The Nottingham Investment Trust
P.O. Drawer 8315
Rocky Mount, North Carolina 27804-1315
April 29, 1996 Telephone 919-972-9922
U.S. WATS 800-525-FUND
Facsimile 919-442-4226
Dear Shareholder:
The Greater Cincinnati Fund ended its fiscal year with a total return of 18.41 %
as of Feb. 29,1996. The market had a banner year in 1996 pulling back in certain
sectors in December and January. The overall outlook for 1996 we remain bullish.
Strong sector growth trends in the Bio-technology, Communications and Healthcare
will remain firmly in place. Expect volatility, particularly in tech stocks, and
the usual stock rotations.
Our strategy remains the same this year as last using a top down approach to
stock selection, first identifying trends that will effect the market, then
focusing on industries that will benefit from these trends. Finally, stocks are
selected of companies within those industries that meet the investment criteria
of unit sales, earnings and revenue.
Despite so much to be positive about, there are those who liken the market's
movement to that of an ocean tide. As stock prices increase, so does their
nervousness, albeit often untied to any tangible fundamental outlook virtually
impossible to alter overnight. Nevertheless, many focus on predicting its short
term direction, rather than on understanding the fundamentals of the particular
companies in which they are invested. This focus implies that the fundamental
success of all others, or that the fundamental success of any company is in the
final analysis unrelated to that company's current and future stock price.
Common sense tells us that the first implication is wholly untrue and that the
second is at best only partially true, in that macroeconomics events can place
short term price compression on stocks despite strong underlying company
fundamentals.
Although at times the general market can be volatile, over the long term it is
nothing like an ocean tide. The average level of a tidal water body is not only
consistent over any twenty-four hour period, but also over any twenty-four year
period. This same statement cannot be made for the market, whose twenty-four
year performance can be much more easily likened to a tidal flow, gradually
increasing. This flow is not only rational, but also directly related to the
fundamental growth of the underlying albeit largely unrelated companies that it
represents.
As far as investing is concerned, little has changed since the beginning of
time. It is still about doing your homework with an eye toward the future,
attempting to understand through direct contact with companies, their customers,
competitors, and suppliers how things like new products and services will affect
their businesses, and in turn about creating one investment opinion, your own.
With today's technology and information access and the hundreds of contacts that
we make on companies in which we have interest, we are equipped better to
anticipate the future capabilities of these companies, but also causes us to
understand just how are large our current opportunity really is.
Thank you all for making 1995 a success, and we look forward to serving you in
the future.
Sincerely,
Jasen M. Snelling, President
CityFund Advisory, Inc.
<PAGE>
GREATER CINCINNATI FUND
CLASS A SHARES
Performance Update - $10,000 Investment
For the period from January 3, 1995 (commencement of
operations) to February 29, 1996
[GRAPH APPEARS HERE]
GREATER CINCINNATI FUND -
Class A FUND S&P 500
03-Jan-95 9650 9650
28-Feb-95 9650 10244
31-May-95 10048 11212
31-Aug-95 10675 11810
30-Nov-95 11441 12724
29-Feb-96 11427 13461
THIS GRAPH DEPICTS THE PERFORMANCE OF THE CLASS A SHARES OF THE GREATER
CINCINNATI FUND VERSUS THE S&P 500 INDEX. IT IS IMPORTANT TO NOTE THAT THE
GREATER CINCINNATI FUND IS A PROFESSIONALLY MANAGED MUTUAL FUND WHILE THE
INDEX IS NOT AVAILABLE FOR INVESTMENT AND IS UNMANAGED. THE COMPARISON IS SHOWN
FOR ILLUSTRATIVE PURPOSES ONLY.
ANNUALIZED TOTAL RETURN
Commencement One Year ended
of operations 2/29/96
through 2/29/96
Maximum 3.5% Sales Load 12.23% 14.22%
No Sales Load 15.74% 18.41%
(bullet) The graph assumes an initial $10,000 investment at January 3, 1995
($9,650 after maximum sales load of 3.5%). All dividends and
distributions are reinvested.
