SHEPMYERS INVESTMENT COMPANY
SEMI-ANNUAL REPORT TO SHAREHOLDERS
June 30, 1997
P.O. Box 339
Hanover, Pennsylvania 17331
<PAGE>
Shepmyers Investment Company
P.O. BOX 339
HANOVER, PENNSYLVANIA 17331
August 15, 1997
Dear Shareholder:
We are pleased to send you the Semi-Annual Report, which reflects the company's
financial position as of June 30, 1997.
During the first six months of 1997, the U.S. economy has delivered a near
perfect combination of low inflation, low unemployment and moderate growth.
Optimism has been further fueled by better than expected progress in Federal
budget deficit reduction and by Congressional agreement to reduce the capital
gains tax rates. The Federal Reserve has stayed on the sidelines since raising
short-term interest rates 0.25% in March. Despite very solid employment
conditions, wage pressures have been subdued and overall inflation remains near
a 30 year low. As a result, the yield on the Municipal Bond Buyer Index has
declined from 5.66% at year-end 1996 to 5.53% as of June 30, 1997.
We maintain our long-standing emphasis on managing a well diversified portfolio
of high quality municipal securities. As of June 30, 1997 our portfolio had an
average maturity of 5.92 years with the longest maturity being 16 years. In
addition, over 89% of the assets were rated "AA-" or higher by either Standard
and Poor's or Moody's Investor Services, Inc. None of the securities in the
portfolio received less than an "A" rating by either of the two rating agencies.
We appreciate the confidence you have shown in the Board and welcome your
comments.
Sincerely,
/s/ Paul E. Spears
- ------------------
Paul E. Spears
President and Chairman of the Board
PES/sk
<PAGE>
STATEMENT OF ASSETS AND LIABILITIES
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1997
(unaudited)
ASSETS
- ------
Investments at market value - (cost $15,236,105) $15,717,269
Cash 1,000
Accrued interest receivable 242,317
Prepaid expenses 2,310
-----------
TOTAL ASSETS 15,962,896
-----------
LIABILITIES
- -----------
Investment purchases payable 450,000
Dividends declared - Note 2 230,471
Accrued liabilities - Note 3 36,330
-----------
TOTAL LIABILITIES 716,801
-----------
NET ASSETS at market, applicable to
768,238 outstanding common shares,
equivalent to $19.85 a share - Note 5 $15,246,095
===========
See notes to financial statements.
<PAGE>
INVESTMENTS
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1997
(unaudited)
<TABLE>
<CAPTION>
Principal
Amount Description Market Value
------ ----------- ------------
HOUSING FINANCE AGENCY BONDS - 7.37%
<S> <C>
$130,000 Minnesota Housing Finance Agency, 6.80%, due
1/1/99, callable 1/1/96 at 102 $ 134,394
190,000 Massachusetts Housing Finance Agency, 6.75%,
due 6/1/99, callable 12/1/96 at 102 195,700
300,000 Virginia State Housing Authority, 7.15%, due
7/1/99 311,250
100,000 Oregon State Housing and Community Service
Department, Single Family Mortgage, 4.20%,
due 7/1/99 99,650
400,000 Pennsylvania Housing Finance System, Single
Family Mortgage, Series S, 7.25%, due
10/1/03 418,000
----------
TOTAL HOUSING FINANCE AGENCY BONDS 1,158,994
----------
GENERAL OBLIGATION BONDS - 49.60%
550,000 Maricopa County, Arizona, 6.80%, due 7/1/03,
Pre-refunded 7/1/97 at 101 555,500
200,000 Vermont Muni Bond Bank, 6.50%, due 12/1/97 202,180
300,000 New Mexico State Severance, 5.20%, due 7/1/01
callable, 7/1/99 at 100 304,080
200,000 Port Corpus Christi, Texas, 4.40%, due
2/1/98 200,360
250,000 Wisconsin, 6.40%, due 5/1/00, pre-refunded
5/1/98 at 101 257,025
640,000 Commonwealth of Pennsylvania, First Series,
6.60%, due 6/1/01, pre-refunded 6/1/98 at
101 676,480
175,000 Birmingham, Alabama, 7.00%, due 7/1/98 180,197
200,000 Dade County, Florida, Public Improvement,
Series 1, 6.80%, due 7/1/99, callable 7/1/89
at 102.75 (MBIA) 201,820
300,000 New Hampshire, 6.50%, due 10/1/99 313,590
300,000 Dauphin County, Pennsylvania, 4.90%, due
3/15/00 303,030
</TABLE>
See notes to financial statements.
