<PAGE>
Registration No. 2-84904
811-3790
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
Pre-Effective Amendment No.
Post-Effective Amendment No. 15
REGISTRATION STATEMENT UNDER
THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 17
QUANTITATIVE GROUP OF FUNDS
---------------------------
(Exact Name of Registrant as Specified in Charter)
55 Old Bedford Road
Lincoln, Massachusetts 01773
----------------------------
(Address of Principal Executive Offices) (Zip Code)
(617) 259-1144
--------------
Registrant's Telephone Number, including Area Code
EDWARD L. PITTMAN, President
Quantitative Group of Funds
55 Old Bedford Road
Lincoln, Massachusetts 01773
----------------------------
(Name and Address of Agent for Service)
Copy to:
Joseph Fleming, Esq.
DECHERT, PRICE & RHOADS
Ten Post Office Square, Suite 1230
Boston, Massachusetts 02109
----------------
It is proposed that this filing will become effective:
[_] immediately upon filing pursuant to paragraph (b)
[X] on August 1, 1997 pursuant to paragraph (b)
[_] 60 days after filing pursuant to paragraph (a)
[_] on (date) pursuant to paragraph (a) of Rule 485
---------
Pursuant to Rule 24f-2, Registrant has registered an indefinite number of
its shares of beneficial interest under the Securities Act of 1933. The Rule
24f-2 Notice for the Registrant's fiscal year ended March 31, 1997 was filed on
May 28, 1997.
<PAGE>
CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------
PROPOSED MAXIMUM PROPOSED MAXIMUM AMOUNT OF
TITLE OF SECURITIES NUMBER OF SHARES OFFERING PRICE AGGREGATE OFFERING REGISTRATION
BEING REGISTERED BEING REGISTERED PER SHARE (1) PRICE (2) FEE
- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Shares of beneficial 1,498,099 $19.69 $0 $0
interest (without par value)
- -----------------------------------------------------------------------------------------------------
</TABLE>
(1) Pursuant to Rule 457(d) under the Securities Act of 1933, the maximum public
offering price of $19.69 for (Quantitative Growth and Income Fund Institutional
Shares) on July 24, 1997 is the price used as the basis for calculating the
registration fee. (2) Registrant elects to calculate the maximum offering price
pursuant to Rule 24e-2. 5,021,970 shares were redeemed during the fiscal year
ended March 31, 1997. 3,523,871 shares were used for reductions pursuant to
paragraph (c) of rule 24f-2 during the current fiscal year. 1,498,099 shares is
the amount of redeemed shares used for reduction in this Amendment.
<PAGE>
QUANTITATIVE GROUP OF FUNDS
Cross Reference Sheet
Pursuant to Rule 495(a)
<TABLE>
<CAPTION>
Item No. Registration Statement Caption Caption in Prospectus
- -------- ------------------------------ ---------------------
Part A
- ------
<S> <C> <C>
1. Cover Page.................................. Cover Page
2. Synopsis.................................... Summary of Fees and Expenses
3. Condensed Financial Information............. Financial Highlights
4. General Description of Registrant........... Investment Objectives and
Policies; Risk Considerations;
Portfolio Securities; Other
Investment Practices
5. Management of the Fund...................... Management of the Funds
6. Capital Stock and Other Securities.......... The Quantitative Group
7. Purchase of Securities Being Offered........ Calculation of Net Asset Value;
How to Invest
8. Redemption or Repurchase.................... How to Redeem
9. Pending Legal Proceedings................... Not Applicable
<CAPTION>
Item No. Registration Statement Caption Caption in Statement of Additional Information
- -------- ------------------------------ ----------------------------------------------
Part B
- ------
<S> <C> <C>
10. Cover Page.................................. Cover Page
11. Table of Contents........................... Cover Page
12. General Information and History............. The Quantitative Group
13. Investment Objectives and Policies.......... Investment Objectives and
Policies; Other Investment
Practices; Investment
Restrictions of the Funds
14. Management of the Registrant................ Management of the Funds
15. Control Persons and Principal Holders of Management of the Funds
Securities................................ (Trustees and Officers)
16. Investment Advisory and Other Service....... Management of the Funds
(Trustees and Officers);
Management Contract;
Advisory Contracts;
Distribution and
Distribution Plan
17. Brokerage Allocation........................ Portfolio Transactions
18. Capital Stock and Other Securities.......... The Quantitative Group
19. Repurchase, Redemption and Pricing of
Securities Being Offered.................. How to Invest; How to Redeem; Calculation of Net
Asset Value
20. Tax Status.................................. Distributions; Taxation
21. Underwriter................................. Distributor and Distribution
Plan
22. Calculation of Performance Data............. Performance Measures
23. Financial Statements........................ Financial Statements
</TABLE>
Part C
- ------
Information required to be included in Part C is set forth under the
appropriate Item, so numbered, in Part C of the Registration Statement.
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS
PROSPECTUS APPEARS HERE]
AUGUST 1, 1997
U.S. EQUITY FUNDS
Quantitative Numeric Fund
Quantitative Numeric II Fund
Quantitative Growth and Income Fund
INTERNATIONAL EQUITY FUNDS
Quantitative International Equity Fund
Quantitative Foreign Frontier Fund
<PAGE>
This Prospectus is not an offering of the securities herein described in any
state in which the offering is unauthorized. No salesman, dealer, or other
person is authorised to give any information or make any representation other
than those contained in this Prospectus, the Statement of Additional Informa-
tion, or in the Fund's official sales literature.
- -------------------------------------------------------------------------------
<PAGE>
[LOGO OF QUANTITATIVE GROUP QUANTITATIVE GROUP of FUNDS
OF FUNDS APPEARS HERE]----------------------------------------------------------
55 Old Bedford Road PROSPECTUS
Lincoln, Massachusetts 01773 August 1, 1997
800-331-1244
The Quantitative Group of Funds is an open-end, non-diversified investment com-
pany that offers five funds (individually a "Fund" and collectively the
"Funds") with this Prospectus. Each Fund has distinct investment objectives.
Quantitative Advisors, Inc. ("Manager") provides overall management and opera-
tional services to the Funds. Individual investment advisors ("Advisors") are
presently responsible for the day-to-day management of each Fund. The Funds are
distributed by U.S. Boston Capital Corporation ("Distributor"), an affiliate of
the Manager.
U.S. EQUITY FUNDS
QUANTITATIVE NUMERIC FUND
QUANTITATIVE NUMERIC II FUND
QUANTITATIVE GROWTH AND INCOME FUND
INTERNATIONAL FUNDS
QUANTITATIVE INTERNATIONAL EQUITY FUND
QUANTITATIVE FOREIGN FRONTIER FUND
Each Fund offers Ordinary Shares and Institutional Shares. Purchasers of Ordi-
nary Shares of the Quantitative Numeric Fund, Quantitative Growth and Income
Fund, Quantitative International Equity Fund, and Quantitative Foreign Frontier
Fund pay a one percent (1%) deferred sales charge upon redemption, and an an-
nual asset based sales charge of .50%. Ordinary Shares of the Quantitative Nu-
meric II Fund purchased on or after August 1, 1996 are offered on a no-load ba-
sis and carry only a service fee of .25%. Institutional Shares are offered on a
pure no-load basis.
The minimum investment for Ordinary Shares of a Fund generally is $5,000. A
$1,000 minimum applies to investors acquiring Ordinary Shares through an Auto-
matic Investment Plan who agree to make minimum monthly purchases of $100 and
to investors establishing certain accounts for minors. There is also a $1,000
minimum for Individual Retirement Accounts, pension, profit sharing and other
employee benefit plans. Institutional Shares are available to qualified invest-
ors, as described in this Prospectus, and to clients of certain securities
dealers and financial advisors participating in programs described later in the
Prospectus. There is no minimum for subsequent investments.
This Prospectus concisely describes the information that investors ought to
know before investing. Please read the Prospectus carefully and keep it for
further reference. A Statement of Additional Information dated August 1, 1997
is available free of charge by writing or telephoning the Funds at 800-331-
1244. The Statement, which contains more detailed information about the Funds,
has been filed with the Securities and Exchange Commission ("SEC") and is in-
corporated by reference in this Prospectus.
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
TABLE OF CONTENTS Page
<S> <C>
Quick Reference Guide 2
Summary of Fees and Expenses 3
Financial Highlights 5
Investment Objectives and Policies 8
Risk Considerations 10
Management of the Funds 11
How to Invest 14
How to Make Exchanges 17
How to Redeem 17
Calculation of Net Asset Value 19
Dividends, Distributions, and Taxation 20
Portfolio Securities 20
Other Investment Practices 21
Performance Data 24
The Quantitative Group 24
</TABLE>
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS
A CRIMINAL OFFENSE.
<PAGE>
QUANTITATIVE GROUP of FUNDS [LOGO OF QUANTITATIVE GROUP
- ----------------------------------------------------------OF FUNDS APPEARS HERE]
QUICK REFERENCE GUIDE
The Quantitative Funds
The investment objectives of each Fund are summarized below. There is no as-
surance that a Fund will be able to attain its investment objective. Because
each Fund is limited by specific investment objectives, investments in a par-
ticular Fund may be subject to greater market fluctuations than a portfolio
with broader investment alternatives. More detailed information about each of
the Funds, including risk considerations relevant to a particular Fund, is
presented in Investment Objectives and Policies on page 8, Risk Considerations
on page 10, Portfolio Securities on page 20, and Other Investment Practices on
page 21.
U.S. Equity Funds
QUANTITATIVE NUMERIC FUND ("Numeric Fund") seeks maximum long-term capital ap-
preciation by investing primarily in common stocks. The Fund generally invests
in companies with smaller (one billion dollars or less) market capitaliza-
tions.
QUANTITATIVE NUMERIC II FUNd ("Numeric II Fund") seeks long-term growth of
capital by investing primarily in common stock of companies with medium (one
billion to five billion dollars) market capitalizations.
QUANTITATIVE GROWTH AND INCOME FUND ("Growth and Income Fund") seeks long-term
growth of capital and income by investing primarily in common stocks of larger
companies having substantial equity capital that are currently paying divi-
dends.
International Funds
QUANTITATIVE INTERNATIONAL EQUITY FUND ("International Equity Fund") seeks
long-term capital growth and income by investing primarily in foreign securi-
ties. Generally, the Fund invests in Western Europe, Australia, and the larger
capital markets in the Far East.
QUANTITATIVE FOREIGN FRONTIER FUND ("Foreign Frontier Fund") seeks long-term
growth of capital by investing in securities of foreign issuers located in
emerging markets. An investment in the Foreign Frontier Fund should be re-
garded as speculative and is subject to special risks that should be consid-
ered carefully by potential investors.
Minimum Investments
Each Fund offers Ordinary Shares and Institutional Shares. Purchasers of Ordi-
nary Shares of the Numeric Fund, Growth and Income Fund, International Equity
Fund, and Foreign Frontier Fund pay a one percent (1%) deferred sales charge
upon redemption, and an annual asset based sales charge of .50%. Ordinary
Shares of the Numeric II Fund purchased on or after August 1, 1996 are offered
on a no-load basis and carry only a service fee of .25%. Institutional Shares
are offered on a pure no-load basis. The minimum investment for Ordinary
Shares of a Fund generally is $5,000. A $1,000 minimum investment applies to
investors establishing an Automatic Investment Plan who agree to make minimum
monthly purchases of $100 and to investors establishing certain accounts for
minors. There is also a $1,000 minimum for Individual Retirement Accounts
(IRAs), pension, profit sharing and other employee benefit plans. Institu-
tional Shares are available to certain institutional investors purchasing
Shares in amounts greater than or equal to $1,000,000, and to other qualified
investors described later in the Prospectus. There is no minimum for subse-
quent investments. See How to Invest on page 14.
How to Invest
Ordinary Shares may be purchased at their daily net asset value by completing
the Account Application provided with this Prospectus and sending the Applica-
tion, along with a check payable to QUANTITATIVE GROUP OF FUNDS, to the fol-
lowing address:
Quantitative Group of Funds
Attention: Transfer Agent
55 Old Bedford Road
Lincoln, Massachusetts 01773
Investors also may make monthly automatic investments through their checking
account. Call 800-331-1244 with any questions, or to request an IRA Account
Application. See How to Invest on page 14.
2
<PAGE>
[LOGO OF QUANTITATIVE GROUP QUANTITATIVE GROUP of FUNDS
OF FUNDS APPEARS HERE]----------------------------------------------------------
Redemptions and Exchanges
Shares may be redeemed at any time at their daily net asset value less a one
percent (1%) deferred sales charge for Ordinary Shares. The deferred sales
charge is not deducted on redemption of Ordinary Shares of the Numeric II Fund
purchased on or after August 1, 1996. Ordinary Shares of one Fund may generally
be exchanged for Ordinary Shares of another Fund at any time without incurring
a deferred sales charge. Special rules apply to exchanges into the Numeric II
Fund. The exchange privilege only is available to investors in states in which
shares of the Fund to be acquired may legally be sold. An individual Fund may
not be offered in each state.
Redemptions or exchanges of shares may be requested in writing. Shares also may
be redeemed or exchanged by telephone or by automatic withdrawal, if those op-
tions are selected on the Account Application. See How to Make Exchanges on
page 17 and How to Redeem on page 17.
SUMMARY OF FEES AND EXPENSES
Shareholder Transaction Expenses (All Funds)
<TABLE>
<CAPTION>
ORDINARY INSTITUTIONAL
SHARES SHARES
<S> <C> <C>
Maximum Sales Load Imposed on Purchases None None
Maximum Sales Load Imposed on Reinvested Dividends None None
Deferred Sales Charge (as a percentage of redemption
proceeds) (Numeric II Fund) None(1) None
Deferred Sales Charge (as a percentage of redemption
proceeds) (all other Funds) 1.00% None
Exchange Fee None None
</TABLE>
- --------
(1) The deferred sales charge is not imposed on redemptions of Ordinary Shares
of the Numeric II Fund purchased on or after August 1, 1996.
Annual Operating Expenses (as a percentage of average net assets)
<TABLE>
<CAPTION>
Numeric Numeric Growth and International Foreign
Fund II Fund Income Fund Equity Fund Frontier Fund
<S> <C> <C> <C> <C> <C>
Ordinary Shares
Management Fee 1.00% 1.00% .75% 1.00% .80%
12b-1 Fees .50% .25% .50% .50% .50%
Other Expenses (after
reimbursement)* .47% .40% .48% .70% 1.15%
Total Operating Expenses 1.97% 1.65% 1.73% 2.20% 2.45%
Institutional Shares
Management Fee 1.00% 1.00% .75% 1.00% .80%
12b-1 Fees None None None None None
Other Expenses (after
reimbursement)** .47% .40% .49% .69% 1.15%
Total Operating Expenses 1.47% 1.40% 1.24% 1.69% 1.95%
</TABLE>
- --------
* Other expenses and total operating expenses are shown giving effect to cus-
tody credits received by the Funds in accordance with SEC regulations. These
credits are generated by interest earned on uninvested cash balances main-
tained by the Funds, and are used to offset custodial expenses of the Fund.
Expenses net of custody credits would be as follows:
<TABLE>
<S> <C> <C> <C> <C> <C>
Ordinary Shares
Other Expenses (after
reimbursement) .40% .40% .45% .65% 1.15%
Total Operating Expenses 1.90% 1.65% 1.70% 2.15% 2.45%
Institutional Shares
Other Expenses (after
reimbursement) .40% .40% .46% .64% 1.15%
Total Operating Expenses 1.40% 1.40% 1.21% 1.64% 1.95%
</TABLE>
3
<PAGE>
QUANTITATIVE GROUP of FUNDS [LOGO OF QUANTITATIVE GROUP
- ----------------------------------------------------------OF FUNDS APPEARS HERE]
Example: You would pay the following expenses on a $1,000 investment assuming
(1) 5% annual return and (2) redemption at the end of each time
period. Expenses shown in this example are do not give effect to the
custody credits:
<TABLE>
<CAPTION>
Ordinary Shares Institutional Shares
1 year 3 years 5 years 10 years 1 year 3 years 5 years 10 years
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Numeric Fund $30 $73 $118 $244 $15 $46 $ 80 $176
Numeric II Fund $17 $52 $ 90 $195 $14 $44 $ 77 $168
Growth and Income Fund $28 $66 $106 $218 $13 $39 $ 68 $150
International Equity
Fund $33 $80 $129 $267 $17 $53 $ 92 $200
Foreign Frontier Fund $35 $87 $142 $291 $20 $61 $105 $227
</TABLE>
You would pay the following expenses on the same investment,
assuming no redemption:
<TABLE>
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Numeric Fund $20 $62 $106 $230 $15 $46 $ 80 $176
Numeric II Fund $17 $52 $ 90 $195 $14 $44 $ 77 $168
Growth and Income Fund $18 $54 $ 94 $204 $13 $39 $ 68 $150
International Equity
Fund $22 $69 $118 $253 $17 $53 $ 92 $200
Foreign Frontier Fund $25 $76 $131 $279 $20 $61 $105 $227
</TABLE>
The purpose of the summary of expenses of the respective Funds is to assist an
investor in understanding the various costs and expenses that an investor in a
particular Fund will bear, whether directly or indirectly. For more complete
descriptions of the various costs and expenses, see Management of the Funds on
page 11. None of the above examples should be considered a representation of
past or future expenses. Actual expenses may be greater or less than those
shown. Expenses for the Funds are estimated based on actual expenses for the
period ended March 31, 1997, including expense limitations where applicable,
as well as any increase or decrease in expenses anticipated in the current
fiscal year. The Manager voluntarily has agreed to temporarily limit the total
operating expenses of the Numeric II and Foreign Frontier Funds to 1.65% and
2.45% respectively of their average net assets, without giving effect to
custody credits if applicable. The agreement is subject to periodic review,
and there is no guarantee that the Manager will continue to limit expenses of
these Funds in the future. During the period ended March 31, 1997, the Manager
agreed to limit the expenses of the Numeric II Fund to 1.70% of its average
net assets, net of custody credits, and the Manager and the Distributor both
waived additional fees. Expenses eligible for reimbursement do not include
interest, taxes, brokerage commissions, or extraordinary expenses. If the
agreement were not in effect, the total estimated expenses of the Funds would
be as follows: Numeric II Fund Ordinary Shares--2.19%, Numeric II Fund
Institutional Shares--2.01%, Foreign Frontier Fund Ordinary Shares--2.68%, and
Foreign Frontier Fund Institutional Shares--2.01%. Long-term shareholders
owning Ordinary Shares may pay more than the economic equivalent of the
maximum front-end sales charges permitted by the National Association of
Securities Dealers, Inc. The management fee paid to the Manager for managing
the Numeric Fund, the Numeric II Fund, and International Equity Fund is higher
than that paid by most other investment companies.
4
<PAGE>
FINANCIAL HIGHLIGHTS
The following per share financial information for the Numeric Fund (formerly
Boston Numeric Series), Numeric II Fund, Growth and Income Fund (formerly
Boston Growth and Income Series), International Equity Fund (formerly Boston
Foreign Growth and Income Series), and Foreign Frontier Fund has been examined
by Price Waterhouse LLP, independent accountants, whose report thereon is
included in the Statement of Additional Information. This condensed financial
information should be read in conjunction with the related financial
statements and notes thereto included in the Statement of Additional
Information.
<TABLE>
<CAPTION>
Income from
Investment Operations Distributions
Net Realized
Net Asset and Dividends Distributions Net Asset
Value at Net Unrealized Total From from Net from Value,
Beginning Investment Gain (Loss) Investment Investment Realized Total End of Total
of Period Income on Securities Operations Income Capital Gains Distributions Period Return (c)
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
NUMERIC FUND
ORDINARY SHARES
Sept. 8, 1992**
to March 31,
1993 $10.00 (0.06)(a) 4.18 4.12 -- -- -- $14.12 73.73%(b)
Year Ended March
31,
1994 $14.12 (0.09) 2.57 2.48 -- (1.27) (1.27) $15.33 17.80%
1995(f) $15.33 (0.20) 1.67 1.47 -- (0.99) (0.99) $15.81 10.24%
1996(f) $15.81 (0.21)(a) 5.54 5.33 -- (2.23) (2.23) $18.91 34.25%
1997(f) $18.91 0.16 (a)(h) 0.77 0.93 -- (4.80) (4.80) $15.04 1.72%
INSTITUTIONAL SHARES (D)
Jan. 6, 1993**
to March 31,
1993 $12.88 (0.02)(a) 1.29 1.27 -- -- -- $14.15 43.07%(b)
Year Ended March
31,
1994 $14.15 (0.05) 2.63 2.58 -- (1.27) (1.27) $15.46 18.50%
1995(f) $15.46 (0.13) 1.71 1.58 -- (0.99) (0.99) $16.05 10.88%
1996(f) $16.05 (0.12)(a) 5.63 5.51 -- (2.23) (2.23) $19.33 34.89%
1997(f) $19.33 0.08 (a)(h) 0.94 1.02 -- (4.80) (4.80) $15.55 2.21%
NUMERIC II FUND
ORDINARY SHARES
Oct. 3, 1994**
to March 31,
1995(f) $10.00 0.05 (a) 0.07 0.12 -- -- -- $10.12 1.20%
Year Ended March
31,
1996(f) $10.12 0.06 (a) 3.27 3.33 (0.01) (0.24) (0.25) $13.20 33.01%
1997(f) $13.20 0.09 (a) 2.29 2.38 (0.14) (2.00) (2.14) $13.44 17.47%
INSTITUTIONAL SHARES
April 17, 1995**
to March 31,
1996 $10.27 0.10 (a) 3.09 3.19 (0.02) (0.24) (0.26) $13.20 31.12%
Year Ended March
31,
1997 $13.20 0.11 (a) 2.27 2.38 (0.03) (2.00) (2.03) $13.55 17.51%
GROWTH AND INCOME FUND
ORDINARY SHARES
May 9, 1985** to
March 31,
1986 $10.00 0.12 (a) 2.70 2.82 -- -- -- $12.82 31.96%(b)
Year Ended March
31,
1987 $12.82 0.13 2.81 2.94 (0.12) -- (0.12) $15.64 23.12%
<CAPTION>
Ratios and Supplemental Data
Net Ratio of Ratio of Net
Assets, Operating Investment
End of Expenses Income (Loss) Average
Period to Average to Average Portfolio Commission
(000s) Net Assets Net Assets Turnover Rate (g)
<S> <C> <C> <C> <C> <C>
NUMERIC FUND
ORDINARY SHARES
Sept. 8, 1992**
to March 31,
1993 $14,066 2.07%(b) (1.41)%(b) 139.00% --
Year Ended March
31,
1994 $40,852 1.83% (1.30)% 389.00% --
1995(f) $53,920 1.84% (1.31)% 320.00% --
1996(f) $71,618 1.97%* (1.17)% 324.00% --
1997(f) $57,135 1.97%* 0.90 %(h) 393.00% $0.0305
INSTITUTIONAL SHARES (D)
Jan. 6, 1993**
to March 31,
1993 $ 2,979 1.39%(b) (0.79)%(b) 73.00%(b) --
Year Ended March
31,
1994 $24,175 1.23% (0.70)% 389.00% --
1995(f) $47,044 1.36% (0.82)% 320.00% --
1996(f) $42,803 1.47%* (0.87)% 324.00% --
1997(f) $ 9,207 1.47%* 0.41 %(h) 393.00% $0.0305
NUMERIC II FUND
ORDINARY SHARES
Oct. 3, 1994**
to March 31,
1995(f) $ 420 -- 1.50 %(b) 0.00%(b) --
Year Ended March
31,
1996(f) $ 6,025 2.34%* 0.46 % 181.00% --
1997(f) $ 8,733 1.19%* 0.62 % 162.00% $0.0492
INSTITUTIONAL SHARES
April 17, 1995**
to March 31,
1996 $ 4,621 2.02%(b)* 0.87 %(b) 181.00% --
Year Ended March
31,
1997 $ 361 1.44%* 0.77 % 162.00% $0.0492
GROWTH AND INCOME FUND
ORDINARY SHARES
May 9, 1985** to
March 31,
1986 $15,276 1.85%(b) 2.23 %(b) 38.00% --
Year Ended March
31,
1987 $35,029 1.92% 1.25 % 99.00% --
</TABLE>
5
<PAGE>
<TABLE>
<CAPTION>
Income from
Investment Operations Distributions
Net Realized
Net Asset and Dividends Distributions Net Asset
Value at Net Unrealized Total From from Net from Value,
Beginning Investment Gain (Loss) Investment Investment Realized Total End of
of Period Income on Securities Operations Income Capital Gains Distributions Period
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1988 $15.64 0.22 (1.55) (1.33) (0.35) (2.66) (3.01) $11.30
1989 $11.30 0.18 1.66 1.84 (0.14) -- (0.14) $13.00
1990 $13.00 0.16 2.59 2.75 (0.16) (1.32) (1.48) $14.27
1991 $14.27 0.24 2.20 2.44 (0.24) (0.42) (0.66) $16.05
1992 $16.05 0.19 1.25 1.44 (0.21) (1.23) (1.44) $16.05
1993 $16.05 0.17 1.98 2.15 (0.18) (0.75) (0.93) $17.27
1994 $17.27 0.18 0.21 0.39 (0.16) (3.64) (3.80) $13.86
1995(f) $13.86 0.14 1.44 1.58 (0.16) (1.56) (1.72) $13.72
1996(f) $13.72 0.12 (a) 2.89 3.01 (0.13) (2.03) (2.16) $14.57
1997(f) $14.57 0.08 (a) 2.53 2.61 (0.10) (1.86) (1.96) $15.22
INSTITUTIONAL SHARES (D)
March 25, 1991**
to March 31,
1991 $15.83 0.00 0.22 0.22 -- -- -- $16.05
Year Ended March
31,
1992 $16.05 0.28 1.23 1.51 (0.27) (1.23) (1.50) $16.06
1993 $16.06 0.25 1.99 2.24 (0.27) (0.75) (1.02) $17.28
1994 $17.28 0.28 0.19 0.47 (0.25) (3.64) (3.89) $13.86
1995(f) $13.86 0.21 1.44 1.65 (0.23) (1.56) (1.79) $13.72
1996(f) $13.72 0.20 (a) 2.89 3.09 (0.20) (2.03) (2.23) $14.58
1997(f) $14.58 0.15 (a) 2.55 2.70 (0.18) (1.86) (2.04) $15.24
INTERNATIONAL EQUITY FUND
ORDINARY SHARES
July 31, 1987**
to March 31,
1988 $10.00 (0.02)(a) (0.56) (0.58) -- -- -- $ 9.42
Year Ended March
31,
1989 $ 9.42 0.01 (a) 1.64 1.65 (0.01) (0.11) (0.12) $10.95
1990 $10.95 0.04 (a) 1.02 1.06 (0.04) (0.77) (0.81) $11.20
1991 $11.20 0.10 (a) (2.00) (1.90) (0.04) (0.88) (0.92) $ 8.38
1992 $ 8.38 0.04 (a) (0.35) (0.31) (0.10) -- (0.10) $ 7.97
1993 $ 7.97 0.09 (a) 0.04 0.13 (0.07) -- (0.07) $ 8.03
1994 $ 8.03 0.00 (a) 2.28 2.28 (0.13) -- (0.13) $10.18
1995(f) $10.18 (0.03)(a) 0.04 0.01 (0.13) -- (0.13) $10.06
1996(f) $10.06 0.00 (a) 0.67 0.67 (0.03) -- (0.03) $10.70
1997(f) $10.70 0.01 (a) 0.40 0.41 (0.08) -- (0.08) $11.03
INSTITUTIONAL SHARES (D)
April 25, 1990**
to March 31,
1991 $11.19 0.17 (a) (1.96) (1.79) -- -- -- $ 9.40
April 1, 1991 to
March 19,
1992 $ 9.40 0.09 (a) (1.40) (1.31) (0.15) -- (0.15) $ 7.94 (e)
August 25,
1994** to March
31,
1995(f) $11.00 0.01 (a) (0.73) (0.72) (0.18) -- (0.18) $10.10
<CAPTION>
Ratios and Supplemental Data
Net Ratio of Ratio of Net
Assets, Operating Investment
End of Expenses Income (Loss) Average
Total Period to Average to Average Portfolio Commission
Return (c) (000s) Net Assets Net Assets Turnover Rate (g)
<S> <C> <C> <C> <C> <C> <C>
1988 (5.47)% $25,862 1.83% 1.44 % 124.00% --
1989 16.43 % $27,442 2.00% 1.51 % 102.00% --
1990 20.84 % $34,592 1.85% 1.12 % 92.00% --
1991 17.82 % $39,018 1.80% 1.64 % 96.00% --
1992 9.81 % $43,884 1.84% 1.16 % 60.00% --
1993 13.77 % $43,320 1.84% 0.98 % 78.00% --
1994 1.51 % $36,510 1.72% 1.02 % 110.00% --
1995(f) 12.71 % $37,048 1.69% 1.01 % 121.00% --
1996(f) 22.17 % $41,353 1.73%* 0.81 % 152.00% --
1997(f) 17.97 % $43,266 1.73%* 0.50 % 98.00% $0.0397
INSTITUTIONAL SHARES (D)
March 25, 1991**
to March 31,
1991 85.04 %(b) $ 1,014 1.53%(b) (0.81)%(b) 96.00% --
Year Ended March
31,
1992 10.03 % $ 4,753 1.44% 1.39 % 60.00% --
1993 14.30 % $ 6,451 1.33% 1.46 % 78.00% --
1994 1.99 % $ 3,990 1.22% 1.52 % 110.00% --
1995(f) 13.29 % $ 1,975 1.23% 1.48 % 121.00% --
1996(f) 22.75 % $ 1,888 1.24%* 1.31 % 152.00% --
1997(f) 18.62 % $ 1,532 1.24%* 0.99 % 98.00% $0.0397
INTERNATIONAL EQUITY FUND
ORDINARY SHARES
July 31, 1987**
to March 31,
1988 (8.55)%(b) $ 8,313 3.00%(b) (1.07)%(b) 151.00% --
Year Ended March
31,
1989 17.50 % $20,876 2.00% 0.15 % 263.00% --
1990 9.30 % $23,525 2.00% 0.36 % 84.00% --
1991 (16.60)% $21,527 2.14% 1.14 % 159.00% --
1992 (3.70)% $19,676 2.12% 0.47 % 52.00% --
1993 1.70 % $17,429 2.28% 1.08 % 16.00% --
1994 28.69 % $26,222 2.01% (0.08)% 40.00% --
1995(f) 0.07 % $27,657 1.91% (0.24)% 46.48% --
1996(f) 6.63 % $27,402 2.15%* (0.04)% 43.00% --
1997(f) 3.82 % $27,410 2.20%* 0.10 % 135.00% $0.0140
INSTITUTIONAL SHARES (D)
April 25, 1990**
to March 31,
1991 (17.18)%(b) $ 4,178 1.50%(b) 1.56 %(b) 159.00% --
April 1, 1991 to
March 19,
1992 (14.62)%(b) $ 0 1.63% 1.05 % 52.00% --
August 25,
1994** to March
31,
1995(f) (6.57)% $ 3,052 1.66%(b) 0.13 %(b) 46.48%(b) --
</TABLE>
6
<PAGE>
<TABLE>
<CAPTION>
Income from
Investment Operations Distributions
Net Realized
Net Asset and Dividends Distributions Net Asset
Value at Net Unrealized Total From from Net from Value,
Beginning Investment Gain (Loss) Investment Investment Realized Total End of Total
of Period Income on Securities Operations Income Capital Gains Distributions Period Return (c)
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Year Ended March
31,
1996(f) $10.10 0.04 (a) 0.66 0.70 (0.07) -- (0.07) $10.73 6.95%
1997(f) $10.73 0.06 (a) 0.41 0.47 (0.10) -- (0.10) $11.10 4.38%
FOREIGN FRONTIER FUND
ORDINARY SHARES
August 8, 1994**
to March 31,
1995(f) $10.00 (0.05)(a) (2.71) (2.76) -- -- -- $ 7.24 (27.60)%
Year Ended March
31,
1996(f) $ 7.24 (0.07)(a) 1.21 1.14 -- -- -- $ 8.38 15.75%
1997(f) $ 8.38 (0.04)(a) 0.90 0.86 -- -- -- $ 9.24 10.26%
INSTITUTIONAL SHARES
April 2, 1996**
to March 31,
1997(f) $ 8.49 0.01 (a) 0.80 0.81 (0.03) (0.03) -- $ 9.27 9.54%
<CAPTION>
Ratios and Supplemental Data
Net Ratio of Ratio of Net
Assets, Operating Investment
End of Expenses Income (Loss) Average
Period to Average to Average Portfolio Commission
(000s) Net Assets Net Assets Turnover Rate (g)
<S> <C> <C> <C> <C> <C>
Year Ended March
31,
1996(f) $ 1,241 1.65%* 0.38% 43.00% --
1997(f) $ 1,760 1.69%* 0.51% 135.00% $0.0140
FOREIGN FRONTIER FUND
ORDINARY SHARES
August 8, 1994**
to March 31,
1995(f) $ 4,259 2.54%(b) (1.03)%(b) 10.72%(b) --
Year Ended March
31,
1996(f) $ 7,736 2.74%* (0.84)% 9.00% --
1997(f) $10,052 2.68%* (0.47)% 8.00% $0.0024
INSTITUTIONAL SHARES
April 2, 1996**
to March 31,
1997(f) $ 1,212 2.01%(b)* 0.13 %(b) 8.00%(b) $0.0024
</TABLE>
* EXPENSE RATIOS FOR THE PERIODS ENDED MARCH 31, 1997 AND MARCH 31, 1996 ARE
SHOWN GROSS OF CUSTODY CREDITS IN ACCORDANCE WITH SEC REGULATIONS. SEE NOTE
3 TO THE FINANCIAL STATEMENTS OF THE FUNDS CONTAINED IN THE STATEMENT OF
ADDITIONAL INFORMATION. THESE CREDITS ARE GENERATED BY INTEREST EARNED ON
UNINVESTED CASH BALANCES MAINTAINED BY THE FUNDS, AND ARE USED TO OFFSET
CUSTODIAL EXPENSES OF THE FUND. THE FUNDS' EXPENSE RATIOS NET OF SUCH CRED-
ITS, AS REPORTED IN PRIOR PERIODS, WOULD HAVE BEEN AS FOLLOWS: NUMERIC OR-
DINARY AND INSTITUTIONAL SHARES, 1.90%, 1.88% AND 1.40%, 1.38%, RESPECTIVE-
LY; NUMERIC II ORDINARY AND INSTITUTIONAL SHARES, 1.11%, 1.92% AND 1.27,
1.66% (ANNUALIZED), RESPECTIVELY; GROWTH AND INCOME ORDINARY AND INSTITU-
TIONAL SHARES, 1.70%, 1.64% AND 1.21%, 1.15%, RESPECTIVELY; INTERNATIONAL
EQUITY ORDINARY AND INSTITUTIONAL SHARES, 2.15%, 2.09% AND 1.64%, 1.59%,
RESPECTIVELY; AND FOREIGN FRONTIER ORDINARY AND INSTITUTIONAL SHARES 2.56%,
2.59% AND 1.89% (ANNUALIZED), --% RESPECTIVELY.
** COMMENCEMENT OF OPERATIONS.
(a) Reflects expense waivers/reimbursements in effect during the period. See
Note 3 to the Financial Statements of the Funds. As a result of such
waivers/reimbursements, expenses of the Numeric Fund Ordinary Shares for
the periods ended March 31, 1997, 1996 and 1993 reflect a reduction of
$0.02, $0.02 and $0.03 per share; expenses of the Numeric Fund Institu-
tional Shares for the periods ended March 31, 1997, 1996 and 1993 reflect
a reduction of $0.02, $0.02 and $0.03 per share; expenses for the Numeric
II Fund Ordinary Shares for the periods ended March 31, 1997, 1996 and
1995 reflect a reduction of $0.15, $0.23 and $0.76 per share; expenses for
the Numeric II Fund Institutional Shares for the period ended March 31,
1997 and 1996 reflect a reduction of $0.10 and $0.11 per share; expenses
of the Growth and Income Fund Ordinary Shares for the periods ended March
31, 1997, 1996 and 1986 reflect a reduction of $0.01, $0.01 and $0.06 per
share; expenses of the Growth and Income Fund Institutional Shares for the
period ended March 31, 1997 and 1996 reflect a reduction of $0.01 and
$0.01 per share; expenses of the International Equity Fund Ordinary Shares
for the periods ended March 31, 1997, 1996, 1995, 1994, 1993, 1992, 1991,
1990, 1989 and 1988 reflect a reduction of $0.01, $0.01, $0.01, $0.01,
$0.05, $0.04, $0.02, $0.04, $0.05, and $0.05 per share respectively; ex-
penses of the International Equity Fund Institutional Shares for the peri-
ods ended March 31, 1997, 1996, 1995, 1992 and 1991 reflect a reduction of
$0.02, $0.01, $0.01, $0.04 and $0.03 per share respectively; expenses of
the Foreign Frontier Fund Ordinary Shares for the periods ended March 31,
1997, 1996 and 1995 reflect a reduction of $0.01, $0.01 and $0.02 per
share; and expenses of the Foreign Frontier Fund Institutional Shares for
the period ended March 31, 1997 reflect a reduction of $0.02 per share.
(b) Annualized.
(c) Total Return does not include the one time deferred sales charge of 1% for
the Ordinary Shares, where applicable. Effective August 1, 1996, Numeric
II Ordinary Shares are no longer subject to the deferred sales charge of
1%. The total return would have been lower if certain fees had not been
waived or if fees had not been reduced by credits allowed by the custodi-
an.
(d) Investment Income and Expenses for the periods ending March 31, 1986
through March 1, 1994 were calculated for the Ordinary Shares and then ad-
justed for the differences in distribution and transfer agency expenses
borne by the two classes of shares.
(e) Amount represents the last net asset value per share before the March 19,
1992 redemption which resulted in this Fund having no Institutional share-
holders and no Institutional Shares of beneficial interest outstanding
from that date until August 25, 1994. See Note 1 to the Financial State-
ments of the Funds.
(f) Per share numbers have been calculated using the average shares method.
(g) In accordance with SEC reporting requirements the average commission rate
has been calculated for fiscal years beginning on or after September 1,
1995.
(h) Net investment income per share and the net investment income ratio would
have been lower without a certain investment strategy followed by the ad-
visor during the current fiscal year.
7
<PAGE>
QUANTITATIVE GROUP of FUNDS [LOGO OF QUANTITATIVE GROUP
- ----------------------------------------------------------OF FUNDS APPEARS HERE]
INVESTMENT OBJECTIVES AND POLICIES
Quantitative Investment Style
Each of the Quantitative Group of Funds employs a "quantitative" investment
approach to selecting investments. Investment managers using this approach to
investing rely on computer technology and financial databases to assist in the
stock selection process. Proprietary computer models are capable of rapidly
ranking a large universe of eligible investments using an array of traditional
factors applied in financial analysis, such as cash flow, earnings growth, and
price to earnings ratios, as well as other non-traditional factors. With the
benefit of these rankings, a portfolio of securities consistent with an indi-
vidual Fund's investment objectives is constructed.
General
It is generally the practice of each Fund to remain fully invested during most
market conditions. However, for temporary defensive purposes, when market con-
ditions are such that a more conservative approach to investment is desirable,
and for liquidity purposes, a Fund may invest in the short-term debt obliga-
tions described under Portfolio Securities on page 20. With the exception of
the Growth and Income Fund, current income is only a secondary consideration
for the Funds in selecting investments.
Because the investment alternatives available to each Fund may be limited by
the specific objectives of that Fund, investors should be aware that an in-
vestment in a particular Fund may be subject to greater market fluctuation
than an investment in a portfolio of securities representing a broader range
of investment alternatives. In view of the specialized nature of the invest-
ment activities of each Fund, an investment in any single Fund should not be
considered a complete investment program. There is no assurance that any Fund
will achieve its investment objectives.
U.S. Equity Funds
Quantitative Numeric Fund
The investment objective of the Quantitative Numeric Fund ("Numeric Fund") is
to seek maximum long-term capital appreciation by investing primarily in com-
mon stocks, although it also may invest in convertible preferred stocks, war-
rants and convertible debentures and bonds. The Numeric Fund generally invests
in common stock of companies with smaller (one billion dollars or less) market
capitalizations. The Fund also may purchase investment-grade fixed-income se-
curities such as bonds, debentures and notes when it is believed that they
have potential for long-term capital appreciation.
Quantitative Numeric II Fund
The investment objective of the Quantitative Numeric II Fund ("Numeric II
Fund") is to provide for long-term growth of capital. The Fund seeks to attain
its objective primarily by investing in common stock of companies with medium
(one billion to five billion dollars) market capitalizations, although the
Fund may invest in the common stock of companies with smaller and larger mar-
ket capitalizations as well. The Fund also may purchase investment-grade
fixed-income securities, such as bonds, debentures and notes, when it is be-
lieved they have potential for long-term capital appreciation. In anticipation
of a decline in the price of a security, it may be sold short and the same se-
curity would be borrowed from a broker or other institution to complete the
sale. The Fund's short sales must be fully collateralized, and the Fund will
not sell short securities whose underlying value exceeds 25% of the Fund's net
assets. See Other Investment Practices--Short Sales on page 22.
Under normal circumstances at least 65% of the Numeric II Fund's total assets
will be invested in common stocks of domestic companies, as well as convert-
ible debt, preferred stock, rights, warrants, options and other securities ex-
changeable for shares of common stock. The Fund also may invest in equity se-
curities of foreign and multinational companies.
Quantitative Growth and Income Fund
The investment objective of the Quantitative Growth and Income Fund ("Growth
and Income Fund", formerly the Boston Growth and Income Series) is to seek
long-term growth of capital and income by investing primarily in common stocks
of large companies having substantial equity capital that are currently paying
dividends. The Growth and Income
8
<PAGE>
[LOGO OF QUANTITATIVE GROUP QUANTITATIVE GROUP of FUNDS
OF FUNDS APPEARS HERE]----------------------------------------------------------
Fund also may invest in securities, including American Depository Receipts, of
certain larger, well capitalized foreign companies whose stock is traded in the
United States and is part of the Standard & Poor's 500 Index, and in convert-
ible debentures and bonds, convertible preferred stocks, and in investment-
grade fixed-income securities, such as bonds, debentures and notes. Fixed-in-
come securities, unless rated A or higher by Standard & Poor's Corporation or
by Moody's Investors Service, Inc., may have some speculative characteristics.
Since changes in prevailing interest rates affect the market value of debt in-
struments inversely, generally the longer the maturity of the debt instrument
the greater the risk of an adverse movement in interest rates and a decline in
the market value of the debt instrument.
International Funds
Quantitative International Equity Fund
The investment objective of the Quantitative International Equity Fund ("Inter-
national Equity Fund") is to seek long-term capital growth and income by in-
vesting in a diversified portfolio consisting primarily of foreign securities.
The Fund's policy is to concentrate its investments in securities issued by
companies having their principal business activities outside of the United
States, and foreign government securities. Under normal market conditions, the
Fund will invest at least 65%, and may invest up to 100%, of the value of its
total assets in foreign securities. Investments by the Fund in foreign securi-
ties may involve special considerations and additional investment risks. See
Risk Considerations--Foreign Securities page 10.
The Fund intends to seek investment opportunities in securities principally
traded on recognized stock exchanges in Australia, Canada, New Zealand, Western
Europe (Austria, Belgium, Denmark, Finland, France, Germany, Ireland, Italy,
the Netherlands, Norway, Spain, Sweden, Switzerland, and the United Kingdom)
and the Far East (Hong Kong, Japan, Malaysia and Singapore) and on such other
recognized foreign stock exchanges as may be determined from time to time.
Under normal circumstances, at least 65% of the Fund's total assets will be in-
vested in securities of companies having their principal business activities in
nine or more foreign countries. This diversification should enable the Fund to
take advantage of differences between economic trends and the performance of
the securities markets in various countries. The diversification also may re-
duce the effect of events in any one country on the Fund's performance.
Quantitative Foreign Frontier Fund
The investment objective of the Quantitative Foreign Frontier Fund ("Foreign
Frontier Fund") is to provide for long-term growth of capital by investing in
equity securities of issuers located in emerging markets. Under normal circum-
stances, at least 65% of the Foreign Frontier Fund's total assets will be in-
vested in common stocks, as well as convertible debt, preferred stock, rights,
warrants, options and other securities exchangeable for shares of common stock.
The Fund is designed to provide investors with a broad exposure to the growth
of equity markets in less developed nations. The Fund generally will be in-
vested in eight or more emerging markets. An emerging market is broadly defined
as one with low-to middle per capita income. The classification system used by
the World Bank and International Finance Corporation in determining the emerg-
ing markets of the world will be used to define the eligible universe of poten-
tial markets for investment. The Fund currently expects to invest in issuers
located in some or all of the following emerging market countries: Argentina,
Brazil, Czech Republic, Chile, China, Colombia, Greece, Hungary, India, Indone-
sia, Israel, Jordan, South Korea, Malaysia, Mexico, Morocco, Pakistan, Peru,
Philippines, Poland, Portugal, Singapore, South Africa, Sri Lanka, Taiwan,
Thailand, Turkey, Venezuela and Zimbabwe. The list of countries in which the
Fund can invest may change from time to time.
The performance of individual emerging markets generally is characterized by
greater volatility than more developed markets. By diversifying the Fund's in-
vestments, the Fund attempts to reduce the affect of volatility in any one mar-
ket on the Fund's overall performance. Nevertheless, an investment in the For-
eign Frontier Fund should be considered speculative and is subject to special
risks that should be reviewed carefully by potential investors. See Risk Con-
siderations--Foreign Securities on page 10.
9
<PAGE>
QUANTITATIVE GROUP of FUNDS [LOGO OF QUANTITATIVE GROUP
- ----------------------------------------------------------OF FUNDS APPEARS HERE]
RISK CONSIDERATIONS
Investors should be aware that the Numeric Fund may invest in smaller compa-
nies, and that the International Equity and Foreign Frontier Funds may invest
in foreign securities. Both classes of investments involve special risks that
are described below. Consequently, only those investors who are in the finan-
cial position to assume such risks in seeking the possibility of long-term
growth of capital should consider an investment in these Funds.
Smaller Companies
The Numeric Fund may have substantial portions of its investments in smaller
companies. Small companies may have more narrow product lines and often lack
the managerial, financial and other resources of medium- or larger-sized com-
panies with whom they compete. In addition, the securities of these companies
may not be as readily marketable and may experience more price volatility. The
securities of some smaller companies also may be purchased by the Fund because
they have a potential for growth and earnings over the next several years
greater than that of most other companies. Since securities of these companies
tend to trade in the marketplace at above-average price to earnings ratios,
the price of these securities often can experience a more sudden and dramatic
downward reaction to negative news than is the case with securities carrying a
lower market multiple. This is particularly true of companies with a narrow
product line or whose securities are relatively thinly traded.
Foreign Securities
The International Equity Fund and Foreign Frontier Fund will have a substan-
tial portion of their assets invested in foreign securities. Investments in
foreign securities may involve special considerations and risks not present in
investments in domestic securities. Foreign stock markets, while growing in
volume, generally have substantially less volume than the New York Stock Ex-
change, and securities of some foreign companies are less liquid and at times
more volatile than securities of comparable U.S. companies. Foreign brokerage
commissions are generally higher than in the United States, and custodial ex-
penses for a portfolio of foreign securities are generally higher than for a
portfolio of U.S. securities.
Dividends, interest and other amounts received by a Fund on account of its in-
vestments in foreign securities may be subject to foreign withholding taxes
and collection fees. In addition, with respect to certain foreign countries,
there is a possibility of expropriation of assets, confiscatory taxation, po-
litical or financial instability and diplomatic developments that could affect
the value of investments in those countries. There also may be less publicly
available information about a foreign company than about a U.S. company, and
foreign companies are not generally subject to uniform accounting, auditing
and financial reporting standards, practices and requirements comparable to
those applicable to U.S. companies.
Foreign securities markets may have different clearance and settlement proce-
dures than the U.S. securities markets. In certain markets there have been
times when settlements have been unable to keep pace with the volume of secu-
rities transactions, making it difficult to conduct securities trades. The in-
ability of the Funds to make intended securities purchases due to settlement
problems could cause the Funds to miss attractive investment opportunities.
Inability to dispose of a portfolio security caused by settlement problems
could result either in losses to the Funds due to subsequent declines in the
value of the portfolio security or, if the Funds have entered into a contract
to sell the security, could result in liability to the purchaser.
Emerging Markets
The Foreign Frontier Fund invests primarily in issuers located in emerging
markets. The risks described above generally are greater for investments in
emerging markets. In addition, economies in individual emerging markets may
differ favorably or unfavorably from the U.S. economy in such respects as
rates of growth of gross domestic product, rates of inflation, currency depre-
ciation, capital reinvestment, resource self-sufficiency and balance of pay-
ments positions. Many countries with emerging markets have experienced sub-
stantial, and in some periods extremely high, rates of inflation for many
years. Inflation and rapid fluctuations in inflation rates have had and may
continue to have negative effects on the economies and securities markets of
certain emerging markets
10
<PAGE>
[LOGO OF QUANTITATIVE GROUP QUANTITATIVE GROUP of FUNDS
OF FUNDS APPEARS HERE]----------------------------------------------------------
countries. These factors may strongly influence the price of securities held by
the Fund in a particular country.
Foreign Currency Risks
Because investments in foreign companies generally involve currencies of for-
eign countries, changes in currency exchange rates and in exchange control reg-
ulations may affect the value of foreign securities held by the Funds, and the
Funds may incur costs in connection with conversions between various curren-
cies. A change in the value of a foreign currency against the U.S. dollar will
result in a corresponding change in the U.S. dollar value of a Fund's securi-
ties denominated in the same currency. Such changes will also affect the Fund's
income and distributions to shareholders. The International Equity Fund and
Foreign Frontier Fund may attempt to minimize the effect of currency fluctua-
tion by entering into hedging transactions. The success of these strategies
will depend on the Advisor's ability to predict movements in exchange rates.
See Other Investment Practices--Foreign Currency Transactions on page 22.
MANAGEMENT OF THE FUNDS
Under Massachusetts law, the management of the Funds' business and affairs is
the ultimate responsibility of the Board of Trustees ("Trustees") of the Funds.
The Manager and the Advisors
The Funds are managed by Quantitative Advisors, Inc., 55 Old Bedford Road, Lin-
coln, MA 01773 (the "Manager"), which provides overall management and adminis-
tration of the Funds. Under the terms of the management agreement, the Manager
may, subject to the approval of the Trustees, manage the Funds itself or, sub-
ject to the approval by the Trustees and the shareholders, select subadvisors
(the "Advisors") to manage certain of the Funds. In the latter case, the Man-
ager monitors the Advisors' investment program and results, reviews brokerage
matters, oversees compliance by the Funds with various federal and state stat-
utes and carries out the directives of the Trustees. In each case, the Manager
also provides the Funds with office space, office equipment, and personnel nec-
essary to operate and administer the Funds' business, and supervises the provi-
sion of services by third parties such as the Funds' custodian.
