AMELIA EARHART: EAGLE EQUITY FUND
Semi-Annual Report
August 31, 1997
(Unaudited)
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
1.800.326.6580
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
STATEMENT OF ASSETS AND LIABILITIES
August 31, 1997
(Unaudited)
ASSETS
Investments in securities, at value (cost $799,728) (Note 1) $ 1,660,646
Cash 1,711
Receivable for capital shares sold 439
Dividends and interest receivable 448
Receivable from Adviser (Note 3) 5,699
Organization expenses, net (Note 1) 3,989
Other assets 4,228
TOTAL ASSETS 1,677,160
----------
LIABILITIES
Other accrued expenses and liabilities 4,413
TOTAL LIABILITIES 4,413
NET ASSETS $1,672,747
=========
Net assets consist of:
Paid-in capital 544,037
Accumulated net investment loss (11,692)
Accumulated net realized gains from security transactions 279,484
Net unrealized appreciation on investments 860,918
Net assets $1,672,747
==========
Shares of beneficial interest outstanding (unlimited number of shares
authorized, no par value) 65,671
===========
Net asset value and redemption price per share (Note 1) $ 25.47
===========
Maximum offering price per share (Note 1) $ 26.67
===========
See accompanying notes to the financial statements.
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
STATEMENT OF OPERATIONS
Six Months Ended August 31, 1997
(Unaudited)
INVESTMENT INCOME
Dividends $ 3,807
Interest 2,051
TOTAL INVESTMENT INCOME 5,858
---------
EXPENSES
Accounting services fees (Note 3) 12,000
Investment advisory fees (Note 3) 9,212
Administration fees (Note 3) 6,000
Shareholder services and transfer agent fees (Note 3) 6,000
Registration fees 5,066
Professional fees 4,198
Trustees' fees and expenses 4,025
Amortization of organization expenses (Note 1) 3,988
Custodian fees 2,362
Insurance expense 2,285
Printing of shareholder reports 1,991
Postage and supplies 1,188
Distribution expenses (Note 3) 297
Other expenses 539
-------
TOTAL EXPENSES 59,151
Fees waived and expenses reimbursed by the Adviser (Note 3) (41,601)
--------
NET EXPENSES 17,550
--------
NET INVESTMENT LOSS (11,692)
--------
REALIZED AND UNREALIZED GAINS ON INVESTMENTS
Net realized gains from security transactions 344,692
Net change in unrealized appreciation/depreciation on investments 121,975
--------
NET REALIZED AND UNREALIZED GAINS ON INVESTMENTS 466,667
--------
NET INCREASE IN NET ASSETS FROM OPERATIONS $ 454,975
=========
See accompanying notes to the financial statements.
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
STATEMENT OF CHANGES IN NET ASSETS
Periods Ended August 31, 1997 and February 28, 1997
<TABLE>
<S> <C> <C>
Six Months
Ended Year
Aug. 31, 1997 Ended
(Unaudited) Feb. 28, 1997
FROM OPERATIONS: ------------- --------------
Net investment loss $ (11,692) $ (17,068)
Net realized gains (losses) from security transactions 344,692 (65,208)
Net change in unrealized appreciation/depreciation
on investments 121,975 387,956
Net increase in net assets from operations 454,975 305,680
DISTRIBUTIONS TO SHAREHOLDERS:
From net realized gains from security transactions -- (33,674)
FROM CAPITAL SHARE TRANSACTIONS(A):
Proceeds from shares sold 13,768 674,650
Net asset value of shares issued in reinvestment
of distributions to shareholders -- 33,674
Payments for shares redeemed (1,389,628) (168,432)
Net increase (decrease) in net assets from capital share transactions (1,375,860) 539,892
TOTAL INCREASE (DECREASE) IN NET ASSETS (920,885) 811,898
NET ASSETS:
Beginning of period 2,593,632 1,781,734
End of period $ 1,672,747 $ 2,593,632
============== ==========
(A)Summary of capital share activity:
Shares sold 628 36,481
Shares issued in reinvestment of distributions to shareholders -- 1,796
Shares redeemed (68,244) (9,228)
Net increase (decrease) in shares outstanding (67,616) 29,049
Shares outstanding, beginning of period 133,287 104,238
Shares outstanding, end of period 65,671 133,287
======== ========
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
FINANCIAL HIGHLIGHTS
<TABLE>
Selected Per Share Data and Ratios for a Share Outstanding Throughout Each Period
<S> <C> <C> <C> <C> <C>
Six Months
Ended Year Year Year Year
Aug. 31, 1997 Ended Ended Ended Ended
(Unaudited) Feb. 28, 1997 Feb. 29, 1996 Feb. 28, 1995 Feb. 28, 1994
------------- -------------- ------------- ------------- -------------
Net asset value at beginning of period 19.46 17.09 13.44 12.25 10.00
----- ----- ----- ----- -----
Income from investment operations:
Net investment loss (0.18) (0.13) (0.12) (0.02) (0.07)
Net realized and unrealized gains
on investments 6.19 2.78 4.20 1.21 2.49
Total from investment operations 6.01 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 25.47 19.46 17.09 13.44 12.25
===== ====== ====== ====== =====
Total return (A) 30.88% 15.53% 30.59% 9.66% 24.39%
====== ====== ======= ====== ======
Net assets at end of year 1,672,747 2,593,632 1,781,734 820,139 244,385
========= ========= ========== ======== =========
Ratio of expenses to average net assets
Before expense reimbursement and waived fees 6.42%(C) 5.67% 8.53% 21.00% 24.60%
After expense reimbursement and waived fees 1.90%(C) 1.89% 1.90% 1.86% 1.85%
Ratio of net investment loss to average net assets (1.27)%(C) (0.83)% (0.86)% (0.17)% (0.72)%
Portfolio turnover rate 6%(C) 28% 64% 2% 48%
Average commission rate per share (B) 0.0600 0.0727 -- -- --
</TABLE>
(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.
(C)Annualized.
See accompanying notes to the financial statements.
