CARILLON FUND, INC.
- -----------------------------------------------
ANNUAL REPORT
December 31, 1995
(Centered at the bottom half of this cover page
is a graphic of a carillon tower)
- ------------------------------------------------
<PAGE>
CARILLON FUND, INC.
- -----------------------------------------------------------
A Message from the President
December 31, 1995
We are pleased to present the 1995 Carillon Fund, Inc. Annual
Report. During 1995 all our funds produced positive returns as
the strong financial markets pushed the value of mutual funds'
underlying securities to record highs. After four straight
years of well-above-average results versus underlying funds with
similar investment objectives, the Carillon Funds had below-average,
relative performance in 1995. Carillon's goal for 1996
is to continue our positive results and to return to our
historical levels of relative performance.
United States' financial markets performed extremely well during
1995 as both stock and bond markets benefitted from a favorable
economic backdrop. This environment included economic growth
strong enough to keep Gross Domestic Product moving forward at a
more sustainable 3 percent level than the higher 1994 levels.
Despite this economic growth, the price inflation level measured
by the Consumer Price Index remained at or below the 3 percent
level where it has resided for most of the 1990s. This
combination of reasonable growth and low inflation appeared to
signal that the elusive "soft landing," rather than a severe
economic growth slowdown, may have been achieved from the
Federal Reserve Board's 1994 higher short-term interest rate
policy. Low inflation, good economic growth, and a prospect of
deficit reduction activity from Washington's politicians kept
market hopes alive for additional cuts in key short-term
interest rates. This also helped long-term interest rates come
back down from 1994's highs.
Productivity gains have been another important feature of the
bright financial picture. Normally, productivity is strongest
at the beginning of an economic recovery, but in this cycle the
last several quarters-- or about four years into the recovery--
have produced the best numbers. Over this period, the corporate
downsizing effects and technological advancements seem to have
emerged as the main productivity enhancer. The combination of
economic growth, lower interest rates, and strong productivity
has produced perfect conditions for the key stock market
ingredient of corporate profitability. Earnings registered a
halting recovery in the early 1990s, interrupted on an all-too-
regular basis by nonrecurring write-offs. However, during 1994
and 1995, corporate financial officers recorded hefty increases
in their income statements. These profits helped the 1995 stock
market advance from already lofty levels to a long series of
record highs. The bond market also celebrated with the slowdown
in growth and low inflation, particularly aiding this market's
advance.
The stock market continues to be substantially overpriced
relative to historical valuation levels, and 1995 ratios of
stock prices to various valuation techniques remain roughly 50
percent higher than long-term averages. This overvaluation
should restrain future stock market advances, and the market's
value should return closer to historical norms sometime during
the 1990s. However, since the exact timing of a return to a
long-term, historical valuation level is never known, our Equity
Portfolio will maintain its equity exposure but will be
selective, widely diversified, and more defensive than normal in
its stock positions. Our Capital Portfolio's asset allocation
has moved more toward stocks during the year but still remains
more heavily weighted than normal in the fixed income sector.
The Capital Portfolio's allocation at December 31, 1995, is 38
percent stocks, 37 percent bonds, and 25 percent money market
investments. Stock positions have been increased due to better-
than-expected corporate results, lower interest rates, and more
relative bargains available in defensive stocks. Over time,
stocks produce the highest but most volatile returns. However,
more conservative investors may want to allocate a slightly
higher-than-normal portion of funds to fixed income investments,
such as our Capital Portfolio has done, since this market
appears more reasonably valued from a long-term perspective.
Individual Portfolio reports are included within this report.
Carillon Advisers is determined to offer excellent money
management and service related to all portfolios. We want each
Contract Owner to feel confident that investing with Carillon
Fund, Inc. is a prudent choice for the long term.
Sincerely,
/s/ George L. Clucas
George L. Clucas
Carillon Fund, Inc.
January 29, 1996
This report has been prepared for the information of Contract
Owners and is not authorized for distribution to prospective
purchasers of contracts unless it is preceded or accompanied by
an effective prospectus for Carillon Fund, Inc.
<PAGE>
EQUITY PORTFOLIO
- ------------------------------------------------------
It was a banner year in 1995 for financial markets with both
stocks and bonds posting excellent returns for the period. A
favorable economic backdrop of low interest rates, strong
corporate profitability, and subdued inflation propelled the
market to new highs. Large multinational companies that
benefitted from a weak U.S. dollar and technology issues were
big winners for most of the period. The Equity Portfolio gained
27% during 1995, but lagged its standard benchmarks due to its
underweighted exposure to the aforementioned market sectors.
More heavily biased towards small company stocks, the Portfolio
's performance was in line with that of the Russell 2000 Index,
a broader market measure. The fund's return this year did
exceed that of the Lipper average for all equity mutual funds.
The Portfolio's biggest winners for the year were concentrated
in: 1) the financial sector which benefitted from falling
interest rates over the period; 2) a number of medical device
issues which enjoyed robust revenue and earnings growth, as well
as new product approvals and introductions; and 3) the defense
industry which witnessed a flurry of consolidation activity
during the year. Holdings of energy and retail issues
restrained performance due to stagnant energy prices and a weak
retail environment, respectively. We believe energy issues will
perform much better during 1996 due to firmer oil and gas
prices, while several retail-related names have been removed
from the Portfolio due to our concern over continued consumer
spending weakness.
Morningstar, Inc. Awarded the Equity Portfolio a composite
rating of (four stars) as of December 31, 1995, signifying
above-average performance for the 681 funds in its category (see
following page). The following table illustrates the Equity
Portfolio's total return ranking based on total return as
surveyed by Lipper Analytical Variable Insurance Products
Performance Analysis Service Underlying Funds Report.
<TABLE>
<CAPTION>
Lipper Growth Fund Rankings as of December 31, 1995
1-Year 2-Year 3-Year 4-Year 5-Year 10-Year
<S> <C> <C> <C> <C> <C> <C>
Carillon Equity Portfolio Ranking 74 36 20 17 10 20
Total Number of Funds Ranked 98 76 58 51 48 28
</TABLE>
Rankings based on total return performance.
Past performance is no guarantee of future results.
The Equity Portfolio continues to add to its holdings of
companies with above-average returns on equity, favorable
historic sales and earnings growth, and strong balance sheets
selling at low price-earnings ratios. Recent purchases have
been centered around undervalued foreign securities, Real Estate
Investment Trusts, energy issues, and special situation stocks.
While our forecast is for weak economic growth in 1996, we have
found opportunities in select cyclical issues that should be
able to grow revenues and earnings through market share
improvements even through an economic slowdown.
Comparison of Change in Value of $10,000 Investment
(Appearing here is a line graph which compares annually Carillon
Equity Portfolio with S&P 500 Index and Consumer Price Index
annually for the period December 31, 1985 through December 31,
1995 and covers a range of $5,000 to $50,000 in $5,000
increments. The following is found at the top left of the graph:
Carillon Equity Portfolio Average Annual Total Return
<TABLE>
<CAPTION>
1-YR 5-YR 10-YR
<C> <C> <C>
26.7% 19.5% 13.5%
</TABLE>
Past performance is not predictive of future results.)
<PAGE>
EQUITY PORTFOLIO
- -----------------------------------------------------
Summary
OBJECTIVE:
Seeks long-term appreciation of capital by investing in common
stocks and other equity securities with values that are, at
present, not fully recognized by the market.
STRATEGY:
The Equity Portfolio will remain in a highly invested position
ranging from 86% to 98%. The cash position will be held in
highly liquid money market instruments to meet redemptions and
to provide cash for future stock purchases as new opportunities
arise.
INCEPTION: August 15, 1984
MANAGER: George Clucas
- -------------------------------------------------------
Highlights
On December 31, 1995, the Equity Portfolio had net assets of
$219,563,247 and diversified holdings of:
(The following percentage information is encased in a box)
Common Stocks 91.7%
Short-Term and Other 8.3%
As an investor in the Carillon Equity Portfolio, for every $1
you had invested on December 31, 1995, your fund owned:
(The following percentages are graphically shown as portions of
a dollar bill)
Real Estate 8.6%
Financials 14.8%
Consumer Goods 10.2%
International 14.9%
Manufacturing/Capital Goods 15.7%
Technology 4.9%
Energy/Utilities 10.6%
Health Care 7.6%
Miscellaneous 4.4%
Short-Term and Other 8.3%
TOP TEN HOLDINGS
- ----------------------------------------------
1. Bayer AG (ADR)
2. Banco Latinoamericano de Exp
3. DH Technology
4. Lockheed Martin Corp.
5. Lindsay Manufacturing
6. Global Industries, Inc.
7. Lunar Corp.
8. Pencorp Financial Group, Inc.
9. Gainsco, Inc.
10. Helen of Troy LTD
Morningstar, Inc. Ratings are updated each month. The composite
rating is calculated using a weighted-average of the three (four
stars), five (four stars) and ten (three stars) year ratings.
These ratings are based on each period's risk-adjusted average
annual total returns (including the impact of insurance expense
charges). Ten percent of the funds in a category receive five
stars, the next 22.5% receive four stars and the next 35%
receive three stars.
<PAGE>
CAPITAL PORTFOLIO
- ---------------------------------------------------------------
The Capital Portfolio did not keep up with benchmark indices in
1995, but continues to enjoy reasonable, steady performance for
its associated risk level. Despite posting a healthy absolute
return for the period, the Portfolio's results lagged that of
its benchmark due to its underweighted allocation to stocks
during a period of strong stock market performance. Strong or
weak financial markets tend to have a life of their own, and
this cycle is no exception, as it has continued longer than we
would have anticipated. However, we believe that our long-term
focus and disciplined approach toward the markets will provide
superior returns from the Capital Portfolio by performing
relatively better during the somewhat weaker markets we
anticipate over the next several years.
Morningstar, Inc. Awarded the Equity Portfolio a composite
rating of (three stars) as of December 31, 1995, signifying
above-average performance for the 542 funds in its category (see
following page). The following table illustrates the Capital
Portfolio's total return ranking based on total return as
surveyed by Lipper Analytical Variable Insurance Products
Performance Analysis Service Underlying Funds Report.
<TABLE>
<CAPTION>
Lipper Flexible Fund Rankings as of December 31, 1995
1-Year 2-Year 3-Year 4-Year 5-Year
<S> <C> <C> <C> <C> <C>
Carillon Capital Portfolio Ranking 66 53 49 43 34
Total Number of Funds Ranked 68 61 59 56 54
</TABLE>
Rankings based on total return performance.
Past performance is no guarantee of future results.
The Capital Portfolio is a professionally managed asset allocation
fund that shifts assets among stocks, bonds, and money market
instruments to take advantage of opportunities that the portfolio
manager believes will yield the most desirable returns. The table
on the following page highlights the allocation of fund assets at
December 31, 1995, six months ago, one year ago and at a long-term
normal portfolio allocation.
An improvement in market technical factors and monetary
conditions, strong momentum, and a fairly valued bond market
prompted us to increase our allocation to stocks during the
year, although we continue to believe that the equity market is
overvalued from a fundamental perspective. Our individual stock
selection remains highly selective given our market outlook.
Recent purchases have centered around defensive sectors such as
Real Estate Investment Trusts, undervalued foreign companies,
and energy issues. Bond sales were made due to the market's
strong rally, and the Portfolio's fixed income position
continues to have a shorter than average duration.
Comparison of Change in Value of $10,000 Investment
(Appearing here is a line graph which compares Carillon Capital
Portfolio with Lehman Aggregate Bond Index, Consumer Price Index
and S&P 500 Index annually for the period May 1, 1990 through
December 31, 1995 and covers a range of $5,000 to $25,000 in
$5,000 increments. The following is found at the top left of the
graph:)
Carillon Capital Portfolio Average Annual Total Return
<TABLE>
<CAPTION>
1-YR 5-YR Inception
<C> <C> <C>
14.3% 12.1% 10.5%
</TABLE>
Past performance is not predictive of future results.)
<PAGE>
CAPITAL PORTFOLIO
- -----------------------------------------------------
Summary
OBJECTIVE:
Seeks high total return by investing in a mix of stocks,
bonds and money market securities at the discretion of the
portfolio manager.
STRATEGY:
When the investment climate is near long-term historical
relationships, the portfolio will allocate its assets
approximately 63% stocks, 30% bonds, and 7% money market
instruments. As market conditions dictate, the Capital
Portfolio repositions its assets mix to take advantage of
existing opportunities.
