February 25, 2004
EDGAR
United States Securities and
Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Form N-CSR
John Hancock Financial Trends Fund, Inc. (the "Registrant")
File Nos. 811-57347
Ladies and Gentlemen:
Enclosed herewith for filing pursuant to the Investment Company Act of 1940 and
the Securities Exchange Act of 1934 is the Registrant's Form N-CSR filing for
the period ending December 31, 2003.
If you have any questions or comments regarding this filing, please contact the
undersigned at (617) 375-1513.
Sincerely,
/s/Alfred P. Ouellette
Alfred Ouellette
Attorney and Assistant Secretary
ITEM 1. REPORT TO STOCKHOLDERS.
JOHN HANCOCK
Financial Trends
Fund, Inc.
12.31.2003
Annual Report
[A 2" x 1" John Hancock (Signature)/John Hancock Funds logo in lower,
center middle of page. A tag line below reads "JOHN HANCOCK FUNDS."]
[A photo of Franklin C. Golden, Chairman of the John Hancock Financial
Trends Fund, Inc. flush left next to first paragraph.]
WELCOME
Table of contents
Your fund at a glance
page 1
Managers' report
page 2
Fund's investments
page 6
Financial statements
page 9
Directors & officers
page 22
For your information
page 25
Dear Fellow Shareholders,
The stock market made a strong recovery in 2003, producing
double-digit returns in a broad-based rally. A rebounding economy
fueled by historically low interest rates, plus government stimulus in
the form of tax cuts and improving corporate earnings, were the fuel
for the market's reversal after three declining years. As a result,
the market, as measured by the Standard & Poor's 500 Index, returned
28.67% in 2003. Financial stocks outperformed the market's results,
and we are pleased to report that John Hancock Financial Trends Fund,
Inc. returned 30.57% for the year.
On the following pages, portfolio manager Jim Schmidt explains that
the best-performing financial stocks were those most connected to the
rebounding stock market -- such as securities brokers and asset
managers -- as well as large banks with improving credit quality. He
also discusses signs that merger activity is starting to pick up again
- -- one of the overarching trends that has made bank-stock investing
compelling since the fund began. Also take note of his comments on a
pending merger between John Hancock Financial Services, Inc., the
parent company of John Hancock Funds, and Manulife Financial
Corporation.
In other news, in the current market environment, the Fund's Board of
Directors decided to retain the Fund's net long-term capital gains in
excess of capital losses for the year, and elected to pay the federal
corporate income tax thereon. The Board made its decision based on its
belief that the Fund continues to have the ability to earn outstanding
returns on this reinvested capital. Shareholders are entitled to a tax
credit on their share of the federal income tax paid by the Fund on
this long-term gain retention and should consult their tax advisors.
We begin 2004 with the hope that the economy and the markets will
continue their upswing. In the enhanced regulatory environment, and
amid growing scrutiny of corporate governance of mutual funds, we want
to assure our shareholders that your Board of Directors has redoubled
our commitment to work diligently to do everything in our power to
protect your interests.
Sincerely,
/S/ FRANKLIN C. GOLDEN
Franklin C. Golden,
Chairman of the John Hancock Financial Trends Fund, Inc.
This commentary reflects the chairman's views as of December 31, 2003.
They are subject to change at any time.
YOUR FUND
AT A GLANCE
The Fund seeks
long-term capital
appreciation with
current income as
a secondary objec-
tive by investing
at least 80% of its
assets in stocks
of U.S. and foreign
financial services
companies of
any size.
Over the last twelve months
* The stock market staged a strong rebound as hopes for economic recovery grew.
* Financial stocks fared better than the overall market.
* The Fund's best performers were the higher-risk financial stocks
with ties to the market.
[Bar chart with heading "John Hancock Financial Trends Fund, Inc.." Under
the heading is a note that reads "Fund performance for the year ended
December 31, 2003." The chart is scaled in increments of 10% with 0% at the
bottom and 40% at the top. The first bar represents the 30.57% total return
for the Fund. A note below the chart reads "The total return for the Fund
is at net asset value with all distributions reinvested."]
Top 10 holdings
3.1% Wells Fargo & Co.
3.0% Citigroup, Inc.
2.8% SouthTrust Corp.
2.6% U.S. Bancorp
2.6% Bank of America Corp.
2.6% Compass Bancshares, Inc.
2.6% Wachovia Corp.
2.5% Merrill Lynch & Co., Inc.
2.4% State Street Corp.
2.3% MBNA Corp.
As a percentage of net assets on December 31, 2003.
1
BY JAMES K. SCHMIDT, CFA, LISA A. WELCH AND JAMES J. MCKELVEY,
PORTFOLIO MANAGERS
MANAGERS'
REPORT
JOHN HANCOCK
Financial Trends Fund, Inc.
Recently, Jay McKelvey, a member of the Fund's management team since
1998, assumed portfolio management responsibilities, replacing Thomas
Goggins.
The stock market staged a remarkable recovery in 2003. A variety of
factors contributed to the market's reversal from three years of
negative results. They included increasing signs of a rebounding
economy, bolstered by historically low interest rates, a significant
tax cut, a quick end to the major military phase of war in Iraq and
improved corporate earnings. As a result, the broad market, as
measured by the Standard & Poor's 500 Index, returned 28.67% for the
year ending December 31, 2003.
Financial stocks as a group slightly outperformed the S&P 500,
returning 31.03%, as measured by the Standard & Poor's 500 Financial
Index. The best results came from market-sensitive companies, such as
asset managers and securities brokers, who benefited from the
rebounding market, and specialty finance companies. Among banks, the
best performers were a few of the largest names that have experienced
credit quality improvements and enjoyed a dramatic rebound after being
beaten down in the market's long slide. Small banks also did well, as
they continued to benefit from strong deposit growth, a healthy
mortgage climate and growing speculation about takeover possibilities.
Mid-size regional banks turned in good, but more modest, results.
"The stock market
staged a remarkable
FUND PERFORMANCE
For the year ended December 31, 2003, John Hancock Financial Trends
Fund, Inc. posted a total return of 30.57% at net asset value,
compared with the 33.10% return of the average open-end financial
services fund, according to Lipper, Inc. Keep in mind
2
that your net asset value return will be different from the Fund's
performance if you were not invested in the Fund for the entire period and
did not reinvest all distributions.
[Photos of Jim Schmidt, Lisa Welch and Jay McKelvey.]
