PROFESSIONALLY MANAGED PORTFOLIOS
N-30D, 2000-11-09
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                                  PORTFOLIO 21
--------------------------------------------------------------------------------

                                  ANNUAL REPORT










--------------------------------------------------------------------------------
                                 August 31, 2000
<PAGE>
                                  PORTFOLIO 21

Dear Portfolio 21 Investors:

It is with pleasure that we write our second shareholder letter. Portfolio 21 is
almost one year old--11  months as of August 31, 2000.  Shareholder  letters are
written and sent  semi-annually,  so we will  concentrate on highlights from the
past six months.

FINANCIAL PERFORMANCE

We launched the Portfolio on September  30, 1999,  as of February 29, 2000,  the
Portfolio's total assets had grown to $3,567,380,  and by August 31, 2000, total
assets were  $7,271,799.  Although for the six months ended August 31, 2000, the
Portfolio's cumulative total return was 0.00% (flat), for its 11-month life, the
return has been 20.81%.  This  compares  favorably to The Morgan  Stanley  World
Equity Index which  returned 1.65% for the past six months and 12.41% for the 11
months ending  August 31, 2000.  We are using this index as our benchmark  since
Portfolio 21 holds both US and non-US stocks.

Probably the most memorable  aspect of the past six months was the sharp drop in
technology  stocks  during  the  month  of  April.  Many of  these  stocks  have
rebounded,  although the markets are much more skeptical about ".com"  companies
than they had been prior to April.  Portfolio 21 has significant exposure to the
technology sector, but we have been hesitant to focus on unprofitable  companies
that require significant financing to continue operating.  We have felt that the
risks were too high relative to the expected returns.

Portfolio  21's flat  return for the past six months was  actually  composed  of
widely dispersed  returns.  Companies such as Novo Nordisk,  Whole Foods,  Nike,
Herman Miller,  Tomra, and Interface performed very well, while Agilent, AT & T,
Electrolux, and Wild Oats lagged.

It is our intention that Portfolio 21 holdings be long term in nature.  However,
during the past six months, we have found it necessary to sell one holding--Real
Goods. In this case, we were concerned that its small size and a shaky financial
outlook outweighed the impressive sustainability aspirations of the company.

                                                                               1
<PAGE>
ENVIRONMENTAL SUSTAINABILITY

During  the  past  six  months,  three  new  companies--IMPCO,  Nokia,  and  NEG
Micon--were  qualified  for  inclusion in Portfolio  21. IMPCO and NEG Micon are
both  involved in  renewable  energy.  IMPCO  (United  States)  hopes to develop
hydrogen  storage  facilities  for fuel cells and has made a commitment to spend
research  dollars in this area.  Based in  Denmark,  NEG Micon  (NEG)  develops,
manufactures  and markets wind energy products.  Nokia, a Finnish company,  is a
major participant in the development of wireless  communications  technology and
equipment.

We continue  to seek out  companies  that  understand  how they can  incorporate
environmental   sustainability   into  their  businesses  in  order  to  enhance
profitability and long term success and that are making  substantive  efforts to
do so now. A word about  energy--as you review the holdings in Portfolio 21, you
will see that we have concentrated our energy holdings  exclusively in companies
that  have  made  significant  commitments  to  developing,  generating,  and/or
distributing  renewable  energy.  While  some of the  major oil  companies  have
publicly  announced  their  awareness of the need to transition away from fossil
fuels, their underlying investment strategies and capital outlays continue to be
concentrated in "old energy". Thus, they are not included in Portfolio 21.

SHAREHOLDER ACTIVISM

Once  Portfolio 21 has held  positions in stocks for more than one year, we will
be eligible to sponsor and  participate in the  shareholder  resolution  process
designed to increase the sustainability commitments of companies in Portfolio 21
by entering into dialogue with companies and, if necessary,  filing  resolutions
that require  shareholder  votes. We are currently in the process of determining
our strategy for the upcoming "proxy season". Of course, on an ongoing basis, we
communicate with the companies in the portfolio  whenever there are questions or
concerns  about  their   activities.   We  have  also  participated  in  several
letterwriting  campaigns  dealing  with issues  ranging  from the United  States
Department of Agriculture's  National Organic Standards  Proposal and its Review
of  Genetically  Engineered  Food Products to the Eu-ropean  Union  Directive on
Waste from Electrical and Electronic Equipment.

