Miles Funds NCSR/A Certified annual shareholder report (management investment company) (amended)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR/A

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT

COMPANIES

REGISTRATION NO. 33-87498
811-08910

MILES FUNDS, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
1415 28^th STREET, SUITE 200
WEST DES MOINES, IOWA 50266
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

AMY M. MITCHELL, TREASURER
MILES FUNDS, INC.
1415 28^th STREET, SUITE 200
WEST DES MOINES, IOWA 50266
(NAME AND ADDRESS OF AGENT FOR SERVICE)

COPIES OF ALL COMMUNICATIONS TO:


GWENETH K. GOSSELINK	JOHN C. MILES, ESQ.
MILES FUNDS, INC.	CLINE, WILLIAMS, WRIGHT, JOHNSON & OLDFATHER
1415 28^th STREET, SUITE 200	1900 U.S. BANK BUILDING, 233 S. 13^TH STREET
WEST DES MOINES, IOWA 50266	LINCOLN, NEBRASKA 68508

REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE: (515) 244-5426

DATE OF FISCAL YEAR END: 03/31/2015

DATE OF REPORTING PERIOD: 03/31/2015

EXPLANATORY NOTE

The Registrant is filing this amendment to its Form N-CSR for the period ended March 31, 2015, originally filed with the Securities and Exchange Commission on June 5, 2015 (Accession Number 0000870156-15-000026) to correct the Notes to Financial Statements (“Notes”) found on pages 9 through 12 of Item 1 to this Form N-CSR. The Notes included in the filing were inadvertently not updated from the previous year’s Form N-CSR. The Report distributed to shareholders was accurate and contained all information required per Form N-CSR and was provided to shareholders timely.

Items 2 through 11 of this Amendment to the Registrant’s Form N-CSR are incorporated herein by reference to the Form N-CSR filed on EDGAR on June 5, 2015 (Accession Number 0000870156-15-000026).

ITEM 1. REPORTS TO STOCKHOLDERS.

ANNUAL REPORT FOR THE PERIOD ENDING MARCH 31, 2015.

Miles Funds, Inc.

Table of Contents

Message from the President

Page 1

Message from the Investment Adviser

Page 2

Performance Report and Schedule of Portfolio Investments

Page 3

Statement of Assets and Liabilities

Page 6

Statement of Operations

Page 7

Statements of Changes in Net Assets

Page 8

Notes to Financial Statements

Page 9

Financial Highlights

Page 13

Report of Independent Registered Public Accounting Firm

Page 14

Directors and Officers

Page 15

Additional Information

Page 16

Miles Funds, Inc.

Message from the President

We are pleased to present the annual report for Miles Funds, Inc. for the twelve month period from April 1, 2014 through March 31, 2015.

Yields on money market funds continued at historically low levels throughout this fiscal year. The letter from the investment adviser will give you detailed commentary and data for a more in-depth review of the economy over the last fiscal year.

However, we continue to do all we can to help enhance the returns we provide to shareholders. In 2015 we expanded our partnerships and access to higher yielding bank products and leveraged deeper relationships with our repurchase agreement providers.

We at Miles Capital believe that discipline, focus, experience, and teamwork are the keys to help with investment performance. This work over the past years during the low rate environment may provide a road map to enhance performance as rates rise in the future.

We are also focused on the recently adopted amendments to the SEC rules governing money market funds. We are working with the Miles Fund’s Board of Directors in reviewing the amendments, determining how they affect the Institutional Money Market Fund and how the Fund will comply with the amendments.

We thank you for your continued confidence and support of the Miles Funds, Inc.

Gregory D. Boal

President, Miles Funds, Inc.

There can be no guarantee that any strategy (risk management or otherwise) will be successful. All investing involves risk, including the potential loss of principal.

Shares of the Miles Funds are NOT INSURED BY THE FDIC. Investment products involve investment risk, including the possible loss of principal. Past performance is not predictive of future results, and the composition of each Fund’s portfolio is subject to change.

Information is not authorized for distribution unless accompanied by a current prospectus. An investor should consider the Funds’ investment objectives, risks, charges, and expenses carefully before investing or sending money. This and other important information can be found in the Funds’ prospectus. To obtain more information, please call 1-866-720-2995. Please read the prospectus carefully before investing.

Miles Funds, Inc.

Message from the President

We are pleased to present the annual report for Miles Funds, Inc. for the twelve month period from April 1, 2014 through March 31, 2015.

We thank you for your continued confidence and support of the Miles Funds, Inc.