BANKS
About 65% of the Fund was invested in bank stocks, which as a group
did well, but underperformed more market-sensitive financial stocks.
However, we were well served by our stake in a select group of large
banks that had gotten beaten down during the market's long decline and
then began to benefit from a recovery in credit quality and market
activity. These included Citigroup, Wachovia, U.S. Bancorp and PNC
Financial.
In addition, some of our small-cap banks performed well as the
interest-rate, lending and merger environments remained favorable.
Pinnacle Financial saw its stock rise almost 100% for the year, while
the stock of another long-term holding, Colonial BancGroup, rose by
more than 50%. Southern Financial increased more than 80%, having a
good run even before its announced takeover by Provident Bancshares
near the end of the period.
"...some of our small-cap
banks performed well..."
MERGERS AHEAD
The Southern Financial merger was one of three that occurred in the
Fund in 2003. The others were BB&T's purchase of First Virginia, and
privately held Arvest's acquisition of Arkansas-based Superior
Financial. In addition, bank merger activity for the year was
highlighted by Bank of America's announced acquisition of FleetBoston.
We believe this transaction will place more attention on mergers and
perhaps prompt additional activity. In our view, the climate is ripe
for more, since revenue growth is becoming harder to come by and the
market's uptick has made the stock of acquiring banks more valuable.
However, we continue to believe the bulk of the mergers going forward
will be between large banks buying smaller ones for specific tactical
reasons, such as increasing market share or the number of bank
branches in areas where they are weak.
3
BROKERS, ASSET MANAGERS RULE
Investment brokers and asset managers were the beneficiaries of the
market's strong rebound, as trading activity, equity issuance and
other capital markets activities, such as mergers and acquisitions,
picked up. As a result, companies such as Lehman Brothers, Legg Mason
and Merrill Lynch were some of our top contributors to performance.
Brokerage firms also benefited from the dismissal of several lawsuits
related to equity research.
[Table at top left-hand side of page entitled "Top Five industry groups."
The first listing is Banks -- Regional 41%, the second is Banks --
Superregional 17%, the third Broker services 8%, the fourth Insurance --
Life 5% and the fifth Mortgage & RE services 5%.]
COMPANY-SPECIFIC DETRACTORS
On the downside, our biggest detractors struggled with company
specific issues. Fifth Third Bancorp, long-time Fund stalwart, entered
into an agreement with regulators to improve its operational
infrastructure following the disclosure of a material bookkeeping
error in its Treasury department. We are keeping our stake because we
continue to believe in the bank's strong balance sheet and in its
ability to produce double-digit growth. Marsh McLennan struggled with
poor performance from its Putnam mutual fund subsidiary, further
exacerbated by regulatory scrutiny surrounding trading of fund shares.
BB&T's stock tumbled after it announced its intent to buy First
Virginia in a deal the market considered too rich. And Bermuda-based
XL Capital's stock was hurt by news that the company was taking a
charge to shore up reserves and begin a review for more potential
shortfalls. The company also guided earnings estimates lower for 2004.
INSURANCE MIXED
Our stake in insurance companies produced mixed results. Life
insurance companies rebounded with the stock market, boosting the
shares of Fund holding Prudential. Property and casualty firms
continue to benefit from good growth in pricing and solid margins. But
fears of tort reform surrounding asbestos litigation crimped returns.
JOHN HANCOCK NEWS
In other news, on September 28, 2003, the Boards of Directors of
Canada-based Manulife Financial Corporation and Boston-based John
Hancock Financial Services, Inc., the parent
4
company of John Hancock Funds, unanimously voted to merge the two companies.
[Table at top of page entitled "SCORECARD." The header for the left column
is "INVESTMENT" and the header for the right column is "PERIOD'S
PERFORMANCE AND WHAT'S BEHIND THE NUMBERS." The first listing is Legg Mason
followed by an up arrow with the phrase "Benefited from market rebound."
The second listing is U.S. Bancorp followed by an up arrow with the phrase
"Leveraged to improving economy." The third listing is XL Capital followed
by a down arrow with the phrase "Needed to shore up reserves."]
Please be assured that the completion of the merger -- anticipated to
occur in the first half of 2004 -- will have no effect on your
investment in John Hancock mutual funds. Your fund's adviser and board
of directors will remain the same, as will your relationship with your
financial adviser.
The merger is subject to customary closing conditions, including
receipt of required regulatory approvals and approval by John Hancock
stockholders. If you only own shares in a John Hancock mutual fund you
are not affected and will not receive a proxy.
GOING FORWARD
We continue to have a positive outlook for the financial sector, based
on our belief that the economy has turned the corner and will continue
to improve. That stands to benefit especially those financial
companies that are the most market-sensitive, such as securities
brokers, life insurers, commercial banks with capital markets
activities and asset managers. We will keep our bias toward those
financial companies leveraged to an economic upturn. We will also
maintain a large weighting in banks, as consolidation activity could
pick up.
"We will keep our bias
toward those financial
companies leveraged to
an economic upturn."
This commentary reflects the views of the portfolio managers through
the end of the Fund's period discussed in this report. The managers'
statements reflect their own opinions. As such, they are in no way
guarantees of future events, and are not intended to be used as
investment advice or a recommendation regarding any specific security.
They are also subject to change at any time as market and other
conditions warrant.
Sector investing is subject to greater risks than the market as a whole.
5
FINANCIAL STATEMENTS
Securities owned
by the Fund on
December 31, 2003
This schedule is divided into two main categories: common stocks and
short-term investments. Common stocks are further broken down by
industry group. Short-term investments, which represent the Fund's
cash position, are listed last.
