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COLONIAL VALUE FUND Semiannual report
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December 31, 1998
[GRAPHIC OMITTED]
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Not FDIC May Lose Value
Insured No Bank Guarantee
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COLONIAL VALUE FUND HIGHLIGHTS
JULY 1, 1998 - DECEMBER 31, 1998
Investment Objective: Colonial Value Fund seeks long-term growth and current
income by investing primarily in income-producing equity securities.
Portfolio Manager Commentary: "During the two months since the Fund was offered
to the public, we structured the portfolio to reflect our value-oriented
investment philosophy. We believe the Fund is currently well-positioned to take
advantage of the opportunities presented should undervalued securities regain
market favor."
-- Scott Schermerhorn
Colonial Value Fund Performance
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Class A Class B Class C
Inception Dates (1), (2) 3/31/96 3/31/96 3/31/96
Six-month distributions declared per share $2.110 $2.031 $2.031
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Six-month total returns, assuming (2.78)% (3.17)% (3.17)%
reinvestment of all distributions
and no sales charge or contingent
deferred sales charge (CDSC)
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Net asset value per share on 12/31/98 $11.40 $11.39 $11.39
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Top Five Holdings (3)
(as of 12/31/98)
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1.Schlumberger Ltd ............................. 2.7%
2.Royal Dutch Petroleum ........................ 2.5%
3.Dole Foods Co., Inc. ......................... 2.2%
4.First Data Corp. ............................. 2.1%
5.RJR Nabisco Holdings Corp. ................... 2.1%
Top Five Sectors (3), (4)
(as of 12/31/98)
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1.Consumer Cyclicals ...........................18.2%
2.Energy/Natural Resources .....................12.3%
3.Financials ...................................12.1%
4.Consumer Staples .............................11.5%
5.Capital Goods ................................ 9.0%
(1) The Fund was first made available to the public on November 2, 1998. Prior
to that date, the Fund's management team and investment objective were
different. Average annual total returns at NAV for the two-month period
ended December 31, 1998 are 4.96% for Class A shares, 4.83% for Class B
shares and 4.83% for Class C shares.
(2) Performance results reflect any voluntary waiver of Fund expenses by the
Advisor or its affiliates. Absent this waiver, performance results would
have been lower.
(3) Holdings and sector breakdowns are calculated as a percent of total net
assets. Because the Fund is actively managed, there can be no guarantee
the Fund will continue to hold these securities or invest in these sectors
in the future.
(4) Industry sectors in the following financial statements are based upon the
standard industrial classifications (SIC) published by the U.S. Office of
Management and Budget. The sector classifications used on this page are
based upon Colonial's defined criteria as used in the investment process.
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2
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PRESIDENT'S MESSAGE
TO FUND SHAREHOLDERS
I am pleased to present Colonial Value Fund's semiannual report for the
six-month period ended December 31, 1998. The Fund was first made available to
the public on November 2, 1998. Prior to that date, the Fund was managed with a
different investment objective. Much of the financial information presented in
the report reflects the six months ended December 31, 1998. However, the
Portfolio Management Report focuses primarily on the Fund's performance for the
two-month period ended December 31, 1998.
[PHOTO]
The past six months presented investors with a number of challenges. Going into
the period, the U.S. economy continued to have well-balanced growth with few
signs of inflation which resulted in companies posting strong cash flow and
earnings growth. Furthermore, economic problems in emerging markets created a
flight to quality during the summer, benefiting the stock market. Volatility
increased sharply as investors sold small stocks, emerging market securities and
high-yield bonds and sought relatively stable investments such as U.S. Treasury
securities and the household names of large-cap stocks. This had a negative
effect on all but the largest, most liquid stocks.
During the last three months of the period, the Federal Reserve Board lowered
interest rates -- a move that investors generally concluded would stimulate the
economy. Proposals that were designed to stimulate global economies and help
countries prevent financial panic were submitted by the world's largest
industrial nations. These events combined to propel U.S. stock prices to new
record levels in November and to a fourth consecutive year of double-digit
returns.
The following report offers a discussion with Scott Schermerhorn, your Fund's
portfolio manager, on his investment philosophy and the value investment
discipline. We believe that investors who are seeking attractive levels of
long-term growth will find Colonial Value Fund an attractive investment option.
Thank you for choosing Colonial Value Fund and for giving us the opportunity to
help you achieve your financial goals.
Respectfully,
/s/ Stephen E. Gibson
Stephen E. Gibson
President
February 11, 1999
Because market and economic conditions change frequently, there can be no
assurance that the trends described above or on the following pages will
continue.
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3
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PORTFOLIO MANAGEMENT REPORT
Scott Schermerhorn is portfolio manager of Colonial Value Fund. Mr. Schermerhorn
is senior vice president of Colonial Management Associates, Inc.
Fund's management reflects disciplined value strategy
Our value-oriented investment strategy seeks to identify blue-chip stocks that
have suffered setbacks or compete in an industry that is generally out of favor.
These conditions can result in stocks selling at a discounted price. To seek out
undervalued stocks we use a series of screens that consider a stock's price
relative to its earnings and cash flow. Stocks identified through this process
then undergo a fundamental analysis that includes an evaluation of the company's
financial health, management strength, and competitive position. If we feel an
undervaluation of a stock has been caused by what may be a temporary problem, we
may make an investment. Over the long-term, we believe this strategy has the
potential to generate rewards should a company's fundamental strength prevail or
economic conditions favor its operations again.
Value style offers attractive long-term growth potential
Over the past six months, like much of the 1990s, double-digit returns in the
stock market were driven by a relatively small number of large, growth-oriented
stocks. However, much of the market's recent euphoria has been based on what we
refer to as "concept stocks." These are stocks in industries or companies that
may be new or without a performance track record, such as some Internet and
technology stocks. Investors tend to react to these stocks with a great deal of
excitement, and sometimes, unrealistic expectations. This environment often
pushes prices beyond their fundamental value. However, as more competition
develops within those sectors, or as companies fail to meet the market's high
expectations, stocks with excessive valuations will generally fall further and
faster. Value stocks, on the other hand, are typically purchased at prices below
their fundamental value. As a result, they are likely to decline less and may
rebound more quickly in weak markets.
