LIFETIME ACHIEVEMENT FUND INC
N-1A/A, EX-99.(K), 2000-06-20
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                       LIFETIME ACHIEVEMENT FUND, INC.


























                                Financial Statement

                                  April 6, 2000

                    (With Independent Auditors' Report Thereon)




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                              DOLLECK & FREDERES P.C.
     VERNON E. DOLLECK     CERTIFIED PUBLIC ACCOUNTANTS    10730 PACIFIC STREET
    LOWELL L. FREDERES                                         SUITE 242
CERTIFIED PUBLIC ACCOUNTANTS                              OMAHA, NEBRASKA 68114
                                                           PHONE (402)391-7030
                                                            FAX (402)391-2037
                                                      E-mail: [email protected]


             REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

To the Board of Trustees and Shareholders of
Lifetime Achievement Fund, Inc.

We have audited the accompanying statement of assets and liabilities of
Lifetime Achievement Fund, Inc., as of April 6, 2000, and the related
statement of operation and changes in net assets for the period September 2,
1999 to April 6, 2000. These financial statements are the responsibility of
the Fund's management. Our responsibility is to express an opinion on these
financial statement based on our audit.

We conducted our audit 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 are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, assessing
the accounting principals used and significant estimates made by management,
and evaluating the overall financial statement presentation. We believe that
our audit provides a reasonable basis for our opinion.

In our opinion, the financial statement referred to above present fairly, in
all material respects, the financial position of Lifetime Achievement Fund,
Inc., as of April 6, 2000, the results of its operations for the period
September 2, 1999 to April 6, 2000, and the changes in its net assets for the
period September 2, 1999 to April 6, 2000, in conformity with generally
accepted accounting, principals.

/s/ Dolleck & Frederes, P.C.

DOLLECK & FREDERES P.C.
Certified Public Accountants
April 24, 2000



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                        LIFETIME ACHIEVEMENT FUND, INC.

                      Statement of Assets and Liabilities

                                 April 6, 2000


<TABLE>
<S>                                                            <C>
Assets:

         Cash                                                  $ 121,804
         Prepaid offering costs                                   45,000
                                                               ---------

                   Total assets                                  166,804
                                                               ---------


Liabilities:

         Due to affiliate                                         50,000
                                                                  ------

                   Total liabilities                              50,000
                                                                  ------


Equity:

Net assets applicable to capital stock                          $116,804
                                                                ========

Class A                                                         $116,804
                                                                ========

Capital stock, $0.001 par value per share

Authorized                                          1,000,000,000 shares

Outstanding                                               100,000 shares

Net asset value                                                       $1.17

Maximum offering price per share                                      $1.20
($10.00/x 100/97.5)


</TABLE>


             The accompanying notes are an integral part of these
                             financial statements



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                        LIFETIME ACHIEVEMENT FUND, INC.

                            Statement of Operations

                For the Period September 2, 1999 to April 6, 2000


<TABLE>
<S>                                                            <C>
Investment Income:

Interest                                                       $ 1,804
                                                               -------

          Total investment income                                1,804
                                                               -------


Expenses:

Organizational cost                                            $ 5,000
                                                               -------

          Total expenses                                         5,000
                                                               -------

Net decrease in net assets
   resulting from operations                                   $(3,196)
                                                              ========


</TABLE>



             The accompanying notes are an integral part of these
                             financial statements



<PAGE>

                        LIFETIME ACHIEVEMENT FUND, INC.

                      Statement of Changes in Net Assets

               For the Period September 2, 1999 to April 6, 2000


<TABLE>
<S>                                                            <C>
Operations:

Net investment income (loss)                                  $  (3,196)
                                                              ---------

    Net decrease in net assets resulting
       from operations                                           (3,196)
                                                              ---------

Share transactions
Class A                                                         120,000
                                                              ---------

     Net increase                                               120,000
                                                              ---------

Net Assets:

Beginning of period                                                   0

End of period                                                 $ 116,804
                                                              =========

Net Assets Consist of:

Capital                                                         120,000

Undistributed net investment income (loss)                       (3,196)
                                                              ---------

                                                              $ 116,804
                                                              =========
</TABLE>




             The accompanying notes are an integral part of these
                             financial statements



<PAGE>

                        Lifetime Achievement Fund, Inc.
                  Notes to Statement of Assets and Liabilities
                                  April 6, 2000

Note 1.  Organization

Lifetime Achievement Fund, Inc. is a diversified, open-end mutual fund which
seeks long-term capital appreciation and growth of investment income
primarily by investing in shares of other open-end and closed-end mutual
funds, and, secondarily, investing in listed securities.

The Fund was organized as a Maryland corporation on September 2, 1999, under
the name Manarin Diversified Growth Fund, Inc. The Fund subsequently changed
its corporate name to Lifetime Achievement Fund, Inc., by amending its
articles of incorporation in Maryland. The Fund currently consists of one
series of common stock. The Fund is registered under the Investment Company
Act of 1940, as amended, as an open-end management investment company.

The Fund is authorized to issue one billion shares of beneficial interest
with a par value of $.001 per share (aggregate par value of $1,000,000).
Shares of beneficial interest of the Fund, when issued, are fully paid,
nonassessable, fully transferable, redeemable at the option of the
shareholder and have equal dividend and liquidation rights and noncumulative
voting rights.

The Fund will commence operations on or about June 16, 2000. As of the date
of this report, operations have been limited to organizational matters and
the issuance of initial shares to Roland R. Manarin. The preparation of
financial statements in conformity with generally accepted accounting
principals 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.


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                        Lifetime Achievement Fund, Inc.
                  Notes to Statement of Assets and Liabilities
                                  April 6, 2000




Note 2:  Organization Costs

The Fund incurred organizational expense of $5,000 comprised of legal and
audit services. This has been expensed.

Note 3:  Prepaid Offering Expenses

Offering costs, consisting of legal fees and blue sky fees, will be amortized
over a one year period beginning on or about June 16, 2000, the date the fund
is expected to commence operations.

Note 4:  Transaction with Affiliates

Manarin Investment Council, Inc., owned by Roland R. Manarin, has paid the
organization costs, offering costs, and blue sky fees in the amount of
$50,000. This will be reimbursed by The Fund.

Note 5:  Risks and Uncertainties

The Fund maintained cash balances in excess of the $100,000 insured by the
Federal Deposit Insurance Corporation. The uninsured cash balance was $21,804
as of April 6, 2000.



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