FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended July 31, 1999
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________ to _____________
Commission file number: 2-58109
The Collective Investment Trusts for Which UMB Bank, n.a. is Trustee
Exact name of registrant as specified in its charter)
Not Applicable Not Applicable
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1010 Grand Boulevard, Kansas City, Missouri 64106
(Address of principal executive offices)
(Zip Code)
(816) 860-7000
(Registrant's telephone number, including area code)
Not Applicable (Former name, former address and former fiscal year, if changed
since last report)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 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 90 days.
Yes /X/ No / /
The number of units of participation outstanding as of July 31, 1999.
Pooled Equity Fund - 1,635,916
Pooled Debt Fund - 1,433,964
Pooled Income Fund - 513,185
<PAGE>
PART I -- FINANCIAL INFORMATION
___________________________________
Item 1. Financial Statements.
INTRODUCTORY COMMENTS
The Condensed Financial Statements included herein have been prepared by the
Trustee, without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules and
regulations, although the Trustee believes that the disclosures are adequate to
enable a reasonable understanding of the information presented. These Condensed
Financial Statements should be read in conjunction with the financial statements
and the notes thereto included in the Collective Investment Trusts' Annual
Report on Form 10-K for the year ended October 31, 1998.
<PAGE>
UMB BANK, n.a.
Pooled Equity Fund for Employees Trusts
Statement of Operations
<TABLE>
<CAPTION>
QUARTER QUARTER FY ENDED 9 MONTHS 9 MONTHS
ENDING 07/31/98 ENDING 07/31/99 10/31/1998 ENDED 07/31/99 ENDED 07/31/98
Investment Income:
<S> <C> <C> <C> <C> <C>
Dividends 854,417 800,755 3,279,897 2,399,139 2,605,286
Interest 741,198 516,674 3,358,910 1,837,381 2,435,311
-------------------------------------------------------------------------
Gross Investment Income 1,595,615 1,317,429 6,638,807 4,236,520 5,040,597
Less: Audit Expense & Foreign Taxes (2,298) (2,361) (9,190) (7,640) (6,893)
-------------------------------------------------------------------------
Net Investment Income 1,593,317 1,315,068 6,629,617 4,228,880 5,033,704
=========================================================================
Realized and Unrealized Gain(Loss) on Investments:
Realized Gain(Loss) on Investments:
Proceeds from Sales 169,861,321 142,737,353 763,884,882 548,398,429 587,047,516
Cost of Securities Sold 165,843,966 140,685,894 732,770,233 533,720,133 564,428,581
-------------------------------------------------------------------------
Net Realized Gain(Loss) 4,017,355 2,051,459 31,114,649 14,678,296 22,618,935
Unrealized Gain(Loss) on Investments:
Beginning of Period 36,733,827 22,889,344 32,316,511 11,650,626 32,316,511
End of Period 16,788,149 24,019,648 11,650,629 24,019,648 16,788,149
-------------------------------------------------------------------------
Net Unrealized Gain(Loss) (19,945,678) 1,130,304 (20,665,882) 12,369,022 (15,528,362)
-------------------------------------------------------------------------
Net Realized and Unrealized Gain(Loss) on Investments (15,928,323) 3,181,763 10,448,767 27,047,318 7,090,573
=========================================================================
</TABLE>
See accompanying notes to condensed financial statements.
<PAGE>
<TABLE>
<CAPTION>
UMB BANK, n.a.
