[Graphic Omitted]
THE SCHNEIDER
SMALL CAP
VALUE FUND
[Graphic Omitted]
SEMI-ANNUAL
REPORT
FEBRUARY 29,2000
[Graphic Omitted]
Schneider Capital Management
<PAGE>
SCHNEIDER
SMALL CAP VALUE FUND
SEMI-ANNUAL INVESTMENT ADVISER'S REPORT
FEBRUARY 29, 2000
Dear Fellow Shareholder:
We are pleased to provide you with the report of the Schneider Small Cap
Value Fund for the six month period ended February 29, 2000.
The Fund earned a negative 0.97% total return (capital appreciation plus
reinvested dividends) during the latest six month period as we took a pause
after our strong first year. The table below compares our fund's six-month and
since inception total returns with the unmanaged Russell 2000 Value Index.
Six-months Inception-to-date*
Schneider Small Cap Value Fund (0.97)% 80.69%
Russell 2000 Value Index 2.82% 15.06%
- ---------------
* Inception date was September 2, 1998.
The solid growth in worldwide economic activity pushed the broad markets
higher as we ended the year 1999. However, higher interest rates, increasing
fears of inflation and concerns the US economy may be heading for a slowdown
have curtailed this rise during the first quarter of 2000.
The dichotomy between growth and value has widened considerably in the last
six months as the Russell 2000 Growth Index outperformed the Russell 2000 Value
Index by more than 50 percentage points. We moved the Fund into even deeper
value stocks as the speculation in the NASDAQ tech stocks reached a fever pitch.
Sector weightings hurt the performance of the fund. Healthcare and
Technology, where the Fund is currently underweighted, were the leading sectors
in the Russell 2000 Value Index over the past six months. Performance in
economically sensitive sectors such as basic materials, where we are
overweighted, was weak despite strong underlying fundamentals.
The Fund benefited from returns generated from Mercer International, the
top performing stock in the portfolio. This European pulp and paper
manufacturing company nearly doubled in price as a result of increased product
demand and more favorable pulp pricing.
<PAGE>
SCHNEIDER
SMALL CAP VALUE FUND
SEMI-ANNUAL INVESTMENT ADVISER'S REPORT
FEBRUARY 29, 2000
OUTLOOK
We continue to find fertile new areas for investment. For example, the
commercial insurance industry is an area where we believe there is potential for
favorable returns. Currently, the industry is suffering from negative cashflows
and poor returns on equity. We believe these factors will allow surviving low
cost insurance providers to increase product prices which, in our opinion,
should ultimately push stock prices higher.
We also see promise in the agricultural equipment and the fertilizer
industry. The Asian economic rebound should enable consumers in these countries
to trade up from bread to meat, which we believe will drive up the demand for
grain. Currently, grain prices are approaching new lows. As the demand for grain
increases, it appears to us that the price of grain should rise as well, leading
to increased agricultural equipment and fertilizer demand from currently
depressed levels.
With the Federal Reserve Board raising interest rates in an attempt to
control inflation and slow domestic growth we continue to focus our holdings
predominantly in industries that will have more exposure to accelerating
international growth than a potentially slowing domestic economy. We believe the
market is currently overly focused on short-term momentum factors and it is our
opinion that value strategies are likely to reassert themselves as the current
internet mania passes. The portfolio is well positioned to benefit if that
occurs.
Thank your for your investment in the Schneider Small Cap Value Fund.
/S/ Arnold C. Schneider III
Arnold C. Schneider III, CFA
Portfolio Manager
Schneider Capital Management
2
<PAGE>
SCHNEIDER
SMALL CAP VALUE FUND
SEMI-ANNUAL INVESTMENT ADVISER'S REPORT
FEBRUARY 29, 2000 (UNAUDITED)
Comparison of Change in Value of $10,000 Investment in
Schneider Small Cap Value Fund (1)(2) vs. Russell 2000 Value Index
[GRAPHIC OMITTED]
EDGAR REPRESENTATION OF PLOT POINTS USED IN PRINTED GRAPHIC
Schneider Small Cap Russell 2000
9/2/98 $10,000.00 $10,000.00
9/30/98 $10,000.00 $10,565.00
10/31/98 $11,930.00 $10,879.00
11/30/98 $12,410.00 $11,174.00
12/31/98 $12,471.00 $11,524.00
1/31/99 $13,786.00 $11,263.00
2/28/99 $12,531.00 $10,494.00
3/31/99 $13,007.00 $10,408.00
4/30/99 $15,222.00 $11,358.00
5/31/99 $16,233.00 $11,706.00
6/30/99 $18,044.00 $12,130.00
7/31/99 $18,731.00 $11,843.00
8/31/99 $18,246.00 $11,190.00
9/30/99 $17,518.00 $10,967.00
10/31/99 $16,760.00 $10,748.00
11/30/99 $17,457.00 $10,804.00
12/31/99 $18,341.00 $11,136.00
1/31/00 $17,833.00 $10,844.00
2/29/00 $18,069.00 $11,506.00
TOTAL RETURNS
VALUE ON SINCE
FEBRUARY 29, 2000 INCEPTION(3)
----------------- -----------
Schneider Small Cap Value $18,069 80.69%
Russell 2000 Value Index $11,506 15.06%
The Fund's return is based on an increase in net asset value from $10.00
per share on September 1, 1998 to $15.30 per share on February 29, 2000,
adjusted for dividends totaling $2.61 per share paid from net realized gains.