Gregory D. Boal

President, Miles Funds, Inc.

There can be no guarantee that any strategy (risk management or otherwise) will be successful. All investing involves risk, including the potential loss of principal.

Miles Funds, Inc.

Performance Report

Money Market Funds

In March, headline CPI fell to 0.0% for the first time since 2009, although core inflation remains stubbornly below the desired 2% target. But this core number masks a divergence between goods prices which have been declining and services prices which have been rising, and this divergence may begin to push the core number higher later this year. In January, the European Central Bank took the historic step of following the Federal Reserve with its own quantitative easing plan, and German 10yr yields have now moved firmly below Japanese yields for the first time in history. These low global yields will likely keep longer U.S. rates low and our yield curve flat.

The money market yield curve has steepened since the end of September as the Fed has completed its quantitative easing program and moved closer to raising rates. The Federal Reserve’s March statement left it completely data dependent as to the timing of the first rate hike, and we continue to expect a Fed rate hike in 2015.

Institutional Money Market Fund

The Fund’s average days are in the middle of the target maturity range as we continue to maximize the exposure to overnight bank deposits. We are also adding to longer certificate of deposit (“CD”) positions where the yield has been attractive.

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-866-720-2995.

An investment in the Miles Funds is not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other government agency. Although the Fund seeks to preserve the value of your investment of $1.00 per share, it is possible to lose money by investing in the Fund.


Miles Funds, Inc.
Institutional Money Market Fund

Schedule of Portfolio Investments March 31, 2015
Schedule of Portfolio Investments March 31, 2015

				Amortized					Amortized
Par Value	Description			Cost	Par Value	Description			Cost
Certificates of Deposit (15.63%)					Certificates of Deposit (continued)
Mizuho Bank, USA CD					Southern First Bank CD
$ 245,000	0.350%	04/01/15	…………………………………………	$ 245,000	$ 245,000	0.450%	09/30/15	…………………………………………	$ 245,000
Santander Bank, NA CD					Goldman Sachs Bank USA CD
245,000	0.400%	04/01/15	…………………………………………	245,000	245,000	0.400%	10/01/15	…………………………………………	245,000
CDARS Frontier Bank **					Peoples United Bank CD
1,000,000	0.450%	04/09/15	…………………………………………	1,000,000	245,000	0.400%	10/01/15	…………………………………………	245,000
CDARS Frontier Bank **					TCF National Bank CD
1,500,000	0.400%	04/23/15	…………………………………………	1,500,000	245,000	0.400%	10/01/15	…………………………………………	245,000
Synovus Bank, GA CD					First Niagara Bank, NY CD
245,000	0.400%	05/14/15	…………………………………………	245,000	245,000	0.500%	10/02/15	…………………………………………	245,000
Bank of Rison CD					Apple Savings Bank CD
245,000	0.750%	06/10/15	…………………………………………	245,000	245,000	0.400%	10/08/15	…………………………………………	245,000
Discover Bank, DE CD					Bremer Bank NA CD
245,000	0.400%	06/18/15	…………………………………………	245,000	245,000	0.400%	10/08/15	…………………………………………	245,000
Bank of India, NY CD					CDARS Frontier Bank **
245,000	0.550%	06/24/15	…………………………………………	245,000	3,000,000	0.600%	10/08/15	…………………………………………	3,000,000
Bank of Baroda CD					Everbank, FL CD
245,000	0.500%	06/26/15	…………………………………………	245,000	245,000	0.400%	10/15/15	…………………………………………	245,000
St Bank of India CD					Meridian Bank CD
245,000	0.500%	06/26/15	…………………………………………	245,000	245,000	0.350%	10/15/15	…………………………………………	245,000
NXT Bank, IA CD					Medallion Bank, UT CD
249,323	0.550%	07/26/15	…………………………………………	249,323	245,000	0.450%	10/19/15	…………………………………………	245,000
Doral Bank, StoneCastle CD					CDARS Frontier Bank **
245,000	0.800%	07/30/15	…………………………………………	245,000	1,500,000	0.500%	10/22/15	…………………………………………	1,500,000
Comm Bank of CA, StoneCastle CD					Hardin County Bank CD
245,000	0.550%	08/11/15	…………………………………………	245,000	245,000	0.400%	10/23/15	…………………………………………	245,000
Bank of China, NY CD					Newburyport Bank, MA CD
245,000	0.650%	08/13/15	…………………………………………	245,000	248,578	0.450%	11/29/15	…………………………………………	248,578
Safra National, NY CD					Valley Central Savings CD
245,000	0.450%	08/14/15	…………………………………………	245,000	245,000	0.400%	12/04/15	…………………………………………	245,000
Homestreet Bank CD					GE Capital Bank CD
245,000	0.350%	09/02/15	…………………………………………	245,000	245,000	0.400%	12/07/15	…………………………………………	245,000
Grand Ridge National Bank CD					Bank Hapoalim, NY CD
245,000	0.650%	09/23/15	…………………………………………	245,000	245,000	0.550%	12/11/15	…………………………………………	245,000
Peoples Bank AL, StoneCastle CD					OneWest Bank, StoneCastle CD
245,000	0.340%	09/24/15	…………………………………………	245,000	246,968	0.900%	12/26/15	…………………………………………	246,968
BankUnited NA CD					Frontenac Bank, StoneCastle CD
245,000	0.500%	09/25/15	…………………………………………	245,000	246,498	0.560%	12/27/15	…………………………………………	246,498
Standard B&T Co CD					Merrick Bank, StoneCastle CD
245,000	0.450%	09/25/15	…………………………………………	245,000	246,348	0.820%	01/15/16	…………………………………………	246,348
Comenity Capital Bank CD					Northfield Bank CD
245,000	0.500%	09/29/15	…………………………………………	245,000	245,000	0.400%	01/20/16	…………………………………………	245,000
Pacific Western Bank CD					Customers Bank CD
245,000	0.550%	09/29/15	…………………………………………	245,000	245,000	0.400%	01/21/16	…………………………………………	245,000
Beal Bank USA CD					First Merit Bank CD
245,000	0.500%	09/30/15	…………………………………………	245,000	245,000	0.450%	01/22/16	…………………………………………	245,000

