<PAGE> 1
ANNUAL REPORT December 31, 1996
Pacific Advisors Fund Inc. [LOGO]
INCOME
FUND
DISTRIBUTOR
PACIFIC GLOBAL FUND DISTRIBUTORS, INC.
206 NORTH JACKSON STREET, SUITE 201
GLENDALE, CALIFORNIA 91206
(800) 989-6693
<PAGE> 2
DEAR FELLOW SHAREHOLDERS
Stronger than expected economic growth surprised investors in early 1996. As
concerns about inflation grew, long-term interest rates increased from near 6%
to over 7% by mid year. In the late summer interest rates retreated and settled
into a range of 6.5-6.75% through year end. The volatility and uncertainty
experienced in the bond market during 1996 required a more defensive investment
strategy to protect capital.
Pacific Advisors Income Fund ("Fund") was impacted by this rise in
interest rates and had a total return of 1.78%, for the twelve months ending
December 31, 1996. The investment results are based on shares purchased at the
offering price, after deducting the Fund's current maximum sales charge, on
January 1, 1996 and held through December 31, 1996, with all dividends and
capital gains reinvested and after expense reimbursements. The Lehman
Intermediate and Long-term Treasury-Bond indexes, which are unmanaged indices of
total returns for government bonds, were 3.97% and -0.78% respectively, for this
same period.
As interest rates increased during the first half of the year, the
market reacted to the inability of the U.S. Government to resolve its budget
problems and to data which suggested economic growth was better than expected.
This created concerns that inflation, especially in wages, could become a
problem. Interest rates on long-term bonds went from under 6% to over 7% by mid
year. The Fund responded to these interest rate increases by reducing its
average maturity from 3.7 years in December 1995 to approximately 2.4 years -- a
defensive investment strategy to minimize the potential loss of capital during
this period of economic uncertainty.
Interest rates began to decline late in the summer as inflation
concerns receded. However, the volatility in interest rates continued in a
trading range of 6.5- 6.75% for the remainder of the year. The stronger U.S.
economy may still force interest rates higher because of inflation concerns, but
we do not expect inflation to be a long-term problem because of competition from
the global labor market. Other factors which may cause interest rates to
increase would be the desire to attract capital in reaction to higher interest
rates in international markets, and the inability of the U.S. Government to
reduce entitlement spending in the Federal budget. With these economic
uncertainties we would expect interest rates to remain somewhat volatile for the
near term.
The Fund will continue to maintain a defensive investment strategy
during this period of uncertainty. When it becomes more clear that the economy
is slowing down and as prospects for a recession increase, we would expect
long-term interest rates to decline. At that time, the Fund will seek to buy
bonds with higher coupons and increase its equity position. Meanwhile, we expect
the equity markets will continue to correct and provide better buying
opportunities. The equity position in the Fund was 17.83% at year end.
On December 31, 1996, MMG Money Management Group, Inc. resigned as
Sub-adviser to
1
<PAGE> 3
the Fund. Since its resignation, the Investment Manager has been managing the
Fund. Since its resignation, the Fund has been actively managed by Pacific
Global Investment Management Company pursuant to its Investment Management
Agreement with the Fund. A number of investment grade corporate bonds including
Barnett Bank, Nations Bank, Citicorp and General Motors Acceptance Corporation
have been added to the Fund. The equity position in the Fund has also increased
to 23% with the addition of strong blue chip companies such as Gillette, General
Electric and Mobil Corporation. We believe these securities will do well in this
uncertain economy.
We believe that the long-term outlook for bonds remains favorable. We
continue to believe that the Fund's investment strategy will provide good
returns without significant volatility or market risk. This is consistent with
the Fund's objective, to provide current income and capital appreciation while
conserving capital. Please contact your financial adviser or Pacific Advisors
Fund Inc., if you have questions or would like more information on the Fund.
Respectively submitted,
/s/ George A. Henning
George A. Henning
Chairman
CHANGE IN VALUE OF $10,000 INVESTMENT*
This chart shows the growth of a $10,000 investment made in Pacific Advisors
Income Fund on February 8, 1993 compared to the growth of the Lehman T-Bond
Index, Intermediate.
