OMB APPROVAL OMB Number: 3235-0570 Expires: Nov. 30, 2005 Estimated average burden hours per response: 5.0 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 811-4854 The Oberweis Funds - -------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) 951 Ice Cream Drive, Suite 200, North Aurora, IL 60542 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) James D. Oberweis James A. Arpaia The Oberweis Funds Vedder, Price, Kaufman, & Kammholtz 951 Ice Cream Drive, Suite 200 222 North LaSalle Street, Suite 2600 North Aurora, IL 60542 Chicago, IL 60601 - -------------------------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: (800) 323-6166 ----------------------------- Date of fiscal year end: December 31 -------------------------------------------------------- Date of reporting period: December 31, 2002 ------------------------------------------------------- Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. SS. 3507. ITEM 1. REPORTS TO STOCKHOLDERS. The Annual Report to Stockholders Follows. PRESIDENT'S LETTER Dear Oberweis Funds Shareholder: 2002 was another tough year for stock market investors, registering the third consecutive year of losses for the U.S. stock market. All major indices lost ground in 2002, with the S&P 500, the NASDAQ Composite, and the Russell 2000 Growth Index losing 22.1%, 31.3%, and 30.3% respectively. To put this in perspective, the last time the S&P 500 lost money for three consecutive years was from 1939 to 1941. The drums of war were beating back then as well. Similar to the present, 1942 was a point of uncertainty for many investors. In retrospect, those who were able to overcome their fears and invest in equities profited handsomely in the years to come. We feel comfortable that the fundamentals of the economy, coupled with the end of the irrational valuations of three years ago, provide an opportunity for higher equity valuations this year. In our opinion, the fact that profitable small-cap stocks did not experience the run to excessive valuations in the late 1990's but have sold off the last three years, indicates that small-caps are likely to outperform the larger blue chip stocks in 2003 and for several years in the future. Although a challenging environment for the market overall in 2002, the year proved to be a favorable one, on a relative basis, for small-company stocks. Smaller companies again outperformed larger companies, with the smaller-company oriented Russell 2000 Index declining 20.48% during a period in which the S&P 500 Index declined 21.97%. The Oberweis Micro-Cap Portfolio and the Oberweis Emerging Growth Portfolio, which both focus on small company stocks, finished the year with negative returns, decreasing 17.35% and 24.24%, respectively. Five year returns are positive for both the Emerging Growth Portfolio and the Micro-Cap Portfolio compared to negative five year returns for both the Russell 2000 and the Russell 2000 Growth Indices. Mid-cap growth stocks trailed the market in 2002, with the Russell 2000 Mid-Cap Growth Index falling 27.41%. The Oberweis Mid-Cap Portfolio, which increased 112.72% in 1999, declined 32.69% last year. We continue to believe that we are in the middle of a multi-year period favoring small-cap stocks over large-caps. The average growth rate in both revenues and earnings for the companies included in all three portfolios was in excess of 50% at year-end. The average PE ratio based on this year's estimated earnings was 14.7 for the Micro-Cap Portfolio, 16.8 for the Emerging Growth Portfolio, and 18.2 for the Mid-Cap Portfolio. Each of these ratios compares favorably to the 24.6 PE for the Russell 2000 Growth Index and the 19 PE for the S&P 500. Smaller, growth-oriented companies have often traded with PEs higher than large companies, probably due to their ability to grow at a faster rate than large companies. The Micro-Cap Portfolio was selling at a PE to Growth rate of 0.5, the Emerging Growth Portfolio 0.6, and the Mid-Cap Portfolio of 0.7. The weighted average market cap in the Micro was $142 million, in the Emerging Growth $483 million, and in the Mid-Cap $2.253 billion. The median market caps are even smaller at $96 million, $371 million, and $1.533 billion. The average price-to-sales ratios for the three Portfolios are 0.9, 1.8, and 1.5, respectively. Average return on equity for the companies in the three portfolios was 9.7%, 13.7%, and 15.7%. We would like to sincerely thank you for investing with us in the Oberweis Funds. If you have any questions on your account, please contact your investment counselor or call shareholder services at (800) 245-7311. If you have questions about the fund's investment policies, please feel free to call our portfolio management team at (800) 323-6166. Sincerely, /s/ James D. Oberweis /s/ James W. Oberweis James D. Oberweis James W. Oberweis James D. Oberweis James W. Oberweis President Senior Vice President Portfolio Manager Portfolio Manager 1 THE OBERWEIS FUNDS MANAGEMENT DISCUSSION AND ANALYSIS The Oberweis Funds are positioned to take advantage of the long-term price appreciation that occurs when the market places an appropriately high value on fast growing, profitable companies. The market prices for such companies were hurt by the overall negative market environment, though the Micro-Cap Portfolio and the Emerging Growth Portfolio declined significantly less than the benchmark Russell 2000 Growth Index (-17.35% and -24.24% vs. -30.26% for the index) while the Mid-Cap Portfolio declined 32.69%. The Micro-Cap Portfolio particularly benefited from investments in Central European Distribution, J 2 Global, Lannett, Neoware, and SafeNet. The Emerging Growth Portfolio once again benefited from investments in Panera Bread Company and P.F. Chang's China Bistro, both of which were recognized in last year's commentary for their strong performance. Also contributing strong gains were Biosite, Central European Distribution and Royal Gold. The Mid-Cap Portfolio had gains in Chicos, Cognizant Technology, Expedia, SanDisk, and University of Phoenix Online. The Portfolio turnover rate for the Micro-Cap Portfolio was 81%. For both the Emerging Growth and Mid-Cap Portfolios it was a comparatively low 66%. The expense ratios for the three portfolios were 1.93% for Micro-Cap, 1.57% for Emerging Growth and 2.00% for Mid-Cap. The average commission rate paid by each portfolio for agency transactions (generally on the NYSE, Instinet, and Bloomberg Tradebook) was less than three cents per share traded. This rate compares quite favorably to most other mutual funds. Decimalization has further reduced spreads and thus transaction costs. 