2
<PAGE>
INFORMATION AVAILABILITY

We  continue  to add  information  to our  website,  http://www.portfolio21.com.
Profiles for nearly all  companies  in Portfolio 21 are now posted,  and we have
provided  several  position  papers  dealing with specific areas of interest and
particular companies.  You can also find the Portfolio's daily share price (NAV)
on the website.

YOUR INPUT REQUESTED

We have heard from some of you who have  comments or questions  about  Portfolio
21. Thank you! Please  continue to let us know if you have questions,  feedback,
or suggestions. We also want you to know that shareholder service is a priority.
If, for any reason, you have concerns about statements,  confirmations, or other
account   matters,   please  call  us  at   877-351-4115,   ext.  21,  or  email
[email protected].

                                        Sincerely,

                                        /s/ Leslie E. Christian

                                        Leslie E. Christian

                                                                               3
<PAGE>
                                  PORTFOLIO 21

                      Value of $10,000 vs MSCI World Index

                             Cumulative Total Return
                          Period Ended August 31, 2000
                       Since Inception..............20.81%

                                Portfolio 21           MSCI World Index
                                ------------           ----------------
      9/30/99                      10,000                   10,000
     12/31/99                      10,962                   11,687
      3/31/00                      12,633                   11,807
      6/30/00                      11,924                   11,389
      8/31/00                      12,081                   11,424

Past performance is not predictive of future performance.

Past MSCI World Index  meeasures  performance  for a diverse  range of developed
country global stock markets,  including U.S., Canada,  Europe,  Australia,  New
Zealand and the Far East. The index reflects the  reinvestment of  distributions
if any,  but  does not  reflect  fees,  brokerage  commissions,  or  other  cost
investing.

4
<PAGE>
                                PORTFOLIO 21

SCHEDULE OF INVESTMENTS at August 31, 2000

 SHARES                                                                 VALUE
--------                                                             -----------
COMMON STOCKS: 95.9%

ALTERNATIVE ENERGY: 10.8%
  10,050   AstroPower, Inc. (United States)*                         $  345,469
   2,925   Ballard Power Systems Inc. (Canada)*                         296,522
   2,300   IMPCO Technologies, Inc. (United States)*                     55,344
   2,300   NEG Micon A/S (Denmark)*                                      91,874
                                                                     ----------
                                                                        789,209
                                                                     ----------
APPAREL/TEXTILES: 1.7%
   3,135   NIKE, Inc., Class B (United States)                          124,028
                                                                     ----------
AUTO/TRUCK MANUFACTURERS: 1.8%
   8,150   Volvo AB - Sponsored ADR (Sweden)                            134,475
                                                                     ----------
BANKS: 3.5%
   1,435   Union Bank of Switzerland AG - Sponsored ADR
           (Switzerland)                                                209,779
   5,450   Wainwright Bank & Trust Company (United States)               42,238
                                                                     ----------
                                                                        252,017
                                                                     ----------
BUILDING MATERIALS: 0.9%
   2,550   JM AB (Sweden)                                                48,911
  14,200   Kafus Industries Ltd. (Canada)*                               19,525
                                                                     ----------
                                                                         68,436
                                                                     ----------
COMMUNICATION EQUIPMENT: 9.9%
   9,025   Nokia Corp. - Sponsored ADR (United States)                  405,561
  15,500   Telefonaktiebolaget LM Ericsson - Sponsored ADR (Sweden)     317,750
                                                                     ----------
                                                                        723,311
                                                                     ----------
COMMUNICATION SERVICES: 7.5%
   9,650   AT&T Corp. - Liberty Media Group (United States)             303,975
   8,525   Swisscom AG - Sponsored ADR (Switzerland)                    240,298
                                                                     ----------
                                                                        544,273
                                                                     ----------
COMPUTERS - HARDWARE: 11.2%
   2,760   Hewlett-Packard Co. (United States)                          333,270
   3,625   International Business Machines Corp. (United States)        478,500
                                                                     ----------
                                                                        811,770
                                                                     ----------
ELECTRIC COMPANIES: 0.6%
   3,000   Graninge AB (Sweden)                                          42,283
                                                                     ----------
ELECTRONICS: 5.2%
   1,175   Mitsubishi Electric Corp. - Unsponsored ADR (Japan)          114,562
   8,000   Mitsubishi Electric Corp. (Japan)                             74,644
   1,630   Sony Corp. - Sponsored ADR (Japan)                           186,228
                                                                     ----------
                                                                        375,434
                                                                     ----------
ELECTRONICS - INSTRUMENTATION: 3.1%
   3,678   Agilent Technologies, Inc. (United States)*                  221,829
                                                                     ----------
ELECTRONICS - SEMICONDUCTORS: 4.5%
   5,255   STMicroelectronics N.V. (France)                             324,168
                                                                     ----------
ENVIRONMENTAL: 1.9%
   4,650   Tomra Systems ASA - Sponsored ADR (Norway)                   136,012
                                                                     ----------
FOOD - RETAIL: 5.9%
  12,700   Axfood AB (Sweden)                                            86,807
   3,935   Whole Foods Market, Inc. (United States)*                    198,718
  13,187   Wild Oats Markets, Inc. (United States)*                     141,760
                                                                     ----------
                                                                        427,285
                                                                     ----------
FOOD PROCESSING: 2.0%
  16,550   Horizon Organic Holding Corp. (United States)*               144,295
                                                                     ----------

