MARINER MUTUAL FUNDS TRUST
N-30D, 1995-08-29
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MARINER MUTUAL FUNDS TRUST
- - -------------------------------------------------------------------------------
TOTAL RETURN EQUITY FUND
HSBC Asset Management  [Logo]
- - -------------------------------------------------------------------------------







SEMI-ANNUAL REPORT (UNAUDITED)
June 30, 1995



Managed by:
HSBC ASSET MANAGEMENT AMERICAS INC.



Sponsored and distributed by:
MARINER FUNDS SERVICES









<PAGE>




MARINER MUTUAL FUNDS TRUST
TOTAL RETURN EQUITY FUND
- - -------------------------------------------------------------------------------
HSBC Asset Management  [Logo]
- - -------------------------------------------------------------------------------





July 21, 1995


Dear Shareholder:

U.S. equities posted another strong quarterly  showing,  up 9.6% for the period,
as  signs  of  economic  slowing  continued  to  be  evidenced  giving  rise  to
speculation that the Federal Reserve's next move would be to cut rates,  perhaps
as early as July.  In  anticipation  of this  rate cut the bond  market  rallied
sharply, most notably in the intermediate  maturities,  with the long bond yield
rallying to below 7%.  Further  fueling  market gains were strong first  quarter
earnings,  up nearly 30% from prior year  results  and  excellent  supply/demand
conditions for equities as inflows into equity mutual funds remained strong.

As was the case in the first quarter,  equities showed surprising  resilience as
market participants  overlooked the potential impact of the economic slowdown on
future  earnings.   Relatively  few  groups  and  sectors  experienced  estimate
revisions,  and those that did (e.g. the retailers)  quickly  rebounded from the
initial earnings-related weakness. Even talk of a harder landing than originally
anticipated  and the  recessionary  environment  being indicated by the shape of
government  yield curve was  dismissed  by  investors.  Further,  the pick up in
inflation, though modest, did nothing to dispel this complacency.

Volatility increased during the period and market leadership changed, as the mid
and smaller capitalization stocks gathered momentum toward quarter end. However,
the Technology  stocks continued their advance  unchallenged,  gaining more than
20% over the quarter - the best performing S&P sector. Financials,  driven by an
increase in M&A  activity  and lower rates,  Healthcare  and Capital  Goods also
posted  above-market  returns for the quarter.  Transportation and Energy stocks
posted the weakest sectoral performances, the latter impacted by weakening crude
prices as oil dropped to 95 low of $17.40/barrel on the last day of the quarter.

For the first half ended  concurrently,  the  equity  market  rose over 20% on a
total return basis,  seemingly untouched by economic concerns surrounding a weak
dollar,  the Mexican economic  collapse or raw materials price  increases.  This
year has in fact witnessed a startling downshift in investor sentiment about the
economy. Early in the year, a continued boom in economic growth was feared which
led to a seventh and final,  Fed Funds hike in  February,  1995.  In the wake of
this move,  the soft  landing  scenario  gained  wide  acceptance  as  investors
believed that the Federal Reserve had tightened  sufficiently to slow growth and
head off inflation without stalling the economy. Finally, concerns of a possible
recession  surfaced late in the second  quarter,  which led to  speculation of a
change in Fed policy to more  accommodative  stance via an easing  move or moves
during the summer of 1995.  This sea change in  economic  expectations  fueled a
bond  market  rally,   propelling   equities  as  well.  As  noted  above,  both
supply/demand  dynamics  and strong  corporate  earnings  further  drove  market
returns.



<PAGE>



While active equity managers  managed to pick up some ground against the S&P 500
late in the first half, as the secondary and smaller  stocks  returned to favor,
1995 has proved to be a very difficult year to generate even Index-like returns,
with less  than 20% of  managers  actually  outperforming.  This  weak  relative
performance  has been a function  of the  market's  fairly  narrow  advance  as,
through the end of June, the 100 largest  companies in the S&P 500 accounted for
61%  of  the   market's   return.   Diversification   away   from  the   largest
capitalization,   multi-national  companies,  has  generally  not  added  value.
Further,  sector  weighting  has been  critical,  with only  four of the  eleven
economic  sectors  outpacing  the  market  through  the end of  June--Technology
(+38%),  Financials (+26%), Healthcare (+22%) and Capital Goods (+21%). Managers
that   were   underweighted   in   the   top   two    sectors--Technology    and
Financials--suffered significantly on a relative basis.

