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 811-09541
---------------------------------------------
AmeriPrime Advisors Trust
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)
431 N Pennsylvania St., Indianapolis, IN 46204
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Lynn Wood
Unified Fund Services, Inc.
431 N. Pennsylvania St.
Indianapolis, IN 46204
- ------------------------------------
(Name and address of agent for service)
Registrant's telephone number, including area code: 317-917-7000
Date of fiscal year end: 08/31
--------------------
Date of reporting period: 08/31/2004
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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.
<page>
================================================================================
MONTEAGLE FUNDS
================================================================================
ANNUAL REPORT
AUGUST 31, 2004
INVESTMENT MANAGER:
NASHVILLE CAPITAL CORPORATION
209 10TH AVENUE SOUTH
SUITE 332
NASHVILLE, TN 37203
TOLL FREE: (877) 272-9746
<page>
MANAGEMENT'S DISCUSSION & ANALYSIS
Monteagle Fixed Income Fund
- ---------------------------
For the fiscal year ended August 31, 2004, the Fund had an average annual total
rate of return of 3.49% compared to the benchmark Lehman Brothers Intermediate
Government/Credit Bond Index of 5.07%. There are a number of factors that
affected the Fund's relative performance versus the index. First, and most
importantly, the Fund's weighted average maturity for the entire year was
shorter than that of the index. The strategy was to keep shorter average
maturities in anticipation of expected inflation that would negatively affect
rates of return. While inflation was higher, it has not yet had the strong
negative impact we were expecting, which explains the Fund's underperformance.
Secondly, the index's performance, unlike the Fund's performance, does not
include any allocations for management and transactions expenses. Finally, the
overall credit quality of the Fund is higher than that of the index (as measured
by various credit rating services such as Moody's).
The bond market over the last twelve months can best be described as very
volatile. The market's expectations have gone from deflation to inflation.
During the year, the Fund's management has had to contend with a change in the
Federal Reserve's stance on short-term interest rates from being accommodative
in keeping interest rates low to increasing them by 0.5% as of the Fund's fiscal
year end. The improvement in new job creation also gave rise to expectations of
inflation that have yet to materialize.
With the uncertainty surrounding the conflicting economic signals that Fund
management has experienced over the last year, we have remained disciplined in
our approach to interest rate risk management by staying shorter than our
benchmark. However, to compensate for being shorter in maturity the Fund was
over-weighted in the corporate bond sector. This strategy benefited the Fund by
increasing yields over comparable U.S. Treasury bonds. We continue to focus on
the higher end of investment grade quality bonds and remain focused on the
preservation of capital by not taking excessive risks during this uncertain
time.
Sincerely,
/s/ Thomas G. Rusling
Thomas G. Rusling
Co-Chairman
Howe & Rusling
1
INVESTMENT RESULTS
AVERAGE ANNUAL TOTAL RETURNS
(FOR PERIODS ENDED AUGUST 31, 2004)
SINCE INCEPTION
ONE YEAR THREE YEAR (DECEMBER 20, 1999)
-------- ---------- -------------------
Monteagle Fixed Income Fund* 3.49% 4.83% 6.86%
Lehman Brothers Intermediate
Government/Credit Bond Index** 5.07% 6.01% 7.48%
The performance quoted represents past performance, which does not
guarantee future results. The investment return and principal value of an
investment will fluctuate so that an investor's shares, when redeemed, may be
worth more or less than their original cost. The returns shown do not reflect
the deduction of taxes that a shareholder would pay on Fund distributions or the
redemption of Fund shares. Current performance of the Fund may be lower or
higher than the performance quoted. The Fund's investment objectives, risks,
charges and expenses must be considered carefully before investing. Performance
data current to the most recent month end may be obtained by calling
1-877-272-9746.
* Return figures reflect any change in price per share and assume the
reinvestment of all distributions.
** The Index is an unmanaged benchmark that assumes reinvestment of all
distributions and excludes the effect of taxes and fees. The Lehman Intermediate
Government Credit Bond Index is a widely recognized unmanaged index of bond
prices and is representative of a broader market and range of securities than is
found in the Fund's portfolio. Individuals cannot invest directly in the Index;
however, an individual can invest in ETF's or other investment vehicles that
attempt to track the performance of a benchmark index.
The Fund is distributed by Unified Financial Securities, Inc.
2
<page>
COMPARISON OF THE GROWTH OF A $10,000 INVESTMENT IN THE MONTEAGLE FIXED
INCOME FUND AND THE LEHMAN BROTHERS INTERMEDIATE GOVERNMENT/CREDIT BOND INDEX
[GRAPH OMITTED]
Monteagle Fixed Lehman Brothers Intermediate
Income Fund Government/Credit Bond Index
($13,652) ($14,035)
12/20/1999 10,000.00 10,000.00
2/29/2000 10,004.40 10,014.57
8/31/2000 10,464.12 10,490.98
2/28/2001 11,424.56 11,263.39
8/31/2001 11,851.70 11,780.43
2/28/2002 12,206.75 12,120.37
8/31/2002 12,799.95 12,692.09
2/28/2003 13,250.15 13,322.44
8/31/2003 13,191.42 13,358.33
2/29/2004 13,659.30 13,935.23
8/31/2004 13,652.24 14,035.18
The chart above assumes an initial investment of $10,000 made on December
20, 1999 (commencement of Fund operations) and held through August 31, 2004. THE
FUND'S RETURN REPRESENTS PAST PERFORMANCE AND DOES NOT GUARANTEE FUTURE RESULTS.
The returns shown do not reflect the deduction of taxes that a shareholder would
pay on Fund distributions or the redemption of Fund shares. Investment returns
and principal values will fluctuate so that your shares, when redeemed, may be
worth more or less than their original purchase price.
3
<page>
MANAGEMENT'S DISCUSSION AND ANALYSIS
Monteagle Value Fund
- --------------------
We believe the prospects for the Monteagle Value Fund remain positive as
continued low short-term interest rates support future economic expansion.
Higher commodity prices have stirred inflationary concerns resulting in the
current stock market plateau. The Federal Reserve has signaled its intention to
raise interest rates, with three increases since early summer and with more
increases possibly to follow. Our current investment strategy favors those
stocks with a cyclical bias, particularly energy and industrial materials.
Contrarily, we are avoiding financial stocks, including banks and insurance
companies.
