 1.95%(1) 1.95%(1)
Ratio of net investment loss to
average net assets:
Before expense reimbursement(2) (5.24%)(1) (7.99%)(1)
After expense reimbursement(2) (1.75%)(1) (1.13%)(1)
Portfolio turnover rate 44.32% 21.43%
- -------------------
* Commencement of investment operations.
(1) Annualized.
(2) Includes custody earnings credits.
</TABLE>
The accompanying notes are an integral part of the Financial Statements.
<PAGE>
ICM/ISABELLE SMALL CAP VALUE FUND
FINANCIAL HIGHLIGHTS
June 30, 1999 (UNAUDITED)
The table below sets forth financial data for one share of capital stock
outstanding throughout each period presented.
<TABLE>
<CAPTION>
INSTITUTIONAL INSTITUTIONAL
CLASS CLASS
------------------ -----------------
FOR THE PERIOD
FOR THE SIX MONTHS MARCH 29, 1998*
ENDED THROUGH
JUNE 30, 1999 DECEMBER 31, 1998
------------------ -----------------
<S> <C> <C>
NET ASSET VALUE, BEGINNING OF PERIOD $ 6.92 $ 10.00
----------- -----------
Income From Investment Operations:
Net investment loss (0.05) (0.04)
Net gains/(losses) on securities
(both realized and unrealized) 1.53 (3.04)
----------- -----------
TOTAL FROM INVESTMENT OPERATIONS 1.48 (3.08)
----------- -----------
NET ASSET VALUE, END OF PERIOD $ 8.40 $ 6.92
=========== ===========
TOTAL RETURN (NOT ANNUALIZED) 21.39% (30.80%)
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (in 000s) $ 4,531 $ 3,734
Ratio of expenses to average net assets:
Before expense reimbursement(2) 5.19%(1) 8.56%(1)
After expense reimbursement(2) 1.70%(1) 1.70%(1)
Ratio of net investment loss
to average net assets:
Before expense reimbursement(2) (4.99%)(1) (7.74%)(1)
After expense reimbursement(2) (1.50%)(1) (0.88%)(1)
Portfolio turnover rate 44.32% 21.43%
- -----------------
* Commencement of investment operations.
(1) Annualized
(2) Includes custody earnings credits.
</TABLE>
The accompanying notes are an integral part of the Financial Statements.
<PAGE>
ICM/ISABELLE SMALL CAP VALUE FUND
NOTES TO FINANCIAL STATEMENTS
June 30, 1999 (UNAUDITED)
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES
ICM/Isabelle Small Cap Value Fund (the "Fund"), a series of ICM Series Trust
(the "Trust") was organized as a Massachusetts business trust pursuant to a
trust agreement dated November 18, 1997. The Trust is registered under the
Investment Company Act of 1940, as amended (the "1940 Act"). The Fund offers two
classes of shares (Investment Class shares and Institutional Class shares) each
of which has equal rights as to class and voting privileges. The Investment
Class has exclusive voting rights with respect to its distribution plan pursuant
to Rule 12b-1 ("12b-1 Plan") and is subject to 12b-1 Plan expenses. The Fund
commenced operations on March 9, 1998 (March 29, 1998 for the Institutional
Class). The investment objective of the Fund is to seek capital appreciation by
investing in a diversified portfolio of securities consisting primarily of
common stocks. The following is a summary of significant accounting policies
consistently followed by the Fund in the preparation of its financial
statements. The policies are in conformity with generally accepted accounting
principles for investment companies.
A. SECURITY VALUATION. Investments in securities are valued at the last
reported sales price on the national securities exchange or national
securities market on which such securities are primarily traded on the last
business day of the period. Unlisted securities, or listed securities in
which there were no sales, are valued at the mean of the closing bid and ask
prices. Short-term obligations with remaining maturities of 60 days or less
are valued at amortized cost plus accrued interest, which approximates market
value. Any securities or other assets for which recent market quotations are
not readily available are valued at fair value as determined in good faith
under the direction of the Board of Trustees.
