UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT ON REGISTERED MANAGEMENT INVESTMENT COMPANIES INVESTMENT COMPANY ACT FILE NUMBER 811-09177 THE CATHOLIC FUNDS, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER) 1100 WEST WELLS STREET MILWAUKEE, WISCONSIN 53233 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)(ZIP CODE) THEODORE F. ZIMMER, ESQ., PRESIDENT THE CATHOLIC FUNDS, INC. 1100 WEST WELLS STREET MILWAUKEE, WISCONSIN 53233 (NAME AND ADDRESS OF AGENT FOR SERVICE) WITH A COPY TO: FREDRICK G. LAUTZ, ESQ. QUARLES & BRADY LLP 411 EAST WISCONSIN AVENUE MILWAUKEE, WISCONSIN 53202 REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (414) 278-6500 DATE OF FISCAL YEAR END: SEPTEMBER 30, 2003 DATE OF REPORTING PERIOD: MARCH 31, 2003 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-CRS 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, N.W., Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. Section 3507. ITEM 1. REPORTS TO STOCKHOLDERS (THE CATHOLIC FUNDS LOGO(R)) GIVING VOICE TO CATHOLIC VALUESSM SEMI-ANNUAL REPORT MARCH 31, 2003 THE CATHOLIC EQUITY FUND THE CATHOLIC MONEY MARKET FUND The Catholic Funds 1-877-222-2402 THANK YOU FOR CALLING THE CATHOLIC FUNDS. PLEASE SELECT FROM THE FOLLOWING SEVEN CHOICES: o FOR FUND PRICES ------------------------------------- PRESS 1 o TO WORK WITH FUNDS YOU OWN -------------------------- PRESS 2 o TO ORDER DUPLICATE ACCOUNT STATEMENTS OR CHECKBOOKS ---------------------------- PRESS 3 o FOR FUND OBJECTIVES, FUND LITERATURE AND WATCHLIST INFORMATION --------------------------- PRESS 4 o FOR MAILING, WIRING AND INTERNET INFORMATION -------------------------------- PRESS 5 o FOR YEAR-END ACCOUNT INFORMATION -------------------- PRESS 6 o TO RETURN TO THE MAIN OR PREVIOUS MENU -------------- PRESS * o IF AT ANY TIME DURING THIS CALL YOU WOULD LIKE TO SPEAK TO A CUSTOMER SERVICE REPRESENTATIVE ------------------------------ PRESS 0 2 Letter to Shareholders 4 The Catholic Equity Fund 6 The Catholic Money Market Fund 8 Schedule of Investments - The Catholic Equity Fund 16 Schedule of Futures Contracts - The Catholic Equity Fund 17 Schedule of Investments - The Catholic Money Market Fund 19 Statements of Assets & Liabilities 20 Statements of Operations 21 Statements of Changes in Net Assets 23 Financial Highlights 27 Notes to Financial Statements Letter to Shareholders Dear Fellow Shareholder: This semi-annual report of The Catholic Funds covers the six months beginning October 1, 2002 and ending March 31, 2003. FINANCIAL STEWARDSHIP As we write this letter (May 13), the S&P 500(R) Indexi<F1> is up about 4% since the beginning of 2003. However, we do not pretend to know when or how the stock market will recover fully. However, we do believe that in the past, those who remained invested in stocks during difficult times usually have been rewarded for their faith in the work ethic, technical skills and entrepreneurial spirit of Americans. The Catholic Equity Fund is a way to remain broadly invested in stocks. It substantially mirrors the S&P 500(R) Index (except for five companies that are excluded for abortion reasons).ii<F2> We continue to believe that The Catholic Equity Fund can serve as the core investment for the stock portion of an investor's asset allocation.iii<F3> The Catholic Money Market Fundiv<F4> can also play a useful role in any investor's portfolio as a place for short-term investments. It also facilitates exchanges into and out of The Catholic Equity Fund. We continue to have great confidence in our investment management team--Mellon Equity Associates for the Catholic Equity Fund and Strong Capital Management for The Catholic Money Market Fund. Both have extensive experience and enjoy nationwide respect, especially in the niches for which we have engaged them-- index investing and money market investing respectively. Please read their comments on their Fund's performance and their investment outlook. CATHOLIC VALUES IN ACTION The Catholic Values in Action Program of The Catholic Equity Fund has three components: o Filing Shareholder Resolutions o Casting Votes o Writing Letters FILING SHAREHOLDER RESOLUTIONS--We filed eight shareholder resolutions for this 2002-03 filing season. WHAT THE RESOLUTION ASKED FOR COMPANIES - ----------------------------- --------- EXECUTIVE COMPENSATION--Review executive Alcoa compensation history, particularly the ratio Bristol-Myers Squibb between executive compensation and the pay of Coca-Cola the average and lowest paid workers, and address El Paso Corp possible excessive growth in executive EMC Corp. compensation and those ratios General Electric CHILD LABOR--Ensure that child labor was not Federated Department Stores used in making rugs that the company purchases abroad and sells in the U.S. BOARD ELECTIONS--nominate more director Exxon Mobil candidates than available positions so that shareholders have a choice. Each of the resolutions encourages companies to protect and promote the dignity of the human person as required by Catholic social teaching. The child-labor resolution does this directly. The other resolutions act indirectly. The executive compensation resolutions assume that an executive who seeks excessive compensation is unlikely to have worker dignity high on his or her list. Similarly, the board-election resolution works indirectly in that it would give shareholders some ability to shape the board into one that will act as the conscience of the corporation. We are encouraged by our first year of filing resolutions. EMC and Federated agreed to our proposals without waiting for a shareholder vote. News reports indicated that Coca-Cola and G.E. made some movement on the executive compensation issue on account of shareholder pressure. The shareholders of the six companies other than EMC and Federated have voted, or will vote, on the proposals that we filed. Experience since "socially responsible investing" was born in response to South African apartheid shows that persistent resolution filing by shareholders acting in coalitions will eventually improve corporate behavior. We work with other shareholders through the coalitions Interfaith Center on Corporate Responsibility and Responsible Wealth. CASTING VOTES--The Catholic Equity Fund can vote on all proposals coming before the annual shareholder meetings of the 495 companies in the portfolio. To help us do that efficiently, we have developed a set of guidelines based on Catholic values and our particular focus. During the six months ended March 31, 2003, out of 216 votes, we voted with management 104 times and against 107 times, and we abstained 5 times. Our website (www.catholicfunds.com) now includes a summary of our voting guidelines and a record of our votes. We encourage you to take a look. WRITING LETTERS--We believe that we can help improve corporate behavior by informing CEOs that The Catholic Equity Fund owns shares and that we will vote and advocate as necessary to improve corporate behavior in line with Catholic social teaching. We have written that type of letter to all 495 companies in the portfolio, and we continue to write as the Index adds new companies to replace deleted ones. In addition, we watch news reports, both in newspapers and on the Internet, for corporate activity that seems inconsistent with, or exemplary of, Catholic values. As appropriate, we write critical or congratulatory letters to the CEOs. THANK YOU We continue to appreciate your trust and confidence. /s/Daniel J. Steininger /s/Theodore F. Zimmer Daniel J. Steininger Theodore F. Zimmer Chairman of the Board President i<F1> "S&P 500" is a trademark of The McGraw-Hill Companies, Inc., and has been licensed for use by The Catholic Funds. The Catholic Funds are not sponsored, endorsed, sold or promoted by Standard & Poor's(R) and Standard & Poor's makes no representations regarding the advisability of investing in the Funds. ii<F2> The Catholic Equity Fund seeks to match the Index, but performance can be expected to differ by a small percentage representing operating costs and the exclusion of abortion-related stocks from the portfolio. An investment cannot be made directly in the Index. Past performance is not a guarantee of future results. The principal value and investment returns will fluctuate, and when redeemed an investor's shares may be worth more or less than their original cost. iii<F3> Each investor should determine what share of investment assets should be in stocks by considering age, time frame for needing funds, tolerance for ups and downs, and other factors. iv<F4> An investment in The Catholic Money Market Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1 per share, it is possible to lose money by investing in the Fund. The Catholic Equity Fund PORTFOLIO MANAGER: Mellon Equity Associates is an independently run, wholly owned subsidiary of Mellon Financial Corporation located in Pittsburgh, Pennsylvania. It advises passive and active accounts for institutional and individual clients since 1983. Today, we manage over $14 billion in assets for 113 clients. The portfolio manger, Thomas Durante, joined Mellon Equity Associates in January 2000. In addition to The Catholic Equity Fund, Tom manages several index accounts at Mellon Equity. Tom earned a BS in accounting from Fairfield University in 1982. COMMENTARY: While the S&P 500 Index had a positive return of 5.02% for the last six months, it was a very volatile period. The fourth quarter of 2002 began with a strong rally in stock prices as investors bought stocks that had been beaten down during the two and a half year bear market. After rallying again in the