As filed with the Securities and Exchange Commission on December 11, 1997
Securities Act of 1933 File No. 2-80886
Investment Company Act of 1940 File No. 811-3626
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------------
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Post-Effective Amendment No. 40
and/or
REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940
Amendment No. 35
---------------------------------
CITIZENS INVESTMENT TRUST
(Exact name of registrant as specified in charter)
One Harbour Place
Suite 525
Portsmouth, N.H. 03801
(Address of Principal Executive Offices)
Registrant's Telephone Number, including Area Code: (603) 436-5152
Sophia Collier
One Harbour Place
Suite 525
Portsmouth, N.H. 03801
(Name and Address of Agent for Service)
It is proposed that this filing will become effective
[X] immediately upon filing pursuant to paragraph (b)
[ ] on _____________ pursuant to paragraph (b) 75
[ ] days after filing pursuant to paragraph (a)
[ ] on (date) pursuant to paragraph (a) of Rule 485
--------------------
[bullet] This N-1A filing relates to the Working Assets Money Market Portfolio
(Retail Class), Citizens Income Portfolio, Citizens Index Portfolio
(Retail Class), Citizens Emerging Growth Portfolio and Citizens Global
Equity Portfolio.
<PAGE>
CITIZENS INVESTMENT TRUST
CROSS INDEX PAGE
WORKING ASSETS MONEY MARKET, CITIZENS INCOME, CITIZENS EMERGING GROWTH,
CITIZENS GLOBAL EQUITY AND CITIZENS INDEX PORTFOLIOS
Part A INFORMATION REQUIRED IN A PROSPECTUS
<TABLE>
<CAPTION>
ITEM REFERENCE
<S> <C> <C>
Item 1. Cover Page Cover Page
Item 2. Synopsis; Fee Information Cover Page; Fee Information
Item 3. Condensed Financial Information Financial Highlights
Item 4. General Description of Registrant Organization and Management of the Trust
Item 5. Management of the Fund Organization and Management of the Trust
Item 6. Capital Stock and other Securities How to Purchase and Redeem Shares;
Dividends, Distributions, and Taxes
Item 7. Purchase of Securities Being Offered How to Purchase and Redeem Shares
Item 8. Redemption or Repurchase How to Purchase and Redeem Shares
Item 9. Legal Proceedings None
</TABLE>
Part B INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL INFORMATION
Information required to be included in Part B is incorporated by reference to
Amendment 38 to the Registrant's Registration Statement (File No. 2-80886), as
filed with the Securities and Exchange Commission on October 7, 1997 (Accession
No. 0000950146-97-001515) and is set forth in the Supplement included herewith.
Part C INFORMATION REQUIRED IN PART C
Information required to be included in Part C is set forth under the appropriate
item, so numbered, in Part C to this Registration Statement.
<PAGE>
Supplement dated December 8, 1997 to Statement of Additional Information for
Citizens Trust portfolios (Citizens Index Portfolio (retail class), Citizens
Emerging Growth Portfolio, Citizens Global Equity Portfolio, Citizens Income
Portfolio and the Working Assets Money Market Portfolio (retail class)) dated
October 3, 1997.
At the bottom of page 1, below the table of contents, the following two
paragraphs should be added:
On December 1, 1997 the shareholders of the E[bullet]fund Portfolio voted to
merge the E[bullet]fund Portfolio into the Working Assets Money Market
Portfolio effective December 5, 1997.
As of December 5, 1997, the E[bullet]fund Portfolio is no longer in existence
and all references to the E[bullet]fund Portfolio in this Statement of
Additional Information should be disregarded.
<PAGE>
----------------------
The Talking Prospectus
----------------------
Citizens Trust
December 8, 1997
Dear Friend,
Since our inception in 1982, our goal has been to earn money for our
shareholders by investing in companies that show both strong financial promise
and corporate responsibility.
We believe there is a revolution going on in business today and only certain
companies will thrive in this new, faster paced, environmentally concerned and
diverse global business environment. At Citizens Trust, we identify and invest
in these companies -- businesses with the potential to produce strong financial
results today as well as create the world we want to live in tomorrow.
We hope you will read this prospectus carefully and retain it for future
reference. We look forward to serving you at Citizens Trust.
[Photo:
Sophia Collier] Sincerely,
/s/ Sophia Collier
Sophia Collier
President
Our Portfolios
Working Assets Money Market Portfolio's objective is current income consistent
with safety and liquidity. We seek to maintain a stable $1.00 Net Asset Value
per share at all times, although there is no assurance we will be able to do so.
Shares are neither insured nor guaranteed by the U.S. Government.
Citizens Income Portfolio invests in fixed-income securities with the objective
of generating current income and paying a dividend each month.
Citizens Index Portfolio invests in a market-weighted portfolio of stocks of 300
companies with the objective of long-term capital appreciation.
Citizens Emerging Growth Portfolio invests primarily in promising small- and
medium-sized companies with the objective of aggressive growth.
Citizens Global Equity Portfolio invests in U.S. and foreign stocks with the
objective of capital appreciation.
Our Statement of Additional Information, dated October 3, 1997, as amended
December 8, 1997, and incorporated by reference, is filed with the Securities
and Exchange Commission and is available on their website (http:\\www.sec.gov).
If you would like a printed copy, please call us toll-free.
All portfolios are no load and subject to 12b-1 fees. The minimum initial
investment in each portfolio is $2,500.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION, OR BY ANY STATE SECURITIES COMMISSION, NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION, OR ANY STATE SECURITIES COMMISSION, PASSED
ON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE
CONTRARY IS A CRIMINAL OFFENSE.
CITIZENS TRUST
One Harbour Place
Portsmouth, NH
03801
603-436-5152
For Broker-Dealer
Sales & Service:
800-982-7200
TABLE OF CONTENTS
Fee Information 2
How We Select Our
Investments 3
Financial Highlights 4
Working Assets Money
Market Portfolio 6
Citizens
Income Portfolio 6
Citizens
Index Portfolio 7
Citizens Emerging
Growth Portfolio 8
Citizens Global Equity
Portfolio 8
Organization and
Management of
the Trust 9
How to Purchase and
Redeem Shares 11
Shareholder Services
and Policies 13
Dividends, Distributions
and Taxes 13
Mailing Address
Wiring Instructions 14
Trustee Profiles 15
[Logo: Citizens Trust(TM)]
800-223-7010
American Medical Association [Logo: AMA]
Physicians dedicated to the health of America
Coalition for Tobacco-free Investments
1
<PAGE>
- ----------------------
The Talking Prospectus
- ----------------------
Fee Information
WORKING CITIZENS CITIZENS
ASSETS CITIZENS CITIZENS EMERGING GLOBAL
MONEY INCOME INDEX GROWTH EQUITY
MARKET PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO
Annual Portfolio
Operating Expenses
(as a percentage of
Average Net Assets)
Shareholder Transaction
Expenses None None None None None
Management Fees .35% .65% .50% 1.00% 1.00%
Distribution Expenses
(12b-1 Fees) .20% .25% .25% .25% .25%
Other Expenses (after
waiver and
reimbursement) .65%+ .55% .84% .82% .88%
Total Portfolio
Operating Expenses 1.20%* 1.45%* 1.59%* 2.07%* 2.13%*
*Restated to reflect current fees and expenses.
+The Adviser waived certain fees and reimbursed certain expenses. The ratio
prior to reimbursement for the year ended June 30, 1997, for the Working Assets
Money Market Portfolio was 1.39%.
................................................................................
Example: You would have paid the following expenses on a $1,000 investment,
assuming a 5% annual return and redemption at the end of each period:
1 Year 3 Years 5 Years 10 Years
------ ------- ------- --------
Working Assets Money Market Portfolio++ $12 $38 $66 $145
Citizens Income Portfolio 15 46 79 174
Citizens Index Portfolio 16 50 87 189
Citizens Emerging Growth Portfolio 21 65 111 240
Citizens Global Equity Portfolio 22 67 114 246
The example should not be considered a representation of past or future
expenses or past or future return. Actual expenses and actual return may be
greater or less than those included in the example above.
++Expenses reflect fee waiver, without which the expenses would have been
$14, $44, $76 and $167 respectively.
Costs For Other Services
Returned checks....................................................... $15.00
Returned Electronic Purchase/Payment - ACH............................ $15.00
Outgoing wire transfer................................................ $10.00
International wire transfer........................................... $20.00
Per check fee (waived with the E[bullet]fund Account).................. $0.50
Stop payments..........................................................$10.00
Checks......................................................... first 20 free
Box of 200 checks for the E[bullet]fund Account....................... $15.95
ATM cost...................................... $0.65 each/cash advance: $2.50
Annual fee for the E[bullet]fund Account ............................ $35.00
Debit Card replacement for the E[bullet]fund Account ................. $10.00
Copies of statements, checks and tax forms............................. $2.00
Below $2,500.00 minimum balance fee
(except for the E[bullet]fund Account).....................$3.00 each month
Escrow and Account Policies
We reserve the right to wait up to 7 business days to redeem any investments
made by check, and 5 business days for purchases made by ACH transfer. We also
reserve the right to close your account for any lawful reason, including, but
not limited to, reasonable suspicion of fraud or other illegal activity in
connection with the account. Please make all checks payable to "Citizens Trust."
We are unable to accept third-party checks.
2
<PAGE>
Citizens Trust
How We Select Our Investments
Financially Sound and Socially Responsible
Our investment strategy is to invest in companies we believe are financially
attractive and managed in a socially responsible manner. To find them, we favor
companies that make good and useful products and have positive environmental,
community and workplace records. We avoid companies that engage in workplace
discrimination or union busting; whose primary business is the manufacture of
alcohol, tobacco, firearms or nuclear power; and those that use animals to test
personal-care products or otherwise treat animals in an inhumane manner.
Citizens Trust has certain policies we consider fundamental, such as
consistently applying both social and financial screens to all our investment
decisions. These, together with each portfolio's investment objective and other
technical investment policies described in the Statement of Additional
Information, cannot be changed without the approval of a majority of the
outstanding shares of each portfolio that would be affected by the change. In
addition to the specific policies for each portfolio, we also have some general
policies for all our portfolios.
General Investment Policies
We try not to put all our eggs in one basket. This means that 75% of a
portfolio's assets will never hold more than 5% of any one company. We do not
invest more than 25% of the value of any one portfolio in one industry, with the
exception of securities of U.S. Government agencies or enterprises, or in our
money market portfolio, domestic banks.
Citizens Trust's role is to be a conscientious and alert investor, not a
controlling manager; therefore, across all our portfolios, we will not
accumulate more than 10% of the voting securities of any one company.
We sometimes purchase securities issued by companies that do not trade in the
public market. To maintain a good investment balance, we will limit these and
all other illiquid securities to a total of no more than 10% of each portfolio's
assets.
Each of our portfolios may, from time to time, invest in money market
securities such as the ones we use in our money market funds.
Each portfolio may temporarily borrow money from banks (and pledge its assets
to secure such borrowing) to meet redemption requests or for other purposes. We
will keep this borrowing down to no more than 10% of the value of each
portfolio's total assets and make no purchases while we have any outstanding
loans.
Repurchase Agreements
Sometimes we invest our surplus cash in repurchase agreements with
financially strong stockbrokers or banks that are members of the Federal
Reserve. We require all vendors of repurchase agreements to set aside collateral
in our name in the form of government securities equal to 102% of the value of
any repurchase agreement. However, it is important to note that while repurchase
agreements are a useful tool in managing the portfolio, they do have some
greater risk than direct investing in securities. If a bank or stockbroker
becomes bankrupt, or otherwise defaults after selling us a repurchase agreement,
we may suffer some delay and expense in liquidating our collateral or have a
loss of principal or interest.