INCEPTION: May 1, 1990
MANAGER: George Clucas
- -------------------------------------------------------
Highlights
On December 31, 1995, the Capital Portfolio had net assets
of $145,622,508 and diversified holdings of:
<TABLE>
<CAPTION>
12/31/95 12/31/94 Long-Term
----------------------------------
<S< <C> <C> <C>
Common Stocks 37.4% 26.1% 63%
Bonds and Notes 37.1% 48.0% 30%
Short-Term and Other 25.5% 25.9% 7%
</TABLE>
As an investor in the Carillon Capital Portfolio, for every $1
you had invested on December 31, 1995, your fund owned:
(The following percentages are graphically shown as portions of
a dollar bill)
U.S. Stocks 29.2%
International Stocks 6.8%
Precious Metals Related 1.3%
U.S. Government and Agency Securities 28.7%
Corporate Bonds 8.5%
Short-Term and Other 25.5%
TOP TEN HOLDINGS
- ----------------------------------------------
1. Bayer AG (ADR)
2. Banco Latinoamericano De Exp
3. Mid-America Apartment Communities
4. Shurgard Storage Centers, Inc.
5. Helen of Troy LTD
6. Sofamor/Danek Group
7. Duke Realty Investments, Inc.
8. Merck & Co.
9. Merry Land & Investment Company
10. Associated Estates Realty
Morningstar, Inc. Ratings are updated each month. The composite
rating is calculated using a weighted-average of the three
(three stars), and five (three stars) year ratings. These
ratings are based on each period's risk-adjusted average annual
total returns (including the impact of insurance expense
charges). Ten percent of the funds in a category receive five
stars, the next 22.5% receive four stars and the next 35%
receive three stars.
<PAGE>
BOND PORTFOLIO
- --------------------------------------------------------------
After suffering one of its worst years in 1994, the bond market
soared back in '95, as long-term interest rates retraced most of
their rise of the previous year. The resurgence was driven by a
slowdown in the economy, stable inflation, and efforts in
Washington to confront massive budget deficits. After
sputtering briefly last summer, bond prices rallied again in the
fourth quarter on continued signs of subdued inflation and
optimism about a balanced budget agreement. Interest rates fell
sharply on the belief that the Federal Reserve would have to
ease interest rates to encourage greater private sector
activities as federal spending slowed. Indeed, in mid-December,
citing lower than expected inflation, the Fed trimmed the Fed
funds rate to 5.5%, its second cut in six months.
The Federal Reserve's actions and a weakening economy pushed
interest rates lower and slightly steepened the yield curve. The
2-to-30-year bellwether spread increased from 19 basis points (bp)
to 80 bp. However, the short-end of the curve flattened with
3-month bills falling 61 bp while the 2-year fell 154 bp. High
quality foreign government issues rebounded last year (21.1%),
even though returns for U.S. investors were hampered by a
strengthening dollar. Emerging market bonds continued their
comeback from depressed levels following the late 1994 Mexican
peso devaluation (27.5%). Corporate bonds provided excellent
relative performance (21.7%), especially versus U.S. Treasuries
(18.3%) and mortgage-backed securities (16.8%). Overall, the bond
market had a total return of 18.5% as measured by the Salomon
Brothers Broad Investment Grade Index.
The Bond Portfolio had strong relative performance in 1995
outperforming broader market indices such as the Salomon
Brothers Broad Investment Grade Index. The incremental return
can be attributed to two factors. First, the active sector
allocation strategy employed by the portfolio manager allowed
the Bond Portfolio to be overweighted to corporate bonds--whose
performance was excellent in 1995. In addition, further
investments were made in U.S. Treasuries whose returns improved
relative to mortgage-backed securities as prepayments quickened
with the decrease in rates. Second, the individual securities
selected in each sector, particularly in the corporate bond
area, further enhanced returns due to improving credit
characteristics that were eventually recognized by other
investors.
Morningstar, Inc. continues to award the Bond Portfolio its
highest composite rating (five stars) signifying performance in
the top 10% of the 389 funds in its category (see following
page). The Portfolio continues its strong, long-term rankings
based on total returns surveyed by Lipper in its Variable
Insurance Product Performance Analysis Report.
<TABLE>
<CAPTION>
Lipper Corporate Bond (BBB) Rankings as of December 31, 1995
1- 2- 3- 4- 5- 10-
Year Year Year Year Year Year
<S> <C> <C> <C> <C> <C> <C>
Carillon Bond Portfolio Ranking 21 4 4 5 4 2
Total Number of Funds Ranked 39 39 34 31 30 15
</TABLE>
Rankings based on total return performance.
Past performance is no guarantee of future results.
Comparison of Change in Value of $10,000 Investment
(Appearing here is a line graph which compares Carillon Bond
Portfolio with Lehman Aggregate Bond Index and Consumer Price
Index annually for the period December 31, 1985 through December
31, 1995 and covers a range of $5,000 to $30,000 in $5,000
increments. The following is found at the top left of the
graph:)
Carillon Bond Portfolio Average Annual Total Return
<TABLE>
1-YR 5-YR 10-YR
<C> <C> <C>
19.0% 10.7% 10.0%
</TABLE>
Past performance is not predictive of future results.
<PAGE>
BOND PORTFOLIO
- -----------------------------------------------------
Summary
OBJECTIVE:
Seeks a high level of current income, without undue risk to
principal, by investing in long-term, fixed-income, investment
- -grade corporate bonds.
STRATEGY:
The portfolio intends to invest at least 75% of the value of its
assets in publicly-traded straight debt securities which have a
rating within the four highest grades as rated by a national
rating agency. Up to 25% of the portfolio may be invested in
convertible debt securities, convertible preferred and preferred
stock, or other securities.
INCEPTION: August 15, 1984
MANAGER: Steven Sutermeister
- -------------------------------------------------------
Highlights
On December 31, 1995, the Bond Portfolio had net assets of
$73,567,699 and diversified holdings of:
(The following percentage information is encased in a box)
Bonds 94.7%
Short-Term and Other 5.3%
As an investor in the Carillon Bond Portfolio, for every $1 you
had invested on December 31, 1995, your fund owned:
(The following percentages are graphically shown as portions of
a dollar bill)
Corporate Bonds 48.6%
Mortgage-Backed Securities 14.7%
U.S. Treasuries 31.4%
Short-Term and Other 5.3%
Morningstar, Inc. Ratings are updated each month. The composite
rating is calculated using a weighted-average of the three (five
stars), five (five stars) and ten (four stars) year ratings.
These ratings are based on each period's risk-adjusted average
annual total returns (including the impact of insurance expense
charges). Ten percent of the funds in a category receive five
stars, the next 22.5% receive four stars and the next 35%
receive three stars.
<PAGE>
CARILLON FUND, INC.
SCHEDULE OF INVESTMENTS
- ----------------------------------------------------------------
DECEMBER 31, 1995
EQUITY PORTFOLIO
- ----------------------------------------------------------------
COMMON STOCKS - 91.72%
- ----------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES VALUE
------ -----
<S> <C> <C>
AEROSPACE - DEFENSE - 2.78%
Lockheed Martin Corporation 40,000 $3,160,000
Raytheon Company 30,000 1,417,500
Thiokol Corporation 45,000 1,524,375
----------
6,101,875
AIR TRANSPORTATION - .64%
Atlantic Southeast Airlines Incorporated 65,000 1,397,500
----------
APPLIANCE - .32%
Scotsman Industries Incorporated 40,000 705,000
----------
AUTO & TRUCK - .46%
Ford Motor Company 35,000 1,015,000
----------
AUTO PARTS - 1.97%
Breed Technologies Incorporated 65,000 1,202,500
Donnelly Corporation 48,500 715,375
Masland Corporation* 70,000 980,000
Strattec Security Corporation* 80,000 1,420,000
----------
4,317,875
----------
BANK & BANK HOLDING COMPANIES - 7.27%
ABN AMRO Holdings NV Sponsored ADR 31,574 1,439,847
Banco Latinoamericano De Exportationes
Sponsored ADR 75,000 3,487,500
Deutsche Bank AG Sponsored ADR 42,000 1,994,538
Dresdner Bank AG Sponsored ADR 55,000 1,471,761
GBC Bancorp California 40,900 715,750
River Forest Bancorporation 70,000 1,785,000
Southtrust Corporation 55,000 1,409,375
Wilmington Trust Corporation 40,000 1,235,000
Zions Bancorporation 30,000 2,407,500
----------
15,946,271
----------
BUILDING & HOUSING - 1.79%
ABT Building Products Company* 115,000 1,638,750
Falcon Products Incorporated 147,730 1,938,956
Rottlund Company Incorporated* 50,000 350,000
----------
3,927,706
----------
BUILDING MATERIAL - .91%
NCI Building Systems, Incorporated* 80,700 1,997,325
----------
BUSINESS-MECHANICS & SOFTWARE - 2.13%
DH Technology , Incorporated* 135,000 3,307,500
Macneal - Schwendler Corporation 85,000 1,360,000
----------
4,667,500
----------
CHEMICAL - 2.43%
Bayer AG Sponosored ADR 135,000 3,570,062
Ciba-Geigy Sponsored ADR 27,000 1,190,848
Shanghai Petro Chemical Company Ltd
Sponsored ADR* 20,000 570,000
----------
5,330,910
----------
CONGLOMERATE - .68%
Mannesman AG Sponsored ADR 4,700 1,499,703
----------
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
EQUITY PORTFOLIO
- -------------------------------------------------------------------
COMMON STOCKS (continued)
- -------------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES VALUE
------ -----
<S> <C> <C>
CONSUMER - .07%
Supercuts Incorporated* 20,000 $ 161,500
----------
CONTAINER - 1.79%
AEP Industries, Incorporated 107,550 2,366,100
Alltrista Corporation* 86,000 1,548,000
----------
3,914,100
----------
DRUGS - 1.20%
Merck & Company Incorporated 40,000 2,630,000
----------
ELECTRIC - UTILITIES - 3.75%
Cinergy Corporation 29,400 900,375
CMS Energy Corporation 50,000 1,493,750
Duke Power Company 12,500 592,188
Empresa Nacional de Electricidad
Sponsored ADR 30,000 1,717,500
Public Service Company of New Mexico* 54,000 951,750
Texas Utilities Electric Company 45,000 1,850,625
Utilitcorp United Incorporated 25,000 734,375