Pooled Equity Fund for Employees Trusts
Statement of Participants' Interest
QUARTER QUARTER FY ENDED 9 MONTHS 9 MONTHS
ENDING 07/31/98 ENDING 07/31/99 10/31/98 ENDED 07/31/99 ENDED 07/31/98
--------------- --------------- -------- -------------- --------------
<S> <C> <C> <C> <C> <C>
Participants' Interest at Beginning of Period 208,495,292 199,610,874 216,985,770 186,528,690 216,985,770
Changes from Investment Activities:
Net Investment Income 1,593,317 1,315,068 6,629,617 4,228,880 5,033,704
Net Realized Gain(Loss) on Investments 4,017,355 2,051,459 31,114,649 14,678,296 22,618,935
Net Unrealized Gain(Loss) on Investments (19,945,678) 1,130,304 (20,665,882) 12,369,022 (15,528,362)
--------------------------------------------------------------------------
Net Increase(Decrease) from Investment Activity (14,335,006) 4,496,831 17,078,384 31,276,198 12,124,277
--------------------------------------------------------------------------
Changes from Participating Unit Transactions:
Received from Issuance of: 32,978 Units 3,737,271 15,615,556
Received from Issuance of: 41,044 Units 4,016,624 10,732,059 12,306,165
Payment on Redemption of: 206,065 Units (23,278,172) (63,151,020)
Payment on Redemption of: 130,574 Units (12,823,687) (43,970,143) (56,062,989)
--------------------------------------------------------------------------
Net Increase(Decrease) from Participating
Unit Transactions (8,807,063) (19,540,901) (47,535,464) (33,238,084) (43,756,824)
--------------------------------------------------------------------------
Participants' Interest at End of Period 185,353,223 184,566,804 186,528,690 184,566,804 185,353,223
==========================================================================
</TABLE>
See accompanying notes to condensed financial statements.
<PAGE>
<TABLE>
<CAPTION>
UMB BANK, n.a.
Pooled Equity Fund for Employees Trusts
Statement of Assets and Liabilities
FY ENDED 10/31/98 9 MONTHS ENDED 07/31/99
COST MARKET COST MARKET
---- ------ ---- ------
Assets:
<S> <C> <C> <C> <C>
Common Stock 109,744,618 121,395,245 127,151,896 136,314,018
Commercial Paper 59,278,825 59,278,825 47,592,525 35,417,495
Other Investments 3,476,722 3,476,722 1,282,692 5,418,280
Total Investments 172,500,165 184,150,792 176,027,113 177,149,793
=========== ===========
Cash 0 0
Interest Receivable 312,325 234,807
Receivable for Securities Sold 2,074,759 7,188,368
--------- ---------
Total Assets 186,537,876 184,572,968
=========== ===========
Liabilities:
Audit Fees Payable 9,190 6,164
Payable for Securities Sold 0 0
- -
Total Liabilities 9,190 6,164
----- -----
Participants' Interest:
95.73 Per Unit on 1,948,510 Units Outstanding 186,528,686
- ----- --------- -----------
112.82 Per Unit on 1,635,916 Units Outstanding 184,566,804
- ------ --------- -----------
Total Liabilities and Participants' Equity 186,537,876 184,572,968
=========== ===========
</TABLE>
See accompanying notes to condensed financial statements.
<PAGE>
<TABLE>
<CAPTION>
UMB BANK, n.a.
Pooled Debt Fund for Employees Trusts
Statement of Operations
QUARTER QUARTER FY ENDED 9 MONTHS 9 MONTHS
ENDING 07/31/98 ENDING 07/31/99 10/31/1998 ENDED 07/31/99 ENDED 07/31/98
Investment Income:
<S> <C> <C> <C> <C> <C>
Interest 1,892,299 1,666,922 7,710,035 5,257,893 5,873,481
------------------------------------------------------------------------------
Gross Investment Income 1,892,299 1,666,922 7,710,035 5,257,893 5,873,481
Less: Audit Expense (2,298) (2,361) (9,190) (4,509) (6,893)
------------------------------------------------------------------------------
Net Investment Income 1,890,001 1,664,561 7,700,845 5,253,384 5,866,588
==============================================================================
Realized and Unrealized Gain(Loss) on Investments:
Realized Gain(Loss) on Investments:
Proceeds from Sales 13,757,552 23,512,136 83,088,516 65,553,611 69,257,189
Cost of Securities Sold 13,672,065 23,467,613 82,778,172 65,355,954 69,049,375
------------------------------------------------------------------------------
Net Realized Gain(Loss) 85,487 44,523 310,344 197,657 207,814
Unrealized Gain(Loss) on Investments:
Beginning of Period 3,097,995 2,870,168 3,150,137 6,560,163 3,150,137
End of Period 3,436,022 401,983 6,560,164 401,982 3,436,022
------------------------------------------------------------------------------
Net Unrealized Gain(Loss) 338,027 (2,468,185) 3,410,027 (6,158,181) 285,885
------------------------------------------------------------------------------
Net Realized and Unrealized Gain(Loss) on Investments 423,514 (2,423,662) 3,720,371 (5,960,524) 493,699
==============================================================================
</TABLE>
See accompanying notes to condensed financial statements.
