AMELIA EARHART: EAGLE EQUITY FUND
Annual Report
February 28, 1997
Investment Adviser Administrator
Amelia Earhart Capital Management, Inc. Countrywide Fund Services, Inc.
One Towne Square 312 Walnut Street
Suite 1913 P.O. Box 5354
Southfield, MI 48076 Cincinnati, Ohio 45202-5354
1.810.351.4856 1.800.543.8721
Shareholder Services
1.800.580.4820
<PAGE>
Amelia Earhart
Capital Management, Inc.
Dear Shareholder:
The stock market performed above our expectations in 1996, providing investors
with another year of superior gains. Strength was in large capitalization
stocks with sector rotation from financial to technology to consumer
non-durable stocks. The technology sector, which led the market upward in the
first half of 1996, led the market downward in July. Volatility in the
technology sector should be expected, however the technology sector will again
resume market leadership. Technology is growing at an exponential rate and the
world is in the midst of a technological revolution comparable to the
industrial revolution of the 19th and early 20th centuries. More than 50% of
capital spending in the U.S. is technology related.
The Amelia Earhart: Eagle Equity Fund returned 15.53% to shareholders for the
fiscal year March 1, 1996 to February 28, 1997. The Fund's comparative indices,
the Pacific Stock Exchange Technology Index (PSE Tech Index) and the Dow
Jones Industrial Average (DJIA), rose 21.13% and 28.17%, respectively, for
the same time period. Fiscal year performance is influenced by short term
market fluctuations, quarterly stock price fluctuations and the addition or
deletion of securities from the portfolio. Investors should look at annualized
rate of return since inception when evaluating performance. Morningstar
reports that the Fund's annualized rate of return to shareholders since
inception (3/93) was 19.78% through 2/28/97 vs. 15.34% for the average growth
fund and 18.55% for the S&P 500 for the same period. Net of the maximum 4.50%
sales load, the Fund's average annual return since inception was 18.45%
through 2/28/97.
The Fund consists of a diversified, professionally managed portfolio of
primarily large capitalization growth stocks. The stocks are selected from the
top 100 technology companies in the USA (PSE Tech Index) and the 30 DJIA blue
chips, which are considered leaders in their industries. The economy in 1997
is stronger than anticipated and additional interest rate hikes by the Federal
Reserve are on the horizon. This could cause lower corporate earnings and
result in smaller gains in stock prices than in the past two years. Investors
can expect continued volatility in the stock market, therefore it is important
to have at least a five year time horizon for equity investments and a well
diversified portfolio.
Please contact us at 1-800-326-6580 if we may provide additional investment
information.
Sincerely,
Amelia Earhart Capital Management, Inc.
Jill Travis, MBA, CFP
President and CEO
AMELIA EARHART CAPITAL MANAGEMENT, INC.
- -------------------------------------------------------------------------------
ONE TOWNE SQUARE 26100 NORTHWESTERN HIGHWAY SUITE 1913 SOUTHFIELD MICHIGAN 48076
(810) 351-4856 FAX (810) 827-4278
<PAGE>
A Representation of the graphic material contained in the Amelia Earhart: Eagle
Equity Fund Annual Report is set forth below:
Comparison of the Change in Value of a $10,000 Investment in the Amelia
Earhart: Eagle Equity Fund*, Dow Jones Industrial Average Index and the
Pacific Stock Exchange Technology Index
DJIA: (w/ reinvested divds)
QTRLY
DATE RETURN BALANCE
03/05/93 10,000
03/31/93 1.19% 10,119
06/30/93 3.08% 10,431
09/30/93 1.79% 10,618
12/31/93 6.32% 11,289
03/31/94 -2.51% 11,005
06/30/94 0.38% 11,048
09/30/94 6.76% 11,795
12/31/94 0.51% 11,855
03/31/95 9.19% 12,944
06/30/95 10.26% 14,273
09/30/95 5.76% 15,094
12/31/95 7.48% 16,223
03/31/96 9.77% 17,809
06/30/96 1.76% 18,121
09/30/96 4.66% 18,967
12/31/96 10.24% 20,909
02/28/97 7.03% 22,378
Pacific Technology: (w/ reinvested divds)
QTRLY
DATE RETURN BALANCE
03/05/93 10,000
03/31/93 -0.11% 9,989
06/30/93 8.96% 10,884
09/30/93 2.41% 11,146
12/31/93 7.35% 11,965
03/31/94 3.52% 12,386
06/30/94 * -4.66% 11,809
09/30/94 15.04% 13,584
12/31/94 7.45% 14,596
03/31/95 9.68% 16,009
06/30/95 21.85% 19,508
09/30/95 12.27% 21,901
12/31/95 -0.81% 21,723
03/31/96 -0.20% 21,680
06/30/96 3.49% 22,437
09/30/96 6.84% 23,973
12/31/96 9.22% 26,182
02/28/97 5.90% 27,725
EAGLE EQUITY FUND:
QTRLY
DATE RETURN BALANCE
03/05/93 9,550
03/31/93 0.10% 9,560
06/30/93 4.44% 9,984
09/30/93 8.30% 10,813
12/31/93 -0.30% 10,780
03/31/94 7.37% 11,574
06/30/94 -3.13% 11,212
09/30/94 6.36% 11,924
12/31/94 6.43% 12,691
03/31/95 4.61% 13,277
06/30/95 17.37% 15,582
09/30/95 8.54% 16,914
12/31/95 -5.14% 16,044
03/31/96 2.19% 16,396
06/30/96 4.74% 17,172
09/30/96 6.14% 18,227
12/31/96 3.92% 18,941
02/28/97 3.79% 19,658
Past performance is not predictive of future performance.
The Amelia Earhart: Eagle Equity Fund Average Annual Total Returns
1 Year Since Inception*
10.33% 18.45%
*Fund inception was March 1, 1993, and the initial public offering
of shares was March 5, 1993.
<PAGE>
KPMG Peat Marwick LLP
1600 PNC Center
201 East Fifth Street
Cincinnati, OH 45202
Dayton, OH
Independent Auditors' Report
----------------------------
The Board of Trustees and Shareholders
The Maplewood Investment Trust:
We have audited the accompanying statement of assets and liabilities, including
the portfolio of investments, of the Amelia Earhart: Eagle Equity Fund
(the "Fund"), a series of the Maplewood Investment Trust, as of
February 28, 1997, and 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 each of the four years
in the period then ended. 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 28, 1997 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
Amelia Earhart: Eagle Equity Fund as of February 28, 1997, the results of its
operations for the year then ended, and the changes in its net assets for each
of the two years in the period then ended, and financial highlights for each
of the four years in the period then ended in conformity with generally
accepted accounting principles.
/s/ KPMG Peat Marwick LLP
Cincinnati, Ohio
March 21, 1997
Member Firm of
Klynveld Peat Marwick Goerdeler
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
STATEMENT OF ASSETS AND LIABILITIES
February 28, 1997
<TABLE>
<C> <C>
ASSETS
Investments in securities, at value (cost $1,379,620) (Note 1) $ 2,118,563
Investments in repurchase agreements (Note 1) 468,000
Cash 367
Receivable for capital shares sold 439
Dividends and interest receivable 1,305
Receivable from Adviser (Note 3) 2,915
Organization expenses, net (Note 1) 7,977
Other assets 1,679
TOTAL ASSETS 2,601,245
---------
LIABILITIES
Other accrued expenses and liabilities 7,613
TOTAL LIABILITIES 7,613
NET ASSETS $ 2,593,632
=========
Net assets consist of:
Capital shares $ 1,919,897
Accumulated net realized losses from security transactions (65,208)
Net unrealized appreciation on investments 738,943
Net assets $ 2,593,632
=========
Shares of beneficial interest outstanding (unlimited number of shares
authorized, no par value) 133,287
=======
Net asset value and redemption price per share (Note 1) $ 19.46
========
Maximum offering price per share (Note 1) $ 20.38
=========
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
STATEMENT OF OPERATIONS
For the Year Ended February 28, 1997
<TABLE>
<C> <C>
INVESTMENT INCOME
Dividends $ 8,748
Interest 13,212
TOTAL INVESTMENT INCOME 21,960
------
EXPENSES
Accounting services fees (Note 3) 21,000
Investment advisory fees (Note 3) 20,680
Professional fees 11,608
Registration fees 10,347
Administration fees (Note 3) 10,328
Amortization of organization expenses (Note 1) 8,000
Shareholder services and transfer agent fees (Note 3) 7,672
Trustees' fees and expenses 6,982
Postage and supplies 4,819
Printing of shareholder reports 4,494
Custodian fees 4,223
Insurance expense 3,369
Distribution expenses (Note 3) 1,579
Other expenses 2,070
TOTAL EXPENSES 117,171
Fees waived and expenses reimbursed by the Adviser (Note 3) (78,143)
NET EXPENSES 39,028
------
NET INVESTMENT LOSS (17,068)
------
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS
Net realized losses from security transactions (65,208)
Net change in unrealized appreciation/depreciation on investments 387,956
--------
NET REALIZED AND UNREALIZED GAINS ON INVESTMENTS 322,748
NET INCREASE IN NET ASSETS FROM OPERATIONS $ 305,680
=======
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
STATEMENT OF CHANGES IN NET ASSETS
For the Years Ended February 28, 1997 and February 29, 1996
<TABLE>
<C> <C> <C>
Year Year
Ended Ended
Feb. 28, 1997 Feb. 29, 1996
FROM OPERATIONS:
Net investment loss $ (17,068) $ (12,319)
Net realized gains (losses) from security transactions (65,208) 76,272
Net change in unrealized appreciation/depreciation
on investments 387,956 258,233
Net increase in net assets from operations 305,680 322,186
DISTRIBUTIONS TO SHAREHOLDERS:
From net realized gains from security transactions (33,674) (42,598)
FROM CAPITAL SHARE TRANSACTIONS (A):
Proceeds from shares sold 674,650 714,005
Net asset value of shares issued in reinvestment
of distributions to shareholders 33,674 42,528
Payments for shares redeemed (168,432) (74,526)
Net increase in net assets from capital share transactions 539,892 682,007
TOTAL INCREASE IN NET ASSETS 811,898 961,595
NET ASSETS:
Beginning of year 1,781,734 820,139
End of year $ 2,593,632 $ 1,781,734
(A)Summary of capital share activity:
Shares sold 36,481 44,893
Shares issued in reinvestment of distributions to shareholders 1,796 2,641
Shares redeemed (9,228) (4,338)
Net increase in shares outstanding 29,049 43,196
Shares outstanding, beginning of year 104,238 61,042
Shares outstanding, end of year 133,287 104,238
</TABLE>
See accompanying notes to the financial statements.
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
FINANCIAL HIGHLIGHTS
<TABLE>
Selected Per Share Data and Ratios for a Share Outstanding Throughout Each Period
<C> <C> <C> <C> <C>
Year Year Year Year
Ended Ended Ended Ended
Feb. 28, 1997 Feb. 29, 1996 Feb. 28, 1995 Feb. 28, 1994
Net asset value at beginning of year $ 17.09 $ 13.44 $ 12.25 $ 10.00
Income from investment operations:
Net investment loss (0.13) (0.12) (0.02) (0.07)
Net realized and unrealized gains
on investments 2.78 4.20 1.21 2.49
Total from investment operations 2.65 4.08 1.19 2.42
Less distributions:
Dividends from net investment income -- -- -- (0.12)
Distributions from net realized gains (0.28) (0.43) -- (0.05)
Total distributions (0.28) (0.43) -- (0.17)
Net asset value at end of year $ 19.46 $ 17.09 $ 13.44 $ 12.25
Total return (A) 15.53% 30.59% 9.66% 24.39%
Net assets at end of year $ 2,593,632 $ 1,781,734 $ 820,139 $ 244,385
Ratio of expenses to average net assets
Before expense reimbursement and waived fees 5.67% 8.53% 21.00% 24.60%
After expense reimbursement and waived fees 1.89% 1.90% 1.86% 1.85%
Ratio of net investment loss to average net assets
Before expense reimbursement and waived fees (4.61)% (7.47)% (19.32)% (23.39)%
After expense reimbursement and waived fees (0.83)% (0.86)% (0.17)% (0.72)%
Portfolio turnover rate 28% 64% 2% 48%
Average commission rate per share (B) $ .0727 -- -- --
(A)The total returns shown do not include the effect of applicable sales loads.
(B)For fiscal years beginning in 1997, the Fund is required to disclose its
average commission rate paid per share for purchases and sales of investment
securities.
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
PORTFOLIO OF INVESTMENTS
February 28, 1997
Shares Value
COMMON STOCKS - 81.7%
Computers/Computer Technology Services - 19.6%
1,000 Chips & Technologies, Inc. (a) $ 12,750
1,000 Compaq Computer Corp. (a) 79,250
1,200 Computer Associates International, Inc. 52,200
1,000 Data General Corp. (a) 19,375
1,400 Dell Computer Corp. (a) 99,575
1,000 Gateway 2000, Inc. (a) 58,750
800 Hewlett-Packard Co. 44,800
500 Storage Technology Corp. (a) 20,875
2,800 Sun Microsystems, Inc. (a) 86,450
1,000 3Com Corp. (a) 33,109
507,134
Software & Processing - 16.3%
682 Automatic Data Processing, Inc. 29,070
1,556 BMC Software, Inc. (a) 66,616
2,060 Cisco Systems, Inc. (a) 114,587
500 Coherent, Inc. (a) 23,563
183 Computer Sciences Corp. (a) 12,353
1,236 Microsoft Corp. (a) 120,510
1,461 Oracle Corp. (a) 57,344
424,043
Drugs/Medical Equipment - 9.4%
940 Amgen, Inc. (a) 57,457
1,000 Biogen, Inc. (a) 49,250
500 Centocor, Inc. (a) 18,937
400 Medtronic, Inc. 25,900
1,000 Merck and CO., Inc. 92,000
243,544
Communications - 9.2%
2,304 ADC Telecommunications, Inc. (a) 62,208
500 COMSAT Corp. 13,125
10 Lucent Technologies, Inc. 539
1,000 Newbridge Networks Corp. (a) 31,875
962 Octel Communications Corp. (a) 17,557
2,860 Tellabs, Inc. (a) 114,043
239,347
<PAGE>
Semiconductor & Related - 6.2%
1,002 Intel Corp. $ 142,159
500 Micron Technology, Inc. 18,750
160,909
Industrial Technology, Inc. - 3.0%
852 Perkin-Elmer Corp. 60,492
500 Thermo Instrument Systems, Inc. (a) 17,000
77,492
Chemicals - 2.5%
300 E. I. du Pont de Nemours and Co. 32,175
700 Union Carbide Corp. 33,075
65,250
Industrial - 2.3%
500 AlliedSignal, Inc. 36,125
300 Caterpillar, Inc. 23,512
59,637
Beverages - 1.9%
800 Coca-Cola Co. 48,800
Financial Services - 1.7%
670 American Express Co. 43,801
Household Products (Non-Durable) - 1.4%
300 The Procter & Gamble Co. 36,038
Medical/Biotechnology - 1.3%
800 Millipore Corp. 34,500
Conglomerates - 1.2%
300 General Electric Co. 30,863
Aerospace - 1.2%
300 Boeing Co. 30,525
Retail Stores - 1.0%
500 Sears, Roebuck and Co. 27,125
<PAGE>
Fast Food Restaurants - 1.0%
600 McDonald's Corp. $ 25,950
Consumer Services - 0.8%
927 CUC International, Inc. (a) 22,132
Recreation - 0.8%
236 Eastman Kodak Co. 21,152
Energy - 0.8%
200 Texaco, Inc. 19,775
Cosmetics/Personal Care - 0.1%
115 BEC Group, Inc. (a) 546
Total Common Stocks (Cost $1,379,620) $ 2,118,563
Face
Value Value
REPURCHASE AGREEMENTS (b) - 18.0%
$ 468,000 Fifth Third Bank, 4.80%, dated 2/28/1997,
due 3/3/1997, repurchase proceeds $468,187
(cost $468,000) $ 468,000
Total Investments and Repurchase Agreements
at Value - 99.7% $ 2,586,563
Other Assets in Excess of Liabilities - 0.3% 7,069
Net Assets - 100.0% $ 2,593,632
(a) Non-income producing security.