----------
8,240,563
----------
ELECTRONIC - .04%
Recoton Corporation* 4,400 81,714
----------
ENERGY - MISCELLANEOUS - 1.60%
Giant Industries Incorporated 120,000 1,470,000
Holly Corporation 90,000 2,036,250
----------
3,506,250
----------
ENGINEERING & CONSTRUCTION - .19%
Mestek, Incorporated* 36,200 425,350
----------
ENTERTAINMENT & LEISURE - .59%
Artco, Incorporated 100,000 1,300,000
----------
FINANCIAL SERVICE - 2.64%
CMAC Investment Corporation 25,500 1,122,000
Dean Witter Discover & Company 45,000 2,115,000
Jefferies Group, Incorporated 32,000 1,512,000
Raymond James Financial Corporation 50,000 1,056,250
----------
5,805,250
----------
FOOD, BEVERAGE, & TOBACCO - 1.60%
Goodmark Foods Incorporated 85,000 1,508,750
Morningstar Group Incorporated* 183,000 1,464,000
Todhunter International, Incorporated* 70,000 542,500
----------
3,515,250
----------
GOLD & PRECIOUS METALS - 1.08%
Echo Bay Mines Limited 90,000 933,750
Minorco Sponsored ADR 50,000 1,431,250
----------
2,365,000
----------
HEALTH & BEAUTY AIDS - .41%
Perrigo Company* 75,000 890,625
----------
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
EQUITY PORTFOLIO
- -------------------------------------------------------------------
COMMON STOCKS (continued)
- -------------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES VALUE
------ -----
<S> <C> <C>
HEALTH CARE - 3.45%
Advocat, Incorporated* 100,500 $1,118,063
Lunar Corporation* 103,200 2,838,000
Orthofix International NV* 113,036 833,640
Research Industries Corporation* 35,000 945,000
Sofamor / Danek Group* 65,200 1,850,050
----------
7,584,753
----------
HEALTH CARE SERVICE - .98%
Rightchoice Managed Care Incorporated
- Class A* 105,500 1,371,500
United Wisconsin Services, Incorporated 34,700 763,400
----------
2,134,900
----------
HOSPITAL SUPPLY & SERVICE - 1.92%
Allied Healthcare Products Incorporated 90,100 1,441,600
Sterile Concepts Holdings, Incorporated 50,900 738,050
Utah Medical Products Incorporated* 103,200 2,044,650
----------
4,224,300
----------
HOUSEHOLD PRODUCT - 4.31%
Chromcraft Revington Incorporated* 75,000 1,996,875
Conso Products Company* 97,500 1,779,375
Fingerhut Companies, Incorporated 40,000 555,000
Helen of Troy Limited, Bermuda* 115,000 2,415,000
Lifetime-Hoan Corporation* 174,482 1,613,959
Winsloew Furniture Incorporated* 188,300 1,106,263
----------
9,466,472
----------
HOUSING - 1.18%
Schult Homes Corporation 50,000 875,000
Toll Brothers, Incorporated* 75,000 1,725,000
----------
2,600,000
----------
INSURANCE - 8.26%
AEGON N.V. Sponsored ADR 43,755 1,925,220
Capital American Financial Corporation 30,000 678,750
Gainsco Incorporated 217,762 2,477,043
Harleysville Group Incorporated 45,300 1,466,588
Penncorp Financial Group Incorporated 95,000 2,790,625
PXRE Corporation 41,000 1,086,500
RLI Corporation 68,625 1,715,625
Sphere Drake Holdings Limited 70,000 980,000
Torchmark Corporation 40,000 1,810,000
Transnational RE Corporation - Class A 40,000 980,000
Triad Guaranty Incorporated* 45,000 1,192,500
United Insurance Companies Incorporated* 54,400 1,026,800
----------
18,129,651
----------
INVESTMENT COMPANIES - .51%
Allied Capital Corporation 25,000 340,625
Chile Fund Incorporated* 30,000 780,000
----------
1,120,625
----------
MACHINERY-AGRICULTURE & CONSTRUCTION
- 2.13%
AGCO Corporation* 18,000 918,000
Astec Industries Incorporated* 75,000 740,625
Lindsay Manufacturing Company* 78,575 3,025,138
----------
4,683,763
----------
MACHINERY - INDUSTRIAL - .57%
Alamo Group Incorporated 70,000 1,260,000
----------
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
EQUITY PORTFOLIO
- -------------------------------------------------------------------
COMMON STOCKS (continued)
- -------------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES VALUE
------ -----
<S> <C> <C>
MANUFACTURING - MISCELLANEOUS - 1.56%
Foamex International Incorporated* 75,000 $553,125
Griffon Corporation* 170,000 1,530,000
ILC Technology, Incorporated* 79,300 733,525
Versa Technologies Incorporated 40,500 617,625
----------
3,434,275
----------
METAL & MINERAL - 1.32%
AK Steel Holding Corporation 25,000 856,250
J & L Specialty Steel Incorporated* 50,000 937,500
Pohang Iron & Steel Company* 50,000 1,093,750
----------
2,887,500
----------
NON-FERROUS METAL - .59%
Western Mining Holdings Corporation
Ltd Sponsored ADR 50,000 1,306,250
OFFICE PRODUCT - .54%
Nam Tai Electronics, Incorporated* 101,700 1,194,975
----------
OIL & GAS - DOMESTIC 3.78%
Apache Corporation 73,118 2,156,981
Horsham Corporation 150,000 2,025,000
Newfield Exploration Company* 48,000 1,296,000
Plains Resources Incorporated* 120,000 1,080,000
Pogo Producing Company* 36,000 1,017,000
Swift Energy Company* 60,000 720,000
----------
8,294,981
----------
OIL & GAS - INTERNATIONAL - 2.27%
Repsol S.A. Sponsored ADR 60,000 1,972,500
Total S.A. Sponsored ADR 42,014 1,428,476
World Fuel Services Incorporated 24,500 388,938
YPF S.A. Sponsored ADR 55,000 1,189,375
----------
4,979,289
----------
OIL & GAS - SERVICE - 2.06%
Global Industries Incorporated* 100,000 3,000,000
Offshore Logistics Incorporated* 120,000 1,515,000
----------
4,515,000
----------
PAPER & FOREST PRODUCTS - 1.42%
Consolidated Papers, Incorporated* 18,000 1,010,250
Federal Paper Board Incorporated 25,000 1,296,875
Longview Fibre Company 50,000 812,500
----------
3,119,625
----------
PRODUCTION - .59%
Briggs & Stratton Corporation 30,000 1,301,250
----------
RAILROAD - .96%
Illinois Central Corporation - Class A 55,000 2,110,625
----------
REAL ESTATE - 10.05%
Associated Estates Realty Corporation 65,000 1,397,500
CBL & Associates Properties Incorporated 70,000 1,522,500
Columbus Realty Trust 90,000 1,743,750
Duke Realty Investments Incorporated 28,000 878,500
Felcor Suite Hotels Incorporated 52,600 1,459,650
Health Care Property Investors,
Incorporated 50,000 1,756,250
Healthcare Realty Trust Incorporated* 8,700 200,100
<CAPTION>
EQUITY PORTFOLIO
- -------------------------------------------------------------------
COMMON STOCKS (continued)
- -------------------------------------------------------------------
SHARES VALUE
------ -----
<S> <C> <C>
REAL ESTATE - continued
IRT Property Company 120,000 $1,110,000
LTC Properties Incorporated 65,000 975,000
Merry Land & Investments Company 75,000 1,771,875
Mid-America Apartment Communities 80,000 1,980,000
NAB Asset Corporation* 51,000 229,500
National Health Investors Incorporated 40,000 1,325,000
Post Properties Incorporated 35,000 1,115,625
Public Storage Incorporated 80,000 1,520,000
Shurgard Storage Centers Incorporated 70,000 1,890,000
Winston Hotels Incorporated 100,000 1,187,500
----------
22,062,750
----------
RETAIL - FOOD AND DRUGS - .42%
Dairy Farm International Limited
- Sponsored ADR 200,000 920,000
RETAIL - GENERAL - 2.84%
Claire's Stores Incorporated 100,000 1,762,500
Crown Books Corporation* 44,800 548,800
Dart Group Corporation - Class A 7,500 701,250
Forschner Group Incorporated* 65,000 804,375
Roberds Incorporated* 90,000 810,000
Shopko Stores, Incorporated 90,700 1,020,375
Tractor Supply Company* 30,000 592,500
----------
6,239,800
----------
SAVINGS & LOAN - 1.04%
Standard Federal Bancorporation 57,900 2,279,813
----------
SERVICE - MISCELLANEOUS - .89%
PCA International Incorporated 100,200 1,102,200
TBC Corporation* 100,000 862,500
----------
1,964,700
----------
SHOES - .25%
K-Swiss Incorporated - Class A 50,000 543,750
----------
TELEPHONE - .38%
Stet Societa Finanziaria Telefonica 30,000 836,250
----------
TEXTILE & APPAREL - .26%
Cone Mills Corporation* 40,000 450,000
Speizman Industries Incorporated* 40,000 115,000
----------
565,000
----------
TRUCKING - .85%
Landstar System, Incorporated* 40,000 1,070,000
U.S. Xpress Enterprises, Incorporated
- Class A* 110,000 797,496
----------
1,867,496
----------
Total Common Stocks
(cost $158,454,956) $201,370,060
-----------
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
EQUITY PORTFOLIO
- -------------------------------------------------------------------
SHORT-TERM INVESTMENTS - 7.95%
- -------------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL VALUE
--------- -----
<S> <C> <C>
COMMERCIAL PAPER - 5.90%
CBI Industries Incorporated
(6.040% due 01/25/96) 2,000,000 $ 1,991,947
Circus Circus Enterprises Incorporated
(6.000% due 01/10/96) 2,000,000 1,997,000
Columbia Healthcare Corporation
(6.050% due 01/08/96) 1,000,000 998,824
Crown Cork & Seal Company
(5.990% due 01/12/96) 1,000,000 998,170
Crown Cork & Seal Company
(6.020% due 01/26/96) 1,000,000 995,819
Illinois Power Fuel Company
(5.990% due 01/26/96) 1,000,000 995,840
Tele-Communications Incorporated
(6.100% due 02/14/96) 1,000,000 992,544
Tyson Foods Incorporated
(6.060% due 01/11/96) 2,000,000 1,996,633
Yellow Freight System Incorporated
(6.000% due 01/03/96) 1,000,000 999,667
Yellow Freight System Incorporated
(6.000% due 01/31/96) 1,000,000 995,000
------------
12,961,444
------------
VARIABLE RATE DEMAND NOTES <F1> - 2.05%
General Mills, Incorporated
(5.290% due 01/03/96) 1,278,820 1,278,820
Pitney Bowes Credit Corporation
(5.295% due 01/03/96) 2,933,267 2,933,267
Wisconsin Electric Power Company
(5.337% due 01/03/96) 291,728 291,728
------------
4,503,815
------------
Total Short-Term Investments
(cost $17,465,259) $17,465,259
------------
TOTAL INVESTMENTS - 99.67%
(cost $175,920,205) $218,835,319 <F2>
OTHER ASSETS AND LIABILITIES - .33% $ 727,928
------------
TOTAL NET ASSETS - 100.00% $219,563,247
============
_____________
*Non-income producing
(ADR) American Depository Receipt
<FN>
<F1>
Interest rates vary periodically based on current market rates. The
maturity shown for each variable rate demand note is the later of the
next scheduled interest rate adjustment date or the date on which
principal can be recovered through demand. Information shown is as of
December 31, 1995.
<F2>
Gross unrealized appreciation and depreciation of securities at
December 31, 1995 for financial reporting purposes was $49,383,954 and
$6,468,840 respectively; tax amounts were substantially the same.
</FN>
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE> CARILLON FUND, INC.