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
PORTFOLIO OF INVESTMENTS
August 31, 1997
(Unaudited)
<TABLE>
<S> <C> <C>
Shares Value
COMMON STOCKS - 99.3%
Computers/Computer Technology Services - 27.4%
1,000 3Com Corp. (a) 49,938
1,250 Compaq Computer Corp. (a) 81,875
1,000 Data General Corp. (a) 35,938
2,000 Dell Computer Corp. (a) 164,125
1,000 Gateway 2000, Inc. (a) 39,125
1,800 Sun Microsystems, Inc. (a) 86,400
457,401
-------
Software & Processing - 26.2%
500 America Online, Inc. (a) 32,250
1,056 BMC Software, Inc. (a) 66,132
2,060 Cisco Systems, Inc. (a) 155,273
936 Microsoft Corp. (a) 123,727
1,592 Oracle Corp. (a) 60,676
438,058
-------
Communications - 12.3%
1,304 ADC Telecommunications, Inc. (a) 48,411
1,000 Newbridge Networks Corp. (a) 45,500
1,860 Tellabs, Inc. (a) 111,019
204,930
-------
Semiconductor & Related - 7.7%
1,404 Intel Corp. 129,343
-------
Industrial - 4.6%
500 AlliedSignal, Inc. 41,281
600 Caterpillar, Inc. 34,837
76,118
------
Financial Services - 4.1%
470 American Express Co., Inc. 36,541
500 Travelers, Inc. 31,750
68,291
-------
Drugs/Medical Equipment - 3.8%
700 Merck and Co., Inc. 64,269
------
<PAGE>
Industrial Technology, Inc. - 3.8%
852 Perkin-Elmer Corp. 63,048
------
Beverages - 2.7%
800 Coca-Cola Co. 45,850
------
Household Products (Non-Durable) - 2.4%
300 The Procter & Gamble Co. 39,919
-------
Conglomerates - 2.2%
600 General Electric Co. 37,500
------
Chemicals - 2.1%
700 Union Carbide Corp. 35,919
------
Total Common Stocks (Cost $799,728) 1,660,646
Total Investments
at Value - 99.3% 1,660,646
Other Assets in Excess of Liabilities - 0.7% 12,101
Net Assets - 100.0% 1,672,747
==========
</TABLE>
(a)Non-income producing security.
See accompanying notes to the financial statements.
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
NOTES TO FINANCIAL STATEMENTS
August 31, 1997
(Unaudited)
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), 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
August 31, 1997
(Unaudited)
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.
The following information is based upon the federal income tax cost of portfolio
investments of $799,728 as of August 31, 1997:
Gross unrealized appreciation.......$ 877,231
Gross unrealized depreciation........ ( 16,313)
-----------
Net unrealized appreciation..........$ 860,918
==========
As of February 28, 1997, 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 current or future years to
offset net realized capital gains prior to distributing such gains to
shareholders.
2. INVESTMENT TRANSACTIONS
During the six months ended August 31, 1997, purchases and proceeds from sales
and maturities of investment securities, other than short-term investments,
amounted to $55,748 and $980,392, respectively.
<PAGE>
AMELIA EARHART: EAGLE EQUITY FUND
NOTES TO FINANCIAL STATEMENTS
August 31, 1997
(Unaudited)
3. TRANSACTIONS WITH AFFILIATES
Certain officers of the Trust are also officers of Amelia Earhart Capital
Management, Inc. (the Adviser) or Countrywide Fund Services, Inc. (CFS), the
administrator, transfer agent and accounting services agent for the Fund.
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 six months ended August 31, 1997, the
Adviser waived its entire advisory fee and reimbursed the Fund $32,389 for other
operating expenses.
ADMINISTRATION AGREEMENT
Under the terms of an Administration Agreement, 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. During the six months ended August 31, 1997, CFS
earned $6,000 of fees under the Agreement.
TRANSFER AGENT AND SHAREHOLDER SERVICING AGREEMENT
Under the terms of a Transfer Agent and Shareholder Servicing Agreement, 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. In addition, the Fund pays out-of-pocket
expenses, including but not limited to, postage and supplies. During the six
months ended August 31, 1997, CFS earned $6,000 of fees under the Agreement.
ACCOUNTING SERVICES AGREEMENT
Under the terms of an Accounting Services Agreement, 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.
During the six months ended August 31, 1997, CFS earned $12,000 of fees under
the Agreement.
DISTRIBUTION PLAN
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 six months ended August 31, 1997, the Fund incurred
$297 of such expenses under the Plan.
<PAGE>
THE CAROLINASFUND
Semi-Annual Report
August 31, 1997
(Unaudited)
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
<PAGE>
The CarolinasFund
STATEMENT OF ASSETS AND LIABILITIES
August 31, 1997
(Unaudited)
<TABLE>
<S> <C>
ASSETS
Investments in securities, at value (cost $3,207,653) (Note 1) 4,124,338
Investments in repurchase agreements (Note 1) 26,000
Cash 818
Receivable for capital shares sold 13,742
Dividends and interest receivable 6,337
Receivable from Adviser (Note 3) 1,979
Organization expenses, net (Note 1) 21,728
Other assets 5,541
TOTAL ASSETS 4,200,483
---------
LIABILITIES
Payable for securities purchased 8,000
Other accrued expenses and liabilities 14,361
TOTAL LIABILITIES 22,361
NET ASSETS 4,178,122
=========
Net assets consist of:
Paid-in capital 3,308,784
Undistributed net investment income 1,264
Accumulated net realized losses from security transactions (48,611)
Net unrealized appreciation on investments 916,685
Net assets 4,178,122
==========
PRICING OF INVESTOR CLASS SHARES
Net assets applicable to Investor Class shares 3,236,127
=========
Shares of beneficial interest outstanding (unlimited number of shares
authorized, no par value) 215,351
=======
Net asset value and redemption price per share (Note 1) 15.03
========
Maximum offering price per share (Note 1) 15.58
========
PRICING OF INSTITUTIONAL CLASS SHARES
Net assets applicable to Institutional Class shares 941,995
========
Shares of beneficial interest outstanding (unlimited number of shares
authorized, no par value) 61,638
=======
Net asset value, offering price and redemption price per share (Note 1) 15.28
=======
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
The CarolinasFund
STATEMENT OF OPERATIONS
Six Months Ended August 31, 1997
(Unaudited)
INVESTMENT INCOME
Dividends 41,066
Interest 779
TOTAL INVESTMENT INCOME 41,845
------
EXPENSES
Investment advisory fees (Note 3) 18,708
Accounting services fees (Note 3) 12,000
Shareholder services and transfer agent fees (Note 3) 12,000
Distribution expenses, Investor Class 7,491
Administration fees (Note 3) 6,000
Professional fees 4,708
Amortization of organization expenses (Note 1) 4,656
Trustees' fees and expenses 4,025
Insurance expense 3,260
Custodian fees 2,457
Registration fees 2,058
Postage and supplies 1,847
Other expenses 612
TOTAL EXPENSES 79,822
Fees waived and expenses reimbursed by the Adviser (Note 3) (39,241)
NET EXPENSES 40,581
------
NET INVESTMENT INCOME 1,264
------
REALIZED AND UNREALIZED GAINS ON INVESTMENTS
Net realized gains from security transactions 4,521
Net change in unrealized appreciation on investments 459,210
--------
NET REALIZED AND UNREALIZED GAINS ON INVESTMENTS 463,731
-------
NET INCREASE IN NET ASSETS FROM OPERATIONS 464,995
=======
See accompanying notes to the financial statements.
