THE HENLOPEN FUND
(THE HENLOPEN FUND LOGO)
ANNUAL REPORT
JUNE 30, 1999
To My Fellow Shareholders:
For the Quarter ending 6/30/99, The Henlopen Fund advanced 13.2%. Our goal is
to generate long-term capital appreciation for our shareholders. Annualized
returns for the Fund for 1, 3 and 5 years are +16.4%, +17.5% and +23.5%,
respectively. Since inception on 12/2/92, the Fund has an annualized return of
+20.9%.
Stocks performed well during the quarter, generally continuing the advance that
started last fall. In spite of foreign economic difficulties and even a brief
shooting war, the US economy continues to exhibit strong, non-inflationary
growth that has, in turn, attracted capital to our financial markets. Not that
the road has been easy for equity investors (it seldom is), but considerable
opportunity exists for those able to recognize important trends in the so-called
"new economy". Technology, telecommunications and the Internet are three
sectors at the forefront of current investment opportunity and all are
represented in the portfolio.
An example of such an investment, which touches all three above-mentioned
sectors, is Polycom. Polycom is the leader in the video and audio
teleconference markets. With more than 75% market share in the audio
conferencing market, Polycom has moved rapidly into the video conferencing
market with telephone and Internet based products. Polycom has strong
relationships with global partners such as Lucent, Minnesota Mining and
Manufacturing, GTE Network Services and Hong Kong Telecom allowing it to quickly
penetrate world markets.
Not all opportunity is technology or Internet based, however. Whitehall
Jewellers is a specialty retailer of fine jewelry, operating 262 stores in 29
states. With a highly efficient and profitable store format, Whitehall is
expanding its store base to take advantage of the positive demographic and
economic trends in the jewelry industry.
As of July 29, 1999, the Board of Trustees has declared distributions of
$1.24532 from short-term realized capital gains which will be treated as
ordinary income and $0.00261 from net long-term capital gains, payable July 30,
1999 to shareholders of record on July 28, 1999.
We find ourselves being a bit redundant with past letters as the environment
continues to be generally positive for equity investment. Care must always be
taken with respect to research, investment judgement and attention to investment
value. We continue to believe that a diversified portfolio of market-leading
growth companies gives our shareholders the best opportunity for long-term
capital appreciation and are confident in our time-tested approach to that end.
Sincerely yours,
/s/Michael L. Hershey
Michael L. Hershey
President
ONE YEAR COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN
THE HENLOPEN FUND, S&P 500 INDEX AND LIPPER GROWTH FUND INDEX
The Henlopen Fund S&P 500 Index Lipper Growth Fund Index
6/30/98 $10,000 $10,000 $10,000
9/30/98 $8,000 $9,010 $8,860
12/31/98 $10,144 $10,929 $10,880
3/31/99 $10,286 $11,476 $11,435
6/30/99 $11,644 $12,279 $12,178
*Ending value represents increases of 16.43%, 22.71% and 21.68%, respectively.
MANAGED BY LANDIS ASSOCIATES, INC.
MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE
The Henlopen Fund invests in market-leading growth companies across a broad
spectrum of industries. Relying on internal research and judgement, the Fund
looks for companies that have competitive products and services, have strong
management teams and are generating strong revenue and earnings growth.
Artificial capitalization restraints are avoided so that growing companies,
regardless of size, are included in the portfolio. The Fund strives to be fully
invested and to maintain a balanced, diversified approach, investing across many
industries and market sectors. This investment approach is based upon our
conviction that growing businesses create capital, and that the best way for an
investor to increase capital is to own shares of growing businesses.
Fiscal 1999 was the sixth consecutive year of Fund growth. For the year ending
6/30/99, the Fund appreciated 16.4%, while over the last three years the Fund
has appreciated at an annual compounded rate of 17.5%.
The first quarter of fiscal 1999 was a difficult one for investors. Fears that
the economic problems of the Far East and Latin America would spill into our
economy made for weak equity prices, especially in export sectors and
technology. By the Fall, falling interest rates and the continued robust growth
in the US economy steadied investor sentiment and the markets have continued on
an upward bias since then. Strong sectors in the market and the Fund have
included the technology, telecommunications and Internet companies. Domestic
economic factors remain positive, particularly the current environment of non-
inflationary growth, and the Fund is still able to find attractive growth
companies at reasonable prices.
