<PAGE>
As filed with the Securities and Exchange Commission on February 26, 1999
Registration No. 33-47703
811-6654
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [ ]
PRE-EFFECTIVE AMENDMENT NO. [ ]
POST-EFFECTIVE AMENDMENT NO. 12 [x]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [x]
AMENDMENT NO. 15
(Check appropriate box or boxes)
BNY Hamilton Funds, Inc.
(Exact name of registrant as specified in charter)
3435 Stelzer Road 43219-3035
Columbus, Ohio (Zip Code)
(Address of Principal Executive Offices)
Registrant's Telephone Number, including Area Code (614) 470-8000
Copy to:
Nimish Bhatt John E. Baumgardner, Jr.
3435 Stelzer Road Sullivan & Cromwell
Columbus, Ohio 43219-3035 125 Broad Street
(Name and Address of Agent for Service) New York, New York 10004
Approximate date of proposed public offering: As soon as practicable after the
effective date of this Registration Statement. It is proposed that this filing
will become effective (check appropriate box):
/ / immediately upon filing pursuant to paragraph (b)
/ / on (date) pursuant to paragraph (b)
/x/ 60 days after filing pursuant to paragraph (a)(1)
/ / on (date) pursuant to paragraph (a)(1)
/ / 75 days after filing pursuant to paragraph (a)(2)
/ / on (date) pursuant to paragraph (a)(2), of Rule 485.
If appropriate, check the following box:
/ / this post-effective amendment designates a new effective
date for a previously filed post-effective amendment.
The Registrant has registered an indefinite number of shares under the
Securities Act of 1933, pursuant to Rule 24f-2 of the Investment Company Act
of 1940. Registrant's Rule 24f-2 Notice for the fiscal year ended December 31,
1998, will be filed with the Commission on or about March 16, 1999.
Total Number of Pages __________
Exhibit Number on Page __________
<PAGE>
BNY
HAMILTON FUNDS
[GRAPHIC]
MONEY FUNDS:
HAMILTON SHARES
BNY HAMILTON
MONEY FUND
BNY HAMILTON
TREASURY MONEY FUND
PROSPECTUS APRIL 30, 1999
As with all mutual funds, the Securities and
Exchange Commission has not judged whether
these funds are good investments or whether
the information in this prospectus is
adequate and accurate. Anyone who indicates
otherwise is committing a federal crime.
<PAGE>
ABOUT THE FUNDS
4 BNY Hamilton Money Fund
8 BNY Hamilton Treasury Money Fund
SERVICES PROVIDED
12 Services Provided
ACCOUNT POLICIES
13 Daily NAV Calculation
15 Distributions and Tax Considerations
15 Investment Adviser
15 Portfolio Manager
15 Year 2000 (Y2K) Compliance
FOR MORE INFORMATION
Back Cover
<PAGE>
AN INTRODUCTION TO BNY HAMILTON FUNDS
The BNY Hamilton Funds aim for high returns with consistent performance over
many market cycles.
The BNY Hamilton Money Funds have both earned the highest quality rating from
both Standard & Poor's and Moody's. Money funds are designed for investors who
seek stability of principal. They are a valuable component of most portfolios
and well-suited for investing money that may be needed in the near future. The
funds take extra measures to promote for safety and liquidity, including:
o avoiding investing in split-rated securities--securities that are rated
higher by one rating agency than another
o limiting the average dollar-weighted maturity of their portfolios to 60 days
rather than the 90 days permitted.
RISKS OF MUTUAL FUND INVESTING
Investments in mutual funds are not guaranteed by the FDIC or any other
government agency. It is important to read all the disclosure information
provided and to understand that you could lose money by investing in any of
these funds.
<PAGE>
BNY HAMILTON
MONEY FUND
CUSIP Number:
Hamilton Shares [GRAPHIC]
05561M101
INVESTMENT OBJECTIVE
The fund seeks as high a level of current income as is consistent with
preservation of capital and maintenance of liquidity by investing principally
in high-quality money market instruments.
PORTFOLIO MANAGEMENT STRATEGY
The fund seeks to maintain a stable $1 share price and invests exclusively in
debt securities within the highest short-term credit rating categories and
their unrated equivalents. The maximum allowable maturity is 397 days, and the
fund maintains an average dollar-weighted maturity of 90 days or less. The
fund may invest in debt securities that meet these criteria and are issued by
any of the following:
o U.S. and foreign corporations
o U.S. and foreign banks
o U.S. and foreign governments
o U.S. agencies, states, and municipalities
o multinational organizations such as the
World Bank
The fund's investments are diversified through broad exposure to fixed- and
variable-rate securities across issuers and sectors. The fund also invests in
repurchase agreements, which are contracts to sell and buy back a given
security at a specific time and price.
4 BNY Hamilton Money Fund
<PAGE>
MAIN INVESTMENT RISKS
The value of money market securities is most affected by short-term interest
rates. An extreme rise in short-term interest rates could substantially
decrease the value of the fund's investments and jeopardize its $1 share
price.
The portfolio manager's investment strategies may not work out as planned, and
the fund could underperform. Any of the money market securities held by the
fund could be downgraded in credit rating below minimum standards or go into
default.
Investments in foreign securities involve additional risks, including limited
or misleading financial information, generally higher transaction costs and
the possibility of political and economic disturbances ranging from tax
legislation to military coups. These risks are magnified in emerging markets.
An investment in the fund is not insured or guaranteed by the FDIC or any
other government agency. Although the fund seeks to preserve the value of your
investment at $1 per share, it is possible to lose money by investing in the
fund.
Money Funds and the AAAm/Aaa Rating
All money market funds must comply with the SEC's Rule 2a-7, which covers
diversification standards, credit quality restrictions, and maturity limits
for individual securities and the portfolio as a whole.
In order to obtain the AAAm/Aaa rating from Standard & Poor's and Moody's,
money market funds observe additional, more conservative investment
guidelines. First, the fund's weighted average maturity may not exceed 60
days. In addition --
To obtain Standard & Poor's AAAm:
o Investments must have a minimum rating of A-1.
o Fifty percent of the fund's assets must be invested in securities with the
highest short-term credit rating--A-1+.
To obtain Moody's Aaa rating:
o Investments must have Moody's highest short-term credit rating--P-1.
BNY Hamilton Money Fund 5
<PAGE>
PAST PERFORMANCE
The fund's year-to-year returns and pattern of price volatility are shown in
the bar chart below. Returns for the fund's single best and single worst
quarters suggest how widely performance has varied over the short term. Past
performance does not guarantee future performance.
Annual total returns (%) as of 12/31/98(1)
93 94 95 96 97 98
-- -- -- -- -- --
3.03 4.02 5.84 5.30 5.47 5.41
Best quarter: Q2 '95 +1.46 Worst quarter: Q3 '93 +0.73
Year-to-date performance as of 3/31/99: 00.00%
The table below presents the fund's average annual returns over different
periods along with those of widely recognized indices.
Average annual total returns (%) as of 12/31/98*
Life
1 Year 5 Years of fund
------ ------- -------
Hamilton Shares(1) 5.41 5.20 4.73
* Assumptions: $1,000 initial investment with all dividends and distributions
reinvested.
FEES AND EXPENSES
The table below outlines the fees and expenses you could expect as an investor
in this fund. "Annual Operating Expenses" come out of fund assets, and are
reflected in the total return. Since these funds are "no-load," there are no
shareholder fees.
Fee table (% of average net assets)
Hamilton
Shares
--------
Shareholder Fees None
Annual Operating Expenses
Management fees 0.10
Servicing fee None
Other expenses 0.16
Total annual operating expenses 0.26
The table below shows the anticipated expenses on a $10,000 investment in the
fund over different periods. All mutual funds present this information so that
you can make comparisons. Your actual costs could be higher or lower than this
example.
Expenses on a $10,000 investment* ($)
1 Year 3 Years 5 Years 10 Years
------ ------- ------- --------
Hamilton Shares 27 84 146 331
* Assumptions: $10,000 original investment, all dividends and
distributions reinvested, 5% annual returns and no change in operating
expenses.
- ----------
(1)Hamilton Shares commenced operations on 8/7/92.
6 BNY Hamilton Money Fund
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the funds'
financial performance over the past five years. Certain information reflects
financial results for a single fund share. The total returns in the table
represent the rate that an investor would have earned (or lost) on an
investment in the fund (assuming reinvestment of all dividends and
distributions). This information has been audited by an independent
accounting firm,* whose report, along with the fund's financial statement,
is included in the annual report, which is available upon request.
<TABLE>
<CAPTION>
Year Ended December 31, 1998 1997 1996 1995 1994
----------------------- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
Per-Share Data ($)
Net asset value at beginning of period 1.00 1.00 1.00 1.00 1.00
Income from investment operations:
Net investment income 0.053 0.053 0.052 0.057 0.040
Less distributions:
Dividends from net investment income (0.053) (0.053) (0.052) (0.057) (0.040)
Net asset value at end of period 1.00 1.00 1.00 1.00 1.00
Total return 5.41 5.47 5.30 5.84 4.02
Ratios/Supplemental Data (%)
Net assets, end of period ($ x 1,000) 1,439,525 1,063,579 609,424 604,053 235,220
Ratio of expenses (after reduction) to
average net assets 0.26 0.25 0.27 0.26 0.30
Ratio of expenses (before reduction) to
average net assets 0.26 0.25 0.27 0.26 0.32
Ratio of net investment income (after
reduction) to average net assets 5.25 5.34 5.17 5.67 3.92
</TABLE>
* #################, has audited the figures for 1997 and 1998.
Previous years' data were audited by Deloitte & Touche LLP.
(1) Annualized.
BNY Hamilton Money Fund 7
<PAGE>
BNY HAMILTON
TREASURY MONEY FUND
CUSIP Number:
Hamilton Shares [GRAPHIC]
05561M705
INVESTMENT OBJECTIVE
The fund seeks as high a level of current income as is consistent with
preservation of capital and maintenance of liquidity by investing solely in
short-term obligations of the U.S. Treasury and repurchase agreements fully
collateralized by obligations of the U.S. Treasury.
MANAGEMENT STRATEGY
The fund seeks to maintain a stable $1 share price and invests exclusively in
securities backed by the full faith and credit of the U.S. government. These
securities include:
o Treasury bills
o Treasury bonds
o repurchase agreements fully collateralized by U.S. Treasury obligations
The maximum allowable maturity is 397 days, and the fund maintains an average
dollar-weighted maturity of 90 days or less.
In investing the fund's assets, the portfolio manager seeks to take advantage
of the dynamics of short-term interest rates by actively managing the fund's
average weighted maturity. The fund may invest heavily in repurchase
agreements, which are contracts to sell and buy back a given security at a
specific time and price, to try and improve yields.
8 BNY Hamilton Treasury Money Fund
<PAGE>
02/18/99
MAIN INVESTMENT RISKS
The value of money market securities is most affected by short-term interest
rates. An extreme rise in short-term interest rates could substantially
decrease the value of the fund's investments and jeopardize its $1 share
price.
Since the fund invests only in U.S. Treasury obligations, its yields may lag
other money market funds that invest in higher-yielding securities with some
credit risk. The portfolio manager's investment strategies may not work out as
planned, and the fund could underperform.
An investment in the fund is not insured or guaranteed by the FDIC or any
other government agency. Although the fund seeks to preserve the value of your
investment at $1 per share, it is possible to lose money by investing in the
fund.
Money Funds and the AAAm/Aaa Rating
All money market funds must comply with the SEC's Rule 2a-7, which covers
diversification standards, credit quality restrictions, and maturity limits
for individual securities and the portfolio as a whole.
In order to obtain the AAAm/Aaa rating from Standard & Poor's and Moody's,
money market funds observe additional, more conservative investment
guidelines. U.S. Treasury obligations automatically meet the most stringent
credit quality requirements. In addition, the fund's weighted average maturity
may not exceed 60 days.
BNY Hamilton Treasury Money Fund 9
<PAGE>
PAST PERFORMANCE
The fund's year-to-year returns and pattern of price volatility are shown in
the bar chart below. Returns for the fund's single best and single worst
quarters suggest how widely performance has varied over the short term. Past
performance does not guarantee future performance.
Annual total returns (%) as of 12/31/98
98
--
5.25
Best quarter: Q3 '97 +1.34 Worst quarter: Q4 '98 +1.19
Year-to-date performance as of 3/31/99: 00.00%
The table below presents the fund's average annual returns over different
periods along with those of widely recognized indices.
Average annual total returns (%) as of 12/31/98*
Life
1 Year of fund
------ -------
Hamilton Shares 5.25 5.30
* Assumptions: $1,000 initial investment with all dividends and distributions
reinvested.
FEES AND EXPENSES
The table below outlines the fees and expenses you could expect as an investor
in this fund. "Annual Operating Expenses" come out of fund assets, and are
reflected in the total return. Since these funds are "no-load," there are no
shareholder fees.
Fee table (% of average net assets)
Hamilton
Shares
--------
Shareholder Fees None
Annual Operating Expenses
Management fees 0.10
Servicing fee None
Other expenses 0.17
Total annual operating expenses 0.27
The table below shows the anticipated expenses on a $10,000 investment in the
fund over different periods. All mutual funds present this information so that
you can make comparisons. Your actual costs could be higher or lower than this
example.
Expenses on a $10,000 investment* ($)
1 Year 3 Years 5 Years 10 Years
------ ------- ------- --------
Hamilton Shares 28 87 152 344
* Assumptions: $10,000 original investment, all dividends and
distributions reinvested, 5% annual returns and no change in operating
expenses.
(1)Hamilton Shares commenced operations on 4/1/97.
10 BNY Hamilton Treasury Money Fund
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the
funds' financial performance over the past five years. Certain information
reflects financial results for a single fund share. The total returns in the
table represent the rate that an investor would have earned (or lost) on an
investment in the fund (assuming reinvestment of all dividends and
distributions). This information has been audited by #################,
whose report, along with the fund's financial statement, is included in the
annual report, which is available upon request.
Year Ended December 31, 1998 1997(1)
----------------------- ---- -------
Per-Share Data ($)
Net asset value at beginning of period 1.00 1.00
Income from investment operations:
Net investment income 0.051 0.040
Less distributions:
Dividends from net investment income (0.051) (0.040)
Net asset value at end of period 1.00 1.00
Total return (%) 5.25 4.02(2)
Ratios/Supplemental Data (%)
----------------------------
Net assets, end of period ($ x 1,000) 201,363 110,719
Ratio of expenses (after reduction) to
average net assets 0.27 0.25(3)
Ratio of expenses (before reduction) to
average net assets 0.28 0.33(3)
Ratio of net investment income (after reduction)
to average net assets 5.09 5.29(3)
(1) Hamilton Shares commenced operations on 4/1/97.
(2) Not annualized.
(3) Annualized.
BNY Hamilton Treasury Money Fund 11
<PAGE>
SERVICES PROVIDED
SHAREHOLDER SERVICING PLANS
The adviser has entered into servicing agreements with certain institutions
(shareholder organizations) that invest in Hamilton Shares of these funds for
their customers. Under these agreements, the institutions provide support
services to their customers, and the funds, in turn, pay the institutions
0.25% (annualized) of the average daily NAV of their customers' Hamilton
Shares.
Services that the shareholder organizations are responsible for providing to
their customers include the following:
o aggregating and processing customer purchase and redemption orders, then
placing net purchase and redemption orders with the distributor
o providing automatic reinvestment of customers' other investment accounts in
Hamilton Shares, if requested
o processing customers' dividend payments
o providing periodic statements to their customers
o arranging for bank wires
o providing adequate customer support facilities
o performing all necessary sub-accounting
o forwarding shareholder communications from the funds
Some shareholder organizations may charge their customers additional fees for
their services connected with investments in these funds. If so, they are
required to disclose them. Their customers should read this prospectus with
the terms governing their accounts.
Fee waivers The funds' service contractors normally bear all expenses in
connection with the performance of their services, while each fund bears its
own operating expenses. During the course of the funds' fiscal year, the
administrator and/or adviser may voluntarily elect to forgo their fees or
assume certain fund expenses. This will have the effect of increasing
investors' yields. But the adviser and/or administrator may still be
reimbursed by the funds before the end of the fiscal year. If so, investors'
yields will then decrease correspondingly.
WIRE ORDER PROCESSING
Wire order processing services for direct investors will be provided by the
transfer agent. Shareholder organizations will provide similar services for
their respective customers.
MONTHLY STATEMENTS
Shareholders receive monthly statements, reflecting all account activity,
including dividends reinvested in additional shares or credited as cash.
Shareholders will also receive confirmations of each purchase, exchange or
redemption.
12 Services Provided
<PAGE>
ACCOUNT POLICIES
DAILY NAV CALCULATION
Each fund calculates its net asset value per share (NAV) at 4:30 p.m eastern
time each business day (Monday through Friday), though they may not do so on a
day when no purchase or redemption orders are received. A business day is a
day on which the New York Stock Exchange is open and any other day during
which trading in the funds' portfolio securities could materially affect the
fund's NAV. The funds use the amortized cost method to value their securities;
dividends and expenses accrue daily.
Purchase orders received before the regular close of the New York Stock
Exchange will be executed at the offering price calculated at that day's
close.
DISTRIBUTIONS AND TAX CONSIDERATIONS
Net investment income for Hamilton Shares of each fund will be determined
immediately before calculation of NAV each business day. Hamilton Shares will
begin earning dividends on the first business day their purchase is effective.
Net investment income for Hamilton Shares of each fund will be declared as
dividends daily and paid monthly within five business days after the end of
the month. Dividends and distributions will be payable to shareholders of
record at the time of declaration. Each fund automatically pays distributions
in the form of additional fund shares. Notify the transfer agent in writing
to:
o choose to receive distributions in cash
o change your options
Your tax liability is the same either way. If you choose to receive
distributions in cash, and the checks are either returned as undeliverable or
left uncashed for six months, your future distributions will be reinvested in
your fund, and uncashed checks will be cancelled and reinvested at the fund's
share price as of the day of cancellation.
The funds do not expect to realize long-term capital gains or losses.
Distributions from the funds are expected to be primarily ordinary income from
dividends.
The funds issue detailed annual tax information statements for each investor,
recording all distributions and redemptions for the preceding year. Any
investors who do not provide a valid Social Security or taxpayer
identification number to the funds may be subject to federal backup
withholding tax and charges against their accounts related to fines.
You should consult your tax adviser about your own particular tax situation.
Account Policies 13
<PAGE>
PURCHASING AND REDEEMING
HAMILTON SHARES
Minimum investment requirements
Initial investment
- ------------------
$500,000
Clients of the Bank of New York and other institutions that have entered into
an agreement with the adviser may purchase and redeem shares of these funds.
You should contact your financial institution for detailed instructions and
additional policies.
Fund shares are redeemed at the next NAV per share calculated after the
transfer agent receives the purchase order. The funds do not impose any fee
for direct purchase or redemption orders, but broker-dealers may charge a fee
for these services. Payments must be in U.S. dollars. Purchases made by check
will not be redeemed until the purchase check clears, which may take up to ten
business days.
Investors are entitled to purchase, exchange or redeem shares by telephone at
no charge. Telephone privileges are not available for ten days following a
change of address. You must notify the transfer agent in writing if you want
to disable telephone transactions.
The funds do not issue share certificates.
Redemption proceeds are normally wired to the redeeming shareholder on the
same business day, if the order is received before the close of business. In
order for the adviser to manage each fund most effectively, investors are
urged to initiate redemptions early in the day, if possible, and to notify the
transfer agent at least one day in advance for redemptions of more than $5
million.
Reserved rights The funds reserve the following rights:
o To suspend sale of shares to the public
o To reject any exchange request and to modify or terminate exchange privileges
o To delay wiring redemption proceeds for up to seven days, if the adviser
believes an earlier payment could adversely affect a fund
o To suspend the right of redemption
Exchange minimums You may exchange shares between the funds in this prospectus
and any other BNY Hamilton fund. An exchange for Investor Shares of any other
BNY Hamilton fund must have a value of at least $500. If you will be investing
in a new fund, you must also exchange enough shares to meet the minimum
balance requirement.
To make an exchange for Institutional Shares of any other BNY Hamilton fund,
contact your Bank of New York representative.
14 Account Policies
<PAGE>
From the perspective of tax liability, an exchange is the same as a redemption
from one fund and purchase of another, meaning that you are likely to generate
a capital gain or loss when you make an exchange.
Signature guarantees You can get a signature guarantee from many brokers and
from some banks, savings institutions and credit unions. A notary public
cannot provide a signature guarantee.
INVESTMENT ADVISER
The investment adviser of these funds, The Bank of New York, was founded by
Alexander Hamilton in 1784 and is one of the largest commercial banks in the
United States, with over $66.6 billion in assets. The Bank of New York began
offering investment services in the 1830s and today manages more than $48.4
billion in investments for institutions and individuals.
Adviser compensation The adviser is responsible for all business activities
and investment decisions for the funds. In return for these services, each
fund pays the adviser an annual fee.
PORTFOLIO MANAGER
BNY Hamilton Money Fund and BNY Hamilton Treasury Money Fund Richard Klingman
is a vice president of the adviser and has managed the fund since 1997. He
joined the adviser in 1996 and has been managing assets since 1990.
YEAR 2000 (Y2K) COMPLIANCE
The Year 2000, or Y2K, problem refers to the inability of many computer
systems to distinguish the year 2000 from the year 1900. The funds'
operations, and therefore their shareholders, could be adversely affected if
the computer systems used by the funds, their service providers and other
entities with computer systems linked to the funds do no properly recognize
and process January 1, 2000 and later dates. The Bank of New York has worked
actively to avoid the Y2K problem on its own software systems, and it is
obtaining assurances from its outside service providers that they are taking
similar steps. It is not certain, however, that these actions will be adequate
to prevent these problems from adversely impacting the funds or their
shareholders. Furthermore, the net asset value of the funds may decline due to
the Y2K problem's effect on either issuers of securities held by the fund or
the securities market generally.
15 Account Policies
<PAGE>
FOR MORE INFORMATION
Annual and Semi-Annual Reports These include commentary from the fund managers
on the market conditions and investment strategies that significantly affected
the fund's performance, detailed performance data, a complete inventory of the
funds' securities and a report from the funds' auditor.
Statement of Additional Information (SAI) The SAI contains more detailed
disclosure on features and policies of the funds. A current SAI has been filed
with the Securities and Exchange Commission and is incorporated by reference
into this document (that is, it is legally a part of this prospectus).
You can obtain these documents free of charge, make inquiries or request other
information about the funds by contacting your dealer or:
BNY Hamilton Funds
P.O. Box 163310
Columbus, OH 43216-3310
800-426-9363 (800-4BNY-FND)
Information is also available from the SEC:
Securities and Exchange Commission
450 Fifth Street NW
Washington, DC 20549-6009
www.sec.gov
For information on the operation of the SEC's public reference room, where
documents may be viewed and copied, call:
1-800-SEC-0330
Note: The SEC requires a duplicating fee for
paper copies.
SEC File Number: 811-6654
<PAGE>
BNY
HAMILTON FUNDS
[GRAPHIC]
MONEY FUNDS:
HAMILTON PREMIER SHARES
BNY HAMILTON
MONEY FUND
BNY HAMILTON
TREASURY MONEY FUND
Prospectus April 30, 1999
As with all mutual funds, the Securities and Exchange Commission has not
judged whether these funds are good investments or whether the information in
this prospectus is adequate and accurate. Anyone who indicates otherwise is
committing a federal crime.
<PAGE>
ABOUT THE FUNDS
4 BNY Hamilton Money Fund
8 BNY Hamilton Treasury Money Fund
SERVICES PROVIDED
12 Services Provided
ACCOUNT POLICIES
13 Daily NAV Calculation
15 Distributions and Tax Considerations
15 Investment Adviser
15 Portfolio Manager
15 Year 2000 (Y2K) Compliance
FOR MORE INFORMATION
Back Cover
<PAGE>
AN INTRODUCTION TO BNY HAMILTON FUNDS
The BNY Hamilton Funds aim for high returns with consistent performance over
many market cycles.
The BNY Hamilton Money Funds have both earned the highest quality rating from
both Standard & Poor's and Moody's. Money funds are designed for investors who
seek stability of principal. They are a valuable component of most portfolios
and well-suited for investing money that may be needed in the near future. The
funds take extra measures to promote for safety and liquidity, including:
o avoiding investing in split-rated securities--securities that are rated
higher by one rating agency than another
o limiting the average dollar-weighted maturity of their portfolios to 60 days
rather than the 90 days permitted.
RISKS OF MUTUAL FUND INVESTING
Investments in mutual funds are not guaranteed by the FDIC or any other
government agency. It is important to read all the disclosure information
provided and to understand that you could lose money by investing in any of
these funds.
<PAGE>
BNY HAMILTON
MONEY FUND
CUSIP Number: [GRAPHIC]
Hamilton Premier Shares
05561M507
INVESTMENT OBJECTIVE
The fund seeks as high a level of current income as is consistent with
preservation of capital and maintenance of liquidity by investing principally
in high-quality money market instruments.
PORTFOLIO MANAGEMENT STRATEGY
The fund seeks to maintain a stable $1 share price and invests exclusively in
debt securities within the highest short-term credit rating categories and
their unrated equivalents. The maximum allowable maturity is 397 days, and the
fund maintains an average dollar-weighted maturity of 90 days or less. The
fund may invest in debt securities that meet these criteria and are issued by
any of the following:
o U.S. and foreign corporations
o U.S. and foreign banks
o U.S. and foreign governments
o U.S. agencies, states, and municipalities
o multinational organizations such as the
World Bank
The fund's investments are diversified through broad exposure to fixed- and
variable-rate securities across issuers and sectors. The fund also invests in
repurchase agreements, which are contracts to sell and buy back a given
security at a specific time and price.
4 BNY Hamilton Money Fund
<PAGE>
MAIN INVESTMENT RISKS
The value of money market securities is most affected by short-term interest
rates. An extreme rise in short-term interest rates could substantially
decrease the value of the fund's investments and jeopardize its $1 share
price.
The portfolio manager's investment strategies may not work out as planned, and
the fund could underperform. Any of the money market securities held by the
fund could be downgraded in credit rating below minimum standards or go into
default.
Investments in foreign securities involve additional risks, including limited
or misleading financial information, generally higher transaction costs and
the possibility of political and economic disturbances ranging from tax
legislation to military coups. These risks are magnified in emerging markets.
An investment in the fund is not insured or guaranteed by the FDIC or any
other government agency. Although the fund seeks to preserve the value of your
investment at $1 per share, it is possible to lose money by investing in the
fund.
MONEY FUNDS AND THE AAAm/Aaa RATING
All money market funds must comply with the SEC's Rule 2a-7, which covers
diversification standards, credit quality restrictions, and maturity limits
for individual securities and the portfolio as a whole.
In order to obtain the AAAm/Aaa rating from Standard & Poor's and Moody's,
money market funds observe additional, more conservative investment
guidelines. First, the fund's weighted average maturity may not exceed 60
days. In addition --
To obtain Standard & Poor's AAAm:
o Investments must have a minimum rating of A-1.
o Fifty percent of the fund's assets must be invested in securities with the
highest short-term credit rating--A-1+.
To obtain Moody's Aaa rating:
o Investments must have Moody's highest short-term credit rating--P-1.
BNY Hamilton Money Fund 5
<PAGE>
PAST PERFORMANCE
The fund's year-to-year returns and pattern of price volatility are shown in
the bar chart below. Returns for the fund's single best and single worst
quarters suggest how widely performance has varied over the short term. Past
performance does not guarantee future performance.
Annual total returns (%) as of 12/31/98(1)
95 96 97 98
- ----------------------------------------------------
5.54 5.03 5.19 5.14
Best quarter: Q2 '95 +1.39 Worst quarter: Q4 '94 +1.15
Year-to-date performance as of 3/31/99: 00.00%
The table below presents the fund's average annual returns over different
periods along with those of widely recognized indices.
Average annual total returns (%) as of 12/31/98*
Life
1 Year of fund
- ---------------------------------------------------
Hamilton Premier Shares1 5.14 5.16
* Assumptions: $1,000 initial investment with all dividends and distributions
reinvested.
FEES AND EXPENSES
The table below outlines the fees and expenses you could expect as an investor
in this fund. "Annual Operating Expenses" come out of fund assets, and are
reflected in the total return. Since these funds are "no-load," there are no
shareholder fees.
Fee table (% of average net assets)
Hamilton
Premier
Shares
- ---------------------------------------------------
Shareholder Fees None
Annual Operating Expenses
- --------------------------------------------------
Management fees 0.10
Servicing fee 0.25
Other expenses 0.16
Total annual operating expenses 0.51
The table below shows the anticipated expenses on a $10,000 investment in the
fund over different periods. All mutual funds present this information so that
you can make comparisons. Your actual costs could be higher or lower than this
example.
Expenses on a $10,000 investment* ($)
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------
Hamilton Premier
Shares 52 164 286 642
* Assumptions: $10,000 original investment, all dividends and distributions
reinvested, 5% annual returns and no change in operating expenses.
- -------------------------------------------------------------------------------
(1) Hamilton Premier Shares commenced operations on 8/15/94.
6 BNY Hamilton Money Fund
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the funds'
financial performance over the past five years. Certain information reflects
financial results for a single fund share. The total returns in the table
represent the rate that an investor would have earned (or lost) on an
investment in the fund (assuming reinvestment of all dividends and
distributions). This information has been audited by an independent
accounting firm,* whose report, along with the fund's financial statement,
is included in the annual report, which is available upon request.
<TABLE>
<CAPTION>
Year Ended December 31, 1998 1997 1996 1995 1994(1)
- -----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Per-Share Data ($)
- -----------------------------------------------------------------------------------------------------------
Net asset value at beginning of period 1.00 1.00 1.00 1.00 1.00
--------------------------------------------------
Income from investment operations:
Net investment income 0.050 0.051 0.049 0.054 0.017
Less dividends:
Dividends from net investment income (0.050) (0.051) (0.049) (0.054) (0.017)
--------------------------------------------------
Net asset value at end of period 1.00 1.00 1.00 1.00 1.00
--------------------------------------------------
Total return (%) 5.14 5.19 5.03 5.54 1.69(2)
Ratios/Supplemental Data (%)
- -----------------------------------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 1,064,645 688,339 463,759 340,163 107,799
Ratio of actual operating expenses to
average net assets 0.51 0.51 0.53 0.54 0.61(3)
Ratio of net investment income to average
net assets 5.01 5.09 4.91 5.40 4.40(3)
</TABLE>
* #################, has audited the figures for 1997 and 1998. Previous
years' data were audited by Deloitte & Touche LLP.
- -------------------------------------------------------------------------------
(1) Hamilton Premier Shares commenced operations on 8/15/94.
(2) Not annualized.
(3) Annualized.
BNY Hamilton Money Fund 7
<PAGE>
BNY HAMILTON
TREASURY MONEY FUND
CUSIP Number: [GRAPHIC]
Hamilton Premier Shares
05561M804
INVESTMENT OBJECTIVE
The fund seeks as high a level of current income as is consistent with
preservation of capital and maintenance of liquidity by investing solely in
short-term obligations of the U.S. Treasury and repurchase agreements fully
collateralized by obligations of the U.S. Treasury.
MANAGEMENT STRATEGY
The fund seeks to maintain a stable $1 share price and invests exclusively in
securities backed by the full faith and credit of the U.S. government. These
securities include:
o Treasury bills
o Treasury bonds
o repurchase agreements fully collateralized by U.S. Treasury obligations
The maximum allowable maturity is 397 days,
and the fund maintains an average dollar-weighted maturity of 90 days or less.
In investing the fund's assets, the portfolio manager seeks to take advantage
of the dynamics of short-term interest rates by actively managing the fund's
average weighted maturity. The fund may invest heavily in repurchase
agreements, which are contracts to sell and buy back a given security at a
specific time and price, to try and improve yields.
8 BNY Hamilton Treasury Money Fund
<PAGE>
MAIN INVESTMENT RISKS
The value of money market securities is most affected by short-term interest
rates. An extreme rise in short-term interest rates could substantially
decrease the value of the fund's investments and jeopardize its $1 share
price.
Since the fund invests only in U.S. Treasury obligations, its yields may lag
other money market funds that invest in higher-yielding securities with some
credit risk. The portfolio manager's investment strategies may not work out as
planned, and the fund could underperform.
An investment in the fund is not insured or guaranteed by the FDIC or any
other government agency. Although the fund seeks to preserve the value of your
investment at $1 per share, it is possible to lose money by investing in the
fund.
MONEY FUNDS AND THE AAAm/Aaa RATING
All money market funds must comply with the SEC's Rule 2a-7, which covers
diversification standards, credit quality restrictions, and maturity limits
for individual securities and the portfolio as a whole.
In order to obtain the AAAm/Aaa rating from Standard & Poor's and Moody's,
money market funds observe additional, more conservative investment
guidelines. U.S. Treasury obligations automatically meet the most stringent
credit quality requirements. In addition, the fund's weighted average maturity
may not exceed 60 days.
BNY Hamilton Treasury Money Fund 9
<PAGE>
PAST PERFORMANCE
The fund's year-to-year returns and pattern of price volatility are shown in
the bar chart below. Returns for the fund's single best and single worst
quarters suggest how widely performance has varied over the short term. Past
performance does not guarantee future performance.
Annual total returns (%) as of 12/31/98(1)
98
- -------------------------------------------
4.99
Best quarter: Q4 '97 +1.28 Worst quarter: Q4 '98 +1.13
Year-to-date performance as of 3/31/99: 00.00%
The table below presents the fund's average annual returns over different
periods along with those of widely recognized indices.
Average annual total returns (%) as of 12/31/98*
Life
1 Year of fund
- ---------------------------------------------------
Hamilton Premier Shares 4.99 5.04
* Assumptions: $1,000 initial investment with all dividends and distributions
reinvested.
FEES AND EXPENSES
The table below outlines the fees and expenses you could expect as an investor
in this fund. "Annual Operating Expenses" come out of fund assets, and are
reflected in the total return. Since these funds are "no-load," there are no
shareholder fees.
Fee table (% of average net assets)
Hamilton
Premier
Shares
- --------------------------------------------------
Shareholder Fees None
Annual Operating Expenses
- --------------------------------------------------
Management fees 0.10
Servicing fee 0.25
Other expenses 0.17
Total annual operating expenses 0.52
The table below shows the anticipated expenses on a $10,000 investment in the
fund over different periods. All mutual funds present this information so that
you can make comparisons. Your actual costs could be higher or lower than this
example.
Expenses on a $10,000 investment* ($)
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------
Hamilton Premier
Shares 53 167 291 654
* Assumptions: $10,000 original investment, all dividends and
distributions reinvested, 5% annual returns and no change in operating
expenses.
- -------------------------------------------------------------------------------
(1) Hamilton Premier Shares commenced operations on 4/1/97.
10 BNY Hamilton Treasury Money Fund
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the funds'
financial performance over the past five years. Certain information reflects
financial results for a single fund share. The total returns in the table
represent the rate that an investor would have earned (or lost) on an
investment in the fund (assuming reinvestment of all dividends and
distributions). This information has been audited by #################,,
whose report, along with the fund's financial statement, is included in the
annual report, which is available upon request.
Year Ended December 31, 1998 1997(1)
- -----------------------------------------------------------------------------
Per-Share Data ($)
- -----------------------------------------------------------------------------
Net asset value at beginning of period 1.00 1.00
Income from investment operations:
Net investment income 0.049 0.038
Less distributions:
Dividends from net investment income (0.049) (0.038)
--------------------
Net asset value at end of period 1.00 1.00
--------------------
Total return (%) 4.99 3.83(2)
Ratios/Supplemental Data (%)
- -----------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 520,492 183,895
Ratio of expenses (after reduction) to
average net assets 0.52 0.50(3)
Ratio of expenses (before reduction) to
average net assets 0.53 0.56(3)
Ratio of net investment income (after reduction)
to average net assets 4.82 5.06(3)
- -------------------------------------------------------------------------------
(1) Hamilton Premier Shares commenced operations on 4/1/97.
(2) Not annualized.
(3) Annualized.
BNY Hamilton Treasury Money Fund 11
<PAGE>
SERVICES PROVIDED
SHAREHOLDER SERVICING PLANS
The adviser has entered into servicing agreements with certain institutions
(shareholder organizations) that invest in Hamilton Premier Shares of these
funds for their customers. Under these agreements, the institutions provide
support services to their customers, and the funds, in turn, pay the
institutions 0.25% (annualized) of the average daily NAV of their customers'
Hamilton Premier Shares.
Services that the shareholder organizations are responsible for providing to
their customers include the following:
o aggregating and processing customer purchase and redemption orders, then
placing net purchase and redemption orders with the distributor
o providing automatic reinvestment of customers' other investment accounts in
Hamilton Premier Shares, if requested
o processing customers' dividend payments
o providing periodic statements to their customers
o arranging for bank wires
o providing adequate customer support facilities
o performing all necessary sub-accounting
o forwarding shareholder communications from the funds
Some shareholder organizations may charge their customers additional fees for
their services connected with investments in these funds. If so, they are
required to disclose them. Their customers should read this prospectus with
the terms governing their accounts.
Fee waivers The funds' service contractors normally bear all expenses in
connection with the performance of their services, while each fund bears its
own operating expenses. During the course of the funds' fiscal year, the
administrator and/or adviser may voluntarily elect to forgo their fees or
assume certain fund expenses. This will have the effect of increasing
investors' yields. But the adviser and/or administrator may still be
reimbursed by the funds before the end of the fiscal year. If so, investors'
yields will then decrease correspondingly.
WIRE ORDER PROCESSING
Wire order processing services for direct investors will be provided by the
transfer agent. Shareholder organizations will provide similar services for
their respective customers.
MONTHLY STATEMENTS
Shareholders receive monthly statements, reflecting all account activity,
including dividends reinvested in additional shares or credited as cash.
Shareholders will also receive confirmations of each purchase, exchange or
redemption.
SWEEP FACILITY FOR AUTOMATIC REINVESTMENT
Accounts are automatically "swept" each day, and amounts above a pre-arranged
minimum balance are invested in Hamilton Premier Shares of the funds. Swept
amounts will be used on the same day to purchase shares of the BNY Hamilton
Treasury Money Fund, and on the following day for shares of the BNY Hamilton
Money Fund. Further information on the sweep facility is available from the
adviser or from your shareholder organization.
12 Services Provided
<PAGE>
ACCOUNT POLICIES
DAILY NAV CALCULATION
Each fund calculates its net asset value per share (NAV) at 4:30 p.m eastern
time each business day (Monday through Friday), though they may not do so on a
day when no purchase or redemption orders are received. A business day is a
day on which the New York Stock Exchange is open and any other day during
which trading in the funds' portfolio securities could materially affect the
fund's NAV. The funds use the amortized cost method to value their securities;
dividends and expenses accrue daily.
Purchase orders received before the regular close of the New York Stock
Exchange will be executed at the offering price calculated at that day's
close.
DISTRIBUTIONS AND TAX CONSIDERATIONS
Net investment income for Hamilton Premier Shares of each fund will be
determined immediately before calculation of NAV each business day. Hamilton
Premier Shares will begin earning dividends on the first business day their
purchase is effective.
Net investment income for Hamilton Premier Shares of each fund will be
declared as dividends daily and paid monthly within five business days after
the end of the month. Dividends and distributions will be payable to
shareholders of record at the time of declaration. Each fund automatically
pays distributions in the form of additional fund shares.
Notify the transfer agent in writing to:
o choose to receive distributions in cash
o change your options
Your tax liability is the same either way. If you choose to receive
distributions in cash, and the checks are either returned as undeliverable or
left uncashed for six months, your future distributions will be reinvested in
your fund, and uncashed checks will be cancelled and reinvested at the fund's
share price as of the day of cancellation.
The funds do not expect to realize long-term capital gains or losses.
Distributions from the funds are expected to be primarily ordinary income from
dividends.
The funds issue detailed annual tax information statements for each investor,
recording all distributions and redemptions for the preceding year. Any
investors who do not provide a valid Social Security or taxpayer
identification number to the funds may be subject to federal backup
withholding tax and charges against their accounts related to fines.
You should consult your tax adviser about your own particular tax situation.
Account Policies 13
<PAGE>
PURCHASING AND REDEEMING PREMIER SHARES
MINIMUM INVESTMENT REQUIREMENTS
Initial investment
$500,000
Fund shares are redeemed at the next NAV per share calculated after the
transfer agent receives the purchase order. The funds do not impose any fee
for direct purchase or redemption orders, but broker-dealers may charge a fee
for these services. Payments must be in U.S. dollars. Purchases made by check
will not be redeemed until the purchase check clears, which may take up to ten
business days.
Investors are entitled to purchase, exchange or redeem shares by telephone at
no charge. Telephone privileges are not available for ten days following a
change of address. You must notify the transfer agent in writing if you want
to disable telephone transactions.
The funds do not issue share certificates.
Redemption proceeds are normally wired to the redeeming shareholder on the
same business day, if the order is received before the close of business. In
order for the adviser to manage each fund most effectively, investors are
urged to initiate redemptions early in the day, if possible, and to notify the
transfer agent at least one day in advance for redemptions of more than $5
million.
Reserved rights The funds reserve the following rights:
o To suspend sale of shares to the public
o To reject any exchange request and to modify or terminate exchange privileges
o To delay wiring redemption proceeds for up to seven days, if the adviser
believes an earlier payment could adversely affect a fund
o To suspend the right of redemption
Exchange minimums You may exchange shares between the funds in this prospectus
and any other BNY Hamilton fund. An exchange for Investor Shares of any other
BNY Hamilton fund must have a value of at least $500. If you will be investing
in a new fund, you must also exchange enough shares to meet the minimum
balance requirement.
To make an exchange for Institutional Shares of any other BNY Hamilton fund,
contact your Bank of New York representative.
14 Account Policies
<PAGE>
From the perspective of tax liability, an exchange is the same as a redemption
from one fund and purchase of another, meaning that you are likely to generate
a capital gain or loss when you make an exchange.
Signature guarantees You can get a signature guarantee from many brokers and
from some banks, savings institutions and credit unions. A notary public
cannot provide a signature guarantee.
INVESTMENT ADVISER
The investment adviser of these funds, The Bank of New York, was founded by
Alexander Hamilton in 1784 and is one of the largest commercial banks in the
United States, with over $66.6 billion in assets. The Bank of New York began
offering investment services in the 1830s and today manages more than $48.4
billion in investments for institutions and individuals.
Adviser compensation The adviser is responsible for all business activities
and investment decisions for the funds. In return for these services, each
fund pays the adviser an annual fee.
PORTFOLIO MANAGER
BNY Hamilton Money Fund and BNY Hamilton Treasury Money Fund Richard Klingman
is a vice president of the adviser and has managed the fund since 1997. He
joined the adviser in 1996 and has been managing assets since 1990.
YEAR 2000 (Y2K) COMPLIANCE
The Year 2000, or Y2K, problem refers to the inability of many computer
systems to distinguish the year 2000 from the year 1900. The funds'
operations, and therefore their shareholders, could be adversely affected if
the computer systems used by the funds, their service providers and other
entities with computer systems linked to the funds do no properly recognize
and process January 1, 2000 and later dates. The Bank of New York has worked
actively to avoid the Y2K problem on its own software systems, and it is
obtaining assurances from its outside service providers that they are taking
similar steps. It is not certain, however, that these actions will be adequate
to prevent these problems from adversely impacting the funds or their
shareholders. Furthermore, the net asset value of the funds may decline due to
the Y2K problem's effect on either issuers of securities held by the fund or
the securities market generally.
Account Policies 15
<PAGE>
FOR MORE INFORMATION
Annual and Semi-Annual Reports These include commentary from the fund managers
on the market conditions and investment strategies that significantly affected
the fund's performance, detailed performance data, a complete inventory of the
funds' securities and a report from the funds' auditor.
Statement of Additional Information (SAI) The SAI contains more detailed
disclosure on features and policies of the funds. A current SAI has been filed
with the Securities and Exchange Commission and is incorporated by reference
into this document (that is, it is legally a part of this prospectus).
You can obtain these documents free of charge, make inquiries or request other
information about the funds by contacting your dealer or:
BNY Hamilton Funds
P.O. Box 163310
Columbus, OH 43216-3310
800-426-9363 (800-4BNY-FND)
Information is also available from the SEC:
Securities and Exchange Commission
450 Fifth Street NW
Washington, DC 20549-6009
www.sec.gov
For information on the operation of the SEC's public reference room, where
documents may be viewed and copied, call:
1-800-SEC-0330
Note: The SEC requires a duplicating fee for
paper copies.
SEC File Number: 811-6654
XXXXXXXX
<PAGE>
BNY
HAMILTON FUNDS
[GRAPHIC]
MONEY FUNDS:
HAMILTON CLASSIC SHARES
BNY HAMILTON
MONEY FUND
BNY HAMILTON
TREASURY MONEY FUND
Prospectus April 30, 1999
As with all mutual funds, the Securities and
Exchange Commission has not judged whether
these funds are good investments or whether
the information in this prospectus is
adequate and accurate. Anyone who indicates
otherwise is committing a federal crime.
<PAGE>
ABOUT THE FUNDS
4 BNY Hamilton Money Fund
8 BNY Hamilton Treasury Money Fund
ACCOUNT POLICIES
12 Daily NAV Calculation
13 Opening an Account/Purchasing Shares
14 Making Exchanges/Redeeming Shares
15 Distributions and Tax Considerations
16 Investment Adviser
16 Portfolio Manager
16 Year 2000 (Y2K) Compliance
FOR MORE INFORMATION
Back Cover
<PAGE>
AN INTRODUCTION TO BNY HAMILTON FUNDS
The BNY Hamilton Funds aim for high returns with consistent performance over
many market cycles.
The BNY Hamilton Money Funds have both earned the highest quality rating from
both Standard & Poor's and Moody's. Money funds are designed for investors who
seek stability of principal. They are a valuable component of most portfolios
and well-suited for investing money that may be needed in the near future. The
funds take extra measures to promote for safety and liquidity, including:
o avoiding investing in split-rated securities--securities that are rated
higher by one rating agency than another
o limiting the average dollar-weighted maturity of their portfolios to 60
days rather than the 90 days permitted.
RISKS OF MUTUAL FUND INVESTING
Investments in mutual funds are not guaranteed by the FDIC or any other
government agency. It is important to read all the disclosure information
provided and to understand that you could lose money by investing in any of
these funds.
<PAGE>
BNY HAMILTON
MONEY FUND
CUSIP Number:
Hamilton Classic Shares [GRAPHIC]
05561M606
Investment Objective
The fund seeks as high a level of current income as is consistent with
preservation of capital and maintenance of liquidity by investing principally in
high-quality money market instruments.
Portfolio Management Strategy
The fund seeks to maintain a stable $1 share price and invests exclusively in
debt securities within the highest short-term credit rating categories and their
unrated equivalents. The maximum allowable maturity is 397 days, and the fund
maintains an average dollar-weighted maturity of 90 days or less. The fund may
invest in debt securities that meet these criteria and are issued by any of the
following:
o U.S. and foreign corporations
o U.S. and foreign banks
o U.S. and foreign governments
o U.S. agencies, states, and municipalities
o multinational organizations such as the World Bank
The fund's investments are diversified through broad exposure to fixed- and
variable-rate securities across issuers and sectors. The fund also invests in
repurchase agreements, which are contracts to sell and buy back a given
security at a specific time and price.
4 BNY Hamilton Money Fund
<PAGE>
MAIN INVESTMENT RISKS
The value of money market securities is most affected by short-term interest
rates. An extreme rise in short-term interest rates could substantially
decrease the value of the fund's investments and jeopardize its $1 share
price.
The portfolio manager's investment strategies may not work out as planned, and
the fund could underperform. Any of the money market securities held by the fund
could be downgraded in credit rating below minimum standards or go into default.
Investments in foreign securities involve additional risks, including limited
or misleading financial information, generally higher transaction costs and
the possibility of political and economic disturbances ranging from tax
legislation to military coups. These risks are magnified in emerging markets.
An investment in the fund is not insured or guaranteed by the FDIC or any
other government agency. Although the fund seeks to preserve the value of your
investment at $1 per share, it is possible to lose money by investing in the
fund.
Money Funds and the AAAm/Aaa Rating
All money market funds must comply with the SEC's Rule 2a-7, which covers
diversification standards, credit quality restrictions, and maturity limits
for individual securities and the portfolio as a whole.
In order to obtain the AAAm/Aaa rating from Standard & Poor's and Moody's,
money market funds observe additional, more conservative investment
guidelines. First, the fund's weighted average maturity may not exceed 60
days. In addition -- To obtain Standard & Poor's AAAm:
o Investments must have a minimum rating of A-1.
o Fifty percent of the fund's assets must be invested in securities with the
highest short-term credit rating--A-1+.
To obtain Moody's Aaa rating:
o Investments must have Moody's highest short-term credit rating--P-1.
BNY Hamilton Money Fund 5
<PAGE>
PAST PERFORMANCE
The fund's year-to-year returns and pattern of price volatility are shown in
the bar chart below. Returns for the fund's single best and single worst
quarters suggest how widely performance has varied over the short term. Past
performance does not guarantee future performance.
Annual total returns (%) as of 12/31/98(1)
96 97 98
-- -- --
4.73 4.80 4.87
Best quarter: Q3 '98 +1.22 Worst quarter: Q1 '97 +1.11
Year-to-date performance as of 3/31/99: 00.00%
The table below presents the fund's average annual returns over different
periods along with those of widely recognized indices.
Average annual total returns (%) as of 12/31/98*
Life
1 Year of fund
------ -------
Hamilton Classic Shares(1) 4.81 4.79
* Assumptions: $1,000 initial investment with all dividends and distributions
reinvested.
FEES AND EXPENSES
The table below outlines the fees and expenses you could expect as an investor
in this fund. "Annual Operating Expenses" come out of fund assets, and are
reflected in the total return. Since these funds are "no-load," there are no
shareholder fees.
Fee table (% of average net assets)
Hamilton
Classic
Shares
--------
Shareholder Fees None
Annual Operating Expenses
Management fees --
Distribution (12b-1) fees 0.25
Servicing fee 0.25
Other expenses 0.23
Total annual operating expenses 0.83
The table below shows the anticipated expenses on a $10,000 investment in the
fund over different periods. All mutual funds present this information so that
you can make comparisons. Your actual costs could be higher or lower than this
example.
Expenses on a $10,000 investment* ($)
1 Year 3 Years 5 Years 10 Years
------ ------- ------- --------
Hamilton Classic
Shares 85 266 462 1,029
* Assumptions: $10,000 original investment, all dividends and distributions
reinvested, 5% annual returns and no change in operating expenses.
- ----------
(1) Hamilton Classic Shares commenced operations on 12/4/95.
6 BNY Hamilton Money Fund
<PAGE>
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the funds'
financial performance over the past five years. Certain information reflects
financial results for a single fund share. The total returns in the table
represent the rate that an investor would have earned (or lost) on an
investment in the fund (assuming reinvestment of all dividends and
distributions). This information has been audited by an independent accounting
firm,* whose report, along with the fund's financial statement, is included in
the annual report, which is available upon request.
Year Ended December 31, 1998 1997 1996 1995(1)
---- ---- ---- -------
Per-Share Data ($)
Net asset value at beginning of period 1.00 1.00 1.00 1.00
Income from investment operations:
Net investment income 0.047 0.047 0.046 0.004
Less distributions:
Dividends from net investment income (0.047) (0.047) (0.046) (0.004)
Net asset value at end of period 1.00 1.00 1.00 1.00
Total return (%) 4.81 4.80 4.73 0.40(2)
Ratios/Supplemental Data (%)
Net assets, end of period ($ x 1,000) 19,995 16,725 13,478 3,098
Ratio of expenses to average net assets 0.83 0.88 0.82 0.76(3)
Ratio of net investment income to
average net assets 4.70 4.71 4.67 5.18(3)
* ################# has audited the figures for 1997 and 1998.
Previous years' data were audited by Deloitte & Touche LLP.
(1) Hamilton Classic Shares commenced operations on 12/4/95.
(2) Not annualized.
(3) Annualized.
BNY Hamilton Money Fund 7
<PAGE>
BNY HAMILTON
TREASURY MONEY FUND
CUSIP Number:
Hamilton Classic Shares [GRAPHIC]
XXXXXXXXX
INVESTMENT OBJECTIVE
The fund seeks as high a level of current income as is consistent with
preservation of capital and maintenance of liquidity by investing solely in
short-term obligations of the U.S. Treasury and repurchase agreements fully
collateralized by obligations of the U.S. Treasury.
MANAGEMENT STRATEGY
The fund seeks to maintain a stable $1 share price and invests exclusively in
securities backed by the full faith and credit of the U.S. government. These
securities include:
o Treasury bills
o Treasury bonds
o repurchase agreements fully collateralized by U.S. Treasury obligation.
The maximum allowable maturity is 397 days, and the fund maintains an average
dollar-weighted maturity of 90 days or less.
In investing the fund's assets, the portfolio manager seeks to take advantage
of the dynamics of short-term interest rates by actively managing the fund's
average weighted maturity. The fund may invest heavily in repurchase
agreements, which are contracts to sell and buy back a given security at a
specific time and price, to try and improve yields.
8 BNY Hamilton Treasury Money Fund
<PAGE>
MAIN INVESTMENT RISKS
The value of money market securities is most affected by short-term interest
rates. An extreme rise in short-term interest rates could substantially
decrease the value of the fund's investments and jeopardize its $1 share
price.
Since the fund invests only in U.S. Treasury obligations, its yields may lag
other money market funds that invest in higher-yielding securities with some
credit risk. The portfolio manager's investment strategies may not work out as
planned, and the fund could underperform.
An investment in the fund is not insured or guaranteed by the FDIC or any
other government agency. Although the fund seeks to preserve the value of your
investment at $1 per share, it is possible to lose money by investing in the
fund.
Money Funds and the AAAm/Aaa Rating
All money market funds must comply with the SEC's Rule 2a-7, which covers
diversification standards, credit quality restrictions, and maturity limits
for individual securities and the portfolio as a whole. In order to obtain the
AAAm/Aaa rating from Standard & Poor's and Moody's, money market funds observe
additional, more conservative investment guidelines. U.S. Treasury obligations
automatically meet the most stringent credit quality requirements. In
addition, the fund's weighted average maturity may not exceed 60 days.
BNY Hamilton Treasury Money Fund 9
<PAGE>
PAST PERFORMANCE
Since this is a new share class, the performance data provided below is for
Hamilton Shares of this fund.
The fund's year-to-year returns and pattern of price volatility are shown in the
bar chart below. Returns for the fund's single best and single worst quarters
suggest how widely performance has varied over the short term. Past performance
does not guarantee future performance.
Annual total returns (%) as of 12/31/98
98
--
5.25
Best quarter: Q3 '97 +1.34 Worst quarter: Q4 '98 +1.19
Year-to-date performance as of 3/31/99: 00.00%
The table below presents the fund's average annual returns over different
periods along with those of widely recognized indices.
Average annual total returns (%) as of 12/31/98*
Life
1 Year of fund
------ -------
Hamilton Shares 5.25 5.30
* Assumptions: $1,000 initial investment with all dividends and distributions
reinvested.
FEES AND EXPENSES
The table below outlines the fees and expenses you could expect as an investor
in this fund. "Annual Operating Expenses" come out of fund assets, and are
reflected in the total return. Since these funds are "no-load," there are no
shareholder fees.
Fee table (% of average net assets)
Hamilton
Classic
Shares
--------
Shareholder Fees None
Annual Operating Expenses
Management fees 0.10
Distribution (12b-1) fees 0.25
Servicing fee 0.25
Other expenses 0.23
Total annual operating expenses 0.83
The table below shows the anticipated expenses on a $10,000 investment in the
fund over different periods. All mutual funds present this information so that
you can make comparisons. Your actual costs could be higher or lower than this
example.
Expenses on a $10,000 investment* ($)
1 Year 3 Years 5 Years 10 Years
------ ------- ------- --------
Hamilton Classic
Shares 85 266 462 1,029
* Assumptions: $10,000 original investment, all dividends and distributions
reinvested, 5% annual returns and no change in operating expenses.
- ----------
(1) Hamilton Shares commenced operations on 4/1/97.
10 BNY Hamilton Treasury Money Fund
<PAGE>
FINANCIAL HIGHLIGHTS
Since this is a new share class, the financial highlights provided below are
for Hamilton Shares of this fund. Certain information reflects financial
results for a single fund share. The total returns in the table represent the
rate that an investor would have earned (or lost) on an investment in the fund
(assuming reinvestment of all dividends and distributions). This information
has been audited by #################, whose report, along with the fund's
financial statement, is included in the annual report, which is available upon
request.
Year Ended December 31, 1998 1997(1)
---- -------
Per-Share Data ($)
Net asset value at beginning of period 1.00 1.00
Income from investment operations:
Net investment income 0.051 0.040
Less distributions:
Dividends from net investment income (0.051) (0.040)
Net asset value at end of period 1.00 1.00
Total return (%) 5.25 4.02(2)
Ratios/Supplemental Data (%)
Net assets, end of period ($ x 1,000) 201,363 110,719
Ratio of expenses (after reduction)
to average net assets 0.27 0.25(3)
Ratio of expenses (before reduction) to
average net assets 0.28 0.33(3)
Ratio of net investment income (after
reduction) to average net assets 5.09 5.29(3)
- ----------
(1) Hamilton Shares commenced operations on 4/1/97.
(2) Not annualized.
(3) Annualized.
BNY Hamilton Treasury Money Fund 11
<PAGE>
ACCOUNT POLICIES
DAILY NAV CALCULATION
The funds calculate their net asset value per share (NAV) at 4:30 p.m eastern
time each business day that the New York Stock Exchange is open, though it may
not do so on a day when no purchase or redemption orders are received. The
funds use the amortized cost method to value their securities; dividends and
expenses accrue daily.
Purchase orders received before the regular close of the New York Stock Exchange
will be executed at the offering price calculated at that day's close.
The BNY Hamilton Money Fund may invest in securities that are traded on
foreign exchanges, which may be open when the New York Stock Exchange is
closed. The value of your investment in the fund may change on days when you
will be unable to purchase or redeem shares.
Opening an Account
Minimum investment requirements
<TABLE>
<CAPTION>
Minimum initial Minimum continuing
Account Type investment investments Minimum balance
- ------------ --------------- ------------------ ---------------
<S> <C> <C> <C>
IRA $250 $25 N/A
Regular Account $2,000 $100 $500
Automatic Investment Program $500 $50 N/A
Government Direct $250 minimum $100;
Deposit Program* maximum $50,000
</TABLE>
Note: Employees and retirees of The Bank of the New York and its affiliates,
and employees of the administrator, distributor and their affiliates may open
a regular account with $100 and make continuing investments of $25. Employees
and retirees of The Bank of New York and its affiliates may also invest
through payroll deduction. Call 800-4BNY-FND (800-426-9363) for details.
* For federal employees and investors who receive Social Security or certain
other payments from the federal government.
12 Account Policies
<PAGE>
OPENING AN ACCOUNT/PURCHASING SHARES
<TABLE>
<CAPTION>
Open an account Add to your investment
Mail
- ----
<S> <C>
Send completed new account application and a Send a check payable directly to your fund
check payable directly to each fund you want to:
to invest in.
BNY Hamilton Funds, Inc.
BNY Hamilton Funds P.O. Box 806
P.O. Box 163310 Newark, NJ 07101-0806
Columbus, OH 43216-3310
If possible, include a tear-off payment stub
For all enrollment forms, call 800-426-9363. from one of your transaction confirmation
statements.
Wire
- ----
The funds do not charge a fee for wire
transactions, but your bank may.
Mail your completed new account application Instruct your bank to wire funds to:
to the Ohio address above. Call the transfer
agent at 800-952-6276 for an account number. The Bank of New York
New York, NY 10286
Instruct your bank to wire funds to a new ABA: 021000018
account at: BNY Hamilton Funds
DDA 8900275847
The Bank of New York Attn: [your fund]
New York, NY 10286 Ref: [your name, account number and
ABA: 021000018 taxpayer ID]
BNY Hamilton Funds
DDA 8900275847
Attn: [your fund]
Ref: [your name, account number and
taxpayer ID]
Phone
- -----
Call 800-462-9363.
You must provide the required information
about your bank on your new account
application, or in a signature guaranteed
letter. Your bank must be a member of the
ACH (Automated Clearing House) system.
Dealer
- ------
Note: a broker-dealer may charge a fee.
Contact your broker-dealer. Contact your broker-dealer.
</TABLE>
Account Policies 13
<PAGE>
Opening an Account/Purchasing Shares, continued
<TABLE>
<CAPTION>
Open an account Add to your investment
<S> <C>
Automatic Investment Program
- ----------------------------
Automatic investments are withdrawn from
your bank account on a monthly or biweekly
basis.
Make an initial investment of at least $500 Once you specify a dollar amount (minimum
by whatever method you choose. Be sure to $50), investments are automatic.
fill in the information required in section
7 of your new account application. You can modify or terminate this service at
any time by mailing a notice to:
Your bank must be a member of the ACH
(Automated Clearing House) system. BNY Hamilton Funds
P.O. Box 163310
Columbus, OH 43216-3310
Government Direct Deposit Program
- ---------------------------------
For federal employees and investors who Once you are enrolled, investments are
receive social security or certain other automatic.
payments from the federal government.
You can terminate the service at any time by
Call 800-952-6276 for instructions on how to contacting the appropriate federal agency.
enroll.
</TABLE>
Purchases by personal check Checks or money orders should be in U.S. dollars
and payable to the specific fund you wish to invest in. The funds do not
accept third-party checks. In addition, you may not redeem shares purchased by
check until your original purchase clears, which may take up to ten business
days.
Wire transactions The adviser does not charge a fee for wire transfers from
your bank to the funds. However, your bank may charge a service fee for wiring
funds.
14 Account Policies
<PAGE>
MAKING EXCHANGES/REDEEMING SHARES
<TABLE>
<CAPTION>
To exchange shares between
mutual funds (minimum $500)
Phone To redeem shares
<S> <C>
Call 800-426-9363. Call 800-426-9363.
The proceeds can be wired to your bank
account two business days after your
redemption request, or a check can be mailed
to you at the address of record on the
following business day.
Mail
- ----
The funds do not charge a fee for wire
transactions, but your bank may.
Your instructions should include: Your instructions should include:
o your account number o your account number
o names of the funds and number of o names of the funds and number of
shares or dollar amount you want to exchange. shares or dollar amount you want to
exchange.
A signature guarantee is required whenever:
o you redeem more than $50,000
o you want to send proceeds to a
different address
o you have changed your account
address within the last 60 days
Dealer
- ------
Contact your broker-dealer. Contact your broker-dealer.
Systematic Withdrawal
- ---------------------
Requires $10,000 minimum fund balance You can choose from several options for
monthly, quarterly, semi-annual or annual
withdrawals:
o declining balance
o fixed dollar amount
o fixed share quantity
o fixed percentage of your account
Call 800-426-9363 for details.
</TABLE>
Account Policies 15
<PAGE>
EXCHANGING AND REDEEMING SHARES
As with purchase orders, redemption requests received before the regular close
of the New York Stock Exchange will be executed at the NAV calculated at that
day's close.
Minimum account balances If your account balance falls below $500 due to
redemptions, rather than market movements, the fund may give you 60 days to
bring the balance back up. If you do not increase your balance, the fund may
close your account and send you the proceeds.
Exchange minimums You may exchange shares of the same class between funds. From
the perspective of tax liability, an exchange is the same as a redemption from
one fund and purchase of another, meaning that you are likely to generate a
capital gain or loss when you make an exchange. Shares to be exchanged must have
a value of at least $500. If you will be investing in a new fund, you must also
exchange enough shares to meet the minimum balance requirement.
Checkwriting privileges Checkwriting privileges are available by request to
shareholders of these funds. The minimum check amount is $500. There is no fee
for writing checks, but the funds will charge for stop payments or overdrafts.
You cannot close your account by writing a check.
The funds reserve the right to impose a fee or terminate this service upon
notice to shareholders.
Signature guarantees You can get a signature guarantee from many brokers and
from some banks, savings institutions and credit unions. A notary public cannot
provide a signature guarantee.
DISTRIBUTIONS AND TAX CONSIDERATIONS
Each fund pays dividends and distributions approximately 10 calendar days
before month end. Distributions are automatically paid in the form of
additional fund shares. Notify the transfer agent in writing to:
o choose to receive dividends or distributions (or both) in cash
o change your options
Your tax liability is the same regardless of which option you choose.
Type of Distribution Federal Tax Status
- -------------------- ------------------
Dividends from net ordinary income
investment income
Short-term capital gains ordinary income
The funds do not expect to realize long-term capital gains or losses.
Distributions from the funds are expected to be primarily ordinary income from
dividends.
The funds issue detailed annual tax information statements for each investor,
recording all distributions and redemptions for the preceding year. Any
investors who do not provide a valid Social Security or taxpayer identification
number to the funds may be subject to federal backup withholding tax and charges
against their accounts related to fines.
You should consult your tax adviser about your own particular tax situation.
16 Account Policies
<PAGE>
Investment Adviser
The investment adviser of these funds, The Bank of New York, was founded by
Alexander Hamilton in 1784 and is one of the largest commercial banks in the
United States, with over $66.6 billion in assets. The Bank of New York began
offering investment services in the 1830s and today manages more than $48.4
billion in investments for institutions and individuals.
Adviser compensation The adviser is responsible for all business activities and
investment decisions for the funds. In return for these services, each fund pays
the adviser an annual fee.
Portfolio Manager
BNY Hamilton Money Fund and BNY Hamilton Treasury Money Fund Richard Klingman is
a vice president of the adviser and has managed the fund since 1997. He joined
the adviser in 1996 and has been managing assets since 1990.
Year 2000 (Y2K) Compliance
The Year 2000, or Y2K, problem refers to the inability of many computer systems
to distinguish the year 2000 from the year 1900. The funds' operations, and
therefore their shareholders, could be adversely affected if the computer
systems used by the funds, their service providers and other entities with
computer systems linked to the funds do no properly recognize and process
January 1, 2000 and later dates. The Bank of New York has worked actively to
avoid the Y2K problem on its own software systems, and it is obtaining
assurances from its outside service providers that they are taking similar
steps. It is not certain, however, that these actions will be adequate to
prevent these problems from adversely impacting the funds or their shareholders.
Furthermore, the net asset value of the funds may decline due to the Y2K
problem's effect on either issuers of securities held by the fund or the
securities market generally.
Account Policies 17
<PAGE>
NOTES
18 Notes
<PAGE>
Notes 19
<PAGE>
FOR MORE INFORMATION
Annual and Semi-Annual Reports These include commentary from the fund managers
on the market conditions and investment strategies that significantly affected
the fund's performance, detailed performance data, a complete inventory of the
funds' securities and a report from the funds' auditor.
Statement of Additional Information (SAI) The SAI contains more detailed
disclosure on features and policies of the funds. A current SAI has been filed
with the Securities and Exchange Commission and is incorporated by reference
into this document (that is, it is legally a part of this prospectus).
You can obtain these documents free of charge, make inquiries or request other
information about the funds by contacting your dealer or:
BNY Hamilton Funds
P.O. Box 163310
Columbus, OH 43216-3310
800-426-9363 (800-4BNY-FND)
Information is also available from the SEC:
Securities and Exchange Commission
450 Fifth Street NW
Washington, DC 20549-6009
www.sec.gov
For information on the operation of the SEC's public reference room, where
documents may be viewed and copied, call:
1-800-SEC-0330
Note: The SEC requires a duplicating fee for paper copies.
SEC File Number: 811-6654
XXXXXXXX
<PAGE>
BNY
HAMILTON FUNDS
BNY HAMILTON
EQUITY INCOME FUND
BNY HAMILTON
LARGE CAP GROWTH FUND
BNY HAMILTON
SMALL CAP GROWTH FUND
BNY HAMILTON
INTERNATIONAL EQUITY FUND
BNY HAMILTON
INTERMEDIATE GOVERNMENT FUND
BNY HAMILTON
INTERMEDIATE INVESTMENT GRADE FUND
BNY HAMILTON
INTERMEDIATE NEW YORK TAX-EXEMPT FUND
BNY HAMILTON
INTERMEDIATE TAX-EXEMPT FUND
PROSPECTUS April 30, 1999
As with all mutual funds, the Securities and Exchange Commission has not judged
whether these funds are good investments or whether the information in this
prospectus is adequate and accurate. Anyone who indicates otherwise is
committing a federal crime.
<PAGE>
ABOUT THE FUNDS
4 BNY Hamilton Equity Income Fund
8 BNY Hamilton Large Cap Growth Fund
12 BNY Hamilton Small Cap Growth Fund
16 BNY Hamilton International Equity Fund
20 BNY Hamilton Intermediate
Government Fund
24 BNY Hamilton Intermediate Investment
Grade Fund
28 BNY Hamilton Intermediate New York
Tax-Exempt Fund
32 BNY Hamilton Intermediate
Tax-Exempt Fund
ACCOUNT POLICIES
36 Daily NAV Calculation
37 Opening an Account/Purchasing Shares
38 Exchanging and Redeeming Shares
39 Distributions and Tax Considerations
40 Investment Adviser
40 Portfolio Managers
41 Year 2000 (Y2K) Compliance
FOR MORE INFORMATION
Back Cover
<PAGE>
02/18/99
AN INTRODUCTION TO BNY HAMILTON FUNDS
The BNY Hamilton Funds aim for high investment returns with consistent
performance over many market cycles.
The equity funds are presented in order from most conservative to most
aggressive and invest primarily in common stocks of companies. The BNY
International Equity Fund invests primarily in companies outside the U.S. These
funds are best suited for long-term investment.
The fixed-income funds, also presented in order from most conservative to most
aggressive, seek to provide current income and stability of principal to varying
degrees. The tax-exempt funds further aim to generate income that is free from
federal and/or state income tax.
Both types of funds are valuable components in most investors' overall
portfolios. The percentage of your portfolio you allocate to each would depend
on your time horizon, tax bracket, investment goals and tolerance for risk,
among other factors.
RISKS OF MUTUAL FUND INVESTING
Investments in mutual funds are not guaranteed by the FDIC or any other
government agency. It is important to read all the disclosure information
provided and to understand that you could lose money by investing in any of
these funds.
<PAGE>
BNY HAMILTON
EQUITY INCOME FUND
CUSIP Numbers:
Institutional Shares 05561M770
Investor Shares 05561M408
INVESTMENT OBJECTIVE
The fund seeks to provide long-term capital appreciation with a yield greater
than the yield of the Standard & Poor's 500 Index.
MANAGEMENT STRATEGY
The fund pursues its goal by investing primarily in the common stock, and
securities convertible into common stock, of U.S. and foreign companies. At
least 65% of the fund's assets will normally be invested in securities that pay
dividends or interest. The portfolio is diversified broadly across market
sectors, while focusing on interest rate-sensitive industries, such as financial
services, utilities and real estate investment trusts (REITs). The fund may
emphasize different sectors in the future.
The portfolio manager evaluates current economic conditions and the relative
merits of growth and yield in deciding how to allocate the fund's investments
between common stock and convertible securities. Convertible securities can
temper losses in a declining stock market by providing steady income while still
offering opportunities for capital growth. Fundamental financial analysis is
used to identify companies with reasonable valuations that pay above-average
dividends and have a history of consistent growth with stable, predictable cash
flows. Such companies are generally large. Once these companies have been
identified, the fund may invest in their common stocks or convertible securities
based on their relative attractiveness. The fund's portfolio generally includes
stocks of 80 to 100 companies.
Under normal circumstances, the fund intends to be fully invested in
equity-related securities, although it is permitted to invest in virtually any
type of security. Most of the fund's investments have been domestic, but it may
also invest without limit in foreign securities.
Within limits, the fund may also use certain derivatives, which are investments
whose value is determined by underlying securities or indices. As a temporary
defensive measure, the fund may invest more than 35% of its assets in cash or
cash equivalents. Under such circumstances, the fund would not be pursuing its
goal.
4 BNY Hamilton Equity Income Fund
<PAGE>
02/18/99
MAIN INVESTMENT RISKS
The value of your investment in this fund generally will fluctuate with stock
market movements. As a group, the large-capitalization stocks emphasized by this
fund could fall out of favor with the market, particularly in comparison with
small- or medium-capitalization stocks.
While convertible securities and stocks that pay above-average dividends can
temper losses in a down market, their growth generally lags other types of
securities in a strong market. If stocks in the portfolio reduce or eliminate
their dividend payments, the fund will generate less income.
The portfolio manager's investment strategies may not work out as planned, and
the fund's performance could suffer.
The value of debt securities is most affected by interest rates. When interest
rates rise, bond prices generally fall in proportion to their duration, and vice
versa. Any debt securities held by the fund could be downgraded in credit rating
or go into default.
Investments in foreign securities involve additional risks, including
potentially unfavorable currency exchange rates, limited or misleading financial
information, generally higher transaction costs and political and economic
disturbances ranging from tax legislation to military coups. These risks are
magnified in emerging markets.
EQUITY INVESTING AND CONVERTIBLES
Convertibles are fixed-income corporate securities that pay regular interest and
may be converted into shares of a company's common stock. The number of shares a
convertible will turn into, its conversion ratio, is established when the
security is issued. Thus, a convertible security's value can rise along with the
company's common stock while simultaneously providing the current income and
lower volatility of a bond investment.
At the same time, convertible securities are subject to many of the risks of
both stock and bond investing. Their value is influenced primarily by stock
market movements but also by changes in interest rates. Convertibles are usually
callable, meaning that the company can prepay its obligation, and the call terms
can affect the security's value significantly.
BNY Hamilton Equity Income Fund 5
<PAGE>
PAST PERFORMANCE
The fund's year-to-year returns and pattern of price volatility are shown in the
bar chart below. Returns for the fund's single best and single worst quarters
suggest how widely performance has varied over the short term. Past performance
does not guarantee future performance.
Investor Shares annual total returns(1) (%) as of 12/31/98
93 94 95 96 97 98
11.94 -2.58 25.78 19.58 25.85 12.82
Best quarter: Q2 '97 +13.42 Worst quarter: Q3 '98 -9.76
Year-to-date performance as of 3/31/99: 00.00%
The table below presents the fund's average annual returns over different
periods along with those of widely recognized indices.
Average annual total returns (%) as of 12/31/98*
Since
1 Year 5 Years 8/10/92
Institutional Shares(2) 13.18 15.89 15.24
Investor Shares(1) 12.82 15.77 15.15
S&P 500(3) 28.75 24.07 21.53
Lipper Equity Income
Funds Index(4) 11.78 16.62 16.29
* Assumptions: $1,000 initial investment with all dividends and distributions
reinvested.
FEES AND EXPENSES
The table below outlines the fees and expenses you could expect as an investor
in this fund. "Annual Operating Expenses" come out of fund assets, and are
reflected in the total return. Since these funds are "no-load," shareholders pay
no fees or out-of-pocket expenses.
Fee table (% of average net assets)
Institutional Investor
Shares Shares
Shareholder Fees None None
Annual Operating Expenses
Management fees 0.60 0.60
Distribution (12b-1) fees -- 0.25
Other expenses 0.29 0.32
Total annual operating expenses 0.89 1.17
The table below shows the anticipated expenses on a $10,000 investment in the
fund over different periods. All mutual funds present this information so that
you can make comparisons. Your actual costs could be higher or lower than this
example.
Expenses on a $10,000 investment* ($)
1 Year 3 Years 5 Years 10 Years
Institutional Shares 91 285 495 1,100
Investor Shares 120 374 647 1,427
* Assumptions: $10,000 original investment, all dividends and distributions
reinvested, 5% annual returns and no change in operating expenses.
- --------------------------------------------------------------------------------
1 Investor Shares commenced operations on 8/10/92.
2 Before 4/1/97, performance figures are based on the performance of Investor
Shares of the Equity Income Fund.
3 The S&P 500 is an unmanaged index of 500 large U.S. companies.
4 The Lipper Equity Income Funds Index tracks the returns (after fees) of the
largest growth and income mutual funds. This index is included to show how the
fund's performance compares with its peers.
6 BNY Hamilton Equity Income Fund
<PAGE>
02/18/99
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the fund's
financial performance over the past five years. Certain information reflects
financial results for a single fund share. The total returns in the table
represent the rate that an investor would have earned (or lost) on an investment
in the fund (assuming reinvestment of all dividends and distributions). This
information has been audited by an independent accounting firm,* whose report,
along with the fund's financial statement, is included in the annual report,
which is available upon request.
Institutional Shares--Year Ended December 31, 1998 1997(1)
Per-Share Data ($)
Net asset value at beginning of period 15.54 14.21
--------------------------
Income from investment operations:
Net investment income 0.28 0.25
Net realized and unrealized gain on investments 1.73 3.25
Total income from investment operations 2.01 3.50
--------------------------
Less distributions:
Dividends from net investment income (0.27) (0.24)
Distribution from capital gains (0.71) (1.93)
--------------------------
Total dividends and distribution (0.98) (2.17)
Net asset value at end of period 16.57 15.54
--------------------------
Total return (%) 13.18 24.73(2)
Ratios/Supplemental Data (%)
- --------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 528,233 522,524
Ratio of expenses to average net assets 0.89 0.87(3)
Ratio of net investment income to average net assets 1.77 2.07(3)
Portfolio turnover rate 39 65
<TABLE>
<CAPTION>
Investor Shares--Year Ended December 31, 1998 1997 1996 1995 1994
<S> <C> <C> <C> <C> <C>
Per-Share Data ($)
Net asset value at beginning of period 15.53 14.12 12.99 10.70 11.30
-------------------------------------------------
Income from investment operations:
Net investment income 0.25 0.35 0.30 0.32 0.31
Net realized and unrealized gain on
investments 1.71 3.27 2.22 2.41 (0.60)
-------------------------------------------------
Total income from investment operations 1.96 3.62 2.52 2.73 (0.29)
Less distributions:
Dividends from net investment income (0.25) (0.28) (0.29) (0.32) (0.31)
Distributions from capital gains (0.71) (1.93) (1.10) (0.12) 0
-------------------------------------------------
Total dividends and distributions (0.96) (2.21) (1.39) (0.44) (0.31)
Net asset value at end of period 16.53 15.53 14.12 12.99 10.70
=================================================
Total return (%) 12.82 25.85 19.58 25.78 (2.58)
Ratios/Supplemental Data (%)
- ---------------------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 37,212 34,213 216,363 169,841 135,131
Ratio of expenses to average net assets 1.17 1.01 0.97 1.00 1.04
Ratio of net investment income to average
net assets 1.50 1.77 2.17 2.66 2.89
Portfolio turnover rate 39 65 58 58 51
</TABLE>
* ################# has audited the figures for 1997 and 1998. Previous years'
data were audited by Deloitte & Touche LLP.
- ----------------------------------
1 Institutional shares commenced operations on 4/1/97.
2 Not annualized.
3 Annualized.
BNY Hamilton Equity Income Fund 7
<PAGE>
BNY HAMILTON
LARGE CAP GROWTH FUND
CUSIP Numbers:
Institutional Shares 05561M887
Investor Shares 05561M879
INVESTMENT OBJECTIVE
The fund seeks to provide long-term capital appreciation by investing primarily
in common stocks and securities convertible into common stocks of large U.S. and
foreign companies; current income is a secondary consideration.
MANAGEMENT STRATEGY
Individual stock selection, rather than industry allocation, is the primary
focus in investing the fund's assets. Fundamental financial analysis is used to
identify companies that appear to offer the following:
o potential for above-average, accelerating earnings or revenue growth.
o dominant market positions
o improving operating efficiency
o increased earnings per share (EPS)
Companies that meet these criteria have tended to cluster in a few sectors --
healthcare, technology, telecommunications, financial services, and consumer
staples. The fund's portfolio generally includes stocks of 40 to 60 companies
with market capitalizations of $3 billion or more.
Although most of the fund's investments have been domestic, it may invest
without limit in foreign securities. Within limits, the fund also uses certain
derivatives, which are investments whose value is determined by underlying
securities or indices.
Under normal circumstances, the fund intends to be fully invested in stocks. As
a temporary defensive measure, the fund may invest more than 35% of its assets
in cash or cash equivalents. Under such circumstances, the fund would not be
pursuing its goal.
8 BNY Hamilton Large Cap Growth Fund
<PAGE>
02/18/99
MAIN INVESTMENT RISKS
The value of your investment in this fund generally will fluctuate with stock
market movements. As a group, the large-capitalization stocks emphasized by this
fund could fall out of favor with the market, particularly in comparison with
small- or medium-capitalization stocks.
The portfolio manager's investment strategies may not work out as planned, and
the fund's performance could suffer.
Investments in derivatives could limit profits or increase losses in comparison
with the performance of the underlying securities.
Investments in foreign securities involve additional risks, including
potentially unfavorable currency exchange rates, limited or misleading financial
information, generally higher transaction costs and political and economic
disturbances ranging from tax legislation to military coups. These risks are
magnified in emerging markets.
CHARACTERISTICS OF LARGE-CAP COMPANIES
The largest U.S. companies, those with market capitalizations over $3 billion,
are a relatively select group that nonetheless covers all industries and
geographies. These companies are typically well-established businesses with
broad product lines and customers in many markets. Their diversification and
usually substantial cash reserves enable them to weather economic downturns. The
dividends they pay can also cushion the effects of market volatility, since
their stocks generate steady income even while their price may be depressed.
Although the long-term capital appreciation of large-cap stocks has historically
lagged smaller companies, they can still offer significant returns over time.
BNY Hamilton Large Cap Growth Fund 9
<PAGE>
PAST PERFORMANCE
The fund's year-to-year returns and pattern of price volatility are shown in the
bar chart below. Returns for the fund's single best and single worst quarters
suggest how widely performance has varied over the short term. Past performance
does not guarantee future performance.
Institutional Shares annual total returns(1)
(%) as of 12/31/98
89 90 91 92 93 94 95 96 97 98
30.21 -2.91 30.97 4.76 10.30 -1.97 31.70 24.17 31.21 23.49
Best quarter: Q4 '98 +18.78% Worst quarter: Q3 '90 -12.44%
Year-to-date performance as of 3/31/99: 00.00%
The table below presents the fund's average annual returns over different
periods along with those of widely recognized indices.
Average annual total returns (%) as of 12/31/98*
1 Year 5 Years 10 Years
Institutional Shares(1) 23.49 21.02 17.38
Investor Shares(1) 23.26 20.94 17.34
S&P 500(2) 28.75 24.07 19.20
Lipper Growth and
Income Funds Index(3) 13.58 17.83 15.54
* Assumptions: $1,000 initial investment with all dividends and distributions
reinvested.
FEES AND EXPENSES
The table below outlines the fees and expenses you could expect as an investor
in this fund. "Annual Operating Expenses" come out of fund assets, and are
reflected in the total return. Since these funds are "no-load," shareholders pay
no fees or out-of-pocket expenses.
Fee table (% of average net assets)
Institutional Investor
Shares Shares
Shareholder Fees None None
Annual Operating Expenses
Management fees 0.60 0.60
Distribution (12b-1) fees None 0.25
Other expenses 0.31 0.36
Total annual operating expenses 0.91 1.21
The table below shows the anticipated expenses on a $10,000 investment in the
fund over different periods. All mutual funds present this information so that
you can make comparisons. Your actual costs could be higher or lower than this
example.
Expenses on a $10,000 investment* ($)
1 Year 3 Years 5 Years 10 Years
Institutional Shares 93 291 506 1,123
Investor Shares 124 386 669 1,473
* Assumptions: $10,000 original investment, all dividends and distributions
reinvested, 5% annual returns and no change in operating expenses.
- --------------------------------------------------------------------------------
(1) For Institutional Shares before 4/1/97 and for Investor Shares before
5/1/97, performance figures are based on the performance of an unregistered
Bank of New York common trust fund that had objectives and policies
substantially similar to those of the current mutual fund. Although the
figures have been adjusted to attempt to reflect expenses associated with
the mutual fund, they are only approximations. Many other factors also
reduce their reliability.
For example, the common trust fund performance might have been lower if it
had been subject to the extra restrictions imposed on mutual funds.
(2) The S&P 500 is an unmanaged index of 500 large U.S. companies.
(3) The Lipper Growth and Income Funds Index tracks the returns (after fees) of
the largest equity income mutual funds. This index is included to show how
the fund's performance compares with its peers.
10 BNY Hamilton Large Cap Growth Fund
<PAGE>
02/18/99
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the fund's
financial performance over the past five years. Certain information reflects
financial results for a single fund share. The total returns in the table
represent the rate that an investor would have earned (or lost) on an investment
in the fund (assuming reinvestment of all dividends and distributions). This
information has been audited by #################, whose report, along with the
fund's financial statement, is included in the annual report, which is available
upon request.
Institutional Shares--Year Ended December 31, 1998 1997(1)
Per-Share Data ($)
- --------------------------------------------------------------------------------
Net asset value at beginning of period 10.94 10.00
--------------------
Income from investment operations:
Net investment income 0.11 0.08
Net realized and unrealized gain on investments 2.46 2.83
--------------------
Total income from investment operations 2.57 2.91
Less distributions:
Dividends from net investment income (0.11) (0.08)
Distribution from capital gains (0.69) (1.89)
--------------------
Total dividends and distribution (0.80) (1.97)
Net asset value at end of period 12.71 10.94
====================
Total return 23.49 29.11(3)
Ratios/Supplemental Data (%)
- --------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 443,997 373,326
Ratio of expenses (after reduction) to average net assets 0.82 0.82(4)
Ratio of expenses (before reduction) to average net assets 0.91 0.88(4)
Ratio of net investment income (after reduction) to
average net assets 0.73 0.89(4)
Portfolio turnover rate 26 37
Investor Shares--Year Ended December 31, 1998 1997(2)
Per-Share Data ($)
- --------------------------------------------------------------------------------
Net asset value at beginning of period 10.92 10.70
--------------------
Income from investment operations:
Net investment income 0.11 0.06
Net realized and unrealized gain on investments 2.42 2.12
--------------------
Total income from investment operations 2.53 2.18
Less distributions:
Dividends from net investment income (0.11) (0.07)
Distributions from capital gains (0.69) (1.89)
--------------------
Total dividends and distributions (0.80) (1.96)
Net asset value at end of period 12.65 10.92
====================
Total return (%) 23.26 20.37(3)
Ratios/Supplemental Data (%)
- --------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 11,047 6,464(4)
Ratio of expenses (after reduction) to average net assets 1.07 1.16(4)
Ratio of expenses (before reduction) to average net assets 1.21 1.07(4)
Ratio of net investment income (after reduction) to average
net assets 0.50 0.54(4)
Portfolio turnover rate 26 37
(1) Institutional Shares commenced operations on 4/1/97.
(2) Investor Shares commenced operations on 5/1/97.
(3) Not annualized.
(4) Annualized.
BNY Hamilton Large Cap Growth Fund 11
<PAGE>
BNY HAMILTON
SMALL CAP GROWTH FUND
CUSIP Numbers:
Institutional Shares 05561M861
Investor Shares 05561M853
INVESTMENT OBJECTIVE
The fund seeks to provide long-term capital appreciation by investing primarily
in equity securities of small domestic and foreign companies.
MANAGEMENT STRATEGY
Individual security selection is the primary investment focus, rather than
industry allocation. Within the universe of companies with market
capitalizations between $100 million and $1.5 billion, the fund targets those
with above-average earnings growth that have exceeded market expectations. Among
this group, the fund emphasizes companies that dominate niche markets, and thus
exert more control over the pricing and supply in their markets. The fund
expects the companies it invests in to achieve sustained growth in earnings or
revenues over the next two to three years. Specific factors that may suggest
growth include:
o expanded operations
o new products or technologies
o new distribution channels
o generally favorable industry conditions
o revitalized company management
To complement these core investments, the portfolio manager looks for
opportunities to take advantage of industry cycles, and thus may overweight
different sectors as economic conditions change. The fund may continue to invest
in companies in its portfolio even after their market capitalizations exceed
$1.5 billion.
Although most of the fund's investments have been domestic, it may invest
without limit in foreign securities. Under normal circumstances, the fund
intends to be fully invested in common stocks. As a temporary defensive measure,
the fund may invest more than 35% of its assets in cash or cash equivalents.
Under such circumstances, the fund would not be pursuing its goal.
12 BNY Hamilton Small Cap Growth Fund
<PAGE>
02/18/99
MAIN INVESTMENT RISKS
The value of your investment in this fund generally will fluctuate with stock
market movements. Since the prices of the small-capitalization stocks emphasized
by this fund have historically been more volatile than those of larger
companies, the ups and downs of your investment in this fund may be more extreme
than the market as a whole.
As a group, small companies are usually relatively young, and their short track
records make it difficult to build a case for sustainable long-term growth.
Limited product lines, niche markets, and small capital reserves may not allow
small companies to survive temporary setbacks. In a declining market, these
stocks can also be hard to sell at a price that is beneficial to the fund.
The portfolio manager's investment strategies may not work out as planned, and
the fund's performance could suffer.
Investments in foreign securities involve additional risks, including
potentially unfavorable currency exchange rates, limited or misleading financial
information, generally higher transaction costs and political and economic
disturbances ranging from tax legislation to military coups. These risks are
magnified in emerging markets.
SMALL-CAP COMPANIES AND GROWTH INVESTING
Small companies tend to grow or fade quickly by their nature. Their market
valuations are often based more on investors' belief in their future potential
than on their current balance sheets. Since market sentiment can change from one
day or week to the next, small-cap stock prices have historically been more
volatile than those of large-cap stocks.
Specialization: Small companies often occupy niche markets, catering to a
specific geography or industry. They can grow to dominate such markets rapidly,
but are also threatened by even temporary downturns.
Innovation: Bold ideas for products or services are the basis of many small
companies. A company's ability to sustain its innovative culture and broaden its
markets, however, is difficult to predict.
BNY Hamilton Small Cap Growth Fund 13
<PAGE>
Past Performance
The fund's year-to-year returns and pattern of price volatility are shown in the
bar chart below. Returns for the fund's single best and single worst quarters
suggest how widely performance has varied over the short term. Past performance
does not guarantee future performance.
Institutional Shares annual total returns(1)
(%) as of 12/31/98
91 92 93 94 95 96 97 98
52.45 5.88 19.12 -0.33 20.92 29.97 9.39 7.89
Best quarter: Q2 '97 +22.30% Worst quarter: Q3 '98 -16.98%
Year-to-date performance as of 3/31/99: 00.00%
The table below presents the fund's average annual returns over different
periods along with those of widely recognized indices.
Average annual total returns (%) as of 12/31/98*
Since
1 Year 5 years 12/31/90
Institutional Shares(1) 7.89 13.07 17.17
Investor Shares(1) 7.55 13.01 17.13
Russell 2000(2) -2.54 11.87 17.37
Lipper Small Cap Funds Index(3) -0.85 11.30 16.09
* Assumptions: $1,000 initial investment with all dividends and distributions
reinvested.
FEES AND EXPENSES
The table below outlines the fees and expenses you could expect as an investor
in this fund. "Annual Operating Expenses" come out of fund assets, and are
reflected in the total return. Since these funds are "no-load," shareholders pay
no fees or out-of-pocket expenses.
Fee table (% of average net assets)
Institutional Investor
Shares Shares
Shareholder Fees None None
Annual Operating Expenses
Management fees 0.75 0.75
Distribution (12b-1) fees None 0.25
Other expenses 0.38 0.44
Total annual operating expenses* 1.13 1.44
* This year, the adviser has voluntarily reduced the fund's expenses as follows:
Expense reduction 0.02 0.08
Net operating expenses 1.11 1.36
The table below shows the anticipated expenses on a $10,000 investment in the
fund over different periods. All mutual funds present this information so that
you can make comparisons. Your actual costs could be higher or lower than this
example.
Expenses on a $10,000 investment* ($)
1 Year 3 Years 5 Years 10 Years
Institutional Shares 116 361 625 1,380
Investor Shares 148 459 792 1,733
* Assumptions: $10,000 original investment, all dividends and distributions
reinvested, 5% annual returns and no change in operating expenses.
- --------------------------------------------------------------------------------
(1) For Institutional Shares before 4/1/97 and for Investor Shares before
5/1/97, performance figures are based on the performance of an unregistered
Bank of New York common trust fund that had objectives and policies
substantially similar to those of the current mutual fund. Although the
figures have been adjusted to attempt to reflect expenses associated with
the mutual fund, they are only approximations. Many other factors also
reduce their reliability.
(2) The Russell 2000 is an unmanaged index of small U.S. companies.
(3) The Lipper Small Cap Funds Index tracks the returns (after fees) of the
largest small-cap equity mutual funds. This index is included to show how
the fund's performance compares with its peers.
14 BNY Hamilton Small Cap Growth Fund
<PAGE>
02/18/99
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the fund's
financial performance over the past five years. Certain information reflects
financial results for a single fund share. The total returns in the table
represent the rate that an investor would have earned (or lost) on an investment
in the fund (assuming reinvestment of all dividends and distributions). This
information has been audited by #################, whose report, along with the
fund's financial statement, is included in the annual report, which is available
upon request.
Institutional Shares--Year Ended December 31, 1998 1997(1)
Per-Share Data ($)
- --------------------------------------------------------------------------------
Net asset value at beginning of period 11.93 10.00
----------------------
Income from investment operations:
Net investment income (0.02)(5) (0.02)
Net realized and unrealized gain on investments 0.91 2.80
----------------------
Total income from investment operations 0.89 2.78
Less distributions:
Distributions from capital gains (0.36) (0.85)
----------------------
Net asset value at end of period 12.46 11.93
----------------------
Total return (%) 7.89 27.80(3)
Ratios/Supplemental Data (%)
- --------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 188,402 133,741
Ratio of expenses (after reduction) to average net
assets 0.97 0.97(4)
Ratio of expenses (before reduction) to average net
assets 1.13 1.10(4)
Ratio of net investment income (after reduction) to
average net assets (0.19) (0.26)(4)
Portfolio turnover rate 84 68
Investor Shares--Year Ended December 31, 1998 1997(2)
Per-Share Data ($)
- --------------------------------------------------------------------------------
Net asset value at beginning of period 11.94 10.03
----------------------
Income from investment operations:
Net investment income (0.04)(5) (0.02)
Net realized and unrealized gain on investments 0.90 2.78
----------------------
Total income from investment operations 0.86 2.76
Less distributions:
Distributions from capital gains (0.36) (0.85)
----------------------
Net asset value at end of period 12.44 11.94
======================
Total return 7.55 27.52(3)
Ratios/Supplemental Data (%)
- --------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 6,763 1,162
Ratio of expenses (after reduction) to average net
assets 1.22 1.22(4)
Ratio of expenses (before reduction) to average net
assets 1.46 1.40(4)
Ratio of net investment income (after reduction) to
average net assets (0.43) (0.54)(4)
Portfolio turnover rate 84 68
- --------------------------------------------------------------------------------
(1) Institutional Shares commenced operations on 4/1/97.
(2) Investor Shares commenced operations on 5/1/97.
(3) Not annualized.
(4) Annualized.
(5) Based on average shares outstanding.
BNY Hamilton Small Cap Growth Fund 15
<PAGE>
BNY HAMILTON
INTERNATIONAL
EQUITY FUND
CUSIP Numbers:
Institutional Shares 05561M846
Investor Shares 05561M838
INVESTMENT OBJECTIVE
The fund seeks to provide long-term capital appreciation by investing primarily
in equity securities of non-U.S. issuers.
MANAGEMENT STRATEGY
The fund's country allocation normally reflects, within a range of 5%, that of
the Morgan Stanley Capital International Europe, Australia and Far East (MSCI
EAFE) Index. Economic conditions within regions may determine the types of
industries and securities the fund will favor. In a recovering economy, for
instance, the fund might emphasize exporters over financial services companies.
The fund emphasizes investments in industries that are changing dramatically,
whether through growth or restructuring.
In selecting individual stocks, the fund emphasizes large companies but
considers companies of all sizes with the following characteristics:
o good quality earnings
o a pattern of long-term growth
o strong management
o reasonable valuation
Company research includes fundamental financial analysis and, often, visits. The
fund generally intends to diversify its investments among many countries, but it
may concentrate up to 50% of its assets in a single country. The fund cannot
invest in certain emerging market countries, including Russia, but it may invest
in other emerging markets.
Under normal circumstances, the fund intends to be fully invested in common
stocks. As a temporary defensive measure, the fund may invest more than 35% of
its assets in U.S. cash or cash equivalents. Under such circumstances, the fund
would not be pursuing its goal.
16 BNY Hamilton International Equity Fund
<PAGE>
02/18/99
MAIN INVESTMENT RISKS
The value of your investment in this fund generally will fluctuate with stock
market movements in the countries in which the fund is invested. Since the
prices of non-U.S. stocks emphasized by this fund have historically been more
volatile than those of U.S. stocks, the ups and downs of your investment in this
fund may be more extreme.
Investments in foreign securities involve additional risks. Unfavorable currency
exchange rates could decrease the value of your investment in terms of U.S.
dollars. Transaction expenses are generally higher on foreign exchanges than in
the U.S., and foreign taxes could also detract from performance. Some foreign
companies do not adhere to uniform accounting principles, so publicly available
financial information may be limited or misleading. Political and social unrest
could also affect the performance of this fund.
The portfolio manager's asset allocation strategy or choice of specific
securities may not work out as planned, and the fund could underperform its
peers or lose money.
In periods of market uncertainty, some of the portfolio's securities could prove
difficult to sell at a price that is beneficial to the fund.
GLOBALIZATION AND INTERNATIONAL INVESTING
With more than half of the world's market opportunities outside the U.S.,
international funds offer investors greater diversification than a purely
domestic portfolio. International markets are experiencing many of the same
dynamics that drove U.S. stock growth in the 1990s:
o corporate restructuring
o increased emphasis on shareholder value
o growing pool of investors through retirement and other savings plans
Meanwhile, global competition is spurring companies worldwide, and particularly
in developed economies, to increase their efficiency by cutting costs,
relocating production facilities, outsourcing non-essential processes and
focusing on their core businesses.
Businesses in emerging markets may benefit substantially from free-market
reforms, reduced barriers to trade and rising standards of living.
BNY Hamilton International Equity Fund 17
<PAGE>
PAST PERFORMANCE
The fund's year-to-year returns and pattern of price volatility are shown in the
bar chart below. Returns for the fund's single best and single worst quarters
suggest how widely performance has varied over the short term. Past performance
does not guarantee future performance.
Institutional Shares annual total returns(1)
(%) as of 12/31/98
[Chart]
98
20.84
Best quarter: Q4 '98 +19.72% Worst quarter: Q3 '98 -13.40%
Year-to-date performance as of 3/31/99: 00.00%
The table below presents the fund's average annual returns over different
periods along with those of widely recognized indices.
Average annual total returns (%) as of 12/31/98*
Life
1 Year of fund
- -------------------------------------------------------
Institutional Shares(1) 20.84 15.72
Investor Shares(2) 20.61 15.41
MSCI EAFE(3) 20.33 13.40
Lipper International Funds Index(4) 12.66 9.87
* Assumptions: $1,000 initial investment with all dividends and distributions
reinvested.
FEES AND EXPENSES
The table below outlines the fees and expenses you could expect as an investor
in this fund. "Annual Operating Expenses" come out of fund assets, and are
reflected in the total return. Since these funds are "no-load," shareholders pay
no fees or out-of-pocket expenses.
Fee table (% of average net assets)
Institutional Investor
Shares Shares
- -------------------------------------------------------
Shareholder Fees None None
Annual Operating Expenses
- -------------------------------------------------------
Management fees 0.85 0.85
Distribution (12b-1) fees None 0.25
Other expenses 0.47 0.55
Total annual operating expenses 1.32 1.65
The table below shows the anticipated expenses on a $10,000 investment in the
fund over different periods. All mutual funds present this information so that
you can make comparisons. Your actual costs could be higher or lower than this
example.
Expenses on a $10,000 investment* ($)
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------------
Institutional Shares 135 421 728 1,598
Investor Shares 169 524 903 1,967
* Assumptions: $10,000 original investment, all dividends and distributions
reinvested, 5% annual returns and no change in operating expenses.
- --------------------------------------------------------------------------------
(1) Institutional Shares commenced operations on 4/1/97.
(2) Investor Shares commenced operations on 5/1/97.
(3) The MSCI EAFE is an unmanaged index of stocks of companies in Europe,
Australia, Asia and the Far East.
(4) The Lipper International Funds Index tracks the returns (after fees) of the
largest international equity mutual funds. This index is included to show
how the fund's performance compares with its peers.
18 BNY Hamilton International Equity Fund
<PAGE>
02/18/99
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the fund's
financial performance over the past five years. Certain information reflects
financial results for a single fund share. The total returns in the table
represent the rate that an investor would have earned (or lost) on an investment
in the fund (assuming reinvestment of all dividends and distributions). This
information has been audited by #################, whose report, along with the
fund's financial statement, is included in the annual report, which is available
upon request.
Institutional Shares--Year Ended December 31, 1998 1997(1)
Per-Share Data ($)
- --------------------------------------------------------------------------------
Net asset value at beginning of period 10.69 10.00
----------------------
Income from investment operations:
Net investment income 0.03 0.02
Net realized and unrealized gain on investments 2.20 0.67
----------------------
Total income from investment operations 2.23 0.69
Less distributions:
Dividends from net investment income (0.02) --
----------------------
Net asset value at end of period 12.90 10.69
======================
Total return (%) 20.84 6.90(3)
Ratios/Supplemental Data (%)
- --------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 177,363 94,806
Ratio of expenses (after reduction) to average net
assets 1.27 1.26(4)
Ratio of expenses (before reduction) to average net
assets 1.32 1.49(4)
Ratio of net investment income (after reduction) to
average net assets 0.54 0.26(4)
Portfolio turnover rate 75 36
Investor Shares--Year Ended December 31, 1998 1997(2)
Per-Share Data ($)
- --------------------------------------------------------------------------------
Net asset value at beginning of period 10.66 10.19
----------------------
Income from investment operations:
Net investment income 0.03 0.02
Net realized and unrealized gain on investments 2.17 0.45
----------------------
Total income from investment operations 2.20 0.47
Less distributions:
Dividends from net investment income (0.02) --
----------------------
Net asset value at end of period 12.84 10.66
======================
Total return (%; not annualized) 20.61 4.61(3)
Ratios/Supplemental Data (%)
- --------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 5,391 2,560
Ratio of expenses (after reduction) to average net
assets 1.52 1.52(4)
Ratio of expenses (before reduction) to average net
assets 1.65 1.75(4)
Ratio of net investment income (after reduction) to
average net assets 0.32 0.33(4)
Portfolio turnover rate 75 36
- --------------------------------------------------------------------------------
(1) Institutional Shares commenced operations on 4/1/97.
(2) Investor Shares commenced operations on 5/1/97.
(3) Not annualized.
(4) Annualized.
BNY Hamilton International Equity Fund 19
<PAGE>
BNY HAMILTON
INTERMEDIATE
GOVERNMENT FUND
CUSIP Numbers:
Institutional Shares 05561M762
Investor Shares 05561M200
INVESTMENT OBJECTIVE
The fund seeks to provide as high a level of current income as is consistent
with preservation of capital, moderate stability in net asset value and minimal
credit risk.
MANAGEMENT STRATEGY
The fund pursues its objective by investing primarily in debt obligations issued
or guaranteed by the U.S. government or its agencies. Under normal market
conditions, the fund maintains an average dollar-weighted maturity between three
years and ten years.
In investing the fund's assets, an analysis of economic trends, particularly
interest rate movements and yield spreads, is used to determine which types of
securities offer the best investment opportunities. This analysis takes place on
several levels. First, the fund allocates broadly between agency issues, such as
mortgage-backed GNMA securities, and U.S. Treasury obligations.
The fund invests in the various types of mortgage-backed securities based on an
evaluation of relative yields and prepayment risk, among other factors. In a
period of declining interest rates, for example, the fund might favor discount
mortgage securities over higher-yielding premium mortgage securities because of
their lower prepayment risk. The fund also invests in collateralized mortgage
obligations, or CMOs, which are backed by pools of mortgages and are organized
so that different classes of securities with different maturities and coupons
are available.
In selecting individual securities, the portfolio manager uses models to
evaluate probable yields over time and prepayment risk, among other factors. The
fund attempts to manage interest rate risk by adjusting its duration.
Under normal circumstances, the fund intends to be fully invested in government
and agency securities. As a temporary defensive measure, the fund may invest
more than 35% of its assets in cash or cash equivalents. Under such
circumstances, the fund would not be pursuing its goal.
The fund has low exposure to credit risk because all of its securities are
backed by the full faith and credit of the U.S. government or guaranteed by one
of its agencies. These guarantees, however, do not prevent shares of the fund
from falling in value.
20 BNY Hamilton Intermediate Government Fund
<PAGE>
02/18/99
MAIN INVESTMENT RISKS
The value of your investment in this fund generally will fluctuate with interest
rate movements. As interest rates rise, bond prices go down. The longer the
duration of a bond, the more sharply its value will rise or fall in response to
an interest rate change.
When interest rates drop, holders of the mortgages represented by CMOs and other
mortgage-backed securities are more likely to refinance, thus forcing the fund
to find new investments, which could have lower yields.
When interest rates rise, on the other hand, mortgage holders tend not to
prepay, and then the fund can miss opportunities to reinvest in more profitable
securities.
In periods of market uncertainty, some of the securities could be difficult to
sell at a price that is beneficial to the fund.
The portfolio manager's asset allocation strategy or choice of specific
securities may not work out as planned, and the fund could underperform its
peers or lose money.
Though not likely, it is possible that issuers of bonds in the fund's portfolio
could be downgraded in credit rating or default on their payments.
MORTGAGE-BACKED SECURITIES AND CMOS
Pass-through mortgage-backed securities represent a direct ownership interest in
a pool of mortgage loans.
Collateralized mortgage obligations (CMOs) are backed by pools of pass-throughs
or mortgage loans. CMO issuers organize the cash flow from the underlying
securities into classes, or tranches, with widely different maturities and
payment schedules. These securities are often fully collateralized by U.S.
government agency securities such as Fannie Mae (FNMA) and GinnieMae (GNMA),
though they may be issued by private firms.
BNY Hamilton Intermediate Government Fund 21
<PAGE>
PAST PERFORMANCE
The fund's year-to-year returns and pattern of price volatility are shown in the
bar chart below. Returns for the fund's single best and single worst quarters
suggest how widely performance has varied over the short term. Past performance
does not guarantee future performance.
Investor Shares annual total returns(1) (%) as of 12/31/98
8.03 -5.17 15.40 3.16 7.54 7.33
93 94 95 96 97 98
Best quarter: Q2'95 +5.48 Worst quarter: Q1'94 -3.54
Year-to-date performance as of 3/31/99: 00.00%
The table below presents the fund's average annual returns over different
periods along with those of widely recognized indices.
Average annual total returns (%) as of 12/31/98*
Since
1 Year 5 Years 8/10/92
Institutional Shares(2) 7.49 5.53 5.65
Investor Shares(1) 7.33 5.44 5.57
Lehman Intermediate
Government Index(3) 8.47 6.45 6.54
Lipper Intermediate
U.S. Gov't Funds Index(4) 8.17 6.12 6.34
* Assumptions: $1,000 initial investment with all dividends and distributions
reinvested.
FEES AND EXPENSES
The table below outlines the fees and expenses you could expect as an investor
in this fund. "Annual Operating Expenses" come out of fund assets, and are
reflected in the total return. Since these funds are "no-load," shareholders pay
no fees or out-of-pocket expenses.
Fee table (% of average net assets)
Institutional Investor
Shares Shares
Shareholder Fees None None
Annual Operating Expenses
Management fees 0.50 0.50
Distribution (12b-1) fees -- 0.25
Other expenses 0.46 0.51
Total annual operating expenses* 0.96 1.26
* This year, the adviser has voluntarily reduced the fund's expenses as follows:
Expense reduction 0.17 0.22
Net operating expenses 0.79 1.04
The table below shows the anticipated expenses on a $10,000 investment in the
fund over different periods. All mutual funds present this information so that
you can make comparisons. Your actual costs could be higher or lower than this
example.
Expenses on a $10,000 investment* ($)
1 Year 3 Years 5 Years 10 Years
Institutional Shares 98 307 533 1,182
Investor Shares 129 402 695 1,530
* Assumptions: $10,000 original investment, all dividends and distributions
reinvested, 5% annual returns and no change in operating expenses.
1 Investor Shares commenced operations on 8/10/92.
2 Before 4/1/97, performance figures are based on the performance of Investor
Shares of the Intermediate Government Fund.
3 The Lehman Brothers Intermediate Government Index is an unmanaged index of
intermediate-term government bonds.
4 The Lipper Intermediate U.S. Government Funds Index tracks the returns (after
fees) of the largest intermediate U.S. government mutual funds. This index is
included to show how the fund's performance compares with its peers.
22 BNY Hamilton Intermediate Government Fund
<PAGE>
02/18/99
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the fund's
financial performance over the past five years. Certain information reflects
financial results for a single fund share. The total returns in the table
represent the rate that an investor would have earned (or lost) on an investment
in the fund (assuming reinvestment of all dividends and distributions). This
information has been audited by an independent accounting firm,* whose report,
along with the fund's financial statement, is included in the annual report,
which is available upon request.
Institutional Shares--Year Ended December 31, 1998 1997(1)
Per-Share Data ($)
- --------------------------------------------------------------------------------
Net asset value at beginning of period 9.88 9.53
Income from investment operations:
Net investment income 0.56 0.42
Net realized and unrealized gain on investments 0.16 0.35
------------------
Total income from investment operations 0.72 0.77
Less distributions:
Dividends from net investment income (0.56) (0.42)
------------------
Net asset value at end of period 10.04 9.88
==================
Total return (%) 7.49 8.27(2)
Ratios/Supplemental Data (%)
- --------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 64,944 64,128
Ratio of expenses (after reduction) to average net
assets 0.90 0.90(3)
Ratio of expenses (before reduction) to average net
assets 0.96 0.99(3)
Ratio of net investment income (after reduction) to
average net assets 5.63 5.79(3)
Portfolio turnover rate 61 41
<TABLE>
Investor Shares--Year Ended December 31, 1998 1997 1996 1995 1994
<S> <C> <C> <C> <C> <C>
Per-Share Data ($)
- --------------------------------------------------------------------------------------------------------
Net asset value at beginning of period 9.87 9.70 9.94 9.10 10.12
Income from investment operations:
Net investment income 0.54 0.54 0.54 0.53 0.50
Net realized and unrealized gain on investments 0.17 0.17 (0.24) 0.84 (1.02)
--------------------------------------------------
Total income from investment operations 0.71 0.71 0.30 1.37 (0.62)
Less distributions:
Dividends from net investment income (0.54) (0.54) (0.54) (0.53) (0.50)
Net asset value at end of period 10.04 9.87 9.70 9.94 9.10
==================================================
Total return (%) 7.33 7.54 3.16 15.40 (5.17)
Ratios/Supplemental Data (%)
- --------------------------------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 12,525 10,458 64,117 60,659 59,328
Ratio of expenses (after reduction) to average net
assets 1.15 1.08 1.02 1.06 1.07
Ratio of expenses (before reduction) to average net
assets 1.26 1.11 1.02 1.06 1.10
Ratio of net investment income (after reduction) to
average net assets 5.38 5.57 5.54 5.52 5.30
Portfolio turnover rate 61 41 57 48 49
</TABLE>
* ################# has audited the figures for 1997 and 1998. Previous years'
data were audited by Deloitte & Touche LLP.
- --------------------------------------------------------------------------------
1 Institutional shares commenced operations on 4/1/97.
2 Not annualized.
3 Annualized.
BNY Hamilton Intermediate Government Fund 23
<PAGE>
BNY HAMILTON
INTERMEDIATE INVESTMENT GRADE FUND
CUSIP Numbers:
Institutional Shares 05561M796
Investor Shares 05561M788
INVESTMENT OBJECTIVE
The fund seeks to provide as high a level of current income as is consistent
with preservation of capital, moderate stability in net asset value and
maintenance of liquidity.
MANAGEMENT STRATEGY
The fund pursues its objective by investing primarily in investment-grade debt
obligations issued or guaranteed by:
o U.S. and foreign corporations
o the U.S. government or its agencies
Under normal market conditions, the fund maintains an average maturity between
three years and ten years. The remaining maturity of any single security in the
fund's portfolio cannot exceed 15 years.
In investing the fund's assets, an analysis of economic trends -- including rate
projections, inflation trends, and corporate profit outlook -- is used to
determine how the fund should allocate its investments among the areas above.
The fund has tended to emphasize corporate bonds.
In the corporate bond portion of the portfolio, the fund is diversified across
market sectors but may emphasize different sectors. In selecting individual
corporate bonds, the portfolio manager considers the bond's structure, maturity
and yield, in light of the company's current financial health, competitive
position and future prospects. The fund may achieve its average maturity by
investing primarily in intermediate-term bonds, or it may use a "barbell"
strategy and invest in short-term and longer-term bonds.
In the U.S. government portion of the portfolio, the fund allocates broadly
between U.S. Treasury obligations and agency issuers based on an evaluation of
relative yields and prepayment risk, among other factors.
The fund attempts to manage interest rate risk by adjusting its duration. As a
temporary defensive measure, the fund may invest more than 35% of its assets in
cash or cash equivalents. Under such circumstances, the fund would not be
pursuing its goal.
24 BNY Hamilton Intermediate Investment Grade Fund
<PAGE>
02/18/99
MAIN INVESTMENT RISKS
The value of your investment in this fund generally will fluctuate with interest
rate movements. As interest rates rise, bond prices go down. The longer the
duration of a bond, the more sharply its value will rise or fall in response to
interest rate change.
Issuers of corporate bonds in the fund's portfolio could be downgraded in credit
rating or default on their payments. This risk is magnified with lower-rated
bonds.
The portfolio manager's asset allocation strategy or choice of specific
securities may not work out as planned, and the fund could underperform its
peers or lose money.
In periods of market uncertainty, some of the portfolio's securities could prove
difficult to sell for a price that is beneficial to the fund.
Understanding Intermediate-Term Bonds
Yield
Intermediate-Term
3-10 years
Years to maturity
The market value of a bond is influenced by two variables: maturity and interest
rates. The relationship between these variables is illustrated in the graph
above, called a yield curve.
The yield curve for bonds typically has a positive slope, meaning that longer
maturities carry increasingly higher yields. At the same time, the prices of
longer maturity bonds are significantly more volatile in response to interest
rate changes.
Intermediate-term bonds with maturities between 3 and 10 years occupy a middle
ground, offering higher yields than short-term bonds and greater price stability
than long-term bonds.
BNY Hamilton Intermediate Investment Grade Fund 25
<PAGE>
PAST PERFORMANCE
The fund's year-to-year returns and pattern of price volatility are shown in the
bar chart below. Returns for the fund's single best and single worst quarters
suggest how widely performance has varied over the short term. Past performance
does not guarantee future performance.
Institutional Shares annual total returns(1)
(%) as of 12/31/98
13.74 3.97 14.88 6.21 9.62 -5.06 18.69 1.82 8.18 8.56
- ---------------------------------------------------------------------------
89 90 91 92 93 94 95 96 97 98
Best quarter: Q4'89 +6.86% Worst quarter: Q1'94 -3.82%
Year-to-date performance as of 3/31/99: 00.00%
The table below presents the fund's average annual returns over different
periods along with those of widely recognized indices.
Average annual total returns (%) as of 12/31/98*
1 Year 5 years 10 years
- -----------------------------------------------------------
Institutional Shares(1) 8.56 6.14 7.86
Investor Shares(1) 8.22 6.04 7.81
Lehman Intermediate Gov't/
Corporate Index(2) 8.42 6.60 8.51
Lipper Intermediate Investment
Grade Funds Index(3) 7.87 6.59 8.30
* Assumptions: $1,000 initial investment with all dividends and distributions
reinvested.
FEES AND EXPENSES
The table below outlines the fees and expenses you could expect as an investor
in this fund. "Annual Operating Expenses" come out of fund assets, and are
reflected in the total return. Since these funds are "no-load," shareholders pay
no fees or out-of-pocket expenses.
Fee table (% of average net assets)
Institutional Investor
Shares Shares
- -------------------------------------------------------
Shareholder Fees None None
- -------------------------------------------------------
Annual Operating Expenses
Management fees 0.50 0.50
Distribution (12b-1) fees None 0.25
Other expenses 0.31 0.38
Total annual operating expenses* 0.81 1.13
* This year, the adviser has voluntarily reduced the fund's expenses as follows:
Expense reduction 0.02 0.09
Net operating expenses 0.79 1.04
The table below shows the anticipated expenses on a $10,000 investment in the
fund over different periods. All mutual funds present this information so that
you can make comparisons. Your actual costs could be higher or lower than this
example.
Expenses on a $10,000 investment* ($)
1 Year 3 Years 5 Years 10 Years
- -----------------------------------------------------------
Institutional Shares 83 260 451 1,005
Investor Shares 116 361 625 1,380
* Assumptions: $10,000 original investment, all dividends and distributions
reinvested, 5% annual returns and no change in operating expenses.
- --------------------------------------------------------------------------------
1 For Institutional Shares before 4/1/97 and for Investor Shares before 5/1/97,
performance figures are based on the performance of an unregistered Bank of
New York common trust fund that had objectives and policies substantially
similar to those of the current mutual fund. Although the figures have been
adjusted to attempt to reflect expenses associated with the mutual fund, they
are only approximations. Many other factors also reduce their reliability.
2 The Lehman Brothers Intermediate Government/Corporate Index is an unmanaged
index of intermediate-term U.S. government and corporate bonds.
3 The Lipper Intermediate Investment Grade Funds Index tracks the returns (after
fees) of the largest intermediate-term, investment-grade bond mutual funds.
This index is included to show how the fund's performance compares with its
peers.
26 BNY Hamilton Intermediate Investment Grade Fund
<PAGE>
02/18/99
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the fund's
financial performance over the past five years. Certain information reflects
financial results for a single fund share. The total returns in the table
represent the rate that an investor would have earned (or lost) on an investment
in the fund (assuming reinvestment of all dividends and distributions). This
information has been audited by #################, whose report, along with the
fund's financial statement, is included in the annual report, which is available
upon request.
Institutional Shares--Year Ended December 31, 1998 1997(1)
Per-Share Data ($)
- --------------------------------------------------------------------------------
Net asset value at beginning of period 10.45 10.00
Income from investment operations: -----------------------
Net investment income 0.61 0.47
Net realized and unrealized gain on investments 0.26 0.45
-----------------------
Total income from investment operations 0.87 0.92
Dividends and distribution:
Dividends from net investment income (0.61) (0.47)
Distribution from capital gains (0.10) --
-----------------------
Total dividends and distribution (0.71) (0.47)
Net asset value at end of period 10.61 10.45
-----------------------
Total return (%) 8.56 9.34(3)
Ratios/Supplemental Data (%)
- --------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 392,522 350,330
Ratio of expenses to average net assets 0.81 0.80(4)
Ratio of net investment income to average net assets 5.79 6.14(4)
Portfolio turnover rate 53 81
Investor Shares--Year Ended December 31, 1998 1997(2)
Per-Share Data ($)
- --------------------------------------------------------------------------------
Net asset value at beginning of period 10.45 10.08
-----------------------
Income from investment operations:
Net investment income 0.58 0.40
Net realized and unrealized gain on investments 0.26 0.37
-----------------------
Total income from investment operations 0.84 0.77
Less distributions:
Dividends from net investment income (0.58) (0.40)
Distribution from capital gains (0.10) --
-----------------------
Total dividends and distribution (0.68) (0.47)
Net asset value at end of period 10.61 10.45
-----------------------
Total return (%) 8.22 7.76(3)
Ratios/Supplemental Data (%)
- --------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 3,981 1,891
Ratio of expenses to average net assets 1.13 1.06(4)
Ratio of net investment income to average net assets 5.51 5.74(4)
Portfolio turnover rate 53 81
- --------------------------------------------------------------------------------
1 Institutional Shares commenced operations on 4/1/97.
2 Investor Shares commenced operations on 5/1/97.
3 Not annualized.
4 Annualized.
BNY Hamilton Intermediate Investment Grade Fund 27
<PAGE>
BNY HAMILTON
INTERMEDIATE NEW YORK TAX-EXEMPT FUND
CUSIP Numbers:
Institutional Shares 05561M754
Investor Shares 05561M309
INVESTMENT OBJECTIVE
The fund seeks to provide income that is exempt from federal, New York State and
New York City income taxes while maintaining relative stability of principal.
MANAGEMENT STRATEGY
In pursuing its goal, the fund normally invests at least 80% of its assets in
investment-grade municipal debt obligations issued by New York State and the
Commonwealth of Puerto Rico, including all of their municipalities and agencies.
Under normal market conditions, the fund maintains a dollar-weighted average
maturity between three years and eight years.
The fund invests in a diversified portfolio of investment-grade municipal
obligations. Before any security is added to the fund, it is thoroughly
evaluated for both quality and potential return. The portfolio manager relies on
internal credit research to evaluate specific municipal issuers' ability and
willingness to pay principal and interest to bondholders. Bonds are chosen based
on this analysis rather than on any private insurance features. The fund invests
in general obligation bonds, which are secured by their issuers' full faith and
credit, and revenue bonds, which are secured by specific revenue streams such as
toll collections or proceeds of a special tax.
The fund may invest in bonds of any maturity. Within the intermediate-term
range, the maturity length of the portfolio and structure of the individual
bonds held are based on the adviser's views on the direction of interest rates.
The fund normally expects to be fully invested in tax-exempt securities, but it
is permitted to invest up to 20% of its assets in fixed-income securities that
are subject to federal, state and local taxes. In abnormal market conditions,
the fund may temporarily invest more than 20% of its assets in taxable
investment-grade short-term securities such as U.S. Treasury obligations. In
these cases, the fund would not be pursuing its goal.
28 BNY Hamilton Intermediate New York Tax-Exempt Fund
<PAGE>
02/18/99
MAIN INVESTMENT RISKS
The value of your investment in this fund generally will fluctuate with interest
rate movements. As interest rates rise, bond prices go down. The longer the
duration of a bond, the more sharply its value will rise or fall in response to
an interest rate change.
Because the fund invests primarily in New York issuers, its performance is
affected by local, state and regional factors. These may include economic or
policy changes, erosion of the tax base, the legacy of financial difficulties in
the 1970s and state legislative changes, especially those regarding taxes.
Any debt securities held by the fund could be downgraded in credit rating or go
into default. A revenue bond in the fund's portfolio could default if its
underlying revenue stream fails. This could happen even while the issuer remains
solvent.
The fund is non-diversified and may invest more than 5% of its assets in
securities of a single issuer. If the fund invests heavily in a single issuer,
its overall performance could be linked more closely to the performance of that
issuer than to the municipal market as a whole.
The portfolio manager's strategies may not work out as planned, and the fund's
performance could suffer.
In periods of market uncertainty, some of the portfolio's securities could prove
difficult to sell at a price that is beneficial to the fund.
TAX-FREE INVESTING
Combined
NY state Tax-free yield
and federal 4% 5% 6%
Taxable Income ($) tax rate (%) Taxable equivalent (%)
- -----------------------------------------------------------------------
single return joint return
0-25,350 0-42,350 20.82 5.05 6.31 7.58
21,351- 42,351-
61.400 102,300 32.93 5.96 7.45 8.95
61,401- 102,301-
128,100 155,950 35.73 6.22 7.78 9.34
128,101- 155,951-
278-450 278,450 40.38 6.71 8.39 10.06
278,451- 278,451- 43.74 7.11 8.89 10.66
Tax-free investments generally offer lower yields than taxable investments. But
for some, such as investors in high income tax brackets, the tax savings can
make up for the loss in yield. The table below shows how taxable and tax-exempt
investment returns compare for New York residents at various income levels. For
instance, if you file a single tax return and make $70,000 a year, an investment
in tax-exempt bonds at 4% annually would give you the same net income as taxable
bonds at 6.22%
BNY Hamilton Intermediate New York Tax-Exempt Fund 29
<PAGE>
PAST PERFORMANCE
The fund's year-to-year returns and pattern of price volatility are shown in the
bar chart below. Returns for the fund's single best and single worst quarters
suggest how widely performance has varied over the short term. Past performance
does not guarantee future performance.
Investor Share annual total returns(1) (%) as of 12/31/98
[Graph]
93 94 95 96 97 98
7.99 -3.81 12.08 3.47 6.19 5.04
Best quarter: Q1 '95 +5.00 Worst quarter: Q1 '94 -3.24
Year-to-date performance as of 3/31/99: 00.00%
The table below presents the fund's average annual returns over different
periods along with those of widely recognized indices.
Average annual total returns (%) as of 12/31/98*
Since
1 Year 5 Years 8/10/92
Institutional Shares(2) 5.30 4.56 4.99
Investor Shares(1) 5.04 4.47 4.92
Lehman 5 Year G.O.
Municipal Bond Index(3) 5.85 5.36 5.93
Lipper New York Intermediate
Municipal Debt Funds Index(4) 5.62 4.85 5.70
* Assumptions: $1,000 initial investment with all dividends and distributions
reinvested.
FEES AND EXPENSES
The table below outlines the fees and expenses you could expect as an investor
in this fund. "Annual Operating Expenses" come out of fund assets, and are
reflected in the total return. Since these funds are "no-load," shareholders pay
no fees or out-of-pocket expenses.
Fee table (% of average net assets)
Institutional Investor
Shares Shares
Shareholder Fees None None
Annual Operating Expenses
Management fees 0.50 0.50
Distribution (12b-1) fees -- 0.25
Other expenses 0.57 0.57
Total annual operating expenses* 1.07 1.32
* This year, the adviser has voluntarily reduced the fund's expenses as follows:
Expense reduction 0.28 0.28
Net operating expenses 0.79 1.04
The table below shows the anticipated expenses on a $10,000 investment in the
fund over different periods. All mutual funds present this information so that
you can make comparisons. Your actual costs could be higher or lower than this
example.
Expenses on a $10,000 investment* ($)
1 Year 3 Years 5 Years 10 Years
Institutional Shares 110 342 593 1,311
Investor Shares 135 421 728 1,598
* Assumptions: $10,000 original investment, all dividends and distributions
reinvested, 5% annual returns and no change in operating expenses.
- --------------------------------------------------------------------------------
1 Investor Shares commenced operations on 8/10/92.
2 Before 4/1/97, performance figures are based on the performance of Investor
Shares of the Intermediate New York Tax-Exempt Fund.
3 The Lehman Brothers 5 Year General Obligation Municipal Bond Index is an
unmanaged index of intermediate-term general obligation municipal bonds.
4 The Lipper New York Intermediate Municipal Debt Funds Index tracks the returns
(after fees) of the largest New York intermediate-term municipal bond mutual
funds. This index is included to show how the fund's performance compares with
its peers.
30 BNY Hamilton Intermediate New York Tax-Exempt Fund
<PAGE>
02/18/99
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the fund's
financial performance over the past five years. Certain information reflects
financial results for a single fund share. The total returns in the table
represent the rate that an investor would have earned (or lost) on an investment
in the fund (assuming reinvestment of all dividends and distributions). This
information has been audited by an independent accounting firm,* whose report,
along with the fund's financial statement, is included in the annual report,
which is available upon request.
Institutional Shares--Year Ended December 31, 1998 1997(1)
Per-Share Data ($)
- --------------------------------------------------------------------------------
Net asset value at beginning of period 10.52 10.16
-------------------
Income from investment operations:
Net investment income 0.41 0.31
Net realized and unrealized gain on investments 0.14 0.36
-------------------
Total income from investment operations 0.55 0.67
Dividends and distribution:
Dividends from net investment income (0.41) (0.31)
Distribution from capital gains (0.01) --
-------------------
Total dividends and distribution (0.42) (0.31)
Net asset value at end of period 10.65 10.52
-------------------
Total return (%) 5.30 6.69(2)
Ratios/Supplemental Data (%)
- --------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 31,519 30,915
Ratio of expenses (after reduction) to average net
assets 0.90 0.90(3)
Ratio of expenses (before reduction) to average net
assets 1.07 1.15(3)
Ratio of net investment income (after reduction) to
average net assets 3.85 3.98(3)
Portfolio turnover rate 24 21
<TABLE>
<CAPTION>
Investor Shares--Year Ended December 31, 1998 1997 1996 1995 1994
Per-Share Data ($)
- ---------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Net asset value at beginning of period 10.52 10.29 10.34 9.59 10.37
Income from investment operations:
Net investment income 0.38 0.39 0.40 0.39 0.39
Net realized and unrealized gain on investments 0.14 0.23 (0.05) 0.75 (0.78)
------------------------------------------------------
Total income from investment operations 0.52 0.62 0.35 1.14 (0.39)
Dividends and distribution:
Dividends from net investment income (0.38) (0.39) (0.40) (0.39) (0.39)
Distribution from capital gains (0.01) -- -- -- --
------------------------------------------------------
Total dividends and distribution (0.39) (0.39) (0.40) (0.39) (0.39)
Net asset value at end of period 10.65 10.52 10.29 10.34 9.59
------------------------------------------------------
Total return (%) 5.04 6.19 3.47 12.08 (3.81)
Ratios/Supplemental Data (%)
Net assets, end of period ($ x 1,000) 11,580 10,368 36,737 40,931 43,213
Ratio of expenses (after reduction) to average net
assets 1.15 1.02 0.90 0.90 0.85
Ratio of expenses (before reduction) to average net
assets 1.32 1.32 1.18 1.20 1.20
Ratio of net investment income (after reduction) to
average net assets 3.61 3.88 3.91 3.89 3.92
Portfolio turnover rate 24 21 22 4 18
</TABLE>
* ################# has audited the figures for 1997 and 1998. Previous years'
data were audited by Deloitte & Touche LLP.
- --------------------------------------------------------------------------------
1 Institutional shares commenced operations on 4/1/97.
2 Not annualized.
3 Annualized.
BNY Hamilton Intermediate New York Tax-Exempt Fund 31
<PAGE>
BNY HAMILTON
INTERMEDIATE
TAX-EXEMPT FUND
CUSIP Numbers:
Institutional Shares 05561M820
Investor Shares 05561M812
INVESTMENT OBJECTIVE
The fund seeks to provide income that is exempt from federal income tax while
maintaining relative stability of principal.
MANAGEMENT STRATEGY
In pursuing its goal, the fund normally invests at least 80% of its assets in
investment-grade municipal debt obligations issued by U.S. states, territories
and municipalities. Under normal market conditions, the fund maintains a
dollar-weighted average maturity between three years and ten years.
The fund invests in a diversified portfolio of investment-grade municipal
obligations. Before any security is added to the fund, it is thoroughly
evaluated for both quality and potential return. The portfolio manager relies on
internal credit research to evaluate specific municipal issuers' ability and
willingness to pay principal and interest to bondholders. Bonds are chosen based
on this analysis rather than on any private insurance features. The fund invests
in general obligation bonds, which are secured by their issuers' full faith and
credit, and revenue bonds, which are secured by specific revenue streams such as
toll collections or proceeds of a special tax.
The fund may invest in bonds of any maturity. Within the intermediate-term
range, the maturity length of the portfolio and structure of the individual
bonds held are based on the adviser's views on the direction of interest rates.
The fund normally expects to be fully invested in tax-exempt securities, but it
is permitted to invest up to 20% of its assets in fixed-income securities that
are subject to federal, state and local taxes. In abnormal market conditions,
the fund may temporarily invest more than 20% of its assets in taxable
investment-grade short-term securities such as U.S.
Treasury obligations. In these cases, the fund would not be pursuing its goal.
32 BNY Hamilton Intermediate Tax-Exempt Fund
<PAGE>
02/18/99
MAIN INVESTMENT RISKS
The value of your investment in this fund generally will fluctuate with interest
rate movements. As interest rates rise, bond prices go down. The longer the
duration of a bond, the more sharply its value will rise or fall in response to
interest rate change.
This fund's performance is affected by a variety of factors in the cities,
states and regions in which it invests. These may include economic or policy
changes, erosion of the tax base, state legislative changes, especially those
regarding taxes.
The portfolio manager's investment strategies may not work out as planned, and
the fund's performance could suffer. Any debt securities held by the fund could
be downgraded in credit rating or go into default.
A revenue bond in the fund's portfolio could default if its underlying revenue
stream fails. This could happen even while the bond issuer remains solvent.
In periods of market uncertainty, some of the portfolio's securities could prove
difficult to sell for a price that is beneficial to the fund.
WHO OWNS MUNICIPAL SECURITIES?
State and local governments and their agencies have collectively issued $1.3
trillion worth of bonds for schools, roads, hospitals, utilities and major
public works such as airports. New York is the largest state issuer with
approximately 10% of the total outstanding debt.
Interest on municipal bonds was exempted from federal income tax when the code
was first adopted in 1913. The safety of municipal securities ranks second to
U.S. Treasuries, making them a popular investment for institutions and
individuals.
[Pie Chart]
Other -- 7%
Commercial banks -- 7%
Insurance companies -- 13%
Mutual funds and trust accounts -- 74%
* Source: The Bond Market Association
BNY Hamilton Intermediate Tax-Exempt Fund 33
<PAGE>
PAST PERFORMANCE
The fund's year-to-year returns and pattern of price volatility are shown in the
bar chart below. Returns for the fund's single best and single worst quarters
suggest how widely performance has varied over the short term. Past performance
does not guarantee future performance.
Institutional Shares annual total returns(1)
(%) as of 12/31/98
89 90 91 92 93 94 95 96 97 98
9.78 6.02 9.73 7.03 8.46 -3.62 11.45 3.69 6.09 5.37
Best quarter: Q2 '89 +5.40 Worst quarter: Q1 '94 -3.78
Year-to-date performance as of 3/31/99: 00.00%
The table below presents the fund's average annual returns over different
periods along with those of widely recognized indices.
Average annual total returns (%) as of 12/31/98*
1 Year 5 Years 10 Years
Institutional Shares(1) 5.37 4.48 6.32
Investor Shares(1) 4.95 4.37 6.26
Lehman 5 Year G.O.
Municipal Bond Index(2) 5.85 5.36 6.98
Lipper Intermediate Municipal
Debt Funds Index(3) 5.62 5.13 6.91
* Assumptions: $1,000 initial investment with all dividends and distributions
reinvested.
FEES AND EXPENSES
The table below outlines the fees and expenses you could expect as an investor
in this fund. "Annual Operating Expenses" come out of fund assets, and are
reflected in the total return. Since these funds are "no-load," shareholders pay
no fees or out-of-pocket expenses.
Fee table (% of average net assets)
Institutional Investor
Shares Shares
Shareholder Fees None None
Annual Operating Expenses
Management fees 0.50 0.50
Distribution (12b-1) fees None 0.25
Other expenses 0.33 0.38
Total annual operating expenses* 0.83 1.13
*The adviser has voluntarily reduced the fund's expenses as follows:
Expense reduction 0.04 0.09
Net operating expenses 0.79 1.04
The table below shows the anticipated expenses on a $10,000 investment in the
fund over different periods. All mutual funds present this information so that
you can make comparisons. Your actual costs could be higher or lower than this
example.
Expenses on a $10,000 investment* ($)
1 Year 3 Years 5 Years 10 Years
Institutional Shares 85 266 462 1,029
Investor Shares 116 361 625 1,380
* Assumptions: $10,000 original investment, all dividends and distributions
reinvested, 5% annual returns and no change in operating expenses.
1 For Institutional Shares before 4/1/97 and for Investor Shares before 5/1/97,
performance figures are based on the performance of an unregistered Bank of
New York common trust fund that had objectives and policies substantially
similar to those of the current mutual fund. Although the figures have been
adjusted to attempt to reflect expenses associated with the mutual fund, they
are only approximations. Many other factors also reduce their reliability.
2 The Lehman Brothers 5 Year General Obligation Municipal Bond Index is an
unmanaged-index of intermediate-term general obligation municipal bonds.
3 The Lipper Intermediate Municipal Debt Funds Index tracks the returns (after
fees) of the largest tax-free municipal bond mutual funds. This index is
included to show how the fund's performance compares with its peers.
34 BNY Hamilton Intermediate Tax-Exempt Fund
<PAGE>
02/18/99
FINANCIAL HIGHLIGHTS
The financial highlights table is intended to help you understand the fund's
financial performance over the past five years. Certain information reflects
financial results for a single fund share. The total returns in the table
represent the rate that an investor would have earned (or lost) on an investment
in the fund (assuming reinvestment of all dividends and distributions). This
information has been audited by #################, whose report, along with the
fund's financial statement, is included in the annual report, which is available
upon request.
Institutional Shares--Year Ended December 31, 1998 1997(1)
Per-Share Data ($)
- --------------------------------------------------------------------------------
Net asset value at beginning of period 10.27 10.00
-----------------------
Income from investment operations:
Net investment income 0.41 0.33
Net realized and unrealized gain on investments 0.13 0.31
-----------------------
Total income from investment operations 0.54 0.64
Less distributions:
Dividends from net investment income (0.41) (0.33)
Distribution from capital gains (0.21) (0.04)
-----------------------
Total dividends and distribution (0.62) (0.37)
Net asset value at end of period 10.19 10.27
=======================
Total return (%) 5.37 6.50(3)
Ratios/Supplemental Data (%)
- --------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 270,065 269,085
Ratio of expenses to average net assets 0.83 0.81(4)
Ratio of net investment income to average net assets 4.03 4.36(4)
Portfolio turnover rate 37 30
Investor Shares--Year Ended December 31, 1998 1997(2)
Per-Share Data ($)
- --------------------------------------------------------------------------------
Net asset value at beginning of period 10.28 9.99
Income from investment operations:
Net investment income 0.38 0.27
Net realized and unrealized gain on investments 0.12 0.33
-----------------------
Total income from investment operations 0.50 0.60
Less distributions:
Dividends from net investment income (0.38) (0.27)
Distribution from capital gains (0.21) (0.04)
-----------------------
Total dividends and distribution (0.59) (0.31)
Net asset value at end of period 10.19 10.28
Total return (%) 4.95 6.08(3)
Ratios/Supplemental Data (%)
Net assets, end of period ($ x 1,000) 473 194
Ratio of expenses to average net assets 1.13 1.15(4)
Ratio of net investment income to average net assets 3.74 3.98(4)
Portfolio turnover rate 37 30
- --------------------------------------------------------------------------------
1 Institutional shares commenced operations on 4/1/97.
2 Investor shares commenced operations on 5/1/97.
3 Not annualized.
4 Annualized.
BNY Hamilton Intermediate Tax-Exempt fund 35
<PAGE>
ACCOUNT POLICIES
The following policies apply to Investor Shares only. If you want to purchase,
exchange or redeem Institutional Shares, contact your Bank of New York
representative.
DAILY NAV CALCULATION
Each fund calculates its net asset value per share (NAV) at the close of regular
trading on the New York Stock Exchange (normally 4:00 p.m. eastern time) each
day that the exchange is open. When market prices are not available, the
funds will use fair value prices as determined by the Board of Directors.
Purchase orders received before the regular close of the New York Stock Exchange
will be executed at the NAV calculated at that day's close.
Certain funds invest in securities that are traded on foreign exchanges, which
may be open when the New York Stock Exchange is closed. The value of your
investment in these funds may change on days when you will be unable to purchase
or redeem shares.
OPENING AN ACCOUNT
Minimum investment requirements
Minimum initial Minimum continuing
Account Type investment investments Minimum balance
IRA $250 $25 N/A
Regular Account $2,000* $100* $500
Automatic Investment
Program $500 $50 N/A
Note: Employees and retirees of The Bank of the New York and its affiliates, and
employees of the administrator, distributor and their affiliates may open a
regular account with $100 and make continuing investments of $25. Employees and
retirees of The Bank of New York and its affiliates may also invest through
payroll deduction. Call 800-4BNY-FND (800-426-9363) for details.
36 Account Policies
<PAGE>
02/18/99
OPENING AN ACCOUNT/PURCHASING SHARES
Open an account
Mail
Send completed new account application and a check payable directly to each
fund you want to invest in to:
BNY Hamilton Funds
P.O. Box 163310
Columbus, OH 43216-3310
For all enrollment forms, call 800-426-9363.
Add to your investment
Send a check payable directly to your fund to:
BNY Hamilton Funds, Inc.
P.O. Box 806
Newark, NJ 07101-0806
If possible, include a tear-off payment stub from one of your transaction
confirmation statements.
Open an account
Wire
The funds do not charge a fee for wire transactions, but your bank may.
Mail your completed new account application to the Ohio address above. Call the
transfer agent at 800-426-9363 for an account number.
Instruct your bank to wire funds to a new account at:
The Bank of New York
New York, NY 10286
ABA: 021000018
BNY Hamilton Funds
DDA 8900275847
Attn: [your fund]
Ref: [your name, account number and taxpayer ID]
Add to your investment
Instruct your bank to wire funds to:
The Bank of New York
New York, NY 10286
ABA: 021000018
BNY Hamilton Funds
DDA 8900275847
Attn: [your fund]
Ref: [your name, account number and taxpayer ID]
Open an account
Dealer
Note: a broker-dealer may charge a fee.
Contact your broker-dealer.
Add to your investment
Contact your broker-dealer.
Open an account
Automatic Investment Program
Automatic investments are withdrawn from your bank account on a monthly or
biweekly basis.
Make an initial investment of at least $500 by whatever method you choose. Be
sure to fill in the information required in section 7 of your new account
application.
Your bank must be a member of the ACH (Automated Clearing House) system.
Add to your investment
Once you specify a dollar amount (minimum $50), investments are automatic.
You can modify or terminate this service at any time by mailing a notice to:
BNY Hamilton Funds
P.O. Box 163310
Columbus, OH 43216-3310
Purchases by personal check Checks or money orders should be in U.S. dollars and
payable to the specific fund you wish to invest in. The funds do not accept
third-party checks. In addition, you may not redeem shares purchased by check
until your original purchase clears, which may take up to ten business days.
Wire transactions The adviser does not charge a fee for wire transfers from your
bank to the funds. However, your bank may charge a service fee for wiring funds.
Account Policies 37
<PAGE>
MAKING EXCHANGES/REDEEMING SHARES
To exchange shares between mutual funds (minimum $500)
Phone
Call 800-426-9363.
To redeem shares
Call 800-426-9363.
The proceeds can be wired to your bank account two business days after your
redemption request, or a check can be mailed to you at the address of record on
the following business day.
To exchange shares between mutual funds (minimum $500)
Mail
Your instructions should include:
o your account number
o names of the funds and number of shares or dollar amount you want to
exchange.
To redeem shares
Your instructions should include:
o your account number
o names of the funds and number of shares or dollar amount you want to exchange.
A signature guarantee is required whenever:
o you redeem more than $50,000
o you want to send the proceeds to a different address
o you have changed your account address within the last 60 days
To exchange shares between mutual funds (minimum $500)
Dealer
Contact your broker-dealer.
To redeem shares
Contact your broker-dealer.
To exchange shares between mutual funds (minimum $500)
Systematic Withdrawal
Requires $10,000 minimum fund balance
To redeem shares
You can choose from several options for monthly, quarterly, semi-annual or
annual withdrawals:
o declining balance
o fixed dollar amount
o fixed share quantity
o fixed percentage of your account
Call 800-426-9363 for details.
38 Account Policies
<PAGE>
02/18/99
MAKING EXCHANGES/ REDEEMING SHARES
As with purchase orders, redemption requests received before the regular close
of the New York Stock Exchange will be executed at the offering price calculated
at that day's close.
Minimum account balances If your account balance falls below $500 due to
redemptions, rather than market movements, the fund may give you 60 days to
bring the balance back up. If you do not increase your balance, the fund may
close your account and send you the proceeds.
Exchange minimums You may exchange shares of the same class between funds. From
the perspective of tax liability, an exchange is the same as a redemption from
one fund and purchase of another, meaning that you are likely to generate a
capital gain or loss when you make an exchange. Shares to be exchanged must have
a value of at least $500. If you will be investing in a new fund, you must also
exchange enough shares to meet the minimum balance requirement.
Signature guarantees You can get a signature guarantee from many brokers and
from some banks, savings institutions and credit unions. A notary public cannot
provide a signature guarantee.
DISTRIBUTIONS AND TAX CONSIDERATIONS
Each fund pays monthly dividends, if any, and capital gains distribution, if
any, approximately 10 calendar days before month end. Distributions are
automatically paid in the form of additional fund shares. Notify the transfer
agent in writing to:
o choose to receive dividends or distributions (or both) in cash
o change your options
Your tax liability is the same regardless of which option you choose.