(b) The repurchase agreement is fully collateralized by $479,000 par value
FHLMC Pool #G10452, 7.00%, due 2/1/2011.
See accompanying notes to the financial statements.
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
1. SIGNIFICANT ACCOUNTING POLICIES
The Amelia Earhart: Eagle Equity Fund (the Fund) is a diversified, open-end
series of the Maplewood Investment Trust (the Trust), formerly the Nottingham
Investment Trust, a registered management investment company under the
Investment Company Act of 1940 (the 1940 Act). The Trust was organized as a
Massachusetts business trust on August 12, 1992. The Fund began operations on
March 1, 1993.
The Fund's investment objective is to seek capital appreciation through a
diversified portfolio of common stocks and other equity-type securities issued
by companies that are components of either the Dow Jones Industrial Average or
the Pacific Stock Exchange Technology Index, which is comprised of a broad
spectrum of companies principally engaged in manufacturing or service-related
products within the advanced technology fields.
The following is a summary of the Fund's significant accounting policies:
Securities valuation -- The Fund's portfolio securities are valued as of the
close of business of the regular session of the New York Stock Exchange
(currently 4:00 p.m., Eastern time). Securities which are traded
over-the-counter are valued at the last sales price, if available, otherwise, at
the last quoted bid price. Securities traded on a national stock exchange are
valued based upon the closing price on the principal exchange where the security
is traded.
Repurchase agreements -- The Fund generally invests its cash reserves by
entering into repurchase agreements with the custodian bank. The repurchase
agreement, which is collateralized by U.S. Government obligations, is valued at
cost which, together with accrued interest, approximates market. At the time the
Fund enters into the repurchase agreement, the seller agrees that the value of
the underlying securities, including accrued interest, will at all times be
equal to or exceed the face amount of the repurchase agreement. In addition, the
Fund actively monitors and seeks additional collateral, as needed.
Share valuation -- The net asset value per share of the Fund is calculated daily
by dividing the total value of the Fund's assets, less liabilities, by the
number of shares outstanding. The maximum offering price per share is equal to
the net asset value per share plus a sales load equal to 4.71% of the net asset
value (or 4.5% of the offering price). The redemption price per share is equal
to the net asset value per share.
Investment income -- Interest income is accrued as earned. Dividend income is
recorded on the ex-dividend date.
Distributions to shareholders -- Dividends arising from net investment income,
if any, are declared and paid annually to shareholders of the Fund. Net realized
short-term capital gains, if any, may be distributed throughout the year and net
realized long-term capital gains, if any, are distributed at least once each
year. Income distributions and capital gain distributions are determined in
accordance with income tax regulations.
Organization expense -- Expenses of organization have been capitalized and are
being amortized on a straight-line basis over five years. 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.
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
Security transactions -- Security transactions are accounted for on trade date.
Securities sold are valued on a specific identification basis.
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 at
the date of the financial statements and the reported amounts of revenue and
expenses during the reporting period.
Actual results could differ from those estimates.
Federal income tax -- It is the Fund's policy to comply with the special
provisions of the Internal Revenue Code applicable to regulated investment
companies. As provided therein, in any fiscal year in which a Fund so qualifies
and distributes at least 90% of its taxable net income, the Fund (but not the
shareholders) will be relieved of federal income tax on the income distributed.
Accordingly, no provision for income taxes has been made.
In order to avoid imposition of the excise tax applicable to regulated
investment companies, it is also the Fund's intention to declare as dividends in
each calendar year at least 98% of its net investment income (earned during the
calendar year) and 98% of its net realized capital gains (earned during the
twelve months ended October 31) plus undistributed amounts from prior years.
Net investment income (loss) and net realized gains (losses) may differ for
financial statement and tax purposes primarily due to wash sales and net
operating losses. The character of distributions made during the period from net
investment income or net realized gains, if any, may differ from their ultimate
characterization for federal income tax purposes. On the statement of assets and
liabilities, as a result of permanent book-to-tax differences, the following
reclassification was made: accumulated net investment loss has been decreased by
$17,068, accumulated capital loss has been increased by $77, resulting in a
reclassification adjustment to decrease paid-in capital by $16,991. This
reclassification has no effect on net assets or net asset value per share.
The following information is based upon the federal income tax cost of portfolio
investments of the Fund as of February 28, 1997:
Gross unrealized appreciation..............................$ 783,849
Gross unrealized depreciation...............................( 44,906)
Net unrealized appreciation..................................$ 738,943
==========
As of February 28, 1997, the tax cost basis of investments for the Fund was
$1,379,620 and the Fund had $65,208 of capital loss carryforwards for federal
income tax purposes, none of which expire prior to February 28, 2005. These
capital loss carryforwards may be utilized in future years to offset net
realized capital gains prior to distributing such gains to shareholders.
2. INVESTMENT TRANSACTIONS
During the fiscal year ended February 28, 1997, purchases and proceeds from
sales and maturities of investment securities, other than short-term
investments, amounted to $892,016 and $484,889, respectively.
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
3. TRANSACTIONS WITH AFFILIATES
Certain officers of the Trust are also officers of Amelia Earhart Capital
Management, Inc. (the Adviser), Countrywide Fund Services, Inc. (CFS), the
administrator, transfer agent and accounting services agent for the Fund,
or Countrywide Investments, Inc. (Countrywide), the distributor and principal
underwriter for the Fund. Prior to February 28, 1997, CFS and Countrywide
were formerly named MGF Service Corp. and Midwest Group Financial Services,
Inc., respectively.
INVESTMENT ADVISORY AGREEMENT
The Fund's investments are managed by the Adviser under the terms of an
Investment Advisory Agreement. Under the Investment Advisory Agreement, the Fund
pays the Adviser a fee, which is computed and accrued daily and paid monthly at
an annual rate of 1.00% on its average daily net assets. The Adviser currently
intends to waive its advisory fees and reimburse expenses of the Fund to the
extent necessary to limit the total operating expenses of the Fund to 1.90% of
average net assets. Accordingly, for the fiscal year ended February 28, 1997,
the Adviser waived its entire advisory fee and reimbursed the Fund $57,463 for
other operating expenses.
ADMINISTRATION AGREEMENT
Under the terms of an Administration Agreement in effect since June 1, 1996, CFS
supplies non-investment related administrative and compliance services for the
Fund. CFS supervises the preparation of tax returns, reports to shareholders,
reports to and filings with the Securities and Exchange Commission and state
securities commissions, and materials for meetings of the Board of Trustees. For
these services, CFS receives a monthly fee from the Fund at an annual rate of
.15% on its average daily net assets up to $50 million; .125% on the next $50
million of such net assets; and .10% on such net assets in excess of $100
million, subject to a $1,000 minimum monthly fee. However, CFS reduced the
minimum monthly fee to $750 during the first six months of the Agreement. During
the fiscal year ended February 28, 1997, CFS earned $7,500 of fees under the
Agreement.
TRANSFER AGENT AND SHAREHOLDER SERVICING AGREEMENT
Under the terms of a Transfer Agent and Shareholder Servicing Agreement in
effect since June 1, 1996, CFS maintains the records of each shareholder's
account, answers shareholder's inquiries concerning their accounts, processes
purchases and redemptions of the Fund's shares, acts as dividend and
distribution disbursing agent and performs other shareholder service functions.
For these services, CFS receives a monthly fee based on the number of
shareholder accounts in the Fund, subject to a minimum monthly fee of $1,000.
However, CFS reduced the minimum monthly fee to $750 during the first six months
of the agreement. In addition, the Fund pays out-of-pocket expenses, including
but not limited to, postage and supplies. During the fiscal year ended February
28, 1997, CFS earned $7,500 of fees under the Agreement.
ACCOUNTING SERVICES AGREEMENT
Under the terms of an Accounting Services Agreement in effect since June 1,
1996, CFS calculates the daily net asset value per share and maintains the
financial books and records of the Fund. For these services, CFS receives a
monthly fee of $2,000 from the Fund. However, CFS reduced the monthly fee to
$1,500 during the first six months of the agreement. During the fiscal year
ended February 28, 1997, CFS earned $15,000 of fees under the Agreement.
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
DISTRIBUTION PLAN AND UNDERWRITING AGREEMENT
Under the terms of an Underwriting Agreement with the Trust, Countrywide is the
national distributor for the Fund and may sell Fund shares to or through
qualified securities dealers or others. During the fiscal year ended February
28, 1997, Countrywide earned $644 from underwriting and broker commissions on
the sale of Fund shares. The Trust has adopted a Distribution Plan (the Plan)
for the Fund pursuant to Rule 12b-1 under the 1940 Act. The Plan provides that
the Fund may incur certain costs related to the distribution of Fund shares, not
to exceed 0.25% of average daily net assets. For the fiscal year ended February
28, 1997, the Fund incurred $1,579 of such expenses under the Plan.
PRIOR ADMINISTRATION AGREEMENT
Prior to June 1, 1996, The Nottingham Company (TNC) provided the administrative,
transfer agent, shareholder recordkeeping and accounting services referred to
above. As compensation for its administrative services, TNC received a fee at an
annual rate of 0.20% of the Fund's first $50 million of average net assets,
0.175% on the next $50 million of such assets, and 0.15% of such assets over
$100 million. In addition, TNC received a monthly fee of $2,000 for accounting
and recordkeeping services and a monthly fee for shareholder servicing. Under
the contract with TNC, the Fund was subject to a minimum monthly fee for all
services of $3,000. During the three months ended May 31, 1996, TNC received
$9,000 of fees under the contract. Certain Trustees and officers of the Fund
prior to June 1, 1996, were also officers of TNC.
<PAGE>
The CarolinasFund
Annual Report
February 28, 1997
Investment Adviser Administrator
Morehead Capital Advisors LLC Countrywide Fund Services, Inc.
1712 East Boulevard 312 Walnut Street
Charlotte, NC 28203 P.O. Box 5354
1.800.934.1012 Cincinnati, Ohio 45202-5354
1.800.543.8721
Shareholder Services
1.800.580.4820
<PAGE>
The CarolinasFund Post Office Box 561778
Charlotte, North Carolina
28256-1778
704/344-1012
800/934-1012
Fax 704/455-5642
April 28, 1997
REPORT TO SHAREHOLDERS:
The total return for Investor Class shares of the Fund for the fiscal year
ended February 28, 1997 was 7.41%. The net asset value increased from $12.44
at the beginning of the fiscal year to $13.36 as of February 28, 1997.
The fund continues to gain strength in financial holdings, including
NationsBank, First Union National Corp., HFNC Financial, and United Carolina
Bank. Retailers, including Ruddick and Family Dollar, also contributed
greatly to the performance of the Fund.
Technology issues have lagged the market across the country, and several
companies, such as Glenayre Technologies and Kemet, certainly affected the
performance of the Fund overall.
Our region is still buoyed by a strong economy, and we contine to remain
optomistic about the long term growth of the Fund.
Sincerely,
/s/ Robert B. Thompson
Robert B. Thompson
President
<PAGE>
A representation of the graphic material contained in The CarolinasFund Annual
Report is set forth below:
Comparison of the Change in Value of a $10,000 Investment in The CarolinasFund*
and the S&P 500 Index
S&P 500 INDEX: (w/ reinvested divds)
QTRLY
DATE RETURN BALANCE
01/03/95 10,000
03/31/95 9.74% 10,974
06/30/95 9.55% 12,021
09/30/95 7.95% 12,977
12/31/95 6.02% 13,758
03/31/96 5.37% 14,496
06/30/96 4.49% 15,147
09/30/96 3.09% 15,615
12/31/96 8.34% 16,917
02/28/97 7.08% 18,115
THE CAROLINASFUND: (INVESTOR)
QTRLY
DATE RETURN BALANCE
01/03/95 9,650
03/31/95 5.12% 10,144
06/30/95 5.18% 10,669
09/30/95 10.48% 11,787
12/31/95 -1.17% 11,648
03/31/96 5.24% 12,258
06/30/96 0.96% 12,376
09/30/96 -1.80% 12,153
12/31/96 4.64% 12,717
02/28/97 1.91% 12,959
Past poerformance is not predictive of future performance.
The CarolinasFund
Average Annual Total Returns
1 Year Since Inception*
Investor Class 3.65% 12.80%
Institutional Class 7.81% 14.36%
* The chart above represents performance of Investor Class shares only, which
will vary from the performance of Institutional Class shares based on the
differences in loads and fees paid by shareholders in the different classes.
Fund inception was January 3, 1995, and the initial public offering of
Institutional Class shares commenced on May 22, 1995.
