SEMI-ANNUAL
REPORT TO
SHAREHOLDERS
JUNE 30, 1996
<PAGE>
[AMERICA'S UTILITY FUND LOGO]
Dear Shareholder:
In May of 1996, shareholders of America's Utility Fund approved a number of
proposals designed to position your Fund for future asset growth and to enhance
the Fund's overall risk and return profile.
With shareholder approval, the Board of Directors of America's Utility Fund
was expanded to seven. The addition of four new directors brings valuable
experience and new perspectives to the Board and to the Fund. America's Utility
Fund will benefit from the varied business, legal, academic and mutual fund
experience brought to the Board by the four new members. Along with experience,
these new Board members bring fresh approaches and ideas to the unique
challenges of managing and growing a utility sector fund.
America's Utility Fund, as a utility sector fund, must seek to provide
shareholders with a competitive return by taking advantage of opportunities that
arise, even in the face of dramatic changes in the utility industry. The changes
in various investment objectives and options approved by shareholders in May
will allow the Fund's investment manager greater latitude in selecting
investments to meet the Fund's goal of a competitive total return. At the same
time, the expanded options will seek to provide an opportunity to reduce the
Fund's volatility of returns.
<PAGE>
The new investment possibilities allow for more diversification in investment
selection. Diversification among investment classes is one method used to
attempt to overcome the strong effect that increases in interest rates have on
utility stocks. Secondly, the expanded options provide greater opportunity for
the Fund to participate in utility investments outside the United States.
Just as domestic utilities are looking outside the U.S. to diversify their
core utility focus, so must America's Utility Fund look for good opportunities
in foreign utilities. All of these options have the potential to reduce the
volatility of the Fund's total returns while providing competitive rates of
return.
Just as your Fund continues to position itself for the future of the utility
industry, we hope you will take the same long-term approach to saving. As we
have said in the past, it takes patience to invest for the long-term, but it is
the best way to save for the future. Thank you for your continued participation
in America's Utility Fund.
Sincerely,
/s/ LINWOOD R. ROBERTSON
Linwood R. Robertson
CEO & President
<PAGE>
MANAGEMENT DISCUSSION
AND ANALYSIS
Mentor Investment Group
Large-Capitalization High-Quality Growth
Management Team
Utility stock valuations have had to face the challenge of higher interest
rates in 1996. After breaking under 6% at the end of 1995, the yield on the
30-year treasury bond rose to 7.2% by mid-year. Although competitive and
regulatory changes are significantly affecting the long-term outlook for all
utilities, interest rates continue to be the most important influence on
near-term prices, and the recent rate increase has held back growth in the value
of your fund.
The recent increase in interest rates reflected surprisingly strong US
economic growth in the past two quarters. In July, it appeared that the Federal
Reserve might be forced to raise short-term rates to slow the economy and soothe
rapidly escalating inflation fears in the financial markets. Now, however, it
appears that the effects of the higher long-term interest rates are causing the
economy to decelerate once again to a more sustainable growth rate without help
from the Fed. Except for a rising trend in wages, most inflation indicators have
been very favorable. As many economists are now scaling back growth
expectations, the 30-year bond yield has moved back decidedly below 7%. This
positive reversal should provide some relief to utility stocks, particularly if
rates continue their recent decline.
Beyond the effects of interest-rate swings, the electric utility industry is
undergoing a significant evolution to a more competitive market. Those companies
unable or unprepared to compete will face a serious potential loss of business.
As regulatory barriers fall and competition unfolds over the next several years,
there will definitely be clear examples of winners and losers. The financial
markets appear to be recognizing that the better-managed and better-positioned
companies will not only survive this transition, but will prosper. The companies
which we own in this fund are, in our opinion, very well-positioned to meet
competition.
<PAGE>
Management Discussion and Analysis
(continued from previous page)
There is probably no better indication of the opportunity provided by
electricity deregulation than the recent agreement by Enron Corporation to
purchase Portland General Corporation, the Oregon-based parent of Portland
General Electric. Enron's aggressive and experienced management team has built
arguably the most successful full-service natural gas operation during the
deregulation of that industry. Over the past several years Enron has been
growing earnings by 15% annually. The company is clearly committed to
maintaining that rate of growth over the next five years.