<PAGE>
The CarolinasFund
STATEMENT OF CHANGES IN NET ASSETS
Periods Ended August 31, 1997 and February 28, 1997
<TABLE>
<S> <C> <C>
Six Months
Ended Year
Aug. 31, 1997 Ended
(Unaudited) Feb. 28, 1997
------------ --------------
FROM OPERATIONS:
Net investment income (loss) $ 1,264 (4,218)
Net realized gains (losses) from security transactions 4,521 (53,045)
Net change in unrealized appreciation
on investments 459,210 256,182
Net increase in net assets from operations 464,995 198,919
------- -------
DISTRIBUTIONS TO SHAREHOLDERS:
From net realized gains - Investor Class -- (279)
From net realized gains - Institutional Class -- (73)
Decrease in net assets from distributions to shareholders -- (352)
--------- ---------
FROM CAPITAL SHARES
TRANSACTIONS (A):
Investor Class
Proceeds from shares sold 558,169 1,380,508
Net asset value of shares issued in reinvestment
of distributions to shareholders -- 272
Payments for shares redeemed (401,778) (747,596)
Net increase in net assets
from Investor Class share transactions 156,391 633,184
Institutional Class
Proceeds from shares sold 171,478 709,026
Net asset value of shares issued in reinvestment
of distributions to shareholders -- 73
Payments for shares redeemed (56,043) (21,939)
Net increase in net assets
from Institutional Class share transactions 115,435 687,160
Net increase from capital share transactions 271,826 1,320,344
TOTAL INCREASE IN NET ASSETS 736,821 1,518,911
NET ASSETS:
Beginning of period 3,441,301 1,922,390
End of period 4,178,122 3,441,301
========= ==========
(A)Summary of capital share activity:
Investor Class
Shares sold 41,536 107,377
Shares issued in reinvestment of distributions to shareholders -- 21
Shares redeemed (28,738) (57,358)
Net increase in shares outstanding 12,798 50,040
Shares outstanding, beginning of period 202,553 152,513
Shares outstanding, end of period 215,351 202,553
======= ========
Institutional Class
Shares sold 11,438 53,938
Shares issued in reinvestment of distributions to shareholders -- 5
Shares redeemed (4,034) (1,664)
Net increase in shares outstanding 7,404 52,279
Shares outstanding, beginning of period 54,234 1,955
Shares outstanding, end of period 61,638 54,234
====== ======
</TABLE>
See accompanying notes to the financial statements.
<PAGE>
The CarolinasFund-Investor Class
FINANCIAL HIGHLIGHTS
<TABLE>
Selected Per Share Data and Ratios for a Share Outstanding Throughout Each Period
<S> <C> <C> <C> <C>
Six Months
Ended Year Year Period
Aug. 31, 1997 Ended Ended Ended
(Unaudited) Feb. 28, 1997 Feb. 29, 1996 Feb.28,1995(A)
----------- ------------- ------------- --------------
Net asset value at beginning of period 13.36 12.44 10.54 10.00
----- ----- ----- -----
Income from investment operations:
Net investment income (loss) 0.00 (0.02) 0.01 0.04
Net realized and unrealized gains
on investments 1.67 0.94 1.95 0.50
Total from investment operations 1.67 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 15.03 13.36 12.44 10.54
===== ===== ====== ======
Total return (B) 12.50% 7.41% 18.59% 5.40%
====== ====== ======= =======
Net assets at end of period 3,236,127 2,706,214 1,897,814 272,383
========== ========== ========== ========
Ratio of expenses to average net assets
Before expense reimbursement and waived fees 4.37%(D) 5.33% 9.45% 37.10%(D)
After expense reimbursement and waived fees 2.25%(D) 2.22% 2.17% 2.21%(D)
Ratio of net investment income (loss) to (0.04)%(D) (0.20)% 0.06% 2.62%(D)
average net assets
Portfolio turnover rate 13%(D) 5% 16% 0%
Average commission rate per share 0.0619 0.0600 -- --
</TABLE>
(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.
<PAGE>
The CarolinasFund-Institutional Class
FINANCIAL HIGHLIGHTS
<TABLE>
Selected Per Share Data and Ratios for a Share Outstanding Throughout Each Period
<S> <C> <C> <C>
Six Months
Ended Year Period
Aug. 31, 1997 Ended Ended
(Unaudited) Feb. 28, 1997 Feb. 29, 1996(A)
Net asset value at beginning of period 13.55 12.57 10.72
------ ----- ------
Income from investment operations:
Net investment income 0.03 0.01 0.02
Net realized and unrealized gains
on investments 1.70 0.97 1.88
Total from investment operations 1.73 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 15.28 13.55 12.57
====== ===== ======
Total return (B) 12.77% 7.81% 17.68%
====== ====== ======
Net assets at end of period 941,995 735,087 24,576
========= ======== =======
Ratio of expenses to average net assets
Before expense reimbursement and waived fees 3.85%(D) 4.85% 8.40%(D)
After expense reimbursement and waived fees 1.75%(D) 1.73% 1.69%(D)
Ratio of net investment income to average net
assets 0.47%(D) 0.22% 0.64%(D)
Portfolio turnover rate 13%(D) 5% 16%
Average commission rate per share (C) 0.0619 0.0600 --
</TABLE>
(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 purchses and sales of
investment securities.
(D)Annualized.
See accompanying notes to the financial statements.
<PAGE>
The CarolinasFund
PORTFOLIO OF INVESTMENTS
August 31, 1997
(Unaudited)
<TABLE>
<S> <C> <C>
Shares Value
COMMON STOCKS - 98.7%
Financial Services - 31.9%
3,972 BB&T Corp. 205,551
1,300 CCB Financial Corp. 105,136
2,100 Centura Banks, Inc. 119,438
1,200 First Citizens BancShares, Inc. - Class A 107,400
3,600 First Union Corp. 173,025
800 HFNC Financial Corp. 12,900
1,400 Insignia Financial Group, Inc. - Class A (a) 26,600
100 Integon Corp. 2,531
2,250 Jefferson-Pilot Corp. 156,516
1,900 Liberty Corp. 82,413
3,000 NationsBank Corp. 178,125
900 Resource Bancshares Mortgage Group, Inc. 15,188
2,400 Wachovia Corp. 149,400
1,334,223
Industrial - 25.7%
4,000 AVX Corp. 140,750
3,700 Burlington Industries, Inc. (a) 44,631
4,100 Collins & Aikman Corp. (a) 45,356
5,000 Coltec Industries, Inc. (a) 111,875
1,600 Guilford Mills, Inc. 34,800
4,100 Martin Marietta Materials, Inc. 143,244
1,900 Nucor Corp. 107,706
2,000 Quintiles Transnational Corp. (a) 156,000
900 Springs Industries, Inc. - Class A 42,300
3,900 Unifi, Inc. 149,663
3,500 United Dominion Industries, Ltd. 95,375
1,071,700
Consumer, Cyclical - 11.9%
9,000 Family Dollar Stores, Inc. 191,250
3,000 Lowe's Companies, Inc. 103,688
4,100 Oakwood Homes Corp. 111,212
3,200 Ryan's Family Steak Houses, Inc. (a) 29,600
2,800 Speedway Motorsports, Inc. (a) 62,650
498,400
<PAGE>
Shares Value
Utilities - 9.1%
3,100 Carolina Power & Light Co. 104,625
2,300 Duke Power Co. 111,406
1,800 Piedmont Natural Gas Company, Inc. 47,588
900 Public Service Co. of North Carolina, Inc. 19,181
4,000 SCANA Corp. 96,500
379,300
Basic Materials - 6.3%
2,600 Bowater, Inc. 133,088
3,935 Sonoco Products Co. 128,133
261,221
Consumer, Non-Cyclical - 6.2%
600 Coca-Cola Bottling Co. 31,350
17,000 Food Lion, Inc. - Class A 125,906
1,800 Lance, Inc. 38,475
400 Personnel Group Of America, Inc. (a) 13,400
3,400 Ruddick Corp. 51,000
260,131
Technology - 5.0%
100 Applied Analytical Industries, Inc. (a) 2,313
825 Glenayre Technologies, Inc. (a) 14,437
2,100 Kemet Corp. (a) 61,163
1,300 Medic Computer Systems, Inc. (a) 40,625
800 Pharmaceutical Product Development, Inc. (a) 17,400
1,200 Policy Management Systems Corp. (a) 72,075
200 Vanguard Cellular Systems, Inc. - Class A (a) 2,925
210,938
Real Estate - 2.6%
2,600 Highwoods Properties, Inc. 84,500
1,200 Summit Properties, Inc. 23,925
108,425
Total Common Stocks (Cost $3,207,653) 4,124,338
<PAGE>
Face
Value Value
REPURCHASE AGREEMENTS (b) - 0.6%
$ 26,000 Fifth Third Bank, 4.95%, dated 8/29/1997,
due 9/2/1997, repurchase proceeds $26,014
(cost $26,000) 26,000
Total Investments and Repurchase Agreements
at Value - 99.3% 4,150,338
Other Assets in excess of Liabilities - 0.7% 27,784
Net Assets - 100.0% 4,178,122
</TABLE>
(a)Non-income producing securities.