<PAGE>
KPMG Peat Marwick LLP
1600 PNC Center
201 East Fifth Street
Cincinnati, OH 45202
Dayton, OH
Independent Auditors' Report
----------------------------
The Board of Trustees and Shareholders
The Maplewood Investment Trust:
We have audited the accompanying statement of assets and liabilities, including
the portfolio of investments, of The CarolinasFund (the "Fund"), a series of
the Maplewood Investment Trust, as of February 28, 1997, and the related
statement of operations for the year then ended, and the statements of changes
in net assets for each of the two years in the period then ended, and the
highlights for the years ended February 28, 1997 and February 29, 1996
and the period from January 3, 1995 (commencement of operations) to Feburary
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 28, 1997 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
Carolinas Fund as of February 28, 1997, the results of its operations for the
year then ended, and the changes in its net assets for each of the two years in
the period then ended, and financial highlights for the years ended February
28, 1997 and 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
Cincinnati, Ohio
March 21, 1997
Member Firm of
Klynveld Peat Marwick Goerdeler
<PAGE>
The CarolinasFund
STATEMENT OF ASSETS AND LIABILITIES
February 28, 1997
<TABLE>
<C> <C>
ASSETS
Investments in securities, at value (cost $2,842,356) (Note 1) $3,299,831
Investments in repurchase agreements (Note 1) 53,000
Cash 991
Receivable for capital shares sold 106,221
Dividends and interest receivable 5,698
Receivable from Adviser (Note 3) 1,902
Organization expenses, net (Note 1) 26,384
Other assets 1,595
TOTAL ASSETS 3,495,622
=========
LIABILITIES
Payable for securities purchased 41,521
Other accrued expenses and liabilities 12,800
TOTAL LIABILITIES 54,321
NET ASSETS 3,441,301
=========
Net assets consist of:
Capital shares 3,036,958
Accumulated net realized losses from security transactions (53,132)
Net unrealized appreciation on investments 457,475
Net assets 3,441,301
==========
PRICING OF INVESTOR CLASS SHARES
Net assets applicable to Investor Class shares 2,706,214
==========
Shares of beneficial interest outstanding (unlimited number of shares
authorized, no par value) 202,553
=======
Net asset value and redemption price per share (Note 1) 13.36
=====
Maximum offering price per share (Note 1) 13.84
=====
PRICING OF INSTITUTIONAL CLASS SHARES
Net assets applicable to Institutional Class shares 735,087
=======
Shares of beneficial interest outstanding (unlimited number of shares
authorized, no par value) 54,234
======
Net asset value, offering price and redemption price per share 13.55
(Note 1) =====
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
The CarolinasFund
STATEMENT OF OPERATIONS
For the Year Ended February 28, 1997
<TABLE>
<C> <C>
INVESTMENT INCOME
Dividends $ 53,558
Interest 2,217
TOTAL INVESTMENT INCOME 55,775
------
EXPENSES
Investment advisory fees (Note 3) 27,685
Accounting services fees (Note 3) 23,250
Shareholder services and transfer agent fees (Note 3) 15,274
Professional fees 15,124
Distribution expenses, Investor Class (Note 3) 10,373
Administration fees (Note 3) 9,528
Amortization of organization expenses (Note 1) 9,296
Trustees' fees and expenses 6,982
Custodian fees 6,098
Registration fees 5,692
Postage and supplies 5,628
Printing of shareholder reports 4,910
Insurance expense 4,263
Other expenses 2,034
TOTAL EXPENSES 146,137
Fees waived and expenses reimbursed by the Adviser (Note 3) (86,144)
NET EXPENSES 59,993
NET INVESTMENT LOSS (4,218)
------
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS
Net realized losses from security transactions (53,045)
Net change in unrealized appreciation/depreciation on investments 256,182
-------
NET REALIZED AND UNREALIZED LOSSES ON INVESTMENTS 203,137
-------
NET INCREASE IN NET ASSETS FROM OPERATIONS $ 198,919
=======
</TABLE>
See accompanying notes to the financial statements.
<PAGE>
The CarolinasFund
STATEMENT OF CHANGES IN NET ASSETS
For the Years Ended February 28, 1997 and February 29, 1996
<TABLE>
<C> <C> <C>
Year Year
Ended Ended
Feb. 28, 1997 Feb. 29, 1996
FROM OPERATIONS:
Net investment income (loss) $ (4,218) $ 752
Net realized gains (losses) from security transactions (53,045) 3,855
Net change in unrealized appreciation/depreciation
on investments 256,182 190,112
Net increase in net assets from operations 198,919 194,719
------- -------
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income, Investor Class -- (1,987)
From net investment income, Institutional Class -- (1)
From net realized gains - Investor Class (279) (3,336)
From net realized gains - Institutional Class (73) (5)
Decrease in net assets from distributions to shareholders (352) (5,329)
----- -------
FROM CAPITAL SHARES
TRANSACTIONS (A):
Investor Class
Proceeds from shares sold 1,380,508 1,540,284
Net asset value of shares issued in reinvestment
of distributions to shareholders 272 3,765
Payments for shares redeemed (747,596) (106,624)
Net increase in net assets from
from Investor Class share transactions 633,184 1,437,425
------- ---------
Institutional Class
Proceeds from shares sold 709,026 23,186
Net asset value of shares issued in reinvestment
of distributions to shareholders 73 6
Payments for shares redeemed (21,939) --
Net increase in net assets from
from Institutional Class share transactions 687,160 23,192
Net increase from capital share transactions 1,320,344 1,460,617
TOTAL INCREASE IN NET ASSETS 1,518,911 1,650,007
NET ASSETS:
Beginning of year 1,922,390 272,383
End of year $ 3,441,301 $ 1,922,390
========= =========
(A)Summary of capital share activity:
INVESTOR CLASS
Shares sold 107,377 135,220
Shares issued in reinvestment of distributions to shareholders 21 329
Shares redeemed (57,358) (8,872)
Net increase in shares outstanding 50,040 126,677
Shares outstanding, beginning of year 152,513 25,836
Shares outstanding, end of year 202,553 152,513
======= ========
INSTITUTIONAL CLASS
Shares sold 53,938 1,954
Shares issued in reinvestment of distributions to shareholders 5 1
Shares redeemed (1,664) --
Net increase in shares outstanding 52,279 1,955
Shares outstanding, beginning of year 1,955 --
Shares outstanding, end of year 54,234 1,955
======= ======
</TABLE>
See accompanying notes to the financial statements.
<PAGE>
The CarolinasFund-Institutional Class
FINANCIAL HIGHLIGHTS
<TABLE>
Selected Per Share Data and Ratios for a Share Outstanding Throughout Each Period
<C> <C> <C>
Year Period
Ended Ended
Feb. 28, 1997 Feb. 29, 1996(A)
Net asset value at beginning of period $ 12.57 $ 10.72
Income from investment operations:
Net investment income 0.01 0.02
Net realized and unrealized gains
on investments 0.97 1.88
Total from investment operations 0.98 1.90
Less distributions:
Dividends from net investment income -- (0.02)
Distributions from net realized gains -- (0.03)
Total distributions -- (0.05)
Net asset value at end of period $ 13.55 $ 12.57
Total return (B) 7.81% 17.68%
Net assets at end of period $ 735,087 $ 24,576
Ratio of expenses to average net assets
Before expense reimbursement and waived fees 4.85% 8.40%(D)
After expense reimbursement and waived fees 1.73% 1.69%(D)
Ratio of net investment income (loss) to average net assets
Before expense reimbursement and waived fees (2.89)% 6.07)%(D)
After expense reimbursement and waived fees 0.22% 0.64%(D)
Portfolio turnover rate 5% 16%
Average commission rate per share (C) $ 0.0600 --
(A)Represents the period from the commencement of operations (May 22, 1995) through February
29, 1996.
(B)The total returns shown do not include the effect of applicable sales loads.
(C)For fiscal years beginning in 1997, the Fund is required to disclose its
average commission rate paid per share for purchases and sales of investment securities.
(D)Annualized.
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
The CarolinasFund-Investor Class
FINANCIAL HIGHLIGHTS
<TABLE>
Selected Per Share Data and Ratios for a Share Outstanding Throughout Each Period
<C> <C> <C> <C>
Year Year Period
Ended Ended Ended
Feb. 28, 1997 Feb. 29, 1996 Feb. 28, 1995(A)
Net asset value at beginning of period $ 12.44 $ 10.54 $ 10.00
Income from investment operations:
Net investment income (loss) (0.02) 0.01 0.04
Net realized and unrealized gains
on investments 0.94 1.95 0.50
Total from investment operations 0.92 1.96 0.54
Less distributions:
Dividends from net investment income -- (0.03) --
Distributions from net realized gains -- (0.03) --
Total distributions -- (0.06) --
Net asset value at end of period $ 13.36 $ 12.44 $ 10.54
Total return(B) 7.41% 18.59% 5.40%
Net assets at end of period $ 2,706,214 $ 1,897,814 $ 272,383
Ratio of expenses to average net assets
Before expense reimbursement and waived fee 5.33% 9.45% 37.10%(D)
After expense reimbursement and waived fee 2.22% 2.17% 2.21%(D)
Ratio of net investment income (loss) to average net assets
Before expense reimbursement and waived fee (3.31)% (7.21)% (32.27)%(D)
After expense reimbursement and waived fee (0.20)% 0.06% 2.62%(D)
Portfolio turnover rate 5% 16% 0%
Average commission rate per share(C) $ 0.0600 -- --
(A)Represents the period from the commencement of operations (January 3, 1995) through February 28, 1995
(B)The total returns shown do not include the effect of applicable sales loads.
(C)For fiscal years beginning in 1997, the Fund is required to disclose its
average commission rate paid per share for purchases and sales of investment securities.
(D)Annualized.
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
The CarolinasFund
PORTFOLIO OF INVESTMENTS
February 28, 1997
Shares Value
COMMON STOCKS - 95.9%
FINANCIAL SERVICES - 34.3%
300 Bank of Granite Corp. $ 8,775
1,100 CCB Financial Corp. 75,488
1,800 Centura Banks, Inc. 78,750
900 First Citizens BancShares, Inc. - Class A 69,525
1,700 First Union Corp. 149,175
600 HFNC Financial Corp. 12,750
1,100 Highwoods Properties, Inc. 37,950
1,300 Insignia Financial Group, Inc. - Class A (a) 27,625
900 Integon Corp. 11,587
2,050 Jefferson-Pilot Corp. 120,950
1,400 Liberty Corp. 57,575
2,800 NationsBank Corp. 167,650
3,500 Southern National Corp. 136,063
1,200 Summit Properties, Inc. 24,300
1,550 United Carolina Bancshares 67,618
2,200 Wachovia Corp. 133,925
1,179,706
INDUSTRIAL - 21.5%
3,200 AVX Corp. 70,800
4,500 Burlington Industries, Inc. (a) 57,938
3,100 Collins & Aikman Corp. (a) 24,412
3,000 Coltec Industries, Inc. (a) 54,750
1,000 Guilford Mills, Inc. 28,625
3,200 Martin Marietta Materials, Inc. 84,400
1,800 Nucor Corp. 86,625
1,700 Quintiles Transnational Corp. (a) 111,138
800 Springs Industries, Inc. - Class A (a) 35,300
3,300 Unifi, Inc. (a) 105,187
3,000 United Dominion Industries, Ltd. 80,625
739,800
CONSUMER, CYCLICAL - 11.3%
4,600 Family Dollar Stores, Inc. 108,675
2,800 Lowe's Companies, Inc. 102,200
4,200 Oakwood Homes Corp. 82,950
2,900 Ryan's Family Steak Houses, Inc. (a) 21,388
3,100 Speedway Motorsports, Inc. (a) 72,850
388,063
<PAGE>
The CarolinasFund
PORTFOLIO OF INVESTMENTS
February 28, 1997
Shares Value
UTILITIES - 9.8%
2,700 Carolina Power & Light Co. $ 100,238
1,900 Duke Power Co. 84,075
1,700 Piedmont Natural Gas Company, Inc. 40,162
1,000 Public Service Co. of North Carolina, Inc. 18,250
3,600 SCANA Corp. 94,050
336,775
TECHNOLOGY - 7.2%
2,425 Glenayre Technologies, Inc. (a) 32,131
2,100 Kemet Corp. (a) 46,725
1,900 Medic Computer Systems, Inc. (a) 68,400
1,100 Pharmaceutical Product Development, Inc. (a) 25,850
1,200 Policy Management Systems Corp. (a) 51,600
1,600 Vanguard Cellular Systems, Inc.- Class A(a) 22,600
247,306
CONSUMER, NON-CYCLICAL - 6.7%
700 Coca-Cola Bottling Co. 30,100
13,800 Food Lion, Inc. - Class A 109,538
1,600 Lance, Inc. 29,600
500 Personnel Group Of America, Inc. (a) 12,812
3,100 Ruddick Corp. 49,600
231,650
BASIC MATERIALS - 5.1%
2,100 Bowater, Inc. 88,988
3,335 Sonoco Products Co. 87,543
176,531
TOTAL COMMON STOCKS (Cost $2,842,356) $ 3,299,831
<PAGE>
The CarolinasFund
PORTFOLIO OF INVESTMENTS
February 28, 1997
Face
Value Value
REPURCHASE AGREEMENTS (b) - 1.5%
$ 53,000 Fifth Third Bank, 4.80%, dated 2/28/1997,
due 3/3/1997, repurchase proceeds $53,021
(cost $53,000) $ 53,000
Total Investments and Repurchase Agreements
at Value - 97.4% $ 3,352,831
Other Assets in excess of Liabilities - 2.6% 88,470
Net Assets - 100.0% $ 3,441,301
(a)Non-income producing securities.
(b)Repurchase agreement is fully collateralized by $55,000 par value, FHLMC Pool
#G10452, 7.00%, due 2/1/2011.
See accompanying notes to the financial statements.
<PAGE>
The CarolinasFund
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
1. Significant Accounting Policies
The CarolinasFund (the Fund) is a non-diversified, open-end series of the
Maplewood Investment Trust (the Trust), formerly the Nottingham Investment
Trust, a registered management investment company under the Investment Company
Act of 1940 (the 1940 Act). The Trust was organized as a Massachusetts business
trust on August 12, 1992. The Fund began operations on January 3, 1995.
The Fund's investment objective is to provide long-term capital growth by
investing primarily in common stocks of publicly-traded companies headquartered
in North and South Carolina.
The Fund offers two classes of shares: Investor Class shares (sold subject to a
maximum front-end sales load of 3.50% and a distribution fee of up to 0.50% of
average daily net assets) and Institutional Class shares (offered to
institutional investors at net asset value without a sales charge and not
subject to distribution fees). Each Investor and Institutional share of the Fund
represents identical interests in the Fund's investment portfolio and has the
same rights, except that (i) Investor shares bear the expenses of distribution
fees, which is expected to cause Investor shares to have a higher expense ratio
and to pay lower dividends than Institutional shares; and (ii) each class has
exclusive voting rights with respect to matters relating to its own distribution
arrangements.
The following is a summary of the Fund's significant accounting policies:
Securities valuation -- The Fund's portfolio securities are valued as of the
close of business of the regular session of the New York Stock Exchange
(currently 4:00 p.m., Eastern time). Securities which are traded
over-the-counter are valued at the last sales price, if available, otherwise, at
the last quoted bid price. Securities traded on a national stock exchange are
valued based upon the closing price on the principal exchange where the security
is traded.
Repurchase agreements -- The Fund generally invests its cash reserves by
entering into repurchase agreements with the custodian bank. The repurchase
agreement, which is collateralized by U.S. Government obligations, is valued at
cost which, together with accrued interest, approximates market. At the time the
Fund enters into the repurchase agreement, the seller agrees that the value of
the underlying securities, including accrued interest, will at all times be
equal to or exceed the face amount of the repurchase agreement. In addition, the
Fund actively monitors and seeks additional collateral, as needed.
