United States Securities and Exchange Commission Washington, D.C. 20549 FORM N-CSR Certified Shareholder Report of Registered Management investment companies Investment Company Act file number 811-06680 BHIRUD FUNDS INC. (Exact Name of Registrant as Specified in Charter) c/o Bhirud Associates, Inc. 3 Thorndal Circle, Darien, CT 06820 (Address of Principal Executive Offices) (Zip code) Registrant's Telephone Number, including Area Code: (203) 662 - 6659 SURESH BHIRUD Bhirud Associates, Inc. 3 Thorndal Circle, Darien, CT 06820 (Name and Address of Agent for Service) Registrant's telephone number, including area code: (203) 662-6659 Date of fiscal year end: July 31 Date of reporting period: January 31, 2006 Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N- CSR in its regulatory, disclosure review, inspection and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. 3507. Item 1. Reports to Stockholders. The Apex Mid Cap Growth Fund C/o Bhirud Funds Inc. 3 Thorndal Circle, Darien, CT 06820 Telephone (203) 662-6659, www.apexfund.net SEMI ANNUAL REPORT dated January 31st , 2006 (UNAUDITED) March 21,2006 Performance: The Bottom Line The line graph below shows how a $10,000 investment in the Fund made on December 23,1992 (the date the fund began to invest in assets other than cash or cash equivalents in accordance with its investment objectives) would have become $3,095 (as of January 31,2006). The line graph shows how this compares to the broad-based Standard & Poor's 500 Index and the Fund's bench mark, the Standard & Poor's MidCap 400 Index, over the same period. [GRAPH OMITTED] Performance Comparison (Average Annual Total Returns - For the periods ended January 31, 2006) Six 1 Year 5 Years 10 Years Months Apex Mid Cap Growth Fund +6.57 % ** -1.35 % -7.45 % -11.78 % S&P 500 (reflects no deduction +3.72 % ** +8.36 % -1.29 % +7.24 % for fees, expenses, or taxes) S&P 400 (reflects no deduction +8.42 % ** +20.91% +8.15% +13.47 % for fees, expenses, or taxes) ** Not annualized All Fund performance numbers represent past performance numbers, and are no guarantee of future results and the graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund Shares. Top Ten Holdings Sector Allocation Company Name % NAV Sectors % NAV CMGI INC. 8.60 SERVICES 36.11 SINA CORPORATION 5.08 TECHNOLOGY 31.90 HOMESTORE.COM 4.95 NONDURABLES 17.77 NETFLIX INC. 4.51 BASIC 5.39 INDUSTRIES CIENA CORP 4.37 CONSTRUCTION 4.95 NETEASE COM INC. 3.90 CAPITAL GOODS 2.58 ALKERMES, INC. 3.32 TRANSPORTATION 2.14 PALM ONE 3.23 ENERGY 2.07 RED HAT 3.15 AMERICAN MEDICAL 3.09 SYSTEMS The above tables gives a top ten holdings and breakdown of the Fund by the Industry Sectors the underlying securities represent as a percentage of net assets (NAV). See accompanying Notes to Financial Statements SHAREHOLDER EXPENSE EXAMPLE (Unaudited) As a shareholder of the Fund, you incur ongoing costs, including management fees, distribution and/or service (12b-1) fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (August 1, 2005 through January 31, 2006). Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.60), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. Hypothetical Example for Comparison Purposes The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Funds' actual expense ratios and an assumed rate of return of 5% per year before expenses, which are not the Funds' actual returns. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and will not help you determine the relative total costs of owning different funds. Fund Beginning Ending Expenses Paid Account Value Account During Period (*) Value August 1, 2005 January 31, August 1, 2005 - 2006 January 31, 2006 Actual (6.57 % $ 1,000 $1,065.69 $33.01 return**) Hypothetical*** $ 1,000 $ 993.24 $31.85 * Expenses are equal to the Funds' annualized expense ratio of 6.34%, multiplied by the average account value over the period, multiplied by 184/365 to reflect the one-half year period. ** Returns are with expenses and not annualized. *** Assumes a 5% annual return before expenses. See accompanying Notes to Financial Statements Management's Discussion of Fund Performance Broadly speaking, the primary sectors in which we are currently invested are computer peripherals, software, entertainment software, drug and biotechs, specialty retailers, semiconductors, and telecom related names. Rather than focusing on sector investing, we remain highly focused on company specific approach with diversification across a spectrum of growth industries that we believe best contributes to long-term performance. Our focus remains on investing in some of the most interesting growth companies of our times. We emphasize investing in companies whose revenues, earnings, and market share growing at above normal rates due to the superiority of their respective business models. It should be noted that our largest holding CMG Inc. (CMGI), was acquired when total net assets of the fund were significantly higher than the current level. By default it has ended up being the largest holding. We chose to hold on to our investment, as in our view these shares offer significant long term potential. We remain optimistic regarding the outlook for equity market. We are in an environment of sustained economic growth. Although inflation is slowly rising, it remains contained due to the pre-emptive tightening policy adopted by the Federal Reserve Board. This is one of the factors that have kept long term interest rates from rising in the current cycle. This benign interest rates environment is accompanied by strong corporate earnings and cash flow, thus driving up equity values. Additionally stocks continue to benefit from merger mania that has been in place for some time. Over the last 2 years, much of the performance in the stock market was concentrated in commodity, energy and capital spending related cyclicals. As the economic cycle and thereby the stock market cycle prolongs, growth stocks are likely to come back in favor. We remain optimistic regarding the prospect of APEX. Sincerely, Suresh L. Bhirud, CFA Chairman See accompanying Notes to Financial Statements The Apex Mid Cap Growth Fund Schedule of Investments report Date January 31, 2006(UNAUDITED) CO. NAME Shares % MV Market Value JETBLUE AIRWAYS CORPORATION * 600 7,824 TOTAL AIR TRANSPORT 2.14 7,824 TIVO * 2000 11,020 TOTAL BROADCASTING 3.01 11,020 RHODIA ADR * 3500 9,275 TOTAL CHEMICAL-SPECIALTY 2.53 9,275 CAPSTONE TURBINE * 2000 7,580 TOTAL COAL/ALT ENERGY 2.07 7,580 CRAY INC. * 3000 6,750 PALM ONE * 300 11,844 SILICON STORAGE TECH * 1000 4,820 TOTAL COMPUTER & PERIP. 6.39 23,414 CHINA.COM CORP CLASS A * 1000 3,870 CITRIX SYSTEMS INC. * 200 6,168 CITYVIEW CORP * 10000 210 COMPUTER SCIENCES CORP. * 100 5,070 ELECTONICS FOR IMAGING * 100 2,765 FVC . COM * 3000 0 RED HAT * 400 11,548 VA LINUX SYSTEMS * 1000 1,830 TOTAL COMPUTER SOFTW & SVC 8.59 31,461 EDULINK INC * 40000 0 TOTAL DIVERSIFIED CO 0.00 0 ALKERMES, INC. * 500 12,170 BIOGEN IDEC * 100 4,475 GENEREX BIOTECHNOLOGY CORP * 2000 2,580 ICOS CORP. * 300 7,455 NEKTAR THERAPEUTICS * 500 9,885 VIVUS INC * 8 27 TOTAL DRUG INDUSTRY 9.99 36,592 TASER INTERNATIONAL INCORPO * 1000 9,440 TOTAL ELECTRICAL EQUIPT. 