FARRELL ALPHA STRATEGIES
N-30D, 1996-05-31
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<PAGE>
 
                           FARRELL ALPHA STRATEGIES
                               780 THIRD AVENUE
                                  38TH FLOOR
                           NEW YORK, NEW YORK  10017



                              THE JAPAN ALPHA FUND

                                 ANNUAL REPORT
                                MARCH 31, 1996
                                  


<TABLE> 
<S>                                                 <C> 
INVESTMENT ADVISOR                                  CUSTODIAN                                                   
                                                                                                                
Farrell-Wako Global Investment Management, Inc.     Sumitomo Bank of New York Trust Company                     
780 Third Avenue, 38th Floor                        277 Park Avenue                                             
New York, New York 10017                            New York, New York 10172                                    
(212) 319-3944                                                                                                  
                                                                                                                
UNDERWRITER                                         LEGAL COUNSEL                                               
                                                                                                                
Fund/Plan Broker Services, Inc.                     Whitman Breed Abbott & Morgan                               
2 W. Elm Street                                     200 Park Avenue                                             
Conshohocken, Pennsylvania 19428                    New York, New York 10166                                    
(800) 262-7751                                                                                                  
(610) 834-3694                                                                                                  
                                                                                                                
SHAREHOLDER SERVICES                                AUDITORS                                                    
                                                                                                                
Fund/Plan Services, Inc.                            Coopers & Lybrand, L.L.P.                                   
2 W. Elm Street                                     2400 Eleven Penn Center                                     
Conshohocken, Pennsylvania 19428                    Philadelphia, Pennsylvania 19103                            
(800) 262-7751                                                                                                  
(610) 834-3694                                                                                                  
</TABLE> 

         For Additional Information about The Japan Alpha Fund call:
                                (800) 262-7751
                                (610) 834-3694
 
<PAGE>
 
To our shareholders:

We are pleased to report for the first quarter of 1996.

The market in Japan continued the gain in the first quarter from the bottoming
last July. Over the quarter the Nikkei 225 gained 7.74%, while the MSCI was up
3.84%. Since July, the Nikkei 225 has increased 47.46% and the MSCI 39.05%.
These gains, however, have been muted by the weakness in the Yen over the
period. On a dollar adjusted basis the Nikkei 225 was up 3.98% for the quarter,
and 16.35% from July, while the MSCI was up .21% in the quarter, and 9.71%, from
July.

Our Japan Alpha Strategy showed a gain of 2.2% over the first quarter, and was
ahead of the MSCI return, but below the Nikkei 225. The Nikkei 225 is a more
volatile index than the MSCI, but over time these two indexes tend to show
similar returns.

The economic fundamentals continue to improve in Japan. For the first time in
this cycle economic activity has shown widespread strength, with growth of 3.6%
in the fourth quarter of 1995, and a continuation of that pattern so far in
1996. The monetary environment continues to be favorable with the discount rate
at .5% and money supply growing to provide liquidity. Furthermore, the yen is no
longer placing a deflationary depressant on the economy as it has weakened
significantly since last summer. Finally, the banking situation is improving
naturally as the current positioning of the yield curve is providing profit
opportunities to rebuild capital position. Correspondingly, banks have become
more aggressive in writing down bad debt and legislation to use public funds to
fill the financial gap is forthcoming.

At the same time Japan represents an attractive market in a world context. Since
1990 the market in Japan has declined by 25%, while the US market has
appreciated by more than 100% over the same period. We think that this contrary
price action between the two major world markets has shifted the relative value
attractiveness toward the market in Japan. Correspondingly, the trends in
corporate earnings for the two countries is now favoring companies in Japan. For
the first time in a decade there should be a predominance of upward revisions to
earnings for companies in Japan. It also seems that Japan could be the only
major economy in the world to experience upgrades in 1996.

