<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 /___/
Pre-Effective Amendment No. ______ /___/
Post-Effective No. 6 / X /
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT /___/
OF 1940
Amendment No. 7 / X /
(Check appropriate box or boxes.)
JOHNSON MUTUAL FUNDS TRUST (formerly Johnson Investment Mutual Funds Trust)
- -------------------------------------------------------------------------------
File Nos. 33-52970 and 811-7254
- -------------------------------
5556 Cheviot Road, Cincinnati, Ohio 45247
- -------------------------------------------------------------------------------
(Address of Principal Executive Offices) Zip Code
Registrant's Telephone Number, including Area Code: (513) 385-4001
---------------------------
Timothy E. Johnson, 5556 Cheviot Road, Cincinnati, Ohio 45247
- -------------------------------------------------------------------------------
(Name and Address of Agent for Service)
Release Date: May 1, 1996
-----------------
It is proposed that this filing will become effective:
/___/ immediately upon filing pursuant to paragraph (b)
/ X / on April 30, 1996 pursuant to paragraph (b)
/___/ 60 days after filing pursuant to paragraph (a)
/___/ on (date) pursuant to paragraph (a) of Rule 485
Registrant continues its election made by the filing of its Registration
Statement, effective January 4, 1993, to register an indefinite number and
amount of securities under Rule 24f-2 of the Investment Company Act of 1940.
Pursuant to paragraph b(1) of Rule 24f-2, Registrant filed Form 24f-2 for the
fiscal year ended December 31, 1995 on February 29, 1996.
TOTAL NUMBER OF PAGES - _______
EXHIBIT INDEX ON PAGE - _______
<PAGE>
<TABLE>
<CAPTION>
JOHNSON MUTUAL FUNDS TRUST
CROSS REFERENCE SHEET
FORM N-1A
ITEM SECTION IN EACH PROSPECTUS
- ---- --------------------------
<S> <C>
1. . . . . . . . . . . . . . . . . . . . . . . Cover Page
2. . . . . . . . . . . . . . . . . . . . . . . Fund Expenses
3. . . . . . . . . . . . . . . . . . . . . . . Financial Highlights
4. . . . . . . . . . . . . . . . . . . . . . . Operation of the Funds,
Investment Objectives and
Strategies, Investment
Policies and Techniques,
Investment Limitations,
General Information
5. . . . . . . . . . . . . . . . . . . . . . . Operation of the Funds
5A. . . . . . . . . . . . . . . . . . . . . . . Investment Performance
6. . . . . . . . . . . . . . . . . . . . . . . Operation of the Funds,
Cover Page, Dividends and
Distributions, Taxes,
General Information
7. . . . . . . . . . . . . . . . . . . . . . . Operation of the Funds, How
to Invest in Each Fund,
Share Price Calculation,
Exchange Privilege
8. . . . . . . . . . . . . . . . . . . . . . . Redemption of Shares
9. . . . . . . . . . . . . . . . . . . . . . . None
15. . . . . . . . . . . . . . . . . . . . . . . General Information
20. . . . . . . . . . . . . . . . . . . . . . . Taxes
<CAPTION>
ITEM SECTION IN STATEMENT OF
- ---- ADDITIONAL INFORMATION
<S> <C>
10. . . . . . . . . . . . . . . . . . . . . . . Cover Page
11. . . . . . . . . . . . . . . . . . . . . . . Table of Contents
12. . . . . . . . . . . . . . . . . . . . . . . None
13. . . . . . . . . . . . . . . . . . . . . . . Additional Information
About Fund Investments,
Investment Limitations,
State Restrictions
14. . . . . . . . . . . . . . . . . . . . . . . Trustees and Officers
15. . . . . . . . . . . . . . . . . . . . . . . Trustees and Officers
16. . . . . . . . . . . . . . . . . . . . . . . The Investment Adviser,
Custodian and Transfer
Agent, Accountants
17. . . . . . . . . . . . . . . . . . . . . . . Portfolio Transactions and
Brokerage
18. . . . . . . . . . . . . . . . . . . . . . . Description of the Trust
19. . . . . . . . . . . . . . . . . . . . . . . Determination of Share
Price
20. . . . . . . . . . . . . . . . . . . . . . . None
21. . . . . . . . . . . . . . . . . . . . . . . Not Applicable
22. . . . . . . . . . . . . . . . . . . . . . . Investment Performance
23. . . . . . . . . . . . . . . . . . . . . . . Report of Independent
Public Accounts, Financial
Statements
</TABLE>
<PAGE>
<TABLE>
<S> <C>
JOHNSON
---------
MUTUAL FUNDS
</TABLE>
PROSPECTUS DATED MAY 1, 1996
- --------------------------------------------------------------------------------
JOHNSON MUTUAL FUNDS TRUST IS A FAMILY OF FOUR NO-LOAD MUTUAL FUNDS THAT OFFERS
A VARIETY OF INVESTMENT OPPORTUNITIES. THE FUNDS AND THEIR SPECIFIC INVESTMENT
OBJECTIVES ARE LISTED BELOW.
NO-LOAD MUTUAL FUNDS
The Johnson Funds are "no-load" investments which means there are no sales
charges or commissions. In addition, there are no 12b-1 fees, distribution
expenses or deferred sales charges which are borne by the shareholders. The
minimum initial investment for each fund is $2,000.
THE JOHNSON GROWTH FUND
The investment objective of the Growth Fund is long term capital growth. The
Fund seeks to achieve its objective by investing primarily in equity securities
of larger-sized companies believed by its Adviser, Johnson Investment Counsel,
Inc., to have above average prospects for appreciation.
THE JOHNSON OPPORTUNITY FUND
The investment objective of the Opportunity Fund is long term capital
growth. The Fund seeks to achieve its objective by investing primarily in equity
securities of small to medium-sized companies, believed by its Adviser to have
above average prospects for appreciation.
THE JOHNSON FIXED INCOME FUND
The investment objective of the Fixed Income Fund is a high level of income
over the long term consistent with preservation of capital. The Fund seeks to
achieve its objective by investing primarily in investment grade fixed income
securities.
THE JOHNSON MUNICIPAL INCOME FUND
The investment objective of the Municipal Income Fund is a high level of
federally tax-free income over the long term consistent with preservation of
capital. The Fund seeks to achieve its objective by investing primarily in
investment grade, municipal fixed income securities. It is anticipated that the
majority of these securities will be Ohio municipal bonds, notes and short term
obligations which provide income that is exempt from both Ohio personal income
tax and regular federal income tax.
THE MUNICIPAL INCOME FUND IS A NON-DIVERSIFIED SERIES AND THEREFORE MAY
INVEST MORE THAN 5% OF ITS TOTAL ASSETS IN MUNICIPAL FIXED INCOME SECURITIES
ISSUED BY ONE ISSUER.
- --------------------------------------------------------------------------------
This Prospectus gives you information about the Johnson Mutual Funds Trust
that you should be aware of before investing. Please read and retain this
Prospectus for future reference. Additional information is included in the
Statement of Additional Information dated May 1, 1996, and filed with the
Securities and Exchange Commission. It is incorporated into this Prospectus by
reference. To obtain a copy without charge, call or write:
JOHNSON MUTUAL FUNDS TRUST
5556 CHEVIOT ROAD, CINCINNATI, OHIO 45247
(513) 385-4001 (800) 541-0170
- --------------------------------------------------------------------------------
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
<PAGE>
FUND EXPENSES
The purpose of the table below is to assist shareholders in understanding
the costs and expenses that shareholders in each Fund will bear directly or
indirectly. The expense information for the Funds is based on operating expenses
incurred during the most recent fiscal year. The expenses are expressed as a
percentage of average net assets.
Shareholders should be aware that the Funds are no-load funds and,
accordingly, a shareholder does not pay any sales charge or commission upon
purchase or redemption of shares of the Funds. In addition, the Funds do not
have a 12b-1 Plan. Unlike most other mutual funds, the Funds do not pay
separately for transfer agency, pricing, custodial, auditing or legal services,
nor do they pay separately general administrative or other operating expenses.
The Adviser pays all of the expenses of each Fund except brokerage, taxes,
interest and extraordinary expenses.
<TABLE>
<CAPTION>
FIXED MUNICIPAL
SHAREHOLDER TRANSACTION EXPENSES: GROWTH OPPORTUNITY INCOME INCOME
--------- ----------- --------- ---------
<S> <C> <C> <C> <C>
Maximum Sales Load............................. NONE NONE NONE NONE
Deferred Sales Load............................ NONE NONE NONE NONE
Redemption Fee1................................ NONE NONE NONE NONE
Exchange Fee................................... NONE NONE NONE NONE
Annual Fund Operating Expenses (as a percentage of average net assets)2
Management Fees (after fee waiver)2............ 1.00% 1.00% .85% .75%
12b-1 Fees..................................... NONE NONE NONE NONE
Total Fund Operating Expenses (after fee
waiver)2...................................... 1.00% 1.00% .85% .75%
</TABLE>
<TABLE>
<S> <C>
1 A processing fee of $10 will be deducted from any wire redemption proceeds and paid to the Custodian.
2 Each Fund's total operating expenses are equal to the management fee paid to the Adviser. The Adviser is
authorized to charge the Johnson Growth Fund a management fee of 1.30%, the Johnson Opportunity Fund a
management fee of 1.30%, the Johnson Fixed Income Fund a management fee of 1.15%, and the Johnson Municipal
Income Fund a management fee of 1.15% of the average daily net assets of the applicable Fund and the
expenses shown in the above fee table have been restated to reflect the fee waiver for each Fund for the
year ending December 31, 1996. The Adviser intends these fee waivers to be permanent, although the Adviser
reserves the right to remove them at any time after December 31, 1996.
</TABLE>
Example
You would pay the following expenses on a $1,000 investment, assuming (1) 5%
annual return and (2) redemption at the end of each time period:
<TABLE>
<CAPTION>
1 YEAR 3 YEARS 5 YEARS 10 YEARS
<S> <C> <C> <C> <C>
Growth Fund $10 $32 $55 $122
Opportunity Fund $10 $32 $55 $122
Fixed Income Fund $9 $27 $47 $105
Municipal Income Fund $8 $24 $41 $ 93
</TABLE>
THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF PAST OR FUTURE
EXPENSES, AND EACH FUND'S ACTUAL EXPENSES MAY BE MORE OR LESS THAN THOSE SHOWN.
- 2 -
<PAGE>
FINANCIAL HIGHLIGHTS
THE JOHNSON GROWTH FUND AND JOHNSON FIXED INCOME FUND WERE ORGANIZED AS SERIES
OF THE JOHNSON MUTUAL FUNDS TRUST (THE "TRUST") ON SEPTEMBER 30, 1992, AND
COMMENCED OPERATIONS ON JANUARY 4, 1993. THE JOHNSON OPPORTUNITY FUND AND THE
JOHNSON MUNICIPAL INCOME FUND WERE ORGANIZED AS SERIES OF THE TRUST ON FEBRUARY
15, 1994, AND COMMENCED OPERATIONS ON MAY 16, 1994.
The following financial information for the periods ended December 31, 1995,
1994 and 1993 is derived from the audited financial statements of the Johnson
Mutual Funds Trust and has been certified by the independent public accountants
for the Funds. The audited financial statements of the Funds are included in the
Statement of Additional Information.
Additional performance information is included in the Trust's annual report
dated December 31, 1995, and is available upon request.
SELECTED DATA FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD:
<TABLE>
<CAPTION>
STOCK FUNDS BOND FUNDS
----------------------------------------------------- -------------------------------
GROWTH FUND OPPORTUNITY FUND FIXED INCOME FUND
------------------------------- -------------------- -------------------------------
YEAR YEAR YEAR YEAR YEAR YEAR YEAR
ENDED ENDED ENDED ENDED 5/16/94- ENDED ENDED ENDED
12/31/95 12/31/94 12/31/93 12/31/95 12/31/95 12/31/95 12/31/94 12/31/93
--------- --------- --------- --------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Net Asset Value Beginning of Period...... $ 14.81 15.71 15.00 15.70 15.00 14.20 15.80 15.00
OPERATIONS:
Net Investment Income.................... 0.24 0.24 0.18 0.08 0.05 0.83 0.80 0.60
Net Gains on Securities (Realized &
Unrealized)............................. 4.42 (0.90) 0.71 3.89 0.70 1.64 (1.60) 0.83
--------- --------- --------- --------- --------- --------- --------- ---------
TOTAL OPERATIONS....................... $ 4.66 (0.66) 0.89 3.97 0.75 2.47 (0.80) 1.43
DISTRIBUTIONS:
Dividends from Net Investment Income..... (0.24) (0.24) (0.18) (0.08) (0.05) (0.83) (0.80) (0.60)
Distributions from Net Realized Capital
Gains................................... (0.37) 0.00 0.00 (0.17) 0.00 0.00 0.00 (0.03)
--------- --------- --------- --------- --------- --------- --------- ---------
TOTAL DISTRIBUTIONS.................... $ (0.61) (0.24) (0.18) (0.25) (0.05) (0.83) (0.80) (0.63)
Net Asset Value End of Period............ $ 18.86 14.81 15.71 19.42 15.70 15.84 14.20 15.80
Total Return............................. 31.61% (4.22%) 5.93% 25.27% 4.99% 17.70% (5.14%) 9.51%
Net Assets - End of Period (Millions).... $ 14.87 9.30 6.58 15.19 6.29 15.97 12.46 10.08
RATIOS AFTER FEE WAIVERS: (1)
Ratio of Expenses to Average Net
Assets (2).............................. 1.00% 1.00% 1.00% 1.00% 1.00% 0.85% 0.85% 0.85%
Ratio of Net Income to Average Net
Assets.................................. 1.42% 1.65% 1.38% 0.59% 1.01% 5.54% 5.53% 5.08%
Portfolio Turnover Rate.................. 52.91% 30.38% 23.57% 62.15% 58.73% 4.95% 0.04% 10.14%
<CAPTION>
MUNICIPAL INCOME FUND
-----------------------
YEAR
ENDED 5/16/94-
12/31/95 12/31/94
--------- ------------
<S> <C> <C>
Net Asset Value Beginning of Period...... 14.73 15.00
OPERATIONS:
Net Investment Income.................... 0.63 0.39
Net Gains on Securities (Realized &
Unrealized)............................. 0.96 (0.27)
--------- ------------
TOTAL OPERATIONS....................... 1.59 0.12
DISTRIBUTIONS:
Dividends from Net Investment Income..... (0.63) (0.39)
Distributions from Net Realized Capital
Gains................................... (0.01) 0.00
--------- ------------
TOTAL DISTRIBUTIONS.................... (0.64) (0.39)
Net Asset Value End of Period............ 15.68 14.73
Total Return............................. 10.88% 0.81%
Net Assets - End of Period (Millions).... 2.28 1.49
RATIOS AFTER FEE WAIVERS: (1)
Ratio of Expenses to Average Net
Assets (2).............................. 0.68% 0.01%(3)
Ratio of Net Income to Average Net
Assets.................................. 4.28% 5.46%
Portfolio Turnover Rate.................. 7.81% 0.00%
</TABLE>
<TABLE>
<S> <C>
(1) The Adviser intends fee waivers of 0.30% on the Growth Fund, the Opportunity Fund and the Fixed Income Fund to be
permanent, although the Adviser retains the right to remove these waivers after 12/31/96. The Adviser intends fee
waivers of 0.40% on the Municipal Income Fund to be permanent, although the Adviser retains the right to remove these
waivers after 12/31/96.
As of 12/31/95, assuming no waiver of management fees, the ratios would have been:
</TABLE>
<TABLE>
<CAPTION>
GROWTH OPPORTUNITY FIXED MUNICIPAL
------------ --------------- ----------- -------------
<S> <C> <C> <C> <C>
Expenses to Average Net Assets 1.30% 1.30% 1.15% 1.15%
Net Income to Average Net
Assets........................... 1.12% 0.29% 5.24% 3.81%
</TABLE>
<TABLE>
<S> <C>
In 1994, all ratios for the Opportunity Fund and the Municipal Income Fund under the heading "Ratios after Fee Waivers"
were annualized, since both Funds commenced operations mid-year 1994.
(2) Both the Opportunity Fund and the Growth Fund have an expense ratio of 1.00% annually. The Fixed Income Fund's expense
ratio is 0.85% and the Municipal Income Fund's ratios is 0.75%. These fees are accrued daily and paid monthly.
(3) The Adviser waived 1.14% of the fee on the Municipal Income Fund in 1994, and 0.47% of the fee in 1995.
</TABLE>
- 3 -
<PAGE>
INVESTMENT OBJECTIVES AND STRATEGIES
The descriptions that follow are designed to help you choose the Fund that
best fits your investment objectives. You may want to pursue more than one
objective by investing in more than one Fund.
THE JOHNSON GROWTH FUND
The investment objective of the Johnson Growth Fund (the "Growth Fund") is
long term capital growth. The Fund seeks to achieve this objective by investing
primarily in equity securities of larger-sized companies (those with a market
capitalization above $3 billion) which the Fund's Adviser, Johnson Investment
Counsel, Inc. (the "Adviser"), believes have above average prospects for
appreciation, based on certain fundamental and technical standards of selection.
The Adviser generally intends to stay fully invested in such securities (subject
to liquidity requirements), regardless of the movement of stock prices. The Fund
purchases securities primarily of those companies that have a record of at least
three years' continuous operation, whose securities, in the opinion of the
Adviser, are generally marketable. Most equity securities in the Fund's
portfolio are listed on major stock exchanges or traded over-the-counter.
The Fund normally will invest primarily in common stocks of large,
established U.S. companies. The Fund will emphasize common stocks of high
quality growth companies which tend to have strong performance records, solid
market positions and reasonable financial strength. The Fund may also invest up
to 30% of its assets in foreign securities. Ordinarily, the Fund will invest in
common stocks, but it may invest in convertible securities, preferred stocks,
bonds, and corporate debt securities when the Adviser believes that these
securities offer opportunities for capital appreciation. Current income will not
be a substantial factor in the selection of securities.
THE JOHNSON OPPORTUNITY FUND
The investment objective of the Johnson Opportunity Fund (the "Opportunity
Fund") is long term capital growth. The Fund seeks to achieve this objective by
investing primarily in equity securities of small to medium-sized companies
(those with a market capitalization below $3 billion) which the Fund's Adviser
believes have above average prospects for appreciation, based on certain
fundamental and technical standards of selection. The Adviser generally intends
to stay fully invested in such securities (subject to liquidity requirements),
regardless of the movement of stock prices. The Fund purchases securities
primarily of those companies that have a record of at least three years'
continuous operation, whose securities, in the opinion of the Adviser, are
generally marketable. Most equity securities in the Fund's portfolio are traded
over-the-counter or are listed on major stock exchanges.
Although the investment objective of the Fund is identical to that of the
Growth Fund, the Fund normally will invest primarily in common stocks of
smaller, less well-known companies which, in the opinion of the Adviser, offer
special opportunities for capital appreciation. A special opportunity may arise
when, in the opinion of the Adviser, the securities of a particular company have
significant potential to appreciate in value due to dynamic business changes,
including changing consumer demands and lifestyles, or specific company
developments such as new product or technological breakthrough, new channels of
distribution, revitalized management or industry competitive position, or any
other similar new opportunity. In addition, a situation may arise when the
securities of a particular
- 4 -
<PAGE>
company may have been overlooked by the market, presenting, in the opinion of
the Adviser, a favorable opportunity for investment.
The Opportunity Fund may invest in stocks that present certain risks
including dependence on a limited product line, market, financial resources or
management group. In addition, many small to medium-sized company stocks trade
less frequently and have smaller volume than exchange listed stocks which may
cause the Fund to experience difficulty in establishing or liquidating positions
in these stocks. The value of these stocks may fluctuate more sharply than
larger, more established company stocks. Yet in the opinion of the Adviser, the
potential for capital appreciation in these stocks may be greater than average.
The Fund may invest up to 30% of its assets in foreign securities.
Ordinarily, the Fund will invest in common stocks, but it may invest in
convertible securities, preferred stocks, bonds, and corporate debt securities
when the Adviser believes that these securities offer opportunities for capital
appreciation. Current income will not be a factor in the selection of securities
and any income realized on the Fund's investments, therefore, will be incidental
to the Fund's objective.
THE JOHNSON FIXED INCOME FUND
The investment objective of the Johnson Fixed Income Fund (the "Fixed Income
Fund") is a high level of income over the long term consistent with preservation
of capital. The Fund seeks to achieve this objective by investing primarily in a
broad range of investment grade fixed income securities. The Fund may invest in
fixed income securities which are unrated if the Adviser determines that they
are of comparable quality to securities rated investment grade. See "Corporate
Debt Securities" for a discussion of such securities. Under normal
circumstances, at least 65% of the total assets of the Fund will be invested in
fixed income securities, including bonds, notes, convertible bonds,
mortgage-backed securities (including collateralized mortgage obligations),
domestic and foreign corporate and government securities, municipal securities,
zero coupon bonds and short term obligations (such as commercial paper and
repurchase agreements).
THE JOHNSON MUNICIPAL INCOME FUND
The investment objective of the Johnson Municipal Income Fund (the
"Municipal Income Fund") is a high level of federally tax-free income over the
long term consistent with preservation of capital. The Fund seeks to achieve
this objective by investing primarily in investment grade municipal securities
issued by or on behalf of states, territories and possessions of the United
States, the District of Columbia and other political subdivisions, agencies,
instrumentalities and authorities, as well as other qualifying issuers
(including U.S. Virgin Islands, Puerto Rico and Guam), the income from which is
exempt from regular federal income tax. It is anticipated that the majority of
the investments in the Municipal Income Fund will be Ohio municipal bonds,
notes, and short term obligations which provide income that is exempt from both
Ohio personal income tax and regular federal income tax.
The Fund may invest in municipal securities which are unrated if the Adviser
determines that they are of comparable quality to securities rated investment
grade. See "Municipal Debt Securities" for a discussion of such securities.
Under normal market conditions, at least 80% of the total assets of the Fund
will be invested in municipal bonds, notes, and short term obligations which
provide income that is exempt from regular federal income tax, including the
alternative minimum tax.
The Fund is a non-diversified fund under the Investment Company Act of 1940.
Thus, its portfolio may be invested in securities of fewer issuers than the
portfolio of a diversified fund. This concentration may cause greater
fluctuation
- 5 -
<PAGE>
in the Fund's net asset value and may make the Fund more susceptible to any
single economic, political or regulatory occurrence than a diversified fund.
There also are risks of reduced diversification because the Fund invests
primarily in securities of issuers within the State of Ohio. If either Ohio or
any of its local governmental entities were to be unable to meet their financial
obligations, the income derived by the Fund, its net asset value or liquidity
and the ability to preserve or realize appreciation of the Fund's capital could
be adversely affected.
Political and economic factors affecting Ohio could affect the
creditworthiness and the value of the securities in its portfolio. The Ohio
economy, while diversifying more into the service and other non-manufacturing
areas, continues to rely in part on durable goods manufacturing largely
concentrated in motor vehicles and equipment, steel, rubber products and
household appliances. As a result, general economic activity in Ohio, as in many
other industrially developed states, tends to be more cyclical than in some
other states and in the nation as a whole. Economic problems, including high
unemployment, have had and may have varying effects on the different geographic
areas of the state and its political subdivisions. In line with national trends,
the state has experienced budget short falls due to weak revenue results and
higher-than-budgeted human service expenditures. Future national, regional or
statewide economic difficulties, and the resulting impact on state or local
government finances generally, could adversely affect the market value of Ohio
municipal securities held in the portfolio of the Fund or the ability of
particular obligors to make timely payments of debt service on those
obligations.
GENERAL
For temporary defensive purposes, any Fund may hold all or a portion of its
assets in money market instruments, securities of other no-load registered
investment companies or repurchase agreements. If a Fund acquires securities of
another investment company, the shareholders of the Fund generally will be
subject to duplicative management fees. See "Investment Policies and Techniques"
for a more detailed discussion of each Fund's investment practices.
As all investment securities are subject to inherent market risks and
fluctuations in value due to earnings, economic and political conditions and
other factors, no Fund can give any assurance that its investment objective will
be achieved. Current yields or rates of total return quoted by a Fund may be
higher or lower than past quotations, and there can be no assurance that any
current yield or rate of total return will be maintained.
HOW TO INVEST IN EACH FUND
Subject to a minimum initial investment of $2,000 for each Fund and minimum
subsequent investments of $100, you may invest any amount you choose, as often
as you want, in any Fund. You may diversify your investments by choosing a
combination of the Funds for your investment program.