PACIFIC ADVISORS
INCOME FUND
<TABLE>
<CAPTION>
Income Lehman
Year Fund T-Bond (Int.)
------ ------- -------------
<C> <S> <C> <C>
Average Annual Dec-92 10,000 10,000
Total Return Dec-93 10,121 10,826
for period ending Dec-94 10,221 10,604
December 31, 1996 Dec-95 11,446 12,140
Dec-96 11,650 12,622
One Year
1.78%
Inception
(2/8/93)
3.88%
</TABLE>
* Reflects the deduction of the 4.75% maximum sales charge and assumes all
distributions were reinvested at net asset value and after expense
reimbursements. The results show annualized returns for 1993, since
February 8, 1993 was the inception date of the Fund.
The Lehman T-Bond Index is an unmanaged index of intermediate government
bonds since 12/31/80.
Past performance does not guarantee future results. Share price and
return fluctuate, so that your shares when redeemed, may be worth more or
less than their original cost.
2
<PAGE> 4
SCHEDULE OF INVESTMENTS
December 31, 1996
<TABLE>
<CAPTION>
Par Value/Shares Value
<S> <C> <C>
U.S. GOVERNMENT OBLIGATIONS (49.39%)
U.S. Treasury Notes (49.39%)
U.S. Treasury Note 5.750% 09/30/97 $ 75,000 $ 74,953
U.S. Treasury Note 6.000% 09/30/98 50,000 50,063
U.S. Treasury Note 6.500% 08/15/97 15,000 15,066
U.S. Treasury Note 6.500% 04/30/97 100,000 100,281
U.S. Treasury Note 7.125% 02/29/00 45,000 46,322
U.S. Treasury Note 7.750% 11/30/99 115,000 120,103
U.S. Treasury Note 7.875% 11/15/04 85,000 92,756
U.S. Treasury Note 5.750% 10/31/00 100,000 98,687
- -------------------------------------------------------------------------------------------
598,231
- -------------------------------------------------------------------------------------------
TOTAL U.S. GOVERNMENT OBLIGATIONS 598,231
=======
COMMON STOCK (15.29%)
Apparel (1.24%)
Gap Inc. 500 15,063
- -------------------------------------------------------------------------------------------
Building Products Retail/Wholesale (0.83%)
Home Depot, Inc. 200 10,025
- -------------------------------------------------------------------------------------------
Diversified Companies (3.18%)
Dial Corporation 1,600 23,600
Viad Corp. 900 14,850
- -------------------------------------------------------------------------------------------
38,450
- -------------------------------------------------------------------------------------------
Health Services (2.21%)
Mid Atlantic Medical Services, Inc.* 2,000 26,750
- -------------------------------------------------------------------------------------------
Insurance (3.45%)
Gainsco Inc. 1,909 18,374
Oxford Health Plans* 400 23,425
- -------------------------------------------------------------------------------------------
41,799
- -------------------------------------------------------------------------------------------
Investment Trusts (2.20%)
Blackrock Target Term Trust 3,000 26,625
- -------------------------------------------------------------------------------------------
</TABLE>
* Non-income producing
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
3
<PAGE> 5
<TABLE>
<CAPTION>
Par Value/Shares Value
<S> <C> <C>
COMMON STOCK CONTINUED
Real Estate Investment Trusts (REIT) (2.18%)
Bradley Real Estate Inc. 700 $ 12,600
Franchise Finance Corp of America 500 13,812
- ----------------------------------------------------------------------------------------------------------
26,412
- ----------------------------------------------------------------------------------------------------------
TOTAL COMMON STOCK 185,124
=======
CORPORATE BONDS (9.48%)
Commercial Bank (3.66%)
Nations Bank 5.125% 09/15/98 $ 45,000 44,258
- ----------------------------------------------------------------------------------------------------------
Financial Services (3.61%)
International Bank Reconstruction & Development 8.64% 06/18/01 25,000 27,092
Salomon, Inc variable rate 09/30/03 20,000 16,650
- ----------------------------------------------------------------------------------------------------------
43,742
- ----------------------------------------------------------------------------------------------------------
Industrial Goods And Equipment (2.21%)
Union Texas Petroleum 25,000 26,769
- ----------------------------------------------------------------------------------------------------------
Total Corporate Bonds 114,769
=======
PREFERRED STOCK (2.39%)
Insurance (1.08%)
UNUM Corp 8.80% PFD Series A 500 13,125