2 THE OBERWEIS FUNDS MANAGEMENT DISCUSSION AND ANALYSIS Average Annual Total Returns /(1)/ Periods ended 12/31/02 Since One Five Ten Inception Year Years Years 1/7/87 ---------------------------------------- OBEGX -24.24% +0.18% +5.48% +9.67% Russell 2000 -20.48% -1.36% +7.15% +8.05% Russell 2000 Growth -30.26% -6.59% +2.62% +5.23% Growth of an Assumed $10,000 Investment from January 7, 1987 to December 31, 2002 Oberweis Emerging Growth Portfolio(OBEGX) Russell 2000 Russell 2000 Growth 12/31/86 $10,000 $10,000 $10,000 12/31/87 $ 9,094 $ 8,535 $ 8,953 12/31/88 $ 9,612 $10,670 $10,776 12/31/89 $12,012 $12,406 $12,950 12/31/90 $12,062 $ 9,989 $10,695 12/31/91 $22,573 $14,589 $16,170 12/31/92 $25,653 $17,275 $17,426 12/31/93 $28,147 $20,536 $19,757 12/31/94 $27,157 $20,161 $19,276 12/31/95 $38,716 $25,897 $25,260 12/31/96 $47,413 $30,169 $28,105 12/31/97 $43,340 $36,916 $31,744 12/31/98 $42,009 $35,976 $32,134 12/31/99 $64,348 $43,623 $45,981 12/31/2000 $57,469 $42,305 $35,668 12/31/2001 $57,740 $43,357 $32,300 12/31/2002 $43,746 $34,500 $22,579 Average Annual Total Returns /(1)/ Periods ended 12/31/02 Since One Five Inception Year Years 1/1/96 --------------------------------- OBMCX -17.35% +3.26% +6.90% Russell 2000 -20.48% -1.36% +4.17% Russell 2000 Growth -30.26% -6.59% -1.59% Growth of an Assumed $10,000 Investment from January 1, 1996 to December 31, 2002 Oberweis Micro-Cap Russell 2000 Portfolio (OBMCX) Russell 2000 Growth 1/1/96 $10,000.42 $10,000.00 $ 9,999.75 12/31/96 $11,649.91 $12,280.00 $11,126.00 12/31/97 $14,255.19 $13,590.00 $12,566.28 12/31/98 $13,892.36 $14,180.00 $12,270.76 12/31/99 $16,845.33 $16,940.00 $18,202.44 12/31/2000 $16,336.43 $15,585.47 $14,119.76 12/31/2001 $16,742.57 $19,303.43 $12,816.75 12/31/2002 $13,313.09 $15,953.82 $ 8,938.16 Average Annual Total Returns /(1)/ Periods ended 12/31/02 Since One Five Inception Year Years 9/15/96 ------------------------------------ OBMDX -32.69% -0.74% +0.71% Russell Midcap Growth -27.41% -1.82% +2.70% Russell 2000 Growth -30.26% -6.59% -2.96% Growth of an Assumed $10,000 Investment from September 15, 1996 to December 31, 2002 Oberweis Mid-Cap Portfolio (OBMDX) Russell 2000 Growth Russell Midcap Growth 9/15/96 $10,000 $10,000 $10,000 12/31/96 $10,290 $10,299 $10,581 12/31/97 $10,846 $11,632 $12,966 12/31/98 $13,271 $11,775 $15,282 12/31/99 $28,230 $16,849 $23,121 12/31/2000 $24,548 $13,070 $20,404 12/31/2001 $15,529 $11,864 $16,292 12/31/2002 $10,453 $ 8,274 $11,828 /(1)/Performance is historical and does not represent future results. Investment returns and principal value vary, and you may have a gain or loss when you sell shares. Results include the reinvestment of all dividends and capital gains distributions. The Russell 2000 Growth Index measures the performance of those Russell 2000 companies with higher price-to-book ratios and higher forecasted earnings growth rates. The Russell 2000 Index measures the performance of 2000 companies with small-market capitalizations. The Russell Midcap Growth Index measures those Russell Midcap companies with higher price-to-book ratios and higher forecasted growth values. The Russell indices are unmanaged and are not available for investment. A sales load of 4% was charged on the Oberweis Emerging Growth Portfolio until December 31, 1991 and is not reflected in the total return figures or graph above. 3 OBERWEIS EMERGING GROWTH PORTFOLIO Portfolio of Investments December 31, 2002 (value in thousands) Shares Company (Closing Price) Value - ------------------------------------------------------------------- COMMON STOCKS - 102.6% Beverages - 2.4% 80,000 Central European Distribution Corp. @ 18.510 $ 1,481 --------- Chemicals - Specialty - 1.8% **70,000 Aceto Corp. @ 15.970 1,118 --------- Commercial Service / Healthcare - 1.8% 20,000 Pediatrix Medical Group, Inc. @ 40.060 801 52,000 TriZetto Group, Inc. @ 6.140 319 --------- 1,120 --------- Commercial Service - Misc. - 0.9% 20,000 StarTek, Inc. @ 27.600 552 --------- Commercial Service - Security - 1.3% *30,000 InVision Technologies, Inc. @ 26.360 791 --------- Commercial Service - Staffing - 1.4% 30,000 Cross Country, Inc. @ 13.950 419 33,750 Right Management Consultants, Inc. @ 13.250 447 --------- 866 --------- Computer - Graphics - 0.8% 40,000 Nassda Corp. @ 11.220 449 --------- Computer - Integrated Systems - 1.1% 100,000 Merge Technologies, Inc. @ 6.880 688 --------- Computer - Manufacturing - 2.5% 200,000 Cray, Inc. @ 7.670 1,534 --------- Computer - Networking - 0.8% 41,800 Echelon Corp. @ 11.210 468 --------- Computer - Peripheral Equipment - 2.9% 120,000 Neoware Systems, Inc. @ 14.910 1,789 --------- Computer - Services - 3.1% 17,000 MTC Technologies, Inc. @ 25.300 430 50,000 PEC Solutions, Inc. @ 29.900 1,495 --------- 1,925 --------- Computer Software - Desktop - 1.7% 200,000 ScanSoft, Inc. @ 5.200 1,040 --------- Computer Software - Enterprise - 4.0% 80,000 Altiris, Inc. @ 15.920 1,274 60,000 Verisity, Ltd. @ 19.060 1,143 --------- 2,417 --------- Computer Software - Finance - 1.1% 40,000 Intercept Group, Inc. @ 16.931 677 --------- Computer Software - Medical - 3.6% 130,500 eResearch Technology, Inc. @ 16.750 2,186 --------- Electronics - Components / Semiconductors - 4.5% 60,000 Artisan Components, Inc. @ 15.430 926 60,000 02Micro International, Ltd. @ 9.749 585 60,000 Virage Logic Corp. @ 10.030 602 45,000 Zoran Corp. @ 14.070 633 --------- 2,746 --------- Electronics - Military Systems - 1.6% 83,100 Sensytech, Inc. @ 12.020 999 --------- Electronics - Scientific Instruments - 1.2% 15,000 FLIR Systems, Inc. @ 48.800 732 --------- Internet - E Commerce - 1.6% 25,400 FTD.COM, Inc. @ 15.930 405 50,000 Neoforma Systems, Inc. @ 11.950 597 --------- 1,002 --------- Internet - ISP / Content - 4.5% 60,000 Alloy, Inc. @ 10.950 657 100,000 Netease.com, Inc. @ 11.450 1,145 60,000 United Online, Inc. @ 15.941 956 --------- 2,758 --------- Internet - Security - 3.6% 80,000 Digital River, Inc. @ 11.950 956 80,000 Secure Computing Corp. @ 6.410 513 *50,000 WebEx Communications, Inc. @ 15.000 750 --------- 2,219 --------- Internet Software - 1.0% 30,000 Websense, Inc. @ 21.361 641 --------- Leisure - Gaming / Equipment - 0.9% *20,000 Multimedia Games, Inc. @ 27.460 549 --------- Leisure - Photo Equipment - 1.3% 130,000 Lexar Media, Inc. @ 6.270 815 --------- Leisure - Services - 1.0% 55,900 Idine Rewards Network, Inc. @ 10.620 594 --------- Medical / Dental Services - 3.9% 30,000 aaiPharma, Inc. @ 14.020 420 30,000 American Healthways, Inc. @ 17.500 525 15,000 ICON Plc. @ 26.910 404 30,000 LabOne, Inc. @ 17.720 532 40,000 SFBC International, Inc. @ 12.980 519 --------- 2,400 --------- See notes to Portfolio of Investments. 4 OBERWEIS EMERGING GROWTH PORTFOLIO Portfolio of Investments (cont'd.) Shares Company (Closing Price) Value - -------------------------------------------------------------------------------- Medical / Ethical Drugs - 3.5% 40,000 Axcan Pharma, Inc. @ 11.770 $ 471 100,000 Bradley Pharmaceuticals, Inc. @ 13.030 1,303 15,000 CIMA Labs, Inc. @ 24.191 363 ----------- 2,137 ----------- Medical / Generic Drugs - 9.4% 150,000 Able Laboratories, Inc. @ 11.600 1,740 70,000 American Pharmaceutical Partners, Inc. @ 17.800 1,246 50,000 Eon Labs, Inc. @ 18.910 946 4,300 Hi-Tech Pharmacal Company @ 25.650 110 60,000 SICOR, Inc. @ 15.850 951 20,000 Taro Pharmaceutical Industries Ltd. @ 37.600 752 ----------- 5,745 ----------- Medical - Health Maintenance - 1.6% 30,000 Centene Corp. @ 33.590 1,008 ----------- Medical - Nursing Homes / Outpatient Care - 3.9% 50,000 Dynacq International, Inc. @ 14.368 718 20,000 Odyssey Healthcare, Inc. @ 34.700 694 40,000 Sunrise Assisted Living, Inc. @ 24.890 996 ----------- 2,408 ----------- Medical - Products - 2.2% *30,000 Biosite, Inc. @ 34.020 1,021 30,000 Closure Medical Corp. @ 10.480 314 ----------- 1,335 ----------- Metal Ores - Gold / Silver - 1.2% *30,000** Royal Gold, Inc. @ 24.921 748 ----------- Pollution Control - Services - 1.3% 20,000 Waste Connections, Inc. @ 38.610 772 ----------- Restaurants - 7.3% *26,500 P.F. Chang's China Bistro @ 36.300 962 100,000 Panera Bread Company @ 34.810 3,481 ----------- 4,443 ----------- Retail - Apparel - 6.8% 