Cyclical stocks present good examples of current value
During the past six months, fears of a global economic slowdown had a negative
effect on stocks in cyclical industries such as energy, capital equipment and
steel. Companies that operate in cyclical sectors tend to be more sensitive to
overall economic conditions than companies that manufacture everyday consumer
goods or provide essential services. In our opinion, many cyclical stocks are
significantly undervalued. For example, energy stock prices have been depressed
for over a year, as oil prices have plummeted. We believe that the decline in
energy
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4
<PAGE>
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prices has resulted from two conditions. First, the world experienced a
warmer-than-average winter last year. As a result, lower demand for heating fuel
led to excessive supply. Second, economic problems in Asia and Latin America
caused significant reductions in demand. Rapid economic development in those
regions previously generated significant energy needs to fuel construction
projects and a higher standard of living. However, once the recession took hold,
a decline in economic activity reduced the level of energy consumption. Since we
don't believe that either warm weather or recessions in developing economies are
permanent conditions, we saw good value in energy stocks such as Schlumberger
(2.73% of net assets), a prominent, well-managed oil service company with global
operations.
Another industry that suffered a setback from Asia's economic problems and
unusual weather trends was industrial machinery. For example, Deere & Co. (1.90%
of net assets), a market leader in heavy farm equipment manufacturing,
experienced a significant decline in its stock price relative to the value of
its business and long-term growth potential. We believe the stock offers good
prospects for long-term price appreciation.
Positive outlook for value stocks
Looking ahead to 1999, we expect economic growth to continue, although at a
slower pace. In addition, many of the Asian economies have shown early signs of
recovery. These conditions should benefit value stocks, particularly cyclical
stocks, because many of their prices appear to reflect a global recession. As
worldwide economies stabilize, we will continue to emphasize sectors and stocks
offering upside potential such as energy, capital goods, basic materials and
utilities. While it is impossible to predict exactly when a shift in the market
will occur, we are confident that when value stocks return to favor, the
portfolio is well-positioned to capitalize on that opportunity.
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5
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Colonial Value Fund Investment Performance
vs. Standard & Poor's 500 Index
Change in Value of $10,000 from 3/31/96 - 12/31/98
Class A shares based on NAV and POP
[The following information was represented by a mountain graph in the printed
materials.]
Date NAV POP S&P 500
Apr 30, 96 10050 9472 10147
May 31, 96 10171 9586 10409
Jun 30, 96 10342 9747 10448
Jul 31, 96 9869 9302 9987
Aug 31, 96 10161 9577 10198
Sep 30, 96 10533 9928 10771
Oct 31, 96 10825 10203 11068
Nov 30, 96 11419 10762 11904
Dec 31, 96 11226 10581 11668
Jan 31, 97 11645 10975 12397
Feb 28, 97 11767 11091 12494
Mar 31, 97 11400 10744 11982
Apr 30, 97 11686 11014 12697
May 31, 97 12339 11629 13473
Jun 30, 97 12951 12206 14072
Jul 31, 97 13768 12976 15191
Aug 31, 97 13431 12658 14341
Sep 30, 97 14217 13399 15126
Oct 31, 97 13553 12774 14621
Nov 30, 97 14023 13216 15297
Dec 31, 97 14554 13717 15560
Jan 31, 98 14485 13652 15732
Feb 28, 98 15735 14830 16866
Mar 31, 98 16441 15496 17729
Apr 30, 98 16221 15289 17910
May 31, 98 16140 15212 17603
Jun 30, 98 16187 15257 18317
Jul 31, 98 16002 15082 18124
Aug 31, 98 13045 12295 15505
Sep 30, 98 14036 13229 16499
Oct 31, 98 14993 14131 17839
Nov 30, 98 15503 14612 18920
Dec 31, 98 15738 14833 20010
Value of a $10,000 Investment made on 3/31/96
As of 12/31/98
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Class A Shares Class B Shares Class C Shares Class Z Shares
NAV POP NAV w/CDSC NAV w/CDSC NAV
$15,738 $14,833 $15,412 $15,112 $15,412 $15,412 $15,738
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Average Annual Total Returns
As of 12/31/98
<TABLE>
<CAPTION>
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Class A Shares Class B Shares Class C Shares Class Z Shares
Inception(1) 3/31/96 3/31/96 3/31/96 12/1/98
NAV POP NAV w/CDSC NAV w/CDSC NAV
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<S> <C> <C> <C> <C> <C> <C> <C>
1 year 8.13% 1.91% 7.32% 2.78% 7.32% 6.41% 8.13%
Life 17.90 15.39 17.01 16.18 17.01 17.01 17.90
- -------------------------------------------------------------------------------------
</TABLE>
(1) Shares of the Fund were first offered to the public on 11/2/98.
Past performance cannot predict future results. Returns and value of an
investment will vary, resulting in a gain or loss on sale. All results
shown assume reinvestment of distributions. Net asset value (NAV) returns
do not include sales charges or contingent deferred sales charges (CDSC).
Public offering price (POP) returns include the maximum sales charge of
5.75% for Class A shares. CDSC returns reflect charges of 5% for one year
and 3% since inception for Class B shares, and 1% for one year for Class C
shares. Performance for different share classes will vary based on
differences in sales charges and fees associated with each class.
Performance results reflect any voluntary waivers or reimbursement of Fund
expenses by the Advisor or its affiliates. Absent these waivers or
reimbursement arrangements, performance results would have been lower.
Class Z share performance information includes returns of the Fund's Class
A shares (as its expense structure more closely resembles that of the
newer class) for periods prior to its inception date. These Class A
returns are not restated to reflect any expense differential (e.g., Rule
12b-1 fees) between Class A and Class Z shares. Had the expense
differential been reflected, the returns for periods prior to the
inception date of the newer class shares would have been higher.
The Standard &Poor's 500 Index is an unmanaged index that tracks the
performance of 500 widely held, large-capitalization U.S. stocks. Unlike
mutual funds, an index does not incur fees or charges. It is not possible
to invest in an index.
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6
<PAGE>
INVESTMENT PORTFOLIO
DECEMBER 31, 1998 (UNAUDITED IN THOUSANDS)
COMMON STOCKS - 98.4% SHARES VALUE
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AGRICULTURE, FORESTRY & FISHING - 2.1%
Agriculture - Crops
RJR Nabisco Holdings Corp. 8 $ 246
-----------
................................................................................
