WEISS, PECK & GREER, L.L.C.
MUTUAL FUNDS
NO-LOAD OPEN-END FUNDS
ONE NEW YORK PLAZA
NEW YORK, NEW YORK 10004
1-800-223-3332
WPG CORE BOND FUND
WPG CORE BOND FUND (THE "FUND") IS A DIVERSIFIED FUND IN THE WPG FAMILY OF
NO-LOAD MUTUAL FUNDS. THE FUND SEEKS TO PROVIDE HIGH CURRENT INCOME CONSISTENT
WITH CAPITAL PRESERVATION, THROUGH INVESTMENT PRIMARILY IN INVESTMENT GRADE
BONDS OF ALL TYPES THAT ARE QUOTED OR DENOMINATED IN U.S. DOLLARS.
SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR GUARANTEED
BY, ANY BANK OR OTHER INSURED DEPOSITORY INSTITUTION AND ARE NOT INSURED BY THE
FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD OR ANY OTHER
GOVERNMENT AGENCY.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
This Prospectus sets forth concisely the information that a prospective investor
should know before investing in the Fund. It should be retained for future
reference. A Statement of Additional Information ("SAI") about the Fund, dated
January 20, 1998, has been filed with the Securities and Exchange Commission
("SEC") and is available, without charge, by writing to the Fund at the address
for the Fund shown above. The SAI is incorporated by reference into this
Prospectus.
The Fund is an open-end management investment company registered under the
Investment Company Act of 1940, as amended ("1940 Act"). The Fund is a no-load
mutual fund, which means you pay no sales commission or other transaction
charges when you purchase or redeem shares of the Fund.
PROSPECTUS DATED JANUARY 20, 1998
<PAGE>
TABLE OF CONTENTS
PAGE
Expense Information................................................. 3
Financial Highlights................................................ 4
Overview............................................................ 5
Description of the Fund............................................. 5
How to Purchase Shares.............................................. 6
Shareholder Services................................................ 7
How the Fund's Net Asset Value is Determined........................ 10
How to Redeem Shares................................................ 10
Management of the Fund.............................................. 11
Dividends, Distributions and Taxes.................................. 13
Portfolio Brokerage................................................. 14
Organization and Capitalization..................................... 15
Risk Considerations and Other Investment Practices and
Policies of the Fund...................................... 15
The Fund's Investment Performance................................... 21
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<PAGE>
EXPENSE INFORMATION
The Table and Examples below are included in this Prospectus to assist your
understanding of all the fees and expenses to which an investment in the Fund
would be subject. Shown below are all fees and expenses incurred by the Fund
during its most recently completed fiscal year as revised to reflect the current
expense limitation. Actual fees and expenses for the Fund in the future may be
greater or less than those shown below. A more complete description of all fees
and expenses for the Fund is included in this Prospectus under "Management of
the Fund."
SHAREHOLDER TRANSACTION EXPENSES
Sales Load Imposed on Purchase None
Sales Load Imposed on Reinvested Dividends None
Deferred Sales Load Imposed on Redemptions None
Redemption Fee(1) None
Exchange Fee None
ANNUAL FUND OPERATING EXPENSES
(as a percentage of average net assets)
Management Fees (after fee waiver) 0.24%(2)
Rule 12b-1 Fees 0.00%(3)
Other Expenses 0.26%
-----
Total Fund Operating Expenses (after fee waiver) 0.50%(2)
=====
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(1) There are no charges imposed upon redemption, although the Transfer Agent
will charge a fee (currently $9.00) for transfers of redemption proceeds by
wire. For further information regarding wire fees, please call toll free
1-800-223-3332.
(2) Weiss, Peck & Greer, L.L.C. ("WPG" or the "Adviser") has voluntarily agreed
to limit effective January 1, 1998 the Fund's Total Operating Expenses
(excluding litigation, indemnification and extraordinary expenses) to 0.50%
of the Fund's average daily net assets. This agreement is voluntary and
temporary and may be revised or terminated by WPG at any time although it
has no current intention to do so. Absent the expense limitation,
Management Fees and Total Fund Operating Expenses for the current fiscal
year ending December 31, 1998 are estimated to be 0.60% and 0.86%,
respectively. See "Management of the Fund".
(3) Rule 12b-1 fees paid by the Fund represented less than 0.01% of average
daily net assets for the fiscal year ended December 31, 1996.
EXAMPLES: An investor in the Fund would pay the following expenses on a
hypothetical $1,0001 investment, assuming (1) 5% annual return and (2)
redemption at the end of each future time period:
1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- --------
$5 $16 $28 $63
- -----------
(1) Unless waived by the Fund, the minimum initial investment is $25,000.
These examples should not be considered a representation of past or
future expenses for the Fund. Actual expenses may be greater or less than those
shown above. Similarly, the annual rate of return assumed in the examples is not
an indication or guarantee of future investment performance. The payment of Rule
12b-1 fees by the Fund may result in a long-term shareholder paying more than
the economic equivalent of the maximum front-end sales charges permitted under
the rules of the National Association of Securities Dealers, Inc.
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<PAGE>
FINANCIAL HIGHLIGHTS
The following table represents a condensed financial history for the Fund
and uses the Fund's taxable year, December 31. The table expresses the
information for the Fund in terms of a single share for the Fund outstanding
throughout each period. The condensed financial information for the Fund, which
is set forth in the table, has been derived from the financial statements of the
Fund, which financial statements have been audited by the Fund's independent
auditors, KPMG Peat Marwick LLP, independent certified public accountants, whose
unqualified report thereon is incorporated by reference into the SAI. The
information in the table for the period ended June 30, 1997 is unaudited. The
Fund's Semi-Annual Report includes more information about the Fund's performance
and is available free of charge by writing to the Fund at the address shown on
the cover of this Prospectus.
<TABLE>
<CAPTION>
$ PER SHARE
-----------
Net Total
Realized Income
Net Net and From Dividends Distri- Net
Asset Invest- Unrealized invest- From butions Tax Asset
Value at ment Gains or ment Net From Return Total Contri- Value at
Beginning Income (Losses) on Opera- Investment Capital of Distri- butions to End of Total
of Period (Loss) Securities tions Income Gains Capital butions Capital Period Return
--------- ------ ---------- ----- ------ ----- ------- ------- ------- ------ ------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1997* 9.19 0.26 (0.02) 0.24 (0.26) 0.00 0.00 (0.26) 0.00 9.17 2.60%
1996 9.38 0.64 (0.29) 0.35 (0.54) 0.00 0.00 (0.54) 0.00 9.19 3.85%
1995 8.83 0.60 0.54 1.14 (0.59) 0.00 0.00 (0.59) 0.00 9.38 13.25%
1994 10.37 0.68 (1.56) (0.88) (0.64) (0.02) 0.00 (0.66) 0.00 8.83 (8.70%)
1993 10.38 0.79 0.14 0.93 (0.79) (0.15) 0.00 (0.94) 0.00 10.37 8.96%
1992 10.54 0.70 0.01 0.71 (0.70) (0.17) 0.00 (0.87) 0.00 10.38 7.90%
1991 10.22 0.80 0.57 1.37 (0.80) (0.25) 0.00 (1.05) 0.00 10.54 13.96%
1990 10.18 0.82 0.04 0.86 (0.82) 0.00 0.00 (0.82) 0.00 10.22 8.95%
1989 9.74 0.86 0.44 1.30 (0.86) 0.00 0.00 (0.86) 0.00 10.18 13.94%
1988 9.77 0.78 (0.03) 0.75 (0.78) 0.00 0.00 (0.78) 0.00 9.74 7.90%
1987 10.33 0.72 (0.49) 0.23 (0.72) (0.07) 0.00 (0.79) 0.00 9.77 2.44%
<FN>
(a) Annualized
* For the six month period ended June 30, 1997.
</FN>
</TABLE>
<TABLE>
<CAPTION>
Ratios/Supplemental Data
------------------------
Net
Assets at Ratio of Ratio of Average
End of Expenses Net Income Portfolio Commission
Period To Average To Average Turnover Per
($000's) Net Assets Net Assets Rate Share
-------- ---------- ---------- ---- -----
<S> <C> <C> <C> <C> <C>
1997* 118,092 0.86%(a) 5.66%(a) 155.0% N/A
1996 120,804 0.81% 5.87% 329.9% N/A
1995 171,578 0.82% 6.52% 375.0% N/A
1994 216,364 0.80% 7.18% 115.9% N/A
1993 334,904 0.81% 7.43% 97.5% N/A
1992 263,407 0.78% 7.36% 137.2% N/A
1991 193,616 0.81% 7.64% 189.8% N/A
1990 130,897 0.75% 8.13% 183.6% N/A
1989 90,778 0.76% 8.64% 158.7% N/A
1988 79,254 0.82% 7.97% 130.3% N/A
1987 75,952 0.87% 7.41% 108.2% N/A
<FN>
(a) Annualized
* For the six month period ended June 30, 1997.
</FN>
</TABLE>
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<PAGE>
OVERVIEW
Weiss, Peck & Greer, L.L.C. ("WPG" or the "Adviser") serves as investment
adviser to the Fund.
WPG is a privately held limited liability company with over 26 years'
experience as an investment adviser to individual and institutional clients. WPG
seeks to maintain a balance between being large enough to offer a fully
diversified range of investment alternatives and small enough to focus on
providing the quality investment advice and services needed to achieve each
client's investment objectives. WPG is a member firm of the New York Stock
Exchange and, together with its affiliates, has approximately $14 billion under
management.
DESCRIPTION OF THE FUND
INVESTMENT OBJECTIVE. The Fund seeks to provide high current income, consistent
with capital preservation.
INVESTMENT PROGRAM. To seek to achieve its objective, the Fund invests under
normal market conditions substantially all, and at least 80%, of its total
assets in bonds. Bonds include debt obligations of all types, such as: notes,
bills, bonds, commercial paper, mortgage-backed securities, asset-backed
securities, convertible securities, and money market instruments. These
securities may be issued by the U.S. Government, its agencies or
instrumentalities or by corporate issuers. The Fund will only invest in
securities that are denominated or quoted in U.S. dollars. The bonds in which
the Fund will invest may pay interest on a fixed, variable, floating, deferred,
contingent or in-kind basis.
The Adviser intends to allocate the Fund's investments among corporate
securities, U.S. Treasury securities, U.S. Government agency securities,
mortgage-backed securities and asset-backed securities in a manner similar to
the allocations by its benchmark index, the Lehman Brothers Aggregate Index,
among those classes of securities. As of December 31, 1997, the Lehman Brothers
Aggregate Index allocations (which change from time to time) were as follows:
43% -- U.S. Treasury securities; 7% -- U.S. Government agency securities; 30% --
mortgage-backed securities; 19% -- corporate securities; and 1% -- asset-backed
securities. The Fund is not, however, an "index" fund and the Fund's investments
may vary significantly from such allocations when, in the Adviser's opinion, the
potential return on a particular class or classes of securities outweighs the
potential return on the other classes of securities.
There are market risks inherent in all investments in securities, and the
value of the Fund's investments and, consequently, of an investment in the Fund
will fluctuate over time. Generally, the value of the Fund's investments varies
inversely with changes in interest rates. For example, as interest rates rise,
the value of the Fund's investments will tend to decline and, as interest rates
fall, the value of the Fund's investments will tend to increase. In addition,
the potential for appreciation in the event of a decline in interest rates may
be limited or negated by increased principal payments with respect to certain
mortgage-backed securities in which the Fund may invest (I.E., obligations
issued or guaranteed by the Government National Mortgage Association ("Ginnie
Mae")). Prepayment of high interest rate mortgage-backed securities during times
of declining interest rates will generally tend to lower the return of the Fund,
and may even result in losses to the Fund, if some securities were acquired at a
premium.
To seek to enhance current income or reduce market interest rate risks, the
Fund may engage in a variety of strategies involving the use of options and
futures contracts. For example, the Fund may (i) purchase and sell call and put
options on securities and securities indices, (ii) purchase and sell interest
rate futures contracts and (iii) purchase and sell call and put options on
interest rate futures contracts. In addition, the Fund may lend portfolio
securities, enter into repurchase agreements, enter into mortgage dollar roll
transactions, purchase securities on a forward commitment or when-issued basis
and invest in other investment companies and in illiquid securities. For further
information concerning the securities in which the Fund may invest and the
Fund's investment techniques, policies and risks, see "Risk Considerations and
Other Investment Practices and Policies of the Fund" below in this Prospectus.
QUALITY OF INVESTMENTS. The securities in which
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<PAGE>
the Fund invests will, at the time of investment, be rated investment grade
(I.E., at least Baa by Moody's Investors Service, Inc., BBB by Standard & Poor's
Ratings Group or comparable ratings of other nationally recognized statistical
rating organizations ("NRSROs")) or, if unrated, determined by the Adviser to be
of comparable credit quality. If a security is rated differently by two or more
NRSROs, the Adviser uses the highest rating to determine the security's rating
category.
Obligations in the lowest investment grade (I.E., Baa or BBB), referred to as
"medium grade" obligations, have speculative characteristics, and changes in
economic conditions and other factors are more likely to lead to weakened
capacity to make interest payments and repay principal on these obligations than
is the case for higher rated investment grade securities. If a security is
downgraded below investment grade, the Adviser will determine whether to retain
that security in the Fund's portfolio.
DURATION. Under normal market conditions, the average dollar-weighted duration
of the Fund's portfolio will vary from three to seven years. Duration of an
individual portfolio security is a measure of the security's price sensitivity
taking into account expected cash flow and prepayments under a wide range of
interest rate scenarios.
HOW TO PURCHASE SHARES
INITIAL INVESTMENT MINIMUM: $25,000. The Fund may waive the minimum for initial
investment in its discretion.
OPENING AN ACCOUNT. You may make an initial purchase of shares of the Fund
by mail, by wire, or through any authorized securities dealer. Shares of the
Fund may be purchased on any day on which the New York Stock Exchange is open
for business.
YOU WILL FIND AN APPLICATION INCLUDED WITH THIS PROSPECTUS. A COMPLETED AND
SIGNED APPLICATION IS REQUIRED FOR EACH NEW ACCOUNT YOU OPEN WITH THE FUND
REGARDLESS OF HOW YOU CHOOSE TO MAKE YOUR INITIAL PURCHASE.
BY MAIL. You may purchase shares of the Fund by mailing the completed
Application, with your check(s) or money order(s) made payable to the Fund to
the Fund's Transfer Agent, First Data Investor Services Group, Inc., Attention:
WPG Mutual Funds, 4400 Computer Drive, Westboro, Massachusetts 01581- 5120.
BY WIRE. You may also purchase shares of the Fund by wiring funds to the
wire bank account for the Fund with the Fund's Custodian. Before wiring funds,
please call WPG toll free at 1-800-223-3332 to receive instructions as to how
and where to wire your investment. Please remember to return your completed
Application to First Data Investor Services Group, Inc., as described in the
prior paragraph.
THROUGH AN AUTHORIZED SECURITIES DEALER. Securities dealers approved by WPG
are authorized to sell you shares of the Fund. You also may obtain copies of the
Application from any such authorized securities dealer. Shares purchased through
such securities dealer may be subject to transaction fees, no part of which will
be received by the Fund or WPG.
SUBSEQUENT INVESTMENTS: MINIMUM $5,000. Subsequent purchases of shares of
the Fund may be made by mail, wire, through an authorized securities dealer, or
by means of certain services available to shareholders of the Fund, such as the
Exchange Privilege and Automatic Investment Plan described below under
"Shareholder Services." The minimum subsequent investment in the Fund under the
Automatic Investment Plan is $50. The Fund may waive the subsequent investment
minimum in its discretion.
SHARE PRICE. Your shares in the Fund will be priced at the net asset value
per share of the Fund next determined after your purchase order has been
received in good order by the Fund or its agents.
If your purchase payment is transmitted by federal funds wire, the purchase
order will be considered in good order upon receipt of the wire payment by
Boston Safe Deposit and Trust Company, the Fund's Custodian. If your purchase
payment as transmitted to the Fund's Transfer Agent is not in federal funds
(I.E., monies credited to the Fund's Custodian by a Federal Reserve Bank), your
payment
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<PAGE>
must first be converted to federal funds before your purchase order will
be considered in "good order." If your purchase payment is by a check drawn on a
member bank of the Federal Reserve System, conversion to federal funds usually
occurs within one business day after the check is deposited by the Fund's
Custodian. Checks drawn on banks which are not members of the Federal Reserve
System may take longer to convert into federal funds. During the period prior to
receipt of federal funds by the Fund's Custodian, your money will not be
invested in the Fund. You will begin to earn dividends on the business day
following the date on which your purchase order is converted to federal funds
(I.E., the trade date).
If you purchase shares through an authorized securities dealer, the dealer
must receive your order before the close of regular trading on the New York
Stock Exchange and transmit it to the Fund or its agent by 4:00 p.m. Eastern
Time to receive that day's net asset value. (The Fund's per share net asset
value is computed as described under "How the Fund's Net Asset Value is
Determined" in this Prospectus.)
CONDITIONS OF YOUR PURCHASE. The Fund reserves the right to reject any
purchase for any reason and to cancel any purchase due to nonpayment. Purchase
orders are not binding on the Fund nor considered received until such purchase
orders are received in good order as described above. All purchases must be made
in U.S. dollars and, to avoid fees and delays, all checks must be drawn only on
U.S. banks. No cash will be accepted. As a condition of this offering, if your
purchase is cancelled due to nonpayment or because your check does not clear
(and, therefore, your account is required to be redeemed), you will be
responsible for any loss incurred by the Fund.
SHARE CERTIFICATES. The Fund will not issue share certificates.
RETIREMENT PLAN ACCOUNTS. If you are a participant in a corporate or
institutional retirement plan account (including any deferred compensation
plan), you must contact your Plan Administrator regarding purchase and
redemption procedures, including limitations thereon, contained in your
retirement plan. Requests for redemptions from retirement plan accounts must be
in writing.
IN-KIND PURCHASES. Shares of the Fund may be purchased in whole or in part
by delivering to the Fund's Custodian securities determined by WPG to be
suitable for the Fund's portfolio. Investors interested in making "in-kind"
purchases should refer to the SAI for the terms, conditions and tax consequences
of these transactions.
SHAREHOLDER SERVICES
SHAREHOLDER INQUIRIES AND SERVICES OFFERED. If you have any questions about
the Fund or the shareholder services described below, please call the Fund at
1-800-223-3332. Written inquiries should be sent to First Data Investor Services
Group, Inc., Attention: WPG Mutual Funds, 4400 Computer Drive, Westboro,
Massachusetts 01581-5120. The Fund reserves the right to amend the shareholder
services described below or to change the terms or conditions relating to such
services upon 60 days' notice to shareholders. You may discontinue any service
you select, provided that with respect to the Automatic Investment and
Systematic Withdrawal Plans described below, the Fund's Transfer Agent receives
your notification to discontinue such service(s) at least ten days before the
next scheduled investment or withdrawal date.
CONFIRMATIONS, SHAREHOLDER STATEMENTS, AND REPORTS. Each time you buy or
sell shares you will receive a confirmation statement with respect to such
transaction. In addition, you will receive a shareholder statement following
each month in which your account has reinvested a dividend or capital gain
distribution, which statement includes your current share balance with the Fund.
The Fund also will send you shareholder reports no less frequently than
semi-annually. You also will receive year-end tax information about your
account(s).
TELEPHONE EXCHANGE PRIVILEGE. For your convenience, the WPG Mutual Funds
provide a Telephone Exchange Privilege that enables you by telephone to
authorize the exchange of shares from your account in the Fund for shares in any
other WPG Mutual Fund provided all accounts are iden-
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<PAGE>
tically registered. In addition to the Fund, the WPG Mutual Funds include: WPG
Government Money Market Fund, WPG Tax Free Money Market Fund, WPG Intermediate
Municipal Bond Fund, WPG Growth and Income Fund, WPG Tudor Fund, Weiss, Peck &
Greer International Fund, WPG Growth Fund and WPG Quantitative Equity Fund. The
telephone exchange privilege is not available to shareholders automatically; to
authorize this Telephone Exchange Privilege, please mark the appropriate boxes
on the Application and supply us with the information required. To exchange
shares by telephone, simply call 1-800-223-3332 between 9:00 a.m. and 4:00 p.m.
Eastern Time on any day that the WPG Mutual Funds are open. Shares exchanged
will be valued at their respective net asset values next determined after the
telephone exchange request is received. Telephone exchange requests made after
4:00 p.m. Eastern Time will not be accepted. To obtain a prospectus of any WPG
Mutual Fund, call the number or write to the address listed on the front cover
of this Prospectus. Please read it carefully before requesting an exchange
transaction.
At the time of any telephone exchange request, please notify the Fund of
all current shareholder service privileges you wish to continue to utilize in
any new account opened. To confirm that telephone exchange requests are genuine,
the Fund will employ reasonable procedures such as providing written
confirmation of telephone exchange transactions and tape recording of telephone
exchange requests. If the Fund does not employ such reasonable procedures, it
may be liable for any loss incurred by a shareholder due to a fraudulent or
other unauthorized telephone exchange request. Otherwise, neither the Fund nor
its agents will be liable for any loss incurred by a shareholder as a result of
following instructions communicated by telephone that they reasonably believe to
be genuine. The Fund reserves the right to refuse any request made by telephone
and may limit the amount involved or the numbers of telephone requests made by
any shareholder. (Such exchange requests may, however, be made in writing in
accordance with procedures described in this Prospectus.) During periods of
extreme economic conditions or market changes, requests by telephone may be
difficult to make due to heavy volume. During such times, please consider
placing your order by mail.
The telephone exchange privilege is not available with respect to (i)
shares for which certificates have been issued or (ii) redemptions for accounts
requiring supporting legal documents. See "Written Exchange Privilege" below for
further information concerning exchanges and "Excessive Trading" below for
information concerning the Fund's policy limiting excessive exchanges and
purchase/redemption transactions.
WRITTEN EXCHANGE PRIVILEGE. The Written Exchange Privilege is a convenient
way to change your investment mix in the WPG Mutual Funds in order to respond to
changes in your investment goals or market conditions. In addition to using the
Telephone Exchange Privilege described above, shareholders in the Fund may
exchange their shares for shares in any other WPG Mutual Fund by submitting a
written request, in proper form, to the Transfer Agent. Such shares exchanged
will be valued at their respective net asset values next determined after the
receipt of the written exchange request. When making a written exchange request,
please provide your current Fund's name, your account name(s) and number(s), and
the dollar or share amount you wish to exchange, and specify all current plans
or shareholder service privileges you wish to continue to utilize in your new
account (e.g., Automatic Investment Plans). For written exchange requests, the
signatures of all registered owners (or executed powers of attorney) are
required. Signature guarantees are also required if the account in the WPG
Mutual Fund whose shares are being purchased will not be identically registered.
See "How to Redeem Shares" below for a discussion of acceptable signature
guarantors. If share certificates were issued for the shares being exchanged,
such certificates, properly endorsed, must accompany the written exchange
request. No sales charge is imposed on exchanges. Please note that an exchange
involves a redemption of the shares exchanged and may therefore result in a tax
liability for you. Unless waived by the Funds, the minimum initial investment in
each WPG Mutual Fund, whether by exchange or purchase, is $2,500 ($250,000 for
the Growth Fund, $25,000 for the Fund and $5,000 for the Quantitative Equity
Fund).
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<PAGE>
Unless waived by the Funds, all subsequent amounts exchanged must be a
minimum of $100 for each WPG Mutual Fund ($25,000 for the Growth Fund, $5,000
for the Fund and $500 for the Quantitative Equity Fund). Exchange requests will
not be accepted for shares purchased by check within 15 days of the request. The
exchange privilege is available to shareholders in all states where it is
legally permitted. Currently all states permit such exchanges. See "Excessive
Trading" below for information concerning the Fund's policy limiting excessive
exchanges and purchase/redemption transactions. To obtain a prospectus of any
WPG Mutual Fund, call the number or write to the address listed on the front
cover of this Prospectus. Please read it carefully before requesting an exchange
transaction.
AUTOMATIC INVESTMENT AND SYSTEMATIC WITHDRAWAL PLANS. For your convenience,
the Fund provides plans that enable you to add to your investment or withdraw
from your account(s) with a minimum of paperwork. The Application for these
plans is included with this Prospectus.
(1) AUTOMATIC INVESTMENT PLAN. The Automatic Investment Plan is a
convenient way for you to purchase shares of the Fund at regular
monthly or quarterly intervals selected by you. The Automatic
Investment Plan enables you to achieve dollar-cost averaging
through regular purchases of a fixed dollar amount of shares in
the Fund. Dollar-cost averaging brings discipline to your
investing. Dollar-cost averaging results in more shares being
purchased when the Fund's net asset value is relatively low and
fewer shares being pur-chased when the Fund's net asset value is
relatively high, thereby helping to decrease the average price of
your shares. Through the Automatic Investment Plan, Fund shares
are purchased by transferring funds (minimum of $50 per
transaction) from your designated checking, NOW, or bank account.
Your automatic investment in the Fund will be processed on a
regular basis beginning on or about the first business day of the
month or quarter you select.
(2) SYSTEMATIC WITHDRAWAL PLAN. The Systematic Withdrawal Plan
provides a convenient way for you to receive regular cash
payments while maintaining an investment in the Fund. The
Systematic Withdrawal Plan permits you to have payments of $50 or
more automatically transferred from your account(s) in the Fund
to you or your designated bank account on a monthly or quarterly
basis. In order to start this Plan, you must have a minimum
balance of $15,000 in the Fund account utilizing this feature.
Your systematic withdrawals will be processed on a regular basis
beginning on or about the first business day of the month or
quarter you select.
TAX-SHELTERED RETIREMENT PLANS. Investors in the Fund may make use of a
variety of retirement plans, including Individual Retirement Accounts,
simplified employee pension plans, money purchase pension and profit sharing
plans, and 401(k) Plans.
(1) INDIVIDUAL RETIREMENT ACCOUNTS ("IRAS") AND SIMPLIFIED EMPLOYEE
PENSION PLANS ("SEP-IRAS"). You may also save for your retirement
and shelter your investment income from current taxes by either:
(i) establishing a new IRA; or (ii) "rolling-over" or
transferring to an IRA invested in the Fund monies from other IRA
accounts or qualified distributions from a plan. An IRA is an
attractive retirement-savings vehicle for qualified individuals.
Using your IRA, you can invest, on a tax-favored basis, up to
$2,000 per year in the Fund. Up to $2,000 per year may also be
invested for your spouse, subject to certain limits and
conditions. In addition, your employer may (i) establish new
SEP-IRAs for its employees that can be used to invest on a
tax-favored basis in the Fund or (ii) use the Fund as an
additional funding vehicle for existing SEP-IRAs.
(2) PROTOTYPE RETIREMENT PLANS. Both a prototype money purchase
pension plan and a profit sharing plan, which may be used alone
or in combination, are available to sole proprietors,
partnerships and corporations to provide retirement benefits for
individuals and employees.
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<PAGE>
(3) 401(K) PLANS. Through the establishment of a 401(k) Plan by your
company, your employees can invest a portion of their wages in
the Fund on a tax-deferred basis for their retirement needs.
OTHER ACCOUNTS. The Fund also offers special services to meet the
needs of investors.
(1) UNIFORM GIFT TO MINORS. By establishing a Uniform Gift to Minors
Account with the Fund, you can build a fund for your children's
education or a nest egg for their future and, at the same time,
potentially reduce your own income taxes.
(2) CUSTODIAL AND FIDUCIARY ACCOUNTS. The Fund provides a convenient
means of establishing custodial and fiduciary accounts for
investors with fiduciary responsibilities.
For further information regarding any of the above retirement plans and
accounts, please call toll free at 1-800-223-3332. Retirement investors should
consult with their own tax counsel or adviser.
HOW THE FUND'S NET ASSET
VALUE IS DETERMINED
The Fund's net asset value per share is calculated as of the close of
regular trading on the New York Stock Exchange ("Exchange"), normally 4:00 p.m.
Eastern Time, every day the Exchange is open for regular trading. The per share
net asset value, calculated as described below, is effective for all orders
received in good order (as previously described) by the Fund or its agents prior
to the close of regular trading on the Exchange for that day. Orders received by
the Fund or its agents after the close of regular trading on the Exchange or on
a day when the Exchange is not open for business will be priced at the net asset
value per share next computed.
The net asset value of the Fund's shares is determined by adding the value
of all securities, cash, and other assets of the Fund, subtracting liabilities
(including accrued expenses and dividends payable), and dividing the result by
the total number of outstanding shares in the Fund.
For purposes of calculating the Fund's net asset value per share, portfolio
securities (other than certain money market instruments) are valued primarily
based on market quotations, or, if market quotations are not available, by a
valuation committee as appointed by the Board of Trustees. In accordance with
procedures approved by the Board of Trustees, the Fund may use pricing services
to value bonds and other fixed income investments. Money market instruments with
a remaining maturity of 60 days or less at the time of purchase are generally
valued at amortized cost.
HOW TO REDEEM SHARES
Subject to the restrictions outlined below, shareholders have the
right to redeem all or any part of their shares in the Fund at a price
equal to the net asset value of such shares next computed following
receipt and acceptance of the redemption request by the Fund or its
agents, I.E., the Transfer Agent. A redemption is a taxable
transaction that may result in a tax liability for you. In order to
redeem shares of the Fund, a written request in "proper form" (as
explained below) must be sent directly to First Data Investor Services
Group, Inc., Attention: WPG Mutual Funds, 4400 Computer Drive,
Westboro, MA 01581-5120. No charge is imposed on any redemption
request processed by the Fund's Transfer Agent or WPG. You may also,
of course, transmit your redemption request to the Fund through your
broker-dealer, who may charge you a transaction fee for such services.
Please note that you cannot redeem shares by telephone or telegram. In
addition, the Fund cannot accept requests which specify a particular
date or price for redemption or which specify any other special
conditions.
PROPER FORM FOR ALL REDEMPTION REQUESTS. Your redemption request must be in
proper form. To be in proper form, your request must include: (1) your share
certificates, if any, endorsed by all shareholders for the account exactly as
the shares are registered or accompanied by executed power(s) of attorney and
the signature(s) must be guaranteed, as described below; (2) for written
redemption requests, a "letter of instruction," which is a letter specifying the
Fund's name, the number of shares
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to be sold, the name(s) in which the account is registered, and your account
number. The letter of instruction must be signed by all registered shareholders
for the account using the exact names in which the account is registered or
accompanied by executed power(s) of attorney; (3) any signature guarantees that
are required as described above in (1), or required by the Fund if the
redemption proceeds are to be sent to an address other than the address of
record or to a person other than the registered shareholder(s) for the account;
and (4) other supporting legal documents, as may be necessary, for redemption
requests by corporations, estates, trusts, guardianships, custodianships,
partnerships, and pension and profit sharing plans. Signature guarantees, when
required, must be obtained from any one of the following institutions, provided
that such institution meets credit standards established by the Fund's Transfer
Agent: (i) a bank; (ii) a securities broker or dealer, including a government or
municipal securities broker or dealer, that is a member of a clearing
corporation or has net capital of at least $100,000; (iii) a credit union having
authority to issue signature guarantees; (iv) a savings and loan association, a
building and loan association, a cooperative bank, or a federal savings bank or
association; or (v) a national securities exchange, a registered securities
exchange or a clearing agency.
YOUR REQUEST FOR REDEMPTION WILL NOT BE PROCESSED UNLESS IT IS IN PROPER
FORM, AS DESCRIBED ABOVE.
RECEIVING YOUR REDEMPTION PAYMENT. Except under certain emergency
conditions, your redemption payment will be sent to you (net of any required
withholding taxes) within three business days after receipt of your written
redemption request in proper form by the Fund or its agents, I.E., Transfer
Agent. If you wish to have your redemption proceeds wired to your checking or
bank account, you may so elect. Currently, the Transfer Agent for the Fund
charges a fee for wire transfers. If you make a redemption request within 15
days of the date you purchased shares by means of a personal, corporate or
government check, the redemption payment will be held until the purchase check
has cleared (up to 15 days). Nevertheless, the shares redeemed will be priced
for redemption at the price next determined after receipt of your redemption
request. You can avoid the inconvenience of this check clearing period by
purchasing shares with a certified, treasurer's or cashier's check, or with
federal funds or a bank wire.
MINIMUM ACCOUNT SIZE. Due to the relatively high cost of maintaining
smaller accounts, the Fund reserves the right to redeem shares in any account
if, as the result of redemptions, the value of that account drops below $15,000.
You will be allowed at least 60 days, after written notice by the Fund, to make
an additional investment to bring your account value up to at least $15,000
before the redemption is processed.
EXCESSIVE TRADING. To prevent excessive transaction activity and to protect
shareholders, the Fund has adopted a policy ("Trading Policy") to limit the
number of exchanges and purchase/redemption transactions (as described below) by
any one shareholder account (or group of accounts under common management) to a
total of six such transactions per year. This Trading Policy applies to: (i)
exchanges into or out of any WPG Mutual Fund (other than between the Fund, the
Government Money Market Fund, the Tax Free Money Market Fund and the Municipal
Bond Fund (the "WPG Income Funds"), and (ii) any pair of transactions involving
a purchase of shares of any one WPG Mutual Fund followed by a redemption of an
offsetting or substantially equivalent dollar amount of shares of that same
Fund. THIS TRADING POLICY DOES NOT APPLY TO TRANSACTIONS SOLELY AMONG OR SOLELY
INVOLVING THE WPG INCOME FUNDS. If you violate this Trading Policy, your future
purchases of, or exchanges into, the WPG Mutual Funds may be permanently
refused. This Trading Policy does not prohibit you from redeeming shares of the
Fund. WPG reserves the right to waive the Trading Policy in its discretion.
MANAGEMENT OF THE FUND
INVESTMENT ADVISER AND ADMINISTRATOR. As noted above, WPG, One New York Plaza,
New York, New York 10004, serves as the investment adviser to the Fund.
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Under the investment advisory agreement with the Fund, WPG manages the
Fund's portfolio. Subject to the general supervision of the Board of Trustees,
WPG is responsible for the selection and management of all portfolio investments
of the Fund in accordance with the Fund's investment objective, investment
program, policies and restrictions. The Fund pays WPG a fee equal on an annual
basis to 0.60% of the Fund's average daily net assets up to $300 million, 0.55%
of average daily net assets $300 million to $500 million and 0.50% of such
assets in excess of $500 million.
Pursuant to a separate administration agreement, WPG also acts as the
administrator of the Fund. As administrator, WPG provides personnel for
supervisory, administrative, accounting, shareholder services and clerical
functions; oversees the performance of administrative and professional services
to the Fund by others; provides office facilities, furnishings and office
equipment; and prepares, but does not pay for, reports to shareholders, the SEC
and other regulatory authorities. For all administrative services and facilities
provided by WPG under the administration agreement, WPG currently is entitled to
receive a fee, computed daily and payable monthly, equal on an annual basis to
0.05% of the Fund's average daily net assets. See the SAI for the rates and
amounts at which administration fees were paid for the fiscal year ended
December 31, 1996. The administrative fee of the Fund is reviewed and approved
annually by the Board of Trustees.
PORTFOLIO MANAGERS. Daniel S. Vandivort and Sid Bakst serve as the Fund's
co-portfolio managers. While being responsible for the day-to-day management of
the Fund's portfolio investments, Messrs. Vandivort and Bakst supervise a team
of portfolio managers and analysts at WPG that specialize in different segments
of the fixed income marketplace. Based upon recommendations made by members of
this team, the co-portfolio managers select securities for inclusion in the
Fund's portfolio. Mr. Vandivort has been a portfolio manager to the Fund since
February, 1995. Mr. Vandivort has been a Managing Director of WPG since
November, 1994. From 1989 to 1994, Mr. Vandivort served in various capacities
with CS First Boston Investment Management, including Managing Director and Head
of U.S. Fixed Income and Senior Portfolio Manager and Director, Global Product
Development and Marketing. Mr. Bakst has been a portfolio manager to the Fund
since January 1998 and has been a Managing Director of WPG since 1995. Prior
thereto, Mr. Bakst served as vice president and portfolio manager for New York
Life Asset Management with respect to corporate bonds for annuity and insurance
products.
TRANSFER AGENT AND DIVIDEND DISBURSING AGENT. First Data Investor Services
Group, Inc., 4400 Computer Drive, Westboro, Massachusetts 01581-5120 serves as
Transfer Agent and Dividend Disbursing Agent for the Fund. The Fund may also
enter into agreements with and compensate other transfer agents and financial
institutions who process shareholder transactions and maintain shareholder
accounts.
PRINCIPAL UNDERWRITER. Shares of the Fund are offered directly to the public by
the Fund itself. The Fund employs no principal underwriter or distributor.
EXPENSES. The Fund bears all expenses of its operation. In particular, the Fund
pays: investment advisory fees; administration fees; custodian and transfer
agent expenses; legal and accounting fees and expenses; expenses of preparing,
printing, and distributing Prospectuses and SAIs to existing shareholders, and
shareholder communications and reports, except as used to market its shares;
expenses of computing its net asset value per share; federal and state
registration fees and expenses with respect to its shares; proxy and shareholder
meeting expenses; expenses of issuing and redeeming its shares; independent
trustee fees and expenses; expenses of bond, liability, and other insurance
coverage; brokerage commissions; taxes; trade association fees; and certain
non-recurring and extraordinary expenses. Effective January 1, 1998, WPG has
voluntarily and temporarily agreed to limit the Fund's total operating expenses
to 0.50% of the Fund's average daily net assets. The agreement is voluntary and
temporary and WPG may revise or discontinue this agreement at any time although
it has no current intention to do so.
ADMINISTRATION AND SERVICE PLAN. Pursuant to the
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Administration and Service Plan (the "Plan"), the Fund may enter into contracts
("Servicing Agreements") with banks, trust companies, broker-dealers or other
financial organizations ("Service Organizations") to provide certain
administrative and shareholder services for the Fund. As of the date of this
Prospectus, a Servicing Agreement is in effect with respect to the Fund.
Administrative and shareholder servicing functions to be provided by the
Service Organizations may include, among other things: processing purchase and
redemption transactions; answering client inquiries regarding the Fund,
assisting clients in changing dividend and distribution options, account
designations and addresses; performing sub-accounting; establishing and
maintaining shareholder accounts and records; investing client cash account
balances automatically in shares in accordance with arrangements made by the
client; providing periodic statements of a client's account balance and
integrating such statements with those of other transactions and balances in the
client's other accounts serviced by the Service Organization; arranging for bank
wires; and such other services as the Fund may request, to the extent permitted
by applicable statute, rule or regulation.
Each Service Organization may receive a fee payable by the Fund, in respect
of shares held by or through such Service Organization for its customers, for
services performed pursuant to the Plan and the applicable Servicing Agreements.
The schedule of fees and the basis upon which such fees may be paid will be
determined by the Trustees, and may be based on a flat fee, a percentage of the
average daily net assets attributable to the shares held by the customers of the
Service Organizations or other reasonable basis. The Fund may pay an aggregate
amount of up to .05% per year of its average daily net assets in order to pay
the Service Organizations the appropriate fee and to pay its expenses under the
Plan. For the fiscal year ended December 31, 1996, the Fund paid Service
Organizations fees of less than 0.01% of the Fund's average daily net assets.
For additional information on the Plans, see the Fund's SAI, "Investment
Adviser-Administration and Service Plans."
Service Organizations may impose certain additional or different conditions
on their clients, such as requiring their clients to invest more than the
minimum initial investment, and may charge their clients a direct fee for
services provided to their customers. These fees would be in addition to any
amounts which might be received from the Fund under the Plan. Shareholders are
urged to consult their Service Organizations to obtain a schedule of any such
fees.
The annualized ratio of operating expenses to average net assets for the
Fund for the year ended December 31, 1996 are set forth under the "Financial
Highlights" section.
DIVIDENDS, DISTRIBUTIONS AND TAXES
The Fund has qualified and elected to be treated as a "regulated investment
company" ("RIC") under the Internal Revenue Code of 1986, as amended ("Code"),
and intends to qualify as such for each taxable year. If the Fund qualifies as a
RIC, it will not be subject to federal income or excise tax on its income and
gains distributed to its shareholders in accordance with the Code's timing and
other requirements. The Fund intends to distribute all of its net investment
income and net capital gains each year.
The Fund will declare daily and distribute monthly income dividends, if
any. The Fund's net capital gains, if any, realized during the taxable year will
be distributed no less frequently than annually. Income dividends are derived
from the Fund's net investment income (including dividends, interest and
recognized market discount income) and net short-term capital gain in excess of
net long-term capital loss and are taxable to you as ordinary income for federal
income tax purposes. Distributions designated by the Fund as from its net
long-term capital gain in excess of net short-term capital loss are taxable to
you as capital gain, regardless of how long you have held your shares. These
capital gain distributions may be taxable at different maximum rates for
noncorporate shareholders, depending usually upon the Fund's holding periods for
the assets that produce the gains. Income dividends and distributions of capital
gains declared in October, November or December as of a record date in such a
month and paid in the following January are treated under the Code as if they
were received on December 31 of the year declared.
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The Fund will mail to you tax information by the end of January indicating the
federal tax status of your income dividends and capital gains distributions for
the Fund. Such tax status is not affected by your choice to receive such
distributions in additional shares or in cash.
TAX WITHHOLDING AND CERTIFICATION INSTRUCTIONS
The Fund is required by federal law to withhold as "backup withholding" 31%
of reportable payments (which may include income dividends, capital gains
distributions and share redemption proceeds) paid to individuals and other
non-exempt shareholders who have not provided the Fund with their correct social
security number or other taxpayer identification number (TIN) and certain
certifications required by the IRS. In order to avoid such withholding and
possible penalties, you must certify under penalties of perjury on your
Application, or on a separate W-9 Form supplied by the Transfer Agent, that the
TIN you provide is your correct TIN (or that you have applied for such a number
and are waiting for it to be issued, in which case backup withholding may apply
until you provide your number and required certifications to the Fund) and that
you are not currently subject to backup withholding, or you are exempt from
backup withholding.
An individual's TIN is generally his social security number. Special rules
apply in determining the TIN an entity, including an exempt recipient, must
provide. Exempt recipients include corporations, tax exempt pension plans and
IRAs, governmental agencies, financial institutions, registered securities and
commodities dealers and others. If you are unsure of the correct TIN to provide
or whether you are an exempt recipient, consult your tax adviser. The Fund may
nevertheless be required to impose backup withholding if it is notified by the
IRS or a broker that the TIN you have provided is incorrect or that you are
otherwise subject to such withholding. Any tax withheld may be credited against
taxes owed on your federal income tax return. For further information, see
Section 3406 of the Code and consult your tax adviser.
If you are not a U.S. person under the Code, you should provide the Fund
with an IRS Form W-8 to avoid backup withholding on capital gain distributions
and redemption proceeds. You should consider the U.S. and foreign tax
consequences of your investment in the Fund, including the possible
applicability of a U.S. withholding tax at rates up to 30% on income dividends
paid to non-U.S. persons.
REINVESTMENT OF INCOME DIVIDENDS AND CAPITAL GAINS DISTRIBUTIONS
Unless you elect otherwise, as permitted in the Account Application, income
dividends and capital gains distributions with respect to the Fund will be
reinvested in additional shares of the Fund and will be credited to your account
with the Fund at the net asset value per share next determined as of the
ex-dividend date. Both income dividends and capital gains distributions are paid
by the Fund on a per share basis. As a result, at the time of such payment, the
net asset value per share of the Fund will be reduced by the amount of such
payment. Income dividends and capital gains distributions are taxable to
shareholders of the Fund that are subject to federal income tax as described
above, regardless of whether they are taken in cash or reinvested in shares of
the Fund, unless the accounts of such shareholders are maintained as qualified
retirement plans, IRAs, SEP-IRAs and other tax-deferred plans or accounts or
such shareholders are otherwise exempt from federal income tax. Participants in
such retirement plans or accounts may be subject to tax on all or a portion of
their distributions from such plans or accounts under complex Code provisions
concerning which a tax adviser should be consulted. If you wish to change the
manner in which you receive income dividends and capital gains distributions,
your written notification of such change must be received by the Fund's Transfer
Agent at least ten days before the next scheduled distribution.
PORTFOLIO BROKERAGE
In effecting securities transactions, the Fund generally seeks to obtain
the best price and execution of orders under the circumstances. Commission rates
are a component of price and are considered along with other factors, including
the ability of the broker-dealer to effect the transaction, and the
broker-dealer's facilities, reliability and financial responsibility. In
selecting such broker-dealers, WPG will also consider the quality and
reliability of brokerage services, including execution capability
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and performance and financial responsibility, and may consider the research and
other investment information provided by such brokers.
Accordingly, the commissions paid to any such broker-dealer may be greater
than the amount another firm might charge, provided WPG determines in good faith
that the amount of such commission is reasonable in relation to the value of the
brokerage services and research information provided by such broker-dealer. Such
information may be used by WPG (and its affiliates) in managing all of its
accounts and not all of such information may be used by WPG in managing the
Fund. In selecting broker-dealers for the Fund, WPG may also consider the sale
of shares of the Fund effected through such broker-dealers as a factor in the
selection, provided the Fund obtains the best price and execution of orders
under the circumstances.
Money market securities and other fixed income securities in which the Fund
may invest are traded primarily in the over-the-counter ("OTC") market. Fixed
income securities generally trade on a net basis without the payment of
brokerage commissions but include a mark-up or "spread" by the securities
broker-dealer. For transactions effected in the OTC market, the Fund intends to
deal with the primary market-makers in the securities involved, unless a more
favorable result is obtainable elsewhere.
ORGANIZATION AND CAPITALIZATION
The Fund is a series portfolio of the Weiss, Peck & Greer Funds Trust ("WPG
Funds Trust"). Each series, including the Fund, in WPG Funds Trust represents a
separate series of shares in the Trust having different objectives, programs,
policies, and restrictions. WPG Funds Trust was organized as a business trust
under the laws of the Commonwealth of Massachusetts ("Massachusetts business
trust") on September 11, 1985. Each share of beneficial interest of each series
represents an equal proportionate interest in that series with each other share
in that series. Each share of each of these series is entitled to one vote on
all Trust-wide matters submitted to a vote of all shareholders of WPG Funds
Trust, such as the election of Trustees and ratification of the selection of
auditors. Shares of a particular series vote separately on matters affecting
only that series, including approval of an investment advisory agreement for a
particular series and changes in fundamental policies or restrictions of a
particular series. WPG Funds Trust is authorized to issue an unlimited number of
full and fractional shares of beneficial interest, having a par value of $.001
per share, in one or more portfolios.
The Fund currently issues one class of shares all of which have equal
rights with regard to voting, redemptions, dividends and distributions. The
Fund, subject to the authorization by the Trust's Board of Trustees, is
authorized to issue multiple classes of shares which may in the future be
marketed to different types of investors. The Board currently does not intend to
authorize the issuance of multiple classes of shares. In addition, subject to
approval by the Board of Trustees, the Fund may pursue its investment objective
by investing all of its investable assets in a pooled fund. See "Risk
Considerations and Other Investment Practices and Policies of the Fund" below.
Shares in the Fund, when issued, will be fully paid and nonassessable. The
shares in the Fund have no preemptive or conversion rights. In the event of
liquidation of the Fund, shareholders in the Fund are entitled to share pro rata
in the Fund's net assets available for distribution to shareholders.
The Fund's activities are supervised by the Trust's Board of Trustees. The
Board of Trustees has overall responsibility for the management of the business
of the Fund. The Fund is not required to hold and has no current intention of
holding annual shareholder meetings. Nevertheless, special meetings may be
called for purposes such as electing or removing Trustees, changing fundamental
policies, or approving an investment advisory agreement. Shareholders will be
assisted in communicating with other shareholders in connection with removing a
Trustee as if Section 16(c) of the 1940 Act were applicable.
RISK CONSIDERATIONS AND
OTHER INVESTMENT PRACTICES AND
POLICIES OF THE FUND
WRITING AND PURCHASING PUT AND CALL OPTIONS ON SECURITIES AND SECURITIES
INDICES. To seek
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additional income or to seek to minimize anticipated declines in the value of
its securities, the Fund may write (I.E., sell) call options on securities and
securities indices. The Fund may also write put options on securities and
securities indices. The Fund may purchase call and put options on securities and
securities indices. These options may be traded on exchanges or in the OTC
markets.
In general, a call option on a security gives the holder (purchaser) the
right, in return for a premium paid, to buy and obligates the writer (seller) to
sell (if the option is exercised), the underlying security at the exercise price
during the option period. Conversely, a put option on a security gives the
holder the right, in return for a premium paid, to sell and obligates the writer
to purchase (if the option is exercised), the underlying security at the
exercise price during the option period. A securities index call or put option
is, in economic effect, similar to a call or put option on a security, except
that the value of the option depends on the weighted value of the group of
securities comprising the securities index, rather than a particular security,
and settlements are made in cash rather than by delivery of a particular
security.
Although these investment practices will be used to seek to generate
additional income and to seek to reduce the effect of any adverse price movement
in the securities subject to the option, they involve certain risks that are
different in some respects from investment risks associated with similar funds
which do not engage in such activities. These risks include the following: for
writing call options, the inability to effect closing transactions at favorable
prices and the inability to participate in the appreciation of the underlying
securities above the exercise price; for writing put options, the inability to
effect closing transactions at favorable prices and the obligation to purchase
the specified securities or to make a cash settlement on the securities index at
prices which may not reflect current market values; and for purchasing call and
put options-possible loss of the entire premium paid. In addition, the
effectiveness of hedging through the purchase or sale of securities index
options will depend upon the extent to which price movements in the portion of
the securities portfolio being hedged correlate with the price movements in the
selected securities index. Perfect correlation may not be possible because the
securities held or to be acquired by the Fund may not exactly match the
composition of the securities index on which options are written. If the
forecasts of WPG regarding movements in securities prices or interest rates are
incorrect, the Fund's investment results may have been better without the hedge
transactions. The ability of the Fund to terminate OTC options is more limited
than with exchange-traded options and may involve the risk that broker-dealers
participating in such transactions will not fulfill their obligations. A more
extensive description of these investment practices and their associated risks
is contained in the Fund's SAI.
FUTURES CONTRACTS AND OPTIONS ON FUTURES CONTRACTS. To seek to hedge against
changes in interest rates or securities prices or for non-hedging purposes, the
Fund, subject to its investment objectives and policies, may purchase and sell
various kinds of futures contracts, and purchase and write call and put options
on any of such futures contracts. The Fund may also enter into closing purchase
and sale transactions with respect to any of such contracts and options. The
futures contracts may be based on various securities (such as U.S. Government
securities), securities indices and other financial instruments and indices. The
Fund will not enter into futures contracts or options thereon for non-hedging
purposes if, immediately thereafter, the aggregate initial margin and premiums
required to establish non-hedging positions in futures contracts and options on
futures will exceed 5% of the net asset value of the Fund's portfolio, after
taking into account unrealized profits and losses on any such positions and
excluding the amount by which such options were in-the-money at the time of
purchase.
The use of futures contracts entails certain risks, including but not
limited to the following: no assurance that futures contracts transactions can
be offset at favorable prices; possible reduction of the Fund's income due to
the use of hedging; possible reduction in value of both the securities hedged
and the hedging instrument; possible lack of liquidity due to daily limits on
price fluctuations; imperfect correlation between the contract and the
securities being hedged; and potential losses in excess of the amount initially
invested in the futures contracts themselves. If the expectations of WPG
regarding movements in securities prices or interest rates are
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incorrect, the Fund may have experienced better investment results without
hedging. The use of futures contracts and options on futures contracts requires
special skills in addition to those needed to select portfolio securities. A
further discussion of futures contracts and their associated risks is contained
in the Fund's SAI.
ZERO COUPON AND CAPITAL APPRECIATION BONDS. The Fund may invest in zero coupon
and capital appreciation bonds. Zero coupon and capital appreciation bonds are
debt securities issued or sold at a discount from their face value that do not
entitle the holder to any payment of interest prior to maturity or a specified
redemption date (or cash payment date). The amount of the discount varies
depending on the time remaining until maturity or cash payment date, prevailing
interest rates, the liquidity of the security and the perceived credit quality
of the issuer. These securities also may take the form of debt securities that
have been stripped of their unmatured interest coupons, the coupons themselves
or receipts or certificates representing interests in such stripped debt
obligations or coupons. The market prices of zero coupon and capital
appreciation bonds generally are more volatile than the market prices of
interest-bearing securities and are likely to respond to a greater degree to
changes in interest rates than interest-bearing securities having similar
maturities and credit quality.
U.S. GOVERNMENT SECURITIES. U.S. Government securities are either (i) backed by
the full faith and credit of the U.S. Government (E.G., U.S. Treasury bills),
(ii) guaranteed by the U.S. Treasury (E.G., Ginnie Mae mortgage-backed
securities), (iii) supported by the issuing agency's or instrumentality's right
to borrow from the U.S. Treasury (E.G., Federal National Mortgage ("Fannie Mae")
discount notes) or (iv) supported only by the issuing agency's or
instrumentality's own credit (E.G., securities of each of the Federal Home Loan
Banks). Such guarantees of U.S. Government securities held by the Fund do not,
however, guarantee the market value of the shares of the Fund. There is no
guarantee that the U.S. Government will continue to provide support to its
agencies or instrumentalities in the future.
MORTGAGE-BACKED SECURITIES. The Fund may invest in mortgage pass-through
certificates and multiple-class pass-through securities, such as real estate
mortgage investment conduits ("REMIC") pass-through certificates and
collateralized mortgage obligations ("CMOs").
GUARANTEED MORTGAGE PASS-THROUGH SECURITIES. Guaranteed mortgage pass-through
securities represent participation interests in pools of residential mortgage
loans and are issued by U.S. Governmental or private lenders and guaranteed by
the U.S. Government or one of its agencies or instrumentalities, including but
not limited to Ginnie Mae, Fannie Mae and the Federal Home Loan Mortgage
Corporation ("Freddie Mac"). Ginnie Mae certificates are guaranteed by the full
faith and credit of the U.S. Government for timely payment of principal and
interest on the certificates. Fannie Mae certificates are guaranteed by Fannie
Mae, a federally chartered and privately owned corporation, for full and timely
payment of principal and interest on the certificates. Freddie Mac certificates
are guaranteed by Freddie Mac, a corporate instrumentality of the U.S.
Government, for timely payment of interest and the ultimate collection of all
principal of the related mortgage loans.
MULTIPLE-CLASS PASS-THROUGH SECURITIES AND COLLATERALIZED MORTGAGE OBLIGATIONS.
CMOs and REMIC pass-through or participation certificates may be issued by,
among others, U.S. Government agencies and instrumentalities as well as private
lenders. CMOs and REMIC certificates are issued in multiple classes and the
principal of and interest on the mortgage assets may be allocated among the
several classes of CMOs or REMIC certificates in various ways. Each class of
CMOs or REMIC certificates, often referred to as a "tranche," is issued at a
specific adjustable or fixed interest rate and must be fully retired no later
than its final distribution date. Generally, interest is paid or accrues on all
classes of CMOs or REMIC certificates on a monthly basis.
Typically, CMOs are collateralized by Ginnie Mae, Fannie Mae or Freddie Mac
certificates but also may be collateralized by other mortgage assets such as
whole loans or private mortgage pass-through securities. Debt service on CMOs is
provided from payments of principal and interest on collateral of mortgaged
assets and any reinvestment income thereon.
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A REMIC is a CMO that qualifies for special tax treatment under the Code
and invests in certain mortgages primarily secured by interests in real property
and other permitted investments. Investors may purchase "regular" and "residual"
interest shares of beneficial interest in REMIC trusts although the Fund does
not intend to invest in residual interests.
RISK FACTORS ASSOCIATED WITH MORTGAGE-BACKED SECURITIES. Investing in
Mortgage-Backed Securities involves certain risks, including the failure of a
counter-party to meet its commitments, adverse interest rate changes and the
effects of prepayments on mortgage cash flows. Further, the yield
characteristics of Mortgage-Backed Securities differ from those of traditional
fixed income securities. The major differences typically include more frequent
interest and principal payments (usually monthly), the adjustability of interest
rates, and the possibility that prepayments of principal may be made
substantially earlier than their final distribution dates.
Prepayment rates are influenced by changes in current interest rates and a
variety of economic, geographic, social and other factors and cannot be
predicted with certainty. Both adjustable rate mortgage loans and fixed rate
mortgage loans may be subject to a greater rate of principal prepayments in a
declining interest rate environment and to a lesser rate of principal
prepayments in an increasing interest rate environment. Under certain interest
rate and prepayment rate scenarios, the Fund may fail to recoup fully its
investment in Mortgage-Backed Securities notwithstanding any direct or indirect
governmental or agency guarantee. When the Fund reinvests amounts representing
payments and unscheduled prepayments of principal, it may receive a rate of
interest that is lower than the rate on existing adjustable rate mortgage
pass-through securities. Thus, Mortgage-Backed Securities, and adjustable rate
mortgage pass-through securities in particular, may be less effective than other
types of U.S. Government securities as a means of "locking in" interest rates.
Conversely, in a rising interest rate environment, a declining prepayment
rate will extend the average life of many Mortgage-Backed Securities. This
possibility is often referred to as extension risk. Extending the average life
of a Mortgage-Backed Security increases the risk of depreciation due to future
increases in market interest rates. The market for certain types of
Mortgage-Backed Securities (i.e., certain CMOs) may not be liquid under all
interest rate scenarios, which may prevent the Fund from selling such securities
held in its portfolio at times or prices that it desires to do so.
RISKS ASSOCIATED WITH SPECIFIC TYPES OF DERIVATIVE DEBT SECURITIES. Different
types of derivative debt securities are subject to different combinations of
prepayment, extension and/or interest rate risk. Conventional mortgage
pass-through securities and sequential pay CMOs are subject to all of these
risks, but are typically not leveraged. Thus, the magnitude of exposure may be
less than for more leveraged Mortgage-Backed Securities.
Planned amortization class ("PAC") and target amortization class ("TAC")
CMO bonds involve less exposure to prepayment, extension and interest rate risk
than other Mortgage-Backed Securities, provided that prepayment rates remain
within expected prepayment ranges or "collars." To the extent that prepayment
rates remain within these prepayment ranges, the residual or support tranches of
PAC and TAC CMOs assume the extra prepayment, extension and interest rate risk
associated with the underlying mortgage assets.
ASSET-BACKED SECURITIES. The Fund may invest in asset-backed securities, which
represent participations in, or are secured by and payable from, pools of assets
such as motor vehicle installment sale contracts, installment loan contracts,
leases of various types of real and personal property, receivables from
revolving credit (credit card) agreements and other categories of receivables.
Asset-backed securities may also be collateralized by a portfolio of U.S.
Government securities, but are not direct obligations of the U.S. Government,
its agencies or instrumentalities. Such asset pools are securitized through the
use of privately-formed trusts or special purpose corporations. Payments or
distributions of principal and interest on asset-backed securities may be
guaranteed up to certain amounts and for a certain time period by a letter of
credit or a pool insurance policy issued by a financial institution unaffiliated
with the trust or corporation, or other credit enhancements may be present;
however privately issued obligations collateralized by a portfolio of privately
issued asset-backed securities do not
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involve any government-related guarantee or insurance. In addition to risks
similar to those associated with Mortgage-Backed Securities, asset-backed
securities present further risks that are not presented by Mortgage-Backed
Securities because asset-backed securities generally do not have the benefit of
a security interest in collateral that is comparable to mortgage assets.
FORWARD COMMITMENTS AND WHEN-ISSUED SECURITIES. The Fund may purchase securities
on a when-issued, delayed delivery, or forward commitment basis. When such
transactions are negotiated, the price of such securities is fixed at the time
of the commitment, but delivery and payment for the securities may take place up
to 90 days after the date of the commitment to purchase. The securities so
purchased are subject to market fluctuation, and no interest accrues to the
purchaser during this period. When-issued securities or forward commitments
involve a risk of loss if the value of the security to be purchased declines
prior to the settlement date. When the Fund purchases securities on a forward
commitment or when-issued basis, the Fund's custodian will maintain in a
segregated account cash or liquid securities having a value (determined daily)
at least equal to the amount of the Fund's purchase commitment. The Fund may
close-out a position in securities purchased on a when-issued, delayed delivery
or forward commitment basis prior to the settlement date.
LENDING OF PORTFOLIO SECURITIES. The Fund may also seek to increase its income
by lending portfolio securities. Such loans may be made to institutions, such as
certain broker-dealers, and are required to be secured continuously by
collateral in cash, cash equivalents, or U.S. Government securities maintained
on a current basis at an amount at least equal to the market value of the
securities loaned. If WPG determines to make securities loans, the value of the
securities loaned would not exceed 33 1/3% of the value of the total assets of
the Fund. The Fund may experience a loss or delay in the recovery of its
securities if the borrowing institution breaches its agreement with the Fund.
RESTRICTED AND ILLIQUID SECURITIES. The Fund may invest up to 15% of its net
assets in illiquid investments including "restricted securities" (I.E.,
securities that would be required to be registered under the Securities Act of
1933, as amended ("1933 Act"), prior to distribution to the general public),
including restricted securities eligible for resale to "qualified institutional
buyers" under Rule 144A under the 1933 Act. Other types of illiquid investments
include repurchase agreements maturing in more than seven days, securities that
are not readily marketable and certain over-the-counter options. The Adviser may
determine in accordance with procedures approved by the Board of Trustees that
restricted securities are liquid. The Board of Trustees has adopted guidelines
and delegated to WPG the daily function of determining and monitoring liquidity
of restricted securities. The Board, however, retains sufficient oversight and
is ultimately responsible for the determinations. Since it is not possible to
predict with assurance exactly how the market for restricted securities sold and
offered under Rule 144A will develop, the Board of Trustees monitors the Fund's
investments in these securities, focusing on such important factors, among
others, as valuation, liquidity and availability of information. This investment
practice could have the effect of increasing the level of illiquidity in the
Fund to the extent that qualified institutional buyers become for a time
uninterested in purchasing these restricted securities.
MORTGAGE DOLLAR ROLL TRANSACTIONS. The Fund may enter into mortgage dollar roll
transactions in which the Fund sells securities for delivery in the current
month and simultaneously contracts with the same counterparty to repurchase
similar (same type, coupon and maturity), but not identical securities on a
specified future date. During the roll period, the Fund will not receive
principal and interest paid on the securities sold. However, the Fund would
benefit to the extent of any difference between the price received for the
securities sold and the lower forward price for the future purchase (often
referred to as the "drop") or fee income plus the interest on the cash proceeds
of the securities sold until the settlement date of the forward purchase. Unless
such benefits exceed the income, capital appreciation and gain or loss due to
mortgage prepayments that would have been realized on the securities sold as
part of the mortgage dollar roll, the use of this technique will diminish the
investment performance of
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the Fund compared with what such performance would have been without the use of
mortgage dollar rolls. The Fund will hold and maintain in a segregated account
until the settlement date cash or liquid securities in an amount equal to the
forward purchase price. Any benefits derived from the use of mortgage dollar
rolls may depend upon mortgage prepayment assumptions, which will be affected by
changes in interest rates. There is no assurance that mortgage dollar rolls can
be successfully employed.
REPURCHASE AGREEMENTS. The Fund may utilize repurchase agreements through which
the Fund may purchase a security (the "underlying security") from a domestic
securities dealer or bank that is a member of the Federal Reserve System. Under
the agreement, the seller of the repurchase agreement (I.E., the securities
dealer or bank) agrees to repurchase the underlying security at a mutually
agreed upon time and price. In repurchase transactions, the underlying security,
which must be a high-quality debt security, is held by the Fund's custodian
through the federal book-entry system as collateral and marked-to-market on a
daily basis to ensure full collateralization of the repurchase agreement. In the
event of bankruptcy or default of certain sellers of repurchase agreements, the
Fund could experience costs and delays in liquidating the underlying security
held as collateral and might incur a loss if such collateral declines in value
during this period.
MARKET CHANGES. The market value of the Fund's investments, and thus the Fund's
net asset values, will change in response to market conditions affecting the
value of its portfolio securities. When interest rates decline, the value of
fixed rate obligations can be expected to rise. Conversely, when interest rates
rise, the value of fixed rate obligations can be expected to decline. In
contrast, as interest rates on adjustable rate loans are reset periodically,
yields on investments in such loans will gradually align themselves to reflect
changes in market interest rates, causing the value of such investments to
fluctuate less dramatically in response to interest rate fluctuations than would
investments in fixed rate obligations.
DIVERSIFICATION. The Fund is diversified, as defined in the 1940 Act. As such,
the Fund has a fundamental policy that limits its investments so that (i) no
more than 5% of the Fund's total assets will be invested in the securities of a
single issuer and (ii) the Fund will purchase no more than 10% of the
outstanding voting securities of a single issuer. These limitations do not apply
to obligations issued or guaranteed by the U.S. Government, its agencies or
instrumentalities or repurchase agreements collateralized by U.S.
Government securities.
PORTFOLIO TURNOVER. Although the Fund does not purchase securities with a view
to rapid turnover, there are no limitations on the length of time that
securities must be held by the Fund and the Fund's annual portfolio turnover
rate may vary significantly from year to year. A high rate of portfolio turnover
(100% or more) involves correspondingly greater transaction costs which must be
borne by the Fund and its shareholders. The actual portfolio turnover rates for
the Fund for the year ended December 31, 1996 are noted in the "Financial
Highlights" section of this Prospectus.
CERTAIN OTHER POLICIES TO REDUCE RISK. The Fund has adopted certain fundamental
investment policies in managing its portfolio that are designed to reduce risk.
The Fund will not (i) invest more than 25% of its total assets in securities of
companies in the same industry, (ii) issue senior securities except as permitted
by the 1940 Act or borrow money except for certain temporary or emergency
purposes and then not in excess of 33% of its assets; (iii) engage in
underwriting securities of others except to the extent the Fund may be deemed to
be an underwriter in purchasing and selling portfolio securities; (iv) purchase
real estate except that the Fund may acquire office space for its principal
office and may invest in securities representing interests in real estate or
companies engaged in the real estate business; (v) make loans except that the
Fund may lend its portfolio securities and enter into repurchase agreements; or
(vi) invest in commodities or commodities contracts other than financial futures
contracts, options on futures and forward commitment and when-issued securities.
See the Fund's SAI for further information concerning its investment policies
and restrictions.
OTHER INVESTMENT COMPANIES. The shareholders of the Fund have approved a
fundamental policy
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authorizing the Fund, subject to authorization by its Board of Trustees, and
notwithstanding any other investment restriction, to invest all of its assets in
the securities of a single open-end investment company (a "pooled fund"). If
authorized by its Board, the Fund would seek to achieve its investment objective
by investing in a pooled fund which would invest in a portfolio of securities
that complies with the Fund's investment objective, policies and restrictions.
The Board currently does not intend to authorize investing in pooled funds.