For the year ended August 31, 2004, the Fund experienced a return of 13.10%,
versus gains for the S&P 500 and Russell 2000 Value Index of 11.43% and 19.49%,
respectively. Investment results since inception have exhibited a similar
pattern, exceeding large-cap market returns as measured by the S&P 500, yet
trailing the returns of the Russell 2000 Value Index, as it favors smaller
capitalization issues. As of August 31, 2004, the average market capitalization
of common stocks held by the Fund was approximately $14 billion, while the
average market capitalization of common stocks in the Russell 2000 Value Index
as of the same date was less than $1 billion. As a result, we feel it is more
appropriate to compare the Fund's results to those of the S&P 500, which holds
common stocks with an average market capitalization of approximately $20
billion. The Fund's focus on larger capitalization common stocks accounts for
its underperformance versus the Russell 2000 Value Index in the last 12 months.
However, when compared to the S&P 500, twelve-month investment returns were
quite favorable. Unfortunately, more recent market conditions have reduced
expected investment returns for equities. Significant increases in oil prices
have dampened the overall prospects in corporate America since companies are
experiencing higher transportation and material costs. The rise in worldwide
energy demand has eliminated any build-up in crude oil supplies suggesting that
relatively high oil prices may last longer than previously anticipated.
In order for there to be a substantial increase in interest rates, there must be
a dramatic improvement in the economy. Therefore, we believe monetary policy
will favor continued economic growth for the next twelve months.
The Monteagle Value Fund's investment objective is to offer investors a
portfolio of stocks to produce long-term capital growth.
Sincerely,
/s/ Russell L. Robinson
Russell L. Robinson
President
Robinson Investment Group
4
INVESTMENT RESULTS
AVERAGE ANNUAL TOTAL RETURNS
(FOR PERIODS ENDED AUGUST 31, 2004)
SINCE INCEPTION
ONE YEAR THREE YEAR (DECEMBER 20, 1999)
------------ -------------- ----------------------
Monteagle Value Fund* 13.10% 2.16% 8.42%
Russell 2000 Value Index** 19.49% 11.74% 15.55%
S&P 500 Index** 11.43% 0.79% -4.48%
The performance quoted represents past performance, which does not
guarantee future results. The investment return and principal value of an
investment will fluctuate so that an investor's shares, when redeemed, may be
worth more or less than their original cost. The returns shown do not reflect
the deduction of taxes that a shareholder would pay on Fund distributions or the
redemption of Fund shares. Current performance of the Fund may be lower or
higher than the performance quoted. The Fund's investment objectives, risks,
charges and expenses must be considered carefully before investing. Performance
data current to the most recent month end may be obtained by calling
1-877-272-9746.
* Return figures reflect any change in price per share and assume the
reinvestment of all distributions.
** Each Index is an unmanaged benchmark that assumes reinvestment of all
distributions and excludes the effect of taxes and fees. The Russell 2000 Value
Index and S&P 500 Index are widely recognized unmanaged indexes of equity prices
and are representative of a broader market and range of securities than is found
in the Fund's portfolio. Individuals cannot invest directly in the Indexes;
however, an individual can invest in ETF's or other investment vehicles that
attempt to track the performance of a benchmark index.
The Fund is distributed by Unified Financial Securities, Inc.
5
<page>
COMPARISON OF THE GROWTH OF A $10,000 INVESTMENT IN THE MONTEAGLE VALUE FUND,
RUSSELL 2000 VALUE INDEX, AND S&P 500 INDEX
[GRAPH OMITTED]
Monteagle Value Russell 2000
Fund Value Index S&P 500 Index
($14,613) ($19,725) ($8,060)
12/20/1999 10,000.00 10,000.00 10,000.00
2/29/2000 9,240.00 10,832.56 9,318.02
8/31/2000 11,660.00 11,978.01 10,410.25
2/28/2001 12,762.14 13,212.61 8,554.43
8/31/2001 13,707.48 14,138.94 7,872.44
2/28/2002 13,843.26 14,966.57 7,741.15
8/31/2002 11,384.57 13,347.24 6,454.65
2/28/2003 10,092.48 12,212.82 5,984.25
8/31/2003 12,920.27 16,507.56 7,232.91
2/29/2004 15,093.81 20,026.04 8,287.26
8/31/2004 14,613.12 19,725.46 8,059.65
The chart above assumes an initial investment of $10,000 made on December
20, 1999 (commencement of Fund operations) and held through August 31, 2004. THE
FUND'S RETURN REPRESENTS PAST PERFORMANCE AND DOES NOT GUARANTEE FUTURE RESULTS.
The returns shown do not reflect the deduction of taxes that a shareholder would
pay on Fund distributions or the redemption of Fund shares. Investment returns
and principal values will fluctuate so that your shares, when redeemed, may be
worth more or less than their original purchase price.
As of August 31, 2004, the average market capitalization of common stocks
held by the Fund was approximately $14 billion, while the average market
capitalization of common stocks in the Russell 2000 Value Index as of the same
date was less than $1 billion. As a result, we feel it is more appropriate to
compare the Fund's results to those of the S&P 500, which holds common stocks
with an average market capitalization of approximately $20 billion.
6
<page>
MANAGEMENT'S DISCUSSION & ANALYSIS
Monteagle Large Cap Growth Fund
- -------------------------------
For the 12 months ending August 31, 2004, the Fund gained 8.89% versus the S&P
500 Index's advance of 11.43% and the NASDAQ's gain of 2.05%. Virtually all of
the Fund's underperformance versus the S&P 500 came in the 4th quarter of 2003.
Year to date (through August), the Fund has advanced 2.07% compared to the S&P's
gain of 0.47% and the NASDAQ's loss of -7.96%. On September 1, 2003 Northstar
Capital Management (West Palm Beach, Florida) became the Adviser to the Fund,
and as such became responsible for the day-to-day investment decisions of the
Fund.
Much like the entire year, the fourth calendar quarter of 2003 was characterized
by strong advances in smaller capitalization and more speculative technology
issues, equity types that do not fit our strategy. As a result, we
underperformed in the fourth quarter. However, our patience with our high
quality, larger capitalization growth strategy began to pay off in calendar year
2004 as the Fund portfolio posted attractive relative results verses both the
S&P 500 Index and our peers. Our slight underweighting in technology relative to
the S&P that we have maintained for the past year was rewarded, as most of our
growth peers were overweighted in this asset class. The high performing stocks
of 2003 have posted sharp losses this year, as reflected in the technology heavy
NASDAQ's nearly 8% drop. Our overweighting in the consumer discretionary and
industrial sectors has also had a positive impact on the Fund's year to date
performance.