220,000 Chico's FAS, Inc. @ 18.910 4,160 ----------- Retail - Consumer Electronics - 0.5% 20,000 Electronics Boutique Holdings @ 15.810 316 ----------- Retail / Wholesale - Building - 0.6% 10,000 Tractor Supply Company @ 37.600 376 ----------- Retail / Wholesale - Computers - 2.9% 35,600 Scansource, Inc. @ 49.300 1,755 ----------- Telecommunications - Cellular - 1.6% *30,000 Vimpel Communications @ 32.010 960 ----------- Telecommunications - Equipment - 1.4% 60,000 Ectel Ltd. @ 8.000 480 25,000 Wavecom SA @ 14.150 354 ----------- 834 ----------- Telecommunications - Services - 2.1% 33,000 Intrado, Inc. @ 9.929 328 **20,000 Shenandoah Telecommunications Company @ 48.920 978 ----------- 1,306 ----------- Total Common Stocks (Cost: $55,532,000) $ 62,859 ----------- Total Investments - 102.6% (Cost : $55,532,000) $ 62,859 ----------- Contracts Value - -------------------------------------------------------------------------------- COVERED CALL OPTIONS - (0.0%) 200 Biosite, Inc., January 2003 $40 $ - 100 InVision Technology, Inc., January 2003 $60 - 40 Multimedia Games, Inc., January 2003 $35 - 65 PF Chang's China Bistro, Inc., January 2003 $45 - 20 Royal Gold, Inc., January 2003 $25 (2) 100 Vimpel Communication, January 2003 $40 - 100 Vimpel Communication, January 2003 $35 (3) 100 Webex Communications, Inc., January 2003 $25 - ----------- Total Covered Call Options (Premiums received : $48,000) (5) Other Liabilities less Assets - (2.6%) (1,562) ----------- NET ASSETS - 100% $ 61,292 =========== Notes to Portfolio of Investments * All or a portion of these stocks were segregated as collateral on the Fund's books and records at December 31, 2002 to cover call options written. The aggregate market value was $2,130,000. ** Income producing security during the year ended December 31, 2002. Securities not indicated as income producing did not pay dividends for the year ended December 31, 2002. Based on the cost of investments of $55,532,000 for federal income tax purposes at December 31, 2002, the aggregate gross unrealized appreciation was $15,033,000, the aggregate gross unrealized depreciation was $7,663,000 and the net unrealized appreciation of investments, and covered call options written was $7,370,000. 5 OBERWEIS MICRO-CAP PORTFOLIO Portfolio of Investments December 31, 2002 (value in thousands) Shares Company (Closing Price) Value - -------------------------------------------------------------------------------- COMMON STOCKS - 98.8% Aerospace / Defense Equipment - 1.8% 11,800 Aero Systems Engineering, Inc. @ 5.100 $ 60 25,000 Aviall, Inc. @ 8.050 201 30,000 CPI Aerostructures, Inc. @ 4.400 132 ----------- 393 ----------- Agricultural - Operations - 1.1% 80,000 Stake Technology, Ltd. @ 3.150 252 ----------- Banks - Midwest - 1.0% **6,000 PrivateBancorp, Inc. @ 37.850 227 ----------- Banks - Southeast- 0.8% 20,000 Florida Banks, Inc. @ 8.750 175 ----------- Beverages - 3.6% 43,000 Central European Distribution Corp. @ 18.510 796 ----------- Chemicals - Specialty - 4.3% **40,000 Aceto Corp. @ 15.970 639 **13,000 Balchem Corp. @ 24.300 316 ----------- 955 ----------- Commercial Services - Advertising - 1.1% 18,500 Equity Marketing, Inc. @ 13.370 247 ----------- Commercial Services - Security - 0.7% 50,000 DHB Industries, Inc. @ 1.660 83 17,000 Taser International, Inc. @ 4.040 69 ----------- 152 ----------- Computer - Graphics - 0.7% 30,000 Sonic Solutions @ 5.000 150 ----------- Computer - Integrated Systems - 1.3% 40,000 Merge Technologies, Inc. @ 6.880 275 ----------- Computer - Peripheral Equipment - 5.4% *80,000 Neoware Systems, Inc. @ 14.910 1,193 ----------- Computer Software - Enterprise - 5.2% 35,000 Firstwave Technologies, Inc. @ 15.920 557 60,000 On Technology Corp. @ 3.850 231 25,000 PDF Solutions, Inc. @ 6.930 174 20,000 Retalix Ltd. @ 9.010 180 ----------- 1,142 ----------- Computer Software - Medical - 4.8% 70,000 Netsmart Technologies, Inc. @ 4.669 327 80,000 Vital Images, Inc. @ 8.970 717 ----------- 1,044 ----------- Consumer Products - Misc. - 0.7% 23,810 CTI Industries Corp. @ 6.260 149 ----------- Cosmetics / Personal Care - 0.8% 60,000 Innovative Companies, Inc. @ 0.770 46 30,000 Natural Alternatives International, Inc. @ 3.985 120 ----------- 166 ----------- Electrical - Misc. Components - 0.0% **1,800 Water Instruments, Inc. @ 4.499 8 ----------- Electronics - Semiconductors / Components - 1.9% *30,000 OmniVision Technologies, Inc. @ 13.570 407 ----------- Finance - Mortgage - 0.6% **20,000 Vestin Group, Inc. @ 6.910 138 ----------- Household - Appliances - 1.0% 20,000 Middleby Corp. @ 10.600 212 ----------- Household - Audio / Video - 0.8% 20,000 The Singing Machine Company, Inc. @ 9.000 180 ----------- Insurance - Health - 1.5% 80,000 HealthExtras, Inc. @ 4.050 324 ----------- Internet - Content - 5.6% 60,000 eUniverse, Inc. @ 5.680 341 30,000 FindWhat.com @ 7.990 240 100,000 Sohu.com, Inc. @ 6.400 640 ----------- 1,221 ----------- Internet - E Commerce - 2.3% 120,000 E-LOAN, Inc. @ 1.849 222 30,000 NetBank, Inc. @ 9.680 290 ----------- 512 ----------- Internet - ISP - 6.1% 70,000 j2 Global Communications, Inc. @ 19.040 1,333 ----------- Internet - Security / Solutions - 4.5% 60,000 CyberGuard Corp. @ 5.790 347 25,000 SafeNet, Inc. @ 25.350 634 ----------- 981 ----------- Leisure - Services - 0.5% 20,000 Precis, Inc. @ 5.521 110 ----------- See notes to Portfolio of Investments. 6 OBERWEIS MICRO-CAP PORTFOLIO Portfolio of Investments (cont'd.) Shares Company (Closing Price) Value - -------------------------------------------------------------------------------- Medical / Dental Services - 4.7% 50,000 Covalent Group, Inc. @ 2.960 $ 148 30,000 Kendle International, Inc. @ 8.801 264 50,000 National Medical Health Card Systems, Inc. @ 8.670 433 40,000 Women First HealthCare, Inc. @ 4.561 182 ----------- 1,027 ----------- Medical / Dental Supplies - 2.4% 15,000 Advanced Neuromodulation Systems, Inc. @ 35.100 526 ----------- Medical / Ethical Drugs - 5.7% 70,000 Bradley Pharmaceuticals, Inc. @ 13.030 912 80,000 Flamel Technologies S.A. @ 4.350 348 ----------- 1,260 ----------- Medical / Generic Drugs - 5.4% 60,000 Able Laboratories, Inc. @ 11.600 696 30,000 Lannett Company, Inc. @ 16.380 491 ----------- 1,187 ----------- Medical - Instruments - 2.5% 40,000 Biolase Technology, Inc. @ 5.490 220 40,000 HealthTronics Surgical Services, Inc. @ 8.011 320 ----------- 540 ----------- Medical - Labs & Testing Services - 0.4% 35,300 Bio-Imaging Technologies, Inc. @ 2.200 78 ----------- Medical - Outpatient / Home Care - 1.8% 50,000 Allied Healthcare International, Inc @ 4.390 219 10,000 Curative Health Services, Inc. @ 17.250 173 ----------- 392 ----------- Medical - Products - 6.4% 100,000 American Bio Medica Corp. @ 1.211 121 30,000 Inverness Medical Innovation, Inc. @ 13.150 395 30,000 Possis Medical, Inc. @ 18.000 540 40,000 Synovis Life Technologies, Inc. @ 8.990 360 ----------- 1,416 ----------- Medical - Systems / Equipment - 0.6% 10,000 Cantel Medical Corp. @ 12.660 127 ----------- Oil & Gas - U.S. Exploration & Production - 0.8% 60,000 The Exploration Company of Delaware, Inc. @ 2.980 179 ----------- Pollution Control - Equipment - 1.0% 26,000 Gundle/SLT Environmental, Inc. @ 8.840 230 ----------- Restaurants - 1.1% 30,000 Total Entertainment Restaurant Corp. @ 8.450 254 ----------- Retail - Drug Stores - 0.0% 4,800 Nyer Medical Group, Inc. @ 1.250 6 ----------- Retail - Mail Order & Direct - 0.7% **26,000 Collegiate Pacific, Inc. @ 5.800 151 ----------- Retail - Misc.