AUDITOR
[Photo: Jim Mahoney]
A partner at the firm Tait,
Weller & Baker, Jim Mahoney
has served as the Trust's
Certified Public Accountant
and Auditor since 1986.
On the next page is a detailed
table of financial information
of the portfolios described in
this prospectus. It contains
much useful information, such
as the total return of each
portfolio over its years of
operation. If you want further
information, including a
detailed discussion of each
portfolio's recent
performance, you can call the
Trust's toll-free number and
request the 1997 Annual Report
to Shareholders, which is
another part of this
prospectus and contains
financial highlights for the
past five years.
3
<PAGE>
- ----------------------
The Talking Prospectus
- ----------------------
Financial Highlights
<TABLE>
<CAPTION>
Per Share Data
- -------------------------------------------------------------------| -------------------------------------------------|
Income (Loss) From Investment Operations | Less Distributions |
Net Gains
(Losses)
Net Asset on Securities Distributions
Year Average Value, Net (both Total from Dividends (from Net Net Asset
Ended Broker Beginning Income Realized & Investment (from Net Realized Total Value, End
June 30 Commission of Period Loss Unrealized) Operations Income) Gain) Distribtions of Period
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Working Assets Money Market Portfolio
1988 N/A 1.00 0.06 0.00 0.06 (0.06) 0.00 (0.06) 1.00
1989 N/A 1.00 0.08 0.00 0.08 (0.08) 0.00 (0.08) 1.00
1990 N/A 1.00 0.08 0.00 0.08 (0.08) 0.00 (0.08) 1.00
1991 N/A 1.00 0.07 0.00 0.07 (0.07) 0.00 (0.07) 1.00
1992 N/A 1.00 0.04 0.00 0.04 (0.04) 0.00 (0.04) 1.00
1993 N/A 1.00 0.02 0.00 0.02 (0.02) 0.00 (0.02) 1.00
1994 N/A 1.00 0.02 0.00 0.02 (0.02) 0.00 (0.02) 1.00
1995 N/A 1.00 0.04 0.00 0.04 (0.04) 0.00 (0.04) 1.00
1996 N/A 1.00 0.05 0.00 0.05 (0.05) 0.00 (0.05) 1.00
1997 N/A 1.00 0.04 0.00 0.04 (0.04) 0.00 (0.04) 1.00
Citizens Income Portfolio
1992(1) N/A 10.00 0.01 0.07 0.08 (0.01) 0.00 (0.01) 10.07
1993 N/A 10.07 0.46 0.54 1.00 (0.47) 0.00 (0.47) 10.60
1994 N/A 10.60 0.55 (0.54) 0.01 (0.55) (0.02) (0.57) 10.04
1995 N/A 10.04 0.65 0.36 1.01 (0.65) (0.02) (0.67) 10.38
1996 N/A 10.38 0.66 (0.10) 0.56 (0.66) 0.00 (0.66) 10.28
1997 N/A 10.28 0.67 0.28 0.95 (0.67) 0.00 (0.67) 10.56
Citizens Index Portfolio
1995(4) N/A 10.00 0.01 0.93 0.94 0.00 0.00 0.00 10.94
1996 N/A 10.94 0.08 2.47 2.55 (0.03) (0.05) (0.08) 13.41
1997 .0443 13.41 0.00 4.78 4.78 (0.06) (0.09) (0.15) 18.04
Citizens Emerging Growth Portfolio
1994(2) N/A 10.00 0.01 (0.08) (0.07) 0.00 0.00 0.00 9.93
1995 N/A 9.93 0.07 2.18 2.25 (0.09) (0.22) (0.31) 11.87
1996 N/A 11.87 (0.13) 4.72 4.59 0.00 (1.59) (1.59) 14.87
1997 .0222 14.87 (0.16) 0.68 0.52 0.00 (1.25) (1.25) 14.14
Citizens Global Equity Portfolio
1994(2) N/A 10.00 0.01 (0.21) (0.20) 0.00 0.00 0.00 9.80
1995 N/A 9.80 (0.01) 0.96 0.95 0.00 (0.06) (0.06) 10.69
1996 N/A 10.69 (0.10) 1.43 1.33 0.00 (0.13) (0.13) 11.89
1997 .0204 11.89 (0.07) 2.65 2.58 0.00 0.00 0.00 14.47
</TABLE>
(1) Period from June 10, 1992 (commencement of operations)
(2) Period from February 8, 1994 (commencement of operations)
(3) Annualized
(4) Period from March 3, 1995 (commencement of operations)
4
<PAGE>
Citizens Trust
Ratios And Supplemental Data
<TABLE>
<CAPTION>
Ratio of
Ratio of Net Income
Expenses (Loss) to
Net Ratio of to Average Net Ratio of Average
Assets Expenses Assets Net Income (Loss) Net Assets
Portfolio End of Period to Average Prior to to Average Net Prior to
Turnover Rate (in 000's) Net Assets Reimbursement Assets Reimbursement Total Return
<S> <C> <C> <C> <C> <C> <C>
N/A 123,861 1.15% 1.15% 5.98% 5.98% 6.19%
N/A 166,285 1.13% 1.13% 7.74% 7.74% 8.02%
N/A 214,603 1.05% 1.05% 7.50% 7.50% 7.81%
N/A 243,194 1.02% 1.02% 6.47% 6.47% 6.67%
N/A 223,951 1.07% 1.07% 4.09% 4.09% 4.16%
N/A 152,625 1.11% 1.11% 2.41% 2.41% 2.43%
N/A 103,766 1.16% 1.16% 2.31% 2.31% 2.35%
N/A 97,611 1.16% 1.16% 4.39% 4.39% 4.51%
N/A 78,326 1.21% 1.21% 4.56% 4.56% 4.60%
N/A 85,179 1.27% 1.39% 4.23% 4.12% 4.30%
0.00% 1,030 1.75%(3) 1.75%(3) 4.38%(3) 4.38%(3) 0.80%
22.35% 12,601 1.42% 2.38% 4.98% 4.02% 10.08%
52.62% 24,410 1.25% 2.01% 5.43% 4.68% 5.04%
46.03% 30,122 1.35% 1.48% 6.47% 6.34% 10.45%
41.36% 32,276 1.43% 1.48% 6.26% 6.21% 5.48%
64.56% 33,230 1.47% 1.47% 6.44% 6.44% 9.57%
64.95% 106,096 1.75%(3) 1.75%(3) 0.98%(3) 0.98%(3) 9.40%
6.44% 136,980 1.82% 1.82% 0.68% 0.68% 23.41%
18.64% 211,116 1.59% 1.59% 0.02% 0.02% 35.88%
33.35% 3,754 1.89%(3) 3.81%(3) 0.63%(3) (1.29%)(3) (0.70%)
231.30% 10,638 1.90% 2.93% 0.53% (0.50%) 23.24%
337.41% 36,409 2.10% 2.34% (1.64%) (1.88%) 42.43%
228.66% 60,341 2.01% 2.01% (1.32%) (1.32%) 4.03%
0.00% 5,639 2.50%(3) 3.16%(3) 0.25%(3) (0.41%)(3) (2.00%)
22.10% 9,503 2.50% 2.99% 0.00% (0.49%) 9.77%
85.92% 15,595 2.72% 2.72% (1.01%) (1.01%) 12.52%
69.34% 29,573 2.33% 2.33% (0.70%) (0.70%) 21.70%
</TABLE>
5
<PAGE>
- ----------------------
The Talking Prospectus
- ----------------------
Manager
[Photo: Laura Provost]
LAURA PROVOST is the lead
manager of the team that
manages our money market fund.
She joined Citizens Advisers
in 1997. Previously, she was a
portfolio manager with John
Hancock Mutual Funds.
"Our money market can be a
good vehicle for short-term
cash management and for
investors who need stability
of principal."
Manager
[Photo: Gail Seneca]
The managing partner of our
sub-adviser, Seneca Capital
Management LLC, GAIL SENECA is
the primary manager of the
Citizens Income Portfolio.
Working Assets Money Market Portfolio
Objective: Current income consistent with safety and liquidity In our money
market portfolio, we only invest in short-term money market instruments
(short-term debt issued by branches of the government, corporations, banks or
other financial institutions) that we believe present minimal risk, and we
maintain a weighted average maturity of 90 days or less for the portfolio as a
whole. Checking services are available.
U.S. Government Securities
When we look at government securities, we only buy those that are issued or
guaranteed, as to both interest and principal, by agencies or other enterprises
of the United States Government.
Commercial Paper
We will also buy high quality "commercial paper," which is short-term debt
issued by well-established corporations. One hundred percent of this short-term
debt must be rated A-1 by Standard & Poor's Rating Services or have a comparably
high rating by another nationally recognized rating service. If a security is
rated by only one agency, it must be rated in one of the two highest ratings by
that agency. If a security is not rated, it must be as good as A-1 in our
judgment. We also use our own research and experience to help assure our money
market securities have only a minimal credit risk.
Banks sometimes issue other types of debt that offer us a yield advantage.
These include certificates of deposit, time deposits and bankers' acceptances of
U.S. banks or thrift institutions.
Risk Factors
The shares of Working Assets Money Market Portfolio are neither insured nor
guaranteed by the U.S. Government, and there is no assurance the portfolio will
be able to maintain a stable Net Asset Value of $1.00 per share, despite our
care and caution.
Citizens Income Portfolio
Objective: Current income
Citizens Income Portfolio lends money to the agencies and enterprises of the
government and to companies in exchange for interest payments. The Citizens
Income Portfolio invests most of its money in bonds or mortgages that are due
within 2 to 30 years, although at times it will hold short-term securities as
well. Our average maturity in the Citizens Income Portfolio is usually between 5
and 15 years. By committing money for this longer period, we generally can earn
higher interest than in the money market portfolio.
At least 65% of the Citizens Income Portfolio's assets are invested in
securities rated "investment grade" (BBB or above). Up to 35% may be invested in
bonds or other debt instruments rated as below investment grade. Although bonds
rated below BBB are considered speculative (and are referred to as "junk bonds")
and therefore add risk, we believe by limiting the overall portfolio exposure to
a maximum level of 35%, the higher yield usually available in these securities
can benefit the portfolio and more than compensate for the greater risk.
6
<PAGE>
Citizens Trust
Occasionally we buy securities that are not rated. In these cases, the
security must be of comparable quality, in our judgment, to the rated securities
we buy for the applicable portfolio.
In our Statement of Additional Information, we give more detailed information
about each rating agency and its system of ratings.
Risk Factors
Bond prices, like stock prices, go up and down in value. These market price
fluctuations will be reflected in the value of the Citizens Income Portfolio.
When interest rates rise, the market value of our Income Portfolio will decline,
and when interest rates fall, the market value of our Income Portfolio will
rise.
Citizens Index Portfolio
Objective: Long-term capital appreciation
The Citizens Index Portfolio is invested in 300 companies that make up the
Citizens Index. We believe these companies best represent their industries.
Approximately 200 of these are very large companies that also are included in
the S&P 500. The others are companies selected in order to provide industry
diversity, which we believe is essential to a sound investment program.
On a day-to-day basis, the portfolio is run by purchasing and holding common
stock of all the companies in the Index in a percentage, as closely as possible,
equal to each security's total market value divided by the total market value of
all the companies in the Index. In addition, under normal circumstances the
portfolio will usually hold a small amount of cash or money market instruments
(no more than 5%) resulting from shareholder purchase and redemption activity
and as a provision for operating expenses. Holding this cash, together with the
costs of operations, will prevent us from ever perfectly tracking the
theoretical performance of the underlying Index. Payment of our operating
expenses will reduce returns. Our small allocation to cash will improve returns
when the market is heading down and hurt them when the market is moving up.