2.58 9,440 ADAPTIVE BROADBAND * 1300 0 JDS UNIPHASE CORP. * 2000 6,240 VPGI CORP * 8500 425 TOTAL ELECTRONICS 1.82 6,665 DIAMOND HITTS PRODUCTION IN * 9000 0 NAPSTER INC * 2000 7,820 NETFLIX INC. * 600 16,530 TOTAL ENTERTAINMENT 6.65 24,350 TALKPOINT LIQUIDATION * 200 0 TOTAL ENVIRONMENTAL 0.00 0 COUER D'ALENE MINES CORP * 1000 5,180 HECLA MINING * 1000 5,280 TOTAL GOLD/SILVER MINING 2.86 10,460 ACCLAIM ENTERTAINMENT INC. * 1000 22 TOTAL HOTEL / GAMING 0.01 22 IDENTIX INC. * 1000 7,990 TOTAL INDUSTRIAL SERVICES 2.18 7,990 See accompanying Notes to Financial Statements CO. NAME Shares % MV Market Value TOM ONLINE INC. * 200 4,766 TOTAL INFORMATION PORTALS 1.30 4,766 CMG INFORMATION SERVICES * 21000 31,500 TOTAL INVESTMENT CO. (DOM) COMP. 8.60 31,500 AMERICAN MEDICAL SYSTEMS HO * 500 11,330 TOTAL MEDICAL SUPPLIES 3.09 11,330 JPC CAP PARTNERS INC * 116 0 TOTAL MISCELLANEOUS 0.00 0 STAMPS.COM * 300 8,553 TOTAL OFFICE EQUIP & SUP 2.34 8,553 SINA CORPORATION * 800 18,616 TOTAL ONLINE MEDIA 5.08 18,616 NETEASE COM INC. * 200 14,280 SHANDA INTERACTIVE ENTERTAI * 500 8,375 TOTAL ONLINE SERVICES -GAMING 6.19 22,655 HOMESTORE.COM * 3000 18,120 TOTAL REAL ESTATE INVESTME 4.95 18,120 CARMAX INC. * 300 8,967 EGGHEAD.COM * 4260 0 GSV INC * 200 24 LOUDEYE CORP * 10000 3,920 PRICELINE.COM * 400 8,820 TOTAL RETAIL SPECIALTY 5.93 21,731 MOTOROLA INC. * 200 4,542 POWERWAVE TECHNOLOGIES * 100 1,461 TRANSMETA CORPORATION * 8000 11,200 XILINX INC. * 300 8,448 TOTAL SEMICONDUCTOR 7.00 25,651 CIENA CORP * 4000 16,000 PHAZAR CORP. * 300 5,073 TOTAL TELECOM. EQUIPMENT 5.75 21,073 KOREA THRUNET CO LTD. * 12 0 RESEARCH IN MOTION * 100 6,753 TOTAL TELECOM. SERVICES 1.84 6,753 TOTAL COMMON STOCKS 102.89 376,841 TOTAL INVESTMENTS 102.89 376,841 OTHER ASSETS (LESS LIABILITIES) -2.89 -10,600 NET ASSETS 100.00 366,241 NET ASSETS VALUE PER SHARE 1.46 OFFERING PRICE PER SHARE 1.46 * Non - income producing securities See accompanying Notes to Financial Statements THE APEX MID CAP GROWTH FUND STATEMENT OF ASSETS AND LIABILITIES For the six months ended January 31st , 2006 (UNAUDITED) ASSETS Investment Securities at Value $ 376,841 (Identified cost - $ 795,581) (Note 1) Securities Sold 14,105 Prepaid Insurance 271 Total Assets $391,217 LIABILITIES Cash - Overdraft (1,264) Securities Purchased (13,534) Accrued expenses (10,178) Total Liabilities ($ 24,976) NET ASSETS (Equivalent to $1.46 per share $ 366,241 based on 250,707 shares outstanding) COMPOSITION OF NET ASSETS: Paid in Capital $3,311,613 Distribution in excess of accumulated Net (2,526,632) Realized gain (loss) Accumulated Net Investment Income -- Net Unrealized Appreciation (Depreciation) (418,740) of Investments Total Net Assets $ 366,241 STATEMENT OF OPERATIONS (UNAUDITED) FOR THE SIX MONTHS ENDED JANUARY 31, 2006 INVESTMENT INCOME Interest $ 0 Dividends 0 EXPENSES Audit $ 2,000 Fund Accounting 2,400 Transfer Agent 1,200 Shareholder Report 48 Director 3,000 Registration 50 Insurance 311 Fund Administration (Note 4) 394 Custodian 3,000 Investment Advisor (Note 4) 1,972 12b-1 Fees (Note 6) 493 Total Expenses (14,868) Expense Reimbursement/ waived by Advisor 2,366 (Note 4) Expense net of Reimbursement/ waiver (12,502) NET INVESTMENT GAIN (LOSS) (12,502) REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS Net Realized Gain (Loss) on Investments (441,653) Change in Unrealized Appreciation 479,353 (Depreciation) of Investments NET REALIZED/UNREALIZED GAIN (LOSS) ON INVESTMENTS 37,700 NET INCREASE (DECREASE) IN NET ASSETS 25,198 RESULTING FROM OPERATION See accompanying Notes to Financial Statements THE APEX MID CAP GROWTH FUND STATEMENT OF CHANGES IN NET ASSETS FOR EACH PERIOD (UNAUDITED) For the Six For the Year Months Ended Ended January 31, 2006 July 31, 2005 INCREASE (DECREASE) IN NET ASSETS Net Investment Income/ (loss) $ (12,502) $ (34,961) Net Realized Gain / (loss) on (441,653) (668,374) investment Securities Sold Net unrealized 479,353 653,468 appreciation/(depreciation) of Investments Net Increase (Decrease) in Net $ 25,198 $ (49,867) Assets Resulting from Operations DISTRIBUTIONS TO SHAREHOLDERS FROM: Dividend distributions paid 0 0 Capital Gains 0 0 Total Distributions 0 0 CAPITAL SHARE TRANSACTIONS Shares Sold 6,100 4,250 