- 1.4% 30,000 Gaiam, Inc. @ 10.370 311 ----------- Retail / Wholesale - Computer / Cell - 1.8% 30,000 GTSI Corp. @ 13.450 404 ----------- Retail / Wholesale Jewelry - 1.2% 50,000 Charles & Colvard, Ltd. @ 5.400 270 ----------- Shoes & Related Apparel - 0.2% 14,200 Jaclyn, Inc. @ 2.990 42 ----------- Telecommunications - Equipment - 1.4% 50,000 Micronetics, Inc. @ 3.250 162 120,000 Verilink Corp. @ 1.200 144 ----------- 306 ----------- Telecommunications - Services - 1.2% 19,100 C2, Inc. @ 13.730 262 ----------- Total Common Stocks (Cost: $17,845,000) $ 21,710 ----------- Total Investments - 98.8% (Cost: $17,845,000) $ 21,710 ----------- See notes to Portfolio of Investments. 7 OBERWEIS MICRO-CAP PORTFOLIO Portfolio of Investments (cont'd.) Contracts Value - -------------------------------------------------------------------------------- COVERED CALL OPTIONS - (0.0%) 30 Neoware Systems, Inc., January 2003 $25 $ -- 40 Neoware Systems, Inc., March 2003 $25 -- 200 OmniVision Technologies,Inc., January 2003 $20 -- ---------- Total Covered Call Options (Premiums received: $17,000) -- Other Assets less Liabilities - 1.2% 268 ---------- NET ASSETS - 100% $ 21,978 ========== Notes to Portfolio of Investments * All or a portion of these stocks were segregated as collateral on the Fund's books and records at December 31, 2002 to cover call options written. The aggregate market value was $376,000. ** Income producing security during the year ended December 31, 2002. Securities not indicated as income producing did not pay dividends for the year ended December 31, 2002. Based on the cost of investments of $17,845,000 for federal income tax purposes at December 31, 2002, the aggregate gross unrealized appreciation was $6,115,000, the aggregate gross unrealized depreciation was $2,233,000 and the net unrealized appreciation of investments, and covered call options written was $3,882,000. 8 OBERWEIS MID-CAP PORTFOLIO Portfolio of Investments December 31, 2002 (value in thousands) Shares Company (Closing Price) Value - ------------------------------------------------------------------------------ COMMON STOCKS - 100.3% Aerospace - Defense Equipment - 4.3% 3,000 Alliant Techsystems, Inc. @ 62.350 $ 187 ----------- Building - Mobile / Manufacturing & RV - 0.9% **1,200 Thor Industries, Inc. @ 34.430 41 ----------- Commercial Services - Misc. - 2.0% 4,500 Copart, Inc. @ 11.840 53 4,000 PRG-Schultz International, Inc. @ 8.900 36 ----------- 89 ----------- Commercial Services - Schools - 2.7% 3,000 Career Education Corp. @ 40.000 120 ----------- Computer - Graphics - 2.1% 2,000 Synopsys, Inc. @ 46.150 92 ----------- Computer - Memory Devices - 2.0% 4,000 Advanced PCS @ 22.210 89 ----------- Computer - Networking - 0.6% 6,000 Brocade Communication Systems, Inc. @ 4.140 25 ----------- Computer Services - 8.4% 2,000 Affiliated Computer Services, Inc. @ 52.650 105 2,000 Cognizant Technology Solutions Corp. @ 72.230 145 5,000 SunGard Data Systems, Inc. @ 23.560 118 ----------- 368 ----------- Computer Software - Enterprise - 1.4% 5,000 NetIQ Corp. @ 12.350 62 ----------- Electronics - Components / Semiconductors - 8.4% 1,000 Cabot Microelectronics Corp. @ 47.200 47 2,500 Integrated Circuit Systems, Inc. @ 18.250 46 4,000 Marvell Technology Group, Ltd. @ 18.860 75 5,000 RF Micro Devices, Inc. @ 7.330 37 *8,000 Sandisk Corp. @ 20.300 162 ----------- 367 ----------- Electronics - Military Systems - 4.1% 4,000 L-3 Communications Holdings, Inc. @ 44.910 180 ----------- Finance - Savings & Loan - 0.4% **1,000 W Holding Company, Inc. @ 16.410 16 ----------- Financial Services - Misc. - 1.3% **2,000 Investors Financial Services Corp. @ 27.390 55 ----------- Insurance - Brokers - 2.2% **3,000 Brown & Brown, Inc. @ 32.320 97 ----------- Internet - E Commerce - 6.0% 2,666 University of Phoenix Online @ 35.840 96 2,500 Expedia, Inc. @ 66.930 167 ----------- 263 ----------- Internet - Security / Solutions - 3.4% 5,000 NetScreen Technologies, Inc. @ 16.840 84 4,050 Network Associates, Inc. @ 16.090 65 ----------- 149 ----------- Leisure - Products - 1.5% 5,000 Nautilus Group, Inc. @ 13.360 67 ----------- Leisure - Toys / Games - 1.1% 2,000 Leapfrog Enterprises, Inc. @ 25.150 50 ----------- Medical - Biomed / Genetics - 2.1% 1,200 Cephalon, Inc. @ 48.668 58 2,000 Enzon Pharmaceutical, Inc. @ 16.720 34 ----------- 92 ----------- Medical - Dental Services - 9.1% 2,250 Accredo Health, Inc. @ 35.250 79 10,000 Caremark Rx, Inc. @ 16.250 163 **1,000 Dentsply International, Inc. @ 37.200 37 4,000 Pharmaceutical Product Development, Inc. @ 29.270 117 ----------- 396 ----------- Medical - Generic Drugs - 11.3% 4,000 American Pharmaceutical Partners, Inc. @ 17.800 71 2,000 Barr Laboratories, Inc. @ 65.090 130 6,000 Biovail Corp @ 26.410 159 3,000 Eon Labs, Inc. @ 18.910 57 2,000 Taro Pharmaceutical Industries, Ltd. @ 37.600 75 ----------- 492 ----------- Medical - Products - 2.5% 2,000 Charles River Labs International, Inc. @ 38.480 77 1,000 ResMed, Inc. @ 30.570 31 ----------- 108 ----------- Medical - Systems / Equipment - 2.2% 3,900 CTI Molecular Imaging @ 24.660 96 ----------- Metal Fabrication - 1.9% 5,000 Shaw Group, Inc. @ 16.450 82 ----------- See notes to Portfolio of Investments. 9 OBERWEIS MID-CAP PORTFOLIO Portfolio of Investments (cont'd.) Shares Company (Closing Price) Value - -------------------------------------------------------------------- Oil & Gas - U.S. Exploration & Production - 1.7% 2,000 Pogo Producing Company @ 37.250 $ 74 --------- Retail - Apparel / Shoe - 6.6% 3,000 Aeropostale, Inc. @ 10.570 32 10,000 Chico's FAS, Inc. @ 18.910 189 2,000 Coach, Inc. @ 32.920 66 --------- 287 --------- Retail - Restaurants - 1.8% 4,000 Sonic Corp. @ 20.490 82 --------- Retail - Wholesale / Food - 1.6% 2,000 Performance Food Group Company @ 33.860 68 --------- Telecommunications - Cellular - 4.4% 6,000 Vimpel Communications @ 32.010 192 --------- Telecommunications - Equipment - 2.3% 5,000 UTStarcom, Inc. @ 19.830 99 --------- Total Common Stocks (Cost: $4,750,000) $ 4,385 --------- WARRANTS - 0.4% Internet - E Commerce - 0.4% 480 Expedia, Inc. Expiration 2/4/2009 @ 35.820 $ 17 --------- Total Warrants (Cost: $9,000) 17 --------- Total Investments - 100.6% (Cost: $4,759,000) $ 4,402 --------- Contracts Value - -------------------------------------------------------------------- COVERED CALL OPTIONS -(0.0%) 80 Sandisk Corp., January 2003 $35 $ -- --------- Total Covered Call Options (Premiums received: $5,000) -- Other Liabilities less Assets - (0.7%) (32) --------- NET ASSETS - 100% $ 4,370 ========= Notes to Portfolio of Investments * All or a portion of these stocks were segregated as collateral on the Fund's books and records at December 31, 2002 to cover call options written. The aggregate market value was $162,000. ** Income producing security during the year ended December 31, 2002. Securities not indicated as income producing did not pay dividends for the year ended December 31, 2002. Based on the cost of investments of $4,759,000 for federal income tax purposes at December 31, 2002, the aggregate gross unrealized appreciation was $592,000, the aggregate gross unrealized depreciation was $944,000 and the net unrealized depreciation of investments was $352,000. 