Type of Distribution Federal Tax Status
Dividends from net ordinary income
investment income
Short-term capital gains ordinary income
Long-term capital gains capital gain
Tax-free dividends tax-free
None of the tax-exempt funds in this prospectus intends to invest in securities
whose income is subject to the alternative minimum tax. These dividends may,
however, be subject to state or local income taxes.
Distributions from the fixed-income funds are expected to be primarily ordinary
income from dividends, while distributions from the equity funds are expected to
be primarily capital gains.
The funds issue detailed annual tax information statements for each investor,
recording all distributions and redemptions for the preceding year. Any investor
who does not provide a valid Social Security or taxpayer identification number
to the funds may be subject to federal backup withholding tax.
Whenever you redeem or exchange shares, you are likely to generate a capital
gain or loss, which will be short- or long-term depending on how long you held
the shares.
If you invest in a fund shortly before an expected taxable dividend or capital
gain distribution, you may end up getting part of your investment back right
away in the form of taxable income.
You should consult your tax adviser about your own particular tax situation.
Account Policies 39
<PAGE>
INVESTMENT ADVISER
The investment adviser of these funds, The Bank of New York, was founded by
Alexander Hamilton in 1784 and is one of the largest commercial banks in the
United States, with over $66.6 billion in assets. The Bank of New York began
offering investment services in the 1830s and today manages more than $48.4
billion in investments for institutions and individuals.
Adviser compensation The adviser is responsible for all business activities and
investment decisions for the funds. In return for these services, each fund pays
the adviser an annual fee.
PORTFOLIO MANAGERS
The day-to-day management of the funds is handled by teams of investment
professionals under the leadership of the portfolio managers, who are described
below.
BNY Hamilton Equity Income Fund Robert G. Knott, Jr., is a vice president of the
adviser. He has managed the fund since its inception in 1992. He joined the
adviser in 1966 and has been managing assets since 1969.
BNY Hamilton Large Cap Growth Fund Charles Goodfellow is a vice president of the
adviser and has managed the fund since its inception in 1997. He has been
managing common trust funds since he joined the adviser in 1989.
BNY Hamilton Small Cap Growth Fund John C. Lui is a vice president of the
adviser and has managed the fund since its inception in 1997. He joined the
adviser in 1995 and has been managing assets since 1987. Before joining the
adviser, Mr. Lui managed global equity and bond portfolios for Barclays Global
Asset Management.
BNY Hamilton International Equity Fund Indocam, a subsidiary of Credit Agricole,
is the subadviser for this fund. Mary Clare Bland is a vice president of the
adviser and has managed the fund since 1998, when she joined the adviser. Before
that, Ms. Bland was a loan markets analyst for Loan Pricing Corporation, taught
economics at the University of Gdansk in Poland and completed her doctorate in
economics at Indiana University.
BNY Hamilton Intermediate Government Fund William D. Baird is a vice president
of the adviser, specializing in government, mortgage-backed and asset-backed
security analysis. He has managed the fund since 1997. He joined the adviser in
1993 and has been managing assets since 1981.
BNY Hamilton Intermediate Investment Grade Fund Christopher M. Capone is a vice
president of the adviser and is responsible for managing various fixed-income
investments. He has managed the fund since 1997 and joined the adviser in 1988.
BNY Hamilton Intermediate New York Tax-Exempt Fund Colleen M. Frey is a vice
president of the adviser and group head of the tax-exempt bond management
division. She has managed the fund since its inception in 1992 and joined the
adviser in 1967.
BNY Hamilton Intermediate Tax-Exempt Fund Jeffrey B. Noss is a vice president of
the adviser and has managed the fund since its inception in 1997. He has managed
other tax-exempt portfolios for the adviser's tax-exempt bond management
division since 1987.
40 Account Policies
<PAGE>
2/18/99
YEAR 2000 (Y2K) COMPLIANCE
The Year 2000, or Y2K, problem refers to the inability of many computer systems
to distinguish the year 2000 from the year 1900. The funds' operations, and
therefore their shareholders, could be adversely affected if the computer
systems used by the funds, their service providers and other entities with
computer systems linked to the funds do no properly recognize and process
January 1, 2000 and later dates. The Bank of New York has worked actively to
avoid the Y2K problem on its own software systems, and it is obtaining
assurances from its outside service providers that they are taking similar
steps. It is not certain, however, that these actions will be adequate to
prevent these problems from adversely impacting the funds or their shareholders.
Furthermore, the net asset value of the funds may decline due to the Y2K
problem's effect on either issuers of securities held by the fund or the
securities market generally.
Account Policies 41
<PAGE>
NOTES
42 Notes
<PAGE>
02/18/99
Notes 43
<PAGE>
FOR MORE INFORMATION
Annual and Semi-Annual Reports These include commentary from the fund managers
on the market conditions and investment strategies that significantly affected
the fund's performance, detailed performance data, a complete inventory of the
funds' securities and a report from the funds' auditor.
Statement of Additional Information (SAI) The SAI contains more detailed
disclosure on features and policies of the funds. A current SAI has been filed
with the Securities and Exchange Commission and is incorporated by reference
into this document (that is, it is legally a part of this prospectus).
You can obtain these documents free of charge, make inquiries or request other
information about the funds by contacting your dealer or:
BNY Hamilton Funds
P.O. Box 163310
Columbus, OH 43216-3310
800-426-9363 (800-4BNY-FND)
Information is also available from the SEC:
Securities and Exchange Commission
450 Fifth Street NW
Washington,
DC 20549-6009
www.sec.gov
For information on the operation of the SEC's public reference room, where
documents may be viewed and copied, call:
1-800-SEC-0330
Note: The SEC requires a duplicating fee for
paper copies.
SEC File Number: 811-6654
XXXXXXXX
<PAGE>
BNY HAMILTON FUNDS, INC.
Statement of Additional Information
BNY Hamilton Money Fund
BNY Hamilton Treasury Money Fund
BNY Hamilton Equity Income Fund
BNY Hamilton Large Cap Growth Fund
BNY Hamilton Small Cap Growth Fund
BNY Hamilton International Equity Fund
BNY Hamilton Intermediate Government Fund
BNY Hamilton Intermediate Investment Grade Fund
BNY Hamilton Intermediate New York Tax-Exempt Fund
BNY Hamilton Intermediate Tax-Exempt Fund
April 30, 1999
THIS STATEMENT OF ADDITIONAL INFORMATION IS NOT A PROSPECTUS, BUT
CONTAINS ADDITIONAL INFORMATION ABOUT THE FUNDS LISTED ABOVE WHICH SHOULD
BE READ IN CONJUNCTION WITH THE RELEVANT PROSPECTUS, EACH DATED APRIL 30,
1999, AS SUPPLEMENTED FROM TIME TO TIME, WHICH MAY BE OBTAINED UPON
REQUEST FROM BNY HAMILTON DISTRIBUTORS, INC., 125 WEST 55TH STREET, NEW
YORK, NEW YORK 10019 ATTENTION: BNY HAMILTON FUNDS, INC., 1-800-426-9363.
<PAGE>
Table of Contents
<TABLE>
<CAPTION>
Page
Money Market Funds
-------------------------------------------------------
Hamilton Hamilton
Hamilton Premier Classic
Shares Shares Shares
Prospectus Prospectus Prospectus
--------------- --------------- --------------
<S> <C> <C> <C> <C>
General................................... 3
Investment Objectives and Policies........ 3 5 5 3
Investment Restrictions................... 28 10 10 8
Directors and Officers.................... 36 11 11 9
Investment Adviser........................ 40 11 11 10
Administrator............................. 43 11 11 10
Distributor............................... 44 12 12 11
Fee Waivers............................... 13 14 13
Fund, Shareholder and Other Services...... 46 12 12 11
Purchase of Shares........................ 46 13 15 18
Redemption of Shares...................... 47 15 16 19
Exchange of Shares........................ 48 16 17 20
Dividends and Distributions............... 48 17 18 21
Net Asset Value........................... 49 18 19 21
Performance Data.......................... 51
Portfolio Transactions and Brokerage...... 55
Description of Shares..................... 58 18 20 22
Taxes..................................... 61 19 20 22
Special Considerations Relating to
Investments in New York Municipal
Obligations............................ 66
Additional Information.................... 83 20 21 23
Financial Statements...................... 84
Appendix A--Description of Securities
Ratings................................ 85
</TABLE>
1
<PAGE>
Table of Contents
<TABLE>
<CAPTION>
Page
Tax-
Taxable Exempt
Fixed Fixed
Equity Income Income
Funds Funds Funds
Prospectus Prospectus Prospectus
-------------- --------------- ---------------
<S> <C> <C> <C> <C>
General................................... 3
Investment Objectives and Policies........ 3 9 5 5
Investment Restrictions................... 28 20 14 17
Directors and Officers.................... 36 21 15 18
Investment Adviser........................ 40 21 15 18
Administrator............................. 43 22 15 18
Distributor............................... 44 23 16 19
Fee Waivers............................... 25 19 21
Fund, Shareholder and Other Services...... 46 24 17 20
Purchase of Shares........................ 46 26 19 22
Redemption of Shares...................... 47 30 23 26
Exchange of Shares........................ 48 32 26 28
Dividends and Distributions............... 48 32 26 29
Net Asset Value........................... 49 33 27 29
Performance Data.......................... 51
Portfolio Transactions and Brokerage...... 55
Description of Shares..................... 58 34 28 30
Taxes..................................... 61 35 28 31
Special Considerations Relating to Investments 7
in New York Municipal Obligations...... 66
Additional Information.................... 83 36 29 32
Financial Statements...................... 84
Appendix A--Description of Securities
Ratings................................ 85
</TABLE>
2
<PAGE>
- --------------------------------------------------------------------------------
GENERAL
BNY Hamilton Funds, Inc. is an open-end investment company, currently
consisting of ten series: BNY Hamilton Money Fund, BNY Hamilton Treasury
Money Fund, BNY Hamilton Equity Income Fund, BNY Hamilton Large Cap
Growth Fund, BNY Hamilton Small Cap Growth Fund, BNY Hamilton
International Equity Fund, BNY Hamilton Intermediate Government Fund, BNY
Hamilton Intermediate Investment Grade Fund, BNY Hamilton Intermediate
New York Tax-Exempt Fund and BNY Hamilton Tax-Exempt Fund (individually,
a "Fund" and collectively, the "Funds"). The Bank of New York (the
"Adviser") will serve as investment adviser to each of the Funds. This
Statement of Additional Information provides additional information with
respect to the Funds and should be read in conjunction with the current
Prospectus relating to each Fund. The Funds' executive offices are
located at 3435 Stelzer Road, Columbus, Ohio 43219-3035.
- -------------------------------------------------------------------------------
INVESTMENT OBJECTIVES AND POLICIES
BNY Hamilton Money Fund (the "Money Fund") is designed to be an
economical and convenient means of making substantial investments in
money market instruments. The Fund's investment objective is to earn as
high a level of current income as is consistent with preservation of
capital and maintenance of liquidity by investing in high quality money
market instruments. The Fund will attempt to accomplish this objective by
maintaining a dollar-weighted average portfolio maturity of not more than
90 days and by investing in United States dollar-denominated securities
described in each Prospectus for each class of shares of BNY Hamilton
Money Fund and in this Statement of Additional Information that meet
certain rating criteria, present minimal credit risks and have remaining
maturities of 397 days or less. See "Quality and Diversification
Requirements".
BNY Hamilton Treasury Money Fund (the "Treasury Money Fund") is designed
to be an economical and convenient means of investing in securities
issued or guaranteed by the United States Government and in securities
fully collateralized by issues of the United States Government. The
Fund's investment objective is to earn as high a level of current income
as is consistent with preservation of capital and maintenance of
liquidity by investing solely in short-term obligations of the United
States Treasury and repurchase agreements fully collateralized by
obligations of the United States Treasury. The Fund will only invest in
money market securities issued or guaranteed by the U.S. Government,
including but not limited to securities subject to repurchase agreements
secured by U.S. Government obligations. Securities issued or guaranteed
by the U.S. Government include U.S. Treasury securities which differ in
their interest rates, maturities, and times of issuance. In accordance
with Rule 2a-7 under the Investment Company Act of 1940, the Fund will
maintain a dollar-weighted average maturity of 90 days or less and will
only purchase securities having remaining maturity of 397 days or less.
See "Quality and Diversification Requirements".
3
<PAGE>
BNY Hamilton Equity Income Fund (the "Equity Income Fund") is designed
for conservative investors who are interested in participating in the
equity markets while receiving current income greater than the yield of
the Standard & Poor's 500 Index. The Fund's investment objective is to
provide long-term capital appreciation with a yield greater than the
yield of the Standard & Poor's 500 Index. The Fund will invest primarily in
common stock and convertible securities of domestic and foreign corporations. In
connection with its investment objectives, the Fund seeks to achieve capital
appreciation in excess of the market average represented by the Standard &
Poor's 500 Index. During periods of rapid market capital appreciation, the
effect of the Fund's dual investment objectives will likely be that the net
asset value of the Fund will not rise as rapidly as the market generally.
Conversely, during periods of rapid market depreciation, the Fund's net asset
value would not be expected to decline as rapidly as the market.
BNY Hamilton Large Cap Growth Fund (the "Large Cap Growth Fund") is
designed as an economical and convenient means of investing primarily in
the stocks of domestic and foreign institutions. The Fund's investment
objective is to provide long-term capital appreciation by investing
primarily in common stocks and securities convertible to common stocks;
current income is a secondary objective. During times of adverse market
and/or economic conditions the Fund may invest in securities with a high
enough yield to offer possible resistance to downward market and/or
economic pressure. In selecting securities for the Fund, a focus will be
given to securities of corporations perceived to have a relatively high
potential for growth of earnings and/or revenues. The Fund currently
considers large cap corporations to be those with market capitalization
of $3 billion or greater. In normal circumstances the Fund will invest at
least 65% of its assets in such equity securities.
BNY Hamilton Small Cap Growth Fund (the "Small Cap Growth Fund") is
designed for investors who are interested in obtaining capital growth by
investing in stocks of smaller corporations. The Small Cap Growth Fund's
investment objective is to provide long-term capital appreciation by
investing primarily in equity securities of small domestic and foreign
corporations. In selecting securities for the Small Cap Growth Fund a
focus will be given to securities of corporations perceived as having
potential for rapid growth in earnings or revenues due to expanded
operations, new products, new technologies, new channels of distribution,
revitalized management, general industry condition or other similar
advantageous circumstances. Current income will not be a consideration.
The Fund currently considers small corporations to be those with market
capitalization of $1.5 billion or less. In normal circumstances the Small
Cap Growth Fund will invest at least 65% of the value of its total assets
in such equity securities.
BNY Hamilton International Equity Fund (the "International Equity Fund")
is designed for more aggressive investors who wish to participate in
foreign markets. The Fund's investment objective is to provide long-term
capital appreciation through investing primarily in equity securities of
non-U.S. issuers. In normal circumstances, the Fund will invest in
securities principally traded in countries outside the United States. The
Fund may at any time include American Depository Receipts which are
United States securities representing foreign securities that are
deposited with foreign custodians or foreign branches of U.S. commercial
banks;
4
<PAGE>
American Depository Receipts are traded in U.S. dollars on national exchanges
and in over-the-counter markets. At any given time the Fund may invest 50% of
its assets in the securities principally traded in any one country, although
the Fund will ordinarily invest at least 65% of its total assets in at least
three (3) countries.
BNY Hamilton Intermediate Government Fund (the "Intermediate Government
Fund") is designed for conservative bond investors looking for a
relatively stable, high quality investment. See "Quality and
Diversification Requirements". The Fund's investment objective is to earn
as high a level of current income as is consistent with the preservation
of capital, moderate stability in net asset value and minimal credit
risk. The Fund will invest in obligations issued or guaranteed by the
United States Government and backed by the full faith and credit of the
United States. The Fund may also invest in obligations issued or
guaranteed by United States Government agencies or instrumentalities,
where the Fund must look principally to the issuing or guaranteeing
agency for ultimate repayment. The Fund may purchase or sell financial
futures contracts and options in an effort to reduce the volatility of
its portfolio, moderate market risk and minimize fluctuations in net
asset value. For a discussion of these investments, see "Hedging
Activities".
BNY Hamilton Intermediate Investment Grade Fund (the "Intermediate
Investment Grade Fund") is designed for bond investors who wish to invest
in debt obligations of both domestic and foreign corporations and
governments. The Intermediate Investment Grade Fund's investment
objective is to earn as high a level of current income as is consistent
with preservation of capital, moderate stability in net asset value and
maintenance of liquidity. In an effort to attain its investment
objective, the Fund will invest primarily in debt obligations of domestic
corporations, foreign corporations and foreign governments, as well as
obligations issued or guaranteed by the United States Government and its
agencies and instrumentalities. The debt securities the Fund invests in
will have ratings of at least investment grade quality, which would be a
rating no lower than BBB by Standard & Poor's Ratings Group ("S&P") and
Baa by Moody's Investors Services, Inc. ("Moody's"), or, if not rated,
such determined by the Adviser. In normal circumstances, the Fund will
invest at least 65% of its net assets in debt obligations of the
above-mentioned entities, but may at any time as determined appropriate
by the Adviser invest a substantial portion of the net assets in cash or
cash equivalents.
BNY Hamilton Intermediate New York Tax-Exempt Fund (the "Intermediate New
York Tax-Exempt Fund") is designed to be an economical and convenient
means of making substantial investments in debt obligations that are
exempt from federal, New York State and New York City income tax. The
Fund's investment objective is to provide investors with income that is
exempt from federal, New York State and New York City income taxes while
maintaining relative stability of principal. The Fund will invest
primarily in bonds issued by the State of New York and its political
subdivisions and by Puerto Rico and its political subdivisions. During
normal market conditions, the Adviser will attempt to invest 100%, and as
a fundamental policy at least 80%, of the Fund's total assets in bonds
and notes that are exempt from federal, New York State and New York City
income taxes. There may be occasions, due to market conditions or supply
limitations, when such securities are not available. In these situations,
the Adviser may invest in other fixed income securities that may be subject to
federal,
5
<PAGE>
New York State or New York City income taxes. Such investments would be
considered temporary. The Adviser will invest a portion of the Fund's assets in
short-term investments to provide liquidity. Investments in short-term
investments may be increased for defensive purposes if, in the opinion of the
Adviser, market conditions so warrant. The Fund seeks to maintain a current
yield that is greater than that obtainable from a portfolio of short-term
tax-exempt obligations, subject to certain quality restrictions. See "Quality
and Diversification Requirements". The Fund may seek to moderate market risk and
minimize fluctuations in its net asset value per share through the use of
financial futures contracts and options. See "Hedging Activities".
BNY Hamilton Intermediate Tax-Exempt Fund (the "Intermediate Tax-Exempt
Fund") is designed to be an economical and convenient means of making
substantial investments in debt obligations that are exempt from federal
income tax. A portion of the income recognized by the Intermediate
Tax-Exempt Fund may be exempt from state or local income tax as well;
consult with your tax adviser for details. The Intermediate Tax-Exempt
Fund's investment objective is to provide income that is exempt from
federal income taxes while maintaining relative stability of principal.
The Fund will attempt to invest 100%, and as a fundamental policy will
invest at least 80%, of its net assets in such investments. The
securities purchased by the Fund will be limited to be investment grade,
which means that investments cannot be rated lower than BBB by S&P and
Baa by Moody's. If the securities are not rated, the investment adviser
is to determine whether they are equivalent to investment grade
securities at the time of purchase. At any time, as deemed appropriate by
the Adviser, the Fund may hold a substantial portion of its net assets in
cash. The Fund may seek to moderate market risk and minimize fluctuations
in its net asset value per share through the use of financial futures and
options. See "Hedging Activities".
Throughout this Statement of Additional Information, the Money Fund and
the Treasury Money Fund are collectively referred to as the "Money Market
Funds"; the Equity Income Fund, the Large Cap Growth Fund, the Small Cap
Growth Fund, and the International Equity Fund are collectively referred
to as the "Equity Funds"; the Intermediate Government Fund and the
Intermediate Investment Grade Fund are collectively referred to as the
"Taxable Fixed Income Funds"; and the Intermediate New York Tax-Exempt
Fund and the Intermediate Tax-Exempt Fund are collectively referred to as
the "Tax-Exempt Fixed Income Funds".
The following discussion supplements the information regarding investment
objectives and policies of the respective Funds as set forth above and in
their respective prospectuses.
Government and Money Market Instruments
As discussed in the Prospectuses, each Fund may invest in money market
instruments to the extent consistent with its investment objectives and
policies. A description of the various types of money market instruments
that may be purchased by the Funds appears below. See "Quality and
Diversification Requirements".
6
<PAGE>
United States Government Obligations. Each of the Funds may invest in
obligations issued or guaranteed by the United States Government or by its
agencies or instrumentalities. Obligations issued or guaranteed by federal
agencies or instrumentalities may or may not be backed by the "full faith and
credit" of the United States. Securities that are backed by the full faith and
credit of the United States include Treasury bills, Treasury notes, Treasury
bonds, and obligations of the Government National Mortgage Association, the
Farmers Home Administration, and the Export-Import Bank. In the case of
securities not backed by the full faith and credit of the United States, each
Fund must look principally to the agency issuing or guaranteeing the
obligation for ultimate repayment and may not be able to assert a claim
against the United States itself in the event the agency or instrumentality
does not meet its commitments. Securities in which each Fund may invest that
are not backed by the full faith and credit of the United States include, but
are not limited to, obligations of the Tennessee Valley Authority, the Federal
National Mortgage Association and the United States Postal Service, each of
which has the right to borrow from the United States Treasury to meet its
obligations, and obligations of the Federal Farm Credit System and the Federal
Home Loan Banks, both of whose obligations may be satisfied only by the
individual credits of each issuing agency.
Foreign Government Obligations. Except for the Treasury Money Fund, each
of the Funds, subject to its applicable investment policies, may also
invest in short-term obligations of foreign sovereign governments or of
their agencies, instrumentalities, authorities or political subdivisions.
These securities may be denominated in United States dollars or, in the
case of the Equity Funds and Intermediate Investment Grade Fund, in
another currency. See "Foreign Investments".
Bank Obligations. Except for the Treasury Money Fund, each of the Funds,
unless otherwise noted in its relevant Prospectus or below, may invest in
negotiable certificates of deposit, time deposits and bankers'
acceptances of (i) banks, savings and loan associations and savings banks
that have more than $2 billion in total assets and are organized under
the laws of the United States or any state, (ii) foreign branches of
these banks or of foreign banks of equivalent size ("Euros") and (iii)
United States branches of foreign banks of equivalent size ("Yankees").
The Funds will not invest in obligations for which the Adviser, or any of
its affiliated persons, is the ultimate obligor or accepting bank. Each
of the Funds, other than the Tax-Exempt Fixed Income Funds, may also
invest in obligations of international banking institutions designated or
supported by national governments to promote economic reconstruction,
development or trade between nations (e.g., the European Investment Bank,
the Inter-American Development Bank, or the World Bank).
Commercial Paper. Except for the Treasury Money Fund, each of the Funds
may invest in commercial paper, including Master Notes. Master Notes are
obligations that provide for a periodic adjustment in the interest rate
paid and permit daily changes in the amount borrowed. Master Notes are
governed by agreements between the issuer and the Adviser acting as
agent, for no additional fee, in its capacity as investment adviser to
the Funds and as fiduciary for other clients for whom it exercises
investment discretion. The monies loaned to the borrower come from
accounts maintained with or managed by the Adviser or its affiliates
pursuant to arrangements with such accounts. Interest and principal
payments are credited to such accounts.
7
<PAGE>
The Adviser, acting as a fiduciary on behalf of its clients, has the right to
increase or decrease the amount provided to the borrower under an obligation.
The borrower has the right to pay without penalty all or any part of the
principal amount then outstanding on an obligation together with interest to
the date of payment.
Since these obligations typically provide that the interest rate is tied to
the Treasury bill auction rate, the rate on Master Notes is subject to change.
Repayment of Master Notes to participating accounts depends on the ability of
the borrower to pay the accrued interest and principal of the obligation on
demand which is continuously monitored by the Adviser. Since Master Notes
typically are not rated by credit rating agencies, the Funds may invest in
such unrated obligations only if at the time of an investment the obligation
is determined by the Adviser to have a credit quality that satisfies such
Fund's quality restrictions. See "Quality and Diversification Requirements".
Although there is no secondary market for Master Notes, such obligations are
considered by the Funds to be liquid because they are payable immediately upon
demand. The Funds do not have any specific percentage limitation on
investments in Master Notes.
Repurchase Agreements. Each of the Funds may enter into repurchase
agreements with brokers, dealers or banks that meet the credit guidelines
approved by the Board of Directors of BNY Hamilton Funds, Inc. (the
"Directors"). In a repurchase agreement, a Fund buys a security from a
seller that has agreed to repurchase the same security at a mutually
agreed upon date and price. The resale price is normally in excess of the
purchase price, reflecting an agreed upon interest rate. This interest
rate is effective for the period of time the Fund is invested in the
agreement and is not related to the coupon rate on the underlying
security. A repurchase agreement may also be viewed as a fully
collateralized loan of money by a Fund to the seller. The period of these
repurchase agreements will usually be short, from overnight to one week,
and at no time will the Funds invest in repurchase agreements for more
than one year. The securities that are subject to repurchase agreements,
however, may have maturity dates in excess of one year from the effective
date of the repurchase agreement. The Funds will always receive
securities as collateral whose market value is, and during the entire
term of the agreement remains, at least equal to 100% of the dollar
amount invested by the Funds in each agreement plus accrued interest, and
the Funds will make payment for such securities only upon physical
delivery or upon evidence of book entry transfer to the account of the
Funds' custodian. If the seller defaults, a Fund might incur a loss if
the value of the collateral securing the repurchase agreement declines
and might incur disposition costs in connection with liquidating the
collateral. In addition, if bankruptcy proceedings are commenced with
respect to the seller of the security, realization upon the collateral by
a fund may be delayed or limited. See "Investment Restrictions" in the
Prospectuses and this Statement of Additional Information.
Corporate Bonds and Other Debt Securities
As discussed in the Prospectus for the Taxable Fixed Income Funds, the
Intermediate Government Fund and Intermediate Investment Grade Fund may
invest in bonds and other debt securities of domestic issuers to the
extent consistent with their investment objectives and policies. A
description of these investments appears in the Prospectus for the
Taxable Fixed
8
<PAGE>
Income Funds and below. See "Quality and Diversification Requirements". For
information on short-term investments in these securities, see "Money Market
Instruments".
Asset-Backed Securities. Asset-backed securities directly or indirectly
represent a participation interest in, or are secured by and payable
from, a stream of payments generated by particular assets such as motor
vehicle or credit card receivables. Payments of principal and interest
may be guaranteed up to certain amounts and for a certain time period by
a letter of credit issued by a financial institution unaffiliated with
the entities issuing the securities. The asset-backed securities in which
a Fund may invest are subject to the Fund's overall credit requirements.
Asset-backed securities in general, however, are subject to certain
risks. Most of these risks are related to limited interests in applicable
collateral. For example, credit card debt receivables are generally
unsecured and the debtors are entitled to the protection of a number of
state and federal consumer credit laws, many of which give such debtors
the right to set off certain amounts on credit card debt, thereby
reducing the balance due. Additionally, if the letter of credit is
exhausted, holders of asset-backed securities may also experience delays
in payments or losses if the full amounts due on underlying sales
contracts are not realized.
Mortgage-Backed Securities. Mortgage-backed securities are often subject
to more rapid repayment than their stated maturity date would indicate as
a result of the pass-through of prepayments of principal on the
underlying mortgage obligations. During periods of declining interest
rates, prepayment of mortgages underlying mortgage-backed securities can
be expected to accelerate. Accordingly, a Fund's ability to maintain
positions in mortgage-backed securities will be affected by reductions in
the principal amount of such securities resulting from such prepayments,
and its ability to reinvest the returns of principal at comparable yields
is subject to generally prevailing interest rates at that time. A Fund's
net asset value per share for each class will vary with changes in the
values of its portfolio securities. To the extent that a Fund invests in
mortgage-backed securities, such values will vary with changes in market
interest rates generally and the differentials in yields among various
kinds of mortgage-backed securities.
Tax-Exempt Obligations
As discussed in the Prospectus for the Tax-Exempt Fixed Income Funds, the
Intermediate New York Tax-Exempt Fund and the Intermediate Tax-Exempt
Fund may invest in tax-exempt obligations to the extent consistent with
the Fund's investment objective and policies. A description of the
various types of tax-exempt obligations that the Tax-Exempt Fixed Income
Funds may purchase appears below. See "Quality and Diversification
Requirements".
Municipal Bonds. Municipal bonds are debt obligations issued by the
states, territories and possessions of the United States and the District
of Columbia, by their political subdivisions and by duly constituted
authorities and corporations. For example, states, territories,
possessions and municipalities may issue municipal bonds to raise funds
for various public purposes such as airports, housing, hospitals, mass
transportation, schools, water and sewer works. They may also issue
municipal bonds to refund outstanding obligations and to meet general
operating expenses. Public authorities issue municipal bonds to obtain
funding for privately operated
9
<PAGE>
facilities, such as housing and pollution control facilities, for industrial
facilities and for water supply, gas, electricity and waste disposal
facilities.
Municipal bonds may be general obligation or revenue bonds. General
obligation bonds are secured by the issuer's pledge of its full faith,
credit and taxing power for the payment of principal and interest.
Revenue bonds are payable from revenues derived from particular
facilities, from the proceeds of a special excise tax or from other
specific revenue sources. They are not usually payable from the general
taxing power of a municipality.
Municipal Notes. Municipal notes are subdivided into three categories of
short-term obligations: municipal notes, municipal commercial paper and
municipal demand obligations.
Municipal notes are short-term obligations with a maturity at the time of
issuance normally ranging up to one year. The principal types of
municipal notes include tax anticipation notes, bond anticipation notes,
revenue anticipation notes, grant anticipation notes and project notes.
Notes sold in anticipation of collection of taxes, a bond sale, or
receipt of other revenues are usually general obligations of the issuing
municipality or agency.
Municipal commercial paper typically consists of very short-term,
unsecured, negotiable promissory notes that are sold to meet the seasonal
working capital or interim construction financing needs of a municipality
or agency. While these obligations are intended to be paid from general
revenues or refinanced with long-term debt, they frequently are backed by
letters of credit, lending agreements, note repurchase agreements or
other credit facility agreements offered by banks or institutions.
Municipal demand obligations are subdivided into two types: Variable Rate
Demand Notes and Master Notes.
Variable Rate Demand Notes are tax-exempt municipal obligations or
participation interests that provide for a periodic adjustment in the
interest rate paid on the notes. They permit the holder to demand payment
of the notes, or to demand purchase of the notes at a purchase price
equal to the unpaid principal balance plus accrued interest, either
directly by the issuer or by drawing on a bank letter of credit or
guaranty issued with respect to such note. The issuer of the Variable
Rate Demand Note may have a corresponding right to prepay at its
discretion the outstanding principal of the note plus accrued interest
upon notice comparable to that required for the holder to demand payment.
The Variable Rate Demand Notes in which each Fund may invest are payable,
or are subject to purchase, on demand usually on notice of seven calendar
days or less. The terms of the notes will provide that interest rates are
adjustable at intervals ranging from daily to six months, and the
adjustments are usually based upon the prime rate of a bank or other
appropriate interest rate index specified in the respective notes.
Master Notes are tax-exempt municipal obligations that provide for a
periodic adjustment in the interest rate paid and permit daily changes in
the amount borrowed. The interest on such obligations is, in the opinion
of counsel for the borrower, exempt from federal income tax. For a
description of the attributes of Master Notes, see "Money Market
Instruments" above. Although
10
<PAGE>
there is no secondary market for Master Notes, such obligations are considered
by each Fund to be liquid because they are payable immediately upon demand.
The Funds have no specific percentage limitations on investments in Master
Notes.
Puts. The Tax-Exempt Fixed Income Funds may purchase, without limit,
municipal bonds or notes together with the right to resell the bonds or
notes to the seller at an agreed price or yield within a specified period
prior to the maturity date of the bonds or notes. In addition, the
Taxable Fixed Income Funds may purchase notes together with the rights
described above. Such a right to resell is commonly known as a "put". The
aggregate price for bonds or notes with puts may be higher than the price
for bonds or notes without puts. Consistent with a Fund's investment
objective and subject to the supervision of the Directors, the purpose of
this practice is to permit a Fund to be fully invested in securities
(tax-exempt securities in the case of the Tax-Exempt Fixed Income Funds)
while preserving the necessary liquidity to purchase securities on a
when-issued basis, to meet unusually large redemptions, and to purchase
at a later date securities other than those subject to the put. The
principal risk of puts is that the writer of the put may default on its
obligation to repurchase. The Adviser will monitor each writer's ability
to meet its obligations under puts.
Puts may be purchased as a feature of the underlying bond or note, or as
an independent security. When a Tax-Exempt Fixed Income Fund or a Taxable
Fixed Income Fund purchases puts as independent securities, it may
exercise the puts prior to their expiration date in order to fund
obligations to purchase other securities or to meet redemption requests.
These obligations may arise during periods in which proceeds from sales
of Fund shares and from recent sales of portfolio securities are
insufficient to meet obligations or when the funds available are
otherwise allocated for investment. In addition, puts may be exercised
prior to the expiration date in order to take advantage of alternative
investment opportunities or in the event the Adviser revises its
evaluation of the creditworthiness of the issuer of the underlying
security. In determining whether to exercise puts prior to their
expiration date and in selecting which puts to exercise, the Adviser will
consider the amount of cash available to the Fund, the expiration dates
of the available puts, any future commitments for securities purchases,
alternative investment opportunities, the desirability of retaining the
underlying securities in the Fund's portfolio and the yield, quality and
maturity dates of the underlying securities.
The Tax-Exempt Fixed Income Funds and the Taxable Fixed Income Funds will
value any securities subject to puts with remaining maturities of less
than 60 days by the amortized cost method. If the Intermediate New York
Tax-Exempt Fund invests in municipal bonds and notes with maturities of
60 days or more that are subject to puts separate from the underlying
securities, the puts and the underlying securities will be valued at fair
value as determined in accordance with procedures established by the
Directors. The Directors will, in connection with the determination of
the value of a put, consider, among other factors, the creditworthiness
of the writer of the put, the duration of the put, the dates on which or
the periods during which the put may be exercised and the applicable
rules and regulations of the Securities and Exchange Commission. Prior to
investing in such securities, a Fund, if deemed necessary based upon the
advice of counsel, will apply to the Securities and Exchange Commission
for an exemptive order, which may not be granted, relating to the
valuation of such securities.
11
<PAGE>
Since the value of a put is partly dependent on the ability of the put
writer to meet its obligation to repurchase, the policy of the Tax-Exempt
Fixed Income Funds and the Taxable Fixed Income Funds is to enter into
put transactions only with securities dealers or issuers who are approved
by the Adviser. Each dealer will be approved on its own merits, and it is
a Fund's general policy to enter into put transactions only with those
dealers that are determined to present minimal credit risks. In
connection with such determination, the Directors will review regularly
the Adviser's list of approved dealers, taking into consideration, among
other things, the ratings, if available, of their equity and debt
securities, their reputation in the securities markets, their net worth,
their efficiency in consummating transactions and any collateral
arrangements, such as letters of credit, securing the puts written by
them. Commercial bank dealers normally will be members of the Federal
Reserve System, and other dealers will be members of the National
Association of Securities Dealers, Inc. or members of a national
securities exchange. Other put writers will have outstanding debt rated
in the highest rating categories as determined by a Nationally Recognized
Statistical Rating Organization ("NRSRO"). Currently, there are six
NRSROs: Moody's, S&P, Fitch Investors Services, L.P., Duff and
Phelps/MCM, IBCA Limited and its affiliate, IBCA, Inc. and Thomson
Bankwatch. If a put writer is not rated by an NRSRO, it must be of
comparable quality in the Adviser's opinion or such put writers'
obligations will be collateralized and of comparable quality in the
Adviser's opinion. The Directors have directed the Adviser not to enter
into put transactions with any dealer that in the judgment of the Adviser
present more than a minimal credit risk. In the event that a dealer
should default on its obligation to repurchase an underlying security, a
Fund is unable to predict whether all or any portion of any loss
sustained could subsequently be recovered from such dealer.
BNY Hamilton Funds, Inc. has been advised by counsel that the Funds
should be considered the owner of the securities subject to the puts so
that the interest on the securities is tax-exempt income to the
Tax-Exempt Fixed Income Funds. Such advice of counsel is based on certain
assumptions concerning the terms of the puts and the attendant
circumstances.
Equity Investments
As discussed in the Prospectus for the Equity Funds, the Equity Income
Fund, the Large Cap Growth Fund, the Small Cap Growth Fund and the
International Equity Fund may invest in common stocks and securities
convertible into common stocks to the extent consistent with its
investment objective and policies. The securities in which the Equity
Funds may invest include those listed on any domestic or foreign
securities exchange or traded in the over-the-counter market. A
discussion of the various types of equity investments which may be
purchased by the Equity Funds appears in the Prospectus for the Equity
Funds and below. See "Quality and Diversification Requirements".
Equity Securities. The common stock in which the Equity Funds may invest
includes the common stock of any class or series of domestic or foreign
corporations or any similar equity interest, such as trust or partnership
interest. These investments may or may not pay dividends
12
<PAGE>
and may or may not carry voting rights. Common stock occupies the most junior
position in a company's capital structure.
Convertible Securities. The convertible securities in which the Equity
Funds may invest include any debt securities or preferred stock that may
be converted into common stock or that carry the right to purchase common
stock. Convertible securities entitle the holder to exchange the
securities for a specified number of shares of common stock, usually of
the same company, at specified prices within a certain period of time.
They also entitle the holder to receive interest or dividends until the
holder elects to exercise the conversion privilege.
The terms of any convertible security determine its ranking in a
company's capital structure. In the case of subordinated convertible
debentures, the holders' claims on assets and earnings are subordinated
to the claims of other creditors and are senior to the claims of
preferred and common shareholders. In the case of convertible preferred
stock, the holders' claims on assets and earnings are subordinated to the
claims of all creditors and are senior to the claims of common
shareholders.
Foreign Investments
The Money Fund, the Equity Income Fund, the Large Cap Growth Fund, the
Small Cap Growth Fund, the International Equity Fund and the Intermediate
Investment Grade Fund may invest in certain foreign securities. The Money
Fund does not expect to invest more than 65% of its total assets at the
time of purchase in securities of foreign issuers. The Equity Income
Fund, the Large Cap Growth Fund, the Small Cap Growth Fund and the
Intermediate Investment Grade Fund do not expect to invest more than 20%
of their respective total assets at the time of purchase in securities of
foreign issuers. All investments of the Money Fund must be United States
dollar-denominated. The Equity Income Fund, the Large Cap Growth Fund,
the Small Cap Growth Fund and the Intermediate Investment Grade Fund do
not expect more than 15% of their respective foreign investments to be in
securities that are not either listed on a securities exchange or United
States dollar-denominated. In the case of the Money Fund, any foreign
commercial paper must not be subject to foreign withholding tax at the
time of purchase. Foreign investments may be made directly in securities
of foreign issuers or in the form of American Depository Receipts
("ADRs") and Global Depository Receipts ("GDRs"). Generally, ADRs and
GDRs are receipts issued by a bank or trust company that evidence
ownership of underlying securities issued by a foreign corporation and
that are designed for use in the domestic, in the case of ADRs, or
global, in the case of GDRs, securities markets.
Since investments in foreign securities may involve foreign currencies,
the value of a Fund's assets as measured in United States dollars may be
affected by changes in currency rates and in exchange control
regulations, including currency blockage. The Equity Funds may enter into
forward commitments for the purchase or sale of foreign currencies in
connection with the settlement of foreign securities transactions or to
hedge the underlying currency exposure related to foreign investments,
but they will not enter into such commitments for speculative purposes.
See "Additional Investment Information" in the Prospectus for the Equity
Funds.
13
<PAGE>
For a description of the risks associated with investing in foreign
securities, see "Additional Investment Information" in the Prospectuses for
the Money Market Funds, the Equity Funds and the Taxable Fixed Income Funds.
To the extent that the Tax-Exempt Fixed Income Funds invest in municipal bonds
and notes backed by credit support arrangements with foreign financial
institutions, the risks associated with investing in foreign securities may be
relevant.
Additional Investments
When-Issued and Delayed Delivery Securities. Each of the Funds may
purchase securities on a when-issued or delayed delivery basis. For
example, delivery of and payment for these securities can take place a
month or more after the date of the purchase commitment. The purchase
price and the interest rate payable, if any, on the securities are fixed
on the purchase commitment date or at the time the settlement date is
fixed. The value of such securities is subject to market fluctuation and
no interest accrues to a Fund until settlement takes place. At the time a
Fund makes the commitment to purchase securities on a when-issued or
delayed delivery basis, it will record the transaction, reflect the value
each day of such securities in determining its net asset value and, if
applicable, calculate the maturity for the purposes of average maturity
from that date. At the time of its acquisition, a when-issued security
may be valued at less than the purchase price. A Fund will make
commitments for such when-issued transactions only when it has the
intention of actually acquiring the securities. To facilitate such
acquisitions, each Fund will maintain with the custodian a segregated
account with liquid assets, consisting of cash, U.S. Government
securities or other appropriate securities, in an amount at least equal
to such commitments. On delivery dates for such transactions, each Fund
will meet its obligations from maturities or sales of the securities held
in the segregated account and/or from cash flow. If a Fund chooses to
dispose of the right to acquire a when-issued security prior to its
acquisition, it could, as with the disposition of any other portfolio
obligation, incur a gain or loss due to market fluctuation. It is the
current policy of each Fund not to enter into when-issued commitments
exceeding in the aggregate 25% of the market value of the Fund's total
assets, less liabilities other than the obligations created by
when-issued commitments.
Investment Company Securities. The Equity Funds, the Taxable Fixed Income
Funds, and the Tax-Exempt Fixed Income Funds may invest in the securities
of other investment companies to the extent permitted under the
Investment Company Act of 1940 (the "1940 Act"). These limits require
that, as determined immediately after a purchase is made, (i) not more
than 5% of the value of the Fund's total assets will be invested in the
securities of any one investment company, (ii) not more than 10% of the
value of its total assets will be invested in the aggregate in securities
of investment companies as a group and (iii) not more than 3% of the
outstanding voting stock of any one investment company will be owned by
the Fund. As a shareholder of another investment company, a Fund would
bear, along with other shareholders, its pro rata portion of the other
investment company's expenses, including advisory fees. These expenses
would be in addition to the advisory and other expenses that a Fund bears
directly in connection with its own operations.
Reverse Repurchase Agreements. Except for the Treasury Money Fund, each
of the Funds may enter into reverse repurchase agreements. In a reverse
repurchase agreement, a Fund sells a
14
<PAGE>
security and agrees to repurchase the same security at a mutually agreed upon
date and price. This may also be viewed as the borrowing of money by a Fund.
The Funds will invest the proceeds of borrowings under reverse repurchase
agreements. In addition, the Funds will enter into a reverse repurchase
agreement only when the interest income to be earned from the investment of
the proceeds is greater than the interest expense of the transaction. The
Funds will not invest the proceeds of a reverse repurchase agreement for a
period which exceeds the duration of the reverse repurchase agreement. A Fund
may not enter into reverse repurchase agreements exceeding in the aggregate
one-third of the market value of its total assets, less liabilities other than
the obligations created by reverse repurchase agreements. Each Fund will
establish and maintain with the Custodian a separate account with a segregated
portfolio of securities in an amount at least equal to its purchase
obligations under its reverse repurchase agreements. If interest rates rise
during the term of a reverse repurchase agreement, entering into the reverse
repurchase agreement may have a negative impact on the Money Fund's ability to
maintain a net asset value of $1.00 per share. See "Investment Restrictions".
Loans of Portfolio Securities. The Equity Funds, the Taxable Fixed Income
Funds and the Tax-Exempt Fixed Income Funds may lend securities if such
loans are secured continuously by liquid assets consisting of cash, U.S.
Government securities or other liquid, high-grade debt securities or by a
letter of credit in favor of the Fund at least equal at all times to 100%
of the market value of the securities loaned, plus accrued interest.
While such securities are on loan, the borrower will pay the Fund any
income accruing thereon. Loans will be subject to termination by the
Funds in the normal settlement time, currently three Business Days after
notice, or by the borrower on one day's notice (as used herein, "Business
Day" shall denote any day on which the New York Stock Exchange and the
custodian are both open for business). Borrowed securities must be
returned when the loan is terminated. Any gain or loss in the market
price of the borrowed securities that occurs during the term of the loan
inures to the lending fund and its shareholders. The Funds may pay
reasonable finders' and custodial fees in connection with loans. In
addition, the Funds will consider all facts and circumstances including
the creditworthiness of the borrowing financial institution, and the
Funds will not make any loans for terms in excess of one year. The Funds
will not lend their securities to any director, officer, employee, or
affiliate of BNY Hamilton Funds, Inc., or the Adviser, the Administrator
or the Distributor, unless permitted by applicable law.
Privately Placed and Certain Unregistered Securities. All Funds except the
Treasury Money Fund may invest in privately placed, restricted, Rule 144A and
other unregistered securities as described in their respective prospectuses.
Quality and Diversification Requirements
Each of the Funds except the Intermediate New York Tax-Exempt Fund is
classified as a "diversified" series of a registered investment company
under the 1940 Act. This means that with respect to 75% of its total
assets (1) the Fund may not invest more than 5% of its total assets in
the securities of any one issuer, except obligations of the United States
Government, its agencies and instrumentalities, and (2) the Fund may not
own more than 10% of the outstanding
15
<PAGE>
voting securities of any one issuer. As for the remaining 25% of each Fund's
assets not subject to the limitations described above, there is no such
limitation on investment of these assets under the 1940 Act, so that all of
such assets may be invested in the securities of any one issuer, subject to
the limitation of any applicable state securities laws, or, with respect to
the Money Market Funds, as described below. Investments not subject to the
limitations described above could involve an increased risk to a Fund should
an issuer, or a state or its related entities, be unable to make interest or
principal payments or should the market value of such securities decline.
The Intermediate New York Tax-Exempt Fund is classified as a
non-diversified series of a registered investment company so that it is
not limited by the 1940 Act as to the proportion of its assets that it
may invest in the obligations of a single issuer. However, the Fund will
comply with the diversification requirements of the Internal Revenue Code
of 1986, as amended (the "Tax Code"), and has therefore adopted an
investment restriction, which applies to 50% of the value of the assets
of the Fund and which may not be changed without shareholder vote,
prohibiting the Fund from purchasing securities of any issuer if, as a
result, more than 5% of the assets of the Fund would be invested in the
securities of a single issuer. See "Investment Restrictions". The Fund
also intends to comply with the diversification requirements of the Tax
Code, for qualification thereunder as a regulated investment company. See
"Taxes". As a nondiversified series of an investment company, the
Intermediate New York Tax-Exempt Fund may be more susceptible to adverse
economic, political or regulatory developments affecting a single issuer
than would be the case if the Fund were a diversified company.
With respect to the Intermediate New York Tax-Exempt Fund, for purposes of
diversification and concentration under the 1940 Act, identification of the
issuer of municipal bonds or notes depends on the terms and conditions of the
obligation. If the assets and revenues of an agency, authority, instrumentality
or other political subdivision are separate from those of the government
creating the subdivision and the obligation is backed only by the assets and
revenues of the subdivision, such subdivision is regarded as the sole issuer.
Similarly, in the case of an industrial development revenue bond or pollution
control revenue bond, if the bond is backed only by the assets and revenues of
the non-governmental user, the non-governmental user is regarded as the sole
issuer. If in either case the creating government or another entity guarantees
an obligation, the guaranty is regarded as a separate security and treated as an
issue of such guarantee. Since securities issued or guaranteed by states or
municipalities are not voting securities, there is no limitation on the
percentage of a single issuer's securities that a Fund may own so long as it
does not invest more than 5% of its total assets that are subject to the
diversification limitation in the securities of such issuer, except obligations
issued or guaranteed by the United States Government. Consequently, the Fund may
invest in a greater percentage of the outstanding securities of a single issuer
than would an investment company that invests in voting securities. See
"Investment Restrictions".
Money Market Funds. In order to attain its objective of maintaining a
stable net asset value of $1.00 per share for each of its respective
classes, each of the Money Market Funds will (i) limit its investment in
the securities (other than U.S. Government securities) of any one issuer
to no more than 5% of the Fund's assets, measured at the time of
purchase, except for investments
16
<PAGE>
held for not more than three Business Days (subject, however, to each Fund's
investment restriction No. 4 set forth under "Investment Restrictions" below);
and (ii) limit investments to securities that present minimal credit risks.
In order to limit the credit risk of the Money Fund's investments, it
will not purchase any security (other than a United States Government
security) unless it is rated in the highest rating category assigned to
short-term debt securities (so-called "first tier" securities) by at
least two NRSROs such as Moody's (i.e., P-1 rating) and S&P (i.e., A-1
rating) or, if not so rated, it is determined to be of comparable
quality. Determinations of comparable quality will be made in accordance
with procedures established by the Directors. These standards must be
satisfied at the time an investment is made. If the quality of the
investment later declines, the Money Fund may continue to hold the
investment, subject in certain circumstances to a finding by the
Directors that disposing of the investment would not be in the Money
Fund's best interest.
In addition, the Directors have adopted procedures that (i) require each
Money Market Fund to maintain a dollar-weighted average portfolio
maturity of not more than 90 days and to invest only in securities with a
remaining maturity of 397 days or less, and (ii) require each Money
Market Fund, in the event of certain downgradings of or defaults on
portfolio holdings, to reassess promptly whether the security presents
minimal credit risks and, in certain circumstances, to determine whether
continuing to hold the security is in the best interests of each Money
Market Fund.
Equity Funds. The Equity Funds may invest in convertible debt securities,
for which there are no specific quality requirements. In addition, at the
time the Equity Funds invest in any commercial paper, bank obligation or
repurchase agreement, the issuer must have outstanding debt rated A or
higher by Moody's or S&P; the issuer's parent corporation, if any, must
have outstanding commercial paper rated Prime-2 or better by Moody's or
A-2 or better by S&P; or if no such ratings are available, the investment
must be of comparable quality in the Adviser's opinion. At the time an
Equity Fund invests in any other short-term debt securities, they must be
rated A or higher by Moody's or S&P, or if unrated, the investment must
be of comparable quality in the Adviser's opinion.
Taxable Fixed Income Funds. During normal market conditions, each of the
Taxable Fixed Income Funds' portfolios will have a dollar weighted
average maturity of not less than three nor more than ten years. In
addition, the Intermediate Investment Grade Fund will not purchase a
security with a maturity date of greater than fifteen years at the time
of purchase. The Intermediate Government Fund's portfolio will, and the
Intermediate Investment Grade Fund's portfolio may, include a variety of
securities that are issued or guaranteed by the United States Treasury,
by various agencies of the United States Government or by various
instrumentalities that have been established or sponsored by the United
States Government. Under normal market conditions, the Intermediate
Government Fund will invest at least 65% of the value of its total assets
in Government securities.
Tax-Exempt Fixed Income Funds. The Intermediate New York Tax-Exempt Fund
invests principally in a portfolio of "high quality" and "investment
grade" New York municipal bonds.
17
<PAGE>
The Intermediate Tax-Exempt Fund invests principally in such municipal bonds
from throughout the United States. For purposes of the Intermediate New York
Tax-Exempt Fund, on the date of investment (i) New York municipal bonds must
be rated within the four highest ratings of Moody's, currently Aaa, Aa, A and
Baa, or of S&P, currently AAA, AA, A and BBB, (ii) New York short-term
municipal obligations must be rated MIG-2 or higher by Moody's or SP-1 or
higher by S&P and (iii) New York tax-exempt commercial paper must be rated
Prime-1 or higher by Moody's or A-1 or higher by S&P or, if not rated by
either Moody's or S&P, issued by an issuer either (a) having an outstanding
debt issue rated A or higher by Moody's or S&P or (b) having comparable
quality in the opinion of the Adviser. Each Fund may invest in other
tax-exempt securities that are not rated if, in the opinion of the Adviser,
such securities are of comparable quality to securities in the rating
categories discussed above. In addition, at the time a Fund invests in any
commercial paper, bank obligation or repurchase agreement, the issuer must
have outstanding debt rated A or higher by Moody's or S&P, the issuer's parent
corporation, if any, must have outstanding commercial paper rated Prime-1 by
Moody's or A-1 by S&P, or if no such ratings are available, the investment
must be of comparable quality in the Adviser's opinion.
In determining suitability of investment in a particular unrated
security, the Adviser takes into consideration asset and debt service
coverage, the purpose of the financing, history of the issuer, existence
of other rated securities of the issuer, and other relevant conditions,
such as comparability to other issuers.
Hedging Activities
Hedging is a means of transferring risk that an investor does not desire
to assume during an uncertain market environment. In the case of the
income funds, interest rates have become increasingly volatile in recent
years, and with the advent of financial futures contracts, options on
financial instruments and indexes of debt securities, the Adviser
believes it is now possible to reduce the effects of interest rate
fluctuations.
Taxable Fixed Income Funds and Tax-Exempt Fixed Income Funds. The Taxable
Fixed Income Funds and the Tax-Exempt Fixed Income Funds may (i) sell
futures contracts on debt securities and indexes of debt securities and
(ii) purchase or write (sell) options on such futures and options on debt
securities and on indexes of debt securities. The Tax-Exempt Fixed Income
Funds may also enter into the above-described transactions with respect
to municipal debt securities and on indexes of municipal debt securities.
The purpose of any such transaction is to hedge against changes in the
market value of securities in the Fund's portfolio caused by fluctuating
interest rates, and to close out or offset existing positions in such
futures contracts or options. The Taxable Fixed Income Funds and the
Tax-Exempt Fixed Income Funds will not engage in financial futures or
options transactions for speculation, but only as a hedge against changes
in the market values of securities held by the Funds and where the
transactions are appropriate to reduction of risk. The Taxable Fixed
Income Funds and Tax-Exempt Fixed Income Funds may not enter into futures
contracts or related options if, immediately thereafter, the sum of the
amount of initial and variation margin deposits on outstanding futures
contracts and premiums paid for related options would exceed 20% of the
market value of their respective
18
<PAGE>
total assets. In addition, the Taxable Fixed Income Funds and the Tax-Exempt
Fixed Income Funds may not enter into futures contracts or purchase or sell
related options (other than offsetting existing positions) if immediately
thereafter the sum of the amount of initial margin deposits on outstanding
futures contracts and premiums paid for related options would exceed 5% of the
market value of their respective total assets.
Special Considerations Relating to Hedging Activities. Each of the
Taxable Fixed Income Funds and the Tax-Exempt Fixed Income Funds may take
positions in financial futures contracts and options traded on registered
securities exchanges and contract markets solely as a hedge. However, for
a hedge to be completely successful, the price changes of the hedging
instruments should equal the price changes of the securities being
hedged. To the extent the hedging instrument utilized does not involve
specific securities in the portfolio, such equal price changes will not
always be possible. Thus, hedging activities may not be completely
successful in eliminating market value fluctuations of the portfolios.
When using hedging instruments that do not specifically correlate with
securities in a Fund's portfolio, the Adviser will attempt to create a
very closely correlated hedge. In particular, hedging activities of the
Tax-Exempt Fixed Income Funds based upon non-municipal debt securities or
indexes may not correlate as closely to a Tax-Exempt Fixed Income Fund's
portfolio as hedging activities based upon municipal debt securities or
indexes. Nevertheless, hedging activities may be useful to the Tax-Exempt
Fixed Income Funds, especially where closely correlated hedging
activities based upon municipal securities or indexes are not available.
See "Risks Associated with Futures Contracts" below. Further, the use of
options rather than financial futures contracts to hedge portfolio
securities may result in partial hedges because of the limits inherent in
the exercise prices.
Risks in the use of futures contracts result from the possibility that
changes in market interest rates may differ substantially from the
changes anticipated when hedge positions were established. For example,
if any of the Funds has hedged against the possibility of an increase in
interest rates and instead interest rates decline, the value of the
Fund's portfolio will increase, but the Fund will lose at least part of
the benefit of that increased value because it will have losses in its
futures positions. In addition, in such situations, if the Fund has
insufficient cash, it may have to sell securities to meet daily
maintenance margin requirements resulting from losses in its futures
positions.
While the Funds will not ordinarily incur brokerage commissions on the
portfolio securities that they purchase, each Fund will pay brokerage
commissions on its financial futures and options transactions. The Funds
will also incur premium costs for purchasing put and call options.
Brokerage commissions and premium costs may tend to reduce the yield of
the Funds.
Each Fund's ability to engage in hedging activities and certain portfolio
transactions may be further limited by various investment restrictions of
a specific Fund and certain income tax considerations. For example, the
amount of assets that a specific Fund is permitted to invest in option
and futures contracts is limited as described above; furthermore, the
limitations on the percentage of gross income that a specific Fund may
realize from transactions in these securities may restrict its ability to
effect transactions in these securities. See "Taxes".
19
<PAGE>
Financial Futures Contracts. Financial futures obligate the seller to
deliver a specific type of security called for in the contract, at a
specified future time, and for a specified price. Financial futures may
be satisfied by actual delivery of the securities or by entering into an
offsetting transaction. In offsetting or closing out an existing futures
position, the seller of the original contract enters into a futures
contract to take delivery of the same security at the same time as
specified in the original futures contract.
Although financial futures contracts, by their terms, call for actual
delivery or acceptance of securities, in most cases the contracts are
closed out before the settlement date without making or taking delivery
of the securities. Closing out is accomplished by an offsetting
transaction as described above. If the price in the offsetting
transaction (purchase) varies from the price in the original futures
contract (sale), the seller will realize a gain or loss on the
transaction. That gain or loss will tend to offset in whole or in part
the unrealized loss or gain that the securities held in the Funds'
portfolio have experienced, but may not always do so.
A public market exists in financial futures covering a number of debt
securities, including long-term United States Treasury bonds, ten-year
United States Treasury notes, Government National Mortgage Association
modified pass-through mortgage-backed certificates, three-month United
States Treasury bills, three-month domestic bank certificates of deposit
and three-month Eurodollar certificates of deposit. A public market also
exists for futures contracts on The Bond Buyer Index of forty long-term
municipal bonds. In addition, other financial futures contracts may be
developed and traded. The Funds may utilize any such contracts and
associated put and call options for which there is an active trading
market. Financial futures are traded on contract markets such as the
Chicago Board of Trade and the New York Futures Exchange, which are
regulated by the Commodity Futures Trading Commission, a federal agency.
When futures contracts are entered into, both buyer and seller are
required, under regulations of the applicable contract market, to post
good faith deposits with the brokers handling the trades or with a third
party custodian as security for the performance of their promise to buy
or sell securities. This deposit, the amount of which is determined by
the contract market on which the futures contract is traded, is called
"initial margin". Each day, the investor's account will be credited with
any net gains due to favorable price movements during the day's trading
of contracts. Similarly, net losses, due to unfavorable price movements
during the day, will require the investor to make additional deposits to
the account. These daily settlement payments are called "variation
margin". Initial margin requirements are established by the contract
markets and may be changed, but brokers may require their customers to
maintain margins higher than those established by the contract markets.
In financial futures trading, margin does not involve any loan or
borrowing. Instead, it is a good faith deposit in the case of initial
margin and a daily settlement of gains and losses in the case of
variation margin. Initial margin deposits are held by the broker or a
third party custodian in a segregated customer account in the name of the
investor, with the investor retaining all rights and claims of ownership
pursuant to federal regulation. The initial margin deposits may be in the
form of liquid securities such as Treasury bills or bonds, the interest
on which accrues to the
20
<PAGE>
investor, and which are returned to the investor when it closes out a
financial futures position. Variation margin calls and payments must be made
in cash.
The sale of futures contracts is for the purpose of hedging a Fund's
securities portfolio. For example, if interest rates were expected to
increase, a Fund might sell futures contracts. If interest rates did
increase, the value of the securities in the portfolio would decline. The
value of a Fund's hedging instruments would increase at approximately the
same rate (depending on the correlation between value in the futures
markets and the prices of the Fund's portfolio securities and limits,
under regulations of the applicable contract market, on the price
movements per day of the hedging instrument), thereby offsetting all or
part of such decline in the value of the underlying portfolio securities.
A Fund could accomplish similar results by selling securities with long
maturities and investing in securities with short maturities when
interest rates are expected to increase or by buying securities with long
maturities and selling securities with short maturities when interest
rates are expected to decline, but might sacrifice some yield by so
doing.
Options on Futures Contracts. The Taxable Fixed Income Funds and the
Tax-Exempt Fixed Income Funds may also purchase put options and write
call options on futures contracts that are traded on a United States
exchange or board of trade and enter into closing transactions with
respect to such options to terminate an existing position. The Funds may
use their options on futures contracts in connection with hedging
strategies. Generally, these strategies would be employed under the same
market and market sector conditions in which the Funds use put and call
options on debt securities. See "Options" below. The purchase of put
options on futures contracts is analogous to the purchase of puts on debt
securities so as to hedge a Fund's portfolio of debt securities against
the risk of rising interest rates.
The writing of a call option on a futures contract constitutes a partial
hedge against declining prices of the debt securities that are
deliverable upon exercise of the futures contract. If the futures price
at expiration is below the exercise price, the Funds will retain the full
amount of the option premium, which provides a partial hedge against any
decline that may have occurred in the Funds' holdings of debt securities.
Risks Associated with Futures Contracts. There are risks associated with
the use of futures contracts for hedging purposes. The price of a futures
contract will vary from day to day and should parallel (but not
necessarily equal) the changes in price of the underlying deliverable
securities. The difference between these two price movements is called
"basis". There are occasions when basis becomes distorted. For instance,
in a rising interest rate environment, the increase in value of the
hedging instruments may not completely offset the decline in value of the
securities in the portfolio. Conversely, when interest rates decline, the
loss in the hedged position may be greater than the capital appreciation
that a Fund experiences in its securities positions. Distortions in basis
are more likely to occur when the securities hedged are not the security
subject to the futures contract or part of the index covered by the
futures contract. Further, if market values do not fluctuate, a Fund will
sustain a loss at least equal to the commissions on the financial futures
transactions.
21
<PAGE>
All investors in the futures market are subject to initial margin and
variation margin requirements. Rather than providing additional variation
margin, an investor may close out a futures position. Changes in the
initial and variation margin requirements may influence an investor's
decision to close out the position. The normal relationship between the
securities and futures markets may become distorted if changing margin
requirements do not reflect changes in value of the securities. The
liquidity of the futures market depends on participants entering into
offsetting transactions rather than making or taking delivery of the
underlying securities. In the event investors decide to make or take
delivery (which is unlikely), liquidity in the futures market could be
reduced, thus producing temporary basis distortion. Finally, the margin
requirements in the futures market are substantially lower than margin
requirements in the securities market. Therefore, increased participation
by speculators in the futures market may cause temporary basis
distortion.
In the futures market, it may not always be possible to execute a buy or
sell order at the desired price, or to close out an open position due to
market conditions, limits on open positions, and/or daily price
fluctuation limits. Each market establishes a limit on the amount by
which the daily market price of a futures contract may fluctuate. Once
the market price of a futures contract reaches its daily price
fluctuation limit, positions in the commodity can be neither taken nor
liquidated unless traders are willing to effect trades at or within the
limit. The holder of a futures contract (including a Fund) may therefore
be locked into its position by an adverse price movement for several days
or more, which may be to its detriment. If a Fund could not close its
open position during this period it would continue to be required to make
daily cash payments of variation margin. The risk of loss to a Fund is
theoretically unlimited when the Fund writes (sells) an uncovered futures
contract because the Fund is obligated to make delivery unless the
contract is closed out, regardless of fluctuations in the price of the
underlying security. When a Fund purchases a put option or call option,
however, the maximum risk of loss to the Fund is the price of the put
option or call option purchased. See "Options".
Options. In connection with their hedging activities, the Taxable Fixed
Income Funds and the Tax-Exempt Fixed Income Funds may purchase put
options or write (sell) call options on financial futures and debt
securities.
The Taxable Fixed Income Funds and the Tax-Exempt Fixed Income Funds may
purchase put options as a defensive measure to minimize the impact of
market price declines on the value of certain of the securities in each
Fund's portfolio. Each Taxable Fixed Income Fund or Tax-Exempt Fixed
Income Fund may, in addition, write call options only to the extent
necessary to neutralize a Fund's position in portfolio securities, i.e.,
balance changes in the market value of the portfolio securities and the
changes in the market value of the call options. The Taxable Fixed Income
Funds or the Tax-Exempt Fixed Income Funds may also purchase call options
and sell put options to close out open positions.
The premium that a Fund receives from writing a call option will reflect,
among other things, the current market price of the underlying security,
the relationship of the exercise price to such market price, the
historical price volatility of the underlying security, the option
period, supply and demand, and interest rates.
22
<PAGE>
A put option gives the purchaser of the option the right to sell, and the
writer of the option the obligation to buy, the underlying security at
the exercise price at any time during the option period. The Taxable
Fixed Income Funds or the Tax-Exempt Fixed Income Funds will only
purchase put options on securities that, in the opinion of the Adviser,
have investment characteristics similar to those of securities in each
Fund's portfolio. The purchase of a put option would be intended to
protect a Fund from the risk of a decline in the value of a security
below the exercise price of the option. A Fund may ultimately sell the
option in a closing sale transaction, exercise it or permit it to expire.
Profit or loss from such a transaction will depend on whether the sale
price is more or less than the premium paid to purchase the put option
plus the related transaction costs.
A call option gives the purchaser of the option the right to buy, and the
writer of the option the obligation to sell, the underlying security at
the exercise price at any time during the option period, regardless of
the market price of the security. The premium paid to the writer is the
consideration for undertaking the obligations under the option contract.
When a call option is written by any of the Taxable Fixed Income Funds or
the Tax Exempt Fixed Income Funds, the Fund will make arrangements with
its custodian to segregate the related portfolio securities until either
the option is exercised or the Fund closes out the option as described
below. A call option sold by a Fund exposes the Fund during the term of
the option to possible loss of opportunity to realize appreciation in the
market price of the related portfolio security or to possible continued
holding of a security which might otherwise have been sold to protect
against depreciation in the market price of the security.
The Taxable Fixed Income Funds and the Tax-Exempt Fixed Income Funds will
purchase call options to close out open positions. In order to close out
a position, the Taxable Fixed Income Funds and the Tax-Exempt Fixed
Income Funds may make a "closing purchase transaction" -- the purchase of
a call option on the same security with the same exercise price and
expiration date as the option which it has previously written on a
particular security. The Taxable Fixed Income Funds and the Tax-Exempt
Fixed Income Funds may effect a closing purchase transaction to realize a
profit (or loss) if the amount paid to purchase a call option is less (or
more) than the amount received from the sale thereof, to prevent an
underlying security from being called or, in the case of a call option,
to permit the sale of the underlying security prior to the expiration
date of the option. Furthermore, effecting a closing purchase transaction
in the case of a call option will permit a Fund to write another call
option with either a different exercise price or expiration date or both.
If a Fund desires to sell a particular security from its portfolio on
which it has written a call option, it will effect a closing purchase
transaction prior to or concurrently with the sale of the security.
Because increases in the market price of a call option will generally
reflect increases in the market price of an underlying security, any loss
resulting from the repurchase of a call option is likely to be offset in
whole or in part by unrealized appreciation of the underlying security
owned by a Fund. From time to time, the Taxable Fixed Income Funds and
the Tax-Exempt Fixed Income Funds may purchase an underlying security in
the cash market for delivery in
23
<PAGE>
accordance with an exercise notice of a call option assigned to it, rather
than delivering such security from its portfolio, in which case additional
transaction costs will be incurred.
Options written by the Taxable Fixed Income Funds and the Tax-Exempt
Fixed Income Funds will normally have expiration dates between three and
nine months from the date written. The exercise price of the options may
be below ("in-the-money"), equal to ("at-the-money") or above
("out-of-the-money") the current market values of the underlying
securities at the time the options are written. The Taxable Fixed Income
Funds and the Tax-Exempt Fixed Income Funds may engage in buy-and-write
transactions in which a Fund simultaneously purchases a security and
writes a call option thereon. Where a call option is written against a
security subsequent to the purchase of that security, the resulting
combined position is also referred to as a buy-and-write. A buy-and-write
transaction using an in-the-money call option may be utilized when it is
expected that the price of the underlying security will remain flat or
decline moderately during the option period. In such a transaction, a
Fund's maximum gain will be the premium received from writing the option
reduced by any excess of the price paid by the Fund for the underlying
security over the exercise price. Buy-and-write transactions using
at-the-money call options may be utilized when it is expected that the
price of the underlying security will remain at or advance moderately
during the option period. In such a transaction, a Fund's gain will be
equal to the premium received from writing the option. Buy-and-write
transactions using out-of-the-money call options may be utilized when it
is expected that the premiums received from writing the call option plus
the appreciation in the market price of the underlying security up to the
exercise price will be greater than the appreciation in the price of the
underlying security alone. In any of the foregoing situations, if the
market price of the underlying security declines, the Funds may or may
not realize a loss, depending on the extent to which such decline is
offset by the premium received.
The Taxable Fixed Income Funds and the Tax-Exempt Fixed Income Funds may
purchase put options to protect holdings in an underlying security
against a substantial decline in market value. Such hedge protection is
provided only during the life of the put option when a Fund as the holder
of the put option is able to sell the underlying security at the put
exercise price regardless of any decline in the underlying security's
market price. By using put options in this manner, a Fund will reduce any
profit it might otherwise have realized in its underlying security by the
premium paid for the put option and by transaction costs.
The Taxable Fixed Income Funds and the Tax-Exempt Fixed Income Funds may
also create the effect of a futures contract position by simultaneous
purchase of a put and sale of a call option on the same security. For
example, the simultaneous purchase of a put option and the sale of a call
option at the same price and for the same exercise dates provide the
Funds with the same hedged position as is created by the sale of a
futures contract. By varying the price of the options the Funds are
exposed to price changes within the range of the different option prices.
The Taxable Fixed Income Funds and the Tax-Exempt Fixed Income Funds will
not invest more than 5% of their respective net assets in premiums on put
options. See "Portfolio Transactions and Brokerage".
24
<PAGE>
Index Transactions. The Taxable Fixed Income Funds and the Tax-Exempt Fixed
Income Funds may utilize futures contracts on bond indexes (municipal bond
indexes in the case of the Tax-Exempt Fixed Income Funds), or related put and
call options on such index contracts, so long as there is an active trading
market for the contracts. These contracts would be utilized as a hedge against
changes in the market value of securities in a Fund's portfolio. Each Fund's
strategy in employing such contracts would be similar to the strategies
discussed above regarding transactions in futures and options contracts
generally.
A bond index or municipal bond index assigns relative values to the bonds
included in the index. The index fluctuates with changes in the market
values of those securities included. For example, the municipal bond
index traded on the Chicago Board of Trade is The Bond Buyer Index, which
includes forty tax-exempt long-term revenue and general obligation bonds.
An index futures contract is an agreement pursuant to which two parties
agree to take or make delivery of an amount of cash equal to a specified
dollar amount times the difference between the index value at the close
of the last trading day of the contract and the price at which the index
contract was originally written. Thus, the index contract is similar to
traditional futures contracts except that settlement is made in cash.
Initial and variation margins are payable by the holders of both long and
short positions in the index future. No physical delivery of the
underlying bonds in the index is made.
The Taxable Fixed Income Funds and the Tax-Exempt Fixed Income Funds may
also buy put options and sell call options on applicable bond, or
municipal bond, index futures or on applicable bond, or municipal bond
indexes. Options on index futures are similar to options on debt
instruments except that an option on an index future gives the purchaser
the right, in return for the premium paid, to assume a position in an
index contract rather than to purchase or sell a debt instrument at a
specified exercise price at any time during the period of the option.
Upon exercise of the option, the delivery of the futures position by the
writer of the option to the holder of the option will be accompanied by
delivery of the accumulated balance of the writer's futures margin
account which represents the amount by which the market price of the
index futures contract, at exercise, exceeds, in the case of a call, or
is less than, in the case of a put, the exercise price of the option on
the index future.
Options on indexes are also similar to options on debt instruments,
except that rather than the right to take or make delivery of a debt
instrument at a specified price, an option on an index gives the holder
the right to receive, upon exercise of the option, an amount of cash if
the closing level of the index upon which the option is based is greater
than, in the case of a call, or less than, in the case of a put, the
exercise price of the option. Unlike options on debt instruments, gain or
loss depends on the price movements in the securities included in the
index rather than price movements in individual debt instruments.
Equity Funds
Stock Index Futures, Related Options and Options on Stock Indexes. The
Equity Funds may attempt to reduce the risk of investment in equity
securities by hedging a portion of its
25
<PAGE>
portfolio securities through the use of stock index futures, options on stock
index futures traded on a national securities exchange or board of trade and
options on securities and on stock indexes traded on national securities
exchanges. The Equity Funds' policies with respect to hedging activities are
discussed at length in the Prospectus for the Equity Funds.
A stock index assigns relative weightings to the common stocks in the
index, and the index generally fluctuates with changes in the market
values of these stocks. A stock index futures contract is an agreement in
which one party agrees to deliver to the other an amount of cash equal to
a specific dollar amount times the difference between the value of a
specific stock index at the close of the last trading day of the contract
and the price at which the agreement is made. Initial and variation
margins are payable by the holders of positions in the stock index
future. In the case of options on stock index futures, the holder of the
option pays a premium and receives the right, upon exercise of the option
at a specified price during the option period, to assume the option
writer's position in a stock index futures contract. If the option is
exercised by the holder before the last trading day, the option writer
delivers to the option holder cash in an amount equal to the difference
between the option exercise price and the closing level of the relevant
index on the date the option expires. In the case of options on stock
indexes, the holder of the option pays a premium and receives the right,
upon exercise of the option at a specified price during the option
period, to receive cash equal to the dollar amount of the difference
between the closing price of the relevant index and the option exercise
price times a specified multiple, called the "multiplier".
During a market decline or when the Adviser anticipates a decline, the
Equity Funds may hedge a portion of its portfolio by selling stock index
futures contracts, purchasing put options on such contracts or purchasing
put options on stock indexes in order to limit exposure to the decline.
The Equity Funds may ultimately sell a put option in a closing sale
transaction, exercise it or permit it to expire. Profit or loss from such
a transaction will depend on whether the sale price is more or less than
the premium paid to purchase the put option plus the related transaction
costs. This strategy provides an alternative to liquidation of securities
positions and the corresponding costs of such liquidation. Conversely,
during a market advance or when the Adviser anticipates an advance, a
Fund may hedge a portion of its portfolio by purchasing stock index
futures contracts, purchasing call options on such contracts or
purchasing call options on stock indexes. This strategy affords a hedge
against a Fund's not participating in a market advance at a time when it
is not fully invested and serves as a temporary substitute for the
purchase of individual securities which may later be purchased in a more
advantageous manner. A Fund will sell options on stock index futures and
on stock indexes only to close out existing hedge positions.
The Equity Funds will not engage in transactions in stock index futures
contracts or related options for speculation. The Equity Funds will use
these instruments only as a hedge against changes resulting from market
conditions in the values of securities held in a Fund's portfolio or
which it intends to purchase and where the transaction is economically
appropriate to the reduction of risks inherent in the ongoing management
of a Fund. In addition, a Fund will sell stock index futures only if the
amount resulting from the multiplication of the then current level of the
indexes upon which its futures contracts are based and the number of
futures contracts
26
<PAGE>
which would be outstanding do not exceed one-third of the value of a Fund's
net assets. A Fund also may not purchase or sell stock index futures or
purchase options on futures if, immediately thereafter, the sum of the amount
of margin deposits on a Fund's existing futures positions and premiums paid
for such options would exceed 5% of the market value of a Fund's total assets.
When a Fund purchases stock index futures contracts, it will deposit an amount
of cash and cash equivalents equal to the market value of the futures
contracts in a segregated account with the Fund's custodian.
The Equity Funds' successful use of stock index futures contracts,
options on such contracts and options on indexes depends upon the
Adviser's ability to predict movements in the direction of the market and
is subject to various additional risks. The correlation between movements
in the price of the stock index future and the price of the securities
being hedged is imperfect and the risk from imperfect correlation
increases as the composition of the Fund's portfolio diverges from the
composition of the relevant index. In addition, if the specific Fund
purchases futures to hedge against market advances before it can invest
in common stock in an advantageous manner and the market declines, it
might create a loss on the futures contract. Particularly in the case of
options on stock index futures and on stock indexes, the Fund's ability
to establish and maintain positions will depend on market liquidity.
For a discussion of the risks associated with index futures contracts,
see "Hedging Activities -- Taxable Fixed Income Funds and Tax-Exempt
Fixed Income Funds". See also "Portfolio Transactions and Brokerage".
Options on Securities. The Equity Funds may purchase put options only on
equity securities held in its portfolio and write call options on stocks
only if they are covered, and such call options must remain covered so
long as the relevant Fund is obligated as a writer. The Equity Funds do
not presently intend to purchase put options and write call options on
stocks that are not traded on national securities exchanges or listed on
the Nasdaq National Market(R) ("NASDAQ").
The Equity Funds may, from time to time, write call options on its
portfolio securities. The Equity Funds may write only call options that
are "covered", meaning that the writing Fund either owns the underlying
security or has an absolute and immediate right to acquire that security,
without additional cash consideration (or for additional cash
consideration held in a segregated account by its custodian), upon
conversion or exchange of other securities currently held in its
portfolio. In addition, a Fund will not permit the call to become
uncovered prior to the expiration of the option or termination through a
closing purchase transaction as described below. If a Fund writes a call
option, the purchaser of the option has the right to buy (and the Fund
has the obligation to sell) the underlying security at the exercise price
throughout the term of the option. The amount paid to a Fund by the
purchaser of the option is the "premium". A Fund's obligation to deliver
the underlying security against payment of the exercise price would
terminate either upon expiration of the option or earlier if a Fund were
to effect a "closing purchase transaction" through the purchase of an
equivalent option on an exchange. There can be no assurance that a
closing purchase transaction can be effected. The Equity Funds are not
able to effect closing purchase transactions after they receive notice of
exercise.
27
<PAGE>
In order to write a call option, a Fund is required to comply with the
rules of The Options Clearing Corporation and the various exchanges with
respect to collateral requirements. A Fund may not purchase call options
on individual stocks except in connection with a closing purchase
transaction. It is possible that the cost of effecting a closing
transaction may be greater than the premium received by a Fund for
writing the option.
The Equity Funds may also purchase listed put options. If a Fund
purchases a put option, it has the option to sell a given security at a
specified price at any time during the term of the option.
Purchasing put options may be used as a portfolio investment strategy
when the investment adviser perceives significant short-term risk but
substantial long-term appreciation for the underlying security. The put
option acts as an insurance policy, as it protects against significant
downward price movement while it allows full participation in any upward
movement. If a Fund is holding a stock that it feels has strong
fundamentals, but for some reason may be weak in the near term, it may
purchase a listed put on such security, thereby giving itself the right
to sell such security at a certain strike price throughout the term of
the option. Consequently, a Fund will exercise the put only if the price
of such security falls below the strike price of the put. The difference
between the put's strike price and the market price of the underlying
security on the date a Fund exercises the put, less transaction costs,
will be the amount by which the Fund will be able to hedge against a
decline in the underlying security. If during the period of the option
the market price for the underlying security remains at or above the
put's strike price, the put will expire worthless, representing a loss of
the price the Fund paid for the put, plus transaction costs. If the price
of the underlying security increases, the profit a Fund realizes on the
sale of the security will be reduced by the premium paid for the put
option less any amount for which the put may be sold.
- ------------------------------------------------------------------------------
INVESTMENT RESTRICTIONS
Fundamental Policies
In addition to its investment objectives, each Fund is subject to certain
investment restrictions that are deemed fundamental policies, i.e.,
policies that cannot be changed without the approval of the holders of a
majority of the outstanding voting securities of the Fund, as defined
under "Additional Information" below. See "Organization" and "Additional
Information". The investment restrictions of each Fund follow.
The Money Market Funds may not:
1. Acquire illiquid securities, including repurchase agreements
with more than seven days to maturity or fixed time deposits
with a duration of over seven calendar days, if as a result
thereof, more than 10% of the market value of a Fund's net
assets would be in investments that are illiquid (except that the
Money Fund may enter into securities as described in "Privately
Placed and certain Unregistered Securities");
28
<PAGE>
2. Enter into reverse repurchase agreements (although the Money
Fund may enter into reverse repurchase agreements, provided
such agreements do not exceed in the aggregate one-third of the
market value of the Money Fund's total assets, less liabilities
other than obligations created by reverse repurchase
agreements);
3. Borrow money, except from banks for extraordinary or emergency
purposes and then only in amounts not to exceed 20% of the
value of the relevant Fund's total assets, taken at cost, at
the time of such borrowing and except in connection with
permitted reverse repurchase agreements, or mortgage, pledge,
or hypothecate any assets except in connection with any such
borrowing and in amounts not to exceed 20% of the value of the
Fund's total assets at the time of such borrowing. Neither Fund
will purchase securities while borrowings (including reverse
repurchase agreements) exceed 5% of its total assets. This
borrowing provision is included to facilitate the orderly sale
of portfolio securities, for example, in the event of
abnormally heavy redemption requests, and is not for investment
purposes and, in the case of the Money Fund, will not apply to
reverse repurchase agreements;
4. Purchase the securities or other obligations of any issuer if,
immediately after such purchase, more than 5% of the value of
the relevant Fund's total assets would be invested in
securities or other obligations of any one such issuer. This
limitation does not apply to issues of the United States
Government, its agencies or instrumentalities or to permitted
investments of up to 25% of a Fund's total assets;
5. Purchase the securities or other obligations of issuers in the
same industry if, immediately after such purchase, the value of
its investment in such industry would exceed 25% of the value
of the relevant Fund's total assets, except that the Fund may
invest more than 25% of its assets in securities and other
instruments issued by banks and bank holding companies. For
purposes of industry concentration, there is no percentage
limitation with respect to investments in securities issued or
guaranteed by the United States Government, its agencies or
instrumentalities, negotiable certificates of deposit, time
deposits, and bankers' acceptances of United States branches of
United States banks;
6. Make loans, except through purchasing or holding debt
obligations, or entering into repurchase agreements, or loans
of portfolio securities in accordance with the relevant Fund's
investment objective and policies (see "Investment Objectives
and Policies");
7. Purchase or sell puts, calls, straddles, spreads or any
combination thereof; real estate; commodities; or commodity
contracts or interests in oil, gas, or
29
<PAGE>
mineral exploration, development or lease programs. However,
the Money Fund may purchase bonds or commercial paper issued by
companies which invest in real estate or interest therein
including real estate investment trusts;
8. Purchase securities on margin, make short sales of securities
or maintain a short position, provided that this restriction
shall not be deemed to be applicable to the purchase or sale of
when-issued securities or of securities for delivery at a
future date;
9. Acquire securities of other investment companies, except as
permitted by the 1940 Act or the rules thereunder;
10. Act as an underwriter of securities; or
11. Issue senior securities as defined in the 1940 Act, except
insofar as a Fund may be deemed to have issued a senior
security by reason of (a) entering into any repurchase
agreement or reverse repurchase agreement; (b) permitted
borrowings of money; or (c) purchasing securities on a
when-issued or delayed delivery basis.
In addition to the restrictions listed above, the Treasury Money Fund may
not:
1. Invest in structured notes or other instruments commonly known
as derivatives;
2. Invest in any type of variable, adjustable or floating rate
securities;
3. Invest in securities issued by agencies or instrumentalities of
the United States Government, such as the Federal National
Mortgage Association, Government National Mortgage Association,
Federal Home Loan Mortgage Corp. or the Small Business
Administration; or,
4. Invest in zero coupon bonds, except that the Treasury Money
Fund may invest in zero coupon bonds issued by the United
States Government provided that the bonds mature within 397
days from the date of purchase, and that the Treasury Money
Fund may include zero coupon bonds issued by the United States
Government as collateral for repurchase agreements.
The Equity Funds may not:
1. Acquire illiquid securities, including repurchase agreements
with more than seven days to maturity or fixed time deposits
with a duration of over seven calendar days, if as a result
thereof, more than 15% of the market value of a Fund's net
assets would be in investments that are illiquid;
30
<PAGE>
2. Borrow money, except from banks for extraordinary or emergency
purposes and then only in amounts not to exceed 20% of the
value of the relevant Fund's total assets, taken at cost, at
the time of such borrowing and except in connection with
reverse repurchase agreements permitted by Investment
Restriction 12, or mortgage, pledge, or hypothecate any assets
except in connection with any such borrowing in amounts not to
exceed 20% of the value of the Fund's net assets at the time of
such borrowing. A Fund will not purchase securities while
borrowings exceed 5% of the Fund's total assets. This borrowing
provision is included to facilitate the orderly sale of
portfolio securities, for example, in the event of abnormally
heavy redemption requests, and is not for investment purposes.
Collateral arrangements for premium and margin payments in
connection with a Fund's hedging activities are not deemed to
be a pledge of assets;
3. Purchase the securities or other obligations of any one issuer
if, immediately after such purchase, more than 5% of the value
of the relevant Fund's total assets would be invested in
securities or other obligations of any one such issuer. This
limitation shall not apply to issues of the United States
Government, its agencies or instrumentalities and to permitted
investments of up to 25% of a Fund's total assets;
4. Purchase the securities or other obligations of issuers in the
same industry if, immediately after such purchase, the value of
its investments in such industry would exceed 25% of the value
of a Fund's total assets. For purposes of industry
concentration, there is no percentage limitation with respect
to investments in securities of the United States Government,
its agencies or instrumentalities;
5. Purchase the securities of an issuer if, immediately after such
purchase, the relevant Fund owns more than 10% of the
outstanding voting securities of such issuer;
6. Make loans, except through the purchase or holding of debt
obligations (including privately placed securities), or the
entering into of repurchase agreements, or loans of portfolio
securities in accordance with a Fund's investment objectives
and policies (see "Investment Objectives and Policies");
7. Purchase or sell puts, calls, straddles, spreads or any
combination thereof; real estate; commodities or commodity
contracts, except for a Fund's interests in hedging activities
as described under "Investment Objectives and Policies"; or
interests in oil, gas or mineral exploration or development
programs. However, a Fund may purchase securities or commercial
paper issued by companies which invest in real estate or
interests therein, including real estate investment trusts;
31
<PAGE>
8. Purchase securities on margin, make short sales of securities,
or maintain a short position, except in the course of a Fund's
hedging activities, provided that this restriction shall not be
deemed to be applicable to the purchase or sale of when-issued
securities or delayed delivery securities;
9. Invest in fixed time deposits with a duration of from two
Business Days to seven calendar days if more than 10% of the
Fund's total assets would be invested in such deposits;
10. Acquire securities of other investment companies, except as
permitted by the 1940 Act or the rules thereunder;
11. Act as an underwriter of securities; or
12. Issue any senior security, except as appropriate to evidence
indebtedness which constitutes a senior security and which a
Fund is permitted to incur pursuant to Investment Restriction 2
and except that the Fund may enter into reverse repurchase
agreements, provided that the aggregate of senior securities,
including reverse repurchase agreements, shall not exceed
one-third of the market value of its total assets, less
liabilities other than obligations created by reverse
repurchase agreements. A Fund's arrangements in connection with
its hedging activities as described in "Investment Objectives
and Policies" shall not be considered senior securities for
purposes hereof.
The Taxable Fixed Income Funds may not:
1. Acquire illiquid securities, including repurchase agreements
with more than seven days to maturity or fixed time deposits
with a duration of over seven calendar days, if as a result
thereof, more than 15% of the market value of the relevant
Fund's net assets would be in investments that are illiquid;
2. Borrow money, except from banks for extraordinary or emergency
purposes and then only in amounts up to 20% of the value of the
relevant Fund's total assets, taken at cost at the time of such
borrowing and except in connection with reverse repurchase
agreements permitted by Investment Restriction 10, or mortgage,
pledge, or hypothecate any assets, except in connection with
any such borrowing in amounts up to 20% of the value of the
Fund's net assets at the time of such borrowing. A Fund will
not purchase securities while borrowings (including reverse
repurchase agreements) exceed 5% of its total assets. This
borrowing provision facilitates the orderly sale of portfolio
securities, for example, in the event of abnormally heavy
redemption requests. This provision is not for investment
purposes. Collateral arrangements for premium and margin
payments in connection with a Fund's hedging activities are not
deemed to be a pledge of assets;
32
<PAGE>
3. Purchase the securities or other obligations of any one issuer
if, immediately after such purchase, more than 5% of the value
of the relevant Fund's total assets would be invested in
securities or other obligations of any one such issuer. This
limitation shall not apply to securities issued or guaranteed
by the United States Government, its agencies or
instrumentalities and to permitted investments of up to 25% of
a Fund's total assets;
4. Purchase the securities of an issuer if, immediately after such
purchase, the relevant Fund owns more than 10% of the
outstanding voting securities of such issuer. This limitation
shall not apply to permitted investments of up to 25% of a
Fund's total assets;
5. Purchase the securities or other obligations of issuers in the
same industry if, immediately after such purchase, the value of
its investment in such industry would exceed 25% of the value
of a Fund's total assets, except that a Fund will invest more
than 25% of its assets in securities issued or guaranteed by
the United States Government, its agencies or
instrumentalities;
6. Make loans, except through the purchase or holding of debt
obligations (including privately placed securities) or the
entering into of repurchase agreements, or loans of portfolio
securities in accordance with the relevant Fund's investment
objective and policies;
7. Purchase or sell puts, calls, straddles, spreads or any
combination thereof; real estate; commodities; commodity
contracts, except for a Fund's interest in hedging activities
as described under "Investment Objectives and Policies"; or
interest in oil, gas, or mineral exploration or development
programs. However, a Fund may purchase debt obligations secured
by interests in real estate or issued by companies which invest
in real estate or interests therein including real estate
investment trusts;
8. Purchase securities on margin, make short sales of securities
or maintain a short position, except in the course of the
relevant Fund's hedging activities, unless at all times when a
short position is open the Fund owns an equal amount of such
securities or securities convertible into such securities or
maintains in a segregated account liquid short-term securities
with a market value at all times equal to or greater than the
relevant Fund's purchase obligation or short position; provided
that this restriction shall not be deemed to be applicable to
the purchase or sale of when-issued or delayed delivery
securities;
9. Invest in fixed time deposits with a duration of from two
Business Days to seven calendar days if more than 10% of a
Fund's total assets would be invested in such deposits;
33
<PAGE>
10. Issue any senior security, except as appropriate to evidence
indebtedness which constitutes a senior security and which a
Fund is permitted to incur pursuant to Investment Restriction 2
and except that a Fund may enter into reverse repurchase
agreements, provided that the aggregate of senior securities,
including reverse repurchase agreements, shall not exceed
one-third of the market value of the Fund's total assets, less
liabilities other than obligations created by reverse
repurchase agreements. A Fund's arrangements in connection with
its hedging activities as described in "Investment Objectives
and Policies" shall not be considered senior securities for
purposes hereof;
11. Acquire securities of other investment companies, except as
permitted by the 1940 Act or the rules thereunder; or
12. Act as an underwriter of securities.
The Tax-Exempt Fixed Income Funds may not:
1. Acquire illiquid securities, including repurchase agreements
with more than seven days to maturity or fixed time deposits
with a duration of over seven calendar days, if as a result
thereof, more than 15% of the market value of the relevant
Fund's net assets would be in investments that are illiquid;
2 Borrow money, except from banks for extraordinary or emergency
purposes and then only in amounts up to 20% of the value of the
relevant Fund's total assets, taken at cost at the time of such
borrowing and except in connection with reverse repurchase
agreements permitted by Investment Restriction 10, or mortgage,
pledge, or hypothecate any assets except in connection with any
such borrowing in amounts up to 20% of the value of the Fund's
net assets at the time of such borrowing. A Fund will not
purchase securities while borrowings (including reverse
repurchase agreements) exceed 5% of the Fund's total assets.
This borrowing provision facilitates the orderly sale of
portfolio securities, for example, in the event of abnormally
heavy redemption requests. This provision is not for investment
purposes. Collateral arrangements for premium and margin
payments in connection with a Fund's hedging activities are not
deemed to be a pledge of assets;
3. Purchase securities or other obligations of any one issuer if,
immediately after such purchase, more than 5% of the value of
the relevant Fund's total assets would be invested in
securities or other obligations of any one such issuer. Each
state and political subdivision, agency or instrumentality of
such state and each multi-state agency of which such state is a
member will be a separate issuer if the security is backed only
by the assets and revenue of that issuer. If the security is
guaranteed by another entity, the guarantor will be deemed to
be the issuer. This limitation shall not apply to securities
issued or guaranteed
34
<PAGE>
by the United States Government, its agencies or
instrumentalities or to permitted investments of up to 50% of a
Fund's total assets;
4. Purchase the securities or other obligations of issuers in the
same industry if, immediately after such purchase, the value of
the relevant Fund's investment in such industry would exceed
25% of the value its total assets, except that a Fund will
invest more than 25% of its assets in securities issued or
guaranteed by the United States Government, (and, in the case
of the Intermediate New York Tax-Exempt Fund, New York State,
New York City and the Commonwealth of Puerto Rico) and their
respective authorities, agencies, instrumentalities and
political subdivisions;
5. Purchase industrial revenue bonds if, as a result of such
purchase, more than 5% of the relevant Fund's total assets
would be invested in industrial revenue bonds where payment of
principal and interest are the responsibility of companies with
fewer than three years of operating history (including
predecessors);
6. Make loans, except through the purchase or holding of debt
obligations (including privately placed securities) or the
entering into of repurchase agreements, or loans of portfolio
securities in accordance with the relevant Fund's investment
objective and policies (see "Investment Objectives and
Policies");
7. Purchase or sell puts, calls, straddles, spreads or any
combination thereof except to the extent that securities
subject to a demand obligation, stand-by commitments and puts
may be purchased (see "Investment Objectives and Policies");
real estate; commodities; commodity contracts, except for a
Fund's interest in hedging activities as described under
"Investment Objectives and Policies"; or interests in oil, gas,
or mineral exploration or development programs. However, a Fund
may purchase municipal bonds, notes or commercial paper secured
by interest in real estate;
8. Purchase securities on margin, make short sales of securities
or maintain a short position, except in the course of the
Fund's hedging activities, unless at all times when a short
position is open the Fund owns an equal amount of such
securities or owns securities which, without payment of any
further consideration, are convertible into or exchangeable for
securities of the same issue as, and equal in amount to, the
securities sold short; provided that this restriction shall not
be deemed to be applicable to the purchase or sale of
when-issued or delayed delivery securities;
9. Invest in fixed time deposits with a duration of from two
Business Days to seven calendar days if more than 5% of the
relevant Fund's total assets would be invested in such
deposits;
35
<PAGE>
10. Issue any senior security, except as appropriate to evidence
indebtedness which constitutes a senior security and which a
Fund is permitted to incur pursuant to Investment Restriction 2
and except that a Fund may enter into reverse repurchase
agreements, provided that the aggregate of senior securities,
including reverse repurchase agreements, shall not exceed
one-third of the market value of the relevant Fund's total
assets, less liabilities other than obligations created by
reverse repurchase agreements. A Fund's arrangements in
connection with its hedging activities as described in
"Investment Objectives and Policies" shall not be considered
senior securities for purposes hereof;
11. Acquire securities of other investment companies, except as
permitted by the 1940 Act or the rules thereunder; or
12. Act as an underwriter of securities.
Undertaking in Response to State Securities Regulations
In order to satisfy the requirements of certain state securities
regulations, the Equity Income Fund has undertaken not to invest more
than 5% of its net assets in warrants and to further restrict its
investment in warrants so that not more than 2% of net assets will be
invested in warrants that are not listed on the New York Stock Exchange
or the American Stock Exchange. This is not, however, a fundamental
policy and may be changed by the Directors at any time without the
approval of the shareholders of the Equity Income Fund.
- ------------------------------------------------------------------------------
DIRECTORS AND OFFICERS
The directors and executive officers of BNY Hamilton Funds, Inc., their
business addresses and their principal occupations during the past five
years are:
36
<PAGE>
<TABLE>
<CAPTION>
Principal Occupations
Name and Address Position with Funds During Past Five Years
- ---------------- ------------------- ----------------------
<S> <C> <C>
Edward L. Gardner Director and Chairman Chairman of the Board, President and
411 Theodore Fremd Ave. of the Board Chief Executive Officer, Industrial
Rye, NY 10580 Solvents Corporation, 1981 to Present;
Age 64 Chairman of the Board, Blue Grass
Chemical Specialties Inc., 1982 to
Present; Chairman of the Board, Big
Brothers/Big Sisters of New York City,
1992 to Present; National
Vice-Chairman, Big Brothers/Big
Sisters of America, 1993 to Present;
President, Big Brothers/Big Sisters of
America Foundation, 1994 to Present;
Vice President of the Board, The
Sherry Netherland Hotel, 1991 to
Present; Member, Points of Light
Foundation, 1995 to Present; Member,
The National Assembly, 1992 to
Present; Member, Alvin Ailey Dance
Theatre Foundation, Inc., 1989 to
Present; Member, The Institute for Art
and Urban Resources, Inc. 1985 to
1994; Member, Mercy College, 1989 to
Present; Member, Westchester/Putnam
Regional Board of Directors, The Bank
of New York, 1982 to Present; Member,
Westchester County Association, 1986
to Present.
Mr. Peter Herrick* Director Trustee, HRE Properties, 1990 to
42 Sunnybrook Road Present; Member, New York State Banking
Bronxville, NY 10708 Board, 1990-1993.
Age 72
</TABLE>
37
<PAGE>
<TABLE>
<S> <C> <C>
Mr. Stephen Stamas Director Chairman, New York Philharmonic, 1989 to
Windcrest Partners Present.
122 E. 42nd Street
49th Floor
New York, NY 10168
Age 68
James E. Quinn Director Member, Board of Directors, Tiffany &
727 Fifth Avenue Co., January 1995 to Present; Executive
New York, NY 10022 Vice President of Sales, Tiffany & Co.,
Age 47 March 1992 to Present.
Karen Osar Director Vice President & Treasurer, Tenneco Inc.,
1725 King Street January 1994-Present; Managing Director of
Greenwich, CT 06831 Corporate Finance Group, J.P. Morgan & Co.,
Age 50 Inc.; held various other positions at J.P.
Morgan & Co., Inc. from 1975-1994.
J. David Huber Chief Executive Officer Employee, BISYS Fund Services, Inc.,
3435 Stelzer Road June 1987 to Present
Columbus, OH 43219
Age 52
William J. Tomko President Vice President, BISYS Fund Services,
3435 Stelzer Road Inc., 1989 to Present
Columbus, OH 43219
Age 40
Richard Baxt Vice President Senior Vice President, Client Services, BISYS
125 West 55th Street Fund Services, Inc., 1997 to Present; General
New York, NY 10019 Manager of Investment and Insurance, First
Age 45 Fidelity Bank; President, First Fidelity
Brokers; President, Citicorp Investment
Services.
Michael A. Grunewald Vice President Manager, Client Services, BISYS Fund Services,
3435 Stelzer Road Inc., 1993 to Present.
Columbus, OH 43219
Age 29
</TABLE>
38
<PAGE>
<TABLE>
<S> <C> <C>
Nimish Bhatt Treasurer Vice President, Tax and Financial
3435 Stelzer Road Services, BISYS Fund Services, Inc.,
Columbus, OH 43219 June 1996-Present; Assistant Vice
Age 36 President, Evergreen Funds/First Union
Bank, 1995 to July 1996; Senior Tax
Consultant, Price Waterhouse LLP, 1990
to December 1994.
Ellen Stoutamire Secretary Vice President, Legal Services,
3435 Stelzer Road BISYS Fund Services, Inc., 1995
Columbus, OH 43219 -Present; Attorney, private practice,
Age 50 1990 to 1995.
Alaina V. Metz Assistant Secretary Chief Administrator, Administrative and
3435 Stelzer Road Regulatory Services of BISYS Fund
Columbus, OH 43219 Services, Inc., June 1995 to Present;
Age 31 Supervisor of Mutual Fund Legal
Department, Alliance Capital Management,
May 1989 to June 1995.
- ------------------------------------------------------------------------------------------------------------------
*Interested person
</TABLE>
In 1999, the Directors will be paid an annual fee of $15,000 and an
additional $1,200 for each meeting of the Board of Directors that they
attend, plus out-of-pocket expenses. The Directors are not paid any
pension or retirement benefits. The Directors may hold various other
directorships unrelated to the Funds.
The following chart describes the compensation paid to Directors by BNY
Hamilton Funds, Inc. for the fiscal year ended December 31, 1998:
39
<PAGE>
<TABLE>
<CAPTION>
Pension or
Aggregate Retirement Total
Compensation Benefits Accrued Estimated Annual Compensation Paid
Name of Person, Paid by the as Part of Fund Benefits Upon by the Funds
Position Funds Expenses Retirement to Directors
-------- ----- -------- ---------- ------------
<S> <C> <C> <C> <C>
Edward L. Gardner $21,000 $0 $0 $21,000
--------- -------
Director and Chairman of the
Board
Peter Herrick $19,800 $0 $0 $19,800
--------- -------
Director
Leif H. Olsen $19,800 $0 $0 $19,800
--------- -------
Director
Stephen Stamas $19,800 $0 $0 $19,800
--------- -------
Director
James E. Quinn $19,800 $0 $0 $19,800
--------- -------
Director
Karen Osar $14,850 $0 $0 $14,850
--------- -------
Director
</TABLE>
The above compensation, which is expected to total approximately $99,000
plus out-of-pocket costs for 1999, will be allocated to all series of BNY
Hamilton Funds, Inc.
By virtue of the responsibilities assumed by the Adviser and the
Administrator (see "Investment Adviser", "Administrator" and
"Distributor") and the services provided by BNY Hamilton Distributors,
Inc., the Funds have no employees; their officers are provided and
compensated by BNY Hamilton Distributors, Inc. BNY Hamilton Funds, Inc.'s
officers conduct and supervise the business operations of the Funds.
- --------------------------------------------------------------------------------
INVESTMENT ADVISER
The investment adviser to the Funds is The Bank of New York, a bank
organized under the laws of the State of New York with its principal
offices at One Wall Street, New York, New York 10286. The Bank of New York
is subject to regulation by the New York State Banking Department and is
a member bank of the Federal Reserve System. Through offices in New York
City and abroad, The Bank of New York offers a wide range of services,
primarily to governmental, institutional, corporate and individual
customers in the United States and throughout the world.
The International Equity Fund is sub-advised by Indocam, a subsidiary of
Banque Indosuez. The Bank of New York will pay Indocam a fee equal to
.425% of the average daily net assets of the International Equity Fund.
Under the terms of the Advisory Agreements, the investment advisory
services The Bank of New York provides to BNY Hamilton Funds, Inc. are
not exclusive. The Bank of New York is free to and does render similar
investment advisory services to others. The Bank of New York serves as
investment adviser to personal investors and acts as fiduciary for
trusts, estates and employee benefit plans. Certain of the assets of
trusts and estates under management are
40
<PAGE>
invested in common trust funds for which The Bank of New York serves as
trustee. The accounts managed or advised by The Bank of New York have varying
investment objectives and The Bank of New York invests assets of such accounts
in investments substantially similar to, or the same as, those that are
expected to constitute the principal investments of the Funds. Such accounts
are supervised by officers and employees of The Bank of New York who may also
be acting in similar capacities for the Funds. See "Portfolio Transactions and
Brokerage".
As of April 1, 1999, The Bank of New York has voluntarily agreed to limit the
expenses of the Funds listed in the chart below. The limitation will be
accomplished by waiving all or a portion of its advisory, accounting, custodial
and certain other service fees and, if necessary, reimbursing expenses. This
voluntary limitation of expenses may be modified or terminated at any time.
<TABLE>
<CAPTION>
INSTITUTIONAL INVESTOR
SHARES SHARES
--------------------- -----------------------------
<S> <C> <C>
Small Cap Growth Fund................................ 1.11% 1.36%
----- -----
Intermediate Government Fund......................... .79% 1.04%
---- -----
Intermediate Investment Grade Fund................... .79% 1.04%
---- -----
Intermediate New York Tax-Exempt Fund................ .79% 1.04%
---- -----
Intermediate Tax-Exempt Fund......................... .79% 1.04%
---- -----
</TABLE>
For the fiscal years ended December 31, 1996, 1996, 1997, and 1998, The Bank
of New York received advisory fees from the Funds as follows:
<TABLE>
<CAPTION>
1996 1997 1998
------ ---- ----
<S> <C> <C> <C>
Money Fund $1,128,699 $1,364,166 $2,007,951
---------- ----------
Treasury Money Fund N/A $28,637 $464,889
- ------------------- --- ------- ----------
Intermediate Government Fund $321,787 $290,842 $335,546
-------- -------- ----------
Intermediate Investment Grade Fund N/A $1,326,324 $1,873,230
- ---------------------------------- --- ---------- ----------
Intermediate New York Tax-Exempt Fund $193,702 $117,747 $141,185
-------- -------- ----------
Intermediate Tax-Exempt Fund N/A $1,013,662 $1,359,116
- ---------------------------- --- ---------- ----------
Equity Income Fund $1,211,813 $2,765,841 $3,339,410
---------- ---------- ----------
Large Cap Growth Fund N/A $1,419,944 $2,101,782
- --------------------- --- ---------- ----------
Small Cap Growth Fund N/A $547,464 $951,625
- --------------------- --- -------- ----------
International Equity Fund N/A $329,170 $540,928
- ------------------------- --- -------- ----------
</TABLE>
41
<PAGE>
The above chart reflects advisory fee waivers by The Bank of New York as
follows:
<TABLE>
<CAPTION>
1996 1997 1998
---- ---- ----
<S> <C> <C> <C>
Treasury Money Fund N/A $61,996 $43,651
- ------------------- --- ------- -------
Intermediate Government Fund $0 $47,715 $40,946
- ---------------------------- -- ------- -------
Intermediate New York Tax-Exempt Fund $0 $75,480 $72,173
- ------------------------------------- -- ------- -------
Large Cap Growth Fund N/A $177,856 $378,759
- --------------------- --- -------- --------
Small Cap Growth Fund N/A $116,936 $246,400
- --------------------- --- -------- --------
International Equity Fund N/A $116,797 $76,254
- ------------------------- --- -------- --------
</TABLE>
The Advisory Agreement for each Fund must be specifically approved at
least annually (i) by a vote of the holders of a majority of the Fund's
outstanding shares or by its Directors and (ii) by a vote of a majority
of the Directors of the Fund who are not "interested persons" as defined
by the 1940 Act cast in person at a meeting called for the purpose of
voting on such approval. See "Directors and Officers". Each of the
Advisory Agreements will terminate automatically if assigned and is
terminable at any time without penalty by a vote of a majority of the
Directors or by a vote of the holders of a majority of a Fund's
outstanding shares on 60 days' written notice to the Adviser and by the
Adviser on 90 days' written notice to BNY Hamilton Funds, Inc. See
"Additional Information".
The Bank Holding Company Act of 1956 and the Glass-Steagall Act, as
interpreted by the Board of Governors of the Federal Reserve System,
generally prohibit The Bank of New York Company, Inc. and its
subsidiaries, including The Bank of New York, from sponsoring, organizing
or controlling a registered open-end investment company continuously
engaged in the issuance of its shares, such as the Corporation. This
prohibition does not extend to providing investment advice, custodial and
certain other services. The Bank of New York believes that it may perform
the services for the Funds contemplated by the Advisory Agreement without
violating the Glass-Steagall Act or other applicable banking laws or
regulations. It is, however, possible that future changes in either
federal or state statutes and regulations concerning the permissible
activities of banks or trust companies, as well as further judicial or
administrative decisions and interpretations of present and future
statutes and regulations, might prevent The Bank of New York from
continuing to perform such services for the Funds.
If The Bank of New York were prohibited from acting as investment adviser
to the Funds, it is expected that the Directors would recommend to the
Funds' shareholders that they approve the Funds' entering into new
investment advisory agreements with another qualified adviser selected by
the Directors.
42
<PAGE>
- ------------------------------------------------------------------------------
ADMINISTRATOR
BNY Hamilton Distributors, Inc. serves as the Fund's administrator (the
"Administrator") and will assist generally in supervising the operations
of the Funds. The Administrator is a Delaware corporation organized to
administer and distribute mutual funds; its offices are located at 125
West 55th Street, New York New York 10019.
The Administrator has agreed to provide facilities, equipment and
personnel to carry out administrative services for the Fund, including,
among other things, providing the services of persons who may be
appointed as officers and directors of BNY Hamilton Funds, Inc.,
overseeing the performance of the transfer agent for each Fund,
supervising purchase and redemption orders (made via telephone and mail)
and monitoring the Distributor's compliance with the National Association
of Securities Dealers, federal and state securities laws. The
Administrator will also be responsible for coordinating and overseeing
compliance by the Directors with Maryland corporate procedural
requirements as the Funds are series of a Maryland corporation. See
"Description of Shares". The Administrator is also responsible for
updating and printing the Funds' prospectuses and statements of
additional information, administering shareholder meetings, producing
proxy statements and annual and semi-annual reports, monitoring the
Adviser's compliance with the stated investment objectives and
restrictions of each Fund and ensuring that custodian, Fund accounting,
transfer agency, administration, distribution, advisory and legal
services are provided to the Funds in accordance with the respective
agreements governing each relationship.
The Administration Agreement permits the Administrator to delegate
certain of its responsibilities to other service providers. Pursuant to
this authority, The Bank of New York will perform certain administrative
functions for the Administrator. The Bank of New York is not an otherwise
affiliated person of the Administrator.
The Money Market Funds will pay the Administrator an annual fee, accrued
daily and payable monthly, of .10% of their respective average daily net
assets. All other Funds will each pay the Administrator an annual fee,
accrued daily and payable monthly, of .20% of their respective average
daily net assets.
For the fiscal years ended December 31, 1996, 1997, and 1998 the Funds
paid administration fees as follows:
43
<PAGE>
<TABLE>
<CAPTION>
1996 1997 1998
------ ---- ----
<S> <C> <C> <C>
Money Fund $1,128,699 $1,364,166 $2,007,951
---------- ---------- ----------
Treasury Money Fund N/A $90,633 $508,540
- ------------------- --- ------- ---------
Intermediate Government Fund $128,631 $135,423 $150,597
-------- -------- ---------
Intermediate Investment Grade Fund N/A $530,532 $749,295
- ---------------------------------- --- -------- ---------
Intermediate New York Tax-Exempt Fund $49,111 $64,296 $85,343
------- ------- ---------
Intermediate Tax-Exempt Fund N/A $405,467 $543,649
- ---------------------------- --- -------- ---------
Equity Income Fund $403,939 $871,405 $1,084,161
-------- -------- ----------
Large Cap Growth Fund N/A $532,600 $826,847
- --------------------- --- -------- ---------
Small Cap Growth Fund N/A $177,174 $319,474
- --------------------- --- -------- ---------
International Equity Fund N/A $104,935 $290,440
- ------------------------- --- -------- ---------
</TABLE>
The above chart reflects administration fee waivers from the Intermediate
New York Tax-Exempt Fund of $28,176 and $12,990 for the fiscal years ended
December 31, 1996 and 1997, respectively. There were no waivers of
administration fees from this Fund during fiscal year 1998, nor were there
any waivers of administration fees from any other Fund during the last
three fiscal years.
The Administration Agreement between BNY Hamilton Funds, Inc. and the
Administrator may be renewed or amended by the Directors without a shareholder
vote.
- --------------------------------------------------------------------------------
DISTRIBUTOR
In addition to acting as the Administrator, BNY Hamilton Distributors,
Inc. acts as each Fund's exclusive Distributor and will hold itself
available to receive purchase orders for Fund shares. The Distribution
Agreements for each Fund must be approved in the same manner as the
Advisory Agreements described above under "Investment Adviser". Each
Distribution Agreement will terminate automatically if assigned by either
party thereto and is terminable at any time without penalty by a vote of
a majority of the Directors or by a vote of the holders of a majority of
a Fund's outstanding shares as defined under "Additional Information".
The Directors have adopted distribution plans ("12b-1 Plans") with
respect to Hamilton Classic Shares of the Money Fund, and the Investor
Shares of each of the Equity Funds, the Taxable Fixed Income Funds, and
the Tax-Exempt Fixed Income Funds, which will permit the respective Funds
to reimburse the Distributor for distribution expenses in an amount up to
.25% per annum of average daily net assets of Hamilton Classic Shares or
Investor Shares, as applicable. These expenses include, but are not
limited to, fees paid to broker-dealers, telemarketing expenses,
advertising costs, printing costs, and the cost of distributing materials
borne by the Distributor in connection with sales or selling efforts on
behalf of Hamilton Classic Shares or Investor Shares, as applicable. The
Hamilton Classic Shares or Investor Shares of each Fund also bear the
costs associated with implementing and operating the related 12b-1 Plan
(such as costs of printing and mailing service agreements). Each item for
which a payment may be made under the 12b-1 Plan may constitute an
expense of distributing Hamilton Classic Shares or Investor Shares of the
related Fund as the Securities and Exchange Commission construes
44
<PAGE>
such term under Rule 12b-1 of the 1940 Act. If expenses reimbursable under the
12b-1 Plan exceed .25% per annum of average daily net assets, they will be
carried forward from month to month to the extent they remain unpaid. All or a
part of any such amount carried forward will be paid at such time, if ever, as
the Directors determine. The Hamilton Classic Shares or Investor Shares of
each Fund will not be charged for interest, carrying or other finance charges
on any reimbursed distribution or other expense incurred and not paid, nor
will any expense be carried forward past the fiscal year in which it is
incurred.
For the fiscal year ended December 31, 1998, the Funds paid the following
amounts for services related to their respective 12b-1 Plans. In each
Fund, approximately 60% of the amount shown represents compensation to
dealers and 40% represents payments to banks.
Money Fund $48,077
---------- -------
Intermediate Government Fund $29,270
---------------------------- -------
Intermediate Investment Grade Fund $9,122
---------------------------------- ------
Intermediate New York Tax-Exempt Fund $25,330
------------------------------------- -------
Intermediate Tax-Exempt Fund $818
---------------------------- ----
Equity Income Fund $88,873
------------------ -------
Large Cap Growth Fund $25,886
--------------------- -------
Small Cap Growth Fund $11,861
--------------------- -------
International Equity Fund $10,675
------------------------- -------
There was no 12b-1 Plan in effect for the Treasury Money Fund as of December 31,
1998.
Payments for distribution expenses under the 12b-1 Plans are subject to
Rule 12b-1 (the "Rule") under the 1940 Act. Payments under the 12b-1
Plans are also subject to the conditions imposed by Rule 18f-3 under the
1940 Act and a Rule 18f-3 Multiple Class Plan which has been adopted by
the Directors for the benefit of the Funds. The Rule defines distribution
expenses to include the cost of "any activity which is primarily intended
to result in the sales of shares". The Rule provides, among other things,
that a Fund may bear such expenses only pursuant to a plan adopted in
accordance with the Rule. In accordance with the Rule, each 12b-1 Plan
provides that a report of the amounts expensed under the Plan, and the
purposes for which such expenditures were incurred, will be made to the
Directors for their review at least quarterly. Each 12b-1 Plan provides
that it may not be amended to increase materially the costs which the
related Fund may bear for distribution pursuant to the 12b-1 Plan without
shareholder approval, and each 12b-1 Plan provides that any other type of
material amendment must be approved by a majority of the Directors, and
by a majority of the Directors who are neither "interested persons" (as
defined in the 1940 Act) of BNY Hamilton Funds, Inc. nor have any direct
or indirect financial interest in the operation of the 12b-1 Plan being
amended or in any related agreements, by vote cast in person at a meeting
called for the purpose of considering such amendments. In addition, as
long as the 12b-1 Plans are in effect, the nomination of the Directors
who are not interested persons of BNY Hamilton Funds, Inc. (as defined in
the 1940 Act) must be committed to the non-interested Directors.
45
<PAGE>
- --------------------------------------------------------------------------------
FUND, SHAREHOLDER AND OTHER SERVICES
BISYS Fund Services, Inc. ("BISYS"), P.O. Box 163310, Columbus, Ohio,
43216-3310, serves as the transfer agent for the Funds. As transfer
agent, BISYS is responsible for maintaining account records detailing the
ownership of Fund shares and for crediting income, capital gains and
other changes in share ownership to investors' accounts. BISYS is also
the dividend disbursing agent for all Funds.
The Directors, in addition to reviewing actions of the Funds' investment
adviser, administrator and distributor, as set forth below, decide upon
matters of general policy. The Money Fund and Treasury Money Fund have entered
into Shareholder Servicing Agreements with respect to Hamilton Premier Shares
and Hamilton Classic Shares of each Fund with The Bank of New York. The Bank of
New York (as a "Shareholder Servicing Agent") will perform certain shareholder
support services to include: (i) aggregating and processing purchase and
redemption orders; (ii) placing purchase and redemption orders with the
Distributor; (iii) providing necessary personnel and facilities to establish and
maintain customer accounts and records; (iv) processing dividend payments; and
(v) providing periodic information to beneficial owners showing their positions
in Hamilton Premier Shares of each Fund. Pursuant to the Shareholder Servicing
Agreement, the Hamilton Premier Shares of each Money Market Fund and the
Hamilton Classic Shares of the Money Fund will pay The Bank of New York (and any
other Shareholder Servicing Agent) an annual shareholder servicing fee of .25%,
to be accrued daily and payable monthly, of the average net assets of each such
class represented by such Shareholder Servicing Agent's participation in each
Fund.
The Bank of New York, 90 Washington Street, New York, New York 10286,
serves as the custodian and fund accounting agent for each Fund.
KPMG LLP, 345 Park Avenue, New York, New York 10154, are the independent
auditors of the Funds and must be approved at least annually by the Directors to
continue in such capacity. They will perform audit services for the Funds
including the examination of financial statements included in the annual report
to shareholders.
- ------------------------------------------------------------------------------
PURCHASE OF SHARES
Investors may open Fund accounts and purchase shares as described in each
Prospectus under "Purchase of Shares".
Each Fund may accept securities in payment for Fund shares sold at the
applicable public offering price (net asset value) at the discretion of
the Fund, although the Fund would expect to accept securities in payment
for Fund shares only infrequently. Generally, a Fund will only consider
accepting securities (i) to increase its holdings in one or more
portfolio securities or (ii) if the Adviser determines that the offered
securities are a suitable investment for the Fund
46
<PAGE>
and in a sufficient amount for efficient management. Although no minimum has
been established, it is expected that a Fund would not accept securities with
a value of less than $100,000 per issue in payment for shares. A Fund may
reject in whole or in part offers to pay for Fund shares with securities and
may discontinue its practice of accepting securities as payment for Fund
shares at any time without notice. An Equity Fund will not accept restricted
securities in payment for shares. The Fund will value accepted securities in
the manner provided for valuing portfolio securities of the Fund. See "Net
Asset Value--Equity Funds".
- --------------------------------------------------------------------------------
REDEMPTION OF SHARES
Investors may redeem shares as described in each Prospectus under
"Redemption of Shares." Shareholders redeeming shares of either Money
Market Fund should be aware that both Funds attempt to maintain a stable
net asset value of $1.00 per share for each class; however, there can be
no assurance that either Fund will be able to continue to do so and, in
that case, the net asset value of either Fund's shares might deviate from
$1.00 per share. Accordingly, a redemption request might result in
payment of a dollar amount that differs from the number of shares
redeemed. In the case of the other Funds, the principal value fluctuates
so that the proceeds of an investor's shares when redeemed may be more or
less than their original cost. See "Net Asset Value" in the Money Market
Fund Prospectus and below.
Shareholders redeeming their shares by telephone should be aware that
neither of the Funds nor any of their service contractors will be liable
for any loss or expense for acting upon any telephone instructions that
are reasonably believed to be genuine. In attempting to confirm that
telephone instructions are genuine, the Funds will use such procedures as
are considered reasonable, including recording those instructions and
requesting information as to account registration (such as the name in
which an account is registered, the account number, recent transactions
in the account, and the account holder's social security or taxpayer's
identification number, address and/or bank). To the extent the Funds fail
to use reasonable procedures as a basis for its belief, it and/or its
service contractors may be liable for instructions that prove to be
fraudulent or unauthorized.
If a Fund determines that it would be detrimental to the best interests
of the remaining shareholders of the Fund to make payment wholly or
partly in cash, the Fund may pay the redemption price, in lieu of cash,
in whole or in part by a distribution in kind of securities from the
portfolio of the Fund in conformity with the applicable rule of the
Securities and Exchange Commission. If shares are redeemed in kind, the
redeeming shareholder might incur transaction costs in converting the
assets into cash. The method of valuing portfolio securities is described
under "Net Asset Value", and such valuation will be made as of the same
time the redemption price is determined.
Further Redemption Information. The Funds reserve the right to suspend
the right of redemption and to postpone the date of payment upon
redemption as follows: (i) during periods
47
<PAGE>
when the New York Stock Exchange is closed for other than weekends and
holidays or when trading on such Exchange is restricted, (ii) during periods
in which an emergency exists that causes disposal of, or evaluation of the net
asset value of, the portfolio securities to be not reasonably practicable or
(iii) for such other periods as the Securities and Exchange Commission may
permit.
- --------------------------------------------------------------------------------
EXCHANGE OF SHARES
Shareholders purchasing shares directly from the Funds may exchange those
shares at the current net asset value per share for other BNY Hamilton
Funds which have a similar class of shares, in accordance with the terms
of the current prospectus of the Fund being acquired. Requests for
exchange are made in the same manner as requests for redemptions. See
"Redemption of Shares". Shares of the Fund to be acquired are purchased
for settlement when the proceeds from redemption become available. In the
case of investors in certain states, state securities laws may restrict
the availability of the exchange privilege.
- --------------------------------------------------------------------------------
DIVIDENDS AND DISTRIBUTIONS
Each Fund declares and pays dividends and distributions as described
under "Dividends and Distributions" in such Fund's Prospectus.
Net investment income of each class of shares in the Money Fund and the
Treasury Money Fund consists of accrued interest or discount and
amortized premium applicable to the specific class, less the accrued
expenses of the relevant Fund applicable to the specific class during
that dividend period, including the fees payable to the Administrator,
allocated to each class of shares. See "Net Asset Value". Determination
of the net investment income for each class of shares for each Money
Market Fund will be made immediately prior to the determination of net
asset value at 4:30 P.M., Eastern time, on each Business Day.
Dividends on each Hamilton Share and Hamilton Premier Share of the Money
Fund and the Treasury Money Fund and Hamilton Classic Share of the Money
Fund are determined in the same manner and are paid in the same amount
regardless of class, except that Hamilton Premier Shares and Hamilton
Classic Shares bear the fees paid to Shareholder Organizations on their
behalf for those general services described under "Fund and Other
Shareholder Services--Shareholder Servicing Plan" in the Prospectus for
the Money Market Funds, and Hamilton Classic Shares bear 12b-1 fees. In
addition, each class of shares of the Money Fund and the Treasury Money
Fund bears certain other miscellaneous expenses specific to that class
(i.e., certain cash management, registration and transfer agency
expenses).
Determination of the net investment income for the Taxable Fixed Income
Funds and the Tax-Exempt Fixed Income Funds will be made immediately
prior to the determination of net asset value at 4:00 P.M., Eastern time,
on each Business Day. Net investment income for days other
48
<PAGE>
than Business Days is determined as of 4:00 P.M., Eastern time, on the
preceding Business Day. See "Purchase of Shares" in the relevant Prospectus
and this Statement of Additional Information. Shares redeemed earn a dividend
on the Business Day that the redemption becomes effective. See "Redemption of
Shares" in each Prospectus.
- --------------------------------------------------------------------------------
NET ASSET VALUE
Each of the Funds will compute the net asset value per share for each of
its classes once daily on Monday through Friday as described under "Net
Asset Value" in the relevant Prospectus, except that net asset value of
any class need not be computed on a day in which no orders to purchase or
redeem shares of such class have been received or on the following
holidays: New Year's Day, Martin Luther King Jr. Day, Presidents' Day,
Good Friday, Memorial Day, Independence Day (observed), Labor Day,
Columbus Day, Veterans Day, Thanksgiving Day and Christmas Day. In
addition, net asset value need not be computed on any other day that the
New York Stock Exchange is closed for business.
Money Market Funds. In the case of the Money Market Funds, all portfolio
securities for each Fund will be valued by the amortized cost method. The
purpose of this method of calculation is to attempt to maintain a
constant net asset value of $1.00 per share for each class of shares. No
assurances can be given that this goal will be attained. The amortized
cost method of valuation values a security at its cost at the time of
purchase and thereafter assumes a constant amortization to maturity of
any discount or premium, regardless of the impact of fluctuating interest
rates on the market value of the instrument. If a difference of more than
.5% occurs between valuation based on the amortized cost method and
valuation based on market value, the Directors will take steps necessary
to reduce such deviation, such as changing dividend policy, shortening
the average portfolio maturity or realizing gains or losses. See "Taxes".
Valuing the Money Fund's and the Treasury Money Fund's instruments on the
basis of amortized cost and use of the term "money market fund" are
permitted by Rule 2a-7 of the 1940 Act. Rule 2a-7 prohibits money market
funds that use the amortized cost method to value assets from investing
more than 5% of their total assets in the securities of any single
issuer, except obligations of the United States government and its
agencies and instrumentalities. Each of the Money Market Funds intend to
conduct their investment activities in a manner consistent with the
requirements of Rule 2a-7. This is not, however, a fundamental policy and
may be changed by the Directors at any time without the approval of the
shareholders of either of the Money Market Funds.
The Directors oversee the Adviser's adherence to the Securities and
Exchange Commission's rules, and have established procedures designed to
stabilize net asset value of each class of shares of the Money Fund and
the Treasury Money Fund at $1.00. Each day net asset value is computed,
each class of shares of the Money Fund and the Treasury Money Fund will
calculate the net asset value of each class of their respective shares by
using both the amortized cost method and market valuations. At such
intervals as they deem appropriate, the Directors
49
<PAGE>
consider the extent to which net asset value as calculated by using market
valuations would deviate from $1.00 per share. Immediate action will be taken
by the Directors if the variance between market value and amortized cost
exceeds .5%.
If the Directors believe that a deviation from the Money Fund's or
Treasury Money Fund's amortized cost per share may result in material
dilution or other unfair results to shareholders, the Directors have
agreed to take such corrective action, if any, as they deem appropriate
to eliminate or reduce, to the extent reasonably practicable, the
dilution or unfair results. Such corrective action could include selling
portfolio instruments before maturity to realize capital gains or losses
or to shorten average portfolio maturity; withholding dividends;
redeeming shares in kind; establishing net asset value by using available
market quotations; and such other measures as the Directors may deem
appropriate.
During periods of declining interest rates, the Money Fund's and the
Treasury Money Fund's yield based on amortized cost may be higher than
the corresponding yields based on market valuations. Under these
circumstances, a shareholder of any class of shares of the Money Fund or
the Treasury Money Fund would be able to obtain a somewhat higher yield
than would result if that Fund used market valuations to determine its
net asset value. The converse would apply in a period of rising interest
rates.
Taxable Fixed Income and Tax-Exempt Fixed Income Funds. In the case of
the Taxable Fixed Income Funds and the Tax-Exempt Fixed Income Funds,
portfolio securities with a maturity of 60 days or more, including
securities listed on an exchange or traded over the counter, will be
valued using prices supplied daily by an independent pricing service or
services that (i) are based on the last sale price on a national
securities exchange, or in the absence of recorded sales, at the readily
available closing bid price on such exchange or at the quoted bid price
in the over-the-counter market, if such exchange or market constitutes
the broadest and most representative market for the security, and (ii) in
other cases, take into account various factors affecting market value,
including yields and prices of comparable securities, indication as to
value from dealers and general market conditions. If such prices are not
supplied by the Funds' independent pricing service, such securities will
be priced in accordance with procedures adopted by the Directors. All
portfolio securities with a remaining maturity of less than 60 days are
valued by the amortized cost method, because the Directors have
determined that this method will approximate market value. Because of the
large number of municipal bond issues outstanding and the varying
maturity dates, coupons and risk factors applicable to each issuer's
books, no readily available market quotations exist for most municipal
securities.
Equity Funds . In the case of the Equity Funds, the value of investments
listed on a domestic securities exchange, other than options on stock
indexes, is based on the last sale price as of the close of regular
trading hours on the New York Stock Exchange or, in the absence of
recorded sales, at the average of readily available closing bid and asked
prices on such exchange. Securities listed on a foreign exchange are
valued at the last quoted sale price available before the time when net
assets are valued. Unlisted securities are valued at the average of the
quoted bid and asked prices in the over-the-counter market. The value of
each security for which
50
<PAGE>
readily available market quotations exist is based on a decision as to the
broadest and most representative market for such security.
Equity Funds and Intermediate Investment Grade Fund. For purposes of
calculating net asset value per share for each class of shares in each of
the Equity Funds and the Intermediate Investment Grade Fund, all assets
and liabilities initially expressed in foreign currencies will be
converted into United States dollars at the prevailing market rates
available at the time of valuation.
All Funds (except Money Market Funds). Options on stock indexes traded on
national securities exchanges are valued at the close of options trading
on such exchanges, which is currently 4:10 P.M., New York City time.
Stock index futures and related options, which are traded on commodities
exchanges, are valued at their last sales price as of the close of such
commodities exchanges, which is currently 4:15 P.M., New York City time.
Securities or other assets for which market quotations are not readily
available are valued at fair value in accordance with procedures
established by and under the general supervision and responsibility of
the Fund's Directors. Such procedures include the use of independent
pricing services which use prices based upon yields or prices of
securities of comparable quality, coupon, maturity and type; indications
as to values from dealers; and general market conditions. Short-term
investments, which mature in 60 days or less, are valued at amortized
cost if their original maturity was 60 days or less, or by amortizing
their value on the 61st day prior to maturity, if their original maturity
when acquired by a Fund was more than 60 days, unless this is determined
not to represent fair value by the Directors.
Trading in securities on most foreign exchanges and over-the-counter
markets is normally completed before the close of the New York Stock
Exchange and may also take place on days on which the New York Stock
Exchange is closed. If events materially affecting the value of foreign
securities occur between the time when the exchange on which they are
traded closes and the time when a Fund's net asset value is calculated,
such securities will be valued at fair value in accordance with
procedures established by and under the general supervision of the Funds'
Directors.
- --------------------------------------------------------------------------------
PERFORMANCE DATA
From time to time, the Funds may quote performance in terms of yield,
actual distributions, total return, or capital appreciation in reports,
sales literature, and advertisements published by the Funds. Current
performance information for the Funds may be obtained by calling the
number provided on the cover page of this Statement of Additional
Information.
Yield Quotations. As required by regulations of the Securities and
Exchange Commission, current yield for each class of shares of the Money
Fund and the Treasury Money Fund is computed by determining the net
change exclusive of capital changes in the value of a hypothetical
pre-existing account having a balance of one share at the beginning of a
seven-day
51
<PAGE>
calendar period, dividing the net change in account by the value of the
account at the beginning of the period, and multiplying the return over the
seven-day period by 365/7. For purposes of the calculation, net change in
account value reflects the value of additional shares purchased with dividends
from the original share and dividends declared on both the original share and
any such additional shares, but does not reflect realized gains or losses or
unrealized appreciation or depreciation. Effective yield for each class of
shares of the Money Fund and the Treasury Money Fund is computed by
annualizing the seven-day return with all dividends reinvested in additional
Fund shares.
The current and effective seven-day yields for the Money Market Funds as
of December 31, 1998 were as follows:
<TABLE>
<CAPTION>
Current 7 Effective 7
Day Yield Day Yield
-------------------- ----------------------
<S> <C> <C>
Money Fund - Hamilton Shares 4.95% 5.07%
- ------------------------------ ----- -----
Money Fund - Hamilton Premier Shares 4.70% 4.81%
- -------------------------------------- ----- -----
Money Fund - Hamilton Classic Shares 4.39% 4.48%
- -------------------------------------- ----- -----
Treasury Money Fund - Hamilton Shares 4.64% 4.75%
- --------------------------------------- ----- -----
Treasury Money Fund - Hamilton Premier Shares 4.39% 4.49%
- ----------------------------------------------- ----- -----
</TABLE>
As required by regulations of the Securities and Exchange Commission, the
annualized yield for each of the Taxable Fixed Income Funds, the
Tax-Exempt Fixed Income Funds and the Equity Income Fund is computed by
dividing the Fund's net investment income per share for each class earned
during a 30-day period by the net asset value on the last day of the
period. The average daily number of shares outstanding during the period
that are eligible to receive dividends will be used in determining the
net investment income per share. Income will be computed by totaling the
interest earned on all debt obligations, and in the case of the Equity
Income Fund, dividends earned on all equity securities, during the period
and subtracting from that amount the total of all recurring expenses
incurred during the period. The 30-day yield will then be annualized on a
bond-equivalent basis assuming semi-annual reinvestment and compounding
of net investment income, as described under "Additional Information" in
the Prospectus for the Equity Funds, the Taxable Fixed Income Funds and
the Tax-Exempt Fixed Income Funds.
The 30-day yields for the Taxable Fixed Income Funds and the Tax-Exempt
Fixed Income Funds are as follows:
52
<PAGE>
<TABLE>
<CAPTION>
With Without
Reimbursement Reimbursement
---------------------- -----------------------
<S> <C> <C>
Intermediate Government Fund - Institutional Shares......... 5.04% 5.00%
- -------------------------------------------------------------- ----- -----
Intermediate Government Fund - Investor Shares.............. 4.79% 4.69%
- -------------------------------------------------------------- ----- -----
Intermediate Investment Grade Fund - Institutional Shares... 5.06% 5.06%
- -------------------------------------------------------------- ----- -----
Intermediate Investment Grade Fund - Investor Shares........ 4.74% 4.74%
- -------------------------------------------------------------- ----- -----
Intermediate New York Tax-Exempt Fund - Institutional Shares 3.16% 3.05%
- -------------------------------------------------------------- ----- -----
Intermediate New York Tax-Exempt Fund - Investor Shares..... 2.92% 2.82%
- -------------------------------------------------------------- ----- -----
Intermediate Tax-Exempt Fund - Institutional Shares......... 3.39% 3.39%
- -------------------------------------------------------------- ----- -----
Intermediate Tax-Exempt Fund - Investor Shares.............. 3.10% 3.10%
- -------------------------------------------------------------- ----- -----
</TABLE>
Total Return Quotations. As required by regulations of the Securities and
Exchange Commission, the annualized total return of each of the Equity
Funds, the Taxable Fixed Income Funds and the Tax-Exempt Fixed Income
Funds for a period will be computed by assuming a hypothetical initial
payment of $10,000. It will then be assumed that all of the dividends and
distributions over the period are reinvested and that the entire amount
will be redeemed at the end of the period. The annualized total return
will then be calculated by determining the annual rate required for the
initial payment to grow to the amount which would have been received upon
redemption. Aggregate total returns, reflecting the cumulative percentage
change over a measuring period, may also be calculated.
The total returns for the Funds are as follows:
53
<PAGE>
<TABLE>
<CAPTION>
Average Average
Annual Annual
for the For the
One-Year Five-Year
Period Period
Aggregate Ended Ended
Inception Since December 31, December 31,
Date Inception 1998 1998
---- --------- ---- ----
---------- ---------- ------------- --------------
<S> <C> <C> <C> <C>
Intermediate Government Fund - Institutional 04/01/97 16.39% 7.49% N/A
- -------------------------------------------------- -------- ----- ----- ---
Shares..........................................
------------------------------------------------
Intermediate Government Fund - Investor Shares. 08/10/92 41.49% 7.33% 5.44%
- -------------------------------------------------- -------- ------ ----- -----
Intermediate Investment Grade Fund - 04/01/97 18.70% 8.56% N/A
- -------------------------------------------------- -------- ------ ----- ---
Institutional Shares.............................
- --------------------------------------------------
Intermediate Investment Grade Fund - Investor 05/01/97 18.14% 8.22% N/A
- -------------------------------------------------- -------- ------ ----- ---
Shares..........................................
------------------------------------------------
Intermediate New York Tax-Exempt Fund -
- --------------------------------------------------
Institutional Shares.......................... 04/01/97 12.34% 5.30% N/A
- -------------------------------------------------- -------- ------ ----- ---
Intermediate New York Tax-Exempt Fund - Investor 08/10/92 35.95% 5.04% 4.47%
- -------------------------------------------------- -------- ------ ----- -----
Shares..........................................
------------------------------------------------
Intermediate Tax-Exempt Fund - Institutional 04/01/97 12.22% 5.37% N/A
- -------------------------------------------------- -------- ------ ----- ---
Shares..........................................
------------------------------------------------
Intermediate Tax-Exempt Fund - Investor Shares. 05/01/97 11.63% 4.95% N/A
- -------------------------------------------------- -------- ------ ----- ---
Equity Income Fund - Institutional Shares...... 04/01/97 41.17% 13.18% N/A
- -------------------------------------------------- -------- ------ ------ ---
Equity Income Fund - Investor Shares........... 08/10/92 146.56% 12.82% 15.77%
- -------------------------------------------------- -------- ------- ------ ------
Large Cap Growth Fund - Institutional Shares... 04/01/97 59.45% 23.49% N/A
- -------------------------------------------------- -------- ------ ------ ---
Large Cap Growth Fund - Investor Shares........ 05/01/97 58.90% 23.26% N/A
- -------------------------------------------------- -------- ------ ------ ---
Small Cap Growth Fund - Institutional Shares... 04/01/97 37.89% 7.89% N/A
- -------------------------------------------------- -------- ------ ----- ---
Small Cap Growth Fund - Investor Shares........ 05/01/97 37.56% 7.55% N/A
- -------------------------------------------------- -------- ------ ----- ---
International Equity Fund - Institutional Shares 04/01/97 29.17% 20.84% N/A
- -------------------------------------------------- -------- ------ ------ ---
International Equity Fund - Investor Shares.... 05/01/97 28.57% 20.61% N/A
- -------------------------------------------------- -------- ------ ------ ---
</TABLE>
General. A Fund's performance will vary from time to time depending upon
market conditions, the composition of its portfolio, and its operating
expenses. Consequently, any given performance quotation should not be
considered representative of a Fund's performance for any specified
period in the future. In addition, because performance will fluctuate, it
may not provide a basis for comparing an investment in a Fund with
certain bank deposits or other investments that pay a fixed yield or
return for a stated period of time.
From time to time, the yields and the total returns of each class of
shares of the Funds may be quoted in and compared to other mutual funds
with similar investment objectives in advertisements, shareholder reports
or other communications to shareholders. The Funds may also include
calculations in such communications that describe hypothetical investment
results. (Such performance examples will be based on an express set of
assumptions and are not indicative of the performance of any Fund.) Such
calculations may from time to time include discussions or illustrations
of the effects of compounding in advertisements. "Compounding" refers to
the fact that, if dividends or other distributions on a Fund investment
are reinvested by being paid in additional Fund shares, any future income
or capital appreciation of a Fund would increase the value, not only of
the original Fund investment, but also of the additional Fund shares
received through reinvestment. As a result, the value of the Fund
investment would increase more quickly than if dividends or other
distributions had been paid in cash. The Funds may also include
discussions or illustrations of the potential investment goals of a
prospective investor (including but not limited to tax and/or retirement
planning), investment management techniques, policies or investment
suitability of a Fund, economic conditions, legislative developments
(including pending legislation), the effects of inflation and historical
performance of various asset classes, including but not limited to
stocks, bonds and Treasury bills. From time to time, advertisements or
communications to shareholders may summarize the substance of
54
<PAGE>
information contained in shareholder reports (including the investment
composition of a Fund), as well as, the views of the investment adviser as to
current market, economic trade and interest rate trends, legislative,
regulatory and monetary developments, investments strategies and related
matters believed to be of relevance to a Fund. The Funds may also include in
advertisements charts, graphs or drawings which illustrate the potential risks
and rewards of investment in various investment vehicles, including but not
limited to stocks, bonds, Treasury bills and shares of a Fund. In addition,
advertisements or shareholder communications may include a discussion of
certain attributes or benefits to be derived by an investment in a Fund. Such
advertisements or communications may include symbols, headlines or other
material which highlight or summarize the information discussed in more detail
therein. With proper authorization, a Fund may reprint articles (or excerpts)
written regarding the Fund and provide them to prospective shareholders.
Performance information with respect to the Funds is generally available by
calling 1-800-4BNY-FND (1-800-426-9363).
Comparative performance information may be used from time to time in
advertising the Funds' shares, including, but not limited to, data from
Lipper Analytical Services, Inc., the S&P 500 Composite Stock Price
Index, the Dow Jones Industrial Average, the Lehman Brothers indexes, the
Frank Russell Indexes and other industry publications. Each of the Money
Market Funds may compare the performance of each class of shares to Money
Fund Report, a service of IBC Financial Data, Inc. as well as yield data
reported in other national financial publications.
From time to time, the Funds may include general comparative information
such as statistical data regarding inflation, securities indices or the
features of performance of alternative investments, in advertisements,
sales literature and reports to shareholders. The Funds may also include
calculations, such as hypothetical compounding examples, which describe
hypothetical investment results in such communications. Such performance
examples will be based on an express set of assumptions and are not
indicative of the performance of any Fund. In addition, in such
communications, the investment adviser may offer opinions on current
economic conditions.
- --------------------------------------------------------------------------------
PORTFOLIO TRANSACTIONS AND BROKERAGE
Fixed-income and debt securities and municipal bonds and notes are
generally traded at a net price with dealers acting as principal for
their own accounts without a stated commission. The price of the security
usually includes profit to the dealers. In underwritten offerings,
securities are purchased at a fixed price which includes an amount of
compensation to the underwriter, generally referred to as the
underwriter's concession or discount. On occasion, certain securities may
be purchased directly from an issuer, in which case no commissions or
discounts are paid.
Portfolio Turnover. A Fund's investment policies may lead to frequent
changes in investments, particularly in periods of rapidly fluctuating
interest rates. A change in securities held by a Fund is known as
"portfolio turnover" and may involve the payment by the Fund of dealer
spreads or underwriting commissions, and other transaction costs, on the
sale of
55
<PAGE>
securities, as well as on the reinvestment of the proceeds in other
securities. A Fund's portfolio turnover rate is calculated by dividing the
lesser of purchases or sales of portfolio securities for the fiscal year by
the monthly average of the value of the portfolio securities owned during the
year. Securities whose maturity or expiration date at the time of acquisition
were one year or less are excluded from the calculation. For the fiscal years
ended December 31, 1996, 1997, and 1998, the portfolio turnover rates for the
Intermediate New York Tax-Exempt Fund and the Equity Income Fund were 22%,
21% and 24%; 58%, 65%, and 39%, respectively. It is anticipated that the
Intermediate New York Tax-Exempt Fund and the Equity Income Fund will continue
to have a portfolio turnover rate of less than 100%.
For the period April 1, 1997 (commencement of operations) to December 31, 1997,
and for the fiscal year ended December 31, 1998, the portfolio turnover rates
for the Intermediate Investment Grade Fund, Intermediate Tax-Exempt Fund, Large
Cap Growth Fund, Small Cap Growth Fund and International Equity Fund were 81%
and 53%; 30% and 37%; 37% and 26%; 68% and 84%; and 36% and 75%; respectively.
It is anticipated that the Intermediate Investment Grade Fund, Intermediate
Tax-Exempt Fund, Large Cap Growth Fund, Small Cap Growth Fund and International
Equity Fund will continue to have a portfolio turnover rate of less than 100%.
For the fiscal years ended December 31, 1996, 1997, and 1998, the portfolio
turnover rates for the Intermediate Government Fund were 57%, 41%, and 61%,
respectively. It is anticipated that the Intermediate Government Fund will
continue to have a portfolio turnover rate of not greater than 200%. The fixed
income securities in which the Fund will invest are generally traded at a net
price with dealers acting as principal for their own accounts and without
brokerage commissions. However, other expenses, such as custodial fees and wire
charges may be higher during periods of higher turnover.
Money Market Funds, Taxable Fixed Income Funds and Tax-Exempt Fixed
Income Funds. Portfolio transactions for each of the Money Market Funds,
the Taxable Fixed Income Funds and the Tax-Exempt Fixed Income Funds will
be undertaken principally to accomplish a Fund's objective in relation to
expected movements in the general level of interest rates. Each of the
Money Market Funds, the Taxable Fixed Income Funds and the Tax-Exempt
Fixed Income Funds may engage in short-term trading consistent with their
objectives.
