CORNERCAP GROUP OF FUNDS /VA/
N-30D, 2000-05-31
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                             CORNERCAP BALANCED FUND


                          ANNUAL REPORT TO SHAREHOLDERS





                                   A Series of
                            CornerCap Group of Funds
                          A "Series" Investment Company





                            FOR THE FISCAL YEAR ENDED

                                 MARCH 31, 2000






The Peachtree, Suite 1700                                         Advisor:
                                                                  (800) 728-0670
1355 Peachtree Street, NE                                         Administrator:
                                                                  (888) 81-FUNDS
Atlanta, Georgia 30309                                            Telecopier:
                                                                  (404) 870-0770




<PAGE>


                            CornerCap Group of Funds
                      Manager's Report for the Shareholders
                        For the year ended March 31, 2000

Dear Shareholder:

For the fiscal year ending  March 31, 2000,  the Small Cap Value Fund  (formerly
the Growth Fund) was up 5.3% and the Balanced Fund was down 2.8%. Over this same
period,  the S&P 500,  the Value Line,  and the Lehman Bros.  Intermediate  Term
Government/Corporate Indices increased 17.9%, 6.6%, and 2.1%, respectively. This
is the  second  consecutive  year that our funds  have been hurt  because of the
persistent bear market for value investing.  Value investing focuses on earnings
and cash flow in the near term,  earnings that are  reasonably  priced,  and, to
some extent,  dividends.  This philosophy has been dramatically out of favor. In
1999,  stocks  with  positive  earnings  were down while  stocks  with  negative
earnings were up over 50%. We did not outperform  last year because we chose not
to abandon our investment philosophy.

The investment  world seemed to turn on a dime in early March,  specifically  on
March 10. We discussed this momentum shift in our March 31, 2000 report,  and it
has  continued in that  direction.  If we use the media's  definition  of a bear
market  (down 20% from the high),  the small- and  mid-size  growth  stocks have
already experienced a significant decline.  Through May 23, 2000, the tech heavy
NASDAQ was down 37% from its high on March 10,  2000,  and the Russell  2000 was

<TABLE>
<CAPTION>
                 RETURNS SINCE MARKET TURN (3/10/00 TO 5/23/00)

<S>   <C>            <C>           <C>           <C>         <C>             <C>           <C>              <C>
 20%
  |     13.2%
  |       |
 10%      |
  |       |           8.9%
  |       |            |           5.0%                                                                     0.3%
  0%______|____________|____________|_________________________________________________________________________|_______
  |              |            |            |      |      |      |        |      |      |      |       |               |
  |                                             -0.7%           |               |             |
 -10%                                                         -9.6%             |             |
  |                                                                             |             |
  |                                                                             |             |
-20%                                                                            |             |
  |                                                                             |             |
  |                                                                             |             |
-30%                                                                            |          -24.0%
  |                                                                             |
  |                                                                         -37.3%
-40%
      Small Cap      Balanced      Dow           S&P         Willshire      NASDAQ         Russell          Value
        Value          Fund       Jones          500           5000                         2000            Line
</TABLE>

down 24%. Recently, the larger growth stocks have started to fall. Our funds are
up nicely since the tide shifted:

Hopefully, this trend in our direction will continue. The market has been driven
by  speculation,  and  this is the only way we know  for  these  excesses  to be
reduced.  Many  investors will be (or have been) hurt, and it may be a permanent
loss of  capital.  We  appreciate  our mutual fund  clients who on balance  have
stayed the course with their  investment plan. This is not the norm. The average
investor  tends to follow his  emotions,  which  means  that he follows  the hot
money, a sure path to long-term investment failure.

As we discussed in our March 31, 2000  report,  when we file the new  prospectus
this  summer,  we will be offering a new mutual  fund,  the  CornerCap  Emerging
Growth Fund. We have been managing this fund as a limited  partnership  over the
last four years.  The fund  searches for early stage growth  companies  and will
invest principally in very small companies.  As part of our mutual fund company,
we also offer a number of other  no-load funds that  CornerCap  does not manage,
including international equities, conservative bonds, high yield bonds, etc. Our
objective is to offer high  quality  investments  at a reasonable  cost across a
full range of risk and return profiles.

