STATE BOND DIVERSIFIED FUND INC
N-30D, 1995-08-25
Previous: DEAN FOODS CO, DEF 14A, 1995-08-25
Next: ELECTRO RENT CORP, DEF 14A, 1995-08-25



<PAGE>


                      STATE BOND
                      Diversified Fund

                      A Member of the ARM Financial Group
                      [LOGO]
                                  STATE BOND
                               Diversified Fund

                              Semi-Annual Report

                                 June 30, 1995
 

<PAGE>
 
State Bond Diversified Fund


TO THE SHAREHOLDERS:

As of June 30, 1995, the State Bond Diversified Fund (the "Fund") had total net
assets of $41.5 million and a net asset value per share of $9.54, which compares
to $8.44 at the beginning of the period. During this semi-annual period, the
Fund paid a quarterly dividend of 5 cents per share in both March and June.

Investment decisions to sell selected securities from the Fund's portfolio
resulted in a net realized gain of approximately 38 cents per share for the
first half of the year.

The portfolio of investments, as shown in the "Schedule of Investments" of this
report, shows that the Fund has investments in 52 companies representing 23
different industries. Equities represented 89.4% and short-term securities
accounted for 10.6% of the Fund's portfolio. The emphasis of these equity
investments is in the telecommunication, energy, and chemical industries.

In February of this semi-annual reporting period, the Federal Reserve raised the
Fed Funds rate for the seventh time within a twelve-month period, to the 6%
level. Even as this restrictive monetary action was happening, the economy was
giving indications of slowing, as home sales, retail sales, and other economic
data suggested weakness. Long-term interest rates, as measured by the benchmark
30 year Treasury Bond yield, which had already begun to decline, were down over
1% from year-end levels. Declining interest rates proved beneficial to both
stocks and bonds as both markets rallied strongly. The Fund, on a total return
basis which includes the reinvestment of dividends and net realized gain
distributions, showed a strong return of 14.3% for this six-month period.

We appreciate your investment in the Fund and look forward to continuing to help
you meet your investment goals. Should you desire additional information, we
would welcome your inquiries.

Sincerely,

/s/ Keith O. Martens
--------------------
Keith O. Martens
Vice President

                                       1
<PAGE>
 
                               INVESTMENT RECORD

The chart below illustrates the annual changes in the value of an assumed
investment of $10,000 for the period from June 25, 1964, to June 30, 1995. This
period was one of fluctuating common stock prices. The results shown should not
be considered as a representation of the distributions from net investment
income or net realized gain which may be realized from an investment made in the
Fund today.


[INVESTMENT RECORD CHART APPEARS HERE]
<TABLE> 
<CAPTION> 
                                      Total value assuming           
                                      reinvestment of
                                      distributions from
          Total value assuming        net realized gain--
          reinvestment of all         $56,983 (an additional    Value of 
          dividends and               $24,838 received in       original shares
          distributions--$179,205     cash dividends)           --$18,171
          -----------------------     ----------------------    ---------------
<S>       <C>                         <C>                       <C>  
Initial
asset 
value at 
June 25, 
1964           $  9,525.00                  $ 9,525.00             $ 9,525.00
               $  9,695.05                  $ 9,600.00             $ 9,600.00 
1965           $ 10,535.24                  $10,174.54             $ 9,942.86
               $  9,599.57                  $ 9,003.28             $ 8,685.71
               $ 12,212.12                  $11,142.62             $10,342.86
               $ 14,752.43                  $13,123.83             $11,600.00
               $ 13,017.90                  $11,227.45             $ 9,923.81 
1970           $ 14,189.30                  $11,766.19             $10,400.00
               $ 15,506.63                  $12,505.58             $10,933.33
               $ 17,119.04                  $13,460.45             $11,561.91
               $ 14,721.33                  $11,234.67             $ 9,238.10
               $ 11,506.16                  $ 8,395.22             $ 6,361.91
1975           $ 16,128.20                  $11,298.01             $ 8,342.86 
               $ 20,981.27                  $14,189.62             $10,190.48
               $ 20,944.51                  $13,628.98             $ 9,390.48
               $ 21,567.39                  $13,310.49             $ 8,800.00
               $ 25,521.22                  $15,074.80             $ 9,771.43
1980           $ 32,526.94                  $18,331.45             $11,523.81
               $ 30,840.56                  $16,392.62             $ 9,980.95
               $ 37,067.22                  $18,511.96             $10,800.00
               $ 44,222.20                  $20,983.27             $12,019.05
               $ 46,912.98                  $21,231.32             $11,657.14
1985           $ 59,836.43                  $25,995.35             $13,619.05
               $ 71,791.85                  $30,214.38             $14,133.33
               $ 73,879.55                  $30,064.50             $13,219.05
               $ 85,118.89                  $33,267.39             $14,076.19
               $108,973.17                  $40,836.31             $16,838.10
1990           $107,305.08                  $38,607.59             $15,104.76 
               $140,896.50                  $49,192.80             $18,438.10
               $142,935.31                  $48,665.90             $17,504.76
               $156,657.89                  $51,610.27             $17,600.00
               $156,852.63                  $50,412.73             $16,076.19
June 30,
1995           $179,204.90                  $56,983.11             $18,171.43
</TABLE> 

