<PAGE>
- --------------------------------------------------------------------------------
WEITZ SERIES FUND, INC.
VALUE PORTFOLIO
ANNUAL
REPORT
MARCH 31, 1999
ONE PACIFIC PLACE, SUITE 600
1125 SOUTH 103 STREET
OMAHA, NEBRASKA 68124-6008
402-391-1980
800-232-4161
402-391-2125 FAX
<PAGE>
WEITZ SERIES FUND, INC. -- VALUE PORTFOLIO
PERFORMANCE SINCE INCEPTION
A long-term perspective on our portfolio's performance is shown below. The table
below shows how an investment of $25,000 in the Value Portfolio at its inception
would have grown over the years (after deducting all fees and expenses and
assuming reinvestment of all dividends). The table also sets forth average
annual total return data for the Value Portfolio for the one, five and ten year
periods ended March 31, 1999, calculated in accordance with SEC standardized
formulas.
<TABLE>
<CAPTION>
VALUE OF VALUE OF VALUE OF
INITIAL CUMULATIVE CUMULATIVE TOTAL
$25,000 CAPITAL GAIN REINVESTED VALUE OF ANNUAL RATE
PERIOD ENDED INVESTMENT DISTRIBUTIONS DIVIDENDS SHARES OF RETURN
- -------------------- ----------- ------------- ----------- ---------- -----------
<S> <C> <C> <C> <C> <C>
May 9, 1986 $ 25,000 -- -- $ 25,000 --
Dec. 31, 1986 25,863 -- -- 25,863 3.5%+
Dec. 31, 1987 24,253 264 1,205 25,722 -0.5
Dec. 31, 1988 27,430 299 2,223 29,952 16.5
Dec. 31, 1989 30,763 2,103 3,701 36,567 22.1
Dec. 31, 1990 28,040 2,112 4,500 34,652 -5.2
Dec. 31, 1991 33,940 3,811 6,475 44,226 27.6
Dec. 31, 1992 36,350 6,019 7,884 50,253 13.6
Dec. 31, 1993 42,010 9,114 9,199 60,323 20.0
Dec. 31, 1994 36,075 10,414 7,899 54,388 -9.8
Dec. 31, 1995 45,955 17,447 11,855 75,257 38.4
Dec. 31, 1996 51,478 24,054 13,792 89,324 18.7
Dec. 31, 1997 62,878 42,824 18,398 124,100 38.9
Dec. 31, 1998 72,675 65,163 22,181 160,019 28.9
Mar. 31, 1999 77,538 69,523 23,665 170,726 6.7++
</TABLE>
The portfolio's average annual total return for the one, five and ten year
periods ending March 31, 1999, was 18.0%, 24.8%, and 18.2%, respectively. These
returns assume redemption at the end of each period and reinvestment of
dividends.
Since inception, the total amount of capital gains distributions reinvested in
shares was $45,563, and the total amount of income distributions reinvested was
$10,858. This information represents past performance of the portfolio and is
not indicative of future performance. The investment return and the principal
value of an investment will fluctuate so that an investor's shares, when
redeemed, may be worth more or less than the original cost. Additional
information is available from the Weitz Funds at the address listed on the front
cover.
+ Return is for the period 5/9/86 through 12/31/86
++ Return is for the period 1/1/99 through 3/31/99
2
<PAGE>
WEITZ SERIES FUND, INC. -- VALUE PORTFOLIO
The chart below depicts the change in the value of a $25,000 investment for the
period March 31, 1989, through March 31, 1999 for the Value Portfolio and its
predecessor, as compared with the growth of the Standard & Poor's 500 Index
during the same period. The Standard & Poor's 500 Index is an unmanaged index
consisting of 500 companies generally representative of the market for the
stocks of large-size U.S. companies. The information assumes reinvestment of
dividends and capital gains distributions. A $25,000 investment in the Value
Portfolio on March 31, 1989, would have been valued at $132,817 on March 31,
1999.
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
<TABLE>
<CAPTION>
VALUE PORTFOLIO S&P 500
<S> <C> <C>
Mar-89 $25,000 $25,000
Apr-89 $26,306 $26,297
May-89 $27,545 $27,356
Jun-89 $27,049 $27,202
Jul-89 $28,085 $29,656
Aug-89 $28,175 $30,233
Sep-89 $28,458 $30,110
Oct-89 $28,061 $29,411
Nov-89 $28,172 $30,008
Dec-89 $28,448 $30,728
Jan-90 $27,213 $28,666
Feb-90 $27,384 $29,037
Mar-90 $27,405 $29,806
Apr-90 $27,312 $29,063
May-90 $28,712 $31,890
Jun-90 $28,693 $31,675
Jul-90 $28,198 $31,574
Aug-90 $26,746 $28,723
Sep-90 $25,914 $27,327
Oct-90 $24,739 $27,211
Nov-90 $26,221 $28,966
Dec-90 $26,958 $29,772
Jan-91 $28,650 $31,065
Feb-91 $30,148 $33,284
Mar-91 $30,867 $34,089
Apr-91 $31,091 $34,170
May-91 $31,961 $35,638
Jun-91 $30,908 $34,006
Jul-91 $31,703 $35,590
Aug-91 $32,205 $36,383
Sep-91 $32,785 $35,773
Oct-91 $33,017 $36,253
Nov-91 $32,306 $34,796
Dec-91 $34,406 $38,769
Jan-92 $34,677 $38,047
Feb-92 $35,159 $38,539
Mar-92 $35,293 $37,790
Apr-92 $35,497 $38,898
May-92 $35,799 $39,088
Jun-92 $35,942 $38,506
Jul-92 $36,357 $40,078
Aug-92 $35,661 $39,259
Sep-92 $36,069 $39,720
Oct-92 $35,635 $39,856
Nov-92 $37,931 $41,209
Dec-92 $39,094 $41,714
Jan-93 $40,151 $42,063
Feb-93 $41,079 $42,635
Mar-93 $41,745 $43,534
Apr-93 $40,475 $42,482
May-93 $41,577 $43,614
Jun-93 $42,390 $43,742
Jul-93 $43,010 $43,565
Aug-93 $45,617 $45,214
Sep-93 $45,331 $44,867
Oct-93 $46,561 $45,795
Nov-93 $45,830 $45,360
Dec-93 $46,929 $45,908
Jan-94 $47,359 $47,467
Feb-94 $45,915 $46,179
Mar-94 $43,801 $44,169
Apr-94 $43,925 $44,735
May-94 $45,031 $45,467
Jun-94 $44,178 $44,353
Jul-94 $44,837 $45,809
Aug-94 $45,837 $47,683
Sep-94 $44,562 $46,518
Oct-94 $44,837 $47,560
Nov-94 $42,982 $45,830
Dec-94 $42,312 $46,508
Jan-95 $43,540 $47,713
Feb-95 $45,308 $49,570
Mar-95 $45,601 $51,030
Apr-95 $46,561 $52,532
May-95 $48,795 $54,627
Jun-95 $50,757 $55,894
Jul-95 $52,941 $57,747
Aug-95 $55,228 $57,891
Sep-95 $56,214 $60,332
Oct-95 $55,557 $60,117
Nov-95 $58,012 $62,753
Dec-95 $58,546 $63,962
Jan-96 $61,097 $66,136
Feb-96 $62,273 $66,750
Mar-96 $61,970 $67,393
Apr-96 $62,636 $68,385
May-96 $63,980 $70,146
Jun-96 $64,617 $70,413
Jul-96 $60,562 $67,303
Aug-96 $63,180 $68,725
Sep-96 $65,391 $72,589
Oct-96 $65,595 $74,590
Nov-96 $68,614 $80,223
Dec-96 $69,490 $78,634
Jan-97 $71,937 $83,544
Feb-97 $73,941 $84,199
Mar-97 $70,830 $80,746
Apr-97 $71,462 $85,562
May-97 $78,284 $90,767
Jun-97 $80,833 $94,832
Jul-97 $85,127 $102,375
Aug-97 $84,489 $96,644
Sep-97 $89,696 $101,933