See accompanying Notes to Financial Statements.

                                                                               5
<PAGE>
                                  PORTFOLIO 21

SCHEDULE OF INVESTMENTS at August 31, 2000, Continued

 SHARES                                                                 VALUE
--------                                                             -----------
HEALTH CARE - MEDICAL PRODUCTS: 5.1%
   3,650   Novo Nordisk A/S - Sponsored ADR (Denmark)                $  370,475

HOUSEHOLD FURNITURE/APPLIANCE: 4.6%
   6,055   Electrolux AB - Sponsored ADR (Sweden)                       152,132
   5,720   Herman Miller, Inc. (United States)                          182,682
                                                                     ----------
                                                                        334,814
                                                                     ----------
HOUSEHOLD PRODUCTS - NON-DURABLES: 1.8%
   7,200   Church & Dwight Co., Inc. (United States)                    129,150
                                                                     ----------
INSURANCE - PROPERTY-CASUALTY: 3.1%
   2,150   Swiss Reinsurance Co. - Sponsored ADR (Switzerland)          223,331
                                                                     ----------
LODGING - HOTELS: 1.9%
  13,550   Scandic Hotels AB (Sweden)                                   139,284
                                                                     ----------
MISC. FABRICATED PRODUCTS: 1.3%
   6,875   SKF AB (Sweden)                                               99,812
                                                                     ----------
OFFICE FURNISHINGS: 1.9%
  20,300   Interface, Inc. (United States)                              140,831
                                                                     ----------
PAPER & FOREST PRODUCTS: 3.2%
   5,800   AssiDoman AB (Sweden)                                         87,585
   7,730   Svenska Cellulosa AB (Sweden)                                146,630
                                                                     ----------
                                                                        234,215
                                                                     ----------
PHOTOGRAPHY/IMAGING: 2.5%
  11,135   Xerox Corp. (United States)                                  178,856
                                                                     ----------
TOTAL COMMON STOCKS
(Cost $6,451,909)                                                     6,969,593
                                                                     ----------

PRINCIPAL
AMOUNT                                                                  VALUE
---------                                                            -----------
SHORT-TERM INVESTMENTS: 5.8%

$423,558   UMB Money Market Fiduciary (Cost $423,558)                $  423,558
                                                                     ----------

TOTAL INVESTMENTS IN SECURITIES
(Cost $6,875,467+): 101.7%                                           $7,393,151

Liabilities in Excess of Other Assets: (1.7)%                          (121,352)
                                                                     ----------
NET ASSETS: 100.0%                                                   $7,271,799
                                                                     ==========

* Non-income producing security. ADR American depositary receipt.

