THE CROWLEY PORTFOLIO GROUP, INC.
The Crowley Growth and Income Portfolio
The Crowley Income Portfolio
The Crowley Diversified Management Portfolio
Annual Report Dated
November 30, 1997
Dear Shareholder:
We are pleased to present you with the Annual Report for The Crowley Portfolio
Group, Inc. (the "Fund") for the fiscal year ending November 30, 1997. All three
Portfolios in management's view, had a successful year. The Growth and Income
and Income Portfolios have just completed their eighth year of operations, and
all the Portfolios have combined assets in excess of 18 million dollars with 415
active accounts.
Management continues to invest the assets of the Portfolios in a manner which it
believes corresponds to a lower level of risk. The Crowley Growth and Income
Portfolio had a total return of 8.08% for the period November 30, 1996 through
November 30, 1997. The Crowley Growth and Income Portfolio continued to be
invested conservatively with the common stock positions at approximately 26% of
the Portfolio at fiscal year end. The remaining assets in the Portfolio were
invested in a combination of corporate bonds (23%), preferred stocks (14%),
government agency bonds (9%), and U.S. treasury bonds (15%), and the balance in
cash and cash equivalents (12%). The total return for The Crowley Income
Portfolio was 7.34% for the period November 30, 1996 through November 30, 1997.
The average weighted maturity of the Portfolio at November 30, 1997 was
approximately 10 years.
The Crowley Diversified management Portfolio had a total return of 11.64% for
the period November 30, 1996 through November 30, 1997. The Diversified
Management Portfolio is designed to be the most aggressive of the three
Portfolios and is primarily invested in other mutual funds. The Crowley
Diversified Management Portfolio was broadly invested in 35 mutual funds spread
over 8 classifications as determined by Lipper. The largest portion of the
Portfolio's assets was invested in funds included in the Growth category
(16.56%), followed by Small Company (10.19%), Growth/Income (14.67%), and
Aggressive Growth (10.82%). The international portion of the Portfolio was at
19.98% as of November 30, 1997.
The enclosed report has been audited by the Fund's Independent Accountants and
contains a list of the Portfolios' investments as of November 30, 1997. The
Portfolios continue to be managed conservatively. We look forward to continued
success.
Sincerely,
Robert A. Crowley, CFA
President
January 22, 1998
<PAGE>
THE CROWLEY PORTFOLIO GROUP, INC.
FINANCIAL STATEMENTS
NOVEMBER 30, 1997
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Shareholders and Board of Directors
The Crowley Portfolio Group, Inc.
Wilmington, Delaware
We have audited the accompanying statements of assets and liabilities of The
Crowley Growth and Income Portfolio, The Crowley Income Portfolio and The
Crowley Diversified Management Portfolio, each a series of shares of common
stock of The Crowley Portfolio Group, Inc., including the portfolios of
investments as of November 30, 1997, and the related statements of operations
for the year then ended, the statements of changes in net assets, and the
financial highlights for periods indicated thereon. These financial statements
and financial highlights are the responsibility of the Portfolios' management.
Our responsibility is to express an opinion on these financial statements and
financial highlights based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits 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
November 30, 1997 by correspondence with the custodian. 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 The
Crowley Growth and Income Portfolio, The Crowley Income Portfolio and The
Crowley Diversified Management Portfolio as of November 30, 1997, the results of
their operations for the year then ended, changes in their net assets, and the
financial highlights for the periods referred to above, in conformity with
generally accepted accounting principles.
