PROSPECTUS
UNITS OF PARTICIPATION
UMB BANK COLLECTIVE INVESTMENT FUNDS
This Prospectus offers Units of Participation ("Units") in three
separate Collective Investment Funds (the "Funds" and
individually a "Fund") that have been established and are
maintained by the Trust Department of UMB Bank, n.a. ("UMB") to
provide investment mediums for retirement plans utilizing the
UMB Bank Defined Contribution Plan and Trust and other qualified
retirement plans for which UMB is Trustee. The Units are only
offered to such plans. This Prospectus replaces the Prospectus
initially delivered to investors in the Funds as of April 22, 1996,
in order to update the financial data and certain other information
contained in the April 22, 1996 Prospectus. THIS PROSPECTUS MAY
ONLY BE USED WITH THE FINANCIAL STATEMENTS AND RELATED NOTES SET
FORTH IN PART TWO OF THIS PROSPECTUS AND SHOULD BE RETAINED FOR
FUTURE REFERENCE. Units are available in the following Funds
(SEE INVESTMENT POLICIES OF THE INVESTMENT FUNDS).
FUND FOR POOLING EQUITY INVESTMENTS OF EMPLOYEE TRUSTS (THE
"POOLED EQUITY FUND"). The primary objective of the Pooled
Equity Fund is growth in value of units of the Fund through
investments in equity securities and the reinvestment of income
therefrom. Investment in other securities to the extent deemed
appropriate by UMB is not prohibited.
FUND FOR POOLING DEBT INVESTMENTS OF EMPLOYEE TRUSTS (THE "POOLED
DEBT FUND"). The primary objective of the Pooled Debt Fund is
stability in the value of underlying assets through investment in
good quality fixed income obligations, such as those classified
as A rated or better by standard rating services, and growth in
unit values through the reinvestment of investment income
therefrom. Investment in other securities to the extent deemed
appropriate by UMB is not prohibited.
POOLED INCOME FUND FOR EMPLOYEE TRUSTS (THE "POOLED INCOME
FUND"). The primary objective of the Pooled Income Fund is to
provide a high degree of liquidity through the investment of
funds in short-term fixed income obligations. Unit value growth
is determined by the level of short-term interest rates from time
to time as income is reinvested. Investment in other securities
to the extent deemed appropriate by UMB is not prohibited.
The Units of a Fund are offered at a price that is calculated by
dividing the market value of all the assets in the Fund including
cash, if any, less liabilities at the close of business on the
valuation date by the total number of outstanding Units of that
Fund on the valuation date (the date on which a participating
plan may invest in a Fund). No discounts or commissions are paid
as a result of the sale of the Units.
This Prospectus also describes the investment of assets of a
retirement plan that utilizes the UMB Bank Defined Contribution
Plan and Trust (a "DC Plan") in one or more of the Funds, the
right of an individual participant to elect to direct the
investment of assets in such participant's account number under a
DC Plan and distribution of benefits under a DC Plan.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION, ANY STATE SECURITIES
COMMISSION OR ANY OTHER REGULATORY AUTHORITY, NOR HAVE ANY OF THE
FOREGOING AUTHORITIES PASSED UPON THE ACCURACY OR ADEQUACY OF
THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
UNITS OF PARTICIPATION IN THE FUNDS ARE NOT DEPOSITS OR
OBLIGATIONS OF, OR GUARANTEED OR ENDORSED BY UMB BANK, N.A., AND
UNITS OF PARTICIPATION ARE NOT FEDERALLY INSURED BY THE FEDERAL
DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY
OTHER GOVERNMENTAL AGENCY, AND INVOLVE RISKS INCLUDING THE
POSSIBLE LOSS OF PRINCIPAL. THE COLLECTIVE INVESTMENT FUNDS ARE
NOT REGISTERED AS INVESTMENT COMPANIES UNDER THE INVESTMENT
COMPANY ACT OF 1940 AND, THEREFORE, ARE NOT SUBJECT TO COMPLIANCE
WITH THE REQUIREMENTS OF SUCH ACT. UNITS ARE NOT "REDEEMABLE
SECURITIES" WITHIN THE MEANING OF THE INVESTMENT COMPANY ACT OF
1940.
There is a market risk inherent in any investment in securities,
whether equity, debt or other instruments, and the value of the
Funds' investments vary based on many factors. Stock values
fluctuate in response to the activities of individual companies
and general market conditions. The value of bonds fluctuates
based on changes in interest rates and in the credit quality of
the issuer (in general, bond prices rise when interest rates
fall, and vice versa). In addition, the prices of securities may
fluctuate because of other market conditions, economic factors,
governmental fiscal and monetary policy, and other reasons that
cannot be anticipated and are out of the control of the Trustee.
Accordingly, there can be no assurance that the objectives of a
Fund will be achieved, and at the time Units in a Fund are
withdrawn by reason of a change in the investment in a
Participant's Account, the payment of benefits, or the withdrawal
of voluntary contributions, the value of such Participant's
interest may be more or less than the amount contributed to
Participant's Account.
No person has been authorized to give any information or to make
any representations in connection with this offering other than
those contained in this Prospectus and, if given or made, such
information or representations must not be relied upon. This
Prospectus does not constitute an offering in any jurisdiction in
which such offering may not be legally made.
INVESTORS ARE ADVISED TO CONSULT WITH AN ATTORNEY OR TAX ADVISOR
REGARDING THE REQUIREMENTS FOR ESTABLISHING A RETIREMENT PLAN AND
TRUST AND INVESTING IN THE UMB COLLECTIVE INVESTMENT FUNDS AND
THE TAX CONSEQUENCES THEREOF.
UMB Bank, National Association
Trust Department
1010 Grand Avenue - Box 419692
Kansas City, Missouri 64141-6692
(816) 860-7474
This Prospectus Is Dated September 9, 1997
(The remainder of this page intentionally left blank.)
<PAGE>
Table of Contents
Summary of the Collective Investment Funds . . . . . . . . . 4
Summary of the UMB Bank Defined
Contribution Plan and Trust . . . . . . . . . . . . . . . . . 8
The Collective Investment Funds . . . . . . . . . . . . . . . 10
Investment of Participants' Accounts . . . . . . . . . . 10
Summary of Units of Participation Values . . . . . . . . 10
Investment Management . . . . . . . . . . . . . . . . . 11
Brokerage of Securities Transactions . . . . . . . . . . 11
Investment Policies of the Collective Investment Funds . . . 12
Investment Objectives . . . . . . . . . . . . . . . . . 12
Market Risks . . . . . . . . . . . . . . . . . . . . . . 12
Valuation of Funds' Assets . . . . . . . . . . . . . . . 12
Turnover Rates . . . . . . . . . . . . . . . . . . . . . 13
UMB as Trustee of the Funds . . . . . . . . . . . . . . . . 13
UMB Bank Defined Contribution Plan and Trust . . . . . . . . 15
Definitions of Certain Terms . . . . . . . . . . . . . . 15
Adoption of a Plan . . . . . . . . . . . . . . . . . . . 16
UMB as Trustee of the Defined Contribution Plan and Trust 17
Plan Administrator . . . . . . . . . . . . . . . . . . . 17
Participation in the Plan . . . . . . . . . . . . . . . 18
Contributions . . . . . . . . . . . . . . . . . . . . . 18
Restrictions on Investments . . . . . . . . . . . . . . 18
Vesting of Participant's Interest . . . . . . . . . . . 19
Benefits . . . . . . . . . . . . . . . . . . . . . . . . 19
Amendment and Termination . . . . . . . . . . . . . . . 20
Resignation, Removal and Succession of Trustee . . . . . 20
Taxes, Expenses and Fees . . . . . . . . . . . . . . . . 21
Litigation . . . . . . . . . . . . . . . . . . . . . . . 21
Limitation of Liability of Trustee . . . . . . . . . . . 21
Federal Income Tax Consequences of UMB
Defined Contribution Plan and Trust . . . . . . . . . . . . 21
Other Tax Consequences . . . . . . . . . . . . . . . . . . . 23
Penalty Taxes . . . . . . . . . . . . . . . . . . . . . 23
State Tax Consequences . . . . . . . . . . . . . . . . . 23
Reports. . . . . . . . . . . . . . . . . . . . . . . . . . . 23
Legal Matters. . . . . . . . . . . . . . . . . . . . . . . . 23
Additional Information . . . . . . . . . . . . . . . . . . . 23
Recommendation to Consult Advisors . . . . . . . . . . . . . 24
Table of Contents to Financial Statements . . . . . . . . . . F-1
<PAGE>
SUMMARY OF THE COLLECTIVE INVESTMENT FUNDS
The Collective Investment Funds are trusts that have been
established by UMB, which is also Trustee of the Funds, for the
purpose of providing investment mediums for certain qualified
retirement plans. There are three Funds, the investment
objectives of which are as follows:
FUND FOR POOLING EQUITY INVESTMENTS OF EMPLOYEE TRUSTS. The
primary objective of the Pooled Equity Fund, which was created by
UMB in 1955, is growth in value of units of the Fund through
investments in equity securities and the reinvestment of income
therefrom. Investment in other securities to the extent deemed
appropriate by UMB is not prohibited. SEE INVESTMENT POLICIES OF
THE COLLECTIVE INVESTMENT FUNDS.
FUND FOR POOLING DEBT INVESTMENTS OF EMPLOYEE TRUSTS. The
primary objective of the Pooled Debt Fund, which was created by
UMB in 1955, is stability in the value of underlying assets
through investment in good quality fixed income obligations, such
as those classified as A rated or better by standard rating
services, and growth in unit values through the reinvestment of
investment income therefrom. Investment in other securities to
the extent deemed appropriate by UMB is not prohibited. SEE
INVESTMENT POLICIES OF THE COLLECTIVE INVESTMENT FUNDS.
POOLED INCOME FUND FOR EMPLOYEE TRUSTS. The primary objective of
the Pooled Income Fund, which was created by UMB in 1974, is to
provide a high degree of liquidity through the investment of
funds in short-term fixed income obligations. Unit value growth
is determined by the level of short-term interest rates from time
to time as income is reinvested. Investment in other securities
to the extent deemed appropriate by UMB is not prohibited. SEE
INVESTMENT POLICIES OF THE COLLECTIVE INVESTMENT FUNDS.
The assets of each of the Funds are managed by UMB as Trustee.
UMB charges against the assets of each plan under the UMB Bank
Defined Contribution Plan and Trust certain fees which are set
forth in a schedule published from time to time by UMB. No
start-up fees are charged new participants under a plan. More
detailed information concerning fees for specific transactions
under a plan is set forth under SUMMARY OF THE UMB DEFINED
CONTRIBUTION PLAN AND TRUST and TAXES, EXPENSES AND FEES. All
fees payable in connection with a plan are subject to change.
Except for withdrawal of voluntary contributions (SEE EMPLOYEE
NONDEDUCTIBLE VOLUNTARY CONTRIBUTIONS) the methods described
under Benefits are the only means by which a participant may
redeem or receive benefits from a participant's account under a
plan.
NOTWITHSTANDING THE RESPECTIVE INVESTMENT OBJECTIVES IN THE THREE
SEPARATE FUNDS, UMB, AS TRUSTEE, HAS BROAD DISCRETION IN THE
INVESTMENT OF THE ASSETS IN THE FUNDS, AND IS NOT PROHIBITED BY
THE UMB BANK DEFINED CONTRIBUTION PLAN AND TRUST, FROM
CONCENTRATING THE ASSETS OF A FUND IN SECURITIES OF ONE ISSUER OR
ONE INDUSTRY, PURCHASING SECURITIES ON MARGIN, MAKING SHORT
SALES, TRADING IN COMMODITIES, PURCHASING THE SECURITIES OF NEW
ENTERPRISES OR ENGAGING IN VARIOUS INVESTMENT PRACTICES WHICH ARE
NOT SPECIFICALLY SET FORTH IN THIS PROSPECTUS.
SELECTED FINANCIAL INFORMATION
The historical performance of the Pooled Equity Fund, the Pooled
Debt Fund, and the Pooled Income Fund is set forth below for the
periods indicated. The tables contain selected data per Unit
for each Fund based on the annual average number of Units
outstanding for each of the five years presented in the tables.
Information in these tables should be read in conjunction with
the financial statements for the three years ended October 31,
1996 and the related notes thereto as set forth in part two of this
Prospectus. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS.
<TABLE>
<CAPTION>
FUND FOR POOLING EQUITY INVESTMENTS OF EMPLOYEE TRUSTS
SELECTED FINANCIAL INFORMATION (PER UNIT)<F1>
for the years ended October 31,
1992 1993 1994 1995 1996
<S> <C> <C> <C> <C> <C>
Investment $ 1.48 $ 1.52 $ 1.71 $ 2.26 $ 2.31
income
Expenses .01 .01 .01 .01 .01
Net investment 1.47 1.51 1.70 2.25 2.30
income
Net realized and 1.99 4.09 1.80 5.70 5.92
unrealized gain
on investments
Net increase in 3.46 5.60 3.50 7.95 8.22
unit value
Unit value: 43.81 47.27 52.87 56.37 64.32
Beginning of
year
End of year $ 47.27 $ 52.87 $ 56.37 $ 64.32 $ 72.54
Ratio of 0.01% 0.02% 0.01% 0.01% 0.01%
expenses to
average
participants'
interest<F2>
Ratio of net 3.22% 2.95% 3.12% 3.74% 3.28%
investment
income to
average
participants'
interest<F2>
Ratio of net 4.33% 8.17% 3.31% 9.32% 8.91%
realized and
unrealized gain
on investments
to average
participants'
interest<F2>
Ratio of net 7.55% 11.12% 6.43% 13.06% 12.19%
increase from
investment
activities to
average
participants'
interest<F2>
Number of units 3,441,145 4,007,990 4,117,128 4,082,250 3,578,723
outstanding at
end of year
<FN>
<F1>
All per unit information has been adjusted to reflect the 5 for 1
unit split that took place during the quarter ended July 31,
1994.
<F2>
Participants' interest is the total net assets of the Fund.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FUND FOR POOLING DEBT INVESTMENTS OF EMPLOYEE TRUSTS
SELECTED FINANCIAL INFORMATION (PER UNIT)<F1>
For the year ended October 31,
1992 1993 1994 1995 1996
<S> <C> <C> <C> <C> <C>
Investment $ 3.56 $ 3.68 $ 3.39 $ 3.33 $ 3.89
income
Expenses .01 .01 .01 .01 .01
Net investment 3.55 3.67 3.38 3.32 3.88
income
Net realized 1.08 1.75 (5.23) 3.82 (.67)
and unrealized
gain (loss) on
investments
Net increase 4.63 5.42 (1.85) 7.14 3.21
(decrease) in
unit value
Unit value: 42.83 47.46 52.88 51.03 58.17
Beginning of
year
End of year $ 47.46 $ 52.88 $ 51.03 $ 58.17 $ 61.38
Ratio of 0.01% 0.01% 0.01% 0.01% 0.01%
expenses to
average
participants'
interest<F2>
Ratio of net 7.85% 7.31% 6.53% 6.12% 6.52%
investment
income to
average
participants'
interest<F2>
Ratio of net 2.44% 3.40% (10.20%) 6.55% 1.30%
realized and
unrealized
gain (loss) on
investments to
average
participants'
interest<F2>
Ratio of net 10.29% 10.71% (3.67%) 12.67% 5.22%
increase
(decrease)
from
investment
activities to
average
participants'
interest<F2>
Number of 3,014,894 3,386,320 3,148,300 2,825,108 2,752,806
units
outstanding at
end of year
<FN>
<F1>
All per unit information has been adjusted to reflect the 2 for 1
unit split that took place during the quarter ended July 31, 1994.
<F2>
Participants' interest is the total net assets of the Fund.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
POOLED INCOME FUND FOR EMPLOYEE TRUSTS
SELECTED FINANCIAL INFORMATION (PER UNIT)
For the year ended October 31,
1992 1993 1994 1995 1996
<S> <C> <C> <C> <C> <C>
Investment $ 1.71 $ 1.41 $ 1.73 $ 2.67 $ 2.72
income
Expenses - - - - -
Net investment 1.71 1.41 1.73 2.67 2.72
income
Net realized - - (.03) .05 .03
and unrealized
gain (loss) on
investments
Net increase in 1.71 1.41 1.70 2.72 2.69
unit value
Unit value: 39.87 41.58 42.99 44.69 47.41
Beginning of
year
End of year $ 41.58 $ 42.99 $ 44.69 $ 47.41 $ 50.10
Ratio of net 4.15% 3.32% 3.95% 6.07% 5.59%
investment
income to
average
participants'
interest<F1>
Ratio of net - - (0.10%) 0.12% .06%
realized and
unrealized gain
(loss) on
investments to
average
participants'
interest<F1>
Ratio of net 4.15% 3.32% 3.85% 6.19% 5.53%
increase from
investment
activities to
average
participants'
interest<F1>
Number of units 1,843,063 1,524,863 1,354,317 1,386,619 884,822
outstanding at
end of year
<FN>
<F1>
Participants' interest is the total net assets of the Fund.
</FN>
</TABLE>
<PAGE>
SUMMARY
OF THE
UMB BANK DEFINED CONTRIBUTION PLAN AND TRUST
PLAN AND TRUST
In order to provide certain employers with a means by which they
may establish a qualified retirement plan through which the
employers may have contributions to such plans invested in the
Funds, UMB offers a Retirement Plan ("Plan") and related Trust
("Trust") for adoption by corporations, associations, self-
employed individuals and partnerships (each called "Employer"),
which has been determined by the Internal Revenue Service to be
in compliance with applicable provisions of the Employee
Retirement Income Security Act of 1974, as amended ("ERISA").
SEE UMB BANK DEFINED CONTRIBUTION PLAN AND TRUST. UMB acts as
Trustee under a Plan and Trust that has been established by an
employer. SEE UMB AS TRUSTEE OF THE DEFINED CONTRIBUTION PLAN
AND TRUST. Investments of contributions to a Trust, except
contributions to Individually Directed Accounts, shall be made by
the Trustee in its absolute discretion and the Trustee may invest
contributions in the Pooled Equity Fund, the Pooled Debt Fund and
the Pooled Income Fund or any combination thereof. Investment of
contributions to an Individually Directed Account is directed by
the Participant, and such contributions may be invested in the
Pooled Equity Fund, the Pooled Debt Fund, the Pooled Income Fund
or in any form of investment not prohibited by ERISA. At the
request of a Participant in a Plan and Trust, life insurance or
annuity contracts may be purchased for such Participant subject
to the limitations and restrictions of the Internal Revenue Code
and Regulations promulgated thereunder. SEE INVESTMENT OF
PARTICIPANTS' ACCOUNTS AND DEFINITIONS OF CERTAIN TERMS.
ADOPTION OF PLAN AND TRUST
Any Employer may adopt a Plan and Trust by executing an Adoption
Agreement designating therein, among other things, (1) the
eligibility requirement for employees in terms of age and
continuous period of employment, (2) whether the Plan is a
pension or profit-sharing plan, (3) the formula for Employer
contributions to the Plan, (4) the vesting schedule for Employer
contributions, and (5) the allocation of Employer contributions.
Adoption of a Plan and Trust establishes a separate Trust for
each adopting Employer. SEE ADOPTION OF A PLAN.
ADMINISTRATION OF THE PLAN
The Employer designates a Plan Administrator for purposes of the
requirements of ERISA and if no Plan Administrator is designated,
the Employer is deemed to be the Plan Administrator. The Plan
Administrator determines the eligibility of Employees for
participation and benefits, maintains certain records, advises
the Trustee regarding payments and individual investment
directions of Participants and has the exclusive right to
establish such rules and procedures as are reasonably necessary
for proper and efficient administration of the Plan. The Plan
Administrator is charged with all duties imposed upon an
administrator under ERISA. SEE AMENDMENT AND TERMINATION.
THE TRUSTEE
UMB is the Trustee of a Plan and Trust that has been adopted by
an Employer and may not be designated as a Plan Administrator.
The Trustee receives contributions made under the Plan and may
invest them in its own discretion, unless a Participant elects to
direct his own account, in the Pooled Equity Fund, the Pooled
Debt Fund, the Pooled Income Fund, or any combination thereof.
The Trustee is not responsible for the administration of the Plan
or for monitoring the Employer's compliance with the Plan or for
the performance of the Plan Administrator. SEE UMB AS TRUSTEE OF
THE FUNDS.
UMB has been a national bank since 1934 and was formerly The City
National Bank & Trust Company of Kansas City. It became a wholly
owned subsidiary of UMB Financial Corporation in 1969. UMB's
total assets as of December 31, 1996 were $3,254,129,000 and as
of the same date its deposits were $2,658,150,000 and its total
capital accounts were $239,374,000. The Trust Department of UMB
maintains several collective funds for trust investment and three
separate pooled funds for employee benefit plan investment. The
Trust Department of UMB, as of December 31, 1996, managed
approximately $10,500,000,000 in assets.
The Trustee may resign at any time by giving sixty (60) days'
prior written notice to the Employer. The Employer may remove
the Trustee at any time by giving sixty (60) days' prior written
notice to the Trustee. In the event of resignation or removal of
the Trustee, the Employer must appoint in writing a successor
Trustee and such successor Trustee must evidence its acceptance
of the trusteeship in writing. SEE RESIGNATION, REMOVAL AND
SUCCESSION OF TRUSTEE.
INVESTMENT OF CONTRIBUTIONS
Unless a Participant specifically elects, by written notice to
the Trustee on a form provided for such purpose, to direct the
Trustee to separate the Participant's interest in the Plan in a
separate account which is designated an Individually Directed
Account, the Trustee will invest all contributions to the Plan in
its own discretion. In its discretion the Trustee may invest
contributions in any one or more of the Collective Investment
Funds. SEE THE COLLECTIVE INVESTMENT FUNDS.
LIFE INSURANCE
If authorized by the Employer in the Plan and at the request of
any Participant, any portion which is less than fifty percent
(50%) of the Employer's contribution to such Participant's
Account may be applied to the purchase of life insurance or
annuity contracts. The Trustee will be the beneficiary of the
proceeds of any such life insurance or annuity contract and the
owner of all such contracts. Upon the death of a Participant,
the Plan Administrator and the Trustee will take appropriate
action to procure payment of the proceeds of any such contract to
the listed beneficiaries of the Participant. SEE INVESTMENT OF
PARTICIPANTS' ACCOUNTS.
CHARGES APPLICABLE TO THE PLAN AND TRUST
Unless otherwise paid by the Employer, the following will
constitute charges upon the Trust and will be paid by the Trustee
out of the Trust:
(1) all taxes imposed upon the Trust, the income or assets
of the Trust or the Trustee in its capacity as Trustee;
(2) all expenses incurred by the Trustee in its capacity as
Trustee, including attorneys' fees, accountants' fees
and other expenses incurred by the Trustee in the
performance of its duties in connection with the Trust;
and
(3) fees and other compensation of the Trustee for its
services under the Plan.
Within sixty (60) days after the close of each Plan year, the
Trustee will render to the Employer and to the Plan Administrator
a written accounting of all charges made upon the Trust during
the preceding year, such written accounting to be approved by the
Employer. SEE TAXES, EXPENSES AND FEES.
FEDERAL TAX CONSEQUENCES
In computing adjusted gross income for federal income tax
purposes, an Employer may deduct the full amount of contributions
to the Plan, within the contribution limits of the Plan, on
behalf of the Participants who are common-law employees, and such
contributions will not be includable in the gross income of the
employees. Contributions on behalf of the Participants who are
self-employed persons will be includable in gross income, but
such a Participant, in computing adjusted gross income, may
deduct the Employer's contribution on his behalf up to $30,000 or
the percentage contribution limit of the Plan, whichever is less.
Amounts distributed from the Trust generally are subject to
federal income tax at the time of distribution. However, benefit
payments representing a return of Nondeductible Voluntary
Contributions are not taxable income. SEE FEDERAL INCOME TAX
CONSEQUENCES OF UMB DEFINED CONTRIBUTION PLAN AND TRUST AND OTHER
TAX CONSEQUENCES.
<PAGE>
THE COLLECTIVE INVESTMENT FUNDS
INVESTMENT OF PARTICIPANTS' ACCOUNTS
Subject to the right of any Participant to elect to direct the
investments of his or her Individually Directed Account,
including the right to direct the purchase of life insurance, the
Trustee manages the investment of all participants' accounts
under each separate participating retirement plan in a Fund as a
single fund. The assets of each such plan are invested in the
Funds, with the debt/equity ratios determined from time to time
by the Trustee, often following consultation with or
recommendations by the Employer.
Records of the Participants' interests in the separate
participating retirement plans (not to be confused with the
Funds) may be maintained either on a "dollars and cents" basis,
or on a "shares" basis, whichever the Trustee deems appropriate
in each case.
Where a "shares" basis accounting method is employed, shares are
initially created at the value of $1 each. At each subsequent
valuation date of the particular retirement plan, the value of
each share is determined by dividing the number of outstanding
shares of such plan into the total current fair market value of
all net assets of the retirement plan. Shares representing
benefit payments to be distributed or insurance premiums to be
paid as of any pertinent plan valuation date are cancelled as of
their value on that valuation date. Similarly, new shares
representing additional contributions to be allocated to
participants are created at the share value applicable on the
pertinent plan valuation date.
In determining the current fair market value of assets of a
particular participating retirement plan, the current unit values
of the Funds, as determined by the Trustee, are multiplied by the
number of units of participation in a Fund or the Funds owned by
the particular plan.
The regular valuation date for each participating retirement plan
is the last business day of the plan year. Additional valuation
dates may occur throughout the plan year as necessary or
desirable for administrative purposes, including the occurrence
of a benefit distribution event and the allocation of voluntary
or salary deferral contributions. The additional valuation dates
correspond to the last business day of a calendar month.
SUMMARY OF UNITS OF PARTICIPATION VALUES
The table below shows the value at each annual valuation date for
the date indicated of a unit of participation in each of the
Funds:
<TABLE>
<CAPTION>
Valuation Date Pooled Equity Pooled Debt Pooled
Fund<F1> Fund<F2> Income Fund
<S> <C> <C> <C>
October 31, 1992 $47.268 $47.463 $41.577
October 31, 1993 $52.868 $52.876 $42.993
October 31, 1994 $56.368 $51.030 $44.693
October 31, 1995 $64.315 $58.165 $47.406
October 31, 1996 $72.54 $61.383 $50.103
<FN>
<F1>
All per unit information has been adjusted to reflect the 5 for 1
unit split that took place during the quarter ended July 31,
1994.
<F2>
All per unit information has been adjusted to reflect the 2 for 1
unit split that took place during the quarter ended July 31,
1994.
</FN>
</TABLE>
INVESTMENT MANAGEMENT
In managing the investments of the Funds, UMB, as Trustee for the
Funds, invests and reinvests the assets of the Funds in a manner
consistent with the policies described below under "Investment
Policies of the Collective Investment Funds." UMB's Trust
Department is responsible for the continuing supervision and
evaluation of all investment funds. Research, portfolio
management, security trading, and statistical review and analysis
are carried on by the Trust Department under the supervision of
the senior trust investment officer.
All investments of the Funds in securities are reviewed and
approved by the Trust Management and Trust Policy Committees of
UMB. These committees are composed of senior bank officers
and/or directors. Portfolio managers are provided with specific
guidelines with respect to the balance between equity and fixed
income securities, diversification of equity investment by
industry and by company, and the timing of purchases and sales.
The guidelines are prepared by UMB's Trust Department, subject to
approval by UMB's Trust Policy Committee.
BROKERAGE OF SECURITIES TRANSACTIONS
The Trust Department of UMB does not act as a broker or dealer in
securities transactions. Moreover, as a matter of general
policy, no person exercising discretionary investment authority
on behalf of UMB is permitted to acquire or dispose of a
substantial portion of securities of any issuer at the time such
securities are being purchased or sold by or for any of the
Funds. It is UMB's general practice to select security brokers
on the basis of their ability to provide the best execution on
the purchase or sale of portfolio securities for all of the
Funds. Fixed income security transactions are normally done on a
net basis while commissions are paid for the execution of common
stock and convertible security transactions. When executing
security transactions requiring commissions, UMB gives
consideration to research services provided by brokers and,
therefore, does not limit the placing of orders to brokers
providing only sales execution services. A portion of these
commissions is derived from security transactions for the Funds.
Research reports received in exchange for commission business
cover a wide variety of subjects ranging from economic and
monetary and fiscal policy through reports on specific companies,
and such research is used extensively by UMB's analytical group.
UMB may cause the Fund to pay a member of an exchange, broker or
dealer an amount of commission for effecting a securities
transaction in excess of the amount of commission another member
of an exchange, broker or dealer would have charged for effecting
the transaction, but only when UMB has determined in good faith
that such amount of commission was reasonable in relation to the
value of the brokerage and research services provided by such
member, broker or dealer, viewed in terms of either that
particular transaction or UMB's overall responsibilities with
respect to the accounts as to which it exercises investment
discretion.
In addition to research services and information obtained in
connection with specific brokerage transactions as described
above, UMB currently has such commission agreements,
understandings or both with Bear Stearns & Co.; Paine Webber;
Prudential; Rochdale Securities; Standard &
Poor's Corporation; Morgan Stanley, Inc.; Broadcort Capital
Corp.; Capital Institutional Services, Inc. and Chicago Corp.,
concerning the providing of statistical reports on economic
conditions and reports relative to the investment performance of
various money managers and data on selected securities that are
considered for purchase in these Funds, all such reports and data
having been compiled by third parties. The commissions paid to
the companies providing such reports and data aggregate
approximately thirty percent (30%) of the total brokerage
commissions paid by UMB on an annual basis. Such reports and
data are available to UMB in its management of pooled funds as
well as all of its other accounts.
INVESTMENT POLICIES OF THE COLLECTIVE INVESTMENT FUNDS
INVESTMENT OBJECTIVES
The primary investment objective of each of the Funds is
set forth under SUMMARY OF THE COLLECTIVE INVESTMENT
FUNDS. With the exception of the U.S. Government and Federal
Agency issues, not more than 10% of the market value of the
assets of any Fund is invested in the securities of a particular
issuer. UMB, as Trustee, seeks to realize the investment
objective of each of the Funds as follows:
POOLED EQUITY FUND. This Fund is invested in a broadly
diversified portfolio of common stocks and convertible securities
which is designed to give representation in those segments of
industry which UMB feels will grow more rapidly than the economy
as a whole. These investments are supplemented from time to time
by some exposure to more cyclical industries when deemed
appropriate considering the objectives of the Fund. Current
yield is not a prime consideration as growth in value is sought
through appreciation of capital over a period of years. At such
time as economic and other considerations dictate, a significant
portion of the Fund may be invested in short-term fixed income
obligations.
POOLED DEBT FUND. This Fund is invested primarily in U.S.
government, federal agency and corporate fixed income
obligations, mortgages and mortgage participations. In managing
the assets of this Fund, consideration is given to the
prospective trends in short, intermediate and long-term interest
rates, yield differentials between various grades and
classifications of securities and attractiveness of discount or
premium bonds. Funds awaiting permanent investment or
distribution are placed in short-term money market instruments.
Capital growth is attained primarily through reinvestment of
interest income.
POOLED INCOME FUND. This Fund is invested in short-term
(maturities up to 5 years) fixed income obligations in order to
provide maximum current income consistent with ready
marketability. Investments may be made in direct or guaranteed
obligations of the United States of America or agencies thereof,
state or local government agencies, debt securities issued by
corporations or other business organizations, including
commercial paper, certificates of deposits issued by commercial
banks (other than UMB), savings banks or savings and loan
associations, other securities or obligations of the type or
types commonly known as money-market instruments or liquid
guaranteed contracts issued by major insurance companies and are
concentrated in those areas which appear most attractive, quality
considered. Maturities are staggered to provide liquidity based
on historical cash flow considerations. Growth in capital values
resulting from reinvested income will vary significantly with
changes in short-term interest rates, but fluctuations in capital
values are generally minimal by reason of short maturities.
MARKET RISKS
There is a market risk inherent in any investment in securities,
whether equity, debt or other instruments since the prices of
securities may fluctuate because of market conditions, economic
factors, governmental fiscal and monetary policy, and other
reasons that cannot be anticipated and are out of the control of
the Trustee. Accordingly, there can be no assurance that the
objectives of a Fund will be achieved, and at the time Units in a
Fund are withdrawn by reason of a change in the investment in a
Participant's Account, the payment of benefits, or the withdrawal
of voluntary contributions, the value of such Participant's
interest may be more or less than the amount contributed to a
Participant's Account.
VALUATION OF FUNDS' ASSETS
The Trustee of the Funds revalues the units of participation of
each Fund as of each Fund's valuation date. The last business
day of each month is the regular valuation date. The new unit
value is computed by determining the market value of all assets
of the Fund, including cash, if any, less liabilities, at the
close of business on the valuation date, and then dividing that
value by the total number of units outstanding on that date.
On each valuation date, the Trustee computes the net income or
loss of each Fund since the last valuation date. All such
income is included in the principal value of the Fund and of each
outstanding unit. Income is retained in each Fund for
reinvestment and is not distributed in cash to each participating
retirement plan.
Any retirement plan participating in the Funds may acquire units
of participation in a Fund or may redeem any units it holds on
any valuation date at the new unit value. Any plan that is
redeeming units must give notice of its intention to do so at
least five days in advance of a valuation date.
TURNOVER RATES
UMB cannot estimate with any reasonable certainty what the annual
turnover rate for the assets held by the Funds will be. If the
value of withdrawals from a Fund exceeds the value of
contributions directed to be invested in such Fund in a given
year, that Fund will be required to reduce its holdings (and
incur brokerage fees) independent of any sales and purchases made
by UMB as Trustee of the Funds in its efforts to achieve the
investment objectives of such Fund. In any event, the turnover
rate of a Fund will depend upon the extent UMB deems it
reasonable and appropriate to dispose of and replace certain of
such Fund's investments as a means of achieving its investment
objectives.
The turnover rates of the Pooled Equity Fund, the Pooled Debt
Fund and the Pooled Income Fund for the past five fiscal years
are shown in the table below.
<TABLE>
<CAPTION>
Annual Turnover Rates<F1>
1996 1995 1994 1993 1992
<S> <C> <C> <C> <C> <C>
Equities and Convertibles
in Pooled Equity Fund 24.23% 30.59% 16.32% 17.85% 8.45%
Marketable Debt in Pooled
Debt Fund 22.27% 20.78% 13.78% 30.80% 18.95%
Pooled Income Fund 828.79% 743.18% 438.62% 535.24% 613.17%
<FN>
<F1>
All turnover rates are calculated as a percentage of market
value of assets in the respective Fund. The basic method of
calculation of turnover rates is to divide the total sales for a
quarter by the average market value for the quarter and then add
the four quarterly changes together to obtain the annual turnover
rate.
</FN>
</TABLE>
UMB AS TRUSTEE OF THE FUNDS
Regulations of the Comptroller of the Currency prohibit UMB from
having any interest in the Funds other than in its capacity as
Trustee. Such regulations prohibit UMB from lending money to,
selling property to or purchasing property from a Fund except for
temporary net cash overdrafts, and no assets of a Fund may be
invested in stock or obligations of UMB, except that funds held
by UMB as Trustee pending suitable investment or distribution may
temporarily be held in time or savings deposits with UMB. UMB
cannot purchase securities for the Funds from its own portfolio
or trading account. Regulations of the Comptroller of the
Currency also prohibit UMB from making any loan on the security
of the units of participation.
Such regulations do not prohibit UMB from investing the assets of
any Fund in the securities of issuers which have borrowed funds
from UMB's commercial loan division or which maintain deposit or
other accounts or otherwise have an ongoing banking relationship
with UMB, and UMB may purchase the securities of such issuers for
any of the Funds (including securities the proceeds of which may
be used, in whole or in part, to repay loans to such issuers from
UMB). However, in acting as Trustee for the Funds and other
fiduciary accounts, the personnel of UMB's Trust Department do
not discuss their investment decisions with any personnel of
UMB's commercial banking department, and investment decisions for
the Funds and other fiduciary accounts are made by the Trust
Department solely from the standpoint of the interest of such
fiduciary accounts.
(The remainder of page intentionally left blank.)
UMB BANK
DEFINED CONTRIBUTION PLAN AND TRUST
DEFINITIONS OF CERTAIN TERMS
As used in this Prospectus, the following terms shall have the
meaning indicated below. These definitions are qualified by
reference to the Plan and Trust, which should be consulted for
the complete definitions of the terms used therein.
Account: a Participant's separate interest in a Trust.
Break in Service: (a) For purposes of determining eligibility to
become a Participant, each consecutive twelve-month period
commencing on the date of commencement of employment during
which an Employee has completed five hundred or fewer Hours
of Service; and (b) For all other purposes of the Plan, any
Plan Year during which the Employee has completed five
hundred or fewer Hours of Service and on the last day of
which he is not an Employee. Any Plan Year of less then
twelve months will be disregarded for purposes of this
subsection.
Code: the Internal Revenue Code of 1986, as amended from time to
time.
Compensation: the Earned Income of a Self-Employed individual
or, with respect to any Employee other than a Self-Employed
individual, as defined by the Employer in its Adoption
Agreement. For any Plans and Trust deemed to be top-heavy,
only the first $150,000 (as indexed) of a Participant's
annual Compensation shall be taken into account for purposes
of determining Employer contributions under the Plan.
Earned Income: the net income from self-employment in the trade
or business with respect to which the Plan is established
and for which personal services of the individual are a
material income-producing factor.
Effective Date: the first day of the fiscal year of the Employer
when the Employer adopts and establishes its Plan, as
specified by the Employer in its Adoption Agreement.
Employee: any person employed by the Employer in any capacity.
Employer: the individual proprietor, partnership, association or
corporation establishing one or more Plans and Trusts under
this basic plan document, and any affiliate thereof which
may also, by appropriate action, adopt any such Plan and
Trust of the Employer.
Entry Date: (a) the first day of the Plan Year; and (b) the six-
month anniversary of the first day of each Plan Year.
ERISA: the Employee Retirement Income Security Act of 1974, as
amended.
Fund: one of the three separate Collective Investment Funds
in which the Trustee may invest, which are the Fund for
Pooling Equity Investments of Employee Trusts (Pooled
Equity Fund), the Fund for Pooling Debt Investments of
Employee Trusts (Pooled Debt Fund) and the Pooled
Income Fund for Employee Trusts (Pooled Income Fund).
Hour of Service: each hour of service for which an Employee is
paid or entitled to payment for the performance of duties
for the Employer.
Net Earnings: the net income or profits of the Employer for each
Plan Year as determined by the Employer upon the basis of
its books of account in accordance with generally accepted
accounting principles, but without any deduction for taxes
based on income, or for contributions made by the Employer
under the Plan or any other employee benefit plan or
employee welfare plan maintained by the Employer.
Normal Retirement Age: the age specified by the Employer in the
Adoption Agreement, but in no event a date later than the
65th birthday of a Participant.
Nonowner Partner: a person who is a partner, but not an Owner-
Employee, in the partnership Employer.
Owner-Employee: any individual who, in the event the employer is
a partnership, owns more than 10% of either the capital
interest or the profits interest in the business of such
partnership, and, in the event the Employer is a sole
proprietorship, is the proprietor.
Participant: any Employee who is eligible to participate and is
participating in the Plan of the Employer.
Permanent and Total Disability: the apparently permanent
inability of a Participant to continue performance of his
theretofore regular duties in a reasonably efficient manner
due to physical or mental incapacity that has lasted or can
be expected to last for a continuous period of not less than
12 months, as determined by the Plan Administrator.
Plan: the profit sharing plan or money purchase pension plan
established by an Employer in the form of the Plan and Trust
including an Adoption Agreement.
Plan Administrator: the individual designated by the Employer in
its Adoption Agreement (and, if none is designated, then the
Employer) who will be charged with the general
administration of the Employer's Plan.
Plan Year: each consecutive twelve-month period ending on the
date designated by the Employer in its Adoption Agreement,
unless it is the first year of the Plan or there is a change
in the Plan Year.
Self-Employed Individual: an individual who has Earned Income
for the taxable year from the trade or business for which
the Plan is established; also, an individual who would have
had Earned Income but for the fact that the trade or
business had no Net Earnings for the taxable year.
Plan Trust: the trust fund held and administered under the
Employer's Plan, consisting of contributions thereto and
income therefrom and increments thereon.
Trustee: UMB, or any successor association or corporation
thereto and any successor Trustee appointed according to the
Plan, which acts as Trustee of the Plan Trust.
UMB: UMB Bank, n.a.
Valuation Date: the last business day of the Plan Year and such
other days specified by an Employer in its Adoption
Agreement.
Year of Service: (a) for purposes of determining eligibility
under the Plan each consecutive twelve-month period
commencing on the date of employment during which period an
Employee has completed one thousand or more Hours of
Service; and (b) for purposes of determining vesting under
the Plan, each consecutive twelve-month period of employment
with the Employer during which an Employee has completed one
thousand or more Hours of Service.
ADOPTION OF A PLAN
An Employer may adopt a Plan and establish a Trust, subject to
acceptance by UMB, by completing and duly executing an Adoption
Agreement. The Employer must indicate in the Adoption Agreement
whether the Plan is a new Plan or an amendment and continuation
of another retirement plan. If the latter, the amendment and
continuation must be permitted by the terms and conditions of
such other plan, and all assets of that plan must be transferred
to UMB, as Trustee of the Plan. Generally, where the predecessor
plan was a qualified plan, appointment of UMB as successor
Trustee will not have adverse tax consequences to the Employer or
to any Participant.
The Plan provides for election by the Employer concerning the
following details of participation, which may differ as between
different Employers, and which are stated in the Adoption
Agreement: (1) the Effective Date of the Plan; (2) the number of
months of service required of Employees to be eligible for
participation; (3) the vesting schedule for Employer
contributions; (4) the amount to be contributed by the Employer
on behalf of each Participant, which cannot exceed certain
limitations, described below under "Contributions"; (5) whether
the Plan is to be a Pension or Profit Sharing Plan; (6) whether
participant loans, life insurance, salary deferral contributions
and voluntary contributions are authorized; and (7) the
allocation of Employer contributions. The Employer is free to
amend the Plan to change one or more of such elections although
amendments are subject to the general restrictions on amendments
of the Plan by an Employer. SEE AMENDMENT AND TERMINATION.
UMB AS TRUSTEE OF THE DEFINED CONTRIBUTION PLAN AND TRUST
The Plan gives UMB, as Trustee of the Trust established
thereunder, broad powers with respect to the management and
disposition of Trust assets. These powers, as more fully set
forth in Article 11 of the Plan, include the right to invest and
reinvest the assets of the Trust in evidences of indebtedness,
evidences of ownership, securities and other personal property
and real property as the Trustee shall in its absolute discretion
select; purchase life insurance and annuity contracts when
directed to do so by the Plan Administrator; to maintain a
portion of the assets of the Trust in cash and unproductive of
income as it may deem advisable or expedient; to sell, assign,
exchange, convey or otherwise transfer, lease, mortgage,
encumber, improve, abandon, alter or raze any part or all of the
securities or other property of the Trust upon such terms and
conditions as in its sole discretion it shall deem to be in the
best interest of the Trust; to exercise all the rights with
respect to any certificates of stock or other securities held by
it as assets of the Trust, including the right to vote all
certificates of stock; to sue or defend any suit or legal
proceeding by or against the Trust; to acquire and hold any
securities or other property of the Trust without disclosing its
fiduciary capacity; to employ attorneys, accountants and others,
as it may deem advisable in the best interests of the Trust, and
to pay their reasonable expenses and compensation out of the
Trust; to execute and deliver, as Trustee, any and all
instruments in writing necessary or proper for the effective
exercise of any of the Trustee's powers; to borrow money from
others and to advance its own funds to the Trust upon such terms
it deems to be in the best interests of the Trust; to determine
what is principal and what is income of the Trust and to allocate
gains and losses between principal and income; to sell options to
purchase the securities held in the Trust; and to perform any and
all other acts in its judgment necessary or appropriate for the
proper and advantageous management, investment and distribution
of the Trust.
PLAN ADMINISTRATOR
ERISA provides that administrators and trustees of certain
retirement plans and trusts are subject to certain fiduciary
standards in addition to any standard imposed by instruments
establishing a plan or trust. In the case of a Plan under the
Plan and Trust, the Plan Administrator will be the Employer for
all purposes of ERISA and the Code unless another person is so
designated in the Adoption Agreement. ERISA prohibits the Plan
Administrators, Employers, Trustees and certain related persons
from engaging in certain transactions with the assets of a
retirement trust, including, generally, the sale, exchange, lease
or loan of property, the furnishing of goods, services or
facilities, or the transfer of assets of the trust, to or by such
persons. ERISA imposes excise taxes on employers, trustees and
other disqualified persons who engage in prohibited transactions
with a plan. ERISA also imposes civil liabilities on trustees,
administrators and other fiduciaries for violations of the Act's
standards and requires the Plan Administrator to make detailed
disclosures and reports regarding a plan or trust and its
administration.
UMB will assist Employers and the Plan Administrators in meeting
their reporting and disclosure requirements under ERISA by
preparing and distributing annually to Participants after the
close of the Funds' fiscal year a revised edition of the
Prospectus and its accompanying financial statements, and a
statement of transactions for each Participant's Account. UMB
will also provide such Employers and Plan Administrators with
such information regarding the Funds and the Plan as is necessary
to enable such persons to meet their statutory responsibilities.
However, Employers adopting the Plan should seek the advice of
counsel regarding the reporting requirements and other
responsibilities and duties to which they may be subject under
ERISA.
PARTICIPATION IN THE PLAN
The Plan provides that, subject to certain limitations, each
Employee will be eligible to participate in the Plan as of his
Entry Date. An Employee becomes eligible to participate, if he
is then employed, either on the date the Plan becomes effective,
if the Employee has then satisfied the eligibility requirements
of the Plan, or the first Entry Date thereafter on which the
Employee meets the eligibility requirements of the Plan. If the
Employee has a Break in Service before he satisfies the period of
employment required by the Plan, months of service before the
Break in Service will be disregarded for purposes of determining
eligibility during a period of subsequent employment.
CONTRIBUTIONS
Employer Contributions. If the Employer establishes a money
purchase pension plan, the Employer is required to make
contributions on behalf of each Participant, in an amount equal
to the percentage of the Participant's Compensation specified in
the Adoption Agreement, which may not exceed 25% of total
Compensation.
If the Employer adopts a Profit Sharing Plan, contributions may
be made by the Employer on behalf of any Participant in a taxable
year of the Employer regardless of whether the Employer has
current or accumulated earnings or profits. The Employer's
contribution is determined in accordance with the Employer
Contribution Formula in the Adoption Agreement executed by the
Employer which may not exceed 15% of total Compensation.
An Employer may adopt more than one Plan, but under no
circumstances may the total amount allocated to any one
Participant exceed 25% of the Participant's Compensation from the
Employer or $30,000, whichever is less.
Employee Nondeductible Voluntary Contributions. If the Employer
so elects, each Participant may contribute to the Plan for his
own Account, but only through his Employer up to an amount, when
added to the allocation otherwise made on behalf of the
participant, that does not exceed 25% of the participant's
compensation or $30,000, whichever is less. Earnings on
voluntary contributions are exempt from federal income tax while
held in the Trust. If the Employer elects in its Adoption
Agreement, voluntary contributions may be withdrawn as of the
last business day of any quarter, after all adjustments required
under the Plan have been made, by written notice to UMB, through
the Plan Administrator. Voluntary contributions are allocated to
a contributing Participant's Account as of the last day of the
quarter in which they are received by UMB.
Salary Deferral Contributions. If the Employer elects, each
Participant may reduce his compensation from the Employer in
exchange for contribution of that amount to the Plan on behalf of
the Participant. Such amounts are not included in the income of
the Participant, until received as a distribution from the Plan.
If the Employer elects, the Participant may be able to withdraw
salary deferral contributions prior to termination of employment
upon reaching age 59 or hardship.
RESTRICTIONS ON INVESTMENTS
Although UMB, as Trustee, has broad investment discretion as to
how the assets of the Funds are invested, the Plan requires UMB
not to invest or reinvest assets of the Funds in securities
issued by any Employer which has adopted the Plan. The Plan
further specifies that UMB, as Trustee, shall not engage in any
transaction of the nature described and prohibited by Section 406
of ERISA including amendments and regulations pertaining thereto.
SEE UMB AS TRUSTEE FOR THE PLAN AND TRUST AND UMB AS TRUSTEE FOR
THE FUNDS.
VESTING OF PARTICIPANT'S INTEREST
A Participant's right to contributions paid to the Trust under
the Plan will become fully vested and nonforfeitable in
accordance with the vesting schedule established by the Employer
in the Adoption Agreement. The value of a Participant's interest
in the Plan may decline due to decreases in value of the
investments held in any of the Funds in which contributions made
by or on behalf of the Participant are invested. See Market
Risks.
BENEFITS
Except for withdrawal of voluntary contributions or salary
deferral contributions (See Contributions), the methods described
under this section entitled "Benefits" are the only means by
which a Participant may redeem or receive benefits from such
Participant's Account.
Valuation of Participant's Account. The participation of a
Participant will cease on the day when his employment by the
Employer terminates. Except for Individually Directed Accounts,
the aggregate value of all Accounts of a Participant will be
determined as of the Valuation Date coincident with or next
preceding the distribution of his benefit and shall be designated
the Participant's Benefit Amount. For Individually Directed
Accounts, the aggregate value of all Accounts of the Participant
shall be determined as of the date on which the Trustee
distributed the benefits.
Retirement Benefits. A Participant's Benefit Amount will be paid
in the form of a joint and survivor annuity unless one of the
following methods of distributions is directed by the Plan
Administrator at the Participant's request in compliance with
conditions set forth in the Plan:
(1) payment in lump-sum;
(2) payment in one or more annual or more frequent
installments.
Disability Benefits. In the event the Plan Administrator
determines that a Participant has suffered Permanent and Total
Disability, the Participant will be entitled to a disability
benefit. The Participant's Benefit Amount will be distributed by
one of the methods described above under "Retirement Benefits,"
as elected by the Participant, with spousal consent (as
applicable).
Death Benefits-Beneficiaries. A Participant's Benefit Amount
will be payable in one lump-sum unless the Beneficiary, in the
Beneficiary's discretion, elects another method of distribution.
If the Participant is married, the Participant's Benefit Amount
will be in the form of a survivor annuity, unless another benefit
form has been elected pursuant to the Plan. The Plan provides
for the designation by a Participant of one or more
beneficiaries, including successive or contingent beneficiaries,
and for changes in the designation of beneficiaries from time to
time without the consent of a prior beneficiary. The interest in
the Account of a Participant given to any beneficiary ceases upon
the beneficiary's death. If the Participant dies without
designating a beneficiary or if the Participant has designated
beneficiaries, but no beneficiary is alive to receive any amount
which may become payable to the beneficiary, the interest in the
Participant's Account will be paid to the Participant's surviving
spouse, or if none, the Participant's children, or if none, the
Participant's estate.
Termination of Service. In the event a Participant's employment
with the Employer is terminated for any reason other than
retirement, death or disability, the Participant's Benefit Amount
shall be paid as follows:
(1) If the Participant's Benefit Amount does not exceed
$3,500, such Participant's Benefit Amount shall be paid
in full in a lump-sum within sixty days following the
close of the Plan Year during which a termination of
service occurred;
(2) If the Participant's Benefit Amount does exceed $3,500,
it shall be distributed by one of the methods described
above under "Retirement Benefits," as elected by the
Participant, with spousal consent (as applicable).
Special Rule. Regardless of all information stated above in this
section entitled "Benefits," the distribution of the
Participant's Benefit Amount to any Participant generally must be
commenced upon the Participant attaining the age of 70 years and
may be available upon reaching the later of age 59 or Normal
Retirement Age under the Plan.
Assignment of Benefits. The interest of a Participant in a Trust
and the right of any person to receive any payment of benefit
provided under the Plan cannot be subject to assignment or in any
manner be transferable or encumberable, either by voluntary or
involuntary actions of a Participant or other person, except for
purposes of a Qualified Domestic Relations Order.
AMENDMENT AND TERMINATION
Adoption of the Plan is completely voluntary on the part of the
Employer, and the Employer has the right at any time to amend the
Plan, to change the person designated as the Plan Administrator
and to change the elections made in the Adoption Agreement. SEE
ADOPTION OF A PLAN. The Employer may also amend the Plan in
other respects and continue the Plan as amended with another
trustee or custodian. In such event, UMB, as Trustee, will
transfer all assets held under the Plan to such other trustee or
custodian.
Subject to notice requirements that may be imposed by law, UMB
has the right to amend the Plan and Trust and, concurrently each
retirement plan and trust established in the form of the Plan and
Trust shall be automatically amended. However, no such amendment
shall become effective until a written copy of the amendment is
received by the Employer. Receipt of a written copy of an
amendment by an Employer is the only notice necessary prior to
the amendment becoming effective.
No amendment to the Plan, as described above, may be made (except
as may be required for the qualification of the Plan and the tax-
exempt status of the Trust under the Code) which will (1) give
the Employer an interest in, or ownership or control of, any part
of the Trust or the assets thereof, (2) make possible the
diversion of any part of a Trust for any purpose other than the
exclusive benefit of Participant in such Trust, (3) operate to
deprive any Participant of benefits previously vested in him or
(4) change the rights, duties or responsibilities of the Trustee
without the consent of the Trustee.
The Plan will terminate on the date (1) the Plan is terminated by
the Employer, if the Employer gives written notice of the
termination to the Trustee, (2) the Employer is judicially
declared bankrupt or a general assignment is made by the Employer
for the benefit of creditors or (3) the Employer loses its
identity by dissolution, merger, consolidation or reorganization
unless within thirty days thereafter provision in writing
consented to by the Trustee is made by the successor to the
Employer to continue the Plan and Trust. The Plan will also
terminate on the resignation or removal of the Trustee when no
successor Trustee has been appointed and accepted the appointment
within sixty days after the effective date of the resignation or
removal.
If the Plan is terminated, the Trustee will pay all taxes and
expenses thereunder, will pay unpaid installments of any benefit
payable in installments in a lump-sum in full, will assign and
deliver to Participant's life insurance contracts which have been
purchased on their lives and will then distribute the remaining
assets of the Trust, or the proceeds thereof in the event of
liquidation, to the Participants in the Plan in such proportion
as the aggregate value of each Participant's account or accounts
bears to the total value of all accounts then outstanding.
Participants maintaining Individually Directed Accounts will be
entitled to a distribution of the full value of such Individually
Directed Account minus the Participant's pro rata share of taxes
and expenses.
RESIGNATION, REMOVAL AND SUCCESSION OF TRUSTEE
The Trustee may resign at any time by giving sixty days advance
written notice to the Employer. The Employer may remove the
Trustee by giving sixty days advance written notice to the
Trustee. In the event of the removal of the Trustee, the
Employer will appoint a successor trustee in writing and the
successor trustee will accept the trusteeship of the Trust in
writing.
TAXES, EXPENSES AND FEES
The Plan provides that the following will constitute charges
under the Trust and will be paid by the Trustee out of the assets
of the Trust unless otherwise paid by the Employer: (1) all
taxes imposed upon the Trust, the Trustee in its capacity as
Trustee, or upon the assets or income of the Trust; (2) all
expenses incurred by the Trustee in the performance of its duties
including attorneys' fees, accountants' fees and other expenses
incurred in connection with the Trust; and (3) fees and other
compensation of the Trustee for its services hereunder in amounts
agreed upon from time to time by the Employer and the Trustee.
Within sixty days after the close of each Plan Year, the Trustee
will render to the Employer and the Plan Administrator a written
accounting of all charges made upon the Trust during the
preceding year.
No taxes are currently imposed upon the Trust, the Trustee in its
capacity as Trustee, or upon the assets or income of the Trust.
Although the Trustee does not anticipate any taxes being imposed
upon the Trust, the assets or income of the Trust or upon itself
as Trustee, the Trustee cannot make any assurances that taxes
will not be so imposed in the future.
No specific expenses to be imposed as charges under the Trust are
currently anticipated except expenses in connection with
providing Plan Participants with annual revised editions of this
Prospectus including accompanying financial statements. Although
UMB has paid all expenses in connection with preparation of the
original Prospectus and the accompanying registration procedure,
expenses incurred in connection with annually revised editions of
the Prospectus may be allocated pro rata among the Participants'
Accounts and the Trust.
Certain fees are charged in accordance with a schedule which is
published from time to time by UMB. The schedule is available
upon request and is subject to periodic change.
All fees are subject to change. In the event the Trustee changes
any of the fees, written notice of the effective date of any
change is given to the Employer prior to the effective date of
the change. Notice of fee changes is not given directly to each
Participant.
The annual fees and specific charges are intended to cover the
normal expenses incurred by UMB with respect to management and
administration of particular Trust's or Participants' accounts.
The Plan permits UMB to charge extraordinary expenses, such as
fees of attorneys and accountants, and all taxes properly
chargeable to the Trust or Participants' accounts, to the assets
of the Trust or such Participants' accounts. Where appropriate,
expenses and taxes will be allocated among the Trust' and
Participants' accounts with respect to which the expenses and
taxes were incurred.
LITIGATION
UMB is engaged in litigation of various kinds which in its
judgment is not of material importance in relation to its total
assets. None of the litigation now in progress relates to the
Plan and Trust or the Funds.
LIMITATION OF LIABILITY OF TRUSTEE
The Plan provides that the Trustee shall not be liable for action
upon any notice, direction, certificate, or other paper or
document believed by the Trustee to be genuine and to have been
executed by a Participant, the Plan Administrator or the
Employer, or by a duly authorized person representing the
Employer. The Trustee has no duty to investigate the financial
condition of any legal reserve life insurance company licensed to
do business in the state of Missouri before purchasing any
insurance policy or annuity contract.
FEDERAL INCOME TAX CONSEQUENCES OF
UMB DEFINED CONTRIBUTION PLAN AND TRUST
A principal motive for the establishment of a retirement plan and
trust is the favorable tax consequence which may be obtained
thereby. UMB has received a favorable opinion from the Internal
Revenue Service for the Plan and Trust, as amended, identified by
IRS Serial Nos. C221418a, C221419a, C221420a, C221421a, C321422a,
C321423a, C321424a and C321425a. A Plan duly adopted by an
Employer in the form of the Plan and Trust will be in a form so
as to be eligible to qualify under Section 401 of the Code so
long as the Employer observes the provisions and eligibility
requirements thereof.
The following is a brief and necessarily incomplete description
of the more important tax consequences of the Plan and Trust:
(1) An Employer in computing its adjusted gross income for
federal income tax purposes may deduct the full amount
of its contributions to the Plan, within the
contribution limits of the Plan and the Internal
Revenue Code, on behalf of Participants who are common-
law Employees, and such contributions will not be
includable in the gross income of such Employees.
Contributions on behalf of Participants who are self-
employed persons will be includable in gross income,
but a Participant, in computing adjusted gross income,
may deduct the Employer's contribution to the Plan on
his behalf up to the lesser of $30,000 or the amount
determined by applying the percentage contribution
limitations prescribed in the Plan and the Internal
Revenue Code. Generally, benefit payments from the
assets of the Trust are subject to income taxation at
the date of distribution. However, benefit payments
representing amounts contributed by a Participant as a
Nondeductible Voluntary Contribution on his own behalf,
or Employer contributions previously taxed to him, are
not taxable income.
(2) The income earned by a Trust prior to distribution from
the Trust is exempt from income tax. Unrelated
business income of a Trust, if any, would be subject to
tax. UMB does not intend to make an investment which
would cause a Trust to incur any unrelated business
income tax.
(3) The transfer by a Participant of all or a portion of
his Account from one Fund to another Fund or to another
available investment medium should not subject a
Participant to federal income tax.
(4) Lump-sum distributions under the Plan are includable in
gross income of the recipient as ordinary income unless
made on account of the Participant's (i) death or (ii)
separation from service in the case of a common-law
employee, (iii) after the Participant's attainment of
age 59 , or (iv) disability in the case of a self-
employed person. In such cases, if the Participant was
born before January 1, 1936, the portion of the lump-
sum distribution deemed attributable to participation
in the Plan prior to 1974 may be entitled to long-term
capital gain treatment. The balance of a lump-sum
distribution made on account of the above circumstances
is taxable as ordinary income, but may be eligible at
the election of the recipient for a special income
averaging treatment known as "Five-Year Averaging" (or
"Ten-Year Averaging" in the case of a Participant born
before January 1, 1936) in the case of the
Participant's death or if the Participant participated
in the Plan for at least five taxable years prior to
the year of distribution. Eligibility for and the
computation of the tax under the Five-Year or Ten-Year
Averaging treatment is complex but, if applicable, may
result in a lower tax. A recipient of a lump-sum
distribution should consult with a tax advisor with
reference to making an election and computation of the
tax.
(5) Generally, distributions under the Plan (other than
certain periodic distributions, distributions required
to be made after a Participant reaches age 70 ,
distributions to correct violations of the
nondiscrimination rules of the Code, and certain deemed
distributions) may be transferred without current
income tax liability to an Individual Retirement
Account (IRA) or another qualified retirement plan. A
20% withholding tax will apply to any eligible rollover
distribution unless the Trustee transfers such
distribution directly to an IRA or another qualified
retirement plan. If the Trustee distributes the
eligible rollover distribution to the recipient, the
Trustee must withhold 20% of the distribution, but the
distribution will still qualify for current income tax
deferral if the recipient transfers the entire amount
of the distribution plus the amount withheld to an IRA
or another qualified retirement plan within 60 days
after receipt. The recipient may then claim the amount
withheld as a credit on the recipient's federal income
tax return.
(6) Distributions of benefits as installment payments are
generally subject to income tax under the rules
applying to annuities. The Participant has as his cost
basis an amount equal to the total amount of his
Nondeductible Voluntary Contributions. The cost is
spread over the period during which distributions are
to be made, and payments received annually in excess of
the allowable cost are taxed as ordinary income.
(7) Distributions received by a Participant prior to age
59 or death or disability may be subject to an excise
tax of 10% of the amount of the distribution included
in income.
OTHER TAX CONSEQUENCES
PENALTY TAXES
Excise taxes levied as a penalty under ERISA include a 5%
cumulative excise tax which is levied against the Employer on any
required contributions which the Employer failed to make where
the Employer had adopted a pension plan. Unless the default is
cured within ninety days of the mailing of a deficiency notice, a
further penalty of 100% of the deficiency will be assessed.
State Tax Consequences
State tax consequences vary and may provide different tax
treatment for contributions and benefits from that under federal
law.
REPORTS
Within sixty days after the close of each Plan Year the Trustee
shall send to the Employer and to the Plan Administrator a
written accounting of its administration of the Trust for such
Plan year.
LEGAL MATTERS
The legality of the Units offered hereby will be passed upon for
UMB by Spencer Fane Britt & Browne LLP of Kansas City, Missouri.
Partners in that firm hold approximately 5,626 shares of UMB
Financial Corporation common stock, of which UMB is a wholly
owned subsidiary. In addition, UMB or its affiliates may grant
loans to partners and employees of Spencer Fane Britt & Browne LLP,
their related interest and their immediate family members in
the ordinary course of business on substantially the same terms,
including interest rates and collateral, as those rates prevailing
at the time for comparable transactions with other persons which, in
the opinion of UMB's management, did not involve more than the
normal risk of collectibility or present other unfavorable features.
ADDITIONAL INFORMATION
UMB, as Trustee, has filed with the Securities Exchange
Commission (the "SEC") a Registration Statement on Form S-1
(together with any amendments thereto, the "Registration
Statement") under the Securities Act of 1933, as amended (the
"Securities Act"), with respect to the Units of Participation in
the Funds. This Prospectus does not contain all the information
set forth in the Registration Statement and the exhibits thereto,
certain portions of which have been omitted as permitted by the
rules and regulations of the SEC. This material can be inspected
and copied at the public reference facilities maintained by the
SEC at Judiciary Plaza, 450 Fifth Street, N.W., Washington, D.C.
20549, and at the SEC's Regional Offices in Chicago (Northwestern
Atrium Center, 500 West Madison Street, Suite 1400, Chicago,
Illinois 60661-2511) and in New York (7 World Trade Center, Suite
1300, New York, New York 10048) and copies of such material can
be obtained by mail from the Public Reference Section of the SEC,
Judiciary Plaza, 450 Fifth Street, N.W., Room 1024, Washington,
D.C. 20549, at prescribed rates. For further information,
reference is made to the Registration Statement and the exhibits
filed therewith. Statements contained in this Prospectus
relating to the contents of any documents referred to herein are
not necessarily complete, and in each instance reference is made
to the copy of such document filed as an exhibit to the
Registration Statement, such statement being qualified in all
respects by such reference.
The Funds and UMB Financial Corporation, the parent of UMB, are
subject to the informational requirements of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), and in
accordance therewith, file reports and other information with the
SEC. This material can be inspected and copied at the public
reference facilities maintained by the SEC at Judiciary Plaza,
450 Fifth Street, N.W., Washington, D.C. 20549, and at the SEC's
Regional Offices in Chicago (Citicorp Center, 500 West Madison
Street, Suite 1400, Chicago, Illinois 60661-2511) and in New
York (7 World Trade Center, Suite 1300, New York, New York
10048) and copies of such material can be obtained by mail from
the Public Reference Section of the SEC, Judiciary Plaza, 450
Fifth Street, N.W., Room 1024, Washington, D.C. 20549, at
prescribed rates. UMB Financial Corporation common stock is
quoted on the NASDAQ-National Market System and reports and other
information concerning UMB Financial Corporation are filed
therewith.
RECOMMENDATION TO CONSULT ADVISORS
UMB recommends that each Employer consult with its attorneys,
accountants and other appropriate professional advisors regarding
the advisability of adopting the Plan and Trust, keeping in mind
the legal, tax and financial results to be anticipated. UMB is
unable to and does not undertake to render advice concerning such
matters.
(The remainder of this page intentionally left blank.)
<PAGE>
FINANCIAL STATEMENTS
TABLE OF CONTENTS
Page
Report of Independent Auditors F-2
Fund for Pooling Equity Investments of Employee Trusts
Statements of Assets and Liabilities as of
October 31 1995 and 1996 F-3
Statements of Investments Held as of October 31,
1995 and 1996 F-4
Statements of Operations for the years ended
October 31, 1994, 1995, and 1996 F-18
Statements of Participants' Interest for the
years ended October 31, 1994, 1995, and 1996 F-19
Fund for Pooling Debt Investments of Employee Trusts
Statements of Assets and Liabilities as of
October 31, 1995 and 1996 F-20
Statements of Investments Held as of October 31,
1995 and 1996 F-21
Statements of Operations for the years ended
October 31, 1994, 1995, and 1996 F-38
Statements of Participants' Interest for the
years ended October 31, 1994, 1995, and 1996 F-39
Pooled Income Fund for Employee Trusts
Statements of Assets and Liabilities as of
October 31, 1995 and 1996 F-40
Statements of Investments Held as of October 31,
1995 and 1996 F-41
Statements of Operations for the years ended
October 31, 1994, 1995, and 1996 F-45
Statements of Participants' Interest for the
years ended October 31, 1994, 1995, and 1996 F-46
Notes to Financial Statements F-47
(The remainder of page intentionally left blank.)
<PAGE>
GEO. S. OLIVE & CO. LLC
CERTIFIED PUBLIC ACCOUNTANTS
14TH FLOOR, CITIZENS BANK BUILDING
P.O. BOX 628
EVANSVILLE, INDIANA 47704-0628
Report of Independent Auditors
Board of Directors
UMB Bank, n.a.
Kansas City, Missouri
We have audited the accompanying statement of assets and liabilities of
the Fund for Pooling Equity Investments of Employee Trusts, the Fund for
Pooling Debt Investments of Employee Trusts and the Pooled Income Fund
for Employee Trusts of UMB Bank, n.a. (the Funds), including the
statement of investments held, as of October 31, 1996, and the related
statements of operations and participants' interest for the year then
ended. These financial statements are the responsibility of the Funds'
management. Our responsibility is to express an opinion on these
financial statements based on our audit. The statements of assets and
liabilities and statements of investments held of the Funds as of
October 31, 1995, and the related statements of operations and
participants' interest for each of the two years in the period ended
October 31, 1995, were audited by other auditors whose report dated
December 8, 1995 expressed an unqualified opinion on those statements.
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. 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 audit
provides a reasonable basis for our opinion.
In our opinion, the 1996 financial statements referred to above present
fairly, in all material respects, the financial position of the Fund for
Pooling Equity Investments of Employee Trusts, the Fund for Pooling Debt
Investments of Employee Trusts and the Pooled Income Fund for Employee
Trusts of UMB Bank, n.a. as of October 31, 1996, and the results of its
operations for the year then ended and the changes in its participants'
interest for the year then ended in conformity with generally accepted
accounting principles.
Evansville, Indiana
November 15, 1996
<TABLE>
UMB BANK, n.a.
FUND FOR POOLING EQUITY INVESTMENTS OF EMPLOYEE TRUSTS
STATEMENTS OF ASSETS AND LIABILITIES
<CAPTION>
October 31
1995 1996
Cost Market Cost Market
<S> <C> <C> <C> <C>
ASSETS
Investments:
Common stocks $162,051,285 $192,164,903 $166,352,044 $195,325,708
Commercial paper 66,013,975 66,013,975 60,617,285 60,617,285
Short-term money
market fund 4,140,195 4,140,195 3,228,319 3,228,319
$232,205,455 262,319,073 $230,197,648 259,171,312
Interest and
dividends
receivable 588,697 436,199
Receivable for
securities sold 163,522
263,071,292 259,607,511
LIABILITIES
Audit fee payable 11,187 8,214
Payable for
securities
purchased 508,397
PARTICIPANTS'
INTEREST, Equivalent
to $64.32 per unit
on 4,082,250 units
outstanding in 1995
and $72.54 per unit
on 3,578,723 units
outstanding in 1996 $262,551,708 $259,599,297
</TABLE>
<TABLE>
STATEMENTS OF INVESTMENTS HELD
October 31
1995 1996
Number of Number of
Shares or Shares or
Principal Principal
Amount Cost Market Amount Cost
Market
<S> <C> <C> <C> <C> <C> <C>
COMMON STOCKS - 1995, 73.2%; 1996, 75.4 %
CONSUMER NONDURABLES - 1995, 8.9%; 1996, 9.7%
BEVERAGES:
ANHEUSER BUSCH COMPANIES INC. 22,000 $1,011,042 $1,452,000 46,000 $1,020,361 $1,771,000
FOOD:
ARCHER DANIELS MIDLAND CO. 68,250 187,015 1,092,000 72,765 199,386 1,591,734
BOB EVANS FARMS INC. 157,800 2,987,675 2,840,400 165,000 3,134,137 2,062,500
BRINKER INTERNATIONAL 165,000 2,893,375 2,000,625 211,300 3,667,040 3,592,100
HEINZ H J CO. 20,000 702,200 930,000 30,450 711,110 1,080,975
PIONEER HI-BRED INTERNATIONAL, INC 20,000 174,667 992,500 - - -
TOTAL FOOD 6,944,932 7,855,525 7,711,673 8,327,309
HEALTH CARE:
ALLEGIANCE CORPORATION 5,580 32,211 104,625
AMERICAN HOME PRODUCTS CORP. 12,000 177,069 1,063,500 - - -
BARD C R INC. 100,000 2,527,246 2,825,000 104,700 2,643,317 2,957,775
BAXTER INTERNATIONAL INC. 26,000 384,678 1,004,250 27,900 394,761 1,161,338
BRISTOL MYERS SQUIBB CO. 48,000 1,862,024 3,660,000 38,000 1,204,654 4,018,500
COMMUNITY PSYCHIATRIC CENTERS 173,000 1,803,525 1,881,375 298,000 3,209,900 2,644,750
IMATION CORPORATION - - - 1,400 6,937 38,325
MERCK & CO., INC. 16,900 36,531 971,750 17,100 38,901 1,263,262
TOTAL HEALTH CARE 6,791,073 11,405,875 7,530,681 12,188,575
HOUSEHOLD PRODUCTS:
RUBBERMAID INC. 61,500 1,766,804 1,606,688 64,250 1,842,229 1,493,812
PHOTOGRAPHY:
EASTMAN KODAK COMPANY 16,000 331,686 1,002,000 16,500 344,702 1,313,812
TOTAL CONSUMER NONDURABLES 16,845,537 23,322,088 18,449,646 25,094,508
SERVICES - 1995, 11.4%; 1996, 11.9%
MEDIA:
DUN & BRADSTREET 53,000 2,689,275 3,166,750 55,300 2,810,845 3,193,575
GANNETT CO., INC. 52,000 1,505,626 2,827,500 46,200 1,206,234 3,499,650
TOTAL MEDIA 4,194,901 5,994,250 4,017,079 6,693,225
RETAIL:
AMERICAN GREETINGS CORP. 121,000 3,573,439 3,811,500 158,000 4,535,617 4,631,454
BLOCK H&R INC. 14,300 520,878 589,875 125,000 4,308,301 3,109,375
DILLARDS DEPT. STORE "A" 120,000 3,831,368 3,255,000 139,000 4,357,060 4,413,250
THE LIMITED INC. 118,000 2,487,150 2,183,000 64,724 1,253,170 1,189,303
MERCANTILE STORES CO., INC. 30,000 1,016,665 1,346,250 - - -
SEARS ROEBUCK AND CO. 26,900 467,127 914,600 - - -
TJX COMPANIES, INC. 329,000 4,407,311 4,441,500 - - -
TOYS 'R' US INC. 126,000 3,312,723 2,756,250 130,600 3,426,164 4,424,075
TOTAL RETAIL 19,616,661 19,297,975 17,880,312 17,767,457
TEXTILE AND APPAREL:
BASSETT FURNITURE INDUSTRY 114,500 2,803,761 2,304,312 162,600 3,858,917 3,638,175
BROWN GROUP INC. 81,000 2,264,675 1,113,750 84,600 2,365,705 1,744,875
STRIDE RITE CORP. 118,000 1,749,713 1,327,500 123,600 1,817,797 1,019,700
TOTAL TEXTILE AND APPAREL 6,818,149 4,745,562 8,042,419 6,402,750
TOTAL SERVICES 30,629,711 30,037,787 29,939,810 30,863,432
CONSUMER DURABLES - 1995, 2.4%; 1996, 2.8%
AUTOMOTIVE:
GENERAL MOTORS CORP. 5,000 157,125 218,750 6,800 220,957 364,650
GENUINE PARTS CO. 72,000 1,728,760 2,853,000 72,600 1,745,240 3,176,250
TOTAL AUTOMOTIVE 1,885,885 3,071,750 1,966,197 3,540,900
BUILDING
MASCO CORP. 113,000 2,843,327 3,178,125 118,400 2,974,249 3,714,800
TOTAL CONSUMER DURABLES 4,729,212 6,249,875 4,940,446 7,255,700
CAPITAL GOODS - 1995, 15.6%; 1996, 20.8%
ELECTRICAL EQUIPMENT:
GENERAL ELECTRIC CO. 32,000 97,903 2,024,000 21,000 61,999 2,031,750
ELECTRONICS:
PERKIN ELMER CORP. 100,000 3,021,545 3,512,500 - - -
SENSORMATIC ELECTRONICS CORP. - - - 235,200 4,023,060 3,851,400
TANDEM COMPUTERS INC. 220,000 2,840,384 2,475,000 371,200 4,631,344 4,686,400
TOTAL ELECTRONICS 5,861,929 5,987,500 606,400 8,654,404 8,537,800
MACHINERY:
COOPER INDUSTRIES INC. 48,000 2,284,506 1,620,000 88,000 3,865,427 3,531,000
GIDDINGS & LEWIS 181,000 2,947,805 2,918,625 209,000 3,401,187 2,455,750
SNAP ON INC. 81,000 2,756,664 3,432,375 93,000 2,081,172 2,987,625
TOTAL MACHINERY 7,988,975 7,971,000 9,347,786 8,974,375
OFFICE EQUIPMENT:
DIGITAL EQUIPMENT CORP. 20,300 1,153,853 1,096,200 59,400 2,490,096 1,752,300
INTERNATIONAL BUSINESS MACHINES CORP. 17,000 614,648 1,653,250 17,800 689,326 2,296,200
NOVELL INC. 250,200 4,628,700 4,128,300 322,400 5,634,056 2,982,200
TEXAS INSTRUMENTS INC. - - - 69,000 3,598,950 3,320,625
TOTAL OFFICE EQUIPMENT 6,397,201 6,877,750 12,412,428 10,351,325
MISCELLANEOUS:
APPLIED MATERIALS INC. - - - 118,800 4,255,198 3,140,834
BROWNING FERRIS INDUSTRIES INC. - - - 158,600 4,658,892 4,163,250
CALGON CARBON CORP. 297,200 4,057,752 3,380,650 355,800 4,753,177 3,558,000
FLUOR CORP. 10,000 410,500 565,000 - - -
GLOBAL IND. TECH. - - - 117,000 1,398,740 2,179,125
GRAINGER W W INC. 47,000 2,620,017 2,937,500 43,000 2,378,693 3,187,375
HILLENBRAND INDUSTIES INC. 128,000 3,825,797 4,064,000 123,575 3,690,426 4,572,275
INDRESCO, INC. 216,000 2,604,338 3,699,000 - - -
WMX TECHNOLOGIES, INC. 122,000 3,289,825 3,431,250 96,000 2,631,424 3,300,000
TOTAL MISCELLANEOUS 16,808,229 18,077,400 23,766,550 24,100,859
TOTAL CAPITAL GOODS 37,154,237 40,937,650 54,243,167 53,996,109
BASIC MATERIALS - 1995, 13.2%; 1996, 12.5%
CHEMICALS:
AIR PRODUCTS & CHEMICALS INC. 22,000 578,535 1,135,750 22,000 578,535 1,320,000
MALLINCKRODT INC . 87,000 2,557,457 3,023,250 91,100 2,678,446 3,962,850
NALCO CHEMICAL CO. 107,000 2,691,594 3,210,000 113,900 2,833,435 4,143,112
TOTAL CHEMICALS 5,827,586 7,369,000 6,090,416 9,425,962
METAL & MINING
BRUSH WELLMAN INC. 67,000 887,765 1,122,250 74,300 999,245 1,402,413
CYPRUS AMAX MINERALS COMPANY 128,000 3,138,157 3,344,000 168,000 4,141,538 3,801,000
TOTAL METAL & MINING 4,025,922 4,466,250 5,140,783 5,203,413
PAPER & FORESTRY PRODUCTS:
UNION CAMP CORP. 25,000 1,080,990 1,271,875 46,100 2,055,017 2,247,375
WEYERHAEUSER CO. 59,000 1,690,886 2,603,375 61,700 1,786,408 2,830,488
TOTAL PAPER & FORESTRY PRODUCTS 2,771,876 3,875,250 3,841,425 5,077,863
PETROLEUM:
AMOCO CORP. 20,000 355,455 1,277,500 21,045 404,827 1,594,159
ATLANTIC RICHFIELD CO. 25,000 2,683,625 2,668,750 15,500 1,642,991 2,053,750
BAKER HUGHES, INC. 90,000 1,827,000 1,766,250 - - -
DRESSER INDUSTRIES INC. 126,000 2,445,584 2,630,250 67,900 1,242,179 2,240,700
HALLIBURTON CO. 20,000 654,064 830,000 - - -
KERR MCGEE CORP. 54,000 2,271,903 2,976,750 54,900 2,314,718 3,444,975
PHILLIPS PETROLEUM CO. 35,200 596,545 1,135,200 - - -
SCHLUMBERGER LTD. 24,000 1,212,270 1,494,000 - - -
TEXACO, INC. 22,000 1,337,235 1,498,750 - - -
USX MARATHON GROUP 156,000 2,729,634 2,769,000 155,300 2,716,149 3,397,188
TOTAL PETROLEUM 16,113,315 19,046,450 8,320,864 12,730,772
TOTAL BASIC MATERIALS 28,738,699 34,756,950 23,393,488 32,438,010
TRANSPORTATION - 1995, 2.5%; 1996, 1.9%
RAILROADS:
NORFOLK SOUTHERN CORP. 22,600 523,646 1,745,850 10,000 149,792 891,250
UNION PACIFIC CORP. 26,000 785,751 1,699,750 26,200 534,964 1,470,475
UNION PACIFIC RESOURCES - - - 22,189 260,618 610,198
TOTAL RAILROADS 1,309,397 3,445,600 945,374 2,971,923
TRUCKING:
CALIBER SYSTEMS INC. - - - 74,000 2,786,230 1,248,750
ROADWAY EXPRESS INC. 56,000 2,519,513 2,506,000 37,000 563,687 587,375
YELLOW CORP. 50,000 1,161,609 656,250 - - -
TOTAL TRUCKING 3,681,122 3,162,250 3,349,917 1,836,125
TOTAL TRANSPORTATION 4,990,519 6,607,850 4,295,291 4,808,048
MULTIBUSINESS - 1995, 0.8%; 1996, .9%
MINNESOTA MINING & MANUFACTURING CO. 14,000 176,012 796,250 14,000 169,075 1,069,250
TRW INC. 20,000 1,154,450 1,315,000 13,000 829,465 1,176,500
TOTAL MULTIBUSINESS 1,330,462 2,111,250 998,540 2,245,750
UTILITIES - 1995, 14.0%; 1996 - 12.9%
COMMUNICATION:
A T & T CORPORATION 60,000 2,782,585 3,840,000 62,850 2,097,848 2,199,750
BELL ATLANTIC CORPORATION 53,000 2,011,824 3,365,500 28,000 696,650 1,687,000
COMSAT CORP. 155,500 3,043,315 3,090,562 91,800 1,708,381 2,157,300
SPRINT CORP. 64,000 1,623,200 2,464,000 69,100 1,436,538 2,712,175
U S WEST INC. 72,000 2,862,111 3,447,000 74,300 1,762,072 2,256,863
U S WEST MEDIA GROUP - - - 74,300 1,183,552 1,160,938
TOTAL COMMUNICATION 12,323,035 16,207,062 8,885,041 12,174,026
ELECTRIC:
DOMINION RESOURCES INC. 75,500 3,019,511 3,001,125 91,000 3,604,240 3,435,250
ENTERGY CORP. 118,000 2,840,275 3,363,000 123,600 2,965,155 3,460,800
FLORIDA PROGRESS CORP. 76,000 2,234,425 2,517,500 76,000 2,234,425 2,536,500
PANENERGY CORP. - - - 26,000 392,930 1,001,000
SCANA CORP. 99,200 1,763,135 2,517,200 71,000 1,156,990 1,899,250
TEXAS UTILITIES CO. 41,000 1,353,375 1,506,750 43,700 1,464,914 1,769,850
UNION ELECTRIC CO. 12,500 342,875 487,500 61,600 2,217,842 2,379,300
TOTAL ELECTRIC 11,553,596 13,393,075 14,036,496 16,481,950
NATURAL GAS:
MAPCO INC. 72,000 3,451,979 3,708,000 149,800 3,600,343 4,662,525
PANHANDLE EASTERN CORP. 132,000 2,522,725 3,333,000 - - -
TOTAL NATURAL GAS 5,974,704 7,041,000 3,600,343 4,662,525
TOTAL UTILITIES 29,851,335 36,641,137 26,521,880 33,318,501
FINANCE - 1995, 4.4%; 1996, 2.0%
BANKS:
FIRST CHICAGO NBD CORP. 48,600 1,471,870 1,846,800 48,900 1,481,688 2,493,900
WACHOVIA CORP. 10,000 37,350 441,250 - - -
TOTAL BANKS 1,509,220 2,288,050 1,481,688 2,493,900
INSURANCE:
ALLSTATE CORP. 32,446 524,968 1,192,391
AON CORP. 83,000 2,644,327 3,413,375
LIBERTY CORP. 89,000 2,291,820 2,981,500
LIBERTY CORP. SC - - - 81,500 2,088,088 2,811,750
TOTAL INSURANCE 5,461,115 7,587,266 2,088,088 2,811,750
MISCELLANEOUS:
AMERICAN EXPRESS CO. 40,000 811,238 1,625,000 - - -
TOTAL FINANCE 7,781,573 11,500,316 3,569,776 5,305,650
TOTAL COMMON STOCKS 162,051,285 192,164,903 166,352,044 195,325,708
</TABLE>
<TABLE>
<S> <C> <C> <C> <C> <C> <C>
COMMERCIAL PAPER - 1995, 25.2%; 1996, 23.4%
AIG FUNDING, INC, DISCOUNT CP, DUE 12-17-96 1,000,000 991,300 991,300
ABBOTT LABORATORIES, DISCOUNT CP, DUE 11-27-96 2,000,000 1,991,590 1,991,590
ALUMINUM CO. OF AMERICAN, DISCOUNT CP, DUE 11-01-96 690,000 685,488 685,488
AMERICAN GREET., DISCOUNT CP, DUE 11-29-95 700,000 696,657 696,657
AT&T CAPITAL CORP., DISCOUNT CP, DUE 11-03-95 2,350,000 2,333,344 2,333,344
AT&T CAPITAL CORP., DISCOUNT CP, DUE 11-14-95 1,500,000 1,485,404 1,485,404
AT&T CAPITAL CORP., DISCOUNT CP, DUE 11-15-95 1,000,000 997,617 997,617
AT&T CAPITAL CORP., DISCOUNT CP, DUE 11-21-95 2,000,000 1,981,233 1,981,233
AMERICAN TELEPHONE & TELEGRAPH CO., DISCOUNT CP,
DUE 11-26-96 3,000,000 2,973,800 2,973,800
ANHEUSER-BUSCH, DISCOUNT CP, DUE 11/09/95 2,000,000 1,990,500 1,990,500
CHEVRON OIL FINANCE CO., DISCOUNT CP, DUE 12-01-95 1,000,000 992,963 992,963
CHEVRON OIL FINANCE CO., DISCOUNT CP, DUE 12-01-95 200,000 198,607 198,607
CHEVRON OIL FINANCE CO., DISCOUNT CP, DUE 12-01-95 2,000,000 1,986,700 1,986,700
CHEVRON OIL FINANCE CO., DISCOUNT CP, DUE 12-01-95 2,000,000 1,981,382 1,981,382
CHEVRON OIL FINANCE CO., DISCOUNT CP, DUE 12-06-95 1,000,000 993,033 993,033
CHEVRON OIL FINANCE CO., DISCOUNT CP, DUE 11-20-96 1,500,000 1,490,430 1,490,430
CHEVRON OIL FINANCE CO., DISCOUNT CP, DUE 12-20-96 2,450,000 2,429,121 2,429,121
COCA-COLA COMPANY, DISCOUNT CP, DUE 11-01-95 2,000,000 1,990,817 1,990,817
COCA-COLA COMPANY, DISCOUNT CP, DUE 11-14-95 2,000,000 1,981,300 1,981,300
COCA-COLA CO., DISCOUNT CP, DUE 11-22-96 2,000,000 1,987,867 1,987,867
COCA-COLA CO., DISCOUNT CP, DUE 12-03-96 2,000,000 1,986,133 1,986,133
COCA-COLA CO., DISCOUNT CP, DUE 12-06-96 2,000,000 1,987,338 1,987,338
DONNELLEY, RR, DISCOUNT CP, DUE 11-16-95 1,000,000 995,242 995,242
DONNELLEY, RR, DISCOUNT CP, DUE 11-20-95 2,000,000 1,990,183 1,990,183
DOVER CORP., DISCOUNT CP, DUE 11-18-96 1,000,000 995,488 995,488
DU PONT (E.I.) DE NEMOURS & CO., INC.,
DISCOUNT CP, DUE 11-09-95 1,500,000 1,496,450 1,496,450
DU PONT (E.I.) DE NEMOURS & CO., INC.,
DISCOUNT CP, DUE 11-10-95 2,000,000 1,985,850 1,985,850
DU PONT (E.I.) DE NEMOURS & CO., INC.,
DISCOUNT CP, DUE 11-17-95 2,000,000 1,985,750 1,985,750
DU PONT (E.I.) DE NEMOURS & CO., INC.,
DISCOUNT CP, DUE 11-29-95 2,000,000 1,989,587 1,989,587
DU PONT (E.I.) DE NEMOURS & CO., INC.,
DISCOUNT CP, DUE 12-06-96 2,000,000 1,986,950 1,986,950
DU PONT (E.I.) DE NEMOURS & CO., INC.,
DISCOUNT CP, DUE 11-15-96 1,000,000 993,583 993,583
DU PONT (E.I.) DE NEMOURS & CO., INC.,
DISCOUNT CP, DUE 12-04-96 1,000,000 990,795 990,795
GANNETT, INC., DISCOUNT CP, DUE 11-08-96 2,000,000 1,995,650 1,995,650
GENERAL MILLS, INC., DISCOUNT CP, DUE 11-26-96 2,500,000 2,489,467 2,489,467
HEINZ (H.J.) CO., DISCOUNT CP, DUE 11-13-95 500,000 496,406 496,406
IBM CREDIT CORP., DISCOUNT CP, DUE 11-03-95 2,000,000 1,995,242 1,995,242
IBM CREDIT CORP., DISCOUNT CP, DUE 11-03-95 2,000,000 1,991,102 1,991,102
IBM CREDIT CORP., DISCOUNT CP, DUE 11-17-95 2,000,000 1,981,481 1,981,481
IBM CREDIT CORP., DISCOUNT CP, DUE 11-28-95 1,000,000 992,717 992,717
INTERNATIONAL BUSINESS MACHINES,
DISCOUNT CP, DUE 11-12-96 1,500,000 1,486,650 1,486,650
INTERNATIONAL BUSINESS MACHINES,
DISCOUNT CP, DUE 11-19-96 850,000 842,364 842,364
INTERNATIONAL BUSINESS MACHINES,
DISCOUNT CP, DUE 11-22-96 2,000,000 1,987,167 1,987,167
INTERNATIONAL BUSINESS MACHINES,
DISCOUNT CP, DUE 11-01-96 950,000 944,059 944,059
INTERNATIONAL BUSINESS MACHINES,
DISCOUNT CP, DUE 11-06-96 500,000 497,889 497,889
MOTOROLA, INC., DISCOUNT CP, DUE 12-10-96 2,000,000 1,982,600 1,982,600
PENNEY, (J.C.) FUNDING CORP., DISCOUNT CP, DUE 11-14-95 1,000,000 994,924 994,924
PENNEY, (J.C.) FUNDING CORP., DISCOUNT CP, DUE 11-20-95 2,000,000 1,985,750 1,985,750
PENNEY, (J.C.) FUNDING CORP., DISCOUNT CP, DUE 11-15-96 2,000,000 1,990,993 1,990,993
PEPSICO, INC., DISCOUNT CP, DUE 11-06-96 1,035,000 1,032,895 1,032,895
PHILIP MORRIS, DISCOUNT CP, DUE 11-03-95 1,450,000 1,436,731 1,436,731
PHILIP MORRIS COS., INC., DISCOUNT CP, DUE 11-01-96 500,000 497,731 497,731
PHILIP MORRIS COS., INC., DISCOUNT CP, DUE 12-10-96 2,000,000 1,986,686 1,986,686
PHILIP MORRIS COS., INC., DISCOUNT CP, DUE 12-11-96 2,000,000 1,987,264 1,987,264
PHILIP MORRIS COS., INC., DISCOUNT CP, DUE 12-13-96 2,000,000 1,986,950 1,986,950
PROCTOR & GAMBEL CO., DISCOUNT CP, DUE 11-22-95 2,000,000 1,982,172 1,982,172
PROCTOR & GAMBEL CO., DISCOUNT CP, DUE 12-22-95 1,000,000 990,740 990,740
PROCTOR & GAMBEL CO., DISCOUNT CP, DUE 11-12-96 2,000,000 1,990,756 1,990,756
PROCTOR & GAMBEL CO., DISCOUNT CP, DUE 1-24-97 2,000,000 1,974,236 1,974,236
PROGRESS CAP, DISCOUNT CP, DUE 12-07-95 1,000,000 992,984 992,984
PROGRESS CAP HOLDINGS INC., DISCOUNT CP, DUE 11-13-96 1,000,000 997,954 997,954
RAYTHEON CO., DISCOUNT CP, DUE 11-19-96 1,750,000 1,742,881 1,742,881
SHELL OIL CO. SERIES A, DISCOUNT CP, DUE 11-14-95 200,000 199,526 199,526
SHELL OIL CO. SERIES A, DISCOUNT CP, DUE 11-08-96 1,000,000 995,667 995,667
TEXACO, INC., DISCOUNT CP, DUE 11-10-95 3,000,000 2,990,809 2,990,809
TEXACO, INC., DISCOUNT CP, DUE 11-22-95 1,000,000 995,392 995,392
TOYS 'R' US, DISCOUNT CP, DUE 11-15-96 2,000,000 1,991,300 1,991,300
TOYS 'R' US, DISCOUNT CP, DUE 11-01-96 1,000,000 995,625 995,625
US WEST FINANCIAL SERVICE, INC., DISCOUNT CP, DUE 11-01-95 1,500,000 1,478,974 1,478,974
WAL-MART STORES, INC., DISCOUNT CP, DUE 11-03-95 2,000,000 1,995,582 1,995,582
WAL-MART STORES, INC., DISCOUNT CP, DUE 11-06-95 275,000 274,695 274,695
WAL-MART STORES, INC., DISCOUNT CP, DUE 11-10-95 2,000,000 1,986,067 1,986,067
WAL-MART STORES, INC., DISCOUNT CP, DUE 11-14-95 1,900,000 1,885,861 1,885,861
WAL-MART STORES, INC., DISCOUNT CP, DUE 12-05-95 1,500,000 1,487,052 1,487,052
WAL-MART STORES, INC., DISCOUNT CP, DUE 12-02-96 1,275,000 1,266,712 1,266,712
WEYERHAEUSER MORTGAGE CO., DISCOUNT CP, DUE 11-28-95 3,000,000 2,984,088 2,984,088
XEROX CORPORATION, DISCOUNT CP, DUE 11-10-95 1,875,000 1,857,577 1,857,577
XEROX CORPORATION, DISCOUNT CP, DUE 12-12-95 2,000,000 1,985,484 1,985,484
XEROX CORPORATION, DISCOUNT CP, DUE 11-12-96 1,500,000 1,489,899 1,489,899
XEROX CORPORATION, DISCOUNT CP, DUE 11-08-96 2,000,000 1,986,525 1,986,525
XEROX CORPORATION, DISCOUNT CP, DUE 12-13-96 2,000,000 1,987,482 1,987,482
TOTAL COMMERCIAL PAPER 66,013,975 66,013,975 60,617,285 60,617,285
</TABLE>
<TABLE>
<S> <C> <C> <C> <C> <C> <C>
SHORT-TERM MONEY MARKET FUND - 1995, 1.6%; 1996, 1.2%
SHORT-TERM MONEY MARKET FUND OF UMB BANK, n.a. 4,140,195 4,140,195 4,140,195 3,228,319 3,228,319 3,228,319
TOTAL INVESTMENTS HELD 232,205,455 262,319,073 230,197,648 259,171,312
</TABLE>
<TABLE>
STATEMENTS OF OPERATIONS
Year Ended October 31
1994 1995 1996
<S> <C> <C> <C>
INVESTMENT INCOME
Interest $ 2,176,859 $ 3,855,343 $ 3,891,359
Dividends 4,780,224 5,407,364 5,277,837
Total investment income 6,957,083 9,262,707 9,169,196
Audit expense 10,425 11,184 11,563
Foreign taxes 20,851 6,772
Net Investment Income 6,925,807 9,244,751 9,157,633
REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Realized gain on investments sold,
matured or redeemed:
Proceeds 649,102,264 725,215,369 907,344,217
Cost of investments 634,879,985 694,333,687 880,250,904
Net realized gain on investments
sold, matured or redeemed 14,222,279 30,881,682 27,093,313
Unrealized gain (loss) on investments
Beginning of year 44,825,385 37,955,084 30,113,618
End of year 37,955,084 30,113,618 28,973,664
Net unrealized loss on investments (6,870,301) (7,841,466) (1,139,954)
Net realized and unrealized gain
on investments 7,351,978 23,040,216 25,953,359
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS $ 14,277,785 $ 32,284,967 $ 35,110,992
TOTAL EXPENSE AS A PERCENT OF
NET INVESTMENT INCOME 0.45% 0.19% 0.13%
</TABLE>
<TABLE>
STATEMENTS OF PARTICIPANTS'
INTEREST
Year Ended October 31
1994 1995 1996
Units Amount Units Amount Units
Amount
<S> <C> <C> <C> <C> <C> <C>
PARTICIPANTS' INTEREST, Beginning of year 4,007,990 $211,892,704 4,117,128 $232,073,838 4,082,250 $262,551,708
FROM INVESTMENT ACTIVITIES
Net investment income 6,925,807 9,244,751 9,157,633
Net realized gain on sale of investments
sold, matured or redeemed 14,222,279 30,881,682 27,093,313
Net unrealized loss on investments (6,870,301) (7,841,466) (1,139,954)
Net increase from investment activities 14,277,785 32,284,967 35,110,992
FROM PARTICIPATING UNIT TRANSACTIONS
Issuance of units 765,970 41,462,013 600,575 35,970,886 664,569 44,294,031
Redemption of units (656,832) (35,558,664) (635,453) (37,777,983)(1,168,096) (82,357,434)
Net increase (decrease) from
participating unit transactions 109,138 5,903,349 (34,878) (1,807,097) (503,527) (38,063,403)
PARTICIPANTS' INTEREST, End of year 4,117,128 $232,073,838 4,082,250 $262,551,708 3,578,723 $259,599,297
NET ASSET VALUE PER PARTICIPATING UNIT $56.37 $64.32 $72.54
</TABLE>
<TABLE>
STATEMENTS OF ASSETS AND LIABILITIES
October 31
1995 1996
Cost Market Cost Market
ASSETS
<S> <C> <C> <C> <C>
Investments:
United States Government and
Agency obligations $ 78,652,888 $ 80,488,586 $ 80,390,770 $ 81,657,383
Corporate nonconvertible securities 79,563,147 80,960,317 81,907,404 82,764,595
Short-term money market fund 1,087,960 1,087,960 1,804,054 1,804,054
$159,303,995 162,536,863 $164,102,228 166,226,032
Interest receivable 2,655,057 2,757,097
Receivable for securities sold 985,699
166,177,619 168,983,129
LIABILITIES
Audit fee payable 11,212 8,635
Payable for securities purchased 1,843,137
PARTICIPANTS' INTEREST, Equivalent to $58.17
per unit on 2,825,108 units outstanding in
1995 and $61.38 per unit on 2,752,806 units
outstanding in 1996 $164,323,270 $168,974,494
</TABLE>
<TABLE>
<CAPTION>
STATEMENTS OF INVESTMENTS HELD
October 31
1995 1996
Value or
Units* Cost Market Cost Market
UNITED STATES GOVERNMENT AND AGENCY OBLIGATIONS -
1995, 49.5%; 1996, 49.1%
<S> <C> <C> <C> <C> <C>
UNITED STATES TREASURY NOTES, 4.75%, DUE 10-31-98 200,000 $ 199,472 $ 196,376
UNITED STATES TREASURY NOTES, 4.75%, DUE 9-30-98 225,000 224,208 221,063
UNITED STATES TREASURY NOTES, 5.125%, DUE 11-30-98 1,500,000 $ 1,420,898 $ 1,475,625 1,420,898 1,481,250
UNITED STATES TREASURY NOTES, 5.125%, DUE 12-31-98 100,000 99,717 98,688
UNITED STATES TREASURY NOTES, 5.125%, DUE 2-28-98 205,000 203,979 203,655
UNITED STATES TREASURY NOTES, 5.125%, DUE 3-31-98 225,000 224,363 223,524
UNITED STATES TREASURY NOTES, 5.125%, DUE 4-30-98 3,500,000 3,498,327 3,455,165
UNITED STATES TREASURY NOTES, 5.125%, DUE 4-30-98 3,600,000 3,598,088 3,573,000
UNITED STATES TREASURY NOTES, 5.125%, DUE 6-30-98 500,000 499,609 493,125 499,609 495,625
UNITED STATES TREASURY NOTES, 5.25%, DUE 7-31-98 5,000,000 4,995,650 4,943,750 4,995,650 4,962,500
UNITED STATES TREASURY NOTES, 5.50%, DUE 4-15-00 3,000,000 2,987,656 2,969,070 2,980,195 2,956,890
UNITED STATES TREASURY NOTES, 5.50%, DUE 7-31-97 1,750,000 1,739,883 1,746,167
UNITED STATES TREASURY NOTES, 5.50%, DUE 9-30-97 240,000 239,585 240,074
UNITED STATES TREASURY NOTES, 5.625%, DUE 2-15-06 500,000 473,672 475,470
UNITED STATES TREASURY NOTES, 5.75%, DUE 8-15-03 5,250,000 5,092,578 5,177,812
UNITED STATES TREASURY NOTES, 5.75%, DUE 8-15-03 5,475,000 5,309,598 5,332,979
UNITED STATES TREASURY NOTES, 5.875%, DUE 11-15-05 2,500,000 2,474,414 2,419,525
UNITED STATES TREASURY NOTES, 5.875%, DUE 2-15-04 1,625,000 1,519,668 1,612,812
UNITED STATES TREASURY NOTES, 5.875%, DUE 2-15-04 1,000,000 945,547 977,500
UNITED STATES TREASURY NOTES, 6.00%, DUE 10-15-99 290,000 284,887 290,998
UNITED STATES TREASURY NOTES, 6.00%, DUE 11-30-97 500,000 495,469 503,595 495,469 502,190
UNITED STATES TREASURY NOTES, 6.00%, DUE 12-31-97 1,500,000 1,448,672 1,511,250 1,448,672 1,507,500
UNITED STATES TREASURY NOTES, 6.375%, DUE 3-31-01 505,000 504,152 510,681
UNITED STATES TREASURY NOTES, 6.375%, DUE 6-30-97 300,000 299,304 301,875
UNITED STATES TREASURY NOTES, 6.375%, DUE 7-15-99 160,000 159,421 162,000
UNITED STATES TREASURY NOTES, 6.50%, DUE 8-15-05 500,000 493,438 505,315
UNITED STATES TREASURY NOTES, 6.50%, DUE 8-15-97 565,000 564,801 573,125 564,801 569,593
UNITED STATES TREASURY NOTES, 7.00%, DUE 4-15-99 2,000,000 1,998,750 2,076,260 1,998,750 2,052,500
UNITED STATES TREASURY NOTES, 7.125%, DUE 10-15-98 195,000 194,206 199,935
UNITED STATES TREASURY NOTES, 7.25%, DUE 5-15-04 650,000 650,609 687,785
UNITED STATES TREASURY NOTES, 7.50%, DUE 10-31-99 500,000 494,219 530,000 494,219 520,940
UNITED STATES TREASURY NOTES, 7.75%, DUE 2-15-01 400,000 396,948 425,376
UNITED STATES TREASURY NOTES, 7.875%, DUE 8-15-01 150,000 149,336 160,969
UNITED STATES TREASURY NOTES, 7.875%, DUE 7-31-96 2,700,000 2,851,453 2,744,712
UNITED STATES TREASURY NOTES, 8.00%, DUE 10-15-96 2,500,000 2,498,047 2,555,475
UNITED STATES TREASURY NOTES, 8.00%, DUE 8-15-99 5,000,000 4,907,812 5,371,900 4,907,813 5,264,050
UNITED STATES TREASURY NOTES, 8.125%, DUE 2-15-98 3,000,000 2,995,781 3,155,640 2,995,781 3,090,930
UNITED STATES TREASURY NOTES, 8.50%, DUE 11-15-00 125,000 124,395 135,899
UNITED STATES TREASURY NOTES, 8.50%, DUE 2-15-00 650,000 720,667 698,548
UNITED STATES TREASURY NOTES, 8.625%, DUE 8-15-97 200,000 199,250 204,812
UNITED STATES TREASURY NOTES, 8.75%, DUE 10-15-97 290,000 289,502 298,610
UNITED STATES TREASURY NOTES, 9.00%, DUE 5-15-98 205,000 205,000 214,994
UNITED STATES TREASURY SECURITIES STRIPPED COUPON,
DUE 8-15-02 3,270,000 1,976,324 1,976,324 2,167,246 2,301,262
FEDERAL HOME LOAN BANK, 3.00%, DUE 9-14-98 2,000,000 2,000,000 1,805,000 2,000,000 1,894,740
FEDERAL HOME LOAN BANK, 5.44%, DUE 10-15-03 1,000,000 908,790 949,060 908,790 945,940
FEDERAL HOME LOAN BANK, 6.33%, DUE 9-28-98 1,000,000 1,000,000 1,001,880
FEDERAL HOME LOAN BANK, 6.513%, DUE 12-20-00 1,050,000 1,050,000 1,047,050
FEDERAL HOME LOAN BANK, 7.26%, DUE 9-06-01 500,000 497,813 530,000 497,813 520,315
FEDERAL HOME LOAN MORTGAGE, 6.55%, DUE 4-02-03 1,000,000 998,437 999,380 998,438 989,380
FEDERAL HOME LOAN MORTGAGE, 7.23%, DUE 5-23-05 950,000 950,000 979,098
FEDERAL HOME LOAN MORTGAGE, 7.23%, DUE 5-23-05 1,300,000 1,300,000 1,309,347
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 5.10%,
DUE 7-22-98 3,000,000 3,000,938 2,928,750 3,000,938 2,965,320
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 5.45%,
DUE 10-14-03 1,000,000 999,531 948,130 999,531 946,560
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 5.80%,
DUE 12-10-03 1,000,000 996,875 958,750 996,875 965,310
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 5.93%,
DUE 9-26-03 1,000,000 1,000,000 962,100 1,000,000 959,500
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 6.10%,
DUE 2-10-00 500,000 499,531 502,500 499,531 499,530
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 6.20%,
DUE 6-17-97 1,350,000 1,349,271 1,365,525
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 6.35%,
DUE 6-10-05 250,000 245,938 250,548
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 6.45%,
DUE 4-23-01 1,000,000 1,000,000 1,009,200
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 6.8%,
DUE 1-10-03 250,000 249,648 259,298
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 7.55%,
DUE 4-22-02 1,000,000 1,000,000 1,075,310 1,000,000 1,059,690
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 7.65%,
DUE 3-10-05 250,000 249,726 272,890
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 7.65%,
DUE 3-10-05 500,000 499,453 533,280
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 7.76%,
DUE 5-05-05 275,000 275,000 289,328 275,000 280,802
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 7.95%,
DUE 11-25-19 174,663 177,665 177,446
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 8.35%,
DUE 11-10-99 1,600,000 1,590,031 1,733,504 1,590,031 1,700,000
FEDERAL NATIONAL MORTGAGE ASSOCIATION BONDS, 8.70%,
DUE 6-10-99 750,000 750,000 816,562 750,000 797,107
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
7.50%, DUE 6-20-02 300,907 272,887 305,417
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
7.50%, DUE 6-20-02 203,718 184,749 205,666
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
8.00%, DUE 1-20-02 38,696 36,614 39,690
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
8.00%, DUE 2-20-02 28,438 26,908 29,082
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
8.00%, DUE 5-20-02 129,979 123,866 133,325
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
8.00%, DUE 5-20-02 102,869 98,031 105,207
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
8.25%, DUE 3-15-02 236,475 235,434 247,764
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
8.25%, DUE 3-15-02 174,662 173,893 180,373
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
8.50%, DUE 12-15-01 100,133 97,381 104,307
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
8.50%, DUE 12-15-01 60,806 59,135 63,189
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
8.50%, DUE 7-20-01 16,637 16,816 17,195
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
8.50%, DUE 7-20-01 12,488 12,621 12,901
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
8.50%, DUE 9-20-01 56,846 56,818 58,751
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
8.50%, DUE 9-20-01 40,362 40,342 41,696
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
9.00%, DUE 12-20-01 36,558 36,625 38,161
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
9.00%, DUE 12-20-01 26,431 26,479 27,553
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
9.50%, DUE 10-15-08 183,125 180,779 192,835
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
9.50%, DUE 10-15-08 150,557 148,628 159,052
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
9.50%, DUE 6-20-03 98,715 97,997 103,091
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
9.50%, DUE 6-20-03 72,921 72,391 76,410
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
10.00%, DUE 3-20-03 48,172 48,259 50,276
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
10.00%, DUE 3-20-03 28,775 28,827 30,130
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
10.50%, DUE 2-20-03 59,500 60,028 62,513
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION POOLS,
10.50%, DUE 2-20-03 44,602 44,998 46,712
ISRAEL STATE, UNITED STATES GOVERNMENT
GUARANTEED BOND, 5.25%, DUE 3-15-98 1,000,000 1,007,344 984,000 1,007,344 989,200
ISRAEL STATE, UNITED STATES GOVERNMENT
GUARANTEED BOND, 5.25%, DUE 9-15-00 1,000,000 994,230 963,400 994,230 964,100
SMALL BUSINESS ADMINISTRATION POOLS, 5.75%,
DUE 1-01-04 636,232 636,232 620,326
SMALL BUSINESS ADMINISTRATION POOLS, 5.75%,
DUE 1-01-04 571,174 571,174 554,039
SMALL BUSINESS ADMINISTRATION POOLS, 6.54%,
DUE 12-10-05 750,000 750,000 731,250
SMALL BUSINESS ADMINISTRATION POOLS, 7.05%, `
DUE 9-01-12 880,335 880,335 869,331
SMALL BUSINESS ADMINISTRATION POOLS, 7.35%,
DUE 8-01-05 250,000 250,000 253,750 250,000 252,250
SMALL BUSINESS ADMINISTRATION POOLS, 7.40%,
DUE 8-01-12 906,183 906,183 930,378
SMALL BUSINESS ADMINISTRATION POOLS, 7.40%,
DUE 8-01-12 849,005 849,005 837,332
SMALL BUSINESS ADMINISTRATION POOLS, 7.44%,
DUE 5-01-06 1,500,000 1,500,000 1,522,500
SMALL BUSINESS ADMINISTRATION POOLS, 7.45%,
DUE 12-01-12 228,793 228,793 231,081
SMALL BUSINESS ADMINISTRATION POOLS, 7.45%,
DUE 12-01-12 218,149 218,149 214,877
SMALL BUSINESS ADMINISTRATION POOLS, 7.55%,
DUE 11-01-12 465,577 465,577 472,561
SMALL BUSINESS ADMINISTRATION POOLS, 7.05%,
DUE 9-01-12 828,550 828,550 797,479
SMALL BUSINESS ADMINISTRATION POOLS, 7.55%,
DUE 11-01-12 422,439 422,439 416,631
SMALL BUSINESS ADMINISTRATION POOLS, 7.60%,
DUE 1-01-12 1,316,017 1,302,060 1,343,259
SMALL BUSINESS ADMINISTRATION POOLS, 7.60%,
DUE 1-01-12 1,245,501 1,231,544 1,242,387
SMALL BUSINESS ADMINISTRATION POOLS, 8.15%,
DUE 2-01-15 986,647 986,647 1,035,980
SMALL BUSINESS ADMINISTRATION POOLS, 8.15%,
DUE 2-01-15 949,285 949,285 967,321
SMALL BUSINESS ADMINISTRATION POOLS, 8.20%,
DUE 2-10-05 500,000 499,141 516,250
SMALL BUSINESS ADMINISTRATION POOLS, 8.20%,
DUE 2-10-05 475,457 474,640 485,561
SMALL BUSINESS ADMINISTRATION POOLS, 8.25%,
DUE 11-01-11 438,748 438,748 473,979
SMALL BUSINESS ADMINISTRATION POOLS, 8.25%,
DUE 11-01-11 419,107 419,107 430,842
SMALL BUSINESS ADMINISTRATION POOLS, 8.60%,
DUE 9-01-11 199,165 202,153 221,193
SMALL BUSINESS ADMINISTRATION POOLS, 8.60%,
DUE 9-01-11 180,858 183,570 188,996
SMALL BUSINESS ADMINISTRATION POOLS, 8.625%,
DUE 2-01-11 256,512 256,512 285,138
SMALL BUSINESS ADMINISTRATION POOLS, 8.625%,
DUE 2-01-11 235,513 235,512 245,875
SMALL BUSINESS ADMINISTRATION POOLS, 8.70%,
DUE 12-01-09 958,000 948,500 1,039,430
SMALL BUSINESS ADMINISTRATION POOLS, 8.70%,
DUE 12-01-09 901,503 892,003 934,408
SMALL BUSINESS ADMINISTRATION POOLS, 8.80%,
DUE 1-01-10 373,856 373,856 398,156
SMALL BUSINESS ADMINISTRATION POOLS, 8.80%,
DUE 1-01-10 347,494 347,494 361,828
SMALL BUSINESS ADMINISTRATION POOLS, 8.80%,
DUE 8-01-09 341,782 341,782 367,415
SMALL BUSINESS ADMINISTRATION POOLS, 8.80%,
DUE 8-01-09 292,206 292,206 304,260
SMALL BUSINESS ADMINISTRATION POOLS, 8.85%,
DUE 11-01-09 656,237 656,237 708,736
SMALL BUSINESS ADMINISTRATION POOLS, 8.85%,
DUE 11-01-09 606,388 606,388 631,402
SMALL BUSINESS ADMINISTRATION POOLS, 8.85%,
DUE 8-01-11 253,950 261,569 272,362
SMALL BUSINESS ADMINISTRATION POOLS, 8.85%,
DUE 8-01-11 240,463 247,677 252,787
SMALL BUSINESS ADMINISTRATION POOLS, 8.95%,
DUE 6-01-11 421,308 421,308 454,464
SMALL BUSINESS ADMINISTRATION POOLS, 8.95%,
DUE 6-01-11 382,587 382,587 401,717
SMALL BUSINESS ADMINISTRATION POOLS, 9.05%,
DUE 9-01-09 482,001 482,001 524,176
SMALL BUSINESS ADMINISTRATION POOLS, 9.05%,
DUE 9-01-09 421,498 421,498 444,680
SMALL BUSINESS ADMINISTRATION POOLS, 9.10%,
DUE 10-01-09 859,639 843,856 937,007
SMALL BUSINESS ADMINISTRATION POOLS, 9.10%,
DUE 10-01-09 771,302 755,519 809,867
SMALL BUSINESS ADMINISTRATION POOLS, 9.15%,
DUE 7-01-11 610,543 610,543 665,491
SMALL BUSINESS ADMINISTRATION POOLS, 9.15%,
DUE 7-01-11 554,096 554,096 588,727
SMALL BUSINESS ADMINISTRATION POOLS, 9.25%,
DUE 6-01-10 479,604 479,604 523,968
SMALL BUSINESS ADMINISTRATION POOLS, 9.25%,
DUE 6-01-10 446,903 446,903 475,393
SMALL BUSINESS ADMINISTRATION POOLS, 9.45%,
DUE 2-01-10 409,329 409,329 448,215
SMALL BUSINESS ADMINISTRATION POOLS, 9.45%,
DUE 2-01-10 381,077 381,077 405,847
SMALL BUSINESS ADMINISTRATION POOLS, 9.50%,
DUE 4-01-10 659,776 659,363 724,104
SMALL BUSINESS ADMINISTRATION POOLS, 9.50%,
DUE 4-01-10 567,776 567,421 607,520
SMALL BUSINESS ADMINISTRATION POOLS, 9.65%,
DUE 5-01-10 571,730 571,730 633,191
SMALL BUSINESS ADMINISTRATION POOLS, 9.65%,
DUE 5-01-10 517,424 517,424 554,938
ALASKA STATE HOUSING FINANCE CORP., 9.25%,
DUE 6-01-01 725,000 728,625 738,500
TOTAL UNITED STATES GOVERNMENT AND AGENCY OBLIGATIONS 78,652,888 80,488,586 80,390,770 81,657,383
</TABLE>
<TABLE>
CORPORATE NONCONVERTIBLE SECURITIES - 1995, 49.8%,;
1996, 49.8%
CONSUMER NONDURABLES - 1995, 3.6%; 1996, 4.1%
BEVERAGES:
<S> <C> <C> <C> <C> <C>
PEPSI CO., INC., 7.625%, DUE 11-01-98 750,000 748,185 781,875
COSMETICS:
GILLETTE CO., 6.25%, DUE 8-15-03 2,000,000 1,954,760 1,990,600 1,954,760 1,966,200
FOOD:
ARCHER DANIELS MIDLAND CO., 6.25%, DUE 5-15-03 250,000 247,623 248,225
CAMPBELL SOUP CO., 9.00%, DUE 11-01-97 500,000 498,700 529,400 498,700 515,800
MCDONALD'S CORP., 8.75%, DUE 11-15-00 1,200,000 1,198,032 1,327,812 1,198,032 1,298,208
SARA LEE CORPORATION, 5.60%, DUE 1-23-06 1,250,000 1,212,217 1,136,250
SARA LEE CORPORATION, 6.45%, DUE 9-26-05 1,000,000 1,000,000 964,500 1,000,000 989,300
SARA LEE CORPORATION, 6.45%, DUE 9-26-05 1,000,000 963,350 989,300
TOTAL FOOD 2,944,355 3,069,937 4,872,299 4,928,858
TOTAL CONSUMER NONDURABLES 5,647,300 5,842,412 6,827,059 6,895,058
SERVICES - 1995, 6.6%; 1996, 5.5%
RETAIL:
ALBERTSON'S INC., 6.18%, DUE 3-22-00 1,000,000 1,000,000 983,800 1,000,000 995,700
ALBERTSON'S INC., 6.375%, DUE 6-01-00 825,000 825,000 835,230
DILLARD DEPARTMENT STORES INC., 6.875%, DUE 6-01-05 825,000 818,252 838,241 818,251 828,910
KMART, 8.00%, DUE 12-13-01 1,250,000 1,250,000 1,335,750
PENNEY J.C., INC., 5.375%, DUE 11-15-98 1,000,000 997,180 975,300 997,180 988,200
PENNEY J.C., INC., 6.125%, DUE 11-15-03 2,500,000 2,444,520 2,452,000 2,444,520 2,425,750
PENNEY J.C., INC., 7.375%, DUE 8-15-08 1,000,000 999,590 1,017,500
WALMART STORES INC., 6.125%, DUE 10-01-99 1,000,000 959,230 1,000,800 959,230 1,000,300
WAL MART STORES INC., 6.50%, 6-01-03 1,000,000 1,000,500 1,007,700 1,000,500 1,004,200
TOTAL RETAIL 9,294,682 9,428,821 8,219,271 8,260,560
HEALTH CARE:
LILLY ELI & CO., 6.25%, DUE 3-15-03 850,000 789,420 853,740 789,421 834,190
PFIZER, INC. 6.5%, DUE 2-01-97 500,000 499,845 504,000
TOTAL SERVICES 10,583,947 10,786,561 9,008,692 9,094,750
CONSUMER DURABLES - 1995, 2.0%; 1996, 1.8%
BUILDING:
ILLINOIS TOOL WORKS INC., 5.875%, DUE 3-01-00 2,005,000 2,003,912 1,975,928 2,003,912 1,969,110
WEYERHAEUSER CO., 8.53%, DUE 4-21-97 250,000 250,000 257,950
TOTAL BUILDING 2,253,912 2,233,878 2,003,912 1,969,110
FURNITURE:
LEGGETT & PLATT INC., 6.10%, DUE 9-09-03 1,000,000 1,000,000 961,940 1,000,000 954,150
TOTAL CONSUMER DURABLES 3,253,912 3,195,818 3,003,912 2,923,260
CAPITAL GOODS - 1995, 0.3%; 1996, 0.6%
OFFICE EQUIPMENT:
AVERY DENNISON CORP., 8.22%, DUE 8-15-96 500,000 499,885 507,750
XEROX CORP, 7.15%, DUE 8-01-04 1,000,000 957,350 1,012,800
TOTAL CAPITAL GOODS 499,885 507,750 957,350 1,012,800
BASIC MATERIALS - 1995, 2.5%; 1996, 2.5%
CHEMICALS:
DU PONT, (E.I.) DE NEMOURS & CO. INC., 6.21%,
DUE 10-11-00 500,000 500,000 501,850 500,000 499,100
DU PONT, (E.I.) DE NEMOURS & CO. INC., 9.15%,
DUE 4-15-00 250,000 244,425 278,900
DOW CHEMICAL CO., 9.35%, DUE 3-15-02 400,000 400,000 433,240
METALS:
ALUMINUM COMPANY OF AMERICA, 5.75%, DUE 2-01-01 1,000,000 970,080 985,000 970,080 975,700
OIL AND GAS:
AMOCO CANADA PETROLEUM CO., 7.25%, DUE 12-01-02 715,000 712,469 754,468 712,469 747,676
DRESSER INDUSTRIES INC., 6.25%, DUE 6-01-00 500,000 494,780 500,750 494,780 498,850
TOTAL OIL AND GAS 2,921,754 3,020,968 3,077,329 3,154,566
PAPER AND FORESTRY PRODUCTS:
INTERNATIONAL PAPER CO., 8.05%, 3-25-99 1,000,000 1,001,000 1,056,100 1,001,000 1,041,700
TOTAL BASIC MATERIALS 3,922,754 4,077,068 4,078,329 4,196,266
TRANSPORTATION - 1995, 3.8%; 1996, 3.9%
AEROSPACE:
BOEING COMPANY, 6.35%, DUE 6-15-03 500,000 499,350 500,200
BOEING COMPANY, 6.35%, DUE 6-15-03 750,000 749,025 743,925
RAILROAD:
NORFOLK & WESTERN RAILWAY CO., EQUIP.
TRUST CERTIFICATE, 8.125%, DUE 11-15-02 1,320,000 1,291,094 1,457,808 1,291,094 1,432,860
UNION PACIFIC CORP., 6.25%, DUE 3-15-99 1,000,000 1,000,000 1,000,500 1,000,000 1,000,300
UNION PACIFIC CORP., 7.875%, DUE 2-15-02 1,000,000 1,000,000 1,075,700 1,000,000 1,053,420
UNION PACIFIC RAILROAD CO., 6.15%, DUE 4-01-03 750,000 725,520 746,850 725,520 741,750
UNION PACIFIC RAILROAD CO., EQUIP. TRUST NO.2
SERIES 88, 7.01%, DUE 6-01-04 1,500,000 1,500,000 1,535,475
UNION PACIFIC RAILROAD CO., EQUIP. TRUST NO.2
SERIES 88, 9.0%, DUE 6-15-99 400,000 396,436 439,280
TOTAL RAILROAD 4,413,050 4,720,138 5,516,614 5,763,805
TRUCKING:
YELLOW CORPORATION, 5.7%, DUE 10-05-00 1,000,000 1,000,000 954,610
TOTAL TRANSPORTATION 5,912,400 6,174,948 6,265,639 6,507,730
UTILITIES - 1995, 26.3%; 1996, 21.5%
COMMUNICATION:
AMERICAN TELEPHONE & TELEGRAPH CO., 7.0%,
DUE 5-15-05 1,000,000 991,510 1,040,800
BELLSOUTH TELECOMMUNICATIONS, 6.25%, DUE 5-15-03 1,500,000 1,493,355 1,498,200 1,493,355 1,475,625
BELL TELEPHONE OF PENNSYLVANIA, 6.125%,
DUE 3-15-03 1,000,000 989,000 982,800 989,000 984,700
GTE CALIFORNIA INC., 5.625%, DUE 2-01-01 1,500,000 1,482,885 1,456,500 1,482,885 1,455,600
GTE CALIFORNIA INC., 6.75%, DUE 3-15-04 1,850,000 1,793,929 1,862,765 1,793,929 1,851,850
NEW YORK TELEPHONE CO., 5.875%, DUE 9-1-03 700,000 690,585 671,790
PACIFIC BELL TELEPHONE CO., 6.25%, DUE 3-01-05 1,000,000 995,910 960,000
PACIFIC BELL TELEPHONE CO., 7.25%, DUE 7-01-02 750,000 746,962 786,900
SOUTHERN NEW ENGLAND TELECOM CORP., 7.00%,
DUE 8-15-05 750,000 742,035 774,000 742,035 756,225
SOUTHWESTERN BELL TELEPHONE COMPANY, 5.75%,
DUE 9-01-04 1,000,000 996,430 948,800 996,430 936,400
SOUTHWESTERN BELL TELEPHONE COMPANY, 5.77%,
DUE 10-14-03 500,000 500,000 475,000 500,000 475,700
SOUTHWESTERN BELL TELEPHONE COMPANY, 6.125%,
DUE 3-12-01 500,000 500,000 492,100 500,000 493,600
UNITED TELEPHONE COMPANY OF FLORIDA, 6.25%,
DUE 5-15-03 1,500,000 1,487,925 1,474,350 1,487,925 1,480,200
US WEST COMMUNICATIONS INC., 6.125%,
DUE 11-15-05 325,000 320,125 310,148
US WEST COMMUNICATIONS INC., 6.375%,
DUE 10-15-02 250,000 249,300 250,900 249,300 248,600
TOTAL COMMUNICATION 12,663,916 12,714,905 11,550,894 11,428,648
ELECTRIC:
ALABAMA POWER CO., 6.85%, DUE 8-01-02 97,500 960,375 985,433
CAROLINA POWER & LIGHT, 5.00%, DUE 9-15-98 1,500,000 1,497,555 1,453,800 1,497,555 1,478,700
CAROLINA POWER & LIGHT CO., 7.875%, DUE 4-15-04 500,000 495,220 533,050
DELMARVA POWER & LIGHT CO., 7.50%, DUE 5-01-99 1,000,000 995,140 1,038,800 995,140 1,032,000
DUKE POWER CO., 7.00%, DUE 6-01-00 2,500,000 2,425,825 2,555,500 2,425,825 2,540,625
EMERSON ELECTRIC CO., 6.30%, DUE 11-01-05 1,850,000 1,843,135 1,833,720
EMERSON ELECTRIC CO., 6.30%, DUE 11-01-05 3,000,000 2,988,870 2,908,200
FLORIDA POWER & LIGHT, 5.375%, DUE 4-01-00 1,000,000 997,020 977,200 997,020 967,500
FLORIDA POWER & LIGHT, 5.50%, DUE 7-01-99 1,000,000 987,500 985,000 987,500 981,800
FLORIDA POWER & LIGHT, 5.70%, DUE 3-05-98 1,000,000 1,000,000 997,700 1,000,000 997,700
GEORGIA POWER CO., 6.125%, DUE 9-01-99 1,000,000 983,620 996,400 983,620 997,500
IDAHO POWER CO., 6.40%, DUE 5-01-03 1,500,000 1,497,795 1,495,500 1,497,795 1,476,600
KANSAS CITY POWER & LIGHT COMPANY, 5.6%,
DUE 3-10-9 750,000 750,000 743,775
KANSAS CITY POWER & LIGHT COMPANY, 6.50%,
DUE 1-02-01 1,000,000 1,000,000 998,900 1,000,000 1,002,000
KANSAS CITY POWER & LIGHT COMPANY, 6.50%,
DUE 2-14-00 1,000,000 1,000,000 1,004,400
KANSAS CITY POWER & LIGHT COMPANY, 6.65%,
DUE 6-06-02 950,000 950,000 954,180
KANSAS CITY POWER & LIGHT COMPANY, 7.15%,
DUE 5-14-99 1,000,000 1,000,000 1,028,100 1,000,000 1,024,700
MONOGAHELA POWER COMPANY, 5.625%, DUE 4-01-00 2,500,000 2,447,475 2,452,750
MONOGAHELA POWER COMPANY, 5.625%, DUE 4-01-00 1,750,000 1,703,595 1,715,700
SOUTHERN CALIFORNIA EDISON CO., 6.125%,
DUE 7-15-97 2,500,000 2,485,937 2,509,000
SOUTHERN CALIFORNIA EDISON CO., 6.25%,
DUE 6-15-03 250,000 250,000 247,000
UNION ELECTRIC CO., 6.75%, DUE 10-15-99 1,000,000 995,480 1,019,700 995,480 1,016,400
TOTAL ELECTRIC 24,066,857 24,276,858 18,567,620 18,672,475
GAS:
NORTHERN ILLINOIS GAS CO., 5.5%, DUE 2-1-97 1,000,000 994,980 994,900
NORTHWEST NATURAL GAS COMPANY, 5.98%, DUE 12-15-00 1,000,000 1,000,000 962,000 1,000,000 982,700
SOUTHERN CALIFORNIA GAS CO., 6.50%, DUE 12-15-97 1,000,000 999,400 1,009,500 999,400 1,000,000
TOTAL GAS 2,994,380 2,966,400 1,999,400 1,982,700
DIVERSIFIED:
BALTIMORE GAS & ELECTRIC CO., 6.50%, DUE 2-15-03 1,000,000 988,450 1,005,000 988,450 997,800
CONSOLIDATED EDISON CO. OF NEW YORK, 6.625%,
DUE 2-01-02 750,000 742,358 757,725 742,358 753,675
CONSOLIDATED EDISON CO. OF NEW YORK, 6.625%,
DUE 7-01-05 1,000,000 998,840 986,600
PACIFIC GAS & ELECTRIC COMPANY, 6.25%,
DUE 3-01-04 1,000,000 1,000,000 974,600 1,000,000 973,600
TOTAL DIVERSIFIED 2,730,808 2,737,325 3,729,648 3,711,675
TOTAL UTILITIES 42,455,961 42,695,488 35,847,562 35,795,498
FINANCE - 1995, 4.1%; 1996, 3.3%
CHEVRON CANANDA FINANCE LTD., 5.60%, DUE 4-01-98 1,250,000 1,249,063 1,242,125 1,249,063 1,245,125
EXXON CAPITAL CORP., 7.875%, DUE 4-15-96 750,000 746,168 757,500
NYNEX CAPITAL FUNDING CO., 8.75%, DUE 12-01-04 2,000,000 1,995,000 2,287,000 1,995,000 2,212,500
SOUTHWESTERN BELL CAPITAL CORP., 6.65%, DUE 7-14-98 975,000 975,000 989,527
SOUTHWESTERN BELL CAPITAL CORP., 6.65%, DUE 7-14-98 900,000 900,000 912,420
SOUTHWESTERN BELL CAPITAL CORP., 7.25%, DUE 7-24-00 500,000 500,000 516,700 500,000 513,950
TEXACO CAPITAL INC., 8.24%, DUE 10-15-01 500,000 500,500 543,500 500,500 538,100
U.S. WEST CAPITAL FUNDING, INC., 8.0%, DUE 10-15-96 350,000 327,107 356,720
TOTAL FINANCE 6,292,838 6,693,072 5,144,563 5,422,095
OTHER - 1995, 0.6%; 1996, 6.6%
BANKERS' TRUST NEW YORK CORP., 8.00%, DUE 3-15-97 450,000 388,282 454,095
ENGLEHARD CORP., 7.00%, DUE 8-01-01 1,000,000 998,060 1,020,800
GTE CORP., 9.375%, DUE 12-01-00 500,000 497,750 550,500
GTE SOUTH, 6.00%, DUE 2-15-08 1,000,000 993,250 925,700
HARVARD UNIVERSITY MASSACHUSETTS, 8.125%, DUE 4-15-07 150,000 149,210 164,185
INTERNATIONAL BUSINESS MACHINES CORP., 7.50%,
DUE 6-15-13 500,000 497,355 516,250
IOWA ELECTRIC LIGHT & POWER COMPANY, 6.00%,
DUE 10-01-08 500,000 492,720 459,650
MARSH & MCLENNAN COS. INC. CP., 5.30%, DUE 11-05-96 500,000 499,632 499,632
NYNEX CORP., 6.25%, DUE 3-15-03 1,000,000 967,900 976,250
PUBLIC SERVICE COMPANY OF OKLAHOMA, 6.02%, DUE 3-01-01 1,500,000 1,476,275 1,479,750
SYSCO CORPORATION, 7.00%, DUE 5-01-06 1,000,000 1,000,000 1,018,700
TAMBRANDS, INC., 4.65%, DUE 1-21-97 1,000,000 994,150 987,200
TENNESSEE GAS PIPELINE CO., 9.00%, DUE 1-15-97 400,000 366,404 402,376
TEXAS INSTRUMENTS INC., 6.125%, DUE 2-01-06 500,000 465,240 474,450
UNION PACIFIC RESOURCES GROUP, 7.00%, DUE 10-15-06 1,000,000 994,120 1,011,300
WEST TEXAS UTILITIES COMPANY, 6.375%, DUE 10-01-05 1,000,000 988,100 963,500
TOTAL OTHER 994,150 987,200 10,774,298 10,917,138
TOTAL CORPORATE NONCONVERTIBLE SECURITIES 79,563,147 80,960,317 81,907,404 82,764,595
</TABLE>
<TABLE>
SHORT-TERM MONEY MARKET FUND - 1995, 0.7%; 1996, 1.1%
<S> <C> <C> <C> <C> <C>
SHORT TERM MONEY MARKET FUND OF UMB BANK, n.a. 1,087,960 1,087,960 1,087,960
SHORT TERM MONEY MARKET FUND OF UMB BANK, n.a. 1,804,054 1,804,054 1,804,054
TOTAL SHORT-TERM MONEY MARKET FUND 1,087,960 1,087,960 1,804,054 1,804,054
TOTAL INVESTMENTS HELD $159,303,995 $162,536,863 $164,102,228 $166,226,032
*Face Value or Number of Units
</TABLE>
<TABLE>
<CAPTION>
STATEMENTS OF OPERATIONS
Year Ended October 31
1994 1995 1996
<S> <C> <C> <C>
INVESTMENT INCOME
Interest $11,260,248 $ 9,951,449 $11,618,424
Audit expense 11,065 11,212 9,826
Net Investment Income 11,249,183 9,940,237 11,608,598
REALIZED AND UNREALIZED GAIN
(LOSS) ON INVESTMENTS
Realized gain (loss) on
investments sold, matured
or redeemed:
Proceeds 63,581,715 64,769,427 77,110,680
Cost of investments 63,147,715 64,508,442 77,583,349
Net realized gain (loss)
on investments sold,
matured or redeemed 434,000 260,985 (472,669)
Unrealized gain (loss) on
investments
Beginning of year 10,855,450 (7,160,638) 3,232,868
End of year (7,160,638) 3,232,868 2,123,804
Net unrealized gain
(loss) on investments (18,016,088) 10,393,506 (1,109,064)
Net realized and unrealized
gain (loss) on investments (17,582,088) 10,654,491 (1,581,733)
NET INCREASE (DECREASE) IN
NET ASSETS RESULTING FROM
OPERATIONS $(6,332,905) $20,594,728 $10,026,865
TOTAL EXPENSE AS A PERCENT
OF NET INVESTMENT INCOME 0.10% 0.11% 0.08%
</TABLE>
<TABLE>
<CAPTION>
STATEMENTS OF PARTICIPANTS' INTEREST
Year Ended October 31
1994 1995 1996
Units Amount Units Amount Units
Amount
<S> <C> <C> <C> <C> <C> <C>
PARTICIPANTS' INTEREST, Beginning of year 3,386,320 $179,056,362 3,148,300 $160,657,602 2,825,108 $164,323,270
FROM INVESTMENT ACTIVITIES
Net investment income 11,249,183 9,940,237 11,608,598
Net realized gain (loss) on sale of
investments sold, matured or redeemed 434,000 260,985 (472,669)
Net unrealized gain (loss) on investments (18,016,088) 10,393,506 (1,109,064)
Net increase (decrease) from
investment activities (6,332,905) 20,594,728 10,026,865
FROM PARTICIPATING UNIT TRANSACTIONS
Issuance of units 475,749 24,842,643 397,916 21,483,446 821,838 47,562,094
Redemption of units (713,769) (36,908,498) (721,108) (38,412,506) (894,140) (52,937,735)
Net increase (decrease) from
participating unit transactions (238,020) (12,065,855) (323,192) (16,929,060) (72,302) (5,375,641)
PARTICIPANTS' INTEREST, End of year 3,148,300 $160,657,602 2,825,108 $164,323,270 2,752,806 $168,974,494
NET ASSET VALUE PER PARTICIPATING UNIT $51.03 $58.17 $61.38
</TABLE>
<TABLE>
<CAPTION>
STATEMENTS OF ASSETS AND LIABILITIES
October 31
1995 1996
Cost Market Cost Market
<S> <C> <C> <C> <C>
ASSETS
Investments:
United States Government
and Agency Obligations $23,088,048 $23,093,688 $12,130,715 $12,134,323
Commercial paper 36,648,284 36,648,284 29,525,599 29,525,599
Short-term money market
fund 5,585,759 5,585,759 2,501,655 2,501,655
$65,322,091 65,327,731 $44,157,969 44,161,577
Interest receivable 411,057 173,726
65,738,788 44,335,303
LIABILITIES
Audit fee payable 4,056 2,750
PARTICIPANTS' INTEREST,
Equivalent to $47.41
per unit on 1,386,619
units outstanding in
1995 and $50.10 per
unit on 884,822 units
outstanding in 1996 $65,734,732 $44,332,553
</TABLE>
<TABLE>
<CAPTION>
STATEMENTS OF INVESTMENTS HELD
October 31
Value or 1995 1996
Units* Cost Market Cost Market
UNITED STATES GOVERNMENTS AND AGENCY
OBLIGATIONS 1995, 35.3%; 1996, 27.4%
<S> <C> <C> <C> <C> <C>
FEDERAL AGRICULTURE MORTGAGE, DISCOUNT NOTE,
DUE 11-06-95 3,000,000 $ 2,975,863 $ 2,975,863
FEDERAL FARM CREDIT BANK, 5.34%, DUE 12-02-96 1,000,000 $ 1,000,000 $ 1,000,000
FEDERAL FARM CREDIT BANK, 5.40%, DUE 12-02-96 1,000,000 998,438 1,000,000
FEDERAL FARM CREDIT BANK, 5.43%, DUE 3-03-97 500,000 500,000 499,928
FEDERAL FARM CREDIT BANK, 5.45%, DUE 11-01-96 500,000 500,000 500,155
FEDERAL FARM CREDIT BANK, DISCOUNT NOTE, DUE 12-01-95 3,000,000 2,966,542 2,966,542
FEDERAL HOME LOAN BANK, 6%, DUE 10-16-96 3,000,000 3,000,000 3,005,640
FEDERAL HOME LOAN BANK, DISCOUNT NOTE, DUE 11-09-95 1,000,000 996,409 996,409
FEDERAL HOME LOAN BANK, DISCOUNT NOTE, DUE 11-22-95 865,000 852,890 852,890
FEDERAL HOME LOAN BANK, DISCOUNT NOTE, DUE 12-06-95 1,000,000 991,320 991,320
FEDERAL HOME LOAN MORTGAGE CORPORATION, DISCOUNT NOTE,
DUE 11-27-95 2,000,000 1,975,200 1,975,200
FEDERAL HOME LOAN MORTGAGE CORPORATION, DISCOUNT NOTE,
DUE 12-04-95 3,000,000 2,953,456 2,953,456
FEDERAL HOME LOAN MORTGAGE CORPORATION, DISCOUNT NOTE,
DUE 11-12-96 2,000,000 1,981,327 1,981,327
FEDERAL HOME LOAN MORTGAGE CORPORATION, DISCOUNT NOTE,
DUE 11-13-96 1,000,000 992,528 992,528
FEDERAL HOME LOAN MORTGAGE CORPORATION, DISCOUNT NOTE,
DUE 11-19-96 2,000,000 1,992,525 1,992,525
FEDERAL HOME LOAN MORTGAGE CORPORATION, DISCOUNT NOTE,
DUE 12-11-96 2,000,000 1,985,885 1,985,885
FEDERAL NATIONAL MORTGAGE ASSOCIATION, DISCOUNT NOTE,
DUE 11-29-95 3,000,000 3,553,935 3,553,935
FEDERAL NATIONAL MORTGAGE ASSOCIATION, DISCOUNT NOTE,
DUE 12-13-96 2,000,000 1,981,547 1,981,547
UNITED STATES TREASURY BILL, DUE 4-04-96 3,000,000 2,822,433 2,822,433
UNITED STATES TREASURY BILL, DUE 1-09-97 1,000 988 988
UNITED STATES TREASURY BILL, DUE 11-21-96 200,000 197,477 199,440
TOTAL UNITED STATES GOVERNMENT AND AGENCY OBLIGATIONS 23,088,048 23,093,688 12,130,715 12,134,323
</TABLE>
<TABLE>
COMMERCIAL PAPER 1995, 56.1%; 1996, 66.9%
<S> <C> <C> <C> <C> <C>
ABBOTT LABORATORIES, DISCOUNT COMMERCIAL PAPER,
DUE 11-10-95 3,000,000 2,985,301 2,985,301
AMERICAN EXPRESS CO., DISCOUNT COMMERCIAL PAPER,
DUE 11-21-95 2,000,000 1,991,117 1,991,117
AMERITECH, DISCOUNT COMMERCIAL PAPER, DUE 11-13-96 2,000,000 1,990,430 1,990,430
ANHEUSER-BUSCH, DISCOUNT COMMERCIAL PAPER,
DUE 11-16-95 3,000,000 2,982,960 2,982,960
ARCHER DANIELS, DISCOUNT COMMERCIAL PAPER,
DUE 11-05-96 2,000,000 1,997,951 1,997,951
CHEVRON OIL FINANCE CO., DISCOUNT COMMERCIAL PAPER,
DUE 12-06-95 3,000,000 2,979,100 2,979,100
BELLSOUTH TELECOMMUNICATIONS, DISCOUNT COMMERCIAL
PAPER, DUE 12-03-96 1,700,000 1,691,126 1,691,126
DUPONT, DISCOUNT COMMERCIAL PAPER, DUE 11-21-95 500,000 497,234 497,234
DUPONT, DISCOUNT COMMERCIAL PAPER, DUE 12-5-96 2,000,000 1,985,500 1,985,500
HEINZ, (HJ) CO., DISCOUNT COMMERCIAL PAPER,
DUE 11-01-95 3,000,000 2,983,317 2,983,317
HEINZ, (HJ) CO., DISCOUNT COMMERCIAL PAPER,
DUE 12-04-96 2,000,000 1,985,417 1,985,417
HERSHEYS FOODS CORP, DISCOUNT COMMERCIAL PAPER,
DUE 11-25-96 2,000,000 1,989,869 1,989,869
HEWLETT PACKARD COMPANY, DISCOUNT COMMERCIAL PAPER,
DUE 11-07-95 3,000,000 2,957,382 2,957,382
HEWLETT PACKARD COMPANY, DISCOUNT COMMERCIAL PAPER,
DUE 11-06-96 2,000,000 1,989,167 1,989,167
KENTUCKY ENERGY, DISCOUNT COMMERCIAL PAPER,
DUE 11-27-95 1,000,000 995,040 995,040
LACLEDE GAS, DISCOUNT COMMERCIAL PAPER, DUE 11-22-95 300,000 298,281 298,281
LACLEDE GAS, DISCOUNT COMMERCIAL PAPER, DUE 11-04-96 1,000,000 995,142 995,142
LACLEDE GAS, DISCOUNT COMMERCIAL PAPER, DUE 11-06-96 1,000,000 992,950 992,950
MERCK & CO, DISCOUNT COMMERCIAL PAPER, DUE 12-06-96 2,000,000 1,989,311 1,989,311
MINNESOTA MINING & MANUFACTURING, DISCOUNT COMMERCIAL
PAPER, DUE 11-07-95 2,000,000 1,971,588 1,971,588
MOTOROLA, DISCOUNT COMMERCIAL PAPER, DUE 12-08-95 1,000,000 993,215 993,215
MOTOROLA, DISCOUNT COMMERCIAL PAPER, DUE 11-18-96 2,000,000 1,989,001 1,989,001
PROGRESSIVE CAPITAL HOLDINGS, INC., DISCOUNT
COMMERCIAL PAPER, DUE 11-29-95 3,100,000 3,083,195 3,083,195
RAYTHEON CO., DISCOUNT COMMERCIAL PAPER, DUE 11-20-95 3,000,000 2,981,410 2,981,410
SOUTH CAROLINA, DISCOUNT COMMERCIAL PAPER,
DUE 11-04-96 2,000,000 1,989,989 1,989,989
SOUTHWESTERN BELL CAPITAL COMPANY, DISCOUNT
COMMERCIAL PAPER, DUE 11-08-95 2,000,000 1,987,017 1,987,017
SOUTHWESTERN BELL TELEPHONE, DISCOUNT COMMERCIAL
PAPER, DUE 11-07-96 2,000,000 1,984,927 1,984,927
TEXACO INC., DISCOUNT COMMERCIAL PAPER, DUE 11-09-95 2,000,000 1,991,102 1,991,102
TOYS 'R' US INC., DISCOUNT COMMERCIAL PAPER,
DUE 11-15-95 2,000,000 1,988,600 1,988,600
WALMART, DISCOUNT COMMERCIAL PAPER, DUE 11-22-96 2,000,000 1,987,289 1,987,289
WALT DISNEY CO, DISCOUNT COMMERCIAL PAPER,
DUE 12-16-96 2,000,000 1,984,019 1,984,019
WEYERHAUSER, DISCOUNT COMMERCIAL PAPER, DUE 11-01-95 3,000,000 2,982,425 2,982,425
WEYERHAUSER, DISCOUNT COMMERCIAL PAPER, DUE 11-26-96 2,000,000 1,983,511 1,983,511
TOTAL COMMERCIAL PAPER 36,648,284 36,648,284 29,525,599 29,525,599
</TABLE>
<TABLE>
SHORT TERM MONEY MARKET FUND - 1995, 8.6%; 1996, 5.7%
<S> <C> <C> <C> <C> <C>
SHORT TERM MONEY MARKET FUND OF UMB BANK, n.a. 5,585,759 5,585,759 5,585,759
SHORT TERM MONEY MARKET FUND OF UMB BANK, n.a. 2,501,655 2,501,655 2,501,655
TOTAL SHORT TERM MONEY MARKET FUND 5,585,759 5,585,759 2,501,655 2,501,655
$65,322,091 $65,327,731 $44,157,969 $44,161,577
*Face Value or Number of Units
</TABLE>
<TABLE>
<CAPTION>
STATEMENTS OF OPERATIONS
Year Ended October 31
1994 1995 1996
<S> <C> <C> <C>
INVESTMENT INCOME
Interest $ 2,409,792 $ 3,834,915 $ 2,963,509
Audit expense 4,725 4,050 2,744
Net Investment Income 2,405,067 3,830,865 2,960,765
REALIZED AND UNREALIZED
GAIN (LOSS) ON INVESTMENTS
Realized gain on investments
sold, matured or redeemed:
Proceeds 265,121,325 494,570,364 555,983,956
Cost of investments 265,121,012 494,548,802 556,011,916
Net realized gain (loss)
on investments sold,
matured or redeemed 313 21,562 (27,960)
Unrealized gain (loss) on
investments
Beginning of year 4,846 (47,188) 5,640
End of year (47,188) 5,640 3,608
Net unrealized gain
(loss) on investments (52,034) 52,828 (2,032)
Net realized and unrealized
gain (loss) on investments (51,721) 74,390 (29,992)
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS $ 2,353,346 $ 3,905,255 $ 2,930,773
TOTAL EXPENSE AS A PERCENT OF
NET INVESTMENT INCOME 0.20% 0.11% 0.09%
</TABLE>
<TABLE>
<CAPTION>
STATEMENTS OF PARTICIPANTS' INTEREST
Year Ended October 31
1994 1995 1996
Units Amount Units Amount Units Amount
<S> <C> <C> <C> <C> <C> <C>
PARTICIPANTS' INTEREST, Beginning of year 1,524,863 $ 65,558,022 1,354,317 $60,527,868 1,386,619 $ 65,734,732
FROM INVESTMENT ACTIVITIES
Net investment income 2,405,067 3,830,865 2,960,765
Net realized gain (loss) on sale of
investments sold, matured or redeemed 313 21,562 (27,960)
Net unrealized gain (loss) on
investments (52,034) 52,828 (2,032)
Net increase from investment
activities 2,353,346 3,905,255 2,930,773
FROM PARTICIPATING UNIT TRANSACTIONS
Issuance of units 679,203 29,640,782 861,189 39,394,576 317,334 15,456,701
Redemption of units (849,749) (37,024,282) (828,887) (38,092,967) (819,131) (39,789,653)
Net increase (decrease) from
participating unit transactions (170,546) (7,383,500) 32,302 1,301,609 (501,797) (24,332,952)
PARTICIPANTS' INTEREST, End of year 1,354,317 60,527,868 1,386,619 65,734,732 884,822 44,332,553
NET ASSET VALUE PER PARTICIPATING UNIT 44.69 47.41 50.10
</TABLE>
NOTE 1: NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
The accounting policies followed by the Bank, as Trustee, are in
accordance with the respective Trust Plans and Declarations of the Funds dated
December 5, 1955 (as amended on October 10, 1963) and December 27, 1974, and in
conformity with generally accepted accounting principles. The significant
accounting policies and the nature of operations follow.
Nature of Operations
The Fund for Pooling Equity Investments of Employee Trusts, the Fund for
Pooling Debt Investments of Employee Trusts and the Pooled Income Fund for
Employee Trusts (Funds) provide a means through which funds, held by UMB Bank,
n.a. in its capacity as sole fiduciary or co-fiduciary, may be pooled for
diversification of investments.
The Funds are managed by UMB Bank, n.a. under regulation 9 of the
Comptroller of the Currency relating to collective investment funds.
Regulation 9 specifies generally the form of trust, accounting policies,
investment powers, asset valuation, etc.
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 revenue and expenses during the
reporting period. Actual results could differ from those estimates.
Investment Valuation
Investments are stated at market value. Investments are valued by the
Trustee, utilizing prices quoted by security dealers or brokers, investment
bankers or statistical services on the valuation date. Certain United States
government and agency obligations and corporate securities are stated at cost.
The amount of unaccreted discount for these securities, which approximates the
difference between cost and market value, is reported in the statement of
assets and liabilities as accrued interest. The market value of investments
in participation units of other funds is based on quoted redemption values on
the valuation date.
Security Transactions and Investment Income
Security transactions are accounted for on the trade date the securities
are purchased or sold. Realized gains and losses from security transactions
are recorded on an identified cost basis. Dividend income is recorded on the
ex-dividend date. Interest income is recognized as earned.
Investment Income and Net Realized Gains
Investment income and gains on sales of investments are retained by the
Funds and invested.
Income Tax Exemption
Applicable statutes exempt the funds from U.S. federal and state income
taxes.
Participation Units
There is no par or stated value for participation units. Trusts, for
which the Bank is a fiduciary, may invest or withdraw based on monthly
valuations as of the prior month.
NOTE 2: STOCK SPLIT
References to number of units and per unit amounts herein have been
restated to give retroactive effect to five-for-one and two-for-one stock
splits which occurred on May 11, 1994 for the Fund for Pooling Equity
Investments of Employee Trusts and Fund for Pooling Debt Investments of
Employee Trusts, respectively, which were approved by unitholders of these
Funds.
NOTE 3: MERGER
Effective November 1, 1995, certain collective fund assets for retirement
plans of the Bank of Overland Park and Commercial National Bank merged into
the Funds as a result of the acquisition of such banks by UMB Financial
Corporation. Assets with a market value of $10,809,038 and $19,569,785 merged
into the Pooled Equity Fund and Pooled Debt Fund, respectively. These amounts
are included in the issuance of units line on the Statements of Participants'
Interest.