+ At August 31, 2000, the basis of invest- ments for federal income tax purposes
was the same as their  cost  for  financial  report-  ing  purposes.  Unrealized
appreciation and depreciation were as follows:

Gross unrealized appreciation                                        $1,162,842
Gross unrealized depreciation                                          (645,158)
                                                                     ----------
Net unrealized appreciation                                          $  517,684
                                                                     ==========

                                                                     Percent of
Country                                                              Net Assets
-------                                                              ----------
Canada                                                                    4.3%
Denmark                                                                   6.4
France                                                                    4.4
Japan                                                                     5.2
Norway                                                                    1.9
Sweden                                                                   17.3
Switzerland                                                               9.3
United States                                                            52.9
Liabilities in excess of other assets                                    (1.7)
                                                                        -----
NET ASSETS                                                              100.0%
                                                                        =====

See accompanying Notes to Financial Statements.

6
<PAGE>
                                  PORTFOLIO 21

STATEMENT OF ASSETS AND LIABILITIES at August 31, 2000

ASSETS
  Investments in securities, at value (cost $6,875,467) .........   $ 7,393,151
  Receivables:
    Dividends and interest ......................................         5,006
    Due from Advisor ............................................         4,370
  Prepaid expenses ..............................................         4,325
                                                                    -----------
      Total assets ..............................................     7,406,852
                                                                    -----------
LIABILITIES
  Cash overdraft ................................................         4,992
  Securities purchased ..........................................        80,766
  Accrued expenses ..............................................        49,295
                                                                    -----------
      Total liabilities .........................................       135,053
                                                                    -----------
NET ASSETS ......................................................   $ 7,271,799
                                                                    ===========

NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE
  ($7,271,799 / 286,670 shares outstanding; unlimited
  number of shares authorized without par value) ................   $     25.37
                                                                    ===========
COMPONENTS OF NET ASSETS
  Paid-in capital ...............................................   $ 6,757,425
  Accumulated net investment income .............................         4,738
  Accumulated net realized loss on investments ..................        (8,048)
  Net unrealized appreciation on investments and foreign currency       517,684
                                                                    -----------
      Net assets ................................................   $ 7,271,799
                                                                    ===========

See accompanying Notes to Financial Statements.

                                                                               7
<PAGE>
                                  PORTFOLIO 21

STATEMENT OF OPERATIONS For the Period Ended August 31, 2000*

INVESTMENT INCOME
  Income
    Dividends (net of foreign taxes withheld of $2,240) ...........   $  43,491
    Interest ......................................................      15,051
                                                                      ---------
      Total income ................................................      58,542
                                                                      ---------
  Expenses
    Advisory fees .................................................      35,632
    Administration fees ...........................................      27,542
    Custody fees ..................................................      24,922
    Fund accounting fees ..........................................      24,025
    Audit fees ....................................................      14,001
    Transfer agent fees ...........................................      10,403
    Distribution fees .............................................       8,908
    Reports to shareholders .......................................       4,024
    Registration expense ..........................................       4,019
    Legal fees ....................................................       2,008
    Trustee fees ..................................................       1,988
    Insurance expense .............................................         252
    Miscellaneous .................................................       2,310
                                                                      ---------
      Total expenses ..............................................     160,034
      Less: fees waived and expenses absorbed .....................    (106,577)
                                                                      ---------
      Net expenses ................................................      53,457
                                                                      ---------
        NET INVESTMENT INCOME .....................................       5,085
                                                                      ---------

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
 AND FOREIGN CURRENCY
  Net realized loss on investments and foreign
    currency transactions .........................................      (8,395)
  Net unrealized appreciation on investments
    and foreign currency ..........................................     517,684
    Net realized and unrealized gain on
      investments and foreign currency ............................     509,289
                                                                      ---------
      NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ........   $ 514,374
                                                                      =========

* Commencement of operations on September 30, 1999.

See accompanying Notes to Financial Statements.