Philadelphia, Pennsylvania
December 19, 1997
<PAGE>
<TABLE>
THE CROWLEY GROWTH & INCOME PORTFOLIO
PORTFOLIO OF INVESTMENTS
November 30, 1997
<CAPTION>
Market
Number Percent of Value
of Shares Net Assets (Note 1)
COMMON STOCKS
Automotive
<S> <C> <C> <C> <C>
3,000 Ford Motor Company 2.01% $ 129,000
Bank & Finance
2,000 Nationsbank Corporation 1.87 120,125
Building
1,500 Texas Industries 1.09 69,844
Chemicals
2,000 E.I. DuPont de Nemours & Company 1.88 121,125
Computer Software
1,000 Microsoft Corporation 2.20 141,500
3,000 Oracle Corporation 1.56 99,937
3.76 241,437
Electrical Equipment
1,000 Franklin Electric 0.91 58,500
Insurance (Life)
7,000 Washington National 3.60 231,438
International Oil
1,500 Mobil Corporation 1.68 107,906
2,000 Royal Dutch Petroleum Company ADR 1.64 105,375
3.32 213,281
Media & Services
4,000 Media General Class A 2.65 170,500
Telecommunications
1,200 Telecomunicacoes Brasileiras SA ADR 1.97 126,600
Telephone Equipment
3,000 Andrew Corporation 1.24 79,500
Transportation
4,000 Canadian Pacific Ltd. 1.76 113,250
Total Common Stocks (Cost $1,526,951) 26.06 1,674,600
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
THE CROWLEY GROWTH & INCOME PORTFOLIO
PORTFOLIO OF INVESTMENTS - (Continued)
November 30, 1997
<CAPTION>
Market
Number Percent of Value
of Shares Net Assets (Note 1)
PREFERRED STOCKS
<S> <C> <C> <C>
10,000 Hartford Capital Series A 3.97% $ 255,000
6,000 Lincoln National Series A, 8.75% 2.50 160,875
5,000 Pacificorp Capital, 8.25% 2.03 130,625
10,000 TCI Communications Financing IV, 9.72% 4.15 266,250
4,000 Travelers Capital I, 8.00% 1.64 105,250
Total Preferred Stocks (Cost $875,625) 14.29 918,000
CORPORATE BONDS & NOTES
Par Value
$ 200,000 Appalachian Power Company, Medium-Term Note,
8.50%, 12/01/22 3.35 215,580
200,000 Bear Stearns Company, Medium-Term Note,
7.50%, 12/16/16 3.14 202,000
200,000 E.I. DuPont de Nemours & Company, Debenture,
8.25%, 01/15/22 3.36 215,625
250,000 Ford Motor Credit Company, Medium-Term Note,
7.35%, 11/07/11 4.03 258,750
100,000 General Electric Capital Corporation, Debenture,
8.65%, 05/01/18 1.57 101,078
200,000 Limited Incorporated, Debenture,
7.50%, 03/15/23 3.06 196,342
300,000 Wisconsin Power & Light Company, Note
9.30%, 12/01/25 4.92 316,218
Total Corporate Bonds & Notes (Cost $1,481,533) 23.43 1,505,593
U.S. GOVERNMENT AGENCY
1,000,000 Federal Home Loan Bank,
0.00%, 07/28/17 3.30 212,350
250,000 Federal Home Loan Mortgage Corporation,
7.06%, 11/21/11 3.92 251,678
500,000 Federal Home Loan Mortgage Corporation,
0.00%, 08/07/17 1.65 106,250
Total U.S. Government Agency (Cost $568,300) 8.87 570,278
See accompanying notes to financial statements
<PAGE>
THE CROWLEY GROWTH & INCOME PORTFOLIO
PORTFOLIO OF INVESTMENTS - (Continued)
November 30, 1997
Market
Percent of Value
Par Value Net Assets (Note 1)
U.S. GOVERNMENT SECURITIES
$1,000,000 U.S. Treasury Note,
5.50%, 02/28/99 15.51 $ 996,562
Total U.S. Government Securities (Cost $998,125) 15.51 996,562
Total Investments (Cost $5,450,534) 88.16% 5,665,033
Other Assets in Excess of Liabilities 11.84% 760,930
Net Assets 100.00% $6,425,963
(a) Aggregate cost for federal income tax purposes is
$5,450,534.
At November 30, 1997, unrealized appreciation (depreciation) of
securities for Federal income tax purposes is as follows:
Unrealized appreciation $244,617
Unrealized depreciation (30,118)
$214,499
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
THE CROWLEY INCOME PORTFOLIO
PORTFOLIO OF INVESTMENTS
November 30, 1997
<CAPTION>
Market
Number Percent of Value
of Shares Net Assets (Note 1-A)
PREFERRED STOCKS
<S> <C> <C> <C> <C>
4,000 Georgia Power, Series 7.75% 1.09% $ 102,252
8,000 Hartford Capital, Series A 2.18 204,000
6,000 Lincoln National Capital, Series 8.75% 1.71 160,878
10,000 Pacific Telesis, 7.56% 2.70 253,750
10,000 Pacificorp Capital, 8.25% 2.79 261,250
8,000 Travelers Capital I, 8.00% 2.25 210,504
Total preferred Stocks (Cost $1,148,452) 12.72 1,192,634
CORPORATE BONDS & NOTES
Par Value
Auto & Truck
$ 250,000 Ford Holdings
7.35%, 11/07/11 2.76 258,750
200,000 Chrysler Financial Corporation
7.50%, 01/27/12 2.26 212,000
60,000 Ford Motor Credit Co. Note
8.7205, 07/22/99 .67 62,500
30,000 Ford Motor Credit Co. Note
8.000%, 01/15/99 .33 30,567
300,000 General Motors
Corp. Note 7.700%, 04/15/16 3.48 326,625
50,000 General Motors
Corp. Note 9.625%, 12/01/00 .58 54,593
10.08 945,035
Banking
60,000 BankAmerica
Corp. Note 7.750%, 07/15/02 .67 63,169
30,000 BankAmerica
Corp. Note 7.875%, 12/01/02 .34 31,875
80,000 Bankers Trust New York
Corp. Note 9.500%, 06/14/00 .91 85,674
20,000 Bankers Trust New York
Corp. Note 9.400%, 03/01/01 .23 21,684
250,000 Bankers Trust New York
Deb. 7.500%, 11/15/15 2.77 260,000
95,000 Banque Paribas New York
Note. 6.875%, 03/01/09 1.01 94,510
40,000 Barclays American
Corp. Note 7.875%, 08/15/98 .43 40,525
20,000 Chase Manhattan
Note 10.125%, 11/01/00 .24 22,041
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
THE CROWLEY INCOME PORTFOLIO
PORTFOLIO OF INVESTMENTS - (Continued)
November 30, 1997
<CAPTION>
Market
Percent of Value
Par Value Net Assets (Note 1-A)
CORPORATE BONDS & NOTES
Banking - (Continued)
<S> <C> <C> <C> <C>
$ 300,000 Chase Manhattan
Zero Coupon, 08/15/17 .70 $ 65,941
40,000 First Union Corp.
