<PAGE>
UAM Funds
Funds for the Informed Investor/sm/
FPA Crescent Portfolio
Semi-Annual Report September 30, 1999
[LOGO OF UAM FUNDS]
<PAGE>
UAM FUNDS FPA CRESCENT PORTFOLIO
SEPTEMBER 30, 1999
- --------------------------------------------------------------------------------
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
<TABLE>
<S> <C>
Shareholders' Letter........................................................ 1
Portfolio of Investments.................................................... 9
Statement of Assets and Liabilities......................................... 13
Statement of Operations..................................................... 14
Statement of Changes in Net Assets.......................................... 15
Financial Highlights........................................................ 16
Notes to Financial Statements............................................... 18
</TABLE>
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<PAGE>
UAM FUNDS FPA CRESCENT PORTFOLIO
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October 15, 1999
Dear Fellow Shareholders:
Please allow us to remind you in advance of the following letter that we main-
tain a consistent, clear investment philosophy. Therefore, as our objectivity
may be called into question, we have put forth our best effort to provide you
a balanced and reasoned appraisal of today's investment environment. We will
not be a participant in today's speculative investment game. This has and may
continue to lead to short-term investment underperformance, but it will serve
those shareholders well who have a long-term orientation. Speculation loses to
a disciplined value philosophy over the long-term.
The stock market is narrower than at any point in time since the early 1970s,
and the most speculative. This means that fewer stocks are driving the stock
market averages; 10 stocks made up 97% of the S&P 500's nine month return! Un-
fortunately, those stocks are, on average, not our own. It seems that the only
companies whose stock prices have performed well the last couple of years have
been growth companies especially those companies with significant revenue
growth as earnings are of secondary importance. The faster a company is grow-
ing, the better. Valuation is not relevant. If you own good, growing busi-
nesses at reasonable prices, but your companies are not growing at warp speed,
you are not doing very well in this environment. Worse, the smaller the value
company you own, the poorer the performance. Investors just do not care about
small/mid-cap value companies today. To highlight that difference, the Leu-
thold Group of Minneapolis points out that through August, the year-to-date
performance differential between small-cap growth and small-cap value is 36.9
percentage points--the biggest spread since they began collecting this data in
1985.
The speculation in this market can be measured a number of ways. Valuation
levels are at highs. Not only are price/earnings ratios high, but those compa-
nies that do not have earnings, but do have extraordinary revenue growth,
e.g., Internet companies, are trading at ridiculous levels as a multiple of
revenues. Another statistic that validates today's rampant speculation is the
percentage of shares on the New York Stock Exchange that changes hands each
year. By year-end 1999, if present trends continue, more than 80% of the
shares on the NYSE will have changed hands, slightly more than in 1998. This
stands in stark contrast to 1990 when share turnover was just over 40% and to
1970 when it was not even 20%. (Source: Business Week).
We would like to re-emphasize the point that our companies are growing. The
year-over-year earnings growth of our portfolio (1999's First Call consensus
estimate versus 1998's actual) is 12.3%. This number is biased downward by
companies in the early stages of a "turn around," and upwards by companies in
the latter stage.
1
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UAM FUNDS FPA CRESCENT PORTFOLIO
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As a contrarian investor, we seek growing businesses that have stumbled--that
is our opportunity. However, all of our companies do not "turn" at the same
time. There is a seasoning process. Our portfolio appears to be somewhat less
seasoned than it has in the past. We believe that our portfolio of companies
has growth prospects at least in line with other stock indexes, and yet, our
portfolio trades at less than half the price (please refer to the table be-
low). The important thing to consider in an environment where the stock prices
of companies you own are not reflective of their business fundamentals is
whether or not the company is growing, increasing shareholder value. As long
as this is the case, we will make money. Even if we are right on the business,
that does not mean that a company's valuation and its business fundamentals
will move commensurately.
Our portfolio now has a price/earnings ratio of 12.0x, more than 50% cheaper
than the Russell 2000 and Russell 2500, and 57% cheaper than the S&P 500. For
additional comparisons between our portfolio and the indexes, please see be-
low.
<TABLE>
<CAPTION>
Lehman
Ratios Russell S&P Bros.
(Weighted Average) Crescent 2500 500 Gov't/Corp.
- ------------------ --------- ------- ---- -----------
<S> <C> <C> <C> <C>
Stocks
Price/Earnings 1999 est. .................. 12.0x 24.7x 28.0x --
Price/Earnings 2000 est. .................. 10.0x 17.3x 22.4x --
Price/Book................................. 1.5x 2.4x 4.9x --
Dividend Yield............................. 1.9% 1.5% 1.3% --
Bonds
Duration................................... 3.2 years -- -- 5.4 years
Maturity................................... 4.8 years -- -- 9.9 years
Yield...................................... 12.2% -- -- 6.5%
</TABLE>
In our opinion, it appears that the only way the type of companies that we own
will get recognized by the stock market is in a private market value transac-
tion i.e., a takeover or leveraged buyout. An example of this would be
Securitas' acquisitions of our stake in Pinkerton's, Inc. when it was pur-
chased at $29 per share earlier this year, 70% greater than where it had been
trading the day before the announcement that it was being purchased. Acquisi-
tions, mergers, and buyouts are potential catalysts for better relative per-
formance of small- and mid-cap value portfolios. In the last twelve months
there were 800 such private transactions, up from 450 three years ago.
(Source: Business Week).
We lament the injustice of the environment, and yet have no control over it.
We can change the way we invest, or we can maintain the consistency of style
that has prevailed for so many years. The latter is our obvious choice. We
will continue to
2
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UAM FUNDS FPA CRESCENT PORTFOLIO
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own companies like National R.V. Holdings, Inc. This company, in our opinion,
is the best manufacturer of recreational vehicles--with the greatest sales
growth, earnings growth, highest quality product, and highest margins. We
first started buying the stock at $8.56 in 1996. We had sold a good portion of
our position in 1998 after it increased 173% (average purchase price vs. aver-
age sale price). National's stock price closed at $25.75 at the end of 1998.
At that time, analysts expected the company to earn an estimated $2.40 per
share in 1999. Such a company with three-year compounded growth in revenues
and earnings in excess of 50%, a three-year average return on equity of 30%
and no debt is trading at only 10.8x? We reasonably thought this was a good
value. Since then, the company has reported two bang-up quarters and is due to
report a third, and analysts have increased their earnings estimates to $2.79,
16% greater than the original $2.40 estimate, and 32% better than 1998's $2.11
per share. This stock, of course, was a huge winner for us. Wrong! You cer-
tainly would think so; instead, as an example of investors ignoring small-
caps, the stock ended the third quarter at $19.75, down 23% year-to-date!