*	Deposit Account interest rates fluctuate as determined by individual bank
**	Fully FDIC insured through the CDARS program which places funds into certificates of deposit issued by banks in the CDARS
	network in increments of less than the standard FDIC insurance maximum
***	Fully FDIC insured programs which place funds into individual banks in increments of less than the standard FDIC insurance maximum

See accompanying notes to financial statements 4

Miles Funds, Inc.
Institutional Money Market Fund

Schedule of Portfolio Investments March 31, 2015
Schedule of Portfolio Investments March 31, 2015

				Amortized					Amortized
Par Value	Description			Cost	Par Value	Description			Cost
Certificates of Deposit (continued)					Deposit Accounts (continued)
EnerBank, StoneCastle CD					FNB Omaha ICS ***
$ 246,347	0.660%	01/22/16	…………………………………………	$ 246,347	$ 11,640,202	0.250%	…………………………………………		$ 11,640,202
Central Bank IL, StoneCastle CD					American Money Market ***
245,980	0.400%	02/05/16	…………………………………………	245,980	50,180,402	0.250%	…………………………………………		50,180,402
Freedom Financial CD						(Cost $84,384,624)			84,384,624
250,000	0.500%	02/07/16	…………………………………………	250,000
Seaside National, StoneCastle CD					Repurchase Agreements (14.15%)
246,323	0.563%	02/14/16	…………………………………………	246,323	Wells Fargo
Solera National Bank CD					$ 17,000,438	0.150%	04/01/15	…………………………………………	$ 17,000,438
245,980	0.450%	03/07/16	…………………………………………	245,980		(Cost $17,000,438)			17,000,438
TriState Capital Bank CD						(Purchased on 03/31/15; proceeds at
246,715	0.700%	03/27/16	…………………………………………	246,715		maturity $17,000,509; collateralized by a
	(Cost $18,784,060)			18,784,060		$16,556,591 U.S. Government Agency
						maturing on 2/01/45, collateral worth
*Deposit Accounts (70.22%)**						$17,340,447)
Bank of the West, Des Moines, IA
$ 245,000	0.210%	…………………………………………		$ 245,000		Total Investments (99.9991%)
Central State Bank, State Center, IA						(Cost $120,169,122) (1)			$ 120,169,122
245,000	1.000%	…………………………………………		245,000		Other Assets and Liabilities (0.0009%)			1,041
Citizens State Bank, Pocahantos, IA
245,000	0.400%	…………………………………………		245,000		Net Assets			$ 120,170,163
Community Savings Bank, Manchester, IA
245,000	0.400%	…………………………………………		245,000
Community Bank, Oelwein, IA
245,000	0.400%	…………………………………………		245,000
Fidelity Bank, Huxley, IA
245,000	0.300%	…………………………………………		245,000
First National Bank, Creston, IA
245,000	0.400%	…………………………………………		245,000
Iowa State Bank, Des Moines, IA
245,000	0.300%	…………………………………………		245,000
Nationwide Bank, Columbus, OH
245,000	0.300%	…………………………………………		245,000
First National Bank, Creston, IA
245,000	0.250%	…………………………��……………		245,000
Treynor State Bank, Treynor, IA
245,000	0.500%	…………………………………………		245,000
CS Savings, StoneCastle
4,500,000	0.250%	…………………………………………		4,500,000
Great Western Bank
4,500,000	0.300%	…………………………………………		4,500,000
TD Savings, StoneCastle
5,004,691	0.270%	…………………………………………		5,004,691
Wells Fargo Bank, StoneCastle
5,864,329	0.270%	…………………………………………		5,864,329