(b)Repurchase agreement is fully collateralized by $26,000 par value, FHLMC Pool
#G10657, 7.50%, due 2/1/2012.
See accompanying notes to the financial statements.
<PAGE>
The CarolinasFund
NOTES TO FINANCIAL STATEMENTS
August 31, 1997
(Unaudited)
1. Significant Accounting Policies
The CarolinasFund (the Fund) is a diversified, open-end series of the Maplewood
Investment Trust (the 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
August 31, 1997
(Unaudited)
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.
<PAGE>
The CarolinasFund
NOTES TO FINANCIAL STATEMENTS
August 31, 1997
(Unaudited)
The following information is based upon the federal income tax cost of portfolio
investments of $3,207,653 as of August 31, 1997:
Gross unrealized appreciation............ $ 995,967
Gross unrealized depreciation..............( 79,282)
Net unrealized appreciation................$ 916,685
As of February 28, 1997, 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 the current or future years
to offset net realized capital gains prior to distributing such gains to
shareholders.
2. INVESTMENT TRANSACTIONS
During the six months ended August 31, 1997, purchases and proceeds from sales
and maturities of investment securities, other than short-term investments,
amounted to $600,276 and $239,501, respectively.
3. TRANSACTIONS WITH AFFILIATES
Certain officers of the Trust are also officers of Morehead Capital Advisors LLC
(the Adviser) or Countrywide Fund Services, Inc. (CFS), the administrator,
transfer agent and accounting services agent for the Fund.
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 six months ended August 31,
1997, the Adviser waived its entire advisory fee and reimbursed the Fund $20,533
for other operating expenses.
ADMINISTRATION AGREEMENT
Under the terms of an Administration Agreement, 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. During the six months ended August 31, 1997, CFS
earned $6,000 of fees under the Agreement.
<PAGE>
The CarolinasFund
NOTES TO FINANCIAL STATEMENTS
August 31, 1997
(Unaudited)
TRANSFER AGENT AND SHAREHOLDER SERVICING AGREEMENT
Under the terms of a Transfer Agent and Shareholder Servicing Agreement, 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. In addition, the Fund pays out-of-pocket expenses,
including but not limited to, postage and supplies. During the six months ended
August 31, 1997, CFS earned $12,000 of fees under the Agreement.
ACCOUNTING SERVICES AGREEMENT
Under the terms of an Accounting Services Agreement, 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.
During the six months ended August 31, 1997, CFS earned $12,000 of fees under
the Agreement.
DISTRIBUTION PLAN
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 six months ended August 31, 1997, Investor Class shares
incurred $7,491 of such expenses under the Plan.
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
Semi-Annual Report
August 31, 1997
(Unaudited)
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
1.800.543.8721
Shareholder Services
1.800.580.4820
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
STATEMENT OF ASSETS AND LIABILITIES
August 31, 1997
(Unaudited)
<TABLE>
<S> <C>
ASSETS
Investments in securities, at value (cost $2,366,437) (Note 1) $ 3,045,011
Cash 4,915
Receivable for capital shares sold 5,675
Dividends and interest receivable 2,499
Organization expenses, net (Note 1) 23,439
Receivable from Adviser (Note 3) 5,781
Other assets 3,412
TOTAL ASSETS 3,090,732
---------
LIABILITIES
Other accrued expenses and liabilities 11,554
Covered call options, at value
(premiums received $25,909) (Note 4) 22,438
TOTAL LIABILITIES 33,992
NET ASSETS $ 3,056,740
==========
Net assets consist of:
Paid-in capital $ 2,377,356
Accumulated net investment loss (12,782)
Accumulated net realized gains from security transactions 10,121
Net unrealized appreciation on investments 682,045
Net assets $ 3,056,740
==========
PRICING OF CLASS A SHARES
Net assets applicable to Class A shares $ 2,213,460
=========
Shares of beneficial interest outstanding (unlimited number of shares
authorized, no par value) 157,486
========
Net asset value and redemption price per share (Note 1) $ 14.05
======
Maximum offering price per share (Note 1) $ 14.56
======
PRICING OF CLASS C SHARES
Net assets applicable to Class C shares $ 843,280
========
Shares of beneficial interest outstanding (unlimited number of shares
authorized, no par value) 60,701
=======
Net asset value, offering price and redemption price per share (Note 1) $ 13.89
========
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
STATEMENT OF OPERATIONS
Six Months Ended August 31, 1997
(Unaudited)
INVESTMENT INCOME
Dividends 17,257
------
EXPENSES
Accounting services fees (Note 3) 12,000
Shareholder services and transfer agent fees (Note 3) 12,000
Investment advisory fees (Note 3) 11,611
Distribution expenses, Class A 4,753
Distribution expenses, Class C 3,748
Administration fees (Note 3) 6,000
Professional fees 4,708
Amortization of organization expenses (Note 1) 4,537
Trustees' fees and expenses 4,025
Insurance expense 2,436
Printing of shareholder reports 1,782
Registration fees 1,765
Postage and supplies 1,516
Other expenses 613
TOTAL EXPENSES 71,494
Fees waived and expenses reimbursed by the Adviser (Note 3) (41,455)
NET EXPENSES 30,039
--------
NET INVESTMENT LOSS (12,782)
--------
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS
Net realized losses from security transactions (3,937)
Net change in unrealized appreciation on investments 476,262
--------
NET REALIZED AND UNREALIZED GAINS ON INVESTMENTS 472,325
-------
NET INCREASE IN NET ASSETS FROM OPERATIONS 459,543
========
See accompanying notes to the financial statements.