first few days of January, the market sold off considerably through early March. Economic uncertainty, compounded by geopolitical concerns, stifled both capital expenditures and investor willingness to commit to the equity market. However, the market again rallied considerably in mid March as investors perceived uncertainties lifting and were buoyed by hopes for a short war in Iraq. Over the entire six month period, the larger technology and telecommunications stocks were among the strongest contributors to the S&P 500 Index returns. Value style companies, such as consumer staple stocks, detracted from the performance of the Fund as investor sentiment switched to growth companies. Over the past few weeks, a mixed picture has emerged for the U.S. economy and U.S. stock market. As the initial outcome with the conflict in Iraq seemed resolved, much of the uncertainty in the market was lifted, specifically the cost of the war and the price of oil. This should create a better climate for businesses to accelerate spending and hopefully spawn job creation. For the stock market, it appears that concerns over corporate misdeeds and accounting irregularities have been addressed and investor confidence should continue to be buoyed. Unfortunately, GDP continues to sputter, as the lack of business spending to date has constrained growth in the economy. Large cap U.S. stocks should remain a core component of a long-term investor's portfolio. With interest rates low, geopolitical risks fading and attractive valuations, stocks should provide returns closer to their historical average. The S&P 500 is an unmanaged index comprised of 500 common stocks representative of the stock market as a whole. It is not possible to invest directly in an index. THE CATHOLIC EQUITY FUND - CLASS A GROWTH OF A $10,000 INVESTMENT The Catholic Equity The Catholic Equity Date Fund - Class A Fund - Class A w/load S&P 500 Index ---- -------------- --------------------- ------------- 5/3/99 $10,000 $9,600 $10,000 6/30/99 $10,290 $9,878 $10,306 9/30/99 $9,690 $9,302 $9,663 12/31/99 $10,855 $10,421 $11,101 3/31/00 $11,155 $10,709 $11,356 6/30/00 $10,945 $10,507 $11,055 9/30/00 $10,965 $10,526 $10,948 12/31/00 $10,302 $9,890 $10,092 3/31/01 $9,338 $8,964 $8,895 6/30/01 $10,000 $9,600 $9,416 9/30/01 $8,464 $8,126 $8,034 12/31/01 $9,385 $9,010 $8,893 3/31/02 $9,334 $8,961 $8,917 6/30/02 $8,044 $7,723 $7,722 9/30/02 $6,632 $6,367 $6,388 12/31/02 $7,208 $6,920 $6,927 3/31/03 $6,962 $6,684 $6,709 AVERAGE ANNUAL RETURNS March 31, 2003 (Unaudited) Since Inception 1 Year Inception Date ------ --------- --------- Class A (without sales load) (25.41)% (8.83)% 5/3/99 Class A (with sales load) (28.40)% (9.79)% 5/3/99 S&P 500 Index (24.76)% (9.69)% n/a Class C (without sales load) n/a n/a 4/9/02 Class C (with sales load) n/a n/a 4/9/02 Class I n/a n/a 4/3/02 Performance information prior to April 3, 2002 reflects performance of The Catholic Disciplined Capital Appreciation Fund, which had a similar, but not identical, investment program to that of The Catholic Equity Fund. Past performance is not an indication of future results. Investment return and principal value will fluctuate, and shares, when redeemed, may be worth more or less than their original cost. At various times, the Fund's adviser waived its management fees and/or reimbursed Fund expenses. Had the adviser not done so, the Fund's total return would have been lower. Class A performance has been restated to reflect the maximum sales charge of 4%. Class C performance would reflect the maximum contingent sales charge (CDSC) of 1% terminating one year after the purchase of shares. Class I shares have no sales load and are for institutional shareholders only. Performance data is not shown for Class C or Class I shares since they have not been in operation for a full year. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. The S&P 500 is an unmanaged index comprised of 500 common stocks representative of the stock market as a whole. It is not possible to invest directly in an index. March 31, 2003 (Unaudited) Ticker Symbols Net Asset Values -------------- ---------------- Equity A CTHQX $6.78 Equity C CTHSX $6.75 Equity I CTHRX $6.77 TOP 10 HOLDINGS As of March 31, 2003 (Unaudited) Percentage of Rank Ticker Security Name Net Assets ---- ------ ------------- ---------- 1 MSFT Microsoft Corp. 3.34% 2 GE General Electric Co. 3.28% 3 XOM Exxon Mobil Corp. 3.03% 4 WMT Wal-Mart Stores, Inc. 2.97% 5 PFE Pfizer Inc. 2.47% 6 C Citigroup Inc. 2.28% 7 JNJ Johnson & Johnson 2.20% 8 IBM International Business Machines Corp. 1.70% 9 AIG American International Group, Inc. 1.67% 10 MRK Merck & Co. Inc. 1.60% The Catholic Money Market Fund PORTFOLIO MANAGER: Strong Capital Management, Inc. is an active international and domestic equity and fixed-income manager located in Menomonee Falls, Wisconsin. It advises a mutual fund family, Strong Funds, and provides other investment services with over $38 billion in individual and institutional assets. The portfolio manager, Jay N. Mueller, CFA, joined Strong in September 1991 as a securities analyst and portfolio manager. He also serves as Strong's chief economist. Jay received his B.A. in Economics in 1982 from the University of Chicago and is a Chartered Financial Analyst. In addition to The Catholic Money Market Fund, he manages several other money market funds for Strong. He emphasizes the top-down analysis of the economy, interest rates, and the supply of and demand for credit. COMMENTARY: Short term interest rates fell about 0.50% over the six months ending March 31, 2003. This decline was primarily attributable to the Federal Reserve's decision to cut its overnight target for the Federal Funds rate by half a percent on November 6. Mixed economic data and uncertainty over the conflict with Iraq kept interest rates within a relatively narrow range over the first three months of 2003. Other events of significance to short term debt markets included: O The election of a Republican majority in both the U.S. Senate and House of Representatives. Unified party control of the two houses of Congress and the executive branch was viewed as an economic positive, in that tax cuts and other fiscal stimulus measures were deemed more likely to become law. O Improved corporate profits. Better business results helped allay investors' worst fears of credit deterioration. O Debt reduction. Some highly leveraged companies paid down outstanding debt or issued new equity, improving balance sheet strength. In conjunction with the general movement to shore up balance sheets, many corporations elected to reduce their reliance on short term debt. In some cases, commercial paper and other short term debt was paid off out of corporate cash flow, while some companies elected to issue longer term debt, using the proceeds to retire commercial paper. This retreat from the cash marketplace reduced the pool of corporate-backed credits available to money market investors. America is now eighteen months into a tepid economic recovery. Over that time period real GDP has expanded at an annual rate below 3% and we have yet to put together two sequential quarters of vigorous growth. Employment conditions have been stagnant at best, which is disappointing even in comparison with the 'jobless recovery' of the early '90s. The major U.S. stock indices, while above their lows of last October, have failed to rally in the manner typical of prior economic recoveries. While many factors have been cited to explain the slow, tentative nature of this recovery, most of them can be grouped under two headings: the lingering effects of the late '90s bubble, and geopolitical turmoil. It is important to recognize that both categories are truly global in scope. September 11th and other instances of international terrorism, the conflict in Afghanistan, civil unrest in oil exporting nations like Nigeria and Venezuela, and saber-rattling from North Korea have combined to create a cloud of nervous uncertainty. As well, markets in Europe, Asia and Latin America were caught up in the same asset bubble that carried the U.S. stock market indices to their all time highs. With the end to the military phase of the Operation Iraqi Freedom, some of the geopolitical uncertainty is likely to dissipate. The worst fears embedded in financial markets did not come to pass--weapons of mass destruction were not used, the oil fields of the Middle East were not severely damaged, the war did not widen. There will be stresses and strains in the months ahead, but perhaps also some positive ripple-effects. As of this writing, monetary policy remains accommodative, while additional fiscal stimulus in the form of tax relief is highly likely. The resolution of the Iraq crisis has also allowed energy prices to decline. Low interest rates are still providing support to the housing market. And rising corporate earnings provide us with reason to believe that an improvement in labor market conditions is on the horizon. Eventually, a strengthening economy should permit the Federal Reserve to raise its short term rate targets. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1 per share, it is possible to lose money by investing in the Fund. SCHEDULE OF INVESTMENTS AS OF MARCH 31, 2003 (UNAUDITED) THE CATHOLIC EQUITY FUND Common Stocks (99.2%) Shares Market Value - --------------------- ------ ------------ 3M Co. 800 $104,024 Abbott Laboratories 3,100 116,591 ACE Limited 500 14,475 ADC Telecommunications, Inc.*<F5> 1,600 3,296 Adobe Systems Inc. 450 13,873 Advanced Micro Devices, Inc.*<F5> 700 4,326 The AES Corp.