UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM N-CSRS
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CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
INVESTMENT COMPANY ACT FILE NUMBER 811-2815
THE COPLEY FUND, INC.
(Exact name of registrant as specified in charter)
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245 Sunrise Avenue
Palm Beach, FL 33480
(Address of principal executive offices) (Zip code)
Irving Levine, President
245 Sunrise Avenue
Palm Beach, FL 33480
(Name and address of agent for service)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: 1-561-665-8050
DATE OF FISCAL YEAR END: FEBRUARY 28, 2003
DATE OF REPORTING PERIOD: AUGUST 31, 2003
ITEM 1. REPORTS TO SHAREHOLDERS
Semi-Annual Report
August 31, 2003
COPLEY FUND, INC.
A No-Load Fund
Copley Fund, Inc.
Copley Financial Services Corp. - Investment Manager
PO Box 3287, Fall River, Massachusetts 02722, (508)674-8459
October 27, 2003
Dear Fellow Shareholder:
Two very major and significant events occurred since our Annual Report, i.e. the Sarbanes-Oxley Act and the reduction in taxes to (15% for eligible dividend income and capital gains).
The Sarbanes-Oxley Act necessitates even more information disclosure and places emphasis on the independence of Board Members. We at Copley have been most fortunate in having as board members truly independent and successful individuals whose total concentrations involve what is best for the Copley shareholder. Note all our board have a substantial investment in Copley Fund.
However this act which passed by Congress because of the corruptness of some corporations, some accounting firms and some mutual Funds has added extra professional and accounting expenses even to ethical institutions such as ours.
Even our Directors and Officers insurance premiums have increased by 40%. Thus our expense ration has increased for this half year. However, we look forward to a decrease in our expense ratio the last half year as the insurance bill of $48,157.00 will have been deducted and we will explore some savings in our professional and administrative expenses.
The reduction in taxes (15% from 35% for dividend income and 15% from 20% for capital gains income) usually does not have a realized effect for eight or nine months. At this writing the benefits to Copley Fund are just beginning to appear. There has been a proliferation of dividend income funds most of which are still in registration. When these funds all become active many billions of dollars will be invested in Copley's type of stocks. Thus we are looking forward to a significant increase in our net asset value.
As of now the SEC has mandated that all Mutual Funds must disclose in their proxy statements their "after tax" performance. This will be very interesting as most funds average in "after tax performance" 3% lower than their regular reporting results. Copley does not distribute dividends or capital gains thus its reporting results are after tax. This gives us on average a 3% better after tax return than most stock mutual funds. This does not reflect the tax consequences as a result of redemptions.
Thus Copley is still adhering to its philosophy of investing in highly visible stocks with good earnings and good dividends in increasing amounts.
The record below gives an accurate history of our conservative approach.
1984* +23.9% (Top performing Fund in 1984)
1985 +25%
1986 +18%
1987 -8%
1988 +20%
1989 +16% (Including a reserve for taxes and
unrealized gains.)
1990 -2%
1991 +18%
1992 +18%
1993 +10%
1994 -7%
1995 +26%
1996 + 5%
1997 +25%
1998 +14%
1999 -6.86%
2000 +22.50%
2001 -9.30%
2002 -13.9%
2003 + 5.91% (as of September 30, 2003)
We are instituting plans to add a greater variety of merchandise to our operating division and we are starting to supply more departments, this will start to be reflected in 2004.
Thus we are most optimistic for Copley Fund during the coming year.
Our thanks to our Board and our shareholders for their support through our twenty-five years of operation.
Cordially yours,
/s/ Irving Levine
Irving Levine
PRESIDENT
2
Copley Fund, Inc. Per Share ValueCALENDAR YEARS ENDED DECEMBER 31, 2002PERIOD ENDED March 31, 2003
Year Per Share Value
1981 4.531982 5.431983 6.061984 7.511985 9.361986 11.001987 10.111988 12.121989 14.28
1990 14.06
1991 16.47
1992 19.38
1993 21.35
1994 19.71
1995 24.65
1996 26.05
1997 32.58
1998 37.04
1999 34.50
2000 42.26
2001 38.33
2002 32.99
2003 34.94(As of September 30, 2003)
3
ACCOUNTANT'S REVIEW REPORT
Shareholders and Board of Directors
Copley Fund, Inc.