The Fund may invest up to 10% of its total assets in the securities of
other investment companies not affiliated with WPG. The Fund will indirectly
bear its proportionate share of any management fees and other expenses paid by
investment companies in which it invests in addition to the advisory and
administration fees paid by the Fund.
FURTHER INFORMATION. The Fund's investment program is subject to further
restrictions as described in the SAI. The Fund's investment objectives and
investment program, unless otherwise specified, are not fundamental and may be
changed without shareholder approval by the Trust's Board of Trustees. If there
is a change in the Fund's investment objective, shareholders should consider
whether the Fund remains an appropriate investment in light of their current
financial position and needs.
THE FUND'S INVESTMENT PERFORMANCE
The Fund may illustrate in advertisements and sales literature its average
annual total return, which is the rate of growth of the Fund that would be
necessary to achieve the ending value of an investment kept in the Fund for the
period specified and is based on the following assumptions: (1) all dividends
and distributions by the Fund are reinvested in shares of the Fund at net asset
value; and (2) all recurring fees are included for applicable periods.
The Fund may also illustrate in advertisements its cumulative total return
for several time periods throughout the Fund's life based on an assumed initial
investment of $25,000. Any such cumulative total return for the Fund will assume
the reinvestment of all income dividends and capital gains distributions for the
indicated periods and will include all recurring fees.
The Fund may illustrate in advertisements and sales literature its yield
and effective yield. Yield for the Fund is based on income generated by an
investment in the Fund during a 30-day (or one-month) period. To calculate
yield, this income is annualized, that is, the amount of income generated during
the 30-day (or one-month) period is assumed to be generated each 30-day (or
one-month) period over a one-year period, and expressed as an annual percentage
rate. Effective yield for the Fund is calculated in a similar manner but, when
annualized, the income earned from an investment is assumed to be reinvested.
Effective yield for the Fund will be slightly higher than its current yield
because of the compounding effect of this assumed reinvestment. For additional
information on the Fund or for daily Fund prices, please call 1-800-223-3332.
The following table sets forth the historical total return performance of
all fee paying, domestic core bond portfolios under discretionary management by
the Adviser that have substantially similar investment objectives, policies and
strategies as the Fund (the "Core Bond Portfolios") as measured by the WPG
Domestic Core Bond Composite (the "Composite"). As of September 30, 1997, the
Composite consisted of 3 portfolios representing approximately $600 million in
assets. The performance data of the Core Bond Portfolios, as represented by the
Composite, has been computed in accordance with the SEC's standardized formula.
Because the gross performance data does not reflect the deduction of investment
advisory fees attributable to the Core Bond Portfolios, the net performance data
may be more relevant to potential investors in the Fund in their analysis of the
historical experience of the Adviser in managing domestic core bond portfolios
with investment objectives, policies and strategies substantially similar to
those of the Fund. The net performance data assumes that the Core Bond
Portfolios incurred fees and expenses of 0.50% per year, which exceeds the
actual amounts incurred by such Portfolios and is equal to the expense
limitation voluntarily agreed to by the Adviser with respect to the Fund. The
fees and expenses paid by the Core Bond Portfolios generally differ in type and
amount to varying extents from the fees and expenses paid by the Fund, which
will affect the relevance of the performance presented in the Composite to
investors in the Fund.
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WPG DOMESTIC CORE BOND
COMPOSITE PERFORMANCE
Average Annual Total Return
For The Periods Ended December 31, 1997
THE COMPOSITE 1 YEAR 2.5 YEARS
------------- ------ ---------
Equal Weighted
(Gross) 10.29% 8.16%
Equal Weighted 9.79% 7.66%
(Net)
The performance of the Core Bond Portfolios is not that of the Fund, and is
not necessarily indicative of the Fund's future results. (The Fund's performance
is set forth below.) The Fund's actual total return may vary significantly from
the past and future performance of these Core Bond Portfolios. Although the
Adviser has managed Core Bond Portfolios for periods prior to June 30, 1995, the
Adviser considers its performance record for Core Bond Portfolios achieved prior
to such date to be of less relevance to potential investors in the Fund because
of differences in personnel on the Adviser's domestic core bond portfolio team.
While the Core Bond Portfolios incur inflows and outflows of cash from clients,
they do so less frequently than mutual funds, such as the Fund. Accordingly,
there can be no assurance that the continuous offering of the Fund's shares and
the Fund's obligation to redeem its shares will not impact the Fund's
performance relative to the Composite's performance. In the opinion of the
Adviser, so long as the Fund has at least $25 million in net assets, the
relative difference in the size between the Fund and the Core Bond Portfolios
should not affect the relevance of the performance of the Core Bond Portfolios
to a potential investor in the Fund. Investment returns and the net asset value
of shares of the Fund will fluctuate in response to market and economic
conditions as well as other factors and an investment in the Fund involves the
risk of loss.
WPG CORE BOND FUND PERFORMANCE (1)
Average Annual Total Return
For the Periods Ended
December 31, 1997
1 YEAR 2.5 YEARS 5 YEARS 10 YEARS
------ --------- ------- --------
7.37 % 6.37% 4.67% 7.54%
- -------------------
(1) PRIOR TO JANUARY 20, 1998, THE FUND WAS SUBJECT TO DIFFERENT INVESTMENT
POLICIES THAN THOSE DESCRIBED IN THIS PROSPECTUS WHICH DIFFERENT POLICIES MAY
AFFECT THE FUND'S PERFORMANCE.
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<PAGE>
January 20, 1998
PART B
STATEMENT OF ADDITIONAL INFORMATION
WPG CORE BOND FUND
ONE NEW YORK PLAZA
NEW YORK, NEW YORK 10004
This Statement of Additional Information is not a prospectus, but expands upon
and supplements the information contained in the Prospectus dated January 20,
1998, as amended and/or supplemented from time to time (the "Prospectus"), of
WPG Core Bond Fund (the "Fund"). This Statement of Additional Information should
be read in conjunction with the Prospectus, a copy of which may be obtained
without charge by writing to Weiss, Peck & Greer, L.L.C., One New York Plaza,
New York 10004.
THE STATEMENT OF ADDITIONAL INFORMATION IS NOT A PROSPECTUS AND
IS AUTHORIZED FOR DISTRIBUTION TO PROSPECTIVE INVESTORS ONLY IF
PRECEDED OR ACCOMPANIED BY AN EFFECTIVE PROSPECTUS.
<PAGE>
TABLE OF CONTENTS
PAGE
General Information and History ............................................ 1
The Fund's Investment Objective, Policies and Techniques.................... 1
Investment Restrictions ................................................... 10
Advisory and Administrative Services ...................................... 12
Trustees and Officers ..................................................... 17
How to Purchase Shares .................................................... 23
Redemption of Shares ...................................................... 25
Net Asset Value ........................................................... 26
Investor Services ......................................................... 27
Dividends, Distributions and Tax Status ................................... 29
Portfolio Brokerage ....................................................... 33
Portfolio Turnover ........................................................ 35
Organization .............................................................. 35
Custodian ................................................................. 36
Transfer Agent ............................................................ 37
Legal Counsel ............................................................. 37
Independent Auditors .......................................................37
Calculation of Performance Data ............................................37
Financial Statements ...................................................... 39
Appendix A - Bond Ratings and Glossary ....................................A-1
Appendix B - Investors Services........................................... B-1
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GENERAL INFORMATION AND HISTORY
Effective January 20, 1998, the Fund changed its name from WPG
Government Securities Fund to WPG Core Bond Fund.
THE FUND'S INVESTMENT OBJECTIVE, POLICIES AND TECHNIQUES
Weiss, Peck & Greer, L.L.C. (the "Adviser") serves as the Fund's
investment adviser and administrator.
The Fund's investment objective, policies and restrictions may be
changed or altered by the Board of Trustees (the "Board") without shareholder
approval, except to the extent such policies and restrictions have been adopted
as fundamental. See "Investment Restrictions." The securities in which the Fund
may invest and certain other investment policies are further described in the
Prospectus. See "Description of the Fund" and "Risk Considerations and Other
Investment Practices and Policies of the Fund" in the Prospectus. There can be
no assurance that the Fund's investment objective will be achieved.
The Appendix to this Statement of Additional Information contains a
description of the quality categories of corporate bonds in which the Fund may
invest and a Glossary describing some of the Fund's investments.
REPURCHASE AND REVERSE REPURCHASE AGREEMENTS
The Fund may enter into repurchase agreements with banks,
broker-dealers or other financial institutions in order to generate additional
current income. A repurchase agreement is an agreement under which the Fund
acquires a security from a seller subject to resale to the seller at an agreed
upon price and date. The resale price reflects an agreed upon interest rate
effective for the time period the security is held by the Fund. The repurchase
price may be higher than the purchase price, the difference being income to the
Fund, or the purchase and repurchase price may be the same, with interest at a
stated rate due to the Fund together with the repurchase price on repurchase. In
either case, the income to the Fund is unrelated to the interest rate on the
security. Typically, repurchase agreements are in effect for one week or less,
but may be in effect for longer periods of time. Repurchase agreements of more
than one week's duration are subject to the Fund's limitation on investments in
illiquid securities.
Repurchase agreements are considered by the Securities and Exchange
Commission (the "SEC") to be loans by the purchaser collateralized by the
underlying securities. In an attempt to reduce the risk of incurring a loss on a
repurchase agreement, the Fund will generally enter into repurchase agreements
only with domestic banks with total assets in excess of one billion dollars or
primary U.S. Government securities dealers reporting to the Federal Reserve Bank
of New York, with respect to securities of the type in which the Fund may
invest. The Fund will monitor the value of the underlying securities throughout
the term of the agreement to ensure that their market value always equals or
exceeds the agreed-upon repurchase price to be paid to the Fund. The Fund will
segregate securities and other collateral, if any, acquired under a repurchase
agreement with a broker-dealer for the term of the agreement.
In addition to the risk of the seller's default or a decline in value
of the underlying security (see "Risk Considerations and Other Investment
Practices and Policies of the Fund -- Repurchase Agreements" in the Prospectus),
the Fund also might incur disposition costs in connection with liquidating the
underlying securities. If the seller becomes insolvent and subject to
liquidation or reorganization under the Bankruptcy
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Code or other laws, a court may determine that the underlying security is
collateral for a loan by the Fund not within the control of the Fund and
therefore subject to sale by the seller's trustee in bankruptcy. Finally, it is
possible that the Fund may not be able to perfect its interest in the underlying
security and may be deemed an unsecured creditor of the seller. While the Fund
acknowledges these risks, it is expected that they can be controlled through
careful monitoring procedures.
FORWARD COMMITMENT AND WHEN-ISSUED TRANSACTIONS
The Fund may purchase or sell securities on a when-issued or forward
commitment basis (subject to its investment policies and restrictions). These
transactions involve a commitment by the Fund to purchase or sell securities at
a future date (ordinarily one or two months later). The price of the underlying
securities (usually expressed in terms of yield) and the date when the
securities will be delivered and paid for (the settlement date) are fixed at the
time the transaction is negotiated. When-issued purchases and forward
commitments are negotiated directly with the other party, and such commitments
are not traded on exchanges. The Fund will not enter into such transactions for
the purpose of leverage.
When-issued purchases and forward commitments enable the Fund to lock
in what is believed by the Adviser to be an attractive price or yield on a
particular security for a period of time, regardless of future changes in
interest rates. For instance, in periods of rising interest rates and falling
prices, the Fund might sell securities it owns on a forward commitment basis to
limit its exposure to falling prices. In periods of falling interest rates and
rising prices, the Fund might sell securities it owns and purchase the same or a
similar security on a when-issued or forward commitment basis, thereby obtaining
the benefit of currently higher yields.
The value of securities purchased on a when-issued or forward
commitment basis and any subsequent fluctuations in their value are reflected in
the computation of the Fund's net asset value starting on the date of the
agreement to purchase the securities, and the Fund is subject to the rights and
risks of ownership of the securities on that date. The Fund does not earn
interest on the securities it has committed to purchase until they are paid for
and delivered on the settlement date. When the Fund makes a forward commitment
to sell securities it owns, the proceeds to be received upon settlement are
included in the Fund's assets. Fluctuations in the market value of the
underlying securities are not reflected in the Fund's net asset value as long as
the commitment to sell remains in effect. Settlement of when-issued purchases
and forward commitment transactions generally takes place within two months
after the date of the transaction, but the Fund may agree to a longer settlement
period.
The Fund will make commitments to purchase securities on a
when-issued basis or to purchase or sell securities on a forward commitment
basis only with the intention of completing the transaction and actually
purchasing or selling the securities. If deemed advisable as a matter of
investment strategy, however, the Fund may dispose of or renegotiate a
commitment after it is entered into. The Fund also may sell securities it has
committed to purchase before those securities are delivered to the Fund on the
settlement date.
When the Fund purchases securities on a when-issued or forward
commitment basis, the Fund will segregate securities having a value (determined
daily) at least equal to the amount of the Fund's purchase commitments. In the
case of a forward commitment to sell portfolio securities, the Fund will
segregate the portfolio securities themselves while the commitment is
outstanding. These procedures are designed to ensure that the Fund will maintain
sufficient assets at all times to cover its obligations under when-issued
purchases and forward commitments.
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LOANS OF PORTFOLIO SECURITIES
The Fund may seek to increase its income by lending portfolio
securities. Under present regulatory policies, such loans may be made to
financial institutions, such as broker-dealers, and would be required to be
secured continuously by collateral in cash, cash equivalents or U.S. Government
securities maintained on a current basis at an amount at least equal to the
market value of the securities loaned. See "Risk Considerations and Other
Investment Practices and Policies of the Fund -- Lending of Portfolio
Securities" in the Prospectus. The rules of the New York Stock Exchange, Inc.
give the Fund the right to call a loan and obtain the securities loaned at any
time on five days' notice. For the duration of the loan, the Fund would receive
the equivalent of the interest or dividends paid by the issuer on the securities
loaned and would also receive compensation from the investment of the
collateral. The Fund would not, however, have the right to vote any securities
having voting rights during the existence of the loan, but the Fund would call
the loan in anticipation of an important vote to be taken among holders of the
securities or of the giving or withholding of their consent on a material matter
affecting the investment. As with other extensions of credit, there are risks of
delay in recovery or even loss of rights in the collateral should the borrower
of the securities fail financially. However, the loans would be made only to
firms deemed by the Adviser to be of good standing, and when, in the judgment of
the Adviser, the consideration which can be earned currently from securities
loans of this type justifies the attendant risk.
At the present time the staff of the SEC does not object if an
investment company pays reasonable negotiated fees to its custodian in
connection with loaned securities as long as such fees are pursuant to a
contract approved by the investment company's trustees.
OPTIONS ON SECURITIES AND SECURITIES INDICES
WRITING COVERED OPTIONS. The Fund may write covered call and put
options on any securities in which it may invest or on any securities index
based on securities in which it may invest. The Fund may purchase and write such
options on securities that are listed on national domestic securities exchanges
or traded in the over-the-counter market. A call option written by the Fund
obligates the Fund to sell specified securities to the holder of the option at a
specified price if the option is exercised at any time before the expiration
date. All call options written by the Fund are covered, which means that the
Fund will own the securities subject to the option so long as the option is
outstanding or use the other methods described below. The purpose of the Fund in
writing covered call options is to realize greater income than would be realized
in portfolio securities transactions alone. However, in writing covered call
options for additional income, the Fund may forego the opportunity to profit
from an increase in the market price of the underlying security.
A put option written by the Fund obligates the Fund to purchase
specified securities from the option holder at a specified price if the option
is exercised at any time before the expiration date. The purpose of writing such
options is to generate additional income. However, in return for the option
premium, the Fund accepts the risk that it will be required to purchase the
underlying securities at a price in excess of the securities' market value at
the time of purchase.
All call and put options written by the Fund are covered. A written
call option or put option may be covered by (i) maintaining cash or liquid
securities in a segregated account maintained by the Fund's custodian with a
value at least equal to the Fund's obligation under the option, (ii) entering
into an offsetting forward commitment and/or (iii) purchasing an offsetting
option or any other option which, by virtue of its exercise price or otherwise,
reduces the Fund's net exposure on its written option position.
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The Fund may terminate its obligations under an exchange traded call
or put option by purchasing an option identical to the one it has written.
Obligations under over-the-counter options may be terminated only by entering
into an offsetting transaction with the counterparty to such option. Such
purchases are referred to as "closing purchase transactions."
The Fund may also write (sell) covered call and put options on any
securities index composed of securities in which it may invest. Options on
securities indices are similar to options on securities, except that the
exercise of securities index options requires cash settlement payments and does
not involve the actual purchase or sale of securities. In addition, securities
index options are designed to reflect price fluctuations in a group of
securities or segment of the securities market rather than price fluctuations in
a single security.
The Fund may cover call options on a securities index by owning
securities whose price changes are expected to be similar to those of the
underlying index or by having an absolute and immediate right to acquire such
securities without additional cash consideration (or for additional cash
consideration held in a segregated account) upon conversion or exchange of other
securities in its portfolio. The Fund may also cover call and put options on a
securities index by maintaining cash or liquid securities with a value equal to
the exercise price in a segregated account with its custodian or by using the
other methods described above.
PURCHASING OPTIONS. The Fund may purchase put and call options on any
securities in which it may invest or on any securities index based on securities
in which it may invest, and the Fund may enter into closing sale transactions in
order to realize gains or minimize losses on options it had purchased.
The Fund would normally purchase call options in anticipation of an
increase, or put options in anticipation of a decrease ("protective puts"), in
the market value of securities of the type in which it may invest. The purchase
of a call option would entitle the Fund, in return for the premium paid, to
purchase specified securities at a specified price during the option period. The
Fund would ordinarily realize a gain on the purchase of a call option if, during
the option period, the value of such securities exceeded the sum of the exercise
price, the premium paid and transaction costs; otherwise the Fund would realize
either no gain or a loss on the purchase of the call option. The purchase of a
put option would entitle the Fund, in exchange for the premium paid, to sell
specified securities at a specified price during the option period. The purchase
of protective puts is designed to offset or hedge against a decline in the
market value of the Fund's securities. Put options may also be purchased by the
Fund for the purpose of affirmatively benefiting from a decline in the price of
securities which it does not own. The Fund would ordinarily realize a gain if,
during the option period, the value of the underlying securities decreased below
the exercise price sufficiently to cover the premium and transaction costs;
otherwise the Fund would realize either no gain or a loss on the purchase of the
put option. Gains and losses on the purchase of put options may be offset by
countervailing changes in the value of the underlying portfolio securities.
The Fund may purchase put and call options on securities indices for
the same purposes as it may purchase options on securities. Options on
securities indices are similar to options on securities, except that the
exercise of securities index options requires cash payments and does not involve
the actual purchase or sale of securities. In addition, securities index options
are designed to reflect price fluctuations in a group of securities or segment
of the securities market rather than price fluctuations in a single security.
Transactions by the Fund in options on securities and securities
indices will be subject to limitations established by each of the exchanges,
boards of trade or other trading facilities on which such options are traded
governing the maximum number of options in each class which may be written or
- 4 -
<PAGE>
purchased by a single investor or group of investors acting in concert,
regardless of whether the options are written or purchased on the same or
different exchanges, boards of trade or other trading facilities or are held or
written in one or more accounts or through one or more brokers. Thus, the number
of options which the Fund may write or purchase may be affected by options
written or purchased by other investment advisory clients of the Adviser. An
exchange, board of trade or other trading facility may order the liquidation of
positions found to be in excess of these limits, and it may impose certain other
sanctions.
RISKS ASSOCIATED WITH OPTIONS TRANSACTIONS. There is no assurance
that a liquid secondary market on an options exchange will exist for any
particular exchange-traded option or at any particular time. If the Fund is
unable to effect a closing purchase transaction with respect to covered options
it has written, the Fund will not be able to sell the underlying securities or
dispose of assets held in a segregated account until the options expire or are
exercised. Similarly, if the Fund is unable to effect a closing sale transaction
with respect to options it has purchased, it would have to exercise the options
in order to realize any profit and will incur transaction costs upon the
purchase or sale of underlying securities.
Reasons for the absence of a liquid secondary market on an exchange
include the following: (i) there may be insufficient trading interest in certain
options; (ii) restrictions may be imposed by an exchange on opening transactions
or closing transactions or both; (iii) trading halts, suspensions or other
restrictions may be imposed with respect to particular classes or series of
options; (iv) unusual or unforeseen circumstances may interrupt normal
operations on an exchange; (v) the facilities of an exchange or the Options
Clearing Corporation may not at all times be adequate to handle current trading
volume; or (vi) one or more exchanges could, for economic or other reasons,
decide or be compelled at some future date to discontinue the trading of options
(or a particular class or series of options), in which event the secondary
market on that exchange (or in that class or series of options) would cease to
exist although outstanding options on that exchange that had been issued by the
Options Clearing Corporation as a result of trades on that exchange would
continue to be exercisable in accordance with their terms.
The Fund's ability to terminate over-the-counter options is more
limited than with exchange-traded options and may involve the risk that
broker-dealers participating in such transactions will not fulfill their
obligations. The Adviser will monitor the liquidity of over-the-counter options
and, if it determines that such options are not readily marketable, the Fund's
ability to enter such options will be subject to the Fund's limitation on
investments on illiquid securities.
The writing and purchase of options is a highly specialized activity
which involves investment techniques and risks different from those associated
with ordinary portfolio securities transactions. The successful use of options
for hedging purposes depends in part on the Adviser's ability to predict future
price fluctuations and the degree of correlation between the options and
securities markets.
FUTURES CONTRACTS AND OPTIONS ON FUTURES CONTRACTS
To seek to increase total return or to hedge against changes in
interest rates and securities prices, the Fund may purchase and sell various
kinds of futures contracts, and purchase and write call and put options on any
of such futures contracts. The Fund may also enter into closing purchase and
sale transactions with respect to any of such contracts and options. The futures
contracts may be based on various securities (such as U.S. Government
securities), securities indices and any other financial instruments and indices.
The Fund will engage in futures and related options transaction only for bona
fide hedging purposes as defined below or for purposes of seeking to increase
total return to the extent permitted by regulations of the Commodity Futures
Trading Commission ("CFTC"). All futures contracts
- 5 -
<PAGE>
entered into by the Fund are traded on U.S. exchanges or boards of trade that
are licensed and regulated by the CFTC.
FUTURES CONTRACTS. A futures contract may generally be described as
an agreement between two parties to buy and sell particular financial
instruments for an agreed price during a designated month (or to deliver the
final cash settlement price, in the case of a contract relating to an index or
otherwise not calling for physical delivery at the end of trading in the
contract).
When interest rates are rising or securities prices are falling, the
Fund can seek to offset a decline in the value of its current portfolio
securities through the sale of futures contracts. When interest rates are
falling or securities prices are rising, the Fund, through the purchase of
futures contracts, can attempt to secure better rates or prices than might later
be available in the market when it effects anticipated purchases.
Positions taken in the futures markets are not normally held to
maturity but are instead liquidated through offsetting transactions which may
result in a profit or a loss. While futures contracts on securities will usually
be liquidated in this manner, the Fund may instead make, or take, delivery of
the underlying securities whenever it appears economically advantageous to do
so. A clearing corporation associated with the exchange on which futures on
securities are traded guarantees that, if still open, the sale or purchase will
be performed on the settlement date.
HEDGING STRATEGIES. Hedging, by use of futures contracts, seeks to
establish with more certainty than would otherwise be possible the effective
price or rate of return on portfolio securities or securities that the Fund
proposes to acquire. The Fund may, for example, take a "short" position in the
futures market by selling futures contracts in an attempt to hedge against an
anticipated rise in interest rates or a decline in market prices. Such futures
contracts may include contracts for the future delivery of securities held by
the Fund or securities with characteristics similar to those of the Fund's
portfolio securities. If, in the opinion of the Adviser, there is a sufficient
degree of correlation between price trends for the Fund's portfolio securities
and futures contracts based on other financial instruments, securities indices
or other indices, the Fund may also enter into such futures contracts as part of
its hedging strategy. Although under some circumstances prices of securities in
the Fund's portfolio may be more or less volatile than prices of such futures
contracts, the Adviser will attempt to estimate the extent of this volatility
difference based on historical patterns and compensate for any such differential
by having the Fund enter into a greater or lesser number of futures contracts or
by attempting to achieve only a partial hedge against price changes affecting
the Fund's portfolio securities. When hedging of this character is successful,
any depreciation in the value of portfolio securities will be substantially
offset by appreciation in the value of the futures position. On the other hand,
any unanticipated appreciation in the value of the Fund's portfolio securities
would be substantially offset by a decline in the value of the futures position.
On other occasions, the Fund may take a "long" position by purchasing
futures contracts. This would be done, for example, when the Fund anticipates
the subsequent purchase of particular securities when it has the necessary cash,
but expects the prices then available in the applicable market to be less
favorable than prices that are currently available.
OPTIONS ON FUTURES CONTRACTS. The acquisition of put and call options
on futures contracts will give the Fund the right (but not the obligation) for a
specified price to sell or to purchase, respectively, the underlying futures
contract at any time during the option period. As the purchaser of an option on
a futures contract, the Fund obtains the benefit of the futures position if
prices move in a favorable direction but
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<PAGE>
limits its risk of loss in the event of an unfavorable price movement to the
loss of the premium and transaction costs.
The writing of a call option on a futures contract generates a
premium which may partially offset a decline in the value of the Fund's assets.
By writing a call option, the Fund becomes obligated, in exchange for the
premium, (upon exercise of the option) to sell a futures contract if the option
is exercised, which may have a value higher than the exercise price. Conversely,
the writing of a put option on a futures contract generates a premium which may
partially offset an increase in the price of securities that the Fund intends to
purchase. However, the Fund becomes obligated (upon exercise of the option) to
purchase a futures contract if the option is exercised, which may have a value
lower than the exercise price. Thus, the loss incurred by the Fund in writing
options on futures is potentially unlimited and may exceed the amount of the
premium received. The Fund will incur transaction costs in connection with the
writing of options on futures.
The holder or writer of an option on a futures contract may terminate
its position by selling or purchasing an offsetting option on the same financial
instrument. There is no guarantee that such closing transactions can be
effected. The Fund's ability to establish and close out positions on such
options will be subject to the development and maintenance of a liquid market.
OTHER CONSIDERATIONS. The Fund will engage in futures and related
options transactions only for bona fide hedging or to seek to increase total
return as permitted by the CFTC regulations which permit principals of an
investment company registered under the Investment Company Act of 1940, as
amended (the "1940 Act"), to engage in such transactions without registering as
commodity pool operators. The Fund will determine that the price fluctuations in
the futures contracts and options on futures used for hedging purposes are
substantially related to price fluctuations in securities held by the Fund or
securities or instruments which it expects to purchase. Except as stated below,
the Fund's futures transactions will be entered into for traditional hedging
purposes -- i.e., futures contracts will be sold to protect against a decline in
the price of securities that the Fund owns or futures contracts will be
purchased to protect the Fund against an increase in the price of securities it
intends to purchase. As evidence of this hedging intent, the Fund expects that
on 75% or more of the occasions on which it takes a long futures or option
position (involving the purchase of futures contracts), the Fund will have
purchased, or will be in the process of purchasing, equivalent amounts of
related securities in the cash market at the time when the futures or option
position is closed out. However, in particular cases, when it is economically
advantageous for the Fund to do so, a long futures position may be terminated or
an option may expire without the corresponding purchase of securities or other
assets.
As an alternative to compliance with the bona fide hedging
definition, a CFTC regulation permits the Fund to elect to comply with a
different test under which the aggregate initial margin and premiums required to
establish positions to seek to increase total return in futures contracts and
options on futures will not exceed 5% of the net asset value of the Fund's
portfolio, after taking into account unrealized profits and losses on any such
positions and excluding the amount by which such options were in-the-money at
the time of purchase. The Fund will engage in transactions in futures contracts
and options only to the extent such transactions are consistent with the
requirements of the Internal Revenue Code of 1986, as amended (the "Code"), for
maintaining its qualification as a regulated investment company for federal
income tax purposes. See "Taxation."
Transactions in futures contracts and options on futures involve
brokerage costs and require margin deposits.
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<PAGE>
While transactions in futures contracts and options on futures may
reduce certain risks, such transactions themselves entail certain other risks.
Thus, while the Fund may benefit from the use of futures and options on futures,
unanticipated changes in interest rates or securities prices may result in a
poorer overall performance for the Fund than if it had not entered into any
futures contracts or options transactions. In the event of an imperfect
correlation between a futures position and a portfolio position which is
intended to be protected, the desired protection may not be obtained and the
Fund may be exposed to risk of loss.
Perfect correlation between the Fund's futures positions and
portfolio positions will be impossible to achieve. There are no futures
contracts based upon individual securities, except certain U.S. Government
securities. The only futures contracts available to hedge the Fund's portfolio
are various futures on U.S. Government securities and securities indices.
PRIVATELY ISSUED MORTGAGE-BACKED SECURITIES
The Fund may invest in mortgage-backed securities issued by trusts or
other entities formed or sponsored by private originators of and institutional
investors in mortgage loans and other non-governmental entities (or representing
custodial arrangements administered by such institutions). These private
originators and institutions include savings and loan associations, mortgage
bankers, commercial banks, insurance companies, investment banks and special
purpose subsidiaries of the foregoing.
Privately issued mortgage-backed securities are generally backed by
pools of conventional (i.e., non-government guaranteed or insured) mortgage
loans. Since such mortgage-backed securities normally are not guaranteed by an
entity having the credit standing of the Government National Mortgage
Association ("Ginnie Mae"), the Federal National Mortgage Association ("Fannie
Mae") or the Federal Home Loan Mortgage Corporation ("Freddie Mac"), in order to
receive a high quality rating from the rating organizations (e.g., Standard &
Poor's Ratings Group ("Standard & Poors") or Moody's Investors Service, Inc.
("Moody's")), they often are structured with one or more types of "credit
enhancement." Such credit enhancement falls into two categories: (1) liquidity
protection and (2) protection against losses resulting after default by a
borrower and liquidation of the collateral (e.g., sale of a house after
foreclosure). Liquidity protection refers to the payment of cash advances to
holders of mortgage-backed securities when a borrower on an underlying mortgage
fails to make its monthly payment on time. Protection against losses resulting
after default and liquidation is designed to cover losses resulting when, for
example, the proceeds of a foreclosure sale are insufficient to cover the
outstanding amount on the mortgage. Such protection may be provided through
guarantees, insurance policies or letters of credit, through various means of
structuring the securities or through a combination of such approaches.
Examples of credit enhancement arising out of the structure of the
transaction include "senior- subordinated securities" (multiple class securities
with one or more classes entitled to receive payment before other classes, with
the result that defaults on the underlying mortgages are borne first by the
holders of the subordinated class), creation of "spread accounts" or "reserve
funds" (where cash or investments are held in reserve against future losses) and
"over-collateralization" (where the scheduled payments on the underlying
mortgages in a pool exceeds the amount required to be paid on the
mortgage-backed securities). The degree of credit enhancement for a particular
issue of mortgage-backed securities is based on the level of credit risk
associated with the particular mortgages in the related pool. Losses on a pool
in excess of anticipated levels could nevertheless result in losses to security
holders since credit enhancement rarely covers every dollar owed on a pool. See
the Fund's Prospectus for a further description of mortgage-backed securities.
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<PAGE>
RISKS ASSOCIATED WITH SPECIFIC TYPES OF DERIVATIVE SECURITIES
The Fund may invest in floating rate securities based on the Cost of
Funds Index ("COFI floaters"), other "lagging rate" floating rate securities,
floating rate securities that are subject to a maximum interest rate ("capped
floaters"), and Mortgage-Backed Securities purchased at a discount. The primary
risks associated with these derivative debt securities are the potential
extension of average life and/or depreciation due to rising interest rates.
RESTRICTED AND ILLIQUID SECURITIES
The Fund may purchase securities that are not registered or offered
in an exempt non-public offering ("Restricted Securities") under the Securities
Act of 1933, as amended (the "1933 Act"), including securities eligible for
resale to "qualified institutional buyers" pursuant to Rule 144A under the 1933
Act. However, the Fund will not invest more than 15% of its net assets in
illiquid investments, which includes repurchase agreements maturing in more than
seven days, interest rate, currency and mortgage swaps, interest rate caps,
floors and collars, certain SMBS, municipal leases, certain over-the-counter
options, securities that are not readily marketable and Restricted Securities,
unless the Board determines, based upon a continuing review of the trading
markets for the specific Restricted Securities, that such Restricted Securities
are liquid. Certain commercial paper issued in reliance on Section 4(2) of the
1933 Act is treated like Rule 144A Securities. The Board has adopted guidelines
and delegated to the Adviser the daily function of determining and monitoring
the liquidity of the Fund's portfolio securities. The Board, however, retains
sufficient oversight and is ultimately responsible for the determinations. Since
it is not possible to predict with assurance exactly how the market for
Restricted Securities sold and offered under Rule 144A or Section 4(2) will
develop, the Board will carefully monitor the Fund's investments in these
securities, focusing on such important factors, among others, as valuation,
liquidity and availability of information. This investment practice could have
the effect of increasing the level of illiquidity in the Fund to the extent that
qualified institutional buyers become for a time uninterested in purchasing
these Restricted Securities.
The purchase price and subsequent valuation of Restricted Securities
normally reflect a discount from the price at which such securities trade when
they are not restricted, since the restriction makes them less liquid. The
amount of the discount from the prevailing market price is expected to vary
depending upon the type of security, the character of the issuer, the party who
will bear the expenses of registering the Restricted Securities and prevailing
supply and demand conditions.
OTHER INVESTMENT COMPANIES
The Fund, subject to authorization by the Board, may invest all of
its investable assets in the securities of a single open-end investment company
(a "Portfolio"). If authorized by the Board, the Fund would seek to achieve its
investment objective by investing in a Portfolio, which Portfolio would invest
in a portfolio of securities that complies with the Fund's investment objective,
policies and restrictions. The ability of the Fund to convert to the so-called
Master-Feeder fund structure does not require shareholder approval. The Board
does not intend to authorize investing in this manner at this time.
The Fund may invest up to 10% of its total assets in the securities
of other registered investment companies not affiliated with WPG, but the Fund
may not invest more than 5% of its total assets in the securities of any one
registered investment company or acquire more than 3% of the voting securities
of any registered investment company. The Fund will indirectly bear its
proportionate share of any management fees and other expenses paid by investment
companies in which it invests in addition to the advisory and administration
fees paid by the Fund.
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<PAGE>
INVESTMENT RESTRICTIONS
The Fund has adopted the following investment restrictions, which may
not be changed without approval of the holders of a majority of the outstanding
voting securities of the Fund. As defined in the 1940 Act and as used in the
Prospectus and this Statement of Additional Information, "a majority of the
outstanding voting securities" of the Fund means the lesser of (1) 67% of the
shares of the Fund present at a meeting if the holders of more than 50% of the
outstanding shares of the Fund are present in person or by proxy, or (2) more
than 50% of the outstanding shares of the Fund. As long as these fundamental
restrictions are in effect, the Fund may not:
1. Purchase securities of an issuer if such purchase would
result in more than 10% of the voting securities of any one
issuer (except U.S. Government securities as defined in the
Prospectus), being held by the Fund; provided, however,
that the Fund may invest all or part of its investable
assets in an open-end investment company with substantially
the same investment objective, policies and restrictions as
the Fund.
2. Purchase securities of an issuer if such purchase would
result in more than 5% of the Fund's total assets being
invested in the securities of any one issuer (except U.S.
Government securities and options thereon); provided,
however, that the Fund may invest all or part of its
investable assets in an open-end investment company with
substantially the same investment objective, policies and
restrictions as the Fund.
3. Purchase or sell real estate (other than securities secured
by real estate or interests therein, or issued by entities
which invest in real estate or interests therein), but it
may lease office space for its own use and invest up to 15%
of its assets in publicly held real estate investment
trusts.
4. Borrow amounts in excess of 33% of its total assets
(including the amount borrowed) and then only as a
temporary measure for extraordinary or emergency purposes.
This restriction shall not apply to reverse repurchase
agreements entered into in accordance with the Fund's
investment policies.
5. Make loans, except that this restriction shall not prohibit
the purchase of or investment in bank certificates of
deposit or bankers acceptances, the purchase and holding of
all or a portion of an issue of publicly distributed debt
securities, the lending of portfolio securities and the
entry into repurchase agreements.
6. Engage in the business of underwriting securities of
others, except to the extent that the Fund may be deemed to
be an underwriter under the 1933 Act, when it purchases or
sells portfolio securities in accordance with its
investment objective and policies; provided, however, that
the Fund may invest all or part of its investable assets in
an open-end investment company with substantially the same
investment objective, policies and restrictions as the
Fund.
7. Purchase securities, excluding U.S. Government securities,
of one or more issuers conducting their principal business
activity in the same industry, if immediately after such
purchase the value of its investments in such industry
would exceed 25% of its total assets; provided, however,
that the Fund may invest all or part of its investable
assets in an
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<PAGE>
open-end investment company with substantially the same
investment objective, policies and restrictions as the
Fund.
8. Issue senior securities, except as permitted under the 1940
Act and except that the Fund may issue shares of beneficial
interest in multiple classes or series.
The Fund may, notwithstanding any other fundamental or
non-fundamental investment restriction or policy, invest all of its assets in
the securities of a single open-end investment company with substantially the
same investment objective, restrictions and policies as the Fund.
For purposes of the above fundamental investment restrictions
regarding industry concentration, the Adviser generally classifies issuers by
industry in accordance with classifications set forth in the Standard & Poor's
Stock Guide. In the absence of such classification or if the Adviser determines
in good faith based on its own information that the economic characteristics
affecting a particular issuer make it more appropriately considered to be
engaged in a different industry, the Adviser may classify an issuer according to
its own sources.
In addition to the fundamental policies mentioned above, the Board
has adopted the following non-fundamental policies which may be changed or
amended by action of the Board without approval of shareholders. So long as
these non-fundamental restrictions are in effect, the Fund may not:
(a) Invest in the securities of an issuer for the
purpose of exercising control or management, but
it may do so where it is deemed advisable to
protect or enhance the value of an existing
investment.
(b) Purchase securities of any other investment
company except as permitted by the 1940 Act.
(c) Purchase securities on margin, except any
short-term credits which may be necessary for the
clearance of transactions and the initial or
maintenance margin in connection with options and
futures contracts and related options.
(d) Invest more than 15% of its net assets in
securities which are illiquid.
(e) Purchase additional securities if the Fund's
borrowings exceed 5% of its net assets.
All percentage limitations apply only at the time a transaction is
entered into. Accordingly, if a percentage restriction is adhered to at the time
of investment, a later increase or decrease in the percentage which results from
a relative change in values or from a change in the Fund's net assets will not
be treated as a violation. Under the 1940 Act, the Fund will be required to
maintain continuous asset coverage of at least 300% for borrowings from a bank.
In the event that such asset coverage is below 300%, the Fund will be required
to reduce the amount of its borrowings to obtain 300% asset coverage, within
three days (not including Sundays and holidays) or such longer period as the
rules and regulations of the SEC prescribe.
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<PAGE>
ADVISORY AND ADMINISTRATIVE SERVICES
INVESTMENT ADVISER
Weiss, Peck & Greer, L.L.C. (the "Adviser" or "WPG"), One New York
Plaza, New York, New York 10004, serves as investment adviser and administrator
to the Fund. See "Management of the Fund--Investment Adviser and Administrator"
and "Portfolio Brokerage" in the Prospectus for a description of the duties of
WPG as investment adviser and administrator to the Fund.
On April 3, 1995, Weiss, Peck & Greer, the Fund's prior investment
adviser and administrator, was converted from a New York limited partnership to
a limited liability company organized under Delaware law. The conversion did not
result in any changes in the existing ownership, structure or business of the
firm. The conversion did not involve an increase in the advisory fee paid by the
Fund and did not result in a change in the employees, services and resources
utilized in managing the Fund's investments.
The Fund's investment advisory agreement (the "Advisory Agreement")
was initially approved by the Board, including a majority of the Trustees of the
Trust who are not parties to such agreements or "interested persons" (as such
term is defined in the 1940 Act) of any party thereto (the "non-Interested
Trustees"), on January 20, 1993 and became effective May 1, 1993. On April 23,
1997, the Board approved the continuation of the Advisory Agreement until April
30, 1998.
Pursuant to the Advisory Agreement, the Adviser supervises and
assists in the management of the assets of the Fund and furnishes the Fund with
research, statistical and advisory services. In managing the assets of the Fund,
the Adviser furnishes continuously an investment program for the Fund consistent
with the Fund's investment objective and policies. More specifically, the
Adviser determines from time to time what securities shall be purchased for the
Fund, what securities shall be held or sold by the Fund and what portion of the
Fund's assets shall be held uninvested as cash, subject always to the provisions
of the Trust's Declaration of Trust, By-Laws and registration statement and to
the Fund's investment objective, policies and restrictions, as each of the same
shall be from time to time in effect, and subject, further, to such policies and
instructions as the Trust's Board may from time to time establish. To carry out
such determinations, the Adviser places orders for the investment and
reinvestment of the Fund's assets. (See "Portfolio Brokerage")
For its investment advisory services under the Advisory Agreement,
the Adviser receives an annual fee, payable monthly, which varies in accordance
with the average daily net assets of the Fund under the management of the
Adviser. The advisory fee is accrued daily and will be prorated if the Adviser
shall not have acted as the Fund's investment adviser during any entire monthly
period.
The annual fee rates under the Advisory Agreement and the advisory
fees paid to the Adviser or its predecessor in interest, as the case may be, for
the fiscal years ended December 31, 1994, 1995 and 1996 are as follows:
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<PAGE>
ADVISORY FEES PAID
FOR THE YEARS ENDED DECEMBER 31,
--------------------------------
ANNUAL
FEE RATE 1994 1995 1996
-------- ---- ---- ----
CORE BOND FUND 0.60% of net $1,801,177 $1,117,390 $864,402
assets up to $300
million; 0.55% of
net assets $300
million to $500
million; 0.50% of
net assets in
excess of $500
million
The Advisory Agreement provides that the Adviser will not be liable
for any loss sustained by the Fund by reason of the adoption or implementation
of any investment policy or the purchase, sale or retention of any security,
whether or not such purchase, sale or retention shall have been based upon the
investigation and research of the Adviser, or upon investigation and research
made by any other individual, firm or corporation if such recommendation shall
have been made and such other individual, firm or corporation shall have been
selected with due care and in good faith, except for a loss resulting from
willful misfeasance, bad faith, or gross negligence in the performance by the
Adviser of its duties or by reason of the Adviser's reckless disregard of its
obligations and duties thereunder.
The Advisory Agreement may be modified or amended only with the
approval of the holders of a majority of outstanding voting securities of the
Fund and by a vote of the majority of the non-Interested Trustees of the Trust.
The Advisory Agreement's continuance must be approved annually by a majority
vote of the Board or by a vote of the holders of a majority of the outstanding
voting securities of the Fund, but in either event it also must be approved by a
vote of a majority of the non-Interested Trustees of the Trust, cast in person
at a meeting called for the purpose of voting on such approval. The Advisory
Agreement may be terminated without penalty, by either party, upon 60 days'
written notice and automatically will terminate in the event of its assignment.
Officers and Trustees of the Trust who are also managing directors,
principals and employees of WPG may receive indirect compensation by reason of
investment advisory fees paid by the Fund to WPG, in its capacity as the Adviser
and Administrator.
WPG has capital in excess of $75 million. WPG consists of 40 Managing
Directors, one of whom is a member of the NYSE, and certain principals. WPG has
approximately 245 full-time employees in addition to its principals. WPG and its
affiliates act as investment adviser or manager for approximately $14 billion of
institutional and private investment accounts, excluding the Weiss, Peck & Greer
Mutual Funds described in this Statement of Additional Information, U.S. Large
Stock Fund and The Tomorrow Funds (TM), for which WPG serves as the investment
adviser.
Roger J. Weiss is a Senior Managing Director of WPG and Chairman of
the Board and Trustee of the Trust. Stephen H. Weiss, brother of Roger J. Weiss,
is also a Senior Managing Director of WPG. Francis H. Powers is a Managing
Director of WPG, and Executive Vice President and Treasurer of the
- 13 -
<PAGE>
Trust. Jay C. Nadel is a Managing Director of WPG and an Executive Vice
President and Secretary of the Trust. Mr. Arthur L. Schwarz is a Managing
Director of WPG and Vice President of WPG Tax Free Money Market Fund and WPG
Intermediate Municipal Bond Fund. Ms. Janet A. Fiorenza is a Managing Director
of WPG and a Vice President of WPG Tax Free Money Market Fund. Daniel S.
Vandivort is a Managing Director of WPG and President of the Trust. Daniel J.
Cardell is a Managing Director of WPG and is a Vice President of WPG
Quantitative Equity Fund. The Managing Directors of WPG who serve on WPG's
executive committee are Stephen H. Weiss (Chairman), Roger J. Weiss, Philip
Greer, Ronald M. Hoffner, Wesley W. Lang, Jr., Mitch Kantor and Gil Cogan.
The persons responsible for the day-to-day management of the Fund's
portfolio are listed in the Prospectus. Messrs. Stephen H. Weiss and Roger J.
Weiss may also participate in the Fund's investment decisions and all of the
Managing Directors of WPG consult on a regular basis among themselves about
general market conditions, as well as specific securities and industries.
In the management of the Fund and their other accounts, WPG and its
affiliates allocate investment opportunities to all accounts for which they are
appropriate subject to the availability of cash in any particular account and
the final decision of the individual or individuals in charge of such accounts.
Where market supply is inadequate for a distribution to all such accounts,
securities are allocated on a pro rata basis. In some cases this procedure may
have an adverse effect on the price or volume of the security as far as the Fund
is concerned. However, it is the judgment of the Board that the desirability of
continuing the Fund's advisory arrangement with the Adviser outweighs any
disadvantages that may result from contemporaneous transactions. See "Portfolio
Brokerage."
ADMINISTRATOR
WPG, in its capacity of administrator to the Fund, performs
administrative services and certain clerical and accounting services for the
Fund under a separate administration agreement (the "Administration Agreement").
More specifically, these obligations pursuant to the Administration Agreement
include, subject to the general supervision of the Board, (a) providing
supervision of all aspects of the Fund's non-investment operations (the parties
giving due recognition to the fact that certain of such operations are performed
by others pursuant to agreements with the Fund), (b) providing the Fund, to the
extent not provided pursuant to its custodian and transfer agency agreement or
agreements with other institutions, with personnel to perform such executive,
administrative, accounting and clerical services as are reasonably necessary to
provide effective administration of the Fund, (c) arranging, to the extent not
provided pursuant to such agreements, for the preparation, at the Fund's
expense, of its tax returns, reports to shareholders, periodic updating of the
prospectuses and reports filed with the SEC and other regulatory authorities,
(d) providing the Fund, to the extent not provided pursuant to such agreements,
with adequate office space and certain related office equipment and services,
(e) maintaining the Fund's records other than those maintained pursuant to such
agreements or the Advisory Agreement, and (f) providing to the Fund transfer
agency-related and shareholder relations services and facilities and the
services of one or more of its employees or officers, or employees or officers
of its affiliates, relating to such functions (including salaries and benefits,
office space and supplies, equipment and teaching) to the extent not provided by
others.
For its services under the Administration Agreement, WPG currently
receives a fee, calculated daily and payable monthly, equal on an annual basis
to 0.05% of the Fund's average daily net assets. The Trustees review annually
the fee rate under the Administration Agreement.
- 14 -
<PAGE>
ADMINISTRATION FEES PAID FOR THE
YEARS ENDED DECEMBER 31,
------------------------
PRESENT ANNUAL RATE 1994 1995 1996
- -------------------
------------- ------------- --------------
0.05% $90,467 $55,869 $43,212
The Administration Agreement provides that WPG will not be liable for
any error of judgment or mistake of law or for any loss suffered by the Fund in
connection with the matters to which the Agreement relates, except for a loss
resulting from willful misfeasance, bad faith or gross negligence on the part of
WPG in the performance of its duties or from the reckless disregard by WPG of
its obligations and duties thereunder. The Administration Agreement's
continuance must be approved annually by a majority vote of the Board and may be
terminated without penalty, by either party, upon 60 days' written notice.
EXPENSES
With respect to the Fund, the Fund pays: (i) fees and expenses of any
investment adviser or administrator of the Fund; (ii) organization expenses of
the Fund; (iii) fees and expenses incurred by the Fund in connection with
membership in investment company organizations; (iv) brokers' commissions; (v)
payment for portfolio pricing services to a pricing agent, if any; (vi) legal,
accounting or auditing expenses (including an allocable portion of the cost of
WPG's employees rendering legal services to the Fund); (vii) interest, insurance
premiums, taxes or governmental fees; (viii) the fees and expenses of the
transfer agent of the Fund; (ix) the cost of preparing stock certificates or any
other expenses, including, without limitation, clerical expenses of issue,
redemption or repurchase of shares of the Fund; (x) the expenses of and fees for
registering or qualifying shares of the Fund for sale and of maintaining the
registration of the Fund and registering the Fund as a broker or a dealer; (xi)
the fees and expenses of Trustees of the Trust who are not affiliated with the
Adviser; (xii) the cost of preparing and distributing reports and notices to
shareholders, the SEC and other regulatory authorities; (xiii) the fees or
disbursements of custodians of the Fund's assets, including expenses incurred in
the performance of any obligations enumerated by the Declaration of Trust or
By-Laws of the Trust insofar as they govern agreements with any such custodian;
(xiv) costs in connection with annual or special meetings of shareholders,
including proxy material preparation, printing and mailing; and (xv) litigation
and indemnification expenses and other extraordinary expenses not incurred in
the ordinary course of the Fund's business.
The Fund may also enter into arrangements with third parties that
provide omnibus accounting and transfer agency-related services (including
recordkeeping and nondistribution-related shareholder servicing) for the benefit
of Fund shareholders who are the beneficial owners of Fund shares held in
nominee form with the third parties. The Fund may compensate such third parties
for the provision of subaccounting and transfer agency-related services based on
a percentage of the Fund's assets for which such entities perform such services.
To the extent that the Fund compensates a third party for the provision of these
services, it will not incur duplicative fees with its transfer agent. As of the
date of this Statement of Additional Information, the Fund has entered into
arrangements with the following third parties omnibus account service providers:
Hewitt, Mercer, Jack White, Corroon, Charles Schwab & Co. and Fidelity.
The Fund's Advisory and Administration Agreement provides that WPG,
in its capacities as investment adviser and administrator, may render similar
services to others so long as the services provided thereunder are not impaired
thereby.
- 15 -
<PAGE>
In an attempt to avoid any potential conflict with portfolio
transactions for the Fund, the Adviser and the Fund have adopted extensive
restrictions on personal securities trading by personnel of the Adviser and its
affiliates. These restrictions include: pre-clearance of all personal securities
transactions and a prohibition of purchasing initial public offerings of
securities. These restrictions are a continuation of the basic principle that
the interests of the Fund and its shareholders come before those of the Adviser
and its principals and employees.
ADMINISTRATION AND SERVICE PLAN
Under the administration and service plan of the Fund (the "Plan"),
the Fund may enter into contracts ("Servicing Agreements") with banks (other
than the Custodian), trust companies, broker-dealers (other than WPG) or other
financial organizations ("Service Organizations") to provide certain
administrative and shareholder services ("Services") on behalf of the Fund.
A Service Organization will receive a fee payable by the Fund in
respect of shares held by or through such Service Organization for its customers
for Services performed pursuant to the Plan and the applicable Servicing
Agreement. The schedule of fees and the basis upon which such fees will be paid
will be determined by the Trust's Trustees; provided, however, that the
aggregate annual fees to be paid to all Service Organizations and the Fund's
expenses under the Plan will not exceed 0.05% of the Fund's average daily net
assets per year. Neither the Custodian nor WPG will be a Service Organization or
receive fees for Services. During the year ended December 31, 1996, the Fund
paid or incurred fees to Service Organizations of $1,769 pursuant to its Plan,
all of which was paid to dealers.
Rule 12b-1 (the "Rule") under the 1940 Act regulates the
circumstances under which an investment company may, directly or indirectly,
bear the expenses of distributing its shares. The Rule defines such distribution
expenses to include the cost of "any activity which is primarily intended to
result in the sale of fund shares." The Rule provides, among other things, that
an investment company may bear such expenses only pursuant to a plan adopted in
accordance with the Rule. Because some or all of the fees to be paid to certain
Service Organizations, in some cases, could be deemed to be payment of
distribution expenses, and because the Fund bears the expense of preparing,
printing and distributing the Prospectus and Statement of Additional
Information, the Board has adopted the Plan and will enter into Service
Agreements pursuant thereto. In adopting the Plan, the Board concluded that
there is a reasonable likelihood that the Plan will benefit the Fund and its
respective shareholders by the provision of the services described above.
Specifically, the Board determined that the Plan would increase the assets of
the Fund which may reduce the Fund's expense ratio, reduce securities
transaction costs, reduce the advisory fee rates, prevent untimely disposition
of portfolio securities to meet redemption requests and increase the
diversification of the Fund's investments. The Board last approved the Plan and
Servicing Agreements on April 23, 1997.
The Plan permits, among other things, the payments to Service
Organizations and the reimbursement by the Fund, as well as the payment by the
Fund, of the costs of preparing, printing and distributing prospectuses and
statements of additional information for prospective and existing shareholders
and of implementing and operating the Plan as described above. A report of the
amounts so expended, and the purposes for which such expenditures were incurred,
must be made to the Trustees for their review at least quarterly. In addition,
the Plan provides that it may not be amended to increase materially the costs
which the Fund may bear for distribution pursuant to the Plan without
shareholder approval and that the other material amendments of the Plan must be
approved by the Trustees, and by the non-Interested Trustees who do not have any
direct or indirect financial interest in the operation of the Plan or in the
related Service Agreements, by vote cast in person at a meeting called for the
purpose of considering such amendments. The selection and nomination of the
non-Interested Trustees of
- 16 -
<PAGE>
the Trust has been committed to the discretion of the non-Interested Trustees of
the Trust. Each Plan is subject to annual approval, by the Board and by the
non-Interested Trustees who do not have any direct or indirect financial
interest in the operation of the Plan or in any of such Service Agreements, by
vote cast in person at a meeting called for the purpose of voting on the Plan.
The Plan is terminable at any time by a vote of a majority of the
non-Interested Trustees who have no direct or indirect financial interest in the
operation of the Plan or in any of the related Service Agreements or by vote of
the holders of a majority of the outstanding voting securities of the Fund. Any
Service Agreement will be terminable without penalty, at any time, by vote of a
majority of the non-Interested Trustees who have no direct or indirect financial
interest in the operation of the Plan or in any of the related Service
Agreements, or upon not more than 60 days' written notice to the Service
Organization by vote of the holders of a majority of the outstanding voting
securities of the Fund. Each Service Agreement will terminate automatically in
the event of its assignment.
The Glass-Steagall Act and other applicable statutes and regulations
prohibit certain types of banks from engaging in the business of underwriting,
selling or distributing securities. While the scope of this prohibition has not
been clearly defined by the courts or appropriate regulatory agencies, the
Trustees believe that such laws should not preclude a bank from acting as a
Service Organization. Accordingly, the Fund may engage banks to perform
administrative and shareholder servicing functions. Judicial or administrative
decisions or interpretations of such laws, as well as changes in either federal
or state statutes or regulations relating to the permissible activities of banks
and their subsidiaries or affiliates, could prevent a bank from continuing to
perform all or a part of its servicing activities. If a bank were prohibited
from so acting, its shareholder clients would be permitted to remain
shareholders of the Fund and alternative means for continuing the servicing of
such shareholders would be sought. In that event, changes in the operation of
the Fund might occur and a shareholder serviced by such bank might no longer be
able to avail itself of any automatic investment or other services then being
provided by the bank. The Trustees do not expect that shareholders would suffer
any adverse financial consequences as a result of any of these occurrences. In
addition, state securities laws on this issue may differ from the
interpretations of federal law expressed herein, and banks and other financial
institutions purchasing shares on behalf of their customers may be required to
register as dealers pursuant to state law.
TRUSTEES AND OFFICERS
The Board has responsibility for management of the business of the
Fund. The executive officers of the Trust are responsible for its day to day
operation. Set forth below is certain information concerning the Trustees and
officers of the Trust. Unless otherwise noted, each individual serves in the
capacity indicated with the Trust, as well as with the other mutual funds in the
WPG group of funds (each, a "WPG Mutual Fund"). Trustees deemed to be
"interested persons" of the Fund for purposes of the 1940 Act are indicated by
an asterisk. Each of the non-Interested Trustees is a member of the Trust's
Audit Committee and Special Nominating Committee.
<TABLE>
<CAPTION>
DATE OF PRINCIPAL OCCUPATIONS
NAME AND ADDRESS BIRTH TITLE DURING PAST FIVE YEARS
- ---------------- ----- ----- ----------------------
<S> <C> <C> <C>
Roger J. Weiss* 4/29/39 Chairman of Senior Managing Director, WPG; Chairman of
One New York Plaza the Board and the Board and Trustee, RWB/WPG U.S. Large
New York, NY 10004 Trustee; Stock Fund and Tomorrow Funds Retirement
President4) Trust; Executive Vice President and Director,
WPG Advisers, Inc.
- 17 -
<PAGE>
DATE OF PRINCIPAL OCCUPATIONS
NAME AND ADDRESS BIRTH TITLE DURING PAST FIVE YEARS
- ---------------- ----- ----- ----------------------
Raymond R. Herrmann, Jr. 9/11/20 Trustee Chairman of the Board, Sunbelt Beverage
654 Madison Avenue Corporation (distributor of wines and liquors);
Suite 1400 Former Vice Chairman and Director,
New York, NY 10017 McKesson Corporation (U.S. distributor of
drugs and health care products, wine and
spirits); Life Member, Board of Overseers of
Cornell Medical College; Member of Board
and Executive Committee, Sky Ranch for
Boys; Member, Evaluation Advisory Board,
Biotechnology Investments, Ltd.; Trustee,
RWB/WPG U.S. Large Stock Fund and
Tomorrow Funds Retirement Trust
Lawrence J. Israel 12/13/34 Trustee Private Investor; Director and Trustee of the
200 Broadway, Suite 249 Touro Infirmary; Member of the Intercollegiate
New Orleans, LA 71008 Athletics Committee of the Administrators of
the Tulane Educational Fund; Trustee,
RWB/WPG U.S. Large Stock Fund and Tomorrow
Funds Retirement Trust
Graham E. Jones 1/31/33 Trustee Financial Manger, Practice Management
330 Garfield Street Systems (Medical Services Company);
Suite 200 Director, the Malaysia Fund; Director, the Thai
Santa Fe, NM 87501 Fund; Member of the Advisory Council, The
Thailand Fund; Director, the Turkish
Investment Fund; Trustee, various investment
companies managed by Morgan Grenfell
Capital Management, Inc. and Morgan Grenfell
Investment Services, Ltd., since 1993; Director,
the Pakistan Fund; Trustee, RWB/WPG U.S.
Large Stock Fund
Paul Meek 11/12/25 Trustee Financial and Economic Consultant to foreign
5837 Cove Landing Road central banks under the auspices of each of the
Burke, VA 22015 Harvard Institute for International
Development, the International Monetary Fund
and the World Bank; President, PM Consulting
(financial and economic consulting); Former
Consultant, Fischer, Francis, Trees & Watts
("FFTW") (fixed income investment
managers); Trustee, FFTW Funds; Former Vice
President and Monetary Adviser, Federal
Reserve Bank of New York; Trustee,
RWB/WPG U.S. Large Stock Fund
William B. Ross 8/22/27 Trustee Financial Consultant; Former Senior Vice
2733 E. Newton Avenue President, Mortgage Guaranty Insurance
Shorewood, WI 53211 Corporation (mortgage credit insurer); Former
Senior Vice President, MGIC Investment Corporation
(financial services holding company); Trustee, RWB/WPG
U.S. Large Stock Fund
- 18 -
<PAGE>
DATE OF PRINCIPAL OCCUPATIONS
NAME AND ADDRESS BIRTH TITLE DURING PAST FIVE YEARS
- ---------------- ----- ----- ----------------------
Harvey E. Sampson 3/29/29 Trustee Chief Executive Officer and Chairman of
600 Secaucus Road Harvey Group, Inc. (retail sales of consumer
Secaucus, NJ 07094 electronics); Trustee, Cornell University Joint
Board of The New York Hospital - Cornell Medical
Center; Trustee, North Shore University Hospital;
Trustee, RWB/WPG U.S. Large Stock Fund and Tomorrow
Funds Retirement Trust
Robert A. Straniere 3/28/41 Trustee Member, New York State Assembly; Sole
182 Rose Avenue Proprietor, Straniere Law Firm; Director,
Staten Island, NY 10306 various Reich and Tang Funds; Trustee,
RWB/WPG U.S. Large Stock Fund
Frances H. Powers* 7/6/40 Executive Managing Director, WPG; Vice President and
One New York Plaza Vice President Secretary, Weiss, Peck & Greer Advisers, Inc.;
New York, NY 10004 and Treasurer Executive Vice President and Treasurer,
RWB/WPG U.S. Large Stock Fund and Tomorrow Funds
Retirement Trust
Jay C. Nadel* 7/21/58 Executive Managing Director, WPG; Director, Operating
One New York Plaza Vice President Departments of WPG; Executive Vice
New York, NY 10004 and Secretary President and Secretary, RWB/WPG U.S.
Large Stock Fund and Tomorrow Funds Retirement Trust
Daniel S. Vandivort* 7/4/54 President Managing Director, WPG since November
One New York Plaza 1994; From 1989 to 1994 Mr. Vandivort served
New York, NY 10004 in various capacities with CS First Boston
Investment Management
Daniel J. Cardell* 7/31/57 Vice President Managing Director, WPG since May 1996;
One New York Plaza Senior Vice President and Director of Equities,
New York, NY 10004 Bank of America prior thereto
Arthur Schwarz* 8/4/35 Vice President Managing Director, WPG
One New York Plaza
New York, NY 10004
Janet A. Fiorenza* 6/9/49 Vice President Managing Director, WPG
One New York Plaza
New York, NY 10004
S. Blake Miller* 3/4/65 Vice President Principal, WPG
One New York Plaza
New York, NY 10004
Joseph J. Reardon* 4/4/60 Vice President Senior Vice President, Mutual Fund
One New York Plaza Operations, WPG; Vice President, Tomorrow
New York, NY 10004 Funds Retirement Trust
- 19 -
<PAGE>
DATE OF PRINCIPAL OCCUPATIONS
NAME AND ADDRESS BIRTH TITLE DURING PAST FIVE YEARS
- ---------------- ----- ----- ----------------------
Joseph Parascondola* 6/6/63 Assistant Vice Assistant Manager, Mutual Fund Operations,
One New York Plaza President WPG since 1995; Assistant Tomorrow Funds
New York, NY 10004 Retirement Trust; Manager, Mutual Fund
Accounting, Concord Financial Group prior
thereto
</TABLE>
- 20 -
<PAGE>
COMPENSATION OF TRUSTEES AND OFFICERS
The Fund pays no compensation to the Trust's Trustees affiliated with
the Adviser or to its officers. None of the Trustees or officers have engaged in
any financial transactions with the Fund or with the Adviser during the past
fiscal year (other than the purchase and redemption of Fund shares).
The following table sets forth the compensation paid to the Trustees for the
Fund's fiscal year ended December 31, 1996:
PENSION OR
RETIREMENT TOTAL
BENEFITS COMPENSATION
ACCRUED AS FROM THE FUND
PART OF FUND AND OTHER
CORE BOND EXPENSES FUNDS IN
FUND ------------ COMPLEX**
------------ ------------
Roger J. Weiss $0 $0 $0
Raymond R. Herrmann, Jr. 2,625 0 34,125
Thomas J. Hilliard, Jr.*** 2,625 0 24,125
Lawrence J. Israel 2,625 0 34,125
Graham E. Jones 2,625 0 24,125
Paul Meek 2,625 0 24,125
William B. Ross 2,625 0 24,125
Harvey E. Sampson 2,625 0 34,125
Robert A. Straniere 2,625 0 24,125
- ----------
* In addition to the compensation paid during 1996 by the Fund to the
Trustees, the Fund paid deferred compensation of $6,348 to Willis Winn, a former
Trustee.
** As of December 31, 1996, there were 15 mutual funds in the Weiss, Peck &
Greer group of funds (including the Tomorrow(R) Funds) that publicly offer their
shares.
*** Mr. Hilliard retired as a Trustee of the Trust in October, 1996.
- 21 -
<PAGE>
<TABLE>
<CAPTION>
BENEFICIAL OWNERSHIP AS OF DECEMBER 31, 1997
SHARES (PERCENTAGE OF
OUTSTANDING HELD BY WPG ADVISORY ACCOUNTS
TRUSTEES AND OFFICERS (AS IN WHICH WPG DISCLAIMS
A GROUP) WPG WPG ADVISORY ACCOUNTS (1) BENEFICIAL OWNERSHIP
------------------------------------ ------------------- ------------------------ ---------------------
<S> <C> <C> <C> <C> <C> <C> <C>
CORE BOND FUND * 12,165 (0.11%) 6,760,559 58.61% 6,749,317 99.83%
<FN>
- ----------------
*AS OF DECEMBER 31, 1997, THE TRUSTEES AND OFFICERS OF THE TRUST AS A
GROUP BENEFICIALLY OWNED NOT MORE THAN 1% OF THE OUTSTANDING SHARES OF THE FUND.
(1) WPG ADVISORY ACCOUNTS ARE ADVISORY ACCOUNTS OVER WHICH WPG OR ITS
AFFILIATES HAVE DISCRETIONARY INVESTMENT AUTHORITY AND/OR DISCRETIONARY
AUTHORITY TO VOTE THE SECURITIES HELD IN SUCH ACCOUNTS.
</FN>
</TABLE>
- 22 -
<PAGE>
CERTAIN SHAREHOLDERS
AS OF OCTOBER 31, 1997, NO PERSON WITHIN THE KNOWLEDGE OF THE
MANAGEMENT OF THE FUND DIRECTLY OR INDIRECTLY OWNED, CONTROLLED OR HELD WITH
POWER TO VOTE 5% OR MORE OF THE OUTSTANDING VOTING SECURITIES (I.E., SHARES) OF
THE FUND, EXCEPT AS SET FORTH BELOW:
NAME AND ADDRESS PERCENTAGE OF
- ---------------- OUTSTANDING SHARES
------------------
THE TRUST CO. OF TOLEDO TTEE 11.03%
FOR NWO PLUMBERS & PIPEFITTERS
LOCAL 50 PENSION AND TRUST
6135 TRUST DRIVE
HOLLAND, OH 43528
THE TRUST CO. OF TOLEDO NA 8.34%
TTEE. TOLEDO PLUMBERS LOCAL
#50 PENSION & RETIREMENT OPTION C
ATTN: LENORE PETERSON
6135 TRUST DRIVE, SUITE #206
HOLLAND, OH 43528
KEY TRUST CO TTEE FBO 8.02%
BRICKLAYERS ALLIED CRAFTSMEN
LOCAL 83 PEN/PL
A/C 40009500
P.O. BOX 94871
CLEVELAND, OH 44101-4871
O'NEAL STEEL RETIREMENT FUND 5.29%
C/O SOUTH TRUST CORP.