*<F5> 1,100 3,982 Aetna Inc. 300 14,790 AFLAC Inc. 1,000 32,050 Agilent Technologies, Inc.*<F5> 900 11,835 Air Products and Chemicals, Inc. 400 16,572 Alberto-Culver Co. - Class B 100 4,928 Albertson's, Inc. 700 13,195 Alcoa Inc. 1,700 32,946 Allegheny Energy, Inc. 200 1,242 Allegheny Technologies, Inc. 100 290 Allergan, Inc. 300 20,463 Allied Waste Industries, Inc.*<F5> 400 3,196 The Allstate Corp. 1,400 46,438 ALLTEL Corp. 600 26,856 Altera Corp.*<F5> 800 10,832 Altria Group, Inc. 4,100 122,836 Ambac Financial Group, Inc. 250 12,630 Amerada Hess Corp. 200 8,852 Ameren Corp. 300 11,715 American Electric Power Co., Inc. 800 18,280 American Express Co. 2,600 86,398 American Greetings Corp. - Class A 100 1,310 American International Group, Inc. 5,137 254,025 American Power Conversion Corp.*<F5> 400 5,696 American Standard Companies Inc.*<F5> 100 6,877 AmerisourceBergen Corp. 207 10,867 Amgen Inc.*<F5> 2,490 143,299 AmSouth BanCorp. 700 13,916 Anadarko Petroleum Corp. 500 22,750 Analog Devices, Inc.*<F5> 700 19,250 Andrew Corp.*<F5> 200 1,100 Anheuser-Busch Companies, Inc. 1,700 79,237 Anthem, Inc.*<F5> 300 19,875 AOL Time Warner Inc.*<F5> 8,800 95,568 Aon Corp. 600 12,408 Apache Corp. 357 22,041 Apartment Investment & Management Co. - Class A 200 7,296 Apollo Group, Inc. - Class A*<F5> 300 14,970 Apple Computer, Inc.*<F5> 700 9,898 Applera Corp. 400 6,332 Applied Materials, Inc.*<F5> 3,200 40,256 Applied Micro Circuits Corp.*<F5> 500 1,630 Archer-Daniels- Midland Co. 1,300 14,040 Ashland Inc. 100 2,967 AT&T Corp. 1,500 24,300 AT&T Wireless Services Inc.*<F5> 5,300 34,980 Autodesk, Inc. 200 3,052 Automatic Data Processing, Inc. 1,150 35,408 AutoNation, Inc.*<F5> 600 7,650 AutoZone, Inc.*<F5> 200 13,742 Avaya Inc.*<F5> 600 1,224 Avery Dennison Corp. 200 11,734 Avon Products, Inc. 500 28,525 Baker Hughes Inc. 700 20,951 Ball Corp. 100 5,570 Bank of America Corp. 2,900 193,836 The Bank of New York Co., Inc. 1,500 30,750 Bank One Corp. 2,300 79,626 C.R. Bard, Inc. 100 6,306 Bausch & Lomb Inc. 100 3,289 Baxter International Inc. 1,200 22,368 BB&T Corp. 900 28,287 The Bear Stearns Companies Inc. 200 13,120 Becton, Dickinson and Co. 500 17,220 Bed Bath & Beyond Inc.*<F5> 600 20,724 BellSouth Corp. 3,700 80,179 Bemis Co., Inc. 100 4,206 Best Buy Co., Inc.*<F5> 650 17,530 Big Lots, Inc.*<F5> 200 2,250 Biogen, Inc.*<F5> 300 8,988 Biomet, Inc. 500 15,325 BJ Services Co.*<F5> 300 10,317 The Black & Decker Corp. 200 6,972 BMC Software, Inc.*<F5> 500 7,545 The Boeing Co. 1,700 42,602 Boise Cascade Corp. 100 2,185 Boston Scientific Corp.*<F5> 800 32,608 Bristol-Myers Squibb Co. 3,800 80,294 Broadcom Corp. - Class A*<F5> 500 6,175 Brown-Forman Corp. - Class B 100 7,690 Brunswick Corp. 200 3,800 Burlington Northern Santa Fe Corp. 700 17,430 Burlington Resources Inc. 400 19,084 Calpine Corp.*<F5> 600 1,980 Campbell Soup Co. 800 16,800 Capital One Financial Corp. 400 12,004 Cardinal Health, Inc. 900 51,273 Carnival Corp. 1,200 28,932 Caterpillar Inc. 700 34,440 Cendant Corp.*<F5> 2,000 25,400 CenterPoint Energy, Inc. 500 3,525 Centex Corp. 100 5,436 CenturyTel, Inc. 300 8,280 Charter One Financial, Inc. 420 11,617 ChevronTexaco Corp. 2,086 134,860 Chiron Corp.*<F5> 400 15,000 The Chubb Corp. 300 13,296 CIENA Corp.*<F5> 800 3,496 CIGNA Corp. 300 13,716 Cincinnati Financial Corp. 300 10,521 Cinergy Corp. 300 10,095 Cintas Corp. 300 9,870 Circuit City Stores - Circuit City Group 300 1,560 Cisco Systems, Inc.*<F5> 14,000 181,720 Citigroup Inc. 10,100 347,945 Citizens Communications Co.*<F5> 600 5,988 Citrix Systems, Inc.*<F5> 300 3,948 Clear Channel Communications, Inc.*<F5> 1,250 42,400 The Clorox Co. 450 20,776 CMS Energy Corp. 200 882 The Coca-Cola Co. 4,900 198,352 Coca-Cola Enterprises Inc. 900 16,821 Colgate-Palmolive Co. 1,100 59,884 Comcast Corp. - Class A*<F5> 4,502 128,712 Comerica Inc. 300 11,364 Computer Associates International, Inc. 1,100 15,026 Computer Sciences Corp.*<F5> 300 9,765 Compuware Corp.*<F5> 600 2,034 Comverse Technology, Inc.*<F5> 400 4,524 ConAgra Foods, Inc. 1,100 22,088 Concord EFS, Inc.*<F5> 1,000 9,400 ConocoPhillips 1,314 70,430 Consolidated Edison, Inc. 400 15,388 Constellation Energy Group, Inc. 300 8,319 Convergys Corp.*<F5> 300 3,960 Cooper Industries, Ltd. - Class A 200 7,142 Cooper Tire & Rubber Co. 100 1,220 Adolph Coors Co. - Class B 100 4,850 Corning Inc.*<F5> 2,300 13,432 Costco Wholesale Corp.*<F5> 900 27,027 Countrywide Financial Corp. 200 11,500 Crane Co. 100 1,742 CSX Corp. 400 11,408 Cummins Inc. 100 2,460 CVS Corp. 800 19,080 Dana Corp. 300 2,118 Danaher Corp. 300 19,728 Darden Restaurants, Inc. 300 5,355 Deere & Co. 500 19,630 Dell Computer Corp.*<F5> 5,100 139,281 Delphi Corp. 1,100 7,513 Delta Air Lines, Inc. 200 1,780 Deluxe Corp. 100 4,013 Devon Energy Corp. 300 14,466 Dillard's, Inc. - Class A 200 2,584 The Walt Disney Co. 4,000 68,080 Dollar General Corp. 700 8,547 Dominion Resources, Inc. 600 33,222 R. R. Donnelley & Sons Co. 200 3,664 Dover Corp. 400 9,688 The Dow Chemical Co. 1,800 49,698 Dow Jones & Co., Inc. 200 7,088 DTE Energy Co. 300 11,595 E. I. du Pont de Nemours and Co. 2,000 77,720 Duke Energy Corp. 1,800 26,172 Dynegy Inc. - Class A 600 1,566 Eastman Chemical Co. 200 5,798 Eastman Kodak Co. 600 17,760 Eaton Corp. 100 6,995 eBay Inc.*<F5> 600 51,174 Ecolab Inc. 300 14,799 Edison International*<F5> 600 8,214 El Paso Corp. 1,145 6,927 Electronic Arts Inc.*<F5> 300 17,592 Electronic Data Systems Corp. 900 15,840 EMC Corp.*<F5> 4,300 31,089 Emerson Electric Co. 800 36,280 Engelhard Corp. 300 6,426 Entergy Corp. 400 19,260 EOG Resources, Inc. 200 7,912 Equifax Inc. 300 5,997 Equity Office Properties Trust 821 20,894 Equity Residential 500 12,035 Exelon Corp. 600 30,246 Exxon Mobil Corp. 13,200 461,340 Family Dollar Stores, Inc. 300 9,264 Fannie Mae 2,000 130,700 Federated Department Stores, Inc.*<F5> 400 11,208 FedEx Corp. 600 33,042 Fifth Third Bancorp 1,100 55,154 First Data Corp. 1,500 55,515 First Tennessee National Corp. 200 7,942 FirstEnergy Corp. 600 18,900 Fiserv, Inc.*<F5> 400 12,592 FleetBoston Financial Corp. 2,100 50,148 Fluor Corp. 200 6,736 Ford Motor Co. 3,600 27,072 Forest Laboratories, Inc.*<F5> 700 37,779 Fortune Brands, Inc. 300 12,861 FPL Group, Inc. 400 23,572 Franklin Resources, Inc. 500 16,455 Freddie Mac 1,400 74,340 Freeport-McMoRan Copper & Gold, Inc. - Class B*<F5> 300 5,115 Gannett Co., Inc. 500 35,215 The Gap, Inc. 1,700 24,633 Gateway, Inc.*<F5> 500 1,180 General Dynamics Corp. 400 22,028 General Electric Co. 19,600 499,800 General Mills, Inc. 700 31,885 General Motors Corp. 1,100 36,982 Genuine Parts Co. 300 9,153 Genzyme Corp.*<F5> 400 14,580 Georgia-Pacific Corp. 500 6,950 The Gillette Co. 2,100 64,974 Golden West Financial Corp. 300 21,579 The Goldman Sachs Group, Inc. 900 61,272 Goodrich Corp. 200 2,812 The Goodyear Tire & Rubber Co. 300 1,551 W.W. Grainger, Inc. 200 8,580 Great Lakes Chemical Corp. 100 2,220 Guidant Corp.*<F5> 600 21,720 H&R Block, Inc. 400 17,076 Halliburton Co. 900 18,657 Harley-Davidson, Inc. 600 23,826 Harrah's Entertainment, Inc.*<F5> 200 7,140 The Hartford Financial Services Group, Inc. 500 17,645 Hasbro, Inc. 300 4,167 Hercules Inc.*<F5> 200 1,740 Hershey Foods Corp. 300 18,798 Hewlett-Packard Co. 6,007 93,409 Hilton Hotels Corp. 700 8,127 H.J. Heinz Co. 700 20,440 The Home Depot, Inc. 4,600 112,056 Honeywell International Inc. 1,700 36,312 Humana Inc.*<F5> 300 2,880 Huntington Bancshares Inc. 500 9,295 Illinois Tool Works Inc. 600 34,890 IMS Health Inc. 500 7,805 Ingersoll-Rand Co. 300 11,577 Intel Corp. 13,000 211,640 International Business Machines Corp. 3,300 258,819 International Flavors & Fragrances Inc. 200 6,218 International Game Technology*<F5> 200 16,380 International Paper Co. 900 30,420 The Interpublic Group of Companies, Inc. 800 7,440 Intuit Inc.*<F5> 400 14,880 ITT Industries, Inc. 200 10,682 Jabil Circuit, Inc.*<F5> 400 7,000 Janus Capital Group Inc. 400 4,556 JDS Uniphase Corp.*<F5> 2,700 7,695 Jefferson-Pilot Corp. 300 11,544 John Hancock Financial Services, Inc. 600 16,668 Johnson & Johnson 5,800 335,646 Johnson Controls, Inc. 200 14,488 Jones Apparel Group, Inc.*<F5> 300 8,229 J.P. Morgan Chase & Co. 3,900 92,469 KB HOME 100 4,545 Kellogg Co. 800 24,520 Kerr-McGee Corp. 150 6,092 KeyCorp 800 18,048 KeySpan Corp. 300 9,675 Kimberly-Clark Corp. 1,050 47,733 Kinder Morgan, Inc. 200 9,000 King Pharmaceuticals, Inc.*<F5> 500 5,965 KLA-Tencor Corp.*<F5> 400 14,377 Knight-Ridder, Inc. 200 11,700 Kohl's Corp.*<F5> 700 39,606 The Kroger Co.*<F5> 1,500 19,725 Leggett & Platt, Inc. 400 7,312 Lehman Brothers Holdings Inc. 500 28,875 Lexmark International, Inc.*<F5> 250 16,738 Eli Lilly and Co. 2,200 125,730 Limited Brands 1,000 12,870 Lincoln National Corp. 300 8,400 Linear Technology Corp. 600 18,522 Liz Claiborne, Inc. 200 6,184 Lockheed Martin Corp. 900 42,795 Loews Corp. 400 15,936 Louisiana-Pacific Corp.*<F5> 200 1,586 Lowe's Companies, Inc. 1,500 61,230 LSI Logic Corp.*<F5> 700 3,164 Lucent Technologies Inc.*<F5> 7,700 11,319 Manor Care, Inc.*<F5> 200 3,846 Marathon Oil Corp. 600 14,382 Marriott International, Inc. - Class A 500 15,905 Marsh & McLennan Companies, Inc. 1,100 46,893 Marshall & Ilsley Corp. 400 10,224 Masco Corp. 1,000 18,620 Mattel, Inc. 900 20,250 Maxim Integrated Products, Inc.*<F5> 600 21,672 The May Department Stores Co. 600 11,934 Maytag Corp. 200 3,806 MBIA Inc. 300 11,592 MBNA Corp. 2,550 38,377 McCormick & Company, Inc. 200 4,828 McDermott International, Inc.*<F5> 100 290 McDonald's Corp. 2,500 36,150 The McGraw-Hill Companies, Inc. 400 22,236 McKesson Corp. 600 14,958 MeadWestvaco Corp. 400 9,112 MedImmune, Inc.