Companies will be deleted from the Index and divested from the portfolio if
they fail our annual social responsibility review. If a company is removed, we
will replace it with another company from the same industry that meets all
social criteria. In addition, from time to time we may make other small changes
in the Index to include, for example, exceptional companies, or to reflect
changes in the composition of the S&P 500. We do not expect these changes to
exceed 10% of the members of the Index on an annual basis.
Risk Factors
Like all stock funds, the Net Asset Value of the Citizens Index Portfolio
will fluctuate based on market and economic conditions, or other factors that
affect particular companies or industries.
We are always pleased to send interested investors a current list of the
members of our Index.
"Since our goal is to achieve
a reliable stream of monthly
income, we analyze carefully
the credit quality of the debt
we purchase."
- -GAIL SENECA
Manager
[Photo: Edwin Ek]
Part of the team that manages
the Citizens Index Portfolio,
EDWIN EK spent eight years at
Wilshire Associates before
joining the RhumbLine team in
October 1994.
"The Citizens Index Portfolio
is highly diversified, both by
industry and in the number of
individual companies. We think
it presents lower risk than a
portfolio with fewer holdings
or more industry concentration."
7
<PAGE>
- ----------------------
The Talking Prospectus
- ----------------------
Manager
[Photo: Rick Little]
Part of the team that manages
the Citizens Emerging Growth
Portfolio, RICK LITTLE has
worked in the investment field
for 24 years. He has been with
Seneca Capital Management LLC
since its inception in 1990
and was previously a senior
vice president at NatWest
Securities. He explains the
investment approach used to
manage the Emerging Growth
Portfolio.
"We are looking to build a
portfolio of companies that
have special characteristics,
and therefore have the ability
to grow in their sales and
earnings at a rapid rate.
These are the companies we
hope can become `the next
Microsoft,' developing new and
innovative products and
services."
Citizens Emerging Growth Portfolio
Objective: Aggressive growth
Our Citizens Emerging Growth Portfolio looks for aggressive gains with long-term
investing in mid-cap companies. During normal market conditions, at least 65% of
this portfolio's assets will be invested in the common or preferred stock of
companies that average at least $2 billion in market capitalization.
Risk Factors
While many of these companies will have strong businesses, some still will be
unseasoned and therefore may have some speculative characteristics. Investing in
smaller companies is a long-term process with the potential for significant
gains. However, the value of this portfolio can have significant fluctuation,
because smaller companies have unique risks. They may be dependent on individual
managers or have a harder time obtaining financing and market share. Further,
their shares are more volatile and thinly traded. To moderate this risk, we
typically plan to hold between 30 and 50 companies in the portfolio.
Since most of the companies we will purchase for the Citizens Emerging Growth
Portfolio are relatively new, we don't expect much, if any, dividend income. At
times, we may also buy short-term, fixed-income securities for the portfolio.
Citizens Global Equity Portfolio
Objective: Capital appreciation
In the Citizens Global Equity Portfolio, we invest primarily in common stocks of
both U.S. domestic and foreign companies. We seek companies with growing
sustainable earnings; innovative products, services and business strategies;
revised corporate strategies; or those which are beneficiaries of political or
economic conditions. We plan to allocate more than half our assets to foreign
markets, in most circumstances in a minimum of three countries. From time to
time, we also may buy other securities, such as convertible or preferred stocks
and short-term debt securities.
Risk Factors
Foreign stock markets are generally less efficient and more volatile than
those in the United States. This creates opportunities, but also risk.
Settlement and trading costs are generally higher on foreign exchanges than in
the U.S. The economies and governments of some countries the portfolio may
invest in may be less mature and stable than those of the U.S., and when
political or economic changes occur, there can be an adverse impact on the
portfolio. Adverse impacts may come from exchange control regulation,
expropriation, confiscatory taxation and political or social instability. The
risks of investing in emerging market countries are even greater and can involve
risk of higher inflation, high sensitivity to commodity prices and economic
dependence on a few industries or government-owned industries.
To moderate these risks and gain potential benefits, we use a number of
investment techniques. One of these is country selection. We restrict our
investments in riskier emerging nations (such as Argentina or Singapore) to no
more than 25% of the assets of the Citizens Global Equity Portfolio.
When we invest in securities listed on foreign exchanges, we buy them in
8
<PAGE>
Citizens Trust
the currency of the local country. Often the local currency will fluctuate
against the U.S. dollar. To moderate this risk, we sometimes use currency
"hedging." We do this by entering into arrangements to buy or sell a particular
currency, security or securities index for a stated value against the U.S.
dollar at a given time. While there is a cost involved in hedging, as well as a
risk that our hedging strategy may not work and will add cost or reduce our
potential gains, we still think hedging can be a valuable tool.
Organization and Management of the Trust
Citizens Investment Trust commenced operations on November 24, 1982; up until
August 1995, it was known as Working Assets Common Holdings. Today, it's
affectionately known as Citizens Trust. We are a Massachusetts business trust
and an open-end investment company registered under the Investment Company Act
of 1940 as a diversified management company. The Trust is also a "series"
company, which means we can have several portfolios, each with its own
investment objective, assets and liabilities. A board of trustees supervises the
Trust.
In order to manage the Trust on a day-to-day basis, we have signed a
Management Agreement with Citizens Advisers, with offices at One Harbour Place,
Portsmouth, NH, 03801. Citizens Advisers has managed the Trust's assets since
the Trust's inception in 1982. Citizens Securities, a subsidiary of Citizens
Advisers, serves as the Trust's distributor.
Both Citizens Advisers and Citizens Securities are California corporations.
Sophia Collier is the 60% beneficial owner. Fellow shareholders are three
brothers, John P. Dunfey, Robert J. Dunfey, Sr. and Gerald F. Dunfey, who own
12% each; and William B. Hart, who owns 4%.
The Role of Investment Adviser
In its role as investment adviser to the Trust, Citizens Advisers determines
which companies meet the Trust's investment criteria and will be carried on our
"Approved List." It also selects which securities will be bought and sold for
the Working Assets Money Market Portfolio. To assist with portfolio management
for the other portfolios, Citizens Advisers has retained, at its own expense,
three sub-advisers.
Seneca Capital Management LLC
Our sub-adviser for the Citizens Income and Emerging Growth Portfolios,
Seneca Capital Management LLC, is a registered investment adviser established in
1990. It is the successor to our prior sub-adviser, GMG/Seneca Capital
Management, 74.9% of which was purchased by Phoenix, Duff and Phelps in 1997.
Seneca Capital Management LLC manages more than $3 billion from its offices at
909 Montgomery Street, San Francisco, CA.
Clemente Capital, Inc.
Our sub-adviser for the Citizens Global Equity Portfolio, Clemente Capital,
Inc., is a registered investment adviser organized in 1979. It is owned by Lilia
Clemente, with 61.15%; Wilmington Trust of Wilmington, DE, with 24%; and
Diaz-Verson Capital Investments, Inc., of Columbus, GA, with 14.85%. Clemente
also manages the First Philippine and Clemente Global Growth Funds, two
closed-end funds traded on the New York Stock Exchange. Its headquarters are at
Carnegie Hall Tower, 152 West 57th Street, New York, NY.
Manager
[Photo: Lilia Clemente]
LILIA CLEMENTE is the Chairman
of Clemente Capital, Inc., the
lead member of the team which
manages the Citizens Global
Equity Portfolio.
"As a person who was born in
the Philippines and who has
traveled throughout the world
as a global investor, I
believe global investment
offers an opportunity to
reduce risk and increase
returns by linking security
and prosperity to the
performance of an array of
markets and companies, instead
of concentrating only in the
U.S. "
9
<PAGE>
- ----------------------
The Talking Prospectus
- ----------------------
Trustee
[Photo: Azie Taylor Morton]
Azie Taylor Morton, chair of
the board, explains the
Trust's relationship with its
adviser.
"One of the Trust's most
important contracts is our
Management Agreement with
Citizens Advisers. It states
that Citizens Advisers has
authority to manage our
portfolios and will provide
all necessary office space,
facilities, equipment and
personnel to do so."
RhumbLine Advisers, Inc.
The Citizens Index Portfolio is sub-advised by RhumbLine Advisers, Inc., a
registered investment adviser established in 1990 with offices at 30 Rowes
Wharf, Boston, MA. RhumbLine manages $2 billion for institutional clients and is
97% owned by J.D. Nelson, who is also an interested trustee of the Trust.
Citizens Trust's Management Agreement
Citizens Trust's Management Agreement with Citizens Advisers specifies fees
as follows (based on average annual net assets of the respective portfolios):
TRUST ADVISER
PAYS PAYS
PORTFOLIO ADVISER* SUB-ADVISER
Working Assets
Money Market Portfolio .35% --
Income Portfolio .65% .17%
Index Portfolio .50% .10%
Emerging Growth Portfolio 1.00% .35%
Global Equity Portfolio 1.00% .35%
*For the year ended June 30, 1997 the adviser reimbursed a portion of the fee on
the Working Assets Money Market Portfolio for a net fee of .23%. All other
portfolios paid the fee specified under the management agreement.
Citizens Advisers also has a separate administrative contract for providing
general administrative services; shareholder servicing and sub-accounting;
telephone services; and services related to federal and state regulatory
filings. The fees paid by the Trust under this contract are set by the Trustees
based upon the services required. Citizens Advisers sometimes will contract to
have specialized services provided by third parties, such as investment advisers
for pension funds or other institutions which maintain omnibus accounts with the
Trust. Under the administrative contract for the year ending June 30, 1997, we
paid $1,711,524 to Citizens Advisers for its administrative services.
The individual portfolios pay all expenses not expressly assumed by Citizens
Advisers. These include interest, taxes, audit and legal fees, custodian and
transfer agent charges, shareholder service and administration, insurance
premiums, cost of registering shares under federal and state laws, dues and any
litigation costs, as well as the cost of typesetting, printing and distributing
shareholder reports and prospectuses sent to shareholders. When a cost is shared
by several portfolios, the staff at Citizens Advisers will allocate the expense
in a reasonable manner under the supervision of the board of trustees. For the
year ended June 30, 1997, the following expense ratios were paid by the
portfolios (based on average annual net assets of the respective portfolios):
Working Assets Money Market Portfolio, 1.25%; Income Portfolio, 1.41%; Index
Portfolio, 1.59%; Emerging Growth Portfolio, 1.99%; Global Equity Portfolio,
2.10%.
For the Working Assets Money Market Portfolio and Citizens Income Portfolio,
Citizens Advisers has agreed to reimburse the Trust if costs exceed a specified
limit in the ordinary course of business. Please see the Statement of Additional
Information for a full description.
10
<PAGE>
Citizens Trust
12b-1 Fees
Citizens Trust has a 12b-1 plan which allows us to reimburse Citizens
Securities and other distributors of the Trust's shares for sales-related costs.
These costs include the printing of prospectuses and reports not sent to current
shareholders, as well as other sales material, advertising and salaries for
salespeople and other personnel. We also will pay commissions to outside brokers
or service organizations for similar services.
AMOUNTS PAID FISCAL YEAR ENDED JUNE 30, 1997:
Working Assets Money Market Portfolio $162,353
Income Portfolio 83,851
Index Portfolio 414,701
Emerging Growth Portfolio 125,797
Global Equity Portfolio 51,646
Sometimes Citizens Securities makes additional promotional expenditures that
are not reimbursed by the 12b-1 plan, such as expense reimbursements to
non-dealers for meetings, advertising and other valid promotional purposes.