Palm Beach, Florida
I have made a review of the accompanying statement of assets and liabilities, including the portfolio of investments, of Copley Fund, Inc., as of August 31, 2003, and the related statement of operations , the statement of cash flows, the statement of changes in net assets, and the selected per share data and rations for the six months then ended, in accordance with Statements on Standards for Accounting and Review Services issued by the American Institute of Certified Public Accountants. All information included in these statements is the representation of the management of Copley Fund, Inc.
A review of interim financial information consists principally of obtaining an understanding of the system for the preparation of interim financial information, applying analytical review procedures to financial data, and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, I do not express such an opinion.
Based upon my review, I am not aware of any material modifications that should be made to the financial statements referred to above for them to be in conformity with generally accepted accounting principles.
I have previously audited, in accordance with generally accepted auditing standards, the statement of assets and liabilities as of February 28, 2003 and the related financial statements and cash flows for the year then ended (not presented in full herein); and in my report dated April 23, 2003, I expressed an unqualified opinion on those financial statements.
ROY G. HALECertified Public AccountantLa Plata, MarylandOctober 23, 2003
4
COPLEY FUND, INC.
PORTFOLIO OF INVESTMENTS
August 31, 2003
Shares Value
COMMON STOCKS-86.87%
BANKING-5.56%
J.P Morgan Chase & Company 42,000 $ 1,437,240
KeyCorp 15,000 407,700
PNC Financial Services Group 35,000 1,666,000
3,510,940
DIVERSIFIED UTILITY COMPANIES-8.93%
Alliant Energy Corp. 20,000 418,600
Dominion Resources, Inc. 30,000 1,817,400
FPL Group 55,000 3,402,300
5,638,300
DRUG COMPANIES-5.44%
Bristol Myers Squibb Co. 100,000 2,537,000
Pfizer, Inc. 30,000 897,600
3,434,600
ELECTRIC AND GAS-15.07%
American Electric Power 35,000 990,850
Cinergy Corp. 35,000 1,197,700
First Energy Corp. 40,000 1,170,400
Great Plains Energy, Inc. 40,000 1,158,400
Progress Energy, Inc. 40,000 1,619,600
Public Service Enterprise Group 15,000 635,100
SCANA, Corp. 50,000 1,700,000
Sempra Energy, Inc. 35,000 1,041,250
$ 9,513,300
See Accountant's Review Report.
The accompanying notes are an integral part of the financial statements.
5
COPLEY FUND, INC.
PORTFOLIO OF INVESTMENTS
August 31, 2003
Shares Value
ELECTRIC POWER COMPANIES-12.62%
Ameren Corporation 30,000 1,275,000
DTE Energy Company 55,000 1,920,050
Exelon Corporation 11,600 683,240
Nstar 25,000 1,115,000
PP&L Corp. 50,000 1,983,500
Southern Company 35,000 993,300
7,970,090
GAS UTILITIES & SUPPLIES-12.62%
Delta Natural Gas Co. 20,000 463,000
Energy East Corp. 40,000 863,600
Keyspan Energy Corp. 45,000 1,518,750
New Jersey Resources Corp. 37,500 1,353,750
Northwest Natural Gas Co. 40,000 1,139,600
Peoples Energy Corp. 40,000 1,606,000
WGL Holdings Corp. 38,000 1,021,820
7,966,520
HEALTH CARE PRODUCTS-0.82%
Zimmer Holdings, Inc. 10,000 517,400
INSURANCE-3.42%
Arthur J. Gallagher & Company 80,000 2,160,000
OILS-12.29%
BP Amoco PLC. 25,500 1,063,860
Chevron Texaco Corp. 23,100 1,683,297
Exxon-Mobil Corp. 106,086 3,999,442
Sunoco, Inc. 25,000 1,015,750
$ 7,762,349
See Accountant's Review Report.