Share valuation -- The net asset value per share of each class of shares of the
Fund is calculated daily by dividing the total value of the Fund's assets
attributable to that class, less liabilities attributable to that class, by the
number of shares of that class outstanding. The maximum offering price of
Investor Class shares is equal to net asset value per share plus a sales load
equal to 3.63% of the net asset value (or 3.50% of the offering price). The
offering price of Institutional Class shares is equal to net asset value per
share. The redemption price per share of Investor Class shares and Institutional
Class shares is equal to net asset value per share.
Investment income -- Interest income is accrued as earned. Dividend income is
recorded on the ex-dividend date.
<PAGE>
The CarolinasFund
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
Distributions to shareholders -- Dividends arising from net investment income,
if any, are declared and paid annually to shareholders of the Fund. Net realized
short-term capital gains, if any, may be distributed throughout the year and net
realized long-term capital gains, if any, are distributed at least once each
year. Income distributions and capital gain distributions are determined in
accordance with income tax regulations.
Organization expense -- Expenses of organization have been capitalized and are
being amortized on a straight-line basis over five years. 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.
Security transactions -- Security transactions are accounted for on trade date.
Securities sold are valued on a specific identification basis.
Allocation between classes -- Investment income earned by the Fund and realized
and unrealized gains and losses on investments are allocated daily to each class
of shares based upon its proportionate share of total net assets of the Fund.
Distribution expenses are charged directly to the class incurring the expense.
Common expenses which are not attributable to a specific class are allocated
daily to each class of shares based upon its proportionate share of total net
assets of the Fund.
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 at
the date of the financial statements and the reported amounts of revenue and
expenses during the reporting period. Actual results could differ from those
estimates.
Federal income tax -- It is the Fund's policy to comply with the special
provisions of the Internal Revenue Code applicable to regulated investment
companies. As provided therein, in any fiscal year in which a Fund so qualifies
and distributes at least 90% of its taxable net income, the Fund (but not the
shareholders) will be relieved of federal income tax on the income distributed.
Accordingly, no provision for income taxes has been made.
In order to avoid imposition of the excise tax applicable to regulated
investment companies, it is also the Fund's intention to declare as dividends in
each calendar year at least 98% of its net investment income (earned during the
calendar year) and 98% of its net realized capital gains (earned during the
twelve months ended October 31) plus undistributed amounts from prior years.
Net investment income (loss) and net realized gains (losses) may differ for
financial statement and tax purposes primarily due to wash sales and net
operating losses. The character of distributions made during the period from net
investment income or net realized gains, if any, may differ from their ultimate
characterization for federal income tax purposes. On the statement of assets and
liabilities, as a result of permanent book-to-tax differences, the following
reclassification was made: accumulated net investment loss has been decreased by
$4,218, resulting in a reclassification adjustment to decrease paid-in capital
by $4,218. This reclassification has no effect on net assets or net asset value
per share.
<PAGE>
The CarolinasFund
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
The following information is based upon the federal income tax cost of portfolio
investments of the Fund as of February 28, 1997:
Gross unrealized appreciation......................... $ 613,242
Gross unrealized depreciation........................... ( 155,767)
Net unrealized appreciation................................$ 457,475
As of February 28, 1997, the tax cost basis of investments for the Fund was
$2,842,356 and the Fund had $53,132 of capital loss carryforwards for federal
income tax purposes, none of which expire prior to February 28, 2005. These
capital loss carryforwards may be utilized in future years to offset net
realized capital gains prior to distributing such gains to shareholders.
2. Investment Transactions
During the fiscal year ended February 28, 1997, purchases and proceeds from
sales and maturities of investment securities, other than short-term
investments, amounted to $1,374,714 and $140,044, respectively.
3. Transactions with Affiliates
Certain officers of the Trust are also officers of Morehead Capital Advisors LLC
(the Adviser), Countrywide Fund Services, Inc. (CFS), the administrator,
transfer agent and accounting services agent for the Fund, or Countrywide
Investments, Inc. (Countrywide), the distributor and principal underwriter for
the Fund. Prior to February 28, 1997, CFS and Countrywide were formerly named
MGF Service Corp. and Midwest Group Financial Services, Inc., respectively.
INVESTMENT ADVISORY AGREEMENT
The Fund's investments are managed by the Adviser under the terms of an
Investment Advisory Agreement. Under the Investment Advisory Agreement, the Fund
pays the Adviser a fee, which is computed and accrued daily and paid monthly at
an annual rate of 1.00% on its average daily net assets. The Adviser currently
intends to waive its advisory fees and reimburse expenses of the Fund to the
extent necessary to limit the total operating expenses of the Fund to 2.25% and
1.75% of average daily net assets for Investor Class shares and Institutional
Class shares, respectively. Accordingly, for the fiscal year ended February 28,
1997, the Adviser waived its entire advisory fee and reimbursed the Fund $58,459
for other operating expenses.
ADMINISTRATION AGREEMENT
Under the terms of an Administration Agreement in effect since June 1, 1996, CFS
supplies non-investment related administrative and compliance services for the
Fund. CFS supervises the preparation of tax returns, reports to shareholders,
reports to and filings with the Securities and Exchange Commission and state
securities commissions, and materials for meetings of the Board of Trustees. For
these services, CFS receives a monthly fee from the Fund at an annual rate of
0.15% on its average daily net assets up to $50 million; 0.125% on the next $50
million of such net assets; and 0.10% on such net assets in excess of $100
million, subject to a $1,000 minimum monthly fee. However, CFS reduced the
minimum monthly fee to $750 during the first six months of the Agreement. During
the fiscal year ended February 28, 1997, CFS earned $7,500 of fees under the
Agreement.
<PAGE>
The CarolinasFund
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
TRANSFER AGENT AND SHAREHOLDER SERVICING AGREEMENT
Under the terms of a Transfer Agent and Shareholder Servicing Agreement in
effect since June 1, 1996, CFS maintains the records of each shareholder's
account, answers shareholders' inquiries concerning their accounts, processes
purchases and redemptions of the Fund's shares, acts as dividend and
distribution disbursing agent and performs other shareholder service functions.
For these services, CFS receives a monthly fee based on the number of
shareholder accounts in the Fund, subject to a $2,000 minimum monthly fee.
However, CFS reduced the minimum monthly fee to $1,500 during the first six
months of the Agreement. In addition, the Fund pays out-of-pocket expenses,
including but not limited to, postage and supplies. During the fiscal year ended
February 28, 1997, CFS earned $15,000 of fees under the Agreement.
ACCOUNTING SERVICES AGREEMENT
Under the terms of an Accounting Services Agreement in effect since June 1,
1996, CFS calculates the daily net asset value per share and maintains the
financial books and records of the Fund. For these services, CFS receives a
monthly fee of $2,000 from the Fund. However, CFS reduced the monthly fee to
$1,500 during the first six months of the Agreement. During the fiscal year
ended February 28, 1997, CFS earned $15,000 of fees under the Agreement.
DISTRIBUTION PLAN AND UNDERWRITING AGREEMENT
Under the terms of an Underwriting Agreement with the Trust, Countrywide is the
national distributor for the Fund and may sell Fund shares to or through
qualified securities dealers or others. During the fiscal year ended February
28, 1997, Countrywide earned $5,923 from underwriting and broker commissions on
the sale of Fund shares. The Trust has adopted a Distribution Plan (the Plan)
with respect to Investor Class shares pursuant to Rule 12b-1 under the 1940 Act.
The Plan provides that the Fund may incur certain costs related to the
distribution of Investor Class shares, not to exceed 0.50% of average daily net
assets applicable to Investor Class shares. For the fiscal year ended February
28, 1997, Investor Class shares incurred $10,373 of such expenses under the
Plan.
PRIOR ADMINISTRATION AGREEMENT
Prior to June 1, 1996, The Nottingham Company (TNC) provided the administrative,
transfer agent, shareholder recordkeeping and accounting services referred to
above. As compensation for its administrative services, TNC received a fee at an
annual rate of 0.20% of the Fund's first $50 million of average net assets,
0.175% on the next $50 million of such assets, and 0.15% of such assets over
$100 million. In addition, TNC received a monthly fee of $2,750 for accounting
and recordkeeping services and a monthly fee for shareholder servicing. Under
the contract with TNC, the Fund was subject to a minimum monthly fee for all
services of $3,000. During the three months ended May 31, 1996, TNC received
$10,551 of fees under the contract. Certain Trustees and officers of the Fund
prior to June 1, 1996, were also officers of TNC.
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
Annual Report
February 28, 1997
Investment Adviser Administrator
Vector Money Management, Inc. Countrywide Fund Services, Inc.
4266 I-55 North 312 Walnut Street
Suite 102 P.O. Box 5354
Jackson, MI 39211 Cincinnati, Ohio 45202-5354
1.601.981.1773 1.800.543.8721
Shareholder Services
1.800.580.4820
<PAGE>
VECTOR MONEY MANAGEMENT, INC.
<TABLE>
<C> <C>
May 2, 1997
Dear Fellow Shareholders,
As the investment advisor to The Mississippi Opportunity Fund, Vector Money Management is pleased
to provide you with the Fiscal Year 1997 Annual Report.
For the fiscal year, which ended February 28, 1997, the Fund returned performance numbers of 5.92%
for the Class A shares and 5.37% for the Class C shares. This compares with the S&P 500 return of
26.15% and the Russell 2000 return of 12.54%.
The year 1996 proved challenging for the Fund. The year was characterized by a marked divergence
between small capitalization stocks and the larger multinational stocks. Over the last six months of the
Fund's fiscal year, the Dow Jones Industrial Average outperformed the Russell 2000 by 13.8%. That
extraordinary divergence between the large cap and small cap stocks resulted in a tough market
environment for many Mississippi stocks, which have a distinctly small cap orientation. Consequently,
after a strong first 6 months of 1996 in which the Fund was up 13.23% through April - as we reported to
you in last year's Annual Report - the Fund sold off with the rest of the small cap market during the
second half of the year. In addition, specific situations penalized the Fund's performance. We would
like to give our comments on the current status of the Fund's largest holdings:
Currently, the Fund's largest position is Mobile Telecommunications (Mtel). Last year, while the market
was pushing the Dow Jones Industrial Average to new highs, it was very unforgiving to companies who
disappointed Wall Street's expectations. Nowhere was that more evident than with Mtel's poor
execution of an ambitious rollout of nationwide two way messaging services. In our opinion, the 74.8%
decline in Mtel's stock price from it's 1996 peak to it's February 1997 low was grossly overdone and did
not represent the significant steps the company took to improve its operations. The company brought in
an impressive new management team, reorganized its operations and is relaunching an operational two
way product. We feel Mtel is poised to reward patient shareholders, and we added to our position when
the stock reached the distressed levels of $5.60. As the company rolls out its new product lines, Mtel is
currently trading at $9.75.
Another large Fund position is telecommunications leader Worldcom. This company has transformed
itself over the last twelve months, evolving from a long distance telephone provider to - with the
purchase of MFS/UUNet - the leading integrated telecommunications provider in the world, offering the
synergies and efficiencies of long distance, local service and Internet access. The investment
community has been cautious on WorldCom's stock since the merger, choosing to wait for tangible
results. We, however, are firmly convinced that WorldCom will execute its business plan, and look for
performance results in the upcoming twelve months.
Meadowbrook Office Park 4266 I-55N, Suite 102 Jackson, Mississippi 39211 601-981-1773 Fax 601-981-1759
</TABLE>
<PAGE>
<TABLE>
<C> <C>
Two of the Fund's positions - Delta & Pine Land and Mississippi Chemical - are well positioned to take
advantage of the increasing global demand for agricultural products. Delta & Pine Land is the world's
largest provider of cotton seed, and has wholeheartedly pursued the introduction of biotechnology into
agrarian production. Seeing the same market potential which prompted Monsanto to spin off their
mainstay chemicals division to concentrate on agribiotechology, Delta & Pine in conjunction with
Monsanto has introduced cotton and soybean products which feature both insect and herbicide
protection without the need for additional chemical additives. As world populations grow and capitalism
spreads to developing countries, making hardier, more productive plants will be a major strategy in
solving the conflict between expanding consumer demand and limited production acreage. Likewise,
Mississippi Chemical, a leading provider of fertilizers worldwide, stands to benefit from growing need for
agricultural crops. With the purchase of First Mississippi's fertilizer capacity, Mississippi Chemical now
supplies farmers worldwide with all major types of fertilizer, an increasingly needed input as crop
management becomes more advanced. A strong management team and some of the most efficient
production facilities in the world position Mississippi Chemical shareholders to profit from this market.
Finally, in addition to strong individual companies, we feel that the national markets have discounted the
small capitalization stocks to historically disproportionate levels. Many of the stocks in the Fund, like
many small and midcap stocks in general, are trading at substantial discounts to their growth rates.
With the economy continuing to show strength without marked signs of inflation, brightening prospects
of avoiding a government budget impasse, and a strengthening dollar casting a shadow over large
multinational companies, we firmly believe that the value now offered in the well managed small and
midsize firms will soon be realized. We have worked hard to identify quality in the products and
management of Mississippi's businesses, and have invested in those firms in which we have a high
level of confidence in their ability to execute and perform.
We thank you for electing to join us in this investment in Mississippi.
Sincerely,
/s/ Ashby M. Foote
Ashby Foote III
President, Vector Money Management
</TABLE>
<PAGE>
A representation of the graphic material contained in the Mississippi
Opportunity Fund's Annual Report is set forth below:
Comparison of the Change in Value of a $10,000 Investment in the
Mississippi Opportunity Fund*, S&P 500 Index and the Russell 2000 Index
S&P 500 INDEX: (w/ reinvested divds)
QTRLY
DATE RETURN BALANCE
04/04/95 10,000
06/30/95 9.28% 10,928
09/30/95 7.95% 11,796
12/31/95 6.02% 12,506
03/31/96 5.37% 13,177
06/30/96 4.49% 13,769
09/30/96 3.09% 14,195
12/31/96 8.34% 15,378
02/28/97 7.08% 16,466
RUSSELL 2000 INDEX: (w/ reinvested divds)
QTRLY
DATE RETURN BALANCE
04/04/95 10,000
06/30/95 8.75% 10,875
09/30/95 9.81% 11,941
12/31/95 2.20% 12,204
03/31/96 5.09% 12,826
06/30/96 5.14% 13,485
09/30/96 0.34% 13,531
12/31/96 5.12% 14,224
02/28/97 -0.49% 14,154
MISSISSIPPI OPPORTUNITY FUND: CLASS A
QTRLY
DATE RETURN BALANCE
04/04/95 9,650
06/30/95 5.37% 10,168
09/30/95 5.72% 10,750
12/31/95 0.09% 10,760
03/31/96 7.75% 11,594
06/30/96 4.14% 12,074
09/30/96 -2.56% 11,765
12/31/96 -2.71% 11,446
02/28/97 0.34% 11,485
Past performance is not predictive of future performance.