Longer range, we continue to think that the restructuring of industry in Japan
will become a widespread phenomenon. As happened in the US in the 1980's, it
should provide a firm underpinning to the market in Japan over the balance of
the 1990's and beyond. A second favorable long-term factor is the emergence of a
trend toward share repurchase programs by Japanese industrial corporations. This
began with an announcement to repurchase shares by Amway Japan and Asahi Brewing
in last year's fourth quarter, and has continued with announcements by 7 other
corporations, most notably on the part of Toyota Motors. Over time buybacks by
these companies and others should represent an important and potentially
positive change in the market's supply and demand framework.

The portfolio consists of 60 select Japanese equities that meet the parameters
of the adviser's proprietary valuation methodology and strict diversification
guidelines. Industries that appear especially attractive within the portfolio
include: Food and Beverages, Automobiles, Electric Power, Pharmaceuticals,
Electrical Equipment and Electronics.

We look forward to participating in the recovery and long term growth of the
market in Japan.

Sincerely,

/s/ James L. Farrell, Jr.

James L. Farrell, Jr.
Chairman and Portfolio Manager
Farrell-Wako Global Investment Management, Inc.

<PAGE>
 
JAPAN ALPHA FUND
SCHEDULE OF INVESTMENTS                                           MARCH 31, 1996
- --------------------------------------------------------------------------------

<TABLE> 
<CAPTION> 
                                                                                 MARKET
                                                                SHARES           VALUE
                                                              ----------       ---------- 
<S>                                                           <C>              <C> 
EQUITIES-JAPAN 94.29%
Ando Corp. ...........................................            16,000      $    81,648   
Asahi Breweries, Ltd. ................................             6,000           69,101  
Ashikaga Bank, Ltd. ..................................             5,000           32,069  
Bridgestone Corp. ....................................             6,000          100,562  
Chubu Electric Power Co., Inc. .......................             3,434           79,098  
Daicel Chemical Industries, Ltd. .....................            12,000           72,697  
Daikyo, Inc. .........................................             8,000           57,303  
Dainippon Ink & Chemicals, Inc. ......................            10,000           49,719  
East Japan Railway Co. ...............................                18           92,697  
Ezaki Glico Co., Ltd. ................................            10,000           90,824  
Fuji Fire & Marine Insurance .........................            17,000           89,934  
Fuji Heavy Industry /1/ ..............................            16,000           71,611  
Fujisawa Pharmaceutical ..............................             7,000           67,509  
Fujita Corp. .........................................            14,000           66,723  
Gunze, Ltd. ..........................................            15,000           86,517  
Hitachi Cable ........................................            12,000           97,079  
Hitachi Chemical .....................................             6,000           61,798  
Hitachi Koki .........................................             9,000           82,247  
Hokkaido Bank ........................................            23,000           70,852  
Hokkaido Electric Power ..............................             3,570           81,228  
Inax .................................................             5,000           48,221  
Itoham Foods .........................................             9,000           70,281  
KDD ..................................................               700           64,822  
Keiyo Bank ...........................................            13,000           69,382  
Kitz Corp. ...........................................            12,000           55,730  
Komatsu Forklift Co., Ltd. ...........................            14,000           96,348  
Kubota Corp. .........................................             7,000           46,470  
Maruetsu .............................................            10,000           81,648  
Matsushita Electric Works ............................             7,000           75,375  
Matsushita Refrigeration .............................            11,000           82,603  
Matsushita Seiko .....................................            13,000           92,266  
Mikuni Coca-Cola Bottling ............................             4,000           53,558  
Mitsubishi Electric Corp. ............................            11,000           81,985  
Mitsubishi Motors Corp. ..............................            10,000           85,581  
Mitsui Petrochemical Industries ......................             6,000           49,494  
Mizuno Corp. .........................................            10,000           89,045  
New Oji Paper Co., Ltd. ..............................             8,000           73,034  
Nichimen Corp. .......................................            10,000           41,198  
Nihon Unisys .........................................             6,000           64,607  
Nippon Telegraph & Telephone Corp. ...................                12           87,865  
Nishi-Nippon Railroad ................................            10,000           40,730  
Nitto Denko Corp. ....................................             5,000           73,970  
NKK Corp./1/ .........................................            18,000           52,079   
</TABLE> 