10 THE OBERWEIS FUNDS Statement of Assets and Liabilities December 31, 2002 (in thousands, except pricing of shares) Emerging Growth Micro-Cap Mid-Cap Portfolio Portfolio Portfolio - -------------------------------------------------------------------------------------------------------------------- Assets: Investment securities at value $ 62,859 $ 21,710 $ 4,402 (Cost: $55,532, $17,845 and $4,759, respectively) Cash - 97 - Receivable from securities sold 501 198 - Dividends and interest receivable 9 9 - Prepaid expenses 27 15 10 -------- -------- -------- Total Assets 63,396 22,029 4,412 -------- -------- -------- Liabilities: Payable to custodian bank 703 - 33 Options written at value (Premiums received: $48, $17 and $5, respectively) 5 - - Payable for fund shares redeemed 1,037 - - Payable for securities purchased 261 - - Payable to advisor 46 19 3 Payable to distributor 14 5 1 Accrued expenses 38 27 5 -------- -------- -------- Total Liabilities 2,104 51 42 -------- -------- -------- Net Assets $ 61,292 $ 21,978 $ 4,370 -------- -------- -------- Analysis of net assets: Aggregate paid in capital $ 62,965 $ 18,684 $ 8,025 Accumulated net realized loss on investments (9,043) (588) (3,303) Net unrealized appreciation (depreciation) of investments 7,370 3,882 (352) -------- -------- -------- Net Assets $ 61,292 $ 21,978 $ 4,370 ======== ======== ======== The Pricing of Shares: Net asset value and offering price per share Emerging Growth Portfolio: ($61,291,962 divided by 3,799,529 shares outstanding) $ 16.13 ======== Micro-Cap Portfolio: ($21,977,933 divided by 1,586,099 shares outstanding) $ 13.86 ======== Mid-Cap Portfolio: ($4,369,753 divided by 599,480 shares outstanding) $ 7.29 ======== See accompanying notes to financial statements. 11 THE OBERWEIS FUNDS Statement of Operations Year Ended December 31, 2002 (in thousands) Emerging Growth Micro-Cap Mid-Cap Portfolio Portfolio Portfolio - ------------------------------------------------------------------------------------------------------------------- Investment Income: Interest $ 7 $ 12 $ -- Dividends 36 55 5 ---------- --------- --------- Total Investment Income 43 67 5 ---------- --------- --------- Expenses: Investment advisory fees 275 147 21 Management fees 250 98 21 Distribution fees 156 61 13 Transfer agent fees and expenses 112 59 28 Professional fees 61 31 6 Custodian fees and expenses 51 42 26 Federal and state registration fees 25 20 17 Shareholder reports 23 5 4 Trustees' fees 11 3 1 Insurance 10 3 1 Miscellaneous 3 2 -- ---------- --------- --------- Total Expenses 977 471 138 ---------- --------- --------- Net Investment Loss Before Expense Reimbursement (934) (404) (133) Expense Reimbursement and Earnings Credits 7 5 34 ---------- --------- --------- Net Investment Loss (927) (399) (99) Net Realized and Unrealized Gain (Loss) on Investments: Net realized gain (loss) on investments (875) 1,745 (993) Net realized gain from covered call options written 414 83 8 ---------- --------- --------- Total net realized gain (loss) (461) 1,828 (985) Decrease in net unrealized appreciation (depreciation) of investments (17,586) (6,781) (1,108) ---------- --------- --------- Net realized and unrealized loss on investments (18,047) (4,953) (2,093) ---------- --------- --------- Net decrease in net assets resulting from operations $ (18,974) $ (5,352) $ (2,192) ========== ========= ========= See accompanying notes to financial statements. 12 THE OBERWEIS FUNDS Statements of Changes in Net Assets (in thousands) Emerging Growth Portfolio ------------------------------ Years ended December 31, 2002 2001 ------------------------------ From Operations: Net investment loss $ (927) $ (1,193) Net realized loss on investments (461) (8,576) Increase (decrease) in net unrealized appreciation of investments (17,586) 9,511 ---------- ---------- Net decrease in net assets resulting from operations (18,974) (258) ---------- ---------- From Capital Share Transactions: Net proceeds from sale of shares 33,257 31,810 Redemption of shares (32,005) (36,181) ---------- ---------- Net increase (decrease) from capital share transactions 1,252 (4,371) ---------- ---------- Total decrease in net assets (17,722) (4,629) ---------- ---------- Net Assets: Beginning of year 79,014 83,643 ---------- ---------- End of year $ 61,292 $ 79,014 ========== ========== Transactions in Shares: Shares sold 1,918 1,488 Less shares redeemed (1,830) (1,724) ---------- ---------- Net increase (decrease) from capital share transactions 88 (236) ========== ========== See accompanying notes to financial statements. 13 THE OBERWEIS FUNDS Statements of Changes in Net Assets (in thousands) Micro-Cap Portfolio ---------------------------- Years ended December 31, 2002 2001 ---------------------------- From Operations: Net investment loss $ (399) $ (426) Net realized gain (loss) on investments 1,828 (1,801) Increase (decrease) in net unrealized appreciation of investments (6,781) 8,492 ---------- ---------- Net increase (decrease) in net assets resulting from operations (5,352) 6,265 ---------- ---------- From Capital Share Transactions: Net proceeds from sale of shares 25,626 54,301 Redemption of shares (46,113) (33,240) ---------- ---------- Net increase (decrease) from capital share transactions (20,487) 21,061 ---------- ---------- Total increase (decrease) in net assets (25,839) 27,326 Net Assets: Beginning of year 47,817 20,491 ---------- ---------- End of year $ 21,978 $ 47,817 ========== ========== Transactions in Shares: Shares sold 1,766 3,538 Less shares redeemed (3,032) (2,199) ---------- ---------- Net increase (decrease) from capital share transactions (1,266) 1,339 ========== ========== See accompanying notes to financial statements. 14 THE OBERWEIS FUNDS Statements of Changes in Net Assets (in thousands) Micro-Cap Portfolio ---------------------------- Years ended December 31, 2002 2001 ---------------------------- From Operations: Net investment loss $ (99) $ (147) Net realized loss on investments (985) (2,234) Decrease in net unrealized appreciation (depreciation) of investments (1,108) (2,169) ---------- ---------- Net decrease in net assets resulting from operations (2,192) (4,550) ---------- ---------- From Capital Share Transactions: Net proceeds from sale of shares 759 3,315 Redemption of shares (646) (4,624) ---------- ---------- Net increase (decrease) from capital share transactions 113 (1,309) ---------- ---------- Total decrease in net assets (2,079) (5,859) Net Assets: Beginning of year 6,449 12,308 ---------- ---------- End of year $ 4,370 $ 6,449 ========== ========== Transactions in Shares: Shares sold 84 235 Less shares redeemed (80) (358) ---------- ---------- Net increase (decrease) from capital share transactions 4 (123) ========== ========== See accompanying notes to financial statements. 