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
STATEMENT OF CHANGES IN NET ASSETS
Periods Ended August 31, 1997 and February 28, 1997
<TABLE>
<S> <C> <C>
Six Months
Ended Year
Aug. 31, 1997 Ended
(Unaudited) Feb. 28, 1997
FROM OPERATIONS: --------------- --------------
Net investment loss (12,782) $ (25,145)
Net realized gain (loss) from security transactions (3,937) 39,221
Net change in unrealized appreciation
on investments 476,262 81,579
Net increase in net assets from operations 459,543 95,655
DISTRIBUTIONS TO SHAREHOLDERS:
From net realized gains, Class A -- (14,597)
From net realized gains, Class C -- (7,156)
Decrease in net assets from distributions to shareholders -- (21,753)
FROM CAPITAL SHARES
TRANSACTIONS (A):
CLASS A
Proceeds from shares sold 212,084 386,710
Net asset value of shares issued in reinvestment
of distributions to shareholders -- 14,346
Payments for shares redeemed (139,375) (90,783)
Net increase in net assets
Class A share transactions 72,709 310,273
------- --------
CLASS C
Proceeds from shares sold 25,500 672,365
Net asset value of shares issued in reinvestment
of distributions to shareholders -- 6,416
Payments for shares redeemed -- (526,585)
Net increase in net assets
Class C share transactions 25,500 152,196
Net increase in net assets from capital share transactions 98,209 462,469
TOTAL INCREASE IN NET ASSETS 557,752 536,371
NET ASSETS:
Beginning of period 2,498,988 1,962,617
End of period 3,056,740 $ 2,498,988
(A)Summary of capital share activity:
Class A
Shares sold 16,140 31,318
Shares issued in reinvestment of distributions to shareholders -- 1,224
Shares redeemed (12,640) (7,687)
Net increase in shares outstanding 3,500 24,855
Shares outstanding, beginning of period 153,986 129,131
Shares outstanding, end of period 157,486 153,986
Class C
Shares sold 1,998 55,923
Shares issued in reinvestment of distributions to shareholders -- 552
Shares redeemed -- (43,811)
Net increase in shares outstanding 1,998 12,664
Shares outstanding, beginning of period 58,703 46,039
Shares outstanding, end of period 60,701 58,703
</TABLE>
See accompanying notes to the financial statements.
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
FINANCIAL HIGHLIGHTS
<TABLE>
Selected Per Share Data and Ratios for a Share Outstanding Throughout Each Period
<S> <C> <C> <C>
CLASS A
_________________________________________________________________
Six Months
Ended Year Period
Aug. 31, 1997 Ended Ended
(Unaudited) Feb. 28, 1997 Feb. 29, 1996(A)
-------------- -------------- ----------------
Net asset value at beginning of period 11.78 11.22 10.00
Income from investment operations:
Net investment loss (0.05) (0.10) (0.03)
Net realized and unrealized gains
on investments 2.32 0.76 1.27
Total from investment operations 2.27 0.66 1.24
Less distributions from net realized gains -- (0.10) (0.02)
Net asset value at end of period 14.05 11.78 11.22
Total return (B) 19.27% 5.92% 12.41%
Net assets at end of period 2,213,460 1,813,797 1,448,527
Ratio of expenses to average net assets
Before expense reimbursement and waived fees 5.24%(D) 5.29% 6.90%(D)
After expense reimbursement and waived fees 2.12%(D) 2.11% 2.12%(D)
Ratio of net investment loss to average net assets (0.82)%(D) (0.89)% (0.42)%(D)
Portfolio turnover rate 16%(D) 15% 7%
Average commission rate per share (C) $ 0.1033 $ 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
investment securities.
(D)Annualized.
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
<S> <C> <C> <C>
CLASS C
_________________________________________________________________
Six Months
Ended Year Period
Aug. 31, 1997 Ended Ended
(Unaudited) Feb. 28, 1997 Feb. 29, 1996(A)
------------- -------------- ----------------
Net asset value at beginning of period 11.67 11.17 10.00
Income from investment operations:
Net investment loss (0.08) (0.16) (0.05)
Net realized and unrealized gains
on investments 2.30 0.76 1.24
Total from investment operations 2.22 0.60 1.19
Less distributions from net realized gains (0.10) (0.02)
Net asset value at end of period 13.89 11.67 11.17
Total return (B) 19.02% 5.37% 11.86%
Net assets at end of period 843,280 685,191 514,090
Ratio of expenses to average net assets
Before expense reimbursement and waived fees 5.74%(D) 5.79% 7.40%(D)
After expense reimbursement and waived fees 2.62%(D) 2.61% 2.49%(D)
Ratio of net investment loss to average net assets (1.32)%(D) (1.40)% (0.69)%(D)
Portfolio turnover rate 16%(D) 15% 7%
Average commission rate per share (C) 0.1033 $ 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 investment securities.
(D)Annualized.
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
PORTFOLIO OF INVESTMENTS
August 31, 1997
(Unaudited) Market
Value of Premiums
Shares
COMMON STOCKS - 98%
Consumer, Cyclical - 21.2%
10,500 Belmont Homes, Inc. (a) 80,719
2,000 Boyd Gaming Corp. (a) 16,625
2,000 Chromcraft Revington, Inc. (a) 54,750
2,000 Cooper Tire and Rubber Co. 50,250
8,000 Fred's, Inc. 159,000
1,000 Hancock Fabrics, Inc. 12,500
3,000 National Picture & Frame Co. (a) 32,437
2,000 Proffitt's, Inc. (a)(b) 107,375
1,000 Southwest Airlines, Inc. 28,000
2,000 Stein Mart, Inc. (a) 56,000
1,000 Sunbeam Corp., Inc. 44,000
2,200 Wireless One, Inc. (a) 5,225
646,881
Basic Materials - 15.1%
1,500 Birmingham Steel Corp. 28,125
6,000 ChemFirst, Inc. (a) 150,750
15,000 Exsorbet Industries, Inc. (a) 3,750
250 Georgia Pacific Corp. 22,813
800 International Paper Co. 42,200
7,000 Mississippi Chemical Corp. 151,813
1,000 Quanex Corp. 36,312
1,500 Stone Container Corp. (a) 25,875
461,638
Industrial - 14.3%
700 Cooper Industries, Inc. 37,319
6,000 Delta & Pine Land Co. (b) 220,500
1,500 Halter & Marine Group, Inc. (a) 59,344
4,500 KLLM Transport Services, Inc. (a) 55,687
3,000 Miller Industries, Inc. (a) 44,438
600 Standex International Corp. 18,937
436,225
<PAGE>
Shares Value
Financial Services - 13.9%
1,400 BancorpSouth, Inc. 44,450
1,500 Community Federal Bancorp, Inc. 27,000
1,000 Deposit Guaranty Corp. 32,063
1,500 Eastgroup Properties, Inc. 30,656
1,150 Hancock Holding Co. 55,487
3,000 Magna Bancorp, Inc. 76,125
3,000 Parkway Properties, Inc. 93,750
3,164 Search Financial, Inc. (a) 6,723
2,000 Trustmark Corp. 57,563
423,817
Technology - 11.4%
20,000 Mobile Telecommunication Technologies(a)(b) 245,000
200 Netscape Communications Corp. (a) 7,962
750 Nichols Research Corp. (a) 19,125
1,000 Powertel, Inc. (a) 19,000
500 Texas Instruments, Inc. 56,813
347,900
Consumer, Non-Cyclical - 9.0%
500 Baxter International Inc. 26,594
7,500 Cal-Maine Foods, Inc. (a) 50,625
4,500 Gulf South Medical Supply, Inc. (a) 113,625
1,000 PhyCor, Inc. (a) 29,437
1,000 Sanderson Farms, Inc. 15,000
1,000 Sara Lee Corp. 40,250
275,531
Utilities - 6.9%
7,050 WorldCom, Inc. (a)(b) 211,059
Energy - 6.2%
9,000 Callon Petroleum Co. (a) 150,750
1,000 Friede Goldman International, Inc. (a) 40,250
191,000
Total Common Stocks (Cost $2,315,477) 2,994,051
<PAGE>
Shares Value
Money Market Funds - 1.6%
50,960 Performance Trust Money Market Fund 50,960
(cost $50,960)
Total Investments at Value - 99.6% 3,045,011
(cost $2,366,437)
Other Assets in Excess of Liabilities - 0.4% 11,729
Net Assets - 100.0% 3,056,740
=========
(a) Non-income producing securities.
