UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANANGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-09293
DAVIS VARIABLE ACCOUNT FUND, INC.
(Exact name of registrant as specified in charter)
2949 East Elvira Road, Suite 101
Tucson, AZ 85706
(Address of principal executive offices)
Thomas D. Tays
Davis Selected Advisers, L.P.
2949 East Elvira Road, Suite 101
Tucson, AZ 85706
(Name and address of agent for service)
Registrant’s telephone number, including area code: 520-806-7600
Date of fiscal year end: December 31, 2006
Date of reporting period: June 30, 2006
____________________
ITEM 1. REPORT TO STOCKHOLDERS
Table of Contents
Management's Discussion and Analysis: | |
Davis Value Portfolio | 2 |
Davis Financial Portfolio | 3 |
Davis Real Estate Portfolio | 4 |
| |
Fund Overview: | |
Davis Value Portfolio | 7 |
Davis Financial Portfolio | 8 |
Davis Real Estate Portfolio | 9 |
| |
Expense Example | 10 |
| |
Schedule of Investments: | |
Davis Value Portfolio | 12 |
Davis Financial Portfolio | 17 |
Davis Real Estate Portfolio | 19 |
| |
Statements of Assets and Liabilities | 22 |
| |
Statements of Operations | 23 |
| |
Statements of Changes in Net Assets | 24 |
| |
Notes to Financial Statements | 26 |
| |
Financial Highlights: | |
Davis Value Portfolio | 30 |
Davis Financial Portfolio | 31 |
Davis Real Estate Portfolio | 32 |
| |
Fund Information | 33 |
| |
Director Approval of Advisory Agreements | 34 |
| |
Directors and Officers | 38 |
DAVIS VARIABLE ACCOUNT FUND, INC.
2949 East Elvira Road, Suite 101
Management’s Discussion and Analysis
Market Environment
During the six-month period ended June 30, 2006, the stock market, as measured by the Standard & Poor’s 500® Index1, increased by 2.71%. U.S. economic activity, as measured by the gross domestic product (“GDP”), increased 2.5% in the second quarter after increasing 5.6% in the first quarter. Interest rates, as measured by the 10-year Treasury bond, began 2006 a little above 4.4% and ended the second quarter at about 5.1%.
Davis Value Portfolio
Performance Overview
Davis Value Portfolio returned 3.29% for the six-month period ended June 30, 20062, compared to its benchmark, the Standard & Poor’s 500® Index1, which returned 2.71%.
Consumer staple companies were the most important contributors3 to the Portfolio’s performance over the six-month period. The Portfolio holds a significant investment in these companies and this sector out-performed the Index. Costco Wholesale4 was among the top contributors to performance.
Energy companies and banking companies also made important contributions to performance. Two energy companies, Occidental Petroleum and ConocoPhillips, and three banking companies, HSBC Holdings, Wells Fargo, and Golden West Financial, were among the top contributors to performance.
Insurance companies were the most important detractors from the Portfolio’s performance over the six-month period. The Portfolio holds a significant investment in insurance companies and this sector under-performed the Index. While Loews was among the Portfolio’s top contributors to performance, American International Group, Progressive, and Transatlantic Holdings were among the top detractors from performance.
Information technology companies and health care companies also detracted from performance. Three information technology companies, Microsoft, Iron Mountain, and Dell, and one health care company, HCA, were among the top detractors from performance.
Other individual companies making important contributions to performance included Comcast, a broadcasting and cable TV company, News Corp., a movie and entertainment company, and JPMorgan Chase, a diversified financial services company. Other individual companies detracting from performance included Sprint Nextel, a telecommunication services company, Moody’s, a diversified financial services company, and Sealed Air, a materials company.
The Portfolio had approximately 10% of its assets invested in foreign companies at June 30, 2006. As a group, the foreign companies owned by the Portfolio out-performed the S&P 500® Index over the six-month period.
2
DAVIS VARIABLE ACCOUNT FUND, INC.
2949 East Elvira Road, Suite 101
Management’s Discussion and Analysis – (Continued)
Davis Financial Portfolio
Performance Overview
Davis Financial Portfolio returned 2.02% for the six-month period ended June 30, 20062, compared to its benchmark, the Standard & Poor’s 500® Index1, which returned 2.71%.
Financial service companies, as a whole, turned in a stronger performance than the S&P 500® Index. The specific financial service companies, which the Portfolio owned, out-performed the majority of financial service companies in the Index. The Portfolio’s non-financial holdings overall detracted from performance over the six-month period.
Diversified financial companies were the most important contributors3 to the Portfolio’s performance over the six-month period. The Portfolio holds a significant investment in these companies and this sector out-performed the Index. First Marblehead4, American Express, JPMorgan Chase, and Ameriprise Financial were among the top contributors to performance. Moody’s was among the top detractors from performance.
Banking companies were also important contributors to the Portfolio’s performance over the six-month period. Golden West Financial, Wells Fargo, and Commerce Bancorp were among the top contributors to performance. ICICI Bank was among the top detractors from performance.
Insurance companies were the most important detractors from the Portfolio’s performance over the six-month period. Insurance companies represent the Portfolio’s largest holdings and this sector under-performed the Index. While Loews, China Life, and Markel were among the Portfolio’s top contributors to performance, American International Group, Progressive, Transatlantic Holdings, and Everest Re Group were among the top detractors from performance.
Among the Portfolio’s non-financial holdings, Tyco International, a capital goods company, Sealed Air, a materials company, and H&R Block, a consumer services company, were among the top detractors from performance.
3
DAVIS VARIABLE ACCOUNT FUND, INC.
2949 East Elvira Road, Suite 101
Management’s Discussion and Analysis – (Continued)
Davis Real Estate Portfolio
Performance Overview
Davis Real Estate Portfolio returned 12.50% for the six-month period ended June 30, 20062, compared with a return of 14.08% for the Dow Jones Wilshire Real Estate Securities Index1 (“WRESI Index”). Real Estate companies as a whole did well, as reflected by the fact that the WRESI Index out-performed the Standard & Poor’s 500® Index by a significant margin.
Office property REITs contributed3 the most to the Portfolio’s performance over the six-month period. The Portfolio had more invested in office property REITs than in any other sector, and office property REITs turned in the strongest performance of any sector in the WRESI Index. The specific office property REITs that the Portfolio owned out-performed the office property REITs included in the WRESI Index. Kilroy Realty4, SL Green Realty, Corporate Office Properties, CarrAmerica Realty, and Boston Properties were among the top contributors to the Portfolio’s performance. Columbia Equity was among the top detractors from performance. The Portfolio no longer owns Kilroy Realty and CarrAmerica Realty.
Overall, real estate operations and development companies made important contributions to performance. While Forest City was among the top contributors to performance, St. Joe and Capital & Regional were among the top detractors from performance.
Regional mall REITs and transportation companies detracted from performance. Two regional mall REITs, General Growth Properties and Mills Corp., and one transportation company, Alexander & Baldwin, were among the top detractors from performance. The Portfolio no longer owns Mills Corp.
Other individual companies contributing to performance included United Dominion Realty, an apartment REIT, Vornado Realty, a diversified REIT, and Developers Diversified, a shopping center REIT. Spirit Finance, a diversified REIT, detracted from performance.
The Portfolio maintained a cash position over the six-month period, and this hampered relative performance during the strong market for real estate companies.
The Portfolio had approximately 8% of its assets invested in foreign companies at June 30, 2006. As a group, the foreign companies owned by the Portfolio out-performed the WRESI Index over the six-month period.
______________________________
This Semi-Annual Report is authorized for use by existing shareholders. Prospective shareholders must receive a current Davis Variable Account Funds prospectus, which contains more information about investment strategies, risks, charges, and expenses. Please read the prospectus carefully before investing or sending money.
4
DAVIS VARIABLE ACCOUNT FUND, INC.
2949 East Elvira Road, Suite 101
Management’s Discussion and Analysis – (Continued)
Davis Value Portfolio’s investment objective is long-term growth of capital. There can be no assurance that the Portfolio will achieve its objective. The primary risks of an investment in Davis Value Portfolio are: (1) market risk, (2) company risk, (3) financial services risk, (4) foreign country risk, (5) headline risk, and (6) selection risk. See the prospectus for a full description of each risk.
Davis Financial Portfolio’s investment objective is long-term growth of capital. There can be no assurance that the Portfolio will achieve its objective. The primary risks of an investment in Davis Financial Portfolio are: (1) market risk, (2) company risk, (3) concentrated financial services portfolio risk, (4) foreign country risk, (5) headline risk, and (6) selection risk. See the prospectus for a full description of each risk.
Davis Financial Portfolio concentrates its investments in the financial sector, and it may be subject to greater risks than a portfolio that does not concentrate its investments in a particular sector. The Portfolio’s investment performance, both good and bad, is expected to reflect the economic performance of the financial sector more than a portfolio that does not concentrate its portfolio.
Davis Real Estate Portfolio’s investment objective is total return through a combination of growth and income. There can be no assurance that the Portfolio will achieve its objective. The primary risks of an investment in Davis Real Estate Portfolio are: (1) market risk, (2) company risk, (3) concentrated real estate portfolio risk, (4) focused portfolio risk, (5) small and medium capitalization risk, (6) foreign country risk, (7) headline risk, and (8) selection risk. See the prospectus for a full description of each risk.
Davis Real Estate Portfolio concentrates its investments in the real estate sector, and it may be subject to greater risks than a portfolio that does not concentrate its investments in a particular sector. The Portfolio’s investment performance, both good and bad, is expected to reflect the economic performance of the real estate sector much more than a portfolio that does not concentrate its portfolio.
Davis Real Estate Portfolio is allowed under its charter to focus its investments in fewer companies, and it may be subject to greater risks than a more diversified portfolio that is not allowed to focus its investments in a few companies. Should the portfolio manager determine that it is prudent to focus the Portfolio’s portfolio in a few companies, the Portfolio’s investment performance, both good and bad, is expected to reflect the economic performance of its more focused portfolio.
1 The definitions of indices quoted in this report appear below. Investments cannot be made directly in the indices.
I. The S&P 500® Index is an unmanaged index of 500 selected common stocks, most of which are listed on the New York Stock Exchange. The Index is adjusted for dividends, weighted towards stocks with large market capitalizations, and represents approximately two-thirds of the total market value of all domestic common stocks.
II. The Dow Jones Wilshire Real Estate Securities Index is a broad measure of the performance of publicly traded real estate securities, such as Real Estate Investment Trusts (REITs) and Real Estate Operating Companies (REOCs). The Index is capitalization-weighted. The beginning date was January 1, 1978, and the Index is rebalanced monthly and returns are calculated on a buy and hold basis.
5
DAVIS VARIABLE ACCOUNT FUND, INC.
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
Management’s Discussion and Analysis – (Continued)
2 Total return assumes reinvestment of dividends and capital gain distributions. Past performance is not a guarantee of future results. Investment return and principal value will vary, so that when redeemed, an investor’s shares may be worth more or less than when purchased. The following table lists the average annual total returns for the periods ended June 30, 2006.
| | | INCEPTION |
PORTFOLIO NAME | 1-YEAR | 5-YEAR | (July 1, 1999) |
Davis Value Portfolio | 11.62% | 5.75% | 4.78% |
Davis Financial Portfolio | 13.59% | 4.45% | 5.56% |
Davis Real Estate Portfolio | 22.43% | 19.76% | 16.16% |
| | | PORTFOLIOS’ |
BENCHMARK INDEX | 1-YEAR | 5-YEAR | INCEPTION |
| | | (July 1, 1999) |
Standard & Poor’s 500® Index | 8.63% | 2.49% | 0.38% |
Dow Jones Wilshire Real Estate Securities Index | 21.85% | 19.96% | 18.25% |
Portfolio performance numbers are net of all portfolio operating expenses, but do not include any insurance charges imposed by your insurance company’s separate account. If performance information included the effect of these additional charges, the total return would be lower.
Portfolio performance changes over time and current performance may be higher or lower than stated. For more current information please call Davis Funds Shareholder Services at 1-800-279-0279.
3 A company’s or sector’s contribution to the Portfolio’s performance is a product both of its appreciation or depreciation and its weighting within the portfolio. For example, a 5% holding that rises 20% has twice as much impact as a 1% holding that rises 50%.
4 This Management Discussion & Analysis discusses a number of individual companies. The information provided in this report does not provide information reasonably sufficient upon which to base an investment decision and should not be considered a recommendation to purchase or sell any particular security. The schedule of investments lists each Portfolio’s holdings of each company discussed.
Shares of the Davis Variable Account Funds are not deposits or obligations of any bank, are not guaranteed by any bank, are not insured by the FDIC or any other agency, and involve investment risks, including possible loss of the principal amount invested.
6
DAVIS VARIABLE ACCOUNT FUND, INC.
FUND OVERVIEW
DAVIS VALUE PORTFOLIO
At June 30, 2006 (Unaudited)
Portfolio Makeup | | Sector Weightings |
(% of Fund’s Net Assets) | | (% of Long Term Portfolio) |
| | | | | |
| | | | Fund | S&P 500® |
Common Stock | 98.0% | | Insurance | 14.5% | 4.7% |
Short Term Investments, | | | Diversified Financials | 14.0% | 9.9% |
Convertible Bonds, | | | Energy | 12.0% | 10.2% |
Other Assets & Liabilities | 2.0% | | Banks | 10.5% | 5.9% |
| 100.0% | | Food, Beverage & Tobacco | 7.3% | 4.8% |
| | | Media | 7.0% | 3.4% |
| | | Food & Staples Retailing | 6.6% | 2.4% |
| | | Technology | 4.9% | 14.9% |
| | | Materials | 4.1% | 3.1% |
| | | Capital Goods | 4.2% | 8.9% |
| | | Health Care | 3.9% | 12.3% |
| | | Other | 3.5% | 12.0% |
| | | Telecommunication Services | 2.2% | 3.3% |
| | | Transportation | 1.9% | 2.0% |
| | | Automobiles & Components | 1.8% | 0.5% |
| | | Consumer Services | 1.6% | 1.7% |
| | | | 100.0% | 100.0% |
Top 10 Holdings
| | % of Fund’s |
Security | Industry | Net Assets |
American Express Co. | Consumer Finance | 4.49% |
Altria Group, Inc. | Food, Beverage & Tobacco | 4.44% |
Costco Wholesale Corp. | Food & Staples Retailing | 4.44% |
ConocoPhillips | Energy | 4.13% |
Tyco International Ltd. | Capital Goods | 4.11% |
JPMorgan Chase & Co. | Diversified Financial Services | 4.00% |
American International Group, Inc. | Multi-Line Insurance | 3.95% |
Golden West Financial Corp. | Thrift & Mortgage Finance | 3.44% |
Berkshire Hathaway Inc., Class A | Property & Casualty Insurance | 3.29% |
HSBC Holdings PLC | Commercial Banks | 3.07% |
7
DAVIS VARIABLE ACCOUNT FUND, INC.
FUND OVERVIEW
DAVIS FINANCIAL PORTFOLIO
At June 30, 2006 (Unaudited)
Portfolio Makeup | | Sector Weightings |
(% of Fund’s Net Assets) | | (% of Stock Holdings) |
| | | | | |
| | | | Fund | S&P 500® |
Common Stock | 93.0% | | Insurance | 34.5% | 4.7% |
Short Term Investments, | | | Diversified Financials | 32.7% | 9.9% |
Other Assets & Liabilities | 7.0% | | Banks | 17.7% | 5.9% |
| 100.0% | | Capital Goods | 4.7% | 8.9% |
| | | Food, Beverage & Tobacco | 3.1% | 4.8% |
| | | Commercial Services & Supplies | 2.7% | 0.7% |
| | | Consumer Services | 2.6% | 1.7% |
| | | Materials | 2.0% | 3.1% |
| | | Technology | – | 14.9% |
| | | Health Care | – | 12.3% |
| | | Energy | – | 10.2% |
| | | Other | – | 22.9% |
| | | | 100.0% | 100.0% |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
Top 10 Holdings
| | % of Fund’s |
Security | Industry | Net Assets |
American Express Co. | Consumer Finance | 9.86% |
Transatlantic Holdings, Inc. | Reinsurance | 8.06% |
Moody’s Corp. | Diversified Financial Services | 5.98% |
Golden West Financial Corp. | Thrift & Mortgage Finance | 5.58% |
First Marblehead Corp. | Consumer Finance | 5.57% |
Loews Corp. | Multi-Line Insurance | 5.46% |
Commerce Bancorp, Inc. | Commercial Banks | 5.34% |
Wells Fargo & Co. | Commercial Banks | 5.32% |
JPMorgan Chase & Co. | Diversified Financial Services | 5.13% |
American International Group, Inc. | Multi-Line Insurance | 4.93% |
8
DAVIS VARIABLE ACCOUNT FUND, INC.
FUND OVERVIEW
DAVIS REAL ESTATE PORTFOLIO
At June 30, 2006 (Unaudited)
Portfolio Makeup | | Sector Weightings | |
(% of Fund’s Net Assets) | | (% of Stock Holdings) | |
| | | | | | |
| | | | | Dow Jones Wilshire | |
| | | | | Real Estate | |
| | | | Fund | Securities Index | |
| | | | | | |
Common Stock | 93.5% | | Office Property REITS | 22.6% | 20.1% | |
Short Term Investments, | | | Real Estate Operations/Development | 16.0% | 2.5% | |
Preferred Stocks, | | | Shopping Center REITS | 14.1% | 12.8% | |
Other Assets & Liabilities | 6.5% | | Diversified REITS | 12.9% | 10.7% | |
| 100.0% | | Regional Mall REITS | 11.5% | 14.4% | |
| | | Warehouse & Industrial REITS | 7.7% | 6.9% | |
| | | Apartment REITS | 6.2% | 18.9% | |
| | | Health Care REITS | 3.3% | – | |
| | | Transportation | 3.1% | – | |
| | | Mortgage REITS | 1.5% | – | |
| | | Storage REITS | 1.1% | 5.0% | |
| | | Hotel REITS | – | 8.0% | |
| | | Manufactured Home REITS | – | 0.7% | |
| | | | 100.0% | 100.0% | |
| | | | | | | |
Top 10 Holdings
| | % of Fund’s |
Security | Industry | Net Assets |
SL Green Realty Corp. | Office Property REITS | 7.17% |
Forest City Enterprises, Inc., Class A | Real Estate Operations/Development | 5.63% |
Alexandria Real Estate Equities, Inc. | Office Property REITS | 5.10% |
General Growth Properties, Inc. | Regional Mall REITS | 5.04% |
ProLogis | Warehouse & Industrial REITS | 4.94% |
Corporate Office Properties Trust | Office Property REITS | 4.21% |
Developers Diversified Realty Corp. | Shopping Center REITS | 4.02% |
Boston Properties, Inc. | Office Property REITS | 3.80% |
Kimco Realty Corp. | Shopping Center REITS | 3.67% |
Duke Realty Corp. | Diversified REITS | 3.54% |
9
DAVIS VARIABLE ACCOUNT FUND, INC.
EXPENSE EXAMPLE (Unaudited)
| Beginning | Ending | Expenses Paid |
| Account Value | Account Value | During Period* |
| (01/01/06) | (06/30/06) | (01/01/06-06/30/06) |
Davis Value Portfolio | | | |
Actual | $1,000.00 | $1,032.90 | $4.08 |
Hypothetical | $1,000.00 | $1,020.78 | $4.06 |
Davis Financial Portfolio | | | |
Actual | $1,000.00 | $1,020.25 | $4.21 |
Hypothetical | $1,000.00 | $1,020.63 | $4.21 |
Davis Real Estate Portfolio | | | |
Actual | $1,000.00 | $1,124.99 | $4.58 |
Hypothetical | $1,000.00 | $1,020.48 | $4.36 |
Hypothetical assumes 5% annual return before expenses.
* Expenses are equal to each Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). See page 11 for a description of the “Expense Example”. The annualized expense ratios for the six-month period ended June 30, 2006 are as follows:
| Annualized |
| Expense Ratio |
| |
Davis Value Portfolio | 0.81% |
Davis Financial Portfolio | 0.84% |
Davis Real Estate Portfolio | 0.87% |
10
DAVIS VARIABLE ACCOUNT FUND, INC.
EXPENSE EXAMPLE (Unaudited) – (Continued)
The following disclosure provides important information regarding the Funds’ Expense Example. Please refer to this information when reviewing the Expense Example for each Fund.
Example
As a shareholder of the Fund, you incur ongoing costs only, including advisory and administrative fees and other Fund expenses. The Expense Example is intended to help you understand your ongoing costs (in dollars) of investing in each Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period indicated, which for each Fund is from 01/01/06 to 06/30/06. Please note that the Expense Example is general and does not reflect charges imposed by your insurance company’s separate account or account specific costs, which may increase your total costs of investing in the funds. If these charges or account specific costs were included in the Expense Example, the expenses would have been higher.
Actual Expenses
The information represented in the row entitled “Actual” provides information about actual account values and actual expenses. You may use the information in this row, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The information represented in the row entitled “Hypothetical” provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the information in the row entitled “Hypothetical” is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
11
DAVIS VARIABLE ACCOUNT FUND, INC.
DAVIS VALUE PORTFOLIO
June 30, 2006 (Unaudited)
| | Value | |
Shares | Security | (Note 1 | ) |
COMMON STOCK – (98.03%) |
ADVERTISING – (0.26%) | | | |
| 28,400 | | WPP Group PLC, ADR (United Kingdom) | $ | 1,711,242 | |
AUTOMOBILES & COMPONENTS – (1.75%) | | | |
| 208,200 | | Harley-Davidson, Inc. | | 11,428,098 | |
BROADCASTING & CABLE TV – (3.79%) | | | |
| 599,421 | | Comcast Corp., Special Class A* | | 19,652,017 | |
| 21,910 | | Liberty Media Holding Corp. - Capital, Series A* | | 1,837,373 | |
| 132,172 | | NTL Inc. | | 3,290,422 | |
| | | | | 24,779,812 | |
CAPITAL GOODS – (4.11%) | | | |
| 978,558 | | Tyco International Ltd. | | 26,910,345 | |
CAPITAL MARKETS – (1.90%) | | | |
| 158,320 | | Ameriprise Financial, Inc. | | 7,072,154 | |
| 65,400 | | Morgan Stanley | | 4,133,934 | |
| 20,900 | | State Street Corp. | | 1,214,081 | |
| | | | | 12,420,169 | |
CATALOG RETAIL – (0.29%) | | | |
| 109,550 | | Liberty Media Holding Corp. - Interactive, Series A* | | 1,888,094 | |
COMMERCIAL BANKS – (6.92%) | | | |
| 101,700 | | Commerce Bancorp, Inc. | | 3,627,639 | |
| 1,139,913 | | HSBC Holdings PLC (United Kingdom) | | 20,056,941 | |
| 118,600 | | Lloyds TSB Group PLC, ADR (United Kingdom) | | 4,681,142 | |
| 252,000 | | Wells Fargo & Co. | | 16,904,160 | |
| | | | | 45,269,882 | |
COMMERCIAL SERVICES & SUPPLIES – (0.86%) | | | |
| 80,400 | | D&B Corp.* | | 5,602,272 | |
CONSUMER DURABLES & APPAREL – (0.24%) | | | |
| 22,939 | | Hunter Douglas NV (Netherlands) | | 1,544,758 | |
CONSUMER FINANCE – (4.49%) | | | |
| 552,100 | | American Express Co. | | 29,382,762 | |
CONSUMER SERVICES – (1.59%) | | | |
| 49,000 | | Apollo Group, Inc., Class A* | | 2,533,055 | |
| 328,800 | | H&R Block, Inc. | | 7,845,168 | |
| | | | | 10,378,223 | |
DIVERSIFIED FINANCIAL SERVICES – (7.36%) | | | |
| 294,933 | | Citigroup Inc. | | 14,227,568 | |
| 622,648 | | JPMorgan Chase & Co. | | 26,151,216 | |
| 142,000 | | Moody’s Corp. | | 7,733,320 | |
| | | | | 48,112,104 | |
12
DAVIS VARIABLE ACCOUNT FUND, INC.
DAVIS VALUE PORTFOLIO – (Continued)
June 30, 2006 (Unaudited)
| | Value | |
Shares | Security | (Note 1 | ) |
COMMON STOCK – (Continued) |
ENERGY – (11.84%) | | | |
| 412,642 | | ConocoPhillips | $ | 27,040,430 | |
| 234,500 | | Devon Energy Corp. | | 14,166,145 | |
| 199,900 | | EOG Resources, Inc. | | 13,861,066 | |
| 159,300 | | Occidental Petroleum Corp. | | 16,336,215 | |
| 75,300 | | Transocean Inc.* | | 6,048,096 | |
| | | | | 77,451,952 | |
FOOD & STAPLES RETAILING – (6.47%) | | | |
| 507,500 | | Costco Wholesale Corp. | | 29,018,850 | |
| 275,600 | | Wal-Mart Stores, Inc. | | 13,275,652 | |
| | | | | 42,294,502 | |
FOOD, BEVERAGE & TOBACCO – (7.17%) | | | |
| 395,400 | | Altria Group, Inc. | | 29,034,222 | |
| 117,400 | | Diageo PLC, ADR (United Kingdom) | | 7,930,370 | |
| 145,940 | | Heineken Holding NV (Netherlands) | | 5,381,541 | |
| 82,200 | | Hershey Co. | | 4,526,754 | |
| | | | | 46,872,887 | |
HEALTH CARE EQUIPMENT & SERVICES – (3.81%) | | | |
| 102,200 | | Cardinal Health, Inc. | | 6,574,526 | |
| 166,800 | | Caremark Rx, Inc. | | 8,318,316 | |
| 232,200 | | HCA, Inc. | | 10,019,430 | |
| | | | | 24,912,272 | |
HOMEFURNISHING RETAIL – (0.26%) | | | |
| 51,700 | | Bed Bath & Beyond Inc.* | | 1,715,148 | |
HOUSEHOLD & PERSONAL PRODUCTS – (1.47%) | | | |
| 87,600 | | Avon Products, Inc. | | 2,715,600 | |
| 124,500 | | Procter & Gamble Co. | | 6,922,200 | |
| | | | | 9,637,800 | |
INSURANCE BROKERS – (0.70%) | | | |
| 132,400 | | Aon Corp. | | 4,610,168 | |
INTERNET RETAIL – (0.29%) | | | |
| 45,850 | | Expedia, Inc.* | | 687,062 | |
| 46,050 | | IAC/InterActiveCorp* | | 1,220,095 | |
| | | | | 1,907,157 | |
LIFE & HEALTH INSURANCE – (0.51%) | | | |
| 41,200 | | Principal Financial Group, Inc. | | 2,292,780 | |
| 25,400 | | Sun Life Financial Inc. (Canada) | | 1,014,222 | |
| | | | | 3,307,002 | |
13
DAVIS VARIABLE ACCOUNT FUND, INC.
DAVIS VALUE PORTFOLIO – (Continued)
June 30, 2006 (Unaudited)
| | Value | |
Shares | Security | (Note 1 | ) |
COMMON STOCK – (Continued) |
MATERIALS – (4.02%) | | | |
| 86,300 | | BHP Billiton PLC (United Kingdom) | $ | 1,674,058 | |
| 59,000 | | Martin Marietta Materials, Inc. | | 5,377,850 | |
| 30,600 | | Rio Tinto PLC (United Kingdom) | | 1,617,781 | |
| 250,200 | | Sealed Air Corp. | | 13,030,416 | |
| 58,700 | | Vulcan Materials Co. | | 4,578,600 | |
| | | | | 26,278,705 | |
MOVIES & ENTERTAINMENT – (1.61%) | | | |
| 550,000 | | News Corp., Class A | | 10,549,000 | |
MULTI-LINE INSURANCE – (5.94%) | | | |
| 436,937 | | American International Group, Inc. | | 25,801,130 | |
| 368,100 | | Loews Corp. | | 13,049,145 | |
| | | | | 38,850,275 | |
PROPERTY & CASUALTY INSURANCE – (6.21%) | | | |
| 235 | | Berkshire Hathaway Inc., Class A* | | 21,539,865 | |
| 42 | | Berkshire Hathaway Inc., Class B* | | 127,806 | |
| 36,600 | | Chubb Corp. | | 1,826,340 | |
| 1,300 | | Markel Corp.* | | 451,100 | |
| 647,600 | | Progressive Corp. (Ohio) | | 16,649,796 | |
| | | | | 40,594,907 | |
PUBLISHING – (1.22%) | | | |
| 30,800 | | Gannett Co., Inc. | | 1,722,644 | |
| 84,700 | | Lagardere S.C.A. (France) | | 6,250,963 | |
| | | | | 7,973,607 | |
REINSURANCE – (0.96%) | | | |
| 112,437 | | Transatlantic Holdings, Inc. | | 6,285,228 | |
SOFTWARE & SERVICES – (3.27%) | | | |
| 225,726 | | Iron Mountain Inc.* | | 8,437,638 | |
| 556,200 | | Microsoft Corp. | | 12,962,241 | |
| | | | | 21,399,879 | |
TECHNOLOGY HARDWARE & EQUIPMENT – (1.52%) | | | |
| 184,300 | | Dell Inc.* | | 4,507,057 | |
| 117,400 | | Hewlett-Packard Co. | | 3,719,232 | |
| 84,000 | | Nokia Oyj, ADR (Finland) | | 1,701,840 | |
| | | | | 9,928,129 | |
TELECOMMUNICATION SERVICES – (1.85%) | | | |
| 147,200 | | SK Telecom Co., Ltd., ADR (South Korea) | | 3,447,424 | |
| 432,400 | | Sprint Nextel Corp. | | 8,643,676 | |
| | | | | 12,091,100 | |
14
DAVIS VARIABLE ACCOUNT FUND, INC.