SCHEDULE OF INVESTMENTS
- ------------------------------------------------------------
DECEMBER 31, 1995
CAPITAL PORTFOLIO
- ------------------------------------------------------------
COMMON STOCKS - 37.39%
- ------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES VALUE
------ -----
<S> <C> <C>
AUTO PARTS - .85%
Breed Technologies, Incorporated 28,500 $ 527,240
Strattec Security Corporation* 40,000 710,000
-----------
1,237,240
-----------
BANK & BANK HOLDING COMPANIES - 3.01%
ABN AMRO Holdings NV Sponsored ADR 21,049 959,883
Banco Latinoamericano
de Exportaciones ADR* 30,000 1,395,000
Deutsche Bank AG Sponsored ADR 18,000 854,802
Dresdner Bank AG Sponsored ADR 20,000 535,186
River Forest Bancorporation 25,000 637,500
-----------
4,382,371
-----------
BUILDING & HOUSING - .90%
ABT Building Products Company* 45,000 641,250
Falcon Products, Incorporated 50,820 667,013
-----------
1,308,263
-----------
BUILDING MATERIAL - .51%
NCI Building Systems Incorporated* 30,000 742,500
-----------
BUSINESS - MECHANICS & SOFTWARE - .68%
DH Technology, Incorporated* 40,260 986,370
-----------
CHEMICAL - 1.88%
Bayer AG Sponsored ADR 75,000 1,983,367
Ciba - Geigy Sponsored ADR 17,000 749,793
-----------
2,733,160
-----------
CONGLOMERATE - .59%
Lonrho Plc Sponosred ADR 150,000 409,875
Mannesman AG Sponsored ADR 1,400 446,720
-----------
856,595
-----------
CONTAINER - 1.17%
AEP Industries, Incorporated 45,831 1,008,282
Alltrista Corporation* 38,800 698,400
-----------
1,706,682
-----------
DRUGS - .77%
Merck & Company Incorporated 17,000 1,117,750
-----------
ELECTRIC - UTILITIES - .83%
CMS Energy Corporation 20,000 597,500
Texas Utilities Electric Company 15,000 616,875
-----------
1,214,375
-----------
ENERGY - .77%
Nuevo Energy Company* 30,000 671,250
Swift Energy Company* 37,200 446,400
-----------
1,117,650
-----------
ENERGY - MISCELLANEOUS - .31%
Holly Corporation 20,000 452,500
-----------
ENGINEERING & CONSTRUCTION - .12%
Mestek, Incorporated* 15,300 179,775
-----------
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
CAPITAL PORTFOLIO
- ----------------------------------------------------------
COMMON STOCKS (continued)
- ----------------------------------------------------------
<TABLE>
<CAPTION>
SHARES VALUE
------ -----
<S> <C> <C>
SHARES VALUE
FINANCIAL SERVICE - .48%
Dean Witter, Discover & Company 15,000 $ 705,000
-----------
FOOD, BEVERAGE, & TOBACCO - .13%
Todhunter International, Incorporated * 25,000 193,750
-----------
GOLD & PRECIOUS METALS - 1.27%
Free State Consolidated Gold Mines
Limited ADR 20,000 145,000
Minorco Sponsored ADR 29,000 830,125
Royal Oak Mines , Incorporated* 125,000 445,313
Santa Fe Pacific Gold Corporation 35,000 424,375
-----------
1,844,813
-----------
HEALTH CARE - .97%
Orthofix International NV* 38,000 280,250
Sofamor / Danek Group* 40,000 1,135,000
-----------
1,415,250
-----------
HEALTH CARE SERVICE - .40%
Rightchoice Managed Care Incorporated
- Class A* 45,000 585,000
-----------
HOSPITAL SUPPLY & SERVICE - .43%
Allied Healthcare Products Incorporated 39,500 632,000
-----------
HOUSEHOLD PRODUCT - 1.53%
Chromcraft Revington Incorporated* 25,000 665,625
Helen of Troy Limited, Bermuda* 55,000 1,155,000
Lifetime - Hoan Corporation 44,141 408,304
-----------
2,228,929
-----------
INSURANCE - 2.18%
Gainsco Incorporated 63,000 716,625
RLI Corporation 30,480 762,000
Torchmark Corporation 22,000 995,500
United Insurance Companies, Incorporated* 36,800 694,600
-----------
3,168,725
-----------
INVESTMENT COMPANIES - 1.98%
Allied Capital Corporation 30,000 408,750
BlackRock Strategic Term Trust 75,000 571,875
France Growth Fund, Incorporated 59,000 582,625
New Germany Fund 70,000 813,750
Templeton Global Income Fund 75,000 515,625
-----------
2,892,625
-----------
MACHINERY - AGRICULTURE & CONSTRUCTION - .92%
Astec Industries Incorporated* 50,000 493,750
Lindsay Manufacturing Company* 21,939 844,652
-----------
1,338,402
-----------
MACHINERY - INDUSTRIAL - .38%
Alamo Group Incorporated 30,900 556,200
-----------
MANUFACTURING - MISCELLANEOUS - .95%
Griffon Corporation* 55,000 495,000
ILC Technology, Incorporated* 30,500 282,125
Versa Technologies, Incorporated 40,000 610,000
-----------
1,387,125
-----------
METAL & MINERAL - .48%
Pohang Iron & Steel Company* 32,000 700,000
-----------
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
CAPITAL PORTFOLIO
- ------------------------------------------------------------
COMMON STOCKS (continued)
- ------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES VALUE
------ -----
<S> <C> <C>
OIL & GAS - DOMESTIC - .77%
Horsham Corporation 40,000 $ 540,000
Plains Resources, Incorporated* 65,000 585,000
-----------
1,125,000
-----------
OIL & GAS - INTERNATIONAL - .96%
YPF S.A. Sponsored ADR 25,000 540,625
Repsol S.A. Sponsored ADR 26,000 854,750
-----------
1,395,375
-----------
OIL & GAS - SERVICE - 1.01%
Global Industries Incorporated* 30,000 900,000
Offshore Logistics, Incorporated* 45,000 568,125
-----------
1,468,125
-----------
PAPER & FOREST PRODUCTS - .46%
Consolidated Papers Incorporated* 12,000 673,500
-----------
REAL ESTATE - 8.48%
Associated Estates Realty Corporation 50,000 1,075,000
Bradley Real Estate Incorporated 41,000 553,500
CBL & Associates Properties Incorporated 45,000 978,750
Columbus Realty Trust 46,000 891,250
Duke Realty Investments Incorporated 36,000 1,129,500
Felcor Suite Hotels Incorporated 27,000 749,250
Glimcher Realty Trust 45,000 776,250
Health Care Property Investors,
Incorporated 26,296 923,647
IRT Property Company 85,000 786,250
LTC Properties Incorporated 46,000 690,000
Merry Land & Investments Company 47,000 1,110,375
Mid-America Apartment Communities 52,000 1,287,000
NAB Asset Corporation* 49,000 220,500
Shurgard Storage Centers Incorporated 43,000 1,161,000
-----------
12,332,272
-----------
RETAIL - GENERAL - .31%
Shopko Stores, Incorporated 40,000 450,000
-----------
SAVINGS & LOAN -.68%
Standard Federal Bancorporation 25,000 984,375
-----------
SERVICE - MISCELLANEOUS - .23%
PCA International Incorporated 30,000 330,000
-----------
Total Common Stocks (cost $46,324,013) $54,441,697
-----------
<CAPTION>
- -----------------------------------------------------------------
PREFERRED STOCK - .44%
- -----------------------------------------------------------------
SHARES VALUE
------ -----
<S> <C> <C>
METALS & MINERALS - .44%
Freeport McMoran Copper Series Gold 20,000 $ 650,000
-----------
Total Preferred Stock (cost $709,837) $ 650,000
-----------
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
CAPITAL PORTFOLIO
- ------------------------------------------------------------
U.S. TREASURY OBLIGATIONS - 13.07%
- ------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL VALUE
--------- -----
<S> <C> <C>
U.S. TREASURY NOTES - 13.07%
7.500% due 02/29/96 $ 750,000 $ 752,578
7.625% due 04/30/96 500,000 504,063
7.250% due 11/15/96 500,000 508,438
6.125% due 12/31/96 900,000 908,438
8.000% due 01/15/97 1,000,000 1,027,187
6.750% due 02/28/97 650,000 661,171
8.500% due 04/15/97 500,000 520,313
6.750% due 05/31/97 1,000,000 1,020,625
7.875% due 04/15/98 500,000 528,125
5.500% due 02/28/99 1,000,000 1,006,562
6.375% due 07/15/99 1,000,000 1,033,437
6.000% due 10/15/99 5,900,000 6,030,902
8.875% due 05/15/00 500,000 567,813
7.500% due 11/15/01 500,000 551,093
6.375% due 08/15/02 3,250,000 3,414,531
Total U.S. Treasury Notes
(cost $18,398,484) $19,035,276
-----------
<CAPTION>
- ------------------------------------------------------------
MORTGAGE - BACKED SECURITIES - 17.68%
- ------------------------------------------------------------
PRINCIPAL VALUE
--------- -----
<S> <C> <C>
COLLATERALIZED MORTGAGE OBLIGATIONS
- .76%
FHLMC (8.500% due 06/15/17) $1,100,000 $ 1,103,509
-----------
FEDERAL HOME LOAN MORTGAGE CORPORATION
- 3.36%
8.000% due 10/01/96 467,072 470,253
7.500% due 06/01/07 67,593 68,777
5.470% due 11/15/07 <F1> 1,000,000 993,500
9.500% due 10/01/08 282,814 302,218
6.250% due 01/15/09 1,181,675 1,160,606
8.250% due 03/01/12 138,273 143,290
8.500% due 03/01/16 134,793 140,300
7.500% due 07/01/17 80,515 82,227
11.000% due 04/01/19 82,858 91,869
11.000% due 11/01/19 117,762 130,569
11.000% due 05/01/20 292,010 323,819
11.000% due 06/01/20 362,916 402,318
7.000% due 09/15/22 596,485 583,141
-----------
4,892,887
-----------
FEDERAL NATIONAL MORTGAGE ASSOCIATION
- 10.82%
10.000% due 02/01/04 11,005 11,683
9.500% due 09/01/05 203,091 215,488
9.000% due 11/01/05 74,056 78,348
7.500% due 02/25/06 1,645,000 1,700,058
7.500% due 03/25/07 1,200,000 1,248,612
8.000% due 05/01/07 179,696 186,192
7.000% due 07/25/07 1,500,000 1,551,810
6.000% due 12/01/08 982,678 973,077
5.500% due 01/01/09 997,437 971,942
6.000% due 03/01/09 1,101,724 1,090,960
5.500% due 04/01/09 1,012,760 986,712
9.500% due 12/25/18 869,078 923,690
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
CAPITAL PORTFOLIO
- ------------------------------------------------------------
MORTGAGE - BACKED SECURITIES (continued)
- ------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL VALUE
--------- -----
<S> <C> <C>
FEDERAL NATIONAL MORTGAGE ASSOCIATION
(continued)
8.500% due 03/01/19 $ 21,853 $ 22,873
7.500% due 07/25/20 1,000,000 1,023,330
8.000% due 07/25/20 1,000,000 1,035,330
8.000% due 12/25/20 1,500,000 1,558,380
4.980% due 10/25/21 <F1> 1,000,000 939,770
6.344% due 05/25/22 <F1> 1,241,593 1,245,467
-----------
15,763,722
-----------
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION -.67%
7.990% due 12/16/15 126,397 128,310
9.000% due 11/15/16 177,234 188,859
10.500% due 11/20/19 442,564 485,590
9.000% due 12/15/19 164,993 175,366
-----------
978,125
-----------
NON-GOVERNMENTAL AGENCY - 2.07%
GE Capital Mtg. Services, Inc.
(6.000% due 08/25/09) 600,150 569,020
Prudential Home Mortgage Securities
(7.500% due 07/25/10) 540,869 548,139
Merrill Lynch Mortgage Investors
(7.000% due 09/15/17) 2,000,000 1,897,500
-----------
3,014,659
-----------
Total Mortgage-Backed Securities
(cost $25,055,728) $25,752,902
-----------
<CAPTION>
- ------------------------------------------------------------
CORPORATE BONDS AND NOTES - 6.41%
- ------------------------------------------------------------
PRINCIPAL VALUE
--------- -----
<S> <C> <C>
BANK & BANK HOLDING COMPANIES - .40%
Boatmens Bancshares, Inc. Sub. Note
(9.250% due 11/01/01) $ 260,000 $ 300,093
Comerica Inc., Sub. Note
(9.750% due 05/01/99) 250,000 277,649
-----------
577,742
-----------
CONGLOMERATES - .47%
Teledyne Corp.
(10.000% due 06/01/04) 151,000 152,125
Westinghouse Electric Corp. Deb.
(8.875% due 06/01/01) 500,000 521,642
-----------
673,767
-----------
FINANCIAL SERVICES - .81%
Pacific Gulf Properties, Inc.
Sub. Convertible Deb.
(8.375% due 02/15/01) 750,000 693,750
The Helicon Group, L.P.
(9.000% due 11/01/03) 500,000 480,000
-----------
1,173,750
-----------
GAMING INDUSTRY - .18%
Circus Circus Enterprises, Inc.
Senior Sub. Note
(10.625% due 06/15/97) 250,000 266,225
-----------
INSURANCE - .35%
The Penn Central Corp.
(9.750% due 08/01/99) 130,000 132,119
Reliance Financial Services Corp.
Senior Note 9.480% due 11/01/00) 375,000 379,688
-----------
511,807
-----------
MISCELLANEOUS - .65%
Parisian Inc. Sub. Notes
(9.875% due 07/15/03) 500,000 420,000
Toll Corporation Sub. Note
(10.500% due 03/15/02) 500,000 525,625
-----------
945,625
-----------
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
CAPITAL PORTFOLIO
- ------------------------------------------------------------
CORPORATE BONDS AND NOTES (continued)
- ------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL VALUE
--------- -----
<S> <C> <C>
OIL & GAS EXPLORATION SERVICES - 1.63%
Columbia Gas Systems Inc. (5.22% PFD) $ 1,757 $ 69,402
Maxus Energy Debentures
(11.250% due 05/01/13) 208,000 211,640
Rowan Companies, Inc. Senior Note
(11.875% due 12/01/01) 750,000 808,125
Tenneco Inc. (10.000% due 08/01/98) 700,000 770,265
Trans Texas Gas, Corp. Senior Notes
(11.500% due 06/15/02) 500,000 516,250
-----------
2,375,682
-----------
SAVINGS & LOAN - .10%
Golden West Financial Corp. Sub. Note
(10.250% due 12/01/00) 130,000 152,875
-----------
TELEPHONE & TELECOMMUNICATIONS - .12%
United Telecommunications, Inc. Note
(9.750% due 04/01/00) 156,000 176,981
-----------
UTILITIES - ELECTRIC- 1.70%
Connecticut Light & Power Co.
1st Ref Mtg. (7.625% due 04/01/97) 691,000 702,083
El Paso Electric 1st Mtg.
(6.750% due 05/01/98) <F2> 500,000 515,000
New Orleans Public Service Inc.