Shares issued in lieu of Cash 0 0 Distributions Cost of shares Redeemed (120,447) (535,288) Increase (Decrease) in Net Assets (114,347) (531,038) Due to Capital Share Transactions TOTAL INCREASE (DECREASE) IN NET ASSETS (89,149) (580,905) NET ASSETS BEGINNING OF PERIOD 455,390 1,036,295 NET ASSETS END OF PERIOD $ 366,241 $ 455,390 FINANCIAL HIGHLIGHTS FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD (UNAUDITED) For the For the For the For the For the Six Year Year Year Year Months Ended Ended Ended Ended Ended January July July July July 31, 31, 31, 31, 31, 2006 2005 2004 2003 2002 NET ASSET VALUE, BEGINNING OF $1.37 $1.51 $1.65 $0.79 $1.31 PERIOD Income/(Loss) from Investment Operations: Net Investment (0.05) (0.10) (0.02) (0.09) (0.15) Income/(Loss) Net Gain/(Loss) on 0.14 (0.04) (0.12) 0.95 (0.37) Securities (Both Realized and Unrealized) Total from Investment 0.09 (0.14) (0.14) 0.86 (0.52) Operations Distributions: Dividend Distributions Paid 0.00 0.00 0.00 0.00 0.00 Distributions from Capital 0.00 0.00 0.00 0.00 0.00 Gains Total Distributions 0.00 0.00 0.00 0.00 0.00 NET ASSET VALUE, END OF $ 1.46 $ 1.37 $ 1.51 $ 1.65 $ 0.79 PERIOD Total Return 6.57** (9.27)% (8.48)% 108.86% (39.69)% Ratios/Supplemental Data: Net Assets, End of Period $ 366 $ 455 $ 1,036 $ 817 $ 230 (in thousands) Ratios to Average Net Assets: Expenses 3.76%** 4.68% 3.35% 9.19% 12.42% ** Net Investment (3.16)%** (4.56)% (3.24)% (8.67)% (12.31)% Income/(Loss) Effect of Reimbursements/Waivers on 0.60%** 1.20% 1.20% 1.20% 1.20% Above - Ratios Portfolio Turnover Rate 198.92%** 161.01% 189.97% 128.42% 117.18% ** Not annualized See accompanying Notes to Financial Statements THE APEX MID CAP GROWTH FUND NOTES TO FINANCIAL STATEMENTS FOR THE SIX MONTH ENDED JANUARY 31, 2006 (UNAUDITED) 1 SIGNIFICANT ACCOUNTING POLICIES Bhirud Funds Inc. (the "Fund") is a diversified open-end management investment company currently consisting of The Apex Mid Cap Growth Fund portfolio (the "Portfolio"). The Fund was incorporated in Maryland on May 27, 1992. Prior to November 4, 1992 (commencement of operations), the Fund had no operations other than the sale of 10,000 shares of stock on August 4, 1992 at a cost of $100,000 to Thomas James MidCap Partners representing the initial capital. The following is a summary of significant accounting policies followed by the Fund: SECURITY VALUATION Readily marketable portfolio securities listed on the New York Stock Exchange are valued at the last sale price reflected at the close of the regular trading session of the New York Stock Exchange on the business day as of which such value is being determined. If there has been no sale on such day, the securities are valued at the mean of the closing bid and asked prices on such day. If no bid or asked prices are quoted on such day, then the security is valued by such method as the Board of Directors shall determine in good faith to reflect its fair value. Readily marketable securities not listed on the New York Stock Exchange but listed on other national securities exchanges or admitted to trading on the National Association of Securities Dealers Automated Quotations, Inc. ("NASDAQ") National List are valued in like manner. Portfolio securities traded on more than one national securities exchange are valued at the last price on the business day as of which such value is being determined as reflected on the tape at the close of the exchange representing the principal market for such securities. Readily marketable securities traded in the over-the-counter market, including listed securities whose primary market is believed by the Advisor to be over-the-counter but excluding securities admitted to trading on the NASDAQ National List, are valued at the mean of the current bid and asked prices as reported by NASDAQ or, in the case of securities not quoted by NASDAQ, the National Quotation Bureau or such other comparable sources as the Board of Directors deem appropriate to reflect their fair value. United States Government obligations and other debt instruments having sixty days or less remaining until maturity are stated at amortized cost. Debt instruments having a greater remaining maturity will be valued at the highest bid price obtained from a dealer maintaining an active market in that security or on the basis of prices obtained from a pricing service approved as reliable by the Board of Directors. SECURITY TRANSACTIONS AND INVESTMENT INCOME Security transactions are accounted for on the dates the securities are purchased or sold (the trade dates), with realized gain and loss on investments determined by using specific identification as the cost method. Interest income (including amortization of premium and discount, when appropriate) is recorded as earned. Dividend income and dividends and capital gain distributions to shareholders are recorded on the ex-dividend date. FEDERAL INCOME TAXES The Fund intends to qualify as a "regulated investment company" under Subchapter M of the Internal Revenue Code and distribute all of its taxable income to its shareholders. Therefore, no federal income tax provision is required. CAPITAL LOSS CARRY FORWARDS The Fund intends to utilize provisions of the federal income tax laws which allows it to carry a realized capital loss for eight years following the year of loss and offset such losses against any future realized capital gains. At July 31, 2005, the Fund had capital loss carry forward for tax purposes of $ 1,667,143, of which $442,745 expires in 2009, $204,042 expires in 2010, $112,094 expires in 2011, $239,888 expires in 2012, and $668,374 expires in 2013. 2. CAPITAL STOCK TRANSACTIONS The Articles of Incorporation, dated May 27, 1992, permit the Fund to issue twenty billion shares (par value $0.001). Transactions in shares of common stock for the six months ended January 31, 2006 were as follows: For the six months For the Year Ended Ended July 31, 2005 January 31,2006 Shares Amount Shares Amount Beginning Balance 332,384 $ 3,460,921 688,228 $4,029,909 Shares Sold 4,365 6,100 3,120 4,250 Shares Issued in 0 0 0 0 Reinvestment of Dividends Shares Redeemed (86,042) (120,447) (358,964) (535,288) Reclassification of 0 (34,961) 0 (37,950) Capital Account Net Increase (Decrease) (81,677) (149,308) (355,844) (568,988) Ending Balance 250,707 $3,311,613 332,384 $3,460,921 THE APEX MID CAP GROWTH FUND NOTES TO FINANCIAL STATEMENTS FOR THE SIX MONTH ENDED JANUARY 31, 2006 (UNAUDITED) 3. INVESTMENTS Purchases and sales of securities for the six months ended January 31, 2006 other than short-term securities, aggregated $835,729 and $1,020,885, respectively. The cost of securities is substantially the same for Federal income tax purposes. For Federal income tax purposes: Aggregate Cost is $795,581 Gross Unrealized Gross Unrealized Net Unrealized Appreciation Depreciation Depreciation $25,589 $(444,329) $(418,740) 4. INVESTMENT ADVISORY CONTRACT The Fund employs Bhirud Associates, Incorporated (the "Advisor") to provide a continuous investment program for the Fund's portfolio, provide all facilities and personnel, including Officers required for its administrative management, and to pay the compensation of all Officers and Directors of the Fund who are affiliated with the Advisor. As compensation for the services rendered and related expenses borne by the Advisor, the Fund pays the Advisor a fee, computed and accrued daily and payable monthly, equal to 1.00% of the first $250 million of the average net assets of the Portfolio; 0.75% of the average net assets of the Portfolio between $250 and $500 million; and 0.65% of the