INITIAL PURCHASE
BY MAIL - You may purchase shares of any Fund by completing and signing the
investment application form which accompanies this Prospectus and mailing it,
together with a check (subject to the above minimum amounts) made payable to
Johnson Mutual Funds, 5556 Cheviot Road, Cincinnati, Ohio 45247. Please identify
the Fund(s) in which you wish to invest.
BY WIRE - You may purchase shares of any Fund by wiring Federal Funds from
your bank, which may charge you a fee for doing so. If money is to be wired for
an initial purchase (new account), you must call the Funds at (513) 385-4001 or
(800) 541-0170 or The
- 6 -
<PAGE>
Provident Bank, the Funds' Custodian and Transfer Agent, at (513) 579-2784, and
provide the following information: the name or names in which your account is to
be registered; your address; your social security or tax identification number;
the amount being wired; the name of the Fund(s) you wish to invest in; the name
of the wiring bank; and the name and telephone number of the person at your bank
to be contacted in connection with the order. The Funds or the Transfer Agent
will provide you with your account number and your bank must then wire the
specified amount according to the following instructions:
The Provident Bank/Cincinnati,
Mutual Fund Services
ABA #042000424
For Further Credit to: Johnson Mutual Funds -
_______________________________________________ (write in name of Fund or Funds)
Account Number - _______________________________________________________________
Account Name - _________________________________________________________________
(Shareholder Name)
YOU MUST MAIL A COMPLETED APPLICATION TO JOHNSON MUTUAL FUNDS AFTER OPENING
AN ACCOUNT BY WIRE TRANSFER. IF A COMPLETED APPLICATION IS NOT RECEIVED OR YOUR
SOCIAL SECURITY OR TAX IDENTIFICATION NUMBER IS NOT CERTIFIED WITH A FORM W-9,
YOUR ACCOUNT WILL BE SUBJECT TO BACK-UP WITHHOLDING WITHIN 60 DAYS.
Wire orders will be accepted only on a day on which the Funds and The
Provident Bank are open for business. A wire purchase will not be considered
made until the wired money is received and the purchase is accepted by the
Funds. Any delays which may occur in wiring money, including delays which may
occur in processing by the banks, are not the responsibility of the Funds or The
Provident Bank. There is presently no fee for the receipt of wired funds, but
the right to charge shareholders for this service is reserved by the Funds.
ADDITIONAL INVESTMENTS
You may purchase additional shares of any Fund at any time (minimum of $100)
by mail or by bank wire. Each additional purchase request must contain your
name, the name of your account(s), your account number(s), and the Fund(s) in
which you wish to invest. Checks should be made payable to Johnson Mutual Funds
and should be sent to the Johnson Mutual Funds' address. A bank wire should be
sent as outlined above.
AUTOMATIC INVESTMENT OPTION
You may arrange to make additional investments ($100 minimum) automatically
on a monthly or bi-monthly basis by transfers from your checking account. You
must complete the "Optional Automatic Investment Plan" section of the investment
application and provide the Trust with a voided check to institute this option.
You may terminate this automatic investment program at any time.
TAX SHELTERED RETIREMENT PLANS
Since the Funds are oriented to longer term investments, shares of the Funds
may be an appropriate investment medium for tax sheltered retirement plans,
including: individual retirement plans (IRA's); simplified employee pensions
(SEP's); 401(k) plans; qualified corporate pension and profit sharing plans (for
employees); tax deferred investment plans (for employees of public school
systems and certain types of charitable organizations); and other qualified
retirement plans. You should contact the Funds for the procedure to open an IRA
or SEP plan, as well as more specific information regarding these retirement
plan options. Consultation with an attorney or tax adviser regarding these plans
is advisable. Custodial fees for an IRA will be paid by the shareholder by
redemption of sufficient shares of the Fund from the IRA unless the fees
- 7 -
<PAGE>
are paid directly to the IRA custodian. You can obtain information about the IRA
custodial fees from the Adviser.
OTHER PURCHASE INFORMATION
You may exchange securities that you own for shares of any of the Funds,
provided the securities meet the Fund's investment criteria and the Adviser
deems them to be a desirable investment for the Fund. Any exchange will be a
taxable event and you may incur certain transaction costs relating to the
exchange. Contact the Funds for additional information.
If an order, together with payment in proper form, is received before the
close of trading on the New York Stock Exchange (currently 4:00 p.m. Eastern
Time) by either the Funds or the Custodian, Fund shares will be purchased at the
net asset value determined as of the close of trading on that day. Otherwise,
Fund shares will be purchased at the net asset value determined as of the close
of trading on the New York Stock Exchange on the next business day. You become a
shareholder after declaration of any dividend on the day on which the order is
effective. The Funds do not issue share certificates. All shares are held in
non-certificate form registered on the books of the Fund and the Fund's Transfer
Agent for the account of the shareholder. The rights to limit the amount of
purchases and to refuse to sell to any person are reserved by each Fund. If your
check or wire does not clear, you will be responsible for any loss incurred. If
you are already a shareholder, the Fund can redeem shares from any identically
registered account in any of the Funds as reimbursement for any loss incurred.
You may be prohibited or restricted from making future purchases in any Fund.
EXCHANGE PRIVILEGE
As a shareholder in any Fund, you may exchange shares valued at $1,000 or
more for shares of any other Fund in the Johnson Mutual Fund Trust (which
includes all open-end mutual funds for which the Adviser serves as investment
adviser or manager). You may make an exchange by telephone or by written
request.
If you have elected the telephone exchange privilege, you should call the
Transfer Agent at the number listed in this Prospectus to exchange your shares.
An exchange may also be made by written request signed by all registered owners
of the account mailed to the Transfer Agent. Requests for exchanges received
prior to close of trading on the New York Stock Exchange (currently 4:00 p.m.
Eastern Time) will be processed at the next determined net asset value as of the
close of business on the same day.
An exchange is made by redeeming shares of one Fund and using the proceeds
to buy shares of another Fund, with the net asset value for the redemption and
the purchase calculated on the same day. See "Redemption of Shares". There is no
charge for this service, but the Funds reserve the right to charge a fee in the
future. An exchange results in a sale of shares for federal income tax purposes.
If you make use of the exchange privilege, you may realize either a long term or
short term capital gain or loss on the shares redeemed.
Before making an exchange, you should consider the investment objective of
the Fund to be purchased. If your exchange creates a new account, you must
satisfy the requirements of the Fund in which shares are being purchased. You
may make an exchange to a new account or an existing account; however, the
account ownerships must be identical. Exchanges may be made only in states where
an exchange may legally be made. The Funds reserve the right to terminate or
modify the exchange privilege in the future upon 60 days prior notice to the
shareholders.
- 8 -
<PAGE>
REDEMPTION OF SHARES
You may redeem any part of your account in any Fund by mail or telephone.
Each Fund will redeem your shares without charge at the next share price (net
asset value) calculated after receipt of your properly completed request for
withdrawal.
BY MAIL - You may redeem your shares at no charge by mail. All redemptions
will be made at the net asset value determined after the redemption request has
been received by The Provident Bank in proper order. The proceeds of the
redemption may be more or less than the purchase price of your shares, depending
on the market value of the Fund's securities at the time of your redemption.
Your request should be addressed to Johnson Mutual Funds, 5556 Cheviot Road,
Cincinnati, Ohio 45247 or c/o The Provident Bank, Mutual Fund Services, P.O. Box
14967, Cincinnati, Ohio 45250-0967.
"Proper order" means your request for a redemption must include your letter
of instruction, including the Fund name, account number(s), account name(s), the
address and the dollar amount or number of shares you wish to redeem. This
request must be signed by all registered share owner(s) in the exact name(s) and
any special capacity in which they are registered. For joint accounts with right
of survivorship, only one signature is required for withdrawal. For redemptions
in excess of $50,000, the Funds require that signatures be guaranteed by a bank
or member firm of a national securities exchange. Signature guarantees are for
the protection of shareholders. At the discretion of a Fund or The Provident
Bank, a shareholder, prior to redemption may be required to furnish additional
legal documents to insure proper authorization. If you are not certain of the
requirements for a redemption, please call the Transfer Agent at (513) 579-2784.
BY TELEPHONE - Telephone redemption privileges are automatically available
to all shareholders. Shareholders may redeem shares on any business day the New
York Stock Exchange is open by calling the Transfer Agent before 4:00 p.m.
Eastern Time. The Funds and The Provident Bank will employ reasonable procedures
to confirm that instructions communicated by telephone are genuine. Such
procedures will include requiring a form of personal identification from the
caller. Redemption proceeds will be mailed or wired at the shareholder's
direction to the predesignated account. The minimum amount that may be wired is
$1,000 (wire charges of $10 will be deducted from redemption proceeds).
By using the telephone redemption and exchange privileges, a shareholder
authorizes the Funds and The Provident Bank to act upon the instruction of any
person by telephone to redeem from the account and transfer the proceeds to the
bank account designated or effect an exchange into another Fund. The Funds and
The Provident Bank are not liable for following instructions communicated by
telephone that they reasonably believe to be genuine. However, if they do not
employ reasonable procedures to confirm that telephone instructions are genuine,
they may be liable for any losses due to unauthorized or fraudulent
instructions. The Funds may change, modify or terminate the telephone redemption
or exchange privilege at any time.
BY SYSTEMATIC WITHDRAWAL PROGRAM - As another convenience, the Funds offer a
Systematic Withdrawal Program whereby shareholders may request that a check
drawn in a predetermined amount be sent to them each month or calendar quarter.
A shareholder's account must have Fund shares with a value of at least $10,000
in order to start a Systematic Withdrawal Program, and the minimum amount that
may be withdrawn each month or quarter under the Systematic Withdrawal Program
is
- 9 -
<PAGE>
$100. This Program may be terminated by a shareholder or the Funds at any time
without charge or penalty and will become effective five business days following
receipt of your instructions. In order to facilitate the delivery of the checks
as close as possible to the end of the month, shares will be sold on the 24th
day of the month or the last business day prior to the 24th day if the 24th
falls on a holiday or weekend. A withdrawal under the Systematic Withdrawal
Program involves a redemption of shares, and may result in a gain or loss for
federal income tax purposes. In addition, if the amount withdrawn exceeds the
dividends credited to the shareholder's account, the account ultimately may be
depleted.
ADDITIONAL INFORMATION - Redemptions specifying a certain date or share
price cannot be accepted and will be returned. If you invest by wire, you may
redeem shares on the first business day following such purchase. However, if you
invest by a personal, corporate, cashier's or government check, or through any
of our telephone services, the redemption proceeds will not be paid until the
first business day after the 10th calendar day following receipt of payment by
the Fund. Exchanges into any of the other Funds are, however, permitted without
the ten day waiting period.
We will mail or wire the proceeds to you on or before the 5th business day
following the redemption. Also, when the New York Stock Exchange is closed (or
when trading is restricted) for any reason other than its customary weekend or
holiday closing or under any emergency circumstances, as determined by the
Securities and Exchange Commission, we may suspend redemptions or postpone
payment dates. If you are unable to accomplish your transaction by telephone
(for example, during times of unusual market activity), consider sending your
order by express mail or facsimile to (513) 385-8947.
Because the Funds incur certain fixed costs in maintaining shareholder
accounts, each Fund reserves the right to require any shareholder to redeem all
of his or her shares in the Fund on 30 days' written notice if the value of his
or her shares in the Fund is less than $2,000 due to redemption, or such other
minimum amount as the Fund may determine from time to time. An involuntary
redemption constitutes a sale. You should consult your tax adviser concerning
the tax consequences of involuntary redemptions. A shareholder may increase the
value of his or her shares in the Fund to the minimum amount within the 30 day
period. Each share of each Fund is subject to redemption at any time if the
Board of Trustees determines in its sole discretion that failure to so redeem
may have materially adverse consequences to all or any of the shareholders of
the Trust or any Fund of the Trust.
SHARE PRICE CALCULATION
The value of an individual share in a Fund (the net asset value) is
calculated by dividing the total value of a Fund's investments and other assets
(including accrued income), less any liabilities (including estimated accrued
expenses), by the number of shares outstanding, rounded to the nearest cent. Net
asset value per share is determined as of the close of the New York Stock
Exchange (4:00 p.m., Eastern Time) on each day that the exchange is open for
business, and on any other day on which there is sufficient trading in the
Fund's securities to materially affect the net asset value. The net asset value
per share of each Fund will fluctuate.
Securities which are traded on any exchange or on the NASDAQ
over-the-counter market are valued at the last quoted sale price of the day.
Lacking a last sale price, a security is valued at its last bid price except
when, in the Adviser's opinion, the last bid price does not accurately reflect
the current value of the security. All other securities for which
over-the-counter market quotations are readily available are valued at
- 10 -
<PAGE>
their last bid price. When market quotations are not readily available, when the
Adviser determines the last bid price does not accurately reflect the current
value or when restricted securities are being valued, such securities are valued
as determined in good faith by the Adviser, in conformity with guidelines
adopted by and subject to review of the Board of Trustees of the Trust.
Fixed income securities may be valued on the basis of prices furnished by a
pricing service when the Adviser believes such prices accurately reflect the
fair market value of such securities. A pricing service utilizes electronic data
processing techniques to determine prices for normal institutional-size trading
units of debt securities without regard to sale or bid prices. When prices are
not readily available from a pricing service, or when restricted or illiquid
securities are being valued, securities are valued at fair value as determined
in good faith by the Adviser, subject to review of the Board of Trustees. Short
term investments in fixed income securities with maturities of less than 60 days
when acquired, or which subsequently are within 60 days of maturity, are valued
by using the amortized cost method of valuation.
DIVIDENDS AND DISTRIBUTIONS
The Growth Fund, the Fixed Income Fund and the Municipal Income Fund intend
to distribute substantially all of their net investment income as dividends to
shareholders on a quarterly basis. The Opportunity Fund intends to distribute
substantially all of its net investment income as dividends to shareholders on
an annual basis at year end. Each Fund intends to distribute its net long term
capital gains and net short term capital gains at least once a year.
Income dividends and capital gain distributions are automatically reinvested
in additional shares at the net asset value per share on the distribution date.
An election to receive a cash payment of dividends and/or capital gain
distributions may be made in the application to purchase shares or by separate
written notice to the Transfer Agent. Shareholders will receive a confirmation
statement reflecting the payment and reinvestment of dividends and summarizing
all other transactions. If cash payment is requested, a check normally will be
mailed within five business days after the payable date. If you withdraw your
entire account, all dividends accrued to the time of withdrawal, including the
day of withdrawal, will be paid at that time. Distributions of less than $10 and
distributions on shares purchased within the last 30 days, however, will not be
paid in cash and will be reinvested. You may elect to have distributions on
shares held in IRA's and 403(b) plans paid in cash only if you are 59 years old
or permanently and totally disabled or if you otherwise qualify under the
applicable plan.
TAXES
Each Fund intends to qualify each year as a "regulated investment company"
under the Internal Revenue Code of 1986, as amended. By so qualifying, a Fund
will not be subject to federal income taxes to the extent that it distributes
substantially all of its net investment income and any net realized capital
gains.
For federal income tax purposes, each Fund is treated as a separate entity
for the purpose of computing taxable net income and net realized capital gains
and losses. Dividends paid by each Fund from ordinary taxable income are taxable
to shareholders as ordinary income, but may be eligible in part for the
dividends received deduction for corporations. Pursuant to the Tax Reform Act of
1986, all distributions of net capital gains to individuals are taxed at the
same rate as ordinary income. All distributions of net capital gains to
corporations are taxed at regular corporate rates. Any distributions designated
as being made from net realized long term capital
- 11 -
<PAGE>
gains are taxable to shareholders as long term capital gains regardless of the
holding period of the shareholder. The tax consequences described in this
section apply whether distributions are taken in cash or reinvested in
additional shares.
Shareholders are not required to pay federal regular income tax on any
dividends received from a Fund that represent net interest on tax-exempt
municipal bonds. However, under the Tax Reform Act of 1986, dividends
representing net interest earned on some municipal bonds may be included in
calculating the federal individual alternative minimum tax or the federal
alternative minimum tax for corporations.
The alternative minimum tax, currently equal to 24% of alternative minimum
taxable income for individuals, and 20% for corporations, applies when it
exceeds the regular tax for the taxable year. Alternative minimum taxable income
is equal to the regular taxable income of the taxpayer increased by certain "tax
preference" items not included in regular taxable income and reduced by only a
portion of the deductions allowed in the calculation of the regular tax.
The Tax Reform Act of 1986 treats interest on certain "private activity"
bonds issued after August 7, 1986, as a tax preference item for both individuals
and corporations. Unlike traditional governmental purpose municipal bonds, which
finance roads, schools, libraries, prisons and other public facilities, private
activity bonds provide benefits to private parties. The Municipal Income Fund
may purchase all types of municipal bonds, including private activity bonds.
Thus, should it purchase any such bonds, a portion of the Fund's dividends may
be treated as a tax preference item.
Each Fund will mail to each shareholder after the close of the calendar year
a statement setting forth the federal income tax status of distributions made
during the year. Dividends and capital gains distributions may also be subject
to state and local taxes. Shareholders are urged to consult their tax advisers
regarding specific questions as to federal, state or local taxes, the tax effect
of distributions and withdrawals from a Fund and the use of the Exchange
Privilege.
Unless a shareholder of a Fund furnishes his or her certified taxpayer
identification number (social security number for individuals) and certifies
that he or she is not subject to backup withholding, the Fund will be required
to withhold and remit to the U.S. Internal Revenue Service 31% of the dividends,
distributions and redemption proceeds payable to the shareholder. Shareholders
should be aware that, under regulations promulgated by the Internal Revenue
Service, a Fund may be fined $50 annually for each account for which a certified
taxpayer identification number is not provided. In the event that such a fine is
imposed with respect to a specific account in any year, the applicable Fund will
make a corresponding charge against the account.
OPERATION OF THE FUNDS
The Growth Fund, Opportunity Fund, and Fixed Income Fund are diversified
series, and the Municipal Income Fund is a non-diversified series, of Johnson
Mutual Funds Trust, an open-end management investment company organized as an
Ohio business trust on September 30, 1992. The Board of Trustees supervises the
business activities of the Trust. Like other mutual funds, the Trust retains
various organizations to perform specialized services. It retains Johnson
Investment Counsel, Inc., 5556 Cheviot Road, Cincinnati, Ohio 45247 (the
"Adviser") to manage the Trust's investments and its business affairs. The
Adviser is a Cincinnati-based company of which Timothy E. Johnson is the
controlling shareholder. Since its inception in 1965, it has grown to become the
largest independent investment advisory firm in the Cincinnati area. The Adviser
has over $1.6 billion of assets under
- 12 -
<PAGE>
management with services extending to a wide range of clients, including
businesses, individuals, foundations, and institutional endowments. Johnson
Investment Counsel, Inc. solely provides investment management, through
individually managed portfolios and has no commission-based affiliations from
the sale of products. The investment decisions for each Fund are made by a
committee of the Adviser, which is responsible for the day-to-day management of
the portfolio of each Fund.
The Growth Fund and the Opportunity Fund are each authorized to pay the
Adviser a fee equal to an annual average rate of 1.30% of its average daily net
assets, although the Adviser has committed to limit its fee to 1.00% of such
assets. The Fixed Income Fund is authorized to pay the Adviser a fee equal to
1.15% of its average daily net assets, although the Adviser has committed to
limit its fee to 0.85% of such assets. The Municipal Income Fund is authorized
to pay the Adviser a fee equal to 1.15% of its average daily net assets,
although the Adviser has committed to limit its fee to 0.75% of such assets. The
Adviser intends that these fee limitations will be permanent, although the
Adviser reserves the right to remove them at any time after December 31, 1996.
The Adviser pays all of the expenses of each Fund except brokerage, taxes,
interest and extraordinary expenses. The rate of the advisory fees paid by most
investment companies to their investment advisers is lower than the rate of the
advisory fees paid by the Funds. In this regard, it should be noted that most
investment companies pay their own operating expenses directly, while each
Fund's expenses except those specified above are paid by the Adviser. The Trust
retains The Provident Bank to serve as transfer agent, dividend paying agent and
shareholder service agent.
INVESTMENT POLICIES AND TECHNIQUES
This section contains general information about various types of securities
and investment techniques. Each Fund may invest in any security or employ any
investment technique described in this section unless specifically noted
otherwise.
EQUITY SECURITIES
Each Fund may invest in equity securities. Equity securities include common
stock, preferred stock, convertible preferred stock, convertible debentures,
rights and warrants. Convertible preferred stock is preferred stock that can be
converted into common stock pursuant to its terms. Convertible debentures are
debt instruments that can be converted into common stock pursuant to their
terms. Warrants are options to purchase equity securities at a specified price
valid for a specific time period. Rights are similar to warrants, but normally
have a short duration and are distributed by the issuer to its shareholders. A
Fund may not invest more than 5% of its net assets at the time of purchase in
rights and warrants.
FIXED INCOME SECURITIES
Fixed income securities include corporate debt securities, U.S. government
securities, mortgage-backed securities, zero coupon bonds, asset-backed and
receivable-backed securities and participation interests in such securities.
Preferred stock and certain common stock equivalents may also be considered to
be fixed income securities. Fixed income securities are generally considered to
be interest rate sensitive, which means that their value will generally decrease
when interest rates rise and increase when interest rates fall. Securities with
shorter maturities, while offering lower yields, generally provide greater price
stability than longer term securities and are less affected by changes in
interest rates.
- 13 -
<PAGE>
CORPORATE DEBT SECURITIES - Corporate debt securities are long and short
term debt obligations issued by companies (such as publicly issued and privately
placed bonds, notes and commercial paper). The Adviser considers corporate debt
securities to be of investment grade quality if they are rated BBB or higher by
Standard & Poor's Corporation ("S&P"), Baa or higher by Moody's Investors
Services, Inc. ("Moody's"), or if unrated, determined by the Adviser to be of
comparable quality. Investment grade debt securities generally have adequate to
strong protection of principal and interest payments. In the lower end of this
category, credit quality may be more susceptible to potential future changes in
circumstances and the securities have speculative elements. If the rating of a
security by S&P or Moody's drops below investment grade, the Adviser will
dispose of the security as soon as practicable (depending on market conditions)
unless the Adviser determines based on its own credit analysis that the security
provides the opportunity of meeting the Fund's objective without presenting
excessive risk. No Fund will invest more than 5% of the value of its net assets
in securities that are below investment grade. If, as a result of a downgrade, a
Fund holds more than 5% of the value of its net assets in securities rated below
investment grade, the Fund will take action to reduce the value of such
securities below 5%.
MUNICIPAL SECURITIES - Municipal securities are long and short term debt
obligations issued by or on behalf of states, territories and possessions of the
United States, the District of Columbia and their political subdivisions,
agencies, instrumentalities and authorities, as well as other qualifying issuers
(including the U.S. Virgin Islands, Puerto Rico and Guam), the income from which
is exempt from regular federal income tax and exempt from state tax in the state
of issuance.
Municipal bonds are issued to provide funding for various public purposes,
including general purpose financing for state and local governments (general
obligation bonds) as well as financing for specific projects or facilities.
Municipal bonds may be backed by the issuer's pledge of its faith, credit and
full taxing power for payment of both interest and principal, or by the revenues
generated from a specific project, or the credit of a private organization. Some
municipal bonds are insured by private insurance companies while others are
supported by letters of credit furnished by domestic or foreign banks. The Funds
may invest in other municipal securities such as variable rate demand
instruments. The Funds may also invest in municipal notes, which are generally
used to provide short term capital needs and have maturities of one year or
less, as well as tax-exempt commercial paper. Municipal notes include tax
anticipation notes, revenue anticipation notes, bond anticipation notes and
construction loan notes. Tax exempt commercial paper typically represents short
term, unsecured negotiable promissory notes.
The Municipal Income Fund may invest 25% or more of its assets in tax-exempt
obligations issued by municipal governments or political subdivisions of
governments within a particular segment of the bond market, such as housing
agency bonds, hospital revenue bonds or airport bonds. It is possible that
economic, business or political developments or other changes affecting one bond
may also affect other bonds in the same segment in the same manner, thereby
potentially increasing the risk of such investments. In addition, from time to
time, the Municipal Income Fund may invest more than 25% of the value of its
total assets in industrial development bonds which, although issued by
industrial development authorities, may be backed only by the assets and
revenues of the non-governmental users. However, the Fund will not invest more
than 25% of its assets in securities backed by non-governmental users which are
in the same industry.
- 14 -
<PAGE>
It is the Municipal Income Fund's intent to minimize the purchase of
municipal securities that are subject to alternative minimum tax. Fund
distributions from interest on municipal securities that are subject to
alternative minimum tax, such as certain private activity bonds, will be a
preference item for purposes of calculating individual and corporate alternative
minimum taxes, depending on the shareholders' particular situation. In addition,
state and local tax may apply, depending on the shareholders' state and local
tax laws.
