SHEPMYERS INVESTMENT COMPANY
SEMI-ANNUAL REPORT TO SHAREHOLDERS
June 30, 1999
P.O. Box 339
Hanover, Pennsylvania 17331
<PAGE>
[SHEPMYERS INVESTMENT COMPANY LETTERHEAD]
August 31, 1999
Dear Shareholder:
We are pleased to send you the Semi-Annual Report, which reflects the
Company's financial position as of June 30, 1999.
The economy should continue to move forward over the next several months
with GDP final demand growing around a 4% pace. Consumers are likely to sustain
spending at a strong rate as employment remains high and consumer confidence is
at near record levels. Some hints of slower economic growth are beginning to
appear but the evidence is far from overwhelming. The recent shift toward a more
positive yield curve is a sign that investor expectations are shifting from a
deflationary to an inflationary bias.
Over the past six months, the yield on the 20 Year Municipal Bond Buyer
Index has risen from 5.03% at year-end 1998 to 5.23% at June 30, 1999. We
maintain our long-standing emphasis on managing a well-diversified portfolio of
high quality municipal securities. As of June 30, 1999 our portfolio had an
average maturity of 7.23 years with the longest maturity being 15 years. In
addition, over 96.4% 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 A2 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:tsw
<PAGE>
STATEMENT OF ASSETS AND LIABILITIES
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1999
(unaudited)
ASSETS
- ------
Investments at market value - (cost $14,924,550) $15,108,492
Cash 1,000
Accrued interest receivable 196,875
Prepaid expenses 2,600
-----------
TOTAL ASSETS 15,308,967
-----------
LIABILITIES
- -----------
Investment purchases payable 99,800
Dividends declared - Note 2 230,460
Accrued liabilities - Note 3 35,567
-----------
TOTAL LIABILITIES 365,827
-----------
NET ASSETS at market, applicable to
768,238 outstanding common shares,
equivalent to $19.45 a share - Note 5 $14,943,140
===========
See notes to financial statements.
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<PAGE>
INVESTMENTS
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1999
(unaudited)
Principal
Amount Description Market Value
- --------- ----------- ------------
HOUSING FINANCE AGENCY BONDS - 5.06%
$100,000 Oregon State Housing and Community Service Depart-
ment, Single Family Mortgage, 4.20%, due 7/1/99 $100,000
400,000 Pennsylvania Housing Finance System, Single Family
Mortgage, Series S, 7.25%, due 10/1/03 416,000
250,000 Alaska State Housing Finance Corporation, 4.80%,
due 6/1/09, callable 6/1/08 at 101 248,750
--------
TOTAL HOUSING FINANCE AGENCY BONDS 764,750
--------
GENERAL OBLIGATION BONDS - 61.04%
300,000 Dauphin County, Pennsylvania, 4.90%, due 3/15/00 302,070
200,000 Pleasant Valley Pennsylvania School District,
6.00%, due 3/15/07, pre-refunded 3/15/00 at 100 (MBIA) 203,260
350,000 Montgomery County Pennsylvania, 5.20%, due 10/15/07,
pre-refunded 10/15/00 at 100 355,530
500,000 Washington Suburban Sanitation District, Maryland Water
Supply, 6.80%, due 6/1/05, pre-refunded 6/1/01 at 102 534,350
300,000 New Mexico State Severence, 5.20%, due 7/1/01,
callable 7/1/99 at 100 300,060
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) 224,396
155,000 Cambria County Pennsylvania, 5.20%, due 8/15/02 (FGIC) 158,875
300,000 Haverford Township Pennsylvania School District,
(Delaware County), 6.00%, due 6/1/09, pre-refunded
6/1/04 at 100 (FGIC) 320,700
350,000 Erie County Pennsylvania, 4.90%, due 7/1/04 349,300
225,000 Wilkes-Barre Pennsylvania School District, (Luzerne
County), 6.00%, due 4/1/08, pre-refunded 10/1/04 at 100
(FGIC) 241,470
200,000 Seneca Valley Pennsylvania School District, 5.50%,
due 2/15/09, pre-refunded 8/15/05 at 100 210,100
250,000 Wissahickon Pennsylvania School District,
4.75%, due 11/15/05, callable 11/15/02 at 100 252,075
510,000 Indiana Municipal Bond Bank, 6.75%, due 1/1/06
(LOC Sumitoma Bank, Ltd.), callable 1/1/01 at 102 532,491
225,000 Tunkhannock Area School District, Wyoming County,
Pennsylvania, 4.45%, due 7/15/06 (AMBAC) 222,413
See notes to financial statements.