The accompanying notes are an integral part of the financial statements.
6
COPLEY FUND, INC.
PORTFOLIO OF INVESTMENTS
August 31, 2003
Shares Value
RETAIL-1.88%
Wal-Mart Stores, Inc. 20,000 $ 1,183,400
TELEPHONE-8.22%
Bell South Corp. 20,000 504,000
SBC Communications, Inc. 60,430 1,359,071
Verizon Communications, Inc. 94,232 3,328,274
5,191,345
Total Common Stocks (Cost $27,229,656) 54,848,244
PREFERRED STOCK-0.75%
Franklin PR.(Cost $475,000) 4,750 475,000
Total value of investments(Cost $28,214,934) 55,323,244
Excess of cash and other assets over liabilities 7,814,471
NET ASSETS $63,137,715
Federal Tax Information: At August 31, 2003, the net unrealized appreciation based on cost for Federal income tax purposes of $27,108,310 was as follows:
Aggregate gross unrealized appreciation for
all investments for which there was an
excess of value over cost $ 27,108,310
Aggregate gross unrealized depreciation for
all investments for which there was an
excess of cost over value 0
Net unrealized appreciation $ 27,108,310
============
See Accountant's Review Report.
The accompanying notes are an integral part of the financial statements.
7
COPLEY FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES
August 31, 2003
ASSETS
Investments in securities, at
value (identified cost $28,214,934)
(Note 1) $ 55,323,244
Cash 8,311,519
Receivables:
Subscriptions $ 1,100
Trade (Notes 5&6 46,664
Dividends and interest 194,535 242,299
Inventory (Notes 1, 5 & 6) 299,965
Prepaid Expenses 758
Total Assets 64,107,785
LIABILITIES
Payables:
Redemptions 43,775
Trade 42,325
Accrued income taxes-current 53,882
Accrued expenses 59,534
Deferred income taxes (Notes 1 & 2) 770,554
Total Liabilities 970,070
Commitments and Contingencies (Note 7)
Net Assets $ 63,137,715
=============
Net assets consist of:
Capital paid in $ 7,050,562
Undistributed net investment and
operating income 27,696,602
Accumulated net realized gain on
investment transactions 1,282,446
Net unrealized appreciation in
value of investments (Note 2) 21,748,626
Total $ 63,137,715
=============
Net Asset Value, Offering and
Redemption Price Per Share
(1,839,691 shares of $1.00 par
value capital stock outstanding) $34.49
=============
See Accountant's Review Report
The accompanying notes are an integral part of the financial statements.
8
COPLEY FUND, INC.
STATEMENT OF OPERATIONS
For the Six Months Ending August 31, 2003
Investment Income (Note 1)
Income:
Dividend $ 1,142,099
Interest 39,882
Investment Income $ 1,181,981
Expenses:
Investment advisory fee(Note 5) 238,106
Professional fees 41,949
Custodian fees 9,685
Accounting and Shareholding
Services 35,706
Printing 4,858
Postage and shipping 1,176
Directors fees 11,756
Blue Sky fees 9,225
Insurance 48,157
Office expense & miscellaneous 3,215
403,833
Less:Investment advisory
fee waived 30,000 373,833
Net investment income before
income taxes 808,148
Operating Profit(Notes 2, 5 & 7)
Gross Profit 16,342
Less: Operating expenses 16,029
Net operating profit before
income taxes 313
Net Investment and Operating
Income before Income Taxes 808,461
Less provision for income taxes
(Notes 2 and 7) 53,882
Net investment and operating income 754,579
Realized and Unrealized Gain (Loss)
on Investments (Notes 2 and 7)
Realized loss from investment
transactions during the period (308,205)
Increase in unrealized
appreciation of investments
during current period 5,359,684
Net realized and unrealized
gain 5,051,479
Net Increase in Net Assets Resulting
from operations $ 5,806,058
=============
See Accountant's Review Report
The accompanying notes are an integral part of the financial statements.
