REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees and Shareholders of
Tax-Free Trust of Arizona:
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Tax-Free Trust of Arizona as of June 30, 2011 and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of June 30, 2011, by correspondence with the custodian and brokers. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Tax-Free Trust of Arizona as of June 30, 2011, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
TAIT, WELLER & BAKER LLP
Philadelphia, Pennsylvania
August 26, 2011
TAX-FREE TRUST OF ARIZONA
SCHEDULE OF INVESTMENTS
JUNE 30, 2011
| | | | Rating | | | |
| | | | Moody’s, S&P | | | |
Principal | | | | and Fitch | | | |
Amount | | General Obligation Bonds (20.7%) | | (unaudited) | | Value | |
| | Buckeye Jackrabbit Trail Sanitary Sewer Improvement | | | | | |
| | District | | | | | |
$ | 2,345,000 | | 6.250%, 01/01/29 | | NR/A-/NR | | $ | 2,332,642 | |
| | | Bullhead City Parkway Improvement District | | | | | | |
| 645,000 | | 6.100%, 01/01/12 | | A3/NR/NR | | | 656,333 | |
| | | Coconino & Yavapai Counties Joint Unified School | | | | | | |
| | | District No. 9 Sedona | | | | | | |
| 1,000,000 | | 5.375%, 07/01/28 | | Aa2/A+/NR | | | 1,056,780 | |
| | | Flagstaff Improvement District (Aspen Place Sawmill) | | | | | | |
| 2,500,000 | | 5.000%, 01/01/32 | | Aa3/NR/NR | | | 2,499,825 | |
| | | Gila Co. Unified School District No. 10 (Payson) | | | | | | |
| 400,000 | | 5.250%, 07/01/27 AMBAC Insured | | Aa3/NR/NR | | | 411,360 | |
| 1,000,000 | | 5.750%, 07/01/28 | | Aa3/NR/NR | | | 1,070,500 | |
| | | Gilbert Improvement District No. 19 | | | | | | |
| 335,000 | | 5.200%, 01/01/23 | | A1/A/NR | | | 336,832 | |
| | | Gilbert Improvement District No. 20 | | | | | | |
| 700,000 | | 5.100%, 01/01/29 | | Aa3/A/NR | | | 714,721 | |
| | | Goodyear, Arizona Refunding | | | | | | |
| 1,000,000 | | 5.000%, 07/01/29 | | Aa2/AA-/NR | | | 1,009,830 | |
| | | Goodyear McDowell Road Commercial Corridor | | | | | | |
| | | Improvement District | | | | | | |
| 3,000,000 | | 5.250%, 01/01/32 AMBAC Insured | | A1/A-/NR | | | 2,912,070 | |
| | | Graham Co. Unified School District No. 4 (Thatcher) | | | | | | |
| 400,000 | | 4.750%, 07/01/12 AGMC Insured | | Aa3/NR/NR | | | 407,452 | |
| | | Greenlee Co. School District No. 18 (Morenci) | | | | | | |
| 150,000 | | 5.000%, 07/01/11 | | Baa1/NR/NR | | | 150,000 | |
| 200,000 | | 5.000%, 07/01/13 | | Baa1/NR/NR | | | 210,344 | |
| | | Maricopa Co. Elementary School District No. 8 (Osborn) | | | | | | |
| 920,000 | | 6.250%, 07/01/22 | | NR/A/NR | | | 1,033,169 | |
| | | Maricopa Co. Elementary School District No. 38 | | | | | | |
| | | (Madison) | | | | | | |
| 730,000 | | 5.000%, 07/01/22 NPFG Insured | | Baa1/A+/NR | | | 772,917 | |
TAX-FREE TRUST OF ARIZONA
SCHEDULE OF INVESTMENTS (continued)
JUNE 30, 2011
| | | | Rating | | | |
| | | | Moody’s, S&P | | | |
Principal | | | | and Fitch | | | |
Amount | | General Obligation Bonds (continued) | | (unaudited) | | Value | |
| | Maricopa Co. Elementary School District No. 68 | | | | | |
| | (Alhambra) | | | | | |
$ | 3,000,000 | | 5.500%, 07/01/14 AGMC Insured | | Aa3/NR/NR | | $ | 3,320,370 | |
| | | Maricopa Co. High School District No. 210 Phoenix | | | | | | |
| | | Union) | | | | | | |
| 2,245,000 | | 5.000%, 07/01/23 AGMC Insured (pre-refunded) | | Aa2/AA+/NR | | | 2,529,778 | |
| | | Maricopa Co. Unified School District No. 24 (Gila Bend) | | | | | | |
| 760,000 | | 5.500%, 07/01/22 | | NR/NR/NR* | | | 676,233 | |
| | | Maricopa Co. Unified School District No. 48 (Scottsdale) | | | | | | |
| 1,970,000 | | 4.000%, 07/01/14 | | Aa1/AA/NR | | | 2,115,682 | |
| 650,000 | | 3.000%, 07/01/15 | | Aa1/AA/NR | | | 683,462 | |
| 500,000 | | 4.000%, 07/01/16 | | Aa1/AA/NR | | | 549,725 | |
| | | Maricopa Co. Unified School District No. 89 (Dysart) | | | | | | |
| 2,185,000 | | 5.500%, 07/01/22 NPFG FGIC Insured | | NR/A+/NR | | | 2,457,491 | |
| 1,300,000 | | 5.000%, 07/01/25 Syncora Guarantee, Inc. Insured | | NR/A+/AA- | | | 1,348,113 | |
| 1,500,000 | | 6.000%, 07/01/28 | | NR/A+/AA- | | | 1,622,385 | |
| | | Maricopa Co. Unified School District No. 90 (Saddle | | | | | | |
| | | Mountain) | | | | | | |
| 1,200,000 | | 5.000%, 07/01/13 | | Baa1/NR/A- | | | 1,228,452 | |
| 1,000,000 | | 5.125%, 07/01/25 AGMC Insured | | Aa3/AA+/NR | | | 1,013,650 | |
| | | Maricopa Co. Unified School District No. 95 (Queen | | | | | | |
| | | Creek) | | | | | | |
| 500,000 | | 5.000%, 07/01/27 AGMC Insured | | Aa3/NR/NR | | | 508,245 | |
| | | Mohave Co. Unified School District No. 20 (Kingman) | | | | | | |
| 1,175,000 | | 5.250%, 07/01/24 AGMC Insured | | Aa3/AA+/NR | | | 1,263,748 | |
| 1,000,000 | | 5.000%, 07/01/26 AGMC Insured | | Aa3/AA+/NR | | | 1,049,640 | |
| | | Navajo Co. Unified School District No. 2 (Joseph City) | | | | | | |
| 1,250,000 | | 5.000%, 07/01/18 | | A2/NR/NR | | | 1,326,313 | |
| | | Navajo Co. Unified School District No. 6 (Heber- | | | | | | |
| | | Overgaard) | | | | | | |
| 500,000 | | 5.500%, 07/01/28 AGMC Insured | | NR/AA+/NR | | | 553,720 | |
| | | Navajo Co. Unified School District No. 10 (Show Low) | | | | | | |
| 500,000 | | 5.250%, 07/01/15 FGIC-NPFG Insured | | NR/NR/NR* | | | 550,460 | |
TAX-FREE TRUST OF ARIZONA
SCHEDULE OF INVESTMENTS (continued)
JUNE 30, 2011
| | | | Rating | | | |
| | | | Moody’s, S&P | | | |
Principal | | | | and Fitch | | | |
Amount | | General Obligation Bonds (continued) | | (unaudited) | | Value | |
| | Phoenix, Arizona | | | | | |
$ | 1,000,000 | | 6.250%, 07/01/16 | | Aa1/AAA/NR | | $ | 1,213,970 | |
| 1,240,000 | | 6.250%, 07/01/17 | | Aa1/AAA/NR | | | 1,524,134 | |
| 580,000 | | 5.375%, 07/01/20 | | Aa1/AAA/NR | | | 599,656 | |
| 420,000 | | 5.375%, 07/01/20 (pre-refunded) | | Aa1/NR/NR | | | 441,231 | |
| | | Pima Co. Unified School District No.1 (Tucson) | | | | |
| 1,500,000 | | 5.000%, 07/01/27 AGMC Insured | | Aa2/AA+/NR | | | 1,533,690 | |
| | | Pima Co. Unified School District No. 6 (Marana) | | | | |
| 1,250,000 | | 5.000%, 07/01/25 | | NR/A+/NR | | | 1,258,788 | |
| | | Pima Co. Unified School District No. 8 (Flowing Wells) | | | | |
| 1,000,000 | | 5.000%, 07/01/28 AGMC Insured | | Aa3/AA+/NR | | | 1,051,720 | |
| 1,000,000 | | 5.375%, 07/01/29 | | NR/A+/NR | | | 1,038,610 | |
| | | Pima Co. Unified School District No. 10 (Amphitheater) | | | | |
| 700,000 | | 5.000%, 07/01/27 | | Aa2/A+/NR | | | 721,084 | |
| | | Pinal Co. Elementary School District No. 4 (Casa Grande) | | | | |
| 925,000 | | 4.250%, 07/01/18 AGMC Insured | | Aa3/AA+/NR | | | 1,003,458 | |
| | | Pinal Co. Unified School District No. 1 (Florence) | | | | |
| 1,500,000 | | 5.000%, 07/01/27 NPFG FGIC Insured | | NR/A/NR | | | 1,466,100 | |
| | | Pinal Co. Unified School District No. 44 (J. O. Combs) | | | | |
| 500,000 | | 5.000%, 07/01/28 | | NR/A/NR | | | 506,170 | |
| | | Prescott Valley Sewer Collection Improvement District | | | | |
| 41,000 | | 7.900%, 01/01/12 | | NR/A/NR | | | 41,850 | |
| | | Queen Creek Improvement District No. 1 | | | | |
| 1,500,000 | | 5.000%, 01/01/32 | | A3/BBB/BBB+ | | | 1,363,905 | |
| | | Show Low Improvement District No. 6 | | | | | | |
| 850,000 | | 6.000%, 01/01/18 ACA Insured | | NR/NR/NR* | | | 841,466 | |
| | | Tempe, Arizona | | | | | | |
| 2,595,000 | | 4.000%, 07/01/22 | | Aa1/AAA/AAA | | | 2,776,935 | |
| 1,000,000 | | 4.500%, 07/01/24 | | Aa1/AAA/AAA | | | 1,056,350 | |
| | | Tempe Improvement District (Pier Town Lake) | | | | |
| 1,500,000 | | 5.000%, 01/01/29 | | Aa3/NR/NR | | | 1,541,775 | |
| | | Tubac Fire District | | | | | | |
| 760,000 | | 5.500%, 07/01/28 AGMC Insured | | Aa3/NR/NR | | | 816,840 | |
| | | Total General Obligation Bonds | | | | | 59,169,974 | |
TAX-FREE TRUST OF ARIZONA
SCHEDULE OF INVESTMENTS (continued)
JUNE 30, 2011
| | | | Rating | | | |
| | | | Moody’s, S&P | | | |
Principal | | | | and Fitch | | | |
Amount | | Revenue Bonds (78.3%) | | (unaudited) | | Value | |
| |
| | Airport Revenue Bonds (2.6%) | | | | | |
| | Phoenix Civic Improvement Corp. Airport Revenue | | | | | |
| | Bonds | | | | | |
$ | 1,000,000 | | 5.250%, 07/01/18 AMT | | Aa3/AA-/NR | | $ | 1,106,970 | |
| 1,000,000 | | 5.250%, 07/01/19 AMT | | Aa3/AA-/NR | | | 1,089,510 | |
| 2,200,000 | | 5.250%, 07/01/27 AMT, NPFG FGIC Insured | | Aa3/AA-/NR | | | 2,209,614 | |
| 1,000,000 | | 5.250%, 07/01/33 | | A1/A+/NR | | | 1,016,460 | |
| 1,200,000 | | 5.000%, 07/01/33 | | Aa3/AA-/NR | | | 1,209,132 | |
| | | Tucson Airport Authority Revenue Bonds | | | | | | |
| 1,000,000 | | 5.000%, 12/01/25 NPFG Insured AMT | | A2/NR/A | | | 974,910 | |
| | | Total Airport Revenue Bonds | | | | | 7,606,596 | |
| | | | | | | | | |
| | | Basic Service Revenue Bonds (18.7%) | | | | | | |
| | | Arizona School Facilities Board Revenue Bonds | | | | | | |
| 1,000,000 | | 5.750%, 07/01/18 AMBAC Insured (pre-refunded) | | NR/NR/NR* | | | 1,144,170 | |
| | | Arizona State Lottery Revenue | | | | | | |
| 3,000,000 | | 5.000%, 07/01/28 AGMC Insured | | Aa3/AA+/NR | | | 3,068,700 | |
| | | Arizona Transportation Board Revenue Bonds | | | | | | |
| 1,000,000 | | 5.250%, 07/01/24 | | Aaa/AAA/NR | | | 1,089,400 | |
| 2,550,000 | | 5.000%, 07/01/28 | | Aaa/AAA/NR | | | 2,708,865 | |
| 3,755,000 | | 5.000%, 07/01/33 | | Aaa/AAA/NR | | | 3,873,282 | |
| | | Casa Grande Excise Tax Revenue Bonds | | | | | | |