average net assets of the Portfolio over $500 million. The Advisor has voluntarily agreed to reimburse the Fund in the event the Fund's expenses exceed certain prescribed limits. During the six months ended January 31, 2006 the Advisor elected to defer the payment of Advisory fees payable in the amount of $ 1,972. The Advisor has voluntarily agreed to waive these fees, considering the small assets of the Fund. The Advisory and Administrative Services Contracts provide that if, in any fiscal year, the aggregate expenses of a Fund, excluding interest, taxes, brokerage and extraordinary expenses, but including the Advisory and Administrative Services fees, exceed the expense limitation of any state in which the Corporation is registered for sale, the Funds may deduct from fees paid to the Advisor and Administrator their proportionate share of such excess expenses to the extent of the fees payable. As a result of the passage of the National Securities Markets Improvement Act of 1996, all state expenses limitations have been eliminated at this time. The Fund retained Bhirud Associates, Inc. ("BAI") to act as Administrator for the Fund from November 1, 1994. BAI provided administrative services for the Fund. During the six months ended January 31, 2006 the Administrator elected to defer the payment of Administrative service fees payable in the amount of $ 394. From December 1, 1996, the U.S. Bank has been providing custodian services and from February 1st, 1998, fund accounting and transfer agency functions are provided by Mutual Shareholders Services LLC. 5. ORGANIZATION EXPENSES The organizational expense was amortized over the first five years of the Fund's operations and is now zero going forward. 6. DISTRIBUTION PLAN The Fund's Board of Directors has adopted a distribution plan (the "Plan") under Section 12(b) of the Investment Company Act of 1940 and Rule 12b-1 thereunder. The Plan provides that the Portfolio may bear certain expenses and costs which in the aggregate are subject to a maximum of 0.25% per annum of the Portfolio's average daily net assets. For the six months ended January 31, 2006, the Fund has incurred distribution costs of $ 444 payable to Bhirud Associates, Inc. 7. TRANSACTIONS WITH AFFILIATES During the six months ended January 31, 2006 the Fund paid $10,174, brokerage commissions to Bhirud Associates, Inc. 8. RECLASSIFICATION OF CAPITAL ACCOUNTS In accordance with generally accepted accounting principals, the Fund recorded reclassifications in the capital accounts. The Fund recorded a permanent book/tax difference of $(34,961) as of July 31, 2005, from undistributed net investment income to paid in capital. These reclassifications have no impact on net asset value of the Fund and are designed generally to present undistributed income and realized gains on a tax basis which is considered to be more informative to the shareholder. THE APEX MID CAP GROWTH FUND C/o Bhirud Funds Inc. 3 Thorndal Circle, Darien, CT 06820 Tel: (877) 593-8637 Trustees Information The Fund's Board of Trustees has responsibility for the overall management and operations of the Portfolios. Each Trustee oversees Fund and serves until he or she resigns, retires or his or her successor is elected and qualified. Each officer serves until his or her successor is elected and qualified. The following table provides information regarding each Trustee, including those who are not an "interested person" of the Fund, as defined in the Investment Company Act of 1940. Name, Address and Age Position(s), Length Principal Occupations of Time Served During Past 5 Years, Directorship Held Officers and Interested Directors Suresh L. Bhirud, 57 Chairman of the Board Chairman of the Board 27 Winding Lane. and Treasurer since and Treasures; Darien, CT 06820 August 6,1992 President