9
COPLEY FUND, INC.
STATEMENT CHANGES IN NET ASSETS
Six Months
Ended Year Ended
8/31/03 2/28/03
Increase (Decrease)in Net Assets
from Operations
Net investment and operating
income $ 754,579 $ 1,659,514
Net realized gain/loss on
investment transactions (308,205 (1,621,607)
Net change in unrealized
appreciation on investments 5,359,684 (12,801,446)
Increase/(decrease) in net assets
resulting from operations 5,806,058 (12,763,539)
NET EQUALIZATION (DEBITS)
CREDITS (Note 1) (76,368) (2,445,933)
CAPITAL SHARE TRANSACTIONS
(Note 3)
Increase/(decrease) in net
assets resulting from capital
share transactions (235,812) (3,753,192)
Total increase (decrease)
in net assets 5,493,878 (18,962,664)
NET ASSETS
Beginning of Period 57,643,837 76,606,501
End of Period (including
undistributed net investment
and operating income of
$27,696,602 and $27,245,065
respectively $ 63,137,715 $ 57,643,837
============ ============
See Accountant's Review Report.
The accompanying notes are an integral part of the financial statements.
10
COPLEY FUND, INC.
STATEMENT OF CASH FLOWS
For the Six Months Ending August 31, 2003
Increase (Decrease) in Cash
Cash flows from operating activities
Dividends and interest received $ 1,195,281
Proceeds from disposition of long-term
portfolio investments 608,933
Receipts from customers 103,540
Payments of taxes, net ( 40,408)
Expenses paid (326,706)
Purchase of long-term portfolio investments (1,457,416)
Payments to suppliers (56,850)
Net cash provided by operating activities 56,374
============
Cash flows provided by financing activities
Fund shares sold 963,960
Fund shares repurchased (1,276,139)
Net cash used by financing activities ( 312,179)
=============
Net decrease in cash ( 255,805)
Cash at beginning of period 8,567,324
Cash as of August 31, 2003 $ 8,311,519
============
RECONCILIATION OF NET INCREASE IN NET ASSETS RESULTING FROM
OPERATIONS TO NET CASH PROVIDED BY OPERATING ACTIVITIES
Net decrease in net assets
resulting from operations $ 5,806,058
Increase in investments ( 5,827,148)
Decrease dividends and interest receivable 13,341
Increase in receivables from customers ( 14,446)
Decrease in inventory ( 45,726)
Increase in income taxes payable 15,559
Increase in payables to customers 16,600
Increase in deferred income taxes payable 0
Increase in other assets ( 501)
Increase in accrued expenses 1,185
Total adjustments (5,749,684)
Net cash provided by operating activities $ 56,374
=============
See Accountant's Review Report.
The accompanying notes are an integral part of the financial statements.
11
COPLEY FUND, INC.
NOTES TO FINANCIAL STATEMENTS
1. Significant Accounting Policies
The Fund is registered under the Investment Company Act of 1940, as amended, as a diversified, open-end management company. The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America.
Security Valuations
Investments in securities traded on a national securities exchange are
valued at the last reported sales price on the last business day of the
period; securities traded on the over-the-counter market and listed
securities for which no sale was reported on that date are valued at the mean between the last reported bid and asked prices.
Sales of Securities
In determining the net realized gain or loss from sales of securities,
the cost of securities sold is determined on the basis of identifying the specific certificates delivered.
Equalization
The Fund follows the accounting practice known as equalization by
which a portion of the proceeds from sales and costs of repurchases of
capital shares, equivalent on a per-share basis to the amount of
distributed net investment and operating income on the date of the
transaction, is credited or charged to undistributed net investment and
operating income.
Distributions
It is the Fund's policy to manage its assets so as to avoid the
necessity of making annual taxable distributions. Net investment and
operating income and net realized gains are not distributed, but rather are accumulated within the Fund and added to the value of the Fund shares.
Inventory
Inventory is valued at the lower of cost (determined by the first in/
first out method) or market.
