VENUS SERIES TRUST
N-30D, 2000-09-05
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                               SEMI-ANNUAL REPORT









================================================================================


                              India Technology Fund

================================================================================





















                                  June 30, 2000




<PAGE>




                         VENUS CAPITAL MANAGEMENT, INC.
                  31 Milk Street, Suite # 315, Boston, MA 02109
             Ph: 1(617)423-1901, 1(800)720-6850; Fax:1(617)423-1011
            Email: [email protected] URL: www.venuscapital.com



Dear Shareholders:

The India  Technology  Fund (ITF) is the first fund in US, which gives the small
investor a chance to invest in the  high-tech  sector in India.  The fund is not
just a bet on the high-tech sector in India but is a bet on Indians,  as a whole
community.  ITF  intends to invest 50% of the money in US  companies  founded by
Indians and the rest half in India.

Similar  to our fund is the  Amidex35  Index  Fund,  which  invests  in  Israeli
companies  both in Israel  and in US.  The  difference  being that ITF is not an
index fund. We  essentially  aim to beat the  benchmarked  index by better stock
picking.

The  success of  Indians in  networking  space in USA has  created a  tremendous
opportunity  for the ITF.  Indians  have  created  tremendous  amount of wealth,
generated by the  intellectual  property (IP) they have  patented.  The ITF will
invest in companies,  which possess tremendous IP value. Juniper,  Sycamore, i2,
Tibco,  Transwitch,  Broacade,  Q-logic  and  Redback  are  all  Indian  founded
companies,  now enjoying  billions in valuation,  in the stock market today. The
50% to be invested in US will go in companies  such as mentioned  above.  Out of
this portion there will be some  companies  (up to 20%),  which may be privately
owned  (unlisted)  and these will tend to be late stage  investments  in venture
capital/pre-IPO situations.

On the India front,  the software sector continues to grow at an average rate of
65% and exports out of India are expected to cross $6 Billion,  this year versus
$4.4 Billion last year. ITF strategy is to focus on companies,  which are led by
visionaries,  who can  assess  the new areas of growth  and  enter  them  early.
Companies that can identify the  opportunities,  in the  international  markets,
early are usually the most  efficiently  managed.  We will have a combination of
large caps and  mid-caps  in this area.  The new areas  emerging  from India are
media and broadcasting, where the use of software in movie production is driving
exceptional  rates of growth.  Telecom  equipment  is another  emerging  area in
India, which we would be actively investing in.

Both in US and India,  our theme is Internet  infrastructure  companies.  We may
have a few b2b companies  primarily those,  which we believe will survive in the
long run. We expect over 80% of the money to go in the  Internet  infrastructure
based companies.

In May-June, we did no invest much cyclically the period from September-March is
better  for the stock  market.  We expect  to get fully  invested  by the end of
October. Our current portfolio is as follows:

              Company                          Exchange Traded On
------------------------------------- -------------------------------------
Satyam Infoway                        Nasdaq
Healtheon                             Nasdaq
Stratos Lightwaves                    Nasdaq
Wipro                                 Bombay
Satyam Computers                      Bombay
------------------------------------- -------------------------------------
<PAGE>
Satyam Infoway is the largest private  Internet  service provider (ISP) in India
and will benefit from the rise of use of Internet,  which stands at a paltry 1.2
million people currently.  Healtheon,  we believe will be a b2b survivor as they
have over a billion in cash and the backing of Janus funds,  Microsoft  and News
Corp.  Stratos makes components and sub-systems for optical networks.  Wipro, is
one of the largest customized  software  manufacturers in India and has received
the sigma  level V  certifications  on the process  methodology.  There are only
about 10 companies in the world, who have been able to achieve the same.  Satyam
Computers is one of the largest  software  companies in India and is planning to
lists its shares in US in October.

We are  continuing  to find  attractive  opportunities  in India as the software
stocks have on average  declined 65% from their peaks made in March,  this year.
The valuations are reasonable and long-term trend is extremely positive as India
increases its exports from $4.4 Billion to $55 billion by 2005.

The ITF will be available at the Fidelity and Waterhouse network soon and we are
spending  conservatively  in  advertising  to enhance the size of the fund.  For
brand awareness, we have our internal public relations staff, which continues to
get stories  published for us. Besides all the Indian papers,  we got some press
coverage in TheStreet.com,  Silicon India and Smart Money (a Wall Street Journal
publication).  As the  awareness  increases  and some track record  builds,  our
attempt will be to grow the fund to $50 million in assets in the next 12 months.