How to Purchase and Redeem Shares
How to Buy Shares
It's easy to buy shares in Citizens Trust portfolios. Just fill out an
application and send in your payment by check, wire transfer, exchange from
another portfolio or through arrangement with your investment dealer. All checks
must be made payable to Citizens Trust. Foreign checks drawn in U.S. dollars are
accepted but must be held in escrow for at least 20 days.
Shares in Working Assets Money Market Portfolio cost $1.00 per share. For all
other portfolios, your cost will be the Net Asset Value next determined after
your payment is received. You can purchase both full and fractional shares,
which will be rounded to the nearest 1/1000th of a share. If your payment is
returned for any reason, you will be assessed a fee of $15.00.
Investment Minimums
We encourage every investor to make a minimum investment of $2,500 per
portfolio ($1,000 for the E[bullet]fund Account holders). Shareholders who sign
up for our Automatic Investment Plan can start with an investment balance as low
as $250, with an automatic investment of $50.00 per month. If your account falls
below the minimum per portfolio, you will be assessed a monthly fee of $3.00
until you bring your balance back up over the minimum. If you do not bring your
balance up to the minimum, we may close your account by sending you a check for
your balance.
Automatic Investment Plan
To enroll in our Automatic Investment Plan, simply check off that box on the
account application and provide us with your bank information, as well as the
amount and frequency of your investment into your chosen portfolio. We will do
the rest.
Payroll Deduction
Setting up direct payroll deposit is very easy. Call us for the necessary
information and steps to follow. If you or your payroll administrator have any
questions, please call our Shareholder Service Department.
Use the E[bullet]fund(R)
Debit Card:
Working Assets Money Market
Portfolio offers a transaction
account, the E[bullet]fund,
which is available through the
Fund's distributor, Citizens
Securities. Shareholders who
use this account may request
an optional MasterCard(R)
debit card and use it to
redeem shares for cash at ATM
machines, or to make purchases
at any retail location which
accepts the debit card.
Escrow:
Shares purchased by check or
ACH transfer are unavailable
for redemption for a period of
time; however, they are fully
invested.
11
<PAGE>
- ----------------------
The Talking Prospectus
- ----------------------
Common Transactions That
Require Medallion Signature
Guarantees:
[bullet] Written request for
redemption
[bullet] Changing your account
title in any way
[bullet] Authorizing a
telephone transaction
for the first time
[bullet] Changing your
predesignated wire or
ACH instructions
[bullet] Establishing or
modifying a
systematic withdrawal
plan
[bullet] Exchanges between
accounts which do not
have identical titles
Eligible Guarantors:
[bullet] Commercial Bank
[bullet] Trust Company
[bullet] Savings Associations
[bullet] Credit Unions
[bullet] Members of domestic
stock exchange
Note:
Notaries public are not
eligible guarantors.
Funds will be deposited into your account using the Electronic Funds Transfer
System. We will provide the account number. Your payroll department will let you
know the date of the pay period when your investment begins.
How to Redeem Shares
We offer you several convenient ways to redeem your shares in any of the
Citizens Trust Portfolios.
Call Us
We have a Telephone Exchange and Redemption option on your account
application. Under this option, you can call us and tell us how much you want us
to redeem. Depending upon your instructions, we will then deposit your
redemption into another Citizens Trust portfolio account, mail you a check or
electronically transfer your redemption to your pre-designated account. One-day
wired funds cost $10, or we offer free two-day service via the Automated
Clearing House (ACH). You will earn dividends up to and including the date when
we receive your redemption request.
If you do select the Telephone Exchange and Redemption option, you should be
aware it may increase the risk of error or of an unauthorized party gaining
access to your account. For added security you may provide us with a Personal
Identification Number (PIN) which must be verified before processing your
telephone transactions. To keep these problems to a minimum, we record all
telephone calls. But please remember, neither the Trust, our Adviser nor our
Transfer Agent will be responsible if we properly act on telephone instructions
we reasonably believe to be genuine. Normally, we will send you your redemption
on the next business day after we receive your request.
Write a Check
When you open an account in the Working Assets Money Market Portfolio, we
will send you a free book of 20 checks. Although these checks are payable
through a banking agent of Citizens Trust, your account is not FDIC insured, and
your shares are subject to fluctuations in value. You may write a check for any
amount. There is a $0.50 fee per check written in the Working Assets Money
Market Portfolio. There will be a $15.00 charge for any checks returned for any
reason. Remember, if you attempt to write a check against unavailable shares,
your check may be returned for uncollected funds.
The Working Assets Money Market Portfolio offers the E[bullet]fund as an
account option. The E[bullet]fund Account offers enhanced transactional
features, including free check writing and a debit card.
Written Request for Redemption
If you do not use the Telephone Exchange and Redemption, you can still redeem
your shares at any time, although the process will take longer. Send us a
written request together with a medallion signature guarantee. We may require
further documentation from corporations, fiduciaries, retirement plans and/or
institutional investors.
Redeem Your Shares in Person
You may also redeem your shares through participating broker-dealers (who may
charge a fee for this service). Certain broker-dealers may have
12
<PAGE>
Citizens Trust
arrangements with the Trust that permit them to order redemption of shares by
telephone or other electronic communication.
However, in rare cases, payments for the redemption of non-money market
accounts may take up to five business days.
We also reserve the right to wait up to seven business days to redeem any
investments made by check and five business days for purchases made by ACH
transfer. Therefore, if you need your redemption proceeds within seven business
days of your purchase, please invest by wire.
Shareholder Services and Policies
Exchange Privilege
Since people's investment needs change over time, we provide for easy
exchanges among our portfolios at no charge. You may make an exchange at any
time and to any portfolio. Just call us or write us with your request.
Systematic Withdrawal Plan
You can send us a written request to automatically redeem a portion of your
shares and make a regular monthly, quarterly or annual payment on your behalf.
Making a Change in Your Account
After your account is set up, you may want to make a change in one of the
options or in the account title. We are pleased to assist, but to protect both
you and Citizens Trust from fraud, we may require a medallion signature
guarantee from all registered owners of the accounts.
Tax-Sheltered Retirement Plans
Our distributor, Citizens Securities, has arranged for shareholders to have
access to qualified Individual Retirement Accounts (IRAs) and 403(b) plans
(non-profit employees). Our portfolios are also suitable for other types of
retirement plans as well.
Dividends, Distributions and Taxes
Unless you give us other instructions, we will automatically reinvest your
dividends and distributions at the net asset value, calculated on the payable
date.
We also can pay your dividends and distributions to you by check or
electronic transfer through the Automated Clearing House to your bank account.
The details of your dividends and other distributions will be included on your
statement. Payments of dividends and distribution of capital gains, if any, are
declared and paid on the following schedule:
DIVIDEND CAPITAL GAINS PAID
Declared Paid Long-term Short-term
Working Assets
Money Market Portfolio Daily Monthly None None
Citizens Income Portfolio Monthly Monthly Annually Annually
Citizens Emerging
Growth Portfolio Annually Annually Annually Annually
Citizens Index Portfolio Annually Annually Annually Annually
Citizens Global
Equity Portfolio Annually Annually Annually Annually
Voting Rights
Shareholders are entitled
to one vote for each full
share owned and a fractional
vote for fractional shares. If
you have a joint account, each
of the account holders has
authority to vote on behalf of
the joint account. Shares of
each portfolio are voted
separately on matters of
concern to that portfolio.
However, all shareholders of
the Trust vote together on the
selection of trustees and
other matters as required by
the Investment Company Act of
1940, as amended. The holders
of shares have no preemptive,
conversion or subscription
rights, and voting rights are
not cumulative. To save money,
we do not hold annual
meetings. However, a meeting
may be called by our trustees
or at the request of 10% of
the Trust's shares. We will
assist shareholders in
communicating with one another
to arrange such a meeting.
13
<PAGE>
- ----------------------
The Talking Prospectus
- ----------------------
Mailing and
Wiring Instructions
Regular U.S. Mail:
Please use the business
reply envelope provided with
this prospectus, or mail to:
Citizens Trust
c/o PFPC Inc.
PO Box 8962
Wilmington, DE
19899-8962
Our Wiring Address:
Instructions:
PNC Bank, N.A.
Philadelphia, PA
ABA#: 031000053
For Further Credit
A/C# 86-1030-3646
Shareholder
name/acct. number
Overnight Delivery Package
(i.e. Federal Express, UPS,
Airborne Express, etc.):
No U.S. mail, please.
Send to:
Citizens Trust
c/o PFPC Inc.
400 Bellevue Parkway Suite 108
Wilmington, DE 19809
Phone: 800-223-7010
Please send overnight delivery
packages only to the above
address. Regular U.S. Mail
will not be accepted at this
address and may be returned to
you.
How We Report Yields
There are a number of ways of reporting performance, and we'll walk you
through each one we use; when you look at any mutual fund's past performance,
remember actual mileage may vary.
Working Assets Money Market Yield
Every business day, the Working Assets Money Market Portfolio quotes a "7-day
yield" and a "7-day effective yield." To calculate the 7-day yield, we take our
net investment income per share for the most recent 7 days, annualize it and
then divide by the net asset value per share (expected always to be $1.00) to
get a percentage. The "effective yield" assumes you have reinvested your
dividends.
Citizens Income Portfolio's Yield
To calculate yield, we start with net investment income per share for the
most recent 30 days and divide it by the maximum offering price per share on the
30th day, then annualize the result assuming a semi-annual compounding.
Total Return and Other Quotations
For all portfolios except the Working Assets Money Market Portfolio, we start
with the total number of shares you can buy for $1,000 at the beginning of the
period. We then add all the additional shares you would have purchased within
the period with reinvested dividends and distributions (this takes into account
the portfolio's income, if any). Finally, we multiply the number of these shares
by the net asset value on the last day of the period and divide the result by
the initial $1,000 investment to see our percentage gain or loss. For periods of
more than one year, we adjust the cumulative total return to get an average
annual total return.
When we quote our investment results, we sometimes will compare them to
unmanaged market indices such as the Dow Jones Industrial Average and Standard &
Poor's 500, as well as other data and rankings from recognized independent
publishers or sources such as Donoghue's Money Fund Report, Money Magazine,
Mutual Funds Magazine, Kiplinger's Personal Finance Magazine, Co-Op America
Quarterly, The Green Money Journal, Bloomberg News, Morningstar, Inc. and Lipper
Analytical Services.
Valuation of Shares
To calculate our net asset value, we add up the total assets of the
portfolio, subtract all liabilities, then divide by the number of shares
outstanding. To value money market securities, we use an accounting system
called the amortized cost method. This system is described in the Statement of
Additional Information.
In our non-money market portfolios, we value our holdings at the most recent
closing price or, if there is no closing sale price, halfway between the bid and
asked price. If no market quotation is available for a given security, our
adviser will fairly value that security in good faith pursuant to the policies
established by the Trust's board of trustees. Securities maturing within 60 days
normally are valued at amortized cost, which approximates market value.
14
<PAGE>
Citizens Trust
Tax Matters
The dividends you receive generally will be subject to federal income tax
(and any applicable state or local taxes) unless you are otherwise exempt from
such taxes. Some dividends received from non-money market portfolios may qualify
for the dividends received deduction for corporate shareholders. We will send
you a complete statement each January as to the federal tax status of dividends
and distributions paid by each portfolio during the previous calendar year.
Distributions of non-money market portfolios will reduce the portfolio's Net
Asset Value per share. If you purchase shares just before a portfolio makes a
distribution, therefore, you will pay the full purchase price for the shares and
then receive a portion of the purchase price back as a taxable distribution.
A redemption of shares or an exchange for shares of another Citizens Trust
portfolio ordinarily will be a taxable event and will give rise to a taxable
gain or loss.
Please consult your own tax adviser for further information regarding the
federal, state and local tax consequences of an investment in the Trust.