ATTN: LISA DARK
P.O. BOX 2554
BIRMINGHAM, AL 35290
HOW TO PURCHASE SHARES
(See "How to Purchase Shares" in the Prospectus.)
The offering of shares of the Fund is continuous. The Fund may
terminate the continuous offering of its shares at any time at the discretion of
its Trustees. Shares of the Fund may be purchased from the Fund directly by an
investor or may be purchased on behalf of an investor by WPG or by a Service
Organization. An investor directly purchasing a Fund's shares should complete
and execute the subscription form included with the Prospectus in accordance
with the instructions in the Prospectus. Investors purchasing the Fund's shares
through WPG or a Service Organization should contact WPG or the Service
Organization, as appropriate, directly by mail or by telephone for appropriate
instructions.
In the case of telephone subscriptions, if full payment for telephone
subscriptions is not received by the Fund within the customary time period for
settlement then in effect after the acceptance of the order by
- 23 -
<PAGE>
the Fund, the order is subject to cancellation and the purchaser will be liable
to the Fund for any loss suffered as a result of such cancellation. To recoup
such loss the Fund reserves the right to redeem shares owned by any shareholder
whose purchase order is cancelled for non-payment, and such purchaser may be
prohibited from placing further telephone orders.
The purchaser of the Fund's shares pays no sales load or underwriting
commission with respect to an investment in the Fund. If a subscription or
redemption is arranged and settlement made through a member of the National
Association of Securities Dealers, Inc. ("NASD"), then that member may, in its
discretion, charge a fee for this service. Service Organizations may receive
fees for certain administrative services which they perform for the Fund and may
also charge their customers fees for automatic investment, redemption or other
services provided to the customers. Information concerning services and customer
charges will be provided by the particular Service Organization to any customer
who must authorize the purchase of the Fund's shares prior to such purchase.
Shares of the Fund may be transferred upon delivery to the Transfer
Agent of appropriate written instructions which clearly identify the account and
the number of shares to be transferred. Such instructions must be signed by the
registered owner and must be accompanied by certificates for the shares, if any,
which are being transferred, duly endorsed, or with an executed stock power. No
signature guarantee will be required on a transfer request if the proceeds of
the transfer are requested to be made payable to the shareholder of record and
sent to the record address of such shareholder. Otherwise, the signature on the
letter of instructions and the share certificates or the stock power must be
guaranteed, and otherwise be in good order for purposes of transfer. See "How to
Redeem Shares" in the Prospectus for a discussion of acceptable signature
guarantors. The Fund is not bound to record any transfer until all required
documents have been received by the Transfer Agent.
In addition to the Transfer Agent and other agents of the Trust, the
Fund has authorized one or more brokers and dealers to accept on its behalf
orders for the purchase and redemption of Fund shares. Under certain conditions,
such authorized brokers and dealers may designate other intermediaries to accept
orders for the purchase and redemption of Fund shares. In accordance with a
position taken by the staff of the Securities and Exchange Commission, such
purchase and redemption orders are considered to have been received by the Fund
when accepted by the authorized broker or dealer or, if applicable, the
authorized broker's or dealer's designee. Also in accordance with the position
taken by the staff of the Securities and Exchange Commission, such purchase and
redemption orders will receive the Fund's net asset value per share next
computed after the purchase or redemption order is accepted by the authorized
broker or dealer or, if applicable, the authorized broker's or dealer's
designee.
LIMITS ON FUND SHARE TRANSACTIONS
In order to reduce the investment performance effect of excessive
shareholder trading in shares of the Fund and to minimize the Fund's transaction
expenses, WPG has adopted a policy of limiting the number of shareholder
exchange and purchase/redemption transactions by any one account (or group of
accounts under common management) to a total of six such transactions per
calendar year. This Trading Policy applies to: (i) exchanges into or out of any
WPG Mutual Fund (other than between the Fund, the Government Money Market Fund,
the Tax Free Money Market Fund and the Municipal Bond Fund (the "WPG Income
Funds"), and (ii) any pair of transactions involving a purchase of shares of any
one WPG Mutual Fund followed by a redemption of an offsetting or substantially
equivalent dollar amount of shares of that same Fund. THIS TRADING POLICY DOES
NOT APPLY TO TRANSACTIONS SOLELY AMONG OR SOLELY INVOLVING THE WPG INCOME FUNDS.
If the transaction activity in any account or group of accounts under
common management exceeds this limit, the Fund will refuse additional purchase
orders, or the purchase portion of additional exchange orders, as the case may
be, with respect to such account or group of accounts for the remainder of the
calendar year. Redemption orders will not be refused.
"IN-KIND" PURCHASES
The shares of the Fund may be purchased, in whole or in part, by
delivering to the Fund securities that (a) meet the investment objective and
policies of the Fund, (b) have readily available market prices and quotations,
(c) are liquid securities not restricted as to transfer and (d) are otherwise
acceptable to the Adviser and the Fund, which reserve the right to reject all or
any part of the securities offered in exchange
- 24 -
<PAGE>
for shares of the Fund. An investor who wishes to make an "in-kind" purchase
should furnish to the Fund a list with a full and exact description of all of
the securities which he proposes to deliver. The market value of securities
accepted in exchange must be at least equal to the initial or additional
purchase minimum. The Fund will specify those securities which it is prepared to
accept and will provide the investor with the necessary forms to be completed
and signed by the investor. The investor should then send the securities, in
proper form for transfer, with the necessary forms to the Fund's custodian and
certify that there are no legal or contractual restrictions on the free transfer
and sale of the securities. The securities will be valued as of the close of
business on the day of receipt by the Fund in the same manner as portfolio
securities of the Fund are valued. See "Net Asset Value." The number of full and
fractional Fund shares having a net asset value (as next determined following
receipt of the securities) equal to the value of the securities delivered by the
investor will be issued to the investor, less any applicable stock transfer
taxes. The Fund will acquire such securities for investment purposes only and
not for immediate resale. The exchange of securities by the investor for shares
of the Fund is a taxable transaction that may result in recognition of gain or
loss on the securities so exchanged for federal, state and local income tax
purposes. Investors should consult their own tax advisers in light of their
particular tax situations.
REDEMPTION OF SHARES
(See "How to Redeem Shares" in the Prospectus")
Any shareholder of the Fund is entitled to require the Fund to redeem
all or part of his shares. It is suggested that all redemption requests be sent
by certified mail, return receipt requested. Investors whose shares are
purchased through their accounts at WPG or a Service Organization may redeem all
or a part of their shares in accordance with instructions pertaining to such
accounts. It is the responsibility of WPG or the Service Organization to
transmit the redemption order and credit its customer's account with the
redemption proceeds on a timely basis. Other investors may redeem all or part of
their shares in accordance with the procedures detailed in the Prospectus.
The redemption price, which may be more or less than the price paid
by the shareholder for his shares, is the net asset value per share next
determined after a written request for redemption in proper form is received by
First Data Investor Services Group, Inc. ("the Transfer Agent") or the Fund.
Redemptions are taxable transactions for shareholders who are subject to tax.
There is no redemption charge imposed by the Fund with respect to the redemption
of shares. Redemption requests which are not in proper form will be returned to
the shareholder for correction. Redemptions will not become effective until all
documents in proper form have been received by the Transfer Agent. The Transfer
Agent will reject redemption requests unless checks (including certified checks
or cashier's checks) received for shares purchased have cleared (which may take
up to fifteen days). To prevent such rejection, an investor may contact the Fund
or the Transfer Agent to arrange for payment for shares in cash or another form
of immediately available funds.
The redemption price may be paid in cash or portfolio securities, at
the Fund's discretion. The Fund has, however, elected to be governed by Rule
18f-1 under the 1940 Act pursuant to which the Fund is obligated to redeem
shares solely in cash up to the lesser of $250,000 or 1% of the net asset value
of the Fund during any 90-day period for any one shareholder. Should redemptions
by any shareholder exceed such limitation, the Fund will have the option of
redeeming the excess in cash or portfolio securities. In the latter case, the
securities are taken at their value employed in determining the redemption price
and the shareholder may incur a brokerage charge when the shareholder sells the
securities he receives. The selection of such securities will be made in such
manner as the officers of the Fund deem fair and reasonable.
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Payment for redeemed shares normally will be made after receipt by
the Transfer Agent of a written request for redemption in proper form as more
fully described in the Prospectus. Normally redemption proceeds are paid by
check and mailed to the shareholder of record. Shareholders may elect to have
payments wired to their bank, unless their bank cannot receive federal reserve
wires. (Please contact the Fund for further information on wire charges.) Such
payment may be postponed, and the right of redemption suspended during any
period when: (a) trading on the New York Stock Exchange ("NYSE") is restricted
as determined by the applicable rules and regulations of the SEC or the NYSE is
closed for other than weekends and holidays; (b) the SEC has, by order,
permitted such suspension; or (c) an emergency, as defined by rules and
regulations of the SEC exists, making disposal of portfolio securities or
valuation of net assets of the Fund not reasonably practicable.
NET ASSET VALUE
(See "How the Fund's Net Asset Value is Determined" in the Prospectus)
The net asset value of the Fund is determined once daily, Monday
through Friday (when the NYSE is open for regular trading) on each day (other
than a day during which no shares of the Fund were tendered for redemption and
no order to purchase or sell shares of the Fund was received) in which there is
a sufficient degree of trading in the Fund's portfolio securities that the
current net asset value of the Fund's shares might be materially affected. Such
determination is made as of the close of regular trading on the NYSE, normally
4:00 P.M. New York City time. The net asset value per share is calculated by
dividing the value of the Fund's securities, cash and other assets (including
dividends accrued but not collected) less all of its liabilities (including
options and accrued expenses but excluding capital and surplus), by the total
number of shares outstanding, the result being rounded to the nearest cent. All
expenses of the Fund are accrued daily and taken into account for the purpose of
determining the net asset value. The NYSE is not open for trading on weekends or
on New Year's Day (January 1), Martin Luther King Day (the third Monday in
January), Presidents' Day (the third Monday in February), Good Friday, Memorial
Day (the last Monday in May), Independence Day (July 4), Labor Day (the first
Monday in September), Thanksgiving Day (the fourth Thursday in November) and
Christmas Day (December 25).
The public offering price of the Fund's shares is the net asset value
per share next determined after receipt of an order. Orders for shares which
have been received by the Fund or the Transfer Agent prior to the close of
regular trading of the NYSE are confirmed at the offering price effective at the
close of regular trading of the NYSE on that day, while orders received
subsequent to the close of regular trading of the NYSE will be confirmed at the
offering price effective at the close of regular trading of the NYSE on the next
day on which the net asset value is calculated.
In determining the net asset value of the Fund, securities, options
on securities, futures contracts and options thereon which are listed or
admitted to trading on a national exchange, are valued at their last sale on
such exchange prior to the time of determining net asset value; or if no sales
are reported on such exchange on that day, at the mean between the most recent
bid and asked price. Securities listed on more than one exchange shall be valued
on the exchange on which the security is most extensively traded. Unlisted
securities for which market quotations are readily available are valued at the
mean between the most recent bid and asked prices. Other securities and assets
for which market quotations are not readily available are valued at their fair
value as determined in good faith by the Trust's Valuation Committee as
authorized by the Board.
Bonds and other fixed income securities (other than short-term
obligations but including listed issues) in the Fund's portfolio are valued at
fair market value on the basis of valuations furnished by a
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pricing service which utilizes both dealer-supplied valuations and electronic
data processing techniques which take into account appropriate factors such as
institutional-size trading in similar groups of securities, yield, quality,
coupon rate, maturity, type of issue, trading characteristics and other market
data, without exclusive reliance upon quoted prices or exchange or
over-the-counter prices, when such valuations are believed to reflect the fair
value of such securities.
For purposes of determining the net asset value of the Fund's shares,
options transactions will be treated as follows: When the Fund sells an option,
an amount equal to the premium received by the Fund will be included in the
Fund's accounts as an asset and a deferred liability will be created in the
amount of the option. The amount of the liability will be marked to the market
to reflect the current market value of the option. If the option expires or if
the Fund enters into a closing purchase transaction, the Fund will realize a
gain (or a loss if the cost of the closing purchase exceeds the premium
received), and the related liability will be extinguished. If a call option
contract sold by the Fund is exercised, the Fund will realize the gain or loss
from the sale of the underlying security and the sale proceeds will be increased
by the premium originally received.
INVESTOR SERVICES
The Fund offers a variety of services, as described in Appendix B and
in the sections that follow, designed to meet the needs of its shareholders. The
costs of providing such services are borne by the Fund, except as otherwise
specified below. Further information on each service is set forth in the
Prospectus under the caption "Shareholder Services."
AUTOMATIC REINVESTMENT PLAN
For the convenience of the Fund's shareholders and to permit
shareholders to increase their shareholdings in the Fund, the Fund's Transfer
Agent is, unless otherwise specified, appointed in the subscription form by the
investor as an agent to receive all dividends and capital gains distributions
and to reinvest them in shares (or fractions thereof) of the Fund, at the net
asset value per share next determined after the record date for the dividend or
distribution. The investor may, of course, terminate such agency agreement at
any time by written notice to the Transfer Agent, and direct the Transfer Agent
to have dividends or capital gains distributions, or both, if any, sent to him
in cash rather than reinvested in shares of the Fund. The Fund or Transfer Agent
may also terminate such agency agreement, and the Fund has the right to appoint
a successor Transfer Agent.
EXCHANGE PRIVILEGE
Shares of the Fund may be exchanged by mail for shares of any other
WPG Mutual Fund at their relative net asset values. Shareholders may exchange
shares by telephone or telegram once the Telephone Authorization Section of the
account application has been completed and filed with the Transfer Agent and it
has been accepted. To exchange shares by telephone, call 1-800-223-3222 between
the hours of 9:00 A.M. and 4:00 P.M. Eastern time on any day that the WPG Mutual
Funds are open for business. A current Prospectus, which may be obtained from
any WPG Mutual Fund, should be read in advance of investment in any WPG Mutual
Fund. For tax purposes, an exchange involves a redemption of shares, which is a
taxable transaction for shareholders who are subject to tax. Signatures on the
written authorization to exchange by telephone or telegram must be guaranteed in
the same manner as set forth under "How to Purchase Shares." However, for
exchanges by mail, no guarantee is required if the exchange is being made into
an identically registered account. The exchange privilege is available only in
those jurisdictions where shares of the WPG Mutual Funds may be legally sold.
When establishing a new
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account by an exchange, the value of the shares redeemed must meet the minimum
initial investment requirement of the WPG Mutual Funds involved. In addition,
the exchange privilege is available only when payment for the shares to be
redeemed has been made. Exchange requests will not be accepted for shares
purchased by check until such check clears, which could be up to 15 days from
the date that the shares were purchased. If for these or other reasons the
exchange cannot be effected, the shareholder will be so notified.
This service is intended to provide shareholders with a convenient
way to switch their investments when their objectives or perceived market
conditions suggest a change. The exchange privilege is not meant to afford
shareholders an investment vehicle to play short-term swings in the stock market
by engaging in frequent transactions in and out of the WPG Mutual Funds.
Shareholders who engage in such frequent transactions may be prohibited from or
restricted in placing future exchange orders. See "HOW TO REDEEM SHARES --
Excessive Trading" in the Prospectus and "HOW TO PURCHASE SHARES -- Limits On
Fund Share Transactions" above for limitations on exchanges and trading in the
Fund's shares.
AUTOMATIC INVESTMENT PLAN
The Automatic Investment Plan enables investors to make regular
(monthly or quarterly) investments of $50 or more in shares of the Fund through
an automatic withdrawal from your designated bank account by simply completing
the Automatic Investment Plan application. Please call 1-800-223-3332 or write
to WPG to receive this form. By completing the form, you authorize the Fund's
Custodian to periodically draw money from your designated account, and to invest
such amounts in account(s) with the Fund. The transaction will be automatically
processed to your mutual fund account on or about the first business day of the
month or quarter you designate.
If you elect the Automatic Investment Plan, please be aware that: (1)
the privilege may be revoked without prior notice if any check is not paid upon
presentation; (2) the Fund's Custodian is under no obligation to notify you as
to the non-payment of any check, and (3) this service may be modified or
discontinued by the Fund's Custodian upon thirty (30) days' written notice to
you prior to any payment date, or may be discontinued by you by written notice
to the Transfer Agent at least ten (10) days before the next payment date.
SYSTEMATIC WITHDRAWAL PLAN
A Systematic Withdrawal Plan is available without expense to any
shareholder with a minimum investment of $15,000 in value of the Fund's shares
(at the then current offering price). The Transfer Agent may be directed, as
agent of the purchaser, to redeem without a redemption charge such shares of the
Fund held in his account as may be required so that the shareholder or any
person designated by him will receive a monthly or quarterly check in a stated
amount not to be less than $50 (although such amount is not necessarily a
recommended amount).
Redemption of shares for such purposes may reduce or even liquidate
the account, particularly in a declining market. Such payments paid to a
shareholder cannot be considered a yield or income on the investment. Payments
to a shareholder in excess of distributions of investment income will constitute
a return of his invested principal, and liquidation of shares pursuant to this
Plan is a redemption, which is a taxable transaction for shareholders who are
subject to tax.
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Withdrawals at the same time as regular purchases of the Fund's
shares ordinarily will not be permitted since purchases are intended to
accumulate capital and the Systematic Withdrawal Plan is designed for the
regular withdrawal of funds, except that a shareholder may make lump sum
investments, of $5,000 or more. The Systematic Withdrawal Plan may be terminated
by the shareholder, without penalty, at any time and the Fund may terminate the
Plan at will. There are no contractual rights on the part of either party with
respect to the Plan.
DIVIDENDS, DISTRIBUTIONS AND TAX STATUS
A regulated investment company qualifying under Subchapter M of the
Code is not subject to federal income tax on distributed amounts to the extent
that it distributes its taxable and tax-exempt net investment income and net
realized capital gains in accordance with the timing requirements of the Code.
The Fund intends to qualify and be treated as a regulated investment company for
each taxable year.
Qualification of the Fund for treatment as a regulated investment
company under the Code requires, among other things, that (a) at least 90% of
the Fund's gross income for its taxable year, without offset for losses from the
sale or other disposition of stock or securities or other transactions, be
derived from interest, payments with respect to securities loans, dividends and
gains from the sale or other disposition of stock or securities or foreign
currencies, or other income (including but not limited to gains from options,
futures, or forward contracts) derived with respect to its business of investing
in such stock, securities or currencies; (b) the Fund distribute for its taxable
year (in accordance with the Code's timing and other requirements) to its
shareholders as dividends at least 90% of its taxable and tax-exempt net
investment income, the excess of net short-term capital gain over net long-term
capital loss earned in such year and any other net income (except for the
excess, if any, of net long-term capital gain over net short-term capital loss,
which need not be distributed in order for the Fund to qualify as a regulated
investment company but is taxed to the Fund if it is not distributed); and (c)
the Fund diversify its assets so that, at the close of each quarter of its
taxable year, (i) at least 50% of the fair market value of its total (gross)
assets is comprised of cash, cash items, U.S. Government securities, securities
of other regulated investment companies and other securities, with such other
securities limited in respect of any one issuer to no more than 5% of the fair
market value of the Fund's total assets and 10% of the outstanding voting
securities of such issuer and (ii) no more than 25% of the fair market value of
its total assets is invested in the securities of any one issuer (other than
U.S. Government securities and securities of other regulated investment
companies) or of two or more issuers controlled by the Fund and engaged in the
same, similar, or related trades or businesses.
The Fund intends to distribute at least annually to its shareholders
all or substantially all of its taxable income (including net realized capital
gains) and any net tax-exempt interest. If for any taxable year the Fund does
not qualify as a regulated investment company, it will be taxed on all of its
taxable income at corporate rates, its net tax-exempt interest (if any) may be
subject to the alternative minimum tax, and its distributions to shareholders
will be taxable as ordinary dividends to the extent of its current and
accumulated earnings and profits.
The Fund is subject to a 4% nondeductible federal excise tax on
amounts required to be but not distributed under a prescribed formula. The
formula requires that the Fund distribute (or be deemed to have distributed) to
shareholders during a calendar year at least 98% of the Fund's ordinary income
for the calendar year, at least 98% of the excess of its capital gains over the
capital losses realized during the one-year period ending October 31 during such
year, as well as any income or gain (as so computed) from the prior calendar
year that was not distributed for such year and on which the Fund paid no
federal income tax. The Fund has distribution policies that should generally
enable it to avoid liability for this tax.
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<PAGE>
Net investment income for the Fund is the Fund's investment income
less its expenses. Dividends from net investment income and the excess, if any,
of net short-term capital gain over net long-term capital loss of the Fund will
be taxed to shareholders as ordinary income, and dividends from net long-term
capital gain in excess of net short-term capital loss ("capital gain dividends")
will be taxed to shareholders as capital gain, for federal income tax purposes.
As a result of federal tax legislation enacted on August 5, 1997 (the "Act"),
gain recognized after May 6, 1997 from the sale of a capital asset is taxable to
individual (noncorporate) investors at different maximum federal income tax
rates, depending generally upon the tax holding period for the asset, the
federal income tax bracket of the taxpayer, and the dates the asset was acquired
and/or sold. The Treasury Department has issued guidance under the Act that
(subject to possible modification by future "technical corrections" legislation)
will enable the Fund to pass through to its shareholders the benefits of the
capital gains rates enacted in the Act. The Fund will provide appropriate
information to its shareholders about the tax rate(s) applicable to its capital
gain dividends in accordance with this and any future guidance. Shareholders
should consult their own tax advisers on the correct application of these new
rules in their particular circumstances. The Fund's dividends are paid after
taking into account, and reducing the distribution to the extent of, any
available capital loss carryforwards. The Fund has capital loss carryforwards as
of December 31, 1996 of $20,372,994 and $1,027,899 which expire in 2002 and
2004, respectively.
Long-term capital gains of the Fund are taxable to shareholders as
capital gains if they are either distributed in the form of capital gain
dividends or retained by the Fund and designated for treatment as capital gains
distributed to the shareholders. If any net realized long-term capital gain in
excess of net realized short-term capital loss is retained by the Fund for
reinvestment, requiring federal income taxes to be paid thereon by the Fund, the
Fund will elect to treat such capital gains as having been distributed to
shareholders. As a result, each shareholder will report such capital gains as
capital gains, will be able to claim his share of federal income taxes paid by
the Fund on such gains as a credit against his own federal income tax liability,
and will be entitled to increase the adjusted tax basis of his Fund shares by
the difference between his pro rata share of such gains and his tax credit.
The Funds dividends, including capital gain dividends, will not be
eligible for any dividends received deduction for corporate shareholders. Each
year, the Fund will notify shareholders of the tax status of its dividends and
distributions.
Dividends, other than daily dividends, paid by the Fund shortly after
a shareholder's purchase of shares have the effect of reducing the net asset
value per share of his shares by the amount per share of the dividend
distribution. Although such dividends are, in effect, a partial return of the
shareholder's purchase price to the shareholder, they will be subject to federal
income tax as described above. Therefore, prior to purchasing shares an investor
should consider the impact of an anticipated capital gain dividend or
distribution from net short-term capital gains.
Distributions from the Fund's current or accumulated earnings and
profits ("E&P"), as computed for federal income tax purposes, will be taxable as
described above whether taken in shares or in cash. Distributions, if any, in
excess of E&P will constitute a return of capital, which will first reduce an
investor's tax basis in Fund shares and thereafter (after such basis is reduced
to zero) will generally give rise to capital gains. Shareholders electing to
receive distributions in the form of additional shares will have a cost basis
for federal income tax purposes in the shares so received equal to the amount of
cash they would have received had they elected to receive cash.
All dividends and capital gain dividends, whether received in shares
or in cash, must be reported by each taxable shareholder on his or her federal
income tax return. Redemptions of shares, including
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exchanges for shares of another WPG Mutual Fund, may result in tax consequences
to the shareholder and are also subject to these reporting requirements.
Over-the-counter options on debt securities written or purchased by
the Fund will be subject to tax under Section 1234 of the Code. In general, no
loss is recognized by the Fund upon payment of a premium in connection with the
purchase of a put or call option. The character of any gain or loss recognized
(i.e., long-term or short-term) will generally depend, in the case of a lapse or
sale of the option, on the Fund's holding period for the option, and in the case
of an exercise of the option, on the Fund's holding period for the underlying
security. The purchase of a put option may constitute a short sale for federal
income tax purposes, causing an adjustment in the holding period of the
underlying stock or security or a substantially identical stock or security in
the Fund's portfolio. If the Fund writes a put or call option, no gain is
recognized upon its receipt of a premium. If the option lapses or is closed out,
any gain or loss is treated as a short-term capital gain or loss. If a call
option is exercised, whether the gain or loss is long-term or short-term depends
on the holding period of the underlying stock or security. The exercise of a put
option written by the Fund is not a taxable transaction for the Fund.
Futures contracts entered into by the Fund that are "regulated
futures contracts" and listed non-equity options written or purchased by the
Fund (including options on debt securities, options on futures contracts,
options on securities indices and options on broad-based stock indices), will be
governed by Section 1256 of the Code. Absent a tax election to the contrary,
gain or loss attributable to the lapse, exercise or closing out of any such
position will be treated as 60% long-term and 40% short-term capital gain or
loss, and on the last trading day of the Fund's taxable year, all outstanding
Section 1256 positions will be marked to market (i.e., treated as if such
positions were closed out at their closing price on such day), and any resulting
gain or loss will be recognized as 60% long-term and 40% short-term capital gain
or loss. Under certain circumstances, entry into a futures contract to sell a
security may constitute a short sale for federal income tax purposes, causing an
adjustment in the holding period of the underlying security or a substantially
identical security in the Fund's portfolio. Additionally, the Fund may be
required to recognize gain (subject to tax distribution requirements) if an
option, futures contract or other transaction that is not marked to market under
Section 1256 of the Code is treated as a constructive sale of an appreciated
financial position in the Fund's portfolio.
Positions of the Fund which consist of at least one debt security not
governed by Section 1256 and at least one futures contract or listed non-equity
option governed by Section 1256 which substantially diminishes the Fund's risk
of loss with respect to such debt security will be treated as a "mixed
straddle." Although mixed straddles are subject to the straddle rules of Section
1092 of the Code, certain tax elections exist for them which reduce or eliminate
the operation of these rules. The Fund will monitor its transactions in options
and futures and may make certain tax elections in order to mitigate the
operation of these rules.
The tax rules applicable to options and futures transactions may
affect the amount, timing and character of the Fund's income and, consequently,
its distributions to shareholders by causing holding period adjustments,
converting short-term capital losses into long-term capital losses, converting
capital gain or loss into ordinary income or loss, and accelerating the Fund's
income or deferring its losses.
The federal income tax rules applicable to dollar rolls are not
settled, and the Fund may be required to account for these transactions in a
manner that, under certain circumstances, may limit the extent of its use of
such transactions.
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The Fund's investment in zero coupon securities, capital appreciation
bonds, or other securities having original issue discount (or market discount,
if the Fund elects to include market discount in income currently) will
generally cause it to realize income prior to the receipt of cash payments with
respect to these securities. The mark to market and constructive sale rules
described above may also require the Fund to recognize income or gains without a
concurrent receipt of cash. In order to distribute this income or gains,
maintain its qualification as a regulated investment company, and avoid federal
income or excise taxes, the Fund may be required to liquidate portfolio
securities that it might otherwise have continued to hold.
Different tax treatment, including a penalty on certain
distributions, excess contributions or other transactions is accorded to
accounts maintained as IRAs or other retirement plans. Investors should consult
their tax advisors for more information. See also Appendix B.
All or a portion of a loss realized upon the redemption or other
disposition of shares may be disallowed under "wash sale" rules to the extent
shares of the Fund are purchased (including shares acquired by means of
reinvested dividends) within a 61-day period beginning 30 days before and ending
30 days after such redemption or other disposition. Any loss realized upon a
shareholder's sale, redemption or other disposition of shares with a tax holding
period of six months or less will be treated as a long-term capital loss to the
extent of any distribution of long-term capital gains with respect to such
shares. Exchanges and withdrawals under the Systematic Withdrawal Plan are
treated as redemptions for federal income tax purposes. Shareholders should
consult their own tax advisers regarding their particular circumstances to
determine whether a disposition of the shares of a Fund is properly treated as a
sale for tax purposes, as is assumed in the foregoing discussion. Also, future
Treasury Department guidance issued to implement the Act may contain additional
rules for determining the tax treatment of sales of the shares of a Fund held
for various periods, including the treatment of losses on the sale of shares
held for six months or less that are recharacterized as long-term capital
losses, as described above.
The foregoing discussion of U.S. federal income tax law relates
solely to the application of that law to U.S. persons, i.e., U.S. citizens and
residents and U.S. domestic corporations, partnerships, trusts and estates
subject to tax under such law. The discussion does not address the special tax
rules applicable to certain classes of investors, such as tax-exempt entities,
financial institutions, and insurance companies. Each shareholder who is not a
U.S. person should consider the U.S. and foreign tax consequences of ownership
of shares of the Fund, including the possibility that such a shareholder may be
subject to a U.S. withholding tax at a rate of 30% (or at a lower rate under an
applicable income tax treaty) on Fund distributions treated as ordinary
dividends.
Many states and local taxing authorities allow an exemption from
state or local income tax for distributions derived from interest received by a
fund from direct obligations of the U.S. Government or an exemption from
intangible property taxes based on the extent of a fund's investment in such
obligations, subject in some states to satisfaction of minimum holding
thresholds and/or reporting requirements. If the Fund invests in such
obligations, shareholders should consult their own tax advisers concerning the
possible existence of such an exemption in the states and localities in which
they pay tax, but the Fund will not necessarily invest in such obligations or
satisfy any applicable requirements in any particular state or locality.
The Fund may be required to pay state taxes in states that have
jurisdiction to tax it, except to the extent an exemption may be available, but
the Fund does not anticipate that its state tax liability will be substantial.
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This discussion of the federal income tax treatment of the Fund and
its shareholders is based on the federal income tax law in effect as of the date
of this Statement of Additional Information. Shareholders should consult their
tax advisers about the application of the provisions of tax law described in
this statement of additional information and about the possible application of
state, local and foreign taxes in light of their particular tax situations.
PORTFOLIO BROKERAGE
It is the general policy of the Adviser not to employ any broker in
the purchase or sale of securities for the Fund's portfolios unless the Adviser
believes that the broker will obtain the best results for the Fund, taking into
consideration such relevant factors as price, the ability of the broker to
effect the transaction and the broker's facilities, reliability and financial
responsibility. Commission rates, being a component of price, are considered
together with such factors.
U.S. Government and debt securities are traded primarily in the
over-the-counter market. Transactions in the over-the-counter market are
generally principal transactions with dealers and the costs of such transactions
involve dealer spreads rather than brokerage commissions. With respect to
over-the-counter transactions, the Fund, where possible, deals directly with the
dealers who make a market in the securities involved except in those
circumstances where better prices and execution are available elsewhere. Under
the 1940 Act, persons affiliated with the Fund are prohibited from dealing with
the Fund as a principal in the purchase and sale of securities. Since
transactions in the over-the-counter market usually involve transactions with
dealers acting as principal for their own account, affiliated persons of the
Fund, including WPG, may not serve as the Fund's dealer in connection with such
transactions. However, affiliated persons of the Fund may serve as its broker in
transactions conducted on an exchange or over-the-counter transactions conducted
on an agency basis. Subject to the foregoing, where transactions are effected on
securities exchanges, the Fund employs WPG as principal broker. The Fund is not
obligated to deal with any broker or group of brokers in the execution of
transactions in portfolio securities. On occasion, certain money market
instruments may be purchased directly from an issuer, in which case no
commissions or discounts are paid.
In selecting brokers other than WPG to effect transactions on
securities exchanges, the Fund considers the factors set forth in the first
paragraph under this heading and any investment products or services provided by
such brokers, subject to the criteria of Section 28(e) of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"). When more than one firm
is believed to meet the factors set forth in the first paragraph under this
heading, preference may be given to firms that also sell shares of the Fund.
Section 28(e) specifies that a person with investment discretion shall not be
"deemed to have acted unlawfully or to have breached a fiduciary duty" solely
because such person has caused the account to pay a higher commission than the
lowest rate available. To obtain the benefit of Section 28(e), the person so
exercising investment discretion must make a good faith determination that the
commissions paid are "reasonable in relation to the value of the brokerage and
research services provided viewed in terms of either that particular transaction
or his overall responsibilities with respect to the accounts as to which he
exercises investment discretion." Accordingly, if the Adviser determines in good
faith that the amount of commissions charged by a broker is reasonable in
relation to the value of the brokerage and research products and services
provided by such broker, the Adviser may cause the Fund to pay commissions to
such broker in an amount greater than the amount another firm might charge.
Research products and services provided to the Fund include research reports on
particular industries and companies, economic surveys and analyses,
recommendations as to specific securities and other products or services (e.g.,
quotation equipment and computer related costs and expenses) providing lawful
and appropriate assistance to WPG (and its affiliates) in the performance of
their decision-making responsibilities.
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Each year, the Adviser considers the amount and nature of the
research products and services provided by other brokers as well as the extent
to which such products and services are relied upon, and attempts to allocate a
portion of the brokerage business of its clients on the basis of that
consideration. In addition, brokers sometimes suggest a level of business they
would like to receive in return for the various services they provide. Actual
brokerage business received by any broker may be less than the suggested
allocations, but can (and often does) exceed the suggestions, because total
brokerage is allocated on the basis of all the considerations described above.
In certain instances there may be securities which are suitable for
the Fund's portfolio as well as for that of another one or more of the other
clients of the Adviser. Investment decisions for the Fund and for the Adviser's
other clients are made with a view to achieving their respective investment
objectives. It may develop that a particular security is bought or sold for only
one client even though it might be held by, or bought or sold for, other
clients. Likewise, a particular security may be bought for one or more clients
when one or more other clients are selling that same security. Some simultaneous
transactions are inevitable when several clients receive investment advice from
the same investment adviser, particularly when the same security is suitable for
the investment objectives of more than one client. When two or more clients are
simultaneously engaged in the purchase or sale of the same security, the
securities are allocated among clients in a manner believed to be equitable to
each. It is recognized that in some cases this system could have a detrimental
effect on the price or volume of the security in a particular transaction as far
as the Fund is concerned. The Fund believes that over time its ability to
participate in volume transactions will produce better executions for the Fund.
BROKERAGE COMMISSIONS
PERCENTAGE OF
AGGREGATE
DOLLAR AMOUNT
OF TRANSACTIONS
INVOLVING THE
PERCENTAGE OF PAYMENT OF
AGGREGATE BROKERAGE AGGREGATE COMMISSIONS
COMMISSIONS COMMISSIONS EFFECTED
PAID TO WPG THROUGH WPG
1994 1995 1996 DURING 1996 DURING 1996
---- ---- ---- ----------- -----------
Core Bond Fund 89,597 12,754 0 N/A N/A
WPG does not knowingly participate in commissions paid by the Fund to
other brokers or dealers and does not seek or knowingly receive any reciprocal
business as the result of the payment of such commissions. In the event that WPG
at any time learns that it has knowingly received reciprocal business, it will
so inform the Board.
Subject to the supervision of the Board, all investment decisions of
the Fund are executed through WPG's trading department.
- 34 -
<PAGE>
PORTFOLIO TURNOVER
See "Financial Highlights" in the Prospectus for the Fund's portfolio
turnover rates.
In determining such portfolio turnover, U.S. Government securities
and all other securities (including options) which have maturities at the time
of acquisition of one year or less ("short-term securities") are excluded. The
annual portfolio turnover rate is calculated by dividing the lesser of the cost
of purchases or proceeds from sales of portfolio securities for the year by the
monthly average of the value of the portfolio securities owned by the Fund
during the year. The monthly average is calculated by totalling the values of
the portfolio securities as of the beginning and end of the first month of the
year and as of the end of the succeeding 11 months and dividing the sum by 13. A
turnover rate of 100% would occur if all of the Fund's portfolio securities
(other than short-term securities) were replaced once in a period of one year.
It should be noted that if the Fund were to write a substantial number of
options which are exercised, the portfolio turnover rate of the Fund would
increase. Increased portfolio turnover results in increased brokerage costs
which the Fund must pay.
The Fund will trade its portfolio securities without regard to the
length of time for which they have been held. To the extent that the Fund's
portfolio is traded for short-term market considerations and portfolio turnover
rate exceeds 100%, the annual portfolio turnover rate of the Fund could be
higher than most mutual funds.
ORGANIZATION
(See "Organization and Capitalization,"
"How to Purchase Shares," and "Redemption
of Shares" in the Prospectus.)
The Fund is a separate investment portfolio of Weiss, Peck & Greer
Funds Trust ("Funds Trust"). Funds Trust is a Massachusetts business trust
established under a Declaration of Trust on September 11, 1985. The Fund's
Declaration of Trust ("Declaration of Trust") was amended and restated on May 1,
1993 and may be further amended from time to time. Effective January 20, 1998,
the Fund changed its name from WPG Government Securities Fund to WPG Core Bond
Fund.
Under Massachusetts law, shareholders of a business trust, unlike
shareholders of a corporation, could be held personally liable as partners for
the obligations of the trust under certain circumstances. The Declaration of
Trust, however, provides that Fund shareholders shall not be subject to any
personal liability for the acts or obligations of the Fund and that every
written obligation, contract, instrument or undertaking made by the Fund may
contain a provision to that effect. The Board intends to conduct the operations
of the Fund, with the advice of counsel, in such a way so as to avoid, to the
extent possible, ultimate liability of the shareholders for liabilities of the
Fund.
The Declaration of Trust further provides that no Trustee, officer,
employee or agent of the Trust is liable to the Trust or to a shareholder, nor
is any Trustee, officer, employee or agent liable to any third persons in
connection with the affairs of the Trust, except as such liability may arise
from his or its own bad faith, willful misfeasance, gross negligence or reckless
disregard of his or its duties. It also provides that all third parties shall
look solely to the property of the Trust for satisfaction of claims arising in
connection with the affairs of the Trust. With the exceptions stated, the
Declaration of Trust permits the Board to provide for the indemnification of
Trustees, officers, employees or agents of the Trust against all liability in
connection with the affairs of the Trust. All persons dealing with the Fund must
look solely to
- 35 -
<PAGE>
the property of the Fund for the enforcement of any claims against the Fund as
neither the Trustees, officers, agents or shareholders assume any personal
liability for obligations entered into on behalf of the Fund. The Fund is not
liable for the obligations of any other series of the Trust.
Under the Declaration of Trust, the Trust is not required to hold
annual meetings to elect Trustees or for other purposes. It is not anticipated
that the Trust will hold shareholders' meetings unless required by law or the
Declaration of Trust. The Trust will be required to hold a meeting to elect
Trustees to fill any existing vacancies on its Board if, at any time, fewer than
a majority of the Trustees have been elected by the shareholders of the Trust.
The Board is required to call a meeting for the purpose of considering the
removal of persons serving as Trustee if requested in writing to do so by the
holders of not less than 10 percent of the outstanding shares of the Trust.
Trust shares do not have cumulative voting rights, so that the
holders of more than 50% of the outstanding shares may elect all of the
Trustees. Each Fund share is entitled to such dividends and distributions out of
the income earned on the assets belonging to the Fund as are declared in the
discretion of the Board. In the event of the liquidation or dissolution of the
Fund, Fund shares are entitled to receive their proportionate share of the
assets which are available for distribution as the Trustees in their sole
discretion may determine. Shareholders are not entitled to any preemptive or
subscription rights. All shares, when issued, will be fully paid and
non-assessable by the Trust.
Pursuant to the Declaration of Trust, the Board may create additional
funds by establishing additional series of shares. The establishment of
additional series would not affect the interests of current shareholders of the
Fund. As of the date of this Statement of Additional Information, the Board does
not have any plans to establish additional series of shares in the Trust.
Pursuant to the Declaration of Trust, the Board may establish and
issue multiple classes of shares. As of the date of this Statement of Additional
Information, the Board does not have any plan to establish multiple classes of
shares for the Trust.
Pursuant to the Declaration of Trust, the Board may also authorize
the Fund to invest all or part of its investable assets in a single open-end
investment company that has substantially the same investment objective,
policies and restrictions as the Fund. As of the date of this Statement of
Additional Information, the Board does not have any plan to authorize the Fund
to so invest its assets.
Upon the initial purchase of shares, the shareholder agrees to be
bound by the Trust's Declaration of Trust, as amended from time to time. The
Declaration of Trust is on file at the Office of the Secretary of State of The
Commonwealth of Massachusetts in Boston, Massachusetts.
CUSTODIAN
The Custodian for the Fund is Boston Safe Deposit and Trust Company
at One Exchange Place, Boston, Massachusetts 02109. In its capacity as
Custodian, Boston Safe Deposit and Trust Company performs all accounting
services, holds the assets of the Fund and is responsible for calculating the
net asset value per share.
- 36 -
<PAGE>
TRANSFER AGENT
First Data Investor Services Group, Inc. acts as transfer agent for
the Fund and in such capacity, processes purchases, transfers and redemptions of
shares, acts as dividend disbursing agent, and maintains records and handles
correspondence with respect to shareholder accounts.
LEGAL COUNSEL
Hale and Dorr LLP, 60 State Street, Boston, Massachusetts 02109,
serves as legal counsel to the Fund.
INDEPENDENT AUDITORS
KPMG Peat Marwick LLP ("KPMG"), 345 Park Avenue, New York, New York
10154, serves as the Fund's independent accountants and in that capacity audits
the Fund's annual financial statements.
CALCULATION OF PERFORMANCE DATA
TOTAL RETURN
The Fund may calculate current return for a twelve-month period by
determining the "net change in value" of a hypothetical account having a balance
of one share at the beginning of the period, dividing the net change in value by
the value of the account at the end of the base period, with the resulting
return figure carried to the nearest hundredth of one percent. "Net change in
value" of an account will consist of the value of additional shares purchased
with dividends from the original share and dividends declared on both the
original share and any such additional shares (not including long-term realized
gains or losses and unrealized appreciation or depreciation) less applicable
expenses of the Fund.
The average annual total return of the Fund is determined for a
particular period by calculating the actual dollar amount of the investment
return on a $1,000 investment in the Fund made at the maximum public offering
price (i.e., net asset value) at the beginning of the period, and then
calculating the annual compounded rate of return which would produce that
amount. Total return of the Fund for a period of one year is equal to the actual
return of the Fund during that period. This calculation assumes that all
dividends and distributions are reinvested at net asset value on the
reinvestment dates during the period.
Total return information for the Fund is set forth below.
TOTAL RETURN
------------
ONE YEAR FIVE YEARS TEN YEARS
ENDED ENDED 6/30/97 ENDED 6/30/97
6/30/97 ANNUALIZED CUMULATIVE ANNUALIZED CUMULATIVE
------- ---------- ---------- ----------- ----------
Core Bond Fund 6.52% 4.68%(1) 25.72%(1) 7.31(1) 102.66%(1)
- 37-
<PAGE>
- ----------
(1)The Core Bond Fund's management fee was increased by 0.10% of the
Fund's average daily net assets effective July 31, 1991. The performance data
set forth herein includes periods during which the lower management fee was in
effect.
YIELD
The 30-day yield quotation of the Fund is computed by dividing the
net investment income for the period by the maximum offering price per share on
the last day of the period, according to the following formula:
YIELD=2[( A - B +1) 6-1]
-----
CD
Where:
a = Dividends and interest earned during the period.
b = Expenses accrued for the period.
c = The average daily number of shares outstanding during the
period that were entitle to receive dividends
d = The maximum offering price (i.e., net asset value) per share
on the last day of the period.
YIELD FOR
30-DAY PERIOD = 5.62%
ENDED 6/30/97
GENERAL
The Fund may from time to time advertise comparative performance as
measured by various independent sources, including, but not limited to, Lipper
Analytical Services, Inc., Donaghues Money Fund Report, Barron's, The Wall
Street Journal, Weisenberger Investment Companies Service, Business Week,
Changing Times, Financial World, Forbes, Fortune, Morningstar Mutual Funds, The
New York Times, Personal Investor, Sylvia Porter's Personal Finance and Money.
The Fund may from time to time advertise its performance relative to
certain indices and benchmark investments, including: (a) the Lipper Analytical
Services, Inc. Mutual Fund Performance Analysis, Fixed Income Analysis and
Mutual Fund Indices (which measure total return and average current yield for
the mutual fund industry and rank mutual fund performance); (b) the CDA Mutual
Fund Report published by CDA Investment Technologies, Inc. (which analyzes
price, risk and various measures of return for the mutual fund industry); (c)
the Consumer Price Index published by the U.S. Bureau of Labor Statistics (which
measures changes in the price of goods and services); (d) Stocks, Bonds, Bills
and Inflation published by Ibbotson Associates (which provides historical
performance figures for stocks, government securities and inflation); (e) the
Standard & Poor's Indices; (f) other taxable investments including certificates
of deposit (CDs), money market deposit accounts (MMDAs), checking accounts,
- 38 -
<PAGE>
savings accounts, money market mutual funds and repurchase agreements; and (g)
historical investment data supplied by the research departments of various
research and brokerage firms. In addition, the Fund may from time to time
advertise its performance relative to the Lehman Brothers Aggregate Index.
The composition of the investments in the above-referenced indices
and the characteristics of the Fund's benchmark investments are not identical
to, and in some cases may be very different from, those of the Fund's portfolio.
These indices and averages are generally unmanaged and the items included in the
calculations of such indices and averages may not be identical to the formulas
used by the Fund to calculate its performance figures.
From time to time advertisements or communications to shareholders
may summarize the substance of information contained in shareholder reports
(including the investment composition of the Fund), as well as the views of the
Adviser as to current market, economic, trade and interest rate trends,
legislative, regulatory and monetary developments, investment strategies and
regulated matters believed to be of relevance to the Fund.
In addition, from time to time, advertisements or information may
include a discussion of asset allocation models developed by the Adviser and/or
its affiliates, certain attributes or benefits to be derived from asset
allocation strategies and the WPG Mutual Funds that may be offered as investment
options for the strategic asset allocations. Such advertisements and information
may also include the Adviser's current economic outlook and domestic and
international market views to suggest periodic tactical modifications to current
asset allocation strategies. Such advertisements and information may include
other material which highlight or summarize the services provided in support of
an asset allocation program.
In addition, advertisements or shareholder communications may include
a discussion of certain attributes or benefits to be derived by an investment in
the Fund. Such advertisements or information may include symbols, headlines or
other material which highlight or summarize the information discussed in more
detail therein.
Performance data is based on historical results and is not intended
to indicate future performance. Total return, thirty-day yield and distribution
rate will vary based on changes in market conditions, portfolio expenses,
portfolio investments and other factors. The value of the Fund's shares will
fluctuate and an investor's shares may be worth more or less than their original
cost upon redemption. The Fund may also, at its discretion, from time to time
make a list of its portfolio holdings available to investors upon request.
Performance information of the Fund may not provide a basis for comparison with
other investments using a different method of calculating performance.
Return for the Fund will fluctuate from time to time, unlike bank
deposits or other investments which pay a fixed yield or return for a stated
period of time, and do not provide a basis for determining future returns.
FINANCIAL STATEMENTS
The Fund's audited financial statements and related report of KPMG
Peat Marwick LLP, independent auditors, included in the Annual Report to
Shareholders of the Fund for the year ended December 31, 1996, is attached
hereto and hereby incorporated by reference into this Statement of Additional
Information. The Fund's unaudited financial statements included in the Fund's
Semi-Annual Report to Shareholders for the period ended June 30, 1997, is
attached hereto and hereby incorporated by reference into this SAI.
- 39 -
<PAGE>
APPENDIX A
DESCRIPTION OF BOND RATINGS
MOODY'S INVESTORS SERVICE, INC.
Aaa: Bonds which are rated Aaa are judged to be of the best quality. They carry
the smallest degree of investment risk and are generally referred to as "gilt
edge." Interest payments are protected by a large or by an exceptionally stable
margin and principal is secure. While the various protective elements are likely
to change, such changes as can be visualized are most unlikely to impair the
fundamentally strong position of such issues.
Aa: Bonds which are rated Aa are judged to be of high quality by all standards.
Together with the Aaa group they comprise what are generally known as high grade
bonds. They are rated lower than the best bonds because margins of protection
may not be as large as in Aaa securities or fluctuations of protective elements
may be of greater amplitude or there may be other elements present which make
the long-term risks appear somewhat larger than in Aaa securities.
A: Bonds which are rated A possess many favorable investment attributes and are
to be considered as upper medium grade obligations. Factors giving security to
principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment sometime in the future.
Baa: Bonds which are rated Baa are considered as medium grade obligations, i.e.,
they are neither highly protected nor poorly secured. Interest payments and
principal security appear adequate for the present but certain protective
elements may be lacking or may be characteristically unreliable over any great
length of time. Such bonds lack outstanding investment characteristics and in
fact have speculative characteristics as well.
Moody's ratings for municipal notes and other short-term loans are
designated Moody's Investment Grade (MIG). This distinction is in recognition of
the differences between short-term and long-term credit risk. Loans bearing the
designation MIG 1 are of the best quality, enjoying strong protection by
establishing cash flows of funds for their servicing or by established and
broad-based access to the market for refinancing, or both. Loans bearing the
designation MIG 2 are of high quality, with margins of protection ample although
not so large as in the preceding group. A short term issue having a demand
feature (i.e. payment relying on external liquidity and usually payable on
demand rather than fixed maturity dates) is differentiated by Moody's with the
use of the Symbol VMIG, instead of MIG.
Moody's also provides credit ratings for tax-exempt commercial paper.
These are promissory obligations (1) not having an original maturity in excess
of nine months, and (2) backed by commercial banks. Notes bearing the
designation P-1 have a superior capacity for repayment. Notes bearing the
designation P-2 have a strong capacity for repayment.
STANDARD & POOR'S RATINGS GROUP
AAA: Bonds rated AAA have the higher rating assigned by Standard & Poor's.
Capacity to pay interest and repay principal is extremely strong.
AA: Bonds rated AA have a very strong capacity to pay interest and repay
principal and differ from the higher rated issues only in small degree.
A - 1
<PAGE>
A: Bonds rated A have a very strong capacity to pay interest and repay
principal, although they are somewhat more susceptible to the adverse effects of
changes in circumstances and economic conditions than bonds in higher rated
categories.
BBB: Bonds rated BBB are regarded as having an adequate capacity to pay interest
and repay principal. Whereas they normally exhibit adequate protection
parameters, adverse economic conditions or changing circumstances are more
likely to lead to a weakened capacity to pay interest and repay principal for
bonds in this category than in higher rated categories.
Commercial paper rated A-2 or better by Standard & Poor's is
described as having a very strong degree of safety regarding timeliness and
capacity to repay. Additionally, as a precondition for receiving a Standard &
Poor's commercial paper rating, a bank credit line and/or liquid assets must be
present to cover the amount of commercial paper outstanding at all times.
The Moody's Prime-2 rating and above indicates a strong capacity for
repayment of short-term promissory obligations.
GLOSSARY
--------
Commercial Paper: Short-term promissory notes of large corporations with
excellent credit ratings issued to finance their current operations.
Certificates of Deposit: Negotiable certificates representing a commercial
bank's obligations to repay funds deposited with it, earning specified rates of
interest over given periods.
Bankers' Acceptances: Negotiable obligations of a bank to pay a draft which has
been drawn on it by a customer. These obligations are backed by large banks and
usually are backed by goods in international trade.
Time Deposits: Non-negotiable deposits in a banking institution earning a
specified interest rate over a given period of time.
Corporate Obligations: Bonds and notes issued by corporations and other business
organizations in order to finance their long-term credit needs.
A - 2
<PAGE>
APPENDIX B
ADDITIONAL INVESTOR SERVICES
PROTOTYPE RETIREMENT PLAN FOR EMPLOYERS AND SELF-EMPLOYED INDIVIDUALS
Prototype retirement plans (the "Retirement Plan") are available for
those entities or self-employed individuals who wish to purchase shares in the
Fund in connection with a money purchase plan or a profit sharing plan
maintained by their employer. The Retirement Plans were designed to conform to
the requirements of the Code and the Employee Retirement Income Security Act of
1974, as amended ("ERISA"). The Retirement Plans received opinion letters from
the Internal Revenue Service (the "IRS") on March 29, 1990 that the form of the
Retirement Plans is acceptable under Section 401 of the Code.
Annual tax-deductible contributions to the Retirement Plan may be
made up to the lesser of $30,000 or 25% of the participant's earned income
(disregarding any compensation in excess of $160,000 (as adjusted by the IRS for
inflation)). Under the terms of the Retirement Plan, contributions by or on
behalf of participants may be invested in the Fund's shares with the designated
custodian under the Retirement Plan (the "Retirement Plan's Custodian").
Investment in other mutual funds advised by the Adviser or one of its affiliates
may also be available. Employers adopting the Retirement Plan may elect either
that a participant shall specify the investments to be made with contributions
by or on behalf of such participant or that the employer shall specify the
investments to be made with all such contributions. Since the Fund is not
intended as a complete investment program it is important, in connection with
such election, that employers give careful consideration to the fiduciary
obligation requirements of ERISA.
All dividends and distributions received by the Retirement Plan's
Custodian on the Fund's shares held by the Plan's Custodian will be reinvested
in the Fund's shares at net asset value. Distributions of benefits to
participants, when made, will be paid first in cash, to the extent that any
amount credited to a participant's account is not invested in the Fund's shares,
and then in full Fund shares (and cash in lieu of fractional shares).
Boston Safe Deposit and Trust Company serves as the Retirement Plan's
Custodian under a Custodial Agreement. Custodian fees which are payable by the
employer to the Retirement Plan's Custodian under such Custodial Agreement are a
$10 application fee for processing the Retirement Plan application, an annual
maintenance fee of $15 per participant, and a distribution fee of $10 for each
distribution from a participant's account. Such fees may be altered from time to
time by agreement of the employer and the Retirement Plan's Custodian. For
further details see the terms of the Retirement Plan which are available from
the Trust.
Distributions must be made pursuant to the terms of the Retirement
Plan and generally may not commence before retirement, disability, death,
termination of employment, or termination of the Retirement Plan and must
commence no later than April 1 of the year following the year in which the
participant attains age 70 1/2 (the "required beginning date"). Distributions
are taxed as ordinary income when received, except the portion, if any,
considered a return of a participant's nondeductible contributions. Certain
distributions before age 59 1/2 may be subject to a 10% nondeductible penalty on
the taxable portion of the distribution. Failure to make minimum required
distributions by the required beginning date may be subject to a 50% excise tax.
B - 1
<PAGE>
It should be noted that the Retirement Plan is a retirement
investment program involving commitments covering future years. In deciding
whether to utilize the Retirement Plan, it is important that the employer
consider his or her needs and those of the Retirement Plan participants and
whether the investment objectives of the Fund are likely to fulfill such needs.
Termination or curtailment of the Retirement Plan for other than business
reasons within a few years after its adoption may result in adverse tax
consequences.
Employers who contemplate adoption of the Retirement Plan should
consult an attorney or financial adviser regarding all aspects of the Plan as a
retirement plan vehicle (including fiduciary obligations under ERISA).
INDIVIDUAL RETIREMENT ACCOUNT
Persons with earned income, whether or not they are active
participants in a pension, profit-sharing or stock bonus plan described in Code
ss. 401(a), Federal, state or local pension plan, an annuity plan described in
Code ss. 403(a), an annuity contract or custodial account described in Code ss.
403(b), a simplified employee pension plan described in Code ss. 408(k), or a
trust described in Code ss. 501(c)(18) ("active participant"), generally are
eligible to establish an Individual Retirement Account ("IRA"). An individual
may make a deductible IRA contribution only if (i) neither the individual nor
his or her spouse (unless living apart for the entire year and filing separate
returns) is an active participant, or (ii) the individual (and his or her
spouse, if applicable) has an adjusted gross income below a certain level
($40,000 for married individuals filing a joint return, with a phase-out for
adjusted gross income between $40,000 and $50,000; $25,000 for a single
individual, with a phase-out for adjusted gross income between $25,000 and
$35,000). However, an individual who is not permitted to make a deductible
contribution to an IRA for a taxable year may nonetheless make annual
nondeductible contributions to an IRA up to the lesser of 100% of the
individual's earned income or $2,000 to an IRA (up to $4,000 to IRAs for an
individual and his or her spouse) for that year. There are special rules for
determining how withdrawals are to be taxed if an IRA contains both deductible
and nondeductible amounts. In general, a proportionate amount of each withdrawal
will be deemed to be made from nondeductible contributions; amounts treated as a
return of nondeductible contributions will not be taxable. Also, annual
contributions may be made to a spousal IRA even if the spouse has earnings in a
given year if the spouse elects to be treated as having no earnings (for IRA
contribution purposes) for the year.
Withdrawals from the IRA (other than the portion treated as a return
of nondeductible contributions) are taxed as ordinary income when received, may
be made without penalty after the participant reaches age 59 1/2 and must
commence no later than the required beginning date (see discussion of Prototype
Retirement Plans above). Withdrawals before age 59 1/2 may involve the payment
of a 10% nondeductible penalty on the taxable portion of the amount withdrawn.
The time and rate of withdrawal must conform with Code requirements in order to
avoid adverse tax consequences. All dividends and distributions on shares held
in IRA accounts are reinvested in full and fractional shares and are not subject
to federal income tax until withdrawn from the IRA. Investors should consult
their tax advisers for further tax information, including information with
respect to the imposition of state and local income taxes and the effects of tax
law changes.
The Fund has arranged for Boston Safe Deposit and Trust Company to
furnish the required custodial services for IRAs using any of the Fund's shares
as the underlying investment. The Bank will charge an acceptance fee of $10 for
each new IRA and an annual maintenance fee of $15 for each year that an IRA is
in existence. There is a $10 fee for processing a premature distribution. These
fees will be deducted from the IRA account and may be changed by the Custodian
upon 30 days' prior notice.
B - 2
<PAGE>
To establish an IRA for investment in the Fund's shares, an investor
must complete an application and a custodial agreement on IRS Form 5305-A (which
has been supplemented to provide certain additional custodial provisions) and
must make an initial cash contribution to the IRA, subject to the limitation on
contributions described above. Pursuant to IRS regulations, an investor may for
seven days following establishment of an IRA revoke the IRA. Detailed
information on IRAs, together with the necessary form of application and
custodial agreement, is available from the Trust and should be studied carefully
by persons interested in utilizing the Fund for IRA investments. Such persons
should also consult their own advisers regarding all aspects of the Fund as an
appropriate IRA investment vehicle.
SIMPLIFIED EMPLOYEE PENSION PLANS (SEP-IRA)
A simplified employee pension (SEP) allows an employer to make
contributions toward his or her own (if a self-employed individual) and his or
her employees' retirement and, for certain SEPs established prior to 1997, may
permit the employees to make elective deferrals by salary reduction. A SEP
requires an Individual Retirement Account (a SEP-IRA) to be established for each
"qualifying employee," although the employer may include additional employees if
it wishes. A qualifying employee is one who: (a) is at least age 21, (b) has
worked for the employer during at least 3 of 5 years immediately preceding the
tax year, and (c) has received at least $400 (as indexed for inflation) in
compensation in the tax year.
An employer is not required to make any contribution to the SEP-IRA.
However, if the employer does make a contribution, the contribution must be
based on a written allocation formula and must not discriminate in favor of
highly compensated employees, as defined in Code Section 414(q). The employer
may make annual contributions on behalf of each qualifying employee, provided
that the contributions, when combined with the employee's elective deferrals, do
not exceed 15% of the employee's compensation or $30,000, whichever is less.
A SEP-IRA that is part of a SEP established before 1997 may include a
salary reduction arrangement under which the employee can choose to have the
employer make contributions ("elective deferrals") to his or her SEP-IRA out of
his or her salary. However, employees may make elective deferrals only if (i) at
least 50% of the employer's eligible employees choose elective deferrals; (ii)
the employer did not have more than 25 eligible employees at any time during the
preceding year; and (iii) the amount deferred each year by each eligible highly
compensated employee as a percentage of pay is no more than 125% of the average
deferral percentage of all other eligible employees. An elective deferral
arrangement is not available for a SEP maintained by a state or local
government, or any of their political subdivisions, agencies, or
instrumentalities, or to exempt organizations.
In general, the total income which an employee can defer under a
salary reduction arrangement included in a SEP and certain other elective
deferral arrangements is limited to $9,500 (indexed annually for inflation).
This dollar limit applies only to the elective deferrals, not to any
contributions from employer funds. The Code may require that contributions be
further limited to prevent discrimination in favor of highly compensated
employees. An employee may also make regular IRA contributions to his or her
SEP-IRA (see discussion of IRAs, above).
Under the terms of the SEP-IRA, contributions by or on behalf of
participants may be invested in Fund shares (or shares of other funds designated
by the Adviser as eligible investments), as specified by the participant. All
dividends and distributions on shares held in SEP-IRAs are reinvested in full
and fractional shares. Since the Fund is not intended as a complete investment
program it is important, in connection with the adoption of a SEP-IRA, that
employers give careful consideration to the fiduciary obligation requirements of
ERISA, particularly those pertaining to diversification of investments.
B - 3
<PAGE>
Withdrawals before age 59 1/2 may involve the payment of a 10%
nondeductible penalty on the amount withdrawn. Withdrawals must commence no
later than the required beginning date (see discussions of Prototype Retirement
Plans, above). The time and rate of withdrawal must conform with Code
requirements in order to avoid adverse tax consequences. Contributions to a
SEP-IRA by an employer are excluded from the employee's income rather than
deducted from it. Elective deferrals made to an employee's SEP-IRA generally are
excluded from his income in the year of deferral, but are included in wages for
social security (FICA) and unemployment (FUTA) tax purposes. However, if the
employee makes regular IRA contributions to his SEP-IRA, (other than elective
deferrals), he can deduct them the same way as contributions to a regular IRA,
up to the amount of his deduction limit. Investors should consult their tax
advisers for further tax information including information with respect to the
imposition of state and local income taxes and the effects of tax law changes.
The Fund has arranged for Boston Safe Deposit and Trust Company to
furnish the required custodial services for SEP-IRAs using the Fund's shares as
the underlying investment. Boston Safe Deposit and Trust Company will charge an
acceptance fee of $10 for each new SEP-IRA and an annual maintenance fee of $15
for each year that a SEP-IRA is in existence. There is a $10 fee for each
premature distribution. These fees will be deducted from the SEP-IRA account and
may be changed by the Custodian upon 30 days' prior written notice.
To establish a SEP-IRA, an employer and employee should complete the
Weiss, Peck & Greer IRA application materials, as well as IRS Form 5305-SEP.
Pursuant to IRS regulations, an investor may for seven days following
establishment of a SEP-IRA revoke the SEP-IRA. Detailed information on SEP-IRAs,
together with the necessary form of application and custodial agreement, is
available from the Fund and should be studied carefully by persons interested in
utilizing the Fund for SEP-IRA investments. Such persons should also consult
their own advisers regarding all aspects of the Fund as an appropriate SEP- IRA
investment vehicle.
SIMPLE RETIREMENT PLANS
Effective for plan years after 1996, an employer may establish a
SIMPLE retirement plan under new Section 408(p) of the Code. Under such plan,
the employer may make contributions to individual retirement accounts
established for each employee. Such individual retirement accounts must, by
their terms, be limited to contributions under a SIMPLE retirement program. THE
WEISS, PECK & GREER IRA IS NOT SO LIMITED AND MAY NOT BE USED TO FUND A SIMPLE
RETIREMENT PROGRAM.
B - 4
<PAGE>
WEISS, PECK & GREER
MUTUAL FUNDS
Annual Report
December 31, 1996
WPG TUDOR FUND
WPG GROWTH AND INCOME FUND
WPG GROWTH FUND
WPG QUANTITATIVE EQUITY FUND
WEISS, PECK & GREER INTERNATIONAL FUND
WPG GOVERNMENT SECURITIES FUND
WPG INTERMEDIATE MUNICIPAL BOND FUND
WPG GOVERNMENT MONEY MARKET FUND
WPG TAX FREE MONEY MARKET FUND
ONE NEW YORK PLAZA
NEW YORK, NEW YORK 10004
800 223-3332
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Table of Contents
Chairman's Letter......................................1
Major Portfolio Changes................................3
Average Annual Total Return............................4
Ten Largest Holdings...................................9
Schedules of Investments
WPG Tudor Fund .................................11
WPG Growth and Income Fund .....................14
WPG Growth Fund ................................16
WPG Quantitative Equity Fund....................19
Weiss, Peck & Greer International Fund .........23
WPG Government Securities Fund .................26
WPG Intermediate Municipal Bond Fund ...........26
WPG Government Money Market Fund ...............29
WPG Tax Free Money Market Fund .................30
Statements of Assets and Liabilities..................36
Statements of Operations..............................38
Statements of Changes in Net Assets...................40
Notes to Financial Statements.........................42
Financial Highlights..................................50
Independent Auditors' Report..........................53
Growth
Objective: Maximum capital appreciation (intended primarily
for institutional investors).
International
Objective: Long-term growth of capital.
Tudor
Objective: Capital appreciation.
Growth and Income
Objective: Long-term growth of capital and current income.
Quantitative Equity
Objective: Seeks to provide investment results that exceed the
S & P 500.
Intermediate Municipal Bond
Objective: High current income consistent with relative
stability of principal.
Exempt from Federal Income Tax.
Government Securities Fund
Objective: Current income.
* Tax Free Money Market
Objective: Maximize current income with preservation of
capital and liquidity.
Exempt from Federal Income Tax.
* Government Money Market Fund
Objective: Maximize current income with preservation of
capital and liquidity.
* Although these Funds are money market funds and attempt to maintain a
stable $1.00 net asset | value per share, investments in these Funds are
neither insured nor guaranteed by the U.S.
Government. There can be no assurance that either Fund will be able to
maintain a stable net asset value of $1.00 per share.
<PAGE>
DEAR SHAREHOLDER:
1996 was a year of mixed returns for the markets around the world.
DOMESTIC MARKETS
The United States stock markets enjoyed another banner year in 1996. An
environment characterized by slow growth, modest inflation, good profit reports,
and a vibrant inflow of liquidity to domestic equity mutual funds all
contributed to powerful stock market performance.
The stock market was fraught with volatility throughout the year. Early in the
year, investors worried that the U.S. economy was too weak, and then became
concerned that growth might get too strong over the remainder of the year.
Fortunately, neither of these concerns turned out to be valid. Instead, economic
growth remained moderate, keeping inflation subdued and the Federal Reserve
Board from raising key short-term interest rates.
The flow of money into mutual funds continued at a record pace. Equity
oriented mutual funds received most of the new money, over $225 billion,
topping the prior yearly record of $146.8 billion. Although these inflows may
not continue to be as strong in 1997, it is noteworthy that money fund assets
grew by over $300 billion between 1995-96 to total $900 billion.
Many of the same worries that affected stock market investors early in the
year plagued the bond markets, extending through the first nine months of the
year. In the beginning of the fourth quarter, a round of economic numbers
indicated solid but moderate growth and tame wage and salary inflation. This
positive news led investors to drive down interest rates. When the Federal
Reserve decided to leave interest rates unchanged, euphoria persisted until
December, when there was a reversal in sentiment as consumer confidence rose
and Fed Chairman Greenspan warned of asset overvaluation. The bond markets did
an about face to close the year on a sour note.
On the whole, 1996 was volatile and bearish for interest rates. To
illustrate, the yield for the ten year T-Note began the year at 5.50%, rose to
over 7% in July, and then fell back down to 6% in December. While the
overnight bank borrowing rate, the fed funds rate, was steady at 5.25% for
the last ten months of the year, all other yields across the U.S. Treasury
interest rate curve rose. Yields for the two and five year T-Notes rose by 0.72%
and 0.83% to close the year at 5.87% and 6.21%, respectively. At the same time,
yields for the ten year T-Note and thirty year T-Bond rose by 0.85% and 0.69%,
respectively, to 6.42% and 6.64%.
As we enter 1997, there does not appear to be much change in the economic
environment. Inflation continues to be benign, hence no major changes in
monetary policy seem to be imminent. We expect moderate real economic growth of
approximately 2 1/2% and interest rates between 6% and 7%, as measured by the
thirty year U.S. Treasury Bond. Operating profits are expected to rise 6-7%.
With little change in the external environment, the financial
markets should continue to provide positive returns. However, history suggests
that after two years of spectacular stock market gains, 1997 most likely will
bring lower stock market returns combined with more volatility. We believe that
stock selection will be increasingly important in this environment.
The S&P 500 is trading at 17x our estimate of 1997 earnings of $43.50 per share.
An unweighted index such as the NYSE Index trades closer to 15x. This implies
that there are many investment opportunities available away from the large cap
blue chip issues that have dominated performance during the last two years.
Indeed, we expect that small and medium capitalization stocks may outperform in
the coming year, as has been the case in previous mature bull markets.
Page 1
<PAGE>
The P/E multiple relative to growth rate for small stocks is very compelling at
this point. This, coupled with the fact that the strong U.S. dollar will dampen
the earnings momentum of large multinational companies, supports our belief that
small stocks may reassert market leadership.
The bond market is still being affected by general investor wariness about
economic growth and increases in inflation overall and wages particularly.
INTERNATIONAL MARKETS
With the notable exception of Japan and a few S.E. Asian markets, the fourth
quarter of 1996 provided good equity market returns around the world.
In continental Europe, better bond prices and cuts in interest rates helped
to push equity prices higher. Efforts to achieve European Monetary Union
("EMU") allowed narrower bond yield differentials relative to Germany and
currency strength against the Deutsche mark. Most countries with the largest
task of meeting European Monetary Union membership criteria tended to
outperform.
Economic news in the United Kingdom confirmed that the economy was
experiencing a robust consumer led recovery, which prompted an interest rate
rise in October. The equity market shrugged off this first step in monetary
tightening and, with international interest supported by a strong currency, the
equity market rose to a succession of new highs. In Japan growing concern about
the pace of the economy and inconclusive election results depressed investor
confidence. The yen also remained weak.
In S.E. Asia there were some marked contrasts in performance. Hong Kong
attracted interest as there were signs that economic policy in China was being
eased. However, there were also some big market falls in Thailand and Korea,
where economic difficulties worried investors.
Looking forward, we are optimistic about the European stock markets. The
Japanese market seems vulnerable and we expect further volatility in the coming
months.
We are grateful for your confidence in Weiss, Peck & Greer over the past year.
Our goal continues to do our best to help our shareholders achieve their
investment goals. We wish you and your family good health and continued
prosperity in the new year.
Sincerely,
/s/ Roger J. Weiss
Roger J. Weiss
Chairman of the Board
January 15, 1997
Page 2
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Major Portfolio Changes - Equity Funds - Quarter Ending December 31,1996
- Unaudited
Tudor Growth and Income
------------------------------------ ------------------------------
Additions Additions
--------- ---------
Advanced Fibre Communication Inc. Baan Co. Convertible Bonds
Amerin Corp. 4.500% Due 12/23/01
Chesapeake Energy Corp. Bank of New York Inc.
Gulf Canada Resources Ltd. Bristol-Myers Squibb Co.
Industri-Matematik International Corp. Dresser Industries Inc.
International Network Services First Data Corp.
Komag Inc. Home Depot
Petroleum Geo Services ADR Price Costco Inc.
Pizza Express 3Com Corp.
Twinlab Corp.
Deletions
Deletions ---------
---------
AutoZone Inc. Bay Networks Inc.
CWM Mortgage Holdings Inc. Electronic Data Systems Corp.
Envoy Corp. Engelhard Corp.
Gymboree Corp. Guess? Inc.
Olsten Corp. Hasbro Inc.
RFS Hotel Investors Inc. Pharmacia & Upjohn Inc.
Seagate Technology Inc. Rockshox Inc.
Transnational Re Corp.
United Waste Systems Inc.
Vencor Inc.
Growth International
---------------------------------- ------------------------------
Additions Additions
--------- ---------
Amerin Corp. Broken Hill Proprietary Co.
Analog Devices Inc. Commerzbank AG
Corrections Corp of America Hong Kong & China Gas
Delia*s Inc. Hysan Development
Fractal Design Corp. Japan Associated Finance
Gulf Canada Resources Mayne Nickless Ltd.
Petroleum Geo Services ADR Nissan Motor Co.
Procom Technology Novartis AG
Templeton Dragon Fund Shangri-La Asia
Twinlab Corp. Winterthur
Deletions Deletions
--------- ---------
AutoZone Inc. China Light & Power
HCIA Inc. CRA Ltd.
LCC International Inc. Cl A Great Eagle Holdings
Olsten Corp. Mitsubishi Convertible Bonds
OM Group Inc. 3.500% Due 3/31/04
Orckit Communications Ltd. Northern Telecom Ltd.
Peoples Choice TV Corp Pioneer International
RFS Hotel Investors Inc. RWE AG
United Waste Systems Inc. Suzuki Motor Co.
Vencor Inc. Telefonica de Espana
Telefonos de Mexico ADR
<PAGE>
WEISS PECK & GREER MUTUAL FUNDS
Average Annual Total Return
TUDOR FUND
Through year end 1996, the Tudor Fund has outperformed its relevant benchmarks
for the one and five year periods. Positive contributions to the market's
performance this year included the energy and technology areas. The Fund's
holdings in these sectors outperformed the benchmark through positive stock
selection. In the health care area, too, the Fund performed well. Looking
forward, we are maintaining a significant overweight in technology believing
that a period of strong growth lies ahead for these stocks as product demand
continues to be strong. Within the health care area we will continue to
emphasize biotechnology while introducing more service-oriented companies to the
holdings. The investment environment for small cap stocks should remain
favorable for the foreseeable future, and our outlook is for a period of
outperformance against the large caps.
Beginning January 1, 1997 the Russell 2500 Growth Index will replace the
Nasdaq Composite Index as one of the Fund's benchmarks. We believe the
$1.4 billion weighted average capitalization of the Russell Index provides a
more relevant comparison for the Fund than the Nasdaq Composite, which has a
weighted average market capitalization of $18 billion.
[Graph shown here]
Average Annual Total Return
(for the periods ended December 31, 1996)
<TABLE>
<S> <C> <C> <C>
1 year 5 years 10 years
----- ------- --------
TUDOR ............................. 18.82% 12.51% 13.75%
NASDAQ............................. 22.71% 17.10% 13.98%
Lipper Cap. Appreciation Index..... 14.95% 12.92% 13.14%
Russell 2500 Growth Index.......... 15.07% 12.47% 13.01%
</TABLE>
GROWTH AND INCOME FUND
1996 was another very good year for the Fund which returned 24.4%. The
financial and technology sectors were among the best performing groups during
the year and the Fund was overweighted in each. Outperforming financial issues
included: American Express, BankAmerica, Chase Manhattan and Citicorp. The
leading technology issues were: Boeing, Cadence Design, Cisco, Intel and
Oracle. Other top performing stocks included Coca-Cola, Duracell, General
Electric, Monsanto, Philip Morris and Pfizer. Although 1997 may not be as
exuberant in performance terms as 1995 and 1996, we still expect positive
results for the year.
[Graph shown here]
Average Annual Total Return
(for the periods ended December 31, 1996)
<TABLE>
<S> <C> <C> <C>
1 year 5 years 10 years
----- ------- --------
GROWTH AND INCOME.................. 24.42% 14.23% 13.84%
S&P 500 Stock Index................ 22.96% 15.22% 15.27%
Lipper Growth & Income Funds....... 20.78% 13.97% 13.23%
</TABLE>
Page 4
<PAGE>
WEISS PECK & GREER MUTUAL FUNDS
Average Annual Total Return
GROWTH FUND
The WPG Growth Fund enjoyed strong performance against its benchmarks through
year end 1996. The excellent return was driven by good stock selection in the
areas of health care, energy and technology, where the Fund has also maintained
a significant overweight. The positive contribution of the biotechnology stocks
we owned buoyed our health care returns, while the market posted negative
results for the sector. In the coming year, we will continue to emphasize
technology since we believe these stocks will resume their market leadership.
The moderate growth, low inflation environment we anticipate for the next year
should favor small capitalization stocks whose valuations, at this juncture, are
quite compelling.
[Graph shown here]
Average Annual Total Return
(for the periods ended December 31, 1996)
<TABLE>
<S> <C> <C> <C>
1 year 5 years 10 years
----- ------- --------
GROWTH............................. 17.99% 11.57% 12.30%
Lipper Small Co. Growth Index...... 14.51% 14.36% 13.18%
Wilshire Small Co. Growth Index.... 13.88% 15.63% 13.02%
Russell 2500 Growth Index.......... 11.26% 11.69% 10.88%
</TABLE>
QUANTITATIVE EQUITY FUND
This year's extended and unusually powerful run in the market, coming at the end
of a long economic cycle, was an extremely inhospitable environment for the
Fund. The Fund's risk averse nature has caused it to lag the S&P 500 during this
extended run. As we move into 1997, the focus of the strategy will remain risk
control, and the Fund will maintain its positioning for a short, or extended
correction in the market.
[Graph shown here]
Average Annual Total Return
(for the periods ended December 31, 1996)
<TABLE>
<S> <C> <C>
since
1 year inception +
----- -----------
QUANTITATIVE EQUITY................ 18.51% 15.93%
S&P 500 Stock Index................ 22.96% 17.23%
<FN>
+ Commencement of operations 1/1/93
</FN>
</TABLE>
Page 5
<PAGE>
WEISS, PECK & GREER
Average Annual Total Return
INTERNATIONAL FUND
Global equity markets enjoyed varying fortunes in 1996. The economic background
was one of non-inflationary growth, with GDP expectations being revised up in
the UK, down in Europe and S.E. Asia and up and then down in Japan. As a
consequence, there was no particular reason to worry about interest rates being
raised except in the UK. Indeed, rates came down in Europe, came down in the UK
before being raised in October and were kept steady in Japan.
In the UK and Europe equity prices moved erratically in the first half of the
year and then, undoubtedly assisted by a buoyant Wall Street, moved up sharply
in the second half. Across Europe the theme of European Monetary Union
dominated bond and currency markets and influenced equity market preference.
Unfortunately this market environment did not translate too well to the Far
East. Japan started the year well, encouraged by good GDP numbers but as
economic growth seemed to fade again, as the problems of the banks resurfaced
and as the yen weakened sharply, confidence in equities evaporated. The market
fell steeply in the second half of the year. In S.E. Asia, Hong Kong and
Taiwan produced good performances but these were some big falls in the Korea
and Thailand markets.
The Fund suffered from too heavy a weighting in Japan although this was reduced
during the year as the lack of any sustained improvement in the economy became
apparent and as the prospects for the yen continued to deteriorate. Within the
S.E. Asia portfolio an overweighting of Hong Kong throughout the year provided
a positive contribution to performance although the benefit was offset in part
by small exposures to Korea and Thailand. The UK weighting in the portfolio
provided two benefits to performance, the first being the market gains,
particularly later in the year, and the second being the strength of sterling.
In Europe, there was rapid rotation of interest between markets as EMU,
economic and political expectations ebbed and flowed, this making for a very
difficult investment environment.
[Graph shown here]
Average Annual Total Return
(for the periods ended December 31, 1996)
<TABLE>
<S> <C> <C> <C>
since
1 year 5 years inception +
----- ------- ---------
INTERNATIONAL (A).................. 4.62% 7.10% 3.94%
EAFE (Europe, Australia,
Far East) Index................. 6.36% 8.48% 5.51%
<FN>
+ Commencement of operations 6/1/89
(A) The Adviser waived its fee from inception of the Fund through 2/28/90 and
has waived a portion of its fee fromthat date through October 19, 1994. Had
the Adviser not done so, the total return for the five years ended 12/31/96
and from inception through 12/31/96 would have been lower.
</FN>
</TABLE>
Page 6
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Average Annual Total Return
WPG GOVERNMENT SECURITIES FUND
For the year ended December 31, 1996, Weiss, Peck & Greer's Government
Securities Fund returned 3.85% versus 2.47% for the Morningstar General
Government Bond universe average and 4.62% for the Fund's benchmark, the Lehman
Brothers Intermediate Government/Mortgage Index.
Early in the year, the Government Securities Fund was underweight securities
with intermediate range maturities relative to the Index as this area of the
yield curve offered greater value than securities with short and long dated
maturities. Initially, intermediates performed well causing Fund performance to
lag. For most of the first half of the year, however, this underweight boosted
the total return as intermediates underperformed.
During the second half the year, the Fund's yield curve positioning was brought
back to neutral relative to the benchmark and, late in the year, its overall
risk profile was structured defensively. The timing of the repositioning and a
rally in the market during the fourth quarter adversely impacted performance
compared to the benchmark.
In spread sectors, the Fund was overweight mortgage pass-throughs for most of
the year. During the first three quarters, this sector was concentrated in
current coupon pass-throughs and in the fourth quarter the focus was in premium
coupons and adjustable rate mortgages. This overweight added to return
throughout the year, particularly in the second quarter and in the fourth
quarter.
As the new year begins, Fund management will continue to seek undervalued areas
of spread sectors and yield curve structures using its quantitative models in
order to enhance total return.
[Graph shown here]
Average Annual Total Return
(for the periods ended December 31, 1996)
<TABLE>
<S> <C> <C> <C>
1 year 5 years 10 years
----- ------- --------
GOVERNMENT SECURITIES.............. 3.85% 4.77% 7.03%
Lehman Intermed. Gov./MBS.......... 4.92% 6.44% 8.14%
Morningstar Gen'l Gov. Bond Index.. 2.47% 5.50% 6.91%
</TABLE>
Page 7
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Average Annual Total Return
INTERMEDIATE MUNICIPAL
BOND FUND
The municipal market experienced the same volatility found in the treasury
market, but unlike treasuries, municipal yields were able to come full circle to
end the year essentially unchanged. During the year, the Fund maintained a
relatively stable exposure to interest rate fluctuations, or a duration of
approximately 5.25 years. Value was added through uncovering securities that
provided good relative value in terms of their potential return versus the risk
taken.
This strategy served shareholders well. For the year, the Fund
outperformed the Lipper Intermediate Term Average and was barely eclipsed by the
Lehman Brothers Index.
[Graph shown here]
Average Annual Total Return
(for the periods ended December 31, 1996)
<TABLE>
<S> <C> <C>
since
1 year inception +
----- ---------
INTERMEDIATE MUNICIPAL BOND (B)........ 4.20% 4.85%
Lehman Bros. 3-10 yr. Muni Bond Index.. 4.38% 5.44%
Lipper Intermediate Muni Funds......... 3.70% 4.74%
<FN>
+ Commencement of operations 7/1/93
(B) The Adviser waived its fee from inception of the Fund through October 19,
1994 and reimbursed certain other expenses. Had the Adviser not done so,
the total return of the Fund for the year ended 12/31/96 and from inception
through 12/31/96 would have been lower.
</FN>
</TABLE>
Performance represents historical data. The investment return and
principal value of an investment will fluctuate so that an investor's
shares, when redeemed, may be worth more or less than their original cost. Each
Fund's results and the indices (except as noted below) assume the reinvestment
of all capital gain distributions and income dividends. Each Fund's past
performance is not indicative of future performance and should be considered in
light of each Fund's investment policy and objectives, the characteristics and
quality of its portfolio securities, and the periods selected. The S&P 500 Stock
Index is a broad based measurement of changes in stock market conditions based
on the average performance of 500 widely held common stocks. The Russell 2000
Growth Index and Russell 2500 Growth Index are measurements of changes in stock
market conditions based on the average performance of U.S. growth oriented
securities with a median market capitalization of approximately $220 million and
$1.4 billion, respectively. Lipper Analytical Services ("Lipper") and
Morningstar compare mutual funds according to overall performance, investment
objectives, investment policies, assets, expense levels, periods of existence
and other factors. Wilshire Asset Management indices are derived from the
largest 2500 of the Wilshire 5000 Stock Index and is a broad based index. The
Lehman Brothers Intermediate Government/Mortgage Backed Securities Index is a
market weighted blend of all intermediate government issues (3-10 year
maturities) and all mortgage securities. The Lehman Brothers 3-10 year Muni Bond
Index is a broad based index which contains all securities in the Lehman
Municipal Bond Index with maturities from 3-10 years. The Morgan Stanley Capital
International Europe, Australia, Far East ("EAFE") is an index of more than 800
companies in Europe, Australia and the Far East. The NASDAQ Composite Index
("NASDAQ") is a broad based index of over-the-counter stocks prepared by the
National Association of Securities Dealers, Inc. NASDAQ does not include
dividend reinvestment. Indices are unmanaged groups of securities.
Page 8
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
<TABLE>
<CAPTION>
Ten Largest Holdings at December 31, 1996 *
<S> <C> <C>
Market
Value Percent
Tudor Fund (000's) of Fund
- ----------------------------------------------------------------
Informix Corp...............................$4,401 2.4%
QUALCOMM Inc.................................4,346 2.4%
Starbucks Corp...............................4,294 2.4%
Williams Sonoma Inc..........................3,372 1.9%
Just for Feet Inc............................3,360 1.9%
Heilig-Meyers Co.............................2,844 1.6%
Netscape Communications Corp.................2,673 1.5%
Wackenhut Corrections Corp...................2,536 1.4%
U.S. Robotics Corp...........................2,520 1.4%
Templeton Dragon Fund........................2,419 1.3%
----------- ---------
$32,765 18.2%
=========== =========
Percent
Growth and Income Fund
- ------------------------------------------------------------------
Intel Corp..................................$3,273 3.9%
General Electric Co..........................2,966 3.6%
American Express Co..........................2,825 3.4%
Merck & Co...................................2,774 3.3%
American International
Group Inc..................................2,706 3.3%
Boeing Co....................................2,659 3.2%
Lilly Eli & Co...............................2,555 3.1%
Exxon Corp...................................2,450 3.0%
Colgate-Palmolive Co.........................2,306. 2.8%
Chase Manhattan Corp.........................2,231 2.7%
------------- -----------
$26,745 32.3%
============= ===========
Growth Fund
- ----------------------------------------------------------------
Starbucks Corp..............................$1,431 2.3%
QUALCOMM Inc.................................1,396 2.2%
Informix Corp................................1,335 2.1%
Williams Sonoma Inc..........................1,146 1.8%
Heilig-Meyers Co...............................975 1.6%
Just for Feet Inc..............................919 1.5%
Mills Corp ....................................836 1.3%
Templeton Dragon Fund..........................806 1.3%
Adaptec Inc ...................................800 1.3%
America West Airlines Cl B.....................794 1.3%
----------- ---------
$10,438 16.7%
=========== =========
Quantitative Equity Fund
- -----------------------------------------------------------------
Exxon Corp..................................$4,341 4.2%
Royal Dutch Petroleum Co ADR ................3,347 3.3%
Pfizer Inc...................................2,080 2.0%
Mobil Corp...................................1,846 1.8%
Bristol-Myers Squibb Co......................1,762 1.7%
Columbia Healthcare Corp.....................1,750 1.7%.
Amoco Corp...................................1,542 1.5%
Pharmacia & Upjohn Inc.......................1,502 1.5%
Schlumberger Ltd.............................1,418 1.4%
Lilly Eli & Co...............................1,394 1.4%
------------- -----------
$20,982 20.5%
============= ===========
International Fund
- -----------------------------------------------------------------
Total 'B' Shares..............................$298 2.3%
Christian Dior.................................244 1.9%
Viag...........................................233 1.8%
Argentaria CMN.................................224 1.7%
Preussag AG....................................213 1.6%
Fiat Spa Ord...................................209 1.6%
Daimler Benz AG................................201 1.5%
K.L.M..........................................200 1.5%
Ericsson Tele B................................197 1.5%
Nestle.........................................196 1.5%
----------- ---------
$2,215 16.9%
=========== =========
</TABLE>
Page 9
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
<TABLE>
<CAPTION>
Ten Largest Holdings at December 31,1996* - continued
<S> <C> <C>
Market
Value Percent
Government Securities Fund (000's) of Fund
- --------------------------------------------------------------------------------------------
Government National Mortgage Association 8.500% Due 1/1/27...............$19,948 16.5%
Federal Farm Credit Bank Discount Note Due 1/17/97.......................19,203 15.9%
Federal National Mortgage Association 7.000% Due 1/1/11-1/1/26............17,002 14.1%
United States Treasury Note 6.375% Due 3/31/01............................11,240 9.3%
United States Treasury Note 7.000% Due 7/15/06............................11,158 9.2%
Government National Mortgage Association 7.500% Due 9/15/07-6/15/23.......10,741 8.9%
Government National Mortgage Association 7.000% Due 1/1/12................10,020 8.3%
Federal Home Loan Banks Discount Note Due 1/23/97......................... 9,937 8.2%
Federal Home Loan Banks Discount Note Due 1/7/97.......................... 9,916 8.2%
Federal National Mortgage Association Variable Rate Due 1/1/27............ 9,914 8.2%
---------- ---------
$129,079 106.8%
========== =========
Intermediate Municipal Bond Fund
- --------------------------------------------------------------------------------------------
Dallas Fort Worth Airport - FGIC Insured 7.750% Due 11/1/01............... $ 613 4.0%
Harris County Texas Flood District General Obligation Zero Coupon
Due 10/1/06.............................................................. 597 3.9%
Surry County North Carolina Pollution Control Financing
Authority. 9.250% Due 12/1/02........................................... 586 3.9%
Cypress-Fairbanks Texas Independent School District 7.300% Due 2/15/07.... 586 3.9%
Oklahoma County Single Family Refunded Zero Coupon Due 7/1/12............. 581 3.8%
Deer Park Texas Independent School District School Building 6.375%
Due 2/15/07............................................................. 557 3.7%
Brunswick County Virginia Industrial Development Authority Correctional
Facilities Lease MBIA Insured 5.650% Due 7/1/09......................... 513 3.4%
Hempfield Pennsylvania School District Refunding 6.700% Due 10/15/99...... 503 3.3%
Virginia State University Virginia Commonwealth University Revenue
Series B 4.900% Due 5/1/03............................................. 503 3.3%
St. John's County Florida Water & Sewer Revenue MBIA Insured 5.250%
Due 6/1/10 ............................................................ 500 3.3%
---------- ----------
$5,539 36.5%
========== ==========
<FN>
* The composition of the largest securities in each portfolio is subject to change.
</FN>
</TABLE>
WEISS, PECK & GREER MUTUAL FUNDS
<TABLE>
<CAPTION>
Schedules of Investments at December 31, 1996
<C> <S> <C>
Number Value
of Shares Security (000's)
- --------- -------- --------
TUDOR
COMMON STOCKS (97.5%)
Capital Goods
Communications (11.5%)
20,000 *+ADC Telecommunications Inc ............. $622
13,000 +Advanced Fibre Communication
Inc ................................ 723
15,000 +Ascend Communications Inc .............. 932
40,000 +AXENT Technologies Inc................. 600
35,000 #+Cascade Communications Corp ............ 1,929
37,500 +CellNet DataSystems Inc. ............... 548
55,000 +FORE Systems Inc ....................... 1,808
12,000 +Geotel Communications Corp ............. 156
50,000 +Gilat Satellite Network Ltd ............ 1,231
55,000 +Itron Inc .............................. 976
75,000 +Loral Space
Communications....................... 1,378
20,000 +Network Computing Devices .............. 203
10,000 +Pacific Gateway Exchange Inc ........... 365
19,000 +Paging Network Inc ..................... 290
52,500 *+P-COM Inc .............................. 1,555
109,000 +QUALCOMM Inc ........................... 4,346
40,000 +Tekelec ................................ 630
35,000 +U.S. Robotics Corp ..................... 2,520
------
20,812
------
Computer Peripherals (2.0%)
55,000 +Adaptec Inc. ........................... 2,200
30,000 +Komag Inc .............................. 814
10,800 +Kopin Corp ............................. 128
35,000 +Xionics Document Technology
Inc ................................ 438
-----
3,580
-----
Computer Software &
Services (15.8%)
5,000 +Aspen Technology Inc ................... 401
19,600 +Aurum Software Inc ..................... 453
43,500 #+Business Objects ADR.................... 587
40,000 +Check Point Software
Technology ........................... 870
10,000 +Checkfree Corp ......................... 171
19,100 +C/Net Inc .............................. 554
65,000 +Dataworks Corp ......................... 1,641
25,000 +Desktop Data Inc ....................... 481
50,000 +Fractal Design Corp .................... 525
105,000 +Hyperion Software Corp ................. 2,231
50,000 +Industri-Matematik
International Corp .................... 656
216,000 +Informix Corp .......................... 4,401
35,000 #+INSO Corp............................... 1,391
30,800 +Natural Microsystems Corp............... 970
Number Value
of Shares Security (000's)
- --------- ------- ------
TUDOR (continued)
47,000 +Netscape Communications
Corp................................... $2,673
35,000 +Parametric Technology Corp.............. 1,798
12,500 +PeopleSoft Inc ......................... 599
50,000 +Planning Sciences ADR .................. 600
79,500 +PLATINUM Technology Inc ................ 1,083
100,000 +Programmers Paradise Inc ............... 725
64,000 +Raster Graphics Inc .................... 760
40,000 +Security Dynamics Technology
Inc ................................ 1,260
17,500 +Segue Software Inc ..................... 319
15,000 +Summit Design Inc ...................... 154
50,000 +Sybase Inc ............................. 834
50,000 +Tecnomatix Technologies Ltd ............ 1,325
18,500 +Triteal Corp ........................... 393
25,000 +Versatility Inc ........................ 375
12,000 +VideoServer Inc ........................ 510
-----
28,740
------
Other Capital Goods (2.0%)
30,000 AGCO Corp .............................. 859
33,700 +American Superconductor Corp ........... 358
56,700 +Amphenol Corp Cl A...................... 1,262
35,000 +ThermoQuest Corp ....................... 451
50,000 +Trident International Inc .............. 813
------
3,743
------
Semi-Conductors & Related (1.7%)
8,000 +Altera Corp ............................ 581
11,000 +Analog Devices Inc. .................... 373
48,500 +Integrated Packaging Assembly
Corp.................................. 392
20,000 +Uniphase Corp .......................... 1,050
35,000 +Zoran Corp ............................. 630
-----
3,026
-----
59,901
------
Consumer
Biotechnology (9.6%)
41,200 +AutoImmune Inc ......................... 633
35,000 +BioChem Pharmaceutical Inc ............. 1,759
249,750 +Biocircuits Corp ....................... 726
70,000 +Cambridge Neuroscience
Inc (A) .............................. 790
35,000 +Centocor Inc ........................... 1,251
16,500 +Chirex Inc ............................. 198
50,000 +Cocensys Inc ........................... 287
65,000 +Epitope Inc ............................ 747
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Number Value
of Shares Security (000's)
- --------- -------- -----
TUDOR (continued)
60,000 +ESC Medical Systems Ltd. ............... $1,530
2,250 +Gensia Inc.............................. 10
45,800 +Genzyme Corp ........................... 326
57,500 +Hemasure Inc ........................... 359
82,500 +IBAH Inc ............................... 557
75,000 +ImmuLogic Pharmaceutical Corp .......... 478
15,000 +INCYTE Pharmaceuticals Inc ............. 772
58,000 +Metra Biosystems Inc ................... 276
60,000 +Neopath Inc. ........................... 1,095
57,500 #+North American Vaccine Inc ............. 1,394
2,800 +Parexel International Corp ............. 145
45,000 +Pathogenesis Corp ...................... 979
90,700 +Ribi Immunochem Research Inc. .......... 351
38,000 +SangStat Medical Corp .................. 1,007
90,000 +SEQUUS Pharmaceuticals Inc.............. 1,440
30,000 +Synaptic Pharmaceutical Corp ........... 360
-------
17,470
-------
Health Care - Cost
Containment (1.7%)
52,000 +Access Health Inc ...................... 2,327
25,000 Omnicare Inc ........................... 803
-------
3,130
-------
Health Care - Other (1.9%)
65,500 #+Arterial Vascular Engineering
Inc ................................. 819
25,000 +Collaborative Clinical Research
Inc................................... 269
30,000 #+Complete Management Inc................. 386
21,000 +Phycor Inc ............................. 596
60,000 +Resound Corp............................ 428
15,000 +Summit Medical Systems Inc ............. 114
40,000 +United Payors & United
Providers Inc ....................... 550
26,500 +Urocor Inc ............................. 253
-------
3,415
-------
Health Care -
Pharmaceuticals (1.4%)
120,000 +Cadus Pharmaceutical Corp .............. 1,050
20,000 +Dura Pharmaceuticals Inc. .............. 955
22,750 +Guilford Pharmaceuticals Inc ........... 529
-------
2,534
-------
Media- Cellular (1.3%)
12,500 +Globalstar Telecommunications
Ltd. ................................. 788
15,000 +Omnipoint Corp ......................... 289
50,000 +PT Pasifik Satelit Nusantara
ADR.................................. 600
Number Value
of Shares Security (000's)
- --------- -------- ------
TUDOR (continued)
57,500 +Western Wireless Corp Cl A ............. $798
-------
2,475
-------
Media - Other (1.1%)
63,000 Hollinger International Inc Cl A....... 725
51,400 +Intermedia Communications Inc .......... 1,324
-------
2,049
-------
Media - Wireless Cable
Television (1.0%)
89,500 +American Telecasting Inc. .............. 515
52,700 +Heartland Wireless
Communications Inc. ................. 692
39,500 #+Powerwave Technologies Inc. ............ 578
-------
1,785
-------
Restaurants (4.4%)
35,000 *+Landry's Seafood Restaurants
Inc.................................. 748
20,000 +Papa John's International Inc .......... 675
70,000 Pizza Express (B) ...................... 632
52,500 #+Planet Hollywood International
Inc.................................. 1,037
150,000 +Starbucks Corp ......................... 4,294
31,000 Wetherspoon J.D ....................... 621
-------
8,007
-------
Retail (9.1%)
107,500 +Friedman's Inc Cl A ................... 1,586
46,500 +Garden Botanika Inc .................... 558
175,000 Heilig-Meyers Co. ...................... 2,844
128,000 #+Just for Feet Inc ...................... 3,360
130,500 +Penn Traffic Co ........................ 473
85,000 +PETsMART Inc ........................... 1,859
198,000 +Sunglass Hut International Inc ......... 1,436
43,000 +Whole Foods Market Inc ................. 968
92,700 +Williams Sonoma Inc .................... 3,372
-------
16,456
-------
Other Consumer (3.9%)
25,000 +Cinar Films Inc Class B ............... 650
58,000 +Designer Holdings Ltd .................. 935
18,600 +Family Golf Centers Inc ................ 560
40,000 +Gemstar International Group Ltd ........ 700
32,500 +Lithia Motors Inc-Cl A ................. 362
52,500 Royal Caribbean Cruises Ltd ............ 1,227
10,500 #+Sun International Hotels Ltd ........... 383
50,000 #+Turbochef Inc .......................... 1,106
90,500 +Twinlab Corp ........................... 1,097
-------
7,020
-------
64,341
-------
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Number Value
of Shares Security (000's)
- --------- -------- -------
TUDOR (continued)
Energy
Oil Services (5.4%)
35,000 +BJ Services Co ......................... $1,785
35,000 +Energy Ventures Inc .................... 1,781
17,000 +Falcon Drilling Inc .................... 667
65,000 +Noble Drilling Corp .................... 1,292
37,000 +Petroleum Geo Services ADR ............. 1,443
55,000 +Rowan Cos .............................. 1,244
50,100 +Weatherford Enterra Inc ................ 1,503
-------
9,715
-------
Oil & Gas Exploration (3.4%)
20,000 +Chesapeake Energy Corp ................. 1,112
250,000 +Gulf Canada Resources Ltd .............. 1,844
32,500 +Nuevo Energy Co ........................ 1,690
45,000 Vintage Petroleum Inc .................. 1,553
-------
6,199
-------
15,914
-------
Intermediate Goods & Services
Basic Industries (2.2%)
29,500 CalMat Co .............................. 553
60,300 Huntco Inc Cl A ........................ 889
24,000 Intertape Polymer Group Inc ............ 552
19,500 OM Group Inc ........................... 527
296,000 +Waxman Industries Inc .................. 1,443
-------
3,964
-------
Business Services (7.8%)
30,000 +Cambridge Technology
Partners Inc .......................... 1,007
72,000 +Checkpoint Systems Inc ................. 1,782
27,500 +Corrections Corp of America ............ 842
59,322 +Del Global Technologies Corp ........... 504
65,000 +Digital Generation Systems Inc. ........ 544
35,000 +Emcor Group Inc ........................ 455
50,000 +Flextronics International Ltd........... 1,388
20,000 +Hadco Corp ............................. 980
35,500 +International Network Services ......... 1,072
15,000 +MoneyGram Payment Systems .............. 199
20,000 +QuickResponse Services Inc ............. 570
27,500 +Solectron Corp ......................... 1,468
126,800 +Wackenhut Corrections Corp ............. 2,536
48,750 #+Youth Services International Inc ....... 743
-------
14,090
-------
Environmental Services (0.2%)
9,000 +Culligan Water Technologies
Inc.................................. 365
-------
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Number Value
of Shares Security (000's)
- --------- -------- -------
TUDOR (continued)
Infrastructure (1.4%)
170,000 + AES China Generating Co Cl A ...........$2,168
550,000 Hopewell Holdings Ltd .....................356
----------
2,524
----------
Transportation (2.3%)
115,000 + America West Airlines Cl B ..............1,826
85,000 + Continental Airlines Cl B...............2,401
----------
4,227
----------
25,170
----------
Interest Sensitive
Banks (1.3%)
50,000 + Dime Bancorp Inc ..........................737
25,000 First Hawaiian Inc ........................875
55,000 + RedFed Bancorp Inc ........................743
----------
2,355
----------
Insurance (3.0%)
35,000 + Amerin Corp ...............................901
21,500 CapMAC Holdings ...........................712
69,800 PXRE Corp ...............................1,728
78,500 20th Century Industries .................1,325
40,000 Western National Corp .....................770
----------
5,436
----------
Other (0.9%)
100,000 + Cadiz Land Inc ............................519
20,000 Everen Capital Corp .......................447
390,000 Peregrine Investment Holdings
Ltd ....................................668
----------
1,634
-----------
9,425
-----------
Real Estate Investment Trust
Residential (1.2%)
88,200 Mills Corp ..............................2,106
----------
Total Common Stocks
(Cost $129,512).......................176,857
----------
CLOSED END FUND (1.3%)
(Cost $2,072)
150,000 Templeton Dragon Fund ...................2,419
----------
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Principal Value
Amount Security (000's)
(000's) -------- ------
- ------
TUDOR (continued)
CONVERTIBLE PREFERRED
STOCKS (0.8%)
Consumer
Media-Cellular (0.8%)
25,500 Globalstar Telecommunications
Ltd. (B).............................. $1,441
------
Capital Goods
Other Capital Goods (0.0%)
5,138 Advanced Promotion
Technologies Inc (A)................. 1
Total Convertible
Preferred Stocks
Stocks (Cost $1,718)................... 1,442
------
Principal
Amount
(000's)
- -------- CONVERTIBLE BOND (0.4%)
Intermediate Goods & Services
Business Services (0.4%)
(Cost $625)
$625 Youth Services International
7.000% Due 2/1/06 ................... 778
------
Number of
Warrants
- --------- WARRANTS (0.2%)
Energy
Oil Services (0.2%)
10,000 B.J. Services Co Exp 4/13/00 ........... 269
------
Interest Sensitive
Other (0.0%)
75,000 Peregrine Investment Holdings
Ltd. Exp 5/15/98 ..................... 24
------
Total Warrants
(Cost $57)............................. 293
------
Principal
Amount
(000's)
- -------- EURODOLLAR DEPOSIT (1.3%)
(Cost $2,402)
$2,402 Sumitomo Bank Ltd.
5.875% Due 1/2/97 ................... 2,402
------
Total Investments (101.5%)
(Cost $136,386)....................... 184,191
Value
(000's)
-------
TUDOR (continued)
Liabilities in Excess of
Other Assets (-1.5%)..................($2,821)
-------------
Total Net Assets (100.0%)........ $181,370
=============
Number of
Contracts
CALL OPTIONS WRITTEN
(Premiums Received $39)
50 ADC Telecommunications Inc.
2/97 @ 32.5 ................................10
50 Landry's Seafood Restaurants, Inc.
1/97 @ 22.50 .................................3
50 P-COM Inc. 1/97 @ 30 .........................8
------------
21
------------
<FN>
+ Non-income producing security.
# Securities out on loan.
* Securities pledged in whole or in part for written options. (A) SEC Rule 144
security. Requires registration under the SEC Act of 1933 before it can be
offered for public sale. (B) SEC Rule 144A security. Such security has limited
markets and is traded among "qualified institutional buyers."
</FN>
</TABLE>
<TABLE>
<C> <S> <C>
Number Value
of Shares Security (000's)
GROWTH AND INCOME
COMMON STOCKS (97.3%)
Capital Goods
Aerospace (4.9%)
25,000 Boeing Co.................................$2,659
15,000 Lockheed Martin Corp.......................1,372
------------
4,031
------------
Computer Software &
Services (9.2%)
40,000 + Cadence Design Systems Inc ................1,590
20,000 + Cisco Systems Inc .........................1,272
25,000 Intel Corp ................................3,273
20,000 + 3Com Corp..................................1,468
------------
7,603
------------
See notes to financial statements
<PAGE>
Number Value
of Shares Security (000's)
- --------- -------- ------
GROWTH AND INCOME (continued)
Other Capital Goods (7.3%)
30,000 General Electric Co .................... $2,966
60,000 +Checkpoint Systems Inc ................. 1,485
30,000 Xerox Corp ............................. 1,579
------
6,030
------
17,664
------
Consumer
Beverages (1.9%)
30,000 Coca-Cola Co............................ 1,578
------
Health Care (12.5%)
35,000 American Home Products Corp. ........... 2,052
12,000 Bristol-Myers Squibb Co. 1,305
35,000 Lilly Eli & Co ......................... 2,555
35,000 Merck & Co.............................. 2,774
20,000 Pfizer Inc ............................. 1,658
------
10,344
------
Restaurants ( 1.9%)
35,000 McDonald's Corp. ....................... 1,584
------
Other Consumer (9.2%)
60,000 Carnival Corp .......................... 1,980
20,000 Duracell International Inc ............. 1,398
20,000 Home Depot ............................. 1,003
18,000 Philip Morris Cos Inc. ................. 2,043
50,000 +Price Costco Inc........................ 1,256
------
7,680
------
21,186
------
Other Consumer
Consumer Cyclicals (4.6%)
25,000 Colgate-Palmolive Co ................... 2,306
30,000 Johnson & Johnson ...................... 1,493
------
3,799
Intermediate Goods & Services
Basic Industries (8.2%)
30,000 Fluor Corp ............................. 1,883
40,000 Hercules Inc. .......................... 1,730
50,000 Monsanto Co ............................ 1,944
27,000 Praxair Inc. ........................... 1,245
------
6,802
------
Business Services (1.3%)
30,000 First Data Corp......................... 1,095
------
7,897
------
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Principal
Amount Value
(000's) Security (000's)
- ----- -------- ------
Natural Resources
Energy & Related (8.2%)
30,000 Amerada Hess Corp. .......................$1,736
35,000 Dresser Industries Inc.....................1,085
25,000 Exxon Corp ................................2,450
15,000 Schlumberger Ltd ..........................1,498
------------
6,769
------------
Real Estate Investment Trusts
Commercial & Industrial (4.4%)
40,000 Crescent Real Estate Equities
Inc.....................................2,110
40,000 Duke Realty Investors Inc. ................1,540
------------
3,650
------------
Health Care (1.1%)
50,000 LTC Properties Inc ..........................925
-------------
Residential (3.0%)
50,000 Gables Residential Trust ..................1,450
45,000 Mills Corp ................................1,074
------------
2,524
------------
Shopping Centers (2.4%)
20,000 JDN Realty Corp .............................553
50,000 Urban Shopping Centers Inc. ...............1,450
------------
2,003
------------
9,102
------------
Interest Sensitive
Banks (8.3%)
20,000 BankAmerica Corp ..........................1,995
17,900 Bank of New York Inc. .......................604
25,000 Chase Manhattan Corp.......................2,231
20,000 Citicorp ..................................2,060
-------------
6,890
-------------
Insurance (3.3%)
25,000 American International Group
Inc.....................................2,706
-------------
Other (5.6%)
50,000 American Express Co. ......................2,825
50,000 Federal National Mortgage
Association..............................1,863
------------
4,688
------------
14,284
------------
Total Common Stocks
(Cost $57,563)..........................80,701
-------------
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Principal
Amount Value
(000's) Security (000's)
- ------ -------- -------
GROWTH AND INCOME (continued)
CONVERTIBLE BOND (0.9%)
(Cost $750)
Computer Software &
Services (0.9%)
$750 Baan Co.
4.500% Due 12/23/01 (B)............... $752
------
EURODOLLAR DEPOSIT (1.7%)
(Cost $1,425)
1,425 Societe Genrale Bank
5.350% Due 1/2/97..................... 1,425
------
Total Investments (99.9%)
(Cost $59,738)........................ 82,878
Other Assets in Excess
of Liabilities (0.1%)............. 59
------
Total Net Assets (100.0%)............... $82,937
=======
<FN>
+ Non-incoming producing security
(B) SEC Rule 144A security. Such security has limited
markets and is traded among "qualified institutional
buyers."
</FN>
</TABLE>
<TABLE>
<C> <S> <C>
Number Value
of Shares Security (000's)
- -------- ------- ------
GROWTH
COMMON STOCKS (97.9%)
Capital Goods
Communications (10.4%)
6,500 ADC Telecommunications Inc ............. $202
4,500 Advanced Fibre Communication
Inc. ................................. 250
5,000 Ascend Communications Inc .............. 311
10,500 Cascade Communications Corp ............ 579
9,300 CellNet DataSystems .................... 136
20,000 FORE Systems Inc ....................... 658
7,500 Geotel Communications Corp ............. 98
20,000 Gilat Satellite Network Ltd ............ 492
17,000 Itron Inc .............................. 302
30,000 Loral Space
Communications ....................... 551
10,000 Paging Network Inc ..................... 152
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Number Value
of Shares Security (000's)
- --------- --------- -------
GROWTH (continued)
12,500 + P-COM Inc ................................$370
35,000 # + QUALCOMM Inc ............................1,396
24,400 + Tekelec ...................................384
9,000 + U.S. Robotics Corp ........................648
----------
6,529
----------
Computer Peripherals (2.9%)
20,000 + Adaptec Inc. ..............................800
8,500 + Komag Inc .................................231
20,200 + Kopin Corp ................................240
7,000 + Seagate Technology Inc ....................276
25,000 + Xionics Document Technology
Inc.....................................312
----------
1,859
----------
Computer Software & Services (15.5%)
6,500 + Aurum Software Inc ........................150
12,500 + Business Objects ADR ......................169
15,000 + Check Point Software
Technology ...............................326
4,000 + Checkfree Corp .............................69
7,000 + C/Net Inc .................................203
11,500 + Desktop Data Inc ..........................221
4,500 + Envoy Corp ................................169
40,000 # + Fractal Design Corp .......................420
32,500 + Hyperion Software Corp.....................691
15,000 + Industri-Matematik
International Corp .......................197
65,500 # + Informix Corp ...........................1,335
12,500 # + INSO Corp .................................497
7,000 + Natural Microsystems Corp..................221
13,500 + Netscape Communications
Corp.....................................768
9,000 + Parametric Technology Corp ................462
20,000 + Planning Sciences ADR ....................240
25,000 + PLATINUM Technology Inc ...................341
30,000 # + Procom Technology .........................285
25,000 + Programmers Paradise Inc ..................181
12,500 + Raster Graphics Inc .......................148
13,500 + Security Dynamics Technology
Inc ....................................425
12,500 + Segue Software Inc ........................228
5,000 + Summit Design Inc ..........................51
22,500 + Sybase Inc ................................375
17,000 + Tecnomatix Technologies Ltd ...............451
6,500 + Triteal Corp ..............................138
7,500 + Versatility Inc ...........................112
27,000 + Viasat Inc ................................243
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Number Value
of Shares Security (000's)
- --------- --------- -------
GROWTH (continued)
6,000 +VideoServer Inc ........................ $255
9,750
------
+Semi-Conductors & Related (2.3%)
3,000 +Altera Corp ............................ 218
7,500 +Analog Devices Inc. .................... 254
15,000 +Integrated Packaging Assembly
Corp................................... 121
11,500 +Uniphase Corp .......................... 604
15,000 #+Zoran Corp ............................. 270
------
1,467
------
Other Capital Goods (2.5%)
13,500 AGCO Corp .............................. 386
26,500 +American Superconductor Corp ........... 282
30,000 +Emcor Group Inc ........................ 390
300,000 #+Noise Cancellation
Technologies ......................... 122
12,500 +ThermoQuest Corp ....................... 161
15,000 +Trident International Inc .............. 244
------
1,585
------
21,190
------
Consumer
Biotechnology (8.9%)
20,500 +AutoImmune Inc ......................... 315
11,000 +BioChem Pharmaceutical Inc ............ 553
15,000 +Biocircuits Corp ....................... 44
19,000 +Cambridge Neuroscience Inc ............. 226
18,000 +Chirex Inc ............................. 216
20,000 +ESC Medical Systems Ltd................. 510
22,500 +Genzyme Corp ........................... 160
24,375 +Gensia Inc ............................. 113
20,000 +Hemasure Inc ........................... 125
27,500 +IBAH Inc ............................... 186
20,000 +ImmuLogic Pharmaceutical Corp .......... 127
6,000 +INCYTE Pharmaceuticals Inc ............. 309
10,000 +Metra Biosystems Inc ................... 47
17,000 +Neopath Inc. ........................... 310
24,500 #+North American Vaccine Inc ............. 594
1,000 +Parexel International Corp ............. 52
16,000 +Pathogenesis Corp ...................... 348
72,800 +Ribi Immunochem Research Inc. .......... 282
60,606 +Ribi Immunochem Research
Inc (A) .............................. 223
10,000 +SangStat Medical Corp .................. 265
24,600 +SEQUUS Pharmaceuticals Inc.............. 394
15,000 +Synaptic Pharmaceutical Corp ........... 180
-------
5,579
------
Number Value
of Shares Security (000's)
- -------- -------- -------
GROWTH (continued)
Health Care - Cost
Containment (1.8%)
17,500 +Access Health Inc ...................... $783
10,000 Omnicare Inc ........................... 321
-------
1,104
-------
Health Care - Other (2.2%)
15,000 +Arterial Vascular Engineering
Inc ................................. 188
10,000 #+Cardiothoraic Systems Inc .............. 185
6,500 +Phycor Inc ............................. 184
57,500 +Summit Medical Systems Inc ............. 438
19,500 +United Payors & United
Providers Inc.......................... 268
15,000 +Urocor Inc ............................. 143
-------
1,406
-------
Health Care - Pharmaceuticals (0.7%)
7,500 +Dura Pharmaceuticals Inc. .............. 358
4,500 +Guilford Pharmaceuticals Inc ........... 105
-------
463
-------
Media - Cellular (2.1%)
5,000 +Globalstar Telecommunications
Ltd. ................................. 315
45,000 +Lightbridge Inc ........................ 385
7,500 +Omnipoint Corp ......................... 144
20,000 +PT Pasifik Satelit Nusantara ADR ....... 240
15,000 +Western Wireless Corp CL A ............. 208
-------
1,292
-------
Media - Other (1.9%)
5,000 #+Brooks Fiber Properties ................ 128
10,500 # Hollinger International Cl A............ 121
14,500 +Intermedia Communications Inc .......... 373
15,000 +Univision Communications Inc ........... 555
-------
1,177
-------
Media - Wireless Cable
Television (1.0%)
25,000 #+American Telecasting Inc. .............. 144
25,000 #+Heartland Wireless
Communications Inc.................... 328
12,500 #+Powerwave Technologies Inc. ............ 183
-------
655
-------
Restaurants (3.7%)
9,000 *+Landry's Seafood Restaurants
Inc.................................. 192
6,000 #+Papa John's International Inc .......... 203
14,550 #+Planet Hollywood International
Inc.................................... 287
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Number Value
of Shares Security (000's)
- --------- -------- -----
GROWTH (continued)
50,000 *+Starbucks Corp ......................... $1,431
10,200 Wetherspoon J.D (B)..................... 204
-------
2,317
-------
Retail (10.5%)
10,000 +Barnett Inc ............................ 273
19,500 +Delia*s Inc ............................ 388
45,000 +Friedman's Inc Cl A .................... 664
25,000 #+Garden Botanika Inc .................... 300
60,000 Heilig-Meyers Co. ...................... 975
35,000 #+ust for Feet Inc ...................... 919
35,000 #+Party City Corp ........................ 595
21,800 +Penn Traffic Co ........................ 79
25,000 #+PETsMART Inc ........................... 547
70,000 +Sunglass Hut International ............. 508
8,500 +Whole Foods Market Inc ................. 191
31,500 #+Williams Sonoma Inc..................... 1,146
-------
6,585
-------
Other Consumer (3.6%)
20,000 +Barry R.G. Corp ........................ 220
19,000 +Designer Holdings Ltd .................. 306
8,000 #+Family Golf Centers Inc ................ 241
15,000 +Gemstar International Group Ltd ........ 263
17,500 +Lithia Motors Inc-Cl A ................. 195
11,500 Royal Caribbean Cruises Ltd ............ 269
4,500 +Sun International Hotels Ltd ........... 164
15,000 #+Trump Hotels & Casino Resorts .......... 180
25,000 +Twinlab Corp ........................... 303
12,231 +Veterinary Centers of America .......... 135
-------
2,276
-------
22,854
-------
Energy
Oil Services (3.9%)
5,000 +BJ Services Co ......................... 255
10,000 +Energy Ventures Inc .................... 509
12,000 +Falcon Drilling Co Inc ................. 471
24,000 +Noble Drilling Corp .................... 477
7,500 +Petroleum Geo Services ADR ............. 293
15,000 +Weatherford Enterra Inc ................ 450
-------
2,455
-------
Oil & Gas Exploration (3.0%)
4,500 #+Chesapeake Energy Corp ................. 250
100,000 +Gulf Canada Resources .................. 738
11,000 +Nuevo Energy Co ........................ 572
9,000 Vintage Petroleum Inc .................. 311
-------
1,871
-------
4,326
-------
Number Value
of Shares Security (000's)
- ---------- -------- ------
GROWTH (continued)
Intermediate Goods & Services
Basic Industries (2.2%)
15,000 Calmat Co .............................. $281
17,500 Huntco Inc Cl A ........................ 258
12,000 Intertape Polymer Group Inc ............ 276
15,000 +Polymer Group Inc. ..................... 208
69,800 #+Waxman Industries Inc .................. 340
-------
1,363
-------
Business Services (7.9%)
422,500 #+Advanced Promotion
Technology Inc ........................ 3
10,500 +Cambridge Technology Partners
Inc ................................ 352
25,000 #+Checkpoint Systems Inc ................. 619
15,000 +Corrections Corp of America ............ 459
15,450 +Del Global Technologies Corp ........... 131
20,000 #+Digital Generation Systems Inc. ........ 168
20,000 +Flextronics International Ltd........... 555
7,500 +Hadco Corp ............................. 368
12,300 +International Network Services ......... 332
10,000 +MoneyGram Payment Systems .............. 132
12,500 +QuickResponse Services Inc ............. 356
10,000 +Solectron Corp ......................... 534
35,000 +Wackenhut Corrections Corp ............. 700
15,000 #+Youth Services International Inc ....... 229
-------
4,938
-------
Environmental Services (0.3%)
5,000 +Culligan Water Technologies ............ 202
-------
Infrastructure (1.2%)
60,000 +AES China Generating Co Cl A ........... 765
-------
Transportation (2.4%)
50,000 +America West Airlines Cl B ............. 794
25,000 #+Continental Airlines Cl B.............. 706
-------
1,500
-------
8,768
-------
Interest Sensitive
Banks (1.4%)
17,000 +Dime Bancorp Inc ....................... 251
10,000 First Hawaiian Inc ..................... 350
20,000 +Redfed Bancorp Inc ..................... 270
-------
871
-------
Insurance (3.3%)
10,000 +Amerin Corp ............................ 258
7,000 CapMAC Holdings ........................ 232
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Number Value
of Shares Security (000's)
- --------- ------- ------
GROWTH (continued)
25,000 PXRE Corp .............................. $619
35,500 # 20th Century Industries ................ 599
17,500 Western National Corp .................. 337
-------
2,045
-------
Other (1.0%)
8,000 CWM Mortgage Holdings Inc .............. 172
10,000 Everen Capital Corp .................... 224
10,000 #+Penn Treaty American Corp .............. 260
-------
656
-------
3,572
-------
Real Estate Investment Trusts
Residential (1.3%)
35,000 Mills Corp ............................. 836
-------
Total Common Stocks
(Cost $53,598)...................... 61,546
-------
CLOSED END FUND (1.3%)
(Cost $697)
50,000 Templeton Dragon Fund .................. 806
-------
CONVERTIBLE PREFERRED
STOCK (0.8%)
(Cost $425)
Consumer
Media - Cellular (0.8%)
8,500 Globalstar Telecommunications
Ltd. (B).............................. 480
-------
Principal
Amount
(000's)
CONVERTIBLE BOND (1.0%)
Intermediate Goods & Services
Business Services (1.0%)
(Cost $500)
$500 Youth Services International
7.000% Due 2/1/06 .................. 622
-------
Total Investments (101.0%)
(Cost $55,220)...................... 63,454
Liabilities in Excess of
Other Assets (-1.0%)................ (615)
-------
Total Net Assets (100.0%)............... $62,839
=======
Number of Value
Contracts Security (000's)
- -------- -------- -------
GROWTH (continued)
CALL OPTIONS WRITTEN
(Premiums Received $21)
15 Landry's Seafood, Inc.
1/97 @ 22.50......................... $1
75 Starbucks Corp 1/97 @ 35................ 1
-------
$2
-------
<FN>
+ Non-income producing security.
# Security out on loan.
* Security pledged in whole or in part for written options. (A) SEC Rule 144
security. Requires registration under the SEC Act of 1933 before it can be
offered for public sale. (B) SEC Rule 144A security. Such security has limited
markets and is traded among "qualified institutional buyers."
</FN>
</TABLE>
<TABLE>
<C> <S> <C>
Number Value
of Shares Security (000's)
QUANTITATIVE EQUITY
COMMON STOCKS (99.8%)
Capital Goods (8.3%)
6,800 Boeing Co .............................. $723
10,700 McDonnell Douglas Corp ................. 685
11,700 Alco Standard Corp ..................... 604
29,400 Westinghouse Electric Corp ............. 584
10,900 Raytheon Co ............................ 525
7,000 Honeywell Inc. ......................... 460
6,000 Fluor Corp ............................. 376
36,500 +Novell Inc ............................. 346
6,100 Tyco International Ltd ................. 323
5,600 Dover Corp ............................. 281
5,000 Pitney Bowes Inc. ...................... 273
3,100 Raychem Corp ........................... 248
5,600 Parker Hannifin Corp ................... 217
9,800 +Apple Computer Inc ..................... 205
7,100 +Advanced Micro Devices Inc ............. 183
3,900 Owens Corning .......................... 166
2,000 Northrop Grumman Corp .................. 165
2,300 General Dynamics ....................... 162
3,600 General Signal Corp .................... 154
1,900 Grainger WW Inc ........................ 152
3,734 +Lucas Varity PLC ADR ................... 142
2,000 Harris Corp. ........................... 137
3,800 Avery Dennison Corp .................... 134
2,700 Harnischfeger Industries Inc. .......... 130
3,700 Micron Technology Inc .................. 108
14,700 +Unisys Corp ............................ 99
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Number Value
of Shares Security (000's)
- --------- -------- -------
QUANTITATIVE EQUITY (continued)
1,400 +FMC Corp ............................... $98
3,000 Great Atlantic & Pacific Tea ........... 96
4,300 E&G Inc ................................ 87
3,600 Cincinnati Milacron Inc ................ 79
3,800 Moore Corp Ltd ......................... 77
2,100 Trinova Corp ........................... 76
1,500 Thomas & Betts Corp .................... 67
2,000 Harland Co. ............................ 66
1,300 Briggs & Stratton Corp ................. 57
6,230 +Navistar International Corp ............ 57
1,200 Timken Co. ............................. 55
1,200 Potlatch Corp........................... 52
4,800 +Intergraph Corp ........................ 49
3,600 Giddings & Lewis Inc. .................. 46
-------
8,544
-------
Consumer Durables (3.8%)
17,850 Mattel Inc. ............................ 495
5,300 +3COM Corp .............................. 389
10,600 Masco Corp ............................. 382
4,900 Eaton Corp ............................. 342
6,500 Whirlpool Corp ......................... 303
5,200 TRW Inc. ............................... 257
5,400 Genuine Parts Co ....................... 241
7,000 Black & Decker Corp .................... 211
5,200 Bausch & Lomb Inc ...................... 185
9,000 Maytag Corp ............................ 178
2,400 Armstrong World Industries Inc.......... 167
4,900 Echlin Inc. ............................ 155
7,200 Cooper Tire & Rubber Co................. 142
2,900 Cummins Engine Inc ..................... 133
4,800 Stanley Works .......................... 130
2,400 Snap-On Inc ............................ 85
2,000 BF Goodrich Co ......................... 81
2,000 Outboard Marine Inc. ................... 33
-------
3,909
-------
Consumer Miscellaneous (0.5%)
17,300 Service Corp International ............. 484
3,700 +ACNielsen Corp ......................... 56
-------
540
-------
Consumer Non - Durables (35.7%)
25,100 Pfizer Inc ............................. 2,080
16,200 Bristol-Myers Squibb Co. ............... 1,762
42,950 Columbia Healthcare Corp ............... 1,750
37,895 Pharmacia & Upjohn Inc.................. 1,502
19,100 Lilly Eli & Co ......................... 1,394
23,400 American Home Products Corp. ........... 1,372
Number Value
of Shares Security (000's)
- --------- -------- ------
QUANTITATIVE EQUITY (continued)
16,300 Eastman Kodak Co ....................... $1,308
5,200 Unilever NV ADR......................... 911
25,400 +Viacom Inc. Cl B ....................... 886
13,300 Schering-Plough Corp. .................. 861
18,100 May Department Stores Co ............... 846
12,600 Kellogg Co ............................. 827
10,700 Warner Lambert Co ...................... 803
16,400 Penney (J.C.) Co. ...................... 799
33,980 Archer Daniels Midland Co............... 748
20,900 Albertsons Inc ......................... 745
18,100 Anheuser-Busch Cos Inc. ................ 724
22,200 Gap Inc. ............................... 669
10,900 Nike Inc. Cl B ......................... 651
13,600 Dayton Hudson Corp ..................... 534
14,300 Heinz H J Co ........................... 515
5,300 Colgate-Palmolive Co ................... 489
14,900 UST Inc. ............................... 482
6,400 Ralston Purina Co....................... 470
7,400 +Boston Scientific Corp ................. 444
8,600 Conagra Inc ........................... 428
5,500 CPC International Inc. ................. 426
5,600 Gannet Inc ............................. 419
10,100 American Stores Co ..................... 413
22,410 The Limited Inc ........................ 412
37,400 +K mart Stores .......................... 388
5,900 General Mills Inc ...................... 374
8,000 +Kroger Co .............................. 372
11,100 Cognizant Corp ......................... 366
9,400 Quaker Oats Co ......................... 358
15,500 +Tenet Healthcare Corp .................. 339
4,800 Pioneer Hi Bred International .......... 336
10,500 Dillard Department Stores Inc.
Cl A ................................ 324
4,800 Avon Products Inc ...................... 274
7,600 +Federated Department Stores
Inc ................................. 259
5,700 Tandy Corp.............................. 251
6,500 New York Times Co Cl A ................. 247
5,200 Harcourt General Inc ................... 240
5,300 International Flavors &
Fragrances Inc ...................... 238
5,400 Becton Dickinson & Co. ................. 234
5,900 Hasbro Inc ............................. 229
6,800 Winn Dixie Stores ...................... 215
4,800 Mallinckrodt Group Inc. ................ 212
4,400 Great Lakes Chemical Corp. ............. 206
4,800 +St. Jude Medical Inc. .................. 205
4,300 TJX Cos Inc ............................ 204
4,400 McGraw-Hill Cos ........................ 203
4,900 +CVS Corp ............................... 202
4,900 Rite Aid Corp. ......................... 195
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Number Value
of Shares Security (000's)
- --------- -------- ------
QUANTITATIVE EQUITY (continued)
5,400 Allergan Inc. .......................... $192
4,900 Liz Claiborne Inc. ..................... 189
8,600 +Woolworth Corp ......................... 188
2,300 Tribune Co. ............................ 181
1,800 Clorox Co. ............................. 181
3,600 Mercantile Stores ...................... 178
6,600 +ALZA Corp............................... 171
3,900 Hershey Foods Corp ..................... 171
1,500 Philip Morris Cos. ..................... 170
2,500 VF Corp ................................ 169
3,800 Polaroid Corp .......................... 165
3,800 Reebok International Ltd ............... 160
4,400 Giant Food Inc Cl A .................... 152
4,000 +Fruit of the Loom Inc .................. 151
3,900 Knight-Ridder Inc ...................... 149
5,300 Bard (CR) Inc .......................... 148
3,700 United States Surgical Corp ............ 146
4,900 American Greetings-Corp Cl A ........... 139
3,200 +King World Productions Inc ............. 118
7,500 Biomet Inc.............................. 113
7,100 +Beverly Enterprises Inc................. 91
1,600 Pennzoil Co. ........................... 90
2,400 National Services Industries Inc ....... 90
5,200 McDermott International Inc ............ 86
3,000 Supervalu Inc. ......................... 85
3,100 Hilton Hotels Corp ..................... 81
1,600 Springs Industries Inc ................. 69
3,248 Jostens Inc ............................ 69
13,000 +Charming Shoppes Inc.................... 66
2,000 Russell Corp ........................... 60
2,800 Coors (Adolph) Co Cl B ................. 53
1,000 Alberto Culver Co....................... 48
2,700 Fleming Cos Inc ........................ 47
800 Longs Drug Stores Corp.................. 39
1,388 +Footstar Inc ........................... 35
5,000 +Ryan's Family Steak Houses Inc ......... 34
3,400 +Transitional Hospitals Corp ............ 33
3,000 Stride Rite Corp ....................... 30
4,200 +Shoney's Inc ........................... 29
800 Eastern Enterprises .................... 28
1,400 Luby's Cafeterias Inc. ................. 28
1,400 Brown Group Inc ........................ 26
-------
36,589
-------
Energy (18.5%)
44,300 Exxon Corp ............................. 4,341
19,600 Royal Dutch Petroleum Co ADR ........... 3,347
15,100 Mobil Corp. ............................ 1,846
Number Value
of Shares Security (000's)
- -------- -------- -------
QUANTITATIVE EQUITY (continued)
19,100 Amoco Corp ............................. $1,542
14,200 Schlumberger Ltd ....................... 1,418
9,600 Texaco Inc ............................. 942
18,300 Phillips Petroleum Co. ................. 810
6,000 Atlantic Richfield ..................... 796
25,700 Occidental Petroleum Corp .............. 601
7,700 Halliburton Co ......................... 464
18,600 USX-Marathon Group ..................... 444
12,200 Dresser Industries Inc ................. 378
6,800 Burlington Resources Inc ............... 343
9,000 Baker Hughes Inc ....................... 311
6,046 CINergy Corp. .......................... 202
7,300 Sun Co ................................. 178
2,000 Kerr McGee Corp ........................ 144
3,750 Williams Cos Inc ....................... 141
5,400 +Oryx Energy Co ......................... 134
2,300 Louisiana Land & Exploration Co ........ 123
2,700 Ashland Inc ............................ 118
4,100 +Rowan Cos .............................. 93
5,500 +Santa Fe Energy Resources .............. 76
1,300 Helmerich & Payne ...................... 68
700 NACCO Industries Cl A ................. 37
-------
18,897
-------
Financial (5.4%)
23,500 First Data Corp ........................ 858
3,200 General Re Corp ........................ 505
9,500 U.S. Bancorp ........................... 427
4,200 Loews Corp ............................. 396
6,200 Chubb Corp ............................. 333
4,500 UNUM Corp .............................. 325
7,200 National City Corp ..................... 323
4,300 Boatmen's Bancshares Inc ............... 277
2,600 Marsh & McLennan Cos ................... 270
3,700 Aon Corp ............................... 230
3,500 Fifth Third Bancorp .................... 220
3,400 St Paul Cos. Inc........................ 199
2,052 Aetna Inc .............................. 164
2,900 Sherwin-Williams Co. ................... 162
2,750 Jefferson-Pilot Corp ................... 156
1,900 Transamerica Corp ...................... 150
1,800 Republic NY Corp ....................... 147
6,800 USF&G Corp ............................. 142
2,200 Torchmark Corp ......................... 111
3,150 Crane Co ............................... 91
1,500 USLife Corp ............................ 50
-------
5,536
-------
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Number Value
of Shares Security (000's)
- --------- -------- ------
QUANTITATIVE EQUITY (continued)
Intermediate Goods
& Services (15.1%)
36,500 WMX Technologies, Inc. ................. $1,191
14,200 Minnesota Mining &
Manufacturing Co .................... 1,177
9,900 Kimberly-Clark Corp .................... 943
10,900 Dow Chemical Co ........................ 854
13,200 Aluminum Company of America ............ 841
28,600 Barrick Gold Corp ...................... 819
15,000 Corning Inc ............................ 694
18,500 Browning Ferris Industries Inc. ........ 486
20,500 Placer Dome Inc ADR .................... 446
7,900 Crown Cork & Seal Inc .................. 430
8,892 Newmont Mining Corp .................... 398
7,000 PPG Industries Inc. .................... 393
7,000 W.R. Grace & Co......................... 362
5,100 Phelps Dodge Corp ...................... 344
6,700 Nucor Corp ............................. 342
7,600 Champion International Corp. ........... 329
7,163 International Paper Co. ................ 289
8,700 Inco Ltd ............................... 277
5,700 Interpublic Group of Cos Inc ........... 271
11,100 Dun & Bradstreet Corp .................. 264
13,300 Engelhard Corp ......................... 254
3,100 Rohm & Haas Co ......................... 253
4,400 Reynolds Metals Co ..................... 248
3,500 Sigma Aldrich Corp ..................... 219
6,600 USX-U.S. Steel Group ................... 207
14,500 Homestake Mining Co .................... 207
6,000 Dow Jones & Co Inc ..................... 203
6,200 Westvaco Corp........................... 178
14,900 Laidlaw Inc Cl B ....................... 171
7,335 Allegheny Teledyne Inc ................. 169
5,000 James River Corp of Virginia ........... 166
5,000 Deluxe Corp ............................ 164
5,774 +Fresenius Medical Care AG
ADR.................................... 162
6,900 Cyprus Amax Minerals Co. ............... 161
3,200 Union Camp Corp ........................ 153
2,600 Mead Corp .............................. 151
6,800 Worthington Industries Inc. ............ 123
17,700 Echo Bay Mines Ltd ..................... 117
4,100 Ryder Systems Inc ...................... 115
7,700 Stone Container Corp ................... 115
2,300 Shared Medical Systems Corp ............ 113
3,100 Nalco Chemical Co ...................... 112
12,200 +Bethlehem Steel Corp. .................. 110
2,900 Ecolab Inc ............................. 109
4,300 Inland Steel Industries Inc ............ 86
4,700 Safety Kleen Corp ...................... 77
Number Value
of Shares Security (000's)
- ---------- -------- -------
QUANTITATIVE EQUITY (continued)
3,700 Ogden Corp ............................. $69
2,600 Ball Corp .............................. 68
10,300 +Armco Inc .............................. 42
-------
15,472
-------
Miscellaneous Industrials (0.7%)
3,400 Textron Inc ............................ 320
3,400 Millipore Corp ......................... 141
6,800 Viad Corp .............................. 112
7,200 Dial Corp .............................. 106
-------
679
-------
Public Utilities (9.7%)
34,200 Sprint Corp ............................ 1,364
17,000 Enron Corp ............................. 733
28,600 Southern Co ............................ 647
19,500 US West Inc ............................ 629
9,200 Duke Power Co .......................... 428
9,700 Texas Utilities Co ..................... 395
19,200 Edison International ................... 382
17,700 Pacific Gas & Electric Co. ............. 372
7,400 FPL Group Inc. ......................... 340
7,700 American Electric Power Co ............. 317
6,400 Coastal Corp ........................... 313
7,300 Dominion Resources Inc ................. 281
5,300 Sonat Inc. ............................. 273
9,300 Entergy Corp ........................... 258
9,400 Unicom Corp ............................ 255
11,000 Houston Industries Inc.................. 249
11,900 Pacificorp ............................. 244
9,200 Central & South West Corp .............. 236
3,300 Columbia Gas System Inc ................ 210
3,500 Consolidated National Gas Co ........... 193
5,800 DTE Energy Co .......................... 188
5,300 GPU Inc ................................ 178
4,500 Union Electric Co....................... 173
5,700 Pacific Enterprises .................... 173
6,700 PP & L Resources Inc ................... 154
6,600 Ohio Edison Co ......................... 150
3,800 Bemis Inc .............................. 140
2,900 Northern States Power Co................ 133
4,800 ENSERCH Corp ........................... 110
6,500 Noram Energy Corp. ..................... 100
10,000 +Niagara Mohawk Power Corp............... 99
2,100 Oneok Inc. ............................. 63
1,700 Nicor Inc. ............................. 61
2,200 PECO Energy Co ......................... 56
-------
9,897
-------
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Number Value
of Shares Security (000's)
- --------- -------- ------
QUANTITATIVE EQUITY (continued)
Transportation (2.1%)
7,500 Burlington Northern Santa Fe
Corp ................................ $648
6,900 Union Pacific Corp ..................... 415
4,000 Conrail Inc. ........................... 398
7,102 Union Pacific Resources Group .......... 208
8,700 Whitman Corp ........................... 199
5,600 Caliber Systems Inc .................... 108
4,000 +USAir Group Inc ........................ 94
3,100 Consolidated Freightways Inc ........... 69
1,800 +Yellow Corp ............................ 26
1,550 +Consolidated Freightways Corp .......... 14
-------
2,179
-------
Total Common Stocks
(Cost $85,886)........................ 102,242
CONVERTIBLE PREFERRED
STOCK (0.1%) (Cost $53)
Financial (0.1%)
818 Aetna Inc 6.250% ....................... 65
-------
Total Investments (99.9%)
(Cost $85,939)........................ 102,307
Other Assets in Excess
Of Liabilities (0.1%)................. 143
-------
Total Net Assets (100.0%)............... $102,450
========
<FN>
+ Non-income producing security.