                See accompanying notes to financial statements.
<PAGE>
 
JAPAN ALPHA FUND
SCHEDULE OF INVESTMENTS                                           MARCH 31, 1996
- --------------------------------------------------------------------------------

<TABLE> 
<CAPTION> 
                                                                                         MARKET
                                                                          SHARES         VALUE
                                                                        ----------     ----------  
<S>                                                                     <C>            <C> 
EQUITIES (CONTINUED)
Okamura Corp. ................................................              11,000    $    92,594 
Orient Corp. .................................................              17,000        102,669 
Rinnai .......................................................               3,700         84,532 
Ryobi, Ltd. ..................................................              13,000         67,921 
Sanyo Chemical Industries ....................................               7,000         66,854 
Sogo /1/ .....................................................               9,000         39,691 
Sun Wave Industrial ..........................................               6,000         88,764 
Tadano .......................................................              11,000         97,846 
Takara Standard ..............................................               8,000         86,891 
Tanabe Seiyaku ...............................................              11,000         81,367 
Toho Gas .....................................................              24,000         77,528 
Tohoku Electric Power ........................................               1,717         39,870 
Tokyo Ohka Kogyo .............................................               2,000         55,618 
Tokyo Tomin Bank .............................................               1,000         56,929 
Tokyu Construction Co. .......................................              13,000         61,835 
Tokyu Hotel Chain Co., Ltd. ..................................              11,000         76,217 
Toshiba Corp. ................................................              12,000         91,236 
Toyo Ink Manufacturing .......................................              12,000         65,730 
Unisia Jecs Corp. ............................................               8,000         49,064 
Yamamura Glass ...............................................              14,000         83,764 
                                                                                       ----------  
TOTAL EQUITIES - JAPAN                                                       
  (Cost $4,725,339) ..........................................                          4,544,428   
                                                                                       ----------  

<CAPTION> 
                                                                         PRINCIPAL
                                                                        ----------     
<S>                                                                     <C>            <C> 
SHORT TERM INVESTMENTS - 0.87%
Sumitomo Bank of New York, Time Deposit 3.00%, due 04/02/96
  (Cost $41,937) .............................................         $    41,937         41,937  
                                                                                       ----------  
TOTAL INVESTMENTS  - 95.16%                                                                   
  (Cost $4,767,276*) .........................................                          4,586,365 
                                                                                       ---------- 
CASH AND OTHER ASSETS,                                                                        
  LESS LIABILITIES - 4.84% ...................................                            233,143   
                                                                                       ---------- 
NET ASSETS (APPLICABLE TO 502,998 CLASS A SHARES AND                                           
  16,414 CLASS D SHARES) - 100% ..............................                        $ 4,819,508  
                                                                                       ==========  
/1/ Non-income producing security                                                             
                                                                                              
* Cost for Federal income tax purposes is $4,767,276 and net unrealized
  depreciation consists of:                                                                   
                                                                                 
     Gross unrealized appreciation............................                        $    81,126   
     Gross unrealized depreciation............................                           (262,037)  
                                                                                       ----------  
     Net unrealized depreciation..............................                        $  (180,911)   
                                                                                       ==========  
</TABLE> 

                See accompanying notes to financial statements.
<PAGE>
 
JAPAN ALPHA FUND
STATEMENT OF ASSETS AND LIABILITIES                               March 31, 1996
================================================================================
<TABLE> 
<CAPTION> 
<S>                                                                                                  <C>  
ASSETS:
 Investments at market value (Cost $4,767,276) (Note 1)...........................................   $ 4,586,365
 Foreign currency at market value (Cost $96,341)..................................................        96,283
 Dividends and interest receivable................................................................        17,779
 Deferred organization costs (Note 1).............................................................        77,493
 Receivable from Advisor..........................................................................        73,090
 Other assets.....................................................................................        11,737
                                                                                                      -----------
       TOTAL ASSETS...............................................................................     4,862,747
                                                                                                      -----------

LIABILITIES:
 Payables:
   Accrued expenses...............................................................................        43,239
                                                                                                      -----------
       TOTAL LIABILITIES..........................................................................        43,239
                                                                                                      -----------

NET ASSETS:.......................................................................................   $ 4,819,508
                                                                                                      ===========