DAVIS VALUE PORTFOLIO – (Continued)
June 30, 2006 (Unaudited)
| | Value | |
Shares/Principal | Security | (Note 1 | ) |
COMMON STOCK – (Continued) |
THRIFT & MORTGAGE FINANCE – (3.44%) | | | |
| 303,500 | | Golden West Financial Corp. | $ | 22,519,700 | |
TRANSPORTATION – (1.91%) | | | |
| 1,196,000 | | China Merchants Holdings International Co., Ltd. (Hong Kong) | | 3,642,069 | |
| 1,054,200 | | Cosco Pacific Ltd. (Hong Kong) | | 2,334,733 | |
| 36,500 | | Kuehne & Nagel International AG, Registered (Switzerland) | | 2,657,151 | |
| 46,500 | | United Parcel Service, Inc., Class B | | 3,828,345 | |
| | | | | 12,462,298 | |
| | | Total Common Stock – (identified cost $458,072,250) | | 641,069,477 | |
CONVERTIBLE BONDS – (0.37%) |
TELECOMMUNICATION SERVICES – (0.37%) | | | |
$ | 1,600,000 | | Level 3 Communications, Inc., Conv. Sr. Notes, 10.00%, 05/01/11 | | | |
| | | (identified cost $1,600,000) | | 2,442,000 | |
SHORT TERM INVESTMENTS – (1.40%) |
| 2,473,000 | | Banc of America Securities LLC Joint Repurchase Agreement, 5.28%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $2,474,088 | | | |
| | | (collateralized by: U.S. Government agency mortgage in a pooled cash | | | |
| | | account, 5.00%, 07/01/35, total market value $2,522,460) | | 2,473,000 | |
| 2,501,000 | | Goldman, Sachs & Co. Joint Repurchase Agreement, 5.28%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $2,502,100 | | | |
| | | (collateralized by: U.S. Government agency mortgages in a pooled | | | |
| | | cash account, 5.00%-5.50%, 03/01/34-04/01/36, total market | | | |
| | | value $2,551,020) | | 2,501,000 | |
| 4,168,000 | | Nomura Securities International, Inc. Joint Repurchase Agreement, 5.35%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $4,169,858 | | | |
| | | (collateralized by: U.S. Government agency mortgages in a pooled cash | | | |
| | | account, 4.815%-5.469%, 09/01/33-05/01/38, total market | | | |
| | | value $4,251,360) | | 4,168,000 | |
| | | Total Short Term Investments – (identified cost $9,142,000) | | 9,142,000 | |
| | | Total Investments – (99.80%) – (identified cost $468,814,250) – (a) | | 652,653,477 | |
| | | Other Assets Less Liabilities – (0.20%) | | 1,304,342 | |
| | | Net Assets – (100.00%) | $ | 653,957,819 | |
15
DAVIS VARIABLE ACCOUNT FUND, INC.
DAVIS VALUE PORTFOLIO – (Continued)
June 30, 2006 (Unaudited)
*Non-Income Producing Security.
ADR: American Depository Receipt
(a) Aggregate cost for Federal Income Tax purposes is $470,198,008. At June 30, 2006 unrealized appreciation (depreciation) of securities for Federal Income Tax purposes is as follows:
| | | Unrealized appreciation | $ | 189,025,364 | |
| | | Unrealized depreciation | | (6,569,895 | ) |
| | | Net unrealized appreciation | $ | 182,455,469 | |
See Notes to Financial Statements
16
DAVIS VARIABLE ACCOUNT FUND, INC.
DAVIS FINANCIAL PORTFOLIO
June 30, 2006 (Unaudited)
| | Value | |
Shares | Security | (Note 1 | ) |
COMMON STOCK – (92.99%) |
CAPITAL GOODS – (4.34%) | | | |
| 190,000 | | Tyco International Ltd. | $ | 5,225,000 | |
CAPITAL MARKETS – (3.82%) | | | |
| 102,860 | | Ameriprise Financial, Inc. | | 4,594,756 | |
COMMERCIAL BANKS – (10.91%) | | | |
| 179,900 | | Commerce Bancorp, Inc. | | 6,417,033 | |
| 13,300 | | ICICI Bank Ltd., ADR (India) | | 314,545 | |
| 95,300 | | Wells Fargo & Co. | | 6,392,724 | |
| | | | | 13,124,302 | |
COMMERCIAL SERVICES & SUPPLIES – (2.55%) | | | |
| 44,000 | | D&B Corp.* | | 3,065,920 | |
CONSUMER FINANCE – (15.43%) | | | |
| 222,800 | | American Express Co. | | 11,857,416 | |
| 117,700 | | First Marblehead Corp. | | 6,701,838 | |
| | | | | 18,559,254 | |
CONSUMER SERVICES – (2.39%) | | | |
| 120,200 | | H&R Block, Inc. | | 2,867,972 | |
DIVERSIFIED FINANCIAL SERVICES – (11.11%) | | | |
| 147,048 | | JPMorgan Chase & Co. | | 6,176,016 | |
| 132,000 | | Moody’s Corp. | | 7,188,720 | |
| | | | | 13,364,736 | |
FOOD, BEVERAGE & TOBACCO – (2.86%) | | | |
| 46,800 | | Altria Group, Inc. | | 3,436,524 | |
LIFE & HEALTH INSURANCE – (1.72%) | | | |
| 32,600 | | China Life Insurance Co., Ltd., ADR (China) | | 2,063,580 | |
MATERIALS – (1.87%) | | | |
| 43,200 | | Sealed Air Corp. | | 2,249,856 | |
MULTI-LINE INSURANCE – (10.39%) | | | |
| 100,387 | | American International Group, Inc. | | 5,927,853 | |
| 185,400 | | Loews Corp. | | 6,572,430 | |
| | | | | 12,500,283 | |
PROPERTY & CASUALTY INSURANCE – (9.56%) | | | |
| 52,100 | | FPIC Insurance Group, Inc.* | | 2,013,665 | |
| 13,600 | | Markel Corp.* | | 4,719,200 | |
| 185,400 | | Progressive Corp. (Ohio) | | 4,766,634 | |
| | | | | 11,499,499 | |
REINSURANCE – (10.46%) | | | |
| 33,300 | | Everest Re Group, Ltd. | | 2,882,781 | |
17
DAVIS VARIABLE ACCOUNT FUND, INC.
DAVIS FINANCIAL PORTFOLIO – (Continued)
June 30, 2006 (Unaudited)
| | Value | |
Shares/Principal | Security | (Note 1 | ) |
COMMON STOCK – (Continued) |
REINSURANCE – (Continued) | | | |
| 173,437 | | Transatlantic Holdings, Inc. | $ | 9,695,128 | |
| | | | | 12,577,909 | |
THRIFT & MORTGAGE FINANCE – (5.58%) | | | |
| 90,400 | | Golden West Financial Corp. | | 6,707,680 | |
| | | Total Common Stock – (identified cost $81,655,183) | | 111,837,271 | |
SHORT TERM INVESTMENTS – (6.88%) |
$ | 2,237,000 | | Banc of America Securities LLC Joint Repurchase Agreement, 5.28%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $2,237,984 | | | |
| | | (collateralized by: U.S. Government agency mortgage in a pooled cash | | | |
| | | account, 5.00%, 07/01/35, total market value $2,281,740) | | 2,237,000 | |
| 2,263,000 | | Goldman, Sachs & Co. Joint Repurchase Agreement, 5.28%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $2,263,996 | | | |
| | | (collateralized by: U.S. Government agency mortgages in a pooled cash | | | |
| | | account, 5.00%-5.50%, 03/01/34-04/01/36, total market | | | |
| | | value $2,308,260) | | 2,263,000 | |
| 3,772,000 | | Nomura Securities International, Inc. Joint Repurchase Agreement, 5.35%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $3,773,682 | | | |
| | | (collateralized by: U.S. Government agency mortgages in | | | |
| | | a pooled cash account, 4.815%-5.469%, 09/01/33-05/01/38, | | | |
| | | total market value $3,847,440) | | 3,772,000 | |
| | | Total Short Term Investments – (identified cost $8,272,000) | | 8,272,000 | |
| | | Total Investments – (99.87%) – (identified cost $89,927,183) – (a) | | 120,109,271 | |
| | | Other Assets Less Liabilities – (0.13%) | | 150,903 | |
| | | Net Assets – (100.00%) | $ | 120,260,174 | |
*Non-Income Producing Security.
ADR: American Depository Receipt
(a) Aggregate cost for Federal Income Tax purposes is $90,243,010. At June 30, 2006 unrealized appreciation (depreciation) of securities for Federal Income Tax purposes is as follows:
| | | Unrealized appreciation | $ | 31,108,484 | |
| | | Unrealized depreciation | | (1,242,223 | ) |
| | | Net unrealized appreciation | $ | 29,866,261 | |
See Notes to Financial Statements
18
DAVIS VARIABLE ACCOUNT FUND, INC.
DAVIS REAL ESTATE PORTFOLIO
June 30, 2006 (Unaudited)
| | | Value | |
Shares | | Security | (Note 1 | ) |
COMMON STOCK – (93.45%) | |
APARTMENT REITS – (5.63%) | | | |
| 62,200 | | American Campus Communities, Inc. | $ | 1,545,670 | |
| 90,800 | | United Dominion Realty Trust, Inc. | | 2,543,308 | |
| | | | | 4,088,978 | |
DIVERSIFIED REITS – (12.02%) | | | |
| 79,700 | | Cousins Properties, Inc. | | 2,465,121 | |
| 73,200 | | Duke Realty Corp. | | 2,572,980 | |
| 105,100 | | Spirit Finance Corp. | | 1,183,426 | |
| 25,731 | | Vornado Realty Trust. | | 2,510,059 | |
| | | | | 8,731,586 | |
HEALTH CARE REITS – (3.12%) | | | |
| 66,900 | | Ventas, Inc. | | 2,266,572 | |
MORTGAGE REITS – (1.43%) | | | |
| 40,100 | | Gramercy Capital Corp. | | 1,038,590 | |
OFFICE PROPERTY REITS – (21.19%) | | | |
| 41,800 | | Alexandria Real Estate Equities, Inc. | | 3,706,824 | |
| 30,500 | | Boston Properties, Inc. | | 2,757,200 | |
| 43,000 | | Columbia Equity Trust, Inc. | | 660,480 | |
| 72,700 | | Corporate Office Properties Trust | | 3,059,216 | |
| 47,570 | | SL Green Realty Corp. | | 5,207,488 | |
| | | | | 15,391,208 | |
REAL ESTATE OPERATIONS/DEVELOPMENT – (14.96%) | | | |
| 164,700 | | Brixton PLC (United Kingdom) | | 1,459,620 | |
| 37,500 | | Capital & Regional PLC (United Kingdom) | | 701,425 | |
| 33,100 | | Derwent Valley Holdings PLC (United Kingdom) | | 959,750 | |
| 81,900 | | Forest City Enterprises, Inc., Class A | | 4,087,629 | |
| 43,400 | | Hammerson PLC (United Kingdom) | | 950,223 | |
| 55,400 | | Liberty International PLC (United Kingdom) | | 1,091,047 | |
| 25,900 | | St. Joe Co. | | 1,205,386 | |
| 36,100 | | Slough Estates PLC (United Kingdom) | | 408,214 | |
| | | | | 10,863,294 | |
REGIONAL MALL REITS – (10.80%) | | | |
| 81,242 | | General Growth Properties, Inc. | | 3,660,765 | |
| 24,800 | | Macerich Co. | | 1,740,960 | |
| 14,100 | | Pennsylvania REIT | | 569,217 | |
| 22,600 | | Simon Property Group, Inc. | | 1,874,444 | |
| | | | | 7,845,386 | |
19
DAVIS VARIABLE ACCOUNT FUND, INC.
DAVIS REAL ESTATE PORTFOLIO – (Continued)
June 30, 2006 (Unaudited)
| | | Value | |
Shares | | Security | (Note 1 | ) |
COMMON STOCK – (Continued) | |
SHOPPING CENTER REITS – (13.20%) | | | |
| 55,925 | | Developers Diversified Realty Corp. | $ | 2,918,167 | |
| 73,000 | | Kimco Realty Corp. | | 2,663,770 | |
| 23,100 | | Pan Pacific Retail Properties, Inc. | | 1,602,447 | |
| 38,700 | | Regency Centers Corp. | | 2,405,205 | |
| | | | | 9,589,589 | |
STORAGE REITS – (1.03%) | | | |
| 39,600 | | U-Store-It Trust | | 746,856 | |
TRANSPORTATION – (2.90%) | | | |
| 36,900 | | Alexander & Baldwin, Inc. | | 1,633,563 | |
| 9,000 | | Florida East Coast Industries, Inc. | | 470,970 | |
| | | | | 2,104,533 | |
WAREHOUSE & INDUSTRIAL REITS – (7.17%) | | | |
| 31,900 | | AMB Property Corp. | | 1,612,545 | |
| 68,900 | | ProLogis | | 3,591,068 | |
| | | | | 5,203,613 | |
| | | Total Common Stock – (identified cost $48,798,348) | | 67,870,205 | |
PREFERRED STOCK – (0.21%) |
APARTMENT REITS – (0.21%) | | | |
| 2,000 | | Equity Residential, 7.00%, Series E, Cum. Conv. Pfd. | | 100,000 | |
| 1,600 | | Equity Residential, 8.60%, Series D, Cum. Pfd. | | 40,984 | |
| 400 | | Equity Residential, 9.125%, Series C, Cum. Pfd. | | 10,028 | |
| | | | | | |
| | | Total Preferred Stock – (identified cost $113,921) | | 151,012 | |
20
DAVIS VARIABLE ACCOUNT FUND, INC.
DAVIS REAL ESTATE PORTFOLIO – (Continued)
June 30, 2006 (Unaudited)
| | | Value | |
Principal | | Security | (Note 1 | ) |
SHORT TERM INVESTMENTS – (6.08%) | |
$ | 1,194,000 | | Banc of America Securities LLC Joint Repurchase Agreement, 5.28%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $1,194,525 | | | |
| | | (collateralized by: U.S. Government agency mortgage in a pooled cash | | | |
| | | account, 5.00%, 07/01/35, total market value 1,217,880) | $ | 1,194,000 | |
| 1,208,000 | | Goldman, Sachs & Co. Joint Repurchase Agreement, 5.28%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $1,208,532 | | | |
| | | (collateralized by: U.S. Government agency mortgages in a pooled cash | | | |
| | | account, 5.00%-5.50%, 03/01/34-04/01/36, total market | | | |
| | | value $1,232,160) | | 1,208,000 | |
| 2,013,000 | | Nomura Securities International, Inc. Joint Repurchase Agreement, 5.35%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $2,013,897 | | | |
| | | (collateralized by: U.S. Government agency mortgages in a pooled cash | | | |
| | | account, 4.815%-5.469%, 09/01/33-05/01/38, total market | | | |
| | | value $2,053,260) | | 2,013,000 | |
| | | Total Short Term Investments – (identified cost $4,415,000) | | 4,415,000 | |
| | | Total Investments – (99.74%) – (identified cost $53,327,269) – (a) | | 72,436,217 | |
| | | Other Assets Less Liabilities – (0.26%) | | 191,934 | |
| | | Net Assets – (100%) | $ | 72,628,151 | |
(a) Aggregate cost for Federal Income Tax purposes is $53,328,977. At June 30, 2006 unrealized appreciation (depreciation) of securities for Federal Income Tax purposes is as follows:
| | | Unrealized appreciation | $ | 19,791,614 | |
| | | Unrealized depreciation | | (684,374 | ) |
| | | Net unrealized appreciation | $ | 19,107,240 | |
See Notes to Financial Statements
21
DAVIS VARIABLE ACCOUNT FUND, INC.
STATEMENTS OF ASSETS AND LIABILITIES
At June 30, 2006 (Unaudited)
| Davis Value | | Davis Financial | | Davis Real Estate | |
| Portfolio | | Portfolio | | Portfolio | |
ASSETS: | | | | | | | | | |
Investments in securities, at value* (see | | | | | | | | | |
accompanying Schedules of Investments) | $ | 652,653,477 | | $ | 120,109,271 | | $ | 72,436,217 | |
Cash | | 151,809 | | | 2,103 | | | 23,961 | |
Receivables: | | | | | | | | | |
Dividends and interest | | 937,082 | | | 102,410 | | | 178,259 | |
Capital stock sold | | 344,825 | | | 137,859 | | | 68,224 | |
Investment securities sold | | 1,047,305 | | | – | | | – | |
Total assets | | 655,134,498 | | | 120,351,643 | | | 72,706,661 | |
LIABILITIES: | | | | | | | | | |
Payables: | | | | | | | | | |
Capital stock redeemed | | 151,297 | | | 337 | | | 21,219 | |
Investment securities purchased | | 584,634 | | | – | | | – | |
Accrued expenses | | 34,036 | | | 14,660 | | | 12,796 | |
Accrued management fees | | 406,712 | | | 76,472 | | | 44,495 | |
Total liabilities | | 1,176,679 | | | 91,469 | | | 78,510 | |
NET ASSETS | $ | 653,957,819 | | $ | 120,260,174 | | $ | 72,628,151 | |
| | | | | | | | | |
SHARES OUTSTANDING (NOTE 4) | | 49,588,994 | | | 8,522,317 | | | 3,744,959 | |
| | | | | | | | | |
NET ASSET VALUE, offering, and | | | | | | | | | |
redemption price per share | $ | 13.19 | | $ | 14.11 | | $ | 19.39 | |
| | | | | | | | | |
NET ASSETS CONSIST OF: | | | | | | | | | |
Par value of shares of capital stock | $ | 49,589 | | $ | 8,522 | | $ | 3,745 | |
Additional paid-in capital | | 486,176,049 | | | 91,575,231 | | | 46,618,116 | |
Undistributed net investment income | | 2,917,135 | | | 375,458 | | | 514,780 | |
Accumulated net realized gains (losses) from | | | | | | | | | |
investments and foreign currency transactions | | (19,024,732 | ) | | (1,881,125 | ) | | 6,382,864 | |
Net unrealized appreciation on investments | | | | | | | | | |
and foreign currency transactions | | 183,839,778 | | | 30,182,088 | | | 19,108,646 | |
Net Assets | $ | 653,957,819 | | $ | 120,260,174 | | $ | 72,628,151 | |
| | | | | | | | | |
* Including cost of $468,814,250, $89,927,183, and $53,327,269 for Davis Value Portfolio, Davis Financial Portfolio, and Davis Real Estate Portfolio, respectively.
See Notes to Financial Statements
22
DAVIS VARIABLE ACCOUNT FUND, INC.
STATEMENTS OF OPERATIONS
For the six months ended June 30, 2006 (Unaudited)
| Davis Value | | Davis Financial | | Davis Real Estate | |
| Portfolio | | Portfolio | | Portfolio | |
INVESTMENT INCOME: | | | | | | | | | |
Income: | | | | | | | | | |
Dividends* | $ | 5,226,147 | | $ | 659,152 | | $ | 1,067,486 | |
Interest | | 319,614 | | | 229,618 | | | 148,969 | |
Total income | | 5,545,761 | | | 888,770 | | | 1,216,455 | |
Expenses: | | | | | | | | | |
Management fees (Note 2) | | 2,420,346 | | | 459,899 | | | 260,856 | |
Custodian fees | | 81,324 | | | 17,375 | | | 17,855 | |
Transfer agent fees | | 7,231 | | | 4,179 | | | 3,792 | |
Audit fees | | 8,400 | | | 6,600 | | | 6,600 | |
Accounting fees (Note 2) | | 3,000 | | | 3,000 | | | 3,000 | |
Legal fees | | 6,468 | | | 1,222 | | | 704 | |
Reports to shareholders | | 26,033 | | | 7,748 | | | 563 | |
Directors’ fees and expenses | | 56,022 | | | 10,632 | | | 6,162 | |
Registration and filing fees | | 1,753 | | | 247 | | | 130 | |
Miscellaneous | | 8,571 | | | 4,259 | | | 2,976 | |
Total expenses | | 2,619,148 | | | 515,161 | | | 302,638 | |
Expenses paid indirectly (Note 5) | | (1,103 | ) | | (74 | ) | | (48 | ) |
Net expenses | | 2,618,045 | | | 515,087 | | | 302,590 | |
Net investment income | | 2,927,716 | | | 373,683 | | | 913,865 | |
| | | | | | | | | |
REALIZED AND UNREALIZED GAIN | | | | | | | | | |
(LOSS) ON INVESTMENTS: | | | | | | | | | |
Net realized gain (loss) from: | | | | | | | | | |
Investment transactions | | 4,277,343 | | | 738,639 | | | 4,197,875 | |
Foreign currency transactions | | (1,295 | ) | | – | | | 781 | |
Net increase in unrealized appreciation on | | | | | | | | | |
investments and foreign currency transactions | | 13,669,177 | | | 1,328,637 | | | 2,916,160 | |
Net realized and unrealized gain on investments | | | | | | | | | |
and foreign currency | | 17,945,225 | | | 2,067,276 | | | 7,114,816 | |
Net increase in net assets resulting from | | | | | | | | | |
operations | $ | 20,872,941 | | $ | 2,440,959 | | $ | 8,028,681 | |
| | | | | | | | | |
| | | | | | | | | |
*Net of foreign taxes withheld as follows | $ | 45,674 | | $ | – | | $ | – | |
See Notes to Financial Statements
23
DAVIS VARIABLE ACCOUNT FUND, INC.
STATEMENTS OF CHANGES IN NET ASSETS
For the six months ended June 30, 2006 (Unaudited)
| Davis Value | | Davis Financial | | Davis Real Estate | |
| Portfolio | | Portfolio | | Portfolio | |
OPERATIONS: | | | | | | | | | |
Net investment income | $ | 2,927,716 | | $ | 373,683 | | $ | 913,865 | |
Net realized gain from investments and foreign | | | | | | | | | |
currency transactions | | 4,276,048 | | | 738,639 | | | 4,198,656 | |
Net increase in unrealized appreciation | | | | | | | | | |
on investments and foreign currency | | | | | | | | | |
transactions | | 13,669,177 | | | 1,328,637 | | | 2,916,160 | |
Net increase in net assets resulting from | | | | | | | | | |
operations | | 20,872,941 | | | 2,440,959 | | | 8,028,681 | |
| | | | | | | | | |
DIVIDENDS AND DISTRIBUTIONS | | | | | | | | | |
TO SHAREHOLDERS FROM: | | | | | | | | | |
Net investment income | | – | | | – | | | (399,085 | ) |
| | | | | | | | | |
CAPITAL SHARE TRANSACTIONS | | | | | | | | | |
(NOTE 4) | | 12,716,022 | | | (6,240,677 | ) | | 442,138 | |
| | | | | | | | | |
Total increase (decrease) in net assets | | 33,588,963 | | | (3,799,718 | ) | | 8,071,734 | |
| | | | | | | | | |
NET ASSETS: | | | | | | | | | |
Beginning of period | | 620,368,856 | | | 124,059,892 | | | 64,556,417 | |
End of period* | $ | 653,957,819 | | $ | 120,260,174 | | $ | 72,628,151 | |
| | | | | | | | | |
* Including undistributed net investment income of | $ | 2,917,135 | | $ | 375,458 | | $ | 514,780 | |
| | | | | | | | | |
See Notes to Financial Statements
24
DAVIS VARIABLE ACCOUNT FUND, INC.
STATEMENTS OF CHANGES IN NET ASSETS
For the year ended December 31, 2005
| Davis Value | | Davis Financial | | Davis Real Estate | |
| Portfolio | | Portfolio | | Portfolio | |
OPERATIONS: | | | | | | | | | |
Net investment income | $ | 5,683,326 | | $ | 580,773 | | $ | 1,046,048 | |
Net realized gain (loss) from investments and | | | | | | | | | |
foreign currency transactions | | 13,734,031 | | | (237,423 | ) | | 6,109,392 | |
Net increase in unrealized appreciation | | | | | | | | | |
on investments and foreign currency | | | | | | | | | |
transactions | | 38,361,868 | | | 8,785,860 | | | 462,851 | |
Net increase in net assets resulting from | | | | | | | | | |
operations | | 57,779,225 | | | 9,129,210 | | | 7,618,291 | |
| | | | | | | | | |
DIVIDENDS AND DISTRIBUTIONS | | | | | | | | | |
TO SHAREHOLDERS FROM: | | | | | | | | | |
Net investment income | | (5,657,876 | ) | | (575,947 | ) | | (1,966,578 | ) |
Realized gains from investment transactions | | – | | | – | | | (3,852,094 | ) |
Distributions in excess of net investment | | | | | | | | | |
income | | (262,594 | ) | | – | | | – | |
| | | | | | | | | |
CAPITAL SHARE TRANSACTIONS | | | | | | | | | |
(NOTE 4) | | (116,212,836 | ) | | 6,232,880 | | | 4,478,180 | |
| | | | | | | | | |
Total increase (decrease) in net assets | | (64,354,081 | ) | | 14,786,143 | | | 6,277,799 | |
| | | | | | | | | |
NET ASSETS: | | | | | | | | | |
Beginning of year | | 684,722,937 | | | 109,273,749 | | | 58,278,618 | |
End of year* | $ | 620,368,856 | | $ | 124,059,892 | | $ | 64,556,417 | |
| | | | | | | | | |
* Including undistributed (overdistributed) net | | | | | | | | | |
investment income of | $ | (10,581 | ) | $ | 1,775 | | $ | – | |
| | | | | | | | | |
See Notes to Financial Statements
25
DAVIS VARIABLE ACCOUNT FUND, INC.
NOTES TO FINANCIAL STATEMENTS
June 30, 2006 (Unaudited)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Davis Variable Account Fund, Inc. consists of three series of Funds, Davis Value Portfolio, Davis Financial Portfolio, and Davis Real Estate Portfolio (collectively “the Funds”). Davis Value Portfolio and Davis Financial Portfolio are registered under the Investment Company Act of 1940, as amended, as diversified, open-end management investment companies. Davis Real Estate Portfolio is registered under the Investment Company Act of 1940, as amended, as a non-diversified, open-end management investment company. Insurance companies, for the purpose of funding variable annuity or variable life insurance contracts, may only purchase shares of the Funds. The Funds account separately for the assets, liabilities and operations of each series. The following is a summary of significant accounting policies followed by the Funds in the preparation of financial statements.
A. VALUATION OF SECURITIES – The Fund calculates the net asset value of its shares as of the close of the New York Stock Exchange (“Exchange”), normally 4:00 P.M. Eastern time, on each day the Exchange is open for business. Securities listed on the Exchange (and other national exchanges) are valued at the last reported sales price on the day of valuation. Securities traded in the over the counter market (e.g. NASDAQ) and listed securities for which no sale was reported on that date are stated at the average of closing bid and asked prices. Securities traded on foreign exchanges are valued based upon the last sales price on the principal exchange on which the security is traded prior to the time when Fund’s assets are valued. Securities (including restricted securities) for which market quotations are not readily available are valued at their fair value. Foreign and domestic securities whose values have been materially affected by what the Adviser identifies as a significant event occurring before the Fund’s assets are valued but after the close of their respective exchanges will be fair valued. Fair value is determined in good faith using consistently applied procedures under the supervision of the Board of Directors. Short-term securities purchased within 60 days to maturity are valued at amortized cost, which approximates market value. These valuation procedures are reviewed and subject to approval by the Board of Directors.
B. MASTER REPURCHASE AGREEMENTS - The Funds, along with other affiliated funds, may transfer uninvested cash balances into one or more master repurchase agreement accounts. These balances are invested in one or more repurchase agreements, secured by U.S. Government securities. A custodian bank holds securities pledged as collateral for repurchase agreements until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal; however, in the event of default by the other party to the agreement, retention of the collateral may be subject to legal proceedings.
C. CURRENCY TRANSLATION - The market values of all assets and liabilities denominated in foreign currencies are recorded in the financial statements after translation to the U.S. Dollar based upon the mean between the bid and offered quotations of the currencies against U.S. Dollars on the date of valuation. The cost basis of such assets and liabilities is determined based upon historical exchange rates. Income and expenses are translated at average exchange rates in effect as accrued or incurred.
D. FOREIGN CURRENCY - The Funds may enter into forward purchases or sales of foreign currencies to hedge certain foreign currency denominated assets and liabilities against declines in market value relative to the U.S. Dollar. Forward currency contracts are marked-to-market daily and the change in market value is recorded by the Funds as an unrealized gain or loss. When the forward currency contract is closed, the Funds record a realized gain or loss equal to the difference between the value of the forward currency contract at the time it was opened and value at the time it was closed. Investments in forward currency contracts may expose the Funds to risks resulting from unanticipated movements in foreign currency exchange rates or failure of the counter-party to the agreement to perform in accordance with the terms of the contract.
26
DAVIS VARIABLE ACCOUNT FUND, INC.
NOTES TO FINANCIAL STATEMENTS - (Continued)
June 30, 2006 (Unaudited)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued)
Reported net realized foreign exchange gains or losses arise from the sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Funds’ books, and the U.S. Dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at fiscal year end, resulting from changes in the exchange rate. The Funds include foreign currency gains and losses realized on the sale of investments together with market gains and losses on such investments in the statement of operations.
E. FEDERAL INCOME TAXES - It is each Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies, and to distribute substantially all of its taxable income, including any net realized gains on investments not offset by loss carryovers, to shareholders. Therefore, no provision for Federal Income or Excise Tax is required. At June 30, 2006, Davis Value Portfolio had $11,000 of post October 2005 foreign currency losses which were deferred. At June 30, 2006, the Davis Value Portfolio and Davis Financial Portfolio had available for Federal Income Tax purposes unused capital loss carryforwards as follows:
| DAVIS | | DAVIS | |
| VALUE | | FINANCIAL | |
| PORTFOLIO | | PORTFOLIO | |
Expiring | | | | | | |
12/31/2009 | $ | – | | $ | 650,000 | |
12/31/2010 | | 13,524,000 | | | – | |
12/31/2011 | | 4,776,000 | | | 328,000 | |
12/31/2012 | | 3,532,000 | | | 926,000 | |
12/31/2013 | | – | | | 390,000 | |
Total | $ | 21,832,000 | | $ | 2,294,000 | |
F. USE OF ESTIMATES IN FINANCIAL STATEMENTS - In preparing financial statements in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of income and expenses during the reporting period. Actual results may differ from these estimates.
G. INDEMNIFICATION - Under the Funds’ organizational documents, its officers and directors are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, some of the Funds’ contracts with its service providers contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown since the amount of any future claims that may be made against the Fund cannot be determined and the Funds have no historical basis for predicting the likelihood of any such claims.
H. SECURITIES TRANSACTIONS AND RELATED INVESTMENT INCOME - Securities transactions are accounted for on the trade date (date the order to buy or sell is executed) with realized gain or loss on the sale of securities being determined based upon identified cost. Dividend income is recorded on the ex-dividend date. Interest income, which includes accretion of discount and amortization of premium, is accrued as earned.
27
DAVIS VARIABLE ACCOUNT FUND, INC.
NOTES TO FINANCIAL STATEMENTS - (Continued)
June 30, 2006 (Unaudited)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued)
I. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS - Dividends and distributions to shareholders are recorded on the ex-dividend date. Net investment income (loss), net realized gains (losses), and net unrealized appreciation (depreciation) of investments may differ for financial statement and tax purposes primarily due to differing treatments of wash sales, foreign currency transactions, and net operating losses. The character of dividends and distributions made during the fiscal year from net investment income and net realized securities gains may differ from their ultimate characterization for federal income tax purposes. Also, due to the timing of dividends and distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which income or realized gain was recorded by the Funds. The Funds adjust the classification of distributions to shareholders to reflect the differences between financial statement amounts and distributions determined in accordance with income tax regulations.
NOTE 2 - INVESTMENT ADVISORY FEES
Advisory fees are paid monthly to Davis Advisors, the Funds’ investment adviser (the “Adviser”). The fee for each of the Davis Value Portfolio, Davis Financial Portfolio, and Davis Real Estate Portfolio is 0.75% of the respective Fund’s average net assets.