</FN>
</TABLE>
<TABLE>
<C> <S> <C>
Number Value
of Shares Security (000's)
- --------- -------- ------
INTERNATIONAL
COMMON STOCKS (98.0%)
Australia (4.3%)
8,800 Broken Hill Proprietary Co.............. $125
11,700 Mayne Nickless Ltd...................... 80
10,200 National Australia Bank................. 120
14,500 The News Corp .......................... 76
22,000 Southcorp Holdings...................... 70
15,000 WMC Ltd ................................ 95
-------
566
-------
Austria (1.0%)
1,190 OMV..................................... 134
-------
Denmark (1.0%)
2,400 Tele Danmark 'B' ....................... 132
-------
Number Value
of Shares Security (000's)
- --------- ------- ------
INTERNATIONAL (continued)
France (9.1%)
1,221 Alcatel Alsthom......................... $98
1,510 Christian Dior.......................... 244
1,134 Eaux (CIE Generales Des)................ 141
2,584 Havas................................... 181
1,320 Rhone-Poulenc "A"....................... 45
1,206 Societe Generale........................ 130
3,669 Total "B" Shares........................ 298
2,400 Union Des Assurances De Paris........... 60
-------
1,197
-------
Germany (7.1%)
3,761 Commerzbank AG.......................... 96
2,920 Daimler Benz AG......................... 201
3,860 Deutsche Bank........................... 180
270 Henkel Pref............................. 13
941 Preussag................................ 213
594 Viag.................................... 233
-------
936
-------
Hong Kong (7.6%)
20,000 Citic Pacific........................... 116
78,000 Giordano Holdings....................... 67
140,000 Guandong Investment Ltd................. 135
10,000 Hang Seng Bank.......................... 121
65,000 Hong Kong & China Gas................... 126
25,000 Hysan Development....................... 99
70,000 Shangri-La Asia ........................ 104
14,000 Smartone Mobile
Communications...................... 27
9,000 Sun Hung Kai Properties................. 110
10,000 Swire Pacific A......................... 95
-------
1,000
-------
Indonesia (0.1%)
10,000 Jababeka Pt ............................ 12
115 Pt Telekomunikasi Indonesia ............ 4
2,000 Pt Telekomunikasi (Local) .............. 3
-------
19
-------
Italy (3.0%)
69,149 Fiat Spa Ord............................ 209
66,000 Istituto Nazionale Delle ............... 86
21,250 Stet.................................... 97
-------
392
-------
Japan (25.6%)
7,000 Asahi Bank Ltd.......................... 62
6,000 Asahi Chemical.......................... 34
2,200 Asatsu Corp............................. 70
2,000 The Bank of Tokyo-Mitsubishi ........... 37
7,000 Banyu Pharmaceutical.................... 98
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Number Value
of Shares Security (000's)
- --------- -------- ------
INTERNATIONAL (continued)
440 Canon Sales............................. $10
1,400 Circle K Japan Co. ..................... 60
3,000 Eisai Co................................ 59
10,000 Hankyu Corp............................. 50
10,000 Hitachi ................................ 93
22,000 Hitachi Zosen........................... 85
15,000 Itochu Corp............................. 81
1,000 +Japan Associated Finance ............... 79
8,000 JGC Corp................................ 60
6,000 Matsushita Electric..................... 98
15,000 Mitsubishi Heavy Industries............. 119
13,000 Mitsubishi Motor Corp................... 95
7,000 Mitsui Fudosan.......................... 70
5,000 Mycal Corp.............................. 73
3,000 NEC Systems............................. 60
16,000 Nippon Express.......................... 110
25,000 Nippon Steel............................ 74
12 Nippon Tel &Tel Corp.................... 91
390 Nippon Television Network............... 118
14,000 Nissan Motor Co......................... 81
8,000 Nomura Securities....................... 120
10,000 NTN Corp................................ 54
9,000 Obayashi................................ 61
5,000 Omron Corp.............................. 94
18,000 Osaka Gas............................... 49
6,000 Ricoh................................... 69
1,000 Rohm.................................... 66
8,000 Seiyo Food Systems...................... 71
5,000 Shin-Etsu Chemicals Co.................. 91
5,000 Showa Shell Sekiyo...................... 42
700 Sony Corp............................... 46
6,000 Sumitomo Bank........................... 87
10,000 Sumitomo Marine & Fire
Insurance........................... 62
17,000 Sumitomo Osaka Cement................ .. 56
10,000 Sumitomo Trust & Bank................... 100
15,000 Tokyo Department Stores................. 68
5,000 Tokyo Style............................. 70
10,000 Toray Industries........................ 62
2,000 Tostem Corp............................. 55
10,000 Victor Co of Japan...................... 99
10,000 Yokogawa Electric Corp.................. 86
-------
3,375
-------
Malaysia (3.6%)
34,000 Diversified Resource.................... 126
20,000 Leader Universal Holding................ 42
4,000 Ligkaran Trans Kota Holdings ........... 8
8,000 Malayan Banking......................... 89
19,000 Malaysian Airline Systems.............. 49
16,000 Resorts World........................... 73
10,000 Telekom Malaysia........................ 89
-------
476
-------
Number Value
of Shares Security (000's)
- --------- ---------- ------
INTERNATIONAL (continued)
Netherlands (5.4%)
7,085 Elsevier................................ $120
7,104 K.L.M................................... 200
4,615 Philips Electronics..................... 187
815 Royal Dutch Petroleum................... 143
300 Unilever NV............................. 53
-------
703
-------
Singapore (1.7%)
14,000 Keppel Corp Ord......................... 109
5,500 Overseas-Chinese
Banking Corp........................ 69
5,000 Singapore International Airlines ....... 45
-------
223
-------
South Korea (0.1%)
74 Samsung Electronics GDS
(voting) (B)........................ 3
721 Samsung Electronics GDS
(non-voting) (B).................... 11
-------
14
-------
Spain (2.4%)
5,002 Argentaria CMN.......................... 224
2,500 Repsol.................................. 96
-------
320
-------
Sweden (2.1%)
6,368 Ericsson Tele B ........................ 197
1,769 Pharmacia............................... 73
-------
270
-------
Switzerland (4.7%)
50 ABB AG.................................. 62
183 Nestle.................................. 196
160 +Novartis AG............................. 183
300 Winterthur.............................. 174
-------
615
-------
United Kingdom (19.2%)
33,000 ASDA Group.............................. 70
8,013 Barclays ............................... 137
4,850 Bass Ord................................ 68
8,630 BBA Group............................... 52
3,762 British Aerospace....................... 83
6,653 British Airways......................... 69
12,085 British Petroleum....................... 145
10,800 British Telecomm........................ 73
6,779 Compass Group........................... 72
6,758 Dixons Group............................ 63
5,600 Emap.................................... 71
5,400 General Accident........................ 71
14,275 General Electric........................ 93
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Number Value
of Shares Security (000's)
- --------- -------- ------
INTERNATIONAL (continued)
3,972 GKN..................................... $68
5,500 Glaxo Welcome........................... 89
4,750 Granada Group........................... 70
7,300 Hays.................................... 70
6,303 HSBC Holdings........................... 141
5,743 Kingfisher.............................. 62
6,334 Next.................................... 62
8,500 Prudential Corp......................... 72
5,550 Reuters................................. 71
8,179 Scottish & Newcastle Breweries... ...... 96
7,845 Shell Transport & Trading............... 136
5,400 Smith Industries........................ 74
5,500 Smithkline Beecham...................... 76
5,670 Standard Chartered Bank................. 70
17,577 Tomkins................................. 81
12,000 Williams Holding........................ 71
9,150 Wolseley................................ 72
2,906 Zeneca Group............................ 82
-------
2,530
-------
Total Common Stocks
(Cost $12,261)........................ 12,902
-------
Number of
Warrants
- -------- WARRANTS (0.1%)
Japan (0.1%)
(Cost $51)
30 +Yodogawa Steel Works................ ... 12
-------
Principal
Amount
(000's)
- ------- CONVERTIBLE BONDS (1.0%)
Japan (1.0%)
(Cost $131)
$3,000 Fuji International Finance
0.250% Due 2/1/02................... 26
100 Mitsubishi Bank
3.000% Due 11/30/02................. 106
-------
132
-------
U.S. TREASURY SECURITY (1.5%)
(Cost $200)
200 U.S. Treasury Bill
4.954% Due 1/9/97.................. 200
-------
Total Investments (100.6%)
(Cost $12,643)........................ 13,246
Liabilities in Excess of
Other Assets (-0.6%)................ (85)
-------
Total Net Assets (100.0%)............... $13,161
=======
INTERNATIONAL (continued)
<FN>
+ Non-incoming producing security.
(B) SEC Rule 144A Security. Such security has limited markets and is traded
among "qualfied institutional buyers".
</FN>
</TABLE>
<TABLE>
<C> <S> <C>
International Fund
Industry Concentrations
% of Net
Assets
13.4% Banks................................... $1,769
7.4% Electronics............................. 981
5.8% Automotive.............................. 764
5.5% Energy.................................. 722
5.4% Telecommunications...................... 713
5.0% Drugs................................... 660
4.8% Natural Resources....................... 630
4.6% Transportation.......................... 608
4.0% Insurance............................... 524
3.8% Food & Beverage......................... 503
3.7% Conglomerates........................... 490
3.5% Retail.................................. 462
3.1% Business Services....................... 405
2.9% Media................................... 376
2.5% Financial Services...................... 326
2.3% Metal & Metal Products.................. 299
2.2% Real Estate............................. 292
2.2% Utilities............................... 286
2.1% Engineering............................. 280
1.9% Construction............................ 252
1.9% Consumer Non-Durables................... 244
1.5% Publishing.............................. 191
1.5% Manufacturing........................... 191
1.4% Holding Companies....................... 186
1.4% Chemicals............................... 183
1.3% Leisure................................. 177
1.3% Machinery............................... 173
1.2% Aerospace/Defense....................... 156
0.5% Consumer Durables....................... 71
0.5% Consumer Services....................... 70
0.5% Basic Industries........................ 62
----- -------
99.1% Total Stocks, Bonds & Warrants.......... 13,046
1.5% Short Term Investments.................. 200
------ -------
100.6% Total Investments....................... 13,246
Liabilities in Excess of Other
-0.6% Assets.............................. (85)
----- -------
100.0% Total Net Assets........................ $13,161
===== =======
</TABLE>
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
<TABLE>
<CAPTION>
Schedules of Investments at December 31, 1996
<C> <S> <C>
Principal
Amount Value
(000's) Security (000's)
- ------- -------- -------
GOVERNMENT SECURITIES
U.S TREASURY & GOVERNMENT
AGENCY SECURITIES (147.7%)
U.S. Treasury Securities (32.5%)
U.S. Treasury Notes
$8,390 5.125% Due 2/28/98...................... $8,336
610 5.875% Due 4/30/98...................... 611
1,870 6.125% Due 5/15/98...................... 1,879
6,045 5.875% Due 10/31/98..................... 6,044
11,165 6.375% Due 3/31/01...................... 11,240
10,740 7.000% Due 7/15/06...................... 11,158
-------
Total U.S. Government Securities
(Cost $39,260)....................... 39,268
-------
U.S. Government Agencies (115.2%)
Mortgage Related (62.9%)
Federal Home Loan Mortgage
Corporation (FREDDIE MAC) (1.3%)
1,537 * 7.000% Due 5/1/09....................... 1,543
-------
Federal National Mortgage
Association (FANNIE MAE) (24.1%)
1,926 * 9.000% Due 11/1/10...................... 2,040
17,254 * 7.000% Due 1/1/11-1/1/26................ 17,002
195 * 6.500% Due 5/1/11-3/1/26 ............... 186
9,970 Variable Rate
Due 1/1/27(C) (++)................... 9,914
-------
29,142
-------
Government National Mortgage
Association (GINNIE MAE) (37.5%)
10,579 * 7.500% Due 9/15/07-6/15/23.............. 10,741
9,980 7.000% Due 1/1/12 (C)................... 10,020
2,852 * 8.000% Due 2/15/17-9/15/17.............. 2,952
1,568 * 9.000% Due 6/15/21...................... 1,672
19,250 8.500% Due 1/1/27 (C)................... 19,948
-------
45,333
-------
Total Mortgage Related
Securities........................... 76,018
-------
Non-Mortgage Related (52.3%)
Federal Farm Credit Bank (22.5%)
6,000 Discount Note Due 1/7/97................ 5,995
2,000 Discount Note Due 1/8/97................ 1,998
19,250 Discount Note Due 1/17/97............... 19,203
-------
27,196
-------
Federal Home Loan Banks (22.4%)
7,250 Discount Note Due 1/6/97................ 7,245
9,925 Discount Note Due 1/7/97................ 9,916
9,970 Discount Note Due 1/23/97............... 9,937
-------
27,098
-------
Principal
Amount Value
(000's) Security (000's)
GOVERNMENT SECURITIES (continued)
Tennessee Valley Authority (7.4%)
$8,800 5.980% Due 4/1/36....................... $8,915
-------
Total Non Mortgage Related
Securities............................ 63,209
-------
Total U.S. Government Agencies
(Cost $139,047)...................... 139,227
-------
Total Investments (147.7%)
(Cost $178,307)...................... 178,495
-------
Liabilities in Excess of
Other Assets (-47.7%)................ (57,691)
-------
Total Net Assets (100.0%)............... $120,804
========
<FN>
* Securities pledged in whole or in part as collateral
for when issued securities.
(C) Securities purchased on a when issued basis.
(++) Coupon indexed to Cost of Funds Index ("COFI").
(COFI is the Cost of Funds Index for the 11th District Federal Home Loan
Bank. It measures the average cost of funds for savings institutions in
Arizona, California and Nevada).
</FN>
</TABLE>
<TABLE>
<C> <S> <C>
Principal
Amount Value
(000's) Security (000's)
- ------ ------- ------
INTERMEDIATE MUNICIPAL BOND
Alaska (0.7%)
$100 Alaska State Housing
Financial Corporation
Mortgage Program 1st Series
6.800% Due 12/1/99.................. $104
Arizona (0.7%)
100 Pinal County Arizona
Industrial Development Authority
Pollution Control Revenue
5.000% Due 12/1/09 (D).............. 100
Colorado (1.9%)
100 Adams County Colorado
School District No. 12 Series D
General Obligation
MBIA Insured
5.450% Due 12/15/06................. 105
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Principal
Amount Value
(000's) Security (000's)
- ------- -------- ------
INTERMEDIATE MUNICIPAL BOND (continued)
$45 Brighton Colorado
General Obligation
FGIC Insured
Zero Coupon Due 12/1/00............. $38
150 Westminster Colorado Multifamily
Wexford Apartments Project
5.350% Due 12/1/25.................. 153
Connecticut (0.4%)
50 Stratford Connecticut General
Obligation FGIC Insured
7.000% Due 6/15/04.................. 57
District of Columbia (1.9%)
300 District of Columbia
General Obligation
5.000% Due 6/1/01................... 294
Florida (3.3%)
500 St. John's County Florida
Water & Sewer Revenue
MBIA Insured
5.250% Due 6/1/10................... 500
Georgia (3.0%)
400 Georgia State Series D
6.700% Due 8/1/10................... 461
Illinois (9.8%)
175 Berkeley Illinois Industrial
Development Revenue
Walgreen Company
Project Series A
6.250% Due 12/1/98.................. 177
500 Chicago Illinois
General Obligation
MBIA Insured
5.000% Due 1/1/08................... 494
240 Chicago Illinois
Water Revenue Refunding
AMBAC Insured
5.600% Due 11/1/04.................. 251
100 Cook & DuPage Counties, Illinois
Combined School District - B
FGIC Insured
Zero Coupon Due 12/1/05............. 63
Principal
Amount Value
(000's) Security (000's)
- ------- -------- ------
INTERMEDIATE MUNICIPAL BOND (continued)
$398 Illinois Health Facilities Authority
Revenue Series A MBIA Insured
7.900% Due 8/15/03.................. $408
100 Illinois State General Obligation
5.700% Due 6/1/98................... 101
Indiana (3.1%)
445 La Porte Indiana Economic
Development Revenue
Boise Cascade Corp. Project
Escrowed to Maturity
7.375% Due 6/1/01 .................. 476
Iowa (0.7%)
100 Iowa Student Loan Liquidity
6.450% Due 3/1/02................... 107
Kentucky (1.2%)
190 Dayton Kentucky Elderly
Housing Speers Court
5.350% Due 9/1/05................... 191
Massachusetts (4.9%)
250 Massachusetts Bay
Transportation Authority
General Transportation System
5.300% Due 3/1/05................... 258
500 Massachusetts State
Consolidated Loan Series D
General Obligation
5.250% Due 11/01/12................. 488
Michigan (1.8%)
240 Michigan State Building Authority
Chippewa Correctional Facilities
Escrowed to Maturity
7.250% Due 10/1/04.................. 278
Minnesota (2.6%)
380 Minnesota State Housing
Authority - Single Family
Mortgage Revenue
8.375% Due 2/1/15................... 392
Nebraska (0.5%)
70 Nebraska Investment Finance
Authority Single Family
Mortgage Series C
6.500% Due 9/15/14.................. 72
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Principal
Amount Value
(000's) Security (000's)
- -------- ------- ------
INTERMEDIATE MUNICIPAL BOND (continued)
Nevada (1.1%)
$150 Nevada State Muni Bond
Bank Project 38-39A
Escrowed to Maturity Refunded
6.400% Due 7/1/05................... $164
New Jersey (4.0%)
345 Arlington Arms Financing Corp.
New Jersey Mortgage Revenue
Arlington Arms Apartments
10.250% Due 3/1/25.................. 353
245 Gateway New Jersey Housing
Development Corporation
Revenue Bond Section 8
10.500% Due 8/1/25.................. 253
New York (3.4%)
175 Franklin County New York
Solid Waste Management
Authority 6.125% Due 6/1/09......... 191
100 Hempstead Town New York
General Obligation, Series B
AMBAC Insured
6.500% Due 1/1/12.................. 111
210 New York State Medical Care
Facilities Finance Agency Revenue
7.875% Due 2/15/07.................. 219
North Carolina (3.9%)
500 Surry County North Carolina
Industrial Facilities
9.250% Due 12/1/02.................. 586
Ohio (0.2%)
225 Ohio Housing Financing Agency
Single Family Mortgage
Series 1985A (FGIC Insured)
Zero Coupon Due 1/15/15............. 37
Oklahoma (5.7%)
55 Enid Oklahoma Hospital
Authority (St. Mary's Hospital)
Escrowed to Maturity
8.000% Due 7/1/98................... 56
Principal
Amount Value
(000's) Security (000's)
- -------- -------- -------
INTERMEDIATE MUNICIPAL BOND (continued)
$1,625 Oklahoma County
Oklahoma Home Finance Authority
Single Family Refunding
Prerefunded
Zero Coupon Due 7/1/12.............. $581
200 Tulsa Oklahoma Metropolitan
Utility Authority Revenue
7.000% Due 2/1/03................... 223
Pennsylvania (5.2%)
25 Delaware County Pennsylvania
General Obligation
7.000% Due 12/1/97.................. 25
500 Hempfield Pennsylvania
School District Refunding
6.700% Due 10/15/99................. 503
250 Pennsylvania State Industrial
Development Authority
AMBAC Insured
5.800% Due 7/1/09................... 264
South Carolina (5.2%)
500 Piedmont Municipal Power Agency
FGIC Insured
6.125% Due 1/1/07................... 537
230 Piedmont Municipal Power Agency
South Carolina Electric Refunding
Escrowed to Maturity MBIA Insured
6.250% Due 1/1/09................... 252
Texas (20.7%)
500 Cypress-Fairbanks Texas
Independent School District
7.300% Due 2/15/07.................. 586
540 Dallas Fort Worth Airport FGIC Insured
7.750% Due 11/1/01.................. 613
500 Deer Park Texas Independent
School District School Building
6.375% Due 2/15/07.................. 557
1,100 Harris County Texas Flood District
General Obligation
Zero Coupon Due 10/1/06............. 597
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Principal
Amount Value
(000's) Security (000's)
- -------- -------- ------
INTERMEDIATE MUNICIPAL BOND (continued)
$100 Garland Texas Independent
School District Series A
General Obligation
Zero Coupon Due 2/15/99............. $91
265 Lower Colorado River Authority
Prerefunded Revenue
6.250% Due 5/1/07................... 291
400 Texas Municipal Power
Agency - MBIA Insured
5.500% Due 9/1/10.................. 407
Utah (2.9%)
380 Salt Lake City Utah Water Conservancy
District Revenue Refunding Series A
Escrowed to Maturity
10.875% Due 10/1/02........... 445
Virginia (6.8%)
500 Brunswick County Virginia
Industrial Development Authority
Correctional Facilities Lease
MBIA Insured
5.650% Due 7/1/09................... 513
100 Virginia State Housing
Development Authority
Multi Family Series A
Zero Coupon Due 11/1/17............. 17
500 Virginia State University
Virginia Commonwealth
University Revenue
Series B 4.900% Due 5/1/03......... 503
Washington (2.1%)
300 Washington State Motor Vehicle
Tax General Obligation
6.200% Due 3/1/08................... 327
-------
Total Investments (97.7%)
(Cost $14,691)...................... 14,870
Other Assets in Excess of
Liabilities (2.3%).................. 344
-------
Total Net Assets (100.0%)............... $15,214
=======
<FN>
(D) Interest rate subject to change approximately every 1 to 180 days. Principal
payable on demand at periodic intervals at the Fund's option.
</FN>
</TABLE>
<TABLE>
<C> <S> <C>
Principal
Amount Value
(000's) Security (000's)
- ------- -------- -------
GOVERNMENT MONEY MARKET
U.S Government Agency
Obligations (82.8%)
Federal Farm Credit Bank (50.8%)
$5,000 Discount Note 1/6/97.................... $4,996
10,000 Discount Note 1/7/97.................... 9,991
5,000 Discount Note 1/8/97.................... 4,995
3,000 Discount Note 1/10/97................... 2,996
3,000 Discount Note 1/13/97................... 2,995
5,000 Discount Note 1/21/97................... 4,986
5,000 Discount Note 1/22/97................... 4,985
5,000 Discount Note 1/23/97................... 4,984
5,000 Discount Note 1/31/97................... 4,978
5,000 Discount Note 2/3/97.................... 4,976
5,000 Discount Note 2/4/97.................... 4,974
5,000 Discount Note 2/5/97.................... 4,974
3,000 Discount Note 2/10/97................... 2,982
3,000 Discount Note 2/14/97................... 2,980
3,000 Discount Note 2/18/97................... 2,979
3,000 Discount Note 2/20/97................... 2,978
5,000 Discount Note 2/24/97................... 4,960
-------
(Cost $77,709)....................... 77,709
-------
Federal Home Loan Banks (32.0%)
5,000 Discount Note 1/9/97.................... 4,994
5,000 Discount Note 1/10/97................... 4,993
4,000 Discount Note 1/14/97................... 3,992
5,000 Discount Note 1/15/97................... 4,990
5,000 Discount Note 1/16/97................... 4,989
5,000 Discount Note 1/17/97................... 4,989
5,000 Discount Note 1/24/97................... 4,983
5,000 Discount Note 1/27/97................... 4,981
5,000 Discount Note 2/6/97.................... 4,973
5,000 Discount Note 2/7/97.................... 4,973
-------
(Cost $48,857)....................... 48,857
-------
Total U.S. Government Agencies
(Cost $126,566)...................... 126,566
-------
Repurchase Agreement (13.3%)
20,252 Citicorp 6.250% Due 1/2/97
(Collateralized by $14,221
U.S. Treasury Notes
7.000% Due 4/15/99 and
$6,376 U.S. Treasury Notes
6.375% Due 9/30/01)
(Cost $20,252)....................... 20,252
-------
Total Investments (96.1%)
(Cost $146,818)...................... 146,818
Other Assets in Excess
of Liabilities (3.9%)............... 5,968
Total Net Assets (100.0%)............... $152,786
=========
See notes to financial statements
<PAGE>
Schedules of Investments at December 31, 1996
Principal
Amount Value
(000's) Security (000's)
- -------- -------- -------
TAX FREE MONEY MARKET
Arkansas (0.9%)
$1,110 Little Rock, Arkansas
Health Facilities Board Revenue
(Southwest Hospital)
4.050% Due 10/1/18 (D) (E)........... $1,110
Arizona (0.3%)
350 Tucson Industrial Development Authority
(Tucson City Center Parking Garage)
4.125% Due 6/1/15 (D) (E)............. 350
Colorado (0.1%)
100 Colorado Housing Finance
Multi-Family Housing Revenue
(Grant Street Plaza)
4.125% Due 11/1/09 (D) (E)........... 100
Connecticut (0.9%)
1,000 Waterbury Connecticut
Tax Anticipation Notes
4.000% Due 2/5/97..................... 1,000
Delaware (3.5%)
4,100 Delaware Economic
Development Authority
Multifamily Housing Revenue
(School House Trust 1985)
4.600% Due 12/17/15 (D) (E).......... 4,100
District of Columbia (0.9%)
1,100 District of Columbia Series B
General Fund Recovery Bonds
5.100% Due 6/1/03 (D) (E)........... 1,100
Florida (3.0%)
1,500 Atlantic Beach Florida
Revenue Refunding & Improvement
Fleet Landing Series B
5.100% Due 10/1/24 (D) (E)............ 1,500
2,040 Orange County Florida
Industrial Development
Revenue Refunding
(Orlando-Hawaiian Motel)
3.900% Due 10/1/15 (D) (E)........... 2,040
Georgia (0.2%)
225 Georgia Municipal Electric Authority
Power Revenue Ser L Prerefunded
7.750% Due 1/1/04.................... 233
Principal
Amount Value
(000's) Security (000's)
- ------- -------- ------
TAX FREE MONEY MARKET (continued)
Illinois (8.0%)
$125 Chicago Illinois Multi-Family Housing
Waveland Association Project F
4.200% Due 11/1/10 (D) (E)........... $125
800 Illinois Development Finance
Authority Industrial Development
Refunding Bond (Dart Container)
3.900% Due 8/1/25 (D) (E)............ 800
500 Illinois Development Finance
Agency Authority
(Presbyterian Home Lake Associates)
4.200% Due 9/1/31 (D) (E)............ 500
950 Illinois Development Finance
Authority Multifamily Revenue
(Cobbler Square Project)
4.650% Due 10/1/05 (D) (E)........... 950
1,150 Illinois Health Facilities Revenue
Bensenville Home Security
Series A
4.100% Due 2/15/19 (D) (E).......... 1,150
3,550 St. Clair County Illinois Industrial
Development Board (Winchester
Apartments Project Ser 94)
4.500% Due 10/1/15 (D) (E)............ 3,550
2,300 Troy Grove Illinois Refunding
(Unimin Corp.)
4.868% Due 5/1/10 (D) (E)............ 2,300
Indiana (6.5%)
240 Fort Wayne Indiana Economic
Development Authority Revenue
Refunding (Georgetown Pleace
Venture Project)
4.050% Due 12/1/15 (D) (E)........... 240
720 GAF Tax-Exempt Bond Grantor
Trust Series A
4.100% Due 4/1/08 (D) (E)............ 720
1,000 Indianapolis Indiana
Economic Development
(Joint & Clutch Series 1984)
3.878% Due 12/1/14 (D) (F)........... 1,000
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Principal
Amount Value
(000's) Security (000's)
- -------- -------- ------
TAX FREE MONEY MARKET (continued)
$1,900 Princeton Indiana
Pollution Control Revenue
PSI Energy Inc Project
5.100% Due 3/1/19 (D) (E)............. $1,900
2,000 Residential Apartments Portfolio
Certified Trust 1996 Series A
4.500% Due 12/1/02 (B)(D)(E).......... 2,000
1,800 Rockport Indiana
Pollution Control Revenue Refunding
AEP Generating Co Project B
5.100% Due 7/1/25 (D) (E)............. 1,800
Iowa (0.2%)
230 Iowa Higher Education
Loan Authority Revenue
(Drake University Series A)
6.440% Due 12/1/97.................... 235
Kansas (1.7%)
2,000 Salinas Kansas Central Mall
(Salinas Central Mall Dillard)
4.250% Due 12/1/04 (D) (E)........... 2,000
Kentucky (4.2%)
1,910 Boone County Kentucky
Economic Development Revenue
(Florence Park Care Center)
3.900% Due 6/1/15 (D) (E)............ 1,910
870 Boone County Kentucky Industrial
Development Bond Revenue
(Jamike/Hemmer Project)
3.850% Due 2/1/06 (D) (E)............ 870
300 Florence Kentucky Industrial
Building Revenue
(Florence Commercial Project)
3.900% Due 6/1/07 (D) (E)............ 300
1,895 Fort Thomas Kentucky
Industrial Buildings Revenue
(Carmel Manor Project)
3.900% Due 10/1/14 (D) (E)........... 1,895
Michigan (11.5%)
975 Birmingham Michigan Economic
Development Corporation
(Brown Street Project 83)
4.375% Due 12/1/18 (D) (E)............ 975
Principal
Amount Value
(000's) Security (000's)
- ------- -------- -------
TAX FREE MONEY MARKET (continued)
$425 Brighton Michigan
Area School District Revenue
5.900% Due 5/1/97..................... $428
2,100 Lansing Michigan Economic
Development Corp
(Atrium Office)
3.700% Due 5/1/15 (D) (E)............ 2,100
995 Leelanau County Michigan
Economic Development Corp
Revenue (American Community
Mutual Insurance Co Project)
3.800% Due 6/15/06 (D) (E)........... 995
1,065 Livonia Michigan Economic
Development Corporation
(American Community
Mutual Insurance)
3.800% Due 11/15/04 (D) (E).......... 1,065
77 McDonald Tax-Exempt
Mortgage Trust #1
4.250% Due 1/15/09 (D) (E)........... 77
200 Michigan State Job Development
Authority Revenue
(Kentwood Residence)
3.600% Due 11/1/14 (D) (E)........... 200
390 Michigan State Strategic Fund
Revenue (Tawas Bay
Association Project)
3.800% Due 12/1/01 (D) (E)........... 390
610 Michigan State Strategic Fund
Limited Obligation Revenue
Refunding (Woodbridge
Commercial Properties)
3.800% Due 10/15/05 (D) (E).......... 610
1,000 Michigan State Hospital
Financial Authority
Hospital Equipment Loan Project
Insured Series A
4.150% Due 12/1/23 (D) (E)............ 1,000
2,260 Oakland County Michigan Economic
Development Corporation
(Corners Shopping Center)
3.900% Due 8/1/15 (D) (E)............ 2,260
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
TAX FREE MONEY MARKET (continued)
$3,500 Plainwell Michigan Economic
Development Corp
(Phillip Morris Inc.)
4.500% Due 11/1/07 (D) (E)........... $3,500
Minnesota (2.5%)
500 Golden Valley Minnesota
Industrial Development Revenue
(Graco Inc Project)
4.250% Due 12/1/02 (D) (E)........... 500
1,200 Hutchinson Minnesota
Economic Development Authority
Revenue Refunding
4.000% Due 8/15/06 (D) (E)........... 1,200
1,189 International Falls Minnesota
Economic Development Revenue
(Developers Diversified Limited Project)
4.330% Due 7/1/06 (D) (E)............ 1,189
Mississippi (0.5%)
575 Desoto County Mississippi
Industrial Development
Revenue (American Soap
Company Project)
4.868% Due 12/1/08 (D) (F)........... 575
Nebraska (1.3%)
1,500 Douglas County Nebraska
School District No. 17
Tax & Revenue Anticipation Notes
4.000% Due 1/15/97................... 1,500
Nevada (1.1%)
1,290 Henderson Nevada
Public Improvement Trust
Multifamily Housing Revenue Refunding
Pueblo Verde I & II Apartment Project
4.100% Due 8/1/26 (D) (E)............. 1,290
New Jersey (0.8%)
1,000 New Jersey Economic
Development Authority
(Genlyte-Union County Project)
4.600% Due 10/15/09 (D) (E).......... 1,000
New Mexico (0.4%)
500 New Mexico Finance Authority
Revenue (Court Automation Fee)
3.800% Due 6/1/97.................... 500
Principal
Amount Value
(000's) Security (000's)
- ------ -------- -------
TAX FREE MONEY MARKET (continued)
New York (4.5%)
$900 Campbell Savona New York
Central School District
Steuben County
Bond Anticipation Notes
4.375% Due 6/27/97................... $901
650 Chemung County New York
Industrial Development Authority
Civic Facility Revenue Bonds
4.100% Due 3/1/19 (D) (E)............. 650
330 Metropolitan Transportation Authority
New York Excess Loss Fund
Special Obligation
6.500% Due 1/1/97.................... 330
800 Monroe County New York
Industrial Development Revenue Bond
Rochester District Heating Cooperative
3.650% Due 12/1/00 (D) (E).......... 800
360 New York City New York Series A
(Escrowed To Maturity)
6.750% Due 3/15/97................... 362
945 New York State Job Development
Authority 1984
Ser C-1 to C-30
3.600% Due 3/1/99 (D) (E)............ 945
485 New York State Job Development
Authority 1984
Ser E-1 to E-55
3.600% Due 3/1/99 (D) (E)............ 485
320 New York State Job Development
Authority 1984
Ser F-1 to F-17
3.600% Due 3/1/99 (D) (E)............ 320
500 North Hempstead New York
Bond Anticipation Notes Series B
3.850% Due 2/27/97................... 500
Ohio (20.1%)
255 Brooklyn Ohio Industrial
Development Revenue Refunding
(Clinton Road Project A)
3.650% Due 12/1/00 (D) (E)........... 255
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
TAX FREE MONEY MARKET (continued)
$765 Buckeye Ohio Tax Exempt
Mortgage Bond Trust Series C
4.500% Due 2/1/05 (D) (E)............ $765
970 Cincinnati & Hamilton County
Ohio Port Authority Revenue
Refunding (Tri State Building)
3.600% Due 9/1/99 (D) (E)............ 970
650 Citizens Federal Tax-Exempt
Mortgage Bond Trust
3.800% Due 9/1/08 (D) (E)........... 650
510 Clermont County Ohio Economic
Development Revenue
(John Q. Hammons Project)
3.800% Due 5/1/12 (D) (E)............ 510
230 Franklin County Ohio Industrial
Development Revenue
(GSW Building Association Ltd.)
3.700% Due 11/1/15 (D) (E)........... 230
1,665 Lakewood Ohio Hospital
Revenue (Hospital
Improvement Series 1983)
4.040% Due 11/1/10 (D) (E).......... 1,665
4,800 Lorain County Ohio Hospital
Elyria United Methodist
Village Project
4.200% Due 6/1/12................... 4,800
357 McDonald Tax Exempt
Mortgage Trust #1
4.250% Due 1/15/09 (D) (E)........... 357
720 Montgomery County Ohio
Economic Development Authority
Revenue Refunding (ND Motels)
3.800% Due 12/15/04 (D) (E).......... 720
1,060 Montgomery County Ohio
Economic Development Revenue
(Wayne Town Association)
3.850% Due 10/1/99 (D) (E)........... 1,060
1,975 Ohio Company Tax Exempt
Mortgage Trust Series 2
3.600% Due 6/15/03 (D) (E)........... 1,975
Principal
Amount Value
(000's) Security (000's)
- -------- -------- -------
TAX FREE MONEY MARKET (continued)
$1,000 Riverside Ohio Economic
Development Revenue
(Riverside Association Project)
3.800% Due 9/1/12 (D) (E)............ $1,000
710 Riverside Ohio Economic
Development Revenue
(Wright Point Association)
3.800% Due 9/1/10 (D) (E)............ 710
1,850 Stark County Ohio Industrial
Development Revenue
(Newmarket Parking Ltd.)
3.850% Due 11/1/14 (D) (E)........... 1,850
2,060 Stark County Ohio Health Care
Facilities (Canton Christian
Home PJ) Series 90
3.750% Due 9/1/15 (D) (E)............ 2,060
570 Stark County Ohio Health Care
Facility (Canton Christian Home)
3.750% Due 9/15/16 (D) (E)........... 570
235 Stark County Ohio Industrial
Development Revenue
(Belpar Professional Building)
3.850% Due 10/1/04 (D) (E)........... 235
620 Trumbull County Ohio Industrial
Development Revenue Refunding
(Howland Association Project)
4.300% Due 10/1/01 (D) (E)........... 620
1,360 Willoughby Hills Ohio Industrial
Development Revenue
(Renaissance Properties Project)
3.800% Due 12/15/14 (D) (E).......... 1,360
1,200 Village of Canal Winchester Ohio
Bond Anticipation Notes
4.500% Due 8/13/97.................. 1,202
Oklahoma (1.2%)
920 Creek County Oklahoma Industrial
Development Authority
(Indiana Glass Project)
3.650% Due 12/1/05 (D) (E)........... 920
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Principal
Amount Value
(000's) Security (000's)
- -------- -------- -------
TAX FREE MONEY MARKET (continued)
$500 Oklahoma County Industrial
Development Authority Revenue
(Baptist General Convention)
3.750% Due 3/1/09 (D) (E)............ $500
Oregon (0.4%)
415 Port of Portland Oregon Public Grain
Elevator Revenue
(Columbia Series A)
4.250% Due 12/1/14 (D) (E)........... 415
Pennsylvania (2.7%)
150 Allegheny County Pennsylvania
General Obligation
Refunding Series C-33
7.300% Due 2/15/97.................... 151
180 Bucks County Pennsylvania
Industrial Development Authority
(Edgcomb Metals Co Project
Series 84)
4.000% Due10/1/09 (D) (E)............ 180
1,040 Commonwealth Tax-Exempt
Mortgage Bond Trust Series A
3.950% Due 11/1/05 (D) (E)........... 1,040
800 Delaware Valley Pennsylvania
Finance Authority Local Government
Revenue Series C
4.150% Due 12/1/20 (D) (E)............ 800
77 McDonald Tax-Exempt
Mortgage Trust #1
4.250% Due 1/15/09 (D) (E).......... 77
400 Philadelphia Hospital and Higher
Education Facilities Authority
(Children's Hospital of Philadelphia)
5.000% Due 3/1/27 (D) (E)............ 400
500 Schuylkill County Pennsylvania
Industrial Development Authority
Northeast Power
5.100% Due 12/1/11 (D) (E)........... 500
Tennessee (5.8%)
2,725 Franklin County Tennessee Health
& Educational Facilities Revenue
(University of the South Sewanee)
3.700% Due 9/1/10 (D) (E)............. 2,725
Principal
Amount Value
(000's) Security (000's)
- ------- -------- -------
TAX FREE MONEY MARKET (continued)
$1,280 GAF Tax-Exempt Bond Grantor
Trust Series A
4.100% Due 4/1/08 (D) (E)............ $1,280
1,000 Metropolitan Government Nashville &
Davidson Counties
7.000% Due 6/15/97................... 1,020
1,750 Rutherford County Tennessee
Industrial Development Revenue
Leggett & Platt Income Project 1984
4.300% Due 6/1/03 (D) (E)............. 1,750
Texas (7.3%)
1,500 Austin Texas Utility Systems
Revenue and Refunding
Combination Series 1984
4.300% Due 5/15/97.................... 1,503
1,800 Harris County Texas
Multifamily Housing Revenue
(Country Scape Development)
4.375% Due 4/1/07 (D) (E)............ 1,800
1,000 Harris County Texas
Health Facilities Development Corp
(Buckner Retirement Services)
4.125% Due 8/15/26 (D) (E)........... 1,000
800 NCNB Pooled Tax Exempt Trust
Certificate of Participation
Series 1990-B
4.125% Due 11/15/20 (B)(D)(F)......... 800
800 Texas State Water Development
Board Series A
5.100% Due 3/1/15 (D) (E)............ 800
2,650 Waxahachie Texas Industrial
Development Authority
(Dart Container Project
Series 1985)
3.713% Due 4/1/06 (D) (F)........... 2,650
Utah (0.5%)
550 Salt Lake City Utah Industrial
Development Revenue
(Parkview Plaza)
4.250% Due 12/1/14 (D) (E)............ 550
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Schedules of Investments at December 31, 1996
Principal
Amount Value
(000's) Security (000's)
- ------- -------- ------
TAX FREE MONEY MARKET (continued)
Virginia (1.3%)
$255 Bristol Virginia Development
Authority Industrial Development
Revenue
(Bristol Health Care Center Inc)
3.950% Due 6/1/10 (D) (E)............. $255
1,000 Rockingham County Virginia
Industrial Development Authority
(Merck & Company Inc. Project)
4.500% Due 10/1/22 (D) (E)............ 1,000
325 Virginia State Housing Development
Authority Revenue
AHC Service Corp Ser A
4.150% Due 9/1/17 (D) (E)............. 325
Washington (2.5%)
1,720 Seattle Washington Municipal
Metropolitan Seattle Sewer
Revenue Refunding Series Q
6.500% Due 1/1/97................... 1,720
195 Student Loan Financial Assistance
Program 2nd Series
4.250% Due 1/1/01 (D) (E)............ 195
900 Washington State Housing Finance
Commission Non-Profit Housing
Revenue YMCA Greater Seattle
5.250% Due 7/1/11 (D) (E)............ 900
100 Washington State Housing Finance
Commission Non-Profit Housing
Revenue YMCA Snohomish
4.750% Due 8/1/19 (D) (E)............ 100
Wisconsin (4.9%)
1,000 Arcadia Wisconsin
Area School District
4.500% Due 6/1/97..................... 1,002
750 Kettle Moraine Wisconsin
Area School District
Tax & Revenue Anticipation Notes
4.010% Due 8/22/97................... 750
1,000 Maple Dale Indian Hills Wisconsin
Area School District
Tax & Revenue Anticipation Notes
4.190% Due 8/20/97................... 1,000
Principal
Amount Value
(000's) Security (000's)
- -------- -------- -------
TAX FREE MONEY MARKET (continued)
$1,250 Marinette Wisconsin
Area School District
4.000% Due 5/13/97.................... $1,251
255 Muskego Norway Wisconsin
Area School District
5.900% Due 4/1/97..................... 256
1,000 Ripon City Wisconsin Industrial
Development Revenue
(Speed Queen Project) Series B
4.950% Due 10/1/12 (D) (F)........... 1,000
500 Tomah Wisconsin
Area School District
Tax & Revenue Anticipation Notes
4.190% Due 9/17/97................... 500
Wyoming (0.9%)
1,070 Cheyenne County Wyoming
Economic Development
Revenue Bonds (Holiday Inn)
3.900% Due 10/1/10 (D) (E)........... 1,070
Total Investments (100.6%)
(Cost $118,174)..................... 118,174
Liabilities in Excess of
Other Assets (-0.6%)................ (751)
-------
Total Net Assets (100.0%)........ $117,423
========
<FN>
(B) SEC Rule 144A Security. Such security has limited markets and is traded
among "qualified institutional buyers."
(D) Interest rate subject to change approximately every 1 to 180 days.
Principal payable on demand at periodic intervals at the Fund's option.
(E) Coupon rate fluctuates with remarket rate.
(F) Coupon fluctuates with the Prime Rate (Prime is the rate on corporate loans
posted by at least 75% of the nation's 30 largest banks).
</FN>
</TABLE>
See notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
WEISS, PECK & GREER MUTUAL FUNDS
Statements of Assets and Liabilities at December 31, 1996
<S> <C> <C> <C> <C>
Growth and Quantitative
$ in Thousands Tudor Income Growth Equity
- ---------------------------------------------------------------------------------------------------------------------
Assets
Investments at value (+)................................. $184,191 $82,878 $63,454 $102,307
Collateral on securities loaned - Note 4................. 10,000 0 11,227 0
Cash and cash equivalents................................ 0 46 0 0
Receivable for securities sold........................... 721 0 915 1,616
Receivable for Fund shares sold.......................... 65 15 0 75
Dividends and interest receivable........................ 155 160 63 149
Receivable from Adviser.................................. 0 0 0 0
Unrealized appreciation on forward currency contracts 0 0 0 0
Other assets 8 5 3 29
--------- ---------- ---------- -------
195,140 83,104 75,662 104,176
--------- ---------- ---------- -------
Liabilities
Covered options written at market (a).................... 21 0 2 0
Distributions payable.................................... 0 0 0 0
Payable to custodian bank................................ 243 0 960 1,604
Payable upon return of securities loaned - Note 4........ 10,000 0 11,227 0
Payable for investment securities purchased.............. 2,256 0 391 0
Payable for Fund shares redeemed......................... 1,006 41 151 10
Accrued investment advisory fee payable - Note 5......... 143 53 41 67
Accrued administration fee payable - Note 5.............. 11 4 1 2
Accrued expenses......................................... 90 69 50 43
---------- ---------- ---------- -------
13,770 167 12,823 1,726
----------- ---------- ---------- -------
Net Assets................................. 181,370 82,937 62,839 102,450
=========== ========== =========== =======
Net Assets Represented by:
Shares of beneficial interest, at par.................... 2,594 2,829 1 17
Paid-in surplus.......................................... 129,090 56,122 53,638 82,861
Accumulated undistributed net investment income/
(distributions in excess of net investment income)... (358) 207 (205) 336
Undistributed realized gains on investments,
futures, options and currencies/(Distributions
in excess of realized gains on investments,
futures, options and currencies)..................... 2,220 639 1,151 2,868
Net unrealized appreciation on investments,
futures, options and currencies...................... 47,824 23,140 8,254 16,368
----------- ----------- ----------- -------
Net Net Assets applied to outstanding shares............. 181,370 82,937 62,839 102,450
=========== =========== =========== =======
Capital shares (Authorized shares unlimited)
Outstanding.............................................. 7,791 2,829 530 17,406
=========== =========== =========== ========
Par Value................................................ $0.33 1/3 $1.00 $0.001 $0.001
=========== =========== =========== ========
Net asset value per share................................ $23.28 $29.32 $118.47 $5.89
=========== =========== =========== ========
(+) Investments at cost.................................. 136,386 59,738 55,220 85,939
Unrealized Appreciation/(Depreciation): *
Gross appreciation................................... 54,902 23,498 14,746 18,067
Gross depreciation................................... (7,078) (358) (6,492) (1,699)
----------- ------------ ----------- -------
Net unrealized appreciation.............................. 47,824 23,140 8,254 16,368
=========== ============ =========== =======
</TABLE>
<TABLE>
<CAPTION>
WEISS, PECK & GREER MUTUAL FUNDS
Statements of Assets and Liabilities at December 31, 1996
<S> <C> <C> <C> <C> <C>
Government Municipal Government Tax Free
International Securities Bond Money Market Money Market
- ----------------------------------------------------------------------------------------------------------------------------------
Assets
Investments at value (+).............................. $13,246 $178,495 $14,870 $146,818 $118,174
Collateral on securities loaned - Note 4.............. 0 0 0 0 0
Cash and cash equivalents............................. 0 0 95 187 297
Receivable for securities sold........................ 45 22,240 0 0 0
Receivable for Fund shares sold....................... 2 0 18 7,992 3,197
Dividends and interest receivable..................... 24 1,046 255 3 841
Receivable from Adviser............................... 0 0 6 0 0
Unrealized appreciation on forward currency contracts. 1 0 0 0 0
Other assets.......................................... 1 6 22 10 5
---------- ---------- -------- ---------- ----------
13,319 201,787 15,266 155,010 122,514
---------- ---------- -------- ---------- ----------
Liabilities
Covered options written at market (a)................. 0 0 0 0 0
Distributions payable................................. 0 223 21 0 7
Payable to custodian bank............................. 103 233 0 0 0
Payable upon return of securities loaned - Note 4..... 0 0 0 0 0
Payable for investment securities purchased........... 3 73,308 0 0 2,004
Payable for Fund shares redeemed...................... 2 7,090 4 2,105 2,978
Accrued investment advisory fee payable - Note 5...... 17 65 0 57 50
Accrued administration fee payable - Note 5........... 0 3 0 7 3
Accrued expenses...................................... 33 61 27 55 49
---------- ---------- --------- ---------- ----------
158 80,983 52 2,224 5,091
---------- ---------- ---------- ----------- -----------
Net Assets.............................. 13,161 120,804 15,214 152,786 117,423
========== ========== ========== =========== ===========
Net Assets Represented by:
Shares of beneficial interest, at par................. 13 13 1 153 118
Paid-in surplus....................................... 12,299 162,116 15,175 154,648 117,320
Accumulated undistributed net investment income/
(distributions in excess of net investment income).. (41) 8 1 0 0
Undistributed realized gains on investments,
futures, options and currencies/(Distributions
in excess of realized gains on investments,
futures, options and currencies)................... 286 (41,520) (142) (2,015) (15)
Net unrealized appreciation on investments,
futures, options and currencies.................... 604 187 179 0 0
-------- ---------- --------- ---------- ----------
Net Assets applied to outstanding shares............... 13,161 120,804 15,214 152,786 117,423
========= ========== ========= ========== ==========
Capital shares (Authorized shares unlimited)
Outstanding............................................ 1,279 13,149 1,500 153,064 117,438
========== ========= ======= ========= =========
Par Value.............................................. $0.01 $0.001 $0.001 $0.001 $0.001
========== ========= ======== ========= =========
Net asset value per share............................... $10.29 $9.19 $10.14 $1.00 $1.00
========== ========= ======== ========= =========
(+) Investments at cost................................. 12,643 178,307 14,691 146,818 118,174
Unrealized Appreciation/(Depreciation): *
Gross appreciation.................................. 1,430 450 210 0 0
Gross depreciation.................................. (826) (263) (31) 0 0
--------- ----------- --------- ---------- ----------
Net unrealized appreciation............................. 604 187 179 0 0
========= =========== ========= ========== ==========
<FN>
* Based on cost of securities for Federal Income tax purposes which does not differ from book cost.
(a) Premiums received: Tudor $39, Growth $21.
</FN>
</TABLE>
See Notes to Financial Statements
<PAGE>
<TABLE>
<CAPTION>
WEISS, PECK & GREER MUTUAL FUNDS
Statements of Operations for the Year Ended December 31, 1996
<S> <C> <C> <C> <C>
Growth and Quantitative
Tudor Income Growth Equity
- ------------------------------------------------------------------------------------------------------------------------------------
$ in Thousands
Investment Income:
Dividends....................................................... $702 $1,667 $229 $3,449
Interest........................................................ 219 258 203 162
Income from securities loaned - Note 4.......................... 26 0 21 0
Class action litigation settlements............................. 279 29 182 1
Other........................................................... 0 0 0 1
------- ------- --------- ------------
1,226 1,954 635 3,613
------- ------- --------- -------------
Expenses:
Investment advisory fee - Note 5................................ 1,635 552 472 1,097
Transfer agent fees and expenses................................ 203 73 30 40
Administration fees - Note 5.................................... 127 66 13 29
Fund accounting fees and expenses............................... 84 34 32 75
Professional fees............................................... 62 31 39 58
Custodian fees and expenses..................................... 60 28 36 29
Shareholders' reports........................................... 30 14 7 5
Trustees' fees and expenses..................................... 26 20 22 23
Registration fees............................................... 23 24 19 4
Distribution fees - Note 6...................................... 0 0 0 0
Other expenses.................................................. 20 8 10 38
------- ------ ---------- ------------
2,270 850 680 1,398
Less reimbursement by adviser.................................... 0 0 0 0
Less expenses paid indirectly - Note 7........................... (2) (3) (2) (4)
-------- -------- ---------- ------------
2,268 847 678 1,394
-------- -------- ---------- ------------
Net Investment Income/(Loss).....................................(1,042) 1,107 (43) 2,219
-------- -------- ---------- ------------
Realized and Unrealized Gain/(Loss) on Investments,
Futures, Options and Currencies:
Net realized gain/(loss) on investments, futures
and options................................................. 30,179 7,405 13,595 29,051
Net realized gain/(loss) on currencies........................ (20) 0 (1) 0
Change in unrealized appreciation/(depreciation)
on investments, futures and options......................... 1,363 7,840 (2,903) (5,583)
Change in unrealized appreciation/(depreciation) on
currencies.................................................. 53 0 0 0
-------- ------- ------------ ------------
Net Gain/(Loss) on Investments, Futures, Options and
Currencies................................................... 31,575 15,245 10,691 23,468
-------- -------- ------------ ------------
Net Increase in Net Assets
Resulting from Operations.................................... 30,533 16,352 10,648 25,687
========= ======== ============ =============
</TABLE>
- -------------------------------------------------------------------------------
WEISS, PECK & GREER MUTUAL FUNDS
<TABLE>
<CAPTION>
Statements of Operations for the Year Ended December 31, 1996
<S> <C> <C> <C> <C> <C>
Intermediate Government Tax Free
Government Municipal Money Money
International Securities Bond Market Market
- ------------------------------------------------------------------------------------------------------------------------------------
$ in Thousands
Investment Income:
Dividends....................................................... $230 $0 $0 $0 $0
Interest....................................................... 38 9,615 775 7,261 4,861
Income from securities loaned - Note 4......................... 0 5 0 0 0
Class action litigation settlements............................ 0 0 0 0 0
Other.......................................................... 0 0 0 0 0
------ ------ ----------- ---------------- -------------
268 9,620 775 7,261 4,861
------ ------ ----------- ---------------- -------------
Expenses:
Investment advisory fee - Note 5................................ 66 864 0 685 637
Transfer agent fees and expenses................................ 36 50 32 164 75
Administration fees - Note 5.................................... 0 43 0 82 38
Fund accounting fees and expenses............................... 17 71 23 57 47
Professional fees............................................... 35 57 24 49 51
Custodian fees and expenses..................................... 25 22 7 19 24
Shareholders' reports........................................... 10 11 7 13 6
Trustees' fees and expenses..................................... 21 24 21 24 23
Registration fees............................................... 20 9 9 26 17
Distribution fees - Note 6...................................... 0 2 0 0 0
Other expenses.................................................. 3 17 18 13 12
-------- -------- --------- ------------ -------------
233 1,170 141 1,132 930
Less reimbursement by adviser................................... 0 0 (21) 0 0
Less expenses paid indirectly - Note 7.......................... (6) (4) (2) (1) (9)
-------- --------- ------------- ---------------- -------------
227 1,166 118 1,131 921
--------- --------- ------------- ---------------- -------------
Net Investment Income/(Loss)..................................... 41 8,454 657 6,130 3,940
-------- --------- ------------- ---------------- -------------
Realized and Unrealized Gain/(Loss) on Investments,
Futures, Options and Currencies:
Net realized gain/(loss) on investments, futures
and options...............................................1,449 (1,080) 5 7 (3)
Net realized gain/(loss) on currencies....................... 20 0 0 0 0
Change in unrealized appreciation/(depreciation)
on investments, futures and options....................... (801) (2,578) (46) 0 0
Change in unrealized appreciation/(depreciation)
on currencies............................................. (86) 0 0 0 0
--------- -------- ---------------- --------- ----------------
Net Gain/(Loss) on Investments, Futures, Options and
Currencies.................................................. 582 (3,658) (41) 7 (3)
--------- --------- ---------------- ---------- ---------
Net Increase in Net Assets
Resulting from Operations................................... 623 4,796 616 6,137 3,937
========= ======== ================ ================ =========
</TABLE>
See Notes to Financial Statements
<PAGE>
<TABLE>
<CAPTION>
WEISS, PECK & GREER MUTUAL FUNDS
Statements of Changes in Net Assets
Years Ended December 31, 1996 and 1995
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Growth and Quantitative
Tudor Income Growth Equity
$ in Thousands 1996 1995 1996 1995 1996 1995 1996 1995
---- ---- ---- ---- ---- ---- ---- ----
Operations:
Net investment income/(loss).............................($1,042) ($705) $1,107 $1,376 ($43) ($135) $2,219 $2,043
Net realized gain/(loss) on
investments, futures,
options, and currencies................................ 30,159 23,450 7,405 4,324 13,594 7,635 29,051 5,546
Change in unrealized
appreciation/(depreciation)
on investments, futures,
options and currencies................................. 1,416 29,647 7,840 12,858 (2,903) 13,926 (5,583) 20,960
Net Increase in Net Assets
Resulting from Operations.............. 30,533 52,392 16,352 18,558 10,648 21,426 25,687 28,549
Distributions to Shareholders:
From net investment income............................. 0 0 (1,001) (1,383) 0 0 (1,873) (2,128)
From capital gains.....................................(27,250) (27,660) (6,957) (4,290) (13,157)(3,175) (26,218) (5,506)
Decrease in Net Assets from
Distributions..................................... (27,250) (27,660) (7,958) (5,673) (13,157 (3,175) (28,091) (7,634)
Transactions in Shares of
Beneficial Interest:
Received on issuance:
Shares sold............................................157,573 66,514 10,378 5,973 120,071 43,426 40,334 52,783
Distributions reinvested............................... 24,493 24,708 7,047 4,870 12,286 3,104 25,939 7,211
Shares redeemed.......................................(169,513) (94,627)(10,239) (17,416) (127,462)(92,270)(94,620)(21,192)
Net Increase/(Decrease) from
Capital Share Transactions.......................... 12,553 (3,405) 7,186 (6,573) 4,895 (45,740) (28,347 38,802
Total Increase/(Decrease)
in Net Assets......................................... 15,836 21,327 15,580 6,312 2,386 (27,489) (30,751)59,717
Net Assets:
Beginning of year........................................165,534 144,207 67,357 61,045 60,453 87,942 133,201 73,484
End of year ............................................ 181,370 165,534 82,937 67,357 62,839 60,453 102,450 133,201
+Includes undistributed net invest-
ment income/(distributions in
excess of net investment income)....... (358) 597 (207) 204 (205) 183 336 82
Transactions in shares of the funds (in thousands):
Sold............................................ 6,124 2,981 366 246 861 382 5,658 8,282
Reinvestment of distributions........................ 1,057 1,050 238 188 104 25 4,345 1,011
Redeemed............................................ (6,604) (4,274) (364) (703) (918) (855) (12,053)(3,354)
Net increase/(decrease).................................. 577 (243) 240 (269) 47 (448) (2,050) 5,939
</TABLE>
<TABLE>
<CAPTION>
WEISS, PECK & GREER MUTUAL FUNDS
Statements of Changes in Net Assets
Years Ended December 31, 1996 and 1995
Intermediate
Government Municipal Government Tax Free
International Securities Bond Money Market Money Market
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
$ in Thousands 1996 1995 1996 1995 1996 1995 1996 1995 1996 1995
--- ---- ---- ---- ---- ---- ---- ---- ---- ---
Operations:
Net investment income/(loss).............$41 $56 $8,454 $12,142 $657 $606 $6,130 $7,619 $3,940 $4,427
Net realized gain/(loss) on
investments, futures,
options, and currencies..............1,469 1,332 (1,080) (4,897) 5 (3) 7 26 (3) (1)
Change in unrealized
appreciation/(depreciation)
on investments, futures,
options and currencies............... (887) (32) (2,578) 16,119 (46) 977 0 0 0 0
Net Increase in Net Assets
Resulting from Operations............ 623 1,356 4,796 23,364 616 1,580 6,137 7,645 3,937 4,426
Distributions to Shareholders:
From net investment income........... (44) (179) (8,400) (11,999) (657) (606) (6,132) (7,619) (3,940) (4,427)
From capital gains..................(1,393) (1,150) 0 0 0 0 0 0 0 0
Decrease in Net Assets from
Distributions.......................(1,437) (1,329) (8,400) (11,999) (657) (606) (6,132) (7,619) (3,940) (4,427)
Transactions in Shares of
Beneficial Interest:
Received on issuance:
Shares sold......................... 2,535 1,002 8,570 11,551 6,115 4,206 1,206,518 759,357 1,110,592 856,653
Distributions reinvested............ 1,284 1,191 5,278 8,145 473 505 6,163 7,031 3,991 4,057
Shares redeemed.....................(4,038) (5,128) (61,018) (75,847)(4,063)(6,960)(1,191,110) (823,401) (1,118,911 (891,456)
Net Increase/(Decrease) from
Capital Share Transactions........ (219) (2,935) (47,170) (56,151) 2,525 (2,249) 21,571 (57,013) (4,328) (30,746)
Total Increase/(Decrease)
in Net Assets.......................(1,033) (2,908) (50,774) (44,786) 2,484 (1,275) 21,576 (56,987) (4,331) (30,747)
Net Assets:
Beginning of year.....................14,194 17,102 171,578 216,364 12,730 14,005 131,210 188,197 121,754 152,501
End of year ..........................13,161 14,194 120,804 171,578 15,214 12,730 152,786 131,210 117,423 121,754
Includes undistributed net invest-
ment income/(distributions in
excess of net investment income)... (41) 16 8 4 1 28 0 0 0 0
Transactions in shares of the funds
(in thousands):
Sold................................224 87 929 1,387 607 430 1,206,516 759,357 1,110,592 856,653
Reinvestment of distributions.......124 107 575 763 47 47 6,163 7,031 3,991 4,057
Redeemed...........................(358) (470) (6,638) (8,359) (402) (702) (1,191,110) (823,401) (1,118,911) (891,456)
Net increase/(decrease)................ (10) (276) (5,134) (6,209) 252 (225) 21,569 (57,013) (4,328) (30,746)
</TABLE>
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Notes to Financial Statements
1 - Organization and Summary of Significant Accounting Policies
Organization
The following are open-end management investment companies registered under the
Investment Company Act of 1940 (the "Act"):
WPG Tudor Fund ("Tudor")
WPG Growth and Income Fund ("Growth and Income")
WPG Growth Fund ("Growth")
Weiss, Peck & Greer Funds Trust ("WPG Funds Trust")
WPG Quantitative Equity Fund ("Quantitative Equity")
WPG Government Securities Fund ("Government Securities")
WPG Intermediate Municipal Bond Fund ("Municipal Bond")
WPG Government Money Market Fund ("Government Money Market")
WPG Tax Free Money Market Fund ("Tax Free Money Market")
Weiss, Peck & Greer International Fund ("International")
Each fund is diversified.