SINCE INCEPTION COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE
HENLOPEN FUND, S&P 500 INDEX AND LIPPER GROWTH FUND INDEX
THE HENLOPEN FUND S&P 500 INDEX LIPPER GROWTH FUND IDNDEX
12/2/92*<F3> $10,000 $10,000 $10,000
6/30/93 $11,562 $10,643 $10,661
6/30/94 $12,126 $10,792 $10,841
6/30/95 $15,493 $13,600 $13,350
6/30/96 $21,442 $17,140 $16,109
6/30/97 $22,519 $23,088 $19,916
6/30/98 $29,908 $30,081 $25,942
6/30/99 $34,813 $36,909 $31,572
AVERAGE ANNUAL TOTAL RETURN
- ---------------------------------
since inception
1-Year 5-Year 12/2/92
16.4% 23.5% 20.9%
*<F3>December 2, 1992 inception date
Past performance is not predictive of future performance.
STATEMENT OF NET ASSETS
June 30, 1999
QUOTED
SHARES OR PRINCIPAL AMOUNT COST MARKET VALUE
- -------------------------- ------ --------------
LONG-TERM INVESTMENTS -- 97.5% (a)<F2>
COMMON STOCKS -- 97.5% (a)<F2>
BASIC RESOURCES -- 4.1%
20,000 Barrick Gold Corp. $ 396,200 $ 387,500
30,000 De Beers Cons Mines - ADR 420,000 716,250
100,000 Meridian Gold Inc.*<F1> 562,381 462,500
61,250 Placer Dome Inc. 400,839 723,516
63,000 Royal Gold, Inc.*<F1> 255,925 287,437
------------- -------------
2,035,345 2,577,203
BUSINESS SERVICES -- 3.5%
36,000 Metamor Worldwide, Inc.*<F1> 610,822 866,250
21,000 Snyder Communications, Inc.*<F1> 622,072 687,750
85,000 Telespectrum Worldwide Inc.*<F1> 591,450 658,750
------------- -------------
1,824,344 2,212,750
COMMUNICATIONS -- 15.3%
24,000 ANTEC Corp.*<F1> 710,518 769,500
12,000 AT&T Corp. 661,980 669,750
22,000 Ciena Corp.*<F1> 686,400 664,125
12,000 Cisco Systems Inc.*<F1> 734,625 771,750
16,000 Comcast Corp. Special
Cl A NV 527,583 615,000
17,000 Cox Communications, Inc.*<F1> 635,067 625,812
10,500 CT Communications, Inc. 399,000 431,813
6,500 MCI Worldcom Inc.*<F1> 468,000 559,406
22,000 Newbridge Networks Corp.*<F1> 662,592 632,500
10,000 Nortel Networks Corp. 649,350 868,125
40,000 Polycom, Inc.*<F1> 677,122 1,560,000
6,000 QUALCOMM Inc.*<F1> 622,500 861,000
50,000 Tekelec*<F1> 578,748 609,375
------------- -------------
8,013,485 9,638,156
COMPUTER SYSTEMS -- 4.4%
100,000 Concurrent Computer Corp.*<F1> 636,890 631,250
50,000 Sequent Computer
Systems, Inc.*<F1> 725,729 887,500
10,000 Sun Microsystems, Inc.*<F1> 662,813 688,750
75,000 Texas Micro Inc.*<F1> 487,188 562,500
------------- -------------
2,512,620 2,770,000
CONSUMER DURABLES -- 1.0%
60,000 Lazare Kaplan
International Inc.*<F1> 504,012 607,500
DISTRIBUTION -- 2.2%
45,000 American Aircarriers
Support, Inc.*<F1> 500,604 388,125
42,500 D & K Healthcare
Resources, Inc.*<F1> 724,406 1,014,687
------------- -------------
1,225,010 1,402,812
ENERGY/SERVICES -- 4.7%
44,000 AstroPower, Inc.*<F1> 286,500 770,000
30,000 Nabors Industries, Inc.*<F1> 691,800 733,125
30,000 Penn Virginia Corp. 579,300 592,500
46,000 Plains Resources Inc.*<F1> 634,453 874,000
------------- -------------
2,192,053 2,969,625
FINANCIAL SERVICES -- 7.1%
20,000 Allied Capital Corp. 452,500 480,000
11,000 Markel Corp.*<F1> 1,108,162 2,057,000
80,000 Philadelphia Consolidated
Holding Corp.*<F1> 1,203,809 1,960,000
------------- -------------
2,764,471 4,497,000
FOOD & BEVERAGES -- 0.6%
50,000 WLR Foods, Inc.*<F1> 457,726 406,250
HEALTHCARE PRODUCTS -- 6.8%
120,000 Endosonics Corp.*<F1> 852,573 840,000
17,000 ICN Pharmaceuticals, Inc. 508,895 547,188
100,000 IGEN International, Inc.*<F1> 769,325 2,912,500
------------- -------------
2,130,793 4,299,688
HEALTHCARE SERVICES -- 3.1%