ISSUER SHARES VALUE
COMMON STOCKS 100.96% $71,083,078
(Cost $41,274,165)
Banks -- Regional 41.23% 29,027,725
ABC Bancorp. 17,900 285,863
Alabama National Bancorp. 9,000 472,950
BancorpSouth, Inc. 38,167 905,321
BB&T Corp. 38,382 1,483,080
BOK Financial Corp.* 25,997 1,006,604
Capital City Bank Group, Inc. 21,062 968,641
City National Corp. 18,000 1,118,160
Colonial BancGroup, Inc. 43,112 746,700
Commerce Bancshares, Inc. 28,940 1,418,639
Commercial Bankshares, Inc. 28,441 954,480
Compass Bancshares, Inc. 46,525 1,828,898
First Bancorp. of North Carolina 12,355 388,071
First Charter Corp. 28,500 557,175
First Tennessee National Corp. 22,580 995,778
Hancock Holding Co. 10,500 572,985
LSB Bancshares, Inc. 56,512 983,309
M&T Bank Corp. 13,500 1,327,050
National Commerce Financial Corp. 53,028 1,446,604
Peoples Banctrust, Co., Inc. 52,800 844,800
Pinnacle Financial Partners, Inc.* 40,000 940,000
Seacoast Banking Corp. of Florida 69,520 1,206,867
Southern Financial Bancorp., Inc. 18,535 798,302
SouthTrust Corp. 59,790 1,956,927
Southwest Bancorp. of Texas, Inc.* 10,000 388,500
State Street Corp. 32,000 1,666,560
Summit Bancshares, Inc. 9,300 259,098
TCF Financial Corp. 21,000 1,078,350
Trustmark Corp. 32,000 936,640
Whitney Holding Corp. 10,200 418,098
Zions Bancorp. 17,500 1,073,275
See notes to
financial statements.
6
FINANCIAL STATEMENTS
ISSUER SHARES VALUE
Banks -- Money Center 3.82% $2,691,564
Citigroup, Inc. 44,100 2,140,614
J.P. Morgan Chase & Co. 15,000 550,950
Banks -- Superregional 17.21% 12,120,165
Bank of America Corp. 22,924 1,843,777
Bank One Corp. 28,000 1,276,520
Fifth Third Bancorp. 22,000 1,300,200
PNC Financial Services Group 22,000 1,204,060
SunTrust Banks, Inc. 9,292 664,378
U.S. Bancorp. 62,500 1,861,250
Wachovia Corp. 38,822 1,808,717
Wells Fargo & Co. 36,700 2,161,263
Broker Services 7.65% 5,382,736
Ameritrade Holding Corp.* 16,500 232,155
Goldman Sachs Group, Inc. (The) 10,700 1,056,411
Lehman Brothers Holdings, Inc. 13,000 1,003,860
Merrill Lynch & Co., Inc. 30,000 1,759,500
Raymond James Financial, Inc. 35,300 1,330,810
Finance 3.41% 2,400,376
CapitalSource, Inc.* 6,380 138,318
CIT Group, Inc. 17,180 617,621
MBNA Corp. 65,000 1,615,250
Nelnet, Inc.* 1,303 29,187
Insurance -- Brokers 1.43% 1,005,690
Marsh & McLennan Cos., Inc. 21,000 1,005,690
Insurance -- Life 5.29% 3,725,700
AFLAC, Inc. 35,000 1,266,300
China Life Insurance Co. American Depositary Receipts (China)* 686 22,617
Prudential Financial, Inc. 36,510 1,525,023
StanCorp Financial Group, Inc. 14,500 911,760
Insurance -- Multi Line 3.91% 2,756,820
American International Group, Inc. 22,000 1,458,160
Hartford Financial Services Group, Inc. (The) 22,000 1,298,660
Insurance -- Property & Casualty 2.31% 1,627,022
ProAssurance Corp. 17,615 566,322
Radian Group, Inc. 20,000 975,000
United National Group, Ltd.* 4,850 85,700
Insurance -- Reinsurance 2.78% 1,955,915
Aspen Insurance Holdings Ltd. (Bermuda)* 450 11,165
RenaissanceRe Holdings Ltd. (Bermuda) 27,000 1,324,350
XL Capital Ltd. (Class A) (Bermuda) 8,000 620,400
See notes to
financial statements.
7
FINANCIAL STATEMENTS
ISSUER SHARES VALUE
Investment Management 3.15% $2,217,605
Affiliated Managers Group, Inc.* 13,500 939,465
Eaton Vance Corp. 7,500 274,800
Legg Mason, Inc. 13,000 1,003,340
Mortgage & RE Services 4.58% 3,224,180
Countrywide Financial Corp. 8,000 606,800
Fannie Mae 17,000 1,276,020
Freddie Mac 23,000 1,341,360
Thrifts 4.19% 2,947,580
First Financial Holdings, Inc. 40,500 1,266,030
South Street Financial Corp. 95,000 979,450
Washington Mutual, Inc. 17,500 702,100
INTEREST PAR VALUE
ISSUER, DESCRIPTION, MATURITY DATE RATE (000s OMITTED) VALUE
SHORT-TERM INVESTMENTS 0.99% $694,894
(Cost $694,894)
Cash Equivalents 0.04%
Certificates of Deposit in mutual banks $28 27,894
Joint Repurchase Agreement 0.95%
Investment in a joint repurchase agreement transaction
with UBS Warburg, Inc. -- Dated 12-31-03, due
01-02-04 (Secured by U.S. Treasury Inflation Indexed
Bond, 3.875%, due 04-15-29, and U.S. Treasury
Inflation Indexed Notes, 3.625% through 4.250%,
due 01-15-08 through 01-15-10) 0.850% 667 667,000
TOTAL INVESTMENTS 101.95% $71,777,972
OTHER ASSETS AND LIABILITIES, NET (1.95%) ($1,371,127)
TOTAL NET ASSETS 100.00% $70,406,845
* Non-income-producing security.
Parenthetical disclosure of a foreign country in the security
description represents country of a foreign issuer.
The percentage shown for each investment category is the total value
of that category as a percentage of the net assets of the Fund.
See notes to
financial statements.
8
FINANCIAL STATEMENTS
ASSETS AND
LIABILITIES
December 31, 2003
This Statement
of Assets and
Liabilities is the
Fund's balance
sheet. It shows
the value of
what the Fund
owns, is due
and owes.
You'll also find
the net asset
value for each
common share.
ASSETS
Investments at value (cost $41,969,059) $71,777,972
Dividends and interest receivable 161,826
Receivable for shares issued 116,711
Total assets 72,056,509
LIABILITIES
Federal income tax payable 1,552,304
Payable to affiliates
Management fee 34,285
Other 8,955
Other payables and accrued expenses 54,120
Total liabilities 1,649,664
NET ASSETS
Capital paid-in 40,212,716
Accumulated net realized gain on investments 312,248
Net unrealized appreciation of investments 29,808,913
Accumulated net investment income 72,968
Net assets $70,406,845
NET ASSET VALUE PER SHARE
Based on 3,993,124 shares outstanding $17.63
See notes to
financial statements.
9
FINANCIAL STATEMENTS
OPERATIONS
For the year ended
December 31, 2003
This Statement
of Operations
summarizes the
Fund's investment
income earned
and expenses
incurred in operat-
ing the Fund.