9.450%, 06/15/99 .46 41,881
100,000 First Union Corp.
Note 9.890%, 03/13/01 1.18 110,478
20,000 Heller Financial Inc.
Note 8.000%, 12/15/98 .22 20,356
9.16 858,134
Broadcasting & Cable T.V.
50,000 Cox Communications, Inc.
Note 8.875%, 03/01/01 .57 53,703
Chemical (Basic)
200,000 DuPont E.I.
Note 8.250%, 1/15/22 2.30 215,624
Chemical (Diversified)
80,000 ICI Wilmington
Note 9.500%, 11/15/00 .92 86,542
Electric Utility
70,000 Alabama Power Company
1st Mortgage, 8.300%, 07/01/22 .79 73,620
310,000 Appalachian Power Company
8.50%, 12/01/22 3.56 334,149
35,000 Mississippi Power & Light Co.
General Ref Mortgage
8.500%, 01/05/23 .43 40,432
100,000 Ohio Power Co.
Note 6.875%, 06/01/03 1.09 102,369
295,000 Southern Bell Telephone & Telegraph
7.375%, 07/15/10 3.24 303,390
250,000 Virginia Electric & Power Co.
Note 7.50%, 06/01/23 2.75 257,537
57,000 Washington Gas Light Co.
1st Mortgage 8.625%, 03/01/17 .64 60,010
100,000 Wisconsin Power & Light Company
1st Mortgage, 9.30%, 12/01/25 1.12 105,406
245,000 Wisconsin Electric Power
1st Mortgage, 7.75%, 01/15/23 2.74 256,944
16.36 1,533,857
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
THE CROWLEY INCOME PORTFOLIO
PORTFOLIO OF INVESTMENTS - (Continued)
November 30, 1997
<CAPTION>
Market
Percent of Value
Par Value Net Assets (Note 1-A)
CORPORATE BONDS & NOTES
Food Processing
<S> <C> <C> <C> <C>
$ 100,000 Quaker Oats Co.
Medium-Term Note 9.000%, 12/17/01 1.17 $ 109,463
Insurance (Diversified)
40,000 Aetna Services, Inc.
Note 8.625%, 03/01/98 .43 40,250
Machinery (Construction & Mining)
200,000 Caterpillar Inc.
Note 6.810%, 08/24/99 2.16 202,640
Natural Gas Industry
100,000 British Gas Co.
Note 8.750%, 03/15/98 1.08 100,750
Oil & Gas
50,000 Societe Nat. Elf Aquitaine
Note 7.750%, 05/01/99 .55 51,068
Paper and Forest Products
50,000 International Paper Company
Deb. 9.700%, 03/15/00 .57 53,578
Retail Store Industry
50,000 Dayton Hudson Corp.
Note 10.000%, 12/01/00 .59 54,789
200,000 Limited, Deb.
7.500%, 03/15/23 2.09 196,342
30,000 Wal Mart Stores
Note 9.100%, 07/15/00 .34 32,119
3.02 283,250
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
THE CROWLEY INCOME PORTFOLIO
PORTFOLIO OF INVESTMENTS - (Continued)
November 30, 1997
<CAPTION>
Market
Percent of Value
Par Value Net Assets (Note 1-A)
CORPORATE BONDS & NOTES
Securities Brokerage Industry
<S> <C> <C> <C> <C>
$ 35,000 Bear Stearns Companies
Note 9.375%, 06/01/01 .41 $ 38,238
200,000 Bear Stearns Companies
Note 7.500%, 12/16/16 2.16 202,000
200,000 Bear Stearns Companies
Note 8.000%, 02/21/17 2.26 212,000
200,000 Lehman Bros Holding Inc.