(b) Security covers a call option.
See accompanying notes to the financial statements.
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
SCHEDULE OF OPEN OPTIONS WRITTEN
August 31, 1997
(Unaudited)
<TABLE>
<S> <C> <C> <C>
Market
Value of Premiums
Shares Option Received
COVERED CALL OPTIONS
Delta & Pine Land Co., Inc.,
1,000 09/20/1997 at $40 562 1,141
1,000 11/15/1997 at $30 7,500 9,416
1,000 11/15/1997 at $35 3,875 6,209
1,000 11/15/1997 at $40 2,063 3,104
Mobile Telecommunications Tech. Corp.
3,000 09/19/1997 at $15 375 1,079
Proffitt's, Inc.,
1,500 11/21/1997 at $55 5,813 1,548
Worldcom, Inc.,
2,000 12/19/1997 at $35 2,250 3,412
22,438 25,909
</TABLE>
See accompanying notes to the financial statements.
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
NOTES TO FINANCIAL STATEMENTS
August 31, 1997
(Unaudited)
1. SIGNIFICANT ACCOUNTING POLICIES
The Mississippi Opportunity Fund is a non-diversified, open-end series of the
Maplewood Investment Trust (the 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
August 31, 1997
(Unaudited)
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.
The following information is based upon the federal income tax cost of portfolio
investments of the Fund as of August 31, 1997:
Gross unrealized appreciation..............$ 965,389
Gross unrealized depreciation.............. ( 283,344)
Net unrealized appreciation.................$ 682,045
As of August 31, 1997, the tax cost basis of investments for the Fund was
$2,366,437.
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
NOTES TO FINANCIAL STATEMENTS
August 31, 1997
(Unaudited)
Option transactions -- The Funds may write covered call options for which
premiums are received and are recorded as liabilities, and subsequently valued
daily at the closing prices on their primary exchanges. Premiums received from
writing options which expire are treated as realized gains. Premiums received
from writing options which are exercised increase the proceeds used to calculate
the realized gain or loss on the sale of the security. If a closing purchase
transaction is used to terminate the Funds' obligation on a call, a gain or loss
will be realized, depending upon whether the price of the closing purchase
transaction is more or less than the premium previously received on the call
written.
2. INVESTMENT TRANSACTIONS
During the six months ended August 31, 1997, purchases and proceeds from sales
and maturities of investment securities, other than short-term investments,
amounted to $269,190 and $204,499, respectively.
3. TRANSACTIONS WITH AFFILIATES
Certain officers of the Trust are also officers of Vector Money Management, Inc.
(the Adviser) or Countrywide Fund Services, Inc. (CFS), the administrator,
transfer agent and accounting services agent for the Fund.
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 six months ended August 31, 1997, the Adviser waived its
entire advisory fee and reimbursed the Fund $29,844 for other operating
expenses.
ADMINISTRATION AGREEMENT
Under the terms of an Administration Agreement, 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. During the six months ended August 31, 1997, CFS
earned $6,000 of fees under the Agreement.
<PAGE>
MISSISSIPPI OPPORTUNITY FUND
NOTES TO FINANCIAL STATEMENTS
August 31, 1997
(Unaudited)
TRANSFER AGENT AND SHAREHOLDER SERVICING AGREEMENT
Under the terms of a Transfer Agent and Shareholder Servicing Agreement, 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. In addition, the Fund pays out-of-pocket expenses,
including but not limited to, postage and supplies. For the six months ended
August 31, 1997, CFS earned $12,000 of fees under the Agreement.
ACCOUNTING SERVICES AGREEMENT
Under the terms of an Accounting Services Agreement, 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.
During the six months ended August 31, 1997, CFS earned $12,000 of fees under
the Agreement.
DISTRIBUTION PLAN
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 six months ended August 31, 1997, the Fund incurred $4,753 and $3,748 of
distribution expenses on Class A shares and Class C shares, respectively, under
the Plan.