<PAGE>
<TABLE>
<CAPTION>
UMB BANK, n.a.
Pooled Debt Fund for Employees Trusts
Statement of Participants' Interest
QUARTER QUARTER FY ENDED 9 MONTHS 9 MONTHS
ENDING 07/31/98 ENDING 07/31/99 10/31/1998 ENDED 07/31/99 ENDED 07/31/98
<S> <C> <C> <C> <C> <C>
Participants' Interest at Beginning of Period 116,308,269 112,116,628 130,005,324 116,459,881 130,005,324
Changes from Investment Activities:
Net Investment Income 1,890,001 1,664,561 7,700,845 5,253,384 5,866,588
Net Realized Gain(Loss) on Investments 85,487 44,523 310,344 197,657 207,814
Net Unrealized Gain(Loss) on Investments 338,027 (2,468,185) 3,410,027 (6,158,181) 285,885
----------------------------------------------------------------------------
Net Increase(Decrease) from Investment Activity 2,313,515 (759,101) 11,421,216 (707,140) 6,360,287
----------------------------------------------------------------------------
Changes from Participating Unit Transactions:
Received from Issuance of: 56,553 Units 4,105,574 13,743,230
Received from Issuance of: 51,041 Units 3,525,913 15,535,633 12,097,678
Payment on Redemption of: 155,160 Units (11,301,666) (38,709,887)
Payment on Redemption of: 100,842 Units (6,993,426) (27,126,939) (33,309,018)
----------------------------------------------------------------------------
Net Increase(Decrease) from Participating Unit Transactions (3,467,513) (7,196,092) (24,966,657) (11,591,306) (21,211,340)
----------------------------------------------------------------------------
Participants' Interest at End of Period 115,154,271 104,161,435 116,459,883 104,161,435 115,154,271
============================================================================
</TABLE>
See accompanying notes to condensed financial statements.
<PAGE>
<TABLE>
<CAPTION>
UMB BANK, n.a.
Pooled Debt Fund for Employees Trusts
Statement of Assets and Liabilities
FY ENDED 10/31/98 9 MONTHS ENDED 07/31/99
COST MARKET COST MARKET
---- ------ ---- ------
Assets:
<S> <C> <C> <C> <C>
U.S. Government & Agency Obligations 42,256,804 44,653,797 40,352,571 41,656,513
Corporate Bonds 65,351,189 69,514,360 57,446,247 57,761,607
Other Investments 360,148 367,148 2,892,106 2,892,106
------- ------- --------- ---------
Total Investments 107,968,141 114,535,305 100,690,924 102,310,226
=========== ===========
Cash 0 0
Interest Receivable 1,933,768 1,854,818
Receivable for Securities Sold 0 0
- -
Total Assets 116,469,073 104,165,044
=========== ===========
Liabilities:
Audit Fees Payable 9,190 3,609
Payable for Securities Sold 0 0
- -
Total Liabilities 9,190 3,609
----- -----
Participants' Interest:
73.64 Per Unit on 1,578,589 Units Outstanding 116,459,883
-----------
72.64 Per Unit on 1,433,964 Units Outstanding 104,161,435
-----------
Total Liabilities and Participants' Equity 116,469,073 104,165,044
=========== ===========
</TABLE>
See accompanying notes to condensed financial statements.
<PAGE>
<TABLE>
<CAPTION>
UMB BANK, n.a.
Pooled Income Fund for Employees Trusts
Statement of Operations
QUARTER QUARTER FY ENDED 9 MONTHS 9 MONTHS
ENDING 07/31/98 ENDING 07/31/99 10/31/98 ENDED 07/31/99 ENDED 07/31/98
--------------- --------------- -------- -----------------------------
Investment Income:
<S> <C> <C> <C> <C> <C>
Interest 403,946 387,363 1,724,563 1,160,016 1,295,486
--------------------------------------------------------------------------
Gross Investment Income 403,946 387,363 1,724,563 1,160,016 1,295,486
Less: Audit Expense (842) (866) (3,369) (2,590) (2,528)
--------------------------------------------------------------------------
Net Investment Income 403,104 386,497 1,721,194 1,157,426 1,292,958
==========================================================================
Realized and Unrealized Gain(Loss) on Investments:
Realized Gain(Loss) on Investments:
Proceeds from Sales 66,169,953 85,151,629 315,287,622 282,916,279 239,662,575
Cost of Securities Sold 66,169,953 85,151,629 315,287,622 282,916,279 239,662,575
--------------------------------------------------------------------------
Net Realized Gain(Loss) 0 0 0 0 0
Unrealized Gain(Loss) on Investments:
Beginning of Period 0 0 0 0 0
End of Period 0 0 0 0 0
--------------------------------------------------------------------------
Net Unrealized Gain(Loss) 0 0 0 0 0
--------------------------------------------------------------------------
Net Realized and Unrealized Gain(Loss) on Investments 0 0 0 0 0
==========================================================================
</TABLE>
See accompanying notes to condensed financial statements.