Maybe the depressed valuation is explained by some forecasting a slowdown for
the RV industry. We do not see this happening in 2000. As baby boomers age,
they enter their prime RV buying years, 45-65. The growth in this segment of
our population is estimated at around 3x the national average. We continue to
hold National with its extremely low price/earnings ratio of 7.1x 1999's earn-
ings, and have, in fact, added to our position at the current price.
Although we wrote of Midas, Inc. in our last shareholder letter, its stock de-
clined 27% in the third quarter and, given our large position, we thought it
deserved another visit. We originally purchased Midas in early 1998 in the
$16-18 range and watched it increase to $35 early this year. We began selling
our position in the low $30's, but never felt the stock became so expensive as
to warrant liquidating our position. We think that Midas' stock decline can,
in part, be attributed to the challenging environment in the exhaust (i.e.,
mufflers) industry. Exhaust is a declining business, experiencing mid-single
digit declines the last few years, but currently is feeling the pain of mid-
double digit declines this year. This can be attributed to: unseasonably warm
winters in the two prior years (salt on the roads corrodes mufflers); a good
economy, where more used cars are being scrapped for new purchases; and im-
provements in technology, i.e., mufflers are now made of more durable stain-
less steel. We knew that Midas' exhaust business (37% of sales) was declining,
but felt new services and better advertising would offset the rate at which it
had been declining. We still feel that this will be the case, albeit somewhat
slower than we anticipated. Midas maintains its leading position in auto serv-
ices with 2,100 stores in North America. Midas franchises all but a very few
stores, leaving the large capital investment requirement to the franchisees.
This leaves them:
3
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UAM FUNDS FPA CRESCENT PORTFOLIO
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. $65 million in advertising power, the ability to sell additional serv-
ices through their existing dealer network;
. a store base that should be completely updated with new signage and
paint by early 2000, the opportunity to grow their store base;
. the ability to increase the sale of product to their dealers (currently
only 65% of dealer sales, when in the past it had been in the high 80%
range);
. hidden value in real estate that they have controlled for years, a more
streamlined distribution system (18 distribution centers to 8-10); and
. a more streamlined manufacturing system, the opportunity to broaden
their distribution capabilities by selling to third-party customers.
We expect Midas will earn $2.28 per share in 1999, 13% better than 1998's
earnings, and the stock at $20.63 trades at only 9.0x those earnings. We be-
lieve this to be an incredibly low price. Apparently, the chairman agrees; he
purchased stock in March through an option exercise invested around $2.5 mil-
lion at prices more than 50% greater than the current stock price. We like to
see management put their money where their mouth is. We can write about this
until we get carpal tunnel, but others need to see what we see. Like many
other small companies today, Midas is being ignored. Only two small regional
brokerage firms follow Midas, but we would expect in the coming year that oth-
er, national firms will pick up coverage.
Complaining of the injustice of it all will not do us any good, but investing
is in fact different in today's environment--different than at any point in
time that I have seen it in my fourteen years of investment experience. Today,
a dollar of revenues is worth more than a dollar of earnings. Internet compa-
nies lose money on average, and yet command ridiculously huge valuations pred-
icated on what the margins on their future revenues might be. One must push a
pencil very hard to come up with a scenario where these stocks are even fairly
valued. eToys, Inc., as an example, is estimated to have somewhere around $125
million in revenues in 1999 and their market valuation is almost $8.5 billion.
If eToys has 10% of the toy market five years from now (unlikely) and a 6% op-
erating margin (maybe?), then the company would earn $0.90 per share five
years from now. With its stock price trading at $82, the price/earnings multi-
ple would be 90x--five years hence! I had a conversation with the CEO of an
Internet company that is expecting to have an initial public offering in the
beginning of 2000. This CEO pointed out that they are losing $7-8 million per
month as they are deliberately pricing their product to lose money, because
they know that investors want to see the sales potential. The CEO believes
that they have a few years to figure out how to get profits. We do not trivi-
alize the
4
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UAM FUNDS FPA CRESCENT PORTFOLIO
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Internet, we are just not willing to pay ridiculous prices for businesses. As
we discussed in our last letter, our investment in Consolidated Stores, Inc.,
which owns Kay Bee Toys and 80% of KBkids.com, provides us with a dramatically
cheaper way to be invested in the Internet. We believe that future relative
performance of Consolidated Stores and eToys will prove our point. As we
stated earlier, we will not participate in today's speculative investment
game. This does not mean that our portfolio cannot be invested in today's dy-
namic cyber environment. We can. Our investments, though, will be thoughtful
and reasonably priced, as in the case of Consolidated Stores.
This is an environment where even companies that have a great historic growth
record can sustain high price/earnings ratios in the face of poor recent re-
sults. How much would you pay for a company whose earnings look like this?
<TABLE>
<CAPTION>
% Change in
EPS EPS
----- -----------
<S> <C> <C>
1996.......................................................... $1.43 +21%
1997.......................................................... $1.49 +4%
1998.......................................................... $1.41 -5%
1999 estimated................................................ $1.30 -8%
</TABLE>
Whatever your answer may be, it probably was not 37x 1999's estimated earn-
ings, but that is where Coca Cola, Inc., whose earnings history you see above,
is currently trading. We will continue to invest in a portfolio of low price-
/earnings ratio companies that are indeed growing, rather than the large-cap
high p/e "growth" brands or the Internet stocks whose valuations at these lev-
els may as well be measured in terms of barometric pressure, since traditional
measures have so obviously been discarded.
Our ten largest equity positions represented 37.6% of the portfolio as of the
end of 1999's third quarter. Listed below are Crescent's ten largest holdings,
excluding short-term investments, as of September 30, 1999.
Common Stocks
Consolidated Stores Corporation
Foremost Corporation of America
Michaels Stores, Inc.
Midas, Inc.
Fritz Companies, Inc.
Storage Technology Corporation
AMERCO
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UAM FUNDS FPA CRESCENT PORTFOLIO
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Bonds & Notes
Centertrust Retail Properties, 7.50% Convertible Notes, due 1/15/01
U.S. Treasury Inflation-Indexed Notes, 3.375%, due 1/15/07
Michaels Stores, Inc. 6.75% Convertible Notes, due 1/15/03
Crescent had the following net asset composition at September 30, 1999.