(bullet) At February 29, 1996, the Class A Shares of the Fund would have
grown to $11,427 - total investment return of 14.27% since
January 3, 1995. Without the deduction of the 3.5% maximum
sales load, the Class A Shares of the Fund would have grown to
$11,841 - total investment return of 18.41% since January 3, 1995.
The sales load may be reduced or eliminated for larger purchases.
(bullet) At February 29, 1996, a similar investment in the S&P 500 Index (after
maximum sales load of 3.5%) would have grown to $13,461 - total
investment return of 34.61% since January 3, 1995.
(bullet) Past performance is not a guarantee of future results. A mutual fund's
share price and investment return will vary with market conditions,
and the principal value of shares, when redeemed, may be worth more or
less than the original cost. Average annual returns are historical in
nature and measure net investment income and capital gain or loss
from portfolio investments assuming reinvestments of dividends.
<PAGE>
GREATER CINCINNATI FUND
PORTFOLIO OF INVESTMENTS
February 29, 1996
<TABLE>
<CAPTION>
Number of Value
Shares (note 1)
<S> <C> <C>
COMMON STOCKS - 76.08%
Broadcast-Radio & Television - 1.51%
(a) Emmis Broadcasting Corporation 300 $11,475
Building Materials - 2.22%
LSI Industries, Inc. 1,000 16,875
Pharmaceuticals - 14.08%
Cardinal Health, Inc 300 18,075
(a) Chronimed, Inc. 700 14,613
Eli Lilly & Company 300 18,150
Johnson & Johnson 200 18,700
Jones Medical Industries, Inc. 400 17,625
Pfizer, Inc. 300 19,762
106,925
Electronics - 6.71%
(a) Cincinnati Microwave Inc. 1,000 3,625
(a) Cyberoptics Corporation 500 17,125
General Electric Company 400 30,200
50,950
Financial- Banks, Commercial - 10.40%
Banc One Corporation 500 17,813
PNC Bank Corporation 1,000 30,625
Star Banc Corporation 485 30,555
78,993
Household Products & Housewares - 2.48%
Procter & Gamble Company 230 18,860
Commercial Services - 2.60%
(a) Primark Corporation 500 19,750
Computer Software & Services - 2.01%
(a) Structural Dynamics Research Corporation 500 15,250
Lodging - 1.86%
(a) Studio Plus Hotels, Inc. 500 14,125
Hand & Machine Tools - 1.89%
Cincinnati Milacron, Inc. 500 14,375
Medical Supplies - 4.59%
Hillenbrand Industries, Inc. 625 20,391
Omnicare, Inc. 300 14,475
34,866
</TABLE>
(Continued)
<PAGE>
GREATER CINCINNATI FUND
PORTFOLIO OF INVESTMENTS
February 29, 1996
<TABLE>
<CAPTION>
Number of Value
Shares (note 1)
<S> <C> <C>
COMMON STOCKS - Continued
Medical- Hospital Mgmt & Service - 2.30%
(a) Genesis Health Ventures, Inc. 400 $17,450
Medical- Biotechnology - 4.28%
Guidant Corporation 400 18,950
(a) Neoprobe Corporation 700 13,562
32,512
Restaurants & Food Service - 1.66%
Cooker Restaurant Corporation 1,000 12,625
Textiles - 1.79%
Cintas Corporation 280 13,580
Telecommunications Equipment - 2.48%
(a) Aspect Telecommunications Corporation 400 18,850
Transportation- Air - 4.41%
Comair Holdings, Inc 825 25,678
Delta Air Lines, Inc 100 7,800
33,478
Utilities- Electric - 8.81%
CINergy Corporation 960 28,680
DPL, Inc. 1,100 26,262
IPALCO Enterprises, Inc. 300 11,962
66,904
Total Common Stocks (Cost $544,550) $577,843
</TABLE>
Principal Interest Maturity Value
Amount Rate Date (note 1)
CORPORATE BONDS - 4.04%
Industrial Bonds - 4.04%
Kroger Corporation $30,000 8.50% 6-15-03 30,711
(Cost $30,168)
REPURCHASE AGREEMENT (b) - 12.79%
Wachovia Bank 97,112 5.32% 3-01-96 97,112
(Cost $97,112)
(Continued)
<PAGE>
GREATER CINCINNATI FUND
PORTFOLIO OF INVESTMENTS
February 29, 1996
Value
(note 1)
Total Value of Investments (Cost $671,830 (c)) 92.91% $705,666
Other Assets Less Liabilities 7.09% 53,818
Net Assets 100.00% $759,484
(a) Non-income producing investment.