of Bhirud President since July Associates, Inc. 23, 2002 Harish L. Bhirud, 52 Director since April Director and Vice- 71 Strawberry Hill 7, 1997 President of Bhirud Ave., #607 Vice President since Funds Inc. Stamford, CT 06902 January 24, 1995 Vice-President-Bhirud Chief Compliance Associates, Inc. Officer since September 22, 2004 Disinterested Directors Timothy M. Fenton,62 Director since August Licensed Realtor with 6, 1992 William Raveis, Since 6 Jackson Dr. August 2002. Norwalk, CT 06851 Chairman of Fenton & Zalenetz Inc., a direct marketing consulting firm. M. John Sterba, Jr., Director since August Chairman of 62 6,1992 Investment Management Investment Mgmt Advisors, Inc. Advisors Inc. 41 Madison Avenue, 33rd Floor New York, NY 10010 Alexander Norman Director since August Independent Crowder, III, 70 6,1992 Management 159 East Ave. Consultant, Since New Canaan, CT 06840 1991 and part time Chairman of EFI Actuaries, Inc. Investment Advisor & Distributor Bhirud Associates, Inc. Administrator Bhirud Associates, Inc. Custodian US Bank, N.A. Legal Counsel Sherman & Sterling Independent Auditors VB&T CPA, PLLC OTHER ITEMS - PROXY VOTING: A description of the Company's proxy voting policies and procedures relating to the holdings of the Fund is available, without charge and upon request, by calling 1-877-593 8637, on the Mutual Shareholder Services, LLC website at www.mutualss.com and on the SEC's website at www.sec.gov. Quarterly Filing of Portfolio Holdings: The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund's Forms N-Q are available on the SEC's Website at http://www.sec.gov. The Fund's Forms N-Q may also be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. This report and the financial statements contained herein are submitted for the general information of shareholders and are not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. Nothing herein contained is to be considered an offer of sale or solicitation of an offer to buy shares of Bhirud Funds Inc. Such offering is made only by prospectus, which includes details as to offering price and other material information. Item 2. Code of Ethics. Not applicable to Semi-Annual Reports for the period ended January 31, 2006. Item 3. Audit Committee Financial Expert. Not applicable to Semi-Annual Reports for the period ended January 31, 2006. Item 4. Principal Accountant Fees and Services Not applicable Item 5. Audit Committee of Listed Companies. Not applicable. Item 6. Schedule of Investments. Not applicable Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Funds. Not applicable. Item 8. Purchases of Equity Securities by Closed-End Funds. Not applicable. Item 9. Submission of Matters to a Vote of Security Holders. There were no material changes to the procedure by which shareholders may recommend nominees to the Fund's Board of Trustees. Item 10. Controls and Procedures. (a) Based on an evaluation of the registrant's disclosure controls and procedures as of 1/31/2006 [within 90 days of filing date of this Form N-CSR], the disclosure controls and procedures are reasonably designed to ensure that the information required in filings on Forms N-CSR is recorded, processed, summarized, and reported on a timely basis. (b) There were no significant changes in the registrant's internal control over financial reporting that occurred during the registrant's last fiscal half-year that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting. Item 11. Exhibits (a) (1) Not applicable. (a) (2) Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT. (a) (3) Not applicable. (b) Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT. SIGNATURES 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. Bhirud Funds Inc. By /s/Suresh L. Bhirud Suresh L. Bhirud President and Treasurer Date March 21, 2006