Note 8.500%, 05/01/07 2.36 220,874
40,000 Morgan Stanley Group
Note 7.875%, 12/15/98 .43 40,669
30,000 Morgan Stanley Group
Note 8.100%, 06/24/02 .34 31,931
40,000 Salomon Inc.
Note 9.100%, 03/15/98 .43 40,320
8.39 786,032
Telecommunications Service Industry
50,000 General Telephone Co. Florida
1st Mortgage, 7.500%, 08/01/02 .54 50,375
150,000 GTE North, Inc.
Note, 7.625%, 05/15/26 1.69 158,250
103,000 General Telephone Co. Kentucky
1st Mortgage, 7.750%, 06/01/03 1.11 104,288
100,000 Illinois Bell Telephone Co.
Deb. 8.500%, 04/22/26 1.11 104,250
250,000 U.S. West Capital Funding, Inc.
Note, 6.750%, 10/01/05 2.69 252,500
7.14 669,663
Tobacco
100,000 Philip Morris
8.250%, 10/15/03 1.15 107,812
130,000 Philip Morris
Note 7.750%, 05/01/99 1.42 132,579
2.57 240,391
Total Corporate Bonds & Notes (Cost $6,140,939) 66.47 6,229,980
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
THE CROWLEY INCOME PORTFOLIO
PORTFOLIO OF INVESTMENTS - (Continued)
November 30, 1997
<CAPTION>
Market
Percent of Value
Par Value Net Assets (Note 1-A)
U.S. GOVERNMENT AGENCY
<S><C> <C> <C> <C>
$ 200,000 Federal Home Loan Bank
Zero Coupon, 07/10/17 .45 $ 42,750
200,000 Federal Home Loan Mortgage Corp.
6.29%, 02/07/06 2.12 199,000
1,000,000 Federal Home Loan Bank
Zero Coupon, 07/28/17 2.27 212,350
80,000 Federal Home Loan Mortgage Corp.
8.325%, 07/15/09 .88 82,672
200,000 Federal National Mortgage Association Deb.
8.400%, 10/25/04 2.24 210,000
305,000 Federal Home Loan Mortgage Corp.
7.05%, 11/21/11 3.28 307,047
Total U.S. Government Agency (Cost $1,056,019) 11.24 1,053,819
Total Investments (Cost $8,345,410) (a) 90.43% 8,476,433
Other Assets in excess of Liabilities 9.57% 896,921
Net Assets 100.00% $9,373,354
(a) Aggregate cost for federal income tax purposes is
$8,345,410.
At November 30, 1997, unrealized appreciation (depreciation) of
securities for federal income tax purposes is as follows:
Unrealized appreciation $201,507
Unrealized depreciation (70,484)
Net unrealized appreciation $131,023
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
THE CROWLEY DIVERSIFIED MANAGEMENT PORTFOLIO
PORTFOLIO OF INVESTMENTS
November 30, 1997
<CAPTION>
Market
Number Percent of Value
of Shares Net Assets (Note 1-A)
GENERAL EQUITY FUNDS
<S> <C> <C> <C> <C>
Aggressive Growth
1,983 Strong Opportunity 3.72 $ 83,417
2,550 Twentieth Century Ultra 3.89 87,074
2,482 Wasatch Aggressive Equity 3.21 71,919
10.82 242,410
Balanced
2,581 Columbia Balanced 2.68 59,962
1,015 Dodge & Cox Balanced 3.16 70,805
5.84 130,767
Corporate - Investment Grade
4,069 Harbor Bond 2.11 47,280
Corporate - High Yield
5,888 Federated High Yield Trust 2.52 56,408
5,805 Fidelity Capital & Income 2.56 57,411
3,899 Strong High Yield 2.10 46,944
7.18 160,763
Growth
1,029 Fidelity Stock Selection 1.39 31,073
2,708 Longleaf Partners 3.52 78,752
599 Nicholas 2.29 51,249
2,079 Oakmark 3.62 81,210
2,597 Soundshore 3.34 74,903
14.16 317,187
Growth/Income
1,509 Babson Value 3.21 71,940
471 Dodge & Cox Stock 2.10 47,010
5,455 Mutual Beacon 3.75 84,119
1,559 Neuberger & Berman Guardian 2.09 46,851
4,180 Pelican 3.52 78,748
2,341 Steinroe Growth & Income 2.40 53,773
17.07 382,441
Income
3,136 Berwyn Income 1.86 41,706
1,755 Lindner Dividend 2.29 51,392
1,768 Gabelli Equity Income 1.37 30,678
5.52 123,776
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
THE CROWLEY DIVERSIFIED MANAGEMENT PORTFOLIO
PORTFOLIO OF INVESTMENTS - (Continued)
November 30, 1997
<CAPTION>
Market
Number Percent of Value
of Shares Net Assets (Note 1-A)
GENERAL EQUITY FUNDS
<S> <C> <C> <C> <C>
Small Company
1,988 Heartland Value 3.49 $ 78,181
2,083 Meridian 2.95 65,987