Trustee Profiles
Azie Taylor Morton, chair of the board of trustees, operates an investment
management firm and was the 36th Treasurer of the United States.
*Sophia Collier is the Trust's president and principal owner of our investment
adviser, Citizens Advisers.
Lokelani Devone is assistant general counsel at DFS Group Limited, an
international retail business group.
Juliana Eades is the executive director of the New Hampshire Community Loan
Fund, one of the country's oldest local community economic development
institutions.
William D. Glenn II is the executive director of Continuum HIV Day Services in
San Francisco.
Mitchell Johnson is president of M.A.J. Capital Management, a money management
firm. Previously, he spent 21 years in a variety of executive positions at the
Student Loan Marketing Association (Sallie Mae).
*J.D. Nelson is the chief executive officer of RhumbLine Advisers, an investment
advisory firm specializing in institutional and pension assets.
*Robert Reich is a University Professor at Brandeis University and was the 22nd
United States Secretary of Labor.
Ada Sanchez is the former director of the Public Service and Social Change
Program at Hampshire College.
*INTERESTED PERSON (INSIDE TRUSTEE)
Transfer Agent:
PFPC Inc.
400 Bellevue Parkway
Suite 108
Wilmington, DE 19809
Dividend Paying Agent:
PFPC Inc.
400 Bellevue Parkway
Suite 108
Wilmington, DE 19809
Phone: 800-223-7010
15
<PAGE>
The Talking Prospectus
[Logo: Citizens Trust(TM)]
[Recycle Symbol]
Printed on recycled paper with
soy-based ink.
(C)1997 Citizens Advisers
Working Assets is a registered
trademark of Working Assets
Funding Service. Used under
license.
The Talking Prospectus(TM) and
Citizens Index(TM) are
trademarks of Citizens
Advisers. E[bullet]fund(R) is
a registered trademark of
Citizens Advisers.
16
<PAGE>
PART C: OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(a) Financial Statements Included in Part A:
Financial Highlights for the following periods*:
Working Assets Money Market Portfolio--each of the years in the
10-year period ended June 30, 1997
Citizens Income Portfolio--the period from June 10, 1992
(commencement of operations) to June 30, 1992 and each of the years
in the five-year period ended June 30, 1997
Citizens Index Portfolio--the period from March 3, 1995
(commencement of operations) to June 30, 1995 and the years ended
June 30, 1996 and June 30, 1997
Citizens Emerging Growth Portfolio--the period from February 8, 1994
(commencement of operations) to June 30, 1994 and each of the years
in the three-year period ended June 30, 1997
Citizens Global Equity Portfolio--the period from February 8, 1994
(commencement of operations) to June 30, 1994 and each of the years
in the three-year period ended June 30, 1997
Financial Statements Included in Part B:
Statement of Investments at June 30, 1997*
Statement of Assets and Liabilities at June 30, 1997*
Statements of Operations for the year ended June 30, 1997*
Statements of Changes in Net Assets for the years ended June 30,
1996 and June 30, 1997*
Financial Highlights for the following periods*:
Working Assets Money Market Portfolio--each of the years in the
6-year period ended June 30, 1997
Citizens Income Portfolio--the period from June 10, 1992
(commencement of operations) to June 30, 1992 and each of the years
in the five-year period ended June 30, 1997
Citizens Index Portfolio--the period from March 3, 1995
(commencement of operations) to June 30, 1995 and the years ended
June 30, 1996 and June 30, 1997
Citizens Emerging Growth Portfolio--the period from February 8, 1994
(commencement of operations) to June 30, 1994 and each of the years
in the three-year period ended June 30, 1997
Citizens Global Equity Portfolio--the period from February 8, 1994
(commencement of operations) to June 30, 1994 and each of the years
in the three-year period ended June 30, 1997
* Incorporated by reference to the Registrant's Annual Reports to Shareholders
for the fiscal year ended June 30, 1997 (Accession Number 0000950146-96-001499).
(b) Exhibits
(1) declaration of trust
(a) declaration of trust***
(b) amendments to declaration of trust dated December 1, 1997
(2) by-laws: material currently on file **
(5) management agreement:
(a) management agreement: material currently on file *
(b) renewal of management agreement: material currently on file ***
(c) amendment to management agreement dated May 30, 1996: material
currently on file ***
(d) form of sub-investment advisory agreement***
(e) amended sub-investment advisory agreement: filed herein
(6) distribution agreement: material currently on file
(a) distribution agreement, as amended *
(b) renewal of distribution agreement ***
(c) amendment to distribution agreement dated May 6, 1996 ***
(d) amendment to distribution agreement dated May 30, 1996 ***
(8) custodian agreement: material currently on file ****
(9) other material contracts: material currently on file
(a) administrative agreement as amended *
(b) amendment to administrative agreement ***
(10) opinion and consent of counsel as to the legality of the
securities being registered *****
(11) consent of independent certified public accountants as to use of their
report
(15) Rule 12b-1 distribution plan: material currently on file *
(25) power of attorneys: filed herein
(27) financial data schedule
<PAGE>
________________
* Incorporated by reference to Amendment No. 27 to the Registrant's
Registration Statement (File No. 2-80886), as filed with the Securities
and Exchange Commission on June 27, 1995.
** Incorporated by reference to Amendment No. 38 to the Registrant's
Registration Statement (File No. 2-80886), as filed with the Securities
and Exchange Commission on October 7, 1997.
*** Incorporated by reference to Amendment No. 34 to the Registrant's
Registration Statement (File No. 2-80886), as filed with the Securities
and Exchange Commission on June 21, 1996.
**** Incorporated by reference to Amendment No. 35 to the Registrant's
Registration Statement (File No. 2-80886), as filed with the Securities
and Exchange Commission on September 27, 1996.
***** Incorporated by reference to the Registrant's Registration Statement
on N-14 (File No. 2-80886), as filed with the Securities and Exchange
Commission on September 5, 1997.
<PAGE>
Item 25. Persons Controlled by or under Common Control with Registrant
See the Prospectus and the Statement of Additional Information
regarding the Registrant's control relationships. Citizens Investment
Trust is a Massachusetts business trust. Citizens Advisers, Inc., the
investment adviser to the Trust is a California corporation, which
also controls the distributor of the registrant, Citizens Securities,
which is also a California corporation.
Item 26. Number of Holders of Securities
<TABLE>
<CAPTION>
Title of Class Number of Record Holders
As of November 30, 1997
-------------- ------------------------
<S> <C>
Income Portfolio 3,031
Emerging Growth Portfolio 7,392
Index Portfolio
Retail Class 14,998
Institutional Class 60
Global Equity Portfolio 3,006
Working Assets Money Market Portfolio
Retail Class 8,505
Institutional Class 97
E.fund 3,002
</TABLE>
Item 27. Indemnification
Article Seventh of the Declaration of Trust filed as Exhibit 1 to the
Registration Statement is incorporated by reference and amended
herein. The Trust participates in a group liability policy under which
the Trust and its trustees, officers, affiliated persons, the adviser
and the distributor are insured against certain liabilities.
<PAGE>
Item 28. Business and Other Connections of Investment Adviser
Other businesses, professions, vocations, or employment of a
substantial nature in which each director or principal officer of
Citizens Advisers is or has been, at any time during the last two
fiscal years, engaged for his or her own account or in the capacity of
director, officer, employee, partner or trustee are as follows:
Name and Position Connection with and
With Investment Adviser Name of Other Company
- --------------------------------------------------------------------------------
Sophia Collier, Trustee and President, Citizens
President Investment Trust
President, Citizens Securities
President, Northpoint LTD
President, N.P., Inc.
- --------------------------------------------------------------------------------
John P. Dunfey Chairman and Director, Dunfey Brothers
Partner Capital Group
President, Treasurer & Director, DA-
TRIAD, Inc.
Trustee and Governor, Dana-Farber Cancer
Inst., Boston
Director, Waterville Valley Company,
Inc.
Chair, Human Rights Project, Inc.
Chair, New England Circle, Inc.
Director, International League for Human
Rights, NY
- --------------------------------------------------------------------------------
Robert Dunfey Treasurer & Founding Director, Dunfey
Partner Brothers Capital Group
Trustee, the Jackson Laboratory, Bar
Harbor, Maine
Past Director, KeyBank of Maine
Trustee, University of Maine System
Treasurer and Director, New England
Circle, Inc.
Director, American Ireland Fund, Boston
Founder & Honorary Director, Susan L.
Curtis Foundation, Portland, Maine
- --------------------------------------------------------------------------------
Gerald Dunfey Vice President & Founding Director,
Partner Dunfey Brothers Capital Group
Director, DA-TRIAD, Inc.
President, New England Circle, Inc.
Director, Martin Luther King Center for
Nonviolent Social Change
Board of Advisors, Fund for a Free South
Africa
Board of Incorporators, Joslin Diabetes
Center
- --------------------------------------------------------------------------------
<PAGE>
- --------------------------------------------------------------------------------
William Hart Director, SIS Bank, Springfield, MA
Partner Director, Blue Cross/Blue Shield of NH
President, Dunfey Brothers Capital Group
Director, DA-TRIAD, Inc.
Director, National Trust for Historic
Preservation
Director, American Academy in Rome
Director, Currier Gallery of Art
Director, Berwick Academy, Berwick,
Maine
- --------------------------------------------------------------------------------
Item 29. Principal Underwriters
(a) Not applicable.
(b) The following are directors and officers of the Registrant's
distributor, Citizens Securities: Sophia Collier, President, One
Harbour Place, Portsmouth, NH. Ms. Collier is also an interested
trustee of the registrant and President and Chief Executive
officer of the investment adviser or management company, Citizens
Advisers.
(c) Not applicable.
Item 30. Location of Accounts and Records
The accounts, books and other documents required to be maintained
by Section 31(a) of the Investment Company Act of 1940, as
amended, and the rules thereunder are kept at the Registrant's
Transfer and Dividend Distributing Agent, PFPC, Inc., 400 Bellevue
Pkwy., Wilmington, DE 19808, and at the Registrant's Custodian and
Fund Accounting Agent, State Street Bank and Trust, One Heritage
Drive, North Quincy, MA 02171.
Item 31. Management Services
(a) Not applicable.
(b) The Registrant hereby undertakes to call a meeting of shareholders
for the purpose of voting upon the question of removal of one or
more of the Trust's trustees when requested in writing to do so by
the holders of at least 10% of the Registrant's outstanding
shares, and in connection therewith to comply with the provisions
of Section 16(c) of the Investment Company Act of 1940 relating to
shareholder communications.
(c) The Registrant undertakes to furnish to each person to whom a
prospectus of Working Assets Money Market, Citizens Income,
Citizens Index, Citizens Emerging Growth and Citizens Equity
Portfolios is delivered with a copy of its latest Annual Report to
Shareholders, upon request without charge.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all the
requirements for effectiveness of this Post-Effective Amendment to this
Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933
and has duly caused this Post-Effective Amendment to the Registration Statement
to be signed on its behalf by the undersigned, thereunto duly authorized, in the
City of Portsmouth and State of New Hampshire on the 11th day of December, 1997.
CITIZENS INVESTMENT TRUST
By /s/ Joseph F. Keefe
-----------------------------
Joseph F. Keefe, Secretary
/s/ Joseph F. Keefe
- --------------------------------- Secretary
Joseph F. Keefe
Azie Taylor Morton*
- --------------------------------- Trustee
(Azie Taylor Morton)
William Glenn*
- --------------------------------- Trustee
(William Glenn)
Ada Sanchez*
- --------------------------------- Trustee
(Ada Sanchez)
J.D. Nelson*
- --------------------------------- Trustee
(J.D. Nelson)
Juliana Eades*
- --------------------------------- Trustee
(Juliana Eades)
Lokelani Devone*
- --------------------------------- Trustee
(Lokelani Devone )
8
<PAGE>
/s/ Robert B. Reich*
- --------------------------------- Trustee
(Robert B. Reich)
/s/ Mitchell Johnson*
- --------------------------------- Trustee
(Mitchell Johnson)
/s/ Sophia Collier*
- --------------------------------- Trustee
(Sophia Collier)
* By Joseph F. Keefe Attorney in Fact /s/ Joseph F. Keefe
-------------------------------------
See Power of Attorney dated December 1, 1997, filed with the commission on
December 11, 1997.