<TABLE>
<S> <C>
Common Stocks, Long...................................................... 63.7%
Common Stocks, Short..................................................... -0.3%
Preferred Stocks......................................................... 5.0%
Bonds & Notes............................................................ 25.9%
Accrued Income........................................................... 0.6%
Cash & Other............................................................. 5.1%
------
Total.................................................................. 100.0%
======
</TABLE>
At the end of the day, all an investor cares about is how much money he or she
made. That is all we care about, too. However, there can be extended periods
of time when one style of investing outperforms another. For the last five
years, large companies have outperformed small and medium-sized ones. For the
last couple of years, growth has beaten value. We intend to stick with our in-
vestment philosophy and apply it consistently, over time and across many dif-
ferent markets. If we could predict when Internet stocks would soar, when
biotech stocks would fall, when temporary staffing companies would be dead
money, then we would be otherwise engaged. Without a crystal ball guiding us,
we feel that we have no alternative but to stick with what we know and what
has worked so well in the past. Therefore, we will continue to buy small and
medium-sized businesses that have solid growth prospects, good returns on cap-
ital, shareholder-oriented management, and trade at a reasonable valuation.
Meanwhile, our market outlook remains cautious. Interest rates have been in-
creasing and the 30-year Treasury is at its highest level since November 1997.
Consumer debt has been growing much faster than GDP and has been helping fuel
the economy.
Respectfully,
Steven Romick
Portfolio Manager,
FPA Crescent Portfolio
6
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Institutional Class
<TABLE>
<CAPTION>
Balanced
FPA Benchmark Lehman
Crescent 60% Russell Brothers
Institutional 2500/40% LB Gov't/ Russell
Time Period Class Gov't/Corp Corporate 2500
- ----------- ------------- ----------- --------- -------
<S> <C> <C> <C> <C>
Period Ended September 30, 1999
Third Quarter.................... -9.3% -3.6% 0.5% -6.4%
Year-To-Date..................... -3.2% 1.5% -1.7% 3.7%
Year Ended December 31,
1998............................. 2.8% 4.0% 9.5% 0.4%
1997............................. 22.0% 18.5% 9.8% 24.4%
1996............................. 22.9% 12.6% 2.9% 19.0%
1995............................. 26.0% 26.7% 19.2% 31.7%
1994............................. 4.3% -2.0% -3.5% -1.1%
From Inception 6/2/93*............. 12.8% 10.6% 6.3% 13.4%
Institutional Service Class
<CAPTION>
Balanced
FPA Benchmark Lehman
Crescent 60% Russell Brothers
Institutional 2500/40% LB Gov't/ Russell
Time Period Service Class Gov't/Corp Corporate 2500
- ----------- ------------- ----------- --------- -------
<S> <C> <C> <C> <C>
Period Ended September 30, 1999
Third Quarter.................... -9.5% -3.6% 0.5% -6.4%
Year-To-Date..................... -3.6% 1.5% -1.7% 3.7%
Year Ended December 31, 1998....... 2.5% 4.0% 9.5% 0.4%
From Inception 1/24/97* ........... 6.7% 8.0% 6.4% 9.1%
</TABLE>
* Returns from inception are annualized. The annualized performance of the
Russell 2500 and Lehman Brothers Government/Corporate Indexes begins 6/1/93
for the Institutional Class and 2/1/97 for the Institutional Service Class.
The total return of the Portfolio reflects fees waived and expenses assumed
by the Adviser. Without such fees waived and expenses assumed, the total
return would be lower.
The investment results presented in this report represent past performance and
should not be construed as a guarantee of future results. The Portfolio's
performance assumes the reinvestment of all dividends and distributions.
There are no assurances that the Portfolio will meet its stated objectives.
The investment return and principal value of an investment will fluctuate so
that an investor's shares, when redeemed, may be worth more or less than their
original cost.
The Portfolio's holdings are subject to change because it is actively managed.
Portfolio changes should not be considered recommendations for action by indi-
vidual investors.
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UAM FUNDS FPA CRESCENT PORTFOLIO
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Definition of the Comparative Indices
Lehman Brothers Government/Corporate Index is an unmanaged fixed income market
value-weighted index that combines the Lehman Brothers Government and Corpo-
rate Bond Indices, including U.S. government treasury securities, corporate
and yankee bonds. All issues are investment grade (BBB by S&P or Baa by
Moody's) or higher, with maturities of at least one year and outstanding par
value of at least $100 million for U.S. government issues and $25 million for
others.
Russell 2500 and Russell 2000 Indices are unmanaged indices composed of the
2,500 and 2,000 smallest stocks, respectively, in the Russell 3000, an index
composed of the 3,000 largest U.S. publicly traded companies based on total
market capitalization, which represents approximately 98% of the investable
U.S. equity market.
Balanced Benchmark is a hypothetical combination of unmanaged indices, re-
flecting the Portfolio's neutral mix of 60% stocks and 40% bonds (60% Russell
2500 Index/40% Lehman Brothers Government/Corporate Index).
The S&P 500 Index is an unmanaged index composed of 400 industrial stocks, 40
financial stocks, 40 utility stocks, and 20 transportation stocks.
The comparative indices assume reinvestment of dividends and, unlike the
Portfolio's returns, do not reflect any fees or expenses. If such fees were
reflected in the comparative indices' returns, the performance would have been
lower.
Please note that one cannot invest directly in an unmanaged index.
8
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UAM FUNDS FPA CRESCENT PORTFOLIO
SEPTEMBER 30, 1999 (UNAUDITED)
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<TABLE>
<S> <C> <C>
PORTFOLIO OF INVESTMENTS
COMMON STOCKS - 63.7%
<CAPTION>
Shares Value+
---------- ------------
<S> <C> <C>
AUTOMOTIVE - 4.0%
++Midas, Inc......................................... 237,000 $ 4,888,125
------------
BANKS - 0.5%
*PBOC Holdings, Inc.................................. 75,000 609,375
------------
BEVERAGES, FOOD & TOBACCO - 1.0%
Schweitzer-Mauduit International, Inc................ 97,700 1,263,994
------------
CONSUMER DURABLES - 1.0%
Tupperware Corporation............................... 60,000 1,215,000
------------
CONSUMER STAPLES - 0.5%
*Day Runner, Inc..................................... 65,400 547,725
------------
ENERGY - 2.5%
*Plains Resources, Inc............................... 170,000 3,038,750
------------
FINANCIAL SERVICES - 2.2%
Conseco, Inc......................................... 143,000 2,761,688
------------
INSURANCE - 5.1%
++Foremost Corporation of America.................... 265,000 6,360,000
------------
LODGING & RESTAURANTS - 3.4%
CKE Restaurants, Inc................................. 125,000 906,250
*IHOP Corp. ......................................... 165,000 3,341,250
------------
4,247,500
------------
MANUFACTURING - 3.9%
Coachmen Industries, Inc. ........................... 138,000 2,121,750
*National R.V. Holdings, Inc......................... 127,000 2,508,250
*Recoton Corporation................................. 36,600 247,050
------------
4,877,050
------------
MULTI-INDUSTRY - 3.1%
*AMERCO.............................................. 135,100 3,858,794
------------
</TABLE>
The accompanying notes are an integral part of the financial statements.
