PIPER FUNDS INC
N-30D, 1998-10-05
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<PAGE>
            Financial Statements
 
- --------------------------------------------------------------------------------
               STATEMENTS OF OPERATIONS  For the Period Ended July 31, 1998*
 ................................................................................
 
<TABLE>
<CAPTION>
                                                               GOVERNMENT    INTERMEDIATE
                                                              INCOME FUND      BOND FUND
                                                              ------------   -------------
<S>                                                           <C>            <C>
INCOME:
Interest ...................................................  $ 3,747,904    $  3,343,251
Fee income (note 2) ........................................       75,481              --
                                                              ------------   -------------
 
  Total income .............................................    3,823,385       3,343,251
                                                              ------------   -------------
 
EXPENSES (NOTE 5):
Investment management fee ..................................      265,576         158,930
Distribution and service fees:
  CLASS A ..................................................      264,406         131,538
  CLASS Y ..................................................           --              --
Custodian and accounting fees ..............................       54,258          59,514
Transfer agent and dividend disbursing agent fees ..........       63,311          47,687
Registration fees ..........................................       14,410          19,648
Reports to shareholders ....................................       25,053          32,583
Directors' fees ............................................        7,937           7,937
Audit and legal fees .......................................       40,526          41,226
Other expenses .............................................        6,961           6,864
                                                              ------------   -------------
  Total expenses ...........................................      742,438         505,927
    Less Class A expenses waived by the distributor ........      (90,228)        (37,323)
                                                              ------------   -------------
 
  Net expenses before expenses paid indirectly .............      652,210         468,604
    Less expenses paid indirectly ..........................         (205)            (64)
                                                              ------------   -------------
 
  Total net expenses .......................................      652,005         468,540
                                                              ------------   -------------
 
  Net investment income ....................................    3,171,380       2,874,711
                                                              ------------   -------------
 
NET REALIZED AND UNREALIZED GAINS ON INVESTMENTS:
Net realized gain on investments (note 3) ..................      221,586         354,300
Net change in unrealized appreciation or depreciation of
  investments ..............................................      648,930         (93,800)
                                                              ------------   -------------
 
  Net gain on investments ..................................      870,516         260,500
                                                              ------------   -------------
 
    Net increase in net assets resulting from operations ...  $ 4,041,896    $  3,135,211
                                                              ------------   -------------
                                                              ------------   -------------
 
* DATE FUNDS DISCONTINUED OPERATIONS DUE TO MERGER. SEE NOTE 1 IN THE NOTES TO FINANCIAL
  STATEMENTS.
</TABLE>
 
               SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
 
- --------------------------------------------------------------------------------
 
                      1  1998 Annual Report - Income Funds
<PAGE>
                     Financial Statements  (continued)
- --------------------------------------------------------------------------------
 
               STATEMENTS OF CHANGES IN NET ASSETS
 ................................................................................
 
<TABLE>
<CAPTION>
                                                                 GOVERNMENT INCOME FUND          INTERMEDIATE BOND FUND
                                                              -----------------------------   -----------------------------
                                                              Period Ended     Year Ended     Period Ended     Year Ended
                                                                7/31/98*         9/30/97        7/31/98*         9/30/97
                                                              -------------   -------------   -------------   -------------
<S>                                                           <C>             <C>             <C>             <C>
OPERATIONS:
Net investment income ......................................   $ 3,171,380    $   4,770,030   $   2,874,711   $   5,962,017
Net realized gain on investments ...........................       221,586          697,901         354,300         281,651
Net change in unrealized appreciation or depreciation of
  investments ..............................................       648,930        2,063,487         (93,800)      2,015,896
                                                              -------------   -------------   -------------   -------------
 
  Net increase in net assets resulting from operations .....     4,041,896        7,531,418       3,135,211       8,259,564
                                                              -------------   -------------   -------------   -------------
 
DISTRIBUTIONS TO SHAREHOLDERS:
CLASS A:
  From net investment income ...............................    (3,328,229)      (4,771,839)     (2,262,077)     (5,402,892)
  Tax return of capital ....................................        (5,804)              --        (108,938)             --
CLASS Y:
  From net investment income ...............................            --               --        (480,552)       (559,127)
  Tax return of capital ....................................            --               --         (23,143)             --
                                                              -------------   -------------   -------------   -------------
  Total distributions ......................................    (3,334,033)      (4,771,839)     (2,874,710)     (5,962,019)
                                                              -------------   -------------   -------------   -------------
 
CAPITAL SHARE TRANSACTIONS (NOTE 4):
CLASS A ....................................................   (67,976,240)     (19,319,777)    (64,573,447)    (73,660,708)
CLASS Y ....................................................            --               --     (14,073,799)     13,912,070
                                                              -------------   -------------   -------------   -------------
  Decrease in net assets from capital share transactions ...   (67,976,240)     (19,319,777)    (78,647,246)    (59,748,638)
                                                              -------------   -------------   -------------   -------------
  Total decrease in net assets .............................   (67,268,377)     (16,560,198)    (78,386,745)    (57,451,093)
 
Net assets at beginning of period ..........................    67,268,377       83,828,575      78,386,745     135,837,838
                                                              -------------   -------------   -------------   -------------
 
Net assets at end of period ................................   $        --    $  67,268,377   $          --   $  78,386,745
                                                              -------------   -------------   -------------   -------------
                                                              -------------   -------------   -------------   -------------
 
Distributions in excess of net investment income ...........   $        --    $          --   $          --   $    (125,225)
                                                              -------------   -------------   -------------   -------------
                                                              -------------   -------------   -------------   -------------
 
* DATE FUNDS DISCONTINUED OPERATIONS DUE TO MERGER. SEE NOTE 1 IN THE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
 
               SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
 
- --------------------------------------------------------------------------------
 
                      2  1998 Annual Report - Income Funds
<PAGE>
             Notes to Financial Statements
- --------------------------------------------------------------------------------
 
(1) ORGANIZATION
 ................................
                      Piper Funds Inc. (Piper Funds) is registered under the
                      Investment Company Act of 1940 (as amended) as a single,
                      open-end management investment company. Piper Funds has 12
                      series, including Government Income Fund and Intermediate
                      Bond Fund. Each fund is classified as a diversified
                      series.
 