We thank all  shareholders  for their support and confidence and will appreciate
suggestions, which may help us serve better.

<PAGE>
================================================================================
India Technology Fund
================================================================================

                                                         Schedule of Investments
                                                       June 30, 2000 (Unaudited)
--------------------------------------------------------------------------------
 Shares/Principal Amount                            Market Value     % of Assets
--------------------------------------------------------------------------------

 COMMON STOCKS
 Computer Related Service
    1,500 Satyam Infoway Limited- ADR                     33,375           2.40%
                                                        --------
 Health Care
    2,500 Healtheon                                       37,031           2.67%
                                                        --------
 Semiconductors
      500 Stratos Lightwave, Inc.                         13,938           1.00%
                                                        --------

                    Total Stocks                          84,344           6.08%


 Money Market Funds
  692,627 Firstar Money Market                           692,627          49.89%
                                                        --------


          Total Money Market Funds                       692,627          49.89%


          Total Investments (Cost - 777,767)             776,971          55.96%


          Other Assets Less Liabilities                  611,400          44.04%


                    Net Assets                         1,388,371         100.00%


<PAGE>
================================================================================
India Technology Fund
================================================================================

Statement of Assets and Liabilities
     June 30, 2000 (Unaudited)

Assets:
     Investment Securities at Market Value                          $    776,971
          (Identified Cost - 777,767)
     Cash                                                                618,238

     Receivables:
          Dividends and Interest                                           3,662
                                                                    ------------
               Total Assets                                            1,398,871
Liabilities
     Payable for investment securities purchased                          10,500
                                                                    ------------
               Total Liabilities                                          10,500

Net Assets                                                          $  1,388,371

Net Assets Consist of:
     Capital Paid In                                                   1,383,325
     Accumulated Realized Gain (Loss) on Investments - Net                 5,842
     Unrealized Depreciation in Value
          of Investments Based on Identified Cost - Net                    (796)
                                                                    ------------
Net Assets, for 137,570 Shares Outstanding                          $  1,388,371
                                                                    ============
Net Asset Value and Redemption Price
     Per Share ($1,388,371/137,570 shares)                                 10.09
Offering Price Per Share                                                   10.09

<PAGE>
================================================================================
 India Technology Fund
================================================================================

 Statement of Operations
 For the period ended June 30, 2000 (Unaudited)

Investment Income:
     Dividends                                                                 -
     Interest                                                              5,842
                                                                    ------------
          Total Investment Income                                          5,842
Expenses
     Management Fees (Note 2)                                                  -
                                                                    ------------
          Total Expenses                                                       -

Net Investment Income                                                      5,842

Realized and Unrealized Gain (Loss) on Investments:
     Realized Gain (Loss) on Investments                                       -
     Unrealized Appreciation (Depreciation) on Investments                 (796)
                                                                    ------------
Net Realized and Unrealized Gain (Loss) on Investments                     (796)

Net Increase (Decrease) in Net Assets from Operations                      5,046


<PAGE>
================================================================================
India Technology Fund
================================================================================

Statement of Changes in Net Assets
For two months ending June 30, 2000 (Unaudited)
                                                                       5/01/99 *
                                                                         to
                                                                       6/30/00
From Operations:
     Net Investment Income                                               5,842
     Net Realized Gain (Loss) on Investments                                 0
     Net Unrealized Appreciation (Depreciation)                          (796)
                                                                       -------
     Increase (Decrease) in Net Assets from Operations                   5,046

From Distributions to Shareholders
     Net Investment Income                                                   0
     Net Realized Gain (Loss) from Security Transactions                     0
                                                                       -------
     Net  Increase (Decrease) from Distributions                             0

From Capital Share Transactions:
     Proceeds From Sale of Shares                                      883,325
     Shares Issued on Reinvestment of Dividends                              0
                                                                       -------
     Cost of Shares Redeemed                                                 0

Net Increase from Shareholder Activity                                 883,325

Net Increase  in Net Assets                                            888,371

Net Assets at Beginning of Period                                      500,000

Net Assets at End of Period                                          1,388,371
                                                                     =========

Share Transactions:
     Issued                                                             87,570
     Reinvested                                                              -
     Redeemed                                                                -
                                                                       -------
Net increase (decrease) in shares                                       87,570
Shares outstanding beginning of period                                  50,000
                                                                       -------
Shares outstanding end of period                                       137,570
                                                                       =======
*Commencement of operations
<PAGE>
================================================================================
India Technology Fund
================================================================================