The Adviser considers municipal securities to be of investment grade quality
if they are rated BBB or higher by S&P, Baa or higher by Moody's, or if unrated,
determined by the Adviser to be of comparable quality. Investment grade debt
securities generally have adequate to strong protection of principal and
interest payments. In the lower end of this category, credit quality may be more
susceptible to potential future changes in circumstances and the securities have
speculative elements. If the rating of a security by S&P or Moody's drops below
investment grade, the Adviser will dispose of the security as soon as
practicable (depending on market conditions) unless the Adviser determines based
on its own credit analysis that the security provides the opportunity of meeting
the Fund's objective without presenting excessive risk. No Fund will invest more
than 5% of the value of its net assets in securities that are below investment
grade. If, as a result of a downgrade, a Fund holds more than 5% of the value of
its net assets in securities rated below investment grade, the Fund will take
action to reduce the value of such securities below 5%.
U.S. GOVERNMENT SECURITIES - U.S. government securities may be backed by the
credit of the government as a whole or only by the issuing agency. U.S. Treasury
bonds, notes, and bills and some agency securities, such as those issued by the
Federal Housing Administration and the Government National Mortgage Association
(GNMA), are backed by the full faith and credit of the U.S. government as to
payment of principal and interest and are the highest quality government
securities. Other securities issued by U.S. government agencies or
instrumentalities, such as securities issued by the Federal Home Loan Banks and
the Federal Home Loan Mortgage Corporation, are supported only by the credit of
the agency that issued them, and not by the U.S. government. Securities issued
by the Federal Farm Credit System, the Federal Land Banks, and the Federal
National Mortgage Association (FNMA) are supported by the agency's right to
borrow money from the U.S. Treasury under certain circumstances, but are not
backed by the full faith and credit of the U.S. government.
MORTGAGE-BACKED SECURITIES - Securities representing interests in a pool of
mortgages. These securities, including securities issued by FNMA and GNMA,
provide investors with payments consisting of both interest and principal as the
mortgages in the underlying mortgage pools are repaid. Unscheduled or early
payments on the underlying mortgages may shorten the securities' effective
maturities. The average life of securities representing interests in pools of
mortgage loans is likely to be substantially less than the original maturity of
the mortgage pools as a result of prepayments or foreclosures of such mortgages.
Prepayments are passed through to the registered holder with the regular monthly
payments of principal and interest, and have the effect of reducing future
payments. To the extent the mortgages underlying a security representing an
interest in a pool of mortgages are prepaid, a Fund may experience a loss (if
the price at which the respective security was acquired by the Fund was at a
premium over par, which represents the price at which the security will be
redeemed upon prepayment). In addition, prepayments of such securities held by a
Fund will reduce the share price of the Fund to the extent the market value of
the securities at the time of prepayment exceeds their par value. Furthermore,
the prices
- 15 -
<PAGE>
of mortgage-backed securities can be significantly affected by changes in
interest rates. Prepayments may occur with greater frequency in periods of
declining mortgage rates because, among other reasons, it may be possible for
mortgagors to refinance their outstanding mortgages at lower interest rates. In
such periods, it is likely that any prepayment proceeds would be reinvested by a
Fund at lower rates of return.
COLLATERALIZED MORTGAGE OBLIGATIONS (CMOS) - Securities collateralized by
mortgages or mortgage-backed securities. CMOs are issued with a variety of
classes or series, which have different maturities and are often retired in
sequence. CMOs may be issued by governmental or non-governmental entities such
as banks and other mortgage lenders. Non-government securities may offer a
higher yield but also may be subject to greater price fluctuation than
government securities. Investments in CMOs are subject to the same risks as
direct investments in the underlying mortgage and mortgage-backed securities. In
addition, in the event of a bankruptcy or other default of an entity who issued
the CMO held by a Fund, the Fund could experience both delays in liquidating its
position and losses.
ZERO COUPON BONDS - Zero coupon bonds do not make regular interest payments.
Instead they are sold at a deep discount from their face value. Each Fund will
accrue income on such bonds for tax and accounting purposes, in accordance with
applicable law, which income is distributable to shareholders. Because no cash
is received at the time such income is accrued, the Fund may be required to
liquidate other portfolio securities to satisfy its distribution obligations.
Because a zero coupon bond does not pay current income, its price can be very
volatile when interest rates change. In calculating its dividend, the funds take
into account as income a portion of the difference between a zero coupon bond's
purchase price and its face value. Certain types of CMOs pay no interest for a
period of time and therefore present risks similar to zero coupon bonds.
The Federal Reserve creates STRIPS (Separate Trading of Registered Interest
and Principal of Securities) by separating the coupon payments and the principal
payment from an outstanding Treasury security and selling them as individual
securities. A broker-dealer creates a derivative zero by depositing a Treasury
security with a custodian for safekeeping and then selling the coupon payments
and principal payment that will be generated by this security separately.
Examples are Certificates of Accrual on Treasury Securities (CATs), Treasury
Investment Growth Receipts (TIGRs) and generic Treasury Receipts (TRs). These
derivative zero coupon obligations are not considered to be government
securities unless they are part of the STRIPS program. Original issue zeros are
zero coupon securities issued directly by the U.S. government, a government
agency, or by a corporation.
FOREIGN SECURITIES - The Funds may invest in foreign equity securities
through the purchase of American Depository Receipts. American Depository
Receipts are certificates of ownership issued by a U.S. bank as a convenience to
the investors in lieu of the underlying shares which it holds in custody. The
Funds may also invest in dollar denominated foreign fixed-income securities
issued by foreign companies, foreign governments or international organizations
and determined by the Adviser to be comparable in quality to investment grade
domestic securities. Neither Fund will invest in a foreign security if,
immediately after a purchase and as a result of the purchase, the total value of
foreign securities owned by the Fund would exceed 30% of the value of the total
assets of the Fund. To the extent that a Fund does invest in foreign securities,
such investments may be subject to special risks, such as changes in
restrictions on foreign currency transactions and rates of
- 16 -
<PAGE>
exchange, and changes in the administrations or economic and monetary policies
of foreign governments.
REPURCHASE AGREEMENTS - A repurchase agreement is a short term investment in
which the purchaser (i.e., the Fund) acquires ownership of a U.S. Government
security (which may be of any maturity) and the seller agrees to repurchase the
obligation at a future time at a set price, thereby determining the yield during
the purchaser's holding period (usually not more than seven days from the date
of purchase). Any repurchase transaction in which a Fund engages will require
full collateralization of the seller's obligation during the entire term of the
repurchase agreement. In the event of a bankruptcy or other default of the
seller, a Fund could experience both delays in liquidating the underlying
security and losses in value. However, the Funds intend to enter into repurchase
agreements only with The Provident Bank (the Trust's Custodian), other banks
with assets of $1 billion or more and registered securities dealers determined
by the Adviser (subject to review by the Board of Trustees) to be creditworthy.
The Adviser monitors the creditworthiness of the banks and securities dealers
with which a Fund engages in repurchase transactions, and a Fund will not invest
more than 15% of its net assets in illiquid securities, including repurchase
agreements maturing in more than seven days.
WHEN ISSUED SECURITIES AND FORWARD COMMITMENTS
Each Fund may buy and sell securities on a when-issued or delayed delivery
basis, with payment and delivery taking place at a future date. The price and
interest rate that will be received on the securities are each fixed at the time
the buyer enters into the commitment. A Fund may enter into such forward
commitments if they hold, and maintain until the settlement date in a separate
account at the Fund's Custodian, cash or U.S. government securities in an amount
sufficient to meet the purchase price. Neither Fund will invest more than 25% of
its total assets in forward commitments. Forward commitments involve a risk of
loss if the value of the security to be purchased declines prior to the
settlement date. Any change in value could increase fluctuations in a Fund's
share price and yield. Although a Fund will generally enter into forward
commitments with the intention of acquiring securities for its portfolio, a Fund
may dispose of a commitment prior to the settlement if the Adviser deems it
appropriate to do so.
OPTIONS TRANSACTIONS
Each Fund may write (sell) covered call options on individual securities and
on stock indices and engage in related closing transactions. A covered call
option on a security is an agreement to sell a particular portfolio security if
the option is exercised at a specified price, or before a set date. An option on
a stock index gives the option holder the right to receive, upon exercising the
option, a cash settlement amount based on the difference between the exercise
price and the value of the underlying stock index. Risks associated with writing
covered options include the possible inability to effect closing transactions at
favorable prices and an appreciation limit on the securities set aside for
settlement. There is no assurance of liquidity in the secondary market for
purposes of closing out covered call option positions.
Each Fund may purchase put and call options on individual securities and on
stock indices for the purpose of hedging against the risk of unfavorable price
movements adversely affecting the value of the Fund's securities or securities
the Fund intends to buy. Each Fund may also sell put and call options in closing
transactions.
- 17 -
<PAGE>
GENERAL
Each Fund may engage in short sales if, at the time of the short sale, the
Fund owns or has the right to obtain an equal amount of the security being sold
short at no additional cost. Each Fund may also borrow money for liquidity
purposes in an amount not exceeding 5% of the Fund's total assets at the time
the borrowing is made. Assets of a Fund may be pledged in connection with
borrowings. See "Investment Limitations" in the Statement of Additional
Information.
GENERAL INFORMATION
FUNDAMENTAL POLICIES
The investment limitations set forth in the Statement of Additional
Information as fundamental policies may not be changed without the affirmative
vote of the majority of the outstanding shares of the applicable Fund. The
investment objective of each Fund may be changed without the affirmative vote of
a majority of the outstanding shares of the Fund.
PORTFOLIO TURNOVER
Each of the Funds does not intend to purchase or sell securities for short
term trading purposes. Each Fund will, however, sell any portfolio security
(without regard to the length of time it has been held) when the Adviser
believes that market conditions, creditworthiness factors or general economic
conditions warrant such action. It is anticipated that the Growth Fund, the
Fixed Income Fund and the Municipal Income Fund will have portfolio turnover
rates of less than 50%. It is anticipated that the Opportunity Fund will have a
portfolio turnover rate of less than 100%.
SHAREHOLDER RIGHTS
Any Trustee of the Trust may be removed by vote of the shareholders holding
not less than two-thirds of the outstanding shares of the Trust. The Trust does
not hold an annual meeting of shareholders. When matters are submitted to
shareholders for a vote, each shareholder is entitled to one vote for each whole
share he owns and fractional votes for fractional shares he owns. All shares of
a Fund have equal voting rights and liquidation rights.
The beneficial ownership, either directly or indirectly, of more than 25% of
the voting securities of a Fund creates a presumption of control of the Fund
under Section 2(a)(9) of the Investment Company Act of 1940. As of March 31,
1996, the Johnson Investment Counsel, Inc. Profit Sharing Plan, Johnson
Investment Counsel, Inc., discretionary accounts of Johnson Investment Counsel,
Inc., and other accounts which its officers and/or employees may control, may be
deemed to have owned in the aggregate more than 25% of the shares of the Growth
Fund, the Opportunity Fund, the Fixed Income Fund and the Municipal Income Fund.
In addition, Timothy E. Johnson and Janet L. Johnson jointly may be deemed to
have owned more than 25% of the shares of the Municipal Income Fund.
INVESTMENT PERFORMANCE
Each Fund may periodically advertise "average annual total return." The
"total return" of a Fund refers to the dividends and distributions generated by
an investment in the Fund plus the change in the value of the investment from
the beginning of the period to the end of the period. The "average annual total
return" of a Fund refers to the rate of total return for each year of the period
which would be equivalent to the cumulative total return for the period. All
dividends and distributions earned on the investment are assumed to be
reinvested.
Each Fund may also periodically advertise its total return and cumulative
total return over various periods in addition to the value of a
- 18 -
<PAGE>
$10,000 investment (made on the date of the initial public offering of the
Fund's shares) as of the end of a specified period. The "total return" and
"cumulative total return" for each Fund are calculated as indicated above for
"total return."
The Fixed Income Fund and Municipal Income Fund may each periodically
advertise its yield for a thirty day or one month period. The "yield" of a Fund
refers to the income generated by an investment in the Fund over the period,
calculated on a per share basis (using the net asset value per share on the last
day of the period and the average number of shares outstanding during the
period). A Fund's yield quotation will always be accompanied by the Fund's
average annual total return information described above. In addition, the
Municipal Income Fund may advertise together with its "yield" a tax-equivalent
yield which reflects the yield which would be required of a taxable investment
at a stated income tax rate in order to equal the Fund's "yield".
All Funds may also include in advertisements data comparing performance with
other mutual funds as reported in non-related investment media, published
editorial comments and performance rankings compiled by independent
organizations and publications that monitor the performance of mutual funds
(such as Morningstar or Lipper Analytical Services). Performance information may
be quoted numerically or may be presented in a table, graph or other
illustration. In addition, Fund performance may be compared to well-known
indices of market performance including the Standard & Poor's (S&P) 500 Index,
S&P MidCap 400 Index, S&P/BARRA Growth and Value Indices, the Dow Jones
Industrial Average, or the Lehman Brothers Indices. The Trust's annual report
contains additional performance information that will be made available upon
request and without charge.
THE ADVERTISED PERFORMANCE DATA OF EACH FUND IS BASED ON HISTORICAL
PERFORMANCE AND IS NOT INTENDED TO INDICATE FUTURE PERFORMANCE. YIELDS AND RATES
OF TOTAL RETURN QUOTED BY A FUND MAY BE HIGHER OR LOWER THAN PAST QUOTATIONS,
AND THERE CAN BE NO ASSURANCE THAT ANY YIELD RATE OF TOTAL RETURN WILL BE
MAINTAINED. THE PRINCIPAL VALUE OF AN INVESTMENT IN EACH FUND WILL FLUCTUATE SO
THAT A SHAREHOLDER'S SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE
SHAREHOLDER'S ORIGINAL INVESTMENT.
INVESTMENT ADVISER
Johnson Investment Counsel, Inc.
5556 Cheviot Road
Cincinnati, Ohio 45247
CUSTODIAN AND TRANSFER AGENT
The Provident Bank
One East Fourth Street
Cincinnati, Ohio 45202
AUDITORS
McCurdy & Associates CPA's, Inc.
27955 Clemens Road
Westlake, Ohio 44145
No person has been authorized to give any information or to make any
representations, other than those contained in this Prospectus, in connection
with the offering contained in this Prospectus, and if given or made, such
information or representations must not be relied upon as being authorized by
any Fund. This Prospectus does not constitute an offer by any Fund to sell its
shares in any state to any person to whom it is unlawful to make such offer in
such state.
- 19 -
<PAGE>
TABLE OF CONTENTS
<TABLE>
<CAPTION>
Page
<S> <C>
FUND EXPENSES......................... 2
FINANCIAL HIGHLIGHTS.................. 3
INVESTMENT OBJECTIVES AND
STRATEGIES............................ 4
HOW TO INVEST IN EACH FUND............ 6
EXCHANGE PRIVILEGE.................... 8
REDEMPTION OF SHARES.................. 9
SHARE PRICE CALCULATION............... 10
DIVIDENDS AND DISTRIBUTIONS........... 11
TAXES................................. 11
OPERATION OF THE FUNDS................ 12
INVESTMENT POLICIES AND TECHNIQUES.... 13
GENERAL INFORMATION................... 18
INVESTMENT PERFORMANCE................ 18
</TABLE>
JOHNSON
----------
MUTUAL FUNDS
PROSPECTUS
MAY 1,
1996
JOHNSON MUTUAL FUNDS TRUST
5556 CHEVIOT ROAD
CINCINNATI, OH 45247
(513) 385-4001
(800) 541-0170
<PAGE>
JOHNSON MUTUAL FUNDS TRUST
STATEMENT OF ADDITIONAL INFORMATION
MAY 1, 1996
* THE JOHNSON GROWTH FUND
* THE JOHNSON OPPORTUNITY FUND
* THE JOHNSON FIXED INCOME FUND
* THE JOHNSON MUNICIPAL INCOME FUND
This Statement of Additional Information is not a prospectus. It should be
read in conjunction with the Prospectus of Johnson Mutual Funds dated May 1,
1996. A copy of the Prospectus can be obtained by writing the Trust at 5556
Cheviot Road, Cincinnati, Ohio 45247, or by calling the Trust at (513) 385-4001.
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION
JOHNSON MUTUAL FUNDS TRUST
5556 CHEVIOT ROAD
CINCINNATI, OHIO 45247
TABLE OF CONTENTS
PAGE
DESCRIPTION OF THE TRUST . . . . . . . . . . . . . . . . . . . . . . . . . . .3
ADDITIONAL INFORMATION ABOUT FUND INVESTMENTS. . . . . . . . . . . . . . . . .3
INVESTMENT LIMITATIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . .7
STATE RESTRICTIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9
TRUSTEES AND OFFICERS. . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
THE INVESTMENT ADVISER . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
PORTFOLIO TRANSACTIONS AND BROKERAGE . . . . . . . . . . . . . . . . . . . . 13
DETERMINATION OF SHARE PRICE . . . . . . . . . . . . . . . . . . . . . . . . 14
INVESTMENT PERFORMANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
CUSTODIAN AND TRANSFER AGENT . . . . . . . . . . . . . . . . . . . . . . . . 17
ACCOUNTANTS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
-2-
<PAGE>
DESCRIPTION OF THE TRUST
Johnson Mutual Funds Trust (the "Trust"), formerly Johnson Investment
Mutual Funds Trust, is an open-end investment company established under the laws
of Ohio by an Agreement and Declaration of Trust dated September 30, 1992 (the
"Trust Agreement"). The Trust Agreement permits the Trustees to issue an
unlimited number of shares of beneficial interest of separate series without par
value. Shares of four series have been authorized, which shares constitute the
interests in the Johnson Growth Fund, the Johnson Opportunity Fund, the Johnson
Fixed Income Fund, and the Johnson Municipal Income Fund.
Each share of a series represents an equal proportionate interest in the
assets and liabilities belonging to that series with each other share of that
series and is entitled to such dividends and distributions out of income
belonging to the series as are declared by the Trustees. The shares do not have
cumulative voting rights or any preemptive or conversion rights, and the
Trustees have the authority from time to time to divide or combine the shares of
any series into a greater or lesser number of shares of that series so long as
the proportionate beneficial interest in the assets belonging to that series and
the rights of shares of any other series are in no way affected. In case of any
liquidation of a series, the holders of shares of the series being liquidated
will be entitled to receive as a class a distribution out of the assets, net of
the liabilities, belonging to that series. Expenses attributable to any series
are borne by that series. Any general expenses of the Trust not readily
identifiable as belonging to a particular series are allocated by or under the
direction of the Trustees in such manner as the Trustees determine to be fair
and equitable. No shareholder is liable to further calls or to assessment by
the Trust without his express consent.
Upon sixty days prior written notice to shareholders, a Fund may make
redemption payments in whole or in part in securities or other property if the
Trustees determine that existing conditions make cash payments undesirable. For
other information concerning the purchase and redemption of shares of the Funds,
see "How to Invest in Each Fund," "Redemption of Shares" and "Exchange
Privilege" in the Prospectus. For a description of the methods used to
determine the share price and value of each Fund's assets, see "Share Price
Calculation" in the Prospectus.
ADDITIONAL INFORMATION ABOUT FUND INVESTMENTS
This section contains a more detailed discussion of some of the investments
a Fund may make and some of the techniques it may use, as described in the
Prospectus (see "Investment Objectives and Strategies" and "Investment Policies
and Techniques").
A. CORPORATE DEBT SECURITIES. Corporate debt securities are bonds or
notes issued by corporations and other business organizations, including
business trusts, in order to finance their credit needs. Corporate debt
securities include commercial paper which consists of short term (usually from
one to two hundred seventy days) unsecured promissory notes issued by
corporations in order to finance their current operations.
B. MUNICIPAL SECURITIES. Municipal securities are issued to obtain funds
to construct, repair or improve various public facilities such as airports,
bridges, highways, hospitals, housing, schools,
-3-
<PAGE>
streets and water and sewer works, to pay general operating expenses or to
refinance outstanding debts. They also may be issued to finance various private
activities, including the lending of funds to public or private institutions for
construction of housing, educational or medical facilities or the financing of
privately owned or operated facilities. Municipal securities consist of tax
exempt bonds, tax exempt notes and tax exempt commercial paper. Tax exempt
notes generally are used to provide short term capital needs and generally have
maturities of one year or less. Tax exempt commercial paper typically
represents short term, unsecured, negotiable promissory notes.
The two principal classifications of municipal securities are "general
obligations" and "revenue" bonds. General obligation bonds are backed by the
issuer's full credit and taxing power. Revenue bonds are backed by the revenues
of a specific project, facility or tax. Industrial development revenue bonds
are a specific type of revenue bond backed by the credit of the private issuer
of the facility, and therefore investments in these bonds have more potential
risk that the issuer will not be able to meet scheduled payments of principal
and interest.
C. ZERO COUPON AND PAY IN KIND BONDS. Corporate debt securities and
municipal obligations include so-called "zero coupon" bonds and "pay-in-kind"
bonds. Zero coupon bonds are issued at a significant discount from their
principal amount in lieu of paying interest periodically. Pay-in-kind bonds
allow the issuer, at its option, to make current interest payments on the bonds
either in cash or in additional bonds. The value of zero coupon bonds and
pay-in-kind bonds is subject to greater fluctuation in response to changes in
market interest rates than bonds which make regular payments of interest. Both
of these types of bonds allow an issuer to avoid the need to generate cash to
meet current interest payments. Accordingly, such bonds may involve greater
credit risks than bonds which make regular payment of interest. Even though
zero coupon bonds and pay-in-kind bonds do not pay current interest in cash, the
applicable Fund is required to accrue interest income on such investments and to
distribute such amounts at least annually to shareholders. Thus, a Fund could
be required at times to liquidate other investments in order to satisfy its
dividend requirements. No Fund will invest more than 5% of its net assets in
pay-in-kind bonds.
D. FINANCIAL SERVICE INDUSTRY OBLIGATIONS. Financial service industry
obligations include among others, the following:
(1) CERTIFICATES OF DEPOSIT. Certificates of deposit are negotiable
certificates evidencing the indebtedness of a commercial bank or a savings and
loan association to repay funds deposited with it for a definite period of time
(usually from fourteen days to one year) at a stated or variable interest rate.
(2) TIME DEPOSITS. Time deposits are non-negotiable deposits
maintained in a banking institution or a savings and loan association for a
specified period of time at a stated interest rate. Time Deposits are
considered to be illiquid prior to their maturity.
(3) BANKERS' ACCEPTANCES. Bankers' acceptances are credit
instruments evidencing the obligation of a bank to pay a draft which has been
drawn on it by a customer, which instruments reflect the obligation both of the
bank and of the drawer to pay the face amount of the instrument upon maturity.
-4-
<PAGE>
E. ASSET-BACKED AND RECEIVABLE-BACKED SECURITIES. Asset-backed and
receivable-backed securities are undivided fractional interests in pools of
consumer loans (unrelated to mortgage loans) held in a trust. Payments of
principal and interest are passed through to certificate holders and are
typically supported by some form of credit enhancement, such as a letter of
credit, surety bond, limited guaranty, or senior/subordination. The degree of
credit enhancement varies, but generally amounts to only a fraction of the
asset-backed or receivable-backed security's par value until exhausted. If the
credit enhancement is exhausted, certificateholders may experience losses or
delays in payment if the required payments of principal and interest are not
made to the trust with respect to the underlying loans. The value of these
securities also may change because of changes in the market's perception of the
creditworthiness of the servicing agent for the loan pool, the originator of the
loans or the financial institution providing the credit enhancement. Asset-
backed and receivable-backed securities are ultimately dependent upon payment of
consumer loans by individuals, and the certificateholder generally has no
recourse against the entity that originated the loans. The underlying loans are
subject to prepayments which shorten the securities' weighted average life and
may lower their return. As prepayments flow through at par, total returns would
be affected by the prepayments: if a security were trading at a premium, its
total return would be lowered by prepayments, and if a security were trading at
a discount, its total return would be increased by prepayments. No Fund will
invest more than 5% of its net assets in asset-backed or receivable-backed
securities.