QUESTION: Why would a profitable growth company like Enron spend $3.2 billion
to gain exposure to the supposedly slow-growth and staid electric utility
industry?
ANSWER: The opportunities of deregulation.
According to Enron chairman, Kenneth Lay, "The deregulation of the
electricity market in North America represents one of the most significant
industry re-structurings ever. By applying the experience gained in the natural
gas market, Enron is poised to lead the evolution toward a converged gas and
electricity market, with more product choices and competitive prices for all
customers."* Enron believes that this electric market acquisition will improve
its chances of meeting its earnings growth target. This event indicates how
dramatically things are changing.
We think the consolidation has only just begun. There will likely be many
more mergers between electric companies and electric and natural gas companies.
Eventually we may even see major alliances between electric utilities and
telecommunications companies. These competitive shifts can be very positive for
utilities with efficient facilities, attractive customer bases, and skilled
management. We feel strongly that the companies that make up the America's
Utility Fund meet these requirements.
*NEWS RELEASE, Enron Corporation, July 22, 1996.
<PAGE>
[GRAPH]
<TABLE>
<CAPTION>
5/92 6/92 9/92 12/92 3/93 6/93 9/93 12/93 3/94 6/94 9/94 12/94
<S> <C>
America's Utility
Fund 10,000 10,170 10,892 11,190 12,235 12,642 13,198 12,679 11,290 10,728 11,141 11,019
S&P Utilities
Index 10,000 10,122 10,919 11,195 12,402 12,696 13,586 12,811 11,753 11,750 11,806 11,794
<CAPTION>
3/95 6/95 9/95 12/95 3/96 6/96
<S> <C>
America's Utility
Fund 11,759 12,479 13,485 14,577 14,507 14,839
S&P Utilities
Index 12,607 13,544 15,105 16,691 15,897 16,699
</TABLE>
PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE PERFORMANCE. YOUR INVESTMENT
RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO WHEN SHARES ARE REDEEMED, THEY MAY
BE WORTH MORE OR LESS THAN THE ORIGINAL COST. MUTUAL FUNDS ARE NOT OBLIGATIONS
OF OR GUARANTEED BY ANY BANK AND ARE NOT FEDERALLY INSURED.
* Reflects operation of America's Utility Fund from the date of inception
5/5/92 through 6/30/96.
** SEC current yield is calculated by dividing the net investment income
per share for the 30 days ended 6/30/96 by the offering price per share
on that date. The figure is then compounded and annualized.
*** Represents a hypothetical investment of $10,000 in America's Utility
Fund. Performance assumes the reinvestment of all dividends and
distributions.
~ The S&P Utilities Index is one of four broad sectors in the S&P 500
Index and includes all the utility stocks in the S&P 500 Index. It is a
market-value weighted index (stock price times shares outstanding), with
each stock affecting the Index in proportion to its market value. This
Index, calculated by Standard & Poor's, is a total return index with
dividends reinvested. Investors may not invest in an index. The S&P
Utilities Index is used as the benchmark for the performance of
America's Utility Fund (AUF) because it is identified by the investment
advisor as the index that most accurately reflects the management style
and portfolio composition of AUF.
This material must be preceded or accompanied by a current Prospectus for
America's Utility Fund, which contains complete information regarding fees,
sales charges, and expenses. Please read it carefully before you invest or send
money.
<PAGE>
AMERICA'S UTILITY FUND, INC.