Each of the Money Market Funds' policy of investing only in securities
with maturities of less than 397 days will result in high portfolio
turnover. Since brokerage commissions are not normally paid on
investments that the Money Market Funds make, turnover resulting from
such investments should not adversely affect the net asset value or net
income of the Fund.
Equity Funds. In connection with portfolio transactions for the Equity
Funds, the overriding objective is to obtain the best possible execution
of purchase and sale orders. In selecting a broker, the Adviser (and, in
the case of the International Equity Fund, the sub-adviser) considers a
number of factors including: the price per unit of the security; the
broker's reliability for prompt, accurate confirmations and on-time
delivery of securities; the firm's financial condition; as well as the
commissions charged. A broker may be paid a brokerage commission in
excess of that which another broker might have charged for effecting the
same transaction if, after
56
<PAGE>
considering the foregoing factors, the Adviser decides that the broker chosen
will provide the best possible execution. The Adviser will monitor the
reasonableness of the brokerage commissions paid in light of the execution
received. The Directors will review regularly the reasonableness of
commissions and other transaction costs incurred by the Equity Funds in light
of facts and circumstances deemed relevant from time to time, and, in that
connection, receive reports from the Adviser and published data concerning
transaction costs incurred by institutional investors generally. Research
services provided by brokers to which the Adviser has allocated brokerage
business in the past include economic statistics and forecasting services,
industry and company analyses, portfolio strategy services, quantitative data,
and consulting services from economists and political analysts. Research
services furnished by brokers are used for the benefit of all the Adviser's
clients and not solely or necessarily for the benefit of an individual Fund.
The Adviser believes that the value of research services received is not
determinable and does not significantly reduce its expenses. The Equity Funds
do not reduce their respective fees paid to the Adviser by any amount that
might be attributable to the value of such services.
For the fiscal years ended December 31, 1996, 1997, and 1998, the Equity
Income Fund paid aggregate broker commissions of $129,028, $481,922, and
$500,347, respectively.
For the period April 1, 1997 (commencement of operations) to December 31, 1997,
and for the fiscal year ended December 31, 1998, the Large Cap Growth Fund
paid aggregate broker commissions of $177,684 and $226,702, respectively.
For the period April 1, 1997 (commencement of operations) to December 31, 1997,
and for the fiscal year ended December 31, 1998, the Small Cap Growth Fund
paid aggregate broker commissions of $120,938 and $279,344, respectively.
For the period April 1, 1997 (commencement of operations) to December 31, 1997,
and for the fiscal year ended December 31, 1998, the International Equity Fund
paid aggregate broker commissions of $530,331 and $876,134, respectively.
Subject to the overriding objective of obtaining the best possible
execution of orders, the Adviser may allocate a portion of any or all of
the Equity Funds' portfolio brokerage transactions to affiliates of the
Adviser. In order for affiliates of the Adviser to effect any portfolio
transactions for the Equity Funds, the commissions, fees or other
remuneration received by such affiliates must be reasonable and fair
compared to the commissions, fees, or other remuneration paid to other
brokers in connection with comparable transactions involving similar
securities being purchased or sold on a securities exchange during a
comparable period of time. Furthermore, the Directors, including a
majority of the Directors who are not "interested persons", have adopted
procedures which are reasonably designed to provide that any commissions,
fees, or other remuneration paid to such affiliates are consistent with
the foregoing standard.
Portfolio securities will not be purchased from or through or sold to or
through the Funds' Administrator, Distributor or Adviser or any
"affiliated person", as defined in the 1940 Act, of the
Co-Administrators, Distributor or Adviser when such entities are acting
as principals, except to the extent permitted by law. In addition, the
Funds will not purchase securities during the existence of any
underwriting group relating thereto of which the Adviser or an affiliate
of the Adviser is a member, except to the extent permitted by law.
On those occasions when the Adviser deems the purchase or sale of a
security to be in the best interests of a Fund as well as other
customers, including the other Funds, to the extent permitted by
applicable laws and regulations, the Adviser may, but is not obligated
to, aggregate the securities to be sold or purchased for the Fund with
those to be sold or purchased for other customers in order to obtain best
execution, including lower brokerage commissions if appropriate. In such
event, allocation of the securities so purchased or sold as well as any
expenses incurred in the transaction will be made by the Adviser, in the
manner it considers to
57
<PAGE>
be most equitable and consistent with the Adviser's fiduciary obligations to
the Fund. In some instances, this procedure might adversely affect a Fund.
If a Fund effects a closing purchase transaction with respect to an
option written by it, normally such transaction will be executed by the
same broker-dealer who executed the sale of the option. The writing of
options by a Fund will be subject to limitations established by each of
the exchanges governing the maximum number of options in each class which
may be written by a single investor or group of investors acting in
concert, regardless of whether the options are written on the same or
different exchanges or are held or written in one or more accounts or
through one or more brokers. The number of options which a Fund may write
may be affected by options written by the Adviser for other investment
advisory clients. An exchange may order the liquidation of positions
found to be in excess of these limits, and it may impose certain other
sanctions.
- --------------------------------------------------------------------------------
DESCRIPTION OF SHARES
BNY Hamilton Funds, Inc. (the "Corporation") is a registered, open-end
investment company organized under the laws of the State of Maryland. The
Articles of Incorporation of the Corporation currently permit the
Corporation to issue 20,000,000,000 shares of common stock, par value
$.001 per share, of which shares have been classified as follows:
<TABLE>
<CAPTION>
Number of Shares of
Name of Series and Classes Thereof Common Allocated
- ---------------------------------- ----------------------------
<S> <C>
BNY Hamilton Money Fund
- Hamilton Shares........................................................ 3,000,000,000
- Hamilton Premier Shares................................................ 3,000,000,000
- Hamilton Classic Shares................................................ 3,000,000,000
BNY Hamilton Treasury Money Fund
- Hamilton Shares........................................................ 2,000,000,000
- Hamilton Premier Shares................................................ 2,000,000,000
BNY Hamilton Equity Income Fund
- Institutional Shares................................................... 200,000,000
- Investor Shares........................................................ 200,000,000
BNY Hamilton Large Cap Growth Fund
- Institutional Shares................................................... 200,000,000
- Investor Shares........................................................ 200,000,000
BNY Hamilton Small Cap Growth Fund
- Institutional Shares................................................... 200,000,000
- Investor Shares........................................................ 200,000,000
BNY Hamilton International Equity Fund
- Institutional Shares................................................... 200,000,000
- Investor Shares........................................................ 200,000,000
</TABLE>
58
<PAGE>
<TABLE>
<S> <C>
BNY Hamilton Intermediate Government Fund
- Institutional Shares................................................... 200,000,000
- Investor Shares........................................................ 200,000,000
BNY Hamilton Intermediate Investment Grade Fund
- Institutional Shares................................................... 200,000,000
- Investor Shares........................................................ 200,000,000
BNY Hamilton Intermediate New York Tax-Exempt Fund
- Institutional Shares................................................... 200,000,000
- Investor Shares........................................................ 200,000,000
BNY Hamilton Intermediate Tax-Exempt Fund
- Institutional Shares................................................... 200,000,000
- Investor Shares........................................................ 200,000,000
Undesignated Common Stock....................................................... 3,800,000,000
</TABLE>
Shares of the Corporation do not have preemptive or conversion rights and
are fully paid and nonassessable by the Corporation. The rights of
redemption and exchange are described in the appropriate Prospectus and
elsewhere in this Statement of Additional Information.
The shareholders of each Fund are entitled to a full vote for each full
share held and to a fractional vote for each fractional share. Subject to
the 1940 Act and Maryland law, the Directors themselves have the power to
alter the number and the terms of office of the Directors, to lengthen
their own terms, or to make their terms of unlimited duration subject to
certain removal procedures, and appoint their own successor; provided,
however, that immediately after such appointment the requisite majority
of the Directors have been elected by the shareholders of the Funds. The
voting rights of shareholders are not cumulative so that holders of more
than 50% of the shares voting can, if they choose, elect all Directors
being selected while the holders of the remaining shares would be unable
to elect any Directors. It is the intention of the Corporation not to
hold annual shareholder meetings. The Directors may call shareholder
meetings for action by shareholder vote as may be required by either the
1940 Act or the Articles of Incorporation.
The Corporation, if requested to do so by the holders of at least 10% of
shareholders of all series aggregated as a class, will call a meeting of
shareholders for the purpose of voting upon the question of the removal
of a director or directors and will assist in communications with other
shareholders as required by Section 16(c) of the 1940 Act.
The Articles of Incorporation contain a provision permitted under the
Maryland General Corporation Law that under certain circumstances
eliminates the personal liability of the Directors to the Corporation or
its shareholders. The Articles of Incorporation and the Bylaws of the
Corporation provide that the Corporation will indemnify the Directors,
officers and employees of the Funds to the full extent permitted by the
Maryland General Corporation Law, which permits indemnification of such
persons against liabilities and expenses incurred in connection with
proceedings in which they may be involved because of their offices or
employment with the Corporation. However, nothing in the Articles of
Incorporation or the Bylaws of the Corporation protects or indemnifies a
Director, officer or employee against any
59
<PAGE>
liability to the Corporation or its shareholders to which he or she would
otherwise be subject by reason of willful malfeasance, bad faith, gross
negligence or reckless disregard of the duties involved in the conduct of his
or her office.
For information relating to mandatory redemption of Fund shares or, under
certain circumstances, their redemption at the option of the Funds, see
"Redemption of Shares" in the Prospectuses.
No single person beneficially owns 25% or more of the Corporation's
voting securities. The following table sets forth the name, address and
percentage of ownership of each person who is known by the Registrant to
own, of record or beneficially, 5% or more of any class of the
Corporation's outstanding equity securities as of March 31, 1998:
<TABLE>
<CAPTION>
Fund Of Record % Beneficial Owner %
- ---- --------- - ---------------- -
<S> <C> <C> <C> <C>
Money NONE Duke University 6.00%
100 N. Tryon Street ------
Charlotte, NC 28202
Intermediate Government The Bank of New York 32.23% The Bank of New York 42.44%
Profit Sharing Plan B ------ 48 Wall Street ------
48 Wall Street New York, NY 10286
New York, NY 10286
The Bank of New York 5.43%
Long-Term Disability Plan -----
48 Wall Street
New York, NY 10086
Intermediate New York NONE Robert J. Milano 8.20%
Tax-Exempt 860 United Nations Plaza -----
New York, NY 10017
Equity Income The Bank of New York 21.29% The Bank of New York 22.99%
Profit Sharing Plan A ------ 48 Wall Street ------
48 Wall Street New York, NY 10286
New York, NY 10286
Small Cap Growth The Bank of New York 7.75% The Bank of New York 7.75%
Profit Sharing Plan A ----- 48 Wall Street -----
48 Wall Street New York, NY 10286
New York, NY 10286
International Equity Indosuez Asset Management 5.08% Indosuez Asset Management 5.08%
Nine Rue Louis Murar ----- Nine Rue Louis Murar -----
Paris, France Paris, France
Treasury Money Ceridian Corp. Tax Filing Trust 5.89% Ceridian Corp. Tax Filing 5.89%
8100 34 Avenue South ----- Trust -----
Minneapolis, MN 55425 8100 34 Avenue South
Minneapolis, MN 55425
F W Olin Foundation 10.36% F W Olin Foundation 10.36%
780 Third Avenue ------ 780 Third Avenue ------
New York, NY 10017 New York, NY 10017
</TABLE>
60
<PAGE>
The Corporation's officers and directors, taken as a group, own less than
1% of the shares of each of the Funds.
- --------------------------------------------------------------------------------
TAXES
Each Fund generally will be treated as a separate corporation for federal
income tax purposes, and thus the provisions of the Tax Code generally
will be applied to each Fund separately, rather than the Corporation as a
whole. Net long-term and short-term capital gains, net income, and
operating expenses therefore will be determined separately for each Fund.
Each Fund within the Corporation intends to qualify as a regulated
investment company under Subchapter M of the Tax Code. Accordingly, each
Fund must, among other things, (a) derive at least 90% of its gross
income from dividends, interest, payments with respect to loans of stock
and securities, gains from the sale or other disposition of stock,
securities or foreign currency and other income (including but not
limited to gains from options, futures, and forward contracts) derived
with respect to its business of investing in such stock, securities or
foreign currency; and (b) diversify its holdings so that, at the end of
each fiscal quarter, (i) at least 50% of the value of the Fund's assets
is represented by cash, United States Government securities and other
securities, with such other securities limited, in respect of any one
issuer, to an amount not greater than 5% of the Fund's assets, and 10% of
the outstanding voting securities of such issuer and (ii) not more than
25% of the value of its assets is invested in the securities of any one
issuer (other than United States Government securities). As a regulated
investment company, a Fund (as opposed to its shareholders) will not be
subject to federal income taxes on the net investment income and capital
gains that it distributes to its shareholders, provided that at least 90%
of its net investment income and realized net short-term capital gains in
excess of net long-term capital losses for the taxable year is
distributed at least annually.
Under the Tax Code, a Fund will be subject to a 4% excise tax on a
portion of its undistributed income if it fails to meet certain
distribution requirements by the end of the calendar year. Each Fund
intends to make distributions in a timely manner and accordingly does not
expect to be subject to the excise tax.
For federal income tax purposes, dividends that are declared by a Fund in
October, November or December as of a record date in such month and
actually paid in January of the following year will be treated as if they
were paid on December 31 of the year declared. Therefore, such dividends
will generally be taxable to a shareholder in the year declared rather
than the year paid.
Distributions of net investment income and realized net short-term
capital gains in excess of net long-term capital losses (other than
exempt-interest dividends distributed by either of the Tax-Exempt Fixed
Income Funds, as described below) are generally taxable to shareholders
of the Funds as ordinary income whether such distributions are taken in
cash or reinvested in additional
61
<PAGE>
shares. Each of the Equity Funds (other than the International Equity Fund)
expects that a portion of these distributions to their respective corporate
shareholders will be eligible for the 70% dividends-received deduction. These
distributions from all other Funds will not be eligible for the
dividends-received deduction. Distributions of net long-term capital gains
(i.e., net long-term capital gains in excess of net short-term capital losses)
are taxable to shareholders of a Fund as long-term capital gains, regardless
of whether such distributions are taken in cash or reinvested in additional
shares and regardless of how long a shareholder has held shares in the Fund,
and are not eligible for the dividends-received deduction. Individual
shareholders will be subject to federal income tax on distributions of net
long-term capital gains at a maximum rate of 28% if designated as derived from
a Fund's capital gains from property held for more than one year and at a
maximum rate of 20% if designated as derived from property held for more than
eighteen months.
A gain or loss realized by a shareholder on the redemption, sale or
exchange of shares held as a capital asset will be capital gain or loss
and such gain or loss will be long-term if the holding period for the
shares exceeds one year, and otherwise will be short-term. Individual
shareholders will be subject to federal income tax on long-term capital
gain at a maximum rate of 28% in respect of shares held for more than one
year and at a maximum rate of 20% in respect of shares held for more than
eighteen months. Capital gain of a corporate shareholder is taxed at the
same rate as ordinary income. Any loss realized by a shareholder on the
disposition of shares held six months or less will be treated as a
long-term capital loss to the extent of any distributions of net
long-term capital gains received by the shareholder with respect to such
shares. Any such loss may be disallowed in the case of either of the
Tax-Exempt Fixed Income Funds. See "Tax-Exempt Fixed Income Funds" below.
Additionally, any loss realized on a redemption or exchange of shares of
a Fund will be disallowed to the extent the shares disposed of are
replaced within a period of 61 days beginning 30 days before such
disposition, such as pursuant to reinvestment of a dividend in shares of
the Fund.
Prospective investors in any of the Equity Funds, the Taxable Fixed
Income Funds and the Tax-Exempt Fixed Income Funds should be aware that
distributions of net investment income or net long-term capital gains
from these Funds will have the effect of reducing the net asset value of
each class of each Funds' shares by the amount of the distribution. If
the net asset value is reduced below a shareholder's cost, the
distribution will nonetheless be taxable as described above, even if the
distribution represents a return of invested capital. Investors should
consider the tax implications of buying shares in these Funds just prior
to a distribution, when the price of shares may reflect the amount of the
forthcoming distribution.
Gains or losses on sales of securities by a Fund will be treated as
long-term capital gains or losses if the securities have been held by it
for more than one year except in certain cases where, if applicable, a
Fund acquires a put or writes a call thereon. Other gains or losses on
the sale of securities will be short-term capital gains or losses. Gains
and losses on the sale, lapse or other termination of options on
securities will be treated as gains and losses from the sale of
securities. If an option written by a Fund lapses or is terminated
through a closing transaction, such as a repurchase by the Fund of the
option from its holder, the Fund will realize a short-term capital gain
or loss, depending on whether the premium income is greater or less than
the amount paid
62
<PAGE>
by the Fund in the closing transaction. If securities are purchased by the
Fund pursuant to the exercise of a put option written by it, the Fund will
subtract the premium received from its cost basis in the securities purchased.
If securities are sold by the Fund pursuant to the exercise of a call option
written by it, the Fund will include the premium received in the sale price
for the securities sold.
Under the Tax Code, gains or losses attributable to dispositions of
foreign currency or to foreign currency contracts, or to fluctuations in
exchange rates between the time a Fund accrues income or receivables or
expenses or other liabilities denominated in a foreign currency and the
time a Fund actually collects such income or pays such liabilities, are
treated as ordinary income or ordinary loss. Similarly, gains or losses
on the disposition of debt securities held by a Fund, if any, denominated
in foreign currency, to the extent attributable to fluctuations in
exchange rates between the acquisition and disposition dates, are also
treated as ordinary income or loss.
Forward currency contracts, options and futures contracts entered into by
a Fund may create "straddles" for federal income tax purposes and this
may affect the character and timing of gains or losses realized by a Fund
on forward currency contracts, options and futures contracts or on the
underlying securities.
Certain options, futures and foreign currency contracts held by a Fund at
the end of each fiscal year will be required to be "marked-to-market" for
federal income tax purposes -- i.e., treated as having been sold at
market value. For options and futures contracts, sixty percent of any
gain or loss recognized on these deemed sales and on actual dispositions
will be treated as long-term capital gain or loss, and the remainder will
be treated as short-term capital gain or loss, regardless of how long the
Fund has held such options or futures. Any gain or loss recognized on
foreign currency contracts will be treated as ordinary income, unless an
election under Section 988 (a) (1) (B) of the Tax Code is made, in which
case the rule for options and futures contracts will apply.
The International Equity Fund will, and the Equity Income Fund, the Large
Cap Growth Fund and the Small Cap Growth Fund may, invest in equity
securities of foreign issuers. If these Funds purchase shares in certain
foreign investment companies, known as "passive foreign investment
companies", they may be subject to federal income tax on a portion of an
"excess distribution" from such passive foreign investment companies or
gain from the disposition of such shares, even though such income may
have to be distributed as a taxable dividend by a Fund to its respective
shareholders. In addition, certain interest charges may be imposed on the
Equity Funds or its respective shareholders in respect of unpaid taxes
arising from such distributions or gains. Alternatively, the Equity Funds
would be required each year to include in its income and distribute to
shareholders a pro rata portion of the foreign investment company's
income, whether or not distributed to the Fund. For taxable years
beginning after 1997, the Equity Funds will be permitted to
"mark-to-market" any marketable stock held by a Fund in a passive foreign
investment company. If a Fund made such an election, each investor in the
Fund would include in income in each year an amount equal to its share of
the excess, if any, of the fair market value of the stock in such passive
foreign investment company as of the close of the taxable year over the
adjusted basis of such
63
<PAGE>
stock. The investor would be allowed a deduction for its share of the excess,
if any, of the adjusted basis of the stock in such passive foreign investment
company over the fair market value of such stock as of the close of the
taxable year, but only to the extent of any net mark-to-market gains with
respect to the stock included by the investor for prior taxable years.
It is expected that the Money Fund, the Equity Income Fund, the Large Cap
Growth Fund, the Small Cap Growth Fund, the International Equity Fund and
the Intermediate Investment Grade Fund may be subject to foreign
withholding taxes with respect to income received from sources within
foreign countries. The International Equity Fund intends to elect to
"pass through" to its investors the amount of foreign income taxes paid
by the Fund, with the result that each shareholder will (i) include in
gross income, even though not actually received, the pro rata share of
the Fund's foreign income taxes, and (ii) either deduct (in calculating
U.S. taxable income) or credit (in calculating U.S. federal income tax)
the pro rata share of the Fund's foreign income taxes. A foreign tax
credit may not exceed the U.S. federal income tax otherwise payable with
respect to the foreign source income. For this purpose, each shareholder
must treat as foreign source gross income (i) his proportionate share of
foreign taxes paid by the Fund and (ii) the portion of any dividend paid
by the Fund which represents income derived from foreign sources; the
gain from the sale of securities will generally be treated as U.S. source
income. This foreign tax credit limitation is, with certain exceptions,
applied separately to separate categories of income; dividends from the
will be treated as "passive" or "financial services" income for this
purpose. The effect of this limitation may be to prevent from claiming as
a credit the full amount of their pro rate share of the Fund's foreign
income taxes. In addition, effective for dividends paid after September
5, 1997, shareholders will not be eligible to claim a foreign tax credit
with respect to foreign income taxes paid by the Fund unless certain
holding period requirements are met.
Each Fund may be subject to state or local taxes in jurisdictions in
which the Fund is deemed to be doing business. In addition, the treatment
of a Fund and its shareholders in those states that have income tax laws
might differ from treatment under the federal income tax laws.
Shareholders should consult their own tax advisors with respect to any
state or local taxes.
Foreign Shareholders. Dividends of net investment income and
distributions of realized net short-term gains in excess of net long-term
losses to a shareholder who, as to the United States, is a non-resident
alien individual, fiduciary of a foreign trust or estate, foreign
corporation or foreign partnership (a "foreign shareholder") will be
subject to United States withholding tax at the rate of 30% (or lower
treaty rate) unless the dividends are effectively connected with a United
States trade or business of the shareholder, in which case the dividends
will be subject to tax on a net income basis at the graduated rates
applicable to United States individuals or domestic corporations.
Distributions of net long-term capital gains to foreign shareholders will
not be subject to United States tax unless the distributions are
effectively connected with the shareholder's trade or business in the
United States or, in the case of a foreign shareholder who is a
non-resident alien individual, the shareholder was present in the United
States for more than 182 days during the taxable year and certain other
conditions are met.
64
<PAGE>
In the case of a foreign shareholder who is a non-resident alien
individual and who is not otherwise subject to withholding as described
above, a Fund may be required to withhold United States federal income
tax at the rate of 31% unless IRS Form W-8 is provided.
Transfers by gift of shares of a Fund by a foreign shareholder who is a
non-resident alien individual will not be subject to United States
federal gift tax, but the value of shares of the Fund held by such a
shareholder at his or her death will be includible in his or her gross
estate for United States federal estate tax purposes.
Tax-Exempt Fixed Income Funds. Both of the Tax-Exempt Fixed Income Funds
intend to qualify to pay exempt-interest dividends to its respective
shareholders by having, at the close of each quarter of its taxable year,
at least 50% of the value of its total assets consist of tax-exempt
securities. An exempt-interest dividend is that part of dividend
distributions made by such Tax-Exempt Fixed Income Fund that consists of
interest received by the Fund on tax-exempt securities. Shareholders will
not incur any federal income tax on the amount of exempt-interest
dividends received by them from such Tax-Exempt Fixed Income Fund. In
view of each Tax-Exempt Fixed Income Fund's investment policies, it is
expected that substantially all dividends will be exempt-interest
dividends, although each Tax-Exempt Fixed Income Fund may from time to
time realize and distribute net short-term capital gains or other minor
amounts of taxable income.
Interest on indebtedness incurred or continued by a shareholder, whether
a corporation or an individual, to purchase or carry shares of either
Tax-Exempt Fixed Income Fund is not deductible to the extent it relates
to exempt-interest dividends received by the shareholder. Any loss
incurred on the sale or redemption of either Fund's shares held six
months or less will be disallowed to the extent of exempt-interest
dividends received with respect to such shares.
Interest on certain tax-exempt bonds that are private activity bonds
within the meaning of the Tax Code is treated as a tax preference item
for purposes of the alternative minimum tax, and any such interest
received by a Tax-Exempt Fixed Income Fund and distributed to
shareholders will be so treated for purposes of any alternative minimum
tax liability of shareholders. The Tax-Exempt Fixed Income Funds are
permitted to invest up to 20% of their respective assets in private
activity bonds the interest from which is a preference item for purposes
of alternative minimum tax. Moreover, exempt-interest dividends paid to a
corporate shareholder by a Tax-Exempt Fixed Income Fund (whether or not
from interest on private activity bonds) will be taken into account (i)
in determining the alternative minimum tax imposed on 75% of the excess
of adjusted current earnings over alternative minimum taxable income,
(ii) in calculating the environmental tax equal to .12% of a
corporation's modified alternative taxable income in excess of $2
million, and (iii) in determining the foreign branch profits tax imposed
on effectively connected earnings and profits (with adjustments) of
United States branches of foreign corporations.
Holders of shares of either class of either Tax-Exempt Fixed Income Fund
who are subject to New York State and New York City personal income taxes
on dividends will not be subject to such tax on distributions from the
respective Tax-Exempt Fixed Income Fund to the extent that
65
<PAGE>
the distributions qualify as exempt-interest dividends and represent income
attributable to federally tax-exempt obligations of the State of New York and
its subdivisions, agencies and instrumentalities (as well as certain other
federally tax-exempt obligations the interest on which is exempt from New York
State and New York City personal income taxes, such as, for example, certain
obligations of Puerto Rico). To the extent that distributions from either
class of either Tax-Exempt Fixed Income Fund are derived from other income,
including long- and short-term capital gains and income from securities
lending, such distributions will not be exempt from New York State or New York
City personal income taxes.
Distributions from either Tax-Exempt Fixed Income Fund are not excluded
in determining New York State or City franchise taxes on corporations and
financial institutions.
Annual statements as to the portion of distributions of both Tax-Exempt
Fixed Income Funds that is attributable to interest that is exempt from
federal income tax and, in the case of the Intermediate New York
Tax-Exempt Fund, New York State and City personal income tax will be
provided to shareholders shortly after the end of the taxable year.
<PAGE>
SPECIAL CONSIDERATIONS RELATING TO INVESTMENTS IN NEW YORK MUNICIPAL OBLIGATIONS
The following information is a summary of special factors affecting the
Intermediate New York Tax-Exempt Fund. It does not purport to be a complete
description and is based on information from official statements relating to
securities offerings of New York issuers and, with respect to information about
credit ratings, from newspaper reports.
Economic Outlook
New York (the "State") is the third most populous state in the nation and has a
relatively high level of personal wealth. The State's economy is diverse with a
comparatively large share of the nation's finance, insurance, transportation,
communications and services employment, and a very small share of the nation's
farming and mining activity. The State's location, air transport facilities and
natural harbors have made it an important link in international commerce. Travel
and tourism constitute an important part of the economy. Like the rest of the
nation, New York has a declining proportion of its workforce engaged in
manufacturing and an increasing proportion engaged in service industries.
The economic and financial condition of the State may be affected by various
financial, social, economic and political factors. Those factors can be very
complex, may vary from fiscal year to fiscal year, and are frequently the result
of actions taken not only by the State and its agencies and instrumentalities,
but also by entities, such as the federal government, that are not under the
control of the State. The state financial plan is based upon forecasts of
national and State economic activity. Economic forecasts have at times failed to
predict precisely the timing and magnitude of changes in the national and the
State economies. Many uncertainties exist in forecasts of both the national and
State economies, including consumer attitudes toward spending, the extent of
corporate and governmental restructuring, federal fiscal and monetary policies,
the level of interest rates, and the condition of the world economy, which could
have an adverse effect on the State. There can be no assurance that the State
economy will not experience results in the current fiscal year that are worse
than predicted, with corresponding material and adverse effects on the State's
projections of receipts and disbursements.
The national economy has maintained a robust rate of growth during the past six
quarters, as its seven-year expansion continues. Approximately 16 1/2 million
jobs have been added nationally since early 1992. The State economy has
continued to expand, but growth remains somewhat slower than in the nation.
Although the State has added over 400,000 jobs since late 1992, employment
growth in the State has been hindered during recent years by significant
cutbacks in the computer and instrument manufacturing, utility, defense, and
banking industries. Government downsizing has also moderated these job gains.
Nationally, the annual growth rate is expected to be significantly lower in 1999
than had been predicted, and it is expected to be slower than during 1997. U.S.
trade balances are expected to continue to be negatively affected in 1999 by the
financial and economic turmoil that began in Asia and spread to other parts of
the world. Growth in domestic consumption, which has helped fuel the nation's
strong economic performance in recent years, is also expected to ebb in 1999, as
there likely will be a drop in consumer confidence from recent historic highs
and the stock market may cease to provide consumers with large amounts of
disposable income. Lower short-term interest rates, however, which are expected
to continue through 1999, should help prevent a national recession. Real GDP
grew roughly 3.4 percent in 1998, which was moderately below the
<PAGE>
1997 rate. It is expected to fall further to 1.6 percent in 1999. Growth of
nominal GDP fell from 5.9 percent in 1997 to 4.6 percent in 1998, and is
expected to drop to 3.7 percent in 1999. Inflation, which fell to 1.7 percent in
1998, is predicted to rise to 2.7 percent in 1999. The annual rate of job growth
was approximately 2.5 percent in 1998, but it is forecasted to slow to 1.9
percent in 1999. Growth in personal income and wages is expected to continue to
slow in 1999.
At the State level, continued growth is projected in 1999 for employment, wages
and personal income, although a significant slowdown in the growth rates of
personal income and wages is expected. Personal income growth is expected to
fall from roughly 5.0 percent in 1998 to 3.4 percent in 1999, partly because
growth in bonus payments is expected to slow significantly, which would be a
marked shift from the unusually high increases of the past few years. Overall
employment growth is expected to drop from approximately 2.0 percent in 1998 to
1.0 percent in 1999 because of the slow growth of the national economy,
continued spending restraint in government, lower profitability in the financial
sector and continued restructuring in the manufacturing, health care and banking
sectors.
Current Fiscal Year
Overview
The State's current fiscal year commenced on April 1, 1998, and ends on March
31, 1999, and is referred to herein as the State's 1998-99 fiscal year. The
Legislature adopted the debt service component of the State budget for the
1998-99 fiscal year on March 30, 1998 and the remainder of the budget on April
18, 1998. For the period before adoption of the budget for the current fiscal
year, the Legislature enacted appropriations to permit the State to continue its
operations and provide for other purposes. On April 25, 1998, the Governor
vetoed certain items that the Legislature added to the Executive Budget, which
the Legislature had not overridden by the start of the legislative recess on
June 19, 1998.
General Fund disbursements in 1998-99 are now projected to grow by $2.43 billion
over 1997-98 levels, or $690 million more than proposed in the Governor's
Executive Budget, as amended. The change in General Fund disbursements from the
Executive Budget to the enacted budget reflects legislative additions (net of
the value of the Governor's vetoes), actions taken at the end of the regular
legislative session, and spending that was originally anticipated to occur in
1997-98 but is now expected to occur in 1998-99. The State projects that the
1998-99 State Financial Plan is balanced on a cash basis, with an estimated
reserve for future needs of $761 million.
The State's enacted budget includes several new multi-year tax reduction
initiatives, including acceleration of State-funded property and local income
tax relief for senior citizens under the School Tax Relief Program (STAR),
expansion of the child care income-tax credit for middle-income families, a
phased-in reduction of the general business tax, and reduction of several other
taxes and fees, including an accelerated phase-out of assessments on medical
providers. The enacted budget also provides for significant increases in
spending for public schools, special education programs, and for the State and
City university systems. It also allocates $50 million for a new Debt Reduction
Reserve Fund (DRRF) that may eventually be used to pay debt service costs on or
to prepay outstanding State-supported bonds.
2
<PAGE>
The 1998-99 State Financial Plan projects a closing balance in the General Fund
of $1.7 billion, which is comprised of a reserve of $1.04 billion available for
future needs, a balance of $400 million in the Tax Stabilization Reserve Fund
(TSRF), a balance of $158 million in the Community Projects Fund (CPF), and a
balance of $100 million in the Contingency Reserve Fund (CRF). The TSRF can be
used in the event of an unanticipated General Fund cash operating deficit, as
provided under the State Constitution and State Financial Law. The CPF is used
to finance various legislative and executive initiatives. The CRF provides
resources to help finance any extraordinary litigation costs during the fiscal
year.
The four governmental fund types that comprise the State Financial Plan are the
General Fund, the Special Revenue Funds, the Capital Projects Funds and the Debt
Service Funds. This fund structure adheres to accounting standards of the
Governmental Accounting Standards Board. The General Fund is the principal
operating fund of the State and is used to account for all financial
transactions, except those required to be accounted for in another fund. It is
the State's largest fund and receives almost all State taxes and other resources
not dedicated to particular purposes. The General Fund is expected to account
for approximately 47.6 percent of all Governmental Funds disbursements and 70.1
percent of total State Funds disbursements in the State's 1998-99 fiscal year.
General Fund moneys are also transferred to other funds, primarily to support
certain capital projects and debt service payments in other fund types.
General Fund Receipts
Total General Fund receipts and transfers from other funds in the 1998-99 fiscal
year are projected to reach $37.84 billion, an increase of over $3 billion from
the 1997-98 fiscal year. This total includes $34.50 billion in tax receipts,
$1.47 billion in miscellaneous receipts and $1.86 billion in transfers from
other funds. The transfer of a portion of the surplus recorded in 1997-98 to
1998-99 exaggerates the "real" growth in State receipts from year to year by
depressing reported 1997-98 figures and inflating 1998-99 projections.
Conversely, the incremental cost of tax reductions newly effective in 1998-99
and the impact of statutes earmarking certain tax receipts to other funds
depress apparent growth below the underlying growth in receipts attributable to
expansion of the State's economy. On an adjusted basis, State tax revenues in
the 1998-99 fiscal year are projected to grow approximately 7.5 percent,
following an adjusted growth of roughly 9.0 percent in the 1997-98 fiscal year.
The Personal Income Tax is imposed on the income of individuals, estates and
trusts and is based, with certain modifications, on federal definitions of
income and deductions. This tax continues to account for over half of the
State's General Fund receipts base. Net personal income tax collections are
projected to reach $21.44 billion, nearly $3.7 billion above the reported
1997-98 collection total. Since 1997 represented the completion of the 20
percent income tax reduction program enacted in 1995, growth from 1998 to 1999
will be unaffected by major income tax reductions. Adding to the projected
annual growth is the net impact of the transfer of the surplus from 1997-98 to
the current year, which affects reported collections by over $2.4 billion on a
year-over-year basis, as partially offset by the diversion of slightly over $700
million in income tax receipts to the STAR fund to finance the initial year of
the school tax reduction program.
User taxes and fees are comprised of three-quarters of the State four percent
sales and use tax (the balance, one percent, flows to support the Local
Government Assistance Corporation (LGAC)
3
<PAGE>
debt service requirements), cigarette, alcoholic beverage, container, and auto
rental taxes, and a portion of the motor fuel excise levies. Also included in
this category are receipts from the motor vehicle registration fees and
alcoholic beverage license fees.
Receipts from user taxes and fees in 1998-99 are projected to be $7.21 billion,
an increase of $170 million from the prior year. The sales tax component of this
category accounts for all of the 1998-99 growth, as receipts for all other
sources declined by $100 million. The growth in yield of the sales tax in
1998-99, after adjusting for tax law and other changes, is projected at 4.7
percent. The yields of most of the excise taxes in this category show a
long-term declining trend, particularly cigarette and alcoholic beverage taxes.
These General Fund declines are exacerbated in 1998-99 by revenue losses from
scheduled and newly enacted tax reductions, and by an increase in earmarking of
motor vehicle registration fees to the Dedicated Highway and Bridge Trust Fund.
Business taxes include franchise taxes based generally on net income of general
business, bank and insurance corporations, as well as gross-receipts-based taxes
on utilities and gallonage-based petroleum business taxes. Beginning in 1994, a
15 percent surcharge on these levies began to be phased out and, for most
taxpayers, there is no surcharge liability for taxable periods ending in 1997
and thereafter.
Total business tax collections in 1998-99 are projected at $4.79 billion, $257
million less than the prior fiscal year. The year-over-year decline in projected
receipts in this category is a function of statutory changes between the two
years. These include the first year of utility-tax rate cuts and the Power for
Jobs tax reduction program for energy providers, and the scheduled additional
diversion of General Fund petroleum business and utility tax receipts to other
funds.
Other taxes include estate, gift and real estate transfer taxes, a pari-mutuel
tax and other minor levies. They are now projected to total $1.02 billion -- $75
million below last year's amount. Two factors account for a significant part of
the expected decline in collections from this category: (i) the effects of the
elimination of the real property gains tax collections and (ii) a decline in
estate tax receipts, which follows the explosive growth recorded in 1997-98,
when receipts expanded by over 16 percent.
Miscellaneous receipts include investment income, abandoned property receipts,
medical provider assessments, minor federal grants, receipts from public
authorities and certain other license and fee revenues. Total miscellaneous
receipts are projected to reach $147 billion, down almost $200 million from the
prior year. Transfers from other funds to the General Fund consist primarily of
tax revenues in excess of debt service requirements, particularly the one
percent sales tax used to support payments to LGAC. Miscellaneous receipts and
transfers from other funds are projected to reach $3.33 billion for the fiscal
year.
General Fund Disbursements
General Fund disbursements and transfers to capital, debt service and other
funds are projected at $36.78 billion, an increase of $2.43 billion (7.1
percent) from 1997-98. Nearly one-half of the growth is for educational
purposes, reflecting increased support for public schools, special education
programs and the State and City university systems. The remaining increase is
primarily for Medicaid, mental hygiene, and other health and social welfare
programs, including
4
<PAGE>
children and family services. The 1998-99 Financial Plan also includes funds for
negotiated salary increases for State employees and increased transfers for debt
service.
Grants to Local Governments, which is the largest category of General Fund
disbursements, includes financial assistance to local governments and
not-for-profit corporations and entitlement benefits to individuals. The 1998-99
Financial Plan projects spending of $25.14 billion in this category, an increase
of $1.88 billion, or 8.1, percent over the prior year. The largest annual
increases are for educational programs, Medicaid, other health and social
welfare programs and community projects grants.
The 1998-99 budget provides $9.7 billion in support for public schools. The
year-to-year increase of $769 million is comprised of partial funding for a
1998-99 school year increase of $847 million and the remainder of the 1997-98
school year increase that occurs in State fiscal year 1998-99. Spending for all
other educational programs, including the State and City university systems, the
Tuition Assistance Program and handicapped programs, is estimated at $3.00
billion, an increase of $270 million over 1997-98 levels.
Medicaid costs are estimated at $5.60 billion, an increase of $144 million from
the prior year. After adjusting 1997-98 for the $116 million prepayment of an
additional Medicaid cycle, Medicaid spending is projected to increase $260
million, or 4.9 percent. Disbursements for all other health and social welfare
programs are projected to total $3.63 billion, an increase of $131 million from
1997-98. This includes an increase in support for children and families and
local public health programs, offset by a decline in welfare spending of $75
million that reflects continuing State and local efforts to reduce welfare
fraud, declining caseloads, and the impact of State and federal welfare reform
legislation.
Remaining disbursements primarily support community based mental hygiene
programs, community and public health programs, local transportation programs
and revenue sharing payments to local governments. Revenue sharing and other
general purpose aid is projected at $837 million, an increase of approximately
$37 million from 1996-97.
State operations spending reflects the administrative costs of operating the
State's agencies, including the prison system, mental hygiene institutions, the
State University system (SUNY), the Legislature and the court system. Personal
service costs account for approximately 73 percent of this category.
Disbursements for State operations are projected at $6.7 billion, an increase of
$511 million, or 8.3 percent, over the 1997-98 fiscal year. This year-to-year
growth reflects the continuing phase-in of wage increases under existing
collective bargaining agreements, the impact of binding arbitration settlements
and the costs of funding an additional payroll cycle in 1998-99.
General State charges account primarily for the costs of providing fringe
benefits for State employees, including contributions to pension systems, the
employer's share of social security contributions, employer contributions toward
the cost of health insurance and the costs of providing worker's compensation
and unemployment insurance benefits. This category also reflects certain fixed
costs such as payments in lieu of taxes and payments of judgments against the
State or its public officers.
5
<PAGE>
Disbursements in this category are estimated at $2.22 billion, a decrease of $50
million from the prior year. This decline reflects projected decreases in
pension costs and Court of Claims payments, offset by modest projected increases
for health insurance contributions, social security costs and the loss of
reimbursements due to a reduction in the fringe benefit rate charged to
positions financed by non-General Fund sources.
Debt service paid from the General Fund reflects debt service on short-term
obligations of the State and includes only the interest cost of the State's
commercial paper program. The 1998-99 debt service estimate is $11 million,
which reflects relative stability in short-term interest rates. The State's
annual tax and revenue anticipation note (TRAN) borrowing has been eliminated.
Transfers to other funds from the General Fund are made primarily to finance
certain portions of State capital project spending and debt service on long-term
bonds, where these costs are not funded from other sources. Transfers in support
of debt service are projected at $2.14 billion in 1998-99, an increase of $111
million from 1997-98. The increase reflects the impact of certain prior year
bond sales (net of refunding savings) and certain bond sales planned to occur
during the 1998-99 fiscal year. The State Financial Plan also establishes a
transfer of $50 million to the new Debt Reduction Reserve Fund. The Fund may be
used, subject to enactment of new appropriations, to pay the debt service costs
on or to prepay State-supported bonds. Transfers in support of capital projects
provide General Fund support for projects not otherwise financed through bond
proceeds, dedicated taxes and other revenues or federal grants. These transfers
are projected at $200 million for 1998-99, comparable to last year. Remaining
transfers from the General Fund to other funds are estimated to decline $59
million in 1998-99 to $327 million. This decline is primarily the net impact of
one-time transfers in 1997-98 to the State University Tuition Stabilization Fund
and to the Lottery Fund to support school aid, offset by a 1998-99 increase in
the State subsidy to the Roswell Park Cancer Research Institute.
General Fund Balance
The Financial Plan projects a closing balance in the General Fund of $1.7
billion. The balance is comprised of the $1.04 billion reserve for future needs,
$400 million in the Tax Stabilization Reserve Fund, $100 million in the
Contingency Reserve Fund (after a planned deposit of $32 million in 1998-99) and
$158 million in the Community Projects Fund.
Special Revenue Funds
Special Revenue Funds are used to account for the proceeds of specific revenue
sources, such as federal grants, that are legally restricted, either by the
Legislature or outside parties, to expenditures for specified purposes. Although
activity in this fund type is expected to comprise approximately 41 percent of
total government funds receipts in the 1998-99 fiscal year, three-quarters of
that activity relates to federally-funded programs. Projected disbursements in
this fund type total $29.98 billion, an increase of $2.33 billion (8.4 percent)
over 1997-98 levels. Disbursements from federal funds, primarily the federal
share of Medicaid and other social services programs, are projected to total
$21.78 billion in the 1998-99 fiscal year. Remaining growth in federal funds is
primarily due to the new Child Health Plus program, estimated at $197 million.
This program will expand health insurance coverage to children of indigent
families.
6
<PAGE>
State special revenue spending is projected to be $8.19 billion, an increase of
$1.20 billion from last year's levels.
Capital Project Funds
Capital Projects Funds account for the financial resources used for the
acquisition, construction, or rehabilitation of major State capital facilities
and for capital assistance grants to certain local governments or public
authorities. This fund type consists of the Capital Projects Fund, which is
supported by tax receipts transferred from the General Fund, and various other
capital funds established to distinguish specific capital construction purposes
supported by other revenues. In the 1998-99 fiscal year, activity in these funds
is expected to comprise 5.5 percent of total governmental receipts.
Capital Projects Funds spending in fiscal year 1998-99 is projected to be $4.14
billion, an increase of $575 million, or 16.1 percent, from last year. The major
components of this expected growth are transportation and environmental
programs, including continued increased spending for 1996 Clean Water/Clean Air
Bond Act projects and higher projected disbursements from the Environmental
Protection Fund (EPF). Another significant component of this projected increase
is in the area of public protection, primarily for facility rehabilitation and
construction of additional prison capacity.
Debt Service Funds
Debt Service Funds are used to account for the payment of principal and interest
on long-term debt of the State and to meet commitments under lease-purchase and
other contractual-obligation financing arrangements. This fund type is expected
to comprise 3.8 percent of total governmental fund receipts in the 1998-99
fiscal year. Receipts in these funds in excess of debt service requirements may
be transferred to the General Fund and Special Revenue Funds, pursuant to law.
Total disbursements from the Debt Service Fund type are estimated at $3.36
billion in 1998-99, an increase of $275 million or 8.9 percent from 1997-98
levels. Of the increase, $102 million is for transportation purposes, including
debt service on bonds issued for State and local highway and bridge programs
financed through the New York State Thruway Authority and supported by the
Dedicated Highway and Bridge Trust Fund. Another $45 million is for education
purposes, including State and City University programs financed through the
Dormitory Authority of the State of New York (DASNY). The remainder is for a
variety of programs in such areas as mental health and corrections, and for
general obligation financings.
7
<PAGE>
Out-Year Projections of Receipts and Disbursements
State law requires the Governor to propose a balanced budget each year. In
recent years, the State has closed projected budget gaps of $5.0 billion
(1996-97), $2.3 billion (1997-98) and less than $1 billion (1998-99). The State,
as part of the 1998-99 Executive Budget projections submitted to the Legislature
in February 1998, projected a 1999-00 General Fund budget gap of approximately
$1.7 billion and a 2000-01 gap of $3.7 billion. As a result of changes made in
the 1998-99 enacted budget, the 1999-00 gap is now expected to be roughly $1.3
billion, or about $400 million less than previously projected, after application
of reserves created as part of the 1998-99 budget process. Such reserves would
not be available against subsequent year imbalances.
Sustained growth in the State's economy could contribute to closing projected
budget gaps over the next several years, both in terms of higher-than-projected
tax receipts and in lower-than-expected entitlement spending. However, the
State's projections in 1999-00 currently assume actions to achieve $600 million
in lower disbursements and $250 million in additional receipts from the
settlement of State claims against the tobacco industry. Consistent with past
practice, the projections do not include any costs associated with new
collective bargaining agreements after the expiration of the current round of
contracts at the end of the 1998-99 fiscal year. The State expects that the
1999-00 Financial Plan will achieve savings from initiatives by State agencies
to deliver services more efficiently, workforce management efforts, maximization
of federal and non-general Fund spending offsets and other actions necessary to
bring projected disbursements and receipts into balance.
The State will formally update its outyear projections of receipts and
disbursements for the 2000-01 and 2001-02 fiscal years as a part of the 1999-00
Executive Budget process, as required by law. The revised expectations for years
2000-01 and 2001-02 will reflect the cumulative impact of tax reductions and
spending commitments enacted over the last several years, as well as new 1999-00
Executive Budget recommendations. The STAR program, which dedicates a portion of
personal income tax receipts to fund school tax reductions, has a significant
impact on General Fund receipts. STAR is projected to reduce personal income tax
revenues available to the General Fund by an estimated $1.3 billion in 2000-01.
Measured from the 1998-99 base, scheduled reductions to estate and gift, sales
and other taxes, reflecting tax cuts enacted in 1997-98 and 1998-99, will lower
General Fund taxes and fees by an estimated $1.8 billion in 2000-01.
Disbursement projections for the outyears currently assume additional outlays
for school aid, Medicaid, welfare reform, mental health community reinvestment
and other multi-year spending commitments in law.
Prior Fiscal Years
New York State's financial operations have improved during recent fiscal years.
During the period 1989-90 through 1991-92, the State incurred General Fund
operating deficits that were closed with receipts from the issuance of TRANs. A
national recession, followed by the lingering economic slowdown in the New York
and the regional economy, resulted in repeated shortfalls in receipts and three
budget deficits during those years. During its last six fiscal years, the State
has recorded balanced budgets on a cash basis, with positive fund balances as
described below.
8
<PAGE>
1997-98 Fiscal Year
The State ended its 1997-98 fiscal year in balance on a cash basis, with a
General Fund operating surplus of $1.56 billion. As a result, the State reported
an accumulated surplus of $567 million in the General Fund for the first time
since it began reporting its operations on a generally accepted accounting
principals (GAAP) basis. The 1997-98 fiscal year operating surplus resulted in
part from higher-than-anticipated personal income tax receipts, an increase in
taxes receivable of $681 million, an increase in other assets of $195 million
and a decrease in pension liabilities of $144 million. These gains were
partially offset by an increase in payables to local governments of $270 million
and tax refunds payable of $147 million.
The General Fund had a closing balance of $638 million, an increase of $205
million from the prior fiscal year. The balance is held in three accounts within
the General Fund: the Tax Stabilization Reserve Fund (TSRF), the Contingency
Reserve Fund (CRF) and the Community Projects Fund (CPF). The TSRF closing
balance was $400 million, following a required deposit of $15 million (repaying
a transfer made in 1991-92) and an extraordinary deposit of $68 million made
from the 1997-98 surplus. The CRF closing balance was $68 million, following a
$27 million deposit from the surplus. The CPF, which finances legislative
initiatives, closed the fiscal year with a balance of $170 million, an increase
of $95 million. The General Fund closing balance did not include $2.39 billion
in the tax refund reserve account, of which $521 million was made available as a
result of the Local Government Assistance Corporation (LGAC) financing program
and was required to be on deposit on March 31, 1998.
General Fund receipts and transfers from other funds for the 1997-98 fiscal year
(including net tax refund reserve account activity) totaled $34.55 billion, an
annual increase of $1.51 billion, or 4.57 percent, over 1996-97. General Fund
disbursements and transfers to other funds were $34.35 billion, an annual
increase of $1.45 billion or 4.41 percent.
1996-97 Fiscal Year
The State ended its 1996-97 fiscal year on March 31, 1997 in balance on a cash
basis, with a General Fund cash surplus as reported by DOB of approximately
$1.42 billion. The cash surplus was derived primarily from higher-than-expected
receipts and lower-than-expected spending for social services programs.
The General Fund closing balance was $433 million, an increase of $146 million
from the 1995-96 fiscal year. The balance included $317 million in the TSRF,
after a required deposit of $15 million and an additional deposit of $65 million
in 1996-97. In addition, $41 million remained on deposit in the CRF. The
remaining $75 million reflected amounts then on deposit in the Community
Projects Fund. The General Fund closing balance did not include $1.86 billion in
the tax refund reserve account, of which $521 million was made available as a
result of the LGAC financing program and was required to be on deposit as of
March 31, 1997.
General Fund receipts and transfers from other funds for the 1996-97 fiscal year
totaled $33.04 billion, an increase of 0.7 percent from the previous fiscal year
(including net tax refund reserve
9
<PAGE>
account activity). General Fund disbursements and transfers to other funds
totaled $32.90 billion for the 1996-97 fiscal year, an increase of 0.7 percent
from the 1995-96 fiscal year.
1995-96 Fiscal Year
The State ended its 1995-96 fiscal year on March 31, 1996 with a General Fund
cash surplus, as reported by DOB, of $445 million. The cash surplus was derived
from higher-than-expected receipts, savings generated through agency cost
controls, and lower-than-expected welfare spending.
The General Fund closing fund balance was $287 million, an increase of $129
million from 1994-95 levels. The 129 million change in fund balance is
attributable to a $65 million voluntary deposit to the TSRF, a $15 million
required deposit to the TSRF, a $40 million deposit to the CRF, and a $9 million
deposit to the Revenue Accumulation Fund. The closing fund balance included $237
million on deposit in the TSRF. In addition, $41 million was on deposit in the
CRF. The remaining $9 million reflected amounts then on deposit in the Revenue
Accumulation Fund. The General Fund closing balance did not include $678 million
in the tax refund reserve account, of which $521 million was made available as a
result of the LGAC financing program and was required to be on deposit as of
March 31, 1996.
General Fund receipts and transfers from other funds (including net refund
reserve account activity) totaled $32.81 billion, a decrease of 1.1 percent from
1994-95 levels. General Fund disbursements and transfers to other funds totaled
$32.68 billion for the 1995-96 fiscal year, a decrease of 2.2 percent from
1994-95 levels.
Year 2000 Compliance
New York State is currently addressing "Year 2000" data processing compliance
issues. The Year 2000 compliance issue ("Y2K") arises because most computer
software programs allocate two digits to the data field for "year" on the
assumption that the first two digits will be "19". Absent reprogramming, such
programs will interpret the year 2000 as the year 1900. Y2K could impact both
the entering of data into computer programs and the ability of such programs to
correctly process data.
The State created the Office for Technology (OFT) in 1996 to help address
statewide technology issues, including Y2K. OFT has estimated that investments
of at least $140 million will be required to bring approximately 350 State
mission-critical and high-priority computer systems not otherwise scheduled for
replacement into Year 2000 compliance, and the State is planning to spend $100
million in the 1998-99 fiscal year for this purpose. Mission-critical computer
applications are those which impact the health, safety and welfare of the State
and its citizens, and for which failure to be in Y2K compliance could have a
material and adverse impact upon State operations. High-priority computer
applications are those that are critical for a State agency to fulfill its
mission and deliver services, but for which there are manual alternatives. Work
has been completed on roughly 20 percent of these systems. All remaining
unfinished mission-critical and high-priority systems have at least 40 percent
or more of the work completed. Contingency planning is underway for those
systems which may be non-compliant prior to failure dates. The enacted budget
also continues funding for major systems scheduled for replacement,
10
<PAGE>
including the State payroll, civil service, tax and finance and welfare
management systems, for which Year 2000 compliance is included as a part of the
Project.
OTF is monitoring compliance on a quarterly basis and is providing assistance
and assigning resources to accelerate compliance for mission-critical systems,
with most compliance testing expected to be completed by mid-1999. There can be
no guarantee, however, that all of the State's mission-critical and
high-priority computer systems will be Year 2000 complaint, or that there will
not be an adverse impact upon State operations or State Finances as a result.
Certain Litigation
The legal proceedings noted below involve State finances and programs and
miscellaneous civil rights, real property, contract and other tort claims in
which the State is a defendant and the potential monetary claims sought against
the State are substantial, generally in excess of $100 million. These
proceedings could adversely affect the financial condition of the State in the
1998-99 fiscal year or thereafter.
Among the more significant of these cases are those that involve: (i) the
validity of agreements and treaties by which various Indian tribes transferred
to New York title to certain land in New York; (ii) certain aspects of New
York's Medicaid rates and regulations, including reimbursements to providers of
mandatory and optional Medicaid services and the eligibility for and nature of
home care services; (iii) challenges to provisions of Section 2807-d of the
Public Health Law, which impose a tax on the gross receipts hospitals and
residential health care facilities receive from all patient care services; (iv)
alleged responsibility of New York officials to assist in remedying racial
segregation in the City of Yonkers; (v) challenges to the regulations
promulgated by the Superintendent of Insurance that established excess medical
malpractice premium rates; (vi) a case challenging the shelter allowance granted
to recipients of public assistance as insufficient for proper housing; (vii) an
action against the Governor of the State of New York challenging the Governor's
application of his constitutional line item veto authority to certain portions
of budget bills; and (viii) a case calling for the enforcement of the provisions
of Articles 12-A, 20 and 28 as applicable to taxation on motor fuel and tobacco
products sold to non-Indian consumers on Indian reservations. In addition,
aspects of petroleum business taxes are the subject of administrative claims and
litigation.
The City of New York
The fiscal health of the State may be affected by the fiscal health of New York
City ("the City"), which continues to receive significant financial assistance
from the State. The City depends on State aid both to enable the City to balance
its budget and to meet its cash requirements. The State may also be affected by
the ability of the City and certain entities issuing debt for the benefit of the
City to market their securities successfully in the public credit markets.
The City has achieved balanced operating results for each of its fiscal years
since 1981 as measured by the GAAP standards in force at that time. The City
prepares a four-year financial plan ("Financial Plan") annually and updates it
periodically, and prepares a comprehensive annual financial report each October
describing its most recent fiscal year. For current information on the City's
Financial Plan and its most recent financial disclosure, contact the
11
<PAGE>
Office of the Comptroller, Municipal Building, Room 517, One Centre Street, New
York, NY 10007, Attention: Deputy Comptroller for Public Finance.
In response to the City's fiscal crisis in 1975, the State took action to assist
the City in returning to fiscal stability. Among those actions, the State
established NYC MAC to provide financing assistance to the City; the New York
State Financial Control Board (the "Control Board") to oversee the City's
financial affairs; and the Office of the State Deputy Comptroller for the City
of New York ("OSDC") to assist the Control Board in exercising its powers and
responsibilities. A "control period" existed from 1975 to 1986 during which the
City was subject to certain statutorily-prescribed fiscal controls. Although the
Control Board terminated the Control Period in 1986 when certain statutory
conditions were met and suspended certain Control Board powers, upon the
occurrence or "substantial likelihood and imminence" of the occurrence of
certain events, including (but not limited to) a City operating budget deficit
of more than $100 million or impaired access to the public credit markets, the
Control Board is required by law to reimpose a Control Period.
Currently, the City and its Covered Organizations (i.e., those organizations
which receive or may receive moneys from the City directly, indirectly or
contingently) operate under the Financial Plan. The City's Financial Plan
summarizes its capital, revenue and expense projections and outlines proposed
gap-closing programs for years with projected budget gaps. The City's
projections set forth in the Financial Plan are based on various assumptions and
contingencies, some of which are uncertain and may not materialize. Unforseen
developments and changes in major assumptions could significantly affect the
City's ability to balance its budget as required by State law and meet its
annual cash flow and financing requirements.
Implementation of the Financial Plan is also dependent upon the ability of the
City and certain Covered Organizations to market their securities successfully.
The City issues securities to finance, refinance and rehabilitate infrastructure
and other capital needs, as well as for seasonal financing needs. In 1997, the
State created the New York City Transitional Finance Authority (TFA) to finance
a portion of he City's capital program because the City was approaching its
State Constitutional general debt limit. Without the additional financing
capacity of the TFA, projected contracts for City capital projects would have
exceeded the City's debt limit during City fiscal year 1997-98. Despite this
additional financing mechanism, the City currently projects that it will reach
its debt limit in City fiscal year 1999-2000 if no further action is taken. On
June 2, 1997, an action was commenced seeking a declaratory judgment declaring
the legislation establishing the TFA to be unconstitutional. On November 25,
1997 the State Supreme Court found the legislation establishing the TFA to be
constitutional and granted the defendants' motion for summary judgment. The
plaintiffs have appealed that decision. Future developments concerning the City
or entities issuing debt for the benefit of the City, public discussion of such
developments and prevailing market conditions and securities credit ratings may
affect the ability or cost to sell securities issued by the City or such
entities and may also affect the market for their outstanding securities.
12
<PAGE>
Other Localities
Certain localities outside New York City have experienced financial problems and
have requested and received additional State assistance during the last several
State fiscal years. The cities of Yonkers and Troy continue to operate under
State-ordered control agencies. The potential impact on the State of any future
requests by localities for additional oversight or financial assistance is not
included in the projections of the State's receipts and disbursements for the
State's 1998-99 fiscal year.
Eighteen municipalities received extraordinary assistance during the 1996
legislative session through $50 million in special appropriations targeted for
distressed cities, and twenty-eight municipalities received more than $32
million in targeted unrestricted aid in the 1997-98 budget. Both of these
emergency aid packages were largely continued through the 1998-99 budget. The
State also dispersed an additional $21 million among all cities, towns and
villages after enacting a 3.9 percent increase in General Purpose State Aid in
1997-98, and continued this increase in 1998-99.
The 1998-99 budget includes an additional $29.4 million in unrestricted aid
targeted to 57 municipalities across the State. Other assistance for
municipalities with special needs totals more than $25.6 million. Twelve upstate
cities will receive $24.2 million in one-time assistance from a cash flow
acceleration of State aid.
The appropriation and allocation of general purpose local government aid among
localities, including New York City, is currently the subject of investigation
by a State commission. While the distribution of general purpose local
government aid was originally based on a statutory formula, in recent years both
the total amount appropriated and the amounts appropriated to localities have
been determined by the Legislature. A State commission was established to study
the distribution and amounts of general purpose local government aid and
recommend a new formula by June 30, 1999, which may change the way aid is
allocated.
Municipalities and school districts have engaged in substantial short-term and
long-term borrowings. In 1996, the total indebtedness of all localities in the
State other than New York City was approximately $20.0 billion. A small portion
(approximately $77.2 million) of that indebtedness represented borrowing to
finance budgetary deficits and was issued pursuant to State enabling
legislation. State law requires the Comptroller to review and make
recommendations concerning the budgets of those local government units other
than New York City that are authorized by State law to issue debt to finance
deficits during the period that such deficit financing is outstanding.
Twenty-one localities had outstanding indebtedness for deficit financing at the
close of their fiscal year ending in 1996.
Like the State, local governments must respond to changing political, economic
and financial influences over which they have little or no control. Such changes
may adversely affect the financial condition of certain local governments. For
example, the federal government may reduce (or in some cases eliminate) federal
funding of some local programs which, in turn, may require local governments to
fund these expenditures from their own resources. It is also possible that the
State, New York City, or any of their respective public authorities may suffer
serious
13
<PAGE>
financial difficulties that could jeopardize local access to the public credit
markets, which may adversely affect the marketability of notes and bonds issued
by localities within the State. Localities may also face unanticipated problems
resulting from certain pending litigation, judicial decisions and long-range
economic trends. Other large-scale potential problems, such as declining urban
populations, increasing expenditures, and the loss of skilled manufacturing
jobs, may also adversely affect localities and necessitate State assistance.
Authorities
The fiscal stability of the State is related in part to the fiscal stability of
its public authorities. Public authorities are not subject to the constitutional
restrictions on the incurrence of debt that apply to the State itself and may
issue bonds and notes within the amounts and restrictions set forth in
legislative authorization. The State's access to the public credit markets could
be impaired and the market price of its outstanding debt may be materially and
adversely affected if any of its public authorities default on their respective
obligations, particularly those using the financing techniques referred to as
State-supported or State-related debt. As of December 31, 1997, there were 17
public authorities that had outstanding debt of $100 million or more, and the
aggregate outstanding debt, including refunding bonds, of all State Public
Authorities was $84 billion, only a portion of which constitutes State-supported
or State-related debt.
Beginning in 1998, the Long Island Power Authority (the "LIPA") assumed
responsibility for the provision of electric utility services previously
provided by Long Island Lighting Company for Nassau, Suffolk and a portion of
Queen Counties, as part of an estimated $7 billion financing plan. As of the
date of this AIS, LIPA has issued over $5 billion in bonds secured solely by
ratepayer charges. LIPA's debt is not considered either State-supported or
State-related debt.
The Metropolitan Transit Authority (the "MTA") oversees the operation of subway
and bus lines in New York City by its affiliates, the New York City Transit
Authority and Manhattan and Bronx Surface Transit Operating Authority
(collectively, the "TA"). The MTA operates certain commuter rail and bus
services in the New York Metropolitan area through MTA's subsidiaries, the Long
Island Rail Road Company, the Metro-North Commuter Railroad Company and the
Metropolitan Suburban Bus Authority. In addition, the Staten Island Rapid
Transit Operating Authority, an MTA subsidiary, operates a rapid transit line on
Staten Island. Through its affiliated agency, the Triborough Bridge and Tunnel
Authority (the "TBTA"), the MTA operates certain intrastate toll bridges and
tunnels. Because fare revenues are not sufficient to finance the mass transit
portion of these operations, the MTA has depended on, and will continue to
depend on, operating support from the State, local governments and TBTA,
including loans, grants and subsidies. If current revenue projections are not
realized and/or operating expenses exceed current projections, the TA or
commuter railroads may be required to seek additional State assistance, raise
fares or take other actions.
Since 1980, the State has enacted several taxes, including a surcharge on the
profits of banks, insurance corporations and general business corporations doing
business in the 12-county Metropolitan Transportation Region served by the MTA
and a special one-quarter of 1 percent regional sales and use tax, that provide
revenue for mass transit purposes, including assistance to the MTA. Since 1987,
State law has required that the proceeds of a one-quarter of 1 percent mortgage
recording tax paid on certain mortgages in the Metropolitan Transportation
Region be
14
<PAGE>
deposited in a special MTA fund for operating or capital expenses. In 1993, the
State dedicated a portion of certain additional State petroleum business tax
receipts to fund operating or capital assistance to the MTA. For the 1998-99
State fiscal year, total State assistance to the MTA is projected to total
approximately $1.3 billion, an increase of $133 million over the 1997-98 fiscal
year.
State legislation accompanying the 1996-97 State budget authorized the MTA, TBTA
and TA to issue an aggregate of $6.5 billion in bonds to finance a portion of a
new $12.17 billion MTA capital plan for the 1995 through 1999 calendar years
(the "1995-99 Capital Program"). In July 1997, the Capital Program Review Board
(the "CPRB") approved the 1995-99 Capital Program (subsequently amended in
August 1997), which supercedes the overlapping portion of the MTA's 1992-96
Capital Program. This is the fourth capital plan since the Legislature
authorized procedures for the adoption, approval and amendment of MTA capital
programs, and is designed to upgrade the performance of the MTA's transportation
systems by investing in new rolling stock, maintaining replacement schedules for
existing assets and bringing the MTA system into a state of good repair. The
1995-99 Capital Program assumes the issuance of an estimated $5.2 billion in
bonds under this $6.5 billion aggregate bonding authority. The remainder of the
plan is projected to be financed through assistance from the State, the federal
government and the City of New York, and from various other revenues generated
from actions taken by the MTA.
There can be no assurance that all the necessary governmental actions for future
capital programs will be taken, that funding sources currently identified will
not be decreased or eliminated, or that the 1995-99 Capital Program, or parts
thereof, will not be delayed or reduced. Should funding levels fall below
current projections, the MTA would have to revise its 1995-99 Capital Program
accordingly. If the 1995-99 Capital Program is delayed or reduced ridership
causes fare revenues to decline, the MTA's ability to meet its operating
expenses without additional assistance could be impaired.
15
<PAGE>
- --------------------------------------------------------------------------------
ADDITIONAL INFORMATION
As used in this Statement of Additional Information and the Prospectuses,
the term "majority of a Fund's outstanding shares" (of a series, if
applicable) means the vote of (i) 67% or more of the Fund's shares (of
the series, if applicable) present at a meeting, if the holders of more
than 50% of the Fund's outstanding shares (of the series, if applicable)
are present or represented by proxy, or (ii) more than 50% of the Fund's
outstanding shares (of the series, if applicable), whichever is less.
83
<PAGE>
Telephone calls to the Funds and The Bank of New York as shareholder
servicing agent may be tape recorded.
With respect to the securities offered hereby, this Statement of
Additional Information and the Prospectuses do not contain all the
information included in the Funds' Registration Statement filed with the
Securities and Exchange Commission under the Securities Act. Pursuant to
the rules and regulations of the Securities and Exchange Commission,
certain portions have been omitted. The Registration Statement, including
the exhibits filed therewith, may be examined at the office of the
Securities and Exchange Commission in Washington, D.C.
Statements contained in this Statement of Additional Information and the
Prospectuses concerning the contents of any contract or other document
are not necessarily complete, and in each instance, reference is made to
the copy of such contract or other document filed as an exhibit to the
Registration Statements. Each such statement is qualified in all respects
by such reference.
No dealer, salesman or any other person has been authorized to give any
information or to make any representations, other than those contained in
the Prospectuses and this Statement of Additional Information, in
connection with the offer contained in the Prospectuses and this
Statement of Additional Information and, if given or made, such other
information or representations must not be relied upon as having been
authorized by any of the Funds or the Distributor. The Prospectuses and
this Statement of Additional Information do not constitute an offer by
any Fund or by the Distributor to sell or solicitation of any offer to
buy any of the securities offered hereby in any jurisdiction to any
person to whom it is unlawful for the Funds or the Distributor to make
such offer in such jurisdictions.
- --------------------------------------------------------------------------------
FINANCIAL STATEMENTS
The following financial information is hereby incorporated by reference
to the indicated pages of the Funds' Annual Report to shareholders dated
December 31, 1998.
<TABLE>
<S> <C> <C> <C> <C> <C>
QUESTIONS & ANSWERS Page 1 BNY HAMILTON INTERMEDIATE
INVESTMENT GRADE FUND
BNY HAMILTON EQUITY INCOME FUND Schedule of Investments....... Page 59
Schedule of Investments....... 19 Statement of Assets and
Liabilities................... 64
Statement of Assets and Statement of Operations....... 64
Liabilities................... 23
Statement of Operations....... 23 Statement of Changes in Net
Assets........................ 65
Statements of Changes in Net Financial Highlights.......... 66
Assets........................ 24
Financial Highlights.......... 25
BNY HAMILTON INTERMEDIATE NEW
BNY HAMILTON LARGE CAP GROWTH YORK TAX-EXEMPT FUND
FUND Schedule of Investments....... 67
Schedule of Investments....... 27 Statement of Assets and
Liabilities................... 73
Statement of Assets and Statement of Operations....... 73
Liabilities................... 31
Statement of Operations....... 31 Statements of Changes in Net
Assets........................ 74
Statement of Changes in Net Assets 32 Financial Highlights.......... 75
Financial Highlights.......... 33
BNY HAMILTON INTERMEDIATE TAX-
BNY HAMILTON SMALL CAP GROWTH EXEMPT FUND
FUND Schedule of Investments....... 77
</TABLE>
84
<PAGE>
<TABLE>
<S> <C> <C> <C>
Schedule of Investments....... 34 Diversification by State...... 86
Statement of Assets and Statement of Assets and
Liabilities................... 38 Liabilities................... 87
Statement of Operations....... 38 Statement of Operations....... 87
Statement of Changes in Net Assets 39 Statement of Changes in Net
Assets........................ 88
Financial Highlights.......... 40 Financial Highlights.......... 89
BNY HAMILTON INTERNATIONAL EQUITY BNY HAMILTON MONEY FUND
FUND Schedule of Investments....... 90
Schedule of Investments....... 41 Statement of Assets and
Liabilities................... 98
Industry Diversification...... 46 Statement of Operations....... 98
Statement of Assets and Statements of Changes in Net
Liabilities................... 48 Assets........................ 99
Statement of Operations....... 48 Financial Highlights.......... 100
Statement of Changes in Net Assets 49
Financial Highlights.......... 50 BNY HAMILTON TREASURY MONEY
FUND
BNY HAMILTON INTERMEDIATE Schedule of Investments....... 103
GOVERNMENT FUND Statement of Assets and
Liabilities................... 105
Schedule of Investments....... 51 Statement of Operations....... 105
Statement of Assets and Statement of Changes in Net
Liabilities................... 55 Assets........................ 106
Statement of Operations....... 55 Financial Highlights.......... 107
Statements of Changes in Net
Assets........................ 56
Financial Highlights.......... 57 NOTES TO FINANCIAL STATEMENTS.... 108
REPORT OF INDEPENDENT AUDITORS... 117
FEDERAL INCOME TAX INFORMATION... 118
DIRECTORS AND OFFICERS........... 119
</TABLE>
85
<PAGE>
APPENDIX A
Description of Security Ratings
S&P
Corporate and Municipal Bonds
AAA Debt obligations rated AAA have the highest ratings assigned
by S&P to a debt obligation. Capacity to pay interest and
repay principal is extremely strong.
AA Debt obligations rated AA have a very strong capacity to pay
interest and repay principal and differ from the highest
rated issues only in a small degree.
A Debt obligations rated A have a strong capacity to pay
interest and repay principal although they are somewhat more
susceptible to the adverse effects of changes in
circumstances and economic conditions than debts in higher
rated categories.
BBB Debt obligations rated BBB are regarded as having an
adequate capacity to pay interest and repay principal.
Whereas they normally exhibit adequate protection
parameters, adverse economic conditions or changing
circumstances are more likely to lead to a weakened capacity
to pay interest and repay principal for debts in this
category than for debts in higher rated categories.
BB Debt rated BB has less near-term vulnerability to default
than other speculative issues. However, it faces major
ongoing uncertainties or exposure to adverse business,
financial, or economic conditions which could lead to
inadequate capacity to meet timely interest and principal
payments.
B Debt rated B has greater vulnerability to default but
currently has the capacity to meet interest payments and
principal repayments. Adverse business, financial, or
economic conditions will likely impair capacity or
willingness to pay interest and repay principal.
CCC Debt rated CCC has a currently indefinable vulnerability to
default, and is dependent upon favorable business, financial
and economic conditions to meet timely payment of interest
and repayment of principal. In the event of adverse
business, financial or economic conditions, it is not likely
to have the capacity to pay interest and repay principal.
CC The rating CC is typically applied to debt subordinated to
senior debt that is assigned an actual or implied CCC rating.
C The rating C is typically applied to debt subordinated to
senior debt which is assigned an actual or implied CCC-debt
rating.
86
<PAGE>
NR No public rating has been requested, there may be
insufficient information on which to base a rating, or that
S&P does not rate a particular type of obligation as a
matter of policy.
Commercial Paper, Including Tax-Exempt Commercial Paper
A Issues assigned this highest rating are regarded as having
the greatest capacity for timely payment. Issues in this
category are further refined with the designations 1, 2, and
3 to indicate the relative degree of safety.
A-1 This designation indicates that the degree of safety regarding
timely payment is very strong.
MOODY'S
Corporate and Municipal Bonds
Aaa Bonds that are rated Aaa are judged to be of the best
quality. They carry the smallest degree of investment risk
and are generally referred to as "gilt edge". Interest
payments are protected by a large or by an exceptionally
stable margin and principal is secure. While the various
protective elements are likely to change, such changes as
can be visualized are most unlikely to impair the
fundamentally strong position of such issues.
Aa Bonds that are rated Aa are judged to be of high quality by
all standards. Together with the Aaa group they comprise
what are generally known as high grade bonds. They are rated
lower than the best bonds because margins of protection may
not be as large as in Aaa securities or fluctuation of
protective elements may be of greater amplitude or there may
be other elements present which make the long-term risks
appear somewhat larger than in Aaa securities.
A Bonds that are rated A possess many favorable investment
attributes and are to be considered as upper medium grade
obligations. Factors giving security to principal and
interest are considered adequate but elements may be present
which suggest a susceptibility to impairment sometime in the
future.
Baa Bonds that are rated Baa are considered as medium grade
obligations, i.e., they are neither highly protected nor
poorly secured. Interest payments and principal security
appear adequate for the present but certain protective
elements may be lacking or may be characteristically
unreliable over any great length of time. Such bonds lack
outstanding investment characteristics and in fact have
speculative characteristics as well.
87
<PAGE>
Ba Bonds which are rated Ba are judged to have speculative
elements; their future cannot be considered as well assured.
Uncertainty of position characterizes bonds in this class.
B Bonds which are rated B generally lack characteristics of
the desirable investment. Assurance of interest and
principal payments or of maintenance of other terms of the
contract over any long period of time may be small.
Caa Bonds which are rated Caa are of poor standing. Such issues
may be in default or there may be presented elements of
danger with respect to principal or interest.
Ca Bonds which are rated Ca represent obligations which are
speculative in a high degree. Such issues are often in
default or have other marked shortcomings.
C Bonds which are rated C are the lowest rated class of bonds
and issue so rated can be regarded as having extremely poor
prospects of ever attaining any real investment standing.
NR No public rating has been requested, there may be
insufficient information on which to base a rating, or that
Moody's does not rate a particular type of obligation as a
matter of policy.
Commercial Paper, Including Tax-Exempt Commercial Paper
Prime-1 Issuers rated Prime-1 (or related supporting institutions)
have a superior capacity for repayment of short-term
promissory obligations. Prime-1 repayment capacity will
normally be evidenced by the following characteristics:
- Leading market positions in well established industries.
- High rates of return on funds employed.
- Conservative capitalization structures with moderate
reliance on debt and ample asset protection.
- Broad margins in earnings coverage of fixed
financial charges and high internal cash generation.
- Well established access to a range of financial
markets and assured sources of alternate liquidity.
Short-Term Tax-Exempt Notes
MIG-1 The short-term tax-exempt note rating MIG-1 is the highest
rating assigned by Moody's for notes judged to be the best
quality. Notes with this rating enjoy strong protection from
established cash flows of funds for their servicing or from
established and broad-based access to the market for
refinancing, or both.
88
<PAGE>
MIG-2 MIG-2 rated notes are of high quality but with margins of
protection not as large as MIG-1.
89
<PAGE>
PART C
OTHER INFORMATION
Item 24. Financial Statements and Exhibits.
(a) Financial Statements:
The Financial Statements filed as part of this Registration
Statement are as follows:
Audited Financial Statements of BNY Hamilton Equity Income
Fund, BNY Hamilton Large Cap Growth Fund, BNY Hamilton Small
Cap Growth Fund, BNY Hamilton International Equity Fund, BNY
Hamilton Intermediate Government Fund, BNY Hamilton
Intermediate Investment Grade Fund, BNY Hamilton
Intermediate New York Tax-Exempt Fund, BNY Hamilton
Intermediate Tax-Exempt Fund, BNY Hamilton Money Fund and
BNY Hamilton Treasury Money Fund as of December 31, 1998
- Schedule of Investments
- Statement of Assets and Liabilities
- Statement of Operations
- Statements of Changes in Net Assets
- Financial Highlights
- Notes to Financial Statements
- Report of Independent Auditors
(b) Exhibits:
<TABLE>
<CAPTION>
Exhibit Number Description
<S> <C> <C> <C>
(1) (a) Articles of Incorporation of Registrant.*
(b) Articles of Amendment, dated June 29, 1992.*
(c) Articles of Supplementary, dated June 29, 1994.*
(d) Articles of Supplementary, dated August 15, 1995.*
(e) Articles of Amendment, dated January 22, 1997*
(f) Articles Supplementary, dated January 22, 1997.*
(2) Bylaws of Registrant.*
(3) Not Applicable.
(4) (a) Form of Specimen stock certificate of common stock of BNY Hamilton Money
Fund.*
(b) Form of Specimen stock certificate of common stock of BNY Hamilton
Intermediate Government Fund.*
(c) Form of specimen stock certificate of common stock of BNY Hamilton
Intermediate New York Tax-Exempt Fund.*
(d) Form of specimen stock certificate of common stock of BNY Hamilton Equity
Income Fund.*
(5) (a) Investment Advisory Agreement between BNY Hamilton Money Fund and The Bank
of New York.*
(b) Investment Advisory Agreement between BNY Hamilton Intermediate Government
Fund and The Bank of New York.*
(c) Investment Advisory Agreement between BNY Hamilton Intermediate New York
Tax-Exempt Fund and The Bank of New York.*
(d) Investment Advisory Agreement between BNY Hamilton Equity Income Fund and
The Bank of New York.*
(e) Investment Advisory Agreement between BNY Hamilton Treasury Money Fund and
The Bank of New York.*
(f) Investment Advisory Agreement between BNY Hamilton Large Cap Growth Fund
and The Bank of New York.*
(g) Investment Advisory Agreement between BNY Hamilton Small Cap Growth Fund
and The Bank of New York.*
(h) Investment Advisory Agreement between BNY Hamilton International Equity
Fund and The Bank of New York.*
(i) Investment Advisory Agreement between BNY Hamilton Intermediate Investment
Grade Fund and The Bank of New York.*
(j) Investment Advisory Agreement between BNY Hamilton Intermediate Tax-Exempt
Fund and The Bank of New York.*
(k) Sub-advisory agreement between BNY Hamilton International Equity Fund and
Indosuez Asset Management.*
(6) (a) Distribution Agreements between Registrant and BNY Hamilton Distributors,
Inc.*
(b) Supplement to Distribution Agreements between Registrant and BNY Hamilton
Distributors, Inc.*
(7) Not Applicable.
(8) (a) Custody Agreement between Registrant and The Bank of New York.*
(b) Cash Management and Related Services Agreement between each series of Registrant
and The Bank of New York.*
(c) Supplement to Custody Agreement between Registrant and The Bank of New
York.*
(d) Supplement to Cash Management and Related Services Agreement between
Registrant and The Bank of New York.*
(9) (a) Administration Agreement between Registrant and BNY Hamilton Distributors,
Inc.*
(b) Fund Accounting Services Agreement between Registrant and The Bank of
New York.*
(c) Form of Transfer Agency Agreement between Registrant and BISYS Fund
Services, Inc.*
(d) Form of Shareholder Servicing Agreement.*
(e) Form of Sub-Administration Agreement between BNY Hamilton Distributors,
Inc. and The Bank of New York.*
(f) Shareholder Servicing Plan of BNY Hamilton Money Fund (Hamilton Premier
Shares).*
(g) No longer applicable.
(h) Shareholder Servicing Plan of BNY Hamilton Money Fund (Hamilton Classic
Shares).*
(i) Rule 18f-3 Plan of BNY Hamilton Money Fund.*
(j) Supplement to Administration Agreement between Registrant and BNY Hamilton
Distributors, Inc.*
(k) Supplement to Fund Accounting Services Agreement between Registrant and
The Bank of New York.*
(l) Updated Transfer Agency Agreement between Registrant and BISYS Fund Services, Inc.*
(m) Shareholder Servicing Plan of BNY Hamilton Treasury Money Fund (Hamilton
Premier Shares).*
(n) Revised Rule 18f-3 Plan of BNY Hamilton Funds, Inc.*
(o) Supplement to Form of Sub-Administration Agreement between BNY Hamilton
Distributors, Inc. and The Bank of New York.*
(p) Revised Fund Accounting Services Agreement between BNY Hamilton
International Equity Fund and The Bank of New York.*
(q) Shareholder Servicing Plan of BNY Hamilton Treasury Money Fund (Classic Shares) (to
follow).
(10) Opinion of Sullivan & Cromwell.*
(11) Consent of KPMG Peat Marwick LLP.
(12) Not Applicable.
(13) Form of Seed Capital Agreement between Registrant and BNY Hamilton
Distributors, Inc.*
(14) Not Applicable.
(15) (a) Rule 12b-1 Plan of BNY Hamilton Intermediate Government Fund.*
(b) Rule 12b-1 Plan of BNY Hamilton Intermediate New York Tax-Exempt Fund.*
(c) Rule 12b-1 Plan of BNY Hamilton Equity Income Fund.*
(d) Rule 12b-1 Plan of BNY Hamilton Money Fund - Hamilton Classic Shares.*
(e) Rule 12b-1 Plan of BNY Hamilton Large Cap Growth Fund - Investor Shares.*
(f) Rule 12b-1 Plan of BNY Hamilton Small Cap Growth Fund - Investor Shares.*
(g) Rule 12b-1 Plan of BNY Hamilton International Equity Fund - Investor
Shares.*
(h) Rule 12b-1 Plan of BNY Hamilton Intermediate Investment Grade Fund -
Investor Shares.*
(i) Rule 12b-1 Plan of BNY Hamilton Intermediate Tax-Exempt Fund - Investor
Shares.*
(j) Rule 12b-1 Plan of BNY Hamilton Treasury Money Fund - Classic Shares (to follow).
(16) Schedule for computation of performance quotations.
(17) Financial Data Schedule.
</TABLE>
- ------------------------------
* Previously filed.
Item 25. Persons Controlled by or under Common Control with Registrant.
No person is controlled by or under common control with the
Registrant.
Item 26. Number of Record Holders of Securities as of January 31, 1999.
<TABLE>
<CAPTION>
Number
Title of Class of record holders
-------------- -----------------
<S> <C>
Equity Income Fund - Institutional Shares 3,156
Equity Income Fund - Investor Shares 1,425
Large Cap Growth Fund - Institutional Shares 2,585
Large Cap Growth Fund - Investor Shares 214
Small Cap Growth Fund - Institutional Shares 2,507
Small Cap Growth Fund - Investor Shares 175
International Equity Fund - Institutional Shares 2,507
International Equity Fund - Investor Shares 133
Intermediate Government Fund - Institutional Shares 352
Intermediate Government Fund - Investor Shares 348
Intermediate Investment Grade Fund - Institutional Shares 2,692
Intermediate Investment Grade Fund - Investor Shares 29
Intermediate New York Tax-Exempt Fund - Institutional Shares 217
Intermediate New York Tax-Exempt Fund - Investor Shares 360
Intermediate Tax-Exempt Fund - Institutional Shares 1,287
Intermediate Tax-Exempt Fund - Investor Shares 13
Money Fund - Hamilton Shares 103
Money Fund - Hamilton Premier Shares 2,898
Money Fund - Hamilton Classic Shares 605
Treasury Money Fund - Hamilton Shares 40
Treasury Money Fund - Hamilton Premier Shares 597
</TABLE>
Item 27. Indemnification.
Reference is made to Article VI of Registrant's Bylaws and the
Distribution Agreement each filed as exhibits hereto.
Registrant, its Directors and officers, the other investment
companies administered by the Administrator, and persons affiliated
with them are insured against certain expenses in connection with
the defense of actions, suits, or proceedings, and certain
liabilities that might be imposed as a result of such actions,
suits or proceedings.
Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to Directors, officers and
controlling persons of the Registrant and the principal underwriter
pursuant to the foregoing provisions or otherwise, the Registrant
has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable. In the event
that a claim for indemnification against such liabilities (other
than the payment by the Registrant of expenses incurred or paid by
a Director, officer, or controlling person of the Registrant and
the principal underwriter in connection with the successful defense
of any action, suit or proceeding) is asserted against the
Registrant by such Director, officers or controlling person or
principal underwriter in connection with the shares being
registered, the Registrant will, unless in the opinion of its
counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in
the Act and will be governed by the final adjudication of such
issue.
Item 28. Business and Other Connections of Investment Adviser.
The Registrant's investment adviser, The Bank of New York, is a New
York trust company. The Bank of New York conducts a general banking
and trust business. The Bank of New York is not affiliated with BNY
Hamilton Distributors, Inc.
To the knowledge of the Registrant, none of the directors or
officers of The Bank of New York, except those set forth below, is
engaged in any other business, profession, vocation or employment
of a substantial nature. Set forth below are the names and
principal businesses of each director of The Bank of New York who
is engaged in another business, profession, vocation or employment
of a substantial nature:
<TABLE>
<CAPTION>
Name Title/Company
---- -------------
<S> <C>
Richard Barth..................................... Retired; Formerly Chairman and Chief Executive
Officer of Ciba-Geigy Corporation (diversified
chemical products)
Frank J. Biondi, Jr............................... Chairman and Chief Executive Office of Universal
Studios (diversified entertainment operator)
Harold E. Sells................................... Retired; Formerly Chairman and Chief Executive
Office of Woolworth Corporation (retailing)
William R. Chaney................................. Chairman and Chief Executive Officer of Tiffany &
Co., (international designers, manufacturers and
distributors of jewelry and fine goods)
Ralph E. Gomory................................... President of Alfred P. Sloan Foundation, Inc.
(private foundation)
Richard J. Kogan.................................. President and Chief Executive Officer of
Schering-Plough Corporation (manufacturer of
pharmaceutical and consumer products)
John A. Luke, Jr.................................. Chairman, President and Chief Executive Officer of
Westvaco Corporation (manufacturer of paper,
packaging, and specialty chemicals)
John C. Malone.................................... President and Chief Executive Officer of
Tele-Communications, Inc., (cable television
multiple system operator)
Donald L. Miller.................................. Chief Executive Officer and Publisher of Our World
News, LLC (media)
H. Barclay Morley............................... Retired; Formerly Chairman and Chief Executive
Officer of Stauffer Chemical Company (chemicals)
Catherine A. Rein................................. Senior Executive Vice President of Metropolitan
Life Insurance Company (insurance and financial
services)
</TABLE>
Item 29. Principal Underwriter.
(a) BNY Hamilton Distributors, Inc., which is located at 125
West 55th Street, New York, New York 10019, will act as
exclusive distributor for the Registrant. The distributor is
registered with the Securities and Exchange Commission as a
broker-dealer and is a member of the National Association of
Securities Dealers.
(b) The information required by this Item 29 with respect to
each director, officer or partner of the Distributor is
incorporated by reference to Schedule A of Form BD filed by
the Distributor pursuant to the Securities Exchange Act of
1934.
(c) Not Applicable.
Item 30. Location of Accounts and Records.
All accounts, books and other documents required to be maintained
by Section 31(a) of the Investment Company Act of 1940 and the
Rules thereunder will be maintained at the offices of BISYS Fund
Services, Inc., 3435 Stelzer Road, Columbus, Ohio 43219-3035.
Item 31. Management Services.
Not Applicable.
Item 32. Undertakings.
The Registrant undertakes that, if requested to do so by 10% of its
outstanding shares, the Registrant will promptly call a meeting of
shareholders for the purpose of voting on the removal of a director
or directors and Registrant will assist with shareholder
communications as required by Section 16(c) of the Investment
Company Act of 1940.
The Registrant hereby also undertakes that so long as the
information required by Item 5A of Form N-1A is contained in the
latest annual report to shareholders and not in the prospectuses of
each Fund (other than BNY Hamilton Money Fund and BNY Hamilton
Treasury Money Fund), the Registrant will furnish each person to
whom a prospectus is delivered with a copy of the Registrant's
latest annual report to shareholders, upon request and without
charge.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the registrant certifies that it meets all of the
requirements for effectiveness of this registration statement pursuant to Rule
485(a) under the Securities Act of 1933 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereto
duly authorized in the City of New York, and the State of New York on the
22nd day of February, 1999.
BNY HAMILTON FUNDS, INC.
By /s/ William J. Tomko
----------------------------------
William J. Tomko
President
Pursuant to the requirements of the Securities Act of 1933, this registration
statement has been signed below by the following persons in the capacities
indicated on the 22nd day of February, 1999.
Name Title
/s/ Edward L. Gardner Director and Chairman of
-------------------------------- the Board of Directors
(Edward L. Gardner)
/s/ Peter Herrick Director
--------------------------------
(Peter Herrick)
/s/ Stephen Stamas Director
--------------------------------
(Stephen Stamas)
/s/ James E. Quinn Director
--------------------------------
(James E. Quinn)
/s/ Karen Osar Director
--------------------------------
(Karen Osar)
/s/ J. David Huber Chief Executive Officer
--------------------------------
(J. David Huber)
<PAGE>
<TABLE>
<CAPTION>
EXHIBIT INDEX
Exhibit Number Description Page
<S> <C> <C> <C> <C>
(1) (a) Articles of Incorporation of Registrant.*
(b) Articles of Amendment, dated June 29, 1992.*
(c) Articles of Supplementary, dated June 29, 1994.*
(d) Articles of Supplementary, dated August 15, 1995.*
(e) Articles of Amendment, dated January 22, 1997*
(f) Articles Supplementary, dated January 22, 1997.*
(2) Bylaws of Registrant.*
(3) Not Applicable.
(4) (a) Form of Specimen stock certificate of common stock of BNY Hamilton Money Fund.*
(b) Form of Specimen stock certificate of common stock of BNY Hamilton Intermediate Government Fund.*
(c) Form of specimen stock certificate of common stock of BNY Hamilton Intermediate New York Tax-Exempt Fund.*
(d) Form of specimen stock certificate of common stock of BNY Hamilton Equity Income Fund.*
(5) (a) Investment Advisory Agreement between BNY Hamilton Money Fund and The Bank of New York.*
(b) Investment Advisory Agreement between BNY Hamilton Intermediate Government Fund and The Bank of New
York.*
(c) Investment Advisory Agreement between BNY Hamilton Intermediate New York Tax-Exempt Fund and The
Bank of New York.*
(d) Investment Advisory Agreement between BNY Hamilton Equity Income Fund and The Bank of New York.*
(e) Investment Advisory Agreement between BNY Hamilton Treasury Money Fund and The Bank of New York.*
(f) Investment Advisory Agreement between BNY Hamilton Large Cap Growth Fund and The Bank of New York.*
(g) Investment Advisory Agreement between BNY Hamilton Small Cap Growth Fund and The Bank of New York.*
(h) Investment Advisory Agreement between BNY Hamilton International Equity Fund and The Bank of New
York.*
(i) Investment Advisory Agreement between BNY Hamilton Intermediate Investment Grade Fund and The Bank
of New York.*
(j) Investment Advisory Agreement between BNY Hamilton Intermediate Tax-Exempt Fund and The Bank of New
York.*
(k) Sub-advisory agreement between BNY Hamilton International Equity Fund and Indosuez Asset
Management.*
(6) (a) Distribution Agreements between Registrant and BNY Hamilton Distributors, Inc.*
(b) Supplement to Distribution Agreements between Registrant and BNY Hamilton Distributors, Inc.*
(7) Not Applicable.
(8) (a) Custody Agreement between Registrant and The Bank of New York.*
(b) Cash Management and Related Services Agreement between each series of Registrant and The Bank of New
York.*
(c) Supplement to Custody Agreement between Registrant and The Bank of New York.*
(d) Supplement to Cash Management and Related Services Agreement between Registrant and The Bank of New York.*
(9) (a) Administration Agreement between Registrant and BNY Hamilton Distributors, Inc.*
(b) Fund Accounting Services Agreement between Registrant and The Bank of New York.*
(c) Form of Transfer Agency Agreement between Registrant and BISYS Fund Services, Inc.*
(d) Form of Shareholder Servicing Agreement.*
(e) Form of Sub-Administration Agreement between BNY Hamilton Distributors, Inc. and The Bank of New
York.*
(f) Shareholder Servicing Plan of BNY Hamilton Money Fund (Hamilton Premier Shares).*
(g) No longer applicable.
(h) Shareholder Servicing Plan of BNY Hamilton Money Fund (Hamilton Classic Shares).*
(i) Rule 18f-3 Plan of BNY Hamilton Money Fund.*
(j) Supplement to Administration Agreement between Registrant and BNY Hamilton Distributors, Inc.*
(k) Supplement to Fund Accounting Services Agreement between Registrant and The Bank of New York.*
(l) Updated Transfer Agency Agreement between Registrant and BISYS Fund Services, Inc.*
(m) Shareholder Servicing Plan of BNY Hamilton Treasury Money Fund (Hamilton Premier Shares).*
(n) Revised Rule 18f-3 Plan of BNY Hamilton Funds, Inc.*
(o) Supplement to Form of Sub-Administration Agreement between BNY Hamilton Distributors, Inc. and
The Bank of New York.*
(p) Revised Fund Accounting Services Agreement between BNY Hamilton International Equity Fund and The Bank
of New York.
(q) Shareholder Servicing Plan of BNY Hamilton Treasury Money Fund (Classic Shares) (to follow).
(10) Opinion of Sullivan & Cromwell.*
(11) Consent of KPMG LLP.
(12) Not Applicable.
(13) Form of Seed Capital Agreement between Registrant and BNY Hamilton Distributors, Inc.*
(14) Not Applicable.
(15) (a) Rule 12b-1 Plan of BNY Hamilton Intermediate Government Fund.*
(b) Rule 12b-1 Plan of BNY Hamilton Intermediate New York Tax-Exempt Fund.*
(c) Rule 12b-1 Plan of BNY Hamilton Equity Income Fund.*
(d) Rule 12b-1 Plan of BNY Hamilton Money Fund - Hamilton Classic Shares.*
(e) Rule 12b-1 Plan of BNY Hamilton Large Cap Growth Fund - Investor Shares.*
(f) Rule 12b-1 Plan of BNY Hamilton Small Cap Growth Fund - Investor Shares.*
(g) Rule 12b-1 Plan of BNY Hamilton International Equity Fund - Investor Shares.*
(h) Rule 12b-1 Plan of BNY Hamilton Intermediate Investment Grade Fund - Investor Shares.*
(i) Rule 12b-1 Plan of BNY Hamilton Intermediate Tax-Exempt Fund - Investor Shares.*
(j) Rule 12b-1 Plan of BNY Hamilton Treasury Money Fund - Classic Shares (to follow).
(16) Schedule for computation of performance quotations.
(17) Financial Data Schedule.
</TABLE>
- ------------------------------
* Previously filed.
<PAGE>
(11) Consent of KPMG LLP (To follow)
<PAGE>
ARTICLES OF INCORPORATION
OF
BNY HAMILTON FUNDS, INC.
FIRST: Incorporator. I, THE UNDERSIGNED, Benjamin R. Weber,
whose post office address is 125 Broad Street, New York, New York 10004, being
at least twenty- one years of age, do under and by virtue of the General Laws of
the State of Maryland authorizing the formation of corporations, associate
myself as incorporator with the intention of forming a corporation (hereinafter
called the "Corporation").
SECOND: Name. The name of the Corporation is BNY Hamilton
Funds, Inc.
THIRD: Purposes and Powers. The purpose for which the
Corporation is formed is to act as an open-end management investment company
under the Investment Company Act of 1940, as currently in effect or as hereafter
may be amended and the Rules and Regulations from time to time promulgated and
effective thereunder (referred to herein collectively as the "Investment Company
Act of 1940") and to exercise and enjoy all of the powers, rights and privileges
granted to, or conferred upon, corporations by the General Laws of the State of
Maryland now or hereafter in force.
FOURTH: Principal Office. The post office address of the
principal office of the Corporation in this State is c/o The Corporation Trust
Incorporated, 32 South Street, Baltimore, Maryland 21202. The name of the
Corporation's resident agent is The Corporation Trust Incorporated, and its post
office address is 32 South Street, Baltimore, Maryland 21202. Said resident
agent is a corporation of the State of Maryland.
FIFTH: Capital Stock. 1. The total number of shares of capital
stock of all series and classes that the Corporation initially shall have
authority to issue is 20,000,000,000 shares, with a par value of one-tenth of
one cent ($.001) per share, to be known and designated as Common Stock, such
shares of Common Stock having an aggregate par value of twenty million dollars
($20,000,000). The Board of Directors shall have power and authority to increase
or decrease, from time to time, the aggregate number of shares of stock, or of
any series or class of stock, that the Corporation shall have the authority to
issue.
2. Subject to the provisions of these Articles of
Incorporation, the Board of Directors shall have the power to issue shares of
Common Stock of the Corporation from time to time, at prices not less than the
net asset value or par value thereof, whichever is greater, for such
consideration as may be fixed from time to time pursuant to the direction of the
Board of Directors. All stock shall be issued on a non-assessable basis.
3. Pursuant to Section 2-105 of the Maryland General
Corporation Law, the Board of Directors of the Corporation shall have the power
to designate one or more series
<PAGE>
of shares of Common Stock, to fix the number of shares in any such series and to
classify or reclassify any unissued shares with respect to such series. Any
series of Common Stock shall be referred to herein individually as a "Series"
and collectively, together with any further series from time to time
established, as the "Series". Any such Series (subject to any applicable rule,
regulation or order of the Securities and Exchange Commission or other
applicable law or regulation) shall have such preferences, conversion or other
rights, voting powers, restrictions, limitations as to dividends,
qualifications, terms and conditions of redemption and other characteristics as
the Board of Directors may determine in the absence of a contrary determination
set forth herein. The aforesaid power shall include the power to create, by
classifying or reclassifying unissued shares in the aforesaid manner, one or
more Series in addition to those initially designated as named below. Subject to
such aforesaid power, the Board of Directors has initially designated four
Series of shares of Common Stock of the Corporation. The names of such Series
and the number of shares of Common Stock initially classified and allocated to
these Series are as follows:
<TABLE>
<CAPTION>
NUMBER OF SHARES OF COMMON
NAME OF SERIES INITIALLY CLASSIFIED AND ALLOCATED
-------------- ----------------------------------
<S> <C>
BNY Hamilton Equity Income Fund................................................ 200,000,000
BNY Hamilton Intermediate Government Bond Fund................................. 200,000,000
BNY Hamilton Intermediate New York Tax-Exempt Fund............................. 200,000,000
BNY Hamilton Money Fund........................................................ 2,000,000,000
</TABLE>
4. The Board of Directors may, from time to time and without
stockholder action, classify shares of a particular Series into one or more
additional classes of that Series, the voting, dividend, liquidation and other
rights of which shall differ from the classes of common stock of that Series to
the extent provided in Articles Supplementary for such additional class, such
Articles Supplementary to be filed for record with the appropriate authorities
of the State of Maryland. Each class so created shall consist, until further
changed, of the lesser of (x) the number of shares classified in Section 3 of
this Article FIFTH or (y) the number of shares that could be issued by issuing
all of the shares of that Series currently or hereafter classified less the
total number of shares of all classes of such Series then issued and
outstanding. Any class of a Series of Common Stock shall be referred to herein
individually as a "Class" and collectively, together with any further class or
classes of such Series from time to time established, as the "Classes".
5. All Classes of a Particular Series of Common Stock of the
Corporation shall represent the same interest in the Corporation and have
identical voting, dividend, liquidation and other rights with any other shares
of Common Stock of that Series; provided, however, that notwithstanding anything
in the charter of the Corporation to the contrary:
(i) Any Class of shares may be subject to such sales loads,
contingent deferred sales charges, Rule 12b-1 fees, administrative
fees, service fees or other fees, however designated, in such amounts
as may be established by the Board of
-2-
<PAGE>
Directors from time to time in accordance with the Investment Company
Act of 1940.
(ii) Expenses related solely to a particular Class of a Series
(including, without limitation, distribution expenses under a Rule
12b-1 plan and administrative expenses under an administration or
service agreement, plan or other arrangement, however designated) shall
be borne by that Class and shall be appropriately reflected in the
manner determined by the Board of Directors) in the net asset value,
dividends, distributions and liquidation rights of the shares of that
Class.
(iii) As to any matter with respect to which a separate vote
of any Class of a Series is required by the Investment Company Act of
1940 or by the Maryland General Corporation Law (including, without
limitation, approval of any plan, agreement or other arrangement
referred to in subsection (ii) above), such requirement as to a
separate vote by that Class shall apply in lieu of Single Class Voting,
and if permitted by the Investment Company Act of 1940 or the Maryland
General Corporation Law, the Classes of more than one Series shall vote
together as a single Class on any such matter that shall have the same
effect on each such Class. As to any matter that does not affect the
interest of a particular Class of a Series, only the holders of shares
of the affected Classes of that Series shall be entitled to vote.
6. Each share of a Series or Class shall have equal rights
with each other share of that Series or Class with respect to the assets of the
Corporation pertaining to that Series or Class. The dividends payable to the
holders of any Series or Class (subject to any applicable rule, regulation or
order of the Securities and Exchange Commission or any other applicable law or
regulation) shall be determined by the Board and need not be individually
declared, but may be declared and paid in accordance with a formula adopted by
the Board (whether or not the amount of dividend or distribution so declared can
be calculated at the time of such declaration).
7. The holder of each share of stock of the Corporation shall
be entitled to one vote for each full share, and a fractional vote for each
fractional share of stock, irrespective of the Series or Class, then standing in
his or her name in the books of the Corporation. On any matter submitted to a
vote of stockholders, all shares of the Corporation then issued and outstanding
and entitled to vote, irrespective of the Series or Class, shall be voted in the
aggregate and not by Series or Class except (1) when otherwise expressly
provided by the Maryland General Corporation Law, or (2) when required by the
Investment Company Act of 1940, shares shall be voted by individual Series or
Class; and (3) when the matter does not affect any interest of a particular
Series or Class, then only stockholders of such other Series or Class or Series
or Classes whose interests may be affected shall be entitled to vote hereon.
Holders of shares of stock of the Corporation shall not be entitled to
cumulative voting in the election of Directors or on any other matter.
8. All consideration received by the Corporation for the
issuance or sale of stock of each Series or Class, together with all income,
earnings, profits, and proceeds thereof, including any proceeds derived from the
sale, exchange or liquidation thereof, and
-3-
<PAGE>
any funds or payments derived from any reinvestment of such proceeds in whatever
form the same may be, shall belong to the Series or Class of shares of stock
with respect to which such assets, payments or funds were received by the
Corporation for all purposes, subject only to the rights of creditors, and shall
be so handled upon the books of account of the Corporation. Such assets, income,
earnings, profits and proceeds thereof, including any proceeds derived from the
sale, exchange or liquidation thereof and any assets derived from any
reinvestment of such proceeds, in whatever form the same may be, are herein
referred to as "assets belonging to" such Series or Class.
9. The Board of Directors may from time to time declare and
pay dividends or distributions in stock, property or in cash on any or all
Series or Class of stock and to the stockholders of record as of such date as
the Board of Directors may determine; provided that such dividends or
distributions on shares of any Series or Class of stock shall be paid only out
of earnings, surplus, or other lawfully available assets belonging to such
Series or Class. Subject to the foregoing proviso, the amount of any dividends
or distributions and the payment thereof shall be wholly in the discretion of
the Board of Directors.
10. In the event of the liquidation or dissolution of the
Corporation, stockholders of each Series and Class therein shall be entitled to
receive, as a Series or class, out of the assets of the Corporation available
for distribution to stockholders, but other than general assets, the assets
belonging to such Series or Class and the assets so distributable to the
stockholders of any Series or Class shall be distributed among such stockholders
in proportion to the number of shares of such Series or Class held by them and
recorded on the books of the Corporation. In the event that there are any
general assets not belonging to any particular Series or Class of stock and
available for distribution, such distribution shall be made to the holders of
stock of all Series and Classes in proportion to the net asset value of the
respective Series or Class determined as hereinafter provided.
11. The assets belonging to any Series or Class of stock shall
be charged with the liabilities in respect to such Series or Class and shall
also be charged with such Series' or Classes' proportionate share of the general
liabilities of the Corporation, based upon the ratio of the net asset value,
determined as hereinafter provided, of the shares of such Series or Class then
outstanding to the net asset ratio of all shares of Common Stock of the
Corporation then outstanding. The determination of the Board of Directors shall
be conclusive with respect to the amount of liabilities, including accrued
expenses and reserves, the allocation of such liabilities to a given Series or
Class, and whether the same or general assets of the Corporation are allocable
to one or more Series or Classes.
12. The Board of Directors may provide for a holder of any
Series or Class of stock of the Corporation, who surrenders his certificate in
good form for transfer to the Corporation or, if the shares in question are not
represented by certificates, who delivers to the Corporation a written request
in good order signed by the shareholder, to convert the shares in question on
such basis as the Board may provide, into shares of stock of any other Series or
Class of the Corporation.
13. Subject to subsection 14 below, the net asset value per
share of the Corporation's Common Stock shall be determined by adding the value
of all securities, cash
-4-
<PAGE>
and other assets of the Corporation pertaining to that Series or Class,
subtracting the liabilities applicable to that Series or Class, proportionally
allocating any general assets and general liabilities to that Series or Class,
and dividing the net result by the number of shares of that Series or Class
outstanding. Subject to subsection 14 below, the value of the securities, cash
and other assets, and the amount and nature of liabilities, and the allocation
thereof to any particular Series or Class, shall be determined pursuant to the
direction of, or determined pursuant to procedures or methods prescribed by or
approved by the Board of Directors in its sole discretion and shall be so
determined at the time or times prescribed or approved by the Board of Directors
in its sole discretion.
14. The net asset value per share of a Series or Class of the
Corporation's Common Stock for the purpose of issuance, redemption or repurchase
of shares, shall be determined in accordance with the Investment Company Act of
1940 and any other applicable Federal securities law or rule or regulation.
15. All shares now or hereafter authorized shall be subject to
redemption and redeemable at the option of the stockholder, in the sense used in
the General Corporation Law of the State of Maryland. Each holder of a share,
upon request to the Corporation accompanied by surrender of the appropriate
stock certificate or certificates in proper form for transfer if certificates
have been issued to such holder, or accompanied by or in accordance with such
other procedures as may from time to time be in effect if certificates have not
been issued, shall be entitled to require the Corporation to redeem all or any
part of the shares standing in the name of such holder on the books of the
Corporation at a redemption price per share equal to an amount determined by the
Board of Directors in accordance with any applicable laws and regulations;
provided that (i) such amount shall not exceed the net asset value per share
determined in accordance with this Article, and (ii) if so authorized by the
Board of Directors, the Corporation may, at any time from time to time, charge
fees for effecting such redemption or repurchase, at such rates as the Board of
Directors may establish, as and to the extent permitted under the Investment
Company Act of 1940.
16. Notwithstanding subsection 15 above (or any other
provision of these Articles of Incorporation), the Board of Directors of the
Corporation may suspend the right of the holders of shares to require the
Corporation to redeem such shares (or may suspend any voluntary purchase of such
shares pursuant to the provisions of these Articles of Incorporation) during any
national financial emergency.
For the purpose of these Articles of Incorporation, a
"national financial emergency" is defined as the whole or part of any period (i)
during which the New York Stock Exchange is closed, other than customary weekend
and holiday closings, (ii) during which trading on the New York Stock Exchange
is restricted, (iii) during which an emergency exists as a result of which
disposal by the Corporation of securities owned by such Series is not reasonably
practicable or it is not reasonably practicable for the Corporation fairly to
determine the value of the net assets of such Series, or (iv) during any other
period when the Securities and Exchange Commission (or any succeeding
governmental authority) may for the protection of security holders of the
Corporation by
-5-
<PAGE>
order permit suspension of the right of redemption or postponement of the date
of payment on redemption.
17. The Board of Directors may by resolution from time to time
authorize the repurchase by the Corporation, either directly or through an
agent, of shares upon such terms and conditions and for such consideration as
the Board of Directors shall deem advisable, out of funds legally available
therefor and at prices per share not in excess of the net asset value per share
determined in accordance with this Article and to take all other steps deemed
necessary or advisable in connection therewith.
18. Except as otherwise permitted by the Investment Company
Act of 1940, payment of the redemption or repurchase price of shares surrendered
to the Corporation for redemption pursuant to the provisions of subsection 15 or
20 of this Article or for repurchase by the Corporation pursuant to the
provisions of subsection 17 of this Article shall be made by the Corporation
within seven (7) days after surrender of such shares to the Corporation for such
purpose. Any such payment may be made in whole or in part in portfolio
securities or in cash, as the Board of Directors shall deem advisable, and no
stockholder shall have the right, other than as determined by the Board of
Directors, to have shares redeemed or repurchased in portfolio securities.
19. In the absence of any specification of the purpose for
which the Corporation redeems or repurchase any shares of its Common Stock, all
redeemed or repurchased shares shall be deemed to be acquired for retirement in
the sense contemplated by the General Corporation Law of the State of Maryland.
Shares retired by redemption or repurchase shall thereafter have the status of
authorized but unissued shares.
20. All shares now or hereafter authorized shall be subject to
redemption and redeemable at the option of the Corporation. From time to time
the Board of Directors may by resolution, without the vote or consent of
stockholders, authorize the redemption of all or any part of any outstanding
shares (including through the establishment of uniform standards with respect to
the minimum net asset value of a stockholder account) upon the sending of
written notice thereof to each stockholder any of whose shares are to be so
redeemed and upon such terms and conditions as the Board of Directors shall deem
advisable, out of funds legally available therefore, at net asset value per
share determined in accordance with the provisions of this Article and may take
all other steps deemed necessary or advisable in connection therewith. The Board
of Directors may authorize the closing and redemption of all shares of any
accounts not meeting the specified minimum standards of net asset value.
21. The holders of shares of Common Stock or other securities
of the Corporation shall have no preemptive rights to subscribe for new or
additional shares of its Common Stock or other securities.
SIXTH: Directors. The initial number of directors of the
Corporation shall be one (1), which shall be the minimum number of directors for
so long as there is only one or fewer shareholders. The name of the director who
shall act until the first annual meeting or until his successor is duly chosen
and qualified is William B. Blundin. Upon such time
-6-
<PAGE>
as the Corporation has issued two or more shares of its capital stock, the
minimum number of directors shall be increased in accordance with the provisions
of Section 2-402 of the Maryland General Corporation Law. The number of
Directors may be changed from time to time in such lawful manner as is provided
in the Bylaws of the Corporation. Unless otherwise provided by the Bylaws of the
Corporation, directors of the Corporation need not be stockholders.
SEVENTH: Liabilities of Directors and Officers. A director or
officer of the Corporation shall not be liable to the Corporation or its
stockholders for monetary damages for breach of fiduciary duty as a director or
officer, except to the extent such exemption from liability or limitation
thereof is not permitted by law (including the Investment Company Act of 1940)
as currently in effect or as the same may hereafter be amended.
No amendment, modification or repeal of this Article SEVENTH
shall adversely affect any right or protection of a director or officer that
exists at the time of such amendment, modification or repeal.
EIGHTH: Indemnification of Directors, Officers and Employees.
The Corporation shall indemnify to the fullest extent permitted by law
(including the Investment Company Act of 1940) any person made or threatened to
be made a party to any action, suit or proceeding, whether criminal, civil,
administrative or investigative, by reason of the fact that such person or such
person's testator or intestate is or was a director, officer or employee of the
Corporation or serves or served at the request of the Corporation any other
enterprise as a director, officer or employee. To the fullest extent permitted
by law (including the Investment Company Act of 1940), expenses incurred by any
such person in defending any such action, suit or proceeding shall be paid or
reimbursed by the Corporation promptly upon receipt by it of an undertaking of
such person to repay such expenses if it shall ultimately be determined that
such person is not entitled to be indemnified by the Corporation. The rights
provided to any person by this Article EIGHTH shall be enforceable against the
Corporation by such person who shall be presumed to have relied upon it in
serving or continuing to serve as a director, officer or employee as provided
above. No amendment of this Article EIGHTH shall impair the rights of any person
arising at any time with respect to events occurring prior to such amendment.
For purposes of this Article EIGHTH, the term "Corporation" shall include any
predecessor of the Corporation and any constituent corporation (including any
constituent of a constituent) absorbed by the Corporation in a consolidation or
merger; the term "other enterprise" shall include any corporation, partnership,
joint venture, trust or employee benefit plan; service "at the request of the
Corporation" shall include service as a director, officer or employee of the
Corporation which imposes duties on, or involves services by, such director,
officer or employee with respect to an employee benefit plan, its participants
or beneficiaries; any excise taxes assessed on a person with respect to an
employee benefit plan shall be deemed to be indemnifiable expenses; and action
by a person with respect to any employee benefit plan which such person
reasonably believes to be in the
-7-
<PAGE>
interest of the participants and beneficiaries of such plan shall be deemed to
be action not opposed to the best interests of the Corporation.
Nothing in Article SEVENTH or in this Article EIGHTH protects
or purports to protect any director or officer against any liability to the
Corporation or its security holders to which he or she would otherwise be
subject by reason of willful malfeasance, bad faith, gross negligence or
reckless disregard of the duties involved in the conduct of his or her office.
NINTH: Management of the Affairs of the Corporation. The Board
of Directors shall have the management and control of the property, business and
affairs of the Corporation and is hereby vested with all the powers possessed by
the Corporation itself so far as is not inconsistent with law or these Articles
of Incorporation. In furtherance and without limitation of the foregoing
provisions, it is expressly declared that, subject to these Articles of
Incorporation, the Board of Directors shall have power:
(i) To make, alter, amend or repeal from time to time the
Bylaws of the Corporation except as such power may otherwise be limited
in the Bylaws.
(ii) To authorize the repurchase of shares in the open market
or otherwise, at prices not in excess of the net asset value of such
shares determined in accordance with Article FIFTH hereof, provided
that the Corporation has assets legally available for such purpose and
to pay for such shares in cash, securities or other assets then held or
owned by the Corporation.
(iii) To fix an offering price for the shares of any Series or
Class that shall yield to the Corporation not less than the par value
thereof, at which price the shares of the Common Stock of the
Corporation shall be offered for sale, and to determine from time to
time thereafter the offering price that will yield to the Corporation
not less than the par value thereof from sales of the shares of its
Common Stock.
(iv) From time to time to determine whether, to what extent,
at what times and places and under what conditions and regulations the
books and accounts of the Corporation, or any of them other than the
stock ledger, shall be open to the inspection of the stockholders, and
no stockholder shall have any right to inspect any account or book or
document of the Corporation, except as conferred by law or authorized
by resolution of the Board of Directors or of the stockholders.
(v) In addition to the powers and authorities granted herein
and by statute expressly conferred upon it, the Board of Directors is
authorized to exercise all such powers and do all acts and things as
may be exercised or done by the Corporation, subject, nevertheless, to
the provisions of Maryland law, of these Articles of Incorporation and
of the Bylaws of the Corporation.
TENTH: Corporate Books. The books of the Corporation may be
kept (subject to any provisions contained in applicable statutes) outside the
State of Maryland at such place or places as may be designated from time to time
by the Board of Directors or in
-8-
<PAGE>
the Bylaws of the Corporation. Election of directors need not be by ballot
unless the Bylaws of the Corporation shall so provide.
ELEVENTH: Amendments. The Corporation reserves the right from
time to time to amend, alter, or repeal any of the provisions of these Articles
of Incorporation (including any amendment that changes the terms of any of the
outstanding shares by classification, reclassification or otherwise), and any
contract rights, as expressly set forth in these Articles of Incorporation, of
any outstanding shares, and to add or insert any other provisions that may,
under the statutes of the State of Maryland at the time in force, be lawfully
contained in articles of incorporation, and all rights at any time conferred
upon the stockholders of the Corporation by these Articles of Incorporation are
subject to the provisions of this Article ELEVENTH.
TWELFTH: Quorum; Majority Vote. 1. The presence in person or
by proxy of the holders of record of one-third of the shares issued and
outstanding and entitled to vote thereat shall constitute a quorum for the
transaction of any business at all meetings of the stockholders except as
otherwise provided by law or in these Articles of Incorporation.
2. On any given matter, the presence in any meeting, in person
or by proxy, of holders of record of less than one-third of the shares issued
and outstanding and entitled to vote thereat shall not prevent action at such
meeting upon any other matter or matters which may properly come before the
meeting, if there shall be present thereat, in person or by proxy, holders of
record of the number of shares required for action in respect of such other
matter or matters.
Notwithstanding any provision of Maryland law requiring more
than a majority vote of the Common Stock, or any Series or Class thereof, in
connection with any corporation action (including, but not limited to, the
amendment of these Articles of Incorporation), unless otherwise provided in
these Articles of Incorporation the Corporation may take or authorize such
action upon the favorable vote of the holders of a majority of the outstanding
shares of Common Stock entitled to vote thereon.
THIRTEENTH: Acquisition Subject to Articles of Incorporation.
All persons who shall acquire shares in the Corporation shall acquire the same
subject to the provisions of these Articles of Incorporation.
FOURTEENTH: Duration. The duration of the Corporation shall be
perpetual.
I acknowledge this to be my act and state under penalty of
perjury that with respect to all matters and facts therein, to the best of my
knowledge, information and belief, such matters and facts are true in all
material respects.
-9-
<PAGE>
Date: May 1, 1992 By: /s/ Benjamin R. Weber
-----------------------------
BENJAMIN R. WEBER
<PAGE>
BNY HAMILTON FUNDS, INC.
ARTICLES OF AMENDMENT
BNY HAMILTON FUNDS, INC., a Maryland corporation, having its
principal office in Baltimore City, Maryland (which is hereinafter called the
"Corporation"), hereby certifies to the State Department of Assessments and
Taxation of Maryland that:
FIRST: Article FIFTH, Section 3 of the Charter of
the Corporation is hereby amended in its entirety to
read as follows:
3. Pursuant to Section 2-105 of the Maryland General
Corporation Law, the Board of Directors of the Corporation shall have the power
to designate one or more series of shares of Common Stock, to fix the number of
shares in any such series and to classify or reclassify any unissued shares with
respect to such series. Any series of Common Stock shall be referred to herein
individually as a "Series" and collectively, together with any further series
from time to time established, as the "Series". Any such Series (subject to any
applicable rule, regulation or order of the Securities and Exchange Commission
or other applicable law or regulation) shall have such preferences, conversion
or other rights, voting powers, restrictions, limitations as to dividends,
qualifications, terms and conditions of redemption and other characteristics as
the Board of Directors may determine in the absence of a contrary determination
set forth herein. The aforesaid power shall include the power to create, by
classifying or reclassifying unissued shares in the aforesaid manner, one or
more Series in addition to those initially designated as named below. Subject to
such aforesaid power, the Board of Directors has initially designated four
Series of shares of Common Stock of the Corporation. The names of such Series
and the number of shares of Common Stock initially classified and allocated to
these Series are as follows:
<TABLE>
<CAPTION>
NUMBER OF SHARES OF COMMON
NAME OF SERIES INITIALLY CLASSIFIED AND ALLOCATED
-------------- ----------------------------------
<S> <C>
BNY Hamilton Equity Income Fund................................................ 200,000,000
BNY Hamilton Intermediate Government Fund...................................... 200,000,000
BNY Hamilton Intermediate New York Tax-Exempt Fund............................. 200,000,000
BNY Hamilton Money Fund........................................................ 2,000,000,000
</TABLE>
<PAGE>
SECOND: The foregoing amendment to the Charter of
the Corporation does not increase the authorized stock
of the Corporation.
THIRD: The foregoing amendment to the Charter of the
Corporation has been approved by a majority of the entire Board of
Directors and no stock entitled to be voted on the matter was
outstanding or subscribed for at the time of approval.
IN WITNESS WHEREOF, BNY Hamilton Funds, Inc., has caused these
presents to be signed in its name and on its behalf by its President and
witnessed by its Secretary on June 29, 1992.
BNY HAMILTON FUNDS, INC.
_________________________ By __________________________
James W. Bernaiche William Blundin
Secretary President
THE UNDERSIGNED, President of BNY Hamilton Funds, Inc., who
executed on behalf of the Corporation the foregoing Articles of Amendment of
which this certificate is made a part, hereby acknowledges in the name and on
behalf of said Corporation the foregoing Articles of Amendment to be the
corporate act of said Corporation and hereby certifies that to the best of his
knowledge, information, and belief the matters and facts set forth therein with
respect to the authorization and approval thereof are true in all material
respects under the penalties of perjury.
By __________________________
William B. Blundin
President
-2-
<PAGE>
ARTICLES SUPPLEMENTARY
TO
THE ARTICLES OF INCORPORATION OF BNY HAMILTON FUNDS, INC.
BNY Hamilton Funds, Inc., a Maryland corporation having its
principal office in Baltimore, Maryland (the "Corporation"), hereby certifies to
the State Department of Assessments and Taxation of Maryland that:
FIRST: Immediately prior to the filing of these
Articles Supplementary (i) the Corporation was authorized to issue
twenty billion (20,000,000,000) shares of capital stock designated as
Common Stock and having a par value of one tenth of one cent ($.001)
per share for an aggregate par value of twenty million dollars
($20,000,000), (ii) 9,600,000,000 authorized shares of Common Stock
were previously classified by the Board of Directors and were allocated
among the Corporation's four series as follows:
BNY Hamilton Equity Income Fund--Investor Class 200,000,000
BNY Hamilton Intermediate
Government Fund--Investor Class 200,000,000
BNY Hamilton Intermediate New
York Tax-Exempt Fund--Investor Class 200,000,000
BNY Hamilton Money Fund
Hamilton Class 3,000,000,000
Hamilton Premier Class 3,000,000,000
Hamilton Classic Class 3,000,000,000;
and (iii) the remaining 10,400,000,000 authorized shares of Common
Stock were undesignated as to series or class.
SECOND: Acting pursuant to authority granted to the
Board of Directors in Article FIFTH of the Corporation's Articles of
Incorporation, as amended, and Section 2-105 of the Maryland General
Corporation Law to classify and reclassify authorized but unissued
shares of Common Stock and of each series thereof, the Board of
Directors has (i) created an additional class of each of the BNY
Hamilton Equity Income Fund series, BNY Hamilton Intermediate
Government Fund series, and BNY Hamilton Intermediate New York
Tax-Exempt Fund series to be designated as the "Institutional" class,
(ii) created the following named series of Common Stock: BNY Hamilton
<PAGE>
Treasury Money Fund, BNY Hamilton Large Cap Growth Fund, BNY Hamilton
Small Cap Growth Fund, BNY Hamilton International Equity Fund, BNY
Hamilton Intermediate Investment Grade Fund and BNY Hamilton
Intermediate Tax-Exempt Fund, each of which series is divided into two
classes, which are designated as the "Hamilton" class and the "Hamilton
Premier" class, in the case of BNY Hamilton Treasury Money Fund, and
which are designated as the "Institutional" class and the "Investor"
class, in the case of BNY Hamilton Large Cap Growth Fund, BNY Hamilton
Small Cap Growth Fund, BNY Hamilton International Equity Fund, BNY
Hamilton Intermediate Investment Grade Fund and BNY Hamilton
Intermediate Tax-Exempt Fund, and (iii) provided for the issuance of
shares of each of the classes described in items (i) and (ii) above,
with the result that the authorized shares of the Corporation's Common
Stock are now classified as follows:
BNY Hamilton Equity Income Fund
Institutional Class 200,000,000
Investor Class 200,000,000
BNY Hamilton Intermediate
Government Fund
Institutional Class 200,000,000
Investor Class 200,000,000
BNY Hamilton Intermediate New
York Tax-Exempt Fund
Institutional Class 200,000,000
Investor Class 200,000,000
BNY Hamilton Money Fund
Hamilton Class 3,000,000,000
Hamilton Premier Class 3,000,000,000
Hamilton Classic Class 3,000,000,000
BNY Hamilton Treasury Money Fund
Hamilton Class 2,000,000,000
Hamilton Premier Class 2,000,000,000
BNY Hamilton Large Cap Growth Fund
Institutional Class 200,000,000
Investor Class 200,000,000
BNY Hamilton Small Cap Growth Fund
-2-
<PAGE>
Institutional Class 200,000,000
Investor Class 200,000,000
-3-
<PAGE>
BNY Hamilton International Equity Fund
Institutional Class 200,000,000
Investor Class 200,000,000
BNY Hamilton Intermediate Investment Grade Fund
Institutional Class 200,000,000
Investor Class 200,000,000
BNY Hamilton Intermediate Tax-Exempt Fund
Institutional Class 200,000,000
Investor Class 200,000,000
and the remaining 3,800,000 authorized shares of Common Stock remain
undesignated as to series or class.
THIRD: The terms of the shares of each series, and
class thereof, designated above are as set forth in the Corporation's
Articles of Incorporation filed with the State Department of
Assessments and Taxation of Maryland on May 1, 1992, as amended by
Articles of Amendment, dated June 29, 1992 and January 22, 1997, and
supplemented by Articles Supplementary, dated June 29, 1994 and August
15, 1995.
FOURTH: The Corporation is registered as an open-end
management investment company under the Investment Company Act of 1940.
FIFTH: After giving effect to the foregoing, the
total number of shares of capital stock that the Corporation has
authority to issue remains unchanged.
-4-
<PAGE>
IN WITNESS WHEREOF, the Corporation has caused these presents
to be signed in its name and on its behalf by its Vice President and witnessed
by its Assistant Secretary on January 22, 1997.
WITNESS: BNY HAMILTON FUNDS, INC.
/s/ Bruce Treff By: /s/ Anthony L. Mercure
- --------------- --------------------------
Bruce Treff Anthony L. Mercure
Assistant Secretary Vice President
THE UNDERSIGNED, Vice President of BNY Hamilton Funds, Inc.,
who executed on behalf of the corporation Articles Supplementary of which this
certificate is made a part, hereby acknowledges in the name and on behalf of
said corporation the foregoing Articles Supplementary to be the corporate act of
said corporation and hereby certifies that the matters and facts set forth
herein with respect to the authorization and approval thereof are true in all
material respects under the penalties of perjury.
/s/Anthony L. Mercure
---------------------
Anthony L. Mercure
-5-
<PAGE>
INVESTMENT ADVISORY AGREEMENT
AGREEMENT made this ____ day of July, 1992 by and between BNY
Hamilton Money Fund (the "Series"), a series of BNY Hamilton Funds, Inc., a
Maryland corporation (the "Corporation") and The Bank of New York, a New York
bank (the "Adviser").
1. Duties of Adviser. The Series hereby appoints the Adviser
to act as investment adviser to the Series for the period and on such terms set
forth in this Agreement. The Series employs the Adviser to manage the investment
and reinvestment of the assets of the Series, to continuously review, supervise
and administer the investment program of the Series, to determine in its
discretion the securities to be purchased or sold and the portion of the Series'
assets to be held uninvested, to provide the Corporation with records concerning
the Adviser's activities which the Corporation is required to maintain, and to
render regular reports to the Corporation's officers and Board of Directors
concerning the Adviser's discharge of the foregoing responsibilities. The
Advisor shall discharge the foregoing responsibilities subject to the control of
the officers and the Board of Directors of the Corporation, and in compliance
with the objectives, policies and limitations set forth in the Corporation's
Registration Statement (No. 811-6654),
-1-
<PAGE>
including the Series' prospectus and statement of additional information,
applicable laws and regulations. The Adviser accepts such employment and agrees
to render the services and to provide, at its own expense, the office space,
furnishings and equipment and the personnel required by it to perform the
services on the terms and for the compensation provided therein.
2. Portfolio Transactions. The Adviser is authorized to select
the brokers or dealers that will execute the purchases and sales of securities
for the Series and is directed to use its best efforts to obtain the best
available price and most favorable execution, except as prescribed herein.
Unless and until otherwise directed by the Board of Directors of the
Corporation, the Adviser may also effect individual securities transactions at
commission rates in excess of the minimum commission rates available, if the
Adviser determines in good faith that such amount of commission is reasonable in
relation to the value of the brokerage or research services provided by such
broker or dealer, viewed in terms of either that particular transaction or the
Adviser's overall responsibilities with respect to the Corporation. The
execution of such transactions shall not be deemed to represent an unlawful act
or breach of any duty created by this Agreement or otherwise. The Adviser will
promptly communicate to the officers and Directors of the Corporation such
information
-2-
<PAGE>
relating to Series transactions as they may reasonably request.
3. Compensation of the Adviser. For the services to be
rendered by the Adviser as provided in Section 1 of this Agreement, the
Corporation shall pay to the Adviser at the end of each month an advisory fee
accrued daily and payable monthly based on an annual percentage rate of .10% of
the Series' average daily net assets.
In the event of termination of this Agreement, the fee
provided in this Section shall be computed on the basis of the period ending on
the last business day on which this Agreement is in effect, subject to a pro
rata adjustment based on the number of days elapsed in the month as a percentage
of the total number of days in such month.
4. Reports. The Series and the Adviser agree to furnish to
each other current prospectuses, proxy statements, reports to shareholders,
certified copies of their financial statements, and such other information with
regard to their affairs as each may reasonably request.
5. Status of Adviser. The services of the Adviser to the
Series are not be deemed exclusive, and the Adviser shall be free to render
similar services to others.
6. Liability of Adviser. In the absence of (i) wilful
misfeasance, bad faith or gross negligence on the part of the Adviser in
performance of its obligations and
-3-
<PAGE>
duties hereunder, (ii) reckless disregard by the Adviser of its obligations and
duties hereunder, or (iii) a loss resulting from a breach of fiduciary duty with
respect to the receipt of compensation for services (in which case any award of
damages shall be limited to the period and the amount set forth in Section
36(b)(3) of the Investment Company Act of 1940 ("1940 Act"), the Adviser shall
not be subject to any liability whatsoever to the Series, or to any shareholder
of the Series, for any error or judgment, mistake of law or any other act or
omission in the course of, or connected with, rendering services hereunder
including, without limitation, for any losses that may be sustained in
connection with the purchase, holding, redemption or sale of any security on
behalf of the Series.
7. Permissible Interests. Subject to and in accordance with
the Articles of Incorporation of the Corporation and applicable law and
regulation, Directors, officers, agents and shareholders of the Corporation are
or may be interested in the Adviser (or any successor thereof) as Directors,
officers, agents, shareholders or otherwise; Directors, officers, agents and
shareholders of the Adviser are or may be interested in the Corporation as
Directors, officers, shareholders or otherwise; and the Adviser (or any
successor) is or may be interested in the Corporation as a shareholder or
otherwise; and the effect of any such
-4-
<PAGE>
interrelationships shall be governed by said Articles of Incorporation and the
provisions of the 1940 Act.
8. Duration and Termination. This Agreement, unless sooner
terminated as provided herein, shall continue until the earlier of June 30, 1994
or the date of the first annual or special meeting of the shareholders of the
Series and, if approved by a majority of the outstanding voting securities of
the Series, thereafter shall continue for periods of one year so long as such
continuance is specifically approved at least annually (a) by the vote of a
majority of those members of the Board of Directors of the Corporation who are
not parties to this Agreement or interested persons of any such party, cast in
person at a meeting called for the purpose of voting on such approval, and (b)
by the Board of Directors of the Corporation or by vote of a majority of the
outstanding voting securities of the Series; provided, however, that if the
holders of shares of the Series fail to approve the Agreement as provided
herein, the Adviser may continue to serve in such capacity in the manner and to
the extent permitted by the 1940 Act and Rules thereunder. This Agreement may be
terminated by the Series at any time, without the payment of any penalty, by
vote of a majority of the entire Board of Directors of the Corporation or by
vote of a majority of the outstanding voting securities of the Series on 60
days' written notice to the Adviser. This Agreement may be terminated by the
-5-
<PAGE>
Adviser at any time, without the payment of any penalty, upon 60 days' written
notice to the Series. This Agreement will automatically and immediately
terminate in the event of its assignment. Any notice under this Agreement shall
be given in writing, addressed and delivered or mailed postpaid, to the other
party at any office of such party and shall be deemed given when received by the
addressee.
As used in this Section 9, the terms "assignment", "interested
persons", and "a vote of a majority of the outstanding voting securities" shall
have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19) and
Section 2(a)(42) of the 1940 Act.
9. Amendment of Agreement. This Agreement may be amended by
mutual consent, but the consent of the Series must be approved (a) by vote of
majority of those members of the Board of Directors of the Corporation who are
not parties to this Agreement or interested persons of any such party, cast in
person at a meeting called for the purpose of voting on such amendment, and (b)
by vote of a majority of the outstanding voting securities of the Series.
10. Use of Name. The Series agrees that if this Agreement is
terminated and the Adviser shall no longer be the adviser to the Series, the
Series will, within a reasonable periods of time, change its name to delete
reference to "BNY Hamilton".
-6-
<PAGE>
11. Severability. If any provisions of this Agreement shall be
held or made invalid by a court decision, statute, rule or otherwise, the
remainder of this Agreement shall not be affected thereby.
12. Applicable Law. This Agreement shall be construed in
accordance with the laws of the State of New York, provided, however, that
nothing herein shall be construed as being inconsistent with the 1940 Act.
13. Counterparts. This Agreement may be executed in one
or more counterparts, each of which shall be deemed to be an original.
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their officers thereunto duly authorized as of the day and year
first written above.
THE BANK OF NEW YORK BNY HAMILTON FUNDS, INC.
for BNY HAMILTON MONEY FUND
By ______________________ By _____________________
Name: Name:
Title: Title:
-7-
<PAGE>
INVESTMENT ADVISORY AGREEMENT
AGREEMENT made this ____ day of July, 1992 by and between BNY
Hamilton Intermediate Government Fund (the "Series"), a series of BNY Hamilton
Funds, Inc., a Maryland corporation (the "Corporation") and The Bank of New
York, a New York bank (the "Adviser").
1. DUTIES OF ADVISER. The Series hereby appoints the Adviser
to act as investment adviser to the Series for the period and on such terms set
forth in this Agreement. The Series employs the Adviser to manage the investment
and reinvestment of the assets of the Series, to continuously review, supervise
and administer the investment program of the Series, to determine in its
discretion the securities to be purchased or sold and the portion of the Series'
assets to be held uninvested, to provide the Corporation with records concerning
the Adviser's activities which the Corporation is required to maintain, and to
render regular reports to the Corporation's officers and Board of Directors
concerning the Adviser's discharge of the foregoing responsibilities. The
Advisor shall discharge the foregoing responsibilities subject to the control of
the officers and the Board of Directors of the Corporation, and in compliance
with the objectives, policies and limitations set forth in the Corporation's
Registration Statement (No. 811-6654),
<PAGE>
including the Series' prospectus and statement of additional information,
applicable laws and regulations. The Adviser accepts such employment and agrees
to render the services and to provide, at its own expense, the office space,
furnishings and equipment and the personnel required by it to perform the
services on the terms and for the compensation provided therein.
2. PORTFOLIO TRANSACTIONS. The Adviser is authorized to select
the brokers or dealers that will execute the purchases and sales of securities
for the Series and is directed to use its best efforts to obtain the best
available price and most favorable execution, except as prescribed herein.
Unless and until otherwise directed by the Board of Directors of the
Corporation, the Adviser may also effect individual securities transactions at
commission rates in excess of the minimum commission rates available, if the
Adviser determines in good faith that such amount of commission is reasonable in
relation to the value of the brokerage or research services provided by such
broker or dealer, viewed in terms of either that particular transaction or the
Adviser's overall responsibilities with respect to the Corporation. The
execution of such transactions shall not be deemed to represent an unlawful act
or breach of any duty created by this Agreement or otherwise. The Adviser will
promptly communicate to the officers and Directors of the Corporation such
information
-2-
<PAGE>
relating to Series transactions as they may reasonably request.
3. COMPENSATION OF THE ADVISER. For the services to be
rendered by the Adviser as provided in Section 1 of this Agreement, the
Corporation shall pay to the Adviser at the end of each month an advisory fee
accrued daily and payable monthly based on an annual percentage rate of .10% of
the Series' average daily net assets.
In the event of termination of this Agreement, the fee
provided in this Section shall be computed on the basis of the period ending on
the last business day on which this Agreement is in effect, subject to a pro
rata adjustment based on the number of days elapsed in the month as a percentage
of the total number of days in such month.
4. REPORTS. The Series and the Adviser agree to furnish to
each other current prospectuses, proxy statements, reports to shareholders,
certified copies of their financial statements, and such other information with
regard to their affairs as each may reasonably request.
5. STATUS OF ADVISER. The services of the Adviser to the
Series are not be deemed exclusive, and the Adviser shall be free to render
similar services to others.
6. LIABILITY OF ADVISER. In the absence of (i) wilful
misfeasance, bad faith or gross negligence on the part of the Adviser in
performance of its obligations and
-3-
<PAGE>
duties hereunder, (ii) reckless disregard by the Adviser of its obligations and
duties hereunder, or (iii) a loss resulting from a breach of fiduciary duty with
respect to the receipt of compensation for services (in which case any award of
damages shall be limited to the period and the amount set forth in Section
36(b)(3) of the Investment Company Act of 1940 ("1940 Act"), the Adviser shall
not be subject to any liability whatsoever to the Series, or to any shareholder
of the Series, for any error or judgment, mistake of law or any other act or
omission in the course of, or connected with, rendering services hereunder
including, without limitation, for any losses that may be sustained in
connection with the purchase, holding, redemption or sale of any security on
behalf of the Series.
7. PERMISSIBLE INTERESTS. Subject to and in accordance with
the Articles of Incorporation of the Corporation and applicable law and
regulation, Directors, officers, agents and shareholders of the Corporation are
or may be interested in the Adviser (or any successor thereof) as Directors,
officers, agents, shareholders or otherwise; Directors, officers, agents and
shareholders of the Adviser are or may be interested in the Corporation as
Directors, officers, shareholders or otherwise; and the Adviser (or any
successor) is or may be interested in the Corporation as a shareholder or
otherwise; and the effect of any such
-4-
<PAGE>
interrelationships shall be governed by said Articles of
Incorporation and the provisions of the 1940 Act.
8. DURATION AND TERMINATION. This Agreement, unless sooner
terminated as provided herein, shall continue until the earlier of June 30, 1994
or the date of the first annual or special meeting of the shareholders of the
Series and, if approved by a majority of the outstanding voting securities of
the Series, thereafter shall continue for periods of one year so long as such
continuance is specifically approved at least annually (a) by the vote of a
majority of those members of the Board of Directors of the Corporation who are
not parties to this Agreement or interested persons of any such party, cast in
person at a meeting called for the purpose of voting on such approval, and (b)
by the Board of Directors of the Corporation or by vote of a majority of the
outstanding voting securities of the Series; provided, however, that if the
holders of shares of the Series fail to approve the Agreement as provided
herein, the Adviser may continue to serve in such capacity in the manner and to
the extent permitted by the 1940 Act and Rules thereunder. This Agreement may be
terminated by the Series at any time, without the payment of any penalty, by
vote of a majority of the entire Board of Directors of the Corporation or by
vote of a majority of the outstanding voting securities of the Series on 60
days' written notice to the Adviser. This Agreement may be terminated by the
-5-
<PAGE>
Adviser at any time, without the payment of any penalty, upon 60 days' written
notice to the Series. This Agreement will automatically and immediately
terminate in the event of its assignment. Any notice under this Agreement shall
be given in writing, addressed and delivered or mailed postpaid, to the other
party at any office of such party and shall be deemed given when received by the
addressee.
As used in this Section 9, the terms "assignment", "interested
persons", and "a vote of a majority of the outstanding voting securities" shall
have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19) and
Section 2(a)(42) of the 1940 Act.
9. AMENDMENT OF AGREEMENT. This Agreement may be amended by
mutual consent, but the consent of the Series must be approved (a) by vote of
majority of those members of the Board of Directors of the Corporation who are
not parties to this Agreement or interested persons of any such party, cast in
person at a meeting called for the purpose of voting on such amendment, and (b)
by vote of a majority of the outstanding voting securities of the Series.
10. USE OF NAME. The Series agrees that if this Agreement is
terminated and the Adviser shall no longer be the adviser to the Series, the
Series will, within a reasonable periods of time, change its name to delete
reference to "BNY Hamilton".
-6-
<PAGE>
11. SEVERABILITY. If any provisions of this Agreement shall be
held or made invalid by a court decision, statute, rule or otherwise, the
remainder of this Agreement shall not be affected thereby.
12. APPLICABLE LAW. This Agreement shall be construed in
accordance with the laws of the State of New York, provided, however, that
nothing herein shall be construed as being inconsistent with the 1940 Act.
13. COUNTERPARTS. This Agreement may be executed in
one or more counterparts, each of which shall be deemed to
be an original.
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their officers thereunto duly authorized as of the day and year
first written above.
THE BANK OF NEW YORK BNY HAMILTON FUNDS, INC.
for BNY HAMILTON INTERMEDIATE
GOVERNMENT FUND
By By
---------------------- -----------------------------
Name: Name:
Title: Title:
-7-
<PAGE>
INVESTMENT ADVISORY AGREEMENT
AGREEMENT made this ____ day of July, 1992 by and between BNY
Hamilton Intermediate New York Tax-Exempt Fund (the "Series"), a series of BNY
Hamilton Funds, Inc., a Maryland corporation (the "Corporation") and The Bank of
New York, a New York bank (the "Adviser").
1. Duties of Adviser. The Series hereby appoints the Adviser
to act as investment adviser to the Series for the period and on such terms set
forth in this Agreement. The Series employs the Adviser to manage the investment
and reinvestment of the assets of the Series, to continuously review, supervise
and administer the investment program of the Series, to determine in its
discretion the securities to be purchased or sold and the portion of the Series'
assets to be held uninvested, to provide the Corporation with records concerning
the Adviser's activities which the Corporation is required to maintain, and to
render regular reports to the Corporation's officers and Board of Directors
concerning the Adviser's discharge of the foregoing responsibilities. The
Advisor shall discharge the foregoing responsibilities subject to the control of
the officers and the Board of Directors of the Corporation, and in compliance
with the objectives, policies and limitations set forth in the Corporation's
Registration Statement (No. 811-6654),
<PAGE>
including the Series' prospectus and statement of additional information,
applicable laws and regulations. The Adviser accepts such employment and agrees
to render the services and to provide, at its own expense, the office space,
furnishings and equipment and the personnel required by it to perform the
services on the terms and for the compensation provided therein.
2. Portfolio Transactions. The Adviser is authorized to select
the brokers or dealers that will execute the purchases and sales of securities
for the Series and is directed to use its best efforts to obtain the best
available price and most favorable execution, except as prescribed herein.
Unless and until otherwise directed by the Board of Directors of the
Corporation, the Adviser may also effect individual securities transactions at
commission rates in excess of the minimum commission rates available, if the
Adviser determines in good faith that such amount of commission is reasonable in
relation to the value of the brokerage or research services provided by such
broker or dealer, viewed in terms of either that particular transaction or the
Adviser's overall responsibilities with respect to the Corporation. The
execution of such transactions shall not be deemed to represent an unlawful act
or breach of any duty created by this Agreement or otherwise. The Adviser will
promptly communicate to the officers and Directors of the Corporation such
information
-2-
<PAGE>
relating to Series transactions as they may reasonably request.
3. Compensation of the Adviser. For the services to be
rendered by the Adviser as provided in Section 1 of this Agreement, the
Corporation shall pay to the Adviser at the end of each month an advisory fee
accrued daily and payable monthly based on an annual percentage rate of .10% of
the Series' average daily net assets.