9
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<TABLE>
<S> <C> <C>
COMMON STOCKS - continued
<CAPTION>
Shares Value+
---------- ------------
<S> <C> <C>
REAL ESTATE - 9.0%
Capital Automotive REIT.............................. 196,700 $ 2,434,162
Crown American Realty Trust REIT..................... 490,000 3,154,375
Prime Retail, Inc. REIT.............................. 400,000 2,950,000
Ventas, Inc. REIT.................................... 560,000 2,660,000
------------
11,198,537
------------
RETAIL - 13.3%
*Consolidated Stores Corporation..................... 302,000 6,662,875
*Good Guys, Inc., The................................ 143,000 911,625
*HomeBase, Inc....................................... 111,000 437,062
*Michaels Stores, Inc. .............................. 188,000 5,546,000
*Payless ShoeSource, Inc. ........................... 58,000 2,929,000
------------
16,486,562
------------
SERVICES - 0.2%
*RemedyTemp, Inc., Class A........................... 18,200 261,625
------------
TECHNOLOGY - 8.4%
*Arrow Electronics, Inc.............................. 195,000 3,436,875
++NCR Corporation.................................... 72,000 2,380,500
*Storage Technology Corporation...................... 235,000 4,523,750
------------
10,341,125
------------
TEXTILES & APPAREL - 1.1%
++*Reebok International Ltd.......................... 130,000 1,389,375
------------
TRANSPORTATION - 4.5%
*Fritz Companies, Inc. .............................. 459,900 4,771,462
Pittston Brink's Group............................... 33,800 783,738
------------
5,555,200
------------
TOTAL COMMON STOCKS (Cost $88,859,471).......................... 78,900,425
------------
</TABLE>
The accompanying notes are an integral part of the financial statements.
10
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<TABLE>
<S> <C> <C>
PREFERRED STOCKS - 5.0%
<CAPTION>
Shares Value+
---------- ------------
<S> <C> <C>
FINANCIAL SERVICES - 0.8%
GPA Group plc 10.00% Cv. ........................................... 9,124 $ 949,900
------------
REAL ESTATE - 4.2%
Crown American Realty Trust, 11.00%, 7/31/07, Series A REIT......... 65,000 2,681,250
Prime Retail, Inc., 8.50%, 12/31/49, Series B Cv. REIT.............. 183,000 2,550,562
------------
5,231,812
------------
TOTAL PREFERRED STOCKS (Cost $8,289,835)....................................... 6,181,712
------------
CORPORATE BONDS - 22.3%
<CAPTION>
Face
Amount
----------
<S> <C> <C>
ENTERTAINMENT & LEISURE TIME - 2.1%
Trump Atlantic City Associates, 11.25%, 5/1/06...................... $3,000,000 2,550,000
------------
HEALTH CARE - 1.1%
NovaCare, Inc., 5.50%, 1/15/00 Cv................................... 900,000 811,125
#Triad Hospitals Holdings, Inc., 11.00%, 5/15/09.................... 525,000 523,687
------------
1,334,812
------------
INDUSTRIAL - 0.4%
Loewen Group International, Inc., 7.75%, 10/15/01................... 1,000,000 525,000
------------
LODGING & RESTAURANTS - 4.0%
Advantica Restaurant Group, Inc., 11.25%, 1/15/08................... 2,311,057 2,022,175
CKE Restaurants, Inc., 4.25%, 3/15/04 Cv............................ 4,506,000 2,928,900
------------
4,951,075
------------
REAL ESTATE - 4.6%
Centertrust Retail Properties, Inc., Series A, 7.50%, 1/15/01 Cv. .. 1,520,000 1,413,600
Centertrust Retail Properties, Inc., Series B, 7.50%, 1/15/01 Cv. .. 4,580,000 4,259,400
------------
5,673,000
------------
RETAIL - 8.0%
Charming Shoppes, Inc., 7.50%, 7/15/06 Cv. ......................... 3,265,000 2,987,475
#HomeBase, Inc., 5.25%, 11/01/04 Cv. ............................... 3,450,000 2,406,375
HomeBase, Inc., 5.25%, 11/01/04 Cv. ................................ 520,000 362,700
Michaels Stores, Inc., 6.75%, 1/15/03 Cv. .......................... 4,200,000 4,152,750
------------
9,909,300
------------
</TABLE>
The accompanying notes are an integral part of the financial statements.
11
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UAM FUNDS FPA CRESCENT PORTFOLIO
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
CORPORATE BONDS - continued
Face
Amount Value+
----------- ------------
<S> <C> <C>
TRANSPORTATION - 2.1%
Canadian Airlines Corp. 10.00%, 05/01/05............ $ 1,500,000 $ 1,215,000
Trans World Airlines, Inc., 11.50%, 12/15/04........ 1,800,000 1,449,000
------------
2,664,000
------------
TOTAL CORPORATE BONDS (Cost $31,689,070)........................ 27,607,187
------------
U.S. TREASURY OBLIGATION - 3.6%
**U.S. Treasury Inflation-Indexed Notes, 3.375%,
1/15/07 (Cost $4,647,976).......................... 4,734,270 4,519,725
------------
SHORT-TERM INVESTMENT - 2.2%
REPURCHASE AGREEMENT - 2.2%
Chase Securities, Inc., 4.85%, dated 9/30/99, due
10/1/99, to be repurchased at $2,758,372,
collateralized by various U.S. Treasury Obligations
4.94%-5.625%, due 3/30/00-9/30/01, valued at
$2,758,060 (Cost $2,758,000)....................... 2,758,000 2,758,000
------------
TOTAL INVESTMENTS - 96.8% (Cost $136,244,352) (a)............... 119,967,049
OTHER ASSETS AND LIABILITIES (NET) - 3.2%....................... 3,946,768
------------
NET ASSETS - 100%............................................... $123,913,817
============
SECURITIES SOLD SHORT
<CAPTION>
Shares
-----------
<S> <C> <C>
COMMON STOCKS
Coca Cola Enterprises, Inc. ........................ 12,000 $ 270,750
Sports Authority, Inc., The......................... 35,000 111,563
------------
(Total Proceeds $593,840)........................... $ 382,313
============
</TABLE>
+ See Note A to Financial Statements.