9
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
(1b) Amendments to Declaration of Trust
(5e) Sub-investment Advisory Agreement
(11) Consent of independent
certified public accountants
(25) Powers of Attorney
(27) Financial Data Schedule
AMENDMENTS TO DECLARATION OF TRUST
As approved by a vote of the Shareholders
of CITIZENS INVESTMENT TRUST
at a Special Shareholders meeting,
Boston, Massachusetts,
December 1, 1997
The first sentence of the Eighth Article, Section 4(a), of the Declaration of
Trust is hereby deleted, and the following language is substituted:
The Trustees may at any time sell or otherwise transfer all the assets of the
Trust or any of its series with the vote of a majority of the outstanding
securities of the Trust or such series, as the case may be (which sale may be
subject to the retention of assets for the payment of liability and expenses),
to another issuer for a consideration which may be or may include securities of
such issuer. The vote of a majority of the outstanding voting securities means
the vote, at a duly called meeting of the Shareholders of the Trust or such
series, of the lesser of (i) 67% or more of the outstanding voting securities of
the Trust or such series present at such meeting, if the holders of more than
50% of the outstanding voting securities of the Trust or such series are present
or represented by proxy, or (ii) more than 50% of the outstanding voting
securities of the Trust or such series.
The first sentence of the Eighth Article, Section 4(b), of the Declaration of
Trust is hereby deleted, and the following language is substituted:
The Trustees may at any time sell or otherwise transfer all the assets of the
Trust or any of its series, with the vote of a majority of the outstanding
securities of the Trust or such series, as the case may be. The vote of a
majority of the outstanding voting means the vote, at a duly called meeting of
the Shareholders of the Trust or such series, of the lesser of (i) 67% or more
of the outstanding voting securities of the Trust or such series present at such
meeting, if the holders of more than 50% of the outstanding voting securities
are present or represented by proxy, or (ii) more than 50% of the outstanding
voting securities of the Trust or such series.
The Eighth Article, Section 12, of the Declaration of Trust is hereby deleted,
and the following language is substituted:
The Trustees may amend or otherwise supplement this Declaration of Trust by
making a Declaration of Trust supplemental hereto, which thereafter shall form a
part hereof, by a vote of a majority of the outstanding voting securities of the
Trust, or, if such amendment or supplement does not affect all series of the
Trust, of the affected series. The vote of a majority of the outstanding voting
securities means the vote, at a duly called meeting of the Shareholders of the
Trust or such series, of the lesser of (i) 67% or more of the outstanding voting
securities of the Trust or such series are present at such meeting, if the
holders of more than 50% of the outstanding voting securities of the Trust or
such series
<PAGE>
are present or represented by proxy, or (ii) more than 50% of the outstanding
voting securities of the Trust or such series. Any such supplemental Declaration
of Trust may be executed by and on behalf of the Trust or such series and the
Trustees by any officer or officers of the Trust.
SUB-INVESTMENT ADVISORY AGREEMENT
THIS AGREEMENT made this 1st day of December, 1997, by and among CITIZENS
ADVISERS, INC., a California corporation (the "Adviser"), SENECA CAPITAL
MANAGEMENT, LLC, a California limited liability company (the "Sub-Adviser"), and
CITIZENS INVESTMENT TRUST, an open-end investment company organized and existing
under the laws of the Commonwealth of Massachusetts (the "Trust").
WITNESSETH:
WHEREAS, the Trust is engaged in business as an open-end investment
company registered under the Investment Company Act of 1940; and the Trust and
the Adviser have entered into an Investment Advisory Agreement dated June 1,
1992 whereby the Adviser shall provide, inter alia, the Citizens Income
Portfolio (the "Income Portfolio") and the Citizen's Emerging Growth Portfolio
(the "Emerging Growth Portfolio"), two series of the Trust, collectively, the
"Portfolios" and each, a "Portfolio", with investment advice and supervision on
the terms and conditions provided therein; and
WHEREAS, the Sub-Adviser is willing to provide the Adviser and the
Trust with services on the terms and conditions set forth herein:
NOW, THEREFORE, in consideration of the mutual covenants and agreements
of and between the parties as set forth herein, the parties do hereby covenant
and agree as follows:
ARTICLE 1: Duties of the Sub-Adviser. The Sub-Adviser will furnish the
Adviser economic, statistical and research information and advice, relating to
the Income Portfolio and the Emerging Growth Portfolio, and to such other
portions of the Trust's assets as the Adviser shall from time to time designate
(collectively, the "Designated Assets"). The Sub-Adviser will also make
recommendations to the Adviser as to the manner in which voting rights, rights
of consent to corporate action and any other rights pertaining to the Trust's
portfolio securities included in the Designated Assets shall be exercised. From
time to time the Adviser will notify the Sub-Adviser of the aggregate US Dollar
amount of the Designated Assets.
The Sub-Adviser will furnish continuously an investment program with
respect to the Designated Assets and will determine from time to time what
securities shall be purchased, sold or exchanged with the Designated Assets, and
what portion, if any, of the Designated Assets shall be held uninvested;
subject, always, to compliance with provisions of the Trust's Declaration of
Trust and By-Laws as then in effect, the provisions of the Investment Company
Act of 1940 and the provisions of the Trust's then current Prospectus and
Statement of Additional Information (copies of all which, as amended from time
to time, will be furnished to the Sub-Adviser by the Adviser). For the purposes
of compliance with the prospectus language on "social criteria" the Adviser will
furnish the Sub-Adviser with an approved list of securities from which the
Sub-Adviser will select. The Sub-Adviser may suggest additions to this list but
agrees not to purchase any suggested securities until such security has been
approved by the Adviser as meeting the Trust's social criteria. The Adviser
agrees that it will promptly and thoroughly research the suitability, under its
social criteria, of any suggested security.
Should the Trustees of the Trust or the Adviser at any time make a
definite determination as to investment policy and notify the Sub-Adviser
thereof, the Sub-Adviser shall be bound by such determination for the period, if
any, specified in such notice or until notified that such determination has been
revoked. Further, the Adviser or the Trustees of
<PAGE>
the Trust may at any time, upon notice to the Sub-Adviser, suspend or restrict
the right of the Sub-Adviser to determine what assets shall be purchased, sold
or exchanged from the Designated Assets and what portion, if any, of the
Designated Assets shall be held uninvested.
The Sub-Adviser shall take, on behalf of the Trust, all actions which
it deems necessary to implement policies determined as provided above, and in
particular, consistent with the provisions of Article 3 of this Agreement, to
place all orders for the purchase, sale, or exchange of securities of the
Trust's account with brokers, dealers, or bankers selected by it, and to that
end the Sub-Adviser is authorized as the agent of the Trust to give instructions
to the Custodian and any Sub-Custodian of the Trust as to deliveries of
securities and gold, transfers of currencies and payments of cash for the
account of the Trust. The Sub-Adviser will advise the Adviser on the same day it
gives any such instructions. In connection with the selection of such brokers,
dealers or bankers and the placing of such orders, the Sub-Adviser is directed
to seek for the Trust execution at the most favorable price by responsible
brokerage firms at reasonably competitive commission rates. In fulfilling this
requirement the Sub-Adviser shall not be deemed to have acted unlawfully or to
have breached any duty, created by this Agreement or otherwise, solely by reason
of effecting a securities transaction in excess of the amount of Commission
another broker or dealer would have charged for effecting that transaction, if
the Sub-Adviser determined in good faith that such amount of commission was
reasonable in relation to the value of the brokerage and research services
provided by such broker or dealer, viewed in terms of either that particular
transaction or the Sub-Adviser's overall responsibilities with respect to the
Trust. The Sub-Adviser further agrees that it shall at all times make a
reasonable and good faith determination that such brokerage or research services
provided by such broker or dealer are of benefit to the Trust.
ARTICLE 2: Compensation of the Sub-Adviser. For the services rendered
by the Sub-Adviser under this Agreement, the Adviser shall pay to the
Sub-Adviser compensation, computed and paid monthly in US dollars on average
daily net assets at the annual rate of: Emerging Growth Portfolio - 35 basis
points; Income Portfolio - 17.5 basis points. The Sub-Adviser will pay its
expenses incurred in performing its duties under this Agreement. The Trust shall
not be liable to the Sub-Adviser for the compensation of the Sub-Adviser.
ARTICLE 3: Covenants of the Sub-Adviser. The Sub-Adviser agrees that it
will not deal with itself or any of its affiliates, or with the Trustees of the
Trust or the Trust's principal underwriter, if any, as principal, broker or
dealer in making purchases or sales of securities or other property for the
account of the Trust except as permitted by the Investment Company Act of 1940
and all rules, regulations and orders thereunder, will comply with all other
provisions of the Trust's Declaration of Trust and By-Laws then in effect and
its current prospectus relative to the Sub-Adviser, its directors, officers,
employees and affiliates, and will comply with all other laws, rules,
regulations and orders applicable to the activities contemplated herein.
ARTICLE 4: Liability of the Sub-Adviser. The Sub-Adviser shall not be
liable for any error of judgment or mistake of law or for any loss arising out
of any investment or for any act or omission in carrying out its duties under
this Agreement, except for violation of law, willful malfeasance, bad faith,
gross negligence, or by reason of reckless disregard of its obligations and
duties hereunder. As used in this Article 4 the term "Sub-Adviser" shall include
shareholders, direct officers and employees of the Sub-Adviser, as well as the
Sub-Adviser itself. The Trust may enforce any obligations of the Sub-Adviser
under this Agreement, and may recover directly from the Sub-Adviser for any
liability it may have to the Trust.
<PAGE>
ARTICLE 5: Activities of the Sub-Adviser. The services of the
Sub-Adviser to the Trust are not to be deemed to be exclusive, the Sub-Adviser
and its affiliates being free to render services to others. It is understood
that Trustees, officers, partners and shareholders of the Trust or the Adviser
are or may become interested in the Sub-Adviser as directors, officers,
shareholders or otherwise and that shareholders, directors, officers and
employees of the Sub-Adviser may become similarly interested in the Trust or the
Adviser as a shareholder, Trustee, officer, partner, or otherwise.
ARTICLE 6: Duration, Termination and Amendment of this Agreement. This
Agreement shall become effective on the date of its execution and shall govern
the relations between the parties hereto thereafter, and shall remain in force
until November 17, 1999 on which date it will terminate with respect to a
Portfolio, unless its continuance after that date is specifically approved at
least annually (i) by the vote of a majority of the Board of Trustees of the
Trust who are not interested persons of the Trust, or of the Adviser, or of the
Sub-Adviser at a meeting specifically called for the purpose of voting on such
approval, and (ii) by the Board of Trustees of the Trust or by vote of a
majority of the outstanding voting securities of the Portfolio. The aforesaid
requirement that continuance of this Agreement be "specifically approved at
least annually" shall be construed in a manner consistent with the Investment
Company Act of 1940 and all rules, regulations and orders thereunder.
This Agreement may be terminated at any time without the payment of any
penalty by the Trustees of the Trust, by vote of a majority of the outstanding
voting securities of the Trust, by the Adviser or by the Sub-Adviser, on not
more than sixty (60) days nor less than thirty (30) days written notice to other
parties. This Agreement shall automatically terminate in the event of its
assignment.
