MAXUS LAUREATE FUND
N-30D, 1997-09-02
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THE MAXUS FUNDS



Dear Shareholder:

For the  first  six  months  of  1997,  each of The  Maxus  Funds  continued  to
demonstrate excellent relative total return performance.  At the same time, both
Alan  Miller  and I have been  keenly  aware  that the most  visible  investment
markets , attracting both capital  appreciation  and income oriented  investors,
appear to be exceeding  most historic  measures of value.  Within the context of
the very positive  global demand for all things  American,  and the  exceptional
productivity of the American economy, we continue to remain cautious.

Why  caution  in the  light  of  the  very  positive  economic  environment  and
exceptional  performance the markets have  demonstrated  for most of the past 15
years? My conclusions are based upon the relative  comparisons  between economic
growth  and  investor  expectations,  and  the  growing  disparity  I see in the
numbers.

The  growth  rate in gross  domestic  product  alone is not the  power  point of
investor  enthusiasm.  The U.S. economy is growing at less than 3% annually and,
based upon the historic  ratio between the annual growth in domestic  product to
the level of stock prices,  the  expectation for the DJIA in 1997 should be more
like 4000 instead of 8000 or 9000. In fact,  forecasters during most of the 20th
century would base their predictions of market  performance on their forecast of
economic growth,  i.e. the higher the growth rate, the higher earnings would apt
to be, and the higher the market should go. For example,  in the late 1980's the
argument for 30 and 40 multiples in the Japanese  stock market  centered  around
the 12% to 15% annual growth in the Japanese  economy,  and the extrapolation of
normalized  earnings to the year 2000. When Japanese growth in domestic  product
declined  as  competition  heated  up in the  rest  of  Asia,  the  market  fell
precipitously,  and today, after nearly 10 years it still remains at only 60% of
an all-time high in 1989.

For the past five years, market forecasters here in the United States have based
their  predictions  primarily on the earnings  growth  resulting from increasing
productivity and increasing profit margins.  Fed Chairman Greenspan has recently
stated what I have been saying all along, i.e. potential growth in GDP is higher
than the consensus forecast because of hidden productivity,  and therefore price
inflation  should  continue to be subdued and  profitability  should continue to
increase. Unlike the topline growth in domestic product,  however,  productivity
gains, in and of themselves, create practical limitations on earnings growth and
extrapolating  past  earnings  growth  could be a very  dangerous  exercise  for
investors.
<PAGE>
The gains in productivity have resulted  primarily through corporate  downsizing
and the  replacement  of  antiquated  machines and workers with high  technology
capital.  To date, neither labor nor the consumer have enjoyed much of the gain,
although price inflation has remained subdued and greater job  opportunities has
resulted in the process.  While  American  workers have been more concerned with
holding  onto their jobs than with wage  negotiations,  sooner or later they are
apt to demand a greater piece of the pie. Likewise, while price inflation at the
consumer level appears almost non-existent across many industries,  the entry of
additional  players into high margin  businesses  and/or the competitive  global
marketplace,  should  continue to put downward  pressure on prices.  Either way,
profit  margins are apt to get squeezed and corporate  profitably may well begin
to  decline.  Finally,   downsizing  almost  by  definition  has  its  practical
limitations,  and the cost benefits of replacing  antiquated  capital  equipment
will begin to diminish over time, i.e. most equipment is depreciated over 5 to 7
years and  replacing  it before it is fully  depreciated  results in  increasing
costs to corporations.

I have argued that much of the  enthusiasm  for stocks in recent  years has been
the result of productivity  increases and its effect of transforming the economy
from its  historic  cycles  (where  corporate  earnings  tend to  fluctuate in a
cyclical  pattern) to a more growth oriented  trendline  (where earnings tend to
rise every year). Growth tends to hold the market at a higher multiple,  and low
interest rates tend to reinforce  that multiple  going  forward.  While this can
explain  why the DJIA  should be at 6000  instead of 4000,  there isn't any good
explanation to explain why it should be at 8000 or 10000.

Moreover, the practical limitations imposed by downsizing and productivity gains
are already  showing up. From 15%  earnings  gain for American  corporations  in
1996, the consensus forecast projects 10% gains in 1997. The best guess for 1998
is 5%. If we ignore this trend toward lower (or perhaps even negative)  earnings
growth, and hold to the rosy scenario that growth will average 10% annually over
the next five years,  corporate earnings will double their current level. In the
light of a low GDP growth,  a fully  employed  economy and the  ultimate  profit
squeeze resulting from past productivity  gains, it is hard to imagine that this
scenario  will  develop  that   smoothly.   But  I  will  make  the   assumption
nevertheless.