| 440,000 | | 5.200%, 04/01/17 NPFG Insured | | Baa1/NR/AA | | | 441,254 | |
| 1,835,000 | | 5.000%, 04/01/21 AMBAC Insured | | A1/NR/AA | | | 1,894,014 | |
| 1,435,000 | | 5.000%, 04/01/28 | | NR/AA/AA | | | 1,470,028 | |
| | | Glendale Water & Sewer Revenue | | | | | | |
| 1,670,000 | | 4.750%, 07/01/24 AGMC Insured | | Aa3/AA+/NR | | | 1,750,644 | |
| 2,000,000 | | 5.000%, 07/01/28 AMBAC Insured | | Aa3/AA/NR | | | 2,040,880 | |
| | | Glendale Western Loop 101 Public Facilities Excise | | | | | | |
| | | Tax Revenue Bonds | | | | | | |
| 1,000,000 | | 6.250%, 07/01/38 | | A2/AA/NR | | | 1,015,570 | |
| | | Goodyear Water and Sewer Revenue | | | | | | |
| 1,750,000 | | 5.375%, 07/01/30 | | A2/A+/NR | | | 1,772,995 | |
| 635,000 | | 5.250%, 07/01/31 AGMC Insured | | Aa3/AA+/NR | | | 643,369 | |
TAX-FREE TRUST OF ARIZONA
SCHEDULE OF INVESTMENTS (continued)
JUNE 30, 2011
| | | | Rating | | | |
| | | | Moody’s, S&P | | | |
Principal | | | | and Fitch | | | |
Amount | | Revenue Bonds (continued) | | (unaudited) | | Value | |
| |
| | Basic Service Revenue Bonds (continued) | | | | | |
| | Greater Arizona Development Authority Revenue | | | | | |
| | Bonds | | | | | |
$ | 2,000,000 | | 5.000%, 08/01/22 NPFG Insured | | A1/AA-/NR | | $ | 2,068,620 | |
| 2,000,000 | | 5.000%, 08/01/28 | | A1/AA-/NR | | | 2,003,040 | |
| 1,200,000 | | 5.500%, 08/01/29 | | A1/AA-/NR | | | 1,225,380 | |
| 1,200,000 | | 5.000%, 08/01/29 | | A1/AA-/NR | | | 1,199,952 | |
| | | Phoenix Civic Improvement Corp. Wastewater | | | | | | |
| | | Revenue Bonds | | | | | | |
| 1,500,000 | | 5.500%, 07/01/24 NPFG FGIC Insured | | Aa2/AAA/NR | | | 1,761,150 | |
| 1,095,000 | | 5.000%, 07/01/26 NPFG Insured | | Aa2/AA+/NR | | | 1,128,321 | |
| | | Phoenix Civic Improvement Corp. Water System | | | | | | |
| | | Revenue Bonds | | | | | | |
| 2,000,000 | | 5.000%, 07/01/25 | | Aa2/AAA/NR | | | 2,156,820 | |
| | | Phoenix Street & Highway User Revenue Bonds | | | | | | |
| 180,000 | | 6.250%, 07/01/11 | | Aa3/AA/NR | | | 180,000 | |
| 100,000 | | 6.250%, 07/01/11 NPFG Insured | | Aa3/NR/NR | | | 100,000 | |
| 2,925,000 | | zero coupon, 07/01/13 NPFG FGIC Insured | | Aa3/BBB/NR | | | 2,796,212 | |
| | | Pinal Co. Revenue Obligations Refunding Bonds | | | | | | |
| 1,755,000 | | 4.000%, 08/01/17 | | NR/AA-/NR | | | 1,849,700 | |
| | | Rio Nuevo Facilities District (Tucson) Excise Tax | | | | | | |
| | | Revenue Bonds | | | | | | |
| 1,500,000 | | 6.500%, 07/15/24 AGMC Insured | | Aa3/AA+/A | | | 1,693,395 | |
| | | Scottsdale Municipal Property Corp. Water & Sewer | | | | | | |
| | | Project | | | | | | |
| 2,000,000 | | 5.000%, 07/01/28 | | Aa1/AAA/AAA | | | 2,124,600 | |
| | | Scottsdale Preserve Authority Excise Tax Revenue | | | | | | |
| | | Bonds | | | | | | |
| 1,185,000 | | 5.250%, 07/01/18 (pre-refunded) | | Aa2/AA+/AA+ | | | 1,185,000 | |
| 1,255,000 | | 5.250%, 07/01/19 (pre-refunded) | | Aa2/AA+/AA+ | | | 1,255,000 | |
| | | Tempe Excise Tax Revenue Bonds | | | | | | |
| 2,000,000 | | 5.250%, 07/01/19 (pre-refunded) | | Aa1/AAA/NR | | | 2,190,020 | |
| 1,000,000 | | 5.000%, 07/01/33 | | Aa2/AAA/NR | | | 1,037,570 | |
| | | Tucson Water System Revenue Bonds | | | | | | |
| 2,200,000 | | 5.500%, 07/01/18 NPFG FGIC Insured | | Aa2/AA-/AA | | | 2,327,820 | |
TAX-FREE TRUST OF ARIZONA
SCHEDULE OF INVESTMENTS (continued)
JUNE 30, 2011
| | | | Rating | | | |
| | | | Moody’s, S&P | | | |
Principal | | | | and Fitch | | | |
Amount | | Revenue Bonds (continued) | | (unaudited) | | Value | |
| |
| | Basic Service Revenue Bonds (continued) | | | | | |
| | Yuma Municipal Property Corp. Utility System | | | | | |
| | Revenue Bonds | | | | | |
$ | 700,000 | | 5.000%, 07/01/21 Syncora Guarantee, Inc. Insured | | A1/A+/AA- | | $ | 736,932 | |
| 500,000 | | 5.000%, 07/01/22 Syncora Guarantee, Inc. Insured | | A1/A+/AA- | | | 523,915 | |
| 1,000,000 | | 5.000%, 07/01/24 Syncora Guarantee, Inc. Insured | | A1/A+/AA- | | | 1,031,270 | |
| | | Total Basic Service Revenue Bonds | | | | | 53,487,888 | |
| |
| | | Higher Education Revenue Bonds (5.0%) | | | | | | |
| | | Arizona Board of Regents-Northern Arizona University | | | | | | |
| | | System Revenue Bonds | | | | | | |
| 1,115,000 | | 5.000%, 06/01/22 NPFG Insured | | A1/A+/NR | | | 1,161,752 | |
| 1,200,000 | | 5.500%, 06/01/34 FGIC Insured (pre-refunded) | | A1/A+/NR | | | 1,365,216 | |
| | | Arizona Board of Regents-University of Arizona System | | | | | | |
| | | Revenue Bonds | | | | | | |
| 2,385,000 | | 5.000%, 06/01/21 NPFG FGIC Insured | | Aa2/AA/NR | | | 2,484,216 | |
| | | Cochise Co. Community College District Revenue Bonds | | | | | | |
| 1,740,000 | | 5.125%, 07/01/26 AGMC Insured | | Aa3/NR/NR | | | 1,869,247 | |
| 1,825,000 | | 5.125%, 07/01/28 AGMC Insured | | Aa3/NR/NR | | | 1,934,208 | |
| | | Glendale Industrial Development Authority (Midwestern | | | | | | |
| | | University) | | | | | | |
| 550,000 | | 5.250%, 05/15/13 | | NR/A-/NR | | | 583,159 | |
| 1,010,000 | | 5.250%, 05/15/14 | | NR/A-/NR | | | 1,095,153 | |
| | | Maricopa Co. Community College District | | | | | | |
| 2,000,000 | | 4.000%, 07/01/21 | | Aaa/AAA/AAA | | | 2,135,220 | |
| 500,000 | | 4.750%, 07/01/24 | | Aaa/AAA/AAA | | | 529,305 | |
| | | Yavapai Co. Community College District Revenue Bonds | | | | | | |
| 220,000 | | 6.000%, 07/01/12 | | NR/A/NR | | | 225,746 | |
| 1,000,000 | | 4.875%, 07/01/25 AGMC Insured | | Aa3/AA+/NR | | | 1,021,810 | |
| | | Total Higher Education Revenue Bonds | | | | | 14,405,032 | |
| |
| | | Hospital Revenue Bonds (19.8%) | | | | | | |
| | | Arizona Health Facilities Authority (Banner Health) | | | | | | |
| 2,985,000 | | 5.375%, 01/01/32 | | NR/AA-/AA- | | | 3,021,596 | |
| | | Arizona Health Facilities Authority (Blood Systems) | | | | | | |
| 500,000 | | 4.750%, 04/01/25 | | NR/A/NR | | | 484,750 | |
TAX-FREE TRUST OF ARIZONA
SCHEDULE OF INVESTMENTS (continued)
JUNE 30, 2011
| | | | Rating | | | |
| | | | Moody’s, S&P | | | |
Principal | | | | and Fitch | | | |
Amount | | Revenue Bonds (continued) | | (unaudited) | | Value | |
| |
| | Hospital Revenue Bonds (continued) | | | | | |
| | Arizona Health Facilities Authority (Northern Arizona | | | | | |
| | Healthcare System) | | | | | |
$ | 540,000 | | 5.250%, 10/01/16 NPFG Insured | | Baa1/AA-/NR | | $ | 541,339 | |
| | | Arizona Health Facilities Authority (Phoenix Children’s | | | | | | |
| | | Hospital) | | | | | | |
| 1,000,000 | | 5.375%, 02/15/18 (pre-refunded) | | NR/NR/NR* | | | 1,040,670 | |
| | | Arizona Health Facilities Authority (Samaritan Health) | | | | | | |
| 1,750,000 | | 5.625%, 12/01/15 NPFG Insured ETM | | NR/BBB/NR | | | 1,926,785 | |
| | | Arizona Health Facilities Authority (Yavapai Regional | | | | | | |
| | | Medical Center) | | | | | | |
| 1,500,000 | | 5.375%, 12/01/30 AGMC Insured | | NR/NR/AA+ | | | 1,544,355 | |
| | | Arizona Health Facilities Authority Hospital System | | | | | | |
| | | (John C. Lincoln Hospital) | | | | | | |
| 1,330,000 | | 5.750%, 12/01/32 (pre-refunded) | | NR/BBB/NR | | | 1,440,483 | |
| | | Flagstaff Industrial Development Authority (Northern | | | | | | |
| | | Arizona Senior Living Center) | | | | | | |
| 1,985,000 | | 5.600%, 07/01/25 | | NR/NR/NR* | | | 1,675,360 | |
| | | Glendale Industrial Development Authority (John C. | | | | | | |
| | | Lincoln Hospital) | | | | | | |
| 1,000,000 | | 5.250%, 12/01/22 | | NR/BBB/NR | | | 956,930 | |
| 1,000,000 | | 4.700%, 12/01/28 | | NR/BBB/NR | | | 839,730 | |
| 1,500,000 | | 5.000%, 12/01/35 | | NR/BBB/NR | | | 1,242,315 | |
| 2,000,000 | | 5.000%, 12/01/42 | | NR/BBB/NR | | | 1,602,500 | |
| | | Maricopa Co. Hospital Revenue (Sun Health) | | | | | | |
| 3,345,000 | | 5.000%, 04/01/17 (pre-refunded) | | NR/NR/NR* | | | 3,833,102 | |
| 1,500,000 | | 5.000%, 04/01/25 (pre-refunded) | | NR/NR/NR* | | | 1,671,450 | |
| 2,125,000 | | 5.000%, 04/01/35 (pre-refunded) | | NR/NR/NR* | | | 2,462,046 | |
| | | Maricopa Co. Industrial Development Authority | | | | | | |
| | | (Catholic Healthcare West-St. Joseph’s Hospital) | | | | | | |
| 1,855,000 | | 5.000%, 07/01/21 | | A2/A/A+ | | | 1,859,675 | |
| 2,300,000 | | 5.375%, 07/01/23 | | A2/A/A+ | | | 2,345,977 | |
| 7,740,000 | | 5.250%, 07/01/32 | | A2/A/A+ | | | 7,595,185 | |
TAX-FREE TRUST OF ARIZONA
SCHEDULE OF INVESTMENTS (continued)
JUNE 30, 2011
| | | | Rating | | | |
| | | | Moody’s, S&P | | | |
Principal | | | | and Fitch | | | |
Amount | | Revenue Bonds (continued) | | (unaudited) | | Value | |
| |
| | Hospital Revenue Bonds (continued) | | | | | |
| | Mesa Industrial Development Authority (Lutheran | | | | | |
| | Health System) | | | | | |
$ | 850,000 | | 5.000%, 01/01/19 NPFG Insured | | Baa1/A+/AA- | | $ | 852,261 | |
| | | Phoenix Industrial Development Authority (John C. | | | | | | |
| | | Lincoln Hospital) | | | | | | |
| 1,270,000 | | 5.500%, 12/01/13 AGMC Insured | | Aa3/AA+/NR | | | 1,273,099 | |
| | | Scottsdale Industrial Development Authority (Scottsdale | | | | | | |
| | | Healthcare System) | | | | | | |
| 745,000 | | 5.500%, 09/01/12 AMBAC Insured ETM | | NR/NR/NR* | | | 768,132 | |
| 1,000,000 | | 5.000%, 09/01/18 | | A3/A-/A- | | | 1,064,820 | |
| 5,000,000 | | 5.250%, 09/01/30 | | A3/A-/A- | | | 5,002,650 | |
| 3,000,000 | | 5.800%, 12/01/31 (pre-refunded) | | NR/NR/NR* | | | 3,096,690 | |
| | | University Medical Center Hospital Revenue Bonds | | | | | | |