F. FORWARD COMMITMENTS AND REVERSE REPURCHASE AGREEMENTS. Each Fund will
direct its Custodian to place cash or U.S. government obligations in a separate
account of the Trust in an amount equal to the commitments of the Fund to
purchase or repurchase securities as a result of its forward commitment or
reverse repurchase agreement obligations. With respect to forward commitments
to sell securities, the Trust will direct its Custodian to place the securities
in a separate account. When a separate account is maintained in connection with
forward commitment transactions to purchase securities or reverse repurchase
agreements, the securities deposited in the separate account will be valued
daily at market for the purpose of determining the adequacy of the securities in
the account. If the market value of such securities declines, additional cash
or securities will be placed in the account on a daily basis so that the market
value of the account will equal the amount of the Fund's commitments to purchase
or repurchase securities. To the extent funds are in a separate account, they
will not be available for new investment or to meet redemptions. Reverse
repurchase agreements constitute a borrowing by the Fund and will not represent
more than 5% of the net assets of either Fund. No Fund will invest more than
25% of its total assets in forward commitments.
Securities purchased on a forward commitment basis, securities subject
to reverse repurchase agreements and the securities held in each Fund's
portfolio are subject to changes in market value based upon the public's
perception of the creditworthiness of the issuer and changes in the level of
interest rates (which will generally result in all of those securities changing
in value in the same way, I.E., all those securities experiencing appreciation
when interest rates decline and depreciation when interest rates rise).
Therefore, if in order to achieve a higher level of income, the Fund remains
substantially fully invested at the same time that it has purchased securities
on a forward commitment basis or entered into reverse repurchase transactions,
there will be a possibility that the market value of the Fund's assets will have
greater fluctuation.
-5-
<PAGE>
With respect to 75% of the total assets of each Fund, the value of the
Fund's commitments to purchase or repurchase the securities of any one issuer,
together with the value of all securities of such issuer owned by the Fund, may
not exceed 5% of the value of the Fund's total assets at the time the commitment
to purchase or repurchase such securities is made; provided, however, that this
restriction does not apply to U.S. government obligations or repurchase
agreements with respect thereto. In addition, each Fund will maintain an asset
coverage of 300% for all of its borrowings and reverse repurchase agreements.
Subject to the foregoing restrictions, there is no limit on the percentage of
the Fund's total assets which may be committed to such purchases or repurchases.
G. RESTRICTED SECURITIES. Restricted securities are securities the
resale of which is subject to legal or contractual restrictions. Restricted
securities may be sold only in privately negotiated transactions, in a public
offering with respect to which a registration statement is in effect under the
Securities Act of 1933 or pursuant to Rule 144 or Rule 144A promulgated under
such Act. Where registration is required, the Fund may be obligated to pay all
or part of the registration expense, and a considerable period may elapse
between the time of the decision to sell and the time such security may be sold
under an effective registration statement. If during such a period adverse
market conditions were to develop, the Fund might obtain a less favorable price
than the price it could have obtained when it decided to sell. No Fund will
invest more than 5% of its net assets in restricted securities.
H. OPTION TRANSACTIONS. The Fund may engage in option transactions
involving individual securities and market indexes. An option involves either
(a) the right or the obligation to buy or sell a specific instrument at a
specific price until the expiration date of the option, or (b) the right to
receive payments or the obligation to make payments representing the difference
between the closing price of a market index and the exercise price of the option
expressed in dollars times a specified multiple until the expiration date of the
option. Options are sold (written) on securities and market indexes. The
purchaser of an option on a security pays the seller (the writer) a premium for
the right granted but is not obligated to buy or sell the underlying security.
The purchaser of an option on a market index pays the seller a premium for the
right granted, and in return the seller of such an option is obligated to make
the payment. A writer of an option may terminate the obligation prior to
expiration of the option by making an offsetting purchase of an identical
option. Options are traded on organized exchanges and in the over-the-counter
market. Options on securities which the Fund sells (writes) will be covered or
secured, which means that it will own the underlying security in the case of a
call option. When the Fund writes options, it may be required to maintain a
margin account, to pledge the underlying securities or U.S. government
obligations or to deposit assets in escrow with the Custodian.
The purchase and writing of options involves certain risks. The purchase
of options limits the Fund's potential loss to the amount of the premium paid
and can afford the Fund the opportunity to profit from favorable movements in
the price of an underlying security to a greater extent than if transactions
were effected in the security directly. However, the purchase of an option
could result in the Fund losing a greater percentage of its investment than if
the transaction were effected directly. When the Fund writes a covered call
option, it will receive a premium, but it will give up the opportunity to profit
from a price increase in the underlying security above the exercise price as
long as its obligation as a writer continues, and it will retain the risk of
loss should the price of the security decline. In addition, there can be no
assurance that the Fund can effect a closing transaction on a particular option
it has written.
-6-
<PAGE>
I. LOANS OF PORTFOLIO SECURITIES. Each Fund may make short and long term
loans of its portfolio securities. Under the lending policy authorized by the
Board of Trustees and implemented by the Adviser in response to requests of
broker-dealers or institutional investors which the Adviser deems qualified, the
borrower must agree to maintain collateral, in the form of cash or U.S.
government obligations, with the Fund on a daily mark-to-market basis in an
amount at least equal to 100% of the value of the loaned securities. The Fund
will continue to receive dividends or interest on the loaned securities and may
terminate such loans at any time or reacquire such securities in time to vote on
any matter which the Board of Trustees determines to be serious. With respect
to loans of securities, there is the risk that the borrower may fail to return
the loaned securities or that the borrower may not be able to provide additional
collateral. No loan of securities will be made if, as a result, the aggregate
amount of such loans would exceed 5% of the value of the Fund's net assets.
INVESTMENT LIMITATIONS
FUNDAMENTAL. The investment limitations described below have been adopted
by the Trust with respect to each Fund and are fundamental ("Fundamental"),
I.E., they may not be changed without the affirmative vote of a majority of the
outstanding shares of the applicable Fund. As used in the Prospectus and this
Statement of Additional Information, the term "majority" of the outstanding
shares of the Trust (or of any series) means the lesser of (1) 67% or more of
the outstanding shares of the Trust (or the applicable series) present at a
meeting, if the holders of more than 50% of the outstanding shares of the Trust
(or applicable series) are present or represented at such meeting; or (2) more
than 50% of the outstanding shares of the Trust (or the applicable series).
Other investment practices which may be changed by the Board of Trustees without
the approval of shareholders to the extent permitted by applicable law,
regulation or regulatory policy are considered non-fundamental
("Non-Fundamental").
1. BORROWING MONEY. The Funds will not borrow money, except (a) from a
bank, provided that immediately after such borrowing there is an asset coverage
of 300% for all borrowings of the Fund; or (b) from a bank or other persons for
temporary purposes only, provided that such temporary borrowings are in an
amount not exceeding 5% of the Fund's total assets at the time when the
borrowing is made. This limitation does not preclude a Fund from entering into
reverse repurchase transactions, provided that the Fund has an asset coverage of
300% for all borrowings and repurchase commitments of the Fund pursuant to
reverse repurchase transactions.
2. SENIOR SECURITIES. The Funds will not issue senior securities. This
limitation is not applicable to activities that may be deemed to involve the
issuance or sale of a senior security by the Fund, provided that the Fund's
engagement in such activities is (a) consistent with or permitted by the
Investment Company Act of 1940, as amended, the rules and regulations
promulgated thereunder or interpretations of the Securities and Exchange
Commission or its staff and (b) as described in the Prospectus and this
Statement of Additional Information.
3. UNDERWRITING. The Funds will not act as underwriter of securities
issued by other persons. This limitation is not applicable to the extent that,
in connection with the disposition of portfolio securities (including restricted
securities), the Fund may be deemed an underwriter under certain federal
securities laws.
-7-
<PAGE>
4. REAL ESTATE. The Funds will not purchase or sell real estate. This
limitation is not applicable to investments in marketable securities which are
secured by or represent interests in real estate. This limitation does not
preclude the Fund from investing in mortgage-backed securities or investing in
companies engaged in the real estate business.
5. COMMODITIES. The Funds will not purchase or sell commodities unless
acquired as a result of ownership of securities or other investments. This
limitation does not preclude the Fund from purchasing or selling options or
futures contracts or from investing in securities or other instruments backed by
commodities.
6. LOANS. The Funds will not make loans to other persons, except (a) by
loaning portfolio securities, (b) by engaging in repurchase agreements, or (c)
by purchasing nonpublicly offered debt securities. For purposes of this
limitation, the term "loans" shall not include the purchase of a portion of an
issue of publicly distributed bonds, debentures or other securities.
7. CONCENTRATION. The Funds will not invest 25% or more of its total
assets in a particular industry. This limitation is not applicable to
investments in obligations issued or guaranteed by the U.S. government, its
agencies and instrumentalities or repurchase agreements with respect thereto.
With respect to the percentages adopted by the Trust as maximum limitations
on its investment policies and limitations, an excess above the fixed percentage
will not be a violation of the policy or limitation unless the excess results
immediately and directly from the acquisition of any security or the action
taken. This paragraph does not apply to the borrowing policy set forth in
paragraph 1 above.
Notwithstanding any of the foregoing limitations, any investment company,
whether organized as a trust, association or corporation, or a personal holding
company, may be merged or consolidated with or acquired by the Trust, provided
that if such merger, consolidation or acquisition results in an investment in
the securities of any issuer prohibited by said paragraphs, the Trust shall,
within ninety days after the consummation of such merger, consolidation or
acquisition, dispose of all of the securities of such issuer so acquired or such
portion thereof as shall bring the total investment therein within the
limitations imposed by said paragraphs above as of the date of consummation.
NON-FUNDAMENTAL. The following limitations have been adopted by the Trust
with respect to each Fund and are Non-Fundamental.
i. PLEDGING. The Funds will not mortgage, pledge, hypothecate or in any
manner transfer, as security for indebtedness, any assets of the Fund except as
may be necessary in connection with borrowings described in limitation (1)
above. Margin deposits, security interests, liens and collateral arrangements
with respect to transactions involving options, futures contracts, short sales
and other permitted investments and techniques are not deemed to be a mortgage,
pledge or hypothecation of assets for purposes of this limitation.
ii. BORROWING. The Funds will not purchase any security while borrowings
(including reverse repurchase agreements) representing more than 5% of its total
assets are outstanding.
-8-
<PAGE>
iii. MARGIN PURCHASES. The Funds will not purchase securities or evidences
of interest thereon on "margin." This limitation is not applicable to short
term credit obtained by the Fund for the clearance of purchases and sales or
redemption of securities, or to arrangements with respect to transactions
involving options, futures contracts, short sales and other permitted
investments and techniques.
iv. SHORT SALES. The Funds will not effect short sales of securities
unless it owns or has the right to obtain securities equivalent in kind and
amount to the securities sold short.
v. OPTIONS. The Funds will not purchase or sell puts, calls, options or
straddles except as described in the Prospectus and this Statement of Additional
Information.
vi. ILLIQUID INVESTMENTS. A Fund will not invest more than 15% of its net
assets in securities for which there are legal or contractual restrictions on
resale and other illiquid securities.
STATE RESTRICTIONS
To comply with the current blue sky regulations of the State of Ohio, each
Fund presently intends to observe the following restrictions, which may be
changed by the Board of Trustees without shareholder approval.
Each Fund will not purchase or retain securities of any issuer if the
Trustees and officers of the Trust or of the Adviser, who individually own
beneficially more than 0.5% of the outstanding securities of such issuer,
together own beneficially more than 5% of such securities. Each Fund will not
purchase securities issued by other investment companies except by purchase in
the open market where no commission or profit to a sponsor or dealer results
from such purchase other than customary broker's commission or except when such
purchase is part of a plan of merger, consolidation, reorganization or
acquisition. Each Fund will not borrow (other than by entering into reverse
repurchase agreements), pledge, mortgage or hypothecate more than one-third of
its total assets. In addition, each Fund will engage in borrowing (other than
reverse repurchase agreements) only for emergency or extraordinary purposes and
not for leverage. Each Fund will not invest more than 15% of its total assets
in securities of issuers which, together with any predecessors, have a record of
less than three years continuous operation or securities of issuers which are
restricted as to disposition. Each Fund will not purchase the securities of any
issuer if such purchase at the time thereof would cause more than 10% of the
voting securities of any issuer to be held by the Fund.
-9-
<PAGE>
TRUSTEES AND OFFICERS
The Trustees and executive officers of the Trust and their principal
occupations during the last five years are set forth below. Each Trustee who is
an "interested person" of the Trust, as defined in the Investment Company Act of
1940, is indicated by an asterisk.
<TABLE>
<CAPTION>
NAME POSITIONS HELD PRINCIPAL OCCUPATIONS
- ---- -------------- ---------------------
<S> <C> <C>
Timothy E. Johnson (53) President and Trustee President and a Director of
5556 Cheviot Road Johnson Investment Counsel, Inc.,
Cincinnati, Ohio 45247 the Trust's Adviser and Professor of
Finance at the University of Cincinnati.
John W. Craig (62) Trustee Director of Corporate Affairs at
5813 Twin Oak Drive R. A. Jones & Co., a manufacturing
Cincinnati, Ohio 45224 and packaging company, and the
Chairman and Chief Executive
Officer of PTC, Inc., an auto
maintenance and repair company.
Ronald H. McSwain (53) Trustee President of McSwain Carpets, Inc.
4730 Glendale-Milford Road and a partner of P&R Realty, a
Cincinnati, Ohio 45242 real estate development partnership.
Kenneth S. Shull (66) Trustee Retired plant engineer at The Procter
2145 Bluebell Drive Procter & Gamble Company.
Cincinnati, Ohio 45224
Dale H. Coates (37) Vice President Portfolio Manager of the Trust's
5556 Cheviot Road Adviser.
Cincinnati, Ohio 45247
Richard T. Miller (50) Vice President Portfolio Manager of the Trust's
5556 Cheviot Road Adviser.
Cincinnati, Ohio 45247
Dianna J. Rosenberger (31) Chief Financial Officer Portfolio Manager of the Trust's
5556 Cheviot Road and Treasurer Adviser.
Cincinnati, Ohio 45247
David C. Tedford (42) Secretary Office Administrator of the Trust's
5556 Cheviot Road Adviser.
Cincinnati, Ohio 45247
</TABLE>
-10-
<PAGE>
The compensation paid to the Trustees of the Trust for the year ended
December 31, 1995 is set forth in the following table:
<TABLE>
<CAPTION>
PENSION OR TOTAL
RETIREMENT ESTIMATED COMPENSATION
BENEFITS ANNUAL FROM TRUST
AGGREGATE ACCRUED AS BENEFITS (THE TRUST IS
COMPENSATION PART OF UPON NOT IN A FUND
NAME FROM TRUST (1) TRUST RETIREMENT COMPLEX)(1)
- ------------------- -------------- ---------- ---------- -------------
<S> <C> <C> <C> <C>
Timothy E. Johnson $0 $0 $0 $0
John W. Craig $3,000 $0 $0 $3,000
Ronald H. McSwain $3,000 $0 $0 $3,000
Kenneth S. Shull; $3,000 $0 $0 $3,000
</TABLE>
(1) Trustee fees are Trust expenses. However, because the management agreement
obligates the Adviser to pay all of the operating expenses of the Trust
(with limited exceptions), the Adviser makes the actual payment.
As of March 31, 1996, the following persons may be deemed to beneficially
own five percent (5%) or more of the Growth Fund: Johnson Investment Counsel,
Inc., 5556 Cheviot Road, Cincinnati, Ohio 45247 -- 12.53%; Johnson Investment
Counsel, Inc. Profit Sharing Plan, 5556 Cheviot Road, Cincinnati, Ohio 45247 --
11.22%; and the Covenant Foundation, 5807 McCray Court, Cincinnati, Ohio 45224
- -- 9.37%. The Covenant Foundation is an entity which may be deemed to be
controlled by officers and/or employees of Johnson Investment Counsel, Inc.
As of March 31, 1996, the following persons may be deemed to beneficially
own five percent (5%) or more of the Opportunity Fund: Johnson Investment
Counsel, Inc. -- 73.79%; and Timothy and Janet Johnson, jointly, 5556 Cheviot
Road, Cincinnati, Ohio 45247 -- 7.45%.
As of March 31, 1996, the following persons may be deemed to beneficially
own five percent (5%) or more of the Fixed Income Fund: Johnson Investment
Counsel, Inc. -- 22.61%; Johnson Investment Counsel, Inc. Profit Sharing Plan
- -- 7.50%; City Gospel Mission, 1419 Elm Street, Cincinnati, Ohio 45210
- -- 5.85%; and the Covenant Foundation -- 12.74%.
As of March 31, 1996, the following persons may be deemed to beneficially
own five percent (5%) or more of the Municipal Income Fund: Timothy and Janet
Johnson, jointly -- 50.17%; Johnson Investment Counsel, Inc. -- 26.24%;
Marie Elizabeth Besse, 3727 Boomer Road, Cincinnati, Ohio 45247 --7.57%.
As a result of the above described beneficial ownership, Johnson Investment
Counsel, Inc., Johnson Investment Counsel, Inc. Profit Sharing Plan,
discretionary accounts of Johnson Investment Counsel, Inc., and other accounts
which its officers and/or employees may control, may have the power to vote more
than twenty-five percent (25%) of the shares of the Growth Fund, the Opportunity
Fund, the Fixed Income Fund and the Municipal Income Fund, and may be deemed to
control those Funds. In addition, Timothy and Janet Johnson have the power to
vote more than twenty-five percent (25%) of the shares of the Municipal Income
Fund and may be deemed to control that Fund.
-11-
<PAGE>
In addition to the applicable beneficial ownership described above, the
officers and Trustees as a group beneficially owned as of March 31, 1996 2.32%
of the Growth Fund, 0.85% of the Opportunity Fund, 1.15% of the Fixed Income
Fund, and 0% of the outstanding shares of the Municipal Income Fund.
THE INVESTMENT ADVISER
The Trust's investment adviser is Johnson Investment Counsel, Inc., 5556
Cheviot Road, Cincinnati, Ohio 45247. Timothy E. Johnson may be deemed to be a
controlling person and an affiliate of the Adviser due to his ownership of its
shares and his position as the President and a director of the Adviser. Mr.
Johnson, because of such affiliation, may receive benefits from the management
fees paid to the Adviser.
Under the terms of the Management Agreement, the Adviser manages the
Funds' investments subject to approval of the Board of Trustees and pays all of
the expenses of the Funds except brokerage, taxes, interest and extraordinary
expenses. As compensation for its management services and agreement to pay the
Funds' expenses, the Funds are obligated to pay the Adviser a fee computed and
accrued daily and paid monthly at an annual rate of 1.30% of the average daily
net assets of the Growth Fund, 1.30% of the average daily net assets of the
Opportunity Fund, 1.15% of the average daily net assets of the Fixed Income Fund
and 1.15% of the average daily net assets of the Municipal Income Fund.
However, the Adviser has committed to limit its fee to 1.00% of such assets for
the Growth Fund and Opportunity Fund, 0.85% of such assets for the Fixed Income
Fund and 0.75% of such assets for the Municipal Income Fund. The Adviser
intends that these fee limitations will be permanent, although the Adviser
reserves the right to remove them at any time after December 31, 1996.
For the fiscal years ended December 31, 1995, 1994 and 1993, the Growth
Fund paid advisory fees of $123,983, $83,474 and $39,023, respectively, and the
Fixed Income Fund paid advisory fees of $127,084, $100,011 and $49,349,
respectively. In accordance with the fee limitations described above, the
Adviser voluntarily reduced its fees for the period by $37,195 in 1995, $25,042
in 1994 and $11,707 in 1993 for the Growth Fund, and $44,853 in 1995, $35,298 in
1994 and $17,417 in 1993 for the Fixed Income Fund, which otherwise would have
been payable to the Adviser by the Funds, respectively. For the fiscal year
ended December 31, 1995 and the period May 16, 1994 through December 31, 1994,
the Opportunity Fund paid advisory fees of $106,227 in 1995 and $19,142 in 1994.
The Municipal Income Fund paid advisory fees of $13,328 in 1995 and $83 in 1994.
In accordance with the fee limitations described above, the Adviser voluntarily
reduced its fees for the period by $31,868 in 1995 and $5,743 in 1994 for the
Opportunity Fund, and $8,892 in 1995 and $8,736 in 1994 for the Municipal Income
Fund, which otherwise would have been payable to the Adviser by the Funds,
respectively.
The Adviser retains the right to use the name "Johnson" in connection with
another investment company or business enterprise with which the Adviser is or
may become associated. The Trust's right to use the name "Johnson"
automatically ceases thirty days after termination of the Management Agreement
and may be withdrawn by the Adviser on thirty days written notice.
The Adviser may make payments to banks or other financial institutions that
provide shareholder services and administer shareholder accounts. The
Glass-Steagall Act prohibits banks from engaging in
-12-
<PAGE>
the business of underwriting, selling or distributing securities. Although the
scope of this prohibition under the Glass-Steagall Act has not been clearly
defined by the courts or appropriate regulatory agencies, management of the
Funds believes that the Glass-Steagall Act should not preclude a bank from
providing such services. However, state securities laws on this issue may
differ from the interpretations of federal law expressed herein and banks and
financial institutions may be required to register as dealers pursuant to state
law. If a bank were prohibited from continuing to perform all or a part of such
services, management of the Funds believes that there would be no material
impact on the Funds or their shareholders. Banks may charge their customers
fees for offering these services to the extent permitted by applicable
regulatory authorities, and the overall return to those shareholders availing
themselves of the bank services will be lower than to those shareholders who do
not. The Funds may from time to time purchase securities issued by banks which
provide such services; however, in selecting investments for the Funds, no
preference will be shown for such securities.
PORTFOLIO TRANSACTIONS AND BROKERAGE
Subject to policies established by the Board of Trustees of the Trust, the
Adviser is responsible for the Trust's portfolio decisions and the placing of
the Trust's portfolio transactions. In placing portfolio transactions, the
Adviser seeks the best qualitative execution for the Trust, taking into account
such factors as price (including the applicable brokerage commission or dealer
spread), the execution capability, financial responsibility and responsiveness
of the broker or dealer and the brokerage and research services provided by the
broker or dealer. The Adviser generally seeks favorable prices and commission
rates that are reasonable in relation to the benefits received.
The Adviser is specifically authorized to select brokers or dealers who
also provide brokerage and research services to the Trust and/or the other
accounts over which the Adviser exercises investment discretion and to pay such
brokers or dealers a commission in excess of the commission another broker or
dealer would charge if the Adviser determines in good faith that the commission
is reasonable in relation to the value of the brokerage and research services
provided. The determination may be viewed in terms of a particular transaction
or the Adviser's overall responsibilities with respect to the Trust and to other
accounts over which it exercises investment discretion.
Research services include supplemental research, securities and economic
analyses, statistical services and information with respect to the availability
of securities or purchasers or sellers of securities and analyses of reports
concerning performance of accounts. The research services and other information
furnished by brokers through whom the Trust effects securities transactions may
also be used by the Adviser in servicing all of its accounts. Similarly,
research and information provided by brokers or dealers serving other clients
may be useful to the Adviser in connection with its services to the Trust.
Although research services and other information are useful to the Trust and the
Adviser, it is not possible to place a dollar value on the research and other
information received. It is the opinion of the Board of Trustees and the
Adviser that the review and study of the research and other information will not
reduce the overall cost to the Adviser of performing its duties to the Trust
under the Management Agreement. Due to research services provided by brokers,
the Growth Fund directed to brokers $16,094,019 of brokerage transactions (on
which the commissions were $35,424), and the Opportunity Fund directed to
brokers $20,361,677 of brokerage transactions (on which the commissions were
$50,549).
-13-
<PAGE>
Over-the-counter transactions will be placed either directly with principal
market makers or with broker-dealers, if the same or a better price, including
commissions and executions, is available. Fixed income securities are normally
purchased directly from the issuer, an underwriter or a market maker. Purchases
include a concession paid by the issuer to the underwriter and the purchase
price paid to market makers may include the spread between the bid and asked
prices.
To the extent that the Trust and another of the Adviser's clients seek to
acquire the same security at about the same time, the Trust may not be able to
acquire as large a position in such security as it desires or it may have to pay
a higher price for the security. Similarly, the Trust may not be able to obtain
as large an execution of an order to sell or as high a price for any particular
portfolio security if the other client desires to sell the same portfolio
security at the same time. On the other hand, if the same securities are bought
or sold at the same time by more than one client, the resulting participation in
volume transactions could produce better executions for the Trust. In the event
that more than one client wants to purchase or sell the same security on a given
date, the purchases and sales will normally be allocated using the following
rules: (1) All client accounts would have their entire order filled or receive
no shares at all, unless the account's purchase would exceed $50,000. In that
case, filling part of the order for that account would be acceptable. (2) The
orders would be filled beginning with the account least invested in that
security type, relative to its goal, and proceed through the list with the last
order filled for the account most invested in that security type, relative to
its goal. Based on rule 1, some accounts may be skipped to meet the exact
number of shares purchased. For the sale of a security, the orders would be
filled beginning with the most fully invested account moving to the least fully
invested.
