JEFFERSON PILOT CAPITAL APPRECIATION FUND INC
N-30D, 1996-08-29
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<PAGE>

JEFFERSON-PILOT CAPITAL APPRECIATION FUND, INC.


A MUTUAL FUND SEEKING GROWTH OF CAPITAL


This report and accompanying financial statements are submitted for information
of the Fund shareholders and are not to be considered as an offer or
solicitation of offers to buy or sell any shares of the Fund. Such offering is
made only if preceded or accompanied by an effective prospectus.


FUND DIRECTORS AND OFFICERS             DISTRIBUTOR
E. J. YELTON, Ph.D., DIRECTOR,          Jefferson-Pilot Investor Services, Inc.
  PRESIDENT, AND TREASURER              100 North Greene Street
                                        Greensboro, North Carolina 27401
JOHN C. INGRAM, CFA, DIRECTOR

J. LEE LLOYD, DIRECTOR                  INVESTMENT ADVISER
                                        JP Investment Management Company
RICHARD W. McENALLY, CFA, DIRECTOR      100 North Greene Street
                                        Greensboro, North Carolina 27401
WILLIAM E. MORAN, DIRECTOR
                                        CUSTODIAN AND TRANSFER AGENT
W. HARDEE MILLS, CFA,                   Investors Fiduciary Trust Company
  VICE PRESIDENT                        127 West Tenth Street
                                        Kansas City, Missouri 64105
J. GREGORY POOLE, SECRETARY

GREGORY D. WALKER, CFA,
   PORTFOLIO MANAGER



                                            JEFFERSON-PILOT CAPITAL
                                            APPRECIATION FUND, INC.
                                            100 North Greene Street
                                            P.O. Box 21008
                                            Greensboro, North Carolina 27420


<PAGE>

INVESTMENT RESULTS

TOTAL RETURN -- 1996 -- DIVIDEND REINVESTMENT PLAN:

         Net Asset Value June 30, 1996                              $17.27
         Investment Income Dividend Paid:
           February 9, 1996                                         $  .021
         Capital Gains Paid:
           February 9, 1996                                         $  .395
         June 30, 1996 Adjusted Value per Share Assuming
           All Dividends Reinvested in Fund Shares                  $17.72
         Net Asset Value December 31, 1995                          $15.96
         Percent Change During Six Months Ended
           June 30, 1996:
             Jefferson-Pilot Capital Appreciation Fund --
               Assuming All Dividends Reinvested in Fund Shares      11.03%

         Reinvestment Price Assuming Dividend was reinvested
         in New Fund Shares on the Record Date:
           $15.90 per share as of January 30, 1996



2

<PAGE>

TO SHAREHOLDERS


INVESTMENT ACTIVITY

On June 30, 1996, the net asset value of your Fund was $17.27. Dividends
totaling $.021 per share from net investment income and $.395 per share from net
capital gains have been paid year to date.

On a total return basis for the first half of the year, the Jefferson-Pilot
Capital Appreciation Fund increased 11.03% while the S&P 500 increased 10.10%.
Through June 30, 1996, Jefferson-Pilot Capital Appreciation Fund's historical
compound annual rate of total return is shown below for the following holding
periods:*

                            1 Years -- 27.22%
                            3 Years -- 14.50%
                            5 Years -- 13.66%
                           10 Years -- 11.06%

The second quarter saw the S&P 500 reach a new all-time high on May 24 after
inflation and interest rate fears began to moderate. The S&P 500 returned 4.5%
for the quarter marking the sixth consecutive quarter of positive performance.
Stocks of smaller companies and stocks of cyclical companies, having benefited
from the perception of a stronger than expected economy, began to lag toward the
end of the second quarter as concerns over corporate profits began to arise
again. This concern began anew after anecdotal signs of an economy which was
stronger than expected began to stimulate fears of a Federal Reserve interest
rate hike. Since the S&P 500's peak in May, investors have begun a flight to
quality. Defensive growth names have since outperformed the market due to their
tendency to provide superior relative earnings if the Federal Reserve indeed
places the brakes on economic growth with higher interest rates.

Your Fund has outperformed both the median Lipper Growth and Income manager as
well as the S&P 500 year to date. The Fund is in the top 20% of all Growth and
Income funds for the trailing twelve months according to Lipper Analytical
Services. This outperformance continues as of this writing with the market
exhibiting continued weakness.

The current market correction should be viewed as a positive event. Veteran
investors consider corrections as a healthy means of removing speculative
excesses from the marketplace. Witness the NASDAQ composite, comprised mainly of
smaller companies, often technology stocks, which has fallen 15% from its April
high. Fortunately, lower stock prices based on investor skittishness and fear,
present the seasoned long-term investor with buying opportunities.

We do not question that it is becoming late in this bull market. The liquidity
provided by the Federal Reserve, as well as that provided by other central
banks, has been the critical catalyst for this aging worldwide bull market. This
accommodative posture by the Federal Reserve may be coming to an end. In his
recent testimony before Congress, Federal Reserve Chairman Greenspan appeared to
hint that the war against inflation may be just beginning.

We do not base our management strategy on a forecast of the economy or interest
rates. We continue to believe that the stocks of companies with superior
earnings growth relative to their peers and which are trading at attractive
valuations are the companies we wish to own in the portfolio. Irrespective of
the overall market direction we believe that this strategy, over time, will
result in superior relative performance.



                                                                          3

<PAGE>

PORTFOLIO DIVERSIFICATION

SECTOR                                         % OF TOTAL NET ASSETS

CREDIT CYCLICALS                                        0.00
FINANCIAL                                              18.47
CONSUMER GROWTH STAPLES                                 3.30
CONSUMER STAPLES                                       15.52
CONSUMER CYCLICALS                                      4.80
CAPITAL GOODS -- TECHNOLOGY                            11.84
CAPITAL GOODS                                           4.39
ENERGY                                                 10.15
BASIC INDUSTRIES                                        3.67
TRANSPORTATION                                          1.43
UTILITIES                                              14.63
CONGLOMERATES                                           1.13
CASH                                                   10.67


Your continued support and interest in the Jefferson-Pilot Capital Appreciation
Fund are appreciated, and we welcome any questions.