The Mississipppi Opportunity Fund
Average Annual Total Returns
1 Year Since Inception*
Class A 2.22% 7.56%
Class C 5.37% 9.06%
* The chart above represents performance of Class A shares only, which will
vary from the performance of Class C shares based on the differences in loads
and fees paid by shareholders in the different classes. Fund inception was
April 4, 1995.
<PAGE>
KPMG Peat Marwick LLP
1600 PNC Center
201 East Fifth Street
Cincinnati, OH 45202
Dayton, OH
Independent Auditors' Report
----------------------------
The Board of Trustees and Shareholders
The Maplewood Investment Trust:
We have audited the accompanying statement of assets and liabilities, including
the portfolio of investments, of the Mississipppi Opportunity Fund
(the "Fund"), a series of the Maplewood Investment Trust, as of
February 28, 1997, and the related statement of operations for the year then
ended, statement of changes in net assets and financial highlights for
the year ended February 28, 1997 and for the period from April 4, 1995
(commencement of operations) to February 29, 1996. 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 audit.
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 28, 1997 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
Mississippi Opportunity Fund as of February 28, 1997, and the results of its
operations for the year then ended, the changes in its net assets and
financial highlights for the year ended February 28, 1997 and for the
period from April 4, 1995 (commencement of operations) to February 29, 1996
in conformity with generally accepted accounting principles.
/s/ KPMG Peat Marwick LLP
Cincinnati, Ohio
March 21, 1997
Member Firm of
Klynveld Peat Marwick Goerdeler
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
STATEMENT OF ASSETS AND LIABILITIES
February 28, 1997
<TABLE>
<C> <C>
ASSETS
Investments in securities, at value (cost $2,284,350) (Note 1) $ 2,490,133
Receivable for capital shares sold 347
Dividends and interest receivable 2,622
Organization expenses, net (Note 1) 27,976
Receivable from Adviser (Note 3) 4,474
Other assets 807
TOTAL ASSETS 2,526,359
---------
LIABILITIES
Bank overdraft 4,724
Payable to Administrator (Note 3) 5,000
Other accrued expenses and liabilities 17,647
TOTAL LIABILITIES 27,371
NET ASSETS $ 2,498,988
=========
Net assets consist of:
Capital shares $ 2,279,147
Accumulated net realized gains from security transactions 14,058
Net unrealized appreciation on investments 205,783
Net assets $ 2,498,988
=========
PRICING OF CLASS A SHARES
Net assets applicable to Class A shares $ 1,813,797
=========
Shares of beneficial interest outstanding (unlimited number of shares
authorized, no par value) 153,986
=======
Net asset value and redemption price per share (Note 1) $ 11.78
=======
Maximum offering price per share (Note 1) $ 12.21
=======
PRICING OF CLASS C SHARES
Net assets applicable to Class C shares $ 685,191
========
Shares of beneficial interest outstanding (unlimited number of shares
authorized, no par value) 58,703
======
Net asset value, offering price and redemption price per share (Note 1) $ 11.67
=======
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
STATEMENT OF OPERATIONS
For the Year Ended February 28, 1997
<TABLE>
<C> <C>
INVESTMENT INCOME
Dividends $ 29,138
------
EXPENSES
Accounting services fees (Note 3) 23,250
Investment advisory fees (Note 3) 20,989
Distribution expenses, Class A (Note 3) 8,519
Distribution expenses, Class C (Note 3) 6,900
Shareholder services and transfer agent fees (Note 3) 15,295
Professional fees 12,153
Administration fees (Note 3) 9,276
Amortization of organization expenses (Note 1) 9,141
Trustees' fees and expenses 6,982
Postage and supplies 4,958
Printing of shareholder reports 4,037
Insurance expense 3,779
Registration fees 3,698
Other expenses 1,658
TOTAL EXPENSES 130,635
Fees waived and expenses reimbursed by the Adviser (Note 3) (76,352)
NET EXPENSES 54,283
NET INVESTMENT LOSS (25,145)
-------
REALIZED AND UNREALIZED GAINS ON INVESTMENTS
Net realized gains from security transactions 39,221
Net change in unrealized appreciation/depreciation on investments 81,579
NET REALIZED AND UNREALIZED GAINS ON INVESTMENTS 120,800
-------
NET INCREASE IN NET ASSETS FROM OPERATIONS $ 95,655
=======
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
STATEMENT OF CHANGES IN NET ASSETS
For the Periods Ended February 28, 1997 and February 29, 1996
<TABLE>
<C> <C> <C>
Year Period
Ended Ended
Feb. 28, 1997 Feb. 29, 1996(B)
FROM OPERATIONS:
Net investment loss (25,145) (6,517)
Net realized gains from security transactions 39,221 30,359
Net change in unrealized appreciation/depreciation
on investments 81,579 124,204
Net increase in net assets from operations 95,655 148,046
------- -------
DISTRIBUTIONS TO SHAREHOLDERS:
From net realized gains, Class A (14,597) (1,707)
From net realized gains, Class C (7,156) (400)
Decrease in net assets from distributions to shareholders (21,753) (2,107)
-------- -------
FROM CAPITAL SHARES
TRANSACTIONS (A):
CLASS A
Proceeds from shares sold 386,710 1,369,689
Net asset value of shares issued in reinvestment
of distributions to shareholders 14,346 1,707
Payments for shares redeemed (90,783) (33,640)
Net increase in net assets from
Class A share transactions 310,273 1,337,756
------- ----------
CLASS C
Proceeds from shares sold 672,365 490,650
Net asset value of shares issued in reinvestment
of distributions to shareholders 6,416 400
Payments for shares redeemed (526,585) (12,128)
Net increase in net assets from
Class C share transactions 152,196 478,922
Net increase in net assets from capital share transactions 462,469 1,816,678
TOTAL INCREASE IN NET ASSETS 536,371 1,962,617
NET ASSETS:
Beginning of period 1,962,617 --
End of period 2,498,988 $ 1,962,617
========= ==========
(A)Summary of capital share activity:
Class A
Shares sold 31,318 132,050
Shares issued in reinvestment of distributions to
shareholders 1,224 162
Shares redeemed (7,687) (3,081)
Net increase in shares outstanding 24,855 129,131
Shares outstanding, beginning of period 129,131 --
Shares outstanding, end of period 153,986 129,131
======== ========
Class C
Shares sold 55,923 47,103
Shares issued in reinvestment of distributions to
shareholders 552 38
Shares redeemed (43,811) (1,102)
Net increase in shares outstanding 12,664 46,039
Shares outstanding, beginning of period 46,039 --
Shares outstanding, end of period 58,703 46,039
======= ======
(B) Represents the period from the commencement of operations
(April 4, 1995) through February 29, 1996.
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
FINANCIAL HIGHLIGHTS
<TABLE>
Selected Per Share Data and Ratios for a Share Outstanding Throughout Each Period
<C> <C> <C> <C> <C>
Class A Class C
Year Period Year Period
Ended Ended Ended Ended
Feb. 28, 1997 Feb. 29, 1996(A) Feb. 28, 1997 Feb. 29, 1996(A)
Net asset value at beginning of period $11.22 $ 10.00 $11.17 10.00
Income from investment operations:
Net investment loss (0.10) (0.03) (0.16) (0.05)
Net realized and unrealized gains
on investments 0.76 1.27 0.76 1.24
Total from investment operations 0.66 1.24 0.60 1.19
Less distributions from net realized gains (0.10) (0.02) (0.10) (0.02)
Net asset value at end of period 11.78 $ 11.22 $ 11.67 $ 11.17
Total return(B) 5.92% 12.41% 5.37% 11.86%
Net assets at end of period 1,813,797 $ 1,448,527 $ 685,191 $ 514,090
Ratio of expenses to average net assets
Before expense reimbursement and waived fees 5.29% 6.90%(D) 5.79% 7.40%(D)
After expense reimbursement and waived fees 2.11% 2.12%(D) 2.61% 2.49%(D)
Ratio of net investment loss to average net assets
Before expense reimbursement and waived fees (4.08)% (5.20)%(D) (4.58)% (5.60)% (D)
After expense reimbursement and waived fees (0.89)% (0.42)%(D) (1.40)% (0.69)% (D)
Portfolio turnover rate 15% 7% 15% 7%
Average commission rate per share (C) 0.0877 -- $ 0.0877 --
(A)Represents the period from the commencement of operations (April 4, 1995) through February 29, 1996.
(B)The total returns shown do not include the effect of applicable sales loads.
(C)For fiscal years beginning in 1997, the Fund is required to disclose its average commission rate paid per share for purchases
and sales of invesment securities.
(D)Annualized.
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
PORTFOLIO OF INVESTMENTS
February 28, 1997
Shares Value
COMMON STOCKS - 98.5%
Consumer, Cyclical - 16.5%
10,500 Belmont Homes, Inc. (a) $ 89,250
2,000 Boyd Gaming Corp. (a) 11,500
1,000 Chromcraft Revington, Inc. (a) 31,000
1,000 Cooper Tire and Rubber Company 19,875
8,000 Fred's, Inc. 71,000
1,000 Hancock Fabrics, Inc. 12,625
3,000 National Picture & Frame Co. (a) 29,437
2,000 Proffitt's, Inc. (a) 64,750
1,000 River Oaks Furniture, Inc. (a) 2,750
2,000 Stein Mart, Inc. (a) 47,500
1,000 Sunbeam Corp., Inc. 27,375
2,200 Wireless One, Inc. (a) 5,775
412,837
Basic Materials - 15.6%
1,500 Birmingham Steel Corp. 27,188
6,000 ChemFirst, Inc. (a) 136,500
15,000 Exsorbet Industries, Inc. (a) 27,187
250 Georgia Pacific Corp. 19,500
800 International Paper Co. 33,400
6,004 Mississippi Chemical Corp. 147,098
390,873
Financial Services - 16.5%
1,400 BancorpSouth, Inc. 40,250
1,500 Community Federal Bancorp, Inc. 29,812
1,000 Deposit Guaranty Corp. 30,750
1,000 Eastgroup Properties 28,500
1,150 Hancock Holding Co. 48,444
3,000 Magna Bancorp, Inc. 56,250
13,000 MS Financial, Inc. (a) 21,125
2,250 Parkway Properties, Inc. 57,938
2,000 Trustmark Corp. 53,250
1,000 Union Planters Corp. 44,750
411,069
Industrial - 14.9%
700 Cooper Industries, Inc. 30,975
4,500 Delta & Pine Land Co. 167,063
2,500 Kirby Corp. (a) 46,250
4,500 KLLM Transport Services, Inc. (a) 54,000
1,000 MagneTek, Inc. (a) 16,625
600 Standex International Corp. 16,950
1,250 Trinity Industries, Inc. 40,312
372,175
<PAGE>
Shares Value
Consumer, Non-Cyclical - 13.0%
500 Baxter International Inc. 23,000
7,500 Cal-Maine Foods, Inc. (a) 59,063
4,500 Gulf South Medical Supply, Inc. (a) 95,062
1,650 Isolyser Company, Inc. (a) 9,900
500 National Presto Industries, Inc. 18,813
1,000 PhyCor, Inc. (a) 30,375
2,000 Sanderson Farms. Inc. 33,750
1,400 Sara Lee Corp. 54,250
324,213
Technology - 8.7%
20,000 Mobile Telecommunication Technologies Corp. (a) 155,000
200 Netscape Comunications Corp. (a) 5,825
750 Nichols Research Corp. (a) 18,938
500 Texas Instruments, Inc. 38,562
218,325
Utilities - 8.0%
1,000 InterCel, Inc. (a) 11,500
7,050 WorldCom, Inc. (a) 187,706
199,206
Energy - 5.3%
9,000 Callon Petroleum Co. (a) 133,312
Total Common Stocks (Cost $2,256,227) 2,462,010
Money Market Funds - 1.1%
28,123 Performance Trust Money Market Fund 28,123
(cost $28,123)
Total Investments at Value - 99.6% 2,490,133
(cost $2,284,350)
Other Assets in Excess of Liabilities - .4% 8,855
Net Assets - 100.0% 2,498,988
(a)Non-income producing securities.
See accompanying notes to the financial statements.
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
1. Significant Accounting Policies
The Mississippi Opportunity Fund is a non-diversified, open-end series of the
Maplewood Investment Trust (the Trust), formerly the Nottingham Investment
Trust, a registered management investment company under the Investment Company
Act of 1940 (the 1940 Act). The Trust was organized as a Massachusetts business
trust on August 12, 1992. The Fund began operations on April 4, 1995.
The Fund's investment objective is to provide long-term capital growth by
investing primarily in the common stocks and other equity securities of
publicly-traded companies headquartered in Mississippi, and those companies
having a significant presence in the state.
The Fund offers two classes of shares: Class A shares (sold subject to a
maximum front-end sales load of 3.50% and a distribution fee of up to 0.50% of
average daily net assets) and Class C shares (subject to a distribution fee
of up to 1% of average daily net assets). Each Class A share and Class C share
of the Fund represents identical interests in the Fund's investment portfolio
and has the same rights, except that (i) Class C shares bear the expenses
of higher distribution fees, which is expected to cause Class C shares to have
a higher expense ratio and to pay lower dividends than Class A shares; and
(ii) each class has exclusive voting rights with respect to matters relating
to its own distribution arrangements.
The following is a summary of the Fund's significant accounting policies:
Securities valuation -- The Fund's portfolio securities are valued as of the
close of business of the regular session of the New York Stock Exchange
(currently 4:00 p.m., Eastern time). Securities which are traded
over-the-counter are valued at the last sales price, if available, otherwise,
at the last quoted bid price. Securities traded on a national stock
exchange are valued based upon the closing price on the principal
exchange where the security is traded.
Share valuation -- The net asset value per share of each class of shares of the
Fund is calculated daily by dividing the total value of the Fund's assets
attributable to that class, less liabilities attributable to that class,
by the number of shares of that class outstanding. The maximum offering price
of Class A shares is equal to net asset value per share plus a sales load equal
to 3.63% of the net asset value (or 3.50% of the offering price). The offering
price of Class C shares is equal to the net asset value per share. The
redemption price per share of Class A shares and Class C shares is equal to the
net asset value per share.
Investment income -- Interest income is accrued as earned. Dividend income is
recorded on the ex-dividend date.
Distributions to shareholders -- Dividends arising from net investment income,
if any, are declared and paid annually to shareholders of the Fund. Net
realized short-term capital gains, if any, may be distributed throughout the
year and net realized long-term capital gains, if any, are distributed at least
once each year. Income distributions and capital gain distributions are
determined in accordance with income tax regulations.
Organization expenses -- Expenses of organization have been capitalized and are
being amortized on a straight-line basis over five years. 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.
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
Security transactions -- Security transactions are accounted for on trade date.