PORTFOLIO OF INVESTMENTS
June 30, 1996 (Unaudited)
<TABLE>
<CAPTION>
Shares or Market Value
Face Amount Common Stocks (Note 2)
- ----------- ------------- ------------
PUBLIC UTILITY - ELECTRIC - 59.57%
----------------------------------
<S> <C> <C>
172,000 Allegheny Power Systems, Inc. $ 5,310,500
182,000 Central and Southwest
Corporation 5,278,000
145,000 Detroit Energy Company 4,476,875
211,000 DPL, Inc. 5,143,125
139,950 DQE, Inc. 3,848,625
65,000 Duke Power Company 3,331,250
125,000 Eastern Utilities Associates
Company 2,453,125
95,500 General Public Utilities
Corporation 3,366,375
171,000 IPALCO Enterprises, Inc. 4,488,750
220,500 LG&E Energy Corporation 5,043,937
113,800 NIPSCO Industries, Inc. 4,580,450
88,200 Northern States Power Company 4,354,875
185,000 Ohio Edison Company 4,046,875
209,000 Potomac Electric Power Company 5,538,500
143,000 Public Service Company of
Colorado 5,255,250
110,000 Public Service Enterprise Group,
Inc. 3,011,250
114,000 SCANA Corporation 3,206,250
203,000 Southern Company 4,998,875
159,500 TECO Energy Company 4,027,375
145,500 Western Resources, Inc. 4,346,813
-----------
86,107,075
PUBLIC UTILITY - NATURAL GAS - 8.86%
114,000 Brooklyn Union Gas Company 3,106,500
118,000 Nicor, Inc. 3,348,250
128,000 Pacific Enterprise Company 3,792,000
75,000 Questar Corporation 2,550,000
---------
12,796,750
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Shares or Market Value
Face Amount Common Stocks (Note 2)
- ----------- ------------- ------------
TELECOMMUNICATIONS - 17.43%
---------------------------
<S> <C> <C>
67,000 Ameritech Corporation $ 3,978,125
58,000 AT&T Corporation 3,596,000
106,000 GTE Corporation 4,743,500
166,000 MCI Communications Corporation 4,253,750
60,000 SBC Communications Corporation 2,955,000
72,000 Sprint Corporation 3,024,000
83,000 U.S. West Communications, Inc. 2,645,625
----------
25,196,000
Total Common Stocks - 85.86%
(cost $110,923,040) 124,099,825
-----------
CORPORATE BONDS - 8.88%
-----------------------
$2,000,000 Appalachian Power Company,
7.38%, 8/15/02 1,998,804
1,250,000 Duke Power Company, 8.00%,
11/1/99 1,298,438
2,000,000 Pacific Gas & Electric Company,
5.88%, 10/1/05 1,800,000
2,250,000 Pacificorp, 6.75%, 4/1/05 2,175,403
2,000,000 Texas Utilities Electric
Company,
8.25%, 4/1/04 2,097,500
2,000,000 Washington Water Power,
6.75%, 4/15/03 1,937,014
1,500,000 Wisconsin Public Service,
7.30%, 10/1/02 1,529,583
----------
Total Corporate Bonds
(cost $13,222,005) 12,836,742
----------
REPURCHASE AGREEMENTS - 5.14%
-----------------------------
7,434,737 Goldman Sachs & Company
Dated 6/28/96, 5.55%, due
7/1/96, collateralized by
$7,700,078 Federal National
Mortgage Association, 7.50%,
3/1/26 (cost $7,434,737) 7,434,737
-----------
TOTAL INVESTMENTS - 99.88%
(COST $131,579,782) 144,371,304
OTHER ASSETS LESS LIABILITIES -
0.12% 169,119
-----------
NET ASSETS - 100.00% $144,540,423
============
</TABLE>
See notes to financial statements.