*	Deposit Account interest rates fluctuate as determined by individual bank
**	Fully FDIC insured through the CDARS program which places funds into certificates of deposit issued by banks in the CDARS
	network in increments of less than the standard FDIC insurance maximum
***	Fully FDIC insured programs which place funds into individual banks in increments of less than the standard FDIC insurance maximum
(1)	Also approximates cost for tax purposes

See accompanying notes to financial statements


Miles Funds, Inc.
Statement of Assets and Liabilities
March 31, 2015

			Institutional
			Money Market
			Fund

ASSETS:
Investments, at value (amortized cost):
	Unaffiliated issuers		$ 103,168,684
	Repurchase agreements		17,000,438
		Total investments	120,169,122
Interest and dividends receivable			55,856
Prepaid expenses			7,445
		Total assets	120,232,423
LIABILITIES:
Dividends payable			8,014
Accrued expenses and other payables:
	Investment advisory fees		8,630
	Administration fees		4,315
	Accrued expenses and accounts payable		41,301
		Total liabilities	62,260
		Net assets	$ 120,170,163
NET ASSETS:
Paid-in capital			$ 120,170,163
		Net assets	$ 120,170,163
Authorized shares			1,250,000,000
Capital shares outstanding			120,170,163
Net asset value--offering and redemption price per share			$ 1.00

See accompanying notes to financial statements


Miles Funds, Inc.
Statement of Operations
For the Year Ended March 31, 2015

		Institutional
		Money Market
		Fund

INVESTMENT INCOME:
Interest income		$ 270,689
Total investment income		270,689

EXPENSES:
Investment advisory fees		229,613
Administration fees		114,807
Accounting fees		34,442
Custody fees		18,264
Legal fees		4,356
Audit and tax fees		27,023
Directors' fees		13,729
Registration and filing fees		1,401
Insurance expense		9,618
Pricing service expense		4,407
Other		4,258
Total expenses		461,918
Less: Expenses voluntarily reduced/waived		(247,791)
Net expenses		214,127
Net investment income		$ 56,562


See accompanying notes to financial statements


Miles Funds, Inc.
Statements of Changes in Net Assets
March 31, 2015 and 2014
	Institutional Money Market Fund
	Year	Year
	Ended	Ended
	March 31, 2015	March 31, 2014
OPERATIONS:
Net investment income	$ 56,562	$ 8,266
Change in net assets resulting from operations	56,562	8,266

DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income:
Capital shares	(56,562)	(8,266)
Change in net assets from shareholder distributions	(56,562)	(8,266)

CAPITAL SHARE TRANSACTIONS:
Issued:
Capital shares	327,733,108	217,597,602
Reinvestments:
Capital shares	49,160	8,363
Redemptions:
Capital shares	(289,722,381)	(224,128,061)
Change in net assets from capital transactions	38,059,887	(6,522,096)
Change in net assets	38,059,887	(6,522,096)

NET ASSETS:
Beginning of period	82,110,276	88,632,372
End of period	$ 120,170,163	$ 82,110,276

SHARE TRANSACTIONS:
Issued:
Capital shares	327,733,108	217,597,602
Reinvestments:
Capital shares	49,160	8,363
Redemptions:
Capital shares	(289,722,381)	(224,128,061)
Change in shares	38,059,887	(6,522,096)

See accompanying notes to financial statements

Miles Funds, Inc.

