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 811-08932 Artisan Funds, Inc. (Exact name of registrant as specified in charter) 1000 North Water Street, Suite 1770 Milwaukee, WI 53202 (Address of principal executive offices) (Zip Code) Janet D. Olsen Cameron S. Avery Artisan Funds, Inc. Bell, Boyd & Lloyd LLC 1000 North Water Street, #1770 Three First National Plaza, #3300 Milwaukee, Wisconsin 53202 Chicago, IL 60602 (Name and address of agents for service) Registrant's telephone number, including area code: (414) 390-6100 Date of fiscal year end: 06/30/03 Date of reporting period: 06/30/03 ITEM 1. REPORTS TO SHAREHOLDERS. [ARTISAN LOGO] --------------------- ANNUAL REPORT JUNE 30, 2003 --------------------- INTERNATIONAL FUND --------------------- INTERNATIONAL SMALL CAP FUND --------------------- INTERNATIONAL VALUE FUND --------------------- MID CAP FUND --------------------- MID CAP VALUE FUND --------------------- SMALL CAP FUND --------------------- SMALL CAP VALUE FUND --------------------- INVESTOR SHARES - -------------------------------------------------------------------------------- ARTISAN FUNDS P.O. BOX 8412 BOSTON, MA 02266-8412 This report and the financial statements contained herein are provided for the general information of the shareholders of Artisan Funds. This report is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. For more complete information on any Fund, including fees and expenses, please call 800.344.1770 or visit our website at WWW.ARTISANFUNDS.COM for a free prospectus. Read it carefully before you invest or send money. Company discussions are for illustration only and are not intended as recommendations of individual stocks. The discussions present information about the companies believed to be accurate, and the views of the portfolio manager(s), as of June 30, 2003. That information and those views may change and the Funds disclaim any obligation to advise shareholders of any such changes. Artisan International Fund and Artisan Mid Cap Fund offer institutional classes of shares for institutional investors meeting certain minimum investment requirements. A report on each institutional class is available under separate cover. Artisan Funds offered through Artisan Distributors LLC, member NASD. - -----------------------------------------------------------TABLE OF CONTENTS---- - ---------------------------------------------- 02 MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE - ---------------------------------------------- 02 Artisan International Fund - ---------------------------------------------- 06 Artisan International Small Cap Fund - ---------------------------------------------- 10 Artisan International Value Fund - ---------------------------------------------- 14 Artisan Mid Cap Fund - ---------------------------------------------- 18 Artisan Mid Cap Value Fund - ---------------------------------------------- 22 Artisan Small Cap Fund - ---------------------------------------------- 26 Artisan Small Cap Value Fund - ---------------------------------------------- - ---------------------------------------------- 30 SCHEDULES OF INVESTMENTS - ---------------------------------------------- 30 Artisan International Fund - ---------------------------------------------- 34 Artisan International Small Cap Fund - ---------------------------------------------- 38 Artisan International Value Fund - ---------------------------------------------- 41 Artisan Mid Cap Fund - ---------------------------------------------- 46 Artisan Mid Cap Value Fund - ---------------------------------------------- 49 Artisan Small Cap Fund - ---------------------------------------------- 54 Artisan Small Cap Value Fund - ---------------------------------------------- - ---------------------------------------------- 60 STATEMENTS OF ASSETS & LIABILITIES - ---------------------------------------------- - ---------------------------------------------- 62 STATEMENTS OF OPERATIONS - ---------------------------------------------- - ---------------------------------------------- 64 STATEMENTS OF CHANGES IN NET ASSETS - ---------------------------------------------- - ---------------------------------------------- 66 FINANCIAL HIGHLIGHTS - ---------------------------------------------- - ---------------------------------------------- 70 NOTES TO FINANCIAL STATEMENTS - ---------------------------------------------- - ---------------------------------------------- 78 REPORT OF INDEPENDENT AUDITORS - ---------------------------------------------- - ---------------------------------------------- 79 NOTES ON MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE - ---------------------------------------------- - ---------------------------------------------- 80 DIRECTORS AND OFFICERS - ---------------------------------------------- - ------------------------------------------------AVERAGE ANNUAL TOTAL RETURNS---- SINCE 1-YEAR 5-YEAR INCEPTION -------- -------- --------- Artisan International Fund (inception 12/28/95) -13.30% 3.45% 10.72% - -------------------------------------------------------------------------------- Artisan International Small Cap Fund (inception 12/21/01) 15.53 NA 13.52 - -------------------------------------------------------------------------------- Artisan International Value Fund (inception 9/23/02) NA NA 30.10* - -------------------------------------------------------------------------------- Artisan Mid Cap Fund(inception 6/27/97) -1.45 14.01 18.79 - -------------------------------------------------------------------------------- Artisan Mid Cap Value Fund (inception 3/28/01) 7.58 NA 7.37 - -------------------------------------------------------------------------------- Artisan Small Cap Fund (inception 3/28/95) -0.11 -1.10 7.28 - -------------------------------------------------------------------------------- Artisan Small Cap Value Fund (inception 9/29/97) 1.90 8.23 9.54 - -------------------------------------------------------------------------------- As of 6/30/03. *Not Annualized. PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. IN TIMES OF MARKET VOLATILITY, A FUND'S RETURN MAY VARY GREATLY OVER SHORT PERIODS OF TIME AND MAY BE MATERIALLY DIFFERENT BY THE TIME YOU RECEIVE THIS REPORT. FOR MORE CURRENT PERFORMANCE INFORMATION, VISIT WWW.ARTISANFUNDS.COM OR CALL 800.344.1770. A FUND'S HISTORICAL PERFORMANCE, PARTICULARLY OVER SHORT TIME PERIODS, SHOULD NOT BE THE SOLE FACTOR IN AN INVESTMENT DECISION. INVESTORS SHOULD MAINTAIN REALISTIC EXPECTATIONS FOR FUTURE PERFORMANCE. Investment return and principal value will fluctuate so that an investor's shares in a Fund, when redeemed, may be worth more or less than their original cost. The performance information shown for Artisan International Small Cap Fund and Artisan International Value Fund does not reflect the deduction of a 2% redemption fee on shares held by an investor for 90 days or less that, if reflected, would reduce the performance quoted. The performance information for Artisan International Value Fund and Artisan Mid Cap Value Fund reflects the adviser's undertaking to limit each Fund's expenses, which may be terminated at any time, has been in effect since the Fund's inception, and has had a material impact on each Fund's performance, which would have been lower in its absence. Although the undertaking for Artisan Mid Cap Value Fund remained in effect during the fiscal year ended June 30, 2003, the Fund's expenses during that period were below the limitation and no reimbursement was required. ARTISAN INTERNATIONAL, INTERNATIONAL SMALL CAP & INTERNATIONAL VALUE FUNDS: International investments involve special risks, including currency fluctuation, lower liquidity, different accounting methods and economic and political systems and higher transaction costs. These risks typically are greater in emerging markets. ARTISAN INTERNATIONAL and INTERNATIONAL SMALL CAP FUNDS invest in growth stocks, which may underperform other asset types during a given period. ARTISAN INTERNATIONAL SMALL CAP FUND invests in the stocks of smaller companies, which may be more volatile and less liquid than those of large companies, have underperformed the stocks of larger companies during some periods and may have a shorter history of operations than larger companies. ARTISAN INTERNATIONAL VALUE FUND invests in value stocks, which may underperform other assets during some periods. In addition, the Fund may invest a significant portion of its assets in small and medium-sized companies, which may be more volatile and less liquid than those of large companies, have underperformed the stocks of larger companies during some periods and may have a shorter history of operations than larger companies. ARTISAN MID CAP & MID CAP VALUE FUNDS: Stocks of medium-sized companies tend to be more volatile than those of large companies, and have underperformed the stocks of small and large companies during some periods. ARTISAN MID CAP FUND invests primarily in growth stocks, which may underperform other asset types during a given period. ARTISAN MID CAP VALUE FUND invests primarily in value stocks, which may underperform other asset types during a given period. ARTISAN SMALL CAP & ARTISAN SMALL CAP VALUE FUNDS: Stocks of smaller companies may be more volatile and less liquid than those of large companies, have underperformed the stocks of larger companies during some periods and may have a shorter history of operations than larger companies. ARTISAN SMALL CAP FUND invests primarily in growth stocks, which may underperform other asset types during a given period. ARTISAN SMALL CAP VALUE FUND invests primarily in value stocks, which may underperform other asset types during a given period. All of these risks are discussed in the Funds' prospectus. Please read it carefully before you invest or send money. 800.344.1770 o WWW.ARTISANFUNDS.COM ARTISAN INTERNATIONAL FUND - ----HIGHLIGHTS------------------------------------------------------------------ o For the 12 months ended June 30, 2003, Artisan International Fund trailed the MSCI EAFE/R Index. o Our stocks in the financials and materials sectors were most costly to performance. o Our energy sector stocks and a favorable currency environment contributed positively to returns. - ----INVESTMENT APPROACH--------------------------------------------------------- We use a bottom-up investment process to construct a portfolio of international growth companies of all market capitalizations. The investment team conducts its own fundamental analysis with particular emphasis on: 1) Well-managed companies focused on increasing shareholder value; 2) Sustainable growth prospects; 3) Reasonable valuations; 4) Dominant or increasing market shares or direct exposure to an identified theme. - ----PERFORMANCE REVIEW---------------------------------------------------------- Artisan International Fund underperformed during the first nine months of the fiscal year ended June 30, 2003, but strongly outperformed the MSCI EAFE/R Index during the final three months. GROWTH OF AN ASSUMED $10,000 INVESTMENT (12/28/95 to 6/30/03) [CHART APPEARS HERE] ARTISAN INTERNATIONAL FUND ($21,482) MSCI EAFE/R Index ($10,203) Lipper International Funds Index ($12,366) Lipper ARTISAN MSCI International INTERNATIONAL EAFE/R Funds FUND Index Index ------ ------- ------- 12/28/95 (inception) 10,000 10,000 10,000 10,000 10,000 10,025 10,910 10,289 10,467 12,080 10,452 10,895 12,220 10,439 10,903 12/96 13,437 10,605 11,472 14,153 10,439 11,756 14,607 11,793 13,072 14,839 11,710 13,322 12/97 13,902 10,793 12,303 16,714 12,381 14,129 18,131 12,512 14,249 14,717 10,734 12,000 12/98 18,376 12,952 13,861 20,439 13,132 14,039 21,283 13,465 14,818 22,343 14,056 15,318 12/99 33,314 16,444 19,105 39,182 16,427 19,223 35,254 15,776 18,320 31,338 14,503 16,976 12/00 29,787 14,114 16,293 25,965 12,176 14,168 26,564 12,015 14,251 22,823 10,365 12,120 12/01 25,064 11,088 13,144 25,282 11,144 13,467 24,777 10,908 13,212 19,480 8,755 10,621 12/02 20,327 9,320 11,326 17,455 8,555 10,329 6/03 21,482 10,203 12,366 AVERAGE ANNUAL TOTAL RETURNS (as of 6/30/03) - -------------------------------------------------------------------------------- SINCE FUND / INDEX 1-YEAR 5-YEAR INCEPTION - -------------------------------------------------------------------------------- Artisan International Fund -13.30% 3.45% 10.72% - -------------------------------------------------------------------------------- MSCI EAFE/R Index -6.46 -4.00 0.27 - -------------------------------------------------------------------------------- Lipper International Funds Index -6.40 -2.79 2.87 - -------------------------------------------------------------------------------- PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE GRAPH AND TABLE ABOVE DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON DISTRIBUTIONS OR SALE OF FUND SHARES. IN TIMES OF MARKET VOLATILITY, THE FUND'S RETURN MAY VARY GREATLY OVER SHORT PERIODS OF TIME AND MAY BE MATERIALLY DIFFERENT BY THE TIME YOU RECEIVE THIS REPORT. FOR MORE CURRENT PERFORMANCE INFORMATION, VISIT WWW.ARTISANFUNDS.COM OR CALL 800.344.1770. INVESTORS SHOULD MAINTAIN REALISTIC EXPECTATIONS FOR FUTURE PERFORMANCE. INTERNATIONAL INVESTMENTS INVOLVE SPECIAL RISKS, INCLUDING CURRENCY FLUCTUATION, LOWER LIQUIDITY, DIFFERENT ACCOUNTING METHODS AND ECONOMIC AND POLITICAL SYSTEMS, AND HIGHER TRANSACTION COSTS. THESE RISKS TYPICALLY ARE GREATER IN EMERGING MARKETS. THE FUND INVESTS IN GROWTH STOCKS, WHICH MAY UNDERPERFORM OTHER ASSET TYPES DURING A GIVEN PERIOD. THESE RISKS ARE DISCUSSED IN THE PROSPECTUS. PLEASE READ IT CAREFULLY BEFORE YOU INVEST OR SEND MONEY. Investment return and principal value will fluctuate so that an investor's shares in the Fund, when redeemed, may be worth more or less than their original cost. See page 79 for a description of each index. 02 - ---- TWO - --------------------------------------------------ARTISAN INTERNATIONAL FUND---- PERFORMANCE DISCUSSION During the first three months of our fiscal year ended June 30, 2003, international equity markets experienced an extremely rough time. After the lows recorded in July 2002, the markets stabilized somewhat in August only to fall again in September. Apparent signs of a global economic slowdown, and the possibility of a military conflict in Iraq, added to the gloom of markets already shaken by corporate governance issues and concerns about quality of earnings. The next three months saw the markets rally during October and November, only to fall back in December. As the markets shifted they also went through rotations, with some previously underperforming sectors, such as technology, rallying as the markets rebounded. Moving into 2003, the European Central Bank cut interest rates for the second time in three months, but European markets again performed poorly. In addition to all the concerns about the Iraq conflict and the economic outlook, markets in the Netherlands, and in Europe generally, were further depressed by the specter of financial fraud that followed the announcement of major accounting irregularities by the Dutch retailer Ahold (which we didn't own). As anticipated, the international equity markets turned around as soon as military action in Iraq began. Typical for a bounce back, we saw some of the strongest recoveries from sectors that had been hit the hardest prior to the market's low on March 12. QUARTERLY TOTAL RETURNS FUND/INDEX Q2 03 Q1 03 Q4 02 Q3 02 - -------------------------------------------------------------------------------- Artisan International Fund 23.07% -14.13% 4.35% -21.38% - -------------------------------------------------------------------------------- MSCI EAFE/R Index 19.27 -8.21 6.45 -19.73 - -------------------------------------------------------------------------------- Returns are not annualized. The fiscal year ended June 30, 2003 represented a highly volatile period for equity investors. The only consolation is that it ended much better than it started. The performance of the Fund was no different. SECTOR REVIEW The stocks we owned in the financials and materials sectors were the largest negative contributors to performance during the period. More specifically, German insurers, Allianz AG and Muenchener Rueckversicherungs-Gesellschaft AG (Munich RE), and our chemical stocks were our biggest drags on performance. Insurance companies in the U.S. and overseas were under stress during most of the period. Many firms struggled to maintain their capital adequacy ratios as their investment portfolios were plagued by falling market prices. During the first three months of the fiscal year, the stocks of Munich RE and Allianz AG were particularly affected and those stocks were down considerably. Allianz was also affected by losses at its Dresdner Kleinwort Wasserstein investment banking subsidiary due in part to slow capital market activities and higher debt provisions. Following the rough beginning to the fiscal year, both Munich RE and Allianz put in place plans to improve their structures and operations. For example, each company reduced its shareholding in the other, conducted asset write-downs, announced actions to bolster capital structure, and improved the core insurance business by demonstrating greater underwriting discipline and cost controls. Those factors and a stronger stock market late in the period, among other things, caused those stock prices to recover somewhat and we still held both stocks as of June 30, 2003. [PHOTO] MARK L. YOCKEY Portfolio Manager 800.344.1770 o WWW.ARTISANFUNDS.COM 03 ----- THREE - ----ARTISAN INTERNATIONAL FUND-------------------------------------------------- The returns of our specialty chemical companies were depressed by an overriding macro factor - high oil and gas prices. Cost of goods sold for many chemical firms is largely determined by the prices of both commodities. The most damaging stocks were Clariant AG and Imperial Chemical Industries PLC (ICI), which in our view, also suffered as management made mistakes in strategic positioning and business execution. However, Clariant replaced its chief executive and we believe that ICI took steps to improve its operations. On the other hand, our energy holdings benefited from high oil and gas prices. EnCana Corporation and Repsol YPF S.A. were the two largest contributors. Looking beyond insurance and chemicals, Telefonica S.A., a Spanish telecommunications company, was one of the larger positive contributors to Fund performance. Among the catalysts for strong performance were the resumption of dividend payments, an improved situation in Brazil, and strong cash flow generation in the core Spanish wireline and wireless businesses. A number of retailers such as Next PLC (British apparel), Wal-Mart de Mexico S.A. de C.V., and Tesco PLC (British supermarkets) also contributed strongly. Next was supported by its stock buyback program and strong cash flow generation, while Wal-Mart de Mexico and Tesco each reported strong sales growth. COUNTRY & CURRENCY DISCUSSION An important factor that positively influenced absolute Fund returns over the course of the fiscal year was the weakening dollar. The trade-weighted dollar, which measures the dollar against a basket of other currencies, depreciated significantly during the fiscal year. This meant that when foreign holdings were converted back to U.S. dollars, at the depreciated level, the same unit of foreign currency could be redeemed for more dollars, resulting in a currency gain. Were it not for this factor, returns would have been much lower. We did not own many stocks in Japan because we thought that Japan's high unemployment, deflationary pressures and historically reactionary policy measures made the outlook too uncertain. That lack of exposure was a profitable decision relative to the MSCI EAFE/R during the fiscal year because the Japanese market performed poorly and did not get the currency boost of many other overseas markets. BIGGEST GAINERS % --- Next PLC............................................... 30.2% Repsol YPF, S.A. ...................................... 28.7 Deutsche Boerse AG..................................... 28.5 EnCana Corporation..................................... 22.3 UBS AG................................................. 18.9 BIGGEST LOSERS % --- Clariant AG........................................... -52.6% BAE Systems PLC....................................... -43.6 Muenchener Rueckversicherungs-Gesellschaft AG......... -42.6 Imperial Chemical Industries PLC...................... -41.4 Allianz AG............................................ -28.4 For the year ended 6/30/03, these are the holdings that made the largest dollar difference in the portfolio. While some holdings may have experienced greater percentage changes in price, the change in their dollar value did not, on an individual basis, have as meaningful an effect on the Fund's net assets. The percentage shown is the gain or loss on each individual holding during the fiscal year ended June 30, 2003, considering interim security purchases, sales and dividends. Past performance of these specific holdings is historical and does not guarantee future results. FUND CHANGES We think chasing short-term market sentiment almost ensures short-term and long- term underperformance. So, we made few major changes in the Fund, leaving the geographic diversification and sector allocation of the Fund in many areas largely unchanged. Eight of our Top 10 Holdings at the beginning of the fiscal year remained at the end. TOP 5 COUNTRY ALLOCATIONS United Kingdom............. 22.0% Switzerland................ 15.2 Germany.................... 12.7 Netherlands................ 9.4 France..................... 7.4 As a percentage of total net assets as of 6/30/03. REGION ALLOCATION 6/03 6/02 ----- ----- Europe...................... 79.1% 75.7% Latin America............... 8.4 6.4 Asia/Pacific................ 8.0 12.8 North America............... 3.3 0.6 As a percentage of total net assets as of 6/30/03 and 6/30/02, respectively. 04 - ---- FOUR - --------------------------------------------------ARTISAN INTERNATIONAL FUND---- TOP 10 HOLDINGS COMPANY NAME COUNTRY % - -------------------------------------------------------------------------------- Allianz AG Germany 3.7% - -------------------------------------------------------------------------------- Compass Group PLC United Kingdom 3.4 - -------------------------------------------------------------------------------- Nestle S.A., Class B Switzerland 3.3 - -------------------------------------------------------------------------------- Diageo PLC United Kingdom 3.0 - -------------------------------------------------------------------------------- Honda Motor Co., Ltd. Japan 2.9 - -------------------------------------------------------------------------------- Tesco PLC United Kingdom 2.8 - -------------------------------------------------------------------------------- Lloyds TSB Group PLC United Kingdom 2.7 - -------------------------------------------------------------------------------- Fortis (NL) N.V. Netherlands 2.7 - -------------------------------------------------------------------------------- Muenchener Rueckversicherungs-Gesellschaft AG Germany 2.6 - -------------------------------------------------------------------------------- Marks & Spencer Group PLC United Kingdom 2.5 - -------------------------------------------------------------------------------- TOTAL 29.6% As a percentage of total net assets as of 6/30/03. On a sector basis, the consumer sectors remained our largest allocation. In fact, at June 30, 2003, we had a slightly larger commitment to the consumer discretionary group than we did at the beginning of the period. The increase was due in part to bigger positions in a number of media stocks. We added to a number of the retail stocks we own and added Kingfisher PLC, Europe's largest home improvement retailer, late in the fiscal year. We sold Toyota Motor Corporation and Italian caterer Autogrill S.p.A. The consumer staples sector as a percentage of the Fund remained basically the same. However, we added to food retailers Tesco PLC and Carrefour S.A. British American Tobacco PLC was sold. Outside of the consumer sectors, we maintained a meaningful number of our financial stocks. The modestly lower portfolio weighting was partly due to the poor performance of our insurance stocks in addition to the sale and trimming of some bank stocks. Some of the capital from the finance area was redeployed into a number of energy stocks. As of June 30, 2002, we only had two small positions in the sector. By the close of the fiscal year we had purchased EnCana Corporation, which also contributed to a higher weighting in Canada, increased our position in Royal Dutch Petroleum Company, NY Shares, and initiated small positions in a few emerging markets oil stocks. In the healthcare sector, we added pharmaceutical companies Roche Holding AG and Sanofi-Synthelabo S.A. Scanning the Fund by region, European stocks continue to be our largest weighting. We have not yet found many attractive ideas in Japan. Consequently, the number of stocks we own in that country has continued to leave us considerably underweight versus the MSCI EAFE/R and the sale of Toyota Motor Corporation and Canon, Inc. contributed to an even lower weight. As always, we appreciate your support. FUND STATISTICS Net Assets............................... $8.2 Bil. Number of Holdings.............................. 88 Weighted Avg. Market Cap................ $24.9 Bil. Weighted Avg. Growth Rate (3-5 yr)........... 11.1% Weighted Avg. P/E (2003E).................... 15.6X All statistics are as of 6/30/03. TOP 5 SECTORS Financials................................... 25.1% Consumer Staples............................. 23.1 Consumer Discretionary....................... 20.0 Telecommunication Services................... 8.8 Healthcare................................... 6.7 As a percentage of total net assets as of 6/30/03. 800.344.1770 o WWW.ARTISANFUNDS.COM 05 ---- FIVE ARTISAN INTERNATIONAL SMALL CAP FUND - ----HIGHLIGHTS------------------------------------------------------------------ o During the 12 months ended June 30, 2003, Artisan International Small Cap Fund significantly outperformed the MSCI EAFE/R Small Cap Index. o The primary reason for strong Fund performance was security selection, particularly in the consumer sectors. - ----INVESTMENT APPROACH--------------------------------------------------------- We use a bottom-up investment process to construct a portfolio of smaller international growth companies. The investment team conducts its own fundamental analysis with particular emphasis on: 1) Well-managed companies focused on increasing shareholder value; 2) Sustainable growth prospects; 3) Reasonable valuations; 4) Strong or increasing market shares or direct exposure to an identified theme. - ----PERFORMANCE REVIEW---------------------------------------------------------- Artisan International Small Cap Fund outperformed the MSCI EAFE/R Small Cap Index during three of the four quarters of the fiscal year ended June 30, 2003. GROWTH OF AN ASSUMED $10,000 INVESTMENT (12/21/01 to 6/30/03) [CHART APPEARS HERE] ARTISAN INTERNATIONAL SMALL CAP FUND ($12,130) MSCI EAFE/R Small Cap Index ($11,441) MSCI EAFE/R Index ($9,428) Lipper International Small-Cap Funds Index ($11,137) ARTISAN MSCI INTERNATIONAL EAFE/R Lipper SMALL Small MSCI International CAP Cap EAFE/R Small-Cap FUND Index Index Funds Index ------ ------- ------- ---------- 12/21/01 (inception) 10,000 10,000 10,000 10,000 10,080 10,218 10,219 10,245 3/02 10,490 10,806 10,645 10,298 6/02 10,500 11,254 10,925 10,079 9/02 9,090 9,449 9,131 8,090 12/02 9,945 9,420 9,407 8,612 3/03 9,564 9,149 8,999 7,905 6/03 12,130 11,441 11,137 9,428 AVERAGE ANNUAL TOTAL RETURNS (as of 6/30/03) - -------------------------------------------------------------------------------- SINCE FUND / INDEX 1-YEAR INCEPTION - -------------------------------------------------------------------------------- International Small Cap Fund 15.53% 13.52% - -------------------------------------------------------------------------------- MSCI EAFE/R Small Cap Index 1.67 9.24 - -------------------------------------------------------------------------------- MSCI EAFE/R Index -6.46 -3.79 - -------------------------------------------------------------------------------- Lipper International Small-Cap Funds Index 1.94 7.33 - -------------------------------------------------------------------------------- PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE GRAPH AND TABLE ABOVE DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON DISTRIBUTIONS OR SALE OF FUND SHARES. IN TIMES OF MARKET VOLATILITY, THE FUND'S RETURN MAY VARY GREATLY OVER SHORT PERIODS OF TIME AND MAY BE MATERIALLY DIFFERENT BY THE TIME YOU RECEIVE THIS REPORT. FOR MORE CURRENT PERFORMANCE INFORMATION, VISIT WWW.ARTISANFUNDS.COM OR CALL 800.344.1770. INTERNATIONAL INVESTMENTS INVOLVE SPECIAL RISKS, INCLUDING CURRENCY FLUCTUATION, LOWER LIQUIDITY, DIFFERENT ACCOUNTING METHODS AND ECONOMIC AND POLITICAL SYSTEMS, AND HIGHER TRANSACTION COSTS. THESE RISKS TYPICALLY ARE GREATER IN EMERGING MARKETS. ARTISAN INTERNATIONAL SMALL CAP FUND INVESTS IN THE STOCKS OF SMALLER COMPANIES, WHICH MAY BE MORE VOLATILE AND LESS LIQUID THAN THOSE OF LARGE COMPANIES, HAVE UNDERPERFORMED THE STOCKS OF LARGER COMPANIES DURING SOME PERIODS AND MAY HAVE A SHORTER HISTORY OF OPERATIONS THAN LARGER COMPANIES. THE FUND INVESTS IN GROWTH STOCKS, WHICH MAY UNDERPERFORM OTHER ASSET TYPES DURING A GIVEN PERIOD. THESE RISKS ARE DISCUSSED IN THE PROSPECTUS. PLEASE READ IT CAREFULLY BEFORE YOU INVEST OR SEND MONEY. Investment return and principal value will fluctuate so that an investor's shares in the Fund, when redeemed, may be worth more or less than their original cost. The performance information shown does not reflect the deduction of a 2% redemption fee on shares held by an investor for 90 days or less that, if reflected, would reduce the performance quoted. See page 79 for a description of each index. 06 - ----- SIX - ----------------------------------------ARTISAN INTERNATIONAL SMALL CAP FUND---- PERFORMANCE DISCUSSION During the first three months of our fiscal year ended June 30, 2003, international equity markets experienced an extremely rough time. After the lows recorded in July 2002, the markets stabilized somewhat in August only to fall again in September. Apparent signs of a global economic slowdown and the possibility of a military conflict in Iraq added to the gloom of markets already shaken by corporate governance issues and concerns about quality of earnings. The next three months saw the markets rally during October and November, only to fall back in December. As the markets shifted they also went through rotations, with some previously under-performing sectors, such as technology, rallying as the markets rebounded. Moving into 2003, the European Central Bank cut interest rates for the second time in three months, but European markets again performed poorly. As a possible war with Iraq gained momentum and meaningful economic growth remained generally elusive, international markets continued to display weakness. However, small-caps did well relative to large-caps. As anticipated, the international equity markets turned around at roughly the same time military action in Iraq began. Typical for a bounce back, we saw some of the strongest recoveries from sectors that had been hit the hardest prior to the market's low on March 12. QUARTERLY TOTAL RETURNS FUND/INDEX Q2 03 Q1 03 Q4 02 Q3 02 - -------------------------------------------------------------------------------- Artisan International Small Cap Fund 26.83% -3.83% 9.41% -13.43% - -------------------------------------------------------------------------------- MSCI EAFE/R Small Cap Index 25.06 -2.88 -0.31 -16.04 - -------------------------------------------------------------------------------- Returns are not annualized. SECTOR DISCUSSION Within the consumer area, the Fund had strong results in many media, food retailing and beverage stocks. Leading the way in the media industry were Trinity Mirror PLC, the U.K. newspaper publisher, and Eniro AB, a Swedish directories publisher. Food retailing and beverage stocks typically are less sensitive to economic conditions, which helped performance in the negative market environment. Dutch retailer Laurus N.V. and Belgian food retailer Colruyt N.V. were the leading contributors. The news of potential acquisitions drove favorable returns in Japanese convenience store retailer C TWO-NETWORK Co., Ltd., U.K. retailer Selfridges PLC and German personal care products firm Wella AG. C TWO rose sharply after it received a premium acquisition offer from U.K. supermarket giant Tesco PLC. Tesco has been considering entry into the Japanese market, and the convenience store format is expected to grow as a percentage of the overall food retail market in Japan. The Procter & Gamble Company signed an agreement to purchase a controlling interest in Wella and launched a tender offer for its voting shares. Selfridges initially moved higher after receiving a purchase offer from Canadian billionaire Galen Weston. Speculation about a possible competing offer then pushed Selfridge's shares up even further. We sold the stock as the price moved up to our estimate of full value for the company. Although anecdotal, we think this is evidence that some larger companies used the market downturn of the last few years to acquire valuable businesses in order to solidify or grow market share. Gains outside the consumer area were fairly dispersed. Banco Latinoamericano de Exportaciones, S.A. (BLADEX), a specialized multinational bank established to finance trade in Latin America, was the largest individual contributor but it, too, endured its share of volatility. The stock was down in 2002, due in large part to the crisis in Argentina. It began to turn around at the end of September 2002 due to a number of factors, including a successful rights offering and the sale of some Argentine [PHOTO] MARK L. YOCKEY Lead Portfolio Manager 800.344.1770 o WWW.ARTISANFUNDS.COM 07 ----- SEVEN - ----ARTISAN INTERNATIONAL SMALL CAP FUND---------------------------------------- debt. Stada Arzneimittel AG, a German generic drug maker, benefited to some extent from potential regulatory reforms in the second calendar quarter of 2003. Telekom Austria AG, the Austrian telecommunications service company, was another solid contributor. The company has launched one of the first European 3G wireless networks and has been disciplined in its use of capital. Although it turned out to be a very positive fiscal year, we did not escape without some negative performers. A few of the worst were U.K. investment manager Aberdeen Asset Management PLC, Swiss chemicals company Clariant AG, and Greek baked products company Chipita International S.A. Aberdeen was hurt largely by weak global stock markets, asset outflows, and an investigation by the U.K. Financial Services Authority into possible regulatory violations. Clariant, like many other chemicals companies, was depressed by high oil and gas prices, but management mistakes in strategic positioning and business execution also contributed to its decline. Early in the fiscal year, Chipita reported sales and earnings results well below expectations due in part to a stronger euro that resulted in currency losses at a number of its Eastern European subsidiaries. COUNTRY & CURRENCY DISCUSSION An important factor that influenced absolute Fund returns over the course of the fiscal year was the weakened dollar. The trade-weighted U.S. dollar, which measures the dollar against a basket of other currencies, depreciated significantly during the fiscal year. This meant that when foreign holdings were converted back to U.S. dollars, at the depreciated level, the same unit of foreign currency could be redeemed for more dollars, resulting in a currency gain. Were it not for this factor, returns would have been much lower. From a regional perspective, we added the most value with our European stocks. We did not own many stocks in Japan because we thought that Japan's high unemployment, deflationary pressures and historically reactionary policy measures made the outlook too uncertain. That lack of exposure was a profitable decision relative to the MSCI EAFE/R Index during the fiscal year. BIGGEST GAINERS % --- Selfridges PLC................................................ 64.7% Rodriguez Group............................................... 54.5 Stada Arzneimittel AG......................................... 52.5 Radiometer A/S, B Shares...................................... 49.0 Banco Latinoamericano de Exportaciones, S.A. - E Shares....... 37.8 BIGGEST LOSERS % --- Aberdeen Asset Management PLC................................ -74.0% Clariant AG.................................................. -23.4 Signet Group PLC............................................. -20.5 Chipita International S.A. .................................. -19.2 Clarins S.A. ................................................ -15.5 For the year ended 6/30/03, these are the holdings that made the largest dollar difference in the portfolio. While some minor holdings experienced greater percentage changes in price, the change in their dollar value did not, on an individual basis, have as meaningful an effect on the Fund's net assets. The percentage shown is the gain or loss on each individual holding during the fiscal year ended June 30, 2003, considering interim security purchases, sales and dividends. Past performance of these specific holdings is historical and does not guarantee future results. TOP 5 COUNTRY ALLOCATIONS United Kingdom............ 15.3% Switzerland............... 9.5 Netherlands............... 7.3 Canada.................... 7.2 France.................... 5.9 As a percentage of total net assets as of 6/30/03. REGION ALLOCATION 6/03 6/02 ----- ----- Europe.................... 64.5% 63.7% Asia/Pacific.............. 17.0 7.8 Latin America............. 9.6 6.9 North America............. 7.2 1.3 As a percentage of total net assets as of 6/30/03 and 6/30/02, respectively. 08 - ----- EIGHT - ----------------------------------------ARTISAN INTERNATIONAL SMALL CAP FUND---- FUND CHANGES We think chasing short-term market sentiment almost ensures short-term and long- term underperformance. So, we made relatively few major changes in the Fund. We focused mainly on our themes of consumer discretionary and staples. On a regional basis, the majority of our investments are still in Europe. We also elected to maintain a low commitment, compared to our benchmark, in the Pacific Basin. We opened the fiscal year with a high cash position because of the volatility in the market. A number of the changes in exposure we made were the result of putting that cash to work. TOP 10 HOLDINGS COMPANY NAME COUNTRY % - -------------------------------------------------------------------------------- Banco Latinamericano de Exportaciones, S.A. - E Shares Panama 4.9% - -------------------------------------------------------------------------------- Straumann Holding AG Switzerland 3.4 - -------------------------------------------------------------------------------- Telekom Austria AG Austria 3.0 - -------------------------------------------------------------------------------- Precision Drilling Corporation Canada 3.0 - -------------------------------------------------------------------------------- Vimpel-Communications - (ADR) Russia 2.7 - -------------------------------------------------------------------------------- Rodriguez Group France 2.6 - -------------------------------------------------------------------------------- J.D. Wetherspoon PLC United Kingdom 2.6 - -------------------------------------------------------------------------------- Fraser & Neave Limited Singapore 2.4 - -------------------------------------------------------------------------------- Stada Arzneimittel AG Germany 2.4 - -------------------------------------------------------------------------------- SMG PLC United Kingdom 2.3 - -------------------------------------------------------------------------------- TOTAL 29.3% As a percentage of total net assets as of 6/30/03. In the consumer area, the two industries in which we bought the most stocks were media and food retailing. We sold all of our specialty retailing stocks. Most of the media stocks were late period additions including Spanish TV company Sogecable S.A. and Australian publishing company John Fairfax Holdings Limited. The food retailers purchased during the fiscal year were Colruyt N.V., The Seiyu, Ltd., and Laurus N.V. Other notable changes in the Fund were additions to the telecommunications and healthcare sectors and an increase in the Fund's emerging markets stocks. Those changes also resulted in a number of new Top 10 Holdings such as Telekom Austria AG (Austrian telecommunications), Vimpel-Communications (Russian wireless telecommunications), Straumann Holding AG (Swiss-based implant dentistry), and Stada Arzneimittel AG. All but two of our Top 10 Holdings changed during the fiscal year; only SMG PLC and Fraser & Neave Limited (Singapore beverage producer) remained as Top 10 Holdings throughout the fiscal year. In the financial sector we increased our position in BLADEX and purchased Swiss insurer Baloise Holding Limited, German bank Depfa Bank PLC, and Hong Kong Exchanges & Clearing Limited. As always, we appreciate your support. FUND STATISTICS Net Assets............................. $238.6 Mil. Number of Holdings.............................. 61 Median Market Cap........................ $1.2 Bil. Weighted Avg. Market Cap................. $1.7 Bil. Weighted Avg. Growth Rate (3-5 yr)........... 17.4% Weighted Harmonic Avg. P/E (2003E)........... 15.4X All statistics are as of 6/30/03. TOP 5 SECTORS Consumer Discretionary....................... 31.4% Consumer Staples............................. 26.2 Financials................................... 12.2 Telecommunication Services................... 9.8 Healthcare................................... 8.3 As a percentage of total net assets as of 6/30/03. 800.344.1770 o WWW.ARTISANFUNDS.COM 09 ---- NINE ARTISAN INTERNATIONAL VALUE FUND - ----HIGHLIGHTS------------------------------------------------------------------ o Since inception on September 23, 2002, Artisan International Value Fund has substantially outperformed the MSCI EAFE/R Index and the MSCI EAFE/R Value Index. o The Fund has outperformed its peer group over the same period. - ----INVESTMENT APPROACH--------------------------------------------------------- We use a bottom-up investment process to construct a portfolio of undervalued non-U.S. companies. Our focus is on selecting individual companies, not countries or industries. The investment team conducts its own in-depth fundamental research with the goal of investing in companies at a significant discount to the team's estimates of their economic value. Attention is also given to a company's historic returns on capital, its financial strength and management. Assessing the tradeoffs among these factors is at the heart of our investment process. - ----PERFORMANCE REVIEW---------------------------------------------------------- Artisan International Value Fund outperformed the MSCI EAFE/R Index and the MSCI EAFE/R Value Index in all three calendar quarters since inception. GROWTH OF AN ASSUMED $10,000 INVESTMENT (9/23/02 to 6/30/03) [CHART APPEARS HERE] ARTISAN INTERNATIONAL VALUE FUND ($13,010) MCSI EAFE/R Value Index ($11,899) MCSI EAFE/R Index ($11,689) Lipper International Funds Index ($11,610) ARTISAN MSCI Lipper INTERNATIONAL EAFE/R MSCI International VALUE Value EAFE/R Funds FUND Index Index Index ------ ------- ------- -------- 9/23/02 (inception) 10,000 10,000 10,000 10,000 9/02 9,920 9,965 10,031 9,971 10/02 10,070 10,473 10,570 10,488 11/02 10,570 11,116 11,049 10,985 12/02 10,600 10,632 10,678 10,633 1/03 10,510 10,269 10,232 10,244 2/03 10,280 10,019 9,997 9,940 3/03 10,210 9,736 9,801 9,697 4/03 11,450 10,797 10,761 10,657 5/03 12,480 11,543 11,413 11,342 6/03 13,010 11,899 11,689 11,610 TOTAL RETURNS (as of 6/30/03) - -------------------------------------------------------------------------------- SINCE FUND / INDEX INCEPTION* - -------------------------------------------------------------------------------- International Value Fund 30.10% - -------------------------------------------------------------------------------- MSCI EAFE/R Value Index 18.99 - -------------------------------------------------------------------------------- MSCI EAFE/R Index 16.89 - -------------------------------------------------------------------------------- Lipper International Funds Index 16.10 - -------------------------------------------------------------------------------- *Not Annualized PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE GRAPH AND TABLE ABOVE DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON DISTRIBUTIONS OR SALE OF FUND SHARES. IN TIMES OF MARKET VOLATILITY, THE FUND'S RETURN MAY VARY GREATLY OVER SHORT PERIODS OF TIME AND MAY BE MATERIALLY DIFFERENT BY THE TIME YOU RECEIVE THIS REPORT. FOR MORE CURRENT PERFORMANCE INFORMATION, VISIT WWW.ARTISANFUNDS.COM OR CALL 800.344.1770. INTERNATIONAL INVESTMENTS INVOLVE SPECIAL RISKS, INCLUDING CURRENCY FLUCTUATION, LOWER LIQUIDITY, DIFFERENT ACCOUNTING METHODS AND ECONOMIC AND POLITICAL SYSTEMS AND HIGHER TRANSACTION COSTS. THESE RISKS TYPICALLY ARE GREATER IN EMERGING MARKETS. THE FUND MAY INVEST A SIGNIFICANT PORTION OF ITS ASSETS IN THE STOCKS OF SMALL AND MEDIUM- SIZED NON-U.S. COMPANIES, WHICH MAY BE MORE VOLATILE AND LESS LIQUID AND MAY HAVE A SHORTER HISTORY OF OPERATIONS THAN LARGE COMPANIES. THE FUND INVESTS IN VALUE STOCKS, WHICH MAY UNDERPERFORM OTHER ASSET TYPES DURING A GIVEN PERIOD. THESE RISKS ARE DISCUSSED IN THE PROSPECTUS. PLEASE READ IT CAREFULLY BEFORE YOU INVEST OR SEND MONEY. A Fund's historical performance, particularly over short time periods, should not be the sole factor in an investment decision. Investors should maintain realistic expectations for future performance. Investment return and principal value will fluctuate so that an investor's shares in the Fund, when redeemed, may be worth more or less than their original cost. The performance shown reflects the adviser's undertaking to limit the Fund's expenses, which may be terminated at any time, has been in effect since the Fund's inception, and has had a material impact on the Fund's performance, which would have been lower in its absence. The performance shown does not reflect the deduction of a 2% redemption fee on shares held by an investor for 90 days or less that, if reflected, would reduce the performance quoted. See page 79 for a description of each index. 