Oct-97 $91,437 $98,533
Nov-97 $91,733 $103,090
Dec-97 $96,544 $104,859
Jan-98 $98,167 $106,017
Feb-98 $102,374 $113,659
Mar-98 $132,817 $119,475
Apr-98 $116,598 $120,676
May-98 $114,287 $118,604
Jun-98 $119,473 $123,418
Jul-98 $121,236 $122,107
Aug-98 $109,349 $104,471
Sep-98 $110,741 $111,164
Oct-98 $113,929 $120,198
Nov-98 $119,378 $127,479
Dec-98 $124,487 $134,820
Jan-99 $129,027 $140,456
Feb-99 $128,710 $136,091
Mar-99 $132,817 $141,535
</TABLE>
AVERAGE ANNUAL TOTAL RETURNS
<TABLE>
<CAPTION>
1-YEAR 5-YEARS 10-YEARS
----------- ----------- -----------
<S> <C> <C> <C>
VALUE PORTFOLIO.................................................. 18.0% 24.8% 18.2%
Standard & Poor's 500 Index...................................... 18.5% 26.2% 18.9%
</TABLE>
This information represents past performance of the Value Portfolio and is not
indicative of future performance. The investment return and the principal value
of an investment will fluctuate so that an investor's shares, when redeemed, may
be worth more or less than the original cost.
3
<PAGE>
WEITZ SERIES FUND, INC. -- VALUE PORTFOLIO
MARCH 31, 1999 - ANNUAL REPORT
April 6, 1999
Dear Fellow Shareholders:
The first quarter of 1999 was a good one for the Value Fund. Our total
return (after expenses) was +6.7%. This compares to +5.0% for the S&P 500 (large
companies) and -5.4% for the Russell 2000 (small companies). The table below
shows the fund's returns over various intervals, and compares it to the
performances of the S&P 500, the Russell 2000, and our peer group of mutual
funds (according to Lipper Analytical Services). All of the performance data
assumes reinvestment of dividends (except Russell for which dividend data is not
available) and are calculated after deducting expenses.
<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
---------- ------------ ------------ ------------
<S> <C> <C> <C> <C>
Value Portfolio 18.0% 28.9% 24.8% 18.2%
S&P 500 Index 18.5 28.1 26.2 18.9
Russell 2000 -16.2 7.7 11.2 11.5
Average Growth and Income Fund 5.5 19.7 19.8 15.2
</TABLE>
I am pleased that we have kept pace with the S&P 500, because it has been
a very hard benchmark to beat. The popularity of index funds (which directly
mimic the S&P 500), "closet indexing" by active managers who fear trailing the
S&P 500, and a widespread bandwagon effect have led to a massive transfer of
capital from thousands of small and medium sized companies to the handful of
enormous companies (Microsoft, GE, Cisco, AOL, Intel, etc.) that drive the
performance of the S&P 500. The extent of this two-tier market can be seen in
the extreme divergence in performance between the S&P 500 and the Russell 2000,
as shown in the table.
Shareholders may be interested (or disappointed -- or relieved) to know
that our fund's returns were earned without owning ANY of the major technology
or Internet-related stocks that were responsible for the S&P's performance. In
fact, our portfolio bears very little resemblance to the S&P 500. Our
performance was also dampened a bit by our 35-40% cash position during the
quarter, but I feel very comfortable holding some reserves. The key to our good
returns has been our concentration of the portfolio in three areas: cable
television, cellular telephone, and financial services.
This concentration in a few industry groups is not good, or bad, PER SE,
but it virtually guarantees that our performance will be out of step with the
market indexes and other funds. In recent years, we have been out of step in a
positive way, which nobody seems to mind, but it is
4
<PAGE>
inevitable that we will be out of step in a negative way from time to time (as
in 1994). In fact, in order to acquire very large positions in a stock or group
of stocks, it helps if the stock(s) go down for a while after we begin to buy
them. (Seriously.) We began to buy cable stocks in 1991, but bought most of our
shares when the stocks were clobbered in 1994 and 1996. The point is that our
shareholders should not get too excited about our recent over-performance, and
they should not be overly concerned when returns are (temporarily)
under-whelming.
PORTFOLIO REVIEW
We have been losing cable and cellular stocks to takeovers (a mixed
blessing), but these are still important industries for our fund. Cable
providers (excluding Liberty Media, which is a programming company) account for
about 6% of the portfolio while telecommunications accounts for about 10%.
Financial-services companies, broadly defined, make up another 24%. This
group includes huge companies with unlimited access to capital and small
companies which must be nimble and entrepreneurial. It includes companies that
are hurt by rising interest rates and some which are HELPED by rising rates. It
includes banks, mortgage companies, insurance, etc. This is absolutely NOT a
monolithic group whose business prospects move in tandem, but that is the way
Wall Street tends to treat them. When the liquidity crisis hit last fall, the
stocks all collapsed together, creating a great buying opportunity but
distorting short-term performance. The same thing happened in 1994, and will
surely happen again.
Given the split personality of the market, it should come as no surprise
that the best bargains we are finding are among small and medium-sized
companies. We are patiently accumulating shares of small banks, various types of
service companies, and even (I can't believe I'm saying this) a couple of
utility stocks. I have never been a fan of regulated utilities, but in the case
of Western Resources and Citizens Utilities, we have a combination of
unremarkable, but sound, regulated businesses and some valuable non-regulated
businesses. In both cases, managements have articulated plans to separate the
regulated parts from the unregulated, and we believe the (separated) parts will
be worth significantly more than the (combined) whole.