CLASS A SHARES:
 Net assets (Applicable to 502,998 shares; unlimited number of shares
  of beneficial interest authorized without par value)............................................   $ 4,666,715
                                                                                                      ===========

 Net asset value and redemption price per Class A share ($4,666,715 divided by 502,998 shares)....   $      9.28
                                                                                                      ===========

 Offering price per share ($9.28 divided by .9725)................................................   $      9.54
                                                                                                      ===========
CLASS D SHARES:
 Net assets (Applicable to 16,414 shares; unlimited number of shares
  of beneficial interest authorized without par value)............................................   $   152,793
                                                                                                      ===========

  Net asset value, offering and redemption price per Class D share
      ($152,793 divided by 16,414 shares).........................................................   $      9.31
                                                                                                      ===========
NET ASSETS CONSIST OF:
 Paid-in capital..................................................................................      5,000,477
 Net unrealized depreciation on investments and foreign currency related transactions.............       (180,969)
                                                                                                      -----------
      NET ASSETS..................................................................................   $  4,819,508
                                                                                                      ===========
</TABLE> 

                See accompanying notes to financial statements.
<PAGE>
 
JAPAN ALPHA FUND
STATEMENT OF OPERATIONS
===============================================================================

<TABLE> 
<CAPTION> 
                                                                                     FOR THE PERIOD         
                                                                                     APRIL 18, 1995*        
                                                                                         THROUGH            
                                                                                     MARCH 31, 1996         
                                                                                     --------------         
<S>                                                                                 <C>                     
INVESTMENT INCOME                                                                                                     
   Dividends .....................................................................  $       36,735              
   Interest ......................................................................           1,260              
                                                                                     --------------         
             TOTAL INCOME.........................................................          37,995              
                                                                                     --------------         
                                                                                                                
EXPENSES:                                                                                                       
   Administration fees ...........................................................         115,203              
   Accounting fees ...............................................................          50,838              
   Transfer agent fees ...........................................................          40,998              
   Investment advisory fees (Note 2) .............................................          39,409              
   Legal fees ....................................................................          36,308              
   Registration fees .............................................................          32,634              
   Custodian fees ................................................................          16,583              
   Auditing fees .................................................................          15,232              
   Printing fees .................................................................          11,913              
   Distribution expense Class A (Note 2) .........................................          10,664              
   Amortization of organization costs (Note 1) ...................................           8,306              
   Directors' fees ...............................................................           2,019              
   Insurance expense .............................................................             803              
   Miscellaneous fees ............................................................           4,004              
                                                                                     --------------         
             TOTAL EXPENSES ......................................................         384,914              
             Expenses reimbursed and waived by Advisor (Note 2) ..................        (275,752)             
                                                                                     --------------         
             NET EXPENSES ........................................................         109,162              
                                                                                     --------------         
NET INVESTMENT LOSS ..............................................................         (71,167)             
                                                                                     --------------         
                                                                                                                
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND                                                          
FOREIGN CURRENCY:                                                                                               
   Net realized gain on investments ..............................................          43,632              
   Net realized loss on foreign currency related transactions ....................        (148,954)             
   Net change in unrealized depreciation on investments and foreign                                             
     currency related transactions ...............................................        (180,969)             
                                                                                     --------------         
   Net realized and unrealized loss on investments and foreign                                                  
     currency related transactions ...............................................        (286,291)             
                                                                                     --------------         
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS .............................  $     (357,458)              
                                                                                     ==============          
</TABLE> 

* Commencement of operations

                See accompanying notes to financial statements.
<PAGE>
 
JAPAN ALPHA FUND
STATEMENT OF CHANGES IN NET ASSETS
================================================================================