8
<PAGE>
                                  PORTFOLIO 21

STATEMENT OF CHANGES IN NET ASSETS

                                                             September 30, 1999*
                                                                  through
                                                               August 31, 2000
                                                                 -----------
INCREASE (DECREASE) IN NET ASSETS FROM:

OPERATIONS
  Net investment income .....................................    $     5,085
  Net realized loss on investments ..........................         (8,395)
  Net unrealized appreciation on investments
    and foreign currency ....................................        517,684
                                                                 -----------
    NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ....        514,374
                                                                 -----------

CAPITAL SHARE TRANSACTIONS
  Net increase in net assets derived from net change in
      outstanding shares (a) ................................      6,757,425
                                                                 -----------
    TOTAL INCREASE IN NET ASSETS ............................      7,271,799
                                                                 -----------

NET ASSETS
  Beginning of period .......................................             --
                                                                 -----------
  END OF PERIOD .............................................    $ 7,271,799
                                                                 ===========

(a) A summary of capital share transactions is as follows:

                                                        September 30, 1999*
                                                             through
                                                          August 31, 2000
                                                    ---------------------------
                                                      Shares           Value
                                                    -----------     -----------
Shares sold                                             288,661     $ 6,806,094
Shares redeemed                                          (1,991)        (48,669)
                                                    -----------     -----------
Net increase                                            286,670     $ 6,757,425
                                                    ===========     ===========

* Commencement of operations.

See accompanying Notes to Financial Statements.

                                                                               9
<PAGE>
                                  PORTFOLIO 21

FINANCIAL HIGHLIGHTS For a capital share outstanding throughout the period

                                                             September 30, 1999*
                                                                   through
                                                               August 31, 2000
                                                                   ------
Net asset value, beginning of period ..........................    $21.00
                                                                   ------
INCOME FROM INVESTMENT OPERATIONS:
  Net investment income .......................................      0.02
  Net realized and unrealized gain on investments
    and foreign currency ......................................      4.35
                                                                   ------
Total from investment operations ..............................      4.37
                                                                   ------
Net asset value, end of period ................................    $25.37
                                                                   ======
  Total return ................................................     20.81%++

RATIOS/SUPPLEMENTAL DATA:

  Net assets, end of period (millions) ........................    $  7.3

RATIO OF EXPENSES TO AVERAGE NET ASSETS:
  Before fees waived and expenses absorbed ....................      4.48%+
  After fees waived and expenses absorbed .....................      1.50%+

RATIO OF NET INVESTMENT INCOME (LOSS) TO AVERAGE NET ASSETS:
  Before fees waived and expenses absorbed ....................     (2.84)%+
  After fees waived and expenses absorbed .....................      0.14%+

  Portfolio turnover rate .....................................      0.17%++

*  Commencement of operations.
+  Annualized.
++ Not annualized.

See accompanying Notes to Financial Statements.

10
<PAGE>
                                  PORTFOLIO 21

NOTES TO FINANCIAL STATEMENTS

NOTE 1 - ORGANIZATION

     Portfolio 21 (the "Fund") is a series of shares of  beneficial  interest of
Professionally  Managed Portfolios (the "Trust"),  which is registered under the
Investment  Company  Act of 1940 (the  "1940  Act") as a  diversified,  open-end
management  investment company. The Fund began operations on September 30, 1999.
The investment objective of the Fund is to seek long-term growth of capital. The
Fund seeks to achieve its objective by investing primarily in equity securities.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

     The following is a summary of significant  accounting policies consistently
followed by the Fund.  These policies are in conformity with generally  accepted
accounting principles.

     A.   SECURITIES  VALUATION.  Securities  traded  on a  national  securities
          exchange or Nasdaq are valued at the last  reported  sale price at the
          close of regular  trading on each day that the  exchanges are open for
          trading;  securities  traded on an  exchange or Nasdaq for which there
          have been no sales, and other over-the-counter  securities, are valued
          at the last reported bid price.  Securities  for which  quotations are
          not readily  available are valued at their  respective  fair values as
          determined  in  good  faith  by  the  Board  of  Trustees.  Short-term
          investments  are stated at cost,  which  when  combined  with  accrued
          interest, approximates market value.