Going forward, we remain overweighted in the consumer discretionary and health
care sectors. We continue to believe that the US economy is well positioned to
deliver gains to the domestic equity markets once the uncertainty surrounding
the Presidential election is resolved. Long term trends in the economy,
including interest rates and corporate profits, remain favorable.
We truly appreciate the trust you have shown us by your investment in the Fund.
Sincerely,
/s/ Stephen Mergler
Stephen Mergler
Portfolio Manager
Northstar Capital Management
7
<page>
INVESTMENT RESULTS
AVERAGE ANNUAL TOTAL RETURNS
(FOR PERIODS ENDED AUGUST 31, 2004)
One Year*
---------
Monteagle Large Cap Growth Fund** 8.89%
S&P 500 Index*** 11.43%
The performance quoted represents past performance, which does not
guarantee future results. The investment return and principal value of an
investment will fluctuate so that an investor's shares, when redeemed, may be
worth more or less than their original cost. The returns shown do not reflect
the deduction of taxes that a shareholder would pay on Fund distributions or the
redemption of Fund shares. Current performance of the Fund may be lower or
higher than the performance quoted. The Fund's investment objectives, risks,
charges and expenses must be considered carefully before investing. Performance
data current to the most recent month end may be obtained by calling
1-877-272-9746.
* September 1, 2003 is the date Northstar Capital Management became the adviser
to the Fund. One year returns are for the period September 1, 2003 through
August 31, 2004.
** Return figures reflect any change in price per share and assume the
reinvestment of all distributions.
*** The Index is an unmanaged benchmark that assumes reinvestment of all
distributions and excludes the effect of taxes and fees. The S&P 500 Index is a
widely recognized unmanaged index of equity prices and is representative of a
broader market and range of securities than is found in the Fund's portfolio.
Individuals cannot invest directly in the Index; however, an individual can
invest in ETF's or other investment vehicles that attempt to track the
performance of a benchmark index.
The Fund is distributed by Unified Financial Securities, Inc.
8
<page>
COMPARISON OF THE GROWTH OF A $10,000 INVESTMENT IN THE MONTEAGLE LARGE CAP
GROWTH FUND AND THE S&P 500 INDEX
[GRAPH OMITTED]
Monteagle Large-Cap
Growth Fund S & P 500 Index
($10,881.76) ($11,143.02)
9/1/2003 10,000.00 10,000.00
10/31/2003 10,501.00 10,452.59
12/31/2003 10,668.21 11,097.07
2/29/2004 11,242.48 11,457.72
4/30/2004 11,042.08 11,107.95
6/30/2004 11,503.01 11,478.89
8/31/2004 10,881.76 11,143.02
The chart above assumes an initial investment of $10,000 made on September
1, 2003 (commencement of Northstar as the Fund's adviser) and held through
August 31, 2004. Previous periods during which the Fund was advised by another
investment adviser are not shown. THE FUND'S RETURN REPRESENTS PAST PERFORMANCE
AND DOES NOT GUARANTEE FUTURE RESULTS. The returns shown do not reflect the
deduction of taxes that a shareholder would pay on Fund distributions or the
redemption of Fund shares. Investment returns and principal values will
fluctuate so that your shares, when redeemed, may be worth more or less than
their original purchase price.
9
FUND HOLDINGS - (UNAUDITED)
- -------------
MONTEAGLE FIXED INCOME FUND HOLDINGS AS OF AUGUST 31, 20041
[CHART OMITTED]
U.S. Treasury Other assets
Corporate Municipal and Agency Money Market in excess of
Bonds Obligations Obligations Securities liabilites
- --------------------------------------------------------------------------------
60.89% 25.37% 9.88% 2.96% 0.90%
1As a percent of net assets.
Under normal circumstances, the Monteagle Fixed Income Fund will invest at least
80% of its assets in fixed income securities, including U.S. government
securities, securities issued by agencies of the U.S. government, taxable
municipal bonds and corporate debt securities.
MONTEAGLE VALUE FUND HOLDINGS AS OF AUGUST 31, 20041
[CHART OMITTED]
Large-Cap Mid-Cap Small-Cap Liabilities
Equity Equity Equity Money Market in excess of
Securities2 Securities3 Securities4 Securities other assets
- --------------------------------------------------------------------------------
56.68% 31.78% 2.94% 10.19% (1.59)%
1As a percent of net assets.
2U.S. Companies with market capitalizations above $5 billion.
3U.S. Companies with market capitalizations above $1 billion and below $5
billion.
4U.S. Companies with market capitalizations below $1 billion.
The Monteagle Value Fund invests primarily in common stocks of medium and large
capitalization U.S. companies. Medium capitalization companies include those
with market capitalizations between $1 billion and $5 billion, and large
capitalization companies include those with market capitalizations above $5
billion.
10
FUND HOLDINGS - (UNAUDITED) - CONTINUED
- -------------
MONTEAGLE LARGE CAP GROWTH FUND HOLDINGS AS OF AUGUST 31, 20041
[CHART OMITTED]
Mid and
Large-Cap Small-Cap Liabilities
Equity Equity Money Market in excess of
Securities2 Securities3 Securities other assets
- -------------------------------------------------------------
95.29% 2.81% 1.94% (0.04)%
1As a percent of net assets.
2U.S. Companies with market capitalizations above $5 billion.
3U.S. Companies with market capitalizations below $5 billion.
The Monteagle Large Cap Growth Fund will, under normal circumstances, invest at
least 80% of its assets in common stocks of large capitalization U.S. companies.
Large capitalization companies include those with market capitalizations above
$5 billion.
SUMMARY OF FUNDS' EXPENSES - (UNAUDITED)
- --------------------------
As a shareholder of the Funds, you incur ongoing costs, including management
fees and trustee expenses. This Example is intended to help you understand your
ongoing costs (in dollars) of investing in the Funds and to compare these costs
with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the
period (March 1, 2004) and held for the entire period (through August 31, 2004).
Actual Expenses
- ---------------
The first line of the table below provides information about actual account
values and actual expenses. You may use the information in this line, together
with the amount you invested, to estimate the expenses that you paid over the
period. Simply divide your account value by $1,000 (for example, an $8,600
account value divided by $1,000 = 8.60), then multiply the result by the number
in the first line under the heading entitled "Expenses Paid During Period" to
estimate the expenses you paid on your account during this period.