| 5,000,000 | | 5.000%, 07/01/35 | | Baa1/BBB+/NR | | | 4,195,850 | |
| 700,000 | | 6.500%, 07/01/39 | | Baa1/BBB+/NR | | | 720,601 | |
| | | Yavapai Co. Industrial Development Authority | | | | | | |
| | | (Yavapai Regional Medical Center) | | | | | | |
| 710,000 | | 5.125%, 12/01/13 AGMC Insured | | NR/AA+/BBB+ | | | 712,016 | |
| 500,000 | | 6.000%, 08/01/33 | | Baa2/NR/BBB+ | | | 497,070 | |
| 1,250,000 | | 5.625%, 08/01/37 | | Baa2/NR/BBB+ | | | 1,139,625 | |
| | | Yuma Co. Industrial Development Authority (Yuma | | | | | | |
| | | Regional Medical Center) | | | | | | |
| 1,220,000 | | 5.500%, 08/01/18 AGMC Insured (pre-refunded) | | Aa3/AAA/NR | | | 1,236,580 | |
| | | Total Hospital Revenue Bonds | | | | | 56,643,642 | |
| |
| | | Lease Revenue Bonds (15.6%) | | | | | | |
| | | Arizona School Facilities Board Certificates of | | | | | | |
| | | Participation Lease Revenue Bonds | | | | | | |
| 3,000,000 | | 5.500%, 09/01/23 | | A1/A+/NR | | | 3,144,150 | |
| | | Cave Creek Certificates of Participation Lease Revenue | | | | | | |
| | | Bonds | | | | | | |
| 365,000 | | 5.750%, 07/01/19 | | NR/A/NR | | | 367,478 | |
| | | Downtown Phoenix Hotel Corp Lease Revenue Bonds | | | | | | |
| 1,760,000 | | 5.250%, 07/01/26 FGIC Insured | | Baa1/BBB-/NR | | | 1,509,042 | |
TAX-FREE TRUST OF ARIZONA
SCHEDULE OF INVESTMENTS (continued)
JUNE 30, 2011
| | | | Rating | | | |
| | | | Moody’s, S&P | | | |
Principal | | | | and Fitch | | | |
Amount | | Revenue Bonds (continued) | | (unaudited) | | Value | |
| |
| | Lease Revenue Bonds (continued) | | | | | |
| | Gilbert Public Facilities Municipal Property Corp. | | | | | |
| | Lease Revenue Bonds | | | | | |
$ | 1,000,000 | | 4.900%, 07/01/21 AMBAC Insured | | Aa2/AA/AA | | $ | 1,016,860 | |
| 850,000 | | 5.000%, 07/01/23 | | Aa2/AA/NR | | | 901,646 | |
| 1,250,000 | | 5.000%, 07/01/24 | | Aa2/AA/NR | | | 1,312,925 | |
| | | Gilbert Water Resource Municipal Property Corp. | | | | | | |
| | | Lease Revenue Bonds | | | | | | |
| 1,855,000 | | 4.900%, 04/01/19 | | NR/NR/A+ | | | 1,866,056 | |
| 2,000,000 | | 5.000%, 10/01/29 NPFG Insured | | Baa1/A+/A+ | | | 1,999,840 | |
| | | Goodyear Public Improvement Corp. Lease Revenue | | | | | | |
| 1,000,000 | | 6.000%, 07/01/31 | | Aa3/AA-/NR | | | 1,065,620 | |
| | | Green Valley Municipal Property Corp. Lease | | | | | | |
| | | Revenue Bonds | | | | | | |
| 1,250,000 | | 5.250%, 07/01/33 | | NR/A+/NR | | | 1,251,325 | |
| | | Marana Municipal Property Corp. Lease Revenue | | | | | | |
| | | Bonds | | | | | | |
| 1,480,000 | | 5.125%, 07/01/28 | | NR/AA/AA- | | | 1,480,355 | |
| | | Mohave Co. Industrial Development Authority | | | | | | |
| | | Correctional Facilities Lease Revenue Bonds | | | | | | |
| 1,000,000 | | 8.000%, 05/01/25 | | NR/BBB+/NR | | | 1,102,910 | |
| | | Navajo Co. Municipal Property Corp. Lease Revenue | | | | | | |
| | | Bonds | | | | | | |
| 1,000,000 | | 6.250%, 07/01/20 ACA Insured | | NR/NR/NR* | | | 958,920 | |
| | | Nogales Municipal Development Authority | | | | | | |
| 1,000,000 | | 5.000%, 06/01/27 AMBAC Insured | | A2/AA/NR | | | 1,005,580 | |
| | | Oro Valley Municipal Property Corp. | | | | | | |
| 1,000,000 | | 5.000%, 07/01/23 NPFG Insured | | Baa1/AA-/AA- | | | 1,014,900 | |
| | | Phoenix Civic Improvement Corp. (Civic Plaza) | | | | | | |
| 1,000,000 | | zero coupon, 07/01/23 NPFG FGIC Insured (converts | | | | | | |
| | | to 5.50% coupon on 7/01/13) | | Aa3/AA/NR | | | 998,100 | |
| 2,000,000 | | zero coupon, 07/01/27 BHAC Insured (converts to | | | | | | |
| | | 5.50% coupon on 7/01/13) | | Aa1/AA+/NR | | | 1,960,540 | |
| 2,000,000 | | zero coupon, 07/01/30 BHAC Insured | | Aa1/AA+/NR | | | 1,916,140 | |
| 2,000,000 | | zero coupon, 07/01/33 NPFG FGIC Insured | | Aa3/AA/NR | | | 1,813,360 | |
TAX-FREE TRUST OF ARIZONA
SCHEDULE OF INVESTMENTS (continued)
JUNE 30, 2011
| | | | Rating | | | |
| | | | Moody’s, S&P | | | |
Principal | | | | and Fitch | | | |
Amount | | Revenue Bonds (continued) | | (unaudited) | | Value | |
| |
| | Lease Revenue Bonds (continued) | | | | | |
| | Pinal Co. Certificates of Participation Lease Revenue | | | | | |
| | Bonds | | | | | |
$ | 3,230,000 | | 5.250%, 12/01/21 | | NR/A+/A+ | | $ | 3,331,196 | |
| 2,250,000 | | 5.000%, 12/01/29 | | NR/A+/A+ | | | 2,223,225 | |
| | | Pinal Co. Correctional Facilities | | | | | | |
| 1,470,000 | | 5.250%, 10/01/21 ACA Insured | | NR/BBB/NR | | | 1,382,153 | |
| | | Pinetop Fire District Certificates of Participation Lease | | | | | | |
| | | Revenue Bonds | | | | | | |
| 1,000,000 | | 7.500%, 12/15/23 | | A3/NR/NR | | | 1,013,380 | |
| | | Puerto Rico Public Buildings Authority | | | | | | |
| 1,000,000 | | 5.250%, 07/01/13 XLCA Insured | | A3/BBB-/NR | | | 1,056,750 | |
| 2,000,000 | | 7.000%, 07/01/21 | | A3/BBB/NR | | | 2,169,040 | |
| | | Scottsdale Municipal Property Corp. Excise Tax | | | | | | |
| | | Revenue Bonds | | | | | | |
| 3,000,000 | | zero coupon, 07/01/20 AMBAC Insured (converts to | | | | | | |
| | | 4.50% coupon on 07/01/13) | | Aa1/AAA/AAA | | | 2,894,160 | |
| | | Sierra Vista Municipal Property Corp. Lease Revenue | | | | | | |
| | | Bonds | | | | | | |
| 1,000,000 | | 4.000%, 01/01/21 | | A1/AA/AA- | | | 1,009,670 | |
| | | State of Arizona Certificates of Participation | | | | | | |
| | | Department Administration | | | | | | |
| 500,000 | | 5.250%, 10/01/28 AGMC Insured | | Aa3/AA+/NR | | | 512,725 | |
| | | State of Arizona Certificates of Participation Lease | | | | | | |
| | | Revenue Bonds | | | | | | |
| 2,000,000 | | 5.000%, 09/01/26 AGMC Insured | | Aa3/AA+/NR | | | 2,026,980 | |
| | | Willcox Municipal Property Corp. | | | | | | |
| 295,000 | | 4.625%, 07/01/21 | | NR/A/NR | | | 306,231 | |
| | | Total Lease Revenue Bonds | | | | | 44,611,257 | |
| |
| | | Mortgage Revenue Bonds (6.6%) | | | | | | |
| | | Agua Fria Ranch Community Facilities District | | | | | | |
| 600,000 | | 5.800%, 07/15/30** | | NR/NR/NR* | | | 514,248 | |
| | | Arizona Capital Facilities Finance Corp. Arizona State | | | | | | |
| | | Student Housing | | | | | | |
| 1,000,000 | | 6.125%, 09/01/20 | | Baa3/NR/NR | | | 1,000,140 | |
TAX-FREE TRUST OF ARIZONA
SCHEDULE OF INVESTMENTS (continued)
JUNE 30, 2011
| | | | Rating | | | |
| | | | Moody’s, S&P | | | |
Principal | | | | and Fitch | | | |
Amount | | Revenue Bonds (continued) | | (unaudited) | | Value | |
| |
| | Mortgage Revenue Bonds (continued) | | | | | |
| | DC Ranch Community Facilities District | | | | | |
$ | 390,000 | | 6.500%, 07/15/24** | | NR/NR/NR* | | $ | 390,008 | |
| 500,000 | | 5.000%, 07/15/27 AMBAC Insured | | A1/NR/NR | | | 500,280 | |
| | | Goodyear Community Facilities Utilities District No. 1 | | | | | | |
| 2,000,000 | | 5.350%, 07/15/28 ACA Insured | | A1/A-/NR | | | 1,884,860 | |
| | | Maricopa Co. Industrial Development Authority | | | | | | |
| | | Multi-Family Mortgage Revenue Bonds (National | | | | | | |
| | | Health Project) | | | | | | |
| 1,300,000 | | 5.500%, 01/01/18 AGMC Insured ETM | | Aa3/AA+/NR | | | 1,475,630 | |
| | | Maricopa Co. Industrial Development Authority Single | | | | | | |
| | | Family Mortgage Revenue Bonds | | | | | | |
| 4,620,000 | | zero coupon, 02/01/16 ETM | | Aaa/AAA/NR | | | 4,252,941 | |
| 3,565,000 | | zero coupon, 12/31/16 ETM | | Aaa/AAA/NR | | | 3,203,224 | |
| 367,262 | | 5.650%, 07/01/39 AMT GNMA Insured | | Aaa/NR/NR | | | 368,529 | |
| | | Phoenix & Pima Co. Industrial Development Authority | | | | | | |
| | | Single Family Mortgage | | | | | | |
| 505,000 | | 5.800%, 12/01/39 AMT GNMA Insured | | Aaa/NR/NR | | | 510,146 | |
| | | Phoenix/Pima/ Maricopa Co. Industrial Development | | | | | | |
| | | Authority Single Family Mortgage Revenue Bonds | | | | | | |
| 228,074 | | 5.500%, 12/01/38 AMT GNMA Insured | | Aaa/NR/NR | | | 228,222 | |
| | | Pima Co. Industrial Development Authority Single | | | | | | |
| | | Family Mortgage Revenue | | | | | | |
| 90,000 | | 6.500%, 02/01/17 | | A2/NR/NR | | | 90,042 | |
| | | Scottsdale Waterfront Community Facilities District | | | | | | |
| 530,000 | | 6.000%, 07/15/27 | | NR/NR/NR* | | | 461,010 | |
| 930,000 | | 6.050%, 07/15/32 | | NR/NR/NR* | | | 789,282 | |
| | | South Campus Project Arizona State University | | | | | | |
| | | Student Housing | | | | | | |
| 1,205,000 | | 5.625%, 09/01/28 NPFG Insured | | Baa1/BBB/NR | | | 1,183,455 | |
| | | Southern Arizona Capital Facilities Finance Corp. | | | | | | |
| | | University of Arizona Student Housing | | | | | | |
| 1,000,000 | | 5.100%, 09/01/33 NPFG Insured (pre-refunded) | | NR/BBB/NR | | | 1,055,910 | |
| | | Sundance Community Facilities District | | | | | | |
| 655,000 | | 5.125%, 07/15/30 | | A3/BBB/NR | | | 561,289 | |
| 490,000 | | 5.125%, 07/15/30 (pre-refunded) | | A3/NR/NR | | | 568,493 | |
| | | Total Mortgage Revenue Bonds | | | | | 19,037,709 | |
TAX-FREE TRUST OF ARIZONA
SCHEDULE OF INVESTMENTS (continued)
JUNE 30, 2011
| | | | Rating | | | |
| | | | Moody’s, S&P | | | |
Principal | | | | and Fitch | | | |
Amount | | Revenue Bonds (continued) | | (unaudited) | | Value | |
| | | | | | | |
| | Utility Revenue Bonds (10.0%) | | | | | |
| | Arizona Power Authority (Hoover Dam Project) | | | | | |
| | Revenue Bonds | | | | | |
$ | 1,500,000 | | 5.250%, 10/01/15 | | Aa2/AA/NR | | $ | 1,731,330 | |
| 3,500,000 | | 5.250%, 10/01/16 | | Aa2/AA/NR | | | 4,096,890 | |