4. Covered Call Options
A summary of covered call option contracts during the six months ended August
31, 1997 is as follows:
Number of Option
Options Premiums
Options outstanding at beginning of period....... -- --
Options written.................................. 115 27,412
Options expired.................................. (10) (1,503)
------ ----------
Options outstanding at end of period............. 105 $ 25,909
===== =======
<PAGE>
REGIONAL OPPORTUNITY FUND
Ohio, Indiana, Kentucky
Semi-Annual Report
August 31, 1997
(Unaudited)
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
1.888.289.6465
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
STATEMENT OF ASSETS AND LIABILITIES
August 31, 1997
(Unaudited)
<TABLE>
<S> <C>
ASSETS
Investments in securities, at value (cost $1,841,545) (Note 1) $ 2,293,122
Investments in repurchase agreements (Note 1) 243,000
Cash 737
Receivable for capital shares sold 4,200
Dividends and interest receivable 1,549
Receivable from Adviser (Note 3) 22,770
Organization expenses, net (Note 1) 22,568
Other assets 3,079
TOTAL ASSETS 2,591,025
---------
LIABILITIES
Capital shares redeemed 12,429
Other accrued expenses and liabilities 11,026
TOTAL LIABILITIES 23,455
NET ASSETS $ 2,567,570
=========
Net assets consist of:
Paid-in capital $ 2,202,670
Accumulated net investment loss (10,198)
Accumulated net realized losses from security transactions (76,479)
Net unrealized appreciation on investments 451,577
Net assets $ 2,567,570
==========
PRICING OF CLASS A SHARES
Net assets applicable to Class A shares $ 563,781
==========
Shares of beneficial interest outstanding (unlimited number of shares
authorized, no par value) 42,274
==========
Net asset value and redemption price per share (Note 1) $ 13.34
==========
Maximum offering price per share (Note 1) $ 13.90
==========
PRICING OF CLASS B SHARES
Net assets applicable to Class B shares $ 2,003,789
==========
Shares of beneficial interest outstanding (unlimited number of shares
authorized, no par value) 151,567
=========
Net asset value, offering price and redemption price per share (Note 1) $ 13.22
=========
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
STATEMENT OF OPERATIONS
Six Months Ended August 31, 1997
(Unaudited)
INVESTMENT INCOME
Dividends 5,312
Interest 6,477
TOTAL INVESTMENT INCOME 11,789
-------
EXPENSES
Accounting services fees (Note 3) 12,000
Shareholder services and transfer agent fees (Note 3) 12,000
Investment advisory fees (Note 3) 11,141
Distribution expenses, Class A 657
Distribution expenses, Class B 6,243
Administration fees (Note 3) 6,000
Amortization of organization expenses (Note 1) 4,836
Trustees' fees and expenses 4,025
Professional fees 3,688
Printing of shareholder reports 2,506
Custodian fees 1,693
Insurance expense 1,429
Postage and supplies 1,036
Registration fees 480
Pricing expenses 495
TOTAL EXPENSES 68,229
Fees waived and expenses reimbursed by the Adviser (Note 3) (46,242)
NET EXPENSES 21,987
-------
NET INVESTMENT LOSS (10,198)
--------
REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS
Net realized losses from security transactions (25,319)
Net change in unrealized appreciation on investments 323,860
-------
NET REALIZED AND UNREALIZED GAINS ON INVESTMENTS 298,541
-------
NET INCREASE IN NET ASSETS FROM OPERATIONS 288,343
========
See accompanying notes to the financial statements.
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
STATEMENTS OF CHANGES IN NET ASSETS
Periods Ended August 31, 1997 and February 28, 1997
<TABLE>
<S> <C> <C>
Six Months
Ended Year
Aug. 31, 1997 Ended
(Unaudited) Feb. 28, 1997
------------ --------------
FROM OPERATIONS:
Net investment loss (10,198) (4,197)
Net realized losses from security transactions (25,319) (31,644)
Net change in unrealized appreciation
on investments 323,860 93,881
Net increase in net assets from operations 288,343 58,040
------- -------
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income, Class A -- (1,329)
From net investment income, Class B -- --
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)
------- --------
FROM CAPITAL SHARES TRANSACTIONS (A):
CLASS A
Proceeds from shares sold 61,280 265,034
Net asset value of shares issued in reinvestment
of distributions to shareholders -- 29,310
Payments for shares redeemed (80,448) (571,153)
Net decrease in net assets
from Class A share transactions (19,168) (276,809)
-------- --------
CLASS B
Proceeds from shares sold 1,165,337 637,320
Net asset value of shares issued in reinvestment
of distributions to shareholders -- 5,508
Payments for shares redeemed (15,125) (75)
Net increase in net assets
Class B share transactions 1,150,212 642,753
---------- -------
Net increase from capital shares transactions 1,131,044 365,944
---------- --------
TOTAL INCREASE IN NET ASSETS 1,419,387 388,699
NET ASSETS:
Beginning of period 1,148,183 759,484
End of period 2,567,570 1,148,183
========= ==========
(A)Summary of capital share activity:
Class A
Shares sold 4,684 22,449
Shares issued in reinvestment of distributions to shareholders -- 2,617
Shares redeemed (6,521) (49,297)
Net decrease in shares outstanding (1,837) (24,231)
Shares outstanding, beginning of period 44,111 68,342
Shares outstanding, end of period 42,274 44,111
======= =======
Class B
Shares sold 95,725 56,543
Shares issued in reinvestment of distributions to shareholders -- 494
Shares redeemed (1,199) (7)
Net increase in shares outstanding 94,526 57,030
Shares outstanding, beginning of period 57,041 11
Shares outstanding, end of period 151,567 57,041
======== ========
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
Class A
FINANCIAL HIGHLIGHTS
<TABLE>
Selected Per Share Data and Ratios for a Share Outstanding Throughout Each Period
<S> <C> <C> <C> <C>
Six Months
Ended Year Year Period
Aug. 31, 1997 Ended Ended Ended
(Unaudited) Feb. 28, 1997 Feb. 29, 1996 Feb. 28, 1995(A)
-------------- -------------- ------------- ----------------
Net asset value at beginning of period 11.38 11.11 10.00 10.00
----- ----- ----- -----
Income from investment operations:
Net investment income (loss) (0.03) (0.06) 0.10 0.01
Net realized and unrealized gains (losses)
on investments 1.99 0.76 1.74 (0.01)
Total from investment operations 1.96 0.70 1.84 0.00
---- ----- ----- -----
Less distributions:
Dividends from net investment income -- (0.02) (0.09) --
Distributions from net realized gains -- (0.41) (0.64) --
Total distributions -- (0.43) (0.73) --
Net asset value at end of period 13.34 11.38 11.11 10.00
===== ===== ====== =====
Total return (B) 17.22% 6.32% 18.41% 0.00%
====== ====== ======= ======
Net assets at end of period 563,781 502,116 759,366 232,998
======= ======== ======== ========
Ratio of expenses to average net assets:
Before expense reimbursement and waived fees 7.12%(D) 11.50% 18.26% 80.88%(D)
After expense reimbursement and waived fees 1.95%(D) 2.02% 2.23% 2.05%(D)
Ratio of net investment income (loss) to 0.52%(D) (0.37)% 0.96% 1.54%(D)
average net assets
Portfolio turnover rate 27%(D) 39% 108% 0%
Average commission rate per share(C) 0.0735 $ 0.0630 -- --
(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>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
Class B
FINANCIAL HIGHLIGHTS
<TABLE>
Selected Per Share Data and Ratios for a Share Outstanding Throughout Each Period
<S> <C> <C>
Six Months
Ended Period
Aug. 31, 1997 Ended
(Unaudited) Feb. 28, 1997(A)
------------ ----------------
Net asset value at beginning of period 11.33 10.46
----- -----
Income from investment operations:
Net investment loss (0.06) (0.02)
Net realized and unrealized gains
on investments 1.95 1.30
Total from investment operations 1.89 1.28
---- -----
Less distributions:
Dividends from net investment income -- --
Distributions from net realized gains -- (0.41)
Total distributions -- (0.41)
Net asset value at end of period 13.22 11.33
===== =====
Total return (B) 16.68% 12.25%
====== ======
Net assets at end of period 2,003,789 646,067
========== ========
Ratio of expenses to average net assets:
Before expense reimbursement and waived fees 7.87%(C) 12.14%(C)
After expense reimbursement and waived fees 2.70%(C) 2.66%(C)
Ratio of net investment loss to average net assets (1.40)%(C) (1.04)%(C)
Portfolio turnover rate 27%(C) 39%(C)
Average commission rate per share (C) 0.0735 $ 0.0630
(A) 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.
(B) The total returns shown do not include the effect of applicable sales
loads.