For the fiscal year ended December 31, 1995, the Growth Fund paid brokerage
commissions of $35,424, the Opportunity Fund paid brokerage commissions of
$50,549, and the Fixed Income Fund and the Municipal Income Fund paid no
brokerage commissions. For the fiscal year ended December 31, 1994, the Growth
Fund paid brokerage commissions of $20,503, the Opportunity Fund paid brokerage
commissions of $29,137, and the Fixed Income Fund and the Municipal Income Fund
paid no brokerage commissions. For the fiscal year ended December 31, 1993, the
Growth Fund paid brokerage commissions of $12,123 and the Fixed Income Fund paid
no brokerage commissions.
DETERMINATION OF SHARE PRICE
The prices (net asset values) of the shares of each Fund are determined as
of the close of trading of the New York Stock Exchange (4:00 P.M., Eastern time)
on each day the Trust is open for business and on any other day on which there
is sufficient trading in the Fund's securities to materially affect the net
asset value. The Trust is open for business on every day except Saturdays,
Sundays and the following holidays: New Year's Day, President's Day, Good
Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas.
For a description of the methods used to determine the net asset value (share
price), see "Share Price Calculation" in the Prospectus.
-14-
<PAGE>
INVESTMENT PERFORMANCE
"Average annual total return," as defined by the Securities and Exchange
Commission, is computed by finding the average annual compounded rates of return
(over the one and five year periods and the period from initial public offering
through the end of a Fund's most recent fiscal year) that would equate the
initial amount invested to the ending redeemable value, according to the
following formula:
n
P(1+T) =ERV
Where: P = a hypothetical $1,000 initial investment
T = average annual total return
n = number of years
ERV = ending redeemable value at the end of the applicable period
of the hypothetical $1,000 investment made at the beginning
of the applicable period.
The computation assumes that all dividends and distributions are reinvested at
the net asset value on the reinvestment dates and that a complete redemption
occurs at the end of the applicable period.
A Fund's investment performance will vary depending upon market conditions,
the composition of the Fund's portfolio and operating expenses of the Fund.
These factors and possible differences in the methods and time periods used in
calculating non-standardized investment performance should be considered when
comparing the Fund's performance to those of other investment companies or
investment vehicles. The risks associated with the Fund's investment objective,
policies and techniques should also be considered. At any time in the future,
investment performance may be higher or lower than past performance, and there
can be no assurance that any performance will continue.
From time to time, in advertisements, sales literature and information
furnished to present or prospective shareholders, the performance of the Funds
may be compared to indices of broad groups of unmanaged securities considered to
be representative of or similar to the portfolio holdings of the appropriate
Fund or considered to be representative of the stock market in general or the
fixed income securities market in general. The Growth Fund will use the
Standard & Poor's 500 Stock Index and the Dow Jones Industrial Average. The
Opportunity Fund will use the Standard & Poor's MidCap 400 Index, which is a
capitalization-weighed index that measures the performance of the mid-range of
the medium-sized U.S. companies market. The median market capitalization of the
companies in the Index is approximately $700 million. The Index was developed
with a base level of 100 as of December 31, 1990. The Index contains companies
chosen by committee at Standard & Poor's for their size and industry
characteristics. None of the companies in the S&P MidCap 400 Index are included
in the S&P 500 Stock Index. However, some of the companies in the S&P MidCap
400 Index are larger than some in the S&P 500 Stock Index, which is a function
of the normal drift that takes place in any index as the stock prices of some
companies appreciate while the stock prices of others depreciate.
-15-
<PAGE>
The Fixed Income Fund will use the Lehman Intermediate Government/Corporate Bond
Index. The Lehman Intermediate Government/Corporate Bond Index measures the
price, income and total return of a group of fixed income securities maturing in
one to ten years. It contains all public obligations of the U.S. Treasury
(excluding flower bonds and foreign-targeted issues), all publicly traded debt
of agencies of the U.S. Government, quasi-federal corporations and corporate
debt guaranteed by the U.S. Government, and all public, fixed rate,
non-convertible, investment grade, domestic corporate debt. The Index does not
include mortgage-backed securities or collateralized mortgage obligations. The
Municipal Income Fund will use the Lehman 5 Year General Obligation Index. The
Lehman 5 Year General Obligation Index measures price, income and total return
on state and local general obligation bonds maturing in four to six years. It
contains all general obligations within this maturity range that were part of an
issue with a credit rating of Baa or higher, original issue size of at least $50
million, and has at least $3 million of the issue still outstanding. The Index
does not contain bonds subject to an alternative minimum tax or bonds with
floating or zero coupons. The investment performance figures for the Funds and
the indices will include reinvestment of dividends and capital gains
distributions.
In addition, the performance of the Funds may be compared to other groups
of mutual funds tracked by any widely used independent research firm which ranks
mutual funds by overall performance, investment objectives and assets, such as
Lipper Analytical Services, Inc. or Morningstar, Inc. The objectives, policies,
limitations and expenses of other mutual funds in a group may not be the same as
those of the applicable Fund. Performance rankings and ratings reported
periodically in national financial publications such as Barron's may also be
used.
JOHNSON GROWTH FUND. The total return of the Growth Fund for the one-year
period ended December 31, 1995 was 31.61%. The average annual total return of
the Growth Fund for the period January 4, 1993 through December 31, 1995 was
10.17%.
JOHNSON OPPORTUNITY FUND. The total return of the Opportunity Fund for the
one-year period ended December 31, 1995 was 25.27%. The average annual total
return of the Opportunity Fund for the period May 16, 1994 through December 31,
1995 was 18.10%.
JOHNSON FIXED INCOME FUND. The total return of the Fixed Income Fund for
the one-year period ended December 31, 1995 was 17.70%. The average annual
total return of the Fixed Income Fund for the period January 4, 1993 through
December 31, 1995 was 6.97%.
JOHNSON MUNICIPAL INCOME FUND. The total return of the Municipal Income
Fund for the one-year period ended December 31, 1995 was 10.88%. The average
annual total return of the Municipal Income Fund for the period May 16, 1994
through December 31, 1995 was 7.05%.
-16-
<PAGE>
CUSTODIAN AND TRANSFER AGENT
The Provident Bank, One East Fourth Street, Cincinnati, Ohio is Custodian
of the Funds' investments. The Custodian acts as each Fund's depository,
safekeeps its portfolio securities, collects all income and other payments with
respect thereto, disburses funds at the Fund's request and maintains records in
connection with its duties. The Provident Bank also acts as each Fund's
transfer agent and, in such capacity, 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 accounting and
shareholder service functions.
ACCOUNTANTS
The firm of McCurdy & Associates CPA's, Inc. has been selected as
independent public accountants for the Trust for the fiscal year ending December
31, 1996.
-17-
<PAGE>
[MCCURDY & ASSOCIATES CPA'S, INC. LETTERHEAD]
INDEPENDENT AUDITOR'S REPORT
To The Shareholders and Board of Trustees
Johnson Mutual Funds Trust
We have audited the statements of assets and liabilities including the
portfolios of investments, of the Johnson Mutual Funds Trust (comprising,
respectively, of the Growth Fund, the Fixed Income Fund, the Municipal Income
Fund, and the Opportunity Fund) as of December 31, 1995, and the related
statements of operations, the statements of changes in net assets, and the
financial highlights for each of the periods indicated. These financial
statements and financial highlights are the responsibility of the Fund's
management. Our responsibility is to express an opinion on these financial
statements and financial highlights based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on
a test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
December 31, 1995, by correspondence with the custodian and brokers (and the
application of alternative auditing procedures where confirmations from brokers
were not received). An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of each
of the respective portfolios constituting the Johnson Mutual Funds Trust as of
December 31, 1995, the results of their operations, the changes in their net
assets, and the financial highlights for the periods indicated in conformity
with generally accepted accounting principles.
/s/ McCurdy & Associates CPA's, Inc.
McCurdy & Associates CPA's, Inc.
Westlake, Ohio 44145
January 17, 1996
<PAGE>
- --------------------------------------------------------------------------------
GROWTH FUND, PORTFOLIO OF INVESTMENTS DECEMBER 31, 1995
- --------------------------------------------------------------------------------
COMMON STOCKS
<TABLE>
<CAPTION>
NUMBER OF SHARES DOLLAR VALUE
---------------- ------------
<S> <C> <C>
AUTO PARTS
Echlin Incorporated 8,500 310,250
------------
TOTAL AUTO PARTS - 2.0% . . . . . . . . . . . . . . . . . . . . . . . . . . $ 310,250
CHEMICALS
Air Products & Chemicals, Incorporated 5,600 295,400
------------
TOTAL CHEMICALS - 1.9% . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 295,400
COMMUNICATIONS EQUIPMENT
Motorola, Incorporated 4,600 262,200
------------
TOTAL COMMUNICATIONS EQUIPMENT - 1.7% . . . . . . . . . . . . . . . . . . . $ 262,200
COMPUTER SYSTEMS
Hewlett-Packard Company 7,600 636,500
------------
TOTAL COMPUTER SYSTEMS - 4.2% . . . . . . . . . . . . . . . . . . . . . . . $ 636,500
ELECTRIC UTILITIES
TECO Energy, Incorporated 12,000 307,500
------------
TOTAL ELECTRICAL UTILITIES - 2.0% . . . . . . . . . . . . . . . . . . . . . $ 307,500
ELECTRICAL EQUIPMENT
General Electric Company 8,700 626,400
Johnson Controls, Incorporated 2,600 178,750
------------
TOTAL ELECTRICAL EQUIPMENT - 5.3% . . . . . . . . . . . . . . . . . . . . . $ 805,150
FINANCIAL - INSURANCE
General RE Corporation 4,000 620,000
------------
TOTAL FINANCIAL - INSURANCE - 4.1% . . . . . . . . . . . . . . . . . . . . .$ 620,000
FINANCIAL - REGIONAL BANKS
Boatmen's Bancshares, Inc. 6,000 245,250
Corestates Financial Corporation 5,700 215,887
Fifth Third Bancorp 5,400 395,550
Regions Financial Corporation 3,500 150,500
------------
TOTAL FINANCIAL - REGIONAL BANKS - 6.6% . . . . . . . . . . . . . . . . . . $ 1,007,187
FOODS AND FOOD RETAILERS
Albertson's, Inc. 9,500 312,313
Sysco Corporation 4,000 130,000
------------
TOTAL FOODS AND FOOD RETAILERS - 2.9% . . . . . . . . . . . . . . . . . . . $ 442,313
HEALTH CARE - DRUGS
Mylan Laboratories 15,500 364,250
Pfizer, Incorporated 5,000 315,000
Schering-Plough Corporation 11,720 641,670
------------
TOTAL HEALTH CARE - DRUGS - 8.7% . . . . . . . . . . . . . . . . . . . . . .$ 1,320,920
HEALTH CARE - SERVICES
Columbia/HCA Healthcare Corporation 5,700 289,275
------------
TOTAL HEALTH CARE - SERVICES - 1.9% . . . . . . . . . . . . . . . . . . . . $ 289,275
<PAGE>
- --------------------------------------------------------------------------------
GROWTH FUND, PORTFOLIO OF INVESTMENTS DECEMBER 31, 1995
- --------------------------------------------------------------------------------
COMMON STOCKS
<CAPTION>
NUMBER OF SHARES DOLLAR VALUE
---------------- ------------
<S> <C> <C>
HOUSEHOLD PRODUCTS
Duracell International, Incorporated 6,500 336,375
Procter & Gamble Company 8,500 705,500
------------
TOTAL HOUSEHOLD PRODUCTS - 6.9% . . . . . . . . . . . . . . . . . . . . . . $ 1,041,875
INDUSTRIAL SERVICES
Cintas Corporation 3,400 151,300
------------
TOTAL INDUSTRIAL SERVICES - 1.0% . . . . . . . . . . . . . . . . . . . . . .$ 151,300
INFORMATION PROCESSING
Computer Associates International, Incorporated 5,000 284,375
EMC Corporation* 19,000 292,125
General Motors Class E (Electronic Data Systems) 13,000 676,000
------------
TOTAL INFORMATION PROCESSING - 8.2% . . . . . . . . . . . . . . . . . . . . $ 1,252,500
MACHINERY
Dover Corporation 5,000 184,375
------------
TOTAL MACHINERY - 1.2% . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 184,375
MEDIA AND PUBLISHING
Donnelley (R.R.) & Sons Company 8,300 326,813
------------
TOTAL MEDIA AND PUBLISHING - 2.2% . . . . . . . . . . . . . . . . . . . . . $ 326,813
METALS - STEEL
Worthington Industries 15,000 312,187
------------
TOTAL METALS - STEEL - 2.1% . . . . . . . . . . . . . . . . . . . . . . . . $ 312,187
NATURAL GAS
Enron Corporation 8,200 312,625
Piedmont Natural Gas Company 4,600 106,950
------------
TOTAL NATURAL GAS - 2.8% . . . . . . . . . . . . . . . . . . . . . . . . . .$ 419,575
PAPER PRODUCTS
Mead Corporation 4,600 240,350
Sonoco Products Company 12,325 323,531
------------
TOTAL PAPER PRODUCTS - 3.7% . . . . . . . . . . . . . . . . . . . . . . . . $ 563,881
PETROLEUM
Mobil Corporation 5,700 638,400
Royal Dutch Petroleum Company (Netherlands) 4,300 606,838
------------
TOTAL PETROLEUM COMPANIES - 8.2% . . . . . . . . . . . . . . . . . . . . . .$ 1,245,238
RESTAURANTS
McDonald's Corporation 15,000 676,875
------------
TOTAL RESTAURANTS - 4.5% . . . . . . . . . . . . . . . . . . . . . . . . . .$ 676,875
RETAILING
May Department Stores Company 6,000 253,500
Sherwin Williams Company, (The) 7,800 317,850
Walgreen Company 5,000 149,375
Wal-Mart Stores, Incorporated 13,000 290,875
------------
TOTAL RETAILING - 6.7% . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 1,011,600
*NON-DIVIDEND PAYING SECURITY
<PAGE>
- --------------------------------------------------------------------------------
GROWTH FUND, PORTFOLIO OF INVESTMENTS DECEMBER 31, 1995
- --------------------------------------------------------------------------------
COMMON STOCKS
<CAPTION>
NUMBER OF SHARES DOLLAR VALUE
---------------- ------------
<S> <C> <C>
TELECOMMUNICATION SERVICES
AT&T Corporation 5,000 323,750
GTE Corporation 14,166 623,304
------------
TOTAL TELECOMMUNICATION - 6.2% . . . . . . . . . . . . . . . . . . . . . . .$ 947,054
TRANSPORTATION
Burlington Northern, Incorporated 2,300 179,400
------------
TOTAL TRANSPORTATION - 1.2% . . . . . . . . . . . . . . . . . . . . . . . . $ 179,400
TOTAL COMMON STOCKS - 96.2% . . . . . . . . . . . . . . . . . . . . . . . . . $14,609,368
(COMMON STOCK IDENTIFIED COST $11,940,095)
CASH EQUIVALENTS
Dreyfus U.S. Treasury Prime Money Market 578,937
------------
TOTAL CASH EQUIVALENTS - 3.8% . . . . . . . . . . . . . . . . . . . . . . . $ 578,937
(CASH EQUIVALENTS IDENTIFIED COST $578,937)
TOTAL PORTFOLIO VALUE - 100.0% . . . . . . . . . . . . . . . . . . . . . . . .$15,188,305
(TOTAL PORTFOLIO IDENTIFIED COST $12,519,032)
Other Assets Less Liabilities . . . . . . . . . . . . . . . . . . . . . . . .$ (319,856)
TOTAL NET ASSETS $14,868,449
</TABLE>
<PAGE>
- --------------------------------------------------------------------------------
OPPORTUNITY FUND, PORTFOLIO OF INVESTMENTS DECEMBER 31, 1995
- --------------------------------------------------------------------------------
COMMON STOCKS
<TABLE>
<CAPTION>
NUMBER OF SHARES DOLLAR VALUE
---------------- ------------
<S> <C> <C>
AUTO PARTS
Echlin, Incorporated 8,200 299,300
------------
TOTAL AUTO PARTS - 1.9% . . . . . . . . . . . . . . . . . . . . . . . . $ 299,300
BEVERAGES
Whitman Corporation 10,000 232,500
------------
TOTAL BEVERAGES - 1.4% . . . . . . . . . . . . . . . . . . . . . . . . .$ 232,500
BUILDING MATERIALS
Medusa Corporation 10,000 265,000
------------
TOTAL BUILDING MATERIALS - 1.7% . . . . . . . . . . . . . . . . . . . . $ 265,000
CHEMICALS
Cabot Corporation 9,000 484,875
M.A. Hanna Company 9,550 267,400
Morton International, Incorporated 7,500 269,063
------------
TOTAL CHEMICALS - 6.4% . . . . . . . . . . . . . . . . . . . . . . . . .$ 1,021,338
COMMUNICATIONS EQUIPMENT
Cabletron Systems, Incorporated* 5,500 445,500
Belden, Incorporated 11,500 296,125
------------
TOTAL COMMUNICATIONS EQUIPMENT - 4.6% . . . . . . . . . . . . . . . . . $ 741,625
COMPUTER SYSTEMS
EMC Corporation* 25,500 392,062
Sequent Computer Systems, Incorporated* 13,500 195,750
------------
TOTAL COMPUTER SYSTEMS - 3.7% . . . . . . . . . . . . . . . . . . . . . $ 587,812
COSMETICS
International Flavors and Fragrances, Inc. 2,600 124,800
------------
TOTAL COSMETICS - 0.8% . . . . . . . . . . . . . . . . . . . . . . . . .$ 124,800
ELECTRIC UTILITIES
Illinova Corporation 12,000 360,000
TECO Energy, Incorporated 17,400 445,875
Wisconsin Energy Corporation 13,800 422,625
------------
TOTAL ELECTRIC UTILITIES - 7.7% . . . . . . . . . . . . . . . . . . . . $ 1,228,500
ELECTRONICS - SEMICONDUCTORS
Silicon Valley Group, Incorporated* 9,500 239,875
Xilinx, Incorporated* 3,000 91,500
------------
TOTAL ELECTRONICS - SEMICONDUCTORS - 1.8% . . . . . . . . . . . . . . . $ 331,375
ENERGY SERVICES
Smith International, Incorporated* 14,000 329,000
------------
TOTAL OIL PRODUCTION - PRODUCTS - 2.1% . . . . . . . . . . . . . . . . .$ 329,000
FINANCIAL - INSURANCE
AON Corporation 8,000 399,000
Reliastar Financial Corporation 7,600 337,250
------------
TOTAL FINANCIAL - INSURANCE - 4.6% . . . . . . . . . . . . . . . . . . .$ 736,250
* NON-DIVIDEND PAYING SECURITY.
<PAGE>
- --------------------------------------------------------------------------------
OPPORTUNITY FUND, PORTFOLIO OF INVESTMENTS DECEMBER 31, 1995
- --------------------------------------------------------------------------------
COMMON STOCKS
<CAPTION>
NUMBER OF SHARES DOLLAR VALUE
---------------- ------------
<S> <C> <C>
FINANCIAL - REGIONAL BANKS
Bank of New York Co., Incorporated 6,500 316,875
Fifth Third Bancorp 3,000 219,750
First Fidelity Bancorp 4,400 331,650
Southtrust Corporation 13,000 333,125
------------
TOTAL FINANCIAL - REGIONAL BANKS - 7.5% . . . . . . . . . . . . . . . . $ 1,201,400
FINANCIAL - SERVICES
A. G. Edwards, Incorporated 7,300 174,288
Advanta Corporation - Class A 10,300 393,975
------------
TOTAL FINANCIAL - SERVICES - 3.5% . . . . . . . . . . . . . . . . . . . $ 568,263
FOODS AND FOOD RETAILERS
Hannaford Brothers Company 7,800 192,075
Hudson Foods, Inc., Class A 13,000 224,250
------------
TOTAL FOODS AND FOOD RETAILERS - 2.6% . . . . . . . . . . . . . . . . . $ 416,325
HEALTH CARE - DRUGS
Watson Pharmaceutical, Incorporated* 9,000 441,000
------------
TOTAL HEALTH CARE - DRUGS - 2.8% . . . . . . . . . . . . . . . . . . . .$ 441,000
HEALTH CARE - SERVICES
Cardinal Health, Incorporated 7,500 410,625
HBO and Company 4,000 306,500
Healthcare COMPARE Corporation* 4,500 195,750
------------
TOTAL HEALTH CARE - SERVICES - 5.7% . . . . . . . . . . . . . . . . . . $ 912,875
INDUSTRIAL SERVICES
G & K Services, Inc., Class A 10,200 260,100
------------
TOTAL INDUSTRIAL SERVICES - 1.6% . . . . . . . . . . . . . . . . . . . .$ 260,100
INFORMATION PROCESSING
Broderbund Software, Incorporated* 2,000 121,500
Keane, Incorporated* 12,350 273,244
Sterling Software, Incorporated* 9,000 561,375
Sungard Data Systems, Incorporated* 10,000 285,000
------------
TOTAL INFORMATION PROCESSING - 7.7% . . . . . . . . . . . . . . . . . . $ 1,241,119
MACHINE TOOLS
Kennametal, Incorporated 14,000 444,500
------------
TOTAL MACHINE TOOLS - 2.8% . . . . . . . . . . . . . . . . . . . . . . .$ 444,500
MEDIA AND PUBLISHING
Reynolds & Reynolds Company, Class A 11,000 427,625
------------
TOTAL MEDIA & PUBLISHING - 2.7% . . . . . . . . . . . . . . . . . . . . $ 427,625
METALS - STEEL
Material Sciences Corporation* 14,000 208,250
------------
TOTAL METALS - STEEL - 1.3% . . . . . . . . . . . . . . . . . . . . . . $ 208,250
* NON-DIVIDEND PAYING SECURITY.
<PAGE>
- --------------------------------------------------------------------------------
OPPORTUNITY FUND, PORTFOLIO OF INVESTMENTS DECEMBER 31, 1995
- --------------------------------------------------------------------------------
COMMON STOCKS
<CAPTION>
NUMBER OF SHARES DOLLAR VALUE
---------------- ------------
<S> <C> <C>
OIL PRODUCTION AND EXPLORATION
Vastar Resources, Incorporated 11,000 349,250
------------
TOTAL OIL PRODUCTION AND EXPLORATION - 2.2% . . . . . . . . . . . . . . $ 349,250
RESTAURANTS
Wendy's International, Incorporated 21,000 446,250
------------
TOTAL RESTAURANTS - 2.8% . . . . . . . . . . . . . . . . . . . . . . . .$ 446,250
RETAILING
Dillard Department Stores, Inc., Class A 7,000 199,500
Staples, Incorporated* 12,000 292,500
------------
TOTAL RETAIL - 3.1% . . . . . . . . . . . . . . . . . . . . . . . . . . $ 492,000
TELECOMMUNICATION SERVICES
Century Telephone Enterprises 12,500 396,875
Arch Communications Group* 5,500 132,000
U.S. West Media Group* 6,500 123,500
Paging Network, Incorporated* 8,200 199,875
------------
TOTAL TELECOMMUNICATION SERVICES - 5.3% . . . . . . . . . . . . . . . . $ 852,250
TRANSPORTATION
Kansas City Southern Industries 6,000 274,500
------------
TOTAL TRANSPORTATION - 1.7% . . . . . . . . . . . . . . . . . . . . . . $ 274,500
WASTE MANAGEMENT
Sanifill, Incorporated* 8,500 283,687
------------
TOTAL WASTE MANAGEMENT - 1.8% . . . . . . . . . . . . . . . . . . . . .$ 283,687
TOTAL COMMON STOCKS - 91.8% . . . . . . . . . . . . . . . . . . . . . . .$ 14,716,894
(COMMON STOCK IDENTIFIED COST $12,597,750)
CASH EQUIVALENTS
Dreyfus U.S. Treasury Prime Money Market Fund 1,307,057
------------
TOTAL CASH EQUIVALENTS - 8.2% . . . . . . . . . . . . . . . . . . . . . $ 1,307,057
(CASH EQUIVALENTS IDENTIFIED COST $1,307,057)
TOTAL PORTFOLIO VALUE - 100.0% . . . . . . . . . . . . . . . . . . . . . $ 16,023,951
(TOTAL PORTFOLIO IDENTIFIED COST $13,904,807)
Other Assets Less Liabilities . . . . . . . . . . . . . . . . . . . . . $ (832,879)
TOTAL NET ASSETS $ 15,191,072
</TABLE>
* NON-DIVIDEND PAYING SECURITY.