30,000 Cerner Corp.*<F1> 689,733 629,061
25,000 Infocure Corp.*<F1> 910,769 1,323,437
------------- -------------
1,600,502 1,952,498
INTERNET/SOFTWARE/SERVICES -- 0.9%
40,000 Open Market, Inc.*<F1> 550,750 567,500
LEISURE/ENTERTAINMENT -- 3.5%
20,000 Action Performance
Companies, Inc.*<F1> 650,158 660,000
50,000 Steiner Leisure Ltd.*<F1> 1,032,815 1,515,625
------------- -------------
1,682,973 2,175,625
MISCELLANEOUS MANUFACTURING -- 6.7%
42,200 AIMGlobal Technologies Co.*<F1> 525,331 234,737
55,000 Arguss Holdings, Inc.*<F1> 723,377 1,041,563
43,000 P. H. Glatfelter Co. 576,154 628,875
16,000 Koala Corp.*<F1> 264,000 428,000
50,000 Quixote Corp. 689,750 609,375
20,000 TJ International, Inc. 635,307 620,000
30,000 Tredegar Corp. 740,590 652,500
------------- -------------
4,154,509 4,215,050
RETAILING -- 7.0%
10,000 Cheap Tickets, Inc.*<F1> 471,432 365,000
8,500 Circuit City Stores-Circuit
City Group 658,219 790,500
60,000 Hastings Entertainment Inc.*<F1> 814,262 690,000
12,000 Lowe's Companies, Inc. 720,720 680,250
32,000 Whitehall Jewellers, Inc.*<F1> 512,000 854,000
25,000 Zale Corp.*<F1> 921,745 1,000,000
------------- -------------
4,098,378 4,379,750
SEMICONDUCTORS/RELATED -- 10.6%
16,000 Altera Corp.*<F1> 486,000 589,000
13,000 Applied Materials, Inc.*<F1> 738,563 960,375
38,000 Applied Science and
Technology, Inc.*<F1> 418,000 855,000
31,000 ATMI Inc.*<F1> 753,963 922,250
20,000 Conexant Systems, Inc.*<F1> 532,095 1,161,250
23,000 DSP Communications, Inc.*<F1> 512,741 664,125
8,000 Intel Corp. 495,750 476,000
50,000 Symmetricom, Inc.*<F1> 434,849 406,250
9,000 Teradyne, Inc.*<F1> 629,415 645,750
------------- -------------
5,001,376 6,680,000
SOFTWARE & RELATED SERVICES -- 8.1%
64,000 Ansys, Inc.*<F1> 594,253 636,000
19,686 Ardent Software, Inc.*<F1> 327,252 418,328
18,000 Business Objects
S.A.-SP ADR*<F1> 625,360 657,000
50,000 Level 8 Systems, Inc.*<F1> 556,473 587,500
25,000 Novell, Inc.*<F1> 642,775 662,500
20,000 Oracle Corp.*<F1> 647,500 742,500
50,000 Parametric Technology Corp.*<F1> 723,438 693,750
50,000 Systems & Computer
Technology Corp.*<F1> 477,955 728,125
------------- -------------
4,595,006 5,125,703
MISCELLANEOUS TECHNOLOGY -- 0.9%
20,000 Information Resources
Engineering, Inc.*<F1> 309,376 602,500
TRANSPORTATION -- 1.8%
110,000 RailAmerica, Inc.*<F1> 637,850 1,134,375
UTILITIES -- 3.1%
20,000 Montana Power Co. 872,019 1,410,000
12,000 The Williams Companies, Inc. 470,970 510,750
------------- -------------
1,342,989 1,920,750
MISCELLANEOUS -- 2.1%
7,000 Tyco International Ltd. 647,482 663,250
70,000 U.S. Concrete, Inc.*<F1> 586,250 656,250
------------- -------------
1,233,732 1,319,500
------------- -------------
Total common stocks 48,867,300 61,454,235
------------- -------------
Total long-term
investments 48,867,300 61,454,235
SHORT-TERM INVESTMENTS -- 2.8% (A)<F2>
VARIABLE RATE DEMAND NOTE
$1,759,866 Firstar Bank U.S.A., N.A. 1,759,866 1,759,866
------------- -------------
Total short-term
investments 1,759,866 1,759,866
------------- -------------
Total investments $50,627,166 63,214,101
-------------
-------------
Liabilities, less cash and
receivables (0.3%) (A)<F2> (205,287)
-------------
NET ASSETS $63,008,814
-------------
-------------
Net Asset Value Per Share
(No par value, unlimited
shares authorized), offering
and redemption price
( $63,008,814 / 3,175,722
shares outstanding) $ 19.84
-------------
-------------
*<F1> Non-income producing security.