B. INVESTMENT INCOME AND SECURITIES TRANSACTIONS. Security transactions are
accounted for on the date the securities are purchased or sold (trade date).
Cost is determined and gains and losses are based on the identified cost
basis for both financial statement and federal income tax purposes. Dividend
income is reported on the ex-dividend date. Interest income and expenses are
accrued daily.
C. NET ASSET VALUE PER SHARE. Net asset value per share of each class of
shares of the Fund is determined daily as of the close of trading on the New
York Stock Exchange by dividing the value of its net assets, less liabilities
attributable to that class, by the number of outstanding shares of that
class. The net asset value of the classes may differ because of different
fees and expenses charged to each class.
D. ORGANIZATION COSTS. Organization costs are amortized on a straight line
basis over five years from commencement of operations. If any of the original
shares are redeemed by any holder thereof prior to the end of the
amortization period, the redemption proceeds will be decreased by the pro
rata share of the unamortized organizational costs as of the date of
redemption. The pro rata shares will be derived by dividing the number of
original shares redeemed by the total number of original shares
outstanding at the time of redemption.
E. FEDERAL INCOME TAXES. The Trust intends to continue to qualify each
year as a regulated investment company by complying with all requirements of
the Internal Revenue Code of 1986, as amended, applicable to regulated
investment companies including, among other things, distributing
substantially all of its earnings to its shareholders. Therefore, no
federal income tax provision is required.
F. INCOME AND EXPENSES. Expenses directly attributable to a particular class
are charged directly to such class. In calculating net asset value per share
of each class, investment income, realized and unrealized gains and losses
and expenses, other than class specific expenses, are allocated daily to each
class of shares based on the proportion of net assets of each class at the
beginning of that day.
G. DISTRIBUTIONS TO SHAREHOLDERS. The Fund will distribute substantially all
of its net investment income and capital gains, if any, annually.
Distributions to shareholders are recorded on the ex-dividend date. Income
and capital gain distributions are determined in accordance with income tax
regulations, which may differ from generally accepted accounting principals.
H. USE OF ESTIMATES. In preparing financial statements in conformity with
generally accepted accounting principles, management makes estimates and
assumptions that affect the reported amounts of assets and liabilities at the
date of the financial statements, as well as the reported amounts of revenues
and expenses during the reporting period. Actual results could differ from
those estimates.
NOTE 2 - PURCHASES AND SALES OF SECURITIES
Purchases and sales of securities, other than short-term investments, aggregated
$3,492,425 and $2,746,494 respectively, for the six months ended June 30, 1999.
NOTE 3 - INVESTMENT MANAGEMENT FEE, ADMINISTRATION FEE AND OTHER
TRANSACTIONS
Ironwood Capital Management, LLC ("ICM") serves as the investment advisor for
the Fund pursuant to an investment advisory agreement (the "Agreement") dated
March 2, 1998. Under the terms of the Agreement, ICM receives a fee from the
Fund, accrued daily and paid monthly, at an annual rate of 1.00% of the average
daily net assets of the Fund.
Pursuant to the terms of the Agreement, ICM is obligated for as long as the
Agreement remains in effect, to limit total Fund expenses, including its
investment advisory fee, to 1.95% of the average daily net assets annually for
the Investment Class and 1.70% of the average daily net assets annually for the
Institutional Class, and to waive such fees and expenses to the extent that they
exceed these amounts. For the six months ended June 30, 1999, advisory fees of
$30,757 were waived by ICM and ICM has agreed to reimburse the Fund $76,214.
Unreimbursed balance due from Advisor as of June 30, 1999 was $54,183. Certain
officers and Trustees of the Trust are affiliated persons of ICM.
First Data Investor Services Group, Inc. ("Investor Services Group"), a
subsidiary of First Data Corporation, serves as the Fund's Administrator
pursuant to an Administration Agreement with the Trust on behalf of the Fund.