Anyone investing in today's market is doing so with a five year horizon.  If the
expectation is for an annual 20% growth in the value of their portfolio, on June
30,  2002,  the average  market  multiple for the S&P 500 will be over 40 times.
Even a 15% annual growth in portfolio  value would be that multiple at 30 times.
This is a far cry from the 14 times  multiple  the stock market has averaged for
almost  all of the  20th  century,  and  places  a great  deal of  faith  in our
economy's ability to regain topline growth,  keep global  competitors out of our
markets  and, to the  exclusion  of both labor and the  consumer,  maintain  the
productivity gains for top executives and shareholders;  then again, blind faith
is the stuff by which bull markets survive.
<PAGE>
The Maxus Funds will continue to look for investments which appear to be of high
quality,  and where the  underlying  cash flow,  earnings  prospects and private
market  evaluations  all suggest that we are buying good value. At this juncture
our goal is to achieve,  on a relative basis, a B+ in upward market spikes, an A
in flat markets, and an A+ if the market should decline.


Richard A Barone
<PAGE>
The Maxus Laureate Fund

For the first six  months of 1997,  the Maxus  Laureate  Fund  achieved  a total
return of 7.66%. Although the return fell short of our benchmarks,  our cautious
approach to the equity market,  in my opinion is warranted.  Whether or not this
defensive stance will be vindicated or not is unclear.

We  question  whether  the  market is making a  rational  judgment  based on the
fundamentals.  We do not doubt that the fundamentals are good, if not great. Low
inflation,  low interest rates,  healthy, yet moderate economic growth and solid
earnings create a friendly environment for equities. What we question is whether
all these good  economic  factors are already  discounted.  It appears  price is
being  confused with value.  The higher an item is priced,  the more valuable it
must be! This thought  process in the realm of  investments  can be dangerous to
one's financial health.

From a strategic perspective,  going into the second half of 1997 we continue to
de-emphasize  large cap  growth  and  emphasize  small cap  growth and small cap
value.  Also, we continue to overweight  the technology  industry.  Early in the
third quarter,  currency problems in Southeast Asia,  especially in Thailand and
the Philippines,  signaled us to move some monies to the sideline.  Currently, I
find myself looking to protect the Laureate Fund in a declining  market and have
already  established a small position in Rydex Ursa - a mutual fund which shorts
the S & P 500.

We continue our  commitment  to  diversification  to better  manage risk,  while
seeking to increase shareholder wealth at an attractive rate. At every instance,
we remain committed to achieving our goal of steady,  sustainable  growth of our
shareholder assets.

In  conclusion,  we continue to adhere to our  disciplined  approach  and remain
cognizant of the high stock market valuations and the corresponding risk.


Alan G Miller
<PAGE>
Maxus Laureate Fund
                                                         Schedule of Investments
                                                       June 30, 1997 (unaudited)
- --------------------------------------------------------------------------------
Shares/Principal Amount                       Cost    Market Value   % of Assets
- --------------------------------------------------------------------------------
GROWTH
 15,227  Rydex OTC                         278,828       330,587         8.43%

SMALL CAP GROWTH / VALUE
    137  Heartland Value                     3,958         4,952
 22,115  Mutual Series Discovery Class Z   432,629       432,795
 22,806  Oakmark Small Cap                 340,050       402,762
                                           -------       -------
                                           776,637       840,509        21.42%
GROWTH & INCOME
 15,451  Mutual Series Qualified Class Z   285,050       285,372
 13,478  Mutual Series Shares Class Z      285,050       284,651
                                           -------       -------
                                           570,100       570,023        14.53%
INTERNATIONAL STOCK
  8,892  Acorn International               175,025       188,694
 10,870  Janus Overseas                    175,025       196,522
    232  Mutual Series European Class Z      2,456         2,994
 20,185  Vanguard World Fund Inter-
           national Growth                 350,025       387,341
 24,964  Warburg Pincus Japan OTC          175,025       197,218
                                           -------       -------
                                           877,556       972,769        24.80%
EMERGING MARKETS
  6,805  Guinness Flight Asia Small Cap    105,025       113,370
  6,462  Guinness Flight China and 
           Hong Kong                       105,025       129,877
  8,171  Lexington Crosby Small Cap 
           Asian Growth                    105,025       115,868
 10,986  Montgomery Emerging Asia          175,025       207,627
 23,412  Montgomery Emerging Markets       350,050       394,484
 17,757  SSgA Emerging Markets             220,025       232,785
                                           -------       -------
                                         1,060,175     1,194,011        30.43%
INCOME
     .3  Warburg Pincus Fixed Income             0             3         0.00%
                                                                    