10 - ----- TEN - --------------------------------------------ARTISAN INTERNATIONAL VALUE FUND---- PERFORMANCE DISCUSSION The Fund's short lifetime has been a volatile period in world equity markets, as illustrated by the variation of quarterly performance shown in the table below. The corporate scandals and slow economic growth that plagued U.S. markets had parallels overseas. Just as Enron and WorldCom came to represent U.S. corporate management gone bad, French media giant Vivendi's empire-building CEO Jean-Marie Messier led his company to the brink of bankruptcy while the management team of Ahold, a Dutch supermarket chain, was blamed for significantly overstated profits. These headlines along with a slow down of European and Japanese economic growth, the Japanese banking crisis, SARS, and the war in Iraq created an environment that started to hurt markets in the third quarter of 2002 and largely continued through the end of the first calendar quarter of 2003. During the final three months of the fiscal year ended June 30, 2003, many of the concerns surrounding the war dissipated. The SARS outbreak was contained and the global economy started to show signs of recovery. As a result, the final quarter of our fiscal year was terrific for international investors with the MSCI EAFE/R Index climbing more than 19%. One good thing that happened throughout the year (at least from the point of view of an international investor) was the weakening of the U.S. dollar. Our performance got a real boost from the effect of converting the values of our portfolio securities, which are traded in various currencies throughout the world, back into U.S. dollars. Below we provide a discussion of several equities that had a meaningful impact on performance. In addition, we have highlighted some of the equities that we have sold and the reasons why, and provided a brief introduction to some of the stocks that are among the largest holdings in the portfolio. QUARTERLY TOTAL RETURNS FUND/INDEX Q2 03 Q1 03 Q4 02 - -------------------------------------------------------------------------------- Artisan International Value Fund 27.42% -3.68% 6.85% - -------------------------------------------------------------------------------- MSCI EAFE/R Index 19.27 -8.21 6.45 - -------------------------------------------------------------------------------- Returns are not annualized. The largest dollar contributors to the Fund's performance since its inception were Amdocs Limited, Ichiyoshi Securities Co., Ltd. and Radiometer A/S. Amdocs is a global leader in customer care and billing software to the telecommunications industry. We made Amdocs one of the Fund's initial holdings in the fall of 2002, when market sentiment toward the telecommunications industry was depressed. It had a solid balance sheet, an attractive valuation and had shown the ability to generate strong cash flows. The stock price began to increase shortly after we purchased the shares, due in part to the company winning a large outsourcing contract from SBC Communications Inc. Since then, a gradual recovery in earnings, among other factors, has supported the stock and we trimmed our position early in the second quarter of 2003 to realize some of the gains. Ichiyoshi Securities, a small Japanese stock broker, benefited in part from a resurgence in the Japanese stock market which helped allow its business to move toward profits in the most recent quarterly reporting period. We purchased the stock because it was trading at a significant discount to its per share book value, and management's history of share repurchases. Radiometer, the Danish maker of blood gas analyzers and related products, rose partly on the back of the announcement at the end of 2002 of a high-profile takeover by GE of another Nordic medical products company. At the time, Radiometer was trading at a more attractive valuation and benefitted [PHOTO] N. DAVID SAMRA Portfolio Manager 800.344.1770 o WWW.ARTISANFUNDS.COM 11 ------ ELEVEN - ----ARTISAN INTERNATIONAL VALUE FUND-------------------------------------------- from the halo effect. Moreover, the company closed a money-losing subsidiary, which served to boost margins, and offered a dividend yield among the highest in Denmark. Our biggest decliners fortunately were relatively contained. The two stocks on which we lost the largest dollar amounts during the period were Vontobel Holding AG and Neopost S.A. Vontobel, a Swiss financial services firm, experienced a decline in its book value and suffered amid signs that the company, by virtue of its small size and the nature of its business lines, was becoming strategically disadvantaged. As a result, we sold the stock in favor of more attractive alternatives. Neopost, based in France, provides mailing and logistical equipment to business customers. During the period, the company became embroiled in a patent dispute with its much larger US-based competitor, Pitney Bowes Inc., which threw into doubt the value of the company's intellectual property and contributed to the decline in its share price. BIGGEST GAINERS % --- Amdocs Limited......................................... 91.2% Ichiyoshi Securities Co., Ltd.......................... 60.1 Radiometer A/S - B Shares.............................. 47.5 Jyske Bank A/S......................................... 43.5 Meitec Corporation..................................... 24.1 BIGGEST LOSERS % --- Neopost S.A............................................ -16.2% Vontobel Holding AG - Reg. Shares...................... -10.3 Asatsu-DK Inc.......................................... -7.9 Tower Ltd.............................................. -2.8 Nipponkoa Insurance Company, Ltd. ..................... -2.6 For the year ended 6/30/03, these are the holdings that made the largest dollar difference in the portfolio. While some minor holdings experienced greater percentage changes in price, the change in their dollar value did not, on an individual basis, have as meaningful an effect on the Fund's net assets. The percentage shown is the gain or loss on each individual holding during the fiscal year ended June 30, 2003, considering interim security purchases, sales and dividends. Past performance of these specific holdings is historical and does not guarantee future results. FUND CHANGES Although our portfolio turnover has been modest since inception, there have been several purchases and sales of note made by the Fund since it became fully invested last fall. Of the sales, some of the largest positions at the time of sale, in addition to Vontobel, were Eniro AB, Ekornes ASA, Neopost and Natuzzi S.p.A. We generally sell a holding for one of four reasons: the stock price has approached or reached our estimate of economic value, circumstances have led us to change our estimate of the company's economic value, we have lost confidence in the company's management or we have identified a more attractive alternative. We sold Ekornes and Eniro when their stocks reached our target prices. Eniro, based in Sweden, is in the directories business. It rose after reporting strong results and announcing that more of the company's free cash flow would be returned to shareholders in the form of higher dividends and a significant share repurchase. Ekornes, a Norwegian producer of high-end leather furniture, saw its earnings continue to rise during the period and also announced a higher than expected dividend payout. We sold Neopost and Natuzzi, an Italian leather furniture manufacturer, when circumstances led us to change our assessment of their values. We sold Neopost because its patent dispute with Pitney Bowes made it hard to assess company value. The increased competition from Chinese and other Asian furniture manufacturers with low labor costs and its impact on pricing caused us to reduce our estimate of Natuzzi's economic value. TOP 5 COUNTRY ALLOCATIONS United Kingdom............ 19.5% Switzerland............... 15.3 Japan..................... 12.1 Denmark................... 7.3 Germany................... 7.1 As a percentage of total net assets as of 6/30/03. REGION ALLOCATION 6/03 12/02 ------ ------ Europe........................ 70.1% 71.2% Asia/Pacific.................. 19.4 16.8 North America................. 3.6 4.3 Latin America................. 2.0 2.9 As a percentage of total net assets as of 6/30/03 and 12/31/02, respectively. Fund inception: 9/23/02. 12 - ------ TWELVE - --------------------------------------------ARTISAN INTERNATIONAL VALUE FUND---- The proceeds from those and other sales, plus new subscriptions to the Fund, were applied toward several new purchases during the period. One new purchase that had a meaningful impact on performance was Koninklijke Numico N.V., a Dutch manufacturer and retailer of nutritional products and vitamins. Numico was in turmoil following two large debt-financed acquisitions during the past several years. We bought the stock partly due to the attractive financial characteristics of the company's core nutrition businesses and the background and initial actions of a new management team put in place during 2002. This new management has sold off several underperforming businesses, refinanced the company's debt and, most importantly, improved the company's operating cash flow. As a result, much of the financial pressure that had depressed the share price (and the long-term prospects of the business) had been removed. TOP 10 HOLDINGS COMPANY NAME COUNTRY % - -------------------------------------------------------------------------------- Meitec Corporation Japan 4.7% - -------------------------------------------------------------------------------- Aventis S.A. France 3.5 - -------------------------------------------------------------------------------- Diageo PLC United Kingdom 3.1 - -------------------------------------------------------------------------------- Vivendi Universal S.A. France 3.0 - -------------------------------------------------------------------------------- Carpetright PLC United Kingdom 3.0 - -------------------------------------------------------------------------------- Hunter Douglas N.V. Netherlands 3.0 - -------------------------------------------------------------------------------- Radiometer A/S, B Shares Denmark 3.0 - -------------------------------------------------------------------------------- Pfeiffer Vacuum Technology AG Germany 2.9 - -------------------------------------------------------------------------------- Euronext N.V. Netherlands 2.9 - -------------------------------------------------------------------------------- Brit Insurance Holdings PLC United Kingdom 2.9 - -------------------------------------------------------------------------------- TOTAL 32.0% As a percentage of total net assets as of 6/30/03. Two of our top ten positions in the Fund at June 30, 2003 were Aventis S.A. and Brit Insurance Holdings PLC. Aventis, a large Franco-German pharmaceutical company, has a strong balance sheet, a number of top-selling drugs, and higher- than-average corporate profitability. Historically, pharmaceutical companies have traded at relatively high valuations, but prices became depressed as the industry began to face an increase in regulatory and legal risks. In addition, the non-U.S. pharmaceutical industry saw a decline in research and development productivity, which raised concern about future sales potential and product pipelines. The confluence of those events presented an opportunity for us to buy shares of Aventis at an attractive price. Brit Insurance is one of the largest corporate participants in the famed Lloyds of London insurance market. What stood out about this company was the fact that a significant amount of its business had been written over the past two years, which was a favorable period for insurance pricing. In addition, management was focused on a strong underwriting discipline and balance sheet conservatism. We look forward to updating you on our future progress, and thank you for your continued support and confidence. FUND STATISTICS Net Assets........................ $16.3 Mil. Number of Holdings........................ 41 Median Market Cap.................. $1.4 Bil. Weighted Avg. Market Cap........... $6.7 Bil. Median P/B Value........................ 2.2X Weighted Harmonic Avg. P/E (2003E)..... 14.2X All statistics are as of 6/30/03. TOP 5 SECTORS Financials.............................. 23.5% Consumer Discretionary.................. 19.2 Industrials............................. 13.8 Healthcare.............................. 10.9 Consumer Staples........................ 9.7 As a percentage of total net assets as of 6/30/03. 800.344.1770 o WWW.ARTISANFUNDS.COM 13 -------- THIRTEEN ARTISAN MID CAP FUND - ----HIGHLIGHTS------------------------------------------------------------------ o For the 12 months ended June 30, 2003, Artisan Mid Cap Fund underperformed both the Russell Midcap/R Index and the Russell Midcap/R Growth Index. o The largest contributor to Fund performance was the healthcare sector. o Our stock selections in technology and materials and processing were two areas that hurt performance. - ----INVESTMENT APPROACH--------------------------------------------------------- We use a bottom-up investment process to identify well-managed mid-sized companies whose growth and profit potential are not yet fully recognized by investors. Specifically, we spend most of our time answering three questions about a company before we will invest in it: 1) Does the company exhibit franchise characteristics? 2) Is the company positioned for long-term growth and at an early stage in its profit cycle? 3) Is the stock of the company trading at a reasonable discount to our estimate of its private market value? - ----PERFORMANCE REVIEW---------------------------------------------------------- During a volatile fiscal year ended June 30, 2003, the Artisan Mid Cap Fund posted a slightly negative return. GROWTH OF AN ASSUMED $10,000 INVESTMENT (6/27/97 to 6/30/03) [CHART APPEARS HERE] ARTISAN MID CAP FUND ($28,132) Russell Midcap/R Growth Index ($12,000) Russell Midcap/R Index ($14,694) Lipper Mid-Cap Core Funds Index ($14,734) Russell Lipper ARTISAN Midcap/R Russell Mid-Cap MID CAP Growth Midcap/R Core FUND Index Index Funds Index ------ ------- ------- ---------- 6/27/97 (inception) 10,000 10,000 10,000 10,000 10,000 9,994 9,969 10,072 12,550 11,393 11,293 11,540 12/97 12,814 11,079 11,418 11,193 14,714 12,402 12,651 12,514 14,607 12,394 12,461 12,144 13,068 10,325 10,614 9,914 12/98 17,090 13,059 12,570 12,063 17,162 13,505 12,512 11,485 19,839 14,912 13,870 12,958 19,601 14,165 12,678 12,123 12/99 26,984 19,757 14,862 15,464 34,037 23,930 16,361 17,707 34,299 22,158 15,623 17,113 38,105 22,717 16,687 17,760 12/00 34,311 17,436 16,088 16,432 30,390 13,062 14,400 14,550 34,092 15,175 15,773 16,378 26,430 10,957 12,956 13,240 12/01 33,266 13,922 15,183 15,627 32,583 13,676 15,828 16,205 28,545 11,179 14,317 14,485 23,386 9,259 11,792 12,114 12/02 25,230 10,107 12,726 12,912 24,418 10,105 12,425 12,421 6/03 28,132 12,000 14,694 14,734 AVERAGE ANNUAL TOTAL RETURNS (as of 6/30/03) - -------------------------------------------------------------------------------- SINCE FUND / INDEX 1-YEAR 5-YEAR INCEPTION - -------------------------------------------------------------------------------- Artisan Mid Cap Fund -1.45% 14.01% 18.79% - -------------------------------------------------------------------------------- Russell Midcap/R Growth Index 7.35 -0.64 3.08 - -------------------------------------------------------------------------------- Russell Midcap/R Index 2.63 3.35 6.62 - -------------------------------------------------------------------------------- Lipper Mid-Cap Core Funds Index 1.72 3.94 6.66 - -------------------------------------------------------------------------------- PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE GRAPH AND TABLE ABOVE DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON DISTRIBUTIONS OR SALE OF FUND SHARES. IN TIMES OF MARKET VOLATILITY, THE FUND'S RETURN MAY VARY GREATLY OVER SHORT PERIODS OF TIME AND MAY BE MATERIALLY DIFFERENT BY THE TIME YOU RECEIVE THIS REPORT. FOR MORE CURRENT PERFORMANCE INFORMATION, VISIT WWW.ARTISANFUNDS.COM OR CALL 800.344.1770. INVESTORS SHOULD MAINTAIN REALISTIC EXPECTATIONS FOR FUTURE PERFORMANCE. THE FUND INVESTS IN STOCKS OF MEDIUM-SIZED COMPANIES, WHICH TEND TO BE MORE VOLATILE THAN THOSE OF LARGE COMPANIES, AND HAVE UNDERPERFORMED THE STOCKS OF SMALL AND LARGE COMPANIES DURING SOME PERIODS. GROWTH STOCKS MAY UNDERPERFORM OTHER ASSET TYPES DURING A GIVEN PERIOD. THESE RISKS ARE DISCUSSED IN THE PROSPECTUS. Please read it carefully before you invest or send money. Investment return and principal value will fluctuate so that an investor's shares in the Fund, when redeemed, may be worth more or less than their original cost. See page 79 for a description of each index. 14 - -------- FOURTEEN - --------------------------------------------------------ARTISAN MID CAP FUND---- PERFORMANCE REVIEW The first three months of the year ended June 30, 2003, were a harsh continuation of an already disappointing period for equity investors. In fact, within mid-cap equities, the Russell Midcap/R Index was down 36 out of 64 trading days while the Russell Midcap/R Growth Index was down 32 of those days. There was virtually no place to hide for equity investors during the quarter as most markets returned negative results. The next quarter saw a bit of a turnaround when stocks, led by technology, were up strongly during much of October and November 2002. There was positive news during the rally. The United Nations joined the U.S. in the search for weapons in Iraq, the Federal Reserve cut interest rates, and the November mid-term elections provided some hope for consistent and effective economic policy. However, stock prices retreated somewhat in December and losses carried over into January and February before showing some life at about the same time that fighting in Iraq began during March. The final three months of the fiscal year were a bright contrast to the first three. Almost all markets had positive returns. Mid-cap growth stocks outperformed their value counterparts for the fourth consecutive quarter. A number of factors contributed to market strength, including an end to the war in Iraq, renewed consumer confidence, record low interest rates, and an increase in buying of equities. QUARTERLY TOTAL RETURNS FUND/INDEX Q2 03 Q1 03 Q4 02 Q3 02 - -------------------------------------------------------------------------------- Artisan Mid Cap Fund 15.21% -3.22% 7.89% -18.08% - -------------------------------------------------------------------------------- Russell Midcap/R Growth Index 18.76 -0.02 9.16 -17.18 - -------------------------------------------------------------------------------- Returns are not annualized. SECTOR REVIEW The 12 months ended June 30, 2003 were marked by extreme lows and extreme highs, leaving the Fund with widely different quarter-by-quarter results. Our strongest positive contribution for the fiscal year came from healthcare stocks. We have mentioned in previous communications to shareholders that the pharmaceutical industry is in a challenging environment as patents on many popular drugs expire. However, that did not cause us to shy away from the sector. Instead, we elected to focus on generic drug makers such as Barr Laboratories, Inc. and Mylan Laboratories, Inc. Both performed very well during the period. Outside of the pharmaceutical area, our position in biotech Amgen Inc., which we acquired as a result of Amgen's acquisition of a prior holding, and medical supply companies Guidant Corporation and Boston Scientific Corporation also contributed strongly. Service provider Community Health Systems, Inc. detracted from performance because of concern over near-term earnings growth after allegations of fraud surfaced at a competitor. Our energy stocks also yielded positive results. We held oil service providers Nabors Industries, Ltd., Smith International, Inc., and Weatherford International, Ltd. to varying degrees throughout the year and all three contributed positively. Late in the period we sold natural gas producer Devon Energy Corporation in favor of gas distributor The Williams Companies, Inc. Each of those stocks also did well. We maintained our commitment to most energy positions because we believed that the supply/demand dynamics for both oil and gas were favorable. The consumer discretionary sector experienced a rocky 12 months, but closed out the fiscal year on a strong note. A number of factors held the sector back early, including geopolitical tensions, weak consumer confidence, poor employment figures, and uncertain economic activity. All showed signs of life beginning late in March 2003. This led to the prospect of better earnings for many of our cyclical companies and created support for improved performance. Getty Images, Inc. was one stock [PHOTO] ANDREW C. STEPHENS Lead Portfolio Manager [PHOTO] JAMES D. HAMEL Associate Portfolio Manager 800.344.1770 o WWW.ARTISANFUNDS.COM 15 ------- FIFTEEN - ----ARTISAN MID CAP FUND-------------------------------------------------------- that was very volatile, posting two very strong quarters and two weak quarters. Fortunately, the good news ended up outweighing the bad and its stock ended up being our strongest contributor in the sector. Other stocks that we held throughout the period such as Lamar Advertising Company and toy maker Mattel, Inc. were not as fortunate and we ended up lower than where we started the period in each company. However, our decision to buy more stocks in the sector turned out to be very timely as a number of them did well. Advertiser Omnicom Group, Inc., retailer Williams-Sonoma, Inc., and e-commerce company InterActiveCorp. (formerly USA Interactive), were a few of the success stories. Some of the worst performing stocks in the Fund came from the materials and processing sector. Packaging firm Pactiv Corporation was our largest holding on June 30, 2002, and had the largest negative contribution in the sector. Specialty chemicals company Rohm and Haas Company and steel company NuCor Corporation were also poor performers. To a certain degree, those stocks suffered due to the slow economic recovery and as a higher price for oil, which is a large part of the input cost for many of these businesses, either directly or indirectly clouded earnings expectations. Financial services, technology and telecom related stocks also hurt our relative performance, particularly compared to the growth index. In financials, the majority of the poor performance can be attributed to insurance company Arthur J. Gallagher & Company and the few banking stocks we held. Investment managers SEI Investments Company and T. Rowe Price Group, Inc. helped to offset some of the slide when investor demand for riskier assets such as equities returned during the market rally that started in March 2003. Within the technology and telecom related areas our stock selection was negative compared to both indices. That was primarily due to our focus on higher quality issues, which did not rise as rapidly during the last three months of the period as some of the stocks we think carry more risk. This was most obvious in the capacity-heavy telecommunications area, which was up well over 100% in the Russell Midcap/R Growth Index. In addition, one of our largest holdings at the beginning of the year, National Semiconductor Corporation (a manufacturer of analog semiconductors) was hit hard in July 2002 partly on news that weak end- user demand in PCs and handsets would cause manufacturers to pare back inventory levels. BIGGEST GAINERS % --- Getty Images, Inc............................ 64.4% Network Appliance, Inc....................... 59.3 Amgen, Inc. ................................. 48.0 Mylan Laboratories, Inc...................... 46.5 EMC Corporation.............................. 43.4 BIGGEST LOSERS % --- Community Health Systems, Inc................ -26.5% National Semiconductor Corporation........... -20.7 Rohm and Haas Company........................ -16.6 Comerica, Inc................................ -15.9 Pactiv Corporation........................... -14.1 For the year ended June 30, 2003, these are the holdings that made the largest dollar difference in the portfolio. While some minor holdings experienced greater percentage changes in price, the change in their dollar value did not, on an individual basis, have as meaningful an effect on the Fund's net assets. The percentage shown is the gain or loss on each individual holding during the fiscal year ended June 30, 2003, considering interim security purchases, sales and dividends. Past performance of these specific holdings is historical and does not guarantee future results. FUND CHANGES The most significant change in the Fund during the fiscal year was an increase in the amount of capital we had in consumer discretionary stocks. Consumer spending remained positive for virtually the whole period even as other economic variables were mixed. That presented an excellent backdrop for us to add a number of quality franchises with improving profit cycles to the Fund. Some of our large purchases were Starwood Hotels & Resorts Worldwide, Inc., The Estee Lauder Companies, Inc., SECTOR DIVERSIFICATION 6/03 6/02 ------ ------ Auto & Transportation............................. 4.4% 4.1% Consumer Discretionary............................ 24.8 15.3 Consumer Staples.................................. 1.4 1.4 Financial Services................................ 12.4 15.7 Healthcare........................................ 13.7 11.2 Integrated Oils................................... 0.0 0.0 Materials & Processing............................ 3.7 9.9 Other............................................. 0.8 2.3 Other Energy...................................... 6.5 6.5 Producer Durables................................. 9.6 6.0 Technology........................................ 17.5 19.1 Utilities......................................... 1.0 1.7 Other assets less liabilities..................... 4.2 6.8 TOTAL............................................. 100% 100% As a percentage of total net assets as of 6/30/03 and 6/30/02, respectively. 16 - ------- SIXTEEN - --------------------------------------------------------ARTISAN MID CAP FUND---- Williams-Sonoma, Inc., and Costco Wholesale Corporation. Our belief in cycles also drove us to several firms in the sector that rely on business advertising as part of their revenue streams. For example, we purchased Omnicom Group, Inc., InterActiveCorp. and The New York Times Company. That same premise of business spending was also an important factor in the Fund's increased exposure to producer durables as we added W.W. Grainger, Inc., KLA - Tencor Corporation, and Molex, Inc. Within healthcare, the key additions to the Fund were Mylan Laboratories, Inc., pharmacy benefit manager Caremark Rx, Inc., and Boston Scientific Corporation. A merger of two of our biotech holdings (Biogen, Inc. and IDEC Pharmaceuticals Corporation) was announced in June 2003. We did not believe that the merger would be beneficial and we reduced our combined exposure at the end of the period. Some of the capital reallocated to consumer discretionary, producer durables and healthcare stocks was from materials and processing and financial services stocks. We significantly sold down Pactiv Corporation and completely liquidated Rohm and Haas Company. In each instance, we believed the company's profit cycle was slowing and stock price performance was weak. In the finance area, we sold off almost all of our banking stocks for the same reason. However, some capital was moved within the sector to data processors Fiserv, Inc. and Paychex, Inc. Technology was a fairly active sector for the Fund. Only three stocks (Adobe Systems, Inc., Ingram Micro, Inc. and Network Associates, Inc.) remained as holdings throughout the year. In the software space, we sold long-time holding Intuit, Inc. as we believed its profit cycle began to slow and Peoplesoft, Inc. was sold after it announced a potential merger with rival J.D. Edwards & Company. Seagate Technology, BEA Systems, Inc., and VERITAS Software Corporation received part of the reallocation of capital. In the semi-conductor industry, we sold National Semiconductor Corporation and Linear Technology Corporation, which manufactures high performance linear integrated circuits, was added. TOP 10 HOLDINGS COMPANY NAME % - --------------------------------------------------- Southwest Airlines Co. 2.3% - --------------------------------------------------- Nabors Industries, Ltd. 2.0 - --------------------------------------------------- W.W. Grainger, Inc. 1.9 - --------------------------------------------------- Omnicom Group, Inc. 1.8 - --------------------------------------------------- Weatherford International, Ltd. 1.7 - --------------------------------------------------- Lamar Advertising Company 1.6 - --------------------------------------------------- Danaher Corporation 1.6 - --------------------------------------------------- SEI Investments Company 1.6 - --------------------------------------------------- Smith International, Inc. 1.6 - --------------------------------------------------- Mylan Laboratories, Inc. 1.6 - --------------------------------------------------- TOTAL 17.7% As a percentage of total net assets as of 6/30/03. The fiscal year ended with our GARDEN/SM holdings remaining the largest part of the portfolio. Thank you for the trust you have placed in us as we endeavor to be respectful of your capital and work diligently to enhance its value. FUND STATISTICS Net Assets.............................. $3.1 Bil. Number of Holdings............................. 97 Median Market Cap....................... $5.0 Bil. Weighted Avg. Market Cap................ $8.0 Bil. Weighted Avg. Growth Rate (3-5 yr).......... 16.2% Weighted Harmonic Avg. P/E (2003E).......... 24.1X Fund statistics are as of 6/30/03. 800.344.1770 o WWW.ARTISANFUNDS.COM 17 --------- SEVENTEEN ARTISAN MID CAP VALUE FUND - ----HIGHLIGHTS------------------------------------------------------------------ o For the 12 months ended June 30, 2003, Artisan Mid Cap Value Fund outperformed the Russell Midcap/R Index and Russell Midcap/R Value Index by a wide margin. o Our security selection within the financial services sector contributed the most to our return during the one-year period as a number of our stocks posted strong gains. o The largest drags on performance were our holdings in the electric utilities and semi-conductor industries and a few stocks with company-specific problems. - ----INVESTMENT APPROACH--------------------------------------------------------- Our goal is to invest in companies that are priced below our estimate of the value of the business and that provide a controlled level of risk. It is important to complement stock price value with a company that is financially strong and possesses favorable economics. Our focus is on individual companies, rather than on economic or market trends. The Fund often finds investment opportunities in companies that are in the midst of a turnaround, are undiscovered or unsponsored, have hidden assets, and/or are in the process of a major change. - ----PERFORMANCE REVIEW---------------------------------------------------------- Artisan Mid Cap Value Fund outperformed the Russell Midcap/R Value Index in three of the four quarters during our fiscal year ended June 30, 2003 and the one period of underperformance was slight. GROWTH OF AN ASSUMED $10,000 INVESTMENT (3/28/01 to 6/30/03) [CHART APPEARS HERE] ARTISAN MID CAP VALUE FUND ($11,742) Russell Midcap/R Value Index ($11,003) Russell Midcap/R Index ($10,304) Lipper Mid-Cap Value Funds Index ($10,916) ARTISAN Russell Lipper MID CAP Midcap/R Russell Mid-Cap VALUE Value Midcap/R Value FUND Index Index Funds Index ------ ------- ------- ---------- 3/28/01 (inception) 10,000 10,000 10,000 10,000 10,070 10,150 10,098 10,093 6/01 11,180 10,865 11,061 11,146 9/01 9,150 9,610 9,085 9,777 12/01 10,693 10,766 10,647 11,206 3/02 11,328 11,616 11,099 11,904 6/02 10,915 11,074 10,040 10,870 9/02 9,331 9,086 8,269 8,972 12/02 10,279 9,728 8,924 9,563 3/03 10,088 9,333 8,713 9,159 6/03 11,742 11,003 10,304 10,916 AVERAGE ANNUAL TOTAL RETURNS (as of 6/30/03) - -------------------------------------------------------------------------------- SINCE FUND / INDEX 1-YEAR INCEPTION - -------------------------------------------------------------------------------- Artisan Mid Cap Value Fund 7.58% 7.37% - -------------------------------------------------------------------------------- Russell Midcap/R Value Index -0.64 4.33 - -------------------------------------------------------------------------------- Russell Midcap/R Index 2.63 1.34 - -------------------------------------------------------------------------------- Lipper Mid-Cap Value Funds Index 0.42 3.96 - -------------------------------------------------------------------------------- PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE GRAPH AND TABLE ABOVE DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON DISTRIBUTIONS OR SALE OF FUND SHARES. IN TIMES OF MARKET VOLATILITY, THE FUND'S RETURN MAY VARY GREATLY OVER SHORT PERIODS OF TIME AND MAY BE MATERIALLY DIFFERENT BY THE TIME YOU RECEIVE THIS REPORT. FOR MORE CURRENT PERFORMANCE INFORMATION, VISIT WWW.ARTISANFUNDS.COM OR CALL 800.344.1770. INVESTORS SHOULD MAINTAIN REALISTIC EXPECTATIONS FOR FUTURE PERFORMANCE. THE FUND INVESTS IN STOCKS OF MEDIUM-SIZED COMPANIES, WHICH TEND TO BE MORE VOLATILE THAN THOSE OF LARGE COMPANIES, AND HAVE UNDERPERFORMED THE STOCKS OF SMALL AND LARGE COMPANIES DURING SOME PERIODS. VALUE STOCKS MAY UNDERPERFORM OTHER ASSET TYPES DURING A GIVEN PERIOD. THESE RISKS ARE DISCUSSED IN THE PROSPECTUS. PLEASE READ IT CAREFULLY BEFORE YOU INVEST OR SEND MONEY. Investment return and principal value will fluctuate so that an investor's shares in the Fund, when redeemed, may be worth more or less than their original cost. The Fund's performance reflects the adviser's undertaking to limit the Fund's expenses, which may be terminated at any time, has been in effect since the Fund's inception and has had a material impact on the Fund's performance, which would have been lower in its absence. Although the undertaking remained in effect during the fiscal year ended June 30, 2003, the Fund's expenses during that period were below the limitation and no reimbursement was required. See page 79 for a description of each index. 18 - -------- EIGHTEEN - --------------------------------------------------ARTISAN MID CAP VALUE FUND---- PERFORMANCE REVIEW July, August and September 2002 were a rough start to our fiscal year ended June 30, 2003 as most areas of the market posted negative results. Technology was the worst performer, but most sectors, market caps, and styles were hurt as volatility remained high. There were plenty of market factors that influenced performance including an uncertain economy, lower investor confidence, the threat of war and concerns about corporate governance. The downward trend continued into September 2002, but a number of signs indicated that risk-taking returned to favor in October as the market surged with tighter corporate yield spreads, better performance for technology stocks and strong performance in low- priced stocks. Unfortunately, the market gave up some of the gains in December. After a brief rally in early January, investor concern about the geopolitical ramifications of war and apprehension about the strength of the economy appeared to impact the stock market as it traded lower until March when the fighting in Iraq began. After a quick conclusion to the war in Iraq, investor sentiment shifted rapidly and aggressively. This likely contributed to the solid gains realized by virtually every area of the market in the April to June 2003 time period. As demonstrated by the variance in quarterly returns, the fiscal year ended June 30, 2003 was a volatile period. We are pleased that we were able to provide shareholders with a positive return as it has been some time since the market has been in the black. QUARTERLY TOTAL RETURNS FUND/INDEX Q2 03 Q1 03 Q4 02 Q3 02 - -------------------------------------------------------------------------------- Artisan Mid Cap Value Fund 16.40% -1.86% 10.16% -14.51% - -------------------------------------------------------------------------------- Russell Midcap/R Value Index 17.89 -4.06 7.07 -17.95 - -------------------------------------------------------------------------------- Returns are not annualized. SECTOR REVIEW Throughout the year we maintained a large commitment to financial services stocks. Several of our financial services holdings performed very well and contributed strongly to our outperformance. Two of our largest positions in the sector, Countrywide Financial Corporation, a residential mortgage banker, and The Student Loan Corporation, which originates loans for higher education, were outstanding performers. Countrywide has, in part, benefited from record low mortgage rates and refinancing activity. Student Loan rose for most of the period, but was particularly strong from March to June 2003. Within that time frame, the company reported strong earnings and record loan volume. Capital One Financial Corporation, a credit card issuer, was another stock that was strong in the March to June time period. It recovered from a fairly depressed valuation to post over a 50% gain in those months partly due to an announcement of record earnings. The Fund also received strong contributions during the fiscal year from most of our insurance holdings and from Nuveen Investments, Inc., an investment management firm. We didn't own many technology or healthcare stocks, but most of those we did own contributed strongly to Fund performance. Our increased investment in technology stocks was a brief, but profitable decision during the year. Electronic Data Systems Corporation, Amdocs Limited and Rational Software Corporation each posted solid gains for the Fund. Our only position in the healthcare sector was Mylan Laboratories, Inc., a generic drug producer. Two potential government reforms, clarity about its product pipeline and improved sales results were among the factors that led to considerable gains in the stock. [PHOTO] JAMES C. KIEFFER Portfolio Co-Manager [PHOTO] SCOTT C. SATTERWHITE Portfolio Co-Manager 800.344.1770 o WWW.ARTISANFUNDS.COM 19 -------- NINETEEN - ----ARTISAN MID CAP VALUE FUND-------------------------------------------------- Energy stocks remained an outsized portion of the portfolio for the full period because we have believed that the sector would benefit from better product pricing due to a tightening supply/demand situation. Apache Corporation, an oil and gas exploration company, remains our largest position in the Fund. Apache contributed the most to our returns in the sector, but we also received a meaningful contribution from XTO Energy, Inc., a natural gas producer. In the consumer area we owned stocks in a variety of industries and our exposure was on average in line with our benchmark. A few of the standout performers were Michaels Stores, Inc., Polo Ralph Lauren Corporation, and Furniture Brands International, Inc. Michaels was the strongest of the group. Late in our fiscal year the company reported a rise in earnings and same store sales, and declared its first dividend, all helping to push the share price higher. In a very volatile year, we were pleased to have avoided a number of the land mines. Unfortunately, we did not emerge entirely unscathed. There were a few trouble spots in the Fund. Although our financial stocks were very successful overall, real estate investment trust Trizec Properties, Inc. was an exception. Trizec disappointed early in the fiscal year and we sold it because we were concerned that company fundamentals might deteriorate further. In the materials sector, paper company MeadWestvaco Corporation tumbled, in part after news surfaced that it was party to a variety of asbestos lawsuits. Gas pipeline utility El Paso Corporation was a stock we thought was selling at an attractive price relative to its asset value. The market apparently did not share our view and we ended up selling our position at a loss. In the consumer area, business consultant BearingPoint, Inc. (formerly KPMG Consulting) was the Fund's largest negative contributor. The stocks we owned in the semi-conductor industry slightly offset some of our technology gains. BIGGEST GAINERS % --- Michaels Stores, Inc......................... 45.1% Mylan Laboratories, Inc. .................... 45.0 The Student Loan Corporation................. 35.4 Countrywide Financial Corporation............ 31.1 Apache Corporation .......................... 17.6 BIGGEST LOSERS % --- BearingPoint, Inc. .......................... -52.5% El Paso Corporation.......................... -45.3 Trizec Properties, Inc. ..................... -34.4 Teco Energy, Inc. ........................... -33.8 Allegheny Energy, Inc. ...................... -28.4 For the year ended June 30, 2003, these are the holdings that made the largest dollar difference in the portfolio. While some minor holdings experienced greater percentage changes in price, the change in their dollar value did not, on an individual basis, have as meaningful an effect on the Fund's net assets. The percentage shown is the gain or loss on each individual holding during the fiscal year ended June 30, 2003, considering interim security purchases, sales and dividends. Past performance of these specific holdings is historical and does not guarantee future results. FUND CHANGES We make all of our investment decisions stock by stock, but it's interesting to see where those company-specific decisions take us. The percentages of the portfolio invested in financial services and energy were just about the same at the end of the fiscal year as they were at the beginning. The same could also be said for technology. However, our technology exposure was vastly different at various points during the 12 months as we opportunistically bought names at what we thought were reasonable prices only to sell shortly thereafter as those prices recovered. SECTOR DIVERSIFICATION 6/03 6/02 ------ ------ Auto & Transportation........................ 3.6% 1.3% Consumer Discretionary....................... 15.5 9.7 Consumer Staples............................. 5.6 0.0 Financial Services........................... 31.9 30.3 Healthcare................................... 1.0 1.7 Integrated Oils.............................. 0.0 0.0 Materials & Processing....................... 7.2 8.3 Other........................................ 1.6 0.0 Other Energy................................. 14.0 15.2 Producer Durables............................ 8.0 10.0 Technology................................... 2.6 2.2 Utilities.................................... 2.6 12.2 Other assets less liabilities................ 6.4 9.1 TOTAL........................................ 100% 100% As a percentage of total net assets as of 6/30/03 and 6/30/02, respectively. 20 - ------ TWENTY - --------------------------------------------------ARTISAN MID CAP VALUE FUND---- We moved away from utilities as a group throughout the period due to a combination of target price realization and individual company disappointments. The most notable disappointments in the sector were Allegheny Energy, Inc. and Teco Energy, Inc. Each company was sold at a loss during the first six months of the period after it became apparent that our investment thesis was wrong. TOP 10 HOLDINGS COMPANY NAME % - --------------------------------------------------------- Apache Corporation 5.1% - --------------------------------------------------------- The Student Loan Corporation 4.7 - --------------------------------------------------------- Countrywide Financial Corporation 4.7 - --------------------------------------------------------- Furniture Brands International, Inc. 3.6 - --------------------------------------------------------- White Mountains Insurance Group, Ltd. 3.4 - --------------------------------------------------------- Polo Ralph Lauren Corporation 2.9 - --------------------------------------------------------- Republic Services, Inc. 2.7 - --------------------------------------------------------- Nuveen Investments, Inc. 2.7 - --------------------------------------------------------- Zale Corporation 2.6 - --------------------------------------------------------- XTO Energy Inc. 2.5 - --------------------------------------------------------- TOTAL 34.9% As a percentage of total net assets as of 6/30/03. Much of the capital we took out of utilities we put back to work in consumer discretionary stocks. The three new additions to this sector were Furniture Brands, Michaels, and Polo. Each stock, as noted in the performance review, contributed to results. The Fund's weight in financial services did not change much during the twelve months ended June 30, 2003 as our buying activity offset our selling. We reduced our position in property-casualty insurance stocks and sold Trizec and Alliance Capital Management Holding L.P., which had disappointed, and Fidelity National Financial, Inc., which had reached our target price. Most of the offsetting purchases were made during the final three months of the fiscal year. Included in the list of purchases were Washington Federal, Inc., TCF Financial Corporation and Wesco Financial Corporation. Nuveen was one of the exceptions that we added early in the year. Thank you for your continued support and confidence in our process. FUND STATISTICS Net Assets............................. $64.5 Mil. Number of Holdings............................. 49 Median Market Cap....................... $3.2 Bil. Weighted Avg. Market Cap................ $4.1 Bil. Weighted Avg. Growth Rate (3-5 yr).......... 12.6% Weighted Harmonic Avg. P/E (2003E).......... 12.4X Fund statistics are as of 6/30/03. 800.344.1770 o WWW.ARTISANFUNDS.COM 21 ---------- TWENTY-ONE ARTISAN SMALL CAP FUND - ----HIGHLIGHTS------------------------------------------------------------------ o For the 12 months ended June 30, 2003, Artisan Small Cap Fund outperformed the Russell 2000/R Index and slightly underperformed the Russell 2000/R Growth Index. o Our security selection within technology added the most value to returns during the course of the year as many of our stocks posted strong gains. o A poor performing retail industry and many weak financial services companies detracted the most from performance during the last 12 months. - ----INVESTMENT APPROACH--------------------------------------------------------- We use a bottom-up investment process to identify well-managed small companies whose growth and profit potential are not yet fully recognized by investors. During the security selection process, our analysis is aimed at addressing four questions about a company: 1) Is the company growing earnings? 2) Does the company have a competitive advantage? 3) Is the company investing capital wisely? 4) Is the company's stock trading at a reasonable price? - ----PERFORMANCE REVIEW---------------------------------------------------------- Despite an extraordinary amount of volatility during the 12 months ended June 30, 2003, small-cap stocks ended the year just about where they began it. GROWTH OF AN ASSUMED $10,000 INVESTMENT (3/28/95 to 6/30/03) [CHART APPEARS HERE] ARTISAN SMALL CAP FUND ($17,865) Russell 2000/R Growth Index ($13,202) Russell 2000/R Index ($19,311) Lipper Small-Cap Core Funds Index ($21,674) ARTISAN Russell Lipper SMALL 2000/R Russell Small-Cap CAP Growth 2000/R Core FUND Index Index Funds Index ------ ------- ------- ---------- 3/28/95 (inception) 10,000 10,000 10,000 10,000 10,050 9,963 10,022 10,005 11,520 10,951 10,962 10,707 12,650 12,197 12,044 11,874 12/95 13,283 12,377 12,305 12,193 14,059 13,088 12,933 13,036 14,785 13,853 13,580 13,903 14,160 13,735 13,626 13,989 12/96 14,858 13,771 14,335 14,475 14,150 12,326 13,594 13,683 16,459 14,490 15,797 16,003 18,627 16,942 18,149 18,686 12/97 18,226 15,554 17,541 17,693 19,566 17,401 19,305 19,618 18,883 16,402 18,405 18,712 13,976 12,735 14,697 14,595 12/98 15,771 15,745 17,094 17,049 13,891 15,480 16,167 15,610 15,672 17,763 18,681 17,992 15,530 16,889 17,500 17,224 12/99 18,795 22,529 20,728 20,489 21,211 24,621 22,196 22,602 20,759 22,806 21,357 22,241 19,685 21,900 21,594 22,866 12/00 18,531 17,476 20,102 21,909 17,744 14,819 18,794 20,243 20,774 17,483 21,479 23,353 16,571 12,574 17,014 19,268 12/01 20,795 15,864 20,602 23,471 20,481 15,553 21,422 24,308 17,886 13,112 19,633 22,199 13,575 10,290 15,431 17,919 12/02 14,833 11,063 16,382 18,957 14,427 10,634 15,646 17,978 6/03 17,865 13,202 19,311 21,674 AVERAGE ANNUAL TOTAL RETURNS (as of 6/30/03) - -------------------------------------------------------------------------------- SINCE FUND / INDEX 1-YEAR 5-YEAR INCEPTION - -------------------------------------------------------------------------------- Artisan Small Cap Fund -0.11% -1.10% 7.28% - -------------------------------------------------------------------------------- Russell 2000/R Index -1.64 0.97 8.30 - -------------------------------------------------------------------------------- Russell 2000/R Growth Index 0.69 -4.25 3.42 - -------------------------------------------------------------------------------- Lipper Small-Cap Core Funds Index -2.37 2.98 9.82 - -------------------------------------------------------------------------------- PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE GRAPH AND TABLE ABOVE DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON DISTRIBUTIONS OR SALE OF FUND SHARES. IN TIMES OF MARKET VOLATILITY, THE FUND'S RETURN MAY VARY GREATLY OVER SHORT PERIODS OF TIME AND MAY BE MATERIALLY DIFFERENT BY THE TIME YOU RECEIVE THIS REPORT. FOR MORE CURRENT PERFORMANCE INFORMATION, VISIT WWW.ARTISANFUNDS.COM OR CALL 800.344.1770. INVESTORS SHOULD MAINTAIN REALISTIC EXPECTATIONS FOR FUTURE PERFORMANCE. STOCKS OF SMALLER COMPANIES MAY BE MORE VOLATILE AND LESS LIQUID THAN THOSE OF LARGE COMPANIES, HAVE UNDERPERFORMED THE STOCKS OF LARGER COMPANIES DURING SOME PERIODS AND MAY HAVE A SHORTER HISTORY OF OPERATIONS THAN LARGE COMPANIES. THE FUND INVESTS IN GROWTH STOCKS, WHICH MAY UNDERPERFORM OTHER ASSET TYPES DURING A GIVEN PERIOD. THESE RISKS ARE DISCUSSED IN THE PROSPECTUS. PLEASE READ IT CAREFULLY BEFORE YOU INVEST OR SEND MONEY. Investment return and principal value will fluctuate so that an investor's shares in the Fund, when redeemed, may be worth more or less than their original cost. See page 79 for a description of each index. 