We are  currently  anticipating  a  slowdown  in the  economy  with a  potential
resumption  of modest growth by the fourth  calendar  quarter of 1995 aided by a
more accommodative  Federal Reserve policy. While an easier Fed policy certainly
bodes well for equity valuation,  the market appears to have already  discounted
much  of  the  good  news.  Further,  forward  earnings  expectations  are  very
optimistic and Wall Street  analysts will need to temper their forecasts for the
remainder of 1995. However, given the market's neutral valuation and the current
level  of  interest  rates,  we do not  expect a major  sell-off  in the wake of
earnings releases.

Conversely,  given the market's  year-to-date rally, low mutual fund cash levels
(liquidity),  increasing  volatility  and the  lack  of any  catalyst  to  drive
equities from these levels,neither do we envision a continuation of the market's
phenomenal gains. Rotation into lagging sectors, particularly early cycle stocks
as well as mid-and small-cap issues is likely.

Sectorally,  we are  maintaining  an  overweighted  position  in Capital  Goods,
emphasizing export-oriented companies and growth-oriented cyclicals. We are also
overweighting  the  Energy  and  Utilities  (telephone)  sectors,  due to  their
attractive  yields and  defensive  characteristics.  We are  underweighting  the
deeper  cyclical  (papers,  metals),  due to their  sensitivity  to an  economic
slowdown,  as well as  Technology,  given the  spectacular  move the  sector has
experienced thus far in 1995.

At quarter end, reflective of our relative value approach,  the Fund's valuation
characteristics  including  price/earnings  multiples,  both on a historical and
prospective basis, and price/book were below the market, as was the debt/capital
ratio.  However, both historical and projected earnings growth as well as return
on equity  were  above  that of the  market in  general.  We  believe  that this
attractive  relative valuation will bode well for the Fund in the slowing growth
environment we envision.

MANAGER'S DISCUSSION OF FUND PERFORMANCE
- - ----------------------------------------

The Mariner Total Return  Equity Fund posted a strong  absolute  performance  of
8.07% in the  second  quarter  of 1995.  Results  were in line with  competitive
medians but lagged the 9.54%  return  posted by S&P 500 Index,  as active  money
managers generally  underperformed the market for the period. For the first half
ended  concurrently,  the Fund rose 17.85%,  well  outpacing the Lipper Growth &
Income average return of 16.75% but behind the S&P 500 Index return of 20.21%.


2
<PAGE>



During the second  quarter,  the Fund was  overweighted  in the  Capital  Goods,
Energy  Healthcare,  and  Utilities  sectors of the  market,  while  maintaining
underweighted  positions  in the Basic  Materials,  Consumer  Staples,  Consumer
Cyclicals and Technology stocks.  The Fund was approximately  market-weighted in
the  other  three  sectors.  For the Fund,  the best  relative  performance  was
generated  by the Capital  Goods and  Financial  sectors  while  Technology  and
Consumer Staples negatively  impacted results due to a significant  underweight,
despite  superior stock selection.  Sector weighting  decisions were positive in
five of the eleven  sectors  but in  aggregate  detracted  80 basis  points from
relative performance.  Stock selection superior in six of the eleven sectors and
augmented  relative results by  approximately 60 basis points.  The remainder of
the  Fund's  shortfall  versus  Index  was  caused  by  cash  holdings  as  cash
equivalents generated a 1.4% return for the quarter.

During the second  quarter,  strong  individual  performances  were generated by
Intel (+49%),  IBP (+33%), and Chase Manhattan (+32%).  Conversely,  Home Depot,
Maytag and RJR Nabisco all fell more than 5% during the period.

As always,  our goal is to ensure that The Mariner  Total Return Equity Fund and
all Mariner Funds are  characterized  by quality,  competitive  performance  and
outstanding  service. We value your participation and appreciate the opportunity
to work on your behalf.



Sincerely,

[GRAPHIC OMITTED]

/s/W. Robert Alexander
W. Robert Alexander
PRESIDENT

3
<PAGE>

             COMPARISON OF CHANGES IN VALUE OF $10,000 INVESTMENT IN
                      TOTAL RETURN EQUITY FUND VS. S&P 500


                         Average Annual Total Return
            ---------------------------------------------------
                                1 Year    5 Years     Inception
            ---------------------------------------------------
            Offering Price(1)   13.47%    10.25%       10.38%
            NAV(2)              19.46%    11.38%       11.01%


                  FUND(1)     S&P 500       FUND(2)
JUN 1986           10000       10000        10000
DEC 1986            9860       10049        10320
DEC 1987            9780       10578        10300
DEC 1988           11300       12334        11900
DEC 1989           14190       16241        14940
DEC 1990           13560       15737        14280
DEC 1991           17890       20532        18840
DEC 1992           19280       22097        20300
DEC 1993           21440       24322        22580
DEC 1994           20439       24643        21523
JUNE 1995          24521       29623        25822



Past performance is not predictive of future performance

(1) Includes the maximum sales charge
(2) Excludes the maximum sales charge

The above illustration  compares a $10,000 investment in the Total Return Equity
Fund on June 2,  1986,  to a $10,000  investment  in the  Standard  & Poor's 500
Composite  Stock  Price  Index on that date.  All  dividends  and  capital  gain
distributions are reinvested.