- -------------
(1) The chart assumes a hypothetical $10,000 initial investment in the Fund
made on September 2, 1998 (inception) and reflects all Fund expenses.
Investors should note that the Fund is a professionally managed mutual fund
while the indices are unmanaged, do not incur sales charges and/or expenses
and are not available for investment.
(2) Schneider Capital Management waived a portion of its advisory fee and
agreed to reimburse a portion of the Fund's operating expenses, as
necessary, to maintain the expense limitation, as set forth in the notes to
the financial statements. Total returns shown include fee waivers and
expense reimbursements, if any; total returns would have been lower had
there been no assumption of fees and expenses in excess of expense
limitations. Returns shown include the reinvestment of all dividends and
other distributions. Past performance is not predictive of future
performance. Investment return and principal value will fluctuate, so that
your shares, when redeemed, may be worth more or less than their original
cost.
(3) Aggregate return for the period September 2, 1998 (commencement of
operations) through February 29, 2000.
The accompanying notes are an integral part of the financial statements.
3
<PAGE>
SCHNEIDER
SMALL CAP VALUE FUND
PORTFOLIO OF INVESTMENTS
FEBRUARY 29, 2000 (UNAUDITED)
SHARES VALUE
------ ----------
COMMON STOCKS -- 89.7%
AEROSPACE/DEFENSE -- 1.9%
Orbital Sciences Corp.* ............. 17,300 $ 302,750
----------
AGRICULTURE -- 0.8%
Corn Products International, Inc. ... 5,500 129,594
----------
ALUMINUM -- 0.6%
Commonwealth Industries, Inc. ....... 10,000 95,625
----------
CHEMICALS -- 2.2%
Airgas, Inc.* ....................... 12,800 88,800
Arch Chemicals, Inc. ................ 4,000 76,250
IMC Global, Inc. .................... 12,800 172,800
----------
337,850
----------
CHEMICALS & PLASTICS -- 1.6%
Wellman, Inc. ....................... 13,100 243,987
----------
CHEMICALS - SPECIALTY -- 1.6%
M.A. Hanna Co. ...................... 14,000 160,125
NL Industries, Inc. ................. 6,000 86,625
----------
246,750
----------
COMMUNICATION SERVICES -- 1.5%
Metromedia International
Group, Inc.* ..................... 34,600 237,875
----------
DELIVERY SERVICES -- 0.8%
Fritz Companies, Inc.* .............. 14,500 121,438
----------
ELECTRICAL EQUIPMENT -- 3.5%
Exide Corp. ......................... 23,800 240,975
Sensormatic Electronics Corp.* ...... 16,100 305,900
----------
546,875
----------
ELECTRONIC COMPONENTS & ACCESSORIES -- 1.4%
Arrow Electronics, Inc. ............. 7,000 211,750
----------
ENERGY -- 0.9%
Unisource Energy Corp. .............. 10,600 143,100
----------
FARM MACHINERY & EQUIPMENT -- 2.0%
CNH Global N.V. ..................... 27,300 302,006
----------
FINANCE -- 1.5%
AmeriCredit Corp.* .................. 10,000 138,750
Union Acceptance Corp., Class A* .... 18,000 94,500
----------
233,250
----------
SHARES VALUE
------ ----------
FINANCIAL SERVICES -- 1.2%
Arcadia Financial, LTD. ............. 25,200 $ 121,275
Delta Financial Corp. * ............. 20,000 75,000
----------
196,275
----------
FOODS -- 5.1%
Imperial Sugar Co. .................. 35,700 95,944
International Multifoods Corp. ...... 22,000 240,625
Suiza Foods Corp.* .................. 5,000 195,625