22 - ---------- TWENTY-TWO - ------------------------------------------------------ARTISAN SMALL CAP FUND---- PERFORMANCE REVIEW The fiscal year ended June 30, 2003 concluded better than it started. The first three months of the period experienced disappointing performance, due in part to selling pressure driven by weaker earnings, a poor economic outlook and the fear of war. The market rallied strongly through October and November 2002 and the Federal Reserve once again lowered interest rates in early November, but corporate spending remained muted. Unfortunately, the rally was short-lived and the market retreated in December 2002. Uncertainty appeared to drive lackluster performance as capital spending and consumer confidence slumped prior to the war, resulting in a poor beginning to 2003. Once it was apparent that the conflict in Iraq was coming to an end in April, consumer confidence rose and was supported further by record lows on mortgage rates, a new tax bill and a somewhat better profit picture for a number of companies. This resulted in a meaningful market rally and very strong returns for the last three months of the period. SECTOR REVIEW For the most part, our performance zigged and zagged with the broader market. The best performing sectors in the market were healthcare, technology and financials. However, both healthcare and technology followed the volatility of the market before finding strength. Both sectors began the year ended June 30, 2003 among the worst performers. Some of the early pressure in healthcare was due to pharmaceutical companies, but the industry performed relatively well for the rest of period. The technology area was less discriminating as most industries did poorly early on, but that same breadth also held true when the sector recovered as most industries performed very well to close out the period. The financial sector performed relatively well for most of the year, as banks and real estate companies among others benefited from the tailwinds associated with low interest rates and a booming housing market. QUARTERLY TOTAL RETURNS FUND/INDEX Q2 03 Q1 03 Q4 02 Q3 02 - -------------------------------------------------------------------------------- Artisan Small Cap Fund 23.83% -2.73% 9.27% -24.10% - -------------------------------------------------------------------------------- Russell 2000/R Growth Index 24.15 -3.88 7.51 -21.52 - -------------------------------------------------------------------------------- Returns are not annualized. After a rocky start, a number of our technology stocks posted solid gains and ended up adding the most value to the Fund. As a group, the stocks we invested in were up significantly more than the benchmark, realizing the lion's share of gains after the war ended, consumer confidence turned and earnings reports began to improve during the second quarter of 2003. We took advantage of opportunities to add to a number of ideas during the market downturn in the third calendar quarter of 2002. The largest contributors were broadband components provider GlobespanVirata, Inc., switching systems manufacturer Avocent Corporation, network solutions firm Tekelec and enterprise applications provider SERENA Software, Inc. Partially offsetting this success was an announcement of fraud by HPL Technologies. We exited the position, but not before getting hurt considerably. Healthcare also represented a pocket of strength in the portfolio, led by managed care providers Mid Atlantic Medical Services, Inc. and Cobalt Corporation. A number of new purchases in this sector also performed very well, including generic drug company Taro Pharmaceutical Industries, Ltd. Taro tacked on a large part of its gains in the second quarter of 2003 after news of two pieces of potential reform that might benefit generic drug companies. Unfortunately, not all of our healthcare stocks were winners - First Horizon Pharmaceutical Corporation fell short of projections on a key drug and TheraSense, Inc. lost market share. [PHOTO] CARLENE M. ZIEGLER Portfolio Co-Manager [PHOTO] MARINA T. CARLSON Portfolio Co-Manager 800.344.1770 o WWW.ARTISANFUNDS.COM 23 ------------ TWENTY-THREE - ----ARTISAN SMALL CAP FUND------------------------------------------------------ A number of our other positive contributors were less concentrated, coming from a variety of sectors. Shuffle Master, Inc. and Alliance Gaming Corporation, both gaming machine suppliers, performed strongly as the soft economic environment left most of the gaming industry unaffected. Oil and gas exploration firm Cimarex Energy Company and security consultant Kroll, Inc. also performed very well. The financial services sector, while strong for our benchmark, hurt Fund results. Compared to our benchmark, we did not own many stocks in that sector and most of the stocks we held posted weak returns. The most damaging was real estate company MeriStar Hospitality Corporation. It dropped considerably, due in part to low hotel occupancies that reduced cash flow and raised concerns about the company's ability to service its debt. Some of the worst performing areas of the market were those whose results typically hinge on a strong economy, including a number of consumer-related industries, industrials, and transportation. Companies in consumer-related businesses had a variety of factors working against them. First, the stock market wrapped up its third calendar year of negative returns in 2002, hurting overall consumer wealth. Second, the overhang of a potential conflict in Iraq and ultimately a lot of uncertainty about its outcome hurt consumer confidence. Third, the employment situation was poor as many companies imposed layoffs in an effort to control costs. Taken together, the average consumer was hesitant to spend, hurting sales and earnings for many companies that rely on their purchases. As a result, a number of our retail stocks ended up performing poorly. Excluding some recent successes, such as Christopher & Banks Corporation, as the market has rallied and sales have begun to improve, results in this area were largely disappointing as consumers spent with caution. Industrial companies are generally more reliant on business spending. Consequently, an uncertain economic outlook that contributed to lower capacity utilization rates and sluggish capital expenditures hurt these companies. The Manitowoc Company, Inc., Technitrol, Inc., and Axcelis Technologies, Inc. were a few of our industrials holdings that were hurt by these economic headwinds. The transportation area was hurt by lower travel since 9/11 and weaker business trends, which weighed on trucker USF Corporation and Atlantic Coast Airlines Holdings, Inc. BIGGEST GAINERS % -- GlobespanVirata, Inc......................... 61.2% Christopher & Banks Corporation.............. 48.8 Avocent Corporation.......................... 41.3 Tekelec...................................... 32.5 Mid Atlantic Medical Services, Inc........... 31.2 BIGGEST LOSERS % --- HPL Technologies, Inc........................ -81.6% MeriStar Hospitality Corporation............. -57.2 First Horizon Pharmaceutical Corporation..... -56.2 Duane Reade Inc.............................. -54.6 Insight Enterprises, Inc..................... -53.0 For the year ended June 30, 2003, these are the holdings that made the largest dollar difference in the portfolio. While some minor holdings experienced greater percentage changes in price, the change in their dollar value did not, on an individual basis, have as meaningful an effect on the Fund's net assets. The percentage shown is the gain or loss on each individual holding during the fiscal year ended June 30, 2003, considering interim security purchases, sales and dividends. Past performance of these specific holdings is historical and does not guarantee future results. SECTOR DIVERSIFICATION 6/03 6/02 ------ ------ Auto & Transportation........................ 4.2% 4.4% Consumer Discretionary....................... 21.4 22.0 Consumer Staples............................. 2.0 1.9 Financial Services........................... 9.8 13.3 Healthcare................................... 17.0 13.3 Integrated Oils.............................. 1.2 0.0 Materials & Processing....................... 4.8 4.6 Other Energy................................. 5.6 8.2 Producer Durables............................ 9.1 10.6 Technology................................... 18.9 16.8 Utilities.................................... 2.8 3.1 Other assets less liabilities................ 3.2 1.8 TOTAL........................................ 100% 100% As a percentage of total net assets as of 6/30/03 and 6/30/02, respectively. 24 - ----------- TWENTY-FOUR - ------------------------------------------------------ARTISAN SMALL CAP FUND---- FUND CHANGES A snapshot of the portfolio at the beginning and end of the last 12 months does not provide a complete picture of the changes made during the year, but it does give an indication of how we responded to changing market conditions. Technology and healthcare stocks have increased as a percentage of the portfolio. The additions to technology were primarily in the semi-conductor and electronics industries. Two notable examples are Plexus Corporation and Semtech Corporation. In the communications area, we sold WebEx Communications, Inc. after it reached our price target and reduced Avocent Corporation and Tekelec after both rose considerably. In the healthcare sector, we added names in the medical systems and services areas as well as the instrument and supplies industry. American Medical Systems Holdings, Inc. (medical device supplier for urological disorders) was one of the new additions in the instrument and supplies industry and as of June 30, 2003 it was a Top 10 Holding. VCA Antech, Inc., an animal healthcare services company, was another addition. TOP 10 HOLDINGS COMPANY NAME % - -------------------------------------------------------------------------------- Charles River Laboratories International, Inc. 2.1% - -------------------------------------------------------------------------------- Axcelis Technologies, Inc. 2.0 - -------------------------------------------------------------------------------- RARE Hospitality International, Inc. 2.0 - -------------------------------------------------------------------------------- Kroll, Inc. 1.9 - -------------------------------------------------------------------------------- Waste Connections, Inc. 1.9 - -------------------------------------------------------------------------------- Alliance Gaming Corporation 1.9 - -------------------------------------------------------------------------------- American Medical Systems Holdings, Inc. 1.8 - -------------------------------------------------------------------------------- DRS Technologies, Inc. 1.8 - -------------------------------------------------------------------------------- Selective Insurance Group, Inc. 1.7 - -------------------------------------------------------------------------------- Linens 'n Things, Inc. 1.7 - -------------------------------------------------------------------------------- TOTAL 18.8% As a percentage of total net assets as of 6/30/03. In the retail industry we sold Insight Enterprises, Inc., Tweeter Home Entertainment Group, Inc. and ValueVision Media, Inc., all based on reduced growth prospects. Within financial services, we reallocated some capital from banks to property-casualty insurers, securities firm Jefferies Group, Inc. and services company FactSet Research Systems, Inc. In addition, we eliminated most of our real estate exposure by selling Medical Office Properties, Inc. and MeriStar Hospitality Corporation. Our energy exposure fell after we sold Willbros Group, Inc., an engineering and construction company, because projects were delayed. As always, we thank you for your continued support and confidence. FUND STATISTICS Net Assets............................ $116.0 Mil. Number of Holdings............................. 78 Median Market Cap....................... $755 Mil. Weighted Avg. Market Cap................ $854 Mil. Weighted Avg. Growth Rate (3-5 yr).......... 18.4% Weighted Harmonic Avg. P/E (2003E).......... 19.5X Median P/E (2003E).......................... 21.6X Fund statistics are as of 6/30/03. 800.344.1770 o WWW.ARTISANFUNDS.COM 25 ----------- TWENTY-FIVE ARTISAN SMALL CAP VALUE FUND - ----HIGHLIGHTS------------------------------------------------------------------ o For the 12 months ended June 30, 2003, Artisan Small Cap Value Fund outperformed the Russell 2000/R Index and the Russell 2000/R Value Index. o Consumer discretionary, financial services, as well as the oil industry, contributed positively to performance. o The largest drags on performance were our holdings in the materials and processing sector. - ----INVESTMENT APPROACH--------------------------------------------------------- Our goal is to invest in companies that are priced below our estimate of the value of the business and that provide a controlled level of risk. It is important to complement stock price value with a company that is financially strong and possesses favorable economics. Our focus is on individual companies, rather than on economic or market trends. The Fund often finds investment opportunities in companies that are in the midst of a turnaround, are undiscovered or unsponsored, have hidden assets, and/or are in the process of a major change. - ----PERFORMANCE REVIEW---------------------------------------------------------- During the twelve months ended June 30, 2003, Artisan Small Cap Value Fund outperformed the Russell 2000/R Value Index in three of four quarters. GROWTH OF AN ASSUMED $10,000 INVESTMENT (9/29/97 to 6/30/03) [CHART APPEARS HERE] ARTISAN SMALL CAP VALUE FUND ($16,887) Russell 2000/R Value Index ($13,610) Russell 2000/R Index ($10,703) Lipper Small-Cap Value Funds Index ($13,135) ARTISAN Russell Lipper SMALL CAP 2000/R Russell Small-Cap VALUE Value 2000/R Value FUND Index Index Funds Index ------ ------- ------- ---------- 9/29/97 (inception) 10,000 10,000 10,000 10,000 9,990 10,051 10,058 10,041 10,310 10,220 9,722 9,881 11,220 11,073 10,700 10,769 11,370 10,673 10,201 10,295 9,079 8,765 8,146 8,277 12/98 9,717 9,560 9,474 9,218 9,270 8,634 8,960 8,247 11,258 10,063 10,354 9,755 10,790 9,276 9,699 9,015 12/99 11,215 9,418 11,488 9,339 11,391 9,778 12,302 9,730 11,733 9,969 11,837 9,858 12,517 10,700 11,968 10,535 12/00 13,550 11,568 11,141 10,904 13,794 11,680 10,416 11,175 15,114 13,040 11,904 12,595 13,330 11,301 9,430 10,781 12/01 15,589 13,190 11,418 12,781 17,052 14,454 11,873 13,801 16,573 14,147 10,881 13,238 13,856 11,135 8,553 10,745 12/02 14,896 11,683 9,079 11,349 14,306 11,090 8,671 10,695 6/03 16,887 13,610 10,703 13,135 AVERAGE ANNUAL TOTAL RETURNS (as of 6/30/03) - -------------------------------------------------------------------------------- SINCE FUND / INDEX 1-YEAR 5-YEAR INCEPTION - -------------------------------------------------------------------------------- Artisan Small Cap Value Fund 1.90% 8.23% 9.54% - -------------------------------------------------------------------------------- Russell 2000/R Value Index -3.80 4.98 5.51 - -------------------------------------------------------------------------------- Russell 2000/R Index -1.64 0.97 1.19 - -------------------------------------------------------------------------------- Lipper Small-Cap Value Funds Index -0.78 4.99 4.86 - -------------------------------------------------------------------------------- PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE GRAPH AND TABLE ABOVE DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON DISTRIBUTIONS OR SALE OF FUND SHARES. IN TIMES OF MARKET VOLATILITY, THE FUND'S RETURN MAY VARY GREATLY OVER SHORT PERIODS OF TIME AND MAY BE MATERIALLY DIFFERENT BY THE TIME YOU RECEIVE THIS REPORT. FOR MORE CURRENT PERFORMANCE INFORMATION, VISIT WWW.ARTISANFUNDS.COM OR CALL 800.344.1770. INVESTORS SHOULD MAINTAIN REALISTIC EXPECTATIONS FOR FUTURE PERFORMANCE. STOCKS OF SMALLER COMPANIES MAY BE MORE VOLATILE AND LESS LIQUID, HAVE UNDERPERFORMED THE STOCKS OF LARGER COMPANIES DURING SOME PERIODS AND MAY HAVE A SHORTER HISTORY OF OPERATIONS THAN LARGER COMPANIES. THE FUND INVESTS IN VALUE STOCKS, WHICH MAY UNDERPERFORM OTHER ASSET TYPES DURING A GIVEN PERIOD. THESE RISKS ARE DISCUSSED IN THE PROSPECTUS. PLEASE READ IT CAREFULLY BEFORE YOU INVEST OR SEND MONEY. Investment return and principal value will fluctuate so that an investor's shares in the Fund, when redeemed, may be worth more or less than their original cost. See page 79 for a description of each index. 26 - ---------- TWENTY-SIX - ------------------------------------------------ARTISAN SMALL CAP VALUE FUND---- PERFORMANCE DISCUSSION Since 1945, the third quarter of the calendar year has tended to be the toughest quarter of the year for stocks. That quarter happens to coincide with the first quarter of our fiscal year ended June 30, 2003 and history repeated itself in a harsh fashion. In an uncertain economic environment, just about every area of the market suffered as earnings broadly disappointed, contributing to high volatility. That downward trend in performance continued through September 2002 and into October before recovering. The one piece of good news that may receive some credit for the rebound was another interest rate cut by the Federal Reserve. However, that occurred in November and we were unimpressed by the rest of the news. The market moved higher in the early part of January, after tailing off some in December. The grim realities of geopolitical strife and economic stress then appeared to reassert their influence on expectations and valuations, driving the market lower into March. Performance then turned strongly upward during April, coincident with the end of the war in Iraq and a return of investor optimism. In glaring contrast to the first three months of the fiscal year, the last three months saw just about every area of the market show positive results. After all of the activity, the Russell 2000/R Value Index ended the fiscal year off from where it started. The 12 months ended June 30, 2003 was a rough period to be an investor. We are glad that we were able to produce a positive return for our shareholders. Our goal is to add value by being individual stock selectors. In fact, as discussed below, the best performing areas of the market were generally where we were underweighted. However, our security selection was strong enough to offset that disadvantage. QUARTERLY TOTAL RETURNS FUND/INDEX Q2 03 Q1 03 Q4 02 Q3 02 - -------------------------------------------------------------------------------- Artisan Small Cap Value Fund 18.04% -3.97% 7.51% -16.39% - -------------------------------------------------------------------------------- Russell 2000/R Value Index 22.72 -5.08 4.92 -21.29 - -------------------------------------------------------------------------------- Returns are not annualized. SECTOR REVIEW Consumer confidence was low through most of the fiscal year ended June 30, 2003, but ended on a higher note. As a result, a number of stocks in the consumer discretionary sector performed well for the Fund, generating most of their gains in the last three months of the period. The end of the war in Iraq, the signing of a new tax bill and low mortgage rates were a few factors that created a foundation for increased consumer spending. That helped fuel demand for stocks that would stand to benefit from increased spending, such as Fund holdings ADVO, Inc., Zale Corporation, Ethan Allen Interiors, Inc., and IHOP Corporation, which provided solid performance in an otherwise weak sector. The main disappointment in the consumer area was Footstar, Inc. Energy stocks started and ended the period as the largest overweight relative to our benchmark. Our commitment to that area has been based on our opinion that the supply/demand dynamics for oil and gas were favorable. Oil and gas prices have been high relative to recent history, providing a positive platform for earnings growth. On an industry basis we own a broad basket of production companies as opposed to the more leveraged service companies. The group of production firms we owned contributed appreciably to Fund returns. Forest Oil Corporation, one of our larger holdings, offset some of the gains after falling due, in part, to the sale of shares by certain large stockholders. [PHOTO] SCOTT C. SATTERWHITE Portfolio Co-Manager [PHOTO] JAMES C. KIEFFER Portfolio Co-Manager 800.344.1770 o WWW.ARTISANFUNDS.COM 27 ------------ TWENTY-SEVEN - ----ARTISAN SMALL CAP VALUE FUND------------------------------------------------ The number of financial services stocks we owned throughout the course of the fiscal year was light relative to the Russell 2000/R Value Index. At various points during the year, that posture hurt our relative performance. Banks and REIT's, both large weights in the index, on average performed well, but we held a limited number of them. However, we did not miss out entirely on gains in financial services. Two of our larger holdings, title insurance companies LandAmerica Financial Group, Inc. and Stewart Information Services Corporation, performed very strongly, more than offsetting that allocation disadvantage. Both were helped, to a large degree, by the favorable interest rate environment that encouraged a significant amount of mortgage refinancing activity. Our materials and transportation stocks were the largest drag on Fund performance. In the early part of 2003, AK Steel sank dramatically for a variety of reasons and deteriorated to the point we no longer felt comfortable holding the stock, but not before realizing a large loss on the sale. The significant appreciation of Schnitzer Steel helped to cushion this blow, but we nonetheless lost money in the materials sector. Our transportation stocks, such as trucker USF Corporation, recreational vehicle manufacturer Fleetwood Enterprises, Inc. and thermal systems company Modine Manufacturing, were all under the pressure of a soft economy that hurt demand for their products and services. Healthcare, technology and utilities, while all strong contributors for our benchmark, posted mixed results for the Fund. We were underweight each sector compared to the Russell 2000/R Value Index. Our healthcare stocks, with one exception, were all positive and contributed to results. Technology stock performance in the Fund was more balanced. We had a number of winners and losers that netted out to a small positive contribution. Our best performing stock in the sector was Internet Security Systems, Inc., a provider of network security software and services. It turned out to be a well-timed purchase that appreciated significantly during the October and November 2002 market rally. The utilities positions in the Fund, as a group, lost money. BIGGEST GAINERS % --- Schnitzer Steel Industries Inc. - Class A......... 89.5% Internet Security Systems, Inc.................... 53.7 LandAmerica Financial Group, Inc.................. 41.8 IHOP Corporation.................................. 33.8 Stewart Information Services Corporation.......... 32.8 BIGGEST LOSERS % --- Footstar, Inc..................................... -82.3% AK Steel Holding Corporation...................... -74.7 Fleetwood Enterprises, Inc........................ -52.5 Modine Manufacturing Company...................... -41.0 USF Corporation................................... -21.4 For the year ended 6/30/03, these are the holdings that made the largest dollar difference in the portfolio. While some minor holdings experienced greater percentage changes in price, the change in their dollar value did not, on an individual basis, have as meaningful an effect on the Fund's net assets. The percentage shown is the gain or loss on each individual holding during the fiscal year ended June 30, 2003, considering interim security purchases, sales and dividends. Past performance of these specific holdings is historical and does not guarantee future results. FUND CHANGES The most significant change in sector exposure from the beginning to the end of the fiscal year ended June 30, 2003 was in consumer discretionary. Throughout the period we found a number of new ideas in the sector. Some of the new investment in the sector was driven by a reallocation of capital from utilities, producer durables and to a smaller extent materials and processing and technology stocks. Our commitment to energy stocks was relatively unchanged. SECTOR DIVERSIFICATION 6/03 6/02 ------ ------ Auto & Transportation........................ 9.1% 7.3% Consumer Discretionary....................... 26.3 12.0 Consumer Staples............................. 0.5 1.2 Financial Services........................... 13.0 15.4 Healthcare................................... 1.7 0.8 Integrated Oils.............................. 1.0 0.0 Materials & Processing....................... 16.2 18.3 Other........................................ 0.0 1.4 Other Energy................................. 16.3 16.2 Producer Durables............................ 5.4 9.0 Technology................................... 2.0 3.4 Utilities.................................... 3.0 8.0 Other assets less liabilities................ 5.5 7.0 TOTAL........................................ 100% 100% As a percentage of total net assets as of 6/30/03 and 6/30/02, respectively. 28 - ------------ TWENTY-EIGHT - ------------------------------------------------ARTISAN SMALL CAP VALUE FUND---- In the consumer discretionary sector, the majority of the changes were made in the final nine months of the period. A number of factors were in play that provided an opportunity for us to buy stocks that met our investment parameters. Some examples include sagging consumer confidence, the threat of war and a number of earnings and/or sales disappointments. We added restaurant firm IHOP, information management company ProQuest, household furnisher Ethan Allen Interiors, and shoe retailer Payless ShoeSource, Inc. IHOP ended the period as a Top 10 Holding. Among other factors, we liked its new franchise model, management's authorization to repurchase shares and its announced dividend. TOP 10 HOLDINGS COMPANY NAME % - ----------------------------------------------------------------- Kellwood Company 3.6% - ----------------------------------------------------------------- Zale Corporation 3.5 - ----------------------------------------------------------------- Centex Construction Products, Inc. 2.9 - ----------------------------------------------------------------- ADVO, Inc. 2.8 - ----------------------------------------------------------------- Stewart Information Services Corporation 2.5 - ----------------------------------------------------------------- LandAmerica Financial Group, Inc. 2.5 - ----------------------------------------------------------------- Forest Oil Corporation 2.4 - ----------------------------------------------------------------- IHOP Corporation 2.2 - ----------------------------------------------------------------- Scottish Annuity & Life Holdings, Ltd. 2.1 - ----------------------------------------------------------------- Stone Energy Corporation 2.0 - ----------------------------------------------------------------- TOTAL 26.5% As a percentage of total net assets as of 6/30/03. The stocks we sold in utilities, producer durables, materials and processing, and technology were generally the result of target price realization, discovery of a more intriguing alternative, or investment case deterioration. From the durables sector we sold Briggs & Stratton Corporation, which was one of our top ten positions at the beginning of the period, when it hit our target price range. In the technology sector, our holdings increased before being pared back. In the past, we haven't found many opportunities to buy stocks of companies in the vanguard of technological change. However, prices had fallen considerably in the period leading up to June 30, 2002 and even more so during July, August and September, so we stepped up our buying accordingly. Our emphasis in the area was more on software and fee-oriented companies and less on chip or hardware- oriented firms. One of the largest and most profitable holdings in technology was Internet Security Systems, Inc., discussed above, which we sold during the fiscal year. In general, we were sellers of utility stocks starting in October 2002. Our purchases of those stocks were made primarily during the first two calendar quarters of 2002. Our financial services weight is slightly lower mainly due to the sale of John Hancock Bank & Thrift and two REIT's, Essex Property Trust, Inc. and Federal Realty Investment Trust. Thank you for your continued support and confidence in our process. FUND STATISTICS Net Assets............................ $702.5 Mil. Number of Holdings............................. 94 Median Market Cap....................... $686 Mil. Weighted Avg. Market Cap................ $832 Mil. Median P/B Value............................. 1.5X Median P/E Ratio (2003E).................... 14.0X Fund statistics are as of 6/30/03. 800.344.1770 o WWW.ARTISANFUNDS.COM 29 ----------- TWENTY-NINE ----- ARTIX ----- ARTISAN INTERNATIONAL FUND (ARTIX) Schedule of Investments - June 30, 2003 SHARES HELD VALUE ============ ============ COMMON AND PREFERRED STOCKS - 98.8% AUSTRALIA - 1.1% Commonwealth Bank of Australia 2,945,390 $ 58,440,513 National Australia Bank Ltd. 1,484,491 33,391,514 -------------- 91,832,027 BELGIUM - 1.8% Colruyt N.V. 11,576 801,581 Interbrew 6,596,708 146,825,194 -------------- 147,626,775 BRAZIL - 1.1% Banco Bradesco S.A. 3,767,729,000 14,098,514 Banco Itau Holding Financeira S.A. 178,301,400 11,879,693 Companhia de Bebidas das Americas - (ADR) 158,400 3,223,440 Petroleo Brasileiro S.A. - (ADR) 982,500 19,414,200 Telesp Celular Participacoes S.A., Preferred - (ADR)(1) 9,544,900 37,225,110 -------------- 85,840,957 CANADA - 3.3% CanWest Global Communications Corporation(1)(2) 4,004,998 25,552,818 Corus Entertainment, Inc., Class B(1)(2) 2,929,750 49,162,318 EnCana Corporation 3,712,600 141,575,822 Research In Motion Limited(1)(3) 728,771 15,748,741 Telus Corporation 2,313,400 40,799,110 -------------- 272,838,809 CHINA - 0.4% PetroChina Company Ltd. 94,868,500 28,588,957 DENMARK - 0.9% A P Moller - Maersk A/S 1,566 8,483,995 Novo-Nordisk A/S, Class B 1,811,550 63,512,488 -------------- 71,996,483 FRANCE - 7.4% Axa 4,901,785 76,173,158 Carrefour S.A. 3,988,968 195,829,140 JC Decaux S.A.(1) 8,355,316 104,756,681 Orange S.A.(1) 951,733 8,462,272 Rhodia S.A.(2) 8,837,821 57,232,926 Sanofi-Synthelabo S.A. 1,694,711 99,416,433 Technip - Coflexip S.A. 138,149 12,108,632 Vivendi Universal S.A. 2,537,011 46,253,433 -------------- 600,232,675 30 - ------ THIRTY ----- ARTIX ----- - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- SHARES HELD VALUE ============ ============ GERMANY - 12.7% Allianz AG 3,600,002 $ 299,718,585 Deutsche Boerse AG 2,415,989 128,194,904 Deutsche Telekom AG(1) 5,718,400 87,416,188 Henkel KGaA 2,901,743 179,937,064 KDG Investors, L.P.(1)(4)(5) 400,000 Linde AG 3,492,083 129,500,649 Muenchener Rueckversicherungs- Gesellschaft AG 2,084,405 212,857,815 -------------- 1,038,025,205 IRELAND - 0.0%(6) Allied Irish Banks PLC 42,831 640,955 ITALY - 2.1% Banca Nazionale del Lavoro S.p.A.(1) 14,142,007 23,749,598 Mediaset S.p.A. 1,391,245 11,794,063 Telecom Italia S.p.A. 25,341,043 139,038,546 -------------- 174,582,207 JAPAN - 5.6% Honda Motor Co., Ltd. 6,256,300 237,505,027 Japan Tobacco, Inc. 17,364 94,023,912 Promise Co., Ltd. 2,068,250 77,480,643 Yamanouchi Pharmaceutical Co., Ltd. 1,801,300 47,040,749 -------------- 456,050,331 KOREA - 0.0%(6) KT Corporation - (ADR) 45,700 900,747 LUXEMBOURG - 0.5% RTL Group 849,486 40,648,255 MEXICO - 7.3% Fomento Economico Mexicano S.A. de C.V. (ADR) 1,796,334 74,008,961 Grupo Modelo S.A. de C.V., Series C (ADR)(2) 33,674,300 76,697,291 Grupo Televisa S.A. (ADR) 3,592,600 123,944,700 Telefonos de Mexico S.A. de C.V. (ADR) 6,247,840 196,307,133 Wal-Mart de Mexico S.A. de C.V., Series V 40,927,400 120,673,065 -------------- 591,631,150 NETHERLANDS - 9.4% ABN Amro Holding N.V. 8,140,800 155,909,894 ASML Holding N.V.(1) 7,754,346 73,763,759 Fortis (NL) N.V. 12,541,576 216,389,272 Heineken N.V. 653,756 23,236,276 Royal Dutch Petroleum Company, NY Shares(3) 3,136,160 146,207,779 Unilever N.V. 1,356,550 72,900,582 Wolters Kluwer N.V. 6,251,112 75,498,606 -------------- 763,906,168 POLAND - 0.3% Bank Pekao S.A. 999,864 25,925,822 PORTUGAL - 0.7% Portugal Telecom, SGPS, S.A. 7,892,332 56,647,701 31 ---------- THIRTY-ONE ----- ARTIX ----- - ----SCHEDULE OF INVESTMENTS----------------------------------------------------- SHARES HELD VALUE ============ ============ RUSSIA - 0.5% LUKOIL - (ADR) 561,600 $ 44,422,560 SINGAPORE - 0.9% DBS Group Holdings Ltd. 12,301,807 71,962,864 SPAIN - 5.6% Banco Bilbao Vizcaya Argentaria, S.A. 822,400 8,655,587 Industria de Diseno Textil, S.A. 5,380,748 135,543,633 Promotora de Informaciones, S.A. 8,287,886 75,407,164 Repsol YPF, S.A. 6,230,412 101,191,449 Telefonica, S.A.(1) 11,823,080 137,490,958 -------------- 458,288,791 SWITZERLAND - 15.2% CIBA Specialty Chemicals AG(1) 2,342,272 142,102,918 Compagnie Financiere Richemont AG 253,900 4,113,946 Clariant AG(1)(2) 8,999,193 82,561,404 Credit Suisse Group 5,125,600 135,193,578 Julius Baer Holding Ltd., Class B 260,306 63,940,213 Nestle S.A., Class B 1,312,811 271,478,747 Novartis AG 3,535,453 140,204,410 Roche Holding AG, Bearer 68,500 8,438,332 Roche Holding AG - Genusschein 1,407,200 110,620,746 Swiss Re 642,333 35,666,685 Serono S.A. 123,925 72,983,353 UBS AG 3,130,510 174,521,995 -------------- 1,241,826,327 UNITED KINGDOM - 22.0% BAE Systems PLC 49,938,951 117,625,385 BT Group PLC 1,453,500 4,895,076 Carlton Communications PLC 17,470,084 43,747,617 Compass Group PLC 51,429,309 277,762,149 Diageo PLC 22,924,551 245,161,290 Granada PLC 88,967,620 133,819,728 Imperial Chemical Industries PLC 54,671,863 110,925,694 Kingfisher PLC 15,357,614 70,378,836 Lloyds TSB Group PLC 31,519,006 224,150,737 Marks & Spencer Group PLC 38,724,724 202,105,657 Next PLC 7,492,682 127,128,532 mmO2 PLC(1) 7,498,600 7,033,846 Tesco PLC 62,293,968 225,752,400 -------------- 1,790,486,947 -------------- TOTAL COMMON AND PREFERRED STOCKS (Cost $8,772,143,546) 8,054,902,713 32 - ---------- THIRTY-TWO ------ ARTIX ------ - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- PAR AMOUNT VALUE ============ ============ SHORT-TERM INVESTMENTS (CASH EQUIVALENTS) - 0.7% Repurchase agreement with State Street Bank and Trust Company, 0.75%, dated 6/30/03, due 7/1/03, maturity value $60,201,254 collateralized by $61,408,547 market value Federal Home Loan Bank Note, 1.40% due 5/4/04. (Cost $60,200,000) $60,200,000 $ 60,200,000 TOTAL INVESTMENTS - 99.5% (cost $8,832,343,546) 8,115,102,713 OTHER ASSETS LESS LIABILITIES - 0.5% 42,735,011 -------------- TOTAL NET ASSETS - 100.0%(7) $8,157,837,724 ============== (1) Non-income producing security. (2) Affiliated company as defined by the Investment Company Act of 1940. See Note 7 to the financial statements. (3) Principally traded in the United States. (4) Valued at a fair value in accordance with procedures established by the Fund's Board of Directors. (5) Private investment partnership which is restricted as to resale. Total investment cost of $10 million, made through capital contributions on 3/6/00, 7/10/00 and 5/15/01. Value at June 30, 2003 represents less than 0.01% of total net assets. (6) Represents less than 0.1% of total net assets. (7) Percentages for the various classifications relate to total net assets. (ADR) American Depository Receipt. - -------------------------------------------------------------------------------- Portfolio Diversification - June 30, 2003 VALUE PERCENTAGE ============ ============ Consumer Discretionary $1,628,434,080 20.0% Consumer Staples 1,887,638,026 23.1 Energy 493,509,399 6.1 Financials 2,048,942,540 25.1 Healthcare 542,216,511 6.7 Industrials 126,109,380 1.5 Information Technology 89,512,500 1.1 Materials 522,323,590 6.4 Telecommunication Services 716,216,687 8.8 Utilities - 0.0 --------------- -------------- TOTAL COMMON AND PREFERRED STOCKS 8,054,902,713 98.8 Total short-term investments 60,200,000 0.7 --------------- -------------- TOTAL INVESTMENTS 8,115,102,713 99.5 OTHER ASSETS LESS LIABILITIES 42,735,011 0.5 --------------- -------------- TOTAL NET ASSETS $ 8,157,837,724 100.0% =============== ============== The accompanying notes are an integral part of the financial statements. 33 ------------ THIRTY-THREE ----- ARTJX ----- ARTISAN INTERNATIONAL SMALL CAP FUND (ARTJX) Schedule of Investments - June 30, 2003 SHARES HELD VALUE ============ ============ COMMON AND PREFERRED STOCKS - 98.3% AUSTRALIA - 2.9% John Fairfax Holdings Limited 2,434,400 $ 4,707,585 RG Capital Radio Limited 1,273,900 2,146,954 -------------- 6,854,539 AUSTRIA - 3.0% Telekom Austria AG(1) 639,776 7,270,717 BELGIUM - 3.4% Agfa Gevaert N.V. 136,030 2,893,103 Colruyt N.V. 76,322 5,284,922 -------------- 8,178,025 BRAZIL - 1.4% Telesp Celular Participacoes S.A., - Preferred - (ADR)(1) 838,600 3,270,540 CANADA - 7.2% Agrium, Inc. 28,031 304,966 CanWest Global Communications Corporation(1)(2) 364,800 2,327,509 Corus Entertainment, Inc., Class B(1)(2) 178,800 3,000,332 Four Seasons Hotels, Inc.(3) 97,700 4,226,502 Precision Drilling Corporation(1) 193,500 7,253,306 -------------- 17,112,615 CHILE - 1.1% Compania Cervecerias Unidas S.A. - (ADR) 163,700 2,633,933 DENMARK - 1.1% Radiometer A/S, B shares 38,550 2,625,534 FRANCE - 5.9% Clarins S.A. 58,000 2,723,954 JC Decaux S.A.(1) 359,958 4,513,056 Rodriguez Group 114,466 6,260,649 Tonnellerie Francois Freres 39,261 695,464 -------------- 14,193,123 GERMANY - 4.1% Celanese AG 14,133 344,312 Depfa Bank PLC 47,772 3,722,846 Stada Arzneimittel AG 89,200 5,684,169 -------------- 9,751,327 GREECE - 2.4% Chipita International S.A. 540,550 2,300,541 Coca-Cola Hellenic Bottling Company S.A. 214,500 3,547,959 -------------- 5,848,500 34 - ----------- THIRTY-FOUR ----- ARTJX ----- - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- SHARES HELD VALUE ============ ============ HONG KONG - 2.4% Hong Kong Exchanges & Clearing Limited 2,488,000 $ 3,605,265 Vitasoy International Holdings Limited 8,732,000 2,060,345 -------------- 5,665,610 ITALY - 3.1% Davide Campari-Milano S.p.A. 118,500 4,545,760 Gruppo Editoriale L'Espresso S.p.A. 703,000 2,789,760 -------------- 7,335,520 JAPAN - 4.3% C TWO-NETWORK Co., Ltd. 124,500 3,510,992 The Seiyu, Ltd.(1) 1,460,000 3,581,327 Yamaha Motor Co., Ltd. 376,500 3,182,133 -------------- 10,274,452 KOREA - 2.1% LG Household & Health Care Ltd. 198,000 5,113,688 MEXICO - 2.2% Grupo Modelo S.A. de C.V., Series C(2) 2,365,100 5,386,801 NETHERLANDS - 7.3%. Euronext N.V. 156,800 3,893,956 Koninklijke Grolsch N.V. 200,290 5,096,086 Laurus N.V. (1) 2,773,266 4,338,332 N.V. Holdingmaatschappij De Telegraaf 248,750 4,005,747 -------------- 17,334,121 PANAMA - 4.9%. Banco Latinoamericano de Exportaciones, S.A., E Shares(1)(2)(3) 1,458,614 11,625,154 PORTUGAL - 1.4% Brisa-Auto Estradas de Portugal, S.A. 583,921 3,291,111 RUSSIA - 4.1% Vimpel-Communications - (ADR)(1) 140,100 6,506,244 Wimm-Bill-Dann Foods OJSC - (ADR)(1) 163,700 3,323,110 -------------- 9,829,354 SINGAPORE - 2.6% Fraser & Neave Limited 1,164,600 5,688,235 Singapore Post Limited(1) 1,200,000 463,439 -------------- 6,151,674 SPAIN - 3.4% Baron de Ley S.A.(1) 97,134 3,454,642 Sogecable S.A.(1) 244,705 4,621,770 -------------- 8,076,412 SWEDEN - 0.5% Elekta AB, B shares(1) 106,800 1,322,443 35 ----------- THIRTY-FIVE ------ ARTJX ------ - ----SCHEDULE OF INVESTMENTS----------------------------------------------------- SHARES HELD VALUE ============ ============ SWITZERLAND - 9.5% Baloise Holding Limited 146,500 $ 4,774,582 Bank Sarasin & Cie AG, B shares 1,122 1,394,614 Clariant AG(1)(2) 265,600 2,436,697 Schindler Holding AG, Participation Certificates(1) 22,860 3,687,097 Straumann Holding AG 90,110 8,166,969 Synthes-Stratec, Inc. 2,950 2,123,668 -------------- 22,583,627 THAILAND - 2.7% TelecomAsia Corporation Public Company Limited(1) 18,616,300 3,075,429 TT&T Public Company Limited(1) 39,561,000 3,272,457 -------------- 6,347,886 UNITED KINGDOM - 15.3% The Berkeley Group PLC 370,700 4,599,338 Bovis Homes Group PLC 634,000 4,462,020 Capital Radio PLC 299,700 2,551,178 GWR Group PLC 550,287 2,009,694 Intertek Group PLC 483,400 3,471,708 J.D. Wetherspoon PLC 1,591,078 6,153,952 Maiden Group PLC 586,594 2,278,517 SMG PLC(1) 4,023,640 5,553,316 Trinity Mirror PLC 764,700 5,428,765 -------------- 36,508,488 -------------- TOTAL COMMON AND PREFERRED STOCKS (Cost $206,768,005) 234,585,194 Par Amount ============ SHORT-TERM INVESTMENTS (CASH EQUIVALENTS) - 2.4% Repurchase agreement with State Street Bank and Trust Company, 0.75%, dated 6/30/03, due 7/1/03, maturity value $5,641,118, collateralized by $5,756,738 market value Federal Home Loan Bank Note, 1.40%, due 5/4/04 (Cost $5,641,000) $ 5,641,000 5,641,000 -------------- TOTAL INVESTMENTS - 100.7% (Cost $212,409,005) 240,226,194 OTHER ASSETS LESS LIABILITIES - (0.7)% (1,644,757) -------------- TOTAL NET ASSETS - 100.0%(4) $238,581,437 ============== (1) Non-income producing security. (2) Affiliated company as defined by the Investment Company Act of 1940. See Note 7 to the financial statements. (3) Principally traded in the United States. (4) Percentages for the various classifications relate to total net assets. (ADR) American Depository Receipt. The accompanying notes are an integral part of the financial statements. 36 - ---------- THIRTY-SIX ----- ARTJX ----- ARTISAN INTERNATIONAL SMALL CAP FUND (ARTJX) Portfolio Diversification - June 30, 2003 VALUE PERCENTAGE ============ ============ Consumer Discretionary $74,818,777 31.4% Consumer Staples 62,590,627 26.2 Energy 7,253,306 3.0 Financials 29,016,417 12.2 Healthcare 19,922,783 8.3 Industrials 10,913,355 4.6 Information Technology 2,893,103 1.2 Materials 3,781,439 1.6 Telecommunication Services 23,395,387 9.8 --------------- -------------- TOTAL COMMON AND PREFERRED STOCKS 234,585,194 98.3 Total short-term investments 5,641,000 2.4 --------------- -------------- TOTAL INVESTMENTS 240,226,194 100.7 OTHER ASSETS LESS LIABILITIES (1,644,757) (0.7) --------------- -------------- TOTAL NET ASSETS $238,581,437 100.0% =============== ============== The accompanying notes are an integral part of the financial statements. 37 ------------ THIRTY-SEVEN ----- ARTKX ----- ARTISAN INTERNATIONAL VALUE FUND (ARTKX) Schedule of Investments - June 30, 2003 SHARES HELD VALUE ============ ============ COMMON STOCKS - 95.1% BERMUDA - 2.0% Accenture, Ltd., Class A(1)(2) 18,250 $ 330,142 CANADA - 1.6% Toronto Stock Exchange 6,200 125,761 Toronto Stock Exchange, 144A 6,350 128,803 -------------- 254,564 DENMARK - 7.3% Jyske Bank A/S 10,325 417,130 Radiometer A/S, B Shares 7,060 480,837 Topdanmark A/S 8,070 295,424 -------------- 1,193,391 FRANCE - 6.5% Aventis S.A. 10,345 570,097 Vivendi Universal S.A. 26,660 486,051 -------------- 1,056,148 GERMANY - 7.1% Henkel KGaA 5,900 334,573 Pfeiffer Vacuum Technology AG 17,670 477,636 Schering AG 7,130 349,211 -------------- 1,161,420 HONG KONG - 2.6% Asia Satellite Telecommunications Holdings, Ltd. 260,500 429,259 ITALY - 4.8% Caltagirone Editore S.p.A. 52,659 331,324 Cementir S.p.A. Cementerie del Tirreno 158,600 445,128 -------------- 776,452 JAPAN - 12.1% Ichiyoshi Securities Co., Ltd. 135,000 409,995 Meitec Corporation 25,400 773,518 Nipponkoa Insurance Company, Ltd. 137,000 462,934 Tokyo Broadcasting System, Inc. 27,000 329,573 -------------- 1,976,020 MEXICO - 2.0% Grupo Aeroportuario del Sureste S.A. de C.V. (ADR) 21,690 317,325 NETHERLANDS - 6.8% Euronext N.V. 19,184 476,414 Hunter Douglas N.V. 14,455 482,179 Koninklijke Numico N.V. 10,000 154,133 -------------- 1,112,726 38 - ------------ THIRTY-EIGHT ------ ARTKX ------ - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- SHARES HELD VALUE ============ ============ NEW ZEALAND - 4.7% Telecom Corporation of New Zealand, Ltd. 146,913 $ 451,694 Tower, Ltd. 355,639 313,007 -------------- 764,701 NORWAY - 2.8% Statoil ASA 54,195 462,040 SWITZERLAND - 15.3% Givaudan S.A. 1,073 452,508 Gurit-Heberlein AG 491 243,393 Pargesa Holding AG 219 447,365 PubliGroupe S.A. 1,902 320,847 Schindler Holding AG 2,259 397,782 Tamedia AG 4,265 258,753 Tecan Group AG 13,000 373,187 -------------- 2,493,835 UNITED KINGDOM - 19.5% Amdocs Limited(1)(2) 6,000 144,000 Brit Insurance Holdings PLC 358,800 467,035 Cable & Wireless PLC (ADR) 79,380 434,209 Carpetright PLC 48,360 486,001 Diageo PLC 47,290 505,732 Lloyds TSB Group PLC 40,000 284,464 Michael Page International PLC 40,000 72,728 Rotork PLC 38,900 202,538 Signet Group PLC 291,950 435,514 Somerfield PLC 66,200 138,145 -------------- 3,170,366 -------------- TOTAL COMMON STOCKS (Cost $13,173,152) 15,498,389 Par Amount ============ SHORT-TERM INVESTMENTS (CASH EQUIVALENTS) - 7.4% Repurchase agreement with State Street Bank and Trust Company, 0.75%, dated 6/30/03, due 7/1/03, maturity value $1,204,025, collateralized by $1,173,412 market value Federal Home Loan Bank Note, 1.40%, due 5/4/04 and $55,345 market value Federal National Mortgage Association Note, 1.72%, due 3/24/05 (Cost $1,204,000) $1,204,000 1,204,000 -------------- TOTAL INVESTMENTS - 102.5% (Cost $14,377,152) 16,702,389 OTHER ASSETS LESS LIABILITIES - (2.5)% (412,933) -------------- TOTAL NET ASSETS - 100.0%(3) $ 16,289,456 ============== (1) Non-income producing security. (2) Principally traded in the United States. (3) Percentages for the various classifications relate to total net assets. (ADR) American Depository Receipt. The accompanying notes are an integral part of the financial statements. 39 ------------ THIRTY-NINE ----- ARTKX ----- ARTISAN INTERNATIONAL VALUE FUND (ARTKX) Portfolio Diversification - June 30, 2003 VALUE PERCENTAGE =============== ============== Consumer Discretionary $ 3,130,241 19.2% Consumer Staples 1,585,092 9.7 Energy 462,040 2.8 Financials 3,828,332 23.5 Healthcare 1,773,332 10.9 Industrials 2,241,526 13.8 Information Technology 474,143 2.9 Materials 688,521 4.2 Telecommunication Services 1,315,162 8.1 Utilities - - --------------- -------------- TOTAL COMMON STOCKS 15,498,389 95.1 Total short-term investments 1,204,000 7.4 --------------- -------------- TOTAL INVESTMENTS 16,702,389 102.5 OTHER ASSETS LESS LIABILITIES (412,933) (2.5) --------------- -------------- TOTAL NET ASSETS $16,289,456 100.0% =============== ============== The accompanying notes are an integral part of the financial statements. 