The  performance  takes into  account  all  applicable  fees and  expenses.  The
Standard & Poor's 500 Composite Stock Price Index is a widely accepted unmanaged
index of overall  government/mortgage  bond market performance and does not take
into account charges, fees and other expenses.


4
<PAGE>



BOARD OF TRUSTEES
JOHN P. PFANN*              CHAIRMAN OF THE BOARD; Chairman and President, 
                               JPP Equities, Inc.

WOLFE J. FRANKL*            Former Director, North America, Berlin Economic 
                               Development Corporation

WILLIAM L. KUFTA            Chief Investment Officer, Beacon Trust Company

ROBERT A. ROBINSON*         Trustee, Henrietta and B. Frederick H. Bugher 
                               Foundation

                            *Member of the Audit and Nominating Committees





- - ------------------------------------------------------------------------------
OFFICERS

W. ROBERT ALEXANDER                 PRESIDENT

STEVEN R. HOWARD                    SECRETARY

MARK A. POUGNET                     VICE PRESIDENT AND TREASURER


5
<PAGE>

[This page intentionally left blank.]

<PAGE>

<TABLE>
<CAPTION>
STATEMENT OF NET ASSETS AS OF JUNE 30, 1995 (UNAUDITED)


                    TOTAL RETURN EQUITY FUND

   NUMBER
  OF SHARES                                                                 VALUE
- - ------------                                                             ------------
<C>            <S>                                                        <C>       
               STOCKS-93.3%
               AEROSPACE/DEFENSE-4.6%
    20,818     Boeing Co. ...........................................     $1,303,727
    45,208   * Coltec Industries, Inc ...............................        779,838
    12,522     Raytheon Co. .........................................        972,020
                                                                          ----------
                                                                           3,055,585
                                                                          ----------
               AUTO & RELATED-1.2%
    19,769     Goodyear Tire & Rubber Co. ...........................        815,471
                                                                          ----------
               BANKS-4.9%
    22,410     Chase Manhattan Corp. ................................      1,053,270
    32,261     Meridian Bancorp Inc. ................................      1,108,972
    20,776     Nations Bank Corp. ...................................      1,114,113
                                                                          ----------
                                                                           3,276,355
                                                                          ----------
               BROADCASTING-1.5%
    42,841   * Tele-Communications, Inc. ............................      1,004,087
                                                                          ----------
               CHEMICALS-5.2%
    19,375     Allied-Signal Inc. ...................................        862,187
    11,194     Dow Chemical Corp. ...................................        804,569
    14,592     Du Pont de Nemours & Co., E.I.........................      1,003,200
    21,441     Lubrizol Corp. .......................................        758,475
                                                                          ----------
                                                                           3,428,431
                                                                          ----------
               CONGLOMERATES-0.9%
    12,646     Tenneco, Inc. ........................................        581,717
                                                                          ----------
               CONSUMER DURABLES-1.1%
    46,655     MAYTAG CORP ..........................................        746,481
                                                                          ----------
               DRUGS-4.8% 
    25,921     Bristol-Meyers Squibb Co. ............................      1,765,868
    16,156     Warner Lambert Co. ...................................      1,395,474
                                                                          ----------
                                                                           3,161,342
                                                                          ----------
</TABLE>

7
<PAGE>

<TABLE>
<CAPTION>
STATEMENT OF NET ASSETS AS OF JUNE 30, 1995 (CONTINUED)