-2-
<PAGE>
INVESTMENTS - CONTINUED
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1997
(unaudited)
<TABLE>
<CAPTION>
Principal
Amount Description Market Value
------ ----------- ------------
GENERAL OBLIGATION BONDS - 49.60% - Continued
<S> <C>
$200,000 Pleasant Valley Pennsylvania School District,
6.00%, due 3/15/07, pre-refunded 3/15/00 at
100 (MBIA) $207,840
350,000 Montgomery County Pennsylvania, 5.20%, due
10/15/07, pre-refunded 10/15/00 at 100 358,120
500,000 Washington Suburban Sanitation District,
Maryland Water Supply, 6.80%, due 6/1/05,
pre-refunded 11/1/01 at 102 548,050
215,000 Utah State Municipal Finance Coop, Salt Lake,
6.90% due 3/1/02, callable 3/1/00 at 100
(LOC - Government Revenue Pool) 230,975
155,000 Cambria County Pennsylvania, 5.20%, due
8/15/02 (FGIC) 158,457
300,000 Haverford Township Pennsylvania School
District, (Delaware County), 6.00%, due
6/1/09, pre-refunded 6/1/04 at 100 (FGIC) 322,050
350,000 Erie County Pennsylvania, 4.90%, due 7/1/04 350,665
250,000 Wissahickon Pennsylvania School District,
4.75%, due 11/15/05, callable 11/15/02 at
100 250,475
510,000 Indiana Municipal Bond Bank, 6.75%, due
1/1/06 (LOC Sumitoma Bank, Ltd.), callable
1/1/01 at 102 547,383
225,000 Wilkes-Barre Pennsylvania School District,
(Luzerne County), 6.00%, due 4/1/08, callable
10/1/04 at 100 (FGIC) 239,377
210,000 Delaware County, Pennsylvania, 5.35%, due
10/1/08, callable 10/1/06 at 100 (MBIA) 214,851
200,000 Seneca Valley Pennsylvania School District,
5.50%, due 2/15/09, callable 8/15/05 at 100 206,100
290,000 Ephrata Pennsylvania School District, 5.40%,
due 10/1/09, callable 10/15/01 at 100 (FGIC) 295,916
200,000 Connecticut State, 5.30%, due 10/15/10 202,280
210,000 Beaver County, Pennsylvania, 5.30%, due
10/1/10, callable 10/1/06 at 100 (MBIA) 215,607
250,000 Commonwealth of Pennsylvania, 5.375%, due
4/15/12 252,550
----------
TOTAL GENERAL OBLIGATION BONDS 7,794,958
----------
</TABLE>
See notes to financial statements.
-3-
<PAGE>
INVESTMENTS - CONTINUED
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1997
(unaudited)
<TABLE>
<CAPTION>
Principal
Amount Description Market Value
------ ----------- ------------
SPECIAL OBLIGATION BONDS - 3.36%
<S> <C>
$225,000 Connecticut State Special Tax Obligation,
6.80%, due 10/1/97 $226,552
300,000 Pennsylvania Intergovernmental Coop Authority
(City of Philadelphia), Special Tax Revenue,
4.70%, due 6/15/01 301,410
----------
TOTAL SPECIAL OBLIGATION BONDS 527,962
----------
REVENUE BONDS - 37.00%
325,000 Knoxville, Tennessee Water Revenue, 6.70%,
due 11/1/03, pre-refunded 11/1/97 at 102 334,392
150,000 Memphis Airport Authority, Shelby County
Tennessee, 4.25%, due 2/15/98 150,165
245,000 Kenton County Kentucky, School District
Finance Corporation School Buildings, 4.25%,
due 7/1/98 245,343
275,000 Fort Wayne, Indiana, Hospital Revenue Bond,
6.60%, due 7/1/98, callable 7/1/96 at 102 282,095
500,000 Hillsborough County Florida Aviation
Authority, (Tampa International Airport),
4.25%, due 10/1/98 501,000
300,000 West Chester Pennsylvania Area School
District, 3.55%, due 12/1/98 297,450
230,000 Intermountain Power Agency, Utah, 6.80%, due
7/1/02, callable 1/1/97 at 102 234,945
300,000 Pennsylvania State Certificates of
Participation, Lease Revenue, 4.90%, due
7/1/02 302,550
250,000 Kane County, Illinois Public Buildings, Elgin
College, 6.80%, due 12/1/02, callable 12/1/99
at 100 263,875
350,000 District of Columbia, Georgetown University,
6.90%, due 4/1/04 368,060
See notes to financial statements.