++ All, or a portion of these shares, were pledged to cover margin
requirements on open short sale transactions.
* Non-Income Producing Security.
** Principal amount indexed to inflation rate.
# 144A Security; certain conditions for public resale may exist.
REIT Real Estate Investment Trust
(a) The cost for federal income tax purposes was $136,244,352. At September
30,1999 net unrealized depreciation for all securities (excluding
securities sold short) based on tax cost was $16,277,303. This consisted
of aggregate gross unrealized appreciation for all securities of
$9,042,534 and aggregate gross unrealized depreciation for all
securities of $25,319,837.
The accompanying notes are an integral part of the financial statements.
12
<PAGE>
UAM FUNDS FPA CRESCENT PORTFOLIO
SEPTEMBER 30, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------
<TABLE>
<S> <C>
STATEMENT OF ASSETS AND LIABILITIES
Assets
Investments, at Cost........................................... $136,244,352
============
Investments, at Value (Note A)................................. $119,967,049
Deposits with Brokers for Securities Sold Short (Note A)....... 2,476,570
Dividends and Interest Receivable.............................. 768,715
Receivable for Investments Sold................................ 1,617,839
Receivable for Portfolio Shares Sold........................... 18,403
------------
Total Assets.................................................. 124,848,576
------------
Liabilities
Securities Sold Short, at Value (Proceeds $593,840) (Note A)... 382,313
Dividends Payable on Securities Sold Short (Note A)............ 9,487
Payable for Investments Purchased.............................. 241,657
Payable for Investment Advisory Fees (Note B).................. 104,956
Payable for Administrative Fees (Note C)....................... 48,222
Payable to Custodian Bank (Note D)............................. 31,141
Payable for Distribution and Service Fees (Note E)............. 1,666
Payable for Trustees' Fees (Note F)............................ 777
Other Liabilities.............................................. 114,540
------------
Total Liabilities............................................. 934,759
------------
Net Assets..................................................... $123,913,817
============
Net Assets Consist of:
Paid in Capital................................................ $134,830,818
Undistributed Net Investment Income............................ 2,272,028
Accumulated Net Realized Gain.................................. 2,876,747
Unrealized Depreciation........................................ (16,065,776)
------------
Net Assets..................................................... $123,913,817
============
Institutional Class Shares
Net Assets..................................................... $121,406,127
============
Net Asset Value, Offering and Redemption Price Per Share
8,837,444 shares outstanding (unlimited authorization, no par
value)........................................................ $13.74
======
Institutional Service Class Shares
Net Assets..................................................... $ 2,507,690
============
Net Asset Value, Offering and Redemption Price Per Share
183,868 shares outstanding (unlimited authorization, no par
value)........................................................ $13.64
======
</TABLE>
The accompanying notes are an integral part of the financial statements.
13
<PAGE>
UAM FUNDS FPA CRESCENT PORTFOLIO
FOR THE SIX MONTHS ENDED
SEPTEMBER 30, 1999 (UNAUDITED)
- --------------------------------------------------------------------------------
<TABLE>
<S> <C>
STATEMENT OF OPERATIONS
Investment Income
Interest......................................................... $ 2,181,427
Dividends........................................................ 1,276,645
-----------
Total Income.................................................... 3,458,072
-----------
Expenses
Advisory Fees (Note B)........................................... 765,894
Administration Fees (Note C)..................................... 187,421
Shareholder Servicing Fees....................................... 92,913
Legal Fees....................................................... 19,589
Registration and Filing Fees..................................... 26,809
Reports to Shareholders.......................................... 21,761
Short Sale Dividend Expense (Note A)............................. 9,487
Distribution and Service Fees (Note E)........................... 3,561
Custodian Fees (Note D).......................................... 12,879
Auditing Fees.................................................... 9,226
Trustees' Fees (Note F).......................................... 2,252
Miscellaneous.................................................... 29,025
-----------
Total Expenses.................................................. 1,180,817
Expense Offset (Note A).......................................... (550)
-----------
Net Expenses.................................................... 1,180,267
-----------
Net Investment Income............................................ 2,277,805
-----------
Net Realized Gain on:
Investments..................................................... 2,795,570
Securities Sold Short........................................... 23,160
Written Options................................................. 58,478
-----------
Net Realized Gain on Investments, Securities Sold Short and
Written Options................................................. 2,877,208
-----------
Net Change in Unrealized Appreciation/Depreciation on:
Investments..................................................... (7,240,792)
Securities Sold Short........................................... 302,979
-----------
Net Change in Unrealized Appreciation/Depreciation............... (6,937,813)
-----------
Net Loss on Investments, Securities Sold Short and Written
Options......................................................... (4,060,605)
-----------
Net Decrease in Net Assets Resulting from Operations............. $(1,782,800)
===========
</TABLE>
The accompanying notes are an integral part of the financial statements.
