BULL & BEAR FUNDS II INC
N-30D, 1999-03-12
Previous: BROWN TOM INC /DE, PRE 14A, 1999-03-12
Next: CATERPILLAR INC, 8-K, 1999-03-12




DOLLAR RESERVES
11 Hanover Square, New York, NY 10005 1-888-503-FUND for Investment  Information
1-888-503-VOICE for Shareholder Services www.mutualfunds.net

                                                               February 10, 1999


Fellow Shareholders:

     It is a pleasure  to welcome  shareholders  of the Fund who have  joined us
since our June 30, 1998 Report,  either by opening accounts directly, or through
their Bull & Bear Securities discount brokerage accounts,  where customer's cash
balances are promptly  put to work by being  automatically  swept into shares of
the Fund.

     The Fund's approach of investing  exclusively in short term U.S. Government
securities,  the income  from  which is  generally  free from  state  income and
personal property taxes, makes it a sound choice for safety conscious investors.
The Fund also offers the added convenience of free,  unlimited check writing and
no charge for the personalized checks for your account.

                               Review and Outlook

     The Federal  Reserve's  Open Market  Committee  lowered its target  Federal
Funds  rate  by  0.25%  at two  regularly  scheduled  fall  meetings,  and by an
additional  0.25% in an unusual  inter-meeting  adjustment.  Most recently,  the
Federal Reserve left its target level for short term rates unchanged at 4.75% in
December,  and to our mind has  signaled a  reluctance  to lower rates until the
impact of the  previous  cuts  have been  felt,  or  unless  economic  or market
conditions shift sufficiently.

     The change in  Federal  Reserve  Policy  ended one and a half years of 5.5%
short  term  rates.  During  the  unsettled  conditions  of the fall,  yields on
three-month  Treasury  bills  fell  from  over 5% to  briefly  as low as 3.6% as
investors worldwide sought safety and liquidity.  The Federal Reserve's decisive
actions in reducing  rates appear to have been  successful in restoring  calm to
financial markets, and Treasury bill yields have risen to 4.4%. It is noteworthy
that during the fall, when the Federal Reserve was lowering  interest rates, the
economy grew at a robust 3.7% annual rate,  and the  unemployment  rate averaged
less than 4.5%.  The  economy  remained  strong in the  fourth  quarter as well,
growing at a robust 5.6% rate.

     Looking forward,  with inflation as measured by the Consumer Price Index up
only 1.6% over the last year,  and rising only 0.8% in the fourth  quarter _ the
lowest in 40 years _ the 4.75%  Federal  Funds  rate is still  somewhat  high by
historic  measures  of  inflation  adjusted  interest  rates.  Along  with these
relatively high "real"  interest  rates,  the $70 billion Federal budget surplus
also dampens the economy, yet the economic expansion  continues.  We believe the
reduced  impact of  traditional  monetary and fiscal policy may be attributed to
declining import and commodity prices, high levels of industrial  capacity,  and
increases in productivity.

     Posing a potential  threat to the low rate of  inflation,  however,  is the
rapid growth in the M3 measure of dollars in  circulation.  The Federal  Reserve
reported  that M3 surged by 11.3% in 1998,  the highest rate of growth since the
12 months ended April 1982,  during which  period the  inflation  rate was 6.6%.
Unless offset by continuing  productivity gains and weak commodity prices,  this
rapid monetary expansion will put upward pressure on the inflation rate.

     At this point in time,  we do not  anticipate  a change in Federal  Reserve
policy. Should imbalances re-emerge


<PAGE>



in financial markets, we have every confidence that the Federal Reserve will act
decisively  to contain any damage.  Investors  can be assured that the Fund will
continue  to invest in short term U.S.  Government  securities  with the goal of
providing  maximum current income  consistent  with  preservation of capital and
maintenance of liquidity.