-4-
</TABLE>
<PAGE>
INVESTMENTS - CONTINUED
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1997
(unaudited)
<TABLE>
<CAPTION>
Principal
Amount Description Market Value
------ ----------- ------------
REVENUE BONDS - 37.00% - Continued
<S> <C>
$450,000 Chester County Pennsylvania Health and
Educational Authority, Main Line Facility
Health System Revenue, 4.90%, due 5/15/04 $451,440
175,000 State Public Schools Pennsylvania College
Revenue (Harrisburg Community), 5.10%, due
4/1/06 (MBIA) 176,785
200,000 Allegheny County, Pennsylvania Hospital
Authority, (Children Hospital), 4.85%, due
7/1/05 (MBIA) 200,820
250,000 Lancaster County Pennsylvania Vo-Tech School
Authority, 6.50%, due 2/15/07, callable
2/15/04 at 100 270,275
125,000 Fleetwood Pennsylvania Area School Authority,
5.40%, due 4/1/08 (FGIC) 128,188
200,000 Lincoln Nebraska Electric System, 5.25%, due
9/1/11 199,700
125,000 East Penn Pennsylvania School District,
5.45%, due 11/15/11 (MBIA) 126,013
350,000 Lancaster County Pennsylvania Area Sewer,
5.50%, due 4/1/12 (MBIA) 355,180
200,000 Governor Mifflin Pennsylvania School
District, 5.40%, due 9/15/12, callable
9/15/03 at 100 (AMBAC) 200,520
450,000 Florida Board of Education, 5.30%, due
6/1/13 450,000
275,000 East Penn Pennsylvania School District,
5.45%, due 11/15/13 (MBIA) 276,623
----------
TOTAL REVENUE BONDS 5,815,419
----------
INDUSTRIAL REVENUE BONDS - .83%
130,000 Chester County Pennsylvania Industrial
Development Authority, Glenn Avenue
Associates, 4.375%, due 11/15/98 (Guaranteed
by Provident Mutual Life) 130,338
----------
TOTAL INDUSTRIAL REVENUE BONDS 130,338
----------
</TABLE>
See notes to financial statements.
-5-
<PAGE>
INVESTMENTS - CONTINUED
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1997
(unaudited)
<TABLE>
<CAPTION>
Principal
Amount Description Market Value
------ ----------- ------------
SHORT-TERM INVESTMENTS - at cost, approximating market - 1.84%
<S> <C>
$289,598 Muni Fund Portfolio of Municipal Funds for
Temporary Investment $289,598
-----------
TOTAL SHORT-TERM INVESTMENTS 289,598
----------
TOTAL INVESTMENTS - 100.00% (cost $15,236,105) $15,717,269
===========
</TABLE>
See notes to financial statements.
-6-
<PAGE>
STATEMENT OF OPERATIONS
SHEPMYERS INVESTMENT COMPANY
FOR THE SIX MONTHS ENDED JUNE 30, 1997
(unaudited)
INVESTMENT INCOME
-----------------
Interest $ 430,355
EXPENSES
--------
Investment advisory fees - Note 3 12,500
Custodian fees 3,915
Transfer and dividend disbursing agent fees 1,650
Legal and professional fees - Note 3 15,850
Officers' salaries and directors' fees - Note 3 14,550
Capital stock tax 1,250
Clerical 1,250
Insurance 1,200
Miscellaneous 6,888
-----------
59,053
NET INVESTMENT INCOME 371,302
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS - NOTE 4
-----------------------------------------------------------
Net realized gains on investment transactions 15,439
Net unrealized depreciation of investments ( 50,879)
-----------
NET LOSS ON INVESTMENTS ( 35,440)
-----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 335,862
===========
See notes to financial statements.