Income Taxes
The Fund files its tax returns as a regular corporation and accordingly
the financial statements include provisions for current and deferred income taxes.
See Accountant's Review Report.
The accompanying notes are an integral part of the financial statements.
12
<PAGE>
COPLEY FUND, INC.
NOTES TO FINANCIAL STATEMENTS
(Continued)
Other
Security transactions are accounted for on the date the securities are
purchased or sold. Dividend income is recorded on the ex-dividend date.
Interest income is recorded as earned.
2. Federal and State Income Taxes
The income tax provision included in the financial statements is
as follows:
Regular tax liability.................. $ 53,882
Deferred tax liability................. 0
$ 53,882
========
The Fund provides deferred taxes for unrealized appreciation on its
investment portfolio to the extent that management anticipates that a
liability may exist. The amount of deferred taxes currently available to the Fund is $827,746, consisting of $770,554 accumulated general liability and a cumulative alternative minimum tax carryover of $57,192. The difference between the effective rate on investment and operating income and the expected statutory rate is due substantially to the use by the Fund of the dividends received deduction.
In tax years beginning after 1997, a small corporation is no longer
subject to the alternative minimum tax. The Fund qualifies as a small
corporation as set forth in Internal Revenue Code, Section 55(e). The
cumulative alternative minimum tax carryover from prior years may be used to offset a portion of the regular tax liability. In the current period, the regular federal tax liability was reduced by $35,301 due to alternative minimum tax carryovers.
The Fund has $2,348,310 in accumulated capital loss carry forwards which expires as follows: $418,498 on February 28, 2007 and $1,621,607 on February 28, 2008; and $308,205 on February 28, 2009
The Fund is qualified and currently conducts business in the State
of Florida. The Fund is subject to Florida corporate taxes but is not subject to alternative minimum tax in any year which the Fund does not pay a federal alternative minimum tax.
See Accountant's Review Report.
The accompanying notes are an integral part of the financial statements.
13
COPLEY FUND, INC.
NOTES TO FINANCIAL STATEMENTS
In accordance with FASB-109, Accounting for Income Taxes (applicable for fiscal years commencing after December 31, 1992), the Copley Fund, Inc. has adopted the liability method of accounting for current and deferred tax assets and liabilities.
3. Capital Stock
At August 31, 2003 there were 5,000,000 shares of $1.00 par value
capital stock authorized. Transactions in capital shares were as follows:
Six Months Ended Year Ended
8/31/03 2/28/03
Shares Amount Shares Amount
Shares sold 28,219 $ 963,960 19,183 $ 673,444
Shares repurchased (37,357) ( 1,276,139) (213,341) (6,873,083
--------- ------------ --------- -------------
Net Change ( 9,138) $ ( 312,179) (194,158) (6,199,639)
========= ============ ========= =============
4. Purchases and Sales of Securities
Purchases and sales of securities, other than United States govern-
ment obligations and short-term notes, aggregated $1,457,416 and $638,933, respectively.
5. Investment Advisory Fee and Other Transactions with Related Parties
Copley Financial Services Corporation (CFSC), a Massachusetts
corporation, serves as investment advisor to the Fund. Irving Levine,
Chairman of the Board of the Fund, is the owner of all of the outstanding common stock of CFSC and serves as its President, Treasurer and a member of its Board of Directors.
Under the Investment Advisory Contract, CFSC is entitled to an annual
fee, payable monthly at the rate of 1.00% of the first $25 million of the average daily net assets; .75% of the next $15 million; and .50% on average daily net assets over $40 million.
See Accountant's Review Report.
The accompanying notes are an integral part of the financial statements.
14
COPLEY FUND, INC.
NOTES TO FINANCIAL STATEMENTS
Since September 1, 1978, in order to encourage the growth of the net
asset value of the Fund by keeping expenses to a minimum, CFSC has waived a portion of the investment advisory fee on the first $15 million of average net assets. CFSC has made no commitment to continue this policy.
For the six months ended August 31, 2003, the fee for investment
advisory service totaled $238,106, less fees of $30,000 voluntarily waived. Also, during the period unaffiliated directors received $11,756 in directors' fees.