(a)<F2> Percentages for the various classifications relate to net assets.
The accompanying notes to financial statements are an integral part of this
statement.
STATEMENT OF OPERATIONS
For the Year Ended June 30, 1999
INCOME:
Dividends $ 194,208
Interest 167,070
-----------
Total income 361,278
-----------
EXPENSES:
Investment management fees 435,671
Administrative services 73,564
Transfer agent fees 40,251
Professional fees 28,307
Registration fees 26,307
Custodian fees 14,656
Printing and postage expense 13,415
Board of Trustees fees 500
Other expenses 4,314
-----------
Total expenses 636,985
-----------
NET INVESTMENT LOSS (275,707)
-----------
NET REALIZED GAIN ON INVESTMENTS 4,197,831
NET INCREASE IN UNREALIZED
APPRECIATION ON INVESTMENTS 4,409,534
-----------
NET GAIN ON INVESTMENTS 8,607,365
-----------
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS $8,331,658
-----------
-----------
STATEMENTS OF CHANGES IN NET ASSETS
For the Years Ended June 30, 1999 and 1998
1999 1998
---------- ----------
OPERATIONS:
Net investment loss $ (275,707) $ (242,268)
Net realized gain
on investments 4,197,831 3,547,239
Net increase in
unrealized
appreciation on
investments 4,409,534 6,145,527
----------- -----------
Net increase in net
assets resulting
from operations 8,331,658 9,450,498
----------- -----------
DISTRIBUTIONS TO SHAREHOLDERS:
Distributions from
net realized gains
($3.3103 per share) -- (6,305,849)
----------- -----------
Total distributions -- (6,305,849)
----------- -----------
FUND SHARE ACTIVITIES:
Proceeds from shares
issued (1,374,542
and 345,853 shares,
respectively) 24,034,448 5,911,257
Net asset value of shares
issued in distributions
(411,192 shares) -- 6,072,409
Cost of shares redeemed
(544,079 and 242,335
shares, respectively) (9,322,815) (4,141,813)
----------- -----------
Net increase in
net assets derived
from Fund share
activities 14,711,633 7,841,853
----------- -----------
TOTAL INCREASE 23,043,291 10,986,502
NET ASSETS AT THE
BEGINNING OF THE YEAR 39,965,523 28,979,021
----------- -----------
NET ASSETS AT THE
END OF THE YEAR $63,008,814 $39,965,523
----------- -----------
----------- -----------
The accompanying notes to financial statements are an integral part of
these statements.