Pursuant to an Advisory Contract with the Manager, the Advisor to a Fund fur-
nishes continuously an investment program for the Fund, makes investment deci-
sions on behalf of the Fund, places all orders for the purchase and sale of
portfolio investments for the Fund's account with brokers or dealers selected
by such Advisor and may perform certain limited related administrative func-
tions in connection therewith.
Under the terms of the Management Agreement and the Advisory Contracts, portfo-
lio transactions may be executed with broker-dealers who furnish an Advisor or
the Manager, without cost to it, certain services of value to the Advisor or
Manager in advising the Fund and other clients. In so doing, the Fund may pay
greater brokerage commissions than it might otherwise pay. Sales of shares of a
Fund may also be considered as a factor in the selection of brokers for a
Fund's portfolio transactions.
Each Fund emphasizes the use of computer models in the stock selection process.
These computer models generally are developed as a result of research conducted
by a team of individuals. The same investment strategy used to manage a partic-
ular Fund also may be used to manage separate institutional accounts maintained
at the Manager or Advisor.
The Manager is an affiliate of U.S. Boston Capital Corporation, the Funds' Dis-
tributor, which is a wholly owned subsidiary of U.S. Boston Corporation.
Willard L. Umphrey, CFA and Leon Okurowski, Trustees of the Funds, and Edward
L. Pittman, President of the Funds, together own 100% of the Manager's out-
standing voting securities. Messrs. Umphrey and Okurowski also are affiliates
of U.S. Boston Capital Corporation.
Day-to-day responsibility for managing the funds presently is provided by the
Advisors described below.
Quantitative Numeric Fund
Quantitative Numeric II Fund
Columbia Partners, L.L.C., Investment Management, 1701 Pennsylvania Ave., NW,
Washington, DC 20006 ("Columbia Partners") serves as Advisor to the Numeric
Fund and the Numeric II Fund. Columbia Partners was organized in 1995 as a Del-
aware limited liability company and is located in Washington, D.C. The firm
presently has over one billion dollars in assets under
11
<PAGE>
QUANTITATIVE GROUP of FUNDS [LOGO OF QUANTITATIVE GROUP
- ----------------------------------------------------------OF FUNDS APPEARS HERE]
management for individual, pension plan and endowment accounts. Robert A. von
Pentz, CFA has managed the Quantitative Numeric and Quantitative Numeric II
Funds since July 1996. Mr. von Pentz is a founder of Columbia Partners and
previously served as chairman of the board and chief financial officer of
Riggs Investment Management Corporation, where he worked from 1989 to 1995.
Mr. von Pentz received a BA in Economics and an MBA in Finance from the Uni-
versity of New Mexico.
Quantitative Growth and Income Fund
State Street Global Advisors, 2 International Place, Boston, MA 02110, a unit
of State Street Bank and Trust Company ("State Street"), serves as Advisor to
the Growth and Income Fund. State Street is a wholly owned subsidiary of State
Street Boston Corporation, a publicly owned bank holding company. State Street
manages over $150 billion in assets for employee benefit plans, endowment
funds and individuals. The Growth and Income Fund has been managed continu-
ously by the Matrix Equity Group at State Street since the Fund's inception.
The team at State Street presently responsible for the daily management of the
Fund includes Steven M. Esielonis, Douglas T. Holmes, CFA, and Charles Babin,
CFA. Mr. Esielonis has served as a Vice President at State Street since 1992.
Prior to that time, he was a Portfolio Manager at Eastern Portfolio Advisors.
Mr. Holmes, Senior Vice President at State Street, has worked at State Street
since 1984. Mr. Babin joined State Street as a Managing Director in 1996.
Prior to that time, he was a Senior Vice President at Natwest Investment Man-
agement from 1995 to 1996 and the President and Managing Director of BRS Capi-
tal Management from 1987-1995. Mr. Esielonis received a BA in Economics from
St. Anselms College. Mr. Holmes received a BS in Mathematics from Northeastern
University. Mr. Babin received a BA in Accounting and an MBA from Boston Col-
lege.
Quantitative International Equity Fund
Quantitative Foreign Frontier Fund
Independence International Associates, Inc., 75 State Street, Boston, MA
02109, formerly Boston International Advisors, Inc. ("Independence Interna-
tional") serves as Advisor to the International Equity Fund and the Foreign
Frontier Fund. Independence International was organized in 1986 as a Massachu-
setts corporation and is located in Boston, Massachusetts. The firm presently
has over two billion dollars under management in international portfolios of
pension and endowment funds, among others. Both the International Equity Fund
and Foreign Frontier Fund are managed by Lyle H. Davis, CFA and David A.
Umstead, Ph.D., CFA. Mr. Davis received his MBA from the University of Vir-
ginia and his BA from Cornell University. Dr. Umstead received a doctorate in
finance from the University of North Carolina, his MBA from Boston University,
and an undergraduate degree from the University of Vermont. Mr. Davis and Dr.
Umstead are the principal executive officers of Independence International.
Both individuals were among the founders of Independence International and
have been involved since the inception of each Fund in the development and ap-
plication of the Funds' investment strategies. Independence International is
wholly owned by Independence Investment Associates, Inc., a Delaware corpora-
tion.
Management and Advisory Fees
As compensation for services rendered, the Fund pays the Manager a monthly fee
at the annual rate of: 1% of the average daily net asset value of the Numeric
Fund, Numeric II Fund and the International Equity Fund (this fee is higher
than that paid by most other investment companies); 0.80% of the average daily
net asset value of the Foreign Frontier Fund; and 0.75% of the average daily
net asset value of the Growth and Income Fund. From this fee, the Manager pays
the expenses of providing investment advisory services to the Funds, including
the fees of the Advisors of the individual Funds, if applicable (see Advisory
Contracts on page 13).
Pursuant to an expense limitation in the Management Contract, the Manager has
agreed to reduce its compensation paid with respect to the Numeric Fund,
Growth and Income Fund, and International Equity Fund to the extent that a
Fund's total expenses exceed 2% of average net asset value for any fiscal
year. The Funds' Distribution Agreement calls for U.S. Boston Capital Corpora-
tion, the Funds' Distributor, to reduce its fee similarly after the Manager's
fee has been eliminated. The Manager has also agreed to assume expenses of
those Funds if necessary in order to reduce its total expenses to no more than
2% of average net asset value for any fiscal year. Fund expenses subject to
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OF FUNDS APPEARS HERE]----------------------------------------------------------
this limitation are exclusive of brokerage, interest, taxes and extraordinary
expenses, if any. Extraordinary expenses include, but are not limited to, the
higher incremental costs of custody associated with foreign securities.
The Manager may voluntarily agree to limit the total operating expenses of a
Fund for a period of time by waiving fees or reimbursing a Fund for an expense
that it would otherwise incur. In such cases, the Manager may seek reimburse-
ment from the Fund if the Fund's total operating expenses fall below that limit
prior to the end of the Fund's fiscal year. The Manager voluntarily has agreed
to waive fees or assume certain operating expenses of the Numeric II and For-
eign Frontier Funds in order to reduce the total expenses of the Funds to no
more than 1.65% and 2.45% respectively of their average net asset value. Ex-
penses eligible for reimbursement do not include interest, taxes, brokerage
commissions, or extraordinary expenses, and expenses are calculated gross of
custody credits, if applicable. Extraordinary expenses include, but are not
limited to, litigation and indemnification expenses. The agreement is subject
to periodic review and there is no guarantee that the Manager will continue to
limit these expenses in the future.
For services rendered by the Manager during the fiscal year ended March 31,
1997, the Funds paid to the Manager fees in an amount equivalent to 1% of the
average net assets of the Numeric Fund, the Numeric II Fund, and the Interna-
tional Equity Fund, 0.80% of the average net assets of the Foreign Frontier
Fund, and 0.75% of the average net assets of the Growth and Income Fund. These
fees were waived by the Manager to the extent required to comply with (i) its
undertaking to assume expenses of any of the Numeric Fund, Growth and Income
Fund and International Equity Fund (including the Manager's compensation) in
excess of 2% of those Funds' average net assets and (ii) its voluntary under-
taking to assume expenses of the Numeric II Fund (including the Manager's com-
pensation) in excess of 1.70% of the Fund's average net assets.
In addition to the management fee, the Funds pay all expenses not assumed by
the Manager, including, without limitation, Trustees' fees and fees for audit-
ing, legal, custodian and shareholder services. All general expenses of the
Funds are allocated among and charged to the assets of the respective Funds and
between the classes of each Fund on a basis that the Trustees deem fair and eq-
uitable, which may be based on the relative net assets of each Fund and class
of shares, or the nature of the services performed and relative applicability
to each Fund and class of shares.
Advisory Contracts
For services rendered, the Manager pays to the Advisor of a Fund a fee based on
a percentage of the average daily net asset value of the Fund. The fee for each
Fund is determined separately. The fees paid by the Manager to the Advisors of
the Funds are as follows: Numeric Fund--0.50% of average daily total net as-
sets; Numeric II Fund--0.40% of average daily total net assets; Growth and In-
come Fund--0.375% of the first $20 million and 0.30% of amounts in excess of
$20 million of average daily total net assets, with an annual minimum of
$25,000; International Equity Fund--0.50% of average daily total net assets;
and Foreign Frontier Fund--0.40% of average daily total net assets.
For services rendered during the fiscal year ended March 31, 1997, the Manager
paid to the Advisors of the following Funds, fees in amounts equivalent to the
following percentages of average daily net asset value: Numeric Fund--0.520%;
Numeric II Fund--0.503%, Growth and Income Fund--0.334%; International Equity
Fund--0.50%, and Foreign Frontier Fund--0.40%.
Distributor and Distribution Plan
U.S. Boston Capital Corporation, 55 Old Bedford Road, Lincoln, MA 01773 ("Dis-
tributor"), a Massachusetts corporation organized April 23, 1970, is a broker-
dealer registered under the Securities Exchange Act of 1934 and a member of the
National Association of Securities Dealers, Inc. The Distributor acts as the
principal distributor of the Funds' shares pursuant to a written agreement
dated April 17, 1985 ("Distribution Agreement"). Under the Distribution Agree-
ment, the Distributor is not obligated to sell any specific amount of shares of
the Funds and will purchase shares for resale only against orders for shares.
The Distribution Agreement calls for the Distributor to use its best efforts to
secure purchasers for shares of the Funds.
13
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QUANTITATIVE GROUP of FUNDS [LOGO OF QUANTITATIVE GROUP
- ---------------------------------------------------------OF FUNDS APPEARS HERE]
Under the terms of a Distribution Plan ("12b-1 Plan") adopted pursuant to Rule
12b-1 under the Investment Company Act of 1940 ("Investment Company Act"), the
Funds pay the Distributor a monthly fee at the annual rate of (i) 0.50% of the
average net asset value of Ordinary Shares of the Numeric Fund, Growth and In-
come Fund, International Equity Fund, and Foreign Frontier Fund and (ii) 0.25%
of the average net asset value of Ordinary Shares of the Numeric II Fund held
in shareholder accounts opened during the period the 12b-1 Plan is in effect,
as determined at the close of each business day during the month. The 12b-1
Plan is a "compensation" plan, which means that although the Trustees of the
Funds are expected to take into account the expenses of the Distributor in
their periodic review of the 12b-1 Plan, the fee is payable to compensate the
Distributor for services rendered even if the amount paid exceeds the Distrib-
utor's expenses. If the expenses of distribution exceed payments under the
12b-1 Plan and deferred sales charges received by the Distributor, the Funds
are not required to reimburse the Distributor for excess expenses; if payments
under the 12b-1 Plan and deferred sales charges received by the Distributor
exceed expenses of distribution, the Distributor may realize a profit.
For the fiscal year ended March 31, 1997, the aggregate fees (net of fees
waived), paid to the Distributor totaled $742,137, or 0.50% of the average net
assets of the Ordinary Shares of the Numeric Growth and Income, International
Equity, and Foreign Frontier Funds.
Pursuant to an expense limitation in the Distribution Agreement, the Distribu-
tor has agreed to reduce its compensation with respect to the Numeric Fund,
Growth and Income Fund and International Equity Fund, to the extent that the
total expenses of any of these Funds individually exceed 2% of average net as-
set value for any fiscal year (after reduction of the Manager's compensation
in accordance with the Management Contract). See Management of the Funds--Man-
agement and Advisory Fees on page 12. The Distributor would not be required to
reduce its compensation to the extent it is committed to make payments to non-
affiliated entities for services in connection with the distribution of a
Fund's shares. The Distributor, and in some cases the Manager, may make ongo-
ing payments to brokerage firms, financial institutions (including banks) and
others that facilitate the administration and servicing of shareholder ac-
counts.
Custodian
State Street Bank and Trust Company ("Custodian") is the custodian of each of
the Funds' securities and cash. The Funds have authorized the Custodian to de-
posit certain portfolio securities in a central depository system as allowed
by Federal law.
Transfer Agent
Quantitative Institutional Services ("Transfer Agent"), a division of the Man-
ager, is the transfer agent and dividend disbursing agent for each of the
Funds. All mutual fund transfer, dividend disbursing and shareholder services
activities are performed at the offices of Quantitative Institutional Servic-
es, 55 Old Bedford Road, Lincoln, Massachusetts 01773. Account balances and
other shareholder inquiries can be directed to the Transfer Agent at 800-331-
1244. Subject to the approval of the Trustees of the Fund, the Transfer Agent
or the Fund may from time to time appoint a sub-transfer agent for the receipt
of purchase orders and funds from certain investors.
HOW TO INVEST
Classes of Shares
The Funds offer two classes of shares: Ordinary Shares and Institutional
Shares. The main distinction between the two classes of shares lies in a one
percent (1%) deferred sales charge paid upon redemption and an ongoing .50%
annual asset-based sales charge borne by Ordinary Shareholders, which are not
applicable to Institutional Shareholders. The deferred sales charge is not
paid on redemption of Ordinary Shares of the Numeric II Fund purchased on or
after August 1, 1996, and Ordinary Shares of this Fund bear only an annual
service fee of .25% of average net assets. See How to Redeem--Payment of Re-
demption Amount on page 18. Both classes of shares represent interests in the
same portfolios of securities and each has the same rights, except that Ordi-
nary Shares have exclusive voting rights with respect to the Funds' 12b-1
Plan.
Ordinary Shares
Ordinary Shares of each Fund generally are available to investors purchasing a
minimum of $5,000. However, the minimum is only $1,000 for investors who
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elect to participate in the Funds' Automatic Investment Plan and invest $100 or
more per month pursuant to the Plan and investors establishing accounts for mi-
nors pursuant to state laws governing Uniform Gifts/Transfers to Minors. There
is also a $1,000 minimum for purchases of shares held in an Individual Retire-
ment Account ("IRA") or similar plan established under the Employee Retirement
Income Security Act of 1974, or for any pension, profit sharing or other em-
ployee benefit plan or participant therein, whether or not the plan is quali-
fied under Section 401 of the Internal Revenue Code, including any plan estab-
lished under the Self-Employed Individuals Tax Retirement Act of 1962 (HR-10).
The Funds or the Distributor, at their discretion, may waive these minimums.
There is no minimum for additional investments, although the Funds or the Dis-
tributor, at their discretion, reserve the right to impose such a minimum at
any time. Investors may exceed the minimum initial investment for Institutional
Shares by cumulative purchases and appreciation of shares over a period of
time.
Institutional Shares
Institutional Shares (formerly "Class A Shares") of a Fund generally are avail-
able in minimum investments of $1,000,000 or more. Institutional Shares, sub-
ject to the $1,000,000 minimum, may only be purchased by the following classes
of investors:
(i) benefit plans with at least $10,000,000 in plan assets and 200 partici-
pants, that either have a separate trustee vested with investment discre-
tion and certain limitations on the ability of plan beneficiaries to access
their plan investments without incurring adverse tax consequences or which
allow their participants to select among one or more investment options,
including the Fund; (ii) banks and insurance companies purchasing shares
for their own account; (iii) a bank, trust company, credit union, savings
institution or other depository institution, its trust departments or com-
mon trust funds purchasing for non-discretionary customers or accounts;
(iv) certain fee paid registered investment advisors not affiliated with
the Manager or Distributor purchasing on behalf of their clients; and (v)
investors who hold Institutional Shares purchasing for existing Institu-
tional Share accounts.
The following classes of investors may also purchase Institutional Shares and
are not subject to the minimum initial investment requirement:
(i) any state, county, city, or any instrumentality, department, authority,
or agency of these entities or any trust, pension, profit-sharing or other
benefit plan for the benefit of the employees of these entities which is
prohibited by applicable investment laws from paying a sales charge or com-
mission when it purchases shares of any registered investment management
company; (ii) officers, partners, Trustees or directors and employees of
the Funds, the Funds' affiliated corporations, or of the Funds' Advisors
and their affiliated corporations (a "Fund Employee"), the spouse or child
of a Fund Employee, a Fund Employee acting as custodian for a minor child,
any trust, pension, profit-sharing or other benefit plan for the benefit of
a Fund Employee or spouse and maintained by one of the above entities, the
employee of a broker-dealer with whom the Distributor has a sales agreement
or the spouse or child of such employee; and (iii) clients of certain secu-
rities dealers not affiliated with the Distributor offering programs in
which the client pays a separate fee to an advisor providing financial man-
agement or consulting services, including WRAP fee programs. The securities
dealers offering WRAP fees or similar programs may charge a separate fee
for purchases and redemptions of Institutional Shares. Neither the Fund,
the Manager, nor the Distributor receives any part of the fees charged cli-
ents of such securities dealers or financial advisors. To qualify for the
purchase of Institutional Shares, Fund Employees and other persons listed
in section (ii) must provide the Transfer Agent with a letter stating that
the purchase is for their own investment purposes only and that the shares
will not be resold except to the Funds.
Institutional Shares are not subject to any sales charges, including fees pur-
suant to the Funds' 12b-1 Plan. Investments in Institutional Shares require a
special Account Application. Please call 800-331-1244 for an Application.
15
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QUANTITATIVE GROUP of FUNDS [LOGO OF QUANTITATIVE GROUP
- ---------------------------------------------------------OF FUNDS APPEARS HERE]
Making an Initial Investment
Shares of each class of a Fund may be purchased at the per share net asset
value of shares of such class next determined after the purchase order is ac-
cepted by the Fund. Orders received prior to the close of regular trading on
the New York Stock Exchange ("NYSE") (ordinarily 4:00 p.m., New York time),
will receive that evening's closing price. The Funds will accept orders for
purchases of shares on any day on which the NYSE is open. See Calculation of
Net Asset Value on page 19. The offering of shares of the Funds, or of any
particular Fund, may be suspended from time to time, and the Funds reserve the
right to reject any specific order.
All initial investments must be accompanied by a completed Account Applica-
tion. Investors who wish to have telephone exchange or telephone redemption
privileges for their accounts must elect these options on the Account Applica-
tion. Investors completing an Account Application should carefully review the
Application and particularly consider the discussion in this Prospectus re-
garding the Funds' policies on exchanges of Fund shares and processing of re-
demption requests. Some accounts, including IRA accounts, require a special
Account Application. See Investment Through Tax Deferred Retirement Plans on
page 17. For further information, including assistance in completing an Ac-
count Application, call the Funds' toll-free number 800-331-1244.
Investments by Check
Shares of the Funds may be purchased by sending a check payable to QUANTITA-
TIVE GROUP OF FUNDS specifying the name(s) of the Fund(s) and amount(s) of in-
vestment(s), together with the appropriate Account Application (in the case of
an initial investment) to:
Quantitative Group of Funds
Attention: Transfer Agent
55 Old Bedford Road
Lincoln, Massachusetts 01773
The account of a shareholder making an investment with a check that is not
honored for its full amount may be subject to extra charges to cover collec-
tion costs.
Automatic Investment Plan
An investor may participate in the Automatic Investment Plan for the Funds by
completing the appropriate section of the Account Application and enclosing a
minimum investment of $1,000 per Fund. A shareholder may authorize an auto-
matic withdrawal of at least $100 per Fund to be made from a credit balance in
his or her checking, NOW or similar account each month to purchase shares of
the Fund. The Automatic Investment Plan may be terminated at any time by the
shareholder, the Funds, or the Transfer Agent.
Investments by Wire
Investors desiring to make payment for a Fund's shares by wire should contact
the Transfer Agent at 800-331-1244 or their dealer or broker for wire instruc-
tions. For new accounts, a completed Account Application must precede or ac-
company payment. To ensure that a wire is credited to the proper account, in-
vestors should specify their names, the name(s) of the Fund(s) and class of
shares in which they are investing, and their account numbers. A bank may
charge a fee for wiring funds.
Investments through Brokers
Ordinary Shares may be purchased through any securities dealer with whom the
Distributor has a sales agreement. Orders received by the Distributor from
dealers or brokers will receive that evening's closing price if the orders are
received by the dealer or broker from its customer prior to 4:00 p.m., or such
other time as agreed upon by the Distributor, and are transmitted to and re-
ceived by the Distributor prior to its close of business that day.
Sales agreements may provide, among other things, that during the term there-
of, the Distributor will pay a sales fee of 1.00% of the offering price to the
dealer transmitting an order for Ordinary Shares, provided that the Ordinary
Shares sold are subject to the 1% deferred sales charge, and a service fee at
an annual rate of 0.25% of the average daily net asset value of Ordinary
Shares owned by shareholders with whom the dealer has a servicing relation-
ship, or for whom the dealer is the holder of record or dealer of record.
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Exchange of Securities for Shares of the Fund
At the discretion of the Manager and relevant Advisors, shares of a Fund may be
purchased in exchange for securities of certain companies, consistent with the
Fund's investment objectives. Additional information regarding this option is
contained in the Statement of Additional Information.
Subsequent Investments
Additional purchases of shares by a shareholder for his or her existing account
in a particular Fund should identify the Fund and the shareholder's account
number. Failure to specify the Fund in which the additional investment is to be
made will result in the return of the additional investment to the shareholder.
If additional investments are to be made in more than one Fund, a shareholder
should, in addition to providing his or her account numbers, identify the
amount to be invested in each Fund, although payment for all additional invest-
ments may be made by a single check.
Investments Through Tax-Deferred Retirement Plans
Retirement plans offer investors a number of benefits, including the chance to
shelter investment income and capital gains. Contributions to a retirement plan
also may be tax deductible. Custodial retirement accounts, including Individual
Retirement Accounts (IRAs), Rollover IRAs, Simplified Employee Pension Plans
(SEP-IRAs), and 403(b) Accounts for employees of tax exempt institutions in-
cluding schools, hospitals and charitable organizations require a special Ac-
count Application. Please call 800-331-1244 for assistance. State Street Bank
and Trust Company acts as custodian for the Funds' tax-deferred accounts. Cus-
todial accounts are subject to specific fees. Other types of tax-deferred ac-
counts, including accounts established by a Plan Sponsor under Section 401(k)
of the Internal Revenue Code for employee benefit plans, may be opened using
the attached Account Application.
HOW TO MAKE EXCHANGES
Shareholders may exchange all or a portion of their shares for shares of a like
class in another Fund (subject to the applicable minimum). No exchanges will be
permitted from one class of shares to another class of shares of the same or a
different Fund. There is no fee for exchanges. The Trust offers Ordinary Shares
that, depending on the individual Funds, are either no-load or subject to a 1%
deferred sales charge. Exchanges are generally permitted between Ordinary
Shares of each Fund. An investor owning Ordinary Shares subject to the deferred
sales charge may exchange into the no-load Ordinary Shares of the Numeric II
Fund without incurring the deferred sales charge but would be assessed the de-
ferred sales charge upon redemption from the Fund group regardless of the char-
acter of shares held at the time of redemption. The exchange privilege is
available only in states where shares of the Fund being acquired may legally be
sold. Individual Funds may not be registered in each state. Shareholders should
be aware that exchanges may produce a gain or loss, as the case may be, for tax
purposes.
Exchange transactions may be executed in writing or by telephone, if applica-
ble. Exchanges must be made between accounts that have the same name, address
and tax identification number. Exchanges will be made at the per share net as-
set value of shares of such class next determined after the exchange request is
received in good order by the Fund. Telephone requests for exchange must be
made prior to the close of regular trading on the NYSE (ordinarily 4:00 p.m.,
New York time), and will be honored only if the shareholder has elected the
telephone exchange option on the Account Application.
Neither the Funds, the Manager, the Distributor, nor the Transfer Agent will be
responsible for the authenticity of exchange instructions received by telephone
if they act in good faith on instructions reasonably believed to be genuine.
The Funds employ reasonable procedures to confirm that instructions communi-
cated by telephone are genuine. It is the Funds' policy to require some form of
personal identification prior to acting upon instructions received by telephone
and to provide written confirmation of all transactions effected by telephone.
HOW TO REDEEM
Investors may directly redeem shares of a Fund by written request, by tele-
phone, and by automatic withdrawal. Redemptions will be made at the per share
net asset value of such shares next determined after the redemption request is
received in good order by the Fund. The Transfer Agent will accept redemption
requests only on days the NYSE is open. Requests for
17
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QUANTITATIVE GROUP of FUNDS [LOGO OF QUANTITATIVE GROUP
- ---------------------------------------------------------OF FUNDS APPEARS HERE]
redemption that are subject to any special conditions or which specify a fu-
ture or past effective date, except for certain notices of redemptions exceed-
ing $250,000 (see Payment of Redemption Amount on page 18), cannot be accept-
ed.
Written Request for Redemption
Shareholders are entitled to redeem all or any portion of the shares credited
to their accounts by submitting a written request for redemption signed by
each registered owner exactly as the shares are registered. The request must
clearly identify the account number and the number of shares or the dollar
amount to be redeemed.
If a shareholder redeems more than $10,000, or requests that the redemption
proceeds be paid to someone other than the shareholder of record or sent to an
address other than the address of record, the signature of the redeeming
shareholder must be signature guaranteed. The use of signature guarantees is
designed to protect both the shareholder and the Funds from the possibility of
fraudulent requests for redemption. The Transfer Agent has adopted standards
and procedures pursuant to which signature guarantees in proper form generally
will be accepted from domestic banks, brokers, dealers, credit unions, na-
tional securities exchanges, registered securities associations, clearing
agencies and savings associations. Signature guarantees by notaries public are
not acceptable. Shares may not be redeemed by facsimile request.
Requests should be sent to:
Quantitative Group of Funds
Attention: Transfer Agent
55 Old Bedford Road
Lincoln, Massachusetts 01773
Telephone Redemption
Shareholders who have authorized the Funds to accept telephone instructions on
their Account Application may redeem shares credited to their account(s) by
calling the Transfer Agent at 800-331-1244 provided that they have not changed
their address of record within the last thirty days. Requests for redemption
must be made prior to the close of regular trading on the NYSE (ordinarily
4:00 p.m., New York time). Once made, a telephone request for redemption may
not be modified or canceled. The Funds, the Manager, the Distributor, and the
Transfer Agent will not be liable for any loss or damage for acting in good
faith on instructions received by telephone reasonably believed to be genuine.
The Funds employ reasonable procedures to confirm that instructions communi-
cated by telephone are genuine. It is the Funds' policy to require some form
of personal identification prior to acting upon instructions received by tele-
phone, to provide written confirmation of all transactions effected by tele-
phone, and to mail the proceeds of telephone redemptions only to the redeeming
shareholder's address of record.
Automatic Withdrawal Plan
A shareholder with a $10,000 minimum account may request withdrawal of a spec-
ified dollar amount (a minimum of $100) on either a monthly or quarterly ba-
sis. If withdrawal payments exceed dividends, the number of shares in an ac-
count will be reduced and may eventually be depleted. An Automatic Withdrawal
Plan may be established by completing the Automatic Withdrawal Form, which is
available by calling 800-331-1244. The Automatic Withdrawal Plan may be termi-
nated at any time by the shareholder, the Funds or the Transfer Agent.
Redemption through Brokers
Shareholders may sell shares back to the Funds through selected dealers or
brokers. Shareholders should contact their securities broker or dealer for ap-
propriate instructions and for information concerning any transaction or serv-
ice fee that may be imposed by the dealer or broker. Redemption requests re-
ceived by the Distributor from dealers or brokers will receive that evening's
closing price if the requests are received by the dealer or broker from its
customer prior to 4:00 p.m., New York time, or such other time as agreed upon
by the Distributor, and are transmitted to and received by the Distributor
prior to its close of business that day.
Payment of Redemption Amount
Redemption proceeds, less a deferred sales charge of one percent (1%) for Or-
dinary Shares where applicable, will generally be sent within three business
days of the execution of a redemption request. However, if the shares to be
redeemed represent an investment made by check or through the automatic in-
vestment plan, the Funds reserve the right not to honor the redemption request
until the check or monies have been collected.
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Except as noted below, a deferred sales charge amounting to one percent (1%) of
the value of the shares redeemed will be withheld from the redemption proceeds
of Ordinary Shares and paid to the Distributor. Ordinary Shares of the Numeric
II Fund purchased after August 1, 1996 are no-load and are generally not sub-
ject to the deferred sales charge. Special rules apply to exchanges into the
Numeric II Fund (see How to Make Exchanges on page 17). Ordinary Shares of the
Numeric II Fund purchased before August 1, 1996 (the "Pre-August Shares") re-
main subject to a 1% deferred sales charge. Additional shares acquired by rein-
vestment of dividends and capital gains paid on Pre-August shares are also sub-
ject to the 1% deferred sales charge on Pre-August Shares. Because of this de-
ferred sales charge, prospective investors should purchase Ordinary Shares only
as a long-term investment. The deferred sales charge is not imposed in the case
of: (i) Institutional Shares; (ii) involuntary redemptions; (iii) redemptions
of shares tendered for exchange; and (iv) redemptions of shares held by con-
tributory plans qualified under Section 401(k) of the Internal Revenue Code of
1986. In addition, the deferred sales charge will not be imposed on redemptions
of Ordinary Shares made by Fund Employees and related persons qualified to pur-
chase Institutional Shares.
Redemptions in Excess of $250,000
To the extent consistent with state and federal law, the Funds may make payment
of the redemption price either in cash or in kind. Pursuant to Rule 18f-1 under
the Investment Company Act, the Funds have elected to pay in cash all requests
for redemption by any shareholder of record, but may limit such cash in respect
to each shareholder of a Fund during any 90-day period to the lesser of
$250,000 or one percent (1%) of the net asset value of such Fund at the begin-
ning of such period. In case of a redemption in kind, securities delivered in
payment for shares of a particular class of a Fund would be valued at the same
value assigned to them in computing the net asset value per share of such
class. Shareholders receiving such securities incur brokerage costs when the
securities are sold.
The above limitation notwithstanding, if a shareholder elects to redeem shares
valued at more than $250,000 from any one account in either class of a Fund in
a 90-day period, the redemption proceeds will be paid in cash if the share-
holder provides the Funds, at least 30 days prior to the date of the proposed
redemption transaction, with an unconditional instruction to redeem such shares
on that date. The instruction must specify the dollar amount or number of
shares to be redeemed and the date of the transaction, a minimum of 30 days af-
ter receipt of the instruction by the Funds. The instruction may be made by
telephone if the shareholder has authorized the Funds to accept such an in-
struction. If the shareholder has not done so, the instruction must be in writ-
ing with all signatures guaranteed. Shares will be redeemed at their net asset
value on the date specified in the instruction and the redemption proceeds,
less any applicable deferred sales charge will, in the absence of a request
that the proceeds be wired or sent by electronic funds transfer, be sent by
check to the shareholder's address as it appears on his or her account regis-
tration.
If an unconditional instruction to redeem shares valued at more than $250,000
on a specified date is subsequently canceled by a shareholder, the Funds will
not accept a like instruction from such shareholder for a period of 90 days
from the date of cancellation.
CALCULATION OF NET ASSET VALUE
Net asset value per share of each class of shares of a Fund will be determined
as of close of market on the NYSE on each day on which the NYSE is open for
trading, in the following manner: securities for which market quotations are
readily available shall be valued at market value, which is determined by using
the last reported sale price on the primary exchange or market for each such
security, or, if no sales are reported as in the case of some securities traded
over-the-counter, the mean between the last reported bid and asked prices. Se-
curities quoted in foreign currencies are translated into U.S. dollars based
upon the prevailing exchange rate of each business day. Short-term notes having
remaining maturities of 60 days or less are stated at amortized cost, which ap-
proximates market, subject to a determination by the Trustees that this method
represents fair value. All other securities and assets, including any re-
stricted securities, will be valued at their fair value as determined in good
faith by the Trustees. Liabilities are deducted from the total, and the result-
ing amount is divided by the number of shares outstanding to produce the "net
asset value" per share.
19
<PAGE>
QUANTITATIVE GROUP of FUNDS [LOGO OF QUANTITATIVE GROUP
- ---------------------------------------------------------OF FUNDS APPEARS HERE]
DIVIDENDS, DISTRIBUTIONS, AND TAXATION
Dividends and Distributions
Each Fund's policy is to pay at least annually as dividends substantially all
of its net investment income and to distribute annually substantially all of
its net realized capital gains, if any, after giving effect to any available
capital loss carryover.
All dividends and/or distributions paid on a class of shares of a Fund will be
paid in shares of such class (taken at the per share net asset value of such
class determined at the close of business on the ex-date of the dividend or
distribution) or, at the election of each shareholder, in cash. Shareholders
also may elect to have income dividends paid in cash and capital gains distri-
butions paid in additional shares at net asset value. All distributions,
whether received in shares or cash, are taxable and must be reported by each
shareholder on Federal income tax returns.
Taxation
It is the policy of each Fund offered to the public to qualify as a "regulated
investment company" by complying with provisions of the Internal Revenue Code
relieving investment companies which distribute substantially all of their net
income (both net investment income and net realized capital gains) from fed-
eral income tax on the amounts distributed.
For federal income tax purposes, distributions paid from each Fund's net in-
vestment income and from any net realized short-term capital gains are taxable
to shareholders as ordinary income, whether received in cash or in additional
shares. Distributions paid from long-term capital gains are taxable as long-
term capital gains, whether received in cash or additional shares and regard-
less of how long a shareholder has held the shares. Any distribution which is
declared in October, November or December payable to shareholders of record on
any date in those months and paid by January 31 of the next year will be
treated as paid on December 31. Distributions on Fund shares received shortly
after their purchase are subject to federal income taxes, although such dis-
tributions may in effect be a return of capital.
The federal tax laws impose a four percent nondeductible excise tax on each
"regulated investment company" with respect to the amount, if any, by which
such "regulated investment company" does not meet distribution requirements
specified in the federal tax laws. Each Fund intends to comply with the dis-
tribution requirements and thus does not expect to incur the four percent non-
deductible excise tax.
Annually, shareholders of each Fund will receive information as to the federal
tax status of distributions received from such Fund.
PORTFOLIO SECURITIES
Equity Securities
Each of the Funds will invest primarily in common stocks. The Funds also may
invest in other types of equity securities such as preferred stocks, convert-
ible securities, warrants and options. The International Equity Fund and For-
eign Frontier Fund must invest at least 65% of their assets in equity securi-
ties of foreign issuers.
Convertible Securities
Each of the Funds may invest in convertible securities, such as convertible
debentures, bonds and preferred stock, that allow the holder thereof to con-
vert the instrument into common stock at a specified share price or ratio. The
price of the common stock may fluctuate above or below the specified price or
ratio, which may allow a Fund the opportunity to purchase the common stock at
below market price or, conversely, render the right of conversion worthless.
The Funds will invest in convertible securities primarily for their equity
characteristics.
Investment Companies
The International Equity Fund and Foreign Frontier Fund may invest up to 10%
of their assets in closed-end country funds whose shares are traded in the
United States. Investments in closed-end funds may allow the Funds to attain
exposure to a broader base of companies in certain emerging markets and to
avoid foreign government restrictions that may limit direct investment in a
country's equity markets. Closed-end funds are managed pools of securities of
companies having their principal place of business in a particular foreign
country. Shares of certain of these closed-end investment companies may at
times only be acquired at market premiums to their net asset values. Invest-
20
<PAGE>
[LOGO OF QUANTITATIVE GROUP QUANTITATIVE GROUP of FUNDS
OF FUNDS APPEARS HERE]----------------------------------------------------------
ments in closed-end funds by the Funds are subject to limitations under the In-
vestment Company Act.
Short-term Debt Obligations
Each of the Funds may invest in Short-term Debt Obligations. Short-term Debt
Obligations may include obligations of the U.S. government (and in the case of
the International Equity Fund and Foreign Frontier Fund, securities of foreign
governments). U.S. government securities purchased by a Fund will be backed by
the full faith and credit of the United States. Short-term Debt Obligations
also may include certificates of deposit and bankers acceptances issued by U.S.
banks (and, in the case of the International Equity Fund and Foreign Frontier
Fund, foreign banks) having deposits in excess of $2 billion; commercial paper;
short-term corporate bonds; debentures; and notes; all with one year or less to
maturity. Investments in commercial paper are limited to obligations (i) rated
Prime 1 by Moody's Investors Service, Inc. ("Moody's") or A-1 by Standard &
Poor's Corporation ("Standard & Poor's"), or in the case of any instrument that
is not rated, of comparable quality as determined by the Advisor, or (ii) is-
sued by companies having an outstanding debt issue currently rated Aaa or Aa by
Moody's or AAA or AA by Standard & Poor's. Investments in other corporate obli-
gations are limited to those having a maturity of one year or less and rated
Aaa or Aa by Moody's or AAA or AA by Standard & Poor's. Short-term Debt Obliga-
tions also may include repurchase agreements. Investment grade securities are
securities rated in one of the top four statistical rating categories by a na-
tionally recognized statistical ratings organization (NRSRO) such as Moody's or
Standard & Poor's. Fixed-income securities, unless rated A or higher by Stan-
dard & Poor's or by Moody's, may have some speculative characteristics. See
Other Investment Practices in the Statement of Additional Information for a de-
scription of the ratings categories. The value of fixed-income securities may
fluctuate inversely in relation to the direction of interest rate changes.
OTHER INVESTMENT PRACTICES
Portfolio Turnover
A change in securities held by a Fund is known as "portfolio turnover" and al-
most always involves the payment by the Fund of brokerage commissions or dealer
markups and other transaction costs on the sale of securities as well as on the
reinvestment of the proceeds in other securities. High portfolio turnover in-
volves correspondingly greater brokerage commissions and other transaction
costs, which will be borne directly by the Fund and may affect taxes paid by
shareholders to the extent short-term gains are distributed. Portfolio turnover
is not a limiting factor with respect to investment decisions by any Fund.
While it is, of course, impossible to predict portfolio turnover rates in fu-
ture years, portfolio turnover is not expected to exceed 125% for the Growth
and Income Fund, or 100% for the Numeric Fund, Numeric II Fund, International
Equity Fund and the Foreign Frontier Fund. The anticipated turnover rate for
the Numeric Fund represents a significant decline from prior years.
The portfolio turnover rates for the Funds for their fiscal years 1996 (April
1, 1995 to March 31, 1996) and 1997 (April 1, 1996 to March 31, 1997) were as
follows:
<TABLE>
<CAPTION>
1996 1997
<S> <C> <C>
Numeric Fund.......................................................... 324% 393%
(Ordinary and Institutional Shares)
Numeric II Fund...................................................... 181% 162%
(Ordinary and Institutional Shares) Growth and Income Fund............ 152% 98%
(Ordinary and Institutional Shares) International Equity Fund......... 43% 135%
(Ordinary and Institutional Shares) Foreign Frontier Fund............. 9% 8%
(Ordinary and Institutional Shares)*
</TABLE>
* There were no outstanding Institutional Shares of the Foreign Frontier Fund
during the Fund's fiscal year ended March 31, 1996. Foreign Frontier Institu-
tional shares commenced operations on April 2, 1996.
Securities Loans
Each Fund may make secured, short-term loans to broker-dealers of its portfolio
securities amounting to not more than 30% of its total assets. The risks in
lending portfolio securities, as with other extensions of credit, consist of
possible delay in recovery of the securities or possible loss of rights in the
collateral should the borrower fail financially.
21
<PAGE>
QUANTITATIVE GROUP of FUNDS [LOGO OF QUANTITATIVE GROUP
- ---------------------------------------------------------OF FUNDS APPEARS HERE]
Options
The Numeric II Fund and Foreign Frontier Fund may purchase put options and
call options on widely recognized securities indices, as well as the common
stock of individual companies or baskets of individual companies' stocks in a
particular industry or sector. The Numeric Fund may purchase put and call op-
tions on stock index futures and on stock indices. The Numeric Fund, Numeric
II Fund, Growth and Income Fund and Foreign Frontier Fund may each write cov-
ered call options on common stocks in their portfolios to realize a greater
current return, to provide greater flexibility in disposing of such securi-
ties, or to partially hedge a possible stock market decline. A Fund receives a
premium on the sale of an option, but gives up the opportunity to profit from
any increase in the price of the stock above the exercise price of the option
and retains the risk of loss should the value of the underlying security de-
cline. There can be no assurance that a Fund will always be able to close out
options positions at acceptable prices. Both the options themselves, as well
as the underlying securities, will be traded on national securities exchanges.
The aggregate value of the securities underlying the options may not exceed
25% of a Fund's net assets. Any gains or losses realized by a Fund as a result
of its investment in options will depend on the portfolio manager's ability to
predict correctly the direction of stock prices, interest rates and other eco-
nomic factors. See the Statement of Additional Information.
Short Sales
The Numeric II Fund may engage in short sales of securities by selling securi-
ties it does not own in anticipation of a decline in the market value of the
securities. The risk involved in these short sales is that the Fund will expe-
rience a loss if there is an increase in the price in the security sold short.
No securities will be sold short if, after giving effect to any short sales,
the value of all securities sold short would exceed 25% of the Fund's net as-
sets. All five Funds may sell short securities identical to ones that they own
in their portfolios. Such transactions, which are known as "shorting against
the box," may be made for the purpose of deferring realization of gain or loss
for federal income tax purposes.
Foreign Currency Transactions
The International Equity Fund and Foreign Frontier Fund may engage in foreign
currency exchange transactions either on a spot (i.e., cash) basis at the spot
rate prevailing in the foreign currency exchange market, or through entering
into forward contracts to purchase or sell foreign currencies. The Funds will
generally not enter into a forward contract with a term of greater than one
year. For each Fund, the Fund's Custodian will place cash or liquid debt secu-
rities into a segregated account of the Fund in an amount equal to the value
of the Fund's total assets committed to the consummation of forward foreign
currency exchange contracts. If the value of the securities placed in the seg-
regated account declines, additional cash or securities will be placed in the
account on a daily basis so that the value of the account will equal the
amount of the Fund's commitments with respect to such contracts.
The International Equity Fund and Foreign Frontier Fund may enter into forward
foreign currency exchange contracts under two circumstances. First, when a
Fund enters into a contract for the purchase or sale of a security denominated
in a foreign currency, it may desire to "lock in" the U.S. dollar price of the
security. Second, when it appears that the currency of a particular foreign
country may experience an adverse movement against the U.S. dollar, it may en-
ter into a forward contract to sell an amount of the foreign currency approxi-
mating the value of some or all of the Fund's portfolio securities denominated
in such foreign currency. At all times, however, at least 25% of the Fund's
assets would not be subject to such contracts. The effect a substantial com-
mitment of a Fund's assets to forward contracts would have on the investment
program of the Fund and the flexibility of the Fund to purchase additional se-
curities are among the factors considered in determining whether to enter into
such contracts. Although forward contracts will be used primarily to protect
the Fund from adverse currency movements, they also involve the risk that an-
ticipated currency movements will not be accurately predicted.
Except as specified below, and as described under Investment Restrictions of
the Funds in the Statement of Additional Information, the foregoing investment
practices
22
<PAGE>
[LOGO OF QUANTITATIVE GROUP QUANTITATIVE GROUP of FUNDS
OF FUNDS APPEARS HERE]----------------------------------------------------------
are not fundamental and the Trustees may vote to change the policies as to any
Fund without an affirmative vote of a "majority of the outstanding voting secu-
rities" (as defined in Investment Restrictions of the Funds) of such Fund.
Investment Restrictions
Specific investment restrictions help each Fund limit investment risks for its
shareholders. These restrictions prohibit any Fund from: acquiring more than
10% of any class of securities of any issuer, or more than 10% of the voting
securities of any issuer; investing more than 10% of its net assets in securi-
ties of companies (including predecessors) less than three years old, securi-
ties which are not readily marketable, restricted securities, and in repurchase
agreements that have a maturity longer than seven days; or investing more than
25% of its total assets in any one industry; or investing more than 15% of its
assets in illiquid securities.
Other significant investment restrictions include the following fundamental
policies which, like a Fund's investment objectives, may not be changed as to
any Fund without the affirmative vote of a majority of such Fund's outstanding
voting securities.
(1) A Fund may not make short sales of securities or maintain a short position,
unless (a) with respect to the Numeric II Fund, the conditions set forth under
Short Sales are met; or (b)(i) at all times when a short position is open the
particular Fund owns an equal amount of such securities (or securities convert-
ible into, or exchangeable without payment of any further consideration for,
securities of the same issue as, and equal in amount to, the securities sold
short), and (ii) not more than 10% of the Fund's net assets (taken at current
value) are held as collateral for such sales at any one time. Such sales of se-
curities subject to outstanding options would not be made. A Fund may maintain
short positions in a stock index by selling futures contracts on that index.
(2) A Fund may not issue senior securities, borrow money or pledge its assets,
except that a Fund may borrow from a bank for temporary or emergency purposes
in amounts not exceeding 10% (taken at the lower of cost or current value) of
its total assets (not including the amount borrowed) and pledge its assets to
secure such borrowings. A Fund will not purchase any additional portfolio secu-
rities so long as its borrowings amount to more than 5% of its total assets.
(For purposes of this restriction, collateral arrangements with respect to the
writing of covered call options and options on index futures and collateral ar-
rangements with respect to margin for a stock index future are not deemed to be
a pledge of assets and neither such arrangements nor the purchase or sale of
stock index futures or the purchase of related options are deemed to be the is-
suance of a senior security).
(3) A Fund may not write, purchase or sell puts, calls or combinations thereof,
except that: (i) the Numeric Fund, Numeric II Fund, Growth and Income Fund, and
Foreign Frontier Fund may each write covered call options with respect to all
of their portfolio securities; (ii) the Numeric II Fund and Foreign Frontier
Fund may purchase put options and call options on widely recognized securities
indices, common stock of individual companies or baskets of individual compa-
nies in a particular industry or sector; (iii) the Numeric Fund, Numeric II
Fund, Growth and Income Fund and Foreign Frontier Fund may each write covered
call options on common stocks in their portfolios; (iv) the Numeric Fund may
purchase put and call options on stock index futures and on stock indices; (v)
the International Equity Fund may purchase and write call options on stock in-
dex futures and on stock indices; and (vi) each of the Funds may sell and pur-
chase such options to terminate existing positions.
Although these policies envision a Fund maintaining a position in a stock index
by selling futures contracts on that index and also envision that under certain
conditions one or more Funds may engage in transactions in stock index futures
and related options, the Funds do not currently intend to engage in such trans-
actions.
The Funds have undertaken to a state securities authority that, so long as the
state authority requires and shares of a Fund are registered for sale in that
state, that Fund will not (1) purchase securities on margin except to obtain
such short-term credits as are necessary for the clearance of purchases and
sales of securities, and except for short selling as described above; (2) loan
portfolio securities unless collateral values are continuously maintained at no
less than
23
<PAGE>
QUANTITATIVE GROUP of FUNDS [LOGO OF QUANTITATIVE GROUP
- ---------------------------------------------------------OF FUNDS APPEARS HERE]
100% by marking to market daily; (3) invest in warrants other than warrants
acquired by a Fund in units or attached to securities; and (4) invest in oil,
gas, and other mineral leases or in real estate limited partnerships.
PERFORMANCE DATA
Further information about the performance of the Funds is available in the an-
nual reports to shareholders of the Fund, which may be obtained free of charge
by calling 800-331-1244.
From time to time, the Funds may advertise their performance in various ways.
These methods include providing information on the returns of the Funds, such
as average annual total return, and comparing the performance of the Funds to
relevant benchmarks. In reports to shareholders or other literature, the Funds
may compare their performance to that of other mutual funds with similar in-
vestment objectives and to stock or other relevant indices. Performance infor-
mation, rankings, ratings, published editorial comments and listings reported
in national financial publications also may be used in computing performance
of the Funds (if the Funds are listed in any such publication). In making such
comparisons, the Funds may from time to time include a total return figure for
Ordinary Shares that does not take into account the 1% deferred sales charge,
in order to make a more accurate comparison to other measures of investment
return. When the period since inception is less than one year, the total re-
turn quoted will be the aggregate return for the period. See Performance Mea-
sures in the Statement of Additional Information.
THE QUANTITATIVE GROUP
All of the Funds are series of Quantitative Group of Funds (the "Trust"),
which was established in 1983 as a business trust under Massachusetts law. The
Trust initially was established as the U.S. Boston Investment Company and was
renamed the Quantitative Group of Funds in 1993. The Trust has an unlimited
authorized number of shares of beneficial interest that may, without share-
holder approval, be divided into an unlimited number of series of such shares
and an unlimited number of classes of shares of any such series. Shares are
presently divided into five series of shares, the Funds. These shares are en-
titled to vote at any meeting of shareholders. Matters submitted to share-
holder vote must be approved by each Fund separately except (i) when required
by the Investment Company Act of 1940 shares shall be voted together as a sin-
gle class and (ii) when the Trustees have determined that the matter does not
affect each Fund, then only shareholders of the Fund(s) affected shall be en-
titled to vote on the matter. Shares are freely transferable, and are entitled
to dividends as declared by the Trustees. In liquidation of a Fund, sharehold-
ers are entitled to receive the net assets of their Fund, but not of the other
Funds. The Funds do not generally hold annual meetings of shareholders and
will do so only when required by law. Shareholders may remove Trustees from
office by votes cast in person or by proxy at a meeting of shareholders, or by
written consent.
24
<PAGE>
QUANTITATIVE GROUP OF FUNDS
55 Old Bedford Road
Lincoln, MA 01773
1-800-331-1244
MANAGER
Quantitative Advisors, Inc.