<TABLE> 
<CAPTION> 
                                                                                           FOR THE PERIOD                           
                                                                                           APRIL 18, 1995*                          
                                                                                              THROUGH                               
                                                                                           MARCH 31, 1996                           
                                                                                           ---------------                          
<S>                                                                                        <C>                                      
OPERATIONS:                                                                                                                         
   Net investment loss ................................................................    $       (71,167)                         
   Net realized gain on investments ...................................................             43,632                          
   Net realized loss on foreign currency related transactions .........................           (148,954)                         
   Net change in unrealized depreciation on investments and foreign                                                                 
       currency related transactions ..................................................           (180,969)                         
                                                                                           ----------------
   Net decrease in net assets resulting from operations ...............................           (357,458)                         
                                                                                           ---------------- 
                                                                                                                               
CAPITAL SHARE TRANSACTIONS (NOTE H):                                                                                                
   Proceeds from shares issued in reorganization ......................................          5,114,658                          
   Proceeds from sale of shares .......................................................             65,251                          
   Cost of shares repurchased .........................................................             (3,043)                         
                                                                                           ----------------
   Increase in net assets derived from capital share transactions .....................          5,176,866                          
                                                                                           ----------------
                                                                                                                               
           TOTAL INCREASE IN NET ASSETS ...............................................          4,819,408                          
                                                                                           ----------------
                                                                                                                               
NET ASSETS:                                                                                                                         
                                                                                                                               
   Beginning of period ................................................................                100                          
                                                                                           ----------------
   End of period ......................................................................    $     4,819,508                          
                                                                                           ================
</TABLE> 

* Commencement of operations

                  
                  
                See accompanying notes to financial statements.
<PAGE>
 
JAPAN ALPHA FUND
NOTES TO FINANCIAL STATEMENTS                                     MARCH 31, 1996
- --------------------------------------------------------------------------------

1. SIGNIFICANT ACCOUNTING POLICIES
Farrell Alpha Strategies (the "Trust") is organized as a Delaware business trust
pursuant to a Trust Agreement dated April 6, 1995. The Trust is registered under
the Investment Company Act of 1940 (the "Act") as an open-end management
investment company. The Trust consists of a separate investment fund called The
Japan Alpha Fund (the "Fund"). The Trust, through the Fund, offers two separate
classes of shares (Class A Shares and Class D Shares) which vary with respect to
sales charges, distribution costs, voting rights and dividends. Shares of Class
A are offered at net asset value per share plus a maximum sales charge at the
time of purchase of 2.75%, which will remain in place until the assets of the
Fund reach $10 million or more, at which time the sales charge increases.
Shareholders who purchase Class D Shares are not subject to a sales charge or
distribution fees. On July 14, 1995, pursuant to an Agreement and Plan of
Reorganization and Liquidation, the Japan Alpha Fund (the "Trust") acquired all
of the assets of the Japan Alpha Fund (the "Acquired Fund") of the Advisors'
Inner Circle Fund, a Massachusetts business trust. The acquisition was
accomplished by a tax-free exchange of 502,529 of the Class A Shares and 9,605
of the Class D Shares of the Acquired Fund for the same amount of shares of the
Japan Alpha Fund (the "Trust"). Shares were reissued to shareholders at the time
of the reorganization. The net assets of the Fund prior to and directly after
the reorganization was $4,649,123, including $230,630 of unrealized
depreciation. The Fund assumed the prior operating history of the Acquired Fund.

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities at the date of the
financial statement and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from these estimates. The
following is a summary of significant accounting policies consistently followed
by the Fund in the preparation of its financial statements.

   A. SECURITY VALUATION: Foreign securities are valued as of the close of
   trading on the primary exchange on which they trade. The value is then
   converted to U.S. dollars using current exchange rates. Securities listed on
   any national securities exchange are valued at their last sale price on the
   exchange where the securities are principally traded or, if there has been no
   sale on that date, at the mean between the last reported bid and asked
   prices. The Nikkei Stock Average and the Morgan Stanley Capital International
   Japan Index have been selected as the standards or benchmarks against which
   the Fund's performance will be compared. Securities traded over-the-counter
   are priced at the mean of the last bid and asked prices. Securities are
   valued through valuations obtained from a commercial pricing service or at
   the most recent mean of the bid and asked prices provided by investment
   dealers in accordance with procedures established by the Board of Trustees.
   Short-term investments having a maturity of 60 days or less are valued at
   amortized cost, which the Board of Trustees believes represents fair value.