40 - ----- FORTY ----- ARTMX ----- ARTISAN MID CAP FUND (ARTMX) Schedule of Investments - June 30, 2003 SHARES HELD VALUE ============ ============ COMMON STOCKS - 95.8% AUTO & TRANSPORTATION - 4.4% AIR TRANSPORT - 3.4% Expeditors International of Washington, Inc. 459,700 $15,924,008 FedEx Corporation 294,100 18,243,023 Southwest Airlines Co. 4,217,100 72,534,120 -------------- 106,701,151 TRUCKERS - 1.0% Swift Transportation Co., Inc.(1) 1,658,800 30,886,856 CONSUMER DISCRETIONARY - 24.8% ADVERTISING AGENCIES - 3.4% Lamar Advertising Company(1) 1,455,000 51,230,550 Omnicom Group, Inc. 772,800 55,409,760 -------------- 106,640,310 CABLE TELEVISION SERVICES - 0.8% EchoStar Communications Corporation(1) 772,800 26,754,336 COSMETICS - 1.3% The Estee Lauder Companies, Inc. 1,225,800 41,101,074 CONSUMER ELECTRONICS - 1.1% Electronic Arts, Inc.(1) 116,800 8,642,032 Yahoo!, Inc.(1) 760,200 24,904,152 -------------- 33,546,184 ENTERTAINMENT - 0.5% Pixar, Inc.(1) 239,800 14,589,432 HOTEL/MOTEL - 1.5% Starwood Hotels & Resorts Worldwide, Inc. 1,620,000 46,315,800 JEWELRY WATCHES & GEMSTONES - 0.8% Tiffany & Company 726,200 23,732,216 PUBLISHING: NEWSPAPERS - 1.1% The New York Times Company 786,200 35,772,100 RADIO & TV BROADCASTING - 1.8% Entercom Communications Corporation(1) 550,900 26,999,609 Univision Communications, Inc.(1) 1,007,800 30,637,120 -------------- 57,636,729 41 --------- FORTY-ONE ----- ARTMX ----- - ----SCHEDULE OF INVESTMENTS----------------------------------------------------- SHARES HELD VALUE ============ ============ CONSUMER DISCRETIONARY (CONTINUED) RESTAURANTS - 1.5% Darden Restaurants, Inc. 786,100 $14,920,178 Wendy's International, Inc. 1,059,300 30,687,921 -------------- 45,608,099 RETAIL - 6.4% Abercrombie & Fitch Company Class A(1) 879,300 24,980,913 AnnTaylor Stores Corporation(1) 471,400 13,647,030 Costco Wholesale Corporation(1) 1,067,000 39,052,200 InterActiveCorp(1) 706,100 27,940,377 Kohl's Corporation(1) 548,200 28,166,516 Staples, Inc.(1) 1,147,500 21,056,625 Williams-Sonoma, Inc.(1) 1,359,000 39,682,800 Zale Corporation(1) 104,800 4,192,000 -------------- 198,718,461 SERVICES: COMMERCIAL - 3.7% Accenture, Ltd. Class A(1) 1,726,300 31,228,767 ARAMARK Corporation Class B(1) 624,500 14,001,290 Getty Images, Inc.(1) 613,900 25,354,070 Robert Half International, Inc.(1) 2,301,287 43,586,376 -------------- 114,170,503 TOYS - 0.9% Mattel, Inc. 1,524,600 28,845,432 CONSUMER STAPLES - 1.4% FOODS - 1.4% Dean Foods Company(1) 1,378,950 43,436,925 FINANCIAL SERVICES - 12.4% BANKS: OUTSIDE NEW YORK CITY - 0.9% Comerica, Inc. 626,200 29,118,300 FINANCIAL DATA PROCESSING SERVICES & SYSTEMS - 3.1% Fiserv, Inc.(1) 1,152,500 41,040,525 Paychex, Inc. 1,289,900 37,806,969 SunGard Data Systems, Inc.(1) 707,800 18,339,098 -------------- 97,186,592 FINANCIAL MISCELLANEOUS - 1.2% MGIC Investment Corporation 772,800 36,043,392 INSURANCE: MULTI-LINE - 0.7% Arthur J. Gallagher & Company 846,700 23,030,240 INSURANCE: PROPERTY-CASUALTY - 2.3% Platinum Underwriters Holdings, Ltd. 923,800 25,071,932 XL Capital Limited 567,300 47,085,900 -------------- 72,157,832 INVESTMENT MANAGEMENT COMPANIES - 2.7% SEI Investments Company 1,545,700 49,462,400 T. Rowe Price Group, Inc. 892,800 33,703,200 -------------- 83,165,600 42 - --------- FORTY-TWO ----- ARTMX ----- - ----SCHEDULE OF INVESTMENTS----------------------------------------------------- SHARES HELD VALUE ============ ============ FINANCIAL SERVICES (CONTINUED) REAL ESTATE INVESTMENT TRUSTS (REIT) - 0.1% American Financial Realty Trust 138,700 $ 2,068,017 SECURITIES BROKERAGE & SERVICES - 1.4% LaBranche & Co., Inc. 1,093,000 22,614,170 The Charles Schwab Corporation 2,196,900 22,166,721 -------------- 44,780,891 HEALTHCARE - 13.7% BIOTECHNOLOGY RESEARCH & PRODUCTION - 3.6% Amgen, Inc.(1) 501,540 33,322,317 Biogen, Inc.(1) 358,300 13,615,400 IDEC Pharmaceuticals Corporation(1) 379,400 12,899,600 Invitrogen Corporation(1) 747,400 28,677,738 Millennium Pharmaceuticals, Inc.(1) 1,431,100 22,511,203 -------------- 111,026,258 DRUGS & PHARMACEUTICALS - 2.3% Allergan, Inc. 306,500 23,631,150 Mylan Laboratories, Inc. 1,389,000 48,295,530 -------------- 71,926,680 ELECTRONICS: MEDICAL SYSTEMS - 0.9% Affymetrix, Inc.(1) 1,419,000 27,968,490 MEDICAL & DENTAL INSTRUMENTS & SUPPLIES - 2.6% Becton, Dickinson and Company 579,600 22,517,460 Boston Scientific Corporation(1) 699,500 42,739,450 Zimmer Holdings, Inc.(1) 337,000 15,181,850 -------------- 80,438,760 MISCELLANEOUS HEALTH CARE - 1.0% Alcon, Inc. 691,300 31,592,410 HEALTHCARE MANAGEMENT SERVICES - OTHER - 3.3% Anthem, Inc.(1) 422,100 32,565,015 Caremark Rx, Inc.(1) 1,877,300 48,209,064 WebMD Corporation(1) 2,151,000 23,295,330 -------------- 104,069,409 MATERIALS & PROCESSING - 3.7% CONTAINERS & PACKAGING: PAPER & PLASTIC - 2.4% Pactiv Corporation(1) 2,119,700 41,779,287 Smurfit-Stone Container Corporation(1) 2,664,800 34,722,344 -------------- 76,501,631 ENGINEERING & CONTRACTING SERVICES - 0.5% Fluor Corporation 456,800 15,366,752 PAINTS & COATINGS - 0.8% RPM International, Inc. 1,781,200 24,491,500 OTHER - 0.8% MULTI-SECTOR COMPANIES - 0.8% Brunswick Corporation 970,000 24,269,400 43 ----------- FORTY-THREE ----- ARTMX ----- - ----SCHEDULE OF INVESTMENTS----------------------------------------------------- SHARES HELD VALUE ============ ============ OTHER ENERGY - 6.5% MACHINERY: OIL WELL EQUIPMENT & SERVICES - 5.3% Nabors Industries, Ltd.(1) 1,565,400 $ 61,911,570 Smith International, Inc.(1) 1,343,700 49,367,538 Weatherford International, Ltd.(1) 1,281,600 53,699,040 -------------- 164,978,148 UTILITIES: GAS PIPELINES - 1.2% The Williams Companies, Inc. 4,803,200 37,945,280 PRODUCER DURABLES - 9.6% AEROSPACE - 0.6% Alliant Techsystems, Inc.(1) 373,600 19,393,576 DIVERSIFIED PRODUCTION - 1.6% Danaher Corporation 731,800 49,798,990 ELECTRICAL EQUIPMENT & COMPONENTS - 1.1% Molex, Inc. 1,225,800 33,084,342 ELECTRONICS: INSTRUMENTS GAUGES & METERS - 1.5% Mettler-Toledo International, Inc.(1) 319,800 11,720,670 Thermo Electron Corporation(1) 1,582,800 33,270,456 -------------- 44,991,126 IDENTIFICATION CONTROL & FILTER DEVICES - 0.4% Parker-Hannifin Corporation 316,200 13,277,238 MISCELLANEOUS EQUIPMENT - 1.9% W.W. Grainger, Inc. 1,258,400 58,842,784 PRODUCTION TECHNOLOGY EQUIPMENT - 2.5% KLA - Tencor Corporation(1) 852,700 39,642,023 Novellus Systems, Inc.(1) 1,048,900 38,411,767 -------------- 78,053,790 TECHNOLOGY - 17.5% COMMUNICATIONS TECHNOLOGY - 5.8% Advanced Fibre Communications, Inc.(1) 1,406,600 22,885,382 Corning, Inc.(1) 5,023,200 37,121,448 Juniper Networks, Inc.(1) 2,214,200 27,389,654 Network Associates, Inc.(1) 3,004,600 38,098,328 Research In Motion Limited(1) 329,900 7,129,139 Symbol Technologies, Inc. 2,325,100 30,249,551 Tellabs, Inc.(1) 2,811,300 18,470,241 -------------- 181,343,743 COMPUTER SERVICES SOFTWARE & SYSTEMS - 5.6% Adobe Systems, Inc. 1,492,300 47,858,061 BEA Systems, Inc.(1) 3,524,000 38,270,640 Cognos, Inc.(1) 787,100 21,251,700 Seagate Technology(1) 2,098,500 37,038,525 VERITAS Software Corporation(1) 1,066,000 30,562,220 -------------- 174,981,146 44 - ---------- FORTY-FOUR ----- ARTMX ----- - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- SHARES HELD VALUE ============ ============ TECHNOLOGY (CONTINUED) COMPUTER TECHNOLOGY - 2.8% EMC Corporation(1) 3,201,900 $ 33,523,893 Ingram Micro, Inc.(1) 1,531,200 16,843,200 Network Appliance, Inc.(1) 2,311,800 37,474,278 -------------- 87,841,371 ELECTRONICS: TECHNOLOGY - 1.1% Rockwell Automation, Inc. 1,392,400 33,194,816 ELECTRONICS: SEMI-CONDUCTORS/COMPONENTS - 2.2% Linear Technology Corporation 1,264,800 40,739,208 Xilinx, Inc.(1) 1,033,700 26,162,947 -------------- 66,902,155 UTILITIES - 1.0% UTILITIES: GAS DISTRIBUTORS - 1.0% Kinder Morgan, Inc. 594,500 32,489,425 -------------- TOTAL COMMON STOCKS (Cost $2,651,643,965) $2,986,775,692 Par Amount ============ SHORT-TERM INVESTMENTS (CASH EQUIVALENTS) - 3.1% Repurchase agreement with State Street Bank and Trust Company, 0.75%, dated 6/30/03, due 7/1/03, maturity value $95,991,000, collateralized by $97,914,689 market value Federal Home Loan Bank Note, 1.40%, due 5/4/04 (Cost $95,989,000) $95,989,000 95,989,000 ------------- TOTAL INVESTMENTS - 98.9% (Cost $2,747,632,965) 3,082,764,692 OTHER ASSETS LESS LIABILITIES - 1.1% 32,836,387 -------------- TOTAL NET ASSETS - 100.0%(2) $3,115,601,079 ============== (1) Non-income producing security. (2) Percentages for the various classifications relate to total net assets. The accompanying notes are an integral part of the financial statements. 45 ---------- FORTY-FIVE ----- ARTQX ----- ARTISAN MID CAP VALUE FUND (ARTQX) Schedule of Investments - June 30, 2003 SHARES HELD VALUE ============ ============ COMMON STOCKS - 93.6% AUTO & TRANSPORTATION - 3.6% TRANSPORTATION MISCELLANEOUS - 1.8% Tidewater, Inc. 40,000 $ 1,174,800 TRUCKERS - 1.8% Swift Transportation Co., Inc.(1) 60,900 1,133,958 CONSUMER DISCRETIONARY - 15.5% HOUSEHOLD FURNISHINGS - 3.6% Furniture Brands International, Inc.(1) 87,800 2,291,580 RESTAURANTS - 0.5% Brinker International, Inc.(1) 8,500 306,170 RETAIL - 4.7% Michaels Stores, Inc. 35,800 1,362,548 Zale Corporation(1) 42,500 1,700,000 -------------- 3,062,548 SERVICES: COMMERCIAL - 2.7% Republic Services, Inc.(1) 77,300 1,752,391 TEXTILES: APPAREL MANUFACTURERS - 4.0% Liz Claiborne, Inc. 20,800 733,200 Polo Ralph Lauren Corporation 71,800 1,851,722 -------------- 2,584,922 CONSUMER STAPLES - 5.6% DRUG & GROCERY STORE CHAINS - 1.9% Safeway, Inc.(1) 59,600 1,219,416 FOODS - 1.9% Tyson Foods, Inc. - Class A 117,800 1,251,036 TOBACCO - 1.8% Loews Corporation - Carolina Group 43,600 1,177,200 FINANCIAL SERVICES - 31.9% BANKS: OUTSIDE NEW YORK CITY - 1.8% TCF Financial Corporation 29,200 1,163,328 FINANCE: SMALL LOAN - 4.7% The Student Loan Corporation 24,100 3,036,600 46 - --------- FORTY-SIX ----- ARTQX ----- - ----SCHEDULE OF INVESTMENTS----------------------------------------------------- SHARES HELD VALUE ============ ============ FINANCIAL SERVICES (CONTINUED) INSURANCE: MULTI-LINE - 5.3% Alleghany Corporation(1) 5,200 $ 993,200 Loews Corporation 26,000 1,229,540 Old Republic International Corporation 34,100 1,168,607 -------------- 3,391,347 INSURANCE: PROPERTY-CASUALTY - 6.8% Arch Capital Group, Ltd.(1) 15,100 524,423 Everest Re Group, Ltd. 7,900 604,350 PartnerRe, Ltd 20,500 1,047,755 White Mountains Insurance Group, Ltd. 5,600 2,212,000 -------------- 4,388,528 REAL ESTATE INVESTMENT TRUSTS (REIT) - 2.2% Avalonbay Communities, Inc. 25,600 1,091,584 ProLogis 11,297 308,408 -------------- 1,399,992 SAVINGS & LOANS - 3.7% Golden West Financial Corporation. 14,200 1,136,142 Washington Federal, Inc. 55,200 1,276,776 -------------- 2,412,918 SECURITIES BROKERAGE & SERVICES - 7.4% Countrywide Financial Corporation 43,400 3,019,338 Nuveen Investments, Inc. - Class A 64,300 1,751,532 -------------- 4,770,870 HEALTHCARE - 1.0% DRUGS & PHARMACEUTICALS - 1.0% Mylan Laboratories, Inc. 17,900 622,383 MATERIALS & PROCESSING - 7.2% PAPER - 3.8% Domtar, Inc. 107,100 1,183,455 MeadWestvaco Corporation 51,319 1,267,579 -------------- 2,451,034 REAL ESTATE - 1.3% Catellus Development Corporation(1) 37,100 816,200 STEEL - 2.1% Harsco Corporation 38,700 1,395,135 OTHER - 1.6% MULTI-SECTOR COMPANIES - 1.6% Wesco Financial Corporation 3,400 1,060,800 OTHER ENERGY - 14.0% MACHINERY: OIL WELL EQUIPMENT & SERVICES - 0.9% Weatherford International, Ltd.(1) 12,800 536,320 OFFSHORE DRILLING - 1.4% Diamond Offshore Drilling, Inc. 43,700 917,263 OIL: CRUDE PRODUCERS - 11.7% Apache Corporation 50,473 3,283,774 EOG Resources, Inc. 33,300 1,393,272 Newfield Exploration Company(1) 33,300 1,250,415 XTO Energy, Inc. 81,366 1,636,270 -------------- 7,563,731 47 ----------- FORTY-SEVEN ----- ARTQX ----- - ----SCHEDULE OF INVESTMENTS----------------------------------------------------- SHARES HELD VALUE ============ ============ PRODUCER DURABLES - 8.0% DIVERSIFIED PRODUCTION - 3.4% Dover Corporation 39,300 $ 1,177,428 Pentair, Inc. 26,800 1,046,808 -------------- 2,224,236 HOMEBUILDING - 0.5% Centex Corporation 4,000 311,160 IDENTIFICATION CONTROL & FILTER DEVICES - 2.0% Waters Corporation(1) 43,700 1,272,981 MACHINERY: INDUSTRIAL/SPECIALTY - 2.1% Ingersoll-Rand Company Limited - Class A 29,100 1,377,012 TECHNOLOGY - 2.6% COMPUTER SERVICES SOFTWARE & SYSTEMS - 0.4% Cadence Design Systems, Inc.(1) 21,300 256,878 COMPUTER TECHNOLOGY - 0.4% Electronic Data Systems Corporation 11,200 240,240 ELECTRONICS: SEMI-CONDUCTORS/COMPONENTS - 1.8% Arrow Electronics, Inc.(1) 77,200 1,176,528 UTILITIES - 2.6% UTILITIES: GAS DISTRIBUTORS - 1.1% Sempra Energy 24,200 690,426 UTILITIES: TELECOMMUNICATIONS - 1.5% Telephone And Data Systems, Inc. 19,800 984,060 -------------- TOTAL COMMON STOCKS (Cost $53,288,948) 60,413,991 Par Amount ============ SHORT-TERM INVESTMENTS (CASH EQUIVALENTS) - 6.2% Repurchase agreement with State Street Bank and Trust Company, 0.75%, dated 6/30/03, due 7/1/03, maturity value $3,986,083, collateralized by $4,066,824 market value Federal Home Loan Bank Note, 1.40%, due 5/4/04 (Cost $3,986,000) $ 3,986,000 3,986,000 -------------- TOTAL INVESTMENTS - 99.8% (Cost $57,274,948) 64,399,991 OTHER ASSETS LESS LIABILITIES - 0.2% 98,072 -------------- TOTAL NET ASSETS - 100.0%(2) $64,498,063 ============== (1) Non-income producing security. (2) Percentages for the various classifications relate to total net assets. The accompanying notes are an integral part of the financial statements. 48 - ----------- FORTY-EIGHT ----- ARTSX ----- ARTISAN SMALL CAP FUND (ARTSX) Schedule of Investments - June 30, 2003 SHARES HELD VALUE ============ ============ COMMON STOCKS - 96.8% AUTO & TRANSPORTATION - 4.2% AIR TRANSPORT - 0.9% AirTran Holdings, Inc.(1) 99,400 $ 1,040,718 RAILROADS - 0.9% Genesee & Wyoming, Inc.(1) 51,500 1,059,355 TRUCKERS - 2.4% Pacer International, Inc.(1) 97,200 1,833,192 USF Corporation 34,600 933,162 -------------- 2,766,354 CONSUMER DISCRETIONARY - 21.4% CASINOS & GAMBLING - 1.1% Shuffle Master, Inc.(1) 44,600 1,310,794 EDUCATION SERVICES - 0.5% Bright Horizons Family Solutions, Inc.(1) 16,500 553,740 ENTERTAINMENT - 1.9% Alliance Gaming Corporation(1) 115,900 2,191,669 RADIO & TV BROADCASTING - 3.1% LIN TV Corporation, Class A(1) 74,700 1,759,185 Regent Communications, Inc.(1) 323,700 1,909,830 -------------- 3,669,015 RESTAURANTS - 2.0% RARE Hospitality International, Inc.(1) 69,900 2,284,332 RETAIL - 6.1% Christopher & Banks Corporation(1) 45,100 1,668,249 Linens 'n Things, Inc.(1) 81,300 1,919,493 Men's Wearhouse, Inc.(1) 75,200 1,643,120 Stage Stores, Inc.(1) 77,200 1,814,200 -------------- 7,045,062 SERVICES: COMMERCIAL - 6.7% The Advisory Board Company(1) 27,100 1,098,092 FTI Consulting, Inc.(1) 60,350 1,506,940 Harris Interactive, Inc.(1) 110,300 726,877 Kroll, Inc.(1) 83,400 2,256,804 Waste Connections, Inc.(1) 63,900 2,239,695 -------------- 7,828,408 49 ---------- FORTY-NINE ----- ARTSX ----- - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- SHARES HELD VALUE ============ ============ CONSUMER STAPLES - 2.0% BEVERAGE: BREWERS (WINERIES) - 0.1% The Boston Beer Company, Inc.(1) 11,600 $ 167,040 BEVERAGE: SOFT DRINKS - 0.5% Peet's Coffee & Tea, Inc.(1) 30,800 537,768 FOODS - 1.4% American Italian Pasta Company, Class A(1) 39,200 1,632,680 FINANCIAL SERVICES - 9.8% BANKS: OUTSIDE NEW YORK CITY - 2.5% Community First Bankshares, Inc. 53,800 1,468,740 Greater Bay Bancorp 70,300 1,435,526 -------------- 2,904,266 FINANCIAL INFORMATION SERVICES - 1.1% FactSet Research Systems, Inc. 27,200 1,198,160 INSURANCE: PROPERTY-CASUALTY - 4.1% IPC Holdings, Ltd. 51,700 1,731,950 Platinum Underwriters Holdings, Ltd. 39,700 1,077,458 Selective Insurance Group, Inc. 78,600 1,968,930 -------------- 4,778,338 REAL ESTATE INVESTMENT TRUSTS (REIT) - 0.8% Innkeepers USA Trust 141,500 962,200 SECURITIES BROKERAGE & SERVICES - 1.3% Jefferies Group, Inc. 29,900 1,488,721 HEALTHCARE - 17.0% BIOTECHNOLOGY RESEARCH & PRODUCTION - 2.1% Charles River Laboratories International, Inc.(1) 75,700 2,436,026 DRUGS & PHARMACEUTICALS - 2.5% Priority Healthcare Corporation, Class B(1) 86,100 1,597,155 Taro Pharmaceutical Industries, Ltd.(1) 23,900 1,311,632 -------------- 2,908,787 ELECTRONICS: MEDICAL SYSTEMS - 2.4% Affymetrix, Inc.(1) 69,700 1,373,787 Zoll Medical Corporation(1) 40,700 1,365,892 -------------- 2,739,679 HEALTH CARE FACILITIES - 1.3% United Surgical Partners International, Inc.(1) 65,500 1,479,645 HEALTH CARE MANAGEMENT SERVICES - 1.6% Cobalt Corporation(1) 17,200 353,460 Mid Atlantic Medical Services, Inc.(1) 29,200 1,527,160 -------------- 1,880,620 50 - ----- FIFTY ----- ARTSX ----- - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- SHARES HELD VALUE ============ ============ HEALTHCARE (CONTINUED) MEDICAL & DENTAL INSTRUMENTS & SUPPLIES - 5.6% American Medical Systems Holdings, Inc.(1) 123,400 $ 2,081,758 CTI Molecular Imaging, Inc.(1) 89,500 1,692,445 Respironics, Inc.(1) 47,900 1,797,208 Techne Corporation(1) 31,800 964,812 -------------- 6,536,223 MEDICAL SERVICES - 1.5% VCA Antech, Inc.(1) 87,400 1,710,418 INTEGRATED OILS - 1.2% OIL: INTEGRATED DOMESTIC - 1.2% Cimarex Energy Company(1) 58,800 1,396,500 MATERIALS & PROCESSING - 4.8% BUILDING MATERIALS - 1.6% Hughes Supply, Inc. 53,900 1,870,330 BUILDING: ROOFING & WALLBOARD - 0.7% ElkCorp 36,300 816,750 DIVERSIFIED MATERIALS & PROCESSING - 1.0% Olin Corporation 68,400 1,169,640 PLASTICS - 1.5% Spartech Corporation 82,000 1,739,220 OTHER ENERGY - 5.6% MACHINERY: OIL WELL EQUIPMENT & SERVICES - 4.5% Global Industries, Ltd.(1) 299,900 1,445,518 Pride International, Inc.(1) 64,500 1,213,890 Varco International, Inc.(1) 86,100 1,687,560 W-H Energy Services, Inc.(1) 45,600 888,288 -------------- 5,235,256 OIL: CRUDE PRODUCERS - 1.1% Unit Corporation(1) 59,400 1,242,054 PRODUCER DURABLES - 9.1% ELECTRICAL EQUIPMENT & COMPONENTS - 1.6% Technitrol, Inc.(1) 123,400 1,857,170 IDENTIFICATION CONTROL & FILTER DEVICES - 1.6% ESCO Technologies, Inc.(1) 41,200 1,812,800 MACHINERY: INDUSTRIAL/SPECIALTY - 1.6% Actuant Corporation, Class A(1) 40,400 1,911,728 PRODUCTION TECHNOLOGY EQUIPMENT - 3.4% Axcelis Technologies, Inc.(1) 382,400 2,340,288 Photronics, Inc.(1) 95,300 1,662,985 -------------- 4,003,273 TELECOMMUNICATIONS EQUIPMENT - 0.9% Tollgrade Communications, Inc.(1) 54,500 1,016,425 51 --------- FIFTY-ONE ----- ARTSX ----- - ----SCHEDULE OF INVESTMENTS----------------------------------------------------- SHARES HELD VALUE ============ ============ TECHNOLOGY - 18.9% COMMUNICATIONS TECHNOLOGY - 1.2% Avocent Corporation(1) 24,800 $ 742,264 Tekelec(1) 63,700 719,810 -------------- 1,462,074 COMPUTER SERVICES SOFTWARE & SYSTEMS - 5.9% Anteon International Corporation(1) 65,500 1,828,105 Borland Software Corporation(1) 136,200 1,330,674 Hyperion Solutions Corporation(1) 26,000 877,760 Manhattan Associates, Inc.(1) 44,700 1,160,859 Progress Software Corporation(1) 29,500 611,535 SERENA Software, Inc.(1) 47,700 995,976 -------------- 6,804,909 ELECTRICAL & ELECTRONICS - 1.5% Plexus Corporation(1) 149,200 1,720,276 ELECTRONICS - 2.6% Aeroflex, Inc.(1) 226,600 1,753,884 Semtech Corporation(1) 87,200 1,241,728 -------------- 2,995,612 ELECTRONICS: SEMI-CONDUCTORS/COMPONENTS - 5.9% DSP Group, Inc.(1) 71,800 1,545,854 Lattice Semiconductor Corporation(1) 183,600 1,511,028 ParthusCeva, Inc.(1) 132,800 1,082,320 Planar Systems, Inc.(1) 81,400 1,592,184 Skyworks Solutions, Inc.(1) 167,700 1,135,329 -------------- 6,866,715 ELECTRONICS: TECHNOLOGY - 1.8% DRS Technologies, Inc.(1) 73,400 2,049,328 UTILITIES - 2.8% UTILITIES: TELECOMMUNICATIONS - 2.8% Boston Communications Group, Inc.(1) 82,000 1,404,660 Commonwealth Telephone Enterprises, Inc.(1) 41,200 1,811,564 -------------- 3,216,224 -------------- TOTAL COMMON STOCKS (Cost $92,157,239) 112,296,302 52 - --------- FIFTY-TWO ----- ARTSX ----- - ----------------------------------------------------SCHEDULE OF INVESTMENTS----- PAR AMOUNT VALUE ============ ============ SHORT-TERM INVESTMENTS (CASH EQUIVALENTS) - 4.5% Repurchase agreement with State Street Bank and Trust Company, 0.75%, dated 6/30/03, due 7/1/03, maturity value $5,268,110, collateralized by $5,375,630 market value Federal Home Loan Bank Note, 1.40%, due 5/4/04 (Cost $5,268,000) $5,268,000 $ 5,268,000 -------------- TOTAL INVESTMENTS - 101.3% (Cost $97,425,239) 117,564,302 OTHER ASSETS LESS LIABILITIES - (1.3)% (1,527,540) -------------- TOTAL NET ASSETS - 100.0%(2) $116,036,762 ============== (1) Non-income producing securities. (2) Percentages for the various classifications relate to total net assets. The accompanying notes are an integral part of the financial statements. 53 ----------- FIFTY-THREE ----- ARTVX ----- ARTISAN SMALL CAP VALUE FUND (ARTVX) Schedule of Investments - June 30, 2003 SHARES HELD VALUE ============ ============ COMMON STOCKS - 94.5% AUTO & TRANSPORTATION - 9.1% AUTO PARTS: AFTER MARKET - 1.5% Superior Industries International, Inc. 258,200 $ 10,766,940 AUTO PARTS: ORIGINAL EQUIPMENT - 1.8% BorgWarner, Inc. 193,400 12,454,960 RECREATIONAL VEHICLES & BOATS - 1.1% Polaris Industries, Inc. 124,000 7,613,600 SHIPPING - 1.9% Kirby Corporation(1) 363,400 10,247,880 Teekay Shipping Corporation 70,000 3,003,000 -------------- 13,250,880 TRUCKERS - 2.8% Arkansas Best Corporation 317,300 7,548,567 USF Corporation 444,200 11,980,074 -------------- 19,528,641 CONSUMER DISCRETIONARY - 26.3% ADVERTISING AGENCIES - 2.8% ADVO, Inc.(1) 436,100 19,362,840 COMMERCIAL INFORMATION SERVICES - 1.9% ProQuest Company(1) 509,000 13,132,200 CONSUMER ELECTRONICS - 0.9% Register.com, Inc.(1) 500,600 2,933,516 THQ, Inc.(1) 184,200 3,315,600 -------------- 6,249,116 HOUSEHOLD FURNISHINGS - 1.8% Ethan Allen Interiors, Inc. 364,400 12,812,304 PUBLISHING: MISCELLANEOUS - 0.5% Courier Corporation 63,563 3,273,495 RADIO & TV BROADCASTING - 0.5% World Wrestling Entertainment, Inc. 361,200 3,716,748 RESTAURANTS - 2.7% IHOP Corporation 496,100 15,661,877 Papa John's International, Inc.(1) 120,200 3,371,610 -------------- 19,033,487 54 - ---------- FIFTY-FOUR ----- ARTVX ----- - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- SHARES HELD VALUE ============ ============ CONSUMER DISCRETIONARY (CONTINUED) RETAIL - 7.4% Neiman Marcus Group, Inc., Class A(1) 99,800 $ 3,652,680 Neiman Marcus Group, Inc., Class B(1) 9,800 338,100 Payless ShoeSource, Inc.(1) 997,300 12,466,250 School Specialty, Inc.(1) 389,300 11,079,478 Zale Corporation(1) 609,800 24,392,000 -------------- 51,928,508 SERVICES: COMMERCIAL - 3.0% BearingPoint, Inc.(1) 964,700 9,309,355 Cross Country Healthcare, Inc.(1) 265,800 3,505,902 Medical Staffing Network Holdings, Inc.(1) 342,500 2,397,500 Roto-Rooter, Inc. 152,600 5,820,164 -------------- 21,032,921 TEXTILES APPAREL MANUFACTURERS - 3.6% Kellwood Company 809,150 25,593,415 WHOLESALERS -1.2% United Stationers, Inc.(1) 236,000 8,536,120 CONSUMER STAPLES - 0.5% FOODS - 0.5% Ralcorp Holdings, Inc.(1) 134,900 3,367,104 FINANCIAL SERVICES - 13.0% FINANCIAL MISCELLANEOUS - 4.9% LandAmerica Financial Group, Inc. 363,100 17,247,250 Stewart Information Services Corporation(1) 628,900 17,514,865 -------------- 34,762,115 INSURANCE: LIFE - 2.1% Scottish Annuity & Life Holdings, Ltd. 722,100 14,593,641 INSURANCE: MULTI-LINE - 0.9% PICO Holdings, Inc.(1) 475,700 6,184,100 INSURANCE: PROPERTY-CASUALTY - 3.0% Arch Capital Group, Ltd.(1) 137,900 4,789,267 IPC Holdings, Ltd. 272,300 9,122,050 White Mountains Insurance Group, Ltd. 18,000 7,110,000 -------------- 21,021,317 INVESTMENT MANAGEMENT COMPANIES - 0.9% Capital Southwest Corporation 105,800 6,073,978 REAL ESTATE INVESTMENT TRUSTS (REIT) - 1.0% Chateau Communities, Inc. 58,400 1,728,056 Cousins Properties, Inc. 188,100 5,247,990 -------------- 6,976,046 SAVINGS & LOANS - 0.2% Superior Financial Corporation 74,000 1,776,000 55 ---------- FIFTY-FIVE ----- ARTVX ----- - ----SCHEDULE OF INVESTMENTS----------------------------------------------------- SHARES HELD VALUE ============ ============ HEALTHCARE - 1.7% HEALTH CARE FACILITIES - 0.4% LifePoint Hospitals, Inc.(1) 149,400 $ 3,128,436 MEDICAL & DENTAL INSTRUMENTS & SUPPLIES - 0.6% National Dentex Corporation(1)(2) 189,900 3,883,645 MEDICAL SERVICES - 0.7% America Service Group, Inc.(1) 279,200 4,997,680 INTREGRATED OILS - 1.0% OIL: INTREGRATED DOMESTIC - 1.0% Cimarex Energy Company(1) 286,400 6,802,000 MATERIALS & PROCESSING - 16.2% AGRICULTURE FISHING & RANCHING - 0.4% Delta & Pine Land Company 126,500 2,780,470 BUILDING: CEMENT - 2.9% Centex Construction Products, Inc. 514,800 20,638,332 BUILDING MATERIALS - 2.7% Butler Manufacturing Company 136,600 2,257,998 LSI Industries, Inc. 230,450 2,557,995 Simpson Manufacturing Company, Inc.(1) 382,000 13,981,200 -------------- 18,797,193 CHEMICALS - 0.2% American Pacific Corporation(1) 201,100 1,504,228 CONSTRUCTION - 1.5% EMCOR Group, Inc.(1) 219,300 10,824,648 COPPER - 2.0% Mueller Industries, Inc.(1) 509,600 13,815,256 DIVERSIFIED MATERIALS & PROCESSING - 0.4% Armor Holdings, Inc.(1) 212,200 2,843,480 METAL FABRICATING - 1.3% Kaydon Corporation 159,800 3,323,840 Quanex Corporation 133,600 3,970,592 Roanoke Electric Steel Corporation 289,500 2,168,355 -------------- 9,462,787 METALS & MINERALS MISCELLANEOUS - 0.5% Minerals Technologies, Inc. 69,100 3,362,406 REAL ESTATE - 2.6% Insignia Financial Group, Inc.(1) 217,100 2,411,981 Jones Lang LaSalle, Inc.(1) 349,100 5,515,780 LNR Property Corporation 118,500 4,431,900 Trammell Crow Company(1) 584,400 6,200,484 -------------- 18,560,145 56 - --------- FIFTY-SIX ----- ARTVX ----- - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- SHARES HELD VALUE ============ ============ MATERIALS & PROCESSING (CONTINUED) STEEL - 1.2% Schnitzer Steel Industries, Inc., Class A 193,500 $ 8,537,220 SYNTHETIC FIBERS - 0.5% Wellman, Inc. 310,800 3,480,960 OTHER ENERGY - 16.3% ENERGY MISCELLANEOUS - 0.8% Veritas DGC, Inc.(1) 467,600 5,377,400 MACHINERY: OIL WELL EQUIPMENT & SERVICES - 1.2% Core Laboratories N.V.(1) 486,100 5,249,880 Willbros Group, Inc.(1) 321,700 3,342,463 -------------- 8,592,343 OFFSHORE DRILLING - 0.9% Atwood Oceanics, Inc.(1) 246,100 6,681,615 OIL: CRUDE PRODUCERS - 13.4% Cabot Oil & Gas Corporation 418,950 11,567,210 Evergreen Resources, Inc.(1) 181,800 9,873,558 Forest Oil Corporation(1) 676,258 16,987,599 Nuevo Energy Company(1) 579,600 10,114,020 Plains Exploration and Production Company(1) 369,155 3,990,566 Prima Energy Corporation(1) 225,800 4,714,704 Spinnaker Exploration Company(1) 126,500 3,314,300 St. Mary Land & Exploration Company 382,600 10,444,980 Stone Energy Corporation(1) 342,700 14,365,984 Tom Brown, Inc.(1) 271,800 7,553,322 Ultra Petroleum Corporation(1) 100,800 1,301,328 -------------- 94,227,571 PRODUCER DURABLES - 5.4% AEROSPACE - 0.6% Curtiss-Wright Corporation 21,600 1,365,120 United Industrial Corporation 187,000 3,048,100 -------------- 4,413,220 ELECTRICAL EQUIPMENT & COMPONENTS - 1.9% Genlyte Group, Inc.(1) 391,900 13,704,743 MACHINE TOOLS - 1.0% Lincoln Electric Holdings, Inc. 352,300 7,190,443 MACHINERY: INDUSTRIAL/SPECIALTY - 1.2% Thomas Industries, Inc. 172,700 4,671,535 Woodward Governor Company 79,800 3,431,400 -------------- 8,102,935 POWER TRANSMISSION EQUIPMENT - 0.7% Regal-Beloit Corporation 246,600 4,710,060 57 ----------- FIFTY-SEVEN ----- ARTVX ----- - ----SCHEDULE OF INVESTMENTS----------------------------------------------------- SHARES HELD VALUE ============ ============ TECHNOLOGY - 2.0% COMPUTER SERVICES SOFTWARE & SYSTEMS - 0.8% Borland Software Corporation(1) 145,900 $ 1,425,443 Timberline Software Corporation 313,600 1,759,296 webMethods, Inc.(1) 273,600 2,224,368 -------------- 5,409,107 COMMUNICATIONS TECHNOLOGY - 0.6% CommScope, Inc.(1) 426,600 4,052,700 ELECTRONICS: SEMI-CONDUCTORS/COMPONENTS - 0.6% Arrow Electronics, Inc.(1) 268,500 4,091,940 UTILITIES - 3.0% UTILITIES: ELECTRICAL - 1.5% DQE, Inc. 151,200 2,278,584 PNM Resources, Inc. 317,000 8,479,750 -------------- 10,758,334 UTILITIES: GAS DISTRIBUTORS - 0.4% NUI Corporation 203,100 3,152,112 UTILITIES: TELECOMMUNICATIONS - 1.1% IDT Corporation, Class B(1) 342,300 6,024,480 IDT Corporation, Class C(1) 80,200 1,435,580 -------------- 7,460,060 -------------- TOTAL COMMON STOCKS (Cost $544,794,238) 664,383,945 58 - ----------- FIFTY-EIGHT ----- ARTVX ----- - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- PAR AMOUNT VALUE ============ ============ SHORT-TERM INVESTMENTS (CASH EQUIVALENTS) - 5.4% Repurchase agreement with State Street Bank and Trust Company, 0.75%, dated 6/30/03, due 7/1/03, maturity value $37,693,785, collateralized by $38,451,799 market value Federal Home Loan Mortgage Corporation Note, 1.40% due 5/4/04 (Cost $37,693,000) $ 37,693,000 $ 37,693,000 -------------- TOTAL INVESTMENTS - 99.9% (cost $582,487,238) 702,076,945 OTHER ASSETS LESS LIABILITIES - 0.1% 472,637 -------------- TOTAL NET ASSETS - 100.0%(3) $702,549,582 ============== (1) Non-income producing security. (2) Affiliated company as defined by the Investment Company Act of 1940. See note 7 to the financial statements. (3) Percentages for the various classifications relate to total net assets. The accompanying notes are an integral part of the financial statements. 59 ---------- FIFTY-NINE ARTISAN FUNDS, INC. Statements of Assets & Liabilities - June 30, 2003 INTERNATIONAL INTERNATIONAL SMALL CAP =============================== ASSETS: Investments in securities, unaffiliated, at value ... $7,823,895,956 $215,449,701 Investments in securities, affiliated, at value ..... 291,206,757 24,776,493 ------------------------------- TOTAL INVESTMENTS ................................... 8,115,102,713 240,226,194 Cash ............................................. 656 315 Receivable from investments sold..................... 48,267,676 2,307,826 Receivable from forward currency contracts........... 47,990,236 6,054,605 Receivable from fund shares sold..................... 29,495,098 1,750,822 Dividends and interest receivable.................... 17,755,987 84,741 ------------------------------- TOTAL ASSETS......................................... 8,258,612,366 250,424,503 LIABILITIES: Payable for investments purchased.................... 28,016,855 5,148,751 Payable for forward currency contracts............... 48,101,119 6,047,526 Payable for fund shares redeemed..................... 21,395,644 407,169 Payable for operating expenses....................... 2,242,959 107,112 Payable for withholding taxes........................ 1,018,065 132,508 ------------------------------- TOTAL LIABILITIES.................................... 100,774,642 11,843,066 ------------------------------- TOTAL NET ASSETS..................................... $ 8,157,837,724 $238,581,437 =============================== NET ASSETS CONSIST OF: Fund shares issued and outstanding................... $10,345,330,767 $207,491,391 Net unrealized appreciation (depreciation) on investments and foreign currency related transactions ...................................... (716,897,537) 27,693,014 Accumulated undistributed net investment income (loss) ..................................... 90,594,085 162,036 Accumulated undistributed net realized gains (losses) on investments and foreign currency related transactions .............................. (1,561,189,591) 3,234,996 ------------------------------- $8,157,837,724 $238,581,437 =============================== SUPPLEMENTARY INFORMATION: Net assets Investor Shares................................. $5,182,832,740 $238,581,437 Institutional Shares............................ $2,975,004,984 Shares Outstanding Investor Shares................................. 331,619,519 19,711,136 Institutional Shares............................ 189,425,338 Net asset value and offering price per share Investor Shares................................. $15.63 $12.10 Institutional Shares............................ $15.71 Cost of securities of unaffiliated issuers held...... $8,421,385,574 $190,354,794 Cost of securities of affiliated issuers held........ $ 410,957,972 $ 22,054,211 The accompanying notes are an integral part of the financial statements. 60 - ----- SIXTY INTERNATIONAL SMALL CAP VALUE MID CAP MID CAP VALUE SMALL CAP VALUE ============================================================================ ASSETS: Investments in securities, unaffiliated, at value ... $16,702,389 $3,082,764,692 $64,399,991 $117,564,302 $698,193,300 Investments in securities, affiliated, at value ..... - - - - 3,883,645 ---------------------------------------------------------------------------- TOTAL INVESTMENTS ................................... 16,702,389 3,082,764,692 64,399,991 117,564,302 702,076,945 Cash ............................................. 669 3 481 999 991 Receivable from investments sold..................... - 11,531,565 - 1,379,495 935,208 Receivable from forward currency contracts........... 533,633 - - - - Receivable from fund shares sold..................... 145,625 51,084,764 135,260 72,016 1,355,871 Dividends and interest receivable.................... 35,231 957,355 32,839 16,245 264,019 ---------------------------------------------------------------------------- TOTAL ASSETS......................................... 17,417,547 3,146,338,379 64,568,571 119,033,057 704,633,034 LIABILITIES: Payable for investments purchased.................... 510,407 26,191,042 - 1,702,240 1,737,514 Payable for forward currency contracts............... 531,698 - - - - Payable for fund shares redeemed..................... 51,913 3,646,411 20,403 1,194,919 98,788 Payable for operating expenses....................... 30,931 899,847 49,628 99,136 247,150 Payable for withholding taxes........................ 3,142 - 477 - - ---------------------------------------------------------------------------- TOTAL LIABILITIES.................................... 1,128,091 30,737,300 70,508 2,996,295 2,083,452 ---------------------------------------------------------------------------- TOTAL NET ASSETS..................................... $16,289,456 $3,115,601,079 $64,498,063 $116,036,762 $702,549,582 ============================================================================ NET ASSETS CONSIST OF: Fund shares issued and outstanding................... $13,780,423 $3,417,950,421 $57,900,394 $121,176,290 $603,853,593 Net unrealized appreciation (depreciation) on investments and foreign currency related transactions ...................................... 2,325,574 335,131,727 7,125,089 20,139,063 119,589,707 Accumulated undistributed net investment income (loss) ..................................... 53,071 - - - - Accumulated undistributed net realized gains (losses) on investments and foreign currency related transactions .............................. 130,388 (637,481,069) (527,420) (25,278,591) (20,893,718) ---------------------------------------------------------------------------- ............................................. $16,289,456 $3,115,601,079 $64,498,063 $116,036,762 $702,549,582 ============================================================================ SUPPLEMENTARY INFORMATION: Net assets Investor Shares................................. $16,289,456 $2,286,627,379 $64,498,063 $116,036,762 $702,549,582 Institutional Shares............................ $828,973,700 Shares Outstanding Investor Shares................................. 1,251,972 104,849,058 5,539,191 9,750,506 53,407,980 Institutional Shares............................ 37,753,001 Net asset value and offering price per share Investor Shares................................. $13.01 $21.81 $11.64 $11.90 $13.15 Institutional Shares............................ $21.96 Cost of securities of unaffiliated issuers held...... $14,377,152 $2,747,632,965 $57,274,948 $97,425,239 $578,899,178 Cost of securities of affiliated issuers held........ $ - $ - $ - $ - $ 3,588,060 The accompanying notes are an integral part of the financial statements. 61 --------- SIXTY-ONE ARTISAN FUNDS, INC. Statements of Operations - For the Year Ended June 30, 2003 INTERNATIONAL INTERNATIONAL SMALL CAP =============================== INVESTMENT INCOME: Interest............................................. $2,825,610 $143,060 Dividends, from unaffiliated issuers ................ 176,343,076(1) 2,217,762(4) Dividends, from affiliated issuers................... 2,344,814(2) 80,239 Other ............................................. 2,995,772 - ------------------------------- TOTAL INVESTMENT INCOME.............................. 184,509,272 2,441,061 EXPENSES: Advisory fees........................................ 66,306,063 1,489,029 Transfer agent fees Investor Shares................................. 8,331,967 275,010 Institutional Shares............................ 32,233 Shareholder communications Investor Shares................................. 1,177,617 39,746 Institutional Shares............................ 19,011 Custodian fees....................................... 3,945,008 142,237 Accounting fees...................................... 73,299 52,449 Professional fees.................................... 301,743 29,781 Registration fees Investor Shares................................. 124,912 47,636 Institutional Shares............................ 127,627 Directors' fees...................................... 180,436 3,133 Organizational costs................................. - - Other operating expenses............................. 163,719 26,919 ------------------------------- Total operating expenses before amounts waived or paid by the Adviser ..................... 80,783,635 2,105,940 Less amounts waived or paid by the Adviser........... - - ------------------------------- NET EXPENSES......................................... 80,783,635 2,105,940 ------------------------------- NET INVESTMENT INCOME (LOSS)......................... 103,725,637 335,121 NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS: Net realized gain (loss) on: Investments..................................... (529,007,531)(3) 3,302,104 Foreign currency related transactions........... (10,809,131) (152,047) ------------------------------- (539,816,662) 3,150,057 Net increase (decrease) in unrealized appreciation on: Investments..................................... (423,541,570) 28,634,982 Foreign currency related transactions........... 52,282 (112,904) ------------------------------- ............................................. (423,489,288) 28,522,078 ------------------------------- NET GAIN (LOSS) ON INVESTMENTS....................... (963,305,950) 31,672,135 ------------------------------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS ........................ $(859,580,313) $32,007,256 =============================== (1) Net of foreign taxes withheld of $22,229,774. (2) Net of foreign taxes withheld of $14,358. (3) Including $(7,613,533) from affiliated issuers. (4) Net of foreign taxes withheld of $360,630. (5) From commencement of operations (September 23, 2002) to June 30, 2003. (6) Net of foreign taxes withheld of $23,791. The accompanying notes are an integral part of the financial statements. 62 - --------- SIXTY-TWO INTERNATIONAL SMALL CAP VALUE(5) MID CAP MID CAP VALUE SMALL CAP VALUE ============================================================================ INVESTMENT INCOME: Interest............................................. $4,562 $1,630,118 $37,287 $33,988 $338,332 Dividends, from unaffiliated issuers ................ 169,431(6) 13,653,667 516,255 385,213 5,371,224 Dividends, from affiliated issuers................... - - - - - Other ............................................. - - - - - ---------------------------------------------------------------------------- TOTAL INVESTMENT INCOME.............................. 173,993 15,283,785 553,542 419,201 5,709,556 EXPENSES: Advisory fees........................................ 48,398 22,682,765 383,960 1,009,495 5,714,589 Transfer agent fees Investor Shares................................. 51,951 3,493,286 144,557 191,523 891,648 Institutional Shares............................ 23,232 Shareholder communications Investor Shares................................. 4,661 535,187 22,307 40,347 61,062 Institutional Shares............................ 5,954 Custodian fees....................................... 25,123 308,898 19,814 49,518 91,142 Accounting fees...................................... 38,600 61,059 40,717 40,539 44,472 Professional fees.................................... 20,911 116,996 27,020 29,834 52,514 Registration fees Investor Shares................................. 45,137 89,446 39,025 30,980 48,401 Institutional Shares............................ 46,330 Directors' fees...................................... - 60,352 3,000 3,045 15,036 Organizational costs................................. - - - - 1,768 Other operating expenses............................. 8,267 68,466 4,510 11,285 14,184 ---------------------------------------------------------------------------- Total operating expenses before amounts waived or paid by the Adviser ..................... 243,048 27,491,971 684,910 1,406,566 6,934,816 Less amounts waived or paid by the Adviser........... (124,348) - - - - ---------------------------------------------------------------------------- NET EXPENSES......................................... 118,700 27,491,971 684,910 1,406,566 6,934,816 ---------------------------------------------------------------------------- NET INVESTMENT INCOME (LOSS)......................... 55,293 (12,208,186) (131,368) (987,365) (1,225,260) NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS: Net realized gain (loss) on: Investments..................................... 130,388 (325,149,190) (110,623) (22,436,510) (20,174,753) Foreign currency related transactions........... (2,222) - - - - ---------------------------------------------------------------------------- 128,166 (325,149,190) (110,623) (22,436,510) (20,174,753) Net increase (decrease) in unrealized appreciation on: Investments..................................... 2,325,237 376,988,686 6,300,648 20,333,623 36,753,479 Foreign currency related transactions........... 337 - - - - ---------------------------------------------------------------------------- 2,325,574 376,988,686 6,300,648 20,333,623 36,753,479 ---------------------------------------------------------------------------- NET GAIN (LOSS) ON INVESTMENTS....................... 2,453,740 51,839,496 6,190,025 (2,102,887) 16,578,726 ---------------------------------------------------------------------------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS ........................ $2,509,033 $39,631,310 $6,058,657 $ (3,090,252) $15,353,466 ============================================================================ The accompanying notes are an integral part of the financial statements. 63 ----------- SIXTY-THREE ARTISAN FUNDS, INC. Statements of Changes in Net Assets INTERNATIONAL INTERNATIONAL SMALL CAP INTERNATIONAL VALUE =============================== =============================== =================== YEAR ENDED YEAR ENDED YEAR ENDED PERIOD ENDED PERIOD ENDED 6/30/03 6/30/02 6/30/03 6/30/02(1) 6/30/03(2) ======================================================================================= OPERATIONS: Net investment income (loss)................. $103,725,637 $51,719,319 $335,121 $(4,449) $55,293 Net realized gain (loss) on: Investments............................. (529,007,531) (393,817,449) 3,302,104 230,269 130,388 Foreign currency related transactions... (10,809,131) (2,431,313) (152,047) (16,760) (2,222) Net increase (decrease) in unrealized appreciation on: Investments............................. (423,541,570) (9,921,060) 28,634,982 (814,257) 2,325,237 Foreign currency related transactions... 52,282 569,310 (112,904) (14,807) 337 --------------------------------------------------------------------------------------- Net increase (decrease) in net assets resulting from operations ................. (859,580,313) (353,881,193) 32,007,256 (620,004) 2,509,033 DISTRIBUTIONS PAID TO SHAREHOLDERS: Net investment income: Investor Shares......................... (31,901,533) (13,657,908) - - - Institutional Shares.................... (18,341,682) (8,134,964) Net realized gains on investment transactions: Investor Shares......................... - - (236,073) - - --------------------------------------------------------------------------------------- Institutional Shares.................... - - TOTAL DISTRIBUTIONS PAID TO SHAREHOLDERS..... (50,243,215) (21,792,872) (236,073) - - FUND SHARE ACTIVITIES: NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM FUND SHARE ACTIVITIES ...... 1,716,020,036 2,333,625,659 132,312,967 75,117,291 13,780,423 --------------------------------------------------------------------------------------- TOTAL INCREASE (DECREASE) IN NET ASSETS...... 806,196,508 1,957,951,594 164,084,150 74,497,287 16,289,456 --------------------------------------------------------------------------------------- Net assets, beginning of period.............. 7,351,641,216 5,393,689,622 74,497,287 - - --------------------------------------------------------------------------------------- NET ASSETS, END OF PERIOD.................... $8,157,837,724 $7,351,641,216 $238,581,437 $74,497,287 $16,289,456 ======================================================================================= Accumulated undistributed net investment income (loss) .................. $90,594,085 $47,858,931 $162,036 $(16,760) $53,071 ======================================================================================= (1) For the period from commencement of operations (December 21, 2001) through June 30, 2002. (2) For the period from commencement of operations (September 23, 2002) through June 30, 2003. The accompanying notes are an integral part of the financial statements. 64 - ---------- SIXTY-FOUR MID CAP MID CAP VALUE ================================= ================================= YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED 6/30/03 6/30/02 6/30/03 6/30/02 ==================================================================== OPERATIONS: Net investment income (loss)................. $(12,208,186) $(13,844,376) $(131,368) $(131,837) Net realized gain (loss) on: Investments............................. (325,149,190) (197,300,635) (110,623) (342,711) Foreign currency related transactions... - - - - Net increase (decrease) in unrealized appreciation on: Investments............................. 376,988,686 (147,245,296) 6,300,648 (17,524) Foreign currency related transactions... - - - - -------------------------------------------------------------------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS .......... 39,631,310 (358,390,307) 6,058,657 (492,072) DISTRIBUTIONS PAID TO SHAREHOLDERS: Net investment income: Investor Shares......................... - - - - Institutional Shares.................... - - Net realized gains on investment transactions: Investor Shares......................... - - - (116,728) Institutional Shares.................... - - -------------------------------------------------------------------- TOTAL DISTRIBUTIONS PAID TO SHAREHOLDERS..... - - - (116,728) FUND SHARE ACTIVITIES: NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM FUND SHARE ACTIVITIES ...... 770,633,859 1,117,916,637 36,457,011 9,367,318 -------------------------------------------------------------------- TOTAL INCREASE (DECREASE) IN NET ASSETS...... 810,265,169 759,526,330 42,515,668 8,758,518 -------------------------------------------------------------------- Net assets, beginning of period.............. 2,305,335,910 1,545,809,580 21,982,395 13,223,877 -------------------------------------------------------------------- NET ASSETS, END OF PERIOD.................... $3,115,601,079 $2,305,335,910 $64,498,063 $21,982,395 ==================================================================== Accumulated undistributed net investment income (loss) .................. $- $- $- $- ==================================================================== SMALL CAP SMALL CAP VALUE ================================= ================================= YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED 6/30/03 6/30/02 6/30/03 6/30/02 ==================================================================== OPERATIONS: Net investment income (loss)................. $(987,365) $(1,405,476) $(1,225,260) $(510,511) Net realized gain (loss) on: Investments............................. (22,436,510) 4,119,870 (20,174,753) 27,382,101 Foreign currency related transactions... - - - - Net increase (decrease) in unrealized appreciation on: Investments............................. 