<PAGE>
- --------------------------------------------------------------------------------
FIXED INCOME FUND, PORTFOLIO OF INVESTMENTS DECEMBER 31, 1995
- --------------------------------------------------------------------------------
FIXED INCOME SECURITIES - BONDS
<TABLE>
<CAPTION>
FACE VALUE DOLLAR VALUE
---------- ------------
<S> <C> <C>
BANK BONDS - MAJOR REGIONAL
Banc One Corporation, 7.25% Due 8/1/02 200,000 $ 213,750
Comerica Bank Subordinated Debenture, 10.125% Due 6/1/98 25,000 27,375
Core States Capital, 6.625% Due 3/15/05 200,000 204,250
NBD Bancorp, 7.25% Due 8/15/04 275,000 293,219
PNC Funding Corp. Subordinated Debenture, 6.875% Due 3/1/03 200,000 206,750
Suntrust Banks Note, 8.375% Due 3/1/96 25,000 25,125
Wachovia Bank Corporation, 7.0% Due 12/15/99 250,000 260,312
-----------
TOTAL MAJOR REGIONAL BANKS - 7.7% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 1,230,781
BANK BONDS - MONEY CENTER
Bankers Trust Subordinated Debenture, 7.125% Due 7/31/02 200,000 208,750
Republic New York Corporation, 7.25% Due 7/15/02 200,000 213,500
-----------
TOTAL MONEY CENTER BANKS - 2.6% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 422,250
CAPITAL EQUIPMENT
G.E. Corporation Medium Term Note, 6.875% Due 12/29/99 250,000 258,750
Illinois Tool Works, Inc., 5.875% Due 3/1/00 200,000 199,750
-----------
TOTAL CAPITAL EQUIPMENT COMPANIES - 2.9% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 458,500
CHEMICALS
Hercules, Incorporated, 6.625% Due 6/1/03 250,000 257,500
-----------
TOTAL CHEMICAL COMPANIES - 1.6% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 257,500
COMPUTER HARDWARE/SOFTWARE
International Business Machines Corporation, 6.375% Due 6/15/00 200,000 204,750
-----------
TOTAL COMPUTER HARDWARE/SOFTWARE - 1.3% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 204,750
ELECTRIC UTILITIES
Carolina Power and Light Company, 6.75% Due 10/1/02 250,000 259,375
Consolidated Edison Corporation, 6.5% Due 2/1/01 200,000 204,750
Louisville Gas & Electric Company, 7.5% Due 7/1/02 25,000 25,469
Midwest Power Corporation, 7.00% Due 2/15/05 200,000 211,000
Pacific Gas & Electric Company, 6.875% Due 12/1/99 40,000 40,450
Public Service Electric & Gas Company, 6.5% Due 5/1/04 200,000 202,750
Union Electric Power Co., First Mortgage, 6.875% Due 8/1/04 200,000 210,811
-----------
TOTAL ELECTRIC UTILITIES - 7.2% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 1,154,605
ENTERTAINMENT AND LEISURE
Walt Disney Company, 5.80% Due 10/27/08 150,000 144,562
-----------
TOTAL ENTERTAINMENT AND LEISURE - 0.9% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 144,562
FINANCIAL - INSURANCE
Allstate Insurance Company, 5.875% Due 6/15/98 250,000 250,625
-----------
TOTAL FINANCIAL - INSURANCE - 1.6% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 250,625
FINANCIAL - SERVICES
Associates Corporation, N.A., 6.00% Due 3/15/00 200,000 200,250
CIT Group Holdings, 8.375% Due11/01/01 250,000 276,562
G.E. Capital Corporation Medium Term Note, 6.59% Due 1/15/98 30,000 30,600
General Motors Acceptance Corp. Medium Term, 6.1% Due 9/11/97 200,000 201,500
Household Finance Corporation Senior Note, 6.875% Due 3/01/03 200,000 208,250
<PAGE>
- --------------------------------------------------------------------------------
FIXED INCOME FUND, PORTFOLIO OF INVESTMENTS DECEMBER 31, 1995
- --------------------------------------------------------------------------------
FIXED INCOME SECURITIES - BONDS
FACE VALUE DOLLAR VALUE
---------- ------------
FINANCIAL - SERVICES, CONTINUED
International Lease Finance Corporation, 6.5% Due 8/15/99 200,000 204,750
-----------
TOTAL FINANCIAL - SERVICES - 7.0% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 1,121,912
FOOD AND BEVERAGE
General Mills Incorporated, Medium Term Note, 8.85% Due 7/19/99 200,000 218,750
Pepsico, Inc. Medium Term Note, 5.463% Due 7/1/98 200,000 199,500
Sara Lee Corporation, Medium Term Note, 5.700% Due 7/14/00 250,000 248,750
-----------
TOTAL FOOD AND BEVERAGE - 4.2% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 667,000
FOREIGN GOVERNMENT (U.S. DOLLAR DENOMINATED)
Province of Manitoba, Canada, 6.750% Due 3/1/03 200,000 208,750
Province of Ontario, Canada, 8.000% Due 10/17/01 30,000 33,113
Province of Ontario, Canada, 7.375% Due 1/27/03 200,000 215,500
-----------
TOTAL FOREIGN GOVERNMENTS - 2.9% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 457,363
FOREIGN UTILITIES (U.S. DOLLAR DENOMINATED)
Hydro Quebec Medium Term Note, 6.980% Due 3/01/05 200,000 209,276
-----------
TOTAL FOREIGN UTILITIES - 1.3% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 209,276
NATURAL GAS
Southern California Gas Company, 6.500% Due 12/15/97 250,000 253,750
-----------
TOTAL NATURAL GAS - 1.6% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 253,750
NEWSPAPER/PUBLISHING
Scripps Howard Corporation, 7.375% Due 12/15/98 225,000 234,563
-----------
TOTAL NEWSPAPER/PUBLISHING - 1.5% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 234,563
PETROLEUM
Amoco Canada, 7.250% Due 12/1/02 200,000 215,500
Dresser Industries, 6.250% Due 6/1/00 250,000 253,750
Texaco Capital, Incorporated, 6.875% Due 7/15/99 200,000 207,000
-----------
TOTAL PETROLEUM - 4.2% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 676,250
RAILROADS
CSX Transportation Equipment Trust, 6.070% Due 3/15/01 200,000 202,750
Union Pacific Corporation, 6.250% Due 3/15/99 250,000 252,500
-----------
TOTAL RAILROADS - 2.8% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 455,250
RETAIL
Wal-Mart Stores, Inc., 6.375% Due 3/01/03 200,000 204,250
-----------
TOTAL RETAIL - 1.3% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 204,250
REAL ESTATE INVESTMENT TRUSTS
Merry Land & Investment Company, 7.25% Due 6/15/05 200,000 207,250
-----------
TOTAL REAL ESTATE INVESTMENT TRUSTS - 1.3% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 207,250
TELECOMMUNICATIONS
Cincinnati Bell, Inc., 6.240% Due 12/20/03 250,000 252,500
New York Telephone, 5.875% Due 9/1/03 200,000 197,750
Pacific Bell Telephone, 7.000% Due 7/15/04 200,000 212,500
Southwestern Bell Corporation, 6.375% Due 4/1/01 200,000 203,750
-----------
TOTAL TELECOMMUNICATIONS - 5.4% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .$ 866,500
<PAGE>
- --------------------------------------------------------------------------------
FIXED INCOME FUND, PORTFOLIO OF INVESTMENTS DECEMBER 31, 1995
- --------------------------------------------------------------------------------
FIXED INCOME SECURITIES - BONDS
FACE VALUE DOLLAR VALUE
---------- ------------
UNITED STATES GOVERNMENT AGENCY OBLIGATIONS
Federal Home Loan Mortgage Corporation, 6.55% Due 1/4/00 200,000 206,552
Federal Home Loan Mortgage Corporation, 8.155% Due 3/9/05 150,000 156,728
Federal Home Loan Mortgage Corporation, 7.35% Due 3/22/05 300,000 329,514
Federal Home Loan Mortgage Corporation, 6.005% Due 12/8/05 200,000 201,900
Federal Home Loan Mortgage Corporation, CMO Series 1639-PD
Average Maturity 1999, 5.6% due 8/15/06 250,000 246,170
Federal Home Loan Mortgage Corporation, CMO Series 1660
Tranche G, 6.25% Due 7/15/07 250,000 251,647
Federal National Mortgage Association, 5.05% Due 11/10/98 250,000 247,692
Federal National Mortgage Association, 7.05% Due 12/10/98 200,000 208,462
Federal National Mortgage Association, 6.35% Due 8/10/99 210,000 215,611
Federal National Mortgage Association, 6.1% Due 2/10/00 250,000 254,288
Federal National Mortgage Association, 7.5% Due 2/11/02 200,000 217,758
Federal National Mortgage Association, 7.55% Due 4/22/02 200,000 218,538
Federal National Mortgage Association, Medium Term Note
7.800% Due 3/29/05 200,000 213,564
-----------
TOTAL UNITED STATES GOVERNMENT AGENCY OBLIGATIONS - 18.6%. . . . . . . . . . . . . . . . . . . . . . . . .$ 2,968,424
UNITED STATES GOVERNMENT OBLIGATIONS
United States Treasury Note, 7.25% Due 11/30/96 300,000 305,223
United States Treasury Note, 6.00% Due 11/30/97 500,000 507,155
United States Treasury Note, 6.00% Due 12/31/97 400,000 406,064
United States Treasury Note, 4.75% Due 9/30/98 250,000 246,882
United States Treasury Note, 6.00% Due 10/15/99 100,000 102,362
United States Treasury Note, 8.5% Due 11/15/00 400,000 452,732
United States Treasury Note, 7.875% Due 8/15/01 400,000 446,732
United States Treasury Note, 7.5% Due 11/15/01 400,000 440,848
United States Treasury Note, 7.875% Due 11/15/04 325,000 376,136
-----------
TOTAL UNITED STATES GOVERNMENT OBLIGATIONS - 20.6% . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 3,284,134
TOTAL FIXED INCOME - BONDS - 98.5% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $15,729,495
(FIXED INCOME IDENTIFIED COST $15,316,424)
CASH EQUIVALENTS
Dreyfus U.S. Treasury Prime Money Market Fund 235,613
-----------
TOTAL CASH EQUIVALENTS - 1.5%. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 235,613
(CASH EQUIVALENTS IDENTIFIED COST $235,613)
TOTAL PORTFOLIO VALUE - 100.0% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $15,965,108
(TOTAL PORTFOLIO IDENTIFIED COST $15,552,037)
Other Assets Less Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 9,748
TOTAL NET ASSETS $15,974,856
</TABLE>
<PAGE>
- --------------------------------------------------------------------------------
MUNICIPAL INCOME FUND, PORTFOLIO OF INVESTMENTS DECEMBER 31, 1995
- --------------------------------------------------------------------------------
FIXED INCOME SECURITIES - MUNICIPAL BONDS
<TABLE>
<CAPTION>
FACE VALUE DOLLAR VALUE
---------- ------------
<S> <C> <C>
BUILDING AUTHORITY
Ohio State Building Authority, Administration Building Fund
Project A, 6.4% Due 10/1/01 50,000 $ 55,000
Ohio State Building Authority, Administrative Building Fund
Projects (MBIA Insured), 5.4% Due 10/1/02 50,000 52,562
Ohio State Building Authority, Correctional Facilities, Series A
Prerefunded 3/1/99 at 102, 7.3% Due 3/1/02 50,000 55,563
Ohio State Building Authority, State Correctional Facilities
Refunding Series 1991 A, 6.5% Due 10/1/01 50,000 55,063
-----------
TOTAL BUILDING AUTHORITY - 9.5% . . . . . . . . . . . . . . . . . . . $ 218,188
GENERAL OBLIGATION
Butler County, Ohio Infrastructure Special Assessment
General Obligation (AMBAC Insured), 4.9% Due 12/1/98 50,000 51,125
Cincinnati, Ohio General Obligation, 5.25% Due 12/1/00 50,000 52,250
Cleveland, Ohio General Obligation, (AMBAC Insured), 4.9% Due 9/1/02 50,000 51,375
Columbus, Ohio General Obligation, 5.1% Due 5/15/00 50,000 51,812
Columbus, Ohio Limited Tax General Obligation, 6.75% Due 7/1/96 50,000 50,760
Delaware County, Ohio General Obligation, 5.25% Due 12/1/06 50,000 51,312
Lakewood, Ohio General Obligation, 6.75% Due 12/01/97 50,000 52,500
Trumbull County, Ohio General Obligation, 5.25% Due 12/1/05 50,000 52,375
-----------
TOTAL GENERAL OBLIGATION - 18.1% . . . . . . . . . . . . . . . . . . . . $ 413,509
HIGHER EDUCATION
Ohio State Public Facilities Commission, Higher Education Capital
Facility, Series 11A (AMBAC Insured), 4.7% Due 6/1/00 75,000 76,313
Ohio State Higher Education Facilities, Series 11-B, 5.9% Due 12/1/05 50,000 53,687
Ohio State Higher Education Facilities, Series A, 6.4% Due 5/01/98 50,000 52,375
Ohio State Higher Education Facilities, Wittenberg University
(FGIC Insured), 6.75% Due 6/1/96 25,000 25,313
University of Cincinnati, Ohio General Receipts, 4.65% Due 6/1/98 50,000 50,500
-----------
TOTAL HIGHER EDUCATION - 11.3% . . . . . . . . . . . . . . . . . . . . . $ 258,188
HOSPITAL/HEALTH
Hamilton County, Ohio Hospital Facility, Children's Hospital
(FGIC Insured), 5.0% Due 5/15/06 50,000 50,000
Maumee, Ohio Hospital Revenue, St. Lukes Hospital Project
(AMBAC Insured), 4.9% Due 12/1/99 50,000 51,438
Ohio State Public Facilities Commission Mental Health Facilities,
Series 11B, 4.25% Due 6/1/97 50,000 50,125
Ohio State Public Facilities Commission Mental Health Facilities,
Series 11B (FSA Insured), 4.25% Due 6/1/99 50,000 49,937
-----------
TOTAL HOSPITAL/HEALTH - 8.8% . . . . . . . . . . . . . . . . . . . . . . $ 201,500
<PAGE>
- --------------------------------------------------------------------------------
MUNICIPAL INCOME FUND, PORTFOLIO OF INVESTMENTS DECEMBER 31, 1995
- --------------------------------------------------------------------------------
FIXED INCOME SECURITIES - MUNICIPAL BONDS
<CAPTION>
FACE VALUE DOLLAR VALUE
---------- ------------
<S> <C> <C>
SCHOOL DISTRICT
Centerville, Ohio City School District General Obligation
(FGIC Insured), 5.1% Due 12/1/03 50,000 51,750
Cincinnati, Ohio School District Revenue Anticipation Notes,
5.6% Due 6/15/97 50,000 51,000
Cleveland, Ohio City School District Refunding Series B
(FGIC Insured), 5.4% Due 6/1/02 50,000 52,750
Cook County, Illinois School District General Obligation
(AMBAC Insured), 5.2% Due 12/1/01 50,000 52,313
Indian Valley School District, Ohio General Obligation
(AMBAC Insured), 5.5% Due 12/1/06 50,000 52,312
Olmsted Falls, Ohio City School District General Obligation
(FGIC Insured), 5.3% Due 12/15/00 50,000 52,188
Southwestern City School District, Ohio, Franklin County and
Pickaway County, 6.25% Due 12/1/05 50,000 54,313
West Geauga, Ohio Local School District, School Improvement
General Obligation (AMBAC Insured), 5.45% Due 11/1/04 50,000 52,875
Woodridge, Ohio Local School District General Obligation, Summit
County (AMBAC Insured), 5.45% Due 12/01/04 50,000 52,875
-----------
TOTAL SCHOOL DISTRICT - 20.6% . . . . . . . . . . . . . . . . . . . . . . $ 472,376
UTILITIES
Weatherford, Texas Utility System Revenue, Series 1994
(MBIA Insured), 5.1% Due 9/1/03 50,000 51,625
-----------
TOTAL UTILITIES - 2.3% . . . . . . . . . . . . . . . . . . . . . . . $ 51,625
WATER AND SEWER
Celina, Ohio Wastewater System Mortgage Revenue
(FGIC Insured), 5.6% Due 11/01/99 40,000 42,050
Cleveland, Ohio Waterworks Revenue First Mortgage,
Series G (MBIA Insured), 5.25% Due 1/1/04 50,000 52,063
Columbus, Ohio Sewer Revenue, 5.4% Due 6/01/98 50,000 51,813
Miamisburg, Ohio Sewer System Refunding (AMBAC Insured),
4.35% Due 11/15/02 50,000 49,875
Ohio State Water Development Authority (MBIA Insured),
5.00% Due 12/1/98 50,000 51,312
Ohio State Water Development Authority (MBIA Insured),
5.5% Due 6/01/01 50,000 52,562
Southwest Ohio Regional Water District Waterworks Revenue
5.25% Due 12/1/05 50,000 51,437
<PAGE>
- --------------------------------------------------------------------------------
MUNICIPAL INCOME FUND, PORTFOLIO OF INVESTMENTS DECEMBER 31, 1995
- --------------------------------------------------------------------------------
FIXED INCOME SECURITIES - MUNICIPAL BONDS
<CAPTION>
FACE VALUE DOLLAR VALUE
---------- ------------
<S> <C> <C>
WATER AND SEWER, CONTINUED
Warren County, Ohio Water and Sewer Line Extension, Special
Assessment Bonds, Series 1994, 5.5% Due 12/1/03 50,000 53,500
-----------
TOTAL WATER AND SEWER - 17.6% . . . . . . . . . . . . . . . . . . . . . . $ 404,612
TOTAL FIXED INCOME - MUNICIPAL BONDS - 88.2% . . . . . . . . . . . . . . . . . . . . . $ 2,019,998
(MUNICIPAL BONDS IDENTIFIED COST $1,955,384)
CASH EQUIVALENTS
Dreyfus Ohio Municipal Money Market 271,689
-----------
TOTAL CASH EQUIVALENTS - 11.8% . . . . . . . . . . . . . . . . . . . . . . . . . $ 271,689
(CASH IDENTIFIED COST $271,689)
TOTAL PORTFOLIO VALUE - 100.0% . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,291,687
(TOTAL PORTFOLIO IDENTIFIED COST $2,227,073)
Other Assets Less Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ (8,789)
TOTAL NET ASSETS $ 2,282,898
</TABLE>
<PAGE>
- --------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITES DECEMBER 31, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
STOCK FUNDS BOND FUNDS
----------------------------------- ----------------------------
FIXED MUNICIPAL
GROWTH OPPORTUNITY INCOME INCOME
FUND FUND FUND FUND
----------------- -------------- ------------- ------------
<S> <C> <C> <C> <C>
ASSETS:
Investment Securities $ 15,188,305 $ 16,023,951 $ 15,965,108 $ 2,291,687
at Market Value*
Dividends and Interest Receivable 29,645 15,639 254,718 16,229
Receivable for Securities Sold 0 0 0 0
TOTAL ASSETS . . . . . . . . . . . $ 15,217,950 $ 16,039,590 $ 16,219,826 $ 2,307,916
LIABILITIES:
Investment Securities Purchased 0 642,634 0 0
Dividends Payable 44,611 63,156 233,239 22,901
Capital Gains Payable 292,144 130,391 0 747
Accrued Management Fees 12,746 12,337 11,731 1,370
TOTAL LIABILITIES . . . . . . . . . $ 349,501 $ 848,518 $ 244,970 $ 25,018
NET ASSETS . . . . . . . . . . . . . . . . $ 14,868,449 $ 15,191,072 $ 15,974,856 $ 2,282,898
NET ASSETS CONSIST OF:
Paid in Capital (see note #7) 12,199,176 13,071,928 15,585,325 2,218,275
Undistributed Net
Investment Income 0 0 12 9
Undistributed Net Realized Gain
(Loss) from Security Transactions 0 0 -23,552 0
NET UNREALIZED GAIN (LOSS)
ON INVESTMENTS . . . . . . . . . . . . . . 2,669,273 2,119,144 413,071 64,614
NET ASSETS . . . . . . . . . . . . . . . . $ 14,868,449 $ 15,191,072 $ 15,974,856 $ 2,282,898
SHARES OUTSTANDING . . . . . . . . . . . . . 788,539 782,098 1,008,495 145,595
OFFERING, REDEMPTION AND
NET ASSET VALUE PER SHARE . . . . . . . . .$ 18.86 $ 19.42 $ 15.84 $ 15.68
*IDENTIFIED COST . . . . . . . . . . . . . $ 12,519,032 $ 13,904,807 $ 15,552,037 $ 2,227,073
</TABLE>
<PAGE>
- --------------------------------------------------------------------------------
STATEMENT OF OPERATIONS JANUARY 1 - DECEMBER 31, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
STOCK FUNDS BOND FUNDS
--------------------------- -------------------------
FIXED MUNICIPAL
GROWTH OPPORTUNITY INCOME INCOME
FUND FUND FUND FUND
--------- ----------- --------- ---------
YR. ENDED YR. ENDED YR. ENDED YR. ENDED
12/31/95 12/31/95 12/31/95 12/31/95
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
INVESTMENT INCOME:
Interest $ 32,691 $ 38,645 $ 948,886 $ 96,391
Dividends 266,113 130,738 0 0
------------- ------------ ------------- ------------
TOTAL INVESTMENT INCOME . . . . . . . . . . . $ 298,804 $ 169,383 $ 948,886 $ 96,391
EXPENSES:
Gross Management Fee 161,178 138,095 171,937 22,310
Management Fee Waiver
(See accompanying note #3) (37,195) (31,868) (44,853) (8,982)
------------- ------------ ------------- ------------
TOTAL EXPENSES . . . . . . . . . . . . . . . . $ 123,983 $ 106,227 $ 127,084 $ 13,328
NET INVESTMENT INCOME . . . . . . . . . . . . . . . $ 174,821 $ 63,156 $ 821,802 $ 83,063
REALIZED AND UNREALIZED GAINS (LOSSES):
Net Realized Gain (Loss) from
Security Transactions 295,444 136,269 (23,420) 747
Net Unrealized Gain (Loss)
on Investments 2,869,051 2,030,849 1,598,182 108,108
------------- ------------ ------------- ------------
------------- ------------ ------------- ------------
NET GAIN (LOSS) ON INVESTMENTS . . . . . . . . . . . $ 3,164,495 $ 2,167,118 $ 1,574,762 $ 108,855
NET INCREASE IN ASSETS
FROM OPERATIONS . . . . . . . . . . . . . . . . . $ 3,339,316 $ 2,230,274 $ 2,396,564 $ 191,918
</TABLE>
<PAGE>
- --------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
STOCK FUNDS
-----------------------------
GROWTH FUND OPPORTUNITY FUND
-------------------------- ---------------------------
YR. ENDED YR. ENDED YR. ENDED 5/16/94-
12/31/95 12/31/94 12/31/95 12/31/94
--------- --------- --------- --------
<S> <C> <C> <C> <C>
OPERATIONS:
Net Investment Income $ 174,821 $ 137,013 $ 63,156 $ 19,449
Net Realized Gain (Loss)
from Security Transactions 295,444 2,717 136,269 (5,878)
Net Unrealized Gain (Loss)
on Investments 2,869,051 (477,270) 2,030,849 88,296
-------------- ------------- ------------- -----------
NET INCREASE (DECREASE) IN
ASSETS FROM OPERATIONS . . . . . .$ 3,339,316 $ (337,540) $ 2,230,274 $ 101,867
DISTRIBUTIONS TO SHAREHOLDERS:
Net Investment Income (174,821) (137,013) (63,156) (19,449)
Net Realized Gain from
Security Transactions (292,144) 0 (130,391) 0
-------------- ------------- ------------- -----------
NET DECREASE IN ASSETS
FROM DISTRIBUTIONS . . . . . . . .$ (466,965) $ (137,013) $ (193,547) $ (19,449)
CAPITAL SHARE TRANSACTIONS:
Proceeds From Sale of Shares 3,181,606 3,480,182 7,202,770 6,170,71
Net Asset Value of Shares Issued on
Reinvestment of Dividends 158,353 107,678 4,955 0
Cost of Shares Redeemed (648,025) (387,509) (341,113) (15,401)
-------------- ------------- ------------- -----------
NET INCREASE IN ASSETS FROM
CAPITAL SHARE TRANSACTIONS . . . .$ 2,691,934 $ 3,200,351 $ 6,866,612 $ 6,155,31
NET INCREASE IN NET ASSETS . . . . . . . . . $ 5,564,285 $ 2,725,798 $ 8,903,339 $ 6,237,73
Net Assets at Beginning of Period . . . . . .$ 9,304,164 $ 6,578,366 $ 6,287,733 $ 50,000
NET ASSETS AT END OF PERIOD . . . . . . . . .$ 14,868,449 $ 9,304,164 $ 15,191,072 $ 6,287,73
</TABLE>
<PAGE>
- --------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
BOND FUNDS
------------------------------
FIXED INCOME FUND MUNICIPAL INCOME FUND
-------------------------------- ----------------------------
YR. ENDED YR. ENDED YR. ENDED 5/16/94-
12/31/95 12/31/94 12/31/95 12/31/94
--------- --------- --------- --------
<S> <C> <C> <C> <C>
OPERATIONS:
Net Investment Income $ 821,802 $ 647,660 $ 83,063 $ 37,222
Net Realized Gain (Loss)
from Security Transactions (23,420) (151) 747 0
Net Unrealized Gain (Loss)
on Investments 1,598,182 (1,253,516) 108,108 (43,494)
------------- ------------- ------------ ------------
NET INCREASE (DECREASE) IN
ASSETS FROM OPERATIONS . . . . . . . . $ 2,396,564 $ (606,007) $ 191,918 $ (6,272)
DISTRIBUTIONS TO SHAREHOLDERS:
Net Investment Income (821,790) (647,659) (83,054) (37,222)
Net Realized Gain from
Security Transactions 0 0 (747) 0
------------- ------------- ------------ ------------
NET DECREASE IN ASSETS
FROM DISTRIBUTIONS . .. . . . . . . . . $ (821,790) $ (647,659) $ (83,801) $ (37,222)
CAPITAL SHARE TRANSACTIONS:
Proceeds From Sale of Shares 3,632,971 4,450,109 797,695 1,492,059
Net Asset Value of Shares Issued on
Reinvestment of Dividends/Gains 687,058 549,819 65,076 18,630
Cost of Shares Redeemed (2,376,556) (1,366,283) (180,347) (24,838)
------------- ------------- ------------ ------------
NET INCREASE IN ASSETS FROM
CAPITAL SHARE TRANSACTIONS . . . . . . $ 1,943,473 $ 3,633,645 $ 682,424 $ 1,485,851
NET INCREASE IN NET ASSETS . . . . . . . . . . $ 3,518,247 $ 2,379,979 $ 790,541 $ 1,442,357
Net Assets at Beginning of Period . . . . . . . $ 12,456,609 $ 10,076,630 $ 1,492,357 $ 50,000
NET ASSETS AT END OF PERIOD . . . . . . . . . . $ 15,974,856 $ 12,456,609 $ 2,282,898 $ 1,492,357
</TABLE>
<PAGE>
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
SELECTED DATA FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD:
<TABLE>
<CAPTION>
STOCK FUNDS
------------------------------------------------
GROWTH FUND OPPORTUNITY FUND
--------------------------------------------- ---------------------
YEAR YEAR YEAR YEAR
ENDED ENDED ENDED ENDED 5/16/94-
12/31/95 12/31/94 12/31/93 12/31/95 12/31/94
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
NET ASSET VALUE
Beginning of Period $ 14.81 $ 15.71 $ 15.00 $ 15.70 $ 15.00
OPERATIONS:
Net Investment Income 0.24 0.24 0.18 0.08 0.05
Net Gains on Securities
(Realized & Unrealized) 4.42 (0.90) 0.71 3.89 0.70
---------- ---------- --------- -------- ---------
TOTAL OPERATIONS . . . . . . $ 4.66 $ (0.66) $ 0.89 $ 3.97 0.75
DISTRIBUTIONS:
Dividends from Net
Investment Income (0.24) (0.24) (0.18) (0.08) (0.05)
Distributions from Net
Realized Capital Gains (0.37) 0.00 0.00 (0.17) 0.00
---------- ---------- --------- -------- ---------
TOTAL DISTRIBUTIONS . . . . . $ (0.61) $ (0.24) $ (0.18) $ (0.25) (0.05)
NET ASSET VALUE
End of Period . . . . . . . . . . . $ 18.86 $ 14.81 $ 15.71 $ 19.42 15.70
TOTAL RETURN . . . . . . . . . . . . . 31.61% (4.22%) 5.93% 25.27% 4.99%
Net Assets - End of Period
(Millions). . . . . . . . . . . . . $ 14.87 $ 9.30 $ 6.58 $ 15.19 6.29
RATIOS AFTER FEE WAIVERS: (1)
Ratio of Expenses to
Average Net Assets (2). . . . . . 1.00% 1.00% 1.00% 1.00% 1.00%
Ratio of Net Income to
Average Net Assets. . . . . . . . 1.42% 1.65% 1.38% 0.59% 1.01%
Portfolio Turnover Rate. . . . . . . . 52.91% 30.38% 23.57% 62.15% 58.73%
</TABLE>
- --------------------------------------------------------------------------------
(1) The Adviser intends fee waivers of 0.30% to be permanent, although the
Adviser retains the right to remove the waivers after 12/31/96.