                            TOTAL RETURN EQUITY FUND

   NUMBER
  OF SHARES                                                                  VALUE
- - ------------                                                             ------------
<C>              <S>                                                      <C>       
                 STOCKS-(continued)
                 ELECTRICAL EQUIPMENT-3.8%
      15,382     Emerson Electric Co. ..............................      $1,099,813
      25,489     General Electric Co. ..............................       1,436,942
                                                                          ----------
                                                                           2,536,755
                                                                          ----------
                 ELECTRONICS-SEMICONDUCTORS-3.8%
      17,034     Intel Corp. .......................................       1,078,465
      21,939     Motorola, Inc. ....................................       1,472,655
                                                                          ----------
                                                                           2,551,120
                                                                          ----------
                 ELECTRONICS-INSTRUMENTATION-1.6%
      14,224     Hewlett Packard Co. ...............................       1,059,688
                                                                          ----------
                 ENVIRONMENTAL CONTROL-3.2%
      50,567   * Wheelabrator Technologies, Inc. ...................         777,468
      47,931     WMX Technologies, Inc. ............................       1,360,042
                                                                          ----------
                                                                           2,137,510
                                                                          ----------
                 FINANCIAL SERVICES-3.4%
      14,826     Federal National Mortgage Association .............       1,399,204
      19,031     Travelers, Inc. ...................................         832,606
                                                                          ----------
                                                                           2,231,810
                                                                          ----------
                 FOOD PROCESSING-4.6%
      65,800   * Archer-Daniels Midland Co. ........................       1,225,525
      24,100     IBP, Inc. .........................................       1,048,350
      27,936     Sara Lee Corp. ....................................         796,176
                                                                          ----------
                                                                           3,070,051
                                                                          ----------
                 HOSPITAL MANAGEMENT & SUPPLIES-4.4%
      32,526     Columbia / HCA Healthcare Corp ....................       1,406,750
      22,901     Johnson & Johnson .................................       1,548,680
                                                                          ----------
                                                                           2,955,430
                                                                          ----------
                 INSURANCE-1.2%
      17,200     UNUM Corp. ........................................         806,250
                                                                          ----------
</TABLE>

8
<PAGE>


<TABLE>
<CAPTION>
STATEMENT OF NET ASSETS AS OF JUNE 30, 1995 (CONTINUED)

                            TOTAL RETURN EQUITY FUND

   NUMBER
  OF SHARES                                                              VALUE
- - ------------                                                         ------------
<C>              <S>                                                  <C>       
                 STOCKS-(continued)
                 LODGINGS AND RESTAURANTS-1.8%
   29,785        McDonald's Corp. ............................        $1,165,338
                                                                      ----------
                 MACHINERY-2.6%
   45,208        Giddings & Lewis Inc ........................           808,093
   23,300        Ingersol-Rand Co. ...........................           891,225
                                                                      ----------
                                                                       1,699,318
                                                                      ----------
                 OIL-DOMESTIC-1.5%
    9,334        Atlantic Richfield Co. ......................         1,024,406
                                                                      ----------
                 OIL-INTERNATIONAL-8.3%
   28,581        Chevron Corp. ...............................         1,332,589
   28,438        Exxon Corp. .................................         2,008,434
   11,410        Mobil Corp. .................................         1,095,360
    8,926        Royal Dutch Petroleum Co. ...................         1,087,856
                                                                      ----------
                                                                       5,524,239
                                                                      ----------
                 OIL-WELL SERVICE-1.3%
   13,781        Schlumberger Ltd. ...........................           856,145
                                                                      ----------
                 PAPER & RELATED-1.3%
   18,930        Weyerhaeuser Co. ............................           892,076
                                                                      ----------
                 PRINTING & PUBLISHING-1.8%
   36,648        Deluxe Corp. ................................         1,213,965
                                                                      ----------
                 PUBLISHING-2.0%
   32,988        Time Warner Inc. ............................         1,356,632
                                                                      ----------
                 RAILROADS-1.5%
   18,190        Union Pacific Corp. .........................         1,007,271
                                                                      ----------
                 RETAIL-DRUG STORES-1.7%
   43,574        Rite Aid Corp. ..............................         1,116,584
                                                                      ----------
</TABLE>

9
<PAGE>


<TABLE>
<CAPTION>
                  Statement of Net Assets as of June 30, 1995 (continued)

                            TOTAL RETURN EQUITY FUND

   Number
  of Shares                                                             Value
- - ------------                                                        ------------
               STOCKS-(continued)
               RETAIL-SPECIALTY-1.7%
<C>          <S>                                                     <C>        
   23,553      Home Depot, Inc. ...............................      $   956,841
    4,000    * May Best Stores Co. ............................          166,500
                                                                     -----------
                                                                       1,123,341
                                                                     -----------
               TOBACCO-3.7%
   25,905      Philip Morris Cos., Inc. .......................        1,926,684
   19,279      RJR Nabisco Holdings Co. .......................          537,402
                                                                     -----------
                                                                       2,464,086
                                                                     -----------
               UTILITIES-COMMUNICATIONS-7.8%
   37,148      American Telephone & Telegraph Co. .............        1,973,487
   18,965      Bell South Corp. ...............................        1,204,277
   34,272      GTE Corp. ......................................        1,169,532
   36,678      MCI Communications .............................          806,916
                                                                     -----------
                                                                       5,154,212
                                                                     -----------
               UTILITIES-ELECTRIC-5.0%
   46,599      Central & South West Corp. .....................        1,223,224
   38,036      Public Service Enterprise Group ................        1,055,499
   36,606      Wisconsin Energy Corp. .........................        1,024,968
                                                                     -----------
                                                                       3,303,691
                                                                     -----------
               UTILITIES-GAS PIPELINES-1.1%
   19,972      Consolidated Natural Gas .......................          753,943
                                                                     -----------
               Total Stocks (Cost--$54,105,783) ...............       62,073,330
                                                                     -----------