20,333,623 (24,760,188) 36,753,479 24,836,522 Foreign currency related transactions... - - - - -------------------------------------------------------------------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS .......... (3,090,252) (22,045,794) 15,353,466 51,708,112 DISTRIBUTIONS PAID TO SHAREHOLDERS: Net investment income: Investor Shares......................... - - - (628,424) Institutional Shares.................... Net realized gains on investment transactions: Investor Shares......................... (629,095) (585,226) (22,600,376) (27,074,582) Institutional Shares.................... -------------------------------------------------------------------- TOTAL DISTRIBUTIONS PAID TO SHAREHOLDERS..... (629,095) (585,226) (22,600,376) (27,703,006) FUND SHARE ACTIVITIES: NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM FUND SHARE ACTIVITIES ...... (12,182,933) 9,184,203 86,250,860 139,200,888 -------------------------------------------------------------------- TOTAL INCREASE (DECREASE) IN NET ASSETS...... (15,902,280) (13,446,817) 79,003,950 163,205,994 -------------------------------------------------------------------- Net assets, beginning of period.............. 131,939,042 145,385,859 623,545,632 460,339,638 -------------------------------------------------------------------- NET ASSETS, END OF PERIOD.................... $116,036,762 $131,939,042 $702,549,582 $623,545,632 ==================================================================== Accumulated undistributed net investment income (loss) .................. $- $- $- $- ==================================================================== The accompanying notes are an integral part of the financial statements. 65 ---------- SIXTY-FIVE ARTISAN FUNDS, INC. Financial Highlights - For a share outstanding throughout each period NET TOTAL REALIZED AND INCOME NET ASSET NET UNREALIZED (LOSS) DIVIDENDS YEAR OR VALUE INVESTMENT GAIN FROM FROM NET PERIOD BEGINNING INCOME (LOSS) ON INVESTMENT INVESTMENT ENDED OF PERIOD (LOSS)(1) INVESTMENTS OPERATIONS INCOME ============================================================================== ARTISAN INTERNATIONAL FUND ------------------------------------------------------------------------------ Investor Shares 6/30/03 $18.15 $0.20 $(2.62) $(2.42) $(0.10) ------------------------------------------------------------------------------ 6/30/02 19.53 0.15 (1.46) (1.31) (0.07) ------------------------------------------------------------------------------ 6/30/01 30.16 0.10 (7.18) (7.08) - ------------------------------------------------------------------------------ 6/30/00 18.67 (0.03) 12.08 12.05 (0.02) ------------------------------------------------------------------------------ 6/30/99 16.25 0.08 2.62 2.70 (0.04) ------------------------------------------------------------------------------ Institutional Shares 6/30/03 $18.24 $0.25 $(2.65) $(2.40) $(0.13) ------------------------------------------------------------------------------ 6/30/02 19.62 0.18 (1.46) (1.28) (0.10) ------------------------------------------------------------------------------ 6/30/01 30.22 0.16 (7.21) (7.05) - ------------------------------------------------------------------------------ 6/30/00 18.70 0.03 12.09 12.12 (0.06) ------------------------------------------------------------------------------ 6/30/99 16.26 0.11 2.62 2.73 (0.05) ------------------------------------------------------------------------------ ARTISAN INTERNATIONAL SMALL CAP FUND ------------------------------------------------------------------------------ Investor Shares 6/30/03 $10.50 $0.03 $ 1.59 $ 1.62 $ - ------------------------------------------------------------------------------ 6/30/02(2) 10.00 0.00 0.50(3) 0.50 - ------------------------------------------------------------------------------ ARTISAN INTERNATIONAL VALUE FUND ------------------------------------------------------------------------------ Investor Shares 6/30/03(6) $10.00 $0.09 $ 2.92 $ 3.01 $- ------------------------------------------------------------------------------ (1) Computed based on average shares outstanding. (2) For the period from commencement of operations (December 21, 2001) through June 30, 2002. (3) The amount shown may not correlate with the aggregate gains and losses of portfolio securities due to the timing of subscriptions and redemptions of fund shares. (4) Not annualized. (5) Annualized. (6) For the period from commencement of operations (September 23, 2002) through June 30, 2003. (7) Annualized. The ratios of expenses to average net assets and net investment loss to average net assets exclude expenses waived or paid by the adviser. Absent expenses waived or paid by the adviser, the ratios of expenses to average net assets and net investment loss to average net assets would have been 5.02% and (1.43%), respectively for the period ended June 30, 2003. The accompanying notes are an integral part of the financial statements. 66 - --------- SIXTY-SIX RATIO OF NET INVESTMENT DISTRIBUTIONS NET ASSET NET ASSETS RATIO OF INCOME FROM NET VALUE END OF EXPENSES (LOSS) PORTFOLIO REALIZED TOTAL END OF TOTAL PERIOD TO AVERAGE TO AVERAGE TURNOVER GAINS DISTRIBUTIONS PERIOD RETURN (MILLIONS) NET ASSETS NET ASSETS RATE ===================================================================================================== ARTISAN INTERNATIONAL FUND ----------------------------------------------------------------------------------------------------- Investor Shares $ - $(0.10) $15.63 (13.3)% $5,182.8 1.20% 1.35% 37.13% ----------------------------------------------------------------------------------------------------- - (0.07) 18.15 (6.7) 5,289.6 1.21 0.82 50.67 ----------------------------------------------------------------------------------------------------- (3.55) (3.55) 19.53 (24.7) 3,907.1 1.22 0.45 72.01 ----------------------------------------------------------------------------------------------------- (0.54) (0.56) 30.16 65.6 3,734.8 1.27 (0.10) 99.02 ----------------------------------------------------------------------------------------------------- (0.24) (0.28) 18.67 17.4 943.9 1.38 0.59 79.41 ----------------------------------------------------------------------------------------------------- Institutional Shares $ - $(0.13) $15.71 (13.1)% $2,975.0 1.01% 1.68% 37.13% ----------------------------------------------------------------------------------------------------- - (0.10) 18.24 (6.5) 2,062.0 1.01 1.01 50.67 ----------------------------------------------------------------------------------------------------- (3.55) (3.55) 19.62 (24.5) 1,486.6 1.03 0.70 72.01 ----------------------------------------------------------------------------------------------------- (0.54) (0.60) 30.22 66.0 1,136.2 1.08 0.09 99.02 ----------------------------------------------------------------------------------------------------- (0.24) (0.29) 18.70 17.6 179.6 1.17 0.68 79.41 ----------------------------------------------------------------------------------------------------- ARTISAN INTERNATIONAL SMALL CAP FUND ----------------------------------------------------------------------------------------------------- Investor Shares $(0.02) $(0.02) $12.10 15.5% $ 238.6 1.77% 0.28% 62.79% ----------------------------------------------------------------------------------------------------- - - 10.50 5.0(4) 74.5 2.39(5) (0.02)(5) 25.14(4) ----------------------------------------------------------------------------------------------------- ARTISAN INTERNATIONAL VALUE FUND ----------------------------------------------------------------------------------------------------- Investor Shares $ - $ - $13.01 30.1%(4) $ 16.3 2.45%(7) 1.14%(7) 17.42%(4) ----------------------------------------------------------------------------------------------------- The accompanying notes are an integral part of the financial statements. 67 ----------- SIXTY-SEVEN ARTISAN FUNDS, INC. Financial Highlights (Continued) - For a share outstanding throughout each period NET TOTAL REALIZED AND INCOME NET ASSET NET UNREALIZED (LOSS) DIVIDENDS YEAR OR VALUE INVESTMENT GAIN FROM FROM NET PERIOD BEGINNING INCOME (LOSS) ON INVESTMENT INVESTMENT ENDED OF PERIOD (LOSS)(1) INVESTMENTS OPERATIONS INCOME ============================================================================== ARTISAN MID CAP FUND ------------------------------------------------------------------------------ Investor Shares 6/30/03 $22.13 $(0.11)(1) $(0.21)(2) $(0.32) $- ------------------------------------------------------------------------------ 6/30/02 26.43 (0.19)(1) (4.11) (4.30) - ------------------------------------------------------------------------------ 6/30/01 27.57 (0.13)(1) 0.02(2) (0.11) - ------------------------------------------------------------------------------ 6/30/00 16.67 (0.18)(1) 11.91 11.73 - ------------------------------------------------------------------------------ 6/30/99 13.69 (0.16)(1) 4.41 4.25 - ------------------------------------------------------------------------------ ------------------------------------------------------------------------------ Institutional Shares 6/30/03 $22.24 $(0.07)(1) $(0.21)(2) $(0.28) $- ------------------------------------------------------------------------------ 6/30/02 26.48 (0.13)(1) (4.11) (4.24) - ------------------------------------------------------------------------------ 6/30/01 27.57 (0.08)(1) 0.02(2) (0.06) - ------------------------------------------------------------------------------ ARTISAN MID CAP VALUE FUND ------------------------------------------------------------------------------ Investor Shares 6/30/03 $10.82 $(0.03)(1) $0.85 $0.82 $- ------------------------------------------------------------------------------ 6/30/02 11.18 (0.09)(1) (0.19) (0.28) - ------------------------------------------------------------------------------ 6/30/01(5) 10.00 (0.01)(1) 1.19 1.18 - ------------------------------------------------------------------------------ ARTISAN SMALL CAP FUND ------------------------------------------------------------------------------ Investor Shares 6/30/03 $11.99 $(0.10)(1) $0.07(2) $(0.03) $- ------------------------------------------------------------------------------ 6/30/02 13.99 (0.13)(1) (1.81) (1.94) - ------------------------------------------------------------------------------ 6/30/01 14.69 (0.09)(1) 0.05(2) (0.04) - ------------------------------------------------------------------------------ 6/30/00 11.09 (0.10)(1) 3.70 3.60 - ------------------------------------------------------------------------------ 6/30/99 14.66 (0.08) (2.53) (2.61) - ------------------------------------------------------------------------------ ARTISAN SMALL CAP VALUE FUND ------------------------------------------------------------------------------ Investor Shares 6/30/03 $13.48 $(0.03)(1) $0.20 $0.17 $- ------------------------------------------------------------------------------ 6/30/02 13.05 (0.01)(1) 1.16 1.15 (0.01) ------------------------------------------------------------------------------ 6/30/01 10.63 0.05(1) 2.91 2.96 (0.05) ------------------------------------------------------------------------------ 6/30/00 10.59 0.06(1) 0.36 0.42 (0.03) ------------------------------------------------------------------------------ 6/30/99 11.37 (0.03) (0.21)(2) (0.24) - ------------------------------------------------------------------------------ (1) Computed based on average shares outstanding. (2) The amount shown may not correlate with the aggregate gains and losses of portfolio securities due to the timing of subscriptions and redemptions of fund shares. (3) The ratios of expenses to average net assets and net investment loss to average net assets exclude expenses paid by the adviser. Absent expenses paid by the adviser, the ratios of expenses to average net assets and net investment loss to average net assets would have been 2.12% and (1.25%). (4) Annualized. The ratios of expenses to average net assets and net investment loss to average net assets exclude expenses paid by the adviser. Absent expenses paid by the adviser, the ratios of expenses to average net assets and net investment loss to average net assets would have been 2.53% and (1.40%) for the year ended June 30, 2002 and 5.17% and (3.84%) for the year ended June 30, 2001, respectively. The accompanying notes are an integral part of the financial statements. 68 - ----------- SIXTY-EIGHT RATIO OF NET INVESTMENT DISTRIBUTIONS NET ASSET NET ASSETS RATIO OF INCOME FROM NET VALUE END OF EXPENSES (LOSS) PORTFOLIO REALIZED TOTAL END OF TOTAL PERIOD TO AVERAGE TO AVERAGE TURNOVER GAINS DISTRIBUTIONS PERIOD RETURN (MILLIONS) NET ASSETS NET ASSETS RATE ===================================================================================================== ARTISAN MID CAP FUND ----------------------------------------------------------------------------------------------------- Investor Shares $ - $ - $21.81 (1.4)% $2,286.6 1.20% (0.56)% 102.85% ----------------------------------------------------------------------------------------------------- - - 22.13 (16.3) 1,855.5 1.22 (0.77) 121.14 ----------------------------------------------------------------------------------------------------- (1.03) (1.03) 26.43 (0.6) 1,333.6 1.31 (0.52) 153.95 ----------------------------------------------------------------------------------------------------- (0.83) (0.83) 27.57 72.9 225.0 1.40 (0.79) 245.69 ----------------------------------------------------------------------------------------------------- (1.27) (1.27) 16.67 35.8 43.3 2.00(3) (1.13)(3) 202.84 ----------------------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------------------- Institutional Shares $- $- $21.96 (1.3)% $829.0 1.00% (0.36)% 102.85% ----------------------------------------------------------------------------------------------------- - - 22.24 (16.0) 449.8 1.02 (0.56) 121.14 ----------------------------------------------------------------------------------------------------- (1.03) (1.03) 26.48 (0.4) 212.2 1.08 (0.29) 153.95 ----------------------------------------------------------------------------------------------------- ARTISAN MID CAP VALUE FUND ----------------------------------------------------------------------------------------------------- Investor Shares $- $- $11.64 7.6% $64.5 1.78% (0.34)% 45.55% ----------------------------------------------------------------------------------------------------- (0.08) (0.08) 10.82 (2.4) 22.0 1.95(4) (0.82)(4) 167.70 ----------------------------------------------------------------------------------------------------- - - 11.18 11.8(6) 13.2 1.84(4) (0.52)(4) 40.72(6) ----------------------------------------------------------------------------------------------------- ARTISAN SMALL CAP FUND ----------------------------------------------------------------------------------------------------- Investor Shares $(0.06) $(0.06) $11.90 (0.1)% $116.0 1.39% (0.98)% 127.41% ----------------------------------------------------------------------------------------------------- (0.06) (0.06) 11.99 (13.9) 131.9 1.31 (1.00) 139.72 ----------------------------------------------------------------------------------------------------- (0.66) (0.66) 13.99 0.1 145.4 1.34 (0.68) 147.13 ----------------------------------------------------------------------------------------------------- - - 14.69 32.5 185.4 1.35 (0.79) 193.76 ----------------------------------------------------------------------------------------------------- (0.96) (0.96) 11.09 (17.0) 174.6 1.37 (0.67) 155.38 ----------------------------------------------------------------------------------------------------- ARTISAN SMALL CAP VALUE FUND ----------------------------------------------------------------------------------------------------- Investor Shares $(0.50) $(0.50) $13.15 1.9% $702.5 1.21% (0.21)% 49.57% ----------------------------------------------------------------------------------------------------- (0.71) (0.72) 13.48 9.7 623.5 1.20 (0.10) 33.59 ----------------------------------------------------------------------------------------------------- (0.49) (0.54) 13.05 28.8 460.3 1.20 0.45 40.77 ----------------------------------------------------------------------------------------------------- (0.35) (0.38) 10.63 4.2 261.7 1.35 0.60 38.19 ----------------------------------------------------------------------------------------------------- (0.54) (0.54) 10.59 (1.0) 77.8 1.66 (0.45) 49.29 ----------------------------------------------------------------------------------------------------- (5) For the period from commencement of operations (March 28, 2001) through June 30, 2001. (6) Not annualized. The accompanying notes are an integral part of the financial statements. 69 ---------- SIXTY-NINE ARTISAN FUNDS, INC. Notes to Financial Statements - June 30, 2003 (1) ORGANIZATION: Artisan Funds, Inc. ("Artisan Funds") was incorporated on January 5, 1995, as a Wisconsin corporation and is registered under the Investment Company Act of 1940, as amended. Artisan Funds is a series comprised of seven open- end, diversified mutual funds (each a "Fund" and collectively the "Funds"): FUND NAME INCEPTION DATE --------------------------------------------------------------------------- Artisan International Fund ("International Fund" or "International") December 28, 1995 --------------------------------------------------------------------------- Artisan International Small Cap Fund ("International Small Cap Fund" or "International Small Cap") December 21, 2001 --------------------------------------------------------------------------- Artisan International Value Fund ("International Value Fund" or "International Value") September 23, 2002 --------------------------------------------------------------------------- Artisan Mid Cap Fund ("Mid Cap Fund" or "Mid Cap") June 27, 1997 --------------------------------------------------------------------------- Artisan Mid Cap Value Fund ("Mid Cap Value Fund" or "Mid Cap Value") March 28, 2001 --------------------------------------------------------------------------- Artisan Small Cap Fund ("Small Cap Fund" or "Small Cap") March 28, 1995 --------------------------------------------------------------------------- Artisan Small Cap Value Fund ("Small Cap Value Fund" or "Small Cap Value") September 29, 1997 --------------------------------------------------------------------------- Each Fund's investment objective is to seek long-term capital growth. Each Fund offers shares of capital stock of the class designated Investor Shares. The International Fund and Mid Cap Fund began offering a second class of capital shares, Institutional Shares, effective July 1, 1997 and July 1, 2000, respectively. Institutional Shares are sold to institutional investors meeting certain minimum investment requirements. Each class of shares has equal rights with respect to portfolio assets and voting privileges. Each class has exclusive voting rights with respect to any matters involving only that class. Income, non-class specific expenses and realized and unrealized gains and losses are allocated daily to each class of shares based upon the relative net asset value of outstanding shares. Expenses attributable to a particular class of shares, such as transfer agency fees, shareholder communication expenses and registration fees, are allocated directly to that class. Each class of the Funds has an indefinite number of shares authorized with a $0.01 par value. (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: The following is a summary of significant accounting policies of the Funds, which are in accordance with accounting principles generally accepted in the United States of America. (a) Security valuation - Each equity security traded on a securities exchange is valued at the last current sale price as of the time of valuation on the exchange on which the security is principally traded (the "principal exchange"), or lacking any current reported sale on the principal exchange at the time of valuation, at the last current sale price as of the time of valuation on a secondary exchange, or lacking any current sale price on the principal or a secondary exchange as of the time of valuation, at the most recent bid quotation on the principal exchange, except that securities listed on the London Stock Exchange shall be valued at the mean of the close of day bid and ask, and each security traded in the Nasdaq Stock Market ("Nasdaq") shall be valued at the Nasdaq Official Closing Price ("NOCP"), as determined by Nasdaq, or lacking an NOCP, the last current reported sale price as of the time of valuation on Nasdaq, or lacking any current reported sale on Nasdaq at the time of valuation, at the most recent bid quotation on Nasdaq. Securities for which prices are not readily available, or for which 70 - ------- SEVENTY - -----------------------------------------------NOTES TO FINANCIAL STATEMENTS---- management believes that the latest sales or bid price does not reflect a fair value of the security, are valued by a valuation committee at a fair value as determined in good faith under consistently applied procedures established by and under the general supervision of the Board of Directors. Short-term investments maturing within sixty days of the valuation date are valued at amortized cost, which approximates market. (b) Income taxes - No provision has been made for federal income taxes since each Fund intends to i) comply with all provisions of the Internal Revenue Code applicable to regulated investment companies and ii) distribute to its shareholders substantially all of its taxable income as well as net realized gains from the sale of investment securities. The Funds may utilize earnings and profits distributed to shareholders on redemption of Fund shares as part of the dividends paid deduction. (c) Portfolio transactions - Security and shareholder transactions are recorded on trade date. Net realized gains and losses on securities are computed on specific security lot identification. (d) Foreign currency translation - Values of investments denominated in foreign currencies are converted into U.S. dollars using the spot market rate of exchange on the day of valuation. Purchases and sales of investments and dividend and interest income are translated to U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions. The portion of security gains or losses resulting from changes in foreign exchange rates is included with net realized and unrealized gain or loss from investments, as appropriate, for both financial reporting and tax purposes. The International Fund, International Small Cap Fund and International Value Fund may enter into forward currency contracts to hedge the foreign currency exposure on open payables and receivables. The forward currency contracts are recorded at market value and any related realized and unrealized gains and losses are reported as foreign currency related transactions for financial reporting purposes. For tax purposes, these foreign exchange gains and losses are treated as ordinary income or loss. The International Fund, International Small Cap Fund and International Value Fund could be exposed to loss if the counterparties fail to perform under these contracts. (e) Repurchase agreements - Each Fund may enter into repurchase agreements with institutions that Artisan Partners Limited Partnership (the "Adviser") has determined are creditworthy pursuant to criteria adopted by the Funds' Board of Directors. Repurchase agreements are recorded at cost and are collateralized in an amount greater than or equal to the repurchase price plus accrued interest. To the extent that the proceeds from any sale of such collateral upon a default in the obligation to repurchase were less than the repurchase price, the Fund would suffer a loss. (f) Securities lending - During the year ended June 30, 2003 the International Fund entered into various securities lending transactions with borrowers approved by the Fund's Board of Directors. Income of $2,995,772 from securities lending is included in Other Income on the Statement of Operations. As of June 30, 2003 there were no securities on loan. The International Fund's risks in entering into securities lending arrangements are that the borrower may not provide additional collateral when required or return the securities when due. If the borrower defaults, the Fund may experience delays in selling collateral or the collateral may not be sufficient to cover the value of securities lent. 71 ----------- SEVENTY-ONE - ----NOTES TO FINANCIAL STATEMENTS----------------------------------------------- (g) Use of estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. (h) Other - Dividend income less foreign taxes withheld, if any, is recorded on the ex-dividend date, except that certain dividends from private placements and foreign securities are recorded as soon as the information becomes available to the Funds. Interest income is reported on the accrual basis. Distributions to shareholders are recorded on the ex-dividend date. Expenses attributable to Artisan Funds are generally allocated to each Fund based on net assets. Expenses attributable to a particular Fund are allocated directly to that Fund. The character of income and net realized gains and losses may differ for financial statement and tax purposes and may result in reclassification of permanent differences among certain capital accounts. The International Small Cap Fund and the International Value Fund generally impose a 2% redemption fee on shares held 90 days or less. These redemption fees are recorded as a reduction in the cost of shares redeemed. (3) TRANSACTIONS WITH AFFILIATES: The Adviser, with which the officers and certain directors of the Artisan Funds are affiliated, provides investment advisory and administrative services to the Funds. In exchange for these services, each Fund (with the exception of International Small Cap Fund) pays a monthly management fee to the Adviser as follows: Average Daily Net Assets Annual Rate ------------------------ ----------- Less than $500 million 1.000% $500 million to $750 million 0.975 $750 million to $1 billion 0.950 Greater than $1 billion 0.925 The International Small Cap Fund pays a monthly management fee to the Adviser at an annual rate of 1.250% of average daily net assets. Shares of Artisan Funds are offered for sale by Artisan Distributors LLC ("Distributors"). Distributors is wholly-owned by the Adviser. All distribution expenses relating to the Funds are paid by the Adviser. 72 - ----------- SEVENTY-TWO Each Fund also incurs other expenses for services such as maintaining shareholder records and furnishing shareholder statements and reports. The Adviser has voluntarily undertaken to reimburse International Value Fund for any ordinary operating expenses in excess of 2.50% of average daily net assets annually. Each director who is not an interested person of Artisan Funds or the Adviser receives an annual retainer of $49,000, plus a fee for each board or committee meeting attended (other than a committee meeting held on the same day as a board meeting) of $1,000 for an in-person meeting and $500 for a telephonic meeting as well as reimbursement of expenses related to his duties as a director of Artisan Funds. In addition, each chairman of a board committee who is a non-interested director receives a supplemental annual retainer of $3,000. These fees are generally allocated to each Fund in proportion to the Funds' net assets. Directors' fees for the International Value Fund have been waived through June 30, 2003. (4) ORGANIZATIONAL COSTS: Organizational costs incurred prior to July 1, 1998 are amortized over sixty months. These expenses were paid by the Adviser and have been reimbursed by the Funds over the same time period. (5) LINE OF CREDIT ARRANGEMENTS: Artisan Funds is party to a line of credit agreement with State Street Bank and Trust Company, under which each Fund may borrow up to the lesser of (a) $75 million or (b) the lesser of (i) 10% of its total assets (after giving effect to the loan) or (ii) the maximum amount the Fund may borrow under the Investment Company Act, the limitations included in the Fund's prospectus, or any limit or restriction under any law or regulation to which the Fund is subject or any agreement to which the Fund or Artisan Funds is a party; provided that the aggregate borrowings by all Funds may not exceed $100 million. Artisan Funds pays a commitment fee at the annual rate of 0.10% on the unused portion of the line of credit. This fee is allocated to each Fund based on relative net assets. Interest is charged on any borrowings at the current Federal Funds rate plus 0.50%. The use of the line of credit is generally restricted to temporary borrowing for extraordinary or emergency purposes. There were minimal borrowings under the line of credit during the year ended June 30, 2003. At June 30, 2003 there were no borrowings outstanding under the line of credit. (6) INVESTMENT TRANSACTIONS: The cost of securities purchased and the proceeds from the sale of securities (excluding short-term securities) for the year ended June 30, 2003 were as follows: FUND SECURITY PURCHASES SECURITY SALES ------------------------------------------------------------------ INTERNATIONAL $4,594,416,019 $2,569,854,536 ------------------------------------------------------------------ INTERNATIONAL SMALL CAP 214,290,990 71,014,718 ------------------------------------------------------------------ INTERNATIONAL VALUE(1) 14,141,242 1,098,478 ------------------------------------------------------------------ MID CAP 3,137,982,311 2,354,541,729 ------------------------------------------------------------------ MID CAP VALUE 50,677,312 16,428,195 ------------------------------------------------------------------ SMALL CAP 128,248,090 143,334,874 ------------------------------------------------------------------ SMALL CAP VALUE 341,853,188 273,737,318 ------------------------------------------------------------------ (1) For the period from inception (September 23, 2002) through June 30, 2003. 73 ------------- SEVENTY-THREE - ----NOTES TO FINANCIAL STATEMENTS----------------------------------------------- (7) TRANSACTIONS IN SECURITIES OF AFFILIATES: If one or more of the Funds owns, in the aggregate, 5% or more of the outstanding voting securities of a portfolio company, that company is deemed to be an affiliate of the Funds under the Investment Company Act of 1940. During the year ended June 30, 2003, the Funds purchased and sold securities of affiliates in open market transactions and received dividends from affiliates as summarized below: JUNE 30, 2003 SHARE ---------------------- BALANCE PURCHASE SALES REALIZED DIVIDEND SHARE FUND SECURITY 6/30/02 COST COST GAIN/(LOSS) INCOME BALANCE VALUE - ------------------------------------------------------------------------------------------------------------------------------------ INTERNATIONAL CanWest Global 2,611,998 $5,706,995 $- $- $- 4,004,998 $25,552,818 Communications Corp.(1) - ------------------------------------------------------------------------------------------------------------------------------------ Clariant AG(1) 4,694,084 78,974,390 13,320,470 (5,660,241) - 8,999,193 82,561,404 - ------------------------------------------------------------------------------------------------------------------------------------ Corus Entertainment, Inc. 1,894,350 13,221,002 - - - 2,929,750 49,162,318 Class B(1) - ------------------------------------------------------------------------------------------------------------------------------------ Grupo Modelo S.A. 13,456,600 49,828,788 3,848,660 (707,580) 1,721,057 33,674,300 76,697,291 de C.V., Series C - ------------------------------------------------------------------------------------------------------------------------------------ Rhodia S.A. 5,376,760 25,904,630 2,639,708 (1,245,712) 623,757 8,837,821 57,232,926 - ------------------------------------------------------------------------------------------------------------------------------------ INTERNATIONAL Banco Latinoamericano de 49,400 7,816,939 - - - 1,458,614 11,625,154 SMALL CAP Exportaciones, S.A., E Shares(1) - ------------------------------------------------------------------------------------------------------------------------------------ CanWest Global 91,600 1,218,648 - - - 364,800 2,327,509 Communications Corp.(1) - ------------------------------------------------------------------------------------------------------------------------------------ Clariant AG(1) - 3,181,892 - - - 265,600 2,436,697 - ------------------------------------------------------------------------------------------------------------------------------------ Corus Entertainment, Inc. 28,300 2,014,251 - - - 178,800 3,000,332 Class B(1) - ------------------------------------------------------------------------------------------------------------------------------------ Grupo Modelo S.A. 423,600 4,395,034 - - 80,239 2,365,100 5,386,801 de C.V., Series C - ------------------------------------------------------------------------------------------------------------------------------------ SMALL CAP National Dentex 166,700 440,728 - - - 189,900 3,883,645 VALUE Corporation(1) - ------------------------------------------------------------------------------------------------------------------------------------ (1) Non-income producing security. (8) INFORMATION FOR FEDERAL INCOME TAX PURPOSES: NET UNREALIZED GROSS GROSS APPRECIATION/ COST OF UNREALIZED UNREALIZED (DEPRECIATION) UNDISTRIBUTED UNDISTRIBUTED FUND INVESTMENTS APPRECIATION DEPRECIATION ON INVESTMENTS ORDINARY INCOME LONG-TERM GAIN ------------------------------------------------------------------------------------------------------------------------------- INTERNATIONAL $8,920,875,958 $489,124,416 $(1,294,897,661) $(805,773,245) $100,776,704 $ - ------------------------------------------------------------------------------------------------------------------------------- INTERNATIONAL SMALL CAP 212,552,652 30,490,445 (2,816,903) 27,673,542 3,315,469 354,871 ------------------------------------------------------------------------------------------------------------------------------- INTERNATIONAL VALUE 14,388,376 2,375,014 (61,001) 2,314,013 197,395 - ------------------------------------------------------------------------------------------------------------------------------- MID CAP 2,790,092,705 355,724,857 (63,052,870) 292,671,987 - - ------------------------------------------------------------------------------------------------------------------------------- MID CAP VALUE 57,396,366 7,594,227 (590,602) 7,003,625 - - ------------------------------------------------------------------------------------------------------------------------------- SMALL CAP 102,059,772 18,949,126 (3,444,596) 15,504,530 - - ------------------------------------------------------------------------------------------------------------------------------- SMALL CAP VALUE 583,494,944 131,566,030 (12,984,029) 118,582,001 - - ------------------------------------------------------------------------------------------------------------------------------- The difference between cost amounts for financial reporting and tax purposes is due primarily to timing differences in recognizing certain gains and losses on security transactions. 74 - ------------ SEVENTY-FOUR - -----------------------------------------------NOTES TO FINANCIAL STATEMENTS---- The tax basis of dividends and long-term capital gain distributions paid during the fiscal year ended June 30, 2003 and June 30, 2002, capital loss carryovers as of June 30, 2003, and tax-basis post-October loss deferrals as of June 30, 2003 (recognized for tax purposes on July 1, 2003) are as follows: FISCAL YEAR ENDED 6/30/03 FISCAL YEAR ENDED 6/30/02 -------------------------------------------------------- ORDINARY LONG-TERM ORDINARY LONG-TERM NET CAPITAL CAPITAL LOSS INCOME CAPITAL GAIN INCOME CAPITAL GAIN LOSS CARRYOVER POST-OCTOBER FUND DIVIDENDS DISTRIBUTIONS DIVIDENDS DISTRIBUTIONS CARRYOVERS(1) EXPIRATION LOSSES - ------------------------------------------------------------------------------------------------------------------------------------ INTERNATIONAL $50,243,215 $ - $21,792,872 $ - $116,228,014 2009 $281,878,758 694,241,382 2010 384,841,928 2011 - ------------------------------------------------------------------------------------------------------------------------------------ INTERNATIONAL SMALL CAP(2) 236,073 - - - - 122,291 - ------------------------------------------------------------------------------------------------------------------------------------ INTERNATIONAL VALUE(3) - - - - - 1,139 - ------------------------------------------------------------------------------------------------------------------------------------ MID CAP - - - - 178,010,588 2010 83,758,421 333,252,323 2011 - ------------------------------------------------------------------------------------------------------------------------------------ MID CAP VALUE - - 116,728 - 358,393 2010 - 47,609 2011 - ------------------------------------------------------------------------------------------------------------------------------------ SMALL CAP - 629,095 - 585,226 13,948,829 2011 6,695,229 - ------------------------------------------------------------------------------------------------------------------------------------ SMALL CAP VALUE 6,321,911 16,278,465 17,112,270 10,590,736 8,874,875 2011 11,011,136 - ------------------------------------------------------------------------------------------------------------------------------------ (1) Capital gain distributions will resume in the future to the extent gains are realized in excess of the available carryforwards. (2) Commencement of operations - December 21, 2001. (3) Commencement of operations - September 23, 2002. OTHER TAX INFORMATION (UNAUDITED) For the year ended June 30, 2003, of the ordinary income dividends paid by the Small Cap Value Fund, 50% are eligible for the dividends received deduction. Each Fund hereby designates the following amounts as long-term capital gain distributions for purposes of the dividends paid deduction. This data is informational only. Every year in January, shareholders are sent a Form 1099- DIV representing their portion of capital gain distributions on a calendar year basis to be reported on their income tax returns. Long-Term Capital Gains ----------------------- International Small Cap $ 5,205 Small Cap Fund 629,095 Small Cap Value Fund 16,278,465 The amounts above include earnings and profits distributed to shareholders on redemptions of Fund shares. 75 ------------ SEVENTY-FIVE - ----NOTES TO FINANCIAL STATEMENTS----------------------------------------------- (9) FUND SHARE ACTIVITIES: Capital share transactions for the Funds were as follows: INTERNATIONAL INTERNATIONAL SMALL CAP ============================== =============== Investor Institutional Investor Year ended June 30, 2003 Shares Shares Shares ======================================= ============================== =============== Proceeds from shares issued............. $6,609,449,427 $1,265,372,555 $156,597,326 Net asset value of shares issued in reinvestment of distributions ....... 29,416,168 16,663,234 233,838 Cost of shares redeemed.................(6,063,741,583) (141,139,765) (24,518,197)(1) ------------------------------ --------------- Net increase (decrease) from fund share activities................... $575,124,012 $1,140,896,024 $132,312,967 ============================== =============== Shares sold............................. 448,720,763 84,658,208 15,036,137 Shares issued in reinvestment of distributions................... 1,986,215 1,121,348 24,615 Shares redeemed......................... (410,530,756) (9,434,864) (2,445,304) ------------------------------ --------------- Net increase (decrease) in capital shares .................... 40,176,222 76,344,692 12,615,448 ============================== =============== INTERNATIONAL ============================== Investor Institutional Year ended June 30, 2002 Shares Shares ======================================= ============================== Proceeds from shares issued............. $5,291,916,630 $804,083,587 Net asset value of shares issued in reinvestment of distributions ....... 12,195,555 7,337,783 Cost of shares redeemed.................(3,654,275,679) (127,632,217) ------------------------------ Net increase (decrease) from fund share activities................... $1,649,836,506 $683,789,153 ============================== Shares sold............................. 291,977,419 44,007,369 Shares issued in reinvestment of distributions................... 684,758 410,620 Shares redeemed......................... (201,323,845) (7,126,579) ------------------------------ Net increase (decrease) in capital shares .................... 91,338,332 37,291,410 ============================== (1) Net of redemption fees of $76,057 (2) For the period from commencement of operations (September 23, 2002) to June 30, 2003. (3) Net of redemption fees of $578. (4) For the period from commencement of operations (December 21, 2001) to June 30, 2002. (5) Net of redemption fees of $4,157. 76 - ----------- SEVENTY-SIX INTERNATIONAL MID CAP SMALL CAP VALUE(2) MID CAP VALUE SMALL CAP VALUE =============== ========================== ============= ============= ============= Investor Investor Institutional Investor Investor Investor Year ended June 30, 2002 Shares Shares Shares Shares Shares Shares ======================================= =============== ========================== ============= ============= ============= Proceeds from shares issued............. $14,046,764 $1,165,389,769 $364,499,717 $48,987,982 $53,637,048 $218,256,845 Net asset value of shares issued in reinvestment of distributions ....... - - - - 615,881 21,684,627 Cost of shares redeemed................. (266,341)(3) (740,991,149) (18,264,478) (12,530,971) (66,435,862) (153,690,612) --------------- -------------------------- ------------- ------------- ------------- Net increase (decrease) from fund share activities................... $13,780,423 $424,398,620 $346,235,239 $36,457,011 $(12,182,933) $86,250,860 =============== ========================== ============= ============= ============= Shares sold............................. 1,275,274 58,902,392 18,444,267 4,746,201 5,277,657 18,453,943 Shares issued in reinvestment of distributions................... - - - - 62,909 1,946,555 Shares redeemed......................... (23,302) (37,879,947) (921,013) (1,238,891) (6,597,238) (13,245,797) --------------- -------------------------- ------------- ------------- ------------- Net increase (decrease) in capital shares .................... 1,251,972 21,022,445 17,523,254 3,507,310 (1,256,672) 7,154,701 =============== ========================== ============= ============= ============= INTERNATIONAL MID CAP SMALL CAP SMALL CAP(4) MID CAP VALUE SMALL CAP VALUE =============== ========================== ============= ============= ============= Investor Investor Institutional Investor Investor Investor Year ended June 30, 2002 Shares Shares Shares Shares Shares Shares ======================================== =============== ========================== ============= ============= ============= Proceeds from shares issued............. $76,912,849 $1,658,139,576 $320,452,227 $14,758,493 $55,591,745 $260,487,987 Net asset value of shares issued in reinvestment of distributions ....... - - - 117,076 575,069 26,165,517 Cost of shares redeemed................. (1,795,558)(5) (838,081,569) (22,593,597) (5,508,251) (46,982,611) (147,452,616) --------------- -------------------------- ------------- ------------- ------------- Net increase (decrease) from fund share activities................... $75,117,291 $820,058,007 $297,858,630 $9,367,318 $9,184,203 $139,200,888 =============== ========================== ============= ============= ============= Shares sold............................. 7,265,365 68,336,403 13,136,926 1,365,659 4,208,106 20,102,864 Shares issued in reinvestment of distributions................... - - - 12,117 46,227 2,226,852 Shares redeemed......................... (169,677) (34,975,059) (921,123) (528,280) (3,639,075) (11,349,245) --------------- -------------------------- ------------- ------------- ------------- Net increase (decrease) in capital shares .................... 