I believe that there is a certain "emperor's new clothes" element to the
levitation of many of the technology/Internet stocks, and that when the crowd
recognizes the reality of their business values, we will have some interesting
stock market volatility. We will not be immune in the short-run, but I feel very
good about the prospects for the companies we own now, and I would welcome a
chance to invest our reserves during a market correction.
GROWTH OF THE VALUE FUND AND OF WEITZ & CO.
Our funds have attracted a number of new investors over the past year and
we welcome them. During the busiest period of growth, last summer, we struggled
with a flood of phone calls, and our operations people spent long hours
processing an unusual number of new accounts and
5
<PAGE>
transactions. Our people performed miraculously, clients were very patient about
busy signals and time spent "on hold," and with added staff and some temporary
solutions, we have returned to a version of normal.
Now we are in the final stages of implementing a part of our longer-term
solution to this growth, changing our transfer agency functions from an
in-house, PC-based system to a much more sophisticated and powerful system run
by DST in Kansas City. Our recent newsletter outlined some of the ways that this
new system will enhance our ability to serve shareholders -- automated phone
lines for checking account balances and recent transactions, consolidated
statements for investors who have multiple accounts with us, etc. At some point,
I expect that Internet access to your account information will also become a
reality (though don't look for that in 1999).
The new, automated services are meant to supplement, not replace, the
human touch that (I hope) makes us a little easier to deal with than some other
fund companies. REAL, LIVE PEOPLE ARE AVAILABLE TO HELP YOU WITH TRANSACTIONS,
QUESTIONS, AND PROBLEMS.
Rapid growth can also have an impact on investment portfolios. We closed
the Hickory Fund because it had grown from $20 million in assets to $500 million
in 8 months, and because there is a practical limit to how much can be invested
in a fund that is meant to hold a small number (ideally 30, or so) of relatively
small companies. Although the two funds I manage, Value and Partners Value, hold
combined assets of over $2 billion, I do not believe the large cash inflows have
had a negative impact. I am comfortable with a more diversified portfolio of
stocks (70-90), and many of our favorite companies are large enough to allow us
to buy much larger positions if the price were right. I continue to believe that
our trouble finding great bargains is a function of high valuation levels rather
than fund size.
SHAREHOLDER INFORMATION MEETING--MAY 26
Please plan to join us on WEDNESDAY, MAY 26 for our Shareholder
Information Meeting at 4:30 p.m. at the Omaha Marriott. There will be no formal
business to conduct, so we will be able to spend the entire time discussing
investments. Because of the number of new shareholders, we do not know how many
people to expect, so PLEASE send back the reply card which came with your
newsletter or call our receptionist to let us know you are coming (no need to do
both, or we'll have a very large, half-empty room).
Best regards,
/s/ WALLACE R. WEITZ
Wallace R. Weitz
President, Portfolio Manager
6
<PAGE>
WEITZ SERIES FUND, INC. -- VALUE PORTFOLIO
SHAREHOLDER VOTE
On October 6, 1998, a special meeting of the shareholders of Weitz Series
Fund, Inc. (The "Fund"), consisting of the Value Portfolio, the Fixed Income
Portfolio, the Government Money Market Portfolio and the Hickory Portfolio was
held at which the following proposal was approved by the shareholders:
PROPOSAL 1: AMENDMENT OF ARTICLE 5 OF THE FUND'S ARTICLES OF INCORPORATION
<TABLE>
<CAPTION>
FOR AGAINST/WITHHELD ABSTAIN/BROKER NON-VOTES
- ------------ ---------------- ------------------------
<S> <C> <C>
28,480,468 1,035,425 536,225
</TABLE>
------------------------------------------------
YEAR 2000 UPDATE
Wallace R. Weitz & Company ("Weitz"), investment adviser and administrator
for the Weitz Funds has developed a plan to address whether its systems will
operate correctly after December 31, 1999. The plan has been reviewed by Weitz's
management and by the Board of Directors of Weitz Series Fund, Inc. and Weitz
Partners, Inc. Weitz has assigned one employee to take the lead on Year 2000
issues and is also working with a consulting firm to assist in the remediation
of hardware and software systems. Regular reports are made to the Board of
Directors. Weitz has agreed to commit the resources necessary to address the
Year 2000 issue.
Weitz's local area network is comprised of a single file server, two
application servers, and individual workstations with desktop machines, related
peripherals and software developed by third parties. Such software is a
combination of off-the-shelf applications and accounting or industry specific
applications developed by third party vendors. Weitz has no internally developed
or modified software applications. Due to the recent growth of the Weitz Funds,
Weitz has replaced or expanded the majority of its network. These changes have
all been effected with Year 2000 compliance issues in mind. Weitz has been in
communication with critical third party service providers who have provided
assurances to us that they are either Year 2000 compliant or are in the final
stages of testing. As Weitz investigates certain possible changes in third party
service providers, we intend to make Year 2000 inquiries and obtain assurances
about the Year 2000 readiness of such providers.
With respect to the companies in which the Weitz Funds invest, Weitz
intends to review the disclosure included in regular filings with the Securities
and Exchange Commission for certain of those companies in which the funds have a
significant investment. In addition, Weitz receives and will continue to receive
Y2K readiness information from securities analysts and from certain of the
issuing companies themselves. Such information is reviewed as it becomes
available. Weitz and the Weitz Funds have no reason to believe that these steps
will not be sufficient to avoid any material adverse impact on the Funds,
although there can be no assurance of this.