         Total Investments               3,563,296     3,907,902        99.61%

         Other Assets Less Liabilities                    15,460          .39%

         Net Assets - Equivalent to $11.59 per share 
                      on 338,442 shares of capital 
                      stock outstanding                3,923,362       100.00%
                                                       =========       =======
    The accompanying notes are an integral part of the financial statements.
<PAGE>
Maxus Laureate Fund
                                               STATEMENT OF ASSETS & LIABILITIES
                                                       JUNE 30, 1997 (UNAUDITED)
Assets:
  Investment Securities at Market Value
    (Identified Cost - $3,563,296)                                   $3,907,902
  Cash                                                                  450,682
  Receivables:
    Investment Securities Sold                                                0
    Dividends and Interest                                               17,611
  Other Assets                                                            4,028
                                                                      ----------
        Total Assets                                                  4,380,223
Liabilities
  Payables:
    Investment Securities Purchased                                     430,025
    Shareholder Distributions                                               740
    Accrued Expenses                                                     26,096
                                                                     -----------
        Total Liabilities                                               456,861
Net Assets                                                           $3,923,362
Net Assets Consist of:
  Capital Paid In                                                     3,584,770
  Undistributed Net Investment Income                                    (7,450)
  Accumulated Realized Gain (Loss) on Investments - Net                   1,436
  Unrealized Appreciation in Value
   of Investments Based on Identified Cost - Net                        344,606
                                                                     -----------
Net Assets, for 338,442 Shares Outstanding                           $3,923,362
Net Asset Value and Redemption Price
    Per Share ($3,923,362/338,442 shares)                                $11.59
Offering Price Per Share                                                 $11.59

                                                         STATEMENT OF OPERATIONS
                                                       JUNE 30, 1997 (UNAUDITED)
Investment Income:
    Dividends                                                           $21,283
    Interest                                                             24,420
                                                                        --------
       Total Investment Income                                           45,703
Expenses:
    Registration Expense                                                  2,727
    Amortization of Organization Expense                                  2,754
    Trustee Fees (Note 3)                                                   400
    Accounting and Pricing                                               10,406
    Custody                                                               1,129
    Distribution Plan Expenses                                            8,765
    Audit                                                                 4,239
    Legal                                                                 3,676
    Management Fees (Note 2)                                             14,360
    Printing & Miscellaneous                                              4,652
                                                                         -------
         Total Expenses                                                  53,108

Net Investment Income (Loss)                                             (7,405)
Realized and Unrealized Gain (Loss) on Investments
    Realized Gain (Loss) on Investments                                  38,564
    Capital Gains from Mutual Funds                                         260
    Unrealized Gain (Loss) from Appreciation (Depreciation)
      on Investments                                                    238,605
                                                                        --------
Net Realized and Unrealized Gain (Loss) on Investments                  277,429

Net Increase (Decrease) in Net Assets from Operations                  $270,024
                                                                       =========

    The accompanying notes are an integral part of the financial statements.

<PAGE>
Maxus Laureate Fund
                                              STATEMENT OF CHANGES IN NET ASSETS
                                                       JUNE 30, 1997 (UNAUDITED)

                                                          01/01/97      01/01/96
                                                             to            to
                                                          06/30/97      12/31/96
                                                          --------      --------
From Operations:
    Net Investment Income (Loss)                          $(7,405)     $(15,196)
    Net Realized Gain (Loss) on Investments                38,824       304,352
    Net Unrealized Appreciation (Depreciation)            238,605       113,913
                                                          -------       -------
    Increase (Decrease) in Net Assets from Operations     270,024       403,069
From Distributions to Shareholders
    Net Investment Income (Loss)                                0             0
    Net Realized Gain (Loss) from Security Transactions   (18,509)     (289,117)
                                                          --------     ---------
    Net Increase (Decrease) from Distributions            (18,509)     (289,117)
From Capital Share Transactions:
    Proceeds From Sale of 131,071 Shares                1,457,274     1,869,913
    Net  Asset  Value of  1,241  shares  issued  on        
      Reinvestment of Dividends                            14,198       217,705
    Cost of 85,537 Shares Redeemed                       (955,349)     (555,837)
                                                         ---------     ---------
                                                          516,123     1,531,781
Net Increase (Decrease) in Net Assets                     767,638     1,645,733
Net  Assets  at  Beginning   of  Period   (including
     undistributed net investment income of 0 and 
     $0, respectively)                                  3,155,724     1,509,991
Net Assets at End of Period (including
     undistributed net investment incomeof $0 and
     $0, respectively)                                 $3,923,362    $3,155,724
                                                       ==========    ==========