In the event of termination of this Agreement, the fee
provided in this Section shall be computed on the basis of the period ending on
the last business day on which this Agreement is in effect, subject to a pro
rata adjustment based on the number of days elapsed in the month as a percentage
of the total number of days in such month.
4. Reports. The Series and the Adviser agree to furnish to
each other current prospectuses, proxy statements, reports to shareholders,
certified copies of their financial statements, and such other information with
regard to their affairs as each may reasonably request.
5. Status of Adviser. The services of the Adviser to the
Series are not be deemed exclusive, and the Adviser shall be free to render
similar services to others.
6. Liability of Adviser. In the absence of (i) wilful
misfeasance, bad faith or gross negligence on the part of the Adviser in
performance of its obligations and
-3-
<PAGE>
duties hereunder, (ii) reckless disregard by the Adviser of its obligations and
duties hereunder, or (iii) a loss resulting from a breach of fiduciary duty with
respect to the receipt of compensation for services (in which case any award of
damages shall be limited to the period and the amount set forth in Section
36(b)(3) of the Investment Company Act of 1940 ("1940 Act"), the Adviser shall
not be subject to any liability whatsoever to the Series, or to any shareholder
of the Series, for any error or judgment, mistake of law or any other act or
omission in the course of, or connected with, rendering services hereunder
including, without limitation, for any losses that may be sustained in
connection with the purchase, holding, redemption or sale of any security on
behalf of the Series.
7. Permissible Interests. Subject to and in accordance with
the Articles of Incorporation of the Corporation and applicable law and
regulation, Directors, officers, agents and shareholders of the Corporation are
or may be interested in the Adviser (or any successor thereof) as Directors,
officers, agents, shareholders or otherwise; Directors, officers, agents and
shareholders of the Adviser are or may be interested in the Corporation as
Directors, officers, shareholders or otherwise; and the Adviser (or any
successor) is or may be interested in the Corporation as a shareholder or
otherwise; and the effect of any such
-4-
<PAGE>
interrelationships shall be governed by said Articles of Incorporation and the
provisions of the 1940 Act.
8. Duration and Termination. This Agreement, unless sooner
terminated as provided herein, shall continue until the earlier of June 30, 1994
or the date of the first annual or special meeting of the shareholders of the
Series and, if approved by a majority of the outstanding voting securities of
the Series, thereafter shall continue for periods of one year so long as such
continuance is specifically approved at least annually (a) by the vote of a
majority of those members of the Board of Directors of the Corporation who are
not parties to this Agreement or interested persons of any such party, cast in
person at a meeting called for the purpose of voting on such approval, and (b)
by the Board of Directors of the Corporation or by vote of a majority of the
outstanding voting securities of the Series; provided, however, that if the
holders of shares of the Series fail to approve the Agreement as provided
herein, the Adviser may continue to serve in such capacity in the manner and to
the extent permitted by the 1940 Act and Rules thereunder. This Agreement may be
terminated by the Series at any time, without the payment of any penalty, by
vote of a majority of the entire Board of Directors of the Corporation or by
vote of a majority of the outstanding voting securities of the Series on 60
days' written notice to the Adviser. This Agreement may be terminated by the
-5-
<PAGE>
Adviser at any time, without the payment of any penalty, upon 60 days' written
notice to the Series. This Agreement will automatically and immediately
terminate in the event of its assignment. Any notice under this Agreement shall
be given in writing, addressed and delivered or mailed postpaid, to the other
party at any office of such party and shall be deemed given when received by the
addressee.
As used in this Section 9, the terms "assignment", "interested
persons", and "a vote of a majority of the outstanding voting securities" shall
have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19) and
Section 2(a)(42) of the 1940 Act.
9. Amendment of Agreement. This Agreement may be amended by
mutual consent, but the consent of the Series must be approved (a) by vote of
majority of those members of the Board of Directors of the Corporation who are
not parties to this Agreement or interested persons of any such party, cast in
person at a meeting called for the purpose of voting on such amendment, and (b)
by vote of a majority of the outstanding voting securities of the Series.
10. Use of Name. The Series agrees that if this Agreement is
terminated and the Adviser shall no longer be the adviser to the Series, the
Series will, within a reasonable periods of time, change its name to delete
reference to "BNY Hamilton".
-6-
<PAGE>
11. Severability. If any provisions of this Agreement shall be
held or made invalid by a court decision, statute, rule or otherwise, the
remainder of this Agreement shall not be affected thereby.
12. Applicable Law. This Agreement shall be construed in
accordance with the laws of the State of New York, provided, however, that
nothing herein shall be construed as being inconsistent with the 1940 Act.
13. Counterparts. This Agreement may be executed in one or
more counterparts, each of which shall be deemed to be an original.
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their officers thereunto duly authorized as of the day and year
first written above.
THE BANK OF NEW YORK BNY HAMILTON FUNDS, INC.
for BNY HAMILTON INTERMEDIATE
NEW YORK TAX-EXEMPT FUND
By ______________________ By __________________________
Name: Name:
Title: Title:
-7-
<PAGE>
INVESTMENT ADVISORY AGREEMENT
AGREEMENT made this ____ day of July, 1992 by and between BNY
Hamilton Equity Income Fund (the "Series"), a series of BNY Hamilton Funds,
Inc., a Maryland corporation (the "Corporation") and The Bank of New York, a New
York bank (the "Adviser").
1. Duties of Adviser. The Series hereby appoints the Adviser
to act as investment adviser to the Series for the period and on such terms set
forth in this Agreement. The Series employs the Adviser to manage the investment
and reinvestment of the assets of the Series, to continuously review, supervise
and administer the investment program of the Series, to determine in its
discretion the securities to be purchased or sold and the portion of the Series'
assets to be held uninvested, to provide the Corporation with records concerning
the Adviser's activities which the Corporation is required to maintain, and to
render regular reports to the Corporation's officers and Board of Directors
concerning the Adviser's discharge of the foregoing responsibilities. The
Advisor shall discharge the foregoing responsibilities subject to the control of
the officers and the Board of Directors of the Corporation, and in compliance
with the objectives, policies and limitations set forth in the Corporation's
Registration Statement (No. 811-6654),
<PAGE>
including the Series' prospectus and statement of additional information,
applicable laws and regulations. The Adviser accepts such employment and agrees
to render the services and to provide, at its own expense, the office space,
furnishings and equipment and the personnel required by it to perform the
services on the terms and for the compensation provided therein.
2. Portfolio Transactions. The Adviser is authorized to select
the brokers or dealers that will execute the purchases and sales of securities
for the Series and is directed to use its best efforts to obtain the best
available price and most favorable execution, except as prescribed herein.
Unless and until otherwise directed by the Board of Directors of the
Corporation, the Adviser may also effect individual securities transactions at
commission rates in excess of the minimum commission rates available, if the
Adviser determines in good faith that such amount of commission is reasonable in
relation to the value of the brokerage or research services provided by such
broker or dealer, viewed in terms of either that particular transaction or the
Adviser's overall responsibilities with respect to the Corporation. The
execution of such transactions shall not be deemed to represent an unlawful act
or breach of any duty created by this Agreement or otherwise. The Adviser will
promptly communicate to the officers and Directors of the Corporation such
information
-2-
<PAGE>
relating to Series transactions as they may reasonably request.
3. Compensation of the Adviser. For the services to be
rendered by the Adviser as provided in Section 1 of this Agreement, the
Corporation shall pay to the Adviser at the end of each month an advisory fee
accrued daily and payable monthly based on an annual percentage rate of .10% of
the Series' average daily net assets.
In the event of termination of this Agreement, the fee
provided in this Section shall be computed on the basis of the period ending on
the last business day on which this Agreement is in effect, subject to a pro
rata adjustment based on the number of days elapsed in the month as a percentage
of the total number of days in such month.
4. Reports. The Series and the Adviser agree to furnish to
each other current prospectuses, proxy statements, reports to shareholders,
certified copies of their financial statements, and such other information with
regard to their affairs as each may reasonably request.
5. Status of Adviser. The services of the Adviser to the
Series are not be deemed exclusive, and the Adviser shall be free to render
similar services to others.
6. Liability of Adviser. In the absence of (i) wilful
misfeasance, bad faith or gross negligence on the part of the Adviser in
performance of its obligations and
-3-
<PAGE>
duties hereunder, (ii) reckless disregard by the Adviser of its obligations and
duties hereunder, or (iii) a loss resulting from a breach of fiduciary duty with
respect to the receipt of compensation for services (in which case any award of
damages shall be limited to the period and the amount set forth in Section
36(b)(3) of the Investment Company Act of 1940 ("1940 Act"), the Adviser shall
not be subject to any liability whatsoever to the Series, or to any shareholder
of the Series, for any error or judgment, mistake of law or any other act or
omission in the course of, or connected with, rendering services hereunder
including, without limitation, for any losses that may be sustained in
connection with the purchase, holding, redemption or sale of any security on
behalf of the Series.
7. Permissible Interests. Subject to and in accordance with
the Articles of Incorporation of the Corporation and applicable law and
regulation, Directors, officers, agents and shareholders of the Corporation are
or may be interested in the Adviser (or any successor thereof) as Directors,
officers, agents, shareholders or otherwise; Directors, officers, agents and
shareholders of the Adviser are or may be interested in the Corporation as
Directors, officers, shareholders or otherwise; and the Adviser (or any
successor) is or may be interested in the Corporation as a shareholder or
otherwise; and the effect of any such
-4-
<PAGE>
interrelationships shall be governed by said Articles of Incorporation and the
provisions of the 1940 Act.
8. Duration and Termination. This Agreement, unless sooner
terminated as provided herein, shall continue until the earlier of June 30, 1994
or the date of the first annual or special meeting of the shareholders of the
Series and, if approved by a majority of the outstanding voting securities of
the Series, thereafter shall continue for periods of one year so long as such
continuance is specifically approved at least annually (a) by the vote of a
majority of those members of the Board of Directors of the Corporation who are
not parties to this Agreement or interested persons of any such party, cast in
person at a meeting called for the purpose of voting on such approval, and (b)
by the Board of Directors of the Corporation or by vote of a majority of the
outstanding voting securities of the Series; provided, however, that if the
holders of shares of the Series fail to approve the Agreement as provided
herein, the Adviser may continue to serve in such capacity in the manner and to
the extent permitted by the 1940 Act and Rules thereunder. This Agreement may be
terminated by the Series at any time, without the payment of any penalty, by
vote of a majority of the entire Board of Directors of the Corporation or by
vote of a majority of the outstanding voting securities of the Series on 60
days' written notice to the Adviser. This Agreement may be terminated by the
-5-
<PAGE>
Adviser at any time, without the payment of any penalty, upon 60 days' written
notice to the Series. This Agreement will automatically and immediately
terminate in the event of its assignment. Any notice under this Agreement shall
be given in writing, addressed and delivered or mailed postpaid, to the other
party at any office of such party and shall be deemed given when received by the
addressee.
As used in this Section 9, the terms "assignment", "interested
persons", and "a vote of a majority of the outstanding voting securities" shall
have the respective meanings set forth in Section 2(a)(4), Section 2(a)(19) and
Section 2(a)(42) of the 1940 Act.
9. Amendment of Agreement. This Agreement may be amended by
mutual consent, but the consent of the Series must be approved (a) by vote of
majority of those members of the Board of Directors of the Corporation who are
not parties to this Agreement or interested persons of any such party, cast in
person at a meeting called for the purpose of voting on such amendment, and (b)
by vote of a majority of the outstanding voting securities of the Series.
10. Use of Name. The Series agrees that if this Agreement is
terminated and the Adviser shall no longer be the adviser to the Series, the
Series will, within a reasonable periods of time, change its name to delete
reference to "BNY Hamilton".
-6-
<PAGE>
11. Severability. If any provisions of this Agreement shall be
held or made invalid by a court decision, statute, rule or otherwise, the
remainder of this Agreement shall not be affected thereby.
12. Applicable Law. This Agreement shall be construed in
accordance with the laws of the State of New York, provided, however, that
nothing herein shall be construed as being inconsistent with the 1940 Act.
13. Counterparts. This Agreement may be executed in one or
more counterparts, each of which shall be deemed to be an original.
IN WITNESS WHEREOF, the parties have caused this Agreement to
be executed by their officers thereunto duly authorized as of the day and year
first written above.
THE BANK OF NEW YORK BNY HAMILTON FUNDS, INC.
for BNY HAMILTON EQUITY
INCOME FUND
By By
-------------------------- ---------------------------
Name: Name:
Title: Title:
-7-
<PAGE>
Exhibit B
DISTRIBUTION AGREEMENT
AGREEMENT made this 31st day of July, 1992, between BNY
HAMILTON FUNDS, INC., a Corporation organized under the laws of the State of
Maryland (the "Corporation"), and BNY HAMILTON DISTRIBUTORS, INC., a Delaware
corporation (the "Distributor").
W I T N E S S E T H :
WHEREAS, the Corporation is registered under the Investment
Company Act of 1940, as amended (the "1940 Act"), as a diversified open-end
management investment company and it is in the interest of the Corporation to
offer its shares for sale continuously and to appoint a principal underwriter
for the purpose of facilitating such offers and sales;
WHEREAS, the Corporation's Board of Directors has established
BNY Hamilton __________________ Fund as a separate series of the Corporation
(the "Series");
WHEREAS, the Series intends to adopt a Plan of Distribution
pursuant to Rule 12b-1 under the 1940 Act (a "12b-1 Plan") and may elect to make
payments to the Distributor pursuant to such plan at a future date; and
WHEREAS, the Corporation and the Distributor wish to enter
into an agreement with each other with respect to the continuous offering of the
Series' shares of common stock, par value $.001 per share (the "Shares"), to
commence after the effectiveness of its initial registration state ment filed
pursuant to the Securities Act of 1933, as amended (the "1933 Act"), and the
1940 Act.
NOW THEREFORE, the parties agree as follows:
Section 1. Appointment of the Distributor.
The Corporation hereby appoints the Distributor as its
exclusive underwriter in connection with the offering and sale of the Shares on
the terms set forth in this Agree ment and the Distributor hereby accepts such
appointment and agrees to act hereunder.
Section 2. Services and Duties of the Distributor.
(a) The Distributor agrees to sell, as agent for the Series,
from time to time during the term of this Agreement, Shares upon the terms
described in the Prospectus. As used in this Agreement, the term "Prospectus"
shall mean the prospectus
<PAGE>
included as part of the Series' Registration Statement, as such prospectus may
be amended or supplemented from time to time, and the term "Registration
Statement" shall mean the registration statement most recently filed from time
to time by the Corporation with the Securities and Exchange Commission and
effective under the 1933 Act and the 1940 Act, as such registration statement is
amended by any amendments thereto at the time in effect.
(b) Upon commencement of the Corporation's operations, the
Distributor will hold itself available to receive orders, satisfactory to the
Distributor, for the purchase of Shares and will accept such orders on behalf of
the Series and will transmit such orders as are so accepted to the transfer and
shareholder servicing agent for the Series as promptly as practicable. The
Distributor shall promptly forward to the custodian for the Series funds
received in respect of purchases of shares in accordance with the instructions
of the administrator for the Series. Purchase orders shall be deemed effective
at the time and in the manner set forth in the Prospectus.
(c) The offering price of the Shares shall be based on the net
asset value (as defined in the Articles of Incorporation of the Corporation and
determined as set forth in the Prospectus) per Share next determined following
receipt of an order, and shall be determined as set forth in the Prospectus. In
the event the Series offers two or more classes of shares, the offering price of
each class shall be determined as set forth in the Prospectus. The Series shall
furnish or cause to be furnished to the Distributor, with all possible
promptness, an advice of each computation of net asset value and, if different,
the offering price.
(d) The Distributor shall not be obligated to sell any certain
number of Shares and nothing herein contained shall prevent the Distributor from
entering into like distribution arrangements with other investment companies.
(e) The Distributor shall have the right to enter into
selected dealer agreements with registered and quali fied securities dealers and
other financial institutions of its choice for the sale of Shares, provided that
the Series shall approve the form of such agreements. Within the United States,
the Distributor shall offer and sell Shares only to such selected dealers as are
members in good standing of the NASD. Shares sold to selected dealers shall be
for resale by such dealers only at the offering price determined as set forth in
the Prospectus.
-2-
<PAGE>
Section 3. Duties of the Corporation.
(a) The Corporation agrees to sell the Shares so long as it
has Shares available for sale and to cause the Series' transfer and shareholder
servicing agent to record on its books the ownership of (or deliver
certificates, if any, for) such Shares registered in such names and amounts as
the Distributor has requested in writing or other means of data transmission, as
promptly as practicable after receipt by the Corporation of the net asset value
thereof and written request of the Distributor therefor.
(b) The Corporation shall keep the Distributor fully informed
with regard to its affairs and shall furnish to the Distributor copies of all
information, financial statements and other papers which the Distributor may
reasonably request for use in connection with the distribu tion of Shares, and
this shall include one certified copy, upon request by the Distributor, of all
financial statements prepared for the Series by independent accountants and such
reasonable number of copies of its most current Prospectus and annual and
interim reports as the Distributor may request and shall cooperate fully in the
efforts of the Distributor to sell and arrange for the sale of the Shares and in
the performance of the distributor under this Agreement.
(c) The Corporation shall take, from time to time, such steps,
including payment of the related filing fee, as may be necessary to register its
Shares under the 1933 Act to the end that there will be available for sale such
number of Shares as the Distributor may be expected to sell. The Corporation
agrees to file from time to time such amendments, reports and other documents as
may be necessary in order that there may be no untrue statement of a material
fact in a Registration Statement or Prospectus, or necessary in order that there
may be no omission to state a material fact in the Registration Statement or
Prospectus which omission would make the statements therein misleading.
(d) The Corporation shall use its best efforts to qualify and
maintain the qualification of an appropriate number of its Shares for sale under
the securities laws of such states as the Distributor and the Corporation may
approve, and, if necessary or appropriate in connection therewith, to qualify
and maintain the qualification of the Corporation as a broker or dealer in such
states; provided that the Corporation shall not be required to amend its
Articles of Incorporation or Bylaws to comply with the laws of any state, to
maintain an office in any state, to change the terms of the offering of the
Shares in any state from the terms set forth in its Registration Statement and
Prospectus, to qualify as a foreign corporation in any state or to consent to
-3-
<PAGE>
service of process in any state other than with respect to claims arising out of
the offering of the Shares. The Distributor shall furnish such information and
other material relating to its affairs and activities as may be required by the
Corporation in connection with such qualifications.
Section 4. Expenses.
(a) The Series shall bear all costs and expenses of the
continuous offering of the Shares in connection with: (i) fees and disbursements
of its counsel and independent accountants, (ii) the preparation, filing and
printing of any registration statements and/or prospectuses required to be filed
by and under the federal and state securities laws, (iii) the preparation and
mailing of annual and interim reports, prospectuses and proxy materials to
shareholders and (iv) the qualifications of Shares for sale and of the
Corporation as a broker or dealer under the securities laws of such states or
other jurisdictions as shall be selected by the Corporation and the Distributor
pursuant to Section 3(d) hereof and the cost and expenses payable to each such
state for continuing qualification therein.
(b) Unless the Series has adopted a 12b-1 Plan and has elected
to begin making payments under such plan, the Series shall not, directly or
indirectly, reimburse the Distributor for (i) the costs and expenses of
preparing, printing and distributing any materials not prepared by the
Corporation and other materials used by the Distributor in connection with its
offering of the Shares for sale to the public, including the additional cost of
printing copies, at printer's over-run cost, of the Prospectus and of annual and
interim reports to shareholders other than copies thereof required for
distribution to shareholders or for filing with any federal and state securities
authorities and (ii) any expenses of advertising incurred by the Distributor in
connection with such offering. In any event, the Series shall not bear the
expenses of registration or qualification of the Distributor as a dealer or
broker under federal or state laws or the expenses of continuing such
registration or qualification.
Section 5. Compensation of the Distributor. The Distributor
shall be entitled to such compensation, including sales loads and contingent
deferred sales charges, if any, described in the Prospectus. In the event that
the Series has adopted a 12b-1 Plan and has elected to make payments thereunder,
the Distributor shall be entitled to compensation in accordance with such plan,
provided that it otherwise complies with the terms and provisions thereof, and
to make payments hereunder and
-4-
<PAGE>
thereunder to dealers that enter into selected dealer agreements under Section
2(e) above.
Section 6. Indemnification. The Corporation agrees to
indemnify, defend and hold the Distributor, its officers and directors and any
person who controls the Distributor within the meaning of Section 15 of the 1933
Act, free and harmless from and against any and all claims, demands, liabilities
and expenses (including the cost of investigating or defending such claims,
demands or liabili ties and any counsel fees incurred in connection therewith)
which the Distributor, its officers, Directors or any such controlling person
may incur under the 1933 Act, or under common law or otherwise, arising out of
or based upon any untrue statement of a material fact contained in the
Registration Statement or Prospectus or arising out of or based upon any alleged
omission to state a material fact required to be stated in either thereof or
necessary to make the statements in either thereof not misleading, except
insofar as such claims, demands, liabilities or expenses arise out of or are
based upon any such untrue statement or omission or alleged untrue statement or
omission made in reliance upon and in conformity with information furnished in
writing by the Distributor to the Corporation for use in the Registration
Statement or Prospectus; provided, however, that this indemnity agreement, to
the extent that it might require indemnity of any person who is also an officer
or director of the Corporation or who controls the Corporation within the
meaning of Section 15 of the 1933 Act, shall not inure to the benefit of such
officer, director or control ling person unless a court of competent
jurisdiction shall determine, or it shall have been determined by controlling
precedent, that such result would not be against public policy as expressed in
the 1933 Act; and further provided, that in no event shall anything contained
herein be so construed as to protect the Distributor against any liability to
the Corporation or to its security holders to which the Distributor would
otherwise be subject by reason of willful misfeasance, bad faith, or gross
negligence in the performance of its duties, or by reason of its reckless
disregard of its obligations under this Agreement. The Corporation's agreement
to indemnify the Distributor, its officers and directors and any such
controlling person as aforesaid is expressly conditioned upon the Corporation's
being promptly notified of any action brought against the Distributor, its
officers or directors, or any such controlling person, such notification to be
given to the Corporation at its principal business office. The Corporation
agrees promptly to notify the Distributor of the commencement of any litigation
or proceedings against it or any of its officers or directors in connection with
the issue and sale of any Shares.
-5-
<PAGE>
The Distributor agrees to indemnify, defend and hold the
Corporation, its directors and officers and any person who controls the
Corporation, if any, within the meaning of Section 15 of the 1933 Act, free and
harmless from and against any and all claims, demands, liabilities and expenses
(including the cost of investigating or defending against such claims, demands
or liabilities and any counsel fees incurred in connection therewith) which the
Corporation, its directors or officers or any such control ling person may incur
under the 1933 Act or under common law or otherwise, but only to the extent that
such liability or expense incurred by the Corporation, its directors or officers
or such controlling person resulting from such claims or demands shall arise out
of or be based upon any alleged untrue statement of a material fact contained in
information furnished in writing by the Distributor to the Corporation for use
in the preparation of the Registration Statement or Prospectus or shall arise
out of or be based upon any alleged omission to state a material fact in such
information or a fact necessary to make such information not misleading, it
being understood that the Corporation will rely upon the information provided by
the Distributor for use in the preparation of the Registration Statement and
Prospectus. The Distributor's agreement to indemnify the Corporation, its
directors and officers, and any such controlling person as aforesaid is
expressly conditioned upon the Distributor's being promptly notified of any
action brought against the Corporation, its directors or officers or any such
controlling person, such notification to be given to the Distributor as its
principal business office.
Section 7. Compliance with Securities Laws. The Corporation
represents that it is registered as a diversi fied open-end management
investment company under the 1940 Act, and agrees that it will comply with the
provisions of the 1940 Act and of the rules and regulations thereunder. The
Corporation and the Distributor each agree to comply with the applicable terms
and provisions of the 1940 Act, the 1933 Act and, subject to the provisions of
Section 3(d), applicable state "Blue Sky" laws. The Distributor agrees to comply
with the applicable terms and provisions of the Securities Exchange Act of 1934.
Section 8. Term of Agreement; Termination. This Agreement
shall commence on the date first set forth above. This Agreement shall continue
in effect for a period more than one year from the date hereof only so long as
such continuance is specifically approved at least annually by the vote, cast in
person, of a majority of the board of directors of the Corporation, including a
majority of those directors who are not interested persons of the Corporation
(as defined in the 1940 Act) and who have no direct or indirect financial
interest in the
-6-
<PAGE>
operation of this Agree ment, the 12b-1 Plan or any agreement related thereto.
This Agreement shall terminate automatically in the event of
its assignment (as defined by the 1940 Act). In addition, this Agreement may be
terminated by either party at any time, without penalty, on not more than sixty
days' nor less than thirty days' written notice to the other party.
Section 9. Notices. Any notice required to be given pursuant
to this Agreement shall be deemed duly given if delivered or mailed by
registered mail, postage prepaid, (1) to the Distributor at BNY Hamilton
Distributors, Inc., 156 West 56th Street, Suite 1902, New York, New York 10019,
Attention: Richard E. Stierwalt or (2) to the Corporation at BNY Hamilton Funds,
Inc., 156 West 56th Street, Suite 1902, New York, New York 10019, Attention:
Secretary.
Section 10. Governing Law. This Agreement shall
be governed and construed in accordance with the laws of the
State of New York.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement on the day and year first above written.
BNY HAMILTON DISTRIBUTORS, INC.
By
--------------------------------
BNY HAMILTON FUNDS, INC.
on behalf of BNY Hamilton
_______________ Fund
By
--------------------------------
-7-
<PAGE>
[Execution Copy]
CUSTODY AGREEMENT
Agreement made as of this 27th day of July, 1992, between BNY
HAMILTON FUNDS, INC., a corporation organized and existing under the laws of the
State of Maryland and having its principal office and place of business at 156
West 56th Street, New York, New York (hereinafter called the "Corporation"), and
THE BANK OF NEW YORK, a New York corporation authorized to do a banking
business, having its principal office and place of business at 48 Wall Street,
New York, New York 10286 (hereinafter called the "Custodian").
W I T N E S S E T H:
that for and in consideration of the mutual promises hereinafter set forth, the
Corporation and the Custodian agree as follows:
ARTICLE I
DEFINITIONS
Whenever used in this Agreement, the following words and
phrases, unless the context otherwise requires, shall have the following
meanings:
1. "Authorized Person" shall be deemed to include any person,
whether or not such person is an Officer or employee of the Corporation, duly
authorized by the Board of Directors of the Corporation to give Oral
Instructions and Written Instructions on behalf of the Corporation and listed in
the Certificate annexed hereto as Appendix A or such other Certificate as may be
received by the Custodian from time to time.
2. "Book-Entry System" shall mean the Federal Reserve/Treasury
book-entry system for United States and federal agency securities, its successor
or successors and its nominee or nominees.
3. "Call Option" shall mean an exchange traded option with
respect to Securities other than Stock Index Options, Futures Contracts, and
Futures Contract Options entitling the holder, upon timely exercise and payment
of the exercise price, as specified therein, to purchase from the writer thereof
the specified underlying Securities.
4. "Certificate" shall mean any notice, instruction, or other
instrument in writing, authorized or required
<PAGE>
by this Agreement to be given to the Custodian which is actually received by
the Custodian and signed on behalf of the Corporation by any two officers.
5. "Clearing Member" shall mean a registered broker-dealer
which is a clearing member under the rules of O.C.C. and a member of a national
securities exchange qualified to act as a custodian for an investment company,
or any broker-dealer reasonably believed by the Custodian to be such a clearing
member.
6. "Collateral Account" shall mean a segregated account so
denominated which is specifically allocated to a Series and pledged to the
Custodian as security for, and in consideration of, the Custodian's issuance of
(a) any Put Option guarantee letter or similar document described in paragraph 8
of Article V herein, or (b) any receipt described in Article V or VIII herein.
7. "Covered Call Option" shall mean an exchange traded option
entitling the holder, upon timely exercise and payment of the exercise price, as
specified therein, to purchase from the writer thereof the specified underlying
Securities (excluding Futures Contracts) which are owned by the writer thereof
and subject to appropriate restrictions.
8. "Depository" shall mean The Depository Trust Company
("DTC"), a clearing agency registered with the Securities and Exchange
Commission, its successor or successors and its nominee or nominees. The term
"Depository" shall further mean and include any other person authorized to act
as a depository under the Investment Company Act of 1940, its successor or
successors and its nominee or nominees, specifically identified in a certified
copy of a resolution of the Corporation's Board of Directors specifically
approving deposits therein by the Custodian.
9. "Financial Futures Contract" shall mean the firm commitment
to buy or sell fixed income securities including, without limitation, U.S.
Treasury Bills, U.S. Treasury Notes, U.S. Treasury Bonds, domestic bank
certificates of deposit, and Eurodollar certificates of deposit, during a
specified month at an agreed upon price.
10. "Futures Contract" shall mean a Financial Futures Contract
and/or Stock Index Futures Contracts.
11. "Futures Contract Option" shall mean an option with
respect to a Futures Contract.
12. "Margin Account" shall mean a segregated account in the
name of a broker, dealer, futures commission mer-
<PAGE>
chant, or a Clearing Member, or in the name of the Corporation for the benefit
of a broker, dealer, futures commission merchant, or Clearing Member, or
otherwise, in accordance with an agreement between the Corporation, the
Custodian and a broker, dealer, futures commission merchant or a Clearing Member
(a "Margin Account Agreement"), separate and distinct from the custody account,
in which certain Securities and/or money of the Corporation shall be deposited
and withdrawn from time to time in connection with such transactions as the
Corporation may from time to time determine. Securities held in the Book-Entry
System or the Depository shall be deemed to have been deposited in, or withdrawn
from, a Margin Account upon the Custodian's effecting an appropriate entry in
its books and records.
13. "Money Market Security" shall be deemed to include,
without limitation, certain Reverse Repurchase Agreements, debt obligations
issued or guaranteed as to interest and principal by the government of the
United States or agencies or instrumentalities thereof, any tax, bond or revenue
anticipation note issued by any state or municipal government or public
authority, commercial paper, certificates of deposit and bankers' acceptances,
repurchase agreements with respect to the same and bank time deposits, where the
purchase and sale of such securities normally requires settlement in federal
funds on the same day as such purchase or sale.
14. "O.C.C." shall mean the Options Clearing Corporation, a
clearing agency registered under Section 17A of the Securities Exchange Act of
1934, its successor or successors, and its nominee or nominees.
15. "Officers" shall be deemed to include the President, any
Vice President, the Secretary, the Treasurer, any Assistant Secretary, any
Assistant Treasurer, and any other person or persons, whether or not any such
other person is an officer of the Corporation, duly authorized by the Board of
Directors of the Corporation to execute any Certificate, instruction, notice or
other instrument on behalf of the Corporation and listed in the Certificate
annexed hereto as Appendix B or such other Certificate as may be received by the
Custodian from time to time.
16. "Option" shall mean a Call Option, Covered Call Option,
Stock Index Option and/or a Put Option.
17. "Oral Instructions" shall mean verbal instructions
actually received by the Custodian from an Authorized Person or from a person
reasonably believed by the Custodian to be an Authorized Person.
<PAGE>
18. "Put Option" shall mean an exchange traded option with
respect to Securities other than Stock Index Options, Futures Contracts, and
Futures Contract Options entitling the holder, upon timely exercise and tender
of the specified underlying Securities, to sell such Securities to the writer
thereof for the exercise price.
19. "Reverse Repurchase Agreement" shall mean an agreement
pursuant to which the Corporation sells Securities and agrees to repurchase
such Securities at a described or specified date and price.
20. "Security" shall be deemed to include, without
limitation, Money Market Securities, Call Options, Put Options, Stock Index
Options, Stock Index Futures Contracts, Stock Index Futures Contract Options,
Financial Futures Contracts, Financial Futures Contract Options, Reverse
Repurchase Agreements, common stocks and other securities having
characteristics similar to common stocks, preferred stocks, debt obligations
issued by state or municipal governments and by public authorities, (including,
without limitation, general obligation bonds, revenue bonds, industrial bonds
and industrial development bonds), bonds, debentures, notes, mortgages or other
obligations, any certificates, receipts, warrants or other instrument
representing rights to receive, purchase, sell or subscribe for the same, or
evidencing or representing any other rights or interest therein, or any
property or assets.
21. "Senior Security Account" shall mean an account
maintained and specifically allocated to a Series under the terms of this
Agreement as a segregated account, by recordation or otherwise, within the
custody account in which certain Securities and/or other assets of the
Corporation specifically allocated to such Series shall be deposited and
withdrawn from time to time in accordance with Certificates received by the
Custodian in connection with such transactions as the Corporation may from time
to time determine.
22. "Series" shall mean the various portfolios, if any, of
the Corporation as described from time to time in the current and effective
prospectus for the Corporation.
23. "Shares" shall mean the shares of capital stock of the
Corporation, each of which is allocated to a particular Series.
24. "Stock Index Futures Contract" shall mean a bilateral
agreement pursuant to which the parties agree to take or make delivery of an
amount of cash equal to a specified dollar amount times the difference between
the value of a particular stock index at the close of the last business day
<PAGE>
of the contract and the price at which the futures contract is originally
struck.
25. "Stock Index Option" shall mean an exchange traded option
entitling the holder, upon timely exercise, to receive an amount of cash
determined by reference to the difference between the exercise price and the
value of the index on the date of exercise.
26. "Written Instructions" shall mean written communications
actually received by the Custodian from an Authorized Person or from a person
reasonably believed by the Custodian to be an Authorized Person by telex or any
other such system whereby the receiver of such communications is able to verify
by codes or otherwise with a reasonable degree of certainty the identity of the
sender of such communication.
ARTICLE II
APPOINTMENT OF CUSTODIAN
1. The Corporation hereby constitutes and appoints the
Custodian as custodian of the Securities and moneys at any time owned by the
Corporation during the period of this Agreement.
2. The Custodian hereby accepts appointment as such
custodian and agrees to perform the duties thereof as hereinafter set forth.
ARTICLE III
CUSTODY OF CASE AND SECURITIES
1. Except as otherwise provided in paragraph 7 of this Article
and in Article VIII, the Corporation will deliver or cause to be delivered to
the Custodian all Securities and all moneys owned by it, at any time during the
period of this Agreement, and shall specify with respect to such Securities and
money the Series to which the same are specifically allocated. The Custodian
shall segregate, keep and maintain the assets of the Series separate and apart.
The Custodian will not be responsible for any Securities and moneys not actually
received by it. The Custodian will be entitled to reverse any credits made on
the Corporation's behalf where such credits have been previously made and moneys
are not finally collected. The Corporation shall deliver to the Custodian a
certified resolution of the Board of Directors of the Corporation, substantially
in the form of Exhibit A hereto, approving, authorizing and instructing the
Custodian
<PAGE>
on a continuous and on-going basis to deposit in the Book-Entry System all
Securities eligible for deposit therein, regardless of the Series to which the
same are specifically allocated and to utilize the Book-Entry System to the
extent possible in connection with its performance hereunder, including, without
limitation, in connection with settlements of purchases and sales of Securities,
loans of Securities and deliveries and returns of Securities collateral. Prior
to a deposit of Securities specifically allocated to a Series in the Depository,
the Corporation shall deliver to the Custodian a certified resolution of the
Board of Directors of the Corporation, substantially in the form of Exhibit B
hereto, approving, authorizing and instructing the Custodian on a continuous and
on-going basis until instructed to the contrary by a Certificate actually
received by the Custodian to deposit in the Depository all Securities
specifically allocated to such Series eligible for deposit therein, and to
utilize the Depository to the extent possible with respect to such Securities in
connection with its performance hereunder, including, without limitation, in
connection with settlements of purchases and sales of Securities, loans of
Securities, and deliveries and returns of Securities collateral. Securities and
moneys deposited in either the Book-Entry System or the Depository will be
represented in accounts which include only assets held by the Custodian for
customers, including, but not limited to, accounts in which the Custodian acts
in a fiduciary or representative capacity and will be specifically allocated on
the Custodian's books to the separate account for the applicable Series. Prior
to the Custodian's accepting, utilizing and acting with respect to Clearing
Member confirmations for Options and transactions in options for a Series as
provided in this Agreement, the Custodian shall have received a certified
resolution of the Corporation's Board of Directors, substantially in the form of
Exhibit C hereto, approving, authorizing and instructing the Custodian on a
continuous and on-going basis, until instructed to the contrary by a Certificate
actually received by the Custodian, to accept, utilize and act in accordance
with such confirmations as provided in this Agreement with respect to such
Series.
2. The Custodian shall establish and maintain separate
accounts, in the name of each Series, and shall credit to the separate account
for each Series all moneys received by it for the account of the Corporation
with respect to such Series. Money credited to a separate account for a Series
shall be disbursed by the Custodian only:
(a) As hereinafter provided;
(b) Pursuant to Certificates setting forth the name
and address of the person to whom the payment is to be
<PAGE>
made, the Series account from which payment is to be made and the purpose for
which payment is to be made; or
(c) In payment of the fees and in reimbursement of the
expenses and liabilities of the Custodian attributable to such Series.
3. Promptly after the close of business on each day, the
Custodian shall furnish the Corporation with confirmations and a summary, on a
per Series basis, of all transfers to or from the account of the Corporation for
a Series, either hereunder or with any co-custodian or sub-custodian appointed
in accordance with this Agreement during said day. Where Securities are
transferred to the account of the Corporation for a Series, the Custodian shall
also by book-entry or otherwise identify as belonging to such Series a quantity
of Securities in a fungible bulk of Securities registered in the name of the
Custodian (or its nominee) or shown on the Custodian's account on the books of
the Book-Entry System or the Depository. At least monthly and from time to time,
the Custodian shall furnish the Corporation with a detailed statement, on a per
Series basis, of the Securities and moneys held by the Custodian for the
Corporation.
4. Except as otherwise provided in paragraph 7 of this Article
and in Article VIII, all Securities held by the Custodian hereunder, which are
issued or issuable only in bearer form, except such Securities as are held in
the Book-Entry System, shall be held by the Custodian in that form; all other
Securities held hereunder may be registered in the name of the Corporation, in
the name of any duly appointed registered nominee of the Custodian as the
Custodian may from time to time determine, or in the name of the Book-Entry
System or the Depository or their successor or successors, or their nominee or
nominees. The Corporation agrees to furnish to the Custodian appropriate
instruments to enable the Custodian to hold or deliver in proper form for
transfer, or to register in the name of its registered nominee or in the name of
the Book-Entry System or the Depository any Securities which it may hold
hereunder and which may from time to time be registered in the name of the
Corporation. The Custodian shall hold all such Securities specifically allocated
to a Series which are not held in the Book-Entry System or in the Depository in
a separate account in the name of such Series physically segregated at all times
from those of any other person or persons.
5. Except as otherwise provided in this Agreement and unless
otherwise instructed to the contrary by a Certificate, the Custodian by itself,
or through the use of the Book-Entry System or the Depository with respect to
Securities held hereunder and therein deposited, shall with respect to
<PAGE>
all Securities held for the Corporation hereunder in accordance with preceding
paragraph 4:
(a) Collect all income due or payable;
(b) Present for payment and collect the amount payable
upon such Securities which are called, but only if either (i) the Custodian
receives a written notice such call, or (ii) notice of such call appears in one
or more of the publications listed in Appendix C annexed hereto, which may be
amended at any time by the Custodian without the prior notification or consent
of the Corporation;
(c) Present for payment and collect the amount payable
upon all Securities which mature;
(d) Surrender Securities in temporary form for definitive
Securities;
(e) Execute, as custodian, any necessary declarations or
certificates of ownership under the Federal Income Tax Laws or the laws or
regulations of any other taxing authority now or hereafter in effect; and
(f) Hold directly, or through the Book-Entry System or the
Depository with respect to Securities therein deposited, for the account of a
Series, all rights and similar securities issued with respect to any Securities
held by the Custodian for such Series hereunder.
6. Upon receipt of a Certificate and not otherwise, the
Custodian, directly or through the use of the Book-Entry System or the
Depository, shall:
(a) Execute and deliver to such persons as may be
designated in such Certificate proxies, consents, authorizations, and any
other instruments whereby the authority of the Corporation as owner of any
Securities held by the Custodian hereunder for the Series specified in such
Certificate may be exercised;
(b) Deliver any Securities held by the Custodian hereunder
for the Series specified in such Certificate in exchange for other Securities or
cash issued or paid in connection with the liquidation, reorganization,
refinancing, merger, consolidation or recapitalization of any corporation, or
the exercise of any conversion privilege and receive and hold hereunder
specifically allocated to such Series any cash or other Securities received in
exchange;
(c) Deliver any Securities held by the Custodian hereunder
for the Series specified in such Certificate to
<PAGE>
any protective committee, reorganization committee or other person in connection
with the reorganization, refinancing, merger, consolidation, recapitalization or
sale of assets of any corporation, and receive and hold hereunder specifically
allocated to such Series such certificates of deposit, interim receipts or other
instruments or documents as may be issued to it to evidence such delivery;
(d) Make such transfers or exchanges of the assets of the
Series specified in such Certificate, and take such other steps as shall be
stated in such Certificate to be for the purpose of effectuating any duly
authorized plan of liquidation, reorganization, merger, consolidation or
recapitalization of the Corporation; and
(e) Present for payment and collect the amount payable upon
Securities not described in preceding paragraph 5(b) of this Article which may
be called as specified in the Certificate.
7. Notwithstanding any provision elsewhere contained herein,
the Custodian shall not be required to obtain possession of any instrument or
certificate representing any Futures Contract, any Option, or any Futures
Contract Option until after it shall have determined, or shall have received a
Certificate from the Corporation stating, that any such instruments or
certificates are available. The Corporation shall deliver to the Custodian such
a Certificate no later than the business day preceding the availability of any
such instrument or certificate. Prior to such availability, the Custodian shall
comply with Section 17(f) of the Investment Company Act of 1940, as amended, in
connection with the purchase, sale, settlement, closing out or writing of
Futures Contracts, Options, or Futures Contract Options by making payments or
deliveries specified in Certificates received by the Custodian in connection
with any such purchase, sale, writing, settlement or closing out upon its
receipt from a broker, dealer, or futures commission merchant of a statement or
confirmation reasonably believed by the Custodian to be in the form customarily
used by brokers, dealers, or future commission merchants with respect to such
Futures Contracts, Options, or Futures Contract Options, as the case may be,
confirming that such Security is held by such broker, dealer or futures
commission merchant, in book-entry form or otherwise, in the name of the
Custodian (or any nominee of the Custodian) as custodian for the Corporation;
provided, however, that notwithstanding the foregoing, payments to or deliveries
from the Margin Account, and payments with respect to Securities to which a
Margin Account relates, shall be made in accordance with the terms and
conditions of the Margin Account Agreement. Whenever any such instruments or
certificates are available, the Custodian shall,
<PAGE>
notwithstanding any provision in this Agreement to the contrary, make payment
for any Futures Contract, Option, or Futures Contract Option for which such
instruments or such certificates are available only against the delivery to the
Custodian of such instrument or such certificate, and deliver any Futures
Contract, Option or Futures Contract Option for which such instruments or such
certificates are available only against receipt by the Custodian of payment
therefor. Any such instrument or certificate delivered to the Custodian shall be
held by the Custodian hereunder in accordance with, and subject to, the
provisions of this Agreement.
ARTICLE IV
PURCHASE AND SALE OF INVESTMENTS OF THE CORPORATION
OTHER THAN OPTIONS, FUTURES CONTRACTS AND
FUTURES CONTRACT OPTIONS
1. Promptly after each purchase of Securities by the
Corporation, other than a purchase of an Option, a Futures Contract, or a
Futures Contract Option, the Corporation shall deliver to the Custodian (i) with
respect to each purchase of Securities which are not Money Market Securities, a
Certificate, and (ii) with respect to each purchase of Money Market Securities,
a Certificate, Oral Instructions or Written Instructions, specifying with
respect to each such purchase: (a) the Series to which such Securities are to be
specifically allocated; (b) the name of the issuer and the title of the
Securities; (c) the number of shares or the principal amount purchased and
accrued interest, if any; (d) the date of purchase and settlement; (e) the
purchase price per unit; (f) the total amount payable upon such purchase; (g)
the name of the person from whom or the broker through whom the purchase was
made, and the name of the clearing broker, if any; and (h) the name of the
broker to whom payment is to be made. The Custodian shall, upon receipt of
Securities purchased by or for the Corporation, pay to the broker specified in
the Certificate out of the moneys held for the account of such Series the total
amount payable upon such purchase, provided that the same conforms to the total
amount payable as set forth in such Certificate, Oral Instructions or Written
Instructions.
2. Promptly after each sale of Securities by the Corporation,
other than a sale of any Option, Futures Contract, Futures Contract Option, or
any Reverse Repurchase Agreement, the Corporation shall deliver to the Custodian
(i) with respect to each sale of Securities which are not Money Market
Securities, a Certificate, and (ii) with respect to each sale of Money Market
Securities, a Certificate, Oral Instructions or Written Instructions, specifying
with respect
<PAGE>
to each such sale: (a) the Series to which such Securities were specifically
allocated; (b) the name of the issuer and the title of the Security; (c) the
number of shares or principal amount sold, and accrued interest, if any; (d) the
date of sale; (e) the sale price per unit; (f) the total amount payable to the
Corporation upon such sale; (g) the name of the broker through whom or the
person to whom the sale was made, and the name of the clearing broker, if any;
and (h) the name of the broker to whom the Securities are to be delivered. The
Custodian shall deliver the Securities specifically allocated to such Series to
the broker specified in the Certificate against payment of the total amount
payable to the Corporation upon such sale, provided that the same conforms to
the total amount payable as set forth in such Certificate, Oral Instructions or
Written Instructions.
ARTICLE V
OPTIONS
1. Promptly after the purchase of any Option by the
Corporation, the Corporation shall deliver to the Custodian a Certificate
specifying with respect to each Option purchased: (a) the Series to which such
Option is specifically allocated; (b) the type of Option (put or call); (c) the
name of the issuer and the title and number of shares subject to such Option
or, in the case of a Stock Index Option, the stock index to which such Option
relates and the number of Stock Index Options purchased; (d) the expiration
date; (e) the exercise price; (f) the dates of purchase and settlement; (g) the
total amount payable by the Corporation in connection with such purchase; (h)
the name of the Clearing Member through whom such Option was purchased; and (i)
the name of the broker to whom payment is to be made. The Custodian shall pay,
upon receipt of a Clearing Member's statement confirming the purchase of such
Option held by such Clearing Member for the account of the Custodian (or any
duly appointed and registered nominee of the Custodian) as custodian for the
Corporation, out of moneys held for the account of the Series to which such
Option is to be specifically allocated, the total amount payable upon such
purchase to the Clearing Member through whom the purchase was made, provided
that the same conforms to the total amount payable as set forth in such
Certificate.
2. Promptly after the sale of any Option purchased by the
Corporation pursuant to paragraph 1 hereof, the Corporation shall deliver to the
Custodian a Certificate specifying with respect to each such sale: (a) the
Series to which such Option was specifically allocated; (b) the type of Option
(put or call) (c) the name of the issuer and the title
<PAGE>
and number of shares subject to such Option or, in the case of a Stock Index
Option, the stock index to which such Option relates and the number of Stock
Index Options sold; (d) the date of sale; (e) the sale price; (f) the date of
settlement; (g) the total amount payable to the Corporation upon such sale; and
(h) the name of the Clearing Member through whom the sale was made. The
Custodian shall consent to the delivery of the Option sold by the Clearing
Member which previously supplied the confirmation described in preceding
paragraph 1 of this Article with respect to such Option against payment to the
Custodian of the total amount payable to the Corporation, provided that the same
conforms to the total amount payable as set forth in such Certificate.
3. Promptly after the exercise by the Corporation of any Call
Option purchased by the Corporation pursuant to paragraph 1 hereof, the
Corporation shall deliver to the Custodian a Certificate specifying with respect
to such Call Option: (a) the Series to which such Call Option was specifically
allocated; (b) the name of the issuer and the title and number of shares subject
to the Call Option; (c) the expiration date; (d) the date of exercise and
settlement; (e) the exercise price per share; (f) the total amount to be paid by
the Corporation upon such exercise; and (g) the name of the Clearing Member
through whom such Call Option was exercised. The Custodian shall, upon receipt
of the Securities underlying the Call Option which was exercised, pay out of the
moneys held for the account of the Series to which such Call Option was
specifically allocated the total amount payable to the Clearing Member through
whom the Call Option was exercised, provided that the same conforms to the total
amount payable as set forth in which Certificate.
4. Promptly after the exercise by the Corporation of any Put
Option purchased by the Corporation pursuant to paragraph 1 hereof, the
Corporation shall deliver to the Custodian a Certificate specifying with respect
to such Put Option: (a) the Series to which such Put Option was specifically
allocated; (b) the name of the issuer and the title and number of shares subject
to the Put Option; (c) the expiration date; (d) the date of exercise and
settlement; (e) the exercise price per share; (f) the total amount to be paid to
the Corporation upon such exercise; and (g) the name of the Clearing Member
through whom such Put Option was exercised. The Custodian shall, upon receipt of
the amount payable upon the exercise of the Put Option, deliver or direct the
Depository to deliver the Securities specifically allocated to such Series,
provided the same conforms to the amount payable to the Corporation as set forth
in such Certificate.
5. Promptly after the exercise by the Corporation of any Stock
Index Option purchased by the Corporation
<PAGE>
pursuant to paragraph 1 hereof, the Corporation shall deliver to the Custodian a
Certificate specifying with respect to such Stock Index Option: (a) the Series
to which such Stock Index Option was specifically allocated; (b) the type of
Stock Index Option (put or call); (c) the number of Options being exercised; (d)
the stock index to which such Option relates; (e) the expiration date; (f) the
exercise price; (g) the total amount to be received by the Corporation in
connection with such exercise; and (h) the Clearing Member from whom such
payment is to be received.
6. Whenever the Corporation writes a Covered Call Option, the
Corporation shall promptly deliver to the Custodian a Certificate specifying
with respect to such Covered Call Option: (a) the Series for which such Covered
Call Option was written; (b) the name of the issuer and the title and number of
shares for which the Covered Call Option was written and which underlie the
same; (c) the expiration date; (d) the exercise price; (e) the premium to be
received by the Corporation; (f) the date such Covered Call Option was written;
and (g) the name of the Clearing Member through whom the premium is to be
received. The Custodian shall deliver or cause to be delivered, in exchange for
receipt of the premium specified in the Certificate with respect to such Covered
Call option, such receipts as are required in accordance with the customs
prevailing among Clearing Members dealing in Covered Call Options and shall
impose, or direct the Depository to impose, upon the underlying Securities
specified in the Certificate specifically allocated to such Series such
restrictions as may be required by such receipts. Notwithstanding the foregoing,
the Custodian has the right, upon prior written notification to the Corporation,
at any time to refuse to issue any receipts for Securities in the possession of
the Custodian and not deposited with the Depository underlying a Covered Call
Option.
7. Whenever a Covered Call Option written by the Corporation
and described in the preceding paragraph of this Article is exercised, the
Corporation shall promptly deliver to the Custodian a Certificate instructing
the Custodian to deliver, or to direct the Depository to deliver, the Securities
subject to such Covered Call Option and specifying: (a) the Series for which
such Covered Call Option was written; (b) the name of the issuer and the title
and number of shares subject to the Covered Call Option; (c) the Clearing Member
to whom the underlying Securities are to be delivered; and (d) the total amount
payable to the Corporation upon such delivery. Upon the return and/or
cancellation of any receipts delivered pursuant to paragraph 6 of this Article,
the Custodian shall deliver, or direct the Depository to deliver, the underlying
Securities as specified in the Certificate
<PAGE>
against payment of the amount to be received as set forth in such Certificate.
8. Whenever the Corporation writes a Put Option, the
Corporation shall promptly deliver to the Custodian a Certificate specifying
with respect to such Put Option: (a) the Series for which such Put Option was
written; (b) the name of the issuer and the title and number of shares for which
the Put Option is written and which underlie the same; (c) the expiration date;
(d) the exercise price; (e) the premium to be received by the Corporation; (f)
the date such Put Option is written; (g) the name of the Clearing Member through
whom the premium is to be received and to whom a Put Option guarantee letter is
to be delivered; (h) the amount of cash, and/or the amount and kind of
Securities, if any, specifically allocated to such Series to be deposited in the
Senior Security Account for such Series; and (i) the amount of cash and/or the
amount and kind of Securities specifically allocated to such Series to be
deposited into the Collateral Account for such Series. The Custodian shall,
after making the deposits into the Collateral Account specified in the
Certificate, issue a Put Option guarantee letter substantially in the form
utilized by the Custodian on the date hereof, and deliver the same to the
Clearing Member specified in the Certificate against receipt of the premium
specified in said Certificate. Notwithstanding the foregoing, the Custodian
shall be under no obligation to issue any Put Option guarantee letter or similar
document if it is unable to make any of the representations contained therein.
9. Whenever a Put Option written by the Corporation and
described in the preceding paragraph is exercised, the Corporation shall
promptly deliver to the Custodian a Certificate specifying: (a) the Series to
which such Put Option was written; (b) the name of the issuer and title and
number of shares subject to the Put Option; (c) the Clearing Member from whom
the underlying Securities are to be received; (d) the total amount payable by
the Corporation upon such delivery; (e) the amount of cash and/or the amount and
kind of Securities specifically allocated to such Series to be withdrawn from
the Collateral Account for such Series; and (f) the amount of cash and/or the
amount and kind of Securities, specifically allocated to such Series, if any, to
be withdrawn from the Senior Security Account. Upon the return and/or
cancellation of any Put Option guarantee letter or similar document issued by
the Custodian in connection with such Put Option, the Custodian shall pay out of
the moneys held for the account of the Series to which such Put Option was
specifically allocated the total amount payable to the Clearing Member specified
in the Certificate against delivery of such Securities, and shall make the
withdrawals specified in such Certificate.
<PAGE>
10. Whenever the Corporation writes a Stock Index Option, the
Corporation shall promptly deliver to the Custodian a Certificate specifying
with respect to such Stock Index Option: (a) the Series for which such Stock
Index Option was written; (b) whether such Stock Index Option is a put or a
call; (c) the number of options written; (d) the stock index to which such
Option relates; (e) the expiration date; (f) the exercise price; (g) the
Clearing Member through whom such Option was written; (h) the premium to be
received by the Corporation; (i) the amount of cash and/or the amount and kind
of Securities, if any, specifically allocated to such Series to be deposited in
the Senior Security Account for such Series; (j) the amount of cash and/or the
amount and kind of Securities, if any specifically allocated to such Series to
be deposited in the Collateral Account for such Series; and (k) the amount of
cash and/or the amount and kind of Securities, if any specifically allocated to
such Series to be deposited in a Margin Account, and the name in which such
account is to be or has been established. The Custodian shall, upon receipt of
the premium specified in the Certificate, make the deposits, if any, into the
Senior Security Account specified in the Certificate, and either (1) deliver
such receipts, if any, which the Custodian has specifically agreed to issue,
which the Custodian has specifically agreed to issue, which are in accordance
with the customs prevailing among Clearing Members in Stock Index Options and
make the deposits into the Collateral Account specified in the Certificate, or
(2) make the deposits into the Margin Account specified in the Certificate.
11. Whenever a Stock Index Option written by the Corporation
and described in the preceding paragraph of this Article is exercised, the
Corporation shall promptly deliver to the Custodian a Certificate specifying
with respect to such Stock Index Option: (a) the Series for which such Stock
Index Option was written; (b) such information as may be necessary to identify
the Stock Index Option being exercised; (c) the Clearing Member through whom
such Stock Index Option is being exercised; (d) the total amount payable upon
such exercise, and whether such amount is to be paid by or to the Corporation;
(e) the amount of cash and/or amount and kind of Securities, if any, to be
withdrawn from the Margin Account; and (f) the amount of cash and/or amount and
kind of Securities, if any, to be withdrawn from the Senior Security Account
for such Series; and the amount of cash and/or the amount and kind of
Securities, if any, to be withdrawn from the Collateral Account for such
Series. Upon the return and/or cancellation of the receipt, if any, delivered
pursuant to the preceding paragraph of this Article, the Custodian shall pay
out of the moneys held for the account of the Series to which such Stock Index
Option was specifically allocated to
<PAGE>
the Clearing Member specified in the Certificate the total amount payable, if
any, as specified therein.
12. Whenever the Corporation purchases any Option identical to
a previously written Option described in paragraphs 6, 8 or 10 of this Article
in a transaction expressly designated as a "Closing Purchase Transaction" in
order to liquidate its position as a writer of an Option, the Corporation shall
promptly deliver to the Custodian a Certificate specifying with respect to the
Option being purchased: (a) that the transaction is a Closing Purchase
Transaction; (b) the Series for which the Option was written; (c) the name of
the issuer and the title and number of shares subject to the Option, or, in the
case of a Stock Index Option, the stock index to which such Option relates and
the number of Options held; (d) the exercise price; (e) the premium to be paid
by the Corporation; (f) the expiration date; (g) the type of Option (put or
call); (h) the date of such purchase; (i) the name of the Clearing Member to
whom the premium is to be paid; and (j) the amount of cash and/or the amount and
kind of Securities, if any, to be withdrawn from the Collateral Account, a
specified margin Account, or the Senior Security Account for such Series. Upon
the Custodian's payment of the premium and the return and/or cancellation of any
receipt issued pursuant to paragraphs 6, 8 or 10 of this Article with respect to
the Option being liquidated through the Closing Purchase Transaction, the
Custodian shall remove, or direct the Depository to remove, the previously
imposed restrictions on the Securities underlying the Call Option.
13. Upon the expiration, exercise or consummation of a Closing
Purchase Transaction with respect to any Option purchased or written by the
Corporation and described in this Article, the Custodian shall delete such
Option from the statements delivered to the Corporation pursuant to paragraph 3
of Article III herein, and upon the return and/or cancellation of any receipts
issued by the Custodian, shall make such withdrawals from the Collateral
Account, and the Margin Account and/or the Senior Security Account as may be
specified in a Certificate received in connection with such expiration,
exercise, or consummation.
ARTICLE VI
FUTURES CONTRACTS
1. Whenever the Corporation shall enter into a Futures
Contract, the Corporation shall deliver to the Custodian a Certificate
specifying with respect to such Futures Contract (or with respect to any number
of identical Futures Contract(s)): (a) the Series for which the Futures
<PAGE>
Contract is being entered; (b) the category of Futures Contract (the name of the
underlying stock index or financial instrument); (c) the number of identical
Futures Contracts entered into; (d) the delivery or settlement date of the
Futures Contracts(s); (e) the date the Futures Contract(s) was (were) entered
into and the maturity date; (f) whether the Corporation is buying (going long)
or selling (going short) on such Futures Contract(s); (g) the amount of cash
and/or the amount and kind of Securities, if any, to be deposited in the Senior
Security Account for such Series; (h) the name of the broker, dealer, or futures
commission merchant through whom the Futures Contract was entered into; and (i)
the amount of fee or commission, if any, to be paid and the name of the broker,
dealer, or futures commission merchant to whom such amount is to be paid. The
Custodian shall make the deposits, if any, to the Margin Account in accordance
with the terms and conditions of the Margin Account Agreement. The Custodian
shall make payment out of the moneys specifically allocated to such Series of
the fee or commission, if any, specified in the Certificate and deposit in the
Senior Security Account for such Series the amount of cash and/or the amount and
kind of Securities specified in said Certificate.
2. (a) Any variation margin payment or similar payment
required to be made by the Corporation to a broker, dealer, or futures
commission merchant with respect to an outstanding Futures Contract shall be
made by the Custodian in accordance with the terms and conditions of the Margin
Account Agreement.
(b) Any variation margin payment or similar payment from a
broker, dealer, or futures commission merchant to the Corporation with respect
to an outstanding Futures Contract shall be received and dealt with by the
Custodian in accordance with the terms and conditions of the Margin Account
Agreement.
3. Whenever a Futures Contract held by the Custodian hereunder
is retained by the Corporation until delivery or settlement is made on such
Futures Contract, the Corporation shall deliver to the Custodian a Certificate
specifying: (a) the Futures Contract and the Series to which the same relates;
(b) with respect to a Stock Index Futures Contract, the total cash settlement
amount to be paid or received, and with respect to a Financial Futures Contract,
the Securities and/or amount of cash to be delivered or received; (c) the
broker, dealer, or futures commission merchant to or from whom payment or
delivery is to be made or received; and (d) the amount of cash and/or Securities
to be withdrawn from the Senior Security Account for such Series. The Custodian
shall make the payment or delivery specified in the Certificate, and delete such
Futures Contract from the
<PAGE>
statements delivered to the Corporation pursuant to paragraph 3 of Article III
herein.
4. Whenever the Corporation shall enter into a Futures
Contract to offset a Futures Contract held by the Custodian hereunder, the
Corporation shall deliver to the Custodian a Certificate specifying: (a) the
items of information required in a Certificate described in paragraph 1 of this
Article, and (b) the Futures Contract being offset. The Custodian shall make
payment out of the money specifically allocated to such Series of the fee or
commission, if any, specified in the Certificate and delete the Futures Contract
being offset from the statements delivered to the Corporation pursuant to
paragraph 3 of Article III herein, and make such withdrawals from the Senior
Security Account for such Series as may be specified in such Certificate. The
withdrawals, if any, to be made from the Margin Account shall be made by the
Custodian in accordance with the terms and conditions of the Margin Account
Agreement.
ARTICLE VII
FUTURES CONTRACT OPTIONS
1. Promptly after the purchase of any Futures Contract Option
by the Corporation, the Corporation shall promptly deliver to the Custodian a
Certificate specifying with respect to such Futures Contract Option: (a) the
Series to which such Option is specifically allocated; (b) the type of Futures
Contract Option (put or call); (c) the type of Futures Contract and such other
information as may be necessary to identify the Futures Contract underlying the
Futures Contract Option purchased; (d) the expiration date; (e) the exercise
price; (f) the dates of purchase and settlement; (g) the amount of premium to be
paid by the Corporation upon such purchase; (h) the name of the broker or
futures commission merchant through whom such option was purchased; and (i) the
name of the broker, or futures commission merchant, to whom payment is to be
made. The Custodian shall pay out of the moneys specifically allocated to such
Series, the total amount to be paid upon such purchase to the broker or futures
commissions merchant through whom the purchase was made, provided that the same
conforms to the amount set forth in such Certificate.
2. Promptly after the sale of any Futures Contract Option
purchased by the Corporation pursuant to paragraph 1 hereof, the Corporation
shall promptly deliver to the Custodian a Certificate specifying with respect to
each such sale: (a) the Series to which such Futures Contract Option was
specifically allocated; (b) the type of Futures Contract
<PAGE>
Option (put or call); (c) the type of Futures Contract and such other
information as may be necessary to identify the Futures Contract underlying the
Futures Contract Option; (d) the date of sale; (e) the sale price; (f) the date
of settlement; (g) the total amount payable to the Corporation upon such sale;
and (h) the name of the broker or futures commission merchant through whom the
sale was made. The Custodian shall consent to the cancellation of the Futures
Contract Option being closed against payment to the Custodian of the total
amount payable to the Corporation, provided the same conforms to the total
amount payable as set forth in such Certificate.
3. Whenever a Futures Contract Option purchased by the
Corporation pursuant to paragraph 1 is exercised by the Corporation, the
Corporation shall promptly deliver to the Custodian a Certificate specifying:
(a) the Series to which such Futures Contract Option was specifically allocated;
(b) the particular Futures Contract Option (put or call) being exercised; (c)
the type of Futures Contract underlying the Futures Contract Option; (d) the
date of exercise; (e) the name of the broker or futures commission merchant
through whom the Futures Contract Option is exercised; (f) the net total amount,
if any, payable by the Corporation; (g) the amount, if any, to be received by
the Corporation; and (h) the amount of cash and/or the amount and kind of
Securities to be deposited in the Senior Security Account for such Series. The
Custodian shall make, out of the moneys and Securities specifically allocated to
such Series, the payments, if any, and the deposits, if any, into the Senior
Security Account as specified in the Certificate. The deposits, if any, to be
made to the Margin Account shall be made by the Custodian in accordance with the
terms and conditions of the Margin Account Agreement.
4. Whenever the Corporation writes a Futures Contract Option,
the Corporation shall promptly deliver to the Custodian a Certificate specifying
with respect to such Futures Contract Option: (a) the Series for which such
Futures Contract Option was written; (b) the types of Futures Contract Option
(put or call); (c) the type of Futures Contract and such other information as
may be necessary to identify the Futures Contract underlying the Futures
Contract Option; (d) the expiration date; (e) the exercise price; (f) the
premium to be received by the Corporation; (g) the name of the broker or futures
commission merchant through whom the premium is to be received; and (h) the
amount of cash and/or the amount and kind of Securities, if any, to be deposited
in the Senior Security Account for such Series. The Custodian shall, upon
receipt of the premium specified in the Certificate, make out of the moneys and
Securities specifically allocated to such Series the deposits into the Senior
Security
<PAGE>
Account, if any as specified in the Certificate. The deposits, if any, to be
made to the Margin Account shall be made by the Custodian in accordance with the
terms and conditions of the Margin Account Agreement.
5. Whenever a Futures Contract Option written by the
Corporation which is a call is exercised, the Corporation shall promptly deliver
to the Custodian a Certificate specifying: (a) the Series to which such Futures
Contract Option was specifically allocated; (b) the particular Futures Contract
Option exercised; (c) the type of Futures Contract underlying the Futures
Contract Option; (d) the name of the broker or futures commission merchant
through whom such Futures Contact Option was exercised; (e) the net total
amount, if any, payable to the Corporation upon such exercise; (f) the net total
amount, if any, payable by the Corporation upon such exercise; and (g) the
amount of cash and/or the amount and kind of Securities to be deposited in the
Senior Security Account for such Series. The Custodian shall, upon its receipt
of the net total amount payable to the Corporation, if any, specified in such
Certificate make the payments, if any, and the deposits, if any, into the Senior
Security Account as specified in the Certificate. The deposits, if any, to be
made to the Margin Account shall be made by the Custodian in accordance with the
terms and conditions of the Margin Account Agreement.
6. Whenever a Futures Contract Option which is written by the
Corporation and which is a put is exercised, the Corporation shall promptly
deliver to the Custodian a Certificate specifying: (a) the Series to which such
Option was specifically allocated; (b) the particular Futures Contract Option
exercised; (c) the type of Futures Contract underlying such Futures Contract
Option; (d) the name of the broker or futures commission merchant through whom
such Futures Contract Option is exercised; (e) the net total amount, if any,
payable to the Corporation upon such exercise; (f) the net total amount, if any,
payable by the Corporation upon such exercise; and (g) the amount and kind of
Securities and/or cash to be withdrawn from or deposited in the Senior Security
Account for such Series, if any. The Custodian shall, upon its receipt of the
net total amount payable to the Corporation, if any, specified in the
Certificate, make out of the moneys and Securities specifically allocated to
such Series, the payments, if any, and the deposits, if any, into the Senior
Security Account as specified in the Certificate. The deposits to and/or
withdrawals from the Margin Account, if any, shall be made by the Custodian in
accordance with the terms and conditions of the Margin Account Agreement.
7. Whenever the Corporation purchases any Futures Contract
Option identical to a previously written Futures
<PAGE>
Contract Option described in this Article in order to liquidate its position as
a writer of such Futures Contract Option, the Corporation shall promptly deliver
to the Custodian a Certificate specifying with respect to the Futures Contract
Option being purchased: (a) the Series to which such Option is specifically
allocated; (b) that the transaction is a closing transaction; (c) the type of
Futures Contract and such other information as may be necessary to identify the
Futures Contract underlying the Futures Option Contract; (d) the exercise price;
(e) the premium to be paid by the Corporation; (f) the expiration date; (g) the
name of the broker or futures commission merchant to whom the premium is to be
paid; and (h) the amount of cash and/or the amount and kind of Securities, if
any, to be withdrawn from the Senior Security Account for such Series. The
Custodian shall effect the withdrawals from the Senior Security Account
specified in the Certificate. The withdrawals, if any, to be made from the
Margin Account shall be made by the Custodian in accordance with the terms and
conditions of the Margin Account Agreement.
8. Upon the expiration, exercise, or consummation of a closing
transactions with respect to any Futures Contract Option written or purchased by
the Corporation and described in this Article, the Custodian shall (a) delete
such Futures Contract Option from the statements delivered to the Corporation
pursuant to paragraph 3 of Article III herein, and (b) make such withdrawals
from and/or in the case of an exercise such deposits into the Senior Security
Account as may be specified in a Certificate. The deposits to and/or withdrawals
from the Margin Account, if any, shall be made by the Custodian in accordance
with the terms and conditions of the Margin Account Agreement.
9. Futures Contracts acquired by the Corporation through the
exercise of a Futures Contract Option described in this Article shall be subject
to Article VI hereof.
ARTICLE VIII
SHORT SALES
1. Promptly after any short sales by any Series of the
Corporation, the Corporation shall promptly deliver to the Custodian a
Certificate specifying: (a) the Series for which such short sale was made; (b)
the name of the issuer and the title of the Security; (c) the number of shares
or principal amount sold, and accrued interest or dividends, if any; (d) the
dates of the sale and settlement; (e) the sale price per unit; (f) the total
amount credited to the Corporation upon such sale, if any, (g) the amount of
cash and/or the amount and kind of Securities, if any, which are to be deposited
in
<PAGE>
a Margin Account and the name in which such Margin Account has been or is to be
established; (h) the amount of cash and/or the amount and kind of Securities, if
any, to be deposited in a Senior Security Account, and (i) the name of the
broker through whom such short sale was made. The Custodian shall upon its
receipt of a statement from such broker confirming such sale and that the total
amount credited to the Corporation upon such sale, if any, as specified in the
Certificate is held by such broker for the account of the Custodian (or any
nominee of the Custodian) as custodian of the Corporation, issue a receipt or
make the deposits into the Margin Account and the Senior Security Account
specified in the Certificate.
2. In connection with the closing-out of any short sale, the
Corporation shall promptly deliver to the Custodian a Certificate specifying
with respect to each such closing out: (a) the Series for which such transaction
is being made; (b) the name of the issuer and the title of the Security; (c) the
number of shares or the principal amount, and accrued interest or dividends, if
any, required to effect such closing-out to be delivered to the broker; (d) the
dates of closing-out and settlement; (e) the purchase price per unit; (f) the
net total amount payable to the Corporation upon such closing-out; (g) the net
total amount payable to the broker upon such closing-out; (h) the amount of cash
and the amount and kind of Securities to be withdrawn, if any, from the Margin
Account; (i) the amount of cash and/or the amount and kind of Securities, if
any, to be withdrawn from the Senior Security Account; and (j) the name of the
broker through whom the Corporation is effecting such closing-out. The Custodian
shall, upon receipt of the net total amount payable to the Corporation upon such
closing-out, and the return and/or cancellation of the receipts, if any, issued
by the Custodian with respect to the short sale being closed-out, pay out of the
moneys held for the account of the Corporation to the broker the net total
amount payable to the broker, and make the withdrawals from the Margin Account
and the Senior Security Account, as the same are specified in the Certificate.
ARTICLE IX
REVERSE REPURCHASE AGREEMENTS
1. Promptly after the Corporation enters a Reverse Repurchase
Agreement with respect to Securities and money held by the Custodian hereunder,
the Corporation shall deliver to the Custodian a Certificate, or in the event
such Reverse Repurchase Agreement is a Money Market Security, a Certificate,
Oral Instructions, or Written Instructions specifying: (a) the Series for which
the Reverse Repurchase
<PAGE>
Agreement is entered; (b) the total amount payable to the Corporation in
connection with such Reverse Repurchase Agreement and specifically allocated to
such Series; (c) the broker or dealer through or with whom the Reverse
Repurchase Agreement is entered; (d) the amount and kind of Securities to be
delivered by the Corporation to such broker or dealer; (e) the date of such
Reverse Repurchase Agreement; and (f) the amount of cash and/or the amount and
kind of Securities, if any, specifically allocated to such Series to be
deposited in a Senior Security Account for such Series in connection with such
Reverse Repurchase Agreement. The Custodian shall, upon receipt of the total
amount payable to the Corporation specified in the Certificate, Oral
Instructions, or Written Instructions make the delivery to the broker or dealer,
and the deposits, if any, to the Senior Security Account, specified in such
Certificate, Oral Instructions, or Written Instructions.
2. Upon the termination of a Reverse Repurchase Agreement
described in preceding paragraph 1 of this Article, the Corporation shall
promptly deliver a Certificate or, in the Event such Reverse Repurchase
Agreement is a Money Market Security, a Certificate, Oral Instructions, or
Written Instructions to the Custodian specifying: (a) the Reverse Repurchase
Agreement being terminated and the Series for which same was (b) the total
amount payable by the Corporation in connection with such termination; (c) the
amount and kind of Securities to be received by the Corporation and
specifically allocated to such Series in connection with such termination; (d)
the date of termination; (e) the name of the broker or dealer with or through
whom the Reverse Repurchase Agreement is to be terminated; and (f) the amount of
cash and/or the amount and kind of Securities to be withdrawn from the Senior
Securities Account for such Series. The Custodian shall, upon receipt of the
amount and kind of Securities to be received by the Corporation specified in the
Certificate, Oral Instructions, or Written Instructions, make the payment to the
broker or dealer, and the withdrawals, if any, from the Senior Security Account,
specified in such Certificate, Oral Instructions, or Written Instructions.
ARTICLE X
LOAN OF PORTFOLIO SECURITIES OF THE Corporation
1. Promptly after each loan of portfolio Securities
specifically allocated to a Series held by the Custodian hereunder, the
Corporation shall deliver or cause to be delivered to the Custodian a
Certificate specifying with respect to each such loan: (a) the Series to which
the loaned Securities are specifically allocated; (b) the name of the
<PAGE>
issuer and the title of the Securities; (c) the number of shares or the
principal amount loaned; (d) the date of loan and delivery; (e) the total amount
to be delivered to the Custodian against the loan of the Securities, including
the amount of cash collateral and the premium, if any, separately identified;
and (f) the name of the broker, dealer, or financial institution to which the
loan was made. The Custodian shall deliver the Securities thus designated to the
broker, dealer or financial institution to which the loan was made upon receipt
of the total amount designated as to be delivered against the loan of
Securities. The Custodian may accept payment in connection with a delivery
otherwise than through the Book-Entry System or Depository only in the form of a
certified or bank cashier's check payable to the order of the Corporation or the
Custodian drawn on New York Clearing House funds and may deliver Securities in
accordance with the customs prevailing among dealers in securities.
2. Promptly after each termination of the loan of Securities
by the Corporation, the Corporation shall deliver or cause to be delivered to
the Custodian a Certificate specifying with respect to each such loan
termination and return of Securities: (a) the Series to which the loaned
Securities are specifically allocated; (b) the name of the issuer and the title
of the Securities to be returned; (c) the number of shares or the principal
amount to be returned; (d) the date of termination; (e) the total amount to be
delivered by the Custodian (including the cash collateral for such Securities
minus any offsetting credits as described in said Certificate); and (f) the name
of the broker, dealer, or financial institution from which the Securities will
be returned. The Custodian shall receive all Securities returned from the
broker, dealer, or financial institution to which such Securities were loaned
and upon receipt thereof shall pay, out of the moneys held for the account of
the Corporation, the total amount payable upon such return of Securities as set
forth in the Certificate.
ARTICLE XI
CONCERNING MARGIN ACCOUNTS, SENIOR SECURITY
ACCOUNTS, AND COLLATERAL ACCOUNTS
1. The Custodian shall, from time to time, make such deposits
to, or withdrawals from, a Senior Security Account as specified in a Certificate
received by the Custodian. Such Certificate shall specify the Series for which
such deposit or withdrawal is to be made and the amount of cash and/or the
amount and kind of Securities specifically allocated to such Series to be
deposited in, or withdrawn from, such Senior Security Account for such Series.
In the event
<PAGE>
that the Corporation fails to specify in a Certificate the Series, the name of
the issuer, the title and the number of shares or the principal amount of any
particular Securities to be deposited by the Custodian into, or withdrawn from,
a Senior Securities Account, the Custodian shall be under no obligation to make
any such deposit or withdrawal and shall so notify the Corporation.
2. The Custodian shall make deliveries or payments from a
Margin Account to the broker, dealer, futures commission merchant or Clearing
Member in whose name, or for whose benefit, the account was established as
specified in the Margin Account Agreement.
3. Amounts received by the Custodian as payments or
distributions with respect to Securities deposited in any Margin Account shall
be dealt with in accordance with the terms and conditions of the Margin Account
Agreement.
4. The Custodian shall have a continuing lien and security
interest in and to any property at any time held by the Custodian in any
Collateral Account described herein. In accordance with applicable law the
Custodian may enforce its lien and realize on any such property whenever the
Custodian has made payment or delivery pursuant to any Put Option guarantee
letter or similar document or any receipt issued hereunder by the Custodian. In
the Event the Custodian should realize on any such property net proceeds which
are less than the Custodian's obligations under any Put Option guarantee letter
or similar document or any receipt, such deficiency shall be a debt owed the
Custodian by the Fund within the scope of Article XIV herein.
5. On each business day the Custodian shall furnish the Fund
with a statement with respect to each Margin Account in which money or
Securities are held specifying as of the close of business on the previous
business day: (a) the name of the Margin Account; (b) the amount and kind of
Securities held therein; and (c) the amount of money held therein. The
Custodian shall make available upon request to any broker, dealer, or futures
commission merchant specified in the name of a Margin Account a copy of the
Statement furnished the Fund with respect to such Margin Account.
6. Promptly after the close of business on each business day
in which cash and/or Securities are maintained in a Collateral Account for any
Series, the Custodian shall furnish the Fund with a statement with respect to
such Collateral Account specifying the amount of cash and/or the amount and kind
of Securities held therein. No later than the close of business next succeeding
the delivery to the Fund of such statement, the Fund shall furnish to the
Custodian a
<PAGE>
Certificate or Written Instructions specifying the then market value of the
Securities described in such statement. In the event such then market value is
indicated to be less than the Custodian's obligation with respect to any
outstanding Put Option guarantee letter or similar document, the Fund shall
promptly specify in a Certificate the additional cash and/or Securities to be
deposited in such Collateral Account to eliminate such deficiency.
ARTICLE XII
PAYMENT OF DIVIDENDS OR DISTRIBUTIONS
1. The Corporation shall furnish to the Custodian a copy of
the resolution of the Board of Directors of the Corporation, certified by the
Secretary or any Assistant Secretary, either (i) setting forth with respect to
the Series specified therein the date of the declaration of a dividend or
distribution, the date of payment thereof, the record date as of which
shareholders entitled to payment shall be determined, the amount payable per
Share of such Series to the shareholders of record as of that date and the total
amount payable to the Dividend Agent and any sub-dividend agent or co-dividend
agent of the Corporation on the payment date, or (ii) authorizing with respect
to the Series specified therein the declaration of dividends and distributions
on a daily basis and authorizing the Custodian to rely on Oral Instructions,
Written Instructions or a Certificate setting forth the date of the declaration
of such dividend or distribution, the date of payment thereof, the record date
as of which shareholders entitled to payment shall be determined, the amount
payable per Share of such Series to the shareholders of record as of that date
and the total amount payable to the Dividend Agent on the payment date.
2. Upon the payment date specified in such resolution, Oral
Instructions, Written Instructions or Certificate, as the case may be, the
Custodian shall pay out of the moneys held for the account of each Series the
total amount payable to the Dividend Agent and any sub-dividend agent or
co-dividend agent of the Corporation with respect to such series.
ARTICLE XIII
SALE AND REDEMPTION OF SHARES
<PAGE>
1. Whenever the Corporation shall sell any Shares, it shall
deliver to the Custodian a Certificate duly specifying:
(a) The Series, the number of Shares sold, trade date, and
price; and
(b) The amount of money to be received by the Custodian for
the sale of such Shares and specifically allocated to the separate account in
the name of such Series.
2. Upon receipt of such money from the Transfer Agent, the
Custodian shall credit such money to the separate account in the name of the
Series for which such money was received.
3. Upon issuance of any Shares of any Series described in the
foregoing provisions of this Article, the Custodian shall pay, out of the money
held for the account of such Series, all original issue or other taxes required
to be paid by the Corporation in connection with such issuance upon the receipt
of a Certificate specifying the amount to be paid.
4. Except as provided hereinafter, whenever the Corporation
desires the Custodian to make payment out of the money held by the Custodian
hereunder in connection with a redemption of any Shares, it shall furnish to the
Custodian a Certificate specifying:
(a) The number and Series of Shares redeemed;
and
(b) The amount to be paid for such Shares.
5. Upon receipt from the Transfer Agent of an advice setting
forth the Series and number of Shares received by the Transfer Agent for
redemption and that such Shares are in good form for redemption, the Custodian
shall make payment to the Transfer Agent out of the moneys held in the separate
account in the name of the Series the total amount specified in the Certificate
issued pursuant to the foregoing paragraph 4 of this Article.
6. Notwithstanding the above provisions regarding the
redemption of any Shares, whenever any Shares are redeemed pursuant to any check
redemption privilege which may from time to time be offered by the Corporation,
the Custodian, unless otherwise instructed by a Certificate, shall, upon receipt
of an advice from the Corporation or its agent setting forth that the redemption
is in good form for redemption in accordance with the check redemption
procedure, honor the check presented as part of such check redemption privilege
out of the moneys
<PAGE>
held in the separate account of the Series of the Shares being redeemed.
ARTICLE XIV
OVERDRAFTS OR INDEBTEDNESS
1. If the Custodian should in its sole discretion advance
funds on behalf of any Series which results in any overdraft because the moneys
held by the Custodian in the separate account for such Series shall be
insufficient to pay the total amount payable upon a purchase of Securities
specifically allocated such Series, as set forth in a Certificate, Oral
Instructions, or Written Instructions or which results in an overdraft in the
separate account of such Series for some other reasons, or if the Corporation is
for any other reason indebted to the Custodian with respect to a Series,
including any indebtedness to The Bank of New York under the Corporation's Cash
Management and Related Services Agreement (except a borrowing for investment or
for temporary or emergency purposes using Securities as collateral pursuant to a
separate agreement and subject to the provisions of paragraph 2 of this
Article), such overdraft or indebtedness shall be deemed to be a loan made by
the Custodian to the Corporation for such Series payable on demand and shall
bear interest from the date incurred at a rate per annum(based on a 360-day year
for the actual number of days involved) equal to 1/2% over Custodian's prime
commercial lending rate in effect from time to time, such rate to be adjusted on
the effective date of any change in such prime commercial lending rate but in no
event to be less than 6% per annum. In addition, the Corporation hereby agrees
that the Custodian shall have a continuing lien and security interest in and to
any property specifically allocated to such Series at any time held by it for
the benefit of such Series or in which the Corporation may have an interest
which is then in the Custodian's possession or control or in possession or
control of any third party acting in the Custodian's behalf. The Corporation
authorizes the Custodian, in its sole discretion, at any time to charge any such
overdraft or indebtedness together with interest due thereon against any balance
of account standing to such Series' credit on the Custodian's books. In
addition, the Corporation hereby covenants that on each Business Day on which
either it intends to enter a Reverse Repurchase Agreement and/or otherwise
borrow from a third party, or which next succeeds a Business Day on which at the
close of business the Corporation had outstanding a Reverse Repurchase Agreement
or such a borrowing, it shall prior to 9 a.m., New York City time, advise the
Custodian, in writing, of each such borrowing, shall specify the Series to
<PAGE>
which the same relates, and shall not incur any indebtedness not so specified
other than from the Custodian.
2. The Corporation will cause to be delivered to the Custodian
by any bank (including, if the borrowing is pursuant to a separate agreement,
the Custodian) from which it borrows money for investment or for temporary or
emergency purposes using Securities held by the Custodian hereunder as
collateral for such borrowings, a notice or undertaking in the form currently
employed by any such bank setting forth the amount which such bank will loan to
the Corporation against delivery of a stated amount of collateral. The
Corporation shall promptly deliver to the Custodian a Certificate specifying
with respect to each such borrowing: (a) the Series to which such borrowing
relates; (b) the name of the bank; (c) the amount and terms of the borrowing,
which may be set forth by incorporating by reference an attached promissory
note, duly endorsed by the Corporation, or other loan agreement; (d) the time
and date, if known, on which the loan is to be entered into; (e) the date on
which the loan becomes due and payable; (f) the total amount payable to the
Corporation on the borrowing date; (g) the market value of Securities to be
delivered as collateral for such loan, including the name of the issuer, the
title and the number of shares or the principal amount of any particular
Securities; and (h) a statement specifying whether such loan is for investment
purposes or for temporary or emergency purposes and that such loan is in
conformance with the Investment Company Act of 1940 and the Corporation's
prospectus. The Custodian shall deliver on the borrowing date specified in a
Certificate the specified collateral and the executed promissory note, if any,
against delivery by the lending bank of the total amount of the loan payable,
provided that the same conforms to the total amount payable as set forth in the
Certificate. The Custodian may, at the option of the lending bank, keep such
collateral in its possession, but such collateral shall be subject to all rights
therein given the lending bank by virtue of any promissory note or loan
agreement. The Custodian shall deliver such Securities as additional collateral
as may be specified in a Certificate to collateralize further any transaction
described in this paragraph. The Corporation shall cause all Securities released
from collateral status to be returned directly to the Custodian, and the
Custodian shall receive from time to time such return of collateral as may be
tendered to it. In the event that the Corporation fails to specify in a
Certificate the Series, the name of the issuer, the title and number of shares
or the principal amount of any particular Securities to be delivered as
collateral by the Custodian, the Custodian shall not be under any obligation to
deliver any Securities.
<PAGE>
ARTICLE XV
CONCERNING THE CUSTODIAN
1. Except as hereinafter provided, neither the Custodian nor
its nominee shall be liable for any loss or damage, including counsel fees,
resulting from its action or omission to act or otherwise, either hereunder or
under any Margin Account Agreement, except for any such loss or damage arising
out of its own negligence or willful misconduct. In no event shall the Custodian
be liable to the Corporation or any third party for special, indirect or
consequential damages or lost profits or loss of business, arising under or in
connection with this Agreement, even if previously informed of the possibility
of such damages and regardless of the form of action. The Custodian may, with
respect to questions of law arising hereunder or under any Margin Account
Agreement, apply for and obtain the advice and opinion of counsel to the
Corporation or of its own counsel, at the expense of the Corporation, and shall
be fully protected with respect to anything done or omitted by it in good faith
in conformity with such advice or opinion. The Custodian shall be liable to the
Corporation for any loss or damage resulting from the use of the Book-Entry
System or any Depository arising by reason of any negligence or willful
misconduct on the part of the Custodian or any of its employees or agents.
2. Without limiting the generality of the foregoing, the
Custodian shall be under no obligation to inquire into, and shall not be liable
for:
(a) The validity of the issue of any Securities purchased,
sold, or written by or for the Corporation, the legality of the purchase, sale
or writing thereof, or the propriety of the amount paid or received therefor;
(b) The legality of the sale or redemption of any Shares,
or the propriety of the amount to be received or paid therefor;
(c) The legality of the declaration or payment of any
dividend by the Corporation;
(d) The legality of any borrowing by the Corporation using
Securities as collateral;
(e) The legality of any loan or portfolio Securities, nor
shall the Custodian be under any duty or obligation to see to it that any cash
collateral delivered to it by a broker, dealer, or financial institution or held
by it at any time as a result of such loan of portfolio Securities of the
Corporation is adequate collateral for the Corporation
<PAGE>
against any loss it might sustain as a result of such loan. The Custodian
specifically, but not by way of limitation, shall not be under any duty or
obligation periodically to check or notify the Corporation that the amount of
such cash collateral held by it for the Corporation is sufficient collateral for
the Corporation, but such duty or obligation shall be the sole responsibility of
the Corporation. In addition, the Custodian shall be under no duty or obligation
to see that any broker, dealer or financial institution to which portfolio
Securities of the Corporation are lent pursuant to Article XIV of this Agreement
makes payment to it of any dividends or interest which are payable to or for the
account of the Corporation during the period of such loan or at the termination
of such loan, provided, however, that the Custodian shall promptly notify the
Corporation in the event that such dividends or interest are not paid and
received when due; and
(f) The sufficiency or value of any amounts of money and/or
Securities held in any Margin Account, Senior Security Account or Collateral
Account in connection with transactions by the Corporation. In addition, the
Custodian shall be under no duty or obligation to see that any broker, dealer,
futures commission merchant or Clearing Member makes payment to the Corporation
of any variation margin payment or similar payment which the Corporation may be
entitled to receive from such broker, dealer, futures commission merchant or
Clearing Member, to see that any payment received by the Custodian from any
broker, dealer, futures commission merchant or Clearing Member is the amount the
Corporation is entitled to receive, or to notify the Corporation of the
Custodian's receipt or non-receipt of any such payment.
3. The Custodian shall not be liable for, or considered to be
the Custodian of, any money, whether or not represented by any check, draft, or
other instrument for the payment of money, received by it on behalf of the
Corporation until the Custodian actually receives and collects such money
directly or by the final crediting of the account representing the Corporation's
interest at the Book-Entry System or the Depository.
4. The Custodian shall have no responsibility and shall not be
liable for ascertaining or acting upon any calls, conversions, exchange offers,
tenders, interest rate changes or similar matters relating to Securities held in
the Depository, unless the Custodian shall have actually received timely notice
from the Depository. In no event shall the Custodian have any responsibility or
liability for the failure of the Depository to collect, or for the late
collection or late crediting by the Depository of any amount payable upon
Securities deposited in the Depository which may mature or be re-
<PAGE>
deemed, retired, called or otherwise become payable. However, upon receipt of a
Certificate from the Corporation of an overdue amount on Securities held in the
Depository the Custodian shall make a claim against the Depository on behalf of
the Corporation, except that the Custodian shall not be under any obligation to
appear in, prosecute or defend any action, suit or proceeding in respect to any
Securities held by the Depository which in its opinion may involve it in expense
or liability, unless indemnity satisfactory to it against all expense and
liability be furnished as often as may be required.
5. The Custodian shall not be under any duty or obligation to
take action to effect collection of any amount due to the Corporation from the
Transfer Agent of the Corporation nor to take any action to effect payment or
distribution by the Transfer Agent of the Corporation of any amount paid by the
Custodian to the Transfer Agent of the Corporation in accordance with this
Agreement.
6. The Custodian shall not be under any duty or obligation to
take action to effect collection of any amount, if the Securities upon which
such amount is payable are in default, or if payment is refused after due demand
or presentation, unless and until (i) it shall be directed to take such action
by a Certificate and (ii) it shall be assured to its satisfaction of
reimbursement of its costs and expenses in connection with any such action.
7. The Custodian may appoint one or more banking institutions
as Depository or Depositories, as Sub-Custodian or Sub-Custodians, or as
Co-Custodian or Co-Custodians including, but not limited to, banking
institutions located in foreign countries, of Securities and moneys at any time
owned by the Corporation, upon such terms and conditions as may be approved in a
Certificate or contained in an agreement executed by the Custodian, the
Corporation and the appointed institution.
8. The Custodian shall not be under any duty or obligation (a)
to ascertain whether any Securities at any time delivered to, or held by it, for
the account of the Corporation and specifically allocated to a Series are such
as properly may be held by the Corporation or such Series under the provisions
of its then current prospectus, or (b) to ascertain whether any transactions by
the Corporation, whether or not involving the Custodian, are such transactions
as may properly be engaged in by the Corporation.
9. The Custodian shall be entitled to receive and the
Corporation agrees to pay to the Custodian all out-of-pocket expenses and such
compensation as may be agreed upon
<PAGE>
from time to time between the Custodian and the Corporation. The Custodian may
charge such compensation and any expense with respect to a Series incurred by
the Custodian in the performance of its duties pursuant to such agreement
against any money specifically allocated to such Series. Unless and until the
Corporation instructs the Custodian by a Certificate to apportion any loss,
damage, liability or expense among the Series in a specified manner, the
Custodian shall also be entitled to charge against any money held by it for the
account of a Series such Series' pro rata share (based on such Series net asset
value at the tie of the charge to the aggregate net assets value of all Series
at that time) of the amount of any loss, damage, liability or expense, including
counsel fees, for which it shall be entitled to reimbursement under the
provisions of this Agreement. The expenses for which the Custodian shall be
entitled to reimbursement hereunder shall include, but are not limited to, the
expenses of sub-custodians and foreign branches of the Custodian incurred in
settling outside of New York City transactions involving the purchase and sale
of Securities of the Corporation.
10. The Custodian shall be entitled to rely upon any
Certificate, notice or other instrument in writing received by the Custodian and
reasonably believed by the Custodian to be a Certificate. The Custodian shall be
entitled to rely upon any Oral Instructions and any Written Instructions
actually received by the Custodian hereinabove provided for. The Corporation
agrees to forward to the Custodian a Certificate or facsimile thereof confirming
such Oral Instruction or Written Instructions in such manner so that such
Certificate or facsimile thereof is received by the Custodian, whether by hand
delivery, telecopier or other similar device, or otherwise, by the close of
business of the same day that such Oral Instructions or Written Instructions are
given to the Custodian. The Corporation agrees that the fact that such
confirming instructions are not received by the Custodian shall in no way affect
the validity of the transactions or enforceability of the transactions hereby
authorized by the Corporation. The Corporation agrees that the Custodian shall
incur no liability to the Corporation in acting upon Oral Instructions or
Written Instructions given to the Custodian hereunder concerning such
transactions provided such instructions reasonably appear to have been received
from an Authorized Person.
11. The Custodian shall be entitled to rely upon any
instrument, instruction or notice received by the Custodian and reasonably
believed by the Custodian to be given in accordance with the terms and
conditions of any Margin Account Agreement. Without limiting the generality of
the foregoing, the Custodian shall be under no duty to inquire into, and
<PAGE>
shall not be liable for, the accuracy of any statements or representations
contained in any such instrument or other notice including, without limitation,
any specification of any amount to be paid to a broker, dealer, futures
commission merchant or Clearing Member.
12. The books and records pertaining to the Corporation which
are in the possession of the Custodian shall be the property of the Corporation.
Such books and records shall be prepared and maintained as required by the
Investment Company Act of 1940, as amended, and other applicable securities laws
and rules and regulations. The Corporation, or the Corporation's authorized
representatives, shall have access to such books and records during the
Custodian's normal business hours. Upon the reasonable request of the
Corporation, copies of any such books and records shall be provided by the
Custodian to the Corporation or the Corporation's authorized representative, and
the Corporation shall reimburse the Custodian its expense of providing such
copies. Upon reasonable request of the Corporation, the Custodian shall provide
in hard copy or on microfilm, whichever the Custodian elects, any records
included in any such delivery which are maintained by the Custodian on a
computer disc, or are similarly maintained, and the Corporation shall reimburse
the Custodian for its expenses of providing such hard copy or micro-film.
13. The Custodian shall provide the Corporation with any
report obtained by the Custodian on the system of internal accounting control of
the Book-Entry System, the Depository or O.C.C., and with such reports on its
own systems of internal accounting control as the Corporation may reasonably
request from time to time.
14. The Corporation agrees to indemnify the Custodian against
and save the Custodian harmless from all liability, claims, losses and demands
whatsoever, including attorney's fees, howsoever arising or incurred because of
or in connection with this Agreement, including the Custodian's payment or
non-payment of checks pursuant to paragraph 6 of Article XIII as part of any
check redemption privilege program of the Corporation, except for any such
liability, claim, loss and demand arising out of the Custodian's own negligence
or willful misconduct.
15. Subject to the foregoing provisions of this Agreement, the
Custodian may deliver an receive Securities, and receipts with respect to such
Securities, and arrange for payments to be made and received by the Custodian in
accordance with the customs prevailing from time to time among brokers or
dealers in such Securities. When the Custodian is instructed to deliver
Securities against payment, delivery of
<PAGE>
such Securities and receipt of payment therefor may not be completed
simultaneously. The Corporation assumes all responsibility and liability for all
credit risks involved in connection with the Custodian's delivery of Securities
pursuant to instructions of the Corporation, which responsibility and liability
shall continue until final payment in full has been received by the Custodian.
16. The Custodian shall have no duties or responsibilities
whatsoever except such duties and responsibilities as are specifically set forth
in this Agreement, and no covenant or obligation shall be implied in this
Agreement against the Custodian.
<PAGE>
ARTICLE XVI
TERMINATION
1. Either of the parties hereto may terminate this Agreement
by giving to the other party a notice in writing specifying the date of such
termination, which shall be not less than ninety (90) days after the date of
giving of such notice. In the event such notice is given by the Corporation, it
shall be accompanied by a copy of a resolution of the Board of Directors of the
Corporation, certified by the Secretary or any Assistant Secretary, electing to
terminate this Agreement and designating a successor custodian or custodians,
each of which shall be a bank or trust company having not less than $2,000,000
aggregate capital, surplus and undivided profits. In the event such notice is
given by the Custodian, the Corporation shall, on or before the termination
date, deliver to the Custodian a copy of a resolution of the Board of Directors
of the Corporation, certified by the Secretary or any Assistant Secretary,
designating a successor custodian or custodians. In the absence of such
designation by the Corporation, the Custodian may designate a successor
custodian which shall be a bank or trust company having not less than $2,000,000
aggregate capital, surplus and undivided profits. Upon the date set forth in
such notice this Agreement shall terminate, and the Custodian shall upon receipt
of a notice of acceptance by the successor custodian on that date deliver
directly to the successor custodian all Securities and moneys then owned by the
Corporation and held by it as Custodian, after deducting all fees, expenses and
other amounts for the payment or reimbursement of which it shall then be
entitled.
2. If a successor custodian is not designated by the
Corporation or the Custodian in accordance with the preceding paragraph, the
Corporation shall upon the date specified in the notice of termination of this
Agreement and upon the delivery the by Custodian of all Securities (other than
Securities held in the Book-Entry System which cannot be delivered to the
Corporation) and moneys then owned by the Corporation be deemed to be its own
custodian and the Custodian shall thereby be relieved of all duties and
responsibilities pursuant to this Agreement, other than the duty with respect to
Securities held in the Book-Entry System which cannot be delivered to the
Corporation to hold such Securities hereunder in accordance with this Agreement.
<PAGE>
ARTICLE XVII
MISCELLANEOUS
1. Annexed hereto as Appendix A is a Certificate signed by two
of the present Officers of the Corporation under its corporate seal, setting
forth the names and the signatures of the present Authorized Persons. The
Corporation agrees to furnish to the Custodian a new Certificate in similar form
in the event that any such present Authorized Person ceases to be an Authorized
Person or in the event that other or additional Authorized Persons are elected
or appointed. Until such new Certificate shall be received, the Custodian shall
be fully protected in acting under the provisions of this Agreement upon Oral
Instructions or signatures of the present Authorized Persons as set forth in the
last delivered Certificate.
2. Annexed hereto as Appendix B is a Certificate signed by two
of the present Officers of the Corporation under its corporate seal, setting
forth the names and the signatures of the present Officers of the Corporation.
The Corporation agrees to furnish to the Custodian a new Certificate in similar
form in the event any such present Officer ceases to be an Officer of the
Corporation, or in the event that other or additional Officers are elected or
appointed. Until such new Certificate shall be received, the Custodian shall be
fully protected in acting under the provisions of this Agreement upon the
signatures of the Officers are set forth in the last delivered Certificate.
3. Any notice or other instrument in writing, authorized or
required by this Agreement to be given to the Custodian, shall be sufficiently
given if addressed to the Custodian and mailed or delivered to it at its offices
at 90 Washington Street, New York, New York 10286, or at such other place as the
Custodian may from time to time designate in writing.
4. Any notice or other instrument in writing, authorized or
required by this Agreement to be given to the Corporation shall be sufficiently
given if addressed to the Corporation and mailed or delivered to it at its
office at the address for the Corporation first above written, or at such other
place as the Corporation may from time to time designate in writing.
5. This Agreement may not be amended or modified in any manner
except by a written agreement executed by both parties with the same formality
as this Agreement and approved by a resolution of the Board of Directors of the
Corporation.
<PAGE>
6. This Agreement shall extend to and shall be binding upon
the parties hereto, and their respective successors and assigns; provided,
however, that this Agreement shall not be assignable by the Corporation without
the written consent of the Custodian, or by the Custodian without the written
consent of the Corporation, authorized or approved by a resolution of the
Corporation's Board of Directors.
7. This Agreement shall be construed in accordance with the
laws of the State of New York without giving effect to conflict of laws
principles thereof. Each party hereby consents to the jurisdiction of a state or
federal court situated in New York City, New York in connection with any dispute
arising hereunder and hereby waives its right to trial by jury.
8. This Agreement may be executed in any number of
counterparts, each of which shall be deemed to be an original, but such
counterparts shall, together, constitute only one instrument.
IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be executed by their respective corporate Officers, thereunto duly
authorized and their respective corporate seals to be hereunto affixed, as of
the day and year first above written.
BNY Hamilton Funds, Inc.
[SEAL] By: /s/ William Blundin
---------------------
Name:
Title: President
Attest:
/s/ James W. Bernache
- ----------------------
Secretary
THE BANK OF NEW YORK
[SEAL] By: /s/ Steven Grunston
--------------------
Name:
Title: VP
Attest:
/s/ Joseph F. Keenan
- ---------------------
Secretary
<PAGE>
CASH MANAGEMENT AND RELATED SERVICES AGREEMENT, dated as of July
27, 1992 between each entity listed on Schedule A hereto (each a "Fund",
collectively the "Funds"), and The Bank of New York (the "Bank").
WITNESSETH:
That in consideration of the mutual agreements and covenants herein
contained, the Bank and each Fund hereby agree as follows:
ARTICLE I
DEFINITIONS
Whenever used in this Agreement, unless the context otherwise requires,
the following words shall have the meanings set forth below:
1. "Account Available Balance" shall mean with respect to an Account
for any given day during a calendar month a positive or negative dollar amount
equal to (A) if such day is a Business Day, the Account Available Balance as of
the close of the last preceding Business Day plus a positive or negative dollar
amount equal to the difference, if any, between the Chargeable Credits with
respect to such day and such Account and the Chargeable Debits with respects to
such day and such Account, and (B) if such day is not a Business Day, the
Account Available Balance as of close of the last preceding Business Day, except
that both (A) and (B) shall be reduced by the United States Federal Reserve
reserve requirements then applicable to the Bank with respect to such Account.
The Account Available Balance of an Account shall be zero on the date
immediately preceding the first date on which an entry, consisting of either a
Chargeable Credit or Chargeable Debit, is first made to such Account hereunder.
2. "ACCESS" shall mean any on-line communication system provided by the
Bank hereunder whereby either the receiver of such communication is able to
verify by codes or otherwise with a reasonable degree of certainty the identity
of the sender of such communication, or the sender is required to provide a
password or other identification code.
3. "Authorized Person" shall mean either (A) any person duly authorized
by corporate resolutions of the board of directors of a Fund to give Oral and/or
Written Instructions on behalf of such Fund, such persons to be designated in a
certificate, substantially in the form of Exhibit A, which contains a specimen
signature of such person, or (B) any person sending or transmitting any
instruction or direction through ACCESS.
4. "Business Day" shall mean any day on which the Federal Reserve Bank
of New York is open for business, except for any such day on which the Bank is
required by law or regulation to be closed, or elects to be closed.
5. "Calendar Month Earnings Credit" shall mean with respect to an
Account for any calendar month the dollar amount, whether positive or negative,
equal to the sum of the Gross Calendar Month Earnings Credit with respect to
such Account for such calendar month and the Monthly Overdraft Charges with
respect to such Account for such calendar month.
6. "Chargeable Credits" shall mean with respect to an Account for any
given day during a calendar month a positive amount of dollars equal to the sum,
if any, of (A) the aggregate dollar amount of Federal Funds credited to such
Account by the Bank in accordance with the then applicable availability schedule
of the Federal Reserve Bank of New York, and (B) the aggregate dollar amount of
Bank internal transfers of Federal Funds to such Account.
7. "Chargeable Debits" shall mean with respect to an Account for any
given day during a calendar month a negative dollar amount equal to the sum, if
any, of (A) the aggregate dollar amount of Federal Funds relating to such
Account charged against the Bank by the Federal Reserve Bank of New York on or
as of such day, and (B) the aggregate dollar amount of drafts drawn on such
Account which are deposited in the Bank by customers of the Bank on such day, or
Bank internal transfers from, or charges to, such Account.
8. "Daily Earnings" shall mean with respect to an Account for any day
during a calendar month a positive dollar amount equal to the product of (A) the
positive Account Available Balance, if any, of such Account for such day,
multiplied by (B) the Daily Earnings Rate for such day. The Daily Earnings with
respect to an Account for any day during a calendar month on which the Account
Available Balance of such Account is negative shall be zero.
9. "Daily Earnings Rate' shall mean for any day during a calendar month
one three hundred and sixty-fifth of the 91 day U.S. Treasury Bill discount rate
of the Monday auction first preceding such day (whether or not such day is a
Monday,
<PAGE>
-2-
and whether or not such Monday auction was in the immediately prior month), as
such Monday auction 91 day U.S. Treasury Bill discount rate is reported in The
Wall Street Journal.
10. "Daily Overdraft Charges" shall mean with respect to an Account for
any day during any calendar month a negative dollar amount equal to the product,
if any, of (A) the negative Account Available Balances, if any, with respect to
such Account for such day during such calendar month, multiplied by (B) the
Overdraft Rate.
11. "Federal Funds" shall mean immediately available same day funds.
12. "Gross Calendar Month Earnings Credit" shall mean with respect to
an Account for any calendar month a positive dollar amount equal to the
aggregate sum of the Daily Earnings of such Account for such calendar month.
13. "Monthly Overdraft Charges" shall mean with respect to an Account
for any calendar month a negative dollar amount equal to the aggregate sum of
the Daily Overdraft Charges with respect to such Account for such calendar month
which have not been previously paid to the Bank by the Fund to which such
Account relates.
14. "Oral Instructions" shall mean verbal instructions actually
received by the Bank from an Authorized Person or from a person reasonably
believed by the Bank to be an Authorized Person.
15. "Overdraft Rate" shall mean with respect to an Account for any
calendar day during any calendar month a rate equal to one three hundred and
sixtieth of the sum of (A) one-half percent, and (B) the greater of (i) the
prime commercial lending rate of The Bank of New York, as publicly announced to
be in effect from time to time, in effect on such calendar day, and (ii) 6%.
16. "Shares" shall mean all or any part of each class of the shares of
capital stock, beneficial interest, or limited partnership interest of a Fund,
as the case may be, which are authorized and/or issued from time to time.
17. "Shareholder" shall mean any record holder of any Shares, as
identified to the Bank from time to time pursuant to this Agreement.
18. "Written Instructions" shall mean written instructions actually
received by the Bank from an Authorized Person or from a person reasonably
believed by the Bank to be an Authorized Person by letter, memorandum, telegram,
cable, telex, telecopy facsimile or through ACCESS.
ARTICLE II
APPOINTMENT OF
BANK REPRESENTATIONS AND WARRANTIES
1. Appointment: Establishment of Accounts. Each Fund hereby appoints
the Bank as its agent for the term of this Agreement to perform the cash
management services set forth herein and in Schedules I and II attached hereto
and made a part hereof (as such Schedules may be amended or supplemented from
time to time by mutual agreement). The Bank hereby accepts appointment as such
agent for each appointing Fund and agrees to establish and maintain one or more
separate accounts with respect to each Fund (each, an "Account"; collectively,
the "Accounts") in order to receive and disburse money for the purposes set
forth in this Agreement.
2. Representations and Warranties. Each Fund hereby represents and
warrants only as to itself, and not jointly, to the Bank, which representations
and warranties shall be deemed to be continuing and to be reaffirmed upon
delivery to the Bank of any Oral or Written Instructions, that;
(a) It is duly organized and existing under the laws of the
jurisdiction of its organization, with full power to carry on its business as
now conducted, to enter into this Agreement and to perform its obligations
hereunder;
(b) This Agreement has been duly authorized, executed and delivered by
the Fund in accordance with all requisite corporate action and constitutes a
valid and legally binding obligation of the Fund enforceable in accordance with
its terms, except to the extent such enforcement may be limited by general
equity principles or bankruptcy principles; and
(c) It is conducting its business in compliance with all applicable
laws and regulations, both state and federal, and has obtained all regulatory
licenses, approvals and consents necessary to carry on its business as now
conducted; there is no statute, regulation, rule, order or judgment binding on
it and no provision of its charter or by-laws, nor of any mortgage,
<PAGE>
-3-
indenture, credit agreement or other contract binding on it or affecting its
property which would prohibit its execution or performance of this Agreement.
3. Board Resolutions. Each Fund shall provide the Bank with a
certified copy of a resolution of the board of directors of such Fund appointing
the Bank as its agent to act hereunder and providing for the creation of such
Fund's Account and the execution by such Fund of this Agreement, it being
understood that receipt of the same by the Bank shall be a condition precedent
to the Bank's establishing an Account for such Fund.
ARTICLE III
CASH MANAGEMENT SERVICES
1. Receipt of Money. The Bank shall receive money for credit to
an Account only:
(i) by personal presentment of drafts by a Fund, but not by a
Shareholder of such Fund, at the branch or branches in
Manhattan identified from time to time by the Bank to such
Fund, provided such presentment is in accordance with the time
frames specified by the Bank to such Fund;
(ii) by wire transfer to an account maintained at the Federal
Reserve Bank of New York as identified in writing by the Bank
to a Fund;
(iii) by transfer to an account identified in writing by the Bank to
a Fund through the New York Automated Clearing House;
(iv) by transfer from another Account maintained by such Fund with
the Bank under this Agreement;
(v) by transfer from another account maintained by such Fund
with the Bank, including such Fund's custodian account under
its Custody Agreement with the Bank as Custodian; and
(vi) by transfer from any other account maintained with the Bank.
All money received by the Bank shall be credited upon receipt, but subject to
final payment and receipt by the Bank of immediately available funds, and
receipt by the Bank of such forms, documents and information as are required by
the Bank from time to time and received in the appropriate time frames. The Bank
shall be entitled to reverse any credits previously made to a Fund's Account
where money is not finally collected or where a credit to such Fund's Account
was in error.
2. Disbursement of Money. The Bank shall disburse money credited
to a Fund's Account only:
(i) pursuant to Written Instructions of such Fund transmitted
through ACCESS (except as otherwise provided in Article V,
Section 7 hereof), to transfer funds as directed by such Fund
(including transfers through the Federal Reserve Bank of New
York transfer wire and the New York Automated Clearing House);
(ii) in payment of drafts drawn by such Fund or its agent on such
Account; and
(iii) in payment of charges to such Account representing amounts
payable to the Bank, and chargeable against such Account, as
provided in this Agreement.
The Bank shall be required to disburse money in accordance with the foregoing
only insofar as such money is immediately available and on deposit with the
Bank. All instructions directing the disbursement of money credited to an
Account under this Agreement (whether through ACCESS or by Oral Instructions
pursuant to Article V hereof) must identify an account to which such money shall
be transferred, and include all other information reasonably required by the
Bank from time to time. It is understood and agreed that with respect to any
such instructions, when instructed to credit or pay a party by both name and a
unique numeric or alpha-numeric identifier (e.g., ABA number or account number),
the Bank and any other financial institution participating in the funds transfer
may rely solely on the unique identifier, even if it identifies a party
different than the party named. Such reliance on a unique identifier shall apply
to beneficiaries named in such instructions as well as any financial
institution which is designated in such instruction to act as an intermediary
in a funds transfer.
3. Redemption Draft's Shareholder Information. (a) Each Fund shall be
entitled to supply its Shareholders with redemption drafts, but only in a form
and substance agreed to by the Bank. The Bank agrees to give each Fund
sixty (60) days
<PAGE>
-4-
prior notice of any changes to the form or substance of redemption drafts
required by the Bank, provided that if such change is required by applicable
rules or procedures of the Federal Reserve or any clearinghouse through which
such drafts may be presented, the Bank may as promptly as practicable give such
notice which may be less than sixty (60) days.
(b) Each Fund will promptly furnish to the Bank (i) the name, mailing
address and telephone number of each Shareholder of such Fund, and (ii) specimen
signatures for all individuals authorized to draw redemption drafts (whether on
their own behalf or on behalf of third parties). Each Fund will promptly advise
the Bank of individuals no longer authorized to draw redemption drafts.
4. Redemption Draft Returns. A Fund may give the Bank Oral or Written
Instructions from time to time to return unpaid redemption drafts of the Fund to
the presenting financial institution for any reason, and the Bank shall use
reasonable efforts to comply with such Oral or Written Instructions provided
that any such compliance would not prejudice or impair any rights or privileges
of the Bank under prevailing draft return procedures and would not be contrary
to prevailing industry rules, procedures, customs or practices. Notwithstanding
the foregoing, or any other provision in this Agreement or the Schedules hereto,
the Bank (i) may return redemption drafts with unauthorized or missing
signatures to the presenting financial institution in accordance with prevailing
banking industry draft return procedures, and (ii) shall have no obligation to
request Oral or Written Instructions from a Fund with respect to any redemption
drafts.
ARTICLE IV
OVERDRAFTS OR INDEBTEDNESS
If the Bank in its sole discretion advances funds, or if there shall
arise for whatever reason an overdraft or other indebtedness in connection with
any Account, such advancement of funds or overdraft with respect to such Account
shall be deemed a loan made by the Bank to the Fund to which the Account relates
payable on demand, and bearing interest from the date incurred at the Overdraft
Rate, such Overdraft Rate to be adjusted on the effective date of any change in
the prime commercial lending rate constituting a part thereof. Each Fund hereby
agrees with respect to its Account(s) and any such advancement of funds or
overdraft that the Bank shall have a continuing lien and security interest in
and to any property at any time held by it for the benefit of the Fund either
hereunder or under such Fund's Custody Agreement with the Bank, or in which the
Fund may have an interest which is then in the Bank's possession or control or
in possession or control of any third party acting in the Bank's behalf,
including in its behalf as Custodian under the Fund's Custody Agreement with the
Bank. Each Fund authorizes the Bank, in its sole discretion, at any time to
charge any such overdraft or indebtedness together with interest due thereon at
the Overdraft Rate against any balance of accounts standing to the Fund's credit
on the books of the Bank, including those books maintained by the Bank in its
capacity as Custodian for the Fund under its Custody Agreement with the Fund. In
addition, each Fund hereby covenants that on each Business Day on which either
it intends to enter a reverse repurchase agreement and/or otherwise borrow from
a third party, or which next succeeds a Business Day on which at the close of
business the Fund had outstanding a reverse repurchase agreement or such a
borrowing, it shall prior to 9:00 a.m. (New York City time) advise the Bank, in
writing, of each such borrowing, shall specify the portfolio or series to which
the same relates, and shall not incur any indebtedness not so specified other
than from the Bank.
ARTICLE V
ACCESS: CALL-BACK SECURITY PROCEDURE
1. Services Generally. Each Fund shall be permitted to utilize ACCESS
to obtain direct on-line access to its Accounts. ACCESS shall permit each Fund
at the times mutually agreed upon by the Bank and such Fund to receive reports,
make inquiries, instruct the Bank to disburse money in accordance with Article
III, and perform such other functions as are more fully set forth in Schedule I
hereto.
2. Permitted Use: Proprietary Information. (a) Each Fund shall use
ACCESS and the services available thereby only for its own internal and proper
business purposes and shall not sell, lease or otherwise provide, directly or
indirectly, ACCESS or any of such services or any portion thereof to any other
person or entity. Each Fund shall obtain and maintain at its own cost and
expense all equipment and services, including but not limited to communications
services, necessary for it to utilize ACCESS and receive the services thereby,
and the Bank shall not be responsible for the reliability or availability of any
such equipment or any services used in connection with ACCESS.
(b) Each Fund acknowledges that all data bases made available as part
of, or through ACCESS, and any proprietary data, processes, information and
documentation (other than any such which are or become part of the public domain
or are legally required to be made available to the public) (collectively, the
"Information"), are the exclusive and confidential property of the Bank. Each
Fund shall keep the Information confidential by using the same care and
discretion that each Fund
<PAGE>
-5-
uses with respect to its own confidential property and trade secrets, and shall
neither make nor permit any disclosure without the express prior written consent
of the Bank.
(c) Upon termination of this Agreement for any reason, each Fund shall
return to the Bank any and all copies of the Information which are in such
Fund's possession or under its control, or distributed to third parties. The
provisions of this Article shall not affect the copyright status of any of the
Information, which may be copyrighted and shall apply to all Information whether
or not copyrighted.
3. Modification. The Bank reserves the right to modify ACCESS from time
to time without notice to any Fund. Each Fund agrees not to modify or attempt to
modify ACCESS without the Bank's prior written consent. Each Fund acknowledges
that ACCESS is the property of the Bank and, accordingly, each Fund agrees that
any modifications to ACCESS, whether by such Fund or the Bank and whether with
or without the Bank's consent, shall become the property of the Bank.
4. No Representations or Warranties. Neither the Bank nor any
manufacturers or suppliers it utilizes or any Fund utilizes in obtaining ACCESS
makes any warranties or representations, express or implied, in fact or in law,
including but not limited to warranties of merchantability and fitness for a
particular purpose.
5. Security Reliance; Unauthorized Use. Each Fund will, and will cause
all persons utilizing ACCESS to, treat the user and authorization codes,
passwords and authentication keys applicable to ACCESS with extreme care. The
Bank is hereby irrevocably authorized to act in accordance with and rely on
Written Instructions received by it through ACCESS. Each Fund acknowledges that
it is its sole responsibility to assure that only authorized persons use ACCESS
and that the Bank shall not be responsible nor liable for any unauthorized use
thereof.
6. Limitations of Liability. (a) Except as otherwise specifically
provided in Section 6(b) below, the Bank shall have no liability for any losses,
damages, injuries, claims, costs or expenses of a Fund arising out of or in
connection with any failure, malfunction or other problem relating to any Fund's
use of ACCESS, except for money damages suffered as the direct result of the
negligence of the Bank in an amount not exceeding, in the aggregate for all
such losses, damages, injuries, claims, costs and expenses of a Fund arising
during any month, the total charges paid by such Fund to the Bank for ACCESS and
services hereunder which caused such loss, damage, injury, claim, cost or
expense during the 12 months preceding the month in question, or such lesser
number of months as a Fund has used ACCESS if such Fund has not received 12
months use of ACCESS; provided however, that the Bank shall have no liability
under this Section 6(a) if a Fund fails to comply with the provisions of Section
6(d).
(b) The Bank's liability for its negligence in executing or failing to
execute a Fund's Written Instructions received through ACCESS shall be only with
respect to a transfer of funds which is not made in accordance with such Written
Instructions after such instructions have been duly acknowledged by the Bank,
and shall be contingent upon the Fund complying with the provisions of Section
6(d) below, and shall be limited to (i) restoration of the principal amount
mistransferred, if and to the extent that the Bank would be required to make
such restoration under applicable law, and (ii) the lesser of (A) a Fund's
actual pecuniary loss incurred by reason of its loss of use of the
mistransferred funds or the funds which were not transferred, as the case may
be, or (B) compensation for the loss of the use of the mistransferred funds or
the funds which were not transferred, as the case may be, at a rate per annum
equal to the average federal funds rate as computed from the Federal Reserve
Bank of New York's daily determination of the effective rate for federal funds
for the period during which a Fund has lost use of such funds. In no event shall
the Bank have any liability for failing to execute Written Instructions for the
transfer of funds which are received by it through ACCESS other than through
the applicable transfer module for the particular instructions.
(c) Without limiting the generality of the foregoing, it is hereby
agreed that in no event shall the Bank or any manufacturer or supplier of its
computer equipment, software or services be responsible for any special,
indirect, incidental or consequential damages which a Fund may incur arising out
of or in connection with ACCESS or the services provided thereby, even if the
Bank or such manufacturer or supplier has been advised of the possibility of
such damages and regardless of the form of action.
(d) Each Fund shall notify the Bank of any errors, omissions or
interruptions in, or delay or unavailability of, ACCESS as promptly as
practicable, and in any event within one Business Day after the earliest of (i)
discovery thereof, (ii) the date discovery should have occurred through the
exercise of reasonable care, and (iii) in the case of any error, the date of the
earliest notice to such Fund which reflects such error.
7. Funds Transfer Back-Up Procedure. (a) In the event ACCESS is
inoperable and a Fund is unable to utilize ACCESS for the transmission of
Written Instructions to the Bank to transfer funds, the Fund may give Oral
Instructions
<PAGE>
-6-
regarding funds transfers, it being expressly understood and agreed that the
Bank's acting pursuant to such Oral Instructions shall be contingent upon the
Bank's verification of the authenticity thereof pursuant to the Call-Back
Security Procedure set forth on Schedule III hereto (the "Procedure"). In this
regard, each Fund shall deliver to the Bank a Funds Transfer Telephone
Instruction Authorization in the form of Schedule III-A hereto, identifying the
individuals authorized to deliver and/or confirm all such Oral Instructions.
Each Fund understands and agrees that the Procedure is intended to determine
whether Oral Instructions received pursuant to this Section are authorized but
are not intended to detect any errors contained in such instructions. Each Fund
hereby accepts the Procedure and confirms its belief that the Procedure is
commercially reasonable.
(b) The Bank shall have no liability whatsoever for any funds transfer
executed in accordance with Oral Instructions delivered and confirmed pursuant
to this Section 7 and Schedule III hereto. The Banks liability for its
negligence in executing or failing to execute any such Oral Instructions shall
be determined by reference to Section 6(b) of this Article.
(c) The Bank reserves the right to suspend acceptance of Oral
Instructions pursuant to this Section 7 if conditions exist which the Bank, in
its sole discretion, believes have created an unacceptable security risk.
ARTICLE VI
CONCERNING THE BANK
1. Standard of Care: Presentment of Care. Except as otherwise provided
herein, the Bank shall not be liable for any costs, expenses, damages,
liabilities or claims (including attorney's fees) incurred by a Fund, except
those costs, expenses, damages, liabilities or claims arising out of the Banks
own negligence, bad faith or willful misconduct. Notwithstanding the foregoing
or anything contained in the Schedules hereto, the Bank shall not be liable for
any loss or damage, including attorney's fees, resulting from the Bank paying
any redemption draft containing a forged drawer signature, unless such loss or
damage arises out of the Bank's gross negligence, bad faith or willful
misconduct. All claims against the Bank hereunder shall be made by the
respective Fund as promptly as practicable, and in any event within 6 months
from the date of the action or inaction on which such claim is based, and shall
include documentation evidencing such claim and loss.
2. No Liability. The Bank shall have no obligation hereunder for costs,
expenses, damages, liabilities or claims, including attorney's fees, which are
sustained or incurred by reason of any action or inaction by the Federal Reserve
wire transfer system or the New York Automated Clearing House. In no event shall
the Bank be liable to any Fund or any third party for special, indirect or
consequential damages, or lost profits or loss of business, arising under or in
connection with this Agreement, even if previously informed of the possibility
of such damages and regardless of the form of action.
3. Indemnification. Each Fund shall indemnify and exonerate, save and
hold harmless, the Bank from and against any and all costs, expenses, damages,
liabilities or claims, including reasonable attorneys fees and expenses, which
the Bank may sustain or incur or which may be asserted against the Bank by
reason of or as a result of any action taken or omitted by the Bank in
connection with its performance under this Agreement, except those costs,
expenses, damages, liabilities or claims arising out of the Bank's own
negligence, bad faith or willful misconduct. This indemnity shall be a
continuing obligation of each Fund notwithstanding the termination of this
Agreement, or any Account, with respect to a Fund.
4. No Obligation to Inquire. Without limiting the generality of the
foregoing, the Bank shall in no event be under any obligation to inquire into,
and shall not be liable for:
(a) the due authority of any Authorized Person acting on behalf of a
Fund in connection with this Agreement;
(b) The genuineness of any drawer signature on any draft deposited in
any Account, or whether such signature is a forgery, other than the signature of
the drawer of any draft drawn on the Bank;
(c) the existence or genuineness of any endorsement or any marking
purporting to be an endorsement on any draft deposited in any Account, or
whether such endorsement or marking is a forgery, it being expressly understood
that all risks associated with the acceptance by the Bank of any draft payable
to a payee other than a Fund for deposit in any Account pursuant to Oral or
Written Instructions by the Fund shall be borne by such Fund.
(d) any discrepancy between the pre-printed investment stub (other than
a substitute stub created by the Bank) and the payee either named on a draft or
written on the face thereof, provided the Bank has acted in accordance with the
investment stub;
<PAGE>
-7-
(e) any discrepancy between the written amount for which any draft is
drawn and the Magnetic Inscription Character Recognition ("MICR") code inscribed
thereon by any bank other than the Bank on any draft presented, provided the
Bank has acted in accordance with the MICR code;
(f) any disbursement directed by any Fund, regardless of the purpose
therefor;
(g) any determination of the Share balance of any Shareholder whose
name is signed on any redemption draft;
(h) any determination of length of time any Shares have been owned by
any Shareholder or the method of payment utilized to purchase such Shares by
such Shareholder,
(i) any claims, liens, attachments, stays or stop orders with respect
to any Shares, proceeds, or money, other than a stop payment placed by a Fund on
a draft drawn by such Fund on its Account;
(j) the propriety and/or legality of any transaction in any Account;
(k) the lack of authority of any person signing as a drawer of a draft
provided such person and his specimen signature is specified in the certificate
of authorized signatures last received by the Bank; or
(1) whether any redemption drafts equals or exceeds any minimum amount.
5. Reliance upon Instructions. The Bank shall be entitled to rely upon
any Written or Oral Instructions received by the Bank. Each Fund agrees to
forward to the Bank Written Instructions confirming Oral Instructions in such
manner so that such Written Instructions are received by the Bank by the dose of
business of the same day that such Oral Instructions are given to the Bank. Each
Fund agrees that the fact that such confirming Written Instructions are not
timely received or that contrary Written Instructions are received by the Bank
shall in no way affect the validity or enforceability of the transactions
previously authorized.
6. Force Majeur. The Bank shall not be responsible or liable for any
failure or delay in the performance of its obligations under this Agreement
arising out of or caused, directly or indirectly, by circumstances beyond its
control, including acts of God; earthquakes; fires; floods; wars; civil or
military disturbances; sabotage; epidemics; riots; interruptions, loss or
malfunctions of utilities, computers (hardware or software), transportation, or
communications; service; mechanical breakdowns, interruption or loss of ACCESS
(except as otherwise provided in Section 7 of Article V); accidents; acts of
civil or military authority; governmental actions; labor disputes; or inability
to obtain labor, material, equipment or transportation.
7. No Implied Duties: Performance According To Applicable Law. The Bank
shall have no duties or responsibilities except such duties and responsibilities
as are specifically set forth in this Agreement and Schedules I and II hereto,
and no covenant or obligation shall be implied in this Agreement against the
Bank. The Bank's duties and responsibilities hereunder shall be performed in
accordance with applicable laws, regulations and rules, including but not
limited to Federal Reserve Regulation CC and the Operating Rules of the New York
Automated Clearing House, and the Bank shall have no obligation to take actions
which in the reasonable opinion of the Bank are either inconsistent with, or
prejudice or impair the Bank's rights under, any such laws, regulations and
rules.
8. Requests for Instructions. At any time the Bank may apply to an
officer of a Fund for Oral or Written Instructions with respect to any matter
arising in connection with the Bank's duties and obligations with respect to an
Account of such Fund, and the Bank shall not be liable for any action taken or
permitted by it in good faith in accordance with such Oral or Written
Instructions. Such application for Oral or Written Instructions may, at the
option of the Bank, set forth in writing any action proposed to be taken or
omitted by the Bank with respect to its duties or obligations under this
Agreement and the date on and/or after which such action shall be taken, and the
Bank shall not be liable for any action taken or omitted in accordance with a
proposal included in any such application on or after the date specified therein
(which shall be at least 5 days after the date of such Fund's receipt of such
application) unless, prior to taking or omitting any such action, the Bank has
received Oral or Written Instructions in response to such application specifying
the action to be taken or omitted. the Bank may apply for and obtain the advice
and opinion of counsel to each Fund or of its own counsel, at the expense of a
Fund, and shall be fully protected with respect to anything done or omitted by
it in good faith in conformity with such advice or opinion.
9. Delegation of Duties. The Bank may delegate any of its duties and
obligations hereunder to any delegee and may employ agents or
attorneys-in-fact; provided however, that no such delegation or employment by
the Bank shall discharge the Bank from its obligations hereunder. The Bank shall
have no liability or responsibility whatsoever if any delegate, agent or
<PAGE>
-8-
attorney-in-fact shall have been selected or approved by a Fund. Notwithstanding
the foregoing, nothing contained in this paragraph shall obligate the Bank to
effect any delegation or to employ any agent or attorney-in-fact.
10. Fees: Invoices. (a) For its services hereunder, each Fund agrees
to pay the Bank (i) its out-of-pocket expenses, (ii) the monthly fees and
compensation set forth on Schedules I and II attached hereto, and (iii) any
negative Calendar Month Earnings Credits, and such other amounts as may be
mutually agreed upon from time to time. The Bank shall provide each Fund with a
monthly activity analysis detailing service volumes, and including average
Account Available Balances and average ledger balances, and all fees owing for
such month.
(b) The Bank shall submit periodic invoices specifying the amount of
all out-of-pocket expenses, fees, compensation and negative Calendar Month
Earnings Credits then due hereunder. 'Me Bank may, and is hereby authorized by
each Fund, to charge such amounts to the appropriate Funds Account(s), but only
if such amounts remain unpaid for fifteen (15) days after the end of the period
to which such amounts relate.
11. Application of Calendar Month Earnings Credits. (a) Any positive
Calendar Month Earnings Credit for a calendar month shall be applied only as
follows and only in the specified order:
(i) First applied against such compensation, fees, but not
out-of-pocket expenses, payable by such Fund to the Bank under
this Agreement for such month; and
(ii) Second, applied against such compensation, fees, and negative
Calendar Month Earnings Credits, but not out-of-pocket
expenses, payable by such Fund to the Bank under this
Agreement for any subsequent month in the same calendar year.
(b) Except as provided above, in no event may any Calendar Month
Earnings Credit be applied to any month other than the month in which it was
earned. Calendar Month Earnings Credits may not be transferred to, or utilized
by, any other Fund, person or entity. The portion, if any, of any Calendar Month
Earnings Credit not used by a Fund may be carried, but only forward; provided,
however, that in no event may any Calendar Month Earnings Credit, including
those earned during the fourth calendar quarter, be carried beyond the end of
the calendar year in which earned.
ARTICLE VII
TERMINATION
1. Prior Notice. This Agreement may be terminated by either the Bank
giving to any Fund, or any Fund giving to the Bank, a notice in writing
specifying the date of such termination, which date shall be not less than 90
days after the date of the giving of such notice. Notwithstanding the foregoing,
the Bank reserves the right to terminate this Agreement at any time upon 30 days
prior written notice if any of the conditions precedent set forth in Article II,
paragraph 3 are unfulfilled.
2. Obligations upon Termination. Upon any termination, the Bank's sole
obligations, which shall arise only after, and not before, each Fund which is
the subject of such termination has paid to the Bank all out-of-pocket expenses,
fees, compensation, negative Calendar Month Earnings Credits and other amounts
owed by such Fund to the Bank, shall be (i) to deliver to such Fund such
records, if any, as may be owned by such Fund, in the form and manner kept by
the Bank on such date of termination, and (H) to pay any funds held hereunder
for such Fund to such Fund.
ARTICLE VIII
MISCELLANEOUS
1. Certificates of Authorized Person. Each Fund agrees to furnish to
the Bank a new certificate of Authorized Persons in the event that any present
Authorized Person of such Fund ceases to be an Authorized Person or in the event
that any other Authorized Persons are appointed and authorized. Until such new
certificate is received, the Bank shall be fully protected in acting under the
provisions of this Agreement upon Oral or Written Instructions or signatures of
the present Authorized Persons as set forth in the last delivered certificate.
2. Notices. (a) Any notice or other instrument in writing, authorized
or required by this Agreement to be given to the Bank, shall be sufficiently
given if addressed to the Bank and received by it at its offices at 110
Washington Street, 15th Floor, New York, New York 10286, Attention: Division
Manager - Mutual Funds, or at such other place as the Bank may from time to time
designate in writing.
<PAGE>
-9-
(b) Any notice or other instrument in writing, authorized or required
by this Agreement to be given to a Fund shall be sufficiently given if addressed
to a1und and received by it at c/o BNY Hamilton Distributors, Inc., 156 W. 56th
Street, New York, New York 10019, Attention: Mr. Richard Fabietti, or at such
other place as such Fund may from time to time designate in writing.
3. Cumulative Rights and No Waiver. Each and every right granted to the
Bank hereunder or under any other document delivered hereunder or in connection
herewith, or allowed it by law or equity, shall be cumulative and may be
exercised from time to time. No failure on the part of the Bank to exercise, and
no delay in exercising, any right will operate as a waiver thereof, nor will any
single or partial exercise by the Bank of any right preclude any other or future
exercise thereof or the exercise of any other right.
4. Severability. In case any provision in or obligation under this
Agreement shall be invalid, illegal or unenforceable in any jurisdiction, the
validity, legality and enforceability of the remaining provisions or obligations
shall not in any way be affected or impaired thereby, and if any provision is
inapplicable to any person or circumstances, it shall nevertheless remain
applicable to all other persons and circumstances.
5. Amendments. This Agreement may not be amended or modified in any
manner except by a written agreement executed by the Bank and each Fund to be
bound thereby, and, except in the case of an amendment to Schedules I and II
hereto, authorized or approved by a resolution of each Fund's board of
directors.
6. Headings. The headings in this Agreement are inserted for
convenience and identification only and are in no way intended to describe,
interpret, define or limit the scope, extent or intent of this Agreement or any
provisions hereof.
7. Applicable Law; Consent to Jurisdiction: July Trial Waiver. This
Agreement shall be construed in accordance with the laws of the State of New
York without giving effect to conflict of law principles thereof. Each party
hereby consents to the jurisdiction of a state or federal court situated in New
York City, New York in connection with any dispute arising hereunder and hereby
waives its right to trial by jury.
8. No Third the Party Beneficiaries. The provisions of this Agreement
are intended to benefit only the Bank and each Fund and their respective
permitted successors and assigns, and no right shall be granted to any other
person by virtue of this Agreement.
9. Successors and Assigns. This Agreement shall extend to and shall be
binding upon the parties hereto, and their respective successors and assigns;
provided, however, that this Agreement shall not be assignable by any Fund
without the written consent of the Bank and authorized or approved by a
resolution of such Fund's board of directors.
10. Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall be deemed to be an original, but such
counterparts shall, together, constitute only one instrument.
11. Several Obligations. The parties acknowledge that the obligations
of the Funds are several and not joint, that a Fund shall be liable for any
amount owing by another Fund and that the Funds have executed one instrument for
convenience only.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by their respective corporate officers, thereunto duly authorized, as
of the day and year first above written
By: /s/
----------------------------------------
on behalf of each Fund identified
on Schedule A attached hereto
THE BANK OF NEW YORK
By: /s/
----------------------------------------
Title: VP
<PAGE>
SCHEDULE A
Name of Fund
- ------------
BNY Hamilton Money Fund
BNY Hamilton Intermediate Government Fund
BNY Hamilton Intermediate New York Tax-Exempt Fund
BNY Hamilton Equity Income Fund
<PAGE>
EXHIBIT A
I, __________________ of _________________ (the "Fund"), a ___________
corporation do hereby certify that:
The following individuals have been duly authorized by the Board of
Directors of the Fund in conformity with the Fund's Articles of Incorporation
and By-Laws to give Oral Instructions and Written Instructions on behalf of the
Fund, for purposes of the Fund's Cash Management and Related Services Agreement,
and the signatures set forth opposite their respective names are their true and
correct signatures.
Name Signature
- ----------------------------------- -----------------------------------
- ----------------------------------- -----------------------------------
- ----------------------------------- -----------------------------------
- ----------------------------------- -----------------------------------
- ----------------------------------- -----------------------------------
-----------------------------------
[Title of Officer]
<PAGE>
4/6/92
CASH MANAGEMENT FEE SCHEDULE
CHECKING ACCOUNT SERVICES FEE COMMENTS
- ------------------------- --- --------
Monthly Maintenance $ 50.00 Checking Account
Deposit Ticket 1.10 Cash Letter/Deposit
Deposit Item .15 Uncoded Cash Letter Item
Deposited Item Returned OCR 7.00 e.g. Cash Letter; OCR
Deposited Item Returned Other 10.00
Re-Deposit of Return Items 1.00
Dup Advice for Return Items 2.00
Check .17
Returned Check 15.00 Dram on BNY
Certified Check 10.00
Stop Payment 20.00 Written/Oral
Internal Debit .50
Internal Credit .50
Special Statement Handling - Dups 7.50 Special Cutoff e.g.
- Special Cutoff 20.00 Weekly and/or Duplicate
Excessive Encoded Rejects .25
??? Name/Check Copy 7.50
??? Item Photocopy 7.50
FDIC Insurance per FDIC schedule Based on Avg. Monthly
Ledger Bal (Current rate is
.195%)
Check Microfilm Copy (Each) 7.50
Foreign Collection Item (debit
from principal) 50.00 e.g. Drawn on Foreign Bank;
Domestic Note
Foreign Return Check 25.00 Over and above Collection
Item Charge
Microfilm (Reel or Cassette) 25.00 Paid checks; reports, etc.
Microfiche 5.00 Lock Box/reports, etc.
Data Transmission 25.00 Redemption Checks; Paid
Checks; OCR Detail; ACH
Files, etc.
SHAREHOLDER CHECK CLEARING SERVICES
- -----------------------------------
OCR Lock Box Processing
- -----------------------
- - Monthly Maintenance 125.00 Each Post Office Box
- - Lockbox Item .50
- - Special Handling .25 Substitute Remittance
Document and/or Multiple
Items
- - Hardcopy Reports 420.00 Monthly charge
<PAGE>
ACH Processing
- --------------
Monthly Maintenance 125.00 Per Family of Funds
Debit/Credit Transaction .10 Incoming and/or outgoing
via Automated Clearing
House (Fed charges are
out-of-pocket expenses
Originating 2,501-10,000/mo .08
Returned Debit/Credit 15.00 1 - 15
8.00 16 - 30
4.00 31 and over
REDEMPTION CHECK PROESSING
- --------------------------
- - Check Item .18 Without Signature
Verification
- - Tel Notification of Pd.Ck. 250.00/mo
Totals
- - Check Item .50 Includes Signature
Verification, Pulls on
Customer Instruction and
File Maintenance
- - Microfilm (Reel or Cassette) 25.00
- - Fine Sort .03 Each Check
- - Return check 15.00
- - Return Check under Min. 15.00
- - Forgery Coverage 500.00 Per Fund
.05 Per Check Paid
MONEY TRANSFERS
- ---------------
Automated Outgoing Fed Funds/CHIPS
- - FAST Process 6.50
- - Operator Intervention 8.00
Automated Book to Book
- - FAST Process 6.00
- - Operator Intervention 9.00
-2-
<PAGE>
Incoming Fed Funds/CHIPS
- - FAST Process 4.00 Current Fed Charges are
- - Operator Intervention out-of-pocket expenses.
(for Fund A/C's) 7.50
For Omnibus Accounts 5.50
- - Manual Inquires 50.00
Telephone Advice 5.00 Notify recipient for
outgoing wire. Notify sender
for incoming wire. Upon
request only.
ACCOUNT RECONCILIATION SERVICES
- -------------------------------
Controlled Disbursement 95.00/month Per Account
- -----------------------
Full Account Reconciliation
- ---------------------------
Monthly Maintenance 150.00/Acct. Assumes Mo. Cycle
Full ARP Paid Item with
Controlled Disbursement Includes Paid Check and
History
under 50,000 = .185
over 50,000 = .155
Full ARP Paid Item without Controlled
Disbursement Includes Paid Check and
History
under 50,000 = .205
over 50,000 = .175
Fine Sort .03
Partial Account Reconciliation
- ------------------------------
Monthly Maintenance 75.00/Acct. Assumes Mo. Cycle
Partial ARP Paid Item with
Controlled Disbursement Includes Paid Check and
History
under 50,000 = .175
over 50,000 = .145
Partial ARP Paid Item without Controlled Includes Paid Check and
Disbursement History
under 50,000 = .195
over 50,000 = .165
Fine Sort .03
Additional Tape Input 30.00 Optional
-3-
<PAGE>
Check Warehousing .01/check Maximum Three Years
- -----------------
DDA Zero Balance Service
- ------------------------
Monthly Maintenance 65.00
Internal Transfer .60
Paid Check .17 Without Full or Partial ARP
ELECTRONIC BANKING SERVICES
- ---------------------------
Balance Reporting Prior Day Information
- -----------------
Per Access 4.50
Per Summary/Detail Field .30
Time Critical Reports
- ---------------------
Dynamic Report Intra-Day Balance/Detail
- --------------
Per Access 3.00 Per Account
Per Item .25
Automatic Advice Same Day Wire Status
- ----------------
Per Month 167.00 Per Account
Per Item N.Y.C. = .75
Metropolitan N.Y. = .80
Eastern U.S.A. = 1.15
Western U.S.A. = 1.35
Mail Advice .50
Micro Cash Register
Software Maintenance
- --------------------
Micro Cash Register
Installation 400.00 Per Installation
Per Customer ID 50.00 Per Month
Item Status Report Same Day Wire Status
- ------------------
Per Month 50.00 Per Family of Funds
Direct Financial Link NO CHARGE
- ---------------------
Direct Customer Inquiry NO CHARGE
- -----------------------
ARP Inquiry
- -----------
Per month 75.00 Per Family of Funds
Stop Payment 6.00 On-line stops
Connect Time .375 Per minute
-4-
<PAGE>
EFT Inquiry (Totals)
- --------------------
Per month 75.00 Per Family of Funds
Connect Time .375 Per minute
Draft Check Inquiry (Totals)
- ----------------------------
Per month 75.00 Per Family of Funds
Connect Time .375 Per minute
Zero Balance Inquiry 75.00 Per Family of Funds
- -------------------- .375 Per Minute
Zero Balance Detail 75.00 Per Family of Funds
- ------------------- .375 Per Minute
Note: Out-of-pocket expenses resulting from the delivery of services, including
but not limited to, courier, stationary and supplies, research, Federal
Reserve surcharges, postage expenses, etc. will be charged in addition to
the above fees.
<PAGE>
ADMINISTRATION AGREEMENT
AGREEMENT made as of July , 1992, by and between BNY Hamilton Funds,
Inc., a corporation organized under the laws of Maryland (the "Corporation"),
and BNY Hamilton Distribu tors, Inc. a Delaware Corporation (the
"Administrator").
W I T N E S S E T H :
WHEREAS, the Corporation is an investment company registered under the
Investment Company Act of 1940, as amended (the "1940 Act");
WHEREAS, the Corporation intends to offer its shares in the series set
forth in Exhibit A hereto (each a "Series" and collectively the "Series");
WHEREAS, the Corporation desires to retain the Adminis trator to
provide administration services for the Series and the Administrator is willing
to provide such services, all as more fully set forth below;
NOW THEREFORE, in consideration of the mutual promises and agreements
contained herein, the parties hereby agree as follows:
1. Appointment.
The Corporation hereby appoints the Administrator as its agent for the
term of this Agreement to perform the ser vices described herein. The
Administrator hereby accepts such appointment and agrees to perform the duties
herein after set forth.
2. Representations and Warranties.
The Corporation hereby represents and warrants to the Administrator,
which representations and warranties shall be deemed to be continuing, that:
(a) It is duly organized and existing under the laws of the
jurisdiction of its organization, with full power to carry on its business as
now conducted, to enter into this Agreement and to perform its obligations
hereunder;
(b) This Agreement has been duly authorized, executed and delivered by
the Corporation in accordance with all requisite action and constitutes a valid
and legally binding obligation of the Corporation, enforceable in accordance
with its terms; and
<PAGE>
(c) It is conducting its business in compliance with all applicable
laws and regulations, both state and federal, and has obtained all regulatory
licenses, approvals and consents necessary to carry on its business as now con
ducted; there is no statute, regulation, rule, order or judgment binding on it
and no provision of its charter or by-laws, nor of any mortgage, indenture,
credit agreement or other contract binding on it or affecting its property which
would prohibit its execution or performance of this Agreement.