Securities sold are valued on a specific identification basis.
Allocation between classes -- Investment income earned by the Fund and realized
and unrealized gains and losses on investments are allocated daily to each class
of shares based upon its proportionate share of total net assets of
the Fund. Distribution expenses are charged directly to the class incurring the
expense. Common expenses which are not attributable to a specific class are
allocated daily to each class of shares based upon its proportionate share
of total net assets of the Fund.
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
at the date of the financial statements and the reported amounts of revenue and
expenses during the reporting period.
Actual results could differ from those estimates.
Federal income tax -- It is the Fund's policy to comply with the special
provisions of the Internal Revenue Code applicable to regulated investment
companies. As provided therein, in any fiscal year in which a Fund so qualifies
and distributes at least 90% of its taxable net income, the Fund (but not the
shareholders) will be relieved of federal income tax on the income distributed.
Accordingly, no provision for income taxes has been made.
In order to avoid imposition of the excise tax applicable to regulated
investment companies, it is also the Fund's intention to declare as dividends
in each calendar year at least 98% of its net investment income (earned during
the calendar year) and 98% of its net realized capital gains (earned during the
twelve months ended October 31) plus undistributed amounts from prior years.
Net investment income (loss) and net realized gains (losses) may differ for
financial statement and tax purposes primarily due to wash sales and net
operating losses. The character of distributions made during the period from
net investment income or net realized gains, if any, may differ from their
ultimate characterization for federal income tax purposes. On the statement of
assets and liabilities, as a result of permanent book-to-tax differences,
the following reclassification was made: accumulated net investment loss has
been decreased by $25,145, resulting in a reclassification adjustment to
decrease accumulated capital gains by $25,145. This reclassification has no
effect on net assets or net asset value per share.
The following information is based upon the federal income tax cost of portfolio
investments of the Fund as of February 28, 1997:
Gross unrealized appreciation...............................$ 566,169
Gross unrealized depreciation................................( 360,386)
Net unrealized appreciation.................................$ 205,783
As of February 28, 1997, the tax cost basis of investments for the Fund
was $2,284,350.
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
2. Investment Transactions
During the fiscal year ended February 28, 1997, purchases and proceeds from
sales and maturities of investment securities, other than short-term
investments, amounted to $857,639 and $332,431, respectively.
3. Transactions with Affiliates
Certain officers of the Trust are also officers of Vector Money Management, Inc.
(the Adviser), Countrywide Fund Services, Inc. (CFS), the administrator,
transfer agent and accounting services agent for the Fund, or Countrywide
Investments, Inc. (Countrywide), the distributor and principal underwriter for
the Fund. Prior to February 28, 1997, CFS and Countrywide were formerly named
MGF Service Corp. and Midwest Group Financial Services, Inc., respectively.
INVESTMENT ADVISORY AGREEMENT
The Fund's investments are managed by the Adviser under the terms of an
Investment Advisory Agreement. Under the Investment Advisory Agreement, the
Fund pays the Adviser a fee, which is computed and accrued daily and
paid monthly at an annual rate of 0.875% on its average daily net assets.
The Adviser currently intends to waive its advisory fees and reimburse expenses
of the Fund to the extent necessary to limit the total operating expenses
of the Fund to 2.125% and 2.625% of average daily net assets for Class A and
Class C shares, respectively. Accordingly, for the fiscal year ended February
28, 1997, the Adviser waived its entire advisory fee and reimbursed
the Fund $55,363 for other operating expenses.
ADMINISTRATION AGREEMENT
Under the terms of an Administration Agreement in effect since June 1, 1996,
CFS supplies non-investment related administrative and compliance services for
the Fund. CFS supervises the preparation of tax returns, reports to
shareholders, reports to and filings with the Securities and Exchange
Commission and state securities commissions, and materials for meetings of the
Board of Trustees. For these services, CFS receives a monthly fee from the Fund
at an annual rate of 0.15% on its average daily net assets up to $50 million;
0.125% on the next $50 million of such net assets; and 0.10% on such net assets
in excess of $100 million, subject to a $1,000 minimum monthly fee.
However, CFS reduced the minimum monthly fee to $750 during the first six
months of the Agreement. During the fiscal year ended February 28, 1997, CFS
earned $7,500 of fees under the Agreement.
TRANSFER AGENT AND SHAREHOLDER SERVICING AGREEMENT
Under the terms of a Transfer Agent and Shareholder Servicing Agreement in
effect since June 1, 1996, CFS maintains the records of each shareholder's
account, answers shareholders' inquiries concerning their accounts,
processes purchases and redemptions of the Fund's shares, acts as dividend and
distribution disbursing agent and performs other shareholder service functions.
For these services, CFS receives a monthly fee based on the number
of shareholder accounts in the Fund, subject to a $2,000 minimum monthly fee.
However, CFS reduced the minimum monthly fee to $1,500 during the first six
months of the Agreement. In addition, the Fund pays out-of-pocket expenses,
including but not limited to, postage and supplies. For the fiscal year
ended February 28, 1997, CFS earned $15,000 of fees under the Agreement.
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
ACCOUNTING SERVICES AGREEMENT
Under the terms of an Accounting Services Agreement in effect since June 1,
1996, CFS calculates the daily net asset value per share and maintains the
financial books and records of the Fund. For these services, CFS receives
a monthly fee of $2,000 from the Fund. However, CFS reduced the monthly fee to
$1,500 during the first six months of the Agreement. During the fiscal year
ended February 28, 1997, CFS earned $15,000 of fees under the Agreement.
DISTRIBUTION PLAN AND UNDERWRITING AGREEMENT
Under the terms of an Underwriting Agreement with the Trust, Countrywide is the
national distributor for the Fund and may sell Fund shares to or through
qualified securities dealers or others. During the fiscal year ended
February 28, 1997, Countrywide earned $644 from underwriting and broker
commissions on the sale of Fund shares. The Trust has adopted a Distribution
Plan (the Plan) for the Fund pursuant to Rule 12b-1 under the 1940 Act. The
Plan provides that the Fund may incur certain costs related to the distribution
of Fund shares, not to exceed 0.50% and 1.00% of average daily net assets for
Class A shares and Class C shares, respectively. For the fiscal year ended
February 28, 1997, the Fund incurred $8,519 and $6,900 of distribution expenses
on Class A shares and Class C shares, respectively, under the Plan.
PRIOR ADMINISTRATION AGREEMENT
Prior to June 1, 1996, The Nottingham Company (TNC) provided the administrative,
transfer agent, shareholder recordkeeping and accounting services referred to
above. As compensation for its administrative services, TNC received a fee at
an annual rate of 0.20% of the Fund's first $50 million of average net assets,
0.175% on the next $50 million of such assets, and 0.15% of such assets over
$100 million. In addition, TNC received a monthly fee of $2,750 for accounting
and recordkeeping services and a monthly fee for shareholder servicing. Under
the contract with TNC, the Fund was subject to a minimum monthly fee for all
services of $3,000. During the three months ended May 31, 1997, TNC received
$10,320 of fees under the contract. Certain Trustees and officers of
the Fund prior to June 1, 1996, were also officers of TNC.
<PAGE>
REGIONAL OPPORTUNITY FUND:
Ohio, Indiana, Kentucky
Annual Report
February 28, 1997
Investment Adviser Administrator
CityFund Advisory, Inc. Countrywide Fund Services, Inc.
P.O. Box 54944 312 Walnut Street
Cincinnati, OH 45254-0944 P.O. Box 5354
1.513.624.5900 Cincinnati, Ohio 45202-5354
1.800.543.8721
Shareholder Services
1.800.580.4820
<PAGE>
Regional
Opportunity
f u n d
- -------------------------------------------------------------------------------
series one: Ohio, Indiana, Kentucky
April 28, 1997
Fellow Shareholder:
The past year has been a very busy and productive time. A lot of changes
occurred during this time. We moved all day to day back office operation of
the Fund to Countywide Fund Services, Inc., a Cincinnati based company. The
name changed from The Greater Cincinnati Fund to the Regional Opportunity Fund:
Ohio, Indiana, Kentucky Series. We felt the change would prevent us from
being confused with the Greater Cincinnati Foundation, one of Cincinnati's
oldest and most respected charitable organizations. The Class B Shares became
available for purchase in July and have already surpassed the Class A shares.
A toll free shareholders and 24-hour account balance system has been added to
better serve shareholder request. Overall we have improved service tremendously
and will continue to attempt to fulfill any shareholder's request for
information.
The Fund's assets have increased just over 51% as more people begin to see the
value of investing close to home. The total return of the Class A shares was
6.32% for the fiscal year ending Feb. 28, 1997. The market overall experienced
a turn around. Sector rotation has occurred with money managers moving to
larger company stocks and cash equivalents while the smaller companies and
technology sectors have had a correction since the beginning of the year.
Our approach to 1997 is to keep cash available to be able to make value
purchases, place an emphasis on earnings as they have become so sensitive to
the industry and continue to be well diversified into different sectors of the
market. We currently invest in 22 different sectors and will continue to keep
the portfolio spread out to reduce undue risk from investing in a single
industry.
I look forward to serving your needs in 1997 and hope that you would feel free
to call me directly should you have any questions at (513) 624-5901.
Sincerely,
/s/ Jasen M. Snelling
Jasen M. Snelling
President
<PAGE>
A representation of the graphic material contained in the Regional Opportunity
Fund: Ohio, Indiana, Kentucky Annual Report is set forth below:
Comparison of the Change in Value of a $10,000 Investment in the Regional
Opportunity Fund: Ohio, Indiana, Kentucky* and the S&P 500 Index
S&P 500 INDEX: (w/ reinvested divds)
QTRLY
DATE RETURN BALANCE
01/03/95 10,000
03/31/95 9.74% 10,974
06/30/95 9.55% 12,021
09/30/95 7.95% 12,977
12/31/95 6.02% 13,758
03/31/96 5.37% 14,496
06/30/96 4.49% 15,147
09/30/96 3.09% 15,615
12/31/96 8.34% 16,917
02/28/97 7.08% 18,115
REGIONAL OPPORTUNITY FUND:
QTRLY
DATE RETURN BALANCE
01/03/95 9,600
03/31/95 2.83% 9,872
06/30/95 5.43% 10,407
09/30/95 3.15% 10,735
12/31/95 5.08% 11,280
03/31/96 4.08% 11,741
06/30/96 3.76% 12,182
09/30/96 0.84% 12,284
12/31/96 -2.52% 11,975
02/28/97 0.98% 12,092
Past performance is not predictive of future performance.
Regional Opportunity Fund: Ohio, Indiana, Kentucky
Average Annual Total Returns
1 Year Since Inception*
Class A 2.07% 9.22%
*The chart above represents performance of Class A shares only, which will
differ from the performance of Class B shares based on differences in loads
and fees paid by shareholders in the different classes. Fund inception was
January 3, 1995, and the initial public offering of Class B shares commenced
on July 24, 1996.
<PAGE>
KPMG Peat Marwick LLP
1600 PNC Center
201 East Fifth Street
Cincinnati, OH 45202
Dayton, OH
Independent Auditors' Report
----------------------------
The Board of Trustees and Shareholders
The Maplewood Investment Trust:
We have audited the accompanying statement of assets and liabilities, including
the portfolio of investments, of the Regional Opportunity Fund: Ohio, Indiana,
Kentucky (the "Fund"), a series of the Maplewood Investment Trust, as of
February 28, 1997, and the related statement of operations for the year then
ended, and 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
February 28, 1997 and 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 28, 1997 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
Regional Opportunity Fund: Ohio, Indiana, Kentucky as of February 28, 1997,
the results of its operations for the year then ended, and the changes in its
net assets for each of the two years in the period then ended, and financial
highlights for the years ended February 28, 1997 and 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
Cincinnati, Ohio
March 21, 1997
Member Firm of
Klynveld Peat Marwick Goerdeler
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
STATEMENT OF ASSETS AND LIABILITIES
February 28, 1997
<TABLE>
<C> <C>
ASSETS
Investments in securities, at value (cost $774,032) (Note 1) $ 901,749
Investments in repurchase agreements (Note 1) 213,000
Cash 151
Receivable for capital shares sold 9,367
Dividends and interest receivable 468
Organization expenses, net (Note 1) 27,404
Receivable from Adviser (Note 3) 11,980
Other assets 1,659
TOTAL ASSETS 1,165,778
---------
LIABILITIES
Payable for capital shares redeemed 75
Payable to Administrator (Note 3) 5,000
Other accrued expenses and liabilities 12,520
TOTAL LIABILITIES 17,595
NET ASSETS $ 1,148,183
==========
Net assets consist of:
Capital shares $ 1,071,626
Accumulated net realized losses from security transactions (51,160)
Net unrealized appreciation on investments 127,717
Net assets $ 1,148,183
=========
PRICING OF CLASS A SHARES
Net assets applicable to Class A shares $ 502,116
=======
Shares of beneficial interest outstanding (unlimited number of shares
authorized, no par value) 44,111
======
Net asset value and redemption price per share (Note 1) $ 11.38
=====
Maximum offering price per share (Note 1) $ 11.85
=====
PRICING OF CLASS B SHARES
Net assets applicable to Class B shares $ 646,067
=======
Shares of beneficial interest outstanding (unlimited number of shares
authorized, no par value) 57,041
======
Net asset value, offering price and redemption price per share (Note 1) $ 11.33
=====
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
STATEMENT OF OPERATIONS
For the Year Ended February 28, 1997
<TABLE>
<C> <C>
INVESTMENT INCOME
Dividends $ 6,168
Interest 8,573
TOTAL INVESTMENT INCOME 14,741
------
EXPENSES
Accounting services fees (Note 3) 21,000
Shareholder services and transfer agent fees (Note 3) 12,979
Professional fees 12,231
Investment advisory fees (Note 3) 11,179
Amortization of organization expenses (Note 1) 9,691
Administration fees (Note 3) 8,721
Trustees' fees and expenses 6,982
Postage and supplies 5,175
Printing of shareholder reports 4,360
Custodian fees 3,471
Registration fees 2,557
Distribution expenses, Class A (Note 3) 1,131
Distribution expenses, Class B (Note 3) 1,335
Other expenses 2,899
TOTAL EXPENSES 103,711
Fees waived and expenses reimbursed by the Adviser (Note 3) (84,773)
NET EXPENSES 18,938
------
NET INVESTMENT LOSS (4,197)
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS
Net realized losses from security transactions (31,644)
Net change in unrealized appreciation/depreciation on investments 93,881
NET REALIZED AND UNREALIZED GAINS ON INVESTMENTS 62,237
NET INCREASE IN NET ASSETS FROM OPERATIONS $ 58,040
======
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
STATEMENTS OF CHANGES IN NET ASSETS
For the Years Ended February 28, 1997 and February 29, 1996
<TABLE>
<C> <C> <C>
Year Year
Ended Ended
Feb. 28, 1997 Feb. 29, 1996
FROM OPERATIONS:
Net investment income (loss) $ (4,197) $ 5,233
Net realized gains (losses) from security transactions (31,644) 51,230
Net change in unrealized appreciation/depreciation
on investments 93,881 34,016
Net increase in net assets from operations 58,040 90,479
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income, Class A (1,329) (4,068)
From net investment income, Class B -- (1)
From net realized gains, Class A -- (36,825)
From net realized gains, Class B -- (6)
In excess of net realized gains, Class A (28,448) --
In excess of net realized gains, Class B (5,508) --
Decrease in net assets from distributions to shareholders (35,285) (40,900)
FROM CAPITAL SHARES TRANSACTIONS (A):
CLASS A
Proceeds from shares sold 265,034 491,234
Net asset value of shares issued in reinvestment
of distributions to shareholders 29,310 27,909
Payments for shares redeemed (571,153) (42,344)
Net increase (decrease) in net assets from
from Class A share transactions (276,809) 476,799
CLASS B
Proceeds from shares sold 637,320 100
Net asset value of shares issued in reinvestment
of distributions to shareholders 5,508 8
Payments for shares redeemed (75) --
Net increase in net assets from
Class B share transactions 642,753 108
Net increase from capital shares transactions 365,944 476,907
TOTAL INCREASE IN NET ASSETS 388,699 526,486
NET ASSETS:
Beginning of year 759,484 232,998
End of year $ 1,148,183 $ 759,484
(A)Summary of capital share activity:
Class A
Shares sold 22,449 45,877
Shares issued in reinvestment of distributions to shareholder 2,617 2,514
Shares redeemed (49,297) (3,351)
Net increase (decrease) in shares outstanding (24,231) 45,040
Shares outstanding, beginning of period 68,342 23,302
Shares outstanding, end of period 44,111 68,342
Class B
Shares sold 56,543 10
Shares issued in reinvestment of distributions to shareholder 494 1
Shares redeemed (7) --
Net increase in shares outstanding 57,030 11
Shares outstanding, beginning of period 11 --
Shares outstanding, end of period 57,041 11
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
FINANCIAL HIGHLIGHTS
<TABLE>
Selected Per Share Data and Ratios for a Share Outstanding Throughout Each Period
<C> <C> <C> <C> <C>
CLASS A CLASS B
Year Year Period Period
Ended Ended Ended Ended
Feb. 28, 1997 Feb. 29, 1996 Feb. 28, 1995(A) Feb. 28, 1997(B)
Net asset value at beginning of period $ 11.11 $ 10.00 $ 10.00 $ 10.46
Income from investment operations:
Net investment income (loss) (0.06) 0.10 0.01 (0.02)
Net realized and unrealized gains (losses)
on investments 0.76 1.74 (0.01) 1.30
Total from investment operations 0.70 1.84 0.00 1.28
Less distributions:
Dividends from net investment income (0.02) (0.09) -- --
Distributions from net realized gains (0.41) (0.64) -- (0.41)
Total distributions (0.43) (0.73) -- (0.41)
Net asset value at end of period $ 11.38 $ 11.11 $ 10.00 $ 11.33
Total return (C) 6.32% 18.41% 0.00% 12.25%
Net assets at end of period $ 502,116 $ 759,366 $ 232,998 $ 646,067
Ratio of expenses to average net assets:
Before expense reimbursement and waived fees 11.50% 18.26% 80.88%(E) 12.14%(E)
After expense reimbursement and waived fees 2.02% 2.23% 2.05%(E) 2.66%(E)
Ratio of net investment income (loss) to average net assets:
Before expense reimbursement and waived fees (9.85)% (15.08)% (77.35)% (E) (10.52)% (E)
After expense reimbursement and waived fees (0.37)% 0.96% 1.54%(E) (1.04)% (E)
Portfolio turnover rate 39% 108% 0% 39%(E)
Average commission rate per share (D) $ 0.0630 -- -- $ 0.0630
(A)Represents the period from the commencement of operations (January 3, 1995)
through February 28, 1995.