   The books and records of the Fund are maintained in U.S. dollars.
   Transactions denominated in foreign currencies are recorded at the current
   prevailing exchange rates. All assets and liabilities denominated in foreign
   currencies are translated into U.S. dollars at the current exchange rate.
   Translation gains or losses resulting from changes in the exchange rate
   during the reporting period and realized gains and losses on the settlement
   of foreign currency transactions are reported in the results of operations
   for the current period. The Fund does not isolate that portion of gains and
   losses on investments in equity securities which is due to changes in the
   foreign exchange rate from that which is due to changes in market prices of
   equity securities.

   Portfolio securities traded on a foreign exchange are generally valued at the
   respective current prevailing exchange rates. The securities' values are
   translated into U.S. dollars using these rates.
<PAGE>
 
JAPAN ALPHA FUND
NOTES TO FINANCIAL STATEMENTS                                     MARCH 31, 1996
- --------------------------------------------------------------------------------

   B. RISKS ASSOCIATED WITH FOREIGN SECURITIES: Investments by the Fund in
   securities of foreign issuers may involve investment risks different from
   those of U.S. issuers including possible political or economic instability of
   the country of the issuer, the difficulty of predicting international trade
   patterns, the possibility of currency exchange controls, possible imposition
   of foreign withholding tax on the interest income payable on such
   instruments, possible establishment of foreign controls, the possible seizure
   or nationalization of foreign deposits or assets, or the adoption of other
   foreign government restrictions that might adversely affect the foreign
   securities held by the Fund. Foreign securities may also be subject to
   greater fluctuations in price than securities of domestic corporations or the
   U.S. government.

   C. FEDERAL INCOME TAXES:  It is the policy of the Fund to comply with all
   requirements of the Internal Revenue Code (the "Code") applicable to
   regulated investment companies and to distribute substantially all of its
   taxable income to its shareholders. The Fund has met the requirements of the
   Code applicable to regulated investment companies from April 18, 1995
   (commencement of investment operations) through March 31, 1996. Therefore, no
   provision has been made for federal income taxes.

   D. DETERMINATION OF GAINS OR LOSSES ON SALES OF SECURITIES:  Gains or
   losses on the sale of securities are determined on the identified cost
   basis.

   E. ORGANIZATION COSTS:  Organization costs are being amortized on a straight-
   line basis over five years from the Fund's commencement of operations.

   F. DISTRIBUTIONS TO SHAREHOLDERS: The Fund will distribute substantially
   all of its net investment income annually in December. Any net gains realized
   from the sale of portfolio securities and net gains realized from foreign
   currency transactions are distributed at least once each year unless they are
   used to offset losses carried forward from prior years. Distributions to
   shareholders will be recorded on the ex-dividend date. Income and capital
   gain distributions are determined in accordance with income tax regulations
   which may differ from generally accepted accounting principles. The dividends
   on Class A Shares will normally be lower than those on Class D Shares because
   of additional distribution expenses charged to Class A Shares.

   G.  OTHER: Securities transactions are accounted for on the date the
   securities are purchased or sold. Interest income is recorded on the accrual
   basis and dividend income on the ex-dividend date. Income, expenses
   (excluding class-specific expenses) and realized/unrealized gains/losses are
   allocated proportionately to each class of shares based upon the relative net
   assets (inclusive of capital stock activity) of each class of shares.

   H.  CAPITAL SHARE TRANSACTIONS: The Fund is authorized to issue an unlimited
   number of shares of beneficial interest without par value. Transactions in
   shares of beneficial interest from April 18, 1995 (commencement of investment
   operations) through March 31, 1996 were as follows:

<TABLE>
<CAPTION>
                                         CLASS A SHARES            CLASS D SHARES
                                         --------------            -------------- 
                                       SHARES      AMOUNT       SHARES         AMOUNT
                                       ------      ------       ------         ------    
<S>                                    <C>       <C>            <C>            <C>
   Shares issued in reorganization..   502,529   $5,023,058      9,605         $ 91,600
   Shares sold......................       469        4,051      7,138           61,200
   Shares redeemed..................        (5)         (45)      (334)          (2,998)
                                       --------  -----------    -------        ---------
   Net Increase.....................   502,993   $5,027,064     16,409         $149,802
                                       =======   ==========     ======         ======== 
</TABLE>