| 1,220,000 | | 5.250%, 10/01/17 | | Aa2/AA/NR | | | 1,430,255 | |
| | | Arizona Water Infrastructure Finance Authority | | | | | | |
| | | Revenue Bonds | | | | | | |
| 650,000 | | 5.000%, 10/01/22 | | Aaa/AAA/AAA | | | 694,128 | |
| 1,500,000 | | 5.000%, 10/01/28 | | Aaa/AAA/AAA | | | 1,591,410 | |
| | | Maricopa Co. Pollution Control (Arizona Public | | | | | | |
| | | Service) Revenue | | | | | | |
| 400,000 | | 6.000%, 05/01/29 | | Baa2/BBB/BBB | | | 439,936 | |
| | | Navajo Co. Pollution Control (Arizona Public | | | | | | |
| | | Service) Revenue | | | | | | |
| 1,000,000 | | 5.500%, 06/01/34 | | Baa2/BBB/NR | | | 1,088,750 | |
| | | Pima Co. Industrial Development Authority (Tucson | | | | | | |
| | | Electric), Revenue Bonds | | | | | | |
| 275,000 | | 6.100%, 09/01/25 | | Baa3/BBB /BBB | | | 275,039 | |
| | | Salt River Project Agricultural Improvement and Power | | | | |
| | | Revenue Bonds | | | | | | |
| 660,000 | | 5.250%, 01/01/15 | | Aa1/AA/NR | | | 681,490 | |
| 1,320,000 | | 5.250%, 01/01/18 | | Aa1/AA/NR | | | 1,359,547 | |
| 3,300,000 | | 5.250%, 01/01/19 | | Aa1/AA/NR | | | 3,393,621 | |
| 1,700,000 | | 5.250%, 01/01/19 (pre-refunded) | | Aa1/NR/NR | | | 1,758,497 | |
| 780,000 | | 5.000%, 01/01/23 | | Aa1/AA/NR | | | 797,066 | |
| 400,000 | | 5.000%, 01/01/23 (pre-refunded) | | Aa1/NR/NR | | | 413,280 | |
| 1,000,000 | | 5.000%, 01/01/25 | | Aa1/AA/NR | | | 1,025,920 | |
| 515,000 | | 5.000%, 01/01/31 | | Aa1/AA/NR | | | 521,020 | |
| 365,000 | | 5.000%, 01/01/31 | | Aa1/AA/NR | | | 369,267 | |
| 110,000 | | 5.000%, 01/01/31 (pre-refunded) | | Aa1/NR/NR | | | 113,625 | |
| 4,000,000 | | 5.000%, 01/01/37 | | Aa1/AA/NR | | | 4,062,560 | |
TAX-FREE TRUST OF ARIZONA
SCHEDULE OF INVESTMENTS (continued)
JUNE 30, 2011
| | | | | Rating | | | | |
| | | | | Moody’s, S&P | | | | |
Principal | | | | | and Fitch | | | | |
Amount | | | Revenue Bonds (continued) | | (unaudited) | | | Value | |
| |
| | | Utility Revenue Bonds (continued) | | | | | | |
| | | Salt Verde Finance Corp. Gas Revenue | | | | | | |
$ | 3,000,000 | | | 5.250%, 12/01/28 | | A3/A/NR | | | $ | 2,916,510 | |
| | | | Total Utility Revenue Bonds | | | | | | 28,760,141 | |
| | | | Total Revenue Bonds | | | | | | 224,552,265 | |
| | | | Total Investments (cost $275,103,630 – note 4) | | | 99.0% | | | | 283,722,239 | |
| | | | Other assets less liabilities | | | 1.0 | | | | 2,974,770 | |
| | | | Net Assets | | | 100.0% | | | $ | 286,697,009 | |
| | | | | | | | | | | | |
| | * | | Any security not rated (NR) by any of the Nationally Recognized Statistical Rating Organizations (“NRSRO” or “credit rating agency”) has been determined by the Investment Adviser to have sufficient quality to be ranked in the top four credit ratings if a credit rating were to be assigned by a NRSRO. | | | | | |
| | | | | | | | | |
| | ** | | Illiquid security: Considered illiquid because of restrictions as to sale. The securities represent 0.5% of net assets. | | | | | |
| | | Percent of | | |
| Portfolio Distribution By Quality Rating (unaudited) | | of Investments1 | | |
| Aaa of Moody’s or AAA of S&P or Fitch | | | 10.9 | % | |
| Pre-refunded bonds2/ETM Bonds | | | 14.2 | | |
| Aa of Moody’s or AA of S&P or Fitch | | | 41.4 | | |
| A of Moody’s or S&P or Fitch | | | 24.2 | | |
| Baa of Moody’s or BBB of S&P or Fitch | | | 6.9 | | |
| Not Rated* | | | 2.4 | | |
| | | | 100.0 | % | |
1 | Where applicable, calculated using the highest rating of the three NRSROs. |
2 | Pre-refunded bonds are bonds for which U.S. Government Obligations have been placed in escrow to retire the bonds at their earliest call date. |
PORTFOLIO ABBREVIATIONS: |
| | |
ACA - American Capital Assurance Financial Guaranty Corp. AGMC - Assured Guaranty Municipal Corp. AMBAC - American Municipal Bond Assurance Corp. AMT - Alternative Minimum Tax BHAC - Berkshire Hathaway Assurance Corp. | | ETM - Escrowed to Maturity FGIC - Financial Guaranty Insurance Co. GNMA - Government National Mortgage Association NPFG - National Public Finance Guarantee NR - Not Rated XCLA - XL Capital Assurance |
See accompanying notes to financial statements.
TAX-FREE TRUST OF ARIZONA
STATEMENT OF ASSETS AND LIABILITIES
JUNE 30, 2011
ASSETS | | | |
Investments at value (cost $275,103,630) | | $ | 283,722,239 | |
Cash | | | 384,668 | |
Interest receivable | | | 5,244,891 | |
Receivable for Trust shares sold | | | 277,996 | |
Other assets | | | 8,383 | |
Total assets | | | 289,638,177 | |
LIABILITIES | | | | |
Payable for investment securities purchased | | | 2,381,370 | |
Payable for Trust shares redeemed | | | 262,086 | |
Dividends payable | | | 111,924 | |
Management fee payable | | | 94,686 | |
Distribution and service fees payable | | | 2,976 | |
Accrued expenses | | | 88,126 | |
Total liabilities | | | 2,941,168 | |
NET ASSETS | | $ | 286,697,009 | |
| | | | |
Net Assets consist of: | | | | |
Capital Stock - Authorized an unlimited number of shares, par value $0.01 per share | | $ | 276,500 | |
Additional paid-in capital | | | 278,772,674 | |
Net unrealized appreciation on investments (note 4) | | | 8,618,609 | |
Accumulated net realized loss on investments | | | (1,373,459 | ) |
Undistributed net investment income | | | 402,685 | |
| | $ | 286,697,009 | |
| | | | |
CLASS A | | | | |
Net Assets | | $ | 260,330,028 | |
Capital shares outstanding | | | 25,108,795 | |
Net asset value and redemption price per share | | $ | 10.37 | |
Maximum offering price per share (100/96 of $10.37 adjusted to nearest cent) | | $ | 10.80 | |
| | | | |
CLASS C | | | | |
Net Assets | | $ | 15,179,306 | |
Capital shares outstanding | | | 1,464,127 | |
Net asset value and offering price per share | | $ | 10.37 | |
Redemption price per share (*a charge of 1% is imposed on the redemption | | | | |
proceeds of the shares, or on the original price, whichever is lower, if redeemed | | | | |
during the first 12 months after purchase) | | $ | 10.37 | * |
| | | | |
CLASS Y | | | | |
Net Assets | | $ | 11,187,675 | |
Capital shares outstanding | | | 1,077,070 | |
Net asset value, offering and redemption price per share | | $ | 10.39 | |
See accompanying notes to financial statements.
TAX-FREE TRUST OF ARIZONA
NOTES TO FINANCIAL STATEMENTS (continued)
JUNE 30, 2011
investment companies. The Trust intends to make distributions of income and securities profits sufficient to relieve it from all, or substantially all, Federal income and excise taxes.
Management has reviewed the tax positions for each of the open tax years (2008-2010) or expected to be taken in the Trust’s 2011 tax returns and has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements.
f) | Multiple Class Allocations: All income, expenses (other than class-specific expenses), and realized and unrealized gains or losses are allocated daily to each class of shares based on the relative net assets of each class. Class-specific expenses, which include distribution and service fees and any other items that are specifically attributed to a particular class, are also charged directly to such class on a daily basis. |
g) | Use of estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make 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 and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. |
h) | Accounting pronouncements: In January 2010, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) “Improving Disclosures about Fair Value Measurements” that requires additional disclosures regarding fair value measurements. Certain required disclosures are effective for interim and annual reporting periods beginning after December 15, 2010. |
| In May 2011, FASB issued ASU No. 2011-04 “Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements” in U.S. generally accepted accounting principles (“GAAP”) and the International Financial Reporting Standards (“IFRSs”). ASU No. 2011-04 amends FASB ASC Topic 820, Fair Value Measurements and Disclosures, to establish common requirements for measuring fair value and for disclosing information about fair value measurements in accordance with GAAP and IFRSs. ASU No. 2011-04 is effective for fiscal years beginning after December 15, 2011 and for interim periods within those fiscal years. |
| Management is currently evaluating the impact these updates and amendments may have on the Trust’s financial statements. |
3. Fees and Related Party Transactions
a) Management Arrangements:
Aquila Investment Management LLC (the “Manager”), a wholly-owned subsidiary of Aquila Management Corporation, the Trust’s founder and sponsor, serves as the Manager for the Trust under an Advisory and Administration Agreement with the Trust. Under the Advisory and Administration
TAX-FREE TRUST OF ARIZONA
NOTES TO FINANCIAL STATEMENTS (continued)
JUNE 30, 2011
Agreement, the Manager provides all investment management and administrative services to the Trust. The Manager’s services include providing the office of the Trust and all related services as well as managing relationships with all the various support organizations to the Trust such as the shareholder servicing agent, custodian, legal counsel, auditors and distributor. For its services, the Manager is entitled to receive a fee which is payable monthly and computed as of the close of business each day at the annual rate of 0.40 of 1% on the Trust’s net assets.