FINANCIAL HIGHLIGHTS
(Selected data for each share of the Fund outstanding throughout each year)
FOR THE YEARS ENDED JUNE 30,
---------------------------------------
1999 1998 1997 1996 1995
------- ------- ------- ------- ------
PER SHARE OPERATING PERFORMANCE:
Net asset value,
beginning of
year $ 17.04 $ 15.83 $ 17.47 $ 14.68 $ 11.67
Income from
investment
operations:
Net investment
loss (a)<F2> (0.11) (0.03) (0.08) (0.05) (0.11)
Net realized
and unrealized
gains on
investments 2.91 4.55 0.58 5.10 3.31
------- ------- ------- ------- ------
TOTAL FROM
INVESTMENT
OPERATIONS 2.80 4.52 0.50 5.05 3.20
Less distributions:
Dividend from net
investment income -- -- -- -- --
Distributions
from net realized
gains -- (3.31) (2.14) (2.26) (0.19)
------- ------- ------- ------- ------
Total from
distributions -- (3.31) (2.14) (2.26) (0.19)
------- ------- ------- ------- ------
Net asset value,
end of year $ 19.84 $ 17.04 $ 15.83 $ 17.47 $ 14.68
------- ------- ------- ------- ------
------- ------- ------- ------- ------
TOTAL INVESTMENT RETURN 16.4% 32.8% 5.0% 38.4% 27.8%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of
year (in 000's $) 63,009 39,966 28,979 26,972 11,685
Ratio of expenses
to average net
assets 1.5% 1.5% 1.6% 1.8% 2.0%
Ratio of net
investment loss
to average net
assets (0.6)% (0.7)% (0.7)% (1.3)% (1.2)%
Portfolio turnover
rate 162.1% 116.3% 140.6% 177.5% 147.8%
(a)<F2>In 1999, net investment loss per share is calculated using average shares
outstanding. in prior years, net investment loss per share is calculated using
ending balances prior to consideration of adjustments for permanent book and tax
differences.
The accompanying notes to financial statements are an integral part of this
statement.
NOTES TO FINANCIAL STATEMENTS
June 30, 1999
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES --
The following is a summary of significant accounting policies of The Henlopen
Fund (the "Fund"), which was organized as a Delaware Business Trust on
September 17, 1992 and is registered as an open-end management company under
the Investment Company Act of 1940. The Fund commenced operations on December
2, 1992. The investment objective of the Fund is long-term capital
appreciation.
(a) Each security, excluding short-term investments, is valued at the
last sale price reported by the principal security exchange on which the
issue is traded, or if no sale is reported, the latest bid price.
Securities which are traded over-the-counter are valued at the latest bid
price. Securities for which quotations are not readily available are
valued at fair value as determined by the investment adviser under the
supervision of the Board of Trustees. Short-term investments are valued at
cost which approximates quoted market value. For financial reporting
purposes, investment transactions are recorded on trade date. Cost
amounts, as reported on the statement of net assets, are the same for
Federal income tax purposes.
(b) Net realized gains and losses on common stock are computed on the
identified cost basis.
(c) Provision has not been made for Federal income taxes since the Fund
has elected to be taxed as a "regulated investment company" and intends to
distribute substantially all net investment company taxable income and net
capital gains to its shareholders and otherwise comply with the provisions
of the Internal Revenue Code applicable to regulated investment companies.
The Fund has utilized $1,044,039 of post-October losses from the prior
year to offset current year net capital gains, as provided by tax
regulations. In the current year, the Fund has $1,320,915 of post-October
losses, which are deferred for tax purposes until the year ending June 30,
2000.
(d) Dividend income is recorded on the ex-dividend date. Interest income
is recorded on the accrual basis.
(e) The Fund has investments in short-term variable rate demand notes,
which are unsecured instruments. The Fund may be susceptible to credit
risk with respect to these notes to the extent the issuer defaults on its
payment obligation. The Fund's policy is to monitor the creditworthiness
of the issuer and nonperformance by these counterparties is not
anticipated.
(f) Generally accepted accounting principles require that permanent
differences between income for financial reporting and tax purposes be
reclassified in the capital accounts.
(g) The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from these
estimates.
(2) INVESTMENT ADVISER AND MANAGEMENT AGREEMENT AND TRANSACTIONS WITH RELATED
PARTIES --
The Fund has a management agreement with Landis Associates, Inc. (the
"Adviser"), with whom certain officers and directors of the Fund are
affiliated, to serve as investment adviser and manager. Under the terms of
the agreement, the Fund will pay the Adviser a monthly management fee at the
annual rate of 1% on the daily net assets of the Fund.
The Fund has an administrative agreement with Fiduciary Management, Inc.
("FMI"), with whom an officer of the Fund is affiliated, to supervise all
aspects of the Fund's operations except those performed by the Adviser. Under
the terms of the agreement, the Fund will pay FMI a monthly administrative
fee at the annual rate of 0.2% on the first $30,000,000 of the daily net
assets of the Fund and 0.1% on the daily net assets of the Fund over
$30,000,000.