                      Intermediate Bond Fund commenced offering Class Y shares
                      on February 18, 1997. All shares existing prior to that
                      date were classified as Class A shares. Key features of
                      each class were:
 
                      CLASS A:
                      - Subject to a front-end sales charge
 
                      - Subject to distribution and service fees
 
                      CLASS Y:
                      - Required a minimum initial investment of $1 million
 
                      - No front-end or contingent deferred sales charges
 
                      - No distribution and service fees
 
                      The classes of shares of Intermediate Bond Fund had the
                      same rights and were identical in all respects except that
                      each class had different distribution expenses, had
                      exclusive voting rights with respect to matters affecting
                      that class and had different exchange privileges.
                      Government Income Fund had a single class of shares, which
                      is shown as Class A in the financial statements.
 
                      Government Income Fund invested primarily in securities
                      issued or guaranteed as to payment of principal and
                      interest by the U.S. government, its agencies or
                      instrumentalities, including mortgage-backed securities.
 
                      Intermediate Bond Fund invested primarily in a broad range
                      of investment-quality debt securities.
 
                      On May 1, 1998, Piper Jaffray Companies Inc., the parent
                      company of the funds' investment advisor, was acquired by
                      U.S. Bancorp. U.S. Bancorp is a multi-state bank holding
                      company headquartered in Minneapolis, Minnesota with a
                      geographic service area spanning 17 states. As of June 30,
                      1998, U.S. Bancorp was the 14th largest U.S. commercial
                      bank holding company, with assets of nearly $73.8 billion.
                      U.S. Bank National Association ("U.S. Bank"), a wholly
                      owned subsidiary of U.S. Bancorp, currently acts as the
                      investment advisor to 32 mutual funds (the "First American
                      Funds"). As of June 30, 1998, U.S. Bank, acting through
                      its First American Asset Management group, managed more
                      than $77.5 billion in assets, including approximately
                      $28.4 billion in assets of the First American Funds.
 
- --------------------------------------------------------------------------------
 
                      3  1998 Annual Report - Income Funds
<PAGE>
                      Notes to Financial Statements (continued)
- --------------------------------------------------------------------------------
 
                      As discussed in note 7, the net assets of Government
                      Income Fund and Intermediate Bond Fund were acquired by
                      First American Investment Funds, Inc. - Fixed Income Fund
                      and Intermediate Term Income Fund, respectively, effective
                      at the close of business on July 31, 1998. It is
                      anticipated that the company will be dissolved under
                      Minnesota law as soon as practicable.
 
(2) SUMMARY OF
    SIGNIFICANT
    ACCOUNTING
    POLICIES
 ................................
                      INVESTMENTS IN SECURITIES
                      Portfolio securities for which market quotations were
                      readily available were valued at current market value. If
                      market quotations or valuations were not readily
                      available, or if such quotations or valuations were
                      believed to be inaccurate, unreliable or not reflective of
                      market value, portfolio securities were valued according
                      to procedures adopted by the funds' board of directors in
                      good faith at "fair value", that is, a price that the fund
                      might have reasonably expected to receive for the security
                      or other asset upon its current sale.
 
                      The current market value of certain fixed income
                      securities was provided by an independent pricing service.
                      Fixed income securities for which prices were not
                      available from an independent pricing service but where an
                      active market exists were valued using market quotations
                      obtained from one or more dealers that make markets in the
                      securities or from a widely-used quotation system.
                      Short-term securities with maturities of 60 days or less
                      were valued at amortized cost, which approximated market
                      value.
 
                      Securities transactions were accounted for on the date
                      securities were purchased or sold. Realized gains and
                      losses were calculated on the identified-cost basis.
                      Interest income, including amortization of bond discount
                      and premium, is recorded on an accrual basis.
 
                      SECURITIES PURCHASED ON A WHEN-ISSUED BASIS
                      Delivery and payment for securities that were purchased by
                      the funds on a when-issued or forward-commitment basis
                      could take place a month or more after the transaction
                      date. During this period, such securities did not earn
                      interest, were subject to market fluctuation and may have
                      increased or decreased in value prior to their delivery.
                      The funds segregated, with their custodian, assets with a
                      market value equal to the amount of their purchase
                      commitments. The purchase of securities on a when-issued
                      or forward-commitment basis may have increased the
                      volatility of the funds' net asset value if the funds made
                      such purchases while remaining substantially fully
                      invested.
 
                      In connection with their ability to purchase securities on
                      a when-issued or forward-commitment basis, Government
                      Income Fund entered into mortgage dollar rolls in which
                      the fund sold securities purchased on a forward commitment
                      basis and simultaneously contracted with a counterparty to
                      repurchase similar (same type, coupon and maturity) but
                      not identical securities on a specified future date. As an
                      inducement to "roll over" its purchase commitments, the
                      fund received negotiated fees. For the period ended July
                      31, 1998, such fees earned amounted to $75,481 for
                      Government Income Fund.
 