2,034 PBGH Growth 2.31 51,668
1,213 Parkstone Small Cap. Series "B" 1.44 32,336
10.19 228,172
INTERNATIONAL EQUITY FUNDS
Foreign Equity
1,222 Managers International Equity 2.61 58,419
6,820 Twentieth Century International Equity 2.81 62,884
5.42 121,303
Global Equity
2,887 Founders Worldwide Growth 3.07 68,728
2,105 Janus Worldwide Fund 3.76 84,214
6.83 152,942
International Bond
4,394 T. Roe Price International Bond 1.90 42,618
4,194 Scudder International Bond 1.92 43,070
4,501 Warburg Global Fixed Income 2.19 48,975
6.01 134,663
Pacific Equity
6,562 T. Rowe Price - New Asia 1.72 38,453
Total Investments (Cost $1,803,214) (a) 92.87% 2,080,157
Other Assets Less Liabilities 7.13% 159,712
Net Assets 100.00% $2,239,869
(a) Aggregate cost for federal income tax purposes is
$1,803,214.
At November 30, 1997 unrealized appreciation (depreciation)
securities for federal income tax purposes is as follows:
Unrealized appreciation $305,969
Unrealized depreciation (29,026)
Net unrealized appreciation $276,943
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
THE CROWLEY PORTFOLIO GROUP, INC.
STATEMENT OF ASSETS AND LIABILITIES
November 30, 1997
<CAPTION>
<S>
<C> <C> <C> <C>
Growth
And Income Income Diversified
Portfolio Portfolio Portfolio
ASSETS
Investments at market value
(Identified cost $5,450,534, $8,345,410,
and $1,803,214, respectively) $5,665,033 $8,476,433 $2,080,157
Cash 762,320 782,274 161,957
Receivable for
Interest 56,510 130,843 307
Dividends 1,150 - -
Total assets 6,485,013 9,389,550 2,242,421
LIABILITIES
Payable for capital stock redeemed 42,959 - -
Accrued expenses 16,091 16,196 2,552
Total liabilities 59,050 16,196 2,552
NET ASSETS
(500 million shares of $.01 par value
common stock authorized; 563,301,
851,801 and 173,981 shares issued
and outstanding, respectively) $6,425,963 $9,373,354 $2,239,869
NET ASSET VALUE
Offering and redemption price per share
(Net assets/shares outstanding) $11.41 $11.00 $12.87
At November 30, 1997, net assets consisted of:
Paid-in capital $5,690,966 $8,983,861 $1,906,765
Accumulated undistributed net
investment income 202,630 513,212 -
Accumulated undistributed net
realized gains (losses) 317,868 (254,742) 56,161
Net unrealized appreciation of investments 214,499 131,023 276,943
$6,425,963 $9,373,354 $2,239,869
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
THE CROWLEY PORTFOLIO GROUP, INC.
STATEMENT OF OPERATIONS
Year ended November 30, 1997
<CAPTION>
Growth
And Income Income Diversified
Portfolio Portfolio Portfolio
<S>
<C> <C> <C> <C>
INVESTMENT INCOME
Interest income $247,845 $614,047 $ 2,214
Dividend income 108,382 91,533 53,892
Other income 10,145 362 93
Total income 366,372 705,942 56,199
EXPENSES
Investment advisory fees (Note 2) 66,416 55,578 19,044
Shareholder servicing fees (Note 2) 28,511 38,574 8,110
Legal and audit fees 14,600 14,900 3,857
Custodian fees 5,092 6,177 1,050
Registration fees 4,352 3,526 1,045
Printing and postage 1,312 1,312 81
Insurance 750 750 500
Directors fees 6,000 6,000 2,000
Miscellaneous 2,450 2,114 -
Total expenses 129,483 128,931 35,687
Investment income - net 236,889 577,011 20,512
REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS
Net realized gain (loss) from security transactions 317,280 (47,021) -
Capital gain distribution from regulated
investment companies - - 55,919
Change in unrealized appreciation of
investments for the year (35,592) 122,332 132,478
Net gain (loss) on investments 281,688 75,311 188,397
Net increase in net assets
resulting from operations $518,577 $652,322 $208,909
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
THE CROWLEY PORTFOLIO GROUP, INC.