7,095,688 33,361,344 12,215,803 849,496 615,258 10,980,471 =============== ========================== ============= ============= ============= 77 ------------- SEVENTY-SEVEN [PRICEWATERHOUSECOOPERS LOGO] - -------------------------------------------------------------------------------- PRICEWATERHOUSECOOPERS LLP 100 East Wisconsin Avenue Suite 1500 Milwaukee WI 53202 Telephone (414) 212 1600 REPORT OF INDEPENDENT AUDITORS To the Board of Directors and Shareholders of Artisan Funds, Inc. In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Artisan International Fund, Artisan International Small Cap Fund, Artisan International Value Fund, Artisan Mid Cap Fund, Artisan Mid Cap Value Fund, Artisan Small Cap Fund and Artisan Small Cap Value Fund (comprising Artisan Funds, Inc., hereafter referred to as the "Funds") at June 30, 2003, the results of each of their operations, the changes in each of their net assets and their financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Funds' management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at June 30, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. /s/PricewaterhouseCoopers LLP July 31, 2003 78 - ------------- SEVENTY-EIGHT - ------------------------NOTES ON MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE---- The discussions of each Fund included in this Annual Report include statistical information about the portfolios of each of the Artisan Funds. Except as otherwise noted, that information is as of June 30, 2003; it varies with changes in a Fund's portfolio investments. Artisan Funds may consider an issuer to be from a particular country if (i) its principal securities trading market is in that country; (ii) alone or on a consolidated basis it derives more of its annual revenue from goods produced, sales made or services performed in that country than any other country; or (iii) it is organized under the laws of, or has a principal office in that country. By applying these tests, it is possible that Artisan Funds could deem a particular issuer to be from more than one country. DEFINITIONS OF PORTFOLIO STATISTICS MEDIAN MARKET CAP provides a measure of the market capitalization value of the companies in a portfolio. Market capitalization is the aggregate value of all a company's outstanding common stock. Equal numbers of companies in the portfolio have market capitalizations higher and lower than the median. WEIGHTED AVERAGE MARKET CAP is the average of the market capitalizations of the companies in the portfolio weighted by the size of each company's position within the portfolio. WEIGHTED AVERAGE GROWTH RATE is the average of the 3-5 year forecasted growth rates of each company in the portfolio, weighted by the size of the company's position within the portfolio. MEDIAN PRICE/BOOK VALUE measures the median ratio of portfolio stock prices to each stock's book value of equity per share. WEIGHTED HARMONIC AVERAGE P/E is the harmonic average, which measures the price/earnings ratio of the Fund, excluding negative earners, weighted by the size of the company's position within the portfolio. The earnings figures used are estimates for the current calendar year. MEDIAN P/E measures the median ratio of the portfolio stock prices to each stock's earnings. The earnings figures used are estimates for the current calendar year. DESCRIPTIONS OF INDICES Each Fund's performance is compared in this report to changes in at least two indices - a broad-based index of changes in prices of securities in the market in which the Fund invests and a peer group index of other mutual funds that are categorized by Lipper, Inc., an independent monitor of mutual fund performance, in the same general category as the Fund. All of the indices are unmanaged and their returns include reinvested dividends. Unlike the Funds' returns, the returns of each index, except each Lipper index, do not include the payment of sales commissions or other expenses that would be incurred in the purchase or sale of the securities included in that index. The indices to which the Funds are compared are: ARTISAN INTERNATIONAL, ARTISAN INTERNATIONAL SMALL CAP AND ARTISAN INTERNATIONAL VALUE FUNDS - MORGAN STANLEY CAPITAL INTERNATIONAL EAFE/R INDEX (EAFE) is a market-weighted index of companies in developed markets, excluding the U.S. and Canada. EAFE's average annual return since inception of the International Fund is based upon a starting date of December 31, 1995. ARTISAN INTERNATIONAL SMALL CAP FUND - MORGAN STANLEY CAPITAL INTERNATIONAL EAFE/R SMALL CAP INDEX is a market-weighted index of small companies in developed markets, excluding the U.S. and Canada. ARTISAN INTERNATIONAL VALUE FUND - MORGAN STANLEY CAPITAL INTERNATIONAL EAFE/R VALUE INDEX is a market-weighted index of companies in developed markets, excluding the U.S. and Canada, with lower price-to-book ratios. ARTISAN MID CAP FUND - RUSSELL MIDCAP/R INDEX is a market-weighted index of about 800 medium-sized U.S. companies. The RUSSELL MIDCAP/R GROWTH INDEX is a market-weighted index of those medium-sized companies included in the Russell Midcap/R Index with higher price-to-book and higher forecasted growth values. ARTISAN MID CAP VALUE FUND - RUSSELL MIDCAP/R INDEX is a market-weighted index of about 800 medium-sized U.S. companies. The RUSSELL MIDCAP/R VALUE INDEX is a market-weighted index of those medium-sized companies included in the Russell Midcap/R Index with lower price-to-book ratios and lower forecasted growth values. ARTISAN SMALL CAP FUND - RUSSELL 2000/R INDEX is a market-weighted index of about 2,000 small U.S. companies. RUSSELL 2000/R GROWTH INDEX is a market- weighted index of those small companies included in the Russell 2000/R Index with higher price-to-book ratios and higher forecasted growth values. ARTISAN SMALL CAP VALUE FUND - RUSSELL 2000/R INDEX is a market-weighted index of about 2,000 small U.S. companies. The RUSSELL 2000/R VALUE INDEX is a market-weighted index of those small companies included in the Russell 2000/R Index with lower price-to-book ratios and lower forecasted growth values. Each LIPPER INDEX, except the Lipper International Small-Cap Funds Index, reflects the net asset weighted returns of the 30 largest mutual funds tracked by Lipper in the category reflected in the name of the index. The Lipper International Small-Cap Funds Index reflects the net asset value weighted return of the ten largest international small-cap funds tracked by Lipper. Artisan International Fund, Artisan Mid Cap Fund and Artisan Small Cap Value Fund are included in their respective Lipper indices. TRADEMARKS Trademarks and copyrights relating to the indices mentioned in this report are owned by: Russell indices: The Frank Russell Company; MSCI indices: Morgan Stanley & Co.; and Lipper indices: Reuters Funds Information Limited (a United Kingdom corporation). Except as otherwise indicated, the trademarks, including names, logos, slogans and service marks appearing in this report are the property of Artisan Partners Limited Partnership and may not be copied, reproduced, published or in any way used without written permission. 79 ------------ SEVENTY-NINE - ----DIRECTORS AND OFFICERS------------------------------------------------------ The board of directors has overall responsibility for the conduct of the affairs of Artisan Funds. Each director serves an indefinite term of unlimited duration until the next annual meeting of shareholders and until the election and qualification of his or her successor. The board of directors may fill any vacancy on the board provided that after such appointment at least two-thirds of the directors have been elected by the shareholders. The shareholders may remove a director by a vote of a majority of the outstanding shares of the Funds at any meeting of shareholders called for the purpose of removing such director. The board of directors elects the officers of Artisan Funds. Each officer serves until the election and qualification of his or her successor, or until he or she sooner dies, resigns, or is removed or disqualified. The board of directors may remove any officer with or without cause at any time. The names and ages of the directors and officers, the position each holds with the Funds, the date each was first elected to office, their principal business occupations and other directorships they have held during the last five years are shown below. DATE FIRST POSITIONS ELECTED OR OTHER NAME AND AGE HELD APPOINTED PRINCIPAL OCCUPATIONS DIRECTORSHIPS AT 8/01/03 WITH FUNDS TO OFFICE DURING PAST 5 YEARS HELD - ------------------------------------------------------------------------------------------------------------------------------------ DIRECTORS WHO ARE NOT "INTERESTED PERSONS" - ------------------------------------------------------------------------------------------------------------------------------------ David A. Erne - 60 Director 3/27/95 Partner of the law firm Trustee, Northwestern Mutual Life Reinhart Boerner Van Insurance Company (life insurance, Deuren S.C., Milwaukee, WI. disability insurance and annuity company). - ------------------------------------------------------------------------------------------------------------------------------------ Thomas R. Hefty - 56 Director 3/27/95 Retired; Adjunct Faculty, None. Department of Business and Economics, Ripon College; Of Counsel to the law firm Reinhart Boerner Van Deuren S.C., Milwaukee, WI. Until December 2002, Chairman of the Board and Chief Executive Officer of Cobalt Corporation (provider of managed care and specialty business services). - ------------------------------------------------------------------------------------------------------------------------------------ Jeffrey A. Joerres - 43 Director 8/9/01 Chairman of the Board Director, Johnson Controls, Inc. (since May 2001), President (manufacturer of automotive systems and and Chief Executive Officer building controls). (since April 1999) of Manpower, Inc. (non- governmental employment service organization); formerly, Senior Vice President, European Operations and Global Account Management and Development of Manpower, Inc. - ------------------------------------------------------------------------------------------------------------------------------------ Patrick S. Pittard - 57 Director 8/9/01 Retired. Until November Director, Jefferson Pilot Corporation 2001, Chairman of the Board, (individual and group life insurance and President and Chief annuity company); Former Chairman of the Executive Officer of Heidrick Board, The University of Georgia & Struggles International, Foundation; Member, Board of Regents of Inc. (executive search firm). the University System of Georgia. - ------------------------------------------------------------------------------------------------------------------------------------ Howard B. Witt - 63 Director 3/27/95 Chairman of the Board, Director, Franklin Electric Co., Inc. President and Chief Executive (manufacturer of electric motors). Officer of Littelfuse, Inc. (manufacturer of advanced circuit protection devices). - ------------------------------------------------------------------------------------------------------------------------------------ DIRECTORS WHO ARE "INTERESTED PERSONS"* - ------------------------------------------------------------------------------------------------------------------------------------ Andrew A. Ziegler - 45 Director, 1/5/95 Managing Director of Artisan None. Chairman Partners; Chairman and and Chief President of Artisan Executive Distributors. Officer - ------------------------------------------------------------------------------------------------------------------------------------ Carlene Murphy Ziegler - 47 Director 3/27/95 Managing Director of Artisan None. and Vice Partners and Portfolio President Co-Manager of Artisan Small Cap Fund. - ------------------------------------------------------------------------------------------------------------------------------------ *Mr. Ziegler and Ms. Ziegler are married to each other. Mr. and Ms. Ziegler are "interested persons" of Artisan Funds, as defined in the Investment Company Act of 1940, because each is a Managing Director of Artisan Partners, the investment adviser to Artisan Funds. As officers of Artisan Investment Corporation (an entity incorporated for the sole purpose of acting as general partner to Artisan Partners), Mr. and Ms. Ziegler manage Artisan Partners. Mr. Ziegler is also President of Artisan Distributors, Artisan Funds' principal underwriter. The business address of the directors and officers affiliated with Artisan Partners is 1000 North Water Street, Suite 1770, Milwaukee, Wisconsin 53202. The addresses of the other directors are: Mr. Erne - 1000 N. Water Street, Milwaukee, Wisconsin 53202; Mr. Hefty - W233 N2080 Ridgeview Parkway, Waukesha, Wisconsin 53188; Mr. Joerres - 5301 North Ironwood, Milwaukee, Wisconsin 53217; Mr. Pittard - c/o Artisan Funds, 1000 N. Water Street, Milwaukee, Wisconsin 53202; and Mr. Witt - 800 E. Northwest Highway, Des Plaines, Illinois 60016. 80 - ------ EIGHTY - ------------------------------------------------------DIRECTORS AND OFFICERS---- DATE FIRST POSITIONS ELECTED OR NAME AND AGE HELD APPOINTED PRINCIPAL OCCUPATIONS DIRECTORSHIPS AT 8/01/03 WITH FUNDS TO OFFICE DURING PAST 5 YEARS HELD - ------------------------------------------------------------------------------------------------------------------------------------ OFFICERS OF ARTISAN FUNDS - ------------------------------------------------------------------------------------------------------------------------------------ Michael C. Roos - 45 President 8/5/99 Managing Director of Artisan None. Partners; Vice President of Artisan Distributors. - ------------------------------------------------------------------------------------------------------------------------------------ Lawrence A. Totsky - 44 Chief 1/22/98 Managing Director and Chief None. Financial Financial Officer of Artisan Officer and Partners; Vice President, Treasurer Chief Financial Officer and Treasurer of Artisan Distributors. - ------------------------------------------------------------------------------------------------------------------------------------ Janet D. Olsen - 47 General 1/18/01 Managing Director and General None. Counsel and Counsel of Artisan Partners; Secretary Vice President and Secretary of Artisan Distributors; prior to joining Artisan Partners in November 2000, Member of the law firm Bell, Boyd & Lloyd LLC, Chicago, IL. - ------------------------------------------------------------------------------------------------------------------------------------ Mark L. Yockey - 47 Vice 4/23/96 Managing Director of Artisan None. President Partners and Portfolio Manager of Artisan International Fund and Artisan International Small Cap Fund. - ------------------------------------------------------------------------------------------------------------------------------------ Scott C. Satterwhite - 46 Vice 7/31/97 Managing Director of Artisan Partners None. President and Portfolio Co-Manager of Artisan Mid Cap Value Fund and Artisan Small Cap Value Fund. - ------------------------------------------------------------------------------------------------------------------------------------ Andrew C. Stephens - 39 Vice 7/31/97 Managing Director of Artisan Partners None. President and Portfolio Manager of Artisan Mid Cap Fund. - ------------------------------------------------------------------------------------------------------------------------------------ Marina T. Carlson - 39 Vice 8/5/99 Managing Director of Artisan None. President Partners and Portfolio Co-Manager of Artisan Small Cap Fund; prior to joining Artisan Partners in 1999, Manager of Strong Mid Cap Disciplined Fund from its inception in December 1998 through March 1999; Portfolio Co-Manager of Strong Opportunity Fund and Strong Common Stock Fund, prior thereto. - ------------------------------------------------------------------------------------------------------------------------------------ James C. Kieffer - 38 Vice 1/27/00 Managing Director of Artisan Partners None. President and Portfolio Co-Manager of Artisan Mid Cap Value Fund and Artisan Small Cap Value Fund; from 1997 to 2000, Research Analyst for Artisan Partners. - ------------------------------------------------------------------------------------------------------------------------------------ N. David Samra - 39 Vice 6/5/02 Managing Director of Artisan Partners None. President and Portfolio Manager of Artisan International Value Fund; from August 1997 to May 2002, Portfolio Manager and Analyst for Harris Associates L.P. (investment management firm) - ------------------------------------------------------------------------------------------------------------------------------------ Gregory K. Ramirez - 33 Assistant 1/22/98 Managing Director of Client Accounting None. Secretary and and Administration of Artisan Partners Assistant since January 2003, Director of Client Treasurer Accounting and Administration from January 2000 to December 2002 and Controller of Artisan Partners prior thereto; Assistant Treasurer of Artisan Distributors. - ------------------------------------------------------------------------------------------------------------------------------------ Sarah A. Johnson - 31 Assistant 2/5/03 Counsel of Artisan Partners; prior None. Secretary to joining Artisan Partners in July 2002, Associate of the law firm Bell, Boyd & Lloyd LLC, Chicago, IL. - ------------------------------------------------------------------------------------------------------------------------------------ The Statement of Additional Information (SAI) contains further information about the directors. Please call 800.344.1770 or visit our website at WWW.ARTISANFUNDS.COM for a free copy of the SAI. [ARTISAN LOGO] ARTISAN FUNDS P.O. BOX 8412 BOSTON, MA 02266-8412 800.344.1770 WWW.ARTISANFUNDS.COM 8/21/03 - A3066 [ARTISAN LOGO] ------------------- ANNUAL REPORT JUNE 30, 2003 ------------------- ARTISAN INTERNATIONAL FUND Institutional Shares ------------------- - -----------------------------------------------------------TABLE OF CONTENTS---- TABLE OF CONTENTS - ----------------------------------------- 01 MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE - ----------------------------------------- - ----------------------------------------- 05 SCHEDULE OF INVESTMENTS - ----------------------------------------- - ----------------------------------------- 09 STATEMENT OF ASSETS & LIABILITIES - ----------------------------------------- - ----------------------------------------- 10 STATEMENT OF OPERATIONS - ----------------------------------------- - ----------------------------------------- 11 STATEMENTS OF CHANGES IN NET ASSETS - ----------------------------------------- - ----------------------------------------- 12 FINANCIAL HIGHLIGHTS - ----------------------------------------- - ----------------------------------------- 13 NOTES TO FINANCIAL STATEMENTS - ----------------------------------------- - ----------------------------------------- 18 REPORT OF INDEPENDENT AUDITORS - ----------------------------------------- - ----------------------------------------- 19 NOTES ON MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE - ----------------------------------------- - ----------------------------------------- 20 DIRECTORS AND OFFICERS - ----------------------------------------- - -------------------------------------------------------------------------------- ARTISAN FUNDS P.O. BOX 8412 BOSTON, MA 02266-8412 This report and the financial statements contained herein are provided for the general information of the shareholders of Artisan International Fund, Institutional Shares. This report is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. For more complete information on the Fund, including fees and expenses, please call 800.399.1770 for a free prospectus. Read it carefully before you invest or send money. Company discussions are for illustration only and are not intended as recommendations of individual stocks. The discussions present information about the companies believed to be accurate, and the views of the portfolio manager, as of June 30, 2003. That information and those views may change and the Fund disclaims any obligation to advise shareholders of any such changes. Artisan Funds offered through Artisan Distributors LLC, member NASD. ARTISAN INTERNATIONAL FUND INSTITUTIONAL SHARES - ------------------------------------------------------------------HIGHLIGHTS---- o For the 12 months ended June 30, 2003, Artisan International Fund trailed the MSCI EAFE/R Index. o Our stocks in the financials and materials sectors were most costly to performance. o Our energy sector stocks and a favorable currency environment contributed positively to returns. - ---------------------------------------------------------INVESTMENT APPROACH---- We use a bottom-up investment process to construct a portfolio of international growth companies of all market capitalizations. The investment team conducts its own fundamental analysis with particular emphasis on: 1) Well-managed companies focused on increasing shareholder value; 2) Sustainable growth prospects; 3) Reasonable valuations; 4) Dominant or increasing market shares or direct exposure to an identified theme. - ----------------------------------------------------------PERFORMANCE REVIEW---- Artisan International Fund underperformed during the first nine months of the fiscal year ended June 30, 2003, but strongly outperformed the MSCI EAFE/R Index during the final three months. GROWTH OF AN ASSUMED $10,000 INVESTMENT (7/1/97 to 6/30/03) [CHART APPEARS HERE] ARTISAN INTERNATIONAL FUND - INSTITUTIONAL SHARES ($14,892) MSCI EAFE/R Index ($8,652) Lipper International Funds Index ($9,460) ARTISAN INTERNATIONAL Lipper FUND - MSCI International INSTITUTIONAL EAFE/R Funds SHARES Index Index ------ ------ ------ 6/30/97 (Inception of Institutional Shares) 10,000 10,000 10,000 10,166 9,930 10,192 12/97 9,525 9,152 9,412 11,453 10,498 10,808 6/98 12,440 10,610 10,900 10,094 9,102 9,180 12/98 12,621 10,982 10,604 14,045 11,135 10,740 6/99 14,632 11,418 11,336 15,375 11,919 11,718 12/99 22,927 13,943 14,616 26,985 13,929 14,706 6/00 24,285 13,377 14,015 21,601 12,298 12,986 12/00 20,544 11,968 12,464 17,917 10,324 10,838 6/01 18,329 10,188 10,902 15,768 8,789 9,272 12/01 17,322 9,402 10,055 17,472 9,449 10,302 6/02 17,134 9,249 10,107 13,478 7,424 8,125 12/02 14,077 7,903 8,665 12,096 7,254 7,902 6/03 14,892 8,652 9,460 AVERAGE ANNUAL TOTAL RETURNS (as of 6/30/03) - -------------------------------------------------------------------------------- SINCE FUND / INDEX 1-YEAR 5-YEAR INCEPTION - -------------------------------------------------------------------------------- Artisan International Fund - Institutional Shares -13.09% 3.66% 6.86% - -------------------------------------------------------------------------------- MSCI EAFE/R Index -6.46 -4.00 -2.38 - -------------------------------------------------------------------------------- Lipper International Funds Index -6.40 -2.79 -0.92 - -------------------------------------------------------------------------------- PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE GRAPH AND TABLE ABOVE DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON DISTRIBUTIONS OR SALE OF FUND SHARES. IN TIMES OF MARKET VOLATILITY, THE FUND'S RETURN MAY VARY GREATLY OVER SHORT PERIODS OF TIME AND MAY BE MATERIALLY DIFFERENT BY THE TIME YOU RECEIVE THIS REPORT. FOR MORE CURRENT PERFORMANCE INFORMATION, CALL 800.399.1770. INVESTORS SHOULD MAINTAIN REALISTIC EXPECTATIONS FOR FUTURE PERFORMANCE. INTERNATIONAL INVESTMENTS INVOLVE SPECIAL RISKS, INCLUDING CURRENCY FLUCTUATION, LOWER LIQUIDITY, DIFFERENT ACCOUNTING METHODS AND ECONOMIC AND POLITICAL SYSTEMS, AND HIGHER TRANSACTION COSTS. THESE RISKS TYPICALLY ARE GREATER IN EMERGING MARKETS. THE FUND INVESTS IN GROWTH STOCKS, WHICH MAY UNDERPERFORM OTHER ASSET TYPES DURING A GIVEN PERIOD. THESE RISKS ARE DISCUSSED IN THE PROSPECTUS. PLEASE READ IT CAREFULLY BEFORE YOU INVEST OR SEND MONEY. Investment return and principal value will fluctuate so that an investor's shares in the Fund, when redeemed, may be worth more or less than their original cost. See page 19 for a description of each index. 1 - --------------------------------------------------ARTISAN INTERNATIONAL FUND---- PERFORMANCE DISCUSSION During the first three months of our fiscal year ended June 30, 2003, international equity markets experienced an extremely rough time. After the lows recorded in July 2002, the markets stabilized somewhat in August only to fall again in September. Apparent signs of a global economic slowdown, and the possibility of a military conflict in Iraq, added to the gloom of markets already shaken by corporate governance issues and concerns about quality of earnings. The next three months saw the markets rally during October and November, only to fall back in December. As the markets shifted they also went through rotations, with some previously underperforming sectors, such as technology, rallying as the markets rebounded. Moving into 2003, the European Central Bank cut interest rates for the second time in three months, but European markets again performed poorly. In addition to all the concerns about the Iraq conflict and the economic outlook, markets in the Netherlands, and in Europe generally, were further depressed by the specter of financial fraud that followed the announcement of major accounting irregularities by the Dutch retailer Ahold (which we didn't own). As anticipated, the international equity markets turned around as soon as military action in Iraq began. Typical for a bounce back, we saw some of the strongest recoveries from sectors that had been hit the hardest prior to the market's low on March 12. QUARTERLY TOTAL RETURNS FUND/INDEX Q2 03 Q1 03 Q4 02 Q3 02 - -------------------------------------------------------------------------------- Artisan International Fund - Institutional Shares 23.12% -14.07% 4.44% -21.34% - -------------------------------------------------------------------------------- MSCI EAFE/R Index 19.27 -8.21 6.45 -19.73 - -------------------------------------------------------------------------------- Returns are not annualized. The fiscal year ended June 30, 2003 represented a highly volatile period for equity investors. The only consolation is that it ended much better than it started. The performance of the Fund was no different. SECTOR REVIEW The stocks we owned in the financials and materials sectors were the largest negative contributors to performance during the period. More specifically, German insurers, Allianz AG and Muenchener Rueckversicherungs-Gesellschaft AG (Munich RE), and our chemical stocks were our biggest drags on performance. Insurance companies in the U.S. and overseas were under stress during most of the period. Many firms struggled to maintain their capital adequacy ratios as their investment portfolios were plagued by falling market prices. During the first three months of the fiscal year, the stocks of Munich RE and Allianz AG were particularly affected and those stocks were down considerably. Allianz was also affected by losses at its Dresdner Kleinwort Wasserstein investment banking subsidiary due in part to slow capital market activities and higher debt provisions. Following the rough beginning to the fiscal year, both Munich RE and Allianz put in place plans to improve their structures and operations. For example, each company reduced its shareholding in the other, conducted asset write-downs, announced actions to bolster capital structure, and improved the core insurance business by demonstrating greater underwriting discipline and cost controls. Those factors and a stronger stock market late in the period, among other things, caused those stock prices to recover somewhat and we still held both stocks as of June 30, 2003. [PHOTO] MARK L. YOCKEY Portfolio Manager 2 - --------------------------------------------------ARTISAN INTERNATIONAL FUND---- The returns of our specialty chemical companies were depressed by an overriding macro factor - high oil and gas prices. Cost of goods sold for many chemical firms is largely determined by the prices of both commodities. The most damaging stocks were Clariant AG and Imperial Chemical Industries PLC (ICI), which in our view, also suffered as management made mistakes in strategic positioning and business execution. However, Clariant replaced its chief executive and we believe that ICI took steps to improve its operations. On the other hand, our energy holdings benefited from high oil and gas prices. EnCana Corporation and Repsol YPF S.A. were the two largest contributors. Looking beyond insurance and chemicals, Telefonica S.A., a Spanish telecommunications company, was one of the larger positive contributors to Fund performance. Among the catalysts for strong performance were the resumption of dividend payments, an improved situation in Brazil, and strong cash flow generation in the core Spanish wireline and wireless businesses. A number of retailers such as Next PLC (British apparel), Wal-Mart de Mexico S.A. de C.V., and Tesco PLC (British supermarkets) also contributed strongly. Next was supported by its stock buyback program and strong cash flow generation, while Wal-Mart de Mexico and Tesco each reported strong sales growth. COUNTRY & CURRENCY DISCUSSION An important factor that positively influenced absolute Fund returns over the course of the fiscal year was the weakening dollar. The trade-weighted dollar, which measures the dollar against a basket of other currencies, depreciated significantly during the fiscal year. This meant that when foreign holdings were converted back to U.S. dollars, at the depreciated level, the same unit of foreign currency could be redeemed for more dollars, resulting in a currency gain. Were it not for this factor, returns would have been much lower. We did not own many stocks in Japan because we thought that Japan's high unemployment, deflationary pressures and historically reactionary policy measures made the outlook too uncertain. That lack of exposure was a profitable decision relative to the MSCI EAFE/R during the fiscal year because the Japanese market performed poorly and did not get the currency boost of many other overseas markets. BIGGEST GAINERS % --- Next PLC............................................ 30.2% Repsol YPF, S.A. ................................... 28.7 Deutsche Boerse AG.................................. 28.5 EnCana Corporation.................................. 22.3 UBS AG.............................................. 18.9 BIGGEST LOSERS % --- Clariant AG......................................... -52.6% BAE Systems PLC..................................... -43.6 Muenchener Rueckversicherungs-Gesellschaft AG....... -42.6 Imperial Chemical Industries PLC.................... -41.4 Allianz AG.......................................... -28.4 For the year ended 6/30/03, these are the holdings that made the largest dollar difference in the portfolio. While some holdings may have experienced greater percentage changes in price, the change in their dollar value did not, on an individual basis, have as meaningful an effect on the Fund's net assets. The percentage shown is the gain or loss on each individual holding during the fiscal year ended June 30, 2003, considering interim security purchases, sales and dividends. Past performance of these specific holdings is historical and does not guarantee future results. FUND CHANGES We think chasing short-term market sentiment almost ensures short-term and long- term underperformance. So, we made few major changes in the Fund, leaving the geographic diversification and sector allocation of the Fund in many areas largely unchanged. Eight of our Top 10 Holdings at the beginning of the fiscal year remained at the end. TOP 5 COUNTRY ALLOCATIONS United Kingdom................ 22.0% Switzerland................... 15.2 Germany....................... 12.7 Netherlands................... 9.4 France........................ 7.4 As a percentage of total net assets as of 6/30/03. REGION ALLOCATION 6/03 6/02 ------ ------ Europe........................ 79.1% 75.7% Latin America................. 8.4 6.4 Asia/Pacific.................. 8.0 12.8 North America................. 3.3 0.6 As a percentage of total net assets as of 6/30/03 and 6/30/02, respectively. 3 - --------------------------------------------------ARTISAN INTERNATIONAL FUND---- TOP 10 HOLDINGS COMPANY NAME COUNTRY % - -------------------------------------------------------------------------------- Allianz AG Germany 3.7% - -------------------------------------------------------------------------------- Compass Group PLC United Kingdom 3.4 - -------------------------------------------------------------------------------- Nestle S.A., Class B Switzerland 3.3 - -------------------------------------------------------------------------------- Diageo PLC United Kingdom 3.0 - -------------------------------------------------------------------------------- Honda Motor Co., Ltd. Japan 2.9 - -------------------------------------------------------------------------------- Tesco PLC United Kingdom 2.8 - -------------------------------------------------------------------------------- Lloyds TSB Group PLC United Kingdom 2.7 - -------------------------------------------------------------------------------- Fortis (NL) N.V. Netherlands 2.7 - -------------------------------------------------------------------------------- Muenchener Rueckversicherungs-Gesellschaft AG Germany 2.6 - -------------------------------------------------------------------------------- Marks & Spencer Group PLC United Kingdom 2.5 - -------------------------------------------------------------------------------- TOTAL 29.6% As a percentage of total net assets as of 6/30/03. On a sector basis, the consumer sectors remained our largest allocation. In fact, at June 30, 2003, we had a slightly larger commitment to the consumer discretionary group than we did at the beginning of the period. The increase was due in part to bigger positions in a number of media stocks. We added to a number of the retail stocks we own and added Kingfisher PLC, Europe's largest home improvement retailer, late in the fiscal year. We sold Toyota Motor Corporation and Italian caterer Autogrill S.p.A. The consumer staples sector as a percentage of the Fund remained basically the same. However, we added to food retailers Tesco PLC and Carrefour S.A. British American Tobacco PLC was sold. Outside of the consumer sectors, we maintained a meaningful number of our financial stocks. The modestly lower portfolio weighting was partly due to the poor performance of our insurance stocks in addition to the sale and trimming of some bank stocks. Some of the capital from the finance area was redeployed into a number of energy stocks. As of June 30, 2002, we only had two small positions in the sector. By the close of the fiscal year we had purchased EnCana Corporation, which also contributed to a higher weighting in Canada, increased our position in Royal Dutch Petroleum Company, NY Shares, and initiated small positions in a few emerging markets oil stocks. In the healthcare sector, we added pharmaceutical companies Roche Holding AG and Sanofi-Synthelabo S.A. Scanning the Fund by region, European stocks continue to be our largest weighting. We have not yet found many attractive ideas in Japan. Consequently, the number of stocks we own in that country has continued to leave us considerably underweight versus the MSCI EAFE/R and the sale of Toyota Motor Corporation and Canon, Inc. contributed to an even lower weight. As always, we appreciate your support. FUND STATISTICS Net Assets.............................. $8.2 Bil. Number of Holdings............................. 88 Weighted Avg. Market Cap............... $24.9 Bil. Weighted Avg. Growth Rate (3-5 yr).......... 11.1% Weighted Harmonic Avg. P/E (2003E).......... 15.6X All statistics are as of 6/30/03. TOP 5 SECTORS Financials........................... 25.1% Consumer Staples...................... 23.1 Consumer Discretionary................ 20.0 Telecommunication Services............. 8.8 Healthcare............................. 6.7 As a percentage of total net assets as of 6/30/03. 4 ARTISAN INTERNATIONAL FUND Schedule of Investments - June 30, 2003 SHARES HELD VALUE ========== ========== COMMON AND PREFERRED STOCKS - 98.8% AUSTRALIA - 1.1% Commonwealth Bank of Australia 2,945,390 $58,440,513 National Australia Bank Ltd. 1,484,491 33,391,514 -------------- 91,832,027 BELGIUM - 1.8% Colruyt N.V. 11,576 801,581 Interbrew 6,596,708 146,825,194 -------------- 147,626,775 BRAZIL - 1.1% Banco Bradesco S.A. 3,767,729,000 14,098,514 Banco Itau Holding Financeira S.A. 178,301,400 11,879,693 Companhia de Bebidas das Americas - (ADR) 158,400 3,223,440 Petroleo Brasileiro S.A. - (ADR) 982,500 19,414,200 Telesp Celular Participacoes S.A., Preferred - (ADR)(1) 9,544,900 37,225,110 -------------- 85,840,957 CANADA - 3.3% CanWest Global Communications Corporation(1)(2) 4,004,998 25,552,818 Corus Entertainment, Inc., Class B(1)(2) 2,929,750 49,162,318 EnCana Corporation 3,712,600 141,575,822 Research In Motion Limited(1)(3) 728,771 15,748,741 Telus Corporation 2,313,400 40,799,110 -------------- 272,838,809 CHINA - 0.4% PetroChina Company Ltd. 94,868,500 28,588,957 DENMARK - 0.9% A P Moller - Maersk A/S 1,566 8,483,995 Novo-Nordisk A/S, Class B 1,811,550 63,512,488 -------------- 71,996,483 FRANCE - 7.4% Axa 4,901,785 76,173,158 Carrefour S.A. 3,988,968 195,829,140 JC Decaux S.A.(1) 8,355,316 104,756,681 Orange S.A.(1) 951,733 8,462,272 Rhodia S.A.(2) 8,837,821 57,232,926 Sanofi-Synthelabo S.A. 1,694,711 99,416,433 Technip - Coflexip S.A. 138,149 12,108,632 Vivendi Universal S.A. 2,537,011 46,253,433 -------------- 600,232,675 5 - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- SHARES HELD VALUE ========== ========== GERMANY - 12.7% Allianz AG 3,600,002 $299,718,585 Deutsche Boerse AG 2,415,989 128,194,904 Deutsche Telekom AG(1) 5,718,400 87,416,188 Henkel KGaA 2,901,743 179,937,064 KDG Investors, L.P.(1)(4)(5) 400,000 Linde AG 3,492,083 129,500,649 Muenchener Rueckversicherungs-Gesellschaft AG 2,084,405 212,857,815 -------------- 1,038,025,205 IRELAND - 0.0%(6) Allied Irish Banks PLC 42,831 640,955 ITALY - 2.1% Banca Nazionale del Lavoro S.p.A.(1) 14,142,007 23,749,598 Mediaset S.p.A. 1,391,245 11,794,063 Telecom Italia S.p.A. 25,341,043 139,038,546 -------------- 174,582,207 JAPAN - 5.6% Honda Motor Co., Ltd. 6,256,300 237,505,027 Japan Tobacco, Inc. 17,364 94,023,912 Promise Co., Ltd. 2,068,250 77,480,643 Yamanouchi Pharmaceutical Co., Ltd. 1,801,300 47,040,749 -------------- 456,050,331 KOREA - 0.0%(6) KT Corporation - (ADR) 45,700 900,747 LUXEMBOURG - 0.5% RTL Group 849,486 40,648,255 MEXICO - 7.3% Fomento Economico Mexicano S.A. de C.V. (ADR) 1,796,334 74,008,961 Grupo Modelo S.A. de C.V., Series C (ADR)(2) 33,674,300 76,697,291 Grupo Televisa S.A. (ADR) 3,592,600 123,944,700 Telefonos de Mexico S.A. de C.V. (ADR) 6,247,840 196,307,133 Wal-Mart de Mexico S.A. de C.V., Series V 40,927,400 120,673,065 -------------- 591,631,150 NETHERLANDS - 9.4% ABN Amro Holding N.V. 8,140,800 155,909,894 ASML Holding N.V.(1) 7,754,346 73,763,759 Fortis (NL) N.V. 12,541,576 216,389,272 Heineken N.V. 653,756 23,236,276 Royal Dutch Petroleum Company, NY Shares(3) 3,136,160 146,207,779 Unilever N.V. 1,356,550 72,900,582 Wolters Kluwer N.V. 6,251,112 75,498,606 -------------- 763,906,168 POLAND - 0.3% Bank Pekao S.A. 999,864 25,925,822 PORTUGAL - 0.7% Portugal Telecom, SGPS, S.A. 7,892,332 56,647,701 6 - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- SHARES HELD VALUE ========== ========== RUSSIA - 0.5% LUKOIL - (ADR) 561,600 $44,422,560 SINGAPORE - 0.9% DBS Group Holdings Ltd. 12,301,807 71,962,864 SPAIN - 5.6% Banco Bilbao Vizcaya Argentaria, S.A. 822,400 8,655,587 Industria de Diseno Textil, S.A. 5,380,748 135,543,633 Promotora de Informaciones, S.A. 8,287,886 75,407,164 Repsol YPF, S.A. 6,230,412 101,191,449 Telefonica, S.A.(1) 11,823,080 137,490,958 -------------- 458,288,791 SWITZERLAND - 15.2% CIBA Specialty Chemicals AG(1) 2,342,272 142,102,918 Compagnie Financiere Richemont AG 253,900 4,113,946 Clariant AG(1)(2) 8,999,193 82,561,404 Credit Suisse Group 5,125,600 135,193,578 Julius Baer Holding Ltd., Class B 260,306 63,940,213 Nestle S.A., Class B 1,312,811 271,478,747 Novartis AG 3,535,453 140,204,410 Roche Holding AG, Bearer 68,500 8,438,332 Roche Holding AG - Genusschein 1,407,200 110,620,746 Swiss Re 642,333 35,666,685 Serono S.A. 123,925 72,983,353 UBS AG 3,130,510 174,521,995 -------------- 1,241,826,327 UNITED KINGDOM - 22.0% BAE Systems PLC 49,938,951 117,625,385 BT Group PLC 1,453,500 4,895,076 Carlton Communications PLC 17,470,084 43,747,617 Compass Group PLC 51,429,309 277,762,149 Diageo PLC 22,924,551 245,161,290 Granada PLC 88,967,620 133,819,728 Imperial Chemical Industries PLC 54,671,863 110,925,694 Kingfisher PLC 15,357,614 70,378,836 Lloyds TSB Group PLC 31,519,006 224,150,737 Marks & Spencer Group PLC 38,724,724 202,105,657 Next PLC 7,492,682 127,128,532 mmO2 PLC(1) 7,498,600 7,033,846 Tesco PLC 62,293,968 225,752,400 -------------- 1,790,486,947 -------------- TOTAL COMMON AND PREFERRED STOCKS (Cost $8,772,143,546) 8,054,902,713 7 - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- PAR AMOUNT VALUE ========== ========== SHORT-TERM INVESTMENTS (CASH EQUIVALENTS) - 0.7% Repurchase agreement with State Street Bank and Trust Company, 0.75%, dated 6/30/03, due 7/1/03, maturity value $60,201,254 collateralized by $61,408,547 market value Federal Home Loan Bank Note, 1.40% due 5/4/04. (Cost $60,200,000) $60,200,000 $60,200,000 TOTAL INVESTMENTS - 99.5% (cost $8,832,343,546) 8,115,102,713 OTHER ASSETS LESS LIABILITIES - 0.5% 42,735,011 -------------- TOTAL NET ASSETS - 100.0%(7) $8,157,837,724 ============== (1) Non-income producing security. (2) Affiliated company as defined by the Investment Company Act of 1940. See Note 7 to the financial statements. (3) Principally traded in the United States. (4) Valued at a fair value in accordance with procedures established by the Fund's Board of Directors. (5) Private investment partnership which is restricted as to resale. Total investment cost of $10 million, made through capital contributions on 3/6/00, 7/10/00 and 5/15/01. Value at June 30, 2003 represents less than 0.01% of total net assets. (6) Represents less than 0.1% of total net assets. (7) Percentages for the various classifications relate to total net assets. (ADR) American Depository Receipt. - -------------------------------------------------------------------------------- Portfolio Diversification - June 30, 2003 VALUE PERCENTAGE =========== ========== Consumer Discretionary $1,628,434,080 20.0% Consumer Staples 1,887,638,026 23.1 Energy 493,509,399 6.1 Financials 2,048,942,540 25.1 Healthcare 542,216,511 6.7 Industrials 126,109,380 1.5 Information Technology 89,512,500 1.1 Materials 522,323,590 6.4 Telecommunication Services 716,216,687 8.8 Utilities - 0.0 ---------------- -------- TOTAL COMMON AND PREFERRED STOCKS 8,054,902,713 98.8 Total short-term investments 60,200,000 0.7 ---------------- -------- TOTAL INVESTMENTS 8,115,102,713 99.5 OTHER ASSETS LESS LIABILITIES 42,735,011 0.5 ---------------- -------- TOTAL NET ASSETS $ 8,157,837,724 100.0% ================ ======== The accompanying notes are an integral part of the financial statements. 8 ARTISAN INTERNATIONAL FUND Statement of Assets & Liabilities - June 30, 2003 ASSETS: Investments in securities, unaffiliated, at value .......... $7,823,895,956 Investments in securities, affiliated, at value ............ 291,206,757 --------------- TOTAL INVESTMENTS .......................................... 8,115,102,713 Cash........................................................ 656 Receivable from investments sold............................ 48,267,676 Receivable from forward currency contracts.................. 47,990,236 Receivable from fund shares sold............................ 29,495,098 Dividends and interest receivable........................... 17,755,987 --------------- TOTAL ASSETS................................................ 8,258,612,366 LIABILITIES: Payable for investments purchased........................... 28,016,855 Payable for forward currency contracts...................... 48,101,119 Payable for fund shares redeemed............................ 21,395,644 Payable for operating expenses.............................. 2,242,959 Payable for withholding taxes............................... 1,018,065 --------------- TOTAL LIABILITIES........................................... 100,774,642 --------------- TOTAL NET ASSETS............................................ $8,157,837,724 =============== NET ASSETS CONSIST OF: Fund shares issued and outstanding.......................... $10,345,330,767 Net unrealized appreciation (depreciation) on investments and foreign currency related transactions ............................................. (716,897,537) Accumulated undistributed net investment income (loss)...... 90,594,085 Accumulated undistributed net realized gains (losses) on investments and foreign currency related transactions ............................ (1,561,189,591) --------------- $8,157,837,724 =============== SUPPLEMENTARY INFORMATION: Net assets Investor Shares........................................ $5,182,832,740 Institutional Shares................................... $2,975,004,984 Shares Outstanding Investor Shares........................................ 331,619,519 Institutional Shares................................... 189,425,338 Net asset value and offering price per share Investor Shares........................................ $15.63 Institutional Shares................................... $15.71 Cost of securities of unaffiliated issuers held............. $8,421,385,574 Cost of securities of affiliated issuers held............... $410,957,972 The accompanying notes are an integral part of the financial statements. 9 ARTISAN INTERNATIONAL FUND Statement of Operations - For the Year Ended June 30, 2003 INVESTMENT INCOME: Interest.................................................... $2,825,610 Dividends, from unaffiliated issuers ....................... 176,343,076(1) Dividends, from affiliated issuers.......................... 2,344,814(2) Other....................................................... 2,995,772 --------------- TOTAL INVESTMENT INCOME..................................... 184,509,272 EXPENSES: Advisory fees............................................... 66,306,063 Transfer agent fees Investor Shares........................................ 8,331,967 Institutional Shares................................... 32,233 Shareholder communications Investor Shares........................................ 1,177,617 Institutional Shares................................... 19,011 Custodian fees.............................................. 3,945,008 Accounting fees............................................. 73,299 Professional fees........................................... 301,743 Registration fees Investor Shares........................................ 124,912 Institutional Shares................................... 127,627 Directors' fees............................................. 180,436 Other operating expenses.................................... 163,719 --------------- TOTAL NET EXPENSES.......................................... 80,783,635 --------------- NET INVESTMENT INCOME (LOSS)................................ 103,725,637 NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS: Net realized gain (loss) on: Investments............................................ (529,007,531)(3) Foreign currency related transactions.................. (10,809,131) --------------- (539,816,662) Net increase (decrease) in unrealized appreciation on: Investments............................................ (423,541,570) Foreign currency related transactions.................. 52,282 --------------- (423,489,288) --------------- NET GAIN (LOSS) ON INVESTMENTS.............................. (963,305,950) --------------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS ............................... $(859,580,313) =============== (1) Net of foreign taxes withheld of $22,229,774. (2) Net of foreign taxes withheld of $14,358. (3) Including $(7,613,533) from affiliated issuers. The accompanying notes are an integral part of the financial statements. 10 ARTISAN INTERNATIONAL FUND Statements of Changes in Net Assets YEAR ENDED YEAR ENDED 6/30/03 6/30/02 ====================================== OPERATIONS: Net investment income (loss)............ $103,725,637 $51,719,319 Net realized gain (loss) on: Investments........................ (529,007,531) (393,817,449) Foreign currency related transactions (10,809,131) (2,431,313) Net increase (decrease) in unrealized appreciation on: Investments........................ (423,541,570) (9,921,060) Foreign currency related transactions ............ 52,282 569,310 -------------------------------------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS ..... (859,580,313) (353,881,193) DISTRIBUTIONS PAID TO SHAREHOLDERS: Net investment income: Investor Shares.................... (31,901,533) (13,657,908) Institutional Shares............... (18,341,682) (8,134,964) Net realized gains on investment transactions: Investor Shares.................... - - Institutional Shares............... - - -------------------------------------- TOTAL DISTRIBUTIONS PAID TO SHAREHOLDERS (50,243,215) (21,792,872) FUND SHARE ACTIVITIES: NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM FUND SHARE ACTIVITIES . 1,716,020,036 2,333,625,659 -------------------------------------- TOTAL INCREASE (DECREASE) IN NET ASSETS. 806,196,508 1,957,951,594 -------------------------------------- Net assets, beginning of period......... 7,351,641,216 5,393,689,622 -------------------------------------- NET ASSETS, END OF PERIOD............... $8,157,837,724 $7,351,641,216 ====================================== Accumulated undistributed net investment income (loss) ............. $90,594,085 $47,858,931 ====================================== The accompanying notes are an integral part of the financial statements. 11 ARTISAN INTERNATIONAL FUND INSTITUTIONAL SHARES FINANCIAL HIGHLIGHTS For a share outstanding Year Ended Year Ended Year Ended Year Ended Year Ended throughout each period 06/30/03 06/30/02 06/30/01 06/30/00 06/30/99 - ------------------------------------------ ----------- ------------ ----------- ----------- ----------- Net asset value, beginning of period $18.24 $19.62 $30.22 $18.70 $16.26 Income (loss) from investment operations: Net investment income (loss)(1) 0.25 0.18 0.16 0.03 0.11 Net realized and unrealized gains (losses) on investments (2.65) (1.46) (7.21) 12.09 2.62 ----------- ------------ ----------- ----------- ----------- Total income (loss) from investment operations (2.40) (1.28) (7.05) 12.12 2.73 ----------- ------------ ----------- ----------- ----------- Distributions paid to shareholders: Net investment income (0.13) (0.10) - (0.06) (0.05) Net realized gains on investment transactions - - (3.55) (0.54) (0.24) ----------- ------------ ----------- ----------- ----------- Total distributions paid to shareholders (0.13) (0.10) (3.55) (0.60) (0.29) ----------- ------------ ----------- ----------- ----------- Net asset value, end of period $15.71 $18.24 $19.62 $30.22 $18.70 =========== ============ =========== =========== =========== Total return (13.1)% (6.5)% (24.5)% 66.0% 17.6% Ratios/supplemental data: Net assets, end of period (millions) $2,975.0 $2,062.0 $1,486.6 $1,136.2 $179.6 Ratio of expenses to average net assets 1.01% 1.01% 1.03% 1.08% 1.17% Ratio of net investment income (loss) to average net assets 1.68% 1.01% 0.70% 0.09% 0.68% Portfolio turnover rate 37.13% 50.67% 72.01% 99.02% 79.41% (1) Computed based on average shares outstanding. The accompanying notes are an integral part of the financial statements. 