The chart above and the table on the next page assume the applicability of the
current maximum sales charge of 4.75% throughout the life of the Fund, although
the maximum sales charge was higher prior to March 1, 1990. Future performance
of the Fund will be affected by the establishment of a Rule 12b-1 plan,
effective May 1, 1990, under which Fund assets may be used to pay distribution
costs. Initial net asset value is the amount received by the Fund after
deducting from the cost of investment the 4.75% sales charge described in the
prospectus. There is no sales charge on distributions taken in shares. No
adjustment has been made for any income taxes payable by shareholders on
distributions received in shares.


THE AVERAGE ANNUAL TOTAL RETURN FOR THE ONE, FIVE, AND TEN YEAR PERIODS ENDED
JUNE 30, 1995, WAS 11.45%, 9.20%, AND 12.25%, RESPECTIVELY. The performance data
quoted represents only past performances. The investment return and principal
value of an investment will fluctuate so that an investor's shares, when
redeemed, may be worth more or less than their original cost.

                                       2
<PAGE>
 
                               INVESTMENT RECORD
                                  (CONTINUED)
<TABLE>
<CAPTION>
 
                                                                         RESULTS ASSUMING 
                                                                       REINVESTMENT OF NET 
                                                                    REALIZED GAIN DISTRIBUTIONS 
                             PER SHARE DATA                                    ONLY*
                  -----------------------------------------        ------------------------------
    YEAR           NET         NET REALIZED
   ENDED          ASSET            GAIN            DIVIDEND        NET REALIZED          CASH
DECEMBER 31       VALUE        DISTRIBUTION         INCOME             GAIN            DIVIDENDS
-----------------------------------------------------------        ------------------------------
<S>               <C>             <C>                <C>           <C>                 <C>
    1964          $5.04           $   -              $.050         $        -          $    95.24
    1965           5.22            .120               .130             228.57              247.61
    1966           4.56            .060               .140             116.95              272.87
    1967           5.43            .210               .150             414.62              296.17
    1968           6.09            .312               .150             640.24              307.80
    1969           5.21               -               .170                  -              366.35
    1970           5.64               -               .200                  -              431.00
    1971           5.74            .063               .160             135.76              348.60
    1972           6.07            .104               .150             226.58              332.63
    1973           4.85            .264               .150             585.43              347.47
    1974           3.34            .341               .170             802.20              414.70
    1975           4.38            .091               .170             228.73              438.51
    1976           5.35            .129               .180             332.75              477.41
    1977           4.93            .212               .190             562.28              525.25
    1978           4.62            .191               .250             528.02              720.26
    1979           5.13            .094               .220             270.82              646.49
    1980           6.05            .159               .260             467.23              787.80
    1981           5.24            .187               .320             566.61            1,001.07
    1982           5.67            .206               .320             644.44            1,044.76
    1983           6.31            .106               .320             346.08            1,064.12
    1984           6.12            .262               .280             871.25              971.37
    1985           7.15            .289               .270           1,002.59              981.63
    1986           7.42            .846               .250           3,163.90              949.12
    1987           6.94            .440               .277           1,791.69            1,127.95
    1988           7.39            .286               .305           1,250.95            1,337.56
    1989           8.84            .229               .365           1,030.88            1,643.12
    1990           7.93            .427               .342           1,972.52            1,579.86
    1991           9.68            .415               .276           2,020.45            1,343.72
    1992           9.19            .388               .237           1,971.78            1,204.40
    1993           9.24            .508               .317           2,691.19            1,678.68
    1994           8.44            .586               .225           3,270.88            1,256.75
    1995**         9.54               -               .100                  -              597.30
                                                                   ------------------------------
                                                                   $28,135.39          $24,837.57
                                                                   ==============================
</TABLE>