Government Money Market and Tax Free Money Market are money market funds that
seek to maintain continuous net asset values of $1.00. The following is a
summary of the significant accounting policies and other information.
Portfolio Valuation
Common Stock - Securities listed or admitted to trading on a national
securities exchange, including options, are valued at the last sale price, on
such exchange, as of the close of regular trading on the New York Stock
Exchange ("NYSE") on the day the net asset value calculation is made. Unlisted
securities and listed securities for which there are no sales reported on the
valuation date are valued at the mean between the most recent bid and ask
prices.
Bonds - Bonds and other fixed income securities (other than short-term
obligations but including listed issues) are valued by a pricing service which
utilizes both dealer-supplied valuations and electronic data processing
techniques which take into account appropriate factors such as
institutional-size trading in similar groups of securities, yield, quality,
coupon rate, maturity, type of issue, trading characteristics and other market
data, without exclusive reliance upon quoted prices, exchange or
over-the-counter prices, when such valuations are believed to reflect the
market value of such securities.
Money Market Securities - Investments are valued at amortized cost, which has
been determined by the Funds' Board of Trustees to represent the fair value of
the Funds' investments.
Foreign Securities - Securities listed or admitted to trading on an
international securities exchange, including options, are valued at the last
sale price, at the close of the primary international exchange on the day the
net asset value calculation is made. Unlisted securities and listed securities
for which there are no sales reported on the valuation date are valued at the
mean between the most recent bid and ask prices.
Other Securities - Other securities and assets for which market quotations are
not readily available are valued at their fair value as determined, in good
faith, by the Funds' Valuation Committee as authorized by the Funds' Board of
Trustees.
Page 42
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Notes to Financial Statements - (continued)
Securities Transactions and Investment Income
Securities transactions are recorded on a trade date basis. Realized gains
and losses from securities transactions are recorded utilizing the specific
identification method. Dividend income is recognized on the ex-dividend date
and interest income is recognized on an accrual basis. Discounts on fixed
income securities are accreted to interest income over the life of the
security or until an applicable call date if sooner, with a corresponding
increase in cost basis; premiums are amortized on municipal securities only,
with a corresponding decrease in cost basis.
Federal Income Taxes
The Funds intend to comply with the requirements of the Internal Revenue Code
that pertain to regulated investment companies and to distribute all of their
taxable income to their shareholders. No federal income tax or excise tax
provision is required. As of December 31, 1996, the following funds had
capital loss carryforwards:
<TABLE>
<S> <C> <C> <C> <C>
(in thousands)
Year of Expiration
Fund 2001 2002 2003 2004
---- ---- ---- ---- ----
Government Securities - 20,373 20,113 1,028
Municipal Bond - 134 8 -
Government Money Market - 2,015 - -
Tax Free Money Market 11 - 1 1
</TABLE>
Distribution to Shareholders
Dividends from Net Investment Income - Distributions are recorded on the
ex-dividend date. Dividends from net investment income are declared and paid
annually when available for the Tudor, Growth, Quantitative Equity and
International Funds and quarterly for Growth & Income. Dividends from net
investment income are declared daily and paid monthly for Government
Securities, Municipal Bond, Government Money Market and Tax Free Money Market.
Distributions from Capital Gains - Distributions from capital gains are
declared by December 31 of the year in which they are earned and are paid by
January 31 of the following year. To the extent that net realized capital
gains can be offset by capital loss carryforwards, if any, it is the policy
of the Fund not to distribute such gains.
The character of income and gains to be distributed are determined in
accordance with income tax regulations which may differ from generally
accepted accounting principles. These differences are due to differing
treatments for items such as mortgage backed securities, net operating losses,
deferral of wash sales losses, options and futures, and post October losses.
Organization Expenses
Organization and initial offering expenses of approximately $97,000 and
$77,000 for the Quantitative Equity Fund and the Intermediate Municipal Bond
Fund were deferred and are being amortized on a straight-line basis over a
sixty-month period.
Repurchase Agreements (Tudor, Growth, Government Securities, Government Money
Market)
It is each Fund's policy to take possession of securities or other assets
purchased under agreements to resell. The securities purchased under
agreements to resell are marked to market every business day to ensure that
Page 43
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Notes to Financial Statements - (continued)
the value of the "collateral" is at least equal to the value of the loan,
including the accrued interest earned thereon, plus sufficient additional
market value as is considered necessary to provide a margin of safety.
Futures (Tudor, Growth, Quantitative Equity, International, Government
Securities)
A futures contract is an agreement between two parties to buy and sell a
security at a set price on a future date. Upon entering into such a contract,
a Fund is required to pledge to the broker an amount of cash and/or securities
equal to the minimum "initial margin" requirements of the exchange. Pursuant
to the contract, the Fund agrees to receive from, or pay to the broker, an
amount of cash equal to the daily fluctuation in value of the contract. Such
a receipt or payment is known as a "variation margin" and is recorded by each
Fund as an unrealized gain or loss. When the contract is closed, the Fund
records a realized gain or loss equal to the difference between the value of
the contract at the time it was opened and the value at the time it was
closed. The Fund is also required to fully collateralize futures contracts
purchased. The Fund only enters into futures contracts which are traded on
exchanges.
Options Writing (Tudor, Growth & Income, Growth, Quantitative Equity,
International, Government Securities)
A Fund may write covered options to protect against adverse movements in the
price of securities in the investment portfolio. When a Fund writes an option,
an amount equal to the premium received by the Fund is recorded as a liability
and is subsequently adjusted to the current market value of the option
written. Premiums received from writing options which expire unexercised are
recorded by the Fund on the expiration date as realized gains from options
transactions. The difference between the premium and the amount paid on
affecting a closing purchase transaction, including brokerage commissions, is
also treated as a realized gain, or if the premium is less than the amount
paid for the closing purchase transaction, as a realized loss. If a call is
exercised, the premium is added to the proceeds from the sale of the
underlying securities or currencies in determining whether the Fund has
realized a gain or loss. If a put is exercised, the premium reduces the cost
basis of the securities or currencies purchased by the Fund. In writing an
option, the Fund bears the market risk of an unfavorable change in the price
of the security underlying the written option. Exercise of an option written
by the Fund could result in the selling or buying of a security or currency at
a price different from the current market value. The Fund only enters into
options which are traded on exchanges except for Tudor and Growth which can
enter into non-exchange options with counterparties as authorized by the
Board of Trustees.
Foreign Securities (Tudor, Growth and Income, Growth, International)
Certain risks result from investing in foreign securities in addition to the
usual risks inherent in domestic investments. Such risks include future
political, economic and currency exchange developments including investment
restrictions and changes in foreign laws.
Forward Currency Contracts (Tudor, Growth and Income, Growth, International)
A Fund may enter into forward contracts. Such contracts may be utilized in
connection with planned purchases or sales of securities or to hedge the U.S.
dollar value of portfolios denominated in foreign currencies. Fluctuations in
the value of the forward contracts are recorded for book purposes as
unrealized gains or losses by the Fund. Risks may arise upon entering into
these contracts from the potential inability of counterparties to meet the
terms of their contracts and from unanticipated movements in the value of the
foreign currency relative to the U.S. dollar. Upon entering into such a
contract, the Fund is required to segregate assets with its custodian at
least equal to the value of the Fund's assets committed to fulfilling the
forward currency contract.
Page 44
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Notes to Financial Statements - (continued)
Foreign Currency Transactions (Tudor, Growth and Income, Growth, International)
The books and records of each Fund are maintained in United States (U.S.)
dollars. Foreign currencies, investments and other assets or liabilities,
denominated in foreign currencies, are translated into U.S. dollars at the
exchange rates prevailing on the close of trading on the primary foreign
market. The Fund does not isolate that portion of the results of operations
resulting from changes in foreign exchange rates on investments from the
fluctuations arising from changes in market prices of securities held. Such
fluctuations are included with the net realized and unrealized gain or loss
from investments.
Reported net realized foreign exchange gains or losses arise from sales and
maturities of short term securities, sales of foreign currencies, currency s
gains or losses realized between the trade and settlement dates on securities
transactions, the difference between the amounts of dividends, interest, and
foreign withholding taxes recorded on the Fund's books, and the U.S. dollar
equivalent of the amounts actually received or paid. Net unrealized foreign
exchange gains and losses arise from changes in the value of assets and
liabilities other than investments in securities at year end, resulting from
changes in the exchange rate.
Use of Estimates
Estimates and assumptions are required to be made regarding assets, liabilities
and changes in net assets resulting from operations when financial statements
are prepared. Changes in the economic environment, financial markets and any
other parameters used in determining these estimates could cause actual results
to differ from these amounts.
2 - Securities Transactions
For the year ended December 31, 1996, sales proceeds, cost of securities
purchased, (other than short term investments and options written), total
commissions and commissions received by Weiss, Peck & Greer ("WPG") the Funds'
investment adviser or Hill Samuel Investment Management Limited ("HSIM"), the
International Fund's sub-adviser, on such transactions were as follows:
<TABLE>
<S> <C> <C> <C> <C>
Proceeds Cost of Commissions
of Securities Securities Total Received by
Sold Purchased Commissions WPG or HSIM
(000's) (000's) (000's) (000's)
------ ------ ------ ------
Tudor $206,110 $190,104 $308 $140
Growth and Income 56,563 55,167 110 83
Growth 80,317 74,715 116 68
Quantitative Equity 127,667 85,045 157 157
International 10,935 10,662 82 0
Government Securities 450,103 383,243 0 0
Municipal Bond 5,996 8,400 0 0
</TABLE>
Page 45
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Notes to Financial Statements - (continued)
Options Writing Activity
For the year ended December 31, 1996, the number of covered call options
written, expired and closed and their related realized gain (loss) were as
follows:
<TABLE>
Tudor Growth
----- ------
<S> <C> <C> <C> <C>
($ in thousands) Number Number
of Premiums of Premiums
Contracts Received Contracts Received
--------- -------- --------- --------
Covered Call
Options Written
Contracts Outstanding
December 31, 1995 461 $227 0 $0
Contracts Written 5,908 3,916 1,069 907
----- ----- ----- ---
6,369 4,143 1,069 907
Contracts Terminated
Expired 918 396 65 25
Closed 5,301 3,708 914 861
----- ----- --- ---
Total Contracts terminated 6,219 4,104 979 886
----- ----- --- ---
Contracts Outstanding at
December 31, 1996 150 $39 90 $21
================ =================
Cost of Total Contracts Terminated $4,581 $1,030
------ ------
Realized Gain/(Loss) on Contracts (478) (144)
------ ------
Aggregate value of collateral $411 $247
------ ------
</TABLE>
3 - Investments in Restricted Securities
Certain of the Funds may from time to time purchase restricted securities. The
following are restricted securities and would require registration under the
Securities Act of 1933 before they could be offered for public sale in the U.S.
Each security is valued under a method approved by the Board of Trustees as
reflecting fair value.
<TABLE>
<S> <C> <C> <C> <C> <C> <C>
Cost Value Per Unit Total Market Percentage of
Per at Acquisition Value Per Unit Value 12/31/96 Net Assets at
Fund Security Unit Date at 12/31/96 (000's) 12/31/96
---- -------- ---- --------------- ------------- --------------
Tudor Advanced
Promotion
Technologies $100.00 $73.76 $0.19 $1 0.00%
Tudor Cambridge
Neuroscience 6.75 6.75 11.28 790 0.43%
Growth Ribi ImmunoChem
Research 8.25 7.54 3.68 223 0.35%
</TABLE>
4 - Securities Lending (Tudor, Growth, Government Securities)
At December 31, 1996, securities valued at $9,793,250 were on loan to brokers by
the Tudor Fund and $11,084,531 by the Growth Fund. For collateral the Tudor Fund
received a letter of credit in an amount equal
Page 46
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Notes to Financial Statements - (continued)
to $10,000,000 and the Growth Fund received U.S. Government Securities in the
amount of $11,227,478. During the year ended December 31, 1996, the Tudor Fund,
the Growth Fund and the Government Securities Fund earned approximately
$26,000, $21,000 and $5,000 net of custodian expenses, respectively.
5 - Investment Advisory Fee and Other Transactions with Affiliates
WPG serves as the Funds' investment adviser. The advisory fees of each Fund are
as follows, and are paid monthly except for the International Fund which is paid
quarterly:
Tudor .90% of net assets up to $300 million
.80% of net assets $300 million to $500 million
.75% of net assets in excess of $500 million
Growth and Income .75% of net assets
Growth .75% of net assets
Quantitative Equity .75% of net assets
International .50% while net assets under $15 million
.85% while net assets $15 to $20 million
1.00% while net assets in excess of $20 million
Government Securities .60% of net assets up to $300 million
.55% of net assets $300 million to $500 million
.50% of net assets in excess of $500 million
MunicipalBond .00% while net assets under $17 million
.50% while net assets in excess of $17 million
Government Money
Market .50% of net assets up to $500 million
& .45% of net assets $500 million to $1 billion
Tax Free Money Market .40% of net assets $1 billion to $1.5 billion
.35% of net assets in excess of $1.5 billion
Pursuant to authority granted under its Investment Advisory Agreement with the
International Fund, WPG has selected Hill Samuel Investment Management Limited
("HSIM"), formerly Lloyds Investment Management Limited, as sub-adviser to the
Fund. Pursuant to a sub-advisory agreement, HSIM has overall responsibility for
the management of the International Fund's assets invested in non-US securities.
Lloyds Investment Management Limited, the parent of HSIM, is a limited partner
in the partnership of WPG.
Each Fund has entered into an Administration Agreement with WPG whereby WPG
earns the following fees based upon a percentage of average daily net assets:
Tudor .07%, Growth and Income .09%, Growth .02%, Quantitative Equity .02%,
International .06% while assets exceed $25 million, Government Securities .03%,
Intermediate Municipal Bond .12% while assets exceed $50 million, Government
Money Market .06%, Tax Free Money Market .03%.
Page 47
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Notes to Financial Statements - (continued)
6 - Distribution Plan (Government Securities)
The Trust has adopted a plan of Distribution (the "Plan") under Section 12 (b)
of the 1940 Act and Rule 12b-1 thereunder. The Fund may pay up to 0.25% of its
average daily net assets under any one agreement but is limited to an aggregate
of 0.05% of its average annual net assets for activities primarily intended to
result in the sale of its shares.
For the year ended December 31, 1996, expenses incurred under the Plan were
$1,769.
Under the terms, the Plan shall remain in effect from year to year, provided
such continuance is approved annually by a vote of a majority of those Trustees
who are not "interested persons" of the Trust and who have no direct or indirect
financial interest in the operation of the Plan or in any agreement related to
the Plan.
7 - Custodian fees
Each Fund has entered into an expense offset agreement with its custodian
wherein it receives credit toward the reduction of custodian fees whenever there
are uninvested cash balances. For the year ended December 31, 1996 the Funds'
custodian fee and related offset were as follows:
<TABLE>
<S> <C> <C>
Custodian Offset
Fee Credit
--- ------
Tudor $60,006 $1,998
Growth and Income 28,199 3,431
Growth 36,400 2,041
Quantitative Equity 28,829 3,865
International 25,566 6,480
Government Securities 21,830 3,930
Intermediate Municipal Bond 6,921 1,692
Government Money Market 19,256 808
Tax Free Money Market 23,712 9,038
</TABLE>
The Funds could have invested its cash balances elsewhere if it had not agreed
to a reduction in fees under the expense offset agreement with its custodian.
8 - Reclassification of Capital Accounts
In accordance with the adoption of Statement of Position 93-2 "Determination,
Disclosure and Financial Statement Presentation of Income, Capital Gain and
Return of Capital Distributions by Investment Companies", reclassifications were
made to the Funds' capital accounts to reflect permanent book/tax differences
and income and gains available for distributions under income tax regulations.
Net investment income, net realized gains and net assets were not affected by
this change. At December 31, 1996 the amounts reclassified were as follows:
Page 48
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
Notes to Financial Statements - (continued)
<TABLE>
<S> <C> <C> <C>
Undistributed Undistributed Additional
Net Investment Net Realized Paid-in
Income Gains Surplus
------ ----- -------
(000's) (000's) (000's)
Tudor 87 (21) (66)
Growth and Income (104) 140 (36)
Growth (366) 412 (46)
Quantitative Equity (92) 53 39
International (55) 55 0
Government Securities (51) 43 8
Intermediate Municipal Bond (27) 0 27
Government Money Market 2 (1,737) 1,735
</TABLE>
9 - Federal Income Tax Status of Dividends - (Unaudited)
WPG Tax-Free and WPG Intermediate Municipal Bond Fund have determined that all
dividends paid during the year ended December 31, 1996 were paid from investment
income and are exempt from Federal income tax. None of these dividends are
subject to the Alternative Minimum Tax.
The Funds have distributed long-term capital gains to shareholders during the
fiscal year ended December 31, 1996 in the following amounts:
Tudor Fund $18,646,084
Growth & Income Fund 5,517,457
Growth Fund 6,209,288
Quantitative Equity Fund 23,097,148
International Fund 978,879
The percentage of investment company taxable income eligible for the dividends
received deduction available for certain corporate shareholders with respect to
the fiscal year ended December 31, 1996, is 100% for both the Growth and Income
Fund and the Quantitative Equity Fund.
The above figures may differ from those cited elsewhere in the report due to
differences in the calculations of income and capital gains for Securities and
Exchange Commission (financial reporting) purposes and Internal Revenue Service
(tax) purposes.
Page 49
<PAGE>
<TABLE>
<CAPTION>
WEISS, PECK & GREER MUTUAL FUNDS (for the years ended December 31 except as indicated in the footnotes)
FINANCIAL HIGHLIGHTS
$ per share
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Net Total
Realized Income
Net Net and From Dividends Distri-
Asset Invest- Unrealized invest- From butions Tax
Value at ment Gains or ment Net From Return Total
Beginning Income (Losses) on Opera- Investment Capital of Distri-
of Period (Loss) Securities tions Income Gains Capital butions
Tudor
1996 22.95 0.00 4.27 4.27 (0.14) (3.80) 0.00 (3.94)
1995 19.34 (0.10) 8.03 7.93 0.00 (4.32) 0.00 (4.32)
1994 23.40 (0.13) (2.14) (2.27) 0.00 (1.79) 0.00 (1.79)
1993 24.85 (0.22) 3.51 3.29 0.00 (4.74) 0.00 (4.74)
1992 24.76 (0.16) 1.40 1.24 0.00 (1.15) 0.00 (1.15)
Growth and Income Fund
1996 26.02 0.24 6.11 6.35 (0.39) (2.66) 0.00 (3.05)
1995 21.36 0.51 6.44 6.95 (0.53) (1.76) 0.00 (2.29)
1994 23.34 0.56 (1.83) (1.27) (0.62) (0.09) 0.00 (0.71)
1993 23.89 0.56 1.71 2.27 (0.89) (1.93) 0.00 (2.82)
1992 24.07 0.45 2.82 3.27 (0.43) (3.02) 0.00 (3.45)
Growth
1996 125.17 (10.50) 32.64 22.14 (1.25) (27.59) 0.00 (28.84)
1995 94.45 (0.22) 37.70 37.48 0.00 (6.76) 0.00 (6.76)
1994 116.62 (0.29) (15.96) (16.25) 0.00 (5.92) 0.00 (5.92)
1993 126.68 (0.78) 19.42 18.64 0.00 (28.70) 0.00 (28.70)
1992 132.06 (0.47) 8.24 7.77 (0.02) (13.13) 0.00 (13.15)
Quantitative Equity Fund
1996 6.85 0.16 1.13 1.29 (0.15) (2.10) 0.00 (2.25)
1995 5.44 0.13 1.70 1.83 (0.12) (0.30) 0.00 (0.42)
1994 5.58 0.13 (0.11) 0.02 (0.11) (0.05) 0.00 (0.16)
1993 5.00 0.08 0.62 0.70 (0.08) (0.04) 0.00 (0.12)
International
1996 11.01 (0.07) 0.57 0.50 (0.04) (1.18) 0.00 (1.22)
1995 10.93 0.04 1.15 1.19 (0.15) (0.96) 0.00 (1.11)
1994 11.72 0.01 (0.75) (0.74) 0.00 (0.05) 0.00 (0.05)
1993 8.54 (0.02) 3.20 3.18 0.00 0.00 0.00 0.00
1992 9.04 0.07 (0.57) (0.50) 0.00 0.00 0.00 0.00
Government Securities
1996 9.38 0.64 (0.29) 0.35 (0.54) 0.00 0.00 (0.54)
1995 8.83 0.60 0.54 1.14 (0.59) 0.00 0.00 (0.59)
1994 10.37 0.68 (1.56) (0.88) (0.64) (0.02) 0.00 (0.66)
1993 10.38 0.79 0.14 0.93 (0.79) (0.15) 0.00 (0.94)
1992 10.54 0.70 0.01 0.71 (0.70) (0.17) 0.00 (0.87)
Intermediate Municipal Bond
1996 10.20 0.48 (0.06) 0.42 (0.48) 0.00 0.00 (0.48)
1995 9.51 0.44 0.69 1.13 (0.44) 0.00 0.00 (0.44)
1994 10.15 0.41 (0.64) (0.23) (0.41) 0.00 0.00 (0.41)
1993* 10.00 0.19 0.15 0.34 (0.19) 0.00 0.00 (0.19)
Government Money Market
1996 1.00 0.04 0.00 0.04 (0.04) 0.00 0.00 (0.04)
1995 1.00 0.05 0.00 0.05 (0.05) 0.00 0.00 (0.05)
1994 1.00 0.04 (0.01) 0.03 (0.04) 0.00 0.00 (0.04)
1993 1.00 0.03 0.00 0.03 (0.03) 0.00 0.00 (0.03)
1992 1.00 0.03 0.00 0.03 (0.03) 0.00 0.00 (0.03)
Tax Free Money Market
1996 1.00 0.03 0.00 0.03 (0.03) 0.00 0.00 (0.03)
1995 1.00 0.04 0.00 0.04 (0.04) 0.00 0.00 (0.04)
1994 1.00 0.03 0.00 0.03 (0.03) 0.00 0.00 (0.03)
1993 1.00 0.02 0.00 0.02 (0.02) 0.00 0.00 (0.02)
1992 1.00 0.03 0.00 0.03 (0.03) 0.00 0.00 (0.03)
<FN>
* From July 1, 1993 (commencement of operations) to December 31, 1993.
</FN>
</TABLE>
<TABLE>
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Net Net Average
Asset Assets at Ratio of Ratio of Commiss-
Contri- Value at End of Expenses Net Income Portfolio ion
butions to End of Total Period To Average To Average Turnover per
Capital Period Return ($000's) Net Assets Net Assets Rate Share
Tudor
1996 0.00 23.28 18.82% 181,370 1.25% (0.57%) 105.4% $0.058
1995 0.00 22.95 41.18% 165,534 1.30% (0.47%) 123.1% N/A
1994 0.00 19.34 (9.81%) 144,207 1.28% (0.62%) 109.1% N/A
1993 0.00 23.40 13.38% 242,067 1.25% (0.76%) 118.8% N/A
1992 0.00 24.85 5.13% 273,394 1.21% (0.71%) 88.8% N/A
Growth and Income Fund
1996 0.00 29.32 24.42% 82,937 1.15% 1.50% 75.8% $0.062
1995 0.00 26.02 32.73% 67,357 1.22% 2.10% 79.4% N/A
1994 0.00 21.36 (5.47%) 61,045 1.23% 2.49% 71.9% N/A
1993 0.00 23.34 9.53% 62,714 1.26% 2.15% 86.4% N/A
1992 0.00 23.89 13.80% 49,304 1.34% 1.79% 75.5% N/A
Growth
1996 0.00 118.47 17.99% 62,839 1.08% (0.07%) 122.4% $0.064
1995 0.00 125.17 39.72% 60,453 1.07% (0.21%) 119.0% N/A
1994 0.00 94.45 (14.03%) 87,942 0.95% (0.27%) 99.3% N/A
1993 0.00 116.62 14.87% 169,302 0.98% (0.54%) 126.6% N/A
1992 0.00 126.68 6.27% 208,384 0.95% (0.57%) 84.3% N/A
Quantitative Equity Fund
1996 0.00 5.89 18.51% 102,450 0.95% 1.52% 60.8% $0.034
1995 0.00 6.85 33.37% 133,201 1.00% 2.00% 26.1% N/A
1994 0.00 5.44 0.34% 73,484 1.14% 2.36% 46.8% N/A
1993 0.00 5.58 13.90% 46,921 1.32% 2.01% 20.6% N/A
International
1996 0.00 10.29 4.64% 13,161 1.71% 0.31% 85.2% $0.019
1995 0.00 11.01 10.92% 14,194 1.74% 0.39% 55.9% N/A
1994 0.00 10.93 (6.32%) 17,102 1.95% 0.12% 69.8% N/A
1993 0.00 11.72 37.24% 15,996 2.12% (0.13%) 75.9% N/A
1992 0.00 8.54 (5.53%) 8,311 2.28% 0.71% 96.8% N/A
Government Securities
1996 0.00 9.19 3.85% 120,804 0.81% 5.87% 333.1% N/A
1995 0.00 9.38 13.25% 171,578 0.82% 6.52% 375.0% N/A
1994 0.00 8.83 (8.70%) 216,364 0.80% 7.18% 115.9% N/A
1993 0.00 10.37 8.96% 334,904 0.81% 7.43% 97.5% N/A
1992 0.00 10.38 7.90% 263,407 0.78% 7.36% 137.2% N/A
Intermediate Municipal Bond
1996 0.00 10.14 4.20% 15,214 0.85% 4.72% 44.4% N/A
1995 0.00 10.20 12.05% 12,730 0.85% 4.38% 51.2% N/A
1994 0.00 9.51 (2.29%) 14,005 0.85% 4.20% 30.9% N/A
1993* 0.00 10.15 3.48% 12,334 0.84%A 3.86%A 17.0%A N/A
Government Money Market
1996 0.00 1.00 4.56% 152,786 0.83% 4.48% N/A N/A
1995 0.00 1.00 5.16% 131,210 0.82% 5.06% N/A N/A
1994 0.01 1.00 3.58% 188,197 0.80% 3.54% N/A N/A
1993 0.00 1.00 2.80% 140,926 0.81% 2.75% N/A N/A
1992 0.00 1.00 2.95% 103,109 0.92% 2.92% N/A N/A
Tax Free Money Market
1996 0.00 1.00 3.14% 117,423 0.72% 3.10% N/A N/A
1995 0.00 1.00 3.63% 121,754 0.76% 3.56% N/A N/A
1994 0.00 1.00 2.61% 152,501 0.73% 2.59% N/A N/A
1993 0.00 1.00 2.32% 136,889 0.74% 2.29% N/A N/A
1992 0.00 1.00 2.95% 125,622 0.76% 2.92% N/A N/A
<FN>
* From July 1, 1993 (commencement of operations) to December 31, 1993.
</FN>
</TABLE>
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
FINANCIAL HIGHLIGHTS - (Unaudited)
The Advisor agreed to reimburse other operating expenses and not
to impose its full fee for certain periods. Had the Adviser not
so agreed, and had the Funds not received a custody fee earnings
credit, the total return would have been lower and the net
investment income/(loss) per share, ratio of expenses to average
net assets and ratio of net income to average net assets would
have been:
<TABLE>
<S> <C> <C>
Ratio of
Ratio of Net
Expenses Income
to Average to Average
Net Assets Net Assets
Growth
1995 1.08% (0.21%)
Quantitative Equity
1993 1.41% 1.92%
International
1996 1.76% 0.26%
1995 1.76% 0.39%
1994 2.35% (0.28%)
1993 2.89% (0.64%)
1992 3.23% (0.24%)
1991 3.02% (0.06%)
Intermediate Municipal Bond
1996 1.01% 4.56%
1995 0.97% 4.25%
1994 1.45% 3.60%
1993* 2.00%A 2.70%A
For the Tudor, Growth and Income, Quantitative Equity,
Government Securities, Intermediate Municipal Bond, Government
Money Market and Tax Free Money Market Funds the custody fee
earnings credit had an effect of less than 0.01% per share on
the above ratios.
<FN>
Notes:
* From July 1, 1993 (commencement of operations) to December 31, 1993
A Annualized
</FN>
</TABLE>
<PAGE>
Independent Auditors' Report
To the Shareholders and Board of Trustees of:
WPG Tudor Fund
WPG Growth and Income Fund
WPG Growth Fund
WPG Quantitative Equity Fund
Weiss, Peck & Greer International Fund
WPG Government Securities Fund
WPG Intermediate Municipal Bond Fund
WPG Government Money Market Fund
WPG Tax Free Money Market Fund
We have audited the accompanying statements of assets and liabilities, including
the schedules of investments of WPG Tudor Fund, WPG Growth and Income Fund, WPG
Growth Fund, WPG Quantitative Equity Fund, Weiss, Peck & Greer International
Fund, WPG Government Securities Fund, WPG Intermediate Municipal Bond Fund, WPG
Government Money Market Fund and WPG Tax Free Money Market Fund as of December
31, 1996, and the related statements of operations for the year then ended,
statements of changes in net assets for each of the years in the two-year period
then ended, and financial highlights for each of the periods indicated on pages
50 through 52. These financial statements and financial highlights are the
responsibility of the Funds' management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits.
We conducted our audits 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 and financial
highlights 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, 1996, by correspondence with the custodian and other appropriate
audit procedures. 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 audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of WPG
Tudor Fund, WPG Growth and Income Fund, WPG Growth Fund, WPG Quantitative Equity
Fund, Weiss, Peck & Greer International Fund, WPG Government Securities Fund,
WPG Intermediate Municipal Bond Fund, WPG Government Money Market Fund and WPG
Tax Free Money Market Fund as of December 31, 1996, the results of their
operations for the year then ended, their changes in net assets for each of the
years in the two-year period then ended, and their financial highlights for each
of the periods indicated, in conformity with generally accepted accounting
principles.
KPMG Peat Marwick LLP
New York, New York
January 15, 1997
<PAGE>
ONE NEW YORK PLAZA, NEW YORK, NY 10004
INDEPENDENT TRUSTEES AND MEMBERS
OF AUDIT COMMITTEE
Raymond R. Herrmann, Jr. William B. Ross
Lawrence J. Israel Harvey E. Sampson
Graham E. Jones Robert A. Straniere
Paul Meek
OFFICERS
Roger J. Weiss
Chairman of the Board and Trustee - all funds
President - Weiss, Peck & Greer International Fund
Melville Straus
President and Trustee - WPG Tudor Fund,
Trustee - WPG Growth Fund,
Executive Vice President and Trustee -
WPG Growth and Income Fund
Jay C. Nadel
Executive Vice President and Secretary - all funds
Francis H. Powers
Executive Vice President and Treasurer - all funds
Arlen S. Oransky
Assistant Vice President - all funds
Joseph J. Reardon
Vice President - all funds
Joseph Parascondola
Assistant Vice President - all funds
A. Roy Knutsen
President - WPG Growth and Income Fund
Daniel S. Vandivort
President - WPG Funds Trust
Daniel Cardell
Vice President - WPG Quantitative Equity Fund
Arthur L. Schwarz
Vice President - WPG Intermediate Municipal Bond Fund
Janet A. Fiorenza
Vice President - WPG Tax Free Money Market Fund
S. Blake Miller
Vice President - WPG Intermediate Municipal Bond Fund
INVESTMENT ADVISER
Weiss, Peck & Greer, LLC
One New York Plaza
New York, NY 10004
CUSTODIAN
Boston Safe Deposit and Trust Company
One Exchange Place
Boston, MA 02109
DIVIDEND DISBURSING AND
TRANSFER AGENT
First Data Investor Services Group
4400 Computer Drive
Westboro, MA 01581-5120
LEGAL COUNSEL
Hale and Dorr
60 State Street
Boston, MA 02109
INDEPENDENT AUDITORS
KPMG Peat Marwick LLP
345 Park Avenue
New York, NY 10154
This report is submitted for the general information of shareholders and is not
authorized for distribution to prospective investors unless preceded or
accompanied by an effective prospectus. Nothing herein is to be considered an
offer of sale or solicitation of an offer to buy shares of the Weiss, Peck &
Greer Funds. Such offering is made only by prospectus, which includes details as
to offering and other material information.
<PAGE>
WEISS, PECK & GREER
MUTUAL FUNDS
Semi-Annual Report
June 30, 1997
(Unaudited)
WPG TUDOR FUND
WPG GROWTH AND INCOME FUND
WPG GROWTH FUND
WPG QUANTITATIVE EQUITY FUND
WEISS, PECK & GREER INTERNATIONAL FUND
WPG GOVERNMENT SECURITIES FUND
WPG INTERMEDIATE MUNICIPAL BOND FUND
WPG GOVERNMENT MONEY MARKET FUND
WPG TAX FREE MONEY MARKET FUND
ONE NEW YORK PLAZA
NEW YORK, NEW YORK 10004
800 223-3332
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
TABLE OF CONTENTS
Chairman's Letter ......................................................... 1
Major Portfolio Changes ................................................... 3
Average Annual Total Returns .............................................. 4
Ten Largest Holdings ...................................................... 6
(Schedules of Investments)
WPG Tudor Fund ........................................................ 8
WPG Growth and Income Fund ............................................ 11
WPG Growth Fund ....................................................... 13
WPG Quantitative Equity Fund .......................................... 16
Weiss, Peck & Greer International Fund ................................ 18
WPG Government Securities Fund ........................................ 21
WPG Intermediate Municipal Bond Fund .................................. 21
WPG Government Money Market Fund ...................................... 25
WPG Tax Free Money Market Fund ........................................ 26
Statements of Assets and Liabilities ...................................... 32
Statements of Operations .................................................. 34
Statements of Changes in Net Assets ....................................... 36
Notes to Financial Statements ............................................. 38
Financial Highlights ...................................................... 45
GROWTH
OBJECTIVE: Maximum capital appreciation (intended primarily for institutional
investors).
INTERNATIONAL
OBJECTIVE: Long-term growth of capital.
TUDOR
OBJECTIVE: Capital appreciation.
GROWTH AND INCOME
OBJECTIVE: Long-term growth of capital and current income.
QUANTITATIVE EQUITY
OBJECTIVE: Seeks to provide investment results that exceed the S & P 500.
INTERMEDIATE MUNICIPAL BOND
OBJECTIVE: High current income consistent with relative stability of principal
Exempt from Federal Income Tax.
GOVERNMENT SECURITIES
OBJECTIVE: Current income.
* Although these Funds are money market funds and attempt to maintain a stable
$1.00 net asset value per share, investments in these Funds are neither
insured or guaranteed by the U.S. Government. There can be no assurance that
either Fund will be able to maintain a stable net asset value of $1.00 per
share.
<PAGE>
DEAR SHAREHOLDER:
Amazing is a proper description of the performance of the stock market
during the second quarter of 1997. The equities market was experiencing a sharp
decline from late March into early April when a very robust rally began. The
quarter ended with the S&P 500 Index up 17.5%, its best performance since the
first quarter of 1987 and the fourth highest return since 1950. The U.S. bond
market stabilized during this period and rallied toward quarter's end.
The financial markets have responded to an apparent slowing of the U.S.
economy during recent months. Real GDP increased just 2.2% for the spring
quarter and can be compared to the relative strong growth of 5.9% experienced in
the prior quarter. The investment environment is idyllic: positive earnings
reports continue, inflation is relatively nonexistent; interest rates are stable
and powerful mutual fund money flows continue.
The stock market's fifteen year annualized return of almost 19% per year
through midyear 1997 is the best of any fifteen year period in over a century.
There has been a great deal of debate about why we are experiencing such a
prolonged period of prosperity in the financial markets. One explanation is that
the U.S. economic environment seems to be changing. Global factors have taken on
added significance. Capitalism is emerging worldwide, the barriers to free trade
have broken down, and global suppliers are benefiting. The U.S. is the dominant
technology supplier throughout the world and the leader in health care
technology. Productivity is benefiting from the development of technology and
global access to resources. U.S. fiscal policy has become increasingly
responsible. Monetary policy, led by Alan Greenspan, has promoted price
stability and steady economic growth. Corporate earnings have flourished in this
environment.
Clearly, the U.S. economy has changed considerably since 1970 when exports
were at 11% of GDP as compared to 24% in 1996. Two out of every three jobs are
being created by small businesses. Capital spending as a percent of GNP has
expanded dramatically as has technology as a component of capital spending. The
information and communications industries are today larger than the auto, steel,
mining, petrochemical and natural gas sectors combined. Computer software is our
third largest manufacturing industry - growing 12% per year since 1990. PC's
outsell TV's. The dollar value of computer chips exceeds the dollar value of
steel used in each automobile produced today.
After lagging their large capitalization counterparts during the first
quarter, small stocks bounced back nicely during the second quarter. Although
the year-to-date performance of mid-cap and small stock issues still trail that
of larger companies, one would expect outperformance over the next several
years. Any rise in the inflation rate and/or a cut in the capital gains rate
should also be more beneficial to faster growing small companies.
Obviously, much of the good news is already reflected in our financial
markets. Although at current market levels we have concerns about valuation, we
are still able to find stock issues in which to invest.
Economists and investors continued to scrutinize economic reports during the
second quarter in an effort to anticipate the Federal Reserve's next interest
rate move. The predominant factors influencing rates during the period were the
continuation of mild inflation numbers and narrower than expected federal
deficit figures. Consumer price statistics released during June showed stable
inflation figures. Meanwhile, the producer prices index showed the sixth
consecutive decline for the first time since the late 1940's.
The strong economy has boosted tax receipts which has helped to trim the
federal deficit. The lower deficit, when combined with new issuance of inflation
indexed bonds, has allowed the Treasury to issue less fixed rate debt. The
reduced supply of Treasury securities in the marketplace, coupled with low
inflation and a sharp drop in consumer spending, proved to be the catalyst for
falling interest rates in the recent three month period.
While the positives outweighed the negatives during the second quarter there
were, nevertheless, signs of strength in the economy that haunted interest rate
forecasters. They included steady additions to non-farm payrolls, booming
consumer confidence statistics, and a strong manufacturing sector, all of which
left certain investors uncomfortable. By quarter end, most market participants
were satisfied with the notion that the Federal Reserve's decision making
committee would leave short term interest rates unchanged at their pre-July 4th
meeting. However, they remained uncertain over the direction of rates for the
remainder of the year.
Page 1
<PAGE>
Yields of all maturities of U.S. Treasury securities ended the second
quarter lower than where they began the period and erased much, but not all, of
the rise in rates experienced in the first quarter of the year. By the end of
June, yields for securities with intermediate range maturities fell the most for
the three month period. While yields for the five and ten year Treasury Notes
fell by 0.38% and 0.41%, respectively, to finish the quarter at 6.37% and 6.49%,
those for the two year T-Note and the thirty year T-Bond fell by 0.35% and
0.31%, respectively, to close at 6.06% and 6.78%.
During the third quarter, investors will listen closely to Fed Chairman Alan
Greenspan's midsummer testimony before the Joint Economic Committee of Congress
about the state of the economy. Following this, they will await the August
Federal Open Market Committee Meeting to see if the Fed believes it necessary to
tighten rates to stem economic growth and to inflationary pressures.
The MSCI EAFE Index rose by 12.6% in US dollar terms in the second quarter,
but that included a significant contribution from Japan where a strong market
rally and a rebound in the yen provided a 23.5% capital return. Elsewhere, the
United Kingdom and the European markets moved higher, in many cases recovering
strongly from a weak March.
In much of the world, there was an underlying optimism about the gathering
pace of economic activity. This resulted in rumors of imminent interest rate
rises but, in reality, it was only the United Kingdom where the risk was
significant. The United Kingdom economy was strongly consumer led, with a rising
currency casting a shadow over exports. However, two rate rises in the quarter
did little to dampen the U.K. equity market. In continental Europe, European
Monetary Union was an underlying theme, with budget policies being tightened and
interest rates being low or moving lower. Japan's market rose sharply as it
became clear that economic growth was improving on a fairly broad front, and,
together with the yen's sharp rally, this began to encourage investors to look
seriously at Tokyo again, after many years of disappointment. In Asia, however,
attention focused on problems rather than potential, with Thailand's
difficulties drawing parallels in other countries, including Malaysia. Hong Kong
benefited from turmoil in the region, with China related stocks doing
particularly well.
After the strong momentum seen in markets thus far this year, a period of
consolidation or profit-taking would not be surprising. However, the improving
profits environment, particularly in Europe and Japan, and the low inflation
growth background suggest that equity markets have not finished their underlying
upward trend yet. Future policy is likely to see some profits taken from the
United Kingdom and the weighting in Europe increased. However, the fragility of
the banking sector in Japan calls for a degree of caution in Tokyo and a
rebuilding of the South East Asian weighting would be imprudent until there is
greater certainty that economic difficulties have been resolved.
As always, our goal here at Weiss, Peck & Greer remains to do our best to
help our shareholders achieve their long-term investment goals.
Sincerely,
/s/ Roger J. Weiss
Roger J. Weiss
Chairman of the Board
July 23, 1997
Page 2
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
MAJOR PORTFOLIO CHANGES - EQUITY FUNDS - QUARTER ENDING JUNE 30, 1007
- - UNAUDITED
TUDOR
ADDITIONS
- ---------
BE Aerospace Inc.
Integrated Health Services Inc.
Kaynar Technologies Inc.
Keane Inc.
KLA-Tencor Corp.
Party City Corp.
Quality Semiconductor
Ryanair Holdings ADR
Synopsys Inc.
Vantive Corp.
DELETIONS
- ---------
Chase
AGCO Corp.
Chesapeake Energy Corp.
Closure Medical Corp.
Dime Bancorp
Informix Corp.
Petroleum Geo Services ADR
Premier Research
Sybase Inc.
Tecnomatix Tecnologies inc.
Triteal Corp.
GROWTH
ADDITIONS
- ---------
BE Aerospace Inc.
Homeside Inc.
Integrated Health Services Inc.
Keane Inc.
Quality Semiconductor
Rowan Companies
Ryanair Holdings ADR
Security Dynamics Technology Inc.
Synopsys Inc.
Vantive Corp.
DELETIONS
- ---------
Arterial Vascular Engineering Inc.
Chesapeake Energy Corp.
Dataworks Corp.
Dime Bancorp Inc.
Informix Corp.
Petroleum Geo Services ADR
Sybase Inc.
Tecnomatix
Triteal Corp.
Western National Corp.
GROWTH AND INCOME
ADDITIONS
- ---------
Crescent Operating Inc.
Eastman Kodak Co.
Equity Residential Properties
Gap Inc.
Motorola Inc.
Storage Technology Corp.
Titanium Metals Corp.
Warner Lambert Co.
DELETIONS
- ---------
Manhattan Corp.
Checkpoint Systems Inc.
Costco Companies Inc.
Fluor Corp.
Gillette Co.
Philip Morris Companies Inc.
Texaco Capital 6.875% Due 8/15/23
3 Com Corp.
Urban Shopping Centers
INTERNATIONAL
ADDITIONS
- ---------
Australia & New Zealand Bank Group
Cheung Kong Holdings
CSR
Dao Heng Bank Group
First Pacific Co.
Japan Airport Terminal Co.
Mitsubishi Trust & Banking
Powergen
Sanwa Shutter Corp.
Schweizerische Bankgesellschaft
DELETIONS
- ---------
Diversified Resource
Hang Seng Bank
Malayan Banking
Mitsubishi Motor Corp.
National Australia Bank
Shangri-La Asia
Sun Hung Kai Properties
Total "B" Shares Tecnologies inc.
Victor Co. Japan
Winterthur
Page 3
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED JUNE 30, 1997 - UNAUDITED
<TABLE>
<CAPTION>
TUDOR
Six One Five Ten
Months* Year Years Years
------- ---- ----- -----
<S> <C> <C> <C> <C>
TUDOR 0.99% 1.94% 14.61% 10.94%
Russell 2500 Growth Index 6.95% 9.43% 16.65% 11.22%
Lipper Capital Appreciation Index 10.16% 14.95% 16.16% 11.73%
</TABLE>
The Fund had a disappointing second quarter, finishing behind its benchmarks,
and continuing to trail year-to-date. The rebound of small cap stocks in May and
June as well as our strong stock selection in the consumer, financial and
telecommunications areas benefitted the Fund in the quarter. Looking ahead we
believe the fundamentals of small companies remain strong and their valuations
are particularly attractive. Investor sentiment is likely to swing in their
direction and buoy the group's performance as these factors are recognized. We
are continuing to overweight the technology group as we believe this sector's
stocks are particularly undervalued and a major secular improvement in
fundamentals has begun.
<TABLE>
<CAPTION>
GROWTH AND INCOME
Six One Five Ten
Months* Year Years Years
------- ---- ----- -----
<S> <C> <C> <C> <C>
GROWTH AND INCOME 21.33% 36.39% 18.92% 13.37%
S & P 500 Stock Index 20.53% 34.75% 19.80% 14.61%
Lipper Growth & Income Funds 15.52% 28.07% 17.34% 12.76%
</TABLE>
The WPG Growth and Income Fund dramatically outperformed the Lipper Growth and
Income Fund's average and also ended the quarter ahead of the S&P 500 Index. The
portfolio is heavily weighted with large cap growth companies which have led the
market during the last several years. Health care, financials and consumer
issues continued to pace the Fund portfolio. The best performing health care
issues included Warner Lambert, Bristol-Myers Squibb, Eli Lilly and Schering
Plough. Leading financial stocks included Travelers, BankAmerica and American
Express. Consumer outperformers included Colgate Palmolive, Home Depot and
General Electric. Other issues which rose 30% or more included BMC Software,
First Data and Xerox. Bonds were eliminated when interest rates fell and the
proceeds were reinvested into equities early in the quarter.
<TABLE>
<CAPTION>
GROWTH
Six One Five Ten
Months* Year Years Years
------- ---- ----- -----
<S> <C> <C> <C> <C>
GROWTH 1.29% 3.13% 14.94% 9.70%
Russell 2000 Growth Index 5.23% 4.60% 15.13% 8.95%
Wilshire Small Co. Growth 10.21% 12.32% 20.27% 11.80%
Lipper Small Cap Index 6.04% 6.35% 17.39% 11.91%
</TABLE>
Results for the second quarter were down somewhat versus the Fund's benchmarks,
and the Fund's performance remains behind the benchmarks for the first six
months of the year. April was a very difficult month for small cap stocks and,
despite good performance during the rest of the quarter, our stocks had trouble
regaining the ground they had lost. The strongest performance contribution came
from our holdings in financial stocks, consumer miscellaneous and intermediate
goods, where both our weightings and stock selection were positive. Our
conviction remains strong that small cap stocks are poised for a period of
outperformance versus the larger stocks. We are using the current period of
weakness as an opportunity to buy promising young companies at very low
valuations. For the patient long-term investor, the group holds significant
upside potential.
<TABLE>
<CAPTION>
QUANTITATIVE EQUITY
Six One From
Months* Year 1/1/93++
------- ---- ------
<S> <C> <C> <C>
QUANTITATIVE EQUITY 16.13% 25.91% 17.91%
S & P 500 Stock Index 20.53% 34.75% 20.01%
</TABLE>
The bull market roared ahead in the second quarter on the strength of rising
corporate profits and favorable economic news. Signs of inflation were
nonexistent and the Federal Reserve Board kept interest rates stable following
the slight tightening in February. The combination of extremely favorable
conditions meant a further increase in equity valuations. The recent trend
favoring growth over value factors for the high cap stocks continued during the
first half of the year. Sector returns were highest in banks and drugs. The Fund
was rebalanced during the quarter to bring sector weights more in line with the
benchmark while staying consistent with our goal of reducing risk and providing
excess returns.
<TABLE>
<CAPTION>
INTERNATIONAL
Six One Five From
Months* Year Years 6/1/89(a)++
------- ---- ----- ------
<S> <C> <C> <C> <C>
INTERNATIONAL 10.01% 8.54% 8.81% 4.92%
EAFE (Europe,Australia,Far East) Inde 11.36% 13.16% 13.17% 6.57%
</TABLE>
Equity markets moved higher with few exceptions but the dominant feature was a
sharp rise in both the Japanese equity market and the yen. The portfolio was in
line with the index and neither gained nor lost relatively as a consequence. The
overweighting of the UK was based on the assumption that sterling assets would
do well, which they did, but the neutral/slightly underweighted continental
European region did even better. The underweighting of Pacific ex Japan was
justified given the relative performance of the region, although the portfolio
would have benefited from the high exposure to Hong Kong.
Page 4 See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED JUNE 30, 1997 - UNAUDITED
<TABLE>
<CAPTION>
GOVERNMENT SECURITIES
Six One Five Ten
Months* Year Years Years
------- ---- ----- -----
<S> <C> <C> <C> <C>
GOVERNMENT SECURITIES 2.60% 6.52% 4.68% 7.31%
Lehman Intermed. Gov./MBS 3.27% 7.88% 6.50% 8.43%
Morningstar General Gov. Bond Index 2.47% 6.64% 5.47% 7.32%
</TABLE>
Early in the first half of the year the Government Securities Fund was
overweighted in mortgage-backed securities, specifically premium coupon and 15
year mortgage pass throughs. This allocation boosted performance during the
first quarter as mortgages outperformed similar duration Treasuries. As the
mortgage backed sector outperformed it also reached historically rich levels.
Late in the first quarter the Fund's allocation to the mortgage sector was moved
to an underweight relative to its benchmark. The sector continued to outperform
and became increasingly rich. While this caused the performance of the Fund to
lag because of its underwieght, our analytical models continued to show that
mortgages were at historically narrow yield spreads compared to Treasuries. We
therefore moved our weighting in mortgage-backed securities to an even smaller
portion of the portfolio. At the end of June, the Fund had a modest allocation
to mortgage pass-through securities backed by seasoned mortgage pools which are
less sensitive to prepayments. The Fund was primarily invested in US Treasuries
with three to five year durations. Our models show this part of the yield curve
to offer the best relative value on a historical basis. The Fund currently
remains invested with an underweight in mortgages which have begun to weaken as
our models anticipated.
<TABLE>
<CAPTION>
INTERMEDIATE MUNICIPAL BOND
Six One From
Months* Year 7/1/93++
------- ---- -----
<S> <C> <C> <C>
INTERMEDIATE MUNICIPAL BOND (B) 2.92% 6.99% 4.99%
Lehman Brothers 3-10 Year Municipal
Bond Index 2.73% 6.98% 5.46%
Lipper Intermediate Muni 2.50% 6.55% 4.78%The Fund reported strong results for
the first six months of 1997, besting both of its comparative indices. These
results were achieved by maintaining a steady duration, or interest rate risk
exposure, of 5.25 years. Incremental value was added through security selection.
<FN>
* Not annualized.
++ Inception of Fund
(a) The Adviser waived its fee from inception of the Fund through 2/28/90 and
has waived a portion of its fee from the date through October 19, 1994. Had
the Adviser not done so, the total return for the five years ended 6/30/97
and from inception through 6/30/97 would have been lower.
(b) The Adviser waived its fee from inception of the Fund through October 19,
1994 and reimbursed certain other expenses. Had the Adviser not done so, the
total return of the Fund six months ended 6/30/97 for the year ended 6/30/97
and from inception through 6/30/97 would have been lower.
</FN>
</TABLE>
Performance represents historical data. The investment return and principal
value of an investment will fluctuate so that an investor's shares, when
redeemed, may be worth more or less than their original cost. Each Fund's
results and the indices (except as noted below) assume the reinvestment of all
capital gain distributions and income dividends. Each Fund's past performance is
not indicative of future performance and should be considered in light of each
Fund's investment policy and objectives, the characteristics and quality of its
portfolio securities, and the periods selected. The S&P 500 Stock Index is a
broad based measurement of changes in stock market conditions based on the
average performance of 500 widely held common stocks. The Russell 2000 Growth
Index and Russell 2500 Growth Index are measurements of changes in stock market
conditions based on the average performance of small U.S. growth oriented
securities with a median market capitalization of approximately $220 million and
$1.4 billion, respectively. Lipper Analytical Services ("Lipper") and
Morningstar compare mutual funds according to overall performance, investment
objectives, investment policies, assets, expense levels, periods of existence
and other factors. Wilshire Asset Management indices are derived from the
largest 2500 of the Wilshire 5000 Stock Index and is a broad based index. The
Lehman Brothers Intermediate Government/Mortgage Backed Securities Index is a
market weighted blend of all intermediate government issues (3-10 year
maturities) and all mortgage securities. The Lehman Brothers 3-10 year Muni Bond
Index is a broad based index which contains all securities in the Lehman
Municipal Bond Index with maturities from 3-10 years. The Morgan Stanley Capital
International Europe, Australia, Far East ("EAFE") is an index of more than 800
companies in Europe, Australia and the Far East. Indices are unmanaged groups of
securities.
See notes to financial statements Page 5
<PAGE>
<TABLE>
<CAPTION>
WEISS, PECK & GREER MUTUAL FUNDS
TEN LARGEST HOLDINGS AT JUNE 30, 1997 * (UNAUDITED)
MARKET
VALUE PERCENT
TUDOR FUND (000'S) OF FUND
- ---------- ------- -------
<S> <C> <C>
Williams Sonoma Inc .............................. $4,985 2.8%
QUALCOMM Inc ..................................... 3,561 2.1%
Wackenhut Corrections Corp ....................... 3,093 1.8%
PETsMART Inc ..................................... 3,048 1.8%
Just for Feet Inc ................................ 2,703 1.6%
Starbucks Corp ................................... 2,395 1.4%
Access Health Inc ................................ 2,328 1.3%
Hyperion Software Corp ........................... 2,293 1.3%
Mills Corp ....................................... 2,262 1.3%
Gulf Canada Resources Ltd ........................ 2,186 1.3%
------- ----
$28,854 16.7%
======= ====
GROWTH FUND
- -----------
Williams Sonoma Inc ............................ $2,031 3.0%
QUALCOMM Inc ................................... 1,272 1.9%
Wackenhut Corrections Corp ..................... 1,180 1.7%
PETsMART Inc ................................... 1,121 1.6%
Just for Feet Inc .............................. 1,046 1.5%
Starbucks Corp ................................. 954 1.4%
Access Health Inc .............................. 870 1.3%
Mills Corp ..................................... 831 .2%
Templeton Dragon Fund .......................... 812 1.2%
Platinum Technology Inc ........................ 810 1.2%
------- ----
$10,927 16.0%
======= ====
INTERNATIONAL FUND
- ------------------
Preussag AG ...................................... $ 276 2.1%
Viag AG .......................................... 270 2.0%
Philips Electronics .............................. 265 2.0%
Commerzbank AG ................................... 264 2.0%
Novartis AG ...................................... 254 1.9%
Nestle ........................................... 241 1.8%
Mitsubishi Trust & Banking ....................... 237 1.8%
Argentaria CMN ................................... 233 1.7%
Fiat Spa Ord ..................................... 223 1.7%
Nippon Telegraph & Telephone Corp ................ 221 1.7%
------ ----
$2,484 18.7%
====== ====
MARKET
VALUE PERCENT
GROWTH AND INCOME FUND (000'S) OF FUND
- ---------------------- ------- -------
General Electric Co ................................ $3,922 3.8%
Lilly (Eli) & Co ................................... 3,826 3.7%
American International Group Inc ................... 3,734 3.7%
Warner Lambert Co .................................. 3,728 3.7%
American Express Co ................................ 3,725 3.6%
Exxon Corp ......................................... 3,444 3.4%
Colgate-Palmolive Co ............................... 3,263 3.2%
Merck & Co ......................................... 3,105 3.0%
Carnival Corp ...................................... 3,094 3.0%
Intel Corp ......................................... 2,836 2.8%
----- ---
$34,677 33.9%
======= ====
QUANTITATIVE EQUITY FUND
- ------------------------
Exxon Corp ..................................... $3,813 3.5%
Royal Dutch Petroleum Co ADR ................... 3,589 3.3%
General Electric Co ............................ 3,301 3.1%
Microsoft Corp ................................. 2,161 2.0%
Lilly (Eli) & Co ............................... 2,088 1.9%
Philip Morris Companies Inc .................... 1,984 1.9%
Ameritech Corp ................................. 1,841 1.7%
Intel Corp ..................................... 1,829 1.7%
Dayton Hudson Corp ............................. 1,819 1.7%
American Home Products Corp .................... 1,790 1.7%
----- ---
$24,215 22.5%
======= ====
</TABLE>
Page 6
<PAGE>
<TABLE>
<CAPTION>
WEISS, PECK & GREER MUTUAL FUNDS
TEN LARGEST HOLDINGS AT JUNE 30,1997* (UNAUDITED) - CONTINUED
MARKET
VALUE PERCENT
GOVERNMENT SECURITIES FUND (000'S) OF FUND
- -------------------------- ------- -------
<S> <C> <C>
United States Treasury Note 6.500% Due 5/31/01 ......... $ 30,888 26.2%
United States Treasury Note 5.875% Due 2/15/00 ......... 15,297 13.0%
Government National Mortgage Association 7.500%
Due 9/15/07-8/15/23 ............................... 13,488 11.4%
United States Treasury Note 6.500% Due 10/15/06 ........ 12,173 10.3%
United States Treasury Note 6.375% Due 4/30/99 ......... 8,078 6.8%
United States Treasury Note 6.375% Due 5/15/00 ......... 6,553 5.6%
United States Treasury Note 6.000% Due 5/31/98 ......... 5,626 4.8%
United States Treasury Note 5.625% Due 11/30/98 ........ 4,071 3.4%
United States Treasury Note 6.625% Due 4/30/02 ......... 3,997 3.4%
United States Treasury Bond 6.125% Due 12/31/01 . 3,703 3.1%
------- ----
$103,874 88.0%
======== ====
INTERMEDIATE MUNICIPAL BOND FUND
- --------------------------------
Cook County Illinois School District No. 99
(FGIC Insured) 8.500% Due 12/1/01 ................. $ 1,010 4.9%
San Antonio Texas Electric & Gas 5.250% Due 2/1/10 ..... 1,003 4.8%
Harris County Texas Flood District General Obligation
Zero Coupon Due 10/1/06 ........................... 613 2.9%
Dallas Fort Worth Regional Airport Revenue
(FGIC Insured) 7.750% Due 11/1/01 ................. 607 2.9%
Oklahoma County Oklahoma Home Finance Authority
Single Family Refunding Prerefunded
Zero Coupon Due 7/1/12 ............................ 603 2.9%
Cypress-Fairbanks Texas General Obligation
Independent School District 7.300%
Due 2/15/07 ....................................... 591 2.8%
Surry County North Carolina Pollution Control
Finance Authority 9.250% Due 12/1/02 .............. 583 2.8%
Deer Park Texas Independent School District
School Building 6.375% Due 2/15/07 ................ 558 2.7%
West Virginia School Building Authority
(MBIA Insured) 7.000% Due 7/1/09 .................. 545 2.6%
Brunswick County Virginia Industrial Development
Authority Correctional Facilities Lease
(MBIA Insured) 5.650% Due 7/1/09 .................. 521 2.5%
----- - - -- ----- ----
$ 6,634 31.8%
======== ====
<FN>
* The composition of the largest securities in each portfolio is subject to
change.
</FN>
</TABLE>
Page 7
<PAGE>
<TABLE>
<CAPTION>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
TUDOR
<C> <S> <C>
COMMON STOCKS (95.6%)
CAPITAL GOODS
COMMUNICATIONS (9.2%)
15,000 #+Advanced Fibre Communication Inc ............. $ 906
50,000 #+Ascend Communications Inc .................... 1,969
95,000 +Aspect Telecommunications .................... 2,114
20,000 *+Cascade Communications Corp .................. 552
37,500 +Cellnet Datasystems .......................... 466
65,000 +Digital Generation Systems Inc. .............. 292
44,700 +FORE Systems Inc ............................. 609
35,000 +Gilat Satellite Network Ltd .................. 1,164
30,000 +Itron Inc .................................... 776
105,000 +Novatel Inc .................................. 801
37,500 +P-COM Inc .................................... 1,238
70,000 +QUALCOMM Inc ................................. 3,561
27,200 +Saville Systems ADR .......................... 1,414
------
15,862
------
COMPUTER PERIPHERALS (1.8%)
25,000 *+Adaptec Inc. ................................. 869
20,000 +Komag Inc .................................... 327
60,000 +Network Computing Devices .................... 698
42,500 *+Read-Rite Corp ............................... 887
37,000 +Smartflex Systems Inc ........................ 361
-----
3,142
-----
COMPUTER SOFTWARE &
SERVICES (10.6%)
20,000 +Arbor Software Corp .......................... 705
19,600 +Aurum Software Inc ........................... 470
30,000 +Checkfree Corp ............................... 529
25,000 +Data Processing .............................. 584
102,500 +Hyperion Software Corp ....................... 2,293
40,000 +Industri-Matematik International Corp ........ 650
70,000 #+INSO Corp .................................... 1,439
37,500 +Legato Systems Inc ........................... 694
40,000 #+Netscape Communications Corp ................. 1,283
42,500 +Parametric Technology Corp ................... 1,809
10,000 +PeopleSoft Inc ............................... 527
50,000 +Planning Sciences ADR ........................ 288
151,900 +PLATINUM Technology Inc ...................... 2,013
17,500 +QuickResponse Services Inc ................... 634
64,000 +Raster Graphics Inc .......................... 464
55,000 +Security Dynamics Technology Inc ............. 2,028
80,000 +Segue Software Inc ........................... 1,090
30,000 +Vantive Corp ................................. 848
------
18,348
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
TUDOR (continued)
OTHER CAPITAL GOODS (4.3%)
22,500 *+AES Corp ..................................... $ 1,592
33,700 +American Superconductor Corp ................. 413
37,500 +BE Aerospace Inc ............................. 1,186
36,000 Commonwealth Industries Inc .................. 733
35,000 +Emcor Group Inc .............................. 556
17,500 +Hexcel Corp .................................. 302
40,000 +Kaynar Technologies Inc ...................... 725
17,000 #+ThermoQuest Corp ............................. 259
50,000 +ThermoQuest Corp (A) ......................... 724
50,000 +Trident International Inc .................... 900
-----
7,390
-----
SEMI - CONDUCTORS & RELATED (3.8%)
10,000 +Altera Corp .................................. 505
98,500 +Integrated Packaging Assembly Corp ........... 345
25,000 +Harmonic Lightwaves Inc ...................... 428
16,000 +KLA-Tencor Corp .............................. 780
10,800 +Kopin Corp ................................... 169
15,000 +Maxim Integrated Products Inc ................ 853
7,647 +Quality Semiconductor Inc. (A) ............... 704
23,000 +Summit Design Inc ............................ 187
26,500 +Synopsys Inc ................................. 974
27,000 +Uniphase Corp ................................ 1,573
------
6,518
------
51,260
------
CONSUMER
BIOTECHNOLOGY (8.0%)
85,000 +BioChem Pharmaceutical Inc ................... 1,891
144,500 +Biocircuits Corp ............................. 117
155,000 +Cambridge Neuroscience Inc ................... 639
50,000 +Chirex Inc ................................... 594
50,000 +Cor Therapeutics ............................. 531
19,000 +Dura Pharmaceuticals Inc. .................... 758
75,000 #+Epitope Inc .................................. 591
35,800 +Genzyme Corp ................................. 362
20,000 +Guilford Pharmaceuticals Inc ................. 485
30,000 +ImmuLogic Pharmaceutical Corp ................ 94
15,000 +INCYTE Pharmaceuticals Inc ................... 1,005
68,000 +Metra Biosystems Inc ......................... 327
57,500 #+North American Vaccine Inc ................... 1,110
19,400 +Parexel International Corp ................... 616
40,000 +Pathogenesis Corp ............................ 1,165
25,000 +Protein Design Laboratories Inc. ............. 713
90,700 +Ribi Immunochem Research Inc. ................ 419
15,000 +SangStat Medical Corp ........................ 347
See notes to financial statements
Page 8
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
TUDOR (continued)
171,800 +SEQUUS Pharmaceuticals Inc ................... $ 1,095
30,000 +Synaptic Pharmaceutical Corp ................. 394
61,000 +Urocor Inc ................................... 572
------
13,825
------
HEALTH CARE - COST
CONTAINMENT (2.7%)
95,000 *+Access Health Inc ............................ 2,328
27,000 #Integrated Health Services Inc. .............. 1,039
40,000 Omnicare Inc ................................. 1,255
-----
4,622
-----
HEALTH CARE - OTHER (3.1%)
30,000 #+Complete Management Inc ...................... 427
18,546 +Del Global Technologies Corp ................. 158
77,000 +ESC Medical Systems Ltd ...................... 1,964
31,500 +Heartport Inc ................................ 555
20,000 +Neopath, Inc. ................................ 380
34,000 +Phycor Inc ................................... 1,171
60,000 +Resound Corp ................................. 338
34,500 +United Payors & United Providers Inc ......... 457
-----
5,450
-----
MEDIA - CELLULAR (2.8%)
27,826 +Globalstar Telecommunications Ltd ............ 852
30,000 +Iridium World Communications Inc ............. 544
107,500 +Loral Space & Communications ................. 1,613
47,000 +PT Pasifik Satelit Nusantara ADR ............. 729
67,500 +Western Wireless Corp Cl A ................... 1,072
-----
4,810
-----
MEDIA - OTHER (1.3%)
40,000 +Intermedia Communications Inc ................ 1,295
15,000 +Pacific Gateway Exchange Inc ................. 424
55,000 +Paging Network Inc ........................... 483
-----
2,202
-----
MEDIA - WIRELESS CABLE
TELEVISION (0.1%)
74,000 #+Heartland Wireless Communications Inc. ....... 176
-----
OTHER CONSUMER (4.2%)
12,500 +Cinar Films Inc Cl B ......................... 406
58,000 +Designer Holdings Ltd ........................ 591
10,000 +Double Tree Corp ............................. 411
35,000 #+Family Golf Centers Inc ...................... 805
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
TUDOR (continued)
32,500 +Gemstar International Group Ltd .............. $ 597
70,000 Hollingher International Inc Cl A ............ 783
61,500 # Royal Caribbean Cruises Ltd .................. 2,149
42,500 #+Turbochef Inc ................................ 574
45,000 Wetherspoon J.D .............................. 1,021
-----
7,337
-----
RESTAURANTS (5.0%)
40,000 +Landry's Seafood Restaurants Inc ............. 920
45,000 +Papa John's International Inc ................ 1,654
60,000 Pizza Express (B) ............................ 628
50,500 #+Planet Hollywood International Inc ........... 1,162
77,500 #+Rainforest Cafe Inc .......................... 1,967
61,500 #+Starbucks Corp ............................... 2,395
------
8,726
------
RETAIL (10.9%)
25,000 #+Amazon.Com Inc .............................. 462
17,500 +Barnett Inc .................................. 429
75,000 +Friedman's Inc Cl A .......................... 1,716
46,500 +Garden Botanika Inc .......................... 279
65,000 Heilig-Meyers Co. ............................ 1,276
155,000 #+Just for Feet Inc ............................ 2,703
50,000 +Party City Corp .............................. 837
265,000 +PETsMART Inc ................................. 3,048
117,000 *+Sunglass Hut International Inc ............... 739
50,000 +Twin Lab Corp ................................ 1,200
40,000 +Whole Foods Market Inc ....................... 1,325
114,500 +Williams Sonoma Inc .......................... 4,895
------
18,909
------
66,057
------
ENERGY
OIL & GAS EXPLORATION (2.4%)
263,000 +Gulf Canada Resources Ltd. ................... 2,186
25,000 +Nuevo Energy Co .............................. 1,025
32,500 Vintage Petroleum Inc ........................ 999
------
4,210
------
OIL SERVICES (4.4%)
15,000 +BJ Services Co ............................... 804
25,000 +EVI Inc ...................................... 1,050
17,000 +Falcon Drilling Co Inc ....................... 980
78,000 +Noble Drilling Corp .......................... 1,760
55,000 +Rowan Companies .............................. 1,550
40,000 +Weatherford Enterra Inc ...................... 1,540
------
7,684
------
11,894
------
See notes to financial statements Page 9
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
TUDOR (continued)
INTERMEDIATE GOODS & SERVICES
` BASIC INDUSTRIES (2.2%)
29,500 CalMat Co .................................... $ 634
40,000 +Huntco Inc Cl A .............................. 570
40,000 #Lyondell Petrochemical Co .................... 872
22,000 OM Group Inc ................................. 729
200,000 +Waxman Industries Inc ........................ 950
------
3,755
------
BUSINESS SERVICES (8.5%)
22,500 +Cambridge Technology Partners Inc ............ 720
62,500 Checkpoint Systems Inc ....................... 1,004
20,000 +Ciber Inc .................................... 684
10,000 +Compuware Corp ............................... 477
17,500 #+Corrections Corp of America .................. 696
11,500 +Flextronics International Ltd ................ 311
15,000 +Hadco Corp ................................... 982
45,000 #+International Network Services ............... 1,170
20,000 +Keane Inc .................................... 1,040
20,000 +Maximus Inc .................................. 357
100,000 +Programmer's Paradise Inc .................... 950
21,500 +Solectron Corp ............................... 1,505
28,000 +Technology Solutions ......................... 1,106
106,200 +Wackenhut Corrections Corp ................... 3,093
48,750 #+Youth Services International Inc ............. 591
------
14,686
------
INFRASTRUCTURE (0.2%)
550,000 Hopewell Holdings ............................ 348
TRANSPORTATION (2.7%)
119,000 +America West Holdings Corp Cl B ............... 1,725
55,000 #+Continental Airlines Cl B ..................... 1,922
35,000 +Ryanair Holdings ADR .......................... 949
------
4,596
------
23,385
------
INTEREST SENSITIVE
BANKS (1.4%)
32,500 +BankUnited Financial Corp Cl A ............... 321
18,000 Coastal Bancorp Inc .......................... 535
20,000 +First Hawaiian Inc ........................... 682
50,000 +RedFed Bancorp Inc ........................... 819
------
2,357
------
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
TUDOR (continued)
INSURANCE (1.5%)
85,000 20Th Century Industries ...................... $ 1,785
25,000 PXRE Corp .................................... 769
------
2,554
------
OTHER (3.2%)
72,000 +Amerin Corp .................................. 1,746
100,000 +Cadiz Land Company Inc ....................... 525
20,000 Everen Capital Corp .......................... 624
20,000 +Healthcare Financial Partners ................ 407
50,000 +Homeside Inc ................................. 1,094
75,000 +Money Gram Payment Systems ................... 1,181
------
5,577
------
10,488
------
REAL ESTATE INVESTMENT TRUST (1.3%)
RESIDENTIAL (1.3%)
81,700 Mills Corp ................................... 2,262
------
TOTAL COMMON STOCKS
(Cost $123,947) ............................. 165,346
------
CLOSED END FUND (1.3%)
(Cost $1,858)
135,000 Templeton Dragon Fund ........................ 2,194
------
CONVERTIBLE PREFERRED
STOCKS (0.7%)
CAPITAL GOODS (0.0%)
OTHER CAPITAL GOODS
5,138 +Advanced Promotion Technologies Inc. (A) .... 1
------
CONSUMER
MEDIA - CELLULAR (0.7%)
20,000 Globalstar Telecommunications Ltd. (B) ....... 1,160
------
TOTAL CONVERTIBLE
PREFERRED STOCKS
(COST $1,443) .............................. 1,161
------
Principal
Amount
(000's)
- -------
CONVERTIBLE BONDS (0.8%)
INTERMEDIATE GOODS & SERVICES
BUSINESS SERVICES (0.3%)
$ 525 Youth Services International
7.000% Due 2/1/06 .......................... 593
------
Page 10 See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
PRINCIPAL
AMOUNT VALUE
(000's) SECURITY (000'S)
- --------- -------- -------
TUDOR (continued)
CAPITAL GOODS
COMMUNICATIONS (0.4%)
$ 500 Itron Inc. (B) 6.750% Due 3/13/04 ............ $ 635
-------
CONSUMER
HEALTH CARE - OTHER (0.1%)
250 Heartport Inc. (B) 7.250% Due 5/1/04 ......... 234
-------
TOTAL CONVERTIBLE BONDS
(Cost $1,275) ............................... 1,462
-------
EURODOLLAR DEPOSIT (2.5%)
Cost ($4,311)
4,311 Sumitomo Bank Ltd 6.250% Due 7/1/97 .......... 4,311
-------
Number
of Warrants
- -----------
WARRANTS (0.2%)
CONSUMER
BIOTECHNOLOGY (0.0%)
375 Perseptive Biosystems Inc Exp 9/11/03 ........ 1
-------
ENERGY
OIL SERVICES (0.2%)
10,000 B.J. Services Co Exp 4/13/00 ................. 292
-------
TOTAL WARRANTS
(Cost $48) .................................. 293
-------
Number
of Contracts
- ------------
PURCHASED PUT OPTIONS (0.1%)
57 Morgan Stanley Index 7/97 @ 420 .............. 59
25 Nasdaq 100 Index 7/97 @ 950 .................. 56
40 S&P 500 Index 7/97 @ 890 ..................... 70
-------
TOTAL PURCHASED PUT OPTIONS
(Cost $273) ................................. 185
-------
TOTAL INVESTMENTS (101.2%)
(Cost $133,155) ............................ 174,952
LIABILITIES IN EXCESS OF
OTHER ASSETS (-1.2%) ......................... (2,130)
-------
TOTAL NET ASSETS (100.0%) .................... $172,822
========
NUMBER VALUE
OF CONTRACTS SECURITY (000'S)
- ------------ -------- -------
WRITTEN CALL OPTIONS
(Premiums Received $494)
100 Cascade Communications Corp 7/97 @ 30 ........ $ 6
57 Morgan Stanley Index 7/97 @ 410 .............. 130
25 Nasdaq 100 Index 7/97 @ 940 .................. 94
425 Read-Rite Corp 7/97 @ 20 ..................... 80
105 Sunglass Hut 7/97 @ 5 ........................ 16
40 S&P 500 Index 7/97 @ 880 ..................... 96
------
$ 422
------
<FN>
+ Non-income producing security.