12 ARTISAN INTERNATIONAL FUND Notes to Financial Statements - June 30, 2003 (1) ORGANIZATION: Artisan Funds, Inc. ("Artisan Funds") was incorporated on January 5, 1995, as a Wisconsin corporation and is registered under the Investment Company Act of 1940, as amended. Artisan Funds is a series comprised of seven open- end, diversified mutual funds. Artisan International Fund ("the Fund") commenced operations on December 28, 1995. The Fund's investment goal is to seek long-term capital growth. The Fund offers shares of capital stock of two classes - Institutional Shares and Investor Shares. Institutional Shares, which have been offered since July 1, 1997, are sold to institutional investors meeting certain minimum investment requirements. Each class of shares has equal rights with respect to portfolio assets and voting privileges. Each class has exclusive voting rights with respect to any matters involving only that class. Income, non-class specific expenses and realized and unrealized gains and losses are allocated daily to each class of shares based upon the relative net asset value of outstanding shares. Expenses attributable to a particular class of shares, such as transfer agency fees, shareholder communication expenses and registration fees, are allocated directly to that class. Each class of the Fund has an indefinite number of shares authorized with a $0.01 par value. (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: The following is a summary of significant accounting policies of the Fund, which are in accordance with accounting principles generally accepted in the United States of America. (a) Security valuation - Each equity security traded on a securities exchange is valued at the last current sale price as of the time of valuation on the exchange on which the security is principally traded (the "principal exchange"), or lacking any current reported sale on the principal exchange at the time of valuation, at the last current sale price as of the time of valuation on a secondary exchange, or lacking any current sale price on the principal or a secondary exchange as of the time of valuation, at the most recent bid quotation on the principal exchange, except that securities listed on the London Stock Exchange shall be valued at the mean of the close of day bid and ask, and each security traded in the Nasdaq Stock Market ("Nasdaq") shall be valued at the Nasdaq Official Closing Price ("NOCP"), as determined by Nasdaq, or lacking an NOCP, the last current reported sale price as of the time of valuation on Nasdaq, or lacking any current reported sale on Nasdaq at the time of valuation, at the most recent bid quotation on Nasdaq. Securities for which prices are not readily available, or for which management believes that the latest sales or bid price does not reflect a fair value of the security, are valued by a valuation committee at a fair value as determined in good faith under consistently applied procedures established by and under the general supervision of the Board of Directors. Short-term investments maturing within sixty days of the valuation date are valued at amortized cost, which approximates market. 13 - -----------------------------------------------NOTES TO FINANCIAL STATEMENTS---- (b) Income taxes - No provision has been made for federal income taxes since the Fund intends to i) comply with all provisions of the Internal Revenue Code applicable to regulated investment companies and ii) distribute to its shareholders substantially all of its taxable income as well as net realized gains from the sale of investment securities. The Fund may utilize earnings and profits distributed to shareholders on redemption of Fund shares as part of the dividends paid deduction. (c) Portfolio transactions - Security and shareholder transactions are recorded on trade date. Net realized gains and losses on securities are computed on specific security lot identification. (d) Foreign currency translation - Values of investments denominated in foreign currencies are converted into U.S. dollars using the spot market rate of exchange on the day of valuation. Purchases and sales of investments and dividend and interest income are translated to U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions. The portion of security gains or losses resulting from changes in foreign exchange rates is included with net realized and unrealized gain or loss from investments, as appropriate, for both financial reporting and tax purposes. The Fund may enter into forward currency contracts to hedge the foreign currency exposure on open payables and receivables. The forward currency contracts are recorded at market value and any related realized and unrealized gains and losses are reported as foreign currency related transactions for financial reporting purposes. For tax purposes, these foreign exchange gains and losses are treated as ordinary income or loss. The Fund could be exposed to loss if the counterparties fail to perform under these contracts. (e) Repurchase agreements - The Fund may enter into repurchase agreements with institutions that Artisan Partners Limited Partnership (the "Adviser") has determined are creditworthy pursuant to criteria adopted by the Funds' Board of Directors. Repurchase agreements are recorded at cost and are collateralized in an amount greater than or equal to the repurchase price plus accrued interest. To the extent that the proceeds from any sale of such collateral upon a default in the obligation to repurchase were less than the repurchase price, the Fund would suffer a loss. (f) Securities lending - During the year ended June 30, 2003 the Fund entered into various securities lending transactions with borrowers approved by the Fund's Board of Directors. Income of $2,995,772 from securities lending is included in Other Income on the Statement of Operations. As of June 30, 2003 there were no securities on loan. The Fund's risks in entering into securities lending arrangements are that the borrower may not provide additional collateral when required or return the securities when due. If the borrower defaults, the Fund may experience delays in selling collateral or the collateral may not be sufficient to cover the value of securities lent. (g) Use of estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. 14 - -----------------------------------------------NOTES TO FINANCIAL STATEMENTS---- (h) Other - Dividend income less foreign taxes withheld, if any, is recorded on the ex-dividend date, except that certain dividends from private placements and foreign securities are recorded as soon as the information becomes available to the Fund. Interest income is reported on the accrual basis. Distributions to shareholders are recorded on the ex-dividend date. Expenses attributable to Artisan Funds are generally allocated to each Fund based on net assets. Expenses attributable to a particular Fund are allocated directly to that Fund. The character of income and net realized gains and losses may differ for financial statement and tax purposes and may result in reclassification of permanent differences among certain capital accounts. (3) TRANSACTIONS WITH AFFILIATES: The Adviser, with which the officers and certain directors of the Artisan Funds are affiliated, provides investment advisory and administrative services to the Fund. In exchange for these services, the Fund pays a monthly management fee to the Adviser as follows: Average Daily Net Assets Annual Rate ------------------------------- ----------- Less than $500 million 1.000% $500 million to $750 million 0.975 $750 million to $1 billion 0.950 Greater than $1 billion 0.925 Shares of the Fund are offered for sale by Artisan Distributors LLC ("Distributors"). Distributors is wholly-owned by the Adviser. All distribution expenses relating to the Fund are paid by the Adviser. The Fund also incurs other expenses for services such as maintaining shareholder records and furnishing shareholder statements and reports. Each director who is not an interested person of Artisan Funds or the Adviser receives an annual retainer of $49,000, plus a fee for each board or committee meeting attended (other than a committee meeting held on the same day as a board meeting) of $1,000 for an in-person meeting and $500 for a telephonic meeting as well as reimbursement of expenses related to his duties as a director of Artisan Funds. In addition, each chairman of a board committee who is a non-interested director receives a supplemental annual retainer of $3,000. These fees are generally allocated to each Fund in proportion to the Fund's net assets. (4) LINE OF CREDIT ARRANGEMENTS: Artisan Funds is party to a line of credit agreement with State Street Bank and Trust Company, under which each Fund may borrow up to the lesser of (a) $75 million or (b) the lesser of (i) 10% of its total assets (after giving effect to the loan) or (ii) the maximum amount the Fund may borrow under the Investment Company Act, the limitations included in the Fund's prospectus, or any limit or restriction under any law or regulation to which the Fund is subject or any agreement to which the Fund or Artisan Funds is a party; provided that the aggregate borrowings by all Funds may not exceed $100 million. Artisan Funds pays a commitment fee at the annual rate of 0.10% on the unused portion of the line of credit. This fee is allocated to each Fund based on relative net assets. Interest is charged on any borrowings at the current Federal Funds rate plus 0.50%. The use of the line of credit is generally restricted to temporary borrowing for extraordinary or emergency purposes. There were minimal borrowings under the line of credit during the year ended June 30, 2003. At June 30, 2003 there were no borrowings outstanding under the line of credit. 15 - -----------------------------------------------NOTES TO FINANCIAL STATEMENTS---- (5) INVESTMENT TRANSACTIONS: The cost of securities purchased and the proceeds from the sale of securities (excluding short-term securities) for the year ended June 30, 2003 were $4,594,416,019 and $2,569,854,536, respectively. (6) TRANSACTIONS IN SECURITIES OF AFFILIATES: If one or more of the Artisan Funds owns, in the aggregate, 5% or more of the outstanding voting securities of a portfolio company, that company is deemed to be an affiliate of the Funds under the Investment Company Act of 1940. During the year ended June 30, 2003, the Fund purchased and sold securities of affiliates in open market transactions and received dividends from affiliates as summarized below: JUNE 30, 2003 SHARE ----------------------- BALANCE PURCHASE SALES REALIZED DIVIDEND SHARE SECURITY 6/30/02 COST COST GAIN/(LOSS) INCOME BALANCE VALUE - ---------------------------------------------------------------------------------------------------------------------------------- CanWest Global 2,611,998 $5,706,995 $ - $ - $ - 4,004,998 $25,552,818 Communications Corp.(1) - ---------------------------------------------------------------------------------------------------------------------------------- Clariant AG(1) 4,694,084 78,974,390 13,320,470 (5,660,241) - 8,999,193 82,561,404 - ---------------------------------------------------------------------------------------------------------------------------------- Corus Entertainment, Inc. 1,894,350 13,221,002 - - - 2,929,750 49,162,318 Class B(1) - ---------------------------------------------------------------------------------------------------------------------------------- Grupo Modelo S.A. 13,456,600 49,828,788 3,848,660 (707,580) 1,721,057 33,674,300 76,697,291 de C.V., Series C - ---------------------------------------------------------------------------------------------------------------------------------- Rhodia S.A. 5,376,760 25,904,630 2,639,708 (1,245,712) 623,757 8,837,821 57,232,926 - ---------------------------------------------------------------------------------------------------------------------------------- (1) Non-income producing security. (7) INFORMATION FOR FEDERAL INCOME TAX PURPOSES: NET UNREALIZED GROSS GROSS APPRECIATION/ COST OF UNREALIZED UNREALIZED (DEPRECIATION) UNDISTRIBUTED UNDISTRIBUTED INVESTMENTS APPRECIATION DEPRECIATION ON INVESTMENTS ORDINARY INCOME LONG-TERM GAIN --------------------------------------------------------------------------------------------------------------------------------- $8,920,875,958 $489,124,416 $(1,294,897,661) $(805,773,245) $100,776,704 $ - --------------------------------------------------------------------------------------------------------------------------------- The difference between cost amounts for financial reporting and tax purposes is due primarily to timing differences in recognizing certain gains and losses on security transactions. The tax basis of dividends and long-term capital gain distributions paid during the fiscal years ended June 30, 2003 and June 30, 2002, capital loss carryovers as of June 30, 2003, and tax-basis post-October loss deferrals as of June 30, 2003 (recognized for tax purposes on July 1, 2003) are as follows: FISCAL YEAR ENDED 6/30/03 FISCAL YEAR ENDED 6/30/02 ---------------------------------------------------------- ORDINARY LONG-TERM ORDINARY LONG-TERM NET CAPITAL CAPITAL LOSS INCOME CAPITAL GAIN INCOME CAPITAL GAIN LOSS CARRYOVER POST-OCTOBER DIVIDENDS DISTRIBUTIONS DIVIDENDS DISTRIBUTIONS CARRYOVERS(1) EXPIRATION LOSSES ------------------------------------------------------------------------------------------------------- $50,243,215 $- $21,792,872 $- $116,228,014 2009 $281,878,758 694,241,382 2010 384,841,928 2011 ------------------------------------------------------------------------------------------------------- (1) Capital gain distributions will resume in the future to the extent gains are realized in excess of the available carryforwards. 16 - ----NOTES TO FINANCIAL STATEMENTS----------------------------------------------- (8) FUND SHARE ACTIVITIES: Capital share transactions for the Fund were as follows: Investor Institutional Year ended June 30, 2003 Shares Share ====================================================================== Proceeds from shares issued.......... $ 6,609,449,427 $1,265,372,555 Net asset value of shares issued in reinvestment of distributions .... 29,416,168 16,663,234 Cost of shares redeemed.............. (6,063,741,583) (141,139,765) ------------------------------- Net increase (decrease) from fund share activities................ $575,124,012 $1,140,896,024 =============================== Shares sold.......................... 448,720,763 84,658,208 Shares issued in reinvestment of distributions................ 1,986,215 1,121,348 Shares redeemed...................... (410,530,756) (9,434,864) ------------------------------- Net increase (decrease) in capital shares .................... 40,176,222 76,344,692 =============================== Investor Institutional Year ended June 30, 2002 Shares Share ====================================================================== Proceeds from shares issued..........$ 5,291,916,630 $ 804,083,587 Net asset value of shares issued in reinvestment of distributions .... 12,195,555 7,337,783 Cost of shares redeemed.............. (3,654,275,679) (127,632,217) ------------------------------- Net increase (decrease) from fund share activities................ $1,649,836,506 $ 683,789,153 =============================== Shares sold.......................... 291,977,419 44,007,369 Shares issued in reinvestment of distributions................ 684,758 410,620 Shares redeemed...................... (201,323,845) (7,126,579) ------------------------------- Net increase (decrease) in capital shares .................... 91,338,332 37,291,410 =============================== 17 [PRICEWATERHOUSECOOPERS LOGO] - -------------------------------------------------------------------------------- PRICEWATERHOUSECOOPERS LLP 100 East Wisconsin Avenue Suite 1500 Milwaukee WI 53202 Telephone (414) 212 1600 REPORT OF INDEPENDENT AUDITORS To the Board of Directors and Shareholders of Artisan Funds, Inc. In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Artisan International Fund (one of the portfolios constituting Artisan Funds, Inc., hereafter referred to as the "Fund") at June 30, 2003, the results its operations, the changes in its net assets and its financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at June 30, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. /s/PricewaterhouseCoopers LLP July 31, 2003 18 - ------------------------NOTES ON MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE---- The discussion of the Fund included in this Annual Report includes statistical information about the portfolio. Except as otherwise noted, that information is as of June 30, 2003; it varies with changes in a Fund's portfolio investments. Artisan Funds may consider an issuer to be from a particular country if (i) its principal securities trading market is in that country; (ii) alone or on a consolidated basis it derives more of its annual revenue from goods produced, sales made or services performed in that country than any other country; or (iii) it is organized under the laws of, or has a principal office in that country. By applying these tests, it is possible that Artisan Funds could deem a particular issuer to be from more than one country. DEFINITIONS OF PORTFOLIO STATISTICS WEIGHTED AVERAGE MARKET CAP is the average of the market capitalizations of the companies in the portfolio weighted by the size of each company's position within the portfolio. Market capitalization is the aggregate value of all a company's outstanding common stock. WEIGHTED AVERAGE GROWTH RATE is the average of the 3-5 year forecasted growth rates of each company in the portfolio, weighted by the size of the company's position within the portfolio. WEIGHTED HARMONIC AVERAGE P/E is the harmonic average, which measures the price/earnings ratio of the Fund, excluding negative earners, weighted by the size of the company's position within the portfolio. The earnings figures used are estimates for the current calendar year. DESCRIPTIONS OF INDICES The Fund's performance is compared in this report to changes in two indices - a broad-based index of changes in prices of securities in the market in which the Fund invests and a peer group index of other mutual funds that are categorized by Lipper, Inc., an independent monitor of mutual fund performance, in the same general category as the Fund. All of the indices are unmanaged and their returns include reinvested dividends. Unlike the Fund's returns, the returns of the Morgan Stanley index do not include the payment of sales commissions or other expenses that would be incurred in the purchase or sale of the securities included in that index. The indices to which the Fund is compared are: MORGAN STANLEY CAPITAL INTERNATIONAL EAFE/R INDEX (EAFE) is a market-weighted index of companies in developed markets, excluding the U.S. and Canada. EAFE's average annual return since inception of the International Fund is based upon a starting date of December 31, 1995. The LIPPER INTERNATIONAL FUNDS INDEX reflects the net asset weighted returns of the 30 largest mutual funds tracked by Lipper in the category reflected in the name of the index. The Fund is included in the Lipper International Funds Index. TRADEMARKS Trademarks and copyrights relating to the indices mentioned in this report are owned by: MSCI indices: Morgan Stanley & Co.; and Lipper indices: Reuters Funds Information Limited (a United Kingdom Corporation). Except as otherwise indicated, the trademarks, including names, logos, slogans and service marks appearing in this report are the property of Artisan Partners Limited Partnership and may not be copied, reproduced, published or in any way used without written permission. 19 - ------------------------------------------------------DIRECTORS AND OFFICERS---- The board of directors has overall responsibility for the conduct of the affairs of Artisan Funds. Each director serves an indefinite term of unlimited duration until the next annual meeting of shareholders and until the election and qualification of his or her successor. The board of directors may fill any vacancy on the board provided that after such appointment at least two-thirds of the directors have been elected by the shareholders. The shareholders may remove a director by a vote of a majority of the outstanding shares of the Funds at any meeting of shareholders called for the purpose of removing such director. The board of directors elects the officers of Artisan Funds. Each officer serves until the election and qualification of his or her successor, or until he or she sooner dies, resigns, or is removed or disqualified. The board of directors may remove any officer with or without cause at any time. The names and ages of the directors and officers, the position each holds with the Funds, the date each was first elected to office, their principal business occupations and other directorships they have held during the last five years are shown below. DATE FIRST POSITIONS ELECTED OR OTHER NAME AND AGE HELD APPOINTED PRINCIPAL OCCUPATIONS DIRECTORSHIPS AT 8/01/03 WITH FUNDS TO OFFICE DURING PAST 5 YEARS HELD - ------------------------------------------------------------------------------------------------------------------------------------ DIRECTORS WHO ARE NOT "INTERESTED PERSONS" - ------------------------------------------------------------------------------------------------------------------------------------ David A. Erne - 60 Director 3/27/95 Partner of the law firm Trustee, Northwestern Mutual Life Reinhart Boerner Van Insurance Company (life insurance, Deuren S.C., Milwaukee, WI. disability insurance and annuity company). - ------------------------------------------------------------------------------------------------------------------------------------ Thomas R. Hefty - 56 Director 3/27/95 Retired; Adjunct Faculty, None. Department of Business and Economics, Ripon College; Of Counsel to the law firm Reinhart Boerner Van Deuren S.C., Milwaukee, WI. Until December 2002, Chairman of the Board and Chief Executive Officer of Cobalt Corporation (provider of managed care and specialty business services). - ------------------------------------------------------------------------------------------------------------------------------------ Jeffrey A. Joerres - 43 Director 8/9/01 Chairman of the Board Director, Johnson Controls, Inc. (since May 2001), President (manufacturer of automotive systems and and Chief Executive Officer building controls). (since April 1999) of Manpower, Inc. (non- governmental employment service organization); formerly, Senior Vice President, European Operations and Global Account Management and Development of Manpower, Inc. - ------------------------------------------------------------------------------------------------------------------------------------ Patrick S. Pittard - 57 Director 8/9/01 Retired. Until November Director, Jefferson Pilot Corporation 2001, Chairman of the Board, (individual and group life insurance and President and Chief annuity company); Former Chairman of the Executive Officer of Heidrick Board, The University of Georgia & Struggles International, Foundation; Member, Board of Regents of Inc. (executive search firm). the University System of Georgia. - ------------------------------------------------------------------------------------------------------------------------------------ Howard B. Witt - 63 Director 3/27/95 Chairman of the Board, Director, Franklin Electric Co., Inc. President and Chief Executive (manufacturer of electric motors). Officer of Littelfuse, Inc. (manufacturer of advanced circuit protection devices). - ------------------------------------------------------------------------------------------------------------------------------------ DIRECTORS WHO ARE "INTERESTED PERSONS"* - ------------------------------------------------------------------------------------------------------------------------------------ Andrew A. Ziegler - 45 Director, 1/5/95 Managing Director of Artisan None. Chairman Partners; Chairman and and Chief President of Artisan Executive Distributors. Officer - ------------------------------------------------------------------------------------------------------------------------------------ Carlene Murphy Ziegler - 47 Director 3/27/95 Managing Director of Artisan None. and Vice Partners and Portfolio President Co-Manager of Artisan Small Cap Fund. - ------------------------------------------------------------------------------------------------------------------------------------ *Mr. Ziegler and Ms. Ziegler are married to each other. Mr. and Ms. Ziegler are "interested persons" of Artisan Funds, as defined in the Investment Company Act of 1940, because each is a Managing Director of Artisan Partners, the investment adviser to Artisan Funds. As officers of Artisan Investment Corporation (an entity incorporated for the sole purpose of acting as general partner to Artisan Partners), Mr. and Ms. Ziegler manage Artisan Partners. Mr. Ziegler is also President of Artisan Distributors, Artisan Funds' principal underwriter. The business address of the directors and officers affiliated with Artisan Partners is 1000 North Water Street, Suite 1770, Milwaukee, Wisconsin 53202. The addresses of the other directors are: Mr. Erne - 1000 N. Water Street, Milwaukee, Wisconsin 53202; Mr. Hefty - W233 N2080 Ridgeview Parkway, Waukesha, Wisconsin 53188; Mr. Joerres - 5301 North Ironwood, Milwaukee, Wisconsin 53217; Mr. Pittard - c/o Artisan Funds, 1000 N. Water Street, Milwaukee, Wisconsin 53202; and Mr. Witt - 800 E. Northwest Highway, Des Plaines, Illinois 60016. 20 - ------------------------------------------------------DIRECTORS AND OFFICERS---- DATE FIRST POSITIONS ELECTED OR NAME AND AGE HELD APPOINTED PRINCIPAL OCCUPATIONS DIRECTORSHIPS AT 8/01/03 WITH FUNDS TO OFFICE DURING PAST 5 YEARS HELD - ------------------------------------------------------------------------------------------------------------------------------------ OFFICERS OF ARTISAN FUNDS - ------------------------------------------------------------------------------------------------------------------------------------ Michael C. Roos - 45 President 8/5/99 Managing Director of Artisan None. Partners; Vice President of Artisan Distributors. - ------------------------------------------------------------------------------------------------------------------------------------ Lawrence A. Totsky - 44 Chief 1/22/98 Managing Director and Chief None. Financial Financial Officer of Artisan Officer and Partners; Vice President, Treasurer Chief Financial Officer and Treasurer of Artisan Distributors. - ------------------------------------------------------------------------------------------------------------------------------------ Janet D. Olsen - 47 General 1/18/01 Managing Director and General None. Counsel and Counsel of Artisan Partners; Secretary Vice President and Secretary of Artisan Distributors; prior to joining Artisan Partners in November 2000, Member of the law firm Bell, Boyd & Lloyd LLC, Chicago, IL. - ------------------------------------------------------------------------------------------------------------------------------------ Mark L. Yockey - 47 Vice 4/23/96 Managing Director of Artisan None. President Partners and Portfolio Manager of Artisan International Fund and Artisan International Small Cap Fund. - ------------------------------------------------------------------------------------------------------------------------------------ Scott C. Satterwhite - 46 Vice 7/31/97 Managing Director of Artisan Partners None. President and Portfolio Co-Manager of Artisan Mid Cap Value Fund and Artisan Small Cap Value Fund. - ------------------------------------------------------------------------------------------------------------------------------------ Andrew C. Stephens - 39 Vice 7/31/97 Managing Director of Artisan Partners None. President and Portfolio Manager of Artisan Mid Cap Fund. - ------------------------------------------------------------------------------------------------------------------------------------ Marina T. Carlson - 39 Vice 8/5/99 Managing Director of Artisan None. President Partners and Portfolio Co-Manager of Artisan Small Cap Fund; prior to joining Artisan Partners in 1999, Manager of Strong Mid Cap Disciplined Fund from its inception in December 1998 through March 1999; Portfolio Co-Manager of Strong Opportunity Fund and Strong Common Stock Fund, prior thereto. - ------------------------------------------------------------------------------------------------------------------------------------ James C. Kieffer - 38 Vice 1/27/00 Managing Director of Artisan Partners None. President and Portfolio Co-Manager of Artisan Mid Cap Value Fund and Artisan Small Cap Value Fund; from 1997 to 2000, Research Analyst for Artisan Partners. - ------------------------------------------------------------------------------------------------------------------------------------ N. David Samra - 39 Vice 6/5/02 Managing Director of Artisan Partners None. President and Portfolio Manager of Artisan International Value Fund; from August 1997 to May 2002, Portfolio Manager and Analyst for Harris Associates L.P. (investment management firm) - ------------------------------------------------------------------------------------------------------------------------------------ Gregory K. Ramirez - 33 Assistant 1/22/98 Managing Director of Client Accounting None. Secretary and and Administration of Artisan Partners Assistant since January 2003, Director of Client Treasurer Accounting and Administration from January 2000 to December 2002 and Controller of Artisan Partners prior thereto; Assistant Treasurer of Artisan Distributors. - ------------------------------------------------------------------------------------------------------------------------------------ Sarah A. Johnson - 31 Assistant 2/5/03 Counsel of Artisan Partners; prior None. Secretary to joining Artisan Partners in July 2002, Associate of the law firm Bell, Boyd & Lloyd LLC, Chicago, IL. - ------------------------------------------------------------------------------------------------------------------------------------ The Statement of Additional Information (SAI) contains further information about the directors. Please call 800.344.1770 for a free copy of the SAI. 21 [ARTISAN LOGO] -------------------- ANNUAL REPORT JUNE 30, 2003 -------------------- ARTISAN MID CAP FUND Institutional Shares -------------------- - -----------------------------------------------------------TABLE OF CONTENTS---- TABLE OF CONTENTS - ---------------------------------- 01 MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE - ---------------------------------- - ---------------------------------- 05 SCHEDULE OF INVESTMENTS - ---------------------------------- - ---------------------------------- 10 STATEMENT OF ASSETS & LIABILITIES - ---------------------------------- - ---------------------------------- 11 STATEMENT OF OPERATIONS - ---------------------------------- - ---------------------------------- 12 STATEMENTS OF CHANGES IN NET ASSETS - ---------------------------------- - ---------------------------------- 13 FINANCIAL HIGHLIGHTS - ---------------------------------- - ---------------------------------- 14 NOTES TO FINANCIAL STATEMENTS - ---------------------------------- - ---------------------------------- 19 REPORT OF INDEPENDENT AUDITORS - ---------------------------------- - ---------------------------------- 20 NOTES ON MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE - ---------------------------------- - ---------------------------------- 21 DIRECTORS AND OFFICERS - ---------------------------------- - -------------------------------------------------------------------------------- ARTISAN FUNDS P.O. BOX 8412 BOSTON, MA 02266-8412 This report and the financial statements contained herein are provided for the general information of the shareholders of Artisan Mid Cap Fund, Institutional Shares. This report is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. For more complete information on the Fund, including fees and expenses, please call 800.399.1770 for a free prospectus. Read it carefully before you invest or send money. Company discussions are for illustration only and are not intended as recommendations of individual stocks. The discussions present information about the companies believed to be accurate, and the views of the portfolio managers, as of June 30, 2003. That information and those views may change and the Fund disclaims any obligation to advise shareholders of any such changes. Artisan Funds offered through Artisan Distributors LLC, member NASD. ARTISAN MID CAP FUND INSTITUTIONAL SHARES - ------------------------------------------------------------------HIGHLIGHTS---- o For the 12 months ended June 30, 2003, Artisan Mid Cap Fund underperformed both the Russell Midcap/R Index and the Russell Midcap/R Growth Index. o The largest contributor to Fund performance was the healthcare sector. o Our stock selections in technology and materials and processing were two areas that hurt performance. - ---------------------------------------------------------INVESTMENT APPROACH---- We use a bottom-up investment process to identify well-managed mid-sized companies whose growth and profit potential are not yet fully recognized by investors. Specifically, we spend most of our time answering three questions about a company before we will invest in it: 1) Does the company exhibit franchise characteristics? 2) Is the company positioned for long-term growth and at an early stage in its profit cycle? 3) Is the stock of the company trading at a reasonable discount to our estimate of its private market value? - ----------------------------------------------------------PERFORMANCE REVIEW---- During a volatile fiscal year ended June 30, 2003, the Artisan Mid Cap Fund posted a slightly negative return. GROWTH OF AN ASSUMED $10,000 INVESTMENT (7/1/00 to 6/30/03) [CHART APPEARS HERE] ARTISAN MID CAP FUND - INSTITUTIONAL SHARES ($8,258) Russell Midcap/R Growth Index ($5,416) Russell Midcap/R Index ($9,406) Lipper Mid-Cap Core Funds Index ($8,610) ARTISAN Lipper MID CAP Russell Mid-Cap FUND - Midcap/R Russell Core INSTITUTIONAL Growth Midcap/R Funds SHARES Index Index Index ------ ------ ------ ------ 7/1/00 (Inception of Institutional Shares) 10,000 10,000 10,000 10,000 11,114 10,252 10,681 10,378 12/00 10,011 7,869 10,298 9,602 8,871 5,895 9,217 8,502 6/01 9,962 6,849 10,096 9,571 7,732 4,945 8,293 7,737 12/01 9,736 6,283 9,719 9,132 9,537 6,172 10,131 9,469 6/02 8,364 5,045 9,164 8,464 6,856 4,179 7,548 7,079 12/02 7,397 4,561 8,146 7,545 7,164 4,561 7,953 7,258 6/03 8,258 5,416 9,406 8,610 AVERAGE ANNUAL TOTAL RETURNS (as of 6/30/03) - -------------------------------------------------------------------------------- SINCE FUND / INDEX 1-YEAR INCEPTION - -------------------------------------------------------------------------------- Artisan Mid Cap Fund - Institutional Shares -1.26% -6.18% - -------------------------------------------------------------------------------- Russell Midcap/R Growth Index 7.35 -18.49 - -------------------------------------------------------------------------------- Russell Midcap/R Index 2.63 -2.02 - -------------------------------------------------------------------------------- Lipper Mid-Cap Core Funds Index 1.72 -4.87 - -------------------------------------------------------------------------------- PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE GRAPH AND TABLE ABOVE DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON DISTRIBUTIONS OR SALE OF FUND SHARES. IN TIMES OF MARKET VOLATILITY, THE FUND'S RETURN MAY VARY GREATLY OVER SHORT PERIODS OF TIME AND MAY BE MATERIALLY DIFFERENT BY THE TIME YOU RECEIVE THIS REPORT. FOR MORE CURRENT PERFORMANCE INFORMATION, CALL 800.399.1770. INVESTORS SHOULD MAINTAIN REALISTIC EXPECTATIONS FOR FUTURE PERFORMANCE. THE FUND INVESTS IN STOCKS OF MEDIUM-SIZED COMPANIES, WHICH TEND TO BE MORE VOLATILE THAN THOSE OF LARGE COMPANIES, AND HAVE UNDERPERFORMED THE STOCKS OF SMALL AND LARGE COMPANIES DURING SOME PERIODS. GROWTH STOCKS MAY UNDERPERFORM OTHER ASSET TYPES DURING A GIVEN PERIOD. THESE RISKS ARE DISCUSSED IN THE PROSPECTUS. PLEASE READ IT CAREFULLY BEFORE YOU INVEST OR SEND MONEY. Investment return and principal value will fluctuate so that an investor's shares in the Fund, when redeemed, may be worth more or less than their original cost. See page 20 for a description of each index. 1 - --------------------------------------------------------ARTISAN MID CAP FUND---- PERFORMANCE REVIEW The first three months of the year ended June 30, 2003, were a harsh continuation of an already disappointing period for equity investors. In fact, within mid-cap equities, the Russell Midcap/R Index was down 36 out of 64 trading days while the Russell Midcap/R Growth Index was down 32 of those days. There was virtually no place to hide for equity investors during the quarter as most markets returned negative results. The next quarter saw a bit of a turnaround when stocks, led by technology, were up strongly during much of October and November 2002. There was positive news during the rally. The United Nations joined the U.S. in the search for weapons in Iraq, the Federal Reserve cut interest rates, and the November mid-term elections provided some hope for consistent and effective economic policy. However, stock prices retreated somewhat in December and losses carried over into January and February before showing some life at about the same time that fighting in Iraq began during March. The final three months of the fiscal year were a bright contrast to the first three. Almost all markets had positive returns. Mid-cap growth stocks outperformed their value counterparts for the fourth consecutive quarter. A number of factors contributed to market strength, including an end to the war in Iraq, renewed consumer confidence, record low interest rates, and an increase in buying of equities. QUARTERLY TOTAL RETURNS FUND/INDEX Q2 03 Q1 03 Q4 02 Q3 02 - -------------------------------------------------------------------------------- Artisan Mid Cap Fund - Institutional Shares 15.28% -3.15% 7.90% -18.03% - -------------------------------------------------------------------------------- Russell Midcap/R Growth Index 18.76 -0.02 9.16 -17.18 - -------------------------------------------------------------------------------- Returns are not annualized. SECTOR REVIEW The 12 months ended June 30, 2003 were marked by extreme lows and extreme highs, leaving the Fund with widely different quarter-by-quarter results. Our strongest positive contribution for the fiscal year came from healthcare stocks. We have mentioned in previous communications to shareholders that the pharmaceutical industry is in a challenging environment as patents on many popular drugs expire. However, that did not cause us to shy away from the sector. Instead, we elected to focus on generic drug makers such as Barr Laboratories, Inc. and Mylan Laboratories, Inc. Both performed very well during the period. Outside of the pharmaceutical area, our position in biotech Amgen Inc., which we acquired as a result of Amgen's acquisition of a prior holding, and medical supply companies Guidant Corporation and Boston Scientific Corporation also contributed strongly. Service provider Community Health Systems, Inc. detracted from performance because of concern over near-term earnings growth after allegations of fraud surfaced at a competitor. Our energy stocks also yielded positive results. We held oil service providers Nabors Industries, Ltd., Smith International, Inc., and Weatherford International, Ltd. to varying degrees throughout the year and all three contributed positively. Late in the period we sold natural gas producer Devon Energy Corporation in favor of gas distributor The Williams Companies, Inc. Each of those stocks also did well. We maintained our commitment to most energy positions because we believed that the supply/demand dynamics for both oil and gas were favorable. The consumer discretionary sector experienced a rocky 12 months, but closed out the fiscal year on a strong note. A number of factors held the sector back early, including geopolitical tensions, weak consumer confidence, poor employment figures, and uncertain economic activity. All showed signs of life beginning late in March 2003. This led to the prospect of better earnings for many of our cyclical companies and created support for improved performance. Getty Images, Inc. was one stock [PHOTO] ANDREW C. STEPHENS Lead Portfolio Manager [PHOTO] JAMES D. HAMEL Associate Portfolio Manager 2 - --------------------------------------------------------ARTISAN MID CAP FUND---- that was very volatile, posting two very strong quarters and two weak quarters. Fortunately, the good news ended up outweighing the bad and its stock ended up being our strongest contributor in the sector. Other stocks that we held throughout the period such as Lamar Advertising Company and toy maker Mattel, Inc. were not as fortunate and we ended up lower than where we started the period in each company. However, our decision to buy more stocks in the sector turned out to be very timely as a number of them did well. Advertiser Omnicom Group, Inc., retailer Williams-Sonoma, Inc., and e-commerce company InterActiveCorp. (formerly USA Interactive), were a few of the success stories. Some of the worst performing stocks in the Fund came from the materials and processing sector. Packaging firm Pactiv Corporation was our largest holding on June 30, 2002, and had the largest negative contribution in the sector. Specialty chemicals company Rohm and Haas Company and steel company NuCor Corporation were also poor performers. To a certain degree, those stocks suffered due to the slow economic recovery and as a higher price for oil, which is a large part of the input cost for many of these businesses, either directly or indirectly clouded earnings expectations. Financial services, technology and telecom related stocks also hurt our relative performance, particularly compared to the growth index. In financials, the majority of the poor performance can be attributed to insurance company Arthur J. Gallagher & Company and the few banking stocks we held. Investment managers SEI Investments Company and T. Rowe Price Group, Inc. helped to offset some of the slide when investor demand for riskier assets such as equities returned during the market rally that started in March 2003. Within the technology and telecom related areas our stock selection was negative compared to both indices. That was primarily due to our focus on higher quality issues, which did not rise as rapidly during the last three months of the period as some of the stocks we think carry more risk. This was most obvious in the capacity-heavy telecommunications area, which was up well over 100% in the Russell Midcap/R Growth Index. In addition, one of our largest holdings at the beginning of the year, National Semiconductor Corporation (a manufacturer of analog semiconductors) was hit hard in July 2002 partly on news that weak end- user demand in PCs and handsets would cause manufacturers to pare back inventory levels. BIGGEST GAINERS % --- Getty Images, Inc......................... 64.4% Network Appliance, Inc.................... 59.3 Amgen, Inc. .............................. 48.0 Mylan Laboratories, Inc................... 46.5 EMC Corporation........................... 43.4 BIGGEST LOSERS % --- Community Health Systems, Inc............. -26.5% National Semiconductor Corporation........ -20.7 Rohm and Haas Company..................... -16.6 Comerica, Inc............................. -15.9 Pactiv Corporation........................ -14.1 For the year ended June 30, 2003, these are the holdings that made the largest dollar difference in the portfolio. While some minor holdings experienced greater percentage changes in price, the change in their dollar value did not, on an individual basis, have as meaningful an effect on the Fund's net assets. The percentage shown is the gain or loss on each individual holding during the fiscal year ended June 30, 2003, considering interim security purchases, sales and dividends. Past performance of these specific holdings is historical and does not guarantee future results. FUND CHANGES The most significant change in the Fund during the fiscal year was an increase in the amount of capital we had in consumer discretionary stocks. Consumer spending remained positive for virtually the whole period even as other economic variables were mixed. That presented an excellent backdrop for us to add a number of quality franchises with improving profit cycles to the Fund. Some of our large purchases were Starwood Hotels & Resorts Worldwide, Inc., The Estee Lauder Companies, Inc., SECTOR DIVERSIFICATION 6/03 6/02 ------ ------ Auto & Transportation............... 4.4% 4.1% Consumer Discretionary.............. 24.8 15.3 Consumer Staples.................... 1.4 1.4 Financial Services.................. 12.4 15.7 Healthcare.......................... 13.7 11.2 IntegratedOils...................... 0.0 0.0 Materials & Processing.............. 3.7 9.9 Other............................... 0.8 2.3 Other Energy........................ 6.5 6.5 Producer Durables................... 9.6 6.0 Technology.......................... 17.5 19.1 Utilities........................... 1.0 1.7 Other assets less liabilities....... 4.2 6.8 TOTAL............................... 100% 100% As a percentage of total net assets as of 6/30/03 and 6/30/02, respectively. 