Under a Compliance Agreement with the Manager, the Manager is compensated for Chief Compliance Officer related services provided to enable the Trust to comply with Rule 38a-1 of the Investment Company Act of 1940.
Specific details as to the nature and extent of the services provided by the Manager are more fully defined in the Trust’s Prospectus and Statement of Additional Information. b) Distribution and Service Fees:
The Trust has adopted a Distribution Plan (the “Plan”) pursuant to Rule 12b-1 (the “Rule”) under the Investment Company Act of 1940. Under one part of the Plan, with respect to Class A Shares, the Trust is authorized to make distribution fee payments to broker-dealers or others (“Qualified Recipients”) selected by Aquila Distributors, Inc. (“the Distributor”) including, but not limited to, any principal underwriter of the Trust, with which the Distributor has entered into written agreements contemplated by the Rule and which have rendered assistance in the distribution and/or retention of the Trust’s shares or servicing of shareholder accounts. The Trust makes payment of this distribution fee at the annual rate of 0.15% of the Trust’s average net assets represented by Class A Shares. For the year ended June 30, 2011, distribution fees on Class A Shares amounted to $422,903, of which the Distributor retained $26,049.
Under another part of the Plan, the Trust is authorized to make payments with respect to Class C Shares to Qualified Recipients which have rendered assistance in the distribution and/or retention of the Trust’s Class C Shares or servicing of shareholder accounts. These payments are made at the annual rate of 0.75% of the Trust’s average net assets represented by Class C Shares and for the year ended June 30, 2011, amounted to $118,802. In addition, under a Shareholder Services Plan, the Trust is authorized to make service fee payments with respect to Class C Shares to Qualified Recipients for providing personal services and/or maintenance of shareholder accounts. These payments are made at the annual rate of 0.25% of the Trust’s average net assets represented by Class C Shares and for the year ended June 30, 2011, amounted to $39,601. The total of these payments with respect to Class C Shares amounted to $158,403, of which the Distributor retained $24,323.
Specific details about the Plans are more fully defined in the Trust’s Prospectus and Statement of Additional Information.
TAX-FREE TRUST OF ARIZONA
NOTES TO FINANCIAL STATEMENTS (continued)
JUNE 30, 2011
Under a Distribution Agreement, the Distributor serves as the exclusive distributor of the Trust’s shares. Through agreements between the Distributor and various brokerage and advisory firms (“intermediaries”), the Trust’s shares are sold primarily through the facilities of these intermediaries having offices within Arizona, with the bulk of any sales commissions inuring to such intermediaries. For the year ended June 30, 2011, total commissions on sales of Class A Shares amounted to $308,301, of which the Distributor received $57,467. c) Other Related Party Transactions
On June 1, 2011, Bingham McCutchen LLP replaced Butzel Long PC (“Butzel”) as counsel to the Trust. During the period July 1, 2010 to May 31, 2011, the Trust incurred $56,377 of legal fees allocable to Butzel for legal services in conjunction with the Trust’s ongoing operations. During this period, the Trust’s former Secretary was Of Counsel to Butzel.
4. Purchases and Sales of Securities
During the year ended June 30, 2011, purchases of securities and proceeds from the sales of securities aggregated $37,717,671 and $71,160,412, respectively.
At June 30, 2011, the aggregate tax cost for all securities was $274,700,945. At June 30, 2011, the aggregate gross unrealized appreciation for all securities in which there is an excess of value over tax cost amounted to $12,419,968 and aggregate gross unrealized depreciation for all securities in which there is an excess of tax cost over value amounted to $3,398,674 for a net unrealized appreciation of $9,021,294.
5. Portfolio Orientation
Since the Trust invests principally and may invest entirely in double tax-free municipal obligations of issuers within Arizona, it is subject to possible risks associated with economic, political, or legal developments or industrial or regional matters specifically affecting Arizona and whatever effects these may have upon Arizona issuers’ ability to meet their obligations. The Trust is also permitted to invest in U.S. territorial municipal obligations meeting comparable quality standards and providing income which is exempt from both regular Federal and Arizona income taxes. The general policy of the Trust is to invest in such securities only when comparable securities of Arizona issuers are not available in the market. At June 30, 2011, the Trust had 1.1% of its net assets invested in two such municipal issues.
6. Expenses
The Trust has negotiated an expense offset arrangement with its custodian wherein it receives credit toward the reduction of custodian fees and other Trust expenses whenever there are uninvested cash balances. The Statement of Operations reflects the total expenses before any offset, the amount of offset and the net expenses.
TAX-FREE TRUST OF ARIZONA
NOTES TO FINANCIAL STATEMENTS (continued)
JUNE 30, 2011
7. Capital Share Transactions
Transactions in Capital Shares of the Trust were as follows:
| | Year Ended | | | Year Ended | |
| | June 30, 2011 | | | June 30, 2010 | |
| | Shares | | | Amount | | | Shares | | | Amount | |
Class A Shares: | | | | | | | | | | | | |
Proceeds from shares sold | | | 1,480,617 | | | $ | 15,487,506 | | | | 2,737,373 | | | $ | 28,497,668 | |
Reinvested distributions | | | 595,194 | | | | 6,195,277 | | | | 646,759 | | | | 6,748,056 | |
Cost of shares redeemed | | | (5,099,423 | ) | | | (52,329,213 | ) | | | (3,700,200 | ) | | | (38,576,395 | ) |
Net change | | | (3,023,612 | ) | | | (30,646,430 | ) | | | (316,068 | ) | | | (3,330,671 | ) |
Class C Shares: | | | | | | | | | | | | | | | | |
Proceeds from shares sold | | | 594,288 | | | | 6,259,149 | | | | 867,828 | | | | 9,031,777 | |
Reinvested distributions | | | 30,987 | | | | 322,074 | | | | 20,531 | | | | 214,477 | |
Cost of shares redeemed | | | (490,191 | ) | | | (5,033,236 | ) | | | (257,996 | ) | | | (2,691,607 | ) |
Net change | | | 135,084 | | | | 1,547,987 | | | | 630,363 | | | | 6,554,647 | |
Class Y Shares: | | | | | | | | | | | | | | | | |
Proceeds from shares sold | | | 343,379 | | | | 3,587,256 | | | | 284,314 | | | | 2,973,243 | |
Reinvested distributions | | | 20,292 | | | | 212,205 | | | | 27,377 | | | | 286,543 | |
Cost of shares redeemed | | | (499,569 | ) | | | (5,207,373 | ) | | | (76,730 | ) | | | (805,332 | ) |
Net change | | | (135,898 | ) | | | (1,407,912 | ) | | | 234,961 | | | | 2,454,454 | |
Total transactions in Trust | | | | | | | | | | | | | | | | |
shares | | | (3,024,426 | ) | | $ | (30,506,355 | ) | | | 549,256 | | | $ | 5,678,430 | |
8. Trustees’ Fees and Expenses
At June 30, 2011 there were 9 Trustees, one of whom is affiliated with the Manager and is not paid any fees. The total amount of Trustees’ service fees (for carrying out their responsibilities) and attendance fees paid during the year ended June 30, 2011 was $99,001. Attendance fees are paid to those in attendance at regularly scheduled quarterly Board Meetings and meetings of the Independent Trustees held prior to each quarterly Board Meeting, as well as additional meetings (such as Audit, Nominating, Shareholder and special meetings). Trustees are reimbursed for their expenses such as travel, accommodations, and meals incurred in connection with attendance at Board Meetings and the Annual and Outreach Meetings of Shareholders. For the year ended June 30, 2011, such meeting-related expenses amounted to $29,505.
TAX-FREE TRUST OF ARIZONA
NOTES TO FINANCIAL STATEMENTS (continued)
JUNE 30, 2011
9. Securities Traded on a When-Issued Basis
The Trust may purchase or sell securities on a when-issued basis. When-issued transactions arise when securities are purchased or sold by the Trust with payment and delivery taking place in the future in order to secure what is considered to be an advantageous price and yield to the Trust at the time of entering into the transaction. Beginning on the date the Trust enters into a when-issued transaction, cash or other liquid securities are segregated in an amount equal to or greater than the value of the when-issued transaction. These transactions are subject to market fluctuations and their current value is determined in the same manner as for other securities.
10. Income Tax Information and Distributions
The Trust declares dividends daily from net investment income and makes payments monthly. Net realized capital gains, if any, are distributed annually and are taxable. These distributions are paid in additional shares at the net asset value per share, in cash, or in a combination of both, at the shareholder’s option.
The Trust intends to maintain, to the maximum extent possible, the tax-exempt status of interest payments received from portfolio municipal securities in order to allow dividends paid to shareholders from net investment income to be exempt from regular Federal and State of Arizona income taxes. Due to differences between financial statement reporting and Federal income tax reporting requirements, distributions made by the Trust may not be the same as the Trust’s net investment income, and/or net realized securities gains. Further, a small portion of the dividends may, under some circumstances, be subject to taxes at ordinary income rates. For certain shareholders, some dividend income may, under some circumstances, be subject to the alternative minimum tax.
Accounting principles generally accepted in the United States of America require that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on the net assets or net assets per share. For the year ended June 30, 2011, the Trust decreased undistributed net income by $32,455 and increased additional paid-in capital by $32,455 due to book/tax differences. At June 30, 2011 the Trust had a capital loss carryover of $1,373,458 which expires in 2018. Carryover is available to offset future net realized gains on securities transactions to the extent provided for in the Internal Revenue Code.
The tax character of distributions:
| | Year Ended June 30, | |
| | 2011 | | | 2010 | |
Net tax-exempt income | | $ | 12,265,415 | | | $ | 12,749,290 | |
Ordinary income | | | 29,980 | | | | 177,004 | |
Long-term capital gain | | | – | | | | 92,354 | |
| | $ | 12,295,395 | | | $ | 13,018,648 | |
TAX-FREE TRUST OF ARIZONA
NOTES TO FINANCIAL STATEMENTS (continued)
JUNE 30, 2011
As of June 30, 2011, the components of distributable earnings on a tax basis were as follows:
Undistributed tax-exempt income | | $ | 111,924 | |
Accumulated net realized loss on investments | | | (1,373,459 | ) |
Unrealized appreciation | | | 9,021,294 | |
Other temporary differences | | | (111,924 | ) |
| | $ | 7,647,835 | |
The difference between book basis and tax basis undistributed income is due to the timing difference in recognizing dividends paid.
11. Tax Information
The Regulated Investment Company Modernization Act of 2010 (the “Modernization Act”) was enacted on December 22, 2010. The Modernization Act amends several tax provisions impacting mutual funds. In general, the amendments are effective for fiscal years after enactment. The Modernization Act provides several benefits, including the unlimited carryover of future capital losses versus the prior eight year limitation. Relevant information regarding the impact of the Modernization Act, if any, will be contained within the Federal Tax Status of Distributions section of the financial statements for the fiscal year ending June 30, 2012.
12. Ongoing Development
The three major credit rating agencies (Standard & Poor’s, Moody’s and Fitch) have downgraded or eliminated ratings of the majority of the municipal bond insurance companies since December 2007 due to loss of capital from investments in subprime mortgages. As such, only a few are now deemed to be investment grade. Thus, while certain bonds still have insurance, some are no longer rated based upon the ratings of their insurers. Furthermore, because the ability of many of the Trust’s insurers to pay claims has been downgraded, the protection of such insurance has been diminished, and there is no assurance that some of them may be relied upon for payment.
