FIDUCIARY
MANAGEMENT
ASSOCIATES -
GROWTH PORTFOLIO
500 PLAZA DRIVE, SECAUCUS, NJ 07094, (201) 319-4000
SEMI-ANNUAL REPORT
MARCH 31, 1995
(UNAUDITED)
LETTER TO SHAREHOLDERS FIDUCIARY MANAGEMENT ASSOCIATES - GROWTH PORTFOLIO
May 12, 1995
Dear Shareholder:
We are pleased to provide you with an update of Fiduciary Management Associates
Growth Portfolio's (FMA) performance and investment activity during its fiscal
half year ended March 31, 1995. The following table compares FMA's total return
with that of the overall U.S. stock market, represented by the unmanaged S&P
500-stock Index, and with the Russell 2000 Stock Index, also unmanaged, which
measures the performance of the smallest 2,000 stocks on the New York and
American Stock Exchanges and the NASDAQ:
Six Months Ended March 31, 1995
Total Return Ending NAV
------------ ----------
FMA - GROWTH PORTFOLIO +4.23% $26.19
S&P 500 +9.69%
Russell 2000 +2.68%
A SOFT LANDING FOR THE ECONOMY?
The long awaited slowdown in the U.S. economy materialized in the first quarter
of 1995. Gross Domestic Product (GDP) rose 2.8% in the period, down from the
previous quarter's torrid pace of 5.1%. Final sales growth moderated to 1.8%
due to weaker than expected consumer spending and a further deterioration of
the U.S. trade balance. Inventories rose sharply in the first quarter with
particular weakness in the manufacturing sector. Despite this recent slowdown,
the U.S. economy remains fundamentally strong and the economy should continue
to expand in 1995, albeit at a slower pace. Supporting economic growth will
likely be continued high levels of consumer and business spending. Real gains
in personal income, strong corporate earnings and easier access to credit are
expected to keep aggregate U.S. consumption at solid levels in the months ahead.
While an increase in overall price levels is expected this year, the inflation
outlook appears generally favorable. Broad price indices such as the Consumer
Price Index (CPI) and Producer Price Index (PPI) have shown few signs of
acceleration and labor costs remain under control. However, with the U.S.
economy believed to be near full capacity utilization, concern regarding
inflation is still warranted. If the economy continues to moderate, the upward
pressure on prices should ease somewhat due to less demand for resources.
INVESTMENT STRATEGY
During the reporting period, we continued to focus on your Portfolio's strategy
of investing in quality companies selling at undervalued market prices relative
to expected earnings, fundamentals and future prospects. Two of the Portfolio's
larger investments, Nine West and Global Marine, are examples of this strategy
at work.
Nine West is a dominant retailer of ladies' shoes. The company has a strong,
experienced management team, a quality product at a reasonable price and
dominant market share. The company grows internally due to the demand of its
lines, but it has also recently announced the acquisition of the shoe division
of U.S. Shoe, Inc. By adding U.S. Shoe's retail outlets and product lines, Nine
West will have an even stronger market position. With management's excellent
cost controls and experience, we believe the market price does not reflect the
expected earnings or future prospects of this quality company.
Global Marine is an offshore oil rig company that we believe is currently
undervalued. Our strategy for this investment is that a longer-term imbalance
for natural gas is just starting to create an excellent operating environment
for Global Marine. This company, like Nine West, has a strong proven management
team and has excellent potential for faster than average earnings growth.
We appreciate your investment in FMA and look forward to updating you on its
progress later in the year.