Under the terms of the agreement, Investor Services Group is entitled to receive
fees based on the aggregate average daily net assets of the Fund, computed daily
and payable monthly at a rate of 0.12% of the first $150 million of net assets,
0.15% of net assets between $150 million and $500 million of net assets, and
varying rates for net assets in excess of $500 million, all subject to a minimum
annual charge of $55,000. A separate fee of $35,000 per annum and $5,000 for any
additional class per annum, will be charged for fund accounting services.
Fifth Third Bank serves as the Fund's custodian. Investor Services Group serves
as the Fund's transfer agent.
Fifth Third Bank has agreed to compensate the Fund and decrease custody fees for
any cash balances left uninvested by it. For the six months ended June 30, 1999,
the Fund's custodian expenses were reduced by $493.
No officer, trustee or employee of ICM, Investor Services Group or First Data
Distributors, Inc. (the "Distributor"), or any affiliate thereof, receives any
compensation from the Trust for serving as a Trustee or officer of the Trust.
The Trust pays each unaffiliated Trustee an annual fee of $2,000 for their
services, including their attendance at board and committee meetings. The Trust
also reimburses each unaffiliated Trustee for travel and out-of-pocket expenses
related to the attendance at such meetings.
NOTE 4 - DISTRIBUTION PLAN
The Trustees of the Fund have adopted a 12b-1 Plan with respect to the
Investment Class shares pursuant to Section 12(b) of the 1940 Act and Rule 12b-1
thereunder, which permits the Fund to pay certain expenses associated with the
distribution of its Investment Class shares. Under the 12b-1 Plan, the Fund
compensates the Distributor, at a fee calculated at an annual rate of up to
0.25% of the value of the average daily net assets attributable to the
Investment Class shares for distribution expenses borne, or paid to others, by
the Distributor. For the six months ended June 30, 1999, the Fund incurred
$2,777 in the distribution costs for Investment Class shares.
NOTE 5 - SUBSEQUENT EVENTS
On June 1, 1999, the Trustees of the Trust voted to terminate the Fund's
agreements with Investor Services Group and its affiliates and to engage
American Data Services, Inc. ("ADS"), and its affiliate ADS Distributors, Inc.
to perform administrative, accounting, transfer agency and distribution services
for the Fund. The Fund, ICM, Investor Services Group, the Distributor and ADS
are currently in the process of transitioning all such services from Investor
Services Group and the Distributor to ADS and expect to have the transition
completed on or about August 20, 1999. In connection with the termination of the
agreements with Investor Services Group and its affiliates, the Fund will pay a
termination fee of $39,850 and reimburse such parties for conversion expenses.
<PAGE>
Notes
<PAGE>
Notes
<PAGE>
IRONWOOD CAPITAL MANAGEMENT, LLC
AND ICM FUNDS
[graphic omitted]
The Ironwood Tree
is a small, hardy tree, which yields a very useful and solid wood.
Patiently, these trees remain under the forest canopy until taller
neighbors fall. Once given the opportunity, the Ironwood grows quickly
to reach its full potential. We believe this imagery is appropriate for our
firm as well as our investment style.
Ironwood Capital Management, LLC,
the investment manager of the ICM/Isabelle Small Cap Value Fund,
is an independent investment management firm specializing
in investing in small company stocks.
ICM Funds
C/O First Data Investor Services Group
P.O. Box 60529
King of Prussia, PA 19406-0529
1-800-472-6114
- -------------------------------------------------------------------------------
There are risks associated with investing in funds of this type that invest in
stocks of small-sized companies, which tend to be more volatile and less liquid
than stocks of larger companies. Past Fund performance is not indicative of
future results.
This information is not authorized for distribution unless accompanied or
preceded by a current prospectus.
DISTRIBUTOR: FIRST DATA DISTRIBUTORS, INC.
FOR ACCOUNT INFORMATION AND PRICES, CALL 1-800-472-6114 BETWEEN THE HOURS OF
9:00 A.M. AND 5:00 P.M. (EASTERN TIME), MONDAY THROUGH FRIDAY.
DFU 08/99