CROWLEY GROWTH AND INCOME PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS
Years ended November 30, 1997 and 1996
<CAPTION>
1997 1996
<S>
<C> <C> <C>
OPERATIONS
Investment income - net $ 236,889 $ 137,653
Net realized gain on investments 317,280 191,740
Change in unrealized appreciation (35,592) 21,978
Net increase in net assets resulting from operations 518,577 351,371
DISTRIBUTIONS TO SHAREHOLDERS
From investment income - net
($.27 and $.32 per share) (159,580) (183,435)
From net realized gains on investment
($.31 and $.50 per share) (188,051) (286,617)
CAPITAL SHARE TRANSACTIONS (a) (489,359) 318,132
Total increase (decrease) (318,413) 199,451
NET ASSETS
Beginning of year 6,744,376 6,544,925
End of year
(including undistributed investment income of
$202,630 and $125,320, respectively) $6,425,963 $6,744,376
</TABLE>
<TABLE>
<CAPTION>
(a) Summary of capital share activity follows:
1997 1996
<S>
<C> <C> <C> <C> <C>
Shares Amount Shares Amount
Shares sold 28,866 $ 319,284 34,760 $ 373,438
Shares issued in reinvestment of distributions 33,108 347,631 44,303 470,052
61,974 666,915 79,063 843,490
Shares redeemed (104,142) (1,156,274) (49,012) (525,358)
Net increase (decrease) (42,168) $ (489,359) 30,051 $ 318,132
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
THE CROWLEY PORTFOLIO GROUP, INC.
CROWLEY INCOME PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS
Years ended November 30, 1997 and 1996
<CAPTION>
1997 1996
<S>
<C> <C> <C>
OPERATIONS
Investment income - net $ 577,011 $ 530,316
Net realized (loss) on investments (47,021) (143,224)
Change in unrealized appreciation 122,332 (1,524)
Net increase in net assets resulting from operations 652,322 385,568
DISTRIBUTIONS TO SHAREHOLDERS
From investment income - net
($.65 and $.62 per share) (556,624) (502,187)
CAPITAL SHARE TRANSACTIONS (a) (251,109) 704,926
Total increase (decrease) (155,411) 588,307
NET ASSETS
Beginning of year 9,528,765 8,940,458
End of year
(including undistributed investment income of
$513,212 and $492,825, respectively) $9,373,354 $9,528,765
</TABLE>
<TABLE>
<CAPTION>
(a) Summary of capital share activity follows:
1997 1996
<S>
<C> <C> <C> <C> <C>
Shares Amount Shares Amount
Shares sold 51,646 $ 545,779 124,539 $ 1,325,485
Shares issued in reinvestment of distributions 54,518 556,624 47,646 502,187
106,164 1,102,403 172,185 1,827,672
Shares redeemed (128,371) (1,353,512) (105,211) (1,122,746)
Net increase (decrease) (22,207) $ (251,109) 66,974 $ 704,926
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
THE CROWLEY PORTFOLIO GROUP, INC.
CROWLEY DIVERSIFIED MANAGEMENT PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS
Years ended November 30, 1997 and 1996
<CAPTION>
1997 1996
<S>
<C> <C> <C>
OPERATIONS
Investment income - net $ 20,512 $ 5,545
Net realized gain on investments - 30,015
Capital gain distribution from regulated
investment companies 55,919 26,533
Change in unrealized appreciation 132,478 95,517
Net increase in net assets resulting from operations 208,909 157,610
DISTRIBUTIONS TO SHAREHOLDERS
From investment income - net
($.18 and $.04 per share) (23,277) (3,511)
From net realized gains on investments
($.44 and $.00 per share) (56,464) -
CAPITAL SHARE TRANSACTIONS (a) 610,496 383,968
Total increase 739,664 538,067
NET ASSETS
Beginning of period 1,500,205 962,138
End of period
(Including undistributed investment income of
$0 and $1,638, respectively) $2,239,869 $1,500,205
</TABLE>
<TABLE>
<CAPTION>
(a) Summary of capital share activity follows:
1997 1996
<S>
<C> <C> <C> <C> <C>
Shares Amount Shares Amount
Shares sold 62,490 $ 773,189 39,599 $450,041
Shares issued in reinvestment of distributions 6,934 79,741 325 3,511
69,424 852,930 39,924 453,552
Shares redeemed (18,966) (242,434) (6,260) (69,584)
Net increase 50,458 $ 610,496 33,664 $383,968
</TABLE>
See accompanying notes to financial statements
<TABLE>
THE CROWLEY PORTFOLIO GROUP, INC.