Notes to Financial Statements

March 31, 2015

1. Organization

The Miles Funds, Inc. (the “Miles Funds”) was registered on November 16, 1994 under the Investment Company Act of 1940 (the “1940 Act”), as amended, as a diversified open-end management investment company issuing its shares in one portfolio. Miles Capital, Inc. (“Miles Capital”) is the investment adviser. The Miles Funds currently consist of the following diversified portfolio: Institutional Money Market Fund (the “Fund”).

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of the financial statements. The policies are in conformity with U.S. generally accepted accounting principles (“GAAP”). The preparation of financial statements 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 increase and decrease in net assets from operations during the period. Actual results could differ from those estimates.

Securities Valuation

In accordance with Rule 2a-7 under the 1940 Act, the Fund’s investments are valued at amortized cost, which approximates fair value, in order to maintain a constant net asset value of $1 per share. Under the amortized cost method of valuation, discount or premium is amortized on an effective yield basis to the maturity of the security.

Security Transactions and Investment Income

Security transactions are accounted for on the date the security is purchased or sold (“trade date”). Interest income is recognized on the accrual basis and includes, when applicable, the pro rata amortization of premium or accretion of discount. Dividends are recorded on the ex-dividend date. Gains or losses realized on sales of securities are determined on the identified cost basis.

Repurchase Agreements

The Fund may engage in repurchase agreements with financial institutions such as banks, brokers, or dealers that Miles Capital deems creditworthy under guidelines approved by the Fund’s Board of Directors (the “Board”), subject to the seller’s agreement to repurchase such securities at a mutually agreed-upon date and price. The seller under a repurchase agreement will be required to continually maintain the value of collateral held pursuant to the agreement at not less than the repurchase price (including accrued interest). If the seller were to default on its repurchase obligation or become insolvent, the Fund holding such obligation would suffer a loss to the extent that the proceeds from a sale of the underlying portfolio were less than the repurchase price under the agreement, or to the extent that the disposition of such securities by the Fund was delayed pending court action. The repurchase price generally equals the price paid plus interest negotiated on the basis of current short-term rates, which may be more or less than the rate on the underlying portfolio securities. Collateral for certain tri-party repurchase agreements is held at the counterparty’s custodian in a segregated account for the benefit of the Fund and the counterparty.

Securities Purchased on a When-Issued or Delayed-Delivery Basis

The Fund may purchase securities on a when-issued or delayed-delivery basis. When-issued securities are securities purchased with delivery to occur at a later date at a stated price and/or yield, thereby involving the risk that the price and/or yield obtained may be more or less than those available in the market when delivery takes place. At the time the Fund makes a commitment to purchase a security on a when-issued basis, the Fund records the transaction and reflects the value of the security in determining net asset value. A segregated account is established and the Fund maintains cash and marketable securities at least equal in value to commitments for when-issued securities.

Miles Funds, Inc.

Notes to Financial Statements (continued)

March 31, 2015

Dividends to Shareholders

Dividends from net investment income are declared daily and paid monthly.

The amount and timing of dividends from net investment income and distributions from net realized gains are determined in accordance with federal income tax regulations, which may differ from the character of distributions under GAAP. These “book/tax” differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the composition of net assets based on their federal treatment; temporary differences do not require reclassification.

Taxes

The Fund’s policy is to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute taxable income to shareholders in amounts that will avoid or minimize federal income or excise taxes of the Fund.

The Fund evaluates its tax positions taken or expected to be taken in the course of preparing the Fund’s tax return to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold would be recorded as an expense in the current year. The Fund is no longer subject to examination by tax authorities for years prior to 2011. At this time, management believes there are no uncertain tax positions which, based on their technical merit, would more-likely-than-not be sustained upon examination. Accordingly, no provision has been made for federal or state income taxes. Interest and penalties associated with any federal or state income tax obligations, if any, are recorded as interest expense.

Subsequent Events

The Fund has evaluated the effects of subsequent events that occurred subsequent to March 31, 2015 through the date the financial statements were issued. There have been no material events that would require recognition in the Fund’s financial statements or disclosure in the notes to the financial statements.

3. Related Party Transactions

Under the terms of its Investment Advisory Agreement, Miles Capital is entitled to receive fees at an annual rate of 0.20 percent of the average daily net assets of the Fund. Miles Capital voluntarily limited advisory fees for the Fund to a range from 0.00 to 0.13 percent during the year ended March 31, 2015.

The Fund has entered into a Management and Administration Agreement with Miles Capital pursuant to which the Fund pays administrative fees at an annual rate of 0.10 percent of the average daily net assets. Miles Capital voluntarily limited administrative fees for the Fund to a range from 0.02 to 0.07 percent during the year ended March 31, 2015.