<PAGE>
AMERICA'S UTILITY FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES
June 30, 1996 (Unaudited)
<TABLE>
<S> <C>
ASSETS
Investments, at market value --
identified cost $131,579,782 (Note 2) $144,371,304
Cash 1,776
Receivables
Dividends and interest receivable 707,924
Capital shares sold 156,886
-----------
Total assets 145,237,890
------------
LIABILITIES
Accrued expenses and other liabilities 697,467
------------
Total liabilities 697,467
------------
NET ASSETS $144,540,423
============
Net Assets
Additional paid-in capital $131,881,842
Undistributed net investment income 114,302
Accumulated net realized loss on investment
transactions (247,243)
Net unrealized appreciation of investments 12,791,522
------------
Net Assets $144,540,423
Shares outstanding 5,855,672
------------
Net Asset Value Per Share $ 24.68
============
</TABLE>
STATEMENT OF OPERATIONS
For the Six Months Ended June 30, 1996 (Unaudited)
<TABLE>
<S> <C>
INVESTMENT INCOME
Dividends $ 2,273,592
Interest 1,708,531
-----------
Total investment income (Note 2) 3,982,123
-----------
EXPENSES
Administrative service fees (Note 5) 320,711
Transfer agent fees (Note 5) 196,259
Shareholder services fees (Note 5) 196,377
Investment advisor fees (Note 5) 189,868
Shareholder reports 122,852
Directors' fees 25,823
Custody fees 9,178
Registration fees 8,063
Legal fees 14,747
Audit fees 5,481
Other 4,272
---------
Total expenses 1,093,631
---------
Deduct
Expenses assumed by administrative services
company (Note 5) (147,728)
----------
Net expenses 945,903
----------
Net investment income 3,036,220
----------
REALIZED AND UNREALIZED LOSS ON INVESTMENTS
Net realized gain on investments 4,429,419
Change in unrealized appreciation or
depreciation of investments (5,396,189)
-----------
Net realized and unrealized loss on
investments (966,770)
-----------
Net increase in net assets resulting from
operations $ 2,069,450
===========
</TABLE>
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
Six Months
Ended Year
6/30/96 Ended
(Unaudited) 12/31/95
---------- --------
NET INCREASE IN NET ASSETS FROM:
<S> <C> <C>
OPERATIONS
Net investment income $ 3,036,220 $ 6,329,409
Net realized gain on investments 4,429,419 1,297,943
Change in unrealized
appreciation (depreciation) of
investments (5,396,189) 33,092,284
------------- -----------
Increase in net assets resulting
from operations 2,069,450 40,719,636
------------- -----------
DISTRIBUTIONS TO SHAREHOLDERS
Net investment income (2,968,587) (6,298,780)
------------- -----------
CAPITAL SHARE TRANSACTIONS (NOTE
4)
Net proceeds from sale of shares 8,827,648 18,986,502
Reinvested distributions 2,744,410 5,908,003
Cost of shares redeemed (28,962,856) (21,494,033)
------------ ------------
Change in net assets from
capital share transactions (17,390,798) 3,400,472
------------ ------------
Increase (decrease) in net assets (18,289,935) 37,821,328
Net Assets
Beginning of period 162,830,358 125,009,030
------------ ------------
End of period $144,540,423 $162,830,358
============ =============
</TABLE>
See notes to financial statements.
<PAGE>
AMERICA'S UTILITY FUND, INC.
FINANCIAL HIGHLIGHTS
<TABLE>
<CAPTION>
Six Months
Ended Year Year Year Year
6/30/96 Ended Ended Ended Ended
(Unaudited) 12/31/95 12/31/94 12/31/93 12/31/92(a)
----------- -------- --------- -------- -----------
<S> <C> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE
NET ASSET VALUE, BEGINNING OF PERIOD $ 24.72 $ 19.50 $ 23.54 $ 21.95 $ 20.54
INCOME FROM INVESTMENT OPERATIONS
Net investment income 0.49 0.96 0.96 0.91 0.63
Net realized and unrealized gain (loss) on investments (0.05) 5.22 (4.04) 2.00 1.80
--------- ------- -------- -------- -------
Total from investment operations 0.44 6.18 (3.08) 2.91 2.43
LESS DISTRIBUTIONS
Dividends from net investment income (0.48) (0.96) (0.96) (0.92) (0.67)
Distributions from net realized capital gains 0.00 0.00 0.00 (0.40) (0.35)
--------- ------- -------- -------- -------
Total distributions (0.48) (0.96) (0.96) (1.32) (1.02)
--------- ------- -------- -------- -------
NET ASSET VALUE, END OF PERIOD $ 24.68 $ 24.72 $ 19.50 $ 23.54 $ 21.95
========= ======= ======== ======== =======
Total Return 1.80% 32.30 % (13.10 %) 13.26 % 18.76%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (in millions) $144.54 $162.83 $125.01 $133.53 $ 43.67
Ratio of expenses to average net assets 1.21%(b) 1.21 % 1.21 % 1.21 % 1.21%
Ratio of expenses to average net assets before expense 1.40%(b) 1.34 % 1.33 % 1.41 % 1.41%
reductions
Ratio of net investment income to average net assets 3.88%(b) 4.40 % 4.66 % 4.19 % 4.99%
Portfolio turnover rate 10.37% 27.77 % 28.85 % 21.20 % 24.16%
Average commission rate on portfolio transactions $0.0623 - - - -
</TABLE>
(a) Dividends from net investment income include investment income earned prior
to commencement of sales to the public. The total return and the ratios to
average net assets are annualized.
