YEAGER, WOOD & MARSHALL, INCORPORATED
POLICIES AND PROCEDURES RELATED TO PERSONAL INVESTING BY FIRM EMPLOYEES
AMENDED 12/30/99, EFFECTIVE JANUARY 1, 2000
Since October 1, 1966, the Securities & Exchange commission has had in effect
rules and regulations pertaining to securities transactions of officers and
employees of investment advisory firms. During 1999 the SEC issued new
regulations further restricting personal trading of employees of investment
advisory firms with a particular emphasis on firms advising mutual funds. All
investment advisory firms registered under the Investment Advisers Act of 1940
and/or providing investment management services to mutual funds registered under
the Investment Company Act of 1940 are required to maintain records of
securities transactions of their employees and have in place policies and
procedures that help ensure that the personal trading of employees do not
compromise the interests of mutual fund shareholders and clients of the firm.
Included in this policy statement are: (I) the reports that each of us will be
required to complete pertaining to our personal securities transactions and
holdings; and (II) the principles that we will follow to fulfill our fiduciary
obligations ("Conflict of Interest Rules").
I. REPORTS TO BE COMPLETED AND FILED WITH THE FIRM'S COMPLIANCE OFFICER
Reports must be made on all securities BENEFICIALLY owned by employees
other than United States Government obligations, money market instruments
and mutual fund shares. Reports must be made on your own account and that
of other members of your immediate family (spouse, minor children and
relatives sharing your home) and any other accounts in which you have any
direct or indirect beneficial interest, unless you have no "direct or
indirect influence or control" over such an account. For example,
transactions of a trust account for you or members of your family, over
which account you have no direct or indirect control, would not have to be
reported.
A. REPORTS ON PERSONAL TRADING
This report must cover purchases, sales or other acquisitions or
dispositions. Short sales and purchase or sale of options ("puts",
"calls", "straddles", etc.) must be reported. The report should
include the title and amount of the security involved, the date and
nature of the transaction (i.e., purchase, sale or other acquisition
or disposition), the price at which it was effected, the name and
relationship to you of the holder of the account (self, son, daughter,
spouse, father, etc.), and the name of the broker or dealer. The
report shall be made within ten days after the transaction was
effected. Reporting forms will be available through the Compliance
Officer of the Corporation. It will be your responsibility to report
on each and every transaction as required. The report can be completed
and forwarded at the time of transaction. If you had no transactions,
no report is required.
<PAGE>
B. REPORTS ON INVESTMENT HOLDINGS
This report should include type of security (e.g. common stock,
corporate bonds, private placements . . . etc.), title of security,
shares or quantity held. As mentioned above the following types of
securities may be excluded from these reports: United States
Government obligations, money market instruments and mutual fund
shares
1. INITIAL HOLDINGS REPORT
This report should be filed no later than 10 ten days after such
person becomes an employee of the firm.
2. ANNUAL HOLDINGS REPORT
This report should be filed with holdings as of December 31st
each year within 30 days following the year-end.
C. REPORTS ATTESTING TO COMPLETENESS OF PERSONAL TRADING REPORTS
These reports should be filed within 14 days following each calendar
quarter end.
All such reports will be made to the Compliance Officer of the Corporation, who
will analyze and examine the reports on the basis of established guidelines and
rules. If the Compliance Officer is not a member of the firm's Investment Policy
Committee ("IPC") and the transactions are for the account of an IPC member,
then a designated member of the IPC will undertake the analysis and review.
These reports will be maintained in confidence, and they will not be reviewed by
anyone else except in those instances where there is reason to question any
transaction. In those instances, it will be brought to the attention of the
Board of Directors, and they will take appropriate action.
II. CONFLICT OF INTEREST RULES
Employees of Yeager, Wood & Marshall, Incorporated are permitted to
purchase and sell securities in accordance with its "Conflict of Interest
Rules" which are as follows:
1. Investments may not be made in the securities of any company if it is
known that it is under consideration by the Investment Policy
Committee for addition to client portfolios and until all initial
client acquisition programs have been completed.
2. Investments cannot be sold in any company represented in client
portfolios if it is under consideration by the Investment Policy
Committee to sell client holdings in that company and until such sales
have been completed in all client portfolios.
3. Employees must obtain PRIOR approval from the Firm's Compliance
Officer before acquiring a beneficial ownership interest in ANY
securities offered in an IPO or private placement. Further, employees
may not participate in initial public offerings, secondary
underwritings or private placement of securities that are being
purchased in client accounts.
<PAGE>
4. No employee shall purchase or sell a security on the basis of what
might be construed as "material inside information" whether or not
that security is represented in client accounts or is being considered
for addition to any client accounts.
A written record of all violations of these rules and procedures will be
maintained by the firm's Compliance Officer and made available to regulatory
authorities where appropriate as well as to the Board of Directors of any mutual
fund company managed by the firm (e.g. US Global Leaders Growth Fund).
If you have questions about the reporting procedures, rules or doubts as to
interpretation, please discuss them with the firm's Compliance Officer. Mr.
Gordon M. Marchand, Vice President, Treasurer & Corporate Secretary and a member
of the firm's Investment Policy Committee, is currently serving as the firm's
Compliance Officer.
Board of Directors
Yeager, Wood & Marshall, Inc.
December 29, 1999