# Securities out on loan.
* Securities pledged in whole or part for written options.
(A) SEC Rule 144 security. Requires registration under
the SEC Act of 1933 before it can be offered for
public sale.
(B) SEC Rule 144A Security. Such security has limited
markets and is traded among "qualified institutional
buyers."
</FN>
</TABLE>
<TABLE>
<CAPTION>
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
GROWTH AND INCOME
<C> <S> <C>
COMMON STOCKS (98.4%)
CAPITAL GOODS
AEROSPACE (2.6%)
50,000 Boeing Co .................................... $ 2,653
-------
COMPUTER SOFTWARE &
SERVICES (7.6%)
25,000 BMC Software Inc ............................. 1,384
40,000 Cadence Design Systems Inc ................... 1,340
20,000 Intel Corp ................................... 2,836
50,000 Storage Technology Corp ...................... 2,225
-------
7,785
-------
OTHER CAPITAL GOODS (8.7%)
60,000 General Electric Co .......................... 3,922
35,000 Motorola Inc ................................. 2,660
30,000 Xerox Corp ................................... 2,366
8,948
-------
19,386
-------
See notes to financial statements Page 11
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
GROWTH AND INCOME (continued)
CONSUMER
BEVERAGES (2.0%)
30,000 Coca Cola Co ................................. $ 2,092
-------
HEALTH CARE (17.3%)
35,000 American Home Products Corp. ................. 2,677
24,000 Bristol-Myers Squibb Co ...................... 1,944
35,000 Lilly (Eli) & Co ............................. 3,826
30,000 Merck & Co ................................... 3,105
20,000 Pfizer Inc ................................... 2,390
30,000 Warner Lambert Co ............................ 3,728
-------
17,670
-------
RESTAURANTS (2.1%)
45,000 McDonald's Corp. ............................. 2,174
-------
OTHER CONSUMER (8.6%)
75,000 Carnival Corp ................................ 3,094
30,000 Eastman Kodak Co ............................. 2,303
25,000 Gap Inc ...................................... 972
35,000 Home Depot ................................... 2,413
-------
8,782
-------
30,718
-------
OTHER CONSUMER
CONSUMER NON-DURABLES (5.1%)
50,000 Colgate- Palmolive Co ........................ 3,263
30,000 Johnson & Johnson ............................ 1,931
-------
5,194
-------
INTERMEDIATE GOODS & SERVICES
BASIC INDUSTRIES (7.9%)
40,000 Hercules Inc. ................................ 1,915
50,000 Monsanto Co .................................. 2,153
27,000 Praxair Inc. ................................. 1,512
80,000 Titanium Metals Corp ......................... 2,530
-------
8,110
-------
BUSINESS SERVICES (1.3%)
30,000 First Data Corp .............................. 1,318
-------
9,428
-------
NATURAL RESOURCES
ENEREGY & RELATED (8.1%)
30,000 Amerada Hess Corp. ........................... 1,667
35,000 Dresser Industries Inc ....................... 1,304
56,000 Exxon Corp ................................... 3,444
15,000 Schlumberger Ltd ............................. 1,875
-------
8,290
-------
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
GROWTH AND INCOME (continued)
REAL ESTATE INVESTMENT TRUSTS
COMMERCIAL & INDUSTRIAL (4.2%)
8,000 Crescent Operating Inc ....................... $ 96
80,000 Crescent Real Estate Equities Inc ............ 2,540
40,000 Duke Realty Investors Inc. ................... 1,620
-------
4,256
-------
HEALTH CARE (1.3%)
75,000 LTC Properties Inc ........................... 1,359
-------
RESIDENTIAL (4.6%)
31,000 Equity Residential Properties ................ 1,473
50,000 Gables Residential Trust ..................... 1,263
70,000 Mills Corp ................................... 1,938
-------
4,674
-------
10,289
-------
INTEREST SENSITIVE
BANKS (5.1%)
40,000 BankAmerica Corp ............................. 2,583
60,000 Bank of New York Inc. ........................ 2,610
-------
5,193
-------
INSURANCE (6.1%)
25,000 American International Group Inc ............. 3,734
40,000 Travelers Group Inc .......................... 2,523
-------
6,257
-------
OTHER (5.8%)
50,000 American Express Co. ......................... 3,725
50,000 Federal National Mortgage Association ........ 2,181
-------
5,906
-------
17,356
-------
TOTAL COMMON STOCKS
(Cost $64,608) ............................. 100,661
Principal
Amount
(000's)
- -------
EURODOLLAR DEPOSIT (1.8%)
(Cost $1,811)
$ 1,811 Societe Genrale Bank 5.750% Due 7/1/97 ....... 1,811
-------
TOTAL INVESTMENTS (100.2%)
(Cost $66,419) .............................. 102,472
LIABILITIES IN EXCESS
OF OTHER ASSETS (-0.2%) .................... (179)
-------
TOTAL NET ASSETS (100.0%) .................... $102,293
========
<FN>
+ Non-income producing security.
</FN>
</TABLE>
Page 12 See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
<TABLE>
<CAPTION>
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
GROWTH FUND
<C> <S> <C>
COMMON STOCKS (90.7%)
CAPITAL GOODS
COMMUNICATIONS (8.3%)
4,000 #+Advanced Fibre Communication Inc ............. $ 241
15,500 #+Ascend Communications Inc .................... 610
35,000 +Aspect Telecommunications .................... 779
9,800 *+Cascade Communications Corp .................. 271
25,000 +FORE Systems Inc ............................. 341
13,500 +Gilat Satellite Network Ltd .................. 449
17,500 #+Itron Inc .................................... 453
17,500 +Novatel Inc .................................. 133
15,000 +P-COM Inc .................................... 495
25,000 #+QUALCOMM Inc ................................. 1,272
7,500 +Saville Systems ADR .......................... 390
13,000 +Viasat Inc ................................... 188
5,000 +VideoServer Inc .............................. 66
-------
5,688
-------
COMPUTER PERIPHERALS (2.0%)
7,000 +Adaptec Inc. ................................. 243
7,000 +Komag Inc .................................... 115
20,200 +Kopin Corp ................................... 316
23,500 +Network Computing Devices .................... 273
15,000 *+Read-Rite Corp ............................... 313
12,000 +Smartflex Systems Inc ........................ 117
-------
1,377
-------
COMPUTER SOFTWARE &
SERVICES (9.7%)
9,000 +Arbor Software Corp .......................... 317
6,500 +Aurum Software Inc ........................... 156
10,000 +Checkfree Corp ............................... 176
7,500 +Data Processing Resources Corp ............... 175
35,000 +Hyperion Software Corp ....................... 783
15,000 +Industri-Matematik International Corp ........ 244
25,000 #+INSO Corp .................................... 514
10,000 +Legato Systems Inc ........................... 185
19,000 +Netscape Communication Corp .................. 609
14,000 +Parametric Technology Corp ................... 596
36,000 +Planning Sciences ADR ........................ 207
61,100 +PLATINUM Technology Inc ...................... 810
8,500 +QuickResponse Services Inc ................... 308
25,000 +Raster Graphics Inc .......................... 181
20,000 +Security Dynamics Technology Inc ............. 738
25,000 +Segue Software Inc ........................... 341
11,000 +Vantive Corp ................................. 311
-------
6,651
-------
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
GROWTH FUND (continued)
SEMI-CONDUCTORS & RELATED (3.6%)
6,000 +Altera Corp ................................. $ 303
10,000 #+Harmonic Lightwaves Inc .................... 171
30,000 +Integrated Packaging Assembly Corp .......... 105
6,000 +Kla-Tencor Corp ............................. 292
4,000 +Maxim Integrated Products Inc ............... 227
4,153 +Quality Semiconductor (A) ................... 383
5,000 +Summit Design Inc ........................... 41
8,000 +Synopsys Inc ................................ 294
11,000 +Uniphase Corp ............................... 641
-------
2,457
-------
OTHER CAPITAL GOODS (3.7%)
8,500 +AES Corp .................................... 601
26,500 +American Superconductor Corp ................ 325
12,000 +BE Aerospace Inc ............................ 380
13,000 +Commonwealth Industries Inc ................. 265
7,000 +Hexcel Corp ................................. 121
300,000 #+Noise Cancellation Technologies ............ 84
25,000 +ThermoQuest Corp (A) ........................ 362
20,000 +Trident International Inc ................... 360
-------
2,498
-------
18,671
-------
CONSUMER
BIOTECHNOLOGY (7.2%)
32,500 +BioChem Pharmaceutical Inc .................. 723
34,000 +Cambridge Neuroscience Inc .................. 140
18,000 +Chirex Inc .................................. 214
15,000 +Cor Therapeutics ............................ 159
22,500 +Genzyme Corp ................................ 228
6,600 +Guilford Pharmaceuticals Inc ................ 160
20,000 +ImmuLogic Pharmaceutical Corp ............... 63
6,000 +INCYTE Pharmaceuticals Inc .................. 402
20,000 +Metra Biosystems Inc ........................ 96
24,500 +North American Vaccine Inc .................. 473
6,500 +Parexel International Corp .................. 206
16,000 +Pathogenesis Corp ........................... 466
7,500 +Protein Design Laboratories Inc. ............ 214
110,606 +Ribi Immunochem Research Inc. ............... 512
8,000 +SangStat Medical Corp ....................... 185
42,000 +SEQUUS Pharmaceuticals Inc .................. 268
13,500 +Synaptic Pharmaceutical Corp ................ 177
22,500 +Urocor Inc .................................. 211
-------
4,897
-------
See notes to financial statements Page 13
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
GROWTH FUND (continued)
HEALTH CARE - COST CONTAINMENT (2.3%)
35,500 +Access Health Inc ............................ $ 870
10,000 +Integrated Health Services Inc. .............. 385
10,000 +Omnicare Inc ................................. 314
-------
1,569
-------
HEALTH CARE - OTHER (2.8%)
30,000 +ESC Medical Systems Ltd ...................... 765
7,500 +Impath Inc ................................... 204
10,000 +Neopath, Inc. ................................ 190
15,000 +Phycor Inc ................................... 517
17,500 +United Payors & United Providers ............. 232
-------
1,908
-------
HEALTH CARE - PHARMACEUTICALS (0.4%)
6,500 +Dura Pharmaceuticals Inc. .................... 259
-------
MEDIA - CELLULAR (2.4%)
6,904 +Globalstar Telecommunication ................. 211
40,000 +Lightbridge Inc .............................. 305
36,500 +Loral Space & Communications ................. 548
20,000 +PT Pasifik Satelit Nusantara ADR ............. 310
16,500 +Western Wireless Corp Cl A ................... 262
-------
1,636
-------
MEDIA - OTHER (2.1%)
18,500 +Intermedia Communications Inc ................ 599
3,500 +Pacific Gateway Exchange Inc ................. 99
20,000 +Paging Network Inc ........................... 175
15,000 +Univision Communications Inc ................. 587
-------
1,460
-------
MEDIA - WIRELESS CABLE
TELEVISION (0.2%)
45,000 #+Heartland Wireless Communications Inc ........ 107
RESTAURANTS (4.3%)
13,000 +Landry's Seafood Restaurants Inc ............. 299
17,500 #+Papa John's International Inc ................ 643
15,000 #+Planet Hollywood International Inc ........... 345
27,500 #+Rainforest Cafe Inc .......................... 698
24,500 #+Starbucks Corp ............................... 954
-------
2,939
-------
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
GROWTH FUND (continued)
RETAIL (11.1%)
8,000 #+Amazon.Com Inc ............................... $ 148
8,000 +Barnett Inc .................................. 196
30,000 +Friedman's Inc A ............................. 686
25,000 +Garden Botanika Inc .......................... 150
25,000 Heilig-Meyers Co. ............................ 491
60,000 #+Just for Feet Inc ............................ 1,046
35,000 +Party City Corp .............................. 586
97,500 +PETsMART Inc ................................. 1,121
45,000 *+Sunglass Hut International ................... 284
17,500 +Twinlab Corp ................................. 420
12,500 #+Whole Foods Market Inc ....................... 414
47,500 #+Williams Sonoma Inc .......................... 2,031
-------
7,573
-------
OTHER CONSUMER (3.4%)
19,000 +Designer Holdings Ltd ........................ 194
13,500 #+Family Golf Centers Inc ...................... 310
15,000 +Gemstar International Group Ltd .............. 276
25,000 Hollinger International Cl A ................. 280
17,500 +Lithia Motors Inc Cl A ....................... 192
20,800 +Royal Caribbean Cruises Ltd .................. 727
15,100 +Wetherspoon J.D (B) .......................... 343
-------
2,322
-------
24,670
-------
ENERGY
OIL SERVICES (4.1%)
5,000 +BJ Services Co .............................. 268
10,000 +EVI Inc ..................................... 420
9,000 +Falcon Drilling Co Inc ...................... 519
31,500 +Noble Drilling Corp ......................... 711
12,500 +Rowan Companies ............................. 352
13,500 +Weatherford Enterra Inc ..................... 520
-------
2,790
-------
OIL & GAS EXPLORATION (2.3%)
92,000 +Gulf Canada Resources Ltd .................... 765
10,000 +Nuevo Energy Co .............................. 410
12,500 Vintage Petroleum Inc ........................ 384
-------
1,559
-------
4,349
-------
INTERMEDIATE GOODS & SERVICES
BASIC INDUSTRIES (2.2%)
15,000 Calmat Co .................................... 323
17,500 Huntco Inc Cl A .............................. 249
12,500 # Lyondell Petrochemical Co .................... 273
10,000 OM Group Inc ................................. 331
62,200 #+Waxman Industries Inc ........................ 295
-------
1,471
-------
Page 14 See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
GROWTH FUND (continued)
BUSINESS SERVICES (9.1%)
422,500 #+Advanced Promotion Technology Inc ............ $ 1
10,000 +Cambridge Technology Partners Inc ............ 320
30,000 #+Checkpoint Systems Inc ....................... 482
8,000 +Ciber Inc .................................... 274
4,000 +Compuware Corp ............................... 191
6,500 +Corrections Corp of America .................. 258
20,000 #+Digital Generation Systems Inc. .............. 90
30,000 +Emcor Group Inc .............................. 476
12,500 +Flextronics International Ltd ................ 338
5,000 +Hadco Corp ................................... 327
17,500 #+International Network Services ............... 455
6,000 +Keane Inc .................................... 312
35,000 +Programmers Paradise Inc ..................... 333
7,500 +Solectron Corp ............................... 525
10,000 +Technology Solutions ......................... 395
40,500 +Wackenhut Corrections Corp ................... 1,180
20,000 #+Youth Services International Inc ............. 242
-------
6,199
-------
TRANSPORTATION (2.5%)
50,000 +America West Holdings Corp B ................. 725
16,000 #+Continental Air Cl B ......................... 559
15,000 +Ryanair Holdings ADR ......................... 407
-------
1,691
-------
9,361
-------
INTEREST SENSITIVE
BANKS (1.5%)
18,500 +BankUnited Financial Corp Cl A ............... 183
6,000 Coastal Bancorp Inc .......................... 178
10,000 First Hawaiian Inc ........................... 341
20,000 +Redfed Bancorp Inc ........................... 328
-------
1,030
-------
INSURANCE (2.5%)
29,500 +Amerin Corp .................................. 715
9,000 PXRE Corp .................................... 277
35,500 20Th Century Industries ...................... 746
-------
1,738
-------
OTHER (1.8%)
7,500 Everen Capital Corp .......................... 234
7,500 +Healthcare Financial Partners ................ 153
17,500 +Homeside Inc ................................. 383
29,000 +MoneyGram Payment Systems .................... 456
-------
1,226
-------
3,994
-------
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
GROWTH FUND (continued)
REAL ESTATE INVESTMENT TRUST
RESIDENTIAL (1.2%)
30,000 Mills Corp ................................... $ 831
-------
TOTAL COMMON STOCK
(Cost $51,593) ............................. 61,876
-------
CLOSED END FUND (1.2%)
(Cost $697)
50,000 Templeton Dragon Fund ........................ 812
-------
CONVERTIBLE PREFERRED
STOCK (0.7%)
(Cost $425)
8,500 Globalstar Telecommunication Ltd (B) ......... 493
-------
PRINCIPAL
AMOUNT
(000's)
- -------
CONVERTIBLE BONDS (0.7%)
CONSUMER
HEALTH CARE - OTHER (0.2%)
$ 150 Intermediate Goods & Services ............... 140
-------
BUSINESS SERVICES (0.5%)
300 Youth Services International 7.000%
Due 2/1/06 ............................... 339
-------
TOTAL CONVERTIBLE BONDS
(Cost $450) ............................... 479
-------
Number of
Warrants
- --------
WARRANTS (0.0%)
(Cost $0)
CONSUMER
BIOTECHNOLOGY (0.0%)
948 Perseptive Biosystems Inc. Exp 9/11/03 ....... 1
-------
Number of
Contracts
- ---------
PURCHASED PUT OPTIONS (0.1%)
21 Morgan Stanley Index 7/97 @ 420 .............. 22
-------
10 Nasdaq 100 Index 7/97 @ 950 .................. 22
-------
TOTAL PURCHASED PUT OPTIONS
(Cost $75) ................................. 44
-------
See notes to financial statements Page 15
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
PRINCIPAL VALUE
AMOUNT SECURITY (000'S)
(000's)
------- --------- -------
GROWTH FUND (continued)
REPURCHASE AGREEMENT (7.4%)
$5,041 Citicorp 5.950% Due 7/1/97
with a maturity value of $5,342
(Collateralized by $5,147
U.S. Treasury Notes
5.750% Due 12/31/98)
(Cost $5,041) ........................... $5,041
-------
TOTAL INVESTMENTS (100.8%)
(Cost $58,281) .......................... 68,746
-------
LIABILITIES IN EXCESS OF
OTHER ASSETS (-0.8%) .................... (535)
-------
TOTAL NET ASSETS (100.0%) ................. $68,211
====== =======
Number of
Contracts
- ---------
CALL OPTIONS WRITTEN
(Premiums Received $157)
35 Cascade Communications 7/97 @ 30 ............. 2
21 Morgan Stanley Index 7/97 @ 410 .............. 48
10 Nasdaq 100 Index 7/97 @ 940 .................. 38
150 ReadRite 7/97 @ 20 ........................... 28
50 Sunglass Hut International 7/97 @ 5 .......... 7
-------
123
-------
<FN>
+ Non-income producing security.
# Securities out on loan.
* Securities pledged in whole or part for written options.
(A) SEC Rule 144 security. Requires registration under
the SEC Act of 1933 before it can be offered for
public sale.
(B) SEC Rule 144A Security. Such security has limited
markets and is traded among "qualified institutional
buyers."
</FN>
</TABLE>
<TABLE>
<CAPTION>
NUMBER VALUE
OF SHARES SECURITY (000'S)
- --------- -------- -------
QUANTITATIVE EQUITY
<C> <S> <C>
COMMON STOCKS (97.5%)
BASIC MATERIALS (6.4%)
6,835 Allegheny Teledyne Inc ....................... $ 185
11,600 Aluminum Co. of America ...................... 874
3,800 Avery Dennison Corp .......................... 153
7,900 Crown Cork & Seal Inc ........................ 422
10,900 Dow Chemical Co .............................. 950
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
QUANTITATIVE EQUITY (continued)
13,300 Engelhard Corp ............................... $ 278
4,600 James River Corp of Virginia ................. 170
19,400 Kimberly-Clark Corp .......................... 965
4,600 Phelps Dodge Corp ............................ 392
12,300 Rohm & Haas Co ............................... 1,108
7,000 Sigma Aldrich Corp ........................... 245
14,200 Thomas & Betts Corp .......................... 746
7,000 W.R. Grace & Co .............................. 386
------
6,874
------
CONSUMER CYCLICAL (11.0%)
2,400 Armstrong World Industries Inc ............... 176
4,900 CVS Corp ..................................... 251
34,200 Dayton Hudson Corp ........................... 1,819
10,500 Dillards Inc - Cl A .......................... 364
13,000 Eastman Kodak Co ............................. 998
7,600 +Federated Department Stores Inc .............. 264
37,900 Ford Motor Co ................................ 1,431
5,600 Gannet Inc ................................... 553
10,500 Goodyear Tire & Rubber Co .................... 665
7,100 +HFS Inc ...................................... 412
6,400 King World Productions Inc ................... 224
10,400 Masco Corp ................................... 434
8,100 Maytag Corp .................................. 212
4,400 McGraw-Hill Companies Inc .................... 259
3,600 Mercantile Stores ............................ 227
16,500 New York Times Co Cl A ....................... 817
9,400 Nike Inc., Cl B .............................. 549
4,500 Rite Aid Corp. ............................... 224
25,600 TJX Companies Inc ............................ 675
2,500 VF Corp ...................................... 212
12,800 Walt Disney Co ............................... 1,027
------
11,793
------
CONSUMER NON - CYCLICAL (12.9%)
10,100 American Stores Co ........................... 499
18,100 Anheuser- Busch Companies Inc. ............... 759
27,180 Archer Daniels Midland Co .................... 639
4,500 Avon Products Inc ............................ 318
1,800 Clorox Co. ................................... 238
24,400 Coca Cola Co ................................. 1,702
10,600 Colgate- Palmolive Co ........................ 692
8,600 Conagra Inc .................................. 551
8,700 Gillette Co. ................................. 824
14,300 Heinz H J Co ................................. 660
3,100 Hershey Foods Corp ........................... 171
12,600 Kellogg Co ................................... 1,079
14,800 +Kroger Co .................................... 429
44,700 Philip Morris Companies Inc. ................. 1,984
Page 16 See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
QUANTITATIVE EQUITY (continued)
4,800 Pioneer Hi Bred International ................ $ 384
6,300 Procter & Gamble Co .......................... 890
9,400 Quaker Oats Co ............................... 422
6,400 Ralston Purina Co ............................ 526
5,200 Unilever NV ADR .............................. 1,113
------
13,880
------
ENERGY (9.5%)
6,400 Coastal Corp ................................. 341
12,200 Dresser Industries Inc ....................... 454
62,000 Exxon Corp ................................... 3,813
7,400 Halliburton Co., ............................. 586
66,000 Royal Dutch Petroleum Co ADR ................. 3,589
3,300 Schlumberger Ltd ............................. 413
9,000 Texaco Inc ................................... 979
------
10,175
------
FINANCIAL (13.6%)
7,100 Aetna Inc .................................... 727
17,600 BankAmerica Corp ............................. 1,136
11,100 Chase Manhattan Corp ......................... 1,077
8,100 Cigna Corp ................................... 1,438
12,900 Comerica Inc ................................. 877
18,400 Fannie Mae ................................... 803
3,500 Fifth Third Bancorp .......................... 287
14,400 First Chicago NBD ............................ 871
3,200 General Re Corp .............................. 582
17,400 Lowes Corp ................................... 646
10,400 Marsh & McLennan Cos ......................... 742
22,935 Morgan Stanley Dean Witter Discover .......... 988
7,200 National City Corp ........................... 378
2,300 NationsBank Corp ............................. 148
5,900 Republic NY Corp ............................. 634
20,900 Southtrust Corp .............................. 865
3,400 St Paul Companies Inc ........................ 259
19,400 Travelers Group Inc .......................... 1,223
9,000 UNUM Corp .................................... 378
9,500 U.S. Bancorp ................................. 609
------
14,668
------
HEALTH (12.0%)
23,400 American Home Products Corp. ................. 1,790
5,200 Bausch & Lomb Inc ............................ 245
5,400 Becton Dickinson & Co. ....................... 273
7,400 +Boston Scientific Corp ....................... 455
3,737 Bristol-Myers Squibb Co. ..................... 303
42,200 Columbia Healthcare Corp ..................... 1,659
15,000 Corning Inc .................................. 834
19,100 Lilly (Eli) & Co ............................. 2,088
12,500 Pfizer Inc ................................... 1,494
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
QUANTITATIVE EQUITY (continued)
26,600 Schering-Plough Corp. ........................ $ 1,273
15,500 +Tenet Healthcare Corp ........................ 458
10,700 Warner Lambert Co ............................ 1,329
16,000 +Wellpoint Health Networks .................... 734
------
12,935
------
INDUSTRIALS (7.6%)
16,900 Browning Ferris Industries Inc. .............. 562
2,500 Cummins Engine Inc ........................... 176
10,100 Deere & Co ................................... 554
5,000 Deluxe Corp .................................. 171
50,500 General Electric Co .......................... 3,301
5,300 Interpublic Group of Companies Inc ........... 325
12,200 Minnesota Mining & Manufacturing Co .......... 1,244
16,700 Parker Hannifin Corp ......................... 1,013
6,800 Textron Inc .................................. 451
6,100 Tyco International Ltd ....................... 424
------
8,221
------
TECHNOLOGY (20.2%)
5,400 +Advanced Micro Devices Inc ................... 195
27,100 Ameritech Corp ............................... 1,841
37,600 Bellsouth Corp. .............................. 1,744
19,600 Boeing Co .................................... 1,040
5,900 +Compaq Computer Corp ........................ 586
4,900 Eaton Corp ................................... 428
6,500 General Dynamics ............................. 488
6,900 Harris Corp. ................................. 580
14,800 Hewlett Packard Co ........................... 829
6,000 Honeywell Inc. ............................... 455
12,900 Intel Corp ................................... 1,829
18,300 International Business Machines Corp ......... 1,650
10,600 McDonnell Douglas Corp ....................... 726
17,100 +Microsoft Corp ............................... 2,161
15,200 Motorola Inc ................................. 1,155
15,900 +Oracle Corp .................................. 801
5,000 Pitney Bowes Inc. ............................ 348
10,900 Raytheon Co .................................. 556
27,400 Sprint Corp .................................. 1,442
19,000 +Sun Microsystems Inc. ........................ 707
33,600 US West Inc .................................. 1,266
11,600 Xerox Corp ................................... 915
------
21,742
------
TRANSPORTATION (1.2%)
6,000 Burlington Northern Santa Fe ................. 539
3,900 Delta Air Lines, Inc. ........................ 320
6,500 Union Pacific Corp ........................... 458
------
1,317
------
See notes to financial statements Page 17
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
QUANTITATIVE EQUITY (continued)
UTILITIES (3.1%)
7,700 American Electric Power Co ................... $ 323
3,300 Columbia Gas System Inc ...................... 215
3,500 Consolidated National Gas Co ................. 188
19,200 Edison International ......................... 478
30,200 Entergy Corp ................................. 827
7,400 FPL Group Inc. ............................... 341
5,300 GPU Inc ...................................... 190
11,000 Houston Industries Inc ....................... 236
6,100 Ohio Edison Co ............................... 133
5,200 Pacific Enterprises .......................... 175
5,300 Sonat, Inc. .................................. 272
------
3,378
------
TOTAL COMMON STOCKS
(Cost $81,321) ............................... 104,983
-------
Principal
Amount
(000's)
- -------
U.S. GOVERNMENT
OBLIGATION (0.5%)
(Cost $495)
$ 500 *US Treasury Bills Due 9/18/97 ................ 495
-------
EURODOLLAR DEPOSIT (2.8%)
(Cost $3,040)
3,040 Sumitomo 6.250% Due 7/1/97 ................... 3,040
-------
TOTAL INVESTMENTS (100.8%)
(Cost $84,856) .............................. 108,518
LIABILITIES IN EXCESS OF
OTHER ASSETS (-0.8%) (911)
-------
TOTAL NET ASSETS (100.0%) $107,607
========
Number of Unrealized
Contracts Depreciation
- --------- ------------
FUTURES PURCHASED
(Aggregated futures amount $445)
1 SEPT S&P 500 Futures ......................... 7
-------
<FN>
+ Non-income producing security.
* Securities pledged in whole or part for written options.
</FN>
</TABLE>
<TABLE>
<CAPTION>
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
<C> <S> <C>
INTERNATIONAL
COMMON STOCKS (95.3%)
AUSTRALIA (2.1%)
12,000 Australia & New Zealand Bank Group ........... $ 90
4,000 Broken Hill Property ......................... 59
21,000 CSR .......................................... 81
8,500 WMC Ltd ...................................... 54
-------
284
-------
AUSTRIA (1.1%)
1,190 OMV .......................................... 152
BELGIUM (0.5%)
175 Generale De Banque ........................... 67
DENMARK (1.3%)
3,295 Tele Danmark `B' ............................. 171
FRANCE (9.3%)
1,711 Alcatel Alsthom Cie Generale D'Electric ...... 214
2,067 Axa Uap ...................................... 129
1,260 Banque Nationale De Paris .................... 52
1,140 Christian Dior S.A ........................... 188
1,509 +Eaux (Cie Generale Des) ...................... 194
2,584 Havas ........................................ 186
1,190 Lafarge ...................................... 74
1,343 Rhone-Poulenc `A' ............................ 55
1,206 Societe Generale ............................. 135
-------
1,227
-------
GERMANY (7.7%)
9,311 Commerzbank AG ............................... 264
2,655 Daimler Benz ................................. 215
941 Preussag AG .................................. 276
594 Viag AG ...................................... 270
-------
1,025
-------
HONG KONG (2.7%)
7,000 Cheung Kong .................................. 69
16,000 Dao Heng Bank Group .......................... 88
60,000 First Pacific Co ............................. 77
34,400 Hong Kong & China Gas ........................ 69
6,500 Swire Pacific A .............................. 58
-------
361
-------
ITALY (4.0%)
62,149 Fiat Spa Ord ................................. 223
117,000 Istituto Nazionale Delle ..................... 178
21,250 +Seat Spa ..................................... 7
21,250 Stet ......................................... 124
-------
532
-------
Page 18 See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
INTERNATIONAL (continued)
JAPAN (30.0%)
2,200 Asatsu Corp .................................. $ 81
500 Autobacs Seven ............................... 40
440 Canon Sales Co ............................... 10
280 Circle K Japan Co. Ltd ....................... 16
11,000 Dai Ichi Kangyo Bank ......................... 150
6,000 Eisai Co ..................................... 113
3,000 Hankyu Corp .................................. 16
10,000 Hitachi Ltd .................................. 112
22,000 Hitachi Zosen Corp ........................... 88
15,000 Itochu Corp .................................. 81
6,000 Japan Airport Terminal Co .................... 73
1,000 Japan Assoc Finance .......................... 79
4,000 Kinden Corp .................................. 57
4,000 Matsushita Electric Industrial ............... 81
2,700 Meitec ....................................... 80
15,000 Mitsubishi Heavy Industries .................. 115
15,000 Mitsubishi Trust & Banking ................... 237
7,000 Mitsui Fudosan Co ............................ 96
5,000 Mycal Corp ................................... 72
4,000 NEC Corp ..................................... 56
16,000 Nippon Express Co ............................ 128
25,000 Nippon Steel ................................. 80
23 Nippon Telegraph & Telephone Corp ............ 221
290 Nippon Television Network .................... 116
14,000 Nissan Motor Co .............................. 109
9,000 Ohbayashi-Gumi ............................... 60
2,000 Omron Corp ................................... 42
9,000 Ricoh ........................................ 118
1,000 Rohm Co ...................................... 103
9,000 Sanwa Shutter Corp ........................... 82
8,000 Seiyo Food Systems ........................... 61
5,000 Shin-Etsu Chemicals Co ....................... 133
5,000 Showa Shell Sekiyo ........................... 47
700 Smc Corp ..................................... 59
700 Sony Corp .................................... 61
9,000 Sumitomo Bank ................................ 148
10,000 Sumitomo Trust & Bank ........................ 107
2,000 Taisho Pharmaceutical ........................ 54
7,000 The Bank of Tokyo-Mitsubishi ................. 140
5,000 Tokyo Style .................................. 69
10,000 Toray Industries Inc ......................... 71
2,000 Tostem Corporation ........................... 55
6,000 Toyota Motor Co Y50 .......................... 177
10,000 Yokogawa Electric Corp ....................... 87
-------
3,981
-------
MALAYSIA (1.5%)
12,000 Hume Industries .............................. 55
24,000 Sime Darby ................................... 80
9,000 United Engineers ............................. 65
-------
200
-------
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
INTERNATIONAL (continued)
NETHERLANDS (4.4%)
8,895 Elsevier ..................................... $ 149
5,394 K.L.M ........................................ 166
3,695 Philips Electronics .......................... 265
-------
580
-------
SINGAPORE (0.7%)
13,000 D.B.S. Land .................................. 41
3,500 +Keppel Corp Ltd-A ........................... 15
9,000 +Keppel Corp ................................. 40
-------
96
-------
SPAIN (2.9%)
4,172 Argentaria CMN ............................... 233
3,450 Repsol ....................................... 146
-------
379
-------
SWEDEN (2.7%)
4,993 Ericsson Tele B .............................. 196
3,069 Pharmacia & Upjohn ........................... 104
3,625 Stora Kopparberg ............................. 59
-------
359
-------
SWITZERLAND (5.0%)
183 Nestle ....................................... 241
159 Novartis AG .................................. 254
145 Schweizerische Bankgesellschaft .............. 166
-------
661
-------
UNITED KINGDOM (19.4%)
4,310 Abbey National ............................... 59
32,325 Asda Group ................................... 67
4,560 Barclays ..................................... 91
4,752 Bass ......................................... 58
8,442 BBA Group .................................... 50
3,498 British Aerospace ............................ 78
5,536 British Airways .............................. 63
6,940 British Land Co .............................. 65
12,821 British Petroleum Co ......................... 159
10,578 British Telecomm ............................. 79
9,400 Cable & Wireless ............................. 86
62,148 +Centrica ..................................... 76
6,294 Compass Group ................................ 71
5,491 Emap ......................................... 68
5,058 General Accident ............................. 74
13,989 General Electric ............................. 84
5,387 Glaxo Wellcome ............................... 111
4,652 Granada Group ................................ 61
5,875 Grand Metropolitan ........................... 57
See notes to financial statements Page 19
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
NUMBER VALUE
OF SHARES SECURITY (000'S)
--------- -------- -------
INTERNATIONAL (continued)
3,571 HSBC Holdings ................................ $ 110
15,375 Imperial Tobacco ............................. 99
5,629 Kingfisher ................................... 64
6,207 Next ......................................... 70
5,620 Powergen ..................................... 67
7,004 Prudential Corp .............................. 68
5,444 Reuters ...................................... 57
25,272 Shell Transport & Trading .................... 172
5,393 Smithkline Beacham ........................... 99
5,561 Standard Chartered Bank ...................... 85
15,227 Tomkins ...................................... 66
8,115 Wolseley I ................................... 63
2,849 Zeneca Group ................................. 94
2,571
-------
TOTAL COMMON STOCK
(Cost $10,758) ............................. 12,646
-------
Principal
Amount
(000's)
- -------
U.S. TREASURY OBLIGATION (3.4%)
(Cost $445)
$ 450 US T-Bill Due 9/18/97 ........................ 445
TOTAL INVESTMENTS (98.7%)
(Cost $11,203) 13,091
OTHER ASSETS IN EXCESS
OF LIABILITIES (1.3%) ..................... 177
TOTAL NET ASSETS (100.0%) .................... $13,268
<FN>
+ Non-income producing security.
</FN>
</TABLE>
INTERNATIONAL (continued)
<TABLE>
<CAPTION>
International Fund
Industry Concentrations
% of Net Values
Assets (000's)
------ -------
<C> <S> <C>
16.7% Banks ........................................ $ 2,222
6.6% Telecommunications ........................... 877
6.3% Electronics .................................. 835
6.2% Drugs ........................................ 829
6.1% Automotive ................................... 814
5.0% Natural Resources ............................ 668
4.1% Retail ....................................... 546
3.7% Food & Beverage .............................. 488
3.5% Transportation ............................... 461
3.4% Insurance .................................... 449
3.1% Utilities .................................... 407
2.8% Business Services ............................ 369
2.7% Metal & Metal Products ....................... 356
2.5% Energy ....................................... 331
2.5% Engineering .................................. 327
2.3% Construction ................................. 311
2.3% Conglomerates ................................ 303
2.3% Media ........................................ 302
2.2% Manufacturing ................................ 287
2.1% Real Estate .................................. 275
1.7% Publishing ................................... 224
1.4% Chemicals .................................... 188
0.9% Machinery .................................... 115
0.7% Tobacco ...................................... 99
0.6% Agricultural ................................. 80
0.6% Computer Software ............................ 80
0.6% Aerospace & Defense .......................... 78
0.6% Holding Companies ............................ 77
0.5% Basic Industries ............................. 71
0.5% Consumer Services ............................ 61
0.4% Paper Products ............................... 59
0.4% Financial Services ........................... 57
----- -------
95.3% Total Stocks ................................. 12,646
3.4% Short-term Investments ....................... 445
----- -------
98.7% Total Investments ............................ 13,091
Other Assets in Excess of
1.3% Liabilities ................................ 177
----- -------
100.0% Total Net Assets ............................. $13,268
----- -------
</TABLE>
Page 20 See notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
Principal
Amount Value
(000's) Security (000's)
------- -------- -------
GOVERNMENT SECURITIES
<C> <S> <C>
U.S GOVERNMENT SECURITIES
AND AGENCIES (99.3%)
U.S. GOVERNMENT SECURITIES (81.3%)
U.S. TREASURY BOND (3.1%)
$ 3,740 6.125% Due 12/31/01 .......................... $ 3,703
-------
U.S. TREASURY NOTES (78.2%)
5,615 #6.000% Due 5/31/98 .......................... 5,626
4,090 5.625% Due 11/30/98 .......................... 4,071
8,035 6.375% Due 4/30/99 ........................... 8,078
15,420 #5.875% Due 2/15/00 .......................... 15,297
6,530 #6.375% Due 5/15/00 .......................... 6,553
2,985 6.375% Due 3/31/01 ........................... 2,989
30,720 6.500% Due 5/31/01 ........................... 30,888
2,650 6.250% Due 1/31/02 ........................... 2,636
3,960 6.625% Due 4/30/02 ........................... 3,997
12,225 #6.500% Due 10/15/06 ......................... 12,173
-------
92,308
-------
TOTAL U.S. GOVERNMENT SECURITIES
(Cost $95,660) ............................. 96,011
-------
U.S. GOVERNMENT AGENCIES (18.0%)
FEDERAL HOME LOAN MORTGAGE
CORPORATION (FREDDIE MAC) (1.2%)
1,429 7.000% Due 5/1/09 ............................ 1,433
-------
FEDERAL NATIONAL MORTGAGE
ASSOCIATION (FNMA) (1.5%)
1,678 9.000% Due 11/1/10 ........................... 1,770
-------
GOVERNMENT NATIONAL MORTGAGE
ASSOCIATION (GNMA) (15.3%)
13,279 7.500% Due 9/15/07-8/15/23 ................... 13,488
2,970 8.000% Due 2/15/17-9/15/17 ................... 3,079
1,372 9.000% Due 6/15/21 ........................... 1,466
-------
18,033
-------
TOTAL U.S. GOVERNMENT AGENCIES
(Cost $21,027) ............................ 21,236
-------
Number of
Contracts
- ---------
PURCHASED CALL OPTIONS ON
U.S. TREASURY NOTES (0.0%)
(Cost $23)
4 6.250% Due 5/31/99 Exp 7/97 .................. 2
4 6.625% Due 5/15/07 Exp 7/97 .................. 6
-------
8
-------
Number of Value
Contracts Security (000's)
- --------- -------- -------
GOVERNMENT SECURITIES (continued)
TOTAL INVESTMENTS (99.3%)
(Cost $116,710) ............................. $117,255
--------
OTHER ASSETS IN EXCESS OF
LIABILITIES (0.7%) .......................... 837
--------
TOTAL NET ASSETS (100.0%) .................... $118,092
========
CALL OPTIONS WRITTEN
(Premium received $23)
8 GNMA 7.500% 7/15/27 Exp 7/97 ................. 9
<FN>
# Securities out on loan.
</FN>
</TABLE>
<TABLE>
<CAPTION>
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
INTERMEDIATE MUNICIPAL BOND
<C> <S> <C>
ALASKA (0.5%)
$100 Alaska State Housing
Financial Corporation
Mortgage Program 1st Series
6.800% Due 12/1/99 ........................ $100
COLORADO (1.4%)
100 Adams County Colorado
School District No. 12 Series
General Obligation
(MBIA Insured )
5.450% Due 12/15/06 ...................... 104
45 Brighten Colorado
General Obligation
(FGIC Insured )
Zero Coupon Due 12/1/00 .................. 38
150 Westminster Colorado Multifamily
Revenue Refunding Housing
Oasis Wexford Apts Project
5.350% Due 12/1/25 ...................... 152
CONNECTICUT (1.7%)
95 Connecticut State Health & Education
Facilities Authority Revenue
Sacred Heart University Series D
5.200% Due 7/1/01 ....................... 95
See notes to financial statements Page 21
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
INTERMEDIATE MUNICIPAL BOND (continued)
$85 Connecticut State Health & Education
Facilities Authority Revenue
Sacred Heart University Series D
4.800% Due 7/1/99 ....................... $85
100 Connecticut State Health & Education
Facilities Authority Revenue
Sacred Heart University Series D
5.300% Due 7/1/99 ....................... 100
50 Stratford Connecticut
General Obligation
(FGIC Insured)
7.000% Due 6/15/04 ...................... 57
DISTRICT OF COLUMBIA (1.9%)
300 District of Columbia
General Obligation
5.000% Due 6/1/01 ....................... 297
100 District of Columbia
General Fund Recovery
Series B-3
4.100.% Due 6/1/03 (a) .................. 100
FLORIDA (6.1%)
20 Florida St. Pollution Control
Revenue Series F
5.500% Due 7/1/98 ....................... 20
425 Jacksonville Florida Electric
Authority Revenue
6.000% Due 7/1/01 ....................... 439
100 Pinellas County Florida
Health Facilties Authority
Pooled Hospital Loan Program
Series 1985
4.000% Due 12/1/15 (a) .................. 100
500 St. John's County Florida
Water & Sewer Revenue
(MBIA Insured)
5.250% Due 6/1/10 ....................... 507
200 University Athletic Association Inc
Capital Improvement Revenue
4.000% Due 2/1/20 (a) ................... 200
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
INTERMEDIATE MUNICIPAL BOND (continued)
GEORGIA (2.2%)
$400 Georgia State Series D
General Obligation
6.700% Due 8/1/10 ....................... $463
ILLINOIS (9.5%)
175 Berkeley Illinois
Industrial Development
Revenue Walgreen
Company Project Series A
6.250% Due 12/1/98 ...................... 177
240 Chicago Illinois
Water Revenue Refunding
(AMBAC Insured)
5.600% Due 11/1/04 ...................... 251
875 Cook County Illinois School District
School District No. 99
(FGIC Insured)
8.500% Due 12/1/01 ...................... 1,010
100 Cook & DuPage Counties, Illinois
Combined School District - B
(FGIC Insured)
Zero Coupon Due 12/1/05 ................. 66
371 Illinois Health Facilities
Authority Revenue Series A
(MBIA Insured)
7.900% Due 8/15/03 ...................... 376
100 Illinois State
General Obligation
5.700% Due 6/1/98 ....................... 101
INDIANA (2.1%)
410 La Porte Indiana Economic
Development Revenue
Boise Cascade Corp. Project
Escrowed to Maturity
7.375% Due 6/1/01 ....................... 437
IOWA (0.5%)
100 Iowa Student Loan
Liquidity Corporation
Student Loan Revenue
6.450% Due 3/1/02 ....................... 106
Page 22 See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
INTERMEDIATE MUNICIPAL BOND (continued)
KENTUCKY (0.9%)
$190 Dayton Kentucky Elderly
Housing Speers Court
(FHA Insured)
5.350% Due 9/1/05 ....................... $193
MASSACHUSETTS (4.5%)
250 Massachusetts Bay
Transportation Authority
General Transportation System
5.300% Due 3/1/05 ....................... 258
500 Massachusetts State
Consolidated Loan Series D
General Obligation
5.250% Due 11/1/12 ...................... 495
175 New England Education Loan
Marketing Corp. Series E
5.000% Due 7/1/99 ....................... 177
MICHIGAN (2.2%)
185 Ferris St. College
7.500% Due 8/15/03 ...................... 197
240 Michigan State Building Authority
Chippewa Correctional Facilities
Escrowed to Maturity
7.250% Due 10/1/04 ...................... 277
MINNESOTA (2.4%)
380 Minnesota State Housing
Authority - Single Family
Mortgage Revenue
8.375% Due 2/1/15 ....................... 389
100 St. Paul Minnesota Port Authority
Comercial Development General
Revenue Fort Rd Med/Irvine
(Assets Guaranty Insured)
7.500% Due 9/1/02 ....................... 105
NEBRASKA (1.4%)
245 Nebraska Investment Finance
Authority Multi Family Revenue
Refunding Housing Wycliffe West
5.500% Due 12/1/25 ...................... 248
45 Nebraska Investment Finance
Authority Single Family
Mortgage Series C
6.500% Due 9/15/14 ...................... 47
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
INTERMEDIATE MUNICIPAL BOND (continued)
NEVADA (0.8%)
$150 Nevada State Muni Bond
Bank Project 38-39A
Escrowed to Maturity
Refunded
6.400% Due 7/1/05 ....................... $163
NEW JERSEY (5.3%)
340 Arlington Arms Financing Corp.
New Jersey Mortgage Revenue
Arlington Arms Apartments
(FHA Insured)
10.250% Due 3/1/25 ...................... 350
245 Gateway New Jersey Housing
Development Corporation
Revenue Bond Section 8
(FHA Insured)
10.500% Due 8/1/25 ...................... 253
500 New Jersey State Educational
Facilities Authority Revenue
Monmouth University Series C
5.000% Due 7/1/02 ....................... 496
NEW YORK (6.2%)
100 Hempstead Town New York
General Obligation, Series B
(AMBAC Insured)
6.500% Due 1/1/12 ....................... 113
490 New York City Industrial
Development Authority
Civil Facility Revenue
Greater New York Project
5.000% Due 8/1/02 ....................... 486
505 New York State Environmental
Facility Corp., Pollution
Control Revenue Series B
5.300% Due 12/15/10 ..................... 507
210 New York State Medical
Care Facilities Finance Agency
Revenue (FHA Insured)
7.875% Due 2/15/07 ...................... 215
NORTH CAROLINA (2.8%)
500 Surry County North Carolina
Pollution Control Finance Authority
9.250% Due 12/1/02 ...................... 583
See notes to financial statements Page 23
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
INTERMEDIATE MUNICIPAL BOND (continued)
OHIO (0.2%)
$200 Ohio Housing Financing Agency
Single Family Mortgage
Series 1985A (FGIC Insured)
Zero Coupon Due 1/15/15 ................. $33
OKLAHOMA (4.3%)
55 Enid Oklahoma Hospital
Authority (St. Mary's Hospital)
Escrowed to Maturity
8.000% Due 7/1/98 ....................... 56
1,625 Oklahoma County
Oklahoma Home Finance
Authority Single Family Refunding
Refunding Prerefunded
Zero Coupon Due 7/1/12 .................. 603
200 Tulsa Oklahoma Metropolitan
Utility Authority Revenue
7.000% Due 2/1/03 ....................... 222
PENNSYLVANIA (3.8%)
25 Delaware County Pennsylvania
General Obligation
7.000% Due 12/1/19 ...................... 25
500 Hempfield Pennsylvania
School District Refunding
6.700% Due 10/15/99 ..................... 504
250 Pennsylvania State Industrial
Development Authority
(AMBAC Insured)
5.800% Due 7/1/09 ....................... 266
SOUTH CAROLINA (3.8%)
70 Piedmont Municipal Power Agency
South Carolina Electric Revenue
Series A Escrowed to Maturity
(FGIC Insured)
6.125% Due 1/1/07 ....................... 77
430 Piedmont Municipal Power Agency
South Carolina Electric Revenue
Series A (FGIC Insured)
6.125% Due 1/1/07 ....................... 467
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
INTERMEDIATE MUNICIPAL BOND (continued)
$230 Piedmont Municipal Power Agency
South Carolina Electric Refunding
Escrowed to Maturity
(MBIA Insured)
6.250% Due 1/1/09 ....................... $254
TEXAS (19.9%)
500 Cypress-Fairbanks Texas
General Obligation
Independent School District
7.300% Due 2/15/07 ...................... 591
540 Dallas Fort Worth Regional
Airport Revenue
(FGIC Insured)
7.750% Due 11/1/01 ...................... 607
500 Deer Park Texas Independent
School District School Building
6.375% Due 2/15/07 ...................... 558
350 El Paso Texas General Obligation
(FGIC Insured)
7.000% Due 8/15/06 ...................... 403
1,100 Harris County Texas Flood District
General Obligation
Zero Coupon Due 10/1/06 ................. 613
100 Garland Texas Independent
School District Series A
General Obligation
Zero Coupon Due 2/15/99 ................. 93
265 Lower Colorado River Authority
Prerefunded Revenue
6.250% Due 5/1/07 ....................... 292
1,000 San Antonio Texas Electric & Gas
5.250% Due 2/1/10 ....................... 1,003
UTAH (2.1%)
380 Salt Lake City Utah Water
Conservancy District Revenue
Refunding Series A
Escrowed to Maturity
(MBIA Insured)
10.875% Due 10/1/02 ..................... 442
Page 24 See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30,1997 - UNAUDITED
(continued)
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
INTERMEDIATE MUNICIPAL BOND (continued)
VIRGINIA (5.0%)
$500 Brunswick County Virginia
Industrial Development Authority
Correctional Facilities Lease
(MBIA Insured)
5.650% Due 7/1/09 ....................... $521
100 Virginia State Housing
Development Authority
Multi Family Series A
Zero Coupon, Due 11/1/17 ................ 18
500 Virginia State University
Virginia Commonwealth
University Revenue Series B
4.900% Due 5/1/03 ....................... 504
WASHINGTON (2.9%)
250 Lynnwood Washington Water &
Sewer Revenue Refunding
(FGIC Insured)
6.000% Due 12/1/07 ...................... 270
300 Washington State Motor Vehicle
Tax General Obligation
6.200% Due 3/1/08 ....................... 331
West Virginia (2.6%)
500 West Virginia School Building
Authority (MBIA Insured)
7.000% Due 7/1/09 ....................... 545
WISCONSIN (1.9%)
385 Menomonee Falls Sewer System
Series A (AMBAC Insured)
5.800% Due 5/1/03 ....................... 406
------
TOTAL INVESTMENTS (98.9%)
(Cost $20,322) .......................... 20,637
OTHER ASSETS IN EXCESS
OF LIABILITIES (1.1%) ................... 233
------
TOTAL NET ASSETS (100.0%) .................. $20,870
=======
<FN>
(a) Interest rate subject to change approximately every
1 to 180 days. Principal payable on demand at
periodic intervals at the Fund's option.
</FN>
</TABLE>
<TABLE>
<CAPTION>
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
GOVERNMENT MONEY MARKET
<C> <S> <C>
U.S. GOVERNMENT AGENCY
OBLIGATIONS (84.8%)
FEDERAL FARM CREDIT BANK (16.6%)
$ 6,000 Discount Note Due 7/11/97 .................... $ 5,991
5,000 Discount Note Due 8/14/97 .................... 4,967
5,000 Discount Note Due 8/28/97 .................... 4,957
5,000 Discount Note Due 9/15/97 .................... 4,943
3,000 Discount Note Due 9/18/97 .................... 2,964
------
23,822
------
FEDERAL HOME LOAN BANK (68.2%)
3,500 Discount Note Due 7/2/97 ..................... 3,499
5,000 Discount Note Due 7/8/97 ..................... 4,995
2,200 Discount Note Due 7/9/97 ..................... 2,197
5,000 Discount Note Due 7/10/97 .................... 4,993
10,000 Discount Note Due 7/17/97 .................... 9,976
3,500 Discount Note Due 7/21/97 .................... 3,489
5,000 Discount Note Due 7/24/97 .................... 4,983
10,000 Discount Note Due 7/28/97 .................... 9,960
5,000 Discount Note Due 7/30/97 .................... 4,978
5,000 Discount Note Due 7/31/97 .................... 4,978
5,000 Discount Note Due 8/7/97 ..................... 4,972
5,000 Discount Note Due 8/8/97 ..................... 4,971
5,000 Discount Note Due 8/13/97 .................... 4,968
3,165 Discount Note Due 8/15/97 .................... 3,144
5,000 Discount Note Due 8/20/97 .................... 4,963
5,000 Discount Note Due 8/22/97 .................... 4,961
5,000 Discount Note Due 8/28/97 .................... 4,956
9,000 Discount Note Due 9/19/97 .................... 8,892
2,000 Discount Note Due 9/24/97 .................... 1,974
------
97,849
------
TOTAL U.S. GOVERNMENT AGENCIES
(Cost $121,671) ............................. 121,671
-------
REPURCHASE AGREEMENT (15.4%)
22,209 Citicorp 5.950% Due 7/1/97
with a maturity value of $22,213
(Collateralized by $22,641
US Treasury Note 6.375%
Due 5/15/00)
(Cost $22,209) ....................... 22,209
-------
TOTAL INVESTMENTS (100.2%)
(Cost $143,880) ........................... 143,880
LIABILITIES IN EXCESS OF
OTHER ASSETS (-0.2%) ...................... (354)
-------
TOTAL NET ASSETS (100.0%) .................... $143,526
========
See notes to financial statements Page 25
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30, 1997 - UNAUDITED
(continued)
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
TAX FREE MONEY MARKET
ALASKA (0.7%)
$600 Alaska State Housing Finance Corp
6.625% Due 12/1/07 (b) .................. $606
175 Alaska State Housing Finance Corp
6.125% Due 12/1/07 (b) .................. 175
ARIZONA (0.5%)
565 Maricopa County, Arizona
Industrial Development Authority
Hospital Facility Revenue
Samaritan Health
12.000% Due 1/1/08 (b) .................. 568
CALIFORNIA (0.7%)
800 Simi Valley California
Multifamily Housing Revenue
Lincoln Wood Ranch
4.150% Due 6/1/10 (a) (e) ............... 800
COLORADO (0.8%)
100 Colorado Housing Finance
Multi-Family Housing Revenue
(Grant Street Plaza)
4.250% Due 11/1/09 (a) (e) .............. 100
750 Denver Colorado City and County
Revenue, Helen Bonfills Theater
4.330% Due 1/1/17 (a) (e) ............... 750
CONNECTICUT (0.1%)
100 Connecticut State
General Obligation Refunding
7.000% Due 7/1/97 ....................... 100
DELAWARE (4.0%)
4,100 Delaware Economic
Development Authority
Multifamily Housing Revenue
(School House Trust 1985)
4.300% Due 12/1/15 (a) (e) .............. 4,100
200 Delaware State Series B
4.500% Due 7/1/97 ....................... 200
DISTRICT OF COLUMBIA (0.7%)
800 District of Columbia Series B
General Fund Recovery Bonds
4.100% Due 6/1/03 (a) (e) ............... 800
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
TAX FREE MONEY MARKET (continued)
FLORIDA (5.1%)
$700 Broward County Florida
4.375% Due 12/1/10 (a) (e) .............. $700
1,200 Jacksonville Florida Hospital University
Medical Center
4.325% Due 2/1/19 (a) (e) ............... 1,200
2,040 Orange County Florida Industrial
Development Revenue Refunding
(Orlando-Hawaiian Motel)
3.800% Due 10/1/15 (a) (e) .............. 2,040
1,460 Orange County Florida
Multifamily Housing Oakwood Project
4.150% Due 10/1/07 (a) (e) .............. 1,461
GEORGIA (0.8%)
875 Dekalb Georgia Multi-Family
Housing Revenue Refunding
Wood Terrace Apartment Project
Series 1985
4.200% Due 12/15/15 (a) (e) ............. 875
HAWAII (0.5%)
500 Hawaii State Series BZ
5.500% Due 10/1/97 ...................... 502
IDAHO (0.6%)
675 Nez Perce County Idaho
Pollution Control Revenue
(Series 1984)
4.150% Due 12/1/14 (a) (e) .............. 675
ILLINOIS (8.7%)
1,695 Chicago Illinois Multi-Family Housing
Waveland Association Project F
4.200% Due 11/1/10 (a) (e) .............. 1,695
800 Illinois Development Finance
Authority Industrial Development
Refunding Bond (Dart Container)
3.950% Due 8/1/25 (a) (e) ............... 800
950 Illinois Development Finance
Authority Multifamily Revenue
(Cobbler Square Project)
4.600% Due 10/1/05 (a) (e) .............. 950
Page 26 See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30, 1997 - UNAUDITED
(continued)
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
TAX FREE MONEY MARKET (continued)
$3,550 St. Clair County Illinois Industrial
Development Board
(Winchester Apartments Project
Series 94)
4.625% Due 10/1/15 (a) (e) .............. $3,550
2,300 Troy Grove Illinois Refunding
(Unimin Corp.)
5.015% Due 5/1/10 (a) (f) ............... 2,300
INDIANA (4.0%)
1,000 Crawfordsville Indiana Community
School CorpTax Anticipation Warrants
4.250% Due 12/31/97 ..................... 1,001
720 GAF Tax-Exempt Bond Grantor
Trust Series A
4.150% Due 4/1/08 (a) (e) ............... 720
1,000 Indianapolis Indiana
Economic Development
(Joint & Clutch Series 1984)
3.995% Due 12/1/14 (a) (f) .............. 1,000
1,500 Middlebury Indiana Community Schools
Tax Anticipation Warrants
4.090% Due 12/31/97 ..................... 1,501
IOWA (0.2%)
230 Iowa Higher Education
Loan Authority Revenue
(Drake University Series A)
6.440% Due 12/1/97 ...................... 233
KANSAS (1.9%)
2,000 Salina Kansas Central Mall
(Salina Central Mall Dillard)
4.375% Due 12/1/04 (a) (e) .............. 2,000
KENTUCKY (4.6%)
1,880 Boone County Kentucky
Economic Development Revenue
(Florence Park Care Center)
4.100% Due 6/1/15 (a) (e) ............... 1,880
850 Boone County Kentucky Industrial
Development Bond Revenue
(Jamike/Hemmer Project)
3.850% Due 2/1/06 (a) (e) ............... 850
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
TAX FREE MONEY MARKET (continued)
$245 Florence Kentucky Industrial
Building Revenue
(Florence Commercial Project)
4.100% Due 6/1/07 (a) (e) ............... $245
1,910 Fort Thomas Kentucky
Industrial Buildings Revenue
(Carmel Manor Project)
3.800% Due 10/1/14 (a) (e) .............. 1,910
MICHIGAN (11.8%)
975 Birmingham Michigan Economic
Development Corporation
(Brown Street Project 83)
4.500% Due 12/1/18 (a) (e) .............. 975
2,100 Lansing Michigan Economic
Development Corp
(Atrium Office Building)
3.850% Due 5/1/15 (a) (e) ............... 2,100
905 Leelanau County Michigan
Economic Development Corp
Revenue (American Community
Mutual Insurance Co Project)
3.700% Due 6/15/06 (a) .................. 905
1,065 Livonia Michigan Economic
Development Corporation
(American Community
Mutual Insurance)
3.950% Due 11/15/04 (a) (e) ............. 1,065
68 McDonald Tax-Exempt
Mortgage Trust #1
4.500% Due 1/15/09 (a) (e) .............. 196
200 Michigan State Job Development
Authority Revenue
(Kentwood Residence)
3.750% Due 11/1/14 (a) (e) .............. 200
390 Michigan State Strategic Fund
Revenue (Tawas Bay
Association Project)
3.950% Due 12/1/01 (a) (e) .............. 390
610 Michigan State Strategic Fund
Limited Obligation Revenue
Refunding (Woodbridge
Commercial Properties)
3.900% Due 10/15/05 (a) (e) ............. 610
See notes to financial statements Page 27
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30, 1997 - UNAUDITED
(continued)
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
TAX FREE MONEY MARKET (continued)
$350 Northville Township Michigan
Thrifty Northville Inc.