TAX-FREE TRUST OF ARIZONA
FINANCIAL HIGHLIGHTS
For a share outstanding throughout each period
| | Class A | |
| | Year Ended June 30, | |
| | 2011 | | | 2010 | | | 2009 | | | 2008 | | | 2007 | |
Net asset value, beginning of period | | $ | 10.50 | | | $ | 10.14 | | | $ | 10.19 | | | $ | 10.40 | | | $ | 10.45 | |
Income from investment operations: | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | 0.42 | (1) | | | 0.43 | (1) | | | 0.43 | (1) | | | 0.43 | (1) | | | 0.43 | (2) |
Net gain (loss) on securities (both realized and unrealized) | | | (0.13 | ) | | | 0.36 | | | | (0.05 | ) | | | (0.17 | ) | | | – | |
Total from investment operations | | | 0.29 | | | | 0.79 | | | | 0.38 | | | | 0.26 | | | | 0.43 | |
Less distributions (note 10): | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | (0.42 | ) | | | (0.43 | ) | | | (0.43 | ) | | | (0.43 | ) | | | (0.43 | ) |
Distributions from capital gains | | | – | | | | – | (3) | | | – | | | | (0 04 | ) | | | (0.05 | ) |
Total distributions | | | (0.42 | ) | | | (0.43 | ) | | | (0.43 | ) | | | (0.47 | ) | | | (0.48 | ) |
Net asset value, end of period | | $ | 10.37 | | | $ | 10.50 | | | $ | 10.14 | | | $ | 10.19 | | | $ | 10.40 | |
Total return (not reflecting sales charge) | | | 2.80 | % | | | 7.87 | % | | | 3.86 | % | | | 2.52 | % | | | 4.11 | % |
Ratios/supplemental data | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (in millions) | | $ | 260 | | | $ | 295 | | | $ | 289 | | | $ | 301 | | | $ | 318 | |
Ratio of expenses to average net assets | | | 0.73 | % | | | 0.74 | % | | | 0.75 | % | | | 0.75 | % | | | 0.75 | % |
Ratio of net investment income to average net assets | | | 4.07 | % | | | 4.08 | % | | | 4.26 | % | | | 4.13 | % | | | 4.00 | % |
Portfolio turnover rate | | | 12.28 | % | | | 14.22 | % | | | 18.55 | % | | | 17.72 | % | | | 13.63 | % |
| | | | | | | | | | | | | | | | | | | | |
The expense ratios after giving effect to the expense offset for uninvested cash balances were: | |
| | | | | | | | | | | | | | | | | | | | |
Ratio of expenses to average net assets | | | 0.73 | % | | | 0.74 | % | | | 0.74 | % | | | 0.74 | % | | | 0.74 | % |
__________________
(1) | Per share amounts have been calculated using the daily average shares method. |
(2) | Per share amounts have been calculated using the monthly average shares method. |
(3) | Amount represents less than $0.01 |
See accompanying notes to financial statements.
TAX-FREE TRUST OF ARIZONA
FINANCIAL HIGHLIGHTS (continued)
For a share outstanding throughout each period
| | Class C | | | Class Y | |
| | Year Ended June 30, | | | Year Ended June 30, | |
| | 2011 | | 2010 | | 2009 | | 2008 | | 2007 | | 2011 | | 2010 | | 2009 | | 2008 | | 2007 |
Net asset value, beginning of period | | $ | 10.50 | | | $ | 10.14 | | | $ | 10.19 | | | $ | 10.40 | | | $ | 10.45 | | | $ | 10.52 | | | $ | 10.16 | | | $ | 10.21 | | | $ | 10.42 | | | $ | 10.48 | |
Income from investment operations | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | 0.33 | (1) | | | 0.33 | (1) | | | 0.34 | (1) | | | 0.34 | (1) | | | 0.34 | (2) | | | 0.44 | (1) | | | 0.44 | (1) | | | 0.44 | (1) | | | 0.44 | (1) | | | 0.44 | (2) |
Net gain (loss) on securities (both realized | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
and unrealized) | | | (0.13 | ) | | | 0.37 | | | | (0.05 | ) | | | (0.17 | ) | | | – | | | | (0.14 | ) | | | 0.36 | | | | (0.05 | ) | | | (0.17 | ) | | | (0.01 | ) |
Total from investment operations | | | 0.20 | | | | 0.70 | | | | 0.29 | | | | 0.17 | | | | 0.34 | | | | 0.30 | | | | 0.80 | | | | 0.39 | | | | 0.27 | | | | 0.43 | |
Less distributions (note 10): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | (0.33 | ) | | | (0.34 | ) | | | (0.34 | ) | | | (0.34 | ) | | | (0.34 | ) | | | (0.43 | ) | | | (0.44 | ) | | | (0.44 | ) | | | (0.44 | ) | | | (0.44 | ) |
Distributions from capital gains | | | – | | | | – | (3) | | | – | | | | (0.04 | ) | | | (0.05 | ) | | | – | | | | – | (3) | | | – | | | | (0.04 | ) | | | (0.05 | ) |
Total distributions | | | (0.33 | ) | | | (0.34 | ) | | | (0.34 | ) | | | (0.38 | ) | | | (0.39 | ) | | | (0.43 | ) | | | (0.44 | ) | | | (0.44 | ) | | | (0.48 | ) | | | (0.49 | ) |
Net asset value, end of period | | $ | 10.37 | | | $ | 10.50 | | | $ | 10.14 | | | $ | 10.19 | | | $ | 10.40 | | | $ | 10.39 | | | $ | 10.52 | | | $ | 10.16 | | | $ | 10.21 | | | $ | 10.42 | |
Total return | | | 1.93 | %(4) | | | 6.95 | %(4) | | | 2.98 | %(4) | | | 1.65 | %(4) | | | 3.23 | %(4) | | | 2.95 | % | | | 8.02 | % | | | 4.02 | % | | | 2.68 | % | | | 4.16 | % |
Ratios/supplemental data | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (in millions) | | $ | 15 | | | $ | 14 | | | $ | 7.1 | | | $ | 6.2 | | | $ | 6.6 | | | $ | 11 | | | $ | 13 | | | $ | 9.9 | | | $ | 7.4 | | | $ | 2.8 | |
Ratio of expenses to average net assets | | | 1.57 | % | | | 1.58 | % | | | 1.60 | % | | | 1.60 | % | | | 1.60 | % | | | 0.58 | % | | | 0.59 | % | | | 0.60 | % | | | 0.60 | % | | | 0.60 | % |
Ratio of net investment income to average | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
net assets | | | 3.21 | % | | | 3.19 | % | | | 3.38 | % | | | 3.27 | % | | | 3.15 | % | | | 4.22 | % | | | 4.22 | % | | | 4.39 | % | | | 4.24 | % | | | 4.14 | % |
Portfolio turnover rate | | | 12.28 | % | | | 14.22 | % | | | 18.55 | % | | | 17.72 | % | | | 13.63 | % | | | 12.28 | % | | | 14.22 | %. | | | 18.55 | % | | | 17.72 | % | | | 13.63 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
The expense ratios after giving effect to the expense offset for uninvested cash balances were: | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Ratio of expenses to average net assets | | | 1.57 | % | | | 1.58 | % | | | 1.59 | % | | | 1.59 | % | | | 1.59 | % | | | 0.58 | % | | | 0.59 | % | | | 0.59 | % | | | 0.59 | % | | | 0.59 | % |
__________________
(1) | Per share amounts have been calculated using the daily average shares method. |
(2) | Per share amounts have been calculated using the monthly average shares method. |
(3) | Amount represents less than $0.01. |
(4) | Not reflecting CDSC. |
See accompanying notes to financial statements.
Additional Information (unaudited) |
|
Trustees (1) and Officers |
| | | | | | Number of | | |
| | Positions | | | | Portfolios | | |
| | Held with | | | | in Fund | | |
Name, | | Trust and | | Principal | | Complex | | Other Directorships |
Address(2) | | Length of | | Occupation(s) | | Overseen | | Held by Trustee |
and Date of Birth | | Service(3) | | During Past 5 Years | | by Trustee | | During Past 5 Years |
| | | | | | | | |
Interested Trustee(4) | | | | | | | | |
| | | | | | | | |
Diana P. Herrmann New York, NY (02/25/58) | | Trustee since 1994 and President since 1998 | | Vice Chair and Chief Executive Officer of Aquila Management Corporation, Founder of the Aquila Group of Funds(5) and parent of Aquila Investment Management LLC, Manager since 2004, President since 1997, Chief Operating Officer, 1997-2008, a Director since 1984, Secretary since 1986 and previously its Executive Vice President, Senior Vice President or Vice President, 1986-1997; Chief Executive Officer and Vice Chair since 2004, President and Manager since 2003, and Chief Operating Officer (2003-2008), of the Manager; Chair, Vice Chair, President, Executive Vice President and/or Senior Vice President of funds in the Aquila Group of Funds since 1986; Director of the Distributor since 1997; Governor, Investment Company Institute (the trade organization for the U.S. mutual fund industry which is dedicated to protecting shareholder interests and educating the public about investing) for various periods since 2004, and head of its Small Funds Committee, 2004-2009; active in charitable and volunteer organizations. | | 12 | | ICI Mutual Insurance Company, a Risk Retention Group (2006-2009 and since 2010) |
| | | | | | | | |
Non-interested Trustees | | | | | | | | |
| | | | | | | | |
Grady Gammage, Jr. Phoenix, AZ (10/01/51) | | Chair of the Board of Trustees since 2011 and Trustee since 2001 | | Founding partner, Gammage & Burnham, PLC, a law firm, Phoenix, Arizona, since 1983; director, Central Arizona Water Conservation District, 1992-2004; director, Arizona State University Foundation since 1998; Senior Fellow, Morrison Institute for Public Policy; active with Urban Land Institute. | | 4 | | None |
| | | | | | Number of | | |
| | Positions | | | | Portfolios | | |
| | Held with | | | | in Fund | | |
Name, | | Trust and | | Principal | | Complex | | Other Directorships |
Address(2) | | Length of | | Occupation(s) | | Overseen | | Held by Trustee |
and Date of Birth | | Service(3) | | During Past 5 Years | | by Trustee | | During Past 5 Years |
| | | | | | | | |
Tucker Hart Adams Colorado Springs, CO (01/11/38) | | Trustee since 2009 | | Senior Partner, Summit Economics, since 2010; President, The Adams Group, an economic consulting firm, 1989-2010; formerly Chief Economist, United Banks of Colorado; currently or formerly active with numerous professional and community organizations. | | 4 | | Trustee, Colorado Health Facilities Authority; advisory board, Griffis/Blessings, Inc. (commercial property development and management); advisory board, Kachi Partners (middle market buyouts); formerly Director, Touch America and Mortgage Analysis Computer Corp. |
| | | | | | | | |
Ernest Calderón Phoenix, AZ (10/24/57) | | Trustee since 2004 | | Founder, Calderón Law Offices, since 2004; Equity Partner, Jennings, Strouss & Salmon, PLC, 1992-2004; member, Arizona Board of Regents since 2003 and member of Governor Janice Brewer’s Transition Team since 2009; Past President, Grand Canyon Council of Boy Scouts of America; Past President, State Bar of Arizona, 2003-2004; member, American Law Institute. | | 3 | | None |
| | | | | | | | |
Thomas A. Christopher Danville, KY (12/19/47) | | Trustee since 2009 | | Senior partner of Robinson, Hughes & Christopher, C.P.A.s, P.S.C., since 1977; President, A Good Place for Fun, Inc., a sports facility, since 1987; Director, Sunrise Children’s Services Inc. (2010); currently or formerly active with various professional and community organizations. | | 5 | | None |
| | | | | | Number of | | |
| | Positions | | | | Portfolios | | |
| | Held with | | | | in Fund | | |
Name, | | Trust and | | Principal | | Complex | | Other Directorships |
Address(2) | | Length of | | Occupation(s) | | Overseen | | Held by Trustee |
and Date of Birth | | Service(3) | | During Past 5 Years | | by Trustee | | During Past 5 Years |
| | | | | | | | |
Gary C. Cornia Orem, UT (06/24/48) | | Trustee since 2009 | | Dean, Marriott School of Management, Brigham Young University, since 2008; Director, Romney Institute of Public Management, Marriott School of Management, 2004-2008; Professor, Marriott School of Management, 1980-present; Past President, National Tax Association; Fellow, Lincoln Institute of Land Policy, 2002-present; Associate Dean, Marriott School of Management, Brigham Young University, 1991-2000; member, Utah Governor’s Tax Review Committee, 1993-2009. | | 5 | | Lincoln Institute of Land Policy, Cambridge, MA; Utah Foundation, Salt Lake City , UT |
| | | | | | | | |
Lyle W. Hillyard Logan, UT (09/25/40) | | Trustee since 2009 | | President of the law firm of Hillyard, Anderson & Olsen, Logan, Utah, since 1967; member of Utah Senate, 1985 to present, in the following positions: President, 2000, Senate Majority Leader, 1999-2000, Assistant Majority Whip, 1995-1998; served as Chairman of the following Utah Senate Committees: Tax and Revenue, Senate Judiciary Standing, Joint Executive Appropriations, and Senate Rules; currently serves as Co-Chair, Joint Executive Appropriations. | | 3 | | None |
| | | | | | | | |
John C. Lucking Phoenix, AZ (05/20/43) | | Trustee since 1994 | | President, Econ-Linc, an economic consulting firm, since 1995; formerly Consulting Economist, Bank One Arizona and Chief Economist, Valley National Bank; member, Arizona’s Joint Legislative Budget Committee Economic Advisory Panel and the Western Blue Chip Economic Forecast Panel; Board member, Northern Arizona University Foundation since 1997; member, various historical, civic and economic associations. | | 3 | | Formerly Director, Sanu Resources |
| | | | | | Number of | | |
| | Positions | | | | Portfolios | | |
| | Held with | | | | in Fund | | |
Name, | | Trust and | | Principal | | Complex | | Other Directorships |
Address(2) | | Length of | | Occupation(s) | | Overseen | | Held by Trustee |
and Date of Birth | | Service(3) | | During Past 5 Years | | by Trustee | | During Past 5 Years |
| | | | | | | | |
Anne J. Mills Scottsdale, AZ (12/23/38) | | Trustee since 1986 and Chair of the Board of Trustees 2005-2011 | | President, Loring Consulting Company since 2001; Vice President for Business Management and CFO, Ottawa University, 1992-2001, 2006-2008; IBM Corporation, 1965-1991; currently active with various charitable, educational and religious organizations. | | 5 | | None |
The specific experience, qualifications, attributes or skills that led to the conclusion that the nominees should serve as Trustees of the Trust at this time in light of the Trust’s business and structure, in addition to those listed above, were as follows.