 *  Based upon an investment of $10,000 on June 25, 1964.
**  For the six months ended June 30, 1995.

If all dividends and distributions had been taken in cash, the value of the
account on June 30, 1995, would have been $18,171. A total of $13,513 in net
investment income and $14,333 in net realized gains would have been paid to the
shareholder.

                                       3
<PAGE>
 
                          State Bond Diversified Fund

                            Schedule of Investments

                           June 30, 1995 (Unaudited)



<TABLE>
<CAPTION>

                                                     NUMBER OF 
                                                      SHARES           VALUE
                                                    ---------------------------
<S>                                                 <C>             <C> 
 
COMMON STOCKS (89.4%)
 
ADVERTISING (1.7%)
 Omnicom Group Inc.                                     12,000      $   727,500
 
APPLIANCES (1.3%)
 Maytag Corporation                                     35,000          560,000
 
CHEMICALS AND ALLIED PRODUCTS (8.3%)
 Dow Chemical Company                                   10,000          718,750
 Eastman Chemical                                       10,000          595,000
 Hercules, Inc.                                         20,000          975,000
 Minnesota Mining and Manufacturing Company             20,000        1,142,500
                                                                    -----------
                                                                      3,431,250
 
CONGLOMERATES (7.4%)
 ITT Corporation                                        10,000        1,175,000
 Hanson PLC                                             30,000          525,000
 Tenneco, Inc.                                          13,000          598,000
 United Techonologies Corporation                       10,000          781,250
                                                                    -----------
                                                                      3,079,250

CONSUMER PRODUCTS (1.8%)
 Coca Cola Company                                      12,000          765,000
 
DEPOSITORY INSTITUTIONS (2.5%)
 Chase Manhattan Bank                                   10,000          470,000
 Fleet Financial Group Inc.                             15,000          556,875
                                                                    -----------
                                                                      1,026,875

DRUGS (3.7%)
 Bristol-Myers Squibb Company                           12,000          816,000
 Merck & Company                                        15,000          736,875
                                                                    -----------
                                                                      1,552,875
</TABLE>

                                       4
<PAGE>
 
<TABLE>
<CAPTION>

                                                     NUMBER OF 
                                                      SHARES           VALUE
                                                    ---------------------------
<S>                                                 <C>             <C> 
 
COMMON STOCKS (CONTINUED)
 
ELECTRONIC PRODUCTS (4.2%)
 AMP, Inc.                                              24,000      $ 1,014,000
 Emerson Electric                                       10,000          715,000
                                                                    -----------
                                                                      1,729,000

ENERGY (10.0%)
 Enron Corporation                                      25,000          878,125
 Exxon Corporation                                       5,000          353,125
 MCN Corporation                                        40,000          790,000
 Repsol SA                                              15,000          474,375
 Sonat, Inc.                                            20,000          610,000
 Texaco, Inc.                                           10,000          656,250
 YPF Sociedad Anonima                                   20,000          377,500
                                                                    -----------
                                                                      4,139,375
 
FINANCIAL SERVICES (3.7%)
 Dean Witter Discover Company                           15,000          705,000
 MBNA Corporation                                       25,000          843,750
                                                                    -----------
                                                                      1,548,750
 
FOOD AND KINDRED PRODUCTS (1.8%)
 General Mills, Inc.                                    15,000          770,625
 
HOTELS AND OTHER LODGING PLACES (1.7%)
 Hilton Hotels Corporation                              10,000          702,500
 
HOUSEHOLD PRODUCTS (2.6%)
 Colgate Palmolive Corporation                          15,000        1,096,875
 
