SHEPMYERS INVESTMENT COMPANY
SEMI-ANNUAL REPORT TO SHAREHOLDERS
June 30, 1998
P.O. Box 339
Hanover, Pennsylvania 17331
<PAGE>
Shepmyers Investment Company
P.O. BOX 339
HANOVER, PENNSYLVANIA 17331
August 24, 1998
Dear Shareholder:
We are pleased to send you the Semi-Annual Report, which reflects the company's
financial position as of June 30, 1998.
During the first six months of 1998, economic trends remained a mixed picture
with the domestic economy actually stronger that the 1.4% GDP growth estimated
for the second quarter. The consumer sector remains solid with both strong
income and growth in jobs. Weakness in the economy is beginning to surface in
new orders for capital goods and a slow-down in corporate profits. Interest
rates should remain in a tight range as the tug-of-war between domestic trends
and international developments plays out. Concerns about rising wage inflation
likely will keep yields from falling much. While capital flowing into U.S. bonds
from overseas should keep long term yields from rising.
Over the last six months, the yield on the Municipal Bond Buyer Index has
declined from 5.15% at year-end 1997 to 5.14% at June 30, 1998. We maintain our
long-standing emphasis on managing a well-diversified portfolio of high quality
municipal securities. As of June 30, 1998 our portfolio had an average maturity
of 7.00 years with the longest maturity being 16 years. In addition, over 88% 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, 1998
(unaudited)
ASSETS
- ------
Investments at market value - (cost $15,217,780) $15,747,488
Cash 1,000
Accrued interest receivable 205,791
Prepaid expenses 2,528
-----------
TOTAL ASSETS 15,956,807
-----------
LIABILITIES
- -----------
Investment purchases payable 422,770
Dividends declared - Note 2 115,236
Accrued liabilities - Note 3 38,713
-----------
TOTAL LIABILITIES 576,719
-----------
NET ASSETS at market, applicable to
768,238 outstanding common shares,
equivalent to $20.02 a share - Note 5 $15,380,088
===========
See notes to financial statements.
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<PAGE>
INVESTMENTS
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1998
(unaudited)
<TABLE>
<CAPTION>
Principal
Amount Description Market Value
- --------- ----------- ------------
<S> <C> <C>
HOUSING FINANCE AGENCY BONDS - 6.98%
$125,000 Minnesota Housing Finance Agency, 6.80%, due 1/1/99,
callable 1/1/96 at 102 $ 126,600
190,000 Massachusetts Housing Finance Agency, 6.75%, due
6/1/99, callable 12/1/96 at 102 194,047
100,000 Oregon State Housing and Community Service Department,
Single Family Mortgage, 4.20%, due 7/1/99 100,090
400,000 Pennsylvania Housing Finance System, Single Family
Mortgage, Series S, 7.25%, due 10/1/03 424,000
250,000 Alaska State Housing Finance Corporation, 4.80%,
due 6/1/09, callable 6/1/08 at 101 253,750
----------
TOTAL HOUSING FINANCE AGENCY BONDS 1,098,487
----------
GENERAL OBLIGATION BONDS - 52.91%
175,000 Birmingham, Alabama, 7.00%, due 7/1/98 175,000
300,000 New Mexico State Severance, 5.20%, due 7/1/01
callable, 7/1/99 at 100 304,860
640,000 Commonwealth of Pennsylvania, First Series, 6.60%,
due 6/1/01, pre-refunded 6/1/99 at 101 664,640
300,000 New Hampshire, 6.50%, due 10/1/99 309,120
300,000 Dauphin County, Pennsylvania, 4.90%, due 3/15/00 304,110
200,000 Pleasant Valley Pennsylvania School District,
6.00%, due 3/15/07, pre-refunded 3/15/00 at 100 (MBIA) 206,660
350,000 Montgomery County Pennsylvania, 5.20%, due
10/15/07, pre-refunded 10/15/00 at 100 360,290
500,000 Washington Suburban Sanitation District, Maryland
Water Supply, 6.80%, due 6/1/05, pre-refunded
6/1/01 at 102 547,300
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) 229,513
155,000 Cambria County Pennsylvania, 5.20%, due 8/15/02 (FGIC) 160,425
300,000 Haverford Township Pennsylvania School District,
(Delaware County), 6.00%, due 6/1/09, pre-refunded
6/1/04 at 100 (FGIC) 325,650
350,000 Erie County Pennsylvania, 4.90%, due 7/1/04 350,000
225,000 Wilkes-Barre Pennsylvania School District, (Luzerne County),
6.00%, due 4/1/08, pre-refunded 10/1/04 at 100 (FGIC) 245,205
</TABLE>
See notes to financial statements.