11
SUMMARY OF FUNDS' EXPENSES - (UNAUDITED) - CONTINUED
- --------------------------
Hypothetical Example for Comparison Purposes
- --------------------------------------------
The second line of the table below provides information about hypothetical
account values and hypothetical expenses based on the Funds' actual expense
ratios and an assumed rate of return of 5% per year before expenses, which is
not the Funds' actual return. The hypothetical account values and expenses may
not be used to estimate the actual ending account balance or expenses you paid
for the period. You may use this information to compare the ongoing costs of
investing in the Funds and other funds. To do so, compare this 5% hypothetical
example with the 5% hypothetical examples that appear in the shareholder reports
of the other funds.
- ---------------------------------- -------------------- -------------------------- --------------------------
MONTEAGLE FUNDS BEGINNING ENDING EXPENSES PAID
ACCOUNT VALUE ACCOUNT VALUE DURING PERIOD*
FEBRUARY 29, 2004 AUGUST 31, 2004 AUGUST 31,2004
- ---------------------------------- -------------------- -------------------------- --------------------------
FIXED INCOME FUND
Actual (-0.05% return) $1,000.00 $ 999.50 $ 5.78
Hypothetical** $1,000.00 $ 1,019.36 $ 5.84
- ---------------------------------- -------------------- -------------------------- --------------------------
VALUE FUND
Actual (-3.18% return) $1,000.00 $ 968.20 $ 6.73
Hypothetical** $1,000.00 $ 1,018.30 $ 6.90
- ---------------------------------- -------------------- -------------------------- --------------------------
LARGE CAP GROWTH FUND
Actual (-3.21% return) $1,000.00 $ 967.90 $ 6.73
Hypothetical** $1,000.00 $ 1,018.30 $ 6.90
- ---------------------------------- -------------------- -------------------------- --------------------------
*Expenses are equal to the Funds' annualized expense ratios, multiplied by the
average account value over the period, multiplied by 184/366 (to reflect the
one-half year period). The annualized expense ratios for Monteagle Fixed Income
Fund, Monteagle Value Fund and Monteagle Large Cap Growth Fund were 1.15%,
1.36%, and 1.36% respectively.
**Assumes a 5% return before expenses.
12
MONTEAGLE FIXED INCOME FUND
SCHEDULE OF INVESTMENTS
AUGUST 31, 2004
<table>
PRINCIPAL
AMOUNT VALUE
----------- ------------
CORPORATE BONDS - 60.89%
Abbott Laboratories Corp., 5.400%, 9/15/2008 $ 500,000 $ 533,598
Alcoa, Inc., 6.000%, 1/15/2012 500,000 546,126
American Express Co., 4.750%, 6/17/2009 400,000 416,177
American General Finance, 5.875%, 7/14/2006 1,000,000 1,055,202
Ameritech Capital Funding Corp., 6.150%, 1/15/2008 1,000,000 1,083,378
BankAmerica Corp., 5.875%, 2/15/2009 250,000 271,778
Bank of America, 4.875%, 1/15/2013 500,000 505,752
Bank of New York, 3.900%, 9/1/2007 500,000 507,985
Bristol Myers Squibb, 5.750%, 10/1/2011 500,000 535,452
CBS Corp., 7.150%, 5/20/2005 1,000,000 1,034,361
Caterpillar Financial Services Corp., 3.450%, 1/15/2009 270,000 266,890
Coca-Cola Enterprises, 5.750%, 11/1/2008 500,000 540,670
Commercial Credit Co., 10.000%, 12/1/2008 1,000,000 1,237,799
Dayton Hudson Corp., 5.875%, 11/1/2008 1,000,000 1,087,914
International Business Machines, 5.375%, 2/1/2009 1,000,000 1,067,772
McDonnell Douglas Co., 6.875%, 11/1/2006 1,000,000 1,079,454
Merrill Lynch, 8.000%, 6/1/2007 500,000 561,285
Metlife, Inc., 5.500%, 6/15/2014 500,000 518,433
Morgan Stanley Dean Witter, 4.250%, 5/15/2010 1,000,000 999,468
Nabisco, Inc., 7.050%, 7/15/2007 1,000,000 1,100,748
Pitney Bowes Credit Corp., 8.625%, 2/15/2008 700,000 825,107
United Technologies, 4.875%, 11/1/2006 300,000 313,282
------------
TOTAL CORPORATE BONDS (COST $15,422,284) 16,088,631
------------
MUNICIPAL OBLIGATIONS - 25.37%
Atlanta & Fulton County, Georgia Recreation Authority Downtown
Arena Project, 6.625%, 12/1/2011 300,000 324,780
Buffalo, New York Pension System, 8.500%, 8/15/2005 500,000 529,295
Denver, Colorado City & County School District, 6.760%,
12/15/2007 1,000,000 1,107,420
LaGrange, Georgia Development Authority Communications System
Project, 6.100%, 2/1/2010 750,000 804,607
New Jersey Sports & Expos, 7.375%, 3/1/2007 500,000 551,180
New Rochelle, New York Public Improvement, 4.850%, 3/15/2011 200,000 205,174
New York State Environmental Facilities Corp., 6.600%, 3/15/2007 950,000 1,029,363
Orleans Parish, Louisiana School Board Revenue Bonds, 6.600%,
2/1/2008 1,000,000 1,094,440
Texas Tech University, 5.320%, 8/15/2007 1,000,000 1,058,340
------------
TOTAL MUNICIPAL OBLIGATIONS (COST $6,260,591) 6,704,599
------------
U.S. TREASURY AND AGENCY OBLIGATIONS - 9.88%
Federal National Mortgage Association, 3.125%, 3/16/2009 565,000 551,057
Federal National Mortgage Association, 3.875%, 11/17/2008 500,000 501,171
U.S. Treasury Notes, 5.625%, 5/15/2008 1,275,000 1,393,038
U.S. Treasury Notes, 5.500%, 5/15/2009 150,000 164,871
------------
TOTAL U.S. TREASURY & AGENCY OBLIGATIONS (COST $2,479,696) 2,610,137
------------
MONEY MARKET SECURITIES - 2.96% SHARES
-----------
Federated U.S. Treasury Obligations Fund, 1.250% (a) 781,605 781,605
------------
TOTAL MONEY MARKET SECURITIES (COST $781,605) 781,605
------------
TOTAL INVESTMENTS - 99.10% (COST $24,944,176) 26,184,972
------------
OTHER ASSETS IN EXCESS OF LIABILITIES - 0.90% 237,710
------------
TOTAL NET ASSETS - 100.00% $ 26,422,682
============
(a) Variable rate security; the coupon rate shown represents the rate at August
31, 2004.