CROWLEY GROWTH AND INCOME PORTFOLIO
FINANCIAL HIGHLIGHTS
(For a share outstanding throughout each year)
<CAPTION>
YEAR ENDED NOVEMBER 30,
<S> <C> <C> <C> <C> <C>
1997 1996 1995 1994 1993
NET ASSET VALUE
Beginning of year $11.14 $11.37 $10.69 $10.45 $10.19
INCOME FROM
INVESTMENT OPERATIONS
Net investment income .42 .23 .32 .12 .11
Net gains on securities
(both realized and unrealized) .43 .36 .88 .63 .18
Total from investment operations .85 .59 1.20 .75 .29
LESS DISTRIBUTIONS
Dividends
(from net investment income) (.27) (.32) (.12) (.11) (.03)
Distributions
(from realized capital gains) (.31) (.50) (.40) (.40) ( - )
Total distributions (.58) (.82) (.52) (.51) (.03)
NET ASSET VALUE
End of year $11.41 $11.14 $11.37 $10.69 $10.45
TOTAL RETURN 8.08% 5.55% 11.85% 7.41% 2.85%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000 omitted) $6,426 $6,744 $6,545 $5,496 $4,593
Ratio of expenses to average net assets 1.95% 1.95% 1.93% 1.85% 1.61%
Ratio of net investment income to
average net assets 3.57% 2.06% 3.00% 1.10% 1.00%
Portfolio turnover rate 70.22% 182.41% 118.08% 107.37% 243.85%
Average commission rate paid per share $.05 $.05 - - -
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
THE CROWLEY PORTFOLIO GROUP, INC.
CROWLEY INCOME PORTFOLIO
FINANCIAL HIGHLIGHTS
(For a share outstanding throughout each year)
<CAPTION>
YEAR ENDED NOVEMBER 30,
<S> <C> <C> <C> <C> <C>
1997 1996 1995 1994 1993
NET ASSET VALUE
Beginning of year $10.89 $11.08 $10.69 $11.57 $10.58
INCOME FROM
INVESTMENT OPERATIONS
Net investment income .69 .59 .65 .61 .65
Net gains (losses) on securities
(both realized and unrealized) .07 (.15) .37 (.76) .40
Total from investment operations .76 .44 1.02 (.15) 1.05
LESS DISTRIBUTIONS
Dividends
(from net investment income) (.65) (.62) (.63) (.66) (.06)
Distributions
(from realized capital gains) - - ( - ) (.07) ( - )
Total distributions (.65) (.62) (.63) (.73) (.06)
NET ASSET VALUE
End of year $11.00 $10.90 $11.08 $10.69 $11.57
TOTAL RETURN 7.34% 4.16% 10.12% (1.43)% 9.97%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000 omitted) $9,373 $9,529 $8,940 $6,654 $5,423
Ratio of expenses to average net assets 1.39% 1.39% 1.43% 1.37% 1.23%
Ratio of net investment income to
average net assets 6.22% 5.62% 6.43% 6.28% 6.27%
Portfolio turnover rate 22.81% 66.18% 31.60% 14.45% 19.17%
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
THE CROWLEY PORTFOLIO GROUP, INC.
CROWLEY DIVERSIFIED MANAGEMENT PORTFOLIO
FINANCIAL HIGHLIGHTS
(For a share outstanding throughout each year)
<CAPTION>
Period
April 1, 1995 (a)
Year Ended To
November 30, November 30,
<S> <C> <C> <C>
1997 1996 1995
NET ASSET VALUE
Beginning of year $12.15 $10.71 $10.00
INCOME FROM INVESTMENT OPERATIONS
Net investment income .17 .05 -
Net gains on securities
(both realized and unrealized) 1.17 1.43 .71
Total from investment operations 1.34 1.48 .71
LESS DISTRIBUTIONS
Dividends (from net investment income) (.18) (.04) -
Distributions (from realized capital gains) (.44) - -
Total distributions (.62) (.04) -
NET ASSET VALUE
End of year $12.87 $12.15 $10.71
TOTAL RETURN 11.64% 13.87% 7.10%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000 omitted) $2,240 $1,500 $962
Ratio of expenses to average net assets 1.87% 2.22% 2.06% (b)
Ratio of net investment income (loss) to
average net assets 1.08% .46% (.09)% (b)
Portfolio turnover rate - 20.69% -
</TABLE>
(a) Effective date of the Portfolio's initial registration under the Securities
Act of 1933, as amended.
(b) Annualized.
See accompanying notes to financial statements
<PAGE>
THE CROWLEY PORTFOLIO GROUP, INC.
NOTES TO FINANCIAL STATEMENTS
November 30, 1997
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Crowley Portfolio Group, Inc. (the "Fund") is an open-end
diversified investment company currently offering three series of shares:
The Crowley Growth and Income Portfolio, The Crowley Income Portfolio, and
The Crowley Diversified Management Portfolio (each a "Portfolio").