3. Delivery of Documents.
(a) The Corporation will promptly deliver to the Administrator a true
and correct copy of each of the follow ing documents as currently in effect and
will promptly deliver to it all future amendments and supplements thereto, if
any:
(i) The Corporation's articles of incorporation and all
amendments thereof (the "Charter");
(ii) The Corporation's bylaws (the "Bylaws");
(iii) Resolutions of the Corporation's board of directors (the
"Board") authorizing the execution, delivery and performance of this Agreement
by the Corporation;
(iv) The Corporation's registration statement most recently filed
with the Securities and Exchange Commission (the "SEC") relating to the shares
of the Corporation (the "Registration Statement");
(v) The Corporation's Notification of Registration under the
1940 Act on Form N-8A filed with the SEC; and
(vi) The Corporation's Prospectus and Statement of Additional
Information pertaining to each Series (collectively, the "Prospectus").
(b) The Charter shall be certified by the Maryland State Department of
Assessments and Taxation. Each copy of the Bylaws, Registration Statement and
Prospectus, and all amendments thereto, and copies of Board resolutions, shall
be certified by the Secretary or an Assistant Secretary of the Corporation.
(c) It shall be the sole responsibility of the Corpor ation to deliver
to the Administrator the currently effec tive Prospectus of each Series and the
Administrator shall not be deemed to have notice of any information contained in
-2-
<PAGE>
such Prospectus until it is actually received by the Administrator.
4. Duties and Obligations of the Administrator.
(a) Subject to the direction and control of the Corporation's Board and
the provisions of this Agreement, the Administrator shall provide to each Series
the adminis trative services set forth on Schedule I attached hereto.
(b) In performing hereunder, the Administrator shall provide, at its
expense, office space, facilities, equipment and personnel.
(c) The Administrator, in its role as administrator, shall not provide
any services relating to the management, investment advisory or sub-advisory
functions of any Series, distribution of shares of any Series or other services
normally performed by the Series' respective counsel or independent auditors.
(d) Upon receipt of a Series' prior written consent, the Administrator
may delegate any of its duties and obliga tions hereunder to any delegee or
agent whenever and on such terms and conditions as it deems necessary or
appropriate. The Administrator shall not be liable to any Series for any loss or
damage arising out of, or in connection with, the actions or omissions to act of
any delegee or agent utilized hereunder so long as the Administrator acts in
good faith and without gross negligence or wilful misconduct in the selection of
such delegee or agent.
(e) The Corporation shall cause its officers, advi sors, sponsor,
distributor, legal counsel, independent accountants and transfer agent to
cooperate with the Admin istrator and to provide the Administrator, upon
request, with such information, documents and advice relating to such Series as
is within the possession or knowledge of such persons, in order to enable the
Administrator to perform its duties hereunder. In connection with its duties
hereunder, the Administrator shall be entitled to rely, and shall be held
harmless by each Series when acting in reliance, upon the instructions, advice
or any documents relating to such Series provided to the Administrator by any of
the aforemen tioned persons. All fees or costs charged by such persons shall be
borne by the appropriate Series.
(f) Nothing in this Agreement shall limit or restrict the
Administrator, any affiliate of the Administrator or any officer or employee
thereof from acting as administrator for or with any third parties.
-3-
<PAGE>
(g) The Administrator shall have no duties or respons ibilities
whatsoever except such duties and responsibilities as are specifically set forth
in this Agreement and Schedule I hereto, and no covenant or obligation shall be
implied against the Administrator in connection with this Agreement.
(h) The Administrator is hereby authorized to contract with one or more
third parties for the provision of the administrative services set forth on
Schedule I hereto; provided that no assignment of responsibility will release
the Administrator from its primary responsibility for providing such services to
each Series.
5. Allocation of Expenses.
Except as otherwise provided herein, all costs and expenses arising or
incurred in connection with the perform ance of this Agreement shall be paid by
the appropriate Series, including but not limited to, organizational costs and
costs of maintaining corporate existence, taxes, inter est, brokerage fees and
commissions, insurance premiums, compensation and expenses of such Series'
directors, offi cers or employees, legal, accounting and audit expenses,
management, advisory, sub-advisory, administration and shareholder servicing
fees, charges of custodians, transfer and dividend disbursing agents, expenses
(including clerical expenses) incident to the issuance, redemption or repurchase
of Series shares, fees and expenses incident to the regis tration or
qualification under federal or state securities laws of the Series or its
shares, costs (including printing and mailing costs) of preparing and
distributing Prospec tuses, reports, notices and proxy material to such the
shareholders of such Series, all expenses incidental to holding meetings of such
Series' directors and shareholders, and extraordinary expenses as may arise,
including litiga tion affecting such Series and legal obligations relating
thereto for which the Series may have to indemnify its directors and officers.
6. Standard of Care; Indemnification.
(a) Except as otherwise provided herein, the Adminis trator shall not
be liable for any costs, expenses, damages, liabilities or claims (including
attorneys' and accountants' fees) incurred by a Series, except those costs,
expenses, damages, liabilities or claims arising out of the Adminis trator's own
bad faith, gross negligence or wilful miscon duct. In no event shall the
Administrator be liable to any Series or any third party for special, indirect
or conse quential damages, or lost profits or loss of business, arising under or
in connection with this Agreement.
-4-
<PAGE>
(b) Each Series shall indemnify and hold harmless the Administrator
from and against any and all costs, expenses, damages, liabilities and claims
(including claims asserted by a Series), and reasonable attorneys' and
accountants' fee relating thereto, which are sustained or incurred or which may
be asserted against the Administrator, by reason of or as a result of any action
taken or omitted to be taken by the Administrator in good faith hereunder or in
reliance upon (i) any law, act, regulation or interpretation of the same, (ii)
such Series' Registration Statement or Prospec tus, (iii) any instructions of an
officer of such Series, or (iv) any opinion of legal counsel for such Series or
the Administrator, or arising out of transactions or other activities of such
Series which occurred prior to the commencement to this Agreement; provided,
that no Series shall indemnify the Administrator for costs, expenses, damages,
liabilities or claims arising out of the Adminis trator's own negligence, bad
faith or wilful misconduct. This indemnity shall be a continuing obligation of
each Series, its successors and assigns, notwithstanding the termination of this
Agreement.
(c) Actions taken or omitted in reliance on oral or written
instructions, or upon any information, order, inden ture, stock certificate,
power of attorney, assignment, affidavit or other instrument believed by the
Administrator to be genuine or bearing the signature of a person or per sons
believed to be authorized to sign, countersign or execute the same, or upon the
opinion of legal counsel for a Series or its own counsel, shall be conclusively
presumed to have been taken or omitted in good faith.
7. Compensation.
For the services provided hereunder, each Series agrees to pay the
Administrator at the end of each month an Admin istration fee accrued daily and
payable monthly based on the annual percentage rate of such Series' average
daily net assets as set forth in Exhibit A hereto. Each Series authorizes the
Administrator to debit such Series' custody account for all amounts due and
payable hereunder. Upon termination of this Agreement before the end of any
month, the compensation for such part of a month shall be prorated according to
the proportion which such period bears to the full month and shall be payable
upon the effective date of termination of this Agreement. For the purpose of
deter mining compensation payable to the Administrator, each Series' net asset
value shall be computed at the times and in the manner specified in the Series'
Prospectus.
-5-
<PAGE>
8. Term of Agreement.
(a) This Agreement shall continue until June 30, 1994, and thereafter
unless terminated by either the Administrator giving to a Series, or a Series
giving to the Administrator, a notice in writing specifying the date of such
termination, which date shall be not less than 60 days after the date of the
giving of such notice. Upon termination hereof, the affected Series shall pay to
the Administrator such compen sation as may be due as of the date of such
termination, and shall reimburse the Administrator for any disbursements and
expenses made or incurred by the Administrator and payable or reimbursable
hereunder.
(b) Notwithstanding the foregoing, the Administrator may terminate this
Agreement upon 60 days' prior written notice to a Series if such Series shall
fail to perform its obligations hereunder in a material respect.
9. Amendment.
This Agreement may not be amended or modified in any manner except by a
written agreement executed by the Admin istrator and the Series to be bound
thereby, and authorized or approved by the Corporation's Board of Directors.
10. Assignment.
This agreement shall extend to and shall be binding upon the parties
hereto, and their respective successors and assigns; provided, however, that
this Agreement shall not be assignable by any Series without the written consent
of the Administrator, or by the Administrator without the written consent of the
affected Series accompanied by the authori zation or approval of such Series'
Board.
11. Governing Law.
This Agreement shall be construed in accordance with the laws of the
State of New York, without regard to conflict of laws principles thereof.
12. Severability.
In case any provision in or obligation under this Agreement shall be
invalid, illegal or unenforceable, the validity, legality and enforceability of
the remaining provisions or obligations shall not in any way be affected or
impaired thereby, and if any provision is inapplicable to any person or
circumstances, it shall nevertheless remain applicable to all other persons and
circumstances.
-6-
<PAGE>
13. No Waiver.
Each and every right granted to the Administrator here under or under
any other document delivered hereunder or in connection herewith, or allowed it
by law or equity, shall be cumulative and may be exercised from time to time. No
failure on the part of the Administrator to exercise, and no delay in
exercising, any right will operate as a waiver thereof, nor will any single or
partial exercise by the Administrator of any right preclude any other or future
exercise thereof or the exercise of any other right.
14. Notices.
All notices, requests, consents and other communica tions pursuant to
this Agreement in writing shall be sent as follows:
if to a Series, at
c/o BNY Hamilton Funds, Inc.
156 W. 56th Street, Suite 1902
New York, New York 10019
Attention: Richard E. Stierwalt
with a copy to
The Bank of New York
One Wall Street
New York, New York 10015
Attn: [General Counsel];
if to the Administrator, at
BNY Hamilton Distributors, Inc.
156 West 56th Street
New York, New York 10019
Attn: Richard E. Stierwalt
Chief Executive Officer;
or at such other place as may from time to time be desig nated in writing.
Notices hereunder shall be effective upon receipt.
15. Counterparts.
This Agreement may be executed in any number of counterparts, each of
which shall be deemed to be an original; but such counterparts together shall
constitute only one instrument.
-7-
<PAGE>
16. Several Obligations.
The parties acknowledge that the obligations of the Series hereunder
are several and not joint, that no Series shall be liable for any amount owing
by another Series and that the Series have executed one instrument for
convenience only.
IN WITNESS WHEREOF, the parties hereto have caused the foregoing
instrument to be executed by their duly authorized officers and their seals to
be hereunto affixed, all as of the day and year first above written.
By:
---------------------------------
Name:
Title:
(on behalf of each Series
identified on Exhibit A
attached hereto)
BNY HAMILTON DISTRIBUTORS, INC.
By:
---------------------------------
Name:
Title:
-8-
<PAGE>
EXHIBIT A
Name of Series
- --------------
1.) BNY Hamilton Money Fund .10%
2.) BNY Hamilton Intermediate
Government Fund .20%
3.) BNY Hamilton Intermediate
New York Tax-Exempt Fund .20%
4.) BNY Hamilton Equity Income Fund .20%
<PAGE>
SCHEDULE I
Administrative Services [ * TO BE EXPANDED * ]
- -----------------------
1. Maintain each Series' minute book and its general corporate
records (including accounting books and records).
2. Maintain all records required of registered investment
companies pursuant to Section 31 of the 1940 Act and the Rules
thereunder.
3. Monitor and document compliance by each Series with its
policies and restrictions as described in its Prospectus.
4. Participate in the periodic updating of each Series'
Registration Statement and Prospectus and, subject to
approval by such Series' Treasurer and legal counsel,
coordinate the preparation, filing, printing and
dissemination of periodic reports and other information
to the SEC and the Series' shareholders, including
annual and semi-annual reports to shareholders, annual
and semi-annual Form N-SAR, notices pursuant to
Rule 24(f)-2 and proxy materials.
5. Prepare federal, state and local income tax returns for
each Series and file such returns upon the approval of
the Series' respective independent accountants; monitor
and report on Sub-Chapter M qualifications; prepare and
file all Form 1099s with respect to each Series' direc
tors; monitor compliance with Section 4982 of the
Internal Revenue Code; calculate and maintain records
pertaining to Original Issue Discount and premium
amortization as required; perform ongoing wash sales
review (i.e., purchases and sales of Series investments
within 30 days of each other).
6. Prepare and, subject to approval of each Series' Treasurer,
disseminate to such Series' Board quarterly unaudited
financial statements and schedules of such Series investments
and make presentations to the Board, as appropriate.
7. Subject to approval of each Series' Board, assist such Series
in obtaining fidelity bond and E&O/D&O insurance coverage.
8. Prepare statistical reports for outside information services
(e.g., IBC/Donoghue, ICI and Lipper Analytical).
-1-
<PAGE>
9. Attend shareholder and Board meetings as requested from time
to time.
10. Maintain expense files and coordinate the payment of invoices.
-2-
<PAGE>
FUND ACCOUNTING AGREEMENT
AGREEMENT made as of this 27th day of July, 1992 by and between BNY
Hamilton Funds, Inc., a Maryland Corporation having its principal place of
business at 156 West 56th Street, Suite 1902, New York, New York (hereinafter
called the "Corporation") and The Bank of New York, a New York corporation
authorized to do banking business, having its principal place of business at 48
Wall Street, New York, New York 10286 (hereinafter called the "Bank").
W I T N E S E T H:
WHEREAS, the Corporation is registered under the Investment Company Act
of 1940, as amended, as a diversified, open-end, management investment company;
WHEREAS, the Corporation consists of BNY Hamilton Money Fund, BNY
Hamilton Intermediate Government Bond Fund, BNY Hamilton Intermediate New York
Tax Exempt Fund and BNY Hamilton Equity Income Fund, and such other series as
may be added from time, (each a "Series", and collectively, the "Series");
WHEREAS, the Corporation desires to retain the Bank to provide fund
accounting services for the Series and the Bank is willing to provide such
services, all as more fully set forth below;
NOW THEREFORE, in consideration of the mutual promises and agreements
contained herein, the parties hereby agree as follows:
1. The Corporation appoints the Bank as its agent to perform the duties
hereinafter set forth.
2. The Bank hereby accepts appointment as such agent and agrees to
perform the duties hereinafter set forth.
3. The Bank shall compute the net asset value per share of each Series
at such times and dates and in the manner specified in the then currently
effective Registration Statement of the Corporation. Securities of the
Corporation shall be valued as set forth in the then currently effective
Registration Statement of the Corporation and the Corporation shall have sole
responsibility for determining the method of valuation of Corporation
securities. To the extent valuation of Corporation securities on such basis is
at any time inconsistent with any applicable laws and/or regulations, the
Corporation shall immediately so notify the Bank in writing and thereafter shall
either furnish the Bank at all
<PAGE>
appropriate times with the value of the Corporation's securities or, subject to
the prior approval of the Bank, instruct the Bank in writing to value
Corporation securities in a manner which the Corporation then represents in
writing to be consistent with all applicable laws and regulations.
4. The Bank shall also compute the net income of each Series for
dividend purposes and the net income and or dividend rate per share at such
times and dates, if specified, and in the manner so specified in the then
currently effective Registration Statement of the Corporation.
5. The Corporation may from time to time instruct the Bank in writing
to compute the value of the securities of a Series, a Series' net asset value
per share, the net income of a Series, or the net income per share of a Series
in a manner other than as specified in paragraphs 3 and 4 of this Agreement;
provided, however, that any such other methods of computation shall not be
inconsistent with any applicable laws and regulations.
6. The Corporation shall furnish the Bank with any and all
instructions, explanations, information, specifications and documentation deemed
necessary by the Bank in the performance of its duties hereunder, including,
without limitation, the amounts, and/or written formula for calculating the
amounts, and times of accrual of Corporation liabilities and expenses. The
Corporation shall also agree that at any time and from time to time it shall
furnish the Bank with bid, offer, and/or market values of Corporation securities
if the same are not available to the Bank from a security pricing or similar
service utilized, or subscribed to, by the Bank at the time such information is
required for calculations hereunder. The Bank shall at no time be required or
obligated to commence or maintain any utilization of, or subscriptions to, any
securities pricing or similar service. Any specifications of the assets of the
Corporation given to the Bank by the Corporation, and any changes in such
specifications, including, without limitation, any additions thereto or
deletions therefrom, shall be signed by two (2) officers of the Corporation.
7. The Bank shall advise the Corporation, the Corporation's custodian
and the Corporation's transfer agent of the net asset value per share, the net
income and the net income and or dividend rate per share of each Series upon
completion of the computations required to be made by the Bank pursuant to this
Agreement.
8. The Bank shall, as agent for the Corporation, maintain and keep
current the books, accounts and other documents with respect to each Series, if
any, listed in
<PAGE>
[Appendix A] hereto and made a part hereof, as such Appendix A may be amended
from time to time, and preserve any such books, accounts and other documents in
accordance with the applicable provisions of Rule 31a-2 of the General Rules and
Regulations under the Investment Company Act of 1940, as amended (the "Rules).
Such books, accounts and other documents shall be made available upon reasonable
request for inspection by officers, employees, auditors, and other agents of the
Corporation during the Bank's normal business hours.
9. All records maintained and preserved by the Bank pursuant to this
Agreement that the Corporation is required to maintain and preserve in
accordance with the above-mentioned Rules shall be and remain the property of
the Corporation and shall be surrendered to the Corporation promptly upon
request in the form in which such records have been maintained and preserved.
Upon reasonable request of the Corporation, the Bank shall provide in hard copy
or on micro-film, whichever the Bank shall elect, any records included in any
such delivery that are maintained by the Bank on a computer disc, or are
similarly maintained, and the Corporation shall reimburse the Bank for the
expense of providing such hard copy or micro-film.
10. The Bank, in performing the services required of it under the terms
of this Agreement, shall be entitled to rely fully on the accuracy and validity
of any and all instructions, explanations, information, specifications and
documentation furnished to it by the Corporation and shall have no duty or
obligation to review the accuracy, validity or propriety of such instructions,
explanations, information, specifications or documentation, including, without
limitation, evaluations of securities held as part of the portfolios of the
Series; the amounts and/or formula for calculating the amounts and times of
accrual of Series' liabilities and expenses; the amount receivable and the
amounts payable on the sale or purchase of the portfolio securities of the
Corporation; and amounts receivable or amounts payable for the sale or
redemption of Corporation shares effected by or on behalf of the Corporation. In
the event the Bank's computations hereunder require, in whole or in part,
information, including without limitation, bid offer and/or market values of
securities or other assets, or accruals of interest or earnings thereon, which
is not furnished by the Corporation because the same is available to the Bank
from a pricing or similar service utilized, or subscribed to, by the Bank which
the Bank in its judgment deems reliable, the Bank shall not be responsible for,
under any duty to neither inquire into, nor deemed to make any assurances with
respect to, the accuracy or completeness of such information.
-3-
<PAGE>
11. The Bank shall not be required to inquire into any valuation of
securities or other assets by the Corporation or any third party described in
preceding paragraph 10 hereof, even though the Bank in performing services
similar to the services provided pursuant to this Agreement for others may
receive different valuations of the same or different securities of the same
issuers.
12. The Bank, in performing the services required of it under the terms
of this Agreement, shall not be responsible for determining whether any interest
accruable to the Corporation is or will be actually paid, but will accrue such
interest until otherwise instructed by the Corporation.
13. The Bank shall not be responsible for reasonable delays or errors
that occur by reason of circumstances beyond its control in the performance of
its duties under this Agreement, including, without limitation, labor
difficulties within and without the Bank, mechanical breakdowns, flood or
catastrophe, acts of God, or failures of transportation, communication or power
supply, or other similar circumstances. Nor shall the Bank be responsible for
delays or failures to supply the information or services specified in this
Agreement where such delays or failures are caused by the failure of any
person(s) other than the Bank to supply any instructions, explanations,
information, specifications or documentation deemed necessary by the Bank in the
performance of its duties under this Agreement.
14. No provision of this Agreement shall prevent the Bank from offering
services similar or identical to those covered by this Agreement to any other
corporations, associations or entities of any kind. Any and all operational
procedures, techniques and devices developed by the Bank in connection with the
performance of its duties and obligations under this Agreement, including those
developed in conjunction with the Corporation, shall be and remain the property
of the Bank, and the Bank shall be free to employ such procedures, techniques
and devices in connection with the performance of any other contract with any
other person whether or not such contract is similar or identical to this
Agreement.
15. The Bank may, with respect to questions of law, apply to and obtain
the advice and opinion of counsel to the Corporation at the Corporation's
expense or its own counsel at its own expense and shall be entitled to rely on
the advice or opinion of such counsel.
16. The Bank shall not be liable for any loss, damage or expense,
including counsel fees and other costs and expenses of a defense against any
claim or liability, result-
-4-
<PAGE>
ing from, arising out of, or in connection with its performance hereunder,
including its actions or omissions, the incompleteness or inaccuracy of any
specifications or other information furnished by the Corporation, or for delays
caused by circumstances beyond the Bank's control, unless such loss, damage or
expense arises out of the bad faith, negligence, or willful misconduct of the
Bank, or reckless disregard of its duties under this Agreement.
17. Without limiting the generality of the foregoing, the Corporation
shall indemnify the Bank against and save the Bank harmless from any loss,
damage or expense, including counsel fees and other costs and expenses of a
defense against any claim or liability, arising from the following:
(a) Errors in records or instructions, explanations,
information, specifications or documentation of any kind, as the case may be,
supplied to the Bank by any third party described in preceding paragraph 10
hereof or by or on behalf of the Corporation;
(b) Action or inaction taken or omitted to be taken by the
Bank without bad faith, negligence, willful misconduct or reckless disregard of
its duties, or in good faith pursuant to written instructions of an officer or
employee of the Corporation; and
(c) Any action taken or omitted to be taken by the Bank in
good faith in accordance with the advice or opinion of counsel for the
Corporation or its own counsel.
18. [In consideration for all of the services to be performed by the
Bank as set forth herein, the Bank shall be entitled to receive reimbursement
for all out-of-pocket expenses; including, without limitation, the fees of
pricing or similar services, and such compensation as may be agreed upon in
writing from time to time between the Bank and the Corporation.]
19. This Agreement shall not be assignable by the Corporation without
the prior written consent of the Bank, or by the Bank without the prior written
consent of the Corporation.
20. Either of the parties hereto may terminate this Agreement by giving
the other party a notice in writing specifying the date of such termination,
which shall not be less than ninety (90) days after the date of giving of such
notice. Upon the date set forth in such notice, the Bank shall deliver to the
Corporation all records then the property of the Corpor-
-5-
<PAGE>
ation and, upon such delivery, the Bank shall be relieved of all duties and
responsibilities under this Agreement.
21. This Agreement may not be amended or modified in any manner except
by written agreement executed on behalf of both parties hereto.
22. This Agreement is executed in the State of New York and all laws or
rules of construction of the State of New York shall govern the rights, duties
and obligations of the parties hereto.
23. The performance and provisions of this Agreement are intended to
benefit only the Bank and the Corporation, and no rights shall be granted to any
other person by virtue of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the day and year first written above.
BNY HAMILTON FUNDS, INC.
By: /s/
-----------------------
Name:
Title: President
Attest:
/s/
- -----------------------
THE BANK OF NEW YORK
By: /s/
-----------------------
Name:
Title: VP
Attest:
/s/
- -----------------------
-6-
<PAGE>
TRANSFER AGENCY AGREEMENT
Agreement made as of the 7th of August, 1992 between BNY Hamilton Funds, Inc.,
("Fund") a Maryland corporation, having its principal office and place of
business at 156 West 56th St., Suite 1902, New York, New York 10019 and
Investors Financial Services Company, ("IFSC") a Delaware corporation having
its principal office and place of business at 120 South LaSalle, Chicago IL
60603 (hereinafter referred to as the "Transfer Agent").
WITNESSETH:
That for and in consideration of the mutual promises hereinafter set forth, the
parties hereto covenant and agree as follows:
ARTICLE I
DEFINITIONS
Whenever used in this Agreement, the following words and phrases shall have the
following meanings:
1. "Approved Institution" shall mean an entity so named in a Certificate.
From time to time the Fund may amend a previously delivered Certificate by
delivering to the Transfer Agent a Certificate naming an additional entity or
deleting any entity named in a previously delivered Certificate.
2. The "Board of Directors" shall mean the Board of Directors of the Fund.
3. "Certificate" shall mean any notice, instruction, or other instrument in
writing, authorized or required by this Agreement to be given to the Transfer
Agent by the Fund which is signed by any Officer, as hereinafter defined, and
actually received by the Transfer Agent.
<PAGE>
4. "Class" shall mean the various portfolios of the Fund as described from
time to time in the current and effective Prospectuses.
5. "Custodian" shall mean the financial institution appointed as custodian
under the terms and conditions of the Custody Agreement between the financial
institution and the Fund, or its successor(s).
6. "Fund Business Day" shall be deemed to be each day on which the New York
Stock Exchange, Inc. and the Fund are open for trading.
7. "Officer" shall be deemed to be the Fund's Chairman of the Board, the
Fund's President, any Vice President of the Fund, the Fund's Secretary, the
Fund's Treasurer, the Fund's Controller, any Assistant Controller of the Fund,
any Assistant Treasurer of the Fund and any Assistant Secretary of the Fund, and
any other person duly authorized by the Board of Directors of the Fund to
execute any Certificate, instruction, notice or other instrument on behalf of
the Fund and named in the Certificate annexed hereto as Appendix A, as such
Certificate may be amended from time to time, and any person reasonably believed
by the Transfer Agent to be such a person.
8. "Prospectus" shall mean the last Fund prospectus actually received by
the Transfer Agent from the Fund with respect to which the Fund has indicated a
registration statement under the Federal Securities Act of 1933 has becomes
effective, including the Statement of Additional Information, incorporated by
reference
2
<PAGE>
therein.
9. "Series" shall mean a subclass of shares within a particular Class.
10. "Shares" shall mean all or any part of each class or series of the
shares of beneficial interest of the Fund or Portfolio listed in the Certificate
as to which the Transfer Agent acts as transfer agent hereunder, as may be
amended from time to time, which are authorized and/or issued by the Fund.
11. "Transfer Agent" shall mean Investors Financial Services Company, as
transfer agent and dividend disbursing agent under the terms and conditions of
this Agreement, its successor(s) or assign(s).
12. "0ut-of-Pocket Expenses" means amounts reasonably necessary and
actually incurred by Transfer Agent in the provision of Transfer Agent services
or pursuant to this Agreement for the following purposes: postage (and first
class mail insurance in connection with mailing share certificates), envelopes,
check forms, continuous forms, forms for reports and statements, stationery, and
other similar items, telephone and telegraph charges incurred in answering
inquiries from dealers or shareholders, microfilm used to record transactions in
shareholder accounts and computer tapes used for permanent storage of records
and cost of insertion of materials in mailing envelopes by outside firms.
Transfer Agent may, at its option, arrange to have various service providers
submit invoices directly to the Fund for payment of out-of-pocket expenses
reimbursable hereunder; and such other
3
<PAGE>
expenses paid or incurred by Transfer Agent at the request of the Fund.
ARTICLE II
APPOINTMENT OF TRANSFER AGENT
1. The Fund hereby constitutes and appoints the Transfer Agent as transfer
agent of all the Shares of the Fund and as dividend disbursing agent during the
period of this Agreement.
2. The Transfer Agent hereby accepts appointment as transfer agent and
dividend disbursing agent and agrees to perform duties thereof as hereinafter
set forth.
3. In connection with such appointment, the Fund upon the request of the
Transfer Agent, shall deliver the following documents to the Transfer Agent:
(i) A copy of the Articles of Incorporation of the Fund and all
amendments thereto certified by the Secretary of the Fund;
(ii) A copy of the By-Laws of the Fund certified by the Secretary of
the Fund;
(iii) A copy of a resolution of the Board of Directors of the Fund
certified by the Secretary of the Fund appointing the Transfer Agent and
authorizing the execution of this Transfer Agency Agreement;
(iv) A Certificate signed by the Secretary of the Fund specifying: the
number of authorized Shares, the number of such authorized Shares issued, the
number of such authorized Shares issued and currently outstanding; the names and
specimen signatures
4
<PAGE>
of the officers of the Fund; and the name and address of the legal counsel for
the Fund;
(v) Specimen Share certificate for each or series class of Shares in
the form approved by the Board of Directors of the Fund, together with a
Certificate signed by the Secretary or Assistant Secretary of the Fund as to
such approval;
(vi) Copies of the Fund's Registration Statement, as amended to date,
and the most recently filed Post-Effective Amendment thereto, filed by the Fund
with the Securities and Exchange Commission under the Securities Act of 1933, as
amended, and under the Investment Company Act of 1940, as amended, together with
any applications filed in connection therewith; and
(vii) Opinion of counsel for the Fund with respect to the validity of
the authorized and outstanding Shares, whether such Shares are fully paid and
non-assessable and the status of such Shares under the Securities Act of 1933,
as amended, and any other applicable federal law or regulation (i.e., if subject
to registration, that they have been registered and that the Registration
Statement has become effective or, if exempt, the specific grounds therefor.)
ARTICLE III
AUTHORIZATION AND ISSUANCE OF SHARES
1. The Fund shall deliver to the Transfer Agent the following documents on
or before the effective date of any increase or decrease in the total number of
Shares authorized to be issued:
(a) A certified copy of the amendment to the Articles of
5
<PAGE>
Incorporation giving effect to such increases or decreases;
(b) In the case of an increase, an opinion of counsel for the Fund
with respect to the validity of the Shares of the Fund and the status of such
Shares under the Securities Act of 1933, as amended, and any other applicable
federal law or regulation (ie., if subject to registration, that they have been
registered and that the Registration Statement has become effective or, if
exempt, the specific grounds therefor); and
(c) In the case of an increase, if the appointment of the Transfer
Agent was theretofore expressly limited, a certified copy of a resolution of the
Board of Directors of the Fund increasing the authority of the Transfer Agent.
2. Prior to the issuance of any additional Shares of the Fund pursuant to
stock dividends or stock splits, etc., and prior to any reduction in the number
of shares outstanding, the Fund shall deliver the following documents to the
Transfer Agent:
(a) A certified copy of the resolution (s) adopted by the Board of
Directors and/or the shareholders of the Fund authorizing such issuance of
additional Shares of the Fund or such reduction, as the case may be, and
(b) An opinion of counsel for the Fund with respect to the validity of
the Shares of the Fund and the status of such Shares under the Securities Act of
1933, as amended, and any other applicable federal law or regulation (i.e., if
subject to registration, that they have been registered and that the
Registration Statement has become effective, or, if exempt, the
6
<PAGE>
specific grounds therefor).
ARTICLE IV
RECAPITALIZATION OR CAPITAL ADJUSTMENT
1. In the case of any negative stock split, recapitalization or other
capital adjustment requiring a change in the form of Share certificates, the
Transfer Agent will issue Share certificates in the new form in exchange f or,
or upon transfer of, outstanding Share certificates in the old form, upon
receiving:
(a) A Certificate authorizing the issuance of the Share certificates in
the new form;
(b) A certified copy of any amendment to the Articles of Incorporation
with respect to the change;
(c) Specimen Share certificates for each class of Shares in the new
form approved by the Board of Directors of the Fund, with a Certificate signed
by the Secretary of the Fund as to such approval; and
(d) An opinion of counsel for the Fund with respect to the validity of
the Shares in the new form and the status of such Shares under the
Securities Act of 1933, as amended, and any other applicable federal law or
regulation (i.e., if subject to registration, that the Shares have been
registered and that the Registration Statement has become effective or, if
exempt, the specific grounds therefor.)
2. The Fund at its expense shall furnish the Transfer Agent with a
sufficient supply of blank Share certificates in the new form and from time to
time will replenish such supply upon the
7
<PAGE>
request of the Transfer Agent. Such blank Share certificates shall be properly
signed by facsimile or otherwise by Officers of the Fund authorized by law or
by the By-Laws to sign Share certificates and, if required shall bear the
corporate Seal or facsimile thereof. The Fund agrees to indemnify and exonerate,
save and hold the Transfer Agent harmless, from and against any and all claims
or demands that may be asserted against the Transfer Agent with respect to
whether the supply of Share certificates provided to the Transfer Agent pursuant
to this section constitutes validly issued Shares of the Fund.
ARTICLE V
ISSUANCE,
REDEMPTION AND TRANSFER OF SHARES
1. (a) The Transfer Agent acknowledges that it has received a copy of the
Fund's prospectuses which prospectuses describe how sales and redemption of
shares of the Fund shall be made, and the Transfer Agent agrees to accept
purchase orders and redemption requests with respect to Fund shares on each Fund
Business Day in accordance with such prospectuses. The Fund agrees to notify the
Transfer Agent as soon as possible under the circumstances of any changes in the
procedures set forth in the prospectuses regarding such purchase and redemption
procedure.
(b) The Transfer Agent shall also accept with respect to each Fund
Business Day, at such times as are agreed upon from time to time by the
Transfer Agent and the Fund, a computer tape consistent in all respects with the
Transfer Agent's tape layout
8
<PAGE>
package, as amended from time to time upon prior written notice to the Fund or
its Distributor which is believed by the Transfer Agent to be furnished by or on
behalf of any Approved Institution. In the event such tape or electronic data
transmission cannot be processed, Transfer Agent shall as soon as practicable
notify the Fund and shall endeavor, in good faith, to process any substitute
computer tape or electronic data transmission. The Transfer Agent shall not be
liable for any losses or damages to the Fund or its shareholders in the event
that a computer tape or electronic data transmission from an Approved
Institution is unable to be processed for any reason beyond the reasonable
control of the Transfer Agent, or if any of the information on such tape or
transmission is found to be incorrect, provided, that the Transfer Agent was
unaware that the information was incorrect at the time it took action. Transfer
Agent shall notify Fund and sender as soon as practicable upon discovery of
errors in such information.
2. On each Fund Business Day a duly authorized officer or employee of the
Transfer Agent shall furnish the following information by telephone call to an
Officer of the Fund or by such other form to such other person as shall be
agreed upon from time to time by the Fund and the Transfer Agent:
(a) The total dollar amount to be applied to the purchase of Shares of
each Class or Series on such day, computed by aggregating the amount so
specified in (i) such of the purchase orders described in preceding paragraph 1
(a) of this Article with respect to which payment has been, or will be, credited
by the
9
<PAGE>
Custodian to the Fund's custody account with the Custodian on such day, and (ii)
all computer tapes described in preceding paragraph 1(b) of this Article timely
received by the Transfer Agent with respect to such day and with respect to
which payment has been, or will be, credited by the Custodian on such day.
(b) The total dollar amount of Shares of each Class or Series to be
redeemed on such day, computed by aggregating the amount so specified in (i)
such of the redemption requests described in preceding paragraph 1(a) of this
Article with respect to which the amount payable as redemption proceeds has
been, or will be, charged by the Custodian on such day, and (ii) all computer
tapes described in preceding paragraph 1(b) of this Article with respect to
which the amount payable as redemption proceeds has been, or will be, charged by
the Custodian on such day.
3. On each Fund Business Day the Transfer Agent shall, as of the time at
which the Fund computes the net asset value of each Class or Series of the Fund,
issue to and redeem from the shareholder accounts specified in a purchase order,
redemption request, or computer tape, which in accordance with the Prospectuses
is effective on such Fund Business Day, the appropriate number of full and
fractional Shares based on the net asset value per Share of such Class or Series
specified in an advice received on such Fund Business Day from the Fund or its
Fund Accountant. Notwithstanding the foregoing, if a redemption specified in a
computer tape is for a dollar value of Shares in
10
<PAGE>
excess of the dollar value of uncertificated Shares in the specified account,
the Transfer Agent shall not effect such redemption in whole or in part and
shall within twenty-four hours orally advise both the Fund and the Approved
Institution which supplied such tape of the discrepancy.
4. In connection with a reinvestment of a dividend or distribution on
Shares of any Class or Series of the Fund, the Transfer Agent shall as of each
Fund Business Day, as specified in a Certificate or resolution described in
paragraph 1 of succeeding Article VI, issue Shares of a Class or Series to the
appropriate shareholder account based on the net asset value per Share of such
Class or Series specified in an advice received from the Fund or its Fund
Accountant on such Fund Business Day.
5. On each Fund Business Day the Transfer Agent shall supply the Fund's
designated Fund Accountant with a statement specifying with respect to the
immediately preceding Fund Business Day (or the same day if a money market
portfolio): the total number of Shares of each Class or Series (including
fractional Shares) issued and outstanding at the opening of business on such
day; the total number of Shares of each Class or Series of the Fund sold on such
day, pursuant to preceding paragraph 3 of this Article; the total number of
Shares of each Class or Series redeemed by the Transfer Agent on such day; the
total number of Shares of each Class or Series if any, issued on such day
pursuant to preceding paragraph 3 of this Article, and the total number of
Shares of each Class or Series of the Fund issued and outstanding.
11
<PAGE>
6. In connection with each purchase and each redemption of Shares, and each
reinvestment of a dividend or distribution of shares the Transfer Agent shall
send to the shareholder involved such statements as are prescribed by the
Federal Securities laws applicable to transfer agents and/or as required by the
Prospectuses. If the Prospectuses indicate that certificates for Shares are
available and if specifically requested in writing by any shareholder, or if
otherwise required hereunder, the Transfer Agent will countersign, issue and
mail by not less than first class mail to such shareholder at the address set
forth in the records of the Transfer Agent a Share certificate for any full
Shares requested.
7. As of each Fund Business Day the Transfer Agent shall furnish the
Custodian with an advice setting forth the number and dollar amount of each
Class or Series of Shares to be redeemed on such Fund Business Day in accordance
with paragraph 3 of this Article.
8. Upon receipt of a proper redemption request as defined in the
Prospectuses and moneys paid to it by the Custodian in connection with a
redemption of Shares, the Transfer Agent shall cancel the redeemed Shares and
after making appropriate deduction for any withholding of taxes required of it
by applicable law (a) in the case of a redemption of Shares pursuant to a
redemption described in preceding paragraph 1(a) of this Article, make payment
in accordance with the Fund's redemption and payment procedures described in the
Prospectuses, and (b) in the case of a redemption
12
<PAGE>
of Shares pursuant to a computer tape described in preceding paragraph 1(b) of
this Article, make payment by directing a federal funds wire order to the
account previously designated by the Approved Institution specified in said
computer tape.
9. The Transfer Agent shall not be required to issue any Shares after it
has received from an Officer of the Fund or from an appropriate federal or state
authority written notification that the sale of Shares has been suspended or
discontinued, and the Transfer Agent shall be entitled to rely upon such written
notification.
10. Upon the issuance of any Shares in accordance with this Agreement the
Transfer Agent shall not be responsible f or the payment of any original issue
or other taxes required to be paid by the Fund in connection with such issuance
of any Shares.
11. The Transfer Agent shall accept a computer tape consistent with the
Transfer Agent's tape layout package, as amended from time to time upon prior
written notice to the Fund or its Distributor, which is reasonably believed by
the Transfer Agent to be furnished by or on behalf of any Approved Institution
and is represented to be instructions with respect to the transfer of Shares
from one account of such Approved Institution to another such account, and shall
effect the transfers specified in said computer tape. In the event such tape or
electronic data transmission cannot be processed, Transfer Agent shall as soon
as practicable notify the Fund and shall endeavor, in good faith, to process any
substitute computer tape or electronic data transmission provided to it. The
13
<PAGE>
Transfer Agent shall not be liable for any losses to the Fund or its
shareholders in the event that a computer tape or electronic data transmission
from an Approved Institution is unable to be processed for any reason beyond the
reasonable control of the Transfer Agent, or if any of the information on such
tape or transmission is found to be incorrect, provided, that the Transfer Agent
was unaware that the information was incorrect at the time it took action.
12.(a) Except as otherwise provided in sub-paragraph (b) of this paragraph
and in paragraph 13 of this Article, Shares will be transferred or redeemed upon
presentation to the Transfer Agent of Share certificates or instructions
properly endorsed for transfer or redemption, accompanied by such documents as
the Transfer Agent deems necessary to evidence the authority of the person
making such transfer or redemption, and bearing satisfactory evidence of the
payment of stock transfer taxes. In the case of small estates where no
administration is contemplated, the Transfer Agent may, when furnished with an
appropriate surety bond, and without further approval of the Fund, transfer or
redeem Shares registered in the name of a decedent where the current market
value of the Shares being transferred does not exceed such amount as may from
time to time is prescribed by various states. The Transfer Agent reserves the
right to refuse to transfer or redeem Shares until it is satisfied that the
endorsement on the stock certificate or instructions is valid and genuine, and
for that purpose it will require a guarantee of signature by an eligible
guarantor
14
<PAGE>
[MANUSCRIPT MISSING]
15
<PAGE>
Transfer Agent reasonably believes that requiring the same would be inconsistent
with the transfer and redemption procedures as described in the Prospectuses.
13. Notwithstanding any provision contained in this agreement to the
contrary, the Transfer Agent shall not be required or expected to require, as a
condition to any transfer of any Shares pursuant to paragraph 11 of this Article
or any redemption of any Shares pursuant to a computer tape described in this
Agreement, any documents, including, without limitation, any documents of the
kind described in sub-paragraph (a) of paragraph 12 of this Article, to evidence
the authority of the person requesting the transfer or redemption and/or the
payment of any stock transfer taxes, and shall be fully protected in acting in
accordance with the applicable provisions of this Article.
14. (a) As used in this Agreement, the terms "computer tape" and "computer
tape believed by the Transfer Agent to be furnished by an Approved Institution",
shall include any tapes generated by the Transfer Agent to reflect information
reasonably believed by the Transfer Agent to have been inputted by an Approved
Institution, via a remote terminal or other similar link, into a data
processing, storage, or collection system, or similar system (the "System"),
located on the Transfer Agent's premises or utilized by the Transfer Agent. For
purposes of paragraph 1 of this Article, such a computer tape shall be deemed to
have been furnished at such times as are agreed upon from time to time by the
Transfer Agent and Fund only if the information reflected thereon
16
<PAGE>
was inputted into the System at such times as are agreed upon from time to time
by the Transfer Agent and the Fund.
(b) Nothing contained in this Agreement shall constitute any agreement
or representation by the Transfer Agent to permit, or to agree to permit, any
Approved Institution to input information into a System.
(c) If Transfer Agent objects to the designation by the Fund of any
Approved Institution, the Transfer Agent and Fund shall in good faith confer
with regard to approval of such institution as an Approved Institution and the
parties shall confer in good faith to resolve such objection. The Transfer Agent
reserves the right to terminate any and all auto-mated data communications, at
its discretion, upon a reasonable and good faith attempt to notify the Fund when
in the opinion of the Transfer Agent continuation of such communications would
jeopardize the accuracy and/or integrity of the Fund's records on the System.
ARTICLE VI
DIVIDENDS AND DISTRIBUTIONS
1. The Fund shall furnish to the Transfer Agent a copy of a resolution of
its Board of Directors, certified by the Secretary or any Assistant Secretary,
either (i) setting forth with respect to a Class or Series of Shares the date of
the declaration of a dividend or distribution, the date of accrual or payment,
as the case may be, thereof, the record date as of which Shareholders entitled
to payment, or accrual, as the case may be, shall be determined, the amount per
Share of such dividend or distribution,
17
<PAGE>
the payment date on which all previously accrued and unpaid dividends are to be
paid, and the total amount, if any, payable to the Transfer Agent on such
payment date, or (ii) authorizing the declaration of dividends and distributions
on a daily or other periodic basis and authorizing the Transfer Agent to rely on
a Certificate setting forth the information described in subsection (i) of this
paragraph.
2. Upon the payment date specified in such Certificate or resolution, as
the case may be, the Fund shall, in the case of a cash dividend or distribution,
cause the Custodian to deposit into accounts maintained by the Fund an amount of
cash, sufficient for the Transfer Agent to make the payment, if any, specified
in such Certificate or resolution, as the case may be, to the Shareholders who
were of record on the record date who are entitled to receive the cash dividend
or distribution. The Transfer Agent will, upon receipt of any such cash, make
payment of such cash dividends or distributions to the shareholders of record as
of the record date by: (i) mailing a check, payable to the registered
shareholder, to the address of record or dividend mailing address, or
transmitting payment through the Automated Clearing House System or (ii) wiring
such amounts or transmitting such amounts through the Automated Clearing House
System to the accounts previously designated by an Approved Institution, as
the case may be. The Transfer Agent shall not be responsible for assuring that
there are sufficient funds in the Fund's bank account to make such payments.
3. It is understood that the Transfer Agent shall in no way
18
<PAGE>
be responsible for the determination of the rate or form of dividends or capital
gain distributions due to the shareholders. It is expressly agreed and
understood that the Transfer Agent is not liable for any loss as a result of
processing a distribution based on information provided in the Certificate that
is incorrect. The Fund agrees to pay the Transfer Agent for any and all costs,
both direct and out-of-pocket expenses, incurred in such corrective work as
necessary to remedy such error.
4. It is understood that the Transfer Agent shall file such appropriate
information returns concerning the payment of dividend and capital gain
distributions with the proper federal, state and local authorities as are
required by law to be filed by the Fund but shall in no way be responsible for
the collection or withholding of taxes due on such dividends or distributions
due to shareholders, except and only to the extent, required by applicable law.
To the extent such collection or withholding of taxes is required of the
Transfer Agent, it shall pay on a timely basis to the appropriate authority any
amounts required to be remitted to the authority.
ARTICLE VII
CONCERNING THE FUND
1. The Fund represents to the Transfer Agent that:
(a) It is a corporation duly organized and existing under the laws of
the State of Maryland.
(b) It is empowered under applicable laws and by its Articles of
Incorporation and by-laws to enter into and perform
19
<PAGE>
this Agreement.
(c) All requisite corporate proceedings have been taken to authorize it
to enter into and perform this Agreement.
(d) It is an investment company registered under the Investment Company
Act of 1940, as amended.
(e) A registration statement under the Securities Act of 1933, as
amended, with respect to the Shares is effective. The Fund shall notify the
Transfer Agent if such registration statement or any state securities
registrations have been terminated or a stop order has been entered with respect
to the Shares.
2. Each copy of the Articles of Incorporation of the Fund and copies of all
amendments thereto shall be certified by the Secretary of State (or other
appropriate official) of the state of organization, and if such Articles of
Incorporation and/or amendments are required by law also to be filed with a
county or other officer or official body, a certificate of such filing shall be
filed with a certified copy submitted to the Transfer Agent. Each copy of the
By-Laws and copies of all amendments thereto, and copies of resolutions of the
Board of Directors of the Fund, shall be certified by the Secretary or Assistant
Secretary of the Fund under seal.
3. The Fund shall promptly deliver to the Transfer Agent written notice of
any change in the Officers authorized to sign Share Certificates, notifications
or requests, together with a specimen signature of each new officer. In the
event any Officer who shall have signed manually or whose facsimile signature
shall
20
<PAGE>
have been affixed to blank Share certificates shall die, resign or be removed
prior to issuance of such Share certificates, the Transfer Agent may issue such
Share certificates of the Fund notwithstanding such death, resignation or
removal, and the Fund shall promptly deliver to the Transfer Agent such
approval, adoption or ratification as may be required by law.
4. It shall be the sole responsibility of the Fund to deliver to the
Transfer Agent the Fund's currently effective Prospectuses and, for purposes of
this Agreement, the Transfer Agent shall not be deemed to have notice of any
information contained in such Prospectuses until a reasonable time after it is
actually received by the Transfer Agent.
ARTICLE VIII
CONCERNING THE TRANSFER AGENT
1. The Transfer Agent represents and warrants to the Fund that:
(a) It is a corporation duly organized and existing under the laws of
the State of Delaware.
(b) It is empowered under applicable law and by its Charter and By-laws
to enter into and perform this Agreement.
(c) All requisite corporate proceedings have been taken to authorize it
to enter into and perform this Agreement.
(d) It is duly registered as a transfer agent under Section 17A of the
Securities Exchange Act of 1934, as amended.
(e) The execution, delivery and performance of this Agreement by
Transfer Agent do not and will not violate any
21
<PAGE>
applicable law or regulation and do not require the consent of any governmental
or other regulatory body except for such consents and approvals which have been
obtained.
2. The Transfer Agent shall not be liable and shall be indemnified in
acting upon any computer tape, writing or document reasonably believed by it to
be genuine and to have been signed or made by the proper person or persons and
shall not be held to have any notice of any change of authority of any person
until receipt of written notice thereof from the Fund or such person. It shall
also be protected in processing Share certificates which bear the proper
countersignature of the Transfer Agent and which it reasonably believes to bear
the proper manual or facsimile signature of the Officers of the Fund.
3. The Transfer Agent upon notice to the Fund may establish such additional
procedures, rules and regulations governing the transfer or registration of
Share certificates as it may reasonably deem advisable and consistent with such
rules and regulations generally adopted by mutual fund transfer agents.
4. The Transfer Agent shall keep such records as are specified in Schedules
I and II hereto in the form and manner, and for such period, as it may deem
advisable and is agreeable to the Fund but not inconsistent with the rules and
regulations of appropriate government authorities, in particular Rules 31a-2
and 31a-3 under the Investment Company Act of 1940, as amended. The Transfer
Agent acknowledges that such records are the property of the Fund. The Transfer
Agent may deliver to the Fund from time to
22
<PAGE>
time at its discretion, for safekeeping or disposition by the Fund in accordance
with law, such records, papers, share certificates which have been cancelled in
transfer, exchange or redemption or other documents accumulated in the execution
of its duties as such Transfer Agent, as the Transfer Agent may deem expedient,
other than those which the Transfer Agent is itself required to maintain
pursuant to applicable laws and regulations. The Fund shall assume all
responsibility for any failure thereafter to produce any record, paper,
cancelled Share certificate, or other document so returned, if and when
required. The records specified in Schedule II hereto maintained by the Transfer
Agent pursuant to this paragraph 4, which have not been previously delivered to
the Fund pursuant to the foregoing provisions of this paragraph 4, shall be
considered to be the property of the Fund, shall be made available upon request
for inspection by the officers, employees, and auditors of the Fund, and records
shall be delivered to the Fund upon request and in any event upon the date of
termination of this Agreement, as specified in Article IX of this Agreement, in
the form and manner kept by the Transfer Agent on such date of termination or
such earlier date as may be requested by the Fund. Upon reasonable request by
the Fund, the Transfer Agent shall provide in hard copy or on microfilm,
whichever the Transfer Agent shall elect, any records included in any such
delivery, which are maintained by the Transfer Agent on a computer disk or are
similarly maintained.
5. The Transfer Agent may employ agents or attorneys-in-fact
23
<PAGE>
to provide non-essential services at the expense of the Fund, and shall not be
liable for any loss or expense arising out of, or in connection with, the
actions or omissions to act of its agents or attorneys-in-fact so long as the
Transfer Agent acts in good faith and without negligence or willful misconduct
in connection with the selection of such agents or attorneys-in-fact.
Non-essential services as used herein shall mean those services which are not
material to the daily operation of the Fund and are not part of the core product
measured in Schedule I hereto.
6. The Transfer Agent shall not be liable for any loss or damage, including
counsel fees, resulting from its actions or omissions to act or otherwise,
except for any loss or damage arising out of its bad faith, negligence, willful
misfeasance, gross negligence or reckless disregard of its duties under this
agreement.
7a. The Fund shall indemnify and exonerate, save and hold harmless the
Transfer Agent from and against any and all claims (whether with or without
basis in fact or law), demands, expenses (including reasonable attorney's fees)
and liabilities of any and every nature (herein collectively referred to as
"Claims") which the Transfer Agent may sustain or incur which may be asserted
against the Transfer Agent by any person by reason of or as a result of any
action taken or omitted to be taken by the Transfer Agent in good faith and in
reliance upon (i) any provision of this Agreement; (ii) the Prospectus; (iii)
any instruction or order including, without limitation, any computer tape
reasonably
24
<PAGE>
believed by the Transfer Agent to have been received from an Approved
Institution; (iv) any instrument, order or Share certificate reasonably believed
by it to be genuine and signed, countersigned or executed by any duly authorized
Officer of the Fund; (v) any Certificate or other instructions of an Officer; or
(vi) any opinion of legal counsel for the Fund. Notwithstanding anything to the
contrary contained herein, the Fund shall have no duty, obligation or liability
to, and shall not, indemnify or exonerate, save or hold harmless the Transfer
Agent from any Claims arising from or reasonably related to the Transfer Agent's
bad faith, negligence, gross negligence, willful misfeasance, or reckless
disregard of its duties hereunder.
7b. If an action, proceeding (including, but not limited to, any
governmental investigation), claim or dispute (collectively, a "Proceeding") in
respect of which indemnity may be sought from the Fund pursuant to paragraph
7(a) above ("Indefinable Claim") is brought or asserted against the Transfer
Agent, the Transfer Agent shall promptly (and in no event more than ten(10) days
after receipt of notice of such Proceeding, claim or dispute) notify the Fund of
such Proceeding. The failure of the Transfer Agent to so notify the Fund shall
not impair the Transfer Agent's ability to seek indemnification from the Fund
(but only for costs, expenses and liabilities incurred after such notice) unless
such failure adversely affects the Fund's ability to adequately oppose or defend
such Proceeding. Upon receipt of such notice from the Transfer Agent, the Fund
shall be entitled to participate in such Proceeding
25
<PAGE>
and, to the extent that it shall so desire, to assume the defense thereof with
counsel reasonably satisfactory to the Transfer Agent (in which case all
attorneys' fees and expenses shall be borne by the Fund and the Fund shall
defend the Transfer Agent). The Transfer Agent shall have the right to employ
separate counsel in any such Proceeding and to participate in the defense
thereof, but the fees and expenses of such counsel shall be borne by the
Transfer Agent unless (a) the Fund agrees in writing to pay such fees and
expenses, (b) the Transfer Agent shall have reasonably and in good faith
concluded that there is a conflict of interest between the Fund and the Transfer
Agent in the conduct of the defense of such action or (c) the Fund fails, within
ten (10) days prior to the date the first response or appearance is required to
be made in such Proceeding, to assume the defense of such Proceeding with
counsel reasonably satisfactory to the Transfer Agent. No compromise or
settlement of such Proceeding may be effected by either party without the other
party's consent unless (i) there is no finding or admission of any violation of
law and no effect on any other claims that may be made against such other party
and (ii) the sole relief provided is monetary damages that are paid in full by
the party seeking the settlement. Neither party shall have any liability with
respect to any compromise or settlement effected without its consent, which
shall not be unreasonably withheld. The Fund shall have no obligation to
indemnify and hold harmless the Transfer Agent from any loss, expense or
liability incurred by the Transfer Agent as a result of
26
<PAGE>
a default judgment entered by a court of competent jurisdiction against the
Transfer Agent unless such judgment was entered after the Fund agreed, in
writing, to assume the defense of such Proceeding. If the Fund shall fail or
refuse to defend an Indemnifiable Claim, the Transfer Agent may provide its own
defense at the cost and expense of the Fund. The Transfer Agent shall indemnify
and hold the Fund harmless from and against any and all losses, damages, costs,
charges, expenses (including reasonable attorney's fees) payments, and
liabilities arising out of or attributable to any action or failure or omission
to act by the Transfer Agent as a result of the Transfer Agent's negligence,
gross negligence, wilful misfeasance or reckless disregard of its duties
hereunder.
8. In performing its services hereunder the Transfer Agent will seek to
attain the Performance objectives set forth in Schedule IV hereto. The Transfer
Agent's failure to meet any Transfer Agent Objective or its performance at a
level giving rise to the Fund's right to terminate this Agreement as a result of
the Transfer Agent's failure to meet the minimum levels of performance as such
right to terminate is enumerated in Schedule IV shall not constitute negligence
or a breach of the Agreement nor constitute an inference of the foregoing.
9. For purposes of this Agreement, the Transfer Agent shall not be deemed
to have acted negligently or to have breached this Agreement, if the Transfer
Agent's performance is materially affected by circumstances beyond its control
and not due to its
27
<PAGE>
negligence or wilful misconduct (collectively, "Causes"), including, without
limitation (except as provided below), (a) mechanical breakdowns of equipment
(including any alternative power supply and operating systems software), flood
or catastrophe, acts of God, failures of transportation, communication or power
supply, strikes, lockouts, work stoppages or other similar circumstances.
10. At any time the Transfer Agent may apply to an Officer of the Fund
for written instructions with respect to any matter arising in connection with
the Transfer Agent's duties and obligations under this Agreement, and the
Transfer Agent shall not be liable for any action taken or omitted by it in good
faith in accordance with such written instructions. If the Transfer Agent
applies to a Fund Officer for written instructions with respect to any action
which Transfer Agent desires to take or refrain from taking under this Agreement
and which is not otherwise required by this Agreement, specifying the date on
and/or after which such action shall be taken, and if no Officer of the Fund
responds to such request, Transfer Agent shall not be liable for taking (or not
taking as the case may be) the action set forth in the application. The Transfer
Agent may consult counsel of the Fund, at the expense of the Fund and shall be
fully protected with respect to anything done or omitted by it in good faith in
accordance with the advice or opinion of counsel to the Fund.
11. The Transfer Agent may issue new Share certificates in place of Share
certificates represented to have been lost, stolen, destroyed or not received
upon receiving written instructions from
28
<PAGE>
the shareholder accompanied by proof of an indemnity or surety bond issued by a
recognized insurance institution specified by the Fund or the Transfer Agent.
The Transfer Agent may also reissue certificates which are represented as lost,
stolen, destroyed or not received without requiring a surety bond provided that
the notification is in writing and accompanied by an indemnification signed on
behalf of a member firm of the New York Stock Exchange and signed by an officer
of said firm with the signature guaranteed. Notwithstanding the foregoing, the
Transfer Agent will reissue a certificate upon written authorization from an
Officer of the Fund. The Transfer Agent represents that it is bonded for the
full value of all Share certificates sent by first class mail or otherwise to
Fund shareholders and will continue to be so bonded.
12. The Transfer Agent will issue and mail subscription warrants for
Shares of capital stock, Shares representing stock dividends, exchanges or
splits, or act as conversion agent upon receiving written instructions from an
Officer and such other documents as the Transfer Agent may deem necessary.
13. The Transfer Agent will supply shareholder lists to the Fund upon
receiving a request therefor from an officer of the Fund.
14. The Transfer Agent shall treat confidentially and as proprietary
information the Fund records and other information relative to the Fund and to
persons who are at any time shareholders of the Fund, and will not use such
records and information f or any purpose other than the performance of its
responsibilities and duties hereunder. In case of any requests or
29
<PAGE>
demands for the inspection, of the shareholder records of the Fund, the Transfer
Agent will endeavor to notify the Fund promptly and to secure instructions from
an officer as to such inspection. The Transfer Agent reserves the right,
however, to exhibit the shareholder records to any person whenever it receives
an opinion from its counsel that there is a reasonable likelihood that the
Transfer Agent will be held liable for the failure to exhibit the shareholder
records to such person; provided, however, that in connection with any such
disclosure the Transfer Agent shall promptly notify the Fund that such
disclosure has been made or is to be made.
15. At the request of an Officer of the Fund the Transfer Agent will
address and mail such appropriate notices to shareholders as the Fund may
direct.
16. Notwithstanding any of the foregoing provisions of this Agreement, the
Transfer Agent shall be under no duty or obligation to inquire into, and shall
not be liable for:
(a) The legality of the issue or sale of any Shares, the sufficiency of
the amount to be received therefor, or the authority of the Approved Institution
or of the Fund, as the case may be, to request such sale or issuance;
(b) The legality of a transfer of Shares, or of a redemption of any
Shares, the propriety of the amount to be paid therefor, or the authority of the
Approved Institution or of the Fund, as the case may be, to request such
transfer or redemption;
(c) The legality of the declaration of any dividend by
30
<PAGE>
the Fund, or the legality of the issue of any Shares in payment of any stock
dividend; or
(d) The legality of any recapitalization or readjustment of Shares.
17. The Transfer Agent shall be entitled to receive and the Fund hereby
agrees to pay to the Transfer Agent for its performance hereunder, including its
performance of the duties and functions set forth in Schedule I hereto, (i) its
reasonable out-of-pocket expenses incurred in connection with its performance
hereunder and (ii) such compensation as may be agreed upon in writing from time
to time by the Transfer Agent and the Fund.
18. The Transfer Agent shall not have any duties, responsibilities or
obligations under this Agreement except for such duties, responsibilities or
obligations which are specifically set forth in this Agreement, which are
incidental to fulfilling its duties, responsibilities and obligations under this
Agreement, or which are agreed upon in writing by the parties subsequent to the
date of this Agreement.
19. (a) The Fund will compensate the Transfer Agent for, and Transfer Agent
will provide, beginning on the date shares are first BNY sold, other than to BKY
Hamilton Distributors, Inc. and continuing until the termination of this
Agreement as provided hereinafter, the Services set forth in Schedule I.
(b) The current unit prices for the Services are set forth in Schedule
III (the "Schedule III Fee Schedule"). Once in each calendar year, the Transfer
Agent may elect to raise the
31
<PAGE>
Schedule III Fees upon one hundred eighty (180) days prior notice to the Fund
Notwithstanding the annual right to raise the Schedule III Fees, the Transfer
Agent may increase prices due to changes in legal or regulatory requirements;
provided that such increased fees or one time charges shall be subject to the
approval of the Fund, which approval shall not be unreasonably withheld.
20. Billing and Payment.
(a) The Transfer Agent shall bill the Fund as follows: (i) monthly in
arrears for Accounts maintained and in arrears for any Out-of-Pocket Expenses
incurred by the Transfer Agent, provided, however, that with respect to
Out-of-Pocket Expenses the Transfer Agent shall provide the Fund monthly with an
amount to be advanced to the Transfer Agent for estimated postage expenses for
the following month. Documentation to support reconciliation of actual postal
charges will be provided to the Fund monthly. The Transfer Agent may from time
to time request the Fund to make additional advances when appropriate.
(b) The Fund shall pay the Transfer Agent within thirty (30) days of
the date of the bill, provided that the bill is received in proper order and on
a timely basis. All amounts which are Out-of-Pocket expenses and not the
subject of a good faith dispute shall be paid within thirty (30) days of the
date of the bill.
ARTICLE IX
TERMINATION
Either of the parties hereto may terminate this Agreement
32
<PAGE>
by giving to the other party a notice in writing specifying the date of such
termination, which shall be not less than 180 days after the date of receipt of
such notice. Notwithstanding the foregoing, the Fund may at any time terminate
this Agreement in accordance with the provisions of Schedule IV hereto. In the
event such notice is given by the Fund, it shall be accompanied by a copy of a
resolution of the Board of Directors of the Fund, certified by the Secretary or
any Assistant Secretary, electing to terminate this Agreement and designating
the successor transfer agent or transfer agents. In the event such notice is
given by the Transfer Agent, the Fund shall, on or before the termination date,
deliver to the Transfer Agent a copy of a resolution of its Board of Directors
certified by the Secretary or any Assistant Secretary designating a successor
transfer agent or transfer agents. In the absence of such designation by the
Fund, the Fund shall upon the date specified in the notice of termination of
this Agreement and delivery of the records maintained hereunder, be deemed to be
its own transfer agent and the Transfer Agent shall thereby be relieved of all
duties and responsibilities pursuant to this Agreement.
In the event this Agreement is terminated as provided herein, the Transfer
Agent, upon the written request of the Fund, shall deliver any and all records
of the Fund (except duplicate records, if any, maintained by Transfer Agent for
archival purposes) on electromagnetic media to the Fund or its successor
transfer agent. The Fund shall be responsible to the Transfer Agent for the
reasonable costs and expenses associated with the preparation and
33
<PAGE>
delivery of such media.
ARTICLE X
MISCELLANEOUS
1. Representatives of the Fund's independent outside auditors ("Auditors")
shall have the right from time to time to perform on-site audits at the facility
of the Transfer Agent which do not result in an unreasonable disruption of the
business of the Transfer Agent. Such audits shall be conducted in accordance
with an audit program, the scope and frequency of which shall be agreed upon
from time to time in good faith by the parties. The Auditors may obtain a
reasonable number of copies of records and accounts directly related to the
services to be supplied hereunder by the Transfer Agent. Except as provided in
clause (c) below, nothing in this paragraph shall be deemed to permit the
Auditors to have access to any records or information concerning (a) any other
customer of the Transfer Agent, (b) the manner or method used by the Transfer
Agent in establishing the fees it charges any customer, including the Fund or
(c) the Transfer Agent's internal operating procedures, provided that the
Transfer Agent shall permit officers or employees of the Auditors to have access
to such internal operating procedures to the extent necessary for the proper
completion of such audit and the expression of their unqualified opinion of the
Fund's semi-annual report on Form N-SAR, provided such Auditors have agreed to
keep such internal operating procedures confidential and treat the same as
proprietary information of the Transfer Agent.
34
<PAGE>
2. During the term of this Agreement, at no additional cost to the Fund,
the Transfer Agent shall provide a facility capable of safeguarding the transfer
agency and dividend disbursing records of the Fund in case of damage to the
primary facility providing those services (the "Back-Up Facility"). Transfer of
the transfer agency and dividend records of the Fund to the Back-Up Facility
shall be at the Transfer Agent's expense, shall commence immediately after
damage to the primary facility results in an inability to provide the transfer
agency and dividend disbursing services, and shall be completed within 72
hours of commencement. After the primary facility has recovered, the Transfer
Agent shall again utilize it to provide the transfer agency and dividend
disbursing services to the Fund at no additional cost to the Fund. The Transfer
Agent shall use reasonable efforts to provide the services described in this
Agreement from the Back-Up Facility.
3. The Transfer Agent represents that it has and is currently registered as
a transfer agent with the Securities and Exchange Commission ("SEC") and has
complied with the SEC's regulations for registered transfer agents. The Transfer
Agent agrees that it will continue to be registered with the SEC as a transfer
agent for the duration of this Agreement. Should the Transfer Agent fail to be
registered with the SEC as transfer agent at any time during this Agreement, the
Fund may, on written notice to the Transfer Agent, immediately terminate this
Agreement.
4. The Fund agrees that prior to effecting any change in the Prospectus
which would increase or alter the duties and obligations
35
<PAGE>
of the Transfer Agent hereunder, it shall advise the Transfer Agent of such
proposed change at least 30 days prior to the intended date of the same, and
shall proceed with such change only if it shall have received the written
consent of the Transfer Agent thereto, which shall not be unreasonably withheld.
5. Any notice or other instrument in writing, authorized or required by
this Agreement to be given to the Fund shall be sufficiently given if addressed
to the Fund and mailed certified, registered or delivered via overnight courier
to it at its office at the address first above written, or at such other place
as the Fund may from time to time designate in writing.
6. Any notice or other instrument in writing, authorized or required by
this Agreement to be given to the Transfer Agent shall be sufficiently given if
addressed to the Transfer Agent and mailed certified, registered or delivered
via overnight courier to the Secretary at 120 South LaSalle, Chicago, 1L, with a
copy to the President at the same address, or at such other place as the
Transfer Agent may from time to time designate in writing.
7. This Agreement may not be amended or modified in any manner except by a
written agreement executed by both parties with the formality of this Agreement.
8. This Agreement shall extend to and shall be binding upon the parties
hereto, and their respective successors and assigns. This Agreement shall not be
assignable by either party without the written consent of the other party.
9. This Agreement shall be governed by and construed in
36
<PAGE>
accordance with the laws of the State of New York.
10. This Agreement may be executed in any number of counterparts each of
which shall be deemed to be an original; but such counterparts shall, together,
constitute only one instrument.
11. The provisions of this Agreement are intended to benefit only the
Transfer Agent and the Fund, and no rights shall be granted to any other person
by virtue of this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by their respective corporate officer, thereunto duly authorized and
their respective corporate seals to be hereunto affixed, as the day and year
first above written.
Investors Financial Services Company BNY Hamilton Funds, Inc.
By: /s/ Robert W. Ciarlelli By: /s/ Richard Stierwalt
---------------------------- ---------------------------
(Signature) (Signature)
Robert W. Ciarlelli Richard Stierwalt
---------------------------- ---------------------------
(Name) (Name)
President Chief Executive Officer
---------------------------- ---------------------------
(Title) (Title)
September 9, 1992 August 24, 1992
---------------------------- ---------------------------
(Date Signed) (Date Signed)
37
<PAGE>
SCHEDULE I
DESCRIPTION OF SERVICES
In consideration of the fees to be paid in such manner and at such times as
Fund and Transfer Agent may agree, Transfer Agent will provide the services set
forth below:
Examine and Process New Accounts, Subsequent Payments, Liquidations,
Exchanges, Telephone Transactions, Check Redemptions, Automatic Withdrawals,
Certificate Issuance, Wire Order Trades, Dividends, Dividend Statements, Dealer
Statements.
DAILY ACTIVITY
Maintain the following shareholder information in such a manner as the
Transfer Agent shall determine:
Name and Address, including Zip Code
Balance of Uncertificated Shares
Balance of Certificated Shares
Certificate number, number of shares, issuance date of each certificate
outstanding and cancellation date for each certificate date for each
certificate no longer outstanding, if issued
Balance of dollars available for redemption
Dividend code (daily accrual, monthly reinvest, monthly cash or quarterly
cash)
Type of account code
Dealer, Branch and Salesman information
Establishment date indicating the date an account was opened, carrying
forward pre-conversion data as available
Original establishment date for accounts opened by exchange
W-9 withholding status and periodic reporting
State of residence code
Social Security or taxpayer identification number, and indication of
certification
Historical transactions on the account for the most recent 18 months, or
other period as mutually agreed to from time-to-time
38
<PAGE>
Indication as to whether phone transactions can be accepted for this
account. Beneficial owner code, i.e. male, female, joint tenant, etc.
An alternate or "secondary" account number issued by a dealer (or bank,
etc.) to a customer for use, inquiry and transaction input by "remote
assessors"
FUNCTIONS
Answer investor and dealer telephone and/or written inquiries, except those
concerning Fund policy, or requests for investment advice which will be
referred to the Fund, or those which the Fund chooses to answer
Deposit Fund share certificates into accounts upon receipt of instructions
from the investor or other authorized person, if issued
Examine and process transfers of shares insuring that all transfer
requirements and legal documents have been supplied
Process and confirm address changes
Process standard account record changes as required, i.e. Dividend Codes,
etc.
Microfilm source documents for transactions, such as account applications
and correspondence
Use of master account application to establish individual participant
accounts
Perform backup withholding for those accounts which federal government
regulations indicate is necessary
Perform withholdings on liquidations, if applicable, for employee benefit
plans. Prepare and mail 5498s and 1099R
Handle bad purchase check processing by notifying Fund prior to trade
reversal
Solicit missing taxpayer identification numbers
Provide remote access inquiry to Fund records via Fund supplied hardware
Perform certain recordkeeping functions with respect to individual
retirement accounts in the Fund as more fully described in the Agency
Agreement dated as of August 7, 1992 between Transfer Agent and Bank of New
York.
39
<PAGE>
REPORTS PROVIDED
Daily Journals Reflecting all shares and
dollar activity for the
previous day
Blue Sky Report Supply information monthly
for Fund's preparation of
Blue Sky Reporting
N-SAR Report Supply monthly correspondence,
redemption and liquidation
information for use in fund's
N-SAR Report
Single Rate
12b-1 Report/
Average Asset Reporting Supply monthly dealer
reallowance, commission and
other fee reporting (as
available)
Additionally, the following will be provided at the Fund's request to the
Fund at no charge:
o Shareholder listings:
- by Beneficial Owner Code
- by Tax Status Code
- by State Code
- by Establishment Date
- by Dividend Code
- by Account Plan Type
- Top Ten Shareholders
o Dealer Transaction Totals
o Monthly average daily balance reports
Prepare and mail copies of summary statements to dealers and investment
advisers.
Generate and mail confirmation statements for financial transactions. Send
copies of financial transaction confirmations to the dealer main office or
branch specified, and possibly a third party.
Monthly management report as Fund and Transfer Agent agree upon that will
provide summary information of Fund activity and quality of services
delivered.
DIVIDEND ACTIVITY
Reinvest or pay in cash including reinvesting in other funds
40
<PAGE>
within the fund group serviced by the Transfer Agent as described in each
Fund prospectus
Distribute capital gains simultaneously with income dividends
DEALER SERVICES
Prepare and mail confirmation statements to dealers daily
Prepare and mail copies of statements to dealers, same frequency as investor
statements
Allow on-line access to institutions designated by the Fund from time to time
(Institutional Interface)
ANNUAL MEETINGS
One Proxy mailing per year per fund
Address and mail proxies and related material. Tabulate returned proxies and
supply daily reports when sufficient proxies have been received (material
must be adaptable to mechanical equipment as reasonably specified by the
Transfer Agent)
Prepare certified list of stockholders, hard copy or microform
PERIODIC ACTIVITIES
Mail transaction confirmation statements daily to investors
Address and mail four (4) periodic financial reports (material must be
adaptable to Transfer Agent's mechanical equipment as reasonably specified by
the Transfer Agent)
Mail periodic statement to investors
Compute, prepare and furnish all necessary reports to Governmental
authorities: Forms 1096, 1099DIV, 1099B, 1042 and 1042S
Enclose various marketing material as designated by the Fund in statement
mailings, i.e. monthly and quarterly statements (material must be adaptable
to mechanical equipment as reasonably specified by the Transfer Agent)
41
<PAGE>
SCHEDULE II
RECORDS MAINTAINED BY TRANSFER AGENT
- - Account applications
- - Cancelled certificates plus stock powers and supporting documents
- - Checks including check registers, reconciliation records, any adjustment
records and tax withholding documentation
- - Indemnity bonds for replacement of lost or missing stock certificates and
checks
- - Liquidation, redemption, withdrawal and transfer requests including stock
powers, signature guarantees and any supporting documentation
- - Proxy records for annual meetings held within the previous nine months
- - State and federal tax records
- - Journals (or other records of original entry) containing itemized daily
record of all sales and redemptions
- - Separate ledger accounts (or other records) showing number of shares held by
each shareholder of record (including details with respect to periodic
investment plans, dividend reinvestment plans, etc.)
42
<PAGE>
SCHEDULE III
FEE SCHEDULE - BNY HAMILTON FUNDS, INC.
Open Accounts
- -- Money Market Funds $24.00 per Account/per Year
- -- Fixed Income Funds $20.00 per Account/per Year
- -- Equity Funds $17.00 per Account/per Year
Closed Accounts $3.00 per Account/per Year
Minimum Charge per Fund (Portfolio) $2,000.00 per Month
Ad Hoc Reports
- -- Development Charge $400.00 per Report
- -- Handling Charge $25.00 per Hour per Report
(Minimum $25.00)
- -- Print Charges $25.00 per 1,000 Sheets of Print
(Minimum of $25.00)
Institutional Interface
- -- User $200.00 per Month per User ID
- -- Trades Processing $1.50 per Trade
Remote Report Printing $50.00 per Report
In addition to the above, charges for Cash Management services, out-of-pocket
expenses and any specialized interfaces and/or enhancements to the existing
processing routines will be billed as incurred.
TRANSACTION FEES:
TRANSACTIONS CHARGE
------------ ------
CHECK PROCESSING:
Cashier's Check $7.00
Foreign Collection
(A U.S. Dollar check drawn on a
foreign bank) $25.00
Returned Check
(New account deposit check returned
in addition to bank fees) $10.00
43
<PAGE>
Stop Payment requests for drafts $10.00
STATEMENTS:
Account Transcripts (prior years) $5.00
per year
Paid Copies of Payment Checks $7.00
Paid Copies of Draft Checks $7.00
ELECTRONIC FUNDS TRANSFER:
All wires, in or out $9.00
44
<PAGE>
Schedule IV
Transfer Agent Performance objectives
Retail Funds
The performance objectives set forth below represent what the Fund believes
should be reasonably obtainable by the Transfer Agent, given the typical daily
variables associated within any transfer agent operation (ie. transaction volume
fluctuations), This Agreement may be immediately terminated upon written notice
by the Fund to the Transfer Agent in the event the performance objectives herein
are repeatedly and materially not met for a period of 30 days and not cured by
Transfer Agent within a subsequent period of 30 days. Notice of such failure to
meet the performance objectives shall be provided in writing by the Fund to the
Transfer Agent.
<TABLE>
<CAPTION>
Turnaround
Function Objective Excellent Acceptable Unacceptable
- -------- --------- --------- ---------- ------------
<S> <C> <C> <C> <C>
New account processing Same day 100% 95% less than 95%; over 2 days old
Transaction processing ($) Same day 100% 95% less than 95%; over 2 days old
Maintenance processing (no $) 2 days 100% 75% anything over 4 days old
Quality of entry-new accounts error rate of: 0% .5% anything more
Quality of entry-other ($) error rate of: 0% 2% anything more
Quality of entry-other (non $) error rate of: 0% 4% anything more
Research 48 Hours 100% 80% anything over 5 days
Response to correspondence* 4 days 100% 80% anything over 5 days
</TABLE>
<PAGE>
Page 2
Transfer Agent Performance Objectives
Retail Funds
<TABLE>
<CAPTION>
Turnaround
Function Objective Excellent Acceptable Unacceptable
- -------- --------- --------- ---------- ------------
<S> <C> <C> <C> <C>
Telephone Excellent: 95% calls answered within 30 seconds; 1% abandon rate
Acceptable: 90% calls answered within 45 seconds; 2% abandon rate
Unacceptable: less than 75% calls answered within 45 seconds; 5% abandon rate
Telephone problem resolution* 2 days 100% 80% anything over 3 days old
Corr./telephone problems completed 5 days 100% 75% anything over 10 days
Mailing of confirms 1 day 100% 80% anything over 2 days
Mailing of dividend/redemption checks one day 100% 90% anything less than 95% in 48 hours
Mailing of CWR books 7 days 100% 80% anything over 10 days
System availability 8:00 am to 90% 95% anything less than 90%
8:00 pm EST
weekdays
</TABLE>
*At minimum, contact shareholder with problem status update
<PAGE>
Schedule IV
Transfer Agent Performance Objectives
Institutional Funds
The performance objectives set forth below represent what the Fund believes
should be reasonably obtainable by the Transfer Agent, given the typical daily
variables associated within any transfer agent operation (ie. transaction volume
fluctuations). This Agreement may be immediately terminated upon written notice
by the Fund to the Transfer Agent in the event the performance objectives herein
are repeatedly and materially not met for a period of 30 days and not cured by
Transfer Agent within a subsequent period of 30 days. Notice of such failure to
meet the performance objectives shall be provided in writing by the Fund to the
Transfer Agent.
<TABLE>
<CAPTION>
Turnaround
Function Objective Excellent Acceptable Unacceptable
- -------- --------- --------- ---------- ------------
<S> <C> <C> <C> <C>
New account processing Same day 100% 99.5 anything less
Transaction processing ($) Same day 100% 99.5 anything less
Maintenance processing (no $) 2 days 100% 90% less than 90% 3 days old
Quality of entry-new accounts error rate of: 0% .5% anything more
Quality of entry-other ($) error rate of: 0% .5% anything more
Quality of entry other (non $) error rate of: 0% 2% anything more
Research ($) Same day 100% 95% anything over 2 days
(no $) 50% within 100% 80% anything over 2 days
one day
</TABLE>
<PAGE>
Page 2
Transfer Agent Performance Objectives
Institutional Funds
<TABLE>
<CAPTION>
Turnaround
Function Objective Excellent Acceptable Unacceptable
- -------- --------- --------- ---------- ------------
<S> <C> <C> <C> <C>
Telephone Excellent: 100% calls answered within 30 seconds; 1% abandon rate
Acceptable: 95% calls answered within 45 seconds; 2% abandon rate
Unacceptable: less than 85% calls answered within 45 seconds; 5% abandon rate
Telephone problem resolution ($) same day 100% 95% anything over 1 day old
(no $) same day 100% 80% anything over 2 days old
Mailing of confirms 1 day 100% 100% anything over 2 days
System availability 8:00 am to 99% 97% anything less; delays at month-end
8:00 pm EST
week days
Delivery of Mgt. Report/ By 5th Business 100% 80% past 10th Business day
12b-1 information day of next month of next month
12b-1 checks mailed By 5th Business 100% 80% past 7th Business day
day of next month of next month
</TABLE>
<PAGE>
AGENCY AGREEMENT
This Agency Agreement is made as of August 7, 1992, by and between THE BANK
OF NEW YORK, a bank organized under the laws of the State of New York having its
principal office and place of business at 48 Wall Street, New York, New York
10286 (hereinafter referred to as the "Bank"), and INVESTORS FINANCIAL SERVICES
COMPANY, a Delaware corporation, having its principal office and place of
business at 120 South LaSalle, Chicago, IL (hereinafter referred to as the
"Agent").
WHEREAS, Agent is the transfer agent of certain mutual funds ("Funds")
listed on the attached Exhibit A; and
WHEREAS, the Bank acts as the Custodian of the Hamilton Funds Individual
Retirement Accounts (the "Accounts"), which are invested in the Funds; and
WHEREAS, Bank wishes to retain Agent to perform certain recordkeeping
duties which Bank is required to perform as Custodian for the Accounts and
Agent wishes to perform such duties.
NOW, THEREFORE, Bank in its capacity as Custodian and Agent agree as
follows:
1. Bank hereby retains and employs Agent to perform the duties described
herein in addition to those set forth in schedules to the Agent's Transfer
Agency Agreement with the Funds. Agent accepts such employment and agrees to
perform such duties.
2. Agent shall, in fulfilling its duties hereunder, act in good faith,
with due diligence, and without negligence. Agent shall perform its duties in
accordance with the copy of the Individual Retirement Account Custodial
Agreement (IRS Form 5305-A ) which is attached hereto and made a part hereof
("Custodial Agreement"), as amended from time to time, and present and future
requirements of Section 408(a), of the Internal Revenue Code and any rule or
regulation issued in interpretation of Section 408(a) and applicable law ("IRS
Requirements").
3. The duties of Agent will include the following:
(a) Receiving all Accounts which are in existence, opening new
Accounts and receiving cash contributions for Accounts;
<PAGE>
(b) Making distributions from Accounts (including distributions
required by Form 5305-A) as well as withholding tax in accordance with
the provisions of the Custodial Agreement and IRS Requirements.
(c) Preparing and delivering all returns, reports, proxies, valuations,
and accounting in accordance with IRS Requirements and as reasonably
required by the Funds or by Bank.
(d) Maintaining all records for the Accounts in accordance with IRS
Requirements and as reasonably required by the Funds or by Bank.
(e) Answering investor and dealer telephone and/or written inquiries,
except those that (i) concern Fund Policy, (ii) are requests for
investment advice, (iii) are requests for tax advice, or (iv) concern
other issues which the Funds have notified Agent to refer to the Funds.
Under no circumstances shall the Agent give investment advice or tax
advice.
4. Agent agrees to permit Bank to conduct review procedures as it deems
necessary to monitor the activities of Agent under this Agreement. Agent also
agrees to perform or have performed the audit review procedures and provide
reports in connection therewith described on Exhibit B attached hereto (the
"Audit Review Procedures") at the expense of the Bank. Bank may revise the Audit
Review Procedures as it deems reasonable and necessary on thirty (30) days prior
written notice to Agent and subject to the Agent's consent, which consent may
not be withheld unreasonably.
5. Agent agrees to indemnify and exonerate, save and hold Bank harmless
from and against any and all claims (whether with or without basis in fact or
law), demands, expenses (including reasonable attorneys' fees) and liabilities
of any nature which Bank may sustain or incur which are caused as a result of
Agent's bad faith or willful misconduct or negligent performance of its duties
hereunder.
6. Except as specifically set forth in Paragraphs 2 and 3, no provision of
this Agreement shall modify or supersede any provision of the Transfer Agency
Agreement between Agent and the Funds, and no provisions of this Agreement shall
relieve the Agent of any responsibility assumed by the Agent in its Transfer
Agency Agreement with the Funds.
-2-
<PAGE>
7. This Agreement may be terminated at any time by mutual consent of Bank
and Agent or upon thirty-(30) days' written notice by either party. Further,
this Agreement may be immediately terminated by either party in the event the
Funds appoint a successor Custodian as provided in the Custodial Agreement. Upon
termination, Agent shall transfer the records of the Accounts as directed by
Bank at Bank's expenses.
8. Agent shall forward to Bank a certified list of the Accounts, itemizing
account numbers, holders, assets, and such other information as Bank may
reasonably request.
9. Agent shall be entitled to charge an annual maintenance fee of $10.00
per Account and shall be entitled to 75% of said fee for each Account, and shall
remit the remaining 25% to Bank. Annual maintenance fees may be increased upon
the mutual agreement of the parties hereto. Agent will be entitled to 75% of any
increase in the annual maintenance fee. Agent shall be entitled to the
acceptance fee, which shall be $10.00 per Account.
10. No modification or amendment of this Agreement shall be valid or
binding on the parties unless made in writing and signed on behalf of each of
the parties by there respective duly authorized officers or representatives.
11. Notices shall be communicated by first class mail, or by such other
means as the parties may agree, to the persons and address specified below or to
such other persons and addresses as the parties may specify in writing.
If to Bank: The Bank of New York
c/o BNY Hamilton Distributors, Inc.
1290 Avenue of the Americas
New York, New York 10104
with a copy to: The Bank of New York
c/o Anthony Panarese
48 Wall Street
18th Floor
New York, New York 10286
If to Agent: Investors Financial Services Company
Attn: Robert W. Ciarielli
811 Main Street
Kansas city, Missouri 64105
-3-
<PAGE>
with a copy to: Investors Financial Services Company
Legal Department
Attn: Christopher Atteberry
811 Main Street
Kansas City, Missouri 64105
12. This Agreement shall be governed by the laws of the State of New York
applicable laws of the United States.
13. This Agreement may be executed in any number of counterparts, and by
the parties hereto on separate counterparts, each of which when so executed
shall be deemed an original and all of which when taken together shall
constitute one and the same agreement.
14. This Agreement shall be binding upon and inure to the benefit of the
parties and their respective successors and assigns, including successors and
assigns resulting from merger or operation of law.
Executed by the parties on the date(s) set forth below.
THE BANK OF NEW YORK "Bank"
By: /s/
--------------------------
Its: Executive Vice President
-------------------------
Date: Dec 7, 1992
-----------------------
INVESTORS FINANCIAL SERVICES COMPANY
"Agent"
By: /s/
-------------------------
Its: Vice President
-------------------------
Date: Dec 3, 1992
-----------------------
-4-
<PAGE>
Exhibit A
---------
BNY Hamilton Intermediate Government Fund
BNY Hamilton Intermediate New York Tax-Exempt Fund
BNY Hamilton Equity Income Fund
BNY Hamilton Money Fund
<PAGE>
Exhibit B
BNY Hamilton Fund IRA - Audit Procedures
----------------------------------------
A. Account Documentation
---------------------
Ensure executed IRA agreement is on hand, is adequately safeguarded and is
easily retrievable.
B. Receipt of Funds
----------------
Review of control procedures over the receipt of monies and detailed testing
to ensure:
- accuracy of posting to customer account
- timeliness of posting to customer account
- recording of payment in correct tax year and in compliance to applicable
regulations
C. Disbursement of Funds
---------------------
Review of control procedures over the disbursement of proceeds and detailed
testing to ensure:
- proper documentation is on file to substantiate disbursement of monies and
age of holder
- monies are disbursed accurately and in a timely manner
- exchanges are carried out timely and in accordance with customer
instructions
- customer authorization is on file for any instructions received
telephonically
D. Dividend/Capital Gain Distributions
-----------------------------------
Review of control procedures to ensure reinvested distributions are posted
accurately and in a timely manner.
E. Tax Matters
------------
1) Review of compliance with any IRS rules or regulations relating (i) to the
reporting of tax information to customers and to the IRS and (ii) to
providing any notices or forms to customers with respect to any election
concerning withholding of tax, and any related reporting requirement.
2) Review of compliance with any IRS rules or regulations with respect to
providing information to transferors of qualified plan assets.
<PAGE>
F. Fees
-----
Review to ensure correctness and timeliness of fees charged to customers.
G. System Review
-------------
Review to ensure data is adequately safeguarded.
-2-
<PAGE>
SHAREHOLDER SERVICING AGREEMENT
BNY Hamilton Funds, Inc.
125 West 55th Street
New York, New York 10019
Gentlemen:
We wish to enter into this Shareholder Services Agreement with
you concerning the provision of personal shareholder service and administrative
assistance to our customers ("Customers") who may from time to time beneficially
own shares of the Hamilton Premier class of BNY Hamilton Money Fund (the
"Hamilton Premier Class") of BNY Hamilton Funds, Inc. (the "Corporation"). The
terms and conditions of this agreement are as follows:
1. We agree to provide any or all of the following support
services to Customers who may from time to time beneficially own shares
of the Hamilton Premier Class ("Hamilton Premier Shares"): (i)
aggregating and processing purchase and redemption requests for
Hamilton Premier Shares from Customers and placing net purchase and
redemption orders with BNY Hamilton Distributors, Inc., the
Corporation's distributor; (ii) provid ing Customers with a service
that invests the assets of their accounts in Hamilton Premier Shares
pursuant to specific or pre-authorized instructions; (iii) processing
dividend payments from the Corporation on behalf of Customers; (iv)
providing information periodically to Customers showing their positions
in the Hamilton Premier Class; (v) arranging for bank wires; providing
dedicated walk-in and telephone facilities to respond to Customer
inquiries and needs; (vi) providing sub-accounting with respect to
Hamilton Premier Shares beneficially owned by Customers or the
information to the Hamilton Premier Class necessary for sub-accounting;
(vii) if required by law, forwarding shareholder communications from
the Corporation (such as proxies, shareholder reports, annual and
semi-annual financial statements and dividend distribution and tax
notices) to Customers; and (viii) providing such other similar services
to the Corporation may rea sonably request to the extent we are
permitted to
<PAGE>
do so under applicable statutes, rules or regulations.
2. We may be subject to the provisions of the Glass-Steagall
Act and other laws governing, among other things, the conduct of
activities by federally chartered and supervised banks and other
banking organizations. As such, the Corporation recognizes that we are
restricted in the activi ties we may undertake and for which we may be
paid and, therefore, we will perform only those activi ties that are
consistent with our statutory and regulatory obligations. We will act
solely as agent for, upon the order of, and for the account of, our
Customers.
3. We will provide such office space and equipment, telephone
facilities and personnel (which may be any part of the space, equipment
and facilities currently used in our business, or any personnel
employed by us) as may be reasonably necessary or beneficial in order
to provide such services to Customers.
4. We will not, nor will any of our officers, employees or
agents, make any representations concerning the Corporation or the
Hamilton Premier Shares, except those contained in the Corporation's
then-current prospectus for the Hamilton Premier Class, copies of which
will be supplied to us by the Corporation, or in such supplemental
literature or advertising as may be authorized by the Corporation in
writing.
5. For all purposes of this Agreement, we will be deemed to be
an independent contractor, and will have no authority to act as agent
for the Corporation in any matter or in any respect. We agree to and do
release, indemnify and hold the Corporation harmless from and against
any and all direct or indirect liabilities or losses resulting from
requests, directions, actions or inactions of or by us or our officers,
employees or agents regarding our responsibilities hereunder or the
purchase, redemption, transfer or registration of Hamilton Premier
Shares by or on behalf of Customers. We and our employees, upon
request, will be available during normal business hours to consult with
the Corporation or its designees
-2-
<PAGE>
concerning the performance of our responsibilities under this
Agreement.
6. In consideration of the services and facilities provided by
us hereunder, the Corpora tion agrees to pay us and we will accept as
full payment therefor, a fee at the annual rate of .25% of the average
daily net asset value of the Hamilton Premier Shares beneficially owned
by our Customers with whom we have a servicing relationship (the
"Customers' Shares"), which fee will be computed daily and payable
monthly. We agree to and do waive such portion of the fee payable under
this Section 6 as is necessary to assure that the amount of such fee
which is required to be accrued on any day with respect to our
Customers does not exceed the income to be accrued to our Customers'
Shares on that day. For purposes of determining the fees payable under
this Section 6, the average daily net asset value of the Customers'
Shares will be computed in the manner specified in the Corporation's
registration statement (as the same is in effect from time to time) in
connection with the computation of the net asset value of the Hamilton
Premier Class for purposes of purchases and redemptions. The
Corporation, in its discretion and without notice, may suspend or
withdraw the sale of Hamilton Premier Shares, including the sale of
such shares for the account of any Customer or Customers.
7. Any person authorized to direct the disposition of monies
paid or payable by the Corporation pursuant to this Agreement will
provide to the Corporation's Board of Directors, and the Corporation's
Directors will review, at least quarterly, a written report of the
amounts so expended and the purposes for which such expenditures were
made. In addition, we will furnish the Corporation or its designees
with such information as the Corporation or its designees may
reasonably request (including, without limitation, periodic
certifications confirming the provision to Customers of the services
described herein), and will otherwise cooperate with the Corporation or
its designees (including, without limitation, any auditors designated
by the Corporation), in connection with the preparation of reports to
the Corporation's Board of Directors
-3-
<PAGE>
concerning this agreement and the monies paid or payable pursuant
hereto, as well as any other reports or filings that may be required by
law. We will promptly report to the Corporation any potential or
existing conflicts with respect to the investments of our customers in
the Hamilton Premier Class.
8. The Corporation may enter into other similar Shareholder
Services Agreements with any other person or persons without our
consent.
9. We represent, warrant and agree that: (i) in no event will
any of the services provided by us hereunder be primarily intended to
result in the sale of any shares issued by the Corporation; (ii) the
compensation payable to us hereunder, together with any other
compensation payable to us by Customers in connection with the
investment of their assets in the Hamilton Premier Class, will be
disclosed by us to our Customers, will be authorized by our Customers
and will not result in an excessive or unreasonable fee to us; (iii) we
will not advertise or otherwise promote our Customers accounts
primarily as a means of investing in the Hamilton Premier Class or
establish or maintain Customers accounts for the primary purpose of
investing in the Hamilton Premier; (iv) in the event an issue
pertaining to this agreement is submitted for shareholder approval, we
will vote any Hamilton Premier Shares held for our own account in the
same proportion as the vote of the Hamilton Premier Shares held for our
Customers' benefit and (v) we will not engage in activities pursuant to
this Agreement which constitute acting as a broker or dealer under
state law unless we have obtained the licenses required by such law.
10. This Agreement will become effective on the date a fully
executed copy of this agreement is received by the Corporation or its
designee. Unless sooner terminated, this Agreement will continue until
_______________, and thereafter will continue automatically for
successive annual periods ending on ________________.
11. All notices and other communications will be duly given if
mailed, telegraphed, telexed
-4-
<PAGE>
or transmitted by similar telecommunications device to the appropriate
address shown above, or to such other address as either party shall so
provide the other.
-5-
<PAGE>
12. This Agreement shall be construed in accordance with the
internal laws of the State of New York without giving effect to
principles of conflict of laws, and is non-assignable by the parties
hereto.
If you agree to be legally bound by the provisions of this
Agreement, please sign a copy of this letter where indicated below and promptly
return it to us.
Very truly yours,
[Shareholder Organization]
By: ______________________________
Title: Vice President
Date:
Accepted and agreed to:
BNY HAMILTON FUNDS, INC.
By: _____________________________
Title: Chairman of the Board and
Chief Executive Officer
-6-
<PAGE>
SUB-ADMINISTRATION AGREEMENT
AGREEMENT made as of July 31, 1992 by and between BNY Hamilton
Distributors, Inc., a Delaware Corporation (the "Administrator"), and The Bank
of New York, a New York corporation authorized to do a banking business (the
"Sub-Administrator").
WHEREAS, the Administrator has entered into an Administration
Agreement dated the date hereof (the "Administration Agreement") to provide
administration services to BNY Hamilton Funds, Inc. (the "Corporation"), which
is an investment company registered under the Investment Company Act of 1940, as
amended (the "1940 Act"), and which intends to offer its shares in the series
specified in the Administration Agreement (each a "Series" and collectively the
"Series");
WHEREAS, the Administration Agreement authorizes the
Administrator to delegate any of its duties and obligations under the
Administration Agreement to any agent whenever and on such terms and conditions
as it deems necessary or appropriate upon receipt of the prior written consent
of the Series;
WHEREAS, the Administrator desires to retain the
SubAdministrator to provide administration services for the Series and the
Sub-Administrator is willing to provide such services, all as more fully set
forth below;
WHEREAS, The Sub-Administrator is experienced in providing
administration services to investment companies and possesses facilities
sufficient to provide such services; and
WHEREAS, the Board of Directors of the Corporation has
approved this Agreement on behalf of each of the Series.
NOW, THEREFORE, in consideration of the mutual promises and
agreements contained herein, the parties hereby agree as follows:
1. Appointment
The Administrator hereby appoints the Sub-Administrator as its
agent for the term of this Agreement to perform the services described herein.
The Sub-Administrator hereby accepts such appointment and agrees to perform the
duties hereinafter set forth.
<PAGE>
2. Representations and Warranties
Each party hereby represents and warrants to the other, which
representations and warranties shall be deemed to be continuing, that:
(a) It is duly organized and existing under the laws of the
jurisdiction of its organization, with full power to carry on its business as
now conducted, to enter into this Agreement and to perform its obligations
hereunder;
(b) This Agreement has been duly authorized, executed and
delivered by it in accordance with all requisite action and constitutes a valid
obligation legally binding upon it, enforceable in accordance with its terms;
and
(c) It is conducting its business in compliance with all
applicable laws and regulations, both state and federal, and has obtained all
regulatory licenses, approvals and consents necessary to carry on its business
as now conducted; there is no statute, regulation, rule, order or judgment
binding on it and no provision of its charter or by-laws, nor of any mortgage,
indenture, credit agreement or other contract binding on it or affecting its
property which would prohibit its execution or performance of this Agreement.
3. Delivery of Documents
(a) The Corporation has agreed to deliver to the Administrator, and upon such
delivery the Administrator will promptly deliver to the Sub-Administrator, a
true and correct copy of each of the following documents as currently in effect
and all future amendments and supplements thereto, if any:
(i) The Corporation's articles of incorporation and
all amendments thereof (the "Charter");
(ii) The Corporation's by-laws (the "By-Laws");
(iii) Resolutions of the Corporation's Board of
Directors approving this Agreement;
(iv) The Corporation's registration statement most
recently filed with the Securities and Exchange
-2-
<PAGE>
Commission (the "SEC") relating to the shares of the
Corporation (the "Registration Statement");
(v) The Corporation's Notification of Regis tration
under the 1940 Act on Form N-8A filed with the SEC; and
(vi) The Corporation's Prospectus and Statement of
Additional Information pertaining to each Series (collectively, the
"Prospectus").
(b) The Charter shall be accompanied by a copy of a
certificate of the Maryland State Department of Assessments and Taxation. Each
copy of the By-laws, Registration Statement and Prospectus, and all amendments
thereto, and copies of Board resolutions, shall be accompanied by a copy of a
certificate of the Secretary or an Assistant Secretary of the Corporation.
(c) It shall be the sole responsibility of the Administrator
to deliver to the Sub-Administrator the currently effective Prospectus of each
Series and the Sub-Administrator shall not be deemed to have notice of any
information contained in such Prospectus until it is actually received by the
Sub-Administrator.
4. Duties and Obligation of the Sub-Administrator
(a) Subject to the provisions of this Agreement, the
Sub-Administrator shall provide for each Series the administrative services set
forth on Schedule I attached hereto.
(b) In performing hereunder, the Sub-Administrator shall
provide, at its expense, office space, facilities, equipment and personnel.
(c) The Sub-Administrator shall not provide any services
relating to the management, investment advisory or sub-advisory functions of any
Series, distribution of shares of any Series or other services normally
performed by the Series' respective counsel or independent auditors.
(d) The Administrator shall provide the Sub Administrator,
upon request, with such information, documents and advice relating to the Series
as is within the possession or knowledge of the Administrator, in order to
enable the Sub-Administrator to perform its duties hereunder. In connection with
its duties hereunder, the Sub-Administrator shall be entitled to rely upon
-3-
<PAGE>
instructions, advice or any documents relating to the Series provided to the
Sub-Administrator by the Administrator or by the officers, advisors, sponsor,
distributor, legal counsel, independent accountants or transfer agent of the
Corporation.
(e) Nothing in this Agreement shall limit or restrict the
Sub-Administrator, any affiliate of the Sub-Administrator or any officer or
employee thereof from performing services for any third parties.
(f) The Sub-Administrator shall have no duties or
responsibilities whatsoever except such duties and responsibilities as are
specifically set forth in this Agreement and Schedule I hereto, and no covenant
or obligation shall be implied against the Sub-Administrator in connection with
this Agreement.
5. Standard of Care; Indemnification
(a) The Sub-Administrator acknowledges that the performance of
this Agreement is for the benefit of the Series, that the Sub-Administrator
shall be directly liable and responsible to the Series and to the Administrator
for the performance of its obligations hereunder, and that either the Series (or
the Corporation on behalf of the Series) or the Administrator may therefore
enforce in its own name and for itself such liability and responsibility against
the Sub-Administrator; provided that, except as otherwise provided herein, the
Sub-Administrator shall not be liable for any costs, expenses, damages,
liabilities or claims (including attorneys' and accountants' fees) incurred by a
Series, except those costs, expenses, damages, liabilities or claims arising out
of the Sub-Administrator's own bad faith, negligence or wilful misconduct. In no
event shall the Sub-Administrator be liable to any Series, the Administrator, or
any third party for special, indirect or consequential damages, or lost profits
or loss of business, arising under or in connection with this Agreement.
(b) To the extent that the Administrator is indemnified and
held harmless by one or more of the Series, the Administrator shall indemnify
and hold harmless the Sub-Administrator from and against any and all costs,
expenses, damages, liabilities and claims (including claims asserted by a
Series), and reasonable attorneys' and accountants' fees relating thereto, which
are sustained or incurred or which may be asserted against the
Sub-Administrator, by reason of or as a result of any action taken or omitted to
be taken by the Sub-Administrator in good faith hereunder or in reliance upon
(i) any law, act, regulation or
-4-
<PAGE>
interpretation of the same, (ii) the Registration Statement or Prospectus of any
Series, (iii) any instructions of an officer of the Administrator or of a
Series, or (iv) any opinion of legal counsel for a Series, the Administrator or
the Sub-Administrator, or arising out of transactions or other activities of any
Series which occurred prior to the commencement to this Agreement; provided that
the Administrator shall not indemnify the Sub-Administrator for costs, expenses,
damages, liabilities or claims arising out of the Sub-Administrator's own
negligence, bad faith or wilful misconduct. This sub-paragraph shall be a
continuing obligation of the Administrator, its successors and assigns,
notwithstanding the termination of this Agreement.
(c) Actions taken or omitted in reliance on oral or written
instructions, or upon any information, order, indenture, stock certificate,
power of attorney, assignment, affidavit or other instrument believed by the
Sub-Administrator to be genuine or bearing the signature of a person or persons
believed to be authorized to sign, countersign or execute the same, or upon the
opinion of legal counsel for a Series, the Administrator or the
Sub-Administrator, shall be conclusively presumed to have been taken or omitted
in good faith.
6. Compensation
For the services provided hereunder, the Administrator agrees
to pay the Sub-Administrator a fee as agreed upon from time to time in writing
by the parties hereto (Exhibit A).
7. Term of Agreement
(a) This Agreement shall continue until terminated by either
party hereto, or by a Series, giving a notice in writing specifying the date of
such termination, which date shall be not less than 60 days after the date of
the giving of such notice. If such notice is given by either party hereto, it
shall be given to the other party hereto and all Series affected thereby. If
such notice is given by any Series, it shall be given to both parties hereto.
Upon termination hereof, the Administrator shall pay to the Sub-Administrator
such compensation as may be due as of the date of such termination, and shall
reimburse the Sub-Administrator for any disbursements and expenses made or
incurred by the Sub-Administrator and payable or reimbursable hereunder.
(b) Notwithstanding the foregoing, the Sub-Administrator may
terminate this Agreement upon 60 days'
-5-
<PAGE>
prior written notice as aforesaid if the Administrator shall fail to perform its
obligations hereunder in a material respect.
8. Amendment
This Agreement may not be amended or modified in any manner
except by a written agreement executed by the parties hereto, and approved by
the Corporation's Board of Directors.
9. Assignment
This Agreement shall extend to and shall be binding upon the
parties hereto, and their respective successors and assigns; provided that this
Agreement shall not be assignable by either party without the written consent of
the other party and the approval of the Corporation's Board of Directors.
-6-
<PAGE>
10. Governing Law
This Agreement shall be construed in accordance with the laws
of the State of New York, without regard to conflict of laws principles thereof.
11. Severability
In case any provision in or obligation under this Agreement
shall be invalid, illegal or unenforceable, the validity, legality and
enforceability of the remaining provisions or obligations shall not in any way
be affected or impaired thereby, and if any provision is inapplicable to any
person or circumstances, it shall nevertheless remain applicable to all other
persons and circumstances.
12. No Waiver
Each and every right granted to either party hereunder or
under any other document delivered hereunder or in connection herewith, or
allowed it by law or equity, shall be cumulative and may be exercised from time
to time. No failure on the part of either party to exercise, and no delay in
exercising, any right will operate as a waiver thereof, nor will any single or
partial exercise by either party of any right preclude any other or future
exercise thereof or the exercise of any other right.
13. Notices
All notices, requests, consents and other communications
pursuant to this Agreement in writing shall be sent as follows:
If to a Series, at
c/o BNY Hamilton Funds, Inc.
156 W. 56th Street, Suite 1902
New York, New York 10019
Attn: Richard E. Stierwalt
If to the Administrator, at
BNY Hamilton Distributors, Inc.
156 W. 56th Street, Suite 1902
New York, New York 10019
Attn: Richard E. Stierwalt
Chief Executive Officer
-7-
<PAGE>
if to the Sub-Administrator, at
The Bank of New York
One Wall Street
New York, New York 10015
Attn: Douglas Adams;
or at such other place as may from time to time be designated in writing.
Notices hereunder shall be effective upon receipt.
14. Counterparts
This Agreement may be executed in any number of counterparts,
each of which shall be deemed to be an original; but such counterparts together
shall constitute only one instrument.
IN WITNESS WHEREOF, the parties hereto have caused the
foregoing instrument to be executed by their duly authorized officers and their
seals to be hereunto affixed, all as of the day and year first above written.
BNY HAMILTON DISTRIBUTORS, INC.
By:
---------------------------------
Name:
Title:
THE BANK OF NEW YORK
By:
---------------------------------
Name:
Title:
-8-
<PAGE>
Exhibit A
COMPENSATION
BNY Hamilton Money Fund
Range of Asset Values % to
- ---------------------
Sub-
Administrator
-------------
$1 to $500 million .04
$500 million to $1 billion .05
$1 billion to $3 billion .06
over $3 billion .07
BNY Hamilton Intermediate Government Bond Fund, BNY Hamilton Intermediate New
York Tax-Exempt Fund and BNY Hamilton Equity Income Fund.
Range of Asset Values % to
- ---------------------
Sub-
Administrator
-------------
$1 to $75 million .05
$75 million to $200 million .10
$200 million to $400 million .15
over $400 million .175
-9-
<PAGE>
SCHEDULE I
SUB-ADMINISTRATION SERVICES
1. Maintain all records required of registered investment companies
pursuant to Section 31 of the 1940 Act and the Rules thereunder.
2. Monitor and document compliance by each Series with its policies and
restrictions as described in its Prospectus.
3. Participate in the periodic updating of each Series' Registration
Statement and Prospectus and, subject to approval by such Series'
Treasurer and legal counsel, coordinate the preparation, filing,
printing and dissemination of periodic reports and other information to
the SEC and the Series' shareholders, including annual and semi-annual
reports to shareholders, annual and semi-annual Form N-SAR, notices
pursuant to Rule 24(f)-2 and proxy materials.
4. Prepare federal, state and local income tax returns for each Series and
file such returns upon the approval of the Series' respective
independent accountants; monitor and report on Sub-Chapter M
qualifications; prepare and file all Form 1099s with respect to each
Series' directors; monitor compliance with Section 4982 of the Internal
Revenue Code; calculate and maintain records pertaining to Original
Issue Discount and premium amortization as required; perform ongoing
wash sales review (i.e., purchases and sales of Series investments
within 30 days of each other).
5. Prepare and, subject to approval of the Administrator, disseminate to
such Series' Board quarterly unaudited financial statements and
schedules of such Series investments and make presentations to the
Board, as appropriate.
6. Subject to approval of the Administrator, assist such Series in
obtaining fidelity bond and E&O/D&O insurance coverage.
7. Prepare statistical reports for outside information services (e.g.,
IBC/Donoghue, ICI and Lipper Analytical).
8. Attend shareholder and Board meetings as requested from time to time.
-10-
<PAGE>
9. Maintain expense files and coordinate the payment of invoices.
-11-
<PAGE>
SHAREHOLDER SERVICING PLAN
BNY HAMILTON FUNDS, INC.:
BNY HAMILTON MONEY FUND (Hamilton Premier Class)
Introduction: It has been proposed that the Hamilton Premier
class (the "Hamilton Premier Class") of BNY Hamilton Money Fund, a series of BNY
Hamilton Funds, Inc. (the "Fund") adopt a Shareholder Servicing Plan (the
"Plan") relating to its Hamilton Premier Class shares. The Plan is not to be
adopted pursuant to Rule 12b-1 promulgated under the Investment Company Act of
1940 (the "1940 Act") and the fee payable under the Plan is intended to be a
"service fee" as defined in Article III, Section 26, of the NASD Rules of Fair
Practice (the "NASD Rules"). Under the Plan, the Fund would pay various
organizations ("Service Organizations") that provide personal services and
administration assistance to the Hamilton Premier Class shareholder accounts.
The Fund's Board of Directors, in considering whether the Fund
should implement the Plan, has requested and evaluated such information as to
whether the Plan should be implemented and has considered such pertinent factors
as it deemed necessary to form the basis for a decision to use assets
attributable to the Fund's Hamilton Premier Class shares for such purposes.
In voting to approve the implementation of such a plan, the
members of the Fund's Board of Directors have concluded, in the exercise of
their reasonable business judgment and in light of their respective fiduciary
duties, that there is a reasonable likelihood that the plan set forth below will
benefit the Fund and holders of its Hamilton Premier Class shares.
The Plan: The material aspects of the Plan are as
follows:
Section 1. The Fund will enter into written agreements, in the
form of the Shareholder Servicing Agreement attached hereto as Annex A, with
financial institutions and other organizations ("Service Organizations") under
which such Service Organizations will provide personal shareholder service and
administration assistance to the holders of Hamilton Premier shares of BNY
Hamilton Money Fund, and will receive payment for such services from the Fund as
described in Section 2 of this Plan.
Section 2. Pursuant to this Plan, the Fund may pay to Service
Organizations up to .25% on an annual basis of the average daily net assets of
the Fund represented by Hamilton Premier Class shares for shareholder service,
<PAGE>
administration and distribution assistance; provided that, at no time shall the
amount paid to Shareholder Organizations under this Plan, together with any
amounts otherwise paid by the Fund as a "service fee" under the NASD Rules,
exceed the maximum amount then permitted under the NASD Rules as a "service
fee". The fees payable to Service Organizations from time to time shall, within
such limits, be determined by the Board of Directors of the Fund.
Section 3. For purposes of determining the fees payable under
this Plan, the value of the Fund's net assets attributable to the Hamilton
Premier Class shares shall be computed in the manner specified in the Fund's
charter as then in effect for computation of the value of the Fund's net assets
attributable to such a class.
Section 4. Dividends paid by BNY Hamilton Money Fund with
respect to the Hamilton Premier Class will be calculated in the same manner, at
the same time, on the same day, and in the same amount as dividends paid to
shareholders of each other class of BNY Hamilton Money Fund, except that Plan
payments relating to the Hamilton Premier Class and expenses relating to such
class will be borne exclusively by Hamilton Premier Class.
Section 4. The Fund's Board shall be provided, at least
quarterly and on an annual basis, with a written report of all amounts expended
pursuant to this Plan and the purposes therefore. These reports, including any
underlying materials upon which they are based, shall be subject to review and
approval by the independent directors in the exercise of their fiduciary duties.
Section 5. The Fund shall employ a methodology and procedures
for calculating net asset value and dividends and distributions with respect to
the Hamilton Premier Class consistent with the methodology and procedures
approved by Price Waterhouse and submitted to the SEC in connection with the
exemptive application of the Emerald Funds, et. al. (Release No. 19911, dated
November 30, 1993). On an ongoing basis, the Fund will employ Deloitte & Touche
(or an appropriate substitute) as an expert who will monitor the manner in which
the calculations and allocations of expenses are being made and, based upon such
review, will render at least annually a "report on policies and procedures
placed in operation and tests of operating effectiveness" (as defined and
described in SAS No. 70) to the Fund that (i) the calculations and allocations
are being made properly and (ii) that the Fund has adequate facilities in place
to
2
<PAGE>
ensure implementation of the methodology and procedures referred to above.
Section 5. This Plan shall be effective on the date upon which
it has been approved by a majority of the members of the Board of Directors of
the Fund, including a majority of the board members who are not "interested
persons" (as defined in the 1940 Act) of the Fund and have no direct or indirect
financial interest in the operation of this Plan or in any agreements entered
into in connection with this Plan, pursuant to a vote cast in person at a
meeting called for the purpose of voting on the approval of this Plan.
Section 6. This Plan and each related agreement will continue
in effect for one year from its effective date, unless earlier terminated in
accordance with its terms, and will remain in effect from year to year
thereafter if such continuance is specifically approved at least annually in the
manner described in Section 5 hereof.
Section 7. The Plan is terminable without penalty at any time
by vote of a majority of the board members who are not "interested persons" (as
defined in the 1940 Act) of the Fund and have no direct or indirect financial
interest in the operation of this Plan or in any agreements entered into in
connection with this Plan, and the Plan may be amended at any time by the Board
of Directors, provided that any material amendments of the terms of this Plan
shall only become effective upon approval in the manner described in Section 5
hereof.
Section 8. The obligations hereunder and under any agreement
related to this Plan shall only be binding upon the assets and property of the
Fund and shall not be binding upon any director, officer or shareholder of the
Fund individually.
Dated May ___, 1994
3
<PAGE>
SHAREHOLDER SERVICING AGREEMENT ANNEX A
-------
BNY Hamilton Funds, Inc.
125 West 55th Street
New York, New York 10019
Gentlemen:
We wish to enter into this Shareholder Services Agreement with
you concerning the provision of personal shareholder service and administrative
assistance to our customers ("Customers") who may from time to time beneficially
own shares of the Hamilton Premier class of BNY Hamilton Money Fund (the
"Hamilton Premier Class") of BNY Hamilton Funds, Inc. (the "Corporation"). The
terms and conditions of this agreement are as follows:
1. We agree to provide any or all of the following support
services to Customers who may from time to time beneficially own shares
of the Hamilton Premier Class ("Hamilton Premier Shares"): (i)
aggregating and processing purchase and redemption requests for
Hamilton Premier Shares from Customers and placing net purchase and
redemption orders with BNY Hamilton Distributors, Inc., the
Corporation's distributor; (ii) providing Customers with a service
that invests the assets of their accounts in Hamilton Premier Shares
pursuant to specific or pre-authorized instructions; (iii) processing
dividend payments from the Corporation on behalf of Customers; (iv)
providing information periodically to Customers showing their positions
in the Hamilton Premier Class; (v) arranging for bank wires; providing
dedicated walk-in and telephone facilities to respond to Customer
inquiries and needs; (vi) providing sub-accounting with respect to
Hamilton Premier Shares beneficially owned by Customers or the
information to the Hamilton Premier Class necessary for sub-accounting;
(vii) if required by law, forwarding shareholder communications from
the Corporation (such as proxies, shareholder reports, annual and
semi-annual financial statements and dividend distribution and tax
notices) to Customers; and (viii) providing such other similar services
to the Corporation may reasonably request to the extent we are
permitted to do so under applicable statutes, rules or regulations.
1
<PAGE>
2. We may be subject to the provisions of the Glass-Steagall
Act and other laws governing, among other things, the conduct of
activities by federally chartered and supervised banks and other
banking organizations. As such, the Corporation recognizes that we are
restricted in the activi ties we may undertake and for which we may be
paid and, therefore, we will perform only those activi ties that are
consistent with our statutory and regulatory obligations. We will act
solely as agent for, upon the order of, and for the account of, our
Customers.
3. We will provide such office space and equipment, telephone
facilities and personnel (which may be any part of the space, equipment
and facilities currently used in our business, or any personnel
employed by us) as may be reasonably necessary or beneficial in order
to provide such services to Customers.
4. We will not, nor will any of our officers, employees or
agents, make any represen tations concerning the Corporation or the
Hamilton Premier Shares, except those contained in the Corporation's
then-current prospectus for the Hamilton Premier Class, copies of which
will be supplied to us by the Corporation, or in such supplemental
literature or advertising as may be authorized by the Corporation in
writing.
5. For all purposes of this Agreement, we will be deemed to be
an independent contractor, and will have no authority to act as agent
for the Corporation in any matter or in any respect. We agree to and do
release, indemnify and hold the Corporation harmless from and against
any and all direct or indirect liabilities or losses resulting from
requests, directions, actions or inactions of or by us or our officers,
employees or agents regarding our responsibilities hereunder or the
purchase, redemption, transfer or registration of Hamilton Premier
Shares by or on behalf of Customers. We and our employees, upon
request, will be available during normal business hours to consult with
the Corporation or its designees concerning the performance of our
responsibilities under this Agreement.
-2-
<PAGE>
6. In consideration of the services and facilities provided by
us hereunder, the Corpora tion agrees to pay us and we will accept as
full payment therefor, a fee at the annual rate of .25% of the average
daily net asset value of the Hamilton Premier Shares beneficially owned
by our Customers with whom we have a servicing relationship (the
"Customers' Shares"), which fee will be computed daily and payable
monthly. We agree to and do waive such portion of the fee payable under
this Section 6 as is necessary to assure that the amount of such fee
which is required to be accrued on any day with respect to our
Customers does not exceed the income to be accrued to our Customers'
Shares on that day. For purposes of determining the fees payable under
this Section 6, the average daily net asset value of the Customers'
Shares will be computed in the manner specified in the Corporation's
registration statement (as the same is in effect from time to time) in
connection with the computation of the net asset value of the Hamilton
Premier Class for purposes of purchases and redemptions. The
Corporation, in its discretion and without notice, may suspend or
withdraw the sale of Hamilton Premier Shares, including the sale of
such shares for the account of any Customer or Customers.
7. Any person authorized to direct the disposition of monies
paid or payable by the Corporation pursuant to this Agreement will
provide to the Corporation's Board of Directors, and the Corporation's
Directors will review, at least quarterly, a written report of the
amounts so expended and the purposes for which such expenditures were
made. In addition, we will furnish the Corporation or its designees
with such information as the Corporation or its designees may
reasonably request (including, without limita tion, periodic
certifications confirming the provision to Customers of the services
described herein), and will otherwise cooperate with the Corporation or
its designees (including, without limitation, any auditors designated
by the Corpo ration), in connection with the preparation of reports to
the Corporation's Board of Directors concerning this agreement and the
monies paid or payable pursuant hereto, as well as any other reports or
filings that may be required by law.
-3-
<PAGE>
We will promptly report to the Corporation any potential or existing
conflicts with respect to the investments of our customers in the
Hamilton Premier Class.
8. The Corporation may enter into other similar Shareholder
Services Agreements with any other person or persons without our
consent.
9. We represent, warrant and agree that: (i) in no event will
any of the services provided by us hereunder be primarily intended to
result in the sale of any shares issued by the Corporation; (ii) the
compensation payable to us hereunder, together with any other
compensation payable to us by Customers in connection with the
investment of their assets in the Hamilton Premier Class, will be
disclosed by us to our Customers, will be authorized by our Customers
and will not result in an excessive or unreasonable fee to us; (iii) we
will not advertise or otherwise promote our Customers accounts
primarily as a means of investing in the Hamilton Premier Class or
establish or maintain Customers accounts for the primary purpose of
investing in the Hamilton Premier; (iv) in the event an issue
pertaining to this agreement is submitted for shareholder approval, we
will vote any Hamilton Premier Shares held for our own account in the
same proportion as the vote of the Hamilton Premier Shares held for our
Customers' benefit and (v) we will not engage in activities pursuant to
this Agreement which constitute acting as a broker or dealer under
state law unless we have obtained the licenses required by such law.
10. This Agreement will become effective on the date a fully
executed copy of this agreement is received by the Corporation or its
designee. Unless sooner terminated, this Agreement will continue until
_______________, and thereafter will continue automatically for
successive annual periods ending on ________________.
11. All notices and other communications will be duly given if
mailed, telegraphed, telexed or transmitted by similar
telecommunications device to the appropriate address shown above, or
-4-
<PAGE>
to such other address as either party shall so provide the other.
12. This Agreement shall be construed in accordance with the
internal laws of the State of New York without giving effect to
principles of conflict of laws, and is non-assignable by the parties
hereto.
If you agree to be legally bound by the provisions of this
Agreement, please sign a copy of this letter where indicated below and promptly
return it to us.
Very truly yours,
[Shareholder Organization]
By: ______________________________
Title: Vice President
Date:
Accepted and agreed to:
BNY HAMILTON FUNDS, INC.
By: _____________________________
Title: Chairman of the Board and
Chief Executive Officer
-5-
<PAGE>
BNY HAMILTON INTERMEDIATE GOVERNMENT BOND FUND
Plan of Distribution Pursuant to Rule 12b-1
Under the Investment Company Act of 1940
Introduction
The Plan of Distribution (the "Plan") set forth below, which
is designed to conform to the requirements of Rule 12b-1 under the Investment
Company Act of 1940 (the "Investment Company Act"), has been adopted by BNY
Hamilton Equity Income Fund (the "Fund"), a Series of BNY Hamilton Funds Inc.
(the "Corporation"), and by BNY Hamilton Distributors, Inc., the Fund's
distributor, (the "Distributor").
The Fund expects to enter into a distribution agreement with
the Distributor (the "Distribution Agreement") pursuant to which the Fund will
employ the Distributor to distribute shares issued by the Fund (the "Shares").
Under the Plan, the Fund intends to reimburse the Distributor for costs incurred
by the Distributor in distributing Shares.
A majority of the Board of Directors of the Fund, including a
majority of those Directors who are not "interested persons" of the Fund (as
defined in the Investment Company Act) and who have no direct or indirect
financial interest in the operation of this Plan or any agreements related to it
(the "Rule 12b-1 Directors"), have determined by votes cast in person at a
meeting called for
<PAGE>
the purpose of voting on this Plan that there is a reasonable likelihood that
adoption of this Plan will benefit the Fund and its shareholders. Expenditures
under this Plan by the Fund are primarily intended to result in the sale of
Shares within the meaning of paragraph (a)(2) of Rule 12b-1 promulgated under
the Investment Company Act.
The purpose of the Plan is to create incentives for the
Distributor and other qualified broker-dealers to provide distribution
assistance to their customers who are or may become investors in the Fund, and
to defray the costs and expenses associated with the preparation, printing and
distribution of prospectuses and sales literature, advertising, marketing and
other promotional and distribution activities.
The Plan
1. Distribution Activities.
The Fund shall engage the Distributor to distribute Shares and
to service shareholder accounts using the facilities of the distribution
networks of such qualified broker-dealers and financial institutions as the
Distributor may select. Services provided and activities undertaken hereunder,
under the Distribution Agreement or under any "related agreement" between the
Distributor and any such qualified broker-dealer to distribute Shares are
referred to herein as "Distribution Activities."
-2-
<PAGE>
2. Reimbursement for Distribution Activities.
The Fund shall reimburse the Distributor for costs
incurred by it in performing Distribution Activities at a rate which shall not
exceed .25% per annum of the average daily net assets of the Fund, excluding
from such calcu lation, however, the net asset value of all Shares acquired via
a transfer of assets into the Fund from customer accounts at The Bank of New
York. The Fund shall calculate and accrue daily amounts reimbursable hereunder
and shall pay such amounts monthly or at such other intervals as the Board of
Directors and the Distributor may agree.
Costs of the Distributor subject to reimbursement hereunder
are costs of performing Distribution Activities and may include, among others:
(a) amounts paid to qualified broker-dealer and financial
institutions selected by the Distributor in reimbursement of
costs incurred by such broker-dealers in performing services
under a selected dealer agreement between those broker-dealers
and the Distributor for sales of Shares of the Fund, including
account servicing fees (trailer commissions) paid to, or on
account of, account executives and indirect and overhead costs
associated with performance of distribution activities
including central office and branch expenses;
(b) expenses related to telemarketing operations established
for the Fund;
(c) costs and expenses of preparing, printing and distributing
any materials not prepared by the Corporation and other
materials used by the Distributor
-3-
<PAGE>
in connection with its offering of the Shares for sale to the
public, including the additional cost of printing copies, at
printer's over-run cost, of the Prospectus and of annual and
interim reports to shareholders other than copies thereof
required for distribution to shareholders or for filing with
any federal and state securities authorities; and
(d) any expenses of advertising incurred by the Distributor in
connection with its offering of the Shares for sale to the
public.
If, in any month, the Distributor incurs costs subject to
reimbursement that exceed the amount accrued in respect of such month at the
rate of .25% per annum of average daily net assets, the Fund will carry forward
the unpaid amount from month to month while the Plan is in effect, until such
time as it may be paid; provided, however, that no amount shall be carried
forward beyond the fiscal year during which it is accrued and the Fund shall
have no obligation to the Distributor or any other person in respect thereof.
The Fund shall not pay the Distributor any carrying or other finance charge with
respect to amounts that are accrued but unpaid.
3. Quarterly Reports; Additional Information.
An appropriate officer of the Fund will provide to the Board
of Directors of the Fund for review, at least quarterly, a written report
specifying in reasonable detail the amounts expended for Distribution Activities
and the purposes for which such expenditures were made in compliance
-4-
<PAGE>
with the requirements of Rule 12b-1. The Distributor will provide to the Board
of Directors of the Fund such addi tional information as the Board shall from
time to time reasonably request, including information about Distribution
Activities undertaken or to be undertaken by the Distributor.
The Distributor will inform the Board of Directors of the Fund
of the account servicing fees to be paid by the Distributor to broker-dealers
and financial institutions that have selected dealer agreements with the
Distributor.
4. Effectiveness; Continuation.
The Plan shall take effect upon the approval of the sole
shareholder of the Fund. If so approved, the Plan shall, unless earlier
terminated in accordance with its terms, continue in full force and effect until
June 30, 1993, and from year to year thereafter for so long as such continuance
is specifically approved at least annually by a majority of the Board of
Directors of the Fund and a majority of the Rule 12b-1 Directors by votes cast
in person at a meeting called for the purpose of voting on the continuation of
the Plan.
5. Termination.
This Plan may be terminated at any time by vote of a majority
of the Rule 12b-1 Directors, or by vote of a majority of the outstanding voting
securities (as defined in the Investment Company Act) of the Shares.
-5-
<PAGE>
6. Amendments.
The Plan may not be amended to change the distribution
expenses to be paid as provided for in Section 2 hereof so as to increase
materially the amounts payable under this Plan unless such amendment shall be
approved by the vote of a majority of the outstanding voting securities (as
defined in the Investment Company Act) of the Series. All material amendments of
the Plan, including the addition or deletion of categories of expenditures that
are reimbursable hereunder, shall be approved by a majority of the Board of
Directors of the Fund and a majority of the Rule 12b-1 Directors by votes cast
in person at a meeting called for the purpose of voting on the Plan.
7. Non-interested Directors.
While the Plan is in effect, the selection and nomination of
the Directors who are not "interested persons" of the Fund (non-interested
Directors) shall be committed to the discretion of the non-interested Directors.
8. Records.
The Fund shall preserve copies of the Plan and any related
agreements and all reports made pursuant to Section 3 hereof, for a period of
not less than six years from the date of effectiveness of the Plan, such
agreements or reports, and for at least the first two years in an easily
accessible place.
-6-
<PAGE>
BNY HAMILTON INTERMEDIATE NEW YORK TAX-EXEMPT FUND
Plan of Distribution Pursuant to Rule 12b-1
Under the Investment Company Act of 1940
Introduction
The Plan of Distribution (the "Plan") set forth below, which
is designed to conform to the requirements of Rule 12b-1 under the Investment
Company Act of 1940 (the "Investment Company Act"), has been adopted by BNY
Hamilton Intermediate New York Tax-Exempt Fund (the "Fund"), a Series of BNY
Hamilton Funds Inc. (the "Corporation"), and by BNY Hamilton Distributors, Inc.,
the Fund's distributor, (the "Distributor").
The Fund expects to enter into a distribution agreement with
the Distributor (the "Distribution Agreement") pursuant to which the Fund will
employ the Distributor to distribute shares issued by the Fund (the "Shares").
Under the Plan, the Fund intends to reimburse the Distributor for costs incurred
by the Distributor in distributing Shares.
A majority of the Board of Directors of the Fund, including a
majority of those Directors who are not "interested persons" of the Fund (as
defined in the Investment Company Act) and who have no direct or indirect
financial interest in the operation of this Plan or any agreements related to it
(the "Rule 12b-1 Directors"), have determined by votes cast in person at a
meeting called for the purpose
<PAGE>
of voting on this Plan that there is a reasonable likelihood that adoption of
this Plan will benefit the Fund and its shareholders. Expenditures under this
Plan by the Fund are primarily intended to result in the sale of Shares within
the meaning of paragraph (a)(2) of Rule 12b-1 promulgated under the Investment
Company Act.
The purpose of the Plan is to create incentives for the
Distributor and other qualified broker-dealers to provide distribution
assistance to their customers who are or may become investors in the Fund, and
to defray the costs and expenses associated with the preparation, printing and
distribution of prospectuses and sales literature, advertising, marketing and
other promotional and distribution activities.
The Plan
1. Distribution Activities.
The Fund shall engage the Distributor to distribute Shares and
to service shareholder accounts using the facilities of the distribution
networks of such qualified broker-dealers and financial institutions as the
Distributor may select. Services provided and activities undertaken hereunder,
under the Distribution Agreement or under any "related agreement" between the
Distributor and any such qualified broker-dealer to distribute Shares are
referred to herein as "Distribution Activities."
-2-
<PAGE>
2. Reimbursement for Distribution Activities.
The Fund shall reimburse the Distributor for costs
incurred by it in performing Distribution Activities at a rate which shall not
exceed .25% per annum of the average daily net assets of the Fund, excluding
from such calculation, however, the net asset value of all Shares acquired via
a transfer of assets into the Fund from customer accounts at The Bank of New
York. The Fund shall calculate and accrue daily amounts reimbursable hereunder
and shall pay such amounts monthly or at such other intervals as the Board of
Directors and the Distributor may agree.
Costs of the Distributor subject to reimbursement hereunder
are costs of performing Distribution Activities and may include, among others:
(a) amounts paid to qualified broker-dealer and financial
institutions selected by the Distributor in reimbursement of
costs incurred by such broker-dealers in performing services
under a selected dealer agreement between those broker-dealers
and the Distributor for sales of Shares of the Fund, including
account servicing fees (trailer commissions) paid to, or on
account of, account executives and indirect and overhead costs
associated with performance of distribution activities
including central office and branch expenses;
(b) expenses related to telemarketing operations established
for the Fund;
(c) costs and expenses of preparing, printing and distributing
any materials not prepared by the Corporation and other
materials used by the Distributor
-3-
<PAGE>
in connection with its offering of the Shares for sale to the
public, including the additional cost of printing copies, at
printer's over-run cost, of the Prospectus and of annual and
interim reports to shareholders other than copies thereof
required for distribution to shareholders or for filing with
any federal and state securities authorities; and
(d) any expenses of advertising incurred by the Distributor in
connection with its offering of the Shares for sale to the
public.
If, in any month, the Distributor incurs costs subject to
reimbursement that exceed the amount accrued in respect of such month at the
rate of .25% per annum of average daily net assets, the Fund will carry forward
the unpaid amount from month to month while the Plan is in effect, until such
time as it may be paid; provided, however, that no amount shall be carried
forward beyond the fiscal year during which it is accrued and the Fund shall
have no obligation to the Distributor or any other person in respect thereof.
The Fund shall not pay the Distributor any carrying or other finance charge with
respect to amounts that are accrued but unpaid.
3. Quarterly Reports; Additional Information.
An appropriate officer of the Fund will provide to the Board
of Directors of the Fund for review, at least quarterly, a written report
specifying in reasonable detail the amounts expended for Distribution Activities
and the purposes for which such expenditures were made in compliance
-4-
<PAGE>
with the requirements of Rule 12b-1. The Distributor will provide to the Board
of Directors of the Fund such additional information as the Board shall from
time to time reasonably request, including information about Distribution
Activities undertaken or to be undertaken by the Distributor.
The Distributor will inform the Board of Directors of the Fund
of the account servicing fees to be paid by the Distributor to broker-dealers
and financial institutions that have selected dealer agreements with the
Distributor.
4. Effectiveness; Continuation.
The Plan shall take effect upon the approval of the sole
shareholder of the Fund. If so approved, the Plan shall, unless earlier
terminated in accordance with its terms, continue in full force and effect until
June 30, 1993, and from year to year thereafter for so long as such continuance
is specifically approved at least annually by a majority of the Board of
Directors of the Fund and a majority of the Rule 12b-1 Directors by votes cast
in person at a meeting called for the purpose of voting on the continuation of
the Plan.
5. Termination.
This Plan may be terminated at any time by vote of a majority
of the Rule 12b-1 Directors, or by vote of a majority of the outstanding voting
securities (as defined in the Investment Company Act) of the Shares.
-5-
<PAGE>
6. Amendments.
The Plan may not be amended to change the distribution
expenses to be paid as provided for in Section 2 hereof so as to increase
materially the amounts payable under this Plan unless such amendment shall be
approved by the vote of a majority of the outstanding voting securities (as
defined in the Investment Company Act) of the Series. All material amendments of
the Plan, including the addition or deletion of categories of expenditures that
are reimbursable hereunder, shall be approved by a majority of the Board of
Directors of the Fund and a majority of the Rule 12b-1 Directors by votes cast
in person at a meeting called for the purpose of voting on the Plan.
7. Non-interested Directors.
While the Plan is in effect, the selection and nomination of
the Directors who are not "interested persons" of the Fund (non-interested
Directors) shall be committed to the discretion of the non-interested Directors.
8. Records.
The Fund shall preserve copies of the Plan and any related
agreements and all reports made pursuant to Section 3 hereof, for a period of
not less than six years from the date of effectiveness of the Plan, such
agreements or reports, and for at least the first two years in an easily
accessible place.
-6-
<PAGE>
BNY HAMILTON EQUITY INCOME FUND
Plan of Distribution Pursuant to Rule 12b-1
Under the Investment Company Act of 1940
Introduction
The Plan of Distribution (the "Plan") set forth below, which
is designed to conform to the requirements of Rule 12b-1 under the Investment
Company Act of 1940 (the "Investment Company Act"), has been adopted by BNY
Hamilton Equity Income Fund (the "Fund"), a Series of BNY Hamilton Funds Inc.
(the "Corporation"), and by BNY Hamilton Distributors, Inc., the Fund's
distributor, (the "Distributor").
The Fund expects to enter into a distribution agreement with
the Distributor (the "Distribution Agreement") pursuant to which the Fund will
employ the Distributor to distribute shares issued by the Fund (the "Shares").
Under the Plan, the Fund intends to reimburse the Distributor for costs incurred
by the Distributor in distributing Shares.
A majority of the Board of Directors of the Fund, including a
majority of those Directors who are not "interested persons" of the Fund (as
defined in the Investment Company Act) and who have no direct or indirect
financial interest in the operation of this Plan or any agreements related to it
(the "Rule 12b-1 Directors"), have determined by votes cast in person at a
meeting called for the purpose
<PAGE>
of voting on this Plan that there is a reasonable likelihood that adoption of
this Plan will benefit the Fund and its shareholders. Expenditures under this
Plan by the Fund are primarily intended to result in the sale of Shares within
the meaning of paragraph (a)(2) of Rule 12b-1 promulgated under the Investment
Company Act.
The purpose of the Plan is to create incentives for the
Distributor and other qualified broker-dealers to provide distribution
assistance to their customers who are or may become investors in the Fund, and
to defray the costs and expenses associated with the preparation, printing and
distribution of prospectuses and sales literature, advertising, marketing and
other promotional and distribution activities.
The Plan
1. Distribution Activities.
The Fund shall engage the Distributor to distribute Shares and
to service shareholder accounts using the facilities of the distribution
networks of such qualified broker-dealers and financial institutions as the
Distributor may select. Services provided and activities undertaken hereunder,
under the Distribution Agreement or under any "related agreement" between the
Distributor and any such qualified broker-dealer to distribute Shares are
referred to herein as "Distribution Activities."
-2-
<PAGE>
2. Reimbursement for Distribution Activities.
The Fund shall reimburse the Distributor for costs
incurred by it in performing Distribution Activities at a rate which shall not
exceed .25% per annum of the average daily net assets of the Fund, excluding
from such calculation, however, the net asset value of all Shares acquired via
a transfer of assets into the Fund from customer accounts at The Bank of New
York. The Fund shall calculate and accrue daily amounts reimbursable hereunder
and shall pay such amounts monthly or at such other intervals as the Board of
Directors and the Distributor may agree.
Costs of the Distributor subject to reimbursement hereunder
are costs of performing Distribution Activities and may include, among others:
(a) amounts paid to qualified broker-dealer and financial
institutions selected by the Distributor in reimbursement of
costs incurred by such broker-dealers in performing services
under a selected dealer agreement between those broker-dealers
and the Distributor for sales of Shares of the Fund, including
account servicing fees (trailer commissions) paid to, or on
account of, account executives and indirect and overhead costs
associated with performance of distribution activities
including central office and branch expenses;
(b) expenses related to telemarketing operations established
for the Fund;
(c) costs and expenses of preparing, printing and distributing
any materials not prepared by the Corporation and other
materials used by the Distributor
-3-
<PAGE>
in connection with its offering of the Shares for sale to the
public, including the additional cost of printing copies, at
printer's over-run cost, of the Prospectus and of annual and
interim reports to shareholders other than copies thereof
required for distribution to shareholders or for filing with
any federal and state securities authorities; and
(d) any expenses of advertising incurred by the Distributor in
connection with its offering of the Shares for sale to the
public.
If, in any month, the Distributor incurs costs subject to
reimbursement that exceed the amount accrued in respect of such month at the
rate of .25% per annum of average daily net assets, the Fund will carry forward
the unpaid amount from month to month while the Plan is in effect, until such
time as it may be paid; provided, however, that no amount shall be carried
forward beyond the fiscal year during which it is accrued and the Fund shall
have no obligation to the Distributor or any other person in respect thereof.
The Fund shall not pay the Distributor any carrying or other finance charge with
respect to amounts that are accrued but unpaid.
3. Quarterly Reports; Additional Information.
An appropriate officer of the Fund will provide to the Board
of Directors of the Fund for review, at least quarterly, a written report
specifying in reasonable detail the amounts expended for Distribution Activities
and the purposes for which such expenditures were made in compliance
-4-
<PAGE>
with the requirements of Rule 12b-1. The Distributor will provide to the Board
of Directors of the Fund such additional information as the Board shall from
time to time reasonably request, including information about Distribution
Activities undertaken or to be undertaken by the Distributor.
The Distributor will inform the Board of Directors of the Fund
of the account servicing fees to be paid by the Distributor to broker-dealers
and financial institutions that have selected dealer agreements with the
Distributor.
4. Effectiveness; Continuation.
The Plan shall take effect upon the approval of the sole
shareholder of the Fund. If so approved, the Plan shall, unless earlier
terminated in accordance with its terms, continue in full force and effect until
June 30, 1993, and from year to year thereafter for so long as such continuance
is specifically approved at least annually by a majority of the Board of
Directors of the Fund and a majority of the Rule 12b-1 Directors by votes cast
in person at a meeting called for the purpose of voting on the continuation of
the Plan. 5. Termination.
This Plan may be terminated at any time by vote of a majority
of the Rule 12b-1 Directors, or by vote of a majority of the outstanding voting
securities (as defined in the Investment Company Act) of the Shares.
-5-
<PAGE>
6. Amendments.
The Plan may not be amended to change the distribution
expenses to be paid as provided for in Section 2 hereof so as to increase
materially the amounts payable under this Plan unless such amendment shall be
approved by the vote of a majority of the outstanding voting securities (as
defined in the Investment Company Act) of the Series. All material amendments of
the Plan, including the addition or deletion of categories of expenditures that
are reimbursable hereunder, shall be approved by a majority of the Board of
Directors of the Fund and a majority of the Rule 12b-1 Directors by votes cast
in person at a meeting called for the purpose of voting on the Plan. 7.
Non-interested Directors.
While the Plan is in effect, the selection and nomination of
the Directors who are not "interested persons" of the Fund (non-interested
Directors) shall be committed to the discretion of the non-interested Directors.
8. Records.
The Fund shall preserve copies of the Plan and any related
agreements and all reports made pursuant to Section 3 hereof, for a period of
not less than six years from the date of effectiveness of the Plan, such
agreements or reports, and for at least the first two years in an easily
accessible place.
-6-
<PAGE>
BNY HAMILTON MONEY FUND
Plan of Distribution Pursuant to Rule 12b-1
Under the Investment Company Act of 1940
Introduction
The Plan of Distribution (the "Plan") set forth below, which
is designed to conform to the requirements of Rule 12b-1 under the Investment
Company Act of 1940 (the "Investment Company Act"), has been adopted by BNY
Hamilton Money Fund (the "Fund"), a Series of BNY Hamilton Funds Inc. (the
"Corporation"), and by BNY Hamilton Distributors, Inc., the Fund's distributor,
(the "Distributor").
The Fund expects to enter into a distribution agreement with
the Distributor (the "Distribution Agreement") pursuant to which the Fund will
employ the Distributor to distribute shares issued by the Fund (the "Shares").
Under the Plan, the Fund intends to reimburse the Distributor for costs incurred
by the Distributor in distributing Shares.
A majority of the Board of Directors of the Fund, including a
majority of those Directors who are not "interested persons" of the Fund (as
defined in the Investment Company Act) and who have no direct or indirect
financial interest in the operation of this Plan or any agreements related to it
(the "Rule 12b-1 Directors"), have determined by votes cast in person at a
meeting called for the purpose of voting on this Plan that there is a
<PAGE>
reasonable likelihood that adoption of this Plan will benefit the Fund and its
shareholders. Expenditures under this Plan by the Fund are primarily intended to
result in the sale of Shares within the meaning of paragraph (a)(2) of Rule
12b-1 promulgated under the Investment Company Act.
The purpose of the Plan is to create incentives for the
Distributor and other qualified broker-dealers to provide distribution
assistance to their customers who are or may become investors in the Fund, and
to defray the costs and expenses associated with the preparation, printing and
distribution of prospectuses and sales literature, advertising, marketing and
other promotional and distribution activities.
The Plan
1. Distribution Activities.
The Fund shall engage the Distributor to distribute Shares and
to service shareholder accounts using the facilities of the distribution
networks of such qualified broker-dealers and financial institutions as the
Distributor may select. Services provided and activities undertaken hereunder,
under the Distribution Agreement or under any "related agreement" between the
Distributor and any such qualified broker-dealer to distribute Shares are
referred to herein as "Distribution Activities."
-2-
<PAGE>
2. Reimbursement for Distribution Activities.
The Fund shall reimburse the Distributor for costs
incurred by it in performing Distribution Activities at a rate which shall not
exceed .25% per annum of the average daily net assets of the Fund, excluding
from such calculation, however, the net asset value of all Shares acquired via
a transfer of assets into the Fund from customer accounts at The Bank of New
York. The Fund shall calculate and accrue daily amounts reimbursable hereunder
and shall pay such amounts monthly or at such other intervals as the Board of
Directors and the Distributor may agree.
Costs of the Distributor subject to reimbursement hereunder
are costs of performing Distribution Activities and may include, among others:
(a) amounts paid to qualified broker-dealer and financial
institutions selected by the Distributor in reimbursement of
costs incurred by such broker-dealers in performing services
under a selected dealer agreement between those broker-dealers
and the Distributor for sales of Shares of the Fund, including
account servicing fees (trailer commissions) paid to, or on
account of, account executives and indirect and overhead costs
associated with performance of distribution activities
including central office and branch expenses;
(b) expenses related to telemarketing operations established
for the Fund;
(c) costs and expenses of preparing, printing and distributing
any materials not prepared by the Corporation and other
materials used by the Distributor
-3-
<PAGE>
in connection with its offering of the Shares for sale to the
public, including the additional cost of printing copies, at
printer's over-run cost, of the Prospectus and of annual and
interim reports to shareholders other than copies thereof
required for distribution to shareholders or for filing with
any federal and state securities authorities; and
(d) any expenses of advertising incurred by the Distributor in
connection with its offering of the Shares for sale to the
public.