*<F5> 500 16,415 Medtronic, Inc. 2,350 106,032 Mellon Financial Corp. 800 17,008 Merck & Co. Inc. 4,450 243,771 Mercury Interactive Corp.*<F5> 200 5,936 Meredith Corp. 100 3,818 Merrill Lynch & Co., Inc. 1,700 60,180 MetLife, Inc. 1,400 36,932 MGIC Investment Corp. 200 7,854 Micron Technology, Inc.*<F5> 1,200 9,768 Microsoft Corp. 21,000 508,410 Millipore Corp. 100 3,270 Mirant Corp.*<F5> 700 1,120 Molex Inc. 400 8,592 Monsanto Co. 500 8,200 Moody's Corp. 300 13,869 Morgan Stanley 2,100 80,535 Motorola, Inc. 4,500 37,170 Nabors Industries, Ltd.*<F5> 300 11,961 National City Corp. 1,200 33,420 National Semiconductor Corp.*<F5> 400 6,816 Navistar International Corp.*<F5> 100 2,461 NCR Corp.*<F5> 200 3,668 Network Appliance, Inc.*<F5> 700 7,833 The New York Times Co. - Class A 300 12,945 Newell Rubbermaid Inc. 500 14,175 Newmont Mining Corp. 800 20,920 Nextel Communications, Inc. - Class A*<F5> 1,900 25,441 Nicor Inc. 100 2,732 NIKE, Inc. - Class B 500 25,710 NiSource Inc. 500 9,100 Noble Corp.*<F5> 300 9,426 Nordstrom, Inc. 300 4,860 Norfolk Southern Corp. 800 14,848 North Fork BanCorp., Inc. 300 8,835 Northern Trust Corp. 400 12,180 Northrop Grumman Corp. 407 34,921 Novell, Inc.*<F5> 600 1,290 Novellus Systems, Inc.*<F5> 300 8,181 Nucor Corp. 200 7,634 NVIDIA Corp.*<F5> 300 3,855 Occidental Petroleum Corp. 700 20,972 Office Depot, Inc.*<F5> 600 7,098 Omnicom Group Inc. 400 21,668 Oracle Corp.*<F5> 10,300 111,745 PACCAR Inc. 250 12,568 Pactiv Corp.*<F5> 300 6,090 Pall Corp. 200 4,000 Parametric Technology Corp.*<F5> 400 868 Parker-Hannifin Corp. 200 7,748 Paychex, Inc. 725 19,916 J.C. Penney Co., Inc. (Holding Company) 500 9,820 Peoples Energy Corp. 100 3,577 PeopleSoft, Inc.*<F5> 600 9,180 The Pepsi Bottling Group, Inc. 550 9,862 PepsiCo, Inc. 3,350 134,000 PerkinElmer, Inc. 200 1,778 Pfizer Inc. 12,100 377,036 PG&E Corp.*<F5> 800 10,760 Phelps Dodge Corp.*<F5> 200 6,496 Pinnacle West Capital Corp. 200 6,648 Pitney Bowes Inc. 500 15,960 Plum Creek Timber Co., Inc. 400 8,636 PMC-Sierra, Inc.*<F5> 300 1,785 PNC Financial Services Group 600 25,428 Power-One, Inc.*<F5> 100 440 PPG Industries, Inc. 300 13,524 PPL Corp. 300 10,683 Praxair, Inc. 300 16,905 Principal Financial Group, Inc.*<F5> 700 18,998 The Procter & Gamble Co. 2,600 231,530 Progress Energy, Inc. 500 19,575 The Progressive Corp. 400 23,724 Providian Financial Corp.*<F5> 600 3,936 Prudential Financial, Inc.*<F5> 1,100 32,175 Public Service Enterprise Group Inc. 400 14,676 Pulte Homes, Inc. 100 5,015 QLogic Corp.*<F5> 200 7,428 QUALCOMM Inc.*<F5> 1,500 54,090 Quest Diagnostics Inc.*<F5> 200 11,938 Quintiles Transnational Corp.*<F5> 200 2,432 Qwest Communications International Inc.*<F5> 3,200 11,168 RadioShack Corp. 300 6,687 Raytheon Co. 800 22,696 Reebok International Ltd.*<F5> 100 3,285 Regions Financial Corp. 400 12,960 R.J. Reynolds Tobacco Holdings, Inc. 200 6,452 Robert Half International Inc.*<F5> 300 3,993 Rockwell Automation, Inc. 400 8,280 Rockwell Collins, Inc. 400 7,348 Rohm and Haas Co. 400 11,912 Rowan Companies, Inc. 200 3,932 T. Rowe Price Group Inc. 200 5,424 Ryder System, Inc. 100 2,051 Sabre Holdings Corp. 300 4,773 SAFECO Corp. 300 10,491 Safeway Inc.*<F5> 900 17,037 Sanmina-SCI Corp.*<F5> 900 3,636 Sara Lee Corp. 1,500 28,050 SBC Communications Inc. 6,500 130,390 Schering-Plough Corp. 2,900 51,707 Schlumberger Ltd. 1,150 43,712 The Charles Schwab Corp. 2,650 19,133 Scientific-Atlanta, Inc. 300 4,122 Sealed Air Corp.*<F5> 200 8,026 Sears, Roebuck and Co. 600 14,490 Sempra Energy 400 9,984 The Sherwin-Williams Co. 300 7,929 Siebel Systems, Inc.*<F5> 1,000 8,010 Sigma-Aldrich Corp. 150 6,674 Simon Property Group, Inc. 400 14,332 SLM Corp. 300 33,276 Snap-on Inc. 100 2,476 Solectron Corp.*<F5> 1,600 4,832 The Southern Co. 1,400 39,816 SouthTrust Corp. 700 17,871 Southwest Airlines Co. 1,500 21,540 Sprint Corp. - FON Group 1,800 21,150 Sprint Corp. - PCS Group*<F5> 2,000 8,720 St. Jude Medical, Inc.*<F5> 300 14,625 The St. Paul Companies, Inc. 400 12,720 The Stanley Works 200 4,798 Staples, Inc.*<F5> 900 16,497 Starbucks Corp.*<F5> 800 20,608 Starwood Hotels & Resorts Worldwide, Inc. 400 9,516 State Street Corp. 600 18,978 Stryker Corp. 400 27,460 Sun Microsystems, Inc.*<F5> 6,100 19,886 SunGard Data Systems Inc.*<F5> 600 12,780 Sunoco, Inc. 200 7,314 SunTrust Banks, Inc. 600 31,590 SUPERVALU INC. 300 4,650 Symantec Corp.*<F5> 300 11,754 Symbol Technologies, Inc. 500 4,305 Synovus Financial Corp. 600 10,734 Sysco Corp. 1,300 33,072 Target Corp. 1,800 52,668 TECO Energy, Inc. 300 3,189 Tektronix, Inc.*<F5> 200 3,430 Tellabs, Inc.*<F5> 800 4,632 Temple-Inland Inc. 100 3,740 Teradyne, Inc.*<F5> 400 4,656 Texas Instruments Inc. 3,400 55,658 Textron, Inc. 300 8,238 Thermo Electron Corp.*<F5> 300 5,430 Thomas & Betts Corp.*<F5> 100 1,418 Tiffany & Co. 300 7,500 The TJX Companies, Inc. 1,000 17,600 TMP Worldwide Inc.*<F5> 200 2,146 Torchmark Corp. 200 7,160 Toys R Us, Inc.*<F5> 400 3,348 Transocean Inc. 600 12,270 Travelers Property Casualty Corp. - Class B*<F5> 1,981 27,952 Tribune Co. 600 27,006 Tupperware Corp. 100 1,382 TXU Corp. 600 10,710 Tyco International Ltd. 3,900 50,154 Union Pacific Corp. 500 27,500 Union Planters Corp. 400 10,516 Unisys Corp.*<F5> 600 5,556 United Parcel Service, Inc. - Class B 2,200 125,400 United States Steel Corp. 200 1,966 United Technologies Corp. 900 52,002 UnitedHealth Group Inc. 600 55,002 Univision Communications Inc. - Class A*<F5> 500 12,255 Unocal Corp. 500 13,155 UnumProvident Corp. 500 4,900 U.S. Bancorp 3,800 72,124 UST Inc. 300 8,280 VERITAS Software Corp.*<F5> 800 14,064 Verizon Communications Inc. 5,337 188,663 V. F. Corp. 200 7,526 Viacom Inc. - Class B*<F5> 3,500 127,820 Visteon Corp. 300 1,782 Vulcan Materials Co. 200 6,046 Wachovia Corp. 2,700 91,989 Wal-Mart Stores, Inc. 8,700 452,661 Walgreen Co. 2,000 58,960 Washington Mutual, Inc. 1,895 66,837 Waste Management, Inc. 1,200 25,416 Waters Corp.*<F5> 300 6,348 Watson Pharmaceuticals, Inc.*<F5> 200 5,754 WellPoint Health Networks Inc.*<F5> 300 23,025 Wells Fargo & Co. 3,300 148,467 Wendy's International, Inc. 200 5,502 Weyerhaeuser Co. 400 19,132 Whirlpool Corp. 100 4,903 The Williams Companies, Inc. 1,000 4,580 Winn-Dixie Stores, Inc. 300 3,966 Worthington Industries, Inc. 200 2,386 Wm. Wrigley Jr. Co. 400 22,600 Xcel Energy, Inc. 800 10,248 Xerox Corp.*<F5> 1,400 12,180 Xilinx, Inc.*<F5> 700 16,387 XL Capital Ltd. - Class A 300 21,234 Yahoo! Inc.*<F5> 1,200 28,824 Yum! Brands, Inc.*<F5> 600 14,598 Zimmer Holdings, Inc.*<F5> 400 19,452 Zions BanCorp. 200 8,556 ----------- TOTAL COMMON STOCKS (COST $19,277,343) 15,116,281 ----------- Short-Term Principal Investment (0.1%) Amount - ----------------- --------- U.S. Treasury Bill, 1.1350% $10,000 9,973 ----------- TOTAL SHORT-TERM INVESTMENT (COST $9,973) 9,973 ----------- TOTAL INVESTMENTS (99.3%) (COST $19,287,316) 15,126,254 ----------- OTHER ASSETS, LESS LIABILITIES (0.7%) 107,907 ----------- TOTAL NET ASSETS (100.0%) $15,234,161 ----------- ----------- *<F5> Non-income producing security. The accompanying Notes to Financial Statements are an integral part of this schedule. SCHEDULE OF FUTURES CONTRACTS AS OF MARCH 31, 2003 (UNAUDITED) THE CATHOLIC EQUITY FUND Unrealized Futures Contracts Purchased Contracts Depreciation - --------------------------- --------- ------------ S&P 500 Index E-mini Futures Contracts Expiring June 2003 (Underlying Face Amount at Market Value $127,050) 3 $(663) ----- TOTAL FUTURES CONTRACTS PURCHASED $(663) ----- ----- The accompanying Notes to Financial Statements are an integral part of this schedule. SCHEDULE OF INVESTMENTS AS OF MARCH 31, 2003 (UNAUDITED) THE CATHOLIC MONEY MARKET FUND Principal Amortized Commercial Paper (74.6%) Amount Cost - ------------------------ --------- --------- Alaska Housing Finance, 1.28%, 4/01/03 $580,000 $580,000 Compass Securitization, 1.27%, 4/04/03 r<F6> 350,000 349,963 Duke University, 1.27%, 4/07/03 570,000 569,879 Erasmus Capital Corp., 1.24%, 4/11/03 r<F6> 550,000 549,811 Forrestal Funding Master Trust, 1.24%, 4/07/03 r<F6> 550,000 549,886 Marshall & Ilsley Corp., 1.235%, 4/15/03 525,000 524,748 Old Line Funding Corp., 1.25%, 4/02/03 r<F6> 350,000 349,988 Salomon Smith Barney Holdings, 1.24%, 4/02/03 525,000 524,982 Spintab-Swedmortgage AB, 1.26%, 5/07/03 350,000 349,559 Steamboat Funding Corp., 1.31%, 4/10/03 r<F6> 500,000 499,836 Stellar Funding Group, 1.28%, 5/08/03 r<F6> 500,000 499,342 Svenska Handelsbank, Inc., 1.25%, 4/22/03 550,000 549,599 Sydney Capital Corp., 1.26%, 4/16/03 r<F6> 330,000 329,827 Tasman Funding, Inc., 1.24%, 4/09/03 r<F6> 550,000 549,848 UBN Delaware, Inc., 1.27%, 5/28/03 575,000 573,844 Waterfront Funding Corp., 1.40%, 4/01/03 r<F6> 540,000 540,000 Yorkshire Building Society, 1.26%, 4/24/03 500,000 499,598 ----------- TOTAL COMMERCIAL PAPER 8,390,710 ----------- Taxable Municipal Bonds (25.3%) - ------------------------------- California Pollution Control, 1.30%, 5/06/03 500,000 500,000 Cornerstone Funding Corp., 1.39%, 1/01/22 351,000 351,000 Gulf Coast Waste Disposal, 1.28%, 5/05/03 500,000 500,000 Oakland - Alameda Coliseum, 1.30%, 4/11/03 500,000 500,000 Oakland - Alameda Coliseum, 1.27%, 6/06/03 500,000 500,000 Parish of Calcasieu, 1.285%, 4/30/03 500,000 500,000 ----------- TOTAL TAXABLE MUNICIPAL BONDS 2,851,000 ----------- Variable Rate Demand Note (0.1%) - -------------------------------- U.S. Bank, N.A., 1.0588% $11,257 $11,257 ----------- TOTAL VARIABLE RATE DEMAND NOTE 11,257 ----------- TOTAL INVESTMENTS (100.0%) 11,252,967 ----------- LIABILITIES, LESS OTHER ASSETS (0.0%) (1,045) ----------- TOTAL NET ASSETS (100.0%) $11,251,922 ----------- ----------- r<F6> - Section 4(2) paper which