55 Old Bedford Road
Lincoln, MA 01773
ADVISORS
Columbia Partners, LLC,
Investment Management
1701 Pennsylvania Avenue, N.W.
Washington, D.C. 20006
Independence International Associates, State Street Bank and Trust Company
Inc. 225 Franklin Street
75 State Street Boston, MA 02110
Boston, MA 02109
DISTRIBUTOR
U.S. Boston Capital Corporation
55 Old Bedford Road
Lincoln, MA 01773
CUSTODIAN
State Street Bank and Trust Company
225 Franklin Street
Boston, MA 02110
TRANSFER AGENT
Quantitative Institutional Services
55 Old Bedford Road
Lincoln, MA 01773
INDEPENDENT ACCOUNTANTS
Price Waterhouse LLP
160 Federal Street
Boston, MA 02110
<PAGE>
[LOGO OF QUANTITATIVE GROUP APPEARS HERE]
QUANTITATIVE
GROUP of FUNDS
55 Old Bedford Road
Lincoln, MA 01773
voice 800/331-1244
fax 617/259-1166
Distributed by U.S. Boston Capital Corp.
<PAGE>
QUANTITATIVE GROUP of FUNDS
Ordinary Share Account Application
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
Do not use this application form for an IRA account. For an application or
help with this application, please call us at 800-331-1244. Mail to:
Quantitative Group of Funds, Attention: Transfer Agent, 55 Old Bedford Road,
Lincoln, MA 01773.
1. ACCOUNT REGISTRATION
(check one)
[_] INDIVIDUAL OR JOINT ACCOUNT
- --------------------------------------------------------------------------------
FIRST NAME MIDDLE INITIAL LAST NAME
- --------------------------------------------------------------------------------
APPLICANT'S SOCIAL SECURITY NUMBER
- --------------------------------------------------------------------------------
CITIZENSHIP OF APPLICANT (If other than U.S., please specify)
- --------------------------------------------------------------------------------
FIRST NAME OF JOINT OWNER MIDDLE INITIAL LAST NAME
- --------------------------------------------------------------------------------
APPLICANT'S SOCIAL SECURITY NUMBER
- --------------------------------------------------------------------------------
CITIZENSHIP OF APPLICANT (If other than U.S., please specify)
Joint Accounts will be registered as joint tenants with rights of survivorship,
unless otherwise specified.
[_] GIFT TO MINOR
as custodian for
- ------------------------------------------------
CUSTODIAN'S NAME (only one custodian permitted)
- ------------------------------------------------ under the
MINOR'S NAME (only one minor permitted)
Uniform Gifts/Transfer to Minors Act.
- ------------
STATE
- --------------------------------------------------------------------------------
MINOR'S SOCIAL SECURITY NUMBER DATE OF BIRTH
[_] CORPORATION, TRUST OR OTHER ENTITY
- --------------------------------------------------------------------------------
NAME OF CORPORATION OR OTHER ENTITY, if trustee, include date of trust
instrument.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
TYPE OF ENTITY ENTITY'S TAXPAYER ID NUMBER
2. ADDRESS, TELEPHONE AND OCCUPATION
- --------------------------------------------------------------------------------
STREET ADDRESS APARTMENT OR BOX NUMBER
- --------------------------------------------------------------------------------
CITY STATE ZIP CODE
( ) ( )
- --------------------------------------------------------------------------------
DAYTIME TELEPHONE EVENING TELEPHONE
- --------------------------------------------------------------------------------
APPLICANT'S OCCUPATION EMPLOYER
- --------------------------------------------------------------------------------
JOINT OWNER'S OCCUPATION EMPLOYER
3. INVESTMENT SELECTIONS
Ordinary Shares of the following ($5,000 minimum, except for IRA, UGMA and
Automatic Investment Plan accounts.)
U.S. Equity Funds
[_] Quantitative Numeric $
-----------------
[_] Quantitative Numeric II $
-----------------
[_] Quantitative Growth & Income $
-----------------
International Funds
[_] Quantitative International Equity $
-----------------
[_] Quantitative Foreign Frontier $
-----------------
Total $
-----------------
Please make check payable to:
Quantitative Group of Funds.
PLEASE CONTINUE APPLICATION ON REVERSE SIDE.
<PAGE>
4. DISTRIBUTION OPTIONS
All income dividends and capital gains will be reinvested in additional shares
of the Fund(s) you select unless you check one or both or the following boxes.
[_] Pay all income in cash.
[_] Pay all capital gains in cash.
5. TELEPHONE EXCHANGE AND REDEMPTION
To use either or both of these options, you must initial the appropriate line
below.
I authorize you to accept any instructions from me or any other registered owner
of the account by telephone, or in writing, without a signature guarantee, to:
- ---------------------------- Exchange shares for shares of another Fund.
INITIAL JOINT INITIAL
- ---------------------------- Redeem shares, and send the proceeds to the address
INITIAL JOINT INITIAL of record.
- --------------------------------------------------------------------------------
MOTHER'S MAIDEN NAME (for individual, joint, and UGMA accounts only). Joint
accounts - supply for first owner; UGMA accounts - supply for custodian.
6. AUTOMATIC INVESTMENT PLAN
($1,000 minimum initial contribution)
[_] I/We authorize you to withdraw from my/our bank account $_____________
($100 minimum per Fund) on a monthly basis on or about the twentieth of each
month to be invested in Ordinary Shares of
- --------------------------------------------------------------------------------
NAME OF FUND
under the terms set forth in the Prospectus.
Please attach an unsigned, voided check.
7. SIGNATURES
Each of the undersigned certifies that:
. I am of legal age, have received and read the Prospectus, agree to its terms
and understand that those terms are incorporated in this Account Application
by reference.
. I understand that all the information provided in sections 1, 2, 4 and 5 will
apply to any new Fund(s) into which my shares may be exchanged.
. If I have elected the telephone exchange and/or telephone redemption options,
I understand that this authorization will be applicable to any of the Funds.
I hereby ratify any instructions given pursuant to the above election and
agree that neither the Funds, the Distributor, not the Transfer Agent will be
liable for any loss, liability, cost, or expense for acting upon such
instructions believed by them to be genuine in accordance with the terms of
the Prospectus.
. If I have elected the Automatic Investment Plan, I agree to reimburse
Quantitative Group of Funds and/or its affiliated companies for any expenses
or losses that they may incur in connection with my investments, including
any incurred by my bank's failure to act in accordance with my request.
. Under penalties of perjury, I certify (1) that this Account Application
states my correct taxpayer identification number and (2) that I am not
subject to backup withholding because (a) I have not been notified that I am
subject to backup withholding as a result of failure to report all interest
or dividends, or (b) the Internal Revenue Service has notified me that I am
no longer subject to backup withholding. (If you are subject to backup
withholding due to notified shareholder underreporting, strike out clause
(2).) (The Internal Revenue Service does not require your consent to any
provision of this document other than the certifications required to avoid
backup withholding.)
- --------------------------------------------------------------------------------
SIGNATURE OF APPLICANT DATE
- --------------------------------------------------------------------------------
PRINT NAME TITLE (If applicable)
- --------------------------------------------------------------------------------
SIGNATURE OF JOINT OWNER DATE
- --------------------------------------------------------------------------------
PRINT NAME TITLE (If applicable)
If you are signing for a corporation, you must indicate corporate office or
title. If you wish additional signatories on the account, please include a
corporate resolution. If signing as a fiduciary, you must indicate capacity.
For information or additional options, such as IRA Account Applications,
rollover requests for qualified retirement plans, Institutional Share
Applications, or for wire instructions, please call us at 800-331-1244.
DEALER OR ADVISER (for broker-dealer use only)
- --------------------------------------------------------------------------------
FIRM REP. NO
<PAGE>
QUANTITATIVE GROUP OF FUNDS
Statement of Additional Information
-----------------------------------
August 1, 1997
--------------
This Statement of Additional Information contains information which may be
of interest to investors but which is not included in the Prospectus of
Quantitative Group of Funds (the "Trust"). This Statement is not a Prospectus
and is only authorized for distribution when accompanied by the Prospectus of
the Trust dated August 1, 1997, and should be read in conjunction with the
Prospectus. Investors may obtain a free copy of the Prospectus by writing
Quantitative Group of Funds, 55 Old Bedford Road, Lincoln, MA 01773.
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
<S> <C>
INVESTMENT OBJECTIVES AND POLICIES ...................................... 2
MANAGEMENT OF THE FUNDS ................................................ 2
PORTFOLIO TRANSACTIONS ................................................. 7
HOW TO INVEST ........................................................... 8
HOW TO MAKE EXCHANGES ................................................... 9
HOW TO REDEEM ........................................................... 10
CALCULATION OF NET ASSET VALUE .......................................... 11
DISTRIBUTIONS ........................................................... 12
TAXATION ................................................................ 12
OTHER INVESTMENT PRACTICES .............................................. 13
INVESTMENT RESTRICTIONS OF THE FUNDS .................................... 17
PERFORMANCE MEASURES .................................................... 19
THE QUANTITATIVE GROUP .................................................. 20
EXPERTS ................................................................. 21
FINANCIAL STATEMENTS .................................................... 22
</TABLE>
<PAGE>
INVESTMENT OBJECTIVES AND POLICIES
The investment objectives and policies of the Funds are summarized in the
text of the Prospectus following the captions Quick Reference Guide - The
---------------------------
Quantitative Funds and Investment Objectives and Policies. There is no assurance
- ------------------ ----------------------------------
that those objectives will be achieved. This Statement contains certain
additional information about those objectives and policies.
MANAGEMENT OF THE FUNDS
<TABLE>
<CAPTION>
Trustees and Officers
- ---------------------
Position with
Position Distributor, U.S. Boston
Name and Address+ with Fund Principal Occupation** Capital Corporation
- ----------------- --------- ---------------------- -------------------
<S> <C> <C> <C>
ROBERT M. ARMSTRONG Trustee President, Alumni Career None
Services, Inc. (consulting
firm); formerly Director of
Alumni Career Services,
Harvard University,
Graduate School of
Business Administration
EDWARD A. BOND, JR. Trustee President, Bond Brothers Inc. None
(general contractors).
JOHN M. BULBROOK Trustee President, John M. Bulbrook None
Insurance Agency, Inc.
EDWARD E. BURROWS Trustee Independent consulting None
actuary - employee benefit
plans, formerly Vice President
and Director of Actuarial Services,
Mintz, Levin, Cohn, Ferris,
Glovsky and Popeo, PC
(law firm/consulting);
formerly President, The Pentad
Corporation (employee benefit
consultants and actuaries).
MARK A. KATZOFF Clerk Vice President - Counsel, U.S. Vice President - Counsel
Boston Capital Corporation,
formerly Attorney in private
practice
JOSEPH H. NEWBERG Trustee Partner, Sullivan & Worcester None
(law firm).
LEON OKUROWSKI* Trustee,
Vice President Director and Vice President, Director and Vice President
U.S. Boston Capital
Corporation
EDWARD L. PITTMAN President, President and Treasurer, None
Treasurer Quantitative Advisors, Inc.
WILLARD L. UMPHREY* Trustee Director, President, and Director, President,
Treasurer, U.S. Boston and Treasurer
Capital Corporation
</TABLE>
2
<PAGE>
Mr. Pittman and Mr. Umphrey are brothers-in-law.
+The mailing address of each of the officers and Trustees is 55 Old Bedford
Road, Lincoln, Massachusetts 01773.
*Messrs. Umphrey and Okurowski are "interested persons" (as defined in the
Investment Company Act of 1940) of the Funds, the Manager or an Advisor.
**The principal occupations of the officers and Trustees for the last five
years have been with the employers shown above, although in some cases they have
held different positions with such employers.
Each Trustee receives an annual fee of $4,000. For services rendered during
the fiscal year ended March 31, 1996, the Fund paid Trustees' fees aggregating
$20,400.
The following Compensation Table provides, in tabular form, the following
data:
Column (1) All trustees who receive compensation from the Trust.
Column (2) Aggregate compensation received by a trustee from all series of the
Trust.
Columns (3) and (4) Pension or retirement benefits accrued or proposed to be
paid by the Trust. The Trust does not pay its Trustees such benefits.
Column (5) Total compensation received by a trustee from the Trust plus
compensation received from all funds managed by the Manager for which a trustee
serves. As there are no such funds other than this series of the Trust, this
figure is identical to column (2).
Compensation Table
for the fiscal year ended March 31, 1997
<TABLE>
<CAPTION>
Pension or Total
Retirement Estimated Compensation
Aggregate Benefits Accrued Annual Benefits From the Trust
Name of Person, Compensation As Part of Fund Upon and Fund Complex
Position from the Trust Expenses Retirement Paid to Trustee
<S> <C> <C> <C> <C>
Robert M. Armstrong, $4,000 N/A N/A $4,000
Trustee
Edward A. Bond, Jr. $4,000 N/A N/A $4,000
Trustee
John M Bulbrook, $4,000 N/A N/A $4,000
Trustee
Edward E. Burrows, $4,000 N/A N/A $4,000
Trustee
Joseph H. Newberg, $4,000 N/A N/A $4,000
Trustee
Leon Okurowski, $4,000 N/A N/A $4,000
Trustee
Willard L. Umphrey, $4,000 N/A N/A $4,000
Trustee
</TABLE>
3
<PAGE>
The Trust's Agreement and Declaration of Trust provides that the Funds
will indemnify their Trustees and officers against liabilities and expenses
incurred in connection with the litigation in which they may be involved because
of their offices with the Funds, except if it is determined in the manner
specified in the Agreement and Declaration of Trust that they have not acted in
good faith in the reasonable belief that their actions were in the best
interests of the Funds or that such indemnification would relieve any officer or
Trustee of any liability to the Funds or their shareholders by reason of willful
misfeasance, bad faith, gross negligence or reckless disregard of his or her
duties. The Funds, at their expense, will provide liability insurance for the
benefit of their Trustees and officers.
Messrs. Pittman, Umphrey and Okurowski, as officers of the Manager and
the Distributor, will benefit from the management and distribution fees paid or
allowed by the Funds and from brokerage commissions received by U.S. Boston
Capital Corporation in connection with the purchase and sale of the Funds'
portfolio securities.
At June 30, 1997, the officers and Trustees as a group owned in the
aggregate 1.33% of the outstanding Ordinary Shares of the Numeric Fund, 2.05% of
the outstanding Institutional Shares of the Numeric Fund, 0.92% of the
outstanding Ordinary Shares of the Numeric II Fund, 79.10% of the outstanding
Institutional Shares of the Numeric II Fund, 0.57% of the outstanding Ordinary
Shares of the Growth and Income Fund, 7.83% of the outstanding Institutional
Shares of the Growth and Income Fund, 2.43% of the outstanding Ordinary Shares
of the International Equity Fund, 12.67% of the outstanding Institutional Shares
of the International Equity Fund, 3.45% of the outstanding Ordinary Shares of
the Foreign Frontier Fund, and 2.82% of the outstanding Ordinary Shares of the
Foreign Frontier Fund. On the same date, each of the following persons owned 5%
or more of the then outstanding Institutional Shares of the Numeric Fund:
<TABLE>
Name and Address % of Outstanding Institutional Shares
---------------- -------------------------------------
<S> <C>
Charles Schwab and Co., Inc.
San Francisco, CA 7.78%
The John Dickson Home
Washington, DC 7.18%
Pershing Division of Donaldson, Lufkin & Jenrette
Jersey City, NJ 50.20%
U.S. Boston Corporation
Lincoln, MA 6.16%
</TABLE>
On the same date, each of the following persons owned 5% or more of the then
outstanding Ordinary Shares of the Numeric II Fund:
<TABLE>
Name and Address % of Outstanding Ordinary Shares
---------------- --------------------------------
<S> <C>
Dover Instrument Corporation
Westboro, MA 10.65%
Mr. George H. Howell
Wayland, MA 15.30%
</TABLE>
On the same date, each of the following persons owned 5% or more of the then
outstanding Institutional Shares of the Numeric II Fund:
<TABLE>
Name and Address % of Outstanding Institutional Shares
---------------- -------------------------------------
<S> <C>
Ms. Marlys Bernal
Herndon, VA 6.18%
Charles Schwab and Co., Inc.
San Francisco, CA 11.24%
Ms. Lawrie Okurowski
</TABLE>
4
<PAGE>
<TABLE>
<S> <C>
Concord, MA 44.35%
U.S. Boston Corporation
Lincoln, MA 33.78%
</TABLE>
On the same date, each of the following persons owned 5% or more of the then
outstanding Institutional Shares of the Growth and Income Fund:
<TABLE>
Name and Address % of Outstanding Institutional Shares
---------------- -------------------------------------
<S> <C>
Dover Instrument Corporation
Westboro, MA 64.98%
Mr. William K. Durr
Naples, FL 16.49%
U.S. Boston Corporation
Lincoln, MA 7.58%
</TABLE>
On the same date, each of the following persons owned 5% or more of the then
outstanding Institutional Shares of the International Equity Fund:
<TABLE>
<S> <C>
Dover Instrument Corporation
Westboro, MA 87.40%
U.S. Boston Corporation
Lincoln, MA 7.91%
</TABLE>
On the same date, the following person owned 5% or more of the then outstanding
Institutional Shares of the Foreign Frontier Fund:
<TABLE>
<S> <C>
Strafe & Co.
Westerville, OH 97.02%
</TABLE>
Management Contract
- -------------------
The Management Contract continues in force from year to year, but only so
long as its continuance is approved at least annually by (i) vote, cast in
person at a meeting called for the purpose, of a majority of those Trustees who
are not "interested persons" of the Manager or the Funds, and by (ii) either the
majority vote of all the Trustees or the vote of a majority of the outstanding
voting securities of each Fund. The Management Contract automatically terminates
on assignment, and is terminable on 60 days' written notice by either party.
In addition to the management fee, the Funds pay all expenses not assumed
by the Manager, including, without limitation, fees and expenses of the
Trustees, interest charges, taxes, brokerage commissions, expenses of issue or
redemption of shares, fees and expenses of registering and qualifying the Trust
and shares of the respective Funds for distribution under federal and state laws
and regulations, charges of custodians, auditing and legal expenses, expenses of
determining net asset value of the Funds' shares, reports to shareholders,
expenses of meetings of shareholders, expenses of printing and mailing
prospectuses and proxies to existing shareholders, and its proportionate share
of insurance premiums and professional association dues or assessments. All
general Fund expenses are allocated among and charged to the assets of the
respective Funds on a basis that the Trustees deem fair and equitable, which may
be based on the relative net assets of each Fund or the nature of the services
performed and relative applicability to each Fund. The Funds are also
responsible for such non recurring expenses as may arise, including litigation
in which the Funds may be a party, and other expenses as determined by the
Trustees. The Funds may have an obligation to indemnify their officers and
Trustees with respect to such litigation.
For services rendered to the Numeric Fund during the fiscal years ended
March 31, 1997, 1996, and 1995, the Manager received fees of $916,777,
$1,093,661 and $798,100, respectively. For services rendered to the Numeric II
Fund during the fiscal years ended March 31, 1997, 1996, and 1995, the Manager
received fees of
5
<PAGE>
$96,688, $39,593 and $459 respectively, a portion of which were waived by the
Manager. For services rendered to the Growth and Income Fund during the fiscal
years ended March 31, 1997, 1996, and 1995, the Manager received fees of
$334,461, $321,748 and $289,909, respectively. For services rendered to the
International Equity Fund during the fiscal years ended March 31, 1997, 1996,
and 1995, the Manager received fees of $287,461, $321,897 and $293,485
respectively. For services rendered to the Foreign Frontier Fund during the
fiscal years ended March 31, 1997, 1996, and 1995, the Manager received fees of
$77,271, $50,458 and $15,736 respectively. Such fees were rebated by the Manager
to the extent required to comply with its undertaking to assume certain expenses
of the Numeric Fund, the Growth and Income Fund, and the International Equity
Fund (including the Manager's compensation) in excess of 2% of such Fund's
average net assets.
Advisory Contracts
- ------------------
Each Advisory Contract provides that it will continue in force for two
years from its date, and from year to year thereafter, but only so long as its
continuance is approved at least annually by (i) vote, cast in person at a
meeting called for the purpose, of a majority of those Trustees who are not
"interested persons" of the Advisor, the Manager or the Funds, and by (ii)
either the majority vote of all of the Trustees or the vote of a majority of the
outstanding voting securities of each Fund to which it relates. Each Advisory
Contract may be terminated without penalty with respect to any Fund by vote of
the Trustees or the shareholders of that Fund, or by the Manager on not less
that 30 nor more than 60 days' written notice or by the particular Advisor on
not less that 30 nor more than 60 days' or no less than 150 days' written
notice, depending on the Fund. Each Advisory Contract may be amended with
respect to any Fund only by a vote of the shareholders of that Fund. Each
Advisory Contract also terminates without payment of any penalty in the event of
its assignment and in the event that for any reason the Management Contract
between the Funds and the Manager terminates generally or terminates with
respect to that particular Fund.
Each Advisory Contract provides that the Advisor shall not be subject to
any liability to the Funds or to the Manager or to any shareholder of the Funds
for any act or omission in the course of or connected with the rendering of
services thereunder in the absence of willful misfeasance, bad faith, gross
negligence or reckless disregard of its duties on the part of the Advisor.
Distributor and Distribution Plan
- ---------------------------------
The principal terms of the Funds' Distribution Agreement with U.S. Boston
Capital Corporation, the principal distributor of the Funds' shares ( the
"Distributor"), are described in the prospectus under the caption Management of
-------------
the Funds - Distributor and Distribution Plan.
- ---------------------------------------------
To permit the Funds to pay a monthly fee to the Distributor, the Funds
have adopted a distribution plan (the "Plan") pursuant to Rule 12b-1 under the
Investment Company Act of 1940. The Numeric, Growth and Income, International
Equity, and Foreign Frontier Funds pay the Distributor a monthly fee at the
annual rate of 0.5% of the average net asset value of shares (excluding
Institutional Shares) held in shareholder accounts opened during the period the
plan is in effect, as determined at the close of each business day during the
month. The Numeric II Fund pays the Distributor a monthly fee at the annual rate
of 0.25% of the average net asset value of Ordinary Shares. Rule 12b-1 provides
that any payments made by an investment company to a distributor must be made
pursuant to a written plan describing all material aspects of the proposed
financing of distributions and that all agreements with any person relating to
implementation of the plan must be in writing. Continuance of the Plan and the
Distribution Agreement is subject to annual approval by a vote of the Trustees,
including a majority of the Trustees who are not "interested persons of the Fund
and have no direct or indirect financial interest in the operation of the plan
or related agreements ("Qualified Trustees"), cast in person at a meeting called
for the purpose. The Plan may be terminated as to a Fund by the vote of a
majority of the Qualified Trustees, or by the vote of a majority of the
outstanding voting securities of the Fund. All material amendments to the Plan
must be approved by the Qualified Trustees and any amendment to increase
materially the amount to be spent pursuant to the Plan must be approved by the
vote of a majority of the outstanding voting securities of the Fund. The
Trustees of the Funds review quarterly a written report of the amounts so
expended and the purposes for which such expenditures were made.
The Distributor also receives the deferred sales charges withheld from
redemption proceeds, see How to Redeem, and may benefit from its temporary
-------------
holding of investors' funds in connection with certain purchases and redemptions
of shares of the Funds.
6
<PAGE>
PORTFOLIO TRANSACTIONS
Investment Decisions. Investment decisions for a Fund and for other
--------------------
investment advisory clients of the Manager or that Fund's Advisor or its
affiliates are made with a view to achieving their respective investment
objectives. Investment decisions are the product of many factors in addition to
basic suitability for the particular client involved. Thus, a particular
security may be bought or sold for certain clients even though it could have
been bought or sold for other clients at the same time. Likewise, a particular
security may be bought for one or more clients when one or more other clients
are selling the security. In some instances, one client may sell a particular
security to another client. It also happens that two or more clients
simultaneously buy or sell the same security, in which event each day's
transactions in such security are, insofar as possible, allocated between such
clients in a manner designed to be equitable to each, taking into account among
other things the amount being purchased or sold by each. There may be
circumstances when purchases or sales of portfolio securities for one or more
clients will have an adverse effect on other clients.
Brokerage and Research Services. Transactions on stock exchanges and
-------------------------------
other agency transactions involve the payment by the Funds of negotiated
brokerage commissions. Such commissions vary among different brokers. Also, a
particular broker may charge different commissions according to such factors as
the difficulty and size of the transaction. There is generally no stated
commission in the case of securities traded in the over-the-counter markets, but
the price paid by the Funds usually includes an undisclosed dealer commission or
mark-up. In underwritten offerings, the price paid includes a disclosed, fixed
commission or discount retained by the underwriter or dealer.
All orders for the purchase and sale of portfolio securities for the Fund
are placed, and securities for the Fund bought and sold through a number of
brokers and dealers. In so doing, the Manager or Advisor uses its best efforts
to obtain for the Fund the most favorable price and execution available, except
to the extent that it may be permitted to pay higher brokerage commissions as
described below. In seeking the most favorable price and execution, the Manager
or Advisor, having in mind the Fund's best interests, considers all factors it
deems relevant, including, by way of illustration, price, the size of the
transaction, the nature of the market for the security, the amount of
commission, the timing of the transaction taking into account market prices and
trends, the reputation, experience and financial stability of the broker-dealer
involved and the quality of service rendered by the broker-dealer in other
transactions.
It has for many years been common practice in the investment advisory
business for advisers of investment companies and other institutional investors
to receive research, statistical and quotation services from broker-dealers
which execute portfolio transactions for the clients of such advisers.
Consistent with this practice, the Advisors and the Manager may receive
research, statistical and quotation services from certain broker-dealers with
which the Manager or Advisors place the Funds' portfolio transactions. These
services, which in some instances may also be purchased for cash, include such
matters as general economic and security market reviews, industry and company
reviews, evaluations of securities and recommendations as to the purchase and
sale of securities. Some of these services are of value to the Advisors or the
Manager in advising various of their clients (including the Funds), although not
all of these services are necessarily useful and of value in advising the Funds.
The fees paid to the Advisors by the Manager or paid to the Manager by the Funds
are not reduced because the Advisors or the Manager receive such services.
As permitted by Section 28(e) of the Securities Exchange Act of 1934, and
by the Advisory Contracts, the Manager or Advisors may cause the Funds to pay a
broker-dealer which provides "brokerage and research services" (as defined in
the Act) to the Manager or Advisors an amount of disclosed commission for
effecting a securities transaction for the Fund in excess of the commission
which another broker-dealer would have charged for effecting that transaction.
The Manager's or Advisors' authority to cause the Funds to pay any such greater
commissions is subject to such written policies as the Trustees may adopt from
time to time.
Consistent with the Rules of Fair Practice of the National Association of
Securities Dealers, Inc., subject to seeking the most favorable price and
execution available and such other policies as the Trustees may determine, the
Manager or Advisors may consider sales of shares of the Funds as a factor in the
selection of broker-dealers to execute portfolio transactions for the Funds.
7
<PAGE>
Pursuant to conditions set forth in rules of the Securities and Exchange
Commission, the Funds may purchase securities from an underwriting syndicate of
which U.S. Boston Capital Corporation is a member (but not from U. S. Boston
Capital Corporation itself). The conditions relate to the price and amount of
the securities purchased, the commission or spread paid, and the quality of the
issuer. The rules further require that such purchases take place in accordance
with procedures adopted and reviewed periodically by the Trustees, particularly
those Trustees who are not "interested persons" of the Fund.
Brokerage commissions paid by the Funds on portfolio transactions totaled
$764,525,111 for the fiscal year ended March 31, 1995, $877,111 for the fiscal
year ended March 31, 1996, and $1,090,683 for the fiscal year ended March 31,
1997. None of such commissions was paid to a broker who was an affiliated person
of the Funds or an affiliated person of such a person or, to the knowledge of
the Funds, to a broker an affiliated person of which was an affiliated person of
the Fund, the Manager or any Advisor.
HOW TO INVEST
The procedures for purchasing shares are summarized in the Prospectus
under the caption How to Invest.
-------------
Exchange of Securities for Shares of the Funds. Applications to
exchange common stocks for Fund Shares must be accompanied by stock certificates
(if any) and stock powers with signatures guaranteed by domestic banks, brokers,
dealers, credit unions, national securities exchanges, registered securities
associates, clearing agencies or savings associations. Securities accepted by
the Funds will be valued as set forth under Calculation of Net Asset Value in
------------------------------
the Prospectus as of the time of the next determination of net asset value after
such acceptance. Shares of a Fund are issued at net asset value determined as of
the same time. All dividends, subscription, or other rights which are reflected
in the market price of accepted securities at the time of valuation become the
property of the Funds and must be delivered to the Funds by the investor upon
receipt from the issuer. A gain or loss for Federal income tax purposes would be
realized by the investor upon the exchange depending upon the cost of the
securities tendered. The Funds reserve the right not to accept any particular
securities tendered for exchange. The Funds have undertaken to a state
securities authority that securities exchanged for shares of the Funds will meet
the investment objectives and policies of the Funds, will be acquired for
investment and not for resale, and will be liquid securities which are not
restricted as to transfer either by law or liquidity of market.
Open Account System. Under the Funds' Open Account System all shares
-------------------
purchased are credited directly to your account in the designated Fund at the
time of purchase. All shares remain on deposit with U.S. Boston Institutional
Services, Inc., the transfer, dividend-paying and shareholder servicing agent
for the Funds (the "Transfer Agent"). No certificates are issued.
The following services are currently offered by the Open Account
System:
1. You may make additional investments in a Fund by sending a
check (made payable to "Quantitative Group of Funds") to the Funds or by wire,
as described under How to Invest in the Prospectus.
-------------
2. You may select one of the following distribution options
which best fits your needs.
* REINVESTMENT PLAN OPTION: Income dividends and capital gain
distributions paid in additional shares at net asset value.
* INCOME OPTION: Income dividends paid in cash, capital gain
distributions paid in additional shares at net asset value.
* CASH OPTION: Income dividends and capital gain
distributions paid in cash.
You should indicate the Option you prefer, as well as the other
registration details of your account, on the Account Application. The
Reinvestment Plan Option will automatically be assigned unless you select a
different option. Dividends and distributions paid on a class of shares of a
Fund will be paid in shares of such class taken at the per share net asset value
of such class determined at the close of business on the ex-date of the dividend
or distribution or, at the election of the shareholder, in cash.
8
<PAGE>
3. You will receive a statement setting forth the most recent
transactions in your account after each transaction which affects your share
balance.
The cost of services rendered under the Open Account System to the
holders of a particular class of shares of a Fund are borne by that class as an
expense of all shareholders of that class. However, in order to cover additional
administrative costs, any shareholder requesting a historical transcript of his
account will be charged a fee based upon the number of years researched. There
is a minimum fee of $5. The right is reserved on 60 days' written notice to make
charges to individual investors to cover other administrative costs of the Open
Account System.
Tax Deferred Retirement Plans. The Funds offer investors the
-----------------------------
opportunity to participate in the following types of retirement plans:
*For individuals whether or not covered by other qualified plans
*For employees of tax exempt organizations
Capital gains and income received by participants in each of the
foregoing plans are exempt from taxation until distribution from the plans.
Investors considering participation in any such plan should review specific tax
laws relating thereto and should consult their attorneys or tax advisers with
respect to the establishment and maintenance of any such plan. Additional
information, including the fees and charges with respect to these plans, is
available upon request to the Distributor.
Individual Retirement Account (IRA). All individuals (whether or not
-----------------------------------
covered by qualified private or governmental retirement plans) may purchase
shares of any of the Funds pursuant to an IRA. However, contributions to an IRA
for taxable years after 1986 by an individual who is covered by a qualified
private or governmental plan may not be tax-deductible depending on the
individual's income. Detailed information concerning the IRA is available from
the Distributor. Custodian services are provided by State Street Bank and Trust
Company.
Retirement Plan for Employees of Tax Exempt Organizations (403(b)).
------------------------------------------------------------------
Employees of public school systems and certain types of charitable organizations
may enter into a deferred compensation arrangement for the purchase of shares of
any of the Funds without being taxed currently on the investment. Contributions
which are made by the employer through salary reduction are excludable from the
gross income of the employee. Such deferred compensation plans, which are
intended to qualify under Section 403 (b) of the Internal Revenue Code, are
available through the Distributor. Custodian services are provided by State
Street Bank and Trust Company.
HOW TO MAKE EXCHANGES
The procedures for exchanging shares of one Fund for those of another
are described in the Prospectus under How to Make Exchanges.
---------------------
An exchange involves a redemption of all or a portion of shares of
one class of a Fund and the investment of the redemption proceeds in shares of a
like class in another Fund. The redemption will be made at the per share net
asset value of the particular class of shares of a Fund being redeemed which is
next determined after the exchange request is received in proper order.
The shares of the particular class of shares of the Fund being
acquired will be purchased when the proceeds from the redemption become
available, normally on the day of the exchange request, at the per share net
asset value of such class next determined after acceptance of the purchase order
by the Fund being acquired in accordance with the customary policy of that Fund
for accepting investments.
The exchange of shares of one class of a Fund for shares of a like
class of another Fund will constitute a sale for federal income tax purposes on
which the investor will realize a capital gain or loss.
9
<PAGE>
The exchange privilege may be modified or terminated at any time, and
the Funds may discontinue offering shares of any Fund or any class of any Fund
generally or in any particular State without notice to shareholders.
HOW TO REDEEM
The procedures for redeeming shares of a Fund are described in the
Prospectus under How to Redeem.
-------------
Proceeds will normally be forwarded on the second day on which the
New York Stock Exchange is open after a redemption request is processed;
however, the Funds reserve the right to take up to three (3) business days to
make payment. This amount may be more or less than the shareholder's investment
and thus may involve a capital gain or loss for tax purposes. If the shares to
be redeemed represent an investment made by check or through the automatic
investment plan, the Funds reserve the right not to honor the redemption request
until the check or monies have been collected.
Shareholders are entitled to redeem all or any portion of the shares
credited to their accounts by submitting a written request for redemption to
Quantitative Group of Funds. Shareholders who redeem more than $10,000, or
request that the redemption proceeds be paid to someone other than the
shareholders of record or sent to an address other than the address of record,
must have their signature(s) guaranteed by domestic banks, brokers, dealers,
credit unions, national securities exchanges, registered securities
associations, clearing agencies or savings associations. If the shareholder is a
corporation, partnership, agent, fiduciary or surviving joint owner, the Funds
may require additional documentation of a customary nature. Shareholders who
have authorized the Funds to accept telephone instructions may redeem shares
credited to their accounts by telephone. Once made, a telephone request may not
be modified or canceled.
The Funds and the Transfer Agent will employ reasonable procedures to
confirm that instructions communicated by telephone are genuine. If the Funds
and the Transfer Agent fail to do so, they may be liable for any losses due to
unauthorized or fraudulent transactions. The Funds provide written confirmation
of all transactions effected by telephone and only mail the proceeds of
telephone redemptions to the redeeming shareholder's address of record.
The Funds may suspend this right of redemption and may postpone
payment for more than seven days only when the New York Stock Exchange is closed
for other than customary weekends and holidays, or if permitted by the rules of
the Securities and Exchange Commission during periods when trading on the
Exchange is restricted or during any emergency which makes it impracticable for
the Funds to dispose of their securities or to determine fairly the value of
their net assets, or during any other period permitted by order of the
Securities and Exchange Commission.
The Funds reserve the right to redeem shares and mail the proceeds to
the shareholder if at any time the number of shares in the shareholder's account
falls below a specified amount, currently set at 50 shares. Shareholders will be
notified and will have 30 days to bring the account up to the required amount
before any redemption action will be taken by the Funds. To prevent a
shareholder from becoming an affiliate of the Funds, the Funds reserve the right
to redeem shares in a shareholder's account in excess of an amount set from time
to time by the Trustees. No such limit is presently in effect, but such a limit
could be established at any time and could be applicable to existing as well as
future shareholders.
10
<PAGE>
CALCULATION OF NET ASSET VALUE
Net asset value per share of each class of shares of a Fund will be
determined as of close of market on the New York Stock Exchange ("NYSE"), on
each day on which the NYSE is open for trading. Currently, the NYSE is closed
Saturdays, Sundays, and the following holidays: New Year's Day, Martin Luther
King, Jr. Day, Presidents' Day, Good Friday, Memorial Day, the Fourth of July,
Labor Day, Thanksgiving and Christmas. The International Equity and Foreign
Frontier Funds may invest in securities listed on foreign exchanges which trade
on days on which the International Equity and Foreign Frontier Funds do not
compute net asset value (i.e., Saturdays and Exchange holidays) and the net
asset value of shares of the International Equity and Foreign Frontier Funds may
be significantly affected on such days.
Securities for which market quotations are readily available shall be
valued at market value, which is determined by using the last reported sale
price on the primary exchange or market for each such security, or, if no sales
are reported - as in the case of some securities traded over-the-counter - the
mean between the last reported bid and asked prices. Securities quoted in
foreign currencies shall be translated into U.S. dollars based upon the
prevailing exchange rate of each business day. Short-term notes having remaining
maturities of 60 days or less are stated at amortized cost, which approximates
market, subject to a determination by the Trustees that this method represents
fair value. All other securities and assets, including any restricted
securities, will be valued at their fair value as determined in good faith by
the Trustees. Liabilities are deducted from the total, and the resulting amount
is divided by the number of shares outstanding to produce the "net asset value"
per share.
The fair value of any restricted securities from time to time held by
a Fund is determined by its Advisor in accordance with procedures approved by
the Trustees. Such valuations and procedures are reviewed periodically by the
Trustees. The fair value of such securities is generally determined as the
amount which the Fund could reasonably expect to realize from an orderly
disposition of such securities over a reasonable period of time. The valuation
procedures applied in any specific instance are likely to vary from case to
case. However, consideration is generally given to the financial position of the
issuer and other fundamental analytical data relating to the investment and to
the nature of the restrictions on disposition of the securities (including any
registration expenses that might be borne by the Fund in connection with such
disposition). In addition, such specific factors are also generally considered
as the cost of the investment, the market value of any unrestricted securities
of the same class (both at the time of purchase and at the time of valuation),
the size of the holding, the prices of any recent transactions or offers with
respect to such securities and any available analysts' reports regarding the
issuer.
Market quotations are not considered to be readily available for
long-term corporate bonds, debentures and notes; such investments are stated at
fair value on the basis of valuations furnished by a pricing service, approved
by the Trustees, which determines valuations for normal, institutional-size
trading units of such securities using methods based on market transactions for
comparable securities and various relationships between securities which are
generally recognized by institutional traders.
For purposes of determining the net asset value per share of each
class of a Fund, all assets and liabilities initially expressed in foreign
currencies will be valued in U.S. dollars at the mean between the bid and asked
prices of such currencies against U.S. dollars.
Generally, trading in foreign securities, as well as corporate bonds,
U.S. government securities and money market instruments is substantially
completed each day at various times prior to 4:15 p.m. Eastern time upon the
close of business on the primary exchange for such securities. The values of
such securities used in determining the net asset value of the Funds' shares are
computed as of such other times. Foreign currency exchange rates are also
generally determined prior to 4:15 p.m. Eastern time. Occasionally, events
affecting the value of such securities may occur between such times and 4:15
p.m. Eastern time which will not be reflected in the computation of the Funds'
net asset value. If events materially affecting the value of the Funds'
securities occur during such a period, then these securities will be valued at
their fair value as determined in good faith by the Trustees.
Expenses of the Funds directly charged or attributable to any Fund
will be paid from the assets of that Fund except that 12b-1 Plan expenses will
not be borne by holders of Institutional Shares of the Funds and each class of
shares of the Fund will bear its own transfer agency fees. General expenses of
the Funds will be
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allocated among and charged to the assets of the respective Funds on a basis
that the Trustees deem fair and equitable, which may be the relative assets of
each Fund or the nature of the services performed and relative applicability to
each Fund.
DISTRIBUTIONS
Each Fund will be treated as a separate entity for federal income tax
purposes (see Taxation), with its net realized gains or losses being determined
--------
separately, and capital loss carryovers determined and applied on a separate
Fund basis.
TAXATION
It is the policy of each Fund offered to the public to qualify as a
"regulated investment company" ("RIC") by complying with provisions of the
Internal Revenue Code relieving investment companies which distribute
substantially all of their net income (both net investment income and net
realized capital gains) from federal income tax on the amounts distributed.
In order to qualify as a RIC, each Fund must (a) derive at least 90%
of its gross income from dividends, interest, gains from the sale or other
disposition of stock or securities and certain payments with respect to
securities loans; (b) derive less than 30% of its gross income from the sale or
the other disposition of stock or securities and certain other financial
instruments and foreign currencies held less than three months; and (c)
diversify its holdings so that, at the close of each quarter of its taxable
year, (i) at least 50% of the value of its total assets consists of cash, cash
items, Government securities, securities of other RICs, and other securities
limited generally with respect to any one issuer to not more than 5% of the
total assets of the Fund and not more than 10% of the outstanding voting
securities of such issuer and (ii) not more than 25% of the value of its assets
is invested in the securities of any one issuer (other than Government
securities and securities of RIC's). These requirements may limit each Fund's
ability to write covered call options.
Income dividends and short-term capital gain distributions, whether
received in shares or in cash, are treated by shareholders as ordinary income
for federal income tax purposes. Corporate shareholders may be eligible for a
70% dividends-received deduction if all of the net income of a Fund (other than
long-term capital gain) consists of dividends from domestic corporations. The
70% deduction is reduced to the extent such net income is derived from other
sources, such as dividends from foreign corporations, interest or net short-term
capital gains. Distributions which are designated by a Fund as long-term capital
gains, whether received in shares or in cash, are taxable to shareholders as
long-term capital gains (regardless of how long the distributed has been a
shareholder). Any loss from the sale of shares held for six months or less will
be treated as long-term capital loss to the extent of any capital gain
distributions paid with respect to such shares.
Investment income received by the International Equity Fund or
Foreign Frontier Fund from sources within foreign countries may be subject to
foreign income taxes withheld at the source. To the extent that these Funds are
liable for foreign income taxes withheld at the source, the Funds also intend to
operate so as to meet the requirements of the Code to "pass through" to the
Funds' shareholders the credit for foreign income taxes paid, but there can be
no assurance that the Funds will be able to do so.
Investment by the International Equity Fund or Foreign Frontier Fund
in a passive foreign investment company ("PFIC") would subject the Funds to the
U.S. federal income tax. PFIC rules provide that, if the Funds elect to treat a
PFIC as a "qualified electing fund" ("QEF"), then current income and capital
gains realized by the PFIC are taxed to the Funds whether or not they are
actually distributed by the PFIC. If the PFIC does not make such distributions,
the Funds would have to distribute equivalent amounts to their shareholders from
their other assets in order to be relieved of current taxes on such amounts and,
possibly, in order to qualify for federal income taxation as a regulated
investment company and to avoid Federal excise tax. Making QEF elections may not
always be desirable or feasible. If a QEF election were not made for a PFIC, the
Funds would be subject to a U.S. Federal income tax and other charges, including
an interest element, on any gain from the sale of its investment in that PFIC or
on certain distributions made by that PFIC, which other charges could not be
eliminated by having the Fund make distributions to its shareholders. The U.S.
Treasury Department has recently promulgated regulations that permit the Funds
to elect to mark-to-market each year its shares in all
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PFICs for which it has not always had in effect QEF elections, in which case the
Fund would generate currently taxable ordinary income and possibly some non-
deductible interest charges on any unrealized gains on such shares, but current
taxation of the Funds could be generally eliminated by its making appropriate
distributions to shareholders. The Funds intend to make this election for the
fiscal year ended March 31, 1998 and for future years.
Each Fund is required to withhold, for income taxes, 31% of
dividends, distributions and redemption payments if any of the following
circumstances exist: (i) a shareholder fails to provide the Fund with a correct
taxpayer identification number ("TIN"); (ii) the Fund is notified by the
Internal Revenue Service that the shareholder furnished an incorrect TIN; or
(iii) the Fund is notified by the Internal Revenue Service that withholding is
required because the shareholder failed to report the receipt of dividends or
interest from other sources. Withholdings may also be required with respect to
accounts where the shareholder fails to certify that (i) the TIN provided is
correct and (ii) the shareholder is not subject to such withholding. However,
withholding will not be required in the case of certain exempt entities nor in
the case of those shareholders who comply with the procedures as set forth by
the Internal Revenue Service.
The information in this section and under the caption Dividends and
Distribution; Taxation in the Prospectus relates to federal income taxation.
Distributions from investment income and capital gains may also be subject to
state and local taxes. The foregoing is a general discussion, and investors
should consult their tax advisers with respect to specific tax issues and with
respect to the application of federal, state and local tax laws to their
individual circumstances.
The Trust is organized as a Massachusetts business trust. Under
current law, so long as each Fund qualifies for the federal income tax treatment
described above, the Manager believes that neither any Fund nor the Trust will
be liable for any income or franchise tax in the Commonwealth of Massachusetts.
OTHER INVESTMENT PRACTICES
--------------------------
Foreign Currency Transactions. A forward foreign currency exchange contract
-----------------------------
involves an obligation to purchase or sell a specific currency at a future date,
which may be any fixed number of days from the date of the contract agreed upon
by the parties, at a price set at the time of the contract. These contracts are
principally traded in the inter bank market conducted directly between currency
traders (usually large commercial banks) and their customers. A forward contract
generally has no deposit requirement, and no commissions are charged at any
stage for trades.
Since investments in foreign companies will usually involve currencies of
foreign countries, and since the International Equity and Foreign Frontier Funds
may temporarily hold funds in bank deposits in foreign currencies during the
completion of investment programs, the value of the assets of the Funds as
measured in U.S. dollars may be affected favorably or unfavorably by changes in
foreign currency exchange rates and exchange control regulations, and the Funds
may incur costs in connection with conversions between various currencies. Each
Fund will conduct its foreign currency exchange transactions either on a spot
(i.e., cash) basis at the spot rate prevailing in the foreign currency exchange
market, or through entering into forward contracts to purchase or sell foreign
currencies. The Funds will generally not enter into a forward contract with a
term of greater than one year. The Funds' Custodian will place cash or liquid
debt securities into a segregated account of the series in an amount equal to
the value of the Funds' total assets committed to the consummation of forward
foreign currency exchange contracts. If the value of the securities placed in
the segregated account declines, additional cash or securities will be placed in
the account on a daily basis so that the value of the account will equal the
amount of the Funds' commitments with respect to such contracts.
The International Equity and Foreign Frontier Funds will generally enter
into forward foreign currency exchange contracts under two circumstances. First,
when a Fund enters into a contract for the purchase or sale of a security
denominated in a foreign currency, it may desire to "lock in" the U.S. dollar
price of the security. By entering into a forward contract for the purchase or
sale, for a fixed amount of U.S. dollars, of the amount of foreign currency
involved in the underlying security transactions, the Fund will be able to
protect itself against a possible loss resulting from an adverse change in the
relationship between the U.S. dollar and the subject foreign currency during the
period between the date the security is purchased or sold and the date on which
payment is made or received.
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<PAGE>
Second, when a Fund's Advisor believes that the currency of a particular
foreign country may experience an adverse movement against the U.S. dollar, it
may enter into a forward contract to sell an amount of the foreign currency
approximating the value of some or all of the Fund's portfolio securities
denominated in such foreign currency. Alternatively, where appropriate, a Fund
may hedge all or part of its foreign currency exposure through the use of a
basket of currencies where certain of such currencies act as an effective proxy
for other currencies. In such a case, the Fund may enter into a forward contract
where the amount of the foreign currency to be sold exceeds the value of the
securities denominated in such currency. The use of this basket hedging
technique may be more efficient and economical than entering into separate
forward contracts for each currency held in the Fund. The precise matching of
the forward contract amounts and the value of the securities involved will not
generally be possible since the future value of such securities in foreign
currencies will change as a consequence of market movements in the value of
those securities between the date the forward contract is entered into and the
date it matures. The projection of short-term currency market movement is
extremely difficult, and the successful execution of a short-term hedging
strategy is highly uncertain. Under certain circumstances, the Fund may commit a
substantial portion, or up to 75% of the value of its assets, to the
consummation of these contracts. The Fund's Advisor will consider the effect a
substantial commitment of its assets to forward contracts would have on the
investment program of the Fund and the flexibility of the Fund to purchase
additional securities. Other than as set forth above, the Fund will also not
enter into such forward contracts or maintain a net exposure to such contracts
where the consummation of the contracts would obligate the Fund to deliver an
amount of foreign currency in excess of the value of the Fund's portfolio
securities or other assets denominated in that currency. Under normal
circumstances, consideration of the prospect for currency parities will be
incorporated into the longer term investment decisions made with regard to
overall diversification strategies. However, the Fund's Advisor believes that it
is important to have the flexibility to enter into such forward contracts when
it determines that the best interests of the Fund will be served.
At the maturity of a forward contract, a Fund may either sell the portfolio
security and make delivery of the foreign currency, or it may retain the
security and terminate its contractual obligation to deliver the foreign
currency by purchasing an "offsetting" contract obligating it to purchase, on
the same maturity date, the same amount of the foreign currency.
As indicated above, it is impossible to forecast with absolute precision
the market value of portfolio securities at the expiration of the forward
contract. Accordingly, it may be necessary for a Fund to purchase additional
foreign currency on the spot market (and bear the expense of such purchase) if
the market value of the security is less than the amount of foreign currency the
Fund is obligated to deliver and if a decision is made to sell the security and
make delivery of the foreign currency. Conversely, it may be necessary to sell
on the spot market some of the foreign currency received upon the sale of the
portfolio security if its market value exceeds the amount of foreign currency
the Fund is obligated to deliver.
If a Fund retains the portfolio security and engages in an offsetting
transaction, the Fund will incur a gain or a loss (as described below) to the
extent that there has been movement in forward contract prices. If the Fund
engages in an offsetting transaction, it may subsequently enter into a new
forward contract to sell the foreign currency. Should forward prices decline
during the period between the Fund's entering into a forward contract for the
sale of a foreign currency and the date it enters into an offsetting contract
for the purchase of the foreign currency, the Fund will realize a gain to the
extent the price of the currency it has agreed to sell exceeds the price of the
currency it has agreed to purchase. Should forward prices increase, the Fund
will suffer a loss to the extent the price of the currency it has agreed to
purchase exceeds the price of the currency it has agreed to sell.
The Funds are not required to enter into forward contracts with regard to
their foreign currency-denominated securities and will not do so unless deemed
appropriate by the Funds' Advisor. It also should be realized that this method
of hedging against a decline in the value of a currency does not eliminate
fluctuations in the underlying prices of the securities. It simply establishes a
rate of exchange at a future date. Additionally, although such contracts tend to
minimize the risk of loss due to a decline in the value of the hedged currency,
at the same time, they tend to limit any potential gain which might result from
an increase in the value of that currency.
Although the Funds value their assets daily in terms of U.S. dollars, they
do not intend to convert their holdings of foreign currencies into U.S. dollars
on a daily basis. They will do so from time to time, and investors should be
aware of the costs of currency conversion. Although foreign exchange dealers do
not charge a fee for conversion, they do realize a profit based on the
difference (the "spread") between the prices at which they are
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<PAGE>
buying and selling various currencies. Thus, a dealer may offer to sell a
foreign currency to the Funds at one rate, while offering a lesser rate of
exchange should the Funds desire to resell that currency to the dealer.