1st Mtg. Note (8.670% due 04/01/05) 1,200,000 1,257,514
-----------
2,474,597
-----------
Total Corporate Bond and Notes
(cost $9,098,447) $ 9,329,051
-----------
<CAPTION>
- ------------------------------------------------------------
SHORT-TERM INVESTMENTS - 24.37%
- ------------------------------------------------------------
PRINCIPAL VALUE
--------- -----
<S> <C> <C>
COMMERCIAL PAPER - 19.85%
CBI Industries Incorporated
(6.040% due 01/25/96) $2,000,000 $ 1,991,947
Circus Circus Enterprises Incorporated
(6.000% due 01/10/96) 2,000,000 1,997,000
Columbia Healthcare Corporation
(6.030% due 01/09/96) 1,000,000 998,667
Columbia Healthcare Corporation
(6.000% due 02/02/96) 1,000,000 994,667
Conagra Incorporation
(6.030% due 01/16/96) 2,000,000 1,994,975
Crown Cork & Seal Company
(5.900% due 02/23/96) 2,000,000 1,982,628
Illinois Power Fuel Company
(5.990% due 01/26/96) 2,000,000 1,991,681
Nabisco Incorporated
(6.030% due 01/08/96) 2,000,000 1,997,655
Niantic Bay Fuel Trust
(6.000% due 01/02/96) 2,000,000 1,999,667
Penn Power & Light
(6.020% due 01/04/96) 2,000,000 1,998,997
Sprint Corp. (6.020% due 01/18/96) 2,000,000 1,994,314
Tele-Communications, Incorporated
(6.120% due 02/09/96) 1,000,000 993,370
Tele-Communications, Incorporated
(6.100% due 02/14/96) 1,000,000 992,544
Tyson Foods Incorporated
(6.060% due 01/11/96) 2,000,000 1,996,633
Union Oil Company of California
(6.000% due 01/22/96) 1,000,000 996,500
Union Oil Company of California
(5.930% due 02/09/96) 1,000,000 993,576
White Consolidated Industries
Incorporated (5.970% due 01/08/96) 1,000,000 998,839
Yellow Freight System Incorporated
(6.010% due 01/22/96) 2,000,000 1,992,988
-----------
28,906,648
-----------
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
CAPITAL PORTFOLIO
- ------------------------------------------------------------
SHORT-TERM INVESTMENTS (continued)
- ------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL VALUE
--------- -----
<S> <C> <C>
VARIABLE RATE DEMAND NOTES <F3> - 4.52%
General Mills, Incorporated
(5.290% due 01/03/96) $2,065,990 $ 2,065,990
Pitney Bowes Credit Corporation
(5.295% due 01/03/96) 1,756,782 1,756,782
Sara Lee Corporation
(5.275% due 01/03/96) 2,187,278 2,187,278
Southwestern Bell Telephone Company
(5.275% due 01/03/96) 142,711 142,711
Wisconsin Electric Power Company
(5.337% due 01/03/96) 421,858 421,858
-----------
6,574,619
-----------
Total Short-Term Investments
(cost $35,481,267) $35,481,267
-----------
TOTAL INVESTMENTS - 99.36%
(cost $135,067,776) $144,690,193 <F4>
OTHER ASSETS AND LIABILITIES - 0.64% $ 932,315
-----------
TOTAL NET ASSETS - 100.00% $145,622,508
===========
_______________
*Non-Income producing
(ADR) American Depository Receipt
<FN>
<F1>
Interest rates vary periodically based on current market rates. Rates shown
are as of December 31, 1995.
<F2>
Interest payments in default.
<F3>
Interest rates vary periodically based on current market rates. The maturity
shown for each variable rate demand note is the later of the next scheduled
interest rate adjustment date or the date on which principal can be recovered
through demand. Information shown is as of December 31, 1995.
<F4>
Gross unrealized appreciation and depreciation of securities at December 31,
1995 for financial reporting purposes was $12,049,175 and $2,426,758
respectively; tax amounts were substantially the same.
</FN>
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
CARILLON FUND, INC.
SCHEDULE OF INVESTMENTS
- ---------------------------------------------------------------
DECEMBER 31, 1995
BOND PORTFOLIO
- ---------------------------------------------------------------
U.S. TREASURY OBLIGATIONS - 31.43%
- ---------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL VALUE
--------- -----
<S> <C> <C>
U.S. TREASURY NOTES - 21.79%
6.000% due 10/15/99 $4,000,000 $ 4,088,747
6.750% due 04/30/00 2,000,000 2,105,000
7.750% due 02/15/01 2,500,000 2,761,717
5.875% due 02/15/04 2,000,000 2,040,624
7.500% due 02/15/05 3,500,000 3,972,500
6.500% due 08/15/05 1,000,000 1,065,312
----------
16,033,900
----------
U.S. TREASURY STRIPS - 5.45%
0.000% due 02/15/00 3,250,000 2,611,569
0.000% due 08/15/02 2,000,000 1,399,220
----------
4,010,789
----------
U.S. TREASURY BOND - 4.19%
6.250% due 08/15/23 3,000,000 3,083,439
----------
Total U.S. Treasury Obiligations
(cost $21,702,281) $23,128,128
----------
</TABLE>
- ---------------------------------------------------------------
MORTGAGE - BACKED SECURITIES - 14.72%
- ---------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL VALUE
--------- -----
<S> <C> <C>
COLLATERALIZED MORTGAGE OBLIGATIONS
- 3.57%
FNMA (9.500% due 12/25/18) $ 274,061 $ 294,199
FHLMC (8.811% due 11/15/20)<F1> 850,536 943,924
FHLMC (8.250% due 12/15/20) 1,000,000 1,067,680
FNMA (5.804% due 12/25/23)<F1> 500,000 322,190
----------
2,627,993
----------
FEDERAL HOME LOAN MORTGAGE
CORPORATION - 3.50%
7.500% due 02/01/02 65,841 67,343
9.500% due 04/01/05 121,154 126,189
7.500% due 06/01/07 148,765 151,370
11.000% due 05/01/10 80,427 89,048
12.500% due 08/01/10 23,966 27,044
8.000% due 11/01/16 80,826 83,200
9.500% due 02/01/18 77,227 81,547
6.500% due 07/01/23 949,009 940,192
8.250% due 01/15/24 1,000,000 1,011,630
----------
2,577,563
----------
FEDERAL NATIONAL MORTGAGE
ASSOCIATION - 2.99%
12.000% due 04/01/00 85,644 91,879
9.000% due 08/01/01 59,317 62,394
8.500% due 01/01/02 72,957 76,012
10.500% due 06/01/04 26,261 27,870
10.500% due 05/01/05 217,116 230,414
6.500% due 06/01/08 1,355,660 1,363,495
8.000% due 08/01/17 332,276 344,010
----------
2,196,074
----------
</TABLE>
The accompanying notes are an integral part of the
financial statments.
<PAGE>
BOND PORTFOLIO
- ---------------------------------------------------------------
MORTGAGE - BACKED SECURITIES (continued)
- ---------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL VALUE
--------- -----
<S> <C> <C>
GOVERNMENT NATIONAL MORTGAGE
ASSOCIATION - .34%
11.000% due 03/15/10 $ 63,528 $ 70,913
11.250% due 09/15/13 51,651 57,979
10.750% due 02/15/16 8,635 9,564
9.000% due 05/15/20 107,121 113,448
----------
251,904
----------
NON-GOVERNMENTAL AGENCY - 4.32%
Securitized Asset Sales, Inc.
(6.500% due 07/25/08) 323,178 309,543
CMC2 Securities Inc.
(0.000% due 12/25/08) 441,484 320,906
Country Wide Mortgage-Backed
Securities, Inc.
(6.000% due 03/01/09) 923,433 864,564
Capstead Mortgage Securities Corp.
(10.950% due 02/01/14) 271,628 295,436
Greenwich Capital Acceptance
(7.527% due 08/25/24)<F1> 989,978 890,980
Residential Funding Mortgage
Securities, Inc.
(7.125% due 11/25/25) 487,366 495,071
----------
3,176,500
----------
Total Mortgage-Backed Securities
(cost $10,529,312) $10,830,034
----------
</TABLE>
- ---------------------------------------------------------------
CORPORATE BONDS AND NOTES - 48.56%
- ---------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL VALUE
--------- -----
<S> <C> <C>
BANK & BANK HOLDING COMPANIES - 2.24%
Comerica Inc. Sub Capital
(9.750% due 05/01/99) $ 500,000 $ 555,297
Nationsbank Corp. Sub
Notes (7.625% due 04/15/05) 1,000,000 1,094,780
----------
1,650,077
----------
BROADCASTING / CABLE - 4.24%
Adelphia Communications Series B PIK
(9.500% due 02/15/04) 573,925 487,836
CF Cable TV Inc. Notes
(9.125% due 07/15/07) 1,000,000 1,027,500
Jones Intercable, Inc.
(9.625% due 03/15/02) 500,000 536,875
Time Warner Inc. (0.000% due 08/15/06) 1,000,000 1,069,486
----------
3,121,697
----------
CONGLOMERATES - 1.36%
Figgie International Inc. Notes
(9.875% due 10/01/99) 1,000,000 997,500
----------
CONSUMER PRODUCTS - 3.88%
First Brands Corp. Senior Sub Notes
(9.125% due 04/01/99) 500,000 515,000
Hasbro Inc. Convertible Deb.
(6.000% due 11/15/98) 500,000 548,125
Nabisco Inc. Deb.
(7.550% due 06/15/15)<F1> 1,000,000 1,048,124
Revlon Consumer Products Corp.
Senior Sec. Notes
(0.000% due 03/15/98) 1,000,000 740,000
----------
2,851,249
----------
FINANCE COMPANIES - .71%
GMAC Senior Notes (7.000% due 03/01/00) 500,000 519,690
----------
FOOD, BEVERAGE, & TOBACCO - .66%
RJR Nabisco, Inc. Capital Corporation
(7.625% due 09/15/03) 500,000 484,283
----------
FOREIGN - 1.37%
Quebec Province CDA Deb.
(7.125% due 02/09/24) 1,000,000 1,007,950
----------
</TABLE>
The accompanying notes are an integral part of the
financial statments.
<PAGE>
BOND PORTFOLIO
- ---------------------------------------------------------------
CORPORATE BONDS AND NOTES (continued)
- ---------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL VALUE
--------- -----
<S> <C> <C>
GAMING INDUSTRY - 6.41%
Boomtown, Inc. 1st Mtg.
(11.500% due 11/01/03) $1,000,000 $ 835,000
Casino America, Inc.
(11.500% due 11/15/01) 1,000,000 932,500
Circus Circus Enterprises, Inc.
Senior Notes
(6.750% due 07/15/03) 1,000,000 1,010,359
Empress River Casino Finance Corp.
Senior Notes
(10.750% due 04/01/02) 1,000,000 1,020,000
Hollywood Casino Corp.
Senior Notes (12.750% due 11/01/03) 1,000,000 915,000
ITT Corporation (6.750% due 11/15/05) 1,000,000 1,023,118
----------
5,735,977
----------
HEALTH CARE - 3.60%
Columbia / HCA Healthcare Corp.
(7.690% due 06/15/25) 500,000 551,687
Foundation Health Corp. Notes
(7.750% due 06/01/03) 500,000 526,528
Tenet Healthcare Corp.
(10.125% due 03/01/05) 500,000 553,750
Universal Health Services Senior Notes
(8.750% due 08/15/05) 1,000,000 1,020,000
----------
2,651,965
----------
INDUSTRIAL POWER PRODUCTION - .90%
Calpine Corp. Senior Note
(9.250% due 02/01/04) 750,000 660,000
----------
INSURANCE - 6.01%
Berkley (W.R.) Corp. Deb.
(9.875% due 05/15/08) 500,000 627,651
Home Holdings, Inc. Senior Notes
(7.750% due 12/15/98) 1,000,000 897,500
Leucadia National Corp. Senior Sub.
(8.250% due 06/15/05) 1,000,000 1,056,682
Leucadia National Corp.
(10.375% due 06/15/02) 1,000,000 1,081,851
The Penn Central Corp.
(9.750% due 08/01/99) 500,000 508,149
Reliance Group Holdings, Inc.
(9.480% due 11/01/00)<F1> 245,000 248,063
----------
4,419,896
----------
MANUFACTURING - 2.67%
International Wire Group Inc.
(11.750% due 06/01/05) 500,000 475,000
Terex Corp. Senior Sec. Note
(13.750% due 05/15/02) 1,000,000 887,500
UCAR Global Enterprises Inc.
(12.000% due 01/15/05) 530,000 602,875
----------
1,965,375
----------
OIL & GAS - PETROLEUM REFINING - 2.38%
Coastal Corp. Senior Notes
(9.750% due 08/01/03) 1,000,000 1,193,097
Penzoil Company Note
(9.625% due 11/15/99) 500,000 560,130
----------
1,753,227
----------
OIL & GAS
- - FIELD EXPLORATION SERVICES - 5.34%
Mesa Incorporated
(12.750% due 06/30/96) 243,000 216,270
Mitchell Energy Development Corp.