CornerCap Investment Counsel
May 31, 2000

<PAGE>


               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS



TO THE SHAREHOLDERS AND BOARD OF TRUSTEES
CORNERCAP BALANCED FUND
ATLANTA, GEORGIA


We have  audited  the  accompanying  statement  of  assets  and  liabilities  of
CornerCap Balanced Fund, including the portfolio of investments, as of March 31,
2000,  and the related  statement  of  operations  for the year then ended,  the
statement of changes in net assets and the financial  highlights for the periods
indicated  thereon.  These financial  statements are the  responsibility  of the
Trust's  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 March
31, 2000,  by  correspondence  with the  custodian  and  brokers.  An audit also
includes assessing the accounting principles used and significant estimates made
by  management,   as  well  as  evaluating  the  overall   financial   statement
presentation.  We believe  that our 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
CornerCap  Balanced Fund as of March 31, 2000, the results of its operations for
the year then ended, the changes in its net assets and the financial  highlights
for the periods indicated above in conformity with generally accepted accounting
principles.




                                              /s/ Tait, Weller & Baker
                                             TAIT, WELLER & BAKER

PHILADELPHIA, PENNSYLVANIA
MAY 5, 2000



<PAGE>

               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
                          ON INTERNAL CONTROL STRUCTURE



SHAREHOLDERS AND BOARD OF TRUSTEES
CORNERCAP GROUP OF FUNDS
ATLANTA, GEORGIA


In planning and  performing  our audit of the financial  statements of CornerCap
Small Cap Value Fund (formerly CornerCap Growth Fund) and the CornerCap Balanced
Fund,  each a series of shares of CornerCap  Group of Funds,  for the year ended
March 31, 2000,  we  considered  their  internal  control  structure,  including
procedures  for  safeguarding  securities,  in order to  determine  our auditing
procedures for the purpose of expressing our opinion on the financial statements
and to comply with the requirements of Form N-SAR,  not to provide  assurance on
the internal control structure.

The management of the Funds is responsible for  establishing  and maintaining an
internal control  structure.  In fulfilling this  responsibility,  estimates and
judgments by management are required to assess the expected benefits and related
costs  of  internal  control  structure  policies  and  procedures.  Two  of the
objectives  of an internal  control  structure  are to provide  management  with
reasonable, but not absolute, assurance that assets are safeguarded against loss
from  unauthorized  use or disposition,  and that  transactions  are executed in
accordance  with  management's  authorization  and  recorded  properly to permit
preparation  of financial  statements  in  conformity  with  generally  accepted
accounting principles.

Because of inherent  limitations in any internal  control  structure,  errors or
irregularities may occur and not be detected. Also, projection of any evaluation
of the  structure  to future  periods  is subject to the risk that it may become
inadequate  because of changes in  conditions or that the  effectiveness  of the
design and operation may deteriorate.

Our  consideration  of the  internal  control  structure  would not  necessarily
disclose all matters in the internal  control  structure  that might be material
weaknesses  under standards  established by the American  Institute of Certified
Public  Accountants.  A material  weakness is a condition in which the design or
operation of the specific internal control structure elements does not reduce to
a relatively  low level the risk that errors or  irregularities  in amounts that
would be  material in relation to the  financial  statements  being  audited may
occur and not be  detected  within a timely  period by  employees  in the normal
course of performing  their  assigned  functions.  However,  we noted no matters
involving the internal control structure,  including procedures for safeguarding
securities,  that we consider to be material weaknesses, as defined above, as of
March 31, 2000.

This report is intended solely for the information and use of management and the
Securities  and  Exchange  Commission,  and  should  not be used  for any  other
purpose.



                                              /s/ Tait, Weller & Baker
                                             TAIT, WELLER & BAKER



PHILADELPHIA, PENNSYLVANIA
MAY 5, 2000


<PAGE>

CORNERCAP BALANCED FUND

PORTFOLIO OF INVESTMENTS

<TABLE>
<CAPTION>
March 31, 2000
---------------------------------------------------------------------------------------------

<C>              <S>                                                             <C>
                                                                                   Value
   Shares                                                                         (Note 1-A)
                 COMMON STOCKS - 57.46%
                 -------------

                 Aerospace - 3.19%
     2,300          Goodrich BF Co.                                              $    65,981
     1,800          Rockwell International Corp.                                      75,263
                                                                                 -----------
                                                                                     141,244
                                                                                 -----------