FINANCE, INSURANCE & REAL ESTATE - 14.8%
Depository Institutions - 3.6%
Banker's Trust NY Co. 3 214
J.P. Morgan & Co., Inc. 2 210
-----------
424
-----------
Insurance Agents & Brokers - 1.9%
Marsh & McLennan Companies, Inc. 4 216
-----------
Insurance Carriers - 6.8%
Cigna Corp. 3 201
Conseco, Inc. 3 76
Loews Corp. 2 197
Oxford Health Plans, Inc. (a) 10 149
United Healthcare Corp. 4 168
-----------
791
-----------
Nondepository Credit Institutions - 1.6%
The CIT Group, Inc. 6 191
-----------
Security Brokers & Dealers - 0.9%
Bear Stearns Cos., Inc. 3 104
-----------
................................................................................
MANUFACTURING - 51.0%
Apparel - 1.4%
Liz Claiborne, Inc. 5 164
-----------
Chemicals & Allied Products - 6.4%
Abbott Laboratories 2 88
International Flavors Fragrances, Inc. 5 221
Merck & Co., Inc. 1 118
Pharmacia & Upjohn, Inc. 2 96
Sherwin-Williams Co. 8 223
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746
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Communications Equipment - 2.0%
Motorola, Inc. 4 232
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7
<PAGE>
Investment Portfolio/December 31, 1998
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COMMON STOCKS - CONT. SHARES VALUE
================================================================================
MANUFACTURING - CONT.
Electrical Industrial Equipment - 0.7%
Abb Ab-Sponsored, ADR 8 $ 88
-----------
Fabricated Metal - 3.6%
Crown Cork & Seal Co., Inc. 7 203
Newell Co. 5 219
-----------
422
-----------
Food & Kindred Products - 8.0%
Archer Daniels Midland Co. 9 162
Corn Products International, Inc. 6 188
Dole Foods Co., Inc. 9 255
The Seagram Co., Ltd. 5 190
Tyson Foods, Inc. 6 136
-----------
931
-----------
Furniture & Fixtures - 1.6%
Johnson Controls, Inc. 3 189
-----------
Lumber & Wood Products - 1.3%
Louisiana-Pacific Corp. 8 147
-----------
Machinery & Computer Equipment - 6.6%
Deere & Co. 7 222
Hewlett-Packard Co. 3 171
Ingersoll Rand Co. 3 159
Tenneco, Inc. 6 215
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767
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Paper Products - 2.0%
Kimberly Clark Corp. 4 229
-----------
Petroleum Refining - 6.1%
Ashland Oil, Inc. 4 194
Royal Dutch Petroleum Co. 6 297
USX-Marathon Group 7 217
-----------
708
-----------
Primary Metal - 1.8%
Nucor Corp. 5 212
-----------
Printing & Publishing - 2.0%
Readers Digest Association, Inc. 4 106
The News Corporation Ltd. 5 127
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233
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8
<PAGE>
Investment Portfolio/December 31, 1998
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Textile Mill Products - 1.9%
Unifi, Inc. 11 $ 221
-----------
Tobacco Products - 1.4%
UST, Inc. 5 164
-----------
Transportation Equipment - 4.2%
Boeing Co. 7 215
General Motors Corp. 2 157
Northrop Grumman Corp. 2 117
-----------
489
-----------
................................................................................
MINING & ENERGY - 6.2%
Crude Petroleum & Natural Gas - 1.7%
Burlington Resources, Inc. 6 197
-----------
Oil & Gas Field Services - 4.5%
Diamond Offshore Drilling, Inc. 9 206
Schlumberger Ltd. 7 318
-----------
524
-----------
................................................................................
RETAIL TRADE - 5.4%
General Merchandise Stores - 2.9%
Dillard Department Stores, Inc. 5 150
Kmart Corp. 12 184
-----------
334
-----------
Miscellaneous Retail - 1.7%
Toys R Us, Inc. (a) 12 197
-----------
Restaurants - 0.8%
Tricon Global Restaurants, Inc. (a) 2 100
-----------
................................................................................
SERVICES - 6.6%
Auto Repair, Rental & Parking - 1.9%
Ryder System, Inc. 9 221
-----------
Computer Related Services - 3.9%
Electronic Data Systems Corp. 4 216
First Data Corp. 8 247
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463
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Motion Pictures - 0.8%
The News Corporation Limited 4 91
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9
<PAGE>
Investment Portfolio/December 31, 1998
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COMMON STOCKS - CONT. SHARES VALUE
================================================================================
TRANSPORTATION, COMMUNICATION, ELECTRIC,
GAS & SANITARY SERVICES - 12.3%
Electric Services - 2.4%
Entergy Corp. 3 $ 93
Houston Industries, Inc. 3 90
PG&E Corp. 3 95
-----------
278
-----------
Gas Services - 3.6%
Coastal Corp. 6 210
Consolidated Natural Gas Co. 4 211
-----------
421
-----------
Sanitary Services - 1.9%
Browning Ferris Industries, Inc. 8 225
-----------
Telecommunication - 2.7%
GTE Corp. 2 101
SBC Communications, Inc., Class A 2 107
US West Communications Group 2 103
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311
-----------
Water Transportation - 1.7%
Tidewater, Inc. 9 204
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TOTAL COMMON STOCKS (cost of $10,896)(b) 11,480
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OTHER ASSETS & LIABILITIES, NET - 1.6% 186
===============================================================================
NET ASSETS - 100% $ 11,666
============
NOTES TO INVESTMENT PORTFOLIO:
===============================================================================
(a) Non-income producing.
(b) Cost for federal income tax purposes is the same.
See notes to financial statements.
10
<PAGE>
STATEMENT OF ASSETS & LIABILITIES
DECEMBER 31, 1998 (UNAUDITED)
(in thousands except for per share amounts and footnotes)
ASSETS
Investments at value (cost $10,896) $ 11,480
Receivable for:
Fund shares sold 433
Dividends 18
Deferred organization expenses 24
Other 11 486
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Total Assets 11,966
LIABILITIES
Payable for:
Fund shares repurchased 248
Investments purchased 29
Payable to Advisor 1
Accrued:
Deferred Trustees fees 1
Other 21
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Total Liabilities 300
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NET ASSETS $ 11,666
=============
Net asset value & redemption price per share -
Class A ($6,127/537) $ 11.40(a)
=============
Maximum offering price per share - Class A
($11.40/0.9425) $ 12.10(b)
=============
Net asset value & offering price per share -
Class B ($4,975/437) $ 11.39(a)
=============
Net asset value & offering price per share -
Class C ($463/41) $ 11.39(a)
=============
Net asset value & offering price per share -
Class Z ($101/9) $ 11.40
=============
COMPOSITION OF NET ASSETS
Capital paid in $ 11,097
Accumulated net realized loss (15)
Net unrealized appreciation 584
-------------
$ 11,666
=============
(a) Redemption price per share is equal to net asset value less any
applicable contingent deferred sales charge.