(b) Joint repurchase agreement entered into February 29, 1996, with a
maturity value of $68,302,116 collateralized by $71,660,000 U.S.
Treasury Bills, due September 19, 1996. The aggregate market value
of the collateral at February 29, 1996 was $69,697,130. The Fund's
pro rata interest in the market value of the collateral at February
29, 1996 was $99,109. The Fund's pro rata interest in the joint
repurchase agreement collateral is taken into possession by the
Fund's custodian upon entering into the repurchase agreement. The
collateral is marked to market daily to ensure its market value is
at least 102 percent of the sales price of the repurchase agreement.
(c) Aggregate cost for federal income tax purposes is the same as for
financial reporting purposes. Unrealized appreciation (depreciation)
of investments for financial reporting and federal income tax
purposes is as follows:
Unrealized appreciation $52,063
Unrealized depreciation (18,227)
Net unrealized appreciation $33,836
See accompanying notes to financial statements
<PAGE>
GREATER CINCINNATI FUND
STATEMENT OF ASSETS AND LIABILITIES
February 29, 1996
<TABLE>
<CAPTION>
<S> <C>
ASSETS
Investments at value (cost $574,718) $608,554
Repurchase agreement (cost $97,112) 97,112
Interest receivable 1,378
Dividends receivable 785
Due from advisor (note 2) 28,335
Deferred organization expenses, net (note 4) 37,095
Other assets 251
Total assets 773,510
LIABILITIES
Accrued professional fees 6,500
Accrued expenses 7,526
Total liabilities 14,026
NET ASSETS $759,484
NET ASSETS CONSIST OF
Paid-in capital $709,835
Undistributed net investment income 1,414
Undistributed net realized gain on investments 14,399
Net unrealized appreciation on investments 33,836
$759,484
CLASS A
Net asset value ($759,365.57 (division sign) 68,342.267 shares outstanding) $11.11
Maximum offering price per share (100 (division sign) 96.5 of $11.11) $11.51
CLASS B
Net asset value and offering price per share ($118.54 (division sign) 10.604 shares outstanding) $11.18
</TABLE>
See accompanying notes to financial statements
<PAGE>
GREATER CINCINNATI FUND
STATEMENT OF OPERATIONS
Year ended February 29, 1996
<TABLE>
<CAPTION>
<S> <C>
INVESTMENT INCOME
Income
Interest $10,494
Dividends 6,907
Total income 17,401
Expenses
Fund accounting fees (note 2) 29,250
Professional fees 17,585
Investment advisory fees (note 2) 6,850
Custody fees 4,916
Fund administration fees (note 2) 3,279
Registration and filing administration fees 2,827
Distribution and service fees - Class A (note 3) 2,739
Securities pricing fees 2,584
Shareholder recordkeeping fees 644
Amortization of deferred organization expenses (note 4) 9,692
Trustee fees and meeting expenses 6,909
Shareholder servicing expenses 4,538
Registration and filing expenses 3,479
Printing expenses 394
Other operating expenses 4,117
Total expenses 99,803
Less:
Expense reimbursements (note 2) (80,044)
Investment advisory fees waived (note 2) (6,850)
Distribution and service fees waived (note 3) (741)
Net expenses 12,168
Net investment income 5,233
REALIZED AND UNREALIZED GAIN ON INVESTMENTS
Net realized gain from investment transactions 51,230
Decrease in unrealized depreciation on investments 34,016
Net realized and unrealized gain on investments 85,246
Net increase in net assets resulting from operations $90,479
</TABLE>
See accompanying notes to financial statements
<PAGE>
GREATER CINCINNATI FUND
STATEMENTS OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>
For the
January 3, 1995
Year (commencement
ended of operations) to
February 29, February 28,
1996 1995
<S> <C> <C>
INCREASE IN NET ASSETS
Operations
Net investment income $ 5,233 $ 250
Net realized gain from investment transactions 51,230 0
(Decrease) increase in unrealized depreciation on investments 34,016 (180)
Net increase in net assets resulting from operations 90,479 70
Distributions to shareholders from