-7-
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
SHEPMYERS INVESTMENT COMPANY
<TABLE>
<CAPTION>
For the Six For the Year
Months Ended Ended
June 30, 1997 December 31,
(unaudited) 1996
------------ ------------
<S> <C> <C>
CHANGES RESULTING FROM OPERATIONS
- ---------------------------------
Net investment income $ 371,302 $ 769,442
Net realized gain/(loss) from
investment transactions 15,439 16,057
Net unrealized (depreciation) of
investments ( 50,879) (180,868)
------------ ------------
Net increase in net assets
resulting from operations 335,862 604,631
DISTRIBUTIONS TO SHAREHOLDERS
- -----------------------------
Dividends from net investment income (645,320) (793,590)
------------ ------------
Total increase/(decrease) in net
assets (309,458) 188,959
NET ASSETS
- ----------
Beginning of year 15,555,553 15,744,512
------------ ------------
End of period/year (including undistrib-
uted net investment income of
$23,002 and $297,020, respectively) $ 15,246,095 $ 15,555,553
============ ============
</TABLE>
See notes to financial statements.
-8-
<PAGE>
FINANCIAL HIGHLIGHTS
SHEPMYERS INVESTMENT COMPANY
<TABLE>
<CAPTION>
For the Six
Month period
Ended
-------------
June 30, 1997
-------------
(unaudited)
<S> <C>
PER SHARE DATA (for a share outstanding
throughout the indicated year/period)
Net asset value, beginning of year $ 20.25
Income from operations:
Investment income .56
Expenses .08
-----------
Net investment income .48
Net realized and unrealized
gain/(loss) on investments (.04)
-----------
Total from investment operations .44
-----------
Less distributions:
Dividends from net investment
income (.84)
Distributions from net realized
investment transactions --
-----------
Total distributions (.84)
-----------
Net asset value, end of year/period $ 19.85
===========
TOTAL RETURN BASED ON NET ASSET VALUE (1) 2.22%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year/period
(in thousands) $ 15,246
Ratio of expenses to average
net assets .39%
Ratio of net investment income
to average net assets 2.44%
Portfolio turnover rate 6.69%
Number of shares outstanding at
end of year/period 768,238
</TABLE>
<TABLE>
<CAPTION>
For the Year Ended December 31,
---------------------------------------------------------------------------
1996 1995 1994 1993 1992
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
PER SHARE DATA (for a share outstanding
throughout the indicated year/period)
Net asset value, beginning of year $ 20.49 $ 19.81 $ 20.82 $ 20.82 $ 20.65
Income from operations:
Investment income 1.15 1.16 1.15 1.19 1.27
Expenses .15 .14 .15 .14 .14
----------- ----------- ----------- ----------- -----------
Net investment income 1.00 1.02 1.00 1.05 1.13
Net realized and unrealized
gain/(loss) on investments (.21) .67 (.95) .11 .26
----------- ----------- ----------- ----------- -----------
Total from investment operations .79 1.69 .05 1.16 1.39
----------- ----------- ----------- ----------- -----------
Less distributions:
Dividends from net investment
income (1.03) (1.01) (1.06) (1.13) (1.21)
Distributions from net realized
investment transactions -- -- -- (.03) (.01)
----------- ----------- ----------- ----------- -----------
Total distributions (1.03) (1.01) (1.06) (1.16) (1.22)
----------- ----------- ----------- ----------- -----------
Net asset value, end of year/period $ 20.25 $ 20.49 $ 19.81 $ 20.82 $ 20.82
=========== =========== =========== =========== ===========
TOTAL RETURN BASED ON NET ASSET VALUE (1) 3.80% 8.58% .10% 5.57% 6.73%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year/period
(in thousands) $ 15,556 $ 15,745 $ 15,220 $ 15,994 $ 15,993
Ratio of expenses to average
net assets .75% .72% .73% .67% .66%
Ratio of net investment income
to average net assets 4.99% 5.10% 5.02% 5.14% 5.55%
Portfolio turnover rate 12.61% 11.00% 12.68% 14.92% 13.09%
Number of shares outstanding at
end of year/period 768,238 768,238 768,238 768,238 768,238
</TABLE>
(1) Total return based on market price has not been disclosed due to lack of
market price information.
See notes to financial statements.
-9-
<PAGE>
NOTES TO FINANCIAL STATEMENTS
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1997
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Company is registered under the Investment Company Act of 1940, as amended,
as a diversified, closed-end management company and intends to meet the
requirements of a regulated investment company as defined under Subchapter M of
the Internal Revenue Code. The following is a summary of significant accounting
policies followed by the Company in the preparation of its financial statements.
The Company's investment objective is to seek a high level of income and capital
gains, net of federal income tax as is consistent with the preservation of
capital. The Company will invest primarily in tax-exempt obligations, but may
also own taxable obligation, preferred stock (including convertible preferred
stock), other fixed-income securities and common stocks (including warrants and
rights to purchase common stock). The relative proportions of the types of the
Company's portfolio securities will vary from time to time but not less than 50%
of the portfolio will be invested in obligations issued by states, territories,
and possessions of the United States and the District of Columbia, and their
political subdivisions, duly constituted authorities and corporations, the
interest on which is exempt from federal income tax in the opinion of bond
counsel to the issuers.
Valuation of Investments: Investments are valued based on prices furnished by an
independent pricing service. This service determines the valuations based on
valuations for normal institutional size trading units of debt securities. In
most instances, these valuations represent the mean between the most recently
quoted bid and ask prices. In the event that market quotations are not readily
available, securities are valued at their fair value by the investment advisor
under the supervision and responsibility of the Company's Board of Directors.
These valuations are believed to accurately reflect the fair market value of
such securities.
Recording Transactions: Security transactions are accounted for
on the date the securities are purchased or sold (trade date).
Dividends and distributions to shareholders are recorded on the
declaration date.
-10-
<PAGE>
NOTES TO FINANCIAL STATEMENTS - CONTINUED
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1997
Determination of Realized Gains or Losses from Investment Transactions: Realized
gains or losses from investment transactions are calculated on the identified
cost basis.
Federal Income Tax: It is the Company's policy to comply with the requirements
of the Internal Revenue code applicable to regulated investment companies and to
distribute substantially all of its net investment income and realized net gain
from investment transactions to its shareholders and, accordingly, no provision
has been made for Federal income taxes.
Investment Income: The Company records interest income on the accrual basis. In
computing net investment income, the Company amortizes premium over the life of
the security, unless said premium is in excess of any call price, in which case
the excess is amortized to the earliest call date. Original issue discount is
accreted over the life of the security.
NOTE 2 - DIVIDENDS
On both April 28 and June 16, 1997 the Board of Directors declared a cash
dividend from net investment income of $.15 per share. The dividends are payable
on July 1, 1996 and October 1, 1996 to shareholders of record on June 3, 1997
and September 1, 1997, respectively.
NOTE 3 - INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH
AFFILIATES
The Investment Advisory agreement provides that the Company will pay to the
Investment Advisor, as compensation for services provided, a fee at an annual
rate of $25,000. At June 30, 1997, $6,250 is payable.
An officer of the Company is a partner in a law firm that provides legal
services to the Company. Fees for these services aggregated $8,500 for the six
months ended June 30, 1997, of which $4,250 is payable at June 30, 1997.
The Board of Directors has resolved that each director be paid $250 per meeting
attended plus an annual fee of $600, and that the Chairman of the Board be paid
an annual consulting fee of $15,000 and other officers an annual salary of $100
from the
-11-
<PAGE>
NOTES TO FINANCIAL STATEMENTS - CONTINUED
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1997
income of the Company as compensation for their services. Directors and officers
are reimbursed by the Company for out-of-pocket expenses incurred in attending
meetings of the Board of Directors.
NOTE 4 - COST, PURCHASES, AND SALES OF SECURITY INVESTMENTS
Cost of purchases and proceeds from sales and maturities of investment
securities, other than short-term investments, aggregated $1,249,000 and
$1,010,000, respectively, during the six months ended June 30, 1997.
At June 30, 1997, the cost of investment securities owned is the same for
financial reporting and federal income tax purposes. Net unrealized appreciation
of investment securities is $481,164 (aggregate gross unrealized appreciation of
$484,064 less aggregate gross unrealized depreciation of $2,900).
NOTE 5 - COMPONENTS OF NET ASSETS
The components of net assets at June 30, 1997 are as follows:
Common Stock--par value $.50 per share,
768,238 shares issued and outstanding,
(2,000,000 shares authorized); and
capital paid-in $14,723,326
Undistributed net investment income 23,002
Undistributed net realized gains on
investment transactions 18,603
Net unrealized appreciation of investments 481,164
-----------
NET ASSETS $15,246,095
===========
-12-
<PAGE>
<PAGE>
MATTERS SUBMITTED TO A VOTE OF SHAREHOLDERS
The matters described below were submitted to a vote of shareholders of
Shepmyers Investment Company (the "Company") at an Annual Meeting of
Shareholders held on April 28, 1997 (the "Meeting"):
Matter 1 - Election of Directors: At the Meeting, Paul E. Spears, Gordon P.
King, Lawrence S. DeVan, John M. Fuss, Ralph E. Lemmon, Jr., Robert P. Myers,
Paul Frey Spears, John F. Thompson, III and C. Daniel Weber, constituting the
entire Board of Directors, were elected to hold office until the next Annual
Meeting of Shareholders and until his successor is elected and qualified.
The following shares were voted for, against or abstained in the election
of directors:
For Against Abstain
--- ------- -------
Paul E. Spears 571,656 1 0
Gordon P. King 571,656 1 0
Lawrence S. DeVan 525,693 45,964 0
John M. Fuss 571,656 1 0
Ralph E. Lemmon, Jr. 571,656 1 0
Robert P. Myers 571,656 1 0
Paul Frey Spears 571,656 1 0
John F. Thompson, III 571,656 1 0
C. Daniel Weber 571,656 1 0
Matter 2 - Approval of the Continuation of the Existing Advisory Agreement
between the Company and Rittenhouse Financial Services, Inc. ("RFS") until April
30, 1998:
The Company's directors, including a majority of the Company's
disinterested directors, voted to approve the continuation of the existing
advisory agreement between the Company and RFS until April 30, 1998 and to
recommend its approval by the shareholders of the Company at the Meeting.
The number of shares cast in favor of the resolution approving the
continuation of the existing advisory agreement was 570,257. The number of votes
cast against such resolution was zero. The number of votes abstaining was 1,400.
Matter 3 - Ratification of Selection of Ernst & Young, LLP ("Ernst &
Young") as the Company's Independent Certified Public Accountants for the Year
Ending December 31, 1997:
Ernst & Young, the Company's auditors beginning in 1978, were selected
as independent certified public accountants for the Company for the year ending
December 31, 1997 by a
<PAGE>
majority of the members of the Company's Board of Directors who are not
"interested persons" of the Company. The ratification of the selection of
independent certified public accountants was submitted to the Company's
shareholders at the Meeting.
The number of shares cast in favor of the resolution ratifying the
Board's selection of Ernst & Young as the Company's independent certified public
accountants was 571,257. The number of shares cast against such resolution was
200. The number of shares abstaining was 200.
-2-
<PAGE>
CORPORATE DIRECTORY
DIRECTORS AND OFFICERS
- ----------------------
P.E. Spears*
President and Chairman of the Board
G.P. King*
Vice President and Treasurer
W.B. McConnel, III
Secretary
L.S. DeVan*
J.M. Fuss*
R.E. Lemmon, Jr.*
R.P. Myers*
P.F. Spears*
J.F. Thompson, III*
C.D. Weber*
*Director
AUDITOR
- -------
Ernst & Young, LLP
Reading, Pennsylvania
COUNSEL
- -------
Drinker Biddle & Reath LLP
Philadelphia, Pennsylvania
INVESTMENT ADVISOR
- ------------------
Rittenhouse Financial Services, Inc.
Radnor, Pennsylvania
CUSTODIAN, TRANSFER AGENT, REGISTRAR & DIVIDEND DISBURSING AGENT
- ----------------------------------------------------------------
Investors Trust Company
Wyomissing, Pennsylvania