Tate & Lyle PLC - ADR ............... 10,000 163,750
Vlasic Foods International, Inc.* ... 34,900 98,156
----------
794,100
----------
FOODS - MEAT PROCESSING -- 2.1%
Pilgrim's Pride Corp., Class A ...... 36,000 189,000
Smithfield Foods, Inc.* ............. 9,200 142,600
----------
331,600
----------
FOOTWEAR -- 0.2%
Barry (R.G.) Corp. .................. 13,000 39,000
----------
HEALTH CARE -- 5.4%
Coventry Health Care, Inc.* ......... 28,800 235,800
Foundation Health Systems, Inc.* .... 15,100 125,519
Humana, Inc.* ....................... 21,000 143,062
Trigon Healthcare, Inc.* ............ 6,000 191,625
United Wisconsin Services, Inc. ..... 23,600 137,175
----------
833,181
----------
HEALTH CARE - HOSPITAL MANAGEMENT -- 0.8%
Triad Hospital, Inc.* ............... 7,500 120,000
----------
HOMEBUILDING -- 1.5%
Champion Enterprises, Inc.* ......... 15,500 97,844
Oakwood Homes Corp. ................. 52,800 135,300
----------
233,144
----------
INSURANCE - SPECIALTY -- 1.1%
FPIC Insurance Group, Inc.* ......... 10,200 167,025
----------
INSURANCE - PROPERTY & CASUALTY-- 5.3%
Fremont General Corp. ............... 20,000 145,000
HCC Insurance Holdings, Inc. ........ 12,000 153,000
Professionals Group, Inc.* .......... 4,950 99,000
PXRE Group, LTD. .................... 21,000 295,312
RenaissanceRe Holdings, LTD. ........ 3,500 132,562
----------
824,874
----------
The accompanying notes are an integral part of the financial statements.
4
<PAGE>
SCHNEIDER
SMALL CAP VALUE FUND
PORTFOLIO OF INVESTMENTS (CONTINUED)
FEBRUARY 29, 2000 (UNAUDITED)
SHARES VALUE
------ ----------
LEASING - TRUCK -- 0.3%
AMERCO* ............................. 2,500 $ 42,812
----------
MACHINERY - SPECIALIZED -- 0.8%
Metso Oyj - ADR* .................... 10,000 132,500
----------
MANUFACTURING - SPECIALTY -- 2.8%
Albany International Corp., Class A . 8,160 118,320
York International Corp. ............ 17,500 317,187
----------
435,507
----------
METAL FABRICATION -- 0.8%
Chicago Bridge & Iron Co., N.V. .... 8,500 133,875
----------
METAL MINING -- 1.4%
Brush Wellman, Inc. ................. 13,000 217,750
----------
NATURAL GAS - DISTRIBUTION -- 1.0%
Star Gas Partners, L.P.* ............ 3,821 21,493
Western Gas Resources, Inc. ......... 10,000 137,500
----------
158,993
----------
OFFICE/PLANT AUTOMATION -- 0.9%
Unova, Inc.* ........................ 13,000 150,313
----------
OIL & GAS - EQUIPMENT -- 2.5%
Grey Wolf, Inc.* ....................110,800 387,800
----------
OIL & GAS - EXPLORATION -- 0.5%
Titan Exploration, Inc.* ............ 19,600 83,300
----------
OIL & GAS - REFINING -- 1.7%
Tesoro Petroleum Corp.* ............. 11,700 108,225
Valero Energy Corp. ................. 6,000 153,000
----------
261,225
----------
OIL & GAS - SERVICES -- 1.4%
Newpark Resources, Inc.* ............ 27,700 216,406
----------
PACKAGING/CONTAINERS -- 1.6%
Gaylord Containers Corp., Class A* .. 45,900 246,713
----------
PAPER -- 6.8%
Longview Fibre Co. .................. 23,000 313,375
Mercer International, Inc. .......... 72,000 578,250
Rayonier, Inc. ...................... 4,000 159,000
----------
1,050,625
----------
SHARES VALUE
------ ----------
PLASTIC PRODUCTS -- 1.7%
Tupperware Corp. .................... 15,300 $ 262,969
----------
REAL ESTATE -- 1.7%
American Real Estate Partners, L.P.*. 15,000 115,313