- ----------------------------------------------------------------------------------------------------------
Telecommunications (1.31%)
GTE 8.75% PFD Series B 600 15,825
- ----------------------------------------------------------------------------------------------------------
TOTAL PREFERRED STOCK 28,950
=======
TOTAL INVESTMENT SECURITIES (76.55%) $ 927,074
SHORT-TERM INVESTMENTS (22.60%)
United Missouri Bank Money Market Fund 273,726
OTHER ASSETS LESS LIABILITIES (0.85%) 10,350
=======
TOTAL NET ASSETS (100%) $1,211,150
==========================================================================================================
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
4
<PAGE> 6
STATEMENT OF ASSETS AND LIABILITIES
December 31, 1996
<TABLE>
<S> <C>
ASSETS
Investment securities at market value (cost: $903,624) $ 927,074
Short-term investments, at cost, which is equivalent to market 273,726
Receivable from Investment Manager (Note 3) 21,076
Other assets 6,894
Accrued income receivable 10,160
Receivable for capital shares sold 701
Organizational expenses, net of amortization (Note 1) 12,873
----------
Total assets 1,252,504
----------
LIABILITIES
Payable for investments purchased 27,334
Payable to Investment Manager (Note 1) 12,873
Accrued expenses 1,147
----------
Total liabilities 41,354
----------
NET ASSETS
(Equivalent to $9.42 per share on 128,604 shares of
Capital Stock outstanding - 100 million shares authorized) $1,211,150
==========
SUMMARY OF SHAREHOLDERS' EQUITY
Paid-in capital $1,187,217
Undistributed net investment income 446
Undistributed net capital gains 37
Unrealized appreciation of investments 23,450
----------
Net assets at December 31, 1996 $1,211,150
==========
Maximum offering price per share ($9.42/95.25%): $ 9.89
----------
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
5
<PAGE> 7
STATEMENT OF OPERATIONS
For the Year Ended December 31, 1996
<TABLE>
<S> <C> <C>
INVESTMENT INCOME
Dividends $ 8,539
Interest 52,512
--------
Total Income 61,051
--------
EXPENSES
Investment Advisory Fees 8,719
Fund Accounting Fees 16,926
Transfer Agent Expense 17,368
Legal Expense 3,404
Amortization Expense 11,131
Registration Fees 5,646
Printing 3,488
Audit Fees 683
Custody Fees 6,479
Director Fees/Meetings 811
Distribution Fees (Note 3) 2,517
Other Expense 2,327
--------
Total Expenses, before reimbursements 79,499
Less Fees Waived and Expenses Reimbursed (Note 3) (59,323)
--------
Net Expenses 20,176
--------
NET INVESTMENT INCOME $ 40,875
=========
NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS
Net realized gain on investments
Proceeds from sales of investment securities (excluding
short-term investments with maturities 60 days or less) $765,449
Cost of investment securities sold 757,251
--------
Net realized gain on investments 8,198
Net unrealized appreciation (depreciation) of investments
Beginning of year $ 51,896
End of year 23,450
--------
Net unrealized depreciation of investments (28,446)
--------
Net realized and unrealized loss on investments (20,248)
=========
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 20,627
=========
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
6
<PAGE> 8
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
For the year ended For the year ended
December 31, 1996 December 31, 1995
<S> <C> <C>
INCREASE IN NET ASSETS
FROM OPERATIONS
Net investment income $ 40,875 $ 34,136
Net realized gain on investments 8,198 8,147
Net unrealized appreciation (depreciation) of investments (28,446) 55,627
-------------------------------
Increase in net assets resulting from operations 20,627 97,910
-------------------------------
FROM DISTRIBUTIONS TO SHAREHOLDERS
Net investment income (40,665) (34,111)
Net capital gains (8,205) (3,016)
-------------------------------
Decrease in net assets resulting from distributions (48,870) (37,127)
-------------------------------
FROM CAPITAL SHARE TRANSACTIONS
Proceeds from shares sold (27,474 and 38,504 shares) 259,030 360,667
Proceeds from shares purchased by reinvestment
of dividends (3,666 and 3,066 shares) 34,333 28,918
Cost of shares repurchased (13,288 and 1,210 shares) (125,123) (11,404)
-------------------------------
Increase in net assets derived from capital share transactions 168,240 378,181
-------------------------------
Increase in net assets 139,997 438,964
NET ASSETS
BEGINNING OF YEAR
(includes undistributed net investment income of $236 and $211) 1,071,153 632,189