Jefferson-Pilot Capital Appreciation Fund, Inc.



/s/ E.J. YELTON
President
July 29, 1996


*   These results do not include the sales charge. If the maximum sales charge
    of 4.50% of the initial investment is included and with all subsequent
    distributions of the Fund reinvested, the average annual total rate of
    return of the Fund for the one, three, five, and ten-year periods ended
    June 30, 1996, were +21.51%, +12.77%, +12.66% and +10.48%, respectively.
    These results represent past performance and are not necessarily an
    indication of future results.


4

<PAGE>

ABOUT YOUR FUND



As a shareowner of Jefferson-Pilot Investment Grade Bond Fund, you have several
valuable benefits and privileges:


- - You may be able to acquire additional shares at a reduced sales charge through
either the Combined Purchases, Accumulated Purchases, or Statement of Intention
provisions of the Fund. (See those sections of your prospectus that describe
these provisions.)

- - You may exchange shares owned at any time for an equal value of shares of
Jefferson-Pilot Investment Grade Bond Fund, subject to certain minimum amounts,
without charge.

- - You may reinvest all income and capital gains distributions in additional Fund
shares at the Fund's net asset value (without a sales charge).

- - Provided you own shares or currently purchase shares having a net asset of at
least $10,000, you may elect to have monthly or quarterly payments made to you
under a Systematic Withdrawal Plan.

Additionally, the Fund provides a printed confirmation of each transaction,
quarterly reports, and other account information, making ownership of Fund
shares easy and convenient.

The cost of purchasing and owning shares is reasonable. The services provided
plus professional management plus diversification of investments would otherwise
be prohibitively expensive for most investors.

We hope that this information will encourage you to increase the level of your
future invesments in Jefferson-Pilot Capital Appreciation Fund -- or you may
wish to add a Jefferson-Pilot Investment Grade Bond Fund account.


                                                                          5

<PAGE>

JEFFERSON-PILOT CAPITAL APPRECIATION FUND, INC.

TEN LARGEST HOLDINGS
June 30, 1996

COMPANY                                         MARKET VALUE    PERCENT OF FUND

General Electric Company                         $1,124,500          2.8
Countrywide Credit Industries, Inc.               1,039,500          2.6
Tellabs, Inc.                                     1,034,625          2.5
Atlantic Richfield Company                          995,400          2.5
Frontier Corporation                                980,000          2.4
Citicorp                                            966,713          2.4
Monsanto Company                                    958,750          2.4
Schering -- Plough Corporation                      953,800          2.3
Royal Dutch Petroleum Company                       876,375          2.2
Borders Group, Inc.                                 854,625          2.1
                                                -----------        -----
                                                 $9,784,288         24.2



6

<PAGE>

JEFFERSON-PILOT CAPITAL APPRECIATION FUND, INC.



STATEMENT OF INVESTMENTS
June 30, 1996 (Unaudited)

                                              NUMBER OF SHARES        MARKET
COMMON STOCKS -- 88.33%                     OR PRINCIPAL AMOUNT       VALUE

Aerospace/Defense -- 1.19%
  Lockheed-Martin Corporation                      5,700         $  478,800

Banks -- 6.54%
  Bank of New York Company, Inc.                  11,000            563,750
  Chase Manhattan Corporation                      5,928            418,665
  Citicorp                                        11,700            966,713
  Mellon Bank Corporation                         12,000            684,000

Broadcasting -- .34%
  US West Media Group, Inc.                        7,600            138,700*

Chemicals -- Major -- 3.36%
  Imperial Chemical Industries, Inc.               8,000            393,000
  Monsanto Company                                29,500            958,750

Computer Systems -- 3.18%
  SunGard Data Systems, Inc.                      12,000            480,000*
  Xerox Corporation                               15,000            802,500

Conglomerates -- 1.13%
  AlliedSignal, Inc.                               8,000            457,000

Drugs -- 5.59%
  Lilly (Eli) & Company                            5,708            371,020
  Merck & Company, Inc.                            5,400            348,975
  Pharmacia & Upjohn, Inc.                        13,000            576,875
  Schering-Plough Corporation                     15,200            953,800

Electric Equipment -- Major -- 2.79%
  General Electric Company                        13,000          1,124,500

Electronics -- Instrument -- 1.05%
  Varian Associates, Inc.                          8,200            424,350

Electronics -- Semi -- .37%
  Atmel Corporation                                5,000            150,625*

Foods -- 1.90%
  Sara Lee Corporation                            23,600            764,050

Hospital -- Management -- 2.98%
  Columbia/HCA Healthcare Corporation              9,900            528,412
  Vencor, Inc.                                    22,000            671,000*


                                                                          7

<PAGE>



Hospital -- Supplies -- 4.08%
  Baxter International, Inc.                       5,700            269,325
  Guidant Corporation                              5,046            248,516
  Johnson & Johnson                               16,000            792,000
  St. Jude Medical, Inc.                          10,000            332,500*

Insurance -- Multi-Line -- 5.92%
  AFLAC, Inc.                                     13,500            403,312
  Aetna Life & Casualty Company                   10,000            715,000
  Allstate Corporation                            12,300            561,188
  CIGNA Corporation                                6,000            707,250

Insurance -- Property & Casualty -- 1.19%
  Everest Reinsurance Holdings, Inc.              15,500            401,062
  IPC Holdings, Inc.                               4,000             80,500

Merchandising -- Department -- 2.27%
  Consolidated Stores Corporation                 10,000            367,500*
  Federated Department Stores, Inc.               16,000            546,000

Merchandising -- Drugs -- 1.32%
  Eckerd Corporation                              12,000            271,500*
  Thrifty Payless Holdings, Inc.                  15,000            258,750*

Merchandising -- Special -- 2.12%
  Borders Group, Inc.                             26,500            854,625*

Miscellaneous Consumer Cyclical -- .44%
  Kelly Services, Inc.                             6,000            175,500

Miscellaneous Financial -- 4.92%
  Countrywide Credit Industries, Inc.             42,000          1,039,500
  Federal Home Loan Mortgage Corporation           4,600            393,300
  First USA, Inc.                                 10,000            550,000

Natural Gas -- Diversified -- .70%
  Questar Corporation                              8,300            282,200