(b) On sales of $50,000 or more the offering price is reduced.
See notes to financial statements.
11
<PAGE>
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED DECEMBER 31, 1998
(UNAUDITED)
(in thousands)
INVESTMENT INCOME
Dividends $ 68
Interest 2
-------------
Total investment income 70
EXPENSES
Management fee $ 21
Service fee 7
Distribution fee - Class B 4
Distribution fee - Class C 1
Transfer agent 6
Bookkeeping fee 14
Trustee fee 4
Custodian fee (a)
Audit fee 6
Legal fee 2
Registration fee 16
Reports to shareholders 1
Amortization of deferred
organization expenses 5
Other 2
------------
89
Fees and expenses waived
by the Advisor (57) 32
------------ -------------
Net Investment Income 38
-------------
NET REALIZED & UNREALIZED GAIN (LOSS) ON PORTFOLIO POSITIONS
Net realized gain 255
Change in net unrealized depreciation
during the period (285)
------------
Net Loss (30)
-------------
Increase in Net Assets from Operations $ 8
=============
(a) Rounds to less than one.
See notes to financial statements.
12
<PAGE>
STATEMENT OF CHANGES IN NET ASSETS
(Unaudited)
Six months Year
ended ended
(in thousands) December 31 June 30
------------- ------------
INCREASE (DECREASE) IN NET ASSETS 1998 (a) 1998 (b)
Operations:
Net investment income $ 38 $ 17
Net realized gain 255 601
Net unrealized appreciation (depreciation) (285) 343
------------ ------------
Net Increase from Operations 8 961
Distributions:
From net investment income - Class A (45) (38)
In excess of net investment income - Class A (4) --
From net realized gains - Class A (551) (394)
In excess of net realized gains - Class A (13) --
From net investment income - Class B (2) (1)
In excess of net investment income - Class B (1) --
From net realized gains - Class B (54) (39)
In excess of net realized gains - Class B (1) --
From net investment income - Class C (2) (1)
In excess of net investment income - Class C (1) --
From net realized gains - Class C (54) (39)
In excess of net realized gains - Class C (1) --
------------ ------------
(721) 449
------------ ------------
Fund Share Transactions :
Receipts for shares sold - Class A 2,236 4
Value of distributions reinvested - Class A 613 432
Cost of shares repurchased - Class A (84) (c)
------------ ------------
2,765 436
------------ ------------
Receipts for shares sold - Class B 4,803 --
Value of distributions reinvested - Class B 58 40
Cost of shares repurchased - Class B (295) --
------------ ------------
4,566 40
------------ ------------
Receipts for shares sold - Class C 78 --
Value of distributions reinvested - Class C 58 40
Cost of shares repurchased - Class C -- --
------------ ------------
136 40
------------ ------------
Receipts for shares sold - Class Z 100 --
Value of distributions reinvested - Class Z -- --
Cost of shares repurchased - Class Z -- --
------------ ------------
100 --
------------ ------------
(a) Class Z shares were initially offered on December 1, 1998.
(b) Class D shares were redesignated Class C shares on July 1, 1997.
(c) Rounds to less than one.
Continued on next page.
See notes to financial statements.
13
<PAGE>
STATEMENT OF CHANGES IN NET ASSETS - CONT.
(Unaudited)
Six months Year
ended ended
December 31 June 30
------------- ------------
1998 (a) 1998 (b)
Net Increase from Fund Share
Transactions 7,567 516
------------ ------------
Total Increase 6,846 965
NET ASSETS
Beginning of period 4,820 3,855
------------ ------------
End of period (including undistributed
net investment income of none and $12,
respectively) $ 11,666 $ 4,820
============ ============
NUMBER OF FUND SHARES
Sold - Class A 201 (c)
Issued for distributions reinvested - Class A 55 35
Repurchased - Class A (8) (c)
------------ ------------
248 35
------------ ------------
Sold - Class B 430 --
Issued for distributions reinvested - Class B 5 3
Repurchased - Class B (26) --
------------ ------------
409 3
------------ ------------
Sold - Class C 8 --
Issued for distributions reinvested - Class C 5 3
Repurchased - Class C -- --
------------ ------------
13 3
------------ ------------
Sold - Class Z 9 --
Issued for distributions reinvested - Class Z -- --
Repurchased - Class Z -- --
------------ ------------
9 3
------------ ------------
(a) Class Z shares were initially offered on December 1, 1998.
(b) Class D shares were redesignated Class C shares on July 1, 1997.
(c) Rounds to less than one.
See notes to financial statements.
14
<PAGE>
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1998 (UNAUDITED)
NOTE 1. INTERIM FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
In the opinion of management of Colonial Value Fund (the Fund), formerly
known as Colonial Equity Income Fund, a series of Colonial Trust VI,
the accompanying financial statements contain all normal and
reocurring adjustments necessary for the fair presentation of the
financial position of the Fund at December 31, 1998, and the results
of its operations, the changes in its net assets and the financial highlights
for the six months then ended.
NOTE 2. ACCOUNTING POLICIES
- --------------------------------------------------------------------------------
Organization: The Fund is a diversified portfolio of a Massachusetts business
trust, registered under the Investment Company Act of 1940, as amended, as an
open-end, management investment company. The Fund's investment objective is to
seek current income and long-term growth. The Fund may issue an unlimited number
of shares. The Fund offers four classes of shares: Class A, Class B, Class C and
Class Z. Class A shares are sold with a front-end sales charge and a 1.00%
contingent deferred sales charge on redemptions made within eighteen months on
an original purchase of $1 million to $5 million. Class B shares are subject to
an annual distribution fee and a contingent deferred sales charge. Class B
shares will convert to Class A shares when they have been outstanding
approximately eight years. Class C shares are subject to a contingent deferred
sales charge on redemptions made within one year after purchase and an annual
distribution fee. Effective December 1, 1998, the Fund began offering Class Z
shares which are offered continously at net asset value. There are certain
restrictions on the purchase of Class Z shares, please refer to a prospectus.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates. The following is a summary of
significant accounting policies consistently followed by the Fund in the
preparation of its financial statements.