- --------------------------------------------------------------------------------
 
                      4  1998 Annual Report - Income Funds
<PAGE>
                      Notes to Financial Statements (continued)
- --------------------------------------------------------------------------------
 
                      FEDERAL TAXES
                      Each fund is treated separately for federal income tax
                      purposes. Prior to discontinuing operations, each fund
                      complied with the requirements of the Internal Revenue
                      Code applicable to regulated investment companies in order
                      to avoid payment of federal income tax. The funds
                      distributed their taxable net investment income and
                      realized gains to avoid the payment of any federal excise
                      tax.
 
                      Net investment income and net realized gains (losses) may
                      have differed for financial statement and tax purposes
                      primarily because of losses deferred due to "wash sale"
                      transactions and the timing of recognition of income on
                      certain collateralized mortgage-backed securities. The
                      character of distributions made during the year from net
                      investment income or net realized gains may have differed
                      from its ultimate characterization for federal income tax
                      purposes. In addition, due to the timing of dividend
                      distributions, the fiscal year in which amounts were
                      distributed may have differed from the year that the
                      income or realized gains or losses were recorded by the
                      funds.
 
                      As a result of permanent book-to-tax differences,
                      reclassification adjustments were made prior to the
                      mergers of the funds as follows:
 
<TABLE>
<CAPTION>
                                           GOVERNMENT    INTERMEDIATE
                                          INCOME FUND      BOND FUND
                                          ------------   -------------
<S>                                       <C>            <C>
Decrease distributions in excess of net
  investment income ....................    $156,849        $     --
Decrease undistributed net investment
  income ...............................    $     --        $  6,857
Increase accumulated net realized loss
  on investment ........................    $160,695        $     --
Increase additional paid in captial ....    $  3,846        $  6,857
</TABLE>
 
                      ALLOCATION OF INCOME, EXPENSES AND GAINS (LOSSES)
                      Income, expenses (other than class-specific expenses) and
                      realized and unrealized gains and losses for Intermediate
                      Bond Fund were allocated daily to each class of shares
                      based upon the relative proportion of net assets
                      represented by such class. Class-specific expenses, which
                      included distribution and service fees, were charged
                      directly to such class.
 
                      DISTRIBUTIONS TO SHAREHOLDERS
                      Distributions to shareholders from net investment income
                      for Government Income Fund were declared daily and paid
                      monthly. Distributions to shareholders from net investment
                      income for Intermediate Bond Fund were declared separately
                      for each class daily and paid monthly. Net realized gains
                      distributions for the funds, if any, were made at least
                      annually. Distributions were payable in cash or reinvested
                      in additional shares of the same class.
 
                      REPURCHASE AGREEMENTS
                      For repurchase agreements entered into with certain
                      broker-dealers, the funds, along with other affiliated
                      registered investment companies, transferred uninvested
                      cash balances to a joint trading account, the daily
                      aggregate of which was invested in repurchase agreements
                      secured by U.S. government or agency obligations.
                      Securities pledged as collateral for all individual and
                      joint repurchase agreements were held by the funds'
                      custodian bank until maturity of the repurchase agreement.
                      Provisions for all agreements ensured that the daily
                      market value of the collateral was in excess of the
                      repurchase amount, including accrued interest, to protect
                      the funds in the event of a default.
 
- --------------------------------------------------------------------------------
 
                      5  1998 Annual Report - Income Funds
<PAGE>
                      Notes to Financial Statements (continued)
- --------------------------------------------------------------------------------
 
                      USE OF ESTIMATES
                      The preparation of financial statements in conformity with
                      generally accepted accounting principles required
                      management to make estimates and assumptions that affected
                      the reported amounts in the financial statements. Actual
                      results could have differed from these estimates.
 
(3) INVESTMENT
    SECURITY
    TRANSACTIONS
 ................................
                      Cost of purchases and proceeds from sales of securities,
                      other than temporary investments in short-term securities
                      and dollar roll transactions, for the period ended July
                      31, 1998 were as follows:
 
<TABLE>
<CAPTION>
                                          GOVERNMENT   INTERMEDIATE
                                          INCOME FUND    BOND FUND
                                          -----------  -------------
<S>                                       <C>          <C>
Purchases ..............................  $13,985,396   $  2,348,999
Proceeds from sales ....................  $28,808,201   $ 27,098,153
</TABLE>
 
                      Including dollar rolls for Government Income Fund,
                      purchases and sales aggregated $49,048,287 and
                      $63,871,092, respectively.
 
(4) CAPITAL SHARE
    TRANSACTIONS
 ................................
                      Capital share transactions for the funds were as follows:
 
<TABLE>
<CAPTION>
                                                PERIOD ENDED               YEAR ENDED
                                              JULY 31, 1998(b)         SEPTEMBER 30, 1997
                                          ------------------------  ------------------------
                                            SHARES       AMOUNT       SHARES       AMOUNT
                                          ----------  ------------  ----------  ------------
<S>                                       <C>         <C>           <C>         <C>
GOVERNMENT INCOME FUND:
  Sales of fund shares .................     937,630  $  8,714,404     686,546  $  6,139,195
  Issued for reinvested
    distributions ......................     281,562     2,611,180     406,146     3,630,952
  Redemptions of fund shares ...........  (2,307,534)  (21,422,174) (3,247,825)  (29,089,924)
  Merger into Fixed Income Fund (note
    7) .................................  (6,252,012)  (57,879,650)         --            --
                                          ----------  ------------  ----------  ------------
                                          (7,340,354) $(67,976,240) (2,155,133) $(19,319,777)
                                          ----------  ------------  ----------  ------------
                                          ----------  ------------  ----------  ------------
</TABLE>
 