Boston Financial Data Services, Inc. (“BFDS”) is the Funds’ primary transfer agent. The Adviser is also paid for certain transfer agent services. The fee paid to the Adviser for the six months ended June 30, 2006 amounted to $22 for Davis Value Portfolio, $12 for Davis Financial Portfolio, and $11 for Davis Real Estate Portfolio. State Street Bank and Trust Company (“State Street Bank”) is the Funds’ primary accounting provider. Fees for such services are included in the custodian fee as State Street Bank also serves as the Funds’ custodian. The Adviser is also paid for certain accounting services. The fee for the six months ended June 30, 2006 for Davis Value Portfolio, Davis Financial Portfolio, and Davis Real Estate Portfolio amounted to $3,000 for each fund. Certain directors and officers of the Funds are also directors and officers of the general partner of the Adviser.
Davis Selected Advisers – NY, Inc. (“DSA-NY”), a wholly-owned subsidiary of the Adviser, acts as sub-adviser to the Funds. The Funds pay no fees directly to DSA-NY.
NOTE 3 - PURCHASES AND SALES OF SECURITIES
Purchases and sales of investment securities (excluding short-term securities) for the six months ended June 30, 2006 were as follows:
| DAVIS | | DAVIS | | DAVIS | |
| VALUE | | FINANCIAL | | REAL ESTATE | |
| PORTFOLIO | | PORTFOLIO | | PORTFOLIO | |
Cost of purchases | $ | 64,599,620 | | $ | 2,198,793 | | $ | 18,771,571 | |
Proceeds of sales | $ | 54,004,101 | | $ | 5,959,862 | | $ | 13,048,712 | |
28
DAVIS VARIABLE ACCOUNT FUND, INC.
NOTES TO FINANCIAL STATEMENTS - (Continued)
June 30, 2006 (Unaudited)
NOTE 4 - CAPITAL STOCK
At June 30, 2006, there were 5 billion shares of capital stock ($0.001 par value per share) authorized. Transactions in capital stock were as follows:
| Six months ended |
| June 30, 2006 |
| (Unaudited) |
| Davis Value | | Davis Financial | | Davis Real Estate | |
| Portfolio | | Portfolio | | Portfolio | |
Shares sold | | 5,416,348 | | | 461,452 | | | 377,668 | |
Shares issued in reinvestment of distributions | | – | | | – | | | 20,434 | |
| | 5,416,348 | | | 461,452 | | | 398,102 | |
Shares redeemed | | (4,398,552 | ) | | (912,258 | ) | | (378,549 | ) |
Net increase (decrease) | | 1,017,796 | | | (450,806 | ) | | 19,553 | |
| | | | | | | | | |
Proceeds from shares sold | $ | 70,085,125 | | $ | 6,485,616 | | $ | 7,150,254 | |
Proceeds from shares issued in reinvestment of | | | | | | | | | |
distributions | | – | | | – | | | 399,085 | |
| | 70,085,125 | | | 6,485,616 | | | 7,549,339 | |
Cost of shares redeemed | | (57,369,103 | ) | | (12,726,293 | ) | | (7,107,201 | ) |
Net increase (decrease) | $ | 12,716,022 | | $ | (6,240,677 | ) | $ | 442,138 | |
| Year ended December 31, 2005 |
| Davis Value | | Davis Financial | | Davis Real Estate | |
| Portfolio | | Portfolio | | Portfolio | |
Shares sold | | 4,065,366 | | | 1,618,956 | | | 920,196 | |
Shares issued in reinvestment of distributions | | 461,408 | | | 41,615 | | | 336,339 | |
| | 4,526,774 | | | 1,660,571 | | | 1,256,535 | |
Shares redeemed | | (14,059,706 | ) | | (1,210,021 | ) | | (999,380 | ) |
Net increase (decrease) | | (9,532,932 | ) | | 450,550 | | | 257,155 | |
| | | | | | | | | |
Proceeds from shares sold | $ | 48,943,534 | | $ | 20,994,555 | | $ | 15,523,664 | |
Proceeds from shares issued in reinvestment of | | | | | | | | | |
distributions | | 5,919,855 | | | 575,947 | | | 5,818,672 | |
| | 54,863,389 | | | 21,570,502 | | | 21,342,336 | |
Cost of shares redeemed | | (171,076,225 | ) | | (15,337,622 | ) | | (16,864,156 | ) |
Net increase (decrease) | $ | (116,212,836 | ) | $ | 6,232,880 | | $ | 4,478,180 | |
NOTE 5 - EXPENSES PAID INDIRECTLY
Under an agreement with State Street Bank, each Fund’s custodian fee is reduced for earnings on cash balances maintained at the custodian by the Funds. Such reductions amounted to $1,103, $74, and $48 for Davis Value Portfolio, Davis Financial Portfolio, and Davis Real Estate Portfolio, respectively, during the six months ended June 30, 2006.
29
DAVIS VARIABLE ACCOUNT FUND, INC.
FINANCIAL HIGHLIGHTS
DAVIS VALUE PORTFOLIO
Financial Highlights for a share of capital stock outstanding throughout each period:
| Six months | | |
| ended | | |
| June 30, 2006 | Year ended December 31, | |
| (Unaudited) | 2005 | | 2004 | | 2003 | | 2002 | | 2001 | |
| | | | | | | | | | |
Net Asset Value, Beginning of | | | | | | | | | | | | | | | | | | |
Period | $ | 12.77 | | $ | 11.78 | | $ | 10.57 | | $ | 8.20 | | $ | 9.87 | | $ | 11.06 | |
| | | | | | | | | | | | | | | | | | |
Income (Loss) From Investment | | | | | | | | | | | | | | | | | | |
Operations: | | | | | | | | | | | | | | | | | | |
Net Investment Income | | 0.06 | | | 0.12 | | | 0.09 | | | 0.07 | | | 0.06 | | | 0.04 | |
Net Realized and Unrealized | | | | | | | | | | | | | | | | | | |
Gains (Losses) | | 0.36 | | | 0.99 | | | 1.21 | | | 2.37 | | | (1.66 | ) | | (1.19 | ) |
Total From Investment | | | | | | | | | | | | | | | | | | |
Operations | | 0.42 | | | 1.11 | | | 1.30 | | | 2.44 | | | (1.60 | ) | | (1.15 | ) |
| | | | | | | | | | | | | | | | | | |
Dividends and Distributions: | | | | | | | | | | | | | | | | | | |
Dividends from Net Investment | | | | | | | | | | | | | | | | | | |
Income | | – | | | (0.11 | ) | | (0.09 | ) | | (0.07 | ) | | (0.06 | ) | | (0.04 | ) |
Return of Capital | | – | | | – | | | – | 3 | | – | | | (0.01 | ) | | – | 3 |
Distributions in Excess of Net | | | | | | | | | | | | | | | | | | |
Investment Income | | – | | | (0.01 | ) | | – | | | – | | | – | | | – | |
Total Dividends and | | | | | | | | | | | | | | | | | | |
Distributions | | – | | | (0.12 | ) | | (0.09 | ) | | (0.07 | ) | | (0.07 | ) | | (0.04 | ) |
| | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | $ | 13.19 | | $ | 12.77 | | $ | 11.78 | | $ | 10.57 | | $ | 8.20 | | $ | 9.87 | |
| | | | | | | | | | | | | | | | | | |
Total Return1 | | 3.29% | | | 9.44% | | | 12.33% | | | 29.76% | | | (16.26)% | | | (10.39)% | |
| | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | |
Net Assets, End of Period | | | | | | | | | | | | | | | | | | |
(000 omitted) | $ | 653,958 | | $ | 620,369 | | $ | 684,723 | | $ | 485,002 | | $ | 283,039 | | $ | 278,958 | |
Ratio of Expenses to Average | | | | | | | | | | | | | | | | | | |
Net Assets | | 0.81%* | | | 0.81% | | | 0.81% | | | 0.82% | | | 0.83% | | | 0.87% | |
Ratio of Net Investment Income | | | | | | | | | | | | | | | | | | |
to Average Net Assets | | 0.91%* | | | 0.87% | | | 0.87% | | | 0.90% | | | 0.70% | | | 0.55% | |
Portfolio Turnover Rate2 | | 8% | | | 14% | | | 4% | | | 7% | | | 24% | | | 18% | |
1 Assumes hypothetical initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are not annualized for periods less than one year and do not reflect charges attributable to your insurance company’s separate account. Inclusion of these charges would reduce the total returns shown.
2 The lesser of purchases or sales of portfolio securities for a period, divided by the monthly average of the market value of portfolio securities owned during the period. Securities with a maturity or expiration date at the time of acquisition of one year or less are excluded from the calculation.
3 Less than $0.005 per share.
* Annualized.
See Notes to Financial Statements
30
DAVIS VARIABLE ACCOUNT FUND, INC.
FINANCIAL HIGHLIGHTS
DAVIS FINANCIAL PORTFOLIO
Financial Highlights for a share of capital stock outstanding throughout each period:
| Six months | | |
| ended | | |
| June 30, 2006 | Year ended December 31, | |
| (Unaudited) | 2005 | | 2004 | | 2003 | | 2002 | | 2001 | |
| | | | | | | | | | |
Net Asset Value, Beginning of | | | | | | | | | | | | | | | | | | |
Period | $ | 13.83 | | $ | 12.82 | | $ | 11.66 | | $ | 8.85 | | $ | 10.67 | | $ | 11.91 | |
| | | | | | | | | | | | | | | | | | |
Income (Loss) From Investment | | | | | | | | | | | | | | | | | | |
Operations: | | | | | | | | | | | | | | | | | | |
Net Investment Income | | 0.04 | | | 0.07 | | | 0.04 | | | 0.04 | | | 0.02 | | | – | |
Net Realized and Unrealized | | | | | | | | | | | | | | | | | | |
Gains (Losses) | | 0.24 | | | 1.00 | | | 1.16 | | | 2.81 | | | (1.82 | ) | | (1.24 | ) |
Total From Investment | | | | | | | | | | | | | | | | | | |
Operations | | 0.28 | | | 1.07 | | | 1.20 | | | 2.85 | | | (1.80 | ) | | (1.24 | ) |
| | | | | | | | | | | | | | | | | | |
Dividends and Distributions: | | | | | | | | | | | | | | | | | | |
Dividends from Net Investment | | | | | | | | | | | | | | | | | | |
Income | | – | | | (0.06 | ) | | (0.04 | ) | | (0.04 | ) | | (0.02 | ) | | – | 3 |
Return of Capital | | – | | | – | | | – | | | – | | | – | | | – | 3 |
Total Dividends and | | | | | | | | | | | | | | | | | | |
Distributions | | – | | | (0.06 | ) | | (0.04 | ) | | (0.04 | ) | | (0.02 | ) | | – | |
| | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | $ | 14.11 | | $ | 13.83 | | $ | 12.82 | | $ | 11.66 | | $ | 8.85 | | $ | 10.67 | |
| | | | | | | | | | | | | | | | | | |
Total Return1 | | 2.02% | | | 8.38% | | | 10.32% | | | 32.15% | | | (16.84)% | | | (10.37)% | |
| | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | |
Net Assets, End of Period | | | | | | | | | | | | | | | | | | |
(000 omitted) | $ | 120,260 | | $ | 124,060 | | $ | 109,274 | | $ | 71,179 | | $ | 31,709 | | $ | 24,587 | |
Ratio of Expenses to Average | | | | | | | | | | | | | | | | | | |
Net Assets | | 0.84%* | | | 0.85% | | | 0.85% | | | 0.90% | | | 0.99% | | | 1.00%4 | |
Ratio of Net Investment Income | | | | | | | | | | | | | | | | | | |
to Average Net Assets | | 0.61%* | | | 0.52% | | | 0.40% | | | 0.48% | | | 0.32% | | | 0.04% | |
Portfolio Turnover Rate2 | | 2% | | | 21% | | | 6% | | | 10% | | | 23% | | | 24% | |
1 Assumes hypothetical initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are not annualized for periods less than one year and do not reflect charges attributable to your insurance company’s separate account. Inclusion of these charges would reduce the total returns shown.
2 The lesser of purchases or sales of portfolio securities for a period, divided by the monthly average of the market value of portfolio securities owned during the period. Securities with a maturity or expiration date at the time of acquisition of one year or less are excluded from the calculation.
3 | Less than $0.005 per share. |
4 | Had the Adviser not absorbed certain expenses, the ratio of expenses to average net assets would have been 1.04% for 2001. |
See Notes to Financial Statements
31
DAVIS VARIABLE ACCOUNT FUND, INC.
FINANCIAL HIGHLIGHTS
DAVIS REAL ESTATE PORTFOLIO
Financial Highlights for a share of capital stock outstanding throughout each period:
| Six months | | |
| ended | | |
| June 30, 2006 | Year ended December 31, | |
| (Unaudited) | 2005 | | 2004 | | 2003 | | 2002 | | 2001 | |
| | | | | | | | | | |
Net Asset Value, Beginning of | | | | | | | | | | | | | | | | | | |
Period | $ | 17.33 | | $ | 16.80 | | $ | 13.47 | | $ | 10.49 | | $ | 10.35 | | $ | 10.38 | |
| | | | | | | | | | | | | | | | | | |
Income From Investment | | | | | | | | | | | | | | | | | | |
Operations: | | | | | | | | | | | | | | | | | | |
Net Investment Income | | 0.24 | | | 0.30 | | | 0.34 | | | 0.44 | | | 0.36 | | | 0.36 | |
Net Realized and Unrealized | | | | | | | | | | | | | | | | | | |
Gains | | 1.93 | | | 1.86 | | | 4.07 | | | 3.34 | | | 0.25 | | | 0.19 | |
Total From Investment | | | | | | | | | | | | | | | | | | |
Operations | | 2.17 | | | 2.16 | | | 4.41 | | | 3.78 | | | 0.61 | | | 0.55 | |
| | | | | | | | | | | | | | | | | | |
Dividends and Distributions: | | | | | | | | | | | | | | | | | | |
Dividends from Net Investment | | | | | | | | | | | | | | | | | | |
Income | | (0.11 | ) | | (0.54 | ) | | (0.48 | ) | | (0.55 | ) | | (0.36 | ) | | (0.36 | ) |
Return of Capital | | – | | | – | | | – | | | – | | | (0.11 | ) | | (0.07 | ) |
Distributions from Realized | | | | | | | | | | | | | | | | | | |
Gains | | – | | | (1.09 | ) | | (0.60 | ) | | (0.25 | ) | | – | | | (0.11 | ) |
Distributions in Excess of Net | | | | | | | | | | | | | | | | | | |
Investment Income | | – | | | – | | | – | | | – | | | – | | | (0.04 | ) |
Total Dividends and | | | | | | | | | | | | | | | | | | |
Distributions | | (0.11 | ) | | (1.63 | ) | | (1.08 | ) | | (0.80 | ) | | (0.47 | ) | | (0.58 | ) |
| | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | $ | 19.39 | | $ | 17.33 | | $ | 16.80 | | $ | 13.47 | | $ | 10.49 | | $ | 10.35 | |
| | | | | | | | | | | | | | | | | | |
Total Return1 | | 12.50% | | | 13.14% | | | 33.35% | | | 36.79% | | | 5.89% | | | 5.50% | |
| | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | |
Net Assets, End of Period | | | | | | | | | | | | | | | | | | |
(000 omitted) | $ | 72,628 | | $ | 64,556 | | $ | 58,279 | | $ | 35,663 | | $ | 18,806 | | $ | 10,029 | |
Ratio of Expenses to Average | | | | | | | | | | | | | | | | | | |
Net Assets | | 0.87%* | | | 0.87% | | | 0.89% | | | 0.98% | | | 1.00%3 | | | 1.00%3 | |
Ratio of Net Investment Income | | | | | | | | | | | | | | | | | | |
to Average Net Assets | | 2.63%* | | | 1.71% | | | 2.30% | | | 3.74% | | | 3.54% | | | 3.70% | |
Portfolio Turnover Rate2 | | 20% | | | 28% | | | 32% | | | 22% | | | 52% | | | 45% | |
1 Assumes hypothetical initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are not annualized for periods less than one year and do not reflect charges attributable to your insurance company’s separate account. Inclusion of these charges would reduce the total returns shown.
2 The lesser of purchases or sales of portfolio securities for a period, divided by the monthly average of the market value of portfolio securities owned during the period. Securities with a maturity or expiration date at the time of acquisition of one year or less are excluded from the calculation.
3 Had the Adviser not absorbed certain expenses, the ratio of expenses to average net assets would have been 1.10% and 1.39% for 2002 and 2001, respectively.
See Notes to Financial Statements
32
DAVIS VARIABLE ACCOUNT FUND, INC.
FUND INFORMATION
Portfolio Proxy Voting Policies and Procedures
The Funds have adopted Portfolio Proxy Voting Policies and Procedures under which the Funds vote proxies relating to securities held by the Funds. A description of the Funds’ Portfolio Proxy Voting Policies and Procedures is available (i) without charge, upon request, by calling the Funds toll-free at 1-800-279-0279, (ii) on the Funds’ website at www.davisfunds.com, and (iii) on the SEC’s website at www.sec.gov.
In addition, the Funds are required to file Form N-PX, with their complete proxy voting record for the 12 months ended June 30th, no later than August 31st of each year. The Funds’ Form N-PX filing is available (i) without charge, upon request, by calling the Funds toll-free at 1-800-279-0279, (ii) on the Funds’ website at www.davisfunds.com, and (iii) on the SEC’s website at www.sec.gov.
Form N–Q
The Funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Form N-Q is available without charge, upon request by calling 1-800-279-0279, or on the Funds’ website at www.davisfunds.com, or on the SEC’s website at www.sec.gov. The Funds’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC, and that information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
33
DAVIS VARIABLE ACCOUNT FUND, INC.
DIRECTOR APPROVAL OF ADVISORY AGREEMENTS
Process of Annual Review
The Board of Directors of the Davis Funds oversees the management of each Davis Fund and, as required by law, determines annually whether to approve the continuance of each Davis Fund's advisory agreement with Davis Selected Advisers, L.P. and sub-advisory agreement with Davis Selected Advisers-NY, Inc. (jointly “Davis Advisors” and “Advisory Agreements”).
As a part of this process the Independent Directors, with the assistance of counsel for the Independent Directors, prepares questions, which it submits to Davis Advisors in anticipation of the annual contract review. In a separate meeting held prior to the March 2006 board meeting, the Independent Directors reviewed and evaluated all information, which they deemed reasonably necessary in the circumstances. Upon completion of this review, the Independent Directors found that the terms of the Advisory Agreements are fair and reasonable and that continuation of the Advisory Agreements are in the best interests of the Funds and their shareholders. The Independent Directors recommended that the full Board of Directors approve the continuance of the Advisory Agreements, which occurred at the March 2006 board meeting.
Reasons the Independent Directors Approved Continuation of the Advisory Agreements
The Independent Directors’ determinations were based upon a comprehensive consideration of all information provided to the Independent Directors and were not the result of any single factor. The following facts and conclusions were important, but not exclusive, in the Independent Directors’ recommendation to renew the Advisory Agreements.
While the investment performance of each Fund is certainly relevant to an evaluation of the nature, extent and quality of services provided, the Independent Directors also considered the full range of services, which Davis Advisors provides to the Funds and their shareholders, including:
| 1. | achieving satisfactory investment results over the long-term after all costs; |
| 2. | providing investor education materials that help to foster healthy investor behavior; and |
| 3. | managing third party service providers, accounting, legal and compliance services. |
Davis Advisors is reimbursed a portion of its costs in providing some, but not all, of these services.
A shareholder’s ultimate return is the product of the fund’s results, as well as the shareholders’ behavior, specifically in selecting when to invest and which fund to invest in. The Independent Directors concluded that, through its actions and communications, Davis Advisors has attempted to have a meaningful, positive impact on investor behavior.
Davis Advisors and the Davis family are some of the largest shareholders in the Davis Funds. The Independent Directors concluded that this investment tends to align Davis Advisors’ and the Davis family’s interests with other shareholders, as they face the same risks, pay the same fees, and are highly motivated to achieve satisfactory long-term returns. In addition, the Independent Directors concluded that significant investments by Davis Advisors and the Davis family have contributed to the economies of scale, which have lowered fees and expenses for shareholders over time.
34
DAVIS VARIABLE ACCOUNT FUND, INC.
DIRECTOR APPROVAL OF ADVISORY AGREEMENTS – (Continued)
Reasons the Independent Directors Approved Continuation of the Advisory Agreements – (Continued)
The Independent Directors observed that Davis Advisors has consistently demonstrated a shareholder orientation. Davis Advisors and the Davis Funds have continued to receive recognition in the press, and among industry observers and participants, for the quality of its investment process, as well as its shareholder orientation and integrity. Shareholders buying the Davis Funds do so primarily to gain access to Davis Advisors’ investment expertise and shareholder orientation.
For 2005, Davis Advisors was honored as Domestic-Stock Fund Manager of the Year by Morningstar. In the press release, Kunal Kapoor, director of fund analysis for Morningstar, says that Davis Advisors "sets the bar for others in the industry. At a time when other firms don't always do what is best for their shareholders, it’s refreshing to see a firm so committed to the long-term welfare of fundholders."
The Independent Directors noted the importance of reviewing quantitative measures, but also recognized that qualitative factors could be equally, or more important, in assessing whether Davis Fund shareholders have been, or are likely to be, well served by the renewal of the management contract. They noted both the value and shortcomings of purely quantitative measures, including the data provided by independent service providers, and concluded that while such measures and data can inform, they should not supersede the judgment of the Independent Directors who take many factors, including those listed below, into consideration in representing the shareholders of Davis Funds. In connection with reviewing comparative performance information, the Independent Directors generally give weight to longer-term measurements.
The Independent Directors believe that shareholders of Davis Funds should, and will, expect Davis Advisors to employ a disciplined, company specific, research driven, businesslike, long-term investment philosophy.
The Independent Directors recognized Davis Advisors’ (a) efforts to minimize transaction costs by generally having a long-term time horizon and low portfolio turnover; (b) focus on tax efficiency; (c) record of generally producing satisfactory after tax results over the longer-term; (d) efforts towards fostering healthy investor behavior by, among other things, providing informative and substantial educational material; and (e) efforts to promote shareholder interests by actively speaking out on corporate governance issues.
The Independent Directors reviewed (a) comparative fee and expense information for competitive funds, as selected and analyzed by a nationally recognized independent service provider, (b) information regarding fees charged by Davis Advisors to other advisory clients, including funds which it sub-advises and private accounts, as well as the differences in the services provided to such other clients; and (c) the fee schedules and, if applicable, breakpoints of the various Davis Funds, including an assessment of competitive fee schedules.
The Independent Directors reviewed the management fee schedule for each Fund, profitability of each Fund to Davis Advisors, the extent to which economies of scale would be realized as the Fund grows, and whether the fee level reflects those economies of scale. The Independent Directors considered various potential benefits that Davis Advisors may receive in connection with the services it provides under the Advisory Agreements with each Davis Fund, including a review of portfolio brokerage practices. The Independent Directors noted that Davis Advisors does not use client commissions to pay for publications that are available to the general public or for third-party research services.
35
DAVIS VARIABLE ACCOUNT FUND, INC.
DIRECTOR APPROVAL OF ADVISORY AGREEMENTS – (Continued)
Reasons the Independent Directors Approved Continuation of the Advisory Agreements – (Continued)
The Independent Directors concluded that Davis Advisors had provided the Funds and their shareholders a reasonable level of both investment and non-investment services. The Independent Directors further concluded that shareholders have received a significant benefit from Davis Advisors’ shareholder oriented approach, as well as the successful execution of its investment discipline.
Davis Value Portfolio
The Independent Directors noted that Davis Value Portfolio out-performed its benchmark, the Standard & Poor’s 500® Index, and exceeded the average performance of its peer group, as determined by an independent service provider, over longer-term investment horizons.
The Independent Directors considered the total expense ratio for Davis Value Portfolio and concluded that it is reasonable and competitive with the range of average expense ratios of its peer group as determined by an independent service provider.
The Independent Directors considered the fixed advisory fee schedule for Davis Value Portfolio. The Independent Directors concluded that the advisory fee schedule represents an appropriate sharing between Fund shareholders and Davis Advisors of such economies of scale as may exist in the management of the Fund at current asset levels.
Davis Financial Portfolio
The Independent Directors noted that Davis Financial Portfolio out-performed its benchmark, the Standard & Poor’s 500® Index, and under-performed the average performance of its peer group, as determined by an independent service provider, over longer-term investment horizons.
The Independent Directors considered the total expense ratio for Davis Financial Portfolio and concluded that it is reasonable and competitive with the range of average expense ratios of its peer group as determined by an independent service provider.
The Independent Directors considered the fixed advisory fee schedule for Davis Financial Portfolio. The Independent Directors concluded that the advisory fee schedule represents an appropriate sharing between Fund shareholders and Davis Advisors of such economies of scale as may exist in the management of the Fund at current asset levels.
Davis Real Estate Portfolio
The Independent Directors noted that Davis Real Estate Portfolio trailed its benchmark, the Dow Jones Wilshire Real Estate Securities Index, and matched the average performance of its peer group, as determined by an independent service provider, over longer-term investment horizons.
The Independent Directors considered the total expense ratio for Davis Real Estate Portfolio and concluded that it is reasonable and competitive with the range of average expense ratios of its peer group as determined by an independent service provider.
The Independent Directors considered the fixed advisory fee schedule for Davis Real Estate Portfolio. The Independent Directors concluded that the advisory fee schedule represents an appropriate sharing between Fund shareholders and Davis Advisors of such economies of scale as may exist in the management of the Fund at current asset levels.
36
DAVIS VARIABLE ACCOUNT FUND, INC.
DIRECTOR APPROVAL OF ADVISORY AGREEMENTS – (Continued)
Approval of Advisory Arrangements
The Independent Directors determined that the advisory fees for Davis Value Portfolio, Davis Financial Portfolio, and Davis Real Estate Portfolio were reasonable in light of the nature, quality and extent of the services being provided to the Funds, the costs incurred by Davis Advisors in providing such service, and in comparison to the range of the average advisory fees of its peer group as determined by an independent service provider. The Independent Directors found that the terms of the Advisory Agreements are fair and reasonable and that continuation of the Advisory Agreements is in the best interests of the Funds and their shareholders. The Independent Directors therefore recommended continuation of the advisory agreements.
37
DAVIS VARIABLE ACCOUNT FUND, INC.
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
DIRECTORS
For the purposes of their service as directors to the Davis Funds, the business address for each of the directors is 2949 E. Elvira Road, Suite 101, Tucson, AZ 85706. Each Director serves until their retirement, resignation, death or removal. Subject to exceptions and exemptions, which may be granted by the Independent Directors, effective January 1, 2006, Directors must retire at the close of business on the last day of the calendar year in which the Director attains age seventy-four (74).
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | |
Name | Held With | Time | During Past Five | Overseen by | Other Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
Independent Directors
| | | | | |
Marc P. Blum (9/9/42) | Director | Director since 1986 | Chief Executive Officer, World Total Return Fund, LLLP; Of Counsel to Gordon, Feinblatt, Rothman, Hoffberger and Hollander, LLC (law firm). | 12 | Director, Legg Mason Trust (asset management company) and Rodney Trust Company (Delaware). |
| | | | | |
Thomas S. Gayner (12/16/61) | Director | Director since 2004 | Executive Vice President and Chief Investment Officer, Markel Corporation (insurance company). | 12 | Director, First Market Bank. |
| | | | | |
Jerry D. Geist (5/23/34) | Director | Director since 1986 | Chairman, Santa Fe Center Enterprises (energy project development); retired Chairman and President, Public Service Company of New Mexico. | 12 | Director, CH2M-Hill, Inc. (engineering); Chairman, Santa Fe Center Enterprises, Member, Investment Committee for Microgeneration Technology Fund, UTECH Funds. |
| | | | | |
38
DAVIS VARIABLE ACCOUNT FUND, INC.
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
DIRECTORS – (Continued)
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | |
Name | Held With | Time | During Past Five | Overseen by | Other Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
Independent Directors - Continued
| | | | | |
D. James Guzy (3/7/36) | Director | Director since 1982 | Chairman, PLX Technology, Inc. (semi-conductor manufacturer). | 12 | Director, Intel Corp. (semi-conductor manufacturer), Cirrus Logic Corp. (semi-conductor manufacturer), Alliance Technology Fund (a mutual fund), Micro Component Technology, Inc. (micro-circuit handling and testing equipment manufacturer), LogicVision, Inc. (semi-conductor software company), and Tessera Technologies, Inc. (semi-conductor packaging company). |
| | | | | |
G. Bernard Hamilton (3/18/37) | Director | Director since 1978 | Retired, Managing General Partner, Avanti Partners, L.P. from 1990-2005 (investment partnership). | 12 | none |
| | | | | |
Samuel H. Iapalucci (07/19/52) | Director | Director since 2006 | Executive Vice President and Chief Financial Officer, CH2M-Hill, Ltd., (engineering). | 12 | none |
| | | | | |
Robert P. Morgenthau (3/22/57) | Director | Director since 2002 | Chairman, NorthRoad Capital Management, LLC (an investment management firm) since June 2002; President of Private Advisory Services of Bank of America (an investment management firm) from 2001 until 2002; prior to that a managing director and global head of marketing and distribution for Lazard Asset Management (an investment management firm) for ten years. | 12 | none |
39
DAVIS VARIABLE ACCOUNT FUND, INC.
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
DIRECTORS – (Continued)
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | |
Name | Held With | Time | During Past Five | Overseen by | Other Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
Independent Directors - Continued
| | | | | |
Theodore B. Smith, Jr. (12/23/32) | Director | Director since 1994 | Chairman, John Hassall, Inc. (fastener manufacturing); Chairman, Cantrock Realty and Mayor, Incorporated Village of Mill Neck, NY. | 12 | none |
| | | | | |
Christian R. Sonne (5/6/36) | Director | Director since 1990 | General Partner, Tuxedo Park Associates (land holding and development firm); President and Chief Executive Officer of Mulford Securities Corporation (private investment fund) until 1990; formerly Vice President of Goldman Sachs & Co. (investment banking); Chairman, Board of Trustees, American Scandinavian Foundation. | 12 | none |
| | | | | |
Marsha Williams (3/28/51) | Director | Director since 1999 | Executive Vice President and Chief Financial Officer, Equity Office Properties Trust (a real estate investment trust); former Chief Administrative Officer, Crate & Barrel (home furnishings retailer); former Vice President and Treasurer, Amoco Corporation (oil & gas company). | 15 | Director, the Selected Funds (consisting of three portfolios) since 1996; Director, Modine Manufacturing, Inc. (heat transfer technology); Director, Chicago Bridge & Iron Company, N.V. (industrial construction and engineering). |
40
DAVIS VARIABLE ACCOUNT FUND, INC.