Security valuation and transactions: Equity securities generally are valued at
the last sale price or, in the case of unlisted or listed securities for which
there were no sales during the day, at current quoted bid prices.
Forward currency contracts are valued based on the weighted value of the
exchange traded contracts with similar durations.
Short-term obligations with a maturity of 60 days or less are valued at
amortized cost.
The value of all assets and liabilities quoted in foreign currencies are
translated into U.S. dollars at that day's exchange rates.
15
<PAGE>
Notes to Financial Statements/December 31, 1998
- --------------------------------------------------------------------------------
NOTE 2. ACCOUNTING POLICIES - CONT.
- --------------------------------------------------------------------------------
Portfolio positions for which market quotations are not readily available are
valued at fair value under procedures approved by the Trustees.
Security transactions are accounted for on the date the securities are
purchased, sold or mature.
Cost is determined and gains (losses) are based upon the specific identification
method for both financial statement and federal income tax purposes.
Determination of class net asset values and financial highlights: All income,
expenses (other than the Class B and Class C distribution fees) and realized and
unrealized gains (losses) are allocated to each class proportionately on a daily
basis for purposes of determining the net asset value of each class.
Per share data was calculated using the average shares outstanding during the
period. In addition, Class B and Class C net investment income per share data
reflects the distribution fee applicable to Class B and Class C shares only.
Class B and Class C ratios are calculated by adjusting the expense and net
investment income ratios for the Fund for the entire period by the distribution
fees applicable to Class B and Class C shares only.
Federal income taxes: Consistent with the Fund's policy to qualify as a
regulated investment company and to distribute all of its taxable income, no
federal income tax has been accrued.
Interest income, debt discount and premium: Interest income is recorded on the
accrual basis. Original issue discount is accreted to interest income over the
life of a security with a corresponding increase in the cost basis; premium and
market discount are not amortized or accreted.
Deferred organization expenses: The Fund incurred expenses of $53,387 in
connection with its organization, initial registration with the Securities and
Exchange Commission and with various states, and the initial public offering of
its shares. These expenses were deferred and are being amortized on a
straight-line basis over five years.
Distributions to shareholders: Distributions to shareholders are recorded
on the ex-date.
The amount and character of income and gains to be distributed are determined in
accordance with income tax regulations which may differ from generally accepted
accounting principles. Reclassifications are made to the Fund's capital accounts
to reflect income and gains available for distribution (or available capital
loss carryforwards) under income tax regulations.
Foreign currency transactions: Net realized and unrealized gains (losses) on
foreign currency transactions includes the fluctuation in exchange rates on
gains (losses) between trade and settlement dates on securities transactions,
16
<PAGE>
Notes to Financial Statements/December 31, 1998
- --------------------------------------------------------------------------------
gains (losses) arising from the dispostion of foreign currency and currency
gains (losses) between the accrual and payment dates on dividends and interest
income and foreign withholding taxes.
The Fund does not distinguish that portion of gains (losses) on investments
which is due to changes in foreign exchange rates from that which is due to
changes in market prices of the investments. Such fluctuations are included with
the net realized and unrealized gains (losses) on investments.
Forward currency contracts: The Fund may enter into forward currency contracts
to purchase or sell foreign currencies at predetermined exchange rates in
connection with the settlement of purchases and sales of securities. The Fund
may also enter into forward currency contracts to hedge certain other foreign
currency denominated assets. The contracts are used to minimize the exposure to
foreign exchange rate fluctuations during the period between trade and
settlement date of the contracts. All contracts are marked-to-market daily,
resulting in unrealized gains (losses) which become realized at the time the
forward currency contracts are closed or mature. Realized and unrealized gains
(losses) arising from such transactions are included in net realized and
unrealized gains (losses) on foreign currency transactions. Forward currency
contracts do not eliminate fluctuations in the prices of the Fund's portfolio
securities. While the maximum potential loss from such contracts is the
aggregate face value in U.S. dollars at the time the contract was opened,
exposure is typically limited to the change in value of the contract (in U.S.
dollars) over the period it remains open. Risks may also arise if counterparties
fail to perform their obligations under the contracts.
Other: Corporate actions are recorded on the ex-date (except for certain foreign
securities which are recorded as soon after ex-date as the Fund becomes aware of
such), net of nonreclaimable tax withholdings. Where a high level of uncertainty
as to collection exists, income on securities is recorded net of all tax
withholdings with any rebates recorded when received.
The Fund's custodian takes possession through the federal book-entry system of
securities collateralizing repurchase agreements. Collateral is marked-to-market
daily to ensure that the market value of the underlying assets remains
sufficient to protect the Fund. The Fund may experience costs and delays in
liquidating the collateral if the issuer defaults or enters bankruptcy.
NOTE 3. FEES AND COMPENSATION PAID TO AFFILIATES
- --------------------------------------------------------------------------------
Management fee: Colonial Management Associates, Inc. (the Advisor) is
the investment Advisor of the Fund and furnishes accounting and other
services and office facilities for a monthly fee equal to 0.80% annually of the
Fund's average net assets.
17
<PAGE>
Notes to Financial Statements/December 31, 1998
- --------------------------------------------------------------------------------
NOTE 3. FEES AND COMPENSATION PAID TO AFFILIATES - CONT.
- --------------------------------------------------------------------------------
Bookkeeping fee: The Advisor provides bookkeeping and pricing services for
$27,000 per year plus 0.035% of the Fund's average net assets over $50 million.
Transfer agent: Liberty Funds Services, Inc., formerly Colonial Investors
Service Center, Inc., (the Transfer Agent), an affiliate of the Advisor,
provides shareholder services for a monthly fee equal to 0.236% annually of the
Fund's average net assets and receives reimbursement for certain out-of-pocket
expenses.
Effective October 1, 1997 and continuing through September 30, 1998, the
Transfer Agent fee was reduced by 0.0012% in cumulative monthly increments,
resulting in a decrease in the fee from 0.25% to 0.236% annually.