<TABLE>
<CAPTION>
                                                PERIOD ENDED              PERIOD ENDED
                                              JULY 31, 1998(b)       SEPTEMBER 30, 1997(a)
                                          ------------------------  ------------------------
                                            SHARES       AMOUNT       SHARES       AMOUNT
                                          ----------  ------------  ----------  ------------
<S>                                       <C>         <C>           <C>         <C>
INTERMEDIATE BOND FUND:
CLASS A
  Sales of fund shares .................     102,373  $    788,322     412,880  $  3,127,050
  Issued for reinvested
    distributions ......................     194,317     1,496,893     467,515     3,535,885
  Redemptions of fund shares ...........  (2,979,130)  (22,932,706) (8,391,651)  (63,548,352)
  Redemptions in exchange for Class Y
    shares .............................          --            --  (2,201,482)  (16,775,291)
  Merger into Intermediate Term Income
    Fund Class A (note 7) ..............  (5,708,848)  (43,925,956)         --            --
                                          ----------  ------------  ----------  ------------
                                          (8,391,288) $(64,573,447) (9,712,738) $(73,660,708)
                                          ----------  ------------  ----------  ------------
                                          ----------  ------------  ----------  ------------
CLASS Y
  Sales of fund shares .................      77,751  $    600,490      37,581  $    284,580
  Sales in exchange for Class A
    shares .............................          --            --   2,201,482    16,775,291
  Issued for reinvested
    distributions ......................      31,746       244,595      41,735       316,060
  Redemptions of fund shares ...........    (782,115)   (6,075,058)   (459,438)   (3,463,861)
  Merger into Intermediate Term Income
    Fund Class Y (note 7) ..............  (1,148,742)   (8,843,826)         --            --
                                          ----------  ------------  ----------  ------------
                                          (1,821,360) $(14,073,799)  1,821,360  $ 13,912,070
                                          ----------  ------------  ----------  ------------
                                          ----------  ------------  ----------  ------------
</TABLE>
 
(a)  REPRESENTS PERIOD FROM FEBRUARY 18 (COMMENCEMENT OF OFFERING OF SHARES) TO
     SEPTEMBER 30, 1997.
(b)  PERIOD FROM OCTOBER 1, 1997 TO JULY 31, 1998 (DATE OF MERGER).
 
- --------------------------------------------------------------------------------
 
                      6  1998 Annual Report - Income Funds
<PAGE>
                      Notes to Financial Statements (continued)
- --------------------------------------------------------------------------------
 
                      Piper Jaffray Inc. (Piper Jaffray) acted as distributor
                      for the funds from inception through April 30, 1998. On
                      May 1, 1998, SEI Investments Distribution Corporation
                      (SEI) assumed the role of the funds' distributor. SEI is
                      not an affiliate of Piper Capital Management Incorporated
                      or of the funds. Sales charges received by Piper Jaffray,
                      the funds' distributor, for distributing the funds' shares
                      from October 31, 1998 through April 30, 1998, were as
                      follows:
 
<TABLE>
<CAPTION>
                                                              INTERMEDIATE
                                                               BOND FUND
                                           GOVERNMENT    ----------------------
                                          INCOME FUND    CLASS A      CLASS Y
                                          ------------   --------   -----------
<S>                                       <C>            <C>        <C>
Front-end sales charges ................     $8,779       $3,663       $  --
Contingent deferred sales charges ......      1,165          628          --
                                          ------------   --------        ---
                                             $9,944       $4,291       $  --
                                          ------------   --------        ---
                                          ------------   --------        ---
</TABLE>
 
(5) EXPENSES
 ................................
                      INVESTMENT MANAGEMENT FEE
                      Piper Funds entered into investment management agreements
                      with Piper Capital Management Incorporated (Piper Capital)
                      under which Piper Capital managed each fund's assets and
                      furnished related office facilities, equipment, research
                      and personnel. The agreements required each fund to pay
                      Piper Capital a monthly fee based on average daily net
                      assets. The fees for each fund were as follows: Government
                      Income Fund, an annual rate of 0.50% of the first $250
                      million in net assets and decreasing percentages
                      thereafter to 0.40% of net assets in excess of $500
                      million; Intermediate Bond Fund, an annual rate of 0.30%
                      of the first $100 million in net assets, 0.25% of the next
                      $150 million and 0.20% of net assets in excess of $250
                      million. For the period ended July 31, 1998, the effective
                      management fees paid by the funds were 0.50% and 0.30% on
                      an annual basis for Government Income Fund and
                      Intermediate Bond Fund, respectively.
 
                      DISTRIBUTION AND SERVICE FEES
                      Piper Jaffray acted as distributor for the funds from
                      inception through April 30, 1998. On May 1, 1998, SEI
                      Investments Distribution Corporation (SEI) assumed the
                      role of the funds' distributor. Each fund paid Piper
                      Jaffray and SEI fees accrued daily and paid quarterly, for
                      providing shareholder services and distribution-related
                      services for the periods referred to above. The fees for
                      each fund, which were being voluntarily limited for
                      Government Income Fund and Class A of Intermediate Bond
                      Fund for the period ended July 31, 1998, are stated below
                      as a percent of average daily net assets attributable to
                      such shares.
 