Senior Note
(6.750% due 02/15/04) 750,000 759,744
PDV America, Inc. Senior Note
(7.750% due 08/01/00) 1,000,000 970,000
Triton Incorporated Senior Sub. Note
(0.000% due 11/01/97) 1,000,000 862,500
Union Texas Petroleum
(8.375% due 03/15/05) 1,000,000 1,122,970
----------
3,931,484
----------
PAPER & FOREST PRODUCTS - .73%
Westvaco Corp. (10.300% due 01/15/19) 500,000 533,693
----------
RETAIL - FOOD - .56%
Great American Cookie Company
(10.875% due 01/15/01) 500,000 415,000
----------
RETAIL - GENERAL - 1.49%
Hook - SuperX Inc.
(10.125% due 06/01/02) 1,000,000 1,094,960
----------
</TABLE>
The accompanying notes are an integral part of the
financial statments.
<PAGE>
BOND PORTFOLIO
- ---------------------------------------------------------------
CORPORATE BONDS AND NOTES (continued)
- ---------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL VALUE
--------- -----
<S> <C> <C>
SAVINGS & LOANS - 1.09%
Western Financial Savings Bank Deb.
(8.500% due 07/01/03) $ 750,000 $ 803,457
----------
TRANSPORTATION - 1.53%
NWA Trust Senior Notes - Class B
(10.230% due 06/21/14)<F1> 975,384 1,127,837
----------
Total Corporate Bonds & Notes
(cost $34,480,965) $35,725,317
----------
</TABLE>
- ---------------------------------------------------------------
COMMON STOCKS - .09%
- ---------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES VALUE
------ -----
<S> <C> <C>
OIL & GAS - DOMESTIC - .03%
Mesa Incorproated* 6,417 $ 24,064
----------
TRAVEL & RECREATION - .06%
Host Marriot* 752 9,964
Marriott International 752 28,764
----------
38,728
----------
Total Common Stocks (cost $62,998) $ 62,792
----------
<CAPTION>
- -------------------------------------------------------------
WARRANTS - .02%
- -------------------------------------------------------------
SHARES VALUE
------ -----
<S> <C> <C>
GAMING INDUSTRY - .01%
Boomtown Incorporated Warrants 1,000 $ 1,000
Hemmeter Enterprises Warrants 6,000 9,000
----------
10,000
----------
RETAIL - FOOD - .01%
Great American Cookie Warrants 90 2,250
----------
Total Warrants (cost $28,050) $ 12,250
----------
<CAPTION>
- ---------------------------------------------------------------
PREFERRED STOCKS - 1.22%
- ---------------------------------------------------------------
SHARES VALUE
------ -----
<S> <C> <C>
PACKAGING - 1.22%
Earthshell Container Corporation
Series A
Cumulative Senior Convertible 8%<F2> 500 $ 900,000
----------
Total Preferred Stocks (cost $500,000) $ 900,000
----------
</TABLE>
The accompanying notes are an integral part of the
financial statments.
<PAGE>
BOND PORTFOLIO
- ---------------------------------------------------------------
SHORT-TERM INVESTMENTS - 2.16%
- ---------------------------------------------------------------
<TABLE>
<CAPTION>
PRINCIPAL VALUE
--------- -----
<S> <C> <C>
VARIABLE RATE DEMAND NOTES<F3> - 2.16%
General Mills, Incorporated
(5.2909% due 01/03/96) $ 562,987 $ 562,987
Pitney Bowes Credit Corporation
(5.295% due 01/03/96) 88,438 88,438
Sara Lee Corporation
(5.275% due 01/03/96) 573,324 573,324
Southwestern Bell Telephone Company
(5.275% due 01/03/96) 32,607 32,607
Wisconsin Electric Power Company
(5.337% due 01/03/96) 330,833 330,833
----------
1,588,189
----------
Total Short-Term Investments
(cost $1,588,189) $ 1,588,189
----------
TOTAL INVESTMENTS - 98.20%
(cost $68,891,795) $72,246,710 <F4>
OTHER ASSETS AND LIABILITIES - 1.80% $ 1,320,989
----------
TOTAL NET ASSETS - 100.00% $73,567,699
===========
_____________
*Non-income Producing
(PIK) Payment in Kind
<FN>
<F1>
Interest rates vary periodically based on current market rates. Rates shown
are as of December 31, 1995.
<F2>
144 A - Privately placed security traded among qualified institutional
buyers.
<F3>
Interest rates vary periodically based on current market rates. The maturity
shown for each variable rate demand note is the later of the next scheduled
interest rate adjustment date or the date on which principal can be recovered
through demand. Information shown is as of December 31, 1995.
<F4>
Gross unrealized appreciation and depreciation of securities at December 31,
1995 for financial reporting purposes was $4,048,528 and $693,613
respectively; tax amounts were substantially the same.
</FN>
</TABLE>
The accompanying notes are an integral part of the
financial statments.
<PAGE>
CARILLON FUND, INC.
STATEMENTS OF ASSETS AND LIABILITIES
- --------------------------------------------------------------
DECEMBER 31, 1995
<TABLE>
<CAPTION>
Equity Capital Bond
Portfolio Portfolio Portfolio
--------- --------- ---------
<S> <C> <C> <C>
ASSETS
Investments in securities,
at value (cost $175,920,205; $218,835,319 $144,690,193 $72,246,710
$135,067,776; $68,891,795)
Receivables:
Shares sold 613,564 346,931 200,974
Interest and dividends 500,951 974,672 1,239,833
Prepaid expenses 4,007 9,131 2,529
------------ ------------ -----------
219,953,841 146,020,927 73,690,046
------------ ------------ -----------
LIABILITIES
Investment securities
purchased 242,864 --- ---
Investment advisory fees 105,836 83,450 29,747
Custodial and portfolio
accounting fees 5,550 6,824 5,817
Professional fees 9,055 7,919 7,643
Deferred compensation
for directors --- --- 78,097
Bank overdraft 26,250 299,101 ---
Other accrued expenses 1,039 1,125 1,043
------------ ------------ -----------
390,594 398,419 122,347
------------ ------------ -----------
NET ASSETS
Paid-in capital 166,237,225 133,657,394 70,344,243
Undistributed net
investment income 448,232 369,776 573,990
Accumulated net realized
gain/(loss) 9,962,676 1,972,921 (705,449)
Net unrealized appreciation 42,915,114 9,622,417 3,354,915
$219,563,247 $145,622,508 $73,567,699
============ ============ ===========
Shares authorized
($.10 par value) 20,000,000 15,000,000 10,000,000
============ ============ ===========
Shares outstanding 13,271,036 10,615,444 6,646,535
============ ============ ===========
Net asset value,
offering and redemption price
per share (Net assets/shares
outstanding) $ 16.54 $ 13.72 $ 1.07
============ ============ ===========
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
CARILLON FUND, INC.
STATEMENTS OF OPERATIONS
- -----------------------------------------------------------
YEAR ENDED DECEMBER 31, 1995
<TABLE>
<CAPTION>
Equity Capital Bond
Portfolio Portfolio Portfolio
--------- --------- ---------
<S> <C> <C> <C>
INVESTMENT INCOME
Interest $ 1,334,466 $ 6,396,152 $ 5,599,409
Dividends (net of foreign
withholding taxes of
$77,205; $35,722; $0) 3,125,590 1,327,680 211
----------- ----------- -----------
4,460,056 7,723,832 5,599,620
----------- ----------- -----------
EXPENSES
Investment advisory fees 1,108,596 913,378 314,237
Custodial fees and expenses 42,765 26,602 19,216
Portfolio accounting fees 32,383 42,247 37,387
Professional fees 9,683 10,278 9,724
Directors' fees 13,981 13,982 13,981
Transfer agent fees 5,766 5,760 5,778
Registration and filing fees 5,560 4,666 5,650
Other 11,247 10,099 9,074
----------- ----------- -----------
1,229,981 1,027,012 415,047
----------- ----------- -----------
NET INVESTMENT INCOME 3,230,075 6,696,820 5,184,573
----------- ----------- -----------
REALIZED AND UNREALIZED
GAIN/(LOSS) ON INVESTMENTS
Net realized gain/loss)
on investments 9,962,775 1,973,190 (162,632)
Net change in unrealized
appreciation/depreciation
of investments 31,418,181 8,952,302 6,104,034
----------- ----------- -----------
NET REALIZED AND UNREALIZED
GAIN ON INVESTMENTS 41,380,956 10,925,492 5,941,402
----------- ----------- -----------
NET INCREASE IN NET ASSETS
FROM OPERATIONS $44,611,031 $17,622,312 $11,125,975
=========== =========== ===========
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
CARILLON FUND, INC.
STATEMENTS OF CHANGES IN NET ASSETS
- ------------------------------------------------------
<TABLE>
<CAPTION>
Equity Portfolio
For the Year Ended December 31,
-------------------------------
1995 1994
---- ----
<S> <C> <C>
OPERATIONS
Net investment income $ 3,230,075 $ 2,179,435
Net realized gain on investments 9,962,775 12,644,565
Net change in unrealized
appreciation/(depreciation)
of investments 31,418,181 (10,119,382)
------------ ------------
44,611,031 4,704,618
------------ ------------
DISTRIBUTIONS TO SHAREHOLDERS
Net investment income (3,023,061) (2,008,382)
Net realized gain on investments (12,644,665) (5,834,819)
------------ ------------
(15,667,726) (7,843,201)
------------ ------------
FUND SHARE TRANSACTIONS
Proceeds from shares sold 29,948,214 24,726,975
Net asset value of shares
issued to shareholders
in reinvestment of dividends
and distributions 15,667,726 7,843,201
Payments for shares redeemed (12,692,274) (9,973,908)
------------ ------------
32,923,666 22,596,268
------------ ------------
NET INCREASE IN NET ASSETS 61,866,971 19,457,685
NET ASSETS
Beginning of year 157,696,276 138,238,591
------------ ------------
End of year (including
undistributed net investment
income of $448,232 in 1995
and $241,218 in 1994) $219,563,247 $157,696,276
============ ============
FUND SHARE TRANSACTIONS:
Sold 1,968,821 1,706,967
Issued in reinvestment of
dividends and distributions 1,111,633 535,871
Redeemed (837,546) (693,517)
------------ ------------
Net increase from
fund share transactions 2,242,908 1,549,321
============ ============
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
CARILLON FUND, INC.
STATEMENTS OF CHANGES IN NET ASSETS
- ------------------------------------------------------
<TABLE>
<CAPTION>
Capital Portfolio
For the Year Ended December 31,
-------------------------------
1995 1994
---- ----
<C> <C>
OPERATIONS
Net investment income $ 6,696,820 $ 4,674,137
Net realized gain on investments 1,973,190 5,500,010
Net unrealized appreciation/
(depreciation) of investments 8,952,302 (9,024,428)
------------ ------------
17,622,312 1,149,719
------------ ------------
DISTRIBUTIONS TO SHAREHOLDERS
Net investment income (6,389,872) (4,389,579)
Net realized gain on investments (5,716,244) (1,768,494)
------------ ------------
(12,106,116) (6,158,073)
------------ ------------
FUND SHARE TRANSACTIONS
Proceeds from shares sold 21,179,705 25,455,114
Net asset value of shares
issued to shareholders
in reinvestment of dividends
and distributions 12,106,115 6,158,073
Payments for shares redeemed (12,442,444) (7,358,153)
------------ ------------
20,843,376 24,255,034
------------ ------------
NET INCREASE IN NET ASSETS 26,359,572 19,246,680
NET ASSETS
Beginning of year 119,262,936 100,016,256
End of year
(including undistributed
net investment income of
$369,776 in 1995 and
$278,793 in 1994) $145,622,508 $119,262,936
============ ============
FUND SHARE TRANSACTIONS:
Sold 1,579,714 1,885,321
Issued in reinvestment of
dividends and distributions 922,915 458,326
Redeemed (928,220) (547,407)
------------ ------------
Net increase from fund
share transactions 1,574,409 1,796,240
============ ============
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
CARILLON FUND, INC.