Underwriting discounts, service and distribution fees: Liberty Funds
Distributor, Inc., formerly Liberty Financial Investments, Inc. (the
Distributor), a subsidiary of the Advisor, is the Fund's principal underwriter.
For the six months ended December 31, 1998, the Fund has been advised that the
Distributor retained net underwriting discounts of $19 on sales of the Fund's
Class A shares and received no contingent deferred sales charges on Class A,
Class B and Class C share redemptions.
The Fund has adopted a 12b-1 plan which requires the payment of a service fee to
the Distributor equal to 0.25% annually of the Fund's net assets as of the 20th
of each month. The plan also requires the payment of a distribution fee to the
Distributor equal to 0.75% annually of the average net assets attributable to
Class B shares and Class C shares only.
The CDSC and the fees received from the 12b-1 plan are used principally as
repayment to the Distributor for amounts paid by the Distributor to dealers who
sold such shares.
Expense limits: The Advisor has agreed, until further notice, to waive fees and
bear certain Fund expenses to the extent that total expenses (exclusive of
service fees, distribution fees, brokerage commissions, interest, taxes, and
extraordinary expenses, if any) exceed 0.75% annually of the Fund's average net
assets.
Other: The Fund pays no compensation to its officers, all of whom are
employees of the Advisor.
The Fund's Trustees may participate in a deferred compensation plan which may be
terminated at any time. Obligations of the plan will be paid solely out of the
Fund's assets.
18
<PAGE>
Notes to Financial Statements/December 31, 1998
- --------------------------------------------------------------------------------
NOTE 4. PORTFOLIO INFORMATION
- --------------------------------------------------------------------------------
Investment activity: During the six months ended December 31, 1998, purchases
and sales of investments, other than short-term obligations, were $10,845,017
and $4,079,694, respectively.
Unrealized appreciation (depreciation) at December 31, 1998, based on cost of
investments for both financial statement and federal income tax purposes was:
Gross unrealized appreciation $ 783,422
Gross unrealized depreciation (199,916)
-------------
Net unrealized appreciation $ 583,506
=============
Other: There are certain additional risks involved when investing in foreign
securities that are not inherent with investments in domestic securities. These
risks may involve foreign currency exchange rate fluctuations, adverse political
and economic developments and the possible prevention of foreign currency
exchange or the imposition of other foreign governmental laws or restrictions.
The Fund may focus its investments in certain industries, subjecting it to
greater risk than a fund that is more diversified.
NOTE 5. OTHER RELATED PARTY TRANSACTIONS
- --------------------------------------------------------------------------------
At December 31, 1998, Keyport Life Insurance Company owned 40.1% of the Fund's
outstanding shares.
NOTE 6. RESULTS OF SPECIAL MEETING OF SHAREHOLDERS (UNAUDITED)
- --------------------------------------------------------------------------------
On October 30, 1998, a Special Meeting of Shareholders of the Fund was held to
approve the following items, all as described in the Proxy Statement for the
Meeting. On August 21, 1998, the record date for the Meeting, the Fund had
outstanding 345,395 shares of beneficial interest. The votes cast at the Meeting
were as follows:
Authority
For Withheld
--- --------
To Elect a Board of Trustees.
Robert J. Birnbaum 345,183 --
Tom Bleasdale 345,183 --
John Carberry 345,183 --
Lora S. Collins 345,183 --
James E. Grinnell 345,183 --
Richard W. Lowry 345,183 --
Salvatore Macera 345,183 --
William E. Mayer 345,183 --
James L. Moody, Jr. 345,183 --
John J. Neuhauser 345,183 --
Thomas E. Stitzel 345,183 --
Robert L. Sullivan 345,183 --
Anne-Lee Verville 345,183 --
19
<PAGE>
Notes to Financial Statements/December 31, 1998
- --------------------------------------------------------------------------------
NOTE 6. RESULTS OF SPECIAL MEETING OF SHAREHOLDERS - CONT.
- --------------------------------------------------------------------------------
To amend fundamental investment policies regarding borrowing and lending.
For Against Abstain
--- ------- -------
345,183 -- --
To approve policies for a master fund/feeder structure.
For Against Abstain
--- ------- -------
345,183 -- --
NOTE 7. FINANCIAL HIGHLIGHTS INFORMATION
- --------------------------------------------------------------------------------
The amount shown for a share outstanding does not correspond with the aggregate
net loss on investments for the period due to the timing of sales and repurchase
of fund shares in relation to fluctuating market values of the investments of
the Fund.
20
<PAGE>
Selected data for a share of each class outstanding throughout each period are
as follows:
<TABLE>
<CAPTION>
(Unaudited)
Six months ended December 31
================================================================
1998
Class A Class B Class C Class Z(c)
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Net asset value -
Beginning of period $ 13.960 $ 13.910 $ 13.910 $ 11.230
---------- ---------- ---------- ----------
INCOME FROM INVESTMENT OPERATIONS:
Net investment
income (a)(b) 0.083 0.040 0.037 0.017
Net realized and
unrealized gain (loss) (0.533) (0.529) (0.526) 0.153(d)
---------- ---------- ---------- ----------
Total from Investment
Operations (0.450) (0.489) (0.489) 0.170
---------- ---------- ---------- ----------
LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS:
From net investment income (0.155) (0.083) (0.083) --
In excess of net investment
income (0.015) (0.008) (0.008) --
From net realized gains (1.897) (1.897) (1.897) --
In excess of net realized
gains (0.043) (0.043) (0.043) --
---------- ---------- ---------- ----------
Total Distributions Declared
to Shareholders (2.110) (2.031) (2.031) --
---------- ---------- ---------- ----------
Net asset value -
End of period $ 11.400 $ 11.390 $ 11.390 $ 11.400
========== ========== ========== ==========
Total return (e)(f) (2.78)%(g) (3.17)%(g) (3.17)%(g) 1.51%(g)
========== ========== ========== ==========
RATIOS TO AVERAGE NET ASSETS
Expenses (h) 1.00%(i) 1.75%(i) 1.75%(i) 0.72%(i)
Fees and expenses waived
or borne by the Advisor (h) 2.14%(i) 2.14%(i) 2.14%(i) 1.38%(i)
Net investment income (h) 1.63%(i) 0.88%(i) 0.88%(i) 1.87%(i)
Portfolio turnover 73%(g) 73%(g) 73%(g) 73%(g)
Net assets at end
of period (000) $ 6,127 $ 4,975 $ 463 $ 101
<FN>
(a) Net of fees and expenses waived or borne by the Advisor which amounted to:
$ 0.129 $ 0.129 $ 0.129 $ 0.013
(b) Per share data was calculated using average shares outstanding during the period.