<TABLE>
<CAPTION>
                                                             INTERMEDIATE
                                                               BOND FUND
                                           GOVERNMENT    ---------------------
                                          INCOME FUND    CLASS A     CLASS Y
                                          ------------   --------   ----------
<S>                                       <C>            <C>        <C>
Distribution fee .......................       0.25%        0.05%        --
Service fee ............................       0.25%        0.25%        --
                                             ------      --------   ----------
  Total distribution and service
    fees ...............................       0.50%        0.30%        --
                                             ------      --------   ----------
                                             ------      --------   ----------
  Total distribution and service fees
    after voluntary limitation .........       0.34%        0.22%        --
                                             ------      --------   ----------
                                             ------      --------   ----------
</TABLE>
 
                      SHAREHOLDER ACCOUNT SERVICING FEES
                      The company also entered into shareholder account
                      servicing agreements under which Piper Jaffray and Piper
                      Trust Company (Piper Trust) performed various transfer and
                      dividend disbursing agent services for accounts held at
                      the respective company. The fees, which were paid monthly
                      to Piper
 
- --------------------------------------------------------------------------------
 
                      7  1998 Annual Report - Income Funds
<PAGE>
                      Notes to Financial Statements (continued)
- --------------------------------------------------------------------------------
                      Jaffray and Piper Trust for providing these services, were
                      equal to an annual rate of $7.50 per active shareholder
                      account and $1.60 per closed account. For the period ended
                      July 31, 1998, Piper Jaffray and Piper Trust received the
                      following amounts in connection with the shareholder
                      account servicing agreements:
 
<TABLE>
<CAPTION>
                                           GOVERNMENT    INTERMEDIATE
                                          INCOME FUND      BOND FUND
                                          ------------   -------------
<S>                                       <C>            <C>
Piper Jaffray ..........................     $26,455        $10,692
Piper Trust ............................       5,684            915
                                          ------------   -------------
                                             $32,139        $11,607
                                          ------------   -------------
                                          ------------   -------------
</TABLE>
 
                      OTHER FEES AND EXPENSES
                      In addition to the investment management, distribution and
                      shareholder account servicing fees, each fund was
                      responsible for paying most other operating expenses
                      including: outside directors' fees and expenses; custodian
                      fees; registration fees; printing and shareholder reports;
                      transfer agent fees and expenses; legal, auditing and
                      accounting services; insurance; interest; taxes and other
                      miscellaneous expenses.
 
                      Expenses paid indirectly represented a reduction of
                      custodian fees for earnings on miscellaneous cash balances
                      maintained by the funds.
 
(6) CAPITAL LOSS
    CARRYOVER
 ................................
                      For federal income tax purposes, the following funds had
                      capital loss carryovers at the date of the merger, which,
                      if not offset by subsequent capital gains, will expire on
                      the funds' fiscal year-ends as indicated below. As a
                      result of the acquisition of the funds' net assets by
                      First American Investment Funds, Inc.--Fixed Income Fund
                      and Intermediate Term Income Fund, these capital loss
                      carryovers will be available to Fixed Income Fund and
                      Intermediate Term Income Fund, subject to certain
                      limitations. It is unlikely the boards of the acquiring
                      funds will authorize a distribution of any net realized
                      capital gains until the available capital loss carryovers
                      have been offset or expire. Utilization of these capital
                      loss carryovers by First American Investment Funds, Inc. -
                      Fixed Income Fund and Intermediate Term Income Fund in the
                      year ended September 30, 1998 is limited to $474,993 and
                      432,277, respectively. In subsequent years, utilization of
                      these capital loss carryovers is limited to $2,989,179 per
                      year and $2,720,363 per year, respectively.
 
<TABLE>
<CAPTION>
        GOVERNMENT                   INTERMEDIATE
       INCOME FUND                    BOND FUND
- --------------------------   ----------------------------
 CAPITAL LOSS                 CAPITAL LOSS
  CARRYOVER     EXPIRATION      CARRYOVER      EXPIRATION
- --------------  ----------   ---------------   ----------
<S>             <C>          <C>               <C>
$      781,426     2002      $   180,104,699      2003
    13,367,115     2003           95,748,876      2004
     1,723,511     2004
- --------------               ---------------
$   15,872,052               $   275,853,575
- --------------               ---------------
- --------------               ---------------
</TABLE>
 
(7) MERGER
 ................................
                      At a special meeting held July 10, 1998, shareholders of
                      Government Income Fund and Intermediate Bond Fund approved
                      a plan under which the funds' net assets were acquired by
                      First American Investment Funds, Inc. - Fixed Income Fund
                      and Intermediate Term Income Fund, respectively, each of
                      which is a diversified series of an open-end investment
                      management company. These tax-free reorganizations were
                      effective July 31, 1998.
 
- --------------------------------------------------------------------------------
 
                      8  1998 Annual Report - Income Funds
<PAGE>
                      Notes to Financial Statements (continued)
- --------------------------------------------------------------------------------
 
                      The following table presents the composition of the net
                      assets of the funds immediately prior to the mergers.
 