-------------------------------
END OF YEAR
(includes undistributed net investment income of $446 and $236) $ 1,211,150 $ 1,071,153
===============================
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
7
<PAGE> 9
NOTES TO FINANCIAL STATEMENTS
NOTE 1. ORGANIZATION
Pacific Advisors Fund Inc. (the "Company") is an open-end diversified
management investment company registered under the Investment Company Act of
1940, as amended. The Company was organized on May 18, 1992 as a Maryland
corporation and had no operations prior to February 8, 1993, other than those
relating to organizational matters including the sale of 2,778 shares of stock
of each of its four series ("Funds") at $9.00 per share to the Company's
investment manager, Pacific Global Investment Management Company (the
"Investment Manager"). The Company currently offers four Funds: Small Cap Fund,
Balanced Fund, Income Fund, and Government Securities Fund. Each Fund is a
separate investment portfolio of the Company with a distinct investment
objective, investment program, policies, and restrictions. The Income Fund seeks
to provide current income and secondarily, long-term capital appreciation.
The Investment Manager paid the organizational and other initial
expenses of the Fund incurred prior to the initial offering of the Fund's
shares. However, the Fund has agreed to reimburse the Investment Manager for
such expenses. The organizational costs will be deferred and amortized by each
Fund over a period during which it is expected that a benefit will be realized,
but no longer than five years from the date of the Funds' commencement of
operations. Prepaid expenses will be amortized over a period not to exceed
twelve months.
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES
A. SECURITY VALUATION. Securities listed on a national securities
exchange and certain over-the-counter ("OTC") issues traded on the NASDAQ
national market system are valued at the last quoted sale price at the close of
the NYSE. OTC issues not quoted on NASDAQ system and other equity securities for
which no sale price is available, are valued at the last bid price as obtained
from published sources (including Quotron), where available, and otherwise from
brokers who are market makers for such securities. Debt securities with a
maturity of less than 60 days are valued on an amortized cost basis.
B. SECURITY TRANSACTIONS AND INVESTMENT INCOME. Security transactions
are accounted for on the trade date. The cost of investments sold is determined
by use of the specific identification method for both financial reporting and
Federal income tax purposes. Dividends are recorded on the ex-dividend date.
Interest income is recorded on an accrual basis.
C. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS. The Income Fund
declares and distributes dividends of its net investment income, if any,
quarterly. The Board of Directors will determine the amount and timing of such
payments.
D. FEDERAL INCOME TAXES. No provision is made for Federal taxes since
the Company intends to qualify as a regulated investment company and to make the
requisite distributions to its shareholders, which will be sufficient to relieve
it from Federal income and excise taxes.
E. ORGANIZATIONAL COSTS. Costs incurred by the Income Fund in
connection with its organization, registration and initial public offering of
shares have been deferred and are being amortized using the straight-line method
over a five-year period in accordance with the Expense Limitation Agreement for
each of the Funds.
F. USE OF ESTIMATES. The preparation of financial statements in
conformity with generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates.
8
<PAGE> 10
NOTE 3. INVESTMENT MANAGEMENT, DISTRIBUTOR AND OTHER RELATED PARTY TRANSACTIONS
The Company and Income Fund have entered into an investment management
agreement ("Management Agreement") with the Investment Manager. The Management
Agreement provides for investment management fees, payable monthly, and
calculated at the maximum annual rate of 0.75% of average net assets for the
Income Fund. The Investment Manager has entered into a sub-advisory agreement
("Sub-Advisory Agreements") with MMG Money Management Group, Inc. (the
"Adviser"). The Investment Manager is solely responsible for the payment of fees
to the Adviser.