     PAR
- - ------------
               CORPORATE BOND-1.2%
 $800,000      Time Warner Inc., 8.75%, 01/10/15 (Cost--$819,250)        828,000
                                                                     -----------
</TABLE>

10
<PAGE>

<TABLE>
<CAPTION>
STATEMENT OF NET ASSETS AS OF JUNE 30, 1995 (CONTINUED)

                            TOTAL RETURN EQUITY FUND

  PRINCIPAL
   AMOUNT                                                                        VALUE
- - ------------                                                                  ------------
<C>            <S>                                                            <C>         
               SHORT-TERM INVESTMENT-6.4%
 $4,215,000    Merrill Lynch & Co., 6.04%, On Demand (Cost-$4,215,000) ..     $  4,215,000
                                                                              ------------

               TOTAL INVESTMENTS-100.9%
                  (Cost-$59,140,033)** ..................................       67,116,330
                                                                              ------------
               OTHER ASSETS ( LIABILITIES)-(0.9%)
               Cash .....................................................               94
               Dividends and interest receivable ........................          172,382
               Receivable for fund share sold ...........................            4,776
               Other assets .............................................            7,930
               Liability for securities purchased .......................         (161,940)
               Payable for fund share redeemed ..........................         (550,567)
               Accrued Expenses .........................................          (35,283)
               Due to affiliates ........................................          (35,010)
                                                                              ------------
               Liabilities in excess of other assets--net ...............         (597,618)
                                                                              ------------

               NET ASSETS-100% ..........................................     $ 66,518,712
                                                                              ============

               NET ASSET VALUE PER SHARE-applicable to 4,731,085 shares
                 ($0.001 par value) outstanding .........................           $14.06
                                                                                    ======

<FN>
  *  Non-income producing security.
 **  As of June 30, 1995, unrealized appreciation for Federal income tax purposes
     aggregated $7,960,996 of which $9,367,023 related to appreciated  securities and
     $1,406,027 related to depreciated securities.  The aggregate cost of investments
     for Federal Income Tax purposes was $59,155,334.
</FN>
</TABLE>


See Notes to Financial Statements.

11
<PAGE>

<TABLE>
<CAPTION>
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED JUNE 30, 1995 (UNAUDITED)

                       TOTAL RETURN EQUITY FUND

<S>                                                     <C>         
   INVESTMENT INCOME:
   Income:
       Dividends ...................................... $  1,036,087
       Interest .......................................        8,433
                                                        ------------
                                                           1,044,520
                                                        ------------
   Expenses:
       Advisory fees ..................................      178,488
       Administrative services fee ....................       32,452
       Co-administrative and shareholder servicing fees       22,717
       Distribution expenses ..........................       18,318
       Transfer agent fee .............................       16,150
       Audit fee ......................................       11,828
       Legal fees .....................................        7,076
       Printing .......................................        4,501
       Trustees' fees and expenses ....................        4,275
       Custodian fee ..................................        3,241
       Miscellaneous expenses .........................       16,294
                                                        ------------
           Total expenses .............................      315,340
       Less expense waivers/reimbursements ............      (10,434)
                                                        ------------
           Net expenses ...............................      304,906
                                                        ------------
       Net investment income ..........................      739,614
                                                        ------------
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
   Net realized gain on investments ...................    1,971,793
   Net change in unrealized appreciation on investments    8,023,979
                                                        ------------
   Net gain on investments ............................    9,995,772
                                                        ------------
   Net increase in net assets resulting from operations $ 10,735,386
                                                        ============
</TABLE>

See Notes to Financial Statements.