3 - --------------------------------------------------------ARTISAN MID CAP FUND---- Williams-Sonoma, Inc., and Costco Wholesale Corporation. Our belief in cycles also drove us to several firms in the sector that rely on business advertising as part of their revenue streams. For example, we purchased Omnicom Group, Inc., InterActiveCorp. and The New York Times Company. That same premise of business spending was also an important factor in the Fund's increased exposure to producer durables as we added W.W. Grainger, Inc., KLA - Tencor Corporation, and Molex, Inc. Within healthcare, the key additions to the Fund were Mylan Laboratories, Inc., pharmacy benefit manager Caremark Rx, Inc., and Boston Scientific Corporation. A merger of two of our biotech holdings (Biogen, Inc. and IDEC Pharmaceuticals Corporation) was announced in June 2003. We did not believe that the merger would be beneficial and we reduced our combined exposure at the end of the period. Some of the capital reallocated to consumer discretionary, producer durables and healthcare stocks was from materials and processing and financial services stocks. We significantly sold down Pactiv Corporation and completely liquidated Rohm and Haas Company. In each instance, we believed the company's profit cycle was slowing and stock price performance was weak. In the finance area, we sold off almost all of our banking stocks for the same reason. However, some capital was moved within the sector to data processors Fiserv, Inc. and Paychex, Inc. Technology was a fairly active sector for the Fund. Only three stocks (Adobe Systems, Inc., Ingram Micro, Inc. and Network Associates, Inc.) remained as holdings throughout the year. In the software space, we sold long-time holding Intuit, Inc. as we believed its profit cycle began to slow and Peoplesoft, Inc. was sold after it announced a potential merger with rival J.D. Edwards & Company. Seagate Technology, BEA Systems, Inc., and VERITAS Software Corporation received part of the reallocation of capital. In the semi-conductor industry, we sold National Semiconductor Corporation and Linear Technology Corporation, which manufactures high performance linear integrated circuits, was added. TOP 10 HOLDINGS COMPANY NAME % - ------------------------------------------------------------ Southwest Airlines Co. 2.3% - ------------------------------------------------------------ Nabors Industries, Ltd. 2.0 - ------------------------------------------------------------ W.W. Grainger, Inc. 1.9 - ------------------------------------------------------------ Omnicom Group, Inc. 1.8 - ------------------------------------------------------------ Weatherford International, Ltd. 1.7 - ------------------------------------------------------------ Lamar Advertising Company 1.6 - ------------------------------------------------------------ Danaher Corporation 1.6 - ------------------------------------------------------------ SEI Investments Company 1.6 - ------------------------------------------------------------ Smith International, Inc. 1.6 - ------------------------------------------------------------ Mylan Laboratories, Inc. 1.6 - ------------------------------------------------------------ TOTAL 17.7% As a percentage of total net assets as of 6/30/03. The fiscal year ended with our GARDEN/SM holdings remaining the largest part of the portfolio. Thank you for the trust you have placed in us as we endeavor to be respectful of your capital and work diligently to enhance its value. FUND STATISTICS Net Assets......................... $3.1 Bil. Number of Holdings........................ 97 Median Market Cap.................. $5.0 Bil. Weighted Avg. Market Cap........... $8.0 Bil. Weighted Avg. Growth Rate (3-5 yr)..... 16.2% Weighted Harmonic Avg. P/E (2003E)..... 24.1X Fund statistics are as of 6/30/03. 4 ARTISAN MID CAP FUND Schedule of Investments - June 30, 2003 SHARES HELD VALUE ========= ========= COMMON STOCKS - 95.8% AUTO & TRANSPORTATION - 4.4% AIR TRANSPORT - 3.4% Expeditors International of Washington, Inc. 459,700 $15,924,008 FedEx Corporation 294,100 18,243,023 Southwest Airlines Co. 4,217,100 72,534,120 -------------- 106,701,151 TRUCKERS - 1.0% Swift Transportation Co., Inc.(1) 1,658,800 30,886,856 CONSUMER DISCRETIONARY - 24.8% ADVERTISING AGENCIES - 3.4% Lamar Advertising Company(1) 1,455,000 51,230,550 Omnicom Group, Inc. 772,800 55,409,760 -------------- 106,640,310 CABLE TELEVISION SERVICES - 0.8% EchoStar Communications Corporation(1) 772,800 26,754,336 COSMETICS - 1.3% The Estee Lauder Companies, Inc. 1,225,800 41,101,074 CONSUMER ELECTRONICS - 1.1% Electronic Arts, Inc.(1) 116,800 8,642,032 Yahoo!, Inc.(1) 760,200 24,904,152 -------------- 33,546,184 ENTERTAINMENT - 0.5% Pixar, Inc.(1) 239,800 14,589,432 HOTEL/MOTEL - 1.5% Starwood Hotels & Resorts Worldwide, Inc. 1,620,000 46,315,800 JEWELRY WATCHES & GEMSTONES - 0.8% Tiffany & Company 726,200 23,732,216 PUBLISHING: NEWSPAPERS - 1.1% The New York Times Company 786,200 35,772,100 RADIO & TV BROADCASTING - 1.8% Entercom Communications Corporation(1) 550,900 26,999,609 Univision Communications, Inc.(1) 1,007,800 30,637,120 -------------- 57,636,729 5 - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- SHARES HELD VALUE ========= ========= CONSUMER DISCRETIONARY (CONTINUED) RESTAURANTS - 1.5% Darden Restaurants, Inc. 786,100 $14,920,178 Wendy's International, Inc. 1,059,300 30,687,921 -------------- 45,608,099 RETAIL - 6.4% Abercrombie & Fitch Company Class A(1) 879,300 24,980,913 AnnTaylor Stores Corporation(1) 471,400 13,647,030 Costco Wholesale Corporation(1) 1,067,000 39,052,200 InterActiveCorp(1) 706,100 27,940,377 Kohl's Corporation(1) 548,200 28,166,516 Staples, Inc.(1) 1,147,500 21,056,625 Williams-Sonoma, Inc.(1) 1,359,000 39,682,800 Zale Corporation(1) 104,800 4,192,000 -------------- 198,718,461 SERVICES: COMMERCIAL - 3.7% Accenture, Ltd. Class A(1) 1,726,300 31,228,767 ARAMARK Corporation Class B(1) 624,500 14,001,290 Getty Images, Inc.(1) 613,900 25,354,070 Robert Half International, Inc.(1) 2,301,287 43,586,376 -------------- 114,170,503 TOYS - 0.9% Mattel, Inc. 1,524,600 28,845,432 CONSUMER STAPLES - 1.4% FOODS - 1.4% Dean Foods Company(1) 1,378,950 43,436,925 FINANCIAL SERVICES - 12.4% BANKS: OUTSIDE NEW YORK CITY - 0.9% Comerica, Inc. 626,200 29,118,300 FINANCIAL DATA PROCESSING SERVICES & SYSTEMS - 3.1% Fiserv, Inc.(1) 1,152,500 41,040,525 Paychex, Inc. 1,289,900 37,806,969 SunGard Data Systems, Inc.(1) 707,800 18,339,098 -------------- 97,186,592 FINANCIAL MISCELLANEOUS - 1.2% MGIC Investment Corporation 772,800 36,043,392 INSURANCE: MULTI-LINE - 0.7% Arthur J. Gallagher & Company 846,700 23,030,240 INSURANCE: PROPERTY-CASUALTY - 2.3% Platinum Underwriters Holdings, Ltd. 923,800 25,071,932 XL Capital Limited 567,300 47,085,900 -------------- 72,157,832 INVESTMENT MANAGEMENT COMPANIES - 2.7% SEI Investments Company 1,545,700 49,462,400 T. Rowe Price Group, Inc. 892,800 33,703,200 -------------- 83,165,600 6 - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- SHARES HELD VALUE ========= ========= FINANCIAL SERVICES (CONTINUED) REAL ESTATE INVESTMENT TRUSTS (REIT) - 0.1% American Financial Realty Trust 138,700 $2,068,017 SECURITIES BROKERAGE & SERVICES - 1.4% LaBranche & Co., Inc. 1,093,000 22,614,170 The Charles Schwab Corporation 2,196,900 22,166,721 -------------- 44,780,891 HEALTHCARE - 13.7% BIOTECHNOLOGY RESEARCH & PRODUCTION - 3.6% Amgen, Inc.(1) 501,540 33,322,317 Biogen, Inc.(1) 358,300 13,615,400 IDEC Pharmaceuticals Corporation(1) 379,400 12,899,600 Invitrogen Corporation(1) 747,400 28,677,738 Millennium Pharmaceuticals, Inc.(1) 1,431,100 22,511,203 -------------- 111,026,258 DRUGS & PHARMACEUTICALS - 2.3% Allergan, Inc. 306,500 23,631,150 Mylan Laboratories, Inc. 1,389,000 48,295,530 -------------- 71,926,680 ELECTRONICS: MEDICAL SYSTEMS - 0.9% Affymetrix, Inc.(1) 1,419,000 27,968,490 MEDICAL & DENTAL INSTRUMENTS & SUPPLIES - 2.6% Becton, Dickinson and Company 579,600 22,517,460 Boston Scientific Corporation(1) 699,500 42,739,450 Zimmer Holdings, Inc.(1) 337,000 15,181,850 -------------- 80,438,760 MISCELLANEOUS HEALTH CARE - 1.0% Alcon, Inc. 691,300 31,592,410 HEALTHCARE MANAGEMENT SERVICES - OTHER - 3.3% Anthem, Inc.(1) 422,100 32,565,015 Caremark Rx, Inc.(1) 1,877,300 48,209,064 WebMD Corporation(1) 2,151,000 23,295,330 -------------- 104,069,409 MATERIALS & PROCESSING - 3.7% CONTAINERS & PACKAGING: PAPER & PLASTIC - 2.4% Pactiv Corporation(1) 2,119,700 41,779,287 Smurfit-Stone Container Corporation(1) 2,664,800 34,722,344 -------------- 76,501,631 ENGINEERING & CONTRACTING SERVICES - 0.5% Fluor Corporation 456,800 15,366,752 PAINTS & COATINGS - 0.8% RPM International, Inc. 1,781,200 24,491,500 OTHER - 0.8% MULTI-SECTOR COMPANIES - 0.8% Brunswick Corporation 970,000 24,269,400 7 - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- SHARES HELD VALUE ========= ========= OTHER ENERGY - 6.5% MACHINERY: OIL WELL EQUIPMENT & SERVICES - 5.3% Nabors Industries, Ltd.(1) 1,565,400 $61,911,570 Smith International, Inc.(1) 1,343,700 49,367,538 Weatherford International, Ltd.(1) 1,281,600 53,699,040 -------------- 164,978,148 UTILITIES: GAS PIPELINES - 1.2% The Williams Companies, Inc. 4,803,200 37,945,280 PRODUCER DURABLES - 9.6% AEROSPACE - 0.6% Alliant Techsystems, Inc.(1) 373,600 19,393,576 DIVERSIFIED PRODUCTION - 1.6% Danaher Corporation 731,800 49,798,990 ELECTRICAL EQUIPMENT & COMPONENTS - 1.1% Molex, Inc. 1,225,800 33,084,342 ELECTRONICS: INSTRUMENTS GAUGES & METERS - 1.5% Mettler-Toledo International, Inc.(1) 319,800 11,720,670 Thermo Electron Corporation(1) 1,582,800 33,270,456 -------------- 44,991,126 IDENTIFICATION CONTROL & FILTER DEVICES - 0.4% Parker-Hannifin Corporation 316,200 13,277,238 MISCELLANEOUS EQUIPMENT - 1.9% W.W. Grainger, Inc. 1,258,400 58,842,784 PRODUCTION TECHNOLOGY EQUIPMENT - 2.5% KLA - Tencor Corporation(1) 852,700 39,642,023 Novellus Systems, Inc.(1) 1,048,900 38,411,767 -------------- 78,053,790 TECHNOLOGY - 17.5% COMMUNICATIONS TECHNOLOGY - 5.8% Advanced Fibre Communications, Inc.(1) 1,406,600 22,885,382 Corning, Inc.(1) 5,023,200 37,121,448 Juniper Networks, Inc.(1) 2,214,200 27,389,654 Network Associates, Inc.(1) 3,004,600 38,098,328 Research In Motion Limited(1) 329,900 7,129,139 Symbol Technologies, Inc. 2,325,100 30,249,551 Tellabs, Inc.(1) 2,811,300 18,470,241 -------------- 181,343,743 COMPUTER SERVICES SOFTWARE & SYSTEMS - 5.6% Adobe Systems, Inc. 1,492,300 47,858,061 BEA Systems, Inc.(1) 3,524,000 38,270,640 Cognos, Inc.(1) 787,100 21,251,700 Seagate Technology(1) 2,098,500 37,038,525 VERITAS Software Corporation(1) 1,066,000 30,562,220 -------------- 174,981,146 8 - -----------------------------------------------------SCHEDULE OF INVESTMENTS---- SHARES HELD VALUE ========= ========= TECHNOLOGY (CONTINUED) COMPUTER TECHNOLOGY - 2.8% EMC Corporation(1) 3,201,900 $33,523,893 Ingram Micro, Inc.(1) 1,531,200 16,843,200 Network Appliance, Inc.(1) 2,311,800 37,474,278 -------------- 87,841,371 ELECTRONICS: TECHNOLOGY - 1.1% Rockwell Automation, Inc. 1,392,400 33,194,816 ELECTRONICS: SEMI-CONDUCTORS/COMPONENTS - 2.2% Linear Technology Corporation 1,264,800 40,739,208 Xilinx, Inc.(1) 1,033,700 26,162,947 -------------- 66,902,155 UTILITIES - 1.0% UTILITIES: GAS DISTRIBUTORS - 1.0% Kinder Morgan, Inc. 594,500 32,489,425 -------------- TOTAL COMMON STOCKS (Cost $2,651,643,965) $2,986,775,692 PAR AMOUNT ========= SHORT-TERM INVESTMENTS (CASH EQUIVALENTS) - 3.1% Repurchase agreement with State Street Bank and Trust Company, 0.75%, dated 6/30/03, due 7/1/03, maturity value $95,991,000, collateralized by $97,914,689 market value Federal Home Loan Bank Note, 1.40%, due 5/4/04 (Cost $95,989,000) $95,989,000 95,989,000 -------------- TOTAL INVESTMENTS - 98.9% (Cost $2,747,632,965) 3,082,764,692 OTHER ASSETS LESS LIABILITIES - 1.1% 32,836,387 -------------- TOTAL NET ASSETS - 100.0%(2) $3,115,601,079 ============== (1) Non-income producing security. (2) Percentages for the various classifications relate to total net assets. The accompanying notes are an integral part of the financial statements. 9 ARTISAN MID CAP FUND Statement of Assets & Liabilities - June 30, 2003 ASSETS: Investments in securities, at value .......................... $3,082,764,692 Cash.......................................................... 3 Receivable from investments sold.............................. 11,531,565 Receivable from fund shares sold.............................. 51,084,764 Dividends and interest receivable............................. 957,355 ---------------- TOTAL ASSETS.................................................. 3,146,338,379 LIABILITIES: Payable for investments purchased............................. 26,191,042 Payable for fund shares redeemed.............................. 3,646,411 Payable for operating expenses................................ 899,847 ---------------- TOTAL LIABILITIES............................................. 30,737,300 ---------------- TOTAL NET ASSETS.............................................. $3,115,601,079 ================= NET ASSETS CONSIST OF: Fund shares issued and outstanding............................ $3,417,950,421 Net unrealized appreciation (depreciation) on investments and foreign currency related transactions .................. 335,131,727 Accumulated undistributed net investment income (loss)........ - Accumulated undistributed net realized gains (losses) on investments and foreign currency related transactions ... (637,481,069) ---------------- $3,115,601,079 ================ SUPPLEMENTARY INFORMATION: Net assets Investor Shares.......................................... $2,286,627,379 Institutional Shares..................................... $828,973,700 Shares Outstanding Investor Shares.......................................... 104,849,058 Institutional Shares..................................... 37,753,001 Net asset value and offering price per share Investor Shares.......................................... $21.81 Institutional Shares..................................... $21.96 Cost of securities held....................................... $2,747,632,965 The accompanying notes are an integral part of the financial statements. 10 ARTISAN MID CAP FUND Statement of Operations - For the Year Ended June 30, 2003 INVESTMENT INCOME: Interest...................................................... $1,630,118 Dividends..................................................... 13,653,667 ---------------- TOTAL INVESTMENT INCOME....................................... 15,283,785 EXPENSES: Advisory fees................................................. 22,682,765 Transfer agent fees Investor Shares.......................................... 3,493,286 Institutional Shares..................................... 23,232 Shareholder communications Investor Shares.......................................... 535,187 Institutional Shares..................................... 5,954 Custodian fees................................................ 308,898 Accounting fees............................................... 61,059 Professional fees............................................. 116,996 Registration fees Investor Shares.......................................... 89,446 Institutional Shares..................................... 46,330 Directors' fees............................................... 60,352 Other operating expenses...................................... 68,466 ---------------- TOTAL EXPENSES................................................ 27,491,971 ---------------- NET INVESTMENT INCOME (LOSS).................................. (12,208,186) ================ NET REALIZED AND UNREALIZED GAINS (LOSSES) ON INVESTMENTS: Net realized gain (loss) on investments....................... (325,149,190) Net increase (decrease) in unrealized appreciation on investments ............................................. 376,988,686 ---------------- NET GAIN (LOSS) ON INVESTMENTS................................ 51,839,496 ---------------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS ........................................... $39,631,310 ================ The accompanying notes are an integral part of the financial statements. 11 ARTISAN MID CAP FUND Statements of Changes in Net Assets Year Ended Year Ended 6/30/03 6/30/02 =================================== OPERATIONS: Net investment income (loss)............... $(12,208,186) $(13,844,376) Net realized gain (loss) on investments.... (325,149,190) (197,300,635) Net increase (decrease) in unrealized appreciation on investments ............. 376,988,686 (147,245,296) ----------------------------------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS.................. 39,631,310 (358,390,307) DISTRIBUTIONS PAID TO SHAREHOLDERS: Net investment income: Investor Shares....................... - - Institutional Shares.................. - - Net realized gains on investment transactions: Investor Shares....................... - - Institutional Shares.................. - - ----------------------------------- TOTAL DISTRIBUTIONS PAID TO SHAREHOLDERS... - - FUND SHARE ACTIVITIES: NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM FUND SHARE ACTIVITIES .... 770,633,859 1,117,916,637 ----------------------------------- TOTAL INCREASE (DECREASE) IN NET ASSETS.... 810,265,169 759,526,330 ----------------------------------- Net assets, beginning of period............ 2,305,335,910 1,545,809,580 ----------------------------------- NET ASSETS, END OF PERIOD.................. $3,115,601,079 $2,305,335,910 =================================== Accumulated undistributed net investment income (loss)................... $- $- =================================== The accompanying notes are an integral part of the financial statements. 12 ARTISAN MID CAP FUND FINANCIAL HIGHLIGHTS Year Ended Year Ended Year Ended Year Ended Year Ended 06/30/03 06/30/02 06/30/01 06/30/00 06/30/99 For a share outstanding Institutional Institutional Institutional Investor Investor throughout each period Shares Shares Shares Shares Shares - ---------------------------------------- ----------- ----------- ----------- ------------ ----------- Net asset value, beginning of period $22.24 $26.48 $27.57 $16.67 $13.69 Income (loss) from investment operations: Net investment income (loss) (1) (0.07) (0.13) (0.08) (0.18) (0.16) Net realized and unrealized gains (losses) on investments (0.21)(2) (4.11) 0.02(2) 11.91 4.41 ----------- ----------- ----------- ------------ ----------- Total income (loss) from investment operations (0.28) (4.24) (0.06) 11.73 4.25 ----------- ----------- ----------- ------------ ----------- Distributions paid to shareholders: Net investment income - - - - - Net realized gains on investment transactions - - (1.03) (0.83) (1.27) ----------- ----------- ----------- ------------ ----------- Total distributions paid to shareholders - - (1.03) (0.83) (1.27) ----------- ----------- ----------- ------------ ----------- Net asset value, end of period $21.96 $22.24 $26.48 $27.57 $16.67 =========== =========== =========== ============ =========== Total return (1.3%) (16.0%) (0.4%) 72.9% 35.8% Ratios/supplemental data: Net assets, end of period (millions) $829.0 $449.8 $212.2 $225.0 $43.3 Ratio of expenses to average net assets 1.00% 1.02% 1.08% 1.40% 2.00%(3) Ratio of net investment income (loss) to average net assets (0.36%) (0.56%) (0.29%) (0.79%) (1.13%)(3) Portfolio turnover rate 102.85% 121.14% 153.95% 245.69% 202.84% (1) Computed based on average shares outstanding. (2) The amount shown may not correlate with the aggregate gains and losses of portfolio securities due to the timing of subscriptions and redemptions of fund shares. (3) The ratios of expenses to average net assets and net investment loss to average net assets exclude expenses paid by the Adviser. Absent expenses paid by the Adviser, the ratios of expenses to average net assets and net investment loss to average net assets would have been 2.12% and (1.25%), respectively, for the year ended June 30, 1999. The accompanying notes are an integral part of the financial statements. 13 ARTISAN MID CAP FUND Notes to Financial Statements - June 30, 2003 (1) ORGANIZATION: Artisan Funds, Inc. ("Artisan Funds") was incorporated on January 5, 1995, as a Wisconsin corporation and is registered under the Investment Company Act of 1940, as amended. Artisan Funds is a series comprised of seven open- end, diversified mutual funds. Artisan Mid Cap Fund ("the Fund") commenced operations on June 27, 1997. The Fund's investment goal is to seek long- term capital growth. The Fund offers shares of capital stock of two classes - Institutional Shares and Investor Shares. Institutional Shares, which have been offered since July 1, 2000, are sold to institutional investors meeting certain minimum investment requirements. Each class of shares has equal rights with respect to portfolio assets and voting privileges. Each class has exclusive voting rights with respect to any matters involving only that class. Income, non-class specific expenses and realized and unrealized gains and losses are allocated daily to each class of shares based upon the relative net asset value of outstanding shares. Expenses attributable to a particular class of shares, such as transfer agency fees, shareholder communication expenses and registration fees, are allocated directly to that class. Each class of the Fund has an indefinite number of shares authorized with a $0.01 par value. (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: The following is a summary of significant accounting policies of the Fund, which are in accordance with accounting principles generally accepted in the United States of America. (a) Security valuation - Each equity security traded on a securities exchange is valued at the last current sale price as of the time of valuation on the exchange on which the security is principally traded (the "principal exchange"), or lacking any current reported sale on the principal exchange at the time of valuation, at the last current sale price as of the time of valuation on a secondary exchange, or lacking any current sale price on the principal or a secondary exchange as of the time of valuation, at the most recent bid quotation on the principal exchange, except that securities listed on the London Stock Exchange shall be valued at the mean of the close of day bid and ask, and each security traded in the Nasdaq Stock Market ("Nasdaq") shall be valued at the Nasdaq Official Closing Price ("NOCP"), as determined by Nasdaq, or lacking an NOCP, the last current reported sale price as of the time of valuation on Nasdaq, or lacking any current reported sale on Nasdaq at the time of valuation, at the most recent bid quotation on Nasdaq. Securities for which prices are not readily available, or for which management believes that the latest sales or bid price does not reflect a fair value of the security, are valued by a valuation committee at a fair value as determined in good faith under consistently applied procedures established by and under the general supervision of the Board of Directors. Short-term investments maturing within sixty days of the valuation date are valued at amortized cost, which approximates market. 14 - -----------------------------------------------NOTES TO FINANCIAL STATEMENTS---- (b) Income taxes - No provision has been made for federal income taxes since the Fund intends to i) comply with all provisions of the Internal Revenue Code applicable to regulated investment companies and ii) distribute to its shareholders substantially all of its taxable income as well as net realized gains from the sale of investment securities. The Fund may utilize earnings and profits distributed to shareholders on redemption of Fund shares as part of the dividends paid deduction. (c) Portfolio transactions - Security and shareholder transactions are recorded on trade date. Net realized gains and losses on securities are computed on specific security lot identification. (d) Foreign currency translation - Values of investments denominated in foreign currencies are converted into U.S. dollars using the spot market rate of exchange on the day of valuation. Purchases and sales of investments and dividend and interest income are translated to U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions. The portion of security gains or losses resulting from changes in foreign exchange rates is included with net realized and unrealized gain or loss from investments, as appropriate, for both financial reporting and tax purposes. (e) Repurchase agreements - The Fund may enter into repurchase agreements with institutions that Artisan Partners Limited Partnership (the "Adviser") has determined are creditworthy pursuant to criteria adopted by the Funds' Board of Directors. Repurchase agreements are recorded at cost and are collateralized in an amount greater than or equal to the repurchase price plus accrued interest. To the extent that the proceeds from any sale of such collateral upon a default in the obligation to repurchase were less than the repurchase price, the Fund would suffer a loss. (f) Use of estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. (g) Other - Dividend income less foreign taxes withheld, if any, is recorded on the ex-dividend date, except that certain dividends from private placements and foreign securities are recorded as soon as the information becomes available to the Fund. Interest income is reported on the accrual basis. Distributions to shareholders are recorded on the ex-dividend date. Expenses attributable to Artisan Funds are generally allocated to each Fund based on net assets. Expenses attributable to a particular Fund are allocated directly to that Fund. The character of income and net realized gains and losses may differ for financial statement and tax purposes and may result in reclassification of permanent differences among certain capital accounts. 15 - -----------------------------------------------NOTES TO FINANCIAL STATEMENTS---- (3) TRANSACTIONS WITH AFFILIATES: The Adviser, with which the officers and certain directors of the Artisan Funds are affiliated, provides investment advisory and administrative services to the Fund. In exchange for these services, the Fund pays a monthly management fee to the Adviser as follows: AVERAGE DAILY NET ASSETS ANNUAL RATE ---------------------------- ----------- Less than $500 million 1.000% $500 million to $750 million 0.975 $750 million to $1 billion 0.950 Greater than $1 billion 0.925 Shares of the Fund are offered for sale by Artisan Distributors LLC ("Distributors"). Distributors is wholly-owned by the Adviser. All distribution expenses relating to the Fund are paid by the Adviser. The Fund also incurs other expenses for services such as maintaining shareholder records and furnishing shareholder statements and reports. Each director who is not an interested person of Artisan Funds or the Adviser receives an annual retainer of $49,000, plus a fee for each board or committee meeting attended (other than a committee meeting held on the same day as a board meeting) of $1,000 for an in-person meeting and $500 for a telephonic meeting as well as reimbursement of expenses related to his duties as a director of Artisan Funds. In addition, each chairman of a board committee who is a non-interested director receives a supplemental annual retainer of $3,000. These fees are generally allocated to each Fund in proportion to the Funds' net assets. (4) LINE OF CREDIT ARRANGEMENTS: Artisan Funds is party to a line of credit agreement with State Street Bank and Trust Company, under which each Fund may borrow up to the lesser of (a) $75 million or (b) the lesser of (i) 10% of its total assets (after giving effect to the loan) or (ii) the maximum amount the Fund may borrow under the Investment Company Act, the limitations included in the Fund's prospectus, or any limit or restriction under any law or regulation to which the Fund is subject or any agreement to which the Fund or Artisan Funds is a party; provided that the aggregate borrowings by all Funds may not exceed $100 million. Artisan Funds pays a commitment fee at the annual rate of 0.10% on the unused portion of the line of credit. This fee is allocated to each Fund based on relative net assets. Interest is charged on any borrowings at the current Federal Funds rate plus 0.50%. The use of the line of credit is generally restricted to temporary borrowing for extraordinary or emergency purposes. There were minimal borrowings under the line of credit during the year ended June 30, 2003. At June 30, 2003 there were no borrowings outstanding under the line of credit. 16 - -----------------------------------------------NOTES TO FINANCIAL STATEMENTS---- (5) INVESTMENT TRANSACTIONS: The cost of securities purchased and the proceeds from the sale of securities (excluding short-term securities) for the year ended June 30, 2003 were $3,137,982,311 and $2,354,541,729, respectively. (6) INFORMATION FOR FEDERAL INCOME TAX PURPOSES: NET UNREALIZED GROSS GROSS APPRECIATION/ COST OF UNREALIZED UNREALIZED (DEPRECIATION) UNDISTRIBUTED UNDISTRIBUTED INVESTMENTS APPRECIATION DEPRECIATION ON INVESTMENTS ORDINARY INCOME LONG-TERM GAIN --------------------------------------------------------------------------------------------------------------------------------- $2,790,092,705 $355,724,857 $(63,052,870) $292,671,987 - - --------------------------------------------------------------------------------------------------------------------------------- The difference between cost amounts for financial reporting and tax purposes is due primarily to timing differences in recognizing certain gains and losses on security transactions. The tax basis of dividends and long-term capital gain distributions paid during the fiscal years ended June 30, 2003 and June 30, 2002, capital loss carryovers as of June 30, 2003, and tax-basis post-October loss deferrals as of June 30, 2003 (recognized for tax purposes on July 1, 2003) are as follows: FISCAL YEAR ENDED 6/30/03 FISCAL YEAR ENDED 6/30/02 ------------------------------------------------------- ORDINARY LONG-TERM ORDINARY LONG-TERM NET CAPITAL CAPITAL LOSS INCOME CAPITAL GAIN INCOME CAPITAL GAIN LOSS CARRYOVER POST-OCTOBER DIVIDENDS DISTRIBUTIONS DIVIDENDS DISTRIBUTIONS CARRYOVERS(1) EXPIRATION LOSSES ------------------------------------------------------------------------------------------------------- - - - - $178,010,588 2010 $83,758,421 333,252,323 2011 ------------------------------------------------------------------------------------------------------- (1) Capital gain distributions will resume in the future to the extent gains are realized in excess of the available carryforwards. 17 - -----------------------------------------------NOTES TO FINANCIAL STATEMENTS---- (7) FUND SHARE ACTIVITIES: Capital share transactions for the Fund were as follows: Investor Institutional Year ended June 30, 2003 Shares Shares ================================================================================ Proceeds from shares issued.................... $1,165,389,769 $364,499,717 Net asset value of shares issued in reinvestment of distributions .............. - - Cost of shares redeemed........................ (740,991,149) (18,264,478) ------------------------------ Net increase (decrease) from fund share activities.......................... $424,398,620 $346,235,239 ============================== Shares sold.................................... 58,902,392 18,444,267 Shares issued in reinvestment of distributions.......................... - - Shares redeemed................................ (37,879,947) (921,013) ------------------------------ Net increase (decrease) in capital shares...... 21,022,445 17,523,254 ============================== Investor Institutional Year ended June 30, 2002 Shares Shares ================================================================================ Proceeds from shares issued................... $1,658,139,576 $320,452,227 Net asset value of shares issued in reinvestment of distributions ............. - - Cost of shares redeemed....................... (838,081,569) (22,593,597) ------------------------------ Net increase (decrease) from fund share activities......................... $820,058,007 $297,858,630 ============================== Shares sold................................... 68,336,403 13,136,926 Shares issued in reinvestment of distributions......................... - - Shares redeemed............................... (34,975,059) (921,123) ------------------------------ Net increase (decrease) in capital shares..... 33,361,344 12,215,803 ============================== 18 [PRICEWATERHOUSECOOPERS LOGO] - -------------------------------------------------------------------------------- PRICEWATERHOUSECOOPERS LLP 100 East Wisconsin Avenue Suite 1500 Milwaukee WI 53202 Telephone (414) 212 1600 REPORT OF INDEPENDENT AUDITORS To the Board of Directors and Shareholders of Artisan Funds, Inc. In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Artisan Mid Cap Fund (one of the portfolios constituting Artisan Funds, Inc., hereafter referred to as the "Fund") at June 30, 2003, the results of its operations, the changes in its net assets and its financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at June 30, 2003 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. /s/PricewaterhouseCoopers LLP July 31, 2003 19 - ------------------------NOTES ON MANAGEMENT'S DISCUSSION OF FUND PERFORMANCE---- The discussion of the Fund included in this Annual Report include statistical information about the portfolio. Except as otherwise noted, that information is as of June 30, 2003; it varies with changes in a Fund's portfolio investments. Artisan Funds may consider an issuer to be from a particular country if (i) its principal securities trading market is in that country; (ii) alone or on a consolidated basis it derives more of its annual revenue from goods produced, sales made or services performed in that country than any other country; or (iii) it is organized under the laws of, or has a principal office in that country. By applying these tests, it is possible that Artisan Funds could deem a particular issuer to be from more than one country. DEFINITIONS OF PORTFOLIO STATISTICS MEDIAN MARKET CAP provides a measure of the market capitalization value of the companies in a portfolio. Market capitalization is the aggregate value of all a company's outstanding common stock. Equal numbers of companies in the portfolio have market capitalizations higher and lower than the median. WEIGHTED AVERAGE MARKET CAP is the average of the market capitalizations of the companies in the portfolio weighted by the size of each company's position within the portfolio. WEIGHTED AVERAGE GROWTH RATE is the average of the 3-5 year forecasted growth rates of each company in the portfolio, weighted by the size of the company's position within the portfolio. WEIGHTED HARMONIC AVERAGE P/E is the harmonic average, which measures the price/earnings ratio of the Fund, excluding negative earners, weighted by the size of the company's position within the portfolio. The earnings figures used are estimates for the current calendar year. DESCRIPTIONS OF INDICES The Fund's performance is compared in this report to changes in three indices - a broad-based index of changes in prices of securities in the market in which the Fund invests and a peer group index of other mutual funds that are categorized by Lipper, Inc., an independent monitor of mutual fund performance, in the same general category as the Fund. All of the indices are unmanaged and their returns include reinvested dividends. Unlike the Fund's returns, the returns of each index, except each Lipper index, do not include the payment of sales commissions or other expenses that would be incurred in the purchase or sale of the securities included in that index. The indices to which the Fund is compared are: RUSSELL MIDCAP/R INDEX is a market-weighted index of about 800 medium-sized U.S. companies. RUSSELL MIDCAP/R GROWTH INDEX is a market-weighted index of those medium-sized companies included in the Russell Midcap/R Index with higher price-to-book and higher forecasted growth values. The LIPPER MID-CAP CORE FUNDS INDEX reflects the net asset weighted returns of the 30 largest mutual funds tracked by Lipper in the category reflected in the name of the index. The Fund is included in the Lipper Mid-Cap Core Funds Index. TRADEMARKS Trademarks and copyrights relating to the indices mentioned in this report are owned by: Russell indices: The Frank Russell Company; and Lipper indices: Reuters Funds Information Limited (a United Kingdom corporation). Except as otherwise indicated, the trademarks, including names, logos, slogans and service marks appearing in this report are the property of Artisan Partners Limited Partnership and may not be copied, reproduced, published or in any way used without written permission. 20 - ------------------------------------------------------DIRECTORS AND OFFICERS---- The board of directors has overall responsibility for the conduct of the affairs of Artisan Funds. Each director serves an indefinite term of unlimited duration until the next annual meeting of shareholders and until the election and qualification of his or her successor. The board of directors may fill any vacancy on the board provided that after such appointment at least two-thirds of the directors have been elected by the shareholders. The shareholders may remove a director by a vote of a majority of the outstanding shares of the Funds at any meeting of shareholders called for the purpose of removing such director. The board of directors elects the officers of Artisan Funds. Each officer serves until the election and qualification of his or her successor, or until he or she sooner dies, resigns, or is removed or disqualified. The board of directors may remove any officer with or without cause at any time. The names and ages of the directors and officers, the position each holds with the Funds, the date each was first elected to office, their principal business occupations and other directorships they have held during the last five years are shown below. DATE FIRST POSITIONS ELECTED OR OTHER NAME AND AGE HELD APPOINTED PRINCIPAL OCCUPATIONS DIRECTORSHIPS AT 8/01/03 WITH FUNDS TO OFFICE DURING PAST 5 YEARS HELD - ------------------------------------------------------------------------------------------------------------------------------------ DIRECTORS WHO ARE NOT "INTERESTED PERSONS" - ------------------------------------------------------------------------------------------------------------------------------------ David A. Erne - 60 Director 3/27/95 Partner of the law firm Trustee, Northwestern Mutual Life Reinhart Boerner Van Insurance Company (life insurance, Deuren S.C., Milwaukee, WI. disability insurance and annuity company). - ------------------------------------------------------------------------------------------------------------------------------------ Thomas R. Hefty - 56 Director 3/27/95 Retired; Adjunct Faculty, None. Department of Business and Economics, Ripon College; Of Counsel to the law firm Reinhart Boerner Van Deuren S.C., Milwaukee, WI. Until December 2002, Chairman of the Board and Chief Executive Officer of Cobalt Corporation (provider of managed care and specialty business services). - ------------------------------------------------------------------------------------------------------------------------------------ Jeffrey A. Joerres - 43 Director 8/9/01 Chairman of the Board Director, Johnson Controls, Inc. (since May 2001), President (manufacturer of automotive systems and and Chief Executive Officer building controls). (since April 1999) of Manpower, Inc. (non- governmental employment service organization); formerly, Senior Vice President, European Operations and Global Account Management and Development of Manpower, Inc. - ------------------------------------------------------------------------------------------------------------------------------------ Patrick S. Pittard - 57 Director 8/9/01 Retired. Until November Director, Jefferson Pilot Corporation 2001, Chairman of the Board, (individual and group life insurance and President and Chief annuity company); Former Chairman of the Executive Officer of Heidrick Board, The University of Georgia & Struggles International, Foundation; Member, Board of Regents of Inc. (executive search firm). the University System of Georgia. - ------------------------------------------------------------------------------------------------------------------------------------ Howard B. Witt - 63 Director 3/27/95 Chairman of the Board, Director, Franklin Electric Co., Inc. President and Chief Executive (manufacturer of electric motors). Officer of Littelfuse, Inc. (manufacturer of advanced circuit protection devices). - ------------------------------------------------------------------------------------------------------------------------------------ DIRECTORS WHO ARE "INTERESTED PERSONS"* - ------------------------------------------------------------------------------------------------------------------------------------ Andrew A. Ziegler - 45 Director, 1/5/95 Managing Director of Artisan None. Chairman Partners; Chairman and and Chief President of Artisan Executive Distributors. Officer - ------------------------------------------------------------------------------------------------------------------------------------ Carlene Murphy Ziegler - 47 Director 3/27/95 Managing Director of Artisan None. and Vice Partners and Portfolio President Co-Manager of Artisan Small Cap Fund. - ------------------------------------------------------------------------------------------------------------------------------------ *Mr. Ziegler and Ms. Ziegler are married to each other. Mr. and Ms. Ziegler are "interested persons" of Artisan Funds, as defined in the Investment Company Act of 1940, because each is a Managing Director of Artisan Partners, the investment adviser to Artisan Funds. As officers of Artisan Investment Corporation (an entity incorporated for the sole purpose of acting as general partner to Artisan Partners), Mr. and Ms. Ziegler manage Artisan Partners. Mr. Ziegler is also President of Artisan Distributors, Artisan Funds' principal underwriter. The business address of the directors and officers affiliated with Artisan Partners is 1000 North Water Street, Suite 1770, Milwaukee, Wisconsin 53202. The addresses of the other directors are: Mr. Erne - 1000 N. Water Street, Milwaukee, Wisconsin 53202; Mr. Hefty - W233 N2080 Ridgeview Parkway, Waukesha, Wisconsin 53188; Mr. Joerres - 5301 North Ironwood, Milwaukee, Wisconsin 53217; Mr. Pittard - c/o Artisan Funds, 1000 N. Water Street, Milwaukee, Wisconsin 53202; and Mr. Witt - 800 E. Northwest Highway, Des Plaines, Illinois 60016. 21 - ------------------------------------------------------DIRECTORS AND OFFICERS---- DATE FIRST POSITIONS ELECTED OR NAME AND AGE HELD APPOINTED PRINCIPAL OCCUPATIONS DIRECTORSHIPS AT 8/01/03 WITH FUNDS TO OFFICE DURING PAST 5 YEARS HELD - ------------------------------------------------------------------------------------------------------------------------------------ OFFICERS OF ARTISAN FUNDS - ------------------------------------------------------------------------------------------------------------------------------------ Michael C. Roos - 45 President 8/5/99 Managing Director of Artisan None. Partners; Vice President of Artisan Distributors. - ------------------------------------------------------------------------------------------------------------------------------------ Lawrence A. Totsky - 44 Chief 1/22/98 Managing Director and Chief None. Financial Financial Officer of Artisan Officer and Partners; Vice President, Treasurer Chief Financial Officer and Treasurer of Artisan Distributors. - ------------------------------------------------------------------------------------------------------------------------------------ Janet D. Olsen - 47 General 1/18/01 Managing Director and General None. Counsel and Counsel of Artisan Partners; Secretary Vice President and Secretary of Artisan Distributors; prior to joining Artisan Partners in November 2000, Member of the law firm Bell, Boyd & Lloyd LLC, Chicago, IL. - ------------------------------------------------------------------------------------------------------------------------------------ Mark L. Yockey - 47 Vice 4/23/96 Managing Director of Artisan None. President Partners and Portfolio Manager of Artisan International Fund and Artisan International Small Cap Fund. - ------------------------------------------------------------------------------------------------------------------------------------ Scott C. Satterwhite - 46 Vice 7/31/97 Managing Director of Artisan Partners None. President and Portfolio Co-Manager of Artisan Mid Cap Value Fund and Artisan Small Cap Value Fund. - ------------------------------------------------------------------------------------------------------------------------------------ Andrew C. Stephens - 39 Vice 7/31/97 Managing Director of Artisan Partners None. President and Portfolio Manager of Artisan Mid Cap Fund. - ------------------------------------------------------------------------------------------------------------------------------------ Marina T. Carlson - 39 Vice 8/5/99 Managing Director of Artisan None. President Partners and Portfolio Co-Manager of Artisan Small Cap Fund; prior to joining Artisan Partners in 1999, Manager of Strong Mid Cap Disciplined Fund from its inception in December 1998 through March 1999; Portfolio Co-Manager of Strong Opportunity Fund and Strong Common Stock Fund, prior thereto. - ------------------------------------------------------------------------------------------------------------------------------------ James C. Kieffer - 38 Vice 1/27/00 Managing Director of Artisan Partners None. President and Portfolio Co-Manager of Artisan Mid Cap Value Fund and Artisan Small Cap Value Fund; from 1997 to 2000, Research Analyst for Artisan Partners. - ------------------------------------------------------------------------------------------------------------------------------------ N. David Samra - 39 Vice 6/5/02 Managing Director of Artisan Partners None. President and Portfolio Manager of Artisan International Value Fund; from August 1997 to May 2002, Portfolio Manager and Analyst for Harris Associates L.P. (investment management firm) - ------------------------------------------------------------------------------------------------------------------------------------ Gregory K. Ramirez - 33 Assistant 1/22/98 Managing Director of Client Accounting None. Secretary and and Administration of Artisan Partners Assistant since January 2003, Director of Client Treasurer Accounting and Administration from January 2000 to December 2002 and Controller of Artisan Partners prior thereto; Assistant Treasurer of Artisan Distributors. - ------------------------------------------------------------------------------------------------------------------------------------ Sarah A. Johnson - 31 Assistant 2/5/03 Counsel of Artisan Partners; prior None. Secretary to joining Artisan Partners in July 2002, Associate of the law firm Bell, Boyd & Lloyd LLC, Chicago, IL. - ------------------------------------------------------------------------------------------------------------------------------------ The Statement of Additional Information (SAI) contains further information about the directors. Please call 800.399.1770 for a free copy of the SAI. 22 ITEM 2. CODE OF ETHICS. Not applicable. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Not applicable. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable. ITEM 5. [Reserved] ITEM 6. [Reserved] ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 8. [Reserved] ITEM 9. CONTROLS AND PROCEDURES. (a) Based on an evaluation of the disclosure controls and procedures (as defined in Rule 30a-3(b) under the Investment Company Act of 1940, the "Disclosure Controls") as of a date within 90 days prior to the filing date (the "Filing Date") of this Form N-CSR (the "Report"), the Disclosure Controls are effectively designed to ensure that information required to be disclosed by the registrant in the Report is recorded, processed, summarized and reported by the Filing Date, including ensuring that information required to be disclosed in the Report is accumulated and communicated to the registrant's management, including the registrant's principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure. (b) There were no changes in the registrant's internal controls over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the registrant's second fiscal half-year that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 10. EXHIBITS. (a) Not applicable. (b)(1) Certifications of Andrew A. Ziegler, Principal Executive Officer and Lawrence A. Totsky, Principal Financial Officer pursuant to Rule 30a-2 under the Investment Company Act of 1940 (17 CFR 270.30a-2), attached hereto as Exhibits (b)(1)(i) and (b)(1)(ii) (2) Certification of Andrew A. Ziegler, Principal Executive Officer and Lawrence A. Totsky, Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, attached hereto as Exhibit (b)(2) 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. Artisan Funds, Inc. By: /s/ Andrew A. Ziegler ----------------------------------- Andrew A. Ziegler Principal Executive Officer Date: September 5, 2003 ----------------------------------- Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By: /s/ Andrew A. Ziegler ----------------------------------- Andrew A. Ziegler Principal Executive Officer Date: September 5, 2003 ----------------------------------- By: Lawrence A. Totsky ----------------------------------- Lawrence A. Totsky Principal Financial Officer Date: September 5, 2003 -----------------------------------