Newhall Land & Farming Co. .......... 5,300 149,394
----------
264,707
----------
RESTAURANTS -- 0.3%
Avado Brands, Inc. .................. 12,000 52,125
----------
RETAIL - GROCERY STORES -- 0.7%
The Great Atlantic & Pacific
Tea Co., Inc. .................... 5,000 117,188
----------
RETAIL - SPECIALTY -- 1.3%
Baker J., Inc. ...................... 26,600 149,625
Intertan, Inc.* ..................... 5,650 50,497
----------
200,122
----------
SAVINGS & LOAN ASSOCIATIONS -- 3.5%
Bank Plus Corp.* .................... 47,000 105,750
Bay View Capital Corp. .............. 16,000 140,000
Westcorp, Inc. ...................... 23,000 294,687
----------
540,437
----------
SEMICONDUCTOR - EQUIPMENT -- 1.4%
Ultratech Stepper, Inc.* ............ 12,400 217,000
----------
SEMICONDUCTOR - TECHNOLOGY -- 3.2%
General Semiconductor, Inc.* ........ 30,000 500,625
----------
SERVICES - SPECIALTY -- 1.3%
Policy Management Systems Corp.* .... 8,000 71,000
Billing Concepts Corp.* ............. 24,000 141,000
----------
212,000
----------
SHIPPING -- 3.0%
Kirby Corp.* ........................ 10,000 193,750
Overseas Shipholding Group, Inc. .... 7,600 158,175
Sea Containers, LTD., Class A ....... 5,000 122,500
----------
474,425
----------
The accompanying notes are an integral part of the financial statements.
5
<PAGE>
SCHNEIDER
SMALL CAP VALUE FUND
PORTFOLIO OF INVESTMENTS (CONCLUDED)
FEBRUARY 29, 2000 (UNAUDITED)
SHARES VALUE
------ ------------
STEEL -- 1.3%
Birmingham Steel Corp. .............. 22,000 $ 101,750
Schnitzer Steel Industries, Inc.,
Class A .......................... 7,000 108,500
----------
210,250
----------
STEEL - SPECIALTY -- 3.9%
National Steel Corp., Class B ....... 10,000 70,000
NS Group, Inc.* ..................... 36,500 426,594
UCAR International, Inc.* ........... 7,000 106,750
----------
603,344
----------
TIRES & INNER TUBES -- 1.0%
Titan International, Inc. ........... 22,000 162,250
TOTAL COMMON STOCKS
(Cost $13,941,169) 14,027,310
----------
CANADIAN COMMON STOCK -- 2.1%
Boardwalk Equities, Inc.* ........... 10,000 86,147
Canadian Hotel Income
Properties, REIT ................. 18,661 108,031
Hudson's Bay Co. .................... 10,000 94,762
----------
TOTAL CANADIAN COMMON STOCK
(Cost $336,448) 288,940
----------
PAR
(000) VALUE
------ ---------
CONVERTIBLE BONDS -- 1.6%
PAPER -- 1.6%
Asia Pulp & Paper Convertible
(B3, CCC+)
3.500%, 04/30/03 ................. $320 $ 223,552
-----------
TOTAL CONVERTIBLE BONDS
(Cost $168,763) ................ 223,552
-----------
SHORT-TERM INVESTMENTS -- 4.1%
Rodney Square Cash Reserve
5.550%, 03/01/00 ................... 762 595,862
-----------
TOTAL SHORT-TERM INVESTMENTS
(Cost $595,862) ................ 595,862
-----------
TOTAL INVESTMENTS -- 97.5%
(Cost $15,042,242) ............... 15,135,664
-----------
ASSETS IN EXCESS
OF LIABILITIES-- 2.5% ............ 350,195
-----------
NET ASSETS-- 100.0% ................. $15,485,859
===========
- ------------------
* Non-income producing.
ADR - American Depository Receipt
REIT - Real Estate Investment Trust
The Moody's Investor Service, Inc. and Standard and Poor's Ratings Group's
ratings indicated are the most recent ratings available at February 29, 2000.
The accompanying notes are an integral part of the financial statements.