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
DIRECTORS – (Continued)
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | |
Name | Held With | Time | During Past Five | Overseen by | Other Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
Inside Directors* - Continued
| | | | | |
Jeremy H. Biggs (8/16/35) | Director/ Chairman | Director since 1994 | Vice Chairman, Member of the Investment Policy Committee and Member of the International Investment Committee, all for Fiduciary Trust Company International (money management firm); Consultant to Davis Selected Advisers, L.P. | 12 | none |
| | | | | |
Andrew A. Davis (6/25/63) | Director | Director since 1997 | President or Vice President of each Davis Fund and Selected Fund; President, Davis Selected Advisers, L.P., and also serves as an executive officer in certain companies affiliated with the Adviser. | 15 | Director, the Selected Funds (consisting of three portfolios) since 1998. |
| | | | | |
Christopher C. Davis (7/13/65) | Director | Director since 1997 | President or Vice President of each Davis Fund, Selected Fund, and Clipper Fund; Chairman, Davis Selected Advisers, L.P., and also serves as an executive officer in certain companies affiliated with the Adviser, including sole member of the Adviser’s general partner, Davis Investments, LLC; Employee of Shelby Cullom Davis & Co. (registered broker/dealer). | 15 | Director, the Selected Funds (consisting of three portfolios) since 1998. Director, Washington Post Co. (newspaper publisher). |
* Jeremy H. Biggs, Andrew A. Davis and Christopher C. Davis own partnership units (directly, indirectly or both) of the Adviser and are considered to be “interested persons” of the Funds as defined in the Investment Company Act of 1940. Andrew A. Davis and Christopher C. Davis are brothers.
41
DAVIS VARIABLE ACCOUNT FUND, INC.
2949 East Elvira Road, Tucson, Arizona 85706
| Directors | Officers |
| Jeremy H. Biggs | Jeremy H. Biggs |
| Marc P. Blum | Chairman |
| Andrew A. Davis | Christopher C. Davis |
| Christopher C. Davis | President – Davis Value Portfolio, Davis Financial |
| Thomas S. Gayner | Portfolio, & Vice President – Davis Real Estate Portfolio |
| Jerry D. Geist | Andrew A. Davis |
| D. James Guzy | President – Davis Real Estate Portfolio, |
| G. Bernard Hamilton | Vice President – Davis Value Portfolio, Davis Financial |
| Samuel H. Iapalucci | Portfolio |
| Robert P. Morgenthau | Kenneth C. Eich |
| Theodore B. Smith, Jr. | Executive Vice President & Principal |
| Christian R. Sonne | Executive Officer |
| Marsha Williams | Sharra L. Reed |
| | Vice President & Chief Compliance Officer |
| | Douglas A. Haines |
| | Vice President & Principal Accounting Officer |
| Thomas D. Tays |
| Vice President & Secretary |
| |
Investment Adviser | |
Davis Selected Advisers, L.P. (Doing business as “Davis Advisors”) | |
2949 East Elvira Road, Suite 101 | |
Tucson, Arizona 85706 | |
(800) 279-0279 | |
| |
Distributor | |
Davis Distributors, LLC | |
2949 East Elvira Road, Suite 101 | |
Tucson, Arizona 85706 | |
| |
Transfer Agent | |
Boston Financial Data Services, Inc. | |
c/o The Davis Funds | |
P.O. Box 8406 | |
Boston, Massachusetts 02266-8406 | |
| |
Custodian | |
State Street Bank and Trust Co. | |
One Lincoln Street | |
Boston, Massachusetts 02111 | |
| |
Counsel | |
Seyfarth Shaw LLP | |
131 South Dearborn Street, Suite 2400 | |
Chicago, Illinois 60603-5577 | |
| |
Independent Registered Public Accounting Firm | |
KPMG LLP | |
707 Seventeenth Street, Suite 2700 | |
Denver, Colorado 80202 | |
| | | |
For more information about Davis Variable Account Funds, Inc. including management fee, charges and expenses, see the current prospectus, which must precede or accompany this report. The Funds’ Statement of Additional Information contains additional information about the Funds’ Directors and is available without charge upon request by calling 1-800-279-0279, or on the Funds’ website at www.davisfunds.com. Quarterly Fact sheets are available on the Funds’ website at www.davisfunds.com.
42
Table of Contents
Management's Discussion and Analysis | 2 |
| |
Fund Overview | 4 |
| |
Expense Example | 5 |
| |
Schedule of Investments | 6 |
| |
Statement of Assets and Liabilities | 11 |
| |
Statement of Operations | 12 |
| |
Statements of Changes in Net Assets | 13 |
| |
Notes to Financial Statements | 14 |
| |
Financial Highlights | 17 |
| |
Fund Information | 18 |
| |
Directors Approval of Advisory Agreements | 19 |
| |
Directors and Officers | 22 |
| |
DAVIS VALUE PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
Management’s Discussion and Analysis
Market Environment
During the six-month period ended June 30, 2006, the stock market, as measured by the Standard & Poor’s 500® Index1, increased by 2.71%. U.S. economic activity, as measured by the gross domestic product (“GDP”), increased 2.5% in the second quarter after increasing 5.6% in the first quarter. Interest rates, as measured by the 10-year Treasury bond, began 2006 a little above 4.4% and ended the second quarter at about 5.1%.
Davis Value Portfolio
Performance Overview
Davis Value Portfolio returned 3.29% for the six-month period ended June 30, 20062, compared to its benchmark, the Standard & Poor’s 500® Index1, which returned 2.71%.
Consumer staple companies were the most important contributors3 to the Portfolio’s performance over the six-month period. The Portfolio holds a significant investment in these companies and this sector out-performed the Index. Costco Wholesale4 was among the top contributors to performance.
Energy companies and banking companies also made important contributions to performance. Two energy companies, Occidental Petroleum and ConocoPhillips, and three banking companies, HSBC Holdings, Wells Fargo, and Golden West Financial, were among the top contributors to performance.
Insurance companies were the most important detractors from the Portfolio’s performance over the six-month period. The Portfolio holds a significant investment in insurance companies and this sector under-performed the Index. While Loews was among the Portfolio’s top contributors to performance, American International Group, Progressive, and Transatlantic Holdings were among the top detractors from performance.
Information technology companies and health care companies also detracted from performance. Three information technology companies, Microsoft, Iron Mountain, and Dell, and one health care company, HCA, were among the top detractors from performance.
Other individual companies making important contributions to performance included Comcast, a broadcasting and cable TV company, News Corp., a movie and entertainment company, and JPMorgan Chase, a diversified financial services company. Other individual companies detracting from performance included Sprint Nextel, a telecommunication services company, Moody’s, a diversified financial services company, and Sealed Air, a materials company.
The Portfolio had approximately 10% of its assets invested in foreign companies at June 30, 2006. As a group, the foreign companies owned by the Portfolio out-performed the S&P 500® Index over the six-month period.
2
DAVIS VALUE PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
Management’s Discussion and Analysis – Continued
This Semi-Annual Report is authorized for use by existing shareholders. Prospective shareholders must receive a current Davis Value Portfolio prospectus, which contains more information about investment strategies, risks, charges, and expenses. Please read the prospectus carefully before investing or sending money.
Davis Value Portfolio’s investment objective is long-term growth of capital. There can be no assurance that the Portfolio will achieve its objective. The primary risks of an investment in Davis Value Portfolio are: (1) market risk, (2) company risk, (3) financial services risk, (4) foreign country risk, (5) headline risk, and (6) selection risk. See the prospectus for a full description of each risk.
1 The S&P 500® Index is an unmanaged index of 500 selected common stocks, most of which are listed on the New York Stock Exchange. The Index is adjusted for dividends, weighted towards stocks with large market capitalizations, and represents approximately two-thirds of the total market value of all domestic common stocks. Investments cannot be made directly in the Index.
2 Total return assumes reinvestment of dividends and capital gain distributions. Past performance is not a guarantee of future results. Investment return and principal value will vary, so that when redeemed, an investor’s shares may be worth more or less than when purchased. The following table lists the average annual total returns for the periods ended June 30, 2006.
| | | FUND INCEPTION |
| 1-YEAR | 5-YEAR | (July 1, 1999) |
Davis Value Portfolio | 11.62% | 5.75% | 4.78% |
Standard & Poor’s 500® Index | 8.63% | 2.49% | 0.38% |
Portfolio performance numbers are net of all portfolio operating expenses, but do not include any insurance charges imposed by your insurance company’s separate account. If performance information included the effect of these additional charges, the total return would be lower.
Portfolio performance changes over time and current performance may be higher or lower than stated. For more current information please call Davis Funds Shareholder Services at 1-800-279-0279.
3 A company’s or sector’s contribution to the Portfolio’s performance is a product both of its appreciation or depreciation and its weighting within the portfolio. For example, a 5% holding that rises 20% has twice as much impact as a 1% holding that rises 50%.
4 This Management Discussion & Analysis discusses a number of individual companies. The information provided in this report does not provide information reasonably sufficient upon which to base an investment decision and should not be considered a recommendation to purchase or sell any particular security. The schedule of investments lists the Portfolio’s holdings of each company discussed.
Shares of the Davis Value Portfolio are not deposits or obligations of any bank, are not guaranteed by any bank, are not insured by the FDIC or any other agency, and involve investment risks, including possible loss of the principal amount invested.
3
DAVIS VALUE PORTFOLIO
FUND OVERVIEW
At June 30, 2006 (Unaudited)
Portfolio Makeup | | Sector Weightings |
(% of Fund’s Net Assets) | | (% of Long Term Portfolio) |
| | | | | |
| | | | Fund | S&P 500® |
Common Stock | 98.0% | | Insurance | 14.5% | 4.7% |
Short Term Investments, | | | Diversified Financials | 14.0% | 9.9% |
Convertible Bonds, | | | Energy | 12.0% | 10.2% |
Other Assets & Liabilities | 2.0% | | Banks | 10.5% | 5.9% |
| 100.0% | | Food, Beverage & Tobacco | 7.3% | 4.8% |
| | | Media | 7.0% | 3.4% |
| | | Food & Staples Retailing | 6.6% | 2.4% |
| | | Technology | 4.9% | 14.9% |
| | | Materials | 4.1% | 3.1% |
| | | Capital Goods | 4.2% | 8.9% |
| | | Health Care | 3.9% | 12.3% |
| | | Other | 3.5% | 12.0% |
| | | Telecommunication Services | 2.2% | 3.3% |
| | | Transportation | 1.9% | 2.0% |
| | | Automobiles & Components | 1.8% | 0.5% |
| | | Consumer Services | 1.6% | 1.7% |
| | | | 100.0% | 100.0% |
Top 10 Holdings
| | % of Fund’s |
Security | Industry | Net Assets |
American Express Co. | Consumer Finance | 4.49% |
Altria Group, Inc. | Food, Beverage & Tobacco | 4.44% |
Costco Wholesale Corp. | Food & Staples Retailing | 4.44% |
ConocoPhillips | Energy | 4.13% |
Tyco International Ltd. | Capital Goods | 4.11% |
JPMorgan Chase & Co. | Diversified Financial Services | 4.00% |
American International Group, Inc. | Multi-Line Insurance | 3.95% |
Golden West Financial Corp. | Thrift & Mortgage Finance | 3.44% |
Berkshire Hathaway Inc., Class A | Property & Casualty Insurance | 3.29% |
HSBC Holdings PLC | Commercial Banks | 3.07% |
4
DAVIS VALUE PORTFOLIO
EXPENSE EXAMPLE (Unaudited)
Example
As a shareholder of the Fund, you incur ongoing costs only, including advisory and administrative fees and other Fund expenses. The Expense Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period indicated, which is from 01/01/06 to 06/30/06. Please note that the Expense Example is general and does not reflect charges imposed by your insurance company’s separate account or account specific costs, which may increase your total costs of investing in the Fund. If these charges or account specific costs were included in the Expense Example, the expenses would have been higher.
Actual Expenses
The information represented in the row entitled “Actual” provides information about actual account values and actual expenses. You may use the information in this row, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The information represented in the row entitled “Hypothetical” provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the information in the row entitled “Hypothetical” is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
| Beginning | Ending | Expenses Paid |
| Account Value | Account Value | During Period* |
| (01/01/06) | (06/30/06) | (01/01/06-06/30/06) |
Davis Value Portfolio | | | |
Actual | $1,000.00 | $1,032.90 | $4.08 |
Hypothetical | $1,000.00 | $1,020.78 | $4.06 |
Hypothetical assumes 5% annual return before expenses.
* Expenses are equal to the Fund’s annualized expense ratio (0.81%), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
5
DAVIS VALUE PORTFOLIO
June 30, 2006 (Unaudited)
| | Value | |
Shares | Security | (Note 1 | ) |
COMMON STOCK – (98.03%) |
ADVERTISING – (0.26%) | | | |
| 28,400 | | WPP Group PLC, ADR (United Kingdom) | $ | 1,711,242 | |
AUTOMOBILES & COMPONENTS – (1.75%) | | | |
| 208,200 | | Harley-Davidson, Inc. | | 11,428,098 | |
BROADCASTING & CABLE TV – (3.79%) | | | |
| 599,421 | | Comcast Corp., Special Class A* | | 19,652,017 | |
| 21,910 | | Liberty Media Holding Corp. - Capital, Series A* | | 1,837,373 | |
| 132,172 | | NTL Inc. | | 3,290,422 | |
| | | | | 24,779,812 | |
CAPITAL GOODS – (4.11%) | | | |
| 978,558 | | Tyco International Ltd. | | 26,910,345 | |
CAPITAL MARKETS – (1.90%) | | | |
| 158,320 | | Ameriprise Financial, Inc. | | 7,072,154 | |
| 65,400 | | Morgan Stanley | | 4,133,934 | |
| 20,900 | | State Street Corp. | | 1,214,081 | |
| | | | | 12,420,169 | |
CATALOG RETAIL – (0.29%) | | | |
| 109,550 | | Liberty Media Holding Corp. - Interactive, Series A* | | 1,888,094 | |
COMMERCIAL BANKS – (6.92%) | | | |
| 101,700 | | Commerce Bancorp, Inc. | | 3,627,639 | |
| 1,139,913 | | HSBC Holdings PLC (United Kingdom) | | 20,056,941 | |
| 118,600 | | Lloyds TSB Group PLC, ADR (United Kingdom) | | 4,681,142 | |
| 252,000 | | Wells Fargo & Co. | | 16,904,160 | |
| | | | | 45,269,882 | |
COMMERCIAL SERVICES & SUPPLIES – (0.86%) | | | |
| 80,400 | | D&B Corp.* | | 5,602,272 | |
CONSUMER DURABLES & APPAREL – (0.24%) | | | |
| 22,939 | | Hunter Douglas NV (Netherlands) | | 1,544,758 | |
CONSUMER FINANCE – (4.49%) | | | |
| 552,100 | | American Express Co. | | 29,382,762 | |
CONSUMER SERVICES – (1.59%) | | | |
| 49,000 | | Apollo Group, Inc., Class A* | | 2,533,055 | |
| 328,800 | | H&R Block, Inc. | | 7,845,168 | |
| | | | | 10,378,223 | |
DIVERSIFIED FINANCIAL SERVICES – (7.36%) | | | |
| 294,933 | | Citigroup Inc. | | 14,227,568 | |
| 622,648 | | JPMorgan Chase & Co. | | 26,151,216 | |
| 142,000 | | Moody’s Corp. | | 7,733,320 | |
| | | | | 48,112,104 | |
6
DAVIS VALUE PORTFOLIO
SCHEDULE OF INVESTMENTS – (Continued)
June 30, 2006 (Unaudited)
| | Value | |
Shares | Security | (Note 1 | ) |
COMMON STOCK – (Continued) |
ENERGY – (11.84%) | | | |
| 412,642 | | ConocoPhillips | $ | 27,040,430 | |
| 234,500 | | Devon Energy Corp. | | 14,166,145 | |
| 199,900 | | EOG Resources, Inc. | | 13,861,066 | |
| 159,300 | | Occidental Petroleum Corp. | | 16,336,215 | |
| 75,300 | | Transocean Inc.* | | 6,048,096 | |
| | | | | 77,451,952 | |
FOOD & STAPLES RETAILING – (6.47%) | | | |
| 507,500 | | Costco Wholesale Corp. | | 29,018,850 | |
| 275,600 | | Wal-Mart Stores, Inc. | | 13,275,652 | |
| | | | | 42,294,502 | |
FOOD, BEVERAGE & TOBACCO – (7.17%) | | | |
| 395,400 | | Altria Group, Inc. | | 29,034,222 | |
| 117,400 | | Diageo PLC, ADR (United Kingdom) | | 7,930,370 | |
| 145,940 | | Heineken Holding NV (Netherlands) | | 5,381,541 | |
| 82,200 | | Hershey Co. | | 4,526,754 | |
| | | | | 46,872,887 | |
HEALTH CARE EQUIPMENT & SERVICES – (3.81%) | | | |
| 102,200 | | Cardinal Health, Inc. | | 6,574,526 | |
| 166,800 | | Caremark Rx, Inc. | | 8,318,316 | |
| 232,200 | | HCA, Inc. | | 10,019,430 | |
| | | | | 24,912,272 | |
HOMEFURNISHING RETAIL – (0.26%) | | | |
| 51,700 | | Bed Bath & Beyond Inc.* | | 1,715,148 | |
HOUSEHOLD & PERSONAL PRODUCTS – (1.47%) | | | |
| 87,600 | | Avon Products, Inc. | | 2,715,600 | |
| 124,500 | | Procter & Gamble Co. | | 6,922,200 | |
| | | | | 9,637,800 | |
INSURANCE BROKERS – (0.70%) | | | |
| 132,400 | | Aon Corp. | | 4,610,168 | |
INTERNET RETAIL – (0.29%) | | | |
| 45,850 | | Expedia, Inc.* | | 687,062 | |
| 46,050 | | IAC/InterActiveCorp* | | 1,220,095 | |
| | | | | 1,907,157 | |
LIFE & HEALTH INSURANCE – (0.51%) | | | |
| 41,200 | | Principal Financial Group, Inc. | | 2,292,780 | |
| 25,400 | | Sun Life Financial Inc. (Canada) | | 1,014,222 | |
| | | | | 3,307,002 | |
7
DAVIS VALUE PORTFOLIO
SCHEDULE OF INVESTMENTS – (Continued)
June 30, 2006 (Unaudited)
| | Value | |
Shares | Security | (Note 1 | ) |
COMMON STOCK – (Continued) |
MATERIALS – (4.02%) | | | |
| 86,300 | | BHP Billiton PLC (United Kingdom) | $ | 1,674,058 | |
| 59,000 | | Martin Marietta Materials, Inc. | | 5,377,850 | |
| 30,600 | | Rio Tinto PLC (United Kingdom) | | 1,617,781 | |
| 250,200 | | Sealed Air Corp. | | 13,030,416 | |
| 58,700 | | Vulcan Materials Co. | | 4,578,600 | |
| | | | | 26,278,705 | |
MOVIES & ENTERTAINMENT – (1.61%) | | | |
| 550,000 | | News Corp., Class A | | 10,549,000 | |
MULTI-LINE INSURANCE – (5.94%) | | | |
| 436,937 | | American International Group, Inc. | | 25,801,130 | |
| 368,100 | | Loews Corp. | | 13,049,145 | |
| | | | | 38,850,275 | |
PROPERTY & CASUALTY INSURANCE – (6.21%) | | | |
| 235 | | Berkshire Hathaway Inc., Class A* | | 21,539,865 | |
| 42 | | Berkshire Hathaway Inc., Class B* | | 127,806 | |
| 36,600 | | Chubb Corp. | | 1,826,340 | |
| 1,300 | | Markel Corp.* | | 451,100 | |
| 647,600 | | Progressive Corp. (Ohio) | | 16,649,796 | |
| | | | | 40,594,907 | |
PUBLISHING – (1.22%) | | | |
| 30,800 | | Gannett Co., Inc. | | 1,722,644 | |
| 84,700 | | Lagardere S.C.A. (France) | | 6,250,963 | |
| | | | | 7,973,607 | |
REINSURANCE – (0.96%) | | | |
| 112,437 | | Transatlantic Holdings, Inc. | | 6,285,228 | |
SOFTWARE & SERVICES – (3.27%) | | | |
| 225,726 | | Iron Mountain Inc.* | | 8,437,638 | |
| 556,200 | | Microsoft Corp. | | 12,962,241 | |
| | | | | 21,399,879 | |
TECHNOLOGY HARDWARE & EQUIPMENT – (1.52%) | | | |
| 184,300 | | Dell Inc.* | | 4,507,057 | |
| 117,400 | | Hewlett-Packard Co. | | 3,719,232 | |
| 84,000 | | Nokia Oyj, ADR (Finland) | | 1,701,840 | |
| | | | | 9,928,129 | |
TELECOMMUNICATION SERVICES – (1.85%) | | | |
| 147,200 | | SK Telecom Co., Ltd., ADR (South Korea) | | 3,447,424 | |
| 432,400 | | Sprint Nextel Corp. | | 8,643,676 | |
| | | | | 12,091,100 | |
8
DAVIS VALUE PORTFOLIO
SCHEDULE OF INVESTMENTS – (Continued)
June 30, 2006 (Unaudited)
| | Value | |
Shares/Principal | Security | (Note 1 | ) |
COMMON STOCK – (Continued) |
THRIFT & MORTGAGE FINANCE – (3.44%) | | | |
| 303,500 | | Golden West Financial Corp. | $ | 22,519,700 | |
TRANSPORTATION – (1.91%) | | | |
| 1,196,000 | | China Merchants Holdings International Co., Ltd. (Hong Kong) | | 3,642,069 | |
| 1,054,200 | | Cosco Pacific Ltd. (Hong Kong) | | 2,334,733 | |
| 36,500 | | Kuehne & Nagel International AG, Registered (Switzerland) | | 2,657,151 | |
| 46,500 | | United Parcel Service, Inc., Class B | | 3,828,345 | |
| | | | | 12,462,298 | |
| | | Total Common Stock – (identified cost $458,072,250) | | 641,069,477 | |
CONVERTIBLE BONDS – (0.37%) |
TELECOMMUNICATION SERVICES – (0.37%) | | | |
$ | 1,600,000 | | Level 3 Communications, Inc., Conv. Sr. Notes, 10.00%, 05/01/11 | | | |
| | | (identified cost $1,600,000) | | 2,442,000 | |
SHORT TERM INVESTMENTS – (1.40%) |
| 2,473,000 | | Banc of America Securities LLC Joint Repurchase Agreement, 5.28%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $2,474,088 | | | |
| | | (collateralized by: U.S. Government agency mortgage in a pooled cash | | | |
| | | account, 5.00%, 07/01/35, total market value $2,522,460) | | 2,473,000 | |
| 2,501,000 | | Goldman, Sachs & Co. Joint Repurchase Agreement, 5.28%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $2,502,100 | | | |
| | | (collateralized by: U.S. Government agency mortgages in a pooled | | | |
| | | cash account, 5.00%-5.50%, 03/01/34-04/01/36, total market | | | |
| | | value $2,551,020) | | 2,501,000 | |
| 4,168,000 | | Nomura Securities International, Inc. Joint Repurchase Agreement, 5.35%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $4,169,858 | | | |
| | | (collateralized by: U.S. Government agency mortgages in a pooled cash | | | |
| | | account, 4.815%-5.469%, 09/01/33-05/01/38, total market | | | |
| | | value $4,251,360) | | 4,168,000 | |
| | | Total Short Term Investments – (identified cost $9,142,000) | | 9,142,000 | |
| | | Total Investments – (99.80%) – (identified cost $468,814,250) – (a) | | 652,653,477 | |
| | | Other Assets Less Liabilities – (0.20%) | | 1,304,342 | |
| | | Net Assets – (100.00%) | $ | 653,957,819 | |
9
DAVIS VALUE PORTFOLIO
SCHEDULE OF INVESTMENTS – (Continued)
June 30, 2006 (Unaudited)
*Non-Income Producing Security.
ADR: American Depository Receipt
(a) Aggregate cost for Federal Income Tax purposes is $470,198,008. At June 30, 2006 unrealized appreciation (depreciation) of securities for Federal Income Tax purposes is as follows:
| | | Unrealized appreciation | $ | 189,025,364 | |
| | | Unrealized depreciation | | (6,569,895 | ) |
| | | Net unrealized appreciation | $ | 182,455,469 | |
See Notes to Financial Statements
10
DAVIS VALUE PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
At June 30, 2006 (Unaudited)
ASSETS: | | | |
| Investments in securities, at value (see accompanying Schedule of Investments) | | | |
| (identified cost $468,814,250) | $ | 652,653,477 | |
| Cash | | 151,809 | |
| Receivables: | | | |
| Dividends and interest | | 937,082 | |
| Capital stock sold | | 344,825 | |
| Investment securities sold | | 1,047,305 | |
| Total assets | | 655,134,498 | |
LIABILITIES: | | | |
| Payables: | | | |
| Capital stock redeemed | | 151,297 | |
| Investment securities purchased | | 584,634 | |
| Accrued expenses | | 34,036 | |
| Accrued management fees | | 406,712 | |
| Total liabilities | | 1,176,679 | |
NET ASSETS | $ | 653,957,819 | |
| | | | |
SHARES OUTSTANDING (NOTE 4) | | 49,588,994 | |
| | | |
NET ASSET VALUE, offering, and redemption price per share | | | |
(Net Assets ÷ Shares Outstanding) | $ | 13.19 | |
| | | |
NET ASSETS CONSIST OF: | | | |
| Par value of shares of capital stock | $ | 49,589 | |
| Additional paid-in capital | | 486,176,049 | |
| Undistributed net investment income | | 2,917,135 | |
| Accumulated net realized loss from investments and foreign currency transactions | | (19,024,732 | ) |
| Net unrealized appreciation on investments and foreign currency transactions | | 183,839,778 | |
| Net Assets | $ | 653,957,819 | |
| | | | |
See Notes to Financial Statements
11
DAVIS VALUE PORTFOLIO
STATEMENT OF OPERATIONS
For the six months ended June 30, 2006 (Unaudited)
INVESTMENT INCOME: | | | |
| Income: | | | |
| Dividends (Net of foreign withholding taxes of $45,674) | $ | 5,226,147 | |
| Interest | | 319,614 | |
| Total income | | 5,545,761 | |
| | | | | | |
| Expenses: | | | | | |
| Management fees (Note 2) | $ | 2,420,346 | | | |
| Custodian fees | | 81,324 | | | |
| Transfer agent fees | | 7,231 | | | |
| Audit fees | | 8,400 | | | |
| Accounting fees (Note 2) | | 3,000 | | | |
| Legal fees | | 6,468 | | | |
| Reports to shareholders | | 26,033 | | | |
| Directors’ fees and expenses | | 56,022 | | | |
| Registration and filing fees | | 1,753 | | | |
| Miscellaneous | | 8,571 | | | |
| Total expenses | | 2,619,148 | |
| Expenses paid indirectly (Note 5) | | (1,103 | ) |
| Net expenses | | 2,618,045 | |
| Net investment income | | 2,927,716 | |
| | | | |
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: | | | |
| Net realized gain (loss) from: | | | |
| Investment transactions | | 4,277,343 | |
| Foreign currency transactions | | (1,295 | ) |
| Net increase in unrealized appreciation on investments and foreign currency | | | |
| transactions | | 13,669,177 | |
| Net realized and unrealized gain on investments and foreign currency | | | |
| transactions | | 17,945,225 | |
| Net increase in net assets resulting from operations | $ | 20,872,941 | |
| | | | |
| | | | |
| | | | |
See Notes to Financial Statements
12
DAVIS VALUE PORTFOLIO
STATEMENTS OF CHANGES IN NET ASSETS
| Six months ended June 30, 2006 (Unaudited) | | Year ended December 31, 2005 | |
OPERATIONS: | | | | | | |
Net investment income | $ | 2,927,716 | | $ | 5,683,326 | |
Net realized gain from investments and foreign | | | | | | |
currency transactions | | 4,276,048 | | | 13,734,031 | |
Net increase in unrealized appreciation on investments and | | | | | | |
foreign currency transactions | | 13,669,177 | | | 38,361,868 | |
Net increase in net assets resulting from operations | | 20,872,941 | | | 57,779,225 | |
| | | | | | |
DIVIDENDS AND DISTRIBUTIONS TO | | | | | | |
SHAREHOLDERS FROM: | | | | | | |
Net investment income | | – | | | (5,657,876 | ) |
Distributions in excess of net investment income | | – | | | (262,594 | ) |
| | | | | | |
CAPITAL SHARE TRANSACTIONS (NOTE 4) | | 12,716,022 | | | (116,212,836 | ) |
| | | | | | |
Total increase (decrease) in net assets | | 33,588,963 | | | (64,354,081 | ) |
| | | | | | |
NET ASSETS: | | | | | | |
Beginning of period | | 620,368,856 | | | 684,722,937 | |
End of period* | $ | 653,957,819 | | $ | 620,368,856 | |
| | | | | | |
*Including undistributed (overdistributed) net | | | | | | |
investment income of | $ | 2,917,135 | | $ | (10,581 | ) |
| | | | | | |
| | | | | | |
| | | | | | |
See Notes to Financial Statements
13
DAVIS VALUE PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
June 30, 2006 (Unaudited)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Fund is a separate series of Davis Variable Account Fund, Inc., which is registered under the Investment Company Act of 1940, as amended, as a diversified, open-end management investment company. Insurance companies, for the purpose of funding variable annuity or variable life insurance contracts, may only purchase shares of the Fund. The following is a summary of significant accounting policies followed by the Fund in the preparation of financial statements.
A. VALUATION OF SECURITIES - The Fund calculates the net asset value of its shares as of the close of the New York Stock Exchange (“Exchange”), normally 4:00 P.M. Eastern time, on each day the Exchange is open for business. Securities listed on the Exchange (and other national exchanges) are valued at the last reported sales price on the day of valuation. Securities traded in the over the counter market (e.g. NASDAQ) and listed securities for which no sale was reported on that date are stated at the average of closing bid and asked prices. Securities traded on foreign exchanges are valued based upon the last sales price on the principal exchange on which the security is traded prior to the time when Fund’s assets are valued. Securities (including restricted securities) for which market quotations are not readily available are valued at their fair value. Foreign and domestic securities whose values have been materially affected by what the Adviser identifies as a significant event occurring before the Fund’s assets are valued but after the close of their respective exchanges will be fair valued. Fair value is determined in good faith using consistently applied procedures under the supervision of the Board of Directors. Short-term securities purchased within 60 days to maturity are valued at amortized cost, which approximates market value. These valuation procedures are reviewed and subject to approval by the Board of Directors.
B. MASTER REPURCHASE AGREEMENTS - The Fund, along with other affiliated funds, may transfer uninvested cash balances into one or more master repurchase agreement accounts. These balances are invested in one or more repurchase agreements, secured by U.S. Government securities. A custodian bank holds securities pledged as collateral for repurchase agreements, until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal; however, in the event of default by the other party to the agreement, retention of the collateral may be subject to legal proceedings.