     B.   FOREIGN  CURRENCY.  Foreign currency  amounts,  other than the cost of
          investments,  are  translated  into U.S.  dollar values based upon the
          spot  exchange  rate at the  close  of  regular  trading.  The cost of
          investments  is translated at the rates of exchange  prevailing on the
          dates  the  portfolio  securities  were  acquired.  The Fund  includes
          foreign  exchange gains and losses from dividend  receivable and other
          foreign currency  denominated payables and receivables in realized and
          unrealized gain (loss) on investments and foreign  currency.  The Fund
          does not isolate that portion of realized and  unrealized  gain (loss)
          on  investments  resulting  from changes in foreign  exchange rates on
          investments from fluctuations arising from changes in the market price
          of  securities  for  financial  reporting  purposes.  Fluctuations  in
          foreign  exchange  rates on  investments  are thus  included  with net
          realized  and  unrealized  gain  (loss)  on  investments  and  foreign
          currency.

     C.   FEDERAL INCOME TAXES. The Fund intends to comply with the requirements
          of the  Internal  Revenue  Code  applicable  to  regulated  investment
          companies and to distribute all of its taxable income to shareholders.
          Therefore, no federal income tax provision is required.

                                                                              11
<PAGE>
                                  PORTFOLIO 21

NOTES TO FINANCIAL STATEMENTS Continued

          At  August  31,  2000,  the  Fund had a  capital  loss  carry  forward
          available  for federal  income tax purposes of $8,048 which expires in
          2007.

     D.   SECURITY TRANSACTIONS,  INVESTMENT INCOME AND DISTRIBUTIONS.  Security
          transactions  are  accounted  for on  the  trade  date.  The  cost  of
          securities  sold is  determined  on a specific  identification  basis.
          Dividend income and  distributions to shareholders are recorded on the
          ex-dividend date. Interest income is recorded on the accrual basis.

     E.   USE  OF  ESTIMATES.   The  preparation  of  financial   statements  in
          conformity  with generally  accepted  accounting  principles  requires
          management to make estimates and assumptions  that affect the reported
          amounts  of  assets  and  liabilities  at the  date  of the  financial
          statements. Actual results could differ from those estimates.

NOTE 3 - COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS

     Progressive  Investment Management Corporation (the "Advisor") provides the
Fund with investment  management services under an Investment Advisory Agreement
(the  "Agreement").  Under the Agreement,  the Advisor  furnishes all investment
advice, office space, facilities,  and most of the personnel needed by the Fund.
As  compensation  for its services,  the Advisor is entitled to a monthly fee at
the annual  rate of 1.00% of Fund's  average  daily net  assets.  For the period
ended August 31, 2000, the Fund incurred $35,632 in advisory fees.

     The Fund is responsible for its own expenses. The Advisor has contractually
agreed to limit the Fund's expenses by reducing all or a portion of its fees and
reimbursing the Fund's expenses,  excluding  interest and tax expenses,  so that
its ratio of expenses to average net assets will not exceed  1.50%.  In the case
of the Fund's  initial  period of  operations,  any fee withheld or  voluntarily
reduced  and/or any Fund expense  absorbed by the Advisor  pursuant to an agreed
upon expense cap shall be reimbursed by the Fund to the Advisor, if so requested
by the Advisor,  anytime  before the end of the fifth fiscal year  following the
year to which the fee waiver and/or  expense  absorption  relates,  provided the
aggregate amount of the Fund's current  operating  expenses for such fiscal year
does not exceed the applicable  limitation on Fund  expenses.  The Fund must pay
its current  ordinary  operating  expenses before the Advisor is entitled to any
reimbursement of fees and/or expenses. Any such reimbursement is also contingent
upon Board of Trustees  review and approval prior to the time the  reimbursement
is initiated.  For the period ended August 31, 2000,  the Advisor waived fees of
$35,632 and absorbed expenses of $70,945.

12
<PAGE>
                                  PORTFOLIO 21

NOTES TO FINANCIAL STATEMENTS Continued

     Investment Company Administration, L.L.C. (the "Administrator") acts as the
Fund's  administrator  under  an  Administration  Agreement.  The  Administrator
prepares various federal and state regulatory  filings,  reports and returns for
the Fund;  prepares  reports  and  materials  to be  supplied  to the  trustees;
monitors the activities of the Fund's custodian, transfer agent and accountants;
coordinates  the preparation and payment of Fund expenses and reviews the Fund's
expense accruals.  For its services, the Administrator receives a monthly fee at
the following annual rate:

     Under $15 million                  $30,000
     -----------------                  -------
     $15 to $50 million                 0.20% of average daily net assets
     $50 to $100 million                0.15% of average daily net assets
     $100 to $150 million               0.10% of average daily net assets
     Over $150 million                  0.05% of average daily net assets

     For the  period  ended  August  31,  2000,  the Fund  incurred  $27,542  in
administration fees.