                 AUTOMOTIVE - 4.77%
     1,800          Ford Motor Co. Del                                                82,688
     2,200          TRW, Inc.                                                        128,700
                                                                                 -----------
                                                                                     211,388
                                                                                 -----------

                 BANK - 1.85%
     2,200          First Union Corp.                                                 81,950
                                                                                 -----------
                 BEVERAGES - 1.83%
     1,300          Anheuser-Busch Companies, Inc.                                    80,925
                                                                                 -----------
                 BUILDING MATERIALS - 1.89%
     1,600          PPG Industries, Inc.                                              83,700
                                                                                 -----------
                 COMMUNICATIONS - 2.42%
     1,600          Telefonos de Mexico ADR                                          107,200
                                                                                 -----------
                 DIVERSIFIED - 3.94%
     2,700          ITT Industries, Inc.                                              83,869
     4,300          National Service Industries, Inc.                                 90,569
                                                                                 -----------
                                                                                     174,438
                                                                                 -----------

                 ELECTRIC LIGHTING AND WIRING EQUIPMENT - 2.17%
     1,750          Johnson Controls, Inc.                                            96,044
                                                                                 -----------
                 ELECTRICAL UTILITIES - 4.02%
     3,400          First Energy Corp.                                                70,125
     4,600          Reliant Energy, Inc.                                             107,813
                                                                                 -----------
                                                                                     177,938
                                                                                 -----------
                 FINANCIAL SERVICES - 2.38%
       800          JP Morgan & Co., Inc.                                            105,400
                                                                                 -----------
                 INSURANCE 2.34%
     5,800          Ohio Casualty Corp.                                              103,675
                                                                                 -----------
                 MACHINERY - 3.14%
     1,600          Briggs & Stratton                                                 65,800
     5,700          Flowserve Corporation                                             73,387
                                                                                 -----------
                                                                                     139,187
                                                                                 -----------
                 MEDICAL SUPPLIES - 3.59%
     1,400          Bausch & Lomb, Inc.                                               73,062
     3,000          Mallinckrodt, Inc.                                                86,250
                                                                                 -----------
                                                                                     159,312
                                                                                 -----------

---------------------------------------------------------------------------------------------

<PAGE>


CORNERCAP BALANCED FUND

PORTFOLIO OF INVESTMENTS - (Continued)

March 31, 2000
---------------------------------------------------------------------------------------------

                                                                                    VALUE
   SHARES                                                                         (NOTE 1-A)
   ------                                                                         ----------
                 COMMON STOCKS - 57.46%
                 METALS - 3.48%
     1,600          Phelps Dodge Corp.                                                76,000
     4,800          Timken Co.                                                        78,000
                                                                                 -----------
                                                                                     154,000
                                                                                 -----------

                 MINING - 2.81%
       589          Arch Coal, Inc.                                                    3,939
     1,800          Reynolds Metals Co.                                              120,375
                                                                                 -----------
                                                                                     124,314
                                                                                 -----------
                 OIL INDUSTRY - 1.81%
     2,400          Ashland, Inc.                                                     80,250
                                                                                 -----------
                 PAPER & FOREST PRODUCTS - 2.82%
     8,400          Abitibi Consolidated, Inc.                                        80,325
     4,200          Glatfelter P.H. Co.                                               44,625
                                                                                 -----------
                                                                                     124,950
                                                                                 -----------
                 PUBLISHING - 2.45%
     4,100          Deluxe Corp.                                                     108,650
                                                                                 -----------
                 RETAIL - SPECIALTY - 1.10%
     6,900          Enesco Group, Inc.                                                48,731
                                                                                 -----------
                 STEEL INTERGRATED - 1.69%
     3,000          USX-U.S. Steel Group                                              75,000
                                                                                 -----------
                 TEXTILE - 2.14%
     2,500          Spring Industries, Inc.                                           95,000
                                                                                 -----------
                 THRIFT - 1.63%
     3,800          Washington Federal, Inc.                                          72,437
                                                                                 -----------
                    TOTAL COMMON STOCKS (COST $2,696,583)                          2,545,733
                                                                                 -----------


---------------------------------------------------------------------------------------------
</TABLE>


<PAGE>


CORNERCAP BALANCED FUND

PORTFOLIO OF INVESTMENTS - (Continued)