(c) Class Z shares were initially offered on December 1, 1998. Per share
amounts reflect activity from that date.
(d) Please see Note 7 in Notes to Financial Statements.
(e) Total return at net asset value assuming all distributions reinvested and no initial
sales charge or contingent deferred sales charge.
(f) Had the Advisor not waived or reimbursed a portion of expenses, total return would
have been reduced.
(g) Not annualized.
(h) The benefits derived from custody credits and directed brokerage arrangements
had no impact.
(i) Annualized.
</FN>
</TABLE>
21
<PAGE>
FINANCIAL HIGHLIGHTS - CONT.
Selected data for a share of each class outstanding throughout each period are
as follows:
<TABLE>
<CAPTION>
Year ended June 30
========================================
1998
Class A Class B Class C(c)
---------- ---------- ----------
<S> <C> <C> <C>
Net asset value -
Beginning of period $ 12.690 $ 12.630 $ 12.630
---------- ---------- ----------
INCOME FROM INVESTMENT OPERATIONS:
Net investment
income (loss)(a)(b) 0.070 (0.031) (0.031)
Net realized and
unrealized gain 2.900 2.897 2.897
---------- ---------- ----------
Total from Investment
Operations 2.970 2.866 2.866
---------- ---------- ----------
LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS:
From net investment
income (0.150) (0.036) (0.036)
From net realized
gains (1.550) (1.550) (1.550)
---------- ---------- ----------
Total Distributions Declared
to Shareholders (1.700) (1.586) (1.586)
---------- ---------- ----------
Net asset value -
End of period $ 13.960 $ 13.910 $ 13.910
========== ========== ==========
Total return (e)(f) 24.99% 24.13% 24.13%
========== ========== ==========
RATIOS TO AVERAGE NET ASSETS
Expenses (h) 1.52% 2.27% 2.27%
Fees and expenses waived
or borne by the Advisor (h) 2.11% 2.11% 2.11%
Net investment income (h) 0.52% (0.23)% (0.23)%
Portfolio turnover 79% 79% 79%
Net assets at end
of period (000) $ 4,029 $ 395 $ 396
<FN>
(a) Net of fees and expenses waived or borne by the Advisor which amounted to
$ 0.285 $ 0.285 $ 0.285
(b) Per share data was calculated using average shares outstanding during the period.
(c) Class D shares were redesignated Class C shares on July 1, 1997.
(d) The Fund commenced investment operations on March 25, 1996. The activity shown
is from effective date of registration (March 31, 1996) with the Securities and
Exchange Commission.
(e) Total return at net asset value assuming all distributions reinvested and no initial
sales charge or contingent deferred sales charge.
(f) Had the Advisor not waived or reimbursed a portion of expenses, total return would
have been reduced.
</FN>
</TABLE>
22
<PAGE>
FINANCIAL HIGHLIGHTS - CONT.
Selected data for a share of each class outstanding throughout each period are
as follows:
<TABLE>
<CAPTION>
Year ended June 30
=========================================================================================
1997 1996(d)
Class A Class B Class C Class A Class B Class C
- ---------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C>
$ 10.280 $ 10.260 $ 10.260 $ 9.940 $ 9.940 $ 9.940
- ---------- ---------- ---------- ---------- ---------- ----------
0.141 0.058 0.058 0.044 0.024 0.024
2.428 2.413 2.413 0.296 0.296 0.296
- ---------- ---------- ---------- ---------- ---------- ----------
2.569 2.471 2.471 0.340 0.320 0.320
- ---------- ---------- ---------- ---------- ---------- ----------
(0.159) (0.101) (0.101) -- -- --
-- -- -- -- -- --
- ---------- ---------- ---------- ---------- ---------- ----------
(0.159) (0.101) (0.101) -- -- --
- ---------- ---------- ---------- ---------- ---------- ----------
$ 12.690 $ 12.630 $ 12.630 $ 10.280 $ 10.260 $ 10.260
========== ========== ========== ========== ========== ==========
25.23% 24.23% 24.23% 3.42%(g) 3.22%(g) 3.22%(g)
========== ========== ========== ========== ========== ==========
1.55% 2.30% 2.30% 1.55%(i) 2.30%(i) 2.30%(i)
2.64% 2.64% 2.64% 1.55%(i) 1.55%(i) 1.55%(i)
1.27% 0.52% 0.52% 1.77%(i) 1.02%(i) 1.02%(i)
129% 129% 129% 16%(g) 16%(g) 16%(g)
$ 3,217 $ 319 $ 319 $ 2,570 $ 257 $ 257
$ 0.292 $ 0.292 $ 0.292 $ 0.039 $ 0.039 $ 0.039
<FN>
(g) Not annualized.
(h) The benefits derived from custody credits and directed brokerage arrangements
had no impact.
(i) Annualized.
</FN>
</TABLE>
23
<PAGE>
SHAREHOLDER SERVICES
TO MAKE INVESTING EASIER
Your Fund has one of the most extensive selections of shareholder services
available. Your financial advisor can help you arrange for any of these
services, or you can call Liberty Funds Services directly at 1-800-345-6611.
Affordable Additional Investments: Add to your account with as little as $50 on
most funds; $25 for an IRA account.
Free Exchanges(1): Exchange all or part of your account into the same share
class of another fund distributed by Liberty Funds Distributor, Inc. by phone or
mail.
Easy Access to Your Money(1): Make withdrawals from your account by phone, by
mail or, for certain funds, by check.
One-Year Reinstatement Privilege: If you need access to your money, but then
choose to return it within one year, you can reinvest in any fund distributed by
Liberty Funds Distributor of the same share class without any penalty or sales
charge.
Fundamatic: Make periodic investments as low as $50 from your checking account
to your Fund account.
Systematic Withdrawal Plan (SWP): Receive monthly, quarterly or semiannual
payments via check or bank transmission. There is a $5,000 account value
required, but no minimum for the payment amount. The maximum annual withdrawal
is 12% of account balance at time SWP is established. SWPs by check are
processed on the 10th calendar day of each month unless the 10th falls on a
non-business day or the first business day of the week. If this occurs, the
processing date will be the previous business day. Dividends and capital gains
must be reinvested.