Short-term Debt Obligations. The Numeric Fund, Numeric II Fund, Growth and
---------------------------
Income Fund, International Equity Fund, and Foreign Frontier Fund may invest in
Short-term Debt Obligations for temporary defensive purposes, and each Fund may
invest in Short-term Debt Obligations for liquidity purposes (e.g., for
redemption of shares, to pay expenses or pending other investments). Short-term
Debt Obligations may include obligations of the U.S. government and (in the case
of the International Equity Fund and Foreign Frontier Fund) securities of
foreign governments. Short-term Debt Obligations may also include certificates
of deposit and bankers acceptances issued by U.S. banks (and, in the case of the
International Equity Fund and Foreign Frontier Fund, foreign banks) having
deposits in excess of $2 billion, commercial paper, short-term corporate bonds,
debentures and notes and repurchase agreements, all with one year or less to
maturity. Investments in commercial paper are limited to obligations (i) rated
Prime-1 by Moody's Investors Service, Inc. or A-1 by Standard & Poor's
Corporation, or in the case of any instrument that is not rated, of comparable
quality as determined by the Manager or Advisor, or (ii) issued by companies
having an outstanding debt issue currently rated Aaa or Aa by Moody's or AAA or
AA by Standard & Poor's. Investments in other corporate obligations are limited
to those having a maturity of one year or less and rated Aaa or Aa by Moody's or
AAA or AA by Standard & Poor's.
Bond Ratings. The Moody's Investors Service, Inc. bond ratings cited above
------------
are as follows:
Aaa: Bonds that are rated "Aaa" are judged to be the best quality and to
carry the smallest degree of investment risk. Interest payments are protected by
a large or exceptionally stable margin and principal is secure.
Aa: Bonds that are rated "Aa" are judged to be of high quality by all
standards. Together with the "Aaa" group, they comprise what are generally known
as "high-grade" bonds. They are rated lower than the best bonds because margins
of protection may not be as large as with "Aaa" securities or other elements may
make long-term risks appear greater than those of "Aaa" securities.
The Standard & Poor's Corporation bond ratings cited above are as follows:
AAA: "AAA" is the highest rating assigned to a debt obligation and
indicates an extremely strong capacity to pay principal and interest.
AA: Bonds rated "AA" also qualify as high quality debt obligations.
Capacity to pay principal and interest is very strong, and in the majority of
instances they differ from "AAA" issues only in small degree.
Repurchase Agreements. A repurchase agreement is a contract under which a
---------------------
Fund would acquire a security for a relatively short period (usually not more
than one week), subject to the obligation of the seller to repurchase and the
Fund to resell such security at a fixed time and price (representing the Fund's
cost plus interest). The Fund will enter into repurchase agreements only with
(i) commercial banks or (ii) registered broker-dealers. Although each Fund may
enter into repurchase agreements with respect to any securities which it may
acquire consistent with its investment policies and restrictions, it is the
Funds' present intention to enter into repurchase agreements only with respect
to obligations of the U.S. government or its agencies or instrumentalities.
While the repurchase agreements entered into by a Fund will provide that the
underlying security at all times shall have a value at least equal to the resale
price stated in the agreements (and, for this purpose, the underlying security
will be marked to market daily), if the seller defaults, the Fund could realize
a loss on the sale of the underlying security to the extent that the proceeds of
the sale including accrued interest are less than the resale price provided in
the agreement including interest. In addition, if the seller should be involved
in bankruptcy or insolvency proceedings, the Fund may incur delay and costs in
selling the underlying security or may suffer a loss of principal and interest
if the Fund is treated as an unsecured creditor and required to return the
underlying collateral to the seller's estate.
Securities Loans. Each Fund may make secured loans of its portfolio
----------------
securities amounting to not more than 30% of its total assets. See Investment
----------
Restrictions of the Funds. The risks in lending portfolio securities, as with
- -------------------------
other extensions of credit, consist of possible delay in recovery of the
securities or possible loss of rights in the collateral should the borrower fail
financially. However, such loans will be made only to broker-dealers that
15
<PAGE>
a Fund's Advisor believes to be of high credit standing. Securities loans are
made to broker-dealers pursuant to agreements requiring that loans be
continuously secured by collateral in cash or cash equivalents (such as U.S.
Treasury bills) at least equal at all times to the market value of the
securities lent. The borrower pays to a Fund an amount equal to any dividends or
interest received on the securities lent. A Fund may invest the cash collateral
received in interest-bearing, short-term securities or receive a fee from the
borrower. Although voting rights, or rights to consent, with respect to the
loaned securities pass to the borrower, a Fund retains the right to call the
loans at any time on reasonable notice, and it will do so in order that the
securities may be voted by a Fund if the holders of such securities are asked to
vote upon or consent to matters materially affecting the investment. A Fund may
also call such loans in order to sell the security involved.
Options. The Numeric Fund, Numeric II Fund, Growth and Income Fund, and
-------
Foreign Frontier Fund may write covered call options which are traded on
national securities exchanges with respect to stocks in their portfolios
(ensuring that the Funds at all times will have in their portfolios the
securities which they may be obligated to deliver if the options are exercised).
The "writer" of a call option gives to the purchaser of that option the right to
buy the underlying security from the writer at the exercise price prior to the
expiration date of the call. Call options are generally written for periods of
less than six months. Each of these Funds' ability to write such options may be
limited by its intention to qualify as a "regulated investment company" under
the Internal Revenue Code. See Taxation. These Funds may write covered call
--------
options on securities in their portfolios in an attempt to realize a greater
current return than would be realized on the securities alone or to provide
greater flexibility in disposing of such securities. The Numeric Fund, Numeric
II Fund, Growth and Income Fund, and Foreign Frontier Fund may also write call
options to partially hedge a possible stock market decline. Because these Funds'
objective is growth of capital, covered call options would not be written except
at a time when it is believed that the price of the common stock on which the
call is being written will not rise in the near future and the Fund does not
desire to sell the common stock for tax or other reasons. The writer of a
covered call option receives a premium for undertaking the obligation to sell
the underlying security at a fixed price during the option period if the option
is exercised. So long as these Funds remain obligated as writers of covered
calls, they forego the opportunity to profit from increases in the market prices
of the underlying securities above the exercise prices of the options, except
insofar as the premiums represent such profits, and retain the risk of loss
should the value of the underlying securities decline. These Funds may also
enter into "closing purchase transactions" in order to terminate their
obligations as writers of covered call options prior to the expiration of the
options. Although limiting writing covered call options to those which are
traded on national securities exchanges increases the likelihood of being able
to make closing purchase transactions, there is no assurance that these Funds
will be able to effect such transactions at any particular time or at an
acceptable price. If the Funds were unable to enter into a closing purchase
transaction, the principal risks to the Funds would be the loss of any capital
appreciation of the underlying security in excess of the exercise price and the
inability to sell the underlying security in a down market until the call option
was terminated. The writing of covered call options could result in an increase
in the portfolio turnover rates of the Funds, especially during periods when
market prices of the underlying securities appreciate.
Short Sales. The Numeric II Fund also may engage in short sales
-----------
of securities. These transactions involve the Fund selling securities it does
not own in anticipation of a decline in the market value of that security. To
effect such transactions, the Fund must borrow the security to make delivery to
a buyer and then later replace the borrowed security by purchasing it at market
price. The Adviser may sell securities short in anticipation of a decline in the
price of the security between the time it is sold and the time it is purchased
for replacement. However, the actual replacement price of the security may be
more or less than the price at the time of sale. The Fund will realize a gain if
its replacement price is less than the sale price, but will experience a loss if
there is an increase in price. The Fund also will incur transaction costs,
including interest expenses, and will be required to make margin deposits with
brokers until the short position is closed out.
No securities will be sold short if, after giving effect to any
short sales, the value of all securities sold short would exceed 25% of the
Fund's net assets. The Fund will place in a segregated account with its
custodian an amount of cash or U.S. government securities equal to the
difference between (i) the market value of the securities sold short at the time
of sale and (ii) any cash or securities required by the broker to be deposited
as margin for the short sale (excluding the proceeds of the short sale). The
value of U.S. government securities and cash in the segregated account will be
marked to market daily and additional deposits will be added if the value of the
Fund's short position declines. At all times, however, the deposits in the
segregated account together with the amounts held by the broker as margin will
not be less than the initial market value of the securities sold short.
16
<PAGE>
All of the Funds may sell short securities identical to ones that
they own in their portfolios. Such transactions, which are known as "shorting
against the box," may be made for the purpose of deferring realization of gain
or loss for federal income tax purposes.
Forward Commitments. Each Fund may make contracts to purchase securities
-------------------
for a fixed price at a future date beyond customary settlement time ("forward
commitments"), if the Fund holds, and maintains until the settlement date in a
segregated account with the Funds' custodian, cash or Short-term Debt
Obligations in an amount sufficient to meet the purchase price. These debt
obligations will be marked to market on a daily basis and additional liquid
assets will be added to such segregated accounts as required. Forward
commitments may be considered securities in themselves. They involve a risk of
loss if the value of the security to be purchased declines prior to the
settlement date, which risk is in addition to the risk of decline in the value
of the Fund's other assets. Although a Fund will generally enter into forward
commitments with the intention of acquiring securities for its portfolio, a Fund
may dispose of a commitment prior to settlement if the Advisor deems it
appropriate to do so. A Fund may realize short-term profits or losses upon the
sale of forward commitments.
Warrants. The Funds may invest in warrants purchased as units or
--------
attached to securities purchased by the series. Warrants are options to purchase
equity securities at specific prices valid for a specific period of time. Their
prices do not necessarily move parallel to the prices of the underlying
securities. Warrants have no voting rights, receive no dividends and have no
rights with respect to the assets of the issuer.
INVESTMENT RESTRICTIONS OF THE FUNDS
As fundamental policies, which may not be changed without "a vote of
the majority of the outstanding voting securities" of a Fund (as defined below)
, the Funds will not take any of the following actions with respect to such
Fund:
(1) purchase any security if as a result a Fund would then hold
more than 10% of any class of securities of an issuer (taking all common stock
issues of an issuer as a single class, all preferred stock issues as a single
class, and all debt issues as a single class) or more than 10% of the
outstanding voting securities of an issuer;
(2) purchase any security if as a result any Fund would then
have more than 10% of the value of its net assets (taken at current value)
invested in any of the following types of investment vehicles: in securities of
companies (including predecessors) less than three years old, in securities
which are not readily marketable, in securities which are subject to legal or
contractual restrictions on resale ("restricted securities") and in repurchase
agreements which have a maturity longer than seven (7) days, provided, however,
that no Fund may invest more than 15% of its assets in illiquid securities;
(3) make short sales of securities or maintain a short position,
if, for the Numeric II Fund, as a result the value of all securities sold short
would exceed 25% of the Fund's net assets; or, for all other Funds, unless at
all times when a short position is open the particular Fund owns an equal amount
of such securities or securities convertible into, or exchangeable without
payment of any further consideration for, securities of the same issue as, and
equal in amount to, the securities sold short, and unless not more than 10% of
the Fund's net assets (taken at current value) is held as collateral for such
sales at any one time. Such sales of securities subject to outstanding options
would not be made. A Fund may maintain short positions in a stock index by
selling futures contracts on that Index.);
(4) issue senior securities, borrow money or pledge its assets
except that a Fund may borrow from a bank for temporary or emergency purposes in
amounts not exceeding 10% (taken at the lower of cost or current value) of its
total assets (not including the amount borrowed) and pledge its assets to secure
such borrowings. A Fund will not purchase any additional portfolio securities so
long as its borrowings amount to more than 5% of its total assets. (For purposes
of this restriction, collateral arrangements with respect to the writing of
covered call options and options on index futures and collateral arrangements
with respect to margin for a stock index future are not deemed to be a pledge of
assets and neither such arrangements nor the purchase or sale of stock index
futures or the purchase of related options are deemed to be the issuance of a
senior security.);
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(5) purchase or retain securities of any company if, to the
knowledge of the Funds, officers and Trustees of the Funds or of the Manager or
of the Advisor of the particular Funds who individually own more than 1/2 of 1%
of the securities of that company together own beneficially more than 5% of such
securities;
(6) buy or sell real estate or interests in real estate,
although it may purchase and sell securities which are secured by real estate
and securities of companies which invest or deal in real estate;
(7) act as underwriter except to the extent that, in connection
with the disposition of Fund securities, it may be deemed to be an underwriter
under certain provisions of the federal securities laws;
(8) make investments for the purpose of exercising control or
management;
(9) participate on a joint or joint and several basis in any
trading account in securities;
(10) write, purchase, or sell puts, calls or combinations
thereof, except that: (i) the Numeric, Numeric II Fund, Growth and Income Fund,
and Foreign Frontier Fund may each write covered call options with respect to
all of their portfolio securities; (ii) the Numeric II Fund and Foreign Frontier
Fund may purchase put options and call options on widely recognized securities
indices, common stock of individual companies or baskets of individual companies
in a particular industry or sector; (iii) the Numeric Fund may purchase put and
call options on stock index futures and on stock indices; (iv) the International
Equity Fund may purchase and write call options on stock index futures and on
stock indices; and (v) each of the Funds may sell and purchase such options to
terminate existing positions;
(11) invest in interests in oil, gas or other mineral
exploration or development programs, although it may invest in the common stocks
of companies which invest in or sponsor such programs;
(12) make loans, except (i) through the purchase of bonds,
debentures, commercial paper, corporate notes and similar evidences of
indebtedness of a type commonly sold privately to financial institutions, (ii)
through repurchase agreements and loans of portfolio securities (limited to 30%
of the value of a Fund's total assets). The purchase of a portion of an issue of
such securities distributed publicly, whether or not such purchase is made on
the original issuance, is not considered the making of a loan;
(13) invest more than 25% of the value of its total assets in
any one industry;
No more than 5% of the value of a Fund's total assets will be
invested in repurchase agreements which have a maturity longer than seven (7)
days, (Investments in repurchase agreements which have a longer maturity are not
considered to be readily marketable and their purchase is therefore also
restricted as set forth in restriction number (2) above). In addition, a Fund
will not enter into repurchase agreements with a securities dealer if such
transactions constitute the purchase of an interest in such dealer under the
Investment Company Act of 1940.
All percentage limitations on investments will apply at the time of
the making of an investment and shall not be considered violated unless an
excess or deficiency occurs or exists immediately after and as a result of such
investment.
As provided in the Investment Company Act of 1940, a "vote of a
majority of the outstanding voting securities" necessary to amend a fundamental
policy as to any Fund means the affirmative vote of the lesser of (1) more than
50% of the outstanding shares of such Fund or (2) 67% or more of the shares of
such Fund present at a meeting if more than 50% of the outstanding shares are
represented at the meeting in person or by proxy.
The Funds have undertaken to a state securities authority that, so long as the
state authority requires and shares of the Funds are registered for sale in that
state, the Funds will not acquire or retain the securities of open-end
investment companies.
18
<PAGE>
PERFORMANCE MEASURES
Average Annual Total Rate of Return(1), (2), (3)
<TABLE>
<CAPTION>
Year Ended 5 Years Ended 10 Years Ended
March 31, 1997 March 31, 1997 March 31, 1997 Since Inception
<S> <C> <C> <C> <C>
Numeric Fund
Ordinary Shares 0.70% __ __ 21.77% (8/3/92)
Institutional Shares 2.22% __ __ 17.63% (1/6/93)
Numeric II Fund
Ordinary Shares 17.47% __ __ 25.32% (3/21/95)
Institutional Shares 17.51% __ __ 24.73% (4/17/95)
Growth and Income Fund
Ordinary Shares 16.79% 13.19% 12.32% 14.58% (5/9/85)
Institutional Shares 18.62% 13.99% __ 13.58% (3/25/91)
International Equity Fund
Ordinary Shares 2.79% 7.49% __ 3.50% (7/31/87)
Institutional Shares 4.38% __ __ 1.63% (8/25/94)
Foreign Frontier Fund
Ordinary Shares 9.16% __ __ (2.24%) (8/8/94)
Institutional Shares __ __ __ 9.54% (4/2/96)
</TABLE>
(1) Total return with all dividends and capital gains reinvested. The
performance data quoted represents past performance. The investment
return and principal value of a current investment will fluctuate so
that an investor's shares, when redeemed, may be worth more or less
than their original cost.
(2) These results reflect the impact of a 2% expense cap applicable to
the Quantitative Numeric Fund, Quantitative Growth and Income Fund,
and Quantitative International Equity Fund (when applicable) as
described in the Prospectus, and expense waivers and/or
reimbursements applicable to the Funds. If the expenses had not been
subsidized, the performance would have been lower.
(3) The return for the Ordinary Shares of the Funds takes into account a
one percent (1%) deferred sales charge imposed at the time of
redemption. The deferred sales charge is not imposed in the case of
redemptions of Institutional Shares, redemptions of Ordinary Shares
of the Numeric II Fund purchased on or after August 1, 1996,
involuntary redemptions, redemptions of Shares tendered for exchange
and redemptions of Shares held by contributory plans qualified under
Section 401(k) of the Internal Revenue Code or for certain other
redemptions. (See How to Redeem in the Prospectus.) The returns for
the Institutional Shares of the Foreign Frontier Fund are aggregate
total return figures covering a period of less than one year and are
not annualized.
From time to time, the Funds may advertise their performance in
various ways. These methods include providing information on the returns of the
Funds and comparing the performance of the Funds to relevant benchmarks.
Performance will be stated in terms of total return. "Total return" figures are
based on the historical performance of each Fund, show the performance of a
hypothetical investment and are not intended to indicate future performance.
Under the rules of the Securities and Exchange Commission (the
"Commission"), funds advertising performance must include total return quotes,
"T" below, calculated according to the following formula:
P(1+T)/n/ = ERV
Where: P = a hypothetical initial payment of $1,000
T = average annual total return
n = number of years (1, 5, or 10)
19
<PAGE>
ERV = ending redeemable value of a hypothetical $1,000 payment made at the
beginning of the "n" year period (or fractional portion thereof) at the end of
such period.
The average annual total return will be calculated under the foregoing
formula and the time periods used in advertising will be based on rolling
calendar quarters, updated to the last day of the most recent quarter prior to
submission of the advertising for publication, and will cover one, five, and ten
year periods plus the time period since the effective date of the registration
statement relating to the particular Fund. When the period since inception is
less than one year, the total return quoted will be the aggregate return for the
period. In calculating redeemable value, the maximum sales load is deducted from
the initial $1,000 payment and all dividends and distributions by the Fund are
deemed to have been reinvested at net asset value as described in the Prospectus
on the reinvestment dates during the period. Total return, or "T" in the formula
above, is computed by finding the average annual compounded rates of return over
the 1, 5 and 10 year periods (or fractional portions thereof) that would equate
the initial amount invested to the ending redeemable value. Any sales loads that
might in the future be made applicable at the time to reinvestments would be
included as would any recurring account charges that might be imposed on the
Fund. The average annual total returns for the Funds are set forth in the
Prospectus under the caption Performance Data.
----------------
In reports to shareholders or other literature, the Funds may compare
their performance to that of other mutual funds with similar investment
objectives and to stock or other relevant indices. For example, it may compare
its performance to rankings prepared by Lipper Analytical Services Inc. (Lipper)
or Morningstar, Inc., widely recognized independent services which monitor the
performance of mutual funds. The Funds may also compare their performance to the
Standard & Poor's 500 Stock Index (S&P 500) or Standard & Poor's 400 Mid Cap
Index, indexes of unmanaged groups of common stocks; the Russell 2000, an
unmanaged index of the smallest 2,000 of the 3,000 largest U.S. companies; the
Morgan Stanley Capital International Europe, Australia, Far East Index, an index
of unmanaged groups of common stocks of foreign companies having their principal
business activities in one of eighteen foreign countries in Europe, Australia,
and the Far East; or the Baring Emerging Markets Index, International Finance
Corporation Investable Composite Index or the Morgan Stanley Capital
International Emerging Markets Free Index, indexes of unmanaged groups of common
stocks of foreign companies having their principal business activities in
emerging nations. In making such comparisons, the Funds may from time to time
include a total aggregate return figure or an average annual total return figure
that is not calculated according to the formula set forth above in order to make
a more accurate comparison to other measures of investment return. For such
purposes, the Funds calculate their aggregate total return in the same manner as
the above formula except that no sales charges are deducted from the initial
amount. When the period since inception is less than one year, the total return
quoted will be the aggregate return for the period. The Funds, however, will
disclose the maximum sales charge and will also disclose that the performance
data so quoted do not reflect sales charges and that the inclusion of sales
charges would reduce the performance quoted. Such alternative information will
be given no greater prominence in such sales literature than the information
prescribed under Commission rules.
Performance information, rankings, ratings, published editorial comments
and listings reported in national financial publications may also be used in
computing performance of the Funds (if the Funds are listed in any such
publication). Performance comparisons should not be considered as representative
of the future performance of the Funds.
THE QUANTITATIVE GROUP
The Trust was established in 1983 as a business trust under Massachusetts
law. A copy of the Amended and Restated Declaration of Trust (as amended through
July 19, 1993) amending and restating the Agreement and Declaration of Trust
dated June 27, 1983, is on file with the Secretary of the Commonwealth of
Massachusetts. The Trust has an unlimited authorized number of shares of
beneficial interest which may, without shareholder approval, be divided into an
unlimited number of series of such shares and an unlimited number of classes of
shares of any such series. Shares are presently divided into five series of
shares, the Funds, each comprised of two classes of shares. There are no rights
of conversion between shares of different Funds which are granted by the Amended
and Restated Declaration of Trust, but holders of shares of either class of a
Fund may exchange all or a portion of their shares for shares of a like class in
another Fund (subject to their
20
<PAGE>
respective minimums). No exchanges are permitted from one class of shares to
another class of shares of the same or a different Fund.
These shares are entitled to one vote per share (with proportional voting
for fractional shares) on such matters as shareholders are entitled to vote,
including the election of Trustees. Shares vote by individual Fund on all
matters except that (i) when the Investment Company Act of 1940 so requires,
shares shall be voted in the aggregate and not by individual Fund and (ii) when
the Trustees of the Funds have determined that a matter affects only the
interest of one or more Funds, then only holders of shares of such Fund shall be
entitled to vote thereon.
There will normally be no meetings of shareholders for the purpose of
electing Trustees unless and until such time as less than a majority of the
Trustees have been elected by the shareholders, at which time the Trustees then
in office will call a shareholders' meeting for the election of Trustees. In
addition, Trustees may be removed from office by a written consent signed by the
holders of two-thirds of the outstanding shares of each Fund and filed with the
Funds' custodian or by a vote of the holders of two-thirds of the outstanding
shares of each Fund at a meeting duly called for that purpose, which meeting
shall be held upon the written request of the holders of not less than 10% of
the outstanding shares. Upon written request by ten or more shareholders, who
have been such for at least six months and who hold, in the aggregate, shares
having a net asset value of at least $25,000, stating that such shareholders
wish to communicate with the other shareholders for the purpose of obtaining the
signatures necessary to demand a meeting to consider removal of a Trustee, the
Funds have undertaken to provide a list of shareholders or to disseminate
appropriate materials (at the expense of the requesting shareholders). Except as
set forth above, the Trustees shall continue to hold office and may appoint
their successors.
Shares are freely transferable, are entitled to dividends as declared by
the Trustees, and in liquidation of the Trust are entitled to receive the net
assets of their Fund, but not of the other Funds. Shareholders have no
preemptive rights. The Funds' fiscal year ends on the last day of March.
Under Massachusetts law, shareholders could, under certain circumstances,
be held liable for the obligations of the Funds. However, the Agreement and
Declaration of Trust disclaims shareholder liability for acts or obligations of
the Funds and requires notice of such disclaimer be given in each agreement,
obligation or instrument entered into or executed by the Funds or the Trustees.
The Agreement and Declaration of Trust provides for indemnification out of a
Fund's property for all loss and expense of any shareholder of that Fund held
liable on account of being or having been a shareholder. Thus, the risk of a
shareholder incurring financial loss on account of shareholder liability is
limited to circumstances in which the Fund of which he was a shareholder would
be unable to meet its obligations.
EXPERTS
The audited financial statements as of March 31, 1997 included in
this Statement of Additional Information have been so included in reliance upon
the report of Price Waterhouse LLP, independent accountants, given on the
authority of that firm as experts in accounting and auditing.
21
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
PORTFOLIO OF INVESTMENTS March 31, 1997
QUANTITATIVE NUMERIC FUND
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
COMMON STOCK--92.4% (a)
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
APPAREL & TEXTILES--1.9%
Finish Line Inc., Class A (b) 57,225 $ 1,273,256
-----------
AUTO PARTS--2.0%
Gentex Corporation (b) (with rights exp. 8/26/01) 68,300 1,348,925
-----------
BANKS--2.0%
Bank Plus Corporation (b) 38,360 397,985
PFF Bancorp Inc. (b) 66,560 956,800
-----------
1,354,785
-----------
BUSINESS SERVICES--4.4%
APAC TeleServices Inc. (b) 34,615 899,990
BA Merchant Services Inc., Class A (b) 76,545 1,052,494
National Techteam Inc. (b) 61,185 948,367
-----------
2,900,851
-----------
COMPUTERS & BUSINESS
EQUIPMENT--1.4%
Xircom Inc. (b) 60,800 919,600
-----------
CONSTRUCTION MATERIALS--2.5%
Medusa Corporation 43,625 1,635,937
-----------
DRUGS & HEALTH CARE--13.8%
Curative Health Services Inc. (b) 48,380 1,112,740
FPA Medical Management Inc. (b) 45,980 885,115
Lincare Holdings Inc. (b) 32,740 1,350,525
Multicare Companies Inc. (b) 71,470 1,348,996
North American Vaccine Inc. (b) 38,560 776,020
Orthodontic Centers of America Inc. (b) 86,715 1,170,652
Quintiles Transnational Corporation (b) 17,550 945,506
Quorum Health Group Inc. (b) 45,690 1,410,679
Theragenics Corporation 9,640 144,600
-----------
9,144,833
-----------
ELECTRIC UTILITIES--1.7%
TNP Enterprises Inc. 52,000 1,111,500
-----------
ELECTRICAL EQUIPMENT--1.4%
Symmetricom Inc. (b) 65,220 929,385
-----------
ELECTRONICS--2.1%
SCI Systems Inc. (b) 27,085 1,371,178
-----------
FINANCIAL SERVICES--10.8%
Aames Financial Corporation 41,805 846,551
AmeriCredit Corporation (b) 66,390 1,153,526
First Alliance Company (b) 43,910 1,031,885
Money Store Inc. 54,365 1,141,665
Ocwen Financial Corporation (b) 43,735 1,268,315
Pacificamerica Money Center Inc. (b) 33,790 1,013,700
Wilshire Financial Services Group Inc. (b) 47,035 682,008
-----------
7,137,650
-----------
GAS & PIPELINE UTILITIES--1.7%
Falcon Drilling (b) 30,450 1,126,650
-----------
GAS EXPLORATION--2.3%
Nuevo Energy Company (b) 18,555 712,048
Seagull Energy Corporation (b) 44,300 797,400
-----------
1,509,448
-----------
HOMEBUILDERS--0.8%
Centex Corporation 15,880 559,770
-----------
</TABLE>
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
HOTELS AND RESTAURANTS--1.4%
Showbiz Pizza Time Inc. (b) 51,555 $ 902,212
-----------
HOUSEHOLD APPLIANCES/
FURNISHING--1.8%
Furniture Brands International Inc. (b) 79,055 1,185,825
-----------
INDUSTRIAL MACHINERY--1.3%
Wyman Gordon Company (b) 43,880 894,055
-----------
INSURANCE--5.9%
American Bankers Insurance Group Inc. 28,700 1,399,125
CMAC Investment Corporation 40,710 1,358,696
Fremont General Corporation 40,380 1,135,688
-----------
3,893,509
-----------
PETROLEUM SERVICES--3.4%
Marine Drilling Companies Inc. (b) 60,455 1,073,076
Pride Petroleum Services Inc. (b) 58,750 1,219,063
-----------
2,292,139
-----------
POLLUTION CONTROL--2.1%
United Waste Systems Inc. (b) 36,605 1,363,536
-----------
RETAIL GROCERY--1.5%
Richfood Holdings Inc. 54,525 1,022,344
-----------
RETAIL TRADE--8.2%
Dress Barn (b) 62,295 1,051,228
JumboSports Inc. (b) 103,810 570,955
Lands End Inc. (b) 57,945 1,535,543
Ross Stores Inc. 50,074 1,270,628
Tiffany & Company 27,000 1,026,000
-----------
5,454,354
-----------
SAVINGS AND LOAN--3.8%
Astoria Financial Corporation 33,630 1,210,680
Glendale Federal Bank (b) 56,250 1,293,750
-----------
2,504,430
-----------
SOFTWARE--10.5%
Arbor Software Corporation (b) 32,820 820,500
Credit Management Solutions Inc. (b) 33,355 341,889
Forte Software Inc. (b) 22,600 519,800
International Network Services (b) 31,230 585,563
Rational Software Corporation (b) 23,345 481,491
Siebel Systems Inc. (b) 62,420 1,045,535
Technology Modeling Associates Inc. (b) 54,875 569,328
Vantive Corporation (b) 41,970 860,385
Videoserver Inc. (b) 28,760 679,455
Wind River Systems Inc. (b) 46,410 1,096,436
-----------
7,000,382
-----------
TELECOMMUNICATION
SERVICES--2.3%
Allin Communications Corporation (b) 57,015 798,210
DSP Communications Inc. (b) 55,770 536,786
NACT Telecommunications Inc. (b) 30,955 181,861
-----------
1,516,857
-----------
TIRES AND RUBBER--1.4%
Safeskin Corporation (b) 51,720 937,425
-----------
TOTAL COMMON STOCK
(Cost $70,016,054) $61,290,836
===========
</TABLE>
22
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
PORTFOLIO OF INVESTMENTS March 31, 1997
QUANTITATIVE NUMERIC FUND--CONTINUED
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
SHORT TERM INVESTMENTS--6.6% (a)
<CAPTION>
Par Value Value
<S> <C> <C>
State Street Repo 4%, 1 April, 1997 (Cost $4,390,000)
(Dated 3/31/97), Collaterized by $3,765,000 U.S.
Treasury Bond 8.875%, 2/15/2019, Market Value
$4,481,551, Repurchase Proceeds $4,390,488. $4,390,000 $ 4,390,000
-----------
TOTAL SHORT TERM INVESTMENTS
(Cost $4,390,000) $ 4,390,000
-----------
TOTAL INVESTMENTS--99.0% (A)
(Cost $74,406,054) (c) $65,680,836
===========
</TABLE>
(a) Percentages indicated are based upon total net assets.
(b) Non-income producing security.
(c) At March 31, 1997, the net unrealized depreciation of investments based on
aggregate cost for federal tax purposes of $74,466,287 was as follows:
<TABLE>
<S> <C>
Aggregate gross unrealized appreciation for all investments
in which there is an excess of value over tax cost $ 1,282,399
Aggregate gross unrealized depreciation for all investments
in which there is an excess of tax cost over value (10,067,850)
------------
Net unrealized depreciation $ (8,785,451)
============
</TABLE>
The accompanying notes are an integral part of these financial statements.
23
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
PORTFOLIO OF INVESTMENTS March 31, 1997
QUANTITATIVE NUMERIC II FUND
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
COMMON STOCK--98.1% (a)
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
APPAREL & TEXTILES--4.2%
Tommy Hilfiger Corporation (b) 3,440 $ 179,740
Fruit Of The Loom Inc., Class A (b) 4,820 200,030
----------
379,770
----------
AUTOMOBILES--1.6%
Lear Corporation (b) 4,310 143,846
----------
BANKS--4.3%
Charter One Financial Inc. 4,185 183,617
Union Planters Corporation (with rights exp. 1/19/99) 5,015 203,734
----------
387,351
----------
CHEMICALS--1.4%
Goodrich B.F. Company 3,500 128,187
----------
COMPUTERS & BUSINESS
EQUIPMENT--8.5%
Cisco Systems Inc. (b) 3,500 168,438
Compaq Computer Corporation (b) 2,350 180,069
Gateway 2000 Inc. (b) 4,700 240,875
Micron Electronics Inc. (b) 9,825 187,903
----------
777,285
----------
CONGLOMERATES--3.3%
Lancaster Colony Corporation
(with rights exp. 4/20/00) 2,600 119,600
U.S. Industries Inc. (b) 5,060 178,365
----------
297,965
----------
CONTAINERS & GLASS--3.3%
Crown Cork & Seal Inc. 3,120 161,070
Temple-Inland Inc. 2,750 144,375
----------
305,445
----------
DRUGS & HEALTH CARE--10.5%
Biogen Inc. (b) 4,610 172,299
Bristol-Myers Squibb Company 2,200 129,800
MedPartners Inc. (b) 6,940 147,475
Oxford Health Plans Inc. (b) 1,640 96,145
Schering-Plough Corporation 3,000 218,250
Warner-Lambert Company 2,240 193,760
----------
957,729
----------
ELECTRIC UTILITIES--3.6%
Entergy Corporation 4,100 100,450
Montana Power Company 5,100 109,650
New York State Electric & Gas Corporation 5,300 114,613
----------
324,713
----------
ELECTRICAL EQUIPMENT--1.8%
Raychem Corporation 1,955 161,043
----------
FOOD & BEVERAGES--1.8%
Coca-Cola Enterprises Inc. 2,795 160,363
----------
GAS EXPLORATION--3.1%
Apache Corporation 4,500 150,750
Oryx Energy Company (b) 6,760 130,130
----------
280,880
----------
HOMEBUILDERS--0.8%
Centex Corporation 2,075 73,144
----------
</TABLE>
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
INDUSTRIAL MACHINERY--2.0%
U.S. Filter Corporation (b) 5,790 $ 178,766
----------
INSURANCE--5.6%
ITT Hartford Group Inc. 1,515 109,269
Ohio Casualty Corporation 4,565 187,736
Old Republic International Corporation 8,205 210,253
----------
507,258
----------
LEISURE TIME--2.1%
International Game Technology 11,875 191,484
----------
NEWSPAPERS--2.6%
Times Mirror Company, Class A 4,375 238,984
----------
PAPER--2.3%
Fort Howard Corporation (b) 6,700 208,537
----------
PETROLEUM SERVICES--3.3%
Global Marine Inc. (b) 7,035 151,252
Noble Drilling Corporation (b) 8,695 149,989
----------
301,241
----------
RETAIL GROCERY--3.9%
American Stores Company
(with rights exp. 3/18/98) 4,470 198,915
Food Lion Inc., Class A 19,000 155,563
----------
354,478
----------
RETAIL TRADE--6.1%
Blyth Industries Inc. (b) 2,975 107,472
Corporate Express Inc. (b) 7,342 75,256
Ross Stores Inc. 7,800 197,925
TJX Companies Inc. 4,150 177,413
----------
558,066
----------
SAVINGS AND LOAN--8.4%
Ahmanson H.F. & Company 5,110 186,515
Great Western Financial Corporation 5,500 222,063
Greenpoint Financial Corporation 3,325 171,237
Washington Mutual Inc. 3,850 186,003
----------
765,818
----------
SOFTWARE--8.9%
Compuware Corporation (b) 4,200 263,550
Electronic Arts (b) 5,000 133,125
Electronics For Imaging Inc. (b) 3,880 154,715
Equifax Inc. 4,700 128,075
HBO & Company 2,750 130,625
----------
810,090
----------
TELECOMMUNICATION SERVICES--1.4%
PairGain Technologies Inc. (b) 4,310 127,684
----------
TELEPHONE--1.2%
LCI International Inc. (b) 6,455 108,121
----------
TOBACCO--2.1%
RJR Nabisco Holdings Corporation 5,900 190,275
----------
TOTAL COMMON STOCK
(Cost $8,177,177) $8,918,523
----------
</TABLE>
24
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
PORTFOLIO OF INVESTMENTS March 31, 1997
QUANTITATIVE NUMERIC II FUND--CONTINUED
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
SHORT TERM INVESTMENTS--2.7% (a)
<TABLE>
<CAPTION>
Par
Value Value
<S> <C> <C>
State Street Repo 2%, 1 April, 1997 (Cost $245,000) (Dated
3/31/97), Collateralized by $205,000 U.S. Treasury Bond
9.125%, 5/15/2018, Market Value $253,957, Repurchase
Proceeds $245,013. $245,000 $ 245,000
----------
TOTAL SHORT TERM INVESTMENTS
(Cost $245,000) $ 245,000
==========
TOTAL INVESTMENTS--100.8% (A)
(Cost $8,422,177) (c) $9,163,523
==========
</TABLE>
(a) Percentages indicated are based upon total net assets.
(b) Non-income producing security.
(c) At March 31, 1997, the net unrealized appreciation of investments based on
aggregate cost for federal tax purposes of $8,437,833 was as follows:
<TABLE>
<S> <C>
Aggregate gross unrealized appreciation for all investments in
which there is an excess of value over tax cost $1,214,894
Aggregate gross unrealized depreciation for all investments in
which there is an excess of tax cost over value (489,204)
----------
Net unrealized appreciation $ 725,690
==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
25
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS
PORTFOLIO OF INVESTMENTS March 31, 1997
QUANTITATIVE DISCIPLINED GROWTH FUND
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
COMMON STOCK--26.1% (a)
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
BANKS--1.3%
BanPonce Corporation 700 $ 24,850
--------
BUSINESS SERVICES--5.3%
Comdisco, Inc. (with rights exp. 11/17/97) 700 21,788
Corrections Corporation America (b) 900 21,825
Robert Half International Inc. (b) 1,700 59,288
--------
102,901
--------
CHEMICALS--2.7%
Cabot Corporation 1,400 33,600
Lubrizol Corporation 600 19,500
--------
53,100
--------
CONTAINERS & GLASS--2.4%
Temple-Inland Inc. 900 47,250
--------
DOMESTIC OIL--1.0%
Noble Affiliates Inc. 500 18,875
--------
DRUGS & HEALTH CARE--1.6%
McKesson Corporation 500 32,000
--------
ELECTRIC UTILITIES--2.6%
Pinnacle West Capital Corporation 1,700 51,211
--------
HOTELS AND RESTAURANTS--1.5%
Wendy's International Inc. 1,400 28,875
--------
INSURANCE--1.6%
Conseco Inc. 900 32,063
--------
PETROLEUM SERVICES--1.4%
Reading & Bates Corporation (b) 1,200 27,150
--------
STEEL--1.8%
Bethleham Steel Corporation (b)
(with rights exp. 10/18/98) 4,200 34,650
--------
TELEPHONE--2.9%
Cincinnati Bell Inc. 1,000 56,500
--------
TOTAL COMMON STOCK
(Cost $526,125) (c) $509,425
========
</TABLE>
(a) Percentages indicated are based upon total net assets.
(b) Non-income producing security.
(c) At March 31, 1997, the net unrealized depreciation of investments based on
aggregate cost for federal tax purposes of $526,306 was as follows:
<TABLE>
<S> <C>
Aggregate gross unrealized appreciation for all investments in
which there is an excess of value over tax cost. $ 14,167
Aggregate gross unrealized depreciation for all investments in
which there is an excess of tax cost over value. (31,048)
--------
Net unrealized depreciation $(16,881)
========
</TABLE>
The accompanying notes are an integral part of these financial statements.
26
<PAGE>
[LOGO OF QUANTITATIVE GROWTH AND INCOME FUND]
PORTFOLIO OF INVESTMENTS March 31, 1997
QUANTITATIVE GROWTH AND INCOME FUND
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
COMMON STOCK--97.3% (a)
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
AEROSPACE--2.2%
General Dynamics Corporation 7,400 $ 498,575
Northrop Grumman Corporation 6,600 499,125
-----------
997,700
-----------
APPAREL & TEXTILES--1.2%
V.F. Corporation 8,000 535,000
-----------
AUTOMOBILES--1.7%
Chrysler Corporation 14,200 426,000
Ford Motor Company 11,000 345,125
-----------
771,125
-----------
BANKS--4.0%
AmSouth Bancorporation 4,300 207,475
BankAmerica Corporation 6,900 695,175
Barnett Banks Inc. 1,900 88,350
Charter One Financial Inc. 5,565 244,164
Comerica Inc. 5,000 281,875
Mercantile Bankshares Corporation 7,900 266,625
-----------
1,783,664
-----------
BUSINESS SERVICES--0.3%
AccuStaff Inc. (b) 3,800 63,650
Cognizant Corporation 1,800 52,425
-----------
116,075
-----------
CHEMICALS--2.7%
Dow Chemical Company 5,500 440,000
International Specialty Products 8,400 105,000
Lubrizol Corporation 3,600 117,000
PPG Industries Inc. 4,100 221,400
Rohm & Haas Company 4,400 329,450
-----------
1,212,850
-----------
COMPUTERS & BUSINESS
EQUIPMENT--7.9%
Cisco Systems Inc. (b) 2,600 125,125
Compaq Computer Corporation (b) 11,000 842,875
Dell Computer Corporation (b) 13,800 933,225
Gateway 2000 Inc. (b) 11,800 604,750
Micron Electronics Inc. (b) 9,300 177,863
Pitney Bowes Inc. 3,200 188,000
Quantum Corporation (b) 2,500 96,563
Western Digital Corporation (b)
(with rights exp. 11/30/98) 10,100 571,913
-----------
3,540,314
-----------
CONSTRUCTION & MINING
EQUIPMENT--2.5%
Case Corporation 9,600 487,200
Caterpillar Inc. 8,000 642,000
-----------
1,129,200
-----------
CONSTRUCTION MATERIALS--1.1%
USG Corporation (b) 15,500 486,312
-----------
COSMETICS & TOILETRIES--0.8%
Avon Products Inc. 6,900 362,250
-----------
DOMESTIC OIL--1.2%
Murphy Oil Corporation 3,000 141,000
Phillips Petroleum Company 10,100 412,838
-----------
553,838
-----------
</TABLE>
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
DRUGS & HEALTH CARE--11.5%
Allegiance Corporation 21,100 $ 466,838
Amgen Inc. (b) 1,500 83,813
Bristol-Myers Squibb Company 18,800 1,109,200
Manor Care Inc. 17,000 414,375
Merck & Company Inc. 16,900 1,423,825
Schering-Plough Corporation 12,100 880,275
Tenet Healthcare Corporation (b) 13,635 335,762
Wellpoint Health Networks Inc. 10,868 451,022
-----------
5,165,110
-----------
ELECTRIC UTILITIES--3.2%
Boston Edison Company 10,200 266,475
Consolidated Edison Company Inc. 12,400 372,000
Long Island Lighting Company 25,300 607,200
Rochester Gas & Electric Corporation 9,900 188,100
-----------
1,433,775
-----------
ELECTRICAL EQUIPMENT--2.4%
Johnson Controls Inc. 5,300 426,650
UCAR International Inc. (b) 16,500 653,812
-----------
1,080,462
-----------
ELECTRONICS--5.9%
Advanced Micro Devices Inc. (b) 8,300 344,450
Honeywell Inc. 7,500 509,063
Intel Corporation 11,500 1,599,938
SCI Systems Inc. (b) 3,500 177,188
-----------
2,630,639
-----------
FINANCIAL SERVICES--3.1%
Donaldson Lufkin & Jenrette Inc. 600 21,975
Merrill Lynch & Company Inc. 4,900 420,788
Money Store Inc. 3,000 63,000
Salomon Inc. 9,000 448,875
Student Loan Marketing Association 4,500 428,625
-----------
1,383,263
-----------
FOOD & BEVERAGES--6.3%
Campbell Soup Company 8,200 380,275
Coca Cola Company 8,500 474,937
ConAgra Inc. 10,900 591,325
General Mills Inc. 5,400 335,475
Heinz (H.J.) Company 14,000 553,000
Hormel Foods Corporation 8,600 220,375
Interstate Bakeries Corporation (b) 6,000 283,500
-----------
2,838,887
-----------
GAS & PIPELINE UTILITIES--1.8%
Cooper Cameron Corporation (b) 6,000 411,000
National Fuel Gas Company 8,900 380,475
-----------
791,475
-----------
INDUSTRIAL MACHINERY--0.2%
Applied Materials Inc. (b) 1,500 69,562
-----------
INSURANCE--5.0%
AMBAC Inc. 3,100 199,950
CIGNA Corporation 4,600 672,175
KeyCorp 10,700 521,625
Loews Corporation 1,200 106,650
Marsh & McLennan Companies Inc. 4,300 486,975
PMI Group Inc. 5,300 265,663
-----------
2,253,038
-----------
</TABLE>
27
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
PORTFOLIO OF INVESTMENTS March 31, 1997
QUANTITATIVE GROWTH AND INCOME FUND--CONTINUED
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
COMMON STOCK--Continued
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
INTERNATIONAL OIL--5.8%
Chevron Corporation 8,600 $ 598,775
Exxon Corporation 11,200 1,206,800
Mobil Corporation 6,100 796,812
-----------
2,602,387
-----------
INVESTMENT COMPANIES--0.5%
Bear Stearns Companies Inc. 8,762 230,002
-----------
LEISURE TIME--0.8%
Callaway Golf Company 500 14,313
MGM Grand Inc. (b) 9,700 351,625
-----------
365,938
-----------
MISCELLANEOUS--2.7%
Costco Companies Inc. (b) 28,300 781,787
Everest Reinsurance Holdings 14,800 434,750
-----------
1,216,537
-----------
PAPER--1.4%
Fort Howard Corporation (b) 19,500 606,937
-----------
PETROLEUM SERVICES--1.0%
Rowan Companies Inc. (b)
(with rights exp. 2/25/02) 15,100 341,638
Valero Energy Corporation 2,500 90,937
-----------
432,575
-----------
RAILROADS & EQUIPMENT--0.5%
CSX Corporation 4,400 204,600
-----------
RETAIL GROCERY--1.1%
Safeway Inc. (b) 10,600 491,575
-----------
RETAIL TRADE--7.7%
Borders Group Inc. (b) 2,200 41,525
CVS Corporation 4,700 216,787
Dayton Hudson Corporation 19,300 805,775
Lowes Companies Inc. 13,400 500,825
Sears Roebuck & Company 13,400 673,350
TJX Companies Inc. 11,700 500,175
Tiffany & Company 18,400 699,200
-----------
3,437,637
-----------
SOFTWARE--2.5%
Adobe Systems Inc. 6,700 268,837
Computer Associates International Inc. 7,050 274,069
Compuware Corporation (b) 9,400 589,850
-----------
1,132,756
-----------
STEEL--1.2%
AK Steel Holding Corporation 3,600 129,600
USX U.S. Steel Group 15,600 415,350
-----------
544,950
-----------
TELECOMMUNICATION SERVICES--0.4%
Lucent Technologies Inc. 3,844 202,771
-----------
</TABLE>
The accompanying notes are an integral part of these financial statements.
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
TELEPHONE--4.7%
Ameritech Corporation 7,200 $ 442,800
Bell Atlantic Corporation 8,500 517,437
GTE Corporation 17,100 797,287
SBC Communications Inc. 6,700 352,588
-----------
2,110,112
-----------
TOBACCO--2.0%
Philip Morris Companies Inc. 4,300 490,737
RJR Nabisco Holdings Corporation 12,600 406,350
-----------
897,087
-----------
TOTAL COMMON STOCK
(Cost $36,027,328) (c) $43,610,403
===========
</TABLE>
(a) Percentages indicated are based upon total net assets.
(b) Non-income producing security.