6
<PAGE>
SCHNEIDER
SMALL CAP VALUE FUND
STATEMENT OF ASSETS AND LIABILITIES
FEBRUARY 29, 2000 (UNAUDITED)
ASSETS
Investments, at value (cost -- $15,042,242) .................. $15,135,664
Receivable for investments sold .............................. 133,992
Dividends and interest receivable ............................ 16,230
Receivable from investment advisor ........................... 10,419
Receivable for fund shares sold .............................. 533,576
-----------
Total Assets ............................................... 15,829,881
-----------
LIABILITIES
Payable for investments purchased ............................ 310,929
Accrued expenses payable and other liabilities ............... 33,093
-----------
Total Liabilities .......................................... 344,022
-----------
NET ASSETS
Capital stock, $0.001 par value .............................. 1,012
Additional Paid-in capital ................................... 13,607,392
Accumulated net realized gain from investments
and foreign exchange transactions, if any .................. 1,784,034
Net unrealized appreciation on investments and
foreign exchange transactions, if any ...................... 93,421
-----------
Net assets applicable to shares outstanding .................. $15,485,859
===========
Shares outstanding .............................................. 1,012,418
===========
Net asset value, offering and redemption price per share ........ $15.30
===========
The accompanying notes are an integral part of the financial statements.
7
<PAGE>
SCHNEIDER
SMALL CAP VALUE FUND
STATEMENT OF OPERATIONS
(UNAUDITED)
FOR THE SIX
MONTHS ENDED
FEBRUARY 29, 2000
------------------
Investment Income
Dividends ............................................... $ 72,944*
Interest ................................................ 8,413
-------------
81,357
-------------
Expenses
Advisory fees ........................................... 67,043
Administration fees ..................................... 53,111
Transfer agent fees and expenses ........................ 13,474
Administrative service fees ............................. 10,056
Federal and state registration fees ..................... 9,994
Printing ................................................ 8,499
Custodian fees and expenses ............................. 8,160
Audit and legal fees .................................... 2,830
Directors fees .......................................... 149
Insurance ............................................... 69
Other ................................................... 615
-------------
Total expenses before waivers ......................... 174,000
Less: Waivers ........................................... (100,253)
-------------
Total expenses after waivers .......................... 73,747
-------------
Net investment income ...................................... 7,610
-------------
Net realized and unrealized gain/(loss) on investments
and foreign exchange transactions:
Net realized gain/(loss) from:
Investments ........................................... 2,086,917
Foreign currency transactions ......................... (242)
Net change in unrealized depreciation on:
Investments ........................................... (2,186,048)
Foreign currency transactions ......................... (2)
-------------
Net realized and unrealized loss on investments and
foreign exchange transactions ........................... (99,375)
-------------
Net decrease in net assets resulting from operations ....... $ (91,765)
=============
- ------------------
*Net of foreign withholding taxes of $1,522.
The accompanying notes are an integral part of the financial statements.
8
<PAGE>
SCHNEIDER
SMALL CAP VALUE FUND
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
FOR THE SIX MONTHS FOR THE PERIOD
ENDED FEBRUARY 29, 2000 SEPTEMBER 2, 1998*
(UNAUDITED) THROUGH AUGUST 31, 1999
------------------------ -----------------------
<S> <C> <C>
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS
Net investment income/(loss) ................................................ $ 7,610 $ (12,155)
Net realized gain from investments and
foreign currency transactions, if any ..................................... 2,086,675 1,815,110
Net change in unrealized appreciation/(depreciation) on investments and
foreign currency transactions, if any ..................................... (2,186,050) 2,279,471
------------ -----------
Net increase/(decrease) in net assets resulting from operations ............ (91,765) 4,082,426
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net realized capital gains .................................................. (2,065,468) (52,283)
------------ -----------
Total dividends and distributions to shareholders ......................... (2,065,468) (52,283)
------------ -----------
INCREASE IN NET ASSETS DERIVED FROM CAPITAL SHARE TRANSACTIONS ................. 4,719,366 8,893,583
------------ -----------
Total increase in net assets .............................................. 2,562,133 12,923,726
NET ASSETS
Beginning of period ......................................................... 12,923,726 --
------------ -----------
End of period ............................................................... $ 15,485,859 $12,923,726
============ ===========
- ------------------
<FN>
*Commencement of operations.
</FN>
</TABLE>
The accompanying notes are an integral part of the financial statements.
9
<PAGE>
SCHNEIDER
SMALL CAP VALUE FUND
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Contained below is per share operating performance data for each share
outstanding, total investment return, ratios to average net assets and other
supplemental data for the period. This information has been derived from
information provided in the financial statements.