The Fund's operating division, which imports merchandise for resale,
places a portion of its merchandise on consignment with a company controlled by Irving Levine. The Fund invoices the consignee when the merchandise is ultimately sold. Sales of merchandise to the affiliate amounted to $69,509 during the period.
6. Notes Payable
A $3,000,000 line of credit has been secured for the operating
division from Fleet National Bank. The assets of the Fund are pledged as security for this line of credit. The amount currently outstanding on this line is zero.
7. Commitments and Contingencies
Since the Fund accumulates its net investment income rather than
distributing it, the Fund may be subject to the imposition of the federal accumulated earnings tax. The accumulated earnings tax is imposed on a corporation's accumulated taxable income at a rate of 15% for years commencing after December 31, 2002.
Accumulated taxable income is defined as adjusted taxable income
minus the sum of the dividends paid deduction and the accumulated earnings credit. The dividends paid deduction and accumulated earnings credit are available only if the Fund is not held to be a mere holding or investment company.
The Internal Revenue Service has upheld management's position that the Fund is not a mere holding or investment company since the Fund is conducting an operating business. Provided the Fund manages accumulated and annual earnings and profits, in excess of $250,000, in such a manner that the funds are deemed to be obligated or consumed by
capital losses, redemptions and expansion of the operating division, the Fund will not be held liable for the accumulated earnings tax by the Internal Revenue Service.
See Accountant's Review Report.
The accompanying notes are an integral part of the financial statements.
15
ABOUT THE FUND'S DIRECTORS AND OFFICERS
The Fund is governed by a Board of Directors that meet to review investments, performance, expenses and other business matters, and is responsible for protecting the interests of shareholders. The majority of the Fund's directors are independent of Copley Financial Services Corp.; the only "inside" director is an officer and director of Copley Financial Services Corp. The Board of Directors elects the Fund's officers, who are listed in the final table. The business address of each director and officer is 245 Sunrise Ave., Palm Beach, FL 33480.
INDEPENDENT DIRECTORS
Name
(Date of Birth) Principal Occupations(s) During Past 5
Year Elected and Other Directorships of Public Companies____
Albert Resnick, M.D. Physician Since 1948
(March 23, 1922)
1978
Kenneth Joblon President, Brittany Dyeing & Printing Corp.
(February 28, 1946) New Bedford, MA
1996
Burton S. Stern Private Investor
(March 24, 1926)
1978
INSIDE DIRECTORS
Name
(Date of Birth)
Year Elected
(Number of Copley Principal Occupations(s) During Past 5
Portfolios Overseen) and Other Directorships of Public Companies____
Irving Levine President, Treasurer and a Director of Copley
(September 25, 1921) Financial Services Corp. since 1978; a Director
1978 of Franklin Capital Corp. (an operating
[1] investment company) since March, 1990; Chairman
of the Board and Treasurer of Stuffco International, Inc., a ladies handbag processor
and retail chain operator, since February 1978;
Director of US Energy Systems, Inc. since 2000.
OFFICERS
Name
(Date of Birth) Principal Occupations(s) During Past 5
Title and Other Directorships of Public Companies____
Irvine Levine See Above
(September 25, 1921)
Chairman of the Board of
Directors and President
Eileen Joinson Clerk-Treasurer of the Fund since 1980; Clerk
(March 14, 1948) and Office Manager of Stuffco International,
Clerk Inc., a ladies handbag processor, since 1978.
16
COPLEY FUND, INC.
FINANCIAL HIGHLIGHTS
The following table presents information about the Fund's financial history. It is based upon a single share outstanding throughout each fiscal year (which ends on the last day of February).