- 3 -
<PAGE>
INVESTMENTS - CONTINUED
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1999
(unaudited)
Principal
Amount Description Market Value
- --------- ----------- ------------
GENERAL OBLIGATION BONDS - 61.04% - Continued
$210,000 Delaware County, Pennsylvania, 5.35%, due 10/1/08,
pre-refunded 10/1/06 at 100 (MBIA) $ 219,072
210,000 Beaver County, Pennsylvania, 5.30%, due 10/1/10,
pre-refunded 10/1/06 at 100 (MBIA) 221,004
150,000 Kane, Cook & DuPage Counties, Illinois School District
No. 46, 4.45%, due 1/1/07 (FSA) 147,270
185,000 Greenville, South Carolina, 4.00%, due 4/1/07 177,360
225,000 Johnson County, Kansas, 4.00%, due 9/1/07,
callable 9/1/06 at 100 214,200
195,000 Shaler, Pennsylvania School District, 4.30%,
due 10/1/07 (FSA) 189,209
170,000 Reading, Pennsylvania, 4.50%, due 11/15/07
callable 11/15/05 at 100 (AMBAC) 167,229
275,000 Nevada State Capital Improvement, 4.10%, due 4/15/08 262,515
250,000 Dauphin County Pennsylvania General Authority Subscriber,
4.95%, due 6/1/26, callable 6/1/05 at
100, putable 6/2/08 249,375
300,000 Minneapolis, Minnesota Special School District,
No. 1, 4.20%, due 2/1/09, callable 2/1/07 at 100 285,540
100,000 Montgomery County, Pennsylvania, 4.60%, due 7/15/09 97,780
290,000 Ephrata, Pennsylvania School District, 5.40%,
due 10/1/09, callable 10/15/01 at 100 (FGIC) 297,859
275,000 Shippenensburg, Pennsylvania, 5.00%, due 11/15/09
callable 11/15/02 at 100 (FGIC) 275,000
125,000 Berks County, Pennsylvania, 5.00%, due 5/15/10,
callable 5/15/03 at 100 (FGIC) 124,688
200,000 Connecticut State, 5.30%, due 10/15/10,
callable 5/15/06 at 101 204,360
325,000 Port Houston Authority, Harris-County Texas, 5.00%,
due 10/1/10, callable 10/1/07 at 100 324,188
240,000 North Penn, Pennsylvania School District, 4.60%,
due 9/1/11, callable 9/1/09 at 100 (FSA) 230,711
310,000 Girard, Pennsylvania School District, 4.55%,
due 11/15/11 296,452
100,000 Arlington Heights, Illinois, 5.00%, due 12/1/11,
callable 12/1/05 at 100 98,830
250,000 Commonwealth of Pennsylvania, 5.375%, due 4/15/12,
callable 4/15/03 at 101.5 253,400
400,000 North Penn, Pennsylvania School District, 4.60%,
due 9/1/13, callable 9/1/09 at 100 (FSA) 383,000
300,000 Armstrong, Pennsylvania School District, 5.00%,
due 9/15/14, callable 9/15/04 at 100 (FGIC) 296,100
----------
TOTAL GENERAL OBLIGATION BONDS 9,222,232
----------
See notes to financial statements.
- 4 -
<PAGE>
INVESTMENTS - CONTINUED
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1999
(unaudited)
Principal
Amount Description Market Value
- --------- ----------- ------------
SPECIAL OBLIGATION BONDS - 2.01%
$300,000 Pennsylvania Intergovernmental Coop Authority
(City of Philadelphia), Special Tax Revenue, 4.70%,
due 6/15/01 $ 303,060
----------
REVENUE BONDS - 27.60%
250,000 Kane County, Illinois Public Buildings, Elgin College,
6.80%, due 12/1/02, pre-refunded 12/1/99 at 100 253,025
125,000 East Penn Pennsylvania School District, 5.45%,
due 11/15/11, pre-refunded 5/15/02 at 100 (MBIA) 129,063
275,000 East Penn Pennsylvania School District, 5.45%,
due 11/15/13, pre-refunded 5/15/02 at 100 (MBIA) 284,680
300,000 Pennsylvania State Certificates of Participation,
Lease Revenue, 4.90%, due 7/1/02 (AMBAC) 304,710
250,000 Lancaster County Pennsylvania Vo-Tech School Authority,
6.50%, due 2/15/07, pre-refunded 2/15/04 at 100 271,500
450,000 Chester County Pennsylvania Health and Educational
Authority, Main Line Facility Health System Revenue,
4.90%, due 5/15/04 452,744
200,000 Allegheny County, Pennsylvania Hospital Authority,
(Children Hospital), 4.85%, due 7/1/05 (MBIA) 200,540
175,000 State Public Schools Pennsylvania College Revenue
(Harrisburg Community), 5.10%, due 4/1/06 (MBIA) 179,813
200,000 Tennessee State LOC Development Authority, 4.75%,
due 3/1/08, callable 3/1/06 at 100 (MBIA) 199,500
200,000 Salt River Project Arizona Agricultural and Power Electric
System, 5.00%, due 1/1/10, callable 1/1/99 at 100 189,525
200,000 Kentucky State Property and Building, 5.00%,
due 9/1/10, callable 9/1/03 at 102 199,500
200,000 Lincoln Nebraska Electric System, 5.25%, due 9/1/11 201,060
200,000 Madison Wisconsin Sewer System, 5.00%, due 12/1/11,
callable 12/1/06 at 100 197,660
350,000 Lancaster County Pennsylvania Area Sewer, 5.50%, 353,044
due 4/1/12 (MBIA)
200,000 Governor Mifflin, Pennsylvania School District, 5.40%
due 9/15/12, callable 9/15/03 at 100 (AMBAC) 200,840
450,000 Florida Board of Education, 5.30%, due 6/1/13,
callable 6/1/03 at 101 452,745
100,000 Virginia Resources Authority, 5.25%, due 10/1/13,
callable 10/1/03 at 102 100,010
----------
TOTAL REVENUE BONDS 4,169,959
----------
See notes to financial statements.