-3-
<PAGE>
INVESTMENTS - CONTINUED
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1998
(unaudited)
<TABLE>
<CAPTION>
Principal
Amount Description Market Value
- --------- ----------- ------------
<S> <C> <C>
GENERAL OBLIGATION BONDS - 52.91% - Continued
$200,000 Seneca Valley Pennsylvania School District, 5.50%,
due 2/15/09, pre-refunded 8/15/05 at 100 $ 212,820
250,000 Wissahickon Pennsylvania School District, 4.75%,
due 11/15/05, callable 11/15/02 at 100 254,825
510,000 Indiana Municipal Bond Bank, 6.75%, due 1/1/06
(LOC Sumitoma Bank, Ltd.), callable 1/1/01 at 102 546,006
225,000 Tunkhannock Area School District, Wyoming County,
Pennsylvania, 4.45%, due 7/15/06 (AMBAC) 223,673
210,000 Beaver County, Pennsylvania, 5.30%, due 10/1/10,
pre-refunded 10/1/06 at 100 (MBIA) 223,797
150,000 Kane, Cook & DuPage Counties, Illinois School
District No. 46, 4.45%, due 1/1/07 (FSA) 149,100
170,000 Reading, Pennsylvania, 4.50%, due 11/15/07,
callable 11/15/05 at 100 (AMBAC) 170,595
210,000 Delaware County, Pennsylvania, 5.35%, due 10/1/08, callable
10/1/06 at 100 (MBIA) 220,164
290,000 Ephrata Pennsylvania School District, 5.40%, due 10/1/09,
callable 10/15/01 at 100 (FGIC) 294,524
275,000 Shippensburg, Pennsylvania, 5.00%, due 11/15/09
callable 11/15/02 at 100 (FGIC) 278,080
125,000 Berks County, Pennsylvania, 5.00%, due 5/15/10,
callable 5/15/03 at 100 (FGIC) 126,025
200,000 Connecticut State, 5.30%, due 10/15/10 208,020
325,000 Port Houston Authority, Harris County Texas, 5.00%,
due 10/1/10, callable 10/1/07 at 100 330,200
100,000 Arlington Heights, Illinois, 5.00%, due 12/1/11,
callable 12/1/05 at 100 100,980
250,000 Commonwealth of Pennsylvania, 5.375%, due 4/15/12,
callable 4/15/06 at 101.5 257,900
300,000 Armstrong Pennsylvania School District, 5.00%, due
9/15/14, callable 9/15/04 at 100 (FGIC) 300,810
250,000 Dauphin County Pennsylvania General Authority Subscriber,
4.95%, due 6/1/26, callable 6/1/05 at 100, putable 6/2/08 252,300
----------
TOTAL GENERAL OBLIGATION BONDS 8,332,592
----------
SPECIAL OBLIGATION BONDS - 1.93%
300,000 Pennsylvania Intergovernmental Coop Authority (City
of Philadelphia), Special Tax Revenue, 4.70%,
due 6/15/01 304,620
----------
TOTAL SPECIAL OBLIGATION BONDS 304,620
----------
REVENUE BONDS - 35.48%
245,000 Kenton County Kentucky, School District Finance
Corporation School Buildings, 4.25%, due 7/1/98 245,000
</TABLE>
See notes to financial statements.
-4-
<PAGE>
INVESTMENTS - CONTINUED
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1998
(unaudited)
<TABLE>
<CAPTION>
Principal
Amount Description Market Value
- --------- ----------- ------------
<S> <C> <C>
REVENUE BONDS - 35.48% - Continued
$500,000 Hillsborough County Florida Aviation Authority,
(Tampa International Airport), 4.25%, due 10/1/98 $500,250
250,000 Kane County, Illinois Public Buildings, Elgin College,
6.80%, due 12/1/02, pre-refunded 12/1/99 at 100 260,000
125,000 East Penn Pennsylvania School District, 5.45%, due
11/15/11, pre-refunded 5/15/02 at 100 (MBIA) 130,438
275,000 East Penn Pennsylvania School District, 5.45%, due
11/15/13, pre-refunded 5/15/02 at 100 (MBIA) 287,952
230,000 Intermountain Power Agency, Utah, 6.80%, due
7/1/02, callable 1/1/97 at 102 234,968
300,000 Pennsylvania State Certificates of Participation,
Lease Revenue, 4.90%, due 7/1/02 (AMBAC) 307,470
350,000 District of Columbia, Georgetown University, 6.90%,
due 4/1/04, callable 4/1/99 at 102 362,670
450,000 Chester County Pennsylvania Health and Educational
Authority, Main Line Facility Health System Revenue,
4.90%, due 5/15/04 460,395
175,000 State Public Schools Pennsylvania College Revenue
(Harrisburg Community), 5.10%, due 4/1/06 (MBIA) 181,633
200,000 Allegheny County, Pennsylvania Hospital Authority,