Year Ended
August February February February February February
31, 2003 28, 2003 28, 2002 28, 2001 29, 2000 28, 1999
Net asset value,
Beginning of year $ 31.33 $ 37.66 $ 39.94 $ 31.68 $ 34.22 $ 32.48
Income (loss) for
Investment operations:
Net investment income(loss) 0.41 0.95 0.67 0.97 1.06 1.01
Net gains(losses) on securities
(both realized and unrealized) 2.75 (7.28) (2.95) 7.29 (3.60) .73
Total investment operations 3.16 (6.33) (2.28) 8.26 (2.54) 1.74
Net asset value, end of year $ 34.49 $ 31.33 $ 37.66 $ 39.94 $ 31.68 $34.22
Total Return (a) 10.11% -16.81% -5.71% 26.07% -7.42% 5.36%
Net Assets, last day of
February (in thousands) 63,138 57,644 76,607 83,573 71,723 87,092
Ratio of expenses to average
Net assets (b)(c) 1.23% 1.07% 0.98% 1.04% 1.06% 0.97%
Ratio of net income(loss) to
Average net assets (c) 2.50% 2.47% 1.70% 2.66% 3.01% 2.98%
Portfolio Turnover 1.22% 8.65% 3.33% 26.26% 6.77% 2.49%
Number of shares outstanding
at end of period (in
thousands) 1,831 1,840 2,034 2,092 2,264 2,545
- Total return for periods less than one year are not annualized.
- Ratio of expenses presented exclude income taxes.
- Annualized for periods less than one year.
See Accountant's Review Report.
The accompanying notes are an integral part of the financial statements.
COPLEY FUND, INC. Semi-Annual Report
A No-Load Fund August 31, 2003
Investment Adviser
Copley Financial Services Corp.
P.O. Box 3287
Fall River, Massachusetts 02722
Custodian
Fleet Investment Services
111 Westminster Street
Providence, Rhode Island 02903
Transfer Agent
Gemini Fund Services
4020 South 147th Street
Suite 2
Omaha, Nebraska 68137
Tel. (402)493-4603
(800)635-3427, ext. 7204
FAX: (402)963-9094
General Counsel
Roberts & Henry
504 Talbot Street
St. Michaels, MD 21663
Auditors
Roy G. Hale, C.P.A.
624 Clarks Run Road
La Plata, MD 20646
ITEM 2. CODE OF ETHICS.
Not applicable - only effective for annual reports with periods ending on or after July 15, 2003.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
Not applicable - only effective for annual reports with periods ending on or after July 15, 2003.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Not applicable - only effective for annual reports with periods ending on or after December 15, 2003.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
Not applicable.
ITEM 6. (RESERVED)
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 8. (RESERVED)
ITEM 9. CONTROLS AND PROCEDURES.
(a) The certifying officer, whose certification is included herewith, have evaluated the registrant's disclosure controls, and procedures within 90 days of the filing date of this report. In his opinion, based on his evaluation, the registrant's disclosure controls and procedures are adequately designed, and are operating effectively to ensure, that material information relating to the registrant, including its consolidated subsidiaries, is made known to him by others within those entities, particularly during the period in which this report is being prepared. Further, in his opinion, the registrant's disclosure controls and procedures are adequately designed, and are operating effectively to ensure, that information required to be disclosed by the registrant in the reports it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.
(b) There were no significant changes in the registrant's internal controls or in other factors that could significantly affect these controls subsequent to the date of the evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
ITEM 10. EXHIBITS.
File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated.
(a) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Not applicable.
(b) A separate certification for the principal executive officer and principal financial officer of the registrant as required by Rule 30a-2 under the Investment Company Act of 1940, as amended (17 CFR 270.30a-2) are filed herewith. Officer certifications are required by Section 906 of the Sarbanes Oxley Act of 2002 also accompany this filing as an Exhibit.
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.
(Registrant) Copley Fund, Inc.
By (Signature and Title)* /s/ Irving Levine__
Irving Levine, CEO
Date: 10/25/03
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.
(Registrant) Copley Fund, Inc.
By (Signature and Title)* /s/ Irving Levine__
Irving Levine, CEO
Date: 10/25/03
(Registrant) Copley Fund, Inc.
By (Signature and Title)* /s/ Irving Levine__
Irving Levine, CFO
Date: 10/25/03
*Print the name and title of each signing officer under his or her signature.