C. CURRENCY TRANSLATION - The market values of all assets and liabilities denominated in foreign currencies are recorded in the financial statements after translation to the U.S. Dollar based upon the mean between the bid and offered quotations of the currencies against U.S. Dollars on the date of valuation. The cost basis of such assets and liabilities is determined based upon historical exchange rates. Income and expenses are translated at average exchange rates in effect as accrued or incurred.
D. FOREIGN CURRENCY - The Fund may enter into forward purchases or sales of foreign currencies to hedge certain foreign currency denominated assets and liabilities against declines in market value relative to the U.S. Dollar. Forward currency contracts are marked-to-market daily and the change in market value is recorded by the Fund as an unrealized gain or loss. When the forward currency contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the forward currency contract at the time it was opened and value at the time it was closed. Investments in forward currency contracts may expose the Fund to risks resulting from unanticipated movements in foreign currency exchange rates or failure of the counter-party to the agreement to perform in accordance with the terms of the contract.
14
DAVIS VALUE PORTFOLIO
NOTES TO FINANCIAL STATEMENTS - (Continued)
June 30, 2006 (Unaudited)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued)
Reported net realized foreign exchange gains or losses arise from the sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books, and the U.S. Dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at fiscal year end, resulting from changes in the exchange rate. The Fund includes foreign currency gains and losses realized on the sale of investments together with market gains and losses on such investments in the statement of operations.
E. FEDERAL INCOME TAXES - It is the Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income, including any net realized gains on investments not offset by loss carryovers, to shareholders. Therefore, no provision for Federal Income or Excise Tax is required. At June 30, 2006, the Fund had $11,000 of post October 2005 foreign currency losses which were deferred. At June 30, 2006, the Fund had available for Federal Income Tax purposes unused capital loss carryforwards of $13,524,000, $4,776,000, and $3,532,000, which expire in 2010, 2011, and 2012, respectively.
F. USE OF ESTIMATES IN FINANCIAL STATEMENTS - In preparing financial statements in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of income and expenses during the reporting period. Actual results may differ from these estimates.
G. INDEMNIFICATION - Under the Fund’s organizational documents, its officers and directors are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, some of the Fund’s contracts with its service providers contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown since the amount of any future claims that may be made against the Fund cannot be determined and the Fund has no historical basis for predicting the likelihood of any such claims.
H. SECURITIES TRANSACTIONS AND RELATED INVESTMENT INCOME - Securities transactions are accounted for on the trade date (date the order to buy or sell is executed) with realized gain or loss on the sale of securities being determined based upon identified cost. Dividend income is recorded on the ex-dividend date. Interest income, which includes accretion of discount and amortization of premium, is accrued as earned.
I. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS - Dividends and distributions to shareholders are recorded on the ex-dividend date. Net investment income (loss), net realized gains (losses), and net unrealized appreciation (depreciation) of investments may differ for financial statement and tax purposes primarily due to differing treatments of wash sales, foreign currency transactions and net operating losses. The character of dividends and distributions made during the fiscal year from net investment income and net realized securities gains may differ from their ultimate characterization for federal income tax purposes. Also, due to the timing of dividends and distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which income or realized gain was recorded by the Fund. The Fund adjusts the classification of distributions to shareholders to reflect the differences between financial statement amounts and distributions determined in accordance with income tax regulations.
15
DAVIS VALUE PORTFOLIO
NOTES TO FINANCIAL STATEMENTS - (Continued)
June 30, 2006 (Unaudited)
NOTE 2 - INVESTMENT ADVISORY FEES
Advisory fees are paid monthly to Davis Advisors, the Fund’s investment adviser (the “Adviser”) at an annual rate of 0.75% of the Fund’s average net assets.
Boston Financial Data Services, Inc. (“BFDS”) is the Fund’s primary transfer agent. The Adviser is also paid for certain transfer agent services. The fee paid to the Adviser for the six months ended June 30, 2006 amounted to $22. State Street Bank and Trust Company (“State Street Bank”) is the Fund’s primary accounting provider. Fees for such services are included in the custodian fee as State Street Bank also serves as the Fund’s custodian. The Adviser is also paid for certain accounting services. The fee for the six months ended June 30, 2006 amounted to $3,000. Certain directors and officers of the Fund are also directors and officers of the general partner of the Adviser.
Davis Selected Advisers – NY, Inc. (“DSA-NY”), a wholly-owned subsidiary of the Adviser, acts as sub-adviser to the Fund. The Fund pays no fees directly to DSA-NY.
NOTE 3 - PURCHASES AND SALES OF SECURITIES
Purchases and sales of investment securities (excluding short-term securities) for the six months ended June 30, 2006 were $64,599,620 and $54,004,101, respectively.
NOTE 4 - CAPITAL STOCK
At June 30, 2006, there were 500 million shares of capital stock ($0.001 par value per share) authorized. Transactions in capital stock were as follows:
| Six months ended June 30, 2006 | | Year ended December 31, | |
| (Unaudited) | | 2005 | |
Shares sold | | 5,416,348 | | | 4,065,366 | |
Shares issued in reinvestment of distributions | | – | | | 461,408 | |
| | 5,416,348 | | | 4,526,774 | |
Shares redeemed | | (4,398,552 | ) | | (14,059,706 | ) |
Net increase (decrease) | | 1,017,796 | | | (9,532,932 | ) |
| | | | | | |
Proceeds from shares sold | $ | 70,085,125 | | $ | 48,943,534 | |
Proceeds from shares issued in reinvestment of distributions | | – | | | 5,919,855 | |
| | 70,085,125 | | | 54,863,389 | |
Cost of shares redeemed | | (57,369,103 | ) | | (171,076,225 | ) |
Net increase (decrease) | $ | 12,716,022 | | $ | (116,212,836 | ) |
NOTE 5 - EXPENSES PAID INDIRECTLY
Under an agreement with State Street Bank, the Fund’s custodian fee is reduced for earnings on cash balances maintained at the custodian by the Fund. Such reductions amounted to $1,103 during the six months ended June 30, 2006.
16
DAVIS VALUE PORTFOLIO
FINANCIAL HIGHLIGHTS
Financial Highlights for a share of capital stock outstanding throughout each period:
| Six months | | |
| ended | | |
| June 30, 2006 | Year ended December 31, | |
| (Unaudited) | 2005 | | 2004 | | 2003 | | 2002 | | 2001 | |
| | | | | | | | | | |
Net Asset Value, Beginning of | | | | | | | | | | | | | | | | | | |
Period | $ | 12.77 | | $ | 11.78 | | $ | 10.57 | | $ | 8.20 | | $ | 9.87 | | $ | 11.06 | |
| | | | | | | | | | | | | | | | | | |
Income (Loss) From Investment | | | | | | | | | | | | | | | | | | |
Operations: | | | | | | | | | | | | | | | | | | |
Net Investment Income | | 0.06 | | | 0.12 | | | 0.09 | | | 0.07 | | | 0.06 | | | 0.04 | |
Net Realized and Unrealized | | | | | | | | | | | | | | | | | | |
Gains (Losses) | | 0.36 | | | 0.99 | | | 1.21 | | | 2.37 | | | (1.66 | ) | | (1.19 | ) |
Total From Investment | | | | | | | | | | | | | | | | | | |
Operations | | 0.42 | | | 1.11 | | | 1.30 | | | 2.44 | | | (1.60 | ) | | (1.15 | ) |
| | | | | | | | | | | | | | | | | | |
Dividends and Distributions: | | | | | | | | | | | | | | | | | | |
Dividends from Net Investment | | | | | | | | | | | | | | | | | | |
Income | | – | | | (0.11 | ) | | (0.09 | ) | | (0.07 | ) | | (0.06 | ) | | (0.04 | ) |
Return of Capital | | – | | | – | | | – | 3 | | – | | | (0.01 | ) | | – | 3 |
Distributions in Excess of Net | | | | | | | | | | | | | | | | | | |
Investment Income | | – | | | (0.01 | ) | | – | | | – | | | – | | | – | |
Total Dividends and | | | | | | | | | | | | | | | | | | |
Distributions | | – | | | (0.12 | ) | | (0.09 | ) | | (0.07 | ) | | (0.07 | ) | | (0.04 | ) |
| | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | $ | 13.19 | | $ | 12.77 | | $ | 11.78 | | $ | 10.57 | | $ | 8.20 | | $ | 9.87 | |
| | | | | | | | | | | | | | | | | | |
Total Return1 | | 3.29% | | | 9.44% | | | 12.33% | | | 29.76% | | | (16.26)% | | | (10.39)% | |
| | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | |
Net Assets, End of Period | | | | | | | | | | | | | | | | | | |
(000 omitted) | $ | 653,958 | | $ | 620,369 | | $ | 684,723 | | $ | 485,002 | | $ | 283,039 | | $ | 278,958 | |
Ratio of Expenses to Average | | | | | | | | | | | | | | | | | | |
Net Assets | | 0.81%* | | | 0.81% | | | 0.81% | | | 0.82% | | | 0.83% | | | 0.87% | |
Ratio of Net Investment Income | | | | | | | | | | | | | | | | | | |
to Average Net Assets | | 0.91%* | | | 0.87% | | | 0.87% | | | 0.90% | | | 0.70% | | | 0.55% | |
Portfolio Turnover Rate2 | | 8% | | | 14% | | | 4% | | | 7% | | | 24% | | | 18% | |
1 Assumes hypothetical initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are not annualized for periods less than one year and do not reflect charges attributable to your insurance company’s separate account. Inclusion of these charges would reduce the total returns shown.
2 The lesser of purchases or sales of portfolio securities for a period, divided by the monthly average of the market value of portfolio securities owned during the period. Securities with a maturity or expiration date at the time of acquisition of one year or less are excluded from the calculation.
3 | Less than $0.005 per share. |
* | Annualized. | |
See Notes to Financial Statements
17
DAVIS VALUE PORTFOLIO
FUND INFORMATION
Portfolio Proxy Voting Policies and Procedures
The Fund has adopted Portfolio Proxy Voting Policies and Procedures under which the Fund votes proxies relating to securities held by the Fund. A description of the Fund’s Portfolio Proxy Voting Policies and Procedures is available (i) without charge, upon request, by calling the Fund toll-free at 1-800-279-0279, (ii) on the Fund’s website at www.davisfunds.com, and (iii) on the SEC’s website at www.sec.gov.
In addition, the Fund is required to file Form N-PX, with its complete proxy voting record for the 12 months ended June 30th, no later than August 31st of each year. The Fund’s Form N-PX filing is available (i) without charge, upon request, by calling the Fund toll-free at 1-800-279-0279, (ii) on the Fund’s website at www.davisfunds.com, and (iii) on the SEC’s website at www.sec.gov.
Form N–Q
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available without charge upon request by calling 1-800-279-0279 or on the Fund’s website at www.davisfunds.com or on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC, and that information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
18
DAVIS VALUE PORTFOLIO
DIRECTOR APPROVAL OF ADVISORY AGREEMENTS
Process of Annual Review
The Board of Directors of the Davis Funds oversees the management of each Davis Fund and, as required by law, determines annually whether to approve the continuance of each Davis Fund's advisory agreement with Davis Selected Advisers, L.P. and sub-advisory agreement with Davis Selected Advisers-NY, Inc. (jointly “Davis Advisors” and “Advisory Agreements”).
As a part of this process the Independent Directors, with the assistance of counsel for the Independent Directors, prepares questions, which it submits to Davis Advisors in anticipation of the annual contract review. In a separate meeting held prior to the March 2006 board meeting, the Independent Directors reviewed and evaluated all information, which they deemed reasonably necessary in the circumstances. Upon completion of this review, the Independent Directors found that the terms of the Advisory Agreements are fair and reasonable and that continuation of the Advisory Agreements are in the best interests of the Fund and their shareholders. The Independent Directors recommended that the full Board of Directors approve the continuance of the Advisory Agreements, which occurred at the March 2006 board meeting.
Reasons the Independent Directors Approved Continuation of the Advisory Agreements
The Independent Directors’ determinations were based upon a comprehensive consideration of all information provided to the Independent Directors and were not the result of any single factor. The following facts and conclusions were important, but not exclusive, in the Independent Directors’ recommendation to renew the Advisory Agreements.
While the investment performance of each Fund is certainly relevant to an evaluation of the nature, extent and quality of services provided, the Independent Directors also considered the full range of services, which Davis Advisors provides to the Funds and their shareholders, including:
| 1. | achieving satisfactory investment results over the long-term after all costs; |
| 2. | providing investor education materials that help to foster healthy investor behavior; and |
| 3. | managing third party service providers, accounting, legal and compliance services. |
Davis Advisors is reimbursed a portion of its costs in providing some, but not all, of these services.
A shareholder’s ultimate return is the product of the fund’s results, as well as the shareholders’ behavior, specifically in selecting when to invest and which fund to invest in. The Independent Directors concluded that, through its actions and communications, Davis Advisors has attempted to have a meaningful, positive impact on investor behavior.
Davis Advisors and the Davis family are some of the largest shareholders in the Davis Funds. The Independent Directors concluded that this investment tends to align Davis Advisors’ and the Davis family’s interests with other shareholders, as they face the same risks, pay the same fees, and are highly motivated to achieve satisfactory long-term returns. In addition, the Independent Directors concluded that significant investments by Davis Advisors and the Davis family have contributed to the economies of scale, which have lowered fees and expenses for shareholders over time.
19
DAVIS VALUE PORTFOLIO
DIRECTOR APPROVAL OF ADVISORY AGREEMENTS – (Continued)
Reasons the Independent Directors Approved Continuation of the Advisory Agreements – (Continued)
The Independent Directors observed that Davis Advisors has consistently demonstrated a shareholder orientation. Davis Advisors and the Davis Funds have continued to receive recognition in the press, and among industry observers and participants, for the quality of its investment process, as well as its shareholder orientation and integrity. Shareholders buying the Davis Funds do so primarily to gain access to Davis Advisors’ investment expertise and shareholder orientation.
For 2005, Davis Advisors was honored as Domestic-Stock Fund Manager of the Year by Morningstar. In the press release, Kunal Kapoor, director of fund analysis for Morningstar, says that Davis Advisors "sets the bar for others in the industry. At a time when other firms don't always do what is best for their shareholders, it’s refreshing to see a firm so committed to the long-term welfare of fundholders."
The Independent Directors noted the importance of reviewing quantitative measures, but also recognized that qualitative factors could be equally, or more important, in assessing whether Davis Fund shareholders have been, or are likely to be, well served by the renewal of the management contract. They noted both the value and shortcomings of purely quantitative measures, including the data provided by independent service providers, and concluded that while such measures and data can inform, they should not supersede the judgment of the Independent Directors who take many factors, including those listed below, into consideration in representing the shareholders of Davis Funds. In connection with reviewing comparative performance information, the Independent Directors generally give weight to longer-term measurements.
The Independent Directors believe that shareholders of Davis Funds should, and will, expect Davis Advisors to employ a disciplined, company specific, research driven, businesslike, long-term investment philosophy.
The Independent Directors recognized Davis Advisors’ (a) efforts to minimize transaction costs by generally having a long-term time horizon and low portfolio turnover; (b) focus on tax efficiency; (c) record of generally producing satisfactory after tax results over the longer-term; (d) efforts towards fostering healthy investor behavior by, among other things, providing informative and substantial educational material; and (e) efforts to promote shareholder interests by actively speaking out on corporate governance issues.
The Independent Directors reviewed (a) comparative fee and expense information for competitive funds, as selected and analyzed by a nationally recognized independent service provider, (b) information regarding fees charged by Davis Advisors to other advisory clients, including funds which it sub-advises and private accounts, as well as the differences in the services provided to such other clients; and (c) the fee schedules and, if applicable, breakpoints of the various Davis Funds, including an assessment of competitive fee schedules.
The Independent Directors reviewed the management fee schedule for each Fund, profitability of each Fund to Davis Advisors, the extent to which economies of scale would be realized as the Fund grows, and whether the fee level reflects those economies of scale. The Independent Directors considered various potential benefits that Davis Advisors may receive in connection with the services it provides under the Advisory Agreements with each Davis Fund, including a review of portfolio brokerage practices. The Independent Directors noted that Davis Advisors does not use client commissions to pay for publications that are available to the general public or for third-party research services.
20
DAVIS VALUE PORTFOLIO
DIRECTOR APPROVAL OF ADVISORY AGREEMENTS – (Continued)
Reasons the Independent Directors Approved Continuation of the Advisory Agreements – (Continued)
The Independent Directors concluded that Davis Advisors had provided the Fund and their shareholders a reasonable level of both investment and non-investment services. The Independent Directors further concluded that shareholders have received a significant benefit from Davis Advisors’ shareholder oriented approach, as well as the successful execution of its investment discipline.
Davis Value Portfolio
The Independent Directors noted that Davis Value Portfolio out-performed its benchmark, the Standard & Poor’s 500® Index, and exceeded the average performance of its peer group, as determined by an independent service provider, over longer-term investment horizons.
The Independent Directors considered the total expense ratio for Davis Value Portfolio and concluded that it is reasonable and competitive with the range of average expense ratios of its peer group as determined by an independent service provider.
The Independent Directors considered the fixed advisory fee schedule for Davis Value Portfolio. The Independent Directors concluded that the advisory fee schedule represents an appropriate sharing between Fund shareholders and Davis Advisors of such economies of scale as may exist in the management of the Fund at current asset levels.
Approval of Advisory Arrangements
The Independent Directors determined that the advisory fees for Davis Value Portfolio were reasonable in light of the nature, quality and extent of the services being provided to the Fund, the costs incurred by Davis Advisors in providing such service, and in comparison to the range of the average advisory fees of its peer group as determined by an independent service provider. The Independent Directors found that the terms of the Advisory Agreements are fair and reasonable and that continuation of the Advisory Agreements is in the best interests of the Fund and their shareholders. The Independent Directors therefore recommended continuation of the advisory agreements.
21
DAVIS VALUE PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
DIRECTORS
For the purposes of their service as directors to the Davis Funds, the business address for each of the directors is 2949 E. Elvira Road, Suite 101, Tucson, AZ 85706. Each Director serves until their retirement, resignation, death or removal. Subject to exceptions and exemptions, which may be granted by the Independent Directors, effective January 1, 2006, Directors must retire at the close of business on the last day of the calendar year in which the Director attains age seventy-four (74).
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | Other |
Name | Held With | Time | During Past Five | Overseen by | Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
| | | | | |
Independent Directors
| | | | | |
Marc P. Blum (9/9/42) | Director | Director since 1986 | Chief Executive Officer, World Total Return Fund, LLLP; Of Counsel to Gordon, Feinblatt, Rothman, Hoffberger and Hollander, LLC (law firm). | 12 | Director, Legg Mason Trust (asset management company) and Rodney Trust Company (Delaware). |
| | | | | |
Thomas S. Gayner (12/16/61) | Director | Director since 2004 | Executive Vice President and Chief Investment Officer, Markel Corporation (insurance company). | 12 | Director, First Market Bank. |
| | | | | |
Jerry D. Geist (5/23/34) | Director | Director since 1986 | Chairman, Santa Fe Center Enterprises (energy project development); retired Chairman and President, Public Service Company of New Mexico. | 12 | Director, CH2M-Hill, Inc. (engineering); Chairman, Santa Fe Center Enterprises, Member, Investment Committee for Microgeneration Technology Fund, UTECH Funds. |
| | | | | |
22
DAVIS VALUE PORTFOLIO
2949 East Elvira Road, Suite 101
DIRECTORS – (Continued)
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | Other |
Name | Held With | Time | During Past Five | Overseen by | Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
Independent Directors – (Continued)
| | | | | |
D. James Guzy (3/7/36) | Director | Director since 1982 | Chairman, PLX Technology, Inc. (semi-conductor manufacturer). | 12 | Director, Intel Corp. (semi-conductor manufacturer), Cirrus Logic Corp. (semi-conductor manufacturer), Alliance Technology Fund (a mutual fund), Micro Component Technology, Inc. (micro-circuit handling and testing equipment manufacturer), LogicVision, Inc. (semi-conductor software company), and Tessera Technologies, Inc. (semi-conductor packaging company). |
| | | | | |
G. Bernard Hamilton (3/18/37) | Director | Director since 1978 | Retired, Managing General Partner, Avanti Partners, L.P. from 1990-2005 (investment partnership). | 12 | none |
| | | | | |
Samuel H. Iapalucci (7/19/52) | Director | Director since 2006 | Executive Vice President and Chief Financial Officer, CH2M-Hill, Ltd., (engineering). | 12 | none |
| | | | | |
Robert P. Morgenthau (3/22/57) | Director | Director since 2002 | Chairman, NorthRoad Capital Management, LLC (an investment management firm) since June 2002; President of Private Advisory Services of Bank of America (an investment management firm) from 2001 until 2002; prior to that a managing director and global head of marketing and distribution for Lazard Asset Management (an investment management firm) for ten years. | 12 | none |
| | | | | |
23
DAVIS VALUE PORTFOLIO
2949 East Elvira Road, Suite 101
DIRECTORS – (Continued)
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | Other |
Name | Held With | Time | During Past Five | Overseen by | Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
Independent Directors – (Continued)
| | | | | |
Theodore B. Smith, Jr. (12/23/32) | Director | Director since 1994 | Chairman, John Hassall, Inc. (fastener manufacturing); Chairman, Cantrock Realty and Mayor, Incorporated Village of Mill Neck, NY. | 12 | none |
| | | | | |
Christian R. Sonne (5/6/36) | Director | Director since 1990 | General Partner, Tuxedo Park Associates (land holding and development firm); President and Chief Executive Officer of Mulford Securities Corporation (private investment fund) until 1990; formerly Vice President of Goldman Sachs & Co. (investment banking); Chairman, Board of Trustees, American Scandinavian Foundation. | 12 | none |
| | | | | |
Marsha Williams (3/28/51) | Director | Director since 1999 | Executive Vice President and Chief Financial Officer, Equity Office Properties Trust (a real estate investment trust); former Chief Administrative Officer, Crate & Barrel (home furnishings retailer); former Vice President and Treasurer, Amoco Corporation (oil & gas company). | 15 | Director, the Selected Funds (consisting of three portfolios) since 1996; Director, Modine Manufacturing, Inc. (heat transfer technology); Director, Chicago Bridge & Iron Company, N.V. (industrial construction and engineering). |
24
DAVIS VALUE PORTFOLIO
2949 East Elvira Road, Suite 101
DIRECTORS – (Continued)
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | Other |
Name | Held With | Time | During Past Five | Overseen by | Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
Inside Directors*
| | | | | |
Jeremy H. Biggs (8/16/35) | Director/ Chairman | Director since 1994 | Vice Chairman, Member of the Investment Policy Committee and Member of the International Investment Committee, all for Fiduciary Trust Company International (money management firm); Consultant to Davis Selected Advisers, L.P. | 12 | none |
| | | | | |
Andrew A. Davis (6/25/63) | Director | Director since 1997 | President or Vice President of each Davis Fund and Selected Fund; President, Davis Selected Advisers, L.P., and also serves as an executive officer in certain companies affiliated with the Adviser. | 15 | Director, the Selected Funds (consisting of three portfolios) since 1998. |
| | | | | |
Christopher C. Davis (7/13/65) | Director | Director since 1997 | President or Vice President of each Davis Fund, Selected Fund, and Clipper Fund; Chairman, Davis Selected Advisers, L.P., and also serves as an executive officer in certain companies affiliated with the Adviser, including sole member of the Adviser’s general partner, Davis Investments, LLC; Employee of Shelby Cullom Davis & Co. (registered broker/dealer). | 15 | Director, the Selected Funds (consisting of three portfolios) since 1998. Director, Washington Post Co. (newspaper publisher). |
* Jeremy H. Biggs, Andrew A. Davis and Christopher C. Davis own partnership units (directly, indirectly or both) of the Adviser and are considered to be “interested persons” of the Funds as defined in the Investment Company Act of 1940. Andrew A. Davis and Christopher C. Davis are brothers.
25
DAVIS VALUE PORTFOLIO
2949 East Elvira Road, Tucson, Arizona 85706
| Directors | Officers |
| Jeremy H. Biggs | Jeremy H. Biggs |
| Marc P. Blum | Chairman |
| Andrew A. Davis | Christopher C. Davis |
| Christopher C. Davis | President |
| Thomas S. Gayner | Andrew A. Davis |
| Jerry D. Geist | Vice President |
| D. James Guzy | Kenneth C. Eich |
| G. Bernard Hamilton | Executive Vice President & Principal |
| Samuel H. Iapalucci | Executive Officer |
| Robert P. Morgenthau | Sharra L. Reed |
| Theodore B. Smith, Jr. | Vice President & Chief Compliance Officer |
| Christian R. Sonne | Douglas A. Haines |
| Marsha Williams | Vice President & Principal Accounting Officer |
| | Thomas D. Tays |
| | Vice President & Secretary |
| | |
| |
| |
| |
Investment Adviser | |
Davis Selected Advisers, L.P. (Doing business as “Davis Advisors”) | |
2949 East Elvira Road, Suite 101 | |
Tucson, Arizona 85706 | |
(800) 279-0279 | |
| |
Distributor | |
Davis Distributors, LLC | |
2949 East Elvira Road, Suite 101 | |
Tucson, Arizona 85706 | |
| |
Transfer Agent | |
Boston Financial Data Services, Inc. | |
c/o The Davis Funds | |
P.O. Box 8406 | |
Boston, Massachusetts 02266-8406 | |
| |
Custodian | |
State Street Bank and Trust Co. | |
One Lincoln Street | |
Boston, Massachusetts 02111 | |
| |
Counsel | |
Seyfarth Shaw LLP | |
131 South Dearborn Street, Suite 2400 | |
Chicago, Illinois 60603-5577 | |
| |
Independent Registered Public Accounting Firm | |
KPMG LLP | |
707 Seventeenth Street, Suite 2700 | |
Denver, Colorado 80202 | |
| | | |
For more information about Davis Value Portfolio including management fee, charges and expenses, see the current prospectus, which must precede or accompany this report. The Fund’s Statement of Additional Information contains additional information about the Fund’s Directors and is available without charge upon request by calling 1-800-279-0279, or on the Fund’s website at www.davisfunds.com. Quarterly Fact sheets are available on the Funds’ website at www.davisfunds.com.
26
Table of Contents
Management's Discussion and Analysis | 2 |
| |
Fund Overview | 5 |
| |
Expense Example | 6 |
| |
Schedule of Investments | 7 |
| |
Statement of Assets and Liabilities | 9 |
| |
Statement of Operations | 10 |
| |
Statements of Changes in Net Assets | 11 |
| |
Notes to Financial Statements | 12 |
| |
Financial Highlights | 16 |
| |
Fund Information | 17 |
| |
Director Approval of Advisory Agreement | 18 |
| |
Directors and Officers | 21 |
| |
DAVIS FINANCIAL PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
Management’s Discussion and Analysis
Market Environment
During the six-month period ended June 30, 2006, the stock market, as measured by the Standard & Poor’s 500® Index1, increased by 2.71%. U.S. economic activity, as measured by the gross domestic product (“GDP”), increased 2.5% in the second quarter after increasing 5.6% in the first quarter. Interest rates, as measured by the 10-year Treasury bond, began 2006 a little above 4.4% and ended the second quarter at about 5.1%.
Davis Financial Portfolio
Performance Overview
Davis Financial Portfolio returned 2.02% for the six-month period ended June 30, 20062, compared to its benchmark, the Standard & Poor’s 500® Index1, which returned 2.71%.
Financial service companies, as a whole, turned in a stronger performance than the S&P 500® Index. The specific financial service companies, which the Portfolio owned, out-performed the majority of financial service companies in the Index. The Portfolio’s non-financial holdings overall detracted from performance over the six-month period.
Diversified financial companies were the most important contributors3 to the Portfolio’s performance over the six-month period. The Portfolio holds a significant investment in these companies and this sector out-performed the Index. First Marblehead4, American Express, JPMorgan Chase, and Ameriprise Financial were among the top contributors to performance. Moody’s was among the top detractors from performance.
Banking companies were also important contributors to the Portfolio’s performance over the six-month period. Golden West Financial, Wells Fargo, and Commerce Bancorp were among the top contributors to performance. ICICI Bank was among the top detractors from performance.
Insurance companies were the most important detractors from the Portfolio’s performance over the six-month period. Insurance companies represent the Portfolio’s largest holdings and this sector under-performed the Index. While Loews, China Life, and Markel were among the Portfolio’s top contributors to performance, American International Group, Progressive, Transatlantic Holdings, and Everest Re Group were among the top detractors from performance.
Among the Portfolio’s non-financial holdings, Tyco International, a capital goods company, Sealed Air, a materials company, and H&R Block, a consumer services company, were among the top detractors from performance.
______________________________
This Semi-Annual Report is authorized for use by existing shareholders. Prospective shareholders must receive a current Davis Variable Account Funds (including Davis Financial Portfolio) prospectus, which contains more information about investment strategies, risks, charges, and expenses. Please read the prospectus carefully before investing or sending money.
2
DAVIS FINANCIAL PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
Management’s Discussion and Analysis – Continued
Davis Financial Portfolio’s investment objective is long-term growth of capital. There can be no assurance that the Portfolio will achieve its objective. The primary risks of an investment in Davis Financial Portfolio are: (1) market risk, (2) company risk, (3) concentrated financial services portfolio risk, (4) foreign country risk, (5) headline risk, and (6) selection risk. See the prospectus for a full description of each risk.
Davis Financial Portfolio concentrates its investments in the financial sector, and it may be subject to greater risks than a portfolio that does not concentrate its investments in a particular sector. The Portfolio’s investment performance, both good and bad, is expected to reflect the economic performance of the financial sector more than a portfolio that does not concentrate its portfolio.
1 The S&P 500® Index is an unmanaged index of 500 selected common stocks, most of which are listed on the New York Stock Exchange. The Index is adjusted for dividends, weighted towards stocks with large market capitalizations, and represents approximately two-thirds of the total market value of all domestic common stocks. Investments cannot be made directly in the index.
2 Total return assumes reinvestment of dividends and capital gain distributions. Past performance is not a guarantee of future results. Investment return and principal value will vary, so that when redeemed, an investor’s shares may be worth more or less than when purchased. The following table lists the average annual total returns for the periods ended June 30, 2006.
| | | PORTFOLIO'S |
| | | INCEPTION |
| 1-YEAR | 5-YEAR | (July 1, 1999) |
Davis Financial Portfolio | 13.59% | 4.45% | 5.56% |
Standard & Poor’s 500® Index | 8.63% | 2.49% | 0.38% |
Portfolio performance numbers are net of all portfolio operating expenses, but do not include any insurance charges imposed by your insurance company’s separate account. If performance information included the effect of these additional charges, the total return would be lower.
Portfolio performance changes over time and current performance may be higher or lower than stated. For more current information please call Davis Funds Shareholder Services at 1-800-279-0279.