(C) Annualized.
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
PORTFOLIO OF INVESTMENTS
August 31, 1997
(Unaudited)
<TABLE>
<S> <C> <C>
Shares Value
COMMON STOCKS - 89.3%
Airlines - 2.9%
1,237 Comair Holdings, Inc. 33,244
500 Delta Air Lines, Inc. 43,250
76,494
Automobile Parts - 1.8%
1,000 Dana Corp. 46,062
Building Materials - 1.2%
1,000 Thomas Industries, Inc. 29,625
Clothing and Fabrics - 0.9%
1,000 Fabric-Centers of America (a) 24,375
Communications - 3.9%
1,437 Brightpoint, Inc. (a) 53,888
1,000 Newbridge Networks Corp. (a) 45,500
99,388
Computers & Information - 11.2%
875 3 Com Corp. (a) 43,695
1,750 Compaq Corp. (a) 114,625
1,000 Dell Computer Corp. (a) 82,063
1,000 Sun Microsystems, Inc. (a) 48,000
288,383
Conglomerates - 1.2%
500 General Electric Co. 31,250
Containers and Packaging - 1.4%
1,000 Owens Illinois, Inc. (a) 34,813
Electrical Components - 1.4%
750 Diebold, Inc. 34,781
Food - 0.8%
600 Papa John's International, Inc. (a) 20,475
Food Retailers - 1.2%
1,000 Kroger Company, Inc. (a) 30,125
<PAGE>
Shares Value
Health Care Providers - 2.0%
600 Genesis Health Ventures, Inc. (a) 20,925
1,500 Res-Care, Inc. (a) 30,188
51,113
Heavy Machinery - 1.2%
1,500 Chart Industries, Inc. 30,094
Household Products, Nondurable - 2.2%
430 The Procter & Gamble Co. 57,217
Industrial and Commercial Services - 2.9
500 Cintas Corp. 34,875
600 Omnicare, Inc. 17,362
675 Paychex, Inc. 23,119
75,356
Insurance, Life - 1.7%
1,000 Conseco, Inc. 43,000
Media Publishing - 2.7%
1,000 Central Newspapers, Inc. - Class A 68,063
Medical Supplies - 5.1%
2,000 Biomet, Inc. (a) 41,500
900 Guidant Corp. 79,031
225 Hillenbrand Industries, Inc. 9,886
130,417
Pharmaceuticals - 11.2%
600 Eli Lilly & Co. 62,775
1,800 Johnson & Johnson 102,038
900 Jones Medical Industries, Inc. 26,775
400 Merck & Co., Inc. 36,725
1,100 Pfizer, Inc. 60,912
289,225
Railroads - 0.7%
300 CSX Corp. 17,156
<PAGE>
Shares Value
Regional Banks - 5.3%
500 Banc One Corp. 26,812
750 Fifth Third Bankcorp 43,875
1,455 Star Banc Corp. 65,748
136,435
Retailers, Apparel - 0.7%
1,000 Rocky Shoes & Boots, Inc. (a) 18,500
Retailers, Broadline - 1.5%
1,000 Consolidated Stores, Inc. (a) 37,438
Retailers, Drug-Based - 2.6%
1,000 Cardinal Health, Inc. 66,250
Semiconductor & Related - 7.1%
2,000 Intel Corp. 184,250
Software & Processing - 12.4%
900 Cisco Systems, Inc. (a) 67,837
1,000 Compuware Corp. (a) 61,750
1,000 Microsoft Corp. (a) 132,188
1,500 Oracle Corp. (a) 57,187
318,962
Telephone Systems - 2.1%
2,000 Cincinnati Bell, Inc. 53,875
Total Common Stocks (Cost $1,841,545) 2,293,122
<PAGE>
Face
Value Value
REPURCHASE AGREEMENTS (b) - 9.5%
$ 243,000 Fifth Third Bank, 4.95%, dated 8/29/1997,
due 9/2/1997, repurchase proceeds $243,134
(cost $243,000) 243,000
Total Investments and Repurchase Agreements
at Value - 98.8% 2,536,122
Other Assets in Excess of Liabilities - 1.2% 31,448
Net Assets - 100.0% 2,567,570
(a) Non-income producing securities.
(b) Repurchase agreement is fully collateralized by $243,000 par value FHLMC Pool
#G10657, 7.50%, due 2/1/2012.
See accompanying notes to the financial statements.
</TABLE>
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
NOTES TO FINANCIAL STATEMENTS
August 31, 1997
(Unaudited)
1. SIGNIFICANT ACCOUNTING POLICIES
The Regional Opportunity Fund: Ohio, Indiana, Kentucky (the Fund) is a
non-diversified, open-end series of the Maplewood Investment Trust (the 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.
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
NOTES TO FINANCIAL STATEMENTS
August 31, 1997
(Unaudited)
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.
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
NOTES TO FINANCIAL STATEMENTS
August 31, 1997
(Unaudited)
The following information is based upon the federal income tax cost of portfolio
investments of $1,841,545 as of August 31, 1997:
Gross unrealized appreciation..............$ 480,715
Gross unrealized depreciation.............( 29,138)
Net unrealized appreciation................$ 451,577
As of February 28, 1997, the Fund had $51,160 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 the current or future years
to offset net realized capital gains prior to distributing such gains to
shareholders.
2. INVESTMENT TRANSACTIONS
During the six months ended August 31, 1997, purchases and proceeds from sales
and maturities of investment securities, other than short-term investments,
amounted to $1,297,245 and $204,413, respectively.
3. TRANSACTIONS WITH AFFILIATES
Certain officers of the Trust are also officers of CityFund Advisory, Inc. (the
Adviser) or Countrywide Fund Services, Inc. (CFS), the administrator, transfer
agent and accounting services agent for the Fund.
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. Accordingly, for the six months ended August 31, 1997, the Adviser
waived its entire advisory fee and reimbursed the Fund $35,101 for other
operating expenses.
ADMINISTRATION AGREEMENT
Under the terms of an Administration Agreement, 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. During the six months ended August 31, 1997, CFS
earned $6,000 of fees under the Agreement.
<PAGE>
REGIONAL OPPORTUNITY FUND: Ohio, Indiana, Kentucky
NOTES TO FINANCIAL STATEMENTS
August 31, 1997
(Unaudited)
TRANSFER AGENT AND SHAREHOLDER SERVICING AGREEMENT
Under the terms of a Transfer Agent and Shareholder Servicing Agreement, 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 for each class of shares. In addition, the Fund pays
out-of-pocket expenses, including but not limited to, postage and supplies.
During the six months ended August 31, 1997, CFS earned $12,000 of fees under
the Agreement.
ACCOUNTING SERVICES AGREEMENT
Under the terms of an Accounting Services Agreement, 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.
During the six months ended August 31, 1997, CFS earned $12,000 of fees under
the Agreement.
DISTRIBUTION PLAN
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 six months ended August 31, 1997, the Fund incurred $657 and $6,243 of
distribution expenses for Class A shares and Class B shares, respectively, under
the Plan.
<PAGE>
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