See accompanying notes which are an integral part of the financial statements.
13
<page>
MONTEAGLE VALUE FUND
SCHEDULE OF INVESTMENTS
AUGUST 31, 2004
COMMON STOCKS - 91.40% SHARES VALUE
-------------- ----------------
AIRCRAFT & PARTS - 4.88%
Textron, Inc. 12,550 $ 796,800
----------------
COMPUTER COMMUNICATION EQUIPMENT - 2.94%
Adaptec, Inc. (a) 68,700 479,526
----------------
CRUDE PETROLEUM & NATURAL GAS - 1.94%
Kerr-McGee Corp. 6,000 316,680
----------------
DRILLING OIL & GAS WELLS - 6.76%
Rowan Co., Inc. (a) 26,450 643,264
Transocean, Inc. (a) 15,000 460,500
----------------
1,103,764
----------------
ELECTRIC LIGHTING & WIRING EQUIPMENT - 7.74%
Cooper Industries, Inc. - Class A 11,800 651,596
Hubbell, Inc. - Class B 14,200 612,730
----------------
1,264,326
----------------
ELECTRIC SERVICES - 4.55%
Duke Energy Corp. 33,550 742,797
----------------
ELECTRONIC COMPONENTS & ACCESSORIES - 1.17%
Vishay Intertechnology, Inc. (a) 15,000 191,250
----------------
GOLD & SILVER ORES - 3.06%
Barrick Gold Corp. 25,000 500,000
----------------
GUIDED MISSILES & SPACE VEHICLES & PARTS - 4.14%
Goodrich Corp. 21,300 676,488
----------------
OIL & GAS FIELD EXPLORATION SERVICES - 3.57%
Halliburton Co. 20,000 583,400
----------------
PAPER MILLS - 3.66%
Meadwestvaco Corp. 19,795 596,819
----------------
PAPERBOARD CONTAINERs & BOXES - 3.97%
Sonoco Products Co. 25,000 647,750
----------------
PETROLEUM REFINING - 3.19%
ConocoPhillips Co. 7,000 521,010
----------------
PHARMACEUTICAL PREPARATIONS - 7.63%
Bristol-Myers Squibb Company 20,000 474,600
Schering-Plough Corp. 41,750 770,705
----------------
1,245,305
----------------
See accompanying notes which are an integral part of the financial statements.
14
<page>
MONTEAGLE VALUE FUND
SCHEDULE OF INVESTMENTS - CONTINUED
AUGUST 31, 2004
COMMON STOCKS - 91.40% - CONTINUED SHARES VALUE
-------------- ----------------
PHOTOGRAPHIC EQUIPMENT & SUPPLIES - 4.09%
Eastman Kodak, Inc. 22,600 $ 668,508
----------------
PLASTIC MAIL, SYNTHETIC RESIN/RUBBER, CELLULOS - 3.30%
DuPont (EI) de NeMours & Co. 12,750 538,815
----------------
RAILROAD EQUIPMENT - 3.40%
Trinity Industries, Inc. 20,000 555,000
----------------
REAL ESTATE INVESTMENT TRUSTS - 3.55%
New Plan Excel Realty Trust, Inc. 22,550 579,986
----------------
RETAIL - DEPARTMENT STORES - 3.30%
The May Department Stores Company 22,000 539,220
----------------
RETAIL - GROCERY STORES - 3.55%
Albertson's, Inc. 23,550 578,859
----------------
SERVICES - COMPUTER INTEGRATED SYSTEMS DESIGN - 2.46%
Unisys Corp. (a) 40,000 401,600
----------------
TELEPHONE & TELEGRAPH APPARATUS - 1.64%
ADC Telecommunications, Inc. (a) 125,000 267,500
----------------
TELEPHONE COMMUNICATIONS - 3.16%
SBC Communications, Inc. 20,000 515,800
----------------
WATER TRANSPORTATION - 3.75%
Tidewater, Inc. 21,000 612,780
----------------
TOTAL COMMON STOCKS (COST $13,294,509) 14,923,983
----------------
MONEY MARKET SECURITIES - 10.19%
Federated U.S. Treasury Obligations Fund, 1.25% (b) 1,398,668 1,398,668
Huntington Money Market Fund - Investment Shares, 0.40% (b) 264,838 264,838
----------------
TOTAL MONEY MARKET SECURITIES (COST $1,663,506) 1,663,506
----------------
TOTAL INVESTMENTS (COST $14,958,015) - 101.59% 16,587,489
----------------
LIABILITIES IN EXCESS OF OTHER ASSETS - (1.59%) (259,895)
----------------
TOTAL NET ASSETS - 100.00% $ 16,327,594
================
(a) Non-income producing.
(b) Variable rate security; the coupon rate shown represents the rate at August
31, 2004.
See accompanying notes which are an integral part of the financial statements.
15
<page>
MONTEAGLE LARGE CAP GROWTH FUND
SCHEDULE OF INVESTMENTS
AUGUST 31, 2004
COMMON STOCKS - 98.10% SHARES VALUE
------------ --------------
AIR COURIER SERVICES - 1.53%
FedEx Corp. 2,400 $ 196,776
--------------
BIOLOGICAL PRODUCTS - 3.55%
Amgen, Inc. (a) 7,700 456,533
--------------
COMPUTER COMMUNICATION EQUIPMENT - 2.90%
Cisco Systems, Inc. (a) 19,900 373,324
--------------
ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS - 3.17%
Medtronic, Inc. 8,200 407,950
--------------
ELECTRONIC & OTHER ELECTRICAL EQUIPMENT - 3.42%
General Electric Co. 13,400 439,386
--------------
ELECTRONIC COMPUTERS - 3.11%
Dell, Inc. (a) 11,500 400,660
--------------
FINANCE SERVICES - 3.34%
American Express Co. 8,600 430,172
--------------
HOUSEHOLD AUDIO & VIDEO EQUIPMENT - 1.80%
Harman International Industries, Inc. 2,400 232,056
--------------
LEATHER & LEATHER PRODUCTS - 3.60%
Coach, Inc. (a) 11,000 463,650
--------------
MISCELLANEOUS CHEMICAL PRODUCTS - 1.51%
Smith International, Inc. (a) 3,400 193,732
--------------
MISCELLANEOUS MANUFACTURING INDUSTRIES - 2.58%
International Game Technology, Inc. 11,500 331,775
--------------
MOTORCYCLES, BICYCLES & PARTS - 3.27%
Harley-Davidson, Inc. 6,900 421,038
--------------
NATIONAL COMMERCIAL BANKS - 3.10%
Wachovia Corp. 8,500 398,735
--------------
OIL & GAS FIELD SERVICES - 1.12%
BJ Services Company 3,000 144,150
--------------
OPTHALMIC GOODS - 1.51%
Alcon, Inc. 2,600 194,584
--------------
PERFUMES, COSMETICS, & OTHER TOILET PREPARATIONS - 1.86%
Avon Products, Inc. 5,400 238,572
--------------
See accompanying notes which are an integral part of the financial statements.