14
<PAGE>
UAM FUNDS FPA CRESCENT PORTFOLIO
- --------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
STATEMENT OF CHANGES IN NET ASSETS
<CAPTION>
Six Months Ended
September 30, Year Ended
1999 March 31,
(Unaudited) 1999
---------------- ------------
<S> <C> <C>
Increase (Decrease) in Net Assets
Operations:
Net Investment Income......................... $ 2,277,805 $ 9,219,488
Net Realized Gain............................. 2,877,208 6,191,126
Net Change in Appreciation/Depreciation....... (6,937,813) (32,673,809)
------------ ------------
Net Decrease in Net Assets Resulting From
Operations................................... (1,782,800) (17,263,195)
------------ ------------
Distributions:
Net Investment Income:
Institutional Class........................... (167,035) (7,840,653)
Institutional Service Class................... (1,132) (548,502)
Net Realized Gain:
Institutional Class........................... (6,555,505) (4,842,906)
Institutional Service Class................... (125,615) (338,385)
------------ ------------
Total Distributions........................... (6,849,287) (13,570,446)
------------ ------------
Capital Share Transactions: (A)
Institutional Class:
Issued........................................ 13,113,837 123,273,742
In Lieu of Cash Distributions................. 6,351,221 12,113,173
Redeemed...................................... (63,203,851) (180,683,186)
------------ ------------
Net Decrease from Institutional Class Shares.. (43,738,793) (45,296,271)
------------ ------------
Institutional Service Class:
Issued........................................ 298,087 4,222,815
In Lieu of Cash Distributions................. 126,623 886,741
Redeemed...................................... (1,160,065) (18,692,482)
------------ ------------
Net Decrease from Institutional Service Class
Shares....................................... (735,355) (13,582,926)
------------ ------------
Net Decrease from Capital Share
Transactions................................. (44,474,148) (58,879,197)
------------ ------------
Total Decrease................................ (53,106,235) (89,712,838)
Net Assets:
Beginning of Period........................... 177,020,052 266,732,890
------------ ------------
End of Period (including undistributed net
investment income of $2,272,028 and $162,390,
respectively)................................ $123,913,817 $177,020,052
============ ============
(A) Shares Issued and Redeemed:
Institutional Class:
Shares Issued................................. 884,611 7,989,325
In Lieu of Cash Distributions................. 424,831 805,904
Shares Redeemed............................... (4,302,916) (12,238,189)
------------ ------------
Net Decrease from Institutional Class Shares.. (2,993,474) (3,442,960)
============ ============
Institutional Service Class:
Shares Issued................................. 19,909 279,185
In Lieu of Cash Distributions................. 8,510 59,348
Shares Redeemed............................... (77,829) (1,275,318)
------------ ------------
Net Decrease from Institutional Service Class
Shares....................................... (49,410) (936,785)
============ ============
</TABLE>
The accompanying notes are an integral part of the financial statements.
15
<PAGE>
UAM FUNDS FPA CRESCENT PORTFOLIO
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
Selected Per Share Data & Ratios
For a Share Outstanding Throughout Each Period
<TABLE>
<CAPTION>
Institutional Class
--------------------------------------------------------------
Six Months
Ended Years Ended March 31,
September 30, ---------------------------------------------
1999 (Unaudited) 1999++ 1998++ 1997 1996 1995
---------------- -------- -------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Net Asset Value,
Beginning of Period.... $ 14.67 $ 16.23 $ 13.46 $ 12.67 $ 11.23 $ 10.96
-------- -------- -------- ------- ------- -------
Income from Investment
Operations:
Net Investment Income.. 0.26 0.56 0.55 0.31 0.40 0.21
Net Realized and
Unrealized Gain (Loss)
on Investments........ (0.53) (1.32) 2.88 2.16 2.29 0.77
-------- -------- -------- ------- ------- -------
Total from Investment
Operations............ (0.27) (0.76) 3.43 2.47 2.69 0.98
-------- -------- -------- ------- ------- -------
Distributions:
Net Investment Income.. (0.02) (0.51) (0.40) (0.34) (0.37) (0.18)
Net Realized Gain...... (0.64) (0.29) (0.26) (1.34) (0.88) (0.53)
-------- -------- -------- ------- ------- -------
Total Distributions.... (0.66) (0.80) (0.66) (1.68) (1.25) (0.71)
-------- -------- -------- ------- ------- -------
Net Asset Value, End of
Period................. $ 13.74 $ 14.67 $ 16.23 $ 13.46 $ 12.67 $ 11.23
======== ======== ======== ======= ======= =======
Total Return............ (2.20)%** (4.71)% 25.96% 20.61% 24.71% 9.35%
======== ======== ======== ======= ======= =======
Ratios and Supplemental
Data
Net Assets, End of
Period (Thousands)..... $121,406 $173,613 $247,833 $65,619 $22,025 $15,990
Ratio of Expenses to
Average Net Assets..... 1.52%* 1.42% 1.45% 1.60% 1.59% 1.65%
Ratio of Net Investment
Income to Average Net
Assets................. 2.97%* 3.67% 3.62% 2.77% 3.35% 2.16%
Portfolio Turnover
Rate................... 8%** 36% 18% 45% 100% 101%
</TABLE>
* Annualized
** Not Annualized
++ Per share amounts are based on average shares outstanding.
The accompanying notes are an integral part of the financial statements.
16
<PAGE>
UAM FUNDS FPA CRESCENT PORTFOLIO
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
Selected Per Share Data & Ratios
For a Share Outstanding Throughout Each Period
<TABLE>
<CAPTION>
Institutional Service Class
-----------------------------------------------------
Six Months Years Ended
Ended March 31, January 24, 1997+
September 30, ---------------- to
1999 (Unaudited) 1999++ 1998++ March 31, 1997
----------------- ------ ------- -----------------
<S> <C> <C> <C> <C>
Net Asset Value,
Beginning of Period..... $14.60 $16.15 $ 13.43 $13.12
------ ------ ------- ------
Income from Investment
Operations
Net Investment Income... 0.21 0.54 0.53 0.03
Net Realized and
Unrealized Gain (Loss)
on Investments......... (0.52) (1.33) 2.84 0.28
------ ------ ------- ------
Total from Investment
Operations............. (0.31) (0.79) 3.37 0.31
------ ------ ------- ------
Distributions:
Net Investment Income... (0.01) (0.47) (0.39) --
Net Realized Gain....... (0.64) (0.29) (0.26) --
------ ------ ------- ------
Total Distributions..... (0.65) (0.76) (0.65) --
------ ------ ------- ------
Net Asset Value, End of
Period.................. $13.64 $14.60 $ 16.15 $13.43
====== ====== ======= ======
Total Return............. (2.50)%** (4.92)% 25.55% 2.36%**
====== ====== ======= ======
Ratios and Supplemental
Data
Net Assets, End of Period
(Thousands)............. $2,508 $3,407 $18,900 $ 32
Ratio of Expenses to
Average Net Assets...... 1.77%* 1.64% 1.73% 1.85%*
Ratio of Net Investment
Income to Average Net
Assets.................. 2.74%* 3.53% 3.44% 2.56%*
Portfolio Turnover Rate.. 8%** 36% 18% 45%**
</TABLE>
* Annualized
** Not Annualized
+ Inception of Institutional Service Class Shares.
++ Per share amounts are based on average shares outstanding.
The accompanying notes are an integral part of the financial statements.