15 THE OBERWEIS FUNDS Notes to Financial Statements December 31, 2002 1. Significant Accounting Policies Description of business. The Oberweis Funds (the "Trust") is registered under the Investment Company Act of 1940 as a diversified open-end management investment company. The Trust is authorized to operate numerous portfolios under various trading strategies. The Trust consists of three portfolios: the Oberweis Emerging Growth Portfolio, the Oberweis Micro-Cap Portfolio, and the Oberweis Mid-Cap Portfolio (collectively, the Funds). Investment valuation. Investments in securities are stated at value as of the close of the regular trading session on the New York Stock Exchange (generally 3 p.m., Central Standard Time). Each listed and unlisted security for which last sale information is regularly reported is valued at the last reported sales price on that day. If there has been no sale on such day, then such security is valued at the current day's bid price. Any unlisted security for which last sale information is not regularly reported and any listed debt security which has an inactive listed market for which over-the-counter market quotations are readily available is valued at the closing bid price determined on the basis of reasonable inquiry. Options are valued at the last reported bid price on the primary exchange as of the close of the regular trading session of the Chicago Board Options Exchange (CBOE). Restricted securities and any other securities or other assets for which market quotations are not readily available are valued by appraisal at their fair value as determined in good faith under procedures established by and under the general supervision and responsibility of the Board of Trustees. Short-term debt obligations, commercial paper and repurchase agreements are valued on the basis of quoted yields for securities of comparable maturity, quality and type or on the basis of amortized costs. Fund share valuation. Fund shares are sold and redeemed on a continuous basis at net asset value. On each day the New York Stock Exchange is open for trading, the net asset value per share is determined as of the later of the close of the New York Stock Exchange or the CBOE by dividing the total value of each Fund's investments and other assets, less liabilities, by the number of each Fund's shares outstanding. Investment transactions and investment income. Investment transactions are accounted for on the trade date (date the order to buy or sell is executed). Dividend income is recorded on the ex-dividend date, and interest income is recorded on the accrual basis and includes amortization of premium and discount. Realized gains and losses from investment transactions are reported on an identified cost basis. Gains and losses on premiums from expired options are recognized on the date of expiration. Federal income taxes and dividends to shareholders. The Funds have complied with the special provisions of the Internal Revenue Code available to investment companies and therefore no federal income tax provision is required. Dividends payable to its shareholders are recorded by each Fund on the ex-dividend date. Dividends are determined in accordance with income tax principles which may treat certain transactions differently from generally accepted accounting principles. These "book/tax" differences are either considered temporary or permanent in nature. To the extent these differences are considered permanent in nature, such amounts are reclassified within the composition of net assets based on their federal tax basis treatment; temporary differences do not require a reclassification. As of December 31, 2002, the Emerging Growth, Micro-Cap, and Mid-Cap Portfolios had federal income tax capital loss carryforwards of $6,668,291, $280,897 and $2,042,858, respectively, expiring in 2009 and $1,086,764, expiring in 2010 for the Mid-Cap Portfolio. The difference between the book basis and tax basis of accumulated net realized loss on investments is attributable to $2,374,709, $306,952 and $173,823 of post October 2002 capital losses from the Emerging Growth, Micro-Cap, and Mid-Cap Portfolios, respectively. The Emerging Growth Portfolio, Micro-Cap Portfolio and Mid-Cap Portfolio made no tax based distributions and had no undistributed tax ordinary income as of December 31, 2002. Use of estimates. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimates. 2. Transactions with affiliates The Funds have written agreements with Oberweis Asset Management, Inc. ("OAM") as the Funds' investment adviser and manager. Oberweis Securities, Inc. ("Oberweis Securities"), is an affiliate of OAM, the Funds' principal distributor. 16 Investment advisory agreement. For investment advisory services, the Emerging Growth Portfolio paid monthly investment advisory fees at an annual rate equal to .45% of the first $50,000,000 of average daily net assets and .40% of average daily net assets in excess of $50 million. The Micro-Cap Portfolio paid monthly investment advisory fees at an annual rate equal to .60% of average daily net assets. The Mid-Cap Portfolio paid monthly investment advisory fees at an annual rate equal to .40% of average daily net assets. For the year ended December 31, 2002, the Emerging Growth Portfolio, Micro-Cap Portfolio, and Mid-Cap Portfolio incurred investment advisory fees totaling $275,000, $147,000, and $21,000, respectively. Management agreement. For management services and facilities furnished, the Emerging Growth Portfolio, Micro-Cap Portfolio, and Mid-Cap Portfolio each paid a monthly fee at an annual rate equal to .40% of average daily net assets. For the year ended December 31, 2002, the Emerging Growth Portfolio, Micro-Cap Portfolio, and Mid-Cap Portfolio incurred management fees totaling $250,000, $98,000 and $21,000, respectively. Expense reimbursement. OAM is contractually obligated to reduce its management fees or reimburse the Funds to the extent that total ordinary operating expenses, as defined, exceed in any one year the following amounts expressed as a percentage of each Fund's average daily net assets: 2% of the first $25,000,000; plus 1.8% of the next $25,000,000; plus 1.6% of average daily net assets in excess of $50,000,000. OAM reimbursed the Mid-Cap Portfolio $33,000 for the year ended December 31, 2002. Officers and trustees. Certain officers or trustees of the Funds are also officers or directors of OAM and Oberweis Securities. During the year ended December 31, 2002, the Funds made no direct payments to its officers and paid $15,000 to its unaffiliated trustees. Distribution and shareholder service expense. The Funds have a distribution and shareholder services agreement with Oberweis Securities. For services under the distribution and shareholder servicing agreement, the Funds pay Oberweis Securities a fee at the annual rate of .25% of the average daily net assets for compensation of services. For the year ended December 31, 2002, the Emerging Growth Portfolio, Micro-Cap Portfolio and Mid-Cap Portfolio incurred distribution fees totaling $156,000, $61,000 and $13,000, respectively. Commissions. The Funds pay Oberweis Securities for executing some of each Fund's agency security transactions at competitive rates, typically $.03 per share. For the year ended December 31, 2002, the Emerging Growth Portfolio, Micro-Cap Portfolio and Mid-Cap Portfolio paid commissions of $10,000, $4,000 and $1,000, respectively to Oberweis Securities. 