Automated Dollar Cost Averaging: Transfer money on a monthly basis from any fund
with a balance of $5,000 into the same share class of up to four other funds
distributed by Liberty Funds Distributor. Minimum for each transfer is $100.
Retirement Plans: Choose from a broad range of retirement plans, including IRAs.
(1) Redemptions and exchanges are made at the next determined net asset value
after the request is received by the Transfer Agent. Proceeds may be more
or less than your original cost. The exchange privilege may be terminated
at any time. Exchanges are not available on all funds. Investors who
purchase Class B or C shares, or $1 million or more of Class A shares, may
be subject to a contingent deferred sales charge.
24
<PAGE>
HOW TO REACH US
BY PHONE OR BY MAIL
BY TELEPHONE
Customer Connection - 1-800-345-6611
For 24-hour account information, call from your touch-tone phone. (Rotary
callers will be automatically connected to a representative during business
hours.) A recorded message will guide you through the menu:
For fund prices, dividends and capital gains information .............press |1|
For account information ..............................................press |2|
To speak to a service representative .................................press |3|
For yield and total return information ...............................press |4|
For duplicate statements or new supply of checks .....................press |5|
To order duplicate tax forms and year-end statements .................press |6|
(February through May)
To review your options at any time during your call ..................press |*|
To speak with a shareholder services representative about your account, call
Monday to Friday, 8:00 a.m. to 8:00 p.m. ET, and Saturdays from February through
mid-April, 10:00 a.m. to 2:00 p.m. ET.
Telephone Transaction Department - 1-800-422-3737
To purchase, exchange or sell shares by telephone, call Monday to Friday, 9:00
a.m. to 7:00 p.m. ET. Transactions received after the close of the New York
Stock Exchange will receive the next business day's closing price.
Literature - 1-800-426-3750
To request literature on any fund distributed by Liberty Funds Distributor,
Inc., call Monday to Friday, 8:30 a.m. to 6:30 p.m. ET.
BY MAIL
Liberty Funds Services, Inc.
P.O. Box 1722
Boston, MA 02105-1722
25
<PAGE>
SHAREHOLDER COMMUNICATIONS
TO KEEP YOU INFORMED
To make recordkeeping easy and keep you up-to-date on the performance of your
investments, you can expect to receive the following information about your
account:
Transaction Confirmations: Each time you make a purchase, sale or exchange, you
receive a confirmation statement within just a few days.
Quarterly Statements: Every three months, if any transactions are made that
affect your share balance, this statement reports on your account activity
during the quarter (including any reinvestment of dividends). This statement
also provides year-to-date information.
Liberty Funds Distributor Investor Opportunities: Mailed with your quarterly
account statements, this newsletter highlights timely investment strategies,
portfolio manager commentary and shareholder service updates.
Tax Forms and Year-End Tax Guide: Easy-to-use forms and timely information are
designed to make tax reporting simpler. (Usually mailed in January.)
Average Cost Basis Statements: If you sold or exchanged shares during the year,
this statement may help you calculate your gain/loss for tax purposes. (Usually
mailed in February.)
26
<PAGE>
IMPORTANT INFORMATION ABOUT THIS REPORT
The Transfer Agent for Colonial Value Fund is:
Liberty Funds Services,Inc.
P.O. Box 1722
Boston, MA 02105-1722
1-800-345-6611
Colonial Value Fund mails one shareholder report to each shareholder address. If
you would like more than one report, please call 1-800-426-3750 and additional
reports will be sent to you.
This report has been prepared for shareholders of Colonial Value Fund. This
report may also be used as sales literature when preceded or accompanied by the
current prospectus which provides details of sales charges, investment
objectives and operating policies of the Fund.
27
<PAGE>
TRUSTEES
ROBERT J. BIRNBAUM
Consultant (formerly Special Counsel, Dechert, Price & Rhoads; President and
Chief Operating Officer, New York Stock Exchange, Inc.; President, American
Stock Exchange, Inc.)
TOM BLEASDALE
Retired (formerly Chairman of the Board and Chief Executive Officer, Shore Bank
& Trust Company)
JOHN CARBERRY
Senior Vice President of Liberty Financial Companies, Inc. (formerly Managing
Director, Salomon Brothers)
LORA S. COLLINS
Attorney (formerly Attorney, Kramer, Levin, Naftalis & Frankel)
JAMES E. GRINNELL
Private Investor (formerly Senior Vice President-Operations, The Rockport
Company)
RICHARD W. LOWRY
Private Investor (formerly Chairman and Chief Executive Officer, U.S. Plywood
Corp.)
SALVATORE MACERA
Private Investor (formerly Executive Vice President of Itek Corp. and President
of Itek Optical & Electronic Industries, Inc.)
WILLIAM E. MAYER
Partner, Development Capital, LLC (formerly Dean, College of Business and
Management, University of Maryland; Dean, Simon Graduate School of Business,
University of Rochester; Chairman and Chief Executive Officer, CS First Boston
Merchant Bank; and President and Chief Executive Officer, The First Boston
Corporation)
JAMES L. MOODY, JR.
Retired (formerly Chairman of the Board, Chief Executive Officer and Director,
Hannaford Bros. Co.)
JOHN J. NEUHAUSER
Dean, Boston College School of Management
THOMAS E. STITZEL
Professor of Finance, College of Business, Boise State University; Business
Consultant and Author
ROBERT L. SULLIVAN
Retired Partner, KPMG LLP (formerly Management Consultant, Saatchi and Saatchi
Consulting Ltd. and Principal and International Practice Director, Management
Consulting, Peat Marwick Main & Co.)
ANNE-LEE VERVILLE
Consultant (formerly General Manager, Global Education Industry, and President,
Applications Solutions Division, IBM Corporation)
[LOGO] L I B E R T Y
COLONIAL o CRABBE HUSON o NEWPORT o STEIN ROE ADVISOR
Liberty Funds Distributor, Inc. (C)1999
One Financial Center, Boston, MA 02111-2621, 1-800-426-3750
Visit us at www.libertyfunds.com CV-03/461G-1298 (2/99) 99/102
- --------------------------------------------------------------------------------