7
<PAGE>
WEITZ SERIES FUND, INC. -- VALUE PORTFOLIO
SCHEDULE OF INVESTMENTS IN SECURITIES
MARCH 31, 1999
<TABLE>
<CAPTION>
SHARES
OR UNITS COST VALUE
- ------------- -------------- --------------
<C> <S> <C> <C>
COMMON STOCKS -- 61.8%
AUTO SERVICES -- 0.3%
420,100 Insurance Auto Auctions, Inc.* $ 4,735,119 $ 5,093,713
-------------- --------------
BANKING -- 7.9%
140,300 Astoria Financial Corp. 5,230,247 7,015,000
1,300,020 Commercial Federal Corp. 29,900,014 30,144,214
150,000 Community Savings Bankshares, Inc. 1,568,745 1,875,000
20,000 Cohoes Bancorp, Inc.* 220,000 208,750
280,000 East West Bancorp, Inc. 2,615,000 2,502,500
589,000 First Place Financial Corp.* 6,348,375 5,963,625
2,345,800 Golden State Bancorp, Inc.* 43,987,388 52,194,050
319,600 Greenpoint Financial Corp. 8,700,000 11,106,100
132,300 Local Financial Corp.* 1,091,475 1,232,044
85,000 Roslyn Bancorp, Inc. 1,470,000 1,434,375
275,000 South Jersey Financial Corp., Inc.* 2,982,558 3,145,312
160,000 Troy Financial Corp.* 1,574,000 1,600,000
394,000 Virginia Capital Bancshares, Inc. 5,058,218 4,974,250
269,000 Washington Mutual, Inc. 9,543,347 10,995,375
-------------- --------------
120,289,367 134,390,595
-------------- --------------
CABLE TELEVISION -- 6.0%
205,500 Adelphia Communications Corp. CL A* 1,414,656 12,946,500
1,342,000 Century Communications Corp. CL A* 7,924,704 62,319,125
120,000 Comcast Corp. Special CL A 1,188,075 7,552,500
295,000 MediaOne Group, Inc.* 6,009,023 18,732,500
-------------- --------------
16,536,458 101,550,625
-------------- --------------
CONSUMER PRODUCTS AND SERVICES -- 1.0%
81,000 American Classic Voyages Co.* 806,925 1,316,250
394,900 Lab Holdings, Inc. 8,349,262 6,565,213
4,000 LabOne, Inc. 46,452 42,000
4,875 Lady Baltimore Foods, Inc. 227,781 282,750
1,288,000 Protection One, Inc. 8,691,407 8,050,000
-------------- --------------
18,121,827 16,256,213
-------------- --------------
FEDERAL AGENCIES -- 3.5%
75,000 Fannie Mae 1,270,544 5,193,750
90,000 Freddie Mac 385,147 5,141,250
1,163,000 SLM Holding Corp. 37,050,727 48,555,250
-------------- --------------
38,706,418 58,890,250
-------------- --------------
</TABLE>
See accompanying notes to financial statements.
8
<PAGE>
WEITZ SERIES FUND, INC. -- VALUE PORTFOLIO
SCHEDULE OF INVESTMENTS IN SECURITIES, CONTINUED
<TABLE>
<CAPTION>
SHARES
OR UNITS COST VALUE
- ------------- -------------- --------------
<C> <S> <C> <C>
FINANCIAL SERVICES -- 7.5%
1,289,500 Allied Capital Corp. $ 22,588,638 $ 23,694,563
70,000 American Express Co. 2,031,996 8,225,000
210 Berkshire Hathaway, Inc. CL A* 9,133,250 14,994,000
2,835,500 Imperial Credit Industries, Inc.* 37,083,542 20,734,594
30,000 PS Group, Inc. 117,625 243,750
891,900 The PMI Group, Inc. 38,255,108 41,361,863
717,300 United Asset Management Corp. 18,047,823 16,228,912
300,000 United Panam Financial Corp.* 2,019,813 1,200,000
-------------- --------------
129,277,795 126,682,682
-------------- --------------
INFORMATION AND DATA PROCESSING -- 0.8%
555,500 Data Transmission Network Corp.* 12,713,065 13,262,563
180,000 Intelligent Systems Corp.* 380,869 405,000
-------------- --------------
13,093,934 13,667,563
-------------- --------------
LODGING AND GAMING -- 4.9%
709,000 Circus Circus Enterprises, Inc.* 9,086,282 12,451,813
546,000 Harrah's Entertainment, Inc.* 7,985,042 10,408,125
1,950,000 Hilton Hotels Corp. 24,017,029 27,421,875
4,340,600 Park Place Entertainment Corp.* 26,982,935 32,825,787
-------------- --------------
68,071,288 83,107,600
-------------- --------------
MEDIA AND ENTERTAINMENT -- 8.5%
1,584,768 AT&T Corp.-- Liberty Media Group A* 49,015,183 83,398,416
221,270 Chris-Craft Industries, Inc.* 9,212,917 10,095,444
57,200 Daily Journal Corp.* 1,254,216 2,216,500
300,000 Gabelli Global Multimedia Trust, Inc. 2,071,150 3,562,500
863,200 Valassis Communications, Inc.* 24,491,367 44,670,600
-------------- --------------
86,044,833 143,943,460
-------------- --------------
MORTGAGE BANKING -- 5.1%
1,452,000 Countrywide Credit Industries, Inc. 50,905,997 54,450,000
706,500 Franchise Mortgage Acceptance Co.* 6,258,083 5,122,125
265,000 Long Beach Financial Corp. 2,231,250 2,550,625
334,000 New Century Financial Corp.* 3,295,250 3,966,250
1,380,400 Resource Bancshares Mtg. Grp., Inc. 18,271,246 17,772,650
391,606 WMF Group, Limited* 2,762,590 2,349,636
-------------- --------------
83,724,416 86,211,286
-------------- --------------
</TABLE>
See accompanying notes to financial statements.
9
<PAGE>
WEITZ SERIES FUND, INC. -- VALUE PORTFOLIO
SCHEDULE OF INVESTMENTS IN SECURITIES, CONTINUED
<TABLE>
<CAPTION>
SHARES
OR UNITS COST VALUE
- ------------- -------------- --------------
<C> <S> <C> <C>
REAL ESTATE AND CONSTRUCTION -- 1.2%
1,100,400 Catellus Development Corp.* $ 14,147,391 $ 14,717,850
233,100 Forest City Enterprises, Inc. CL A 3,352,836 5,638,106
30,000 Syntroleum Corp.* 95,750 183,750
-------------- --------------
17,595,977 20,539,706
-------------- --------------
REAL ESTATE INVESTMENT TRUSTS -- 4.8%
1,293,700 Capital Automotive REIT 17,371,754 16,090,393
1,664,000 Dynex Capital, Inc. 11,646,215 5,512,000
1,287,980 Fortress Investment Corp. 24,946,570 21,895,660
301,300 Hanover Capital Mortgage Holdings, Inc. 3,265,468 1,337,019
72,000 Healthcare Financial Partners Units** 7,200,000 7,200,000
465,000 IMPAC Mortgage Holdings, Inc. 6,666,907 2,325,000
576,200 Imperial Credit Commercial Mtg. Inv. Corp. 6,080,510 5,545,925
475,000 NovaStar Financial, Inc. 7,282,611 2,909,375
1,198,117 Redwood Trust, Inc. 28,274,791 19,169,872
-------------- --------------
112,734,826 81,985,244
-------------- --------------
TELECOMMUNICATIONS -- 10.3%
236,800 Alltel Corp. 5,730,786 14,770,400
580,900 Cellular Communications of Puerto Rico* 5,785,764 15,684,300
365,281 Centennial Cellular Corp. CL A* 2,755,959 17,259,527
494,000 Corecomm, Limited* 4,948,425 18,154,500
1,411,200 Telephone and Data Systems, Inc. 57,040,352 79,556,400
624,400 United States Cellular Corp.* 19,284,288 27,473,600
55,000 West Teleservices Corp.* 467,500 467,500
-------------- --------------
96,013,074 173,366,227
-------------- --------------
Total Common Stocks 804,945,332 1,045,685,164
-------------- --------------
WARRANTS -- 0.0%
338,100 Hanover Capital Mtg. Holdings, Inc. , Expiring 9/15/00 42,263 52,845
350,000 NovaStar Financial, Inc., Expiring 2/03/01 175,000 131,250
-------------- --------------
Total Warrants 217,263 184,095
-------------- --------------
</TABLE>
See accompanying notes to financial statements.