3. Investment transactions The cost of securities purchased and proceeds from securities sold during the year ended December 31, 2002, other than options written and money market investments, aggregated $48,650,000 and $42,060,000, respectively, for the Emerging Growth Portfolio, $20,135,000 and $32,921,000, respectively, for the Micro-Cap Portfolio, and $3,410,000 and $3,536,000, respectively, for the Mid-Cap Portfolio. Transactions in options written for the year ended December 31, 2002 were as follows: Emerging Growth Micro-Cap Mid-Cap Portfolio Portfolio Portfolio ----------------------- ----------------------- ----------------------- Number Number Number of Premiums of Premiums of Premiums Contracts Received Contracts Received Contracts Received ----------------------- ----------------------- ----------------------- Options outstanding at beginning of year 1,890 $ 203,000 225 $ 26,000 -- $ -- Options written 4,074 291,000 1,210 88,000 168 13,000 Options expired (4,234) (348,000) (845) (69,000) (88) (8,000) Options closed (170) (26,000) (220) (20,000) -- -- Options assigned (835) (72,000) (100) (8,000) -- -- ----------------------- ----------------------- ----------------------- Options outstanding at end of year 725 $ 48,000 270 $ 17,000 80 $ 5,000 The premiums received provide a partial hedge (protection) against declining prices and enables each Fund to generate a higher return during periods when OAM does not expect the underlying security to make any major price moves in the near future but still deems the underlying security to be, over the long term, an attractive investment for each Fund. The Funds write covered call options for which premiums received are recorded as liabilities and are subsequently adjusted to the current value of the options written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options, which are either exercised or closed, are offset against the proceeds received or amount paid on the transaction to determine realized gains or losses. 17 4. Redemption fee A .25% redemption fee is charged on redemptions from the Micro-Cap and Mid-Cap Portfolios. The redemption fee is retained by the Funds and is intended to reimburse the Funds for the expense they incur in connection with shareholder redemptions. Redemption fees received by the Micro-Cap and Mid-Cap Portfolios were $118,000 and $2,000, respectively, for the year ended December 31, 2002, and were recorded as a reduction of the cost of shares redeemed in the statements of changes in net assets. 5. Earnings credits and interest charges The Trust, as part of the agreement with the Custodian, receives credits against its custodian fees on its uninvested cash balances and is allowed to borrow for temporary purposes. Borrowings are not to exceed 5% of the value of each Funds total assets at the time of any such borrowing. Interest on amounts borrowed is calculated at the prime rate and is payable monthly. During the year ended December 31, 2002, the Emerging Growth Portfolio, Micro-Cap Portfolio and the Mid-Cap Portfolio received credits of $7,000, $5,000 and $1,000, respectively. During the year ended December 31, 2002, the Emerging Growth Portfolio, Micro-Cap Portfolio and the Mid-Cap Portfolio incurred interest charges of $4,000, $6,000 and $0, respectively, which is included in custodian fees and expenses in the statement of operations. 18 FINANCIAL HIGHLIGHTS Per share income and capital changes for a share outstanding throughout each year is as follows: Emerging Growth Portfolio Years ended December 31, ------------------------------------------------------- 2002 2001 2000 1999 1998 ------------------------------------------------------- Net asset value at beginning of year $ 21.29 $ 21.19 $ 36.15 $ 23.60 $ 25.71 Income (loss) from investment operations: Net investment loss /(a)/ (.26) (.31) (.48) (.41) (.33) Net realized and unrealized gain (loss) on investments (4.90) .41 (1.37) 12.96 (.63) -------- -------- -------- -------- -------- Total from investment operations (5.16) .10 (1.85) 12.55 (.96) Less distributions: Distribution from net realized gains on investments -- -- (13.11) -- (1.15) -------- -------- -------- -------- -------- Net asset value at end of year $ 16.13 $ 21.29 $ 21.19 $ 36.15 $ 23.60 ======== ======== ======== ======== ======== Total Return (%) (24.2) 0.5 (10.7) 53.2 (3.1) Ratio/Supplemental Data Net Assets at end of year (in thousands) $ 61,292 $ 79,014 $ 83,643 $105,128 $ 93,115 Ratio of expenses to average net assets (%) 1.57 1.65 1.42 1.59 1.55 Ratio of net investment loss to average net assets (%) (1.48) (1.51) (1.27) (1.56) (1.37) Portfolio turnover rate (%) 66 66 73 63 49 Average commission rate paid $ .0265 $ .0336 $ .0342 $ .0305 $ .0280 _________ Notes: /(a)/ The net investment loss per share data was determined using average shares outstanding during the year. 19 FINANCIAL HIGHLIGHTS Per share income and capital changes for a share outstanding throughout the period is as follows: Micro-Cap Portfolio Years ended December 31, --------------------------------------------------------- 2002 2001 2000 1999 1998 --------------------------------------------------------- Net asset value at beginning of year $ 16.77 $ 13.54 $ 16.94 $ 14.18 $ 13.59 Income (loss) from investment operations: Net investment loss /(a)/ (.24) (.24) (.33) (.28) (.24) Net realized and unrealized gain (loss) on investments (2.67) 3.47 (.74) 3.04 .83 -------- -------- -------- -------- -------- Total from investment operations (2.91) 3.23 (1.07) 2.76 .59 Less distributions: Distributions from net realized gains on investments -- -- (2.33) -- -- -------- -------- -------- -------- -------- Net asset value at end of year $ 13.86 $ 16.77 $ 13.54 $ 16.94 $ 14.18 ======== ======== ======== ======== ======== Total Return (%) (17.3) 23.9 (8.0) 19.5 4.3 Ratio/Supplemental Data Net Assets at end of year (in thousands) $ 21,978 $ 47,817 $ 20,491 $ 21,301 $ 28,290 Ratio of expenses to average net assets (%) 1.93 1.98 1.96 2.00/(b)/ 1.99/(b)/ Ratio of net investment loss to average net assets (%) (1.64) (1.59) (1.79) (1.98) (1.83) Portfolio turnover rate (%) 81 82 79 46 41 Average commission rate paid $ .0256 $ .0307 $ .0271 $ .0328 $ .0288 _________ Notes: /(a)/ The net investment loss per share data was determined using average shares outstanding during the year. /(b)/ Net of expense reimbursement from related parties. The expense ratios would have been 2.17% and 2.06%, for 1999 and 1998, respectively, before expense reimbursement. 20 FINANCIAL HIGHLIGHTS Per share income and capital changes for a share outstanding throughout the period is as follows: Mid-Cap Portfolio Years ended December 31, ----------------------------------------------------------------- 2002 2001 2000 1999 1998 ----------------------------------------------------------------- Net asset value at beginning of year $ 10.83 $ 17.12 $ 24.29 $ 12.86 $ 10.51 Income (loss) from investment operations: Net investment loss /(a)/ (.17) (.21) (.46) (.31) (.21) Net realized and unrealized gain (loss) on investments (3.37) (6.08) (2.27) 14.22 2.56 -------- --------- -------- -------- -------- Total from investment operations (3.54) (6.29) (2.73) 13.91 2.35 Less distributions: Distributions from net realized gains on investments -- -- (4.44) (2.48) -- -------- --------- -------- -------- -------- Net asset value at end of year $ 7.29 $ 10.83 $ 17.12 $ 24.29 $ 12.86 ======== ========= ======== ======== ======== Total Return (%) (32.7) (36.7) (13.1) 112.7 22.4 Ratio/Supplemental Data Net Assets at end of year (in thousands) $ 4,370 $ 6,449 $ 12,308 $ 14,085 $ 6,916 Ratio of expenses to average net assets (%) 2.00/(b)/ 2.00/(b)/ 1.86 2.00/(b)/ 2.00/(b)/ Ratio of net investment loss to average net assets (%) (1.91) (1.75) (1.78) (1.93) (1.94) Portfolio turnover rate (%) 66 115 97 153 72 Average commission rate paid $ .0256 $ .0312 $ .0269 $ .0345 $ .0305 _________ Notes: /(a)/ The net investment loss per share data was determined using average shares outstanding during the year. /(b)/ Net of expense reimbursement from related parties. The expense ratios would have been 2.66%, 2.60%, 2.43%, and 2.61%, for 2002, 2001, 1999, and 1998, respectively, before expense reimbursement and earnings credits. 