Financial Highlights (Unaudited)
Selected data for a share outstanding throughout the period:
                                                                       5/01/99**
                                                                         to
                                                                       6/30/00
Net Asset Value -
     Beginning of Period                                                10.00
Net Investment Income                                                    0.10
Net Gains or Losses on Securities
     (realized and unrealized)                                          (0.01)
                                                                        ------
Total from Investment Operations                                         0.09

Dividends
     (from net investment income)                                        0.00
Distributions (from capital gains)                                       0.00
Return of Capital                                                        0.00
                                                                        ------
     Total Distributions                                                 0.00

Net Asset Value -
     End of Period                                                      10.09
Total Return                                                             0.90%
Ratios/Supplemental Data
Net Assets - End of Period (Thousands)                                  1,388

Ratio of Expenses to Average Net Assets                                  0.00% *
Ratio of Net Income to Average Net Assets                                3.84% *
Portfolio Turnover Rate                                                  0.00% *

* Annualized
** commencement of operations.

<PAGE>
================================================================================
India Technology Fund
================================================================================
                                                   Notes to Financial Statements
                                                       June 30, 2000 (Unaudited)

  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
     November  1999.  The Fund's  investment  objective  is to obtain  long-term
     capital  appreciation.  In seeking its objective,  this Fund will invest at
     least 70% of its total assets in securities of Indian technology companies.
     Significant accounting policies of the Fund are presented below:

     SECURITY VALUATION:
     The Fund  intends to invest in a common and  preferred  stock,  convertible
     debt and equity  instruments.  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.

     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 Venus  Capital  Management,  Inc. As  compensation  for the
     Adviser's   services  to  the  Fund,  the  Fund  will  pay  the  Advisor  a
     performance-based  management  fee ranging  from 0.00%- 5.00% of the Fund's
     net asset  value,  calculated  monthly by  comparing  the funds  investment
     advisory by comparing the Fund's investment  performance to a target during
     the most recent  twelve-month  period. The Fund paid investment  management
     fees of $0 during the two months ending June 30, 2000.

  3.)RELATED PARTY TRANSACTIONS
     Certain  owners of Venus Capital  Management,  Inc. are also owners and/or
     directors of the India  Technology  Fund.  These  individuals  may receive
     benefits from any management fees paid to the Advisor.

     As of June 30, 2000, VLS  International,  SA owned 36.05% of the Fund. This
     shareholder is considered a control person as defined under Section 2(1)(9)
     of the 1940  Act,  by  virtue  of their  ownership  of more than 25% of the
     voting securities of the Fund.

<PAGE>
  4.)CAPITAL STOCK AND DISTRIBUTION
     At June 30,  2000 an  indefinite  number of shares of  capital  stock  were
     authorized, and paid-in capital amounted to $1,383,325.


  5.)PURCHASES AND SALES OF SECURITIES
     During  the two  months  ending  June  30,  2000,  purchases  and  sales of
     investment securities other than U.S. Government obligations and short-term
     investments aggregated $85,140 and $0 respectively.  Purchases and sales of
     U.S. Government obligations aggregated $0 and $0 respectively.


  6.)FINANCIAL INSTRUMENTS DISCLOSURE
     There are no reportable  financial  instruments  that have any  off-balance
     sheet risk as of June 30, 2000.


  7.)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)
     5,273                 (6,069)                           (796)



<PAGE>

--------------------------------------------------------------------------------

                                Board of Trustees
                                 John Gutjreund
                                  Rajvir Singh
                                  S. Afiq Raza
                                 Vikas Mehrotra

                               Investment Adviser
                            Venus Capital Management.
                             31 Milk St.. Suite 315
                                Boston, MA 02109


                             Dividend Paying Agent,
                         Shareholders' Servicing Agent,
                                 Transfer Agent
                           Mutual Shareholder Services
                           1301 E. 9th St., Suite 1005
                              Cleveland, Ohio 44114


                                    Custodian
                               Firstar Bank, N.A.
                                425 Walnut Street
                             Cincinnati, Ohio 45202


                                     Counsel
                            Duval & Stachenfeld LLP,
                            300 E 42nd St. 3rd floor
                               New York, NY 10017


                              Independent Auditors
                                    KPMG LLP
                                 99 High Street
                           Boston, Massachusetts 02110





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