(b) Annualized.
See notes to financial statements.
<PAGE>
AMERICA'S UTILITY FUND, INC.
NOTES TO FINANCIAL STATEMENTS
June 30, 1996 (Unaudited)
NOTE 1: ORGANIZATION
America's Utility Fund, Inc. (the Fund) is registered under the Investment
Company Act of 1940 as a diversified, open-end management investment company.
The Fund was organized as a Maryland corporation on January 28, 1992. On
February 14, 1992 (initial investment date), the Fund sold 500,000 shares of
common stock to Dominion Resources, Inc., the ultimate parent of America's
Utility Fund Service Company, for $10,000,000. The Fund commenced sales to the
public on May 5, 1992.
NOTE 2: SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently
followed by the Fund in the preparation of its financial statements. The
policies are in conformity with generally accepted accounting principles which
require management to make estimates and assumptions that affect amounts
reported therein. Although actual results could differ from these estimates, any
such differences are expected to be immaterial to the net assets of the Fund.
SECURITY VALUATION- Investments in securities traded on a national securities
exchange and over-the-counter securities quoted on the NASDAQ National Market
System are valued at the last reported sales price or, lacking any sales, at the
last available bid price. Securities traded in the over-the-counter market,
other than those quoted on the NASDAQ National Market System, are valued at the
last available bid price. Short-term investments with remaining maturities of 60
days or less are carried at amortized cost, which approximates market value.
Securities for which market quotations are not readily available are valued at
fair value as determined in good faith under procedures approved by the Board of
Directors.
REPURCHASE AGREEMENTS- It is the policy of the Fund to require that repurchase
agreement investments be fully collateralized at all times. Procedures have been
established by the Fund to monitor, on a daily basis, the market value of each
repurchase agreement's underlying securities to ensure the existence of a proper
level of collateral.
The Fund will only enter into repurchase agreements with banks and other
recognized financial institutions such as broker/dealers which are deemed by the
Fund's adviser to be creditworthy pursuant to guidelines established by the
Fund's Board of Directors. Risks may arise from the potential
<PAGE>
inability of counterparties to honor the terms of the repurchase agreement.
Accordingly, the Fund could receive less than the repurchase price on the sale
of collateral securities.
FEDERAL INCOME TAXES- The Fund intends to qualify as a regulated investment
company by complying with the requirements of the Internal Revenue Code and to
distribute all its taxable income to its shareholders. Therefore, no federal
income tax provision is required. Effective January 1, 1994, the Fund began
accounting and reporting for distributions to shareholders in accordance with
Statement of Position 93-2, Determination, Disclosure and Financial Statement
Presentation of Income, Capital Gain and Return of Capital Distributions by
Investment Companies. As a result, the Fund changed the classification of
certain distributions to shareholders for financial reporting purposes. The
cumulative effect of adopting the statement was to reclassify $967,486 to
accumulated net realized gains from undistributed net investment income, due to
the tax treatment of net short-term capital gains for tax purposes. At December
31, 1995, the Fund for federal tax purposes, had a capital loss carryover of
approximately $4,806,158. Pursuant to the Internal Revenue Code, such capital
loss carryover will expire in 2002.
DISTRIBUTION TO SHAREHOLDERS- Dividends to shareholders are recorded on the
ex-dividend date. Dividends from net investment income are declared and paid
quarterly. Distributions of capital gains, if any, are made annually.
SECURITY TRANSACTIONS- The Fund records security transactions on the trade date.
Gains and losses on securities sold are determined on the first-in, first-out
(FIFO) method. Discounts and premiums on securities purchased are amortized over
the life of the respective securities.
INVESTMENT INCOME- Dividend income is recognized on the ex-dividend date, and
interest income is recognized daily on an accrual basis.