If, in any month, the Distributor incurs costs subject to
reimbursement that exceed the amount accrued in respect of such month at the
rate of .25% per annum of average daily net assets, the Fund will carry forward
the unpaid amount from month to month while the Plan is in effect, until such
time as it may be paid; provided, however, that no amount shall be carried
forward beyond the fiscal year during which it is accrued and the Fund shall
have no obligation to the Distributor or any other person in respect thereof.
The Fund shall not pay the Distributor any carrying or other finance charge with
respect to amounts that are accrued but unpaid.
3. Quarterly Reports; Additional Information.
An appropriate officer of the Fund will provide to the Board
of Directors of the Fund for review, at least quarterly, a written report
specifying in reasonable detail the amounts expended for Distribution Activities
and the purposes for which such expenditures were made in compliance
-4-
<PAGE>
with the requirements of Rule 12b-1. The Distributor will provide to the Board
of Directors of the Fund such additional information as the Board shall from
time to time reasonably request, including information about Distribution
Activities undertaken or to be undertaken by the Distributor.
The Distributor will inform the Board of Directors of the Fund
of the account servicing fees to be paid by the Distributor to broker-dealers
and financial institutions that have selected dealer agreements with the
Distributor.
4. Effectiveness; Continuation.
The Plan shall take effect upon the approval of the sole
shareholder of the Fund. If so approved, the Plan shall, unless earlier
terminated in accordance with its terms, continue in full force and effect until
June 30, 1993, and from year to year thereafter for so long as such continuance
is specifically approved at least annually by a majority of the Board of
Directors of the Fund and a majority of the Rule 12b-1 Directors by votes cast
in person at a meeting called for the purpose of voting on the continuation of
the Plan.
5. Termination.
This Plan may be terminated at any time by vote of a majority
of the Rule 12b-1 Directors, or by vote of a majority of the outstanding voting
securities (as defined in the Investment Company Act) of the Shares.
-5-
<PAGE>
6. Amendments.
The Plan may not be amended to change the distribution
expenses to be paid as provided for in Section 2 hereof so as to increase
materially the amounts payable under this Plan unless such amendment shall be
approved by the vote of a majority of the outstanding voting securities (as
defined in the Investment Company Act) of the Series. All material amendments of
the Plan, including the addition or deletion of categories of expenditures that
are reimbursable hereunder, shall be approved by a majority of the Board of
Directors of the Fund and a majority of the Rule 12b-1 Directors by votes cast
in person at a meeting called for the purpose of voting on the Plan.
7. Non-interested Directors.
While the Plan is in effect, the selection and nomination of
the Directors who are not "interested persons" of the Fund (non-interested
Directors) shall be committed to the discretion of the non-interested Directors.
8. Records.
The Fund shall preserve copies of the Plan and any related
agreements and all reports made pursuant to Section 3 hereof, for a period of
not less than six years from the date of effectiveness of the Plan, such
agreements or reports, and for at least the first two years in an easily
accessible place.
-6-
<PAGE>
BNY HAMILTON FUND - HAMILTON SHARES
<TABLE>
<CAPTION>
Dividend Daily 7 Day Effective 7 30
Date Factor Yield Yield Day Yield Day Yield
- ---- ------ ----- ----- --------- ---------
<S> <C> <C> <C> <C> <C>
12/01/98 0.000135354 4.94% 4.96% 5.08% 4.97%
12/02/98 0.000132393 4.83% 4.95% 5.07% 4.96%
12/03/98 0.000133444 4.87% 4.95% 5.07% 4.95%
12/04/98 0.000132540 4.84% 4.93% 5.05% 4.94%
12/05/98 0.000132540 4.84% 4.91% 5.03% 4.93%
12/06/98 0.000132541 4.84% 4.90% 5.01% 4.93%
12/07/98 0.000133492 4.87% 4.86% 4.98% 4.93%
12/08/98 0.000133401 4.87% 4.85% 4.97% 4.92%
12/09/98 0.000133289 4.87% 4.86% 4.97% 4.92%
12/10/98 0.000133840 4.89% 4.86% 4.98% 4.92%
12/11/98 0.000135007 4.93% 4.87% 4.99% 4.91%
12/12/98 0.000135007 4.93% 4.88% 5.00% 4.91%
12/13/98 0.000135007 4.93% 4.90% 5.02% 4.91%
12/14/98 0.000137943 5.03% 4.92% 5.04% 4.91%
12/15/98 0.000139673 5.10% 4.95% 5.07% 4.91%
12/16/98 0.000135558 4.95% 4.96% 5.09% 4.90%
12/17/98 0.000134801 4.92% 4.97% 5.09% 4.89%
12/18/98 0.000133671 4.88% 4.96% 5.08% 4.89%
12/19/98 0.000133671 4.88% 4.96% 5.08% 4.90%
12/20/98 0.000133672 4.88% 4.95% 5.07% 4.90%
12/21/98 0.000134424 4.91% 4.93% 5.05% 4.90%
12/22/98 0.000134570 4.91% 4.90% 5.02% 4.91%
12/23/98 0.000133885 4.89% 4.89% 5.01% 4.91%
12/24/98 0.000134035 4.89% 4.89% 5.01% 4.91%
12/25/98 0.000134035 4.89% 4.89% 5.01% 4.91%
12/26/98 0.000134035 4.89% 4.89% 5.01% 4.91%
12/27/98 0.000134034 4.89% 4.90% 5.02% 4.91%
12/28/98 0.000136482 4.98% 4.91% 5.03% 4.91%
12/29/98 0.000137029 5.00% 4.92% 5.04% 4.91%
12/30/98 0.000135672 4.95% 4.93% 5.05% 4.91%
12/31/98 0.000137161 5.01% 4.95% 5.07% 4.91%
</TABLE>
<PAGE>
BNY HAMILTON FUND - PREMIER SHARES
<TABLE>
<CAPTION>
Dividend Daily 7 Day Effective 7 30
Date Factor Yield Yield Day Yield Day Yield
- ---- ------ ----- ----- --------- ---------
<S> <C> <C> <C> <C> <C>
12/01/98 0.000128505 4.69% 4.71% 4.82% 4.72%
12/02/98 0.000125544 4.58% 4.70% 4.81% 4.71%
12/03/98 0.000126594 4.62% 4.70% 4.81% 4.70%
12/04/98 0.000125691 4.59% 4.68% 4.79% 4.69%
12/05/98 0.000125691 4.59% 4.66% 4.77% 4.68%
12/06/98 0.000125691 4.59% 4.65% 4.75% 4.68%
12/07/98 0.000126642 4.62% 4.61% 4.72% 4.68%
12/08/98 0.000126552 4.62% 4.60% 4.71% 4.67%
12/09/98 0.000126440 4.62% 4.61% 4.71% 4.67%
12/10/98 0.000126990 4.64% 4.61% 4.71% 4.67%
12/11/98 0.000128158 4.68% 4.62% 4.73% 4.66%
12/12/98 0.000128158 4.68% 4.63% 4.74% 4.66%
12/13/98 0.000128157 4.68% 4.65% 4.75% 4.66%
12/14/98 0.000131094 4.78% 4.67% 4.78% 4.66%
12/15/98 0.000132824 4.85% 4.70% 4.81% 4.66%
12/16/98 0.000128708 4.70% 4.71% 4.82% 4.65%
12/17/98 0.000127951 4.67% 4.72% 4.83% 4.64%
12/18/98 0.000126822 4.63% 4.71% 4.82% 4.64%
12/19/98 0.000126822 4.63% 4.71% 4.82% 4.65%
12/20/98 0.000126822 4.63% 4.70% 4.81% 4.65%
12/21/98 0.000127575 4.66% 4.68% 4.79% 4.65%
12/22/98 0.000127721 4.66% 4.65% 4.76% 4.66%
12/23/98 0.000127036 4.64% 4.64% 4.75% 4.66%
12/24/98 0.000127185 4.64% 4.64% 4.75% 4.66%
12/25/98 0.000127185 4.64% 4.64% 4.75% 4.66%
12/26/98 0.000127185 4.64% 4.64% 4.75% 4.66%
12/27/98 0.000127186 4.64% 4.65% 4.75% 4.66%
12/28/98 0.000129633 4.73% 4.66% 4.77% 4.66%
12/29/98 0.000130180 4.75% 4.67% 4.78% 4.66%
12/30/98 0.000128823 4.70% 4.68% 4.79% 4.66%
12/31/98 0.000130311 4.76% 4.70% 4.81% 4.66%
</TABLE>
<PAGE>
BNY HAMILTON FUND - CLASSIC SHARES
<TABLE>
<CAPTION>
Dividend Daily 7 Day Effective 7 30
Date Factor Yield Yield Day Yield Day Yield
- ---- ------ ----- ----- --------- ---------
<S> <C> <C> <C> <C> <C>
12/01/98 0.000120332 4.39% 4.41% 4.50% 4.42%
12/02/98 0.000117273 4.28% 4.40% 4.49% 4.41%
12/03/98 0.000118323 4.32% 4.40% 4.49% 4.40%
12/04/98 0.000117516 4.29% 4.38% 4.47% 4.39%
12/05/98 0.000117516 4.29% 4.36% 4.46% 4.38%
12/06/98 0.000117517 4.29% 4.35% 4.44% 4.38%
12/07/98 0.000118327 4.32% 4.31% 4.40% 4.38%
12/08/98 0.000118224 4.32% 4.30% 4.39% 4.37%
12/09/98 0.000118170 4.31% 4.30% 4.40% 4.37%
12/10/98 0.000118606 4.33% 4.31% 4.40% 4.36%
12/11/98 0.000119889 4.38% 4.32% 4.41% 4.36%
12/12/98 0.000119889 4.38% 4.33% 4.42% 4.36%
12/13/98 0.000119889 4.38% 4.34% 4.44% 4.36%
12/14/98 0.000122820 4.48% 4.37% 4.46% 4.36%
12/15/98 0.000124402 4.54% 4.40% 4.50% 4.36%
12/16/98 0.000120286 4.39% 4.41% 4.51% 4.35%
12/17/98 0.000119515 4.36% 4.41% 4.51% 4.34%
12/18/98 0.000118384 4.32% 4.41% 4.50% 4.34%
12/19/98 0.000118384 4.32% 4.40% 4.50% 4.34%
12/20/98 0.000118385 4.32% 4.39% 4.49% 4.35%
12/21/98 0.000119151 4.35% 4.37% 4.47% 4.35%
12/22/98 0.000119318 4.36% 4.35% 4.44% 4.36%
12/23/98 0.000118665 4.33% 4.34% 4.43% 4.36%
12/24/98 0.000118723 4.33% 4.33% 4.43% 4.36%
12/25/98 0.000118723 4.33% 4.33% 4.43% 4.36%
12/26/98 0.000118723 4.33% 4.34% 4.43% 4.36%
12/27/98 0.000118722 4.33% 4.34% 4.43% 4.36%
12/28/98 0.000121180 4.42% 4.35% 4.44% 4.36%
12/29/98 0.000121714 4.44% 4.36% 4.46% 4.36%
12/30/98 0.000120343 4.39% 4.37% 4.47% 4.35%
12/31/98 0.000121963 4.45% 4.39% 4.48% 4.36%
</TABLE>
<PAGE>
BNY HAMILTON TREASURY FUND - HAMILTON SHARES
<TABLE>
<CAPTION>
Dividend Daily 7 Day Effective 7 30
Date Factor Yield Yield Day Yield Day Yield
- ---- ------ ----- ----- --------- ---------
<S> <C> <C> <C> <C> <C>
12/01/98 0.000128680 4.70% 4.68% 4.79% 4.69%
12/02/98 0.000122282 4.46% 4.68% 4.79% 4.67%
12/03/98 0.000122162 4.46% 4.68% 4.78% 4.65%
12/04/98 0.000121736 4.44% 4.64% 4.75% 4.64%
12/05/98 0.000121736 4.44% 4.61% 4.71% 4.63%
12/06/98 0.000121737 4.44% 4.57% 4.68% 4.62%
12/07/98 0.000124557 4.55% 4.50% 4.60% 4.62%
12/08/98 0.000124205 4.53% 4.48% 4.58% 4.61%
12/09/98 0.000123967 4.52% 4.48% 4.58% 4.60%
12/10/98 0.000124437 4.54% 4.50% 4.60% 4.60%
12/11/98 0.000127462 4.65% 4.53% 4.63% 4.60%
12/12/98 0.000127462 4.65% 4.56% 4.66% 4.59%
12/13/98 0.000127463 4.65% 4.59% 4.69% 4.59%
12/14/98 0.000133874 4.89% 4.63% 4.74% 4.59%
12/15/98 0.000138300 5.05% 4.71% 4.82% 4.60%
12/16/98 0.000128833 4.70% 4.73% 4.85% 4.58%
12/17/98 0.000127189 4.64% 4.75% 4.86% 4.57%
12/18/98 0.000125031 4.56% 4.74% 4.85% 4.57%
12/19/98 0.000125031 4.56% 4.72% 4.83% 4.57%
12/20/98 0.000125030 4.56% 4.71% 4.82% 4.58%
12/21/98 0.000127436 4.65% 4.68% 4.79% 4.59%
12/22/98 0.000128091 4.68% 4.62% 4.73% 4.61%
12/23/98 0.000123889 4.52% 4.60% 4.70% 4.61%
12/24/98 0.000124826 4.56% 4.59% 4.69% 4.62%
12/25/98 0.000124826 4.56% 4.58% 4.69% 4.62%
12/26/98 0.000124826 4.56% 4.58% 4.69% 4.62%
12/27/98 0.000124825 4.56% 4.58% 4.69% 4.62%
12/28/98 0.000129890 4.74% 4.59% 4.70% 4.62%
12/29/98 0.000130990 4.78% 4.61% 4.72% 4.62%
12/30/98 0.000128682 4.70% 4.63% 4.74% 4.61%
12/31/98 0.000126061 4.60% 4.64% 4.75% 4.61%
</TABLE>
<PAGE>
BNY HAMILTON TREASURY FUND - PREMIER SHARES
<TABLE>
<CAPTION>
Dividend Daily 7 Day Effective 7 30
Date Factor Yield Yield Day Yield Day Yield
- ---- ------ ----- ----- --------- ---------
<S> <C> <C> <C> <C> <C>
12/01/98 0.000121894 4.45% 4.44% 4.53% 4.45%
12/02/98 0.000115498 4.22% 4.43% 4.53% 4.43%
12/03/98 0.000115378 4.21% 4.43% 4.53% 4.40%
12/04/98 0.000114953 4.20% 4.39% 4.49% 4.39%
12/05/98 0.000114953 4.20% 4.36% 4.45% 4.38%
12/06/98 0.000114953 4.20% 4.33% 4.42% 4.37%
12/07/98 0.000117773 4.30% 4.25% 4.34% 4.37%
12/08/98 0.000117421 4.29% 4.23% 4.32% 4.36%
12/09/98 0.000117185 4.28% 4.24% 4.33% 4.36%
12/10/98 0.000117656 4.29% 4.25% 4.34% 4.35%
12/11/98 0.000120683 4.40% 4.28% 4.37% 4.35%
12/12/98 0.000120683 4.40% 4.31% 4.40% 4.35%
12/13/98 0.000120683 4.40% 4.34% 4.43% 4.34%
12/14/98 0.000127096 4.64% 4.39% 4.48% 4.34%
12/15/98 0.000131519 4.80% 4.46% 4.56% 4.35%
12/16/98 0.000122054 4.45% 4.49% 4.59% 4.33%
12/17/98 0.000120411 4.40% 4.50% 4.60% 4.32%
12/18/98 0.000118260 4.32% 4.49% 4.59% 4.32%
12/19/98 0.000118260 4.32% 4.48% 4.57% 4.33%
12/20/98 0.000118259 4.32% 4.46% 4.56% 4.34%
12/21/98 0.000120663 4.40% 4.43% 4.53% 4.35%
12/22/98 0.000121315 4.43% 4.38% 4.47% 4.36%
12/23/98 0.000117110 4.27% 4.35% 4.44% 4.36%
12/24/98 0.000118048 4.31% 4.34% 4.43% 4.37%
12/25/98 0.000118048 4.31% 4.34% 4.43% 4.37%
12/26/98 0.000118048 4.31% 4.34% 4.43% 4.37%
12/27/98 0.000118047 4.31% 4.33% 4.43% 4.37%
12/28/98 0.000123113 4.49% 4.35% 4.44% 4.37%
12/29/98 0.000124214 4.53% 4.36% 4.46% 4.38%
12/30/98 0.000121907 4.45% 4.39% 4.48% 4.36%
12/31/98 0.000119298 4.35% 4.39% 4.49% 4.36%
</TABLE>
<PAGE>
BNY HAMILTON INTERMEDIATE GOVERNMENT
FUND - Institutional Shares With Reimbursement
30 DAY SEC YIELD
Income 316,122.15
Net Expenses:
Gross Expenses 47,809.13
Less: Reimbursement 1,973.67 45,835.46
----------------
Avg. Shares 6,425,414.1516
NAV 10.04
----------------
Factors to be used: 1.004189767
1.004189767 1.008397088
1.004189767 1.012622037
1.004189767 1.016864687
1.004189767 1.021125113
1.004189767 1.025403389
SEC YIELD - Assumes Reimbursement 5.10%
================
BNY HAMILTON INTERMEDIATE GOVERNMENT
FUND - Institutional Shares Without Reimbursement
Income 316,122.15
Net Expenses:
Gross Expenses 47,809.13
Less: Reimbursement 0.00 47,809.13
----------------
Avg. Shares 6,425,414.1516
NAV 10.04
----------------
Factors to be used: 1.004159172
1.004159172 1.008335643
1.004159172 1.012529484
1.004159172 1.016740768
1.004159172 1.020969568
1.004159172 1.025215956
SEC YIELD - No Reimbursement 5.06%
================
<PAGE>
BNY HAMILTON INTERMEDIATE GOVERNMENT
FUND - Investor Shares With Reimbursement
30 DAY SEC YIELD
Income 61,133.93
Net Expenses:
Gross Expenses 11,812.73
Less: Reimbursement 993.73 10,819.00
----------------
Avg. Shares 1,243,183.7304
NAV 10.04
----------------
Factors to be used: 1.004031140
1.004031140 1.008078530
1.004031140 1.012142236
1.004031140 1.016222323
1.004031140 1.020318857
1.004031140 1.024431905
SEC YIELD - Assumes Reimbursement 4.79%
================
BNY HAMILTON INTERMEDIATE GOVERNMENT
FUND - Investor Shares Without Reimbursement
Income 61,133.93
Net Expenses:
Gross Expenses 11,812.73
Less: Reimbursement 0.00 11,812.73
----------------
Avg. Shares 1,243,183.7304
NAV 10.04
----------------
Factors to be used: 1.003951524
1.003951524 1.007918663
1.003951524 1.011901478
1.003951524 1.015900031
1.003951524 1.019914384
1.003951524 1.023944600
SEC YIELD - No Reimbursement 4.69%
================
<PAGE>
BNY HAMILTON INTERMEDIATE INVESTMENT
GRADE FUND - Institutional Shares
30 DAY SEC YIELD
Income 1,890,979.51
Net Expenses:
Gross Expenses 261,275.49
Less: Reimbursement 0.00 261,275.49
----------------
Avg. Shares 36,801,928.5387
NAV 10.61
----------------
Factors to be used: 1.004173715
1.004173715 1.008364850
1.004173715 1.012573477
1.004173715 1.016799670
1.004173715 1.021043502
1.004173715 1.025305047
SEC YIELD 5.06%
================
<PAGE>
BNY HAMILTON INTERMEDIATE INVESTMENT
GRADE FUND - Investor Shares
30 DAY SEC YIELD
Income 18,727.76
Net Expenses:
Gross Expenses 3,604.96
Less: Reimbursement 0.00 3,604.96
----------------
Avg. Shares 364,336.6649
NAV 10.61
----------------
Factors to be used: 1.003912136
1.003912136 1.007839577
1.003912136 1.011782382
1.003912136 1.015740612
1.003912136 1.019714327
1.003912136 1.023703588
SEC YIELD 4.74%
================
<PAGE>
BNY HAMILTON INTERMEDIATE NEW YORK TAX-
EXEMPT FUND - Institutional Shares With Reimbursement
30 DAY SEC YIELD
Income 110,545.99
Net Expenses:
Gross Expenses 24,388.65
Less: Reimbursement 2,803.18 21,585.47
----------------
Avg. Shares 3,087,421.0157
NAV 10.65
----------------
Factors to be used: 1.002705527
1.002705527 1.005418374
1.002705527 1.008138561
1.002705527 1.010866107
1.002705527 1.013601033
1.002705527 1.016343358
SEC YIELD - Assumes Reimbursement 3.16%
================
BNY HAMILTON INTERMEDIATE NEW YORK TAX-
EXEMPT FUND - Institutional Shares Without Reimbursement
Income 110,545.99
Net Expenses:
Gross Expenses 24,388.65
Less: Reimbursement 0.00 24,388.65
----------------
Avg. Shares 3,087,421.0157
NAV 10.65
----------------
Factors to be used: 1.002620275
1.002620275 1.005247416
1.002620275 1.007881441
1.002620275 1.010522368
1.002620275 1.013170214
1.002620275 1.015824999
SEC YIELD - No Reimbursement 3.05%
================
<PAGE>
BNY HAMILTON INTERMEDIATE NEW YORK TAX-
EXEMPT FUND - Investor Shares With Reimbursement
30 DAY SEC YIELD
Income 37,077.29
Net Expenses:
Gross Expenses 10,409.16
Less: Reimbursement 978.12 9,431.04
----------------
Avg. Shares 1,035,501.8705
NAV 10.65
----------------
Factors to be used: 1.002506893
1.002506893 1.005020071
1.002506893 1.007539549
1.002506893 1.010065343
1.002506893 1.012597469
1.002506893 1.015135943
SEC YIELD - Assumes Reimbursement 2.92%
================
BNY HAMILTON INTERMEDIATE NEW YORK TAX-
EXEMPT FUND - Investor Shares Without Reimbursement
Income 37,077.29
Net Expenses:
Gross Expenses 10,409.16
Less: Reimbursement 0.00 10,409.16
----------------
Avg. Shares 1,035,501.8705
NAV 10.65
----------------
Factors to be used: 1.002418199
1.002418199 1.004842246
1.002418199 1.007272155
1.002418199 1.009707940
1.002418199 1.012149615
1.002418199 1.014597194
SEC YIELD - No Reimbursement 2.82%
================
<PAGE>
BNY HAMILTON INTERMEDIATE TAX-EXEMPT
FUND - Institutional Shares
30 DAY SEC YIELD
Income 934,536.81
Net Expenses:
Gross Expenses 183,733.77
Less: Reimbursement 0.00 183,733.77
----------------
Avg. Shares 26,259,936.0100
NAV 10.19
----------------
Factors to be used: 1.002805809
1.002805809 1.005619491
1.002805809 1.008441067
1.002805809 1.011270560
1.002805809 1.014107992
1.002805809 1.016953385
SEC YIELD 3.39%
================
<PAGE>
BNY HAMILTON INTERMEDIATE TAX-EXEMPT
FUND - Investor Shares
30 DAY SEC YIELD
Income 1,633.41
Net Expenses:
Gross Expenses 435.00
Less: Reimbursement 0.00 435.00
----------------
Avg. Shares 45,862.6539
NAV 10.19
----------------
Factors to be used: 1.002564319
1.002564319 1.005135214
1.002564319 1.007712701
1.002564319 1.010296798
1.002564319 1.012887521
1.002564319 1.015484888
SEC YIELD 3.10%
================
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON INTERMEDIATE GOVERNMENT FUND
INSTITUTIONAL SHARES
Input Range and Calculation of Change in Value
(DOES NOT CONSIDER EFFECT OF THE SALES LOAD)
===========================================================================================================================
Last 10 Day Dividend Trailing 12 Dividend Total Extended
Date NAV Dividend Regular Cap Gain Mo. Yield Shares Shares Value
===========================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
08/10/92 10.00 100.0000 1,000.00
08/31/92 9.96 0.023962 0.240577 100.2406 998.40
09/30/92 10.07 0.038543 0.383674 100.6243 1,013.29
10/31/92 9.89 0.039980 0.406770 101.0310 999.20
11/30/92 9.80 0.039200 0.404124 101.4351 994.06
12/31/92 9.87 0.038400 0.394641 101.8297 1,005.06
01/31/93 10.00 0.039377 0.400975 102.2307 1,022.31
02/28/93 10.13 0.036542 0.368779 102.5995 1,039.33
03/31/93 10.11 0.040406 0.410050 103.0096 1,041.43
04/30/93 10.14 0.040439 0.410809 103.4204 1,048.68
05/31/93 10.08 0.044942 0.461106 103.8815 1,047.13
06/30/93 10.22 0.043774 0.444944 104.3264 1,066.22
07/31/93 10.19 0.045819 0.469103 104.7955 1,067.87
08/31/93 10.33 0.045060 0.457126 105.2526 1,087.26
09/30/93 10.34 0.043409 0.441868 105.6945 1,092.88
10/31/93 10.33 0.043776 0.447911 106.1424 1,096.45
11/30/93 10.15 0.042840 0.447994 106.5904 1,081.89
12/31/93 10.12 0.042917 0.023000 0.694285 107.2847 1,085.72
- ---------------------------------------------------------------------------------------------------------------------------
01/31/94 10.22 0.041857 0.439390 107.7241 1,100.94
02/28/94 9.93 0.039303 0.426369 108.1505 1,073.93
03/31/94 9.64 0.043760 0.490946 108.6414 1,047.30
04/30/94 9.51 0.042297 0.483197 109.1246 1,037.77
05/31/94 9.45 0.043570 0.503128 109.6277 1,035.98
06/30/94 9.35 0.042415 0.497311 110.1250 1,029.67
07/31/94 9.43 0.041005 0.478863 110.6039 1,042.99
08/31/94 9.41 0.040674 0.478077 111.0820 1,045.28
09/30/94 9.24 0.041107 0.494183 111.5762 1,030.96
10/31/94 9.18 0.042907 0.521503 112.0977 1,029.06
11/30/94 9.10 0.041370 0.509613 112.6073 1,024.73
12/31/94 9.10 0.043245 0.535132 113.1424 1,029.60
- ---------------------------------------------------------------------------------------------------------------------------
01/31/95 9.20 0.043580 0.535951 113.6784 1,045.84
02/28/95 9.36 0.040390 0.490542 114.1689 1,068.62
03/31/95 9.37 0.044622 0.543697 114.7126 1,074.86
04/30/95 9.45 0.043662 0.530009 115.2426 1,089.04
05/31/95 9.74 0.043864 0.518994 115.7616 1,127.52
06/30/95 9.75 0.043571 0.517318 116.2789 1,133.72
07/31/95 9.68 0.045053 0.541188 116.8201 1,130.82
08/31/95 9.72 0.045151 0.542649 117.3627 1,140.77
09/30/95 9.75 0.044625 0.537160 117.8999 1,149.52
10/31/95 9.80 0.046131 0.554984 118.4549 1,160.86
11/30/95 9.88 0.044648 0.535301 118.9902 1,175.62
12/31/95 9.94 0.045420 0.543716 119.5339 1,188.17
- ---------------------------------------------------------------------------------------------------------------------------
01/31/96 9.95 0.045516 0.546805 120.0807 1,194.80
02/29/96 9.79 0.045195 0.554346 120.6350 1,181.02
03/31/96 9.70 0.045967 0.571673 121.2067 1,175.70
04/30/96 9.61 0.044940 0.566808 121.7735 1,170.24
05/31/96 9.54 0.045728 0.583696 122.3572 1,167.29
06/30/96 9.60 0.044077 0.561785 122.9190 1,180.02
07/31/96 9.58 0.045233 0.580375 123.4994 1,183.12
08/31/96 9.53 0.045257 0.586486 124.0859 1,182.54
09/30/96 9.63 0.044013 0.567123 124.6530 1,200.41
10/31/96 9.73 0.044675 0.572340 125.2253 1,218.44
11/30/96 9.81 0.043382 0.553774 125.7791 1,233.89
12/31/96 9.70 0.044896 0.582163 126.3613 1,225.70
- ---------------------------------------------------------------------------------------------------------------------------
01/31/97 9.68 0.045177 0.589734 126.9510 1,228.89
02/28/97 9.65 0.042036 0.553006 127.5040 1,230.41
03/31/97 9.53 0.045726 0.611778 128.1158 1,220.94
04/30/97 9.60 0.046039 0.614409 128.7302 1,235.81
05/31/97 9.62 0.047383 0.634056 129.3643 1,244.48
06/30/97 9.66 0.046247 0.619328 129.9836 1,255.64
07/31/97 9.81 0.047242 0.625962 130.6096 1,281.28
08/31/97 9.71 0.047538 0.639436 131.2490 1,274.43
09/30/97 9.77 0.046980 0.631124 131.8801 1,288.47
10/31/97 9.87 0.047928 0.640400 132.5205 1,307.98
11/30/97 9.83 0.047392 0.638902 133.1594 1,308.96
12/31/97 9.88 0.047704 0.642939 133.8023 1,321.97
- ---------------------------------------------------------------------------------------------------------------------------
01/31/98 9.94 0.047587 0.640568 134.4429 1,336.36
02/28/98 9.90 0.046290 0.628622 135.0715 1,337.21
03/31/98 9.88 0.047840 0.654030 135.7255 1,340.97
04/20/98 9.89 0.031262 0.429024 136.1545 1,346.57
04/30/98 9.88 0.015613 0.000000 0.000000 136.1545 1,347.33
05/21/98 9.90 0.032038 0.655340 136.8098 1,354.42
05/31/98 9.93 0.015155 0.000000 0.000000 136.8098 1,360.59
06/21/98 9.94 0.032795 0.659962 137.4698 1,366.45
06/30/98 9.95 0.013969 0.000000 0.000000 137.4698 1,369.74
07/21/98 9.95 0.031801 0.632361 138.1022 1,374.12
07/31/98 9.93 0.015098 0.000000 0.000000 138.1022 1,373.44
08/21/98 10.00 0.034444 0.684187 138.7864 1,387.86
08/31/98 10.05 0.012010 0.000000 0.000000 138.7864 1,396.47
09/18/98 10.12 0.030840 0.587643 139.3740 1,410.46
09/30/98 10.16 0.015396 0.000000 5.5626% 0.000000 139.3740 1,418.19
10/21/98 10.11 0.031741 0.649814 140.0238 1,415.64
10/31/98 10.09 0.014903 0.000000 5.5885% 0.000000 140.0238 1,414.93
11/20/98 10.02 0.033992 0.683280 140.7071 1,409.89
11/30/98 10.05 0.012329 0.000000 5.6001% 0.000000 140.7071 1,415.84
12/21/98 10.05 0.031709 0.616563 141.3237 1,420.30
12/31/98 10.04 0.014996 0.000000 5.5957% 0.000000 141.3237 1,421.01
- ---------------------------------------------------------------------------------------------------------------------------
<CAPTION>
===================================================================================================================================
Change For/(From) Year Trailing Trailing 3 Yr
Date 1 Month 2 Months 3 Months 9 Months 12 Months to Date 3 Years Avg. Ann. Rtn.
===================================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
08/10/92 - - - - - - - - - - - - - - - - - - - - - - -
08/31/92 -0.16% - - - - - - - - - - - - - - - - - - - -
09/30/92 1.49% - - - - - - - - - - - - - - - - - - - -
10/31/92 -1.39% 0.08% -0.08% - - - - - - - - - - - - - -
11/30/92 -0.51% -1.90% -0.43% - - - - - - - - - - - - - -
12/31/92 1.11% 0.59% -0.81% - - - - - - - - - - - - - -
01/31/93 1.72% 2.84% 2.31% - - - - - - - - - - - - - -
02/28/93 1.66% 3.41% 4.55% - - - - - - - - - - - - - -
03/31/93 0.20% 1.87% 3.62% - - - - - - - - - - - - - -
04/30/93 0.70% 0.90% 2.58% - - - 4.34% - - - - - - - -
05/31/93 -0.15% 0.55% 0.75% - - - 4.19% - - - - - - - -
06/30/93 1.82% 1.67% 2.38% - - - 6.09% - - - - - - - -
07/31/93 0.15% 1.98% 1.83% 6.79% 6.25% - - - - - - - -
08/31/93 1.82% 1.97% 3.83% 8.90% 8.18% - - - - - - - -
09/30/93 0.52% 2.34% 2.50% 7.85% 8.74% - - - - - - - -
10/31/93 0.33% 0.85% 2.68% 9.73% 9.09% - - - - - - - -
11/30/93 -1.33% -1.01% -0.49% 8.84% 7.64% - - - - - - - -
12/31/93 0.35% -0.98% -0.66% 8.03% 8.03% - - - - - - - -
- -----------------------------------------------------------------------------------------------------------------------------------
01/31/94 1.40% 1.76% 0.41% 7.69% 1.40% - - - - - - - -
02/28/94 -2.45% -1.09% -0.74% 3.33% -1.09% - - - - - - - -
03/31/94 -2.48% -4.87% -3.54% 0.56% -3.54% - - - - - - - -
04/30/94 -0.91% -3.37% -5.74% -1.04% -4.42% - - - - - - - -
05/31/94 -0.17% -1.08% -3.53% -1.06% -4.58% - - - - - - - -
06/30/94 -0.61% -0.78% -1.68% -3.43% -5.16% - - - - - - - -
07/31/94 1.29% 0.68% 0.50% -2.33% -3.94% - - - - - - - -
08/31/94 0.22% 1.52% 0.90% -3.86% -3.72% - - - - - - - -
09/30/94 -1.37% -1.15% 0.13% -5.67% -5.04% - - - - - - - -
10/31/94 -0.18% -1.55% -1.34% -6.15% -5.22% - - - - - - - -
11/30/94 -0.42% -0.60% -1.97% -5.28% -5.62% - - - - - - - -
12/31/94 0.48% 0.05% -0.13% -5.17% -5.17% - - - - - - - -
- -----------------------------------------------------------------------------------------------------------------------------------
01/31/95 1.58% 2.06% 1.63% -5.00% 1.58% - - - - - - - -
02/28/95 2.18% 3.79% 4.28% -0.49% 3.79% - - - - - - - -
03/31/95 0.58% 2.77% 4.40% 2.63% 4.40% - - - - - - - -
04/30/95 1.32% 1.91% 4.13% 4.94% 5.77% - - - - - - - -
05/31/95 3.53% 4.90% 5.51% 8.84% 9.51% - - - - - - - -
06/30/95 0.55% 4.10% 5.48% 10.11% 10.11% - - - - - - - -
07/31/95 -0.26% 0.29% 3.84% 8.42% 9.83% - - - - - - - -
08/31/95 0.88% 0.62% 1.18% 9.14% 10.80% 14.26% 4.54%
09/30/95 0.77% 1.65% 1.39% 11.50% 11.65% 13.44% 4.29%
10/31/95 0.99% 1.76% 2.66% 12.81% 12.75% 16.18% 5.13%
11/30/95 1.27% 2.27% 3.05% 14.72% 14.18% 18.26% 5.75%
12/31/95 1.07% 2.35% 3.36% 15.40% 15.40% 18.22% 5.74%
- -----------------------------------------------------------------------------------------------------------------------------------
01/31/96 0.56% 1.63% 2.92% 14.24% 0.56% 16.87% 5.33%
02/29/96 -1.15% -0.60% 0.46% 10.52% -0.60% 13.63% 4.35%
03/31/96 -0.45% -1.60% -1.05% 9.38% -1.05% 12.89% 4.12%
04/30/96 -0.46% -0.91% -2.06% 7.46% -1.51% 11.59% 3.72%
05/31/96 -0.25% -0.72% -1.16% 3.53% -1.76% 11.48% 3.68%
06/30/96 1.09% 0.84% 0.37% 4.08% -0.69% 10.67% 3.43%
07/31/96 0.26% 1.36% 1.10% 4.62% -0.43% 10.79% 3.47%
08/31/96 -0.05% 0.21% 1.31% 3.66% -0.47% 8.76% 2.84%
09/30/96 1.51% 1.46% 1.73% 4.43% 1.03% 9.84% 3.17%
10/31/96 1.50% 3.04% 2.99% 4.96% 2.55% 11.13% 3.58%
11/30/96 1.27% 2.79% 4.34% 4.96% 3.85% 14.05% 4.48%
12/31/96 -0.66% 0.60% 2.11% 3.16% 3.16% 12.89% 4.12%
- -----------------------------------------------------------------------------------------------------------------------------------
01/31/97 0.26% -0.41% 0.86% 2.85% 0.26% 11.62% 3.73%
02/28/97 0.12% 0.38% -0.28% 4.18% 0.38% 14.57% 4.63%
03/31/97 -0.77% -0.65% -0.39% 3.85% -0.39% 16.58% 5.24%
04/30/97 1.22% 0.44% 0.56% 5.60% 0.82% 19.08% 5.99%
05/31/97 0.70% 1.93% 1.14% 6.61% 1.53% 20.13% 6.30%
06/30/97 0.90% 1.60% 2.84% 6.41% 2.44% 21.95% 6.83%
07/31/97 2.04% 2.96% 3.68% 8.30% 4.53% 22.85% 7.09%
08/31/97 -0.53% 1.50% 2.41% 7.77% 3.98% 21.92% 6.82%
09/30/97 1.10% 0.56% 2.61% 7.34% 5.12% 24.98% 7.71%
10/31/97 1.51% 2.63% 2.08% 7.35% 6.71% 27.10% 8.31%
11/30/97 0.07% 1.59% 2.71% 6.08% 6.79% 27.74% 8.49%
12/31/97 0.99% 1.07% 2.60% 8.27% 7.85% 7.85% 28.40% 8.68%
- -----------------------------------------------------------------------------------------------------------------------------------
01/31/98 1.09% 2.09% 2.17% 8.14% 8.75% 1.09% 27.78% 8.51%
02/28/98 0.06% 1.15% 2.16% 7.45% 8.68% 1.15% 25.13% 7.75%
03/31/98 0.28% 0.34% 1.44% 6.80% 9.83% 1.44% 24.76% 7.64%
04/20/98 -- -- -- -- -- 1.86% -- --
04/30/98 0.47% 0.76% 0.82% 5.16% 9.02% 1.92% 23.72% 7.35%
05/21/98 0.58% -- -- -- -- 2.45% -- --
05/31/98 0.98% 1.46% 1.75% 6.76% 9.33% 2.92% 20.67% 6.46%
06/21/98 0.89% 1.48% -- -- -- 3.36% -- --
06/30/98 0.67% 1.66% 2.15% 6.31% 9.09% 3.61% 20.82% 6.50%
07/21/98 0.56% 1.45% 2.05% -- -- 3.94% -- --
07/31/98 0.27% 0.94% 1.94% 5.00% 7.19% 3.89% 21.46% 6.69%
08/21/98 1.00% 1.57% 2.47% -- -- 4.98% -- --
08/31/98 1.68% 1.95% 2.64% 6.69% 9.58% 5.64% 22.41% 6.97%
09/18/98 1.63% 2.64% 3.22% -- -- 6.69% -- --
09/30/98 1.56% 3.26% 3.54% 7.28% 10.07% 7.28% 23.37% 7.25%
10/21/98 0.37% 2.00% 3.02% -- -- 7.09% -- --
10/31/98 -0.23% 1.32% 3.02% 5.88% 8.18% 7.03% 21.89% 6.81%
11/20/98 -0.41% -0.04% 1.59% -- -- 6.65% -- --
11/30/98 0.06% -0.17% 1.39% 5.88% 8.17% 7.10% 20.43% 6.39%
12/21/98 0.74% 0.33% 0.70% -- -- 7.44% -- --
12/31/98 0.37% 0.43% 0.20% 5.97% 7.49% 7.49% 19.60% 6.14%
- -----------------------------------------------------------------------------------------------------------------------------------
<CAPTION>
==========================================================================
Trailing Trailing 5 Yr Total Since Avg. Annual
Date 5 Years Avg. Ann. Rtn. Inception Return
==========================================================================
<S> <C> <C> <C> <C>
08/10/92 - - - - - - - - - - - - - - - -
08/31/92 - - - - - - - - -0.16% - - - -
09/30/92 - - - - - - - - 1.33% - - - -
10/31/92 - - - - - - - - -0.08% - - - -
11/30/92 - - - - - - - - -0.59% - - - -
12/31/92 - - - - - - - - 0.51% - - - -
01/31/93 - - - - - - - - 2.23% 4.71%
02/28/93 - - - - - - - - 3.93% 7.18%
03/31/93 - - - - - - - - 4.14% 6.54%
04/30/93 - - - - - - - - 4.87% 6.79%
05/31/93 - - - - - - - - 4.71% 5.86%
06/30/93 - - - - - - - - 6.62% 7.47%
07/31/93 - - - - - - - - 6.79% 6.96%
08/31/93 - - - - - - - - 8.73% 8.21%
09/30/93 - - - - - - - - 9.29% 8.08%
10/31/93 - - - - - - - - 9.65% 7.79%
11/30/93 - - - - - - - - 8.19% 6.19%
12/31/93 - - - - - - - - 8.57% 6.07%
- --------------------------------------------------------------------------
01/31/94 - - - - - - - - 10.09% 6.72%
02/28/94 - - - - - - - - 7.39% 4.69%
03/31/94 - - - - - - - - 4.73% 2.86%
04/30/94 - - - - - - - - 3.78% 2.17%
05/31/94 - - - - - - - - 3.60% 1.97%
06/30/94 - - - - - - - - 2.97% 1.56%
07/31/94 - - - - - - - - 4.30% 2.15%
08/31/94 - - - - - - - - 4.53% 2.17%
09/30/94 - - - - - - - - 3.10% 1.43%
10/31/94 - - - - - - - - 2.91% 1.29%
11/30/94 - - - - - - - - 2.47% 1.06%
12/31/94 - - - - - - - - 2.96% 1.23%
- --------------------------------------------------------------------------
01/31/95 - - - - - - - - 4.58% 1.82%
02/28/95 - - - - - - - - 6.86% 2.63%
03/31/95 - - - - - - - - 7.49% 2.77%
04/30/95 - - - - - - - - 8.90% 3.18%
05/31/95 - - - - - - - - 12.75% 4.37%
06/30/95 - - - - - - - - 13.37% 4.44%
07/31/95 - - - - - - - - 13.08% 4.22%
08/31/95 - - - - - - - - 14.08% 4.40%
09/30/95 - - - - - - - - 14.95% 4.53%
10/31/95 - - - - - - - - 16.09% 4.73%
11/30/95 - - - - - - - - 17.56% 5.01%
12/31/95 - - - - - - - - 18.82% 5.21%
- --------------------------------------------------------------------------
01/31/96 - - - - - - - - 19.48% 5.25%
02/29/96 - - - - - - - - 18.10% 4.79%
03/31/96 - - - - - - - - 17.57% 4.54%
04/30/96 - - - - - - - - 17.02% 4.31%
05/31/96 - - - - - - - - 16.73% 4.14%
06/30/96 - - - - - - - - 18.00% 4.34%
07/31/96 - - - - - - - - 18.31% 4.32%
08/31/96 - - - - - - - - 18.25% 4.21%
09/30/96 - - - - - - - - 20.04% 4.51%
10/31/96 - - - - - - - - 21.84% 4.78%
11/30/96 - - - - - - - - 23.39% 4.99%
12/31/96 - - - - - - - - 22.57% 4.74%
- --------------------------------------------------------------------------
01/31/97 - - - - - - - - 22.89% 4.71%
02/28/97 - - - - - - - - 23.04% 4.65%
03/31/97 - - - - - - - - 22.09% 4.39%
04/30/97 - - - - - - - - 23.58% 4.58%
05/31/97 - - - - - - - - 24.45% 4.65%
06/30/97 - - - - - - - - 25.56% 4.76%
07/31/97 - - - - - - - - 28.13% 5.11%
08/31/97 27.65% 5.00% 27.44% 4.91%
09/30/97 27.16% 4.92% 28.85% 5.05%
10/31/97 30.90% 5.53% 30.80% 5.27%
11/30/97 31.68% 5.65% 30.90% 5.20%
12/31/97 31.53% 5.63% 32.20% 5.31%
- --------------------------------------------------------------------------
01/31/98 30.72% 5.50% 33.64% 5.43%
02/28/98 28.66% 5.17% 33.72% 5.37%
03/31/98 28.76% 5.18% 34.10% 5.34%
04/20/98 -- -- 34.66% 5.36%
04/30/98 28.48% 5.14% 34.73% 5.34%
05/21/98 -- -- 35.44% 5.39%
05/31/98 29.94% 5.37% 36.06% 5.44%
06/21/98 -- -- 36.65% 5.46%
06/30/98 28.47% 5.13% 36.97% 5.48%
07/21/98 -- -- 37.41% 5.49%
07/31/98 28.61% 5.16% 37.34% 5.45%
08/21/98 -- -- 38.79% 5.58%
08/31/98 28.44% 5.13% 39.65% 5.66%
09/18/98 -- -- 41.05% 5.79%
09/30/98 29.77% 5.35% 41.82% 5.85%
10/21/98 -- -- 41.56% 5.76%
10/31/98 29.05% 5.23% 41.49% 5.73%
11/20/98 -- -- 40.99% 5.62%
11/30/98 30.87% 5.52% 41.58% 5.66%
12/21/98 -- -- 42.03% 5.66%
12/31/98 30.88% 5.53% 42.10% 5.65%
- --------------------------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON INTERMEDIATE GOVERNMENT FUND
INVESTOR SHARES
Input Range and Calculation of Change in Value
(DOES NOT CONSIDER EFFECT OF THE SALES LOAD)
===========================================================================================================================
Last 10 Day Dividend Trailing 12 Dividend Total Extended
Date NAV Dividend Regular Cap Gain Mo. Yield Shares Shares Value
===========================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
08/10/92 10.00 100.0000 1,000.00
08/31/92 9.96 0.023962 0.240577 100.2406 998.40
09/30/92 10.07 0.038543 0.383674 100.6243 1,013.29
10/31/92 9.89 0.039980 0.406770 101.0310 999.20
11/30/92 9.80 0.039200 0.404124 101.4351 994.06
12/31/92 9.87 0.038400 0.394641 101.8297 1,005.06
01/31/93 10.00 0.039377 0.400975 102.2307 1,022.31
02/28/93 10.13 0.036542 0.368779 102.5995 1,039.33
03/31/93 10.11 0.040406 0.410050 103.0096 1,041.43
04/30/93 10.14 0.040439 0.410809 103.4204 1,048.68
05/31/93 10.08 0.044942 0.461106 103.8815 1,047.13
06/30/93 10.22 0.043774 0.444944 104.3264 1,066.22
07/31/93 10.19 0.045819 0.469103 104.7955 1,067.87
08/31/93 10.33 0.045060 0.457126 105.2526 1,087.26
09/30/93 10.34 0.043409 0.441868 105.6945 1,092.88
10/31/93 10.33 0.043776 0.447911 106.1424 1,096.45
11/30/93 10.15 0.042840 0.447994 106.5904 1,081.89
12/31/93 10.12 0.042917 0.023000 0.694285 107.2847 1,085.72
- ---------------------------------------------------------------------------------------------------------------------------
01/31/94 10.22 0.041857 0.439390 107.7241 1,100.94
02/28/94 9.93 0.039303 0.426369 108.1505 1,073.93
03/31/94 9.64 0.043760 0.490946 108.6414 1,047.30
04/30/94 9.51 0.042297 0.483197 109.1246 1,037.77
05/31/94 9.45 0.043570 0.503128 109.6277 1,035.98
06/30/94 9.35 0.042415 0.497311 110.1250 1,029.67
07/31/94 9.43 0.041005 0.478863 110.6039 1,042.99
08/31/94 9.41 0.040674 0.478077 111.0820 1,045.28
09/30/94 9.24 0.041107 0.494183 111.5762 1,030.96
10/31/94 9.18 0.042907 0.521503 112.0977 1,029.06
11/30/94 9.10 0.041370 0.509613 112.6073 1,024.73
12/31/94 9.10 0.043245 0.535132 113.1424 1,029.60
- ---------------------------------------------------------------------------------------------------------------------------
01/31/95 9.20 0.043580 0.535951 113.6784 1,045.84
02/28/95 9.36 0.040390 0.490542 114.1689 1,068.62
03/31/95 9.37 0.044622 0.543697 114.7126 1,074.86
04/30/95 9.45 0.043662 0.530009 115.2426 1,089.04
05/31/95 9.74 0.043864 0.518994 115.7616 1,127.52
06/30/95 9.75 0.043571 0.517318 116.2789 1,133.72
07/31/95 9.68 0.045053 0.541188 116.8201 1,130.82
08/31/95 9.72 0.045151 0.542649 117.3627 1,140.77
09/30/95 9.75 0.044625 0.537160 117.8999 1,149.52
10/31/95 9.80 0.046131 0.554984 118.4549 1,160.86
11/30/95 9.88 0.044648 0.535301 118.9902 1,175.62
12/31/95 9.94 0.045420 0.543716 119.5339 1,188.17
- ---------------------------------------------------------------------------------------------------------------------------
01/31/96 9.95 0.045516 0.546805 120.0807 1,194.80
02/29/96 9.79 0.045195 0.554346 120.6350 1,181.02
03/31/96 9.70 0.045967 0.571673 121.2067 1,175.70
04/30/96 9.61 0.044940 0.566808 121.7735 1,170.24
05/31/96 9.54 0.045728 0.583696 122.3572 1,167.29
06/30/96 9.60 0.044077 0.561785 122.9190 1,180.02
07/31/96 9.58 0.045233 0.580375 123.4994 1,183.12
08/31/96 9.53 0.045257 0.586486 124.0859 1,182.54
09/30/96 9.63 0.044013 0.567123 124.6530 1,200.41
10/31/96 9.73 0.044675 0.572340 125.2253 1,218.44
11/30/96 9.81 0.043382 0.553774 125.7791 1,233.89
12/31/96 9.70 0.044896 0.582163 126.3613 1,225.70
- ---------------------------------------------------------------------------------------------------------------------------
01/31/97 9.68 0.045177 0.589734 126.9510 1,228.89
02/28/97 9.65 0.042036 0.553006 127.5040 1,230.41
03/31/97 9.53 0.045726 0.611778 128.1158 1,220.94
04/30/97 9.59 0.044092 0.589039 128.7048 1,234.28
05/31/97 9.61 0.045226 0.605703 129.3105 1,242.67
06/30/97 9.66 0.044308 0.593115 129.9036 1,254.87
07/31/97 9.80 0.045139 0.598339 130.5019 1,278.92
08/31/97 9.70 0.045451 0.611489 131.1134 1,271.80
09/30/97 9.77 0.044957 0.603323 131.7167 1,286.87
10/31/97 9.86 0.045826 0.612175 132.3289 1,304.76
11/30/97 9.83 0.045347 0.610450 132.9394 1,306.79
12/31/97 9.87 0.045588 0.614026 133.5534 1,318.17
- ---------------------------------------------------------------------------------------------------------------------------
01/31/98 9.94 0.045454 0.610718 134.1641 1,333.59
02/28/98 9.89 0.044364 0.601826 134.7659 1,332.83
03/31/98 9.87 0.045716 0.624211 135.3901 1,336.30
04/20/98 9.89 0.029888 0.409155 135.7993 1,343.06
04/30/98 9.88 0.014929 0.000000 0.000000 135.7993 1,343.72
05/21/98 9.89 0.030599 0.625142 136.4244 1,349.24
05/31/98 9.93 0.014468 0.000000 0.000000 136.4244 1,356.67
06/21/98 9.93 0.031349 0.629468 137.0539 1,360.95
06/30/98 9.95 0.013349 0.000000 0.000000 137.0539 1,365.52
07/21/98 9.95 0.030354 0.601983 137.6559 1,369.68
07/31/98 9.93 0.014410 0.000000 0.000000 137.6559 1,368.91
08/21/98 9.99 0.032859 0.651332 138.3072 1,381.69
08/31/98 10.05 0.011455 0.000000 0.000000 138.3072 1,391.57
09/18/98 10.11 0.029446 0.559533 138.8667 1,403.94
09/30/98 10.16 0.014696 0.000000 5.3159% 0.000000 138.8667 1,412.93
10/21/98 10.10 0.030267 0.618198 139.4849 1,408.80
10/31/98 10.08 0.014204 0.000000 5.3447% 0.000000 139.4849 1,407.99
11/20/98 10.02 0.032467 0.649691 140.1346 1,404.15
11/30/98 10.05 0.011775 0.000000 5.3496% 0.000000 140.1346 1,410.00
12/21/98 10.04 0.030245 0.586500 140.7211 1,412.84
12/31/98 10.04 0.014304 0.000000 5.3446% 0.000000 140.7211 1,414.85
- ---------------------------------------------------------------------------------------------------------------------------
<CAPTION>
======================================================================================================================
Change For/(From) Year Trailing Trailing 3 Yr
Date 1 Month 2 Months 3 Months 12 Months to Date 3 Years Avg. Ann. Rtn.
======================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C>
08/10/92 - - - - - - - - - - - - - - - - - - - -
08/31/92 -0.16% - - - - - - -0.16% - - - - - - - -
09/30/92 1.49% - - - - - - 1.33% - - - - - - - -
10/31/92 -1.39% 0.08% -0.08% - - - -0.08% - - - - - - - -
11/30/92 -0.51% -1.90% -0.43% - - - -0.59% - - - - - - - -
12/31/92 1.11% 0.59% -0.81% - - - 0.51% - - - - - - - -
01/31/93 1.72% 2.84% 2.31% - - - 1.72% - - - - - - - -
02/28/93 1.66% 3.41% 4.55% - - - 3.41% - - - - - - - -
03/31/93 0.20% 1.87% 3.62% - - - 3.62% - - - - - - - -
04/30/93 0.70% 0.90% 2.58% - - - 4.34% - - - - - - - -
05/31/93 -0.15% 0.55% 0.75% - - - 4.19% - - - - - - - -
06/30/93 1.82% 1.67% 2.38% - - - 6.09% - - - - - - - -
07/31/93 0.15% 1.98% 1.83% 6.79% 6.25% - - - - - - - -
08/31/93 1.82% 1.97% 3.83% 8.90% 8.18% - - - - - - - -
09/30/93 0.52% 2.34% 2.50% 7.85% 8.74% - - - - - - - -
10/31/93 0.33% 0.85% 2.68% 9.73% 9.09% - - - - - - - -
11/30/93 -1.33% -1.01% -0.49% 8.84% 7.64% - - - - - - - -
12/31/93 0.35% -0.98% -0.66% 8.03% 8.03% - - - - - - - -
- ----------------------------------------------------------------------------------------------------------------------
01/31/94 1.40% 1.76% 0.41% 7.69% 1.40% - - - - - - - -
02/28/94 -2.45% -1.09% -0.74% 3.33% -1.09% - - - - - - - -
03/31/94 -2.48% -4.87% -3.54% 0.56% -3.54% - - - - - - - -
04/30/94 -0.91% -3.37% -5.74% -1.04% -4.42% - - - - - - - -
05/31/94 -0.17% -1.08% -3.53% -1.06% -4.58% - - - - - - - -
06/30/94 -0.61% -0.78% -1.68% -3.43% -5.16% - - - - - - - -
07/31/94 1.29% 0.68% 0.50% -2.33% -3.94% - - - - - - - -
08/31/94 0.22% 1.52% 0.90% -3.86% -3.72% - - - - - - - -
09/30/94 -1.37% -1.15% 0.13% -5.67% -5.04% - - - - - - - -
10/31/94 -0.18% -1.55% -1.34% -6.15% -5.22% - - - - - - - -
11/30/94 -0.42% -0.60% -1.97% -5.28% -5.62% - - - - - - - -
12/31/94 0.48% 0.05% -0.13% -5.17% -5.17% - - - - - - - -
- ----------------------------------------------------------------------------------------------------------------------
01/31/95 1.58% 2.06% 1.63% -5.00% 1.58% - - - - - - - -
02/28/95 2.18% 3.79% 4.28% -0.49% 3.79% - - - - - - - -
03/31/95 0.58% 2.77% 4.40% 2.63% 4.40% - - - - - - - -
04/30/95 1.32% 1.91% 4.13% 4.94% 5.77% - - - - - - - -
05/31/95 3.53% 4.90% 5.51% 8.84% 9.51% - - - - - - - -
06/30/95 0.55% 4.10% 5.48% 10.11% 10.11% - - - - - - - -
07/31/95 -0.26% 0.29% 3.84% 8.42% 9.83% - - - - - - - -
08/31/95 0.88% 0.62% 1.18% 9.14% 10.80% 14.26% 4.54%
09/30/95 0.77% 1.65% 1.39% 11.50% 11.65% 13.44% 4.29%
10/31/95 0.99% 1.76% 2.66% 12.81% 12.75% 16.18% 5.13%
11/30/95 1.27% 2.27% 3.05% 14.72% 14.18% 18.26% 5.75%
12/31/95 1.07% 2.35% 3.36% 15.40% 15.40% 18.22% 5.74%
- ----------------------------------------------------------------------------------------------------------------------
01/31/96 0.56% 1.63% 2.92% 14.24% 0.56% 16.87% 5.33%
02/29/96 -1.15% -0.60% 0.46% 10.52% -0.60% 13.63% 4.35%
03/31/96 -0.45% -1.60% -1.05% 9.38% -1.05% 12.89% 4.12%
04/30/96 -0.46% -0.91% -2.06% 7.46% -1.51% 11.59% 3.72%
05/31/96 -0.25% -0.72% -1.16% 3.53% -1.76% 11.48% 3.68%
06/30/96 1.09% 0.84% 0.37% 4.08% -0.69% 10.67% 3.43%
07/31/96 0.26% 1.36% 1.10% 4.62% -0.43% 10.79% 3.47%
08/31/96 -0.05% 0.21% 1.31% 3.66% -0.47% 8.76% 2.84%
09/30/96 1.51% 1.46% 1.73% 4.43% 1.03% 9.84% 3.17%
10/31/96 1.50% 3.04% 2.99% 4.96% 2.55% 11.13% 3.58%
11/30/96 1.27% 2.79% 4.34% 4.96% 3.85% 14.05% 4.48%
12/31/96 -0.66% 0.60% 2.11% 3.16% 3.16% 12.89% 4.12%
- ----------------------------------------------------------------------------------------------------------------------
01/31/97 0.26% -0.41% 0.86% 2.85% 0.26% 11.62% 3.73%
02/28/97 0.12% 0.38% -0.28% 4.18% 0.38% 14.57% 4.63%
03/31/97 -0.77% -0.65% -0.39% 3.85% -0.39% 16.58% 5.24%
04/30/97 1.09% 0.31% 0.44% 5.47% 0.70% 18.94% 5.95%
05/31/97 0.68% 1.78% 1.00% 6.46% 1.38% 19.95% 6.25%
06/30/97 0.98% 1.67% 2.78% 6.34% 2.38% 21.87% 6.81%
07/31/97 1.92% 2.92% 3.62% 8.10% 4.34% 22.62% 7.03%
08/31/97 -0.56% 1.35% 2.34% 7.55% 3.76% 21.67% 6.75%
09/30/97 1.18% 0.62% 2.55% 7.20% 4.99% 24.82% 7.66%
10/31/97 1.39% 2.59% 2.02% 7.08% 6.45% 26.79% 8.23%
11/30/97 0.16% 1.55% 2.75% 5.91% 6.62% 27.53% 8.43%
12/31/97 0.87% 1.03% 2.43% 7.54% 7.54% 28.03% 8.58%
- ----------------------------------------------------------------------------------------------------------------------
01/31/98 1.17% 2.05% 2.21% 8.52% 1.17% 27.51% 8.43%
02/28/98 -0.06% 1.11% 1.99% 8.32% 1.11% 24.72% 7.64%
03/31/98 0.26% 0.20% 1.38% 9.45% 1.38% 24.32% 7.52%
04/20/98 -- -- -- -- 1.89% -- --
04/30/98 0.56% 0.82% 0.76% 8.87% 1.94% 23.39% 7.25%
05/21/98 0.46% -- -- -- 2.36% -- --
05/31/98 0.96% 1.52% 1.79% 9.17% 2.92% 20.32% 6.36%
06/21/98 0.87% 1.33% -- -- 3.25% -- --
06/30/98 0.65% 1.62% 2.19% 8.82% 3.59% 20.45% 6.39%
07/21/98 0.64% 1.51% 1.98% -- 3.91% -- --
07/31/98 0.25% 0.90% 1.87% 7.04% 3.85% 21.05% 6.57%
08/21/98 0.88% 1.52% 2.41% -- 4.82% -- --
08/31/98 1.66% 1.91% 2.57% 9.42% 5.57% 21.99% 6.84%
09/18/98 1.61% 2.50% 3.16% -- 6.51% -- --
09/30/98 1.53% 3.22% 3.47% 9.80% 7.19% 22.91% 7.11%
10/21/98 0.35% 1.96% 2.86% -- 6.88% -- --
10/31/98 -0.35% 1.18% 2.85% 7.91% 6.81% 21.29% 6.64%
11/20/98 -0.33% 0.01% 1.63% -- 6.52% -- --
11/30/98 0.14% -0.21% 1.32% 7.90% 6.97% 19.94% 6.24%
12/21/98 0.62% 0.29% 0.63% -- 7.18% -- --
12/31/98 0.34% 0.49% 0.14% 7.33% 7.33% 19.08% 5.99%
- ----------------------------------------------------------------------------------------------------------------------
<CAPTION>
============================================================================
Trailing Trailing 5 Yr Total Since Avg. Annual
Date 5 Years Avg. Ann. Rtn. Inception Return
============================================================================
<S> <C> <C> <C> <C>
08/10/92 - - - - - - - - - - - - - - - -
08/31/92 - - - - - - - - -0.16% - - - -
09/30/92 - - - - - - - - 1.33% - - - -
10/31/92 - - - - - - - - -0.08% - - - -
11/30/92 - - - - - - - - -0.59% - - - -
12/31/92 - - - - - - - - 0.51% - - - -
01/31/93 - - - - - - - - 2.23% 4.71%
02/28/93 - - - - - - - - 3.93% 7.18%
03/31/93 - - - - - - - - 4.14% 6.54%
04/30/93 - - - - - - - - 4.87% 6.79%
05/31/93 - - - - - - - - 4.71% 5.86%
06/30/93 - - - - - - - - 6.62% 7.47%
07/31/93 - - - - - - - - 6.79% 6.96%
08/31/93 - - - - - - - - 8.73% 8.21%
09/30/93 - - - - - - - - 9.29% 8.08%
10/31/93 - - - - - - - - 9.65% 7.79%
11/30/93 - - - - - - - - 8.19% 6.19%
12/31/93 - - - - - - - - 8.57% 6.07%
- ----------------------------------------------------------------------------
01/31/94 - - - - - - - - 10.09% 6.72%
02/28/94 - - - - - - - - 7.39% 4.69%
03/31/94 - - - - - - - - 4.73% 2.86%
04/30/94 - - - - - - - - 3.78% 2.17%
05/31/94 - - - - - - - - 3.60% 1.97%
06/30/94 - - - - - - - - 2.97% 1.56%
07/31/94 - - - - - - - - 4.30% 2.15%
08/31/94 - - - - - - - - 4.53% 2.17%
09/30/94 - - - - - - - - 3.10% 1.43%
10/31/94 - - - - - - - - 2.91% 1.29%
11/30/94 - - - - - - - - 2.47% 1.06%
12/31/94 - - - - - - - - 2.96% 1.23%
- ----------------------------------------------------------------------------
01/31/95 - - - - - - - - 4.58% 1.82%
02/28/95 - - - - - - - - 6.86% 2.63%
03/31/95 - - - - - - - - 7.49% 2.77%
04/30/95 - - - - - - - - 8.90% 3.18%
05/31/95 - - - - - - - - 12.75% 4.37%
06/30/95 - - - - - - - - 13.37% 4.44%
07/31/95 - - - - - - - - 13.08% 4.22%
08/31/95 - - - - - - - - 14.08% 4.40%
09/30/95 - - - - - - - - 14.95% 4.53%
10/31/95 - - - - - - - - 16.09% 4.73%
11/30/95 - - - - - - - - 17.56% 5.01%
12/31/95 - - - - - - - - 18.82% 5.21%
- ----------------------------------------------------------------------------
01/31/96 - - - - - - - - 19.48% 5.25%
02/29/96 - - - - - - - - 18.10% 4.79%
03/31/96 - - - - - - - - 17.57% 4.54%
04/30/96 - - - - - - - - 17.02% 4.31%
05/31/96 - - - - - - - - 16.73% 4.14%
06/30/96 - - - - - - - - 18.00% 4.34%
07/31/96 - - - - - - - - 18.31% 4.32%
08/31/96 - - - - - - - - 18.25% 4.21%
09/30/96 - - - - - - - - 20.04% 4.51%
10/31/96 - - - - - - - - 21.84% 4.78%
11/30/96 - - - - - - - - 23.39% 4.99%
12/31/96 - - - - - - - - 22.57% 4.74%
- ----------------------------------------------------------------------------
01/31/97 - - - - - - - - 22.89% 4.71%
02/28/97 - - - - - - - - 23.04% 4.65%
03/31/97 - - - - - - - - 22.09% 4.39%
04/30/97 - - - - - - - - 23.43% 4.55%
05/31/97 - - - - - - - - 24.27% 4.62%
06/30/97 - - - - - - - - 25.49% 4.75%
07/31/97 - - - - - - - - 27.89% 5.07%
08/31/97 27.38% 4.96% 27.18% 4.86%
09/30/97 27.00% 4.89% 28.69% 5.02%
10/31/97 30.58% 5.48% 30.48% 5.22%
11/30/97 31.46% 5.62% 30.68% 5.17%
12/31/97 31.15% 5.57% 31.82% 5.25%
- ----------------------------------------------------------------------------
01/31/98 30.45% 5.46% 33.36% 5.39%
02/28/98 28.24% 5.10% 33.28% 5.30%
03/31/98 28.31% 5.11% 33.63% 5.27%
04/20/98 -- -- 34.31% 5.31%
04/30/98 28.13% 5.08% 34.37% 5.30%
05/21/98 -- -- 34.92% 5.32%
05/31/98 29.56% 5.31% 35.67% 5.39%
06/21/98 -- -- 36.10% 5.39%
06/30/98 28.07% 5.07% 36.55% 5.43%
07/21/98 -- -- 36.97% 5.43%
07/31/98 28.19% 5.09% 36.89% 5.39%
08/21/98 -- -- 38.17% 5.50%
08/31/98 27.99% 5.06% 39.16% 5.60%
09/18/98 -- -- 40.39% 5.71%
09/30/98 29.29% 5.27% 41.29% 5.79%
10/21/98 -- -- 40.88% 5.68%
10/31/98 28.41% 5.13% 40.80% 5.65%
11/20/98 -- -- 40.42% 5.55%
11/30/98 30.33% 5.44% 41.00% 5.59%
12/21/98 -- -- 41.28% 5.58%
12/31/98 30.31% 5.44% 41.49% 5.57%
- ----------------------------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON INTERMEDIATE INVESTMENT GRADE FUND
Institutional Shares
==========================================================================================================================
Last 10 Day Dividend Trailing 12 Dividend Total Extended
Date NAV Dividend Regular Cap Gain Mo. Yield Shares Shares Value
==========================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
12/31/86 5.215 0.000000 191.7630 1,000.00
01/31/87 5.288 0.000000 191.7630 1,014.07
02/28/87 5.316 0.000000 191.7630 1,019.41
03/31/87 5.291 0.000000 191.7630 1,014.69
04/30/87 5.082 0.000000 191.7630 974.58
05/31/87 5.059 0.000000 191.7630 970.17
06/30/87 5.119 0.000000 191.7630 981.68
07/31/87 5.109 0.000000 191.7630 979.79
08/31/87 5.088 0.000000 191.7630 975.74
09/30/87 4.974 0.000000 191.7630 953.86
10/31/87 5.137 0.000000 191.7630 985.02
11/30/87 5.178 0.000000 191.7630 992.97
12/31/87 5.224 0.000000 191.7630 1,001.68
01/31/88 5.406 0.000000 191.7630 1,036.61
02/29/88 5.440 0.000000 191.7630 1,043.11
03/31/88 5.374 0.000000 191.7630 1,030.45
04/30/88 5.340 0.000000 191.7630 1,024.03
05/31/88 5.310 0.000000 191.7630 1,018.27
06/30/88 5.420 0.000000 191.7630 1,039.42
07/31/88 5.398 0.000000 191.7630 1,035.12
08/31/88 5.420 0.000000 191.7630 1,039.44
09/30/88 5.518 0.000000 191.7630 1,058.22
10/31/88 5.617 0.000000 191.7630 1,077.13
11/30/88 5.570 0.000000 191.7630 1,068.16
12/31/88 5.569 0.000000 191.7630 1,068.02
01/31/89 5.648 0.000000 191.7630 1,083.05
02/28/89 5.616 0.000000 191.7630 1,076.95
03/31/89 5.622 0.000000 191.7630 1,078.10
04/30/89 5.737 0.000000 191.7630 1,100.17
05/31/89 5.824 0.000000 191.7630 1,116.75
06/30/89 5.975 0.000000 191.7630 1,145.75
07/31/89 6.080 0.000000 191.7630 1,166.00
08/31/89 6.099 0.000000 191.7630 1,169.58
09/30/89 5.928 0.000000 191.7630 1,136.80
10/31/89 6.247 0.000000 191.7630 1,198.04
11/30/89 6.295 0.000000 191.7630 1,207.22
12/31/89 6.335 0.000000 191.7630 1,214.79
01/31/90 6.226 0.000000 191.7630 1,193.86
02/28/90 6.251 0.000000 191.7630 1,198.72
03/31/90 6.275 0.000000 191.7630 1,203.24
04/30/90 6.224 0.000000 191.7630 1,193.46
05/31/90 6.325 0.000000 191.7630 1,212.88
06/30/90 6.325 0.000000 191.7630 1,212.96
07/31/90 6.404 0.000000 191.7630 1,228.09
08/31/90 6.274 0.000000 191.7630 1,203.12
09/30/90 6.264 0.000000 191.7630 1,201.28
10/31/90 6.450 0.000000 191.7630 1,236.80
11/30/90 6.480 0.000000 191.7630 1,242.70
12/31/90 6.586 0.000000 191.7630 1,263.04
01/31/91 6.659 0.000000 191.7630 1,277.03
02/28/91 6.673 0.000000 191.7630 1,279.54
03/31/91 6.730 0.000000 191.7630 1,290.63
04/30/91 6.795 0.000000 191.7630 1,303.12
05/31/91 6.841 0.000000 191.7630 1,311.94
06/30/91 6.829 0.000000 191.7630 1,309.54
07/31/91 6.915 0.000000 191.7630 1,326.00
08/31/91 7.061 0.000000 191.7630 1,354.07
09/30/91 7.182 0.000000 191.7630 1,377.18
10/31/91 7.252 0.000000 191.7630 1,390.64
11/30/91 7.311 0.000000 191.7630 1,402.00
12/31/91 7.567 0.000000 191.7630 1,451.03
01/31/92 7.398 0.000000 191.7630 1,418.63
02/28/92 7.433 0.000000 191.7630 1,425.39
03/31/92 7.403 0.000000 191.7630 1,419.65
04/30/92 7.447 0.000000 191.7630 1,427.98
05/31/92 7.580 0.000000 191.7630 1,453.64
06/30/92 7.703 0.000000 191.7630 1,477.15
07/31/92 7.887 0.000000 191.7630 1,512.41
08/31/92 7.960 0.000000 191.7630 1,526.43
09/30/92 8.055 0.000000 191.7630 1,544.70
10/31/92 7.932 0.000000 191.7630 1,521.02
11/30/92 7.912 0.000000 191.7630 1,517.17
12/31/92 8.036 0.000000 191.7630 1,541.10
01/31/93 8.211 0.000000 191.7630 1,574.49
02/28/93 8.346 0.000000 191.7630 1,600.42
03/31/93 8.371 0.000000 191.7630 1,605.34
04/30/93 8.425 0.000000 191.7630 1,615.56
05/31/93 8.426 0.000000 191.7630 1,615.84
06/30/93 8.636 0.000000 191.7630 1,656.02
07/31/93 8.660 0.000000 191.7630 1,660.61
08/31/93 8.861 0.000000 191.7630 1,699.25
09/30/93 8.864 0.000000 191.7630 1,699.71
10/31/93 8.902 0.000000 191.7630 1,707.14
11/30/93 8.764 0.000000 191.7630 1,680.63
12/31/93 8.809 0.000000 191.7630 1,689.32
01/31/94 8.959 0.000000 191.7630 1,717.98
02/28/94 8.726 0.000000 191.7630 1,673.26
03/31/94 8.473 0.000000 191.7630 1,624.86
04/30/94 8.381 0.000000 191.7630 1,607.10
05/31/94 8.357 0.000000 191.7630 1,602.55
06/30/94 8.320 0.000000 191.7630 1,595.45
07/31/94 8.489 0.000000 191.7630 1,627.95
<CAPTION>
===================================================================================================================================
Change For/(From) Year Trailing 3 Yr Trailing 5 Yr
Date 1 Month 2 Months 3 Months 9 Months 12 Months to Date Avg. Ann. Rtn. Avg. Ann. Rtn.
===================================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
12/31/86 - - - - - - - - - - - - - - - - - - - - - - -
01/31/87 1.41% - - - - - - - - - 1.41% - - - - - - - -
02/28/87 0.53% 1.94% - - - - - - 1.94% - - - - - - - -
03/31/87 -0.46% 0.06% 1.47% - - - 1.47% - - - - - - - -
04/30/87 -3.95% -4.40% -3.89% - - - -2.54% - - - - - - - -
05/31/87 -0.45% -4.39% -4.83% - - - -2.98% - - - - - - - -
06/30/87 1.19% 0.73% -3.25% - - - -1.83% - - - - - - - -
07/31/87 -0.19% 0.99% 0.53% - - - -2.02% - - - - - - - -
08/31/87 -0.41% -0.61% 0.57% - - - -2.43% - - - - - - - -
09/30/87 -2.24% -2.65% -2.83% - - - -4.61% - - - - - - - -
10/31/87 3.27% 0.95% 0.53% - - - -1.50% - - - - - - - -
11/30/87 0.81% 4.10% 1.77% - - - -0.70% - - - - - - - -
12/31/87 0.88% 1.69% 5.01% 0.17% 0.17% - - - - - - - -
01/31/88 3.49% 4.39% 5.24% 2.22% 3.49% - - - - - - - -
02/29/88 0.63% 4.14% 5.05% 2.32% 4.14% - - - - - - - -
03/31/88 -1.21% -0.59% 2.87% 1.55% 2.87% - - - - - - - -
04/30/88 -0.62% -1.83% -1.21% 5.07% 2.23% - - - - - - - -
05/31/88 -0.56% -1.18% -2.38% 4.96% 1.66% - - - - - - - -
06/30/88 2.08% 1.50% 0.87% 5.88% 3.77% - - - - - - - -
07/31/88 -0.41% 1.66% 1.08% 5.65% 3.34% - - - - - - - -
08/31/88 0.42% 0.00% 2.08% 6.53% 3.77% - - - - - - - -
09/30/88 1.81% 2.23% 1.81% 10.94% 5.65% - - - - - - - -
10/31/88 1.79% 3.63% 4.06% 9.35% 7.53% - - - - - - - -
11/30/88 -0.83% 0.94% 2.76% 7.57% 6.64% - - - - - - - -
12/31/88 -0.01% -0.85% 0.93% 6.62% 6.62% - - - - - - - -
01/31/89 1.41% 1.39% 0.55% 4.48% 1.41% - - - - - - - -
02/28/89 -0.56% 0.84% 0.82% 3.24% 0.84% - - - - - - - -
03/31/89 0.11% -0.46% 0.94% 4.62% 0.94% - - - - - - - -
04/30/89 2.05% 2.16% 1.58% 7.44% 3.01% - - - - - - - -
05/31/89 1.51% 3.58% 3.70% 9.67% 4.56% - - - - - - - -
06/30/89 2.60% 4.14% 6.27% 10.23% 7.28% - - - - - - - -
07/31/89 1.77% 4.41% 5.98% 12.64% 9.17% - - - - - - - -
08/31/89 0.31% 2.08% 4.73% 12.52% 9.51% - - - - - - - -
09/30/89 -2.80% -2.50% -0.78% 7.43% 6.44% - - - - - - - -
10/31/89 5.39% 2.43% 2.75% 11.22% 12.17% - - - - - - - -
11/30/89 0.77% 6.20% 3.22% 13.02% 13.03% - - - - - - - -
12/31/89 0.63% 1.40% 6.86% 13.74% 13.74% 6.69% - - - -
01/31/90 -1.72% -1.11% -0.35% 10.23% -1.72% 5.59% - - - -
02/28/90 0.41% -1.32% -0.70% 11.31% -1.32% 5.54% - - - -
03/31/90 0.38% 0.79% -0.95% 11.61% -0.95% 5.84% - - - -
04/30/90 -0.81% -0.44% -0.03% 8.48% -1.76% 6.98% - - - -
05/31/90 1.63% 0.80% 1.18% 8.61% -0.16% 7.72% - - - -
06/30/90 0.01% 1.63% 0.81% 5.87% -0.15% 7.30% - - - -
07/31/90 1.25% 1.25% 2.90% 5.32% 1.09% 7.81% - - - -
08/31/90 -2.03% -0.81% -0.80% 2.87% -0.96% 7.23% - - - -
09/30/90 -0.15% -2.18% -0.96% 5.67% -1.11% 7.98% - - - -
10/31/90 2.96% 2.80% 0.71% 3.24% 1.81% 7.88% - - - -
11/30/90 0.48% 3.45% 3.29% 2.94% 2.30% 7.76% - - - -
12/31/90 1.64% 2.12% 5.14% 3.97% 3.97% 8.03% - - - -
01/31/91 1.11% 2.76% 3.25% 6.97% 1.11% 7.19% - - - -
02/28/91 0.20% 1.31% 2.96% 6.74% 1.31% 7.05% - - - -
03/31/91 0.87% 1.07% 2.18% 7.26% 2.18% 7.79% - - - -
04/30/91 0.97% 1.84% 2.04% 9.19% 3.17% 8.37% - - - -
05/31/91 0.68% 1.65% 2.53% 8.17% 3.87% 8.81% - - - -
06/30/91 -0.18% 0.49% 1.46% 7.96% 3.68% 8.00% - - - -
07/31/91 1.26% 1.07% 1.76% 7.97% 4.98% 8.61% - - - -
08/31/91 2.12% 3.40% 3.21% 12.55% 7.21% 9.21% - - - -
09/30/91 1.71% 3.86% 5.17% 14.64% 9.04% 9.18% - - - -
10/31/91 0.98% 2.70% 4.87% 12.44% 10.10% 8.89% - - - -
11/30/91 0.82% 1.80% 3.54% 12.82% 11.00% 9.49% - - - -
12/31/91 3.50% 4.34% 5.36% 14.88% 14.88% 10.76% 7.73%
01/31/92 -2.23% 1.19% 2.01% 11.09% -2.23% 9.41% 6.94%
02/28/92 0.48% -1.77% 1.67% 11.40% -1.77% 9.79% 6.93%
03/31/92 -0.40% 0.07% -2.16% 10.00% -2.16% 9.60% 6.94%
04/30/92 0.59% 0.18% 0.66% 9.58% -1.59% 9.07% 7.93%
05/31/92 1.80% 2.39% 1.98% 10.80% 0.18% 9.18% 8.41%
06/30/92 1.62% 3.44% 4.05% 12.80% 1.80% 8.83% 8.51%
07/31/92 2.39% 4.04% 5.91% 14.06% 4.23% 9.05% 9.06%
08/31/92 0.93% 3.34% 5.01% 12.73% 5.20% 9.27% 9.35%
09/30/92 1.20% 2.14% 4.57% 12.16% 6.46% 10.75% 10.11%
10/31/92 -1.53% -0.35% 0.57% 9.38% 4.82% 8.27% 9.07%
11/30/92 -0.25% -1.78% -0.61% 8.21% 4.56% 7.91% 8.84%
12/31/92 1.58% 1.32% -0.23% 6.21% 6.21% 8.25% 8.99%
01/31/93 2.17% 3.78% 3.52% 10.99% 2.17% 9.65% 8.71%
02/28/93 1.65% 3.85% 5.49% 12.28% 3.85% 10.10% 8.93%
03/31/93 0.31% 1.96% 4.17% 13.08% 4.17% 10.08% 9.27%
04/30/93 0.64% 0.95% 2.61% 13.14% 4.83% 10.61% 9.54%
05/31/93 0.02% 0.65% 0.96% 11.16% 4.85% 10.02% 9.67%
06/30/93 2.49% 2.50% 3.16% 12.11% 7.46% 10.93% 9.76%
07/31/93 0.28% 2.77% 2.79% 9.80% 7.76% 10.57% 9.91%
08/31/93 2.33% 2.61% 5.16% 11.32% 10.26% 12.19% 10.32%
09/30/93 0.03% 2.35% 2.64% 10.04% 10.29% 12.25% 9.94%
10/31/93 0.44% 0.46% 2.80% 12.24% 10.77% 11.33% 9.64%
11/30/93 -1.55% -1.12% -1.10% 10.77% 9.05% 10.58% 9.48%
12/31/93 0.52% -1.04% -0.61% 9.62% 9.62% 10.17% 9.60%
01/31/94 1.70% 2.22% 0.64% 9.11% 1.70% 10.38% 9.66%
02/28/94 -2.60% -0.95% -0.44% 4.55% -0.95% 9.35% 9.21%
03/31/94 -2.89% -5.42% -3.82% 1.22% -3.82% 7.97% 8.55%
04/30/94 -1.09% -3.95% -6.45% -0.52% -4.87% 7.23% 7.87%
05/31/94 -0.28% -1.37% -4.23% -0.82% -5.14% 6.89% 7.49%
06/30/94 -0.44% -0.72% -1.81% -3.66% -5.56% 6.80% 6.84%
07/31/94 2.04% 1.58% 1.30% -1.97% -3.63% 7.07% 6.90%
<CAPTION>
====================================================
Trailing 10 Yr Trailing 10 Yr
Date Total Return Avg. Ann. Rtn.
====================================================
<S> <C> <C>
12/31/86 - - - - - - - -
01/31/87 - - - - - - - -
02/28/87 - - - - - - - -
03/31/87 - - - - - - - -
04/30/87 - - - - - - - -
05/31/87 - - - - - - - -
06/30/87 - - - - - - - -
07/31/87 - - - - - - - -
08/31/87 - - - - - - - -
09/30/87 - - - - - - - -
10/31/87 - - - - - - - -
11/30/87 - - - - - - - -
12/31/87 - - - - - - - -
01/31/88 - - - - - - - -
02/29/88 - - - - - - - -
03/31/88 - - - - - - - -
04/30/88 - - - - - - - -
05/31/88 - - - - - - - -
06/30/88 - - - - - - - -
07/31/88 - - - - - - - -
08/31/88 - - - - - - - -
09/30/88 - - - - - - - -
10/31/88 - - - - - - - -
11/30/88 - - - - - - - -
12/31/88 - - - - - - - -
01/31/89 - - - - - - - -
02/28/89 - - - - - - - -
03/31/89 - - - - - - - -
04/30/89 - - - - - - - -
05/31/89 - - - - - - - -
06/30/89 - - - - - - - -
07/31/89 - - - - - - - -
08/31/89 - - - - - - - -
09/30/89 - - - - - - - -
10/31/89 - - - - - - - -
11/30/89 - - - - - - - -
12/31/89 - - - - - - - -
01/31/90 - - - - - - - -
02/28/90 - - - - - - - -
03/31/90 - - - - - - - -
04/30/90 - - - - - - - -
05/31/90 - - - - - - - -
06/30/90 - - - - - - - -
07/31/90 - - - - - - - -
08/31/90 - - - - - - - -
09/30/90 - - - - - - - -
10/31/90 - - - - - - - -
11/30/90 - - - - - - - -
12/31/90 - - - - - - - -
01/31/91 - - - - - - - -
02/28/91 - - - - - - - -
03/31/91 - - - - - - - -
04/30/91 - - - - - - - -
05/31/91 - - - - - - - -
06/30/91 - - - - - - - -
07/31/91 - - - - - - - -
08/31/91 - - - - - - - -
09/30/91 - - - - - - - -
10/31/91 - - - - - - - -
11/30/91 - - - - - - - -
12/31/91 - - - - - - - -
01/31/92 - - - - - - - -
02/28/92 - - - - - - - -
03/31/92 - - - - - - - -
04/30/92 - - - - - - - -
05/31/92 - - - - - - - -
06/30/92 - - - - - - - -
07/31/92 - - - - - - - -
08/31/92 - - - - - - - -
09/30/92 - - - - - - - -
10/31/92 - - - - - - - -
11/30/92 - - - - - - - -
12/31/92 - - - - - - - -
01/31/93 - - - - - - - -
02/28/93 - - - - - - - -
03/31/93 - - - - - - - -
04/30/93 - - - - - - - -
05/31/93 - - - - - - - -
06/30/93 - - - - - - - -
07/31/93 - - - - - - - -
08/31/93 - - - - - - - -
09/30/93 - - - - - - - -
10/31/93 - - - - - - - -
11/30/93 - - - - - - - -
12/31/93 - - - - - - - -
01/31/94 - - - - - - - -
02/28/94 - - - - - - - -
03/31/94 - - - - - - - -
04/30/94 - - - - - - - -
05/31/94 - - - - - - - -
06/30/94 - - - - - - - -
07/31/94 - - - - - - - -
- ----------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON INTERMEDIATE INVESTMENT GRADE FUND
Institutional Shares
=========================================================================================================================
Last 10 Day Dividend Trailing 12 Dividend Total Extended
Date NAV Dividend Regular Cap Gain Mo. Yield Shares Shares Value
=========================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
08/31/94 8.481 0.000000 191.7630 1,626.44
09/30/94 8.335 0.000000 191.7630 1,598.25
10/31/94 8.316 0.000000 191.7630 1,594.69
11/30/94 8.297 0.000000 191.7630 1,590.97
12/31/94 8.363 0.000000 191.7630 1,603.81
01/31/95 8.525 0.000000 191.7630 1,634.87
02/28/95 8.714 0.000000 191.7630 1,670.96
03/31/95 8.779 0.000000 191.7630 1,683.44
04/30/95 8.895 0.000000 191.7630 1,705.78
05/31/95 9.271 0.000000 191.7630 1,777.88
06/30/95 9.330 0.000000 191.7630 1,789.21
07/31/95 9.287 0.000000 191.7630 1,780.92
08/31/95 9.408 0.000000 191.7630 1,804.02
09/30/95 9.499 0.000000 191.7630 1,821.47
10/31/95 9.639 0.000000 191.7630 1,848.37
11/30/95 9.785 0.000000 191.7630 1,876.41
12/31/95 9.927 0.000000 191.7630 1,903.56
01/31/96 9.980 0.000000 191.7630 1,913.78
02/29/96 9.733 0.000000 191.7630 1,866.45
03/31/96 9.638 0.000000 191.7630 1,848.29
04/30/96 9.545 0.000000 191.7630 1,830.31
05/31/96 9.533 0.000000 191.7630 1,828.06
06/30/96 9.658 0.000000 191.7630 1,852.13
07/31/96 9.670 0.000000 191.7630 1,854.30
08/31/96 9.632 0.000000 191.7630 1,847.01
09/30/96 9.807 0.000000 191.7630 1,880.57
10/31/96 10.041 0.000000 191.7630 1,925.46
11/30/96 10.235 0.000000 191.7630 1,962.76
12/31/96 10.107 0.000000 191.7630 1,938.17
01/31/97 10.101 0.000000 191.7630 1,937.00
02/28/97 10.102 0.000000 191.7630 1,937.20
03/31/97 10.000 0.000000 191.7630 1,917.63
04/30/97 10.080 0.050413 0.959063 192.7221 1,942.64
05/31/97 10.110 0.052635 1.003350 193.7254 1,958.56
06/30/97 10.170 0.051148 0.974304 194.6997 1,980.10
07/31/97 10.380 0.052306 0.981114 195.6808 2,031.17
08/31/97 10.240 0.052440 1.002100 196.6829 2,014.03
09/30/97 10.340 0.051046 0.970975 197.6539 2,043.74
10/31/97 10.420 0.052807 1.001680 198.6556 2,069.99
11/30/97 10.380 0.051318 0.982139 199.6377 2,072.24
12/31/97 10.450 0.052984 1.012211 200.6499 2,096.79
01/31/98 10.540 0.052662 1.002526 201.6525 2,125.42
02/28/98 10.470 0.048201 0.928352 202.5808 2,121.02
03/31/98 10.460 0.053125 1.028882 203.6097 2,129.76
04/20/98 10.480 0.034088 0.662276 204.2720 2,140.77
04/30/98 10.460 0.016956 0.000000 0.000000 204.2720 2,140.15
05/21/98 10.470 0.035501 1.023447 205.2954 2,149.44
05/31/98 10.510 0.016750 0.000000 0.000000 205.2954 2,161.09
06/21/98 10.520 0.035206 1.013910 206.3093 2,170.37
06/30/98 10.530 0.015049 0.000000 0.000000 206.3093 2,175.54
07/21/98 10.530 0.035045 0.981468 207.2908 2,182.77
07/31/98 10.500 0.016627 0.000000 0.000000 207.2908 2,180.00
08/21/98 10.570 0.038128 1.073813 208.3646 2,202.41
08/31/98 10.640 0.013170 0.000000 0.000000 208.3646 2,219.74
09/18/98 10.760 0.033135 0.896684 209.2613 2,251.65
09/30/98 10.840 0.016520 0.000000 5.6944% 0.000000 209.2613 2,271.85
10/21/98 10.710 0.034753 1.001816 210.2631 2,251.92
10/31/98 10.720 0.016464 0.000000 5.7433% 0.000000 210.2631 2,257.48
11/20/98 10.660 0.036539 1.045457 211.3086 2,252.55
11/30/98 10.700 0.013266 0.000000 5.7399% 0.000000 211.3086 2,263.80
12/21/98 10.600 0.034672 0.097690 2.903061 214.2116 2,270.64
12/31/98 10.610 0.016318 5.7698% 0.000000 214.2116 2,276.28
- -------------------------------------------------------------------------------------------------------------------------
<CAPTION>
==================================================================================================================================
Change For/(From) Year Trailing 3 Yr Trailing 5 Yr
Date 1 Month 2 Months 3 Months 9 Months 12 Months to Date Avg. Ann. Rtn. Avg. Ann. Rtn.
==================================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
08/31/94 -0.09% 1.94% 1.49% -4.29% -3.72% 6.29% 6.81%
09/30/94 -1.73% -1.82% 0.18% -5.97% -5.39% 5.08% 7.05%
10/31/94 -0.22% -1.95% -2.04% -6.59% -5.60% 4.67% 5.88%
11/30/94 -0.23% -0.46% -2.18% -5.33% -5.82% 4.30% 5.67%
12/31/94 0.81% 0.57% 0.35% -5.06% -5.06% 3.39% 5.71%
01/31/95 1.94% 2.76% 2.52% -4.84% 1.94% 4.84% 6.49%
02/28/95 2.21% 4.19% 5.03% -0.14% 4.19% 5.44% 6.86%
03/31/95 0.75% 2.97% 4.97% 3.61% 4.97% 5.85% 6.94%
04/30/95 1.33% 2.08% 4.34% 6.14% 6.36% 6.10% 7.40%
05/31/95 4.23% 5.61% 6.40% 10.94% 10.85% 6.94% 7.94%
06/30/95 0.64% 4.89% 6.28% 12.14% 11.56% 6.60% 8.08%
07/31/95 -0.46% 0.17% 4.41% 9.40% 11.04% 5.60% 7.71%
08/31/95 1.30% 0.83% 1.47% 10.92% 12.48% 5.73% 8.43%
09/30/95 0.97% 2.28% 1.80% 13.97% 13.57% 5.65% 8.68%
10/31/95 1.48% 2.46% 3.79% 15.91% 15.25% 6.71% 8.36%
11/30/95 1.52% 3.02% 4.01% 17.94% 17.00% 7.34% 8.59%
12/31/95 1.45% 2.99% 4.51% 18.69% 18.69% 7.29% 8.55%
01/31/96 0.54% 1.99% 3.54% 17.06% 0.54% 6.72% 8.42%
02/29/96 -2.47% -1.95% -0.53% 11.70% -1.95% 5.25% 7.83%
03/31/96 -0.97% -3.42% -2.90% 9.79% -2.90% 4.81% 7.44%
04/30/96 -0.97% -1.94% -4.36% 7.30% -3.85% 4.24% 7.02%
05/31/96 -0.12% -1.09% -2.06% 2.82% -3.97% 4.20% 6.85%
06/30/96 1.32% 1.19% 0.21% 3.52% -2.70% 3.80% 7.17%
07/31/96 0.12% 1.44% 1.31% 4.12% -2.59% 3.74% 6.93%
08/31/96 -0.39% -0.28% 1.04% 2.38% -2.97% 2.82% 6.40%
09/30/96 1.82% 1.42% 1.54% 3.25% -1.21% 3.42% 6.42%
10/31/96 2.39% 4.25% 3.84% 4.17% 1.15% 4.09% 6.72%
11/30/96 1.94% 4.37% 6.27% 4.60% 3.11% 5.30% 6.95%
12/31/96 -1.25% 0.66% 3.06% 1.82% 1.82% 4.68% 5.95%
01/31/97 -0.06% -1.31% 0.60% 1.21% -0.06% 4.08% 6.42%
02/28/97 0.01% -0.05% -1.30% 3.79% -0.05% 5.00% 6.32%
03/31/97 -1.01% -1.00% -1.06% 3.75% -1.06% 5.67% 6.19%
04/30/97 1.30% 0.28% 0.29% 6.14% 0.23% 6.52% 6.35%
05/31/97 0.82% 2.13% 1.10% 7.14% 1.05% 6.91% 6.14%
06/30/97 1.10% 1.93% 3.26% 6.91% 2.16% 7.46% 6.03%
07/31/97 2.58% 3.71% 4.56% 9.54% 4.80% 7.65% 6.07%
08/31/97 -0.84% 1.71% 2.83% 9.04% 3.91% 7.38% 5.70%
09/30/97 1.48% 0.62% 3.21% 8.68% 5.45% 8.53% 5.76%
10/31/97 1.28% 2.78% 1.91% 7.51% 6.80% 9.08% 6.35%
11/30/97 0.11% 1.39% 2.89% 5.58% 6.92% 9.20% 6.43%
12/31/97 1.18% 1.29% 2.60% 9.34% 8.18% 8.18% 9.34% 6.35%
01/31/98 1.37% 2.57% 2.68% 9.41% 9.73% 1.37% 9.13% 6.18%
02/28/98 -0.21% 1.16% 2.35% 8.29% 9.49% 1.16% 8.27% 5.79%
03/31/98 0.41% 0.20% 1.57% 7.56% 11.06% 1.57% 8.15% 5.81%
04/20/98 -- -- -- -- -- 2.10% -- --
04/30/98 0.49% 0.90% 0.69% 5.37% 10.17% 2.07% 7.85% 5.78%
05/21/98 0.41% -- -- -- -- 2.51% -- --
05/31/98 0.98% 1.47% 1.89% 7.30% 10.34% 3.07% 6.72% 5.98%
06/21/98 0.97% 1.38% -- -- -- 3.51% -- --
06/30/98 0.67% 1.65% 2.15% 6.45% 9.87% 3.76% 6.73% 5.61%
07/21/98 0.57% 1.55% 1.96% -- -- 4.10% -- --
07/31/98 0.20% 0.87% 1.86% 5.31% 7.33% 3.97% 6.97% 5.59%
08/21/98 0.90% 1.48% 2.46% -- -- 5.04% -- --
08/31/98 1.82% 2.03% 2.71% 7.12% 10.21% 5.86% 7.15% 5.49%
09/18/98 2.24% 3.16% 3.74% -- -- 7.39% -- --
09/30/98 2.35% 4.21% 4.43% 8.35% 11.16% 8.35% 7.64% 5.97%
10/21/98 0.01% 2.25% 3.17% -- -- 7.40% -- --
10/31/98 -0.63% 1.70% 3.55% 6.21% 9.06% 7.66% 6.89% 5.74%
11/20/98 0.03% 0.04% 2.28% -- -- 7.43% -- --
11/30/98 0.28% -0.35% 1.98% 6.73% 9.24% 7.97% 6.45% 6.14%
12/21/98 0.80% 0.83% 0.84% -- -- 8.29% -- --
12/31/98 0.55% 0.83% 0.20% 6.88% 8.56% 8.56% 6.14% 6.14%
- ----------------------------------------------------------------------------------------------------------------------------------
<CAPTION>
===================================================
Trailing 10 Yr Trailing 10 Yr
Date Total Return Avg. Ann. Rtn.
===================================================
<S> <C> <C>
08/31/94 - - - - - - - -
09/30/94 - - - - - - - -
10/31/94 - - - - - - - -
11/30/94 - - - - - - - -
12/31/94 - - - - - - - -
01/31/95 - - - - - - - -
02/28/95 - - - - - - - -
03/31/95 - - - - - - - -
04/30/95 - - - - - - - -
05/31/95 - - - - - - - -
06/30/95 - - - - - - - -
07/31/95 - - - - - - - -
08/31/95 - - - - - - - -
09/30/95 - - - - - - - -
10/31/95 - - - - - - - -
11/30/95 - - - - - - - -
12/31/95 - - - - - - - -
01/31/96 - - - - - - - -
02/29/96 - - - - - - - -
03/31/96 - - - - - - - -
04/30/96 - - - - - - - -
05/31/96 - - - - - - - -
06/30/96 - - - - - - - -
07/31/96 - - - - - - - -
08/31/96 - - - - - - - -
09/30/96 - - - - - - - -
10/31/96 - - - - - - - -
11/30/96 - - - - - - - -
12/31/96 93.82% 6.84%
01/31/97 91.01% 6.68%
02/28/97 90.03% 6.63%
03/31/97 88.99% 6.57%
04/30/97 99.33% 7.14%
05/31/97 101.88% 7.27%
06/30/97 101.70% 7.26%
07/31/97 107.31% 7.56%
08/31/97 106.41% 7.51%
09/30/97 114.26% 7.91%
10/31/97 110.15% 7.70%
11/30/97 108.69% 7.63%
12/31/97 109.33% 7.66%
01/31/98 105.04% 7.44%
02/28/98 103.34% 7.35%
03/31/98 106.68% 7.53%
04/20/98 -- --
04/30/98 108.99% 7.65%
05/21/98 -- --
05/31/98 112.23% 7.81%
06/21/98 -- --
06/30/98 109.30% 7.66%
07/21/98 -- --
07/31/98 110.60% 7.73%
08/21/98 -- --
08/31/98 113.55% 7.88%
09/18/98 -- --
09/30/98 114.69% 7.93%
10/21/98 -- --
10/31/98 109.58% 7.68%
11/20/98 -- --
11/30/98 111.93% 7.80%
12/21/98 -- --
12/31/98 113.13% 7.86%
- ---------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON INTERMEDIATE INVESTMENT GRADE FUND
Investor Shares
==========================================================================================================================
Last 10 Day Dividend Trailing 12 Dividend Total Extended
Date NAV Dividend Regular Cap Gain Mo. Yield Shares Shares Value
==========================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
12/31/86 5.215 0.000000 191.7630 1,000.00
01/31/87 5.288 0.000000 191.7630 1,014.07
02/28/87 5.316 0.000000 191.7630 1,019.41
03/31/87 5.291 0.000000 191.7630 1,014.69
04/30/87 5.082 0.000000 191.7630 974.58
05/31/87 5.059 0.000000 191.7630 970.17
06/30/87 5.119 0.000000 191.7630 981.68
07/31/87 5.109 0.000000 191.7630 979.79
08/31/87 5.088 0.000000 191.7630 975.74
09/30/87 4.974 0.000000 191.7630 953.86
10/31/87 5.137 0.000000 191.7630 985.02
11/30/87 5.178 0.000000 191.7630 992.97
12/31/87 5.224 0.000000 191.7630 1,001.68
01/31/88 5.406 0.000000 191.7630 1,036.61
02/29/88 5.440 0.000000 191.7630 1,043.11
03/31/88 5.374 0.000000 191.7630 1,030.45
04/30/88 5.340 0.000000 191.7630 1,024.03
05/31/88 5.310 0.000000 191.7630 1,018.27
06/30/88 5.420 0.000000 191.7630 1,039.42
07/31/88 5.398 0.000000 191.7630 1,035.12
08/31/88 5.420 0.000000 191.7630 1,039.44
09/30/88 5.518 0.000000 191.7630 1,058.22
10/31/88 5.617 0.000000 191.7630 1,077.13
11/30/88 5.570 0.000000 191.7630 1,068.16
12/31/88 5.569 0.000000 191.7630 1,068.02
01/31/89 5.648 0.000000 191.7630 1,083.05
02/28/89 5.616 0.000000 191.7630 1,076.95
03/31/89 5.622 0.000000 191.7630 1,078.10
04/30/89 5.737 0.000000 191.7630 1,100.17
05/31/89 5.824 0.000000 191.7630 1,116.75
06/30/89 5.975 0.000000 191.7630 1,145.75
07/31/89 6.080 0.000000 191.7630 1,166.00
08/31/89 6.099 0.000000 191.7630 1,169.58
09/30/89 5.928 0.000000 191.7630 1,136.80
10/31/89 6.247 0.000000 191.7630 1,198.04
11/30/89 6.295 0.000000 191.7630 1,207.22
12/31/89 6.335 0.000000 191.7630 1,214.79
01/31/90 6.226 0.000000 191.7630 1,193.86
02/28/90 6.251 0.000000 191.7630 1,198.72
03/31/90 6.275 0.000000 191.7630 1,203.24
04/30/90 6.224 0.000000 191.7630 1,193.46
05/31/90 6.325 0.000000 191.7630 1,212.88
06/30/90 6.325 0.000000 191.7630 1,212.96
07/31/90 6.404 0.000000 191.7630 1,228.09
08/31/90 6.274 0.000000 191.7630 1,203.12
09/30/90 6.264 0.000000 191.7630 1,201.28
10/31/90 6.450 0.000000 191.7630 1,236.80
11/30/90 6.480 0.000000 191.7630 1,242.70
12/31/90 6.586 0.000000 191.7630 1,263.04
01/31/91 6.659 0.000000 191.7630 1,277.03
02/28/91 6.673 0.000000 191.7630 1,279.54
03/31/91 6.730 0.000000 191.7630 1,290.63
04/30/91 6.795 0.000000 191.7630 1,303.12
05/31/91 6.841 0.000000 191.7630 1,311.94
06/30/91 6.829 0.000000 191.7630 1,309.54
07/31/91 6.915 0.000000 191.7630 1,326.00
08/31/91 7.061 0.000000 191.7630 1,354.07
09/30/91 7.182 0.000000 191.7630 1,377.18
10/31/91 7.252 0.000000 191.7630 1,390.64
11/30/91 7.311 0.000000 191.7630 1,402.00
12/31/91 7.567 0.000000 191.7630 1,451.03
01/31/92 7.398 0.000000 191.7630 1,418.63
02/28/92 7.433 0.000000 191.7630 1,425.39
03/31/92 7.403 0.000000 191.7630 1,419.65
04/30/92 7.447 0.000000 191.7630 1,427.98
05/31/92 7.580 0.000000 191.7630 1,453.64
06/30/92 7.703 0.000000 191.7630 1,477.15
07/31/92 7.887 0.000000 191.7630 1,512.41
08/31/92 7.960 0.000000 191.7630 1,526.43
09/30/92 8.055 0.000000 191.7630 1,544.70
10/31/92 7.932 0.000000 191.7630 1,521.02
11/30/92 7.912 0.000000 191.7630 1,517.17
12/31/92 8.036 0.000000 191.7630 1,541.10
01/31/93 8.211 0.000000 191.7630 1,574.49
02/28/93 8.346 0.000000 191.7630 1,600.42
03/31/93 8.371 0.000000 191.7630 1,605.34
04/30/93 8.425 0.000000 191.7630 1,615.56
05/31/93 8.426 0.000000 191.7630 1,615.84
06/30/93 8.636 0.000000 191.7630 1,656.02
07/31/93 8.660 0.000000 191.7630 1,660.61
08/31/93 8.861 0.000000 191.7630 1,699.25
09/30/93 8.864 0.000000 191.7630 1,699.71
10/31/93 8.902 0.000000 191.7630 1,707.14
11/30/93 8.764 0.000000 191.7630 1,680.63
12/31/93 8.809 0.000000 191.7630 1,689.32
01/31/94 8.959 0.000000 191.7630 1,717.98
02/28/94 8.726 0.000000 191.7630 1,673.26
03/31/94 8.473 0.000000 191.7630 1,624.86
04/30/94 8.381 0.000000 191.7630 1,607.10
<CAPTION>
===================================================================================================================================
Change For/(From) Year Trailing 3 Yr Trailing 5 Yr
Date 1 Month 2 Months 3 Months 8 Months 12 Months to Date Avg. Ann. Rtn. Avg. Ann. Rtn.
===================================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
12/31/86 - - - - - - - - - - - - - - - - - - - - - - -
01/31/87 1.41% - - - - - - - - - 1.41% - - - - - - - -
02/28/87 0.53% 1.94% - - - - - - 1.94% - - - - - - - -
03/31/87 -0.46% 0.06% 1.47% - - - 1.47% - - - - - - - -
04/30/87 -3.95% -4.40% -3.89% - - - -2.54% - - - - - - - -
05/31/87 -0.45% -4.39% -4.83% - - - -2.98% - - - - - - - -
06/30/87 1.19% 0.73% -3.25% - - - -1.83% - - - - - - - -
07/31/87 -0.19% 0.99% 0.53% - - - -2.02% - - - - - - - -
08/31/87 -0.41% -0.61% 0.57% - - - -2.43% - - - - - - - -
09/30/87 -2.24% -2.65% -2.83% - - - -4.61% - - - - - - - -
10/31/87 3.27% 0.95% 0.53% - - - -1.50% - - - - - - - -
11/30/87 0.81% 4.10% 1.77% - - - -0.70% - - - - - - - -
12/31/87 0.88% 1.69% 5.01% 0.17% 0.17% - - - - - - - -
01/31/88 3.49% 4.39% 5.24% 2.22% 3.49% - - - - - - - -
02/29/88 0.63% 4.14% 5.05% 2.32% 4.14% - - - - - - - -
03/31/88 -1.21% -0.59% 2.87% 1.55% 2.87% - - - - - - - -
04/30/88 -0.62% -1.83% -1.21% 5.07% 2.23% - - - - - - - -
05/31/88 -0.56% -1.18% -2.38% 4.96% 1.66% - - - - - - - -
06/30/88 2.08% 1.50% 0.87% 5.88% 3.77% - - - - - - - -
07/31/88 -0.41% 1.66% 1.08% 5.65% 3.34% - - - - - - - -
08/31/88 0.42% 0.00% 2.08% 6.53% 3.77% - - - - - - - -
09/30/88 1.81% 2.23% 1.81% 10.94% 5.65% - - - - - - - -
10/31/88 1.79% 3.63% 4.06% 9.35% 7.53% - - - - - - - -
11/30/88 -0.83% 0.94% 2.76% 7.57% 6.64% - - - - - - - -
12/31/88 -0.01% -0.85% 0.93% 6.62% 6.62% - - - - - - - -
01/31/89 1.41% 1.39% 0.55% 4.48% 1.41% - - - - - - - -
02/28/89 -0.56% 0.84% 0.82% 3.24% 0.84% - - - - - - - -
03/31/89 0.11% -0.46% 0.94% 4.62% 0.94% - - - - - - - -
04/30/89 2.05% 2.16% 1.58% 7.44% 3.01% - - - - - - - -
05/31/89 1.51% 3.58% 3.70% 9.67% 4.56% - - - - - - - -
06/30/89 2.60% 4.14% 6.27% 10.23% 7.28% - - - - - - - -
07/31/89 1.77% 4.41% 5.98% 12.64% 9.17% - - - - - - - -
08/31/89 0.31% 2.08% 4.73% 12.52% 9.51% - - - - - - - -
09/30/89 -2.80% -2.50% -0.78% 7.43% 6.44% - - - - - - - -
10/31/89 5.39% 2.43% 2.75% 11.22% 12.17% - - - - - - - -
11/30/89 0.77% 6.20% 3.22% 13.02% 13.03% - - - - - - - -
12/31/89 0.63% 1.40% 6.86% 13.74% 13.74% 6.69% - - - -
01/31/90 -1.72% -1.11% -0.35% 10.23% -1.72% 5.59% - - - -
02/28/90 0.41% -1.32% -0.70% 11.31% -1.32% 5.54% - - - -
03/31/90 0.38% 0.79% -0.95% 11.61% -0.95% 5.84% - - - -
04/30/90 -0.81% -0.44% -0.03% 8.48% -1.76% 6.98% - - - -
05/31/90 1.63% 0.80% 1.18% 8.61% -0.16% 7.72% - - - -
06/30/90 0.01% 1.63% 0.81% 5.87% -0.15% 7.30% - - - -
07/31/90 1.25% 1.25% 2.90% 5.32% 1.09% 7.81% - - - -
08/31/90 -2.03% -0.81% -0.80% 2.87% -0.96% 7.23% - - - -
09/30/90 -0.15% -2.18% -0.96% 5.67% -1.11% 7.98% - - - -
10/31/90 2.96% 2.80% 0.71% 3.24% 1.81% 7.88% - - - -
11/30/90 0.48% 3.45% 3.29% 2.94% 2.30% 7.76% - - - -
12/31/90 1.64% 2.12% 5.14% 3.97% 3.97% 8.03% - - - -
01/31/91 1.11% 2.76% 3.25% 6.97% 1.11% 7.19% - - - -
02/28/91 0.20% 1.31% 2.96% 6.74% 1.31% 7.05% - - - -
03/31/91 0.87% 1.07% 2.18% 7.26% 2.18% 7.79% - - - -
04/30/91 0.97% 1.84% 2.04% 9.19% 3.17% 8.37% - - - -
05/31/91 0.68% 1.65% 2.53% 8.17% 3.87% 8.81% - - - -
06/30/91 -0.18% 0.49% 1.46% 7.96% 3.68% 8.00% - - - -
07/31/91 1.26% 1.07% 1.76% 7.97% 4.98% 8.61% - - - -
08/31/91 2.12% 3.40% 3.21% 12.55% 7.21% 9.21% - - - -
09/30/91 1.71% 3.86% 5.17% 14.64% 9.04% 9.18% - - - -
10/31/91 0.98% 2.70% 4.87% 12.44% 10.10% 8.89% - - - -
11/30/91 0.82% 1.80% 3.54% 12.82% 11.00% 9.49% - - - -
12/31/91 3.50% 4.34% 5.36% 14.88% 14.88% 10.76% 7.73%
01/31/92 -2.23% 1.19% 2.01% 11.09% -2.23% 9.41% 6.94%
02/28/92 0.48% -1.77% 1.67% 11.40% -1.77% 9.79% 6.93%
03/31/92 -0.40% 0.07% -2.16% 10.00% -2.16% 9.60% 6.94%
04/30/92 0.59% 0.18% 0.66% 9.58% -1.59% 9.07% 7.93%
05/31/92 1.80% 2.39% 1.98% 10.80% 0.18% 9.18% 8.41%
06/30/92 1.62% 3.44% 4.05% 12.80% 1.80% 8.83% 8.51%
07/31/92 2.39% 4.04% 5.91% 14.06% 4.23% 9.05% 9.06%
08/31/92 0.93% 3.34% 5.01% 12.73% 5.20% 9.27% 9.35%
09/30/92 1.20% 2.14% 4.57% 12.16% 6.46% 10.75% 10.11%
10/31/92 -1.53% -0.35% 0.57% 9.38% 4.82% 8.27% 9.07%
11/30/92 -0.25% -1.78% -0.61% 8.21% 4.56% 7.91% 8.84%
12/31/92 1.58% 1.32% -0.23% 6.21% 6.21% 8.25% 8.99%
01/31/93 2.17% 3.78% 3.52% 10.99% 2.17% 9.65% 8.71%
02/28/93 1.65% 3.85% 5.49% 12.28% 3.85% 10.10% 8.93%
03/31/93 0.31% 1.96% 4.17% 13.08% 4.17% 10.08% 9.27%
04/30/93 0.64% 0.95% 2.61% 13.14% 4.83% 10.61% 9.54%
05/31/93 0.02% 0.65% 0.96% 11.16% 4.85% 10.02% 9.67%
06/30/93 2.49% 2.50% 3.16% 12.11% 7.46% 10.93% 9.76%
07/31/93 0.28% 2.77% 2.79% 9.80% 7.76% 10.57% 9.91%
08/31/93 2.33% 2.61% 5.16% 11.32% 10.26% 12.19% 10.32%
09/30/93 0.03% 2.35% 2.64% 10.04% 10.29% 12.25% 9.94%
10/31/93 0.44% 0.46% 2.80% 12.24% 10.77% 11.33% 9.64%
11/30/93 -1.55% -1.12% -1.10% 10.77% 9.05% 10.58% 9.48%
12/31/93 0.52% -1.04% -0.61% 9.62% 9.62% 10.17% 9.60%
01/31/94 1.70% 2.22% 0.64% 9.11% 1.70% 10.38% 9.66%
02/28/94 -2.60% -0.95% -0.44% 4.55% -0.95% 9.35% 9.21%
03/31/94 -2.89% -5.42% -3.82% 1.22% -3.82% 7.97% 8.55%
04/30/94 -1.09% -3.95% -6.45% -0.52% -4.87% 7.23% 7.87%
<CAPTION>
====================================================
Trailing 10 Yr Trailing 10 Yr
Date Total Return Avg. Ann. Rtn.
====================================================
<S> <C> <C>
12/31/86 - - - - - - - -
01/31/87 - - - - - - - -
02/28/87 - - - - - - - -
03/31/87 - - - - - - - -
04/30/87 - - - - - - - -
05/31/87 - - - - - - - -
06/30/87 - - - - - - - -
07/31/87 - - - - - - - -
08/31/87 - - - - - - - -
09/30/87 - - - - - - - -
10/31/87 - - - - - - - -
11/30/87 - - - - - - - -
12/31/87 - - - - - - - -
01/31/88 - - - - - - - -
02/29/88 - - - - - - - -
03/31/88 - - - - - - - -
04/30/88 - - - - - - - -
05/31/88 - - - - - - - -
06/30/88 - - - - - - - -
07/31/88 - - - - - - - -
08/31/88 - - - - - - - -
09/30/88 - - - - - - - -
10/31/88 - - - - - - - -
11/30/88 - - - - - - - -
12/31/88 - - - - - - - -
01/31/89 - - - - - - - -
02/28/89 - - - - - - - -
03/31/89 - - - - - - - -
04/30/89 - - - - - - - -
05/31/89 - - - - - - - -
06/30/89 - - - - - - - -
07/31/89 - - - - - - - -
08/31/89 - - - - - - - -
09/30/89 - - - - - - - -
10/31/89 - - - - - - - -
11/30/89 - - - - - - - -
12/31/89 - - - - - - - -
01/31/90 - - - - - - - -
02/28/90 - - - - - - - -
03/31/90 - - - - - - - -
04/30/90 - - - - - - - -
05/31/90 - - - - - - - -
06/30/90 - - - - - - - -
07/31/90 - - - - - - - -
08/31/90 - - - - - - - -
09/30/90 - - - - - - - -
10/31/90 - - - - - - - -
11/30/90 - - - - - - - -
12/31/90 - - - - - - - -
01/31/91 - - - - - - - -
02/28/91 - - - - - - - -
03/31/91 - - - - - - - -
04/30/91 - - - - - - - -
05/31/91 - - - - - - - -
06/30/91 - - - - - - - -
07/31/91 - - - - - - - -
08/31/91 - - - - - - - -
09/30/91 - - - - - - - -
10/31/91 - - - - - - - -
11/30/91 - - - - - - - -
12/31/91 - - - - - - - -
01/31/92 - - - - - - - -
02/28/92 - - - - - - - -
03/31/92 - - - - - - - -
04/30/92 - - - - - - - -
05/31/92 - - - - - - - -
06/30/92 - - - - - - - -
07/31/92 - - - - - - - -
08/31/92 - - - - - - - -
09/30/92 - - - - - - - -
10/31/92 - - - - - - - -
11/30/92 - - - - - - - -
12/31/92 - - - - - - - -
01/31/93 - - - - - - - -
02/28/93 - - - - - - - -
03/31/93 - - - - - - - -
04/30/93 - - - - - - - -
05/31/93 - - - - - - - -
06/30/93 - - - - - - - -
07/31/93 - - - - - - - -
08/31/93 - - - - - - - -
09/30/93 - - - - - - - -
10/31/93 - - - - - - - -
11/30/93 - - - - - - - -
12/31/93 - - - - - - - -
01/31/94 - - - - - - - -
02/28/94 - - - - - - - -
03/31/94 - - - - - - - -
04/30/94 - - - - - - - -
- --------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON INTERMEDIATE INVESTMENT GRADE FUND
Investor Shares
==========================================================================================================================
Last 10 Day Dividend Trailing 12 Dividend Total Extended
Date NAV Dividend Regular Cap Gain Mo. Yield Shares Shares Value
==========================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
05/31/94 8.357 0.000000 191.7630 1,602.55
06/30/94 8.320 0.000000 191.7630 1,595.45
07/31/94 8.489 0.000000 191.7630 1,627.95
08/31/94 8.481 0.000000 191.7630 1,626.44
09/30/94 8.335 0.000000 191.7630 1,598.25
10/31/94 8.316 0.000000 191.7630 1,594.69
11/30/94 8.297 0.000000 191.7630 1,590.97
12/31/94 8.363 0.000000 191.7630 1,603.81
01/31/95 8.525 0.000000 191.7630 1,634.87
02/28/95 8.714 0.000000 191.7630 1,670.96
03/31/95 8.779 0.000000 191.7630 1,683.44
04/30/95 8.895 0.000000 191.7630 1,705.78
05/31/95 9.271 0.000000 191.7630 1,777.88
06/30/95 9.330 0.000000 191.7630 1,789.21
07/31/95 9.287 0.000000 191.7630 1,780.92
08/31/95 9.408 0.000000 191.7630 1,804.02
09/30/95 9.499 0.000000 191.7630 1,821.47
10/31/95 9.639 0.000000 191.7630 1,848.37
11/30/95 9.785 0.000000 191.7630 1,876.41
12/31/95 9.927 0.000000 191.7630 1,903.56
01/31/96 9.980 0.000000 191.7630 1,913.78
02/29/96 9.733 0.000000 191.7630 1,866.45
03/31/96 9.638 0.000000 191.7630 1,848.29
04/30/96 9.545 0.000000 191.7630 1,830.31
05/31/96 9.533 0.000000 191.7630 1,828.06
06/30/96 9.658 0.000000 191.7630 1,852.13
07/31/96 9.670 0.000000 191.7630 1,854.30
08/31/96 9.632 0.000000 191.7630 1,847.01
09/30/96 9.807 0.000000 191.7630 1,880.57
10/31/96 10.041 0.000000 191.7630 1,925.46
11/30/96 10.235 0.000000 191.7630 1,962.76
12/31/96 10.107 0.000000 191.7630 1,938.17
01/31/97 10.101 0.000000 191.7630 1,937.00
02/28/97 10.102 0.000000 191.7630 1,937.20
03/31/97 10.000 0.000000 191.7630 1,917.63
04/30/97 10.080 0.050413 0.959063 192.7221 1,942.64
05/31/97 10.110 0.051116 0.974400 193.6965 1,958.27
06/30/97 10.170 0.048758 0.928638 194.6251 1,979.34
07/31/97 10.390 0.050242 0.941131 195.5662 2,031.93
08/31/97 10.240 0.050340 0.961407 196.5276 2,012.44
09/30/97 10.340 0.048954 0.930446 197.4581 2,041.72
10/31/97 10.430 0.050507 0.956186 198.4143 2,069.46
11/30/97 10.390 0.048995 0.935641 199.3499 2,071.25
12/31/97 10.450 0.050599 0.965254 200.3152 2,093.29
01/31/98 10.540 0.049782 0.946119 201.2613 2,121.29
02/28/98 10.470 0.045823 0.880840 202.1421 2,116.43
03/31/98 10.470 0.050619 0.977291 203.1194 2,126.66
04/20/98 10.490 0.032461 0.628547 203.7480 2,137.32
04/30/98 10.460 0.016150 0.000000 0.000000 203.7480 2,134.49
05/21/98 10.480 0.033809 0.971283 204.7192 2,145.46
05/31/98 10.520 0.015945 0.000000 0.000000 204.7192 2,156.91
06/21/98 10.530 0.033513 0.961539 205.6808 2,165.82
06/30/98 10.540 0.014279 0.000000 0.000000 205.6808 2,170.81
07/21/98 10.540 0.033029 0.923183 206.6040 2,177.61
07/31/98 10.500 0.015683 0.000000 0.000000 206.6040 2,172.58
08/21/98 10.570 0.035950 1.009232 207.6132 2,194.47
08/31/98 10.640 0.012408 0.000000 0.000000 207.6132 2,211.58
09/18/98 10.760 0.031224 0.841883 208.4551 2,242.98
09/30/98 10.840 0.015560 0.000000 5.4090% 0.000000 208.4551 2,262.90
10/21/98 10.720 0.032739 0.939195 209.3943 2,244.71
10/31/98 10.720 0.015512 0.000000 5.4485% 0.000000 209.3943 2,247.95
11/20/98 10.660 0.034489 0.982169 210.3764 2,242.61
11/30/98 10.700 0.012526 0.000000 5.4402% 0.000000 210.3764 2,253.66
12/21/98 10.610 0.032720 0.097690 2.834153 213.2106 2,262.16
12/31/98 10.610 0.015404 0.000000 5.4630% 0.000000 213.2106 2,265.45
- --------------------------------------------------------------------------------------------------------------------------
<CAPTION>
===================================================================================================================================
Change For/(From) Year Trailing 3 Yr Trailing 5 Yr
Date 1 Month 2 Months 3 Months 8 Months 12 Months to Date Avg. Ann. Rtn. Avg. Ann. Rtn.
===================================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
05/31/94 -0.28% -1.37% -4.23% -0.82% -5.14% 6.89% 7.49%
06/30/94 -0.44% -0.72% -1.81% -3.66% -5.56% 6.80% 6.84%
07/31/94 2.04% 1.58% 1.30% -1.97% -3.63% 7.07% 6.90%
08/31/94 -0.09% 1.94% 1.49% -4.29% -3.72% 6.29% 6.81%
09/30/94 -1.73% -1.82% 0.18% -5.97% -5.39% 5.08% 7.05%
10/31/94 -0.22% -1.95% -2.04% -6.59% -5.60% 4.67% 5.88%
11/30/94 -0.23% -0.46% -2.18% -5.33% -5.82% 4.30% 5.67%
12/31/94 0.81% 0.57% 0.35% -5.06% -5.06% 3.39% 5.71%
01/31/95 1.94% 2.76% 2.52% -4.84% 1.94% 4.84% 6.49%
02/28/95 2.21% 4.19% 5.03% -0.14% 4.19% 5.44% 6.86%
03/31/95 0.75% 2.97% 4.97% 3.61% 4.97% 5.85% 6.94%
04/30/95 1.33% 2.08% 4.34% 6.14% 6.36% 6.10% 7.40%
05/31/95 4.23% 5.61% 6.40% 10.94% 10.85% 6.94% 7.94%
06/30/95 0.64% 4.89% 6.28% 12.14% 11.56% 6.60% 8.08%
07/31/95 -0.46% 0.17% 4.41% 9.40% 11.04% 5.60% 7.71%
08/31/95 1.30% 0.83% 1.47% 10.92% 12.48% 5.73% 8.43%
09/30/95 0.97% 2.28% 1.80% 13.97% 13.57% 5.65% 8.68%
10/31/95 1.48% 2.46% 3.79% 15.91% 15.25% 6.71% 8.36%
11/30/95 1.52% 3.02% 4.01% 17.94% 17.00% 7.34% 8.59%
12/31/95 1.45% 2.99% 4.51% 18.69% 18.69% 7.29% 8.55%
01/31/96 0.54% 1.99% 3.54% 17.06% 0.54% 6.72% 8.42%
02/29/96 -2.47% -1.95% -0.53% 11.70% -1.95% 5.25% 7.83%
03/31/96 -0.97% -3.42% -2.90% 9.79% -2.90% 4.81% 7.44%
04/30/96 -0.97% -1.94% -4.36% 7.30% -3.85% 4.24% 7.02%
05/31/96 -0.12% -1.09% -2.06% 2.82% -3.97% 4.20% 6.85%
06/30/96 1.32% 1.19% 0.21% 3.52% -2.70% 3.80% 7.17%
07/31/96 0.12% 1.44% 1.31% 4.12% -2.59% 3.74% 6.93%
08/31/96 -0.39% -0.28% 1.04% 2.38% -2.97% 2.82% 6.40%
09/30/96 1.82% 1.42% 1.54% 3.25% -1.21% 3.42% 6.42%
10/31/96 2.39% 4.25% 3.84% 4.17% 1.15% 4.09% 6.72%
11/30/96 1.94% 4.37% 6.27% 4.60% 3.11% 5.30% 6.95%
12/31/96 -1.25% 0.66% 3.06% 1.82% 1.82% 4.68% 5.95%
01/31/97 -0.06% -1.31% 0.60% 1.21% -0.06% 4.08% 6.42%
02/28/97 0.01% -0.05% -1.30% 3.79% -0.05% 5.00% 6.32%
03/31/97 -1.01% -1.00% -1.06% 3.75% -1.06% 5.67% 6.19%
04/30/97 1.30% 0.28% 0.29% 6.14% 0.23% 6.52% 6.35%
05/31/97 0.80% 2.12% 1.09% 7.12% 1.04% 6.90% 6.14%
06/30/97 1.08% 1.89% 3.22% 6.87% 2.12% 7.44% 6.02%
07/31/97 2.66% 3.76% 4.60% 9.58% 4.84% 7.66% 6.08%
08/31/97 -0.96% 1.67% 2.77% 8.96% 3.83% 7.35% 5.68%
09/30/97 1.45% 0.48% 3.15% 8.57% 5.34% 8.50% 5.73%
10/31/97 1.36% 2.83% 1.85% 7.48% 6.77% 9.07% 6.35%
11/30/97 0.09% 1.45% 2.92% 5.53% 6.87% 9.18% 6.42%
12/31/97 1.06% 1.15% 2.53% 7.76% 8.00% 8.00% 9.28% 6.31%
01/31/98 1.34% 2.42% 2.50% 8.32% 9.51% 1.34% 9.06% 6.14%
02/28/98 -0.23% 1.11% 2.18% 6.93% 9.25% 1.11% 8.19% 5.75%
03/31/98 0.48% 0.25% 1.59% 4.66% 10.90% 1.59% 8.09% 5.78%
04/20/98 -- -- -- -- -- 2.10% -- --
04/30/98 0.37% 0.85% 0.62% 6.06% 9.88% 1.97% 7.75% 5.73%
05/21/98 0.38% -- -- -- -- 2.49% -- --
05/31/98 1.05% 1.42% 1.91% 5.64% 10.14% 3.04% 6.65% 5.94%
06/21/98 0.95% 1.33% -- -- -- 3.46% -- --
06/30/98 0.64% 1.70% 2.08% 4.90% 9.67% 3.70% 6.65% 5.56%
07/21/98 0.54% 1.50% 1.89% -- -- 4.03% -- --
07/31/98 0.08% 0.73% 1.78% 4.89% 6.92% 3.79% 6.84% 5.52%
08/21/98 0.77% 1.32% 2.28% -- -- 4.83% -- --
08/31/98 1.80% 1.88% 2.53% 5.65% 9.90% 5.65% 7.02% 5.41%
09/18/98 2.21% 3.00% 3.56% -- -- 7.15% -- --
09/30/98 2.32% 4.16% 4.24% 6.68% 10.83% 8.10% 7.49% 5.89%
10/21/98 0.08% 2.29% 3.08% -- -- 7.23% -- --
10/31/98 -0.66% 1.64% 3.47% 6.21% 8.63% 7.39% 6.74% 5.66%
11/20/98 -0.09% -0.02% 2.19% -- -- 7.13% -- --
11/30/98 0.25% -0.41% 1.90% 5.97% 8.81% 7.66% 6.29% 6.04%
12/21/98 0.87% 0.78% 0.86% -- -- 8.07% -- --
12/31/98 0.52% 0.78% 0.11% 6.00% 8.22% 8.22% 5.97% 6.04%
- -----------------------------------------------------------------------------------------------------------------------------------
<CAPTION>
====================================================
Trailing 10 Yr Trailing 10 Yr
Date Total Return Avg. Ann. Rtn.
====================================================
<S> <C> <C>
05/31/94 - - - - - - - -
06/30/94 - - - - - - - -
07/31/94 - - - - - - - -
08/31/94 - - - - - - - -
09/30/94 - - - - - - - -
10/31/94 - - - - - - - -
11/30/94 - - - - - - - -
12/31/94 - - - - - - - -
01/31/95 - - - - - - - -
02/28/95 - - - - - - - -
03/31/95 - - - - - - - -
04/30/95 - - - - - - - -
05/31/95 - - - - - - - -
06/30/95 - - - - - - - -
07/31/95 - - - - - - - -
08/31/95 - - - - - - - -
09/30/95 - - - - - - - -
10/31/95 - - - - - - - -
11/30/95 - - - - - - - -
12/31/95 - - - - - - - -
01/31/96 - - - - - - - -
02/29/96 - - - - - - - -
03/31/96 - - - - - - - -
04/30/96 - - - - - - - -
05/31/96 - - - - - - - -
06/30/96 - - - - - - - -
07/31/96 - - - - - - - -
08/31/96 - - - - - - - -
09/30/96 - - - - - - - -
10/31/96 - - - - - - - -
11/30/96 - - - - - - - -
12/31/96 93.82% 6.84%
01/31/97 91.01% 6.68%
02/28/97 90.03% 6.63%
03/31/97 88.99% 6.57%
04/30/97 99.33% 7.14%
05/31/97 101.85% 7.27%
06/30/97 101.63% 7.26%
07/31/97 107.38% 7.56%
08/31/97 106.25% 7.50%
09/30/97 114.05% 7.90%
10/31/97 110.09% 7.70%
11/30/97 108.59% 7.62%
12/31/97 108.98% 7.64%
01/31/98 104.64% 7.42%
02/28/98 102.90% 7.33%
03/31/98 106.38% 7.51%
04/20/98 -- --
04/30/98 108.44% 7.62%
05/21/98 -- --
05/31/98 111.82% 7.79%
06/21/98 -- --
06/30/98 108.85% 7.64%
07/21/98 -- --
07/31/98 109.89% 7.69%
08/21/98 -- --
08/31/98 112.77% 7.84%
09/18/98 -- --
09/30/98 113.84% 7.89%
10/21/98 -- --
10/31/98 108.70% 7.63%
11/20/98 -- --
11/30/98 110.99% 7.75%
12/21/98 -- --
12/31/98 112.12% 7.81%
- -----------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON INTERMEDIATE N.Y. TAX-EXEMPT FUND
INSTITUTIONAL SHARES
Input Range and Calculation of Change in Value
(DOES NOT CONSIDER EFFECT OF THE SALES LOAD)
========================================================================================================================
Last 10 Day Trailing Dividend Total Extended
Date NAV Dividend Regular Cap Gain 12 Mo. Yld Shares Shares Value
========================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
08/10/92 10.00 100.0000 1,000.00
08/31/92 9.91 0.017481 0.176393 100.1764 992.75
09/30/92 9.93 0.030440 0.307082 100.4835 997.80
10/31/92 9.85 0.032700 0.333585 100.8171 993.05
11/30/92 9.93 0.032300 0.327935 101.1450 1,004.37
12/31/92 9.97 0.033500 0.339855 101.4849 1,011.80
01/31/93 10.05 0.034150 0.344847 101.8297 1,023.39
02/28/93 10.24 0.029352 0.291885 102.1216 1,045.73
03/31/93 10.11 0.031011 0.313242 102.4348 1,035.62
04/30/93 10.15 0.030865 0.311493 102.7463 1,042.87
05/31/93 10.14 0.031873 0.322958 103.0693 1,045.12
06/30/93 10.24 0.032522 0.327345 103.3966 1,058.78
07/31/93 10.17 0.032888 0.334370 103.7310 1,054.94
08/31/93 10.30 0.032908 0.331416 104.0624 1,071.84
09/30/93 10.36 0.031663 0.318045 104.3804 1,081.38
10/31/93 10.34 0.032364 0.326713 104.7071 1,082.67
11/30/93 10.26 0.031233 0.318744 105.0258 1,077.56
12/31/93 10.37 0.033473 0.339008 105.3648 1,092.63
- ------------------------------------------------------------------------------------------------------------------------
01/31/94 10.44 0.032969 0.332737 105.6975 1,103.48
02/28/94 10.20 0.029926 0.310105 106.0076 1,081.28
03/31/94 9.94 0.033120 0.353215 106.3608 1,057.23
04/30/94 9.94 0.032815 0.351130 106.7119 1,060.72
05/31/94 9.98 0.033968 0.363205 107.0751 1,068.61
06/30/94 9.92 0.032575 0.351610 107.4267 1,065.67
07/31/94 9.99 0.032101 0.345196 107.7719 1,076.64
08/31/94 9.99 0.032275 0.348182 108.1201 1,080.12
09/30/94 9.84 0.031537 0.346523 108.4666 1,067.31
10/31/94 9.70 0.032883 0.367702 108.8343 1,055.69
11/30/94 9.51 0.032393 0.370712 109.2050 1,038.54
12/31/94 9.59 0.033864 0.385622 109.5906 1,050.97
- ------------------------------------------------------------------------------------------------------------------------
01/31/95 9.70 0.033880 0.382776 109.9734 1,066.74
02/28/95 9.91 0.030492 0.338376 110.3118 1,093.19
03/31/95 9.97 0.033754 0.373467 110.6853 1,103.53
04/30/95 9.98 0.032787 0.363631 111.0489 1,108.27
05/31/95 10.17 0.033439 0.365129 111.4140 1,133.08
06/30/95 10.14 0.031943 0.350976 111.7650 1,133.30
07/31/95 10.19 0.032864 0.360458 112.1255 1,142.56
08/31/95 10.25 0.032917 0.360081 112.4856 1,152.98
09/30/95 10.24 0.031855 0.349925 112.8355 1,155.44
10/31/95 10.26 0.033137 0.364428 113.1999 1,161.43
11/30/95 10.31 0.032197 0.353511 113.5534 1,170.74
12/31/95 10.34 0.033237 0.365007 113.9184 1,177.92
- ------------------------------------------------------------------------------------------------------------------------
01/31/96 10.38 0.033527 0.367952 114.2864 1,186.29
02/29/96 10.34 0.031274 0.345667 114.6321 1,185.30
03/31/96 10.22 0.033406 0.374697 115.0068 1,175.37
04/30/96 10.17 0.032508 0.367615 115.3744 1,173.36
05/31/96 10.13 0.033666 0.383435 115.7578 1,172.63
06/30/96 10.14 0.032830 0.374786 116.1326 1,177.58
07/31/96 10.21 0.033848 0.385001 116.5176 1,189.64
08/31/96 10.18 0.033850 0.387438 116.9050 1,190.09
09/30/96 10.21 0.033172 0.379821 117.2848 1,197.48
10/31/96 10.26 0.034425 0.393521 117.6783 1,207.38
11/30/96 10.35 0.033330 0.378958 118.0573 1,221.89
12/31/96 10.29 0.033933 0.389314 118.4466 1,218.82
- ------------------------------------------------------------------------------------------------------------------------
01/31/97 10.27 0.035127 0.405129 118.8517 1,220.61
02/28/97 10.31 0.031423 0.362238 119.2139 1,229.10
03/31/97 10.16 0.035374 0.415066 119.6290 1,215.43
04/30/97 10.16 0.034006 0.400404 120.0294 1,219.50
05/31/97 10.25 0.035436 0.414962 120.4444 1,234.56
06/30/97 10.31 0.034192 0.399441 120.8438 1,245.90
07/31/97 10.48 0.035148 0.405288 121.2491 1,270.69
08/31/97 10.37 0.034852 0.407500 121.6566 1,261.58
09/30/97 10.44 0.033800 0.393869 122.0505 1,274.21
10/31/97 10.44 0.034836 0.407256 122.4578 1,278.46
11/30/97 10.44 0.033837 0.396897 122.8547 1,282.60
12/31/97 10.52 0.034880 0.407336 123.2620 1,296.72
- ------------------------------------------------------------------------------------------------------------------------
01/31/98 10.56 0.035171 0.410535 123.6725 1,305.98
02/28/98 10.54 0.031503 0.369645 124.0421 1,307.40
03/31/98 10.51 0.035203 0.415476 124.4576 1,308.05
04/20/98 10.47 0.022567 0.268255 124.7259 1,305.88
04/30/98 10.41 0.011350 0.000000 0.000000 124.7259 1,299.81
05/21/98 10.49 0.023717 0.416946 125.1428 1,312.75
05/31/98 10.53 0.011230 0.000000 0.000000 125.1428 1,319.16
06/21/98 10.52 0.023735 0.415933 125.5587 1,320.88
06/30/98 10.51 0.010185 0.000000 0.000000 125.5587 1,320.90
07/21/98 10.50 0.023506 0.402876 125.9616 1,322.60
07/31/98 10.50 0.011100 0.000000 0.000000 125.9616 1,323.99
08/21/98 10.57 0.025456 0.435634 126.3972 1,336.02
08/31/98 10.62 0.008858 0.000000 0.000000 126.3972 1,343.46
09/18/98 10.65 0.022117 0.367620 126.7648 1,350.05
09/30/98 10.70 0.011029 0.000000 3.8344% 0.000000 126.7648 1,357.78
10/21/98 10.70 0.023055 0.403799 127.1686 1,360.70
10/31/98 10.67 0.010959 0.000000 3.8375% 0.000000 127.1686 1,358.28
11/20/98 10.62 0.024039 0.419082 127.5877 1,354.98
11/30/98 10.63 0.008688 0.000000 3.8415% 0.000000 127.5877 1,357.37
12/21/98 10.64 0.022847 0.009570 0.492903 128.0806 1,362.78
12/31/98 10.65 0.010915 3.8238% 0.000000 128.0806 1,365.46
- ------------------------------------------------------------------------------------------------------------------------
<CAPTION>
=================================================================================================================================
Change For/(From) Year Trailing Trailing 3 Yr
Date 1 Month 2 Months 3 Months 9 Months 12 Months to Date 3 Years Avg. Ann. Rtn.
=================================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
08/10/92 - - - - - - - - - - - - - - - - - - - - - - -
08/31/92 -0.73% - - - - - - - - - - - - - - - - - - - -
09/30/92 0.51% - - - - - - - - - - - - - - - - - - - -
10/31/92 -0.48% 0.03% -0.70% - - - - - - - - - - - - - -
11/30/92 1.14% 0.66% 1.17% - - - - - - - - - - - - - -
12/31/92 0.74% 1.88% 1.40% - - - - - - - - - - - - - -
01/31/93 1.15% 1.92% 3.06% - - - - - - - - - - - - - -
02/28/93 2.18% 3.38% 4.12% - - - - - - - - - - - - - -
03/31/93 -0.97% 1.21% 2.35% - - - - - - - - - - - - - -
04/30/93 0.70% -0.28% 1.90% - - - 3.07% - - - - - - - -
05/31/93 0.22% 0.91% -0.06% - - - 3.29% - - - - - - - -
06/30/93 1.31% 1.54% 2.24% - - - 4.64% - - - - - - - -
07/31/93 -0.36% 0.94% 1.16% 5.49% 4.26% - - - - - - - -
08/31/93 1.60% 1.25% 2.56% 7.97% 5.93% - - - - - - - -
09/30/93 0.89% 2.50% 2.13% 8.38% 6.88% - - - - - - - -
10/31/93 0.12% 1.03% 2.63% 9.02% 7.00% - - - - - - - -
11/30/93 -0.47% -0.36% 0.53% 7.29% 6.50% - - - - - - - -
12/31/93 1.40% 0.92% 1.04% 7.99% 7.99% - - - - - - - -
- ---------------------------------------------------------------------------------------------------------------------------------
01/31/94 0.99% 2.39% 1.92% 7.83% 0.99% - - - - - - - -
02/28/94 -2.01% -1.05% 0.35% 3.40% -1.04% - - - - - - - -
03/31/94 -2.22% -4.23% -3.24% 2.09% -3.24% - - - - - - - -
04/30/94 0.33% -1.86% -3.88% 1.71% -2.92% - - - - - - - -
05/31/94 0.74% 1.05% -1.17% 2.25% -2.20% - - - - - - - -
06/30/94 -0.28% 0.47% 0.80% 0.65% -2.47% - - - - - - - -
07/31/94 1.03% 0.76% 1.50% 2.06% -1.46% - - - - - - - -
08/31/94 0.32% 1.35% 1.08% 0.77% -1.14% - - - - - - - -
09/30/94 -1.19% -0.88% 0.15% -1.30% -2.32% - - - - - - - -
10/31/94 -1.09% -2.27% -1.95% -2.49% -3.38% - - - - - - - -
11/30/94 -1.62% -2.66% -3.85% -3.62% -4.95% - - - - - - - -
12/31/94 1.20% -0.44% -1.53% -3.81% -3.81% - - - - - - - -
- ---------------------------------------------------------------------------------------------------------------------------------
01/31/95 1.50% 2.67% 1.05% -3.33% 1.50% - - - - - - - -
02/28/95 2.48% 4.07% 5.26% 1.10% 4.02% - - - - - - - -
03/31/95 0.95% 3.50% 5.00% 4.38% 5.00% - - - - - - - -
04/30/95 0.43% 1.41% 3.89% 4.48% 5.45% - - - - - - - -
05/31/95 2.24% 2.70% 3.65% 6.03% 7.81% - - - - - - - -
06/30/95 0.02% 2.27% 2.70% 6.35% 7.83% - - - - - - - -
07/31/95 0.82% 0.86% 3.09% 6.12% 8.71% - - - - - - - -
08/31/95 0.91% 1.74% 1.76% 6.75% 9.71% 16.14% 5.11%
09/30/95 0.21% 1.14% 1.95% 8.26% 9.94% 15.80% 5.01%
10/31/95 0.52% 0.74% 1.65% 10.02% 10.51% 16.96% 5.36%
11/30/95 0.80% 1.33% 1.54% 12.73% 11.40% 16.56% 5.24%
12/31/95 0.61% 1.43% 1.95% 12.08% 12.08% 16.42% 5.20%
- ---------------------------------------------------------------------------------------------------------------------------------
01/31/96 0.71% 1.34% 2.14% 11.21% 0.71% 15.92% 5.05%
02/29/96 -0.08% 0.63% 1.24% 8.43% 0.63% 13.35% 4.26%
03/31/96 -0.84% -0.93% -0.22% 6.51% -0.22% 13.49% 4.31%
04/30/96 -0.17% -1.01% -1.09% 5.87% -0.39% 12.51% 4.00%
05/31/96 -0.06% -0.23% -1.07% 3.49% -0.45% 12.20% 3.91%
06/30/96 0.42% 0.36% 0.19% 3.91% -0.03% 11.22% 3.61%
07/31/96 1.02% 1.45% 1.39% 4.12% 0.99% 12.77% 4.08%
08/31/96 0.04% 1.07% 1.49% 3.22% 1.03% 11.03% 3.55%
09/30/96 0.62% 0.67% 1.69% 3.64% 1.66% 10.74% 3.45%
10/31/96 0.83% 1.45% 1.49% 3.96% 2.50% 11.52% 3.70%
11/30/96 1.20% 2.05% 2.67% 4.37% 3.73% 13.39% 4.28%
12/31/96 -0.25% 0.96% 1.78% 3.47% 3.47% 11.55% 3.71%
- ---------------------------------------------------------------------------------------------------------------------------------
01/31/97 0.15% -0.11% 1.10% 2.89% 0.15% 10.61% 3.42%
02/28/97 0.70% 0.84% 0.59% 3.70% 0.84% 13.67% 4.36%
03/31/97 -1.11% -0.43% -0.28% 3.41% -0.28% 14.96% 4.75%
04/30/97 0.33% -0.79% -0.09% 3.93% 0.06% 14.97% 4.76%
05/31/97 1.23% 1.56% 0.44% 5.28% 1.29% 15.53% 4.92%
06/30/97 0.92% 2.17% 2.51% 5.80% 2.22% 16.91% 5.34%
07/31/97 1.99% 2.96% 4.20% 6.81% 4.26% 18.02% 5.67%
08/31/97 -0.72% 1.27% 2.19% 6.01% 3.51% 16.80% 5.31%
09/30/97 1.00% 0.28% 2.27% 6.41% 4.54% 19.39% 6.08%
10/31/97 0.33% 1.33% 0.61% 5.89% 4.89% 21.10% 6.58%
11/30/97 0.32% 0.67% 1.67% 4.97% 5.23% 23.50% 7.28%
12/31/97 1.10% 1.43% 1.77% 6.69% 6.39% 6.39% 23.38% 7.25%
- ---------------------------------------------------------------------------------------------------------------------------------
01/31/98 0.71% 1.83% 2.15% 7.09% 6.99% 0.71% 22.43% 6.97%
02/28/98 0.11% 0.83% 1.93% 5.90% 6.37% 0.82% 19.59% 6.14%
03/31/98 0.05% 0.16% 0.87% 4.99% 7.62% 0.87% 18.53% 5.83%
04/20/98 -- -- -- -- -- 0.71% -- --
04/30/98 -0.63% -0.58% -0.47% 2.29% 6.59% 0.24% 17.28% 5.45%
05/21/98 0.53% -- -- -- -- 1.24% -- --
05/31/98 1.49% 0.85% 0.90% 4.56% 6.85% 1.73% 16.42% 5.19%
06/21/98 0.62% 1.15% -- -- -- 1.86% -- --
06/30/98 0.13% 1.62% 0.98% 3.66% 6.02% 1.86% 16.55% 5.23%
07/21/98 0.13% 0.75% 1.28% -- -- 2.00% -- --
07/31/98 0.23% 0.37% 1.86% 3.56% 4.19% 2.10% 15.88% 5.03%
08/21/98 1.01% 1.15% 1.77% -- -- 3.03% -- --
08/31/98 1.47% 1.71% 1.84% 4.75% 6.49% 3.60% 16.52% 5.22%
09/18/98 1.05% 2.08% 2.21% -- -- 4.11% -- --
09/30/98 1.07% 2.55% 2.79% 4.71% 6.56% 4.71% 17.51% 5.52%
10/21/98 0.79% 1.85% 2.88% -- -- 4.93% -- --
10/31/98 0.04% 1.10% 2.59% 4.00% 6.24% 4.75% 16.95% 5.35%
11/20/98 -0.42% 0.37% 1.42% -- -- 4.49% -- --
11/30/98 -0.07% -0.03% 1.04% 3.82% 5.83% 4.68% 15.94% 5.05%
12/21/98 0.58% 0.15% 0.94% -- -- 5.09% -- --
12/31/98 0.60% 0.53% 0.57% 4.39% 5.30% 5.30% 15.92% 5.04%
- ---------------------------------------------------------------------------------------------------------------------------------
<CAPTION>
=================================================================================
Trailing Trailing 5 Yr Total Since Avg. Ann. Rtn.