Miles Capital also provides fund accounting services for the Fund pursuant to a Fund Accounting Agreement and receives a fee of 0.03 percent of the average daily net assets of the Fund for such services. Miles Capital voluntarily waived all fund accounting fees for the Fund during the year ended March 31, 2015.

Foreside Distribution Services, L.P. serves as distributor to the Fund pursuant to a Distribution Agreement. The Distributor receives no compensation under the Distribution Agreement with the Fund, but may receive compensation under a Distribution and Shareholder Service Plan (the “Plan”) adopted pursuant to Rule 12b-1 under the 1940 Act under which the Fund is authorized to pay the Distributor for payments it makes to Participating Organizations. As authorized by the Plan, the Distributor will enter into Shareholder Agreements with Participating Organizations pursuant to which the Participating Organization agrees to provide certain administrative and shareholder support

Miles Funds, Inc.

Notes to Financial Statements (continued)

March 31, 2015

services in connection with shares of a Fund purchased and held by Customers of the Participating Organization. The

Distributor will be compensated by a Fund up to the amount of any payments it makes to Participating Organizations under the Rule 12b-1 Agreement. No fees have been approved for the Fund. However, Miles Capital as adviser and administrator of the Fund may in its sole discretion make payments to the Distributor to supplement shareholder fees paid by the Fund up to the maximum fee approved by the Plan without further notice to shareholders and at no cost to the Fund.

Miles Capital also serves as the Fund's transfer agent. Miles Capital is paid a fee for transfer agency services based on the number of shareholder accounts serviced or a minimum fee amount. During the year ended March 31, 2015, Miles Capital received no transfer agent service fees.

Miles Capital reimburses the Fund for various other fees in order to maintain a targeted yield. Expenses voluntarily reduced/waived by Miles Capital for the year ended March 31, 2015 are as follows:


	Expenses Voluntarily Reduced/Waived:
	Investment advisory fees	$ 149,342
	Administration fees	64,007
	Accounting fees	34,442
	Total expenses voluntarily reduced/waived	$ 247,791

4. Federal Income Taxes


Distributable earnings for tax purposes as of March 31, 2015:

	Ordinary Income	$ 8,014
	Long-term Gains	--
		$ 8,014


Distributions for tax purposes for year ended March 31, 2015:

	Ordinary Income	$ 56,562
	Long-term Capital Gains	--
		$ 56,562

5. Fair Value Measurement

ASC 820, Fair Value Measurement and Disclosure, defines fair value, establishes a framework for measuring fair value, and requires disclosures about fair value measurements. Under ASC 820, various inputs are used in determining the value of the Fund’s investments. These inputs are summarized into three broad levels as described below:

Miles Funds, Inc.

Notes to Financial Statements (continued)

March 31, 2015

Level 1 –

quoted prices in active markets for identical securities;

Level 2 –

other significant observable inputs (including quoted prices for similar securities, interest rates, and evaluated quotations obtained from pricing services); or

Level 3 –

significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments.)

Securities in the Fund’s investments are valued at amortized cost, which approximates fair value, pursuant to Rule 2a-7 under the Investment Company Act of 1940. These approximate fair values are all considered Level 2 valuations with the exception of the demand accounts which are considered Level 1 valuations.

6. Securities Transactions

Purchases and proceeds from the maturity and sale of portfolio securities in the Institutional Money Market Fund aggregated $4,791,914,041 and $4,753,839,102, respectively, for the year ended March 31, 2015.


Miles Funds, Inc.
Financial Highlights

		Institutional Money Market Fund
		Year Ended March 31,
		2015	2014	2013	2012	2011

Net Asset Value, Beginning of Period		$ 1.000	$ 1.000	$ 1.000	$ 1.000	$ 1.000

Net Investment Income		$ 0.000	$ 0.000	$ 0.000	$ 0.001	$ 0.002

Dividends and Distributions		($0.000)	($0.000)	($0.000)	($0.001)	($0.002)

Net Asset Value, End of Period		$ 1.000	$ 1.000	$ 1.000	$ 1.000	$ 1.000





Total Return**		0.05%	0.01%	0.02%	0.05%	0.16%

Ratio of Expenses to Average
	Net Assets, After Waivers	0.19%	0.18%	0.23%	0.17%	0.19%

Ratio of Net Investment Income to
	Average Net Assets, After Waivers	0.05%	0.01%	0.02%	0.05%	0.16%

Ratio of Expenses to Average
	Net Assets, Before Waivers*	0.40%	0.42%	0.51%	0.70%	0.73%

Ratio of Net Investment Income to
	Average Net Assets, Before Waivers*	(0.17%)	(0.22%)	(0.26%)	(0.48%)	(0.37%)

Net Assets, End of Period (000 Omitted)		$ 120,170	$ 82,110	$ 88,632	$ 72,826	$ 55,797



* During the period certain fees were voluntarily reduced. If such voluntary fee reductions had not occurred, the ratios would have been as indicated.
** Total return assumes reinvestment of net investment income and is calculated based on the net asset value of the last business day.