                      A Convenient Way to Grow Your Account

     The Fund's  all-weather,  income and safety conscious  approach makes it an
ideal vehicle for a program of steady  monthly  investing.  To make investing in
the Fund as easy,  safe,  convenient  and  affordable as possible,  we offer the
Investor Service Center Automatic Investment Program, with three different Plans
to facilitate an automatic monthly investment of $100 or more into your regular,
IRA or other type Fund account.

     o    The Investor  Service Center Bank Transfer Plan lets you purchase Fund
          shares on a certain day each month by transferring  electronically the
          dollar  amount you specify from your  regular  checking  account,  NOW
          account, or bank money market deposit account.

     o    In the Investor  Service Center Salary  Investing Plan, part or all of
          your  salary may be invested  electronically  in shares of the Fund on
          each pay date, depending upon your employer's direct deposit program.

     o    The Investor Service Center  Government Direct Deposit Plan allows you
          to deposit automatically into your Fund account part or all of certain
          U.S. Government payments,  such as Social Security,  pension benefits,
          military or retirement benefits,  salary,  veteran's benefits and most
          other recurring payments.

     If you have any questions or would like  information on any of the Investor
Service Center Funds,  the Investor Service Center No-Fee  Traditional,  Roth or
Education  IRA, we would be very pleased to hear from you.  Just call  toll-free
1-888-503-FUND  (3863), and an Investor Service  Representative  will be glad to
assist you, as always, without any obligation on your part.

                                   Sincerely,




Thomas B. Winmill                                 Steven A. Landis
President                                         Senior Vice President
                                                  Portfolio Manager

<PAGE>

                          BULL & BEAR DOLLAR RESERVES
             Schedule of Portfolio Investments - December 31, 1998
                                                   
                                                   
Principal
 Amount                                                     Yield*       Value**
- ---------                                                   ------     ---------
                U.S. Government Agencies (100%)

$  500,000......Federal Farm Credit, due 1/05/99 ............5.00%   $  499,990
625,000.........FederalFarm Credit, due 1/15/99 .............5.00       623,838
1,000,000.......Federal Farm Credit, due 2/01/99 ............5.00     1,000,000
1,719,000.......Federal Farm Credit, due 2/08/99 ............5.00     1,710,290
1,510,000.......Federal Farm Credit, due 3/01/99 ............5.00     1,509,591
1,500,000.......Federal Farm Credit, due 3/02/99 ............5.00     1,500,487
595,000.........Federal Farm Credit, due 3/15/99 ............5.00       589,269
425,000.........Federal Farm Credit, due 3/16/99 ............4.96       420,667
820,000.........Federal Farm Credit, due 3/16/99 ............5.00       811,657
580,000.........Federal Farm Credit, due 3/23/99 ............5.00       573,462
2,000,000.......Federal Farm Credit, due 4/01/99 ............5.00     2,002,015
700,000.........Federal Farm Credit, due 4/14/99 ............5.00       690,186
374,000.........Federal Farm Credit, due 7/15/99 ............5.00       364,479
280,000.........Federal Farm Credit, due 7/16/99 ............5.00       272,835
1,000,000.......Federal Home Loan Banks, due 1/07/99 ........5.00       999,147
750,000.........Federal Home Loan Banks, due 1/08/99 ........5.45       749,268
4,426,000.......Federal Home Loan Banks, due 1/13/99 ........5.00     4,418,924
480,000.........Federal Home Loan Banks, due 1/14/99 ........5.00       479,107
1,547,000.......Federal Home Loan Banks, due 1/15/99 ........5.00     1,544,106
967,000.........Federal Home Loan Banks, due 1/20/99 ........5.00       964,440
3,217,000.......Federal Home Loan Banks, due 1/22/99 ........5.00     3,207,973
3,000,000.......Federal Home Loan Banks, due 1/27/99 ........5.00     2,989,578
950,000.........Federal Home Loan Banks, due 1/27/99 ........5.00       950,289
415,000.........Federal Home Loan Banks, due 1/29/99 ........5.00       413,386
2,500,000.......Federal Home Loan Banks, due 2/02/99 ........5.43     2,499,952
650,000.........Federal Home Loan Banks, due 2/05/99 ........5.00       646,815
774,000.........Federal Home Loan Banks, due 2/10/99 ........5.00       769,872
1,250,000.......Federal Home Loan Banks, due 2/17/99 ........5.45     1,242,020
505,000.........Federal Home Loan Banks, due 2/19/99 ........5.00       501,604
866,000.........Federal Home Loan Banks, due 2/19/99 ........5.45       860,201
6,185,000.......Federal Home Loan Banks, due 2/24/99 ........5.00     6,138,539
3,685,000.......Federal Home Loan Banks, due 2/26/99 ........5.00     3,656,522
2,000,000.......Federal Home Loan Banks, due 2/26/99 ........5.00     1,997,887
3,500,000.......Federal Home Loan Banks, due 2/26/99 ........5.86     3,501,186
1,200,000.......Federal Home Loan Banks, due 3/04/99 ........5.00     1,190,080
1,000,000.......Federal Home Loan Banks, due 3/11/99 ........5.58     1,000,022
1,000,000.......Federal Home Loan Banks, due 3/12/99 ........5.61     1,000,075
1,000,000.......Federal Home Loan Banks, due 3/24/99 ........5.00       988,736
850,000.........Federal Home Loan Banks, due 3/24/99 ........5.45       849,811
1,500,000.......Federal Home Loan Banks, due 4/30/99 ........5.00     1,502,179
1,500,000.......Federal Home Loan Banks, due 5/06/99 ........5.72     1,500,507
695,000.........Student Loan Marketing Assn., due 2/10/99 ...5.00       694,974
1,000,000.......Student Loan Marketing Assn., due 2/22/99 ...5.00       998,845
5,000,000.......Student Loan Marketing Assn., due 12/02/99 ..5.00     4,998,666
                                Total Investments (100%)            $65,823,477