<PAGE>
<TABLE>
<CAPTION>
UMB BANK, n.a.
Pooled Income Fund for Employees Trusts
Statement of Participants' Interest
QUARTER QUARTER FY ENDED 9 MONTHS 9 MONTHS
ENDING 07/31/98 ENDING 07/31/99 10/31/1998 ENDED 07/31/99 ENDED 07/31/98
------------------------------- ---------- -----------------------------
<S> <C> <C> <C> <C> <C>
Participants' Interest at Beginning of Period 29,046,137 32,446,051 34,990,096 27,963,659 34,990,096
Changes from Investment Activities:
Net Investment Income 403,104 386,497 1,721,194 1,157,426 1,292,958
Net Realized Gain(Loss) on Investments 0 0 0 0 0
Net Unrealized Gain(Loss) on Investments 0 0 0 0 0
---------------------------------------------------------------------------
Net Increase(Decrease) from Investment Activity 403,104 386,497 1,721,194 1,157,426 1,292,958
---------------------------------------------------------------------------
Changes from Participating Unit Transactions:
Received from Issuance of: 24,756 Units 1,425,384 8,994,808
Received from Issuance of: 34,056 Units 1,861,813 11,686,034 7,252,554
Payment on Redemption of: 77,126 Units (4,447,926) (17,742,438)
Payment on Redemption of: 51,882 Units (2,834,839) (10,997,113) (15,059,393)
---------------------------------------------------------------------------
Net Increase(Decrease) from Participating Unit Transactions (973,026) (3,022,542) (8,747,630) 688,921 (7,806,839)
---------------------------------------------------------------------------
Participants' Interest at End of Period 28,476,215 29,810,006 27,963,660 29,810,006 28,476,215
===========================================================================
</TABLE>
See accompanying notes to condensed financial statements.
<PAGE>
<TABLE>
<CAPTION>
UMB BANK, n.a.
Pooled Income Fund for Employees Trusts
Statement of Assets and Liabilities
FY ENDED 10/31/98 9 MONTHS ENDED 07/31/99
COST MARKET COST MARKET
---- ------ ---- ------
Assets:
<S> <C> <C> <C> <C>
U.S. Government & Agency Obligations 14,997,316 14,997,316 11,971,620 11,971,620
Commercial Paper 8,733,926 8,733,926 15,231,979 15,231,979
Other Investments 4,109,585 4,109,585 2,512,406 2,512,406
------------------------------------------------------
Total Investments 27,840,827 27,840,827 29,716,005 29,716,005
============= =============
Cash 0 0
Interest Receivable 126,202 96,261
Receivable for Securities Sold 0 0
- -
Total Assets 27,967,029 29,812,266
============== ==============
Liabilities:
Audit Fees Payable 3,369 2,260
Payable for Securities Sold 0 0
-------------- --------------
Total Liabilities 3,369 2,260
-------------- --------------
Participants' Interest:
56.04 Per Unit on 499,036 Units Outstanding 27,963,660
----------
58.09 Per Unit on 513,185 Units Outstanding 29,810,006
----------
Total Liabilities and Participants' Equity 27,967,029 29,812,266
============== ==============
</TABLE>
See accompanying notes to condensed financial statements.
<PAGE>
NOTES TO CONDENSED FINANCIAL STATEMENTS
1. In the opinion of the Trustee, the accompanying unaudited condensed financial
statements contain all adjustments (consisting of normal interim closing
procedures) necessary to present fairly the financial position of the Pooled
Equity, Pooled Debt, and Pooled Income (the "Collective Investment Trusts") as
of April 30, 1999, and October 31, 1998, the results of operations for the
three months ended January 31, 1999 and 1998, and cash flows for the three
months ended July 31, 1999 and 1998.