<TABLE>
<CAPTION>
                                           GOVERNMENT   INTERMEDIATE
                                          INCOME FUND     BOND FUND
                                          ------------  -------------
<S>                                       <C>           <C>
Capital stock and additional paid-in
  capital ..............................  $ 70,536,725  $ 327,633,994
Accumulated net realized loss on
  investments ..........................   (16,068,218)  (275,855,768)
Unrealized appreciation of
  investments ..........................     3,411,143        991,556
                                          ------------  -------------
Total - representing net assets
  applicable to capital stock ..........  $ 57,879,650  $  52,769,782
                                          ------------  -------------
                                          ------------  -------------
CLASS A:
  Net assets ...........................  $ 57,879,650  $  43,925,956
  Net asset value ......................  $      9.258  $       7.694
  Shares outstanding ...................     6,252,012      5,708,848
 
CLASS Y:
  Net assets ...........................            --  $   8,843,826
  Net asset value ......................            --  $       7.699
  Shares outstanding ...................            --      1,148,742
</TABLE>
 
- --------------------------------------------------------------------------------
 
                      9  1998 Annual Report - Income Funds
<PAGE>
                      Notes to Financial Statements (continued)
- --------------------------------------------------------------------------------
 
(8) FINANCIAL
    HIGHLIGHTS
 ................................
                      Per-share data for a share of capital stock outstanding
                      throughout each period and selected information for each
                      period are as follows:
 
                      GOVERNMENT INCOME FUND
 
<TABLE>
<CAPTION>
                                          Period Ended                   Year Ended September 30,
                                            July 31,         ------------------------------------------------
                                             1998(c)          1997      1996      1995      1994       1993
                                          -------------      -------   -------   -------   -------    -------
<S>                                       <C>                <C>       <C>       <C>       <C>        <C>
PER-SHARE DATA
Net asset value, beginning of period ...      $ 9.16         $  8.83   $  8.99   $  8.42   $ 10.01    $  9.86
                                          -------------      -------   -------   -------   -------    -------
Operations:
  Net investment income ................        0.49            0.57      0.60      0.60      0.69       0.80
  Net realized and unrealized gains
    (losses) on investments ............        0.10            0.33     (0.16)     0.60     (1.58)      0.15
                                          -------------      -------   -------   -------   -------    -------
    Total from operations ..............        0.59            0.90      0.44      1.20     (0.89)      0.95
                                          -------------      -------   -------   -------   -------    -------
Distributions to shareholders:
  From net investment income ...........       (0.49)          (0.57)    (0.60)    (0.63)    (0.68)     (0.80)
  From net realized gains ..............          --              --        --        --     (0.02)        --
                                          -------------      -------   -------   -------   -------    -------
    Total distributions to
      shareholders .....................       (0.49)          (0.57)    (0.60)    (0.63)    (0.70)     (0.80)
                                          -------------      -------   -------   -------   -------    -------
Net asset value, date of merger
  (7/31/98) ............................       (9.26)             --        --        --        --         --
                                          -------------      -------   -------   -------   -------    -------
Net asset value, end of period .........      $   --         $  9.16   $  8.83   $  8.99   $  8.42    $ 10.01
                                          -------------      -------   -------   -------   -------    -------
                                          -------------      -------   -------   -------   -------    -------
SELECTED INFORMATION
Total return (a) .......................        6.54%          10.49%     4.99%    14.87%    (9.26)%    10.06%
Net assets at end of period (in
  millions) ............................          --         $    67   $    84   $   106   $   126    $   160
Ratio of expenses to average daily net
  assets ...............................        1.23%(b)        1.19%     1.09%     1.11%     1.05%      1.09%
Ratio of net investment income to
  average daily net assets .............        5.98%(b)        6.32%     6.66%     7.02%     7.43%      8.10%
Portfolio turnover rate (excluding
  short-term securities and dollar roll
  transactions) ........................          20%             21%       32%       87%      121%       191%
Ratios before waivers by the
  distributor:
  Ratio of expenses to average daily net
    assets before waivers ..............        1.40%(b)        1.35%     1.28%     1.29%     1.24%      1.27%
  Ratio of net investment income to
    average daily net assets before
    waivers ............................        5.81%(b)        6.16%     6.47%     6.84%     7.24%      7.92%
</TABLE>
 
(a)  TOTAL RETURN ASSUMES REINVESTMENT OF DISTRIBUTIONS AND DOES NOT REFLECT A
     SALES CHARGE.
(b)  ANNUALIZED.
(c)  DATE FUND DISCONTINUED OPERATIONS DUE TO MERGER. SEE NOTE 1 IN THE NOTES TO
     FINANCIAL STATMENTS.
 
- --------------------------------------------------------------------------------
 
                     10  1998 Annual Report - Income Funds
<PAGE>
                      Notes to Financial Statements (continued)
- --------------------------------------------------------------------------------
 
(8) FINANCIAL HIGHLIGHTS
   (CONTINUED)
 ................................
                      Per-share data for a share of capital stock outstanding
                      throughout each period and selected information for each
                      period are as follows:
 