10
<PAGE>
WEITZ SERIES FUND, INC. -- VALUE PORTFOLIO
SCHEDULE OF INVESTMENTS IN SECURITIES, CONTINUED
<TABLE>
<CAPTION>
SHARES
OR UNITS COST VALUE
- ------------- -------------- --------------
<C> <S> <C> <C>
CONVERTIBLE PREFERRED STOCKS -- 0.9%
2,100,000 NovaStar Financial, Inc. 7% Pfd. Class B Cumulative $ 14,700,000 $ 14,700,000
-------------- --------------
NON-CONVERTIBLE PREFERRED STOCKS -- 0.1%
10,000 Community Bank Pasadena CA 13% Pfd. Series B 257,550 272,500
15,000 Crown American Realty Trust 11% Pfd. Series A 667,500 720,000
30,000 Prime Retail, Inc. 10.5% Pfd. Series A 645,000 721,875
34,000 RB Asset, Inc. 15.0% Pfd. Series A 845,750 408,000
-------------- --------------
Total Non-Convertible Preferred Stocks 2,415,800 2,122,375
-------------- --------------
<CAPTION>
FACE
AMOUNT
- -------------
<C> <S> <C> <C>
CORPORATE BONDS -- 0.5%
$ 500,000 Salomon, Inc. Notes 7.125% 8/01/99 500,000 502,971
4,500,000 USA Networks, Inc. 7.0% 7/01/03 4,411,649 4,460,625
750,000 Local Financial Corp. 11.0% 9/08/04 750,000 776,250
2,000,000 Harcourt General 6.5% 5/15/11 1,942,164 1,890,000
-------------- --------------
Total Corporate Bonds 7,603,813 7,629,846
-------------- --------------
U.S. GOVERNMENT AND AGENCY
SECURITIES -- 2.7%
15,000,000 U.S. Treasury Note 5.5% 3/31/00 14,987,076 15,089,070
4,750,000 Fannie Mae 6.625% 7/12/00 4,750,292 4,830,845
13,000,000 Federal Home Loan Bank 5.5% 7/14/00 12,981,509 13,041,665
2,500,000 Fannie Mae 7.55% 6/10/04 2,499,859 2,512,497
3,000,000 Federal Home Loan Bank 6.04% 9/08/05 3,000,000 2,984,652
1,000,000 Federal Home Loan Bank 6.44% 11/28/05 1,001,050 1,041,800
6,000,000 Fannie Mae 6.56% 11/26/07 6,000,000 6,076,272
-------------- --------------
Total U.S. Government and Agency Securities 45,219,786 45,576,801
-------------- --------------
</TABLE>
See accompanying notes to financial statements.
11
<PAGE>
WEITZ SERIES FUND, INC. -- VALUE PORTFOLIO
SCHEDULE OF INVESTMENTS IN SECURITIES, CONTINUED
<TABLE>
<CAPTION>
FACE
AMOUNT COST VALUE
- ------------- -------------- --------------
<C> <S> <C> <C>
SHORT-TERM SECURITIES -- 35.4%
$ 110,983,546 Norwest U. S. Government Money Market Fund $ 110,983,546 $ 110,983,546
25,000,000 Fannie Mae Discount Note 4/01/99 25,000,000 25,000,000
50,000,000 Federal Home Loan Bank Discount Note 4/14/99 49,914,687 49,913,500
40,000,000 Freddie Mac Discount Note 4/15/99 39,926,578 39,925,480
75,000,000 U. S. Treasury Bill 4/15/99 74,874,175 74,859,450
21,475,000 Federal Farm Credit Bank Discount Note 4/19/99 21,425,275 21,423,567
21,215,000 Freddie Mac Corp Discount Note 4/19/99 21,165,781 21,164,190
14,000,000 Federal Farm Credit Bank Discount Note 4/26/99 13,955,083 13,953,436
50,000,000 Fannie Mae Discount Note 5/04/99 49,785,500 49,781,400
30,000,000 U. S. Treasury Bill 5/27/99 29,789,067 29,791,860
133,500,000 U. S. Treasury Bill 6/10/99 132,370,783 132,368,187
30,250,000 Fannie Mae 4.78% 11/30/99 30,242,582 30,212,490
-------------- --------------
Total Short-Term Securities 599,433,057 599,377,106
-------------- --------------
Total Investments in Securities $1,474,535,051 1,715,275,387
-------------- --------------
--------------
Covered Call Options Written at Market Value -- (0.1%) (1,848,125)
Other Liabilities in Excess of Other Assets -- (1.3%) (22,395,765)
--------------
Total Net Assets -- 100% $1,691,031,497
--------------
--------------
Net Asset Value Per Share $ 31.015
--------------
--------------
</TABLE>
<TABLE>
<CAPTION>
EXPIRATION
NO. OF DATE/STRIKE
CONTRACTS PRICE VALUE
- --------------- --------------- -------------
<C> <S> <C> <C>
COVERED CALL OPTIONS WRITTEN AT
MARKET VALUE
200 American Express Co. Apr. 1999/100 $ (356,250)
600 Century Communications Corp. CL A May 1999/35 (705,000)
325 Comcast Corp. Special CL A July 1999/60 (264,063)
700 Countrywide Credit Industries, Inc. Apr. 1999/50 (17,500)
700 Valassis Communications, Inc. Apr. 1999/45 (485,625)
70 Valassis Communications, Inc. Apr. 1999/50 (19,687)
-------------
$ (1,848,125)
Total call options written
(premiums received $1,327,088)
-------------
-------------
</TABLE>
* Non-income producing
** Each unit, which is restricted as to sale, consists of five shares of common
stock and one stock purchase warrant. The company distributed an additional
warrant per unit to unitholders during 1998. The warrants currently have no
value or cost assigned to them.