This Agreement may be amended with respect to a Portfolio only if such
amendment is approved by vote of a majority of the outstanding voting securities
of that Portfolio, by the Adviser and by the Sub-Adviser.
The terms "assignment," "affiliated person," "interested person," and
"majority of the outstanding voting securities" when used in this Agreement
shall have the respective meanings specified in the Investment Company Act of
1940 and the rules, regulations and orders thereunder, subject, however, to such
exemptions as may be granted by the Securities and Exchange Commission under
said Act.
ARTICLE 7: Miscellaneous. This Agreement shall be construed in
accordance with the laws of the Commonwealth of Massachusetts, contains the
entire understanding between the parties and may be executed in several
counterparts, each of which shall be deemed to be an original and one and the
same instrument.
Each party acknowledges and agrees that all obligations of the Trust
under this agreement are binding only with respect to the Portfolios; that any
liability of the Trust under this Agreement, or in connection with the
transactions contemplated herein, shall be discharged only out of the assets of
the appropriate Portfolio; and that no other series of the Trust shall be liable
with respect to this Agreement or in connection with the transactions
contemplated herein.
<PAGE>
IN WITNESS THEREOF, the parties hereto have caused this Agreement to be
executed and delivered in their names and on their behalf by the undersigned,
duly authorized, as of this 1st day of December, 1997.
The undersigned Trustee of the Trust has executed this Agreement not
individually, but as Trustee under the Trust's Declaration of Trust dated
November 19, 1982, as amended, and the obligations of this Agreement are not
binding upon any of the Trustees or shareholders of the Trust individually, but
bind only the trust estate.
CITIZENS ADVISERS, INC.
By:___________________________
Its:___________________________
SENECA CAPITAL MANAGEMENT LLC
By:___________________________
Its:___________________________
CITIZENS INVESTMENT TRUST
By:___________________________
TRUSTEE
Citizens Investment Trust: Power of Attorney
The undersigned hereby constitutes and appoints Sophia Collier and Joseph F.
Keefe with full powers of substitution as his or her true and lawful attorney
and agent to execute in his or her name or on his or her behalf in any and all
capacities the Registration Statement on Form N-1A, and any and all amendments
thereto, filed by Citizens Investment Trust ("the Registrant") with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and under the Investment Company Act of 1940, as amended, and any all other
instruments which such attorneys and agents, deem necessary or advisable to
enable the Registrant to comply with the Securities Act of 1933, as amended, the
Investment Company Act of 1940, as amended, the rules, regulations and
requirements of the Securities and Exchange Commission and the securities laws
of any state or other jurisdiction; and the undersigned hereby ratifies and
confirms as his or her own act and deed all that such attorneys and agents shall
do or cause to be done by virtue hereof. Any one of such attorneys and agents
shall have, and may exercise, all of the powers hereby conferred.
In Witness Whereof, the undersigned has hereunto set his or her hand this 1st
day of December 1997.
- -----------------------------------------------------------------------
/s/ Azie Taylor Morton*
----------------------------------
Signature (Azie Taylor Morton)
- -----------------------------------------------------------------------
Azie Taylor Morton
Printed Name
<PAGE>
Citizens Investment Trust: Power of Attorney
The undersigned hereby constitutes and appoints Sophia Collier and Joseph F.
Keefe with full powers of substitution as his or her true and lawful attorney
and agent to execute in his or her name or on his or her behalf in any and all
capacities the Registration Statement on Form N-1A, and any and all amendments
thereto, filed by Citizens Investment Trust ("the Registrant") with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and under the Investment Company Act of 1940, as amended, and any all other
instruments which such attorneys and agents, deem necessary or advisable to
enable the Registrant to comply with the Securities Act of 1933, as amended, the
Investment Company Act of 1940, as amended, the rules, regulations and
requirements of the Securities and Exchange Commission and the securities laws
of any state or other jurisdiction; and the undersigned hereby ratifies and
confirms as his or her own act and deed all that such attorneys and agents shall
do or cause to be done by virtue hereof. Any one of such attorneys and agents
shall have, and may exercise, all of the powers hereby conferred.
In Witness Whereof, the undersigned has hereunto set his or her hand this 1st
day of December 1997.
- -----------------------------------------------------------------------
/s/ William Glenn*
----------------------------------
Signature (William Glenn)
- -----------------------------------------------------------------------
William Glenn
Printed Name
<PAGE>
Citizens Investment Trust: Power of Attorney
The undersigned hereby constitutes and appoints Sophia Collier and Joseph F.
Keefe with full powers of substitution as his or her true and lawful attorney
and agent to execute in his or her name or on his or her behalf in any and all
capacities the Registration Statement on Form N-1A, and any and all amendments
thereto, filed by Citizens Investment Trust ("the Registrant") with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and under the Investment Company Act of 1940, as amended, and any all other
instruments which such attorneys and agents, deem necessary or advisable to
enable the Registrant to comply with the Securities Act of 1933, as amended, the
Investment Company Act of 1940, as amended, the rules, regulations and
requirements of the Securities and Exchange Commission and the securities laws
of any state or other jurisdiction; and the undersigned hereby ratifies and
confirms as his or her own act and deed all that such attorneys and agents shall
do or cause to be done by virtue hereof. Any one of such attorneys and agents
shall have, and may exercise, all of the powers hereby conferred.
In Witness Whereof, the undersigned has hereunto set his or her hand this 1st
day of December 1997.
- -----------------------------------------------------------------------
/s/ Ada Sanchez
----------------------------------
Signature (Ada Sanchez)
- -----------------------------------------------------------------------
Ada Sanchez
Printed Name
<PAGE>
Citizens Investment Trust: Power of Attorney
The undersigned hereby constitutes and appoints Sophia Collier and Joseph F.
Keefe with full powers of substitution as his or her true and lawful attorney
and agent to execute in his or her name or on his or her behalf in any and all
capacities the Registration Statement on Form N-1A, and any and all amendments
thereto, filed by Citizens Investment Trust ("the Registrant") with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and under the Investment Company Act of 1940, as amended, and any all other
instruments which such attorneys and agents, deem necessary or advisable to
enable the Registrant to comply with the Securities Act of 1933, as amended, the
Investment Company Act of 1940, as amended, the rules, regulations and
requirements of the Securities and Exchange Commission and the securities laws
of any state or other jurisdiction; and the undersigned hereby ratifies and
confirms as his or her own act and deed all that such attorneys and agents shall
do or cause to be done by virtue hereof. Any one of such attorneys and agents
shall have, and may exercise, all of the powers hereby conferred.
In Witness Whereof, the undersigned has hereunto set his or her hand this 1st
day of December 1997.
- -----------------------------------------------------------------------
/s/ J.D. Nelson*
----------------------------------
Signature (J.D. Nelson)
- -----------------------------------------------------------------------
J.D. Nelson
Printed Name
<PAGE>
Citizens Investment Trust: Power of Attorney
The undersigned hereby constitutes and appoints Sophia Collier and Joseph F.
Keefe with full powers of substitution as his or her true and lawful attorney
and agent to execute in his or her name or on his or her behalf in any and all
capacities the Registration Statement on Form N-1A, and any and all amendments
thereto, filed by Citizens Investment Trust ("the Registrant") with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and under the Investment Company Act of 1940, as amended, and any all other
instruments which such attorneys and agents, deem necessary or advisable to
enable the Registrant to comply with the Securities Act of 1933, as amended, the
Investment Company Act of 1940, as amended, the rules, regulations and
requirements of the Securities and Exchange Commission and the securities laws
of any state or other jurisdiction; and the undersigned hereby ratifies and
confirms as his or her own act and deed all that such attorneys and agents shall
do or cause to be done by virtue hereof. Any one of such attorneys and agents
shall have, and may exercise, all of the powers hereby conferred.
In Witness Whereof, the undersigned has hereunto set his or her hand this 1st
day of December 1997.
- -----------------------------------------------------------------------
/s/ Juliana Eades*
----------------------------------
Signature (Juliana Eades)
- -----------------------------------------------------------------------
Juliana Eades
Printed Name
<PAGE>
Citizens Investment Trust: Power of Attorney
The undersigned hereby constitutes and appoints Sophia Collier and Joseph F.
Keefe with full powers of substitution as his or her true and lawful attorney
and agent to execute in his or her name or on his or her behalf in any and all
capacities the Registration Statement on Form N-1A, and any and all amendments
thereto, filed by Citizens Investment Trust ("the Registrant") with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and under the Investment Company Act of 1940, as amended, and any all other
instruments which such attorneys and agents, deem necessary or advisable to
enable the Registrant to comply with the Securities Act of 1933, as amended, the
Investment Company Act of 1940, as amended, the rules, regulations and
requirements of the Securities and Exchange Commission and the securities laws
of any state or other jurisdiction; and the undersigned hereby ratifies and
confirms as his or her own act and deed all that such attorneys and agents shall
do or cause to be done by virtue hereof. Any one of such attorneys and agents
shall have, and may exercise, all of the powers hereby conferred.
In Witness Whereof, the undersigned has hereunto set his or her hand this 1st
day of December 1997.
- -----------------------------------------------------------------------
/s/ Lokelani Devone*
----------------------------------
Signature (Lokelani Devone)
- -----------------------------------------------------------------------
Lokelani Devone
Printed Name
<PAGE>
Citizens Investment Trust: Power of Attorney
The undersigned hereby constitutes and appoints Sophia Collier and Joseph F.
Keefe with full powers of substitution as his or her true and lawful attorney
and agent to execute in his or her name or on his or her behalf in any and all
capacities the Registration Statement on Form N-1A, and any and all amendments
thereto, filed by Citizens Investment Trust ("the Registrant") with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and under the Investment Company Act of 1940, as amended, and any all other
instruments which such attorneys and agents, deem necessary or advisable to
enable the Registrant to comply with the Securities Act of 1933, as amended, the
Investment Company Act of 1940, as amended, the rules, regulations and
requirements of the Securities and Exchange Commission and the securities laws
of any state or other jurisdiction; and the undersigned hereby ratifies and
confirms as his or her own act and deed all that such attorneys and agents shall
do or cause to be done by virtue hereof. Any one of such attorneys and agents
shall have, and may exercise, all of the powers hereby conferred.
In Witness Whereof, the undersigned has hereunto set his or her hand this 1st
day of December 1997.
- -----------------------------------------------------------------------
/s/ Robert B. Reich*
----------------------------------
Signature (Robert B. Reich)
- -----------------------------------------------------------------------
Robert B. Reich
Printed Name
<PAGE>
Citizens Investment Trust: Power of Attorney
The undersigned hereby constitutes and appoints Sophia Collier and Joseph F.
Keefe with full powers of substitution as his or her true and lawful attorney
and agent to execute in his or her name or on his or her behalf in any and all
capacities the Registration Statement on Form N-1A, and any and all amendments
thereto, filed by Citizens Investment Trust ("the Registrant") with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and under the Investment Company Act of 1940, as amended, and any all other
instruments which such attorneys and agents, deem necessary or advisable to
enable the Registrant to comply with the Securities Act of 1933, as amended, the
Investment Company Act of 1940, as amended, the rules, regulations and
requirements of the Securities and Exchange Commission and the securities laws
of any state or other jurisdiction; and the undersigned hereby ratifies and
confirms as his or her own act and deed all that such attorneys and agents shall
do or cause to be done by virtue hereof. Any one of such attorneys and agents
shall have, and may exercise, all of the powers hereby conferred.
In Witness Whereof, the undersigned has hereunto set his or her hand this 1st
day of December 1997.