STATEMENTS OF CHANGES IN NET ASSETS
- ---------------------------------------------------------
<TABLE>
<CAPTION>
Bond Portfolio
For the Year Ended December 31,
-------------------------------
1995 1994
---- ----
<S> <C> <C>
OPERATIONS
Net investment income $ 5,184,573 $ 3,971,668
Net realized (loss) on investments (162,632) (305,057)
Net unrealized appreciation/
(depreciation) of investments 6,104,034 (4,551,099)
----------- -----------
11,125,975 (884,488)
----------- -----------
DISTRIBUTIONS TO SHAREHOLDERS
Net investment income (5,049,814) (4,072,051)
Net realized gain on investments --- (1,473,887)
----------- -----------
(5,049,814) (5,545,938)
----------- -----------
FUND SHARE TRANSACTIONS
Proceeds from shares sold 12,251,770 12,029,310
Net asset value of shares
issued to shareholders
in reinvestment of dividends
and distributions 5,049,814 5,545,938
Payments for shares redeemed (5,739,318) (9,343,895)
----------- -----------
11,562,266 8,231,353
----------- -----------
NET INCREASE IN NET ASSETS 17,638,427 1,800,927
NET ASSETS
Beginning of year 55,929,272 54,128,345
----------- -----------
End of year (including
undistributed net investment
income of $573,990 in 1995
and $201,471 in 1994) $73,567,699 $55,929,272
=========== ===========
FUND SHARE TRANSACTIONS:
Sold 1,141,491 1,136,443
Issued in reinvestment of
dividends and distributions 469,937 532,039
Redeemed (538,145) (886,187)
----------- -----------
Net increase from
share transactions 1,073,283 782,295
=========== ===========
</TABLE>
The accompanying notes are an integral part of the
financial statements.
<PAGE>
CARILLON FUND, INC.
NOTES TO FINANCIAL STATEMENTS
- ---------------------------------------------------------------
DECEMBER 31, 1995
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES
Carillon Fund, Inc. (the Fund) is registered under the
Investment Company Act of 1940, as amended, as a no-load,
diversified, open-end management investment company. The shares
of the Fund are sold only to The Union Central Life Insurance
Company (Union Central) and its separate accounts to fund the
benefits under certain variable insurance products. The Fund's
shares are offered in four different series - Equity Portfolio,
Capital Portfolio, Bond Portfolio, and S&P 500 Index Portfolio.
The Equity Portfolio seeks long-term appreciation of capital by
investing primarily in common stocks and other equity
securities. The Capital Portfolio seeks the highest total
return through a combination of income and capital appreciation
consistent with the reasonable risks associated with an
investment portfolio of above-average quality by investing in
equity securities, debt instruments, and money market
instruments. The Bond Portfolio seeks a high level of current
income as is consistent with reasonable investment risk by
investing primarily in long-term, fixed-income, investment-grade
corporate bonds. The financial statements for the S&P 500 Index
Portfolio are presented separately.
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
Securities valuation - Securities held by the Equity, Capital,
and Bond Portfolios, except for money market instruments
maturing in 60 days or less, are valued as follows: Securities
traded on stock exchanges (including securities traded in both
the over-the-counter market and on an exchange), or listed on
the NASDAQ National Market System, are valued at the last sales
price as of the close of the New York Stock Exchange on the day
the securities are being valued, or, lacking any sales, at the
closing bid prices. Securities traded only in the over-the-
counter market are valued at the last bid price, as of the close
of trading on the New York Stock Exchange, quoted by brokers
that make markets in the securities. Other securities for which
market quotations are not readily available are valued at fair
value as determined in good faith under procedures adopted by
the Board of Directors. Money market instruments with a
remaining maturity of 60 days or less held by the Equity,
Capital, and Bond Portfolios are valued at amortized cost which
approximates market.
Securities transactions and investment income - Securities
transactions are recorded on the trade date (the date the order
to buy or sell is executed). Dividend income is recorded on the
ex-dividend date and interest income is recorded on the accrual
basis. Accretion of market discounts are deferred until sale.
Accretion of original issue discounts are recognized currently.
Gains and losses on sales of investments are calculated on the
identified cost basis for financial reporting and tax purposes.
The cost of investments is substantially the same for financial
reporting and tax purposes.
Federal taxes - It is the intent of the Fund to comply with the
requirements of the Internal Revenue Code applicable to
regulated investment companies and to distribute all of its net
investment income and any net realized capital gains. Regulated
investment companies owned by the segregated asset accounts of a
life insurance company, held in connection with variable annuity
contracts, are exempt from excise tax on undistributed income.
Therefore, no provision for income or excise taxes has been
recorded. The Bond Portfolio has a capital loss carryforward
for tax purposes of $704,492 at December 31, 1995, of which
$446,614 expires in 2002, and $257,878 expires in 2003.
Dividends and capital gains distributions - Dividends from net
investment income in the Equity, Capital and Bond Portfolios are
declared and paid quarterly. Net realized capital gains are
distributed periodically, no less frequently than annually.
Dividends from net investment income and capital gains
distributions are recorded on the ex-dividend date. All
dividends and distributions are reinvested in additional shares
of the respective Portfolio at the net asset value per share.
The amount of dividends and distributions are determined in
accordance with federal income tax regulations which may differ
from generally accepted accounting principles. These "book/tax"
differences are either considered temporary or permanent in
nature. To the extent these differences are permanent in
nature, such amounts are reclassified within the capital
accounts based on their federal tax-basis treatment; temporary
differences do not require reclassification. Dividends and
distributions which exceed net investment income and net
realized capital gains for financial reporting purposes but not
for tax purposes are reported as dividends in excess of net
investment income or distributions in excess of net realized
capital gains. To the extent they exceed net investment income
and net realized capital gains for tax purposes, they are
reported as distributions of paid-in-capital.
Expenses - Allocable expenses of the Fund are charged to each
Portfolio based on the ratio of the net assets of each Portfolio
to the combined net assets of the Fund. Nonallocable expenses
are charged to each Portfolio based on specific identification.
<PAGE>
NOTE 2 - TRANSACTIONS WITH AFFILIATES
Investment advisory fees - The Fund pays investment advisory
fees to Carillon Advisers, Inc. (the Adviser), under terms of an
Investment Advisory Agreement (the Agreement). Certain officers
and directors of the Adviser are affiliated with the Fund. The
Fund pays the Adviser, as full compensation for all services and
facilities furnished, a monthly fee computed separately for each
Portfolio on a daily basis, at an annual rate, as follows:
(a) for the Equity Portfolio - .65% of the first
$50,000,000, .60% of the next $100,000,000, and .50% of all over
$150,000,000 of the current net asset value:
(b) for Capital Portfolio - .75% of the first $50,000,000,
.65% of the next $100,000,000, and .50% of all over $150,000,000
of the current net asset value.
(c) for the Bond Portfolio - .50% of the first
$50,000,000, .45% of the next $100,000,000, and .40% of all over
$150,000,000 of the current net asset value.
The Agreement provides that if the total operating expenses of
the Fund, exclusive of the advisory fee and certain other
expenses as described in the Agreement, for any fiscal quarter
exceed an annual rate of 1% of the average daily net assets of
the Fund, the Adviser will reimburse the Fund for such excess,
up to the amount of the advisory fee for that year. Such
amount, if any, will be calculated daily and credited on a
monthly basis. No such reimbursements were required for the
periods presented in the financial statements.
In addition to providing investment advisory services, the
Adviser is responsible for providing certain administrative
functions to the Fund. The Adviser has entered into an
Administration Agreement with Carillon Investments, Inc. (the
Distributor) under which the Distributor furnishes substantially
all of such services for an annual fee of .20% of the Fund's
average net assets. The fee is borne by the Adviser, not the
Fund.
Carillon Advisers, Inc. and Carillon Investments, Inc. are
wholly-owned subsidiaries of Union Central.
Directors' fees - Each director who is not affiliated with the
Adviser receives fees from the Fund for service as a director.
Members of the Board of Directors who are not affiliated with
the Adviser are eligible to participate in a deferred
compensation plan. The value of each director's deferred
compensation account will increase or decrease at the same rate
as if it were invested in shares of the Scudder Money Market
Fund.
NOTE 3 - SUMMARY OF PURCHASES AND SALES OF INVESTMENTS
Purchases and sales of securities for the year ended December
31, 1995, excluding short-term obligations, follow:
<TABLE>
<CAPTION>
Equity Capital Bond
Portfolio Portfolio Portfolio
--------- --------- ---------
<S> <C> <C> <C>
Total Cost of Purchases of:
Common Stocks $81,844,932 $30,431,474 $ -----
U.S. Government Securities ----- 16,949,124 23,228,059
Corporate Bonds ----- 7,156,718 57,777,602
----------- ----------- -----------
$81,844,932 $54,537,316 $81,005,661
=========== =========== ===========
Total Proceeds from Sales of:
Common Stocks $56,668,208 $14,222,567 $ -----
U.S. Government Securities ----- 23,511,177 23,527,665
Corporate Bonds ----- 7,440,376 44,784,519
----------- ----------- -----------
$56,668,208 $45,174,120 $68,312,184
=========== =========== ===========
</TABLE>
<PAGE>
NOTE 4 -FINANCIAL HIGHLIGHTS
Computed on the basis of a share of capital stock outstanding
throughout the year.
<TABLE>
<CAPTION>
Equity Portfolio
Year Ended December 31,
---------------------------------
1995 1994 1993 1992 1991
<S> <C> <C> <C> <C> <C>
Net Asset Value,
Beginning of Year $ 14.30 $ 14.58 $ 13.74 $ 12.60 $ 8.81
Investment Activities:
Net investment income .24 .20 .16 .19 .20<F1>
Net realized and
unrealized gains/
(losses) 3.36 .31 1.69 1.27 3.79
-------- -------- -------- -------- --------
Total from Investment
Operations 3.60 .51 1.85 1.46 3.99
-------- -------- -------- -------- --------
Distributions:
Net investment income (.23) (.19) (.16) (.19) (.20)
Net realized gains (1.13) (.60) (.85) (.13) ---
-------- -------- -------- -------- --------
Total Distributions (1.36) (.79) (1.01) (.32) (.20)
-------- -------- -------- -------- --------
Net Asset Value,
End of Year $ 16.54 $ 14.30 $ 14.58 $ 13.74 $12.60
======== ======== ======== ======== ========
Total Return 26.96% 3.42% 14.11% 11.78% 45.55%
Ratios/Supplemental Data:
- ------------------------
Ratio of Expenses to
Average Net Assets .66% .69% .70% .72% .75%<F1>
Ratio of Net Investment
Income to Average
Net Assets 1.73% 1.45% 1.18% 1.47% 1.79%<F1>
Portfolio Turnover Rate 34.33% 40.33% 37.93% 46.75% 55.17%
Net Assets,
End of Year (000's) $219,563 $157,696 $138,239 $102,306 $79,352
<FN>
<F1>
Net of expenses waived by the Adviser of $.002 per share.
</FN>
</TABLE>
<PAGE>
NOTE 4 -FINANCIAL HIGHLIGHTS (continued)
Computed on the basis of a share of capital stock
outstanding throughout the year.
<TABLE>
<CAPTION>
Capital Portfolio
Year Ended December 31,
----------------------
1995 1994 1993 1992 1991
<S> <C> <C> <C> <C> <C>
Net Asset Value,
Beginning of Year $ 13.19 $ 13.81 $ 12.99 $ 12.82 $ 10.57
Investment Activities:
Net investment income .64 .52 .43 .42 .47
Net realized and
unrealized gains/(losses) 1.15 (.39) 1.17 .56 2.25
------- ------- ------- ------- -------
Total from Investment
Operations 1.79 .13 1.60 .98 2.72
------- ------- ------- ------- -------
Distributions:
Net investment income (.64) (.52) (.42) (.42) (.47)
Net realized gains (.62) (.23) (.36) (.39) ---
------- ------- ------- ------- -------
Total Distributions (1.26) (.75) (.78) (.81) (.47)
------- ------- ------- ------- -------
Net Asset Value,
End of Year $ 13.72 $ 13.19 $ 13.81 $ 12.99 $ 12.82
======= ======= ======= ======= =======
Total Return 14.28% .94% 12.72% 7.93% 26.10%
Ratios/Supplemental Data:
- ------------------------
Ratio of Expenses to
Average Net Assets .77% .80% .82% .88% .95%
Ratio of Net
Investment Income to
Average Net Assets 4.99% 4.25% 3.31% 3.49% 4.05%
Portfolio Turnover Rate 43.83% 41.89% 32.42% 39.74% 47.93%
Net Assets,
End of Year (000's) $145,623 $119,263 $100,016 $68,674 $41,844
</TABLE>
<PAGE>
NOTE 4 -FINANCIAL HIGHLIGHTS (continued)
Computed on the basis of a share of capital stock
outstanding throughout the year.