Net investment income - Class A (4,068) 0
Net investment income - Class B (1) 0
Net realized gain from investment transactions - Class A (36,825) 0
Net realized gain from investment transactions - Class B (6) 0
Decrease in net assets resulting from distributions (40,900) 0
Capital share transactions
Increase in net assets resulting from capital share transactions (a) 476,907 232,928
Total increase in net assets 526,486 232,998
NET ASSETS
Beginning of period 232,998 0
End of period (including undistributed net investment income $ 759,484 $ 232,998
of $1,414 in 1996)
</TABLE>
(a) A summary of capital share activity follows:
<TABLE>
<CAPTION>
CLASS A CLASS B
For the period from For the period from
Year ended January 3, 1995 to April 10, 1995 to
February 29, 1996 February 28, 1995 February 29, 1996
Shares Value Shares Value Shares Value
<S> <C> <C> <C> <C> <C> <C>
Shares sold 45,877 $491,234 23,303 $232,928 10 $100
Shares issued for reinvestment
of distributions 2,514 27,909 0 0 1 8
48,391 519,143 23,303 232,928 11 108
Shares redeemed (3,351) (42,344) 0 0 0 0
Net increase 45,040 $476,799 23,303 $232,928 11 $108
</TABLE>
See accompanying notes to financial statements
<PAGE>
GREATER CINCINNATI FUND
FINANCIAL HIGHLIGHTS
(For a Share Outstanding Throughout the Period)
<TABLE>
<CAPTION>
CLASS A CLASS B
For the For the
period from period from
January 3, 1995 April 10, 1995
Year (commencement (commencement
ended of operations) to of operations) to
February 29, February 28, February 29,
1996 1995 1996
<S> <C> <C> <C>
Net asset value, beginning of period $10.00 $10.00 $10.08
Income (loss) from investment operations
Net investment income 0.10 0.01 0.19
Net realized and unrealized gain (loss)
from investment transactions 1.74 (0.01) 1.68
Total from investment operations 1.84 0.00 1.87
Distributions to shareholders from
Net investment income (0.09) 0.00 (0.13)
Net realized gain from investment transactions (0.64) 0.00 (0.64)
Total distributions (0.73) 0.00 (0.77)
Net asset value, end of period $11.11 $10.00 $11.18
Total return 18.41%(a) 0.00% 18.55%(b)
Ratios/supplemental data
Net assets, end of period $759,366 $232,998 $118
Ratio of expenses to average net assets
Before expense reimbursements and waived fees 18.26% 80.88% (c) 18.27%(c)
After expense reimbursements and waived fees 2.23% 2.%5 (c) 1.75%(c)
Ratio of net investment income (loss) to average net assets
Before expense reimbursements and waived fees (15.08)% (77.35)%(c) (14.54)%(c)
After expense reimbursements and waived fees 0.96% 1.54% (c) 1.92% (c)
Portfolio turnover rate 108.06% 0.00% 108.06%
</TABLE>
(a) Total return does not reflect payment of a sales charge.
(b) Annualized total return is 21.06%.
(c) Annualized.
See accompanying notes to financial statements
<PAGE>
GREATER CINCINNATI FUND
NOTES TO FINANCIAL STATEMENTS
February 29, 1996
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER INFORMATION
The Greater Cincinnati Fund (the "Fund") is a non-diversified series of shares
of beneficial interest of The Nottingham Investment Trust (the "Trust"). The
Trust, an open-end investment company, was organized on August 12, 1992 as a
Massachusetts Business Trust and is registered under the Investment Company Act
of 1940. The Fund began operations on January 3, 1995. The Fund is currently
authorized to issue two classes of shares - Class A shares (formerly Investor
shares) and Class B shares (formerly Institutional shares). The Class A shares
are sold subject to a maximum sales charge of 3.50% and are subject to
distribution and service fees ("12b-1 fees") under a distribution plan pursuant
to Rule 12b-1 of the Investment Company Act of 1940. Class B shares are subject
to a maximum 5.0% contingent deferred sales charge, which will be reduced or
eliminated depending on the length of time the shares are held. Class B shares
are also subject to 12b-1 fees.