The objective of The Crowley Growth and Income Portfolio is a long-term
growth of capital for investors, with the secondary objective being
current income. The objective of The Crowley Income Portfolio is to
maximize current income, consistent with prudent risk, i.e., reasonable
risk to principal. The objective of The Crowley Diversified Management
Portfolio is high total return consistent with reasonable risk. The
Portfolios will use a variety of investment strategies in an effort to
balance portfolio risks and to hedge market risks. There can be no
assurance that the objectives of the Portfolios will be achieved.
SECURITY VALUATION
Portfolio securities, which are fixed income securities, are valued by
using market quotations, prices provided by market-makers or estimates
of market values obtained from yield data relating to instruments or
securities with similar characteristics, in accordance with procedures
established in good faith by the Board of Directors. Securities listed
on an exchange or quoted on a national market system are valued at the
last sales price. Investments in regulated investment companies are
valued at the net asset value per share as quoted by the National
Association of Securities Dealers, Inc. Money market securities with
remaining maturities of less than 60 days are valued on the amortized
cost basis as reflecting fair value. All other securities are valued at
their fair value as determined in good faith by the Board of Directors.
FEDERAL INCOME TAXES
The Portfolios intend to comply with the requirements of the Internal
Revenue Code necessary to qualify as regulated investment companies and
as such will not be subject to federal income taxes on otherwise
taxable income (including net realized capital gains) which is
distributed to shareholders. At November 30, 1997, the Income Portfolio
had a capital loss carryforward for Federal income tax purposes of
approximately $254,700, of which $36,100 expires in the year 2002 and
$28,400 in 2003, $143,200 in 2004 and $47,000 in 2005.
SECURITY TRANSACTIONS, INVESTMENT INCOME AND DISTRIBUTIONS TO
SHAREHOLDERS
As is common in the industry, security transactions are accounted for
on the trade date (the date the securities are purchased or sold).
Interest income is recorded on the accrual basis. Bond premiums and
discounts are amortized in accordance with Federal income tax
regulations. Dividend income and distributions to shareholders are
recorded on the ex-dividend date.
USE OF ESTIMATES IN FINANCIAL STATEMENTS
In preparing financial statements in conformity with generally accepted
accounting principles, management makes estimates and assumptions that
affect the reported amounts of assets and liabilities at the date of
the financial statements, as well as the reported amounts of revenues
and expenses during the reporting period. Actual results could differ
from those estimates.
<PAGE>
THE CROWLEY PORTFOLIO GROUP, INC.
NOTES TO FINANCIAL STATEMENTS - (Continued)
November 30, 1997
(2) INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Crowley & Crowley Corp. (the "Advisor") provides the Fund with management
and administrative services pursuant to a Management Agreement.
As compensation for its services, the Advisor receives a fee, computed
daily and payable monthly, at the annualized rate of 1% of the average
daily net assets of The Crowley Growth and Income Portfolio, .60% of the
average daily net assets of The Crowley Income Portfolio and 1% of the
average daily net assets of The Crowley Diversified Management Portfolio.
The Advisor pays all expenses incurred by it in rendering management
services to the Fund including the costs of accounting, bookkeeping and
data processing services provided in its role as administrator. The
Portfolios bear their costs of operations, which include, but are not
limited to: advisory fees; taxes; brokerage fees; accounting fees; legal
fees; custodian and auditing fees; and printing and other expenses which
are not expressly assumed by the Advisor under the Management Agreement.
The Crowley Financial Group, Inc. ("TCFG") serves as the Portfolio
shareholders' servicing agent. As shareholder servicing agent, TCFG will
act as the Transfer, Dividend Disbursing and Redemption Agent to the
Portfolios. As compensation for its services, TCFG receives a fee computed
daily and payable monthly, at the annualized rate of .40% of the average
daily net assets of each Portfolio. During the period December 1, 1996 to
November 30, 1997, TCFG earned fees of $28,511, $38,574 and $8,110 from
the Growth and Income Portfolio, Income Portfolio and Diversified
Management Portfolio, respectively.
Crowley Securities Corp. serves as distributor of the Fund's shares.
Certain officers and directors of the Fund are also officers of Crowley &
Crowley Corp., Crowley Securities Corp. and The Crowley Financial Group,
Inc.
(3) PURCHASES AND SALES OF SECURITIES
Purchases and sales of securities, other than short-term investments,
aggregated $3,525,179 and $4,465,773, respectively, in the Growth and
Income Portfolio, $2,003,899 and $2,959,357, respectively, in the Income
Portfolio and $425,000 and $0, respectively, in the Crowley Diversified
Management Portfolio.