is unregistered and restricted on its resale. The Portfolio's Adviser has determined these securities to be liquid. The amortized cost of such securities was $4,218,501 (37.5% of net assets) at March 31, 2003. The accompanying Notes to Financial Statements are an integral part of this schedule. STATEMENTS OF ASSETS & LIABILITIES AS OF MARCH 31, 2003 (UNAUDITED) The Catholic The Catholic Equity Fund Money Market Fund ----------- ----------------- ASSETS - ------ Investments, at cost $19,287,316 $11,252,967 ----------- ----------- Investments, at value $15,126,254 $11,252,967 Cash 51,412 -- Income receivable 21,738 3,206 Receivable for investments sold 25,496 -- Receivable for Fund shares sold -- 172 Receivable from adviser 13,609 1,787 Other assets 38,212 14,016 ----------- ----------- TOTAL ASSETS 15,276,721 11,272,148 ----------- ----------- LIABILITIES - ----------- Payable for investments purchased 12,072 -- Payable for Fund shares redeemed 1,993 -- Payable to broker 2,385 -- Dividends payable -- 3 Accrued expenses and other liabilities 26,110 20,223 ----------- ----------- TOTAL LIABILITIES 42,560 20,226 ----------- ----------- NET ASSETS $15,234,161 $11,251,922 ----------- ----------- ----------- ----------- NET ASSETS CONSIST OF: - ---------------------- Paid in capital $21,424,671 $11,251,922 Undistributed net investment income 42,179 -- Undistributed net realized loss on investments sold and futures contracts (2,070,964) -- Net unrealized depreciation on: Investments (4,161,062) -- Futures contracts (663) -- ----------- ----------- NET ASSETS $15,234,161 $11,251,922 ----------- ----------- ----------- ----------- CLASS A SHARES - -------------- Net assets $3,030,832 $11,251,922 Shares authorized ($0.001 par value) 100,000,000(1)<F7> 400,000,000 Shares issued and outstanding 447,201 11,251,922 Net asset value, redemption price and minimum offering price per share $6.78 $1.00 Maximum offering price per share ($6.78/0.96) $7.06 $1.00 CLASS C SHARES - -------------- Net assets $3,595 -- Shares authorized ($0.001 par value) 100,000,000(1)<F7> -- Shares issued and outstanding 533 -- Net asset value and offering price per share $6.75(2)<F8> -- CLASS I SHARES - -------------- Net assets $12,199,734 -- Shares authorized ($0.001 par value) 100,000,000(1)<F7> -- Shares issued and outstanding 1,803,043 -- Net asset value, redemption price and offering price per share $6.77 -- (1)<F7> Represents authorized shares of the Fund. Authorized shares are not allotted to the separate classes. (2)<F8> Amount does not recalculate due to rounding. The accompanying Notes to Financial Statements are an integral part of these statements. STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED MARCH 31, 2003 (UNAUDITED) The Catholic The Catholic Equity Fund Money Market Fund ----------- ----------------- INVESTMENT INCOME - ----------------- Dividend income $136,948 $ -- Interest income 154 85,409 -------- ------- TOTAL INCOME 137,102 85,409 -------- ------- EXPENSES - -------- Transfer agent fees and expenses 41,624 17,542 Investment advisory fees 36,316 17,389 Portfolio accounting fees 29,606 17,012 Federal and state registration fees 12,320 6,224 Audit fees 6,917 6,046 Legal fees 5,932 4,322 Printing and postage expenses 5,163 2,478 12b-1 fees - Class A 3,889 2,898 12b-1 fees - Class C 14 -- Custody fees 1,638 3,822 Directors' fees and expenses 1,485 1,472 Other 8,503 4,335 -------- ------- TOTAL EXPENSES 153,407 83,540 -------- ------- Less waivers and reimbursements by adviser (98,666) (28,476) -------- ------- NET EXPENSES 54,741 55,064 -------- ------- NET INVESTMENT INCOME 82,361 30,345 -------- ------- -------- ------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS - -------------------------------------------------- Net realized loss on: Investments (61,182) -- Futures contracts (2,033) -- Net change in unrealized appreciation/depreciation on: Investments 541,846 -- Futures contracts (663) -- -------- ------- NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS 477,968 -- -------- ------- CHANGE IN NET ASSETS RESULTING FROM OPERATIONS $560,329 $30,345 -------- ------- -------- ------- The accompanying Notes to Financial Statements are an integral part of these statements. STATEMENTS OF CHANGES IN NET ASSETS THE CATHOLIC EQUITY FUND For the Six For the Months Ended Year Ended March 31, 2003 September 30, (Unaudited) 2002(1)<F9> -------------- ------------- OPERATIONS - ---------- Net investment income $82,361 $51,887 Net realized loss on investments sold and futures contracts (63,215) (957,717) Net change in unrealized appreciation/depreciation on investments and futures contracts 541,183 (3,719,227) ----------- ----------- CHANGE IN NET ASSETS RESULTING FROM OPERATIONS 560,329 (4,625,057) ----------- ----------- DISTRIBUTIONS TO CLASS A SHAREHOLDERS - ------------------------------------- Distributions from net investment income (10,347) -- Distributions from net realized gain on investments -- (93,974) DISTRIBUTIONS TO CLASS C SHAREHOLDERS - ------------------------------------- Distributions from net investment income (20) -- DISTRIBUTIONS TO CLASS I SHAREHOLDERS - ------------------------------------- Distributions from net investment income (89,356) -- ----------- ----------- CHANGE IN NET ASSETS FROM DISTRIBUTIONS TO SHAREHOLDERS (99,723) (93,974) ----------- ----------- CAPITAL SHARE TRANSACTIONS - -------------------------- Proceeds from shareholder purchases 2,147,116 12,592,074 Net proceeds from acquisition (Note 7) -- 11,898,101 Net asset value of shares issued to shareholders in payment of distributions declared 99,325 87,639 Cost of shares redeemed (173,194) (11,683,790) ----------- ----------- CHANGE IN NET ASSETS FROM CAPITAL SHARE TRANSACTIONS 2,073,247 12,894,024 ----------- ----------- CHANGE IN NET ASSETS 2,533,853 8,174,993 ----------- ----------- ----------- ----------- NET ASSETS, BEGINNING OF PERIOD 12,700,308 4,525,315 ----------- ----------- ----------- ----------- NET ASSETS, END OF PERIOD $15,234,161 $12,700,308 ----------- ----------- ----------- ----------- UNDISTRIBUTED NET INVESTMENT INCOME $42,179 $59,541 ----------- ----------- ----------- ----------- (1)<F9> Information contained in this statement for the period October 1, 2001 through April 2, 2002 reflects the operations of The Catholic Disciplined Capital Appreciation Fund. The information for the period April 3, 2002 through September 30, 2002 reflects the operations for The Catholic Equity Fund. The accompanying Notes to Financial Statements are an integral part of these statements. STATEMENTS OF CHANGES IN NET ASSETS THE CATHOLIC MONEY MARKET FUND For the Six For the Months Ended Year Ended March 31, 2003 September 30, (Unaudited) 2002 -------------- ------------- OPERATIONS - ---------- Net investment income $30,345 $128,472 ----------- ----------- CHANGE IN NET ASSETS RESULTING FROM OPERATIONS 30,345 128,472 ----------- ----------- DISTRIBUTIONS TO SHAREHOLDERS - ----------------------------- Distributions from net investment income (30,345) (128,472) ----------- ----------- CHANGE IN NET ASSETS FROM DISTRIBUTIONS TO SHAREHOLDERS (30,345) (128,472) ----------- ----------- CAPITAL SHARE TRANSACTIONS - -------------------------- Proceeds from shareholder purchases 273,942 2,366,833 Net asset value of shares issued to shareholders in payment of distributions declared 30,268 128,006 Cost of shares redeemed (889,721) (3,016,288) ----------- ----------- CHANGE IN NET ASSETS FROM CAPITAL SHARE TRANSACTIONS (585,511) (521,449) ----------- ----------- CHANGE IN NET ASSETS (585,511) (521,449) ----------- ----------- ----------- ----------- NET ASSETS, BEGINNING OF PERIOD 11,837,433 12,358,882 ----------- ----------- ----------- ----------- NET ASSETS, END OF PERIOD $11,251,922 $11,837,433 ----------- ----------- ----------- ----------- The accompanying Notes to Financial Statements are an integral part of these statements. FINANCIAL HIGHLIGHTS THE CATHOLIC EQUITY FUND - CLASS A For the Six For the For the For the For the Months Ended Year Ended Year Ended Year Ended Period Ended March 31, 2003 Sept. 30, Sept. 30, Sept. 30, Sept. 30, (Unaudited) 2002(9)<F18> 2001(9)<F18> 2000(9)<F18> 1999(1)<F10>(9)<F18> -------------- ------------ ------------ ------------ -------------------- NET ASSET VALUE, BEGINNING OF PERIOD $6.48 $8.43 $10.95 $9.69 $10.00 ----- ----- ------ ------ ------ Net investment income (loss) 0.03 0.06 (0.04)(7)<F16> (0.03)(7)<F16> --(8)<F17> Net realized and unrealized gain (loss) on investments 0.29 (1.83) (2.45) 1.31 (0.31) ----- ----- ------ ------ ------ TOTAL FROM INVESTMENT OPERATIONS 0.32 (1.77) (2.49) 1.28 (0.31) ----- ----- ------ ------ ------ Distributions from net investment income (0.02) -- -- -- -- Distributions from net realized gain on investments -- (0.18) (0.03) (0.02) -- ----- ----- ------ ------ ------ TOTAL DISTRIBUTIONS (0.02) (0.18) (0.03) (0.02) -- ----- ----- ------ ------ ------ NET ASSET VALUE, END OF PERIOD $6.78 $6.48 $8.43 $10.95 $9.69 ----- ----- ------ ------ ------ ----- ----- ------ ------ ------ Total return(2)<F11> 4.97%(3)<F12> (21.65)% (22.81)% 13.16% 3.10%(3)<F12> RATIOS TO AVERAGE NET ASSETS - ---------------------------- Expenses(4)<F13>(5)<F14> 0.95% 1.23% 1.75% 1.75% 1.75% Net investment income (loss)(4)<F13>(5)<F14> 1.86% 0.31% (0.45)% (0.33)% (0.03)% Expenses(4)<F13>(6)<F15> 2.31% 2.48% 3.05% 3.31% 4.83% Net investment income (loss)(4)<F13>(6)<F15> 0.50% (0.94)% (1.75)% (1.89)% (3.11)% Net assets, end of period $3,030,832 $2,865,775 $4,525,315 $4,671,129 $3,365,592 Portfolio turnover rate 0.88%(3)<F12> 31.23%(3)<F12> 39.17% 28.78% 