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

<TABLE>
<S>                                            <C>         <C>         <C>         <C>         <C>   

                                               01/01/97    01/01/96    01/01/95    01/01/94    01/01/93
                                                  to          to          to          to          to
                                               06/30/97    12/31/96    12/31/95    12/31/94    12/31/93**
                                               --------    --------    --------    --------    --------
Net Asset Value -
    Beginning of Period                         $10.82       $9.82       $9.62       $9.96      $10.00
Net Investment Income                            (0.02)      (0.08)      (0.19)      (0.08)      (0.07)
Net Gains or (Losses) on Securities
    (realized and unrealized)                     0.84        2.14        1.57       (0.26)       1.16
                                                  ----        ----        ----       ------       ----
Total from Investment Operations                  0.82        2.06        1.38       (0.34)       1.09
Dividends
    (from net investment income)                  0.00        0.00        0.00        0.00        0.00
Distributions (from capital gains)               (0.05)      (1.06)      (1.18)       0.00       (1.13)
Return of Capital                                 0.00        0.00        0.00        0.00        0.00
                                                 ------      ------      ------       ----       ------
    Total Distributions                          (0.05)      (1.06)      (1.18)       0.00       (1.13)
Net Asset Value -
    End of Period                               $11.59      $10.82       $9.82       $9.62       $9.96
Total Return                                      7.66%      21.03%      14.41%      (3.41)%      8.62%
Ratios/Supplemental Data
Net Assets -
    End of Period (Thousands)                    3,923       3,156       1,510       1,998       2,114
Ratio of Expenses to Average Net Assets           2.99%*      3.92%       3.85%       3.60%       2.42%
Ratio of Net Income to Average Net Assets        (0.42)%*    (0.73)%     (1.69)%    (0.87)%      (0.66)%
Portfolio Turnover Rate                           1426%*      1267%       1377%       469%         152%
      * Annualized
      ** Weighted Average Used
</TABLE>

    The accompanying notes are an integral part of the financial statements.
<PAGE>
Maxus Laureate Fund
                                                   NOTES TO FINANCIAL STATEMENTS
                                                       June 30, 1997 (Unaudited)
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  $14,360 in  investment  advisory  fees during the six
     months ended June 30, 1997.  Maxus  Securities,  who served as the national
     distributor of the Fund's shares,  was reimbursed  $8,765 for  distribution
     expenses.   Maxus  Information   Systems,   who  provides   accounting  and
     shareholder services,  received fees totaling $10,406 for services rendered
     to the Fund for the six months ended June 30, 1997.  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.
<PAGE>
     At June 30, 1997, 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.

4.   CAPITAL  STOCK  AND  DISTRIBUTION
     At June 30, 1997 an indefinite  number of shares of capital stock ($.10 par
     value)  were  authorized,  and  paid-in  capital  amounted  to  $3,584,770.
     Transactions in common stock were as follows:

Shares sold                                                              131,071
Shares issued to shareholders in reinvestment of dividends                 1,241
                                                                         -------
                                                                         132,312
Shares redeemed                                                           85,537
Net Increase (Decrease)                                                   46,775
Shares Outstanding:
       Beginning of Period                                               291,667
                                                                         -------
       End of Period                                                     338,442
                                                                         =======

     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 six months ended June 30, 1997 purchases and sales of investment
     securities   other  than  U.S.   Government   obligations   and  short-term
     investments aggregated $25,827,730 and $25,364,314 respectively.


7.   FINANCIAL  INSTRUMENTS  DISCLOSURE
     There are no reportable  financial  instruments  which have any off-balance
     sheet risk as of June 30, 1997.

8.   SECURITY TRANSACTIONS
     For Federal income tax purposes,  the cost of investments owned at June 30,
     1997 was the same as identified  cost. 

     At June 30, 1997, 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)
     345,053                 (447)                           344,606
<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
                                  Jerry Murphy
                                Michael A. Rossi
                           Robert A. Schenkelberg, Jr.

                                    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
<PAGE>



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