Sincerely,
Alden M. Stewart
President
1
TEN LARGEST HOLDINGS
MARCH 31, 1995 (UNAUDITED) FIDUCIARY MANAGEMENT ASSOCIATES - GROWTH PORTFOLIO
COMPANY VALUE PERCENT OF NET ASSETS
- - -------------------------------------------------------------------------------
Nine West Group, Inc. $3,430,850 3.3%
Sun Healthcare Group, Inc. 3,205,350 3.1
Global Marine, Inc. 3,087,625 3.0
National Health Labs Holdings, Inc. 3,079,500 3.0
Reading & Bates Corp. 2,948,562 2.9
Twentieth Century Inds., Inc. 2,655,500 2.6
Hospitality Franchise Systems, Inc. 2,649,600 2.6
Coram Healthcare Corp. 2,425,850 2.3
Heritage Media Corp. Cl.A 2,312,350 2.2
Industrie Natuzzi S.p.A., ADS. 2,253,062 2.2
$28,048,249 27.2%
2
PORTFOLIO OF INVESTMENTS
MARCH 31, 1995 (UNAUDITED) FIDUCIARY MANAGEMENT ASSOCIATES - GROWTH PORTFOLIO
COMPANY SHARES VALUE
- - -----------------------------------------------------------------------------
COMMON STOCKS & OTHER INVESTMENTS-97.8%
CONSUMER PRODUCTS & SERVICES-29.8%
APPAREL-3.3%
Cygne Designs, Inc.* 80,700 $948,225
Nautica Enterprises, Inc.* 27,250 851,562
Tommy Hilfiger Corp.* 71,200 1,566,400
3,366,187
AUTO & RELATED-0.9%
Superior Industries Intl., Inc. 37,800 963,900
BROADCASTING & CABLE-4.1%
Cablevision Systems Corp.
Cl.A* 15,400 818,125
CD Radio, Inc.* 69,200 272,475
Infinity Broadcasting Corp.
Cl.A* 16,600 693,050
Paging Network, Inc.* 29,300 981,550
Viacom, Inc.
Cl.B warrants 6/6/97* 179,200 582,400
Cl.C warrants 6/6/99* 179,600 920,450
4,268,050
COSMETICS-1.0%
Jean Phillippe
Fragrances, Inc.* 117,000 1,023,750
ENTERTAINMENT & LEISURE TIME-2.9%
Bally Gaming International, Inc.* 88,700 698,512
Heritage Media Corp. Cl.A* 89,800 2,312,350
3,010,862
PRINTING & PUBLISHING-1.5%
IVI Publishing, Inc.* 100,100 825,825
Playboy Enterprises, Inc. Cl.B* 83,900 660,713
1,486,538
RESTAURANTS & LODGING-3.2%
Hospitality Franchise Systems, Inc. 82,800 $2,649,600
Host Marriott Corp. 51,400 610,375
3,259,975
RETAILING-12.9%
ACT Manufacturing, Inc.* 5,600 79,100
ADVO Systems, Inc. 109,100 2,168,362
Bombay Co., Inc. 101,500 926,188
Catalina Marketing Corp.* 23,600 1,171,150
Circle K Corp.* 55,500 894,938
Corporate Express, Inc.* 17,400 461,100
Ethan Allen Interiors, Inc.* 10,700 223,363
Hancock Fabrics, Inc. 99,900 1,011,487
Industrie Natuzzi S.p.A., ADS. 61,100 2,253,062
Nine West Group, Inc.* 116,300 3,430,850
U.S. Office Products Co.* 56,000 805,000
13,424,600
30,803,862
TECHNOLOGY-25.4%
COMMUNICATIONS EQUIPMENT-11.6%
ALC Communications Corp.* 29,900 1,020,337
Ascend Communications, Inc.* 7,400 479,150
Bay Networks, Inc.* 32,354 1,193,054
Dionex Corp.* 38,200 1,537,550
Millicom International Cellular, S.A.* 59,100 1,566,150
Pairgain Technologies, Inc.* 41,300 986,038
Qualcomm, Inc.* 27,400 897,350
Scientific-Atlanta, Inc. 65,000 1,519,375
United States Cellular Corp.* 72,700 2,199,175
Vanguard Cellular Systems, Inc.* 25,900 582,750
11,980,929
3
PORTFOLIO OF INVESTMENTS
(CONTINUED) FIDUCIARY MANAGEMENT ASSOCIATES - GROWTH PORTFOLIO
COMPANY SHARES VALUE
- - -----------------------------------------------------------------------------