2.44%(3)<F12> (1)<F10> Reflects operations for the period from May 3, 1999 (commencement of operations), to September 30, 1999. (2)<F11> Based on net asset value, which does not reflect the sales charge. (3)<F12> Not annualized. (4)<F13> Computed on an annualized basis. (5)<F14> Net of waivers and reimbursements by adviser. (6)<F15> Gross of waivers and reimbursements by adviser. (7)<F16> Per share net investment loss has been calculated prior to tax adjustments. (8)<F17> Less than one cent per share. (9)<F18> Information for the periods ended September 30, 1999, 2000, 2001 and October 1, 2001 through April 2, 2002 reflect the operations of The Catholic Disciplined Capital Appreciation Fund. Information for the period April 3, 2002 through September 30, 2002 reflects the operations of The Catholic Equity Fund. The accompanying Notes to Financial Statements are an integral part of these statements. THE CATHOLIC EQUITY FUND - CLASS C For the Six For the Months Ended Period Ended March 31, 2003 September 30, (Unaudited) 2002(1)<F19> -------------- ------------- NET ASSET VALUE, BEGINNING OF PERIOD $6.48 $8.92 ----- ----- Net investment income 0.03 0.01 Net realized and unrealized gain (loss) on investments 0.28 (2.45) ----- ----- TOTAL FROM INVESTMENT OPERATIONS 0.31 (2.44) ----- ----- Distributions from net investment income (0.04) -- ----- ----- TOTAL DISTRIBUTIONS (0.04) -- ----- ----- NET ASSET VALUE, END OF PERIOD $6.75 $6.48 ----- ----- ----- ----- Total return(2)<F20> 4.89%(3)<F21> (27.47)%(3)<F21> RATIOS TO AVERAGE NET ASSETS - ---------------------------- Expenses(4)<F22>(5)<F23> 1.20% 1.20% Net investment income (loss)(4)<F22>(5)<F23> (0.05)% 0.67% Expenses(4)<F22>(6)<F24> 2.81% 3.71% Net investment loss(4)<F22>(6)<F24> (1.66)% (1.84)% Net assets, end of period $3,595 $3,432 Portfolio turnover rate 0.88%(3)<F21> 31.23%(3)<F21> (1)<F19> Reflects operations for the period from April 9, 2002 (commencement of operations), to September 30, 2002. (2)<F20> Based on net asset value, which does not reflect the sales charge. (3)<F21> Not annualized. (4)<F22> Computed on an annualized basis. (5)<F23> Net of waivers and reimbursements by adviser. (6)<F24> Gross of waivers and reimbursements by adviser. The accompanying Notes to Financial Statements are an integral part of these statements. THE CATHOLIC EQUITY FUND - CLASS I For the Six For the Months Ended Period Ended March 31, 2003 September 30, (Unaudited) 2002(1)<F25> -------------- ------------- NET ASSET VALUE, BEGINNING OF PERIOD $6.49 $9.02 ----- ----- Net investment income 0.04 0.02 Net realized and unrealized gain (loss) on investments 0.29 (2.55) ----- ----- TOTAL FROM INVESTMENT OPERATIONS 0.33 (2.53) ----- ----- Distributions from net investment income (0.05) -- ----- ----- TOTAL DISTRIBUTIONS (0.05) -- ----- ----- NET ASSET VALUE, END OF PERIOD $6.77 $6.49 ----- ----- ----- ----- Total return 5.10%(2)<F26> (28.05)%(2)<F26> RATIOS TO AVERAGE NET ASSETS - ---------------------------- Expenses(3)<F27>(4)<F28> 0.70% 0.70% Net investment income(3)<F27>(4)<F28> 0.23% 1.03% Expenses(3)<F27>(5)<F29> 2.06% 2.55% Net investment loss(3)<F27>(5)<F29> (1.13)% (0.82)% Net assets, end of period $12,199,734 $9,831,101 Portfolio turnover rate 0.88%(2)<F26> 31.23%(2)<F26> (1)<F25> Reflects operations for the period from April 3, 2002 (commencement of operations), to September 30, 2002. (2)<F26> Not annualized. (3)<F27> Computed on an annualized basis. (4)<F28> Net of waivers and reimbursements by adviser. (5)<F29> Gross of waivers and reimbursements by adviser. The accompanying Notes to Financial Statements are an integral part of these statements. THE CATHOLIC MONEY MARKET FUND For the Six For the For the For the Months Ended Year Ended Year Ended Period Ended March 31, 2003 September 30, September 30, September 30, (Unaudited) 2002 2001 2000(1)<F30> -------------- ------------- ------------- ------------ NET ASSET VALUE, BEGINNING OF PERIOD $1.00 $1.00 $1.00 $1.00 ----- ----- ----- ----- Net investment income --(2)<F31> 0.01 0.04 0.04 ----- ----- ----- ----- TOTAL FROM INVESTMENT OPERATIONS --(2)<F31> 0.01 0.04 0.04 ----- ----- ----- ----- Distributions from net investment income --(2)<F31> (0.01) (0.04) (0.04) ----- ----- ----- ----- TOTAL DISTRIBUTIONS --(2)<F31> (0.01) (0.04) (0.04) ----- ----- ----- ----- NET ASSET VALUE, END OF PERIOD $1.00 $1.00 $1.00 $1.00 ----- ----- ----- ----- ----- ----- ----- ----- Total return 0.26%(3)<F32> 1.09% 4.45% 4.08%(3)<F32> RATIOS TO AVERAGE NET ASSETS - ---------------------------- Expenses(4)<F33>(5)<F34> 0.95% 0.95% 0.91% 0.91% Net investment income(4)<F33>(5)<F34> 0.52% 1.08% 4.35% 5.34% Expenses(4)<F33>(6)<F35> 1.44% 1.30% 1.05% 1.19% Net investment income(4)<F33>(6)<F35> 0.03% 0.73% 4.21% 5.06% Net assets, end of period $11,251,922 $11,837,433 $12,358,882 $11,020,977 (1)<F30> Reflects operations for the period from January 7, 2000 (commencement of operations), to September 30, 2000. (2)<F31> Less than one cent per share. (3)<F32> Not annualized. (4)<F33> Computed on an annualized basis. (5)<F34> Net of waivers and reimbursements by adviser. (6)<F35> Gross of waivers and reimbursements by adviser. The accompanying Notes to Financial Statements are an integral part of these statements. NOTES TO FINANCIAL STATEMENTS AS OF MARCH 31, 2003 (UNAUDITED) 1. ORGANIZATION - --------------- The Catholic Funds, Inc. (the "Company") was incorporated on December 16, 1998, as a Maryland Corporation and is registered as an open-end management investment company under the Investment Company Act of 1940, as amended. The Company consists of two diversified series: The Catholic Equity and Money Market Funds (the "Funds"). At the close of business on April 2, 2002, The Catholic Equity Fund ("Equity Fund") acquired, through a non-taxable reorganization, substantially all of the net assets of The Catholic Equity Income, Large-Cap Growth and Disciplined Capital Appreciation Funds. The Catholic Disciplined Capital Appreciation Fund ("Disciplined Capital Appreciation Fund") was deemed to be the accounting survivor of the reorganization. In 2002, the Company designated three classes of Equity Fund shares: Class A, Class C and Class I. The three classes differ principally in their respective distribution expenses and arrangements as well as their respective sales and redemption fee arrangements. All classes of shares have identical rights to earnings, assets and voting privileges, except for class specific expenses and exclusive rights to vote on matters affecting only individual classes. All outstanding shares of the Disciplined Capital Appreciation Fund were redesignated as Class A shares effective on March 25, 2002. Class A shares are subject to an initial maximum sales charge of 4.00% imposed at the time of purchase. The sales charge declines as the amount purchased increases in accordance with the Fund's prospectus. Class C shares became effective on March 25, 2002 and commenced operations on April 9, 2002. Class C shares are subject to a contingent deferred sales charge ("CDSC") for redemptions made within one year of purchase, in accordance with the Fund's prospectus. The CDSC is 1.00% of the lesser of the original purchase price or the cost of shares being redeemed. Class I shares became effective on March 25, 2002 and commenced operations on April 3, 2002. Class I shares are no-load shares. The Catholic Money Market Fund became effective on November 8, 1999 and commenced operations on January 7, 2000. The Funds are both managed by Catholic Financial Services Corporation (the "Adviser"). 2. SIGNIFICANT ACCOUNTING POLICIES - ---------------------------------- The following is a summary of significant accounting policies consistently followed by the Funds in preparation of their financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (i.e., GAAP). A) INVESTMENT VALUATION Securities traded over-the-counter or on a national securities exchange are valued on the basis of market value in their principal and most representative market. Securities where the principal and most representative market is a national securities exchange are valued at the latest reported sale price on such exchange that day. Exchange-traded securities for which there were no transactions that day are valued at the latest bid prices. Securities traded on only over-the-counter markets are valued at the latest bid prices. Debt securities (other than short-term obligations) are valued at prices furnished by a pricing service, subject to review by the Funds' Adviser. Short-term obligations (maturing within 60 days) are valued on an amortized cost basis, which approximates market value. Securities for which quotations are not readily available and other assets are valued at fair value as determined in good faith by the Adviser under the supervision of the board of directors. B) STOCK INDEX FUTURES CONTRACTS The Catholic Equity Fund may purchase and sell stock index futures contracts. Upon entering into a contract, the Fund deposits and maintains as collateral such initial margin as required by the exchange on which the transaction is effected. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains and losses. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. As collateral for futures contracts, the Fund is required under the 1940 Act to maintain assets consisting of cash, cash equivalents or liquid securities. The Fund's exposure on a futures contract is equal to the amount paid for the contract by the Fund. C) FEDERAL INCOME TAXES The Funds intend to comply with the requirements of Subchapter M of the Internal Revenue Code necessary to qualify as regulated investment companies and to make the requisite distributions of income and capital gains to their shareholders sufficient to relieve it from all or substantially all federal income taxes. Therefore, no federal income tax provision has been recorded. D) DISTRIBUTIONS TO SHAREHOLDERS The Catholic Equity Fund will distribute any net investment income and any net realized long or short-term capital gains at least annually. The Catholic Money Market Fund pays dividends monthly. Distributions from net realized gains for book purposes may include short-term capital gains. All short-term capital gains are included in ordinary income for tax purposes. Distributions to shareholders are recorded on the ex-dividend date. The Funds may also pay a special distribution at the end of the calendar year to comply with federal tax requirements. The tax character of distributions paid during the year ended September 30, 2002 were as follows: Ordinary Long-term income capital gains -------- ------------- Equity Fund $ -- $93,974 Money Market Fund 128,472 -- Due to inherent differences in the recognition of income, expenses and realized gains/losses under GAAP and federal income tax purposes, permanent differences between book and tax basis of reporting have been identified and appropriately reclassified on the Statements of Assets and Liabilities. The tax components of distributable earnings, capital loss carryforwards (expiring in varying amounts through 2009), and post-October losses as of September 30, 2002, which are not recognized for tax purposes until the first day of the following fiscal year, are: Ordinary Long-term Net capital loss Post-October income capital gains carryforwards losses -------- ------------ ---------------- ------------ Equity Fund $59,428 $ -- $1,166,045 $387,189 E) EXPENSES Each Fund is charged for those expenses that are directly attributable to it, such as investment advisory and custody fees. Expenses that are not directly attributable to a Fund or to any class of shares of the Equity Fund are either allocated equally between the Funds or in proportion to their respective net assets when appropriate. Fees paid under the Distribution Plan (the "Plan") are borne by the specific class of shares of the Equity Fund to which the Plan applies. F) OTHER For financial reporting purposes, investment transactions are accounted for on the trade date. The Funds determine the gain or loss realized from investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Income Recognition - Interest income is accrued as earned. Dividend income is recorded on the ex-dividend date. Income and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets. All discounts and premiums are amortized on the effective interest method for tax and financial reporting purposes. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. 3. INVESTMENT ADVISORY AND OTHER AGREEMENTS WITH RELATED PARTIES - ---------------------------------------------------------------- Each of the Funds has entered into an agreement with the Adviser, with whom certain officers and directors of the Funds are affiliated, to furnish investment advisory services to the Funds. The terms of these agreements are as follows: The Catholic Equity Fund pays the Adviser a monthly fee at the annual rate of 0.50% of the Fund's average daily net assets. Pursuant to an expense cap agreement, the Adviser agreed to waive its management fee and/or reimburse the Fund's operating expenses (exclusive of brokerage, interest, taxes and extraordinary expenses) to ensure that the Fund's operating expenses do not exceed 0.95%, 1.20% and 0.70% of the average daily net assets of The Catholic Equity Fund - Class A, Class C and Class I shares, respectively. The expense cap agreement terminates on September 30, 2003. The Catholic Money Market Fund pays the Adviser a monthly fee according to the following schedule: if the Fund has average daily net assets of $50 million or less: 0.30%; if the Fund has average daily net assets of more than $50 million but less than $100 million: 0.25%; if the Fund has average daily net assets of more than $100 million and less than $200 million: 0.20%; if the Fund's average daily net assets exceed $200 million: 0.15%. Pursuant to an expense cap agreement, the Adviser agreed to waive its management fee and/or reimburse the Fund's operating expenses (exclusive of brokerage, interest, taxes and extraordinary expenses) to ensure that the Fund's operating expenses do not exceed 0.95% of the Fund's average daily net assets. The expense cap agreement terminates on September 30, 2003. The Adviser has entered into sub-advisory agreements for each of the Funds. The sub-advisers are Mellon Equity Associates, LLP ("Mellon") for The Catholic Equity Fund and Strong Capital Management, Inc. ("Strong") for The Catholic Money Market Fund. The annual rates of their fees, payable from fees paid to the Adviser, as a percent of average daily net assets under the sub-advisory agreements are as follows: o Mellon: 0.12% on the first $50 million; 0.06% of the Funds' average daily nets assets in excess of $50 million. o Strong: 0.20% if the portfolio is $50 million or less; 0.15% if the portfolio is over $50 million and less than $100 million; 0.10% if the portfolio is over $100 million and less than $200 million; 0.075% if the portfolio is $200 million or more. For the six months ended March 31, 2003, expenses of $98,666 and $28,476 were waived by the Adviser for The Catholic Equity and Money Market Funds, respectively. The Adviser may terminate these waivers and expense reimbursements after September 30, 2003. The Funds have adopted a Distribution Plan (the "Plan") pursuant to Rule 12b-1 under the Investment Company Act of 1940. The Plan authorizes the Company to use annually 0.25% and 0.75% of its net assets for The Catholic Equity Fund - Class A and Class C, respectively, and 0.05% for The Catholic Money Market Fund, computed on a daily basis, to finance certain activities relating to the distribution of its shares to investors. For the six months ended March 31, 2003, 12b-1 distribution expenses of $3,889, $14 and $2,898 were paid from The Catholic Equity Fund - Class A, Class C and Money Market Fund, respectively. These expenses were remitted to the Adviser, who also acts as distributor for the shares of each Fund. The Adviser also received sales charges from the sale of The Catholic Equity Fund - Class A shares of $6,077 for the six months ended March 31, 2003. There were no contingent deferred sales charges paid to the Adviser for the redemption of The Catholic Equity Fund - Class C shares during the six months ended March 31, 2003. Sales charges are not an expense of the Fund and are not included in the financial statements of the Fund. 4. CAPITAL SHARE TRANSACTIONS - ----------------------------- Transactions of shares of the Funds were as follows: THE CATHOLIC EQUITY FUND - CLASS A SHARES For the Six Months Ended March 31, 2003 For the Year Ended (Unaudited) September 30, 2002(1)<F36> ------------------------ -------------------------- Amount Shares Amount Shares ------ ------ ------ ------ Shares sold $197,116 28,463 $603,783 62,346 Shares issued to effect acquisition (Note 7) -- -- 11,898,101 1,319,159 Shares issued to holders in reinvestment of distributions 9,949 1,410 87,639 9,642 Shares redeemed (173,194) (24,744) (11,683,790)(4)<F39> (1,485,840) -------- ------- ----------- ---------- NET INCREASE (DECREASE) $33,871 5,129 $905,733 (94,693) -------- ------- ----------- ---------- THE CATHOLIC EQUITY FUND - CLASS C SHARES For the Six Months Ended March 31, 2003 For the Period Ended (Unaudited) September 30, 2002(2)<F37> ------------------------ -------------------------- Amount Shares Amount Shares ------ ------ ------ ------ Shares sold $-- -- $3,500 530 Shares issued to holders in reinvestment of distributions 20 3 -- -- --- -- ------ --- NET INCREASE $20 3 $3,500 530 --- -- ------ --- THE CATHOLIC EQUITY FUND - CLASS I SHARES For the Six Months Ended March 31, 2003 For the Period Ended (Unaudited) September 30, 2002(3)<F38> ------------------------ -------------------------- Amount Shares Amount Shares ------ ------ ------ ------ Shares sold $1,950,000 275,633 $11,984,791(4)<F39> 1,514,717 Shares issued to holders in reinvestment of distributions 89,356 12,693 -- -- ---------- ------- ----------- --------- NET INCREASE $2,039,356 288,326 $11,984,791 1,514,717 ---------- ------- ----------- --------- THE CATHOLIC MONEY MARKET FUND For the Six Months Ended March 31, 2003 For the Year Ended (Unaudited) September 30, 2002 -------------------- ------------------ Shares sold 273,942 2,366,833 Shares issued to holders in reinvestment of distributions 30,268 128,006 Shares redeemed (889,721) (3,016,288) -------- ---------- NET DECREASE (585,511) (521,449) -------- ---------- -------- ---------- (1)<F36> Share transactions for the period October 1, 2001 through April 2, 2002 reflect the operations of The Catholic Disciplined Capital Appreciation Fund. Share transactions for the period April 3, 2002 through September 30, 2002 reflect the operations of The Catholic Equity Fund. (Note 1) (2)<F37> Reflects operations for the period from April 9, 2002 (commencement of operations) to September 30, 2002. (3)<F38> Reflects operations for the period from April 3, 2002 (commencement of operations) to September 30, 2002. (4)<F39> Includes $10,758,990 redeemed from Class A and immediately reinvested in Class I Shares. 