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders

Miles Funds, Inc.:

We have audited the accompanying statement of assets and liabilities of the Institutional Money Market Fund of Miles Funds, Inc. (the Fund), including the schedule of portfolio investments, as of March 31, 2015, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the four-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. The accompanying financial highlights for the year ended March 31, 2011 were audited by other auditors whose report dated May 25, 2011, expressed an unqualified opinion on those financial highlights.

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. An audit 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 March 31, 2015, by correspondence with the custodian. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our 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 the Institutional Money Market Fund of Miles Funds, Inc. as of March 31, 2015, the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the four-year period then ended, in conformity with U.S. generally accepted accounting principles.

/s/ KPMG LLP

Des Moines, Iowa
5/20/2015

Miles Funds, Inc. (unaudited)

The following table contains basic information regarding directors and officers, respectively that oversee operations of the Miles Capital Funds complex.

Name, Contact Address and Age	Position held with Miles Funds	Term of Office and Length of Time Served	Principal Occupations During Past Five Years	Number of Portfolios Overseen by Director	Other Directorships held Outside of Miles Funds (five years)
*Independent Directors:*
Debra L. Johnson Jones 1415 28^th Street, #200 West Des Moines, IA 50266 Age 54	Director	Since 1998	CEO, Co-Founder, EnVest Partners, 2011-present President, Vodaci Technologies 2000 to 2011	1	None
Steven Zumbach 1415 28th Street, #200 West Des Moines, IA 50266 Age 65	Chair, Director	Since 1998	Attorney, Belin McCormick, P.C. 1977 to present	1	None
*Interested Director:*
David Miles 1415 28^th Street, #200 West Des Moines, IA 50266 Age 58	Director	Since March, 2010	Chair, Miles Capital 2009 to present; Miles Group 2007 to 2009	1	None
*Officers:*
Gregory Boal 1415 28^th Street, #200 West Des Moines, IA 50266 Age 56	President	Since March, 2015	CEO/CIO, Miles Capital 2010 to present; Aviva Investors North America 2003 - 2010	N/A	N/A
Amy Mitchell 1415 28th Street, #200 West Des Moines, IA 50266 Age 45	Secretary/ Treasurer	Since 1998	Secretary and Director Administration, Miles Capital 1990 to present	N/A	N/A
Gweneth Gosselink 1415 28^th Street, #200 West Des Moines, IA 50266 Age 59	Chief Compliance Officer	Since 2013	Chief Compliance Officer, Miles Capital 2013 to present Director of Compliance, Aviva Investors North America 2006 to 2013	N

The Statement of Additional Information (SAI) has additional information about the Funds’ Directors and is available without charge, upon request, by calling 1-800-343-7084.

Miles Funds, Inc.

Additional Information (unaudited)

March 31, 2015

1. About Your Fund Expenses

It is important for you to understand the impact of costs on your investment. All mutual funds have operating expenses. As a shareholder of the fund, you incur ongoing costs, including management fees, distribution and service fees, and other fund expenses. Expenses, which are deducted from a fund’s investment income, directly reduce the investment return of the fund.

A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your fund and compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period and held for the entire period from October 1, 2014 to March 31, 2015. The table illustrates your fund’s costs in two ways:

Based on actual fund return. This section helps you to estimate the actual expenses that you paid over the period. The “Ending Account Value” shown is derived from the fund’s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period.

Based on hypothetical 5 percent return. This section is intended to help you compare your fund’s costs with those of other mutual funds. It assumes that the fund had a return of 5 percent before expenses during the period shown, but that the expense ratio is unchanged. In this case, because the return used is not the fund’s actual return, the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5 percent return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Your fund does not carry a “sales load” or transaction fee. The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

You can find more information about the fund’s expenses, including annual expense ratios for the past five years, in the Financial Highlights section of this report. For additional information on operating expenses and other shareholder costs, please refer to the prospectus.