Oils -- Integrated Domestic -- 5.41%
  Amerada Hess Corporation                         9,500            509,438
  Amoco Corporation                                9,300            673,087
  Atlantic Richfield Company                       8,400            995,400

Oils -- Integrated International -- 4.09%
  Mobil Corporation                                6,900            773,663
  Royal Dutch Petroleum Company                    5,700            876,375

Paper & Forest Products -- .34%
  Sonoco Products Company                          4,830            137,051


8

<PAGE>

Pollution Control -- 1.63%
  WMX Technologies, Inc.                          20,000            655,000



Railroads -- .91%
  CSX Corporation                                  7,600            366,700

Telecommunications -- 5.88%
  DSC Communications Corporation                  15,000            450,000*
  Loral Space & Communications, Ltd.               9,200            125,350*
  Lucent Technologies, Inc.                       17,000            643,875*
  Tellabs, Inc.                                   15,500          1,034,625*
  360 Communications Company                       4,866            116,784*

Tobacco -- 1.45%
  Philip Morris Companies, Inc.                    5,600            582,400

Transportation -- Miscellaneous -- .53%
  Federal Express Corporation                      2,600            213,200*

Utilities -- Communications -- 7.02%
  Bell Atlantic Corporation                        3,700            235,875
  BellSouth Corporation                            7,400            313,575
  Century Telephone Enterprises, Inc.              8,400            267,750
  Frontier Corporation                            32,000            980,000
  SBC Communications, Inc.                         3,600            177,300
  Sprint Corporation                              14,600            613,200
  US West Communications Group, Inc.               7,600            242,250

Utilities -- Electric -- 7.39%
  American Electric Power Company, Inc.            6,600            281,325
  CMS Energy Corporation                           9,800            302,575
  Carolina Power & Light Company                   4,100            155,800
  CINergy Corporation                             13,700            438,400
  Consolidated Edison Company of NY, Inc.          5,900            172,575
  Dominion Resources, Inc.                         4,600            184,000
  Entergy Corporation                             12,000            340,500
  FPL Group, Inc.                                  8,200            377,200
  Illinova Corporation                             9,600            276,000
  Northeast Utilities                              8,650            115,694
  PECO Energy Company                              4,900            127,400
  Public Service Enterprise Group, Inc.            7,500            205,312

Utilities -- Water -- .30%
  American Water Works Company, Inc.               3,000            120,750
                                                                -----------

      Total Common Stocks (Cost -- $26,768,816+)                 35,585,442
                                                                -----------


                                                                          9

<PAGE>

<TABLE>

<S>                                                          <C>             <C>
PREFERRED STOCKS -- 1.51%

Telecommunications -- .22%
  TCI Communications, Inc., $2.125 Cum Pfd. Ser. A                2,000            88,250

Tobacco -- 1.29%
  RJR Nabisco Holdings, Inc. Pfd C                               80,000           520,000
                                                                             ------------

      Total Preferred Stocks (Cost -- $594,800+)                                  608,250
                                                                             ------------

SHORT-TERM SECURITIES -- 10.16%
  American Express Credit Corporation, 7/10/96               $1,000,000           998,517
  Cargill, Inc., 7/03/96                                        400,000           399,823
  Chevron Oil Finance Company, 7/02/96                        1,000,000           999,710
  Ford Motor Credit Company, 7/08/96                            700,000           699,165
  General Electric Capital Corporation, 7/16/96               1,000,000           997,613
                                                                             ------------

      Total Short-Term Securities (Cost -- $4,094,828+)                         4,094,828
                                                                             ------------

      Total Investments (Cost -- $31,458,444+)                                $40,288,520
                                                                             ------------
                                                                             ------------


</TABLE>

* Non-income producing.

+ Aggregate cost for Federal income tax purposes is the same.

See Notes to Financial Statements.


10

<PAGE>

JEFFERSON-PILOT CAPITAL APPRECIATION FUND, INC.


STATEMENT OF ASSETS AND LIABILITIES
June 30, 1996 (Unaudited)


ASSETS

Investment in securities at value (cost $31,458,444)          $ 40,288,520
Cash                                                               373,991
Receivables:
  Capital shares sold                                                5,000
  Dividends                                                         35,094
                                                              ------------
      Total Assets                                              40,702,605
                                                              ------------


LIABILITIES

Payables:
  Capital shares sold                                               17,136
  Securities purchased                                             113,798
  Accrued expenses                                                  54,041
                                                              ------------

      Total Liabilities                                            184,975
                                                              ------------


NET ASSETS

Net Assets, equivalent to $17.27 per share on
  2,346,524 shares of capital stock outstanding (Note 2)      $ 40,517,630
                                                              ------------
                                                              ------------


Computation of public offering price:

Net asset value per share                        $    17.27
                                                 ----------
                                                 ----------

Offering price per share (100/95.5 x $17.27)
  (reduced on sales of $25,000 or more)          $    18.08
                                                 ----------
                                                 ----------


See Notes to Financial Statements.


                                                                         11

<PAGE>


JEFFERSON-PILOT CAPITAL APPRECIATION FUND, INC.




STATEMENT OF OPERATIONS
Six Months Ended June 30, 1996 (Unaudited)

Investment Income:
  Interest                                                     $    75,007
  Dividends                                                        422,863
                                                               -----------

      Total income                                                 497,870
                                                               -----------

  Expenses:
    Investment Adviser's fee (Note 3)                               96,826
    Custodian and Transfer Agent fees                               34,397
    Directors' fees                                                  2,490
    Professional fees                                               12,900
    Shareholder accounting services (Note 3)                        10,740
    Printing and mailing                                             6,510
    Other                                                            2,662
                                                               -----------

      Total expenses                                               166,525

      Less expenses offset (Note 5)                           (      7,731)
                                                               -----------

      Net expenses                                                 158,794
                                                               -----------

      Investment income -- net                                     339,076
                                                               -----------

Realized and Unrealized Gain on Investments:
  Net realized gain on investments                               3,246,231
  Unrealized appreciation of investments for the period            469,653
                                                               -----------

      Net gain on investments                                    3,715,884
                                                               -----------

Net increase in net assets from operations                     $ 4,054,960
                                                               -----------
                                                               -----------



See Notes to Financial Statements.


12


<PAGE>

JEFFERSON-PILOT CAPITAL APPRECIATION FUND, INC.




STATEMENTS OF CHANGES IN NET ASSETS
Six Months Ended June 30, 1996 (Unaudited) and Year Ended December 31, 1995

                                             SIX MONTHS           Year Ended
                                           ENDED JUNE 30,        December 31,
                                                 1996                1995
Increase (Decrease) in Net Assets from:    --------------       -------------


Operations:
  Investment income -- net                    $   339,076         $   589,619
  Net realized gain on investments              3,246,231           2,251,129
  Unrealized appreciation
    for the period                                469,653           7,655,872
                                              -----------         -----------

      Net increase in net assets
      from operations                           4,054,960          10,496,620

Dividends paid to shareholders from:
  Investment income -- net                   (     49,141)       (    568,392)
  Net realized gain on investments           (    924,527)       (  1,486,668)

Capital share transactions (Note 2)          (    394,742)       (  2,993,629)
                                              -----------         -----------

      Total increase                            2,686,550           5,447,931

Net Assets
  Beginning of period                          37,831,080          32,383,149
                                              -----------         -----------

  End of period (including undistributed net
    investment income of $338,642 and
    $48,707, respectively)                    $40,517,630         $37,831,080
                                              -----------         -----------
                                              -----------         -----------



See Notes to Financial Statements.


                                                                         13

<PAGE>

JEFFERSON-PILOT CAPITAL APPRECIATION FUND, INC.


NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1. SIGNIFICANT ACCOUNTING POLICIES:
Jefferson-Pilot Capital Appreciation Fund, Inc. is an open-end management
investment company registered under the Investment Company Act of 1940. The
Fund's primary investment objective is long-term capital appreciation. The Fund
seeks to achieve this objective by investing substantially all of its assets in
common stocks of companies recognized as leaders in their respective industries,
however, other types of securities may be purchased depending upon the judgment
of management. The following is a summary of significant accounting policies
followed in the preparation of its financial statements:

VALUATION OF SECURITIES -- Investments are stated at value based on the closing
prices reported on national securities exchanges on the last business day of the
period, or for over-the-counter securities, at the last bid price, except that
short-term securities are stated at amortized cost which approximates value.

FEDERAL INCOME TAXES -- It is the Fund's policy to comply with the requirements
of the Internal Revenue Code applicable to "regulated investment companies" and
to distribute all of its taxable income to its shareholders. Therefore, no
provision for Federal income tax is required.

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
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of increases and decreases in net assets
from operations during the reporting period. Actual results could differ from
those estimates.

GENERAL -- Securities transactions are accounted for on the trade date. Dividend
income and distributions to shareholders are recorded on the ex-dividend date.
Interest income is accrued as earned.

NOTE 2. CAPITAL STOCK:
At June 30, 1996, 10,000,000 shares of capital stock ($1.00 par value) were
authorized and capital paid-in amounted to $28,104,300. Transactions in capital
stock were as follows:


                                SIX MONTHS ENDED                Year Ended
                                 JUNE 30, 1996              December 31, 1995
                                ----------------            -----------------
                           SHARES        AMOUNT          Shares       Amount
                          --------    -----------       --------   -----------
Sold                        63,398     $1,043,722        153,009    $2,164,646
Issued on reinvestment
  of dividends              49,540        787,686        109,424     1,662,936
Redeemed                  (136,467)   ( 2,226,150)      (469,652)  ( 6,821,211)
                          --------    -----------       --------   -----------

Net decrease              ( 23,529)   ($  394,742)      (207,219)  ($2,993,629)
                          --------    -----------       --------   -----------
                          --------    -----------       --------   -----------


14

<PAGE>

NOTE 3. INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
JP Investment Management Company received investment advisory fees of $96,826
during the six months ended June 30, 1996. This fee is computed at the annual
rate of 0.5% of the Fund's average daily net asset value. If the Fund's
expenses, excluding interest and taxes, exceed 1% of the average daily net asset
value, the Investment Adviser will pay the excess. No such reimbursement was
required during the period.

Expenses include $10,740 of fees paid to JP Investment Management Company for
shareholder accounting services.

Jefferson-Pilot Investor Services, Inc. received sales commissions of $25,487 in
its capacity as Principal Distributor for the Fund.

NOTE 4. INVESTMENT TRANSACTIONS:
Purchases and sales of investment securities, excluding short-term securities,
were $8,904,709 and $13,414,650, respectively.

Realized gains and losses are reported on an identified cost basis. Accumulated
undistributed net realized gain at June 30, 1996 was $3,244,612.

At June 30, 1996, the aggregate gross unrealized appreciation and depreciation
of portfolio securities was as follows:

         Unrealized appreciation                 $9,209,014
         Unrealized depreciation                (   378,938)
                                                 ----------

         Net unrealized appreciation             $8,830,076
                                                 ----------
                                                 ----------

NOTE 5. EXPENSE OFFSET ARRANGEMENT:
The Fund has an arrangement with its custodian and transfer agent whereby
credits earned on cash balances maintained at the custodian are used to offset
custody and transfer agent charges. These credits amounted to $7,731 for the
period ended June 30, 1996.


                                                                         15

<PAGE>

NOTE 6. SELECTED FINANCIAL INFORMATION:

<TABLE>
<CAPTION>

                                                 SIX MONTHS
                                                    ENDED
                                                   JUNE 30,                 YEARS ENDED DECEMBER 31,
                                                    ------      -------     -------     -------     -------     -------
                                                     1996         1995        1994        1993        1992        1991
                                                    ------      -------     -------     -------     -------     -------

<S>                                                 <C>         <C>         <C>         <C>         <C>         <C>
PER SHARE OPERATING PERFORMANCE
(for a share outstanding throughout the period)

Net asset value, beginning of period                 $15.96      $12.56      $17.05      $17.44      $18.02      $14.09
                                                     ------      ------      ------      ------      ------      ------

Income from investment operations:
Net investment income                                   .15        .25         .29          23           23         .32
Net realized and unrealized gain (loss)
  on investments                                       1.58        4.03     (  1.12)       1.04         .75        4.13
                                                     ------      ------      ------      ------      ------      ------
    Total from investment operations                   1.73        4.28     (   .83)       1.27         .98        4.45
                                                     ------      ------      ------      ------      ------      ------

Less distributions:
Dividends from net investment income                (   .02)    (   .24)    (   .28)    (   .22)    (   .27)    (   .33)
Distributions from net realized gains               (   .40)    (   .64)    (  3.38)    (  1.44)    (  1.29)    (   .19)
                                                     ------      ------      ------      ------      ------      ------

    Total distributions                             (   .42)    (   .88)    (  3.66)    (  1.66)    (  1.56)    (   .52)
                                                     ------      ------      ------      ------      ------      ------

Net asset value, end of period                       $17.27      $15.96      $12.56      $17.05      $17.44      $18.02
                                                     ------      ------      ------      ------      ------      ------
                                                     ------      ------      ------      ------      ------      ------

TOTAL RETURN (WITHOUT DEDUCTION
  OF SALES LOAD)                                      11.03%      34.47%     ( 4.63%)      7.68%       5.60%      32.22%

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000 omitted)             $40,518     $37,831     $32,383     $38,045     $34,898     $33,836
Ratios to average net assets:
  Expenses                                              .86%+^      .87%^       .83%        .84%        .87%        .87%
  Net investment income                                1.75+       1.66        1.74        1.30        1.34        1.98
Portfolio turnover rate                               24.99       65.27      143.81       26.89       53.38       36.70


</TABLE>

+ Annualized.

^ Pursuant to new regulations, ratio includes expenses paid by expense offset
arrangements.


16

<PAGE>

JEFFERSON-PILOT INVESTMENT GRADE BOND FUND, INC.


A MUTUAL FUND SEEKING MAXIMUM INCOME


This report and accompanying financial statements are submitted for information
of the Fund shareholders and are not to be considered as an offer or
solicitation of offers to buy or sell any shares of the Fund. Such offering is
made only if preceded or accompanied by an effective prospectus.

FUND DIRECTORS AND OFFICERS              DISTRIBUTOR
E. J. YELTON, Ph.D., DIRECTOR            Jefferson-Pilot Investor Services,Inc.
  PRESIDENT,AND TREASURER                100 North Greene Street
                                         Greensboro, North Carolina 27401
JOHN C. INGRAM, CFA, DIRECTOR
                                         INVESTMENT ADVISER
J. LEE LLOYD, DIRECTOR                   JP Investment Management Company
                                         100 North Greene Street
RICHARD W. McENALLY, CFA, DIRECTOR       Greensboro, North Carolina 27401

WILLIAM E. MORAN, DIRECTOR               CUSTODIAN AND TRANSFER AGENT
                                         Investors Fiduciary Trust Company
W. HARDEE MILLS, CFA, VICE               127 West Tenth Street
   PRESIDENT                             Kansas City, Missouri 64105

J. GREGORY POOLE, SECRETARY

H. LUSBY BROWN, CFA,
   PORTFOLIO MANAGER



                                         JEFFERSON-PILOT INVESTMENT
                                         GRADE BOND FUND, INC.
                                         100 North Greene Street
                                         P.O. Box 21008
                                         Greensboro, North Carolina, 27420



                                                                         17

<PAGE>


INVESTMENT RESULTS


TOTAL RETURN -- 1996 -- DIVIDEND REINVESTMENT PLAN:


          Net Asset Value June 30, 1996                                $ 9.26
          Investment Income Dividend Paid:
            February 9, 1996                                           $  .018
            May 10, 1996                                               $  .150
          June 30, 1996 Adjusted Value per Share Assuming
            All Dividends Reinvested in Fund Shares                    $ 9.43
          Net Asset Value December 31, 1995                            $ 9.66
          Percent Change During Six Months Ended
            June 30, 1996:
              Jefferson-Pilot Investment Grade Bond Fund, Inc.
                Assuming All Dividends Reinvested in Fund Shares      (  2.38)%

         Reinvestment Prices Assuming Dividends were reinvested
         in New Fund Shares on the Record Date:
           $9.67 per share as of January 30, 1996
           $9.24 per share as of April 26, 1996


18

<PAGE>

TO SHAREHOLDERS


INVESTMENT ACTIVITY

On June 30, 1996, the net asset value of your Fund was $9.26. The Fund paid
dividends of $.168 per share from interest income during the first half of 1996.
The Fund's year-to-date returns and annual returns for one, three, five, and
ten-year periods ending June 30, 1996 are as follows:*

                          Year-to-Date (2.38%)
                            1 Year  --  3.46%
                            3 Years --  3.70%
                            5 Years --  6.87%
                           10 Years --  7.29%

The bond market experienced these negative returns due to fears that the economy
was growing too rapidly causing the Federal Reserve to resort to a tightening of
monetary policy to prevent inflation. Since the beginning of the year, yields
have increased approximately 100 basis points in intermediate and long maturity
bonds, thus reducing bond prices.

The actions of the bond market in 1996 stem from expectations derived from
strong growth in payroll employment. This eliminated any expectations that the
Fed would cut short-term rates, causing the yield curve to steepen for longer
maturities. Corporate bonds outperformed Treasuries during the past six months
due to narrowing credit spreads caused by improved credit quality in most
sectors. Mortgage-backed securities also outperformed Treasuries as prepayment
assumptions declined with the rise in interest rates.

So far, the damage to the bond market has been inflicted solely on expectations.
Our view that inflation is unlikely to be a serious threat to bond yields has
proven to be accurate so far, as the CPI is still less than 3% on a year-over-
year basis. We believe that real yields on bonds are attractive at current
levels. If the Fed acts to raise short-term rates to choke off the prospects for
any future inflation, then bonds could become even more attractive. Despite the
attractiveness of real long-term rates, the bond market remains at risk until
the economy exhibits signs of a slowdown. We will continue to maintain a
somewhat neutral interest rate risk profile based on our short-term expectations
of bond market volatility; however, we maintain that in the long run bonds
should provide good relative returns.


                                                                         19

<PAGE>

PORTFOLIO DIVERSIFICATION:

SECTOR                                      % OF TOTAL NET ASSETS


  U. S. Government                                  43.00
  Mortgage-Backed Securities                        13.45
  Industrials                                       14.74
  Financials                                        10.81
  Electric Utilities                                 2.73
  Telephone Utilities                                3.70
  Gas Utilities                                      7.74
  Cash Equivalents                                   3.83


Your continued support and interest in the Jefferson-Pilot Investment Grade Bond
Fund are appreciated, and we welcome any questions.

Jefferson-Pilot Investment Grade Bond Fund, Inc.


/s/ E.J. Yelton
                    
President
July 29, 1996


* These results do not include the sales charge. If the maximum sales charge of
  4.50% of the initial investment is included, the rates of return of the Fund
  for the one, three, five, and ten-year periods ended June 30, 1996, were
  -1.16%, +2.14%, +5.90%, and +6.79%, respectively. These results represent past
  performance and are not necessarily an indication of future results.


20

<PAGE>

ABOUT YOUR FUND


As a shareowner of Jefferson-Pilot Capital Appreciation Fund, you have several
valuable benefits and privileges:

- - You may be able to acquire additional shares at a reduced sales charge through
either the Combined Purchases, Accumulated Purchases, or Statement of Intention
provisions of the Fund. (See those sections of your prospectus that describe
these provisions.)

- - You may exchange shares owned at any time for an equal value of shares of
Jefferson-Pilot Capital Appreciation, subject to certain minimum amounts,
without charge.

- - You may reinvest all income and capital gains distributions in additional Fund
shares at the Fund's net asset value (without a sales charge).

- - Provided you own shares or currently purchase shares having a net asset of at
least $10,000, you may elect to have monthly or quarterly payments made to you
under a Systematic Withdrawal Plan.

Additionally, the Fund provides a printed confirmation of each transaction,
quarterly reports, and other account information, making ownership of Fund
shares easy and convenient.

The cost of purchasing and owning shares is reasonable. The services provided
plus professional management plus diversification of investments would otherwise
be prohibitively expensive for most investors.

We hope that this information will encourage you to increase the level of your
future investments in Jefferson-Pilot Investment Grade Bond Fund -- or you may
wish to add a Jefferson-Pilot Capital Appreciation Fund account.


                                                                         21

<PAGE>

JEFFERSON-PILOT INVESTMENT GRADE BOND FUND, INC.


STATEMENT OF INVESTMENTS
June 30, 1996 (Unaudited)

<TABLE>
<CAPTION>


                       FACE
RATINGS*              AMOUNT                       ISSUE                                 VALUE

                                        BONDS -- 98.74%
                                    U.S. GOVERNMENT -- 44.14%

<S>                <C>               <S>                                            <C>
                   $  750,000        U.S. Treasury Notes
                                     5 1/8% due 11/30/98                             $   731,835

                      750,000        U.S. Treasury Notes
                                     5 7/8% due 4/30/98                                  747,068

                      750,000        U.S. Treasury Notes
                                     6 3/8% due 8/15/02                                  744,022

                    1,000,000        U.S. Treasury Notes
                                     6 1/2% due 4/30/99                                1,005,310

                    1,000,000        U.S. Treasury Notes
                                     6 7/8% due 3/31/00                                1,014,530

                      500,000        U.S. Treasury Bonds
                                     7 1/8% due 2/15/23                                  505,390

                      750,000        U.S. Treasury Notes
                                     8% due 10/15/96                                     755,393

                      500,000        U.S. Treasury Bonds
                                     8 7/8% due 8/15/17                                  600,310

                    1,000,000        U.S. Treasury Bonds
                                     10 3/8% due 11/15/09                              1,222,970

                    1,000,000        U.S. Treasury Bonds
                                     12 3/4% due 11/15/10                              1,404,220

                                    MORTGAGE-BACKED SECURITIES -- 13.82%
                    1,000,000        Federal Home Loan Mortgage Corporation
                                     6% due 3/15/09                                      897,500

                    2,000,000        Federal Home Loan Mortgage Corporation
                                     7% due 9/15/23                                    1,835,000



22

<PAGE>



                                     INDUSTRIALS -- 26.23%

                                     FINANCE -- 11.10%
A1                  1,000,000        Ford Motor Credit Company
                                     6 3/4% Notes due 8/15/08                            938,000

A1                    750,000        Merrill Lynch & Company, Inc.
                                     6 7/8% Notes due 3/01/03                            739,185

A1                    500,000        SunTrust Banks, Inc.
                                     8 7/8% Notes due 2/01/98                            518,155

                                    FOODS -- 3.68%
Aa2                   750,000        Archer-Daniels-Midland Company
                                     7 1/8% Debs. due 3/01/13                            727,822

                                    MACHINERY -- INDUSTRIAL/SPECIALTY -- 2.64%
A2                    500,000        Johnson Controls, Inc.
                                     7.70% Debs. due 3/01/15                             523,435

                                    POLLUTION CONTROL -- 2.57%
Baa2                  500,000        Laidlaw, Inc.
                                     7.70% Debs. due 8/15/02                             508,850

                                    RAILROADS -- 3.57%
Baa2                  750,000        Kansas City Southern Industries, Inc.
                                     6 5/8% Senior Notes due 3/01/05                     705,660

                                    TOBACCO -- 2.67%
A2                    500,000        Philip Morris Companies, Inc.
                                     8 1/4% Senior Notes due 10/15/03                    527,680

                                    UTILITIES -- 14.55%

                                    UTILITIES -- ELECTRIC -- 2.80%
A1                    500,000        South Carolina Electric & Gas Company
                                     9% 1st & Ref. due 7/15/06                           553,475

                                    UTILITIES -- GAS -- 7.95%
Aa3                   500,000        Laclede Gas Company
                                     8 1/2% 1st Mtge. due 11/15/04                       529,945

A2                    500,000        National Fuel Gas Company
                                     7 3/4% Debs. due 2/01/04                            506,500

Baa1                  500,000        Texas Gas Transmission
                                     8 5/8% Notes due 4/01/04                            535,160


                                                                         23

<PAGE>




                                    UTILITIES -- TELEPHONE -- 3.80%
A3                    750,000        United Telephone Company of Pennsylvania
                                     7 3/8% 1st Mtge. Ser. Y due 12/01/02                752,168
                                                                                      ----------

                                       Total Bonds (Cost -- $18,533,958+)             19,529,583
                                                                                      ----------

                                    SHORT-TERM SECURITIES -- 1.26%
A1                    250,000        General Electric Capital Corporation, 7/02/96       249,925
                                                                                      ----------

                                       Total Short-Term Securities
                                         (Cost -- $249,925+)                             249,925
                                                                                      ----------

                                       Total Investments
                                         (Cost -- $18,783,883+)                      $19,779,508
                                                                                      ----------
                                                                                      ----------


</TABLE>

* Bonds are rated by Moody's Investors Service, Inc. and Commercial Paper is
rated by Standard & Poor's   Corporation.

+ Aggregate cost for Federal income tax purposes is the same.

See Notes to Financial Statements.



24

<PAGE>

JEFFERSON-PILOT INVESTMENT GRADE BOND FUND, INC.


STATEMENT OF ASSETS AND LIABILITIES
June 30, 1996 (Unaudited)

ASSETS

Investment in securities at value (cost $18,783,883)              $ 19,779,508
Cash                                                                   228,262
Receivables:
  Interest                                                             333,464
  Capital shares sold                                                      239
                                                                  ------------

      Total Assets                                                  20,341,473
                                                                  ------------

LIABILITIES

Payables:
  Accrued expenses                                                      34,607
                                                                  ------------
      Total Liabilities                                                 34,607
                                                                  ------------

NET ASSETS

Net Assets, equivalent to $9.26 per share on
  2,191,978 shares of capital stock outstanding (Note 2)          $ 20,306,866
                                                                  ------------
                                                                  ------------


Computation of public offering price:

Net asset value per share                        $     9.26
                                                  ---------
                                                  ---------

Offering price per share (100/95.5 x $9.26)
  (reduced on sales of $25,000 or more)          $     9.70
                                                  ---------
                                                  ---------


See Notes to Financial Statements.


                                                                         25


<PAGE>



JEFFERSON-PILOT INVESTMENT GRADE BOND FUND, INC.

STATEMENT OF OPERATIONS

Six Months Ended June 30, 1996 (Unaudited)

Investment Income:
  Interest                                                         $   756,559
                                                                    -----------

  Expenses:
    Investment Adviser's fee (Note 3)                                   52,920
    Custodian and Transfer Agent fees                                   23,278
    Directors' fees                                                      2,640
    Professional fees                                                   10,650
    Shareholder accounting services (Note 3)                             5,280
    Other                                                                4,318
                                                                    -----------

      Total expenses                                                    99,086

      Less expenses offset (Note 5)                                (     5,947)
                                                                    -----------
      Net expenses                                                      93,139
                                                                    -----------

      Investment income -- net                                         663,420
                                                                    -----------
Realized and Unrealized Loss on Investments:
  Net realized loss on investments                                 (       945)

  Unrealized depreciation of investments for the period            ( 1,183,717)
                                                                    -----------

      Net loss on investments                                      ( 1,184,662)
                                                                    -----------

Net decrease in net assets from operations                         ($  521,242)
                                                                    -----------
                                                                    -----------



See Notes to Financial Statements.


26
<PAGE>

JEFFERSON-PILOT INVESTMENT GRADE BOND FUND, INC.


STATEMENTS OF CHANGES IN NET ASSETS
Six Months Ended June 30, 1996 (Unaudited) and Year Ended December 31, 1995

                                                     SIX MONTHS      Year Ended
                                                   ENDED JUNE 30,   December 31,
                                                       1996             1995
                                                   --------------   ------------
Increase (Decrease) in Net Assets from:


Operations:
  Investment income -- net                          $   663,420    $ 1,407,084
  Net realized loss on investments                 (        945)  (     45,405)

  Unrealized appreciation (depreciation)
    for the period                                 (  1,183,717)     2,333,056
                                                     -----------     ----------

      Net increase (decrease) in net
        assets from operations                     (    521,242)     3,694,735

Dividends paid to shareholders from
  investment income -- net                         (    380,911)  (  1,403,096)

Capital share transactions (Note 2)                (  1,080,910)  (  1,033,355)
                                                     -----------     ----------

      Total increase (decrease)                    (  1,983,063)     1,258,284

Net Assets
  Beginning of period                                22,289,929     21,031,645
                                                     -----------    -----------

  End of period (including undistributed net
    investment income of $321,995 and
    $39,486, respectively)                          $20,306,866    $22,289,929
                                                     -----------    -----------
                                                     -----------    -----------


See Notes to Financial Statements.


                                                                         27
<PAGE>

JEFFERSON-PILOT INVESTMENT GRADE BOND FUND, INC.


NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1. SIGNIFICANT ACCOUNTING POLICIES:
Jefferson-Pilot Investment Grade Bond Fund, Inc. is an open-end management
investment company registered under the Investment Company Act of 1940. The
Fund's primary investment objective is to seek the maximum level of current
income as is consistent with prudent risk. The Fund attempts to achieve this
objective by investing primarily in high-rated fixed income securities and
dividend paying common stocks, however other types of securities may be
purchased depending upon the judgment of management. The following is a summary
of significant accounting policies followed in the preparation of its financial
statements:

VALUATION OF SECURITIES -- Fixed income securities are valued by using market
quotations or independent pricing services which utilize prices provided by
market makers or estimates based on yield data related to similar securities;
short-term securities are stated at amortized cost which approximates value.

FEDERAL INCOME TAXES -- It is the Fund's policy to comply with the requirements
of the Internal Revenue Code applicable to "regulated investment companies" and
to distribute all of its taxable income to its shareholders. Therefore, no
provision for Federal income tax is required.

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
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of increases and decreases in net assets
from operations during the reporting period. Actual results could differ from
those estimates.

GENERAL -- Securities transactions are accounted for on the trade date.
Distributions to shareholders are recorded on the ex-dividend date. Interest
income is accrued as earned.

NOTE 2. CAPITAL STOCK:
At June 30, 1996, 10,000,000 shares of capital stock ($1.00 par value) were
authorized and capital paid-in amounted to $19,879,958. Transactions in capital
stock were as follows:

                          SIX MONTHS ENDED              Year Ended
                            JUNE 30, 1996            December 31, 1995
                        ---------------------        ------------------
                         SHARES       AMOUNT        Shares         Amount
                         -------    ---------      --------    ----------
Sold                    25,134     $  236,712      36,972     $  344,257
Issued on reinvestment
  of dividends          25,530        237,039      94,251        879,674
Redeemed              (166,310)   ( 1,554,661)   (241,492)   ( 2,257,286)
                        --------    ----------    --------     ----------
Net decrease          (115,646)   ($1,080,910)   (110,269)   ($1,033,355)
                       --------    ----------     --------    ----------
                       --------    ----------     --------    ----------


28
<PAGE>

NOTE 3. INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
JP Investment Management Company received investment advisory fees of $52,920
during the six months ended June 30, 1996. This fee is computed at the annual
rate of 0.5% of the Fund's average daily net asset value. If the Fund's
expenses, excluding interest and taxes, exceed 1% of the average daily net asset
value, the Investment Adviser will pay the excess. No such reimbursement was
required during the period.

Expenses include $5,280 of fees paid to JP Investment Management Company for
shareholder accounting services.

Jefferson-Pilot Investor Services, Inc. received sales commissions of $6,893 in
its capacity as Principal Distributor for the Fund.

NOTE 4. INVESTMENT TRANSACTIONS:
Purchases and sales of investment securities, excluding short-term securities,
were $1,251,797 and $2,067,286, respectively.

Realized gains and losses are reported on an identified cost basis. Accumulated
undistributed net realized loss at June 30, 1996 was $890,712. This loss may be
carried forward to offset future realized gains.

At June 30, 1996, the aggregate gross unrealized appreciation and depreciation
of portfolio securities was as follows:

          Unrealized appreciation            $1,109,800
          Unrealized depreciation           (   114,175)
                                              ---------
          Net unrealized appreciation        $  995,625
                                              ---------
                                              ---------

NOTE 5. EXPENSE OFFSET ARRANGEMENT:
The Fund has an arrangement with its custodian and transfer agent whereby
credits earned on cash balances maintained at the custodian are used to offset
custody and transfer agent charges. These credits amounted to $5,947 for the
period ended June 30, 1996.


                                                                         29
<PAGE>

NOTE 6. SELECTED FINANCIAL INFORMATION:

<TABLE>
<CAPTION>

                                               SIX MONTHS
                                                  ENDED
                                                 JUNE 30,                                YEARS ENDED DECEMBER 31,
                                                           ---------------------------------------------------------------------
                                                   1996        1995        1994            1993          1992           1991
                                                ---------   ---------    ---------      ----------     ----------      --------

<S>                                             <C>         <C>          <C>            <C>            <C>             <C>
PER SHARE OPERATING PERFORMANCE
(for a share outstanding throughout the period)

Net asset value, beginning of period             $ 9.66      $ 8.70       $ 9.89         $ 9.57         $ 9.65         $ 9.23
                                                ---------   ---------    ---------      ----------     ----------      --------
Income from investment operations:
Net investment income                               .30         .60          .62            .64            .66            .76
Net realized and unrealized gain (loss)
  on investments                                (   .53)        .96      (  1.21)           .32        (   .06)           .44
                                                ---------   ---------    ---------      ----------     ----------      --------
    Total from investment operations            (   .23)       1.56      (   .59)           .96            .60           1.20
                                                ---------   ---------    ---------      ----------     ----------      --------
Less distributions:
Dividends from net investment income            (   .17)    (   .60)     (   .60)       (   .64)       (   .68)       (   .78)
Distributions from net realized gains               --          --           --             --             --             --
                                                ---------   ---------    ---------      ----------     ----------      --------
    Total distributions                         (   .17)    (   .60)     (   .60)       (   .64)       (   .68)       (   .78)
                                                ---------   ---------    ---------      ----------     ----------      --------
Net asset value, end of period                   $ 9.26      $ 9.66       $ 8.70         $ 9.89         $ 9.57         $ 9.65
                                                ---------   ---------    ---------      ----------     ----------      --------
                                                ---------   ---------    ---------      ----------     ----------      --------
TOTAL RETURN (WITHOUT DEDUCTION
  OF SALES LOAD)                               (  2.38%)     18.39%     (  5.97%)        10.24%          6.53%         13.76%

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000 omitted)           $20,307     $22,290      $21,032        $23,632        $21,359        $19,313
Ratios to average net assets:
  Expenses                                         .94%+^        .96%^       .85%           .86%           .93%           .93%
  Net investment income                           6.27+         6.40        8.32           6.46           6.99           8.18
Portfolio turnover rate                           6.27         33.91       41.01          21.34          25.53          23.65


</TABLE>
 +Annualized.

^Pursuant to new regulations, ratio includes expenses paid by expense offset
arrangements.


30

<PAGE>

JEFFERSON-PILOT INVESTMENT GRADE BOND FUND, INC.


CHANGES IN INVESTMENT POSITIONS
For the Period April 1, 1996 to June 30, 1996

ADDITIONS                                   ELIMINATIONS

U.S. Treasury                               Tennessee Gas Pipeline Company
5 7/8% Notes due 4/30/98                     9 1/4% due 5/15/96

U.S. Treasury                               U.S. Treasury
7 1/8% Bonds due 2/15/23                     9 3/8% Notes due 4/15/96


                                                                         31
<PAGE>

JEFFERSON PILOT

FAMILY OF FUNDS
- --------------------------




JEFFERSON-PILOT
CAPITAL APPRECIATION FUND
INVESTMENT GRADE BOND FUND




- --------------------------

SEMI-ANNUAL REPORT

JUNE 30, 1996

THIS REPORT AND ACCOMPANYING FINANCIAL STATEMENTS ARE SUBMITTED FOR INFORMATION
OF THE FUND SHAREHOLDERS AND ARE NOT TO BE CONSIDERED AS AN OFFER OR
SOLICITATION OF OFFERS TO BUY OR SELL ANY SHARES OF THE FUND.  SUCH OFFERING IS
MADE ONLY IF PRECEDED OR ACCOMPANIED BY AN EFFECTIVE PROSPECTUS.

ITEM #JPI607041



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