   Wako Securities Co., Ltd. holds 500,000 (99.4%) of the 502,998 Class A
   Shares.
<PAGE>
 
JAPAN ALPHA FUND
NOTES TO FINANCIAL STATEMENTS                                     MARCH 31, 1996
- --------------------------------------------------------------------------------

2. ADVISORY, ADMINISTRATION AND DISTRIBUTION AGREEMENTS:
Farrell-Wako Global Investment Management, Inc. (the "Advisor"), a registered
investment advisor, provides the Fund with investment management services. As
compensation for these services, the Fund pays the Advisor a monthly fee which
is calculated daily by applying an annual rate of 0.98% to the average daily net
assets of the Fund. The Advisor has voluntarily agreed to waive its fees and
reimburse the Fund to the extent total annualized expenses exceed 2.50% (Class A
Shares) and 2.25% (Class D Shares) of the Fund's average daily net assets. From
April 18, 1995 (commencement of investment operations) through March 31, 1996,
the Advisor agreed to waive fees of $39,409 and reimburse fees totaling
$236,343. Certain officers and trustees of the Fund are also officers and
directors of the Advisor. All officers serve without direct compensation from
the Fund.

Under its Administrative Services Agreement (the "Agreement") with the Fund,
Fund/Plan Services, Inc., the Fund's Administrator, provides certain
administrative services for which the Fund pays a fee computed at the annual
rate of 0.15% of the first $75 million of total average net assets, 0.10% of the
next $75 million of total average net assets and 0.05% of total net assets in
excess of $150 million. As stated in the Agreement, aggregate administration
fees will not be less than $95,000 for both Class A and Class D Shares.

Pursuant to Rule 12b-1 under the Act, the Fund has adopted a Plan of
Distribution (the "Plan") for the Fund's Class A Shares. As provided in the
Plan, the Class A Shares will pay an annual fee of 0.25% of the Fund's average
daily net assets attributable to Class A Shares to Fund/Plan Broker Services,
Inc., the Fund's distributor, as compensation for its services.

3.  INVESTMENT TRANSACTIONS
Investment transactions from April 18, 1995 (commencement of investment
operations) through March 31, 1996, excluding temporary short-term investments,
aggregated $10,090,733 and $5,409,026 in purchases and proceeds from sales,
respectively. During the year the Fund conducted all of it's brokerage
transactions through Wako Securities Co., Ltd., an affiliated broker of the
Advisor. The commissions on these transactions are deemed by the Fund to be fair
and reasonable compared to the commission, fee or other renumeration received by
other brokers in connection with comparable transactions involving similar
securities being purchased or sold on a securities exchange during a comparable
period. From April 18, 1995 (commencement of investment operations) through
March 31, 1996, brokerage fees paid to Wako Securities Co., Ltd. were $135,054.
<PAGE>
 
JAPAN ALPHA FUND
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------

The table below sets forth financial data for one share of capital stock
outstanding throughout the period presented.

<TABLE> 
<CAPTION> 
                                                                  CLASS A SHARES       CLASS D SHARES
                                                                 ----------------     ----------------
                                                                 FOR THE PERIOD        FOR THE PERIOD
                                                                 APRIL 18, 1995*      APRIL 18, 1995*
                                                                     THROUGH              THROUGH
                                                                  MARCH 31, 1996       MARCH 31, 1996
                                                                 ----------------     ----------------
<S>                                                             <C>                  <C> 
NET ASSET VALUE, BEGINNING OF PERIOD ......................     $          10.00     $          10.00
                                                                 ----------------     ---------------- 
   Loss from investment operations:
   Net investment loss ....................................                (0.14) /1/           (0.12)/1/
   Net realized and unrealized loss on investments and
      foreign currency related transactions ...............                (0.58) /1/           (0.57) /1/
                                                                 ----------------     ---------------- 
      Total loss from investment operations ...............                (0.72)               (0.69)  
                                                                 ----------------     ----------------  