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
FOR THE SIX MONTHS FOR THE PERIOD
ENDED FEBRUARY 29, 2000 SEPTEMBER 2, 1998*
(UNAUDITED) THROUGH AUGUST 31, 1999
----------------------- -----------------------
<S> <C> <C>
PER SHARE OPERATING PERFORMANCE**
Net asset value, beginning of period ........................................... $ 18.04 $ 10.00
Net investment income/(loss)(1) ................................................ 0.01 (0.02)
Net realized and unrealized gain/(loss) on investments and
foreign exchange transactions, if any(2) .................................... (0.27) 8.19
------- -------
Net increase/(decrease) in net assets resulting from operations ................ (0.26) 8.17
------- -------
Dividends and distributions to shareholders from:
Net investment income .......................................................... 0.00 --
Net realized capital gains ..................................................... (2.48) (0.13)
------- -------
Total dividends and distributions to shareholders .............................. (2.48) (0.13)
------- -------
Net asset value, end of period ................................................. $ 15.30 $ 18.04
======= =======
Total investment return(3) ..................................................... (0.97)% 82.46%
======= =======
RATIO/SUPPLEMENTAL DATA
Net assets, end of period (000's omitted) ...................................... $15,486 $12,924
Ratio of expenses to average net assets(1)(4) .................................. 1.10% 1.10%
Ratio of expense to average net assets without waivers and
expense reimbursements(4) ................................................... 2.57% 3.90%
Ratio of net investment income/(loss) to average net assets(1)(4) .............. 0.11% (0.17)%
Portfolio turnover rate(3) ..................................................... 48.29% 145.99%
- ------------------
<FN>
* Commencement of operations.
** Calculated based on shares outstanding on the first and last day of the
respective period, except for dividends and distributions, if any, which
are based on actual shares outstanding on the dates of distributions.
(1) Reflects waivers and reimbursements.
(2) The amounts shown for each share outstanding throughout the respective
period are not in accord with the changes in the aggregate gains and losses
on investments during the respective period because of the timing of sales
and repurchases of Fund shares in relation to fluctuating net asset value
during the respective period.
(3) Not annualized.
(4) Annualized
</FN>
</TABLE>
The accompanying notes are an integral part of the financial statements.
10
<PAGE>
SCHNEIDER
SMALL CAP VALUE FUND
NOTES TO FINANCIAL STATEMENTS
FEBRUARY 29, 2000 (UNAUDITED)
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
The RBB Fund, Inc. ("RBB") was incorporated under the laws of the State of
Maryland on February 29, 1988 and is registered under the Investment Company Act
of 1940, as amended, (the "Investment Company Act") as an open-end management
investment company. RBB is a "series fund", which is a mutual fund divided into
separate portfolios. Each portfolio is treated as a separate entity for certain
matters under the Investment Company Act, and for other purposes, and a
shareholder of one portfolio is not deemed to be a shareholder of any other
portfolio. Currently RBB has seventeen investment portfolios, including the
Schneider Small Cap Value Fund (the "Fund"). As of the date hereof, the Fund
offers the Institutional Class.
RBB has authorized capital of thirty billion shares of common stock of
which 20.03 billion are currently classified into ninety-nine classes. Each
class represents an interest in one of seventeen investment portfolios of RBB.
The classes have been grouped into fifteen separate "families", ten of which
have begun investment operations, including the Schneider Small Cap Value Fund,
which commenced investment operations on September 2, 1998.
PORTFOLIO VALUATION -- The net asset value of the Fund is determined as of
4:00 p.m. Eastern Standard Time on each business day. The Fund's securities are
valued at the last reported sales price on the national securities exchange or
national securities market on which such shares are primarily traded. If no
sales are reported, as in the case of some securities traded over-the-counter,
portfolio securities are valued at the mean between the last reported bid and
asked prices. Securities for which market quotations are not readily available
are valued at fair market value as determined in good faith by or under the
direction of RBB's Board of Directors. With the approval of the RBB's Board of
Directors, the Fund may use a pricing service, bank or broker-dealer experienced
in such matters to value its securities. Short-term obligations with maturities
of 60 days or less are valued at amortized cost, which approximates market
value. Expenses and fees, including investment advisory and administration fees
are accrued daily and taken into account for the purpose of determining the net
asset value of the Fund.
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 and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the period. Actual results could differ from those estimates.
REPURCHASE AGREEMENTS -- The Fund has agreed to purchase securities from
financial institutions subject to the seller's agreement to repurchase them at
an agreed-upon time and price ("repurchase agreements"). The financial
institutions with whom the Fund enters into repurchase agreements are banks and
broker/dealers which Schneider Capital Management, LP (the Fund's investment
adviser or "SCM") considers creditworthy. The seller under a repurchase
agreement will be required to maintain the value of the securities as
collateral, subject to the agreement at not less than the repurchase price plus
accrued interest. SCM marks to market daily the value of the collateral, and, if
necessary, requires the seller to maintain additional securities, to ensure that
the value is not less than the repurchase price. Default by or bankruptcy of the
seller would, however, expose the Fund to possible loss because of adverse
market action or delays in connection with the disposition of the underlying
securities.