MARCH 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>

PRINCIPAL                                                                             VALUE
 AMOUNT                                                                             (NOTE 1-A)
 ------                                                                             ----------
<C>              <S>                                                                <C>
                 CORPORATE BONDS - 32.28%
                 COMMUNICATIONS - 4.08% AT&T Corp.
  $200,000             6.000%, Due 03/15/09                                          $   180,757
                                                                                     -----------
                 ELECTRICAL UTILITIES - 3.27%
                    National Rural Utilities Cooperative Finance Group
   150,000             6.375%, Due 10/15/04                                              144,882
                                                                                     -----------
                 ELECTRONIC COMPONENTS - 3.30%
                    Sony Corp.
   150,000             6.125%, Due 03/04/03                                              145,929
                                                                                     -----------
                 ENTERTAINMENT - 4.40%
                    Walt Disney Co.
   200,000             6.750%, Due 03/30/06                                              194,966
                                                                                     -----------
                 FINANCIAL SERVICE - 17.23%
                    General Motors Acceptance Corp.
   150,000             6.700%, Due 04/03/01                                              149,377
                    Merrill Lynch & Co., Inc.
   150,000             6.375%, Due 10/15/08                                              137,608
                    Nations Bank Corp.
   200,000             6.375%, Due 05/15/05                                              189,324
                    Norwest Financial, Inc.
   150,000             6.250%, Due 12/15/07                                              138,242
                    Walmart Stores, Inc.
   150,000             6.750%, Due 05/15/02                                              148,896
                                                                                     -----------
                                                                                         763,447
                       TOTAL CORPORATE BONDS (COST $1,537,319)                         1,429,981
                                                                                     -----------


                 U.S. GOVERNMENT BONDS - 5.46%
                 ---------------------
                 U.S. Treasury Notes
 $ 140,000          6.50%, Due 08/15/05                                              $   140,875
   100,000          6.50%, Due 10/15/06                                                  101,000
                                                                                     -----------
                    TOTAL GOVERNMENT BONDS (COST $254,746)                               241,875
                                                                                     -----------


--------------------------------------------------------------------------------------------------
<PAGE>
</TABLE>



CORNERCAP BALANCED FUND

PORTFOLIO OF INVESTMENTS - (Continued)

MARCH 31, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>

PRINCIPAL                                                                             VALUE
AMOUNT                                                                              (NOTE 1-A)
------                                                                              ----------
<C>              <S>                                                  <C>           <C>
                 SHORT-TERM INVESTMENTS - 3.89%
                 ----------------------
                 Wachovia Bank Short-Term Authorized Demand Notes
 $ 172,248          (Cost $172,248)                                                      172,248
                                                                                     -----------
                    TOTAL INVESTMENTS (COST $4,660,896) (A)             99.09%         4,389,837
                    OTHER ASSETS AND LIABILITIES, NET                    0.91%            40,204
                                                                       ------        -----------
                    NET ASSETS                                         100.00%       $ 4,430,041
                                                                       ======        ===========

             ADR - AMERICAN DEPOSITORY RECEIPT

             (a) AGGREGATE COST FOR FEDERAL INCOME TAX PURPOSE IS $4,660,896.

                 At March 31, 2000,  unrealized  appreciation  (depreciation) of
                 securities for federal income tax purposes is as follows:
                    Gross unrealized appreciation                                    $  224,646
                    Gross unrealized depreciation                                      (495,705)
                                                                                     ----------
                    NET UNREALIZED DEPRECIATION                                      $ (271,059)
                                                                                     ==========




-------------------------------------------------------------------------------------------------
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
</TABLE>




<PAGE>


CORNERCAP BALANCED FUND

STATEMENT OF ASSETS AND LIABILITIES

MARCH 31, 2000
<TABLE>
--------------------------------------------------------------------------------------------------
<S>                                                                                 <C>
ASSETS
    Investments at market value,
       (Identified cost $4,660,896) (Note 1-A)                                        4,389,837
    Cash                                                                                 34,542
    Interest receivable                                                                  31,371
    Dividends receivable                                                                  5,753
    Other assets                                                                          1,515
                                                                                    -----------
          TOTAL ASSETS                                                                4,463,018
                                                                                    -----------