<TABLE>
<CAPTION>
Bond Portfolio
Year Ended December 31,
-----------------------
1995 1994 1993 1992 1991
<S> <C> <C> <C> <C> <C>
Net Asset Value,
Beginning of Year $10.04 $11.30 $10.91 $10.96 $10.10
------- ------- ------- ------- -------
Investment Activities:
Net investment income .88 .77 .73 .82 .86
Net realized and
unrealized gains/(losses) .98 (.95) .54 (.01) .87
------- ------- ------- ------- -------
Total from Investment
Operations 1.86 (.18) 1.27 .81 1.73
------- ------- ------- ------- -------
Distributions:
Net investment income (.83) (.78) (.73) (.82) (.87)
------- ------- ------- ------- -------
Net realized gains --- (.30) (.15) (.04) ---
------- ------- ------- ------- -------
Total Distributions (.83) (1.08) (.88) (.86) (.87)
------- ------- ------- ------- -------
Net Asset Value,
End of Year $ 11.07 $ 10.04 $ 11.30 $ 10.91 $ 10.96
======= ======= ======= ======= =======
Total Return 19.03% (1.63%) 11.94% 7.65% 17.89%
Ratios/Supplemental Data:
- ------------------------
Ratio of Expenses to
Average Net Assets .65% .68% .66% .69% .73%
Ratio of Net Investment
Income to Average
Net Assets 7.43% 7.21% 6.65% 7.59% 8.27%
Portfolio Turnover Rate 111.01% 70.27% 137.46% 40.91% 39.82%
Net Assets,
End of Year (000's) $73,568 $55,929 $54,128 $38,557 $31,009
</TABLE>
<PAGE>
<PAGE>
Independent Auditor's Report
==================================================
To the Board of Trustees and Shareholders of Carillon Fund, Inc.
We have audited the accompanying statements of assets and
liabilities of the Equity Portfolio, the Capital Portfolio, and
the Bond Portfolio of Carillon Fund, Inc., (the "Fund"),
including the schedules of investments, as of December 31, 1995,
the related statements of operations, and the statements of
changes in net assets and financial highlights for the year then
ended. These financial statements and financial highlights
("financial statements") are the responsibility of the Fund's
management. Our responsibility is to express an opinion on these
financial statements based on our audits. The financial
highlights for the other years presented and the statements of
changes in net assets for the year ended December 31, 1994 were
audited by other auditors whose report, dated February 6, 1995,
expressed an unqualified opinion on those statements.
We conducted our audit in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. Our
procedures included confirmation of securities owned as of
December 31, 1995, by correspondence with the custodian and
brokers. An audit also includes assessing the accounting
principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our
opinion.
In our opinion, the financial statements as of December 31,
1995, present fairly, in all material respects, the financial
position of the Fund, as of December 31, 1995, and the results
of its operations, the changes in its net assets, and the
financial highlights for the year then ended, in conformity with
generally accepted accounting principles.
/s/ Deloitte & Touche LLP
Deloitte & Touche LLP
Dayton, Ohio
February 2, 1996
<PAGE>
S&P 500 INDEX PORTFOLIO
STATEMENT OF NET ASSETS
- --------------------------------------------------
December 31, 1995
<TABLE>
<CAPTION>
<S> <C>
ASSETS
Investment in securities, at value:
$300,000 United States Treasury Bill
due September 9, 1996
(Amortized cost $289,225) $ 289,225
Variation margin receivable on 1
Standard & Poor's 500 Index Futures Contract
(Strike price 624.10 expiring June 1996) 25
Cash 15,898
-----------
Total Assets 305,148
-----------
LIABILITIES -----
NET ASSETS
Paid-in capital 305,000
Undistributed net investment income 123
Net unrealized appreciation
on futures contract 25
$ 305,148
===========
Shares authorized ($.10 par value) 10,000,000
===========
Shares outstanding 30,500
===========
Net asset value, offering and
redemption price per share
(Net assets / shares outstanding) $ 10.00
===========
</TABLE>
The accompanying notes are an integral part of
the financial statements.
<PAGE>
S&P 500 INDEX PORTFOLIO
STATEMENT OF OPERATIONS
- ------------------------------------------------
<TABLE>
<CAPTION>
For the Period From December 29, 1995
to December 31, 1995
<S> <C>
INVESTMENT INCOME
Interest $ 123
EXPENSES ----
--------
NET INVESTMENT INCOME 123
--------
REALIZED AND UNREALIZED GAIN
ON INVESTMENTS
Net change in unrealized appreciation
on futures contract 25
--------
NET INCREASE IN NET ASSETS
FROM OPERATIONS $ 148
========
</TABLE>
The accompanying notes are an integral part of
the financial statements.
<PAGE>
S&P 500 INDEX PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS
- -----------------------------------------------------------
<TABLE>
<CAPTION>
For the Period From December 29, 1995
to December 31, 1995
<S> <C>
OPERATIONS
Net investment income $ 123
Net change in unrealized
appreciation on futures contract 25
--------
148
--------
FUND SHARE TRANSACTIONS
Proceeds from shares sold 305,000
Net asset value of share issued
to shareholders in reinvestment
of dividends and distributions -----
Payments for shares redeemed -----
--------
305,000
--------
NET INCREASE IN NET ASSETS 305,148
NET ASSETS
Beginning of period -----
--------
End of period
(including undistributed
net investment income of $123) $305,148
========
FUND SHARE TRANSACTIONS:
Sold 30,500
Issued in reinvestment of
dividends and distributions ----
Redeemed ----
--------
Net increase from fund share
transactions 30,500
========
</TABLE>
The accompanying notes are an integral part of
the financial statements.
<PAGE>
S&P 500 INDEX PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------
December 31, 1995
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES
The S&P 500 Index Portfolio (Index) is a series of Carillon Fund,
Inc. (the Fund), a no-load, diversified, open-end management
investment company registered under the Investment Company Act of
1940, as amended. The shares of Index are sold only to The Union
Central Life Insurance Company (Union Central) and its separate
accounts to fund benefits under certain variable insurance
products. Index seeks investment results that correspond to the
total return performance of U.S. commons stocks, as represented in
the Standard & Poors 500 Index. Index commenced operations on
December 29, 1995.
The Funds shares are offered in four different series - Equity
Portfolio, Capital Portfolio, Bond Portfolio, and the S&P 500
Index Portfolio. The financial statements for the Equity Capital
and Bond Portfolios are presented separately.
Securities valuation - Securities, except for money market
instruments maturing in 60 days or less, are valued as follows:
Securities traded on stock exchanges (including securities traded
in both the over-the-counter market and on an exchange), or listed
on the NASDAQ National Market System, are valued at the last sales
price as of the close of the New York Stock Exchange on the day
the securities are being valued, or, lacking any sales, at the
closing bid prices. Securities traded only in the over-the-
counter market are valued at the last bid price, as of the close
of trading on the New York Stock Exchange, quoted by brokers that
make markets in the securities. Other securities for which market
quotations are not readily available are valued at fair value as
determined in good faith under procedures adopted by the Board of
Directors. Money market instruments with a remaining maturity of
60 days or less are valued at amortized cost which approximates
market.
Securities transactions and investment income - Securities
transactions are recorded on the trade date (the date the order to
buy or sell is executed). Dividend income is recorded on the
ex-dividend date and interest income is recorded on the accrual
basis. Gains and losses on sales of investments are calculated on
the identified cost basis for financial reporting and tax
purposes. The cost of investments is substantially the same for
financial reporting and tax purposes.
Federal taxes - It is the intent of Index to comply with the
requirements of the Internal Revenue Code applicable to regulated
investment companies and to distribute all of its net investment
income and any net realized capital gains. Regulated investment
companies owned by the segregated asset accounts of a life
insurance e company, held in connection with variable annuity
contracts, are exempt from excise tax on undistributed income.
Therefore, no provision for income or excise taxes has been
recorded.
Dividends and capital gains distributions - Dividends from net
investment income are declared and paid quarterly. Net realized
capital gains are distributed periodically, no less frequently
than annually. Dividends from net investment income and capital
gains distributions are recorded on the ex-dividend date. All
dividends and distributions are reinvested in additional shares of
the respective Portfolio at the net asset value per share.
The amount of dividends and distributions are determined in
accordance with federal income tax regulations which may differ
from generally accepted accounting principles. These "book/tax"
differences are either considered temporary or permanent in
nature. To the extent these differences are permanent in nature,
such amounts are reclassified within the capital accounts based on
their federal tax-basis treatment; temporary differences do not
require reclassification. Dividends and distributions which
exceed net investment income and net realized capital gains for
financial reporting purposes but not for tax purposes are reported
as dividends in excess of net investment income or distributions
in excess of net realized capital gains. To the extent they
exceed net investment income and net realized capital gains for
tax purposes, they are reported as distributions of paid-in-capital
Expenses - Allocable expenses of the Fund are charged to each
Portfolio based on the ratio of the net assets of each Portfolio
to the combined net assets of the Fund. Nonallocable expenses are
charged to each Portfolio based on specific identification.
NOTE 2 - TRANSACTIONS WITH AFFILIATES
Investment advisory fees - Index pays investment advisory fees to
Carillon Advisers, Inc. (the Adviser), under terms of an
Investment Advisory Agreement (the Agreement). Certain officers
and directors of the Adviser are affiliated with Index. Index
pays the Adviser, as full compensation for all services and
facilities furnished, a monthly fee computed on a daily basis, at
an annual rate of 0.30% of the current net asset value. The
Agreement provides that the Adviser will limit the operating
expenses of Index, other than the advisory fee, to an annual rate
of 0.30% of the average daily net assets. The Adviser will
reimburse Index for expenses exceeding this rate. No such
reimbursements were required for the period presented in the
financial statements.
In addition to providing investment advisory services, the Adviser
is responsible for providing certain administrative functions to
the Fund. The Adviser has entered into an Administration
Agreement with Carillon Investments, Inc. (the Distributor) under
which the Distributor furnishes substantially all of such services
for an annual fee of .05% of the Funds average net assets. The
fee is borne by the Adviser, not the Fund.
Carillon Advisers, Inc. and Carillon Investments, Inc. are wholly-
owned subsidiaries of Union Central.
Directors fees - Each director who is not affiliated with the
Adviser receives fees from the Fund for service as a director.
Members of the Board of Directors who are not affiliated with the
Adviser are eligible to participate in a deferred compensation
plan. The value of each directors deferred compensation account
will increase or decrease at the same rate as if it were invested
in shares of the Scudder Money Market Fund.
NOTE 3 - FUTURES CONTRACTS
Index may purchase futures contracts on the Standard & Poors 500
Stock Index. These contracts provide for the sale of a specified
quantity of a financial instrument at a fixed price at a future
date. When Index enters into a futures contract, it is required
to deposit and maintain as collateral such initial margin as
required by the exchange on which the contract is traded. Under
terms of the contract, Index agrees to receive from or pay to the
broker an amount equal to the daily fluctuation in the value of
the contract (known as the variation margin). The variation
margin is recorded as unrealized gain or loss until the contract
expires or is otherwise closed, at which time the gain or loss is
realized. Index invests in futures as a substitute to investing
in the 500 common stock positions in the Standard & Poors 500
Index. The potential risk to Index is that the change in the
value in the underlying securities may not correlate to the value
of the contracts. At December 31, 1995 Index had one open futures
contract on the Standard & Poors 500 Index expiring in June 1996.
The opening notional value of the contract was $312,050 and the
market value on December 31, 1995 was $312,075. The initial
margin requirement of $10,000 was satisfied by segregating a
portion of the U.S. Treasury Bill into a separate custodial
account held in the brokers name.
NOTE 4 - FINANCIAL HIGHLIGHTS
The financial highlights table is not presented because the
activity for the period presented did not round to $.01 in any
category of the reconciliation of beginning to ending net asset
value per share. The total return and the ratios and supplemental
data were all less than 0.1%. The net assets at December 31, 1995
were $305,148.
<PAGE>
Independent Auditor's Report
- ------------------------------------------------------
To the Board of Trustees and Shareholders of
S&P 500 Index Portfolio
We have audited the accompanying statement of net assets of the
S&P 500 Index Portfolio of Carillon Fund, Inc. (the "Fund"), as of
December 31, 1995, the related statement of operations, and the
statement of changes in net assets for the period from December
29, 1995 (date of inception) to December 31, 1995. These
financial statements are the responsibility of the Fund's
management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We conducted our audit in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements. Our
procedures included confirmation of securities owned as of
December 31, 1995, by correspondence with the custodian and a
broker. An audit also includes assessing the accounting
principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our
opinion.
In our opinion, the financial statements as of December 31, 1995,
present fairly, in all material respects, the financial position
of the Fund, as of December 31, 1995, and the results of its
operations and the changes in its net assets for the period
presented in conformity with generally accepted accounting
principles.
/s/ Deloitte & Touche LLP
Deloitte & Touche LLP
Dayton, Ohio
February 2, 1996