- -----------------------------------------------------------------------
/s/ Mitchell Johnson*
----------------------------------
Signature (Mitchell Johnson)
- -----------------------------------------------------------------------
Mitchell Johnson
Printed Name
<PAGE>
Citizens Investment Trust: Power of Attorney
The undersigned hereby constitutes and appoints Sophia Collier and Joseph F.
Keefe with full powers of substitution as his or her true and lawful attorney
and agent to execute in his or her name or on his or her behalf in any and all
capacities the Registration Statement on Form N-1A, and any and all amendments
thereto, filed by Citizens Investment Trust ("the Registrant") with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
and under the Investment Company Act of 1940, as amended, and any all other
instruments which such attorneys and agents, deem necessary or advisable to
enable the Registrant to comply with the Securities Act of 1933, as amended, the
Investment Company Act of 1940, as amended, the rules, regulations and
requirements of the Securities and Exchange Commission and the securities laws
of any state or other jurisdiction; and the undersigned hereby ratifies and
confirms as his or her own act and deed all that such attorneys and agents shall
do or cause to be done by virtue hereof. Any one of such attorneys and agents
shall have, and may exercise, all of the powers hereby conferred.
In Witness Whereof, the undersigned has hereunto set his or her hand this 1st
day of December 1997.
- -----------------------------------------------------------------------
/s/ Sophia Collier*
----------------------------------
Signature (Sophia Collier)
- -----------------------------------------------------------------------
Sophia Collier
Printed Name
CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
We have issued our report dated July 25, 1997, accompanying the financial
statements and financial highlights of Working Assets Money Market Portfolio,
Citizens Income Portfolio, Citizens Index Portfolio, Citizens Emerging Growth
Portfolio, Citizens Global Equity Portfolio, Muir California Tax-Free Income
Portfolio, and E[bullet]Fund, each a series of shares of beneficial interest of
Citizens Trust, appearing in the Annual Report to Shareholders for the year
ended June 30, 1997 which is incorporated by reference in the Post-Effective
Amendment to the Registration Statement on Form N-1A and related Prospectus of
Citizens Trust. We consent to the use of the aforementioned report and to the
references to our Firm in the Registration Statement and Prospectus.
/s/ TAIT, WELLER & BAKER
---------------------------------
TAIT, WELLER & BAKER
Philadelphia, Pennsylvania
December 8, 1997
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
This FDS is to show the breakout of
retail shares for the Portfolio.
</LEGEND>
<CIK> 0000711202
<NAME> Citizens Investment Trust
<SERIES>
<NUMBER> 001
<NAME> Working Assets Money Market Portfolio
<MULTIPLIER> 1
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-START> JUL-01-1996
<PERIOD-END> JUN-30-1997
<EXCHANGE-RATE> 1.000
<INVESTMENTS-AT-COST> 99,960,197
<INVESTMENTS-AT-VALUE> 99,960,197
<RECEIVABLES> 2,348,517
<ASSETS-OTHER> 62,525
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 103,511,889
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 828,592
<TOTAL-LIABILITIES> 828,592
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 102,683,297
<SHARES-COMMON-STOCK> 102,683,297
<SHARES-COMMON-PRIOR> 92,865,013
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 102,683,297
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 5,339,283
<OTHER-INCOME> 0
<EXPENSES-NET> 1,111,879
<NET-INVESTMENT-INCOME> 4,227,404
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 0
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 4,047,404
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 126,505,122
<NUMBER-OF-SHARES-REDEEMED> 120,845,951
<SHARES-REINVESTED> 4,159,113
<NET-CHANGE-IN-ASSETS> 9,818,284
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 341,144
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 1,223,645
<AVERAGE-NET-ASSETS> 97,470,708
<PER-SHARE-NAV-BEGIN> 1.000
<PER-SHARE-NII> 0.042
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> 0.042
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 1.000
<EXPENSE-RATIO> 1.27
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000711202
<NAME> Citizens Investment Trust
<SERIES>
<NUMBER> 002
<NAME> Citizens Income Portfolio
<MULTIPLIER> 1
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-START> JUL-01-1996
<PERIOD-END> JUN-30-1997
<EXCHANGE-RATE> 1.000
<INVESTMENTS-AT-COST> 32,313,938
<INVESTMENTS-AT-VALUE> 32,679,403
<RECEIVABLES> 676,582
<ASSETS-OTHER> 13,252
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 33,369,303
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 139,133
<TOTAL-LIABILITIES> 139,133
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 32,965,473
<SHARES-COMMON-STOCK> 3,148,474
<SHARES-COMMON-PRIOR> 3,140,161
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (100,768)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 365,465
<NET-ASSETS> 33,230,170
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 2,652,968
<OTHER-INCOME> 0
<EXPENSES-NET> 492,639
<NET-INVESTMENT-INCOME> 2,160,329
<REALIZED-GAINS-CURRENT> 330,690
<APPREC-INCREASE-CURRENT> 530,520
<NET-CHANGE-FROM-OPS> 2,994,539
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 2,160,329
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 838,253
<NUMBER-OF-SHARES-REDEEMED> 1,003,548
<SHARES-REINVESTED> 173,608
<NET-CHANGE-IN-ASSETS> 954,318
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (431,458)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 218,016
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 511,350
<AVERAGE-NET-ASSETS> 33,540,995
<PER-SHARE-NAV-BEGIN> 10.28
<PER-SHARE-NII> 0.67
<PER-SHARE-GAIN-APPREC> 0.28
<PER-SHARE-DIVIDEND> 0.67
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 10.56
<EXPENSE-RATIO> 1.47
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<LEGEND>
This FDS is to show the breakout of
retail shares for the Portfolio.
</LEGEND>
<CIK> 0000711202
<NAME> Citizens Investment Trust
<SERIES>
<NUMBER> 003
<NAME> CITIZENS INDEX PORTFOLIO
<MULTIPLIER> 1
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-START> JUL-01-1996
<PERIOD-END> JUN-30-1997
<EXCHANGE-RATE> 1.000
<INVESTMENTS-AT-COST> 148,772,660
<INVESTMENTS-AT-VALUE> 224,619,315
<RECEIVABLES> 20,330,008
<ASSETS-OTHER> 66,990
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 245,375,109
<PAYABLE-FOR-SECURITIES> 20,504,972
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 653,504
<TOTAL-LIABILITIES> 21,158,476
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 140,826,866
<SHARES-COMMON-STOCK> 12,576,338
<SHARES-COMMON-PRIOR> 10,211,416
<ACCUMULATED-NII-CURRENT> 97,952
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 7,350,160
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 75,841,655
<NET-ASSETS> 224,116,633
<DIVIDEND-INCOME> 2,792,498
<INTEREST-INCOME> 32,399
<OTHER-INCOME> 0
<EXPENSES-NET> 2,717,913
<NET-INVESTMENT-INCOME> 106,984
<REALIZED-GAINS-CURRENT> 8,049,314
<APPREC-INCREASE-CURRENT> 47,548,634
<NET-CHANGE-FROM-OPS> 55,704,932
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 699,105
<DISTRIBUTIONS-OF-GAINS> 1,036,303
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 3,265,385
<NUMBER-OF-SHARES-REDEEMED> 1,700,928
<SHARES-REINVESTED> 116,133
<NET-CHANGE-IN-ASSETS> 79,612,655
<ACCUMULATED-NII-PRIOR> 690,075
<ACCUMULATED-GAINS-PRIOR> 337,149
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 878,074
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 2,724,778
<AVERAGE-NET-ASSETS> 175,603,370
<PER-SHARE-NAV-BEGIN> 13.41
<PER-SHARE-NII> 0
<PER-SHARE-GAIN-APPREC> 4.78
<PER-SHARE-DIVIDEND> 0.06
<PER-SHARE-DISTRIBUTIONS> 0.09
<RETURNS-OF-CAPITAL> 0.00
<PER-SHARE-NAV-END> 18.04
<EXPENSE-RATIO> 1.59
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000711202
<NAME> Citizens Investment Trust
<SERIES>
<NUMBER> 004
<NAME> CITIZENS EMERGING GROWTH PORTFOLIO
<MULTIPLIER> 1
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-START> JUL-01-1996
<PERIOD-END> JUN-30-1997
<EXCHANGE-RATE> 1.000
<INVESTMENTS-AT-COST> 62,496,345
<INVESTMENTS-AT-VALUE> 69,038,634
<RECEIVABLES> 2,424,031
<ASSETS-OTHER> 10,110
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 71,472,775
<PAYABLE-FOR-SECURITIES> 9,703,191
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 1,428,653
<TOTAL-LIABILITIES> 11,131,844
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 55,230,604
<SHARES-COMMON-STOCK> 4,268,721
<SHARES-COMMON-PRIOR> 2,448,943
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (1,431,962)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 6,542,289
<NET-ASSETS> 60,340,931
<DIVIDEND-INCOME> 224,028
<INTEREST-INCOME> 111,293
<OTHER-INCOME> 0
<EXPENSES-NET> 1,000,838
<NET-INVESTMENT-INCOME> (665,517)
<REALIZED-GAINS-CURRENT> (1,434,350)
<APPREC-INCREASE-CURRENT> 4,711,273
<NET-CHANGE-FROM-OPS> 2,611,406
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 4,391,320
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 5,552,259
<NUMBER-OF-SHARES-REDEEMED> 4,052,228
<SHARES-REINVESTED> 319,474
<NET-CHANGE-IN-ASSETS> 23,931,654
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 4,393,708
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 503,188
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 1,010,552
<AVERAGE-NET-ASSETS> 50,318,589
<PER-SHARE-NAV-BEGIN> 14.87
<PER-SHARE-NII> 0.16
<PER-SHARE-GAIN-APPREC> 0.68
<PER-SHARE-DIVIDEND> 0.00
<PER-SHARE-DISTRIBUTIONS> 1.25
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 14.14
<EXPENSE-RATIO> 2.01
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000711202
<NAME> Citizens Investment Trust
<SERIES>
<NUMBER> 005
<NAME> CITIZENS GLOBAL EQUITY PORTFOLIO
<MULTIPLIER> 1
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-START> JUL-01-1996
<PERIOD-END> JUN-30-1997
<EXCHANGE-RATE> 1.000
<INVESTMENTS-AT-COST> 22,567,095
<INVESTMENTS-AT-VALUE> 29,314,471
<RECEIVABLES> 248,585
<ASSETS-OTHER> 9,748
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 29,603,851
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 30,895
<TOTAL-LIABILITIES> 30,895
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 22,719,876
<SHARES-COMMON-STOCK> 2,044,409
<SHARES-COMMON-PRIOR> 1,311,458
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 107,740
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 6,745,340
<NET-ASSETS> 29,572,956
<DIVIDEND-INCOME> 210,234
<INTEREST-INCOME> 80,447
<OTHER-INCOME> 0
<EXPENSES-NET> 433,875
<NET-INVESTMENT-INCOME> (143,194)
<REALIZED-GAINS-CURRENT> 393,718
<APPREC-INCREASE-CURRENT> 4,332,342
<NET-CHANGE-FROM-OPS> 4,582,866
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 982,865
<NUMBER-OF-SHARES-REDEEMED> 249,910
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 13,977,623
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (285,977)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 206,581
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 480,618
<AVERAGE-NET-ASSETS> 20,658,261
<PER-SHARE-NAV-BEGIN> 11.89
<PER-SHARE-NII> (0.07)
<PER-SHARE-GAIN-APPREC> 2.65
<PER-SHARE-DIVIDEND> 0.00
<PER-SHARE-DISTRIBUTIONS> 0.00
<RETURNS-OF-CAPITAL> 0.00
<PER-SHARE-NAV-END> 14.47
<EXPENSE-RATIO> 2.33
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