     First  Fund  Distributors,  Inc.  (the  "Distributor")  acts as the  Fund's
principal  underwriter in a continuous public offering of the Fund's shares. The
Distributor is an affiliate of the Administrator.

     Certain  officers  and  trustees  of the  Trust  are also  officers  and/or
directors of the Administrator and Distributor.

NOTE 4 - DISTRIBUTION PLAN

     The Fund has adopted a  Distribution  Plan (the "Plan") in accordance  with
Rule 12b-1 under the 1940 Act. The Plan provides that the Fund will pay a fee to
the  Advisor,  as  Distribution  Coordinator,  at an annual rate of 0.25% of the
average  daily  net  assets  of the  Fund.  The fee is paid  to the  Advisor  as
reimbursement    for,   or   in   anticipation   of,   expenses   incurred   for
distribution-related  activity.  For the period ended August 31, 2000,  the Fund
incurred $8,908 in distribution fees.

NOTE 5 - INVESTMENT TRANSACTIONS

     The cost of purchases  and the proceeds  from sales of  securities  for the
period ended August 31, 2000, excluding short-term investments,  were $6,466,502
and $6,545, respectively.

                                                                              13
<PAGE>
               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

To the Shareholders of
  Portfolio 21
The Board of Trustees of
  Professional Managed Portfolios

We have audited the accompanying statement of assets and liabilities,  including
the schedule of investments,  of Portfolio 21, a series of Professional  Managed
Portfolios, as of August 31, 2000, and the related statement of operations,  the
statements of changes in net assets, and the financial highlights for the period
then  ended.  These  financial  statements  and  financial  highlights  are  the
responsibility  of the Fund's  management.  Our  responsibility is to express an
opinion on these  financial  statements  and financial  highlights  based on our
audit.

We conducted our audit in accordance with generally accepted auditing standards.
Those standards  require that we plan and perform the audit to obtain reasonable
assurance  about whether the financial  statements 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 August 31, 2000, by
correspondence with the custodians and brokers. An audit also includes assessing
the accounting principles used and significant estimates made by management,  as
well as evaluating the overall financial statement presentation. We believe that
our audit provides a reasonable basis for our opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above  present  fairly,  in all material  respects,  the  financial  position of
Portfolio 21 as of August 31, 2000, the results of its  operations,  the changes
in its net assets and the  financial  highlights  for the period then ended,  in
conformity with generally accepted accounting principles.

                                        TAIT, WELLER & BAKER

Philadelphia, Pennsylvania
October 16, 2000

14
<PAGE>
                                     Advisor

                  PROGRESSIVE INVESTMENT MANAGEMENT CORPORATION
                              2435 SW Fifth Avenue
                             Portland, Oregon 97201
                             (877) 351-4115 EXT. 21

                                   Distributor

                          FIRST FUND DISTRIBUTORS, INC.
                      4455 East Camelback Road, Suite 261E
                             Phoenix, Arizona 85018

                                    Custodian

                                 UMB BANK, N.A.
                               928 Grand Boulevard
                           Kansas City, Missouri 64106

                                 Transfer Agent
                          AMERICAN DATA SERVICES, INC.
                                  P.O. Box 5536
                         Hauppauge, New York 11788-0132

                                    Auditors

                              TAIT, WELLER & BAKER
                         8 Penn Center Plaza, Suite 800
                        Philadelphia, Pennsylvania 19103

                                  Legal Counsel

                     PAUL, HASTINGS, JANOFSKY & WALKER, LLP
                        345 California Street, 29th Floor
                         San Francisco, California 94104

This  report is  intended  for  shareholders  of the Fund and may not be used as
sales literature unless preceded or accompanied by a current prospectus.

Past  performance  results  shown in this  report  should  not be  considered  a
representation of future performance.  Share price and returns will fluctuate so
that shares, when redeemed,  may be worth more or less than their original cost.
Statements and other information herein are dated and are subject to change.


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