12
<PAGE>


<TABLE>
<CAPTION>
STATEMENT OF CHANGES IN NET ASSETS (UNAUDITED)

                            TOTAL RETURN EQUITY FUND

                                                                         For the
                                                                     Six Months ended    For the
                                                                      June 30, 1995     Year ended
                                                                       (Unaudited)   December 31, 1994
                                                                     --------------  -----------------
<S>                                                                   <C>            <C>         
OPERATIONS:
  Net investment income ............................................. $    739,614   $  1,691,542
  Net realized gain on investments ..................................    1,971,793        840,993
  Net change in unrealized appreciation (depreciation) on investments    8,023,979     (4,840,469)
                                                                      ------------   ------------
    Net increase (decrease) in net assets resulting from operations .   10,735,386     (2,307,934)
                                                                      ------------   ------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
  Net investment income .............................................         --       (1,691,542)
  Net realized gain on investments ..................................         --         (840,993)
  Excess of current year net realized gain on investments ...........         --         (704,753)
                                                                      ------------   ------------
    Total distributions .............................................         --       (3,237,288)
                                                                      ------------   ------------
CAPITAL SHARE TRANSACTIONS:
  Proceeds from sales of 181,220 and 469,035 shares, respectively ...    2,277,371      5,911,845
  Net asset value of -0- and 18,274 shares, issued on reinvestment
  of distributions, respectively ....................................         --          224,259
  Payments for redemptions of 896,454 and 1,078,661 shares,
  respectively ......................................................  (11,492,910)   (13,310,513)
                                                                      ------------   ------------
    Net decrease in net assets from capital share transactions ......   (9,215,539)    (7,174,409)
                                                                      ------------   ------------
Total increase (decrease) in net assets .............................    1,519,847    (12,719,631)
                                                                      ------------   ------------
NET ASSETS:
  Beginning of period ...............................................   64,998,865     77,718,496
                                                                      ------------   ------------
  End of period (including undistributed net investment
  income of $740,753 and $1,139, respectively) ...................... $ 66,518,712   $ 64,998,865
                                                                      ============   ============
</TABLE>

See Notes to Financial Statements.

13
<PAGE>


NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

                         TOTAL RETURN EQUITY FUND


1.  SIGNIFICANT ACCOUNTING POLICIES

Mariner  Total  Return  Equity Fund (the "Fund") is an  investment  portfolio of
Mariner Mutual Funds Trust (the "Trust").  The Trust is a Massachusetts business
trust and is an  open-end,  diversified  investment  company  which has multiple
investment portfolios, including the Fund.

SECURITIES VALUATION: Investments in securities traded on an exchange are valued
at the last quoted  sales price on for a given day, or if a sale is not reported
for that day, at the mean between the most recent bid and asked prices.  The bid
price  is used  when no  asked  price  is  available.  Securities  for  which no
quotations  are  readily  available  are valued at fair value  under  procedures
established by the Board of Trustees.  Short-term  obligations having a maturity
of 60 days or less are valued at amortized cost which approximates market value.

TAXES:  It is the Fund's  policy to comply with the  provisions  of the Internal
Revenue Code, as amended,  applicable to regulated investment companies,  and to
distribute substantially all of its taxable income and net realized gains to its
shareholders  for each  taxable  year.  Therefore,  no provision is required for
Federal income tax.

DIVIDENDS AND DISTRIBUTIONS: The Fund intends to pay, as a semi-annual dividend,
substantially all of its net investment  income. Net capital gains, if any, will
be distributed at least annually.

Distributions to shareholders from excess of net realized gain on investments in
a given year result primarily from losses on security  transactions  during that
year  which are  treated  for  Federal  income  tax  purposes  as arising in the
following year.

SECURITIES   TRANSACTIONS  AND  INVESTMENT  INCOME:  Security  transactions  are
recorded on the trade date. Identified cost of investments sold is used for both
financial statement and Federal income tax purposes. Dividend income is recorded
on the ex-dividend date. Interest income is recorded as earned.

EXPENSE  ALLOCATION:  Expenses directly attributed to each Fund in the Trust are
charged to that Fund's  operations;  expenses  which are applicable to all Funds
are allocated among them.

2.  CAPITAL

The Trust is  authorized  to issue an unlimited  number of shares of  beneficial
interest each with a par value of $0.001.  At June 30, 1995, the  composition of
net assets of the Fund was as follows:

             Paid-in capital .......................... $56,249,674
             Undistributed net investment income ......     740,753
             Undistributed net realized gain ..........   1,551,988
             Net unrealized appreciation on investments   7,976,297
                                                        -----------
               Total net assets ....................... $66,518,712
                                                        ===========

14
<PAGE>



NOTES TO FINANCIAL STATEMENTS (CONTINUED)

3.  PORTFOLIO SECURITIES

The cost of securities  purchased and proceeds from  securities  sold (excluding
short-term securities) for the six months ended June 30, 1995 were approximately
$19,306,000 and $23,030,000, respectively.