11
<PAGE>
SCHNEIDER
SMALL CAP VALUE FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
FEBRUARY 29, 2000 (UNAUDITED)
INVESTMENT TRANSACTIONS AND INVESTMENT INCOME -- Transactions are accounted
for on the trade date. The cost of investments sold is determined by use of the
specific identification method for both financial reporting and income tax
purposes in determining realized gains and losses on investments. Interest
income is recorded on the accrual basis. Dividend income is recorded on the
ex-dividend date.
FOREIGN CURRENCY TRANSLATION -- Foreign securities, other assets and
liabilities are valued using the foreign currency exchange rate effective at the
end of the reporting period. Cost of investments is translated at the currency
exchange rate effective at the trade date. The gain or loss resulting from a
change in currency exchange rates between the trade and settlement dates of a
portfolio transaction is treated as a gain or loss on foreign currency.
Likewise, the gain or loss resulting from a change in currency exchange rates,
between the date income is accrued and paid, is treated as a gain or loss on
foreign currency. The Fund does not separate that portion of the results of
operations arising from changes in exchange rates and that portion arising from
changes in the market prices of securities.
DIVIDENDS AND DISTRIBUTIONS -- Dividends from net investment income, if
any, are declared and paid at least annually to shareholders. Distributions from
net realized capital gains, if any, are distributed at least annually. Income
and capital gain distributions are determined in accordance with U.S. federal
income tax regulations, which may differ from generally accepted accounting
principles. These differences include the treatment of non-taxable dividends,
expiring capital loss carryforwards, foreign currency gain/loss, partnerships,
and losses deferred due to wash sales and excise tax regulations. Permanent book
and tax basis differences relating to shareholder distributions will result in
reclassifications to paid in capital.
U.S. FEDERAL TAX STATUS -- No provision is made for U.S. federal income
taxes as it is the Fund's intention to qualify for and elect the tax treatment
applicable to regulated investment companies under Subchapter M of the Internal
Revenue Code of 1986, as amended, and make the requisite distributions to its
shareholders which will be sufficient to relieve it from U.S. federal income and
excise taxes.
2. TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES
SCM serves as the Fund's investment adviser. For its advisory services, SCM
is entitled to receive 1.00% of the Fund's average daily net assets, computed
daily and payable monthly.
The adviser has agreed to limit the Fund's total operating expenses for the
current fiscal year to the extent that such expenses exceeded 1.10% of the
Fund's average daily net assets. As necessary, this limitation is effected in
waivers of advisory fees and reimbursements of other fund expenses. For the six
months ended February 29, 2000, investment advisory fees and waivers of expenses
were as follows:
<TABLE>
<CAPTION>
GROSS ADVISORY WAIVERS NET ADVISORY
-------------- --------- ------------
<S> <C> <C> <C>
Schneider Small Cap Value Fund $67,043 $(61,345) $5,698
</TABLE>
The Fund will not pay SCM at a later time for any amounts it may waive or
any amounts that SCM has assumed.
12
<PAGE>
SCHNEIDER
SMALL CAP VALUE FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
FEBRUARY 29, 2000 (UNAUDITED)
PFPC Trust Co. serves as custodian of the Fund. PFPC Inc. ("PFPC"), serves
as administrator for the Fund. Both PFPC Trust Co. and PFPC are wholly-owned
subsidiaries of PFPC Worldwide, Inc., an indirect majority-owned subsidiary of
the PNC Financial Services Group, Inc. For providing administrative services
PFPC is entitled to receive a monthly fee equal to an annual rate of 0.125% of
the Fund's average daily net assets, subject to a minimum monthly fee of $8,333
per Fund.
For the six months ended February 29, 2000, PFPC, at their discretion,
voluntarily agreed to waive a portion of their administration fees for the Fund.