Each class of shares has equal rights as to assets of the Fund, and the classes
are identical except for differences in their sales charge structures and
ongoing distribution and service fees. Income, expenses (other than distribution
and service fees, which are attributable to each class based upon a set
percentage of its net assets), and realized and unrealized gains or losses on
investments are allocated to each class of shares based upon its relative net
assets. Both classes have equal voting privileges, except where otherwise
required by law or when the Board of Trustees determines that the matter to be
voted on affects only the interests of the shareholders of a particular class.
The following is a summary of significant accounting policies followed by the
Fund.
A. Security Valuation - The Fund's investments in securities are
carried at value. Securities listed on an exchange or quoted
on a national market system are valued at the last sales price
as of 4:00 p.m. New York time. Other securities traded in the
over-the-counter market and listed securities for which no
sale was reported on that date are valued at the most recent
bid price. Securities for which market quotations are not
readily available, if any, are valued by using an independent
pricing service or by following procedures approved by the
Board of Trustees. Short-term investments are valued at cost
which approximates value.
B. Federal Income Taxes - No provision has been made for federal
income taxes since it is the policy of the Fund to comply with
the provisions of the Internal Revenue Code applicable to
regulated investment companies and to make sufficient
distributions of taxable income to relieve it from all federal
income taxes.
C. Investment Transactions - Investment transactions are recorded
on the trade date. Realized gains and losses are determined
using the specific identification cost method. Interest income
is recorded daily on the accrual basis. Dividend income and
distributions to shareholders are recorded on the ex-dividend
date.
D. Distributions to Shareholders - The Fund may declare dividends
quarterly, payable in March, June, September and December, on
a date selected by the Trust's Trustees. In addition,
distributions may be made annually in December out of net
realized gains through October 31 of that year. The Fund may
make a supplemental distribution subsequent to the end of its
fiscal year ended February 29, 1996.
E. Use of Estimates - Management makes a number of estimates in
the preparation of the Fund's financial statements. Actual
results could differ significantly from those estimates.
(Continued)
<PAGE>
GREATER CINCINNATI FUND
NOTES TO FINANCIAL STATEMENTS
February 29, 1996
NOTE 2 - INVESTMENT ADVISORY FEE AND OTHER RELATED PARTY TRANSACTIONS
Pursuant to an investment advisory agreement, CityFund Advisory, Inc. (the
"Advisor") provides the Fund with a continuous program of supervision of the
Fund's assets, including the composition of its investment portfolio, and
furnishes advice and recommendations with respect to investments, investment
policies, and the purchase and sale of securities. As compensation for its
services, the Advisor receives a fee at the annual rate of 1.25% of the Fund's
average daily net assets.
The Advisor has voluntarily agreed to reimburse expenses of the Fund if the
Fund's total expenses, exclusive of interest, taxes, brokerage commissions,
sales charges and extraordinary expenses, exceed 2.25% of the average daily
value of Class A shares outstanding for any fiscal year, or exceed 1.75% of the
average daily value of Class B shares outstanding for any fiscal year, or exceed
the limits set by applicable state securities laws or other applicable laws if
such limits are lower.
Currently, the Fund does not offer its shares for sale in states which require
limitations to be placed on its expenses. The Advisor has voluntarily waived its
fee amounting to $6,850 ($0.14 per share) and has agreed to reimburse a portion
of the Fund's operating expenses for the fiscal year ended February 29, 1996.
The total fees waived and expenses reimbursed by the Advisor amounted to
$86,894.
The Fund's administrator, The Nottingham Company (the "Administrator"), provides
administrative services to and is generally responsible for the overall
management and day-to-day operations of the Fund pursuant to an accounting and
administrative agreement with the Trust. As compensation for its services, the
Administrator receives a fee at the annual rate of 0.20% of the Fund's first $50
million of average daily net assets, 0.175% on the next $50 million of average
daily net assets, and 0.15% on average daily net assets over $100 million. The
Administrator also receives a monthly fee of $2,750 for accounting and
recordkeeping services. Additionally, the administrator charges the Fund for
servicing of shareholder accounts and registration of the Fund's shares. The
contract with the Administrator provides that the aggregate fees for the
aforementioned administration, accounting and recordkeeping services shall not
be less than $3,000 per month. The Administrator also charges the Fund for
certain expenses involved with the daily valuation of portfolio securities.