16
<page>
MONTEAGLE LARGE CAP GROWTH FUND
SCHEDULE OF INVESTMENTS - CONTINUED
AUGUST 31, 2004
COMMON STOCKS - 98.10% - CONTINUED SHARES VALUE
------------ --------------
PERSONAL CREDIT INSTITUTIONS - 3.37%
Capital One Financial Corp. 6,400 $ 433,664
--------------
PHARMACEUTICAL PREPARATIONS - 8.79%
Genentech, Inc. (a) 7,600 370,728
Pfizer, Inc. 11,600 378,972
TEVA Pharmaceutical Industries, Ltd. (c) 14,000 381,500
--------------
1,131,200
--------------
RADIO & TV BROADCASTING & COMMUNICATION EQUIPMENT - 1.56%
L-3 Communications Holdings, Inc. 3,200 200,448
--------------
RADIOTELEPHONE COMMUNICATIONS - 2.92%
NEXTEL Communications, Inc. - Class A (a) 16,200 375,678
--------------
RETAIL - EATING & DRINKING PLACES - 3.56%
Starbucks Corp. (a) 10,600 458,344
--------------
RETAIL - HOME FURNITURE, FURNISHINGS & EQUIPMENT STORES - 2.65%
Bed, Bath & Beyond, Inc. (a) 9,100 340,522
--------------
RETAIL - LUMBER & OTHER BUILDING MATERIALS DEALERS - 2.55%
Lowe's Companies, Inc. 6,600 328,020
--------------
RETAIL - VARIETY STORES - 1.60%
Wal-Mart Stores, Inc. 3,900 205,413
--------------
SEMICONDUCTORS & RELATED DEVICES - 2.80%
Marvell Technology Group Ltd. (a) 15,600 360,672
--------------
SERVICES - BUSINESS SERVICES - 3.83%
eBAY, Inc. (a) 5,700 493,278
--------------
SERVICES - CONSUMER CREDIT REPORTING, COLLECTION AGENCIES - 3.73%
Moody's Corp. 7,000 479,920
--------------
SERVICES - EDUCATIONAL SERVICES - 3.03%
Apollo Group, Inc. - Class A (a) 5,000 390,000
--------------
SERVICES - PREPACKAGED SOFTWARE - 6.78%
Microsoft Corp. 14,400 393,120
Symantec Corp. (a) 10,000 479,600
--------------
872,720
--------------
SOAP, DETERGENT, CLEANING PREPARATIONS, PERFUMES, COSMETICS - 3.65%
Procter & Gamble, Inc. 8,400 470,148
--------------
See accompanying notes which are an integral part of the financial statements.
17
<page>
MONTEAGLE LARGE CAP GROWTH FUND
SCHEDULE OF INVESTMENTS - CONTINUED
AUGUST 31, 2004
COMMON STOCKS - 98.10% - CONTINUED SHARES VALUE
------------ --------------
SURETY INSURANCE - 2.88%
AMBAC Financial Group, Inc. 4,900 $ 369,950
--------------
SURGICAL & MEDICAL INSTRUMENTS & APPARATUS - 3.03%
Stryker Corp. 8,600 389,580
--------------
TOTAL COMMON STOCKS (COST $11,964,782) 12,622,650
--------------
MONEY MARKET SECURITIES - 1.94%
Federated U.S. Treasury Obligations Fund, 1.25% (b) 249,307 249,307
--------------
TOTAL MONEY MARKET SECURITIES (COST $249,307) 249,307
--------------
TOTAL INVESTMENTS (COST $12,214,089) - 100.04% 12,871,957
--------------
LIABILITIES IN EXCESS OF OTHER ASSETS - (0.04%) (4,521)
--------------
TOTAL NET ASSETS - 100.00% $ 12,867,436
==============
(a) Non-income producing.
(b) Variable rate security; the coupon rate shown represents the rate at August
31, 2004.
(c) American Depositary Receipt.
See accompanying notes which are an integral part of the financial statements.
18
<page>
MONTEAGLE FUNDS
STATEMENTS OF ASSETS AND LIABILITIES
AUGUST 31, 2004
MONTEAGLE MONTEAGLE MONTEAGLE
FIXED INCOME VALUE LARGE CAP
FUND FUND GROWTH FUND
------------------ ----------------- ------------------
ASSETS
Investments in securities:
At cost $ 24,944,176 $ 14,958,015 $ 12,214,089
================== ================= ==================
At value $ 26,184,972 $ 16,587,489 $ 12,871,957
Interest receivable 343,151 445 235
Dividends receivable - 34,586 9,811
------------------ ----------------- ------------------
TOTAL ASSETS 26,528,123 16,622,520 12,882,003
------------------ ----------------- ------------------
LIABILITIES
Payable for investments purchased - 251,438 -
Payable for fund shares redeemed - 25,098 -
Accrued advisory fees 25,283 18,390 14,567
Distributions payable 80,158 - -
------------------ ----------------- ------------------
TOTAL LIABILITIES 105,441 294,926 14,567
------------------ ----------------- ------------------
NET ASSETS $ 26,422,682 $ 16,327,594 $ 12,867,436
================== ================= ==================
NET ASSETS CONSIST OF:
Paid in capital $ 24,936,288 $ 16,608,389 $ 19,389,787
Accumulated undistributed net investment income 11,324 - -
Accumulated net realized gain (loss) on investments 234,274 (1,910,269) (7,180,219)
Net unrealized appreciation on investments 1,240,796 1,629,474 657,868
------------------ ----------------- ------------------
NET ASSETS $ 26,422,682 $ 16,327,594 $ 12,867,436
================== ================= ==================
SHARES OUTSTANDING
(unlimited number of shares authorized) 2,452,626 1,343,231 2,371,108
------------------ ----------------- ------------------
NET ASSET VALUE, OFFERING AND
REDEMPTION PRICE PER SHARE $ 10.77 $ 12.16 $ 5.43
================== ================= ==================
See accompanying notes which are an integral part of the financial statements.