2. The results of operations for the three months ended July 31, 1999 and
1998, are not necessarily indicative of the results to be expected for the full
year 1999, nor the results experienced for the full year 1998.
3. The accompanying financial statements have been prepared consistently with
accounting principles described more fully in Note 1 to the consolidated
financial statements included in the Trustee's Annual Report on Form 10-K for
the year ended October 31, 1998.
Item 2. Trustee's Discussion and Analysis of Financial Condition and Results of
Operations.
Markets jumped in the middle of the quarter after the Federal Reserve Board
increased the key Fed Funds rate to 5.00% from 4.75%, just as expected. The
Federal Reserve cited uncertainty about conflicting economic indicators as its
reason for raising rates. It further cheered the markets by adopting a neutral
policy stance, indicating it had no firm intention to increase rates again soon.
The reaction of the stock and bond markets was immediate and strong. The
Standard & Poor's 500 Index and the NASDAQ Composite Index both soared to new
records, and the yield on the 30-year U.S. Treasury bond dropped below 6%.
The S&P 500 Index returned -0.15% for the quarter ended July 31, 1999, and was
up 8.88% for the year to date, while the broader Value Line Composite Index
stocks rose 2.13% and 4.61% in those periods, respectively.
Although the Federal Reserve was the big news in June, the performance of
cyclical stocks was the major story for the quarter. Unexpected economic
strength finally awakened these old-line industrial stocks which have languished
for several years. Stocks such as Alcoa, International Paper and others started
to look good in comparison with overvalued technology and growth stocks. This
view was supported by concern that rising interest rates would hurt the stocks
with very high price/earnings ratios.
It is little wonder that some of the best performance in the quarter was seen in
the industrials, whose sales improve when the economy booms. The question now is
whether these cyclical stocks will retain the market leadership, especially
since growth stocks may rebound if inflation fears are reduced.
The small-capitalization stocks also did well during the quarter. A rally in
late March lasted until mid-May, paused briefly and then resumed. The Russell
2000 Index of small-cap stocks was up 3.14% for the quarter and 6.29% for the
year to date.
The U.S. economy remained strong during the quarter, continuing an 8-year
economic expansion. With interest rates climbing, the bond market grew
increasingly nervous. Market participants became convinced that the Federal
Reserve would increase rates, and moved the market sharply higher to accommodate
the expected hike. The Lehman Bros. Government/Corporate Intermediate Index
returned -0.79% for the quarter and -0.67% for the year to date.
The major issues for the stock and bond markets during the remainder of the year
are earnings growth and inflation. Earnings appear stronger than many had
expected. However, it is unclear whether inflation can be restrained in the face
of stronger economies overseas and record low unemployment in the growing U. S.
economy.
Item 3. Quantitative and Qualitative Disclosures about Market Risk.
Not Applicable.
Year 2000 Readiness Disclosure
The Year 2000 readiness issue is the result of computer programs that have been
coded to define a year using two digits rather than four. For example, a
substantial number of programs have date sensitive coding which may recognize a
date using "00" as 1900 rather than 2000. If not corrected, this could result in
system failures or miscalculations causing disruptions to the Bank's operations
and financial performance.
The Bank has been actively working on this issue since 1996. A plan was
developed in which Year 2000 issues are divided into two areas--those involving
mission critical functions and those involving non-critical functions. Within
these two areas, applications were further divided into those over which the
Bank had control and those which were controlled by outside vendors.
A five-step plan was then developed involving 1) inventory, 2) solution
planning, 3) renovation, 4) testing, and 5) implementation. This plan addresses
both information technology systems and non-information technology assets such
as equipment containing embedded chips.
The approximate percentage of each type of mission critical application for
which the Bank has completed the respective step of the five-step plan is set
forth below:
<PAGE>
Bank-Controlled Vendor-Controlled
Mission Critical Mission Critical
Inventory 99% 99%
Solution Planning 99% 99%
Renovation 99% 83%
Testing 99% 83%
Implementation 90% 80%
Substantial progress has also been made on the completion of the five step plan
for non-mission critical items; as of April 30, 1999, 94% of all identified
Bank-controlled applications had been completed through the testing stage, and
80% of the vendor-controlled applications had been completed through the testing
stage. Completion of testing is scheduled for June 30, 1999.