See accompanying notes to financial statements.
12
<PAGE>
WEITZ SERIES FUND, INC. -- VALUE PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
MARCH 31, 1999
<TABLE>
<S> <C>
Assets:
Investment in securities at value (cost $1,474,535,051) $1,715,275,387
Deposits with brokers for covered call options written 304,647
Cash 6,372,299
Accrued interest and dividends receivable 2,816,095
Receivable for securities sold 166,250
--------------
Total assets 1,724,934,678
--------------
Liabilities:
Due to adviser 1,588,200
Payable for securities purchased 30,112,537
Covered call options written, at value (proceeds received $1,327,088) 1,848,125
Other expenses 354,319
--------------
Total liabilities 33,903,181
--------------
Net assets applicable to outstanding capital stock $1,691,031,497
--------------
--------------
Net assets represented by:
Capital stock outstanding, at par (note 4) 54,523
Additional paid-in capital 1,400,348,058
Accumulated undistributed net investment income 5,357,151
Accumulated undistributed net realized gains 45,052,466
Net unrealized appreciation of investments (note 5) 240,219,299
--------------
Total representing net assets applicable to shares outstanding $1,691,031,497
--------------
--------------
Net asset value per share of outstanding capital stock
(54,523,301 shares outstanding) $ 31.015
--------------
--------------
</TABLE>
See accompanying notes to financial statements.
13
<PAGE>
WEITZ SERIES FUND, INC. -- VALUE PORTFOLIO
STATEMENT OF OPERATIONS
YEAR ENDED MARCH 31, 1999
<TABLE>
<S> <C> <C>
Investment income:
Dividends $ 7,216,215
Interest 16,247,797
------------
Total investment income 23,464,012
------------
Expenses (note 3):
Investment advisory fee 8,928,079
Administrative fee 1,494,696
Directors fees 16,546
Dividends on securities sold short 74,250
Other expenses 840,604
------------
Total expenses 11,354,175
------------
Net investment income 12,109,837
------------
Realized and unrealized gain on investments:
Net realized gain on securities $ 88,060,723
Net realized gain on options written 782,493
Net realized loss on securities sold short (5,508,885)
------------
Net realized gain 83,334,331
------------
Net unrealized appreciation of investments 90,647,280
------------
Net realized and unrealized gain on investments 173,981,611
------------
Net increase in net assets resulting from operations $186,091,448
------------
------------
</TABLE>
See accompanying notes to financial statements.
14
<PAGE>
WEITZ SERIES FUND, INC. -- VALUE PORTFOLIO
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
YEAR ENDED MARCH 31,
1999 1998
---------------- --------------
<S> <C> <C>
Increase (decrease) in net assets:
From operations:
Net investment income $ 12,109,837 $ 2,960,008
Net realized gain 83,334,331 51,507,135
Net unrealized appreciation 90,647,280 106,357,105
---------------- --------------
Net increase in net assets resulting from operations 186,091,448 160,824,248
---------------- --------------
Distributions to shareholders from:
Net investment income (6,752,686) (4,210,726)
Net realized gain (70,722,258) (34,829,986)
---------------- --------------
Total distributions (77,474,944) (39,040,712)
---------------- --------------
Capital share transactions (note 4):
Proceeds from sales 1,385,279,195 57,926,067
Payments for redemptions (324,158,069) (45,164,817)
Reinvestment of distributions 73,017,382 38,134,324
---------------- --------------
Total increase from capital share transactions 1,134,138,508 50,895,574
---------------- --------------
Total increase in net assets 1,242,755,012 172,679,110
---------------- --------------
Net assets:
Beginning of period 448,276,485 275,597,375
---------------- --------------
End of period $ 1,691,031,497 $ 448,276,485
---------------- --------------
---------------- --------------
</TABLE>
See accompanying notes to financial statements.
15
<PAGE>
WEITZ SERIES FUND, INC. -- VALUE PORTFOLIO
FINANCIAL HIGHLIGHTS
The following information provides selected data for a share of the Value
Portfolio outstanding throughout the periods indicated.
<TABLE>
<CAPTION>
YEAR ENDED MARCH 31,
---------------------------------------------------
1999 1998 1997 1996 1995
----------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
NET ASSET VALUE, BEGINNING OF
PERIOD: $29.31 $20.99 $19.46 $15.55 $15.68
----------- -------- -------- -------- --------
INCOME (LOSS) FROM INVESTMENT
OPERATIONS:
Net investment income 0.27 0.22 0.18 0.16 0.15
Net gains or losses on securities
(realized and unrealized) 4.62 11.02 2.58 5.25 0.45
----------- -------- -------- -------- --------
Total from investment operations 4.89 11.24 2.76 5.41 0.60
----------- -------- -------- -------- --------
LESS DISTRIBUTIONS:
Dividends from net investment
income (0.17) (0.31) (0.13) (0.42) --
Distributions from realized gains (3.01) (2.61) (1.10) (1.08) (0.73)
----------- -------- -------- -------- --------
Total distributions (3.18) (2.92) (1.23) (1.50) (0.73)
----------- -------- -------- -------- --------
NET ASSET VALUE, END OF PERIOD $31.02 $29.31 $20.99 $19.46 $15.55
----------- -------- -------- -------- --------
----------- -------- -------- -------- --------
TOTAL RETURN 18.0% 58.8% 14.3% 35.9% 4.1%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period ($000) $1,691,031 $448,276 $275,597 $170,509 $118,776
Ratio of expenses to average net
assets 1.26% 1.27% 1.29% 1.35% 1.42%
Ratio of net investment income to
average net assets 1.35% 0.87% 0.93% 0.91% 1.06%
Portfolio turnover rate 36% 39% 39% 40% 28%
</TABLE>
See accompanying notes to financial statements.
16
<PAGE>
NOTES TO FINANCIAL STATEMENTS
17
<PAGE>
WEITZ SERIES FUND, INC. -- VALUE PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1999
(1) ORGANIZATION
Weitz Series Fund, Inc. (the "Fund"), is registered under the Investment
Company Act of 1940 as an open-end diversified management investment company
issuing shares in series, each series representing a distinct portfolio with
its own investment objectives and policies. At March 31, 1999, the Fund had
four series: the Value Portfolio, the Fixed Income Portfolio, the Government
Money Market Portfolio, and the Hickory Portfolio. The accompanying
financial statements present the financial position and results of
operations of the Value Portfolio (the "Portfolio").
The Portfolio's investment objective is capital appreciation. The Portfolio
invests principally in common stocks, preferred stocks and a variety of
securities convertible into equity such as rights, warrants, preferred
stocks and convertible bonds.