NET ASSET VALUE, END OF PERIOD ............................     $           9.28     $           9.31 
                                                                 ================     ================  

TOTAL RETURN ..............................................               (7.20%) /2/          (6.90%)

RATIOS/SUPPLEMENTAL DATA
   Net assets, end of period (in 000s) ....................     $          4,667     $            153 
   Ratio of expenses to average net assets:
     Before expense reimbursement and waiver ..............                8.79%  /3/           8.54%  /3/
     After expense reimbursement and waiver ...............                2.50%  /3/           2.25%  /3/
   Ratio of net investment income to average net assets:
     Before expense reimbursement and waiver ..............               (7.92%) /3/          (7.67%) /3/
     After expense reimbursement and waiver ...............               (1.63%) /3/          (1.38%) /3/
   Portfolio turnover rate ................................              122.71%              122.71% 
   Average commission rate ................................                 0.07                 0.07   
</TABLE> 

*   Commencement of operations
/1/ Calculated using the average shares method
/2/ Total return calculation does not reflect sales load
/3/ Annualized

                See accompanying notes to financial statements.
<PAGE>
 
JAPAN ALPHA FUND
ILLUSTRATION OF AN ASSUMED INVESTMENT OF $10,000
- --------------------------------------------------------------------------------

The graph below compares the change in value of a $10,000 investment in Japan 
Alpha Fund Class A Shares (no sales load) with performance of the Nikkei 225 
Index and the Morgan Stanley Japan Index.

================================================================================
                           JAPAN ALPHA FUND CLASS A
     (Assuming $10,000 invested at inception with no sales load included)

                           [LINE GRAPH APPEARS HERE]

<TABLE> 
<CAPTION> 
             Japan Alpha (Class A)     Nikkei 225 Index     Morgan Stanley Japan Index
<S>          <C>                       <C>                  <C> 
04/18/95           $10,000                 $10,000                   $10,000
06/95                8,530                   8,525                     8,909
09/95                8,710                   8,927                     9,294
12/95                9,140                   9,539                     9,754
03/96                9,280                   9,918                     9,774
</TABLE> 

================================================================================

The graph below compares the change in value of a $10,000 investment in Japan 
Alpha Fund Calss D Shares with performance of the Nikkei 225 Index and the 
Morgan Stanley Japan Index.

================================================================================
                           JAPAN ALPHA FUND CLASS D
                   (Assuming $10,000 invested at inception)

                           [LINE GRAPH APPEARS HERE]

<TABLE> 
<CAPTION> 
             Japan Alpha (Class A)     Nikkei 225 Index     Morgan Stanley Japan Index
<S>          <C>                       <C>                  <C> 
04/18/95           $10,000                 $10,000                   $10,000
06/95                8,540                   8,525                     8,909
09/95                8,730                   8,927                     9,294
12/95                9,160                   9,539                     9,754
03/96                9,310                   9,918                     9,774
</TABLE> 

================================================================================
<PAGE>
 
JAPAN ALPHA FUND
REPORT OF INDEPENDENT ACCOUNTANTS
================================================================================

To the Shareholders and Board of Trustees of The Japan Alpha Fund:

We have audited the accompanying statement of assets and liabilities, including
the schedule of investments, of The Japan Alpha Fund as of March 31, 1996, and
the related statement of operations, the statement of changes in net assets and
financial highlights from the period April 18, 1995 (commencement of operations)
through March 31, 1996. The financial statements and financial highlights are
the responsibility of the Fund's management. Our responsibility is to express an
opinion on the financial statements and financial highlights based on our
audits.

We conducted our audit 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 owned as of March 31, 1996, by
correspondence with the custodian. 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
audit provides 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 The
Japan Alpha Fund as of March 31, 1996, and the results of its operations and the
changes in its net assets and its financial highlights from the period April 18,
1995 (commencement of operations) through March 31, 1996 in conformity with
generally accepted accounting principles.

COOPERS & LYBRAND L.L.P.

2400 Eleven Penn Center
Philadelphia, Pennsylvania
April 26, 1996


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