17
<PAGE>
UAM FUNDS FPA CRESCENT PORTFOLIO
- -------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
UAM Funds, Inc., UAM Funds, Inc. II, and UAM Funds Trust (collectively the
"UAM Funds") are registered under the Investment Company Act of 1940, as
amended. The FPA Crescent Portfolio (the "Portfolio"), a portfolio of UAM
Funds Trust, is a diversified open-end management investment company. At Sep-
tember 30, 1999, the UAM Funds were comprised of 50 active portfolios. The in-
formation presented in the financial statements pertains only to the Portfo-
lio. The Portfolio currently offers two separate classes of shares--
Institutional Class Shares and Institutional Service Class Shares ("Service
Class Shares"). Both classes of shares have identical voting rights (except
Service Class shareholders have exclusive voting rights with respect to mat-
ters relating to distribution and shareholder servicing of such shares), divi-
dend, liquidation and other rights. The objective of the Portfolio is to pro-
vide a total return consistent with reasonable investment risk through a
combination of income and capital appreciation by investing in a combination
of equity securities and fixed income obligations.
A. Significant Accounting Policies: The following significant accounting
policies are in conformity with generally accepted accounting principles. Such
policies are consistently followed by the Portfolio in the preparation of its
financial statements. Generally accepted accounting principles may require
management to make estimates and assumptions that affect the reported amounts
and disclosures in the financial statements. Actual results may differ from
those estimates.
1. Security Valuation: Investments for which market quotations are read-
ily available are stated at market value, which is determined using the
last reported sale price from the exchange where the security is primarily
traded. If no sales are reported, as in the case of some secuirities
traded over-the-counter, the market value is determined by using the aver-
age between the last reported bid and last reported offer prices quoted on
such day. Fixed income securities are stated on the basis of valuation
provided by brokers and/or a pricing service which uses information with
respect to transactions in fixed income securities, quotations from deal-
ers, market transactions in comparable securities and various relation-
ships between securities in determining value. Securities quoted in for-
eign currencies are translated into U.S. dollars at the current exchange
rate. Short-term investments with maturity of 60 days or less at time of
purchase are valued at amortized cost, if it approximates market value.
The value of other assets and securities for which no quotations are read-
ily available is determined in good faith at fair value following proce-
dures approved by the Board of Trustees.
18
<PAGE>
UAM FUNDS FPA CRESCENT PORTFOLIO
- -------------------------------------------------------------------------------
2. Federal Income Taxes: It is the Portfolio's intention to qualify as a
regulated investment company under Subchapter M of the Internal Revenue
Code and to distribute all of its taxable income. Accordingly, no provi-
sion for Federal income taxes is required in the financial statements.
3. Repurchase Agreements: In connection with transactions involving re-
purchase agreements, the Portfolio's custodian bank takes possession of
the underlying securities ("collateral"), the value of which exceeds the
principal amount of the repurchase transaction, including accrued inter-
est. To the extent that any repurchase transaction exceeds one business
day, the value of the collateral is monitored on a daily basis to deter-
mine the adequacy of the collateral. In the event of default on the obli-
gation to repurchase, the Portfolio has the right to liquidate the collat-
eral and apply the proceeds in satisfaction of the obligation. In the
event of default or bankruptcy by the counterparty to the agreement, real-
ization and/or retention of the collateral or proceeds may be subject to
legal proceedings.
Pursuant to an Exemptive Order issued by the Securities and Exchange
Commission, the UAM Funds may transfer their daily uninvested cash bal-
ances into a joint trading account which invests in one or more repurchase
agreements.
4. Distributions to Shareholders: The Portfolio will distribute substan-
tially all of its net investment income in June and December. Any realized
net capital gains will be distributed at least annually. All distributions
are recorded on ex-dividend date. The Portfolio's distributions to share-
holders may include a return of capital received from the REITs as well as
returns of capital attributed to distributions of other income for finan-
cial reporting purposes which was not subject to taxation.
The amount and character of income and capital gain distributions to be
paid are determined in accordance with Federal income tax regulations,
which may differ from generally accepted accounting principles.
Permanent book-tax differences, if any, are not included in ending un-
distributed net investment income (loss) for the purpose of calculating
net investment income (loss) per share in the financial highlights.
5. Short Sales: The Portfolio may engage in short sales of securities.
In a short sale, the Portfolio sells stock which it does not own, making
delivery with securities "borrowed" from a broker. The Portfolio is then
obligated
19
<PAGE>
UAM FUNDS FPA CRESCENT PORTFOLIO
- -------------------------------------------------------------------------------
to replace the security borrowed by purchasing it at the market price at
the time of replacement. This price may or may not be less than the price
at which the security was sold by the Portfolio. Until the security is re-
placed, the Portfolio is required to pay the lender any dividends or in-
terest on securities borrowed which accrue during the period. In order to
borrow the security, the Portfolio may also have to pay fees which would
decrease the proceeds of the security sold. The proceeds of the short sale
will be retained by the broker, to the extent necessary to meet margin re-
quirements, until the short position is closed out.
The Portfolio also must deposit in a segregated account an amount of
cash or liquid assets equal to the difference between (a) the market value
of the securities sold short at the time they were sold short and (b) the
value of the collateral deposited with the broker in connection with the
short sale (not including the proceeds from the short sale). While the
short position is open, the Portfolio must maintain daily the segregated
account at such a level that (1) the amount deposited in it plus the
amount deposited with the broker as collateral equals the current market
value of the securities sold short and (2) the amount deposited in it plus
the amount deposited with the broker as collateral is not less than the
market value of the securities at the time they were sold short.
The Portfolio will incur a loss as a result of the short sale if the
price of the security increases between the date of the short sale and the
date on which the Portfolio replaces the borrowed security. The Portfolio
will realize a gain if the security declines in price between those dates.
The amount of any gain will be decreased and the amount of any loss will
be increased by any fees the Portfolio may be required to pay in connec-
tion with the short sale.
6. Futures and Options Contracts: The Portfolio may use futures and op-
tions contracts to hedge against changes in the values of securities the
Portfolio owns or expects to purchase. The Portfolio may also write op-
tions on securities it owns or in which it may invest to increase its cur-
rent returns.
The potential risk to the Portfolio is that the change in value of
futures and options contracts may not correspond to the change in value of
the hedged instruments. In addition, losses may arise from changes in the
value of the underlying instruments, if there is an illiquid secondary
market for the contracts, or if the counterparty to the contract is unable
to perform.