The Bank also has made significant steps toward assessing its hardware and is
making substantial progress toward replacing necessary equipment. All mainframe
and mid-range systems are in place, and an inventory of personal computers has
been concluded.
The Bank estimates that the total cost of its Year 2000 project will be
approximately $24 million. Of this amount, $10 million was spent in 1997;
approximately $12 million was spent in 1998, and the remaining $2 million is
projected for 1999. While these numbers are substantial, they include the cost
of a significant number of system replacements that would have been required in
the near future regardless of the Year 2000 issue. These costs are being funded
through operating technology, and the cost of Year 2000 efforts should be viewed
in its context as a significant portion of the Bank's annual information
technology budget. Although the priority given to Year 2000 issues may cause
other information technology projects to be delayed, such delay is not expected
to have a material impact on the Corporation's financial condition, business or
operations.
Year 2000 issues can affect the Bank not only as a result of its own internal
systems, but also as a result of the success of third parties in dealing with
their Year 2000 issues. The Bank has in place a program to investigate and
quantify the Year 2000 issues arising from its relationships with third parties
such as borrowers, vendors, counter parties, issuers of debt and equity
securities in which the Funds may invest, and service providers (e.g. the
federal reserve system, telecommunications providers and electric utilities).
Interfaces and connectivity with these parties and systems also present
significant issues. Because the Funds buy, hold and sell the securities of
various issuers, the state of year 2000 readiness of such issuers is also
important. The bank has established a policy in which, as part of its review and
consideration of issuers whose securities are being considered for purchase by
the Funds, it reviews the portions of the public filings of such issuers that
describe their respective efforts and status relating to Year 2000 readiness.
the Bank does not, however, attempt to independently confirm or verify any of
the representations or
<PAGE>
statements made by such issuers in such filings. There can be no assurance that
each third party will adequately address its Year 2000 issues.
A failure of the Bank to successfully remediate its own Year 2000 problems, or a
failure by counter parties, significant suppliers, customers with substantial
relationships, or failures in the payment system could have a substantial
negative impact on the Bank. In addition, the Bank could face significant
disruptions of business and financial losses if there were failures of
telecommunications systems, utility systems, security clearing systems or other
elements of the financial industry infrastructure. These negative affects could
have a material adverse effect on the Funds. Because of the range of possible
issues associated with the Bank's and third parties' year 2000 issues, and the
large number of variables involved, it is impossible to quantify the potential
consequences or costs of problems that may occur if respective remediation
efforts are not successful.
All of the foregoing is based on the Bank's management's current assessment of
the situation using information available to it. Other factors that might cause
material changes include, but are not limited to, the loss of key personnel and
the ability to respond to unforeseen complications. Because the Bank's Year 2000
efforts are not entirely complete, and due to its reliance on business partners,
vendors, customers, utilities, telecommunications providers and others, the
outcome of Year 2000 readiness is uncertain and such issues may have a material
adverse effect on the Bank's, as well as the Funds', future financial condition
and future operating results.
The Bank continues to develop contingency plans to address failures due to Year
2000 issues relating to, among other things, its operations, physical locations,
products, suppliers, and public infrastructure. The Bank's contingency planning
includes remediation contingency plans and business resumption contingency
plans. Remediation contingency plans are designed to address alternative courses
of action in the event remediation of a mission critical system falls behind
schedule or is not successfully remediated. Remediation contingency planning is
substantially complete. Business resumption contingency plans are designed to
address Year 2000 problems that could arise even though the Bank and third
parties have completed remediation. The Bank's Year 2000 business resumption
contingency planning includes event plans for each functional department,
documented back-up procedures in the event of a failure, identification of
supplies, materials and processes that must be on hand in the event the plan is
activated and coordination of personnel. Business resumption planning is well
under way and will continue through the first two quarters of 1999.
Notwithstanding extensive contingency planning, the failure of certain mission
critical third parties, such as utilities, telecommunications providers,
transportation service providers or certain governmental entities could
adversely affect the Bank and the Funds.
Safe Harbor Statement
The above statements regarding Year 2000 readiness, including, without
limitation, statements as to the Bank's expectations and beliefs presented
above, are forward-looking statements. Forward-looking statements are made based
upon the Bank's expectations and belief
<PAGE>
concerning future developments and their potential effect upon the Bank and the
Funds. There can be no assurance that future developments will be in accordance
with the Bank's expectations or that the effect of future developments on the
Bank or the Funds will be those anticipated by the Bank.
The Bank wishes to caution readers that the assumptions which form the basis for
forward-looking statements with respect to or that may impact earnings on the
units of the Funds include many factors that are beyond the Bank's ability to
control or estimate precisely. These risks and uncertainties include, but are
not limited to, the impact of competition in the banking and financial services
industry; changes in the pricing of the services of the Bank or its competitors;
the loss of a significant customer or supplier; disruptions in operations due to
failures of telecommunications systems, utility systems, security clearing
systems, or other elements of the financial industry infrastructure; the
unanticipated costs and disruption in operations due to Year 2000 non-compliance
of both the Bank and the companies in which the Funds hold debt or equity
interests; the costs and other effects of complying with regulatory
requirements; the cost and other effects of legal and administrative cases and
proceedings, settlements and investigations; and changes in U.S. or
International economic or political conditions, such as inflation or
fluctuations in interest or foreign exchange rates.
While the Bank periodically reassesses material trends and uncertainties
affecting the Fund's results of operations and financial condition in connection
with its preparation of management's discussion and analysis contained in the
Funds' annual and quarterly reports, the Bank does not intend to review or
revise any particular forward-looking statement referenced herein in light of
future events.
<PAGE>
PART II -- OTHER INFORMATION
________________________________
Item 1. Legal Proceedings.
Not applicable.
Item 2. Changes in Securities.
Not applicable.
Item 3. Defaults Upon Senior Securities.
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
Not applicable.
Item 5. Other Information.
Not applicable.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits. The numbers set forth below correspond to the exhibit number in
Item 601 of Regulation S-K.
(2) Plan of Acquisition, reorganization, arrangement, liquidation or succession.
Not applicable.
(3) Articles of Incorporation and Bylaws.
Not applicable.
(4) Instrument Defining the Rights of Security Holders, Including Indentures.
Not applicable.
(10) Material Contracts.
Not applicable.
<PAGE>
(11) Statement re Computation of Per Share Earnings.
Not applicable.
(15) Letter re Unaudited Interim Financial Information.
Not applicable.
(18) Letter re Change in Accounting Principles.
Not applicable.
(19) Report Furnished to Security Holders.
Not applicable.
(22) Published Report Regarding Matters Submitted to Security Holders.
Not applicable.
(23) Consents of Experts and Counsel.
Not applicable.
(24) Power of Attorney.
Not applicable.
(27) Financial Data Schedule.
27.1 - Pooled Income Fund
27.2 - Pooled Equity Fund
27.3 - Pooled Debt Fund
(99) Additional Exhibits.
None.
(b) Reports on Form 8-K.
No report on Form 8-K was required to be filed during the six
months ended July 31, 1999.
<PAGE>
SIGNATURES
Pursuant to the requirements 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 for Which
UMB Bank, n.a. is Trustee
(Registrant)
by UMB Bank, n.a. as trustee
Date: September XX, 1999 By: /s/Steve Campbell
---------------------------
Steve Campbell
Senior Vice President
By: /s/E. Frank Ware
--------------------------
E. Frank Ware
Executive Vice President and
Trust Accounting Officer
<PAGE>
INDEX TO EXHIBITS
27.1 Financial Data Schedule for Pooled Income Fund
27.2 Financial Data Schedule for Pooled Equity Fund
27.3 Financial Data Schedule for Pooled Debt Fund
<PAGE>
27.1 ARTICLE 5 FDS - POOLED INCOME
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE UNAUDITED
FINANCIAL STATEMENTS FOR THE 9 Months Ending July 31, 1999, AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
PERIOD-TYPE 3-MOS 9-MOS
FISCAL-YEAR END 10/31/1998 10/31/1998
PERIOD-END 7/31/1999 7/31/1999
PERIOD-END 36,372 36,372
CASH 0 0
SECURITIES 29,716,005 29,716,005
RECEIVABLES 96,261 96,261
ALLOWANCES 0 0
INVENTORY 0 0
CURRENT-ASSETS 0 0
PP&E 0 0
DEPRECIATION 0 0
TOTAL-ASSETS 29,812,266 29,812,266
CURRENT-LIABILITIES 2,260 2,260
BONDS 0 0
PREFERRED-MANDATORY 0 0
PREFERRED 0 0
COMMON 0 0
OTHER-SE 29,810,006 29,810,006
TOTAL-LIABILITY-AND-EQUITY 29,812,266 29,812,266
SALES 0 0
TOTAL-REVENUES 387,408 1,160,016
CGS 0 0
TOTAL-COST 0 0
OTHER-EXPENSE (866) (2,590)
LOSS-PROVISION 0 0
INTEREST-EXPENSE 0 0
INCOME-PRETAX 0 0
INCOME-TAX 0 0
INCOME-CONTINUING 0 0
DISCONTINUED 0 0
EXTRAORDINARY 0 0
CHANGES 0 0
NET-INCOME 0 0
EPS-PRIMARY 0 0
EPS-DILUTED 0 0
<PAGE>
27.2 ARTICLE 5 FDS - POOLED EQUITY
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE UNAUDITED
FINANCIAL STATEMENTS FOR THE 9 Months Ending July 31, 1999, AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
PERIOD-TYPE 3-MOS 9-MOS
FISCAL-YEAR END 10/31/1998 10/31/1998
PERIOD-END 7/31/1999 7/31/1999
CASH 0 0
SECURITIES 177,149,793 177,149,793
RECEIVABLES 7,423,175 7,423,175
ALLOWANCES 0 0
INVENTORY 0 0
CURRENT-ASSETS 0 0
PP&E 0 0
DEPRECIATION 0 0
TOTAL-ASSETS 184,572,968 184,572,968
CURRENT-LIABILITIES 6,164 6,164
BONDS 0 0
PREFERRED-MANDATORY 0 0
PREFERRED 0 0
COMMON 0 0
OTHER-SE 184,566,804 184,566,804
TOTAL-LIABILITY-AND-EQUITY 184,572,968 184,572,968
SALES 0 0
TOTAL-REVENUES 4,499,192 31,283,838
CGS 0 0
TOTAL-COST 0 0
OTHER-EXPENSE (2,361) (7,640)
LOSS-PROVISION 0 0
INTEREST-EXPENSE 0 0
INCOME-PRETAX 3,181,763 27,047,318
INCOME-TAX 0 0
INCOME-CONTINUING 3,181,763 27,047,318
DISCONTINUED 0 0
EXTRAORDINARY 0 0
CHANGES 0 0
NET-INCOME 3,181,763 27,047,318
EPS-PRIMARY $1.94 $16.53
EPS-DILUTED $1.94 $16.53
<PAGE>
27.3 ARTICLE 5 FDS - POOLED DEBT
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE UNAUDITED
FINANCIAL STATEMENTS FOR THE 9 Months Ending July 31, 1999, AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
PERIOD-TYPE 3-MOS 9-MOS
FISCAL-YEAR END 10/31/1998 10/31/1998
PERIOD-END 7/31/1999 7/31/1999
CASH 0 0
SECURITIES 102,310,226 102,310,226
RECEIVABLES 1,854,818 1,854,818
ALLOWANCES 0 0
INVENTORY 0 0
CURRENT-ASSETS 0 0
PP&E 0 0
DEPRECIATION 0 0
TOTAL-ASSETS 104,165,044 104,165,044
CURRENT-LIABILITIES 3,609 3,609
BONDS 0 0
PREFERRED-MANDATORY 0 0
PREFERRED 0 0
COMMON 0 0
OTHER-SE 104,161,435 104,161,435
TOTAL-LIABILITY-AND-EQUITY 104,165,044 104,165,044
SALES 0 0
TOTAL-REVENUES (756,740) (702,631)
CGS 0 0
TOTAL-COST 0 0
OTHER-EXPENSE (2,361) (4,509)
LOSS-PROVISION 0 0
INTEREST-EXPENSE 0 0
INCOME-PRETAX (2,423,662) (5,960,524)
INCOME-TAX 0 0
INCOME-CONTINUING (2,423,662) (5,960,524)
DISCONTINUED 0 0
EXTRAORDINARY 0 0
CHANGES 0 0
NET-INCOME (2,423,662) (5,960,524)
EPS-PRIMARY ($1.69) ($4.16)
EPS-DILUTED ($1.69) ($4.16)