LIABILITIES
    Payable for investment securities purchased                                          28,466
    Advisory fee payable                                                                  3,638
    Service fees payable                                                                    873
                                                                                    -----------
          TOTAL LIABILITIES                                                              32,977
                                                                                    -----------

NET ASSETS
    (Applicable to 413,801 shares outstanding,
       unlimited number of shares authorized)                                         4,430,041
                                                                                    ===========


NET ASSET VALUE, offering and repurchase
    PRICE PER SHARE
   ($4,430,041 / 413,801 shares)                                                         $10.71
                                                                                         ======

NET ASSETS
   At March 31, 2000, net assets consisted of:
      Paid-in capital                                                                 4,746,881
      Undistributed net investment income                                                74,200
      Accumulated net realized loss on investments                                     (119,981)
      Net unrealized depreciation                                                      (271,059)
                                                                                    -----------
                                                                                      4,430,041


-------------------------------------------------------------------------------------------------
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
</TABLE>



<PAGE>


CORNERCAP BALANCED FUND

STATEMENT OF OPERATIONS

FOR THE YEAR ENDED MARCH 31, 2000
<TABLE>
------------------------------------------------------------------------------------------------
<S>                                                                                 <C>
INVESTMENT INCOME
   Dividends                                                                        $   105,481
   Interest                                                                             119,518
                                                                                    -----------
      TOTAL INCOME                                                                      224,999
                                                                                    -----------

   EXPENSES
      Management fee (Note 2)                                                            50,382
      Service costs (Note 2)                                                             15,114
      Taxes other than federal income tax                                                   750
                                                                                    -----------
         TOTAL EXPENSES                                                                  66,246
                                                                                    -----------
            NET INVESTMENT INCOME                                                       158,753
                                                                                    -----------


NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS
   Net realized loss from security transactions                                         (93,481)
   Change in unrealized depreciation of investments                                    (261,379)
                                                                                    -----------
         NET LOSS ON INVESTMENTS                                                       (354,860)
                                                                                    -----------

NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS                                $  (196,107)
                                                                                    ===========





------------------------------------------------------------------------------------------------
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
</TABLE>


<PAGE>




CORNERCAP BALANCED FUND

STATEMENT OF CHANGES IN NET ASSETS

YEARS ENDED MARCH 31, 2000 AND 1999
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>

                                                                                    2000                  1999
                                                                                    ----                  ----
INCREASE (DECREASE) IN NET ASSETS FROM
<S>                                                                              <C>                  <C>
   OPERATIONS
      Net investment income                                                      $    158,753         $      85,806
      Net realized gain (loss) on investments                                         (93,481)              196,394
      Change in unrealized depreciation of investments                               (261,379)             (286,479)
                                                                                 ------------         -------------
         NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS                        (196,107)               (4,279)
                                                                                 ------------         -------------

   DISTRIBUTIONS TO SHAREHOLDERS FROM
      Net investment income
         ($0.37 and $0.07 per share, respectively)                                   (158,480)              (19,152)
      Capital gains
         ($0.24 and $0.47 per share, respectively)                                   (102,470)             (122,292)
                                                                                 ------------         -------------
                                                                                     (260,950)             (141,444)
                                                                                 ------------         -------------

   CAPITAL SHARE TRANSACTIONS (a)
      Increase in net assets resulting from capital
         share transactions                                                           389,089             2,349,542
                                                                                 ------------         -------------

            TOTAL INCREASE (DECREASE) IN NET ASSETS                                   (67,968)            2,203,819

NET ASSETS
   Beginning of year                                                                4,498,009             2,294,190
                                                                                 ------------         -------------
   END OF YEAR
      (Including undistributed net investment income of
       $74,200 and $73,927, respectively)                                        $  4,430,041         $   4,498,009
                                                                                 ============         =============
</TABLE>


(a)   SUMMARY OF CAPITAL SHARE ACTIVITY FOLLOWS:
<TABLE>
<CAPTION>

                                                                     2000                           1999
                                                          -----------------------------  ---------------------------
                                                              SHARES           VALUE          SHARES       VALUE
                                                              ------           -----          ------       -----
<S>                                                            <C>       <C>                <C>        <C>
      Shares sold                                              107,546   $   1,317,619      231,516    $  2,735,803
      Shares issued on reinvestment of distributions            23,199         260,063       11,916         139,421
                                                            ----------   -------------    ---------    ------------
                                                               130,745       1,577,682      243,432       2,875,224
      Shares redeemed                                         (104,080)     (1,188,593)     (44,201)       (525,682)
                                                            ----------   -------------    ---------    ------------
      NET INCREASE                                              26,665   $     389,089      199,231    $  2,349,542
                                                            ==========   =============    =========    ============