During this period, PFPC's administration fees and related waivers were as
follows:
<TABLE>
<CAPTION>
GROSS NET
ADMINISTRATION FEES WAIVERS ADMINISTRATION FEES
------------------- --------- -------------------
<S> <C> <C> <C>
Schneider Small Cap Value Fund $53,111 $(24,863) $28,248
</TABLE>
In addition, PFPC serves as the Fund's transfer and disbursing agent. PFPC,
at their discretion, voluntarily agreed to waive a portion of their transfer
agency fees for the Fund. During the six months ended February 29, 2000,
transfer agency fees and waivers were as follows:
<TABLE>
<CAPTION>
GROSS TRANSFER NET TRANSFER
AGENCY FEES WAIVERS AGENCY FEES
-------------- --------- ------------
<S> <C> <C> <C>
Schneider Small Cap Value Fund $13,474 $(6,000) $7,474
</TABLE>
Provident Distributors (PDI) provides certain administrative services to
the Fund. As compensation for such administrative services, PDI is entitled to
receive a monthly fee equal to an annual rate of 0.15% of the Fund's average
daily net assets.
For the six months ended February 29, 2000, PDI has, at its discretion,
voluntarily agreed to waive a portion of its administrative services fees for
the Fund. During this period, administrative services fees and waivers were as
follows:
<TABLE>
GROSS
ADMINISTRATIVE NET ADMINISTRATIVE
SERVICES FEES WAIVERS SERVICES FEES
-------------- --------- ------------------
<S> <C> <C> <C>
Schneider Small Cap Value Fund $10,056 $(8,045) $2,011
</TABLE>
These fees are computed daily and paid monthly.
3. INVESTMENT IN SECURITIES
For U.S. federal income tax purposes, the costs of securities owned through
February 29, 2000 was $15,049,566. Accordingly, the net unrealized
appreciation/(depreciation) of investments was as follows:
<TABLE>
<CAPTION>
NET APPRECIATION/
APPRECIATION DEPRECIATION (DEPRECIATION)
------------ ------------ -----------------
<S> <C> <C> <C>
Schneider Small Cap Value Fund $1,814,664 $(1,728,568) $86,096
</TABLE>
13
<PAGE>
SCHNEIDER
SMALL CAP VALUE FUND
NOTES TO FINANCIAL STATEMENTS (CONCLUDED)
FEBRUARY 29, 2000 (UNAUDITED)
For the six months ended February 29, 2000, aggregate purchases and sales
of investment securities (excluding short-term investments) were as follows:
<TABLE>
<CAPTION>
PURCHASES SALES
----------- ----------
<S> <C> <C>
Schneider Small Cap Value Fund $8,386,468 $6,532,350
</TABLE>
4. CAPITAL SHARE TRANSACTIONS
As of February 29, 2000 the Fund has 100,000,000 shares of $0.001 par value
common stock authorized.
Transactions in capital shares for the six months ended February 29, 2000
were as follows:
SCHNEIDER SMALL CAP
VALUE FUND
-------------------------
SHARES AMOUNT
------- -----------
Sales ..................... 262,092 $ 4,286,282
Reinvest .................. 136,509 2,018,967
Repurchases ............... (102,524) (1,585,883)
------- -----------
Net increase .............. 296,077 $ 4,719,366
======= ===========
On February 29, 2000, three shareholders held approximately 40% of the
outstanding shares of the Schneider Small Cap Value Fund. One of the
shareholders, an officer of the advisor, owns approximately 13% of the
outstanding shares.
14
<PAGE>
INVESTMENT ADVISER
Schneider Capital Management
460 E. Swedesford Road
Wayne, PA 19087
ADMINISTRATOR/TRANSFER AGENT
PFPC Inc.
400 Bellevue Parkway
Wilmington, DE 19809
DISTRIBUTOR
Provident Distributors, Inc.
3200 Horizon Dr.
King of Prussia, PA 19046
CUSTODIAN
PFPC Trust Company
8800 Tinicum Blvd.
Suite 200
Philadelphia, PA 19153
INDEPENDENT ACCOUNTANTS
PricewaterhouseCoopers LLP
2400 Eleven Penn Center
Philadelphia, PA 19103
COUNSEL
Drinker Biddle & Reath LLP
One Logan Square
18th and Cherry Streets
Philadelphia, PA 19103-6996
The financial information included herein is taken from the records of each Fund
without examination by independent accountants who do not express an opinion
thereon.
This report is submitted for the general information of the shareholders of the
Fund. It is not authorized for the distribution to prospective investors in the
Fund unless it is preceded or accompanied by a current prospectus which includes
details regarding the Fund's objectives, policies and other information. Total
investment return is based on historical results and is not intended to indicate
future performance. The investment return and principal value of an investment
in the Fund will fluctuate, so that an investor's shares, when redeemed, may be
worth more or less than original cost.