INSURANCE CARRIERS (1.9%)
 CIGNA Corporation                                      10,000          776,250

</TABLE>

                                       5
<PAGE>
 
                          State Bond Diversified Fund

                 Schedule of Investments (Unaudited)(continued)

<TABLE>
<CAPTION>

                                                     NUMBER OF 
                                                      SHARES           VALUE
                                                    ---------------------------
<S>                                                 <C>             <C> 
 
COMMON STOCKS (CONTINUED)
 
LUMBER AND WOOD PRODUCTS (1.5%)
 Weyerhauser Company                                    13,000      $   612,625
 
PAPER AND ALLIED PRODUCTS (2.2%)
 Kimberly-Clark Corporation                             15,000          898,125
 
PHOTOGRAPHY (2.6%)
 Eastman Kodak Company                                  18,000        1,091,250
 
PRINTING AND PUBLISHING (3.8%)
 Gannett Company                                        15,000          813,750
 McGraw Hill Inc.                                       10,000          758,750
                                                                    -----------
                                                                      1,572,500

RETAIL (3.5%)
 May Department Store Company                           13,000          541,125
 Sears Roebuck and Company                              15,000          896,250
                                                                    -----------
                                                                      1,437,375
 
TELECOMMUNICATIONS (13.3%)
 AT&T Corporation                                       20,000        1,060,000
 Airtouch Communications                                25,000          712,500
 ALLTEL Corporation                                     30,000          761,250
 British Telecommunication PLC                           8,000          502,000
 GTE Corporation                                        25,000          853,125
 Pacific Telesis Group                                  25,000          668,750
 SBC Communications, Inc.                               20,000          952,500
                                                                    -----------
                                                                      5,510,125

TOBACCO PRODUCTS (4.1%)
 Philip Morris Companies, Inc.                          13,000          966,875
 RJR Nabisco                                             5,000          138,750
 UST, Inc.                                              20,000          595,000
                                                                    -----------
                                                                      1,700,625
 
TRANSPORTATION (2.0%)
  Conrail, Inc.                                         15,000          834,375
 
</TABLE>

                                       6
<PAGE>



<TABLE>
<CAPTION>

                                                     NUMBER OF 
                                                     SHARES OR
                                                     PRINCIPAL
                                                      AMOUNT           VALUE
                                                    ---------------------------
<S>                                                 <C>             <C> 
 
COMMON STOCKS (CONTINUED)
 
UTILITIES (3.8%)
 NIPSCO Industries Inc.                                 10,000      $   340,000
 Northeast Utilities                                    18,000          405,000
 Peco Energy Company                                    20,000          552,500
 Unicom Corporation                                     10,000          266,250
                                                                    -----------
                                                                      1,563,750
                                                                    -----------
 
TOTAL COMMON STOCKS (Cost $28,563,088)                               37,126,875
 
SHORT-TERM SECURITIES (10.6%)
 
 Ford Motor Credit Company, 5.95%, 07/07/95         $1,050,000        1,048,438
 Ford Motor Credit Company, 5.97%, 07/07/95            550,000          548,997
 GE Capital Corporation, 5.95%, 07/03/95             1,450,000        1,447,124
 John Deere Capital Corporation, 5.95%, 7/10/95        800,000          798,678
 Sears Roebuck Acceptance Corporation, 5.93%, 
   07/05/95                                            550,000          548,913
                                                                    -----------
 
TOTAL SHORT-TERM SECURITIES
 (Cost $4,392,150)                                                    4,392,150
                                                                    -----------
 
TOTAL INVESTMENTS (100%)
 (Cost $32,955,238*)                                                $41,519,025
                                                                    ===========
</TABLE>

* Also represents cost for federal income tax purposes.

See accompanying notes.