* Represents  annualized yield at date of purchase for discount  securities,  or
coupon  for  coupon-bearing  securities.  **Cost of  investments  for  financial
reporting and for Federal income tax purposes is the same as value.


                 See accompanying notes to financial statements.
<PAGE>
STATEMENT OF ASSETS AND LIABILITIES
December 31, 1998

ASSETS:
   Investments at value which equals
      amortized cost (note 1)                         $65,823,477
Cash                                                        9,685
   Interest receivable                                    371,737
   Receivable for fund shares sold                          8,938
   Other assets                                             7,731
         Total assets                                  66,291,568
LIABILITIES:
Payables:
   Fund shares redeemed                                   654,098
   Dividend                                                 1,723
Accrued expenses                                           81,769
Accrued management fees                                    18,773
          Total liabilities                               756,363
NET ASSETS: (applicable to 65,535,205
      outstanding shares: 500,000,000 shares
      of $.01 par value authorized)                   $65,535,205
NET ASSET VALUE, OFFERING AND
   REDEMPTION PRICE PER SHARE
   ($65,535,205 / 65,535,205)                               $1.00
At December 3
   Paid-in capital                                    $65,540,618
   Accumulated net realized loss on
      investments                                         (5,413)
                                                      $65,535,205

STATEMENTS OF OPERATIONS
For the six months ended December 31, 1998 and the
year ended June 30, 1998

                                               December 31,       June 30,
                                                   1998             1998
INVESTMENT INCOME:
   Interest.....................................$1,689,236      $3,502,320
EXPENSES:
   Investment management (note 3)..................157,444         314,628
Distribution (note 3)...............................78,786          57,314
   Transfer agent...................................40,049          66,981
   Professional (note 3)............................38,095          58,115
   Custodian........................................25,564          50,262
   Registration (note 3)............................27,554          40,078
   Shareholder administration (note 3)..............13,265          31,267
   Directors.........................................3,112           9,661
   Other............................................24,910          23,334
      Total expenses...............................408,779          51,640
      Investment management                              
         fees and distribution plan
         expenses waived (note ...................(115,529)       (211,225)
      Net expenses.................................293,250         540,415
      Net investment income......................1,395,986       2,961,905
NET REALIZED GAIN FROM
SECURITY TRANSACTION.................................2,607             774
      Net increase in net assets
      resulting from operatio...................$1,398,593       $2,962,679

<PAGE>
<TABLE>
<CAPTION>
STATEMENTS OF CHANGES IN NET ASSETS
For the six months ended December 31, 1998 and for the years ended
June 30, 1998 and 1997