As of 12/31/95, assuming no waiver of management fee expenses, the ratios
would have been: (See note #3.)
Growth Opportunity
-------- -------------
Expenses to Average Net Assets 1.30% 1.30%
Net income to Average Net Assets 1.12% 0.29%
(2) Both stock funds' daily expense ratio is 1.0% annually.
<PAGE>
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
SELECTED DATA FOR A SHARE OUTSTANDING THROUGHOUT THE PERIOD:
<TABLE>
<CAPTION>
BOND FUNDS
-------------------------------------------------------
FIXED INCOME FUND MUNICIPAL INCOME FUND
----------------------------------------------- ---------------------
YEAR YEAR YEAR YEAR
ENDED ENDED ENDED ENDED 5/16/94-
12/31/95 12/31/94 12/31/93 12/31/95 12/31/94
-------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
NET ASSET VALUE
Beginning of Period $ 14.20 $ 15.80 $ 15.00 $ 14.73 $ 15.00
OPERATIONS:
Net Investment Income 0.83 0.80 0.60 0.63 0.39
Net Gains on Securities
(Realized & Unrealized) 1.64 (1.60) 0.83 0.96 (0.27)
----------- ---------- --------- -------- ---------
TOTAL OPERATIONS. . . . . . . $ 2.47 $ (0.80) $ 1.43 $ 1.59 0.12
DISTRIBUTIONS:
Dividends from Net
Investment Income (0.83) (0.80) (0.60) (0.63) (0.39)
Distributions from Net
Realized Capital Gains 0.00 0.00 (0.03) (0.01) 0.00
----------- ---------- --------- -------- ---------
TOTAL DISTRIBUTIONS . . . . . $ (0.83) $ (0.80) $ (0.63) $ (0.64) (0.39)
NET ASSET VALUE
End of Period . . . . . . . . . . . $ 15.84 $ 14.20 $ 15.80 $ 15.68 14.73
TOTAL RETURN . . . . . . . . . . . . . 17.70% (5.14%) 9.51% 10.88% 0.81%
Net Assets - End of Period
(Millions). . . . . . . . . . . . . $ 15.97 $ 12.46 $ 10.08 $ 2.28 1.49
RATIOS AFTER FEE WAIVERS: (1)
Ratio of Expenses to
Average Net Assets (2). . . . . . 0.85% 0.85% 0.85% 0.68% 0.01%
Ratio of Net Income to
Average Net Assets. . . . . . . . 5.54% 5.53% 5.08% 4.28% 5.46%
Portfolio Turnover Rate. . . . . . . . 4.95% 0.04% 10.14% 7.81% 0.00%
</TABLE>
- --------------------------------------------------------------------------------
(1) The Adviser intends fee waivers of 0.30% to be permanent, although the
Adviser retains the right to remove the waivers after 12/31/96.
As of 12/31/95, assuming no waiver of management fee expenses, the ratios
would have been: (See note #3.)
Fixed Municipal
------- -----------
Expenses to Average Net Assets 1.15% 1.15%
Net income to Average Net Assets -5.24% -3.81%
(2) The Fixed Income Fund's daily expense ratio is 0.85% annually. The
Municipal Income Fund's daily expense ratio is 0.75% annually.
(3) The Adviser waived 1.14% of the fee on the Municipal Income Fund in 1994,
and 0.47% of the fee through December 31, 1995.
<PAGE>
1) ORGANIZATION:
The Growth Fund, Fixed Income Fund, Opportunity Fund and Municipal Income Fund
are each series of the Johnson Mutual Funds Trust, and are registered under the
Investment Company Act of 1940, as amended, as no-load, open-end investment
companies. The Johnson Mutual Funds Trust was established as an Ohio business
trust under Declaration of Trust dated September 30, 1992. The Growth and Fixed
Income Funds began offering their shares publicly on January 4, 1993. The
Opportunity and Municipal Income Funds began offering their shares publicly on
May 16, 1994.
2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
SECURITY VALUATION AND TRANSACTIONS:
The investments in securities are carried at market value. The market quotation
used for common stocks which are traded on any exchange or on the NASDAQ over-
the-counter market are valued at the last quoted sale price of the day,
determined as of the close of the New York Stock Exchange at 4:00 p.m. Eastern
Standard Time. In absence of a sale price, a security is valued at its last bid
price except when, in the Adviser's opinion, the last bid price does not
accurately reflect the current value of the security.
Fixed income securities are valued by using independent pricing services which
use prices provided by market makers or estimates of market values obtained from
yield data relating to instruments or securities with similar characteristics.
When prices are not readily available from a pricing service, or when illiquid
securities are being valued, securities are valued at fair value as determined
in good faith by the Adviser, subject to review of the Board of Trustees.
Short-term investments in fixed income securities with maturities of less than
60 days are valued by using the amortized cost method of valuation. Purchases
and sales of securities are recorded on a trade date basis.
INVESTMENT INCOME AND REALIZED CAPITAL GAINS AND LOSSES ON INVESTMENT
SECURITIES:
Dividend income is recorded on the ex-dividend date and interest income is
recorded on an accrual basis. Dividend and interest income are recorded net of
foreign taxes. Gains and losses on sales of investments are calculated using
the specific identification method.
INCOME TAXES:
It is the Funds' policy to distribute annually, prior to the end of the calendar
year, dividends sufficient to satisfy excise tax requirements of the Internal
Revenue Service. This Internal Revenue Service requirement may cause an excess
of distributions over the book year-end accumulated income. In addition, it is
the Funds' policy to distribute annually, after the end of the calendar year,
any remaining net investment income and net realized capital gains.
3) INVESTMENT ADVISORY AGREEMENT:
The investment advisory agreement provides that Johnson Investment Counsel, Inc.
(the Adviser) will pay all of the Funds' operating expenses, excluding brokerage
fees and commissions, taxes, interest and extraordinary expenses. The Growth
Fund and Opportunity Fund pay the Adviser a management fee at the annual rate of
1.00% of the Funds' average daily net assets, which is accrued daily and paid
monthly. The Fixed Income Fund pays the Adviser a management fee at the annual
rate of 0.85% of the Fund's average daily net assets, and the Municipal Income
Fund pays the Adviser a management fee at the annual rate of 0.75% of the Fund's
average daily net assets, both of which are accrued daily and paid monthly. The
Adviser has received management fees for the period January 1 - December 31,
1995 as follows:
Growth Fund $123,983 Fixed Income Fund $127,084
Opportunity Fund $106,227 Municipal Income Fund $ 13,328
<PAGE>
3) INVESTMENT ADVISORY AGREEMENT (CONTINUED):
The Adviser is authorized to charge the Growth Fund and Opportunity Fund a
management fee of 1.30%, and the Fixed Income Fund and Municipal Income Fund a
management fee of 1.15%, of the average daily net assets of the Funds,
respectively, and has waived 0.30% of these fees, INTENDING THESE FEE WAIVERS TO
BE PERMANENT, although the Adviser has the right to remove these fee waivers
anytime after December 31, 1996. Along with the above described waiver, the
Adviser waived additional fees on the Municipal Income Fund during the period
January 1, through December 31, 1995.
4) RELATED PARTY TRANSACTIONS:
All officers and one trustee of the Johnson Mutual Funds Trust are employees of
Johnson Investment Counsel, Inc., the Adviser. Each outside trustee has
received compensation during the 12 months ended December 31, 1995, of $3,000
for his responsibilities as trustee and has received no additional compensation.
The Adviser is not a registered broker-dealer of securities and thus does not
receive commissions on trades made on behalf of the Funds. The beneficial
ownership, either directly or indirectly, of more than 25% of the voting
securities of a Fund creates a presumption of control of the Fund, under Section
2(a)(9) of the Investment Company Act of 1940. As of December 31, 1995,
Johnson Investment Counsel, Inc. and entities which the Adviser could be deemed
to control or have discretion over owned in aggregate more than 25% of the
Growth Fund and the Fixed Income Fund. As of December 31, 1995, the Adviser had
discretion on over 25% of the Opportunity Fund, and Timothy E. Johnson and
Janet L. Johnson jointly owned more than 25% of the Municipal Income Fund.
5) CAPITAL SHARE TRANSACTIONS:
As of December 31, 1995, there were an unlimited number of capital shares of no
par value authorized. Each Fund records purchases of its capital shares at the
daily net asset value next determined after receipt of a shareholder's check or
wire and application in proper form. Redemptions are recorded at the net asset
value next determined following receipt of a shareholder's written or telephone
request in proper form.
SHARE TRANSACTIONS FOR THE PERIOD JANUARY 1 - DECEMBER 31, 1995:
<TABLE>
<CAPTION>
FIXED MUNICIPAL
GROWTH OPPORTUNITY INCOME INCOME
FUND FUND FUND FUND
------------ ------------ ------------ -----------
<S> <C> <C> <C> <C>
Shares Sold to Investors 186,570 400,816 237,622 51,750
Shares Issued on Reinvestment Dividends 9,629 316 45,865 4,285
------- ------- ------- -------
Subtotal 196,199 401,132 283,487 56,035
Shares Redeemed (35,685) (19,625) (152,299) (11,720)
-------- -------- --------- --------
Net Increase 160,514 381,507 131,188 44,315
SHARES OUTSTANDING:
December 31, 1994 (beginning of period) 628,025 400,591 877,307 101,280
December 31, 1995 (end of period) 788,539 782,098 1,008,495 145,595
</TABLE>
6) PURCHASES AND SALES OF SECURITIES:
During the 12 months ended December 31, 1995:
GROWTH FUND: Purchases of investment securities other than U.S. Government
obligations and short term investments aggregated $9,556,067 and sales of
investment securities other than U.S. Government obligations and short term
investments aggregated $6,537,993. There were no purchases or sales of U.S.
Government obligations in the Fund.
<PAGE>
6) PURCHASES AND SALES OF SECURITIES, CONTINUED:
During the 12 months ended December 31, 1995:
OPPORTUNITY FUND: Purchases of investment securities other than U.S. Government
obligations and short term investments aggregated $13,755,521 and sales of
investment securities other than U.S. Government obligations and short term
investments aggregated $6,736,652. There were no purchases or sales of U.S.
Government obligations in the Fund.
FIXED INCOME FUND: Purchases of investment securities other than U.S.
Government obligations and short term investments aggregated $417,168 and sales
of investment securities other than U.S. Government obligations and short term
investments aggregated $187,416. Purchases of U.S. Government obligations
aggregated $2,062,346 and sales of U.S. Government obligations aggregated
$540,031.
MUNICIPAL INCOME FUND: Purchases of investment securities other than U.S.
Government obligations and short term investments aggregated $626,749 and sales
of investment securities other than U.S. Government obligations and short term
investments aggregated $150,878. There were no purchases or sales of U.S.
Government obligations in the Fund.
7) SECURITY TRANSACTIONS:
For Federal income tax purposes, the cost of investments owned on December 31,
1995 was the same as identified cost. As of December 31, 1995 the composition
of unrealized appreciation (the excess of value over tax cost) and depreciation
(the excess of tax cost over value) was as follows:
<TABLE>
<CAPTION>
NET
APPRECIATION
FUND APPRECIATION (DEPRECIATION) (DEPRECIATION)
---- ------------ -------------- --------------
<S> <C> <C> <C>
Growth $2,831,568 ($162,295) $2,669,273
Opportunity $2,522,511 ($403,367) $2,119,144
Fixed Income $ 430,936 ($ 17,865) $ 413,071
Municipal Income $ 64,739 ($ 125) $ 64,614
</TABLE>
8) FINANCIAL INSTRUMENTS DISCLOSURE:
There are no reportable financial instruments that have any off balance sheet
risk as of December 31, 1995.
<PAGE>
JOHNSON MUTUAL FUNDS TRUST
PART C. OTHER INFORMATION
(a) Financial Statements
Included in Part A:
Financial Highlights for Growth Fund, Opportunity Fund, Fixed
Income Fund and Municipal Income Fund.
Included in Part B:
Report of Independent Public Accountant.
Schedule of Investments, December 31, 1995.
Statement of Assets and Liabilities, December 31, 1995.
Statement of Operations for year ended December 31, 1995.
Statement of Changes in Net Assets for the years ended December
31, 1995, and 1994 (except for the Opportunity Fund and the
Municipal Income Fund, which are from the start of business --
May 16, 1994 through December 31, 1994, and the year ended
December 31, 1995).
Financial Highlights for the years ended December 31, 1995, 1994
and 1993 for the Growth Fund and the Fixed Income Fund.
Financial Highlights for the year ended December 31, 1995 and the
period from May 16, 1994 through December 31, 1994 for the
Opportunity Fund and the Municipal Income Fund.
Notes to Financial Statements, December 31, 1995.
(b) Exhibits
(1) (i) Copy of Registrant's Declaration of Trust, which was
filed as an Exhibit to Registrant's Registration
Statement, is hereby incorporated by reference.
(ii) Copy of Amendment No. 1 to Registrant's Declaration of
Trust, which was filed as an Exhibit to Registrant's
Post-Effective Amendment No. 3, is hereby incorporated
by reference.
(2) Copy of Registrant's By-Laws, which was filed as an Exhibit
to Registrant's Registration Statement, is hereby
incorporated by reference.
(3) Voting Trust Agreements - None.
<PAGE>
(4) (i) Specimen of Share Certificate for Johnson Fixed Income
Fund, which was filed as an Exhibit to Registrant's
Pre-Effective Amendment No. 1, is hereby incorporated
by reference.
(ii) Specimen of Share Certificate for Johnson Growth Fund,
which was filed as an Exhibit to Registrant's Pre-
Effective Amendment No. 1, is hereby incorporated by
reference.
(iii)Specimen of Share Certificate for Johnson Opportunity
Fund, which was filed as an Exhibit to Registrant's
Post-Effective Amendment No. 3, is hereby incorporated
by reference.
(iv) Specimen of Share Certificate for Johnson Municipal
Income Fund, which was filed as an Exhibit to
Registrant's Post-Effective Amendment No. 3, is hereby
incorporated by reference.
(5) (i) Copy of Registrant's Management Agreement with its
Adviser, Johnson Investment Counsel, Inc., for the
Johnson Growth Fund and Johnson Fixed Income Fund,
which was filed as an Exhibit to Registrant's Pre-
Effective Amendment No. 1, is hereby incorporated by
reference.
(ii) Copy of Registrant's Management Agreement with its
Adviser, Johnson Investment Counsel, Inc., for the
Johnson Opportunity Fund and Johnson Municipal Income
Fund, ^ which was filed as an Exhibit to Registrant's
Post-Effective Amendment No. 5, is hereby incorporated
by reference.
(6) Underwriting or Distribution Contracts and Agreements with
Principal Underwriters and Dealers - None.
(7) Bonus, Profit Sharing, Pension or Similar Contracts for the
benefit of Directors or Officers - None.
(8) (i) Copy of Registrant's Agreement with the Custodian, The
Provident Bank, which was filed as an Exhibit to
Registrant's Pre-Effective Amendment No. 1, is hereby
incorporated by reference.
(ii) Amended Schedule of Custodian, Fund Accounting, Record
Keeping, Shareholder Servicing, and Transfer Agency
Services Fees is filed herewith.
(9) Other Material Contracts - None.
(10) Opinion and Consent of Brown, Cummins & Brown Co., L.P.A. is
filed herewith.
<PAGE>
(11) Consent of McCurdy & Associates, CPA's, Inc. is filed
herewith.
(12) Financial Statements Omitted from Item 23 - None.
(13) (i) Copy of Letter of Initial Stockholder for the Growth
Fund and the Fixed Income Fund, which was filed as an
Exhibit to Registrant's Pre-Effective Amendment No. 1,
is hereby incorporated by reference.
(ii) Copy of Letter of Initial Stockholder for the
Opportunity Fund and the Municipal Income Fund, which
was filed as an Exhibit to Registrant's Post-Effective
Amendment No. 4, is hereby incorporated by reference.
(14) (i) Model Plan used in establishment of an IRA, which was
filed as an Exhibit to Registrant's Post-Effective
Amendment No. 3, is hereby incorporated by reference.
(ii) Model Plan used in establishment of a Simplified
Employee Pension (SEP) Plan, which was filed as an
Exhibit to Registrant's Post-Effective Amendment No. 3,
is hereby incorporated by reference.
(15) 12b-1 Distribution Expense Plan - None.
(16) Schedule for Computation of Each Performance Quotation,
which was filed as an Exhibit to Registrant's Post-Effective
Amendment No. 3, is hereby incorporated by reference.
(17) Financial Data Schedule.
(18) Rule 18f-3 Plan - None.
(19) (i) Power of Attorney for Registrant and Certificate with
respect thereto are filed herewith.
(ii) Powers of Attorney for Trustees and Officers of
Registrant are filed herewith.
ITEM 25. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE REGISTRANT
As of March 31, 1996, Johnson Investment Counsel, Inc., an Ohio
corporation, the Johnson Investment Counsel, Inc. Profit Sharing
Plan, discretionary accounts of Johnson Investment Counsel, Inc., and
other accounts which its officers and/or employees may control, may be
deemed to control the Growth Fund, the Opportunity Fund, the Fixed
Income Fund and the Municipal Income Fund as a
<PAGE>
result of their beneficial ownership of those Funds; Timothy E. and
Janet L. Johnson jointly may be deemed to control the Municipal Income
Fund as a result of their beneficial ownership of that Fund.
ITEM 26. NUMBER OF HOLDERS OF SECURITIES (AS OF MARCH 31, 1996)
Title of Class Number of Record Holders
-------------- ------------------------
Johnson Growth Fund 409
Johnson Opportunity Fund 121
Johnson Fixed Income Fund 259
Johnson Municipal Income Fund 19
ITEM 27. INDEMNIFICATION
(a) Article VI of the Registrant's Declaration of Trust provides for
indemnification of Officers and Trustees as follows:
SECTION 6.4 INDEMNIFICATION OF TRUSTEES, OFFICERS, ETC.
Subject to an except as otherwise provided in the Securities Act
of 1933, as amended, and the 1940 Act, the Trust shall indemnify
each of its Trustees and Officers (including persons who serve at
the Trust's request as directors, officers or trustees of another
organization in which the Trust has any interest as a
shareholder, creditor or otherwise (hereinafter referred to as a
"Covered Person") against all liabilities, including but not
limited to amounts paid in satisfaction of judgments, in
compromise or as fines and penalties, and expenses, including
reasonable accountants' and counsel fees, incurred by any Covered
Person in connection with the defense or disposition of any
action, suit or other proceeding, whether civil or criminal,
before any court or administrative or legislative body, in which
such Covered Person may be or may have been involved as a party
or otherwise or with which such person may be or may have been
threatened, while in office or thereafter, by reason of being or
having been such a Trustee or Officer, director or trustee, and
except that no Covered Person shall be indemnified against any
liability to the Trust or its Shareholders to which such Covered
Person would otherwise be subject by reason of willful
misfeasance, bad faith, gross negligence or reckless disregard of
the duties involved in the conduct of such Covered Person's
office.
SECTION 6.5 ADVANCES OF EXPENSES. The Trust shall advance
attorneys' fees or other expenses incurred by a Covered Person in
defending a proceeding to the full extent permitted by the
Securities Act of 1933, as amended, the 1940 Act, and Ohio
Revised Code Chapter 1707, as amended. In the event any of these
laws conflict with Ohio Revised Code Section 1701.13(E), as
amended, these laws, and not Ohio Revised Code Section
1701.13(E), shall govern.
SECTION 6.6 INDEMNIFICATION NOT EXCLUSIVE, ETC. The right
of indemnification provided by this Article VI shall not be
exclusive of or
<PAGE>
affect any other rights to which any such Covered Person may be
entitled. As used in this Article VI, "Covered Person" shall
include such person's heirs, executors and administrators.
Nothing contained in this article shall affect any rights to
indemnification to which personnel of the Trust, other than
Trustees and Officers, and other persons may be entitled by
contract or otherwise under law, nor the power of the Trust to
purchase and maintain liability insurance on behalf of any such
person.