Diana P. Herrmann: | | More than 20 years of experience in mutual fund management. |
| | |
Grady Gammage, Jr.: | | Lawyer, educator, active in land use, water issues and other public affairs in the state and region. |
| | |
Tucker Hart Adams: | | Experienced economist. |
| | |
Ernest Calderón: | | Lawyer, active in public affairs in the state and region. |
| | |
Thomas A. Christopher: | | Experienced trustee of mutual funds, knowledgeable about financial matters. |
| | |
Gary C. Cornia: | | Experienced educator in business and finance. |
| | |
Lyle W. Hillyard: | | Lawyer, experienced legislator in region. |
| | |
John C. Lucking: | | Experienced economist in the state and region. |
| | |
Anne J. Mills: | | Extensive financial and management experience; knowledgeable about operation and governance of mutual funds. |
References to the qualifications, attributes and skills of Trustees are pursuant to requirements of the SEC, do not constitute holding out of the Board or any Trustee as having any special expertise or experience, and shall not impose any greater responsibility or liability on any such person or on the Board by reason thereof.
| | Positions | | |
| | Held with | | |
| | Trust and | | |
| | Length of | | |
and Date of Birth | | Service(2) | | Principal Occupation(s) During Past 5 Years(3) |
| | | | |
Chairman Emeritus(6) | | | | |
| | | | |
Lacy B. Herrmann New York, NY (05/12/29) | | Founder and Chairman Emeritus since 2005; Chairman of the Board of Trustees 1985-2005 | | Founder and Chairman of the Board, Aquila Management Corporation, the sponsoring organization and parent of the Manager or Administrator and/or Adviser to each fund of the Aquila Group of Funds; Chairman of the Manager or Administrator and/or Adviser to each since 2004; Founder and Chairman Emeritus of each fund in the Aquila Group of Funds; previously Chairman and a Trustee of each fund in the Aquila Group of Funds since its establishment until 2004 or 2005; Director of the Distributor since 1981 and formerly Vice President or Secretary, 1981-1998; Director or trustee, Premier VIT, 1994-2009; Director or trustee of Oppenheimer Quest Value Funds Group, Oppenheimer Small Cap Value Fund, Oppenheimer Midcap Fund, 1987-2009, and Oppenheimer Rochester Group of Funds, 1995-2009; Trustee Emeritus, Brown University and the Hopkins School; active in university, school and charitable organizations. |
| | | | |
Officers | | | | |
| | | | |
Charles E. Childs, III New York, NY (04/01/57) | | Executive Vice President since 2003 and Secretary since 2011 | | Executive Vice President of all funds in the Aquila Group of Funds and the Manager and the Manager’s parent since 2003; Chief Operating Officer of the Manager and the Manager’s parent since 2008; Secretary of all funds in the Aquila Group of Funds since 2011; formerly Senior Vice President, corporate development, Vice President, Assistant Vice President and Associate of the Manager’s parent since 1987; Senior Vice President, Vice President or Assistant Vice President of the Aquila Money-Market Funds, 1988-2003. |
| | | | |
Marie E. Aro Denver, CO (02/10/55) | | Senior Vice President since 2010 | | Co-President of the Distributor since 2010, Vice President, 1993-1997; Senior Vice President, Aquila Three Peaks Opportunity Growth Fund since 2004; Senior Vice President, Tax-Free Trust of Arizona since 2010 and Vice President, 2004-2010; Senior Vice President, Aquila Three Peaks High Income Fund since 2006; Senior Vice President, Hawaiian Tax-Free Trust, Tax-Free Fund For Utah, Tax-Free Fund of Colorado, Tax-Free Trust of Oregon, Churchill Tax-Free Fund of Kentucky and Narragansett Insured Tax-Free Income Fund since 2010; Vice President, INVESCO Funds Group, 1998-2003. |
| | | | |
Todd W. Curtis Phoenix, AZ (06/08/49) | | Senior Vice President since 2004 | | Senior Vice President and Portfolio Manager, Tax-Free Trust of Arizona, since August 2004; Vice President and Portfolio Manager, Churchill Tax-Free Fund of Kentucky, since 2009, backup portfolio manager, 2004-2009; Vice President and Portfolio Manager, Tax-Free Fund For Utah, since 2009; Vice President and Portfolio Manager, Banc One Investment Advisors, Inc. and its predecessors, 1981-2004. |
| | Positions | | |
| | Held with | | |
| | Trust and | | |
| | Length of | | |
and Date of Birth | | Service(2) | | Principal Occupation(s) During Past 5 Years(3) |
| | | | |
Paul G. O’Brien Charlotte, NC (11/28/59) | | Senior Vice President since 2010 | | Co-President of the Distributor since 2010, Managing Director, 2009-2010; Senior Vice President of Aquila Three Peaks Opportunity Growth Fund, Aquila Three Peaks High Income Fund, and each of the Aquila Municipal Bond Funds since 2010; held various positions to Senior Vice President and Chief Administrative Officer of Evergreen Investments Services, Inc., 1997-2008; Mergers and Acquisitions Coordinator for Wachovia Corporation, 1994-1997. |
| | | | |
Alan R. Stockman Glendale, AZ (07/31/54) | | Senior Vice President since 2001 | | Senior Vice President, Tax-Free Fund of Colorado, since 2009; Senior Vice President, Tax-Free Trust of Arizona since 2001, Vice President, 1999-2001; Vice President, Aquila Three Peaks Opportunity Growth Fund since 1999; Bank One, Commercial Client Services representative, 1997-1999; Trader and Financial Consultant, National Bank of Arizona (Zions Investment Securities Inc.), Phoenix, Arizona 1996-1997. |
| | | | |
James T. Thompson Bountiful, UT (03/17/55) | | Assistant Vice President since 2009 | | Vice President and Co-Portfolio Manager, Tax-Free Fund For Utah, since 2009; Assistant Vice President and Backup Portfolio Manager, Tax-Free Trust of Arizona and Churchill Tax-Free Fund of Kentucky, since 2009; Senior Vice President, First Security Bank/Wells Fargo Brokerage Services LLC, Salt Lake City, UT, 1991-2009. |
| | | | |
Robert S. Driessen New York, NY (10/12/47) | | Chief Compliance Officer since 2009 | | Chief Compliance Officer of each fund in the Aquila Group of Funds, the Manager and the Distributor since December 2009; Vice President, Chief Compliance Officer, Curian Capital, LLC, 2004-2008; Vice President, Chief Compliance Officer, Phoenix Investment Partners, Ltd., 1999-2004; Vice President, Risk Liaison, Corporate Compliance, Bank of America, 1996-1999; Vice President, Securities Compliance, Prudential Insurance Company of America, 1993-1996; various positions to Branch Chief, U.S. Securities and Exchange Commission, 1972-1993. |
| | | | |
Joseph P. DiMaggio New York, NY (11/06/56) | | Chief Financial Officer since 2003 and Treasurer since 2000 | | Chief Financial Officer of each fund in the Aquila Group of Funds since 2003 and Treasurer since 2000. |
| | Positions | | |
| | Held with | | |
| | Trust and | | |
| | Length of | | |
and Date of Birth | | Service(2) | | Principal Occupation(s) During Past 5 Years(3) |
| | | | |
Yolonda S. Reynolds New York, NY (04/23/60) | | Assistant Treasurer since 2010 | | Director of Fund Accounting for the Aquila Group of Funds since 2007; Investment Accountant, TIAA-CREF, 2007; Sr. Fund Accountant, JP Morgan Chase, 2003-2006. |
| | | | |
Lori A. Vindigni New York, NY (11/02/66) | | Assistant Treasurer since 2000 | | Assistant Treasurer of each fund in the Aquila Group of Funds since 2000; Assistant Vice President of the Manager or its predecessor and current parent since 1998; Fund Accountant for the Aquila Group of Funds, 1995-1998. |
| | | | |
John M. Herndon New York, NY (12/17/39) | | Assistant Secretary since 1995 | | Assistant Secretary of each fund in the Aquila Group of Funds since 1995 and Vice President of the three Aquila Money-Market Funds since 1990; Vice President of the Manager or its predecessor and current parent since 1990. |
_____________________
(1) The Trust’s Statement of Additional Information includes additional information about the Trustees and is available, without charge, upon request by calling 800-437-1020 (toll-free) or by visiting www.aquilafunds.com or the EDGAR Database at the SEC’s internet site at www.sec.gov.
(2) The mailing address of each Trustee and officer is c/o Tax-Free Trust of Arizona, 380 Madison Avenue, Suite 2300, New York, NY 10017.
(3) Each Trustee holds office until the next annual meeting of shareholders or until his or her successor is elected and qualifies. The term of office of each officer is one year.
(4) Ms. Herrmann is an interested person of the Trust as an officer of the Trust, as a director, officer and shareholder of the Manager’s corporate parent, as an officer and Manager of the Manager, and as a shareholder and director of the Distributor. Ms. Herrmann is the daughter of Lacy B. Herrmann, the Founder and Chairman Emeritus of the Trust.
(5) In this material Pacific Capital Cash Assets Trust, Pacific Capital Tax-Free Cash Assets Trust and Pacific Capital U.S. Government Securities Cash Assets Trust, each of which is a money-market fund, are called the “Aquila Money-Market Funds”; Tax-Free Trust of Arizona, Tax-Free Fund of Colorado, Hawaiian Tax-Free Trust, Churchill Tax-Free Fund of Kentucky, Tax-Free Trust of Oregon, Narragansett Insured Tax-Free Income Fund (Rhode Island) and Tax-Free Fund For Utah, each of which is a tax-free municipal bond fund, are called the “Aquila Municipal Bond Funds”; Aquila Three Peaks Opportunity Growth Fund is an equity fund; and Aquila Three Peaks High Income Fund is a high income corporate bond fund; considered together, these 12 funds are called the “Aquila Group of Funds.” (6) The Chairman Emeritus may attend Board meetings but has no voting power.
Analysis of Expenses (unaudited)
As a shareholder of the Trust, you may incur two types of costs: (1) transaction costs, including front-end sales charges with respect to Class A shares or contingent deferred sales charges (“CDSC”) with respect to Class C shares; and (2) ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other Trust expenses. The table below is intended to help you understand your ongoing costs (in dollars) of investing in the Trust and to compare these costs with the ongoing costs of investing in other mutual funds.
The table below is based on an investment of $1,000 invested on January 1, 2011 and held for the six months ended June 30, 2011.
Actual Expenses
This table provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During the Period”.