(2) SIGNIFICANT ACCOUNTING POLICIES
The following accounting policies are in accordance with accounting policies
generally accepted in the investment company industry.
(a) VALUATION OF INVESTMENTS
Investments are carried at value determined using the following valuation
methods:
- Securities traded on a national or regional securities exchange and
over-the-counter securities traded on the NASDAQ national market are
valued at the last sales price; if there were no sales on that day,
securities are valued at the mean between the latest available and
representative bid and asked prices.
- Securities not listed on an exchange are valued at the mean between
the latest available and representative bid and ask prices.
- The value of certain debt securities for which market quotations are
not readily available may be based upon current market prices of
securities which are comparable in coupon, rating and maturity or an
appropriate matrix utilizing similar factors.
- The value of securities for which market quotations are not readily
available, including restricted and not readily marketable
securities, is determined in good faith in accordance with procedures
approved by the Fund's Board of Directors.
When the Portfolio writes a call option, an amount equal to the premium
received by the Portfolio is included in the Portfolio's statement of
assets and liabilities as a liability. The amount of the liability is
subsequently marked-to-market to reflect the current market value of the
18
<PAGE>
option written. The current market value of a traded option is the last
sales price on the principal exchange on which such option is traded, or,
in the absence of such sale, the latest ask quotation. When an option
expires on its stipulated expiration date or the Portfolio enters into a
closing purchase transaction, the Portfolio realizes a gain (or loss if
the cost of a closing purchase transaction exceeds the premium received
when the option was sold) without regard to any unrealized gain or loss
on the underlying security, and the liability related to such option is
extinguished. When a call option is exercised, the Portfolio realizes a
gain or loss from the sale of the underlying security and the proceeds
from such sale are increased by the premium originally received.
The risk in writing a call option is that the Portfolio gives up the
opportunity of profit if the market price of the security increases. The
Portfolio also has the additional risk of not being able to enter into a
closing transaction if a liquid secondary market does not exist.
b) FEDERAL INCOME TAXES
Since the Portfolio's policy is to comply with all sections of the
Internal Revenue Code applicable to regulated investment companies and to
distribute all of its taxable income to shareholders, no provision for
income or excise taxes is required.
Net investment income and net realized gains may differ for financial
statement and tax purposes. The character of distributions made during
the year from net investment income or net realized gains may differ from
their ultimate characterization for Federal income tax purposes. Also,
due to the timing of dividend distributions, the fiscal year in which
amounts are distributed may differ from the year that the income or
realized gains were recorded by the Portfolio.
(c) SECURITY TRANSACTIONS AND DISTRIBUTIONS TO SHAREHOLDERS
Security transactions are accounted for on the date the securities are
purchased or sold (trade date). Income dividends and dividends on short
positions are recorded on the ex-dividend date. Interest, including
amortization of discount or premium, is accrued as earned. Distributions
to shareholders are recorded on the ex-dividend date.
Realized gains or losses are determined by specifically identifying the
security sold.
(d) 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 increase and decrease in
net assets from operations during the period. Actual results could differ
from those estimates.
19
<PAGE>
(e) SECURITIES SOLD SHORT
The Portfolio periodically engages in selling securities short, which
obligates the Portfolio to replace a security borrowed by purchasing the
same security at the current market value. The Portfolio would incur a
loss if the price of the security increases between the date of the short
sale and the date on which the Portfolio replaces the borrowed security.
The Portfolio would realize a gain if the price of the security declines
between those dates.
The Portfolio is required to establish a margin account with the broker
lending the security sold short. While the short sale is outstanding, the
broker retains the proceeds of the short sale. The Portfolio will place
in a segregated account a sufficient amount of cash and securities as
required by applicable federal securities regulations in order to cover
the transaction.
(3) RELATED PARTY TRANSACTIONS
The Fund and Portfolio have retained Wallace R. Weitz & Company (the
"Adviser") as their investment adviser. In addition, the Fund has an
agreement with Weitz Securities, Inc. to act as distributor for the
Portfolio's shares. Certain officers and directors of the Fund are also
officers and directors of the Adviser and Weitz Securities, Inc.
Under the terms of a management and investment advisory agreement, the
Adviser receives an investment advisory fee equal to 1% per annum of the
Portfolio's average daily net asset value. The Adviser has agreed to
reimburse the Portfolio up to the amount of advisory fees paid to the extent
that total expenses exceed 1.50% of the Portfolio's average annual daily net
asset value. The expenses incurred by the Portfolio did not exceed the
percentage limitation during the year ended March 31, 1999.
Under the terms of an administration agreement, certain services are being
provided including the transfer of shares, disbursement of dividends, fund
accounting and related administrative services of the Fund for which the
Adviser is being paid a monthly fee. During the year ended March 31, 1999,
the fee was calculated at an average annual rate of .16% of the Portfolio's
average daily net assets.
Weitz Securities, Inc. as distributor, received no compensation for
distribution of Portfolio shares.
(4) CAPITAL STOCK
The Fund is authorized to issue a total of five billion shares of common
stock in series with a par value of $.001. Eighty-five million of these
shares have been authorized by the Board of Directors to be issued in the
series designated Value Portfolio. The Board of Directors may authorize
additional shares in other series of the Fund's shares without shareholder
approval. Each share of stock will have a pro rata interest in the assets of
the series to which the stock of that series relates and will have no
interest in the assets of any other series.
20
<PAGE>
Transactions in the capital stock of the Portfolio are summarized as
follows:
<TABLE>
<CAPTION>
YEAR ENDED MARCH 31,
1999 1998
------------ -----------
<S> <C> <C>
Transactions in shares:
Shares issued............................................................. 47,995,546 2,346,283
Shares redeemed........................................................... (11,332,079) (1,914,458)
Reinvested dividends...................................................... 2,566,143 1,730,795
------------ -----------
Net increase............................................................ 39,229,610 2,162,620
------------ -----------
------------ -----------
</TABLE>
(5) SECURITIES TRANSACTIONS
Purchases and proceeds from maturities or sales of investment securities of
the Portfolio, other than short-term securities, aggregated $798,917,347 and
$232,431,070, respectively. The cost of investments for Federal income tax
purposes is $1,474,608,876. At March 31, 1999, the aggregate gross
unrealized appreciation and depreciation, based on cost for Federal income
tax purposes, were $304,692,169 and $64,025,658, respectively.