3 A company’s or sector’s contribution to the Portfolio’s performance is a product both of its appreciation or depreciation and its weighting within the portfolio. For example, a 5% holding that rises 20% has twice as much impact as a 1% holding that rises 50%.
3
DAVIS FINANCIAL PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
Management’s Discussion and Analysis – Continued
4 This Management Discussion & Analysis discusses a number of individual companies. The information provided in this report does not provide information reasonably sufficient upon which to base an investment decision and should not be considered a recommendation to purchase or sell any particular security. The schedule of investments lists the Portfolio’s holdings of each company discussed.
Shares of the Davis Financial Portfolio are not deposits or obligations of any bank, are not guaranteed by any bank, are not insured by the FDIC or any other agency, and involve investment risks, including possible loss of the principal amount invested.
4
DAVIS FINANCIAL PORTFOLIO
FUND OVERVIEW
At June 30, 2006 (Unaudited)
Portfolio Makeup | | Sector Weightings |
(% of Fund’s Net Assets) | | (% of Stock Holdings) |
| | | | | |
| | | | Fund | S&P 500® |
Common Stock | 93.0% | | Insurance | 34.5% | 4.7% |
Short Term Investments, | | | Diversified Financials | 32.7% | 9.9% |
Other Assets & Liabilities | 7.0% | | Banks | 17.7% | 5.9% |
| 100.0% | | Capital Goods | 4.7% | 8.9% |
| | | Food, Beverage & Tobacco | 3.1% | 4.8% |
| | | Commercial Services & Supplies | 2.7% | 0.7% |
| | | Consumer Services | 2.6% | 1.7% |
| | | Materials | 2.0% | 3.1% |
| | | Technology | – | 14.9% |
| | | Health Care | – | 12.3% |
| | | Energy | – | 10.2% |
| | | Other | – | 22.9% |
| | | | 100.0% | 100.0% |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
Top 10 Holdings
| | % of Fund’s |
Security | Industry | Net Assets |
American Express Co. | Consumer Finance | 9.86% |
Transatlantic Holdings, Inc. | Reinsurance | 8.06% |
Moody’s Corp. | Diversified Financial Services | 5.98% |
Golden West Financial Corp. | Thrift & Mortgage Finance | 5.58% |
First Marblehead Corp. | Consumer Finance | 5.57% |
Loews Corp. | Multi-Line Insurance | 5.46% |
Commerce Bancorp, Inc. | Commercial Banks | 5.34% |
Wells Fargo & Co. | Commercial Banks | 5.32% |
JPMorgan Chase & Co. | Diversified Financial Services | 5.13% |
American International Group, Inc. | Multi-Line Insurance | 4.93% |
5
DAVIS FINANCIAL PORTFOLIO
EXPENSE EXAMPLE (Unaudited)
Example
As a shareholder of the Fund, you incur ongoing costs only, including advisory and administrative fees and other Fund expenses. The Expense Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period indicated, which is from 01/01/06 to 06/30/06. Please note that the Expense Example is general and does not reflect charges imposed by your insurance company’s separate account or account specific costs, which may increase your total costs of investing in the Fund. If these charges or account specific costs were included in the Expense Example, the expenses would have been higher.
Actual Expenses
The information represented in the row entitled “Actual” provides information about actual account values and actual expenses. You may use the information in this row, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The information represented in the row entitled “Hypothetical” provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the information in the row entitled “Hypothetical” is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
| Beginning | Ending | Expenses Paid |
| Account Value | Account Value | During Period* |
| (01/01/06) | (06/30/06) | (01/01/06-06/30/06) |
Davis Financial Portfolio | | | |
Actual | $1,000.00 | $1,020.25 | $4.21 |
Hypothetical | $1,000.00 | $1,020.63 | $4.21 |
Hypothetical assumes 5% annual return before expenses.
* Expenses are equal to the Fund’s annualized expense ratio (0.84%), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
6
DAVIS FINANCIAL PORTFOLIO
June 30, 2006 (Unaudited)
| | Value |
Shares | Security | (Note 1) |
COMMON STOCK – (92.99%) |
CAPITAL GOODS – (4.34%) | | | |
| 190,000 | | Tyco International Ltd. | $ | 5,225,000 | |
CAPITAL MARKETS – (3.82%) | | | |
| 102,860 | | Ameriprise Financial, Inc. | | 4,594,756 | |
COMMERCIAL BANKS – (10.91%) | | | |
| 179,900 | | Commerce Bancorp, Inc. | | 6,417,033 | |
| 13,300 | | ICICI Bank Ltd., ADR (India) | | 314,545 | |
| 95,300 | | Wells Fargo & Co. | | 6,392,724 | |
| | | | | 13,124,302 | |
COMMERCIAL SERVICES & SUPPLIES – (2.55%) | | | |
| 44,000 | | D&B Corp.* | | 3,065,920 | |
CONSUMER FINANCE – (15.43%) | | | |
| 222,800 | | American Express Co. | | 11,857,416 | |
| 117,700 | | First Marblehead Corp. | | 6,701,838 | |
| | | | | 18,559,254 | |
CONSUMER SERVICES – (2.39%) | | | |
| 120,200 | | H&R Block, Inc. | | 2,867,972 | |
DIVERSIFIED FINANCIAL SERVICES – (11.11%) | | | |
| 147,048 | | JPMorgan Chase & Co. | | 6,176,016 | |
| 132,000 | | Moody’s Corp. | | 7,188,720 | |
| | | | | 13,364,736 | |
FOOD, BEVERAGE & TOBACCO – (2.86%) | | | |
| 46,800 | | Altria Group, Inc. | | 3,436,524 | |
LIFE & HEALTH INSURANCE – (1.72%) | | | |
| 32,600 | | China Life Insurance Co., Ltd., ADR (China) | | 2,063,580 | |
MATERIALS – (1.87%) | | | |
| 43,200 | | Sealed Air Corp. | | 2,249,856 | |
MULTI-LINE INSURANCE – (10.39%) | | | |
| 100,387 | | American International Group, Inc. | | 5,927,852 | |
| 185,400 | | Loews Corp. | | 6,572,430 | |
| | | | | 12,500,282 | |
PROPERTY & CASUALTY INSURANCE – (9.56%) | | | |
| 52,100 | | FPIC Insurance Group, Inc.* | | 2,013,665 | |
| 13,600 | | Markel Corp.* | | 4,719,200 | |
| 185,400 | | Progressive Corp. (Ohio) | | 4,766,634 | |
| | | | | 11,499,499 | |
REINSURANCE – (10.46%) | | | |
| 33,300 | | Everest Re Group, Ltd. | | 2,882,781 | |
| | | | | | | | |
7
DAVIS FINANCIAL PORTFOLIO
SCHEDULE OF INVESTMENTS – (Continued) |
June 30, 2006 (Unaudited)
| | Value |
Shares/Principal | Security | (Note 1) |
COMMON STOCK – (Continued) |
REINSURANCE – (Continued) | | | |
| 173,437 | | Transatlantic Holdings, Inc. | $ | 9,695,128 | |
| | | | | 12,577,909 | |
THRIFT & MORTGAGE FINANCE – (5.58%) | | | |
| 90,400 | | Golden West Financial Corp. | | 6,707,680 | |
| | | Total Common Stock – (identified cost $81,655,183) | | 111,837,271 | |
SHORT TERM INVESTMENTS – (6.88%) |
$ | 2,237,000 | | Banc of America Securities LLC Joint Repurchase Agreement, 5.28%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $2,237,984 | | | |
| | | (collateralized by: U.S. Government agency mortgage in a pooled cash | | | |
| | | account, 5.00%, 07/01/35, total market value $2,281,740) | | 2,237,000 | |
| 2,263,000 | | Goldman, Sachs & Co. Joint Repurchase Agreement, 5.28%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $2,263,996 | | | |
| | | (collateralized by: U.S. Government agency mortgages in a pooled cash | | | |
| | | account, 5.00%-5.50%, 03/01/34-04/01/36, total market | | | |
| | | value $2,308,260) | | 2,263,000 | |
| 3,772,000 | | Nomura Securities International, Inc. Joint Repurchase Agreement, 5.35%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $3,773,682 | | | |
| | | (collateralized by: U.S. Government agency mortgages in | | | |
| | | a pooled cash account, 4.815%-5.469%, 09/01/33-05/01/38, | | | |
| | | total market value $3,847,440) | | 3,772,000 | |
| | | Total Short Term Investments – (identified cost $8,272,000) | | 8,272,000 | |
| | | Total Investments – (99.87%) – (identified cost $89,927,183) – (a) | | 120,109,271 | |
| | | Other Assets Less Liabilities – (0.13%) | | 150,903 | |
| | | Net Assets – (100.00%) | $ | 120,260,174 | |
*Non-Income Producing Security.
ADR: American Depository Receipt
(a) Aggregate cost for Federal Income Tax purposes is $90,243,010. At June 30, 2006 unrealized appreciation (depreciation) of securities for Federal Income Tax purposes is as follows:
| | | Unrealized appreciation | $ | 31,108,484 | |
| | | Unrealized depreciation | | (1,242,223 | ) |
| | | Net unrealized appreciation | $ | 29,866,261 | |
See Notes to Financial Statements
8
DAVIS FINANCIAL PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
At June 30, 2006 (Unaudited)
ASSETS: | | | |
| Investments in securities, at value (see accompanying Schedule of Investments) | | | |
| (identified cost $89,927,183) | $ | 120,109,271 | |
| Cash | | 2,103 | |
| Receivables: | | | |
| Dividends and interest | | 102,410 | |
| Capital stock sold | | 137,859 | |
| Total assets | | 120,351,643 | |
LIABILITIES: | | | |
| Payables: | | | |
| Capital stock redeemed | | 337 | |
| Accrued expenses | | 14,660 | |
| Accrued management fees | | 76,472 | |
| Total liabilities | | 91,469 | |
NET ASSETS | $ | 120,260,174 | |
| | | | |
SHARES OUTSTANDING (NOTE 4) | | 8,522,317 | |
| | | |
NET ASSET VALUE, offering and redemption price per share | | | |
(Net Assets ÷ Shares Outstanding) | $ | 14.11 | |
| | | |
NET ASSETS CONSIST OF: | | | |
| Par value of shares of capital stock | $ | 8,522 | |
| Additional paid-in capital | | 91,575,231 | |
| Undistributed net investment income | | 375,458 | |
| Accumulated net realized losses from investments and foreign currency transactions | | (1,881,125 | ) |
| Net unrealized appreciation on investments and foreign currency transactions | | 30,182,088 | |
| Net Assets | $ | 120,260,174 | |
| | | | |
See Notes to Financial Statements
9
DAVIS FINANCIAL PORTFOLIO
STATEMENT OF OPERATIONS
For the six months ended June 30, 2006 (Unaudited)
INVESTMENT INCOME: | | | |
| Income: | | | |
| Dividends | $ | 659,152 | |
| Interest | | 229,618 | |
| Total income | | 888,770 | |
| | | | | | |
| Expenses: | | | | | |
| Management fees (Note 2) | $ | 459,899 | | | |
| Custodian fees | | 17,375 | | | |
| Transfer agent fees | | 4,179 | | | |
| Audit fees | | 6,600 | | | |
| Accounting fees (Note 2) | | 3,000 | | | |
| Legal fees | | 1,222 | | | |
| Reports to shareholders | | 7,748 | | | |
| Directors’ fees and expenses | | 10,632 | | | |
| Registration and filing fees | | 247 | | | |
| Miscellaneous | | 4,259 | | | |
| Total expenses | | 515,161 | |
| Expenses paid indirectly (Note 5) | | (74 | ) |
| Net expenses | | 515,087 | |
| Net investment income | | 373,683 | |
| | | | |
REALIZED AND UNREALIZED GAIN ON INVESTMENTS: | | | |
| Net realized gain from investment transactions | | 738,639 | |
| Net increase in unrealized appreciation on investments and foreign currency | | | |
| transactions | | 1,328,637 | |
| Net realized and unrealized gain on investments and foreign currency | | | |
| transactions | | 2,067,276 | |
| Net increase in net assets resulting from operations | $ | 2,440,959 | |
| | | | |
| | | | |
| | | | |
See Notes to Financial Statements
10
DAVIS FINANCIAL PORTFOLIO
STATEMENTS OF CHANGES IN NET ASSETS
| Six months ended June 30, 2006 (Unaudited) | | Year ended December 31, 2005 | |
OPERATIONS: | | | | | | |
Net investment income | $ | 373,683 | | $ | 580,773 | |
Net realized gain (loss) from investments and foreign | | | | | | |
currency transactions | | 738,639 | | | (237,423 | ) |
Net increase in unrealized appreciation on investments | | | | | | |
and foreign currency transactions | | 1,328,637 | | | 8,785,860 | |
Net increase in net assets resulting from operations | | 2,440,959 | | | 9,129,210 | |
| | | | | | |
DIVIDENDS AND DISTRIBUTIONS TO | | | | | | |
SHARESHOLDERS FROM: | | | | | | |
Net investment income | | – | | | (575,947 | ) |
| | | | | | |
CAPITAL SHARE TRANSACTIONS (NOTE 4) | | (6,240,677 | ) | | 6,232,880 | |
| | | | | | |
Total increase (decrease) in net assets | | (3,799,718 | ) | | 14,786,143 | |
| | | | | | |
NET ASSETS: | | | | | | |
Beginning of period | | 124,059,892 | | | 109,273,749 | |
End of period* | $ | 120,260,174 | | $ | 124,059,892 | |
| | | | | | |
*Including undistributed net investment | | | | | | |
income of | $ | 375,458 | | $ | 1,775 | |
| | | | | | |
| | | | | | |
| | | | | | |
See Notes to Financial Statements
11
DAVIS FINANCIAL PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
June 30, 2006 (Unaudited)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Fund is a separate series of Davis Variable Account Fund, Inc., which is registered under the Investment Company Act of 1940, as amended, as a diversified, open-end management investment company. Insurance companies, for the purpose of funding variable annuity or variable life insurance contracts, may only purchase shares of the Fund. The following is a summary of significant accounting policies followed by the Fund in the preparation of financial statements.
A. VALUATION OF SECURITIES - The Fund calculates the net asset value of its shares as of the close of the New York Stock Exchange (“Exchange”), normally 4:00 P.M. Eastern time, on each day the Exchange is open for business. Securities listed on the Exchange (and other national exchanges) are valued at the last reported sales price on the day of valuation. Securities traded in the over the counter market (e.g. NASDAQ) and listed securities for which no sale was reported on that date are stated at the average of closing bid and asked prices. Securities traded on foreign exchanges are valued based upon the last sales price on the principal exchange on which the security is traded prior to the time when Fund’s assets are valued. Securities (including restricted securities) for which market quotations are not readily available are valued at their fair value. Foreign and domestic securities whose values have been materially affected by what the Adviser identifies as a significant event occurring before the Fund’s assets are valued but after the close of their respective exchanges will be fair valued. Fair value is determined in good faith using consistently applied procedures under the supervision of the Board of Directors. Short term obligations use the amortized cost method of valuing investment securities, which represent fair value. These valuation procedures are reviewed and subject to approval by the Board of Directors.
B. MASTER REPURCHASE AGREEMENTS - The Fund, along with other affiliated funds, may transfer uninvested cash balances into one or more master repurchase agreement accounts. These balances are invested in one or more repurchase agreements, secured by U.S. Government securities. A custodian bank holds securities pledged as collateral for repurchase agreements until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal; however, in the event of default by the other party to the agreement, retention of the collateral may be subject to legal proceedings.
C. CURRENCY TRANSLATION - The market values of all assets and liabilities denominated in foreign currencies are recorded in the financial statements after translation to the U.S. Dollar based upon the mean between the bid and offered quotations of the currencies against U.S. Dollars on the date of valuation. The cost basis of such assets and liabilities is determined based upon historical exchange rates. Income and expenses are translated at average exchange rates in effect as accrued or incurred.
D. FOREIGN CURRENCY - The Fund may enter into forward purchases or sales of foreign currencies to hedge certain foreign currency denominated assets and liabilities against declines in market value relative to the U.S. Dollar. Forward currency contracts are marked-to-market daily and the change in market value is recorded by the Fund as an unrealized gain or loss. When the forward currency contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the forward currency contract at the time it was opened and value at the time it was closed. Investments in forward currency contracts may expose the Fund to risks resulting from unanticipated movements in foreign currency exchange rates or failure of the counter-party to the agreement to perform in accordance with the terms of the contract.
12
DAVIS FINANCIAL PORTFOLIO
NOTES TO FINANCIAL STATEMENTS - (Continued)
June 30, 2006 (Unaudited)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued)
Reported net realized foreign exchange gains or losses arise from the sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books, and the U.S. Dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at fiscal year end, resulting from changes in the exchange rate. The Fund includes foreign currency gains and losses realized on the sale of investments together with market gains and losses on such investments in the statement of operations.
E. FEDERAL INCOME TAXES - It is the Fund’s policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies, and to distribute substantially all of its taxable income, including any net realized gains on investments not offset by loss carryovers, to shareholders. Therefore, no provision for Federal Income or Excise Tax is required. At June 30, 2006, the Fund had available for Federal Income Tax purposes unused capital loss carryforwards of $650,000, $328,000, $926,000, and $390,000, which expire in 2009, 2011, 2012, and 2013, respectively.
F. USE OF ESTIMATES IN FINANCIAL STATEMENTS - In preparing financial statements in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of income and expenses during the reporting period. Actual results may differ from these estimates.
G. INDEMNIFICATION - Under the Fund’s organizational documents, its officers and directors are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, some of the Fund’s contracts with its service providers contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown since the amount of any future claims that may be made against the Fund cannot be determined and the Fund has no historical basis for predicting the likelihood of any such claims.
H. SECURITIES TRANSACTIONS AND RELATED INVESTMENT INCOME - Securities transactions are accounted for on the trade date (date the order to buy or sell is executed) with realized gain or loss on the sale of securities being determined based upon identified cost. Dividend income is recorded on the ex-dividend date. Interest income, which includes accretion of discount and amortization of premium, is accrued as earned.
13
DAVIS FINANCIAL PORTFOLIO
NOTES TO FINANCIAL STATEMENTS - (Continued)
June 30, 2006 (Unaudited)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued)
I. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS - Dividends and distributions to shareholders are recorded on the ex-dividend date. Net investment income (loss), net realized gains (losses), and net unrealized appreciation (depreciation) of investments may differ for financial statement and tax purposes primarily due to differing treatments of wash sales, foreign currency transactions, and net operating losses. The character of dividends and distributions made during the fiscal year from net investment income and net realized securities gains may differ from their ultimate characterization for federal income tax purposes. Also, due to the timing of dividends and distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which income or realized gain was recorded by the Fund. The Fund adjusts the classification of distributions to shareholders to reflect the differences between financial statement amounts and distributions determined in accordance with income tax regulations.
NOTE 2 - INVESTMENT ADVISORY FEES
Advisory fees are paid monthly to Davis Advisors, the Fund’s investment adviser (the “Adviser”) at an annual rate of 0.75% of the Fund’s average net assets.
Boston Financial Data Services, Inc. (“BFDS”) is the Fund’s primary transfer agent. The Adviser is also paid for certain transfer agent services. The fee paid to the Adviser for the six months ended June 30, 2006 amounted to $12. State Street Bank and Trust Company (“State Street Bank”) is the Fund’s primary accounting provider. Fees for such services are included in the custodian fee as State Street Bank also serves as the Fund’s custodian. The Adviser is also paid for certain accounting services. The fee for the six months ended June 30, 2006 amounted to $3,000. Certain directors and officers of the Fund are also directors and officers of the general partner of the Adviser.
Davis Selected Advisers – NY, Inc. (“DSA-NY”), a wholly-owned subsidiary of the Adviser, acts as sub-adviser to the Fund. The Fund pays no fees directly to DSA-NY.
NOTE 3 - PURCHASES AND SALES OF SECURITIES
Purchases and sales of investment securities (excluding short-term securities) for the six months ended June 30, 2006 were $2,198,793 and $5,959,862, respectively.
14
DAVIS FINANCIAL PORTFOLIO
NOTES TO FINANCIAL STATEMENTS - (Continued)
June 30, 2006 (Unaudited)
NOTE 4 - CAPITAL STOCK
At June 30, 2006, there were 500 million shares of capital stock ($0.001 par value per share) authorized. Transactions in capital stock were as follows:
| Six months ended June 30, 2006 | | Year ended December 31, | |
| (Unaudited) | | 2005 | |
Shares sold | | 461,452 | | | 1,618,956 | |
Shares issued in reinvestment of distributions | | – | | | 41,615 | |
| | 461,452 | | | 1,660,571 | |
Shares redeemed | | (912,258 | ) | | (1,210,021 | ) |
Net increase (decrease) | | (450,806 | ) | | 450,550 | |
| | | | | | |
Proceeds from shares sold | $ | 6,485,616 | | $ | 20,994,555 | |
Proceeds from shares issued in reinvestment of distributions | | – | | | 575,947 | |
| | 6,485,616 | | | 21,570,502 | |
Cost of shares redeemed | | (12,726,293 | ) | | (15,337,622 | ) |
Net increase (decrease) | $ | (6,240,677 | ) | $ | 6,232,880 | |
NOTE 5 - EXPENSES PAID INDIRECTLY
Under an agreement with State Street Bank, the Fund’s custodian fee is reduced for earnings on cash balances maintained at the custodian by the Fund. Such reductions amounted to $74 during the six months ended June 30, 2006.
15
DAVIS FINANCIAL PORTFOLIO
FINANCIAL HIGHLIGHTS
Financial Highlights for a share of capital stock outstanding throughout each period:
| Six months | | |
| ended | | |
| June 30, 2006 | Year ended December 31, | |
| (Unaudited) | 2005 | | 2004 | | 2003 | | 2002 | | 2001 | |
| | | | | | | | | | |
Net Asset Value, Beginning of | | | | | | | | | | | | | | | | | | |
Period | $ | 13.83 | | $ | 12.82 | | $ | 11.66 | | $ | 8.85 | | $ | 10.67 | | $ | 11.91 | |
| | | | | | | | | | | | | | | | | | |
Income (Loss) From Investment | | | | | | | | | | | | | | | | | | |
Operations: | | | | | | | | | | | | | | | | | | |
Net Investment Income | | 0.04 | | | 0.07 | | | 0.04 | | | 0.04 | | | 0.02 | | | – | |
Net Realized and Unrealized | | | | | | | | | | | | | | | | | | |
Gains (Losses) | | 0.24 | | | 1.00 | | | 1.16 | | | 2.81 | | | (1.82 | ) | | (1.24 | ) |
Total From Investment | | | | | | | | | | | | | | | | | | |
Operations | | 0.28 | | | 1.07 | | | 1.20 | | | 2.85 | | | (1.80 | ) | | (1.24 | ) |
| | | | | | | | | | | | | | | | | | |
Dividends and Distributions: | | | | | | | | | | | | | | | | | | |
Dividends from Net Investment | | | | | | | | | | | | | | | | | | |
Income | | – | | | (0.06 | ) | | (0.04 | ) | | (0.04 | ) | | (0.02 | ) | | – | 3 |
Return of Capital | | – | | | – | | | – | | | – | | | – | | | – | 3 |
Total Dividends and | | | | | | | | | | | | | | | | | | |
Distributions | | – | | | (0.06 | ) | | (0.04 | ) | | (0.04 | ) | | (0.02 | ) | | – | |
| | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | $ | 14.11 | | $ | 13.83 | | $ | 12.82 | | | 11.66 | | | 8.85 | | | 10.67 | |
| | | | | | | | | | | | | | | | | | |
Total Return1 | | 2.02% | | | 8.38% | | | 10.32% | | | 32.15 | | | (16.84)% | | | (10.37)% | |
| | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | |
Net Assets, End of Period | | | | | | | | | | | | | | | | | | |
(000 omitted) | $ | 120,260 | | $ | 124,060 | | $ | 109,274 | | $ | 71,179 | | $ | 31,709 | | $ | 24,587 | |
Ratio of Expenses to Average | | | | | | | | | | | | | | | | | | |
Net Assets | | 0.84%* | | | 0.85% | | | 0.85% | | | 0.90% | | | 0.99% | | | 1.00%4 | |
Ratio of Net Investment Income | | | | | | | | | | | | | | | | | | |
to Average Net Assets | | 0.61%* | | | 0.52% | | | 0.40% | | | 0.48% | | | 0.32% | | | 0.04% | |
Portfolio Turnover Rate2 | | 2% | | | 21% | | | 6% | | | 10% | | | 23% | | | 24% | |
1 Assumes hypothetical initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are not annualized for periods less than one year and do not reflect charges attributable to your insurance company’s separate account. Inclusion of these charges would reduce the total returns shown.
2 The lesser of purchases or sales of portfolio securities for a period, divided by the monthly average of the market value of portfolio securities owned during the period. Securities with a maturity or expiration date at the time of acquisition of one year or less are excluded from the calculation.
3 | Less than $0.005 per share. |
4 | Had the Adviser not absorbed certain expenses, the ratio of expenses to average net assets would have been 1.04% for 2001. |
See Notes to Financial Statements
16
DAVIS FINANCIAL PORTFOLIO
FUND INFORMATION
Portfolio Proxy Voting Policies and Procedures
The Fund has adopted Portfolio Proxy Voting Policies and Procedures under which the Fund votes proxies relating to securities held by the Fund. A description of the Fund’s Portfolio Proxy Voting Policies and Procedures is available (i) without charge, upon request, by calling the Fund toll-free at 1-800-279-0279, (ii) on the Fund’s website at www.davisfunds.com, and (iii) on the SEC’s website at www.sec.gov.
In addition, the Fund is required to file Form N-PX, with its complete proxy voting record for the 12 months ended June 30th, no later than August 31st of each year. The Fund’s Form N-PX filing is available (i) without charge, upon request, by calling the Fund toll-free at 1-800-279-0279, (ii) on the Fund’s website at www.davisfunds.com, and (iii) on the SEC’s website at www.sec.gov.
Form N–Q
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available without charge upon request by calling 1-800-279-0279 or on the Fund’s website at www.davisfunds.com or on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC, and that information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
17
DAVIS FINANCIAL PORTFOLIO
DIRECTOR APPROVAL OF ADVISORY AGREEMENTS
Process of Annual Review
The Board of Directors of the Davis Funds oversees the management of each Davis Fund and, as required by law, determines annually whether to approve the continuance of each Davis Fund's advisory agreement with Davis Selected Advisers, L.P. and sub-advisory agreement with Davis Selected Advisers-NY, Inc. (jointly “Davis Advisors” and “Advisory Agreements”).
As a part of this process the Independent Directors, with the assistance of counsel for the Independent Directors, prepares questions, which it submits to Davis Advisors in anticipation of the annual contract review. In a separate meeting held prior to the March 2006 board meeting, the Independent Directors reviewed and evaluated all information, which they deemed reasonably necessary in the circumstances. Upon completion of this review, the Independent Directors found that the terms of the Advisory Agreements are fair and reasonable and that continuation of the Advisory Agreements are in the best interests of the Funds and their shareholders. The Independent Directors recommended that the full Board of Directors approve the continuance of the Advisory Agreements, which occurred at the March 2006 board meeting.
Reasons the Independent Directors Approved Continuation of the Advisory Agreements
The Independent Directors’ determinations were based upon a comprehensive consideration of all information provided to the Independent Directors and were not the result of any single factor. The following facts and conclusions were important, but not exclusive, in the Independent Directors’ recommendation to renew the Advisory Agreements.
While the investment performance of each Fund is certainly relevant to an evaluation of the nature, extent and quality of services provided, the Independent Directors also considered the full range of services, which Davis Advisors provides to the Funds and their shareholders, including:
| 1. | achieving satisfactory investment results over the long-term after all costs; |
| 2. | providing investor education materials that help to foster healthy investor behavior; and |
| 3. | managing third party service providers, accounting, legal and compliance services. |
Davis Advisors is reimbursed a portion of its costs in providing some, but not all, of these services.
A shareholder’s ultimate return is the product of the fund’s results, as well as the shareholders’ behavior, specifically in selecting when to invest and which fund to invest in. The Independent Directors concluded that, through its actions and communications, Davis Advisors has attempted to have a meaningful, positive impact on investor behavior.
Davis Advisors and the Davis family are some of the largest shareholders in the Davis Funds. The Independent Directors concluded that this investment tends to align Davis Advisors’ and the Davis family’s interests with other shareholders, as they face the same risks, pay the same fees, and are highly motivated to achieve satisfactory long-term returns. In addition, the Independent Directors concluded that significant investments by Davis Advisors and the Davis family have contributed to the economies of scale, which have lowered fees and expenses for shareholders over time.
18
DAVIS FINANCIAL PORTFOLIO
DIRECTOR APPROVAL OF ADVISORY AGREEMENTS – (Continued)
Reasons the Independent Directors Approved Continuation of the Advisory Agreements – (Continued)
The Independent Directors observed that Davis Advisors has consistently demonstrated a shareholder orientation. Davis Advisors and the Davis Funds have continued to receive recognition in the press, and among industry observers and participants, for the quality of its investment process, as well as its shareholder orientation and integrity. Shareholders buying the Davis Funds do so primarily to gain access to Davis Advisors’ investment expertise and shareholder orientation.
For 2005, Davis Advisors was honored as Domestic-Stock Fund Manager of the Year by Morningstar. In the press release, Kunal Kapoor, director of fund analysis for Morningstar, says that Davis Advisors "sets the bar for others in the industry. At a time when other firms don’t always do what is best for their shareholders, it’s refreshing to see a firm so committed to the long-term welfare of fundholders."
The Independent Directors noted the importance of reviewing quantitative measures, but also recognized that qualitative factors could be equally, or more important, in assessing whether Davis Fund shareholders have been, or are likely to be, well served by the renewal of the management contract. They noted both the value and shortcomings of purely quantitative measures, including the data provided by independent service providers, and concluded that while such measures and data can inform, they should not supersede the judgment of the Independent Directors who take many factors, including those listed below, into consideration in representing the shareholders of Davis Funds. In connection with reviewing comparative performance information, the Independent Directors generally give weight to longer-term measurements.
The Independent Directors believe that shareholders of Davis Funds should, and will, expect Davis Advisors to employ a disciplined, company specific, research driven, businesslike, long-term investment philosophy.
The Independent Directors recognized Davis Advisors’ (a) efforts to minimize transaction costs by generally having a long-term time horizon and low portfolio turnover; (b) focus on tax efficiency; (c) record of generally producing satisfactory after tax results over the longer-term; (d) efforts towards fostering healthy investor behavior by, among other things, providing informative and substantial educational material; and (e) efforts to promote shareholder interests by actively speaking out on corporate governance issues.