The registrant may not pay for insurance which protects the
Trustees and Officers against liabilities rising from action
involving willful misfeasance, bad faith, gross negligence or
reckless disregard of the duties involved in the conduct of their
offices.
(b) The Registrant maintains a standard mutual fund investment
advisory professional and directors and officers liability
policy. The policy provides coverage to the Registrant, its
Trustees and Officers, and its Adviser, among others. Coverage
under the policy includes losses by reason of any act, error,
omission, misstatement, misleading statement, neglect or breach
of duty.
(c) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to Trustees, Officers and
controlling persons of the Registrant pursuant to the provisions
of Ohio law and the Agreement and Declaration of the Registrant
or the By-Laws of the Registrant, or otherwise, the Registrant
has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy
as expressed in the Act and is, therefore, unenforceable. In the
event that a claim for indemnification against such liabilities
(other than the payment by the Registrant of expenses incurred or
paid by a Trustee, Officer or controlling person in connection
with the securities being registered, the Registrant will, unless
in the opinion of its counsel the matter has been settled by
controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is
against public policy as expressed in the Act and will be
governed by the final adjudication of such issue.
ITEM 28. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER
(A) Johnson Investment Counsel, Inc. (the "Adviser") is a registered
investment adviser. It has engaged in no other business during
the past two fiscal years.
(B) The following list sets forth the business and other connections
of the Directors and Officers of Johnson Investment Counsel, Inc.
during the past two years.
(1) Timothy E. Johnson
<PAGE>
(a) President and a Director of Johnson Investment Counsel,
Inc., 5556 Cheviot Road, Cincinnati, Ohio 45247.
(b) President and a Trustee of Johnson Mutual Funds Trust, 5556
Cheviot Road, Cincinnati, Ohio 45247.
(c)
(d)
(2) Janet L. Johnson - Vice President, Secretary and Director of
Johnson Investment Counsel, Inc., 5556 Cheviot Road,
Cincinnati, Ohio 45247.
ITEM 29. PRINCIPAL UNDERWRITERS
None.
ITEM 30. LOCATION OF ACCOUNTS AND RECORDS
Accounts, books and other documents required to be maintained by
Section 31(a) of the Investment Company Act of 1940 and the Rules
promulgated thereunder will be maintained by the Registrant at 5556
Cheviot Road, Cincinnati, Ohio 45247 or by The Provident Bank, the
Registrant's Custodian and Transfer Agent at One East Fourth Street,
Cincinnati, Ohio 45202.
ITEM 31. MANAGEMENT SERVICES NOT DISCUSSED IN PARTS A OR B
None.
ITEM 32. UNDERTAKINGS
(a) Not Applicable.
(b) Not Applicable.
(c) The Registrant hereby undertakes to furnish each person to whom a
prospectus is delivered with a copy of the Registrant's latest
annual report to shareholders, upon request and without charge.
<PAGE>
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all of
the requirements for effectiveness of this Post-Effective Amendment to its
Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933
and has duly caused this Registration Statement to be signed on its behalf by
the undersigned, thereunto duly authorized, in the City of Cincinnati, State of
Ohio, on the 29th day of April, 1996.
JOHNSON MUTUAL FUNDS TRUST
By: /s/ Donald S. Mendelsohn
-------------------------------
DONALD S. MENDELSOHN
Attorney-In-Fact
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.
TIMOTHY E. JOHNSON Trustee and
President
/s/ Donald S. Mendelsohn
--------------------------
DIANNA J. ROSENBERGER Treasurer and DONALD S. MENDELSOHN
Chief Financial Attorney-In-Fact
Officer
April 29, 1996
---------------------
RONALD H. McSWAIN TRUSTEE
KENNETH S. SHULL TRUSTEE
JOHN W. CRAIG TRUSTEE
<PAGE>
EXHIBIT INDEX
1. Custodian, Fund Accounting, Record Keeping, Shareholder Servicing
and Transfer Agency Service Fees, Amended Schedule A . . . . . . . . EX-99.B8
2. Opinion of Brown, Cummins & Brown Co., L.P.A . . . . . . . . . . EX-99.B10
3. Consent of McCurdy & Associates C.P.A.s Inc. . . . . . . . . . . EX-99.B11
4. Financial Data Schedule. . . . . . . . . . . . . . . . . . . . . EX-27
5. Power of Attorney for Registrant and Certificate . . . . . . . . EX-99.POA
6. Powers of Attorney for Trustees and Officers of Registrant . . . EX-99.POA
<PAGE>
AMENDED AS OF JANUARY 1, 1996
SCHEDULE A
CUSTODIAN, FUND ACCOUNTING, RECORD KEEPING, SHAREHOLDER SERVICING AND TRANSFER
AGENCY SERVICES
- - This Amended Schedule A replaces the Schedule A dated June 1, 1993.
- - Effective February 1, 1996, the fee for the above services is 24 basis
points (0.24%) of the market value of the Fund on an annual basis,
calculated daily and payable monthly in arrears. The rate converts to
0.065574 basis points per day in years with 366 days and 0.065753 basis
points per day in years with 365 days.
- - The annual rate will be reduced by one (1) basis point (to 23 basis points)
when the total net assets of the combined Johnson Funds increases by $5
million over the total net asset value on January 31, 1996.
- - A further reduction or credit against the fee will be granted at the rate
of $1.00 for every $2.00 commission (after clearing costs) paid on security
trades placed by the Funds with Provident Securities and Investment
Company.
- - In addition to the foregoing, IRA accounts are charged as follows:
$5.00 set-up fee
$5.00 termination fee
$10.00 annual maintenance fee
- - This Amended Schedule A will remain in force until amended in writing.
ACCEPTED:
JOHNSON MUTUAL FUNDS TRUST
By: DAVID C. TEDFORD
-------------------------------------
Title: SECRETARY
---------------------------------
THE PROVIDENT BANK
By: DANIEL F. ECKSTEIN
-------------------------------------
Title: VICE PRESIDENT
----------------------------------
<PAGE>
[BROWN, CUMMINS & BROWN CO., L.P.A. LETTERHEAD]
April 29, 1996
Johnson Mutual Funds Trust
5556 Cheviot Road
Cincinnati, Ohio 45247
Gentlemen:
This letter is in response to your request for our opinion in connection
with the filing of the Post-Effective Amendment No. 6 to the Registration
Statement of Johnson Mutual Funds Trust.
We have examined a copy of the Trust's Agreement and Declaration of Trust,
the Trust's By-Laws, the Trust's record of the various actions by the Trustees
thereof, and all such agreements, certificates of public officials, certificates
of officers and representatives of the Trust and others, and such other
documents, papers, statutes and authorities as we deem necessary to form the
basis of the opinion hereinafter expressed. We have assumed the genuineness of
the signatures and the conformity to original documents of the copies of such
documents supplied to us as original or photostat copies.
Based upon the foregoing, we are of the opinion that, the shares of each
series of the Trust, which are registered pursuant to the Amendment, if issued
in accordance with the Prospectus and Statement of Additional Information of the
Trust, will be legally issued, fully paid and non-assessable.
Post-Effective Amendment No. 6 does not contain any disclosures which would
render it ineligible to become effective pursuant to Rule 485(b).
We herewith give you our permission to file this opinion with the
Securities and Exchange Commission as an exhibit to the Post-Effective Amendment
No. 6 referred to above.
Very truly yours,
/s/ BROWN, CUMMINS & BROWN CO., L.P.A.
<PAGE>
[MCCURDY & ASSOCIATES LETTERHEAD]
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the use in this Post-
Effective Amendment Number 6 of our report dated January 17, 1996 and to all
references to our firm included in or made a part of this Post-Effective
Amendment.
/s/ McCurdy & Associates CPA's, Inc.
McCurdy & Associates CPA's, Inc.
Westlake, Ohio 44145
February 20, 1996
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<SERIES>
<NAME> Fixed Income Fund
<NUMBER> 01
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> DEC-31-1995
<INVESTMENTS-AT-COST> 15552037
<INVESTMENTS-AT-VALUE> 15965108
<RECEIVABLES> 254718
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 16219826
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 244970
<TOTAL-LIABILITIES> 244970
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 15585325
<SHARES-COMMON-STOCK> 1008495
<SHARES-COMMON-PRIOR> 877307
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (23552)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 413071
<NET-ASSETS> 15974856
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 948886
<OTHER-INCOME> 0
<EXPENSES-NET> 127084
<NET-INVESTMENT-INCOME> 821802
<REALIZED-GAINS-CURRENT> (23420)
<APPREC-INCREASE-CURRENT> 1598182
<NET-CHANGE-FROM-OPS> 2396564
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 821790
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 237622
<NUMBER-OF-SHARES-REDEEMED> 152299
<SHARES-REINVESTED> 45865
<NET-CHANGE-IN-ASSETS> 131188
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (132)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 127084
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 127084
<AVERAGE-NET-ASSETS> 14842993
<PER-SHARE-NAV-BEGIN> 14.20
<PER-SHARE-NII> .83
<PER-SHARE-GAIN-APPREC> 1.64
<PER-SHARE-DIVIDEND> .83
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 15.84
<EXPENSE-RATIO> .009
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<SERIES>
<NAME> Growth Fund
<NUMBER> 02
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> DEC-31-1995
<INVESTMENTS-AT-COST> 12519032
<INVESTMENTS-AT-VALUE> 15188305
<RECEIVABLES> 29645
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 15217950
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 349501
<TOTAL-LIABILITIES> 349501
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 12199176
<SHARES-COMMON-STOCK> 788539
<SHARES-COMMON-PRIOR> 628025
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 2669273
<NET-ASSETS> 14868449
<DIVIDEND-INCOME> 266113
<INTEREST-INCOME> 32691
<OTHER-INCOME> 0
<EXPENSES-NET> 123983
<NET-INVESTMENT-INCOME> 174821
<REALIZED-GAINS-CURRENT> 295444
<APPREC-INCREASE-CURRENT> 2869051
<NET-CHANGE-FROM-OPS> 3339316
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 174821
<DISTRIBUTIONS-OF-GAINS> 292144
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 186570
<NUMBER-OF-SHARES-REDEEMED> 35685
<SHARES-REINVESTED> 9629
<NET-CHANGE-IN-ASSETS> 160514
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (3300)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 123983
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 123983
<AVERAGE-NET-ASSETS> 12326863
<PER-SHARE-NAV-BEGIN> 14.81
<PER-SHARE-NII> .24
<PER-SHARE-GAIN-APPREC> 4.42
<PER-SHARE-DIVIDEND> .24
<PER-SHARE-DISTRIBUTIONS> .37
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 18.86
<EXPENSE-RATIO> .01
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<SERIES>
<NAME> Opportunity Fund
<NUMBER> 03
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> DEC-31-1995
<INVESTMENTS-AT-COST> 13904807
<INVESTMENTS-AT-VALUE> 16023951
<RECEIVABLES> 15639
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 16039590
<PAYABLE-FOR-SECURITIES> 642634
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 205884
<TOTAL-LIABILITIES> 848518
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 13071928
<SHARES-COMMON-STOCK> 782098
<SHARES-COMMON-PRIOR> 400591
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 2119144
<NET-ASSETS> 15191072
<DIVIDEND-INCOME> 130738
<INTEREST-INCOME> 38645
<OTHER-INCOME> 0
<EXPENSES-NET> 106227
<NET-INVESTMENT-INCOME> 63156
<REALIZED-GAINS-CURRENT> 136269
<APPREC-INCREASE-CURRENT> 2030849
<NET-CHANGE-FROM-OPS> 2230274
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 63156
<DISTRIBUTIONS-OF-GAINS> 130391
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 400816
<NUMBER-OF-SHARES-REDEEMED> 19625
<SHARES-REINVESTED> 316
<NET-CHANGE-IN-ASSETS> 381507
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (5878)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 106227
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 106227
<AVERAGE-NET-ASSETS> 10633344
<PER-SHARE-NAV-BEGIN> 15.70
<PER-SHARE-NII> .08
<PER-SHARE-GAIN-APPREC> 3.89
<PER-SHARE-DIVIDEND> .08
<PER-SHARE-DISTRIBUTIONS> .17
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 19.42
<EXPENSE-RATIO> .01
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 6
<SERIES>
<NAME> Municipal Income Fund
<NUMBER> 04
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> DEC-31-1995
<INVESTMENTS-AT-COST> 2227073
<INVESTMENTS-AT-VALUE> 2291687
<RECEIVABLES> 16229
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 2307916
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 25018
<TOTAL-LIABILITIES> 25018
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 2218275
<SHARES-COMMON-STOCK> 145595
<SHARES-COMMON-PRIOR> 101280
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 64614
<NET-ASSETS> 2282898
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 96391
<OTHER-INCOME> 0
<EXPENSES-NET> 13328
<NET-INVESTMENT-INCOME> 83063
<REALIZED-GAINS-CURRENT> 747
<APPREC-INCREASE-CURRENT> 108108
<NET-CHANGE-FROM-OPS> 191918
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 83054
<DISTRIBUTIONS-OF-GAINS> 747
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 51750
<NUMBER-OF-SHARES-REDEEMED> 11720
<SHARES-REINVESTED> 4285
<NET-CHANGE-IN-ASSETS> 44315
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 13328
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 13328
<AVERAGE-NET-ASSETS> 1941264
<PER-SHARE-NAV-BEGIN> 14.73
<PER-SHARE-NII> .63
<PER-SHARE-GAIN-APPREC> .96
<PER-SHARE-DIVIDEND> .63
<PER-SHARE-DISTRIBUTIONS> .01
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 15.68
<EXPENSE-RATIO> .007
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<PAGE>
POWER OF ATTORNEY
KNOWN ALL MEN BY THESE PRESENTS:
WHEREAS, JOHNSON MUTUAL FUNDS TRUST, a business trust organized under the
laws of the State of Ohio (hereinafter referred to as the "Trust"), proposes to
file with the Securities and Exchange Commission under the provisions of the
Securities Act of 1933 and the Investment Company Act of 1940, as amended, Post-
Effective Amendment No. 6 to its Registration Statement; and
NOW, THEREFORE, the Trust hereby constitutes and appoints JAMES R. CUMMINS
and DONALD S. MENDELSOHN, and each of them, its attorneys for it and in its
name, place and stead, to execute and file such Post-Effective Amendment No. 6,
hereby giving and granting to said attorneys full power and authority to do and
perform all and every act and thing whatsoever requisite and necessary to be
done in and about the premises as fully to all intents and purposes as it might
or could do if personally present at the doing thereof, hereby ratifying and
confirming all that said attorneys may or shall lawfully do or cause to be done
by virtue hereof.
IN WITNESS WHEREOF, the Trust has caused its name to be subscribed hereto
by the President this 28th day of February, 1996.
ATTEST: JOHNSON MUTUAL FUNDS TRUST
/s/ David C. Tedford By: /s/ Timothy E. Johnson
- ------------------------------- --------------------------------------
DAVID C. TEDFORD, Secretary TIMOTHY E. JOHNSON, President
STATE OF OHIO )
) ss:
COUNTY OF HAMILTON )
Before me, a Notary Public, in and for said county and state, personally
appeared TIMOTHY E. JOHNSON, President and DAVID C. TEDFORD, Secretary, who
represented that they are duly authorized in the premises, and who are known to
me to be the persons described in and who executed the foregoing instrument, and
they duly acknowledged to me that they executed and delivered the same for the
purposes therein expressed.
WITNESS my hand and official seal this 28th day of February, 1996.
/s/ Victor Moy
--------------------------------------
Notary Public
<PAGE>
CERTIFICATE
The undersigned, Secretary of JOHNSON MUTUAL FUNDS TRUST, hereby certifies
that the following resolution was duly adopted by a majority of the Board of
Trustees at the meeting held on February 28, 1996, and is in full force and
effect:
"WHEREAS, JOHNSON MUTUAL FUNDS TRUST, a business trust organized
under the laws of the State of Ohio (hereinafter referred to as
the "Trust"), proposes to file with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933 and
the Investment Company Act of 1940, as amended, Post-Effective
Amendment No. 6 to its Registration Statement;
NOW, THEREFORE, the Trust hereby constitutes and appoints JAMES
R. CUMMINS and DONALD S. MENDELSOHN, and each of them, its
attorneys for it and in its name, place and stead, to execute and
file such Post-Effective Amendment No. 6, hereby giving and
granting to said attorneys full power and authority to do and
perform all and every act and thing whatsoever requisite and
necessary to be done in and about the premises as fully to all
intents and purposes as it might or could do if personally
present at the doing thereof, hereby ratifying and confirming all
that said attorneys may or shall lawfully do or cause to be done
by virtue hereof."
Dated: February 28, 1996 /s/ David C. Tedford
--------------------------------------
DAVID C. TEDFORD, Secretary
Johnson Mutual Funds Trust
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, JOHNSON MUTUAL FUNDS TRUST, a business trust organized under the
laws of the State of Ohio (hereinafter referred to as the "Trust"), proposes to
file with the Securities and Exchange Commission under the provisions of the
Securities Act of 1933 and the Investment Company Act of 1940, as amended, Post-
Effective Amendment No. 6 to its Registration Statement; and
WHEREAS, the undersigned is a Trustee and the President of the Trust;
NOW, THEREFORE, the undersigned hereby constitutes and appoints JAMES R.
CUMMINS and DONALD S. MENDELSOHN, and each of them, his attorneys for him and in
his name, place and stead, and in his office and capacity in the Trust, to
execute and file such Post-Effective Amendment No. 6, hereby giving and granting
to said attorneys full power and authority to do and perform all and every act
and thing whatsoever requisite and necessary to be done in and about the
premises as fully to all intents and purposes as he might or could do if
personally present at the doing thereof, hereby ratifying and confirming all
that said attorneys may or shall lawfully do or cause to be done by virtue
hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 28th day
of February, 1996.
/s/ Timothy E. Johnson
--------------------------------------
TIMOTHY E. JOHNSON, Trustee and President
STATE OF OHIO )
) ss:
COUNTY OF HAMILTON )
Before me, a Notary Public, in and for said county and state, personally
appeared TIMOTHY E. JOHNSON, known to me to be the person described in and who
executed the foregoing instrument, and who acknowledged to me that he executed
and delivered the same for the purposes therein expressed.
WITNESS my hand and official seal this 28th day of February, 1996.
/s/ Victor Moy
--------------------------------------
Victor Moy, Notary Public
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, JOHNSON MUTUAL FUNDS TRUST, a business trust organized under the
laws of the State of Ohio (hereinafter referred to as the "Trust"), proposes to
file with the Securities and Exchange Commission under the provisions of the
Securities Act of 1933 and the Investment Company Act of 1940, as amended, Post-
Effective Amendment No. 6 to its Registration Statement; and
WHEREAS, the undersigned is the Treasurer and Chief Financial Officer of
the Trust;
NOW, THEREFORE, the undersigned hereby constitutes and appoints JAMES R.
CUMMINS and DONALD S. MENDELSOHN, and each of them, her attorneys for her and in
her name, place and stead, and in her office and capacity in the Trust, to
execute and file such Post-Effective Amendment No. 6, hereby giving and granting
to said attorneys full power and authority to do and perform all and every act
and thing whatsoever requisite and necessary to be done in and about the
premises as fully to all intents and purposes as she might or could do if
personally present at the doing thereof, hereby ratifying and confirming all
that said attorneys may or shall lawfully do or cause to be done by virtue
hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set her hand this 28th day
of February, 1996.
/s/ Dianna J. Rosenberger
--------------------------------------
DIANNA J. ROSENBERGER, Treasurer and
Chief Financial Officer
STATE OF OHIO )
) ss:
COUNTY OF HAMILTON )
Before me, a Notary Public, in and for said county and state, personally
appeared DIANNA J. ROSENBERGER, known to me to be the person described in and
who executed the foregoing instrument, and who acknowledged to me that she
executed and delivered the same for the purposes therein expressed.
WITNESS my hand and official seal this 28th day of February, 1996.
/s/ Victor Moy
--------------------------------------
Victor Moy, Notary Public
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, JOHNSON MUTUAL FUNDS TRUST, a business trust organized under the
laws of the State of Ohio (hereinafter referred to as the "Trust"), proposes to
file with the Securities and Exchange Commission under the provisions of the
Securities Act of 1933 and the Investment Company Act of 1940, as amended, Post-
Effective Amendment No. 6 to its Registration Statement; and
WHEREAS, the undersigned is a Trustee of the Trust;
NOW, THEREFORE, the undersigned hereby constitutes and appoints JAMES R.
CUMMINS and DONALD S. MENDELSOHN, and each of them, his attorneys for him and in
his name, place and stead, and in his office and capacity in the Trust, to
execute and file such Post-Effective Amendment No. 6, hereby giving and granting
to said attorneys full power and authority to do and perform all and every act
and thing whatsoever requisite and necessary to be done in and about the
premises as fully to all intents and purposes as he might or could do if
personally present at the doing thereof, hereby ratifying and confirming all
that said attorneys may or shall lawfully do or cause to be done by virtue
hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 28th day
of February, 1996.
/s/ John W. Craig
--------------------------------------
JOHN W. CRAIG, Trustee
STATE OF OHIO )
) ss:
COUNTY OF HAMILTON )
Before me, a Notary Public, in and for said county and state, personally
appeared JOHN W. CRAIG, known to me to be the person described in and who
executed the foregoing instrument, and who acknowledged to me that he executed
and delivered the same for the purposes therein expressed.
WITNESS my hand and official seal this 28th day of February, 1996.
/s/ Victor Moy
--------------------------------------
Victor Moy, Notary Public
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, JOHNSON MUTUAL FUNDS TRUST, a business trust organized under the
laws of the State of Ohio (hereinafter referred to as the "Trust"), proposes to
file with the Securities and Exchange Commission under the provisions of the
Securities Act of 1933 and the Investment Company Act of 1940, as amended, Post-
Effective Amendment No. 6 to its Registration Statement; and
WHEREAS, the undersigned is a Trustee of the Trust;
NOW, THEREFORE, the undersigned hereby constitutes and appoints JAMES R.
CUMMINS and DONALD S. MENDELSOHN, and each of them, his attorneys for him and in
his name, place and stead, and in his office and capacity in the Trust, to
execute and file such Post-Effective Amendment No. 6, hereby giving and granting
to said attorneys full power and authority to do and perform all and every act
and thing whatsoever requisite and necessary to be done in and about the
premises as fully to all intents and purposes as he might or could do if
personally present at the doing thereof, hereby ratifying and confirming all
that said attorneys may or shall lawfully do or cause to be done by virtue
hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 28th day
of February, 1996.
/s/ Ronald H. McSwain
--------------------------------------
RONALD H. MCSWAIN, Trustee
STATE OF OHIO )
) ss:
COUNTY OF HAMILTON )
Before me, a Notary Public, in and for said county and state, personally
appeared RONALD H. MCSWAIN, known to me to be the person described in and who
executed the foregoing instrument, and who acknowledged to me that he executed
and delivered the same for the purposes therein expressed.
WITNESS my hand and official seal this 28th day of February, 1996.
/s/ Victor Moy
--------------------------------------
Victor Moy, Notary Public
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
WHEREAS, JOHNSON MUTUAL FUNDS TRUST, a business trust organized under the
laws of the State of Ohio (hereinafter referred to as the "Trust"), periodically
files amendments to its Registration Statement with the Securities and Exchange
Commission under the provisions of the Securities Act of 1933 and the Investment
Company Act of 1940, as amended; and
WHEREAS, the undersigned is a Trustee of the Trust;
NOW, THEREFORE, the undersigned hereby constitutes and appoints JAMES R.
CUMMINS and DONALD S. MENDELSOHN, and each of them, his attorneys for him and in
his name, place and stead, and in his office and capacity in the Trust, to
execute and file any Amendment or Amendments to the Trust's Registration
Statement or amendments or supplements to any part thereto, hereby giving and
granting to said attorneys full power and authority to do and perform all and
every act and thing whatsoever requisite and necessary to be done in and about
the premises as fully to all intents and purposes as he might or could do if
personally present at the doing thereof, hereby ratifying and confirming all
that said attorneys may or shall lawfully do or cause to be done by virtue
hereof.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand this 18th day
of December, 1992.
/s/ Kenneth S. Shull
--------------------------------------
KENNETH S. SHULL, Trustee
STATE OF OHIO )
) ss:
COUNTY OF HAMILTON )
Before me, a Notary Public, in and for said county and state, personally
appeared KENNETH S. SHULL, known to me to be the person described in and who
executed the foregoing instrument, and who acknowledged to me that he executed
and delivered the same for the purposes therein expressed.
WITNESS my hand and official seal this 18th day of December, 1992.
/s/ Melanie S. Corwin
--------------------------------------
Melanie S. Corwin, Esq.