(c) At March 31, 1997, the net unrealized appreciation of investments based
on aggregate cost for federal tax purposes of $36,027,328 was as follows:
<TABLE>
<S> <C>
Aggregate gross unrealized appreciation for all investments in
which there is an excess of value over tax cost $8,566,166
Aggregate gross unrealized depreciation for all investments in
which there is an excess of tax cost over value (983,091)
----------
Net unrealized appreciation $7,583,075
==========
</TABLE>
28
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
PORTFOLIO OF INVESTMENTS March 31, 1997
QUANTITATIVE INTERNATIONAL EQUITY FUND
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
COMMON STOCK--97.7% (a)
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
AUSTRALIA--2.0%
Brambles Industries Ltd. (b) 35,400 $ 581,906
-----------
ARGENTINA--1.5%
Perez Companc SA , Class B (b) (d) 8,400 132,300
Telefonica De Argentina SA, Class B (b) (d) 2,700 79,313
YPF Sociedad Anonima, Class D (d) 8,400 222,600
-----------
434,213
-----------
BELGIUM--4.2%
Electrabel (b) 1,052 241,604
Glaverbel (b) 7,735 975,693
-----------
1,217,297
-----------
BRAZIL--1.3%
Aracruz Celulose SA (b) (d) 2,650 48,321
Centrais Eletricas Brasileiras (b) (d) 2,000 42,000
Companhia Cerveja Ria Brahma (d) 4,400 59,950
Companhia Siderurgica Nacional (b) (d) 2,100 75,075
Telecomunicacoes Brasileiras (b) (d) 1,500 153,563
-----------
378,909
-----------
CHILE--1.4%
Chilectra SA (b) (d) 500 32,938
Compania Cervecerias Unidas SA (b) (d) 1,000 19,750
Compania De Telecom De Chile (d) 3,100 89,125
Embotelladora Andina SA (b) (d) 1,000 37,125
Empresa Nacional De Electricid (b) (d) 4,100 77,900
Enersis SA (d) 2,400 76,200
Sociedad Quimica Minera De Chile,
Class B (b) (d) 600 34,575
Vina Concha Y Toro SA (d) 1,200 34,200
-----------
401,813
-----------
CZECH REPUBLIC--0.8%
Ceska Sporitelna (b) (e) 4,800 57,600
Komercni Banka (b) (e) 5,700 179,550
-----------
237,150
-----------
DENMARK--1.1%
NKT Holding (b) 2,100 138,769
Novo-Nordisk AS, Class B (b) 1,400 146,478
Sophus Berendsen, Class B (b) 300 39,365
-----------
324,612
-----------
FINLAND--1.9%
Upm-Kymmene Oy (b) 24,600 543,874
-----------
FRANCE--5.0%
Chargeurs International (b) 3,750 233,121
Compagnie Financiere De Paribas, Class A 2,700 187,899
Elf Aquitaine (b) 9,550 979,008
Michelin (CGDE), Class B (b) 1,100 65,373
-----------
1,465,401
-----------
GERMANY--7.9%
Bayer Hypoth-Und Wechsel Bk (b) 16,300 569,582
Bayer Vereinsbk (b) 9,850 407,957
Dresdner Bank AG (b) 8,530 303,182
Volkswagen AG (b) 1,874 1,035,620
-----------
2,316,341
-----------
</TABLE>
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
HONG KONG--3.5%
Hang Seng Bank 14,000 $ 144,535
Jilin Chemical Industrial Ltd.,
Class H (b) (d) 4,000 47,500
Kumagai Gumi (HK) (b) 371,000 414,137
Shanghai Petrochemical Corporation (b) 1,800 46,125
Shangri-La Asia Ltd. (b) 164,000 190,476
Swire Pacific, Class A 24,000 188,928
-----------
1,031,701
-----------
INDIA--2.1%
Bajaj Auto (b) (e) 1,200 47,250
Grasim Industries Ltd. (b) (e) 4,100 47,150
Guangshen Railway Ltd. (b) (d) 7,400 161,875
Gujarat Ambuja Cements (b) (e) 11,200 100,800
Hindalco Industries Ltd. (b) (e) 2,600 83,200
Indian Hotels (b) (e) 1,900 40,850
Reliance Industries (b) (e) 4,800 52,272
Steel Authority of India (b) (e) 3,300 27,225
Tata Engineering & Locomotive (b) (e) 4,100 52,275
-----------
612,897
-----------
IRELAND--0.5%
Woodchester Investments 35,400 154,647
-----------
ITALY--3.2%
Burgo (Cartiere) Spa (b) 118,200 615,710
Sirti Spa (b) 52,200 323,385
-----------
939,095
-----------
JAPAN--16.2%
Casio Computer Company 58,000 405,686
Chichibu Onoda Cement (b) 214,000 681,011
Chugai Pharmaceutical Company 97,000 758,388
Fujitsu 24,000 244,245
Hitachi 49,000 435,344
Kansai Electric Power 7,000 122,688
Mitsubishi Oil Company 125,000 554,277
Mitsui Osk Lines (b) 128,000 233,648
Nippon Oil Company 43,000 173,653
Osaka Gas Company 55,000 132,824
Sekisui House 31,000 302,964
Tokyo Electric Power Company 8,000 145,384
Yamaichi Securities Company 134,000 417,769
Yokogawa Electric 17,000 113,828
-----------
4,721,709
-----------
MALAYSIA--6.0%
Golden Hope Plantations Berhad (b) 148,000 256,685
Hong Leong Properties Berhad (b) 391,000 618,207
Perusahaan Otomobil Nasional 114,000 721,897
Shell Refinery (FOM) (b) 46,000 146,574
-----------
1,743,363
-----------
MEXICO--1.4%
Kimberly Clark De Mexico SA, Class A (d) 7,600 155,800
Telefonos De Mexico SA (b) (d) 5,300 204,050
Vitro Sociedad Anonima (b) (d) 7,400 54,575
-----------
414,425
-----------
</TABLE>
29
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
PORTFOLIO OF INVESTMENTS March 31, 1997
QUANTITATIVE INTERNATIONAL EQUITY FUND--CONTINUED
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
COMMON STOCK--Continued
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
NETHERLANDS--4.3%
Getronics NV (b) 28,000 $ 910,545
Kon Hoogovens NV CVA (b) 600 29,683
Koninklijke Nedlloyd NV (b) 9,200 231,986
Unilever NV (b) 400 78,132
-----------
1,250,346
-----------
NORWAY--2.7%
Norske Skogsindustrier, Class A 2,440 79,695
Petroleum Geo-Services (b) 16,520 721,102
-----------
800,797
-----------
PORTUGAL--1.2%
Banco Comercial Portugues (b) 12,700 185,738
Portugal Telecom SA (b) (e) 4,700 172,725
-----------
358,463
-----------
SINGAPORE--4.0%
Straits Trading Company (b) 520,000 1,165,710
-----------
SPAIN--5.7%
Banco Santander SA 13,500 928,440
Iberdrola SA 48,477 533,428
Zardoya-Otis 1,800 196,798
-----------
1,658,666
-----------
SWEDEN--1.6%
Skandia Foersaekrings AB (b) 13,700 431,893
Skanska AB, Series B (b) 500 22,764
-----------
454,657
-----------
SWITZERLAND--8.5%
Holderbank Financiere Glaris (b) 280 214,577
Kuoni Reisen Holding, Class B (b) 70 197,279
Schweizerische Bankgesellschaf (b) 1,020 916,202
Schweiz-Ruckversicherungs (b) 180 191,170
Swissair (b) 1,070 953,686
-----------
2,472,914
-----------
SOUTH AFRICA--1.4%
Anglo American Corporation of
South Africa Ltd. (b) (d) 1,400 85,750
C.G. Smith Ltd. (b) (d) 13,500 84,375
Gencor Ltd. (d) 17,700 80,756
Iscor Ltd. (d) 4,600 36,800
Malbak Ltd. (b) (d) 10,900 51,775
Sasol Ltd. (d) 6,800 70,550
-----------
410,006
-----------
SOUTH KOREA--1.3%
Cho Hung Bank (b) (e) 9,600 52,080
Korea Electric Power Corporation (b) (d) 10,300 180,250
LG Chemical Ltd. (b) (e) 7,200 73,620
Samsung Electronics Ltd. (b) (e) 1,900 86,697
-----------
392,647
-----------
TURKEY--0.9%
Erciyas Biracilik, Class A (b) (e) 30,800 53,900
Tofas Otomobil Fab, Class E (b) (e) 280,400 91,130
Turkiye Garanti Bankasi AS (b) (e) 15,500 104,625
-----------
249,655
-----------
</TABLE>
The accompanying notes are an integral part of these financial statements.
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
UNITED KINGDOM--6.1%
Anglian Water (b) 68,000 $ 714,614
British Petroleum 8,900 103,176
British Steel 43 115
British Telecom 32,500 238,013
HSBC Holdings 12,300 290,232
Thames Water (b) 3,400 36,847
United Utilities 37,848 389,045
-----------
1,772,042
-----------
TOTAL COMMON STOCK
(Cost $ 27,302,583) $28,505,256
===========
PREFERRED STOCK--0.2%
BRAZIL--0.2%
Companhia Vale Do Rio Doce (b) (d) 1,900 44,175
-----------
TOTAL PREFERRED STOCK
(Cost $44,412) $ 44,175
===========
TOTAL INVESTMENTS--97.9%
(Cost $27,346,995) (c) $28,549,431
===========
</TABLE>
(a) Percentages indicated are based upon total net assets.
(b) Non-income producing security.
(c) At March 31, 1997, the net unrealized appreciation of investments based on
aggregate cost for federal tax purposes of $27,373,374 was as follows:
<TABLE>
<S> <C>
Aggregate gross unrealized appreciation for all investments
in which there is an excess of value over tax cost $ 2,617,571
Aggregate gross unrealized depreciation for all investments
in which there is an excess of tax cost over value (1,441,514)
-----------
Net unrealized appreciation $ 1,176,057
===========
</TABLE>
(d) ADS--American Depository Shares
(e) GDR--Global Depository Receipts
<TABLE>
<CAPTION>
SECTOR ALLOCATIONS
- --------------------------------------------------------------------------------
<S> <C>
Basic Industries.......................................................... 13.9%
Capiltal Goods............................................................ 3.7%
Consumer Basics........................................................... 4.8%
Consumer Durable Goods.................................................... 6.9%
Consumer Non-Durable Goods................................................ 1.9%
Consumer Services......................................................... 4.8%
Energy.................................................................... 10.8%
Finance................................................................... 19.3%
General Business.......................................................... 7.5%
Miscellaneous............................................................. 5.0%
Shelter................................................................... 7.2%
Technology................................................................ 4.8%
Transporation............................................................. 2.2%
Utilities................................................................. 7.2%
</TABLE>
30
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
PORTFOLIO OF INVESTMENTS March 31, 1997
QUANTITATIVE FOREIGN FRONTIER
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
COMMON STOCK & WARRANTS--92.6% (a)
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
ARGENTINA--11.7%
Acindar Industria, Class B (b) 93,000 $ 186,019
Astra Cia Argentina 25,970 40,517
Banco De Galicia BA, Class B 10,882 66,605
Banco Frances Rio Plata 6,612 65,994
Ciadea SA (b) 8,800 39,164
Embotelladora Buenos Aires,
Class B (b) 35 3,850
Irsa Inversiones Y Representac 5,000 18,752
Molinos Rio Plata, Class B 5,833 21,584
Perez Companc SA, Class B 32,517 251,382
Siderar SA, Class A (b) 1,400 4,886
Siderca SA 35,000 73,857
Telecom Argentina, Class B 20,000 92,409
Telefonica De Argentina, Class B 46,000 135,714
Transport Gas Sur, Class B 14,000 35,704
YPF SA, Class D 10,600 280,398
-----------
1,316,835
-----------
BRAZIL--6.2%
Banco Do Brasil SA, Class A (b) (warrants exp.
6/30/2001) 154,000 253
Banco Do Brasil SA, Class B (b) (warrants exp.
6/30/2006) 231,000 357
Banco Do Brasil SA, Class C (b) (warrants exp.
6/30/2011) 385,000 617
Centrais Eletrobras 450,000 185,891
Forca Luz (Cia Paul) (b) 151,000 20,920
Light Participacoes SA (b) 106,000 31,991
Light Serv Elet SA 106,000 44,786
Sider Nacional Cia 1,445,000 51,774
Souza Cruz (Cia) 6,300 52,584
Telec Brasileiras--Telebras 1,169,000 117,738
Telesp Tel S Paulo 263,000 65,731
Vale Rio Doce (Cia) 2,500 71,914
White Martins SA 33,234,000 53,912
-----------
698,468
-----------
CHILE--5.1%
Chilectra SA (d) 600 39,525
Chilgener SA (d) 1,100 28,325
Compania Cervecerias Unidas SA (d) 2,280 45,030
Compania Telecomunicaciones
De Chile (d) 3,910 112,412
Embotelladora Andina SA (d) 1,500 55,688
Empresa Nacional De Electricid (d) 5,030 95,570
Enersis SA (d) 2,600 82,550
Madeco SA (d) 2,880 77,040
Maderas Y Sinteticos Sociedad (d) 2,500 39,375
-----------
575,515
-----------
CHINA--0.7%
Shanghai Chlor-Alkali Chemical,
Class B (b) 43,500 14,007
Shanghai Dajiang Group, Class B (b) 18,800 9,776
Shanghai Diesel Engine, Class B (b) 21,600 10,670
Shanghai Lujiazui Ftz Dev, Class B (b) 19,320 19,243
Shanghai Outer Gaoqiao Ftdz,
Class B (b) 26,400 12,355
Shanghai Yaohua Pilkingtn,
Class B (b) 17,300 8,719
-----------
74,770
-----------
</TABLE>
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
CZECH REPUBLIC--1.9%
Cez (b) 2,200 $ 80,364
Sepap AS (b) 100 4,311
Skoda Koncern Plzen (b) 400 13,095
SPT Telecom AS (b) 1,000 119,581
-----------
217,351
-----------
GREECE--3.9%
Alpha Credit Bank 900 66,039
Attica Enterprises 2,200 16,599
Commercial Bank of Greece 780 29,338
Delta Dairy 1,530 20,981
Epilektos Textile 2,850 6,795
Ergo Bank 660 41,955
Hellenic Bottling 1,230 39,953
Hellenic Sugar Ind 2,560 20,137
Heracles General Cement 2,900 44,145
Ionian Bank 800 17,475
Naoussa Spinning Mills 5,300 21,694
National Bank of Greece 520 54,438
Titan Cement Company 800 57,645
-----------
437,194
-----------
HONG KONG--1.5%
Guangdone Electric, Class B (b) 14,000 13,731
Jilin Chemical Ind, Class H (b) 72,000 8,641
Maanshan Iron & Steel, Class H (b) 119,400 23,729
Qingling Motors, Class H (b) 67,300 35,826
Shanghai Haixing, Class H (b) 140,000 15,899
Shanghai Petrochem, Class H (b) 115,800 29,888
Shn China Bicycles, Class B (b) 36,000 17,305
Tsingtao Brewery, Class H (b) 23,900 9,176
Yizheng Chem Fibre, Class H (b) 96,000 20,565
-----------
174,760
-----------
INDONESIA--7.8%
Astra International 23,000 74,719
Barito Pacific Timber 39,500 34,548
Duta Anggada Realty 19,500 17,258
Great River International 37,000 23,886
Gudang Garam (Perus) 46,000 200,687
HM Sampoerna 22,000 103,082
Inco (International Nickel) (b) 33,500 76,739
Indah Kiat Pulp & Paper 38,148 28,202
Indofoods Sukses Makmur 11,000 24,282
Indosat 9,500 25,323
Jakarta International Hotel & Dev 39,000 34,111
Pab K Tjiwi Kimia 20,753 20,744
Telekomunikasi Ind, Class B (b) 137,500 210,459
-----------
874,040
-----------
MALAYSIA--7.2%
Best World Land (b) 20,000 19,038
Cold Storage (Malaysia) 13,000 24,749
Genting Berhad 5,000 33,881
Hicom Holdings Berhad 9,000 23,414
Idris Hydraulic (b) 17,000 21,393
IGB Corporation Berhad 61,000 63,478
Leader Universal Holdings 9,333 20,892
Malaysian Airline Systems 14,000 37,269
</TABLE>
31
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
PORTFOLIO OF INVESTMENTS March 31, 1997
QUANTITATIVE FOREIGN FRONTIER--CONTINUED
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
COMMON STOCK & WARRANTS--Continued
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
MALAYSIA--CONTINUED
Malayan Bank Berhad 5,000 $ 56,972
Malayan United Industries 50,000 39,326
MBF Capital Berhad 47,000 83,031
Mulpha International Berhad 20,000 18,150
Multi-Purpose Holding 11,000 23,071
Perlis Plantations 4,750 14,656
Petronas Gas Berhad 7,000 25,834
Rashid Hussain Berhad 4,000 31,460
Renong Berhad 22,000 37,269
Resorts World Berhad 6,000 25,652
Sarawak Enterprise 10,000 16,537
Technology Resource Industries
Berhad (b) 6,000 13,068
Telekom Malaysia 9,000 70,060
Tenaga Nasional 12,000 58,565
United Engineers Berhad 3,000 26,136
YTL Corporation (with rights exp. 4/17/97) 4,500 23,414
-----------
807,315
-----------
MEXICO--9.9%
Alfa SA, Class A 6,915 38,843
Altos Hornos Mexico, Series A (b) 3,000 6,430
Carso Global Telec 18,000 54,470
Cemex SA, Class A 15,400 56,505
Cemex SA, Class B 11,000 44,313
Cemex SA 10,000 36,565
Cifra SA De Cv, Class B 26,000 36,454
Cifra SA De Cv, Class A 25,402 34,463
El Puerto De Liver, Class C 200 182
El Puerto De Liver (b) 16,000 15,453
Empresas La Modern, Class A 6,300 31,536
Fomento Economico Mexico, Class B 16,000 70,710
Grupo Carso, Class A 18,000 105,422
Grupo Continental 7,000 39,541
Grupo Fin Banamex AC, Class B (b) 19,600 44,681
Grupo Fin Inbursa, Class B (b) 628 2,209
Grupo Industrial Bimbo, Class A 4,000 24,713
Grupo Mexico, Class B (b) 7,800 26,062
Grupo Televisa SA (b) 5,100 64,112
Industrias Penoles 5,000 24,587
Kimberly Clark Mexico, Class B 5,000 21,183
Sears Roebuck Mexico, Class B (b) 9,000 14,979
Telefonos De Mexico, Class L 120,700 235,282
Tubos De Acero De Mexico (b) 3,000 51,292
Vitro SA (b) 12,000 30,110
-----------
1,110,097
-----------
PERU--4.9%
Backus & Johnston 1,749 18,411
Backus & Johnston, TShares 38,553 34,473
Banco Wiese Pes1 9,200 14,058
Cementos Lima (b) 2,586 44,734
Credicorp SA 5,018 117,296
Minas Buenaventura, Class A 7,805 73,324
Pacifico Peru-Suiz 327 5,071
Southern Peru Copper Corporation (b) 1,261 21,437
Telefonica Del Peru, Class B 101,000 224,063
-----------
552,867
-----------
</TABLE>
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
PHILIPPINES--7.8%
Ayala Corporation, Class B 77,350 $ 79,213
Ayala Land Inc., Class B 110,625 125,877
C & P Homes Inc. (b) 74,100 35,132
Far East Bank & Trust
(with rights exp. 7/1/97, 12/1/97) 180 799
Filinvest Land (b) 75,450 24,039
JG Summit Holdings Inc., Class B 92,500 24,208
Manila Electric Company, Class B 7,565 60,256
Metro Bank & Trust Company 3,672 95,404
Metro Pacific Corporation 52,000 15,778
Petron Corporation 155,094 63,238
Philippine Commercial International Bank 3,750 55,471
Philippine Long Distance 1,300 78,153
Philippine National Bank (b) 2,600 31,064
Pilipino Telephone (b) 18,300 10,932
Robinson's Land Corporation,
Class B (b) 151,500 26,145
San Miguel Corporation, Class B 17,748 61,595
SM Prime 219,804 64,195
Southeast Asia Cement Holdings (b) 122,086 11,206
Universal Robina 48,280 21,975
-----------
884,680
-----------
PORTUGAL--4.1%
Banco Comm Portugues 6,600 98,355
Banco Espir Santo 3,500 67,576
Cimpor Cimentos De Portugal 1,000 20,923
Efacec-Emp Fabril (b) 1,600 12,923
Jeronimo Martins 999 55,381
Modelo Contin SGPS 1,300 44,093
Portugal Telecom 1,528 56,881
Sonae Investimentos 2,400 81,044
Soporcel (b) 1,000 28,612
-----------
465,788
-----------
SOUTH AFRICA--5.5%
Anglo American Corporation SA 2,500 154,677
De Beers Centenary 4,300 156,611
Gencor 20,400 94,605
Liberty Life Association 2,700 75,738
Polifin Limited 600 1,105
Sasol 7,700 82,304
South Africa Brews 1,800 57,007
-----------
622,047
-----------
SOUTH KOREA--2.3%
Daewoo Heavy Industries 2,750 13,942
Dongsuh Securities (b) 1,130 7,319
Korea Electric Power 3,170 92,038
LG Chemicals 4,760 57,938
LG Electronics Inc. 3,130 36,351
Pohang Iron & Steel 210 10,107
Samsung Heavy 2,425 19,877
Ssangyong Oil Refining 1,050 18,995
-----------
256,567
-----------
</TABLE>
32
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
PORTFOLIO OF INVESTMENTS March 31, 1997
QUANTITATIVE FOREIGN FRONTIER--CONTINUED
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
COMMON STOCK & WARRANTS--Continued
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
THAILAND--5.4%
Advanced Info Serv 5,200 $ 46,044
Asia Secs Trading 24,300 24,090
Bangkok Bank Public 14,300 138,733
Bank of Ayudhya 32,350 78,151
ICC International 1,800 8,246
Italian-Thai Development 6,600 22,868
Krung Thai Bank Public Company (b) 30,470 42,230
One Holding Public Company Ltd. (b) 79,400 7,642
One Holding Public (b)
(warrants exp. 10/11/2001) 7,940 4,891
Prime Finance & Securities (b) 131,400 53,116
Shinawatra Comp & Comms 5,900 49,517
Telecomasia (b) 28,200 55,369
Thai Farmers Bank 11,000 71,569
Thai Melon Polyester 52,967 4,282
-----------
606,748
-----------
TURKEY--6.7%
Akbank (with rights exp. 4/11/97) 929,292 74,975
Aksa 166,183 26,685
Arcelik 330,831 44,054
Dogan Holding (b) 1,354,500 38,726
Ege Biracilik Ve M 111,780 28,456
Eregli Demir Celik 234,000 31,618
KOC Holding 325,000 85,282
Netas 57,000 16,297
Petkim 93,000 45,165
Petrol Ofisi AS0 (with rights exp. 5/29/97) 60,000 15,039
T. Garanti Bankasi 612,000 41,706
T Is Bankasi, Class C 302,000 118,278
Tupras (b) 109,000 58,912
Turk Hava Yollari (b) 228,000 66,079
Yapi Kredi Bankasi 1,452,660 64,859
-----------
756,131
-----------
TOTAL COMMON STOCK
(Cost $ 9,513,626) $10,431,173
===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<TABLE>
<CAPTION>
Shares Value
<S> <C> <C>
PREFERRED STOCK--5.5%
BRAZIL--5.5%
Banco Bradesco SA 5,176,266 42,717
Banco Itau SA 89,000 45,998
Cemig Cia Energ MG 720,500 29,627
Companhia Cervejaria Brahma 28,000 18,234
Electrobras Centr, Class B 80,000 34,405
Itausa Investimentos Itau SA 54,000 45,836
Petrol Brasileiros 438,000 86,956
Telec Brasileiras--Telebras 1,838,000 189,988
Telesp Tel Sao Paulo 226,000 57,337
Usinas Sid Minas Gerais Usimin 26,325,000 29,545
Vale Do Rio Doce (Cia) 1,648 37,458
-----------
618,101
-----------
TOTAL PREFERRED STOCK
(Cost $444,608) $ 618,101
===========
TOTAL INVESTMENTS--98.1%
(Cost $9,958,234) $11,049,274
===========
</TABLE>
(a) Percentages indicated are based upon total net assets.
(b) Non-income producing security.
(c) At March 31, 1997, the net unrealized appreciation of investments based on
aggregate cost for federal tax purposes of $9,989,089 was as follows:
<TABLE>
<S> <C>
Aggregate gross unrealized appreciation for all investments
in which there is an excess of value over tax cost $ 2,269,234
Aggregate gross unrealized depreciation for all investments
in which there is an excess of tax cost over value (1,209,049)
-----------
Net unrealized appreciation $ 1,060,185
===========
</TABLE>
(d) ADS--American Depository Shares
<TABLE>
<CAPTION>
SECTOR ALLOCATIONS
- ---------------------------------
<S> <C>
Basic Industries 11.7%
Capiltal Goods 2.4%
Consumer Basics 8.3%
Consumer Durable Goods 1.0%
Consumer Non-Durable Goods 3.0%
Consumer Services 1.9%
Energy 9.4%
Finance 20.1%
General Business 7.8%
Miscellaneous 11.7%
Real Estate 1.0%
Shelter 2.9%
Technology 1.2%
Transporation 0.1%
Utilities 17.5%
</TABLE>
33
<PAGE>
- --------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES March 31, 1997
<TABLE>
<CAPTION>
Disciplined Growth and
Numeric Numeric II Growth Income
<S> <C> <C> <C> <C>
ASSETS :
Investments at value (Note 2)
See accompanying schedules $65,680,836 $9,163,523 $ 509,425 $43,610,403
Foreign currency at value
(Cost $ 53,146 for
International Equity and $
9,253 for Foreign Frontier)
(Note 2) -- -- -- --
Cash 5,703 2,248 677,032 1,187,793
Dividends and interest
receivable 183,198 6,183 1,635 85,604
Receivable from Manager for
reimbursement of expenses
(Note 3) -- -- 2,784 --
Receivable for investments
sold 802,595 354,399 770,119 --
Receivable for shares of
beneficial interest sold 61,035 938 185 696
Deferred organization costs 2,952 -- -- --
Other assets 2,774 697 697 32,151
----------- ---------- ---------- -----------
Total assets 66,739,093 9,527,988 1,961,877 44,916,647
----------- ---------- ---------- -----------
LIABILITIES :
Payable for investments
purchased 144,600 381,881 -- --
Payable for shares of
beneficial interest
repurchased 106,875 28,752 -- 4,201
Payable for compensation of
Manager (Note 3) 60,993 3,307 -- 30,021
Payable for distribution fees
(Note 3) 26,194 -- -- 19,336
Payable to custodian 8,939 2,886 7,024 6,041
Payable to transfer agent
(Note 3) 9,177 -- -- 7,435
Other accrued expenses 40,154 17,021 4,547 51,077
----------- ---------- ---------- -----------
Total liabilities 396,932 433,847 11,571 118,111
----------- ---------- ---------- -----------
NET ASSETS $66,342,161 $9,094,141 $1,950,306 $44,798,536
----------- ---------- ---------- -----------
NET ASSETS CONSIST OF :
Shares of beneficial interest $65,489,287 $7,896,789 $1,816,568 $34,977,627
Undistributed
(overdistributed) net
investment income 693,843 12,716 -- 139,667
Accumulated net realized gain
(loss) on investments and
foreign denominated assets,
liabilities and currency 8,884,249 443,290 150,438 2,098,167
Unrealized appreciation
(depreciation) of investments
and foreign denominated
assets, liabilities and
currency (8,725,218) 741,346 (16,700) 7,583,075
----------- ---------- ---------- -----------
$66,342,161 $9,094,141 $1,950,306 $44,798,536
----------- ---------- ---------- -----------
Investment securities, at
cost $74,406,054 $8,422,177 $ 526,125 $36,027,328
----------- ---------- ---------- -----------
NET ASSETS
Ordinary Shares $57,134,893 $8,733,171 $1,885,017 $43,266,102
----------- ---------- ---------- -----------
Institutional Shares $ 9,207,268 $ 360,970 $ 65,289 $ 1,532,434
----------- ---------- ---------- -----------
Shares of beneficial interest
outstanding *(Unlimited num-
ber of shares authorized)
Ordinary Shares 3,799,303 649,632 154,884 2,842,048
----------- ---------- ---------- -----------
Institutional Shares 592,197 26,634 5,362 100,569
----------- ---------- ---------- -----------
Net asset value and offering
price per share**
Ordinary Shares $ 15.04 $ 13.44 $ 12.17 $ 15.22
----------- ---------- ---------- -----------
Institutional Shares $ 15.55 $ 13.55 $ 12.18 $ 15.24
----------- ---------- ---------- -----------
</TABLE>
** A deferred sales charge amounting to 1% of the net asset
value of the Ordinary Shares redeemed is withheld and paid to
the Distributor. No deferred sales charge is withheld from
redemptions of the Institutional Shares. In addition, no de-
ferred sales charge is withheld from redemptions of the Ordi-
nary Shares of Numeric II and Disciplined Growth purchased
after August 1, 1996.
The accompanying notes are an integral part of these financial
statements.
<TABLE>
<CAPTION>
International Foreign
Equity Frontier
<S> <C>
$28,549,431 $11,049,274
50,241 9,140
684,518 401,501
75,152 21,443
-- --
2,305,609 --
4,711 4,819
-- --
13,997 252
----------- -----------
31,683,659 11,486,429
----------- -----------
2,322,631 179,702
91,524 --
21,839 6,167
11,663 4,273
17,775 11,560
4,377 1,763
43,831 19,156
----------- -----------
2,513,640 222,621
----------- -----------
$29,170,019 $11,263,808
----------- -----------
$27,632,805 $10,571,818
445,299 (101,346)
(103,306) (297,573)
1,195,221 1,090,909
----------- -----------
$29,170,019 $11,263,808
----------- -----------
$27,346,995 $ 9,958,234
----------- -----------
$27,409,946 $10,051,748
----------- -----------
$ 1,760,073 $ 1,212,060
----------- -----------
2,484,786 1,087,881
----------- -----------
158,625 130,752
----------- -----------
$ 11.03 $ 9.24
----------- -----------
$ 11.10 $ 9.27
----------- -----------
</TABLE>
34
<PAGE>
- --------------------------------------------------------------------------------
STATEMENT OF OPERATIONS Year Ended March 31, 1997
<TABLE>
<CAPTION>
Disciplined Growth and International Foreign
Numeric Numeric II Growth Income Equity Frontier
<S> <C> <C> <C> <C> <C> <C>
INVESTMENT INCOME :
Dividends* $ 2,136,096 $ 161,025 $ 16,650 $ 981,485 $ 643,081 $ 200,604
Interest 190,497 13,000 -- -- 125 462
----------- ---------- -------- ---------- ---------- ----------
Total investment income 2,326,593 174,025 16,650 981,485 643,206 201,066
----------- ---------- -------- ---------- ---------- ----------
EXPENSES :
Compensation of Manager
(Note 3) 916,777 96,688 21,279 334,461 287,461 77,271
Distribution fees, Or-
dinary Shares (Note 3) 348,084 24,260 6,833 213,385 136,970 43,698
Custodian fees 94,248 48,750 48,716 49,365 105,190 95,545
Transfer agent fees
(Note 3):
Ordinary Shares 105,102 11,329 3,132 66,324 40,922 13,445
Institutional Shares 32,662 3,330 100 3,078 2,209 1,333
Audit and legal 78,152 7,899 1,764 37,234 24,046 7,761
Registration fees 49,786 5,035 1,126 23,755 15,339 4,955
Amortization of organi-
zational expenses (Note
2) 8,892 -- -- -- -- --
Insurance 25,816 2,626 594 12,498 8,059 2,628
Compensation of Trust-
ees (Note 3) 15,636 1,587 356 7,507 4,842 1,572
Printing 14,130 1,454 333 6,973 4,491 1,469
Miscellaneous 49,170 4,644 408 9,255 6,098 4,334
----------- ---------- -------- ---------- ---------- ----------
Total expenses before
waivers and/or reim-
bursements, and reduc-
tions 1,738,455 207,602 84,641 763,835 635,627 254,011
Waivers and/or reim-
bursements of expenses
(Note 3) (40,005) (86,929) (49,928) -- (10,157) (1,500)
Fees reduced by credits
allowed by Custodian
(Note 3) (65,700) (10,025) (2,525) (14,747) (15,475) (11,660)
----------- ---------- -------- ---------- ---------- ----------
Expenses, net 1,632,750 110,648 32,188 749,088 609,995 240,851
----------- ---------- -------- ---------- ---------- ----------
Net investment income
(loss) 693,843 63,377 (15,538) 232,397 33,211 (39,785)
----------- ---------- -------- ---------- ---------- ----------
REALIZED AND UNREALIZED
GAIN (LOSS) ON INVEST-
MENTS, FOREIGN CURRENCY
AND FOREIGN TRANSLATION
:
Net realized gain
(loss) (Notes 2 and 5)
on:
Investments 21,319,089 1,295,370 296,791 4,161,193 1,865,268 (119,747)
Foreign denominated as-
sets, liabilities and
currency -- -- -- -- (30,132) (9,246)
Closed short sales -- 13,173 -- -- -- --
Distributions of real-
ized gains from other
investment companies -- -- -- -- 47,975 --
Change in unrealized
appreciation (deprecia-
tion) of :
Investments (16,690,396) 124,901 (125,353) 2,948,570 (835,294) 1,119,246
Foreign denominated as-
sets, liabilities and
currency -- -- -- -- (9,035) 243
----------- ---------- -------- ---------- ---------- ----------
Net realized and
unrealized gain (loss) 4,628,693 1,433,444 171,438 7,109,763 1,038,782 990,496
----------- ---------- -------- ---------- ---------- ----------
Net increase (decrease)
in net assets resulting
from operations $ 5,322,536 $1,496,821 $155,900 $7,342,160 $1,071,993 $ 950,711
----------- ---------- -------- ---------- ---------- ----------
</TABLE>
*Dividends are net of foreign withholding taxes of $13 for Disciplined Growth,
$89,569 for International Equity, and $15,523 for Foreign Frontier.
The accompanying notes are an integral part of these financial statements.
35
<PAGE>
- --------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
Numeric Numeric II Disciplined Growth
Year ended Year ended Year ended Year ended Year ended Year ended
March 31, 1997 March 31, 1996 March 31, 1997 March 31, 1996 March 31, 1997 March 31, 1996
<S> <C> <C> <C> <C> <C> <C>
INCREASE (DECREASE) IN
NET ASSETS :
Operations:
Net investment income
(loss) $ 693,843 $ (1,055,191) $ 63,377 $ 23,250 $ (15,538) $ (9,864)
Net realized gain
(loss) on investments,
foreign denominated
assets, liabilities and
currency and closed
short sales 21,319,089 29,167,751 1,308,543 286,828 296,791 116,867
Distributions of
realized gains from
other investment
companies -- -- -- -- -- --
Unrealized appreciation
(depreciation) of
investments and foreign
denominated assets,
liabilities and
currency (16,690,396) 3,395,846 124,901 612,217 (125,353) 98,545
------------- ------------ ----------- ----------- ---------- ----------
Net increase (decrease)
in net assets resulting
from operations 5,322,536 31,508,406 1,496,821 922,295 155,900 205,548
Distributions to
shareholders from:
Net investment income
Ordinary Shares -- -- (71,413) (2,039) -- (984)
Institutional Shares -- -- (616) (2,330) -- (45)
Net realized gains
Ordinary Shares (17,582,327) (7,745,702) (1,007,841) (61,674) (230,016) --
Institutional Shares (7,604,417) (5,025,933) (37,397) (43,370) (7,507) --
------------- ------------ ----------- ----------- ---------- ----------
(25,186,744) (12,771,635) (1,117,267) (109,413) (237,523) (1,029)
------------- ------------ ----------- ----------- ---------- ----------
Fund share transactions
(Note 11) (28,214,437) (5,279,660) (1,931,229) 9,412,667 84,189 1,382,447
------------- ------------ ----------- ----------- ---------- ----------
Increase (decrease) in
net assets (48,078,645) 13,457,111 (1,551,675) 10,225,549 2,566 1,586,966
Net assets beginning of
year 114,420,806 100,963,695 10,645,816 420,267 1,947,740 360,774
------------- ------------ ----------- ----------- ---------- ----------
Net assets end of year
(*) $ 66,342,161 $114,420,806 $ 9,094,141 $10,645,816 $1,950,306 $1,947,740
============= ============ =========== =========== ========== ==========
(*) Includes
undistributed
(overdistributed) net
investment income of $ 693,843 -- $ 12,716 $ 19,569 $ -- $ --
</TABLE>
The accompanying notes are an integral part of these financial statements.
36
<PAGE>
- --------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS--Continued
<TABLE>
<CAPTION>
Growth and Income International Equity Foreign Frontier
Year ended Year ended Year ended Year ended Year ended Year ended
March 31, 1997 March 31, 1996 March 31, 1997 March 31, 1996 March 31, 1997 March 31, 1996
<S> <C> <C> <C> <C> <C> <C>
INCREASE (DECREASE) IN
NET ASSETS :
Operations:
Net investment income
(loss) $ 232,397 $ 355,775 $ 33,211 $ 3,479 $ (39,785) $ (53,214)
Net realized gain
(loss) on investments,
foreign denominated as-
sets, liabilities and
currency and closed
short sales 4,161,193 7,094,968 1,835,136 1,495,584 (128,993) (183,044)
Distributions of real-
ized gains from other
investment companies -- -- 47,975 63,004 -- 1,092
Unrealized appreciation
(depreciation) of in-
vestments and foreign
denominated assets, li-
abilities and currency 2,948,570 1,060,268 (844,329) 459,513 1,119,489 1,016,153
----------- ----------- --------------- --------------- ----------- ----------
Net increase (decrease)
in net assets resulting
from operations 7,342,160 8,511,011 1,071,993 2,021,580 950,711 780,987
Distributions to
shareholders from:
Net investment income
Ordinary Shares (259,327) (351,523) (194,106) (70,223) -- --
Institutional Shares (23,323) (23,815) (12,144) (25,743) (2,825) --
Net realized gains
Ordinary Shares (4,775,270) (5,314,821) -- -- -- --
Institutional Shares (235,639) (242,458) -- -- -- --
----------- ----------- --------------- --------------- ----------- ----------
(5,293,559) (5,932,617) (206,250) (95,966) (2,825) --
----------- ----------- --------------- --------------- ----------- ----------
Fund share transactions
(Note 11) (491,446) 1,639,199 (338,691) (3,991,270) 2,579,464 2,696,931
----------- ----------- --------------- --------------- ----------- ----------
Increase (decrease) in
net assets 1,557,155 4,217,593 527,052 (2,065,656) 3,527,350 3,477,918
Net assets beginning of
year 43,241,381 39,023,788 28,642,967 30,708,623 7,736,458 4,258,540
----------- ----------- --------------- --------------- ----------- ----------
Net assets end of year
(*) $44,798,536 $43,241,381 $ 29,170,019 $ 28,642,967 $11,263,808 $7,736,458
=========== =========== =============== =============== =========== ==========
(*) Includes undistrib-
uted (overdistributed)
net investment income of $ 139,667 $ 189,920 $ 445,299 $ (103,471) $ (101,346) $ (18,981)
</TABLE>
The accompanying notes are an integral part of these financial statements.
37
<PAGE>
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
(For a share outstanding throughout each period)
<TABLE>
<CAPTION>
Income from
Investment Operations Distributions
Net Asset Net Realized Dividends Distributions
Value at Net and Unrealized Total from from Net from Net Asset
Beginning Investment Gain (Loss) Investment Investment Realized Total Value End Total
of Period Income on Securities Operations Income Capital Gains Distributions of Period Return(c)
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
NUMERIC
ORDINARY SHARES
Sept. 8, 1992**
to March 31,
1993 $10.00 (0.06)(a) 4.18 4.12 -- -- -- $14.12 73.73%(b)
Year Ended March
31, 1994 $14.12 (0.09) 2.57 2.48 -- (1.27) (1.27) $15.33 17.80%
Year Ended March
31, 1995(f) $15.33 (0.20) 1.67 1.47 -- (0.99) (0.99) $15.81 10.24%
Year Ended March
31, 1996(f) $15.81 (0.21)(a) 5.54 5.33 -- (2.23) (2.23) $18.91 34.25%
Year Ended March
31, 1997(f) $18.91 0.16(a)(h) 0.77 0.93 -- (4.80) (4.80) $15.04 1.72%
INSTITUTIONAL
SHARES(D)
Jan. 6, 1993**
to March 31,
1993 $12.88 (0.02)(a) 1.29 1.27 -- -- -- $14.15 43.07%(b)
Year Ended March
31, 1994 $14.15 (0.05) 2.63 2.58 -- (1.27) (1.27) $15.46 18.50%
Year Ended March
31, 1995(f) $15.46 (0.13) 1.71 1.58 -- (0.99) (0.99) $16.05 10.88%
Year Ended March
31, 1996(f) $16.05 (0.12)(a) 5.63 5.51 -- (2.23) (2.23) $19.33 34.89%
Year Ended March
31, 1997(f) $19.33 0.08(a)(h) 0.94 1.02 -- (4.80) (4.80) $15.55 2.21%
NUMERIC II
ORDINARY SHARES
Oct. 3, 1994**
to March 31,
1995(f) $10.00 0.05(a) 0.07 0.12 -- -- -- $10.12 1.20%
Year Ended March
31, 1996(f) $10.12 0.06(a) 3.27 3.33 (0.01) (0.24) (0.25) $13.20 33.01%
Year Ended March
31, 1997(f) $13.20 0.09(a) 2.29 2.38 (0.14) (2.00) (2.14) $13.44 17.47%
INSTITUTIONAL
SHARES
April 17, 1995**
to March 31,
1996(f) $10.27 0.10(a) 3.09 3.19 (0.02) (0.24) (0.26) $13.20 31.12%
Year Ended March
31, 1997(f) $13.20 0.11(a) 2.27 2.38 (0.03) (2.00) (2.03) $13.55 17.51%
DISCIPLINED
GROWTH
ORDINARY SHARES
Oct. 3, 1994**
to March 31,
1995(f) $10.00 0.05(a) 0.27 0.32 -- -- -- $10.32 3.20%
Year Ended March
31, 1996(f) $10.32 (0.10)(a) 2.39 2.29 (0.01) -- (0.01) $12.60 22.18%
Year Ended March
31, 1997(f) $12.60 (0.10)(a) 1.22 1.12 -- (1.55) (1.55) $12.17 7.96%
INSTITUTIONAL
SHARES
July 26, 1995**
to March 31,
1996(f) $11.26 (0.14)(a) 1.49 1.35 (0.01) -- (0.01) $12.60 11.97%
Year Ended March
31, 1997(f) $12.60 (0.10)(a) 1.23 1.13 -- (1.55) (1.55) $12.18 8.05%
GROWTH AND IN-
COME
ORDINARY SHARES
Year Ended March
31, 1992 $16.05 0.19 1.25 1.44 (0.21) (1.23) (1.44) $16.05 9.81%
Year Ended March
31, 1993 $16.05 0.17 1.98 2.15 (0.18) (0.75) (0.93) $17.27 13.77%
Year Ended March
31, 1994 $17.27 0.18 0.21 0.39 (0.16) (3.64) (3.80) $13.86 1.51%
Year Ended March
31, 1995(f) $13.86 0.14 1.44 1.58 (0.16) (1.56) (1.72) $13.72 12.71%
Year Ended March
31, 1996(f) $13.72 0.12(a) 2.89 3.01 (0.13) (2.03) (2.16) $14.57 22.17%
Year Ended March
31, 1997(f) $14.57 0.08(a) 2.53 2.61 (0.10) (1.86) (1.96) $15.22 17.97%
INSTITUTIONAL
SHARES(D)
Year Ended March
31, 1992 $16.05 0.28 1.23 1.51 (0.27) (1.23) (1.50) $16.06 10.03%
Year Ended March
31, 1993 $16.06 0.25 1.99 2.24 (0.27) (0.75) (1.02) $17.28 14.30%
Year Ended March
31, 1994 $17.28 0.28 0.19 0.47 (0.25) (3.64) (3.89) $13.86 1.99%
Year Ended March
31, 1995(f) $13.86 0.21 1.44 1.65 (0.23) (1.56) (1.79) $13.72 13.29%
Year Ended March
31, 1996(f) $13.72 0.20(a) 2.89 3.09 (0.20) (2.03) (2.23) $14.58 22.75%
Year Ended March
31, 1997(f) $14.58 0.15(a) 2.55 2.70 (0.18) (1.86) (2.04) $15.24 18.62%
<CAPTION>
Ratios and Supplemental Data
Ratio of Ratio of Net
Net Assets Operating Investment
End of Expenses Income (Loss) Average
Period to Average to Average Portfolio Commission
(000's) Net Assets Net Assets Turnover Rate(g)
<S> <C> <C> <C> <C> <C>
NUMERIC
ORDINARY SHARES
Sept. 8, 1992**
to March 31,
1993 $14,066 2.07%(b) (1.41)%(b) 139.00% --
Year Ended March
31, 1994 $40,852 1.83% (1.30)% 389.00% --
Year Ended March
31, 1995(f) $53,920 1.84% (1.31)% 320.00% --
Year Ended March
31, 1996(f) $71,618 1.97%* (1.17)% 324.00% --
Year Ended March
31, 1997(f) $57,135 1.97%* 0.90 %(h) 393.00% $0.0305
INSTITUTIONAL
SHARES(D)
Jan. 6, 1993**
to March 31,
1993 $ 2,979 1.39%(b) (0.79)%(b) 73.00%(b) --
Year Ended March
31, 1994 $24,175 1.23% (0.70)% 389.00% --
Year Ended March
31, 1995(f) $47,044 1.36% (0.82)% 320.00% --
Year Ended March
31, 1996(f) $42,803 1.47%* (0.87)% 324.00% --
Year Ended March
31, 1997(f) $ 9,207 1.47%* 0.41%(h) 393.00% $0.0305
NUMERIC II
ORDINARY SHARES
Oct. 3, 1994**
to March 31,
1995(f) $ 420 --% 1.50%(b) 0.00%(b) --
Year Ended March
31, 1996(f) $ 6,025 2.34%* 0.46% 181.00% --
Year Ended March
31, 1997(f) $ 8,733 1.19%* 0.62% 162.00% $0.0492
INSTITUTIONAL
SHARES
April 17, 1995**
to March 31,
1996(f) $ 4,621 2.02%(b)* 0.87%(b) 181.00% --
Year Ended March
31, 1997(f) $ 361 1.44%* 0.77% 162.00% $0.0492
DISCIPLINED
GROWTH
ORDINARY SHARES
Oct. 3, 1994**
to March 31,
1995(f) $ 361 --% 1.03%(b) 17.82%(b) --
Year Ended March
31, 1996(f) $ 1,881 2.31%* (0.88)% 307.00% --
Year Ended March
31, 1997(f) $ 1,885 1.63%* (0.73)% 295.00% $0.0422
INSTITUTIONAL
SHARES
July 26, 1995**
to March 31,
1996(f) $ 67 2.29%(b)* (1.16)%(b) 307.00% --
Year Ended March
31, 1997(f) $ 65 1.63%* (0.75)% 295.00% $0.0422
GROWTH AND IN-
COME
ORDINARY SHARES
Year Ended March
31, 1992 $43,884 1.84% 1.16% 60.00% --
Year Ended March
31, 1993 $43,320 1.84% 0.98% 78.00% --
Year Ended March
31, 1994 $36,510 1.72% 1.02% 110.00% --
Year Ended March
31, 1995(f) $37,048 1.69% 1.01% 121.00% --
Year Ended March
31, 1996(f) $41,353 1.73%* 0.81% 152.00% --
Year Ended March
31, 1997(f) $43,266 1.73%* 0.50% 98.00% $0.0397
INSTITUTIONAL
SHARES(D)
Year Ended March
31, 1992 $ 4,753 1.44% 1.39% 60.00% --
Year Ended March
31, 1993 $ 6,451 1.33% 1.46% 78.00% --
Year Ended March
31, 1994 $ 3,990 1.22% 1.52% 110.00% --
Year Ended March
31, 1995(f) $ 1,975 1.23% 1.48% 121.00% --
Year Ended March
31, 1996(f) $ 1,888 1.24%* 1.31% 152.00% --
Year Ended March
31, 1997(f) $ 1,532 1.24%* 0.99% 98.00% $0.0397
</TABLE>
38
<PAGE>
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS--Continued
<TABLE>
<CAPTION>
Income from
Investment Operations Distributions
Net Asset Net Realized Dividends Distributions
Value at Net and Unrealized Total from from Net from Net Asset
Beginning Investment Gain (Loss) Investment Investment Realized Total Value End
of Period Income on Securities Operations Income Capital Gains Distributions of Period
<S> <C> <C> <C> <C> <C> <C> <C> <C>
INTERNATIONAL
EQUITY
ORDINARY SHARES
Year Ended March
31, 1992 $ 8.38 0.04(a) (0.35) (0.31) (0.10) -- (0.10) $ 7.97
Year Ended March
31, 1993 $ 7.97 0.09(a) 0.04 0.13 (0.07) -- (0.07) $ 8.03
Year Ended March
31, 1994 $ 8.03 0.00(a) 2.28 2.28 (0.13) -- (0.13) $10.18
Year Ended March
31, 1995(f) $10.18 (0.03)(a) 0.04 0.01 (0.13) -- (0.13) $10.06
Year Ended March
31, 1996(f) $10.06 0.00(a) 0.67 0.67 (0.03) -- (0.03) $10.70
Year Ended March
31, 1997(f) $10.70 0.01(a) 0.40 0.41 (0.08) -- (0.08) $11.03
INSTITUTIONAL
SHARES(D)
April 25, 1990**
to March 31,
1991 $11.19 0.17(a) (1.96) (1.79) -- -- -- $ 9.40
April 1, 1991 to
March 19, 1992 $ 9.40 0.09(a) (1.40) (1.31) (0.15) -- (0.15) $ 7.94(e)
August 25,
1994** to March
31, 1995(f) $11.00 0.01(a) (0.73) (0.72) (0.18) -- (0.18) $10.10
Year Ended March
31, 1996(f) $10.10 0.04(a) 0.66 0.70 (0.07) -- (0.07) $10.73
Year Ended March
31, 1997(f) $10.73 0.06(a) 0.41 0.47 (0.10) -- (0.10) $11.10
FOREIGN FRONTIER
ORDINARY SHARES
August 8, 1994**
to March 31,
1995(f) $10.00 (0.05)(a) (2.71) (2.76) -- -- -- $ 7.24
Year Ended March
31, 1996(f) $ 7.24 (0.07)(a) 1.21 1.14 -- -- -- $ 8.38
Year Ended March
31, 1997(f) $ 8.38 (0.04)(a) 0.90 0.86 -- -- -- $ 9.24
INSTITUTIONAL
SHARES
April 2, 1996**
to March 31,
1997(f) $ 8.49 0.01(a) 0.80 0.81 (0.03) -- (0.03) $ 9.27
<CAPTION>
Total
Return(c)
<S> <C>
INTERNATIONAL
EQUITY
ORDINARY SHARES
Year Ended March
31, 1992 (3.70)%
Year Ended March
31, 1993 1.70%
Year Ended March
31, 1994 28.69%
Year Ended March
31, 1995(f) 0.07%
Year Ended March
31, 1996(f) 6.63%
Year Ended March
31, 1997(f) 3.82%
INSTITUTIONAL
SHARES(D)
April 25, 1990**
to March 31,
1991 (17.18)%(b)
April 1, 1991 to
March 19, 1992 (14.62)%(b)
August 25,
1994** to March
31, 1995(f) (6.57)%
Year Ended March
31, 1996(f) 6.95%
Year Ended March
31, 1997(f) 4.38%
FOREIGN FRONTIER
ORDINARY SHARES
August 8, 1994**
to March 31,
1995(f) (27.60)%
Year Ended March
31, 1996(f) 15.75%
Year Ended March
31, 1997(f) 10.26%
INSTITUTIONAL
SHARES
April 2, 1996**
to March 31,
1997(f) 9.54%
</TABLE>
* EXPENSE RATIOS FOR THE YEARS ENDED MARCH 31, 1997 AND MARCH 31,
1996 ARE SHOWN GROSS OF CUSTODY CREDITS (NOTE 3) IN ACCORDANCE
WITH SEC REGULATIONS. THESE CREDITS ARE GENERATED BY INTEREST
EARNED ON UNINVESTED CASH BALANCES MAINTAINED BY THE FUNDS, AND
ARE USED TO OFFSET CUSTODIAL EXPENSES OF THE FUND. THE FUNDS'
EXPENSE RATIOS NET OF SUCH CREDITS, AS REPORTED IN PRIOR PERI-
ODS, WOULD HAVE BEEN AS FOLLOWS: NUMERIC ORDINARY AND INSTITU-
TIONAL SHARES, 1.90%, 1.88% AND 1.40%, 1.38%, RESPECTIVELY; NU-
MERIC II ORDINARY AND INSTITUTIONAL SHARES, 1.11%, 1.92% AND
1.27%, 1.66% (ANNUALIZED), RESPECTIVELY; DISCIPLINED GROWTH OR-
DINARY AND INSTITUTIONAL SHARES, 1.51%, 1.79% AND 1.51%, 2.05%
(ANNUALIZED), RESPECTIVELY; GROWTH AND INCOME ORDINARY AND IN-
STITUTIONAL SHARES, 1.70%, 1.64% AND 1.21%, 1.15%, RESPECTIVE-
LY; INTERNATIONAL EQUITY ORDINARY AND INSTITUTIONAL SHARES,
2.15%, 2.09% AND 1.64%, 1.59% RESPECTIVELY; AND FOREIGN FRON-
TIER ORDINARY AND INSTITUTIONAL SHARES, 2.56%, 2.59% AND 1.89%
(ANNUALIZED),--, RESPECTIVELY.