Capital Investment Group, Inc. (the "Distributor") serves as the Fund's
principal underwriter and distributor. The Distributor receives any sales
charges imposed on purchases of Class A shares and re-allocates a portion of
such charges to dealers through whom the sale was made, if any. For the year
ended February 29, 1996, the Distributor retained sales charges in the amount of
$2,281.
Certain Trustees and officers of the Trust are also officers or directors of the
Advisor or the Administrator.
NOTE 3 - DISTRIBUTION AND SERVICE COSTS
The Board of Trustees, including a majority of the Trustees who are not
"interested persons" of the Trust as defined in the Investment Company Act of
1940 (the "Act"), adopted a distribution plan with respect to both Class A and
Class B shares pursuant to Rule 12b-1 of the Act (the "Plan"). Rule 12b-1
regulates the manner in which a regulated investment company may assume costs of
distributing and promoting the sales of its shares.
(Continued)
<PAGE>
GREATER CINCINNATI FUND
NOTES TO FINANCIAL STATEMENTS
February 29, 1996
The Plan provides that the Fund may incur certain costs, which may not exceed
0.50% per annum of the Fund's average daily net asset value of Class A shares
and 0.75% per annum of the average net asset value of Class B shares, for
payment to the Distributor for items such as advertising expenses, selling
expenses, commissions, travel, or other expenses reasonably intended to result
in sales of shares. In addition, the Fund may incur certain costs, which may not
exceed 0.25% per annum of the average net asset value of Class B shares, to
support servicing of Class B shareholder accounts. The Distributor has
voluntarily waived distribution fees in the amount of $741 for the year ended
February 29, 1996.
NOTE 4 - DEFERRED ORGANIZATION EXPENSES
All expenses of the Fund incurred in connection with its organization and the
registration of its shares have been assumed by the Fund. The organization
expenses are being amortized over a period of sixty months. Investors purchasing
shares of the Fund bear such expenses only as they are amortized against the
Fund's investment income.
In the event any of the initial shares of the Fund are redeemed during the
amortization period, the redemption proceeds will be reduced by a pro rata
portion of any unamortized organization expenses in the same proportion as the
number of initial shares being redeemed bears to the number of initial shares of
the Fund outstanding at the time of the redemption.
NOTE 5 - PURCHASES AND SALES OF INVESTMENTS
Purchases of investments other than short-term investments aggregated $786,617
during the fiscal year ended February 29, 1996. Other than short-term
investments, investments sold aggregated $385,615 during the fiscal year ended
February 29, 1996.
NOTE 6 - DISTRIBUTIONS TO SHAREHOLDERS
All distributions from net realized gain from investment transactions for the
year ended February 29, 1996 represent short-term capital gain distributions,
and are taxable as ordinary income to shareholders for federal income tax
purposes. Shareholders should consult a tax advisor on how to report
distributions for state and local income tax purposes.
<PAGE>
(KPMG Peat Marwick LLP Logo)
Independent Auditors' Report
To the Board of Trustees and Shareholders
The Nottingham Investment Trust:
We have audited the accompanying statement of assets and liabilities, including
the portfolio of investments, of the Greater Cincinnati Fund (the "Fund"), a
series of The Nottingham Investment Trust, as of February 29, 1996, the related
statement of operations for the year then ended, and the statements of changes
in net assets and financial highlights for the year ended February 29, 1996 and
the period from January 3, 1995 (commencement of operations) to February 28,
1995. These financial statements and financial highlights are the responsibility
of the Fund'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
February 29, 1996 by correspondence with the custodian. 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
Greater Cincinnati Fund as of February 29, 1996, the results of its operations
for the year then ended, and the changes in its net assets and financial
highlights for the year ended February 29, 1996 and the period from January 3,
1995 (commencement of operations) to February 28, 1995 in conformity with
generally accepted accounting principles.
/s/ KPMG Peat Marwick LLP
Richmond, Virginia
April 5, 1996