COMPUTER PERIPHERALS-1.9%
Komag, Inc.* 46,500 $1,464,750
Stratacom, Inc.* 11,000 473,000
1,937,750
COMPUTER SOFTWARE & SERVICES-6.0%
Cadence Design Systems, Inc.* 52,100 1,380,650
Informix Corp.* 56,300 1,935,312
Lotus Development Corp.* 52,500 2,008,125
Symantec Corp.* 36,700 844,100
6,168,187
SEMI-CONDUCTORS & RELATED-1.3%
Cypress Semiconductor Corp.* 46,100 1,285,038
MISCELLANEOUS-4.6%
ADC Telecommunications, Inc.* 37,000 1,091,500
Glenayre Technologies, Inc.* 9,900 450,450
Kemet Corp.* 27,400 1,030,925
Orbital Sciences Corp.* 57,900 1,143,525
Tellabs, Inc.* 18,300 1,065,975
4,782,375
26,154,279
HEALTHCARE-18.3%
BIOTECHNOLOGY-1.3%
Centocor, Inc.* 83,200 1,320,800
DRUGS, HOSPITAL
SUPPLIES & MEDICAL
SERVICES-17.0%
Abbey Healthcare Group, Inc.* 47,900 1,754,337
Community Health Systems, Inc.* 66,600 2,097,900
Coram Healthcare Corp.* 95,600 2,425,850
Healthwise America, Inc.* 29,600 1,043,400
Medcath, Inc.* 90,100 1,216,350
National Health Labs Holdings, Inc. 205,300 3,079,500
Physician Reliance Network, Inc.* 60,300 1,552,725
Sun Healthcare Group, Inc.* 125,700 3,205,350
Surgical Care Affiliates, Inc. 51,800 1,204,350
17,579,762
18,900,562
ENERGY-13.8%
OIL & GAS SERVICES-11.7%
Arethusa (Off-shore), Ltd.* 111,700 1,473,044
BJ Services Co. 76,900 1,576,450
Coflexip 36,000 985,500
Global Marine, Inc.* 726,500 3,087,625
Reading & Bates Corp.* 362,900 2,948,562
Rowan Cos., Inc.* 298,000 1,937,000
12,008,181
OIL REFINERY-2.1%
Diamond Shamrock, Inc.* 83,700 2,207,588
14,215,769
FINANCIAL SERVICE-5.8%
INSURANCE-5.8%
National Re Holdings Corp. 40,400 1,181,700
PXRE Corp. 86,800 2,094,050
Twentieth Century Inds., Inc. 226,000 2,655,500
5,931,250
BASIC INDUSTRIES-2.3%
AIR FREIGHT-0.5%
Airborne Freight Corp. 22,600 471,775
MACHINERY-0.7%
JLG Industries, Inc. 18,300 725,138
SURFACE TRANSPORTATION & SHIPPING-1.1%
TNT Freightways Corp. 47,700 1,132,875
2,329,788
4
FIDUCIARY MANAGEMENT ASSOCIATES - GROWTH PORTFOLIO
COMPANY SHARES VALUE
- - -----------------------------------------------------------------------------
MULTI INDUSTRY COMPANIES-0.7%
Concordia Paper Holdings, Ltd. 55,300 $746,550
RESTRICTED SECURITIES &
PRIVATE PLACEMENTS-1.7%
Menlo Ventures III,
A Limited Partnership*(a) 1,000,000 285,000
Oak Investment Partners III*(a) 2,000,000 282,644
Orion Network Systems, Inc.*(a) 166,667 1,000,002
Oscco II, A Limited Partnership*(a) 750,000 99,000
RCS II, A Limited Partnership*(a) 1,000,000 94,000
1,760,646
Total Common Stocks & Other Investments
(cost $93,060,785) 100,842,706
CORPORATE BOND-0.7%
COMMUNICATION & EQUIPMENT-0.7%
Intelcom Group, Inc.8.00%, 9/17/98 (a)
(cost $880,149) $890 $750,607
SHORT-TERM DEBT SECURITIES-2.7%
Federal Home Loan Mortgage Discount Note
6.00%, 6/15/95 1,500 1,481,250
6.15%, 4/03/95 1,300 1,299,556
Total Short-Term Debt Securities
(amortized cost $2,780,806) 2,780,806
TOTAL INVESTMENTS-101.2%
(cost $96,721,740) 104,374,119
Other assets less liabilities-(1.2%) (1,201,410)
NET ASSETS-100% $103,172,709
* Non-income producing.
(a) Illiquid security, valued at fair value (see Notes A & D).