4. Agreements

The Trust retains HSBC Asset Management  Americas Inc. ("HSBC  Americas") to act
as  Investment  Adviser  for the  Fund.  HSBC  Americas  is the  North  American
investment  affiliate  of HSBC  Holdings  plc (Hong  Kong and  Shanghai  Banking
Corporation). As Investment Adviser, HSBC Americas furnishes investment guidance
and policy  direction in connection  with the management of the portfolio of the
Fund, subject to policies established by the Board of Trustees.

As compensation for its services, HSBC Americas is paid monthly advisory fees at
the following annual rates:

                                                                    Advisory
             Portion of the Fund's average daily net assets         Fee Rate
        --------------------------------------------------------    --------
        Not exceeding $400 million .............................     0.550%
        In excess of $400 million but not exceeding $800 million     0.505%
        In excess of $800 million but not exceeding $1.2 billion     0.460%
        In excess of $1.2 billion but not exceeding $1.6 billion     0.415%
        In excess of $1.6 billion but not exceeding $2 billion .     0.370%
        In excess of $2 billion ................................     0.315%

For the six months  ended June 30,  1995,  HSBC  Americas  earned  approximately
$178,000 in advisory fees.

As Administrator,  PFPC Inc. ("PFPC") is paid a monthly asset based fee of 0.10%
of the Fund's  first $200  million of average net  assets;  0.075% of the Fund's
next $200  million of average net assets;  0.05% of the Fund's next $200 million
of average net assets;  and 0.03% of the Fund's  average net assets in excess of
$600 million;  exclusive of out-of-pocket expenses. PFPC has agreed to waive 10%
and 5% of its fee  during  the  first  and  second  year of its  administration,
respectively.  For the six months ended June 30, 1995, PFPC earned approximately
$29,200, net of fee waivers of approximately $3,300, in administrative  services
fees.

HSBC Americas may enter into agreements (the "Service  Agreements") with certain
banks, financial institutions and corporations ("Service Organizations") whereby
each  Service   Organization   handles   recordkeeping   and  provides   certain
administrative  services  for its  customers  who  invest  in the  Fund  through
accounts maintained at that Service Organization. Each Service Organization will
receive  monthly  payments,  which  are based  upon  expenses  that the  Service
Organization  has incurred in the  performance of its services under the Service
Agreement.  The payments  from the Fund on an annual basis will not exceed 0.25%
of the  average  value of Fund  shares  held in the  subaccounts  of the Service
Organizations.

Marine  Midland  Bank,  N.A.  ("Marine  Midland"),  an affiliate of the Adviser,
serves as custodian for the Fund.  For  furnishing  custodian  services,  Marine
Midland  is paid a monthly  fee with  respect  to the Fund for  safekeeping  its
assets plus certain transaction charges and out-of-pocket  expenses. For the six
months ended June 30, 1995,  HSBC Americas paid the Fund's entire  custodian fee
of approximately $3,200.

15
<PAGE>

NOTES TO FINANCIAL STATEMENTS (CONTINUED)


HSBC Americas earned  co-administration  and shareholder servicing fees of 0.03%
and 0.04% of the Fund's average net assets, respectively, totaling approximately
$22,700. Of that total, HSBC Americas waived  approximately $3,900 of these fees
for the month of January 1995.

The Fund has adopted a Distribution  Plan and Agreement (the "Plan") pursuant to
Rule 12b-1 of the Investment Company Act of 1940, as amended.  The Plan provides
for a  monthly  payment  by the Fund to  Mariner  Funds  Services  for  expenses
incurred in connection with  distribution  services  provided to the Fund not to
exceed an annual  rate of 0.35% of the  average  daily  value of the  Fund's net
assets during the preceding month.

One  state in which  the  shares  of the Fund  are  qualified  for sale  imposes
limitations  on  the  expenses  of the  Fund.  The  Advisory  Contract  and  the
Administrative  Services  Contract  with HSBC  Americas  provide that if, in any
fiscal  year,  the  total  expenses  of the  Fund  (excluding  taxes,  interest,
distribution  expenses,  brokerage  commissions and other portfolio  transaction
expenses,  other expenditures which are capitalized in accordance with generally
accepted  accounting  principles and extraordinary  expenses,  but including the
advisory  and  administrative  services  fees)  exceed  the  expense  limitation
applicable to the Fund imposed by the securities regulations of such state, HSBC
Americas will pay or reimburse the Fund in amounts equal to the excess. Although
there is no certainty that this limitation will be in effect in the future,  the
effective  limitation  on an annual  basis with respect to the Fund is currently
2.5% per annum of the first $30 million of average net assets,  2.0% of the next
$70  million of average  net assets and 1.5% of average  net assets in excess of
$100 million.  For the six months ended June 30, 1995, there were no payments or
reimbursements required as a result of this expense limitation.