----------------------------------------------------------------------------------------------------------------------
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
</TABLE>



<PAGE>


CORNERCAP BALANCED FUND
FINANCIAL HIGHLIGHTS
(FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>

                                                       For The               For The          For The Period       For The Period
                                                     Year Ended             Year Ended       June 1, 1997 To       May 24, 1997* To
                                                     March 31, 2000       March 31, 1999     March 31, 1998(a)       May 31, 1997
                                                     --------------       --------------     -----------------     ----------------
<S>                                                    <C>                   <C>                 <C>                     <C>
PER SHARE OPERATING PERFORMANCE
   NET ASSET VALUE, BEGINNING OF PERIOD                $ 11.62               $ 12.21             $ 32.99                 $ 33.20
                                                       -------               -------             -------                 -------
   INCOME FROM INVESTMENT OPERATIONS -
      Net investment income                                .36                   .21                 .24                     .01
      Net realized and unrealized gain (loss)
        on investments                                    (.66)                 (.26)               2.20                    (.22)
                                                       --------              -------             -------                 -------
         TOTAL FROM INVESTMENT OPERATIONS                 (.30)                 (.05)               2.44                    (.21)
                                                       -------               -------             -------                 -------
    Less distributions from -
      Net investment income                               (.37)                 (.07)               (.19)                     -
      Realized gains                                      (.24)                 (.47)             (23.03)                     -
                                                       -------               -------             -------                 -------
         TOTAL DISTRIBUTIONS                              (.61)                 (.54)             (23.22)                     -
                                                       -------               -------             -------                 -------
   NET ASSET VALUE, END OF PERIOD                      $ 10.71               $ 11.62             $ 12.21                 $ 32.99
                                                       =======               =======             =======                 =======

TOTAL RETURN                                             (2.89)%                (.46)%             19.13%                   (.60)%
RATIOS/SUPPLEMENTAL DATA
   NET ASSETS, END OF PERIOD ($000)                     $4,430                $4,498               $2,294                 $2,093
   RATIOS TO AVERAGE NET ASSETS (B)
      Expenses                                            1.32%                 1.30%               1.53%**                 2.00%**
      Net investment income                               3.16%                 2.91%               2.80%**                 4.50%**
   PORTFOLIO TURNOVER RATE                               16.38%                38.47%              13.38%                  98.90%
 *  COMMENCEMENT OF OPERATIONS
**  ANNUALIZED
</TABLE>

Per share  amounts have been adjusted for the year ended May 31, 1997 to reflect
a 1 for 4 reverse  stock split  effective  June 30,  1997.  On June 14,  1997, a
capital  gain  distribution  of $22.91 per share ($5.73 per share on a pre-split
basis) was paid to shareholders. The net asset value per share on June 30, 1997,
after the payment of the capital gain distribution and the effect of the 1 for 4
reverse split, was $10.86 per share.

(a)   The Fund changed its year-end from May 31st to March 31st.
(b)   Fee  waivers  reduced  the  expense ratio and increased the net investment
      income ratio by 1.25% in 1998.
--------------------------------------------------------------------------------
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS



<PAGE>


CORNERCAP BALANCED FUND

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2000
--------------------------------------------------------------------------------

(1)   ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      CornerCap  Balanced  Fund  (the  "Fund")  is a  series  of  shares  of the
      CornerCap  Group of Funds and is registered  under the Investment  Company
      Act of 1940  as a  diversified  open-end  management  investment  company.
      Investment  operations  commenced  on May  24,  1997  as a  result  of the
      reorganization  of the  Atlanta  Growth  Fund  (Note  4).  The  investment
      objective  of the  Fund is to  obtain  capital  appreciation  and  current
      income.  The  following is a summary of  significant  accounting  policies
      followed by the Fund in the preparation of the financial  statements.  The
      policies are in conformity with generally accepted accounting principles.