21 REPORT OF INDEPENDENT AUDITORS To the Board of Trustees and Shareholders of The Oberweis Funds In our opinion, the accompanying statements of assets and liabilities, including the portfolio 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 the Emerging Growth Portfolio, Micro-Cap Portfolio and Mid-Cap Portfolio (three portfolios constituting The Oberweis Funds, hereafter referred to as the "Funds") at December 31, 2002, the results of their operations, the changes in their net assets and the financial highlights for the year then ended, 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 December 31, 2002 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. The Funds' statements of changes in net assets for the year ended December 31, 2001 and the financial highlights for each of the four years in the period ended December 31, 2001 were audited by other auditors, whose report dated February 5, 2002, expressed an unqualified opinion on those statements and financial highlights. PricewaterhouseCoopers LLP January 27, 2003 Chicago, Illinois 22 Trustees and Officers of The Oberweis Funds NUMBER OF TERM OF OFFICE PORTFOLIOS NAME, ADDRESS POSITION HELD AND LENGTH OF PRINCIPAL OCCUPATION OVERSEEN OTHER AND AGE WITH FUND TIME SERVED LAST FIVE YEARS BY TRUSTEE DIRECTORSHIPS Thomas J. Burke (71) Trustee Trustee since President - Burke Medical 3 None 951 Ice Cream Dr. May, 1991 /(1)/ Associates, 1968 to present; North Aurora, IL 60542 retired medical physician, practicing medical physician until November 1, 1995. Douglas P. Hoffmeyer (55) Trustee Trustee since Retired; Chief Financial 3 None 951 Ice Cream Dr. May, 1991 /(1)/ Officer-Eziaz (provider of North Aurora, IL 60542 broadband services to multi-tenant office buildings), April, 2000 to June 2000. Vice President- Finance- Teltrend, Inc. (manufacturer of telecommunications equipment), October, 1986 to April, 2000. James D. Oberweis (56) Trustee/ Trustee and Officer Chairman and Director- Oberweis 3 None 951 Ice Cream Dr. President /(2)/ since Asset Management, Inc. September, North Aurora, IL 60542 July, 1986 /(1)(3)/ 2001 to present. President - September, 1989 to August, 2001. Edward F. Streit (67) Trustee Trustee since Licensed attorney in private 3 None 951 Ice Cream Dr. February, 1991 /(1)/ practice, 1962 to present. North Aurora, IL 60542 Patrick B. Joyce (43) Executive Vice Officer since Executive Vice President, Not Applicable None 951 Ice Cream Dr. President and October, 1994 /(3)/ Secretary and Director - North Aurora, IL 60542 Treasurer Oberweis Asset Management, Inc., September, 1994 to present; Executive Vice President and Director - Oberweis Securities, Inc. September, 1996 to present. Martin L. Yokosawa (42) Senior Vice Officer since Senior Vice President - Not Applicable None 951 Ice Cream Dr. President October, 1994 /(3)/ Oberweis Asset Management, Inc., North Aurora, IL 60542 September, 1994 to Present; Senior Vice President - Oberweis Securities, Inc., January, 1997 to present. James W. Oberweis (28) Senior Vice Officer since President - Oberweis Asset Not Applicable None 951 Ice Cream Dr. President August, 1996 /(3)/ Management, Inc., September, North Aurora, IL 60542 2001 to present; Senior Vice President May, 1996 to August, 2001; Portfolio Manager from December, 1995 to present; President and Director - Oberweis Securities, Inc., September, 1996 to present. Steven J. LeMire (33) Vice President Officer since Vice President, Administration - Not Applicable None 951 Ice Cream Dr. and Secretary August, 1998 /(3)/ Oberweis Asset Management, Inc., North Aurora, IL 60542 June, 2000 to present; Compliance Manager - Oberweis Securities, Inc., March 1997 to June, 2000. (1) - Unless otherwise noted, each trustee shall serve as a trustee of the Fund until the next meeting of shareholders, if any, called for the purpose of considering the election or re-election of such trustee or of a successor to such trustee, and until the election and qualification of his successor, if any, elected at such meeting, or until such trustee sooner dies, resigns, retires or is removed. (2) - James D. Oberweis is an interested trustee of the Fund by reasons of his positions as the President of the Fund and the Chairman and a portfolio manager of Oberweis Asset Management, Inc., the Fund's investment advisor. (3) - Elected annually by board of trustees. The Statement of Additional Information includes additional information about Fund officers and trustees and is available upon request without charge, by calling the Fund at 1-800-323-6166. 23 Trustees and Officers James D. Oberweis Thomas J. Burke Trustee and President Trustee Douglas P. Hoffmeyer Edward F. Streit Trustee Trustee Patrick B. Joyce Martin L. Yokosawa Executive Vice President Senior Vice President Treasurer James W. Oberweis Steven J. LeMire Senior Vice President Vice President Secretary Manager and Investment Advisor Oberweis Asset Management, Inc. 951 Ice Cream Dr., North Aurora, IL 60542 1-800-323-6166 www.oberweis.net Distributor Oberweis Securities, Inc. 951 Ice Cream Dr., North Aurora, IL 60542 1-630-801-6000 www.oberweis.net Custodian UMB Bank, n.a. 928 Grand Blvd., Kansas City, MO 64106 Transfer Agent UMB Fund Services, Inc. P.O. Box 711 Milwaukee, WI 53201-0711 1-800-245-7311 Counsel Vedder, Price, Kaufman & Kammholz 222 North LaSalle Street, Chicago, IL 60601 Independent Auditors PricewaterhouseCoopers LLP One North Wacker Drive, Chicago, IL 60606 [LOGO] The Oberweis Funds Emerging Growth Portfolio Micro-Cap Portfolio Mid-Cap Portfolio [LOGO] The Oberweis Funds Annual Report Audited December 31, 2002 ITEM 2. CODE OF ETHICS. Not applicable to annual reports for the period ended December 31, 2002. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT Not applicable to annual reports for the period ended December 31, 2002. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable to annual reports for the period ended December 31, 2002. ITEMS 5-6. [RESERVED] ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable to annual reports for the period ended December 31, 2002. ITEM 8. [RESERVED] ITEM 9. CONTROLS AND PROCEDURES. Not applicable to annual reports for the period ended December 31, 2002. ITEM 10. EXHIBITS. Exhibit 99.CERT Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Exhibit 99.1 Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) The Oberweis Funds ----------------------------------------------------- /s/ James D. Oberweis By (Signature and Title*) ----------------------------------------- James D. Oberweis President, The Oberweis Funds Date 03/07/2003 ------------------------------------------------------------- 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 (Signature and Title*) /s/ James D. Oberweis ----------------------------------------- James D. Oberweis President, The Oberweis Funds [GRAPHIC REMOVED HERE]Date 03/07/2003 By (Signature and Title*) /s/ Patrick B. Joyce ------------------------------------------ Patrick B. Joyce Executive Vice President and Treasurer, The Oberweis Funds Date 03/07/2003 ------------------------------------------------------------- /*/ Print the name and title of each signing officer under his or her signature.