(B)Represents the period from the first public offering to shareholders (July
24, 1996) through February 28, 1997. Class B shares were initially purchased
on April 10, 1995 by the Advisor, who subsequently redeemed the initial
shares on March 13, 1996.
(C)The total returns shown do not include the effect of applicable sales loads.
(D)For fiscal years beginning in 1997, the Fund is required to disclose its
average commission rate paid per share for purchases and sales of investment
securities.
(E)Annualized.
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
PORTFOLIO OF INVESTMENTS
February 28, 1997
Shares Value
COMMON STOCKS - 78.5%
Airlines - 2.9%
1,237 Comair Holdings, Inc. $ 25,513
100 Delta Air Lines, Inc. 8,050
33,563
Communications - 5.9%
800 Aspect Telecommunications Corp. (a) 19,900
750 Brightpoint, Inc. (a) 20,250
500 U.S Robotics Corp. (a) 27,906
68,056
Computers & Information - 4.5%
500 Compaq Computer Corp. (a) 39,625
500 Pomeroy Computer Resources, Inc. (a) 12,375
52,000
Consumer Services - 2.3%
600 ABR Information Services, Inc. (a) 14,025
500 Romac International, Inc. (a) 12,875
26,900
Electrical Components - 2.7%
750 Diebold, Inc. 31,500
Food - 1.3%
600 Papa John's International, Inc. (a) 14,625
Health Care Providers - 4.3%
600 Genesis Health Ventures, Inc. (a) 20,775
1,500 Res-Care, Inc. (a) 28,875
49,650
Heavy Machinery - 1.9%
1,200 JLG Industries, Inc. 22,200
Home Construction - 1.8%
1,000 Coachmen Industries, Inc. 20,250
Household Products, Nondurable - 2.4%
230 The Proctor & Gamble Co. 27,628
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
PORTFOLIO OF INVESTMENTS
February 28, 1997
Shares Value
Industrial and Commercial Services - 5.5%
280 Cintas Corp. 15,120
600 Omnicare, Inc. 15,900
450 Paychex, Inc. 19,575
500 Primark Corp. (a) 12,438
63,033
Media Publishing - 2.0%
500 Central Newspapers, Inc. - Class A 23,000
Medical Supplies - 3.1%
400 Guidant Corp. 26,800
225 Hillenbrand Industries, Inc. 8,466
35,266
Pharmaceuticals - 12.3%
400 Johnson & Johnson 23,050
900 Jones Medical Industries, Inc. 27,225
300 Eli Lilly & Co. 26,212
400 Merk & Co., Inc. 36,800
300 Pfizer, Inc. 27,488
140,775
Railroads - 1.2%
300 CSX Corp. 13,838
Regional Banks - 6.9%
500 Banc One Corp. 22,062
1,455 Star Banc Corp. 57,109
79,171
Retailers, Drug-Based - 2.4%
450 Cardinal Health, Inc. 27,675
Retailers, Specialty - 2.9%
600 Boise Cascade Office Products Corp. (a) 13,275
1,000 CompUSA, Inc. (a) 20,000
33,275
Semiconductor & Related - 3.3%
1,000 Micron Technology, Inc. 37,500
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
PORTFOLIO OF INVESTMENTS
February 28, 1997
Shares Value
Software & Processing - 3.5%
750 Analytical Surveys, Inc. (a) $ 8,719
500 Compuware Corp. (a) 31,125
39,844
Telephone Systems - 5.4%
1,000 Cincinnati Bell, Inc. 62,000
Total Common Stocks (Cost $774,032) $ 901,749
Face
Value Value
REPURCHASE AGREEMENTS (b) - 18.6%
$ 213,000 Fifth Third Bank, 4.80%, dated 2/28/1997,
due 3/3/1997, repurchase proceeds $213,085
(cost $213,000) $ 213,000
Total Investments and Repurchase Agreements
at Value - 97.1% $ 1,114,749
Other Assets in Excess of Liabilities - 2.9% 33,434
Net Assets - 100.0% $ 1,148,183
(a) Non-income producing securities.
(b) Repurchase agreement is fully collateralized by $218,000 par value FHLMC
Pool #G10452, 7.00%, due 2/1/2011.
See accompanying notes to the financial statements.
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
<TABLE>
<C> <C>
1. Significant Accounting Policies
The Regional Opportunity Fund: Ohio, Indiana, Kentucky (the Fund), formerly The Greater Cincinnati Fund, is a
non-diversified, open-end series of the Maplewood Investment Trust (the Trust), formerly the Nottingham Investment
Trust, a registered management investment company under the Investment Company Act of 1940 (the 1940 Act).
The Trust was organized as a Massachusetts business trust on August 12, 1992. The Fund began operations on
January 3, 1995.
The Fund's investment objective is to provide long-term capital growth by investing primarily in common stocks
and other equity securities of publicly-traded companies headquartered in Greater Cincinnati and the Cincinnati
tri-state region, and those companies having a significant presence in the region.
The Fund offers two classes of shares: Class A shares (sold subject to a maximum front-end sales load of 4% and
a distribution fee of up to .25% of average daily net assets of the class) and Class B shares (sold subject to a
contingent deferred sales load if redeemed within five years from the date of purchase and a distribution fee of up
to 1% of average daily net assets of the class). Each Class A and Class B share of the Fund represents identical
interests in the Fund's investment portfolio and has the same rights, except that (i) Class B shares bear the expenses
of higher distribution fees, which is expected to cause Class B shares to have a higher expense ratio and to pay
lower dividends than Class A shares; and (ii) each class has exclusive voting rights with respect to matters relating
to its own distribution arrangements.
The following is a summary of the Fund's significant accounting policies:
Securities valuation -- The Fund's portfolio securities are valued as of the close of business of the regular session
of the New York Stock Exchange (currently 4:00 p.m., Eastern time). Securities which are traded over-the-counter
are valued at the last sales price, if available, otherwise, at the last quoted bid price. Securities traded on a national
stock exchange are valued based upon the closing price on the principal exchange where the security is traded.
Repurchase agreements -- The Fund generally invests its cash reserves by entering into repurchase agreements with
its custodian bank. The repurchase agreement, which is collateralized by U.S. Government obligations, is valued
at cost which, together with accrued interest, approximates market. At the time the Fund enters into the repurchase
agreement, the seller agrees that the value of the underlying securities, including accrued interest, will at all times
be equal to or exceed the face amount of the repurchase agreement. In addition, the Fund actively monitors and
seeks additional collateral, as needed.
Share valuation -- The net asset value per share of each class of shares of the Fund is calculated daily by dividing
the total value of the Fund's assets attributable to that class, less liabilities attributable to that class, by the number
of shares of that class outstanding. The maximum offering price of Class A shares of the Fund is equal to net asset
value per share plus a sales load equal to 4.17% of the net asset value (or 4% of the offering price). The offering
price of Class B shares is equal to the net asset value per share.
The redemption price per share of Class A shares is equal to the net asset value per share. Class B shares are
subject to a contingent deferred sales load if redeemed within a five-year period from the date of purchase. The
charge declines from 5% to 0% over a five year period.
</TABLE>
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
<TABLE>
<C> <C>
Investment income -- Interest income is accrued as earned. Dividend income is recorded on the ex-dividend date.
Distributions to shareholders -- Dividends arising from net investment income, if any, are declared and paid annually
to shareholders of the Fund. Net realized short-term capital gains, if any, may be distributed throughout the year
and net realized long-term capital gains, if any, are distributed at least once each year. Income distributions and
capital gain distributions are determined in accordance with income tax regulations.
Organization expenses -- Expenses of organization have been capitalized and are being amortized on a straight-line
basis over five years. 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.
Security transactions -- Security transactions are accounted for on trade date. Securities sold are valued on a specific
identification basis.
Allocation between classes -- Investment income earned by the Fund and realized and unrealized gains and losses
on investments are allocated daily to each class of shares based upon its proportionate share of total net assets of
the Fund. Distribution expenses are charged directly to the class incurring the expense. Common expenses which
are not attributable to a specific class are allocated daily to each class of shares based upon its proportionate share
of total net assets of the Fund.
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
at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.
Actual results could differ from those estimates.
Federal income tax -- It is the Fund's policy to comply with the special provisions of the Internal Revenue Code
applicable to regulated investment companies. As provided therein, in any fiscal year in which a Fund so qualifies
and distributes at least 90% of its taxable net income, the Fund (but not the shareholders) will be relieved of federal
income tax on the income distributed. Accordingly, no provision for income taxes has been made.
In order to avoid imposition of the excise tax applicable to regulated investment companies, it is also the Fund's
intention to declare as dividends in each calendar year at least 98% of its net investment income (earned during the
calendar year) and 98% of its net realized capital gains (earned during the twelve months ended October 31) plus
undistributed amounts from prior years.
Net investment income (loss) and net realized gains (losses) may differ for financial statement and tax purposes
primarily due to wash sales and net operating losses. The character of distributions made during the period from
net investment income or net realized gains, if any, may differ from their ultimate characterization for federal
income tax purposes. On the statement of assets and liabilities, as a result of permanent book-to-tax differences,
the following reclassification was made: accumulated net investment loss has been decreased by $4,112,
accumulated capital loss has been decreased by $41, resulting in a reclassification adjustment to decrease paid-in
capital by $4,153. This reclassification has no effect on net assets or net asset value per share.
</TABLE>
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
<TABLE>
<C> <C>
The following information is based upon the federal income tax cost of portfolio investments of the Fund as of
February 28, 1997:
Gross unrealized appreciation....................................................$ 174,187
Gross unrealized depreciation...................................................( 46,470)
Net unrealized appreciation......................................................$ 127,717
As of February 28, 1997, the tax cost basis of investments for the Fund was $774,032 and the Fund had $51,160
of capital loss carryforwards for federal income tax purposes, none of which expire prior to February 28, 2006.
These capital loss carryforwards may be utilized in future years to offset net realized capital gains prior to
distributing such gains to shareholders.
2. Investment Transactions
During the fiscal year ended February 28, 1997, purchases and proceeds from sales and maturities of investment
securities, other than short-term investments, amounted to $522,422 and $291,462, respectively.
3. Transactions with Affiliates
Certain officers of the Trust are also officers of CityFund Advisory, Inc. (the Adviser), Countrywide Fund Services,
Inc. (CFS), the administrator, transfer agent and accounting services agent for the Fund, or Countrywide
Investments, Inc. (Countrywide), the distributor and principal underwriter for the Fund. Prior to February 28, 1997,
CFS and Countrywide were formerly named MGF Service Corp. and Midwest Group Financial Services, Inc.,
respectively.
INVESTMENT ADVISORY AGREEMENT
The Fund's investments are managed by the Adviser under the terms of an Investment Advisory Agreement. Under
the Investment Advisory Agreement, the Fund pays the Adviser a fee, which is computed and accrued daily and
paid monthly at an annual rate of 1.25% on its average daily net assets. The Adviser currently intends to waive
its advisory fees and reimburse expenses of the Fund to the extent necessary to limit the total operating expenses
of the Fund to 1.95% and 2.70% of average daily net assets for Class A shares and Class B shares, respectively.