      A.    Security  Valuation  -  Portfolio  securities  that  are  listed  on
            national  securities  exchanges or the NASDAQ National Market System
            are valued at the last sale price as of 4:15 p.m.  Eastern  time, or
            in the  absence  of  recorded  sales,  at  the  average  of  readily
            available  closing bid and asked  prices on such  exchanges  or such
            System. Unlisted securities that are not included in such System are
            valued  at the  mean of the  quoted  bid  and  asked  prices  in the
            over-the-counter-market.  Securities  and  other  assets  for  which
            market quotations are not readily available are valued at fair value
            as  determined  in  good  faith  by  the  Advisor  under  procedures
            established by and under the general  supervision and responsibility
            of the Fund's Board of Trustees.  Short-term  investments are valued
            at amortized  cost, if their original  maturity was 60 days or less,
            or by amortizing the values as of the 61st day prior to maturity, if
            their original term to maturity exceeded 60 days.

      B.    SECURITY  TRANSACTIONS,  INVESTMENT  INCOME  AND  OTHER  -  Security
            transactions  are  recorded  on the trade date.  Realized  gains and
            losses on sales of investments are calculated on the identified cost
            basis.  Dividend  income is  recorded  on the  ex-dividend  date and
            interest income is recorded on the accrual basis.

      C.    FEDERAL  INCOME  TAXES  - It  is  the  Fund's  policy  to  meet  the
            requirements  of the Internal  Revenue Code  applicable to regulated
            investment companies and to distribute all of its taxable net income
            to  its  shareholders.   In  addition,   the  Fund  intends  to  pay
            distributions  as  required  to  avoid  imposition  of  excise  tax.
            Therefore, no federal income tax provision is required.

            The Fund had net realized capital losses of  approximately  $153,000
            during the period  November 1, 1999 through March 31, 2000 which are
            treated for federal income tax purposes as arising during the Fund's
            tax year ending March 31, 2001. These  "post-October"  losses may be
            utilized in future years to offset net realized capital gains.

      D.    DISTRIBUTIONS  TO SHAREHOLDERS -  Distributions  from net investment
            income and realized  gains,  if any, are recorded on the ex-dividend
            date.  Income  distributions  and  capital  gain  distributions  are
            determined  in  accordance  with  income tax  regulations  which may
            differ from generally accepted accounting principles.

      E.    ACCOUNTING   ESTIMATES  -  In  preparing  financial   statements  in
            conformity with generally accepted accounting principles, management
            makes estimates and assumptions  that affect the reported amounts of
            assets and liabilities at the date of the financial  statements,  as
            well as the reported  amounts of revenues  and  expenses  during the
            reporting period. Actual results could differ from those estimates.


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<PAGE>



CORNERCAP BALANCED FUND

NOTES TO FINANCIAL STATEMENTS - (Continued)

MARCH 31, 2000
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(2)   TRANSACTIONS WITH AFFILIATES

      INVESTMENT  ADVISORY  AND  ADMINISTRATION   AGREEMENTS  The  Fund  has  an
      investment advisory agreement with CornerCap Investment Counsel, Inc. (the
      "ADVISOR"),  pursuant to which the Advisor receives a fee,  computed daily
      and payable  monthly,  at an annual rate of 1.0% of the average  daily net
      assets.

      In addition,  the Fund has a service agreement with the Advisor,  pursuant
      to which the Advisor receives a fee, computed daily and payable monthly at
      an annual rate of .30% of average net assets.

      The  Advisor  will  provide  day-to-day  operational  services to the Fund
      including,   but  not  limited  to,  providing  or  arranging  to  provide
      accounting,    administrative,   legal   (except   litigation),   dividend
      disbursing, transfer agent, registrar,  custodial,  shareholder reporting,
      sub  accounting  and  recordkeeping   services.   All  fees  and  expenses
      associated with these and other functions  including,  but not limited to,
      expenses of legal  compliance,  shareholder  communication and meetings of
      the Shareholders and the Board of Trustees will be paid by the Advisor.


(3)   PURCHASES AND SALES OF SECURITIES

      For the year ended March 31, 2000,  the cost of purchases and the proceeds
      from sales of securities, excluding short-term securities, were $1,199,232
      and $771,888, respectively.


(4)   STOCK SPLIT

      Effective June 30, 1997, the Fund had a reverse stock split of 1 share for
      every 4 shares owned.  The financial  highlights  for the period ended May
      31, 1997 have been adjusted retroactively to reflect this split.



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