5. INVESTMENT TRANSACTIONS - -------------------------- The aggregate purchases and sales of securities, excluding short-term investments for The Catholic Equity Fund for the six months ended March 31, 2003 were $2,116,131 and $126,172, respectively. There were no purchases and sales of U.S. government securities for the Fund. Transactions in futures contracts for the six months ended March 31, 2003, for The Catholic Equity Fund were as follows: Number of Aggregate face contracts value of contracts --------- ------------------ Outstanding at beginning of year -- $ -- Contracts opened 7 305,238 Contracts closed (4) (177,525) --- --------- Outstanding at end of year 3 $ 127,713 --- --------- --- --------- At September 30, 2002, gross unrealized appreciation and depreciation on investments, based on cost for federal income tax purposes of $17,802,968, for The Catholic Equity Fund was as follows: Appreciation $278,821 (Depreciation) (5,436,131) ----------- NET DEPRECIATION ON INVESTMENTS $(5,157,310) ----------- ----------- 6. CHANGE IN INDEPENDENT ACCOUNTANTS - ------------------------------------ Effective August 1, 2002, the Board of Directors selected the accounting firm of PricewaterhouseCoopers LLP to serve as the Funds' independent certified public accountants for the fiscal year ended September 30, 2002 to fill a vacancy in such position in accordance with Section 32(a)(2) of the 1940 Act resulting from Arthur Andersen LLP's cessation of operations. Arthur Andersen LLP had served as the Funds' independent certified public accountant for the Funds' fiscal years ended September 30, 1999, September 30, 2000 and September 30, 2001. Arthur Andersen LLP's report of the financial statements of the Funds for the fiscal years September 30, 1999, September 30, 2000 and September 30, 2001 did not contain an adverse opinion or disclaimer of opinion or was not qualified or modified as to uncertainty, audit scope or accounting principles. There were no disagreements with Arthur Andersen LLP on any matter of accounting principles or practices, financial statement disclosure or auditing scope of procedure during the fiscal years ended September 30, 1999, September 30, 2000 and September 30, 2001 or for the interim period from October 1, 2001 through the date of their termination. The Funds represent that they had not consulted with PricewaterhouseCoopers LLP any time prior to their engagement with respect to the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Funds' financial statements. 7. ACQUISITION INFORMATION - -------------------------- Effective at the close of business on April 2, 2002, The Catholic Equity Fund acquired, through a non-taxable reorganization, substantially all of the net assets of The Catholic Equity Income, Large-Cap Growth and Disciplined Capital Appreciation Funds. The Catholic Equity Fund issued 1,864,487 shares (valued at $16,816,919) for the 582,068, 699,484 and 545,376 shares outstanding for The Catholic Equity Income, Large-Cap Growth and Disciplined Capital Appreciation Funds, respectively. The net assets of $5,712,323, $6,185,778 and $4,918,818 of The Catholic Equity Income, Large-Cap Growth and Disciplined Capital Appreciation Funds, respectively, included net unrealized appreciation (depreciation) on investments of $124,750, $(177,234) and $(398,551), and accumulated net realized losses of $(183,267), $(874,354) and $(170,097), respectively. The Catholic Equity Income, Large-Cap Growth and Disciplined Capital Appreciation Funds also had capital loss carryforwards which were combined with those of The Catholic Equity Fund. Subject to IRS regulations, The Catholic Equity Fund may use capital loss carryforwards of $179,611 from The Catholic Equity Income Fund, $817,512 from The Catholic Large-Cap Growth Fund and $168,922 from The Catholic Disciplined Capital Appreciation Fund. 8. SUBSEQUENT EVENT - ACQUISITION INFORMATION - --------------------------------------------- Effective at the close of business on May 22, 2003, The Catholic Equity Fund acquired, through a non-taxable reorganization, substantially all of the net assets of The Catholic Values Investment Trust Equity Fund. A NOTE ON FORWARD-LOOKING STATEMENTS Except for historical information contained in this annual report for The Catholic Funds, Inc., the matters discussed in these reports may constitute forward-looking statements made pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. These include any adviser, subadviser and/or portfolio manager prediction, assessment, analysis or outlook for individual securities, industries, market sectors and/or markets. These statements involve risks and uncertainties. In addition to general risks described for each Fund in the current prospectus, other factors bearing on these reports include the accuracy of the forecasts and predictions, the appropriateness of the investment strategies designed by the adviser, any subadviser or portfolio manager to implement their strategies efficiently and effectively. Any one or more of these factors, as well as other risks affecting the securities markets and investment instruments generally could cause the actual results of any Fund to differ materially as compared to benchmarks associated with the particular Fund. BOARD OF DIRECTORS - ------------------ Daniel Steininger Chairman of the Board Thomas Bausch J. Michael Borden Daniel Doucette Allan Lorge Thomas Munninghoff Conrad Sobczak OFFICERS - -------- Theodore Zimmer President William J. Binder Vice President Allan Lorge Vice President, Secretary and Chief Financial Officer Russell Kafka Treasurer INVESTMENT ADVISER - ------------------ Catholic Financial Services Corporation 1100 West Wells Street Milwaukee, WI 53233 SUBADVISERS - ----------- The Catholic Equity Fund - ------------------------ Mellon Equity Associates, LLP 500 Grant St., Suite 4200 Pittsburgh, PA 15258 The Catholic Money Market Fund - ------------------------------ Strong Capital Management, Inc. 100 Heritage Reserve Menomonee Falls, WI 53051 LEGAL COUNSEL - ------------- Quarles & Brady LLP CUSTODIAN - --------- U.S. Bank, N.A. TRANSFER AGENT - -------------- U.S. Bancorp Fund Services, LLC INDEPENDENT ACCOUNTANTS - ----------------------- PricewaterhouseCoopers LLP SHAREHOLDER SERVICES - -------------------- The Catholic Funds c/o U.S. Bancorp Fund Services, LLC 615 East Michigan Street P.O. Box 710 Milwaukee, WI 53201-0701 THE CATHOLIC FRATERNAL ALLIANCE - ------------------ Catholic Knights Daniel Steininger, President 1100 West Wells Street Milwaukee, WI 53233 Catholic Order of Foresters Robert Ciesla, High Chief Ranger 355 Shuman Boulevard P.O. Box 3012 Naperville, IL 60566-7012 Catholic Knights of America John Kenawell, President 3525 Hampton Avenue St. Louis, MO 63139-1980 Catholic Union of Texas (The KJT) Elo J. Goerig, President P.O. Box 297 LaGrange, TX 78945 This report is intended for shareholders of The Catholic Funds. It is not authorized for distribution to prospective investors unless preceded or accompanied by a current prospectus. The Catholic Church has not sponsored or endorsed The Catholic Funds nor approved or disapproved of the Funds as an investment. (CATHOLIC FINANCIAL SERVICES CORPORATION LOGO) GIVING VOICE TO CATHOLIC VALUES 1100 West Wells Street o Milwaukee, WI 53233 1-414-278-6550 Member NASD and SIPC The Catholic Funds are not available in all states. ITEM 2. CODE OF ETHICS Not applicable for filing of Semi-Annual Report to Shareholders. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT Not applicable for filing of Semi-Annual Report to Shareholders. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES Not applicable for filing of Semi-Annual Report to Shareholders. ITEMS 5-6. [RESERVED] ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES Not applicable to this Registrant, insofar as the Registrant is not a closed-end management investment company. ITEM 8. [RESERVED] ITEM 9. CONTROLS AND PROCEDURES (a) Disclosure Controls and Procedures. This Item is omitted as provided ---------------------------------- in SEC Release IC-25914. (b) Change in Internal Controls. Based on their evaluation as of a date --------------------------- within 90 days of the filing of this Form N-CSR, our President (Principal Executive Officer) and Vice President, Secretary and Chief Financial Officer (Principal Financial Officer) have confirmed that there have been no significant changes in our internal controls (which are designed to provide reasonable assurance as to the reliability of our published financial statements) or in other factors that could significantly affect these controls subsequent to the date of such evaluation. ITEM 10. EXHIBITS The following exhibits are attached to this Form N-CSR: EXHIBIT NO. DESCRIPTION OF EXHIBIT - ----------- ---------------------- 10(b)(1) Certification of Principal Executive Officer Required by Section 302 of the Sarbanes-Oxley Act of 2002 10(b)(2) Certification of Principal Financial Officer Required by Section 302 of the Sarbanes-Oxley Act of 2002 10(c) Certification of Chief Executive Officer and Chief Financial Officer Required by Section 906 of the Sarbanes-Oxley Act of 2002 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, on this 2nd day of June, 2003. THE CATHOLIC FUNDS, INC. By: /s/ Theodore F. Zimmer ------------------------------ Theodore F. Zimmer, President 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 indicated on this 2nd day of June, 2003. By: /s/ Theodore F. Zimmer ------------------------------ Theodore F. Zimmer, President (Principal Executive Officer) By: /s/ Allan G. Lorge ------------------------------ Allan G. Lorge, Vice President, Secretary and Chief Financial Officer (Principal Financial Officer)