(3) DISTRIBUTION TO SHAREHOLDERS --
Net investment income and net realized gains, if any, are distributed to
shareholders. On July 29, 1999, the Fund distributed $4,190,222 from net
short-term realized gains ($1.24532 per share) and $8,778 from long-term
realized gains ($0.00261 per share). The distributions were paid on July 30,
1999, to shareholders of record on July 28, 1999.
(4) INVESTMENT TRANSACTIONS --
For the year ended June 30, 1999, purchases and proceeds of sales of
investment securities (excluding short-term securities) were $81,156,991 and
$67,116,504, respectively.
(5) ACCOUNTS PAYABLE AND ACCRUED LIABILITIES --
As of June 30, 1999, liabilities of the Fund included the following:
Payable to brokers for investments purchased $ 846,313
Payable to the Adviser for management fees 46,438
Other liabilities 26,236
(6) SOURCES OF NET ASSETS --
As of June 30, 1999, the sources of net assets were as follows:
Fund shares issued and outstanding $47,543,794
Net unrealized appreciation on investments 12,586,935
Accumulated net realized gain 2,878,085
-----------
$63,008,814
-----------
-----------
Aggregate net unrealized appreciation as of June 30, 1999, consisted of the
following:
Aggregate gross unrealized appreciation $14,055,834
Aggregate gross unrealized depreciation (1,468,899)
-----------
Net unrealized appreciation $12,586,935
-----------
-----------
(7) REQUIRED FEDERAL INCOME TAX DISCLOSURES (UNAUDITED) --
There were no distributions paid to shareholders by the Fund during the
fiscal year ended June 30, 1999.
REPORT OF INDEPENDENT ACCOUNTANTS
(PRICEWATERHOUSECOOPERS LOGO)
100 East Wisconsin Avenue
Suite 1500
Milwaukee, WI 53202
Telephone 414-212-1600
July 30, 1999
To the Shareholders and Trustees
of The Henlopen Fund
In our opinion, the accompanying statement of net assets and the related
statements of operations and of changes in net assets and the financial
highlights present fairly, in all material respects, the financial position of
The Henlopen Fund (the "Fund") at June 30, 1999, the results of its operations
for the year then ended, the changes in its net assets for each of the two years
in the period then ended and the financial highlights for each of the five years
in the period then ended, in conformity with generally accepted accounting
principles. These financial statements and financial highlights (hereafter
referred to as "financial statements") are the responsibility of the Fund's
management; our responsibility is to express an opinion on these financial
statements based on our audits. We conducted our audits of these financial
statements in accordance with generally accepted auditing standards which
require that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting principles
used and significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audits, which included
confirmation of securities at June 30, 1999 by correspondence with the
custodian, provide a reasonable basis for the opinion expressed above.
/s/PricewaterhouseCoopers LLP
BOARD OF TRUSTEES
ROBERT J. FAHEY, JR. MICHAEL L. HERSHEY
Director of Real Estate Investment Banking Chairman, Landis Associates, Inc.
Cushman &Wakefield of Pennsylvania, Inc. Kennett Square, Pennsylvania
Philadelphia, Pennsylvania
STEPHEN L. HERSHEY, M.D. P. COLEMAN TOWNSEND, JR.
President, Chairman, Townsends, Inc.
First State Orthopaedic Consultants, P.A. Wilmington, Delaware
Newark, Delaware
Custodian Investment Adviser
FIRSTAR BANK MILWAUKEE, NA LANDIS ASSOCIATES, INC.
Transfer Agent and Independent Accountants
Dividend Disbursing Agent PRICEWATERHOUSECOOPERS LLP
FIRSTAR MUTUAL FUND
SERVICES,LLC Legal Counsel
FOLEY & LARDNER
THE HENLOPEN FUND
LONGWOOD CORPORATE CENTER
SUITE 213
415 MCFARLAN ROAD
KENNETT SQUARE, PENNSYLVANIA 19348
(610-925-0400)
This report is not authorized for use as an offer of sale or a solicitation of
an offer to buy shares of The Henlopen Fund unless accompanied or preceded by
the Fund's current prospectus.