                                       7
<PAGE>
 
                          State Bond Diversified Fund

                      Statement of Assets and Liabilities

                           June 30, 1995 (Unaudited)
<TABLE>
<S>                                       <C> 
ASSETS
Investment in securities, at value
 (cost $32,955,238)                        
 (Note 1)--See accompanying schedule       $41,519,025   
Cash                                            11,699
Dividends, interest and other                   
 receivables                                   136,023
                                           -----------
TOTAL ASSETS                                41,666,747
 
LIABILITIES
Payable for capital shares repurchased          91,473
Payable to affiliates                           36,070
Other payables and accrued expenses              8,628
                                           -----------
TOTAL LIABILITIES                              136,171
                                           -----------
 
NET ASSETS                                 $41,530,576
                                           ===========
 
Net Assets consist of:
 Paid-in capital                           $31,274,524
 Undistributed net investment income            34,230
 Undistributed net realized gain on          
  investments                                1,658,035
 Net unrealized appreciation on              
  investment securities                      8,563,787
                                           -----------
 
NET ASSETS, for 4,355,103 shares           
 outstanding                               $41,530,576
                                           ===========
 
NET ASSET VALUE and redemption price             
 per share                                 $      9.54
                                           ===========
 
Maximum offering price per share
 (includes maximum sales charge of             
 4.75%--reduced on purchases of $50,000
 or more)                                  $     10.02           
                                           ===========
</TABLE>
See accompanying notes.

                                       8
<PAGE>
 
                          State Bond Diversified Fund

                            Statement of Operations

                  Six Months Ended June 30, 1995 (Unaudited)
<TABLE>
<S>                                       <C> 
INVESTMENT INCOME
 Dividends                                 $  588,025
 Interest                                     119,934
                                           ----------
  Total investment income                     707,959
 
EXPENSES (Note 2)
 Investment advisory and management fees      129,412
 12b-1 plan fees                               50,400
 Transfer agent fees                           18,200
 Registration fees                             10,552
 Professional fees                              7,150
 Shareholders' reports                          8,400
 Custodian fees                                 5,850
 Directors' fees and expenses                   2,600
 Other expenses                                 4,448
                                           ----------    
  Total expenses                              237,012
                                           ----------
Net investment income                         470,947
 
REALIZED AND UNREALIZED GAIN ON
 INVESTMENTS (Note 1)
 Net realized gain on investments           1,658,035
 Change in unrealized appreciation on       
  investment securities                     3,177,495 
                                           ----------
Net realized and unrealized gain on         
 investments                                4,835,530
                                           ----------
 
Net increase in net assets resulting       
 from operations                           $5,306,477
                                           ==========
</TABLE>
See accompanying notes.

                                       9
<PAGE>
 
                          State Bond Diversified Fund

                      Statements of Changes in Net Assets
<TABLE>
<CAPTION>
                                               SIX MONTHS 
                                              ENDED JUNE 30,      YEAR ENDED
                                                  1995           DECEMBER 31,
                                               (UNAUDITED)           1994
                                             --------------------------------
<S>                                         <C>                  <C>
INCREASE (DECREASE) IN NET ASSETS
Operations:
 Net investment income                       $   470,947          $   943,089
 Net realized gain on investments              1,658,035            2,472,164
 Net unrealized appreciation                   
  (depreciation)                               3,177,495           (3,315,204)
                                             --------------------------------
  Net increase in net assets resulting
   from operations                             5,306,477              100,049
 
Distributions to shareholders from:
 Net investment income                          (442,266)            (940,453)
 Net realized gain                                    --           (2,472,772)
                                             --------------------------------
   Total distributions to shareholders          (442,266)          (3,413,225)
 
Capital share transactions:
 Proceeds from sales of shares                 1,394,018            4,060,096
 Proceeds from reinvested dividends              388,154            3,090,198
 Cost of shares redeemed                      (3,296,673)          (3,866,269)
                                             --------------------------------
  Net increase (decrease) in net assets
   resulting from share transactions          (1,514,501)           3,284,025
                                             --------------------------------
 Total increase (decrease) in net assets       3,349,710              (29,151)
 
NET ASSETS
Beginning of period                           38,180,866           38,210,017
                                             --------------------------------
 
End of period (including undistributed
 net investment income of $34,230 and                   
 $5,549, respectively)                       $41,530,576          $38,180,866
                                             ================================
 
OTHER INFORMATION
Shares:
 Sold                                            154,475              446,525
 Issued through reinvestment of dividends         41,712              361,162
 Redeemed                                       (362,520)            (422,208)
                                             --------------------------------
  Net increase (decrease)                       (166,333)             385,479
                                             ================================
</TABLE>
See accompanying notes.