Date 5 Years Avg. Ann. Rtn. Inception Since Inc.
=================================================================================
<S> <C> <C> <C> <C>
08/10/92 - - - - - - - - - - - - - - - -
08/31/92 - - - - - - - - -0.73% - - - -
09/30/92 - - - - - - - - -0.22% - - - -
10/31/92 - - - - - - - - -0.70% - - - -
11/30/92 - - - - - - - - 0.44% - - - -
12/31/92 - - - - - - - - 1.18% - - - -
01/31/93 - - - - - - - - 2.34% 4.94%
02/28/93 - - - - - - - - 4.57% 8.37%
03/31/93 - - - - - - - - 3.56% 5.61%
04/30/93 - - - - - - - - 4.29% 5.98%
05/31/93 - - - - - - - - 4.51% 5.61%
06/30/93 - - - - - - - - 5.88% 6.62%
07/31/93 - - - - - - - - 5.49% 5.64%
08/31/93 - - - - - - - - 7.18% 6.76%
09/30/93 - - - - - - - - 8.14% 7.09%
10/31/93 - - - - - - - - 8.27% 6.69%
11/30/93 - - - - - - - - 7.76% 5.87%
12/31/93 - - - - - - - - 9.26% 6.56%
- ---------------------------------------------------------------------------------
01/31/94 - - - - - - - - 10.35% 6.88%
02/28/94 - - - - - - - - 8.13% 5.15%
03/31/94 - - - - - - - - 5.72% 3.45%
04/30/94 - - - - - - - - 6.07% 3.48%
05/31/94 - - - - - - - - 6.86% 3.74%
06/30/94 - - - - - - - - 6.57% 3.42%
07/31/94 - - - - - - - - 7.66% 3.81%
08/31/94 - - - - - - - - 8.01% 3.81%
09/30/94 - - - - - - - - 6.73% 3.09%
10/31/94 - - - - - - - - 5.57% 2.46%
11/30/94 - - - - - - - - 3.85% 1.65%
12/31/94 - - - - - - - - 5.10% 2.10%
- ---------------------------------------------------------------------------------
01/31/95 - - - - - - - - 6.67% 2.64%
02/28/95 - - - - - - - - 9.32% 3.55%
03/31/95 - - - - - - - - 10.35% 3.80%
04/30/95 - - - - - - - - 10.83% 3.85%
05/31/95 - - - - - - - - 13.31% 4.55%
06/30/95 - - - - - - - - 13.33% 4.42%
07/31/95 - - - - - - - - 14.26% 4.58%
08/31/95 - - - - - - - - 15.30% 4.76%
09/30/95 - - - - - - - - 15.54% 4.71%
10/31/95 - - - - - - - - 16.14% 4.75%
11/30/95 - - - - - - - - 17.07% 4.88%
12/31/95 - - - - - - - - 17.79% 4.94%
- ---------------------------------------------------------------------------------
01/31/96 - - - - - - - - 18.63% 5.03%
02/29/96 - - - - - - - - 18.53% 4.89%
03/31/96 - - - - - - - - 17.54% 4.53%
04/30/96 - - - - - - - - 17.34% 4.38%
05/31/96 - - - - - - - - 17.26% 4.27%
06/30/96 - - - - - - - - 17.76% 4.29%
07/31/96 - - - - - - - - 18.96% 4.46%
08/31/96 - - - - - - - - 19.01% 4.38%
09/30/96 - - - - - - - - 19.75% 4.44%
10/31/96 - - - - - - - - 20.74% 4.56%
11/30/96 - - - - - - - - 22.19% 4.76%
12/31/96 - - - - - - - - 21.88% 4.60%
- ---------------------------------------------------------------------------------
01/31/97 - - - - - - - - 22.06% 4.55%
02/28/97 - - - - - - - - 22.91% 4.63%
03/31/97 - - - - - - - - 21.54% 4.29%
04/30/97 - - - - - - - - 21.95% 4.29%
05/31/97 - - - - - - - - 23.46% 4.48%
06/30/97 - - - - - - - - 24.59% 4.60%
07/31/97 - - - - - - - - 27.07% 4.93%
08/31/97 27.08% 4.91% 26.16% 4.70%
09/30/97 27.70% 5.01% 27.42% 4.82%
10/31/97 28.74% 5.18% 27.85% 4.81%
11/30/97 27.70% 5.01% 28.26% 4.80%
12/31/97 28.16% 5.08% 29.67% 4.93%
- ---------------------------------------------------------------------------------
01/31/98 27.61% 4.99% 30.60% 4.99%
02/28/98 25.02% 4.57% 30.74% 4.94%
03/31/98 26.31% 4.78% 30.81% 4.87%
04/20/98 -- -- 30.59% 4.79%
04/30/98 24.64% 4.50% 29.98% 4.69%
05/21/98 -- -- 31.28% 4.82%
05/31/98 26.22% 4.76% 31.92% 4.88%
06/21/98 -- -- 32.09% 4.86%
06/30/98 24.76% 4.52% 32.09% 4.84%
07/21/98 -- -- 32.26% 4.81%
07/31/98 25.50% 4.65% 32.40% 4.81%
08/21/98 -- -- 33.60% 4.92%
08/31/98 25.34% 4.62% 34.35% 4.99%
09/18/98 -- -- 35.01% 5.03%
09/30/98 25.56% 4.65% 35.78% 5.10%
10/21/98 -- -- 36.07% 5.09%
10/31/98 25.46% 4.64% 35.83% 5.04%
11/20/98 -- -- 35.50% 4.95%
11/30/98 25.97% 4.72% 35.74% 4.96%
12/21/98 -- -- 36.28% 4.98%
12/31/98 24.97% 4.56% 36.55% 4.99%
- ---------------------------------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON INTERMEDIATE N.Y. TAX-EXEMPT FUND
INVESTOR SHARES
Input Range and Calculation of Change in Value
(DOES NOT CONSIDER EFFECT OF THE SALES LOAD)
======================================================================================================================
Last 10 Day Dividend Trailing Dividend Total Extended
Date NAV Dividend Regular Cap Gain 12 Mo. yld Shares Shares Value
======================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
08/10/92 10.00 100.0000 1,000.00
08/31/92 9.91 0.017481 0.176393 100.1764 992.75
09/30/92 9.93 0.030440 0.307082 100.4835 997.80
10/31/92 9.85 0.032700 0.333585 100.8171 993.05
11/30/92 9.93 0.032300 0.327935 101.1450 1,004.37
12/31/92 9.97 0.033500 0.339855 101.4849 1,011.80
01/31/93 10.05 0.034150 0.344847 101.8297 1,023.39
02/28/93 10.24 0.029352 0.291885 102.1216 1,045.73
03/31/93 10.11 0.031011 0.313242 102.4348 1,035.62
04/30/93 10.15 0.030865 0.311493 102.7463 1,042.87
05/31/93 10.14 0.031873 0.322958 103.0693 1,045.12
06/30/93 10.24 0.032522 0.327345 103.3966 1,058.78
07/31/93 10.17 0.032888 0.334370 103.7310 1,054.94
08/31/93 10.30 0.032908 0.331416 104.0624 1,071.84
09/30/93 10.36 0.031663 0.318045 104.3804 1,081.38
10/31/93 10.34 0.032364 0.326713 104.7071 1,082.67
11/30/93 10.26 0.031233 0.318744 105.0258 1,077.56
12/31/93 10.37 0.033473 0.339008 105.3648 1,092.63
- ----------------------------------------------------------------------------------------------------------------------
01/31/94 10.44 0.032969 0.332737 105.6975 1,103.48
02/28/94 10.20 0.029926 0.310105 106.0076 1,081.28
03/31/94 9.94 0.033120 0.353215 106.3608 1,057.23
04/30/94 9.94 0.032815 0.351130 106.7119 1,060.72
05/31/94 9.98 0.033968 0.363205 107.0751 1,068.61
06/30/94 9.92 0.032575 0.351610 107.4267 1,065.67
07/31/94 9.99 0.032101 0.345196 107.7719 1,076.64
08/31/94 9.99 0.032275 0.348182 108.1201 1,080.12
09/30/94 9.84 0.031537 0.346523 108.4666 1,067.31
10/31/94 9.70 0.032883 0.367702 108.8343 1,055.69
11/30/94 9.51 0.032393 0.370712 109.2050 1,038.54
12/31/94 9.59 0.033864 0.385622 109.5906 1,050.97
- ----------------------------------------------------------------------------------------------------------------------
01/31/95 9.70 0.033880 0.382776 109.9734 1,066.74
02/28/95 9.91 0.030492 0.338376 110.3118 1,093.19
03/31/95 9.97 0.033754 0.373467 110.6853 1,103.53
04/30/95 9.98 0.032787 0.363631 111.0489 1,108.27
05/31/95 10.17 0.033439 0.365129 111.4140 1,133.08
06/30/95 10.14 0.031943 0.350976 111.7650 1,133.30
07/31/95 10.19 0.032864 0.360458 112.1255 1,142.56
08/31/95 10.25 0.032917 0.360081 112.4856 1,152.98
09/30/95 10.24 0.031855 0.349925 112.8355 1,155.44
10/31/95 10.26 0.033137 0.364428 113.1999 1,161.43
11/30/95 10.31 0.032197 0.353511 113.5534 1,170.74
12/31/95 10.34 0.033237 0.365007 113.9184 1,177.92
- ----------------------------------------------------------------------------------------------------------------------
01/31/96 10.38 0.033527 0.367952 114.2864 1,186.29
02/29/96 10.34 0.031274 0.345667 114.6321 1,185.30
03/31/96 10.22 0.033406 0.374697 115.0068 1,175.37
04/30/96 10.17 0.032508 0.367615 115.3744 1,173.36
05/31/96 10.13 0.033666 0.383435 115.7578 1,172.63
06/30/96 10.14 0.032830 0.374786 116.1326 1,177.58
07/31/96 10.21 0.033848 0.385001 116.5176 1,189.64
08/31/96 10.18 0.033850 0.387438 116.9050 1,190.09
09/30/96 10.21 0.033172 0.379821 117.2848 1,197.48
10/31/96 10.26 0.034425 0.393521 117.6783 1,207.38
11/30/96 10.35 0.033330 0.378958 118.0573 1,221.89
12/31/96 10.29 0.033933 0.389314 118.4466 1,218.82
- ----------------------------------------------------------------------------------------------------------------------
01/31/97 10.27 0.035127 0.405129 118.8517 1,220.61
02/28/97 10.31 0.031423 0.362238 119.2139 1,229.10
03/31/97 10.16 0.035374 0.415066 119.6290 1,215.43
04/30/97 10.16 0.031918 0.375819 120.0048 1,219.25
05/31/97 10.25 0.033249 0.389272 120.3941 1,234.04
06/30/97 10.31 0.032115 0.375020 120.7691 1,245.13
07/31/97 10.48 0.032911 0.379259 121.1484 1,269.64
08/31/97 10.37 0.032631 0.381214 121.5296 1,260.26
09/30/97 10.44 0.031647 0.368395 121.8980 1,272.62
10/31/97 10.44 0.032667 0.381422 122.2794 1,276.60
11/30/97 10.44 0.031689 0.371160 122.6506 1,280.47
12/31/97 10.52 0.032657 0.380742 123.0313 1,294.29
01/31/98 10.56 0.032953 0.383925 123.4152 1,303.26
02/28/98 10.54 0.029496 0.345375 123.7606 1,304.44
03/31/98 10.51 0.032973 0.388274 124.1489 1,304.80
04/20/98 10.47 0.021112 0.250337 124.3992 1,302.46
04/30/98 10.41 0.010627 0.000000 0.000000 124.3992 1,296.32
05/21/98 10.49 0.022210 0.389415 124.7886 1,309.03
05/31/98 10.53 0.010509 0.000000 0.000000 124.7886 1,315.34
06/21/98 10.52 0.022173 0.387666 125.1763 1,316.85
06/30/98 10.51 0.009537 0.000000 0.000000 125.1763 1,316.80
07/21/98 10.49 0.021983 0.376121 125.5524 1,317.04
07/31/98 10.50 0.010390 0.000000 0.000000 125.5524 1,319.60
08/21/98 10.57 0.023793 0.406025 125.9584 1,331.38
08/31/98 10.62 0.008278 0.000000 0.000000 125.9584 1,338.72
09/18/98 10.64 0.020720 0.343282 126.3017 1,343.85
09/30/98 10.70 0.010299 0.000000 3.5894% 0.000000 126.3017 1,352.73
10/21/98 10.70 0.021497 0.375316 126.6770 1,355.44
10/31/98 10.66 0.010244 0.000000 3.5942% 0.000000 126.6770 1,351.67
11/20/98 10.62 0.022454 0.390032 127.0670 1,349.45
11/30/98 10.63 0.008096 0.000000 3.5936% 0.000000 127.0670 1,351.75
12/21/98 10.64 0.021315 0.009570 0.465526 127.5325 1,356.95
12/31/98 10.65 0.010218 3.5763% 0.000000 127.5325 1,359.52
- ----------------------------------------------------------------------------------------------------------------------
<CAPTION>
======================================================================================================================
Change For/(From) Year Trailing Trailing 3 Yr
Date 1 Month 2 Months 3 Months 12 Months to Date 3 Years Avg. Ann. Rtn.
======================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C>
08/10/92 - - - - - - - - - - - - - - - - - - - - - - -
08/31/92 -0.73% - - - - - - - - - - - - - - - - - - - -
09/30/92 0.51% - - - - - - - - - - - - - - - - - - - -
10/31/92 -0.48% 0.03% -0.70% - - - - - - - - - - - - - -
11/30/92 1.14% 0.66% 1.17% - - - - - - - - - - - - - -
12/31/92 0.74% 1.88% 1.40% - - - - - - - - - - - - - -
01/31/93 1.15% 1.92% 3.06% - - - - - - - - - - - - - -
02/28/93 2.18% 3.38% 4.12% - - - - - - - - - - - - - -
03/31/93 -0.97% 1.21% 2.35% - - - - - - - - - - - - - -
04/30/93 0.70% -0.28% 1.90% - - - 3.07% - - - - - - - -
05/31/93 0.22% 0.91% -0.06% - - - 3.29% - - - - - - - -
06/30/93 1.31% 1.54% 2.24% - - - 4.64% - - - - - - - -
07/31/93 -0.36% 0.94% 1.16% 5.49% 4.26% - - - - - - - -
08/31/93 1.60% 1.25% 2.56% 7.97% 5.93% - - - - - - - -
09/30/93 0.89% 2.50% 2.13% 8.38% 6.88% - - - - - - - -
10/31/93 0.12% 1.03% 2.63% 9.02% 7.00% - - - - - - - -
11/30/93 -0.47% -0.36% 0.53% 7.29% 6.50% - - - - - - - -
12/31/93 1.40% 0.92% 1.04% 7.99% 7.99% - - - - - - - -
- ----------------------------------------------------------------------------------------------------------------------
01/31/94 0.99% 2.39% 1.92% 7.83% 0.99% - - - - - - - -
02/28/94 -2.01% -1.05% 0.35% 3.40% -1.04% - - - - - - - -
03/31/94 -2.22% -4.23% -3.24% 2.09% -3.24% - - - - - - - -
04/30/94 0.33% -1.86% -3.88% 1.71% -2.92% - - - - - - - -
05/31/94 0.74% 1.05% -1.17% 2.25% -2.20% - - - - - - - -
06/30/94 -0.28% 0.47% 0.80% 0.65% -2.47% - - - - - - - -
07/31/94 1.03% 0.76% 1.50% 2.06% -1.46% - - - - - - - -
08/31/94 0.32% 1.35% 1.08% 0.77% -1.14% - - - - - - - -
09/30/94 -1.19% -0.88% 0.15% -1.30% -2.32% - - - - - - - -
10/31/94 -1.09% -2.27% -1.95% -2.49% -3.38% - - - - - - - -
11/30/94 -1.62% -2.66% -3.85% -3.62% -4.95% - - - - - - - -
12/31/94 1.20% -0.44% -1.53% -3.81% -3.81% - - - - - - - -
- ----------------------------------------------------------------------------------------------------------------------
01/31/95 1.50% 2.67% 1.05% -3.33% 1.50% - - - - - - - -
02/28/95 2.48% 4.07% 5.26% 1.10% 4.02% - - - - - - - -
03/31/95 0.95% 3.50% 5.00% 4.38% 5.00% - - - - - - - -
04/30/95 0.43% 1.41% 3.89% 4.48% 5.45% - - - - - - - -
05/31/95 2.24% 2.70% 3.65% 6.03% 7.81% - - - - - - - -
06/30/95 0.02% 2.27% 2.70% 6.35% 7.83% - - - - - - - -
07/31/95 0.82% 0.86% 3.09% 6.12% 8.71% - - - - - - - -
08/31/95 0.91% 1.74% 1.76% 6.75% 9.71% 16.14% 5.11%
09/30/95 0.21% 1.14% 1.95% 8.26% 9.94% 15.80% 5.01%
10/31/95 0.52% 0.74% 1.65% 10.02% 10.51% 16.96% 5.36%
11/30/95 0.80% 1.33% 1.54% 12.73% 11.40% 16.56% 5.24%
12/31/95 0.61% 1.43% 1.95% 12.08% 12.08% 16.42% 5.20%
- ----------------------------------------------------------------------------------------------------------------------
01/31/96 0.71% 1.34% 2.14% 11.21% 0.71% 15.92% 5.05%
02/29/96 -0.08% 0.63% 1.24% 8.43% 0.63% 13.35% 4.26%
03/31/96 -0.84% -0.93% -0.22% 6.51% -0.22% 13.49% 4.31%
04/30/96 -0.17% -1.01% -1.09% 5.87% -0.39% 12.51% 4.00%
05/31/96 -0.06% -0.23% -1.07% 3.49% -0.45% 12.20% 3.91%
06/30/96 0.42% 0.36% 0.19% 3.91% -0.03% 11.22% 3.61%
07/31/96 1.02% 1.45% 1.39% 4.12% 0.99% 12.77% 4.08%
08/31/96 0.04% 1.07% 1.49% 3.22% 1.03% 11.03% 3.55%
09/30/96 0.62% 0.67% 1.69% 3.64% 1.66% 10.74% 3.45%
10/31/96 0.83% 1.45% 1.49% 3.96% 2.50% 11.52% 3.70%
11/30/96 1.20% 2.05% 2.67% 4.37% 3.73% 13.39% 4.28%
12/31/96 -0.25% 0.96% 1.78% 3.47% 3.47% 11.55% 3.71%
- ----------------------------------------------------------------------------------------------------------------------
01/31/97 0.15% -0.11% 1.10% 2.89% 0.15% 10.61% 3.42%
02/28/97 0.70% 0.84% 0.59% 3.70% 0.84% 13.67% 4.36%
03/31/97 -1.11% -0.43% -0.28% 3.41% -0.28% 14.96% 4.75%
04/30/97 0.31% -0.81% -0.11% 3.91% 0.04% 14.95% 4.75%
05/31/97 1.21% 1.51% 0.40% 5.24% 1.25% 15.48% 4.91%
06/30/97 0.90% 2.13% 2.44% 5.74% 2.16% 16.84% 5.32%
07/31/97 1.97% 2.92% 4.13% 6.72% 4.17% 17.93% 5.64%
08/31/97 -0.74% 1.23% 2.12% 5.90% 3.40% 16.68% 5.27%
09/30/97 0.98% 0.24% 2.21% 6.27% 4.41% 19.24% 6.03%
10/31/97 0.31% 1.29% 0.55% 5.73% 4.74% 20.93% 6.53%
11/30/97 0.30% 0.62% 1.60% 4.79% 5.06% 23.30% 7.22%
12/31/97 1.08% 1.39% 1.70% 6.19% 6.19% 23.15% 7.18%
01/31/98 0.69% 1.79% 2.09% 6.77% 0.69% 22.17% 6.90%
02/28/98 0.09% 0.79% 1.87% 6.13% 0.78% 19.32% 6.06%
03/31/98 0.03% 0.12% 0.81% 7.35% 0.81% 18.24% 5.74%
04/20/98 -- -- -- -- 0.63% 17.52% --
04/30/98 -0.65% -0.62% -0.53% 6.32% 0.16% 16.97% 5.36%
05/21/98 0.50% -- -- -- 1.14% -- --
05/31/98 1.47% 0.81% 0.84% 6.59% 1.63% 16.09% 5.09%
06/21/98 0.60% 1.10% -- -- 1.74% -- --
06/30/98 0.11% 1.58% 0.92% 5.76% 1.74% 16.19% 5.12%
07/21/98 0.01% 0.61% 1.12% -- 1.76% -- --
07/31/98 0.21% 0.32% 1.80% 3.93% 1.96% 15.50% 4.91%
08/21/98 1.09% 1.10% 1.71% -- 2.87% -- --
08/31/98 1.45% 1.66% 1.78% 6.23% 3.43% 16.11% 5.10%
09/18/98 0.94% 2.04% 2.05% -- 3.83% -- --
09/30/98 1.05% 2.51% 2.73% 6.29% 4.52% 17.07% 5.39%
10/21/98 0.86% 1.81% 2.92% -- 4.72% -- --
10/31/98 -0.08% 0.97% 2.43% 5.88% 4.43% 16.38% 5.18%
11/20/98 -0.44% 0.42% 1.36% -- 4.26% -- --
11/30/98 0.01% -0.07% 0.97% 5.57% 4.44% 15.46% 4.90%
12/21/98 0.56% 0.11% 0.97% -- 4.84% -- --
12/31/98 0.57% 0.58% 0.50% 5.04% 5.04% 15.42% 4.89%
- ----------------------------------------------------------------------------------------------------------------------
<CAPTION>
==============================================================================
Trailing Trailing 5 Yr Total Since Avg. Ann. Rtn.
Date 5 Years Avg. Ann. Rtn. Inception Since Inc.
==============================================================================
<S> <C> <C> <C> <C>
08/10/92 - - - - - - - - - - - - - - - -
08/31/92 - - - - - - - - -0.73% - - - -
09/30/92 - - - - - - - - -0.22% - - - -
10/31/92 - - - - - - - - -0.70% - - - -
11/30/92 - - - - - - - - 0.44% - - - -
12/31/92 - - - - - - - - 1.18% - - - -
01/31/93 - - - - - - - - 2.34% 4.94%
02/28/93 - - - - - - - - 4.57% 8.37%
03/31/93 - - - - - - - - 3.56% 5.61%
04/30/93 - - - - - - - - 4.29% 5.98%
05/31/93 - - - - - - - - 4.51% 5.61%
06/30/93 - - - - - - - - 5.88% 6.62%
07/31/93 - - - - - - - - 5.49% 5.64%
08/31/93 - - - - - - - - 7.18% 6.76%
09/30/93 - - - - - - - - 8.14% 7.09%
10/31/93 - - - - - - - - 8.27% 6.69%
11/30/93 - - - - - - - - 7.76% 5.87%
12/31/93 - - - - - - - - 9.26% 6.56%
- ------------------------------------------------------------------------------
01/31/94 - - - - - - - - 10.35% 6.88%
02/28/94 - - - - - - - - 8.13% 5.15%
03/31/94 - - - - - - - - 5.72% 3.45%
04/30/94 - - - - - - - - 6.07% 3.48%
05/31/94 - - - - - - - - 6.86% 3.74%
06/30/94 - - - - - - - - 6.57% 3.42%
07/31/94 - - - - - - - - 7.66% 3.81%
08/31/94 - - - - - - - - 8.01% 3.81%
09/30/94 - - - - - - - - 6.73% 3.09%
10/31/94 - - - - - - - - 5.57% 2.46%
11/30/94 - - - - - - - - 3.85% 1.65%
12/31/94 - - - - - - - - 5.10% 2.10%
- ------------------------------------------------------------------------------
01/31/95 - - - - - - - - 6.67% 2.64%
02/28/95 - - - - - - - - 9.32% 3.55%
03/31/95 - - - - - - - - 10.35% 3.80%
04/30/95 - - - - - - - - 10.83% 3.85%
05/31/95 - - - - - - - - 13.31% 4.55%
06/30/95 - - - - - - - - 13.33% 4.42%
07/31/95 - - - - - - - - 14.26% 4.58%
08/31/95 - - - - - - - - 15.30% 4.76%
09/30/95 - - - - - - - - 15.54% 4.71%
10/31/95 - - - - - - - - 16.14% 4.75%
11/30/95 - - - - - - - - 17.07% 4.88%
12/31/95 - - - - - - - - 17.79% 4.94%
- ------------------------------------------------------------------------------
01/31/96 - - - - - - - - 18.63% 5.03%
02/29/96 - - - - - - - - 18.53% 4.89%
03/31/96 - - - - - - - - 17.54% 4.53%
04/30/96 - - - - - - - - 17.34% 4.38%
05/31/96 - - - - - - - - 17.26% 4.27%
06/30/96 - - - - - - - - 17.76% 4.29%
07/31/96 - - - - - - - - 18.96% 4.46%
08/31/96 - - - - - - - - 19.01% 4.38%
09/30/96 - - - - - - - - 19.75% 4.44%
10/31/96 - - - - - - - - 20.74% 4.56%
11/30/96 - - - - - - - - 22.19% 4.76%
12/31/96 - - - - - - - - 21.88% 4.60%
- ------------------------------------------------------------------------------
01/31/97 - - - - - - - - 22.06% 4.55%
02/28/97 - - - - - - - - 22.91% 4.63%
03/31/97 - - - - - - - - 21.54% 4.29%
04/30/97 - - - - - - - - 21.93% 4.28%
05/31/97 - - - - - - - - 23.40% 4.47%
06/30/97 - - - - - - - - 24.51% 4.58%
07/31/97 - - - - - - - - 26.96% 4.91%
08/31/97 26.95% 4.88% 26.03% 4.67%
09/30/97 27.54% 4.98% 27.26% 4.80%
10/31/97 28.55% 5.15% 27.66% 4.78%
11/30/97 27.49% 4.97% 28.05% 4.76%
12/31/97 27.92% 5.05% 29.43% 4.90%
01/31/98 27.35% 4.95% 30.33% 4.95%
02/28/98 24.74% 4.52% 30.44% 4.90%
03/31/98 25.99% 4.73% 30.48% 4.83%
04/20/98 -- -- 30.25% 4.75%
04/30/98 24.30% 4.44% 29.63% 4.64%
05/21/98 -- -- 30.90% 4.77%
05/31/98 25.86% 4.70% 31.53% 4.83%
06/21/98 -- -- 31.69% 4.80%
06/30/98 24.37% 4.46% 31.68% 4.78%
07/21/98 -- -- 31.70% 4.74%
07/31/98 25.09% 4.58% 31.96% 4.75%
08/21/98 -- -- 33.14% 4.86%
08/31/98 24.90% 4.54% 33.87% 4.93%
09/18/98 -- -- 34.39% 4.95%
09/30/98 25.09% 4.58% 35.27% 5.04%
10/21/98 -- -- 35.54% 5.03%
10/31/98 24.85% 4.54% 35.17% 4.96%
11/20/98 -- -- 34.95% 4.88%
11/30/98 25.45% 4.64% 35.18% 4.89%
12/21/98 -- -- 35.70% 4.91%
12/31/98 24.43% 4.47% 35.95% 4.92%
- ------------------------------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON INTERMEDIATE TAX-EXEMPT FUND
Institutional Shares
======================================================================================================================
Last 10 Day Dividend Trailing Dividend Total Extended
Date NAV Dividend Regular Cap Gain 12 Mo. yld Shares Shares Value
======================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
12/31/86 5.642 0.000000 177.2385 1,000.00
01/31/87 5.800 0.000000 177.2385 1,027.98
02/28/87 5.807 0.000000 177.2385 1,029.30
03/31/87 5.795 0.000000 177.2385 1,027.01
04/30/87 5.460 0.000000 177.2385 967.73
05/31/87 5.433 0.000000 177.2385 962.97
06/30/87 5.551 0.000000 177.2385 983.85
07/31/87 5.606 0.000000 177.2385 993.67
08/31/87 5.626 0.000000 177.2385 997.22
09/30/87 5.436 0.000000 177.2385 963.50
10/31/87 5.372 0.000000 177.2385 952.21
11/30/87 5.549 0.000000 177.2385 983.51
12/31/87 6.379 0.000000 177.2385 1,130.53
01/31/88 5.803 0.000000 177.2385 1,028.53
02/29/88 5.818 0.000000 177.2385 1,031.19
03/31/88 5.747 0.000000 177.2385 1,018.59
04/30/88 5.764 0.000000 177.2385 1,021.52
05/31/88 5.803 0.000000 177.2385 1,028.45
06/30/88 5.851 0.000000 177.2385 1,037.06
07/31/88 5.902 0.000000 177.2385 1,046.07
08/31/88 5.946 0.000000 177.2385 1,053.89
09/30/88 5.975 0.000000 177.2385 1,058.93
10/31/88 6.058 0.000000 177.2385 1,073.63
11/30/88 6.028 0.000000 177.2385 1,068.34
12/31/88 6.080 0.000000 177.2385 1,077.62
01/31/89 6.158 0.000000 177.2385 1,091.39
02/28/89 6.128 0.000000 177.2385 1,086.13
03/31/89 6.102 0.000000 177.2385 1,081.44
04/30/89 6.241 0.000000 177.2385 1,106.07
05/31/89 6.363 0.000000 177.2385 1,127.84
06/30/89 6.431 0.000000 177.2385 1,139.88
07/31/89 6.477 0.000000 177.2385 1,147.95
08/31/89 6.490 0.000000 177.2385 1,150.34
09/30/89 6.426 0.000000 177.2385 1,138.93
10/31/89 6.475 0.000000 177.2385 1,147.68
11/30/89 6.609 0.000000 177.2385 1,171.30
12/31/89 6.675 0.000000 177.2385 1,182.99
01/31/90 6.609 0.000000 177.2385 1,171.37
02/28/90 6.638 0.000000 177.2385 1,176.50
03/31/90 6.621 0.000000 177.2385 1,173.42
04/30/90 6.550 0.000000 177.2385 1,160.96
05/31/90 6.737 0.000000 177.2385 1,194.14
06/30/90 6.787 0.000000 177.2385 1,202.83
07/31/90 6.856 0.000000 177.2385 1,215.07
08/31/90 6.789 0.000000 177.2385 1,203.26
09/30/90 6.781 0.000000 177.2385 1,201.92
10/31/90 6.884 0.000000 177.2385 1,220.16
11/30/90 7.037 0.000000 177.2385 1,247.22
12/31/90 7.076 0.000000 177.2385 1,254.18
01/31/91 7.121 0.000000 177.2385 1,262.19
02/28/91 7.208 0.000000 177.2385 1,277.56
03/31/91 7.160 0.000000 177.2385 1,268.97
04/30/91 7.230 0.000000 177.2385 1,281.51
05/31/91 7.306 0.000000 177.2385 1,294.94
06/30/91 7.274 0.000000 177.2385 1,289.22
07/31/91 7.355 0.000000 177.2385 1,303.50
08/31/91 7.460 0.000000 177.2385 1,322.25
09/30/91 7.524 0.000000 177.2385 1,333.59
10/31/91 7.644 0.000000 177.2385 1,354.77
11/30/91 7.621 0.000000 177.2385 1,350.68
12/31/91 7.765 0.000000 177.2385 1,376.18
01/31/92 7.778 0.000000 177.2385 1,378.49
02/28/92 7.763 0.000000 177.2385 1,375.98
03/31/92 7.750 0.000000 177.2385 1,373.61
04/30/92 7.796 0.000000 177.2385 1,381.69
05/31/92 7.888 0.000000 177.2385 1,398.11
06/30/92 8.014 0.000000 177.2385 1,420.45
07/31/92 8.212 0.000000 177.2385 1,455.50
08/31/92 8.144 0.000000 177.2385 1,443.39
09/30/92 8.153 0.000000 177.2385 1,444.95
10/31/92 8.139 0.000000 177.2385 1,442.61
11/30/92 8.280 0.000000 177.2385 1,467.54
12/31/92 8.311 0.000000 177.2385 1,472.94
01/31/93 8.380 0.000000 177.2385 1,485.28
02/28/93 8.616 0.000000 177.2385 1,527.14
03/31/93 8.524 0.000000 177.2385 1,510.77
04/30/93 8.577 0.000000 177.2385 1,520.26
05/31/93 8.600 0.000000 177.2385 1,524.18
06/30/93 8.718 0.000000 177.2385 1,545.18
07/31/93 8.745 0.000000 177.2385 1,549.94
08/31/93 8.865 0.000000 177.2385 1,571.30
09/30/93 8.953 0.000000 177.2385 1,586.82
10/31/93 8.958 0.000000 177.2385 1,587.74
11/30/93 8.898 0.000000 177.2385 1,577.07
12/31/93 9.014 0.000000 177.2385 1,597.54
01/31/94 9.049 0.000000 177.2385 1,603.74
02/28/94 8.914 0.000000 177.2385 1,579.98
03/31/94 8.673 0.000000 177.2385 1,537.13
04/30/94 8.691 0.000000 177.2385 1,540.32
05/31/94 8.717 0.000000 177.2385 1,544.91
06/30/94 8.757 0.000000 177.2385 1,552.14
07/31/94 8.875 0.000000 177.2385 1,572.91
<CAPTION>
=================================================================================================
Change For/(From) Year
Date 1 Month 2 Months 3 Months 9 Months 12 Months to Date
=================================================================================================
<S> <C> <C> <C> <C> <C> <C>
12/31/86 - - - - - - - - - - - - - - -
01/31/87 2.80% - - - - - - - - - 2.80%
02/28/87 0.13% 2.93% - - - - - - 2.93%
03/31/87 -0.22% -0.09% 2.70% - - - 2.70%
04/30/87 -5.77% -5.98% -5.86% - - - -3.23%
05/31/87 -0.49% -6.24% -6.44% - - - -3.70%
06/30/87 2.17% 1.67% -4.20% - - - -1.62%
07/31/87 1.00% 3.19% 2.68% - - - -0.63%
08/31/87 0.36% 1.36% 3.56% - - - -0.28%
09/30/87 -3.38% -3.04% -2.07% - - - -3.65%
10/31/87 -1.17% -4.51% -4.17% - - - -4.78%
11/30/87 3.29% 2.08% -1.37% - - - -1.65%
12/31/87 14.95% 18.73% 17.34% 13.05% 13.05%
01/31/88 -9.02% 4.58% 8.02% 0.05% -9.02%
02/29/88 0.26% -8.79% 4.85% 0.18% -8.79%
03/31/88 -1.22% -0.97% -9.90% -0.82% -9.90%
04/30/88 0.29% -0.94% -0.68% 5.56% -9.64%
05/31/88 0.68% 0.97% -0.27% 6.80% -9.03%
06/30/88 0.84% 1.52% 1.81% 5.41% -8.27%
07/31/88 0.87% 1.71% 2.40% 5.27% -7.47%
08/31/88 0.75% 1.62% 2.47% 5.68% -6.78%
09/30/88 0.48% 1.23% 2.11% 9.90% -6.33%
10/31/88 1.39% 1.87% 2.63% 12.75% -5.03%
11/30/88 -0.49% 0.89% 1.37% 8.63% -5.50%
12/31/88 0.87% 0.37% 1.76% -4.68% -4.68%
01/31/89 1.28% 2.16% 1.65% 6.11% 1.28%
02/28/89 -0.48% 0.79% 1.66% 5.33% 0.79%
03/31/89 -0.43% -0.91% 0.35% 6.17% 0.35%
04/30/89 2.28% 1.84% 1.35% 8.28% 2.64%
05/31/89 1.97% 4.29% 3.84% 9.66% 4.66%
06/30/89 1.07% 3.06% 5.40% 9.91% 5.78%
07/31/89 0.71% 1.78% 3.79% 9.74% 6.53%
08/31/89 0.21% 0.92% 2.00% 9.15% 6.75%
09/30/89 -0.99% -0.79% -0.08% 7.56% 5.69%
10/31/89 0.77% -0.23% -0.02% 6.90% 6.50%
11/30/89 2.06% 2.84% 1.82% 9.64% 8.69%
12/31/89 1.00% 3.08% 3.87% 9.78% 9.78%
01/31/90 -0.98% 0.01% 2.06% 7.33% -0.98%
02/28/90 0.44% -0.55% 0.44% 8.32% -0.55%
03/31/90 -0.26% 0.17% -0.81% 8.51% -0.81%
04/30/90 -1.06% -1.32% -0.89% 4.96% -1.86%
05/31/90 2.86% 1.77% 1.50% 5.88% 0.94%
06/30/90 0.73% 3.61% 2.51% 5.52% 1.68%
07/31/90 1.02% 1.75% 4.66% 5.85% 2.71%
08/31/90 -0.97% 0.04% 0.76% 4.60% 1.71%
09/30/90 -0.11% -1.08% -0.08% 5.53% 1.60%
10/31/90 1.52% 1.40% 0.42% 6.32% 3.14%
11/30/90 2.22% 3.77% 3.65% 6.48% 5.43%
12/31/90 0.56% 2.79% 4.35% 6.02% 6.02%
01/31/91 0.64% 1.20% 3.44% 7.75% 0.64%
02/28/91 1.22% 1.86% 2.43% 8.59% 1.86%
03/31/91 -0.67% 0.54% 1.18% 8.14% 1.18%
04/30/91 0.99% 0.31% 1.53% 10.38% 2.18%
05/31/91 1.05% 2.05% 1.36% 8.44% 3.25%
06/30/91 -0.44% 0.60% 1.60% 7.18% 2.79%
07/31/91 1.11% 0.66% 1.72% 7.28% 3.93%
08/31/91 1.44% 2.56% 2.11% 9.89% 5.43%
09/30/91 0.86% 2.31% 3.44% 10.96% 6.33%
10/31/91 1.59% 2.46% 3.93% 11.03% 8.02%
11/30/91 -0.30% 1.28% 2.15% 8.29% 7.69%
12/31/91 1.89% 1.58% 3.19% 9.73% 9.73%
01/31/92 0.17% 2.06% 1.75% 9.21% 0.17%
02/28/92 -0.18% -0.01% 1.87% 7.70% -0.01%
03/31/92 -0.17% -0.35% -0.19% 8.25% -0.19%
04/30/92 0.59% 0.41% 0.23% 7.82% 0.40%
05/31/92 1.19% 1.78% 1.61% 7.97% 1.59%
06/30/92 1.60% 2.80% 3.41% 10.18% 3.22%
07/31/92 2.47% 4.11% 5.34% 11.66% 5.76%
08/31/92 -0.83% 1.62% 3.24% 9.16% 4.88%
09/30/92 0.11% -0.72% 1.73% 8.35% 5.00%
10/31/92 -0.16% -0.05% -0.89% 6.48% 4.83%
11/30/92 1.73% 1.56% 1.67% 8.65% 6.64%
12/31/92 0.37% 2.10% 1.94% 7.03% 7.03%
01/31/93 0.84% 1.21% 2.96% 7.75% 0.84%
02/28/93 2.82% 3.68% 4.06% 10.99% 3.68%
03/31/93 -1.07% 1.72% 2.57% 9.98% 2.57%
04/30/93 0.63% -0.45% 2.35% 10.03% 3.21%
05/31/93 0.26% 0.89% -0.19% 9.02% 3.48%
06/30/93 1.38% 1.64% 2.28% 8.78% 4.90%
07/31/93 0.31% 1.69% 1.95% 6.49% 5.23%
08/31/93 1.38% 1.69% 3.09% 8.86% 6.68%
09/30/93 0.99% 2.38% 2.69% 9.82% 7.73%
10/31/93 0.06% 1.05% 2.44% 10.06% 7.79%
11/30/93 -0.67% -0.61% 0.37% 7.46% 7.07%
12/31/93 1.30% 0.62% 0.68% 8.46% 8.46%
01/31/94 0.39% 1.69% 1.01% 7.98% 0.39%
02/28/94 -1.48% -1.10% 0.18% 3.46% -1.10%
03/31/94 -2.71% -4.15% -3.78% 1.74% -3.78%
04/30/94 0.21% -2.51% -3.95% 1.32% -3.58%
05/31/94 0.30% 0.51% -2.22% 1.36% -3.29%
06/30/94 0.47% 0.77% 0.98% 0.45% -2.84%
07/31/94 1.34% 1.81% 2.12% 1.48% -1.54%
<CAPTION>
======================================================================================
Trailing 3 Yr Trailing 5 Yr Trailing 10 Yr Trailing 10 Yr
Date Avg. Ann. Rtn. Avg. Ann. Rtn. Total Return Avg. Ann. Rtn.
======================================================================================
<S> <C> <C> <C> <C>
12/31/86 - - - - - - - - - - - - - - - -
01/31/87 - - - - - - - - - - - - - - - -
02/28/87 - - - - - - - - - - - - - - - -
03/31/87 - - - - - - - - - - - - - - - -
04/30/87 - - - - - - - - - - - - - - - -
05/31/87 - - - - - - - - - - - - - - - -
06/30/87 - - - - - - - - - - - - - - - -
07/31/87 - - - - - - - - - - - - - - - -
08/31/87 - - - - - - - - - - - - - - - -
09/30/87 - - - - - - - - - - - - - - - -
10/31/87 - - - - - - - - - - - - - - - -
11/30/87 - - - - - - - - - - - - - - - -
12/31/87 - - - - - - - - - - - - - - - -
01/31/88 - - - - - - - - - - - - - - - -
02/29/88 - - - - - - - - - - - - - - - -
03/31/88 - - - - - - - - - - - - - - - -
04/30/88 - - - - - - - - - - - - - - - -
05/31/88 - - - - - - - - - - - - - - - -
06/30/88 - - - - - - - - - - - - - - - -
07/31/88 - - - - - - - - - - - - - - - -
08/31/88 - - - - - - - - - - - - - - - -
09/30/88 - - - - - - - - - - - - - - - -
10/31/88 - - - - - - - - - - - - - - - -
11/30/88 - - - - - - - - - - - - - - - -
12/31/88 - - - - - - - - - - - - - - - -
01/31/89 - - - - - - - - - - - - - - - -
02/28/89 - - - - - - - - - - - - - - - -
03/31/89 - - - - - - - - - - - - - - - -
04/30/89 - - - - - - - - - - - - - - - -
05/31/89 - - - - - - - - - - - - - - - -
06/30/89 - - - - - - - - - - - - - - - -
07/31/89 - - - - - - - - - - - - - - - -
08/31/89 - - - - - - - - - - - - - - - -
09/30/89 - - - - - - - - - - - - - - - -
10/31/89 - - - - - - - - - - - - - - - -
11/30/89 - - - - - - - - - - - - - - - -
12/31/89 5.76% - - - - - - - - - - - -
01/31/90 4.44% - - - - - - - - - - - -
02/28/90 4.55% - - - - - - - - - - - -
03/31/90 4.54% - - - - - - - - - - - -
04/30/90 6.25% - - - - - - - - - - - -
05/31/90 7.43% - - - - - - - - - - - -
06/30/90 6.92% - - - - - - - - - - - -
07/31/90 6.93% - - - - - - - - - - - -
08/31/90 6.45% - - - - - - - - - - - -
09/30/90 7.64% - - - - - - - - - - - -
10/31/90 8.61% - - - - - - - - - - - -
11/30/90 8.23% - - - - - - - - - - - -
12/31/90 3.52% - - - - - - - - - - - -
01/31/91 7.06% - - - - - - - - - - - -
02/28/91 7.40% - - - - - - - - - - - -
03/31/91 7.60% - - - - - - - - - - - -
04/30/91 7.85% - - - - - - - - - - - -
05/31/91 7.98% - - - - - - - - - - - -
06/30/91 7.52% - - - - - - - - - - - -
07/31/91 7.61% - - - - - - - - - - - -
08/31/91 7.85% - - - - - - - - - - - -
09/30/91 7.99% - - - - - - - - - - - -
10/31/91 8.06% - - - - - - - - - - - -
11/30/91 8.13% - - - - - - - - - - - -
12/31/91 8.49% 6.59% - - - - - - - -
01/31/92 8.10% 6.04% - - - - - - - -
02/28/92 8.20% 5.97% - - - - - - - -
03/31/92 8.29% 5.98% - - - - - - - -
04/30/92 7.69% 7.37% - - - - - - - -
05/31/92 7.42% 7.73% - - - - - - - -
06/30/92 7.60% 7.61% - - - - - - - -
07/31/92 8.23% 7.92% - - - - - - - -
08/31/92 7.85% 7.67% - - - - - - - -
09/30/92 8.25% 8.43% - - - - - - - -
10/31/92 7.91% 8.65% - - - - - - - -
11/30/92 7.80% 8.32% - - - - - - - -
12/31/92 7.57% 5.43% - - - - - - - -
01/31/93 8.23% 7.62% - - - - - - - -
02/28/93 9.08% 8.17% - - - - - - - -
03/31/93 8.78% 8.20% - - - - - - - -
04/30/93 9.40% 8.27% - - - - - - - -
05/31/93 8.47% 8.18% - - - - - - - -
06/30/93 8.70% 8.30% - - - - - - - -
07/31/93 8.44% 8.18% - - - - - - - -
08/31/93 9.29% 8.31% - - - - - - - -
09/30/93 9.69% 8.42% - - - - - - - -
10/31/93 9.17% 8.14% - - - - - - - -
11/30/93 8.13% 8.10% - - - - - - - -
12/31/93 8.39% 8.19% - - - - - - - -
01/31/94 8.30% 8.00% - - - - - - - -
02/28/94 7.33% 7.78% - - - - - - - -
03/31/94 6.59% 7.28% - - - - - - - -
04/30/94 6.32% 6.84% - - - - - - - -
05/31/94 6.05% 6.49% - - - - - - - -
06/30/94 6.38% 6.37% - - - - - - - -
07/31/94 6.46% 6.50% - - - - - - - -
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON INTERMEDIATE TAX-EXEMPT FUND
Institutional Shares
======================================================================================================================
Last 10 Day Dividend Trailing Dividend Total Extended
Date NAV Dividend Regular Cap Gain 12 Mo. yld Shares Shares Value
======================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
08/31/94 8.894 0.000000 177.2385 1,576.34
09/30/94 8.733 0.000000 177.2385 1,547.78
10/31/94 8.709 0.000000 177.2385 1,543.57
11/30/94 8.563 0.000000 177.2385 1,517.76
12/31/94 8.687 0.000000 177.2385 1,539.74
01/31/95 8.798 0.000000 177.2385 1,559.41
02/28/95 9.011 0.000000 177.2385 1,597.12
03/31/95 9.090 0.000000 177.2385 1,611.14
04/30/95 9.108 0.000000 177.2385 1,614.33
05/31/95 9.282 0.000000 177.2385 1,645.14
06/30/95 9.270 0.000000 177.2385 1,642.96
07/31/95 9.373 0.000000 177.2385 1,661.33
08/31/95 9.385 0.000000 177.2385 1,663.46
09/30/95 9.457 0.000000 177.2385 1,676.07
10/31/95 9.566 0.000000 177.2385 1,695.48
11/30/95 9.632 0.000000 177.2385 1,707.14
12/31/95 9.682 0.000000 177.2385 1,715.98
01/31/96 9.711 0.000000 177.2385 1,721.10
02/29/96 9.741 0.000000 177.2385 1,726.40
03/31/96 9.602 0.000000 177.2385 1,701.85
04/30/96 9.617 0.000000 177.2385 1,704.54
05/31/96 9.632 0.000000 177.2385 1,707.23
06/30/96 9.654 0.000000 177.2385 1,711.12
07/31/96 9.757 0.000000 177.2385 1,729.23
08/31/96 9.846 0.000000 177.2385 1,745.10
09/30/96 9.807 0.000000 177.2385 1,738.26
10/31/96 9.921 0.000000 177.2385 1,758.39
11/30/96 10.046 0.000000 177.2385 1,780.51
12/31/96 10.039 0.000000 177.2385 1,779.23
01/31/97 10.002 0.000000 177.2385 1,772.82
02/28/97 10.124 0.000000 177.2385 1,794.28
03/31/97 10.000 0.000000 177.2385 1,772.38
04/30/97 9.990 0.036494 0.647470 177.8860 1,777.08
05/31/97 10.060 0.037894 0.670055 178.5561 1,796.27
06/30/97 10.110 0.036408 0.643014 179.1991 1,811.70
07/31/97 10.290 0.037499 0.653041 179.8521 1,850.68
08/31/97 10.150 0.037321 0.661306 180.5134 1,832.21
09/30/97 10.220 0.036288 0.640946 181.1543 1,851.40
10/31/97 10.230 0.037541 0.664781 181.8191 1,860.01
11/30/97 10.230 0.036511 0.648915 182.4680 1,866.65
12/31/97 10.270 0.037705 0.037000 1.327290 183.7953 1,887.58
01/31/98 10.310 0.037152 0.662305 184.4576 1,901.76
02/28/98 10.280 0.033504 0.601174 185.0588 1,902.40
03/31/98 10.240 0.036286 0.655766 185.7146 1,901.72
04/20/98 10.200 0.022982 0.418440 186.1330 1,898.56
04/30/98 10.140 0.011524 0.000000 0.000000 186.1330 1,889.53
05/21/98 10.230 0.024115 0.648445 186.7814 1,910.77
05/31/98 10.260 0.011333 0.000000 0.000000 186.7814 1,918.49
06/21/98 10.260 0.023772 0.639080 187.4205 1,922.93
06/30/98 10.250 0.010031 0.000000 0.000000 187.4205 1,922.94
07/21/98 10.220 0.023449 0.613976 188.0345 1,921.71
07/31/98 10.230 0.011150 0.000000 0.000000 188.0345 1,925.69
08/21/98 10.300 0.025801 0.674569 188.7091 1,943.70
08/31/98 10.350 0.008928 0.000000 0.000000 188.7091 1,954.82
09/18/98 10.380 0.022379 0.569163 189.2783 1,964.71
09/30/98 10.440 0.011102 0.000000 4.0734% 0.000000 189.2783 1,978.17
10/21/98 10.430 0.023224 0.622931 189.9012 1,980.67
10/31/98 10.410 0.011009 0.000000 4.0534% 0.000000 189.9012 1,978.96
11/20/98 10.360 0.024321 0.647607 190.5488 1,974.09
11/30/98 10.380 0.008857 0.000000 4.0330% 0.000000 190.5488 1,979.58
12/21/98 10.180 0.023245 0.205140 4.440686 194.9895 1,984.99
12/31/98 10.190 0.010714 4.0714% 0.000000 194.9895 1,989.03
- ----------------------------------------------------------------------------------------------------------------------
<CAPTION>
=================================================================================================
Change For/(From) Year
Date 1 Month 2 Months 3 Months 9 Months 12 Months to Date
=================================================================================================
<S> <C> <C> <C> <C> <C> <C>
08/31/94 0.22% 1.56% 2.03% 0.32% -1.33%
09/30/94 -1.81% -1.60% -0.28% -2.46% -3.12%
10/31/94 -0.27% -2.08% -1.87% -2.78% -3.38%
11/30/94 -1.67% -1.94% -3.72% -3.76% -4.99%
12/31/94 1.45% -0.25% -0.52% -3.62% -3.62%
01/31/95 1.28% 2.74% 1.03% -2.76% 1.28%
02/28/95 2.42% 3.73% 5.23% 1.09% 3.73%
03/31/95 0.88% 3.32% 4.64% 4.82% 4.64%
04/30/95 0.20% 1.08% 3.52% 4.80% 4.84%
05/31/95 1.91% 2.11% 3.01% 6.49% 6.85%
06/30/95 -0.13% 1.77% 1.97% 5.85% 6.70%
07/31/95 1.12% 0.98% 2.91% 5.62% 7.90%
08/31/95 0.13% 1.25% 1.11% 5.53% 8.04%
09/30/95 0.76% 0.89% 2.01% 8.29% 8.85%
10/31/95 1.16% 1.92% 2.06% 9.84% 10.11%
11/30/95 0.69% 1.85% 2.63% 12.48% 10.87%
12/31/95 0.52% 1.21% 2.38% 11.45% 11.45%
01/31/96 0.30% 0.82% 1.51% 10.37% 0.30%
02/29/96 0.31% 0.61% 1.13% 8.09% 0.61%
03/31/96 -1.42% -1.12% -0.82% 5.63% -0.82%
04/30/96 0.16% -1.27% -0.96% 5.59% -0.67%
05/31/96 0.16% 0.32% -1.11% 3.77% -0.51%
06/30/96 0.23% 0.39% 0.54% 4.15% -0.28%
07/31/96 1.06% 1.29% 1.45% 4.09% 0.77%
08/31/96 0.92% 1.99% 2.22% 4.91% 1.70%
09/30/96 -0.39% 0.52% 1.59% 3.71% 1.30%
10/31/96 1.16% 0.76% 1.69% 3.71% 2.47%
11/30/96 1.26% 2.43% 2.03% 4.30% 3.76%
12/31/96 -0.07% 1.19% 2.36% 3.69% 3.69%
01/31/97 -0.36% -0.43% 0.82% 3.01% -0.36%
02/28/97 1.21% 0.85% 0.77% 3.93% 0.85%
03/31/97 -1.22% -0.03% -0.38% 4.14% -0.38%
04/30/97 0.27% -0.96% 0.24% 4.26% -0.12%
05/31/97 1.08% 1.35% 0.11% 5.22% 0.96%
06/30/97 0.86% 1.95% 2.22% 5.88% 1.82%
07/31/97 2.15% 3.03% 4.14% 7.02% 4.02%
08/31/97 -1.00% 1.13% 2.00% 4.99% 2.98%
09/30/97 1.05% 0.04% 2.19% 6.51% 4.06%
10/31/97 0.47% 1.52% 0.50% 5.78% 4.54%
11/30/97 0.36% 0.82% 1.88% 4.84% 4.91%
12/31/97 1.12% 1.48% 1.95% 6.50% 6.09% 6.09%
01/31/98 0.75% 1.88% 2.24% 7.02% 7.27% 0.75%
02/28/98 0.03% 0.79% 1.92% 5.91% 6.03% 0.79%
03/31/98 -0.04% -0.00% 0.75% 4.97% 7.30% 0.75%
04/20/98 -- -- -- -- -- 0.58%
04/30/98 -0.64% -0.68% -0.64% 2.10% 6.33% 0.10%
05/21/98 0.64% -- -- -- -- 1.23%
05/31/98 1.53% 0.88% 0.85% 4.71% 6.80% 1.64%
06/21/98 0.64% 1.28% -- -- -- 1.87%
06/30/98 0.23% 1.77% 1.12% 3.86% 6.14% 1.87%
07/21/98 -0.06% 0.57% 1.22% -- -- 1.81%
07/31/98 0.14% 0.38% 1.91% 3.53% 4.05% 2.02%
08/21/98 1.14% 1.08% 1.72% -- -- 2.97%
08/31/98 1.51% 1.66% 1.89% 4.72% 6.69% 3.56%
09/18/98 1.08% 2.24% 2.17% -- -- 4.09%
09/30/98 1.19% 2.73% 2.87% 4.80% 6.85% 4.80%
10/21/98 0.81% 1.90% 3.07% -- -- 4.93%
10/31/98 0.04% 1.23% 2.77% 4.06% 6.40% 4.84%
11/20/98 -0.33% 0.48% 1.56% -- -- 4.58%
11/30/98 0.03% 0.07% 1.27% 4.06% 6.05% 4.87%
12/21/98 0.55% 0.22% 1.03% -- -- 5.16%
12/31/98 0.48% 0.51% 0.55% 4.59% 5.37% 5.37%
- -------------------------------------------------------------------------------------------------
<CAPTION>
======================================================================================
Trailing 3 Yr Trailing 5 Yr Trailing 10 Yr Trailing 10 Yr
Date Avg. Ann. Rtn. Avg. Ann. Rtn. Total Return Avg. Ann. Rtn.
======================================================================================
<S> <C> <C> <C> <C>
08/31/94 6.03% 6.50% - - - - - - - -
09/30/94 5.09% 6.32% - - - - - - - -
10/31/94 4.44% 6.10% - - - - - - - -
11/30/94 3.96% 5.32% - - - - - - - -
12/31/94 3.81% 5.41% - - - - - - - -
01/31/95 4.19% 5.89% - - - - - - - -
02/28/95 5.09% 6.30% - - - - - - - -
03/31/95 5.46% 6.54% - - - - - - - -
04/30/95 5.32% 6.81% - - - - - - - -
05/31/95 5.57% 6.61% - - - - - - - -
06/30/95 4.97% 6.43% - - - - - - - -
07/31/95 4.51% 6.45% - - - - - - - -
08/31/95 4.84% 6.69% - - - - - - - -
09/30/95 5.07% 6.87% - - - - - - - -
10/31/95 5.53% 6.80% - - - - - - - -
11/30/95 5.17% 6.48% - - - - - - - -
12/31/95 5.22% 6.47% - - - - - - - -
01/31/96 5.03% 6.40% - - - - - - - -
02/29/96 4.17% 6.20% - - - - - - - -
03/31/96 4.05% 6.04% - - - - - - - -
04/30/96 3.88% 5.86% - - - - - - - -
05/31/96 3.85% 5.68% - - - - - - - -
06/30/96 3.46% 5.82% - - - - - - - -
07/31/96 3.71% 5.81% - - - - - - - -
08/31/96 3.56% 5.70% - - - - - - - -
09/30/96 3.08% 5.44% - - - - - - - -
10/31/96 3.46% 5.35% - - - - - - - -
11/30/96 4.12% 5.68% - - - - - - - -
12/31/96 3.65% 5.27% 77.92% 5.93%
01/31/97 3.39% 5.15% 72.46% 5.60%
02/28/97 4.33% 5.45% 74.32% 5.71%
03/31/97 4.86% 5.23% 72.58% 5.60%
04/30/97 4.88% 5.16% 83.63% 6.26%
05/31/97 5.15% 5.14% 86.53% 6.43%
06/30/97 5.28% 4.98% 84.14% 6.29%
07/31/97 5.57% 4.92% 86.25% 6.41%
08/31/97 5.14% 4.88% 83.73% 6.27%
09/30/97 6.15% 5.08% 92.15% 6.74%
10/31/97 6.41% 5.21% 95.34% 6.92%
11/30/97 7.13% 4.93% 89.79% 6.61%
12/31/97 7.02% 5.08% 66.96% 5.26%
01/31/98 6.83% 5.06% 84.90% 6.33%
02/28/98 6.00% 4.49% 84.49% 6.31%
03/31/98 5.68% 4.71% 86.70% 6.44%
04/20/98 -- -- -- --
04/30/98 5.38% 4.44% 84.97% 6.34%
05/21/98 -- -- -- --
05/31/98 5.25% 4.71% 86.54% 6.43%
06/21/98 -- -- -- --
06/30/98 5.38% 4.47% 85.42% 6.37%
07/21/98 -- -- -- --
07/31/98 5.04% 4.43% 84.09% 6.29%
08/21/98 -- -- -- --
08/31/98 5.52% 4.46% 85.49% 6.37%
09/18/98 -- -- -- --
09/30/98 5.67% 4.50% 86.81% 6.44%
10/21/98 -- -- -- --
10/31/98 5.28% 4.50% 84.32% 6.30%
11/20/98 -- -- -- --
11/30/98 5.05% 4.65% 85.29% 6.36%
12/21/98 -- -- -- --
12/31/98 5.04% 4.48% 84.58% 6.32%
- --------------------------------------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON INTERMEDIATE TAX-EXEMPT FUND
Investor Shares
=================================================================================================================================
Last 10 Day Dividend Trailing Dividend Total Extended
Date NAV Dividend Regular Cap Gain 12 Mo. yld Shares Shares Value
=================================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
12/31/86 5.642 0.000000 177.2385 1,000.00
01/31/87 5.800 0.000000 177.2385 1,027.98
02/28/87 5.807 0.000000 177.2385 1,029.30
03/31/87 5.795 0.000000 177.2385 1,027.01
04/30/87 5.460 0.000000 177.2385 967.73
05/31/87 5.433 0.000000 177.2385 962.97
06/30/87 5.551 0.000000 177.2385 983.85
07/31/87 5.606 0.000000 177.2385 993.67
08/31/87 5.626 0.000000 177.2385 997.22
09/30/87 5.436 0.000000 177.2385 963.50
10/31/87 5.372 0.000000 177.2385 952.21
11/30/87 5.549 0.000000 177.2385 983.51
12/31/87 6.379 0.000000 177.2385 1,130.53
01/31/88 5.803 0.000000 177.2385 1,028.53
02/29/88 5.818 0.000000 177.2385 1,031.19
03/31/88 5.747 0.000000 177.2385 1,018.59
04/30/88 5.764 0.000000 177.2385 1,021.52
05/31/88 5.803 0.000000 177.2385 1,028.45
06/30/88 5.851 0.000000 177.2385 1,037.06
07/31/88 5.902 0.000000 177.2385 1,046.07
08/31/88 5.946 0.000000 177.2385 1,053.89
09/30/88 5.975 0.000000 177.2385 1,058.93
10/31/88 6.058 0.000000 177.2385 1,073.63
11/30/88 6.028 0.000000 177.2385 1,068.34
12/31/88 6.080 0.000000 177.2385 1,077.62
01/31/89 6.158 0.000000 177.2385 1,091.39
02/28/89 6.128 0.000000 177.2385 1,086.13
03/31/89 6.102 0.000000 177.2385 1,081.44
04/30/89 6.241 0.000000 177.2385 1,106.07
05/31/89 6.363 0.000000 177.2385 1,127.84
06/30/89 6.431 0.000000 177.2385 1,139.88
07/31/89 6.477 0.000000 177.2385 1,147.95
08/31/89 6.490 0.000000 177.2385 1,150.34
09/30/89 6.426 0.000000 177.2385 1,138.93
10/31/89 6.475 0.000000 177.2385 1,147.68
11/30/89 6.609 0.000000 177.2385 1,171.30
12/31/89 6.675 0.000000 177.2385 1,182.99
01/31/90 6.609 0.000000 177.2385 1,171.37
02/28/90 6.638 0.000000 177.2385 1,176.50
03/31/90 6.621 0.000000 177.2385 1,173.42
04/30/90 6.550 0.000000 177.2385 1,160.96
05/31/90 6.737 0.000000 177.2385 1,194.14
06/30/90 6.787 0.000000 177.2385 1,202.83
07/31/90 6.856 0.000000 177.2385 1,215.07
08/31/90 6.789 0.000000 177.2385 1,203.26
09/30/90 6.781 0.000000 177.2385 1,201.92
10/31/90 6.884 0.000000 177.2385 1,220.16
11/30/90 7.037 0.000000 177.2385 1,247.22
12/31/90 7.076 0.000000 177.2385 1,254.18
01/31/91 7.121 0.000000 177.2385 1,262.19
02/28/91 7.208 0.000000 177.2385 1,277.56
03/31/91 7.160 0.000000 177.2385 1,268.97
04/30/91 7.230 0.000000 177.2385 1,281.51
05/31/91 7.306 0.000000 177.2385 1,294.94
06/30/91 7.274 0.000000 177.2385 1,289.22
07/31/91 7.355 0.000000 177.2385 1,303.50
08/31/91 7.460 0.000000 177.2385 1,322.25
09/30/91 7.524 0.000000 177.2385 1,333.59
10/31/91 7.644 0.000000 177.2385 1,354.77
11/30/91 7.621 0.000000 177.2385 1,350.68
12/31/91 7.765 0.000000 177.2385 1,376.18
01/31/92 7.778 0.000000 177.2385 1,378.49
02/28/92 7.763 0.000000 177.2385 1,375.98
03/31/92 7.750 0.000000 177.2385 1,373.61
04/30/92 7.796 0.000000 177.2385 1,381.69
05/31/92 7.888 0.000000 177.2385 1,398.11
06/30/92 8.014 0.000000 177.2385 1,420.45
07/31/92 8.212 0.000000 177.2385 1,455.50
08/31/92 8.144 0.000000 177.2385 1,443.39
09/30/92 8.153 0.000000 177.2385 1,444.95
10/31/92 8.139 0.000000 177.2385 1,442.61
11/30/92 8.280 0.000000 177.2385 1,467.54
12/31/92 8.311 0.000000 177.2385 1,472.94
01/31/93 8.380 0.000000 177.2385 1,485.28
02/28/93 8.616 0.000000 177.2385 1,527.14
03/31/93 8.524 0.000000 177.2385 1,510.77
04/30/93 8.577 0.000000 177.2385 1,520.26
05/31/93 8.600 0.000000 177.2385 1,524.18
06/30/93 8.718 0.000000 177.2385 1,545.18
07/31/93 8.745 0.000000 177.2385 1,549.94
08/31/93 8.865 0.000000 177.2385 1,571.30
09/30/93 8.953 0.000000 177.2385 1,586.82
10/31/93 8.958 0.000000 177.2385 1,587.74
11/30/93 8.898 0.000000 177.2385 1,577.07
12/31/93 9.014 0.000000 177.2385 1,597.54
01/31/94 9.049 0.000000 177.2385 1,603.74
02/28/94 8.914 0.000000 177.2385 1,579.98
03/31/94 8.673 0.000000 177.2385 1,537.13
04/30/94 8.691 0.000000 177.2385 1,540.32
05/31/94 8.717 0.000000 177.2385 1,544.91
06/30/94 8.757 0.000000 177.2385 1,552.14
07/31/94 8.875 0.000000 177.2385 1,572.91
<CAPTION>
====================================================================================================
Change For/(From) Year
Date 1 Month 2 Months 3 Months 8 Months 12 Months to Date
====================================================================================================
<S> <C> <C> <C> <C> <C> <C>
12/31/86 - - - - - - - - - - - - - - -
01/31/87 2.80% - - - - - - - - - 2.80%
02/28/87 0.13% 2.93% - - - - - - 2.93%
03/31/87 -0.22% -0.09% 2.70% - - - 2.70%
04/30/87 -5.77% -5.98% -5.86% - - - -3.23%
05/31/87 -0.49% -6.24% -6.44% - - - -3.70%
06/30/87 2.17% 1.67% -4.20% - - - -1.62%
07/31/87 1.00% 3.19% 2.68% - - - -0.63%
08/31/87 0.36% 1.36% 3.56% - - - -0.28%
09/30/87 -3.38% -3.04% -2.07% - - - -3.65%
10/31/87 -1.17% -4.51% -4.17% - - - -4.78%
11/30/87 3.29% 2.08% -1.37% - - - -1.65%
12/31/87 14.95% 18.73% 17.34% 13.05% 13.05%
01/31/88 -9.02% 4.58% 8.02% 0.05% -9.02%
02/29/88 0.26% -8.79% 4.85% 0.18% -8.79%
03/31/88 -1.22% -0.97% -9.90% -0.82% -9.90%
04/30/88 0.29% -0.94% -0.68% 5.56% -9.64%
05/31/88 0.68% 0.97% -0.27% 6.80% -9.03%
06/30/88 0.84% 1.52% 1.81% 5.41% -8.27%
07/31/88 0.87% 1.71% 2.40% 5.27% -7.47%
08/31/88 0.75% 1.62% 2.47% 5.68% -6.78%
09/30/88 0.48% 1.23% 2.11% 9.90% -6.33%
10/31/88 1.39% 1.87% 2.63% 12.75% -5.03%
11/30/88 -0.49% 0.89% 1.37% 8.63% -5.50%
12/31/88 0.87% 0.37% 1.76% -4.68% -4.68%
01/31/89 1.28% 2.16% 1.65% 6.11% 1.28%
02/28/89 -0.48% 0.79% 1.66% 5.33% 0.79%
03/31/89 -0.43% -0.91% 0.35% 6.17% 0.35%
04/30/89 2.28% 1.84% 1.35% 8.28% 2.64%
05/31/89 1.97% 4.29% 3.84% 9.66% 4.66%
06/30/89 1.07% 3.06% 5.40% 9.91% 5.78%
07/31/89 0.71% 1.78% 3.79% 9.74% 6.53%
08/31/89 0.21% 0.92% 2.00% 9.15% 6.75%
09/30/89 -0.99% -0.79% -0.08% 7.56% 5.69%
10/31/89 0.77% -0.23% -0.02% 6.90% 6.50%
11/30/89 2.06% 2.84% 1.82% 9.64% 8.69%
12/31/89 1.00% 3.08% 3.87% 9.78% 9.78%
01/31/90 -0.98% 0.01% 2.06% 7.33% -0.98%
02/28/90 0.44% -0.55% 0.44% 8.32% -0.55%
03/31/90 -0.26% 0.17% -0.81% 8.51% -0.81%
04/30/90 -1.06% -1.32% -0.89% 4.96% -1.86%
05/31/90 2.86% 1.77% 1.50% 5.88% 0.94%
06/30/90 0.73% 3.61% 2.51% 5.52% 1.68%
07/31/90 1.02% 1.75% 4.66% 5.85% 2.71%
08/31/90 -0.97% 0.04% 0.76% 4.60% 1.71%
09/30/90 -0.11% -1.08% -0.08% 5.53% 1.60%
10/31/90 1.52% 1.40% 0.42% 6.32% 3.14%
11/30/90 2.22% 3.77% 3.65% 6.48% 5.43%
12/31/90 0.56% 2.79% 4.35% 6.02% 6.02%
01/31/91 0.64% 1.20% 3.44% 7.75% 0.64%
02/28/91 1.22% 1.86% 2.43% 8.59% 1.86%
03/31/91 -0.67% 0.54% 1.18% 8.14% 1.18%
04/30/91 0.99% 0.31% 1.53% 10.38% 2.18%
05/31/91 1.05% 2.05% 1.36% 8.44% 3.25%
06/30/91 -0.44% 0.60% 1.60% 7.18% 2.79%
07/31/91 1.11% 0.66% 1.72% 7.28% 3.93%
08/31/91 1.44% 2.56% 2.11% 9.89% 5.43%
09/30/91 0.86% 2.31% 3.44% 10.96% 6.33%
10/31/91 1.59% 2.46% 3.93% 11.03% 8.02%
11/30/91 -0.30% 1.28% 2.15% 8.29% 7.69%
12/31/91 1.89% 1.58% 3.19% 9.73% 9.73%
01/31/92 0.17% 2.06% 1.75% 9.21% 0.17%
02/28/92 -0.18% -0.01% 1.87% 7.70% -0.01%
03/31/92 -0.17% -0.35% -0.19% 8.25% -0.19%
04/30/92 0.59% 0.41% 0.23% 7.82% 0.40%
05/31/92 1.19% 1.78% 1.61% 7.97% 1.59%
06/30/92 1.60% 2.80% 3.41% 10.18% 3.22%
07/31/92 2.47% 4.11% 5.34% 11.66% 5.76%
08/31/92 -0.83% 1.62% 3.24% 9.16% 4.88%
09/30/92 0.11% -0.72% 1.73% 8.35% 5.00%
10/31/92 -0.16% -0.05% -0.89% 6.48% 4.83%
11/30/92 1.73% 1.56% 1.67% 8.65% 6.64%
12/31/92 0.37% 2.10% 1.94% 7.03% 7.03%
01/31/93 0.84% 1.21% 2.96% 7.75% 0.84%
02/28/93 2.82% 3.68% 4.06% 10.99% 3.68%
03/31/93 -1.07% 1.72% 2.57% 9.98% 2.57%
04/30/93 0.63% -0.45% 2.35% 10.03% 3.21%
05/31/93 0.26% 0.89% -0.19% 9.02% 3.48%
06/30/93 1.38% 1.64% 2.28% 8.78% 4.90%
07/31/93 0.31% 1.69% 1.95% 6.49% 5.23%
08/31/93 1.38% 1.69% 3.09% 8.86% 6.68%
09/30/93 0.99% 2.38% 2.69% 9.82% 7.73%
10/31/93 0.06% 1.05% 2.44% 10.06% 7.79%
11/30/93 -0.67% -0.61% 0.37% 7.46% 7.07%
12/31/93 1.30% 0.62% 0.68% 8.46% 8.46%
01/31/94 0.39% 1.69% 1.01% 7.98% 0.39%
02/28/94 -1.48% -1.10% 0.18% 3.46% -1.10%
03/31/94 -2.71% -4.15% -3.78% 1.74% -3.78%
04/30/94 0.21% -2.51% -3.95% 1.32% -3.58%
05/31/94 0.30% 0.51% -2.22% 1.36% -3.29%
06/30/94 0.47% 0.77% 0.98% 0.45% -2.84%
07/31/94 1.34% 1.81% 2.12% 1.48% -1.54%
<CAPTION>
===============================================================================================
Trailing 3 Yr Trailing 5 Yr Trailing 10 Yr Trailing 10 Yr
Date Avg. Ann. Rtn. Avg. Ann. Rtn. Total Return Avg. Ann. Rtn.
===============================================================================================
<S> <C> <C> <C> <C>
12/31/86 - - - - - - - - - - - - - - - -
01/31/87 - - - - - - - - - - - - - - - -
02/28/87 - - - - - - - - - - - - - - - -
03/31/87 - - - - - - - - - - - - - - - -
04/30/87 - - - - - - - - - - - - - - - -
05/31/87 - - - - - - - - - - - - - - - -
06/30/87 - - - - - - - - - - - - - - - -
07/31/87 - - - - - - - - - - - - - - - -
08/31/87 - - - - - - - - - - - - - - - -
09/30/87 - - - - - - - - - - - - - - - -
10/31/87 - - - - - - - - - - - - - - - -
11/30/87 - - - - - - - - - - - - - - - -
12/31/87 - - - - - - - - - - - - - - - -
01/31/88 - - - - - - - - - - - - - - - -
02/29/88 - - - - - - - - - - - - - - - -
03/31/88 - - - - - - - - - - - - - - - -
04/30/88 - - - - - - - - - - - - - - - -
05/31/88 - - - - - - - - - - - - - - - -
06/30/88 - - - - - - - - - - - - - - - -
07/31/88 - - - - - - - - - - - - - - - -
08/31/88 - - - - - - - - - - - - - - - -
09/30/88 - - - - - - - - - - - - - - - -
10/31/88 - - - - - - - - - - - - - - - -
11/30/88 - - - - - - - - - - - - - - - -
12/31/88 - - - - - - - - - - - - - - - -
01/31/89 - - - - - - - - - - - - - - - -
02/28/89 - - - - - - - - - - - - - - - -
03/31/89 - - - - - - - - - - - - - - - -
04/30/89 - - - - - - - - - - - - - - - -
05/31/89 - - - - - - - - - - - - - - - -
06/30/89 - - - - - - - - - - - - - - - -
07/31/89 - - - - - - - - - - - - - - - -
08/31/89 - - - - - - - - - - - - - - - -
09/30/89 - - - - - - - - - - - - - - - -
10/31/89 - - - - - - - - - - - - - - - -
11/30/89 - - - - - - - - - - - - - - - -
12/31/89 5.76% - - - - - - - - - - - -
01/31/90 4.44% - - - - - - - - - - - -
02/28/90 4.55% - - - - - - - - - - - -
03/31/90 4.54% - - - - - - - - - - - -
04/30/90 6.25% - - - - - - - - - - - -
05/31/90 7.43% - - - - - - - - - - - -
06/30/90 6.92% - - - - - - - - - - - -
07/31/90 6.93% - - - - - - - - - - - -
08/31/90 6.45% - - - - - - - - - - - -
09/30/90 7.64% - - - - - - - - - - - -
10/31/90 8.61% - - - - - - - - - - - -
11/30/90 8.23% - - - - - - - - - - - -
12/31/90 3.52% - - - - - - - - - - - -
01/31/91 7.06% - - - - - - - - - - - -
02/28/91 7.40% - - - - - - - - - - - -
03/31/91 7.60% - - - - - - - - - - - -
04/30/91 7.85% - - - - - - - - - - - -
05/31/91 7.98% - - - - - - - - - - - -
06/30/91 7.52% - - - - - - - - - - - -
07/31/91 7.61% - - - - - - - - - - - -
08/31/91 7.85% - - - - - - - - - - - -
09/30/91 7.99% - - - - - - - - - - - -
10/31/91 8.06% - - - - - - - - - - - -
11/30/91 8.13% - - - - - - - - - - - -
12/31/91 8.49% 6.59% - - - - - - - -
01/31/92 8.10% 6.04% - - - - - - - -
02/28/92 8.20% 5.97% - - - - - - - -
03/31/92 8.29% 5.98% - - - - - - - -
04/30/92 7.69% 7.37% - - - - - - - -
05/31/92 7.42% 7.73% - - - - - - - -
06/30/92 7.60% 7.61% - - - - - - - -
07/31/92 8.23% 7.92% - - - - - - - -
08/31/92 7.85% 7.67% - - - - - - - -
09/30/92 8.25% 8.43% - - - - - - - -
10/31/92 7.91% 8.65% - - - - - - - -
11/30/92 7.80% 8.32% - - - - - - - -
12/31/92 7.57% 5.43% - - - - - - - -
01/31/93 8.23% 7.62% - - - - - - - -
02/28/93 9.08% 8.17% - - - - - - - -
03/31/93 8.78% 8.20% - - - - - - - -
04/30/93 9.40% 8.27% - - - - - - - -
05/31/93 8.47% 8.18% - - - - - - - -
06/30/93 8.70% 8.30% - - - - - - - -
07/31/93 8.44% 8.18% - - - - - - - -
08/31/93 9.29% 8.31% - - - - - - - -
09/30/93 9.69% 8.42% - - - - - - - -
10/31/93 9.17% 8.14% - - - - - - - -
11/30/93 8.13% 8.10% - - - - - - - -
12/31/93 8.39% 8.19% - - - - - - - -
01/31/94 8.30% 8.00% - - - - - - - -
02/28/94 7.33% 7.78% - - - - - - - -
03/31/94 6.59% 7.28% - - - - - - - -
04/30/94 6.32% 6.84% - - - - - - - -
05/31/94 6.05% 6.49% - - - - - - - -
06/30/94 6.38% 6.37% - - - - - - - -
07/31/94 6.46% 6.50% - - - - - - - -
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON INTERMEDIATE TAX-EXEMPT FUND
Investor Shares
=================================================================================================================================
Last 10 Day Dividend Trailing Dividend Total Extended
Date NAV Dividend Regular Cap Gain 12 Mo. yld Shares Shares Value
=================================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
08/31/94 8.894 0.000000 177.2385 1,576.34
09/30/94 8.733 0.000000 177.2385 1,547.78
10/31/94 8.709 0.000000 177.2385 1,543.57
11/30/94 8.563 0.000000 177.2385 1,517.76
12/31/94 8.687 0.000000 177.2385 1,539.74
01/31/95 8.798 0.000000 177.2385 1,559.41
02/28/95 9.011 0.000000 177.2385 1,597.12
03/31/95 9.090 0.000000 177.2385 1,611.14
04/30/95 9.108 0.000000 177.2385 1,614.33
05/31/95 9.282 0.000000 177.2385 1,645.14
06/30/95 9.270 0.000000 177.2385 1,642.96
07/31/95 9.373 0.000000 177.2385 1,661.33
08/31/95 9.385 0.000000 177.2385 1,663.46
09/30/95 9.457 0.000000 177.2385 1,676.07
10/31/95 9.566 0.000000 177.2385 1,695.48
11/30/95 9.632 0.000000 177.2385 1,707.14
12/31/95 9.682 0.000000 177.2385 1,715.98
01/31/96 9.711 0.000000 177.2385 1,721.10
02/29/96 9.741 0.000000 177.2385 1,726.40
03/31/96 9.602 0.000000 177.2385 1,701.85
04/30/96 9.617 0.000000 177.2385 1,704.54
05/31/96 9.632 0.000000 177.2385 1,707.23
06/30/96 9.654 0.000000 177.2385 1,711.12
07/31/96 9.757 0.000000 177.2385 1,729.23
08/31/96 9.846 0.000000 177.2385 1,745.10
09/30/96 9.807 0.000000 177.2385 1,738.26
10/31/96 9.921 0.000000 177.2385 1,758.39
11/30/96 10.046 0.000000 177.2385 1,780.51
12/31/96 10.039 0.000000 177.2385 1,779.23
01/31/97 10.002 0.000000 177.2385 1,772.82
02/28/97 10.124 0.000000 177.2385 1,794.28
03/31/97 10.000 0.000000 177.2385 1,772.38
04/30/97 9.990 0.036494 0.647470 177.8860 1,777.08
05/31/97 10.070 0.035364 0.624703 178.5107 1,797.60
06/30/97 10.110 0.033171 0.585695 179.0964 1,810.66
07/31/97 10.290 0.035331 0.614932 179.7113 1,849.23
08/31/97 10.160 0.035164 0.621985 180.3333 1,832.19
09/30/97 10.230 0.034200 0.602874 180.9362 1,850.98
10/31/97 10.240 0.033190 0.586452 181.5227 1,858.79
11/30/97 10.230 0.032649 0.579329 182.1020 1,862.90
12/31/97 10.280 0.035174 0.037000 1.278505 183.3805 1,885.15
01/31/98 10.320 0.034604 0.614893 183.9954 1,898.83
02/28/98 10.290 0.031162 0.557207 184.5526 1,899.05
03/31/98 10.250 0.033665 0.606143 185.1587 1,897.88
04/20/98 10.210 0.021281 0.385932 185.5446 1,894.41
04/30/98 10.150 0.010694 0.000000 0.000000 185.5446 1,885.26
05/21/98 10.230 0.022383 0.599928 186.1445 1,904.26
05/31/98 10.270 0.010528 0.000000 0.000000 186.1445 1,913.66
06/21/98 10.270 0.022073 0.590896 186.7354 1,917.77
06/30/98 10.260 0.009258 0.000000 0.000000 186.7354 1,917.63
07/21/98 10.230 0.021613 0.563510 187.2989 1,916.07
07/31/98 10.240 0.010278 0.000000 0.000000 187.2989 1,919.87
08/21/98 10.310 0.023788 0.618868 187.9178 1,937.43
08/31/98 10.360 0.008223 0.000000 0.000000 187.9178 1,948.37
09/18/98 10.390 0.020615 0.521576 188.4394 1,957.89
09/30/98 10.450 0.010219 0.000000 3.7454% 0.000000 188.4394 1,971.12
10/21/98 10.440 0.021363 0.570047 189.0094 1,973.26
10/31/98 10.420 0.010204 0.000000 3.7406% 0.000000 189.0094 1,971.41
11/20/98 10.370 0.022512 0.596300 189.6057 1,966.21
11/30/98 10.390 0.008199 0.000000 3.7328% 0.000000 189.6057 1,971.56
12/21/98 10.190 0.021509 0.205140 4.369825 193.9755 1,976.61
12/31/98 10.190 0.009908 3.7692% 0.000000 193.9755 1,978.53
- ---------------------------------------------------------------------------------------------------------------------------------
<CAPTION>
====================================================================================================
Change For/(From) Year
Date 1 Month 2 Months 3 Months 8 Months 12 Months to Date
====================================================================================================
<S> <C> <C> <C> <C> <C> <C>
08/31/94 0.22% 1.56% 2.03% 0.32% -1.33%
09/30/94 -1.81% -1.60% -0.28% -2.46% -3.12%
10/31/94 -0.27% -2.08% -1.87% -2.78% -3.38%
11/30/94 -1.67% -1.94% -3.72% -3.76% -4.99%
12/31/94 1.45% -0.25% -0.52% -3.62% -3.62%
01/31/95 1.28% 2.74% 1.03% -2.76% 1.28%
02/28/95 2.42% 3.73% 5.23% 1.09% 3.73%
03/31/95 0.88% 3.32% 4.64% 4.82% 4.64%
04/30/95 0.20% 1.08% 3.52% 4.80% 4.84%
05/31/95 1.91% 2.11% 3.01% 6.49% 6.85%
06/30/95 -0.13% 1.77% 1.97% 5.85% 6.70%
07/31/95 1.12% 0.98% 2.91% 5.62% 7.90%
08/31/95 0.13% 1.25% 1.11% 5.53% 8.04%
09/30/95 0.76% 0.89% 2.01% 8.29% 8.85%
10/31/95 1.16% 1.92% 2.06% 9.84% 10.11%
11/30/95 0.69% 1.85% 2.63% 12.48% 10.87%
12/31/95 0.52% 1.21% 2.38% 11.45% 11.45%
01/31/96 0.30% 0.82% 1.51% 10.37% 0.30%
02/29/96 0.31% 0.61% 1.13% 8.09% 0.61%
03/31/96 -1.42% -1.12% -0.82% 5.63% -0.82%
04/30/96 0.16% -1.27% -0.96% 5.59% -0.67%
05/31/96 0.16% 0.32% -1.11% 3.77% -0.51%
06/30/96 0.23% 0.39% 0.54% 4.15% -0.28%
07/31/96 1.06% 1.29% 1.45% 4.09% 0.77%
08/31/96 0.92% 1.99% 2.22% 4.91% 1.70%
09/30/96 -0.39% 0.52% 1.59% 3.71% 1.30%
10/31/96 1.16% 0.76% 1.69% 3.71% 2.47%
11/30/96 1.26% 2.43% 2.03% 4.30% 3.76%
12/31/96 -0.07% 1.19% 2.36% 3.69% 3.69%
01/31/97 -0.36% -0.43% 0.82% 3.01% -0.36%
02/28/97 1.21% 0.85% 0.77% 3.93% 0.85%
03/31/97 -1.22% -0.03% -0.38% 4.14% -0.38%
04/30/97 0.27% -0.96% 0.24% 4.26% -0.12%
05/31/97 1.15% 1.42% 0.19% 5.29% 1.03%
06/30/97 0.73% 1.89% 2.16% 5.82% 1.77%
07/31/97 2.13% 2.87% 4.06% 6.94% 3.93%
08/31/97 -0.92% 1.19% 1.92% 4.99% 2.98%
09/30/97 1.03% 0.09% 2.23% 6.48% 4.03%
10/31/97 0.42% 1.45% 0.52% 5.71% 4.47%
11/30/97 0.22% 0.64% 1.68% 4.63% 4.70%
12/31/97 1.19% 1.42% 1.85% 6.08% 5.95% 5.95%
01/31/98 0.73% 1.93% 2.15% 5.63% 7.11% 0.73%
02/28/98 0.01% 0.74% 1.94% 4.88% 5.84% 0.74%
03/31/98 -0.06% -0.05% 0.68% 2.63% 7.08% 0.68%
04/20/98 -- -- -- -- -- 0.49%
04/30/98 -0.66% -0.73% -0.71% 2.90% 6.09% 0.01%
05/21/98 0.52% -- -- -- -- 1.01%
05/31/98 1.51% 0.83% 0.77% 3.39% 6.46% 1.51%
06/21/98 0.71% 1.23% -- -- -- 1.73%
06/30/98 0.21% 1.72% 1.04% 3.17% 5.91% 1.72%
07/21/98 -0.09% 0.62% 1.14% -- -- 1.64%
07/31/98 0.12% 0.32% 1.84% 3.06% 3.82% 1.84%
08/21/98 1.11% 1.03% 1.74% -- -- 2.77%
08/31/98 1.48% 1.60% 1.81% 3.35% 6.34% 3.35%
09/18/98 1.06% 2.18% 2.09% -- -- 3.86%
09/30/98 1.17% 2.67% 2.79% 3.81% 6.49% 4.56%
10/21/98 0.79% 1.85% 2.98% -- -- 4.67%
10/31/98 0.01% 1.18% 2.68% 3.81% 6.06% 4.58%
11/20/98 -0.36% 0.42% 1.49% -- -- 4.30%
11/30/98 0.01% 0.02% 1.19% 3.88% 5.83% 4.58%
12/21/98 0.53% 0.17% 0.96% -- -- 4.85%
12/31/98 0.35% 0.36% 0.38% 4.44% 4.95% 4.95%
- ----------------------------------------------------------------------------------------------------
<CAPTION>
===============================================================================================
Trailing 3 Yr Trailing 5 Yr Trailing 10 Yr Trailing 10 Yr
Date Avg. Ann. Rtn. Avg. Ann. Rtn. Total Return Avg. Ann. Rtn.
===============================================================================================
<S> <C> <C> <C> <C>
08/31/94 6.03% 6.50% - - - - - - - -
09/30/94 5.09% 6.32% - - - - - - - -
10/31/94 4.44% 6.10% - - - - - - - -
11/30/94 3.96% 5.32% - - - - - - - -
12/31/94 3.81% 5.41% - - - - - - - -
01/31/95 4.19% 5.89% - - - - - - - -
02/28/95 5.09% 6.30% - - - - - - - -
03/31/95 5.46% 6.54% - - - - - - - -
04/30/95 5.32% 6.81% - - - - - - - -
05/31/95 5.57% 6.61% - - - - - - - -
06/30/95 4.97% 6.43% - - - - - - - -
07/31/95 4.51% 6.45% - - - - - - - -
08/31/95 4.84% 6.69% - - - - - - - -
09/30/95 5.07% 6.87% - - - - - - - -
10/31/95 5.53% 6.80% - - - - - - - -
11/30/95 5.17% 6.48% - - - - - - - -
12/31/95 5.22% 6.47% - - - - - - - -
01/31/96 5.03% 6.40% - - - - - - - -
02/29/96 4.17% 6.20% - - - - - - - -
03/31/96 4.05% 6.04% - - - - - - - -
04/30/96 3.88% 5.86% - - - - - - - -
05/31/96 3.85% 5.68% - - - - - - - -
06/30/96 3.46% 5.82% - - - - - - - -
07/31/96 3.71% 5.81% - - - - - - - -
08/31/96 3.56% 5.70% - - - - - - - -
09/30/96 3.08% 5.44% - - - - - - - -
10/31/96 3.46% 5.35% - - - - - - - -
11/30/96 4.12% 5.68% - - - - - - - -
12/31/96 3.65% 5.27% 77.92% 5.93%
01/31/97 3.39% 5.15% 72.46% 5.60%
02/28/97 4.33% 5.45% 74.32% 5.71%
03/31/97 4.86% 5.23% 72.58% 5.60%
04/30/97 4.88% 5.16% 83.63% 6.26%
05/31/97 5.17% 5.15% 86.67% 6.44%
06/30/97 5.26% 4.97% 84.04% 6.28%
07/31/97 5.54% 4.90% 86.10% 6.40%
08/31/97 5.14% 4.88% 83.73% 6.27%
09/30/97 6.14% 5.07% 92.11% 6.74%
10/31/97 6.38% 5.20% 95.21% 6.91%
11/30/97 7.06% 4.88% 89.41% 6.59%
12/31/97 6.97% 5.06% 66.75% 5.24%
01/31/98 6.78% 5.03% 84.62% 6.32%
02/28/98 5.94% 4.45% 84.16% 6.29%
03/31/98 5.61% 4.67% 86.32% 6.42%
04/20/98 -- -- -- --
04/30/98 5.30% 4.40% 84.55% 6.32%
05/21/98 -- -- -- --
05/31/98 5.16% 4.65% 86.07% 6.40%
06/21/98 -- -- -- --
06/30/98 5.28% 4.41% 84.91% 6.34%
07/21/98 -- -- -- --
07/31/98 4.93% 4.37% 83.53% 6.26%
08/21/98 -- -- -- --
08/31/98 5.41% 4.39% 84.87% 6.33%
09/18/98 -- -- -- --
09/30/98 5.55% 4.43% 86.14% 6.41%
10/21/98 -- -- -- --
10/31/98 5.15% 4.42% 83.62% 6.26%
11/20/98 -- -- -- --
11/30/98 4.91% 4.56% 84.54% 6.32%
12/21/98 -- -- -- --
12/31/98 4.86% 4.37% 83.60% 6.26%
- -----------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON EQUITY INCOME FUND
INSTITUTIONAL SHARES
Input Range and Calculation of Change in Value
(DOES NOT CONSIDER EFFECT OF THE SALES LOAD)
=======================================================================================================================
Dividend Trailing 12 Dividend Total Extended
Date NAV Regular Cap Gain Mo. Yield Shares Shares Value
=======================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C>
08/10/92 10.00 100.0000 1,000.00
08/31/92 9.91 0.000000 100.0000 991.00
09/30/92 10.05 0.049000 0.487562 100.4876 1,009.90
10/31/92 10.10 0.000000 100.4876 1,014.92
11/30/92 10.41 0.000000 100.4876 1,046.08
12/31/92 10.43 0.070000 0.035000 1.011620 101.4992 1,058.64
01/31/93 10.55 0.000000 101.4992 1,070.82
02/28/93 10.57 0.025000 0.240064 101.7393 1,075.38
03/31/93 10.94 0.030000 0.278993 102.0183 1,116.08
04/30/93 10.84 0.020000 0.188226 102.2065 1,107.92
05/31/93 11.01 0.027000 0.250643 102.4571 1,128.05
06/30/93 11.08 0.030000 0.277411 102.7345 1,138.30
07/31/93 11.14 0.020000 0.184443 102.9189 1,146.52
08/31/93 11.41 0.030000 0.270602 103.1895 1,177.39
09/30/93 11.42 0.025000 0.225896 103.4154 1,181.00
10/31/93 11.42 0.020000 0.181113 103.5965 1,183.07
11/30/93 11.13 0.030000 0.279236 103.8757 1,156.14
12/31/93 11.30 0.027500 0.081000 0.997391 104.8731 1,185.07
- -----------------------------------------------------------------------------------------------------------------------
01/31/94 11.67 0.020000 0.179731 105.0528 1,225.97
02/28/94 11.42 0.020000 0.183980 105.2368 1,201.80
03/31/94 10.87 0.032500 0.314645 105.5514 1,147.34
04/30/94 10.77 0.020000 0.196010 105.7474 1,138.90
05/31/94 10.90 0.030000 0.291048 106.0384 1,155.82
06/30/94 10.52 0.035000 0.352789 106.3912 1,119.24
07/31/94 10.85 0.020000 0.196113 106.5873 1,156.47
08/31/94 11.08 0.030000 0.288594 106.8759 1,184.18
09/30/94 10.84 0.030000 0.295782 107.1717 1,161.74
10/31/94 10.95 0.015000 0.146811 107.3185 1,175.14
11/30/94 10.58 0.030000 0.304306 107.6228 1,138.65
12/31/94 10.70 0.027500 0.276601 107.8994 1,154.52
- -----------------------------------------------------------------------------------------------------------------------
01/31/95 10.77 0.020000 0.200370 108.0998 1,164.23
02/28/95 11.06 0.027500 0.268783 108.3686 1,198.56
03/31/95 11.24 0.030000 0.289240 108.6578 1,221.31
04/30/95 11.47 0.015000 0.142098 108.7999 1,247.93
05/31/95 11.70 0.037500 0.348718 109.1486 1,277.04
06/30/95 11.94 0.027500 0.251389 109.4000 1,306.24
07/31/95 12.37 0.020000 0.176880 109.5769 1,355.47
08/31/95 12.29 0.032500 0.289768 109.8667 1,350.26
09/30/95 12.66 0.015000 0.130174 109.9969 1,392.56
10/31/95 12.50 0.027500 0.241993 110.2389 1,377.99
11/30/95 12.94 0.027500 0.234279 110.4732 1,429.52
12/31/95 12.99 0.037500 0.117500 1.318194 111.7914 1,452.17
- -----------------------------------------------------------------------------------------------------------------------
01/31/96 13.36 0.015000 0.125514 111.9169 1,495.21
02/29/96 13.58 0.020000 0.164826 112.0817 1,522.07
03/31/96 13.70 0.030000 0.245434 112.3271 1,538.88
04/30/96 13.79 0.027500 0.224003 112.5511 1,552.08
05/31/96 14.03 0.020000 0.160443 112.7115 1,581.34
06/30/96 14.01 0.040000 0.321803 113.0333 1,583.60
07/31/96 13.50 0.020000 0.167457 113.2008 1,528.21
08/31/96 13.85 0.030000 0.245200 113.4460 1,571.23
09/30/96 14.51 0.020000 0.156369 113.6024 1,648.37
10/31/96 14.53 0.020000 0.156369 113.7588 1,652.92
11/30/96 15.31 0.030000 0.222911 113.9817 1,745.06
12/31/96 14.12 0.020000 1.095000 9.000680 122.9824 1,736.51
- -----------------------------------------------------------------------------------------------------------------------
01/31/97 14.77 0.015000 0.124897 123.1073 1,818.29
02/28/97 14.68 0.020000 0.167721 123.2750 1,809.68
03/31/97 14.21 0.030000 0.260257 123.5353 1,755.44
04/30/97 14.65 0.025000 0.210811 123.7461 1,812.88
05/31/97 15.36 0.035000 0.281974 124.0281 1,905.07
06/30/97 16.02 0.035000 0.270973 124.2991 1,991.27
07/31/97 16.87 0.015000 0.110521 124.4096 2,098.79
08/31/97 16.15 0.030000 0.231101 124.6407 2,012.95
09/30/97 17.06 0.020000 0.146120 124.7868 2,128.86
10/31/97 16.82 0.027500 0.204021 124.9908 2,102.35
11/30/97 17.11 0.025000 0.182628 125.1734 2,141.72
12/31/97 15.54 0.032500 1.920000 15.727224 140.9006 2,189.60
- -----------------------------------------------------------------------------------------------------------------------
01/31/98 15.46 0.015000 0.136708 141.0373 2,180.44
02/28/98 16.26 0.020000 0.173478 141.2108 2,296.09
03/31/98 16.94 0.040000 0.333438 141.5442 2,397.76
04/20/98 17.11 0.010000 0.082726 141.6269 2,423.24
04/30/98 17.11 0.000000 0.000000 141.6269 2,423.24
05/21/98 16.83 0.020000 0.168303 141.7952 2,386.41
05/31/98 16.63 0.000000 0.000000 141.7952 2,358.05
06/21/98 16.53 0.020000 0.171561 141.9668 2,346.71
06/30/98 17.08 0.000000 0.000000 141.9668 2,424.79
07/21/98 17.61 0.027500 0.221697 142.1885 2,503.94
07/31/98 16.81 0.000000 0.000000 142.1885 2,390.19
08/21/98 16.19 0.027500 0.241518 142.4300 2,305.94
08/31/98 14.54 0.000000 0.000000 142.4300 2,070.93
09/18/98 15.15 0.022500 - 0.211530 142.6415 2,161.02
09/30/98 15.35 0.000000 1.8730% 0.000000 142.6415 2,189.55
10/21/98 15.60 0.025000 0.228592 142.8701 2,228.77
10/31/98 15.90 0.000000 1.7925% 0.000000 142.8701 2,271.63
11/20/98 16.48 0.032500 0.281752 143.1519 2,359.14
11/30/98 16.51 0.000000 1.7717% 0.000000 143.1519 2,363.44
12/21/98 16.19 0.010270 0.714630 6.409562 149.5615 2,421.40
12/31/98 16.57 0.000000 1.6311% 0.000000 149.5615 2,478.23
- -----------------------------------------------------------------------------------------------------------------------
<CAPTION>
====================================================================================================================================
ChangetFor/(From) Year Trailing Trailing 3 Yr
Date 1 Month 2 Months 3 Months 9 Months 12 Months to Date 3 Years Avg.Ann.Rtn.
====================================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
08/10/92 - - - - - - - - - - - - - - - - - - - - - - -
08/31/92 -0.90% - - - - - - - - - -0.90% - - - - - - - -
09/30/92 1.91% 0.99% - - - - - - 0.99% - - - - - - - -
10/31/92 0.50% 2.41% 1.49% - - - 1.49% - - - - - - - -
11/30/92 3.07% 3.58% 5.56% - - - 4.61% - - - - - - - -
12/31/92 1.20% 4.31% 4.83% - - - 5.86% - - - - - - - -
01/31/93 1.15% 2.37% 5.51% - - - 1.15% - - - - - - - -
02/28/93 0.43% 1.58% 2.80% - - - 1.58% - - - - - - - -
03/31/93 3.78% 4.23% 5.43% - - - 5.43% - - - - - - - -
04/30/93 -0.73% 3.03% 3.46% - - - 4.66% - - - - - - - -
05/31/93 1.82% 1.07% 4.90% - - - 6.56% - - - - - - - -
06/30/93 0.91% 2.74% 1.99% - - - 7.52% - - - - - - - -
07/31/93 0.72% 1.64% 3.48% 14.65% 8.30% - - - - - - - -
08/31/93 2.69% 3.43% 4.37% 18.81% 11.22% - - - - - - - -
09/30/93 0.31% 3.01% 3.75% 16.94% 11.56% - - - - - - - -
10/31/93 0.18% 0.48% 3.19% 16.57% 11.75% - - - - - - - -
11/30/93 -2.28% -2.10% -1.80% 10.52% 9.21% - - - - - - - -
12/31/93 2.50% 0.17% 0.34% 11.94% 11.94% - - - - - - - -
- ------------------------------------------------------------------------------------------------------------------------------------
01/31/94 3.45% 6.04% 3.63% 14.49% 3.45% - - - - - - - -
02/28/94 -1.97% 1.41% 3.95% 11.76% 1.41% - - - - - - - -
03/31/94 -4.53% -6.41% -3.18% 2.80% -3.18% - - - - - - - -
04/30/94 -0.74% -5.23% -7.10% 2.80% -3.90% - - - - - - - -
05/31/94 1.49% 0.74% -3.83% 2.46% -2.47% - - - - - - - -
06/30/94 -3.16% -1.73% -2.45% -1.67% -5.55% - - - - - - - -
07/31/94 3.33% 0.06% 1.54% 0.87% -2.41% - - - - - - - -
08/31/94 2.40% 5.80% 2.45% 0.58% -0.08% - - - - - - - -
09/30/94 -1.89% 0.46% 3.80% -1.63% -1.97% - - - - - - - -
10/31/94 1.15% -0.76% 1.61% -0.67% -0.84% - - - - - - - -
11/30/94 -3.11% -1.99% -3.84% -1.51% -3.92% - - - - - - - -
12/31/94 1.39% -1.75% -0.62% -2.58% -2.58% - - - - - - - -
- ------------------------------------------------------------------------------------------------------------------------------------
01/31/95 0.84% 2.25% -0.93% -5.04% 0.84% - - - - - - - -
02/28/95 2.95% 3.81% 5.26% -0.27% 3.81% - - - - - - - -
03/31/95 1.90% 4.90% 5.79% 6.45% 5.79% - - - - - - - -
04/30/95 2.18% 4.12% 7.19% 9.57% 8.09% - - - - - - - -
05/31/95 2.33% 4.56% 6.55% 10.49% 10.61% - - - - - - - -
06/30/95 2.29% 4.67% 6.95% 16.71% 13.14% - - - - - - - -
07/31/95 3.77% 6.14% 8.62% 17.21% 17.41% - - - - - - - -
08/31/95 -0.38% 3.37% 5.73% 14.02% 16.95% 36.25% 10.86%
09/30/95 3.13% 2.74% 6.61% 19.87% 20.62% 37.89% 11.30%
10/31/95 -1.05% 2.05% 1.66% 17.26% 19.36% 35.77% 10.73%
11/30/95 3.74% 2.65% 5.87% 25.55% 23.82% 36.65% 10.97%
12/31/95 1.58% 5.38% 4.28% 25.78% 25.78% 37.17% 11.11%
- ------------------------------------------------------------------------------------------------------------------------------------
01/31/96 2.96% 4.60% 8.51% 28.43% 2.96% 39.63% 11.77%
02/29/96 1.80% 4.81% 6.47% 26.99% 4.81% 41.54% 12.27%
03/31/96 1.10% 2.92% 5.97% 26.00% 5.97% 37.88% 11.29%
04/30/96 0.86% 1.97% 3.80% 24.37% 6.88% 40.09% 11.88%
05/31/96 1.89% 2.76% 3.89% 23.83% 8.89% 40.18% 11.91%
06/30/96 0.14% 2.03% 2.91% 21.23% 9.05% 39.12% 11.62%
07/31/96 -3.50% -3.36% -1.54% 12.74% 5.24% 33.29% 10.04%
08/31/96 2.82% -0.78% -0.64% 16.36% 8.20% 33.45% 10.09%
09/30/96 4.91% 7.86% 4.09% 18.37% 13.51% 39.57% 11.74%
10/31/96 0.28% 5.20% 8.16% 19.95% 13.82% 39.71% 11.78%
11/30/96 5.57% 5.87% 11.06% 22.07% 20.17% 50.94% 14.70%
12/31/96 -0.49% 5.06% 5.35% 19.58% 19.58% 46.53% 13.57%
- ------------------------------------------------------------------------------------------------------------------------------------
01/31/97 4.71% 4.20% 10.00% 21.61% 4.71% 48.31% 14.03%
02/28/97 -0.47% 4.21% 3.70% 18.90% 4.21% 50.58% 14.60%
03/31/97 -3.00% -3.46% 1.09% 14.07% 1.09% 53.00% 15.21%
04/30/97 3.27% 0.18% -0.30% 16.80% 4.40% 59.18% 16.74%
05/31/97 5.09% 8.52% 5.27% 20.47% 9.71% 64.82% 18.11%
06/30/97 4.52% 9.84% 13.43% 25.74% 14.67% 77.91% 21.15%
07/31/97 5.40% 10.17% 15.77% 37.34% 20.86% 81.48% 21.95%
08/31/97 -4.09% 1.09% 5.66% 28.11% 15.92% 69.99% 19.33%
09/30/97 5.76% 1.43% 6.91% 29.15% 22.59% 83.25% 22.35%
10/31/97 -1.25% 4.44% 0.17% 27.19% 21.07% 78.90% 21.37%
11/30/97 1.87% 0.60% 6.40% 22.73% 23.33% 88.09% 23.42%
12/31/97 2.24% 4.15% 2.85% 24.73% 26.09% 26.09% 89.65% 23.76%
- ------------------------------------------------------------------------------------------------------------------------------------
01/31/98 -0.42% 1.81% 3.71% 20.27% 19.92% -0.42% 87.29% 23.24%
02/28/98 5.30% 4.86% 7.21% 20.53% 26.88% 4.86% 91.57% 24.17%
03/31/98 4.43% 9.97% 9.51% 20.41% 36.59% 9.51% 96.33% 25.19%
04/20/98 - - - - - 10.67% - -
04/30/98 1.06% 5.54% 11.14% 15.46% 33.67% 10.67% 94.18% 24.73%
05/21/98 -1.52% - - - - 8.99% - -
05/31/98 -2.69% -1.66% 2.70% 17.14% 23.78% 7.69% 84.65% 22.66%
06/21/98 -1.66% -3.16% - - - 7.18% - -
06/30/98 2.83% 0.06% 1.13% 13.90% 21.77% 10.74% 85.63% 22.88%
07/21/98 6.70% 4.92% 3.33% - - 14.36% - -
07/31/98 -1.43% 1.36% -1.36% 13.69% 13.88% 9.16% 76.34% 20.79%
08/21/98 -7.91% -1.74% -3.37% - - 5.31% - -
08/31/98 -13.36% -14.59% -12.18% -3.31% 2.88% -5.42% 53.37% 15.31%
09/18/98 -6.28% -13.70% -7.91% - - -1.31% - -
09/30/98 5.73% -8.39% -9.70% -0.00% 2.85% -0.00% 57.23% 16.27%
10/21/98 3.14% -3.35% -10.99% - - 1.79% - -
10/31/98 3.75% 9.69% -4.96% 4.18% 8.05% 3.75% 64.85% 18.11%
11/20/98 5.85% 9.17% 2.31% - - 7.74% - -
11/30/98 4.04% 7.94% 14.12% 2.93% 10.35% 7.94% 65.33% 18.23%
12/21/98 2.64% 8.64% 12.05% - - 10.59% - -
12/31/98 4.86% 9.09% 13.18% 3.36% 13.18% 13.18% 70.66% 19.48%
- ------------------------------------------------------------------------------------------------------------------------------------
<CAPTION>
=============================================================================
Trailing Trailing 5 Yr Total Since Avg.Ann.Rtn.
Date 5 Years Avg.Ann.Rtn. Inception Since Inc.
=============================================================================
<S> <C> <C> <C> <C>
08/10/92 - - - - - - - - - - - - - - - -
08/31/92 - - - - - - - - -0.90% - - - -
09/30/92 - - - - - - - - 0.99% - - - -
10/31/92 - - - - - - - - 1.49% - - - -
11/30/92 - - - - - - - - 4.61% - - - -
12/31/92 - - - - - - - - 5.86% - - - -
01/31/93 - - - - - - - - 7.08% 15.34%
02/28/93 - - - - - - - - 7.54% 13.96%
03/31/93 - - - - - - - - 11.61% 18.69%
04/30/93 - - - - - - - - 10.79% 15.22%
05/31/93 - - - - - - - - 12.81% 16.08%
06/30/93 - - - - - - - - 13.83% 15.66%
07/31/93 - - - - - - - - 14.65% 15.05%
08/31/93 - - - - - - - - 17.74% 16.65%
09/30/93 - - - - - - - - 18.10% 15.68%
10/31/93 - - - - - - - - 18.31% 14.68%
11/30/93 - - - - - - - - 15.61% 11.72%
12/31/93 - - - - - - - - 18.51% 12.95%
- -----------------------------------------------------------------------------
01/31/94 - - - - - - - - 22.60% 14.76%
02/28/94 - - - - - - - - 20.18% 12.54%
03/31/94 - - - - - - - - 14.73% 8.74%
04/30/94 - - - - - - - - 13.89% 7.84%
05/31/94 - - - - - - - - 15.58% 8.34%
06/30/94 - - - - - - - - 11.92% 6.14%
07/31/94 - - - - - - - - 15.65% 7.64%
08/31/94 - - - - - - - - 18.42% 8.55%
09/30/94 - - - - - - - - 16.17% 7.25%
10/31/94 - - - - - - - - 17.51% 7.51%
11/30/94 - - - - - - - - 13.87% 5.78%
12/31/94 - - - - - - - - 15.45% 6.18%
- -----------------------------------------------------------------------------
01/31/95 - - - - - - - - 16.42% 6.32%
02/28/95 - - - - - - - - 19.86% 7.34%
03/31/95 - - - - - - - - 22.13% 7.86%
04/30/95 - - - - - - - - 24.79% 8.47%
05/31/95 - - - - - - - - 27.70% 9.10%
06/30/95 - - - - - - - - 30.62% 9.68%
07/31/95 - - - - - - - - 35.55% 10.76%
08/31/95 - - - - - - - - 35.03% 10.31%
09/30/95 - - - - - - - - 39.26% 11.11%
10/31/95 - - - - - - - - 37.80% 10.44%
11/30/95 - - - - - - - - 42.95% 11.40%
12/31/95 - - - - - - - - 45.22% 11.62%
- -----------------------------------------------------------------------------
01/31/96 - - - - - - - - 49.52% 12.26%
02/29/96 - - - - - - - - 52.21% 12.53%
03/31/96 - - - - - - - - 53.89% 12.56%
04/30/96 - - - - - - - - 55.21% 12.52%
05/31/96 - - - - - - - - 58.13% 12.78%
06/30/96 - - - - - - - - 58.36% 12.53%
07/31/96 - - - - - - - - 52.82% 11.25%
08/31/96 - - - - - - - - 57.12% 11.76%
09/30/96 - - - - - - - - 64.84% 12.81%
10/31/96 - - - - - - - - 65.29% 12.61%
11/30/96 - - - - - - - - 74.51% 13.78%
12/31/96 - - - - - - - - 73.65% 13.37%
- -----------------------------------------------------------------------------
01/31/97 - - - - - - - - 81.83% 14.27%
02/28/97 - - - - - - - - 80.97% 13.90%
03/31/97 - - - - - - - - 75.54% 12.88%
04/30/97 - - - - - - - - 81.29% 13.41%
05/31/97 - - - - - - - - 90.51% 14.34%
06/30/97 - - - - - - - - 99.13% 15.12%
07/31/97 - - - - - - - - 109.88% 16.06%
08/31/97 103.12% 15.22% 101.30% 14.82%
09/30/97 110.80% 16.07% 112.89% 15.82%
10/31/97 107.14% 15.67% 110.24% 15.27%
11/30/97 104.74% 15.40% 114.17% 15.42%
12/31/97 106.83% 15.63% 118.96% 15.63%
- -----------------------------------------------------------------------------
01/31/98 103.62% 15.27% 118.04% 15.28%
02/28/98 113.51% 16.37% 129.61% 16.13%
03/31/98 114.84% 16.52% 139.78% 16.76%
04/20/98 - - 142.32% 16.80%
04/30/98 118.72% 16.93% 142.32% 16.72%
05/21/98 - - 138.64% 16.23%
05/31/98 109.04% 15.88% 135.81% 15.91%
06/21/98 - - 134.67% 15.64%
06/30/98 113.02% 16.32% 142.48% 16.22%
07/21/98 - - 150.39% 16.68%
07/31/98 108.47% 15.82% 139.02% 15.69%
08/21/98 - - 130.59% 14.85%
08/31/98 75.89% 11.95% 107.09% 12.76%
09/18/98 - - 116.10% 13.44%
09/30/98 85.40% 13.13% 118.96% 13.60%
10/21/98 - - 122.88% 13.79%
10/31/98 92.01% 13.93% 127.16% 14.08%
11/20/98 - - 135.91% 14.63%
11/30/98 104.43% 15.36% 136.34% 14.60%
12/21/98 - - 142.14% 14.89%
12/31/98 109.12% 15.89% 147.82% 15.24%
- -----------------------------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON EQUITY INCOME FUND
INVESTOR SHARES
Input Range and Calculation of Change in Value
(DOES NOT CONSIDER EFFECT OF THE SALES LOAD)
===================================================================================================================
Dividend Trailing 12 Dividend Total Extended
Date NAV Regular Cap Gain Mo. Yield Shares Shares Value
===================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C>
08/10/92 10.00 100.0000 1,000.00
08/31/92 9.91 0.000000 100.0000 991.00
09/30/92 10.05 0.049000 0.487562 100.4876 1,009.90
10/31/92 10.10 0.000000 100.4876 1,014.92
11/30/92 10.41 0.000000 100.4876 1,046.08
12/31/92 10.43 0.070000 0.035000 1.011620 101.4992 1,058.64
01/31/93 10.55 0.000000 101.4992 1,070.82
02/28/93 10.57 0.025000 0.240064 101.7393 1,075.38
03/31/93 10.94 0.030000 0.278993 102.0183 1,116.08
04/30/93 10.84 0.020000 0.188226 102.2065 1,107.92
05/31/93 11.01 0.027000 0.250643 102.4571 1,128.05
06/30/93 11.08 0.030000 0.277411 102.7345 1,138.30
07/31/93 11.14 0.020000 0.184443 102.9189 1,146.52
08/31/93 11.41 0.030000 0.270602 103.1895 1,177.39
09/30/93 11.42 0.025000 0.225896 103.4154 1,181.00
10/31/93 11.42 0.020000 0.181113 103.5965 1,183.07
11/30/93 11.13 0.030000 0.279236 103.8757 1,156.14
12/31/93 11.30 0.027500 0.081000 0.997391 104.8731 1,185.07
- -------------------------------------------------------------------------------------------------------------------
01/31/94 11.67 0.020000 0.179731 105.0528 1,225.97
02/28/94 11.42 0.020000 0.183980 105.2368 1,201.80
03/31/94 10.87 0.032500 0.314645 105.5514 1,147.34
04/30/94 10.77 0.020000 0.196010 105.7474 1,138.90
05/31/94 10.90 0.030000 0.291048 106.0384 1,155.82
06/30/94 10.52 0.035000 0.352789 106.3912 1,119.24
07/31/94 10.85 0.020000 0.196113 106.5873 1,156.47
08/31/94 11.08 0.030000 0.288594 106.8759 1,184.18
09/30/94 10.84 0.030000 0.295782 107.1717 1,161.74
10/31/94 10.95 0.015000 0.146811 107.3185 1,175.14
11/30/94 10.58 0.030000 0.304306 107.6228 1,138.65
12/31/94 10.70 0.027500 0.276601 107.8994 1,154.52
- -------------------------------------------------------------------------------------------------------------------
01/31/95 10.77 0.020000 0.200370 108.0998 1,164.23
02/28/95 11.06 0.027500 0.268783 108.3686 1,198.56
03/31/95 11.24 0.030000 0.289240 108.6578 1,221.31
04/30/95 11.47 0.015000 0.142098 108.7999 1,247.93
05/31/95 11.70 0.037500 0.348718 109.1486 1,277.04
06/30/95 11.94 0.027500 0.251389 109.4000 1,306.24
07/31/95 12.37 0.020000 0.176880 109.5769 1,355.47
08/31/95 12.29 0.032500 0.289768 109.8667 1,350.26
09/30/95 12.66 0.015000 0.130174 109.9969 1,392.56
10/31/95 12.50 0.027500 0.241993 110.2389 1,377.99
11/30/95 12.94 0.027500 0.234279 110.4732 1,429.52
12/31/95 12.99 0.037500 0.117500 1.318194 111.7914 1,452.17
- -------------------------------------------------------------------------------------------------------------------
01/31/96 13.36 0.015000 0.125514 111.9169 1,495.21
02/29/96 13.58 0.020000 0.164826 112.0817 1,522.07
03/31/96 13.70 0.030000 0.245434 112.3271 1,538.88
04/30/96 13.79 0.027500 0.224003 112.5511 1,552.08
05/31/96 14.03 0.020000 0.160443 112.7115 1,581.34
06/30/96 14.01 0.040000 0.321803 113.0333 1,583.60
07/31/96 13.50 0.020000 0.167457 113.2008 1,528.21
08/31/96 13.85 0.030000 0.245200 113.4460 1,571.23
09/30/96 14.51 0.020000 0.156369 113.6024 1,648.37
10/31/96 14.53 0.020000 0.156369 113.7588 1,652.92
11/30/96 15.31 0.030000 0.222911 113.9817 1,745.06
12/31/96 14.12 0.020000 1.095000 9.000680 122.9824 1,736.51
- -------------------------------------------------------------------------------------------------------------------
01/31/97 14.77 0.015000 0.124897 123.1073 1,818.29
02/28/97 14.68 0.020000 0.167721 123.2750 1,809.68
03/31/97 14.21 0.030000 0.260257 123.5353 1,755.44
04/30/97 14.65 0.025000 0.210811 123.7461 1,812.88
05/31/97 15.36 0.035000 0.281974 124.0281 1,905.07
06/30/97 16.02 0.032500 0.251618 124.2797 1,990.96
07/31/97 16.86 0.012500 0.092141 124.3718 2,096.91
08/31/97 16.14 0.025000 0.192645 124.5644 2,010.47
09/30/97 17.06 0.010000 0.073015 124.6374 2,126.31
10/31/97 16.82 0.025000 0.185252 124.8227 2,099.52
11/30/97 17.11 0.025000 0.182383 125.0051 2,138.84
12/31/97 15.53 0.032500 1.920000 15.716192 140.7213 2,185.40
- -------------------------------------------------------------------------------------------------------------------
01/31/98 15.45 0.012500 0.113852 140.8352 2,175.90
02/28/98 16.25 0.017500 0.151669 140.9869 2,291.04
03/31/98 16.92 0.037500 0.312471 141.2994 2,390.79
04/20/98 17.09 0.010000 0.082680 141.3821 2,416.22
04/30/98 17.09 0.000000 0.000000 141.3821 2,416.22
05/21/98 16.80 0.017500 0.147273 141.5294 2,377.69
05/31/98 16.60 0.000000 0.000000 141.5294 2,349.39
06/21/98 16.51 0.017500 0.150016 141.6794 2,339.13
06/30/98 17.05 0.000000 0.000000 141.6794 2,415.63
07/21/98 17.58 0.025000 0.201478 141.8809 2,494.27
07/31/98 16.78 0.000000 0.000000 141.8809 2,380.76
08/21/98 16.16 0.025000 0.219494 142.1004 2,296.34
08/31/98 14.52 0.000000 0.000000 142.1004 2,063.30
09/18/98 15.12 0.020000 0.187963 142.2884 2,151.40
09/30/98 15.32 0.000000 1.7298% 0.000000 142.2884 2,179.86
10/21/98 15.57 0.022500 0.205619 142.4940 2,218.63
10/31/98 15.87 0.000000 1.6541% 0.000000 142.4940 2,261.38
11/20/98 16.45 0.030000 0.259867 142.7539 2,348.30
11/30/98 16.47 0.000000 1.6242% 0.000000 142.7539 2,351.16
12/21/98 16.16 0.010270 0.714630 6.403608 149.1575 2,410.39
12/31/98 16.53 0.000000 1.4838% 0.000000 149.1575 2,465.57
- -------------------------------------------------------------------------------------------------------------------
<CAPTION>
=====================================================================================================================
Change For/(From) Year Trailing Trailing 3 Yr
Date 1 Month 2 Months 3 Months 12 Months to Date 3 Years Avg. Ann. Rtn.
=====================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C>
08/10/92 - - - - - - - - - - - - - - - - - - - - - - -
08/31/92 -0.90% - - - - - - - - - -0.90% - - - - - - - -
09/30/92 1.91% 0.99% - - - - - - 0.99% - - - - - - - -
10/31/92 0.50% 2.41% 1.49% - - - 1.49% - - - - - - - -
11/30/92 3.07% 3.58% 5.56% - - - 4.61% - - - - - - - -
12/31/92 1.20% 4.31% 4.83% - - - 5.86% - - - - - - - -
01/31/93 1.15% 2.37% 5.51% - - - 1.15% - - - - - - - -
02/28/93 0.43% 1.58% 2.80% - - - 1.58% - - - - - - - -
03/31/93 3.78% 4.23% 5.43% - - - 5.43% - - - - - - - -
04/30/93 -0.73% 3.03% 3.46% - - - 4.66% - - - - - - - -
05/31/93 1.82% 1.07% 4.90% - - - 6.56% - - - - - - - -
06/30/93 0.91% 2.74% 1.99% - - - 7.52% - - - - - - - -
07/31/93 0.72% 1.64% 3.48% 14.65% 8.30% - - - - - - - -
08/31/93 2.69% 3.43% 4.37% 18.81% 11.22% - - - - - - - -
09/30/93 0.31% 3.01% 3.75% 16.94% 11.56% - - - - - - - -
10/31/93 0.18% 0.48% 3.19% 16.57% 11.75% - - - - - - - -
11/30/93 -2.28% -2.10% -1.80% 10.52% 9.21% - - - - - - - -
12/31/93 2.50% 0.17% 0.34% 11.94% 11.94% - - - - - - - -
- ---------------------------------------------------------------------------------------------------------------------
01/31/94 3.45% 6.04% 3.63% 14.49% 3.45% - - - - - - - -
02/28/94 -1.97% 1.41% 3.95% 11.76% 1.41% - - - - - - - -
03/31/94 -4.53% -6.41% -3.18% 2.80% -3.18% - - - - - - - -
04/30/94 -0.74% -5.23% -7.10% 2.80% -3.90% - - - - - - - -
05/31/94 1.49% 0.74% -3.83% 2.46% -2.47% - - - - - - - -
06/30/94 -3.16% -1.73% -2.45% -1.67% -5.55% - - - - - - - -
07/31/94 3.33% 0.06% 1.54% 0.87% -2.41% - - - - - - - -
08/31/94 2.40% 5.80% 2.45% 0.58% -0.08% - - - - - - - -
09/30/94 -1.89% 0.46% 3.80% -1.63% -1.97% - - - - - - - -
10/31/94 1.15% -0.76% 1.61% -0.67% -0.84% - - - - - - - -
11/30/94 -3.11% -1.99% -3.84% -1.51% -3.92% - - - - - - - -
12/31/94 1.39% -1.75% -0.62% -2.58% -2.58% - - - - - - - -
- ---------------------------------------------------------------------------------------------------------------------
01/31/95 0.84% 2.25% -0.93% -5.04% 0.84% - - - - - - - -
02/28/95 2.95% 3.81% 5.26% -0.27% 3.81% - - - - - - - -
03/31/95 1.90% 4.90% 5.79% 6.45% 5.79% - - - - - - - -
04/30/95 2.18% 4.12% 7.19% 9.57% 8.09% - - - - - - - -
05/31/95 2.33% 4.56% 6.55% 10.49% 10.61% - - - - - - - -
06/30/95 2.29% 4.67% 6.95% 16.71% 13.14% - - - - - - - -
07/31/95 3.77% 6.14% 8.62% 17.21% 17.41% - - - - - - - -
08/31/95 -0.38% 3.37% 5.73% 14.02% 16.95% 36.25% 10.86%
09/30/95 3.13% 2.74% 6.61% 19.87% 20.62% 37.89% 11.30%
10/31/95 -1.05% 2.05% 1.66% 17.26% 19.36% 35.77% 10.73%
11/30/95 3.74% 2.65% 5.87% 25.55% 23.82% 36.65% 10.97%
12/31/95 1.58% 5.38% 4.28% 25.78% 25.78% 37.17% 11.11%
- ---------------------------------------------------------------------------------------------------------------------
01/31/96 2.96% 4.60% 8.51% 28.43% 2.96% 39.63% 11.77%
02/29/96 1.80% 4.81% 6.47% 26.99% 4.81% 41.54% 12.27%
03/31/96 1.10% 2.92% 5.97% 26.00% 5.97% 37.88% 11.29%
04/30/96 0.86% 1.97% 3.80% 24.37% 6.88% 40.09% 11.88%
05/31/96 1.89% 2.76% 3.89% 23.83% 8.89% 40.18% 11.91%
06/30/96 0.14% 2.03% 2.91% 21.23% 9.05% 39.12% 11.62%
07/31/96 -3.50% -3.36% -1.54% 12.74% 5.24% 33.29% 10.04%
08/31/96 2.82% -0.78% -0.64% 16.36% 8.20% 33.45% 10.09%
09/30/96 4.91% 7.86% 4.09% 18.37% 13.51% 39.57% 11.74%
10/31/96 0.28% 5.20% 8.16% 19.95% 13.82% 39.71% 11.78%
11/30/96 5.57% 5.87% 11.06% 22.07% 20.17% 50.94% 14.70%
12/31/96 -0.49% 5.06% 5.35% 19.58% 19.58% 46.53% 13.57%
- ---------------------------------------------------------------------------------------------------------------------
01/31/97 4.71% 4.20% 10.00% 21.61% 4.71% 48.31% 14.03%
02/28/97 -0.47% 4.21% 3.70% 18.90% 4.21% 50.58% 14.60%
03/31/97 -3.00% -3.46% 1.09% 14.07% 1.09% 53.00% 15.21%
04/30/97 3.27% 0.18% -0.30% 16.80% 4.40% 59.18% 16.74%
05/31/97 5.09% 8.52% 5.27% 20.47% 9.71% 64.82% 18.11%
06/30/97 4.51% 9.82% 13.42% 25.72% 14.65% 77.88% 21.14%
07/31/97 5.32% 10.07% 15.67% 37.21% 20.75% 81.32% 21.92%
08/31/97 -4.12% 0.98% 5.53% 27.96% 15.78% 69.78% 19.28%
09/30/97 5.76% 1.40% 6.80% 28.99% 22.45% 83.03% 22.30%
10/31/97 -1.26% 4.43% 0.12% 27.02% 20.90% 78.66% 21.32%
11/30/97 1.87% 0.59% 6.39% 22.57% 23.17% 87.84% 23.36%
12/31/97 2.18% 4.09% 2.78% 25.85% 25.85% 89.29% 23.68%
- ---------------------------------------------------------------------------------------------------------------------
01/31/98 -0.43% 1.73% 3.64% 19.67% -0.43% 86.90% 23.15%
02/28/98 5.29% 4.83% 7.12% 26.60% 4.83% 91.15% 24.08%
03/31/98 4.35% 9.88% 9.40% 36.19% 9.40% 95.76% 25.07%
04/20/98 - - - - 10.56% - -
04/30/98 1.06% 5.46% 11.04% 33.28% 10.56% 93.62% 24.61%
05/21/98 -1.59% - - - 8.80% - -
05/31/98 -2.77% -1.73% 2.55% 23.32% 7.50% 83.97% 22.51%
06/21/98 -1.62% -3.19% - - 7.03% - -
06/30/98 2.82% -0.02% 1.04% 21.33% 10.53% 84.93% 22.72%
07/21/98 6.63% 4.90% 3.23% - 14.13% - -
07/31/98 -1.44% 1.34% -1.47% 13.54% 8.94% 75.64% 20.63%
08/21/98 -7.94% -1.83% -3.42% - 5.08% - -
08/31/98 -13.33% -14.59% -12.18% 2.63% -5.59% 52.81% 15.17%
09/18/98 -6.31% -13.75% -8.03% - -1.56% - -
09/30/98 5.65% -8.44% -9.76% 2.52% -0.25% 56.54% 16.09%
10/21/98 3.12% -3.38% -11.05% - 1.52% - -
10/31/98 3.74% 9.60% -5.01% 7.71% 3.48% 64.11% 17.94%
11/20/98 5.84% 9.15% 2.26% - 7.45% - -
11/30/98 3.97% 7.86% 13.95% 9.93% 7.58% 64.47% 18.02%
12/21/98 2.64% 8.64% 12.04% - 10.30% - -
12/31/98 4.87% 9.03% 13.11% 12.82% 12.82% 69.79% 19.28%
- ---------------------------------------------------------------------------------------------------------------------
<CAPTION>
==============================================================================
Trailing Trailing 5 Yr Total Since Avg.Ann.Rtn.
Date 5 Years Avg. Ann. Rtn. Inception Since Inc.
==============================================================================
<S> <C> <C> <C> <C>
08/10/92 - - - - - - - - - - - - - - - -
08/31/92 - - - - - - - - -0.90% - - - -
09/30/92 - - - - - - - - 0.99% - - - -
10/31/92 - - - - - - - - 1.49% - - - -
11/30/92 - - - - - - - - 4.61% - - - -
12/31/92 - - - - - - - - 5.86% - - - -
01/31/93 - - - - - - - - 7.08% 15.34%
02/28/93 - - - - - - - - 7.54% 13.96%
03/31/93 - - - - - - - - 11.61% 18.69%
04/30/93 - - - - - - - - 10.79% 15.22%
05/31/93 - - - - - - - - 12.81% 16.08%
06/30/93 - - - - - - - - 13.83% 15.66%
07/31/93 - - - - - - - - 14.65% 15.05%
08/31/93 - - - - - - - - 17.74% 16.65%
09/30/93 - - - - - - - - 18.10% 15.68%
10/31/93 - - - - - - - - 18.31% 14.68%
11/30/93 - - - - - - - - 15.61% 11.72%
12/31/93 - - - - - - - - 18.51% 12.95%
- ------------------------------------------------------------------------------
01/31/94 - - - - - - - - 22.60% 14.76%
02/28/94 - - - - - - - - 20.18% 12.54%
03/31/94 - - - - - - - - 14.73% 8.74%
04/30/94 - - - - - - - - 13.89% 7.84%
05/31/94 - - - - - - - - 15.58% 8.34%
06/30/94 - - - - - - - - 11.92% 6.14%
07/31/94 - - - - - - - - 15.65% 7.64%
08/31/94 - - - - - - - - 18.42% 8.55%
09/30/94 - - - - - - - - 16.17% 7.25%
10/31/94 - - - - - - - - 17.51% 7.51%
11/30/94 - - - - - - - - 13.87% 5.78%
12/31/94 - - - - - - - - 15.45% 6.18%
- ------------------------------------------------------------------------------
01/31/95 - - - - - - - - 16.42% 6.32%
02/28/95 - - - - - - - - 19.86% 7.34%
03/31/95 - - - - - - - - 22.13% 7.86%
04/30/95 - - - - - - - - 24.79% 8.47%
05/31/95 - - - - - - - - 27.70% 9.10%
06/30/95 - - - - - - - - 30.62% 9.68%
07/31/95 - - - - - - - - 35.55% 10.76%
08/31/95 - - - - - - - - 35.03% 10.31%
09/30/95 - - - - - - - - 39.26% 11.11%
10/31/95 - - - - - - - - 37.80% 10.44%
11/30/95 - - - - - - - - 42.95% 11.40%
12/31/95 - - - - - - - - 45.22% 11.62%
- ------------------------------------------------------------------------------
01/31/96 - - - - - - - - 49.52% 12.26%
02/29/96 - - - - - - - - 52.21% 12.53%
03/31/96 - - - - - - - - 53.89% 12.56%
04/30/96 - - - - - - - - 55.21% 12.52%
05/31/96 - - - - - - - - 58.13% 12.78%
06/30/96 - - - - - - - - 58.36% 12.53%
07/31/96 - - - - - - - - 52.82% 11.25%
08/31/96 - - - - - - - - 57.12% 11.76%
09/30/96 - - - - - - - - 64.84% 12.81%
10/31/96 - - - - - - - - 65.29% 12.61%
11/30/96 - - - - - - - - 74.51% 13.78%
12/31/96 - - - - - - - - 73.65% 13.37%
- ------------------------------------------------------------------------------
01/31/97 - - - - - - - - 81.83% 14.27%
02/28/97 - - - - - - - - 80.97% 13.90%
03/31/97 - - - - - - - - 75.54% 12.88%
04/30/97 - - - - - - - - 81.29% 13.41%
05/31/97 - - - - - - - - 90.51% 14.34%
06/30/97 - - - - - - - - 99.10% 15.11%
07/31/97 - - - - - - - - 109.69% 16.04%
08/31/97 102.87% 15.19% 101.05% 14.79%
09/30/97 110.55% 16.05% 112.63% 15.79%
10/31/97 106.87% 15.64% 109.95% 15.24%
11/30/97 104.46% 15.37% 113.88% 15.39%
12/31/97 106.43% 15.59% 118.54% 15.59%
- ------------------------------------------------------------------------------
01/31/98 103.20% 15.23% 117.59% 15.24%
02/28/98 113.04% 16.32% 129.10% 16.08%
03/31/98 114.21% 16.45% 139.08% 16.70%
04/20/98 - - 141.62% 16.74%
04/30/98 118.09% 16.87% 141.62% 16.66%
05/21/98 - - 137.77% 16.16%
05/31/98 108.27% 15.80% 134.94% 15.83%
06/21/98 - - 133.91% 15.58%
06/30/98 112.21% 16.23% 141.56% 16.14%
07/21/98 - - 149.43% 16.60%
07/31/98 107.65% 15.73% 138.08% 15.62%
08/21/98 - - 129.63% 14.77%
08/31/98 75.24% 11.87% 106.33% 12.69%
09/18/98 - - 115.14% 13.35%
09/30/98 84.58% 13.03% 117.99% 13.52%
10/21/98 - - 121.86% 13.71%
10/31/98 91.15% 13.83% 126.14% 13.99%
11/20/98 - - 134.83% 14.55%
11/30/98 103.36% 15.24% 135.12% 14.50%
12/21/98 - - 141.04% 14.81%
12/31/98 108.05% 15.77% 146.56% 15.15%
- ------------------------------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON LARGE CAP GROWTH FUND
Institutional Shares
===========================================================================================================================
Dividend Trailing 12 Dividend Total Extended
Date NAV Regular Cap Gain Mo. Yield Shares Shares Value
===========================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C>
12/31/86 2.789 0.000000 358.5742 1,000.00
01/31/87 3.101 0.000000 358.5742 1,112.08
02/28/87 3.282 0.000000 358.5742 1,176.89
03/31/87 3.329 0.000000 358.5742 1,193.70
04/30/87 3.292 0.000000 358.5742 1,180.30
05/31/87 3.182 0.000000 358.5742 1,140.86
06/30/87 3.357 0.000000 358.5742 1,203.81
07/31/87 3.594 0.000000 358.5742 1,288.66
08/31/87 3.712 0.000000 358.5742 1,331.16
09/30/87 3.694 0.000000 358.5742 1,324.74
10/31/87 2.889 0.000000 358.5742 1,035.92
11/30/87 2.668 0.000000 358.5742 956.65
12/31/87 2.895 0.000000 358.5742 1,038.23
01/31/88 2.953 0.000000 358.5742 1,058.87
02/29/88 3.100 0.000000 358.5742 1,111.69
03/31/88 3.052 0.000000 358.5742 1,094.44
04/30/88 3.069 0.000000 358.5742 1,100.44
05/31/88 3.040 0.000000 358.5742 1,089.96
06/30/88 3.156 0.000000 358.5742 1,131.68
07/31/88 3.109 0.000000 358.5742 1,114.69
08/31/88 3.039 0.000000 358.5742 1,089.81
09/30/88 3.154 0.000000 358.5742 1,130.87
10/31/88 3.164 0.000000 358.5742 1,134.69
11/30/88 3.141 0.000000 358.5742 1,126.16
12/31/88 3.208 0.000000 358.5742 1,150.46
01/31/89 3.436 0.000000 358.5742 1,231.89
02/28/89 3.353 0.000000 358.5742 1,202.30
03/31/89 3.433 0.000000 358.5742 1,231.13
04/30/89 3.584 0.000000 358.5742 1,285.28
05/31/89 3.726 0.000000 358.5742 1,336.15
06/30/89 3.708 0.000000 358.5742 1,329.57
07/31/89 4.028 0.000000 358.5742 1,444.29
08/31/89 4.073 0.000000 358.5742 1,460.44
09/30/89 4.070 0.000000 358.5742 1,459.24
10/31/89 3.997 0.000000 358.5742 1,433.38
11/30/89 4.115 0.000000 358.5742 1,475.64
12/31/89 4.178 0.000000 358.5742 1,498.04
01/31/90 3.930 0.000000 358.5742 1,409.17
02/28/90 3.981 0.000000 358.5742 1,427.61
03/31/90 4.066 0.000000 358.5742 1,457.99
04/30/90 3.998 0.000000 358.5742 1,433.75
05/31/90 4.349 0.000000 358.5742 1,559.32
06/30/90 4.333 0.000000 358.5742 1,553.83
07/31/90 4.338 0.000000 358.5742 1,555.51
08/31/90 3.998 0.000000 358.5742 1,433.68
09/30/90 3.794 0.000000 358.5742 1,360.54
10/31/90 3.797 0.000000 358.5742 1,361.46
11/30/90 3.984 0.000000 358.5742 1,428.42
12/31/90 4.056 0.000000 358.5742 1,454.39
01/31/91 4.196 0.000000 358.5742 1,504.68
02/28/91 4.453 0.000000 358.5742 1,596.89
03/31/91 4.541 0.000000 358.5742 1,628.16
04/30/91 4.551 0.000000 358.5742 1,631.87
05/31/91 4.708 0.000000 358.5742 1,688.13
06/30/91 4.437 0.000000 358.5742 1,590.86
07/31/91 4.669 0.000000 358.5742 1,674.35
08/31/91 4.809 0.000000 358.5742 1,724.21
09/30/91 4.718 0.000000 358.5742 1,691.59
10/31/91 4.893 0.000000 358.5742 1,754.49
11/30/91 4.719 0.000000 358.5742 1,691.99
12/31/91 5.312 0.000000 358.5742 1,904.81
01/31/92 5.130 0.000000 358.5742 1,839.63
02/28/92 5.195 0.000000 358.5742 1,862.95
03/31/92 5.021 0.000000 358.5742 1,800.32
04/30/92 4.966 0.000000 358.5742 1,780.84
05/31/92 5.088 0.000000 358.5742 1,824.44
06/30/92 4.940 0.000000 358.5742 1,771.49
07/31/92 5.085 0.000000 358.5742 1,823.36
08/31/92 5.007 0.000000 358.5742 1,795.43
09/30/92 5.109 0.000000 358.5742 1,831.84
10/31/92 5.213 0.000000 358.5742 1,869.35
11/30/92 5.494 0.000000 358.5742 1,970.08
12/31/92 5.565 0.000000 358.5742 1,995.45
01/31/93 5.618 0.000000 358.5742 2,014.37
02/28/93 5.633 0.000000 358.5742 2,019.76
03/31/93 5.752 0.000000 358.5742 2,062.34
04/30/93 5.594 0.000000 358.5742 2,005.79
05/31/93 5.854 0.000000 358.5742 2,099.22
06/30/93 5.843 0.000000 358.5742 2,094.98
07/31/93 5.824 0.000000 358.5742 2,088.24
08/31/93 6.037 0.000000 358.5742 2,164.83
09/30/93 6.012 0.000000 358.5742 2,155.91
10/31/93 6.086 0.000000 358.5742 2,182.17
11/30/93 6.042 0.000000 358.5742 2,166.42
12/31/93 6.138 0.000000 358.5742 2,201.04
01/31/94 6.362 0.000000 358.5742 2,281.11
02/28/94 6.207 0.000000 358.5742 2,225.63
<CAPTION>
======================================================================================================
Change For/(From) Year
Date 1 Month 2 Months 3 Months 9 Months 12 Months to Date
======================================================================================================
<S> <C> <C> <C> <C> <C> <C>
12/31/86 - - - - - - - - - - - - - - -
01/31/87 11.21% - - - - - - - - - 11.21%
02/28/87 5.83% 17.69% - - - - - - 17.69%
03/31/87 1.43% 7.34% 19.37% - - - 19.37%
04/30/87 -1.12% 0.29% 6.13% - - - 18.03%
05/31/87 -3.34% -4.43% -3.06% - - - 14.09%
06/30/87 5.52% 1.99% 0.85% - - - 20.38%
07/31/87 7.05% 12.95% 9.18% - - - 28.87%
08/31/87 3.30% 10.58% 16.68% - - - 33.12%
09/30/87 -0.48% 2.80% 10.05% - - - 32.47%
10/31/87 -21.80% -22.18% -19.61% - - - 3.59%
11/30/87 -7.65% -27.79% -28.13% - - - -4.33%
12/31/87 8.53% 0.22% -21.63% 3.82% 3.82%
01/31/88 1.99% 10.69% 2.22% -4.78% 1.99%
02/29/88 4.99% 7.08% 16.21% -5.54% 7.08%
03/31/88 -1.55% 3.36% 5.41% -8.32% 5.41%
04/30/88 0.55% -1.01% 3.92% -6.77% 5.99%
05/31/88 -0.95% -0.41% -1.95% -4.46% 4.98%
06/30/88 3.83% 2.84% 3.40% -5.99% 9.00%
07/31/88 -1.50% 2.27% 1.29% -13.50% 7.36%
08/31/88 -2.23% -3.70% -0.01% -18.13% 4.97%
09/30/88 3.77% 1.45% -0.07% -14.63% 8.92%
10/31/88 0.34% 4.12% 1.79% 9.53% 9.29%
11/30/88 -0.75% -0.42% 3.34% 17.72% 8.47%
12/31/88 2.16% 1.39% 1.73% 10.81% 10.81%
01/31/89 7.08% 9.39% 8.57% 16.34% 7.08%
02/28/89 -2.40% 4.51% 6.76% 8.15% 4.51%
03/31/89 2.40% -0.06% 7.01% 12.49% 7.01%
04/30/89 4.40% 6.90% 4.33% 16.80% 11.72%
05/31/89 3.96% 8.53% 11.13% 22.59% 16.14%
06/30/89 -0.49% 3.45% 8.00% 17.49% 15.57%
07/31/89 8.63% 8.09% 12.37% 29.57% 25.54%
08/31/89 1.12% 9.84% 9.30% 34.01% 26.94%
09/30/89 -0.08% 1.04% 9.75% 29.04% 26.84%
10/31/89 -1.77% -1.85% -0.76% 26.32% 24.59%
11/30/89 2.95% 1.12% 1.04% 31.03% 28.26%
12/31/89 1.52% 4.51% 2.66% 30.21% 30.21%
01/31/90 -5.93% -4.50% -1.69% 14.39% -5.93%
02/28/90 1.31% -4.70% -3.25% 18.74% -4.70%
03/31/90 2.13% 3.46% -2.67% 18.43% -2.67%
04/30/90 -1.66% 0.43% 1.74% 11.55% -4.29%
05/31/90 8.76% 6.95% 9.23% 16.70% 4.09%
06/30/90 -0.35% 8.38% 6.57% 16.87% 3.72%
07/31/90 0.11% -0.24% 8.49% 7.70% 3.84%
08/31/90 -7.83% -7.73% -8.06% -1.83% -4.30%
09/30/90 -5.10% -12.53% -12.44% -6.76% -9.18%
10/31/90 0.07% -5.04% -12.47% -5.02% -9.12%
11/30/90 4.92% 4.99% -0.37% -3.20% -4.65%
12/31/90 1.82% 6.83% 6.90% -2.91% -2.91%
01/31/91 3.46% 5.34% 10.52% 6.78% 3.46%
02/28/91 6.13% 9.80% 11.79% 11.86% 9.80%
03/31/91 1.96% 8.21% 11.95% 11.67% 11.95%
04/30/91 0.23% 2.19% 8.45% 13.82% 12.20%
05/31/91 3.45% 3.68% 5.71% 8.26% 16.07%
06/30/91 -5.76% -2.51% -2.29% 2.38% 9.38%
07/31/91 5.25% -0.82% 2.60% 7.64% 15.12%
08/31/91 2.98% 8.38% 2.14% 20.26% 18.55%
09/30/91 -1.89% 1.03% 6.33% 24.33% 16.31%
10/31/91 3.72% 1.76% 4.79% 28.87% 20.63%
11/30/91 -3.56% 0.02% -1.87% 18.45% 16.34%
12/31/91 12.58% 8.57% 12.60% 30.97% 30.97%
01/31/92 -3.42% 8.73% 4.85% 22.26% -3.42%
02/28/92 1.27% -2.20% 10.10% 16.66% -2.20%
03/31/92 -3.36% -2.14% -5.49% 10.57% -5.49%
04/30/92 -1.08% -4.41% -3.20% 9.13% -6.51%
05/31/92 2.45% 1.34% -2.07% 8.07% -4.22%
06/30/92 -2.90% -0.53% -1.60% 11.35% -7.00%
07/31/92 2.93% -0.06% 2.39% 8.90% -4.28%
08/31/92 -1.53% 1.35% -1.59% 4.13% -5.74%
09/30/92 2.03% 0.46% 3.41% 8.29% -3.83%
10/31/92 2.05% 4.12% 2.52% 6.55% -1.86%
11/30/92 5.39% 7.55% 9.73% 16.44% 3.43%
12/31/92 1.29% 6.75% 8.93% 4.76% 4.76%
01/31/93 0.95% 2.25% 7.76% 9.50% 0.95%
02/28/93 0.27% 1.22% 2.52% 8.42% 1.22%
03/31/93 2.11% 2.38% 3.35% 14.55% 3.35%
04/30/93 -2.74% -0.69% -0.43% 12.63% 0.52%
05/31/93 4.66% 1.79% 3.93% 15.06% 5.20%
06/30/93 -0.20% 4.45% 1.58% 18.26% 4.99%
07/31/93 -0.32% -0.52% 4.11% 14.53% 4.65%
08/31/93 3.67% 3.33% 3.13% 20.57% 8.49%
09/30/93 -0.41% 3.24% 2.91% 17.69% 8.04%
10/31/93 1.22% 0.80% 4.50% 16.73% 9.36%
11/30/93 -0.72% 0.49% 0.07% 9.97% 8.57%
12/31/93 1.60% 0.86% 2.09% 10.30% 10.30%
01/31/94 3.64% 5.29% 4.53% 13.24% 3.64%
02/28/94 -2.43% 1.12% 2.73% 10.19% 1.12%
<CAPTION>
=======================================================================================
Trailing 3 Yr Trailing 5 Yr Trailing 10 Yr Trailing 10 Yr
Date Avg. Ann. Rtn. Avg. Ann. Rtn. Total Return Avg.Ann.Rtn.