	Beginning	Ending	Expenses Paid	Annualized
	Account Value	Account Value	During Period*	Expense
	10/1/2014	3/31/2015	10/1/14-3/31/15	Ratio*
*Based on Actual Fund Return*
Institutional Money Market Fund	$1,000.00	$1,000.40	$0.94	0.19%

*Based on Hypothetical 5% Return*
Institutional Money Market Fund	$1,000.00	$1,023.99	$0.95	0.19%


*Expenses (after waivers) are equal to the fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by number of days in the most recent fiscal half-year, then divided by 365.

Miles Funds, Inc.

Additional Information (unaudited) (continued)

March 31, 2015

Proxy Voting Policies and Procedures, Proxy Voting Record, Schedule of Portfolio Holdings, and

Form N-PX

Complete schedules of portfolio holdings that are updated monthly are available on the Internet at www.IPASeducation.org. Form N-PX is a record of proxy votes by the Fund. Since the Fund only holds non-voting securities, there are no votes recorded.

Form N-PX and the Form N-Q are available:

By calling the Fund toll free at 1-800-343-7084,

At www.sec.gov, or by phone at 1-800-SEC-0330 or,

By mail at Public Reference Section, SEC, Washington, D.C. 20549 (duplicating fee required).

3. Basis for Approval of the Investment Advisory Agreement

The Board approved the continuation of the investment advisory agreement with Miles Capital at its March, 2015 meeting. The Board determined that continuing the agreement was in the best interests of the Fund and its shareholders. The decision was based on an evaluation of the investment adviser on the date of the meeting, as well as the evaluation the Board undertakes throughout the year. The Board reviewed a great deal of data, including the factors summarized below, in coming to its decision. The Board based its decision on the totality of the information reviewed and discussed, with no single factor determining its decision.

The Board reviewed the quality of the investment advice. The Board noted the stability of the management team, as well as their extensive experience. Miles Capital has been the Fund adviser since its inception.

The Board reviewed the investment performance of the Fund, comparing the performance with peer group rankings as well as benchmarks. The Board reviews the investment performance throughout the year, as well as at the meeting where it decides whether to continue the investment advisory agreement. The Board noted that throughout the year the adviser had brought to the Board its recommendations for Fund improvement, and the implementation of those recommendations resulted in better fund performance.

The Board also reviewed the advisory fees charged under the agreement, and compared the fees charged by the adviser to its other clients. The Board reviewed the fee waivers in effect throughout the past 12 months, and the fee waivers which were in effect at the date of the meeting. The Board determined that the fees charged under the advisory agreement were reasonable.

The Board also reviewed the Fund’s total expense ratio. The Board noted that money market funds are facing pressure across the board, with fee waivers and expense supplements almost universal to maintain a positive yield.

The parent company of the adviser, Miles Capital Holdings, Inc., is a privately held company. The Board noted the extensive fee waivers in effect, and the decline in revenue to the adviser, with no decline in investment personnel. The Board also noted that no soft dollars arrangements are in effect for the Fund.

The Board will consider whether to continue the advisory agreement again in one year.

Miles Funds, Inc.

Service Providers

INVESTMENT ADVISER and

ADMINISTRATOR

Miles Capital, Inc.

1415 28th Street, Suite 200

West Des Moines, Iowa 50266-1461

DISTRIBUTOR

Foreside Distribution Services, L.P.

Three Canal Plaza, Suite 100

Portland, Maine 04101

LEGAL COUNSEL

Cline, Williams, Wright, Johnson &

Oldfather, LLP

1900 U.S. Bank Building

Lincoln, Nebraska 68508

INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

KPMG LLP

2500 Ruan Center

Des Moines, Iowa 50309

ITEM 12. EXHIBITS.

(A)

A CERTIFICATION FROM THE CHIEF EXECUTIVE OFFICER AND THE CHIEF FINANCIAL OFFICER ARE ATTACHED AS EXHIBITS.

SIGNATURES

Pursuant to the requirements of the Securities 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.

MILES FUNDS, INC.

Gregory D. Boal, President

Date: July 28, 2015

Pursuant to the requirements of the Securities 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.

Signature and Title

Gregory D. Boal, President and Principal Executive

July 28, 2015

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Amy M. Mitchell, Treasurer and Principal Financial and Accounting Officer

July 28, 2015

Miles Funds N-CSR/ACertified annual shareholder report (management investment company) (amended)