Six months ended June 30, 2011
| Actual | | | |
| Total Return | Beginning | Ending | Expenses |
| Without | Account | Account | Paid During |
| Sales Charges(1) | Value | Value | the Period(2) |
Class A | 3.84% | $1,000.00 | $1,038.40 | $3.69 |
Class C | 3.41% | $1,000.00 | $1,034.10 | $7.97 |
Class Y | 3.91% | $1,000.00 | $1,039.10 | $2.93 |
(1) | Assumes reinvestment of all dividends and capital gain distributions, if any, at net asset value and does not reflect the deduction of the applicable sales charges with respect to Class A shares or the applicable contingent deferred sales charges (“CDSC”) with respect to Class C shares. Total return is not annualized, as it may not be representative of the total return for the year. |
| |
(2) | Expenses are equal to the annualized expense ratio of 0.73%, 1.58% and 0.58% for the Trust’s Class A, C and Y shares, respectively, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). |
Information Available (unaudited)
Much of the information that the funds in the Aquila Group of Funds produce is automatically sent to you and all other shareholders. Specifically, you are routinely sent your Trust’s entire list of portfolio securities twice a year in the semi-annual and annual reports you receive. Additionally, under Trust policies, the Trust publicly discloses the complete schedule of the Trust’s portfolio holdings, as of each calendar quarter, generally by the 15th day after the end of each calendar quarter. Such information remains accessible until the next schedule is made publicly available. You may obtain a copy of the Trust’s portfolio holdings schedule for the most recently completed period by visiting the Trust’s website at www.aquilafunds.com. The Trust may also disclose other portfolio holdings as of a specified date (currently the Trust discloses its five largest holdings by value as of the close of the last business day of each calendar month in a posting to its website on approximately the 5th business day following the month end). This information remains on the website until the next such posting. Whenever you wish to see a listing of your Trust’s portfolio other than in your shareholder reports, please check our website at www.aquilafunds.com or call us at 1-800-437-1020.
The Trust additionally files a complete list of its portfolio holdings with the SEC for the first and third quarter ends of each fiscal year on Form N-Q. Forms N-Q are available free of charge on the SEC website at www.sec.gov. You may also review or, for a fee, copy the forms at the SEC’s Public Reference Room in Washington, D.C. or by calling 1-800-SEC-0330.
Proxy Voting Record (unaudited)
The Trust does not invest in equity securities. Accordingly, there were no matters relating to a portfolio security considered at any shareholder meeting held during the 12 months ended June 30, 2011 with respect to which the Trust was entitled to vote. Applicable regulations require us to inform you that the foregoing proxy voting information is available on the SEC website at http://www.sec.gov.
Federal Tax Status of Distributions (unaudited)
This information is presented in order to comply with a requirement of the Internal Revenue Code and no action on the part of shareholders is required.
For the fiscal year ended June 30, 2011, $12,265,415 of dividends paid by Tax-Free Trust of Arizona, constituting 99.76% of total dividends paid during the fiscal year ended June 30, 2011, were exempt-interest dividends; and the balance was ordinary dividend income.
Prior to February 15, 2011, shareholders were mailed the appropriate tax form(s) which contained information on the status of distributions paid for the 2010 calendar year.
Prior to February 15, 2012, shareholders will be mailed the appropriate tax form(s) which will contain information on the status of distributions paid for the 2011 calendar year.
PRIVACY NOTICE (unaudited)
Tax-Free Trust of Arizona
Our Privacy Policy. In providing services to you as an individual who owns or is considering investing in shares of the Trust, we collect certain non-public personal information about you. Our policy is to keep this information strictly safeguarded and confidential, and to use or disclose it only as necessary to provide services to you or as otherwise permitted by law. Our privacy policy applies equally to former shareholders and persons who inquire about the Trust.
Information We Collect. ”Non-public personal information” is personally identifiable financial information about you as an individual or your family. The kinds of non-public personal information we have about you may include the information you provide us on your share purchase application or in telephone calls or correspondence with us, and information about your fund transactions and holdings, how you voted your shares and the account where your shares are held.
Information We Disclose. We disclose non-public personal information about you to companies that provide necessary services to us, such as the Trust’s transfer agent, distributor, investment adviser or sub-adviser, if any, as permitted or required by law, or as authorized by you. Any other use is strictly prohibited. We do not sell information about you or any of our fund shareholders to anyone.
Non-California Residents: We also may disclose some of this information to another fund in the Aquila Group of Funds (or its service providers) under joint marketing agreements that permit the funds to use the information only to provide you with information about other funds in the Aquila Group of Funds or new services we are offering that may be of interest to you.
California Residents Only: In addition, unless you “opt-out” of the following disclosures using the form that was mailed to you under separate cover, we may disclose some of this information to another fund in the Aquila Group of Funds (or its service providers) under joint marketing agreements that permit the funds to use the information only to provide you with information about other funds in the Aquila Group of Funds or new services we are offering that may be of interest to you.
How We Safeguard Your Information. We restrict access to non-public personal information about you to only those persons who need it to provide services to you or who are permitted by law to receive it. We maintain physical, electronic and procedural safeguards to protect the confidentiality of all non-public personal information we have about you.
If you have any questions regarding our Privacy Policy, please contact us at 1-800-437-1020.
Aquila Distributors, Inc.
Aquila Investment Management LLC
This Privacy Policy also has been adopted by Aquila Distributors, Inc. and Aquila Investment Management LLC and applies to all non-public information about you that each of these companies may obtain in connection with services provided to the Trust or to you as a shareholder of the Trust.
Founders
Lacy B. Herrmann, Chairman Emeritus
Aquila Management Corporation
Manager
AQUILA INVESTMENT MANAGEMENT LLC
380 Madison Avenue, Suite 2300
New York, New York 10017
Board of Trustees
Grady Gammage, Jr., Chair
Tucker Hart Adams
Ernest Calderón
Thomas A. Christopher
Gary C. Cornia
Diana P. Herrmann
Lyle W. Hillyard
John C. Lucking
Anne J. Mills
Officers
Diana P. Herrmann, President
Charles E. Childs, III, Executive Vice President and Secretary
Todd W. Curtis, Senior Vice President and Portfolio Manager
Marie E. Aro, Senior Vice President
Paul G. O’Brien, Senior Vice President
Alan R. Stockman, Senior Vice President
Robert S. Driessen, Chief Compliance Officer
Joseph P. DiMaggio, Chief Financial Officer and Treasurer
Distributor
AQUILA DISTRIBUTORS, INC.
380 Madison Avenue, Suite 2300
New York, New York 10017
Transfer and Shareholder Servicing Agent
BNY MELLON
4400 Computer Drive
Westborough, Massachusetts 01581
Custodian
JPMORGAN CHASE BANK, N.A.
1111 Polaris Parkway
Columbus, Ohio 43240
Independent Registered Public Accounting Firm
TAIT, WELLER & BAKER LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103
Further information is contained in the Prospectus,
which must precede or accompany this report.
(a) As of June 30, 2011 (the end of the reporting period) the Trust has adopted a code of ethics that applies to the Trust's principal executive officer(s)and principal financial officer(s) and persons performing similar functions ("Covered Officers") as defined in the Aquila Group of Funds Code of Ethics for Principal Executive and Senior Financial Officers under Section 406 of the Sarbanes-Oxley Act of 2002;
(f)(1) Pursuant to Item 10(a)(1), a copy of the Trust's Code of Ethics that applies to the Trust's principal executive officer(s) and principal financial officer(s) and persons performing similar functions is included as an exhibit to its annual report on this Form N-CSR;
(f)(2) The text of the Trust's Code of Ethics that applies to the Trust's principal executive officer(s) and principal financial officer(s) and persons performing similar functions has been posted on its Internet website which can be found at the Trust's Internet address at aquilafunds.com.
ITEM 3. | AUDIT COMMITTEE FINANCIAL EXPERT. |
(a)(1)(ii) The Board of Trustees of the Fund has determined that it does not have at least one audit committee financial expert serving on its audit committee. The Fund does not have such a person serving on the audit committee because none of the persons currently serving as Trustees happens to have the technical accounting and auditing expertise included in the definition of "audit committee financial expert" recently adopted by the Securities and Exchange Commission in connection with this Form N-CSR, and the Board has not heretofore deemed it necessary to seek such a person for election to the Board.
The primary mission of the Board, which is that of oversight over the operations and affairs of the Fund, confronts the Trustees with a wide and expanding range of issues and responsibilities. The Trustees believe that, accordingly, it is essential that the Board's membership consist of persons with as extensive experience as possible in fulfilling the duties and responsibilities of mutual fund directors and audit committee members and, ideally, with extensive experience and background relating to the economic and financial sectors and securities in which the Fund invests, including exposure to the financial and accounting matters commonly encountered with respect to those sectors and securities. The Board believes that its current membership satisfies those criteria. It recognizes that it would also be helpful to have a member with the relatively focused accounting and auditing expertise reflected in the applicable definition of "audit committee financial expert," just as additional members with similarly focused technical expertise in other areas relevant to the Fund's operations and affairs would also contribute added value. However, the Board believes that the Fund is better served, and its assets better employed, by a policy of hiring experts in various the specialized area of technical accounting and auditing matters, if and as the Board identifies the need, rather than by seeking to expand its numbers by adding technical experts in the areas constituting its domain of responsibility. The Fund's Audit Committee Charter explicitly authorizes the Committee to retain such experts as it deems necessary in fulfilling its duties
ITEM 4. | PRINCIPAL ACCOUNTANT FEES AND SERVICES. |
a) Audit Fees - The aggregate fees billed for professional services rendered by the principal accountant for the audit of the Registrant's annual financial statements were $19,800 in 2010 and $18,800 in 2011.
b) Audit Related Fees - There were no amounts billed for audit-related fees over the past two years.
c) Tax Fees - The Registrant was billed by the principal accountant $3,200 and $3,400 in 2010 and 2011, respectively, for return preparation and tax compliance.
d) All Other Fees - There were no additional fees paid for audit and non-audit services other than those disclosed in a) thorough c) above.
e)(1) Currently, the audit committee of the Registrant pre-approves audit services and fees on an engagement-by-engagement basis
e)(2) None of the services described in b) through d) above were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X, all were pre-approved on an engagement-by-engagement basis.
f) No applicable.
g) There were no non-audit services fees billed by the Registrant's accountant to the Registrant's investment adviser or distributor over the past two years
h) Not applicable.
ITEM 5. | AUDIT COMMITTEE OF LISTED REGISTRANTS. |
Not applicable.
ITEM 6. | SCHEDULE OF INVESTMENTS. |
Included in Item 1 above
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 COMPANY AND AFFILIATED PURCHASERS. |
Not applicable.
ITEM 10. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. |
The Board of Directors of the Registrant has adopted a Nominating Committee Charter which provides that the Nominating Committee (the 'Committee') may consider and evaluate nominee candidates properly submitted by shareholders if a vacancy among the Independent Trustees of the Registrant occurs and if, based on the Board's then current size, composition and structure, the Committee determines that the vacancy should be filled. The Committee will consider candidates submitted by shareholders on the same basis as it considers and evaluates candidates recommended by other sources. A copy of the qualifications and procedures that must be met or followed by shareholders to properly submit a nominee candidate to the Committee may be obtained by submitting a request in writing to the Secretary of the Registrant.
(a) Based on their evaluation of the registrant's disclosure controls and procedures (as defined in Rule 30a-2(c) under the Investment Company Act of 1940) as of a date within 90 days of the filing of this report, the registrant's chief financial and executive officers have concluded that the disclosure controls and procedures of the registrant are appropriately designed to ensure that information required to be disclosed in the registrant's reports that are filed under the Securities Exchange Act of 1934 are accumulated and communicated to registrant's management, including its principal executive officer(s) and principal financial officer(s), to allow timely decisions regarding required disclosure and is recorded, processed, summarized and reported, within the time periods specified in the rules and forms adopted by the Securities and Exchange Commission.
(b) There have been no significant changes in registrant's internal controls or in other factors that could significantly affect registrant's internal controls subsequent to the date of the most recent evaluation, including no significant deficiencies or material weaknesses that required corrective action.
(a)(1) Aquila Group of Funds Code of Ethics for Principal Executive and Senior Financial Officers under Section 406 of the Sarbanes-Oxley Act of 2002, as amended.
(a)(2) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940.
(b) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(b) under the Investment Company Act of 1940.
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.
TAX-FREE TRUST OF ARIZONA
By: | /s/ Diana P. Herrmann | |
| President and Trustee | |
| | |
| | |
By: | /s/ Joseph P. DiMaggio | |
| Chief Financial Officer and Treasurer | |
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/ Diana P. Herrmann | |
| Diana P. HerrmannPresident and Trustee | |
| | |
| | |
By: | /s/ Joseph P. DiMaggio | |
| Joseph P. DiMaggioChief Financial Officer and Treasurer | |
TAX-FREE TRUST OF ARIZONA
EXHIBIT INDEX
(a)(1) Aquila Group of Funds Code of Ethics for Principal Executive and Senior Financial Officers under Section 406 of the Sarbanes-Oxley Act of 2002, as amended.
(a) (2) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940.
(b) Certification of chief executive officer and chief financial officer as required by Rule 30a-2(b) of the Investment Company Act of 1940.