MAXUS LAUREATE FUND
ARS, 1997-03-03
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MAXUS LAUREATE FUND

STATEMENT OF ASSETS & LIABILITIES
DECEMBER 31, 1996
                                                              
Assets:
  Investment Securities at Market Value
    (Identified Cost - $3,061,059)                                   $3,166,923
  Cash                                                                   76,894
  Receivables:
    Investment Securities Sold                                                0
    Dividends and Interest                                               10,260
  Other Assets                                                            6,782
                                                                     ----------
        Total Assets                                                 $3,260,859

Liabilities
  Payables:
    Investment Securities Purchased                                          $0
    Shareholder Distributions                                            71,412
    Accrued Expenses                                                     26,483
    Other                                                                 7,240
                                                                     ----------
        Total Liabilities                                              $105,135

Net Assets                                                           $3,155,724
Net Assets Consist of:
  Capital Paid In                                                    $3,068,647
  Accumulated Realized Gain (Loss) on Investments - Net                 (18,787)
  Unrealized Appreciation in Value
   of Investments Based on Identified Cost - Net                        105,864
                                                                     ----------
Net Assets, for 291,667 Shares Outstanding                           $3,155,724
Net Asset Value and Redemption Price
    Per Share ($3,155,724/291,667 shares)                                $10.82
Offering Price Per Share                                                 $10.82

                                    
STATEMENT OF OPERATIONS
DECEMBER 31, 1996

Investment Income:
    Dividends                                                           $61,168
    Interest                                                              5,675
                                                                        -------
        Total Investment Income                                         $66,843
Expenses:
    Accounting and Pricing                                               13,378
    Amortization of Organization Expense                                  6,530
    Audit                                                                 6,237
    Custody                                                               1,068
    Distribution Plan Expenses                                           10,472
    Legal                                                                 9,719
    Management Fees (Note 2)                                             21,014
    Registration                                                          1,890
    Trustee Fees (Note 3)                                                 1,500
    Printing & Miscellaneous                                             10,231
                                                                         ------
        Total Expenses                                                   82,039
Net Investment Income (Loss)                                            (15,196)
Realized and Unrealized Gain (Loss) on Investments
    Realized Gain (Loss) on Investments                                 251,661
    Capital Gains from Mutual Funds                                      52,691
    Unrealized Gain (Loss) from Appreciation 
     (Depreciation) on Investments                                      113,913
                                                                       --------
Net Realized and Unrealized Gain 
     (Loss) on Investments                                             $418,265

Net Increase (Decrease) in Net Assets from Operations                  $403,069
                                                                       ========
                     The accompanying notes are an integral
                        part of the financial statements
<PAGE>
MAXUS LAUREATE FUND

STATEMENT OF CHANGES IN NET ASSETS
                                                         01/01/96     01/01/95
                                                            to           to
                                                         12/31/96     12/31/95
From Operations:
    Net Investment Income (Loss)                         $(15,196)    $(28,773)
    Net Realized Gain (Loss) on Investments               304,352      263,105
    Net Unrealized Appreciation (Depreciation)            113,913      (12,316)
                                                          -------      --------
    Increase (Decrease) in Net Assets from                403,069      222,016
Operations
From Distributions to Shareholders
    Net Investment Income (Loss)                                0            0
    Net Realized Gain (Loss) from Security Transactions  (289,117)    (163,629)
                                                         ---------    ---------
    Net Increase (Decrease) from Distributions           (289,117)    (163,629)
From Capital Share Transactions:
    Proceeds From Sale of 171,326 Shares                  121,069    1,869,913
    Net Asset Value of 20,120 shares issued on            217,705      147,644
Reinvestment of Dividends
    Cost of 53,559 Shares Redeemed                       (555,837)    (815,064)
                                                        ----------    ---------
                                                        1,531,781     (546,351)
Net Increase (Decrease) in Net Assets                   1,645,733     (487,964)
Net Assets at Beginning of Period (including
    undistributed net investment income 
    of 0 and $0, respectively)                          1,509,991    1,997,955
Net Assets at End of Period (including undistributed 
    net investment income of $0 and $0, respectively)  $3,155,724   $1,509,991
                                                       ==========   ==========

                                FINANCIAL HIGHLIGHTS

Selected data for a share of common 
stock outstanding throughout the period:

                                         01/01/96  01/01/95  01/01/94  05/01/93 
                                            to        to        to        to    
                                         12/31/96  12/31/95  12/31/94  12/31/93*
                                         ---------------------------------------
Net Asset Value -
    Beginning of Period                   $9.82     $9.62     $9.96     $10.00
Net Investment Income                     (0.08)    (0.19)    (0.08)     (0.07)
Net Gains or (Losses) on Securities
    (realized and unrealized)              2.14      1.57     (0.26)      1.16
                                           ----      ----     ------      ----
Total from Investment Operations           2.06      1.38     (0.34)      1.09
Dividends
    (from net investment income)           0.00      0.00      0.00       0.00
Distributions 
    (from capital gains)                  (1.06)    (1.18)     0.00      (1.13)
Return of Capital                          0.00      0.00      0.00       0.00
                                          ------    ------     ----      ------
    Total Distributions                   (1.06)    (1.18)     0.00      (1.13)
Net Asset Value -
    End of Period                        $10.82     $9.82     $9.62      $9.96
Total Return                              21.03%    14.41%    (3.41)%     8.62%
Ratios/Supplemental Data
Net Assets -
    End of Period (Thousands)             3,156     1,510     1,998      2,114
Ratio of Expenses to Average Net Assets    3.92%     3.85%     3.60%      2.42%
Ratio of Net Income to Average Net Assets (0.73)%   (1.69)%   (0.87)%    (0.66)%
Portfolio Turnover Rate                    1267%     1377%      469%       152%
    * Weighted Average Used

                     The accompanying notes are an integral
                        part of the financial statements
<PAGE>
MAXUS LAUREATE FUND

NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996

1.)  Significant  Accounting  Policies
The Fund is a diversified,  open-end management investment company, organized as
a Trust  under the laws of the  State of Ohio by a  Declaration  of Trust  dated
February 10, 1993.  Significant  accounting  policies of the Fund are  presented
below:

SECURITY VALUATION:
The Fund intends to invest exclusively in other open-end  management  investment
companies (mutual funds).  The investments in mutual funds are carried at market
value.  The market quotation used for mutual funds is the net asset value on the
date on which the valuation is made.

SECURITY TRANSACTION TIMING:
Security  transactions  are recorded on the dates  transactions are entered into
(the  trade  dates).  Dividend  income and  distributions  to  shareholders  are
recorded on the ex-dividend  date.  Interest  income is recorded as earned.  The
fund  uses  the  identified  cost  basis  in  computing  gain or loss on sale of
investment  securities.  Discounts  and  premiums on  securities  purchased  are
amortized over the life of the respective securities.

INCOME TAXES:
It is the Fund's 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 Fund's policy to distribute  annually,  after the end of the calendar  year,
any remaining net investment income and net realized capital gains.

ESTIMATES:
The preparation of financial  statements in conformity  with generally  accepted
accounting  principles requires managment to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent assets and liabilites at the date of the financial statements and the
reported  amounts of revenues and expenses during the reporting  period.  Actual
results could differ from those estimates.

2.)  Investment Advisory Agreement
The Fund has entered into an investment  advisory and  administration  agreement
with  Maxus  Asset  Management  Inc,  a  wholly  owned  subsidiary  of  Resource
Management  Inc. The Investment  Advisor  receives from the Fund as compensation
for its  services to the Fund an annual fee of 1% on the first  $150,000,000  of
the  Fund's  net  assets,  and  0.75% of the  Fund's  net  assets  in  excess of
$150,000,000.

3.)  Related Party Transactions
Resource  Management,  Inc. has three wholly owned  subsidiaries  which  provide
services to the Fund.  These  subsidiaries are Maxus Asset Management Inc, Maxus
Securities Corp, and Maxus  Information  Systems Inc. Maxus Asset Management was
paid $21,014 in investment advisory fees during the twelve months ended December
31, 1996. Maxus Securities, who served as the national distributor of the Fund's
shares,  was reimbursed  $10,472 for distribution  expenses.  Maxus  Information
Systems,  who  provides  accounting  and  shareholder  services,  received  fees
totaling  $13,378 for services  rendered to the Fund for the twelve months ended
December  31,  1996.  Maxus  Securities  is a  registered  broker-dealer.  Maxus
Securities effected  substantially all of the investment portfolio  transactions
for the Fund.  The fees  collected  by Maxus  Securities  represent  transaction
charges  imposed by the custodian.  Maxus  Securities  pays these charges to the
custodian without a mark-up.

At December 31, 1996, Maxus Securities Corp owned 10,000 shares in the Fund.