It also shows net
gains (losses) for
the period stated.
INVESTMENT INCOME
Dividends $1,432,156
Interest (including securities lending income of $395) 10,382
Total investment income 1,442,538
EXPENSES
Investment management fee 418,859
Trustees' fee 112,124
Administration fee 96,670
Auditing fee 38,000
Legal fee 32,404
Miscellaneous 25,842
Custodian fee 17,841
Transfer agent fee 16,433
Printing 16,315
Interest 795
Total expenses 775,283
Net investment income 667,255
REALIZED AND UNREALIZED GAIN
Net realized gain on investments (net of federal
income taxes of $1,552,304 on long-term gains retained) 3,527,668
Change in net unrealized appreciation
(depreciation) of investments 11,661,603
Net realized and unrealized gain 15,189,271
Increase in net assets from operations $15,856,526
See notes to
financial statements.
10
FINANCIAL STATEMENTS
CHANGES IN
NET ASSETS
These Statements
of Changes in Net
Assets show how
the value of the
Fund's net assets
has changed
since the end of
the previous
period. The dif-
ference reflects
earnings less
expenses, any
investment
gains and losses
and distribu-
tions, if any, paid
to shareholders.
YEAR YEAR
ENDED ENDED
12-31-02 12-31-03
INCREASE (DECREASE) IN NET ASSETS
From operations
Net investment income $652,982 $667,255
Net realized gain 2,752,310 3,527,668
Change in net unrealized
appreciation (depreciation) (5,402,091) 11,661,603
Increase (decrease) in net assets
resulting from operations (1,996,799) 15,856,526
Distributions to shareholders
From net investment income (637,840) (637,841)
From net realized gain (2,476,098) (2,293,516)
(3,113,938) (2,931,357)
From Fund share transactions -- 116,711
NET ASSETS
Beginning of period 62,475,702 57,364,965
End of period 1 $57,364,965 $70,406,845
1 Includes accumulated net investment income of $43,543 and $72,968
See notes to
financial statements.
11
FINANCIAL HIGHLIGHTS
FINANCIAL
HIGHLIGHTS
COMMON SHARES
The Financial Highlights show how the Fund's net asset value for a
share has changed since the end of the previous period.
PERIOD ENDED 12-31-99 12-31-00 12-31-01 12-31-02 12-31-03
PER SHARE OPERATING PERFORMANCE
Net asset value,
beginning of period $23.97 $18.16 $16.58 $15.67 $14.39
Net investment income 1 0.35 0.39 0.22 0.16 0.17
Net realized and unrealized
gain (loss) on investments (3.49) 0.72 1.49 (0.66) 3.81 2
Total from
investment operations (3.14) 1.11 1.71 (0.50) 3.98
Less distributions
From net investment income (0.35) (0.38) (0.24) (0.16) (0.16)
From net realized gains (2.32) (2.31) (2.38) (0.62) (0.58)
(2.67) (2.69) (2.62) (0.78) (0.74)
Net asset value,
end of period $18.16 $16.58 $15.67 $14.39 $17.63
Per share market value,
end of period $15.50 $13.69 $13.17 $12.36 $18.40
Total return
at market value (%) (18.94) 5.02 14.41 (0.25) 58.66
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period
(in millions) $72 $66 $62 $57 $70
Ratio of expenses
to average net assets (%) 1.05 1.12 1.23 1.16 1.20
Ratio of net investment income
to average net assets (%) 1.52 2.35 1.23 1.04 1.04
Portfolio turnover (%) 14 23 53 42 26
1 Based on the average of the shares outstanding.
2 Net of federal income taxes of $0.39 per share for the year ended
December 31, 2003, on net long-term capital gains retained by the
Fund.
See notes to
financial statements.
12
NOTES TO
STATEMENTS
NOTE A
Accounting policies
John Hancock Financial Trends Fund, Inc. (the "Fund") is a diversified
closed-end management investment company registered under the Investment
Company Act of 1940. The Fund's primary investment objective is long-term
capital appreciation. It's secondary investment objective is current
income. The Fund will seek to achieve its primary investment objective of
long-term capital appreciation by investing at least 80% (65% prior to
January 25, 2002) of its assets in stocks of U.S. and foreign financial
services companies of any size. These companies include banks, thrifts,
finance companies, brokerage and advisory firms, real estate-related firms,
insurance companies and financial holding companies. These companies are
usually regulated by governmental or quasi-governmental entities and, as a
result, are subject to the risk that regulatory developments will adversely
affect them. With respect to the Fund's investment policy of investing at
least 80% of "assets" in equity securities, "assets" is defined as net
assets plus the amount of any borrowings for investment purposes. In
addition, the Fund will notify shareholders at least 60 days prior to any
change in this policy. In abnormal market conditions, the Fund may take
temporary defensive positions. As such, the Fund may temporarily invest all
of its assets in investment-grade, short-term securities. In such
circumstances, the Fund may not achieve its objective. The Fund's current
investment restriction, relating to industry concentration, has been
modified to remove the reference to the banking and savings industry so
that it reads as follows: "Except for temporary defensive purposes, the
Fund may not invest more than 25% of its total assets in any one industry
or group of related industries except that the Fund will invest more than
25% of its assets in the financial services sector."
Significant accounting policies of the Fund are as follows:
Valuation of investments
Securities in the Fund's portfolio are valued on the basis of market
quotations, valuations provided by independent pricing services or at fair
value as determined in good faith in accordance with procedures approved by
the Trustees. Short-term debt investments maturing within 60 days are
valued at amortized cost, which approximates market value.
Joint repurchase agreement
Pursuant to an exemptive order issued by the Securities and Exchange
Commission, the Fund, along with other registered investment companies
having a management contract with John Hancock Advisers, LLC (the
"Adviser"), a wholly owned subsidiary of The Berkeley Financial Group, LLC,
13
may participate in a joint repurchase agreement transaction. Aggregate cash
balances are invested in one or more large repurchase agreements, whose
underlying securities are obliga tions of the U.S. government and/or its
agencies. The Fund's custodian bank receives delivery of the underlying
securities for the joint account on the Fund's behalf. The Adviser is
responsible for ensuring that the agreement is fully collateralized at all
times.
Investment transactions
Investment transactions are recorded as of the date of purchase, sale or
maturity. Net realized gains and losses on sales of investments are
determined on the identified cost basis.