                                       10
<PAGE>
 
                          State Bond Diversified Fund

                              Financial Highlights

<TABLE>
<CAPTION>
                                          SIX MONTHS
                                             ENDED
                                           JUNE 30,                YEAR ENDED DECEMBER 31,
                                          ----------   ------------------------------------------------
                                             1995        1994      1993      1992      1991       1990
                                          ----------   ------------------------------------------------
                                         (UNAUDITED)
<S>                                       <C>          <C>       <C>       <C>       <C>       <C>
SELECTED PER-SHARE DATA
Net asset value, beginning of period       $  8.44     $  9.24   $  9.19   $  9.68   $  7.93    $  8.84
Income from investment operations:
 Net investment income                         .11         .23       .32       .24       .27        .34
 Net realized and unrealized gain
  (loss) on investments                       1.09        (.21)      .56      (.10)     2.18       (.48)
                                           -------    -------------------------------------------------
  Total from investment operations            1.20         .02       .88       .14      2.45       (.14)
Less distributions:
 From net investment income                   (.10)       (.23)     (.32)     (.24)     (.28)      (.34)
 From net realized gain                         --        (.59)     (.51)     (.39)     (.42)      (.43)
                                           -------    -------------------------------------------------
  Total distributions                         (.10)       (.82)     (.83)     (.63)     (.70)      (.77)
                                           -------    --------------------------------------------------
 
Net asset value, end of period             $  9.54     $  8.44   $  9.24   $  9.19   $  9.68    $  7.93
                                           =======     ================================================
 
TOTAL RETURN(A)                              14.25%       0.13%     9.60%     1.45%    31.31%     (1.53%)
 
Ratios and Supplemental Data(B)
Net assets, end of period (in thousands)   $41,531     $38,181   $38,210   $36,202   $31,316    $22,589
Ratio of expenses to average net assets       1.18%       1.17%     1.20%     1.19%     1.22%      1.12%
Ratio of net investment income to
 average net assets                           2.34%       2.46%     3.31%     2.55%     3.10%      4.06%
 
Portfolio turnover rate                         17%         22%       24%       14%       15%        11%
</TABLE>
(A)  Total returns do not consider the effects of the one time sales charge and
     for periods of less than one year are not annualized.
(B)  Data expressed as a percentage are annualized as appropriate.

                                       11
<PAGE>
 
                          State Bond Diversified Fund

                         Notes to Financial Statements

                           June 30, 1995 (Unaudited)



1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION

The State Bond Diversified Fund (the "Fund") is the only investment portfolio of
State Bond Investment Funds, Inc. The Fund is registered under the Investment
Company Act of 1940, as amended, as a diversified open-end management investment
company. The Fund seeks to produce reasonable current income and long-term
capital value growth without exposing capital to undue risk.

On June 14, 1995, ARM Financial Group, Inc. ("ARM") completed the acquisition of
substantially all of the assets and business operations of SBM Company ("SBM").
As part of the acquisition, ARM Capital Advisors, Inc. ("ARM Capital Advisors"),
a subsidiary of ARM, assumed the responsibilities of SBM as manager of the Fund.
The Investment Advisory and Management Agreement between the Fund and ARM
Capital Advisors contains the same material terms and conditions (including the
fees payable to ARM Capital Advisors) as are contained in the Fund's prior
Investment Advisory and Management Agreement with SBM.

As part of the acquisition, ARM acquired all of the issued and outstanding
common stock of SBM Financial Services, Inc. ("SBM Financial Services"), the 
Fund's distributor. Effective June 14, 1995, SBM Financial Services also became
the transfer agent for the Fund. Prior to the acquisition SBM functioned as the
transfer agent for the Fund.

BASIS OF PRESENTATION

The accompanying financial statements have been prepared in accordance with
generally accepted accounting principles for investment companies.