                                               December 31,              30-Jun               30-Jun
                                                  1998                     1998                 1997
OPERATIONS:
<S>                                            <C>                    <C>                  <C>       
  Net investment income .......................$1,395,986             $2,961,905           $3,026,307
  Net realized gain from security
  transactions .....................................2,607                    774                  401
      Net increase in net assets 
      resulting from operations ................1,398,593              2,962,679            3,026,708
DISTRIBUTIONS TO SHAREHOLDERS:
  Distributions from net investment income
     ($0.022, $0.047 and $0.047 per share,
     respectively) ............................(1,395,986)            (2,961,905)          (3,025,265)
  Distributions in excess of net realized 
     gains ($0.000 per share) .....................(2,607)                 -                     -
  Distributions from paid-in capital
 ($0.001 per share) ...............................   -                  (70,279)                -
CAPITAL SHARE TRANSACTIONS:
  Change in net assets resulting from 
     capital share transactions (a) ............3,932,762             (1,235,973)              439,197
    Total increase (decrease) in net assets ....3,932,762             (1,305,478)              440,640
NET ASSETS:
  Beginning of period .........................61,602,443             62,907,921            62,467,281
  End of period ..............................$65,535,205            $61,602,443           $62,907,921


a) Transactions in capital shares were as follows:
   Shares sold................................$24,217,074            $49,705,407           $66,841,991
   Shares issued in reinvestment
      of distributions..........................1,381,063              2,981,463             2,945,036
   Shares redeemed............................(21,665,375)           (53,922,843)          (69,347,830)
    Net increase (decrease)...................$ 3,932,762           $(1,235,973)           $   439,197
</TABLE>

Notes to Financial Statements

(1)   The Fund is a diversified  series of common stock of Bull & Bear Funds II,
Inc. (the  "Company"),  a Maryland  corporation  registered under the Investment
Company Act of 1940, as amended, as an open-end  management  investment company.
The Fund's investment  objective is to provide its shareholders  maximum current
income consistent with preservation of capital and maintenance of liquidity. The
Fund invests exclusively in obligations of the U.S. Government, its agencies and
instrumentalities,  as set forth in its prospectus.  On March 4, 1998, the Board
of  Directors  of the Fund  approved a change in the fiscal year end to December
31.  Previously,  the fiscal year end was June 30. The following is a summary of
significant  accounting  policies  consistently  followed  by  the  Fund  in the
preparation  of its  financial  statements.  The  market  value  of  the  Fund's
portfolio securities is cost adjusted for amortization of premiums and accretion
of discounts. Premiums and discounts are amortized in accordance with income tax
regulations.  Dividends  from net  investment  income  (investment  income  less
expenses  plus or minus all  realized  gains or losses on the  Fund's  portfolio
securities)  are  declared  daily  and  reinvested  or  paid  monthly.  Security
transactions  are  accounted for on the trade date (the date the order to buy or
sell is  executed).  Interest  income  is  recorded  on the  accrual  basis.  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.

(2)   The Fund intends to comply with the  requirements of the Internal  Revenue
Code   applicable   to  regulated   investment   companies   and  to  distribute
substantially  all of its taxable  investment  income and net capital gains,  if
any, after utilization of any capital loss carryforward, to its shareholders and
therefore no Federal income tax provision is required. At December 31, 1998, the
Fund had an unused capital loss  carryforward of  approximately  $5,400 of which
$5,200 and $200 expire in 2002 and 2003, respectively.