19
<page>
MONTEAGLE FUNDS
STATEMENTS OF OPERATIONS
YEAR ENDED AUGUST 31, 2004
MONTEAGLE MONTEAGLE MONTEAGLE
FIXED INCOME VALUE LARGE CAP
FUND FUND GROWTH FUND
------------------ ----------------- -------------------
INVESTMENT INCOME:
Dividend income $ - $ 356,059 $ 60,268
Interest income 1,364,758 5,696 1,822
------------------ ----------------- -------------------
TOTAL INVESTMENT INCOME 1,364,758 361,755 62,090
------------------ ----------------- -------------------
EXPENSES:
Investment advisor fee (See Note 3) 320,908 220,919 134,892
Trustee fees and expenses 1,915 1,916 1,893
------------------ ----------------- -------------------
TOTAL EXPENSES 322,823 222,835 136,785
------------------ ----------------- -------------------
NET INVESTMENT INCOME (LOSS) 1,041,935 138,920 (74,695)
------------------ ----------------- -------------------
REALIZED & Unrealized Gain (Loss):
Net realized gain (loss) on investment securities 277,054 (34,172) (529,922)
Change in net unrealized appreciation (depreciation)
on investment securities (306,131) 1,826,718 1,054,822
------------------ ----------------- -------------------
Net realized and unrealized gain (loss) on investment securities (29,077) 1,792,546 524,900
------------------ ----------------- -------------------
NET INCREASE IN NET
ASSETS FROM OPERATIONS $ 1,012,858 $ 1,931,466 $ 450,205
================== ================= ===================
See accompanying notes which are an integral part of the financial statements.
20
<page>
MONTEAGLE FUNDS
STATEMENTS OF CHANGES IN NET ASSETS
MONTEAGLE
FIXED INCOME
FUND
------------------------------------------
YEAR ENDED YEAR ENDED
INCREASE (DECREASE) IN NET ASSETS AUGUST 31, 2004 AUGUST 31, 2003
--------------------- -------------------
OPERATIONS:
Net investment income $ 1,041,935 $ 1,283,232
Net realized gain on investment securities 277,054 394,888
Change in net unrealized (depreciation) (306,131) (536,724)
--------------------- -------------------
Net increase in net assets resulting from operations 1,012,858 1,141,396
--------------------- -------------------
DISTRIBUTIONS:
From net investment income (1,041,946) (1,278,249)
From net realized gain (437,744) (439,848)
--------------------- -------------------
Total distributions (1,479,690) (1,718,097)
--------------------- -------------------
CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold 1,510,149 553,903
Amount paid for shares repurchased (4,182,760) (8,041,449)
--------------------- -------------------
Net (decrease) in net assets resulting
from share transactions (2,672,611) (7,487,546)
--------------------- -------------------
TOTAL (DECREASE) IN NET ASSETS (3,139,443) (8,064,247)
--------------------- -------------------
NET ASSETS:
Beginning of year 29,562,125 37,626,372
--------------------- -------------------
End of year $ 26,422,682 $ 29,562,125
===================== ===================
Accumulated undistributed net
investment income included
in net assets at end of period $ 11,324 $ 11,337
===================== ===================
CAPITAL SHARE TRANSACTIONS:
Shares sold 137,031 49,638
Shares repurchased (382,385) (720,289)
--------------------- -------------------
Net (decrease) from capital share transactions (245,354) (670,651)
===================== ===================
See accompanying notes which are an integral part of the financial statements.
21
<page>
MONTEAGLE FUNDS
STATEMENTS OF CHANGES IN NET ASSETS - CONTINUED
MONTEAGLE MONTEAGLE
VALUE LARGE CAP
FUND GROWTH FUND
---------------------------------- ----------------------------------
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
INCREASE (DECREASE) IN NET ASSETS AUGUST 31, 2004 AUGUST 31, 2003 AUGUST 31, 2004 AUGUST 31, 2003
----------------- ---------------- ----------------- ----------------
OPERATIONS:
Net investment income (loss) $ 138,920 $ 269,249 $ (74,695) $ 6,200
Net realized loss on investment securities (34,172) (363,394) (529,922) (1,899,662)
Change in unrealized appreciation 1,826,718 1,598,703 1,054,822 2,127,692
----------------- ---------------- ----------------- ----------------
Net increase in net assets resulting from operations 1,931,466 1,504,558 450,205 234,230
----------------- ---------------- ----------------- ----------------
DISTRIBUTIONS:
From net investment income (138,920) (283,519) (6,174) -
Return of capital (130,341) - - -
----------------- ---------------- ----------------- ----------------
Total distributions (269,261) (283,519) (6,174) -
----------------- ---------------- ----------------- ----------------
CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold 1,316,541 308,764 8,648,846 9,691,231
Amount paid for shares repurchased (1,302,933) (5,888,358) (286,252) (12,525,229)
----------------- ---------------- ----------------- ----------------
Net increase (decrease) in net assets resulting
from share transactions 13,608 (5,579,594) 8,362,594 (2,833,998)
----------------- ---------------- ----------------- ----------------
TOTAL INCREASE (DECREASE) IN NET ASSETS 1,675,813 (4,358,555) 8,806,625 (2,599,768)
----------------- ---------------- ----------------- ----------------
NET ASSETS:
Beginning of year 14,651,781 19,010,336 4,060,811 6,660,579
----------------- ---------------- ----------------- ----------------
End of year $ 16,327,594 $ 14,651,781 $ 12,867,436 $ 4,060,811
================= ================ ================= ================
Accumulated undistributed net
investment income (loss) included
in net assets at end of period $ - $ (14,270) $ - $ 6,111
================= ================ ================= ================
CAPITAL SHARE TRANSACTIONS:
Shares sold 110,518 32,640 1,609,281 2,107,696
Shares repurchased (108,798) (637,832) (52,336) (2,733,891)
----------------- ---------------- ----------------- ----------------
Net increase (decrease) from capital share transactions 1,720 (605,192) 1,556,945 (626,195)
================= ================ ================= ================
See accompanying notes which are an integral part of the financial statements.
22
<page>
MONTEAGLE FUNDS
FINANCIAL HIGHLIGHTS
The tables below set forth financial data for a share outstanding throughout
each period presented.