In accordance with its expense limitation agreements ("Expense
Limitation Agreements") with the Company, on behalf of each Fund, the Investment
Manager is required to reduce its investment management fee in any fiscal year
in which all Fund Operating Expenses exceed the lowest applicable limit actually
enforced by any state, and to reimburse the Income Fund for any additional
expenses that exceed such limit. In addition, from time to time, the Investment
Manager and the Adviser may voluntarily waive their management and sub-advisory
fees, respectively, and/or absorb certain expenses for the Income Fund. In
October 1996, the National Securities Market Improvement Act eliminated state
expense limitations for mutual funds. Accordingly, the Investment Manager will
determine in the future the level and extent of expense limitations, fee
waivers, and reimbursements at its discretion.
Pursuant to the Expense Limitation Agreements, the voluntary waiver of
fees and the assumption of expenses by the Investment Manager and the Adviser,
the following amounts were waived or reimbursed for the year ended December 31,
1996 for the Income Fund, $8,176 of management and sub-advisory fees were waived
and $51,147 was reimbursed by the Investment Manager.
Fund Operating Expenses may not fall below the expense limitation level
established for subsequent years until the Investment Manager has fully recouped
fees forgone and expenses paid or assumed under the Expense Limitation
Agreement, as the Fund will reimburse the Investment Manager in subsequent years
during which the Fund's total assets are greater than $20,000,000. As of
December 31, 1996, the cumulative amounts unrecouped by the Investment Manager
since commencement of operations is $223,006.
For the year ended December 31, 1996, Pacific Global Fund Distributors,
Inc. ("PGFD"), the principal underwriter for the Company, received $925 of
commissions on sales of capital stock of the Income Fund, after deducting $4,516
allowed to authorized distributors as commissions. PGFD is a wholly-owned
subsidiary of the Investment Manager.
The Company and Income Fund have entered into an agreement with Pacific
Global Investor Services, Inc., ("PGIS") to provide fund accounting services at
the monthly fee of 3 basis points for the first million in net assets or a
minimum of $1,250. In addition, an agreement to provide transfer agent services
has also been entered into at the monthly fee based on the number of accounts or
a minimum of $1,250. The Investment Manager has assumed all payments of these
services, including any amounts payable at December 31, 1996. PGIS is a
wholly-owned subsidiary of the Investment Manager.
The Fund has adopted a plan of distribution, whereby the Income Fund
may pay a service fee in an amount up to 0.25% per annum of the Fund's average
daily net assets to qualified recipients. For the year ended December 31, 1996,
$2,517 was accrued or paid.
NOTE 4. PURCHASE AND SALES OF SECURITIES
For the year ended December 31, 1996, the Income Fund had purchases of
securities, other than short-term investments of $760,464. The cost of
securities held is the same for Federal income tax and financial reporting
purposes.
Aggregate gross unrealized appreciation and aggregate gross unrealized
depreciation on securities were $38,667 and $15,217 respectively. Net unrealized
appreciation for tax purposes is $23,450.
9
<PAGE> 11
FINANCIAL HIGHLIGHTS
(For a share outstanding throughout the period)
<TABLE>
<CAPTION>
For the Period
For the Year Ended December 31 February 8, 1993(3)
1996 1995 1994 to December 31, 1993
-------------------------------------------- --------------------
<S> <C> <C> <C> <C>
PER SHARE OPERATING PERFORMANCE
Net Asset Value, Beginning of Year $ 9.67 $ 8.98 $ 9.06 $ 9.00
-------------------------------------------- --------
Income from Investment Operations:
Investment Income 0.47 0.45 0.28 0.15
Expenses (0.12) (0.14) (0.12) (0.09)
-------------------------------------------- --------
Net Investment Income 0.35 0.31 0.16 0.06
Net realized and unrealized gain (loss) on
securities (0.19) 0.72 (0.07) 0.04
-------------------------------------------- --------
Total from Investment Operations 0.16 1.03 0.09 0.10
Less Distributions
Distributions from net investment income (0.35) (0.31) (0.17) (0.04)
Distributions from net capital gains (0.06) (0.03) 0.00 0.00
Net Asset Value, End of Year $ 9.42 $ 9.67 $ 8.98 $ 9.06
============================================ ========
TOTAL INVESTMENT RETURN(4) 1.78% 11.98% 0.99% 1.21%
RATIOS/SUPPLEMENTAL DATA
Net Assets, End of Year (000) $ 1,211 $ 1,071 $ 632 $ 135
Ratio of Expenses to Average Net Assets(1) 1.85% 1.86% 1.75% 1.68%(2)
Ratio of Net Investment
Income to Average Net Assets 3.75% 4.06% 2.17% 0.79%(2)
Portfolio Turnover Ratio 28.23% 33.40% 37.12% 0.00%(2)
Average Commission Per Share
Paid on Equity Transactions $ 0.1347 $ 0.1472 -- --
</TABLE>
1. Without the voluntary fee waivers and reimbursement of expenses, the ratio
of expenses to average daily net assets for the Income Fund would have been
7.29%, 8.25%, 12.73%, and 70.32%, for the years 1996 through 1993
respectively, and the ratio of net investment income (loss) to average net
assets would have been (1.69%), (2.32%), (8.80%), and (67.90%), for the
years 1996 through 1993 respectively.