Securities lending
The Fund may lend securities to certain qualified brokers who pay the
Fund negotiated lender fees. These fees are included in interest
income. The loans are collateralized at all times with cash or
securities with a market value at least equal to the market value of
the securities on loan. As with other extensions of credit, the Fund
may bear the risk of delay of the loaned securities in recovery or
even loss of rights in the collateral, should the borrower of the
securities fail financially. There were no securities loaned on
December 31, 2003. Securities lending expenses are paid by the Fund to
the Adviser.
Federal income taxes
The Fund qualifies as a "regulated investment company" by complying
with the applicable provisions of the Internal Revenue Code and will
not be subject to federal income tax on taxable income that is
distributed to shareholders. Therefore, no federal income tax
provision is required.
Dividends, interest and distributions
Dividend income on investment securities is recorded on the ex-dividend
date or, in the case of some foreign securities, on the date thereafter
when the Fund identifies the dividend. Interest income on investment
securities is recorded on the accrual basis. Foreign income may be subject
to foreign withholding taxes, which are accrued as applicable.
The Fund records distributions to shareholders from net investment
income and net realized gains on the ex-dividend date. During the year
ended December 31, 2003, the tax character of distributions paid was
as follows: ordinary income $965,213 and long-term capital gains
$6,401,298; of this amount 4,435,154 is deemed distributions. The Fund
has the option and has chosen to retain and pay the applicable federal
income tax of $1,552,304 on its net long-term capital gains incurred
during the year ended December 31, 2003. The long-term gain net of
federal income tax amounting to $2,882,850 has been reclassified to
capital paid-in.
As of December 31, 2003, the components of distributable earnings on a
tax basis included $390,404 of undistributed ordinary income.
Such distributions and distributable earnings, on a tax basis, are
determined in conformity with income tax regulations, which may differ
from accounting principles generally accepted in the United States of
America. Distributions in excess of tax basis earnings and profits, if
any, are reported in the Fund's financial statements as a return of
capital.
Use of estimates
The preparation of these financial statements, in accordance with
accounting principles generally accep ted in the United States of
America, incorporates estimates made by management in determining the
reported amount of assets, liabilities, revenues and expenses of the
Fund. Actual results could differ from these estimates.
See notes to
financial statements.
14
NOTE B
Investment advisory and administration fees and transactions with affiliates
The Fund has an investment management contract with the Adviser, under
which the Adviser furnishes office space, furnishings and equipment
and provides the services of persons to manage the investment of the
Fund's assets and to continually review, supervise and administer the
Fund's investment program. Under the investment management agreement
the Fund pays a monthly management fee to the Adviser at an annual
rate of 0.65% of the Fund's average weekly net asset value, or a flat
annual fee of $50,000, whichever is higher. If total Fund expenses
exceed 2% of the Fund's average weekly net asset value in any one
year, the Fund may require the Adviser to reimburse the Fund for such
excess, subject to a minimum fee of $50,000.
The Fund has an administration agreement with the Adviser under which
the Adviser provides certain administrative services required by the
Fund. The Fund pays a monthly administration fee to the Adviser at an
annual rate of 0.15% of the Fund's average weekly net asset value, or
a flat annual fee of $22,000, whichever is higher. The Fund also paid
the Adviser the amount of $839 for certain publishing services,
included in the printing fees.
The Fund does not pay remuneration to its Officers nor to any Director
who may be employed by an affiliate of the Fund. Certain Officers or
Directors of the Fund are Officers of the Adviser.
NOTE C
Fund common share transactions
This listing illustrates the distributions reinvested,
reclassifications of capital accounts and the number of Fund common
shares outstanding at the beginning and end of the last two periods,
along with the corresponding dollar value.
YEAR ENDED 12-31-02 YEAR ENDED 12-31-03
SHARES AMOUNTS SHARES AMOUNTS
Beginning of period 3,986,504 $37,213,160 3,986,504 $37,213,160
Distributions reinvested -- -- 6,620 116,711
Reclassification of net
long-term capital gains
(net of federal income
tax of none & $1,552,304) -- -- -- 2,882,850
Reclassification of
capital accounts -- -- -- (5)
End of period 3,986,504 $37,213,160 3,993,124 $40,212,716
The Fund from time to time may, but is not required to, make open
market repurchases of its shares in order to attempt to reduce or
eliminate the amount of any market value discount or to increase the
net asset value of its shares, or both. In addition, the Board
currently intends each quarter during periods when the Fund's shares
are trading at a discount from the net asset value to consider the
making of tender offers. The Board may at any time, however, decide
that the Fund should not make share repurchases or tender offers.
NOTE D
Investment transactions
Purchases and proceeds from sales of securities, other than short-term
securities and obligations of the U.S. government, during the year
ended
15
December 31, 2003, aggregated $16,206,460 and $16,381,447,
respectively.
The cost of investments owned on December 31, 2003, including
short-term investments, for federal income tax purposes was
$41,974,247. Gross unrealized appreciation and depreciation of
investments aggregated $29,803,725 and none, respectively, resulting
in net unrealized appreciation of $29,803,725. The difference between
book basis and tax basis net unrealized appreciation of investments is
attributable primarily to the tax deferral of losses on certain sales
of securities.
NOTE E
Reclassification of accounts
During the year ended December 31, 2003, the Fund reclassified amounts to
reflect a decrease in accumulated net realized gain on investments of $6, an
increase in accumu-lated net investment income of $11 and a decrease in
capital paid-in of $5. This represents the amount necessary to report these
balances on a tax basis, excluding certain temporary differences, as of
December 31, 2003. Additional adjustments may be needed in subsequent
reporting periods. These reclassifications, which have no impact on the net
asset value of the Fund, are primarily attributable to certain differences
in the computation of distributable income and capital gains under federal
tax rules versus accounting principles generally accepted in the United
States of America, and book and tax differences in accounting for deferred
compen sation. The calculation of net in-vestment income per share in the
Fund's Financial Highlights excludes these adjustments.
16
AUDITORS'
REPORT
Report of
Deloitte & Touche
LLP, Independent
Auditors
To The Board of Directors and Shareholders of
John Hancock Financial Trends Fund, Inc.,
We have audited the accompanying statement of assets and liabilities,
including the schedule of investments, of John Hancock Financial
Trends Fund (the "Fund") as of December 31, 2003, the related
statement of operations for the year then ended, the statement of
changes in net assets for the years ended December 31, 2002 and 2003
and the financial highlights for each of the years in the five-year
period ended December 31, 2003. 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.