(3)   The  Fund retains Bull & Bear Advisers,  Inc. as its  Investment  Manager.
Under the terms of the Investment Management  Agreement,  the Investment Manager
receives a  management  fee,  payable  monthly,  based on the average  daily net
assets of the Fund,  at the annual rate of .50 of 1% of the first $250  million,
 .45 of 1% from $250 million to $500  million,  and .40 of 1% over $500  million.
The  Investment  Manager has agreed to waive all or part of its fee or reimburse
the Fund monthly if and to the extent the  aggregate  operating  expenses of the
Fund exceed the most  restrictive  limit imposed by any state in which shares of
the Fund are qualified for sale,  although  currently the Fund is not subject to
any such  limits.  The  Investment  Manager  voluntarily  waived  $36,743 of its
management fee for the six months ended December 31, 1998.  Certain officers and
directors of the Fund are officers and directors of the  Investment  Manager and
Investor Service Center,  Inc., the Fund's Distributor.  The Fund reimbursed the
Investment  Manager $17,039 for providing certain  administrative and accounting
services  at cost for the six  months  ended  December  31,  1998.  The Fund has
adopted a plan of  distribution  pursuant  to Rule  12b-1  under the  Investment
Company Act of 1940 (the  "Plan").  Pursuant  to the Plan,  the Fund may pay the
Distributor  a fee in an amount of one  quarter of one  percent per annum of the
Fund's average daily net assets as  compensation  for  distribution  and service
activities.  The  fee  is  intended  to  cover  personal  services  provided  to
shareholders  in the Fund and the  maintenance of  shareholder  accounts and all
other  activities and expenses  primarily  intended to result in the sale of the
Fund's shares. The distribution fees were waived by Investor Service


<PAGE>



Center for the six months ended December 31, 1998.  Investor Service Center also
received $13,265 for shareholder administration services it provided to the Fund
at cost for the six months ended December 31, 1998.

(4) The Fund has a committed bank line of credit. At December 31 1998, there was
no balance  outstanding  and the interest rate was equal to the Federal  Reserve
Funds Rate plus 1.00  percentage  point.  For the six months ended  December 31,
1998,  the  weighted  average  interest  rate was  6.19%  based on the  balances
outstanding  during the period and the weighted  average amount  outstanding was
$66,134. 

<TABLE>
<CAPTION>

                              FINANCIAL HIGHLIGHTS

                                                       Six Months
                                                          Ended
                                                        31-Dec-98          1998           1997           1996           1995
PER SHARE DATA                                         ----------         ------         -----          ------         ------
<S>                                                      <C>              <C>            <C>            <C>            <C>  
Net asset value at beginning of period                   $1.00            $1.00          $1.00          $1.00          $1.00
Income from investment operations:
   Net investment income                                 0.022            0.047          0.047          0.044          0.026
Less distributions:
   Distributions from net investment income             (0.022)          (0.047)        (0.047)        (0.044)        (0.026)
   Distributions from paid-in capital                      _                _              _              _              _
Net asset value at end of period                        $1.00            $1.00          $1.00          $1.00          $1.00
TOTAL RETURN                                             4.46%**           4.83%          4.81%          4.53%          2.59%
RATIOS/SUPPLEMENTAL DATA

Net assets at end of period (000's omitted)            $65,535          $62,908        $62,467        $65,278         $76,351
Ratio of expenses to average net assets (a)             .93%**            0.71%          0.90%          0.89%          0.89%
Ratio of net investment income to average net 
  assets (b)                                           4.43%**            4.73%          4.70%          4.41%          2.56%
</TABLE>


               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

The Board of Directors and Shareholders of Bull & Bear Dollar Reserves, a series
    of Bull & Bear Funds II, Inc.:

     We have audited the  accompanying  statement of assets and  liabilities  of
Bull & Bear Dollar Reserves,  a series of Bull & Bear Funds II, Inc.,  including
the schedule of portfolio  investments  as of December 31, 1998, and the related
statements  of  operations,  the  statements  of changes in net assets,  and the
financial highlights for each of the periods indicated thereon.  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 securities  owned as of
December 31, 1998, 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
Bull & Bear  Dollar  Reserves  as of  December  31,  1998,  the  results  of its
operations, the changes in its net assets, and the financial highlights for each
of the periods  presented,  in conformity  with  generally  accepted  accounting
principles.

                                        TAIT, WELLER & BAKER
Philadelphia, Pennsylvania
January 15, 1999



For Fund prospectuses and other
investment information, call toll-free

1-888-503-FUND
1-888-503-3863

For shareholder services by
Direct Access, call toll-free

1-888-503-VOICE
1-888-503-8642
Or, access the Fund on the web at
www.mutualfunds.net




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission