SPENCER FANE BRITT & BROWNE LLP
ATTORNEYS AND COUNSELORS AT LAW
1400 COMMERCE BANK BUILDING
1000 WALNUT STREET
KANSAS CITY, MISSOURI 64106-2140
TELEPHONE (816) 474-8100
FAX (816) 474-3216
4321925-12
January 28, 1998
Via Electronic Transmittal
Securities and Exchange Commission
Washington, D.C.
Re: Form 10-K for The Collective Investment Trusts for Which
UMB Bank, n.a. is Trustee (the "Trusts")
Ladies and Gentlemen:
Enclosed herewith by electronic transmittal for filing on behalf of the
Trusts is the Form 10-K for the fiscal year ended October 31, 1997, which
includes financial statements. All exhibits are incorporated by reference
from previous filings.
If you have any questions concerning the filing, please contact the
undersigned at (816) 292-8141.
Very truly yours,
SPENCER FANE BRITT & BROWNE LLP
By: /s/ James W. Kapp, Jr.
JWK:cb1
Enclosures
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended: October 31, 1997
Commission file number: 2-58109
THE COLLECTIVE INVESTMENT TRUSTS*
(Exact name of registrant as specified in its charter)
* as defined herein
Missouri None
(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or
organization)
UMB BANK, N.A., TRUSTEE
Trust Department
1010 Grand Boulevard
Kansas City, Missouri 64106
______________________________________________
(Address of principal executive offices of Trustee) (Zip code)
Registrant's telephone number, including area code: (816) 860-7000
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has filed all the reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding twelve months (or for such shorter period that
the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past ninety days:
YES X NO _____
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K (Sec. 229.405 of this chapter) is not contained herein,
and will not be contained, to the best of registrant's knowledge, in
definitive proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K. [X]
Aggregate Market Value of Voting Stock held by Non-Affiliates: Not Applicable
Documents Incorporated by Reference: None
<PAGE>
Part I
Item 1. Business.
UMB Bank, N.A., the principal executive offices of which are located in
Kansas City, Missouri (the "Bank"), is trustee of three Collective Investment
Trusts (collectively referred to herein as the "Funds" or singularly as a
"Fund") that provide investment mediums for certain qualified retirement plans
for which the Bank serves as trustee. The Funds are:
a. The Fund for Pooling Equity Investments of Employee Trusts ("Pooled
Equity Fund"), the primary investment objective of which is growth in the
value of the units of participation in the Fund through investments in equity
securities;
b. The Fund for Pooling Debt Investments of Employee Trusts ("Pooled
Debt Fund"), the primary investment objective of which is the stability of
the underlying assets through the investment in fixed income obligations and
growth in the value of units of participation in the Fund through
reinvestment of the income from such obligations; and
c. The Pooled Income Fund for Employee Trusts ("Pooled Income Fund"),
the primary investment objective of which is to provide a high degree of
liquidity through the investment in short term fixed income obligations with
growth in the value of the units of participation in the Fund through
reinvestment of the income of such obligations.
The Funds are operated under Section 9.18 of Regulation 9 of the
Comptroller of Currency (12 C.F.R. Sec. 9). The Trust Department of the
Bank is responsible for the continuing supervision and evaluation of all
investments for the Funds. All investment activities are subject to the
policymaking and reviewing authority of the Bank's Trust Policy Committee,
which is composed of twelve members made up of Senior Management and outside
Directors of the Bank.
The above description of the Registrant's business is qualified in its
entirety by reference to the more detailed discussion set forth in the
Registrant's registration statement on Form S-1 (Commission file no.
33-86470), as may be amended from time to time.
Item 2. Properties.
Not applicable.
Item 3. Legal Proceedings.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
Not applicable.
Part II
Item 5. Market for the Registrant's Common Equity and Related Stockholder
Matters.
There is no established public trading market for the units of
participation in the Funds, and dividends are not paid on such units. On
October 31, 1997, there were 479 holders of units of participation in the
Fund for Pooling Equity Investments of Employee Trusts, 426 holders of
units of participation in the Fund for Pooling Debt Investments of Employee
Trusts, and 254 holders of units of participation in the Pooled Income Fund
for Employee Trusts, and the closing value of a unit of the Fund for
Pooling Equity Investments of Employee Trusts, of the Funds for Pooling
Debt Investments of Employee Trusts and of the Pooled Income Fund for
Employee Trusts were, respectively, $88.77, $66.40 and $52.92.
Item 6. Selected Financial Data.
<TABLE>
POOLED EQUITY
PERIOD TYPE 12 MONTHS
<S> <C> <C> <C> <C> <C>
FOR THE YEARS ENDED 10/31/93 10/31/94 10/31/95 10/31/96 10/31/97
SECURITIES AT MARKET 211,557,786 231,541,980 262,319,073 259,171,312 214,522,751
RECEIVABLES 344,703 542,286 752,219 436,199 2,472,209
TOTAL ASSETS 211,902,489 232,084,266 263,071,292 259,607,511 216,994,960
CURRENT LIABILITIES 9,785 10,428 519,584 8,214 9,190
PARTICIPANTS' INTEREST 211,892,704 232,073,838 262,551,708 259,599,297 216,985,770
TOTAL LIABILITY AND
PARTICIPANTS' INTEREST 211,902,489 232,084,266 263,071,292 259,607,511 216,994,960
TOTAL INVESTMENT INCOME 5,518,372 6,957,083 9,262,707 9,169,196 7,486,364
OTHER EXPENSE (29,815) (31,276) (17,956) (11,563) (9,131)
NET REALIZED AND
UNREALIZED GAINS
(LOSSES) 15,213,054 7,351,978 23,040,216 25,953,359 42,086,301
NET INVESTMENT INCOME 5,488,557 6,925,807 9,244,751 9,157,633 7,477,233
NET INCOME PER SHARE $5.55 $3.51 $7.87 $9.17 $16.46
</TABLE>
<TABLE>
POOLED DEBT
PERIOD TYPE 12 MONTHS
<S> <C> <C> <C> <C> <C>
FOR THE YEARS ENDED 10/31/93 10/31/94 10/31/95 10/31/96 10/31/97
SECURITIES AT MARKET 174,702,159 157,972,562 162,536,863 166,226,032 127,865,784
RECEIVABLES 4,363,988 2,695,465 3,640,756 2,757,097 2,148,730
TOTAL ASSETS 179,066,147 160,668,027 166,177,619 168,983,129 130,014,514
CURRENT LIABILITIES 9,785 10,425 1,854,349 8,635 9,190
PARTICIPANTS' INTEREST 179,056,362 160,657,602 164,323,270 168,974,494 130,005,324
TOTAL LIABILITY AND
PARTICIPANTS' INTEREST 179,066,147 160,668,027 166,177,619 168,983,129 130,014,514
TOTAL INVESTMENT INCOME 11,588,202 11,260,248 9,951,449 11,618,424 9,653,774
OTHER EXPENSE (9,785) (11,065) (11,212) (9,826) (9,190)
NET REALIZED AND
UNREALIZED GAINS
(LOSSES) 5,388,598 (17,582,088) 10,654,491 (1,581,733) 1,388,875
NET INVESTMENT INCOME 11,578,417 11,249,183 9,940,237 11,608,598 9,644,584
NET INCOME PER SHARE $5.30 ($1.94) $6.90 $3.60 $4.68
</TABLE>
<TABLE>
POOLED INCOME
PERIOD TYPE 12 MONTHS
<S> <C> <C> <C> <C> <C>
FOR THE YEARS ENDED 10/31/93 10/31/94 10/31/95 10/31/96 10/31/97
SECURITIES AT MARKET 65,270,344 60,098,434 65,327,731 44,161,577 34,903,580
RECEIVABLES 291,053 433,490 411,057 173,726 89,885
TOTAL ASSETS 65,561,397 60,531,924 65,738,788 44,335,303 34,993,465
CURRENT LIABILITIES 3,375 4,056 4,056 2,750 3,369
PARTICIPANTS' INTEREST 65,558,022 60,527,868 65,734,732 44,332,553 34,990,096
TOTAL LIABILITY AND
PARTICIPANTS' INTEREST 65,561,397 60,531,924 65,738,788 44,335,303 34,993,465
TOTAL INVESTMENT INCOME 2,343,721 2,409,792 3,834,915 2,963,509 2,198,406
OTHER EXPENSE (3,375) (4,725) (4,050) (2,744) (3,369)
NET REALIZED AND
UNREALIZED GAINS
(LOSSES) 4,846 (51,721) 74,390 (29,992) (2,045)
NET INVESTMENT INCOME 2,340,346 2,405,067 3,830,865 2,960,765 2,195,037
NET INCOME PER SHARE $1.39 $1.63 $2.85 $2.58 $2.84
</TABLE>
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Results of Operations
1994-1995
The equity markets dipped in November 1994 and then began a climb that
continued until October 1995, when they suffered a setback. All segments of
the market rose, but large-capitalization stocks outpaced mid-cap and small-
cap stocks during most of the year. The technology, health and finance
sectors led the upward surge. The Pooled Equity Fund had a return of 14.10%
for the 12-month period ended October 31, 1995, while the S&P 500 and Value
Line Indices increased 26.44% and 12.59%, respectively. The market
capitalization-weighted S&P 500 Index is dominated by a small percentage of
large-cap stocks, making it difficult to match in strong growth markets for
more diverse, value-oriented, equal-weighted portfolios such as the Pooled
Equity Fund. The Pooled Debt Fund benefited from the same combination of a
strong economy and low inflation that boosted the stock market. The Pooled
Debt Fund had a total return of 13.98% for the 12-month period ended October
31, 1995, compared to 12.54% for the Lehman Brothers Government/Corporate
Intermediate Index. Although long-term rates dropped dramatically, short-
term rates remained stable. The Pooled Income Fund had a return of 6.07% for
the 12-month period ended October 31, 1995, while 90-day T-Bills had a yield
of 5.4%.
1995-1996
The equity markets had a second consecutive strong year, continuing the
rise that started in December 1994. Stocks were hit hard in July as a result
of concern that an overheating of the economy would cause higher interest
rates. There were no winners in the July correction, but large-
capitalization stocks suffered less and recovered faster. Small-cap stocks
did outperform the market during late spring but stumbled badly with the
broader market in July. The advance in large-cap issues was led by technology,
consumer and finance stocks. The Pooled Equity Fund had a return of 12.79%
for the 12-month period ended October 31, 1996, while the S&P 500 and Value
Line Indices increased 24.10% and 14.69%, respectively. As a result of
concern about higher inflation and interest rates, the fixed income markets
were plagued by uncertainty and were very volatile. Rates were higher for
the year and thus total return was less than coupon yield. The Pooled Debt
Fund had a total return of 5.36% for the 12-month period ended October 31,
1996, compared to 5.81% for the Lehman Brothers Government/Corporate
Intermediate Index. Short-term rates eased somewhat, but the real interest
rate remained high. The Pooled Income Fund had a return of 5.69% for the
12-month period ended October 31, 1996, while 90-day T-Bills had a yield of
4.69%.
1996-1997
The strong U.S. economy and low inflation created a very favorable
scenario for the domestic equity markets and they responded by rising
dramatically for the third consecutive year. The advance was slowed by
small corrections in December, March, and August, but the markets recovered
strongly in each instance. Until August, large-capitalization stocks
outperformed the rest of the market, but finally small- and mid-cap stocks
came to the forefront as concern about valuations and overseas financial
turmoil caught up with the multinational companies. Investors were attracted
to the low price/earnings ratios of cyclical issues, many of which are small-
and mid-cap stocks. The Pooled Equity Fund had a return of 22.37% for the
12-month period ended October 31, 1997, while the S&P 500 and Value Line
Indices increased 32.11% and 27.15%, respectively. The bond market advanced
during the year as yields dropped uniformly across the maturity spectrum.
The combination of economic growth that was strong, but not excessive, and
chaos in overseas financial markets reduced the chances that the Federal
Reserve would raise interest rates. Declines in the federal budget deficit
helped as well. The Pooled Debt Fund had a total return of 8.34% for the
12-month period ended October 31, 1997, compared to 7.49% for the Lehman
Brothers Government/Corporate Intermediate Index. Short-term rates were
largely unchanged for the year. The Pooled Income Fund had a return of 5.62%
for the 12-month period ended October 31, 1997, while 90-day T-Bills had a
yield of 4.64%.
Item 8. Financial Statements and Supplementary Data.
The financial statements are attached hereto and filed as part of this
report.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
None.
Part III
Item 10. Directors and Executive Officers of the Registrant.
The Registrant has no directors or executive officers. The Bank is
trustee and certain officers and employees of the Bank devote a portion of
their time to managing the Funds.
Item 11. Executive Compensation.
Not applicable.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
Not applicable.
Item 13. Certain Relationships and Related Transactions.
Not applicable.
Part IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) Financial Statements, Financial Statement Schedules and Exhibits.
(1) Financial Statements
The financial statements filed as a part of this report are set forth
on the index to the Audited Financial Statements and Other Financial
Information on page F-1 of this report.
(2) Financial Statement Schedules
Not applicable.
(3) Exhibits
All exhibits incorporated by reference herein are incorporated pursuant
to Rule 12b-32 under the Securities Exchange Act of 1934, as amended.
(2) Plan of Acquisition, Reorganization, Arrangement, Liquidation or
Succession
Not applicable.
(3) Articles of Incorporation and Bylaws
Not applicable.
(4) Instruments Defining the Rights of Security Holders, Including
Indentures
(4.1) The UMB Bank, N.A. Master Plan and Trust for Self-Employed
Individuals, as amended January 1, 1991, is attached as Exhibit 4.1 to post-
effective amendment no. 5 to the Registrant's registration statement on Form
S-1 (Commission file no. 33-27170) and is incorporated herein by reference as
Exhibit 4.1.
(4.2) The Plan and Declaration of Trust for the Fund for Pooling
Equity Investment of Employee Trusts, as amended on October 31, 1995, is
attached as Exhibit 4.2 to the Registrant's Form 10-K for the year ended
October 31, 1995, and is incorporated herein by reference as Exhibit 4.2.
(4.3) The Plan and Declaration of Trust for the Fund for Pooling
Debt Investments of Employee Trusts, as amended October 31, 1995, is attached
as Exhibit 4.3 to the Registrant's Form 10-K for the year ended October 31,
1995, and is incorporated herein by reference as Exhibit 4.3.
(4.4) The Plan and Declaration of Trust for the Pooled Income Fund
for Employee Trusts as amended October 31, 1995, is attached as Exhibit 4.4
to the Registrant's Form 10-K for the year ended October 31, 1995, and is
incorporated herein by reference as Exhibit 4.4.
(9) Voting Trust Agreement
Not applicable.
(10) Material Contracts
Not applicable.
(11) Statement regarding Computation of Per Share Earnings
Not applicable.
(12) Statement Regarding Computation of Ratios
Not applicable.
(13) Annual Report to Security Holders, Form 10-Q or Quarterly Report
to Security Holders
Not applicable.
(16) Letter Regarding Change in Certifying Accountants
Not applicable.
(18) Letter Regarding Change in Accounting Principles
Not applicable.
(21) Subsidiaries of Registrant
Not applicable.
(22) Published Report Regarding Matters Submitted to Vote of Security
Holders
Not applicable.
(23) Consents of Experts and Counsel
Not applicable.
(24) Power of Attorney
Not applicable.
(27) Financial Data Schedule
Not applicable.
(28) Information from Reports Furnished to State Insurance Regulatory
Authorities
Not applicable.
(99) Additional Exhibits
Not applicable.
(b) Reports Filed on Form 8-K.
No report on Form 8-K was filed by the Registrant during the last
quarter of the period covered by this report.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
THE COLLECTIVE INVESTMENT TRUSTS
By /s/David Miller
David Miller
Executive Vice President and
Corporate Secretary for
UMB Bank, N.A., Trustee
Dated: January 28, 1998
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below on behalf of the registrant and in the
capacity and on the date indicated.
UMB Bank, N.A., Trustee
By /s/David Miller
David Miller
Executive Vice President and
Corporate Secretary for
UMB Bank, N.A.
Dated: January 28, 1998
Supplemental Information to be Furnished with Reports Filed Pursuant to
Section 15(d) of the Act by Registrants Which Have Not Registered Securities
Pursuant to Section 12 of the Act.
The Registrant does not provide an annual report (as defined under the
Exchange Act), proxy statement or other proxy soliciting material to the
holders of the Units of Participation.
<PAGE>
UMB Bank, N.A. Defined Contribution
Plan and Trust
Index to Financial Statements in Form 10-K
Page
Report of Independent Auditors F-2
Fund for Pooling Equity Investments of Employee Trusts:
Financial Statements:
Statements of Assets and Liabilities, October 31, 1997
and 1996 F-3
Statements of Investments Held, October 31, 1997 and 1996 F-4
Statements of Operations, three years ended October 31,
1997, 1996, and 1995 F-9
Statements of Participants' Interest, three years ended
October 31, 1997, 1996, and 1995 F-10
Fund for Pooling Debt Investments of Employee Trusts:
Financial Statements:
Statements of Assets and Liabilities, October 31, 1997
and 1996 F-11
Statements of Investments Held, October 31, 1997 and 1996 F-12
Statements of Operations, three years ended October 31,
1997, 1996, and 1995 F-17
Statements of Participants' Interest, three years ended
October 31, 1997, 1996, and 1995 F-18
Pooled Income Fund for Employee Trusts:
Financial Statements:
Statements of Assets and Liabilities, October 31, 1997
and 1996 F-19
Statements of Investments Held, October 31, 1997 and 1996 F-20
Statements of Operations, three years ended October 31,
1997, 1996, and 1995 F-21
Statements of Participants' Interest, three years ended
October 31, 1997, 1996, and 1995 F-22
Notes to Financial Statements for the three years ended October 31,
1997 F-23
<PAGE>
(LOG0) BAIRD City Center Square
KURTZ & 1100 Main Street, Suite 2700 http://www.bkd.com
DOBSON Kansas City, MO 64105-2112 Member of Moores
Certified Public 816 221-6300 Fax: 816 221-6380 Moores Rowland
Accountants International
Independent Accountants' Report
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, 1997, the related statement of operations
and participants' interest for the year then ended. These financial
statements are the responsibility of the Funds' management. Our responsi-
bility 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, 1996, and the related statements of
operations and participants' interest for each of the two years in the period
ended October 31, 1996, were audited by other auditors whose report dated
November 15, 1996 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 signifi-
cant 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 1997 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, 1997, the results of its operations and
the changes in its participants' interest for the year then ended, in
conformity with generally accepted accounting principles.
(Signed) BAIRD, KURTZ & DOBSON
Kansas City, Missouri
November 25, 1997
<PAGE>
<TABLE>
UMB BANK, n.a.
FUND FOR POOLING EQUITY INVESTMENTS OF EMPLOYEE TRUSTS
STATEMENTS OF ASSETS AND LIABILITIES
OCTOBER 31, 1997 AND 1996
<CAPTION>
October 31
1997 1996
Cost Market Cost Market
<S> <C> <C> <C> <C>
ASSETS
Investments:
Common stocks $129,558,673 $161,875,185 $166,352,044 $195,325,708
Commercial paper 49,763,553 49,763,553 60,617,285 60,617,285
Short-term money market fund 2,884,013 2,884,013 3,228,319 3,228,319
$182,206,239 $214,522,751 $230,197,648 259,171,312
Interest and dividends receivable 331,235 436,199
Receivable for securities sold 2,140,974
216,994,960 259,607,511
LIABILITIES
Audit fee payable 9,190 8,214
PARTICIPANTS' INTEREST, Equivalent to
$88.77 per unit on 2,444,463 units
outstanding in 1997 and $72.54 per unit
on 3,578,723 units outstanding in 1996 $216,985,770 $259,599,297
</TABLE>
See Notes to Financial Statements
<PAGE>
<TABLE>
UMB BANK, n.a.
FUND FOR POOLING EQUITY INVESTMENTS OF EMPLOYEE TRUSTS
STATEMENTS OF INVESTMENTS HELD
OCTOBER 31, 1997 AND 1996
<CAPTION>
1997 1996
Number of Number of
Shares Shares
or or
Principal Principal
Amount Cost Market Amount Cost Market
<S> <C> <C> <C> <C> <C> <C>
COMMON STOCKS - 1997, 75.5%;
1996, 75.4%
CONSUMER NONDURABLES - 1997,
7.6%;1996, 9.7%
BEVERAGES:
ANHEUSER BUSCH COMPANIES INC. 46,000 $ 1,020,361 $ 1,837,148 46,000 $ 1,020,361 $1,771,000
FOOD:
ARCHER DANIELS MIDLAND CO. 76,403 199,383 1,699,967 72,765 199,386 1,591,734
BOB EVANS FARMS INC. 165,000 3,134,137 3,124,770 165,000 3,134,137 2,062,500
BRINKER INTERNATIONAL 211,300 3,667,040 2,958,200 211,300 3,667,040 3,592,100
HEINZ (HJ) CO. 30,450 711,110 1,080,975
TOTAL FOOD 7,000,560 7,782,937 7,711,673 8,327,309
HEALTHCARE:
ALLEGIANCE CORPORATION 5,580 32,211 104,625
BARD C R INC. 104,700 2,643,317 2,905,425 104,700 2,643,317 2,957,775
BAXTER INTERNATIONAL INC. 27,900 394,761 1,293,863 27,900 394,761 1,161,338
BRISTOL MYERS SQUIBB CO. 38,000 1,204,654 4,018,500
COMMUNITY PSYCHIATRIC CENTERS 298,000 3,209,900 2,644,750
IMATION CORPORATION 1,400 6,937 38,325
MERCK & CO., INC. 10,000 21,616 892,500 17,100 38,901 1,263,262
TOTAL HEALTHCARE 3,059,694 5,091,788 7,530,681 12,188,575
HOUSEHOLD PRODUCTS:
RUBBERMAID INC. 64,250 1,842,229 1,546,048 64,250 1,842,229 1,493,812
PHOTOGRAPHY:
EASTMAN KODAK COMPANY 16,500 344,702 1,313,812
TOTAL CONSUMER NONDURABLES 12,922,844 16,257,921 18,449,646 25,094,508
SERVICES - 1997, 12.5%,
1996, 11.9%
MEDIA:
DUN & BRADSTREET 55,300 1,052,099 1,579,534 55,300 2,810,845 3,193,575
GANNETT CO., INC. 46,200 1,206,234 3,499,650
TOTAL MEDIA 1,052,099 1,579,534 4,017,079 6,693,225
RETAIL:
AMERICAN GREETINGS CORP. 113,000 3,155,602 3,919,744 158,000 4,535,617 4,631,454
ASCENT ENTERTAINMENT 44,871 270,090 443,101
BLOCK H&R INC. 93,200 3,190,470 3,448,400 125,000 4,308,301 3,109,375
COGNIZANT CORP. 1,348,339 1,975,075
DILLARDS INC. 44,000 1,148,150 1,699,500 139,000 4,357,060 4,413,250
DONNELLEY R R & SONS CO. 62,000 1,888,086 2,022,750
THE LIMITED INC. 64,724 1,253,170 1,525,092 64,724 1,253,170 1,189,303
TOYS 'R' US INC. 111,000 2,790,621 3,774,000 130,600 3,426,164 4,424,075
TOTAL RETAIL 15,044,528 18,807,662 17,880,312 7,767,457
TEXTILE AND APPAREL:
BASSETT FURNITURE INDUSTRY 132,000 3,080,904 3,696,000 162,600 3,858,917 3,638,175
BROWN GROUP INC. 84,600 2,365,705 1,279,575 84,600 2,365,705 1,744,875
STRIDE RITE CORP. 123,600 1,817,797 1,452,300 123,600 1,817,797 1,019,700
TOTAL TEXTILE AND APPAREL 7,264,406 6,427,875 8,042,419 6,402,750
TOTAL SERVICES 23,361,033 26,815,071 29,939,810 30,863,432
CONSUMER DURABLES - 1997, 3.5%;
1996, 2.8%
AUTOMOTIVE:
GENERAL MOTORS CORP. 6,800 220,957 364,650
GENUINE PARTS CO. 108,900 1,745,240 3,409,986 72,600 1,745,240 3,176,250
SUPERIOR INDUSTRIES 82,700 2,080,448 2,207,098
TOTAL AUTOMOTIVE 3,825,688 5,617,084 1,966,197 3,540,900
BUILDING:
MASCO CORP. 41,000 973,719 1,798,875 118,400 2,974,249 3,714,800
TOTAL CONSUMER DURABLES 4,799,407 7,415,959 4,940,446 7,255,700
CAPITAL GOODS - 1997, 17.7%;
1996, 20.8%
ELECTRICAL EQUIPMENT:
GENERAL ELECTRIC CO. 21,000 61,999 2,031,750
ELECTRONICS:
ELECTRONIC DATA SYSTEMS 78,400 2,888,355 3,033,139
SENSORMATIC ELECTRONICS 314,600 5,086,816 4,699,495 235,200 4,023,060 3,851,400
TANDEM COMPUTERS INC. 371,200 4,631,344 4,686,400
TOTAL ELECTRONICS 7,975,171 7,732,634 8,654,404 8,537,800
MACHINERY:
COOPER INDUSTRIES INC. 73,000 3,134,847 3,805,125 88,000 3,865,427 3,531,000
GIDDINGS & LEWIS 209,000 3,401,187 2,455,750
SNAP ON INC. 53,000 1,158,170 2,279,000 93,000 2,081,172 2,987,625
TOTAL MACHINERY 4,293,017 6,084,125 9,347,786 8,974,375
OFFICE EQUIPMENT:
DIGITAL EQUIPMENT CORP. 73,400 2,514,031 3,674,624 59,400 2,490,096 1,752,300
INTERNATIONAL BUSINESS
MACHINES CORP. 18,000 174,389 1,773,000 17,800 689,326 2,296,200
NOVELL INC. 480,400 7,034,665 4,053,615 322,400 5,634,056 2,982,200
TEXAS INSTRUMENTS INC. 69,000 3,598,950 3,320,625
TOTAL OFFICE EQUIPMENT 9,723,085 9,501,239 12,412,428 10,351,325
MISCELLANEOUS:
APPLIED MATERIALS 118,800 4,255,198 3,140,834
BROWNING FERRIS INDUSTRIES 101,300 2,929,865 3,292,250 158,600 4,658,892 4,163,250
CALGON CARBON CORP. 355,800 4,753,177 4,203,065 355,800 4,753,177 3,558,000
GLOBAL IND. TECH. 117,000 1,398,740 1,996,371 117,000 1,398,740 2,179,125
GRAINGER W W INC. 20,000 1,072,762 1,748,760 43,000 2,378,693 3,187,375
HILLENBRAND INDUSTRIES, INC. 79,800 2,364,044 3,411,450 123,575 3,690,426 4,572,275
WMX TECHNOLOGIES, INC. 96,000 2,631,424 3,300,000
TOTAL MISCELLANEOUS 12,518,588 14,651,896 23,766,550 24,100,859
TOTAL CAPITAL GOODS 34,509,861 37,969,894 54,243,167 53,996,109
BASIC MATERIALS - 1997, 14.5%;
1996, 12.5%
CHEMICALS:
AIR PRODUCTS & CHEMICALS INC. 22,000 578,535 1,320,000
ENGELHARD CORP. 177,400 3,853,792 3,082,325
MALLINCKRODT INC. 91,100 2,678,446 3,416,250 91,100 2,678,446 3,962,850
NALCO CHEMICAL CO. 80,000 1,698,734 3,200,000 113,900 2,833,435 4,143,112
TOTAL CHEMICALS 8,230,972 9,698,575 6,090,416 9,425,962
METAL AND MINING:
BRUSH WELLMAN INC. 74,300 999,245 1,787,881 74,300 999,245 1,402,413
CYPRUS AMAX MINERALS COMPANY 179,100 4,393,342 3,749,996 168,000 4,141,538 3,801,000
TOTAL METAL AND MINING 5,392,587 5,537,877 5,140,783 5,203,413
PAPER AND FORESTRY PRODUCTS:
UNION CAMP CORP. 62,800 2,900,601 3,403,006 46,100 2,055,017 2,247,375
WEYERHAEUSER CO. 61,700 1,786,408 2,946,175 61,700 1,786,408 2,830,488
TOTAL PAPER AND FORESTRY
PRODUCTS 4,687,009 6,349,181 3,841,425 5,077,863
PETROLEUM:
AMOCO CORP. 21,045 404,827 1,944,032 21,045 404,827 1,594,159
ATLANTIC RICHFIELD CO. 14,000 731,740 1,152,382 15,500 1,642,991 2,053,750
DRESSER INDUSTRIES INC. 45,000 783,534 1,895,625 67,900 1,242,179 2,240,700
KERR MCGEE CORP. 41,000 1,656,243 2,770,083 54,900 2,314,718 3,444,975
USX MARATHON GROUP 51,000 860,009 1,823,250 155,300 2,716,149 3,397,188
TOTAL PETROLEUM 4,436,353 9,585,372 8,320,864 12,730,772
TOTAL BASIC MATERIALS 22,746,921 31,171,005 23,393,488 32,438,010
TRANSPORTATION - 1997, 1.2%;
1996, 1.9%
RAILROADS:
NORFOLK SOUTHERN CORP. 10,000 149,792 891,250
UNION PACIFIC CORP. 16,000 240,340 980,000 26,200 534,964 1,470,475
UNION PACIFIC RESOURCES 21,511 245,260 529,708 22,189 260,618 610,198
TOTAL RAILROADS 485,600 1,509,708 945,374 2,971,923
TRUCKING:
CALIBER SYSTEMS INC. 74,000 2,786,230 1,248,750
ROADWAY EXPRESS INC. 37,000 563,687 1,026,750 37,000 563,687 587,375
TOTAL TRUCKING 563,687 1,026,750 3,349,917 1,836,125
TOTAL TRANSPORTATION 1,049,287 2,536,458 4,295,291 4,808,048
MULTIBUSINESS - 1997, .7%;
1996, .9%
MINNESOTA MINING & MANU-
FACTURING CO. 14,000 169,075 1,069,250
TRW INC. 26,000 829,465 1,488,500 13,000 829,465 1,176,500
TOTAL MULTIBUSINESS 829,465 1,488,500 998,540 2,245,750
UTILITIES - 1997, 16.8%;
1996, 12.9%
COMMUNICATION:
AT&T CORPORATION 92,500 3,015,705 4,520,938 62,850 2,097,848 2,199,750
BELL ATLANTIC CORPORATION 28,000 696,650 2,240,000 28,000 696,650 1,687,000
COMSAT CORP. 91,800 1,438,286 2,099,925 91,800 1,708,381 2,157,300
SPRINT CORP. 69,100 1,436,538 2,712,175
U S WEST INC. 74,300 1,762,072 2,958,106 74,300 1,762,072 2,256,863
US WEST MEDIA GROUP 35,000 545,807 883,750 74,300 1,183,552 1,160,938
TOTAL COMMUNICATION 7,458,520 12,702,719 8,885,041 12,174,026
ELECTRIC:
DOMINION RESOURCES, INC. VA 97,000 3,809,559 3,607,236 91,000 3,604,240 3,435,250
DUKE ENERGY CORP. 27,154 392,924 1,316,969
ENTERGY CORP. 123,600 2,965,155 3,012,750 123,600 2,965,155 3,460,800
FLORIDA PROGRESS CORP. 113,200 3,262,448 3,686,132 76,000 2,234,425 2,536,500
PANENERGY CORP. 26,000 392,930 1,001,000
SCANA CORP. 71,000 1,156,990 1,792,750 71,000 1,156,990 1,899,250
TEXAS UTILITIES CO. 43,550 1,458,305 1,562,356 43,700 1,464,914 1,769,850
UNION ELECTRIC CO. 61,600 2,217,842 2,321,581 61,600 2,217,842 2,379,300
TOTAL ELECTRIC 15,263,223 17,299,774 14,036,496 16,481,950
NATURAL GAS:
MAPCO INC. 118,000 2,742,675 3,894,000 149,800 3,600,343 4,662,525
MISCELLANEOUS:
WASTE MANAGEMENT INC. 96,000 2,631,424 2,226,048
TOTAL UTILITIES 28,095,842 36,122,541 26,521,880 33,318,501
FINANCE - 1997, 1.0%; 1996, 2.0%
BANKS:
FIRST CHICAGO NBD CORP. 48,900 1,481,688 2,493,900
INSURANCE:
LIBERTY CORP. SC 49,000 1,244,013 2,097,836 81,500 2,088,088 2,811,750
TOTAL FINANCE 1,244,013 2,097,836 3,569,776 5,305,650
TOTAL COMMON STOCKS 129,558,673 161,875,185 166,352,044 195,325,708
COMMERCIAL PAPER - 1997, 23.2%;
1996, 23.4%
AIG FUNDING, INC.,
DUE 12/17/96 1,000,000 991,300 991,300
ABBOTT LABORATORIES,
DUE 11/5/97 2,500,000 2,489,024 2,489,024
ABBOTT LABORATORIES,
DUE 11/27/96 2,000,000 1,991,590 1,991,590
ALUMINUM CO. OF AMERICA,
DUE 11/1/96 690,000 685,488 685,488
AMERICAN TELEPHONE & TELE.
CO., DUE 10/14/97 2,100,000 2,081,174 2,081,174
AMERICAN TELEPHONE & TELE.
CO., DUE 11/26/96 3,000,000 2,973,800 2,973,800
ATLANTIC RICHFIELD,
DUE 11/24/97 975,000 965,947 965,947
BELL ATLANTIC, DUE 11/5/97 2,000,000 1,995,722 1,995,722
BELLSOUTH, DUE 11/13/97 1,000,000 997,700 997,700
CAMPBELL CORP., DUE 11/13/97 2,000,000 1,986,909 1,986,909
CHEVRON OIL FINANCE CO.,
DUE 11/20/96 1,500,000 1,490,430 1,490,430
CHEVRON OIL FINANCE CO.,
DUE 12/20/96 2,450,000 2,429,121 2,429,121
COCA COLA COMPANY, DUE
12/4/97 2,000,000 1,986,957 1,986,957
COCA-COLA COMPANY,
DUE 11/24/97 2,500,000 2,483,000 2,483,000
COCA-COLA COMPANY,
DUE 11/22/96 2,000,000 1,987,867 1,987,867
COCA-COLA COMPANY,
DUE 12/3/96 2,000,000 1,986,133 1,986,133
COCA-COLA COMPANY,
DUE 12/6/96 2,000,000 1,987,338 1,987,338
DISNEY CORP., DUE 11/21/97 2,000,000 1,991,476 1,991,476
DISNEY CORP., DUE 12/16/97 1,500,000 1,489,478 1,489,478
DOVER CORP., DUE 11/18/96 1,000,000 995,488 995,488
DOW CHEMCIAL CORP.,
DUE 11/18/97 2,000,000 1,991,139 1,991,139
DOW CHEMICAL CORP.,
DUE 11/19/97 2,000,000 1,991,155 1,991,155
DOW CHEMICAL CORP.,
DUE 12/05/97 2,000,000 1,986,250 1,986,250
DUPONT (E.I.) DE NEMOURS,
INC., DUE 11/12/97 2,000,000 1,986,604 1,986,604
DUPONT (E.I.) DE NEMOURS,
INC., DUE 12/6/96 2,000,000 1,986,950 1,986,950
DUPONT (E.I.) DE NEMOURS,
INC., DUE 11/15/96 1,000,000 993,583 993,583
DUPONT (E.I.) DE NEMOURS,
INC., DUE 12/4/96 1,000,000 990,795 990,795
EMERSON ELECTRIC,
DUE 11/10/97 2,500,000 2,482,875 2,482,875
EMERSON ELECTRIC,
DUE 12/01/97 2,000,000 1,986,350 1,986,350
EMERSON ELECTRIC, DUE 12/2/97 1,000,000 995,111 995,111
EMERSON ELECTRIC, DUE 12/8/97 1,500,000 1,489,744 1,489,744
ENGELHARD CORP., DUE 11/14/97 1,000,000 995,425 995,425
GANNETT, INC., DUE 11/8/96 2,000,000 1,995,650 1,995,650
GENERAL MILLS, INC.,
DUE 11/26/96 2,500,000 2,489,467 2,489,467
HEINZ (H.J.) CO.,
DUE 12/12/97 2,000,000 1,986,300 1,986,300
INTERNATIONAL BUSINESS MACH,
DUE 11/12/96 1,500,000 1,486,650 1,486,650
INTERNATIONAL BUSINESS MACH,
DUE 11/19/96 850,000 842,364 842,364
INTERNATIONAL BUSINESS MACH,
DUE 11/22/96 2,000,000 1,987,167 1,987,167
INTERNATIONAL BUSINESS MACH,
DUE 11/1/96 950,000 944,059 944,059
INTERNATIONAL BUSINESS MACH,
DUE 11/6/96 500,000 497,889 497,889
MONSANTO CORP., DUE 11/7/97 1,475,000 1,461,705 1,461,705
MOTOROLA, INC., DUE 12/10/96 2,000,000 1,982,600 1,982,600
PENNY, (J.C.) FUNDING CORP.,
DUE 11/12/97 2,500,000 2,488,944 2,488,944
PENNY, (J.C.) FUNDING CORP.,
DUE 11/15/96 2,000,000 1,990,993 1,990,993
PEPSICO, INC., DUE 11/6/96 1,035,000 1,032,895 1,032,895
PHILLIP MORRIS COS., INC.,
DUE 11/7/97 2,000,000 1,991,187 1,991,187
PHILLIP MORRIS COS., INC.,
DUE 11/1/96 500,000 497,731 497,731
PHILLIP MORRIS COS., INC.,
DUE 12/10/96 2,000,000 1,986,686 1,986,686
PHILLIP MORRIS COS., INC.,
DUE 12/11/96 2,000,000 1,987,264 1,987,264
PHILLIP MORRIS COS., INC.,
DUE 12/13/96 2,000,000 1,986,950 1,986,950
PROCTOR & GAMBLE CO.,
DUE 11/14/97 2,000,000 1,991,507 1,991,507
PROCTOR & GAMBLE CO.,
DUE 12/23/97 1,000,000 990,864 990,864
PROCTOR & GAMBLE CO.,
DUE 11/12/96 2,000,000 1,990,756 1,990,756
PROCTOR & GAMBLE CO.,
DUE 1/24/97 2,000,000 1,974,236 1,974,236
PROGRESS CAPITAL, DUE 11/25/97 1,500,000 1,493,572 1,493,572
PROGRESS CAPITAL, DUE 11/13/96 1,000,000 997,954 997,954
RAYTHEON CO., DUE 11/19/96 1,750,000 1,742,881 1,742,881
SHELL OIL CO. SERIES A,
DUE 11/8/96 1,000,000 995,667 995,667
TOYS 'R' US, DUE 12/2/97 2,000,000 1,989,592 1,989,592
TOYS 'R' US, DUE 11/15/96 2,000,000 1,991,300 1,991,300
TOYS 'R' US, DUE 11/1/96 1,000,000 995,625 995,625
WAL-MART STORES, INC.,
DUE 12/2/96 1,275,000 1,266,712 1,266,712
XEROX CORPORATION,
DUE 11/14/97 1,000,000 997,842 997,842
XEROX CORPORATION,
DUE 11/12/96 1,500,000 1,489,899 1,489,899
XEROX CORPORATION,
DUE 11/8/96 2,000,000 1,986,525 1,986,525
XEROX CORPORATION,
DUE 12/13/96 2,000,000 1,987,482 1,987,482
TOTAL COMMERCIAL PAPER 49,763,553 49,763,553 60,617,285 60,617,285
SHORT-TERM MONEY MARKET FUND -
1997, 1.3%; 1996, 1.2%
SHORT-TERM MONEY MARKET FUND
OF UMB BANK, n.a. 2,884,013 2,884,013 2,884,013 3,228,319 3,228,319 3,228,319
TOTAL INVESTMENTS HELD $182,206,239$214,522,751 $230,197,648 $259,171,312
</TABLE>
See Notes to Financial Statements
<PAGE>
<TABLE>
UMB BANK, n.a.
FUND FOR POOLING EQUITY INVESTMENTS OF EMPLOYEE TRUSTS
STATEMENTS OF OPERATIONS
YEARS ENDED OCTOBER 31, 1997, 1996 AND 1995
<CAPTION>
1997 1996 1995
<S> <C> <C> <C>
INVESTMENT INCOME
Interest $ 2,997,417 $ 3,891,359 $ 3,855,343
Dividends 4,488,947 5,277,837 5,407,364
Total investment income 7,486,364 9,169,196 9,262,707
Audit expense 9,131 11,563 11,184
Foreign taxes 6,772
Net investment Income 7,477,233 9,157,633 9,244,751
REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Realized gain on investments sold,
matured or redeemed
Proceeds 733,528,663 907,344,217 725,215,369
Cost of investments 694,785,209 880,250,904 694,333,687
Net realized gain on investments sold,
matured or redeemed 38,743,454 27,093,313 30,881,682
Unrealized gain (loss) on investments
Beginning of year 28,973,664 30,113,618 37,955,084
End of year 32,316,511 28,973,664 30,113,618
Net unrealized gain (loss) on investments 3,342,847 (1,139,954) (7,841,466)
Net realized and unrealized gain on investments 42,086,301 25,953,359 23,040,216
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS $ 49,563,534 $ 35,110,992 $ 32,284,967
TOTAL EXPENSE AS A PERCENT OF NET
INVESTMENT INCOME 0.12% 0.13% 0.19%
</TABLE>
See Notes to Financial Statements
<PAGE>
<TABLE>
UMB BANK, n.a.
FUND FOR POOLING EQUITY INVESTMENTS OF EMPLOYEE TRUSTS
STATEMENTS OF PARTICIPANTS' INTEREST
YEARS ENDED OCTOBER 31, 1997, 1996 AND 1995
<CAPTION>
1997 1996 1995
Units Amount Units Amount Units Amount
<S> <C> <C> <C> <C> <C> <C>
PARTICIPANTS' INTEREST,
Beginning of year 3,578,723 $ 259,599,297 4,082,250 $ 262,551,708 4,117,128 $ 232,073,838
FROM INVESTMENT ACTIVITIES
Net investment income 7,477,233 9,157,633 9,244,751
Net realized gain on investments
sold, matured or redeemed 38,743,454 27,093,313 30,881,682
Net unrealized gain (loss)
on investments 3,342,847 (1,139,954) (7,841,466)
Net increase from investment
activities 49,563,534 35,110,992 32,284,967
FROM PARTICIPATING UNIT TRANSACTIONS
Issuance of units 258,795 20,595,034 664,569 44,294,031 600,575 35,970,886
Redemption of units (1,393,055) (112,772,095)(1,168,096) (82,357,434) (635,453) (37,777,983)
Net decrease from
participating unit
transactions (1,134,260) (92,177,061) (503,527) (38,063,403) (34,878) (1,807,097)
PARTICIPANTS' INTEREST,
End of year 2,444,463 $ 216,985,770 3,578,723 $ 259,599,297 4,082,250 $ 262,551,708
NET ASSET VALUE PER PARTICI-
PATING UNIT $88.77 $72.54 $64.32
</TABLE>
See Notes to Financial Statements
<PAGE>
<TABLE>
UMB BANK, n.a.
FUND FOR POOLING DEBT INVESTMENTS OF EMPLOYEE TRUSTS
STATEMENTS OF ASSETS AND LIABILITIES
OCTOBER 31, 1997 AND 1996
<CAPTION>
1997 1996
Cost Market Cost Market
<S> <C> <C> <C> <C>
ASSETS
Investments:
United States Government and
Agency obligations $ 57,284,065 $ 59,598,463 $ 80,390,770 $ 81,657,383
Corporate bonds 65,873,924 67,594,174 81,407,772 82,264,963
Commercial paper 342,835 342,835 499,632 499,632
Short-term money market fund 330,312 330,312 1,804,054 1,804,054
$123,831,136 127,865,784 $164,102,228 166,226,032
Interest receivable 2,148,730 2,757,097
130,014,514 168,983,129
LIABILITIES
Audit fee payable 9,190 8,635
PARTICIPANTS' INTEREST, Equivalent to
$66.40 per unit on 1,958,030 units
outstanding in 1997 and $61.38 per
unit on 2,752,806 units outstanding
in 1996 $130,005,324 $168,974,494
</TABLE>
See Notes to Financial Statements
<PAGE>
<TABLE>
UMB BANK, n.a.
FUND FOR POOLING DEBT INVESTMENTS OF EMPLOYEE TRUSTS
STATEMENTS OF INVESTMENTS HELD
OCTOBER 31, 1997 AND 1996
<CAPTION>
1997 1996
Face Value Face Value
or Number or Number
of of
Units Cost Market Units Cost Market
<S> <C> <C> <C> <C> <C> <C>
UNITED STATES GOVERNMENT AND
AGENCY OBLIGATIONS - 1997,
46.6%;1996, 49.1%
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 $ 1,492,965 1,500,000 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 3,600,000 3,598,088 3,573,000
UNITED STATES TREASURY NOTES,
5.125%, DUE 6/30/98 500,000 499,609 495,625
UNITED STATES TREASURY NOTES,
5.25%, DUE 7/31/98 2,250,000 2,248,043 2,245,793 5,000,000 4,995,650 4,962,500
UNITED STATES TREASURY NOTES,
5.50%, DUE 9/30/97 240,000 239,585 240,074
UNITED STATES TREASURY NOTES,
5.50%, DUE 4/15/00 3,000,000 2,980,195 2,986,890 3,000,000 2,980,195 2,956,890
UNITED STATES TREASURY NOTES,
5.625%, DUE 2/15/06 500,000 473,672 490,155 500,000 473,672 475,470
UNITED STATES TREASURY NOTES,
5.75%, DUE 8/15/03 5,205,000 5,040,863 5,180,589 5,475,000 5,309,598 5,332,979
UNITED STATES TREASURY NOTES,
5.875%, DUE 2/15/04 1,000,000 945,547 1,002,190 1,000,000 945,547 977,500
UNITED STATES TREASURY NOTES,
5.875%, DUE 11/15/05 2,500,000 2,474,414 2,492,975 2,500,000 2,474,414 2,419,525
UNITED STATES TREASURY NOTES,
6.00%, DUE 10/15/99 290,000 284,887 290,998
UNITED STATES TREASURY NOTES,
6.00%, DUE 11/30/97 500,000 495,469 502,190
UNITED STATES TREASURY NOTES,
6.00%, DUE 12/31/97 1,500,000 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 8/15/97 565,000 564,801 569,593
UNITED STATES TREASURY NOTES,
6.50%, DUE 8/15/05 500,000 493,438 518,125 500,000 493,438 505,315
UNITED STATES TREASURY NOTES,
7.00%, DUE 4/15/99 2,000,000 1,998,750 2,037,500 2,000,000 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 10/31/99 500,000 494,219 516,875 500,000 494,219 520,940
UNITED STATES TREASURY NOTES,
7.75%, DUE 2/15/01 400,000 396,948 423,500 400,000 396,948 425,376
UNITED STATES TREASURY NOTES,
7.875%, DUE 8/15/01 150,000 149,336 160,969
UNITED STATES TREASURY NOTES,
8.00%, DUE 8/15/99 5,000,000 4,907,813 5,195,300 5,000,000 4,907,813 5,264,050
UNITED STATES TREASURY NOTES,
8.125%, DUE 2/15/98 1,000,000 998,594 1,007,190 3,000,000 2,995,781 3,090,930
UNITED STATES TREASURY NOTES,
8.50%, DUE 2/15/00 650,000 720,667 687,986 650,000 720,667 698,548
UNITED STATES TREASURY NOTES,
8.50%, DUE 11/15/00 125,000 124,395 135,899
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 SECURI-
TIES STRIPPED COUPON,
DUE 8/15/02 3,270,000 1,473,135 2,494,389 3,270,000 2,167,246 2,301,262
FEDERAL HOME LOAN BANK,
3.00%,DUE 9/14/98 2,000,000 2,000,000 1,907,500 2,000,000 2,000,000 1,894,740
FEDERAL HOME LOAN BANK,
5.44%,DUE 10/15/03 1,000,000 908,790 971,560 1,000,000 908,790 945,940
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 9/6/01 500,000 497,813 522,655 500,000 497,813 520,315
FEDERAL HOME LOAN MORTGAGE,
6.55%, DUE 4/2/03 1,000,000 998,438 1,000,000 1,000,000 998,438 989,380
FEDERAL HOME LOAN MORTGAGE,
7.23%, DUE 5/23/05 1,300,000 1,300,000 1,323,972 1,300,000 1,300,000 1,309,347
FEDERAL NATIONAL MORTGAGE
ASSOCIATION, 5.10%,
DUE 7/22/98 3,000,000 3,000,938 2,994,390 3,000,000 3,000,938 2,965,320
FEDERAL NATIONAL MORTGAGE
ASSOCIATION, 5.45%,
DUE 10/14/03 1,000,000 999,531 972,190 1,000,000 999,531 946,560
FEDERAL NATIONAL MORTGAGE
ASSOCIATION, 5.80%,
DUE 12/10/03 1,000,000 996,875 989,060 1,000,000 996,875 965,310
FEDERAL NATIONAL MORTGAGE
ASSOCIATION, 5.93%,
DUE 9/26/03 1,000,000 1,000,000 981,900 1,000,000 1,000,000 959,500
FEDERAL NATIONAL MORTGAGE
ASSOCIATION, 6.10%,
DUE 2/10/00 500,000 499,531 503,125 500,000 499,531 499,530
FEDERAL NATIONAL MORTGAGE
ASSOCIATION, 6.45%,
DUE 4/23/01 1,000,000 1,000,000 1,018,600 1,000,000 1,000,000 1,009,200
FEDERAL NATIONAL MORTGAGE
ASSOCIATION, 7.55%,
DUE 4/22/02 1,000,000 1,000,000 1,064,690 1,000,000 1,000,000 1,059,690
FEDERAL NATIONAL MORTGAGE
ASSOCIATION, 7.65%,
DUE 3/10/05 500,000 499,453 548,125 500,000 499,453 533,280
FEDERAL NATIONAL MORTGAGE
ASSOCIATION, 7.76%,
DUE 5/5/05 275,000 275,000 280,802
FEDERAL NATIONAL MORTGAGE
ASSOCIATION, 7.95%,
DUE 11/25/19 174,663 177,665 177,446
FEDERAL NATIONAL MORTGAGE
ASSOCIATION, 8.35%,
DUE 11/10/99 1,600,000 1,590,031 1,675,504 1,600,000 1,590,031 1,700,000
FEDERAL NATIONAL MORTGAGE
ASSOCIATION, 8.70%,
DUE 6/10/99 750,000 750,000 797,107
GOVERNMENT NATIONAL MORTGAGE
ASSOCIATION, 7.50%,
DUE 6/20/02 203,718 184,749 205,666
GOVERNMENT NATIONAL MORTGAGE
ASSOCIATION, 8.00%,
DUE 2/20/02 28,438 26,908 29,082
GOVERNMENT NATIONAL MORTGAGE
ASSOCIATION, 8.00%,
DUE 5/20/02 102,869 98,031 105,207
GOVERNMENT NATIONAL MORTGAGE
ASSOCIATION, 8.25%,
DUE 3/15/02 174,662 173,893 180,373
GOVERNMENT NATIONAL MORTGAGE
ASSOCIATION, 8.50%,
DUE 12/15/01 60,806 59,135 63,189
GOVERNMENT NATIONAL MORTGAGE
ASSOCIATION, 8.50%,
DUE 7/20/01 12,488 12,621 12,901
GOVERNMENT NATIONAL MORTGAGE
ASSOCIATION, 8.50%,
DUE 9/20/01 40,362 40,342 41,696
GOVERNMENT NATIONAL MORTGAGE
ASSOCIATION, 9.00%,
DUE 12/20/01 26,431 26,479 27,553
GOVERNMENT NATIONAL MORTGAGE
ASSOCIATION, 9.50%,
DUE 10/15/08 150,557 148,628 159,052
GOVERNMENT NATIONAL MORTGAGE
ASSOCIATION, 9.50%,
DUE 6/20/03 72,921 72,391 76,410
GOVERNMENT NATIONAL MORTGAGE
ASSOCIATION, 10.00%,
DUE 3/20/03 28,775 28,827 30,130
GOVERNMENT NATIONAL MORTGAGE
ASSOCIATION, 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 1,007,344 989,200
ISRAEL STATE, UNITED STATES
GOVERNMENT GUARANTEED BOND,
5.25% DUE 9/15/00 1,000,000 994,230 982,400 1,000,000 994,230 964,100
SMALL BUSINESS ADMINISTRATION
POOLS, 5.75%, DUE 1/1/04 493,140 493,140 483,277 571,174 571,174 554,039
SMALL BUSINESS ADMINISTRATION
POOLS, 6.54%, DUE 12/10/05 750,000 750,000 745,350 750,000 750,000 731,250
SMALL BUSINESS ADMINISTRATION
POOLS, 7.05%, DUE 9/1/12 749,944 749,944 734,945 828,550 828,550 797,479
SMALL BUSINESS ADMINISTRATION
POOLS, 7.35%, DUE 8/1/05 250,000 250,000 252,250
SMALL BUSINESS ADMINISTRATION
POOLS, 7.40%, DUE 8/1/12 810,958 810,958 810,958 849,005 849,005 837,332
SMALL BUSINESS ADMINISTRATION
POOLS, 7.44%, DUE 5/1/06 1,500,000 1,500,000 1,530,000 1,500,000 1,500,000 1,522,500
SMALL BUSINESS ADMINISTRATION
POOLS, 7.45%, DUE 12/1/12 218,149 218,149 214,877
SMALL BUSINESS ADMINISTRATION
POOLS, 7.55%, DUE 11/1/12 403,652 403,652 404,156 422,439 422,439 416,631
SMALL BUSINESS ADMINISTRATION
POOLS, 7.60%, DUE 1/1/12 1,134,157 1,120,200 1,139,828 1,245,501 1,231,544 1,242,387
SMALL BUSINESS ADMINISTRATION
POOLS, 8.15%, DUE 2/1/15 897,565 897,565 946,931 949,285 949,285 967,321
SMALL BUSINESS ADMINISTRATION
POOLS, 8.20%, DUE 2/10/05 396,573 395,892 406,884 475,457 474,640 485,561
SMALL BUSINESS ADMINISTRATION
POOLS, 8.25%, DUE 11/1/11 379,505 379,505 396,204 419,107 419,107 430,842
SMALL BUSINESS ADMINISTRATION
POOLS, 8.60%, DUE 9/1/11 167,959 170,478 175,517 180,858 183,570 188,996
SMALL BUSINESS ADMINISTRATION
POOLS, 8.625%, DUE 2/1/11 225,053 225,053 235,743 235,512 235,512 245,875
SMALL BUSINESS ADMINISTRATION
POOLS, 8.70%, DUE 12/1/09 814,343 804,843 880,794 901,503 892,003 934,408
SMALL BUSINESS ADMINISTRATION
POOLS, 8.80%, DUE 8/1/09 249,257 249,257 254,940 292,206 292,206 304,260
SMALL BUSINESS ADMINISTRATION
POOLS, 8.80%, DUE 1/1/10 317,295 317,295 331,970 347,494 347,494 361,828
SMALL BUSINESS ADMINISTRATION
POOLS, 8.85%, DUE 11/1/09 548,822 548,822 574,891 606,388 606,388 631,402
SMALL BUSINESS ADMINISTRATION
POOLS, 8.85%, DUE 8/1/11 212,274 218,642 223,736 240,463 247,677 252,787
SMALL BUSINESS ADMINISTRATION
POOLS, 8.95%, DUE 6/1/11 349,823 349,823 368,713 382,587 382,587 401,717
SMALL BUSINESS ADMINISTRATION
POOLS, 9.05%, DUE 9/1/09 365,442 365,442 385,541 421,498 421,498 444,680
SMALL BUSINESS ADMINISTRATION
POOLS, 9.10%, DUE 10/1/09 771,302 755,519 809,867
SMALL BUSINESS ADMINISTRATION
POOLS, 9.15%, DUE 7/1/11 499,305 499,305 532,344 554,096 554,096 588,727
SMALL BUSINESS ADMINISTRATION
POOLS, 9.25%, DUE 6/1/10 387,669 387,669 408,250 446,903 446,903 475,393
SMALL BUSINESS ADMINISTRATION
POOLS, 9.45%, DUE 2/1/10 328,456 328,456 348,985 381,077 381,077 405,847
SMALL BUSINESS ADMINISTRATION
POOLS, 9.50%, DUE 4/1/10 498,113 497,802 530,241 567,776 567,421 607,520
SMALL BUSINESS ADMINISTRATION
POOLS, 9.65%, DUE 5/1/10 467,496 467,496 520,172 517,424 517,424 554,938
TOTAL UNITED STATES GOVERNMENT
AND AGENCY OBLIGATIONS 57,284,065 59,598,463 80,390,770 81,657,383
CORPORATE BONDS - 1997, 52.9%;
1996, 49.5%
CONSUMER NONDURABLES - 1997,
5.9%; 1996, 4.8%
COSMETICS:
GILLETTE CO., 6.25%,
DUE 8/15/03 2,000,000 1,954,760 2,009,400 2,000,000 1,954,760 1,966,200
FOOD:
CAMPBELL SOUP CO., 9.00%,
DUE 11/1/97 500,000 498,700 515,800
MCDONALD'S CORP., 8.75%,
DUE 11/15/00 1,200,000 1,198,032 1,286,844 1,200,000 1,198,032 1,298,208
SARA LEE CORPORATION, 5.60%,
DUE 1/23/06 1,250,000 1,212,218 1,178,375 1,250,000 1,212,217 1,136,250
SARA LEE CORPORATION, 6.45%,
DUE 9/26/05 1,000,000 1,000,000 996,300 1,000,000 1,000,000 989,300
SARA LEE CORPORATION, 6.45%,
DUE 9/26/05 1,000,000 963,350 996,300 1,000,000 963,350 989,300
SYSCO CORPORATION, 7.00%,
DUE 5/1/06 1,000,000 1,000,000 1,047,500 1,000,000 1,000,000 1,018,700
TOTAL FOOD 5,373,600 5,505,319 5,872,299 5,947,558
TOTAL CONSUMER NONDURABLES 7,328,360 7,514,719 7,827,059 7,913,758
SERVICES - 1997, 5.1%;
1996, 5.5%
RETAIL:
ALBERTSON'S INC., 6.18%,
DUE 3/22/00 1,000,000 1,000,000 999,300 1,000,000 1,000,000 995,700
DILLARD DEPARTMENT STORES
INC., 6.875%, DUE 6/1/05 825,000 818,251 828,910
PENNEY J.C., INC., 5.375%,
DUE 11/15/98 1,000,000 997,180 988,200
PENNEY J.C., INC., 6.125%,
DUE 11/15/03 2,500,000 2,444,520 2,475,750 2,500,000 2,444,520 2,425,750
PENNEY J.C., INC., 7.375%,
DUE 8/15/08 1,000,000 999,590 1,066,100 1,000,000 999,590 1,017,500
WAL-MART STORES INC.,
6.125%, 10/1/99 1,000,000 959,230 1,004,500 1,000,000 959,230 1,000,300
WAL- MART STORES INC.,
6.50%, 6/1/03 1,000,000 1,000,500 1,017,700 1,000,000 1,000,500 1,004,200
TOTAL RETAIL 6,403,840 6,563,350 8,219,271 8,260,560
HEALTHCARE:
LILLY ELI & CO., 6.25%,
DUE 3/15/03 850,000 789,421 834,190
TOTAL SERVICES 6,403,840 6,563,350 9,008,692 9,094,750
CONSUMER DURABLES - 1997,
2.4%;1996, 1.8
BUILDING:
ILLINOIS TOOL WORKS INC.,
5.875%, DUE 3/1/00 2,005,000 2,003,912 2,001,191 2,005,000 2,003,912 1,969,110
FURNITURE:
LEGGETT & PLATT INC.,
6.10%, DUE 9/9/03 1,000,000 1,000,000 984,490 1,000,000 1,000,000 954,150
TOTAL CONSUMER DURABLES 3,003,912 2,985,681 3,003,912 2,923,260
CAPITAL GOODS - 1997, 3.2%;
1996, 1.2%
ELECTRONICS:
TEXAS INSTRUMENTS INC.,
6.125%, DUE 2/1/06 1,000,000 932,930 984,400 500,000 465,240 474,450
OFFICE EQUIPMENT:
XEROX CORP., 7.15%,
DUE 8/1/04 1,000,000 957,350 1,045,400 1,000,000 957,350 1,012,800
INTERNATIONAL BUSINESS
MACHINES CORP., 7.50%,
DUE 6/15/13 500,000 497,355 516,250
TOTAL OFFICE EQUIPMENT 957,350 1,045,400 1,454,705 1,529,050
MISCELLANEOUS:
FLUOR CORP., 6.95%,
DUE 3/1/07 1,000,000 995,510 1,038,800
HONEYWELL INC., 7.00%,
DUE 3/15/07 1,000,000 967,210 1,045,900
TOTAL MISCELLANEOUS 1,962,720 2,084,700
TOTAL CAPITAL GOODS 3,853,000 4,114,500 1,919,945 2,003,500
BASIC MATERIALS - 1997, 4.1%;
1996, 3.1%
CHEMICALS:
DU PONT, (E.I.) DE NEMOURS
& CO. INC., 6.21%,
DUE 10/11/00 500,000 500,000 503,450 500,000 500,000 499,100
DOW CHEMICAL CO., 9.35%,
DUE 3/15/02 400,000 400,000 427,400 400,000 400,000 433,240
ENGLEHARD CORP., 7.00%,
DUE 8/1/01 1,000,000 998,060 1,030,900 1,000,000 998,060 1,020,800
TOTAL CHEMICALS 1,898,060 1,961,750 1,898,060 1,953,140
METALS:
ALUMINUM COMPANY OF AMERICA,
5.75%, DUE 2/1/01 1,000,000 970,080 993,500 1,000,000 970,080 975,700
OIL AND GAS:
AMOCO CANADA PETROLEUM CO.,
7.25%, DUE 12/1/02 715,000 712,469 755,112 715,000 712,469 747,676
DRESSER INDUSTRIES INC.,
6.25%, DUE 6/1/00 500,000 494,780 503,500 500,000 494,780 498,850
TOTAL OIL AND GAS 1,207,249 1,258,612 1,207,249 1,246,526
PAPER AND FORESTRY PRODUCTS:
INTERNATIONAL PAPER CO.,
8.05%, DUE 3/25/99 1,000,000 1,001,000 1,029,100 1,000,000 1,001,000 1,041,700
TOTAL BASIC MATERIALS 5,076,389 5,242,962 5,076,389 5,217,066
TRANSPORTATION - 1997, 5.9%;
1996, 4.5
AEROSPACE:
BOEING COMPANY, 6.35%,
DUE 6/15/03 750,000 749,025 755,925 750,000 749,025 743,925
RAILROAD:
NORFOLK & WESTERN RAILWAY
CO., EQUIP. TRUST CERTIFI-
CATE, 8.125%, DUE 11/15/02 1,320,000 1,291,094 1,412,532 1,320,000 1,291,094 1,432,860
UNION PACIFIC CORP.,
6.25%, DUE 3/15/99 1,000,000 1,000,000 1,003,800 1,000,000 1,000,000 1,000,300
UNION PACIFIC CORP.,
7.875%, DUE 2/15/02 1,000,000 1,000,000 1,054,120 1,000,000 1,000,000 1,053,420
UNION PACIFIC RAILROAD CO.,
6.15%, DUE 4/1/03 750,000 725,520 742,800 750,000 725,520 741,750
UNION PACIFIC RAILROAD CO.,
EQUIP. TRUST NO. 2 SERIES
88, 7.01%, DUE 6/1/04 1,500,000 1,500,000 1,568,460 1,500,000 1,500,000 1,535,475
UNION PACIFIC RESOURCES
GROUP, 7.00%, DUE 10/15/06 1,000,000 994,120 1,038,900 1,000,000 994,120 1,011,300
TOTAL RAILROAD 6,510,734 6,820,612 6,510,734 6,775,105
TOTAL TRANSPORTATION 7,259,759 7,576,537 7,259,759 7,519,030
UTILITIES - 1997, 22.0%;
1996, 24.4%
COMMUNICATION:
BELLSOUTH TELECOMM,
6.25%, DUE 5/15/03 1,500,000 1,493,355 1,499,070 1,500,000 1,493,355 1,475,625
BELL TELEPHONE OF PENNSYL-
VANIA, 6.125%, DUE 3/15/03 1,000,000 989,000 999,700 1,000,000 989,000 984,700
GTE CALIFORNIA INC.,
5.625%,DUE 2/1/01 1,500,000 1,482,885 1,476,150 1,500,000 1,482,885 1,455,600
GTE CALIFORNIA INC., 6.75%,
DUE 3/15/04 1,000,000 954,121 1,014,300 1,850,000 1,793,929 1,851,850
GTE CORP., 9.375%,
DUE 12/1/00 500,000 497,750 550,500
GTE SOUTH, 6.00%,
DUE 2/15/08 1,000,000 993,250 970,800 1,000,000 993,250 925,700
PACIFIC BELL TELEPHONE CO.,
6.25%, DUE 3/1/05 1,000,000 995,910 960,000
SOUTHERN NEW ENGLAND
TELECOM CORP., 7.00%,
DUE 8/15/05 750,000 742,035 756,225
SOUTHWESTERN BELL TELEPHONE
COMPANY, 5.75%, DUE 9/1/04 1,000,000 996,430 960,700 1,000,000 996,430 936,400
SOUTHWESTERN BELL TELEPHONE
COMPANY, 5.77%,
DUE 10/14/03 500,000 500,000 475,700
SOUTHWESTERN BELL TELEPHONE
COMPANY, 6.125%,
DUE 3/12/01 500,000 500,000 493,600
UNITED TELEPHONE COMPANY OF
FLORIDA, 6.25%,
DUE 5/15/03 1,500,000 1,487,925 1,501,350 1,500,000 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 10/15/02 250,000 249,300 248,600
TOTAL COMMUNICATION 8,396,966 8,422,070 13,041,894 12,904,848
ELECTRIC:
CAROLINA POWER & LIGHT,
5.00%, DUE 9/15/98 1,500,000 1,497,555 1,478,700
CAROLINA POWER & LIGHT,
7.875%, DUE 4/15/04 500,000 495,220 540,900 500,000 495,220 533,050
DELMARVA POWER & LIGHT CO.,
7.50%, DUE 5/1/99 1,000,000 995,140 1,023,500 1,000,000 995,140 1,032,000
DUKE POWER CO., 7.00%,
DUE 6/1/00 2,500,000 2,425,825 2,531,250 2,500,000 2,425,825 2,540,625
EMERSON ELECTRIC CO.,
6.30%, DUE 11/1/05 3,000,000 2,988,870 3,011,100 3,000,000 2,988,870 2,908,200
FLORIDA POWER & LIGHT,
5.375%, DUE 4/1/00 1,000,000 997,020 988,100 1,000,000 997,020 967,500
FLORIDA POWER & LIGHT,
5.50%, DUE 7/1/99 1,000,000 987,500 981,800
FLORIDA POWER & LIGHT,
5.70%, DUE 3/5/98 1,000,000 1,000,000 1,000,200 1,000,000 1,000,000 997,700
GEORGIA POWER CO., 6.125%,
DUE 9/1/99 1,000,000 983,620 997,500
IDAHO POWER CO., 6.40%,
DUE 5/1/03 1,500,000 1,497,795 1,516,500 1,500,000 1,497,795 1,476,600
IOWA ELECTRIC LIGHT & POWER
COMPANY, 6.00%,
DUE 10/1/08 500,000 492,720 484,050 500,000 492,720 459,650
KANSAS CITY POWER & LIGHT
COMPANY, 6.50%, DUE 1/2/01 1,000,000 1,000,000 1,002,000
KANSAS CITY POWER & LIGHT
COMPANY, 7.15%,
DUE 5/14/99 1,000,000 1,000,000 1,018,300 1,000,000 1,000,000 1,024,700
MONOGAHELA POWER COMPANY,
5.625%, DUE 4/1/00 1,750,000 1,703,595 1,715,700
UNION ELECTRIC CO., 6.75%,
DUE 10/15/99 1,000,000 995,480 1,014,800 1,000,000 995,480 1,016,400
TOTAL ELECTRIC 12,888,070 13,128,700 19,060,340 19,132,125
GAS:
NORTHWEST NATURAL GAS
COMPANY, 5.98%, DUE
12/15/00 1,000,000 1,000,000 993,400 1,000,000 1,000,000 982,700
SOUTHERN CALIFORNIA GAS CO.,
6.50%, DUE 12/15/97 1,000,000 999,400 1,000,000
TENNESSEE GAS PIPELINE CO.,
9.00%, DUE 1/15/97 400,000 366,404 402,376
TOTAL GAS 1,000,000 993,400 2,365,804 2,385,076
DIVERSIFIED:
BALTIMORE GAS & ELECTRIC CO.,
6.50%, DUE 2/15/03 1,000,000 988,450 1,013,600 1,000,000 988,450 997,800
CONSOLIDATED EDISON CO. OF
NEW YORK, 6.625%,
DUE 2/1/02 750,000 742,358 753,675
CONSOLIDATED EDISON CO. OF
NEW YORK, 6.625%,
DUE 7/1/05 1,000,000 998,840 1,021,200 1,000,000 998,840 986,600
PACIFIC GAS & ELECTRIC
COMPANY, 6.25%, DUE 3/1/04 1,000,000 1,000,000 1,001,400 1,000,000 1,000,000 973,600
PUBLIC SERVICE COMPANY OF
OKLAHOMA, 6.02%, DUE 3/1/01 1,500,000 1,476,275 1,499,850 1,500,000 1,476,275 1,479,750
WEST TEXAS UTILITIES CO,
6.375%, DUE 10/1/05 1,000,000 988,100 997,800 1,000,000 988,100 963,500
TOTAL DIVERSIFIED 5,451,665 5,533,850 6,194,023 6,154,925
TOTAL UTILITIES 27,736,701 28,078,020 40,662,061 40,576,974
FINANCE - 1997, 4.3%;
1996, 4.1%
AMERITECH, 6.125%,
DUE 10/15/01 1,000,000 1,000,000 1,003,600
BANKER'S TRUST NEW YORK
CORP., 8.00%, DUE 3/15/97 450,000 388,282 454,095
CHEVRON CANANDA FINANCE LTD,
5.60%, DUE 4/1/98 1,250,000 1,249,063 1,250,125 1,250,000 1,249,063 1,245,125
NYNEX CORP., 6.25%,
DUE 3/15/03 1,000,000 967,900 1,006,880 1,000,000 967,900 976,250
NYNEX CAPITAL FUNDING CO.,
8.75%, DUE 12/1/04 2,000,000 1,995,000 2,257,800 2,000,000 1,995,000 2,212,500
SOUTHWESTERN BELL CAPITAL
CORP., 6.65%, DUE 7/14/98 900,000 900,000 912,420
SOUTHWESTERN BELL CAPITAL
CORP., 7.25%, DUE 7/24/00 500,000 500,000 513,950
TEXACO CAPITAL INC., 8.24%,
DUE 10/15/01 500,000 500,500 538,100
TOTAL FINANCE 5,211,963 5,518,405 6,500,745 6,852,440
OTHER - 1997, 0%; 1996, .1%
HARVARD UNIVERSITY MASSACHU
SETTS, 8.125%, DUE 4/15/07 150,000 149,210 164,185
TOTAL CORPORATE BONDS 65,873,924 67,594,174 81,407,772 82,264,963
COMMERCIAL PAPER - 1997, .3%;
1996, .3%
ARCHER DANIELS, DUE 11/3/97 343,000 342,835 342,835
MARSH & MCLENNAN COS., INC.,
DUE 11/5/96 500,000 499,632 499,632
TOTAL COMMERCIAL PAPER 342,835 342,835 499,632 499,632
SHORT-TERM MONEY MARKET FUND -
1997, .2%; 1996, 1.1%
SHORT-TERM MONEY MARKET
FUND OF UMB BANK, n.a. 330,312 330,312 330,312
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 330,312 330,312 1,804,054 1,804,054
TOTAL INVESTMENTS HELD $123,831,136 $127,865,784 $164,102,228 $166,226,032
</TABLE>
See Notes to Financial Statements
<PAGE>
<TABLE>
UMB BANK, n.a.
FUND FOR POOLING DEBT INVESTMENTS OF EMPLOYEE TRUSTS
STATEMENTS OF OPERATIONS
YEARS ENDED OCTOBER 31, 1997, 1996 AND 1995
<CAPTION>
1997 1996 1995
<S> <C> <C> <C>
INVESTMENT INCOME
Interest $9,653,774 $11,618,424 $9,951,449
Audit expense 9,190 9,826 11,212
Net investment income 9,644,584 11,608,598 9,940,237
REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Realized gain (loss) on investments sold,
matured or redeemed
Proceeds 121,162,314 77,110,680 64,769,427
Cost of investments 120,799,772 77,583,349 64,508,442
Net realized gain (loss) on investments sold,
matured or redeemed 362,542 (472,669) 260,985
Unrealized gain (loss) on investments
Beginning of year 2,123,804 3,232,868 (7,160,638)
End of year 3,150,137 2,123,804 3,232,868
Net unrealized gain (loss) on investments 1,026,333 (1,109,064) 10,393,506
Net realized and unrealized gain
(loss) on investments 1,388,875 (1,581,733) 10,654,491
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS $11,033,459 $10,026,865 $20,594,728
TOTAL EXPENSE AS A PERCENT OF NET
INVESTMENT INCOME 0.10% 0.08% 0.11%
</TABLE>
See Notes to Financial Statements
<PAGE>
<TABLE>
UMB BANK, n.a.
FUND FOR POOLING DEBT INVESTMENTS OF EMPLOYEE TRUSTS
STATEMENTS OF PARTICIPANTS' INTEREST
YEARS ENDED OCTOBER 31, 1997, 1996 AND 1995
<CAPTION>
1997 1996 1995
Units Amount Units Amount Units Amount
<S> <C> <C> <C> <C> <C> <C>
PARTICIPANTS' INTEREST, Beginning
of year 2,752,806 $168,974,494 2,825,108 $164,323,270 3,148,300 $160,657,602
FROM INVESTMENT ACTIVITIES
Net investment income 9,644,584 11,608,598 9,940,237
Net realized gain (loss) on
investments sold, matured
or redeemed 362,542 (472,669) 260,985
Net unrealized gain (loss)
on investments 1,026,333 (1,109,064) 10,393,506
Net increase from invest-
ment activities 11,033,459 10,026,865 20,594,728
FROM PARTICIPATING UNIT TRANSACTIONS
Issuance of units 264,109 16,573,341 821,838 47,562,094 397,916 21,483,446
Redemption of units (1,058,885) (66,575,970) (894,140) (52,937,735) (721,108) (38,412,506)
Net decrease from partici-
pating unit transactions (794,776) (50,002,629) (72,302) (5,375,641) (323,192) (16,929,060)
PARTICIPANTS' INTEREST, End of year 1,958,030 $130,005,324 2,752,806 $168,974,494 2,825,108 $164,323,270
NET ASSET VALUE PER PARTICIPATING UNIT $66.40 $61.38 $58.17
</TABLE>
See Notes to Financial Statements
<PAGE>
<TABLE>
UMB BANK, n.a.
POOLED INCOME FUND FOR EMPLOYEE TRUSTS
STATEMENTS OF ASSETS AND LIABILITIES
OCTOBER 31, 1997 AND 1996
<CAPTION>
1997 1996
Cost Market Cost Market
<S> <C> <C> <C> <C>
ASSETS
Investments:
United States Government and Agency Obligations $ 3,745,361 $ 3,745,361 $12,130,715 $12,134,323
Commercial paper 25,888,682 25,888,682 29,525,599 29,525,599
Short-term money market fund 5,269,537 5,269,537 2,501,655 2,501,655
$34,903,580 34,903,580 $44,157,969 44,161,577
Interest receivable 89,885 173,726
34,993,465 44,335,303
LIABILITIES
Audit fee payable 3,369 2,750
PARTICIPANTS' INTEREST, Equivalent to
$52.92 per unit on 661,185 units outstanding
in 1997 and $50.10 per unit on 884,822 units
outstanding in 1996 $34,990,096 $44,332,553
</TABLE>
See Notes to Financial Statements
<PAGE>
<TABLE>
UMB BANK, n.a.
POOLED INCOME FUND FOR EMPLOYEE TRUSTS
STATEMENTS OF INVESTMENTS HELD
OCTOBER 31, 1997 AND 1996
<CAPTION>
1997 1996
Face Value Face Value
or Number or Number
of of
Units Cost Market Units Cost Market
<S> <C> <C> <C> <C> <C> <C>
UNITED STATES GOVERNMENTS AND
AGENCY OBLIGATIONS - 1997, 10.7%;
1996, 27.5%
FEDERAL FARM CREDIT BANK,
5.34%, DUE 12/2/96 1,000,000 $ 1,000,000 $ 1,000,000
FEDERAL FARM CREDIT BANK,
5.40%, DUE 12/2/96 1,000,000 998,438 1,000,000
FEDERAL FARM CREDIT BANK,
5.43%, DUE 3/3/97 500,000 500,000 499,928
FEDERAL FARM CREDIT BANK,
5.45%, DUE 11/1/96 500,000 500,000 500,155
FEDERAL FARM CREDIT BANK,
5.51%, DUE 12/1/97 2,000,000 $ 2,000,000 $ 2,000,000
FEDERAL HOME LOAN MORTGAGE
CORPORATION, DISCOUNT NOTE,
DUE 11/12/96 2,000,000 1,981,327 1,981,327
FEDERAL HOME LOAN MORTGAGE CORP,
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 HOME LOAN MORTGAGE
CORPORATION, DISCOUNT NOTE,
DUE 11/28/97 1,757,000 1,745,361 1,745,361
FEDERAL NATIONAL MORTGAGE
ASSOCIATION, DISCOUNT NOTE,
DUE 12/13/96 2,000,000 1,981,547 1,981,547
UNITED STATES TREASURY BILL,
DUE 1/9/97 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 3,745,361 3,745,361 12,130,715 12,134,323
COMMERCIAL PAPER - 1997, 74.2%;
1996, 66.8%
AIR PRODUCTS, DUE 12/5/97 1,800,000 1,789,550 1,789,550
AMERICAN GREETINGS, DUE 11/20/97 1,800,000 1,794,183 1,794,183
AMERITECH, DUE 11/13/96 2,000,000 1,990,430 1,990,430
ARCHER DANIELS, DUE 11/5/96 2,000,000 1,997,951 1,997,951
BELL ATLANTIC, DUE 11/6/97 1,800,000 1,796,150 1,796,150
BELLSOUTH TELECOMMUNICATIONS,
DUE 12/3/96 1,700,000 1,691,126 1,691,126
DOW CHEMICAL, DUE 11/5/97 1,800,000 1,794,794 1,794,794
DUPONT, DUE 12/5/96 2,000,000 1,985,500 1,985,500
DUPONT, DUE 11/20/97 8,000,000 7,958,747 7,958,747
EMERSON, DUE 11/14/97 1,800,000 1,792,083 1,792,083
GENERAL RE, DUE 11/18/97 1,800,000 1,793,113 1,793,113
HEINZ (HJ) CO., DUE 12/4/96 2,000,000 1,985,417 1,985,417
HERSHEYS FOODS CORP., DUE 11/25/96 2,000,000 1,989,869 1,989,869
HEWLETT PACKARD COMPANY,
DUE 11/6/96 2,000,000 1,989,167 1,989,167
KIMBERLY CLARK, DUE 11/3/97 1,800,000 1,788,492 1,788,492
LACLEDE GAS, DUE 11/4/96 1,000,000 995,142 995,142
LACLEDE GAS, DUE 11/6/96 1,000,000 992,950 992,950
MERCK & CO., DUE 12/6/96 2,000,000 1,989,311 1,989,311
MOTOROLA, DUE 11/18/96 2,000,000 1,989,001 1,989,001
PROCTOR & GAMBLE, DUE 11/4/97 1,800,000 1,793,163 1,793,163
PROGRESS CAPITAL, DUE 11/19/97 1,800,000 1,794,162 1,794,162
SHELL OIL, DUE 11/17/97 1,800,000 1,794,245 1,794,245
SOUTH CAROLINA, DUE 11/4/96 2,000,000 1,989,989 1,989,989
SOUTHWESTERN BELL TELEPHONE,
DUE 11/7/96 2,000,000 1,984,927 1,984,927
WAL-MART, DUE 11/22/96 2,000,000 1,987,289 1,987,289
WALT DISNEY CO., DUE 12/16/96 2,000,000 1,984,019 1,984,019
WEYERHAUSER, DUE 11/26/96 2,000,000 1,983,511 1,983,511
TOTAL COMMERCIAL PAPER 25,888,682 25,888,682 29,525,599 29,525,599
SHORT-TERM MONEY MARKET FUND -
1997, 15.1%; 1996, 5.7%
SHORT-TERM MONEY MARKET
FUND OF UMB BANK, n.a. 5,269,537 5,269,537 5,269,537
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 5,269,537 5,269,537 2,501,655 2,501,655
TOTAL INVESTMENTS HELD 34,903,580 $34,903,580 $44,157,969 $44,161,577
</TABLE>
See Notes to Financial Statements
<PAGE>
<TABLE>
UMB BANK, n.a.
POOLED INCOME FUND FOR EMPLOYEE TRUSTS
STATEMENTS OF OPERATIONS
YEARS ENDED OCTOBER 31, 1997, 1996 AND 1995
<CAPTION>
1997 1996 1995
<S> <C> <C> <C>
INVESTMENT INCOME
Interest $ 2,198,406 $ 2,963,509 $ 3,834,915
Audit expense 3,369 2,744 4,050
Net investment income 2,195,037 2,960,765 3,830,865
REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Realized gain (loss) on investments sold,
matured or redeemed
Proceeds 386,568,695 555,983,956 494,570,364
Cost of investments 386,567,132 556,011,916 494,548,802
Net realized gain (loss) on investments sold,
matured or redeemed 1,563 (27,960) 21,562
Unrealized gain (loss) on investments
Beginning of year 3,608 5,640 (47,188)
End of year 3,608 5,640
Net unrealized gain (loss) on investments (3,608) (2,032) 52,828
Net realized and unrealized gain (loss)
on investments (2,045) (29,992) 74,390
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS $ 2,192,992 $ 2,930,773 $ 3,905,255
TOTAL EXPENSE AS A PERCENT OF NET
INVESTMENT INCOME 0.15% 0.09% 0.11%
</TABLE>
See Notes to Financial Statements
<PAGE>
<TABLE>
UMB BANK, n.a.
POOLED INCOME FUND FOR EMPLOYEE TRUSTS
STATEMENTS OF PARTICIPANTS' INTEREST
YEARS ENDED OCTOBER 31, 1997, 1996 AND 1995
<CAPTION>
1997 1996 1995
Units Amount Units Amount Units Amount
<S> <C> <C> <C> <C> <C> <C>
PARTICIPANTS' INTEREST, Beginning
of year 884,822 $ 44,332,553 1,386,619 $ 65,734,732 1,354,317 $60,527,868
FROM INVESTMENT ACTIVITIES
Net investment income 2,195,037 2,960,765 3,830,865
Net realized gain (loss) on invest-
ments sold, matured or redeemed 1,563 (27,960) 21,562
Net unrealized gain (loss)
on investments (3,608) (2,032) 52,828
Net increase from investment
activities 2,192,992 2,930,773 3,905,255
FROM PARTICIPATING UNIT TRANSACTIONS
Issuance of units 234,477 12,065,221 317,334 15,456,701 861,189 39,394,576
Redemption of units (458,114) (23,600,670) (819,131) (39,789,653) (828,887) (38,092,967)
Net increase (decrease) from
participating unit
transactions (223,637) (11,535,449) (501,797) (24,332,952) 32,302 1,301,609
PARTICIPANTS' INTEREST, End of year 661,185 $ 34,990,096 884,822 $ 44,332,553 1,386,619 $ 65,734,732
NET ASSET VALUE PER PARTICIPATING UNIT $52.92 $50.10 $47.41
</TABLE>
See Notes to Financial Statements
<PAGE>
UMB BANK, n.a.
FUND FOR POOLING EQUITY INVESTMENTS OF EMPLOYEE TRUSTS
FUND FOR POOLING DEBT INVESTMENTS OF EMPLOYEE TRUSTS
POOLED INCOME FUND FOR EMPLOYEE TRUSTS
NOTES TO FINANCIAL STATEMENTS
FOR THE THREE YEARS ENDED OCTOBER 31, 1997
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.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of 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 short-term
United States government and agency obligations and corporate securities are
stated at cost, which approximates market value. Certain investments are
stated at amortized 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 reinvested.
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: 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.