See notes to financial statements.
5
STATEMENT OF ASSETS AND LIABILITIES
MARCH 31, 1995 (UNAUDITED) FIDUCIARY MANAGEMENT ASSOCIATES - GROWTH PORTFOLIO
ASSETS
Investments in securities, at value (cost $96,721,740) $104,374,119
Cash 4,380
Receivable for investment securities sold 2,281,530
Dividends and interest receivable 24,439
Other assets 6,022
Total assets 106,690,490
LIABILITIES
Payable for investment securities purchased 3,223,742
Advisory fee payable 193,449
Accrued expenses 100,590
Total liabilities 3,517,781
NET ASSETS (equivalent to $26.19 per share, based on 3,939,090
shares of beneficial interest outstanding) $103,172,709
COMPOSITION OF NET ASSETS
Shares of beneficial interest, at par $ 39,391
Additional paid-in capital 90,631,119
Distributions in excess of net investment income (280,832)
Accumulated undistributed net realized gain 5,130,652
Net unrealized appreciation of investments 7,652,379
$103,172,709
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE $26.19
See notes to financial statements.
6
STATEMENT OF OPERATIONS
SIX MONTHS ENDED MARCH 31, 1995
(UNAUDITED) FIDUCIARY MANAGEMENT ASSOCIATES - GROWTH PORTFOLIO
INVESTMENT INCOME
Interest $166,010
Dividends 107,734 $273,744
EXPENSES
Advisory fee 384,780
Administrative 67,274
Audit and legal 31,528
Custodian 29,009
Directors' fees 18,000
Transfer agency 10,411
Registration 2,380
Printing 5,000
Miscellaneous 6,194
Total expenses 554,576
Net investment loss (280,832)
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
Net realized gain on investments 5,189,006
Net change in unrealized appreciation of investments (755,327)
Net gain on investments 4,433,679
NET INCREASE IN NET ASSETS FROM OPERATIONS $4,152,847
STATEMENTS OF CHANGES IN NET ASSETS
- - -------------------------------------------------------------------------------
SIX MONTHS ENDED YEAR ENDED
MARCH 31, 1995 SEPT. 30,
(UNAUDITED) 1994
--------------- ------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
Net investment loss $(280,832) $(534,084)
Net realized gain on investments 5,189,006 15,291,318
Net change in unrealized appreciation of
investments (755,327) (20,782,350)
Net increase (decrease) in net assets from
operations 4,152,847 (6,025,116)
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net realized gain on investments (15,581,382) (971,941)
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST
Net (increase) decrease 8,166,192 (25,499,920)
Total decrease (3,262,343) (32,496,977)
NET ASSETS
Beginning of year 106,435,052 138,932,029
End of period $103,172,709 $106,435,052
See notes to financial statements.
7
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1995 (UNAUDITED) DUCIARY MANAGEMENT ASSOCIATES - GROWTH PORTFOLIO
NOTE A: SIGNIFICANT ACCOUNTING POLICIES
Fiduciary Management Associates Growth Portfolio (the 'Fund') is registered
under the Investment Company Act of 1940, as a diversified, open end investment
company. The Fund was organized as a Massachusetts business trust on March 12,
1986. The following is a summary of significant accounting policies followed by
the Fund.
1. SECURITY VALUATION
Portfolio securities traded on national securities exchanges are valued at the
last reported sales price, or, if no sale occurred, at the mean of the bid and
asked price at the regular close of the New York Stock Exchange.
Over-the-counter securities not traded on national securities exchanges are
valued at the mean of the closing bid and asked price. Securities which mature
in 60 days or less are valued at amortized cost which approximates market
value. Securities for which current market quotations are not readily available
(including investments which are subject to limitations as to their sale) are
valued at their fair value as determined in good faith by the Board of
Directors. In determining fair value, consideration is given to cost,
operating, and other financial data and, where applicable, subsequent private
offerings or the market price of the issuer's unrestricted shares less a
percentage discount.
2. TAXES
It is the Fund's policy to meet the requirements of the Internal Revenue Code
applicable to regulated investment companies and to distribute all of its
investment company taxable income and net realized gains, if applicable, to
shareholders. Therefore, no provisions for federal income or excise taxes are
required.
3. INVESTMENT INCOME AND SECURITY TRANSACTIONS
Dividend income is recorded on the ex-dividend date. Interest income is accrued
daily. Security transactions are accounted for on the date securities are
purchased or sold. Security gains and losses are determined on the identified
cost basis.
4. DIVIDENDS AND DISTRIBUTIONS
Dividends and distributions to shareholders are recorded on the ex-dividend
date. Income dividends and capital gains distributions are determined in
accordance with income tax regulations, which may differ from generally
accepted accounting principles.
5. CHANGE IN ACCOUNTING FOR DISTRIBUTIONS TO SHAREHOLDERS
Effective November 1, 1993, the Fund adopted Statement of Position 93-2:
Determination, Disclosure, and Financial Statement Presentation of Income,
Capital Gain, and Return of Capital Distributions by Investment Companies. As a
result, the Funds changed the classification of distributions to shareholders
to better disclose the differences between financial statement amounts and
distributions determined in accordance with income tax regulations.
NOTE B: ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Under the terms of an investment advisory agreement, the Fund pays its Adviser,
Alliance Capital Management L.P., an advisory fee at a quarterly rate equal to
3/16 of 1% (approximately 3/4 of 1% on an annual basis) of the net assets of
the Fund valued on the last business day of the previous quarter. The Adviser
has agreed, under the terms of the Investment Advisory Agreement, to reimburse
the Fund to the extent that its aggregate expenses (excluding interest, taxes,
brokerage and extraordinary expenses) exceed the limits prescribed by any state
in which the Fund's shares are qualified for sale. The Adviser believes that
the most restrictive expense limitation imposed by any state is 2.5% of the
first $30 million of its average daily net assets, 2% of the next $70 million
of its average daily net assets and 1.5% of its average daily net assets in
excess of $100 million. No reimbursement was required for the six months ended
March 31, 1995. Pursuant to the advisory agreement, the Fund paid $67,274 to
the Adviser representing the cost of certain legal and accounting services
provided to the Fund by the Adviser for the six months ended March 31, 1995.
The Fund compensates Alliance Fund Services, Inc. (a wholly-owned subsidiary of
the Adviser) for providing personnel and facilities to perform transfer agency
services for the Fund. Such compensation amounted to $8,926 for the six months
ended March 31, 1995.
8
FIDUCIARY MANAGEMENT ASSOCIATES - GROWTH PORTFOLIO
Brokerage commissions paid on securities transactions for the six months ended
March 31, 1995 amounted to $1,173,747, none of which was paid to brokers
utilizing the services of the Pershing Division of Donaldson, Lufkin & Jenrette
Securities Corp., ('DLJ') an affiliate of the Adviser.
NOTE C: INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding short-term investments)
aggregated $75,442,199 and $76,042,723, respectively, for the six months ended
March 31, 1995. There were no purchases or sales of U.S. Government or
government agency obligations for the six months ended March 31, 1995. At March
31, 1995, the cost of securities for federal income tax purposes was
$96,983,333. Accordingly, gross unrealized appreciation of investments was
$14,140,932 and gross unrealized depreciation of investments was $6,750,146
resulting in net unrealized appreciation of $7,390,786.
NOTE D: ILLIQUID SECURITIES
DATE
ACQUIRED COST VALUE
---------- ----------- ----------
Intelcom Group, Inc., 8%, 9/17/98 9/16/93 $ 880,148 $ 750,607
Menlo Ventures, III, A Limited Partnership 7/28/83 493,701 285,000
Oak Investment Partners III 9/28/83 1,588,040 282,644
Orion Network Systems, Inc. 7/24/92 1,000,002 1,000,002
Oscco II, A Limited Partnership 2/16/84 690,945 99,000
RCS II, A Limited Partnership 12/29/82 202,944 94,000
$4,855,780 $2,511,253
The securities shown above are restricted as to sale and have been valued at
fair value in accordance with procedures described in Note A.
The value of these securities at March 31, 1995 represents 2.4% of net assets.