The Independent Directors reviewed (a) comparative fee and expense information for competitive funds, as selected and analyzed by a nationally recognized independent service provider, (b) information regarding fees charged by Davis Advisors to other advisory clients, including funds which it sub-advises and private accounts, as well as the differences in the services provided to such other clients; and (c) the fee schedules and, if applicable, breakpoints of the various Davis Funds, including an assessment of competitive fee schedules.
The Independent Directors reviewed the management fee schedule for each Fund, profitability of each Fund to Davis Advisors, the extent to which economies of scale would be realized as the Fund grows, and whether the fee level reflects those economies of scale. The Independent Directors considered various potential benefits that Davis Advisors may receive in connection with the services it provides under the Advisory Agreements with each Davis Fund, including a review of portfolio brokerage practices. The Independent Directors noted that Davis Advisors does not use client commissions to pay for publications that are available to the general public or for third-party research services.
19
DAVIS FINANCIAL PORTFOLIO
DIRECTOR APPROVAL OF ADVISORY AGREEMENTS – (Continued)
Reasons the Independent Directors Approved Continuation of the Advisory Agreements – (Continued)
The Independent Directors concluded that Davis Advisors had provided the Funds and their shareholders a reasonable level of both investment and non-investment services. The Independent Directors further concluded that shareholders have received a significant benefit from Davis Advisors’ shareholder oriented approach, as well as the successful execution of its investment discipline.
Davis Financial Portfolio
The Independent Directors noted that Davis Financial Portfolio out-performed its benchmark, the Standard & Poor’s 500® Index, and under-performed the average performance of its peer group, as determined by an independent service provider, over longer-term investment horizons.
The Independent Directors considered the total expense ratio for Davis Financial Portfolio and concluded that it is reasonable and competitive with the range of average expense ratios of its peer group as determined by an independent service provider.
The Independent Directors considered the fixed advisory fee schedule for Davis Financial Portfolio. The Independent Directors concluded that the advisory fee schedule represents an appropriate sharing between Fund shareholders and Davis Advisors of such economies of scale as may exist in the management of the Fund at current asset levels.
Approval of Advisory Arrangements
The Independent Directors determined that the advisory fees for Davis Financial Portfolio is reasonable in light of the nature, quality and extent of the services being provided to the Fund, the costs incurred by Davis Advisors in providing such service, and in comparison to the range of the average advisory fees of its peer group as determined by an independent service provider. The Independent Directors found that the terms of the Advisory Agreements are fair and reasonable and that continuation of the Advisory Agreements is in the best interests of the Fund and its shareholders. The Independent Directors therefore recommended continuation of the advisory agreements.
20
DAVIS FINANCIAL PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
DIRECTORS
For the purposes of their service as directors to the Davis Funds, the business address for each of the directors is 2949 E. Elvira Road, Suite 101, Tucson, AZ 85706. Each Director serves until their retirement, resignation, death or removal. Subject to exceptions and exemptions, which may be granted by the Independent Directors, effective January 1, 2006, Directors must retire at the close of business on the last day of the calendar year in which the Director attains age seventy-four (74).
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | Other |
Name | Held With | Time | During Past Five | Overseen by | Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
Independent Directors
| | | | | |
Marc P. Blum (9/9/42) | Director | Director since 1986 | Chief Executive Officer, World Total Return Fund, LLLP; Of Counsel to Gordon, Feinblatt, Rothman, Hoffberger and Hollander, LLC (law firm). | 12 | Director, Legg Mason Trust (asset management company) and Rodney Trust Company (Delaware). |
| | | | | |
Thomas S. Gayner (12/16/61) | Director | Director since 2004 | Executive Vice President and Chief Investment Officer, Markel Corporation (insurance company). | 12 | Director, First Market Bank. |
| | | | | |
Jerry D. Geist (5/23/34) | Director | Director since 1986 | Chairman, Santa Fe Center Enterprises (energy project development); retired Chairman and President, Public Service Company of New Mexico. | 12 | Director, CH2M-Hill, Inc. (engineering); Chairman, Santa Fe Center Enterprises, Member, Investment Committee for Microgeneration Technology Fund, UTECH Funds. |
| | | | | |
21
DAVIS FINANCIAL PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
DIRECTORS – (Continued)
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | Other |
Name | Held With | Time | During Past Five | Overseen by | Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
Independent Directors - Continued
| | | | | |
D. James Guzy (3/7/36) | Director | Director since 1982 | Chairman, PLX Technology, Inc. (semi-conductor manufacturer). | 12 | Director, Intel Corp. (semi-conductor manufacturer), Cirrus Logic Corp. (semi-conductor manufacturer), Alliance Technology Fund (a mutual fund), Micro Component Technology, Inc. (micro-circuit handling and testing equipment manufacturer), LogicVision, Inc. (semi-conductor software company), and Tessera Technologies, Inc. (semi-conductor packaging company). |
| | | | | |
G. Bernard Hamilton (3/18/37) | Director | Director since 1978 | Retired, Managing General Partner, Avanti Partners, L.P. from 1990-2005 (investment partnership). | 12 | none |
| | | | | |
Samuel H. Iapalucci (7/19/52) | Director | Director since 2006 | Executive Vice President and Chief Financial Officer, CH2M-Hill, Ltd., (engineering). | 12 | none |
| | | | | |
Robert P. Morgenthau (3/22/57) | Director | Director since 2002 | Chairman, NorthRoad Capital Management, LLC (an investment management firm) since June 2002; President of Private Advisory Services of Bank of America (an investment management firm) from 2001 until 2002; prior to that a managing director and global head of marketing and distribution for Lazard Asset Management (an investment management firm) for ten years. | 12 | none |
22
DAVIS FINANCIAL PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
DIRECTORS – (Continued)
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | Other |
Name | Held With | Time | During Past Five | Overseen by | Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
Independent Directors - Continued
| | | | | |
Theodore B. Smith, Jr. (12/23/32) | Director | Director since 1994 | Chairman, John Hassall, Inc. (fastener manufacturing); Chairman, Cantrock Realty and Mayor, Incorporated Village of Mill Neck, NY. | 12 | none |
| | | | | |
Christian R. Sonne (5/6/36) | Director | Director since 1990 | General Partner, Tuxedo Park Associates (land holding and development firm); President and Chief Executive Officer of Mulford Securities Corporation (private investment fund) until 1990; formerly Vice President of Goldman Sachs & Co. (investment banking); Chairman, Board of Trustees, American Scandinavian Foundation. | 12 | none |
| | | | | |
Marsha Williams (3/28/51) | Director | Director since 1999 | Executive Vice President and Chief Financial Officer, Equity Office Properties Trust (a real estate investment trust); former Chief Administrative Officer, Crate & Barrel (home furnishings retailer); former Vice President and Treasurer, Amoco Corporation (oil & gas company). | 15 | Director, the Selected Funds (consisting of three portfolios) since 1996; Director, Modine Manufacturing, Inc. (heat transfer technology); Director, Chicago Bridge & Iron Company, N.V. (industrial construction and engineering). |
23
DAVIS FINANCIAL PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
DIRECTORS – (Continued)
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | Other |
Name | Held With | Time | During Past Five | Overseen by | Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
Inside Directors* - Continued
| | | | | |
Jeremy H. Biggs (8/16/35) | Director/ Chairman | Director since 1994 | Vice Chairman, Member of the Investment Policy Committee and Member of the International Investment Committee, all for Fiduciary Trust Company International (money management firm); Consultant to Davis Selected Advisers, L.P. | 12 | none |
| | | | | |
Andrew A. Davis (6/25/63) | Director | Director since 1997 | President or Vice President of each Davis Fund and Selected Fund; President, Davis Selected Advisers, L.P., and also serves as an executive officer in certain companies affiliated with the Adviser. | 15 | Director, the Selected Funds (consisting of three portfolios) since 1998. |
| | | | | |
Christopher C. Davis (7/13/65) | Director | Director since 1997 | President or Vice President of each Davis Fund, Selected Fund, and Clipper Fund; Chairman, Davis Selected Advisers, L.P., and also serves as an executive officer in certain companies affiliated with the Adviser, including sole member of the Adviser’s general partner, Davis Investments, LLC; Employee of Shelby Cullom Davis & Co. (registered broker/dealer). | 15 | Director, the Selected Funds (consisting of three portfolios) since 1998. Director, Washington Post Co. (newspaper publisher). |
* Jeremy H. Biggs, Andrew A. Davis and Christopher C. Davis own partnership units (directly, indirectly or both) of the Adviser and are considered to be “interested persons” of the Funds as defined in the Investment Company Act of 1940. Andrew A. Davis and Christopher C. Davis are brothers.
24
DAVIS FINANCIAL PORTFOLIO
2949 East Elvira Road, Tucson, Arizona 85706
Directors | Officers |
Jeremy H. Biggs | Jeremy H. Biggs |
Marc P. Blum | Chairman |
Andrew A. Davis | Christopher C. Davis |
Christopher C. Davis | President |
Thomas S. Gayner | Andrew A. Davis |
Jerry D. Geist | Vice President |
D. James Guzy | Kenneth C. Eich |
G. Bernard Hamilton | Executive Vice President & |
Samuel H. Iapalucci | Principal Executive Officer |
Robert P. Morgenthau | Sharra L. Reed |
Theodore B. Smith, Jr. | Vice President & Chief |
Christian R. Sonne | Compliance Officer |
Marsha Williams | Douglas A. Haines |
| Vice President & |
| Principal Accounting Officer |
| Thomas D. Tays |
| Vice President & Secretary |
Investment Adviser
Davis Selected Advisers, L.P. (doing business as "Davis Advisors")
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
(800) 279-0279
Distributor
Davis Distributors, LLC
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
Transfer Agent
Boston Financial Data Services, Inc.
c/o The Davis Funds
P.O. Box 8406
Boston, Massachusetts 02266-8406
Custodian
State Street Bank and Trust Co.
One Lincoln Street
Boston, Massachusetts 02111
Counsel
Seyfarth Shaw LLP
131 South Dearborn Street, Suite 2400
Chicago, Illinois 60603-5577
Independent Registered Public Accounting Firm
KPMG LLP
707 Seventeenth Street
Suite 2700
Denver, Colorado 80202
For more information about Davis Financial Portfolio including management fee, charges, and expenses, see the current Davis Variable Account Fund, Inc. (including Davis Financial Portfolio) prospectus, which must precede or accompany this report. The Davis Variable Account Fund, Inc. Statement of Additional Information contains additional information about the Fund’s Directors and is available without charge upon request by calling 1-800-279-0279 or on the Fund’s website at www.davisfunds.com. Quarterly Fact sheets are available on the Fund’s website at www.davisfunds.com.
25
Table of Contents
Management's Discussion and Analysis | 2 |
| |
Fund Overview | 5 |
| |
Expense Example | 6 |
| |
Schedule of Investments | 7 |
| |
Statement of Assets and Liabilities | 10 |
| |
Statement of Operations | 11 |
| |
Statements of Changes in Net Assets | 12 |
| |
Notes to Financial Statements | 13 |
| |
Financial Highlights | 17 |
| |
Fund Information | 18 |
| |
Director Approval of Advisory Agreements | 19 |
| |
Directors and Officers | 22 |
| |
DAVIS REAL ESTATE PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
Management’s Discussion and Analysis
Market Environment
During the six-month period ended June 30, 2006, the stock market, as measured by the Standard & Poor’s 500® Index1, increased by 2.71%. U.S. economic activity, as measured by the gross domestic product (“GDP”), increased 2.5% in the second quarter after increasing 5.6% in the first quarter. Interest rates, as measured by the 10-year Treasury bond, began 2006 a little above 4.4% and ended the second quarter at about 5.1%.
Davis Real Estate Portfolio
Performance Overview
Davis Real Estate Portfolio returned 12.50% for the six-month period ended June 30, 20062, compared with a return of 14.08% for the Dow Jones Wilshire Real Estate Securities Index1 (“WRESI Index”). Real Estate companies as a whole did well, as reflected by the fact that the WRESI Index out-performed the Standard & Poor’s 500® Index by a significant margin.
Office property REITs contributed3 the most to the Portfolio’s performance over the six-month period. The Portfolio had more invested in office property REITs than in any other sector, and office property REITs turned in the strongest performance of any sector in the WRESI Index. The specific office property REITs that the Portfolio owned out-performed the office property REITs included in the WRESI Index. Kilroy Realty4, SL Green Realty, Corporate Office Properties, CarrAmerica Realty, and Boston Properties were among the top contributors to the Portfolio’s performance. Columbia Equity was among the top detractors from performance. The Portfolio no longer owns Kilroy Realty and CarrAmerica Realty.
Overall, real estate operations and development companies made important contributions to performance. While Forest City was among the top contributors to performance, St. Joe and Capital & Regional were among the top detractors from performance.
Regional mall REITs and transportation companies detracted from performance. Two regional mall REITs, General Growth Properties and Mills Corp., and one transportation company, Alexander & Baldwin, were among the top detractors from performance. The Portfolio no longer owns Mills Corp.
Other individual companies contributing to performance included United Dominion Realty, an apartment REIT, Vornado Realty, a diversified REIT, and Developers Diversified, a shopping center REIT. Spirit Finance, a diversified REIT, detracted from performance.
The Portfolio maintained a cash position over the six-month period, and this hampered relative performance during the strong market for real estate companies.
The Portfolio had approximately 8% of its assets invested in foreign companies at June 30, 2006. As a group, the foreign companies owned by the Portfolio out-performed the WRESI Index over the six-month period.
2
DAVIS REAL ESTATE PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
Management’s Discussion and Analysis – Continued
This Semi-Annual Report is authorized for use by existing shareholders. Prospective shareholders must receive a current Davis Variable Account Funds (including Davis Real Estate Portfolio) prospectus, which contains more information about investment strategies, risks, charges, and expenses. Please read the prospectus carefully before investing or sending money.
Davis Real Estate Portfolio’s investment objective is total return through a combination of growth and income. There can be no assurance that the Portfolio will achieve its objective. The primary risks of an investment in Davis Real Estate Portfolio are: (1) market risk, (2) company risk, (3) concentrated real estate portfolio risk, (4) focused portfolio risk, (5) small and medium capitalization risk, (6) foreign country risk, (7) headline risk, and (8) selection risk. See the prospectus for a full description of each risk.
Davis Real Estate Portfolio concentrates its investments in the real estate sector, and it may be subject to greater risks than a portfolio that does not concentrate its investments in a particular sector. The Portfolio’s investment performance, both good and bad, is expected to reflect the economic performance of the real estate sector much more than a portfolio that does not concentrate its portfolio.
Davis Real Estate Portfolio is allowed under its charter to focus its investments in fewer companies, and it may be subject to greater risks than a more diversified portfolio that is not allowed to focus its investments in a few companies. Should the portfolio manager determine that it is prudent to focus the Portfolio’s portfolio in a few companies, the Portfolio’s investment performance, both good and bad, is expected to reflect the economic performance of its more focused portfolio.
1 The definitions of indices quoted in this report appear below. Investments cannot be made directly in the indices.
I. The S&P 500® Index is an unmanaged index of 500 selected common stocks, most of which are listed on the New York Stock Exchange. The Index is adjusted for dividends, weighted towards stocks with large market capitalizations, and represents approximately two-thirds of the total market value of all domestic common stocks.
II. The Dow Jones Wilshire Real Estate Securities Index is a broad measure of the performance of publicly traded real estate securities, such as Real Estate Investment Trusts (REITs) and Real Estate Operating Companies (REOCs). The Index is capitalization-weighted. The beginning date was January 1, 1978, and the Index is rebalanced monthly and returns are calculated on a buy and hold basis.
3
DAVIS REAL ESTATE PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
Management’s Discussion and Analysis – Continued
2 Total return assumes reinvestment of dividends and capital gain distributions. Past performance is not a guarantee of future results. Investment return and principal value will vary, so that when redeemed, an investor’s shares may be worth more or less than when purchased. The following table lists the average annual total returns for the periods ended June 30, 2006.
| 1-YEAR | 5-YEAR | PORTFOLIO'S INCEPTION (July 1, 1999) |
Davis Real Estate Portfolio | 22.43% | 19.76% | 16.16% |
Dow Jones Wilshire Real Estate Securities Index | 21.85% | 19.96% | 18.25% |
Standard & Poor’s 500® Index | 8.63% | 2.49% | 0.38% |
Portfolio performance numbers are net of all portfolio operating expenses, but do not include any insurance charges imposed by your insurance company’s separate account. If performance information included the effect of these additional charges, the total return would be lower.
Portfolio performance changes over time and current performance may be higher or lower than stated. For more current information please call Davis Funds Shareholder Services at 1-800-279-0279.
3 A company’s or sector’s contribution to the Portfolio’s performance is a product both of its appreciation or depreciation and its weighting within the portfolio. For example, a 5% holding that rises 20% has twice as much impact as a 1% holding that rises 50%.
4 This Management Discussion & Analysis discusses a number of individual companies. The information provided in this report does not provide information reasonably sufficient upon which to base an investment decision and should not be considered a recommendation to purchase or sell any particular security. The schedule of investments lists the Portfolio’s holdings of each company discussed.
Shares of the Davis Real Estate Portfolio are not deposits or obligations of any bank, are not guaranteed by any bank, are not insured by the FDIC or any other agency, and involve investment risks, including possible loss of the principal amount invested.
4
DAVIS REAL ESTATE PORTFOLIO
FUND OVERVIEW
At June 30, 2006 (Unaudited)
Portfolio Makeup | | Sector Weightings |
(% of Fund’s Net Assets) | | (% of Stock Holdings) |
| | | | | |
| | | | | Dow Jones Wilshire |
Common Stock | 93.5% | | | | Real Estate |
Short Term Investments, | | | | Fund | Securities Index |
Preferred Stocks, | | | Office Property REITS | 22.6% | 20.1% |
Other Assets & Liabilities | 6.5% | | Real Estate Operations/Development | 16.0% | 2.5% |
| 100.0% | | Shopping Center REITS | 14.1% | 12.8% |
| | | Diversified REITS | 12.9% | 10.7% |
| | | Regional Mall REITS | 11.5% | 14.4% |
| | | Warehouse & Industrial REITS | 7.7% | 6.9% |
| | | Apartment REITS | 6.2% | 18.9% |
| | | Health Care REITS | 3.3% | – |
| | | Transportation | 3.1% | – |
| | | Mortgage REITS | 1.5% | – |
| | | Storage REITS | 1.1% | 5.0% |
| | | Hotel REITS | – | 8.0% |
| | | Manufactured Home REITS | – | 0.7% |
| | | | 100.0% | 100.0% |
Top 10 Holdings
| | % of Fund’s |
Security | Industry | Net Assets |
SL Green Realty Corp. | Office Property REITS | 7.17% |
Forest City Enterprises, Inc., Class A | Real Estate Operations/Development | 5.63% |
Alexandria Real Estate Equities, Inc. | Office Property REITS | 5.10% |
General Growth Properties, Inc. | Regional Mall REITS | 5.04% |
ProLogis | Warehouse & Industrial REITS | 4.94% |
Corporate Office Properties Trust | Office Property REITS | 4.21% |
Developers Diversified Realty Corp. | Shopping Center REITS | 4.02% |
Boston Properties, Inc. | Office Property REITS | 3.80% |
Kimco Realty Corp. | Shopping Center REITS | 3.67% |
Duke Realty Corp. | Diversified REITS | 3.54% |
5
DAVIS REAL ESTATE PORTFOLIO
EXPENSE EXAMPLE (Unaudited)
Example
As a shareholder of the Fund, you incur ongoing costs only, including advisory and administrative fees and other Fund expenses. The Expense Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period indicated, which is from 01/01/06 to 06/30/06. Please note that the Expense Example is general and does not reflect charges imposed by your insurance company’s separate account or account specific costs, which may increase your total costs of investing in the Fund. If these charges or account specific costs were included in the Expense Example, the expenses would have been higher.
Actual Expenses
The information represented in the row entitled “Actual” provides information about actual account values and actual expenses. You may use the information in this row, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then, multiply the result by the number under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The information represented in the row entitled “Hypothetical” provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the information in the row entitled “Hypothetical” is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
| Beginning | Ending | Expenses Paid |
| Account Value | Account Value | During Period* |
| (01/01/06) | (06/30/06) | (01/01/06-06/30/06) |
Davis Real Estate Portfolio | | | |
Actual | $1,000.00 | $1,124.99 | $4.58 |
Hypothetical | $1,000.00 | $1,020.48 | $4.36 |
Hypothetical assumes 5% annual return before expenses.
* Expenses are equal to the Fund’s annualized expense ratio (0.87%), multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
6
DAVIS REAL ESTATE PORTFOLIO
June 30, 2006 (Unaudited)
| | | Value | |
Shares | | Security | (Note 1 | ) |
COMMON STOCK – (93.45%) | |
APARTMENT REITS – (5.63%) | | | |
| 62,200 | | American Campus Communities, Inc. | $ | 1,545,670 | |
| 90,800 | | United Dominion Realty Trust, Inc. | | 2,543,308 | |
| | | | | 4,088,978 | |
DIVERSIFIED REITS – (12.02%) | | | |
| 79,700 | | Cousins Properties, Inc. | | 2,465,121 | |
| 73,200 | | Duke Realty Corp. | | 2,572,980 | |
| 105,100 | | Spirit Finance Corp. | | 1,183,426 | |
| 25,731 | | Vornado Realty Trust. | | 2,510,059 | |
| | | | | 8,731,586 | |
HEALTH CARE REITS – (3.12%) | | | |
| 66,900 | | Ventas, Inc. | | 2,266,572 | |
MORTGAGE REITS – (1.43%) | | | |
| 40,100 | | Gramercy Capital Corp. | | 1,038,590 | |
OFFICE PROPERTY REITS – (21.19%) | | | |
| 41,800 | | Alexandria Real Estate Equities, Inc. | | 3,706,824 | |
| 30,500 | | Boston Properties, Inc. | | 2,757,200 | |
| 43,000 | | Columbia Equity Trust, Inc. | | 660,480 | |
| 72,700 | | Corporate Office Properties Trust | | 3,059,216 | |
| 47,570 | | SL Green Realty Corp. | | 5,207,488 | |
| | | | | 15,391,208 | |
REAL ESTATE OPERATIONS/DEVELOPMENT – (14.96%) | | | |
| 164,700 | | Brixton PLC (United Kingdom) | | 1,459,620 | |
| 37,500 | | Capital & Regional PLC (United Kingdom) | | 701,425 | |
| 33,100 | | Derwent Valley Holdings PLC (United Kingdom) | | 959,750 | |
| 81,900 | | Forest City Enterprises, Inc., Class A | | 4,087,629 | |
| 43,400 | | Hammerson PLC (United Kingdom) | | 950,223 | |
| 55,400 | | Liberty International PLC (United Kingdom) | | 1,091,047 | |
| 25,900 | | St. Joe Co. | | 1,205,386 | |
| 36,100 | | Slough Estates PLC (United Kingdom) | | 408,214 | |
| | | | | 10,863,294 | |
REGIONAL MALL REITS – (10.80%) | | | |
| 81,242 | | General Growth Properties, Inc. | | 3,660,765 | |
| 24,800 | | Macerich Co. | | 1,740,960 | |
| 14,100 | | Pennsylvania REIT | | 569,217 | |
| 22,600 | | Simon Property Group, Inc. | | 1,874,444 | |
| | | | | 7,845,386 | |
7
DAVIS REAL ESTATE PORTFOLIO
SCHEDULE OF INVESTMENTS – (Continued)
June 30, 2006 (Unaudited)
| | | Value | |
Shares | | Security | (Note 1 | ) |
COMMON STOCK – (Continued) | |
SHOPPING CENTER REITS – (13.20%) | | | |
| 55,925 | | Developers Diversified Realty Corp. | $ | 2,918,167 | |
| 73,000 | | Kimco Realty Corp. | | 2,663,770 | |
| 23,100 | | Pan Pacific Retail Properties, Inc. | | 1,602,447 | |
| 38,700 | | Regency Centers Corp. | | 2,405,205 | |
| | | | | 9,589,589 | |
STORAGE REITS – (1.03%) | | | |
| 39,600 | | U-Store-It Trust | | 746,856 | |
TRANSPORTATION – (2.90%) | | | |
| 36,900 | | Alexander & Baldwin, Inc. | | 1,633,563 | |
| 9,000 | | Florida East Coast Industries, Inc. | | 470,970 | |
| | | | | 2,104,533 | |
WAREHOUSE & INDUSTRIAL REITS – (7.17%) | | | |
| 31,900 | | AMB Property Corp. | | 1,612,545 | |
| 68,900 | | ProLogis | | 3,591,068 | |
| | | | | 5,203,613 | |
| | | Total Common Stock – (identified cost $48,798,348) | | 67,870,205 | |
PREFERRED STOCK – (0.21%) |
APARTMENT REITS – (0.21%) | | | |
| 2,000 | | Equity Residential, 7.00%, Series E, Cum. Conv. Pfd. | | 100,000 | |
| 1,600 | | Equity Residential, 8.60%, Series D, Cum. Pfd. | | 40,984 | |
| 400 | | Equity Residential, 9.125%, Series C, Cum. Pfd. | | 10,028 | |
| | | | | | |
| | | Total Preferred Stock – (identified cost $113,921) | | 151,012 | |
8
DAVIS REAL ESTATE PORTFOLIO
SCHEDULE OF INVESTMENTS – (Continued)
June 30, 2006 (Unaudited)
| | | Value | |
Principal | | Security | (Note 1 | ) |
SHORT TERM INVESTMENTS – (6.08%) | |
$ | 1,194,000 | | Banc of America Securities LLC Joint Repurchase Agreement, 5.28%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $1,194,525 | | | |
| | | (collateralized by: U.S. Government agency mortgage in a pooled cash | | | |
| | | account, 5.00%, 07/01/35, total market value 1,217,880) | $ | 1,194,000 | |
| 1,208,000 | | Goldman, Sachs & Co. Joint Repurchase Agreement, 5.28%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $1,208,532 | | | |
| | | (collateralized by: U.S. Government agency mortgages in a pooled cash | | | |
| | | account, 5.00%-5.50%, 03/01/34-04/01/36, total market | | | |
| | | value $1,232,160) | | 1,208,000 | |
| 2,013,000 | | Nomura Securities International, Inc. Joint Repurchase Agreement, 5.35%, | | | |
| | | 07/03/06, dated 06/30/06, repurchase value of $2,013,897 | | | |
| | | (collateralized by: U.S. Government agency mortgages in a pooled cash | | | |
| | | account, 4.815%-5.469%, 09/01/33-05/01/38, total market | | | |
| | | value $2,053,260) | | 2,013,000 | |
| | | Total Short Term Investments – (identified cost $4,415,000) | | 4,415,000 | |
| | | Total Investments – (99.74%) – (identified cost $53,327,269) – (a) | | 72,436,217 | |
| | | Other Assets Less Liabilities – (0.26%) | | 191,934 | |
| | | Net Assets – (100%) | $ | 72,628,151 | |
(a) Aggregate cost for Federal Income Tax purposes is $53,328,977. At June 30, 2006 unrealized appreciation (depreciation) of securities for Federal Income Tax purposes is as follows:
| | | Unrealized appreciation | $ | 19,791,614 | |
| | | Unrealized depreciation | | (684,374 | ) |
| | | Net unrealized appreciation | $ | 19,107,240 | |
See Notes to Financial Statements
9
DAVIS REAL ESTATE PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
At June 30, 2006 (Unaudited)
ASSETS: | | | |
| Investments in securities, at value | | | |
| (see accompanying Schedule of Investments) (cost of $53,327,269) | $ | 72,436,217 | |
| Cash | | 23,961 | |
| Receivables: | | | |
| Dividends and interest | | 178,259 | |
| Capital stock sold | | 68,224 | |
| Total assets | | 72,706,661 | |
LIABILITIES: | | | |
| Payables: | | | |
| Capital stock redeemed | | 21,219 | |
| Accrued expenses | | 12,796 | |
| Accrued management fees | | 44,495 | |
| Total liabilities | | 78,510 | |
NET ASSETS | $ | 72,628,151 | |
| | | | |
SHARES OUTSTANDING (NOTE 4) | | 3,744,959 | |
| | | |
NET ASSET VALUE, offering, and redemption price per share | | | |
| (Net Assets ÷ Shares Outstanding) | | 19.39 | |
| | | |
NET ASSETS CONSIST OF: | | | |
| Par value of shares of capital stock | $ | 3,745 | |
| Additional paid-in capital | | 46,618,116 | |
| Undistributed net investment income | | 514,780 | |
| Accumulated net realized gain from investments and foreign currency transactions | | 6,382,864 | |
| Net unrealized appreciation on investments and foreign currency transactions | | 19,108,646 | |
| Net Assets | $ | 72,628,151 | |
| | | | |
See Notes to Financial Statements
10
DAVIS REAL ESTATE PORTFOLIO
STATEMENT OF OPERATIONS
For the six months ended June 30, 2006 (Unaudited)
INVESTMENT INCOME: | | | |
| Income: | | | |
| Dividends | $ | 1,067,486 | |
| Interest | | 148,969 | |
| Total income | | 1,216,455 | |
| | | | | | |
| Expenses: | | | | | |
| Management fees (Note 2) | $ | 260,856 | | | |
| Custodian fees | | 17,855 | | | |
| Transfer agent fees | | 3,792 | | | |
| Audit fees | | 6,600 | | | |
| Accounting fees (Note 2) | | 3,000 | | | |
| Legal fees | | 704 | | | |
| Reports to shareholders | | 563 | | | |
| Directors’ fees and expenses | | 6,162 | | | |
| Registration and filing fees | | 130 | | | |
| Miscellaneous | | 2,976 | | | |
| Total expenses | | 302,638 | |
| Expenses paid indirectly (Note 5) | | (48 | ) |
| Net expenses | | 302,590 | |
| Net investment income | | 913,865 | |
| | | | |
REALIZED AND UNREALIZED GAIN ON INVESTMENTS: | | | |
| Net realized gain from: | | | |
| Investment transactions | | 4,197,875 | |
| Foreign currency transactions | | 781 | |
| Net increase in unrealized appreciation on investments and foreign currency | | | |
| transactions | | 2,916,160 | |
| Net realized and unrealized gain on investments and foreign currency | | | |
| transactions | | 7,114,816 | |
| Net increase in net assets resulting from operations | $ | 8,028,681 | |
| | | | |
| | | | | | | |
See Notes to Financial Statements
11
DAVIS REAL ESTATE PORTFOLIO
STATEMENTS OF CHANGES IN NET ASSETS
| Six months ended June 30, 2006 (Unaudited) | | Year ended December 31, 2005 | |
OPERATIONS: | | | | | | |
Net investment income | $ | 913,865 | | $ | 1,046,048 | |
Net realized gain from investments and foreign currency | | | | | | |
transactions | | 4,198,656 | | | 6,109,392 | |
Net increase in unrealized appreciation on | | | | | | |
investments and foreign currency transactions | | 2,916,160 | | | 462,851 | |
Net increase in net assets resulting from operations | | 8,028,681 | | | 7,618,291 | |
| | | | | | |
DIVIDENDS AND DISTRIBUTIONS TO | | | | | | |
SHAREHOLDERS FROM: | | | | | | |
Net investment income | | (399,085 | ) | | (1,966,578 | ) |
Realized gains from investment transactions | | – | | | (3,852,094 | ) |
| | | | | | |
CAPITAL SHARE TRANSACTIONS (NOTE 4) | | 442,138 | | | 4,478,180 | |
| | | | | | |
Total increase in net assets | | 8,071,734 | | | 6,277,799 | |
| | | | | | |
NET ASSETS: | | | | | | |
Beginning of period | | 64,556,417 | | | 58,278,618 | |
End of period* | $ | 72,628,151 | | $ | 64,556,417 | |
| | | | | | |
| | | | | | |
*Including undistributed net investment income of | $ | 514,780 | | $ | – | |
See Notes to Financial Statements
12
DAVIS REAL ESTATE PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
June 30, 2006 (Unaudited)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Fund is a separate series of Davis Variable Account Fund, Inc., which is registered under the Investment Company Act of 1940, as amended, as a non-diversified, open-end management investment company. Insurance companies, for the purpose of funding variable annuity or variable life insurance contracts, may only purchase shares of the Fund. The following is a summary of significant accounting policies followed by the Fund in the preparation of financial statements.