- 5 -
<PAGE>
INVESTMENTS - CONTINUED
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1999
(unaudited)
Principal
Amount Description Market Value
- --------- ----------- ------------
SHORT-TERM INVESTMENTS - at cost, approximating market - 4.29%
Shares
- ------
648,491 Muni Fund Portfolio of Municipal Funds for
Temporary Investment 648,491
-----------
TOTAL SHORT-TERM INVESTMENTS 648,491
-----------
TOTAL INVESTMENTS -100.00% (cost $14,924,550) $15,108,492
===========
See notes to financial statements.
- 6 -
<PAGE>
STATEMENT OF OPERATIONS
SHEPMYERS INVESTMENT COMPANY
FOR THE SIX MONTHS ENDED JUNE 30, 1999
(unaudited)
INVESTMENT INCOME
- -----------------
Interest $395,574
EXPENSES
- --------
Investment advisory fees -- Note 3 12,500
Custodian fees 5,025
Transfer and dividend disbursing agent fees 2,478
Legal and professional fees - Note 3 14,850
Officers' salaries and directors' fees - Note 3 15,750
Capital stock tax 1,200
Clerical 1,250
Insurance 1,250
Miscellaneous 6,887
--------
61,190
--------
NET INVESTMENT INCOME 334,384
--------
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS NOTE 4
- ---------------------------------------------------------
Net realized gains on investment transactions 48,011
Net unrealized depreciation of investments (465,784)
--------
NET LOSS ON INVESTMENTS (417,773)
--------
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS $(83,389)
========
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, 1999 December 31,
(unaudited) 1998
------------- -------------
CHANGES RESULTING FROM OPERATIONS
- ---------------------------------
Net investment income $ 334,384 $ 705,576
Net realized gains from investment
transactions 48,011 8,775
Net unrealized (depreciation)/
appreciation of investments (465,784) 99,691
----------- -----------
Net (decrease)/increase in net assets
resulting from operations (83,389) 814,042
DISTRIBUTIONS TO SHAREHOLDERS
- -----------------------------
Dividends from net investment income (591,543) (729,853)
Dividends from realized capital gains -- (18,026)
----------- -----------
Total (decrease)/increase in net assets (674,932) 66,163
NET ASSETS
- ----------
Beginning of year 15,618,072 15,551,909
----------- -----------
End of period/year (including
(overdistributed)/undistributed net
investment income of
$(12,139) and $245,020, respectively) $14,943,140 $15,618,072
=========== ============
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, 1999 1998 1997 1996 1995 1994
------------- ------ ------ ------ ------ ------
(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 $20.33 $20.24 $20.25 $20.49 $19.81 $20.82
Income from operations:
Investment income .51 1.06 1.10 1.15 1.16 1.15
Expenses .08 .14 .15 .15 .14 .15
------ ------ ------ ------ ------ ------
Net investment income .43 .92 .95 1.00 1.02 1.00
Net realized and unrealized
gain/(loss) on investments (.54) .14 .08 (.21) .67 (.95)
------ ------ ------ ------ ------ ------
Total from investment operations (.11) 1.06 1.03 .79 1.69 .05
------ ------ ------ ------ ------ ------
Less distributions:
Dividends from net investment
income (.77) (.95) (.99) (1.03) (1.01) (1.06)
Distributions from net realized
investment transactions -- (.02) (.05) - - -
------ ------ ------ ------ ------ ------
Total distributions (.77) (.97) (1.04) (1.03) (1.01) (1.06)
------ ------ ------ ------ ------ ------
Net asset value, end of year/period $19.45 $20.33 $20.24 $20.25 $20.49 $19.81
====== ====== ====== ====== ====== ======
TOTAL RETURN BASED ON NET ASSET VALUE (1) (.62%) 5.24% 5.09% 3.80% 8.58% .10%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of year/period
(in thousands) $14,943 $15,618 $15,552 $15,556 $15,745 $15,220
Ratio of expenses to average
net assets .40% .72% .75% .75% .72% .73%
Ratio of net investment income
to average net assets 2.11% 4.50% 4.78% 4.99% 5.10% 5.02%
Portfolio turnover rate 6.92% 14.52% 21.71% 12.61% 11.00% 12.68%
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, 1999
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 obligations, 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, 1999
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 assumptions 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 both May 3, 1999 and June 21, 1999 the Board of Directors declared a cash
dividend from net investment income of $.15 per share. The dividends are payable
on July 1, 1999 and October 1, 1999 to shareholders of record on June 1, 1999
and September 1, 1999, 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, 1999, $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, 1999, of which $4,250 is payable at June 30, 1999.