                      INTERMEDIATE BOND FUND
 
<TABLE>
<CAPTION>
                                                                   CLASS A
                                     -------------------------------------------------------------------
                                       Period
                                        Ended                      Year Ended September 30,
                                      July 31,        --------------------------------------------------
                                       1998(f)         1997      1996        1995      1994       1993
                                     -----------      -------   -------     -------   -------    -------
<S>                                  <C>              <C>       <C>         <C>       <C>        <C>
PER-SHARE DATA
Net asset value, beginning of
  period ..........................      $ 7.67       $  7.50   $  8.12     $  7.98   $ 12.22    $ 11.51
                                     -----------      -------   -------     -------   -------    -------
Operations:
  Net investment income ...........        0.35          0.44      0.53(c)     0.88      0.90       1.29
  Net realized and unrealized gains
    (losses) on investments .......        0.02          0.17     (0.11)       0.31     (3.96)      0.56
                                     -----------      -------   -------     -------   -------    -------
    Total from operations .........        0.37          0.61      0.42        1.19     (3.06)      1.85
                                     -----------      -------   -------     -------   -------    -------
Distributions to shareholders:
  From net investment income ......       (0.33)        (0.44)    (1.04)      (1.05)    (0.95)     (0.90)
  From net realized gains .........          --            --        --          --     (0.23)     (0.24)
  Tax return of capital ...........       (0.02)           --        --          --        --         --
                                     -----------      -------   -------     -------   -------    -------
    Total distributions to
      shareholders ................       (0.35)        (0.44)    (1.04)      (1.05)    (1.18)     (1.14)
                                     -----------      -------   -------     -------   -------    -------
Net asset value, date of merger
  (7/31/98) .......................       (7.69)           --        --          --        --         --
                                     -----------      -------   -------     -------   -------    -------
Net asset value, end of period ....      $   --       $  7.67   $  7.50     $  8.12   $  7.98    $ 12.22
                                     -----------      -------   -------     -------   -------    -------
                                     -----------      -------   -------     -------   -------    -------
SELECTED INFORMATION
Total return (a) ..................        4.93%         8.29%     5.68%      16.15%   (26.65)%    17.04%
Net assets at end of period (in
  millions) .......................      $   --       $    64   $   136     $   319   $   564    $   792
Ratio of expenses to average daily
  net assets (b) ..................        0.92%(e)      0.85%     0.72%       0.97%     0.78%      0.70%
Ratio of net investment income to
  average daily net assets ........        5.40%(e)      5.83%     6.65%       8.02%     9.33%     12.51%
Portfolio turnover rate (excluding
  short-term securities) ..........           4%           86%       89%        136%      169%       109%
Ratios before waivers by the
  distributor:
  Ratio of expenses to average
    daily net assets before waivers
    (b) ...........................        1.01%(e)      0.93%     0.82%       1.07%     0.85%      0.77%
  Ratio of net investment income to
    average daily net assets before
    waivers .......................        5.31%(e)      5.75%     6.55%       7.92%     9.26%     12.44%
</TABLE>
 
<TABLE>
<CAPTION>
                                                              CLASS Y
                                          ------------------------------------------------
                                              Period Ended             Period Ended
                                            July 31, 1998(f)       September 30, 1998(d)
                                          --------------------   -------------------------
<S>                                       <C>                    <C>
PER-SHARE DATA
Net asset value, beginning of period ...         $ 7.68                    $ 7.62
                                                -------                   -------
Operations:
  Net investment income ................           0.36                      0.28
  Net realized and unrealized gains on
    investments ........................           0.02                      0.06
                                                -------                   -------
    Total from operations ..............           0.38                      0.34
                                                -------                   -------
Distributions to shareholders:
  From net investment income ...........          (0.34)                    (0.28)
  Tax return of capital ................          (0.02)                       --
                                                -------                   -------
    Total distributions to
      shareholders .....................          (0.36)                    (0.28)
                                                -------                   -------
Net asset value, date of merger
  (7/31/98) ............................          (7.70)                       --
                                                -------                   -------
Net asset value, end of period .........         $   --                    $ 7.68
                                                -------                   -------
                                                -------                   -------
SELECTED INFORMATION
Total return (a) .......................           5.05%                     4.58%
Net assets at end of period (in
  millions) ............................         $   --                    $   14
Ratio of expenses to average daily net
  assets ...............................           0.70%(e)                  0.57%(e)
Ratio of net investment income to
  average daily net assets .............           5.63%(e)                  6.06%(e)
Portfolio turnover rate (excluding
  short-term securities) ...............              4%                       86%
</TABLE>
 
(a)  TOTAL RETURN ASSUMES REINVESTMENT OF DISTRIBUTIONS AND DOES NOT REFLECT A
     SALES CHARGE.
(b)  INCLUDES FEDERAL EXCISE TAXES OF 0.08%, 0.37%, 0.23% AND 0.09% FOR FISCAL
     1996, 1995, 1994 AND 1993, RESPECTIVELY.
(c)  BASED ON AVERAGE SHARES OUTSTANDING DURING THE PERIOD.
(d)  COMMENCEMENT OF OFFERING OF CLASS Y SHARES WAS FEBRUARY 18, 1997.
(e)  ANNUALIZED.
(f)  DATE FUND DISCONTINUED OPERATIONS DUE TO MERGER. SEE NOTE 1 TO THE NOTES TO
     FINANCIAL STATEMENTS.
 
- --------------------------------------------------------------------------------
 
                     11  1998 Annual Report - Income Funds
<PAGE>
             Independent Auditors' Report
- --------------------------------------------------------------------------------
 
                      THE BOARD OF DIRECTORS AND SHAREHOLDERS
                      PIPER FUNDS INC.:
 
                      We have audited the accompanying statements of operations
                      of Government Income Fund and Intermediate Bond Fund
                      (funds within Piper Funds Inc.) for the period from
                      October 1, 1997 to July 31, 1998 (date of fund mergers),
                      the statements of changes in net assets for the period
                      from October 1, 1997 to July 31, 1998, and the year ended
                      September 30, 1997, and the financial highlights for
                      periods presented in note 8 to the financial statements.
                      These financial statements and the financial highlights
                      are the responsibility of the funds' management. Our
                      responsibility is to express an opinion on these financial
                      statements and the 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 the
                      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. 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 the financial
                      highlights referred to above present fairly, in all
                      material respects, for Government Income Fund and
                      Intermediate Bond Fund, the results of their operations,
                      the changes in their net assets and the financial
                      highlights for the periods stated in the first paragraph
                      above, in conformity with generally accepted accounting
                      principles.
 