INVESTMENTS IN SECURITIES

Securities listed on national securities exchanges are valued at closing market
quotations at the end of each day. Unlisted securities are valued at the mean
between bid and asked prices as quoted in the over-the-counter market. Short-
term securities are valued at cost plus accrued interest, which approximates
market value. Security transactions are accounted for on the date the order to
buy or sell is executed, and dividends declared but not received are accrued on
the ex-dividend date. Realized gains or losses from security transactions are
determined on the basis of specific identification.
  
                                      12
<PAGE>
 
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

At June 30, 1995, gross unrealized appreciation of investments aggregated
$9,223,611 and gross unrealized depreciation of investments aggregated $659,824
for tax purposes.

INCOME TAX STATUS

The Fund complied with the requirements of the Internal Revenue Code applicable
to regulated investment companies and distributed its taxable net investment
income and net realized gains. Therefore, no provision for federal or state
income tax is required.

DISTRIBUTIONS TO SHAREHOLDERS

Distributions to shareholders from net investment income, if any, are paid
quarterly. The Fund distributes substantially all of its taxable net realized
gain on investment securities annually. Dividends and distributions are recorded
on the ex-dividend date.

2. INVESTMENT ADVISORY AGREEMENT AND PAYMENTS TO RELATED PARTIES

ARM Capital Advisors is the Fund's investment adviser. The investment advisory
fee is computed at the annual rate of .65% on the average daily net assets of
the Fund. In addition, the Fund pays .25% of the average daily net assets to SBM
Financial Services under a Rule 12b-1 plan of share distribution. ARM Capital
Advisors has voluntarily agreed to reimburse the Fund for expenses (including
the advisory fee but excluding taxes) in excess of 1.5% of the first $30,000,000
of the average daily net assets of the Fund and 1.0% of the average daily net
assets in excess of $30,000,000. No such reimbursements were required during the
six months ended June 30, 1995.

Fees paid to SBM Financial Services for underwriting services in connection with
sales of the Fund's capital shares aggregated $45,565 for the six months ended
June 30, 1995. Such fees are not an expense of the Fund and are excluded from
the proceeds received by the Fund for sales of its capital shares as shown in
the accompanying statements of changes in net assets.

Certain officers and directors of the Fund are also officers of ARM, ARM Capital
Advisors, and SBM Financial Services.

                                      13
<PAGE>
 
                          State Bond Diversified Fund

                        Notes to Financial Statements 

                                June 30, 1995 

3. PURCHASES AND SALES OF SECURITIES

Aggregate purchases and proceeds from sales of securities, excluding short-term
investments during the six months ended June 30, 1995, amounted to $2,977,080
and $4,851,070, respectively.

4. CAPITAL SHARES

At June 30, 1995, the Fund had authority to issue ten billion shares of common
stock, each with a par value of $.00001.

                                      14
<PAGE>
BOARD OF DIRECTORS
 
William B. Faulkner
President, William Faulkner & Associates, Inc.
Director, State Bond mutual funds

Patrick M. Finley
President, Universal Cooperatives, Inc.
Director, State Bond mutual funds

Arthur J. Gartland
Co-founder and President, Benedetto, Gartland & Greene, Inc.
Director, State Bond mutual funds

John Katz
Executive Vice President, Equitable Investment Corporation,
retired 1991
Director, State Bond mutual funds

John R. Lindholm
Executive Vice President, ARM Financial Group, Inc.
President, State Bond and Mortgage Life Insurance Company
Chairman, State Bond mutual funds

Chris L. Mahai
Senior Vice President, Strategic Integration, Star Tribune
Director, State Bond mutual funds

Theodore S. Rosky
Executive Vice President and Chief Financial Officer,
Providian Corporation, retired 1992
Director, State Bond mutual funds
                    ---------------------------------------
                               INVESTMENT ADVISER
                           ARM Capital Advisors, Inc.

                              GENERAL DISTRIBUTOR
                          SBM Financial Services, Inc.
                     8400 Normandale Lake Blvd., Suite 1150
                       Minneapolis, Minnesota  55437-3807
                                  612/835/0097

                                   CUSTODIAN
                        First Bank National Association
                              St. Paul, Minnesota
                    ---------------------------------------
This report is intended for the general information of the shareholders of the
Fund. It is not authorized for distribution to prospective investors unless
accompanied or preceded by the offering prospectus of the Fund, which contains
details of sales commissions and other information. 





© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission