<PAGE>
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MAIRS AND POWER
GROWTH FUND, INC.
------------------
2ND QUARTER REPORT
June 30, 1995
August 14, 1995
To Our Shareholders
On June 30, 1995, the net asset value per share of Mairs and Power Growth Fund
was $48.31, a gain of 23.4% from the year end valuation after adjustment for the
June dividend. This compares favorably with returns of 20.1% for the Standard &
Poor's 500 Stock Index and 20.4% for the Dow Jones Industrial Average. The
average gain for U.S. stock funds during the period was 16.6%. For the five year
period ended June 30, the Fund registered an average annual return of 16.7%. In
a study of mutual funds' performance by CDA/Wiesenberger, the Fund ranked 20th
out of 293 Long Term Growth funds for the five year period. A survey of mutual
funds appearing in the June 12th issue of U.S. NEWS & WORLD REPORT ranked Mairs
and Power Growth Fund 3rd out of a universe of 621 Long Term Growth Funds based
on relative performance over the past one, three, five and ten year periods.
The U.S. economy practically stalled during the second quarter with gross
domestic product rising at an anemic 0.5% annual rate. However, the slowing
growth had been widely anticipated and was largely the result of the sharpest
inventory correction in almost five years. A better measure of economic strength
is final sales to consumers and other end users which increased at a 2.1% annual
rate. A bright spot in the picture was export growth which continued to improve
despite the economic problems of two major U.S. trading partners, Mexico and
Japan. Therefore, analysts believe that the economy continues on a firm footing
with the prospect for stronger growth during the balance of the year. The
economy has now entered its fifth year of economic expansion and yet inflation
is remarkably well contained. During the most recent twelve month period,
consumer prices have increased just 2.8%. In response to the slowing economy,
the Federal Reserve Board in early July voted to ease credit conditions by
lowering the federal funds rate by a quarter-percentage-point, thus reversing
direction for the first time in eighteen months. Both the stock and bond markets
had a strong performance during the first half of the year. Stock prices rose in
response to declining long term interest rates as well as better-than-expected
corporate earnings. Despite the sharp rise in prices, stocks are fairly valued
based on projected earnings and moderate inflation. During previous periods of
moderate inflation, stocks have traded at an average 16.4 multiple of earnings,
slightly above the current level. While the market may be subject to a short
correction, we believe that long-term fundamentals continue positive. The
economy is enjoying a durable economic expansion, characterized by strong
earnings growth, that should continue beyond 1996.
We are saddened by the death of our friend and partner, George Power, who
passed away on July 18th after an illness of several months. His contributions
to our firm are far too significant to detail in this space. A tribute will
appear in our Annual Report. We are pleased to announce the election of Peter
Robb to our Board of Directors which occurred at the Annual Meeting in May.
Peter has served as an officer of the Fund since joining our firm in 1994 after
a twenty year career in investment management, including positions at First
Trust Company and Norwest Bank of Minneapolis.
We are pleased to report that Mairs and Power Growth Fund is now listed on the
NASDAQ stock market. The daily price can be found in over 600 newspapers under
the mutual fund section with the abbreviation Mairs Pwr Gr. The stock symbol is
MPGFX.
George A. Mairs
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SCHEDULE OF INVESTMENTS AT JUNE 30, 1995
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<TABLE>
<CAPTION>
NUMBER OF MARKET
SHARES COMMON STOCK COST VALUE
- --------- ---------------------------------------- ----------- -----------
<C> <S> <C> <C>
CHEMICAL 3.2%
71,000 Ecolab, Inc. $ 676,847 $ 1,739,500
----------- -----------
CONSUMER 8.7%
33,000 Darden 58,543 358,875
33,000 General Mills, Inc. 278,881 1,695,375
40,810 Jostens, Inc. 359,469 867,212
62,000 The Toro Company 990,910 1,736,000
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1,687,803 4,657,462
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DRUGS AND HOSPITAL SUPPLIES 10.5%
22,000 Baxter International, Inc. 398,146 800,250
5,500 Caremark International Inc. 40,230 110,000
30,000 Johnson & Johnson 507,824 2,025,000
29,000 Pfizer Inc. 524,984 2,671,625
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1,471,184 5,606,875
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FINANCIAL 14.8%
65,000 First Bank System, Inc. 809,120 2,665,000
106,000 Norwest Corporation 391,235 3,047,500
45,000 St. Paul Companies, Inc. 639,648 2,216,250
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1,840,003 7,928,750
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INFORMATION SERVICES 5.3%
36,000 DeLuxe Corp. 91,626 1,192,500
87,000 Merrill Corporation 934,518 1,653,000
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1,026,144 2,845,500
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MEDICAL DEVICES 11.1%
58,000 Medtronic, Incorporated 868,700 4,473,250
29,000 St. Jude Medical, Inc. 1,005,458 1,453,625
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1,874,158 5,926,875
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NATURAL RESOURCES 2.3%
26,000 Weyerhaeuser Company 541,444 1,225,250
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RETAILING 6.3%
29,000 Dayton Hudson Corporation 1,017,430 2,080,750
44,000 SUPERVALU Inc. 967,086 1,281,500
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1,984,516 3,362,250
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TECHNOLOGY 12.3%
36,025 Emerson Electric Co. 819,703 2,575,788
20,000 Honeywell Inc. 613,022 862,500
57,000 MTS Systems Corporation 807,942 1,567,500
30,000 National Computer Systems Inc. 433,875 622,500
105,750 T S I Inc. 473,049 951,750
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3,147,591 6,580,038
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TELECOMMUNICATIONS 8.2%
122,000 ADC Telecommunications Inc. 236,157 4,361,500
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OTHER INDUSTRIALS 15.2%
150,000 BMC Industries, Inc. 613,328 3,768,750
76,000 Graco Inc. 510,930 2,042,500
40,000 Minnesota Mining & Manufacturing Company 681,646 2,295,000
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1,805,904 8,106,250
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TOTAL COMMON STOCKS 97.9% $16,291,751 $52,340,250
-----------
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Other Assets in Excess of Liabilities
2.1% 1,139,486
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NET ASSETS 100% $53,479,736
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-----------
</TABLE>
<PAGE>
STATEMENT OF NET ASSETS AT JUNE 30, 1995
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<TABLE>
<S> <C> <C> <C>
ASSETS
Common stocks as annexed, at market value (cost $16,291,751).......................... $52,340,250
Cash.................................................................................. 1,071,158
Dividends and interest receivable..................................................... 66,280
Receivables for securities sold, not yet delivered.................................... 0
Prepaid expense....................................................................... 36,928
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$53,514,616
LIABILITIES
Accrued management fee........................................ $ 26,727
Accrued custodian and transfer agent fee...................... 8,153
Payable for securities purchased, not yet received............ 0 34,880
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NET ASSETS
Equivalent to $48.31 per share on 1,107,083 shares outstanding........................ $53,479,736
-----------
-----------
</TABLE>
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STATEMENT OF CHANGES IN NET ASSETS
FOR THE SIX MONTHS ENDED JUNE 30, 1995
<TABLE>
<S> <C> <C> <C>
NET ASSETS, December 31, 1994......................................................... $41,889,850
Net investment income, per statement below..................... $ 281,342
Net accrued income in price of shares sold and repurchased..... 4,132
----------
285,474
Distribution to shareholders................................... 275,515 9,959
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Fund shares issued and repurchased:
Received for 94,218 shares issued............................ 4,109,149
Paid for 51,154 shares repurchased........................... 2,230,206 1,878,943
----------
Increase in unrealized net appreciation (depreciation) of investments................. 9,141,209
Net gain or (loss) realized from sales of securities.................................. 559,775
Distribution from net realized gain................................................... 0
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NET ASSETS, June 30, 1995............................................................. $53,479,736
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-----------
</TABLE>
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STATEMENT OF NET INVESTMENT INCOME
FOR THE SIX MONTHS ENDED JUNE 30, 1995
<TABLE>
<S> <C> <C> <C>
INVESTMENT INCOME
Dividends............................................................................. $ 501,313
EXPENSES
Management fee (Note B)....................................... $ 145,157
Fees and expenses of custodian, transfer agent and dividend
disbursing agent (Note B).................................... 46,605
Legal and auditing fees and expenses.......................... 11,210
Insurance..................................................... 3,354
Other Fees and Expenses....................................... 13,645 219,971
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NET INVESTMENT INCOME................................................................. $ 281,342
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-----------
</TABLE>
NOTE A: No provision has been made for Federal income taxes as it is the
intention of the Fund to comply with the provisions of the Internal Revenue Code
available to investment companies and to make distributions of income and
security profits which will be sufficient to relieve it from all or
substantially all income taxes.
NOTE B: The investment advisory fee was paid to Mairs and Power, Inc., which is
owned by individuals who are directors and officers of the Fund, for its
services as investment adviser. Investment advisory fees are paid to the adviser
pursuant to an advisory agreement approved by the Directors of the Fund. The
advisor fee is computed each month and is 1/20th of one percent of the net asset
value of the Fund on the last valuation day of the month. The transfer agent fee
was also paid to Mairs and Power, Inc. which serves as transfer agent. Directors
of the Fund not affiliated with Mairs and Power, Inc. received compensation for
meetings attended during this period totaling $7,312. No compensation was paid
to any other director or officer of the Fund.
SUPPLEMENTARY INFORMATION: Purchases and sales of investment securities during
the six months ended June 30, 1995 aggregated $2,251,682 and $598,489
respectively.
<PAGE>
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Mairs and Power
Growth Fund, Inc.
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A NO-LOAD FUND
W-2062 FIRST NATIONAL BANK BUILDING, 332 MINNESOTA STREET, ST. PAUL, MINNESOTA
55101
612-222-8478
SUMMARY OF FINANCIAL INFORMATION
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This table covers a period of generally rising common stock prices. The results
shown should not be considered as a representation of the dividend income or
capital gain or loss which may result from an investment made in the Fund today.
<TABLE>
<CAPTION>
PER SHARE
--------------------------------------
DISTRIBUTIONS DIVIDENDS
OF REALIZED FROM NET
SHARES TOTAL NET NET ASSET SECURITIES INVESTMENT
DATES OUTSTANDING ASSETS VALUE GAINS INCOME
- ------------- ----------- ----------- --------- ------------- ----------
<S> <C> <C> <C> <C> <C>
Dec. 31, 1975 1,114,754 $10,758,751 $ 9.65 $0.24
Dec. 31, 1976 1,078,864 13,821,528 12.81 0.26
Dec. 31, 1977 1,057,928 13,145,624 12.43 0.33
Dec. 31, 1978 998,265 13,282,487 13.31 0.35
Dec. 31, 1979 914,635 14,104,765 15.42 0.45
Dec. 31, 1980 840,882 14,540,014 17.29 0.55
Dec. 31, 1981 861,678 13,148,158 15.26 $0.74 0.60
Dec. 31, 1982 850,942 16,784,217 19.72 0.58 0.50
Dec. 31, 1983 881,592 18,972,177 21.52 0.70 0.48
Dec. 31, 1984 872,069 17,304,204 19.84 0.76 0.46
Dec. 31, 1985 856,738 21,553,457 25.16 0.86 0.46
Dec. 31, 1986 893,850 22,235,453 24.88 2.74 0.40
Dec. 31, 1987 914,139 19,816,097 21.68 2.29 0.48
Dec. 31, 1988 929,039 20,630,251 22.21 1.21 0.41
Dec. 31, 1989 866,584 22,630,081 26.11 1.83 0.43
Dec. 31, 1990 867,432 22,501,587 25.94 0.70 0.42
Dec. 31, 1991 904,023 31,440,529 34.78 1.58 0.39
Dec. 31, 1992 956,814 34,363,306 35.91 1.16 0.40
Dec. 31, 1993 1,006,285 39,081,010 38.84 1.22 0.43
Dec. 31, 1994 1,064,019 41,889,850 39.37 0.98 0.65
June 30, 1995 1,107,083 53,479,736 48.31 0 0.25
</TABLE>
No adjustment has been made for any income tax payable by shareholders on
capital gain distributions accepted in shares.
This report is not to be used in connection with the offering of shares of the
Fund unless accompanied or preceded by an effective Prospectus. Please call or
write if you desire further information.
AVERAGE ANNUAL TOTAL RETURNS -- THE AVERAGE ANNUAL TOTAL RETURNS FOR THE
FUND (PERIODS ENDED JUNE 30, 1995) ARE AS FOLLOWS:
1 YEAR: +31.8% 5 YEARS: +16.7% 10 YEARS: +15.0%
PAST INVESTMENT RESULTS SHOULD NOT BE TAKEN AS NECESSARILY REPRESENTATIVE
OF FUTURE PERFORMANCE. 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.
OFFICERS AND DIRECTORS
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<TABLE>
<S> <C> <C> <C>
George A. Mairs, III William B. Frels Peter G. Robb Kathleen M. Kellerman
President and Director Secretary and Director Vice-President and Director Treasurer
</TABLE>
<TABLE>
<S> <C> <C>
Litton E. S. Field Donald E. Garretson J. Thomas Simonet
Director Director Director
</TABLE>