** Commencement of Operations
(a) Reflects expense waivers/reimbursements and reductions in ef-
fect during the period. See Note 3 to the Financial State-
ments. As a result of such waivers/reimbursements and reduc-
tions, expenses of the Quantitative Numeric Fund Ordinary
Shares for the periods ended March 31, 1997, 1996 and 1993
reflect a reduction of $0.02, $0.02 and $0.03 per share; ex-
penses of the Quantitative Numeric Fund Institutional Shares
for the periods ended March 31, 1997, 1996 and 1993, reflect
a reduction of $0.02, $0.02 and $0.03 per share; expenses of
the Quantitative Numeric II Fund Ordinary Shares for the pe-
riods ended March 31, 1997, 1996 and 1995 reflect a reduction
of $0.15, $0.23 and $0.76 per share; expenses of the Quanti-
tative Numeric II Fund Institutional Shares for the periods
ended March 31, 1997, and 1996 reflects a reduction of $0.10
and $0.11 per share; expenses of the Quantitative Disciplined
Growth Fund Ordinary Shares for the periods ended March 31,
1997, 1996 and 1995 reflect a reduction of $0.34, $0.51 and
$0.45 per share; expenses of the Quantitative Disciplined
Growth Fund Institutional Shares for the periods ended March
31, 1997 and 1996 reflect a reduction of $0.29 and $0.28 per
share; expenses of the Quantitative Growth and Income Fund
Ordinary Shares for the periods ended March 31, 1997 and 1996
reflect a reduction of $0.01 and $0.01 per share; expenses of
the Quantitative Growth and Income Institutional Shares for
the periods ended March 31, 1997 and 1996 reflect a reduction
of $0.01 and $0.01 per share; expenses of the Quantitative
International Equity Fund Ordinary Shares for the periods
ended March 31, 1997, 1996, 1995, 1994, 1993 and 1992 reflect
a reduction of $0.01, $0.01, $0.01, $0.01, $0.05 and $0.04
per share respectively; expenses of the Quantitative Interna-
tional Equity Fund Institutional Shares for the periods ended
March 31, 1997, 1996, 1995, 1992 and 1991 reflect a reduction
of $0.02, $0.01, $0.01, $0.04 and $0.03 per share; and ex-
penses of the Quantitative Foreign Frontier Fund Ordinary
Shares for the periods ended March 31, 1997, 1996 and 1995
reflect a reduction of $0.01, $0.01 and $0.02 per share; ex-
penses of the Quantitative Foreign Frontier Fund Institu-
tional Shares for the period ended March 31, 1997 reflects a
reduction of $0.02 per share.
(b) Annualized
(c) Total Return does not include the one time deferred sales
charge of 1% for the Ordinary Shares. Effective August 1,
1996 Numeric II and Disciplined Growth Ordinary Shares are no
longer subject to the deferred sales charge of 1%. The total
return would have been lower if certain fees had not been
waived or if fees had not been reduced by credits allowed by
the custodian.
(d) Investment income and expenses for the periods ending March
31, 1991 through March 31, 1994 were calculated for the Ordi-
nary Shares and then adjusted for the differences in distri-
bution and transfer agency expenses borne by the two classes
of shares.
(e) Amount represents the last net asset value per share before
the March 19, 1992 redemption which resulted in this Fund
having no Institutional shareholders and no Institutional
Shares of beneficial interest outstanding from that date un-
til August 25, 1994. (Note 1)
(f) Per share numbers have been calculated using the average
shares method.
(g) In accordance with SEC reporting requirements the average
commission rate has been calculated for fiscal years begin-
ning on or after September 1, 1995.
(h) Net investment income per share and the net investment income
ratio would have been lower without a certain investment
strategy followed by the subadvisor during the current fiscal
year.
<TABLE>
<CAPTION>
Ratios and Supplemental Data
Ratio of
Ratio of Net
Net Assets Operating Investment
End of Expenses Income (Loss) Average
Period to Average to Average Portfolio Commission
(000's) Net Assets Net Assets Turnover Rate(g)
<S> <C> <C> <C> <C>
$19,676 2.12% 0.47% 52.00% --
$17,429 2.28% 1.08% 16.00% --
$26,222 2.01% (0.08)% 40.00% --
$27,657 1.91% (0.24)% 46.48% --
$27,402 2.15%* (0.04)% 43.00% --
$27,410 2.20%* 0.10% 135.00% $0.0140
$ 4,178 1.50%(b) 1.56%(b) 159.00% --
$ 0 1.63% 1.05% 52.00% --
$ 3,052 1.66%(b) 0.13%(b) 46.48%(b) --
$ 1,241 1.65%* 0.38% 43.00% --
$ 1,760 1.69%* 0.51% 135.00% $0.0140
$ 4,259 2.54%(b) (1.03)%(b) 10.72%(b) --
$ 7,736 2.74%* (0.84)% 9.00% --
$10,052 2.68%* (0.47)% 8.00% $0.0024
$ 1,212 2.01%(b)* 0.13%(b) 8.00%(b) $0.0024
</TABLE>
39
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
- -------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS
1. Organization of the Trust.
The Quantitative Group of Funds (the "Trust") is organized as a Massachusetts
business trust and is registered under the Investment Company Act of 1940, as
amended, as a non-diversified, open-end management investment company. The
Trust currently has six series (individually a "Fund" and collectively the
"Funds") each with a distinct investment objective: Quantitative Numeric,
Quantitative Numeric II, Quantitative Disciplined Growth, Quantitative Growth
and Income, Quantitative International Equity, and Quantitative Foreign Fron-
tier.
The Quantitative Numeric Fund ("Numeric") seeks maximum long-term capital ap-
preciation by investing primarily in common stocks of companies with smaller
($1 billion or less) market capitalizations or larger companies with higher
than average expected earnings growth rates.
The Quantitative Numeric II Fund ("Numeric II") seeks long-term growth of cap-
ital by investing primarily in common stock of companies with medium ($1 bil-
lion to $5 billion) market capitalizations.
The Quantitative Disciplined Growth Fund ("Disciplined Growth") seeks long-
term growth of capital by investing primarily in common stock of companies
with smaller (less than $1 billion) or medium ($1 billion to $5 billion) mar-
ket capitalizations.
The Quantitative Growth and Income Fund ("Growth and Income") seeks long-term
growth of capital and income by investing primarily in common stocks of larger
companies having substantial equity capital that are currently paying divi-
dends.
The Quantitative International Equity Fund ("International Equity") seeks
long-term capital growth and income by investing primarily in foreign securi-
ties. Generally, the Fund invests in Western Europe, Australia, and the larger
capital markets in the Far East.
The Quantitative Foreign Frontier Fund ("Foreign Frontier") seeks long-term
growth of capital by investing in securities of foreign issuers located in
emerging markets.
Holders of Institutional Shares bear no portion of the 12b-1 Plan expense of
the Funds and are not entitled to vote on matters involving the 12b-1 Plan.
Ordinary Shares are sold subject to a 12b-1 Plan and, for Numeric, Growth and
Income, International Equity and Foreign Frontier, a deferred sales charge.
Prior to August 1, 1996, Ordinary Shares of Numeric II and Disciplined Growth
were sold subject to the deferred sales charge.
2. Significant Accounting Policies.
The following is a summary of significant accounting policies followed by the
Funds in the preparation of their financial statements. The policies are in
conformity with generally accepted accounting principles for investment compa-
nies, which require management to make estimates and assumptions that affect
the reported amounts and disclosures in the financial statements. Actual re-
sults could differ from these estimates.
Security Valuation.
Portfolio securities are valued each business day at the last reported sale
price on the principal exchange or market on which they are traded. If there
is no such reported sale, the securities are valued at the mean between the
last reported bid and asked price. Short-term investments that mature in 60
days or less are valued at amortized cost. Securities quoted in foreign cur-
rencies are translated into U.S. dollars based upon the prevailing exchange
rate on each business day. Other assets and securities for which no quotations
are readily available are valued at fair value as determined in good faith us-
ing procedures approved by the Trustees.
Security Transactions and Related Investment Income.
Security transactions are accounted for on the trade date (the date the order
to buy or sell is executed). Dividend income is recorded on the ex-dividend
date, except that certain dividends from foreign securities are recorded as
soon as the Funds are informed of the ex-dividend date. Interest income is re-
corded on the accrual basis. In determining the net gain or loss on securities
sold, the cost of securities is determined on the identified cost basis. Each
Fund's investment income and realized and unrealized gains and losses are al-
located among classes based upon the daily relative net assets.
Repurchase Agreements.
The Funds' custodian takes possession through the federal book-entry system of
securities collateralizing repurchase agreements. Collateral is marked-to-mar-
ket daily to ensure that the market value of the underlying assets remains
sufficient to protect the Funds. The Funds may experience costs and delays in
liquidating the collateral if the issuer defaults or enters into bankruptcy.
Short Sales "Against the Box"
In a short sale against the box, a Fund sells a borrowed security, while at
the same time owning an identical security in the portfolio. While the short
sale is outstanding, a Fund will not dispose of the security hedged by the
short sale.
40
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
NOTES TO FINANCIAL STATEMENTS--Continued
- --------------------------------------------------------------------------------
When a Fund sells short against the box, it will establish a margin account
with the broker lending the security sold short. While the short sale is out-
standing, the broker retains the proceeds of the short sale, and the Fund
pledges securities as additional collateral. The Fund earns interest from the
broker on the proceeds of the short sale and accrues such interest on a daily
basis.
Foreign Currency Transactions.
All monetary items denominated in foreign currencies are translated into U.S.
dollars based on the prevailing exchange rate at the close of each business
day. Income and expenses denominated in foreign currencies are translated at
the prevailing rates of exchange when accrued or incurred.
Reported net realized gains and losses on foreign currency transactions repre-
sent net gains and losses from currency gains and losses realized between the
trade and settlement dates on investment transactions, and the difference be-
tween the amount of net investment income accrued and the U.S. dollar amount
actually received. The effects of changes in foreign currency exchange rates on
investments in securities are not segregated in the Statement of Operations
from the effects of changes in market prices of those securities, but are in-
cluded with the net realized and unrealized gain or loss on investments.
Unamortized Organization Expenses.
Costs incurred with Numeric's organization and registration are being amortized
over the period of benefit, not to exceed 60 months.
Expenses.
The majority of the expenses of the Funds are attributed to the individual
Funds for which they are incurred. Expenses that are not attributed to a spe-
cific Fund are allocated in proportion to the respective net assets of the
Funds. Expenses allocable to a Fund are borne pro rata by the holders of both
classes of shares of such Fund, except that 12b-1 Plan expenses will not be
borne by the holders of Institutional Shares and each class has its own trans-
fer agency fee.
3. Management Fee, Advisory Contracts and Other Affiliate Transactions.
The Funds have entered into a management agreement with Quantitative Advisors,
Inc. (the "Manager"). Compensation of the Manager, for management and adminis-
tration of the Funds, including selection and monitoring of the portfolio advi-
sors, is paid monthly based on the average daily net asset value of each Fund
for the month. The annual rate of such fees is 1.00% of the average daily net
asset value of Numeric, Numeric II, Disciplined Growth, and International Equi-
ty; 0.75% of the average daily net asset value of the Growth and Income Fund;
and 0.80% of the average daily net asset value of Foreign Frontier.
Under the management agreement, the Manager has agreed to reduce its compensa-
tion with respect to Numeric, Growth and Income, and International Equity to
the extent that the total expenses of any of these Funds individually exceed 2%
of average net asset value for any fiscal year. The distribution agreement
calls for the Distributor to reduce its fee similarly after the Manager's fee
has been eliminated. The Manager has also agreed to assume expenses of any of
these Funds if necessary in order to reduce their total expenses to no more
than 2% of average net assets for any fiscal year. Fund expenses subject to
this limitation are exclusive of brokerage, interest, taxes and extraordinary
expenses, which include incremental custody costs associated with international
securities.
The Manager has voluntarily agreed to waive fees or assume certain operating
expenses of Numeric II and Disciplined Growth in order to reduce the total ex-
penses of these Funds to no more than 1.70% and 1.95% respectively of their av-
erage net assets. Expenses eligible for reimbursement do not include interest,
taxes, brokerage commissions, or extraordinary expenses, and expenses are cal-
culated gross of custody credits, if applicable. For the year ended March 31,
1997, the Manager voluntarily waived fees or reimbursed expenses of Numeric II
and Disciplined Growth in excess of expense limitations.
For the year ended March 31, 1997, the fees waived or expenses reimbursed by
the Manager amounted to $40,005, $48,010, $27,292, $10,157 and $1,500 for Nu-
meric, Numeric II, Disciplined Growth, International Equity and Foreign Fron-
tier respectively. The aggregate management fees, net of fees waived or reim-
bursed by the Manager amounted to $1,606,973.
The Manager has entered into advisory contracts with the following advisors
(collectively the "Advisors") to provide investment advisory services to the
following Funds: Columbia Partners, L.L.C., Investment Management (Numeric, Nu-
meric II), State Street Bank and Trust Company (Growth and Income), and Inde-
pendence International Associates, Inc. (International Equity, Foreign Fron-
tier). Advanced Investment Technology, Inc. served as Advisor to Disciplined
Growth prior to the Fund's termination.
For services rendered, the Manager pays to the Advisor of a Fund a fee based on
a percentage of the average daily net asset value of the Fund. The fee for each
Fund is determined separately. The fees paid by the Manager to the Advisors of
the
41
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
NOTES TO FINANCIAL STATEMENTS--Continued
- -------------------------------------------------------------------------------
Funds are as follows: Numeric and International Equity Funds--0.50% of average
daily total net assets; Numeric II and Foreign Frontier Funds--0.40% of aver-
age daily total net assets; Disciplined Growth--0.60% of the first $100 mil-
lion, and 0.50% of amounts in excess of $100 million of average daily total
net assets; and Growth and Income--0.375% of the first $20 million and 0.30%
of amounts in excess of $20 million of average daily total net assets, with an
annual minimum of $25,000.
The Funds have entered into a distribution agreement with U.S. Boston Capital
Corporation (the "Distributor"). For its services under the distribution
agreement, the Distributor receives a monthly fee at the annual rate of (i)
0.50% of the average net asset value of Ordinary Shareholder accounts of Nu-
meric, Growth and Income, International Equity and Foreign Frontier and (ii)
0.25% of the average net asset value of Ordinary Shareholder accounts of Nu-
meric II and Disciplined Growth open during the period the plan is in effect.
Prior to August 1, 1996, the annual rate for Numeric II and Disciplined Growth
accounts was 0.50%. No fees are received by the Distributor for Institutional
Shares. For the year ended March 31, 1997, the Distributor voluntarily agreed
to waive its fees in their entirety with respect to Numeric II and Disciplined
Growth, which amounted to $24,260 and $6,833 respectively. During the year
ended March 31, 1997, the aggregate fees, net of fees waived by the Distribu-
tor, paid by the Funds pursuant to such distribution plan amounted to
$742,137. A deferred sales charge amounting to 1% of the net asset value of
Ordinary Shares redeemed of Numeric, Growth and Income, International Equity
and Foreign Frontier is withheld from the redemption proceeds and paid to the
Distributor. The deferred sales charge is also imposed on redemptions of Ordi-
nary Shares of Numeric II and Disciplined Growth purchased prior to August 1,
1996. The deferred sales charge is not imposed on redemptions of Institutional
Shares, and certain other transactions. The Funds have been advised that dur-
ing the year ended March 31, 1997, such fees earned by the Distributor were
$280,652.
Transfer agent functions are provided to the Funds by Quantitative Institu-
tional Services, a division of the Manager (the "Transfer Agent") pursuant to
a transfer agent agreement. The transfer agent agreement provides for base
fees that are payable to the Transfer Agent at an annual rate of 0.13% of the
aggregate average daily net asset value of each class of shares of each Fund
and for reimbursement of out of pocket expenses. During the year ended March
31, 1997, the aggregate fees, net of fees waived by the Transfer Agent, paid
by the Funds pursuant to such agreement amounted to $265,075. For the year
ended March 31, 1997, the Transfer Agent voluntarily agreed to waive its fees
in their entirety with respect to Numeric II and Disciplined Growth which
amounted to $14,659 and $3,232 respectively.
State Street Bank and Trust Company (the "Custodian") maintains the Funds' ac-
counting records and provides custodial services. For the year ended March 31,
1997, $65,700, $10,025, $2,525, $14,747, $14,771, and $11,660 in custody cred-
its were applied against the custody fees for Numeric, Numeric II, Disciplined
Growth, Growth and Income, International Equity and Foreign Frontier, respec-
tively. Such credits have not been applied in the calculation of the contrac-
tually required Manager reimbursement for Numeric, Growth and Income, and In-
ternational Equity and the voluntary Manager reimbursement for Numeric II and
Disciplined Growth.
The Custodian voluntarily agreed to waive its base custodian fees and to re-
duce its dual-class accounting fees for Disciplined Growth. For the year ended
March 31, 1997, the Custodian's fee waivers amounted to $12,571. Such waivers
have not been applied in the calculation of voluntary Manager reimbursement
for Disciplined Growth.
Each Trustee receives an annual Trustee's fee of $4,000 allocated to each Fund
in proportion to the respective net assets of the Funds.
4. Federal Income Taxes.
It is the policy of the Funds to distribute all of their taxable income within
the prescribed time and otherwise comply with the provisions of the Internal
Revenue Code applicable to regulated investment companies. Therefore, no Fed-
eral income tax provision is required.
At March 31, 1997, International Equity had a capital loss carryover amounting
to $103,200 which will expire on March 31, 2001, and Foreign Frontier had cap-
ital loss carryovers amounting to $5,852, $92,688 and $188,458 which will ex-
pire on March 31, 2003, March 31, 2004 and March 31, 2005 respectively. To the
extent that these losses are used to offset any future capital gains realized
during the carryover period, no capital gains tax liabilities will be incurred
by International Equity and Foreign Frontier for gains realized and not dis-
tributed.
5. Purchases and Sales.
During the year ended March 31, 1997, purchases of investment securities other
than U.S. Government obligations and short-term investments, for Numeric, Nu-
meric II, Disciplined Growth, Growth and Income, International Equity and For-
eign Frontier were $334,133,323, $14,712,630, $5,728,865, $42,674,861,
$37,741,908, and $3,262,697 respectively. Sales of such securities for the
Funds were $384,689,371, $17,602,208, $7,145,089, $48,663,613, $38,366,155,
and $706,958 respectively.
42
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
NOTES TO FINANCIAL STATEMENTS--Continued
- --------------------------------------------------------------------------------
6. Securities Loans.
During the year, International Equity loaned common stocks and received cash
collateral. At March 31, 1997, International Equity had no loans outstanding.
Security lending income of $704 collected by the custodian, was used to offset
custodian expense during the year. Such offset would not be applied in the cal-
culation of Manager reimbursements to International Equity.
7. Reclassifications.
For the year ended March 31, 1997, certain reclassification adjustments were
made between undistributed/(overdistributed) net investment income, accumulated
net realized gain/(loss), and shares of beneficial interest due to differences
between book and tax accounting, primarily due to the utilization of earnings
and profits distributed to shareholders on redemption of shares as part of the
dividends paid deduction for income tax purposes for Numeric; current year net
operating losses for Numeric II, Disciplined Growth and Foreign Frontier; pas-
sive foreign investment company holdings for International Equity; and foreign
currency translation for International Equity and Foreign Frontier. Such re-
classifications were as follows:
<TABLE>
<CAPTION>
Increase/(Decrease)
Increase/(Decrease) Undistributed/ Increase/(Decrease)
Shares of (Overdistributed) Accumulated
Beneficial Net Investment Net Realized
Interest Income/(Loss) Gain/(Loss)
<S> <C> <C> <C>
Numeric 4,791,840 -- (4,791,840)
Numeric II -- 1,799 (1,799)
Disciplined Growth -- 15,538 (15,538)
International Equity (67) 721,809 (721,742)
Foreign Frontier 32,085 (39,755) 7,670
</TABLE>
- --------------------------------------------------------------------------------
8. Contingent Liability.
The Trust insures itself and all Funds under a policy with ICI Mutual Insurance
Company. The annual premium is allocated among the Funds and Quantitative In-
stitutional Services. Additionally, the Funds have committed up to 300% of the
annual premium, one third of which was provided in cash, with each Fund's pro
rata portion recorded as an asset. The remainder is secured with an irrevocable
letter of credit.
9. Shares of Beneficial Interest.
The following schedule shows the number of shareholders each owning 5% or more
of a Fund and the total percentage of the Fund held by such shareholders.
<TABLE>
<CAPTION>
5% or Greater Shareholders
---------------------------------
Fund Number % of Fund Held
<S> <C> <C>
Numeric Inst. 4 80%
Numeric II Ord. 2 24%
Numeric II Inst. 5 94%
Disciplined Growth Ord. 6 53%
Disciplined Growth Inst. 4 100%
Growth and Income Inst. 3 92%
International Equity Inst. 2 95%
Foreign Frontier Ord. 2 10%
Foreign Frontier Inst. 2 97%
</TABLE>
10. Concentration of Risk.
The relatively large investments of the Foreign Frontier Fund in Latin American
and Southeast Asian countries with limited or developing capital markets may
involve greater risks than investments in more developed markets and the prices
of such investments may be volatile. The consequences of political, social or
economic changes in these markets may have disruptive effects on the market
prices of the Fund's investments and the income they generate, as well as the
Fund's ability to repatriate such amounts.
43
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
- --------------------------------------------------------------------------------
11. Transactions in Shares of Beneficial Interest.
Transactions in shares of beneficial interest were as follows:
<TABLE>
<CAPTION>
Year Ended Year Ended
March 31, 1997 March 31, 1996
------------------------ -------------------------
Shares Dollars Shares Dollars
<S> <C> <C> <C> <C>
NUMERIC
ORDINARY SHARES:
Shares sold 351,818 $ 6,317,030 306,845 $ 5,287,525
Shares issued in
reinvestment of
distributions 924,424 16,907,849 410,004 7,474,372
Shares redeemed (1,264,403) (22,735,475) (339,690) (6,065,838)
---------- ------------ ---------- -------------
Net change 11,839 489,404 377,159 6,696,059
---------- ------------ ---------- -------------
INSTITUTIONAL SHARES:
Shares sold 321,340 $ 5,965,533 372,214 $ 6,912,864
Shares issued in
reinvestment of
distributions 213,876 4,116,247 165,042 3,069,775
Shares redeemed (2,157,817) (38,785,621) (1,253,740) (21,958,358)
---------- ------------ ---------- -------------
Net change (1,622,601) $(28,703,841) (716,484) $ (11,975,719)
---------- ------------ ---------- -------------
TOTAL NET CHANGE FOR FUND $(28,214,437) $ (5,279,660)
------------ -------------
NUMERIC II
ORDINARY SHARES:
Shares sold 283,463 $ 4,013,410 434,724 $ 5,272,157
Shares issued in
reinvestment of
distributions 76,221 1,064,046 4,887 61,864
Shares redeemed (166,383) (2,323,633) (24,790) (304,541)
---------- ------------ ---------- -------------
Net change 193,301 $ 2,753,823 414,821 $ 5,029,480
---------- ------------ ---------- -------------
INSTITUTIONAL SHARES:
Shares sold 96,506 $ 1,350,989 350,456 $ 4,388,082
Shares issued in
reinvestment of
distributions 2,350 33,070 3,610 45,700
Shares redeemed (422,182) (6,069,111) (4,106) (50,595)
---------- ------------ ---------- -------------
Net change (323,326) $ (4,685,052) 349,960 $ 4,383,187
---------- ------------ ---------- -------------
TOTAL NET CHANGE FOR FUND $ (1,931,229) $ 9,412,667
------------ -------------
DISCIPLINED GROWTH
ORDINARY SHARES:
Shares sold 23,682 $ 316,581 124,257 $ 1,434,616
Shares issued in
reinvestment of
distributions 16,770 220,688 75 930
Shares redeemed (34,905) (457,243) (9,964) (113,141)
---------- ------------ ---------- -------------
Net change 5,547 $ 80,026 114,368 $ 1,322,405
---------- ------------ ---------- -------------
INSTITUTIONAL SHARES:
Shares sold 2,681 $ 36,839 6,593 $ 75,500
Shares issued in
reinvestment of
distributions 570 7,507 4 45
Shares redeemed (3,189) (40,183) (1,297) (15,503)
---------- ------------ ---------- -------------
Net change 62 $ 4,163 5,300 $ 60,042
---------- ------------ ---------- -------------
TOTAL NET CHANGE FOR FUND $ 84,189 $ 1,382,447
------------ -------------
GROWTH AND INCOME
ORDINARY SHARES:
Shares sold 138,045 $ 2,136,905 129,344 $ 1,895,276
Shares issued in
reinvestment of
distributions 293,065 4,442,864 359,373 5,160,593
Shares redeemed (427,154) (6,602,373) (350,635) (5,180,335)
---------- ------------ ---------- -------------
Net change 3,956 $ (22,604) 138,082 $ 1,875,534
---------- ------------ ---------- -------------
</TABLE>
44
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Year Ended Year Ended
March 31, 1997 March 31, 1996
--------------------- ----------------------
Shares Dollars Shares Dollars
<S> <C> <C> <C> <C>
INSTITUTIONAL SHARES:
Shares sold 9,058 $ 137,464 6,538 $ 97,239
Shares issued in reinvestment
of distributions 17,093 258,962 17,395 249,625
Shares redeemed (55,068) (865,268) (38,398) (583,199)
-------- ----------- -------- ------------
Net change (28,917) $ (468,842) (14,465) $ (236,335)
-------- ----------- -------- ------------
TOTAL NET CHANGE FOR FUND $ (491,446) $ 1,639,199
----------- ------------
INTERNATIONAL EQUITY
ORDINARY SHARES:
Shares sold 288,056 $ 3,128,420 284,040 $ 2,952,333
Shares issued in reinvestment
of distributions 16,596 182,722 6,478 65,878
Shares redeemed (380,548) (4,118,431) (478,842) (5,015,488)
-------- ----------- -------- ------------
Net change (75,896) $ (807,289) (188,324) $ (1,997,277)
-------- ----------- -------- ------------
Institutional Shares:
Shares sold 46,087 $ 502,388 392,128 $ 4,117,781
Shares issued in reinvestment
of distributions 1,099 12,144 -- --
Shares redeemed (4,216) (45,934) (578,734) (6,111,774)
-------- ----------- -------- ------------
Net change 42,970 $ 468,598 (186,606) $ (1,993,993)
-------- ----------- -------- ------------
TOTAL NET CHANGE FOR FUND $ (338,691) $ (3,991,270)
----------- ------------
FOREIGN FRONTIER
ORDINARY SHARES:
Shares sold 269,187 $ 2,347,110 383,704 $ 3,073,757
Shares issued in reinvestment
of distributions -- -- -- --
Shares redeemed (104,973) (898,041) (48,574) (376,826)
-------- ----------- -------- ------------
NET CHANGE 164,214 $ 1,449,069 335,130 $ 2,696,931
-------- ----------- -------- ------------
INSTITUTIONAL SHARES:
Shares sold 131,870 $ 1,140,389 -- --
Shares issued in reinvestment
of distributions 14 116 -- --
Shares redeemed (1,132) (10,110) -- --
-------- ----------- -------- ------------
Net change 130,752 $ 1,130,395 -- --
-------- ----------- -------- ------------
Net change for fund $ 2,579,464 -- --
----------- -------- ------------
</TABLE>
12. Subsequent Events.
In April 1997, the Board of Trustees approved a proposal to liquidate Disci-
plined Growth. On April 30,1997, Disciplined Growth ceased operations and dis-
tributed its assets to its shareholders on that date.
45
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
- -------------------------------------------------------------------------------
Report of Independent Accountants
To the Shareholders and Trustees of Quantitative Group of Funds
In our opinion, the accompanying statements of assets and liabilities, includ-
ing the portfolios of investments, and the related statements of operations
and of changes in net assets and the financial highlights present fairly, in
all material respects, the financial position of Quantitative Numeric Fund,
Quantitative Numeric II Fund, Quantitative Disciplined Growth Fund, Quantita-
tive Growth and Income Fund, Quantitative International Equity Fund and Quan-
titative Foreign Frontier Fund (hereafter referred to as the "Funds") at March
31, 1997, the results of each of their operations, the changes in their net
assets and the financial highlights for the periods indicated, in conformity
with generally accepted accounting principles. These financial statements and
financial highlights (hereafter referred to as "financial statements") are the
responsibility of the Funds' management; our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these financial statements in accordance with generally accepted au-
diting standards which require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of mate-
rial misstatement. An audit includes examining, on a test basis, evidence sup-
porting the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits, which included confirmation of securities at March 31, 1997 by corre-
spondence with the custodian and brokers, and the application of alternative
auditing procedures where confirmations from brokers were not received, pro-
vide a reasonable basis for the opinion expressed above.
PRICE WATERHOUSE LLP
Boston, MA
May 9, 1997
46
<PAGE>
[LOGO OF QUANTITATIVE GROUP OF FUNDS APPEARS HERE]
- -------------------------------------------------------------------------------
Shareholder Votes and Changes of Advisors (unaudited)
On October 1, 1996, Boston International Advisors, Inc., Advisor to Interna-
tional Equity and Foreign Frontier was acquired by Independence Investment Ad-
visors, Inc. and changed its name to Independence International Associates,
Inc., resulting in a termination of the existing advisory contracts with Bos-
ton International Advisors, Inc. On October 1, 1996, new advisory contracts
went into effect with Independence International Associates, Inc., containing
substantially the same terms as the old contracts.
On October 28, 1996, there was a special meeting of the shareholders of Numer-
ic, Numeric II, International Equity and Foreign Frontier. The shareholders of
International Equity and Foreign Frontier were asked to each approve a new Ad-
visory Contract between the Manager and Independence International Associates,
Inc. pursuant to which Independence International Associates, Inc. would act
as sub-advisor to the respective funds. The following were the results of the
votes:
<TABLE>
<CAPTION>
International Equity Foreign Frontier
Shares Voted Shares Voted
<S> <C> <C>
For 1,730,191.895 717,398.892
Against 912.563 0.000
Abstain 60,325.802 19,919.159
</TABLE>
There were no broker non-votes submitted, and no other proposals voted on at
such meeting.
In addition, at the meeting on October 28, shareholders of Numeric and Numeric
II were asked to each approve a new Advisory Contract between the Manager and
Columbia Partners, L.L.C. Investment Management ("Columbia Partners") pursuant
to which Columbia Partners would act as sub-advisor to the respective funds.
The following were the results of the votes:
<TABLE>
<CAPTION>
Numeric Numeric II
Shares Voted Shares Voted
<S> <C> <C>
For 3,038,306.896 516,648.981
Against 25,231.238 4,575.579
Abstain 103,128.474 9,751.502
</TABLE>
There were no broker non-votes submitted, and no other proposals voted on at
such meeting.
Effective October 1, 1996, Advanced Investment Technology, Inc. ("AIT") ac-
quired the investment management portion of the business of LBS Capital Man-
agement, Inc. ("LBS"), the Advisor to Disciplined Growth, resulting in an au-
tomatic termination of the existing advisory contract with LBS. On October 1,
1996, AIT began to serve as Advisor to Disciplined Growth pursuant to an advi-
sory contract with the Manager containing substantially the same terms as the
advisory contract between the Manager and LBS, except that AIT is not entitled
to payment of advisory fees under the contract until the contract is approved
by the shareholders of Disciplined Growth. At the time of Disciplined Growth's
termination on April 30, 1997, shareholders of Disciplined Growth had not ap-
proved the contract, and AIT is not owed any fees by Disciplined Growth.
47
<PAGE>
FORM N-1A PART C
OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(a) Financial Statements:
Included in Part A:
Quantitative Numeric Fund (formerly Boston Numeric Series)
----------------------------------------------------------
Per Share Income and Capital Changes, Years Ended March 31,
1997, 1997, 1996, and 1994, and Period from September 8, 1992
to March 31, 1993 for Ordinary Shares; and for Institutional
Shares (formerly named "Class A Shares"), Years Ended March
31, 1997, 1997, 1996 and 1994, and Period from January 6, 1993
to March 31, 1993
Quantitative Numeric II Fund
----------------------------
Per Share Income and Capital Changes, Years Ended March 31,
1997 and 1997, and Period from October 1, 1994 to March 31,
1996 for Ordinary Shares; and for Institutional Shares
(formerly named "Class A Shares"), Year Ended March 31, 1997
and Period from April 17, 1996 to March 31, 1997
Quantitative Growth and Income Fund (formerly Boston
----------------------------------------------------
Growth and Income Series)
-------------------------
Per Share Income and Capital Changes, Years Ended March 31,
1997, 1997, 1996, 1994, 1993, 1992, 1991, 1990, 1989, 1988,
1987, and Period from May 9, 1985 to March 31, 1986 for
Ordinary Shares; and for Institutional Shares (formerly named
"Class A Shares"), Years Ended March 31, 1997, 1997, 1996,
1994, 1993 and 1992, and Period from March 25, 1991 to March
31, 1991
Quantitative International Equity Fund (formerly Boston
-------------------------------------------------------
Foreign Growth and Income Series)
---------------------------------
Per Share Income and Capital Changes, Years Ended March 31,
1997, 1997, 1996, 1994, 1993, 1992, 1991, 1990, 1989, and
Period from July 31, 1987 to March 31, 1988 for Ordinary
<PAGE>
Shares; and for Institutional Shares (formerly named "Class A
Shares"), Years Ended March 31, 1997 and 1997, Period from
August 25, 1994 to March 31, 1996, Period Ended March 19,
1992, and Period from April 25, 1990 to March 31, 1991
Quantitative Foreign Frontier Fund
----------------------------------
Per Share Income and Capital Changes, Years Ended March 31,
1997 and 1997, and Period from August 8, 1994 to March 31,
1996 for Ordinary Shares; and for Institutional Shares
(formerly named "Class A Shares"), Period from April 2, 1997
to March 31, 1997
Included in Part B:
Quantitative Numeric Fund
-------------------------
Report of Independent Accountants, May 3, 1997
Investments, March 31, 1997
Statement of Assets and Liabilities, March 31, 1997
Statement of Operations, Year Ended March 31, 1997
Statement of Changes in Net Assets, Year Ended March 31, 1997
Selected Per Share Data and Ratios, Years Ended March 31, 1997
and March 31, 1996 for Ordinary Shares; and for Institutional
Shares, Years Ended March 31, 1997 and 1996
Notes to Financial Statements, March 31, 1997
Quantitative Numeric II Fund
----------------------------
Report of Independent Accountants, May 3, 1997
Investments, March 31, 1997
Statement of Assets and Liabilities, March 31, 1997
Statement of Operations, Year Ended March 31, 1997
Statement of Changes in Net Assets, Year Ended March 31, 1997
Selected Per Share Data and Ratios, Years Ended March 31, 1997
and 1996 for Ordinary Shares and Year Ended March 31, 1997 and
for Institutional Shares Period from April 17, 1995 to March
31, 1996
Notes to Financial Statements, March 31, 1997
Quantitative Growth and Income Fund
-----------------------------------
Report of Independent Accountants, May 3, 1997
<PAGE>
Investments, March 31, 1997
Statement of Assets and Liabilities, March 31, 1997
Statement of Operations, Year Ended March 31, 1997
Statement of Changes in Net Assets, Years Ended March 31, 1997
and March 31, 1996
Selected Per Share Data and Ratios, Years Ended March 31,
1997, 1996, 1995, 1994, 1993, 1992, 1991, 1990, 1989, 1988,
1987 and Period from May 9, 1985 to March 31, 1986 for
Ordinary Shares; and for Institutional Shares, Years Ended
March 31, 1997, 1996, 1995, 1994, 1993 and 1992 and Period
from March 25, 1991 to March 31, 1991
Notes to Financial Statements, March 31, 1997
Quantitative International Equity Fund
--------------------------------------
Report of Independent Accountants, May 3, 1997
Investments, March 31, 1997
Statement of Assets and Liabilities, March 31, 1997
Statement of Operations, Year Ended March 31, 1997
Statement of Changes in Net Assets, Years Ended March 31, 1997
and March 31, 1996
Selected Per Share Data and Ratios, Years Ended March 31,
1997, 1996, 1995, 1994, 1993, 1992, 1991, 1990, 1989 and
Period from July 31, 1987 to March 31, 1988 for Ordinary
Shares; and for Institutional Shares, Years Ended March 31,
1997 and 1996, Period from August 25, 1994 to March 31, 1995,
Period Ended March 19, 1992, and Period from April 25, 1990 to
March 31, 1991
Notes to Financial Statements, March 31, 1997
Quantitative Foreign Frontier Fund
----------------------------------
Report of Independent Accountants, May 3, 1997
Investments, March 31, 1997
Statement of Assets and Liabilities, March 31, 1997
Statement of Operations, Years Ended March 31, 1997 and 1996
and Period from August 8, 1994 to March 31, 1995
Statement of Changes in Net Assets, Years Ended March 31, 1997
and 1996
Selected Per Share Data and Ratios, Year Ended March 31, 1997
and 1996 for Ordinary Shares and for Institutional Shares
Period from April 2, 1996 to March 31, 1997
Notes to Financial Statements, March 31, 1997
(b) Exhibits
<PAGE>
5. Advisory Contracts with Independence International
Associates, Inc.
10. Opinion and Consent of Counsel
11. Consent of Independent Accountants
16. Schedule for Computation of Performance Quotations
17. Financial Data Schedule
Item 25. Persons Controlled by or under Common Control with Registrant
None
Item 26. Number of Holders of Securities
As of June 30 1997, there were 2,218 holders of Quantitative Numeric
Ordinary Shares of beneficial interest and 42 holders of Quantitative Numeric
Institutional Shares of beneficial interest; 471 holders of Quantitative
Numeric II Ordinary Shares of beneficial interest and 10 holders of
Quantitative Numeric II Institutional Shares of beneficial interest; 745
holders of Quantitative Growth and Income Ordinary Shares of beneficial
interest and 12 holders of Quantitative Growth and Income Institutional Shares
of beneficial interest; 586 holders of Quantitative International Equity
Ordinary Shares of beneficial interest and 5 holders of Quantitative
International Equity Institutional Shares of beneficial interest; 301 holders
of Quantitative Foreign Frontier Ordinary Shares of beneficial interest and 4
holders of Quantitative Foreign Frontier Institutional Shares of beneficial
interest.
Item 27. Indemnification
Article VIII of the Trust's Declaration of Trust provides in relevant
part:
Trustees, Officers, etc.
------------------------
Section 1. The Trust shall indemnify each of its Trustees and
officers (including persons who serve at the Trust's request as directors,
officers or trustees of another organization in which the Trust has any
interest as a shareholder, creditor or otherwise) (hereinafter referred to as
a "Covered Person") against all liabilities and expenses, including but not
limited to amounts paid in satisfaction of judgments, in compromise or as
fines and penalties, and counsel fees reasonably incurred by any Covered
Person in connection with the defense or disposition of any action, suit or
other proceeding, whether civil or criminal, before any court or
administrative or legislative body, in which such Covered Person may be or may
have been involved as a party or otherwise or with which such Covered Person
may be or may have been threatened, while in office or thereafter, by reason
of being or having been such a Covered Person except with respect to any
matter as to which such Covered Person shall have been finally adjudicated in
any such action, suit or other proceeding (a) not to have acted in good faith
in the reasonable belief that such Covered Person's
<PAGE>
action was in the best interest of the Trust or (b) to be liable to the Trust
or its Shareholders by reason of willful misfeasance, bad faith, gross
negligence or reckless disregard of the duties involved in the conduct of such
Covered Person's office. Expenses, including counsel fees so incurred by any
such Covered Person (but excluding amounts paid in satisfaction of judgments,
in compromise or as fines or penalties), shall be paid from time to time by
the Trust in advance of the final disposition of any such action, suit or
proceeding upon receipt of an undertaking by or on behalf of such Covered
Person to repay amounts so paid to the Trust if it is ultimately determined
that indemnification of such expenses is not authorized under this Article,
provided, however, that either (a) such Covered Person shall have provided
appropriate security for such undertaking, (b) the Trust shall be insured
against losses arising from any such advance payments or (c) either a majority
of the disinterested Trustees acting on the matter (provided that a majority
of the disinterested Trustees then in office act on the matter), or
independent legal counsel in a written opinion, shall have determined, based
upon a review of readily available facts (as opposed to a full trial type
inquiry) that there is reason to believe that such Covered Person will be
found entitled to indemnification under this Article.
Compromise Payment
------------------
Section 2. As to any matter disposed of (whether by a compromise
payment, pursuant to a consent decree or otherwise) without an adjudication by
a court, or by any other body before which the proceeding was brought, that
such Covered Person either (a) did not act in good faith in the reasonable
belief that his action was in the best interests of the Trust or (b) is liable
to the Trust or its Shareholders by reason of willful misfeasance, bad faith,
gross negligence or reckless disregard of the duties involved in the conduct
of his or her office, indemnification shall be provided if (a) approved as in
the best interests of the Trust, after notice that it involves such
indemnification, by at least a majority of the disinterested Trustees acting
on the matter (provided that a majority of the disinterested Trustees then in
office act on the matter) upon a determination, based upon a review of readily
available facts (as opposed to a full trial type inquiry) that such Covered
Person acted in good faith in the reasonable belief that his action was in the
best interests of the Trust and is not liable to the Trust or its Shareholders
by reason of willful misfeasance, bad faith, gross negligence or reckless
disregard of the duties involved in the conduct of his or her office, or (b)
there has been obtained an opinion in writing of independent legal counsel,
based upon a review of readily available facts (as opposed to a full trial
type inquiry) to the effect that such Covered Person appears to have acted in
good faith in the reasonable belief that his action was in the best interests
of the Trust and that such indemnification would not protect such Person
against any liability to the Trust to which he would otherwise be subject by
reason of willful misfeasance, bad faith, gross negligence or reckless
disregard of the duties involved in the conduct of his office. Any approval
pursuant to this Section shall
<PAGE>
not prevent the recovery from any Covered Person of any amount paid to such
Covered Person in accordance with this Section as indemnification if such
Covered Person is subsequently adjudicated by a court of competent
jurisdiction not to have acted in good faith in the reasonable belief that
such Covered Person's action was in the best interests of the Trust or to have
been liable to the Trust or its Shareholders by reason of willful misfeasance,
bad faith, gross negligence or reckless disregard of the duties involved in
the conduct of such Covered Person's office.
Indemnification Not Exclusive
-----------------------------
Section 3. The right of indemnification hereby provided shall not be
exclusive of or affect any other rights to which such Covered Person may be
entitled. As used in this Article VIII, the term "Covered Person" shall
include such person's heirs, executors and administrators and a "disinterested
Trustee" is a Trustee who is not an "interested person" of the Trust as
defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended,
(or who has been exempted from being an "interested person" by any rule,
regulation or order of the Commission) and against whom none of such actions,
suits or other proceedings or another action, suit or other proceeding on the
same or similar grounds is then or has been pending. Nothing contained in
this Article shall affect any rights to indemnification to which personnel of
the Trust, other than Trustees or officers, and other persons may be entitled
by contract or otherwise under law, nor the power of the Trust to purchase and
maintain liability insurance on behalf of any such person.
Insofar as indemnification for liabilities arising under the Securities Act of
1933 may be permitted to trustees, officers and controlling persons of the
Fund pursuant to the foregoing provisions or otherwise, the Fund has been
advised that in the opinion of the Securities and Exchange Commission such
indemnification is against public policy as expressed in the Securities Act of
1933, and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the Fund
of expenses incurred or paid by a trustee, officer or controlling person of
the Fund in the successful defense of any action, suit or proceeding) is
asserted against the Fund by such trustee, officer or controlling person in
connection with the securities being registered, the Fund will, unless in the
opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Securities
Act of 1933 and will be governed by the final adjudication of such issue.
Item 28. Business and Other Connections of Investment Adviser
<PAGE>
There is set forth below information as to any other business, vocation
or employment of a substantial nature in which each director or officer of
Quantitative Advisors, Inc., the Registrant's investment adviser (viz. the
"Manager"), is or at any time during the past two fiscal years has been
engaged for his own account or in the capacity of director, officer, employee,
partner or trustee.
Name Business and other connections
---- ------------------------------
Edward L. Pittman President and Treasurer, Quantitative Group
President of Funds; formerly attorney, Brown & Wood
Willard L. Umphrey: President/Treasurer/Clerk/Director, U.S.
Director Boston Insurance Agency, Inc.;
President/Treasurer/Director, U.S. Boston Capital
Corporation, USB Technology, Inc.;
Director/Treasurer, USB Corporation and U.S. Boston
Corporation; Director, U.S. Boston Asset Management
Corporation, U.S. Boston Funding Corporation, U.S.
Boston Fiduciary Corporation, U.S. Boston
Institutional Services, Inc., Self Care, Inc.;
Chairman, AB&T, Inc.; Partner, U.S. Boston Company,
U.S. Boston Company II, U.S. Boston Company III;
U.S. Boston Company IV; Chairman/Trustee,
Quantitative Group of Funds
Leon Okurowski: Director/President, U.S. Boston Corporation,
Clerk USB Corporation and U.S. Boston Asset
Director Management Corporation; Vice President/Director,
U.S. Boston Capital Corporation; Vice President,
U.S. Boston Insurance Agency, Inc.
Director/Treasurer, U.S. Boston Institutional
Services, Inc., AB&T, Inc.; Director, U.S. Boston
Fiduciary Corporation, U.S. Boston Funding
Corporation, USB Technology, Inc.; Partner, U.S.
Boston Company, U.S. Boston Company II, U.S. Boston
Company III, U.S. Boston Company IV; Vice
President/Trustee, Quantitative Group of Funds
The principal business address of each U.S. Boston affiliate named above
is Lincoln North, Lincoln, Massachusetts 01773. The principal business address
of AB&T is 200 Franklin Street, Boston, Massachusetts 02109.
<PAGE>
Item 29. Principal Underwriter
(a) Not applicable.
(b) The directors and officers of the Registrant's principal
underwriter are:
<TABLE>
<CAPTION>
Positions and Positions and
Offices with Offices with
Name Underwriter Registrant
---- ----------- ----------
<S> <C> <C>
Carol A. Higgins Clerk None
Leon Okurowski Vice President Vice President
and Director and Trustee
Edward L. Pittman None President
Treasurer
Willard L. Umphrey President, Chairman
Treasurer and Trustee
and Director
</TABLE>
The principal business address of each person listed above is 55 Old Bedford
Road, Lincoln, Massachusetts 01773.
Item 30. Location of Accounts and Records.
Persons maintaining physical possession of accounts, books and other
documents required to be maintained by Section 31(a) of the Investment Company
Act of 1940 and the Rules promulgated thereunder include Registrant's
investment advisers, Quantitative Advisors, Inc., State Street Bank and Trust
Company, Independence International Associates, Inc., and Columbia Partners,
L.L.C., Investment Management; Registrant's custodian, State Street Bank and
Trust Company; and Registrant's transfer agent and dividend disbursing agent,
Quantitative Institutional Services. The address of Quantitative Advisors,
Inc. is 55 Old Bedford Road, Lincoln, Massachusetts 01773; the address of
Quantitative Institutional Services is 55 Old Bedford Road, Lincoln,
Massachusetts 01773; the address of State Street Bank and Trust Company is 225
Franklin Street, Boston, Massachusetts 02110; the address of Independence
International Associates, Inc. is 75 State Street, Suite 1500, Boston,
Massachusetts 02109, and the address of Columbia Partners, L.L.C., Investment
Management is 1701 Pennsylvania Avenue, N.W., Washington, DC 20006.
Item 31. Management Services
None.
<PAGE>
Item 32 Undertakings
Not applicable.
<PAGE>
NOTICE
A copy of the Agreement and Declaration of Trust of Quantitative Group of
Funds, as amended, is on file with the Secretary of the Commonwealth of
Massachusetts and notice is hereby given that this instrument is executed on
behalf of the Registrant by an officer of the registrant acting as an officer
and not individually and that the obligations of or arising out of this
instrument are not binding on any of the Trustees or shareholders individually
but are binding only upon the assets and property of the Registrant.
-----------------
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 of
the requirements for effectiveness of this Amendment to its Registration
Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has
duly caused this Amendment to its Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the Town of Lincoln,
and Commonwealth of Massachusetts on the 28 day of July, 1997.
Quantitative Group of Funds
By
-----------------------------------
Edward L. Pittman, President
Pursuant to the requirements of the Securities Act of 1933, this Amendment to
the Registration Statement of Quantitative Group of Funds has been signed by
the following persons in the capacities and on the dates indicated.
---------------------
Robert M. Armstrong Trustee July 28, 1997
---------------------
Edward A. Bond, Jr. Trustee July 28, 1997
---------------------
John M. Bulbrook Trustee July 28, 1997
---------------------
Edward E. Burrows Trustee July 28, 1997
---------------------
Joseph H. Newberg Trustee July 28, 1997
<PAGE>
---------------------
Leon Okurowski Trustee July 28, 1997
---------------------
Willard L. Umphrey Trustee July 28, 1997
<PAGE>
EXHIBIT 5
QUANTITATIVE ADVISORS, INC.
ADVISORY CONTRACT
Advisory Contract dated as of October 1, 1996, between QUANTITATIVE
ADVISORS, INC., a Massachusetts corporation (the "Manager") and INDEPENDENCE
INTERNATIONAL ASSOCIATES, INC., a Massachusetts Corporation (the "Adviser").
Witnesseth:
That in consideration of the mutual covenants herein contained, it is
agreed as follows:
1. SERVICES TO BE RENDERED BY ADVISER TO FUND.
(a) Subject always to the control of the Trustees of Quantitative Group
of Funds, a Massachusetts business trust (the "Fund"), and the Manager, the
Adviser, at its expense, will furnish continuously an investment program for
the Quantitative International Equity Fund (the "Series") of the Fund. The
Adviser will determine what securities shall be purchased, held, sold or
exchanged by the Series and what portion, if any, of the assets of the Series
shall be held uninvested and shall, on behalf of the Series, make changes in
the Series' investments. In the performance of its duties, the Adviser will
comply with the provisions of the Agreement and Declaration of Trust and By-
laws of the Fund and the stated investment objectives, policies and
restrictions of the Series as set forth in the then current Prospectus and/or
Statement of Additional Information of the Fund, and will use its best
efforts to safeguard and promote the welfare of the Series, and to comply
with other written policies which the Trustees or the Manager may from time
to time determine and of which the Adviser has received notice and which the
Adviser has accepted in writing, and shall exercise the same care and
diligence expected of the Trustees. In furnishing an investment program to
the Series and in determining what securities shall be purchased, held, sold
or exchanged by the Series, the Adviser will do all things necessary so that
the Series may qualify as a "regulated investment company" within the meaning
of the Internal Revenue Code of 1986, as amended, and will comply with all
provisions of applicable Law including, without limitations the Investment
Company Act of 1940, as amended, and the Rules and Regulations thereunder.
The Adviser shall make its officers and employees available to the Manager
from time to time at reasonable times to review investment policies of the
Series and to consult with the Manager regarding the investment affairs of
the Series.