=======================================================================================
<S> <C> <C> <C> <C>
12/31/86 - - - - - - - - - - - - - - - -
01/31/87 - - - - - - - - - - - - - - - -
02/28/87 - - - - - - - - - - - - - - - -
03/31/87 - - - - - - - - - - - - - - - -
04/30/87 - - - - - - - - - - - - - - - -
05/31/87 - - - - - - - - - - - - - - - -
06/30/87 - - - - - - - - - - - - - - - -
07/31/87 - - - - - - - - - - - - - - - -
08/31/87 - - - - - - - - - - - - - - - -
09/30/87 - - - - - - - - - - - - - - - -
10/31/87 - - - - - - - - - - - - - - - -
11/30/87 - - - - - - - - - - - - - - - -
12/31/87 - - - - - - - - - - - - - - - -
01/31/88 - - - - - - - - - - - - - - - -
02/29/88 - - - - - - - - - - - - - - - -
03/31/88 - - - - - - - - - - - - - - - -
04/30/88 - - - - - - - - - - - - - - - -
05/31/88 - - - - - - - - - - - - - - - -
06/30/88 - - - - - - - - - - - - - - - -
07/31/88 - - - - - - - - - - - - - - - -
08/31/88 - - - - - - - - - - - - - - - -
09/30/88 - - - - - - - - - - - - - - - -
10/31/88 - - - - - - - - - - - - - - - -
11/30/88 - - - - - - - - - - - - - - - -
12/31/88 - - - - - - - - - - - - - - - -
01/31/89 - - - - - - - - - - - - - - - -
02/28/89 - - - - - - - - - - - - - - - -
03/31/89 - - - - - - - - - - - - - - - -
04/30/89 - - - - - - - - - - - - - - - -
05/31/89 - - - - - - - - - - - - - - - -
06/30/89 - - - - - - - - - - - - - - - -
07/31/89 - - - - - - - - - - - - - - - -
08/31/89 - - - - - - - - - - - - - - - -
09/30/89 - - - - - - - - - - - - - - - -
10/31/89 - - - - - - - - - - - - - - - -
11/30/89 - - - - - - - - - - - - - - - -
12/31/89 14.41% - - - - - - - - - - - -
01/31/90 8.20% - - - - - - - - - - - -
02/28/90 6.64% - - - - - - - - - - - -
03/31/90 6.89% - - - - - - - - - - - -
04/30/90 6.69% - - - - - - - - - - - -
05/31/90 10.97% - - - - - - - - - - - -
06/30/90 8.87% - - - - - - - - - - - -
07/31/90 6.47% - - - - - - - - - - - -
08/31/90 2.50% - - - - - - - - - - - -
09/30/90 0.89% - - - - - - - - - - - -
10/31/90 9.53% - - - - - - - - - - - -
11/30/90 14.28% - - - - - - - - - - - -
12/31/90 11.88% - - - - - - - - - - - -
01/31/91 12.41% - - - - - - - - - - - -
02/28/91 12.83% - - - - - - - - - - - -
03/31/91 14.16% - - - - - - - - - - - -
04/30/91 14.04% - - - - - - - - - - - -
05/31/91 15.70% - - - - - - - - - - - -
06/30/91 12.02% - - - - - - - - - - - -
07/31/91 14.52% - - - - - - - - - - - -
08/31/91 16.52% - - - - - - - - - - - -
09/30/91 14.37% - - - - - - - - - - - -
10/31/91 15.64% - - - - - - - - - - - -
11/30/91 14.53% - - - - - - - - - - - -
12/31/91 18.30% 13.75% - - - - - - - -
01/31/92 14.30% 10.58% - - - - - - - -
02/28/92 15.72% 9.62% - - - - - - - -
03/31/92 13.49% 8.56% - - - - - - - -
04/30/92 11.47% 8.56% - - - - - - - -
05/31/92 10.93% 9.83% - - - - - - - -
06/30/92 10.03% 8.02% - - - - - - - -
07/31/92 8.07% 7.18% - - - - - - - -
08/31/92 7.12% 6.16% - - - - - - - -
09/30/92 7.87% 6.69% - - - - - - - -
10/31/92 9.25% 12.52% - - - - - - - -
11/30/92 10.10% 15.53% - - - - - - - -
12/31/92 10.02% 13.94% - - - - - - - -
01/31/93 12.64% 13.71% - - - - - - - -
02/28/93 12.25% 12.68% - - - - - - - -
03/31/93 12.24% 13.50% - - - - - - - -
04/30/93 11.83% 12.75% - - - - - - - -
05/31/93 10.41% 14.00% - - - - - - - -
06/30/93 10.46% 13.10% - - - - - - - -
07/31/93 10.31% 13.37% - - - - - - - -
08/31/93 14.71% 14.71% - - - - - - - -
09/30/93 16.57% 13.77% - - - - - - - -
10/31/93 17.01% 13.96% - - - - - - - -
11/30/93 14.88% 13.97% - - - - - - - -
12/31/93 14.80% 13.85% - - - - - - - -
01/31/94 14.86% 13.11% - - - - - - - -
02/28/94 11.69% 13.10% - - - - - - - -
- ---------------------------------------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON LARGE CAP GROWTH FUND
Institutional Shares
===========================================================================================================================
Dividend Trailing 12 Dividend Total Extended
Date NAV Regular Cap Gain Mo. Yield Shares Shares Value
===========================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C>
03/31/94 5.932 0.000000 358.5742 2,126.99
04/30/94 5.921 0.000000 358.5742 2,123.12
05/31/94 6.041 0.000000 358.5742 2,166.18
06/30/94 5.804 0.000000 358.5742 2,081.22
07/31/94 6.035 0.000000 358.5742 2,164.01
08/31/94 6.255 0.000000 358.5742 2,242.96
09/30/94 6.081 0.000000 358.5742 2,180.33
10/31/94 6.224 0.000000 358.5742 2,231.74
11/30/94 5.988 0.000000 358.5742 2,147.12
12/31/94 6.017 0.000000 358.5742 2,157.59
01/31/95 6.097 0.000000 358.5742 2,186.25
02/28/95 6.327 0.000000 358.5742 2,268.63
03/31/95 6.451 0.000000 358.5742 2,313.05
04/30/95 6.651 0.000000 358.5742 2,384.93
05/31/95 6.865 0.000000 358.5742 2,461.44
06/30/95 7.045 0.000000 358.5742 2,526.13
07/31/95 7.319 0.000000 358.5742 2,624.35
08/31/95 7.259 0.000000 358.5742 2,603.04
09/30/95 7.506 0.000000 358.5742 2,691.49
10/31/95 7.541 0.000000 358.5742 2,704.08
11/30/95 7.851 0.000000 358.5742 2,815.17
12/31/95 7.925 0.000000 358.5742 2,841.57
01/31/96 8.310 0.000000 358.5742 2,979.62
02/29/96 8.344 0.000000 358.5742 2,991.77
03/31/96 8.421 0.000000 358.5742 3,019.54
04/30/96 8.522 0.000000 358.5742 3,055.71
05/31/96 8.736 0.000000 358.5742 3,132.65
06/30/96 8.845 0.000000 358.5742 3,171.75
07/31/96 8.407 0.000000 358.5742 3,014.69
08/31/96 8.588 0.000000 358.5742 3,079.44
09/30/96 9.200 0.000000 358.5742 3,298.94
10/31/96 9.306 0.000000 358.5742 3,336.81
11/30/96 9.984 0.000000 358.5742 3,580.00
12/31/96 9.840 0.000000 358.5742 3,528.38
01/31/97 10.483 0.000000 358.5742 3,759.06
02/28/97 10.423 0.000000 358.5742 3,737.56
03/31/97 10.000 0.000000 358.5742 3,585.74
04/30/97 10.700 0.010000 0.335116 358.9093 3,840.33
05/31/97 11.250 0.010000 0.319030 359.2283 4,041.32
06/30/97 11.800 0.010000 0.304431 359.5327 4,242.49
07/31/97 12.780 0.010000 0.281324 359.8140 4,598.42
08/31/97 11.890 0.010000 0.302619 360.1166 4,281.79
09/30/97 12.390 0.010000 0.290651 360.4073 4,465.45
10/31/97 12.160 0.010000 0.296388 360.7037 4,386.16
11/30/97 12.590 0.010000 0.286500 360.9902 4,544.87
12/31/97 10.940 0.010000 1.87500 62.199865 423.1901 4,629.70
- ---------------------------------------------------------------------------------------------------------------------------
01/31/98 11.020 0.010000 0.384020 423.5741 4,667.79
02/28/98 11.730 0.010000 0.361103 423.9352 4,972.76
03/31/98 12.270 0.010000 0.345505 424.2807 5,205.92
04/20/98 12.620 0.010000 0.336197 424.6169 5,358.67
04/30/98 12.520 0.000000 0.000000 424.6169 5,316.20
05/21/98 12.470 0.010000 0.340511 424.9574 5,299.22
05/31/98 12.250 0.000000 0.000000 424.9574 5,205.73
06/21/98 12.410 0.010000 0.342431 425.2998 5,277.97
06/30/98 12.800 0.000000 0.000000 425.2998 5,443.84
07/21/98 13.140 0.010000 0.323668 425.6235 5,592.69
07/31/98 12.590 0.000000 0.000000 425.6235 5,358.60
08/21/98 12.030 0.010000 0.353802 425.9773 5,124.51
08/31/98 10.660 0.000000 0.000000 425.9773 4,540.92
09/18/98 11.260 0.010000 0.378310 426.3556 4,800.76
09/30/98 11.290 0.000000 1.0629% 0.000000 426.3556 4,813.55
10/21/98 11.700 0.010000 0.364406 426.7200 4,992.62
10/31/98 12.050 0.000000 0.9959% 0.000000 426.7200 5,141.98
11/20/98 12.570 0.010000 0.339475 427.0595 5,368.14
11/30/98 12.630 0.000000 0.9501% 0.000000 427.0595 5,393.76
12/21/98 12.500 0.000000 0.687280 23.480756 450.5403 5,631.75
12/31/98 12.690 0.000000 0.7880% 0.000000 450.5403 5,717.36
- ---------------------------------------------------------------------------------------------------------------------------
<CAPTION>
======================================================================================================
Change For/(From) Year
Date 1 Month 2 Months 3 Months 9 Months 12 Months to Date
======================================================================================================
<S> <C> <C> <C> <C> <C> <C>
03/31/94 -4.43% -6.76% -3.36% 3.13% -3.36%
04/30/94 -0.18% -4.61% -6.93% 5.85% -3.54%
05/31/94 2.03% 1.84% -2.67% 3.19% -1.58%
06/30/94 -3.92% -1.97% -2.15% -0.66% -5.44%
07/31/94 3.98% -0.10% 1.93% 3.63% -1.68%
08/31/94 3.65% 7.77% 3.54% 3.61% 1.90%
09/30/94 -2.79% 0.75% 4.76% 1.13% -0.94%
10/31/94 2.36% -0.50% 3.13% 2.27% 1.40%
11/30/94 -3.79% -1.52% -4.27% -0.89% -2.45%
12/31/94 0.49% -3.32% -1.04% -1.97% -1.97%
01/31/95 1.33% 1.82% -2.04% -4.16% 1.33%
02/28/95 3.77% 5.15% 5.66% 1.93% 5.15%
03/31/95 1.96% 5.80% 7.20% 8.75% 7.20%
04/30/95 3.11% 5.13% 9.09% 12.33% 10.54%
05/31/95 3.21% 6.42% 8.50% 13.63% 14.08%
06/30/95 2.63% 5.92% 9.21% 21.38% 17.08%
07/31/95 3.89% 6.62% 10.04% 21.27% 21.63%
08/31/95 -0.81% 3.04% 5.75% 16.05% 20.65%
09/30/95 3.40% 2.56% 6.55% 23.44% 24.74%
10/31/95 0.47% 3.88% 3.04% 21.16% 25.33%
11/30/95 4.11% 4.60% 8.15% 31.11% 30.48%
12/31/95 0.94% 5.08% 5.58% 31.70% 31.70%
01/31/96 4.86% 5.84% 10.19% 36.29% 4.86%
02/29/96 0.41% 5.29% 6.27% 31.88% 5.29%
03/31/96 0.93% 1.34% 6.26% 30.54% 6.26%
04/30/96 1.20% 2.14% 2.55% 28.13% 7.54%
05/31/96 2.52% 3.75% 4.71% 27.27% 10.24%
06/30/96 1.25% 3.80% 5.04% 25.56% 11.62%
07/31/96 -4.95% -3.77% -1.34% 14.87% 6.09%
08/31/96 2.15% -2.91% -1.70% 18.30% 8.37%
09/30/96 7.13% 9.43% 4.01% 22.57% 16.10%
10/31/96 1.15% 8.36% 10.69% 23.40% 17.43%
11/30/96 7.29% 8.52% 16.25% 27.17% 25.99%
12/31/96 -1.44% 5.74% 6.95% 24.17% 24.17%
01/31/97 6.54% 5.00% 12.65% 26.16% 6.54%
02/28/97 -0.57% 5.93% 4.40% 24.93% 5.93%
03/31/97 -4.06% -4.61% 1.63% 18.75% 1.63%
04/30/97 7.10% 2.75% 2.16% 25.68% 8.84%
05/31/97 5.23% 12.71% 8.13% 29.01% 14.54%
06/30/97 4.98% 10.47% 18.32% 33.76% 20.24%
07/31/97 8.39% 13.79% 19.74% 52.53% 30.33%
08/31/97 -6.89% 0.93% 5.95% 39.04% 21.35%
09/30/97 4.29% -2.89% 5.26% 35.36% 26.56%
10/31/97 -1.78% 2.44% -4.62% 31.45% 24.31%
11/30/97 3.62% 1.78% 6.14% 26.95% 28.81%
12/31/97 1.87% 5.55% 3.68% 29.11% 31.21% 31.21%
- --------------------------------------------------------------------------------------------------------
01/31/98 0.82% 2.70% 6.42% 21.55% 24.17% 0.82%
02/28/98 6.53% 7.41% 9.41% 23.05% 33.05% 7.41%
03/31/98 4.69% 11.53% 12.45% 22.71% 45.18% 12.45%
04/20/98 - - - - - 15.75%
04/30/98 2.12% 6.91% 13.89% 15.61% 38.43% 14.83%
05/21/98 -1.11% - - - - 14.46%
05/31/98 -2.08% -0.00% 4.68% 21.58% 28.81% 12.44%
06/21/98 -0.40% -1.51% - - - 14.00%
06/30/98 4.57% 2.40% 4.57% 21.91% 28.32% 17.59%
07/21/98 5.96% 5.54% 4.37% - - 20.80%
07/31/98 -1.57% 2.94% 0.80% 22.17% 16.53% 15.74%
08/21/98 -8.37% -2.91% -3.30% - - 10.69%
08/31/98 -15.26% -16.59% -12.77% -0.09% 6.05% -1.92%
09/18/98 -6.32% -14.16% -9.04% - - 3.69%
09/30/98 6.00% -10.17% -11.58% 3.97% 7.80% 3.97%
10/21/98 4.00% -2.57% -10.73% - - 7.84%
10/31/98 6.82% 13.24% -4.04% 10.16% 17.23% 11.07%
11/20/98 7.52% 11.82% 4.75% - - 15.95%
11/30/98 4.90% 12.05% 18.78% 8.47% 18.68% 16.50%
12/21/98 4.91% 12.80% 17.31% - - 21.64%
12/31/98 6.00% 11.19% 18.78% 9.82% 23.49% 23.49%
- --------------------------------------------------------------------------------------------------------
<CAPTION>
=======================================================================================
Trailing 3 Yr Trailing 5 Yr Trailing 10 Yr Trailing 10 Yr
Date Avg. Ann. Rtn. Avg. Ann. Rtn. Total Return Avg.Ann.Rtn.
=======================================================================================
<S> <C> <C> <C> <C>
03/31/94 9.31% 11.55% - - - - - - - -
04/30/94 9.16% 10.55% - - - - - - - -
05/31/94 8.66% 10.14% - - - - - - - -
06/30/94 9.36% 9.37% - - - - - - - -
07/31/94 8.92% 8.42% - - - - - - - -
08/31/94 9.15% 8.95% - - - - - - - -
09/30/94 8.82% 8.36% - - - - - - - -
10/31/94 8.34% 9.25% - - - - - - - -
11/30/94 8.26% 7.78% - - - - - - - -
12/31/94 4.24% 7.57% - - - - - - - -
01/31/95 5.92% 9.18% - - - - - - - -
02/28/95 6.78% 9.70% - - - - - - - -
03/31/95 8.71% 9.66% - - - - - - - -
04/30/95 10.23% 10.71% - - - - - - - -
05/31/95 10.50% 9.55% - - - - - - - -
06/30/95 12.56% 10.20% - - - - - - - -
07/31/95 12.91% 11.02% - - - - - - - -
08/31/95 13.18% 12.66% - - - - - - - -
09/30/95 13.68% 14.61% - - - - - - - -
10/31/95 13.09% 14.70% - - - - - - - -
11/30/95 12.64% 14.52% - - - - - - - -
12/31/95 12.51% 14.33% - - - - - - - -
01/31/96 13.94% 14.63% - - - - - - - -
02/29/96 13.98% 13.36% - - - - - - - -
03/31/96 13.54% 13.13% - - - - - - - -
04/30/96 15.05% 13.35% - - - - - - - -
05/31/96 14.26% 13.15% - - - - - - - -
06/30/96 14.81% 14.78% - - - - - - - -
07/31/96 13.01% 12.47% - - - - - - - -
08/31/96 12.45% 12.28% - - - - - - - -
09/30/96 15.22% 14.28% - - - - - - - -
10/31/96 15.19% 13.70% - - - - - - - -
11/30/96 18.21% 16.15% - - - - - - - -
12/31/96 17.02% 13.11% 252.84% 13.43%
01/31/97 18.10% 15.35% 238.02% 12.94%
02/28/97 18.84% 14.92% 217.58% 12.24%
03/31/97 19.00% 14.77% 200.39% 11.62%
04/30/97 21.82% 16.60% 225.37% 12.51%
05/31/97 23.08% 17.23% 254.23% 13.47%
06/30/97 26.77% 19.07% 252.42% 13.41%
07/31/97 28.53% 20.31% 256.84% 13.55%
08/31/97 24.03% 18.97% 221.66% 12.38%
09/30/97 26.97% 19.50% 237.08% 12.91%
10/31/97 25.23% 18.59% 323.41% 15.51%
11/30/97 28.37% 18.19% 375.08% 16.85%
12/31/97 28.95% 18.32% 345.92% 16.11%
- -----------------------------------------------------------------------------------
01/31/98 28.74% 18.29% 340.83% 15.98%
02/28/98 29.87% 19.73% 347.31% 16.15%
03/31/98 31.02% 20.33% 375.67% 16.87%
04/20/98 - - - -
04/30/98 30.60% 21.51% 383.10% 17.05%
05/21/98 - - - -
05/31/98 28.33% 19.91% 377.61% 16.91%
06/21/98 - - - -
06/30/98 29.14% 21.03% 381.04% 17.00%
07/21/98 - - - -
07/31/98 26.84% 20.73% 380.73% 16.99%
08/21/98 - - - -
08/31/98 20.36% 15.96% 316.67% 15.33%
09/18/98 - - - -
09/30/98 21.36% 17.42% 325.65% 15.58%
10/21/98 - - - -
10/31/98 23.87% 18.69% 353.16% 16.30%
11/20/98 - - - -
11/30/98 24.18% 20.00% 378.95% 16.95%
12/21/98 - - - -
12/31/98 26.22% 21.02% 396.96% 17.38%
- -----------------------------------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON LARGE CAP GROWTH FUND
Investor Shares
===========================================================================================================================
Dividend Trailing 12 Dividend Total Extended
Date NAV Regular Cap Gain Mo. Yield Shares Shares Value
===========================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C>
12/31/86 2.789 0.000000 358.5742 1,000.00
01/31/87 3.101 0.000000 358.5742 1,112.08
02/28/87 3.282 0.000000 358.5742 1,176.89
03/31/87 3.329 0.000000 358.5742 1,193.70
04/30/87 3.292 0.000000 358.5742 1,180.30
05/31/87 3.182 0.000000 358.5742 1,140.86
06/30/87 3.357 0.000000 358.5742 1,203.81
07/31/87 3.594 0.000000 358.5742 1,288.66
08/31/87 3.712 0.000000 358.5742 1,331.16
09/30/87 3.694 0.000000 358.5742 1,324.74
10/31/87 2.889 0.000000 358.5742 1,035.92
11/30/87 2.668 0.000000 358.5742 956.65
12/31/87 2.895 0.000000 358.5742 1,038.23
01/31/88 2.953 0.000000 358.5742 1,058.87
02/29/88 3.100 0.000000 358.5742 1,111.69
03/31/88 3.052 0.000000 358.5742 1,094.44
04/30/88 3.069 0.000000 358.5742 1,100.44
05/31/88 3.040 0.000000 358.5742 1,089.96
06/30/88 3.156 0.000000 358.5742 1,131.68
07/31/88 3.109 0.000000 358.5742 1,114.69
08/31/88 3.039 0.000000 358.5742 1,089.81
09/30/88 3.154 0.000000 358.5742 1,130.87
10/31/88 3.164 0.000000 358.5742 1,134.69
11/30/88 3.141 0.000000 358.5742 1,126.16
12/31/88 3.208 0.000000 358.5742 1,150.46
01/31/89 3.436 0.000000 358.5742 1,231.89
02/28/89 3.353 0.000000 358.5742 1,202.30
03/31/89 3.433 0.000000 358.5742 1,231.13
04/30/89 3.584 0.000000 358.5742 1,285.28
05/31/89 3.726 0.000000 358.5742 1,336.15
06/30/89 3.708 0.000000 358.5742 1,329.57
07/31/89 4.028 0.000000 358.5742 1,444.29
08/31/89 4.073 0.000000 358.5742 1,460.44
09/30/89 4.070 0.000000 358.5742 1,459.24
10/31/89 3.997 0.000000 358.5742 1,433.38
11/30/89 4.115 0.000000 358.5742 1,475.64
12/31/89 4.178 0.000000 358.5742 1,498.04
01/31/90 3.930 0.000000 358.5742 1,409.17
02/28/90 3.981 0.000000 358.5742 1,427.61
03/31/90 4.066 0.000000 358.5742 1,457.99
04/30/90 3.998 0.000000 358.5742 1,433.75
05/31/90 4.349 0.000000 358.5742 1,559.32
06/30/90 4.333 0.000000 358.5742 1,553.83
07/31/90 4.338 0.000000 358.5742 1,555.51
08/31/90 3.998 0.000000 358.5742 1,433.68
09/30/90 3.794 0.000000 358.5742 1,360.54
10/31/90 3.797 0.000000 358.5742 1,361.46
11/30/90 3.984 0.000000 358.5742 1,428.42
12/31/90 4.056 0.000000 358.5742 1,454.39
01/31/91 4.196 0.000000 358.5742 1,504.68
02/28/91 4.453 0.000000 358.5742 1,596.89
03/31/91 4.541 0.000000 358.5742 1,628.16
04/30/91 4.551 0.000000 358.5742 1,631.87
05/31/91 4.708 0.000000 358.5742 1,688.13
06/30/91 4.437 0.000000 358.5742 1,590.86
07/31/91 4.669 0.000000 358.5742 1,674.35
08/31/91 4.809 0.000000 358.5742 1,724.21
09/30/91 4.718 0.000000 358.5742 1,691.59
10/31/91 4.893 0.000000 358.5742 1,754.49
11/30/91 4.719 0.000000 358.5742 1,691.99
12/31/91 5.312 0.000000 358.5742 1,904.81
01/31/92 5.130 0.000000 358.5742 1,839.63
02/28/92 5.195 0.000000 358.5742 1,862.95
03/31/92 5.021 0.000000 358.5742 1,800.32
04/30/92 4.966 0.000000 358.5742 1,780.84
05/31/92 5.088 0.000000 358.5742 1,824.44
06/30/92 4.940 0.000000 358.5742 1,771.49
07/31/92 5.085 0.000000 358.5742 1,823.36
08/31/92 5.007 0.000000 358.5742 1,795.43
09/30/92 5.109 0.000000 358.5742 1,831.84
10/31/92 5.213 0.000000 358.5742 1,869.35
11/30/92 5.494 0.000000 358.5742 1,970.08
12/31/92 5.565 0.000000 358.5742 1,995.45
01/31/93 5.618 0.000000 358.5742 2,014.37
02/28/93 5.633 0.000000 358.5742 2,019.76
03/31/93 5.752 0.000000 358.5742 2,062.34
04/30/93 5.594 0.000000 358.5742 2,005.79
05/31/93 5.854 0.000000 358.5742 2,099.22
06/30/93 5.843 0.000000 358.5742 2,094.98
07/31/93 5.824 0.000000 358.5742 2,088.24
08/31/93 6.037 0.000000 358.5742 2,164.83
09/30/93 6.012 0.000000 358.5742 2,155.91
10/31/93 6.086 0.000000 358.5742 2,182.17
11/30/93 6.042 0.000000 358.5742 2,166.42
12/31/93 6.138 0.000000 358.5742 2,201.04
01/31/94 6.362 0.000000 358.5742 2,281.11
<CAPTION>
========================================================================================================
Change For/(From) Year
Date 1 Month 2 Months 3 Months 8 Months 12 Months to Date
========================================================================================================
<S> <C> <C> <C> <C> <C> <C>
12/31/86 - - - - - - - - - - - - - - -
01/31/87 11.21% - - - - - - - - - 11.21%
02/28/87 5.83% 17.69% - - - - - - 17.69%
03/31/87 1.43% 7.34% 19.37% - - - 19.37%
04/30/87 -1.12% 0.29% 6.13% - - - 18.03%
05/31/87 -3.34% -4.43% -3.06% - - - 14.09%
06/30/87 5.52% 1.99% 0.85% - - - 20.38%
07/31/87 7.05% 12.95% 9.18% - - - 28.87%
08/31/87 3.30% 10.58% 16.68% - - - 33.12%
09/30/87 -0.48% 2.80% 10.05% - - - 32.47%
10/31/87 -21.80% -22.18% -19.61% - - - 3.59%
11/30/87 -7.65% -27.79% -28.13% - - - -4.33%
12/31/87 8.53% 0.22% -21.63% 3.82% 3.82%
01/31/88 1.99% 10.69% 2.22% -4.78% 1.99%
02/29/88 4.99% 7.08% 16.21% -5.54% 7.08%
03/31/88 -1.55% 3.36% 5.41% -8.32% 5.41%
04/30/88 0.55% -1.01% 3.92% -6.77% 5.99%
05/31/88 -0.95% -0.41% -1.95% -4.46% 4.98%
06/30/88 3.83% 2.84% 3.40% -5.99% 9.00%
07/31/88 -1.50% 2.27% 1.29% -13.50% 7.36%
08/31/88 -2.23% -3.70% -0.01% -18.13% 4.97%
09/30/88 3.77% 1.45% -0.07% -14.63% 8.92%
10/31/88 0.34% 4.12% 1.79% 9.53% 9.29%
11/30/88 -0.75% -0.42% 3.34% 17.72% 8.47%
12/31/88 2.16% 1.39% 1.73% 10.81% 10.81%
01/31/89 7.08% 9.39% 8.57% 16.34% 7.08%
02/28/89 -2.40% 4.51% 6.76% 8.15% 4.51%
03/31/89 2.40% -0.06% 7.01% 12.49% 7.01%
04/30/89 4.40% 6.90% 4.33% 16.80% 11.72%
05/31/89 3.96% 8.53% 11.13% 22.59% 16.14%
06/30/89 -0.49% 3.45% 8.00% 17.49% 15.57%
07/31/89 8.63% 8.09% 12.37% 29.57% 25.54%
08/31/89 1.12% 9.84% 9.30% 34.01% 26.94%
09/30/89 -0.08% 1.04% 9.75% 29.04% 26.84%
10/31/89 -1.77% -1.85% -0.76% 26.32% 24.59%
11/30/89 2.95% 1.12% 1.04% 31.03% 28.26%
12/31/89 1.52% 4.51% 2.66% 30.21% 30.21%
01/31/90 -5.93% -4.50% -1.69% 14.39% -5.93%
02/28/90 1.31% -4.70% -3.25% 18.74% -4.70%
03/31/90 2.13% 3.46% -2.67% 18.43% -2.67%
04/30/90 -1.66% 0.43% 1.74% 11.55% -4.29%
05/31/90 8.76% 6.95% 9.23% 16.70% 4.09%
06/30/90 -0.35% 8.38% 6.57% 16.87% 3.72%
07/31/90 0.11% -0.24% 8.49% 7.70% 3.84%
08/31/90 -7.83% -7.73% -8.06% -1.83% -4.30%
09/30/90 -5.10% -12.53% -12.44% -6.76% -9.18%
10/31/90 0.07% -5.04% -12.47% -5.02% -9.12%
11/30/90 4.92% 4.99% -0.37% -3.20% -4.65%
12/31/90 1.82% 6.83% 6.90% -2.91% -2.91%
01/31/91 3.46% 5.34% 10.52% 6.78% 3.46%
02/28/91 6.13% 9.80% 11.79% 11.86% 9.80%
03/31/91 1.96% 8.21% 11.95% 11.67% 11.95%
04/30/91 0.23% 2.19% 8.45% 13.82% 12.20%
05/31/91 3.45% 3.68% 5.71% 8.26% 16.07%
06/30/91 -5.76% -2.51% -2.29% 2.38% 9.38%
07/31/91 5.25% -0.82% 2.60% 7.64% 15.12%
08/31/91 2.98% 8.38% 2.14% 20.26% 18.55%
09/30/91 -1.89% 1.03% 6.33% 24.33% 16.31%
10/31/91 3.72% 1.76% 4.79% 28.87% 20.63%
11/30/91 -3.56% 0.02% -1.87% 18.45% 16.34%
12/31/91 12.58% 8.57% 12.60% 30.97% 30.97%
01/31/92 -3.42% 8.73% 4.85% 22.26% -3.42%
02/28/92 1.27% -2.20% 10.10% 16.66% -2.20%
03/31/92 -3.36% -2.14% -5.49% 10.57% -5.49%
04/30/92 -1.08% -4.41% -3.20% 9.13% -6.51%
05/31/92 2.45% 1.34% -2.07% 8.07% -4.22%
06/30/92 -2.90% -0.53% -1.60% 11.35% -7.00%
07/31/92 2.93% -0.06% 2.39% 8.90% -4.28%
08/31/92 -1.53% 1.35% -1.59% 4.13% -5.74%
09/30/92 2.03% 0.46% 3.41% 8.29% -3.83%
10/31/92 2.05% 4.12% 2.52% 6.55% -1.86%
11/30/92 5.39% 7.55% 9.73% 16.44% 3.43%
12/31/92 1.29% 6.75% 8.93% 4.76% 4.76%
01/31/93 0.95% 2.25% 7.76% 9.50% 0.95%
02/28/93 0.27% 1.22% 2.52% 8.42% 1.22%
03/31/93 2.11% 2.38% 3.35% 14.55% 3.35%
04/30/93 -2.74% -0.69% -0.43% 12.63% 0.52%
05/31/93 4.66% 1.79% 3.93% 15.06% 5.20%
06/30/93 -0.20% 4.45% 1.58% 18.26% 4.99%
07/31/93 -0.32% -0.52% 4.11% 14.53% 4.65%
08/31/93 3.67% 3.33% 3.13% 20.57% 8.49%
09/30/93 -0.41% 3.24% 2.91% 17.69% 8.04%
10/31/93 1.22% 0.80% 4.50% 16.73% 9.36%
11/30/93 -0.72% 0.49% 0.07% 9.97% 8.57%
12/31/93 1.60% 0.86% 2.09% 10.30% 10.30%
01/31/94 3.64% 5.29% 4.53% 13.24% 3.64%
=========================================================================================
Trailing 3 Yr Trailing 5 Yr Trailing 10 Yr Trailing 10 Yr
Date Avg. Ann. Rtn. Avg. Ann. Rtn. Total Return Avg. Ann. Rtn.
=========================================================================================
<S> <C> <C> <C> <C>
12/31/86 - - - - - - - - - - - - - - - -
01/31/87 - - - - - - - - - - - - - - - -
02/28/87 - - - - - - - - - - - - - - - -
03/31/87 - - - - - - - - - - - - - - - -
04/30/87 - - - - - - - - - - - - - - - -
05/31/87 - - - - - - - - - - - - - - - -
06/30/87 - - - - - - - - - - - - - - - -
07/31/87 - - - - - - - - - - - - - - - -
08/31/87 - - - - - - - - - - - - - - - -
09/30/87 - - - - - - - - - - - - - - - -
10/31/87 - - - - - - - - - - - - - - - -
11/30/87 - - - - - - - - - - - - - - - -
12/31/87 - - - - - - - - - - - - - - - -
01/31/88 - - - - - - - - - - - - - - - -
02/29/88 - - - - - - - - - - - - - - - -
03/31/88 - - - - - - - - - - - - - - - -
04/30/88 - - - - - - - - - - - - - - - -
05/31/88 - - - - - - - - - - - - - - - -
06/30/88 - - - - - - - - - - - - - - - -
07/31/88 - - - - - - - - - - - - - - - -
08/31/88 - - - - - - - - - - - - - - - -
09/30/88 - - - - - - - - - - - - - - - -
10/31/88 - - - - - - - - - - - - - - - -
11/30/88 - - - - - - - - - - - - - - - -
12/31/88 - - - - - - - - - - - - - - - -
01/31/89 - - - - - - - - - - - - - - - -
02/28/89 - - - - - - - - - - - - - - - -
03/31/89 - - - - - - - - - - - - - - - -
04/30/89 - - - - - - - - - - - - - - - -
05/31/89 - - - - - - - - - - - - - - - -
06/30/89 - - - - - - - - - - - - - - - -
07/31/89 - - - - - - - - - - - - - - - -
08/31/89 - - - - - - - - - - - - - - - -
09/30/89 - - - - - - - - - - - - - - - -
10/31/89 - - - - - - - - - - - - - - - -
11/30/89 - - - - - - - - - - - - - - - -
12/31/89 14.41% - - - - - - - - - - - -
01/31/90 8.20% - - - - - - - - - - - -
02/28/90 6.64% - - - - - - - - - - - -
03/31/90 6.89% - - - - - - - - - - - -
04/30/90 6.69% - - - - - - - - - - - -
05/31/90 10.97% - - - - - - - - - - - -
06/30/90 8.87% - - - - - - - - - - - -
07/31/90 6.47% - - - - - - - - - - - -
08/31/90 2.50% - - - - - - - - - - - -
09/30/90 0.89% - - - - - - - - - - - -
10/31/90 9.53% - - - - - - - - - - - -
11/30/90 14.28% - - - - - - - - - - - -
12/31/90 11.88% - - - - - - - - - - - -
01/31/91 12.41% - - - - - - - - - - - -
02/28/91 12.83% - - - - - - - - - - - -
03/31/91 14.16% - - - - - - - - - - - -
04/30/91 14.04% - - - - - - - - - - - -
05/31/91 15.70% - - - - - - - - - - - -
06/30/91 12.02% - - - - - - - - - - - -
07/31/91 14.52% - - - - - - - - - - - -
08/31/91 16.52% - - - - - - - - - - - -
09/30/91 14.37% - - - - - - - - - - - -
10/31/91 15.64% - - - - - - - - - - - -
11/30/91 14.53% - - - - - - - - - - - -
12/31/91 18.30% 13.75% - - - - - - - -
01/31/92 14.30% 10.58% - - - - - - - -
02/28/92 15.72% 9.62% - - - - - - - -
03/31/92 13.49% 8.56% - - - - - - - -
04/30/92 11.47% 8.56% - - - - - - - -
05/31/92 10.93% 9.83% - - - - - - - -
06/30/92 10.03% 8.02% - - - - - - - -
07/31/92 8.07% 7.18% - - - - - - - -
08/31/92 7.12% 6.16% - - - - - - - -
09/30/92 7.87% 6.69% - - - - - - - -
10/31/92 9.25% 12.52% - - - - - - - -
11/30/92 10.10% 15.53% - - - - - - - -
12/31/92 10.02% 13.94% - - - - - - - -
01/31/93 12.64% 13.71% - - - - - - - -
02/28/93 12.25% 12.68% - - - - - - - -
03/31/93 12.24% 13.50% - - - - - - - -
04/30/93 11.83% 12.75% - - - - - - - -
05/31/93 10.41% 14.00% - - - - - - - -
06/30/93 10.46% 13.10% - - - - - - - -
07/31/93 10.31% 13.37% - - - - - - - -
08/31/93 14.71% 14.71% - - - - - - - -
09/30/93 16.57% 13.77% - - - - - - - -
10/31/93 17.01% 13.96% - - - - - - - -
11/30/93 14.88% 13.97% - - - - - - - -
12/31/93 14.80% 13.85% - - - - - - - -
01/31/94 14.86% 13.11% - - - - - - - -
- ---------------------------------------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON LARGE CAP GROWTH FUND
Investor Shares
==========================================================================================================================
Dividend Trailing 12 Dividend Total Extended
Date NAV Regular Cap Gain Mo. Yield Shares Shares Value
==========================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C>
02/28/94 6.207 0.000000 358.5742 2,225.63
03/31/94 5.932 0.000000 358.5742 2,126.99
04/30/94 5.921 0.000000 358.5742 2,123.12
05/31/94 6.041 0.000000 358.5742 2,166.18
06/30/94 5.804 0.000000 358.5742 2,081.22
07/31/94 6.035 0.000000 358.5742 2,164.01
08/31/94 6.255 0.000000 358.5742 2,242.96
09/30/94 6.081 0.000000 358.5742 2,180.33
10/31/94 6.224 0.000000 358.5742 2,231.74
11/30/94 5.988 0.000000 358.5742 2,147.12
12/31/94 6.017 0.000000 358.5742 2,157.59
01/31/95 6.097 0.000000 358.5742 2,186.25
02/28/95 6.327 0.000000 358.5742 2,268.63
03/31/95 6.451 0.000000 358.5742 2,313.05
04/30/95 6.651 0.000000 358.5742 2,384.93
05/31/95 6.865 0.000000 358.5742 2,461.44
06/30/95 7.045 0.000000 358.5742 2,526.13
07/31/95 7.319 0.000000 358.5742 2,624.35
08/31/95 7.259 0.000000 358.5742 2,603.04
09/30/95 7.506 0.000000 358.5742 2,691.49
10/31/95 7.541 0.000000 358.5742 2,704.08
11/30/95 7.851 0.000000 358.5742 2,815.17
12/31/95 7.925 0.000000 358.5742 2,841.57
01/31/96 8.310 0.000000 358.5742 2,979.62
02/29/96 8.344 0.000000 358.5742 2,991.77
03/31/96 8.421 0.000000 358.5742 3,019.54
04/30/96 8.522 0.000000 358.5742 3,055.71
05/31/96 8.736 0.000000 358.5742 3,132.65
06/30/96 8.845 0.000000 358.5742 3,171.75
07/31/96 8.407 0.000000 358.5742 3,014.69
08/31/96 8.588 0.000000 358.5742 3,079.44
09/30/96 9.200 0.000000 358.5742 3,298.94
10/31/96 9.306 0.000000 358.5742 3,336.81
11/30/96 9.984 0.000000 358.5742 3,580.00
12/31/96 9.840 0.000000 358.5742 3,528.38
01/31/97 10.483 0.000000 358.5742 3,759.06
02/28/97 10.423 0.000000 358.5742 3,737.56
03/31/97 10.000 0.000000 358.5742 3,585.74
04/30/97 10.700 0.010000 0.335116 358.9093 3,840.33
05/31/97 11.250 0.010000 0.319030 359.2283 4,041.32
06/30/97 11.800 0.010000 0.304431 359.5327 4,242.49
07/31/97 12.780 0.010000 0.281324 359.8140 4,598.42
08/31/97 11.890 0.010000 0.302619 360.1166 4,281.79
09/30/97 12.390 0.010000 0.290651 360.4073 4,465.45
10/31/97 12.150 0.010000 0.296632 360.7039 4,382.55
11/30/97 12.580 0.010000 0.286728 360.9906 4,541.26
12/31/97 10.920 0.010000 1.87500 62.313854 423.3045 4,622.49
- --------------------------------------------------------------------------------------------------------------------------
01/31/98 11.000 0.010000 0.384822 423.6893 4,660.58
02/28/98 11.710 0.010000 0.361818 424.0511 4,965.64
03/31/98 12.250 0.010000 0.346164 424.3973 5,198.87
04/20/98 12.590 0.010000 0.337091 424.7344 5,347.41
04/30/98 12.490 0.000000 0.000000 424.7344 5,304.93
05/21/98 12.440 0.010000 0.341426 425.0758 5,287.94
05/31/98 12.220 0.000000 0.000000 425.0758 5,194.43
06/21/98 12.380 0.010000 0.343357 425.4192 5,266.69
06/30/98 12.770 0.000000 0.000000 425.4192 5,432.60
07/21/98 13.100 0.010000 0.324747 425.7439 5,577.25
07/31/98 12.550 0.000000 0.000000 425.7439 5,343.09
08/21/98 12.000 0.010000 0.354787 426.0987 5,113.18
08/31/98 10.630 0.000000 0.000000 426.0987 4,529.43
09/18/98 11.220 0.010000 0.379767 426.4785 4,785.09
09/30/98 11.250 0.000000 1.0667% 0.000000 426.4785 4,797.88
10/21/98 11.660 0.010000 0.365762 426.8443 4,977.00
10/31/98 12.010 0.000000 0.9992% 0.000000 426.8443 5,126.40
11/20/98 12.530 0.010000 0.340658 427.1850 5,352.63
11/30/98 12.580 0.000000 0.9539% 0.000000 427.1850 5,373.99
12/21/98 12.450 0.000000 0.68728 23.581984 450.7670 5,612.05
12/31/98 12.640 0.000000 0.7911% 0.000000 450.7670 5,697.69
- --------------------------------------------------------------------------------------------------------------------------
<CAPTION>
=======================================================================================================
Change For/(From) Year
Date 1 Month 2 Months 3 Months 8 Months 12 Months to Date
=======================================================================================================
<S> <C> <C> <C> <C> <C> <C>
02/28/94 -2.43% 1.12% 2.73% 10.19% 1.12%
03/31/94 -4.43% -6.76% -3.36% 3.13% -3.36%
04/30/94 -0.18% -4.61% -6.93% 5.85% -3.54%
05/31/94 2.03% 1.84% -2.67% 3.19% -1.58%
06/30/94 -3.92% -1.97% -2.15% -0.66% -5.44%
07/31/94 3.98% -0.10% 1.93% 3.63% -1.68%
08/31/94 3.65% 7.77% 3.54% 3.61% 1.90%
09/30/94 -2.79% 0.75% 4.76% 1.13% -0.94%
10/31/94 2.36% -0.50% 3.13% 2.27% 1.40%
11/30/94 -3.79% -1.52% -4.27% -0.89% -2.45%
12/31/94 0.49% -3.32% -1.04% -1.97% -1.97%
01/31/95 1.33% 1.82% -2.04% -4.16% 1.33%
02/28/95 3.77% 5.15% 5.66% 1.93% 5.15%
03/31/95 1.96% 5.80% 7.20% 8.75% 7.20%
04/30/95 3.11% 5.13% 9.09% 12.33% 10.54%
05/31/95 3.21% 6.42% 8.50% 13.63% 14.08%
06/30/95 2.63% 5.92% 9.21% 21.38% 17.08%
07/31/95 3.89% 6.62% 10.04% 21.27% 21.63%
08/31/95 -0.81% 3.04% 5.75% 16.05% 20.65%
09/30/95 3.40% 2.56% 6.55% 23.44% 24.74%
10/31/95 0.47% 3.88% 3.04% 21.16% 25.33%
11/30/95 4.11% 4.60% 8.15% 31.11% 30.48%
12/31/95 0.94% 5.08% 5.58% 31.70% 31.70%
01/31/96 4.86% 5.84% 10.19% 36.29% 4.86%
02/29/96 0.41% 5.29% 6.27% 31.88% 5.29%
03/31/96 0.93% 1.34% 6.26% 30.54% 6.26%
04/30/96 1.20% 2.14% 2.55% 28.13% 7.54%
05/31/96 2.52% 3.75% 4.71% 27.27% 10.24%
06/30/96 1.25% 3.80% 5.04% 25.56% 11.62%
07/31/96 -4.95% -3.77% -1.34% 14.87% 6.09%
08/31/96 2.15% -2.91% -1.70% 18.30% 8.37%
09/30/96 7.13% 9.43% 4.01% 22.57% 16.10%
10/31/96 1.15% 8.36% 10.69% 23.40% 17.43%
11/30/96 7.29% 8.52% 16.25% 27.17% 25.99%
12/31/96 -1.44% 5.74% 6.95% 24.17% 24.17%
01/31/97 6.54% 5.00% 12.65% 26.16% 6.54%
02/28/97 -0.57% 5.93% 4.40% 24.93% 5.93%
03/31/97 -4.06% -4.61% 1.63% 18.75% 1.63%
04/30/97 7.10% 2.75% 2.16% 25.68% 8.84%
05/31/97 5.23% 12.71% 8.13% 29.01% 14.54%
06/30/97 4.98% 10.47% 18.32% 33.76% 20.24%
07/31/97 8.39% 13.79% 19.74% 52.53% 30.33%
08/31/97 -6.89% 0.93% 5.95% 39.04% 21.35%
09/30/97 4.29% -2.89% 5.26% 35.36% 26.56%
10/31/97 -1.86% 2.35% -4.69% 31.34% 24.21%
11/30/97 3.62% 1.70% 6.06% 26.85% 28.71%
12/31/97 1.79% 5.47% 3.52% 20.37% 31.01% 31.01%
- -------------------------------------------------------------------------------------------------------
01/31/98 0.82% 2.63% 6.34% 15.32% 23.98% 0.82%
02/28/98 6.55% 7.42% 9.34% 17.05% 32.86% 7.42%
03/31/98 4.70% 11.55% 12.47% 13.06% 44.99% 12.47%
04/20/98 - - - - - 15.68%
04/30/98 2.04% 6.83% 13.83% 23.90% 38.14% 14.76%
05/21/98 -1.11% - - - - 14.40%
05/31/98 -2.08% -0.09% 4.61% 16.32% 28.53% 12.37%
06/21/98 -0.40% -1.51% - - - 13.94%
06/30/98 4.59% 2.41% 4.50% 23.96% 28.05% 17.53%
07/21/98 5.90% 5.47% 4.30% - - 20.65%
07/31/98 -1.65% 2.86% 0.72% 17.66% 16.19% 15.59%
08/21/98 -8.32% -2.91% -3.30% - - 10.62%
08/31/98 -15.23% -16.63% -12.80% -2.01% 5.78% -2.01%
09/18/98 -6.42% -14.20% -9.14% - - 3.52%
09/30/98 5.93% -10.20% -11.68% 2.95% 7.44% 3.79%
10/21/98 4.01% -2.66% -10.76% - - 7.67%
10/31/98 6.85% 13.18% -4.06% 3.24% 16.97% 10.90%
11/20/98 7.55% 11.86% 4.68% - - 15.80%
11/30/98 4.83% 12.01% 18.65% 3.37% 18.34% 16.26%
12/21/98 4.85% 12.76% 17.28% - - 21.41%
12/31/98 6.02% 11.14% 18.75% 6.55% 23.26% 23.26%
- -------------------------------------------------------------------------------------------------------
<CAPTION>
========================================================================================
Trailing 3 Yr Trailing 5 Yr Trailing 10 Yr Trailing 10 Yr
Date Avg. Ann. Rtn. Avg. Ann. Rtn. Total Return Avg. Ann. Rtn.
========================================================================================
<S> <C> <C> <C> <C>
02/28/94 11.69% 13.10% - - - - - - - -
03/31/94 9.31% 11.55% - - - - - - - -
04/30/94 9.16% 10.55% - - - - - - - -
05/31/94 8.66% 10.14% - - - - - - - -
06/30/94 9.36% 9.37% - - - - - - - -
07/31/94 8.92% 8.42% - - - - - - - -
08/31/94 9.15% 8.95% - - - - - - - -
09/30/94 8.82% 8.36% - - - - - - - -
10/31/94 8.34% 9.25% - - - - - - - -
11/30/94 8.26% 7.78% - - - - - - - -
12/31/94 4.24% 7.57% - - - - - - - -
01/31/95 5.92% 9.18% - - - - - - - -
02/28/95 6.78% 9.70% - - - - - - - -
03/31/95 8.71% 9.66% - - - - - - - -
04/30/95 10.23% 10.71% - - - - - - - -
05/31/95 10.50% 9.55% - - - - - - - -
06/30/95 12.56% 10.20% - - - - - - - -
07/31/95 12.91% 11.02% - - - - - - - -
08/31/95 13.18% 12.66% - - - - - - - -
09/30/95 13.68% 14.61% - - - - - - - -
10/31/95 13.09% 14.70% - - - - - - - -
11/30/95 12.64% 14.52% - - - - - - - -
12/31/95 12.51% 14.33% - - - - - - - -
01/31/96 13.94% 14.63% - - - - - - - -
02/29/96 13.98% 13.36% - - - - - - - -
03/31/96 13.54% 13.13% - - - - - - - -
04/30/96 15.05% 13.35% - - - - - - - -
05/31/96 14.26% 13.15% - - - - - - - -
06/30/96 14.81% 14.78% - - - - - - - -
07/31/96 13.01% 12.47% - - - - - - - -
08/31/96 12.45% 12.28% - - - - - - - -
09/30/96 15.22% 14.28% - - - - - - - -
10/31/96 15.19% 13.70% - - - - - - - -
11/30/96 18.21% 16.15% - - - - - - - -
12/31/96 17.02% 13.11% 252.84% 13.43%
01/31/97 18.10% 15.35% 238.02% 12.94%
02/28/97 18.84% 14.92% 217.58% 12.24%
03/31/97 19.00% 14.77% 200.39% 11.62%
04/30/97 21.82% 16.60% 225.37% 12.51%
05/31/97 23.08% 17.23% 254.23% 13.47%
06/30/97 26.77% 19.07% 252.42% 13.41%
07/31/97 28.53% 20.31% 256.84% 13.55%
08/31/97 24.03% 18.97% 221.66% 12.38%
09/30/97 26.97% 19.50% 237.08% 12.91%
10/31/97 25.20% 18.57% 323.06% 15.50%
11/30/97 28.33% 18.17% 374.70% 16.84%
12/31/97 28.88% 18.28% 345.23% 16.09%
- ----------------------------------------------------------------------------------------
01/31/98 28.67% 18.26% 340.14% 15.96%
02/28/98 29.81% 19.70% 346.67% 16.14%
03/31/98 30.96% 20.30% 375.03% 16.85%
04/20/98 - - - -
04/30/98 30.51% 21.46% 382.08% 17.02%
05/21/98 - - - -
05/31/98 28.24% 19.85% 376.57% 16.89%
06/21/98 - - - -
06/30/98 29.05% 20.98% 380.05% 16.97%
07/21/98 - - - -
07/31/98 26.72% 20.66% 379.34% 16.96%
08/21/98 - - - -
08/31/98 20.26% 15.90% 315.62% 15.30%
09/18/98 - - - -
09/30/98 21.23% 17.34% 324.26% 15.54%
10/21/98 - - - -
10/31/98 23.74% 18.62% 351.79% 16.27%
11/20/98 - - - -
11/30/98 24.03% 19.91% 377.20% 16.90%
12/21/98 - - - -
12/31/98 26.07% 20.94% 395.25% 17.34%
- ----------------------------------------------------------------------------------------
</TABLE>
<PAGE>
BNY HAMILTON SMALL CAP GROWTH FUND
Institutional Shares
<TABLE>
<CAPTION>
====================================================================================================================================
Dividend Dividend Total Extended Change For/(From) Year
Date NAV Regular Cap Gain Shares Shares Value 1 Month 2 Months 3 Months 9 Months 12 Months to Date
====================================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
12/31/90 3.879 0.000000 257.7796 1,000.00 - - - - - - - - - - - - - - - - - - - -
01/31/91 4.123 0.000000 257.7796 1,062.94 6.29% - - - - - - - - - - - - - - - -
02/28/91 4.404 0.000000 257.7796 1,135.37 6.81% 13.54% - - - - - - - - - - - -
03/31/91 4.652 0.000000 257.7796 1,199.11 5.61% 12.81% 19.91% - - - - - - - -
04/30/91 4.646 0.000000 257.7796 1,197.72 -0.12% 5.49% 12.68% - - - - - - - -
05/31/91 4.957 0.000000 257.7796 1,277.77 6.68% 6.56% 12.54% - - - - - - - -
06/30/91 4.533 0.000000 257.7796 1,168.57 -8.55% -2.43% -2.55% - - - - - - - -
07/31/91 4.845 0.000000 257.7796 1,249.02 6.88% -2.25% 4.28% - - - - - - - -
08/31/91 5.177 0.000000 257.7796 1,334.63 6.85% 14.21% 4.45% - - - - - - - -
09/30/91 5.212 0.000000 257.7796 1,343.49 0.66% 7.56% 14.97% - - - - - - - -
10/31/91 5.511 0.000000 257.7796 1,420.52 5.73% 6.44% 13.73% - - - - - - - -
11/30/91 5.316 0.000000 257.7796 1,370.29 -3.54% 2.00% 2.67% - - - - - - - -
12/31/91 5.914 0.000000 257.7796 1,524.51 11.25% 7.32% 13.47% 52.45% - - - -
01/31/92 6.205 0.000000 257.7796 1,599.57 4.92% 16.73% 12.60% 50.49% 4.92%
02/28/92 6.283 0.000000 257.7796 1,619.63 1.25% 6.24% 18.20% 42.65% 6.24%
03/31/92 5.890 0.000000 257.7796 1,518.31 -6.26% -5.08% -0.41% 26.62% -0.41%
04/30/92 5.609 0.000000 257.7796 1,445.95 -4.77% -10.72% -9.60% 20.73% -5.15%
05/31/92 5.515 0.000000 257.7796 1,421.71 -1.68% -6.36% -12.22% 11.26% -6.74%
06/30/92 5.165 0.000000 257.7796 1,331.49 -6.35% -7.92% -12.30% 13.94% -12.66%
07/31/92 5.452 0.000000 257.7796 1,405.31 5.54% -1.15% -2.81% 12.51% -7.82%
08/31/92 5.246 0.000000 257.7796 1,352.38 -3.77% 1.57% -4.88% 1.33% -11.29%
09/30/92 5.288 0.000000 257.7796 1,363.12 0.79% -3.00% 2.38% 1.46% -10.59%
10/31/92 5.571 0.000000 257.7796 1,435.97 5.34% 6.18% 2.18% 1.09% -5.81%
11/30/92 6.056 0.000000 257.7796 1,561.24 8.72% 14.53% 15.44% 13.93% 2.41%
12/31/92 6.261 0.000000 257.7796 1,614.07 3.38% 12.40% 18.41% 5.88% 5.88%
01/31/93 6.368 0.000000 257.7796 1,641.58 1.70% 5.15% 14.32% 2.63% 1.70%
02/28/93 5.891 0.000000 257.7796 1,518.69 -7.49% -5.91% -2.73% -6.23% -5.91%
03/31/93 6.042 0.000000 257.7796 1,557.63 2.56% -5.11% -3.50% 2.59% -3.50%
04/30/93 5.970 0.000000 257.7796 1,538.84 -1.21% 1.33% -6.26% 6.42% -4.66%
05/31/93 6.372 0.000000 257.7796 1,642.62 6.74% 5.46% 8.16% 15.54% 1.77%
06/30/93 6.586 0.000000 257.7796 1,697.72 3.35% 10.32% 8.99% 27.50% 5.18%
07/31/93 6.533 0.000000 257.7796 1,684.03 -0.81% 2.52% 9.43% 19.83% 4.33%
08/31/93 6.976 0.000000 257.7796 1,798.28 6.78% 5.92% 9.48% 32.97% 11.41%
09/30/93 7.271 0.000000 257.7796 1,874.24 4.22% 11.29% 10.40% 37.50% 16.12%
10/31/93 7.313 0.000000 257.7796 1,885.18 0.58% 4.83% 11.94% 31.28% 16.80%
11/30/93 7.035 0.000000 257.7796 1,813.43 -3.81% -3.24% 0.84% 16.15% 12.35%
12/31/93 7.459 0.000000 257.7796 1,922.67 6.02% 1.99% 2.58% 19.12% 19.12%
01/31/94 7.754 0.000000 257.7796 1,998.89 3.96% 10.23% 6.03% 21.77% 3.96%
02/28/94 7.811 0.000000 257.7796 2,013.56 0.73% 4.73% 11.04% 32.59% 4.73%
03/31/94 7.278 0.000000 257.7796 1,876.11 -6.83% -6.14% -2.42% 20.45% -2.42%
04/30/94 7.310 0.000000 257.7796 1,884.44 0.44% -6.41% -5.73% 22.46% -1.99%
05/31/94 7.055 0.000000 257.7796 1,818.75 -3.49% -3.06% -9.67% 10.72% -5.41%
06/30/94 6.671 0.000000 257.7796 1,719.70 -5.45% -8.74% -8.34% 1.30% -10.56%
07/31/94 6.892 0.000000 257.7796 1,776.69 3.31% -2.31% -5.72% 5.50% -7.59%
08/31/94 7.556 0.000000 257.7796 1,947.86 9.63% 13.27% 7.10% 8.32% 1.31%
09/30/94 7.714 0.000000 257.7796 1,988.45 2.08% 11.92% 15.63% 6.09% 3.42%
10/31/94 7.972 0.000000 257.7796 2,055.15 3.35% 5.51% 15.67% 9.02% 6.89%
11/30/94 7.586 0.000000 257.7796 1,955.55 -4.85% -1.65% 0.39% 7.84% 1.71%
12/31/94 7.434 0.000000 257.7796 1,916.33 -2.01% -6.75% -3.63% -0.33% -0.33%
01/31/95 7.214 0.000000 257.7796 1,859.68 -2.96% -4.90% -9.51% -6.96% -2.96%
02/28/95 7.497 0.000000 257.7796 1,932.47 3.91% 0.84% -1.18% -4.03% 0.84%
03/31/95 7.605 0.000000 257.7796 1,960.37 1.44% 5.41% 2.30% 4.49% 2.30%
04/30/95 7.557 0.000000 257.7796 1,948.10 -0.63% 0.81% 4.75% 3.38% 1.66%
05/31/95 7.600 0.000000 257.7796 1,959.09 0.56% -0.07% 1.38% 7.72% 2.23%
06/30/95 7.902 0.000000 257.7796 2,036.94 3.97% 4.56% 3.91% 18.45% 6.29%
07/31/95 8.528 0.000000 257.7796 2,198.35 7.92% 12.21% 12.85% 23.73% 14.72%
08/31/95 8.777 0.000000 257.7796 2,262.41 2.91% 11.07% 15.48% 16.15% 18.06%
09/30/95 8.883 0.000000 257.7796 2,289.87 1.21% 4.16% 12.42% 15.16% 19.49%
10/31/95 8.403 0.000000 257.7796 2,166.08 -5.41% -4.26% -1.47% 5.40% 13.03%
11/30/95 8.685 0.000000 257.7796 2,238.73 3.35% -2.23% -1.05% 14.48% 16.82%
12/31/95 8.989 0.000000 257.7796 2,317.18 3.50% 6.98% 1.19% 20.92% 20.92%
01/31/96 8.845 0.000000 257.7796 2,279.97 -1.61% 1.84% 5.26% 22.60% -1.61%
02/29/96 9.507 0.000000 257.7796 2,450.83 7.49% 5.77% 9.47% 26.82% 5.77%
03/31/96 9.829 0.000000 257.7796 2,533.76 3.38% 11.13% 9.35% 29.25% 9.35%
04/30/96 10.768 0.000000 257.7796 2,775.84 9.55% 13.26% 21.75% 42.49% 19.79%
05/31/96 11.244 0.000000 257.7796 2,898.36 4.41% 14.39% 18.26% 47.94% 25.08%
06/30/96 10.830 0.000000 257.7796 2,791.82 -3.68% 0.58% 10.18% 37.06% 20.48%
07/31/96 10.109 0.000000 257.7796 2,606.00 -6.66% -10.09% -6.12% 18.54% 12.46%
08/31/96 10.711 0.000000 257.7796 2,761.16 5.95% -1.10% -4.73% 22.05% 19.16%
09/30/96 11.246 0.000000 257.7796 2,899.05 4.99% 11.25% 3.84% 26.60% 25.11%
10/31/96 10.979 0.000000 257.7796 2,830.17 -2.38% 2.50% 8.60% 30.66% 22.14%
11/30/96 11.387 0.000000 257.7796 2,935.28 3.71% 1.25% 6.31% 31.11% 26.67%
12/31/96 11.683 0.000000 257.7796 3,011.72 2.60% 6.41% 3.89% 29.97% 29.97%
01/31/97 11.698 0.000000 257.7796 3,015.45 0.12% 2.73% 6.55% 32.26% 0.12%
02/28/97 10.620 0.000000 257.7796 2,737.56 -9.22% -9.10% -6.74% 11.70% -9.10%
03/31/97 10.000 0.000000 257.7796 2,577.80 -5.84% -14.51% -14.41% 1.74% -14.41%
04/30/97 10.030 0.000000 257.7796 2,585.53 0.30% -5.55% -14.26% -6.86% -14.15%
05/31/97 11.540 0.000000 257.7796 2,974.78 15.05% 15.40% 8.67% 2.64% -1.23%
06/30/97 12.230 0.000000 257.7796 3,152.64 5.98% 21.93% 22.30% 12.92% 4.68%
07/31/97 12.970 0.000000 257.7796 3,343.40 6.05% 12.39% 29.31% 28.30% 11.01%
- ------------------------------------------------------------------------------------------------------------------------------------
<CAPTION>
========================================================================
Trailing 3 Yr Trailing 5 Yr Since Inception Trailing Inc.
Date Avg.Ann.Rtn. Avg.Ann.Rtn. Total Return Avg.Ann.Rtn.
========================================================================
<S> <C> <C> <C> <C>
12/31/90 - - - - - - - - - - - - - - - -
01/31/91 - - - - - - - - - - - - - - - -
02/28/91 - - - - - - - - - - - - - - - -
03/31/91 - - - - - - - - - - - - - - - -
04/30/91 - - - - - - - - - - - - - - - -
05/31/91 - - - - - - - - - - - - - - - -
06/30/91 - - - - - - - - - - - - - - - -
07/31/91 - - - - - - - - - - - - - - - -
08/31/91 - - - - - - - - - - - - - - - -
09/30/91 - - - - - - - - - - - - - - - -
10/31/91 - - - - - - - - - - - - - - - -
11/30/91 - - - - - - - - - - - - - - - -
12/31/91 - - - - - - - - - - - - - - - -
01/31/92 - - - - - - - - 59.96% 54.18%
02/28/92 - - - - - - - - 61.96% 51.45%
03/31/92 - - - - - - - - 51.83% 39.69%
04/30/92 - - - - - - - - 44.59% 31.91%
05/31/92 - - - - - - - - 42.17% 28.20%
06/30/92 - - - - - - - - 33.15% 21.05%
07/31/92 - - - - - - - - 40.53% 23.97%
08/31/92 - - - - - - - - 35.24% 19.83%
09/30/92 - - - - - - - - 36.31% 19.36%
10/31/92 - - - - - - - - 43.60% 21.79%
11/30/92 - - - - - - - - 56.12% 26.15%
12/31/92 - - - - - - - - 61.41% 27.00%
01/31/93 - - - - - - - - 64.16% 26.80%
02/28/93 - - - - - - - - 51.87% 21.30%
03/31/93 - - - - - - - - 55.76% 21.78%
04/30/93 - - - - - - - - 53.88% 20.31%
05/31/93 - - - - - - - - 64.26% 22.80%
06/30/93 - - - - - - - - 69.77% 23.59%
07/31/93 - - - - - - - - 68.40% 22.35%
08/31/93 - - - - - - - - 79.83% 24.60%
09/30/93 - - - - - - - - 87.42% 25.66%
10/31/93 - - - - - - - - 88.52% 25.06%
11/30/93 - - - - - - - - 81.34% 22.63%
12/31/93 24.32% - - - - 92.27% 24.32%
01/31/94 23.41% - - - - 99.89% 25.15%
02/28/94 21.02% - - - - 101.36% 24.76%
03/31/94 16.08% - - - - 87.61% 21.37%
04/30/94 16.29% - - - - 88.44% 20.95%
05/31/94 12.48% - - - - 81.88% 19.13%
06/30/94 13.73% - - - - 71.97% 16.76%
07/31/94 12.45% - - - - 77.67% 17.40%
08/31/94 13.42% - - - - 94.79% 19.93%
09/30/94 13.95% - - - - 98.85% 20.11%
10/31/94 13.09% - - - - 105.51% 20.66%
11/30/94 12.57% - - - - 95.56% 18.67%
12/31/94 7.92% - - - - 91.63% 17.64%
01/31/95 5.15% - - - - 85.97% 16.39%
02/28/95 6.06% - - - - 93.25% 17.14%
03/31/95 8.89% - - - - 96.04% 17.16%
04/30/95 10.45% - - - - 94.81% 16.64%
05/31/95 11.28% - - - - 95.91% 16.45%
06/30/95 15.23% - - - - 103.69% 17.13%
07/31/95 16.08% - - - - 119.83% 18.75%
08/31/95 18.71% - - - - 126.24% 19.11%
09/30/95 18.88% - - - - 128.99% 19.05%
10/31/95 14.69% - - - - 116.61% 17.33%
11/30/95 12.77% - - - - 123.87% 17.81%
12/31/95 12.81% 18.29% 131.72% 18.29%
01/31/96 11.57% 16.48% 128.00% 17.59%
02/29/96 17.28% 16.62% 145.08% 18.94%
03/31/96 17.59% 16.12% 153.38% 19.37%
04/30/96 21.71% 18.28% 177.58% 21.09%
05/31/96 20.82% 17.78% 189.84% 21.70%
06/30/96 18.02% 19.00% 179.18% 20.52%
07/31/96 15.65% 15.83% 160.60% 18.70%
08/31/96 15.35% 15.63% 176.12% 19.61%
09/30/96 15.63% 16.61% 189.90% 20.32%
10/31/96 14.49% 14.76% 183.02% 19.51%
11/30/96 17.40% 16.44% 193.53% 19.95%
12/31/96 16.12% 14.57% 201.17% 20.15%
01/31/97 14.67% 13.50% 201.55% 19.87%
02/28/97 10.77% 11.06% 173.76% 17.74%
03/31/97 11.16% 11.16% 157.78% 16.35%
04/30/97 11.11% 12.32% 158.55% 16.18%
05/31/97 17.80% 15.90% 197.48% 18.51%
06/30/97 22.37% 18.80% 215.26% 19.32%
07/31/97 23.44% 18.92% 234.34% 20.11%
- ---------------------------------------------------------------------------
</TABLE>
<PAGE>
BNY HAMILTON SMALL CAP GROWTH FUND
Institutional Shares
<TABLE>
<CAPTION>
====================================================================================================================================
Dividend Dividend Total Extended Change For/(From) Year
Date NAV Regular Cap Gain Shares Shares Value 1 Month 2 Months 3 Months 9 Months 12 Months to Date
====================================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
08/31/97 12.710 0.000000 257.7796 3,276.38 -2.00% 3.92% 10.14% 18.66% 8.79%
09/30/97 13.760 0.000000 257.7796 3,547.05 8.26% 6.09% 12.51% 22.35% 17.78%
10/31/97 12.960 0.000000 257.7796 3,340.82 -5.81% 1.97% -0.08% 18.04% 10.93%
11/30/97 12.510 0.000000 257.7796 3,224.82 -3.47% -9.08% -1.57% 9.86% 7.08%
12/31/97 11.930 0.85000 18.366528 276.1461 3,294.42 2.16% -1.39% -7.12% 27.80% 9.39% 9.39%
- ------------------------------------------------------------------------------------------------------------------------------------
01/31/98 11.520 0.000000 276.1461 3,181.20 -3.44% -1.35% -4.78% 23.04% 5.50% -3.44%
02/28/98 12.340 0.000000 276.1461 3,407.64 7.12% 3.44% 5.67% 14.55% 24.48% 3.44%
03/31/98 12.550 0.000000 276.1461 3,465.63 1.70% 8.94% 5.20% 9.93% 34.44% 5.20%
04/30/98 12.760 0.000000 276.1461 3,523.62 1.67% 3.40% 10.76% 5.39% 36.28% 6.96%
05/31/98 12.360 0.000000 276.1461 3,413.17 -3.13% -1.51% 0.16% 4.17% 14.74% 3.60%
06/30/98 12.870 0.000000 276.1461 3,554.00 4.13% 0.86% 2.55% 0.20% 12.73% 7.88%
07/31/98 11.940 0.000000 276.1461 3,297.18 -7.23% -3.40% -6.43% -1.31% -1.38% 0.08%
08/31/98 9.880 0.000000 276.1461 2,728.32 -17.25% -23.23% -20.06% -15.40% -16.73% -17.18%
09/30/98 10.685 0.000000 276.1461 2,950.62 8.15% -10.51% -16.98% -10.44% -16.81% -10.44%
10/21/98 10.150 0.14500 3.944945 280.0911 2,842.92 -- -- -- -- -- -13.70%
10/31/98 10.890 0.000000 280.0911 3,050.19 3.37% 11.80% -7.49% -4.12% -8.70% -7.41%
11/30/98 11.560 0.000000 280.0911 3,237.85 6.15% 9.73% 18.68% -4.98% 0.40% -1.72%
12/21/98 11.810 0.21815 5.173740 285.2648 3,368.98 -- -- -- -- -- 2.26%
12/31/98 12.460 0.000000 285.2648 3,554.40 9.78% 25.03% 20.46% 2.56% 7.89% 7.89%
- ------------------------------------------------------------------------------------------------------------------------------------
<CAPTION>
=======================================================================
Trailing 3 Yr Trailing 5 Yr Since Inception Trailing Inc.
Date Avg.Ann.Rtn. Avg.Ann.Rtn. Total Return Avg.Ann.Rtn.
=======================================================================
<S> <C> <C> <C> <C>
08/31/97 18.91% 19.35% 227.64% 19.47%
09/30/97 21.26% 21.07% 254.70% 20.62%
10/31/97 17.56% 18.39% 234.08% 19.29%
11/30/97 18.13% 15.60% 222.48% 18.43%
12/31/97 19.77% 15.33% 229.44% 18.55%
01/31/98 19.58% 14.14% 218.12% 17.73%
02/28/98 20.79% 17.53% 240.76% 18.66%
03/31/98 20.89% 17.33% 246.56% 18.69%
04/30/98 21.82% 18.01% 252.36% 18.74%
05/31/98 20.31% 15.74% 241.32% 17.99%
06/30/98 20.37% 15.91% 255.40% 18.42%
07/31/98 14.45% 14.37% 229.72% 17.03%
08/31/98 6.43% 8.69% 172.83% 13.98%
09/30/98 8.81% 9.50% 195.06% 14.98%
10/21/98 -- -- 184.29% 14.31%
10/31/98 12.07% 10.10% 205.02% 15.29%
11/30/98 13.08% 12.29% 223.79% 15.99%
12/21/98 -- -- 236.90% 16.44%
12/31/98 15.31% 13.07% 255.44% 17.17%
- ----------------------------------------------------------------------
</TABLE>
<PAGE>
BNY HAMILTON SMALL CAP GROWTH FUND
Investor Shares
<TABLE>
<CAPTION>
===========================================================================================================
Dividend Dividend Total Extended Change For/(From)
Date NAV Regular Cap Gain Shares Shares Value 1 Month 2 Months
===========================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
12/31/90 3.879 0.000000 257.7796 1,000.00 -- --
01/31/91 4.123 0.000000 257.7796 1,062.94 6.29% --
02/28/91 4.404 0.000000 257.7796 1,135.37 6.81% 13.54%
03/31/91 4.652 0.000000 257.7796 1,199.11 5.61% 12.81%
04/30/91 4.646 0.000000 257.7796 1,197.72 -0.12% 5.49%
05/31/91 4.957 0.000000 257.7796 1,277.77 6.68% 6.56%
06/30/91 4.533 0.000000 257.7796 1,168.57 -8.55% -2.43%
07/31/91 4.845 0.000000 257.7796 1,249.02 6.88% -2.25%
08/31/91 5.177 0.000000 257.7796 1,334.63 6.85% 14.21%
09/30/91 5.212 0.000000 257.7796 1,343.49 0.66% 7.56%
10/31/91 5.511 0.000000 257.7796 1,420.52 5.73% 6.44%
11/30/91 5.316 0.000000 257.7796 1,370.29 -3.54% 2.00%
12/31/91 5.914 0.000000 257.7796 1,524.51 11.25% 7.32%
01/31/92 6.205 0.000000 257.7796 1,599.57 4.92% 16.73%
02/28/92 6.283 0.000000 257.7796 1,619.63 1.25% 6.24%
03/31/92 5.890 0.000000 257.7796 1,518.31 -6.26% -5.08%
04/30/92 5.609 0.000000 257.7796 1,445.95 -4.77% -10.72%
05/31/92 5.515 0.000000 257.7796 1,421.71 -1.68% -6.36%
06/30/92 5.165 0.000000 257.7796 1,331.49 -6.35% -7.92%
07/31/92 5.452 0.000000 257.7796 1,405.31 5.54% -1.15%
08/31/92 5.246 0.000000 257.7796 1,352.38 -3.77% 1.57%
09/30/92 5.288 0.000000 257.7796 1,363.12 0.79% -3.00%
10/31/92 5.571 0.000000 257.7796 1,435.97 5.34% 6.18%
11/30/92 6.056 0.000000 257.7796 1,561.24 8.72% 14.53%
12/31/92 6.261 0.000000 257.7796 1,614.07 3.38% 12.40%
01/31/93 6.368 0.000000 257.7796 1,641.58 1.70% 5.15%
02/28/93 5.891 0.000000 257.7796 1,518.69 -7.49% -5.91%
03/31/93 6.042 0.000000 257.7796 1,557.63 2.56% -5.11%
04/30/93 5.970 0.000000 257.7796 1,538.84 -1.21% 1.33%
05/31/93 6.372 0.000000 257.7796 1,642.62 6.74% 5.46%
06/30/93 6.586 0.000000 257.7796 1,697.72 3.35% 10.32%
07/31/93 6.533 0.000000 257.7796 1,684.03 -0.81% 2.52%
08/31/93 6.976 0.000000 257.7796 1,798.28 6.78% 5.92%
09/30/93 7.271 0.000000 257.7796 1,874.24 4.22% 11.29%
10/31/93 7.313 0.000000 257.7796 1,885.18 0.58% 4.83%
11/30/93 7.035 0.000000 257.7796 1,813.43 -3.81% -3.24%
12/31/93 7.459 0.000000 257.7796 1,922.67 6.02% 1.99%
01/31/94 7.754 0.000000 257.7796 1,998.89 3.96% 10.23%
02/28/94 7.811 0.000000 257.7796 2,013.56 0.73% 4.73%
03/31/94 7.278 0.000000 257.7796 1,876.11 -6.83% -6.14%
04/30/94 7.310 0.000000 257.7796 1,884.44 0.44% -6.41%
05/31/94 7.055 0.000000 257.7796 1,818.75 -3.49% -3.06%
06/30/94 6.671 0.000000 257.7796 1,719.70 -5.45% -8.74%
07/31/94 6.892 0.000000 257.7796 1,776.69 3.31% -2.31%
08/31/94 7.556 0.000000 257.7796 1,947.86 9.63% 13.27%
09/30/94 7.714 0.000000 257.7796 1,988.45 2.08% 11.92%
10/31/94 7.972 0.000000 257.7796 2,055.15 3.35% 5.51%
11/30/94 7.586 0.000000 257.7796 1,955.55 -4.85% -1.65%
12/31/94 7.434 0.000000 257.7796 1,916.33 -2.01% -6.75%
01/31/95 7.214 0.000000 257.7796 1,859.68 -2.96% -4.90%
02/28/95 7.497 0.000000 257.7796 1,932.47 3.91% 0.84%
03/31/95 7.605 0.000000 257.7796 1,960.37 1.44% 5.41%
04/30/95 7.557 0.000000 257.7796 1,948.10 -0.63% 0.81%
05/31/95 7.600 0.000000 257.7796 1,959.09 0.56% -0.07%
06/30/95 7.902 0.000000 257.7796 2,036.94 3.97% 4.56%
07/31/95 8.528 0.000000 257.7796 2,198.35 7.92% 12.21%
08/31/95 8.777 0.000000 257.7796 2,262.41 2.91% 11.07%
09/30/95 8.883 0.000000 257.7796 2,289.87 1.21% 4.16%
10/31/95 8.403 0.000000 257.7796 2,166.08 -5.41% -4.26%
11/30/95 8.685 0.000000 257.7796 2,238.73 3.35% -2.23%
12/31/95 8.989 0.000000 257.7796 2,317.18 3.50% 6.98%
01/31/96 8.845 0.000000 257.7796 2,279.97 -1.61% 1.84%
02/29/96 9.507 0.000000 257.7796 2,450.83 7.49% 5.77%
03/31/96 9.829 0.000000 257.7796 2,533.76 3.38% 11.13%
04/30/96 10.768 0.000000 257.7796 2,775.84 9.55% 13.26%
05/31/96 11.244 0.000000 257.7796 2,898.36 4.41% 14.39%
06/30/96 10.830 0.000000 257.7796 2,791.82 -3.68% 0.58%
07/31/96 10.109 0.000000 257.7796 2,606.00 -6.66% -10.09%
08/31/96 10.711 0.000000 257.7796 2,761.16 5.95% -1.10%
09/30/96 11.246 0.000000 257.7796 2,899.05 4.99% 11.25%
10/31/96 10.979 0.000000 257.7796 2,830.17 -2.38% 2.50%
11/30/96 11.387 0.000000 257.7796 2,935.28 3.71% 1.25%
12/31/96 11.683 0.000000 257.7796 3,011.72 2.60% 6.41%
01/31/97 11.698 0.000000 257.7796 3,015.45 0.12% 2.73%
02/28/97 10.620 0.000000 257.7796 2,737.56 -9.22% -9.10%
03/31/97 10.000 0.000000 257.7796 2,577.80 -5.84% -14.51%
04/30/97 10.030 0.000000 257.7796 2,585.53 0.30% -5.55%
05/31/97 11.540 0.000000 257.7796 2,974.78 15.05% 15.40%
06/30/97 12.230 0.000000 257.7796 3,152.64 5.98% 21.93%
07/31/97 12.970 0.000000 257.7796 3,343.40 6.05% 12.39%
</TABLE>
<TABLE>
<CAPTION>
========================================================================================================================
Change For/(From) Year Trailing 3 Yr Trailing 5 Yr Since Inception Trailing Inc.
Date 3 Months 8 Months 12 Months to Date Avg.Ann.Rtn. Avg.Ann.Rtn. Total Return Avg.Ann.Rtn.
========================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C>
12/31/90 -- -- -- -- -- -- --
01/31/91 -- -- 6.29% -- -- -- --
02/28/91 -- -- 13.54% -- -- -- --
03/31/91 19.91% -- 19.91% -- -- -- --
04/30/91 12.68% -- 19.77% -- -- -- --
05/31/91 12.54% -- 27.78% -- -- -- --
06/30/91 -2.55% -- 16.86% -- -- -- --
07/31/91 4.28% -- 24.90% -- -- -- --
08/31/91 4.45% -- 33.46% -- -- -- --
09/30/91 14.97% -- 34.35% -- -- -- --
10/31/91 13.73% -- 42.05% -- -- -- --
11/30/91 2.67% -- 37.03% -- -- -- --
12/31/91 13.47% 52.45% 52.45% -- -- 52.45% 52.45%
01/31/92 12.60% 50.49% 4.92% -- -- 59.96% 54.18%
02/28/92 18.20% 42.65% 6.24% -- -- 61.96% 51.45%
03/31/92 -0.41% 26.62% -0.41% -- -- 51.83% 39.69%
04/30/92 -9.60% 20.73% -5.15% -- -- 44.59% 31.91%
05/31/92 -12.22% 11.26% -6.74% -- -- 42.17% 28.20%
06/30/92 -12.30% 13.94% -12.66% -- -- 33.15% 21.05%
07/31/92 -2.81% 12.51% -7.82% -- -- 40.53% 23.97%
08/31/92 -4.88% 1.33% -11.29% -- -- 35.24% 19.83%
09/30/92 2.38% 1.46% -10.59% -- -- 36.31% 19.36%
10/31/92 2.18% 1.09% -5.81% -- -- 43.60% 21.79%
11/30/92 15.44% 13.93% 2.41% -- -- 56.12% 26.15%
12/31/92 18.41% 5.88% 5.88% -- -- 61.41% 27.00%
01/31/93 14.32% 2.63% 1.70% -- -- 64.16% 26.80%
02/28/93 -2.73% -6.23% -5.91% -- -- 51.87% 21.30%
03/31/93 -3.50% 2.59% -3.50% -- -- 55.76% 21.78%
04/30/93 -6.26% 6.42% -4.66% -- -- 53.88% 20.31%
05/31/93 8.16% 15.54% 1.77% -- -- 64.26% 22.80%
06/30/93 8.99% 27.50% 5.18% -- -- 69.77% 23.59%
07/31/93 9.43% 19.83% 4.33% -- -- 68.40% 22.35%
08/31/93 9.48% 32.97% 11.41% -- -- 79.83% 24.60%
09/30/93 10.40% 37.50% 16.12% -- -- 87.42% 25.66%
10/31/93 11.94% 31.28% 16.80% -- -- 88.52% 25.06%
11/30/93 0.84% 16.15% 12.35% -- -- 81.34% 22.63%
12/31/93 2.58% 19.12% 19.12% 24.32% -- 92.27% 24.32%
01/31/94 6.03% 21.77% 3.96% 23.41% -- 99.89% 25.15%
02/28/94 11.04% 32.59% 4.73% 21.02% -- 101.36% 24.76%
03/31/94 -2.42% 20.45% -2.42% 16.08% -- 87.61% 21.37%
04/30/94 -5.73% 22.46% -1.99% 16.29% -- 88.44% 20.95%
05/31/94 -9.67% 10.72% -5.41% 12.48% -- 81.88% 19.13%
06/30/94 -8.34% 1.30% -10.56% 13.73% -- 71.97% 16.76%
07/31/94 -5.72% 5.50% -7.59% 12.45% -- 77.67% 17.40%
08/31/94 7.10% 8.32% 1.31% 13.42% -- 94.79% 19.93%
09/30/94 15.63% 6.09% 3.42% 13.95% -- 98.85% 20.11%
10/31/94 15.67% 9.02% 6.89% 13.09% -- 105.51% 20.66%
11/30/94 0.39% 7.84% 1.71% 12.57% -- 95.56% 18.67%
12/31/94 -3.63% -0.33% -0.33% 7.92% -- 91.63% 17.64%
01/31/95 -9.51% -6.96% -2.96% 5.15% -- 85.97% 16.39%
02/28/95 -1.18% -4.03% 0.84% 6.06% -- 93.25% 17.14%
03/31/95 2.30% 4.49% 2.30% 8.89% -- 96.04% 17.16%
04/30/95 4.75% 3.38% 1.66% 10.45% -- 94.81% 16.64%
05/31/95 1.38% 7.72% 2.23% 11.28% -- 95.91% 16.45%
06/30/95 3.91% 18.45% 6.29% 15.23% -- 103.69% 17.13%
07/31/95 12.85% 23.73% 14.72% 16.08% -- 119.83% 18.75%
08/31/95 15.48% 16.15% 18.06% 18.71% -- 126.24% 19.11%
09/30/95 12.42% 15.16% 19.49% 18.88% -- 128.99% 19.05%
10/31/95 -1.47% 5.40% 13.03% 14.69% -- 116.61% 17.33%
11/30/95 -1.05% 14.48% 16.82% 12.77% -- 123.87% 17.81%
12/31/95 1.19% 20.92% 20.92% 12.81% 18.29% 131.72% 18.29%
01/31/96 5.26% 22.60% -1.61% 11.57% 16.48% 128.00% 17.59%
02/29/96 9.47% 26.82% 5.77% 17.28% 16.62% 145.08% 18.94%
03/31/96 9.35% 29.25% 9.35% 17.59% 16.12% 153.38% 19.37%
04/30/96 21.75% 42.49% 19.79% 21.71% 18.28% 177.58% 21.09%
05/31/96 18.26% 47.94% 25.08% 20.82% 17.78% 189.84% 21.70%
06/30/96 10.18% 37.06% 20.48% 18.02% 19.00% 179.18% 20.52%
07/31/96 -6.12% 18.54% 12.46% 15.65% 15.83% 160.60% 18.70%
08/31/96 -4.73% 22.05% 19.16% 15.35% 15.63% 176.12% 19.61%
09/30/96 3.84% 26.60% 25.11% 15.63% 16.61% 189.90% 20.32%
10/31/96 8.60% 30.66% 22.14% 14.49% 14.76% 183.02% 19.51%
11/30/96 6.31% 31.11% 26.67% 17.40% 16.44% 193.53% 19.95%
12/31/96 3.89% 29.97% 29.97% 16.12% 14.57% 201.17% 20.15%
01/31/97 6.55% 32.26% 0.12% 14.67% 13.50% 201.55% 19.87%
02/28/97 -6.74% 11.70% -9.10% 10.77% 11.06% 173.76% 17.74%
03/31/97 -14.41% 1.74% -14.41% 11.16% 11.16% 157.78% 16.35%
04/30/97 -14.26% -6.86% -14.15% 11.11% 12.32% 158.55% 16.18%
05/31/97 8.67% 2.64% -1.23% 17.80% 15.90% 197.48% 18.51%
06/30/97 22.30% 12.92% 4.68% 22.37% 18.80% 215.26% 19.32%
07/31/97 29.31% 28.30% 11.01% 23.44% 18.92% 234.34% 20.11%
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
===========================================================================================================
Dividend Dividend Total Extended Change For/(From)
Date NAV Regular Cap Gain Shares Shares Value 1 Month 2 Months
===========================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
08/31/97 12.730 0.000000 257.7796 3,281.53 -1.85% 4.09%
09/30/97 13.780 0.000000 257.7796 3,552.20 8.25% 6.25%
10/31/97 12.980 0.000000 257.7796 3,345.98 -5.81% 1.96%
11/30/97 12.520 0.000000 257.7796 3,227.40 -3.54% -9.14%
12/31/97 11.940 0.85000 18.351145 276.1308 3,297.00 2.16% -1.46%
- -----------------------------------------------------------------------------------------------------------
01/31/98 11.530 0.000000 276.1308 3,183.79 -3.43% -1.35%
02/28/98 12.340 0.000000 276.1308 3,407.45 7.03% 3.35%
03/31/98 12.560 0.000000 276.1308 3,468.20 1.78% 8.93%
04/30/98 12.770 0.000000 276.1308 3,526.19 1.67% 3.48%
05/31/98 12.360 0.000000 276.1308 3,412.98 -3.21% -1.59%
06/30/98 12.860 0.000000 276.1308 3,551.04 4.05% 0.70%
07/31/98 11.930 0.000000 276.1308 3,294.24 -7.23% -3.48%
08/31/98 9.870 0.000000 276.1308 2,725.41 -17.27% -23.25%
09/30/98 10.675 0.000000 276.1308 2,947.70 8.16% -10.52%
10/21/98 10.130 0.14500 3.952513 280.0833 2,837.24 -- --
10/31/98 10.870 0.000000 280.0833 3,044.51 3.28% 11.71%
11/30/98 11.520 0.000000 280.0833 3,226.56 5.98% 9.46%
12/21/98 11.780 0.21815 5.186771 285.2700 3,360.48 -- --
12/31/98 12.430 0.000000 285.2700 3,545.91 9.90% 16.47%
- -----------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
========================================================================================================================
Change For/(From) Year Trailing 3 Yr Trailing 5 Yr Since Inception Trailing Inc.
Date 3 Months 8 Months 12 Months to Date Avg.Ann.Rtn. Avg.Ann.Rtn. Total Return Avg.Ann.Rtn.
========================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C>
08/31/97 10.31% 18.85% 8.96% 18.97% 19.39% 228.15% 19.50%
09/30/97 12.67% 22.53% 17.95% 21.32% 21.10% 255.22% 20.65%
10/31/97 0.08% 18.23% 11.10% 17.62% 18.42% 234.60% 19.32%
11/30/97 -1.65% 9.95% 7.16% 18.16% 15.62% 222.74% 18.45%
12/31/97 -7.18% 27.52% 9.47% 9.47% 19.81% 15.35% 229.70% 18.57%
- ------------------------------------------------------------------------------------------------------------------------
01/31/98 -4.85% 7.03% 5.58% -3.43% 19.61% 14.16% 218.38% 17.74%
02/28/98 5.58% 8.08% 24.47% 3.35% 20.79% 17.53% 240.75% 18.66%
03/31/98 5.19% 3.73% 34.54% 5.19% 20.92% 17.35% 246.82% 18.71%
04/30/98 10.75% 7.46% 36.38% 6.95% 21.85% 18.03% 252.62% 18.75%
05/31/98 0.16% -3.92% 14.73% 3.52% 20.31% 15.74% 241.30% 17.99%
06/30/98 2.39% 6.13% 12.64% 7.71% 20.33% 15.89% 255.10% 18.40%
07/31/98 -6.58% 2.07% -1.47% -0.08% 14.42% 14.35% 229.42% 17.02%
08/31/98 -20.15% -17.34% -16.95% -17.34% 6.40% 8.67% 172.54% 13.96%
09/30/98 -16.99% -7.42% -17.02% -10.59% 8.77% 9.47% 194.77% 14.96%
10/21/98 -- -- -- -13.94% -- -- 183.72% 14.28%
10/31/98 -7.58% -10.65% -9.01% -7.66% 12.00% 10.06% 204.45% 15.26%
11/30/98 18.39% -6.97% -0.03% -2.14% 12.94% 12.21% 222.66% 15.94%
12/21/98 -- -- -- 1.93% -- -- 236.05% 16.41%
12/31/98 20.29% 0.56% 7.55% 7.55% 15.22% 13.01% 254.59% 17.13%
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BNY HAMILTON INTERNATIONAL EQUITY FUND
INSTITUTIONAL SHARES
Input Range and Calculation of Change in Value
(DOES NOT CONSIDER EFFECT OF THE SALES LOAD)
================================================================================================
Dividend Dividend Total Extended
Date NAV Regular Cap Gain Shares Shares Value
================================================================================================
<S> <C> <C> <C> <C> <C> <C>
04/01/97 10.00 100.0000 1,000.00
04/30/97 10.19 0.000000 100.0000 1,019.00
05/31/97 10.82 0.000000 100.0000 1,082.00
06/30/97 11.33 0.000000 100.0000 1,133.00
07/31/97 11.82 0.000000 100.0000 1,182.00
08/31/97 10.79 0.000000 100.0000 1,079.00
09/30/97 11.55 0.000000 100.0000 1,155.00
10/31/97 10.67 0.000000 100.0000 1,067.00
11/30/97 10.63 0.000000 100.0000 1,063.00
12/31/97 10.69 0.000000 100.0000 1,069.00
- ------------------------------------------------------------------------------------------------
01/31/98 11.01 0.000000 100.0000 1,101.00
02/28/98 11.78 0.000000 100.0000 1,178.00
03/31/98 12.17 0.000000 100.0000 1,217.00
04/30/98 12.41 0.000000 100.0000 1,241.00
05/31/98 12.49 0.000000 100.0000 1,249.00
06/30/98 12.46 0.000000 100.0000 1,246.00
07/31/98 12.78 0.000000 100.0000 1,278.00
08/31/98 11.13 0.000000 100.0000 1,113.00
09/30/98 10.79 0.000000 100.0000 1,079.00
10/31/98 11.62 0.000000 100.0000 1,162.00
11/30/98 12.39 0.000000 100.0000 1,239.00
12/21/98 12.60 0.01692 0.134286 100.1343 1,261.69
12/31/98 12.90 0.000000 100.1343 1,291.73
- ------------------------------------------------------------------------------------------------
<CAPTION>
=======================================================================================
Change For/(From) Year
Date 1 Month 2 Months 3 Months 12 Months to Date
=======================================================================================
<S> <C> <C> <C> <C> <C>
04/01/97 - - - - - - - - - - - - - - -
04/30/97 1.90% - - - - - - - - - - - -
05/31/97 6.18% 8.20% - - - - - - - - -
06/30/97 4.71% 11.19% 13.30% - - - - - -
07/31/97 4.32% 9.24% 16.00% - - - - - -
08/31/97 -8.71% -4.77% -0.28% - - - - - -
09/30/97 7.04% -2.28% 1.94% - - - - - -
10/31/97 -7.62% -1.11% -9.73% - - - - - -
11/30/97 -0.37% -7.97% -1.48% - - - - - -
12/31/97 0.56% 0.19% -7.45% - - - 6.90%
- ---------------------------------------------------------------------------------------
01/31/98 2.99% 3.57% 3.19% - - - 2.99%
02/28/98 6.99% 10.20% 10.82% - - - 10.20%
03/31/98 3.31% 10.54% 13.84% 21.70% 13.84%
04/30/98 1.97% 5.35% 12.72% 21.79% 16.09%
05/31/98 0.64% 2.63% 6.03% 15.43% 16.84%
06/30/98 -0.24% 0.40% 2.38% 9.97% 16.56%
07/31/98 2.57% 2.32% 2.98% 8.12% 19.55%
08/31/98 -12.91% -10.67% -10.89% 3.15% 4.12%
09/30/98 -3.05% -15.57% -13.40% -6.58% 0.94%
10/31/98 7.69% 4.40% -9.08% 8.90% 8.70%
11/30/98 6.63% 14.83% 11.32% 16.56% 15.90%
12/21/98 - - - - - - - - - - - - - - - - 18.03%
12/31/98 4.26% 11.16% 19.72% 20.84% 20.84%
- ---------------------------------------------------------------------------------------
<CAPTION>
=================================================================================
Trailing Trailing 3 Yr Total Since Avg. Ann. Rtn.
Date 3 Years Avg. Ann. Rtn. Inception Since Inc.
=================================================================================
<S> <C> <C> <C> <C>
04/01/97 - - - - - - - - - - - - - - - -
04/30/97 - - - - - - - - 1.90% - - - -
05/31/97 - - - - - - - - 8.20% - - - -
06/30/97 - - - - - - - - 13.30% - - - -
07/31/97 - - - - - - - - 18.20% - - - -
08/31/97 - - - - - - - - 7.90% - - - -
09/30/97 - - - - - - - - 15.50% - - - -
10/31/97 - - - - - - - - 6.70% - - - -
11/30/97 - - - - - - - - 6.30% - - - -
12/31/97 - - - - - - - - 6.90% 9.26%
- ---------------------------------------------------------------------------------
01/31/98 - - - - - - - - 10.10% 12.16%
02/28/98 - - - - - - - - 17.80% 19.60%
03/31/98 - - - - - - - - 21.70% 21.70%
04/30/98 - - - - - - - - 24.10% 22.08%
05/31/98 - - - - - - - - 24.90% 20.99%
06/30/98 - - - - - - - - 24.60% 19.25%
07/31/98 - - - - - - - - 27.80% 20.18%
08/31/98 - - - - - - - - 11.30% 7.84%
09/30/98 - - - - - - - - 7.90% 5.19%
10/31/98 - - - - - - - - 16.20% 9.93%
11/30/98 - - - - - - - - 23.90% 13.71%
12/21/98 - - - - - - - - 26.17% 14.42%
12/31/98 - - - - - - - - 29.17% 15.72%
- ---------------------------------------------------------------------------------
</TABLE>
<PAGE>
BNY HAMILTON INTERNATIONAL EQUITY FUND
INVESTOR SHARES
Input Range and Calculation of Change in Value
(DOES NOT CONSIDER EFFECT OF THE SALES LOAD)
<TABLE>
<CAPTION>
===================================================================================================
Dividend Dividend Total Extended
Date NAV Regular Cap Gain Shares Shares Value
===================================================================================================
<S> <C> <C> <C> <C> <C>
04/01/97 10.0000 98.1354 981.35
04/30/97 10.19 98.1354 1,000.00
05/31/97 10.75 0.000000 98.1354 1,054.96
06/30/97 11.31 0.000000 98.1354 1,109.91
07/31/97 11.80 0.000000 98.1354 1,158.00
08/31/97 10.77 0.000000 98.1354 1,056.92
09/30/97 11.53 0.000000 98.1354 1,131.50
10/31/97 10.64 0.000000 98.1354 1,044.16
11/30/97 10.60 0.000000 98.1354 1,040.24
12/31/97 10.66 0.000000 98.1354 1,046.12
- ---------------------------------------------------------------------------------------------------
01/31/98 10.98 0.000000 98.1354 1,077.53
02/28/98 11.74 0.000000 98.1354 1,152.11
03/31/98 12.13 0.000000 98.1354 1,190.38
04/30/98 12.36 0.000000 98.1354 1,212.95
05/31/98 12.45 0.000000 98.1354 1,221.79
06/30/98 12.41 0.000000 98.1354 1,217.86
07/31/98 12.73 0.000000 98.1354 1,249.26
08/31/98 11.08 0.000000 98.1354 1,087.34
09/30/98 10.74 0.000000 98.1354 1,053.97
10/31/98 11.57 0.000000 98.1354 1,135.43
11/30/98 12.33 0.000000 98.1354 1,210.01
12/21/98 12.54 0.01692 0.132412 98.2678 1,232.28
12/31/98 12.84 0.000000 98.2678 1,261.76
- ---------------------------------------------------------------------------------------------------
<CAPTION>
================================================================================
Change For/(From) Year
Date 1 Month 2 Months 3 Months 12 Months to Date
================================================================================
<S> <C> <C> <C> <C> <C>
04/01/97 -- -- -- -- --
04/30/97 1.90% -- -- -- --
05/31/97 5.50% 7.50% -- -- --
06/30/97 5.21% 10.99% -- -- --
07/31/97 4.33% 9.77% 15.80% -- --
08/31/97 -8.73% -4.77% 0.19% -- --
09/30/97 7.06% -2.29% 1.95% -- --
10/31/97 -7.72% -1.21% -9.83% -- --
11/30/97 -0.38% -8.07% -1.58% -- --
12/31/97 0.57% 0.19% -7.55% -- 6.60%
- --------------------------------------------------------------------------------
01/31/98 3.00% 3.58% 3.20% -- 3.00%
02/28/98 6.92% 10.13% 10.75% -- 10.13%
03/31/98 3.32% 10.47% 13.79% 21.30% 13.79%
04/30/98 1.90% 5.28% 12.57% 21.30% 15.95%
05/31/98 0.73% 2.64% 6.05% 15.81% 16.79%
06/30/98 -0.32% 0.40% 2.31% 9.73% 16.42%
07/31/98 2.58% 2.25% 2.99% 7.88% 19.42%
08/31/98 -12.96% -10.72% -11.00% 2.88% 3.94%
09/30/98 -3.07% -15.63% -13.46% -6.85% 0.75%
10/31/98 7.73% 4.42% -9.11% 8.74% 8.54%
11/30/98 6.57% 14.80% 11.28% 16.32% 15.67%
12/21/98 -- -- -- -- 17.80%
12/31/98 4.28% 11.13% 19.71% 20.61% 20.61%
- --------------------------------------------------------------------------------
<CAPTION>
============================================================================
Trailing Trailing 3 Yr Total Since Avg.Ann.Rtn.
Date 3 Years Avg.Ann.Rtn. Inception Since Inc.
============================================================================
<S> <C> <C> <C> <C>
04/01/97 -- -- -- --
04/30/97 -- -- -- --
05/31/97 -- -- 7.50% --
06/30/97 -- -- 13.10% --
07/31/97 -- -- 18.00% --
08/31/97 -- -- 7.70% --
09/30/97 -- -- 15.30% --
10/31/97 -- -- 6.40% --
11/30/97 -- -- 6.00% --
12/31/97 -- -- 6.60% 8.85%
- ----------------------------------------------------------------------------
01/31/98 -- -- 9.80% 11.80%
02/28/98 -- -- 17.40% 19.16%
03/31/98 -- -- 21.30% 21.30%
04/30/98 -- -- 23.60% 21.63%
05/31/98 -- -- 24.50% 20.65%
06/30/98 -- -- 24.10% 18.87%
07/31/98 -- -- 27.30% 19.83%
08/31/98 -- -- 10.80% 7.49%
09/30/98 -- -- 7.40% 4.87%
10/31/98 -- -- 15.70% 9.63%
11/30/98 -- -- 23.30% 13.38%
12/21/98 -- -- 25.57% 14.10%
12/31/98 -- -- 28.57% 15.41%
- ----------------------------------------------------------------------------
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON MONEY FUND
<SERIES>
<NUMBER> 011
<NAME> HAMILTON SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 2,533,058,989
<INVESTMENTS-AT-VALUE> 2,533,058,989
<RECEIVABLES> 8,478,825
<ASSETS-OTHER> 38,038
<OTHER-ITEMS-ASSETS> 1,095,098
<TOTAL-ASSETS> 2,542,670,950
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 18,506,197
<TOTAL-LIABILITIES> 18,506,197
<SENIOR-EQUITY> 2,524,166
<PAID-IN-CAPITAL-COMMON> 2,521,642,155
<SHARES-COMMON-STOCK> 1,439,526,110
<SHARES-COMMON-PRIOR> 1,063,570,528
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> (1,568)
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 1,439,525,216
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 110,681,854
<OTHER-INCOME> 0
<EXPENSES-NET> 7,468,362
<NET-INVESTMENT-INCOME> 103,213,492
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 103,213,492
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (58,674,160)
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 3,662,245,203
<NUMBER-OF-SHARES-REDEEMED> (3,292,905,293)
<SHARES-REINVESTED> 6,615,671
<NET-CHANGE-IN-ASSETS> 755,522,315
<ACCUMULATED-NII-PRIOR> 13,662
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 2,007,951
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 7,474,125
<AVERAGE-NET-ASSETS> 1,116,819,084
<PER-SHARE-NAV-BEGIN> 1.00
<PER-SHARE-NII> .053
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> (.053)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 1.00
<EXPENSE-RATIO> .26
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON MONEY FUND
<SERIES>
<NUMBER> 012
<NAME> HAMILTON PREMIER SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 2,533,058,989
<INVESTMENTS-AT-VALUE> 2,533,058,989
<RECEIVABLES> 8,478,825
<ASSETS-OTHER> 38,038
<OTHER-ITEMS-ASSETS> 1,095,098
<TOTAL-ASSETS> 2,542,670,950
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 18,506,197
<TOTAL-LIABILITIES> 18,506,197
<SENIOR-EQUITY> 2,524,166
<PAID-IN-CAPITAL-COMMON> 2,521,642,155
<SHARES-COMMON-STOCK> 1,064,645,030
<SHARES-COMMON-PRIOR> 688,333,863
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> (1,568)
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 1,064,645,030
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 110,681,854
<OTHER-INCOME> 0
<EXPENSES-NET> 7,468,362
<NET-INVESTMENT-INCOME> 103,213,492
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 103,213,492
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (43,650,908)
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 9,474,354,796
<NUMBER-OF-SHARES-REDEEMED> (9,125,281,782)
<SHARES-REINVESTED> 27,238,815
<NET-CHANGE-IN-ASSETS> 755,522,315
<ACCUMULATED-NII-PRIOR> 13,662
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 2,007,951
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 7,474,125
<AVERAGE-NET-ASSETS> 871,874,331
<PER-SHARE-NAV-BEGIN> 1.00
<PER-SHARE-NII> .050
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> (.050)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 1.00
<EXPENSE-RATIO> .51
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON MONEY FUND
<SERIES>
<NUMBER> 013
<NAME> HAMILTON CLASSIC SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 2,533,058,989
<INVESTMENTS-AT-VALUE> 2,533,058,989
<RECEIVABLES> 8,478,825
<ASSETS-OTHER> 38,038
<OTHER-ITEMS-ASSETS> 1,095,098
<TOTAL-ASSETS> 2,542,670,950
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 18,506,197
<TOTAL-LIABILITIES> 18,506,197
<SENIOR-EQUITY> 2,524,166
<PAID-IN-CAPITAL-COMMON> 2,521,642,155
<SHARES-COMMON-STOCK> 19,994,520
<SHARES-COMMON-PRIOR> 16,724,385
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> (1,568)
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 19,994,507
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 110,681,854
<OTHER-INCOME> 0
<EXPENSES-NET> 7,468,362
<NET-INVESTMENT-INCOME> 103,213,492
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 103,213,492
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (903,654)
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 76,263,435
<NUMBER-OF-SHARES-REDEEMED> (73,769,087)
<SHARES-REINVESTED> 775,787
<NET-CHANGE-IN-ASSETS> 755,522,315
<ACCUMULATED-NII-PRIOR> 13,662
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 2,007,951
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 7,474,125
<AVERAGE-NET-ASSETS> 19,230,683
<PER-SHARE-NAV-BEGIN> 1.00
<PER-SHARE-NII> .047
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> (.047)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 1.00
<EXPENSE-RATIO> .83
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON INTERMEDIATE GOVERNMENT FUND
<SERIES>
<NUMBER> 021
<NAME> INVESTOR SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 75,048,933
<INVESTMENTS-AT-VALUE> 76,880,373
<RECEIVABLES> 783,755
<ASSETS-OTHER> 3,241
<OTHER-ITEMS-ASSETS> 39
<TOTAL-ASSETS> 77,667,408
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 198,552
<TOTAL-LIABILITIES> 198,552
<SENIOR-EQUITY> 7,714
<PAID-IN-CAPITAL-COMMON> 78,041,413
<SHARES-COMMON-STOCK> 1,247,666
<SHARES-COMMON-PRIOR> 1,059,461
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (2,411,711)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 1,831,440
<NET-ASSETS> 12,524,486
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 4,919,727
<OTHER-INCOME> 0
<EXPENSES-NET> 707,311
<NET-INVESTMENT-INCOME> 4,212,416
<REALIZED-GAINS-CURRENT> 390,562
<APPREC-INCREASE-CURRENT> 848,611
<NET-CHANGE-FROM-OPS> 5,451,589
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (629,424)
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 393,783
<NUMBER-OF-SHARES-REDEEMED> (251,939)
<SHARES-REINVESTED> 46,361
<NET-CHANGE-IN-ASSETS> 2,882,782
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (2,878,731)
<OVERDISTRIB-NII-PRIOR> (83,033)
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 376,493
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 755,297
<AVERAGE-NET-ASSETS> 11,700,629
<PER-SHARE-NAV-BEGIN> 9.87
<PER-SHARE-NII> 0.54
<PER-SHARE-GAIN-APPREC> 0.17
<PER-SHARE-DIVIDEND> (0.54)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 10.04
<EXPENSE-RATIO> 1.15
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON INTERMEDIATE GOVERNMENT FUND
<SERIES>
<NUMBER> 022
<NAME> INSTITUTIONAL SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 75,048,933
<INVESTMENTS-AT-VALUE> 76,880,373
<RECEIVABLES> 783,755
<ASSETS-OTHER> 3,241
<OTHER-ITEMS-ASSETS> 39
<TOTAL-ASSETS> 77,667,408
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 198,552
<TOTAL-LIABILITIES> 198,552
<SENIOR-EQUITY> 7,714
<PAID-IN-CAPITAL-COMMON> 78,041,413
<SHARES-COMMON-STOCK> 6,466,520
<SHARES-COMMON-PRIOR> 6,493,079
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (2,411,711)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 1,831,440
<NET-ASSETS> 64,944,370
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 4,919,727
<OTHER-INCOME> 0
<EXPENSES-NET> 707,311
<NET-INVESTMENT-INCOME> 4,212,416
<REALIZED-GAINS-CURRENT> 390,562
<APPREC-INCREASE-CURRENT> 848,611
<NET-CHANGE-FROM-OPS> 5,451,589
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (3,582,992)
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 1,849,294
<NUMBER-OF-SHARES-REDEEMED> (2,099,046)
<SHARES-REINVESTED> 223,193
<NET-CHANGE-IN-ASSETS> 2,882,782
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (2,878,731)
<OVERDISTRIB-NII-PRIOR> (83,033)
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 376,493
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 755,297
<AVERAGE-NET-ASSETS> 63,605,116
<PER-SHARE-NAV-BEGIN> 9.88
<PER-SHARE-NII> 0.56
<PER-SHARE-GAIN-APPREC> 0.16
<PER-SHARE-DIVIDEND> (0.56)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 10.04
<EXPENSE-RATIO> 0.90
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON INTERMEDIATE NEW YORK TAX-EXEMPT FUND
<SERIES>
<NUMBER> 031
<NAME> INVESTOR SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 41,274,004
<INVESTMENTS-AT-VALUE> 43,003,999
<RECEIVABLES> 720,890
<ASSETS-OTHER> 72,704
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 43,797,593
<PAYABLE-FOR-SECURITIES> 500,000
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 198,635
<TOTAL-LIABILITIES> 698,635
<SENIOR-EQUITY> 4,046
<PAID-IN-CAPITAL-COMMON> 41,359,379
<SHARES-COMMON-STOCK> 1,087,045
<SHARES-COMMON-PRIOR> 985,415
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 5,538
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 1,729,995
<NET-ASSETS> 11,579,890
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 2,029,374
<OTHER-INCOME> 0
<EXPENSES-NET> 410,359
<NET-INVESTMENT-INCOME> 1,619,015
<REALIZED-GAINS-CURRENT> 256,154
<APPREC-INCREASE-CURRENT> 325,257
<NET-CHANGE-FROM-OPS> 2,200,426
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (379,819)
<DISTRIBUTIONS-OF-GAINS> (9,845)
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 414,391
<NUMBER-OF-SHARES-REDEEMED> (341,124)
<SHARES-REINVESTED> 28,363
<NET-CHANGE-IN-ASSETS> 1,815,588
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (211,242)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 213,358
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 483,063
<AVERAGE-NET-ASSETS> 10,523,569
<PER-SHARE-NAV-BEGIN> 10.52
<PER-SHARE-NII> 0.38
<PER-SHARE-GAIN-APPREC> 0.14
<PER-SHARE-DIVIDEND> (0.38)
<PER-SHARE-DISTRIBUTIONS> (0.01)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 10.65
<EXPENSE-RATIO> 1.15
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON INTERMEDIATE NEW YORK TAX-EXEMPT FUND
<SERIES>
<NUMBER> 032
<NAME> INSTITUTIONAL SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 41,274,004
<INVESTMENTS-AT-VALUE> 43,003,999
<RECEIVABLES> 720,890
<ASSETS-OTHER> 72,704
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 43,797,593
<PAYABLE-FOR-SECURITIES> 500,000
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 198,635
<TOTAL-LIABILITIES> 698,635
<SENIOR-EQUITY> 4,046
<PAID-IN-CAPITAL-COMMON> 41,359,379
<SHARES-COMMON-STOCK> 2,958,575
<SHARES-COMMON-PRIOR> 2,938,263
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 5,538
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 1,729,995
<NET-ASSETS> 31,519,068
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 2,029,374
<OTHER-INCOME> 0
<EXPENSES-NET> 410,359
<NET-INVESTMENT-INCOME> 1,619,015
<REALIZED-GAINS-CURRENT> 256,154
<APPREC-INCREASE-CURRENT> 325,257
<NET-CHANGE-FROM-OPS> 2,200,426
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (1,239,196)
<DISTRIBUTIONS-OF-GAINS> (29,529)
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 786,746
<NUMBER-OF-SHARES-REDEEMED> (7,786,244)
<SHARES-REINVESTED> 19,810
<NET-CHANGE-IN-ASSETS> 1,815,588
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (211,242)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 213,358
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 483,063
<AVERAGE-NET-ASSETS> 32,146,662
<PER-SHARE-NAV-BEGIN> 10.52
<PER-SHARE-NII> 0.41
<PER-SHARE-GAIN-APPREC> 0.14
<PER-SHARE-DIVIDEND> (0.41)
<PER-SHARE-DISTRIBUTIONS> (0.01)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 10.65
<EXPENSE-RATIO> 0.90
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON EQUITY INCOME FUND
<SERIES>
<NUMBER> 041
<NAME> INVESTOR SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 390,867,808
<INVESTMENTS-AT-VALUE> 564,829,219
<RECEIVABLES> 1,590,197
<ASSETS-OTHER> 12,959
<OTHER-ITEMS-ASSETS> 36
<TOTAL-ASSETS> 566,432,411
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 987,579
<TOTAL-LIABILITIES> 987,579
<SENIOR-EQUITY> 34,129
<PAID-IN-CAPITAL-COMMON> 384,059,178
<SHARES-COMMON-STOCK> 2,250,860
<SHARES-COMMON-PRIOR> 2,203,358
<ACCUMULATED-NII-CURRENT> 379,218
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 7,282,702
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 173,689,605
<NET-ASSETS> 37,211,579
<DIVIDEND-INCOME> 12,229,551
<INTEREST-INCOME> 2,605,621
<OTHER-INCOME> 0
<EXPENSES-NET> 5,075,866
<NET-INVESTMENT-INCOME> 9,759,306
<REALIZED-GAINS-CURRENT> 30,042,130
<APPREC-INCREASE-CURRENT> 30,647,552
<NET-CHANGE-FROM-OPS> 70,448,988
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (536,948)
<DISTRIBUTIONS-OF-GAINS> (1,528,489)
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 253,791
<NUMBER-OF-SHARES-REDEEMED> (328,881)
<SHARES-REINVESTED> 122,592
<NET-CHANGE-IN-ASSETS> 8,707,524
<ACCUMULATED-NII-PRIOR> 154,255
<ACCUMULATED-GAINS-PRIOR> 391,297
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 3,339,410
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 5,078,247
<AVERAGE-NET-ASSETS> 35,555,606
<PER-SHARE-NAV-BEGIN> 15.53
<PER-SHARE-NII> 0.25
<PER-SHARE-GAIN-APPREC> 1.71
<PER-SHARE-DIVIDEND> (0.25)
<PER-SHARE-DISTRIBUTIONS> (0.71)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 16.53
<EXPENSE-RATIO> 1.17
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON EQUITY INCOME FUND
<SERIES>
<NUMBER> 042
<NAME> INSTITUTIONAL SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 390,867,808
<INVESTMENTS-AT-VALUE> 564,829,219
<RECEIVABLES> 1,590,197
<ASSETS-OTHER> 12,959
<OTHER-ITEMS-ASSETS> 36
<TOTAL-ASSETS> 566,432,411
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 987,579
<TOTAL-LIABILITIES> 987,579
<SENIOR-EQUITY> 34,129
<PAID-IN-CAPITAL-COMMON> 384,059,178
<SHARES-COMMON-STOCK> 31,878,059
<SHARES-COMMON-PRIOR> 33,631,562
<ACCUMULATED-NII-CURRENT> 379,218
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 7,282,702
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 173,689,605
<NET-ASSETS> 528,233,253
<DIVIDEND-INCOME> 12,229,551
<INTEREST-INCOME> 2,605,621
<OTHER-INCOME> 0
<EXPENSES-NET> 5,075,866
<NET-INVESTMENT-INCOME> 9,759,306
<REALIZED-GAINS-CURRENT> 30,042,130
<APPREC-INCREASE-CURRENT> 30,647,552
<NET-CHANGE-FROM-OPS> 70,448,988
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (8,618,820)
<DISTRIBUTIONS-OF-GAINS> (21,865,292)
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 1,699,962
<NUMBER-OF-SHARES-REDEEMED> (4,940,940)
<SHARES-REINVESTED> 1,487,475
<NET-CHANGE-IN-ASSETS> 8,707,524
<ACCUMULATED-NII-PRIOR> 154,255
<ACCUMULATED-GAINS-PRIOR> 391,297
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 3,339,410
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 5,078,247
<AVERAGE-NET-ASSETS> 521,015,612
<PER-SHARE-NAV-BEGIN> 15.54
<PER-SHARE-NII> 0.28
<PER-SHARE-GAIN-APPREC> 1.73
<PER-SHARE-DIVIDEND> (0.27)
<PER-SHARE-DISTRIBUTIONS> (0.71)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 16.57
<EXPENSE-RATIO> 0.89
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON INTERMEDIATE INVESTMENT GRADE FUND
<SERIES>
<NUMBER> 051
<NAME> INVESTOR SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 374,334,266
<INVESTMENTS-AT-VALUE> 387,974,696
<RECEIVABLES> 9,315,018
<ASSETS-OTHER> 74,350
<OTHER-ITEMS-ASSETS> 64,007
<TOTAL-ASSETS> 397,428,071
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 924,679
<TOTAL-LIABILITIES> 924,679
<SENIOR-EQUITY> 37,377
<PAID-IN-CAPITAL-COMMON> 382,157,447
<SHARES-COMMON-STOCK> 375,137
<SHARES-COMMON-PRIOR> 180,941
<ACCUMULATED-NII-CURRENT> 6,712
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 661,426
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 13,640,430
<NET-ASSETS> 3,981,393
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 24,747,311
<OTHER-INCOME> 0
<EXPENSES-NET> 3,061,576
<NET-INVESTMENT-INCOME> 21,685,735
<REALIZED-GAINS-CURRENT> 3,931,265
<APPREC-INCREASE-CURRENT> 5,372,256
<NET-CHANGE-FROM-OPS> 30,989,256
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (199,801)
<DISTRIBUTIONS-OF-GAINS> (35,655)
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 423,701
<NUMBER-OF-SHARES-REDEEMED> (251,187)
<SHARES-REINVESTED> 21,682
<NET-CHANGE-IN-ASSETS> 44,282,133
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 352,691
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,873,230
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 3,063,657
<AVERAGE-NET-ASSETS> 3,633,078
<PER-SHARE-NAV-BEGIN> 10.45
<PER-SHARE-NII> 0.58
<PER-SHARE-GAIN-APPREC> 0.26
<PER-SHARE-DIVIDEND> (0.58)
<PER-SHARE-DISTRIBUTIONS> (0.10)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 10.61
<EXPENSE-RATIO> 1.13
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON INTERMEDIATE INVESTMENT GRADE FUND
<SERIES>
<NUMBER> 052
<NAME> INSTITUTIONAL SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 374,334,266
<INVESTMENTS-AT-VALUE> 387,974,696
<RECEIVABLES> 9,315,018
<ASSETS-OTHER> 74,350
<OTHER-ITEMS-ASSETS> 64,007
<TOTAL-ASSETS> 397,428,071
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 924,679
<TOTAL-LIABILITIES> 924,679
<SENIOR-EQUITY> 37,377
<PAID-IN-CAPITAL-COMMON> 382,157,447
<SHARES-COMMON-STOCK> 37,001,393
<SHARES-COMMON-PRIOR> 33,539,942
<ACCUMULATED-NII-CURRENT> 6,712
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 661,426
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 13,640,430
<NET-ASSETS> 392,521,999
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 24,747,311
<OTHER-INCOME> 0
<EXPENSES-NET> 3,061,576
<NET-INVESTMENT-INCOME> 21,685,735
<REALIZED-GAINS-CURRENT> 3,931,265
<APPREC-INCREASE-CURRENT> 5,372,256
<NET-CHANGE-FROM-OPS> 30,989,256
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (21,443,657)
<DISTRIBUTIONS-OF-GAINS> (3,622,442)
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 8,671,169
<NUMBER-OF-SHARES-REDEEMED> (5,746,886)
<SHARES-REINVESTED> 537,168
<NET-CHANGE-IN-ASSETS> 44,282,133
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 352,691
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,873,230
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 3,063,657
<AVERAGE-NET-ASSETS> 371,013,207
<PER-SHARE-NAV-BEGIN> 10.45
<PER-SHARE-NII> 0.61
<PER-SHARE-GAIN-APPREC> 0.26
<PER-SHARE-DIVIDEND> (0.61)
<PER-SHARE-DISTRIBUTIONS> (0.10)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 10.61
<EXPENSE-RATIO> 0.81
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON INTERMEDIATE TAX-EXEMPT FUND
<SERIES>
<NUMBER> 061
<NAME> INVESTOR SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 254,900,817
<INVESTMENTS-AT-VALUE> 267,744,231
<RECEIVABLES> 4,332,487
<ASSETS-OTHER> 60,129
<OTHER-ITEMS-ASSETS> 529
<TOTAL-ASSETS> 272,137,376
<PAYABLE-FOR-SECURITIES> 1,082,044
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 516,857
<TOTAL-LIABILITIES> 1,598,901
<SENIOR-EQUITY> 26,558
<PAID-IN-CAPITAL-COMMON> 257,037,023
<SHARES-COMMON-STOCK> 46,449
<SHARES-COMMON-PRIOR> 18,831
<ACCUMULATED-NII-CURRENT> 5,355
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 626,125
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 12,843,414
<NET-ASSETS> 473,544
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 13,199,838
<OTHER-INCOME> 0
<EXPENSES-NET> 2,246,817
<NET-INVESTMENT-INCOME> 10,953,021
<REALIZED-GAINS-CURRENT> 5,488,044
<APPREC-INCREASE-CURRENT> (2,389,727)
<NET-CHANGE-FROM-OPS> 14,051,338
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (12,153)
<DISTRIBUTIONS-OF-GAINS> (9,348)
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 60,849
<NUMBER-OF-SHARES-REDEEMED> (34,862)
<SHARES-REINVESTED> 1,631
<NET-CHANGE-IN-ASSETS> 1,260,085
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 494,487
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,359,116
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 2,247,679
<AVERAGE-NET-ASSETS> 325,085
<PER-SHARE-NAV-BEGIN> 10.28
<PER-SHARE-NII> .38
<PER-SHARE-GAIN-APPREC> .13
<PER-SHARE-DIVIDEND> (.38)
<PER-SHARE-DISTRIBUTIONS> (.21)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 10.19
<EXPENSE-RATIO> 1.13
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON INTERMEDIATE TAX-EXEMPT FUND
<SERIES>
<NUMBER> 062
<NAME> INSTITUTIONAL SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 254,900,817
<INVESTMENTS-AT-VALUE> 267,744,231
<RECEIVABLES> 4,332,487
<ASSETS-OTHER> 60,129
<OTHER-ITEMS-ASSETS> 529
<TOTAL-ASSETS> 272,137,376
<PAYABLE-FOR-SECURITIES> 1,082,044
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 516,857
<TOTAL-LIABILITIES> 1,598,901
<SENIOR-EQUITY> 26,558
<PAID-IN-CAPITAL-COMMON> 257,037,023
<SHARES-COMMON-STOCK> 26,511,075
<SHARES-COMMON-PRIOR> 26,189,329
<ACCUMULATED-NII-CURRENT> 5,355
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 626,125
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 12,843,414
<NET-ASSETS> 270,538,475
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 13,199,838
<OTHER-INCOME> 0
<EXPENSES-NET> 2,246,817
<NET-INVESTMENT-INCOME> 10,953,021
<REALIZED-GAINS-CURRENT> 5,488,044
<APPREC-INCREASE-CURRENT> (2,389,727)
<NET-CHANGE-FROM-OPS> 14,051,338
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (10,942,519)
<DISTRIBUTIONS-OF-GAINS> (5,340,052)
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 3,265,028
<NUMBER-OF-SHARES-REDEEMED> (3,478,108)
<SHARES-REINVESTED> 534,826
<NET-CHANGE-IN-ASSETS> 1,260,085
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 494,487
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,359,116
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 2,247,679
<AVERAGE-NET-ASSETS> 271,498,297
<PER-SHARE-NAV-BEGIN> 10.27
<PER-SHARE-NII> 0.41
<PER-SHARE-GAIN-APPREC> 0.13
<PER-SHARE-DIVIDEND> (0.41)
<PER-SHARE-DISTRIBUTIONS> (0.21)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 10.19
<EXPENSE-RATIO> 0.83
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY INTERNATIONAL EQUITY FUND
<SERIES>
<NUMBER> 071
<NAME> INVESTOR SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 149,016,863
<INVESTMENTS-AT-VALUE> 179,773,329
<RECEIVABLES> 1,465,218
<ASSETS-OTHER> 20,422
<OTHER-ITEMS-ASSETS> 3,798,034
<TOTAL-ASSETS> 185,057,003
<PAYABLE-FOR-SECURITIES> 39,266
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 2,263,941
<TOTAL-LIABILITIES> 2,303,207
<SENIOR-EQUITY> 14,171
<PAID-IN-CAPITAL-COMMON> 163,082,656
<SHARES-COMMON-STOCK> 419,926
<SHARES-COMMON-PRIOR> 240,074
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> (72,322)
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> (11,049,931)
<ACCUM-APPREC-OR-DEPREC> 30,756,466
<NET-ASSETS> 5,391,334
<DIVIDEND-INCOME> 2,622,860
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 1,854,847
<NET-INVESTMENT-INCOME> 768,013
<REALIZED-GAINS-CURRENT> (7,140,332)
<APPREC-INCREASE-CURRENT> 29,939,347
<NET-CHANGE-FROM-OPS> 23,567,028
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (6,904)
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 212,610
<NUMBER-OF-SHARES-REDEEMED> (33,304)
<SHARES-REINVESTED> 546
<NET-CHANGE-IN-ASSETS> 85,387,642
<ACCUMULATED-NII-PRIOR> (140,993)
<ACCUMULATED-GAINS-PRIOR> (4,453,967)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,234,365
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 1,934,694
<AVERAGE-NET-ASSETS> 4,270,006
<PER-SHARE-NAV-BEGIN> 10.66
<PER-SHARE-NII> 0.03
<PER-SHARE-GAIN-APPREC> 2.17
<PER-SHARE-DIVIDEND> (0.02)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 12.84
<EXPENSE-RATIO> 1.52
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY INTERNATIONAL EQUITY FUND
<SERIES>
<NUMBER> 072
<NAME> INSTITUTIONAL SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 149,016,863
<INVESTMENTS-AT-VALUE> 179,773,329
<RECEIVABLES> 1,465,218
<ASSETS-OTHER> 20,422
<OTHER-ITEMS-ASSETS> 3,798,034
<TOTAL-ASSETS> 185,057,003
<PAYABLE-FOR-SECURITIES> 39,266
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 2,263,941
<TOTAL-LIABILITIES> 2,303,207
<SENIOR-EQUITY> 14,171
<PAID-IN-CAPITAL-COMMON> 163,082,656
<SHARES-COMMON-STOCK> 13,750,589
<SHARES-COMMON-PRIOR> 8,867,330
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> (72,322)
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> (11,049,931)
<ACCUM-APPREC-OR-DEPREC> 30,756,466
<NET-ASSETS> 177,362,462
<DIVIDEND-INCOME> 2,622,860
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 1,854,847
<NET-INVESTMENT-INCOME> 768,013
<REALIZED-GAINS-CURRENT> (7,140,332)
<APPREC-INCREASE-CURRENT> 29,939,347
<NET-CHANGE-FROM-OPS> 23,567,028
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (233,491)
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 8,210,790
<NUMBER-OF-SHARES-REDEEMED> (3,331,804)
<SHARES-REINVESTED> 4,273
<NET-CHANGE-IN-ASSETS> 85,387,642
<ACCUMULATED-NII-PRIOR> (140,993)
<ACCUMULATED-GAINS-PRIOR> (4,453,967)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,234,365
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 1,934,694
<AVERAGE-NET-ASSETS> 140,950,632
<PER-SHARE-NAV-BEGIN> 10.69
<PER-SHARE-NII> 0.03
<PER-SHARE-GAIN-APPREC> 2.20
<PER-SHARE-DIVIDEND> (0.02)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 12.90
<EXPENSE-RATIO> 1.27
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON LARGE CAP GROWTH FUND
<SERIES>
<NUMBER> 081
<NAME> INVESTOR SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 237,682,516
<INVESTMENTS-AT-VALUE> 456,022,192
<RECEIVABLES> 15,956,317
<ASSETS-OTHER> 70,042
<OTHER-ITEMS-ASSETS> 48
<TOTAL-ASSETS> 472,048,599
<PAYABLE-FOR-SECURITIES> 14,254,294
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 2,750,399
<TOTAL-LIABILITIES> 17,004,693
<SENIOR-EQUITY> 35,819
<PAID-IN-CAPITAL-COMMON> 232,311,136
<SHARES-COMMON-STOCK> 873,108
<SHARES-COMMON-PRIOR> 591,847
<ACCUMULATED-NII-CURRENT> 94,689
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 5,775,504
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 216,826,758
<NET-ASSETS> 11,046,843
<DIVIDEND-INCOME> 5,192,580
<INTEREST-INCOME> 1,200,748
<OTHER-INCOME> 0
<EXPENSES-NET> 3,416,367
<NET-INVESTMENT-INCOME> 2,976,961
<REALIZED-GAINS-CURRENT> 31,454,367
<APPREC-INCREASE-CURRENT> 54,370,500
<NET-CHANGE-FROM-OPS> 88,801,828
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (74,955)
<DISTRIBUTIONS-OF-GAINS> (561,749)
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 974,111
<NUMBER-OF-SHARES-REDEEMED> (743,808)
<SHARES-REINVESTED> 50,958
<NET-CHANGE-IN-ASSETS> 75,253,570
<ACCUMULATED-NII-PRIOR> 31,634
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> (1,566,412)
<GROSS-ADVISORY-FEES> 2,480,541
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 3,802,287
<AVERAGE-NET-ASSETS> 10,339,885
<PER-SHARE-NAV-BEGIN> 10.92
<PER-SHARE-NII> 0.11
<PER-SHARE-GAIN-APPREC> 2.42
<PER-SHARE-DIVIDEND> (0.11)
<PER-SHARE-DISTRIBUTIONS> (0.69)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 12.65
<EXPENSE-RATIO> 1.07
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON LARGE CAP GROWTH FUND
<SERIES>
<NUMBER> 082
<NAME> INSTITUTIONAL SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 237,682,516
<INVESTMENTS-AT-VALUE> 456,022,192
<RECEIVABLES> 15,956,317
<ASSETS-OTHER> 70,042
<OTHER-ITEMS-ASSETS> 48
<TOTAL-ASSETS> 472,048,599
<PAYABLE-FOR-SECURITIES> 14,254,294
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 2,750,399
<TOTAL-LIABILITIES> 17,004,693
<SENIOR-EQUITY> 35,819
<PAID-IN-CAPITAL-COMMON> 232,311,136
<SHARES-COMMON-STOCK> 34,946,082
<SHARES-COMMON-PRIOR> 34,134,098
<ACCUMULATED-NII-CURRENT> 94,689
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 5,775,504
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 216,826,758
<NET-ASSETS> 443,997,063
<DIVIDEND-INCOME> 5,192,580
<INTEREST-INCOME> 1,200,748
<OTHER-INCOME> 0
<EXPENSES-NET> 3,416,367
<NET-INVESTMENT-INCOME> 2,976,961
<REALIZED-GAINS-CURRENT> 31,454,367
<APPREC-INCREASE-CURRENT> 54,370,500
<NET-CHANGE-FROM-OPS> 88,801,828
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (2,846,174)
<DISTRIBUTIONS-OF-GAINS> (23,566,674)
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 3,974,655
<NUMBER-OF-SHARES-REDEEMED> (4,996,137)
<SHARES-REINVESTED> 1,833,466
<NET-CHANGE-IN-ASSETS> 75,253,570
<ACCUMULATED-NII-PRIOR> 31,634
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> (1,566,412)
<GROSS-ADVISORY-FEES> 2,480,541
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 3,802,287
<AVERAGE-NET-ASSETS> 403,083,669
<PER-SHARE-NAV-BEGIN> 10.94
<PER-SHARE-NII> 0.11
<PER-SHARE-GAIN-APPREC> 2.46
<PER-SHARE-DIVIDEND> (0.11)
<PER-SHARE-DISTRIBUTIONS> (0.69)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 12.71
<EXPENSE-RATIO> 0.82
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON SMALL CAP GROWTH FUND
<SERIES>
<NUMBER> 091
<NAME> INVESTOR SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 162,534,723
<INVESTMENTS-AT-VALUE> 194,931,249
<RECEIVABLES> 395,728
<ASSETS-OTHER> 31,443
<OTHER-ITEMS-ASSETS> 196,342
<TOTAL-ASSETS> 195,554,762
<PAYABLE-FOR-SECURITIES> 196,300
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 193,585
<TOTAL-LIABILITIES> 389,885
<SENIOR-EQUITY> 15,663
<PAID-IN-CAPITAL-COMMON> 162,272,379
<SHARES-COMMON-STOCK> 543,720
<SHARES-COMMON-PRIOR> 97,246
<ACCUMULATED-NII-CURRENT> 7,115
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 473,194
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 32,396,526
<NET-ASSETS> 6,762,833
<DIVIDEND-INCOME> 792,427
<INTEREST-INCOME> 451,992
<OTHER-INCOME> 0
<EXPENSES-NET> 1,563,456
<NET-INVESTMENT-INCOME> (319,037)
<REALIZED-GAINS-CURRENT> 3,890,486
<APPREC-INCREASE-CURRENT> 9,835,596
<NET-CHANGE-FROM-OPS> 13,407,045
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> (153,674)
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 2,851,784
<NUMBER-OF-SHARES-REDEEMED> (2,419,110)
<SHARES-REINVESTED> 13,800
<NET-CHANGE-IN-ASSETS> 60,262,843
<ACCUMULATED-NII-PRIOR> 2,445
<ACCUMULATED-GAINS-PRIOR> 2,018,032
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,198,024
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 1,815,439
<AVERAGE-NET-ASSETS> 4,694,291
<PER-SHARE-NAV-BEGIN> 11.94
<PER-SHARE-NII> (0.04)
<PER-SHARE-GAIN-APPREC> 0.90
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> (0.36)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 12.44
<EXPENSE-RATIO> 1.22
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON SMALL CAP GROWTH FUND
<SERIES>
<NUMBER> 092
<NAME> INSTITUTIONAL SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 162,534,723
<INVESTMENTS-AT-VALUE> 194,931,249
<RECEIVABLES> 395,728
<ASSETS-OTHER> 31,443
<OTHER-ITEMS-ASSETS> 196,342
<TOTAL-ASSETS> 195,554,762
<PAYABLE-FOR-SECURITIES> 196,300
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 193,585
<TOTAL-LIABILITIES> 389,885
<SENIOR-EQUITY> 15,663
<PAID-IN-CAPITAL-COMMON> 162,272,379
<SHARES-COMMON-STOCK> 15,119,087
<SHARES-COMMON-PRIOR> 11,206,765
<ACCUMULATED-NII-CURRENT> 7,115
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 473,194
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 32,396,526
<NET-ASSETS> 188,402,044
<DIVIDEND-INCOME> 792,427
<INTEREST-INCOME> 451,992
<OTHER-INCOME> 0
<EXPENSES-NET> 1,563,456
<NET-INVESTMENT-INCOME> (319,037)
<REALIZED-GAINS-CURRENT> 3,890,486
<APPREC-INCREASE-CURRENT> 9,835,596
<NET-CHANGE-FROM-OPS> 13,407,045
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> (5,305,891)
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 6,284,220
<NUMBER-OF-SHARES-REDEEMED> (2,801,386)
<SHARES-REINVESTED> 429,488
<NET-CHANGE-IN-ASSETS> 60,262,843
<ACCUMULATED-NII-PRIOR> 2,445
<ACCUMULATED-GAINS-PRIOR> 2,018,032
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,198,024
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 1,815,439
<AVERAGE-NET-ASSETS> 155,042,416
<PER-SHARE-NAV-BEGIN> 11.93
<PER-SHARE-NII> (0.02)
<PER-SHARE-GAIN-APPREC> 0.91
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> (0.36)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 12.46
<EXPENSE-RATIO> 0.97
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON TREASURY MONEY FUND
<SERIES>
<NUMBER> 101
<NAME> HAMILTON SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 722,727,345
<INVESTMENTS-AT-VALUE> 722,727,345
<RECEIVABLES> 1,920,078
<ASSETS-OTHER> 40,926
<OTHER-ITEMS-ASSETS> 84
<TOTAL-ASSETS> 724,688,433
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 2,833,059
<TOTAL-LIABILITIES> 2,833,059
<SENIOR-EQUITY> 721,855
<PAID-IN-CAPITAL-COMMON> 721,136,197
<SHARES-COMMON-STOCK> 201,363,048
<SHARES-COMMON-PRIOR> 110,719,481
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> (2,678)
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 201,363,261
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 27,195,578
<OTHER-INCOME> 0
<EXPENSES-NET> 2,203,521
<NET-INVESTMENT-INCOME> 24,993,101
<REALIZED-GAINS-CURRENT> 1,044
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 24,993,101
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (8,862,413)
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 758,097,192
<NUMBER-OF-SHARES-REDEEMED> (671,336,485)
<SHARES-REINVESTED> 3,882,860
<NET-CHANGE-IN-ASSETS> 427,241,437
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (683)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 508,540
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 2,253,929
<AVERAGE-NET-ASSETS> 173,971,090
<PER-SHARE-NAV-BEGIN> 1.00
<PER-SHARE-NII> .051
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> (.051)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 1.00
<EXPENSE-RATIO> .27
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000887318
<NAME> BNY HAMILTON TREASURY MONEY FUND
<SERIES>
<NUMBER> 102
<NAME> HAMILTON PREMIER SHARES
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<INVESTMENTS-AT-COST> 722,727,345
<INVESTMENTS-AT-VALUE> 722,727,345
<RECEIVABLES> 1,920,078
<ASSETS-OTHER> 40,926
<OTHER-ITEMS-ASSETS> 84
<TOTAL-ASSETS> 724,688,433
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 2,833,059
<TOTAL-LIABILITIES> 2,833,059
<SENIOR-EQUITY> 721,855
<PAID-IN-CAPITAL-COMMON> 721,136,197
<SHARES-COMMON-STOCK> 520,491,965
<SHARES-COMMON-PRIOR> 183,895,139
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> (2,678)
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 520,492,113
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 27,195,578
<OTHER-INCOME> 0
<EXPENSES-NET> 2,203,521
<NET-INVESTMENT-INCOME> 24,993,101
<REALIZED-GAINS-CURRENT> 1,044
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 24,993,101
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (16,129,644)
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 2,984,119,812
<NUMBER-OF-SHARES-REDEEMED> (2,654,867,480)
<SHARES-REINVESTED> 7,344,494
<NET-CHANGE-IN-ASSETS> 427,241,437
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (683)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 508,540
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 2,253,929
<AVERAGE-NET-ASSETS> 334,574,778
<PER-SHARE-NAV-BEGIN> 1.00
<PER-SHARE-NII> .049
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> (.049)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 1.00
<EXPENSE-RATIO> .52
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