-11-
<PAGE>
NOTES TO FINANCIAL STATEMENTS - CONTINUED
SHEPMYERS INVESTMENT COMPANY
JUNE 30, 1999
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 $1,043,473 and
$1,322,600, respectively, during the six months ended June 30, 1999.
At June 30, 1999, the cost of investment securities owned is the same for
financial reporting and federal income tax purposes. Net unrealized
appreciation of investment securities is $183,942 (aggregate gross unrealized
appreciation of $286,232 less aggregate gross unrealized depreciation of
$102,290).
NOTE 5 - COMPONENTS OF NET ASSETS
The components of net assets at June 30, 1999 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
Overdistributed net investment income (12,139)
Undistributed net realized gains on
investment transactions 48,011
Net unrealized appreciation of investments 183,942
-----------
NET ASSETS $14,943,140
===========
-12-
<PAGE>
SHEPMYERS INVESTMENT COMPANY
MATTERS SUBMITTED TO SHAREHOLDERS FOR APPROVAL
(unaudited)
At the annual meeting of shareholders, the following matters were submitted to
the shareholders, and the results of their voting is as follows:
1. Approval of Directors
Name of Candidate In Favor Aqainst Abstain
----------------- -------- ------- -------
P.E. Spears 544,548 33 0
G.P. King 544,548 33 0
L.S. DeVan 544,548 33 0
J.M. Fuss 544,548 33 0
R.E. Lemmon, Jr. 544,548 33 0
R.P. Myers 544,548 33 0
P.F. Spears 544,348 233 0
J.F. Thompson, III 544,548 33 0
C.D. Weber 544,548 33 0
2. Continuation of existing investment advisory agreement
544,548 0 33
3. Selection of Beard & Company, Inc. as Independent Certified Public
Accountants
544,548 0 33
-13-
<PAGE>
SHEPMYERS INVESTMENT COMPANY
Semi-Annual Report to Shareholders
Notes to Financial Statements
Change of Accountants
On February 1, 1999, Ernst & Young LLP ("Ernst & Young") resigned as the
Company's independent accountants. During the Company's two most recent fiscal
years ended December 31, 1998 and 1997, Ernst & Young's reports on the Company's
financial statements contained no adverse opinion or disclaimer of opinion, nor
were they qualified or modified as to uncertainty, audit scope, or accounting
principles. During the Company's two most recent fiscal years ended December 31,
1998 and 1997 and the interim period commencing January 1, 1999 and ending
February 1, 1999, there were no disagreements with Ernst & Young on any matter
of accounting principles or practices, financial statement disclosure, or
auditing scope or procedure, which disagreements, if not resolved to the
satisfaction of Ernst & Young, would have caused it to make reference to the
subject matter of the disagreement in connection with its report on the
financial statements for such years. During the Company's two most recent fiscal
years and the subsequent interim period ended February 1, 1999, there were no
events of the kind described in Item 304(a)(1)(v) of Regulation S-K under the
Securities Exchange Act of 1934, as amended.
On February 18, 1999, the Company by action of its Board of Directors, including
a majority of the members of the Board of Directors who are not "interested
persons" of the Company (as defined in the 1940 Act), selected Beard & Company
Inc. ("Beard & Company") as the independent accountants to audit the Company's
financial statements for the fiscal year ending December 31, 1999. During the
Company's two most recent fiscal years ended December 31, 1998 and 1997 and the
subsequent interim period ended February 1, 1999, neither the Company nor anyone
on its behalf has consulted Beard & Company on items which (i) concerned the
application of accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that might be rendered on
the Company's financial statements or (ii) concerned the subject of a
disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K)
or reportable events (as described in paragraph (a)(1)(v) of said Item 304).
<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
Beard & Company Inc.
Reading, 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