                      As described in note 1 to the financial statements,
                      Government Income Fund and Intermediate Bond Fund merged
                      into Fixed Income Fund and Intermediate Term Income Fund
                      (each a series of First American Investment Funds, Inc.),
                      respectively, on July 31, 1998.
 
                      KPMG Peat Marwick LLP
                      Minneapolis, Minnesota
                      September 11, 1998
 
- --------------------------------------------------------------------------------
 
                     12  1998 Annual Report - Income Funds
<PAGE>
             Federal Income Tax Information
- --------------------------------------------------------------------------------
 
                      The following per-share information describes the federal
                      tax treatment of distributions made during the fiscal
                      year. Distributions for the calendar year will be reported
                      on Form 1099-DIV. Please consult a tax advisor on how to
                      report these distributions at the state and local levels.
 
                      INCOME DISTRIBUTIONS (99.8% AND 95.4% TAXABLE AS ORDINARY
                      DIVIDENDS, NONE QUALIFYING FOR DEDUCTION BY CORPORATIONS,
                      AND 0.2% AND 4.6% TAX RETURN OF CAPITAL FOR GOVERNMENT
                      INCOME FUND AND INTERMEDIATE BOND FUND, RESPECTIVELY)
 
<TABLE>
<CAPTION>
                                                            INTERMEDIATE
                                          GOVERNMENT          BOND FUND
                                            INCOME      ---------------------
PAYABLE DATE                                 FUND        CLASS A     CLASS Y
- ----------------------------------------  -----------   ---------   ---------
<S>                                       <C>           <C>         <C>
October 1, 1997 ........................    $0.0481     $  0.0312   $  0.0354
November 3, 1997 .......................     0.0465        0.0361      0.0377
December 2, 1997 .......................     0.0450        0.0360      0.0374
January 2, 1998 ........................     0.0482        0.0360      0.0375
February 2, 1998 .......................     0.0464        0.0341      0.0356
March 2, 1998 ..........................     0.0463        0.0370      0.0382
April 1, 1998 ..........................     0.0488        0.0293      0.0306
May 1, 1998 ............................     0.0468        0.0351      0.0364
June 2, 1998 ...........................     0.0455        0.0351      0.0366
July 1, 1998 ...........................     0.0463        0.0370      0.0383
July 31, 1998 ..........................     0.0708        0.0317      0.0333
                                          -----------   ---------   ---------
  Total ................................    $0.5387     $  0.3786   $  0.3970
                                          -----------   ---------   ---------
                                          -----------   ---------   ---------
</TABLE>
 
- --------------------------------------------------------------------------------
 
                     13  1998 Annual Report - Income Funds
<PAGE>
             Shareholder Update
- --------------------------------------------------------------------------------
 
                      SPECIAL MEETING RESULTS
                      A special meeting of the funds' shareholders was held on
                      July 10, 1998. Each matter voted upon at that meeting, as
                      well as the number of votes cast for, against or withheld,
                      the number of abstentions, and the number of broker
                      non-votes with respect to such matters, are set forth
                      below.
 
                      1.  PROPOSAL TO RATIFY AND APPROVE AN INTERIM ADVISORY
                          AGREEMENT between the funds and Piper Capital
                          Management Incorporated ("Piper Capital") and the
                          receipt of investment advisory fees by Piper Capital
                          under such agreement.
 
<TABLE>
<CAPTION>
                                           GOVERNMENT      INTERMEDIATE BOND FUND
                                          INCOME FUND    ---------------------------
                                          ------------     CLASS A        CLASS Y
                                          SHARES VOTED   SHARES VOTED   SHARES VOTED
                                          ------------   ------------   ------------
<S>                                       <C>            <C>            <C>
For ....................................    6,023,175      5,896,468      1,162,896
Against ................................      160,107        146,662             --
Abstain ................................      275,060        162,611             --
                                          ------------   ------------   ------------
Total ..................................    6,458,342      6,205,741      1,162,896
</TABLE>
 
                      2.  PROPOSAL TO APPROVE AN AGREEMENTAND PLAN OF
                          REORGANIZATION providing for the transfer of the
                          assets and liabilities of Government Income Fund and
                          Intermediate Bond Fund, respectively, to funds of
                          First American Investment Funds, Inc. ("FAIF"), in
                          exchange for shares of the same class of shares of
                          FAIF Fixed Income Fund and FAIF Intermediate Term
                          Income Fund.
 
<TABLE>
<CAPTION>
                                           GOVERNMENT      INTERMEDIATE BOND FUND
                                          INCOME FUND    ---------------------------
                                          ------------     CLASS A        CLASS Y
                                          SHARES VOTED   SHARES VOTED   SHARES VOTED
                                          ------------   ------------   ------------
<S>                                       <C>            <C>            <C>
For ....................................    3,337,396      3,211,763      1,133,738
Against ................................      134,361        125,426             --
Abstain ................................      273,694        186,608             --
Broker Non-Vote ........................    2,712,891      2,681,945         29,158
                                          ------------   ------------   ------------
Total ..................................    6,458,342      6,205,742      1,162,896
</TABLE>
 
- --------------------------------------------------------------------------------
 
                     14  1998 Annual Report - Income Funds


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