Certain  officers and/or  trustees of the Fund are officers and/or  directors of
the  Investment  Advisor  and  Administrator.   Each  director  who  is  not  an
"affiliated person" receives an attendance fee of $100 per meeting.
<PAGE>
MAXUS LAUREATE FUND

NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996

4.)  Capital  Stock And  Distribution  
At December 31, 1996 an  indefinite  number of shares of capital stock ($.10 par
value) were authorized, and paid-in capital amounted to $3,068,647. Transactions
in common stock were as follows:

          Shares sold                                                   171,326
          Shares issued to shareholders in 
             reinvestment of dividends                                   20,120
                                                                        -------
                                                                        191,446
          Shares redeemed                                               (53,559)
                                                                        -------
          Net Increase (Decrease)                                       137,887
          Shares Outstanding:
             Beginning of Period                                        153,780
                                                                        -------
             End of Period                                              291,667
                                                                        =======

Distributions to shareholders are recorded on the ex-dividend date.  Payments in
excess of net investment income or of accumulated net realized gains reported in
the financial statements are due primarily to book/tax differences. Payments due
to permanent  differences have been charged to paid in capital.  Payments due to
temporary  differences  have  been  charged  to  distributions  in excess of net
investment income or realized gains.

5.)  Organization Costs
Organization costs are being amortized on a straight line basis over a five year
period.

6.)  Purchases  And  Sales  Of  Securities
During  the  twelve  months  ended  December  31,  1996  purchases  and sales of
investment  securities  other than U.S.  Government  obligations  and short-term
investments aggregated $28,017,701 and $26,517,116 respectively.

7.)  Financial  Instruments  Disclosure
There are no reportable  financial  instruments which have any off-balance sheet
risk as of December 31, 1996.

8.)  Security Transactions
For Federal income tax purposes,  the cost of investments  owned at December 31,
1996 was the same as identified  cost. At December 31, 1996, the  composition of
unrealized  appreciation  (the  excess of value over tax cost) and  depreciation
(the excess of tax cost over value) was as follows:

     Appreciation         (Depreciation)         Net Appreciation (Depreciation)
       129,141               (23,277)                        105,864
<PAGE>


                       INDEPENDENT AUDITOR'S REPORT


To The Shareholders and
Board of Directors:
Maxus Laureate Fund

We have audited the  accompanying  statement of assets and  liabilities of Maxus
Laureate Fund, including the schedule of portfolio  investments,  as of December
31, 1996, and the related  statement of operations for the year then ended,  the
statement of changes in net assets for each of the two years in the periods then
ended, and financial  highlights for each of the three years in the periods then
ended  and for the  period  from May 1, 1993  (commencement  of  operations)  to
December 31, 1993. 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 investments and cash held by
the custodian as of December 31, 1996, by correspondence  with the custodian and
brokers.  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 Maxus
Laureate  Fund as of December 31, 1996,  the results of its  operations  for the
year then ended,  the changes in its net assets for each of the two years in the
periods then ended, and the financial  highlights for each of the three years in
the periods then ended and for the period from May 1, 1993 to December 31, 1993,
in conformity with generally accepted accounting principles.





McCurdy & Associates CPA's, Inc.
Westlake, Ohio  44145
January 15, 1997
<PAGE>

                                 THE MAXUS FUNDS
                 28601 Chagrin Boulevard, Cleveland, Ohio 44122
                                 (216) 292-3434

                               INVESTMENT ADVISOR
                           Maxus Asset Management Inc
                             28601 Chagrin Boulevard
                              Cleveland, Ohio 44122

                                BOARD OF TRUSTEES
                                Richard A. Barone
                                 N. Lee Dietrich
                             Sanford A. Fox, D.D.S.
                                Burton D. Morgan
                                Michael A. Rossi
                           Robert A. Schenkelberg, Jr.
                                 F. Carl Walter

                                    OFFICERS
                           Richard A. Barone, Chairman
                        James C. Onorato, Vice-President
                           Robert W. Curtin, Secretary

                                    CUSTODIAN
                                Star Bank, N. A.
                                425 Walnut Street
                                 P. O. Box 1118
                           Cincinnati, Ohio 45201-1118

                                 TRANSFER AGENT
                          Maxus Information Systems Inc
                             28601 Chagrin Boulevard
                              Cleveland, Ohio 44122

                                   DISTRIBUTOR
                              Maxus Securities Corp
                             28601 Chagrin Boulevard
                              Cleveland, Ohio 44122

                                  LEGAL COUNSEL
                     Benesch, Friedlander, Coplan & Aronoff
                            2300 BP America Building
                                200 Public Square
                           Cleveland, Ohio 44114-2378

                                     AUDITOR
                         McCurdy & Associates CPA's Inc
                               27955 Clemens Road
                              Westlake, Ohio 44145


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