(b) The Adviser, at its expense, will (1) furnish all necessary
investment and management facilities, including salaries of personnel,
required for it to execute its duties faithfully, (2) keep records relating
to the purchase, sale or current status of portfolio securities, and (3)
provide clerical personnel and equipment necessary for the efficient
rendering of investment advice to the Series. The Adviser shall have no
obligation with respect to the determination of the Series' net asset value
except to provide the Fund's Custodian with information as to the securities
held in the Series' portfolio. The Adviser shall not be obligated to provide
shareholder accounting services.
(c) The Adviser shall place all orders for the purchase and sale of
portfolio investments for the Series' account with brokers or dealers
selected by the Adviser. In the selection of such brokers or dealers and the
placing of such orders, the Adviser shall use its best efforts to obtain for
the Series the most favorable price and execution available, except to the
extent it may be permitted to pay higher brokerage commissions for brokerage
and research services as described below. In using its best efforts to obtain
for the Series the most favorable price and execution available, the Adviser,
bearing in mind the Series' best interests at all times,
<PAGE>
shall consider all factors it deems relevant, including by way of
illustration, price, the size of the transaction, the nature of the market
for the security, the amount of the commission, if any, the timing of the
transaction taking into account market prices and trends, the reputation,
experience and financial stability of the broker or dealer involved and the
quality of service rendered by the broker or dealer in other transactions.
Subject to such written policies as the Trustees or the Manager may determine
and of which the Adviser has received notice and which the Adviser has
accepted in writing, the Adviser shall not be deemed to have acted unlawfully
or to have breached any duty created by this Contract or otherwise solely by
reason of its having caused the Series to pay a broker or dealer that
provides brokerage and research services to the Adviser an amount of
commission for effecting a portfolio investment transaction in excess of the
amount of commission another broker or dealer would have charged for
effecting that transaction, if the Adviser determines 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 Adviser's overall responsibilities
with respect to the Fund and to other clients as to which the Adviser or
persons controlled by or under common control with the Adviser exercise
investment discretion. The Adviser agrees that in connection with purchases
or sales of portfolio investments for the Series' account, neither the
Adviser or any officer, director, employee or agent of the Adviser shall act
as a principal or receive any commission other than as provided in Section 3.
(d) The Adviser shall not be obligated to pay any expenses of or for the
Series not expressly assumed by the Adviser pursuant to this Section 1.
2. OTHER AGREEMENTS, ETC.
It is understood that any of the shareholders, Trustees, officers and
employees of the Fund may be a shareholder, director, officer or employee
of, or be otherwise interested in, the Adviser, and in any person controlled
by or under common control with the Adviser, and that the Adviser and any
person controlled by or under common control with the Adviser may have an
interest in the Fund. It is also understood that the Adviser and persons
controlled by or under common control with the Adviser have and may have
advisory, management service or other contracts with other organizations
(including without limitation other investment companies and other managed
accounts) and persons, and may have other interests and businesses. Advice
rendered to the Series shall be confidential and may not be used by any
shareholder, Trustee, officer, director, employee or agent of the Fund or of
the Manager or by the Adviser of any other series of the Fund.
3. COMPENSATION TO BE PAID BY THE MANAGER TO THE ADVISER.
The Manager will pay to the Adviser as compensation for the Adviser's
services rendered and for the expenses borne by the Adviser pursuant to
Section 1, a fee, computed and paid monthly at the annual rate of 0.5% of the
average daily net asset value of the Series. Such fee shall be paid by the
Manager and not by the Series out of the management fee paid by the Fund to the
Manager pursuant to the Management Contract between the Manager and the Fund or
out of any other funds available to the Manager. Such average daily net asset
value of the Series shall be determined by taking an average of all the
determinations of such net asset value during such month at the close of
business on each business day during such month while this Contract is in
effect. Such fee shall be payable for each month within 30 days after the end
of such month. Until this Contract is approved by the shareholders of the
Series the fees shall be paid to an interest-bearing escrow account. Upon
approval of the Contract by the shareholders the fees,
<PAGE>
including interest earned on the fees, will be paid to the Adviser, provided,
however, that if the shareholders do not approve this Contract by the earlier
of 120 days after the commencement of this agreement or March 1, 1997, the fees
held in escrow shall be paid to the Series.
If the Adviser shall serve for less than the whole of a month, the
foregoing compensation shall be prorated.
4. ASSIGNMENT TERMINATES THIS CONTRACT; AMENDMENTS OF THIS CONTRACT.
This Contract shall automatically terminate, without the payment of any
penalty, in the event of its assignment or in the event that the Management
Contract between the Fund and the Manager terminates generally or with respect
to the Series; and this Contract shall not be amended unless such amendment be
approved at a meeting by the affirmative vote of a majority of the outstanding
shares of the Series, and by the vote, cast in person at a meeting called for
the purpose of voting on such approval, of a majority of the Trustees of the
Fund who are not interested persons of the Fund or of the Manager or of the
Advisers.
5. EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT.
This Contract shall become effective upon its execution, and shall remain in
full force and effect as to the Series continuously thereafter (unless
terminated automatically as set forth in Section 4) until terminated as
follows:
(a) The Fund or the Manager may at any time terminate this Contract
as to the Series by not more than sixty days' nor less than thirty days'
written notice delivered or mailed by registered mail, postage prepaid, to
the Adviser, or
(b) The Adviser may at any time terminate this Contract as to the
Series by not less than one hundred fifty days' written notice delivered
or mailed by registered mail, postage prepaid, to the Manager, or
(c) If (i) the Trustees of the Fund or the shareholders by the
affirmative vote of a majority of the outstanding shares of the Series,
and (ii) a majority of the Trustees of the Fund who are not interested
persons of the Fund or of the Manager or of the Adviser, by vote cast in
person at a meeting called for the purpose of voting an such approval, do
not specifically approve at least annually the continuance of this
Contract, then this Contract shall automatically terminate as to the
Series at the close of business on the second anniversary of the date
hereof or the expiration of one year from the effective date of the last
such continuance, whichever is later; provided, however, that if the
continuance of this Contract is submitted to the shareholders of the
Series for their approval and such shareholders fail to approve such
continuance of this Contract as provided herein, the Adviser may continue
to serve hereunder in a manner consistent with the Investment Company Act
of 1940 and the Rules and Regulations thereunder.
Action by the Fund under (a) above may be taken either (i) by vote of a
majority of its Trustees, or (ii) by the affirmative vote of a majority of the
outstanding shares of the Series.
Termination of this Contract pursuant to this Section 5 shall be without
the payment of any penalty.
<PAGE>
6. CERTAIN DEFINITIONS.
For the purposes of this Contract, the "affirmative vote of a majority of
the outstanding shares" means the affirmative vote, at a duly called and held
meeting of shareholders, (a) of the holders of 67% or more of the shares of
the Fund or the Series, as the case may be, present (in person or by proxy)
and entitled to vote at such meeting, if the holders of more than 50% of the
outstanding shares of the Fund or the Series, as the case may be, entitled to
vote at such meeting are present in person or by proxy, or (b) of the holders
of more than 50% of the outstanding shares of the Fund or the Series, as the
case may be, entitled to vote at such meeting, whichever is less.
For the purposes of this Contract, the terms "affiliated person",
"control", "interested person" and "assignment" shall have their respective
meanings defined in the Investment Company Act of 1940 and the Rules and
Regulations thereunder, subject, however, to such exemptions as may be granted
by the Securities and Exchange Commission under said Act; the term
"specifically approve at least annually" shall be construed in a manner
consistent with the Investment Company Act of 1940 and the Rules and
Regulations thereunder; and the term "brokerage and research services" shall
have the meaning given in the Securities Exchange Act of 1934 and the Rules
and Regulations thereunder.
7. NONLIABILITY OF ADVISER.
In the absence of willful misfeasance, bad faith or gross negligence on
the part, of the Adviser, its officers, directors, employees or agents or
reckless disregard of the Adviser's obligations and duties hereunder, neither
the Adviser nor its officers, directors, employees or agents shall be subject
to any liability to the Fund or to the Manager, or to any shareholder of the
Fund, for any act or omission in the course of, or connected with, rendering
services hereunder.
IN WITNESS WHEREOF, QUANTITATIVE ADVISORS, INC. and INDEPENDENCE INTERNATIONAL
ASSOCIATES, INC. have each caused this instrument to be signed in duplicate in
its behalf by its President or a Vice President thereunto duly authorized, all
as of the day and year first above written.
QUANTITATIVE ADVISORS, INC.
---------------------------------
By: Edward L. Pittman
President
INDEPENDENCE INTERNATIONAL
ASSOCIATES, INC.
---------------------------------
By: Lyle H. Davis
President
<PAGE>
QUANTITATIVE ADVISORS, INC.
---------------------------
ADVISORY CONTRACT
-----------------
Advisory Contract ("Contract") dated as of October 1, 1996, between
QUANTITATIVE ADVISORS, INC., a Massachusetts corporation (the "Manager") and
INDEPENDENCE INTERNATIONAL ASSOCIATES, INC., a Massachusetts corporation (the
"Advisor").
Witnesseth:
That in consideration of the mutual covenants herein contained, it is
agreed as follows:
1. SERVICES TO BE RENDERED BY ADVISOR TO FUND.
(a) Subject always to the control of the trustees (the "Trustees") of
Quantitative Group of Funds, a Massachusetts business trust (the "Trust"), and
the Manager, the Advisor, at its expense, will furnish continuously an
investment program for the Quantitative Foreign Frontier Fund (the "Fund") of
the Trust. The Advisor will determine what securities shall be purchased,
held, sold or exchanged by the Fund and what portion, if any, of the assets of
the Fund shall be held uninvested and shall, on behalf of the Fund, make
changes in the Fund's investments. In the performance of its duties, the
Advisor will comply with the provisions of the Agreement and Declaration of
Trust and By-Laws of the Trust and the stated investment objectives, policies
and restrictions of the Fund as set forth in the then current Prospectus
and/or Statement of Additional Information of the Trust and with other written
policies which the Trustees or the Manager may from time-to-time determine and
of which the Advisor has received notice and the Advisor has accepted in
writing. In furnishing an investment program to the Fund and in determining
what securities shall be purchased, held, sold or exchanged by the Fund, the
Advisor shall comply in all material respects with all provisions of
applicable law governing its duties and responsibilities hereunder, including,
without limitation, the Investment Company Act of 1940, the Investment
Advisors Act of 1940, and the Rules and Regulations thereunder, and such
other laws as may be applicable to its activities as Advisor to the Fund. The
Advisor shall make its officers and employees available to the Manager or
Trustees from time-to-time at reasonable times to review investment policies
of the Fund and to consult with the Manager or Trustees regarding the
investment affairs of the Fund.
(b) The Advisor, at its expense, will (1) furnish all necessary
investment and management facilities, including salaries of personnel,
required for it to execute its duties hereunder, (2) keep records relating to
the purchase, sale or current status of portfolio securities, (3) provide
clerical personnel and equipment necessary for the efficient rendering of
investment advice to the Fund, (4) furnish to the Manager such reports and
records regarding the Fund and the Advisor as the Manager or Trustees shall
from time-to-time request, and, (5) upon reasonable notice, review written
references to the Advisor, or its methodology, whether in a Prospectus,
Statement of Additional Information, sales material or otherwise. The Advisor
shall have no obligation with respect to the determination of the Fund's net
asset value, except to provide the Trust's custodian with information as to
the securities held in the Fund's portfolio. The Advisor shall not be
obligated to provide shareholder accounting services.
(c) The Advisor shall place all orders for the purchase and sale of
portfolio investments for the Fund's account with brokers or dealers selected
by the Advisor. In the selection of such brokers or dealers and the placing
of such orders, the Advisor shall use its best efforts to obtain for the Fund
the most favorable price and execution available, except to the extent that it
may be permitted to pay higher brokerage commissions for brokerage and
research services as described below. In using its best efforts to obtain for
the Fund the most favorable price and execution available, the Advisor,
bearing in mind the Fund's best interests at all times,
<PAGE>
shall consider all factors it deems relevant, including by way of
illustration, price, the size of the transaction, the nature of the market for
the security, the amount of the commission, if any, the timing of the
transaction taking into account market prices and trends, the reputation,
experience and financial stability of the broker or dealer involved and the
quality of service rendered by the broker or dealer in other transactions.
Subject to such written policies as the Trustees or the Manager may determine,
and of which the Advisor has received notice and which the Advisor has
accepted in writing, the Advisor shall not be deemed to have acted unlawfully
or to have breached any duty created by this Contract or otherwise solely by
reason of its having caused the Fund to pay a broker or dealer that provides
brokerage and research services to the Advisor an amount of commission for
effecting a portfolio investment transaction in excess of the amount of
commission another broker or dealer would have charged for effecting that
transaction, if the Advisor determines in good faith that such amount of
commission is 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 Advisor's overall responsibilities with
respect to the Trust and to other clients as to which the Advisor or persons
controlled by or under common control with the Advisor exercise investment
discretion. The Advisor agrees that in connection with purchases or sales of
portfolio instruments for the Fund's account, neither the Advisor nor any
officer, director, employee or agent of the Advisor shall act as principal or
receive any commission other than as provided in Section 3.
(d) The assets of the Fund shall be held by the Trust's custodian in an
account which the Trust has directed the Custodian to open. The Advisor shall
at no time have custody or physical control of any of the assets of the Fund.
The Manager shall cause such custodian to provide the Advisors with such
information and reports concerning the Fund or its assets as the Advisor may
from time to time reasonably request and to accept instructions from the
Advisor with respect to such assets and transactions by the Fund in the
performance of the Advisor's duties hereunder. The Advisor shall have no
liability or obligation to pay the cost of such custodian or any of its
services.
(e) Advice rendered to the Fund shall be confidential and may not be used
by any shareholder, Trustee, officer, director, employee or agent of the Trust
or of the Manager or by the advisor of any other fund of the Trust. Non-
public information provided to the Manager on a confidential basis regarding
the Advisor's methodology shall not be made publicly available by the Manager,
except that such information may be disclosed to the Trustees and may be
disclosed to the extent necessary to comply with the federal and state
securities laws and, after notice to the Advisor, upon order of any court or
administrative agency or self regulatory organization of which the Manager or
its affiliates are members.
(f) The Advisor shall not be obligated to pay any expenses of or for the
Fund not expressly assumed by the Advisor pursuant to this Section 1.
2. OTHER AGREEMENTS, ETC.
It is understood that any of the shareholders, Trustees, officers and
employees of the Trust may be a shareholder, partner, director, officer or
employee of, or be otherwise interested in, the Advisor, and in any person
controlled by or under common control with the Advisor, and that the Advisor
and any person controlled by or under common control with the Advisor may have
an interest in the Trust. It is also understood that the Advisor and persons
controlled by or under common control with the Advisor have and may have
advisory, management, service or other contracts with other organizations
(including other investment companies and other managed accounts) and persons,
and may have other interests and businesses.
<PAGE>
Nothing in this Contract shall prohibit the Advisor or any of its
affiliates from providing any services for any other person or entity or limit
the services which the Advisor or any such affiliate can provide to any person
or entity. The Manager understands and agrees that the Advisor and its
affiliates perform investment advisory and investment management services for
various clients other than the Manager and the Trust. The Manager agrees that
the Advisor and its affiliates may give advice and take action in the
performance of duties with respect to any other client which may differ from
advice given, or the timing or nature of action taken, with respect to the
Fund. Nothing in this Agreement shall be deemed to impose upon the Advisor
any obligation to purchase or sell or to recommend for purchase or sale for
the Fund any security or other property which the Advisor or any of its
affiliates may purchase or sell for its own account or for the account of any
other client, so long as it continues to be the policy and practice of the
Advisor not to favor or disfavor consistently or consciously any client or
class of clients in the allocation of investment opportunities, so that to the
extent practical, such opportunities will be allocated among clients over a
period of time on a fair and equitable basis.
3. COMPENSATION TO BE PAID BY THE MANAGER TO THE ADVISOR.
The Manager will pay to the Advisor, as compensation for the Advisor's
services rendered and for the expenses borne by the Advisor pursuant to
Section 1, a fee, computed and paid monthly at the annual rate of 0.40% of the
aggregate average daily net asset value of the Fund. Such fee shall be paid
by the Manager and not by the Fund out of the management fee paid by the Trust
to the Manager pursuant to the Management Contract between the Manager and the
Trust or out of any other funds available to the Manager. Such average daily
net asset value of the Fund shall be determined by taking an average of all
the determinations of such net asset value during such month at the close of
business on each business day during such month while this Contract is in
effect. Such fee shall be payable for each month within 30 days after the end
of each month. Until this Contract is approved by the shareholders of the
Series, the fees shall be paid to an interest-bearing escrow account. Upon
approval of the Contract by the shareholders, the fees, including interest
earned on the fees, will be paid to the Advisor, provided, however, that if
the shareholders do not approve this Contract by the earlier of 120 days after
the commencement of this agreement or March 1, 1997, the fees held in escrow
shall be paid to the Fund.
If the Advisor shall serve for less than the whole of a month, the
foregoing compensation shall be prorated.
4. ASSIGNMENT TERMINATES THIS CONTRACT; AMENDMENTS TO
THIS CONTRACT.
This Contract shall automatically terminate, without the payment of any
penalty, in the event of its assignment or in the event that the Management
Contract between the Trust and the Manager is terminated generally, or with
respect to the Fund; and this Contract shall not be amended unless (i) such
amendment is approved at a meeting by an affirmative vote of a majority of the
outstanding shares of the Fund, and (ii) by the vote, cast in person at a
meeting called for the purpose of voting on such approval, of a majority of
the Trustees of the Trust who are not interested persons of the Trust or of
the Manager or of the Advisor.
<PAGE>
5. EFFECTIVE PERIOD AND TERMINATION OF THIS CONTRACT.
This Contract shall become effective upon its execution, and shall remain
in full force and effect as to the Fund continuously thereafter (unless
terminated automatically as set forth in Section 4) until terminated as
follows:
(a) The Trust or the Manager may at any time terminate this Contract
as to the Fund by not more than sixty days' or less than thirty days' written
notice delivered or mailed by registered mail, postage prepaid, to the Advisor
or
(b) The Advisor may at any time terminate this Contract as to the
Fund by not less than one hundred fifty days' written notice delivered or
mailed by registered mail, postage prepaid, to the Manager, or
(c) If (i) the Trustees of the Trust, or the shareholders by the
affirmative vote of a majority of the outstanding shares of the Fund, and (ii)
a majority of the Trustees of the Trust who are not interested persons of the
Trust or of the Manager or of the Advisor, by vote cast in person at a meeting
called for the purpose of voting on such approval, do not specifically approve
at least annually the continuance of this Contract, then this Contract shall
automatically terminate as to the Fund at the close of business on the second
anniversary of the date hereof or the expiration of one year from the
effective date of the last such continuance, whichever is later; provided,
however, that if the continuance of this Contract is submitted to the
shareholders of the Fund for their approval and such shareholders fail to
approve such continuance of this Contract as provided herein, the Advisor may
continue to serve hereunder in a manner consistent with the Investment Company
Act of 1940 and the Rules and Regulations thereunder.
Action by the Trust under (a) above may be taken either (i) by vote of a
majority of its Trustees, or (ii) by the affirmative vote of a majority of the
outstanding shares of the Fund.
Termination of this Contract pursuant to this Section 5 shall be without
the payment of any penalty.
6. CERTAIN DEFINITIONS.
For the purposes of this Contract, the "affirmative vote of a majority of
the outstanding shares" means the affirmative vote, at a duly called and held
meeting of shareholders, (a) of the holders of 67% or more of the shares of
the Trust or the Fund, as the case may be, present (in person or by proxy) and
entitled to vote at such meeting, if the holders of more than 50% of the
outstanding shares of the Trust or the Fund, as the case may be, entitled to
vote at such meeting are present in person or by proxy, or (b) of the holders
of more than 50% of the outstanding shares of the Trust or the Fund, as the
case may be, entitled to vote at such meeting, whichever is less.
For the purposes of this Contract, the terms "affiliated person",
"control", "interested person" and "assignment" shall have their respective
meanings defined in the Investment Company Act of 1940 and the Rules and
Regulations thereunder, subject, however, to such exemptions as may be granted
by the Securities and Exchange Commission under said Act; the term
"specifically approve at least annually" shall be construed in a manner
consistent with the Investment Company Act of 1940 and the Rules and
Regulations thereunder; and the term "brokerage and research services" shall
have the meaning given by the Securities Exchange Act of 1934 and the Rules
and Regulations thereunder.
7. NONLIABILITY OF ADVISOR.
<PAGE>
In the absence of willful misfeasance, bad faith or gross negligence on
the part of the Advisor, its partners, officers, directors, employees or
agents or reckless disregard of the Advisor's obligations and duties
hereunder, neither the Advisor nor its officers, directors, employees or
agents shall be subject to any liability to the Trust or to the Manager, or to
any shareholder of the Trust, for any act or omission in the course of, or
connected with, rendering services hereunder, unless the Advisor is claiming
indemnity from any of them in connection herewith, but then only to the extent
of the indemnity obtained.
8. VOTING OF SECURITIES.
The Advisor shall have the power to vote, either in person or by proxy,
all securities in which assets of the Fund may be invested from time to time
and shall not be required to seek or take instructions from the Manager or the
Trustees of the Trust, or to take any action, with respect thereto.
9. REPRESENTATIONS AND COVENANTS OF THE MANAGER.
(a) The Manager represents that the terms of this Contract do not violate
any obligation by which it is bound, whether arising by contract, operation of
law or otherwise, and that it has the power, capacity and authority to enter
into this Contract and to perform in accordance herewith. In addition, the
Manager represents, warrants and covenants to the Advisor that it has the
power, capacity and authority to commit the Trust to this Contract; that a
true and complete copy of the Agreement and Declaration of Trust and By-Laws
of the Trust and the stated objectives, policies and restrictions of the Fund
have been delivered to the Advisor; and that true and complete copies of every
amendment thereto will be delivered to the Advisor as promptly as practicable
after the adoption thereof. The Manager agrees that notwithstanding any other
provision of this Contract to the contrary, the Advisor will not be bound by
any such amendment until the Advisor has received a copy thereof and has had a
reasonable opportunity to review it.
(b) The Manager acknowledges and agrees that it and the Trust shall
be solely responsible for compliance with all disclosure requirements under
all applicable federal and state laws relating to the Trust or the Fund,
including, without limitation, the Investment Company Act of 1940, as amended,
and the Rules and Regulations thereunder, and that the Advisor shall have no
liability or responsibility in connection therewith except as to material
consented to in writing by the Advisor.
(c) The Manager shall indemnify and hold harmless the Advisor, its
partners, officers, employees and agents and each person, if any, who controls
the Advisor within the meaning of any applicable law (each individually an
"Indemnified Party") from and against all losses, claims, damages, liabilities
and expenses (including, without limitation, reasonable fees and other
expenses of an Indemnified Party's counsel), joint or several, to which the
Advisor or any other Indemnified Party may become subject under any federal or
state law as a result of any failure of the Manager or, if caused by any
failure of the Manager, of the Trust or the Fund, to disclose a material fact,
or any omission by the Manager, or, if caused by any failure of the Manager,
of the Trust or the Fund, to disclose a material fact, in any document
relating to the Trust or the Fund, except any failure or omission caused
solely by (i) the incorporation in any such document of information relating
to the Advisor which is furnished to the Manager in writing by the Advisor
expressly for inclusion in such document or (ii) a breach, of which the
Manager was not aware, by the Advisor of its duties hereunder.
(d) No public reference to, or description of, the Advisor or its
methodology or work shall be made by the Manager or the Trust, whether in a
prospectus, Statement of Additional Information or otherwise, without the
prior written consent of the
<PAGE>
Advisor which will not be unreasonably withheld. In each case, the Manager
shall provide the Advisor a reasonable opportunity to review any such
reference or description before being asked for such consent.
10. REPRESENTATIONS OF THE ADVISOR.
The Advisor represents that the terms of this Contract do not violate any
obligation by which it is bound, whether arising by contract, operation of
law, or otherwise, and that it has the power, capacity and authority to enter
into this Contract and to perform in accordance herewith.
11. GOVERNING LAW.
This Contract shall be governed by, and construed and enforced in
accordance with, the substantive laws of The Commonwealth of Massachusetts
without regard to its principles of conflicts of laws, except to the extent
such laws shall be preempted by the Investment Company Act of 1940 or by other
applicable laws.
IN WITNESS WHEREOF, QUANTITATIVE ADVISORS, INC. and INDEPENDENCE
INTERNATIONAL ASSOCIATES, INC. have each caused this instrument to be signed
in duplicate in its behalf, all as of the day and year first above written.
QUANTITATIVE ADVISORS, INC.
By
---------------------------
Edward L. Pittman
President
INDEPENDENCE INTERNATIONAL ASSOCIATES, INC.
By
---------------------------
Lyle H. Davis
President
<PAGE>
EXHIBIT 10
[Dechert Price & Rhoads Letterhead]
July 24, 1997
Quantitative Group of Funds
55 Old Bedford Road
Lincoln, MA 01773
Re: Post-Effective Amendment No. 15 to
Registration Statement on Form N-1A (File No. 2-84904)
------------------------------------------------------
Gentlemen:
Quantitative Group of Funds (the "Trust") is a trust created under a
written Agreement and Declaration of Trust dated June 27, 1983, and executed
and delivered in Burlington, Massachusetts. The Declaration of Trust was
amended by an Amended and Restated Agreement and Declaration of Trust dated
April 2, 1990, which was most recently amended on July 18, 1993 (as amended,
the "Declaration of Trust"). The beneficial interest thereunder is
represented by transferable shares with no par value per share ("Shares").
The Trustees have the powers set forth in the Declaration of Trust, subject to
the terms, provisions and conditions therein provided.
We are of the opinion that the legal requirements have been complied with
in the creation of the Trust and that said Declaration of Trust is legal and
valid.
Under Article III, Section 3 of the Declaration of Trust, the Trustees
are empowered, in their discretion, from time to time, to issue Shares for
such amount and type of consideration, at such time or times and on such terms
as the Trustees may deem best. Under Article III, Section 1, it is provided
that the number of Shares authorized to be issued under the Declaration of
Trust is unlimited. Under Article III, Section 1, the Trustees may authorize
the division of Shares into two or more series or classes.
By resolution of the Board of Trustees on April 17, 1985, the Trustees
divided the Shares into four series, designated the Boston I Series, the
Boston II Series, the Boston Index Plus Series and the Boston International
Series of the Trust. By resolution of the Board of Trustees on July 29, 1987,
the Trustees redesignated the Boston I Series, the Boston II Series, the
Boston Index Plus Series and the Boston International Series as the Boston
Growth and Income Series, the Boston Performance Series, the Boston Foreign
Growth and Income Series and the Boston Foreign Performance Series. By
written consent of the Board of Trustees dated May 28, 1992, the Trustees
redesignated the Boston Performance Series as the Boston Numeric Series. By
resolution of the Board of Trustees on November 30, 1988, the Trustees
abolished and dissolved
<PAGE>
the Boston Foreign Performance Series of the Trust. By resolution of the Board
of Trustees dated May 17, 1994, the Trustees established and designated the
Boston Numeric II Series, the Foreign Frontier Series and the Disciplined
Growth Series of the Trust. By resolution of the Board of Trustees on July 13,
1994, the Trustees redesignated the Boston Growth and Income Series, the
Boston Foreign Growth and Income Series, the Boston Numeric Series, the Boston
Numeric II Series, the Disciplined Growth Series and the Foreign Frontier
Series, respectively as the Quantitative Growth and Income Fund, the
Quantitative International Equity Fund, the Quantitative Numeric Fund, the
Quantitative Numeric II Fund, the Quantitative Disciplined Growth Fund and the
Quantitative Foreign Frontier Fund. By resolution of the Board of Trustees on
April 8, 1997, the Trustees abolished and dissolved the Quantitative
Disciplined Growth Fund of the Trust.
By resolution of the Board of Trustees adopted on June 27, 1983, the
Trustees of the Trust authorized the officers of the Trust, from time to time,
to determine the appropriate number of Shares to be registered, and to
register with the Securities and Exchange Commission, and to issue and sell to
the public, such Shares.
We understand that you will register under the Securities Act of 1933, as
amended, 1,498,099 Shares by Post-Effective Amendment No. 15 to the Trust's
Registration Statement.
We are of the opinion that all necessary Trust action precedent to the
issue of said 1,498,099 Shares, comprising the Shares covered by Post-
Effective Amendment No. 15 to the Trust's Registration Statement, has been
duly taken and that all such Shares, when issued and sold at the public
offering price contemplated by the Registration Statement and delivered by the
Trust or its agent against receipt of the net asset value of the Shares, will
be legally issued, fully paid and nonassessable by the Trust. In rendering
the opinion expressed in the preceding sentence, we rely on certification by
an officer of the Trust that the Trust or its agent will obtain consideration
for such Shares in accordance with the provisions of the Trust's Declaration
of Trust, and we assume that the sale of such Shares will be effected in
compliance with the Securities Act of 1933, as amended, the Investment Company
Act of 1940, as amended, and applicable state laws regulating the sale of
securities.
<PAGE>
We consent to your filing of this opinion with the Securities and
Exchange Commission as an Exhibit to Post-Effective Amendment No. 15 to the
Trust's Registration Statement.
Very truly yours,
DECHERT PRICE & RHOADS
<PAGE>
EXHIBIT 11
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the use of in the Statement of Additional Information
constituting part of this Post-Effective Amendment No. 15 to the Registration
Statement on Form N-1A (the "Registration Statement") of our report dated May
9, 1997, relating to the financial statements and financial highlights of
Quantitative Group of Funds, which appears in such Statement of Additional
Information, and to the incorporation by reference of our report into the
Prospectus which constitutes part of the Registration Statement. We also
consent to the reference to us under the heading "Experts" in such Statement
of Additional Information and to the reference to us under the heading
"Financial Highlights in such Prospectus.
Price Waterhouse LLP
Boston, Massachusetts
July 29, 1997
<PAGE>
EXHIBIT 16
QUANTITATIVE NUMERIC ORDINARY SHARES
AVERAGE ANNUAL RATE OF RETURN-1YR TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4st Input Data From Confirm (Sales or Exchange)
----------------------------------------------- ---------------------------------------- NAV at
Start of Period 1st NAV at Adjusted 4th 4th Dividend
NAV Dividend 1st Dividend Shares Dividend ------------
--- -------- ------------ ------ ---------
<S> <C> <C> <C> <C> <C>
18.910 2.942 18.860 #VALUE!
$
1000/SPNAV(X) 52.882 Shares (Adj Sh X 2nd Div) #VALUE! Shares
SP DIvidend (/) 155.579 $ Result / NAV 2nd #VALUE! Shares
SP NAV (+) 8.249 Shares 3rd Result Shares #VALUE!
Adjusted Shares 61.131 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
------------------------------- ----------------- ---------------------------------------- NAV at
Adjusted 2nd NAV at Adjusted 5th 5th Dividend
Shares Dividend 2nd Dividend Shares Dividend -------------
------ -------- ------------ ------ --------
<S> <C> <C> <C> <C> <C>
61.131 1.853 17.430 #VALUE!
$
(Adj Sh X 2nd Div) 113.276 $ (Adj Sh X 2nd Div) #VALUE! Shares
Result / NAV 2nd 6.499 Shares Result / NAV 2nd #VALUE! Shares
2nd Result Shares 67.630 Shares 5th Result Shares #VALUE!
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ---------------------------------------- NAV at
Adjusted 3rd NAV at Adjusted 6th 6th Dividend
Shares Dividend 3rd Dividend Shares Dividend ------------
------ -------- ------------ ------ --------
<S> <C> <C> <C> <C> <C>
67.630 #VALUE!
$
(Adj Sh X 3rd Div) #VALUE! $ (Adj Sh X 2nd Div) #VALUE! Shares
Result / NAV 3rd #VALUE! Shares Result / NAV 2nd #VALUE! Shares
3rd Result Shares #VALUE! Shares 3rd Result Shares #VALUE!
<CAPTION>
Number of
Final Adj Shares Final NAV Periods
---------------- ---------
<S> <C> <C>
67.630 15.040
Computations
FAS (x) FNAV 1,017.157 Final $ amount
Final Amt (x) .99/1000= 1.007 Sales Adjusted Amount
Root amount 1 0.007 1.007
% Return =(R. amt -1)*100 0.699
</TABLE>
<PAGE>
QUANTITATIVE NUMERIC ORDINARY SHARES
AVERAGE ANNUAL RATE OF RETURN-SINCE INCEPTION (8/3/92) TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
10.000 1.267 14.930 130.163 2.942 18.860
1000/SPNAV(X) 100.000 Shares (Adj Sh X 2nd Div) 382.938 $
SP Dividend (/) 126.700 $ Result / NAV 2nd 20.304 Shares
SP NAV (+) 8.486 Shares 3rd Result Shares 150.467 Shares
Adjusted Shares 108.486 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Adjusted 2nd 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
108.486 0.994 14.420 150.467 1.853 17.430
(Adj Sh X 2nd Div) 107.835 $ (Adj Sh X 2nd Div) 278.815 $
Result / NAV 2nd 7.478 Shares Result / NAV 2nd 15.996 Shares
2nd Result Shares 115.964 Shares 5th Result Shares 166.463 Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
115.964 2.232 18.230 166.463 0.000 0.000
(Adj Sh X 3rd Div) 258.833 $ (Adj Sh X 2nd Div) 0.000 $
Result / NAV 3rd 14.198 Shares Result / NAV 2nd 0.000 Shares
3rd Result Shares 130.163 Shares 3rd Result Shares 166.463 Shares
<CAPTION>
Number of
Final Adj Shares Final NAV Periods
- ---------------- ---------
<S> <C> <C>
166.463 15.040
Computations
FAS (x) FNAV 2,503.606 Final $ amount
Final Amt (x) .99/1000 2.479 Sales Adjusted Amount
Root amount 4.6602 0.195 1.215
% Return =(R. amt -1)*100 21.504
Root amount 1 0.908 2.479
Root amount 2 0.454 1.574
Root amount 3 0.303 1.353
Root amount 4 0.227 1.255
Root amount 5 0.182 1.199
Root amount 6 0.151 1.163
</TABLE>
<PAGE>
EXHIBIT 16 QUANTITATIVE NUMERIC INSTITUTIONAL SHARES
AVERAGE ANNUAL RATE OF RETURN- ONE YEAR TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4st Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
19.33 2.942 19.360 0.000 0.000 0.000
1000/SPNAV(X) 51.733 Shares (Adj Sh X 2nd Div) 0.000 $
SP DIvidend (/) 152.199 $ Result / NAV 4th 0.000 Shares
SP NAV (+) 7.862 Shares 3rd Result Shares 0.000 Shares
Adjusted Shares 59.595 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
59.595 1.853 17.990 0.000 0.000 0.000
(Adj Sh X 2nd Div) 110.429 $ (Adj Sh X 2nd Div) 0.000 $
Result / NAV 2nd 6.138 Shares Result / NAV 5th 0.000 Shares
2nd Result Shares 65.733 Shares 5th Result Shares 0.000 Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
- ----------------------------------------------- -----------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
65.733 0.000 0.000 0.000 0.000 0.000
(Adj Sh X 3rd Div) 0.000 $ (Adj Sh X 2nd Div) 0.000 $
Result / NAV 3rd 0.000 Shares Result / NAV 6th 0.000 Shares
3rd Result Shares 65.733 Shares 3rd Result Shares 0.000 Shares
<CAPTION>
Number of
Final Adj Shares Final NAV Periods
---------------- ---------
<S> <C> <C>
65.733 15.550
Computations
FAS (x) FNAV 1,022.147 Final $ amount
Final Amt /100= 1.022 Sales Adjusted Amount
Root amount 1 0.022 1.022
Return =(R. amt -1)*10 2.215
Root amount 1 0.022 1.022
Root amount 2 0.011 1.011
Root amount 3 0.007 1.007
Root amount 4 0.005 1.005
Root amount 5 0.004 1.004
Root amount 6 0.004 1.004
</TABLE>
<PAGE>
QUANTITATIVE NUMERIC INSTITUTIONAL SHARES
AVERAGE ANNUAL RATE OF RETURN SINCE INCEPTION (1/6/93) TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4st Input Data From Confirm (Sales or Exchange)
- ------------------------------------------------ ------------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
12.880 1.267 15.030 100.702 2.942 19.460
1000/SPNAV(X) 77.640 Shares (Adj Sh X 2nd Div) 296.264 $
SP DIvidend (/) 98.370 $ Result / NAV 4th 15.224 Shares
SP NAV (+) 6.545 Shares 4th Result Shares 115.926 Shares
Adjusted Shares 84.185 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
- ----------------------------------------------- ------------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
84.185 0.994 14.610 115.926 1.853 17.990
(Adj Sh X 2nd Div) 83.680 $ (Adj Sh X 2nd Div) 214.811 $
Result / NAV 2nd 5.728 Shares Result / NAV 5th 11.941 Shares
2nd Result Shares 89.912 Shares 5th Result Shares 127.866 Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
- ------------------------------------------------ ------------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
89.912 2.232 18.600 127.866 0.000 0.000
(Adj Sh X 3rd Div) 200.684 $ (Adj Sh X 2nd Div) 0.000 $
Result / NAV 3rd 10.789 Shares Result / NAV 6th 0.000 Shares
3rd Result Shares 100.702 Shares 6th Result Shares 127.866 Shares
<CAPTION>
Number of
Final Adj Shares Final NAV Periods
- ---------------- ---------
<S> <C> <C>
127.866 15.550
Computations
FAS (x) FNAV 1,988.324 Final $ amount
Final Amt /100= 1.988 Sales Adjusted Amount
Root amount 4.2328 0.162 1.176
% Return =(R. amt -1)*100 17.630
Root amount 1 0.687 1.988
Root amount 2 0.344 1.410
Root amount 3 0.229 1.257
Root amount 4 0.172 1.187
Root amount 5 0.117 1.124
Root amount 6 0.115 1.121
</TABLE>
<PAGE>
QUANTITATIVE FOREIGN FRONTIER ORDINARY SHARES
AVERAGE ANNUAL RATE OF RETURN-ONE YEAR TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
13.200 2.146 13.960 #DIV/0!
1000/SPNAV(X) 75.758 Shares (Adj Sh X 2nd Div) #DIV/0! $
SP DIvidend (/) 162.576 $ Result / NAV 2nd #DIV/0! Shares
SP NAV (+) 11.646 Shares 3rd Result Shares #DIV/0! Shares
Adjusted Shares 87.403 Shares
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
- ------------------------------------------------ -----------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
#DIV/0! 0.994 14.420 #DIV/0!
(Adj Sh X 2nd Div) #DIV/0! $ (Adj Sh X 2nd Div) #DIV/0! $
Result / NAV 2nd #DIV/0! Shares Result / NAV 2nd #DIV/0! Shares
2nd Result Shares #DIV/0! Shares 5th Result Shares #DIV/0! Shares
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
- ------------------------------------------------ ------------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
#DIV/0! #DIV/0! 0.000 0.000
(Adj Sh X 3rd Div) #DIV/0! $ (Adj Sh X 2nd Div) #DIV/0!
Result / NAV 3rd #DIV/0! Shares Result / NAV 2nd #DIV/0! Shares
3rd Result Shares #DIV/0! Shares 3rd Result Shares #DIV/0! Shares
<CAPTION>
Number of
Final Adj Shares Final NAV Periods
- ---------------- ---------
<S> <C> <C>
87.403 13.440
Computations
FAS (x) FNAV 1,174.702 Final $ amount
Final Amt 1.175 Sales Adjusted Amount
Root amount 1 0.161 1.175
% Return =(R. amt -1)*100 17.470
Root amount 1 0.161 1.175
Root amount 2 0.081 1.084
Root amount 3 0.054 1.055
Root amount 4 0.040 1.041
Root amount 5 0.032 1.033
Root amount 6 0.027 1.027
</TABLE>
<PAGE>
QUANTITATIVE NUMERIC II ORDINARY SHARES
AVERAGE ANNUAL RATE OF RETURN-SINCE COMMENCEMENT OF INVESTMENT OPERATIONS
(3/21/95) TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
----- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
10.000 0.250 12.660 #VALUE!
1000/SPNAV(X) 100.000 Shares (Adj Sh X 2nd Div) #VALUE! $
SP DIvidend (/) 25.000 $ Result / NAV 2nd #VALUE! Shares
SP NAV (+) 1.975 Shares 3rd Result Shares #VALUE! Shares
Adjusted Shares 101.975 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
101.975 2.146 13.960 #VALUE!
(Adj Sh X 2nd Div) 218.838 $ (Adj Sh X 2nd Div) #VALUE! $
Result / NAV 2nd 15.676 Shares Result / NAV 2nd #VALUE! Shares
2nd Result Shares 117.651 Shares 5th Result Shares #VALUE! Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
117.651 #VALUE! 0.000 0.000
(Adj Sh X 3rd Div) #VALUE! $ (Adj Sh X 2nd Div) #VALUE! $
Result / NAV 3rd #VALUE! Shares Result / NAV 2nd #VALUE! Shares
3rd Result Shares #VALUE! Shares 3rd Result Shares #VALUE! Shares
Number of
Final Adj Shares Final NAV Periods
- ---------------- ---------
117.651 13.440
Computations
FAS (x) FNAV 1,581.226 Final $ amount
Final Amt (x) .99/1000 = 1.581 Sales Adjusted Amount
Root amount 2.0301 0.226 1.253
% Return =(R. amt -1)*100 25.320
Root amount 1 0.458 1.581
Root amount 2 0.229 1.257
Root amount 3 0.153 1.165
Root amount 4 0.115 1.121
Root amount 5 0.092 1.096
Root amount 6 0.076 1.079
</TABLE>
<PAGE>
QUANTITATIVE NUMERIC II INSTITUTIONAL SHARES
AVERAGE ANNUAL RATE OF RETURN- ONE YEAR TO 3/31//97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4st Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
13.200 2.037 14.070 #DIV/0!
1000/SPNAV(X) 75.758 Shares (Adj Sh X 2nd Div) #DIV/0! $
SP DIvidend (/) 154.318 $ Result / NAV 2nd #DIV/0! Shares
SP NAV (+) 10.968 Shares 3rd Result Shares #DIV/0! Shares
Adjusted Shares 86.725 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
86.725 #DIV/0!
(Adj Sh X 2nd Div) 0.000 $ (Adj Sh X 2nd Div) #DIV/0! $
Result / NAV 2nd #DIV/0! Shares Result / NAV 2nd #DIV/0! Shares
2nd Result Shares #DIV/0! Shares 5th Result Shares #DIV/0! Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
#DIV/0! #DIV/0! 0.000 0.000
(Adj Sh X 3rd Div) #DIV/0! $ (Adj Sh X 2nd Div) #DIV/0! $
Result / NAV 3rd #DIV/0! Shares Result / NAV 2nd #DIV/0! Shares
3rd Result Shares #DIV/0! Shares 3rd Result Shares #DIV/0! Shares
Number of
Final Adj Shares Final NAV Periods
---------------- ---------
86.725 13.550
Computations
FAS (x) FNAV 1,175.130 Final $ amount
Final Amt/1000 = 1.175 Sales Adjusted Amount
Root amount 1 0.161 1.175
% Return =(R. amt -1)*100 17.513
Root amount 1 0.161 1.175
Root amount 2 0.081 1.084
Root amount 3 0.054 1.055
Root amount 4 0.040 1.041
Root amount 5 0.032 1.033
Root amount 6 0.027 1.027
</TABLE>
<PAGE>
QUANTITATIVE NUMERIC II INSTITUTIONAL SHARES
AVERAGE ANNUAL RATE OF RETURN-SINCE INCEPTION (4/17/95) TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4st Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
10.270 0.255 12.660 #VALUE!
1000/SPNAV(X) 97.371 Shares (Adj Sh X 2nd Div) #VALUE! $
SP DIvidend (/) 24.830 $ Result / NAV 2nd #VALUE! Shares
SP NAV (+) 1.961 Shares 3rd Result Shares #VALUE! Shares
Adjusted Shares 99.332 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
99.332 2.037 14.070 #VALUE!
(Adj Sh X 2nd Div) 202.340 $ (Adj Sh X 2nd Div) #VALUE! $
Result / NAV 2nd 14.381 Shares Result / NAV 2nd #VALUE! Shares
2nd Result Shares 113.713 Shares 5th Result Shares #VALUE! Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
113.713 #VALUE! 0.000 0.000
(Adj Sh X 3rd Div) #VALUE! $ (Adj Sh X 2nd Div) #VALUE! $
Result / NAV 3rd #VALUE! Shares Result / NAV 2nd #VALUE! Shares
3rd Result Shares #VALUE! Shares 3rd Result Shares #VALUE! Shares
Number of
Final Adj Shares Final NAV Periods
---------------- ---------
113.713 13.550
Computations
FAS (x) FNAV 1,540.814 Final $ amount
Final Amt/1000 = 1.541 Sales Adjusted Amount
Root amount 1.9561 0.221 1.247
% Return =(R. amt -1)*100 24.733
Root amount 1 0.432 1.541
Root amount 2 0.216 1.241
Root amount 3 0.144 1.155
Root amount 4 0.108 1.114
Root amount 5 0.086 1.090
Root amount 6 0.072 1.075
</TABLE>
<PAGE>
EXHIBIT 16
QUANTITATIVE GROWTH AND INCOME ORDINARY SHARES
AVERAGE ANNUAL RATE OF RETURN-1YR TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4st Input Data From Confirm
------------------------------------------------ ---------------------------- NAV at
Start of Period 1st NAV at Adjusted 4th 4th Dividend
NAV Dividend 1st Dividend Shares Dividend ------------
--- -------- ------------ ------ --------
<S> <C> <C> <C> <C> <C>
14.570 1.960 15.160 #VALUE!
$
1000/SPNAV(X) 68.634 Shares (Adj Sh X 2nd Div) #VALUE! Shares
SP DIvidend (/) 134.523 $ Result / NAV 2nd #VALUE! Shares
SP NAV (+) 8.874 Shares 3rd Result Shares #VALUE!
Adjusted Shares 77.508 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm
------------------------------------------------ ---------------------------- NAV at
Adjusted 2nd NAV at Adjusted 5th 5th Dividend
Shares Dividend 2nd Dividend Shares Dividend ------------
------ -------- ------------ ------ --------
#VALUE!
<S> <C> <C> <C> <C> <C>
$
(Adj Sh X 2nd Div) #VALUE! $ (Adj Sh X 2nd Div) #VALUE! Shares
Result / NAV 2nd #VALUE! Shares Result / NAV 2nd #VALUE! Shares
2nd Result Shares #VALUE! Shares 5th Result Shares #VALUE!
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
------------------------------------------------- -----------------------------------------------
NAV at
Adjusted 3rd NAV at Adjusted 6th 6th Dividend
Shares Dividend 3rd Dividend Shares Dividend ------------
------ -------- ------------ ------ --------
<S> <C> <C> <C> <C> <C>
#VALUE! #VALUE!
$
(Adj Sh X 3rd Div) #VALUE! $ (Adj Sh X 2nd Div) #VALUE! Shares
Result / NAV 3rd #VALUE! Shares Result / NAV 2nd #VALUE! Shares
3rd Result Shares #VALUE! Shares 3rd Result Shares #VALUE!
<CAPTION>
Number of
Final Adj Shares Final NAV Periods
<S> <C> <C>
77.508 15.220
Computations
FAS (x) FNAV 1,179.668 Final $ amount
Final Amt (x) .99/1000 = 1.168 Sales Adjusted Amount
Root amount 1 0.155 1.168
% Return =(R. amt -1)*100 16.787
</TABLE>
<PAGE>
QUANTITATIVE GROWTH AND INCOME ORDINARY SHARES
AVERAGE ANNUAL RATE OF RETURN-5 YR TO 3/31/97
ADJUSTED SHARE COMPUTATION
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
16.050 0.930 16.220 94.911 2.160 14.360
1000/SPNAV(X) 62.305 Shares (Adj Sh X 2nd Div) 205.008 $
SP Dividend (/) 57.944 $ Result / NAV 2nd 14.276 Shares
SP NAV (+) 3.572 Shares 4th Result Shares 109.188 Shares
Adjusted Shares 65.878 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- ------------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
65.878 3.796 14.330 109.188 1.960 15.160
(Adj Sh X 2nd Div) 250.072 $ (Adj Sh X 2nd Div) 214.008 $
Result / NAV 2nd 17.451 Shares Result / NAV 2nd 14.117 Shares
2nd Result Shares 83.329 Shares 5th Result Shares 123.304 Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
83.329 1.725 12.410 123.304 0.000 0.000
(Adj Sh X 3rd Div) 143.742 $ (Adj Sh X 2nd Div) 0.000 $
Result / NAV 3rd 11.583 Shares Result / NAV 2nd 0.000 Shares
3rd Result Shares 94.911 Shares 3rd Result Shares 0.000 Shares
Number of
Final Adj Shares Final NAV Periods
---------------- ---------
123.304 15.220
Computations
FAS (x) FNAV 1,876.691 Final $ amount
Final Amt (x) .99/1000 = 1.858 Sales Adjusted Amount
Root amount 5 0.124 1.132
%Return =(R. amt -1)*100 13.189
</TABLE>
<PAGE>
QUANTITATIVE GROWTH AND INCOME ORDINARY SHARES
AVERAGE ANNUAL RATE OF RETURN-10 YRS TO 3/31/97
ADJUSTED SHARE COMPUTATION
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
$15.64 $3.010000 $9.760000 $93.21 $0.662000 $13.930000
1000/SPNAV(X) 63.938619 Shares (Adj Sh X 2nd Div) $61.703044 $
SP DIvidend (/) $192.455243 $ Result / NAV 2nd 4.429508 Shares
SP NAV (+) 19.718775 Shares 4th Result Shares 97.636523 Shares
Adjusted Shares 83.657394 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
$83.66 $0.140500 $11.6600 $97.64 $1.440000 $14.680000
(Adj Sh X 2nd Div) $11.753864 $ (Adj Sh X 2nd Div) $140.596594 $
Result / NAV 2nd 1.008050 Shares Result / NAV 2nd 9.577425 Shares
2nd Result Shares 84.665444 Shares 5th Result Shares 107.213948 Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
$84.67 $1.480000 $14.670000 $107.21 $0.930000 $16.220000
(Adj Sh X 3rd Div) $125.304857 $ (Adj Sh X 2nd Div) $99.708972 $
Result / NAV 3rd 8.541572 Shares Result / NAV 2nd 6.147286 Shares
3rd Result Shares 93.207016 Shares 6th Result Shares 113.361234 Shares
<CAPTION>
7th Input Data From Confirm (Sales or Exchange)
Number of ------------------------------------------------
Final Adj Shares Final NAV Periods Adjusted 7th NAV at
- ---------------- --------- Shares Dividend 7th Dividend
------ -------- ------------
<S> <C> <C> <C> <C> <C>
212.1800 $15.2200 $113.36 $3.796000 $14.330000
Computations
FAS (x) FNAV $3,229.38 Final $ amount (Adj Sh X 2nd Div) $430.319243 $
Final Amt (x) .99/1000 = $3.19709 Sales Adjusted Amount Result / NAV 2nd 30.029256 Shares
7th Result Shares 143.390490 Shares
<CAPTION>
Root amount 10 0.11622 1.123247 8th Input Data From Confirm (Sales or Exchange)
------------------------------------------------
% Return =(R. amt -1)*100 12.32474 Adjusted 8th NAV at
Shares Dividend 8th Dividend
------ -------- ------------
$143.39 $1.725000 $12.410000
<S> <C> <C> <C> <C> <C>
Root amount 1 1.16224 3.197087 (Adj Sh X 2nd Div) $247.348595 $
Root amount 2 0.58112 1.788040 Result / NAV 2nd 19.931394 Shares
Root amount 3 0.38741 1.473165 8th Result Shares 163.321884 Shares
Root amount 4 0.29056 1.337176
Root amount 5 0.23245 1.261685 9th Input Data From Confirm (Sales or Exchange)
Root amount 6 0.19371 1.213740 ------------------------------------------------
Root amount 9.6493 0.13841 1.148444 Adjusted 9th NAV at
Shares Dividend 9th Dividend
------ -------- ------------
$163.32 $2.160000 $14.360000
(Adj Sh X 2nd Div) $352.775269 $
Result / NAV 2nd 24.566523 Shares
9th Result Shares 187.888406 Shares
<CAPTION>
10th Input Data From Confirm (Sales or Exchange)
-------------------------------------------------
<S> <C> <C>
Adjusted 9th NAV at
Shares Dividend 9th Dividend
------ -------- ------------
$187.89 $1.960000 $15.160000
(Adj Sh X 2nd Div) $368.261277 $
Result / NAV 2nd 24.291641 Shares
10th Result Shares 212.180047 Shares
<CAPTION>
COMPUTATION COMPUTATION
----------- ----------- Basis
Basis Total Investment / Total # Shares = Before Sale
Total Investment / Total # Shares = Before Sale $0.00 1.9600 $0.0000
- ----------------------- ---------------- ----------- ------------------ ---------------- -----------
<S> <C> <C> <C>
Result / NAV 2nd 0.6620 #VALUE!