A. VALUATION OF SECURITIES - The Fund calculates the net asset value of its shares as of the close of the New York Stock Exchange (“Exchange”), normally 4:00 P.M. Eastern time, on each day the Exchange is open for business. Securities listed on the Exchange (and other national exchanges) are valued at the last reported sales price on the day of valuation. Securities traded in the over the counter market (e.g. NASDAQ) and listed securities for which no sale was reported on that date are stated at the average of closing bid and asked prices. Securities traded on foreign exchanges are valued based upon the last sales price on the principal exchange on which the security is traded prior to the time when Fund’s assets are valued. Securities (including restricted securities) for which market quotations are not readily available are valued at their fair value. Foreign and domestic securities whose values have been materially affected by what the Adviser identifies as a significant event occurring before the Fund’s assets are valued but after the close of their respective exchanges will be fair valued. Fair value is determined in good faith using consistently applied procedures under the supervision of the Board of Directors. Short-term securities purchased within 60 days to maturity are valued at amortized cost, which approximates market value. These valuation procedures are reviewed and subject to approval by the Board of Directors.
B. MASTER REPURCHASE AGREEMENTS - The Fund, along with other affiliated funds, may transfer uninvested cash balances into one or more master repurchase agreement accounts. These balances are invested in one or more repurchase agreements, secured by U.S. Government securities. A custodian bank holds securities pledged as collateral for repurchase agreements until the agreements mature. Each agreement requires that the market value of the collateral be sufficient to cover payments of interest and principal; however, in the event of default by the other party to the agreement, retention of the collateral may be subject to legal proceedings.
C. CURRENCY TRANSLATION - The market values of all assets and liabilities denominated in foreign currencies are recorded in the financial statements after translation to the U.S. Dollar based upon the mean between the bid and offered quotations of the currencies against U.S. Dollars on the date of valuation. The cost basis of such assets and liabilities is determined based upon historical exchange rates. Income and expenses are translated at average exchange rates in effect as accrued or incurred.
D. FOREIGN CURRENCY - The Fund may enter into forward purchases or sales of foreign currencies to hedge certain foreign currency denominated assets and liabilities against declines in market value relative to the U.S. Dollar. Forward currency contracts are marked-to-market daily and the change in market value is recorded by the Fund as an unrealized gain or loss. When the forward currency contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the forward currency contract at the time it was opened and value at the time it was closed. Investments in forward currency contracts may expose the Fund to risks resulting from unanticipated movements in foreign currency exchange rates or failure of the counter-party to the agreement to perform in accordance with the terms of the contract.
13
DAVIS REAL ESTATE PORTFOLIO
NOTES TO FINANCIAL STATEMENTS - (Continued)
June 30, 2006 (Unaudited)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued)
Reported net realized foreign exchange gains or losses arise from the sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books, and the U.S. Dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at fiscal year end, resulting from changes in the exchange rate. The Fund includes foreign currency gains and losses realized on the sale of investments together with market gains and losses on such investments in the statement of operations.
E. FEDERAL INCOME TAXES - It is the Fund’s policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies, and to distribute substantially all of its taxable income, including any net realized gains on investments not offset by loss carryovers, to shareholders. Therefore, no provision for Federal Income or Excise Tax is required.
F. USE OF ESTIMATES IN FINANCIAL STATEMENTS - In preparing financial statements in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of income and expenses during the reporting period. Actual results may differ from these estimates.
G. INDEMNIFICATION - Under the Fund’s organizational documents, its officers and directors are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, some of the Fund’s contracts with its service providers contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown since the amount of any future claims that may be made against the Fund cannot be determined and the Fund has no historical basis for predicting the likelihood of any such claims.
H. SECURITIES TRANSACTIONS AND RELATED INVESTMENT INCOME - Securities transactions are accounted for on the trade date (date the order to buy or sell is executed) with realized gain or loss on the sale of securities being determined based upon identified cost. Dividend income is recorded on the ex-dividend date. Interest income, which includes accretion of discount and amortization of premium, is accrued as earned.
14
DAVIS REAL ESTATE PORTFOLIO
NOTES TO FINANCIAL STATEMENTS - (Continued)
June 30, 2006 (Unaudited)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued)
I. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS - Dividends and distributions to shareholders are recorded on the ex-dividend date. Net investment income (loss), net realized gains (losses), and net unrealized appreciation (depreciation) of investments may differ for financial statement and tax purposes primarily due to differing treatments of wash sales, foreign currency transactions, and net operating losses. The character of dividends and distributions made during the fiscal year from net investment income and net realized securities gains may differ from their ultimate characterization for federal income tax purposes. Also, due to the timing of dividends and distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which income or realized gain was recorded by the Fund. The Fund adjusts the classification of distributions to shareholders to reflect the differences between financial statement amounts and distributions determined in accordance with income tax regulations.
NOTE 2 - INVESTMENT ADVISORY FEES
Advisory fees are paid monthly to Davis Advisors, the Fund’s investment adviser (the “Adviser”) at an annual rate of 0.75% of the Fund’s average net assets.
Boston Financial Data Services, Inc. (“BFDS”) is the Fund’s primary transfer agent. The Adviser is also paid for certain transfer agent services. The fee paid to the Adviser for the six months ended June 30, 2006 amounted to $11. State Street Bank and Trust Company (“State Street Bank”) is the Fund’s primary accounting provider. Fees for such services are included in the custodian fee as State Street Bank also serves as the Fund’s custodian. The Adviser is also paid for certain accounting services. The fee for the six months ended June 30, 2006 amounted to $3,000. Certain directors and officers of the Fund are also directors and officers of the general partner of the Adviser.
Davis Selected Advisers – NY, Inc. (“DSA-NY”), a wholly-owned subsidiary of the Adviser, acts as sub-adviser to the Fund. The Fund pays no fees directly to DSA-NY.
NOTE 3 - PURCHASES AND SALES OF SECURITIES
Purchases and sales of investment securities (excluding short-term securities) for the six months ended June 30, 2006 were $18,771,571 and $13,048,712, respectively.
15
DAVIS REAL ESTATE PORTFOLIO
NOTES TO FINANCIAL STATEMENTS - (Continued)
June 30, 2006 (Unaudited)
NOTE 4 - CAPITAL STOCK
At June 30, 2006, there were 500 million shares of capital stock ($0.001 par value per share) authorized. Transactions in capital stock were as follows:
| Six months ended June 30, 2006 | | Year ended December 31, | |
| (Unaudited) | | 2005 | |
Shares sold | | 377,668 | | | 920,196 | |
Shares issued in reinvestment of distributions | | 20,434 | | | 336,339 | |
| | 398,102 | | | 1,256,535 | |
Shares redeemed | | (378,549 | ) | | (999,380 | ) |
Net increase | | 19,553 | | | 257,155 | |
| | | | | | |
Proceeds from shares sold | $ | 7,150,254 | | $ | 15,523,664 | |
Proceeds from shares issued in reinvestment of distributions | | 399,085 | | | 5,818,672 | |
| | 7,549,339 | | | 21,342,336 | |
Cost of shares redeemed | | (7,107,201 | ) | | (16,864,156 | ) |
Net increase | $ | 442,138 | | $ | 4,478,180 | |
NOTE 5 - EXPENSES PAID INDIRECTLY
Under an agreement with State Street Bank, the Fund’s custodian fee is reduced for earnings on cash balances maintained at the custodian by the Fund. Such reductions amounted to $48 during the six months ended June 30, 2006.
16
DAVIS REAL ESTATE PORTFOLIO
FINANCIAL HIGHLIGHTS
Financial Highlights for a share of capital stock outstanding throughout each period:
| Six months | | |
| ended | | |
| June 30, 2006 | Year ended December 31, | |
| (Unaudited) | 2005 | | 2004 | | 2003 | | 2002 | | 2001 | |
| | | | | | | | | | |
Net Asset Value, Beginning of | | | | | | | | | | | | | | | | | | |
Period | $ | 17.33 | | $ | 16.80 | | $ | 13.47 | | $ | 10.49 | | $ | 10.35 | | $ | 10.38 | |
| | | | | | | | | | | | | | | | | | |
Income From Investment | | | | | | | | | | | | | | | | | | |
Operations: | | | | | | | | | | | | | | | | | | |
Net Investment Income | | 0.24 | | | 0.30 | | | 0.34 | | | 0.44 | | | 0.36 | | | 0.36 | |
Net Realized and Unrealized | | | | | | | | | | | | | | | | | | |
Gains | | 1.93 | | | 1.86 | | | 4.07 | | | 3.34 | | | 0.25 | | | 0.19 | |
Total From Investment | | | | | | | | | | | | | | | | | | |
Operations | | 2.17 | | | 2.16 | | | 4.41 | | | 3.78 | | | 0.61 | | | 0.55 | |
| | | | | | | | | | | | | | | | | | |
Dividends and Distributions: | | | | | | | | | | | | | | | | | | |
Dividends from Net Investment | | | | | | | | | | | | | | | | | | |
Income | | (0.11 | ) | | (0.54 | ) | | (0.48 | ) | | (0.55 | ) | | (0.36 | ) | | (0.36 | ) |
Return of Capital | | – | | | – | | | – | | | – | | | (0.11 | ) | | (0.07 | ) |
Distributions from Realized | | | | | | | | | | | | | | | | | | |
Gains | | – | | | (1.09 | ) | | (0.60 | ) | | (0.25 | ) | | – | | | (0.11 | ) |
Distributions in Excess of Net | | | | | | | | | | | | | | | | | | |
Investment Income | | – | | | – | | | – | | | – | | | – | | | (0.04 | ) |
Total Dividends and | | | | | | | | | | | | | | | | | | |
Distributions | | (0.11 | ) | | (1.63 | ) | | (1.08 | ) | | (0.80 | ) | | (0.47 | ) | | (0.58 | ) |
| | | | | | | | | | | | | | | | | | |
Net Asset Value, End of Period | $ | 19.39 | | $ | 17.33 | | $ | 16.80 | | $ | 13.47 | | $ | 10.49 | | $ | 10.35 | |
| | | | | | | | | | | | | | | | | | |
Total Return1 | | 12.50% | | | 13.14% | | | 33.35% | | | 36.79% | | | 5.89% | | | 5.50% | |
| | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | |
Net Assets, End of Period | | | | | | | | | | | | | | | | | | |
(000 omitted) | $ | 72,628 | | $ | 64,556 | | $ | 58,279 | | $ | 35,663 | | $ | 18,806 | | $ | 10,029 | |
Ratio of Expenses to Average | | | | | | | | | | | | | | | | | | |
Net Assets | | 0.87%* | | | 0.87% | | | 0.89% | | | 0.98% | | | 1.00%3 | | | 1.00%3 | |
Ratio of Net Investment Income | | | | | | | | | | | | | | | | | | |
to Average Net Assets | | 2.63%* | | | 1.71% | | | 2.30% | | | 3.74% | | | 3.54% | | | 3.70% | |
Portfolio Turnover Rate2 | | 20% | | | 28% | | | 32% | | | 22% | | | 52% | | | 45% | |
1 Assumes hypothetical initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are not annualized for periods less than one year and do not reflect charges attributable to your insurance company’s separate account. Inclusion of these charges would reduce the total returns shown.
2 The lesser of purchases or sales of portfolio securities for a period, divided by the monthly average of the market value of portfolio securities owned during the period. Securities with a maturity or expiration date at the time of acquisition of one year or less are excluded from the calculation.
3 Had the Adviser not absorbed certain expenses, the ratio of expenses to average net assets would have been 1.10% and 1.39% for 2002 and 2001, respectively.
See Notes to Financial Statements
17
DAVIS REAL ESTATE PORTFOLIO
FUND INFORMATION
Portfolio Proxy Voting Policies and Procedures
The Fund has adopted Portfolio Proxy Voting Policies and Procedures under which the Fund votes proxies relating to securities held by the Fund. A description of the Fund’s Portfolio Proxy Voting Policies and Procedures is available (i) without charge, upon request, by calling the Fund toll-free at 1-800-279-0279, (ii) on the Fund’s website at www.davisfunds.com, and (iii) on the SEC’s website at www.sec.gov.
In addition, the Fund is required to file Form N-PX, with its complete proxy voting record for the 12 months ended June 30th, no later than August 31st of each year. The Fund’s Form N-PX filing is available (i) without charge, upon request, by calling the Fund toll-free at 1-800-279-0279, (ii) on the Fund’s website at www.davisfunds.com, and (iii) on the SEC’s website at www.sec.gov.
Form N–Q
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarter of each fiscal year on Form N-Q. The Fund’s Form N-Q is available without charge, upon request by calling 1-800-279-0279 or on the Fund’s website at www.davisfunds.com or on the SEC’s website at www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC, and that information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
18
DAVIS REAL ESTATE PORTFOLIO
DIRECTOR APPROVAL OF ADVISORY AGREEMENTS
Process of Annual Review
The Board of Directors of the Davis Funds oversees the management of each Davis Fund and, as required by law, determines annually whether to approve the continuance of each Davis Fund's advisory agreement with Davis Selected Advisers, L.P. and sub-advisory agreement with Davis Selected Advisers-NY, Inc. (jointly “Davis Advisors” and “Advisory Agreements”).
As a part of this process the Independent Directors, with the assistance of counsel for the Independent Directors, prepares questions, which it submits to Davis Advisors in anticipation of the annual contract review. In a separate meeting held prior to the March 2006 board meeting, the Independent Directors reviewed and evaluated all information, which they deemed reasonably necessary in the circumstances. Upon completion of this review, the Independent Directors found that the terms of the Advisory Agreements are fair and reasonable and that continuation of the Advisory Agreements are in the best interests of the Funds and their shareholders. The Independent Directors recommended that the full Board of Directors approve the continuance of the Advisory Agreements, which occurred at the March 2006 board meeting.
Reasons the Independent Directors Approved Continuation of the Advisory Agreements
The Independent Directors’ determinations were based upon a comprehensive consideration of all information provided to the Independent Directors and were not the result of any single factor. The following facts and conclusions were important, but not exclusive, in the Independent Directors’ recommendation to renew the Advisory Agreements.
While the investment performance of each Fund is certainly relevant to an evaluation of the nature, extent and quality of services provided, the Independent Directors also considered the full range of services, which Davis Advisors provides to the Funds and their shareholders, including:
| 1. | achieving satisfactory investment results over the long-term after all costs; |
| 2. | providing investor education materials that help to foster healthy investor behavior; and |
| 3. | managing third party service providers, accounting, legal and compliance services. |
Davis Advisors is reimbursed a portion of its costs in providing some, but not all, of these services.
A shareholder’s ultimate return is the product of the fund’s results, as well as the shareholders’ behavior, specifically in selecting when to invest and which fund to invest in. The Independent Directors concluded that, through its actions and communications, Davis Advisors has attempted to have a meaningful, positive impact on investor behavior.
Davis Advisors and the Davis family are some of the largest shareholders in the Davis Funds. The Independent Directors concluded that this investment tends to align Davis Advisors’ and the Davis family’s interests with other shareholders, as they face the same risks, pay the same fees, and are highly motivated to achieve satisfactory long-term returns. In addition, the Independent Directors concluded that significant investments by Davis Advisors and the Davis family have contributed to the economies of scale, which have lowered fees and expenses for shareholders over time.
19
DAVIS REAL ESTATE PORTFOLIO
DIRECTOR APPROVAL OF ADVISORY AGREEMENTS – (Continued)
Reasons the Independent Directors Approved Continuation of the Advisory Agreements – (Continued)
The Independent Directors observed that Davis Advisors has consistently demonstrated a shareholder orientation. Davis Advisors and the Davis Funds have continued to receive recognition in the press, and among industry observers and participants, for the quality of its investment process, as well as its shareholder orientation and integrity. Shareholders buying the Davis Funds do so primarily to gain access to Davis Advisors’ investment expertise and shareholder orientation.
For 2005, Davis Advisors was honored as Domestic-Stock Fund Manager of the Year by Morningstar. In the press release, Kunal Kapoor, director of fund analysis for Morningstar, says that Davis Advisors "sets the bar for others in the industry. At a time when other firms don't always do what is best for their shareholders, it’s refreshing to see a firm so committed to the long-term welfare of fundholders."
The Independent Directors noted the importance of reviewing quantitative measures, but also recognized that qualitative factors could be equally, or more important, in assessing whether Davis Fund shareholders have been, or are likely to be, well served by the renewal of the management contract. They noted both the value and shortcomings of purely quantitative measures, including the data provided by independent service providers, and concluded that while such measures and data can inform, they should not supersede the judgment of the Independent Directors who take many factors, including those listed below, into consideration in representing the shareholders of Davis Funds. In connection with reviewing comparative performance information, the Independent Directors generally give weight to longer-term measurements.
The Independent Directors believe that shareholders of Davis Funds should, and will, expect Davis Advisors to employ a disciplined, company specific, research driven, businesslike, long-term investment philosophy.
The Independent Directors recognized Davis Advisors’ (a) efforts to minimize transaction costs by generally having a long-term time horizon and low portfolio turnover; (b) focus on tax efficiency; (c) record of generally producing satisfactory after tax results over the longer-term; (d) efforts towards fostering healthy investor behavior by, among other things, providing informative and substantial educational material; and (e) efforts to promote shareholder interests by actively speaking out on corporate governance issues.
The Independent Directors reviewed (a) comparative fee and expense information for competitive funds, as selected and analyzed by a nationally recognized independent service provider, (b) information regarding fees charged by Davis Advisors to other advisory clients, including funds which it sub-advises and private accounts, as well as the differences in the services provided to such other clients; and (c) the fee schedules and, if applicable, breakpoints of the various Davis Funds, including an assessment of competitive fee schedules.
The Independent Directors reviewed the management fee schedule for each Fund, profitability of each Fund to Davis Advisors, the extent to which economies of scale would be realized as the Fund grows, and whether the fee level reflects those economies of scale. The Independent Directors considered various potential benefits that Davis Advisors may receive in connection with the services it provides under the Advisory Agreements with each Davis Fund, including a review of portfolio brokerage practices. The Independent Directors noted that Davis Advisors does not use client commissions to pay for publications that are available to the general public or for third-party research services.
20
DAVIS REAL ESTATE PORTFOLIO
DIRECTOR APPROVAL OF ADVISORY AGREEMENTS – (Continued)
Reasons the Independent Directors Approved Continuation of the Advisory Agreements – (Continued)
The Independent Directors concluded that Davis Advisors had provided the Funds and their shareholders a reasonable level of both investment and non-investment services. The Independent Directors further concluded that shareholders have received a significant benefit from Davis Advisors’ shareholder oriented approach, as well as the successful execution of its investment discipline.
Davis Real Estate Portfolio
The Independent Directors noted that Davis Real Estate Portfolio trailed its benchmark, the Dow Jones Wilshire Real Estate Securities Index, and matched the average performance of its peer group, as determined by an independent service provider, over longer-term investment horizons.
The Independent Directors considered the total expense ratio for Davis Real Estate Portfolio and concluded that it is reasonable and competitive with the range of average expense ratios of its peer group as determined by an independent service provider.
The Independent Directors considered the fixed advisory fee schedule for Davis Real Estate Portfolio. The Independent Directors concluded that the advisory fee schedule represents an appropriate sharing between Fund shareholders and Davis Advisors of such economies of scale as may exist in the management of the Fund at current asset levels.
Approval of Advisory Arrangements
The Independent Directors determined that the advisory fees for Davis Real Estate Portfolio were reasonable in light of the nature, quality and extent of the services being provided to the Fund, the costs incurred by Davis Advisors in providing such service, and in comparison to the range of the average advisory fees of its peer group as determined by an independent service provider. The Independent Directors found that the terms of the Advisory Agreements are fair and reasonable and that continuation of the Advisory Agreements is in the best interests of the Fund and its shareholders. The Independent Directors therefore recommended continuation of the advisory agreements.
21
DAVIS REAL ESTATE PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
DIRECTORS
For the purposes of their service as directors to the Davis Funds, the business address for each of the directors is 2949 E. Elvira Road, Suite 101, Tucson, AZ 85706. Each Director serves until their retirement, resignation, death or removal. Subject to exceptions and exemptions, which may be granted by the Independent Directors, effective January 1, 2006, Directors must retire at the close of business on the last day of the calendar year in which the Director attains age seventy-four (74).
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | Other |
Name | Held With | Time | During Past Five | Overseen by | Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
Independent Directors
| | | | | |
Marc P. Blum (9/9/42) | Director | Director since 1986 | Chief Executive Officer, World Total Return Fund, LLLP; Of Counsel to Gordon, Feinblatt, Rothman, Hoffberger and Hollander, LLC (law firm). | 12 | Director, Legg Mason Trust (asset management company) and Rodney Trust Company (Delaware). |
| | | | | |
Thomas S. Gayner (12/16/61) | Director | Director since 2004 | Executive Vice President and Chief Investment Officer, Markel Corporation (insurance company). | 12 | Director, First Market Bank. |
| | | | | |
Jerry D. Geist (5/23/34) | Director | Director since 1986 | Chairman, Santa Fe Center Enterprises (energy project development); retired Chairman and President, Public Service Company of New Mexico. | 12 | Director, CH2M-Hill, Inc. (engineering); Chairman, Santa Fe Center Enterprises, Member, Investment Committee for Microgeneration Technology Fund, UTECH Funds. |
| | | | | |
22
DAVIS REAL ESTATE PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
DIRECTORS – (Continued)
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | Other |
Name | Held With | Time | During Past Five | Overseen by | Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
Independent Directors - Continued
| | | | | |
D. James Guzy (3/7/36) | Director | Director since 1982 | Chairman, PLX Technology, Inc. (semi-conductor manufacturer). | 12 | Director, Intel Corp. (semi-conductor manufacturer), Cirrus Logic Corp. (semi-conductor manufacturer), Alliance Technology Fund (a mutual fund), Micro Component Technology, Inc. (micro-circuit handling and testing equipment manufacturer), LogicVision, Inc. (semi-conductor software company), and Tessera Technologies, Inc. (semi-conductor packaging company). |
| | | | | |
G. Bernard Hamilton (3/18/37) | Director | Director since 1978 | Retired, Managing General Partner, Avanti Partners, L.P. from 1990-2005 (investment partnership). | 12 | none |
| | | | | |
Samuel H. Iapalucci (7/19/52) | Director | Director since 2006 | Executive Vice President and Chief Financial Officer, CH2M-Hill, Ltd., (engineering). | 12 | none |
| | | | | |
Robert P. Morgenthau (3/22/57) | Director | Director since 2002 | Chairman, NorthRoad Capital Management, LLC (an investment management firm) since June 2002; President of Private Advisory Services of Bank of America (an investment management firm) from 2001 until 2002; prior to that a managing director and global head of marketing and distribution for Lazard Asset Management (an investment management firm) for ten years. | 12 | none |
23
DAVIS REAL ESTATE PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
DIRECTORS – (Continued)
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | Other |
Name | Held With | Time | During Past Five | Overseen by | Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
Independent Directors - Continued
| | | | | |
Theodore B. Smith, Jr. (12/23/32) | Director | Director since 1994 | Chairman, John Hassall, Inc. (fastener manufacturing); Chairman, Cantrock Realty and Mayor, Incorporated Village of Mill Neck, NY. | 12 | none |
| | | | | |
Christian R. Sonne (5/6/36) | Director | Director since 1990 | General Partner, Tuxedo Park Associates (land holding and development firm); President and Chief Executive Officer of Mulford Securities Corporation (private investment fund) until 1990; formerly Vice President of Goldman Sachs & Co. (investment banking); Chairman, Board of Trustees, American Scandinavian Foundation. | 12 | none |
| | | | | |
Marsha Williams (3/28/51) | Director | Director since 1999 | Executive Vice President and Chief Financial Officer, Equity Office Properties Trust (a real estate investment trust); former Chief Administrative Officer, Crate & Barrel (home furnishings retailer); former Vice President and Treasurer, Amoco Corporation (oil & gas company). | 15 | Director, the Selected Funds (consisting of three portfolios) since 1996; Director, Modine Manufacturing, Inc. (heat transfer technology); Director, Chicago Bridge & Iron Company, N.V. (industrial construction and engineering). |
24
DAVIS REAL ESTATE PORTFOLIO
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
DIRECTORS – (Continued)
| | | | Number of | |
| | Term of | | Portfolios in | |
| | Office and | Principal | Fund | |
| Position(s) | Length of | Occupation(s) | Complex | Other |
Name | Held With | Time | During Past Five | Overseen by | Directorships |
(birthdate) | Fund | Served | Years | Director | Held by Director |
Inside Directors* - Continued
| | | | | |
Jeremy H. Biggs (8/16/35) | Director/ Chairman | Director since 1994 | Vice Chairman, Member of the Investment Policy Committee and Member of the International Investment Committee, all for Fiduciary Trust Company International (money management firm); Consultant to Davis Selected Advisers, L.P. | 12 | none |
| | | | | |
Andrew A. Davis (6/25/63) | Director | Director since 1997 | President or Vice President of each Davis Fund and Selected Fund; President, Davis Selected Advisers, L.P., and also serves as an executive officer in certain companies affiliated with the Adviser. | 15 | Director, the Selected Funds (consisting of three portfolios) since 1998. |
| | | | | |
Christopher C. Davis (7/13/65) | Director | Director since 1997 | President or Vice President of each Davis Fund, Selected Fund, and Clipper Fund; Chairman, Davis Selected Advisers, L.P., and also serves as an executive officer in certain companies affiliated with the Adviser, including sole member of the Adviser’s general partner, Davis Investments, LLC; Employee of Shelby Cullom Davis & Co. (registered broker/dealer). | 15 | Director, the Selected Funds (consisting of three portfolios) since 1998. Director, Washington Post Co. (newspaper publisher). |
* Jeremy H. Biggs, Andrew A. Davis and Christopher C. Davis own partnership units (directly, indirectly or both) of the Adviser and are considered to be “interested persons” of the Funds as defined in the Investment Company Act of 1940. Andrew A. Davis and Christopher C. Davis are brothers.
25
DAVIS REAL ESTATE PORTFOLIO
2949 East Elvira Road, Tucson, Arizona 85706
Directors | Officers |
Jeremy H. Biggs | Jeremy H. Biggs |
Marc P. Blum | Chairman |
Andrew A. Davis | Andrew A. Davis |
Christopher C. Davis | President |
Thomas S. Gayner | Christopher C. Davis |
Jerry D. Geist | Vice President |
D. James Guzy | Kenneth C. Eich |
G. Bernard Hamilton | Executive Vice President & |
Samuel H. Iapalucci | Principal Executive Officer |
Robert P. Morgenthau | Sharra L. Reed |
Theodore B. Smith, Jr. | Vice President & Chief |
Christian R. Sonne | Compliance Officer |
Marsha Williams | Douglas A. Haines |
| Vice President & |
| Principal Accounting Officer |
| Thomas D. Tays |
| Vice President & Secretary |
Investment Adviser
Davis Selected Advisers, L.P. (doing business as "Davis Advisors")
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
(800) 279-0279
Distributor
Davis Distributors, LLC
2949 East Elvira Road, Suite 101
Tucson, Arizona 85706
Transfer Agent
Boston Financial Data Services, Inc.
c/o The Davis Funds
P.O. Box 8406
Boston, Massachusetts 02266-8406
Custodian
State Street Bank and Trust Co.
One Lincoln Street
Boston, Massachusetts 02111
Counsel
Seyfarth Shaw LLP
131 South Dearborn Street, Suite 2400
Chicago, Illinois 60603-5577
Independent Registered Public Accounting Firm
KPMG LLP
707 Seventeenth Street
Suite 2700
Denver, Colorado 80202
For more information about Davis Real Estate Portfolio including management fee, charges, and expenses, see the current Davis Variable Account Fund, Inc. (including Davis Real Estate Portfolio) prospectus, which must precede or accompany this report. The Davis Variable Account Fund, Inc. Statement of Additional Information contains additional information about the Fund’s Directors and is available without charge upon request by calling 1-800-279-0279 or on the Fund’s website at www.davisfunds.com. Quarterly Fact sheets are available on the Fund’s website at www.davisfunds.com.
26
ITEM 2. CODE OF ETHICS
Not Applicable
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT
The registrant’s board of directors has determined that independent trustee Marsha Williams qualifies as the “audit committee financial expert”, as defined in Item 3 of form N-CSR.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES
Not Applicable
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
Not Applicable
ITEM 6. SCHEDULE OF INVESTMENTS
Not Applicable. The complete Schedule of Investments is included in Item 1 of this for N-CSR
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
Not Applicable
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES
Not Applicable
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANIES AND AFFILIATED PURCHASERS
Not Applicable
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There have been no changes to the procedure by which shareholders may recommend nominees to the registrant’s Board of Trustees.
ITEM 11. CONTROLS AND PROCUDURES
| (a) | The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-2 (c) under the Investment Company Act of 1940, as amended) are effective as of a date within 90 days of the filing date of this report. |
| (b) | There have been no significant changes in the registrant’s internal controls or in other factors that could significantly affect these controls. |
ITEM 12. EXHIBITS
(a)(1) Not Applicable
(a)(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 are attached.
(a)(3) Not Applicable
(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 are attached.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
DAVIS VARIABLE ACCOUNT FUND, INC.
By | /s/ Kenneth C. Eich | |
| Kenneth C. Eich | |
| Principal Executive Officer |
| | | |
Date: August 21, 2006
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By | /s/ Kenneth C. Eich | |
| Kenneth C. Eich | |
| Principal Executive Officer |
| | | |
Date: August 21, 2006
By | /s/ Douglas A. Haines | |
| Douglas A. Haines | |
| Principal Financial Officer |
| | | |
Date: August 21, 2006