Transactions relating to covered call options during the year ended March
31, 1999, are summarized as follows:
<TABLE>
<CAPTION>
NUMBER OF
OPTIONS PREMIUM
----------- ------------
<S> <C> <C>
Options written, beginning of period....................................... 99,500 $ 528,542
Options written, during the period......................................... 289,000 1,581,038
Options expired, during the period......................................... (42,000) (169,733)
Options exercised during the period........................................ (87,000) (612,759)
----------- ------------
Options outstanding, end of period......................................... 259,500 $ 1,327,088
----------- ------------
----------- ------------
</TABLE>
21
<PAGE>
(6) AFFILIATED ISSUERS
Affiliated issuers, as defined under the Investment Company Act of 1940, are
those in which the Fund's holdings of an issuer represent 5% of more of the
outstanding voting securities of the issuer. A summary of the Fund's
holdings in the securities of such issuers is set forth below:
<TABLE>
<CAPTION>
NUMBER OF
SHARES HELD VALUE DIVIDEND REALIZED
NAME OF ISSUER MARCH 31, 1999 MARCH 31, 1999 INCOME GAINS/(LOSSES)
- -------------------------------------- -------------- -------------- ------------ --------------
<S> <C> <C> <C> <C>
Capital Automotive REIT............... 1,293,700 $ 16,090,393 $ 641,970 $ 0
First Place Financial Corp............ 589,000 5,963,625 0 0
Fortress Investment Corp.............. 1,287,980 21,895,660 1,344,403 0
Imperial Credit Industries, Inc....... 2,835,500 20,734,594 0 0
Lab Holdings, Inc..................... 394,900 6,565,213 333,840 0
NovaStar Financial, Inc............... 475,000 2,909,375 0 0
NovaStar Financial, Inc. Warrants,
Expiring 2/03/01.................... 350,000 131,250 0 (1,373,034)
NovaStar Financial, Inc. 7% Pfd. Class
B Cumulative........................ 2,100,000 14,700,000 0 0
Redwood Trust, Inc.................... 1,198,117 19,169,872 0 0
Resource Bancshares Mtg. Grp., Inc.... 1,380,400 17,772,650 437,080 (2,899,838)
South Jersey Financial Corp., Inc..... 275,000 3,145,312 0 0
WMF Group, Limited.................... 391,606 2,349,636 0 0
-------------- ------------ --------------
Totals $131,427,580 $ 2,757,293 $ (4,272,872)
-------------- ------------ --------------
-------------- ------------ --------------
</TABLE>
22
<PAGE>
INDEPENDENT AUDITOR'S REPORT
To the Board of Directors and Shareholders
Weitz Series Fund, Inc. -- Value Portfolio:
We have audited the accompanying statement of assets and liabilities of
Weitz Series Fund, Inc. -- Value Portfolio, including the schedule of
investments in securities, as of March 31, 1999, and the related statement of
operations for the year then ended, the statements of changes in net assets for
each of the two years in the period then ended and the financial highlights for
each of the three years in the period then ended. These financial statements and
financial highlights are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements and
financial highlights based on our audit. The financial highlights for all years
prior to April 1, 1996, were audited by other auditors whose report, dated April
17, 1996, expressed an unqualified opinion on those financial highlights.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of March
31, 1999, by correspondence with the custodian and brokers. An audit also
includes assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements and financial highlights referred
to above present fairly, in all material respects, the financial position of
Weitz Series Fund, Inc. -- Value Portfolio as of March 31, 1999, and the results
of its operations, changes in its net assets, and financial highlights for the
periods indicated above in conformity with generally accepted accounting
principles.
/s/ McGladrey & Pullen, LLP
New York, New York
April 15, 1999
23
<PAGE>
- --------------------------------------------------------------------------------
WEITZ SERIES FUND, INC.
BOARD OF DIRECTORS
Lorraine Chang
John W. Hancock
Richard D. Holland
Thomas R. Pansing, Jr.
Delmer L. Toebben
Wallace R. Weitz
OFFICERS
Wallace R. Weitz, President
Mary K. Beerling, Vice-President & Secretary
Linda L. Lawson, Vice-President
Richard F. Lawson, Vice-President
INVESTMENT ADVISER
Wallace R. Weitz & Company
DISTRIBUTOR
Weitz Securities, Inc.
CUSTODIAN
Norwest Bank Minnesota, N.A.
TRANSFER AGENT AND DIVIDEND PAYING AGENT
Wallace R. Weitz & Company
This report has been prepared for the information of shareholders of Weitz
Series Fund, Inc. -- Value Portfolio. For more detailed information about the
Fund, its investment objectives, management, fees and expenses, please see a
current prospectus. This report is not authorized for distribution to
prospective investors unless preceded or accompanied by a current prospectus.
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS INCLUDED IN THE COMPANY'S ANNUAL REPORT AND IS QUALFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<SERIES>
<NUMBER> 1
<NAME> WEITZ VALUE PORTFOLIO
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> MAR-31-1999
<PERIOD-START> APR-01-1998
<PERIOD-END> MAR-31-1999
<INVESTMENTS-AT-COST> 1,474,535,051
<INVESTMENTS-AT-VALUE> 1,715,275,387
<RECEIVABLES> 2,982,345
<ASSETS-OTHER> 6,676,946
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 1,724,934,678
<PAYABLE-FOR-SECURITIES> 30,112,537
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 3,790,644
<TOTAL-LIABILITIES> 33,903,181
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 1,400,402,581
<SHARES-COMMON-STOCK> 54,523,301
<SHARES-COMMON-PRIOR> 15,293,691
<ACCUMULATED-NII-CURRENT> 5,357,151
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 45,052,466
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 240,219,299
<NET-ASSETS> 1,691,031,497
<DIVIDEND-INCOME> 7,216,215
<INTEREST-INCOME> 16,247,797
<OTHER-INCOME> 0
<EXPENSES-NET> (11,354,175)
<NET-INVESTMENT-INCOME> 12,109,837
<REALIZED-GAINS-CURRENT> 83,334,331
<APPREC-INCREASE-CURRENT> 90,647,280
<NET-CHANGE-FROM-OPS> 186,091,448
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (6,752,686)
<DISTRIBUTIONS-OF-GAINS> (70,722,258)
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 47,995,546
<NUMBER-OF-SHARES-REDEEMED> (11,332,079)
<SHARES-REINVESTED> 2,566,143
<NET-CHANGE-IN-ASSETS> 1,242,755,012
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 32,440,393
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 8,928,079
<INTEREST-EXPENSE> 20,600
<GROSS-EXPENSE> 11,354,175
<AVERAGE-NET-ASSETS> 909,798,114
<PER-SHARE-NAV-BEGIN> 29.31
<PER-SHARE-NII> 0.27
<PER-SHARE-GAIN-APPREC> 4.62
<PER-SHARE-DIVIDEND> (0.17)
<PER-SHARE-DISTRIBUTIONS> (3.01)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 31.02
<EXPENSE-RATIO> 1.26
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