A partner of Baker & McKenzie,  legal counsel to the Trust,  serves as Secretary
of the Trust.  For the six months ended June 30, 1995,  the Fund paid legal fees
of approximately $9,300 to Fund counsel.

16
<PAGE>


<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD


                            TOTAL RETURN EQUITY FUND

                                FOR THE
                           SIX MONTHS ENDED             FOR THE YEAR ENDED DECEMBER 31,
                             JUNE 30, 1995 -------------------------------------------------------------
                              (UNAUDITED)      1994         1993        1992        1991         1990
                              ----------   -----------  -----------  ----------- ----------- -----------
<S>                            <C>         <C>          <C>          <C>         <C>         <C>       
Net asset value,
   beginning of period ....... $ 11.93     $    12.87   $    12.02   $    13.12  $    10.77  $    11.59
                               -------     ----------   ----------   ----------  ----------  ----------
Income From Investment
   Operations
   Net investment income .....                   0.15         0.29   0.330.15          0.21        0.32
     Net realized and
       unrealized gain (loss)
       on investments ........    1.98          (0.67)        1.00         0.80        3.21       (0.82)
                               -------     ----------   ----------   ----------  ----------  ----------
     Total from investment
       operations ............    2.13          (0.38)        1.33         0.95        3.42       (0.50)
                               -------     ----------   ----------   ----------  ----------  ----------
Less Distributions from:
     Net investment income ...    --            (0.29)       (0.33)       (0.15)      (0.21)      (0.32)
     Net realized gain .......    --            (0.15)       (0.15)       (1.90)      (0.86)      (0.00)
     Excess of current year
       realized gain on
       investments ...........    --            (0.12)        --           --          --          --
                               -------     ----------   ----------   ----------  ----------  ----------
     Total distributions .....    --            (0.56)       (0.48)       (2.05)      (1.07)      (0.32)
                               -------     ----------   ----------   ----------  ----------  ----------
Net asset value,
   end of period ............. $ 14.06     $    11.93   $    12.87   $    12.02  $    13.12  $    10.77
                               =======     ==========   ==========   ==========  ==========  ==========
Total return (a) .............   17.85%(b)      (2.97%)      11.23%        7.74%      31.92%      (4.41%)
Ratios/Supplemental Data
     Net assets (000),
       end of period ......... $66,519     $   64,999   $   77,718   $    3,609  $    4,798  $    4,041
     Ratio of expenses (net of
       fee waivers) to average
       net assets* ...........    0.95%(c)       0.78%        0.23%        1.68%       1.40%       1.19%
     Ratio of net investment
       income (net of fee
       waivers) to average
       net assets* ...........    2.28%(c)       2.25%        2.95%        1.12%       1.69%       2.90%
     Portfolio turnover rate .   31.74%(b)      23.31%       14.25%       54.99%      77.11%      45.21%

- - ----------
<FN>
(a)  Exclusive of sales charge.
(b)  Not annualized.
(c)  Annualized.
  *  The ratios of net  investment  income and  expenses to average net assets for
     the six months  ended June 30,  1995  reflect a decrease  of 0.03% or $0.002 per
     share  (1994-0.08%  or  $0.01)  (1993-0.65%  or  $0.09)  (1992-0.61%  or  $0.08)
     (1991-0.78% or $0.10) and (1990-1.67% or $0.18) due to fee waivers.
</FN>
</TABLE>


See Notes to Financial Statements.

17
<PAGE>
===============================================================================

MARINERSM MUTUAL FUNDS TRUST
370 17th Street, Suite 2700
Denver, Colorado 80202

GENERAL INFORMATION:
(800) 753-4462

INVESTMENT ADVISER AND CO-ADMINISTRATOR
HSBC Asset Management Americas Inc.
250 Park Avenue
New York, New York 10177

SPONSOR AND DISTRIBUTOR
MarinerSM Funds Services
370 17th Street, Suite 2700
Denver, Colorado 80202

ADMINISTRATOR, TRANSFER
AND DIVIDEND DISBURSING AGENT
PFPC, Inc.
400 Bellevue Parkway
Wilmington, Delaware 19809

CUSTODIAN
Marine Midland Bank, N.A.
140 Broadway
New York, New York 10015

LEGAL COUNSEL
Baker & McKenzie
805 Third Avenue
New York, New York 10022

INDEPENDENT AUDITORS
Ernst & Young LLP
787 Seventh Avenue
New York, New York 10019



This report is for the  information of the  shareholders of Mariner Mutual Funds
Trust.  Its use in  connection  with  any  offering  of the  Trust's  shares  is
authorized  only in the case of a  concurrent  or prior  delivery of the Trust's
current prospectus.

===============================================================================



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