Futures contracts are valued at the quoted daily settlement prices es-
tablished by the exchange on which they trade. Exchange traded options are
20
<PAGE>
UAM FUNDS FPA CRESCENT PORTFOLIO
- -------------------------------------------------------------------------------
valued at the last sale price, or if no sales are reported, the last bid
price for purchased options and the last ask price for written options.
During the six months ended September 30, 1999, the Portfolio partici-
pated in writing covered call options. The Portfolio had option activity
as follows:
<TABLE>
<CAPTION>
No. of
Contracts Premiums
--------- --------
<S> <C> <C>
Options outstanding at March 31, 1999.................... 0 $ 0
Options written during the period........................ 215 58,478
Options closed or exercised during the period............ (215) (58,478)
---- --------
Options outstanding at September 30, 1999................ 0 $ 0
==== ========
</TABLE>
7. Other: Security transactions are accounted for on trade date, the
date the trade is executed. Costs used in determining realized gains or
losses on the sale of investment securities are based on the specific
identification method. Dividend income is recorded on the ex-dividend
date. Interest income is recognized on an accrual basis. Discounts and
premiums on securities purchased are amortized using the effective yield
basis over their respective lives. Most expenses of the UAM Funds can be
directly attributed to a particular portfolio. Expenses that cannot be di-
rectly attributed to a portfolio or share class are apportioned among the
portfolios of the UAM Funds based on their relative net assets. Income,
expenses (other than class specific expenses) and realized and unrealized
gains or losses are allocated to each class of shares based upon their
relative net assets. Custodian fees for the Portfolio are shown gross of
expense offsets, if any, for custodian balance credits.
B. Advisory Services: Under the terms of an investment advisory agreement,
First Pacific Advisors, Inc. (the "Adviser"), an indirect wholly-owned subsid-
iary of United Asset Management Corporation ("UAM"), provides investment advi-
sory services to the Portfolio at a fee calculated at an annual rate of 1.00%
of the average daily net assets.
C. Administration Services: UAM Fund Services, Inc. (the "Administrator"), a
wholly-owned subsidiary of UAM, provides and oversees administrative, fund ac-
counting, dividend disbursing, shareholder servicing and transfer agent serv-
ices to the Portfolio under a Fund Administration Agreement (the "Agreement").
The Administrator has entered into separate Service Agreements with Chase
Global Funds Services Company ("CGFSC"), the Sub Administrator, a corporate
affiliate of The Chase Manhattan Bank, DST Systems, Inc., and UAM Service Cen-
ter, an affiliate of UAM, to assist in providing certain services to the Port-
folio.
21
<PAGE>
UAM FUNDS FPA CRESCENT PORTFOLIO
- -------------------------------------------------------------------------------
Pursuant to the Agreement, the Portfolio pays the Administrator 0.099% per
annum of the average daily net assets of the Portfolio, an annual base fee of
$113,500, and a fee based on the number of active shareholder accounts.
For the six months ended September 30, 1999, the Administrator was paid
$187,421, of which $59,871 was paid to CGFSC for their services, $35,612 to
DST Systems, Inc. for their services, and $54,617 to UAM Service Center for
their services.
Effective November 1, 1999, the UAM Fund's Board of Directors approved a
change of the Sub Administrator from CGFSC to SEI Investments.
D. Custodian: The Chase Manhattan Bank is custodian for the Portfolio's as-
sets held in accordance with the custodian agreement. At September 30, 1999,
the payable to the custodian bank of $15,978 represents the amount due for
cash advanced for the settlement of security transactions for the Portfolio.
E. Distribution Services: UAM Fund Distributors, Inc. (the "Distributor"), a
wholly-owned subsidiary of UAM, distributes the shares of the Portfolio. The
Distributor does not receive any fee or other compensation with respect to the
Portfolio.
The Portfolio has adopted a Distribution and Service Plan (the "Plan") on
behalf of the Service Class Shares pursuant to Rule 12b-1 under the Investment
Company Act of 1940. Under the Plan, the Service Class Shares may not incur
distribution and service fees which exceed an annual rate of 0.75% of the net
assets of that class of shares, however, the Board has currently limited ag-
gregate payments under the Plan to 0.50% per annum of the Service Class
Share's net assets. The Portfolio's Service Class Shares are not currently
making payments for distribution fees, however the Portfolio does pay service
fees at an annual rate of 0.25% of the average daily value of Service Class
Shares owned by clients of the Service Agents.
F. Trustees' Fees: Each Trustee, who is not an officer or affiliated person,
receives $2,000 per meeting attended plus reimbursement of expenses incurred
in attending Trustees meetings, which is allocated proportionally among the
active portfolios of UAM Funds, plus a quarterly retainer of $150 for each ac-
tive portfolio of the UAM Funds.
G. Purchases and Sales: For the six months ended September 30, 1999, the
Portfolio made purchases of $11,348,740 and sales of $52,977,594 of investment
securities other than long-term U.S. Government and short-term securities.
22
<PAGE>
UAM FUNDS FPA CRESCENT PORTFOLIO
- -------------------------------------------------------------------------------
H. Other: At September 30, 1999, the percentage of total shares outstanding
held by record shareholders owning 10% or greater of the aggregate total
shares outstanding for each class of shares was as follows:
<TABLE>
<CAPTION>
No. of %
Shareholders Ownership
------------ ---------
<S> <C> <C>
Institutional Class Shares............................ 1 48%
Institutional Service Class Shares.................... 1 88%
</TABLE>
23
<PAGE>
UAM FUNDS FPA CRESCENT PORTFOLIO
- --------------------------------------------------------------------------------
Officers and Trustees
Norton H. Reamer William H. Park
Trustee, President and Chairman Vice President
John T. Bennett, Jr. Michael E. DeFao
Trustee Secretary
Nancy J. Dunn Gary L. French
Trustee Treasurer
Philip D. English Robert R. Flaherty
Trustee Assistant Treasurer
William A. Humenuk Michael J. Leary
Trustee Assistant Treasurer
James P. Pappas
Trustee
Peter M. Whitman, Jr.
Trustee
- --------------------------------------------------------------------------------
UAM Funds
P.O. Box 419081
Kansas City, MO 64141-6081
(toll free)
1-877-UAM-LINK (826-5465)
www.uam.com
Investment Adviser
First Pacific Advisors, Inc.
11400 West Olympic Boulevard
Suite 1200
Los Angeles, CA 90064
Distributor
UAM Fund Distributors, Inc.
211 Congress Street
Boston, MA 02110
This report has been prepared for
shareholders and may be distributed
to others only if preceded or
accompanied by a current prospectus.