Price per Share at Sale $13.9300
Price per Share at Sale $9.7600 Basis before Sale (above) $0.0000
Basis before Sale (above) #VALUE! Basis Gain or (Loss) per Share $13.9300
Basis Gain or (Loss) per Share #VALUE! Date Number of Shares Sold 0.0000
Number of Shares Sold 0.0000 3/8/85 Computed Gain or (Loss) $0.0000
Computed Gain or (Loss) #VALUE! 12/7/85
12/4/86 CROSS-CHECK
-----------
<CAPTION>
CROSS-CHECK Basis/Share - Using Amount Sold
----------- -------------------------------
Basis/Share - Using Amount Sold
- -------------------------------
<S> <C> <C> <C>
Total $ Amount Sold $93.2070
Total $ Amount Sold $15.6400 Gain or (Loss) above $0.0000
Gain or (Loss) above #VALUE! Portion of Total Investment Sold $93.2070
Portion of Total Investment Sold #VALUE! Shares Sold (Divide) 0.0000
Shares Sold (Divide) 0.0000 Basis of Shares Before Sale #DIV/0!
Basis of Shares Before Sale #VALUE!
Basis/ Share - Using Amount of Investment
-----------------------------------------
<CAPTION>
Basis/ Share - Using Amount of Investment
- -----------------------------------------
<S> <C> <C> <C>
Total Investment (above) $0.0000
Total Investment (above) Result / NAV 2nd Portion of Total Investment Sold $93.2070
Portion of Total Investment Sold #VALUE! CURRENT TOTAL INVESTMENT ($93.2070)
CURRENT TOTAL INVESTMENT #VALUE! Remaining Shares (Divide) 187.8884
Remaining Shares (Divide) 93.2070 Basis of Shares Before Sale ($0.4961)
Basis of Shares Before Sale #VALUE!
</TABLE>
<PAGE>
QUANTITATIVE GROWTH AND INCOME ORDINARY SHARES
AVERAGE ANNUAL RATE OF RETURN-SINCE INCEPTION (5/9/85) TO 3/31/97
ADJUSTED SHARE COMPUTATION
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4st Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
$10.00 $0.1200 $12.9800 $133.64 $1.480000 $14.670000
1000/SPNAV(X) 100.000000 Shares (Adj Sh X 2nd Div) $197.788600 $
SP DIvidend (/) $12.000000 $ Result / NAV 2nd 13.482522 Shares
SP NAV (+) 0.924499 Shares 4th Result Shares 147.123468 Shares
Adjusted Shares 100.924499 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
-------- --- ------ -------- --- ------
<S> <C> <C> <C> <C> <C>
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
$100.92 $3.010000 $9.760000 $147.12 $0.662000 $13.930000
(Adj Sh X 2nd Div) $303.782743 $ (Adj Sh X 2nd Div) $97.395736 $
Result / NAV 2nd 31.125281 Shares Result / NAV 2nd 6.991797 Shares
2nd Result Shares 132.049780 Shares 5th Result Shares 154.115266 Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
$132.05 $0.140500 $11.6600 $154.12 $1.440000 $14.680000
(Adj Sh X 3rd Div) $18.552994 $ (Adj Sh X 2nd Div) $221.925982 $
Result / NAV 3rd 1.591166 Shares Result / NAV 2nd 15.117574 Shares
3rd Result Shares 133.640946 Shares 6th Result Shares 169.232839 Shares
<CAPTION>
Number of 7th Input Data From Confirm (Sales or Exchange)
Final Adj Shares Final NAV Periods ------------------------------------------------
---------------- ---------
334.9175 $15.2200 Adjusted 7th NAV at
Shares Dividend 7th Dividend
------ ------------ ------------
<S> <C> <C> <C> <C> <C>
Computations $169.23 $0.930000 $16.220000
FAS (x) FNAV $5,097.44 Final $ amount
Final Amt (x) .99/1000 = $5.04647 Sales Adjusted Amount (Adj Sh X 2nd Div) $157.386541 $
Result / NAV 2nd 9.703239 Shares
7th Result Shares 178.936079 Shares
<CAPTION>
Root amount 11.8958 0.13607 1.145765 8th Input Data From Confirm (Sales or Exchange)
% Return =(R. amt -1)*100 14.57648 ------------------------------------------------
Adjusted 8th NAV at
Shares Dividend 8th Dividend
------ -------- ------------
<S> <C> <C> <C> <C> <C>
$178.94 $3.796000 $14.330000
Root amount 1 1.61869 5.046471 (Adj Sh X 2nd Div) $679.241354 $
Root amount 2 0.80934 2.246435 Result / NAV 2nd 47.399955 Shares
Root amount 3 0.53956 1.715257 8th Result Shares 226.336033 Shares
Root amount 4 0.40467 1.498811
Root amount 5 0.32374 1.382285 9th Input Data From Confirm (Sales or Exchange)
Root amount 6 0.26978 1.309678 ------------------------------------------------
Root amount 9.6493 0.19277 1.212598 Adjusted 9th NAV at
Shares Dividend 9th Dividend
$226.34 $1.725000 $12.410000
(Adj Sh X 2nd Div) $390.429658 $
Result / NAV 2nd 31.460891 Shares
9th Result Shares 257.796925 Shares
<CAPTION>
10th Input Data From Confirm (Sales or Exchange)
------------------------------------------------
Adjusted 10th NAV at
Shares Dividend 10th Dividend
------ -------- -------------
<S> <C> <C>
$257.80 $2.160000 $14.380000
(Adj Sh X 2nd Div) $358.941357 $
Result / NAV 2nd 38.777253 Shares
10th Result Share 296.574173 Shares
<CAPTION>
11th Input Data From Confirm (Sales or Exchange)
------------------------------------------------
Adjusted 11th NAV at
Shares Dividend 11th Dividend
------ -------- -------------
<S> <C> <C>
$296.57 $1.960000 $15.160000
(Adj Sh X 2nd Div) $581.285388 $
Result / NAV 2nd 38.343363 Shares
11th Result Share 334.817541 Shares
<CAPTION>
COMPUTATION
COMPUTATION
----------- Basis Basis
Total Investment / Total # Shares Before Sale Total Investment / Total # Shares Before Sale
- -------------------- -------------- ----------- ----------------- --------------- ------------
<S> <C> <C> <C> <C> <C>
Result / NAV 2nd 1.4800 #VALUE! $0.00 2.1600 $0.0000
Price per Share at Sale $14.6700
Price per Share at Sale $12.9800 Basis before Sale (above) $0.0000
Basis before Sale (above) #VALUE! Basis Gain or (Loss) per Share $14.6700
Basis Gain or (Loss) per Share #VALUE! Date Number of Shares Sold 0.0000
Number of Shares Sold 0.0000 3/8/85 Computed Gain or (Loss) $0.0000
Computed Gain or (Loss) #VALUE! 12/7/85
12/4/86
<CAPTION>
CROSS-CHECK
-----------
CROSS-CHECK Basis/Share - Using Amount Sold
----------- --------------------------------
Basis/Share - Using Amount Sold
- --------------------------------
<S> <C> <C> <C>
Total $ Amount Sold $133.6409
Total $ Amount Sold $10.0000 Gain or (Loss) above $0.0000
Gain or (Loss) above #VALUE! Portion of Total Investment Sold $133.6409
Portion of Total Investment Sold #VALUE! Shares Sold (Divide) 0.0000
Shares Sold (Divide) 0.0000 Basis of Shares Before Sale #DIV/0!
Basis of Shares Before Sale #VALUE!
<CAPTION>
Basis/ Share - Using Amount of Investment
Basis/ Share - Using Amount of Investment -----------------------------------------
- -----------------------------------------
<S> <C> <C> <C>
Total Investment (above) $0.0000
Total Investment (above) Result / NAV 2nd Portion of Total Investment Sold $133.6409
Portion of Total Investment Sold #VALUE! CURRENT TOTAL INVESTMENT ($133.6409)
CURRENT TOTAL INVESTMENT #VALUE! Remaining Shares (Divide) 257.7969
Remaining Shares (Divide) 133.6409 Basis of Shares Before Sale ($0.5184)
Basis of Shares Before Sale #VALUE!
</TABLE>
<PAGE>
EXHIBIT 16
QUANTITATIVE GROWTH AND INCOME INSTITUTIONAL SHARES
AVERAGE ANNUAL COMPOUNDED TOTAL RATE OF RETURN-1YR TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4th Input Data From Confirm
----------------------------------------------- ------------------------------------ NAV at
Start of Period 1st NAV at Adjusted 4th 4th Dividend
NAV Dividend 1st Dividend Shares Dividend ------------
----- -------- ------------ ------ --------
<S> <C> <C> <C> <C> <C>
14.580 2.043 15.150 #VALUE!
$
1000/SPNAV(X) 68.587 Shares (Adj Sh X 2nd Div) #VALUE! Shares
SP Dividend (/) 140.123 $ Result / NAV 2nd #VALUE! Shares
SP NAV (+) 9.249 Shares 3rd Result Shares #VALUE!
Adjusted Shares 77.836 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm
----------------------------------------------- ------------------------------------ NAV at
Adjusted 2nd NAV at Adjusted 5th 5th Dividend
Shares Dividend 2nd Dividend Shares Dividend ------------
------ -------- ------------ ------ --------
#VALUE!
<S> <C> <C> <C> <C> <C>
$
(Adj Sh X 2nd Div) #VALUE! $ (Adj Sh X 2nd Div) #VALUE! Shares
Result / NAV 2nd #VALUE! Shares Result / NAV 2nd #VALUE! Shares
2nd Result Shares #VALUE! Shares 5th Result Shares #VALUE!
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm
----------------------------------------------- ------------------------------------- NAV at
Adjusted 3rd NAV at Adjusted 6th 6th Dividend
Shares Dividend 3rd Dividend Shares Dividend ------------
------ -------- ------------ ------ --------
#VALUE! #VALUE!
<S> <C> <C> <C> <C> <C>
$
(Adj Sh X 3rd Div) #VALUE! $ (Adj Sh X 2nd Div) #VALUE! Shares
Result / NAV 3rd #VALUE! Shares Result / NAV 2nd #VALUE! Shares
3rd Result Shares #VALUE! Shares 3rd Result Shares #VALUE!
<CAPTION>
Number of
Final Adj Shares Final NAV Periods
- ---------------- ---------
<S> <C> <C>
77.836 15.240
Computations
FAS (x) FNAV 1,186.223 Final $ amount
Final Amt (x) 1000 = 1.186 Sales Adjusted Amount
Root amount 1 0.171 1.186
% Return =(R. amt -1)*100 18.62 2
</TABLE>
<PAGE>
QUANTITATIVE GROWTH AND INCOME INSTITUTIONAL SHARES
AVERAGE ANNUAL RATE OF RETURN-FIVE YEARS TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4st Input Data From Confirm (Sales or Exchange)
------------------------------------------------- ------------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
16.060 1.015 16.200 96.331 2.043 15.150
1000/SPNAV(X) 62.267 Shares (Adj Sh X 2nd Div) 196.804 $
SP Dividend (/) 63.200 $ Result / NAV 2nd 12.990 Shares
SP NAV (+) 3.901 Shares 3rd Result Shares 109.321 Shares
Adjusted Shares 66.168 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
66.168 3.887 14.310 109.321 2.225 14.350
(Adj Sh X 2nd Div) 257.194 $ (Adj Sh X 2nd Div) 243.239 $
Result / NAV 2nd 17.973 Shares Result / NAV 2nd 16.950 Shares
2nd Result Shares 84.141 Shares 5th Result Shares 126.271 Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
84.141 1.795 12.390 126.271 0.000 0.000
(Adj Sh X 3rd Div) 151.033 $ (Adj Sh X 2nd Div) 0.000 $
Result / NAV 3rd 12.190 Shares Result / NAV 2nd 0.000 Shares
3rd Result Shares 96.331 Shares 3rd Result Shares 126.271 Shares
<CAPTION>
Number of
Final Adj Shares Final NAV Periods
---------------- ---------
<S> <C> <C>
126.271 15.240
Computations
FAS (x) FNAV 1,924.378 Final $ amount
Final Amt 1.924 Sales Adjusted Amount
Root amount 5 0.131 1.140
% Return =(R. amt -1)*100 13.988
Root amount 1 0.655 1.924
Root amount 2 0.327 1.387
Root amount 3 0.218 1.244
Root amount 4 0.164 1.178
Root amount 5 0.111 1.118
Root amount 6 0.109 1.115
</TABLE>
<PAGE>
QUANTITATIVE GROWTH AND INCOME INSTITUTIONAL SHARES
AVERAGE ANNUAL RATE OF RETURN-SINCE INCEPTION (3/25/91) TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
15.830 1.500 14.660 94.098 1.795 12.390
1000/SPNAV(X) 63.171 Shares (Adj Sh X 2nd Div) 168.905 $
SP Dividend (/) 94.757 $ Result / NAV 2nd 13.632 Shares
SP NAV (+) 6.464 Shares 3rd Result Shares 107.730 Shares
Adjusted Shares 69.635 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
69.635 1.015 16.200 107.730 2.225 14.350
(Adj Sh X 2nd Div) 70.679 $ (Adj Sh X 2nd Div) 239.699 $
Result / NAV 2nd 4.363 Shares Result / NAV 2nd 16.704 Shares
2nd Result Shares 73.998 Shares 5th Result Shares 124.434 Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
73.998 3.887 14.310 124.434 2.043 15.150
(Adj Sh X 3rd Div) 287.629 $ (Adj Sh X 2nd Div) 254.218 $
Result / NAV 3rd 20.100 Shares Result / NAV 2nd 16.780 Shares
3rd Result Shares 94.098 Shares 6th Result Shares 141.214 Shares
Number of
Final Adj Shares Final NAV Periods
- ---------------- ---------
141.214 15.240
Computations
FAS (x) FNAV 2,152.099 Final $ amount
Final Amt 2.152 Sales Adjusted Amount
Root amount 6.0191 0.127 1.136
% Return =(R. amt -1)*100 13.580
Root amount 1 0.766 2.152
Root amount 2 0.383 1.467
Root amount 3 0.255 1.291
Root amount 4 0.192 1.211
Root amount 5 0.130 1.139
Root amount 6 0.128 1.136
</TABLE>
<PAGE>
QUANTITATIVE INTERNATIONAL EQUITY ORDINARY SHARES
AVERAGE ANNUAL COMPOUNDED TOTAL RATE OF RETURN-1 YR TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
10.700 0.079 11.010 #VALUE! 0.000 0.000
#VALUE! $
1000/SPNAV(X) 93.458 Shares (Adj Sh X 2nd Div) #VALUE! Shares
SP Dividend (/) 7.383 $ Result / NAV 2nd #VALUE! Shares
SP NAV (+) 0.671 Shares 3rd Result Shares
Adjusted Shares 94.129 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
0.000 0.000 0.000 #VALUE! 0.000 0.000
#VALUE! $
(Adj Sh X 2nd Div) 0.000 $ (Adj Sh X 2nd Div) #VALUE! Shares
Result / NAV 2nd 0.000 Shares Result / NAV 2nd #VALUE! Shares
2nd Result Shares 0.000 Shares 5th Result Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
0.000 #VALUE! 0.000 0.000
#VALUE! $
(Adj Sh X 3rd Div) #VALUE! $ (Adj Sh X 2nd Div) #VALUE! Shares
Result / NAV 3rd #VALUE! Shares Result / NAV 2nd #VALUE! Shares
3rd Result Shares #VALUE! Shares 3rd Result Shares
Number of
Final Adj Shares Final NAV Periods
- ---------------- ---------
94.129 11.030
Computations
FAS (x) FNAV 1,038.238 Final $ amount
Final Amt (x) .99/1000 = 1.028 Sales Adjusted Amount
Root amount 1 0.027 1.028
Return =(R. amt -1)*100 2.786
</TABLE>
COMPUTATION COMPUTATION Basis
- ----------- -----------
<PAGE>
QUANTITATIVE INTERNATIONAL EQUITY ORDINARY SHARES
5 YR AVERAGE ANNUAL COMPOUNDED TOTAL RATE OF RETURN - TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4th Input Data From Confirm (Sales or Exchange)
---------------------------------------------- ----------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
7.970 0.065 7.160 130.137 0.026 10.170
1000/SPNAV(X) 125.471 Shares (Adj Sh X 2nd Div) 3.384 $
SP DIvidend (/) 8.156 $ Result / NAV 2nd 0.333 Shares
SP NAV (+) 1.139 Shares 4th Result Shares 130.470 Shares
Adjusted Shares 126.610 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
---------------------------------------------- ----------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
126.610 0.134 8.890 130.470 0.079 11.010
(Adj Sh X 2nd Div) 16.966 $ (Adj Sh X 2nd Div) 10.307 $
Result / NAV 2nd 1.908 Shares Result / NAV 2nd 0.936 Shares
2nd Result Shares 128.518 Shares 5th Result Shares 131.406 Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
---------------------------------------------- ----------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
128.518 0.128 10.160 131.406 0.000 0.000
(Adj Sh X 3rd Div) 16.450 $ (Adj Sh X 2nd Div) 0.000 $
Result / NAV 3rd 1.619 Shares Result / NAV 2nd 0.000 Shares
3rd Result Shares 130.137 Shares 6th Result Shares 131.406 Shares
<CAPTION>
Number of
Final Adj Shares Final NAV Periods 9.000
- ---------------- ---------
<S> <C> <C>
131.406 11.030
Computations
FAS (x) FNAV 1,449.408 Final $ amount
Final Amt (x) .99/1000 = 1.435 Sales Adjusted Amount
Root amount 5 0.072 1.075
% Return =(R. amt -1)*100 7.489
</TABLE>
<TABLE>
<S> <C> <C>
Root amount 1 0.361 1.435
Root amount 2 0.181 1.198
Root amount 3 0.120 1.128
Root amount 4 0.090 1.094
Root amount 5 0.072 1.075
Root amount 6 0.060 1.062
</TABLE>
<PAGE>
QUANTITATIVE INTERNATIONAL EQUITY ORDINARY SHARES
AVERAGE ANNUAL COMPOUNDED TOTAL RATE OF RETURN-SINCE INCEPTION
(7/31/87) TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4th Input Data From Confirm (Sales or Exchange)
- ----------------------------------------------- -----------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
----- --------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
10.000 0.118 10.910 120.436 0.098 8.100
1000/SPNAV(X) 100.000 Shares (Adj Sh X 2nd Div) 11.743 $
SP DIvidend (/) 11.770 $ Result / NAV 2nd 1.450 Shares
SP NAV (+) 1.079 Shares 3rd Result Shares 121.886 Shares
Adjusted Shares 101.079 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
- ----------------------------------------------- -----------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- -------------
<S> <C> <C> <C> <C> <C>
101.079 0.810 11.790 121.886 0.065 7.160
(Adj Sh X 2nd Div) 81.874 $ (Adj Sh X 2nd Div) 7.923 $
Result / NAV 2nd 6.944 Shares Result / NAV 2nd 1.107 Shares
2nd Result Shares 108.023 Shares 5th Result Shares 122.993 Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
- ----------------------------------------------- -----------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
108.023 0.917 7.980 122.993 0.134 8.890
(Adj Sh X 3rd Div) 99.057 $ (Adj Sh X 2nd Div) 16.481 $
Result / NAV 3rd 12.413 Shares Result / NAV 2nd 1.854 Shares
3rd Result Shares 120.436 Shares 6th Result Shares 124.846 Shares
<CAPTION>
7th Input Data From Confirm (Sales or Exchange)
-----------------------------------------------
Adjusted 4th NAV at
Shares Dividend 4th Dividend
------ -------- ------------
<S> <C> <C>
124.846 0.128 10.160
(Adj Sh X 2nd Div) 15.980 $
Result / NAV 2nd 1.573 Shares
3rd Result Shares 126.419 Shares
<CAPTION>
8th Input Data From Confirm (Sales or Exchange)
-----------------------------------------------
Adjusted 4th NAV at
Shares Dividend 4th Dividend
------ -------- ------------
<S> <C> <C>
126.419 0.026 10.170
(Adj Sh X 2nd Div) 3.287 $
Result / NAV 2nd 0.323 Shares
8th Result Shares 126.743 Shares
<CAPTION>
9th Input Data From Confirm (Sales or Exchange)
-----------------------------------------------
Adjusted 4th NAV at
Shares Dividend 4th Dividend
------ -------- ------------
<S> <C> <C>
126.743 0.079 11.010
(Adj Sh X 2nd Div) 10.013 $
Result / NAV 2nd 0.909 Shares
9th Result Shares 127.652 Shares
<CAPTION>
Number of
Final Adj Shares Final NAV Periods
- ---------------- ---------
<S> <C> <C>
127.652 11.030 8.669
Computations
FAS (x) FNAV 1,408.001 Final $ amount
Final Amt (x) .99/1000 = 1.394 Sales Adjusted Amount
Root amount 9.6684 0.034 1.035
% Return =(R. amt -1)*100 3.495
Root amount 1 0.332 1.394
Root amount 2 0.166 1.181
Root amount 3 0.111 1.117
Root amount 4 0.083 1.087
Root amount 5 0.066 1.069
Root amount 6 0.055 1.057
<CAPTION>
COMPUTATION COMPUTATION
----------- -----------
Basis Basis
Total Investment / Total # Shares Before Sale Total Investment / Total # Shares Before Sale
- ------------------ -------------- ----------- ------------------ -------------- -----------
<S> <C> <C> <C> <C> <C>
$0.00 0.0975 $ 0.0000 $0.00 0.1280 $0.0000
Price per Share at Sale $10.9100 Price per Share at Sale $8.1000
Basis before Sale (above) $ 0.0000 Basis before Sale (above) $0.0000
Basis Gain or (Loss) per Share $10.9100 Date Basis Gain or (Loss) per Share $8.1000
Number of Shares Sold 0.0000 ## Number of Shares Sold 0.0000
Computed Gain or (Loss) $ 0.0000 ## Computed Gain or (Loss) $0.0000
##
<CAPTION>
CROSS-CHECK CROSS-CHECK
----------- -----------
Basis/Share - Using Amount Sold Basis/Share - Using Amount Sold
- ------------------------------- -------------------------------
<S> <C> <S> <C>
Total $ Amount Sold $10.0000 Total $ Amount Sold $120.4364
Gain or (Loss) above $ 0.0000 Gain or (Loss) above $ 0.0000
Portion of Total Investment Sold $10.0000 Portion of Total Investment Sold $120.4364
Shares Sold (Divide) 0.0000 Shares Sold (Divide) 0.0000
Basis of Shares Before Sale #DIV/0! Basis of Shares Before Sale #DIV/0!
<CAPTION>
Basis/ Share - Using Amount of Investment Basis/ Share - Using Amount of Investment
- ----------------------------------------- -----------------------------------------
<S> <C> <S> <C>
Total Investment (above) $ 0.0000 Total Investment (above) $ 0.0000
Portion of Total Investment Sold $10.0000 Portion of Total Investment Sold $120.4364
CURRENT TOTAL INVESTMENT ($10.0000) CURRENT TOTAL INVESTMENT ($120.4364)
Remaining Shares (Divide) 120.4364 Remaining Shares (Divide) 124.8464
Basis of Shares Before Sale ($0.0830) Basis of Shares Before Sale ($0.9647)
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Basis/Share - Using Amount of Investment
- ----------------------------------------
<S> <C> <C> <C>
Total Investment (above) $0.0000
Total Investment (above) Result/NAV 2nd Portion of Total Investment Sold $93.2070
Portion of Total Investment Sold #VALUE! CURRENT TOTAL INVESTMENT ($93.2070)
CURRENT TOTAL INVESTMENT #VALUE! Remaining Shares (Divide) 187.8884
Remaining Shares (Divide) 93.2070 Basis of Shares Before Sale ($0.4961)
Basis of Shares Before Sale #VALUE!
Totals
------
</TABLE>
<PAGE>
QUANTITATIVE INTERNATIONAL EQUITY FUND INSTITUTIONAL SHARES
AVERAGE ANNUAL TOTAL RATE OF RETURN-1YR TO 3/3197
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
10.730 0.099 11.050 #VALUE! 0.00 0.00
#VALUE! $
1000/SPNAV(X) 93.197 Shares (Adj Sh X 2nd Div) #VALUE! Shares
SP Dividend (/) 9.226 $ Result / NAV 2nd #VALUE! Shares
SP NAV (+) 0.835 Shares 3rd Result Shares
Adjusted Shares 94.032 Shares
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
0.000 0.000 0.000 #VALUE! 0.00 0.000
#VALUE! $
(Adj Sh X 2nd Div) 0.000 $ (Adj Sh X 2nd Div) #VALUE! Shares
Result / NAV 2nd 0.000 Shares Result / NAV 2nd #VALUE! Shares
2nd Result Shares 0.000 Shares 5th Result Shares
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ -----------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
0.000 #VALUE! 0.00 0.000
#VALUE! $
(Adj Sh X 3rd Div) #VALUE! $ (Adj Sh X 2nd Div) #VALUE! Shares
Result / NAV 3rd #VALUE! Shares Result / NAV 2nd #VALUE! Shares
3rd Result Shares #VALUE! Shares 3rd Result Shares
Number of
Final Adj Shares Final NAV Periods
- ---------------- ---------
94.032 11.100
Computations
FAS (x) FNAV 1,043.751 Final $ amount
Final Amt /1000 = 1.044 Sales Adjusted Amount
Root amount 1 0.043 1.044
% Return =(R. amt -1)*100 4.375
</TABLE>
<PAGE>
QUANTITATIVE INTERNATIONAL EQUITY INSTITUTIONAL SHARES
AVERAGE ANNUAL COMPOUNDED TOTAL RATE OF RETURN-SINCE INCEPTION
(8/25/94) TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
----- -------- ------------ ---- -------- ------------
<S> <C> <C> <C> <C> <C>
11.000 0.179 10.18 0.000 0.000 0.000
1000/SPNAV(X) 90.909 Shares (Adj Sh X 2nd Div) 0.000 $
SP DIvidend (/) 16.273 $ Result / NAV 2nd 0.000 Shares
SP NAV (+) 1.598 Shares 3rd Result Shares 0.000 Shares
Adjusted Shares 92.508 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
92.508 0.068 10.200 0.000 0.000 0.000
(Adj Sh X 2nd Div) 6.291 $ (Adj Sh X 2nd Div) 0.000 $
Result / NAV 2nd 0.617 Shares Result / NAV 2nd 0.000 Shares
2nd Result Shares 93.124 Shares 5th Result Shares 0.000 Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
93.124 0.099 11.050 0.000 0.000 0.000
(Adj Sh X 3rd Div) 9.219 $ (Adj Sh X 2nd Div) 0.000 $
Result / NAV 3rd 0.834 Shares Result / NAV 2nd 0.000 Shares
3rd Result Shares 93.959 Shares 3rd Result Shares 0.000 Shares
<CAPTION>
Number of
Final Adj Shares Final NAV Periods
- ---------------- ---------
<S> <C> <C>
93.959 11.100
Computations
FAS (x) FNAV 1,042.941 Final $ amount
Final Amt /1000 = 1.043 Sales Adjusted Amount
Root amount 2.6000 0.016 1.016
Return =(R. amt -1)*100 1.630
Root amount 1 0.012 1.012
Root amount 2 0.006 1.006
Root amount 3 0.004 1.004
Root amount 4 0.003 1.003
Root amount 5 0.002 1.002
Root amount 6 0.002 1.002
</TABLE>
<PAGE>
QUANTITATIVE FOREIGN FRONTIER ORDINARY SHARES
AVERAGE ANNUAL RATE OF RETURN-ONE YEAR TO 3/31/97
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ -----------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
8.380 #DIV/0!
1000/SPNAV(X) 119.332 Shares (Adj Sh X 2nd Div) #DIV/0! $
SP DIvidend (/) 0.000 $ Result / NAV 2nd #DIV/0! Shares
SP NAV (+) #DIV/0! Shares 3rd Result Shares #DIV/0! Shares
Adjusted Shares #DIV/0! Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ -----------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
#DIV/0! 0.994 14.420 #DIV/0!
(Adj Sh X 2nd Div) #DIV/0! $ (Adj Sh X 2nd Div) #DIV/0! $
Result / NAV 2nd #DIV/0! Shares Result / NAV 2nd #DIV/0! Shares
2nd Result Shares #DIV/0! Shares 5th Result Shares #DIV/0! Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
#DIV/0! #DIV/0! 0.000 0.000
(Adj Sh X 3rd Div) #DIV/0! $ (Adj Sh X 2nd Div) #DIV/0! $
Result / NAV 3rd #DIV/0! Shares Result / NAV 2nd #DIV/0! Shares
3rd Result Shares #DIV/0! Shares 3rd Result Shares #DIV/0! Shares
Number of
Final Adj Shares Final NAV Periods
- ---------------- ---------
119.332 9.240
Computations
FAS (x) FNAV 1,102.625 Final $ amount
Final Amt (x) .99/1000 = 1.092 Sales Adjusted Amount
Root amount 1 0.088 1.092
Return =(R. amt -1)*100 9.160
Root amount 1 0.088 1.092
Root amount 2 0.044 1.045
Root amount 3 0.029 1.030
Root amount 4 0.022 1.022
Root amount 5 0.018 1.018
Root amount 6 0.015 1.015
</TABLE>
<PAGE>
QUANTITATIVE FOREIGN FRONTIER ORDINARY SHARES
AVERAGE ANNUAL RATE OF RETURN-SINCE COMMENCEMENT OF INVESTMENT
OPERATIONS (10/1/94)
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
9.680 0.000 0.000 #DIV/0!
1000/SPNAV (X) 103.306 Shares (Adj Sh X 2nd Div) #DIV/0! $
SP Dividend (/) 0.000 $ Result / NAV 2nd #DIV/0! Shares
SP NAV (+) #DIV/0! Shares 3rd Result Shares #DIV/0! Shares
Adjusted Shares #DIV/0! Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
#DIV/0! 0.994 14.420 #DIV/0!
(Adj Sh X 2nd Div) #DIV/0! $ (Adj Sh X 2nd Div) #DIV/0! $
Result / NAV 2nd #DIV/0! Shares Result / NAV 2nd #DIV/0! Shares
2nd Result Shares #DIV/0! Shares 5th Result Shares #DIV/0! Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
----------------------------------------------- -----------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
#DIV/0! #DIV/0! 0.000 0.000
(Adj Sh X 3rd Div) #DIV/0! $ (Adj Sh X 2nd Div) #DIV/0! $
Result / NAV 3rd #DIV/0! Shares Result / NAV 2nd #DIV/0! Shares
3rd Result Shares #DIV/0! Shares 3rd Result Shares #DIV/0! Shares
<CAPTION>
Number of
Final Adj Shares Final NAV Periods
- ---------------- ---------
<S> <C> <C>
103.306 9.240
Computations
FAS (x) FNAV 954.545 Final $ amount
Final Amt (x) .99/1000 = 0.945 Sales Adjusted Amount
Root amount 2.4986 (0.023) 0.978
% Return =(R. amt -1)*100 (2.239)
Root amount 1 (0.057) 0.945
Root amount 2 (0.028) 0.972
Root amount 3 (0.019) 0.981
Root amount 4 (0.014) 0.986
Root amount 5 (0.011) 0.989
Root amount 6 (0.009) 0.991
</TABLE>
<PAGE>
QUANTITATIVE FOREIGN FRONTIER INSTITUTIONAL SHARES
AVERAGE ANNUAL RATE OF RETURN-SINCE INCEPTION (4/2/96) TO 3/31/97
(NOT ANNUALIZED)
<TABLE>
<CAPTION>
1st Input Data From Confirm (Sales or Exchange) 4st Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Start of Period 1st NAV at Adjusted 4th NAV at
NAV Dividend 1st Dividend Shares Dividend 4th Dividend
--- -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
8.490 0.027 8.420 #DIV/0!
1000/SPNAV(X) 117.786 Shares (Adj Sh X 2nd Div) #DIV/0! $
SP Dividend (/) 3.180 $ Result / NAV 2nd #DIV/0! Shares
SP NAV (+) 0.378 Shares 3rd Result Shares #DIV/0! Shares
Adjusted Shares 118.163 Shares
<CAPTION>
2nd Input Data From Confirm (Sales or Exchange) 5th Input Data From Confirm (Sales or Exchange)
------------------------------------------------ ------------------------------------------------
Adjusted 2nd NAV at Adjusted 5th NAV at
Shares Dividend 2nd Dividend Shares Dividend 5th Dividend
------ -------- ------------ ------ -------- ------------
<S> <C> <C> <C> <C> <C>
118.163 #DIV/0!
(Adj Sh X 2nd Div) 0.000 $ (Adj Sh X 2nd Div) #DIV/0! $
Result / NAV 2nd #DIV/0! Shares Result / NAV 2nd #DIV/0! Shares
2nd Result Shares #DIV/0! Shares 5th Result Shares #DIV/0! Shares
<CAPTION>
3rd Input Data From Confirm (Sales or Exchange) 6th Input Data From Confirm (Sales or Exchange)
- ------------------------------------------------ ------------------------------------------------
Adjusted 3rd NAV at Adjusted 6th NAV at
Shares Dividend 3rd Dividend Shares Dividend 6th Dividend
------ -------- ------------ ------ -------- ------------
#DIV/0! #DIV/0! 0.000 0.000
<S> <C> <C> <C> <C> <C>
(Adj Sh X 3rd Div) #DIV/0! $ (Adj Sh X 2nd Div) #DIV/0! $
Result / NAV 3rd #DIV/0! Shares Result / NAV 2nd #DIV/0! Shares
3rd Result Shares #DIV/0! Shares 3rd Result Shares #DIV/0! Shares
<CAPTION>
Number of
Final Adj Shares Final NAV Periods
- ---------------- ---------
<S> <C> <C>
118.163 9.270
Computations
FAS (x) FNAV 1,095.374 Final $ amount
Final Amt 1.095 Sales Adjusted Amount
Root amount 1 0.091 1.095
% Return =(R. amt -1)*100 9.537
Root amount 1 0.091 1.095
Root amount 2 0.046 1.047
Root amount 3 0.030 1.031
Root amount 4 0.023 1.023
Root amount 5 0.018 1.018
Root amount 6 0.015 1.015
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<CIK> 0000722885
<NAME> QUANTITATIVE GROWTH AND INCOME FUND
<SERIES>
<NUMBER> 1
<NAME> ORDINARY SHARES
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-END> MAR-31-1997
<INVESTMENTS-AT-COST> 36,027
<INVESTMENTS-AT-VALUE> 43,630
<RECEIVABLES> 86
<ASSETS-OTHER> 1
<OTHER-ITEMS-ASSETS> 1,188
<TOTAL-ASSETS> 44,917
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 118
<TOTAL-LIABILITIES> 118
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 34,978
<SHARES-COMMON-STOCK> 2,842
<SHARES-COMMON-PRIOR> 2,838
<ACCUMULATED-NII-CURRENT> 232
<OVERDISTRIBUTION-NII> (140)
<ACCUMULATED-NET-GAINS> 2,098
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 7,583
<NET-ASSETS> 44,799
<DIVIDEND-INCOME> 981
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 749
<NET-INVESTMENT-INCOME> 232
<REALIZED-GAINS-CURRENT> 4,161
<APPREC-INCREASE-CURRENT> 2,949
<NET-CHANGE-FROM-OPS> 7,342
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 259
<DISTRIBUTIONS-OF-GAINS> 4,775
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 138
<NUMBER-OF-SHARES-REDEEMED> (427)
<SHARES-REINVESTED> 293
<NET-CHANGE-IN-ASSETS> (491)
<ACCUMULATED-NII-PRIOR> 356
<ACCUMULATED-GAINS-PRIOR> 2,948
<OVERDISTRIB-NII-PRIOR> (190)
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 334
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 764
<AVERAGE-NET-ASSETS> 42,694
<PER-SHARE-NAV-BEGIN> 14.57
<PER-SHARE-NII> 0.08
<PER-SHARE-GAIN-APPREC> 2.53
<PER-SHARE-DIVIDEND> (0.10)
<PER-SHARE-DISTRIBUTIONS> (1.86)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 15.22
<EXPENSE-RATIO> .017
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<CIK> 0000722885
<NAME> QUANTITATIVE INTERNATIONAL EQUITY FUND
<SERIES>
<NUMBER> 4
<NAME> ORDINARY SHARES
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-END> MAR-31-1997
<INVESTMENTS-AT-COST> 27,347
<INVESTMENTS-AT-VALUE> 28,549
<RECEIVABLES> 2,385
<ASSETS-OTHER> 14
<OTHER-ITEMS-ASSETS> 735
<TOTAL-ASSETS> 31,684
<PAYABLE-FOR-SECURITIES> 2,323
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 191
<TOTAL-LIABILITIES> 2,514
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 27,633
<SHARES-COMMON-STOCK> 2,485
<SHARES-COMMON-PRIOR> 2,561
<ACCUMULATED-NII-CURRENT> 33
<OVERDISTRIBUTION-NII> (445)
<ACCUMULATED-NET-GAINS> (104)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 1,195
<NET-ASSETS> 29,170
<DIVIDEND-INCOME> 643
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 610
<NET-INVESTMENT-INCOME> 33
<REALIZED-GAINS-CURRENT> 1883
<APPREC-INCREASE-CURRENT> (844)
<NET-CHANGE-FROM-OPS> 1,072
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 194
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 288
<NUMBER-OF-SHARES-REDEEMED> (381)
<SHARES-REINVESTED> 17
<NET-CHANGE-IN-ASSETS> (339)
<ACCUMULATED-NII-PRIOR> 3
<ACCUMULATED-GAINS-PRIOR> (1,265)
<OVERDISTRIB-NII-PRIOR> (103)
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 287
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 635
<AVERAGE-NET-ASSETS> 27,395
<PER-SHARE-NAV-BEGIN> 10.70
<PER-SHARE-NII> 0.01
<PER-SHARE-GAIN-APPREC> 0.40
<PER-SHARE-DIVIDEND> (0.08)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 11.03
<EXPENSE-RATIO> .022
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<CIK> 0000722885
<NAME> QUANTITATIVE INTERNATIONAL EQUITY FUND
<SERIES>
<NUMBER> 5
<NAME> INSTITUTIONAL SHARES
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-END> MAR-31-1997
<INVESTMENTS-AT-COST> 27,347
<INVESTMENTS-AT-VALUE> 28,549
<RECEIVABLES> 2,385
<ASSETS-OTHER> 14
<OTHER-ITEMS-ASSETS> 735
<TOTAL-ASSETS> 31,684
<PAYABLE-FOR-SECURITIES> 2,323
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 191
<TOTAL-LIABILITIES> 2,514
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 27,633
<SHARES-COMMON-STOCK> 159
<SHARES-COMMON-PRIOR> 116
<ACCUMULATED-NII-CURRENT> 33
<OVERDISTRIBUTION-NII> (445)
<ACCUMULATED-NET-GAINS> (104)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 1,195
<NET-ASSETS> 29,170
<DIVIDEND-INCOME> 643
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 610
<NET-INVESTMENT-INCOME> 33
<REALIZED-GAINS-CURRENT> 1,883
<APPREC-INCREASE-CURRENT> (844)
<NET-CHANGE-FROM-OPS> 1,072
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 12
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 46
<NUMBER-OF-SHARES-REDEEMED> (4)
<SHARES-REINVESTED> 1
<NET-CHANGE-IN-ASSETS> (339)
<ACCUMULATED-NII-PRIOR> 3
<ACCUMULATED-GAINS-PRIOR> (1,265)
<OVERDISTRIB-NII-PRIOR> (103)
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 287
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 635
<AVERAGE-NET-ASSETS> 1,354
<PER-SHARE-NAV-BEGIN> 10.73
<PER-SHARE-NII> 0.06
<PER-SHARE-GAIN-APPREC> 0.41
<PER-SHARE-DIVIDEND> (0.10)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 11.10
<EXPENSE-RATIO> .017
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<CIK> 0000722885
<NAME> QUANITITATIVE GROWTH AND INCOME FUND
<SERIES>
<NUMBER> 6
<NAME> INSTITUTIONAL SHARES
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-END> MAR-31-1997
<INVESTMENTS-AT-COST> 36,027
<INVESTMENTS-AT-VALUE> 43,630
<RECEIVABLES> 86
<ASSETS-OTHER> 1
<OTHER-ITEMS-ASSETS> 1,188
<TOTAL-ASSETS> 44,917
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 118
<TOTAL-LIABILITIES> 118
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 34,978
<SHARES-COMMON-STOCK> 101
<SHARES-COMMON-PRIOR> 129
<ACCUMULATED-NII-CURRENT> 232
<OVERDISTRIBUTION-NII> (140)
<ACCUMULATED-NET-GAINS> 2,098
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 7,583
<NET-ASSETS> 44,799
<DIVIDEND-INCOME> 981
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 749
<NET-INVESTMENT-INCOME> 232
<REALIZED-GAINS-CURRENT> 4,161
<APPREC-INCREASE-CURRENT> 2,949
<NET-CHANGE-FROM-OPS> 7,342
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 23
<DISTRIBUTIONS-OF-GAINS> 236
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 9
<NUMBER-OF-SHARES-REDEEMED> (55)
<SHARES-REINVESTED> 17
<NET-CHANGE-IN-ASSETS> (491)
<ACCUMULATED-NII-PRIOR> 356
<ACCUMULATED-GAINS-PRIOR> 2,948
<OVERDISTRIB-NII-PRIOR> (190)
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 334
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 764
<AVERAGE-NET-ASSETS> 1,917
<PER-SHARE-NAV-BEGIN> 14.58
<PER-SHARE-NII> (0.18)
<PER-SHARE-GAIN-APPREC> 2.55
<PER-SHARE-DIVIDEND> (0.18)
<PER-SHARE-DISTRIBUTIONS> (1.86)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 15.24
<EXPENSE-RATIO> .012
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<CIK> 0000722885
<NAME> QUANTITATIVE NUMERIC FUND
<SERIES>
<NUMBER> 7
<NAME> ORDINARY SHARES
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-END> MAR-31-1997
<INVESTMENTS-AT-COST> 74,406
<INVESTMENTS-AT-VALUE> 65,681
<RECEIVABLES> 1,047
<ASSETS-OTHER> 3
<OTHER-ITEMS-ASSETS> 8
<TOTAL-ASSETS> 66,739
<PAYABLE-FOR-SECURITIES> 145
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 251
<TOTAL-LIABILITIES> 396
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 65,489
<SHARES-COMMON-STOCK> 3,799
<SHARES-COMMON-PRIOR> 3,787
<ACCUMULATED-NII-CURRENT> 694
<OVERDISTRIBUTION-NII> (694)
<ACCUMULATED-NET-GAINS> 8,894
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> (8,725)
<NET-ASSETS> 66,342
<DIVIDEND-INCOME> 2,136
<INTEREST-INCOME> 190
<OTHER-INCOME> 0
<EXPENSES-NET> 1,633
<NET-INVESTMENT-INCOME> 694
<REALIZED-GAINS-CURRENT> 21,319
<APPREC-INCREASE-CURRENT> (16,690)
<NET-CHANGE-FROM-OPS> 5,323
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 17,582
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 352
<NUMBER-OF-SHARES-REDEEMED> (1,264)
<SHARES-REINVESTED> 924
<NET-CHANGE-IN-ASSETS> (28,214)
<ACCUMULATED-NII-PRIOR> (1,055)
<ACCUMULATED-GAINS-PRIOR> 17,544
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 917
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 1,738
<AVERAGE-NET-ASSETS> 69,617
<PER-SHARE-NAV-BEGIN> 18.91
<PER-SHARE-NII> 0.16
<PER-SHARE-GAIN-APPREC> 0.77
<PER-SHARE-DIVIDEND> 0.00
<PER-SHARE-DISTRIBUTIONS> (4.80)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 15.04
<EXPENSE-RATIO> .020
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<CIK> 0000722885
<NAME> QUANTITATIVE NUMERIC FUND
<SERIES>
<NUMBER> 8
<NAME> INSTITUTIONAL SHARES
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-END> MAR-31-1997
<INVESTMENTS-AT-COST> 74,406
<INVESTMENTS-AT-VALUE> 65,681
<RECEIVABLES> 1047
<ASSETS-OTHER> 3
<OTHER-ITEMS-ASSETS> 8
<TOTAL-ASSETS> 66,739
<PAYABLE-FOR-SECURITIES> 145
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 251
<TOTAL-LIABILITIES> 396
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 65,489
<SHARES-COMMON-STOCK> 592
<SHARES-COMMON-PRIOR> 2,215
<ACCUMULATED-NII-CURRENT> 694
<OVERDISTRIBUTION-NII> (694)
<ACCUMULATED-NET-GAINS> 8,894
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> (8,725)
<NET-ASSETS> 66,342
<DIVIDEND-INCOME> 2136
<INTEREST-INCOME> 190
<OTHER-INCOME> 0
<EXPENSES-NET> 1,633
<NET-INVESTMENT-INCOME> 694
<REALIZED-GAINS-CURRENT> 21,319
<APPREC-INCREASE-CURRENT> (16,690)
<NET-CHANGE-FROM-OPS> 5,323
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 7,604
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 321
<NUMBER-OF-SHARES-REDEEMED> (2,158)
<SHARES-REINVESTED> 214
<NET-CHANGE-IN-ASSETS> (28,214)
<ACCUMULATED-NII-PRIOR> (1,055)
<ACCUMULATED-GAINS-PRIOR> 17,544
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 917
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 1738
<AVERAGE-NET-ASSETS> 22,054
<PER-SHARE-NAV-BEGIN> 19.33
<PER-SHARE-NII> 0.08
<PER-SHARE-GAIN-APPREC> 0.94
<PER-SHARE-DIVIDEND> 0.00
<PER-SHARE-DISTRIBUTIONS> (4.80)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 15.55
<EXPENSE-RATIO> .015
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<CIK> 0000722885
<NAME> QUANTITATIVE FOREIGN FRONTIER FUND
<SERIES>
<NUMBER> 9
<NAME> ORDINARY SHARES
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-END> MAR-31-1997
<INVESTMENTS-AT-COST> 9,958
<INVESTMENTS-AT-VALUE> 11,049
<RECEIVABLES> 26
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 411
<TOTAL-ASSETS> 11,486
<PAYABLE-FOR-SECURITIES> 180
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 43
<TOTAL-LIABILITIES> 223
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 10,572
<SHARES-COMMON-STOCK> 1,088
<SHARES-COMMON-PRIOR> 924
<ACCUMULATED-NII-CURRENT> (40)
<OVERDISTRIBUTION-NII> (101)
<ACCUMULATED-NET-GAINS> (298)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 1,091
<NET-ASSETS> 11,264
<DIVIDEND-INCOME> 201
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 241
<NET-INVESTMENT-INCOME> (40)
<REALIZED-GAINS-CURRENT> (129)
<APPREC-INCREASE-CURRENT> 1,119
<NET-CHANGE-FROM-OPS> 951
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 269
<NUMBER-OF-SHARES-REDEEMED> (105)
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 2,579
<ACCUMULATED-NII-PRIOR> (53)
<ACCUMULATED-GAINS-PRIOR> (176)
<OVERDISTRIB-NII-PRIOR> (19)
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 77
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 255
<AVERAGE-NET-ASSETS> 8,745
<PER-SHARE-NAV-BEGIN> 8.38
<PER-SHARE-NII> (0.04)
<PER-SHARE-GAIN-APPREC> 0.90
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 9.24
<EXPENSE-RATIO> .027
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<CIK> 0000722885
<NAME> QUANTITATIVE FOREIGN FRONTIER FUND
<SERIES>
<NUMBER> 10
<NAME> INSTITUTIONAL SHARES
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-END> MAR-31-1997
<INVESTMENTS-AT-COST> 9,958
<INVESTMENTS-AT-VALUE> 110,499
<RECEIVABLES> 26
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 411
<TOTAL-ASSETS> 11,486
<PAYABLE-FOR-SECURITIES> 180
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 43
<TOTAL-LIABILITIES> 223
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 10,572
<SHARES-COMMON-STOCK> 131
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> (40)
<OVERDISTRIBUTION-NII> (101)
<ACCUMULATED-NET-GAINS> (298)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 1,091
<NET-ASSETS> 11,264
<DIVIDEND-INCOME> 201
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 241
<NET-INVESTMENT-INCOME> (40)
<REALIZED-GAINS-CURRENT> (129)
<APPREC-INCREASE-CURRENT> 1,119
<NET-CHANGE-FROM-OPS> 951
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (3)
<DISTRIBUTIONS-OF-GAINS> (8)
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 132
<NUMBER-OF-SHARES-REDEEMED> (1)
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 2,579
<ACCUMULATED-NII-PRIOR> (53)
<ACCUMULATED-GAINS-PRIOR> (176)
<OVERDISTRIB-NII-PRIOR> (19)
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 77
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