NOTE E: SHARES OF BENEFICIAL INTEREST
There is an unlimited number of $0.01 par value shares of beneficial interest
authorized. Transactions in shares were as follows:
SHARES AMOUNT
-------------------- --------------------------
SIX MONTHS YEAR SIX MONTHS YEAR
ENDED ENDED ENDED ENDED
MARCH 31, SEPT.30, MARCH 31, SEPT.30,
---------- -------- ----------- -------------
1995 1994 1995 1994
Shares sold 662,347 2,099 $15,472,407 $60,000
Shares issued in reinvestment
of distributions -0- 30,620 -0- 947,370
Shares redeemed (277,664) (918,537) (7,306,215) (26,507,290)
Net increase (decrease) 384,683 (885,818) $8,166,192 $(25,499,920)
9
FINANCIAL HIGHLIGHTS FIDUCIARY MANAGEMENT ASSOCIATES - GROWTH PORTFOLIO
SELECTED DATA FOR A SHARE OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH
PERIOD
<TABLE>
<CAPTION>
SIX MONTHS ENDED YEAR ENDED SEPTEMBER 30,
MARCH 31, 1995 -----------------------------------------------------------------
(UNAUDITED) 1994 1993 1992 1991 1990
---------------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of year $29.94 $31.29 $27.41 $30.93 $23.09 $40.61
INCOME FROM INVESTMENT OPERATIONS
Net investment income (loss) (.07) (.20) (.10) (.07) .07 .08
Net realized and unrealized gain
(loss) on investments .80 (.93) 7.29 (2.24) 8.28 (10.45)
Net increase (decrease) in net asset
value from operations .73 (1.13) 7.19 (2.31) 8.35 (10.37)
LESS: DISTRIBUTIONS
Dividends from net investment income -0- -0- -0- (.07) (.10) (.07)
Distributions from net realized gains (4.48) (.22) (3.31) (1.14) (.41) (7.08)
Total dividends and distributions (4.48) (.22) (3.31) (1.21) (.51) (7.15)
Net asset value, end of period $26.19 $29.94 $31.29 $27.41 $30.93 $23.09
TOTAL RETURN
Total investment return based on
net asset value (a) 4.23% (3.63)% 27.79% (7.52)% 37.03% (29.53)%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted) $103,173 $106,435 $138,932 $129,188 $182,538 $130,082
Ratio of expenses to average net
assets 1.08%(b) .98% .97% .92% .96% .90%
Ratio of net investment income (loss)
to average net assets (.55)%(b) (.42)% (.31)% (.19)% .25% .30%
Portfolio turnover rate 75% 116% 100% 122% 102% 87%
</TABLE>
(a) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period.
(b) Annualized.
10
FIDUCIARY MANAGEMENT ASSOCIATES - GROWTH PORTFOLIO
BOARD OF DIRECTORS
JOHN D. CARIFA, CHAIRMAN
RUTH BLOCK (1)
DAVID H. DIEVLER
JOHN H. DOBKIN (1)
WILLIAM H. FOULK, JR. (1)
DR. JAMES M. HESTER (1)
CLIFFORD L. MICHEL (1)
HENRY UGARTE (1)
OFFICERS
ALDEN M. STEWART, PRESIDENT
THOMAS BARDONG, VICE PRESIDENT
RANDALL E. HAASE, VICE PRESIDENT
TIMOTHY D. RICE, VICE PRESIDENT
EDMUND P. BERGAN, JR., SECRETARY
MARK D. GERSTEN, TREASURER & CHIEF FINANCIAL OFFICER
PATRICK J. FARRELL, CONTROLLER
CUSTODIAN
STATE STREET BANK & TRUST COMPANY
225 Franklin Street
Boston, MA 02110
DISTRIBUTOR
ALLIANCE FUND DISTRIBUTORS, INC.
1345 Avenue of the Americas
New York, NY 10105
LEGAL COUNSEL
SEWARD & KISSEL
One Battery Park Plaza
New York, NY 10004
TRANSFER AGENT
ALLIANCE FUND SERVICES, INC.
P.O. Box 1520
Secaucus, NJ 07096-1520
Toll-free 1-(800) 221-5672
INDEPENDENT AUDITORS
ERNST & YOUNG LLP
787 Seventh Avenue
New York, NY 10019
(1) Member of the Audit Committee.
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