(Children Hospital), 4.85%, due 7/1/05 (MBIA) 204,260
250,000 Lancaster County Pennsylvania Vo-Tech School Authority,
6.50%, due 2/15/07, callable 2/15/04 at 100 275,274
200,000 Tennessee State LOC Development Authority, 4.75%,
due 3/1/08, callable 3/1/06 at 100 (MBIA) 201,800
200,000 Salt River Project Arizona Agricultural and Power
Electric System, 5.00%, due 1/1/10, callable
1/1/99 at 100 203,000
200,000 Kentucky State Property and Building, 5.00%, due
9/1/10, callable 9/1/03 at 102 201,880
200,000 Lincoln Nebraska Electric System, 5.25%, due 9/1/11 204,900
200,000 Madison Wisconsin Sewer System, 5.00%, due 12/1/11,
callable 12/1/06 at 100 202,240
350,000 Lancaster County Pennsylvania Area Sewer, 5.50%,
due 4/1/12 (MBIA) 358,715
200,000 Governor Mifflin Pennsylvania School District, 5.40%,
due 9/15/12, callable 9/15/03 at 100 (AMBAC) 204,040
450,000 Florida Board of Education, 5.30%, due 6/1/13,
callable 6/1/03 at 101 459,180
100,000 Virginia Resources Authority, 5.25%, due 10/1/13,
callable 10/1/03 at 102 101,860
----------
TOTAL REVENUE BONDS 5,587,925
----------
</TABLE>
See notes to financial statements.
-5-
<PAGE>
INVESTMENTS - CONTINUED
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1998
(unaudited)
<TABLE>
<CAPTION>
Principal
Amount Description Market Value
- --------- ----------- ------------
<S> <C> <C>
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) $ 130,156
-----------
TOTAL INDUSTRIAL REVENUE BONDS 130,156
-----------
SHORT-TERM INVESTMENTS - at cost, approximating market - 1.87%
Shares
- ------
293,708 Muni Fund Portfolio of Municipal Funds for
Temporary Investment 293,708
-----------
TOTAL SHORT-TERM INVESTMENTS 293,708
-----------
TOTAL INVESTMENTS -100.00% (cost $15,217,780) $15,747,488
===========
</TABLE>
See notes to financial statements.
-6-
<PAGE>
STATEMENT OF OPERATIONS
SHEPMYERS INVESTMENT COMPANY
FOR THE SIX MONTHS ENDED JUNE 30, 1998
(unaudited)
INVESTMENT INCOME
- -----------------
Interest $412,132
EXPENSES
- --------
Investment advisory fees Note 3 12,500
Custodian fees 3,880
Transfer and dividend disbursing agent fees 1,260
Legal and professional fees - Note 3 15,850
Officers' salaries and directors' fees - Note 3 14,800
Capital stock tax 1,250
Clerical 1,250
Insurance 1,250
Miscellaneous 6,638
--------
58,678
--------
NET INVESTMENT INCOME 353,454
--------
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS NOTE 4
- ---------------------------------------------------------
Net realized gains on investment transactions 3,625
Net unrealized depreciation of investments (20,327)
--------
NET LOSS ON INVESTMENTS (16,702)
--------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $336,752
========
See notes to financial statements.
-7-
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
SHEPMYERS INVESTMENT COMPANY
For the Six For the Year
Months Ended Ended
June 30, 1998 December 31,
(unaudited) 1997
------------- -------------
CHANGES RESULTING FROM OPERATIONS
- ---------------------------------
Net investment income $ 353,454 $ 732,833
Net realized gains from investment
transactions 3,625 42,711
Net unrealized (depreciation)/
appreciation of investments (20,327) 17,992
----------- -----------
Net increase in net assets
resulting from operations 336,752 793,536
DISTRIBUTIONS TO SHAREHOLDERS
- -----------------------------
Dividends from net investment income (499,322) (760,556)
Dividends from realized capital gains (9,251) (36,624)
----------- -----------
Total (decrease) in net assets (171,821) (3,644)
NET ASSETS
- ----------
Beginning of year 15,551,909 15,555,553
----------- -----------
End of period/year (including
undistributed net investment income of
$123,429 and $269,297, respectively) $15,380,088 $15,551,909
=========== ============
See notes to financial statements.
-8-
<PAGE>
FINANCIAL HIGHLIGHTS
SHEPMYERS INVESTMENT COMPANY
<TABLE>
<CAPTION>
For the Six
Month Period
Ended For the Year Ended December 31,
------------ ----------------------------------------------
June 30, 1998 1997 1996 1995 1994 1993
------------- ---- ---- ---- ---- ----
(unaudited)
<S> <C> <C> <C> <C> <C> <C>
PER SHARE DATA (for a share outstanding
throughout the indicated year/period)
Net asset value, beginning of year $20.24 $20.25 $20.49 $19.81 $20.82 $20.82
Income from operations:
Investment income .54 1.10 1.15 1.16 1.15 1.19
Expenses .08 .15 .15 .14 .15 .14
------ ------ ------ ------ ------ ------
Net investment income .46 .95 1.00 1.02 1.00 1.05
Net realized and unrealized
gain/(loss) on investments (.02) .08 (.21) .67 (.95) .11
------ ------ ------ ------ ------ ------
Total from investment operations .44 1.03 .79 1.69 .05 1.16
------ ------ ------ ------ ------ ------
Less distributions:
Dividends from net investment
income (.65) (.99) (1.03) (1.01) (1.06) (1.13)
Distributions from net realized
investment transactions (.01) (.05) - - - (.03)
------ ------ ------ ------ ------ ------
Total distributions (.66) (1.04) (1.03) (1.01) (1.06) (1.16)
------ ------ ------ ------ ------ ------
Net asset value, end of year/period $20.02 $20.24 $20.25 $20.49 $19.81 $20.82
====== ====== ====== ====== ====== ======
TOTAL RETURN BASED ON NET ASSET VALUE (1) 2.15% 5.09% 3.80% 8.58% .10% 5.57%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year/period
(in thousands) $15,380 $15,552 $15,556 $15,745 $15,220 $15,994
Ratio of expenses to average
net assets .38% .75% .75% .72% .73% .67%
Ratio of net investment income
to average net assets 2.31% 4.78% 4.99% 5.10% 5.02% 5.14%
Portfolio turnover rate 3.98% 21.71% 12.61% 11.00% 12.68% 14.92%
Number of shares outstanding at
end of year/period 768,238 768,238 768,238 768,238 768,238 768,238
</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, 1998
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 of 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.
Determination of Realized Gains or Losses from Investment Transactions:
Realized gains or losses from investment transactions are calculated on the
identified cost basis.
-10-
<PAGE>
NOTES TO FINANCIAL STATEMENTS - CONTINUED
SHEPMYERS,INVESTMENT COMPANY
JUNE 30, 1998
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Use of Estimates: The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumption that affect the reported amounts of assets and liabilities and
disclosures of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from these estimates.
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 May 11, 1998 the Board of Directors declared a cash dividend from net
investment income of $.15 per share. The dividend is payable on July 1, 1998 to
shareholders of record on June 3, 1998.
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, 1998, $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, 1998, of which $4,250 is payable at June 30, 1998.
-11-
<PAGE>
NOTES TO FINANCIAL STATEMENTS - CONTINUED
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1998
NOTE 3 - INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH
AFFILIATES (continued)
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 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 $1,048,307 and
$602,500, respectively, during the six months ended June 30, 1998.
At June 30, 1998, the cost of investment securities owned is the same for
financial reporting and federal income tax purposes. Net unrealized
appreciation of investment securities is $529,708 (aggregate gross unrealized
appreciation of $532,452 less aggregate gross unrealized depreciation of
$2,744).
NOTE 5 - COMPONENTS OF NET ASSETS
The components of net assets at June 30, 1998 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 123,429
Undistributed net realized gains on
investment transactions 3,625
Net unrealized appreciation of investments 529,708
-----------
NET ASSETS $15,380,088
===========
-12-
<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 May 11, 1998 (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 685,548 0 65
Gordon P. King 685,548 0 65
Lawrence S. DeVan 685,548 0 65
John M. Fuss 685,548 0 65
Ralph E. Lemmon, Jr. 685,548 0 65
Robert P. Meyers 685,548 0 65
Paul Frey Spears 685,548 0 65
John F. Thompson, III 685,548 0 65
C. Daniel Weber 658,548 0 65
Matter 2 - Approval of the Continuation of the Existing Advisory
Agreement between the Company and The Rittenhouse Trust Company ("RTC") until
April 30, 1999:
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 RTC until April 30, 1999 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 658,580. The number of votes
cast against such resolution was zero. The number of votes abstaining was 33.
Matter 3 - Ratification of the Selection of Ernst & Young, LLP ("Ernst
& Young") as the Company's Independent Certified Public Accountants for the Year
Ending December 31, 1998:
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, 1998 by a 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 685,613. The number of shares cast against such resolution was
zero. The number of shares abstaining was zero.
-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
Harrisburg, Pennsylvania
COUNSEL
Drinker Biddle & Reath LLP
Philadelphia, Pennsylvania
INVESTMENT ADVISOR
The Rittenhouse Trust Company
Radnor, Pennsylvania
CUSTODIAN, TRANSFER AGENT, REGISTRAR & DIVIDEND DISBURSING AGENT
Investors Trust Company
Wyomissing, Pennsylvania