NOTE 3: INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding short-term securities)
were $15,020,656 and $20,633,136, respectively for the six months ended June 30,
1996. Net unrealized appreciation at June 30, 1996, based on the cost of
securities for federal income tax purposes of $131,579,782 is as follows:
<TABLE>
<S> <C>
Gross unrealized appreciation $15,503,378
Gross unrealized depreciation (2,711,856)
------------
Net unrealized appreciation $12,791,522
============
</TABLE>
<PAGE>
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
NOTE 4: CAPITAL SHARE TRANSACTIONS
As of June 30, 1996 there were 500,000,000 shares of $0.0001 par value capital
stock authorized. Transactions in Fund shares were as follows:
<TABLE>
<CAPTION>
Six Months Year
Ended Ended
6/30/96 12/31/95
-------- --------
<S> <C> <C>
Shares sold 358,094 874,570
Shares issued upon reinvestment
of dividends 111,652 264,072
Shares redeemed (1,200,830) (962,767)
---------- ---------
(731,084) 175,875
========== =========
</TABLE>
NOTE 5: ADMINISTRATIVE SERVICES FEES AND OTHER TRANSACTIONS WITH AFFILIATES
Commonwealth Investment Counsel, Inc. ("Commonwealth") serves as investment
manager to the Fund under a Management Contract dated September 11, 1995.
Commonwealth is a wholly owned subsidiary of Mentor Investment Group, Inc.,
which in turn is a wholly owned subsidiary of Wheat First Butcher Singer, Inc.
Commonwealth receives for its services an annual investment management fee
expressed as a percentage of the average daily net assets of the Fund as
follows: 0.75% of the first $5 million of average daily net assets, 0.50% of the
next $5 million, 0.25% of the next $90 million, 0.20% of the next $100 million,
0.15% of the next $100 million and 0.10% of the average daily net assets in
excess of $300 million.
Mentor Investment Group, Inc. ("Mentor") provides administrative personnel and
services to the Fund under an Administrative Services Agreement dated August 21,
1995. Pursuant to the Agreement, the Fund pays Mentor a fee at the annual rate
of 0.65% of the Fund's average daily net assets, less the amount of any
management fees paid to Commonwealth pursuant to the Management Contract.
Prior to August 21, 1995, the Fund paid fees to America's Utility Fund Service
Company ("AUFSC") under an Administrative Services and Transfer Agency
Agreement. Pursuant to which AUFSC provided administrative, transfer agency and
dividend disbursing agency services. The Fund paid fees under that Agreement at
an annual rate of 1.00% of the Fund's average daily net assets less the amount
of any fees payable to the Fund's investment adviser.
The Fund has entered into a Shareholder Services Agreement with Mentor dated
August 21, 1995, pursuant to which
<PAGE>
Mentor, itself, through AUFSC, or through other financial institutions, provides
shareholder support services to the Fund and its shareholders. The Fund pays
fees to Mentor under that Agreement at an annual rate of 0.25% of the Fund's
average daily net assets. Pursuant to a Sub-Shareholder Services Agreement
between Mentor and AUFSC, Mentor in turn pays fees to AUFSC at the same annual
rate of the Fund's assets in respect to which AUFSC provides specified
shareholder services.
AUFSC also receives fees from the Fund's transfer agent for services performed
under a Sub-Transfer Agency Agreement dated August 21, 1995. Pursuant to that
Agreement, the transfer agent pays AUFSC a fee at the annual rate of 0.10% of
the Fund's average daily net assets attributable to shares held by the
shareholders to whom AUFSC provides such sub-transfer agency services.
Mentor has agreed, to bear the expenses of the Fund to the extent total Fund
operating expenses exceed 1.21% of the Fund's average daily net assets. Mentor
has agreed to maintain the expense limitation in effect until September 11,
1996. As a result of this expense limitation, Mentor incurred expenses of
$147,728 during the six months ended June 30, 1996.
As of June 30, 1996 Dominion Resources, Inc. and subsidiaries owned 168,016
shares of capital stock, representing 2.87% of the total shares (market value
$4,146,635).
Income Tax Information
Of the ordinary income distributions paid during the six months ended June 30,
1996, the Fund is designating 100% as eligible for the dividends-received
exclusion for corporations.
<PAGE>
[AMERICA'S UTILITY FUND LOGO]
This material must be preceded or accompanied by a current Prospectus for
America's Utility Fund. It contains complete information regarding fees and
expenses. Please read it carefully before investing or sending money.
Project America, Inc., Distributors
To receive more information and to obtain a prospectus call 800-487-3863.