2. Annualized.
3. Commencement of Operations.
4. The Fund's maximum sales charge is not included in the total return
computation.
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
10
<PAGE> 12
REPORT OF INDEPENDENT AUDITORS
BOARD OF DIRECTORS AND SHAREHOLDERS
PACIFIC ADVISORS FUND INC.
INCOME FUND
We have audited the accompanying statement of assets and liabilities, including
the schedule of investments, of the Pacific Advisors Fund Inc. Income Fund as of
December 31, 1996, the related statement of operations for the year then ended,
the statements of changes in net assets for each of the two years in the period
then ended, and the financial highlights for the years ended December 31, 1996,
1995, and 1994 and for the period February 8, 1993 (commencement of operations)
to December 31, 1993. These financial statements and financial highlights are
the responsibility of the Company's management. Our responsibility is to express
an opinion on these financial statements and financial highlights based on our
audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
December 31, 1996 by correspondence with the custodian and brokers. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements and financial highlights
referred to above present fairly, in all material respects, the financial
position of the Pacific Advisors Fund Inc. Income Fund as of December 31, 1996,
the results of its operations for the year then ended, the changes in its net
assets for each of the two years in the period then ended, and the financial
highlights for the years ended December 31, 1996, 1995, and 1994 and for the
period February 8, 1993 (commencement of operations) to December 31, 1993, in
conformity with generally accepted accounting principles.
ERNST & YOUNG LLP
Los Angeles, California
January 29, 1997
11
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12
<PAGE> 14
PACIFIC ADVISORS FUND INC.
DIRECTORS
GEORGE A. HENNING, CHAIRMAN
VICTORIA L. BREEN
THOMAS M. BRINKER
KATHLEEN M. FISHKIN
L. MICHAEL HALLER III
SIEGFRED S. KAGAWA
TAKASHI MAKINODAN, PH.D.
GERALD E. MILLER
LOUISE K. TAYLOR
OFFICERS
GEORGE A. HENNING, PRESIDENT
THOMAS H. HANSON, VICE PRESIDENT AND SECRETARY
VICTORIA L. BREEN, ASSISTANT SECRETARY
PAUL W. HENNING, TREASURER
INVESTMENT MANAGER
PACIFIC GLOBAL INVESTMENT MANAGEMENT COMPANY
206 NORTH JACKSON STREET, SUITE 201
GLENDALE, CALIFORNIA 91206
ADVISER
MMG MONEY MANAGEMENT, INC.
2700 NORTH CENTRAL AVENUE, SUITE 310
PHOENIX, ARIZONA 85004
TRANSFER AGENT AND ADMINISTRATOR
PACIFIC GLOBAL INVESTOR SERVICES, INC.
206 NORTH JACKSON STREET, SUITE 201
GLENDALE, CALIFORNIA 91206
DISTRIBUTOR
PACIFIC GLOBAL FUND DISTRIBUTORS, INC.
206 NORTH JACKSON STREET, SUITE 201
GLENDALE, CALIFORNIA 91206
(800) 989-6693
This report is submitted for the general information of the shareholders of the
Fund. It is not authorized for distribution to prospective investors unless
accompanied or preceded by a current effective prospectus of the Fund, which
contains information concerning the investment policies of the Fund as well as
other pertinent information.