Economic Development Revenue
4.250% Due 5/1/14 (a) (e) ............... $350
2,260 Oakland County Michigan Economic
Development Corporation
(Corners Shopping Center)
3.650% Due 8/1/15 (a) (e) ............... 2,260
3,500 Plainwell Michigan Economic
Development Corp
(Phillip Morris Inc.)
4.625% Due 11/1/07 (a) (e) .............. 3,500
MINNESOTA (2.6%)
500 Golden Valley Minnesota
Industrial Development Revenue
(Graco Inc Project)
4.375% Due 12/1/02 (a) (e) .............. 500
1,160 Hutchinson Minnesota
Economic Development Authority
Revenue Refunding
3.800% Due 8/15/06 (a) (e) .............. 1,160
1,149 International Falls Minnesota
Economic Development Revenue
(Developers Diversified
Limited Project)
4.330% Due 7/1/06 (a) (e) ............... 1,149
MISSISSIPPI (0.5%)
575 Desoto County Mississippi
Industrial Development
Revenue (American Soap
Company Project)
5.015% Due 12/1/08 (a) (f) .............. 575
NEVADA (0.5%)
565 Henderson Nevada Public
ImprovementTrust Multifamily
Housing Revenue Refunding
Pueblo Verde I & II Apartment Project
4.250% Due 8/1/26 (a) (e) ............... 565
NEW JERSEY (2.2%)
1,000 New Jersey Economic
Development Authority
(Genlyte-Union County Proj.)
4.600% Due 10/15/09 (a) (e) ............. 1,000
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
TAX FREE MONEY MARKET (continued)
$495 New Jersey Health Care Facilities
Finance Authority Revenue - Atlantic
City Medical Center Series B
8.375% Due 8/1/20 (b) ................... $516
865 New Jersey Health Care Facilities
Finance Authority Revenue
(Bayonne Hospital Series B)
9.125% Due 7/1/12 (b) ................... 882
NEW YORK (6.0%)
800 Monroe County New York
Industrial Development Revenue Bond
Rochester District Heating Cooperative
3.700% Due 12/1/00 (a) (e) .............. 800
865 New York State Job Development
Authority 1984
Ser C-1 to C-30
4.000% Due 3/1/99 (a) (e) ............... 865
420 New York State Job Development
Authority 1984
Ser E-1 to E-55
4.000% Due 3/1/99 (a) (e) ............... 420
270 New York State Job Development
Authority 1984
Ser F-1 to F-17
4.000% Due 3/1/99 (a) (e) ............... 270
400 New York State Job Development
Authority Ser C-1 to C-34
3.800% Due 3/1/00 (a) (e) ............... 400
175 New York State Power Authority Revenue
and General Purpose Revenue
(Series W Refunding)
6.200% Due 1/1/98 ....................... 177
1,500 North Hempstead New York
Bond Anticipation Notes Series B
4.000% Due 1/29/98 ...................... 1,500
2,000 Waterloo New York Central School
District Revenue Anticipation Notes
4.250% Due 9/30/97 ...................... 2,002
Page 28 See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30, 1997 - UNAUDITED
(continued)
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
TAX FREE MONEY MARKET (continued)
NORTH CAROLINA (0.3%)
$300 Beaufort North Carolina Industrial Facility
Pollution Control Revenue
Texas Gulf Inc 1985
4.225% Due 12/1/00 (a) (e) .............. $300
OHIO (19.1%)
255 Brooklyn Ohio Industrial
Development Revenue Refunding
(Clinton Road Project A)
4.050% Due 12/1/00 (a) (e) .............. 255
725 Buckeye Ohio Tax Exempt
Mortgage Bond Trust Series C
4.000% Due 2/1/05 (a) (e) ............... 725
970 Cincinnati & Hamilton County
Ohio Port Authority Revenue
Refunding (Tri State Building)
3.900% Due 9/1/99 (a) (e) ............... 970
530 Citizens Federal Tax-Exempt
Mortgage Bond Trust
3.900% Due 9/1/08 (a) (e) ............... 530
510 Clermont County Ohio Economic
Development Revenue
(John Q. Hammons Project)
4.000% Due 5/1/12 (a) (e) ............... 500
230 Franklin County Ohio Industrial
Development Revenue
(GSW Building Association Ltd.)
3.700% Due 11/1/15 (a) (e) .............. 230
1,665 Lakewood Ohio Hospital
Revenue (Hospital
Improvement Series 1983)
4.190% Due 11/1/10 (a) (e) .............. 1,665
915 McDonald Tax Exempt
Mortgage Trust #1
4.500% Due 1/15/09 (a) (e) .............. 915
1,060 Montgomery County Ohio
Economic Development Revenue
(Wayne Town Association)
3.700% Due 10/1/99 (a) (e) .............. 1,060
1,990 Ohio Company Tax Exempt
Mortgage Trust Series 2
4.070% Due 6/15/03 (a) .................. 1,990
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
TAX FREE MONEY MARKET (continued)
$1,320 Riverside Ohio Economic
Development Revenue
(Riverside Association Project)
3.750% Due 9/1/12 (a) (e) ............... $1,320
970 Riverside Ohio Economic
Development Revenue
(Wright Point Association)
3.750% Due 9/1/10 (a) (e) ............... 970
1,945 Stark County Ohio Industrial
Development Revenue
(Newmarket Parking Ltd.)
4.050% Due 11/1/14 (a) (e) .............. 1,945
2,060 Stark County Ohio Health Care
Facilities (Canton Christian
Home PJ) Series 90
3.650% Due 9/1/15 (a) (e) ............... 2,060
570 Stark County Ohio Health Care
Facility (Canton Christian Home)
3.650% Due 9/15/16 (a) (e) .............. 570
305 Stark County Ohio Industrial
Development Revenue
(Belpar Professional Building)
3.800% Due 10/1/04 (a) (e) .............. 305
570 Trumbull County Ohio Industrial
Development Revenue Refunding
(Howland Association Project)
4.200% Due 10/1/01 (a) (e) .............. 570
1,200 Village of Canal Winchester Ohio
Bond Anticipation Notes
4.500% Due 8/13/97 ...................... 1,200
1,225 Warren Ohio
BD Antic Notes
4.500% Due 10/15/97 ..................... 1,226
1,360 Willoughby Hills Ohio Industrial
Development Revenue
(Renaissance Properties Project)
3.900% Due 12/15/14 (a)(e) .............. 1,360
OKLAHOMA (0.9%)
920 Creek County Oklahoma Industrial
Development Authority
(Indiana Glass Project)
4.050% Due 12/1/05 (a)(e) ............... 920
See notes to financial statements Page 29
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30, 1997 - UNAUDITED
(continued)
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
TAX FREE MONEY MARKET (continued)
PENNSYLVANIA (3.3%)
$125 Bucks County Pennsylvania
Industrial Development Authority
(Edgecomb Metals Co Project
Series 84)
4.125% Due10/1/09 (a) (e) ............... $125
1,035 Commonwealth Tax-Exempt
Mortgage Bond Trust Series A
4.100% Due 11/1/05 (a) (e) .............. 1,015
150 Emmaus Pennsylvania
General Authority Revenue
4.450% Due 12/1/28 (a) (e) .............. 150
68 McDonald Tax-Exempt
Mortgage Trust #1
4.500% Due 1/15/09 (a) .................. 196
1,700 Pennsylvania State Higher Education
Facilities Authority Revenue
Carnegie Mellon University
Series B
4.150% Due 11/1/27 (a) (e) .............. 1,700
300 Sayre Pennsylvania Health Care
Facilities Authority Revenue
4.150% Due 12/1/20 (e) .................. 300
SOUTH CAROLINA (1.4%)
1,500 Lexington South Carolina
Water and Sewer Revenue BANS
4.750% Due 10/1/97 ...................... 1,501
TENNESSEE (3.8%)
2,790 Franklin County Tennessee Health
& Educational Facilities Revenue
(University of the South Sewanee)
4.100% Due 9/1/10 (a) (e) ............... 2,790
1,280 GAF Tax-Exempt Bond Grantor
Trust Series A
4.150% Due 4/1/08 (a) ................... 1,280
TEXAS (5.1%)
200 Corpus Christi Texas
Independent School District
6.800% Due 8/15/97 ...................... 201
1,800 Harris County Texas
Multifamily Housing Revenue
(Country Scape Development)
4.500% Due 4/1/07 (a) (e) ............... 1,800
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
TAX FREE MONEY MARKET (continued)
$800 NCNB Pooled Tax Exempt Trust
Certificate of Participation
Series 1990-B
4.250% Due 11/15/20 (a) (f) ............. $800
2,650 Waxahachie Texas Industrial
Development Authority
(Dart Container Project
Series 1985)
3.825% Due 4/1/06 (a) (f) ............... 2,650
UTAH (1.4%)
1,500 Intermountain Power Agency
Utah Power Supply
Revenue Refunding Series F
6.600% Due 7/1/97 ....................... 1,500
VIRGINIA (1.7%)
255 Bristol Virginia
Development Authority
Industrial Development Revenue
(Bristol Health Care Center Inc)
3.850% Due 6/1/10 (a) (e) ............... 255
1,000 Rockingham County Virginia
Industrial Development Authority
(Merck & Company Inc. Project)
4.625% Due 10/1/22 (a) (e) .............. 1,000
550 Virginia State Housing Development
Authority Revenue
AHC Service Corp Ser A
4.300% Due 9/1/17 (a) (e) ............... 550
WASHINGTON (1.4%)
195 Student Loan Financial Assistance
Program 2nd Series
4.375% Due 1/1/01 (a) (e) ............... 195
1,300 Washington State Housing Finance
Community Non Profit Housing Revenue
Panorama City Project
5.600% Due 1/1/27 (a) (e) ............... 1,300
WISCONSIN (3.7%)
750 Kettle Morain Area School District
Tax & Revenue Anticipation Notes
4.010% Due 8/22/97 ...................... 750
Page 30 See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
SCHEDULES OF INVESTMENTS AT JUNE 30, 1997 - UNAUDITED
(continued)
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
TAX FREE MONEY MARKET (continued)
$1,000 Maple Dale Indian Hills Wisconsin
Area School District
Tax & Revenue Anticipation Notes
4.190% Due 8/20/97 ...................... $1,000
500 Tomah Wisconsin
Area School District
Tax & Revenue Anticipation Notes
4.190% Due 9/17/97 ...................... 500
1,000 Watertown Wisconsin Unified School
District Tax & Revenue
Anticipation Notes
4.090% Due 10/20/97 ..................... 1,001
Principal
Amount Value
(000's) Security (000's)
- --------- -------- -------
TAX FREE MONEY MARKET (continued)
$675 Westby Wisconsin Area School District
Tax & Revenue Anticipation Notes
3.960% Due 10/30/97 ..................... $675
WYOMING (1.1%)
1,150 Cheyenne County Wyoming
Economic Development
Revenue Bonds (Holiday Inn)
3.800% Due 10/1/10 (a) (e) .............. 1,150
-------
TOTAL INVESTMENTS (100.7%)
(Cost $107,589) ......................... 107,589
LIABILITIES IN EXCESS OF
OTHER ASSETS (-0.7%) ..................... (797)
-------
TOTAL NET ASSETS (100.0%) ................. $106,792
=======
<FN>
(a) Interest rate subject to change approximately every 1 to 180 days.
Principal payable on demand at periodic intervals at the Fund's option.
(b) Prerefunded
(e) Coupon fluctuates with remarket value.
(f) Coupon fluctuates with the Prime Rate (Prime is the rate on corporate
loans posted by at least 75% of the nation's 30 largest banks.)
</FN>
</TABLE>
See notes to financial statements Page 31
<PAGE>
<TABLE>
<CAPTION>
WEISS, PECK & GREER MUTUAL FUNDS
STATEMENT OF ASSETS AND LIABILITIES AT JUNE 30, 1997 - (UNAUDITED)
Quanti-
Growth and tative
$ in Thousands Tudor Income Growth Equity International
- -------------- ----- ------ ------ ------ -------------
<S> <C> <C> <C> <C> <C>
ASSETS
Investments at value (+) ........................ $174,952 $102,472 $ 63,705 $108,518 $ 13,091
Investments in Repurchase Agreements,at value (+) 0 0 5,041 0 0
Collateral on securities loaned - Note 4 ........ 22,000 0 10,736 0 0
Cash and cash equivalents ....................... 0 1 1 0 184
Receivable for securities sold .................. 592 256 139 5,474 173
Dividends and interest receivable ............... 96 119 34 127 52
Prepaid expenses ................................ 12 7 5 6 2
Other assets .................................... 0 0 0 11 0
------- ------- ------ ------- ------
197,652 102,855 79,661 114,136 13,502
------- ------- ------ ------- ------
LIABILITIES
Covered options written at market (a) ................ 422 0 123 0 0
Distributions payable ................................ 0 261 0 0 0
Payable to custodian bank ............................ 0 0 0 0 0
Payable upon return of securities loaned - Note 4 .... 22,000 0 10,736 0 0
Payable for investment securities purchased .......... 2,172 200 520 6,412 181
Payable for Fund shares redeemed ..................... 39 5 0 0 0
Unrealized depreciation on forward currency contracts 0 0 0 0 3
Accrued investment advisory fee payable - Note 5 ..... 126 61 40 66 16
Accrued administration fee payable - Note 5 .......... 7 5 4 4 0
Payable for variation margin ......................... 0 0 0 3 0
Accrued expenses ..................................... 64 30 27 44 34
------ --- ------ ----- ---
24,830 562 11,450 6,529 234
------ --- ------ ----- ---
NET ASSETS ................................... $172,822 $102,293 $ 68,211 $107,607 $ 13,268
======== ======== ======== ======== ========
NET ASSETS REPRESENTED BY:
Shares of beneficial interest, at par ................ 2,448 2,895 1 16 12
Paid-in surplus ...................................... 119,207 58,305 57,791 72,655 11,196
Accumulated undistributed net investment income/
(distributions in excess of net investment income (849) 83 (207) 904 (30)
Undistributed realized gains on investments,
futures, options and currencies/(Distributions
in excess of realized gains on investments,
futures, options and currencies) ............. 10,147 4,957 127 10,377 206
Net unrealized appreciation on investments,
futures, options and currencies .............. 41,869 36,053 10,499 23,655 1,884
------- ------ ------ ------ -----
NET ASSETS APPLIED TO OUTSTANDING SHARES ............. 172,822 102,293 68,211 107,607 13,268
------- ------- ------ ------- ------
CAPITAL SHARES (AUTHORIZED SHARES UNLIMITED)
Outstanding .......................................... 7,350 2,895 568 15,742 1,172
========= ======== ======== ======== ========
Par Value ............................................ $ .33 1/3 $ 1.00 $ 0.001 $ 0.001 $ 0.01
========= ======== ======== ======== ========
Net asset value per share ............................ $ 23.51 $ 35.34 $ 120.00 $ 6.84 $ 11.32
======== ======== ======== ======== ========
(+) Investments at cost .............................. 133,155 66,418 58,281 84,856 11,203
UNREALIZED APPRECIATION/(DEPRECIATION): *
Gross appreciation ........................... 50,596 36,211 16,541 24,158 2,184
Gross depreciation ........................... (8,727) (158) (6,042) (503) (300)
------ ------ ------ ------ -----
NET UNREALIZED APPRECIATION .......................... 41,869 36,053 10,499 23,655 1,884
====== ====== ====== ====== =====
</TABLE>
Page 32 See notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
Inter-
mediate
Government Municipal Government Tax Free
Securities Bond Money Market Money Market
---------- ---- ------------ ------------
<S> <C> <C> <C> <C>
ASSETS
Investments at value (+) ........................ $117,255 $ 20,637 $121,671 $107,589
Investments in Repurchase Agreements,at value (+) 0 0 22,209 0
Collateral on securities loaned - Note 4 ........ 29,540 0 0 0
Cash and cash equivalents ....................... 305 0 1 0
Receivable for securities sold .................. 6,148 0 0 0
Receivable for Fund shares sold ................. 0 0 0 0
Dividends and interest receivable ............... 1,155 314 4 1,058
Prepaid expenses ................................ 11 1 8 8
Other assets .................................... 0 16 0 0
--------- ------- ------- --------
154,414 20,968 143,893 108,655
--------- ------- ------- --------
LIABILITIES
Covered options written at market (a) ................ 9 0 0 0
Distributions payable ................................ 537 75 254 142
Payable to custodian bank ............................ 0 0 0 91
Payable upon return of securities loaned - Note 4 .... 29,540 0 0 0
Payable for investment securities purchased .......... 6,115 0 0 1,527
Payable for Fund shares redeemed ..................... 0 0 0 0
Unrealized depreciation on forward currency contracts 0 0 0 0
Accrued investment advisory fee payable - Note 5 ..... 58 3 60 48
Accrued administration fee payable - Note 5 .......... 5 0 5 4
Payable for variation margin ......................... 0 0 0 0
Accrued expenses ..................................... 58 20 48 51
-------- ------- ------- --------
36,322 98 367 1,863
-------- ------- ------- --------
NET ASSETS ................................... $118,092 $ 20,870 $143,526 $106,792
======== ======= ======== =======
NET ASSETS REPRESENTED BY:
Shares of beneficial interest, at par ................ 13 2 144 107
Paid-in surplus ...................................... 159,573 20,704 145,396 106,723
Accumulated undistributed net investment income/
(distributions in excess of net investment inc 28 1 0 (20)
Undistributed realized gains on investments,
futures, options and currencies/(Distributions
in excess of realized gains on investments,
futures, options and currencies) ............. (42,081) (152) (2,014) (18)
Net unrealized appreciation on investments,
futures, options and currencies .............. 559 315 0 0
-------- ------- -------- -------
NET ASSETS APPLIED TO OUTSTANDING SHARES ............. 118,092 20,870 143,526 106,792
======== ======= ======== =======
CAPITAL SHARES (AUTHORIZED SHARES UNLIMITED)
Outstanding .......................................... 12,872 2,047 143,800 106,833
======== ======= ======== =======
Par Value ............................................ $ 0.001 $ 0.001 $ 0.001 $ 0.001
======== ======= ======== =======
Net asset value per share ............................ $ 9.17 $ 10.20 $ 1.00 $ 1.00
======== ======= ======== =======
(+) Investments at cost .............................. 116,710 20,322 143,880 107,589
UNREALIZED APPRECIATION/(DEPRECIATION): *
Gross appreciation ........................... 693 332 0 0
Gross depreciation ........................... (134) (17) 0 0
--------- ------- ------- -------
NET UNREALIZED APPRECIATION .......................... 559 315 0 0
======== ======= ======== =======
<FN>
* Based on cost of securities for Federal Income tax purposes which does not
differ from book cost.
(a) Premiums received: Tudor $494, Growth $157.
</FN>
</TABLE>
See notes to financial statements Page 33
<PAGE>
<TABLE>
<CAPTION>
WEISS, PECK & GREER MUTUAL FUNDS
STATEMENTS OF OPERATIONS FOR SIX MONTHS ENDED JUNE 30,1997 - (UNAUDITED)
Growth and Quantitative
$ in Thousands Tudor Income Growth Equity International
- -------------- ----- ------ ------ ------ -------------
<S> <C> <C> <C> <C> <C>
INVESTMENT INCOME:
Dividends ....................................................... $ 279 $ 859 $ 105 $ 1,065 $ 129
Interest ........................................................ 154 90 87 34 6
Income from securities loaned - Note 4 .......................... 21 0 10 0 0
Class action litigation settlement .............................. 110 0 129 0 0
Other ........................................................... 0 6 0 3 0
------- ------- ------ ------- -------
564 955 331 1,102 135
------- ------- ------ ------- -------
EXPENSES:
Investment advisory fee - Note 5 ................................ 756 335 230 382 32
Transfer agent fees and expenses ................................ 109 37 13 32 20
Administration fees - Note 5 .................................... 53 35 12 15 0
Custodian fees and expenses ..................................... 39 5 13 17 10
Fund accounting fees and expenses ............................... 36 19 14 24 15
Professional fees ............................................... 30 22 23 23 24
Trustees' fees and expenses ..................................... 11 11 12 12 11
Registration fees ............................................... 7 0 8 6 7
Shareholders' reports ........................................... 5 3 6 8 3
Amortization of organization costs .............................. 0 0 0 10 0
Other expenses .................................................. 10 6 3 7 3
------- ------- ------ ------- -------
1,056 473 334 536 125
Less fees waived by adviser ..................................... 0 0 0 0 0
Less reimbursement by adviser ................................... 0 0 0 0 0
Less expenses paid indirectly - Note 7 .......................... (1) (1) (1) (2) (1)
------- ------- ------ ------- -------
1,055 472 333 534 124
------- ------- ------ ------- -------
NET INVESTMENT INCOME/(LOSS) .................................... (491) 483 (2) 568 11
------- ------- ------ ------- -------
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS,
FUTURES, OPTIONS AND CURRENCIES:
Net realized gain/(loss) on investmen futures and options 7,934 4,318 (1,022) 7,509 19
Net realized gain/(loss) on currencies .................. (7) 0) (2) 0) (99)
Change in unrealized appreciation/(depreciation) on
investments, futures and options ................ (5,955) 12,913 2,245 7,287 1,286
Change in unrealized appreciation/(depreciation) on
currencies ...................................... 0) 0 0 0 (6)
------- ------- ------ ------- -------
NET GAIN/(LOSS) ON INVESTMENTS, FUTURES, OPTIONS AND
CURRENCIES .............................................. 1,972 17,231 1,221 14,796 1,200
------- ------- ------ ------- -------
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS ............................... $ 1,481 $ 17,714 $ 1,219 $ 15,364 $ 1,211
======== ======== ======== ======== ========
</TABLE>
Page 34 See notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
Intermediate
Government Municipal Government Tax Free
$ in Thousands Securities Bond Money Market Money Market
---------- ---- ------------ ------------
<S> <C> <C> <C> <C>
INVESTMENT INCOME:
Dividends ....................................................... $ 0 $ 0 $ 0 $ 0
Interest ........................................................ 3,823 508 3,720 2,695
Income from securities loaned - Note 4 .......................... 0 0 0 0
Class action litigation settlement .............................. 0 0 0 0
Other ........................................................... 0 0 0 21
3,823 508 3,720 2,716
EXPENSES:
Investment advisory fee - Note 5 ................................ 352 38 343 352
Transfer agent fees and expenses ................................ 27 13 86 43
Administration fees - Note 5 .................................... 21 0 37 23
Custodian fees and expenses ..................................... 14 0 12 12
Fund accounting fees and expenses ............................... 23 9 26 33
Professional fees ............................................... 27 14 28 20
Trustees' fees and expenses ..................................... 13 11 11 14
Registration fees ............................................... 11 12 12 13
Shareholders' reports ........................................... 7 4 6 7
Amortization of organization costs .............................. 0 6 0 0
Other expenses .................................................. 7 2 6 6
502 109 567 523
Less fees waived by adviser ..................................... 0 (25) 0 0
Less reimbursement by adviser ................................... 0 (4) 0 0
Less expenses paid indirectly - Note 7 .......................... (1) (1) (4) (4)
501 79 563 519
NET INVESTMENT INCOME/(LOSS) .................................... 3,322 429 3,157 2,197
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS,
FUTURES, OPTIONS AND CURRENCIES:
Net realized gain/(loss) on investmen futures and options (561) (10) 0) (3)
Net realized gain/(loss) on currencies .................. 0 0 0 0
Change in unrealized appreciation/(depreciation) on
investments, futures and options ................ 0 136 0 0
Change in unrealized appreciation/(depreciation) on
currencies ...................................... 372 0 0 0
NET GAIN/(LOSS) ON INVESTMENTS, FUTURES, OPTIONS AND
CURRENCIES .............................................. (189) 126 0 (3)
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS ............................... $ 3,133 $ 555 $ 3,157 $ 2,194
======== ======== ======== ========
</TABLE>
See notes to financial statements Page 35
<PAGE>
WEISS, PECK & GREER
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
GROWTH AND
TUDOR INCOME GROWTH
----- ------ ------
SIX SIX SIX
MONTHS YEAR MONTHS YEAR MONTHS YEAR
$ IN THOUSANDS ENDED ENDED ENDED ENDED ENDED ENDED
6/30/97* 12/31/96 6/30/97* 12/31/96 6/30/97* 12/31/96
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
OPERATIONS:
Net investment income/(loss) ...................... ($ 491) ($ 1,042) $ 483 $ 1,107 ($ 2) ($ 43)
Net realized gain/(loss) on
investments, futures,
options, and currencies ................... 7,927 30,159 4,318 7,405 (1,024) 13,594
Change in unrealize
appreciation/(depreciation)
on investments, futures,
options and currencies .................... (5,955) 1,416 12,913 7,840 2,245 (2,903)
-------------------- --------------------- ------------------
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS ................. 1,481 30,533 17,714 16,352 1,219 10,648
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income ................ 0 0 (607) (1,001) 0 0
From capital gains ........................ 0 (27,250) 0 (6,957) 0 (13,157)
-------------------- ------------------ ------------------
NET DECREASE DUE TO
DISTRIBUTIONS ............................. 0 (27,250) (607) (7,958) 0 (13,157)
-------------------- ------------------ ------------------
TRANSACTIONS IN SHARES
BENEFICIAL INTEREST:
Received on issuance
Shares sold ............................... 174,962 157,573 6,983 10,378 107,213 120,071
Distributions reinvested .................. 0 24,493 298 7,047 0 12,286
Shares redeemed ........................... (184,991) (169,513) (5,032) (10,239) (103,060) (127,462)
--------------------- -------------------- ---------------------
NET INCREASE/(DECREASE)
CAPITAL SHARE TRANSACTIONS ................ (10,029) 12,553 2,249 7,186 4,153 4,895
--------------------- -------------------- --------------------
TOTAL INCREASE/(DECREASE)
IN NET ASSETS ............................. (8,548) 15,836 19,356 15,580 5,372 2,386
NET ASSETS:
Beginning of year ................................. 181,370 165,534 82,937 67,357 62,839 60,453
-------------------- -------------------- -------------------
End of period + ................................... $ 172,822 $ 181,370 $ 102,293 $ 82,937 $ 68,211 $62,839
==================== ======================= ===================
+ Includes undistributed net
investment income ................................. (849) (358) (83) (207) (207) (205)
==================== ================== ==================
Transactions in shares of the funds (in thousands):
Sold ...................................... 7,937 6,124 219 366 953 861
Reinvestment of distributions ............. 0 1,057 10 238 0 104
Redeemed .................................. (8,378) (6,604) (163) (364) (915) (918)
-------------------- ----------------- -------------------
Net increase/(decrease) ........................... (441) 577 66 240 38 47
==================== ================== ==================
<FN>
* Unaudited
</FN>
</TABLE>
Page 36 See notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
QUANTITATIVE GOVERNMENT
EQUITY INTERNATIONAL SECURITIES
------ ------------- ----------
SIX SIX SIX
MONTHS YEAR MONTHS YEAR MONTHS YEAR
$ IN THOUSANDS ENDED ENDED ENDED ENDED ENDED ENDED
6/30/97* 12/31/96 6/30/97* 12/31/96 6/30/97* 12/31/96
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
OPERATIONS:
Net investment income/(loss) ...................... $ 568 $ 2,219 $ 11 $ 41 $ 3,322 $ 8,454
Net realized gain/(loss) on
investments, futures,
options, and currencies ................... 7,509 29,051 (80) 1,469 (561) (1,080)
Change in unrealize
appreciation/(depreciation)
on investments, futures,
options and currencies .................... 7,287 (5,583) 1,280 (887) 372 (2,578)
NET INCREASE IN NET ASSETS
-------------------- ------------------ -------------------
RESULTING FROM OPERATIONS ................. 15,364 25,687 1,211 623 3,133 4,796
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income ................ 0 (1,873) 0 (44) (3,302) (8,400)
From capital gains ........................ 0 (26,218) 0 (1,393) 0 0
-------------------- ------------------- --------------------
NET DECREASE DUE TO
DISTRIBUTIONS ............................. 0 (28,091) 0 (1,437) (3,302) (8,400)
-------------------- ------------------- --------------------
TRANSACTIONS IN SHARES
BENEFICIAL INTEREST:
Received on issuance
Shares sold ............................... 6,210 40,334 831 2,535 6,875 8,570
Distributions reinvested .................. 0 25,939 0 1,284 1,852 5,278
Shares redeemed ........................... (16,417) (94,620) (1,935) (4,038) (11,270) (61,018)
-------------------- ------------------- ---------------------
NET INCREASE/(DECREASE)
CAPITAL SHARE TRANSACTIONS ................ (10,207) (28,347) (1,104) (219) (2,543) (47,170)
-------------------- ------------------- ---------------------
TOTAL INCREASE/(DECREASE)
IN NET ASSETS ............................. 5,157 (30,751) 107 (1,033) (2,712) (50,774)
NET ASSETS:
Beginning of year ................................. 102,450 133,201 13,161 14,194 120,804 171,578
-------------------- ------------------- ---------------------
End of period + ................................... $ 107,607 $ 102,450 $ 13,268 $13,161 $118,092 $ 120,804
==================== =================== ====================
+ Includes undistributed net
investment income ................................. 904 336 (30) (41) 28 8
=================== ================= ==================
Transactions in shares of the funds (in thousands):
Sold ...................................... 1,015 5,658 81 224 754 929
Reinvestment of distributions ............. 0 4,345 0 124 203 575
Redeemed .................................. (2,679) (12,053) (188) (358) (1,234) (6,638)
------------------- ----------------- -------------------
Net increase/(decrease) ........................... (1,664) (2,050) (107) (10) (277) (5,134)
=================== ================= ==================
<FN>
* Unaudited
</FN>
</TABLE>
<TABLE>
<CAPTION>
INTERMEDIATE
MUNICIPAL GOVERNMENT TAX FREE
BOND MONEY MARKET MONEY MARKET
---- ------------ ------------
SIX SIX SIX
MONTHS YEAR MONTHS YEAR MONTHS YEAR
$ IN THOUSANDS ENDED ENDED ENDED ENDED ENDED ENDED
6/30/97* 12/31/96 6/30/97* 12/31/96 6/30/97* 12/31/96
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
OPERATIONS:
Net investment income/(loss) ...................... $ 429 $ 657 $ 3,157 $ 6,130 $ 2,197 $ 3,940
Net realized gain/(loss) on
investments, futures,
options, and currencies ................... (10) 5 0 7 (3) (3)
Change in unrealize
appreciation/(depreciation)
on investments, futures,
options and currencies .................... 136 (46) 0 0 0 0
--------------------- --------------------- --------------------
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS ................. 555 616 3,157 6,137 2,194 3,937
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income ................ (429) (657) (3,157) (6,132) (2,217) (3,940)
From capital gains ........................ 0 0 0 0 0 0
--------------------- --------------------- --------------------
NET DECREASE DUE TO
DISTRIBUTIONS ............................. (429) (657) (3,157) (6,132) (2,217) (3,940)
--------------------- --------------------- --------------------
TRANSACTIONS IN SHARES
BENEFICIAL INTEREST:
Received on issuance
Shares sold ............................... 8,312 6,115 715,811 1,206,518 511,547 1,110,592
Distributions reinvested .................. 225 473 2,795 6,163 2,007 3,991
Shares redeemed ........................... (3,007) (4,063) (727,866) (1,191,110) (524,162) (1,118,911)
---------------------- --------------------- --------------------
NET INCREASE/(DECREASE)
CAPITAL SHARE TRANSACTIONS ................ 5,530 2,525 (9,260) 21,571 (10,608) (4,328)
---------------------- --------------------- --------------------
TOTAL INCREASE/(DECREASE)
IN NET ASSETS ............................. 5,656 2,484 (9,260) 21,576 (10,631) (4,331)
NET ASSETS:
Beginning of year ................................. 15,214 12,730 152,786 131,210 117,423 121,754
---------------------- --------------------- --------------------
End of period + ................................... $ 20,870 $ 15,214 $ 143,526 $ 152,786 $ 106,792 $ 117,423
====================== ===================== ====================
+ Includes undistributed net
investment income ................................. 1 1 0 0 (20) 0
====================== ===================== ====================
Transactions in shares of the funds (in thousands):
Sold ...................................... 822 607 715,808 1,206,516 511,550 1,110,592
Reinvestment of distributions ............. 22 47 2,795 6,163 2,007 3,991
Redeemed .................................. (297) (402) (727,866) (1,191,110) (524,162) (1,118,911)
---------------------- --------------------- --------------------
Net increase/(decrease) ........................... 547 252 (9,263) 21,569 (10,605) (4,328)
====================== ===================== ====================
<FN>
* Unaudited
</FN>
</TABLE>
See notes to financial statements Page 37
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
ORGANIZATION
The following are open-end management investment companies registered under
the Investment Company Act of 1940 (the "Act"):
WPG Tudor Fund ("Tudor")
WPG Growth and Income Fund ("Growth and Income")
WPG Growth Fund ("Growth")
Weiss, Peck & Greer Funds Trust ("WPG Funds Trust")
WPG Quantitative Equity Fund ("Quantitative Equity")
WPG Government Securities Fund ("Government Securities")
WPG Intermediate Municipal Bond Fund ("Municipal Bond")
WPG Government Money Market Fund ("Government Money Market")
WPG Tax Free Money Market Fund ("Tax Free Money Market")
Weiss, Peck & Greer International Fund ("International")
Each fund is diversified.
Government Money Market and Tax Free Money Market are money market funds that
seek to maintain continuous net asset values of $1.00. The following is a
summary of the significant accounting policies and other information.
PORTFOLIO VALUATION
Common Stock - Securities listed or admitted to trading on a national
securities exchange, including options, are valued at the last sale price, on
such exchange, as of the close of regular trading on the New York Stock
Exchange ("NYSE") on the day the net asset value calculation is made.
Unlisted securities and listed securities for which there are no sales
reported on the valuation date are valued at the mean between the most recent
bid and ask prices.
Bonds - Bonds and other fixed income securities (other than short-term
obligations but including listed issues) are valued by a pricing service
which utilizes both dealer-supplied valuations and electronic data processing
techniques which take into account appropriate factors such as
institutional-size trading in similar groups of securities, yield, quality,
coupon rate, maturity, type of issue, trading characteristics and other
market data, without exclusive reliance upon quoted prices, exchange or
over-the-counter prices, when such valuations are believed to reflect the
market value of such securities.
Money Market Securities - Investments are valued at amortized cost, which has
been determined by the Funds' Board of Trustees to represent the fair value
of the Funds' investments.
Foreign Securities - Securities listed or admitted to trading on an
international securities exchange, including options, are valued at the last
sale price, at the close of the primary international exchange on the day the
net asset value calculation is made. Unlisted securities and listed
securities for which there are no sales reported on the valuation date are
valued at the mean between the most recent bid and ask prices.
Other Securities - Other securities and assets for which market quotations
are not readily available are valued at their fair value as determined, in
good faith, by the Funds' Valuation Committee as authorized by the Funds'
Board of Trustees.
SECURITIES TRANSACTIONS AND INVESTMENT INCOME
Securities transactions are recorded on a trade date basis. Realized gains
and losses from securities transactions are recorded utilizing the specific
identification method. Dividend income is recognized on the ex-dividend date
and interest income is recognized on an accrual basis. Discounts on fixed
income securities are accreted to interest income over the life of the
security or until an applicable call date if sooner, with a corresponding
increase in cost basis; premiums are amortized on municipal securities only,
with a corresponding decrease in cost basis.
Page 38
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (continued)
FEDERAL INCOME TAXES
The Funds intend to comply with the requirements of the Internal Revenue Code
that pertain to regulated investment companies and to distribute all of their
taxable income to their shareholders. No federal income tax or excise tax
provision is required. As of December 31, 1996, the following funds had
capital loss carryforwards:
(in thousands)
Year of Expiration
------------------
Fund 2001 2002 2003 2004
- ---- ---- ---- ---- ----
Government Securities -- 20,373 20,113 1,028
Municipal Bond -- 134 8 --
Government Money Market -- 2,015 -- --
Tax Free Money Market 11 -- 1 1
DISTRIBUTION TO SHAREHOLDERS
Dividends from Net Investment Income - Distributions are recorded on the
ex-dividend date. Dividends from net investment income are declared and paid
annually when available for the Tudor, Growth, Quantitative Equity and
International Funds and quarterly for Growth & Income. Dividends from net
investment income are declared daily and paid monthly for Government
Securities, Municipal Bond, Government Money Market and Tax Free Money
Market.
Distributions from Capital Gains - Distributions from capital gains are
declared by December 31 of the year in which they are earned and are paid by
January 31 of the following year. To the extent that net realized capital
gains can be offset by capital loss carryforwards, if any, it is the policy
of the Fund not to distribute such gains.
The character of income and gains to be distributed are determined in
accordance with income tax regulations which may differ from generally
accepted accounting principles. These differences are due to differing
treatments for items such as mortgage backed securities, net operating
losses, deferral of wash sales losses, options and futures, and post October
losses.
ORGANIZATION EXPENSES
Organizational and initial offering expenses of approximately $97,000 and
$77,000 for the Quantitative Equity Fund and the Intermediate Municipal Bond
Fund, respectively, were deferred and are being amortized on a straight-line
basis over a sixty-month period.
REPURCHASE AGREEMENTS (TUDOR, GROWTH, GOVERNMENT SECURITIES,
GOVERNMENT MONEY MARKET)
It is each Fund's policy to take possession of securities or other assets
purchased under agreements to resell. The securities purchased under
agreements to resell are marked to market every business day to ensure that
the value of the "collateral" is at least equal to the value of the loan,
including the accrued interest earned thereon, plus sufficient additional
market value as is considered necessary to provide a margin of safety.
FUTURES (TUDOR, GROWTH, QUANTITATIVE EQUITY, INTERNATIONAL, GOVERNMENT
SECURITIES)
A futures contract is an agreement between two parties to buy and sell a
security at a set price on a future date. Upon entering into such a contract,
a Fund is required to pledge to the broker an amount of cash and/or
securities equal to the minimum "initial margin" requirements of the
exchange. Pursuant to the contract, the Fund agrees to receive from, or pay
to the broker, an amount of cash equal to the daily fluctuation in value of
the contract. Such a receipt or payment is known as a "variation margin" and
is recorded by each Fund as an unrealized gain or loss. When the contract is
closed, the Fund records a realized gain or loss equal to the difference
between the value of the contract at the time it was opened and the value at
the time it was closed. The Fund is also required to fully collateralize
futures contracts purchased. The Fund only enters into futures contracts
which are traded on exchanges.
Page 39
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (continued)
OPTIONS WRITING (TUDOR, GROWTH & INCOME, GROWTH, QUANTITATIVE EQUITY,
INTERNATIONAL, GOVERNMENT SECURITIES)
A Fund may write covered options to protect against adverse movements in the
price of securities in the investment portfolio. When a Fund writes an
option, an amount equal to the premium received by the Fund is recorded as a
liability and is subsequently adjusted to the current market value of the
option written. Premiums received from writing options which expire
unexercised are recorded by the Fund on the expiration date as realized gains
from options transactions. The difference between the premium and the amount
paid on effecting a closing purchase transaction, including brokerage
commissions, is also treated as a realized gain, or if the premium is less
than the amount paid for the closing purchase transaction, as a realized
loss. If a call is exercised, the premium is added to the proceeds from the
sale of the underlying securities or currencies in determining whether the
Fund has realized a gain or loss. If a put is exercised, the premium reduces
the cost basis of the securities or currencies purchased by the Fund. In
writing an option, the Fund bears the market risk of an unfavorable change in
the price of the security underlying the written option. Exercise of an
option written by the Fund could result in the selling or buying of a
security or currency at a price different from the current market value. The
Fund only enters into options which are traded on exchanges except for Tudor
and Growth which can enter into non-exchange options with counterparties as
authorized by the Board of Trustees.
FOREIGN SECURITIES (TUDOR, GROWTH AND INCOME, GROWTH, INTERNATIONAL)
Certain risks result from investing in foreign securities in addition to the
usual risks inherent in domestic investments. Such risks include future
political, economic and currency exchange developments including investment
restrictions and changes in foreign laws.
FORWARD CURRENCY CONTRACTS (TUDOR, GROWTH AND INCOME, GROWTH, INTERNATIONAL)
A Fund may enter into forward contracts. Such contracts may be utilized in
connection with planned purchases or sales of securities or to hedge the U.S.
dollar value of portfolios denominated in foreign currencies. Fluctuations in
the value of the forward contracts are recorded for book purposes as
unrealized gains or losses by the Fund. Risks may arise upon entering into
these contracts from the potential inability of counterparties to meet the
terms of their contracts and from unanticipated movements in the value of the
foreign currency relative to the U.S. dollar. Upon entering into such a
contract, the Fund is required to segregate assets with its custodian at
least equal to the value of the Fund's assets committed to fulfilling the
forward currency contract.
FOREIGN CURRENCY TRANSACTIONS (TUDOR, GROWTH AND INCOME, GROWTH, INTERNATIONAL)
The books and records of each Fund are maintained in United States (U.S.)
dollars. Foreign currencies, investments and other assets or liabilities,
denominated in foreign currencies, are translated into U.S. dollars at the
exchange rates prevailing on the close of trading on the primary foreign
market. The Fund does not isolate that portion of the results of operations
resulting from changes in foreign exchange rates on investments from the
fluctuations arising from changes in market prices of securities held. Such
fluctuations are included with the net realized and unrealized gain or loss
from investments.
Reported net realized foreign exchange gains or losses arise from sales and
maturities of short term securities, sales of foreign currencies, currency
gains or losses realized between the trade and settlement dates on securities
transactions, the difference between the amounts of dividends, interest, and
foreign withholding taxes recorded on the Fund's books, and the U.S. dollar
equivalent of the amounts actually received or paid. Net unrealized foreign
exchange gains and losses arise from changes in the value of assets and
liabilities other than investments in securities at year end, resulting from
changes in the exchange rate.
Page 40
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (continued)
USE OF ESTIMATES
Estimates and assumptions are required to be made regarding assets,
liabilities and changes in net assets resulting from operations when
financial statements are prepared. Changes in the economic environment,
financial markets and any other parameters used in determining these
estimates could cause actual results to differ from these amounts.
2 - SECURITIES TRANSACTIONS
For the six months ended June 30, 1997, sales proceeds, cost of securities
purchased, (other than short term investments and options written), total
commissions and commissions received by Weiss, Peck & Greer ("WPG"), the
Funds' investment adviser or Hill Samuel Investment Management Limited
("HSIM"), the International Fund's sub-adviser, on such transactions were as
follows:
<TABLE>
<CAPTION>
Proceeds Cost of Commissions
of Securities Securities Total Received by
Sold Purchased Commissions WPG or HSIM
(000's) (000's) (000's) (000's)
------- ------- ------- -------
<S> <C> <C> <C> <C>
Tudor $101,757 $ 87,092 $ 110 $ 45
Growth and Income 33,096 35,072 60 43
Growth 26,331 24,729 37 16
Quantitative Equity 57,398 45,282 110 109
International 5,592 3,889 30 0
Government Securities 154,703 199,193 0 0
Municipal Bond 2,103 7,454 0 0
</TABLE>
OPTIONS WRITING ACTIVITY
For the six months ended June 30, 1997, the number of covered call options
written, expired and closed and their related realized gain (loss) were as
follows:
<TABLE>
<CAPTION>
GOVERNMENT
TUDOR GROWTH SECURITIES
----- ------ ----------
($ in thousands) Number Number Number
of Premiums of Premiums of Premiums
Contracts Received Contracts Received Contracts Received
--------- -------- ------------------ --------- --------
<S> <C> <C> <C> <C> <C> <C>
Covered Call
Options Written
Contracts Outstanding
December 31, 1996 150 $ 39 90 $ 21 0 $ 0
Contracts Written 5,324 4,238 1,726 1,312 8,000 23
--------------- ---------------- -----------------
5,474 4,277 1,816 1,333 8 23
--------------- ---------------- -----------------
Contracts Terminated
Expired 967 1,183 620 422 0 0
Closed 3,755 2,600 930 754 0 0
--------------- ---------------- -----------------
Total Contracts terminated 4,722 3,783 1,550 1,176 0 0
--------------- ---------------- -----------------
Contracts Outstanding at
June 30, 1997 752 $ 494 266 $ 157 8,000 $ 23
============== ================ =================
Cost of Total Contracts
Terminated $4,472 $1,547 $ 0
------ ------ ------
Realized Gain/(Loss)
on Contracts (690) (371) 0
------ ------ ------
Aggregate value of collateral $6,018 $1,913 $13,488
------ ------ ------
</TABLE>
Page 41
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (continued)
3 - INVESTMENTS IN RESTRICTED SECURITIES
Certain of the Funds may from time to time purchase restricted securities. The
following are restricted securities and would require registration under the
Securities Act of 1933 before they could be offered for public sale in the U.S.
Each security is valued under a method approved by the Board of Trustees as
reflecting fair value.
<TABLE>
<CAPTION>
Cost Value Per Unit Total Market Percentage of
Per at Acquisition Value Per Unit Value 6/30/97 Net Assets at
Fund Security Unit Date at 6/30/97 (000's) 6/30/97
---- -------- ---- ---- ---------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Tudor Advanced Promotion
Technologies $100.00 $73.76 $0.07 $1 0.00%
Tudor Quality
Semiconductor 85.00 79.26 92.12 704 0.41%
Tudor Thermoquest 15.00 14.84 14.49 724 0.42%
Growth Quality
Semiconductor 85.00 79.26 92.12 704 0.41%
Growth Thermoquest 15.00 14.84 14.49 724 0.42%
</TABLE>
4 - SECURITIES LENDING (TUDOR, GROWTH, GOVERNMENT SECURITIES)
At June 30, 1997, securities valued at $21,124,310, $10,307,454 and $29,107,270
were on loan to brokers by the Tudor Fund, Growth Fund and Government Fund,
respectively. For collateral the Tudor Fund received a letter of credit in an
amount equal to $22,000,000, the Growth Fund received U.S. Government Securities
in the amount of $10,735,514 and the Government Fund received U.S. Government
Securities in the amount of $29,540,450. During the six months ended June 30,
1997, the Tudor Fund, the Growth Fund and the Government Securities Fund earned
approximately $19,602, $7,285 and $11,999 net of custodian expenses,
respectively.
5 - INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
WPG serves as the Funds' investment adviser. The advisory fees of each Fund are
as follows, and are paid monthly except for the International Fund which is paid
quarterly:
Tudor .90% of net assets up to $300 million
.80% of net assets $300 million to $500 million
.75% of net assets in excess of $500 million
Growth and Income .75% of net assets
Growth .75% of net assets
Quantitative Equity .75% of net assets
International .50% while net assets under $15 million
.85% while net assets $15 to $20 million
1.00% while net assets in excess of $20 million
Government Securities .60% of net assets up to $300 million
.55% of net assets $300 million to $500 million
.50% of net assets in excess of $500 million
Municipal Bond .00% while net assets under $17 million
.50% while net assets in excess of $17 million
Page 42
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (continued)
Government Money Market .50% of net assets up to $500 million
& .45% of net assets $500 million to $1 billion
Tax Free Money Market .40% of net assets $1 billion to $1.5 billion
.35% of net assets in excess of $1.5 billion
Pursuant to authority granted under its Investment Advisory Agreement with the
International Fund, WPG has selected Hill Samuel Investment Management Limited
("HSIM"), formerly Lloyds Investment Management Limited, as sub-adviser to the
Fund. Pursuant to a sub-advisory agreement, HSIM has overall responsibility for
the management of the International Fund's assets invested in non-US securities.
Lloyds Investment Management Limited, the parent of HSIM, is a limited partner
in the partnership of WPG.
Each Fund has entered into an Administration Agreement with WPG whereby WPG
earns a fee based upon a percentage of average daily net assets. The terms of
the Administration Agreement were changed effective May 1, 1997. For the period
January 1, 1997 through April 30, 1997 the Administration fee schedule was as
follows: Tudor 0.07%, Growth and Income 0.09%, Growth 0.02%, Quantitative Equity
0.02%, International 0.06% while assets exceed $25 million, Government
Securities 0.03%, Intermediate Municipal Bond 0.12% while assets exceed $50
million, Government Money Market 0.06% and Tax Free 0.03%. On May 1, 1997 the
Administration fees changed to the following: Tudor 0.05%, Growth and Income
0.06%, Growth 0.08%, Quantitative Equity 0.05%, International 0.00% while assets
are below $25 million and 0.06% while assets exceed $25 million, Government
Securities 0.05%, Intermediate Municipal Bond 0.00% while net assets are $50
million and below, and 0.12% while assets exceed $50 million, Government Money
Market 0.04% and Tax Free 0.04%.
6 - DISTRIBUTION PLAN (GOVERNMENT SECURITIES)
The Trust has adopted a plan of Distribution (the "Plan") under Section 12 (b)
of the 1940 Act and Rule 12b-1 thereunder. The Fund may pay up to 0.25% of its
average daily net assets under any one agreement but is limited to an aggregate
of 0.05% of its average annual net assets for activities primarily intended to
result in the sale of its shares.
For the six months, expenses incurred under the Plan were $221.
Under the terms, the Plan shall remain in effect from year to year, provided
such continuance is approved annually by a vote of a majority of those Trustees
who are not "interested persons" of the Trust and who have no direct or indirect
financial interest in the operation of the plan or in any agreement related to
the Plan.
7 - CUSTODIAN FEES
Each Fund has entered into an expense offset agreement with its custodian
wherein it receives credit toward the reduction of custodian fees whenever there
are uninvested cash balances. For the six months ended June 30, 1997, the Funds'
custodian fee and related offset were as follows:
Custodian Offset
Fee Credit
--- ------
Tudor $36,947 $ 1,435
Growth and Income 9,605 660
Growth 19,019 895
Quantitative Equity 12,641 1,577
International 12,830 870
Government Securities 11,355 717
Intermediate Municipal Bond 2,002 602
Government Money Market 9,701 3,522
Tax Free Money Market 11,922 3,901
Page 43
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (continued)
The Funds could have invested its cash balances elsewhere if it had not agreed
to a reduction in fees under the expense offset agreement with its custodian.
8 - RECLASSIFICATION OF CAPITAL ACCOUNTS
In accordance with the adoption of Statement of Position 93-2 "Determination,
Disclosure and Financial Statement Presentation of Income, Capital Gain and
Return of Capital Distributions by Investment Companies", reclassifications were
made to the Funds' capital accounts to reflect permanent book/tax differences
and income and gains available for distributions under income tax regulations.
Net investment income, net realized gains and net assets were not affected by
this change. At December 31, 1996 the amounts reclassified were as follows:
Undistributed Undistributed Additional
Net Investment Net Realized Paid-in
Income Gains Surplus
(000's) (000's) (000's)
------- ------- -------
Tudor 87 (21) (66)
Growth and Income (104) 146 (36)
Growth (366) 412 (46)
Quantitative Equity (92) 53 39
International (55) 55 0
Government Securities (51) 43 8
Intermediate Municipal Bond (27) 0 27
Government Money Market 2 (1,737) 1,735
Page 44
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
(for the years ended December 31 except for 1997 which is for
FINANCIAL HIGHLIGHTS
the six months ended June 30, 1997 and as indicated in the footnotes)
<TABLE>
<CAPTION>
$ PER SHARE
Net Total
Realized Income
Net Net and From Dividends Distri-
Asset Invest- Unrealized Invest- From butions
Value at ment Gains or ment Net From Total Contri-
Beginning Income (Losses) on Opera- Investment Capital Distri- butions to
of Period (Loss) Securities tions Income Gains butions Capital
--------- ------ ---------------- ------ ----- ---------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
TUDOR
1997 23.28 (0.07) 0.30 0.23 0.00 0.00 0.00 0.00
1996 22.95 (0.14) 4.41 4.27 0.00 (3.94) (3.94) 0.00
1995 19.34 (0.10) 8.03 7.93 0.00 (4.32) (4.32) 0.00
1994 23.40 (0.13) (2.14) (2.27) 0.00 (1.79) (1.79) 0.00
1993 24.85 (0.22) 3.51 3.29 0.00 (4.74) (4.74) 0.00
1992 24.76 (0.16) 1.40 1.24 0.00 (1.15) (1.15) 0.00
GROWTH AND INCOME FUND
1997 29.32 0.14 6.07 6.21 (0.19) 0.00 (0.19) 0.00
1996 26.02 0.24 6.10 6.34 (0.39) (2.66) (3.05) 0.00
1995 21.36 0.51 6.44 6.95 (0.53) (1.76) (2.29) 0.00
1994 23.34 0.56 (1.83) (1.27) (0.62) (0.09) (0.71) 0.00
1993 23.89 0.56 1.71 2.27 (0.89) (1.93) (2.82) 0.00
1992 24.07 0.45 2.82 3.27 (0.43) (3.02) (3.45) 0.00
GROWTH
1997 118.47 0.02 1.51 1.53 0.00 0.00 0.00 0.00
1996 125.17 (0.76) 22.90 22.14 0.00 (28.84) (28.84) 0.00
1995 94.45 (0.22) 37.70 37.48 0.00 (6.76) (6.76) 0.00
1994 116.62 (0.29) (15.96) (5.92) (5.92) 0.00 (5.92) (5.92)
1993 126.68 (0.78) 19.42 18.64 0.00 (28.70) (28.70) 0.00
1992 132.06 (0.47) 8.24 7.77 (0.02) (13.13) (13.15) 0.00
QUANTITATIVE EQUITY FUND
1997 5.89 0.03 0.92 0.95 0.00 0.00 0.00 0.00
1996 6.85 0.16 1.13 1.29 (0.15) (2.10) (2.25) 0.00
1995 5.44 0.13 1.70 1.83 (0.12) (0.30) (0.42) 0.00
1994 5.58 0.13 (0.11) 0.02 (0.11) (0.05) (0.16) 0.00
1993 5.00 0.08 0.62 0.70 (0.08) (0.04) (0.12) 0.00
INTERNATIONAL
1997 10.29 0.01 1.02 1.03 0.00 0.00 0.00 0.00
1996 11.01 (0.07) 0.57 0.50 (0.04) (1.18) (1.22) 0.00
1995 10.93 0.04 1.15 1.19 (0.15) (0.96) (1.11) 0.00
1994 11.72 0.01 (0.75) (0.74) 0.00 (0.05) (0.05) 0.00
1993 8.54 (0.02) 3.20 3.18 0.00 0.00 0.00 0.00
1992 9.04 0.07 (0.57) (0.50) 0.00 0.00 0.00 0.00
</TABLE>
<TABLE>
<CAPTION>
RATIOS
Net Net Average
Asset Assets at Ratio of Ratio of Commiss-
Value at End of Expenses Net Income Portfolio ion
End of Total Period To Average To Average Turnover per
Period Return ($000's) Net Assets Net Assets Rate Share
------ ------ -------- ---------- ---------- ---- -----
<S> <C> <C> <C> <C> <C> <C> <C>
TUDOR
1997 23.51 0.99% 172,822 1.25%A (0.58%)A 51.7% $0.0580
1996 23.28 18.82% 181,369 1.25% (0.57%) 105.4% 0.0580
1995 22.95 41.18% 165,534 1.30% (0.47%) 123.1% N/A
1994 19.34 (9.81%) 144,207 1.28% (0.62%) 109.1% N/A
1993 23.40 13.38% 242,067 1.25% (0.76%) 118.2% N/A
1992 24.85 5.13% 273,394 1.21% (0.71%) 88.8% N/A
GROWTH AND INCOME FUND
1997 35.34 21.33% 102,293 1.06%A 1.08 37.6% $0.0650
1996 29.32 24.42% 82,937 1.15% 1.50% 75.8% 0.0620
1995 26.02 32.73% 67,357 1.22% 2.10% 79.4% N/A
1994 21.36 (5.47%) 61,045 1.23% 2.49% 71.9% N/A
1993 23.34 9.53% 62,714 1.26% 2.15% 86.4% N/A
1992 23.89 13.80% 49,304 1.34% 1.79% 75.5% N/A
GROWTH
1997 120.00 1.29% 68,211 1.09%A (0.01%)A 41.0% $0.0660
1996 118.47 17.99% 62,839 1.08% (0.07%) 122.4% 0.0640
1995 125.17 39.72% 60,453 1.07% (0.21%) 119.0% N/A
1994 94.45 (14.03%) 87,942 0.95% (0.27%) 99.3% N/A
1993 116.62 14.87% 169,302 0.98% (0.54%) 126.6% N/A
1992 126.68 6.27% 208,384 0.95% (0.57%) 84.3% N/A
QUANTITATIVE EQUITY FUND
1997 6.84 16.13% 107,607 1.05%A 1.12%A 44.5% $ 0.0490
1996 5.89 18.51% 102,450 0.95% 1.52% 60.8% 0.0340
1995 6.85 33.37% 133,201 1.00% 2.00% 26.1% N/A
1994 5.44 0.34% 73,484 1.14% 2.36% 46.8% N/A
1993 5.58 13.90% 46,921 1.32% 2.01% 20.6% N/A
INTERNATIONAL
1997 11.32 10.01% 13,268 1.95%A 0.18%A 31.1% $0.0000
1996 10.29 4.64% 13,161 1.71% 0.31% 85.2% 0.0190
1995 11.01 10.92% 14,194 1.74% 0.39% 55.9% N/A
1994 10.93 (6.32%) 17,102 1.95% 0.12% 69.8% N/A
1993 11.72 37.24% 15,996 2.12% (0.13%) 75.9% N/A
1992 8.54 (5.53%) 8,311 2.28% 0.71% 96.8% N/A
</TABLE>
See notes to financial statements
Page 45
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
(for the years ended December 31 except for 1997 which is for
FINANCIAL HIGHLIGHTS
the six months ended June 30, 1997 and as indicated in the footnotes)
<TABLE>
<CAPTION>
$ PER SHARE
Net Total
Realized Income
Net Net and From Dividends Distri-
Asset Invest- Unrealized Invest- From butions
Value at ment Gains or ment Net From Total Contri-
Beginning Income (Losses) on Opera- Investment Capital Distri- butions to
of Period (Loss) Securities tions Income Gains butions Capital
--------- ------ ---------------- ------ ----- ---------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
GOVERNMENT SECURITIES
1997 9.19 0.26 (0.02) 0.24 (0.26) 0.00 (0.26) 0.00
1996 9.38 0.64 (0.29) 0.35 (0.54) 0.00 (0.54) 0.00
1995 8.83 0.60 0.54 1.14 (0.59) 0.00 (0.59) 0.00
1994 10.37 0.68 (1.56) (0.88) (0.64) (0.02) (0.66) 0.00
1993 10.38 0.79 0.14 0.93 (0.79) (0.15) (0.94) 0.00
1992 10.54 0.70 0.01 0.71 (0.70) (0.17) (0.87) 0.00
INTERMEDIATE MUNICIPAL BOND
1997 10.14 0.23 0.06 0.29 (0.23) 0.00 (0.23) 0.00
1996 10.20 0.48 (0.06) 0.42 (0.48) 0.00 (0.48) 0.00
1995 9.51 0.44 0.69 1.13 (0.44) 0.00 (0.44) 0.00
1994 10.15 0.41 (0.64) (0.23) (0.41) 0.00 (0.41) 0.00
1993 10.00 0.19 0.15 0.34 (0.19) 0.00 (0.19) 0.00
GOVERNMENT MONEY MARKET
1997 1.00 0.02 0.00 0.02 (0.02) 0.00 (0.02) 0.00
1996 1.00 0.04 0.00 0.04 (0.04) 0.00 (0.04) 0.00
1995 1.00 0.05 0.00 0.05 (0.05) 0.00 (0.05) 0.00
1994 1.00 0.04 (0.01) 0.03 (0.04) 0.00 (0.04) 0.01
1993 1.00 0.03 0.00 0.03 (0.03) 0.00 (0.03) 0.00
1992 1.00 0.03 0.00 0.03 (0.03) 0.00 (0.03) 0.00
TAX FREE MONEY MARKET
1997 1.00 0.02 0.00 0.02 (0.02) 0.00 (0.02) 0.00
1996 1.00 0.03 0.00 0.03 (0.03) 0.00 (0.03) 0.00
1995 1.00 0.04 0.00 0.04 (0.04) 0.00 (0.04) 0.00
1994 1.00 0.03 0.00 0.03 (0.03) 0.00 (0.03) 0.00
1993 1.00 0.02 0.00 0.02 (0.02) 0.00 (0.02) 0.00
1992 1.00 0.03 0.00 0.03 (0.03) 0.00 (0.03) 0.00
</TABLE>
<TABLE>
<CAPTION>
RATIOS
Net Net Average
Asset Assets at Ratio of Ratio of Commiss-
Value at End of Expenses Net Income Portfolio ion
End of Total Period To Average To Average Turnover per
Period Return ($000's) Net Assets Net Assets Rate Share
------ ------ -------- ---------- ---------- ---- -----
<S> <C> <C> <C> <C> <C> <C> <C>
GOVERNMENT SECURITIES
1997 9.17 2.60% 118,092 0.86%A 5.66%A 155.0% N/A
1996 9.19 3.85% 120,804 0.81% 5.87% 329.9% N/A
1995 9.38 13.25% 171,578 0.82% 6.52% 375.0% N/A
1994 8.83 (8.70%) 216,364 0.80% 7.18% 115.9% N/A
1993 10.37 8.96% 334,904 0.81% 7.43% 97.5% N/A
1992 10.38 7.90% 263,407 0.78% 7.36% 137.2% N/A
INTERMEDIATE MUNICIPAL BOND
1997 10.20 2.92% 20,870 0.85%A 4.61%A 11.9% N/A
1996 10.14 4.20% 15,214 0.85% 4.72% 44.4% N/A
1995 10.20 12.05% 12,730 0.85% 4.38% 51.2% N/A
1994 9.51 (2.29%) 14,005 0.85% 4.20% 30.9% N/A
1993 10.15 3.48% 12,334 0.84%A 3.86%A 17.0%A N/A
GOVERNMENT MONEY MARKET
1997 1.00 2.30% 143,523 0.83%A 4.60%A N/A N/A
1996 1.00 4.56% 152,786 0.83% 4.48% N/A N/A
1995 1.00 5.16% 131,210 0.82% 5.06% N/A N/A
1994 1.00 3.58% 188,197 0.80% 3.54% N/A N/A
1993 1.00 2.80% 140,926 0.81% 2.75% N/A N/A
1992 1.00 2.95% 103,109 0.92% 2.92% N/A N/A
TAX FREE MONEY MARKET
1997 1.00 1.58% 106,795 0.74%A 3.11%A N/A N/A
1996 1.00 3.14% 117,423 0.72% 3.10% N/A N/A
1995 1.00 3.63% 121,754 0.76% 3.56% N/A N/A
1994 1.00 2.61% 152,501 0.73% 2.59% N/A N/A
1993 1.00 2.32% 136,889 0.74% 2.29% N/A N/A
1992 1.00 2.95% 125,622 0.76% 2.92% N/A N/A
</TABLE>
See notes to financial statements
<PAGE>
WEISS, PECK & GREER MUTUAL FUNDS
FINANCIAL HIGHLIGHTS - (UNAUDITED)
The Advisor agreed to reimburse other operating expenses and not to impose
its full fee for certain periods. Had the Adviser not so agreed, and had
the Funds not received a custody fee earnings credit, the total return
would have been lower and the net investment income/(loss) per share, ratio
of expenses to average net assets and ratio of net income to average net
assets would have been:
<TABLE>
<CAPTION>
Ratio of
Ratio of Net
Expenses Income
to Average to Average
Net Assets Net Assets
---------- ----------
<S> <C> <C>
GROWTH
1995 1.08% (0.21%)
QUANTITATIVE EQUITY
1993 1.41% 1.92%
INTERNATIONAL
1997** 1.97%A 0.16%A
1996 1.76% 0.26%
1995 1.76% 0.39%
1994 2.35% (0.28%)
1993 2.89% (0.64%)
1992 3.23% (0.24%)
INTERMEDIATE MUNICIPAL BOND
1997** 1.17%A 4.29%A
1996 1.01% 4.56%
1995 0.97% 4.25%
1994 1.45% 3.60%
1993* 2.00%A 2.70%A
For all periods shown above, the Tudor, Growth and Income, Quantitative
Equity, Government Securities, Intermediate Municipal Bond, Government
Money Market and Tax Free Money Market Funds custody fee earnings credit
had an effect of less than 0.01% per share on the above ratios. For the
Growth Fund the custody fee earnings credit had an effect of less than
0.01% on the above ratios for 1996 and 1997.
<FN>
Notes:
* From July 1, 1993 (commencement of operations) to December 31, 1993
** For the six months ended June 30, 1997
A Annualized
</FN>
</TABLE>
See notes to financial statements Page 47
<PAGE>
WEISS, PECK & GREER
MUTUAL FUNDS
ONE NEW YORK PLAZA, NEW YORK, NY 10004
INDEPENDENT TRUSTEES AND MEMBERS
OF AUDIT COMMITTEE
Raymond R. Herrmann, Jr. William B. Ross
Lawrence J. Israel Harvey E. Sampson
Graham E. Jones Robert A. Straniere
Paul Meek
OFFICERS
ROGER J. WEISS
Chairman of the Board and Trustee - all funds
President - Weiss, Peck & Greer International Fund
MELVILLE STRAUS
President and Trustee - WPG Tudor Fund,
Trustee - WPG Growth Fund,
Executive Vice President and Trustee -
WPG Growth and Income Fund
JAY C. NADEL
Executive Vice President and Secretary - all funds
FRANCIS H. POWERS
Executive Vice President and Treasurer - all funds
JOSEPH J. REARDON
Vice President - all funds
JOSEPH PARASCONDOLA
Assistant Vice President - all funds
A. ROY KNUTSEN
President - WPG Growth and Income Fund
DANIEL S. VANDIVORT
President - WPG Funds Trust
DANIEL CARDELL
Vice President - WPG Quantitative Equity Fund
ARTHUR L. SCHWARZ
Vice President - WPG Intermediate Municipal Bond Fund
JANET A. FIORENZA
Vice President - WPG Tax Free Money Market Fund
S. BLAKE MILLER
Vice President - WPG Intermediate Municipal Bond Fund
INVESTMENT ADVISER
Weiss, Peck & Greer, LLC
One New York Plaza
New York, NY 10004
CUSTODIAN
Boston Safe Deposit and Trust Company
One Exchange Place
Boston, MA 02109
DIVIDEND DISBURSING AND
TRANSFER AGENT
First Data Investor Services Group
4400 Computer Drive
Westboro, MA 01581-5120
LEGAL COUNSEL
Hale and Dorr
60 State Street
Boston, MA 02109
This report is submitted for the general information of shareholders and is not
authorized for distribution to prospective investors unless preceded or
accompanied by an effective prospectus. Nothing herein is to be considered an
offer of sale or solicitation of an offer to buy shares of the Weiss, Peck &
Greer Funds. Such offering is made only by prospectus, which includes details as
to offering and other material information.