We conducted our audits in accordance with auditing standards
generally accepted in the United States of America. 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 at December 31, 2003 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, such financial statements and financial highlights
present fairly, in all material respects, the financial position of
the Fund as of December 31, 2003, the results of its operations, the
changes in its net assets and its financial highlights for the
respective stated periods in conformity with accounting principles
generally accepted in the United States of America.
DELOITTE & TOUCHE LLP
Boston, Massachusetts
February 11, 2004
17
TAX
INFORMATION
Unaudited
For federal income tax purposes, the following information is
furnished with respect to the distributions of the Fund, if any, paid
during its taxable year ended December 31, 2003.
This Fund has designated distributions to shareholders of $6,401,298
as a long-term capital gain dividend; of this amount $4,435,154 is
deemed distributions.
With respect to the ordinary dividends paid by the Fund for the fiscal
year ended December 31, 2003, 100% of the dividends qualifies for the
corporate dividends-received deduction.
The Fund hereby designates the maximum amount allowable of its net
taxable income as qualified dividend income as provided in the Jobs
and Growth Tax Relief Reconciliation Act of 2003. This amount will be
reflected on Form 1099-DIV for the calendar year 2003.
Shareholders will be mailed a 2003 U.S. Treasury Department Form
1099-DIV in January 2004. This will reflect the total of all
distributions that are taxable for the calendar year 2003.
The Fund has chosen to retain (and pay federal cor porate income tax
on) a portion of net long-term capital gains for its fiscal year ended
December 31, 2003.
Within 60 days of the Fund's fiscal year end, the Fund will mail to
its shareholders of record on December 31, 2003, a designation, on
Internal Revenue Service (IRS) Form 2439, of that portion of the
undistributed capital gains for the year to be included in a
shareholder's 2003 taxable income as long-term capital gains ($1.11254
per share, of which $0.80292 per share is a 20% gain, which includes
$0.429161 per share of qualified 5-year gain, and $0.30962 per share
is a 15% gain) and will show their portion of the tax paid by the Fund
on these gains ($0.38939 per share), which may be credited against any
federal income tax due. These gains will not be reported on Form
1099-DIV, the form on which the Fund would ordinarily report income
taxable to a shareholder.
To reflect the Fund's retention of capital gains and payment of the
related tax and their pass through to shareholders as described above,
shareholders are entitled to increase the adjusted tax basis of their
shares ($0.72315 per share) in the Fund as provided in Internal
Revenue Code (IRC) section 852 (b)(3).
18
TAX
INFORMATION
Unaudited
Trustees for Individual Retirement Accounts (IRAs) and organizations
that are exempt from federal income tax under IRC Section 501(a) (and
to which IRC Section 511 does not apply) should claim a refund by
filing Form 990-T with the IRS. Record owners who are not the actual
owners (nominees) will also be required to report the amounts shown on
Form 2439 to the actual owners within 90 days of the Fund's fiscal
year (on or before March 31, 2004) and the IRS in the manner required
by the instructions of Form 2439. A trustee or custodian of an IRA
should not send a copy of Form 2439 to the owner of the IRA.
State tax consequences may differ from those described above and may
vary from state to state. Therefore, shareholders should consult their
state tax advisers for specific information regarding their particular
situations. Non-resident aliens may also have different tax
consequences and should consult their tax advisers.
19
REPURCHASE AGREEMENTS
A repurchase agreement is a contract under which the Fund would
acquire a security for a relatively short period (usually not more
than seven days) subject to the obligation of the seller to repurchase
and the Fund to resell such security at a fixed time and price
(representing the Fund's cost plus interest). The Fund will enter into
repurchase agreements only with member banks of the Federal Reserve
System and with "primary dealers" in U.S. government securities. The
Adviser will continuously monitor the creditworthiness of the parties
with whom the Fund enters into repurchase agreements.
Repurchase transactions must be fully collateralized at all times, but
they involve some credit risk to the Fund if the other party defaults
on its obligations and the Fund is delayed or prevented from
liquidating the collateral. The Fund has established a procedure
providing that the securities serving as collateral for each
repurchase agreement must be delivered to the Fund's custodian either
physically or in book-entry form and that the collateral must be
marked to market daily to ensure that each repurchase agreement is
fully collateralized at all times. In the event of bankruptcy or other
default by a seller on a repurchase agreement, the Fund could
experience delays in liquidating the underlying securities and could
experience losses, including the possible decline in the value of the
underlying securities during the period while the Fund seeks to
enforce its rights thereto, possible subnormal levels of income and
lack of access to income during this period, and the expense of
enforcing its rights.
DIVIDEND
REINVESTMENT PLAN
The Fund offers its registered shareholders an automatic Dividend
Reinvestment Plan (the "Plan") which enables each participating
shareholder to have all dividends (including income dividends and/or
capital gains distributions) payable in cash reinvested by Mellon
Investor Services (the "Plan Agent") in shares of the Fund's common
stock. However, shareholders may elect not to enter into, or may
terminate at any time without penalty, their participation in the Plan
by notifying the Plan Agent in writing. Shareholders who do not
participate in the Plan will receive all dividends in cash.
In the case of shareholders such as banks, brokers or nominees who
hold shares for others who are the beneficial owners, the Plan Agent
will administer the Plan on the basis of record ownership of shares.
These record shareholders will receive dividends under the Plan on
behalf of participating beneficial owners and cash on behalf of
non-participating beneficial owners. These recordholders will then
credit the beneficial owners' accounts with the appropriate stock or
cash distribution.
Whenever the market price of the Fund's stock equals or exceeds net
asset value per share, participating shareholders will be issued stock
valued at the greater of (i) net asset value per share or (ii) 95% of
the market price. If the net asset value per share of the Fund's stock
exceeds the market price per share on the record date, the Plan Agent
shall make open market purchases of the Fund's stock for each
participating shareholder's account. These purchases may begin no
sooner than five business days prior to the payment date for the
dividend and will end up to thirty days after the payment date. If
shares cannot be purchased within thirty days after the payment date,
the balance of shares will be purchased from the Fund at the average
price of shares purchased on the open market. Each participating
shareholder will be charged a pro rata share of brokerage commissions
on all open market purchases.
20
The shares issued to participating shareholders, including fractional
shares, will be held by the Plan Agent in the name of the shareholder.
The Plan Agent will confirm each acquisition made for the account of
the participating shareholders as soon as practicable after the
payment date of the distribution.
The reinvestment of dividends does not relieve participating
shareholders of any federal, state or local income tax which may be
due with respect to each dividend. Dividends reinvested in shares will
be treated on your federal income tax return as though you had
received a dividend in cash in an amount equal to the fair market
value of the shares received, as determined by the prices for shares
of the Fund on the Nasdaq National Market System as of the dividend
payment date. Distributions from the Fund's long-term capital gains
will be taxable to you as long-term capital gains. The confirmation
referred to above will contain all the information you will require
for determining the cost basis of shares acquired and should be
retained for that purpose. At year end, each account will be supplied
with detailed information necessary to determine total tax liability
for the calendar year.
All correspondence or additional information concerning the Plan
should be directed to the Plan Agent, Mellon Bank, N.A., c/o Mellon
Investor Services at P.O. Box 3338, South Hackensack, New Jersey
07606-1938 (telephone 1-800-852-0218).
SHAREHOLDER
MEETINGS
In January, 2003, the Board of Directors adopted several amendments to
the Fund's by-laws, including provisions relating to the calling of a
special meeting and requiring advance notice of shareholder proposals
or nominees for Director. The advance notice provisions in the by-laws
require shareholders to notify the Fund in writing of any proposal
which they intend to present at an annual meeting of shareholders,
including any nominations for Director, between 90 and 120 days prior
to the first anniversary of the mailing date of the notice from the
prior year's annual meeting of shareholders. The notification must be
in the form prescribed by the by-laws. The advance notice provisions
provide the Fund and its Directors with the opportunity to
thoughtfully consider and address the matters proposed before the Fund
prepares and mails its proxy statement to shareholders. Other
amendments set forth the procedures, which must be followed in order
for a shareholder to call a special meeting of shareholders. Please
contact the Secretary of the Fund for additional information about the
advance notice requirements or the other amendments to the by-laws.
SHAREHOLDER
COMMUNICATION
AND ASSISTANCE
If you have any questions concerning the Fund, we will be pleased to
assist you. If you hold shares in your own name and not with a
brokerage firm, please address all notices, correspondence, questions
or other communications regarding the Fund to the transfer agent at:
Mellon Investor Services
85 Challenger Road
Overpeck Centre
Ridgefield Park, NJ 07660
Telephone: 1-800-852-0218
If your shares are held with a brokerage firm, you should contact that
firm, bank or other nominee for assistance.
21
DIRECTORS
& OFFICERS
This chart provides information about the Directors and Officers who
oversee your John Hancock fund. Officers elected by the Directors
manage the day-to-day operations of the Fund and execute policies
formulated by the Directors.
INDEPENDENT DIRECTORS
NAME, AGE
POSITION(S) HELD WITH FUND DIRECTOR
PRINCIPAL OCCUPATION(S) AND OTHER OF FUND
DIRECTORSHIPS DURING PAST 5 YEARS SINCE 1
Franklin C. Golden, Born: 1950 1989
Chairman and Director
Managing Director, Wachovia Securities, Inc. (since 2001) (broker dealer); President,
James Myers and Company (full-service broker dealer) (until 2001); President, Financial Trends
Fund, Inc. (until 2001); Executive Vice President, IJL/Wachovia (until 1991); Past Director
and Chairman of the National Association of Securities Dealers (NASD) District 7 Business Conduct Committee.
Robert G. Freedman, Born: 1938 1996
Director
Executive Vice President and Chief Investment Officer, Sovereign Asset Management and
NM Capital Management, Inc. (until 2000); Vice Chairman and Chief Investment Officer,
John Hancock Advisers, LLC (until 1998).
Russell J. Page, Born: 1942 2003
Director
Principal, Rusty Page & Co. (equity markets consulting) (since 1996); Regional Board, 1st Citizens
Bank (since 2002); Director, Cannon Memorial Hospital (since 2003); NationsBank Equity
Marketing Executive (until 1996), Nasdaq Stock Market Managing Director (until 2001).
Fred G. Steingraber, Born: 1938 1989
Director
Chairman and Chief Executive Officer, A.T. Kearney, Inc. (management consulting)
(retired 2002); Director, Maytag Corporation; Director, Supervisory Board of
Continental AG and Director 3i PLC.
Donald R. Tomlin, Born: 1933 1989
Director
Managing Director, Southport Capital, Inc. (registered investment adviser) (since 1991).
H. Hall Ware, III, Born: 1935 1989
Director
Attorney, private practice (since 2001); President, Odin Systems International, Inc. (1999--2001);
Gilbert, Harrell, Gilbert, Sumerford & Martin, Attorneys (until 1999).
22
PRINCIPAL OFFICERS WHO ARE NOT DIRECTORS
NAME, AGE
POSITION(S) HELD WITH FUND OFFICER
PRINCIPAL OCCUPATION(S) AND OF FUND
DIRECTORSHIPS DURING PAST 5 YEARS SINCE
James K. Schmidt, Born: 1950 1991
President
Executive Vice President, the Adviser.
Thomas H. Connors, Born: 1959 1998
Compliance Officer
Vice President and Compliance Officer, the Adviser and each of the John Hancock funds;
Vice President, John Hancock Funds.
Robert Gramer, Born: 1940 1994
Treasurer
Second Vice President and Associate Treasurer, the Adviser and each of the John Hancock funds.
Susan S. Newton, Born: 1950 2001
Corporate Secretary
Senior Vice President, Secretary and Chief Legal Officer, SAMCorp., the Adviser and each
of the John Hancock funds, John Hancock Funds and the Berkeley Group; Vice President
Signature Services (until 2000); Director, Senior Vice President and Secretary, NM Capital.
The business address for all Directors and Officers is 101 Huntington
Avenue, Boston, Massachusetts 02199.
1 Each Director serves until resignation, retirement age or until his
or her successor is elected.
23
24
FOR YOUR
INFORMATION
For shareholder assistance refer to page 21
INVESTMENT ADVISER
John Hancock Advisers, LLC
101 Huntington Avenue
Boston, Massachusetts 02199-7603
CUSTODIAN
The Bank of New York
One Wall Street
New York, New York 10286
TRANSFER AGENT AND REGISTRAR
Mellon Investor Services
85 Challenger Road
Overpeck Centre
Ridgefield Park, New Jersey 07660
INDEPENDENT
DIRECTORS' COUNSEL
Kilpatrick Stockton LLP
1100 Peachtree Street
Atlanta, Georgia 30309-4530
FUND COUNSEL
Hale and Dorr LLP
60 State Street
Boston, Massachusetts 02109-1803
INDEPENDENT AUDITORS
Deloitte & Touche LLP
200 Berkeley Street
Boston, Massachusetts 02116-5022
STOCK SYMBOL
Listed Nasdaq Symbol: JHFT
HOW TO
CONTACT US
On the Internet www.jhfunds.com
By regular mail Mellon Investor Services
85 Challenger Road
Overpeck Centre
Ridgefield Park, NJ 07660
Customer service
representatives 1-800-852-0218
Portfolio commentary 1-800-344-7054
24-hour automated information 1-800-843-0090
TDD Line 1-800-231-5469
The Fund's voting policies and procedures are available without
charge, upon request:
By phone 1-800-225-5291
On the Fund's Web site www.jhfunds.com/proxy
On the SEC's Web site www.sec.gov
25
[A 1 1/2" x 1/2" John Hancock (Signature) logo in upper left hand corner.
A tag line below reads "JOHN HANCOCK FUNDS."]
1-800-852-0218
1-800-843-0090
1-800-231-5469 (TDD)
www.jhfunds.com
- ---------------
PRESORTED
STANDARD
U. S. POSTAGE
PAID
MIS
- ---------------
PT00A 12/03
2/04
ITEM 2. CODE OF ETHICS.
As of the end of the period, December 31, 2003, the registrant has adopted a
code of ethics, as defined in Item 2 of Form N-CSR, that applies to its Chief
Executive Officer, Chief Financial Officer and Treasurer (respectively, the
principal executive officer, the principal financial officer and the principal
accounting officer, the "Senior Financial Officers"). A copy of the code of
ethics is filed as an exhibit to this Form N-CSR.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
Russell J. Page is the audit committee financial expert and is "independent",
pursuant to general instructions on Form N-CSR Item 3.
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 or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements amounted to $33,450 for the
fiscal year ended December 31, 2002 and $35,900 for the fiscal year ended
December 31, 2003. These fees were billed to the registrant and were approved by
the registrant's audit committee.
(b) Audit-Related Services
There were no audit-related fees during the fiscal year ended December 31, 2002
and fiscal year ended December 31, 2003 billed to the registrant or to the
registrant's investment adviser (not including any sub-adviser whose role is
primarily portfolio management and is subcontracted with or overseen by another
investment adviser), and any entity controlling, controlled by, or under common
control with the adviser that provides ongoing services to the registrant
("control affiliates").
(c) Tax Fees
The aggregate fees billed for professional services rendered by the principal
accountant for the tax compliance, tax advice and tax planning ("tax fees")
amounted to $2,800 for the fiscal year ended December 31, 2002 and $2,100 for
the fiscal year ended December 31, 2003. The nature of the services comprising
the tax fees was the review of the registrant's income tax returns and tax
distribution requirements. These fees were billed to the registrant and were
approved by the registrant's audit committee. There were no tax fees billed to
the control affiliates.
(d) All Other Fees
There were no other fees during the fiscal year ended December 31, 2002 and
fiscal year ended December 31, 2003 billed to the registrant or to the control
affiliates.
(e)(1) See attachment "Approval of Audit, Audit-related, Tax and Other
Services", with the audit committee pre-approval policies and procedures.
(e)(2) There were no fees that were approved by the audit committee pursuant to
the de minimis exception for the fiscal years ended December 31, 2002 and
December 31, 2003 on behalf of the registrant or on behalf of the control
affiliates that relate directly to the operations and financial reporting of the
registrant.
(f) According to the registrant's principal accountant, for the fiscal year
ended December 31, 2003, the percentage of hours spent on the audit of the
registrant's financial statements for the most recent fiscal year that were
attributed to work performed by persons who were not full-time, permanent
employees of principal accountant was less than 50%.
(g) The aggregate non-audit fees billed by the registrant's accountant for
services rendered to the registrant and rendered to the registrant's control
affiliates for each of the last two fiscal years of the registrant were $92,413
for the fiscal year ended December 31, 2002, and $181,800 for the fiscal year
ended December 31, 2003.
(h) The audit committee of the registrant has considered the non-audit services
provided by the registrant's principal accountant to the control affiliates and
has determined that the services that were not pre-approved are compatible with
maintaining the principal accountant' independence.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable at this time.
ITEM 6. [RESERVED]
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.
See attached Exhibit "Proxy Voting Policies and Procedures".
ITEM 8. [RESERVED]
ITEM 9. CONTROLS AND PROCEDURES.
(a) Based upon their evaluation of the registrant's disclosure controls and
procedures as conducted within 90 days of the filing date of this Form N-CSR,
the registrant's principal executive officer and principal financial officer
have concluded that those disclosure controls and procedures provide reasonable
assurance that the material information required to be disclosed by the
registrant on this report is recorded, processed, summarized and reported within
the time periods specified in the Securities and Exchange Commission's rules and
forms.
(b) There were no changes in the registrant's internal control over financial
reporting that occurred during the registrant's most recent fiscal half-year
(the registrant's second fiscal half-year in the case of an annual report) that
have materially affected, or are reasonably likely to materially affect, the
registrant's internal control over financial reporting.
ITEM 10. EXHIBITS.
(a)(1) Code of Ethics for Senior Financial Officers is attached.
(a)(2) Separate certifications for the registrant's principal executive officer
and principal financial officer, as required by Section 302 of the
Sarbanes-Oxley Act of 2002 and Rule 30a-2(a) under the Investment Company Act of
1940, are attached.
(b)(1) Separate certifications for the registrant's principal executive officer
and principal financial officer, as required by 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and Rule
30a-2(b) under the Investment Company Act of 1940, are attached. The
certifications furnished pursuant to this paragraph are not deemed to be "filed"
for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise
subject to the liability of that section. Such certifications are not deemed to
be incorporated by reference into any filing under the Securities Act of 1933 or
the Securities Exchange Act of 1934, except to the extent that the Registrant
specifically incorporates them by reference.
(c)(1) Proxy Voting Policies and Procedures are attached.
(d)(1) Approval of Audit, Audit-related, Tax and Other Services
(d)(2) Contact person at the registrant
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.
By:
- ------------------------------
James K. Schmidt
President
Date: February 26, 2004
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:
- -------------------------------
James K. Schmidt
President
Date: February 26, 2004
By:
- -----------------------
Robert Gramer
Treasurer
Date: February 26, 2004