Prior to June 1, 1996, expenses of Class A shares were limited to 2.25% of average daily net assets. Accordingly,
for the fiscal year ended February 28, 1997, the Adviser waived its entire advisory fee and reimbursed the Fund
$73,594 for other operating expenses.
ADMINISTRATION AGREEMENT
Under the terms of an Administration Agreement in effect since June 1, 1996, CFS supplies non-investment related
administrative and compliance services for the Fund. CFS supervises the preparation of tax returns, reports to
shareholders, reports to and filings with the Securities and Exchange Commission and state securities commissions,
and materials for meetings of the Board of Trustees. For these services, CFS receives a monthly fee from the Fund
at an annual rate of 0.15% on its average daily net assets up to $50 million; 0.125% on the next $50 million of such
net assets; and 0.10% on such net assets in excess of $100 million, subject to a $1,000 minimum monthly fee.
However, CFS reduced the minimum monthly fee to $750 during the first six months of the Agreement. During
the fiscal year ended February 28, 1997, CFS earned $7,500 of fees under the Agreement.
<PAGE>
</TABLE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
<TABLE>
<C> <C>
TRANSFER AGENT AND SHAREHOLDER SERVICING AGREEMENT
Under the terms of a Transfer Agent and Shareholder Servicing Agreement in effect since June 1, 1996, CFS
maintains the records of each shareholder's account, answers shareholders' inquiries concerning their accounts,
processes purchases and redemptions of the Fund's shares, acts as dividend and distribution disbursing agent and
performs other shareholder service functions. For these services, CFS receives a monthly fee based on the number
of shareholder accounts in the Fund, subject to a $1,000 minimum monthly fee. However, CFS reduced the
minimum monthly fee to $750 during the first six months of the Agreement. In addition, the Fund pays out-of-
pocket expenses, including but not limited to, postage and supplies. During the fiscal year ended February 28, 1997,
CFS earned $12,750 of fees under the Agreement.
ACCOUNTING SERVICES AGREEMENT
Under the terms of an Accounting Services Agreement in effect since June 1, 1996, CFS calculates the daily net
asset value per share and maintains the financial books and records of the Fund. For these services, CFS receives
a monthly fee of $2,000 from the Fund. However, CFS reduced the monthly fee to $1,500 during the first six
months of the Agreement. During the fiscal year ended February 28, 1997, CFS earned $15,000 of fees under the
Agreement.
DISTRIBUTION PLAN AND UNDERWRITING AGREEMENT
Under the terms of an Underwriting Agreement with the Trust, Countrywide is the national distributor for the Fund
and may sell Fund shares to or through qualified securities dealers or others. During the fiscal year ended
February 28, 1997, Countrywide earned $3,425 from underwriting and broker commissions on the sale of Fund
shares. The Trust has adopted a Distribution Plan (the Plan) for the Fund pursuant to Rule 12b-1 under the 1940
Act. The Plan provides that the Fund may incur certain costs related to the distribution of Fund shares, not to
exceed 0.25% and 1.00% of average daily net assets for Class A shares and Class B shares, respectively. For the
fiscal year ended February 28, 1997, the Fund incurred $1,131 and $1,335 of distribution expenses for Class A
shares and Class B shares, respectively, under the Plan.
PRIOR ADMINISTRATION AGREEMENT
Prior to June 1, 1996, The Nottingham Company (TNC) provided the administrative, transfer agent, shareholder
recordkeeping and accounting services referred to above. As compensation for its administrative services, TNC
received a fee at an annual rate of 0.20% of the Fund's first $50 million of average net assets, 0.175% on the next
$50 million of such assets, and 0.15% of such assets over $100 million. In addition, TNC received a monthly fee
of $2,000 for accounting and recordkeeping services and a monthly fee for shareholder servicing. Under the
contract with TNC, the Fund was subject to a minimum monthly fee for all services of $3,000. During the three
months ended May 31, 1996, TNC received $9,000 of fees under the contract. Certain Trustees and officers of the
Fund prior to June 1, 1996, were also officers of TNC.
</TABLE>
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<ARTICLE> 6
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<NAME> MAPLEWOOD INVESTMENT TRUST
<SERIES>
<NUMBER> 1
<NAME> AMELIA EARHART: EAGLE EQUITY FUND
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> FEB-28-1997
<PERIOD-END> FEB-28-1997
<INVESTMENTS-AT-COST> 1,847,620
<INVESTMENTS-AT-VALUE> 2,586,563
<RECEIVABLES> 4,659
<ASSETS-OTHER> 10,023
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 2,601,245
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 7,613
<TOTAL-LIABILITIES> 7,613
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 1,919,897
<SHARES-COMMON-STOCK> 133,287
<SHARES-COMMON-PRIOR> 104,238
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (65,208)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 738,943
<NET-ASSETS> 2,593,632
<DIVIDEND-INCOME> 8,748
<INTEREST-INCOME> 13,212
<OTHER-INCOME> 0
<EXPENSES-NET> 39,028
<NET-INVESTMENT-INCOME> (17,068)
<REALIZED-GAINS-CURRENT> (65,208)
<APPREC-INCREASE-CURRENT> 387,956
<NET-CHANGE-FROM-OPS> 305,680
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 33,674
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 36,481
<NUMBER-OF-SHARES-REDEEMED> 9,228
<SHARES-REINVESTED> 1,796
<NET-CHANGE-IN-ASSETS> 811,898
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 33,751
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 20,680
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 117,171
<AVERAGE-NET-ASSETS> 2,067,974
<PER-SHARE-NAV-BEGIN> 17.09
<PER-SHARE-NII> (.13)
<PER-SHARE-GAIN-APPREC> 2.78
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> .28
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 19.46
<EXPENSE-RATIO> 1.89
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
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<CIK> 0000891522
<NAME> MAPLEWOOD INVESTMENT TRUST
<SERIES>
<NUMBER> 21
<NAME> THE CAROLINASFUND (INVESTOR SHARES)
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> FEB-28-1997
<PERIOD-END> FEB-28-1997
<INVESTMENTS-AT-COST> 2,895,356
<INVESTMENTS-AT-VALUE> 3,352,831
<RECEIVABLES> 113,821
<ASSETS-OTHER> 28,970
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 3,495,622
<PAYABLE-FOR-SECURITIES> 41,521
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 12,800
<TOTAL-LIABILITIES> 54,321
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 3,036,958
<SHARES-COMMON-STOCK> 202,553
<SHARES-COMMON-PRIOR> 152,513
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (53,132)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 457,475
<NET-ASSETS> 3,441,301
<DIVIDEND-INCOME> 53,558
<INTEREST-INCOME> 2,217
<OTHER-INCOME> 0
<EXPENSES-NET> 59,993
<NET-INVESTMENT-INCOME> (4,218)
<REALIZED-GAINS-CURRENT> (53,045)
<APPREC-INCREASE-CURRENT> 256,182
<NET-CHANGE-FROM-OPS> 198,919
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 279
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 107,377
<NUMBER-OF-SHARES-REDEEMED> 57,358
<SHARES-REINVESTED> 21
<NET-CHANGE-IN-ASSETS> 1,518,911
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 265
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 27,685
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 146,137
<AVERAGE-NET-ASSETS> 2,546,663
<PER-SHARE-NAV-BEGIN> 12.44
<PER-SHARE-NII> (.02)
<PER-SHARE-GAIN-APPREC> .94
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 13.36
<EXPENSE-RATIO> 2.22
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000891522
<NAME> MAPLEWOOD INVESTMENT TRUST
<SERIES>
<NUMBER> 22
<NAME> THE CAROLINASFUND (INSTITUTIONAL SHARES)
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> FEB-28-1997
<PERIOD-END> FEB-28-1997
<INVESTMENTS-AT-COST> 2,895,356
<INVESTMENTS-AT-VALUE> 3,352,831
<RECEIVABLES> 113,821
<ASSETS-OTHER> 28,970
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<TOTAL-ASSETS> 3,495,622
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<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 12,800
<TOTAL-LIABILITIES> 54,321
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 3,036,958
<SHARES-COMMON-STOCK> 54,234
<SHARES-COMMON-PRIOR> 1,955
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (53,132)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 457,475
<NET-ASSETS> 3,441,301
<DIVIDEND-INCOME> 53,558
<INTEREST-INCOME> 2,217
<OTHER-INCOME> 0
<EXPENSES-NET> 59,993
<NET-INVESTMENT-INCOME> (4,218)
<REALIZED-GAINS-CURRENT> (53,045)
<APPREC-INCREASE-CURRENT> 256,182
<NET-CHANGE-FROM-OPS> 198,919
<EQUALIZATION> 0
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<ACCUMULATED-GAINS-PRIOR> 265
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<OVERDIST-NET-GAINS-PRIOR> 0
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<PER-SHARE-NAV-BEGIN> 12.57
<PER-SHARE-NII> .01
<PER-SHARE-GAIN-APPREC> .97
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 13.55
<EXPENSE-RATIO> 1.73
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000891522
<NAME> MAPLEWOOD INVESTMENT TRUST
<SERIES>
<NUMBER> 51
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<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> FEB-28-1997
<PERIOD-END> FEB-28-1997
<INVESTMENTS-AT-COST> 2,284,350
<INVESTMENTS-AT-VALUE> 2,490,133
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<PAID-IN-CAPITAL-COMMON> 2,279,147
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<OVERDISTRIBUTION-NII> 0
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<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 205,783
<NET-ASSETS> 2,498,988
<DIVIDEND-INCOME> 29,138
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 54,283
<NET-INVESTMENT-INCOME> (25,145)
<REALIZED-GAINS-CURRENT> 39,221
<APPREC-INCREASE-CURRENT> 81,579
<NET-CHANGE-FROM-OPS> 95,655
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 14,597
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<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 130,635
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<PER-SHARE-NAV-BEGIN> 11.22
<PER-SHARE-NII> (.10)
<PER-SHARE-GAIN-APPREC> .76
<PER-SHARE-DIVIDEND> 0
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<PER-SHARE-NAV-END> 11.78
<EXPENSE-RATIO> 2.11
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000891522
<NAME> MAPLEWOOD INVESTMENT TRUST
<SERIES>
<NUMBER> 53
<NAME> MISSISSIPPI OPPORTUNITY FUND CLASS C
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> FEB-28-1997
<PERIOD-END> FEB-28-1997
<INVESTMENTS-AT-COST> 2,284,350
<INVESTMENTS-AT-VALUE> 2,490,133
<RECEIVABLES> 7,443
<ASSETS-OTHER> 28,783
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 2,526,359
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 27,371
<TOTAL-LIABILITIES> 27,371
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 2,279,147
<SHARES-COMMON-STOCK> 58,703
<SHARES-COMMON-PRIOR> 46,039
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 14,058
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 205,783
<NET-ASSETS> 2,498,988
<DIVIDEND-INCOME> 29,138
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<OTHER-INCOME> 0
<EXPENSES-NET> 54,283
<NET-INVESTMENT-INCOME> (25,145)
<REALIZED-GAINS-CURRENT> 39,221
<APPREC-INCREASE-CURRENT> 81,579
<NET-CHANGE-FROM-OPS> 95,655
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 7,156
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 55,923
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<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 21,735
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
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<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 130,635
<AVERAGE-NET-ASSETS> 691,351
<PER-SHARE-NAV-BEGIN> 11.17
<PER-SHARE-NII> (.16)
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</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000891522
<NAME> MAPLEWOOD INVESTMENT TRUST
<SERIES>
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<NAME> REGIONAL OPPORTUNITY FUND: OHIO INDIANA KENTUCKY CLASS A
<S> <C>
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<FISCAL-YEAR-END> FEB-28-1997
<PERIOD-END> FEB-28-1997
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<TOTAL-LIABILITIES> 17,595
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 1,071,626
<SHARES-COMMON-STOCK> 44,111
<SHARES-COMMON-PRIOR> 68,342
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (51,160)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 127,717
<NET-ASSETS> 1,148,183
<DIVIDEND-INCOME> 6,168
<INTEREST-INCOME> 8,573
<OTHER-INCOME> 0
<EXPENSES-NET> 18,938
<NET-INVESTMENT-INCOME> (4,197)
<REALIZED-GAINS-CURRENT> (31,644)
<APPREC-INCREASE-CURRENT> 93,881
<NET-CHANGE-FROM-OPS> 58,040
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 1,329
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 28,448
<NUMBER-OF-SHARES-SOLD> 22,449
<NUMBER-OF-SHARES-REDEEMED> 49,297
<SHARES-REINVESTED> 2,617
<NET-CHANGE-IN-ASSETS> 388,699
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<ACCUMULATED-GAINS-PRIOR> 14,399
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
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<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 103,711
<AVERAGE-NET-ASSETS> 757,640
<PER-SHARE-NAV-BEGIN> 11.11
<PER-SHARE-NII> (.06)
<PER-SHARE-GAIN-APPREC> .76
<PER-SHARE-DIVIDEND> .02
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<AVG-DEBT-PER-SHARE> 0
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<ARTICLE> 6
<CIK> 0000891522
<NAME> MAPLEWOOD INVESTMENT TRUST
<SERIES>
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<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> FEB-28-1997
<PERIOD-END> FEB-28-1997
<INVESTMENTS-AT-COST> 987,032
<INVESTMENTS-AT-VALUE> 1,114,749
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<TOTAL-ASSETS> 1,165,778
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<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 17,595
<TOTAL-LIABILITIES> 17,595
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 1,071,626
<SHARES-COMMON-STOCK> 57,041
<SHARES-COMMON-PRIOR> 11
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (51,160)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 127,717
<NET-ASSETS> 1,148,183
<DIVIDEND-INCOME> 6,168
<INTEREST-INCOME> 8,573
<OTHER-INCOME> 0
<EXPENSES-NET> 18,938
<NET-INVESTMENT-INCOME> (4,197)
<REALIZED-GAINS-CURRENT> (31,644)
<APPREC-INCREASE-CURRENT> 93,881
<NET-CHANGE-FROM-OPS> 58,040
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 5,508
<NUMBER-OF-SHARES-SOLD> 56,543
<NUMBER-OF-SHARES-REDEEMED> 7
<SHARES-REINVESTED> 494
<NET-CHANGE-IN-ASSETS> 388,699
<ACCUMULATED-NII-PRIOR> 1,414
<ACCUMULATED-GAINS-PRIOR> 14,399
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 11,179
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 103,711
<AVERAGE-NET-ASSETS> 136,674
<PER-SHARE-NAV-BEGIN> 10.46
<PER-SHARE-NII> (.02)
<PER-SHARE-GAIN-APPREC> 1.30
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> .41
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 11.33
<EXPENSE-RATIO> 2.66
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<AVG-DEBT-PER-SHARE> 0
</TABLE>