MONTEAGLE
FIXED INCOME
FUND
--------------------------------------------------------------------------------------
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED PERIOD ENDED
AUGUST 31, 2004 AUGUST 31, 2003 AUGUST 31, 2002 AUGUST 31, 2001 AUGUST 31, 2000(a)
--------------- --------------- --------------- --------------- ---------------
SELECTED PER SHARE DATA
Net asset value, beginning of period $ 10.96 $ 11.17 $ 10.82 $ 10.06 $ 10.00
Income from investment operations
Net investment income 0.41 0.42 0.49 0.55 0.28
Net realized and unrealized gain (loss) (0.03) (0.08) 0.35 0.76 0.16
--------------- --------------- --------------- --------------- ---------------
Total from investment operations 0.38 0.34 0.84 1.31 0.44
--------------- --------------- --------------- --------------- ---------------
LESS DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income (0.41) (0.42) (0.49) (0.55) (0.38)
From net realized gain (0.16) (0.13) - - -
--------------- --------------- --------------- --------------- ---------------
Total distributions (0.57) (0.55) (0.49) (0.55) (0.38)
--------------- --------------- --------------- --------------- ---------------
Net asset value, end of period $ 10.77 $ 10.96 $ 11.17 $ 10.82 $ 10.06
=============== =============== =============== =============== ===============
TOTAL RETURN (b) 3.49% 3.06% 8.00% 13.37% 4.54% (c)
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period (000) $ 26,423 $ 29,562 $ 37,626 $ 36,506 $ 29,346
Ratio of expenses to average net assets 1.15% 1.14% 0.97% 1.14% 1.15% (d)
Ratio of net investment income to
average net assets 3.71% 3.76% 4.56% 5.28% 3.97% (d)
Portfolio turnover rate 27.02% 20.52% 48.58% 75.84% 58.87%
(a) December 20, 1999 (Commencement of Operations) through August 31, 2000.
(b)Total return in the above table represents the rate that the investor would
have earned or lost on an investment in the Fund, assuming reinvestment of
dividends.
(c) Not annualized.
(d) Annualized.
See accompanying notes which are an integral part of the financial statements.
23
<page>
MONTEAGLE FUNDS
FINANCIAL HIGHLIGHTS - CONTINUED
The tables below set forth financial data for a share outstanding throughout
each period presented.
MONTEAGLE
VALUE
FUND
----------------------------------------------------------------------------------
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED PERIOD ENDED
AUGUST 31, 2004 AUGUST 31, 2003 AUGUST 31, 2002 AUGUST 31, 2001 AUGUST 31, 2000(a)
-------------- --------------- -------------- -------------- --------------
SELECTED PER SHARE DATA
Net asset value, beginning of period $ 10.92 $ 9.77 $ 13.34 $ 11.66 $ 10.00
-------------- --------------- -------------- -------------- --------------
Income from investment operations
Net investment income 0.10 0.16 0.17 0.14 0.06
Net realized and unrealized gain (loss) 1.33 1.14 (2.17) 1.88 1.60
-------------- --------------- -------------- -------------- --------------
Total from investment operations 1.43 1.30 (2.00) 2.02 1.66
-------------- --------------- -------------- -------------- --------------
LESS DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income (0.10) (0.15) (0.15) (0.12) -
From net realized gain - - (1.42) (0.22) -
From return of capital (0.09)
-------------- --------------- -------------- -------------- --------------
Total distributions (0.19) (0.15) (1.57) (0.34) -
-------------- --------------- -------------- -------------- --------------
Net asset value, end of period $ 12.16 $ 10.92 $ 9.77 $ 13.34 $ 11.66
============== =============== ============== ============== ==============
TOTAL RETURN (b) 13.10% 13.49% -16.95% 17.56% 16.60% (c)
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period (000) $ 16,328 $ 14,652 $ 19,010 $ 26,325 $ 19,734
Ratio of expenses to average net assets 1.36% 1.36% 1.35% 1.35% 1.36% (d)
Ratio of net investment income to
average net assets 0.85% 1.72% 1.37% 1.15% 0.77% (d)
Portfolio turnover rate 34.50% 28.39% 58.62% 152.86% 375.67%
(a) December 20, 1999 (Commencement of Operations) through August 31, 2000.
(b) Total return in the above table represents the rate that the investor would
have earned or lost on an investment in the Fund, assuming reinvestment of
dividends.
(c) Not annualized.
(d) Annualized.
See accompanying notes which are an integral part of the financial statements.
24
<page>
MONTEAGLE FUNDS
FINANCIAL HIGHLIGHTS - CONTINUED
The tables below set forth financial data for a share outstanding throughout
each period presented.
MONTEAGLE
LARGE CAP
GROWTH FUND
--------------------------------------------------------------------------------------
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED PERIOD ENDED
AUGUST 31, 2004 AUGUST 31, 2003 AUGUST 31, 2002 AUGUST 31, 2001 AUGUST 31, 2000(a)
--------------- --------------- --------------- --------------- ---------------
SELECTED PER SHARE DATA
Net asset value, beginning of period $ 4.99 $ 4.62 $ 6.70 $ 9.92 $ 10.00
------------ --------------- --------------- --------------- ---------------
Income from investment operations
Net investment income (loss) (0.04) 0.01 (0.02) (0.03) 0.01
Net realized and unrealized gain (loss) 0.49 0.36 (2.06) (3.19) (0.09)
------------ --------------- --------------- --------------- ---------------
Total from investment operations 0.45 0.37 (2.08) (3.22) (0.08)
------------ --------------- --------------- --------------- ---------------
LESS DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income (0.01) - - - -
------------ --------------- --------------- --------------- ---------------
Total distributions (0.01) - - - -
------------ --------------- --------------- --------------- ---------------
Net asset value, end of period $ 5.43 $ 4.99 $ 4.62 $ 6.70 $ 9.92
============ =============== =============== =============== ===============
TOTAL RETURN (b) 8.89% 8.01% -31.04% -32.44% -0.80% (c)
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period (000) $ 12,867 $ 4,061 $ 6,661 $ 9,968 $ 12,820
Ratio of expenses to average net assets 1.37% 1.27% 1.03% 1.26% 1.27% (d)
Ratio of net investment income (loss) to
average net assets (0.75)% 0.12% (0.26)% (0.44)% 0.10% (d)
Portfolio turnover rate 66.52% (e) 26.93% 86.74% 70.04% 68.00%
</table>
(a) January 18, 2000 (Commencement of Operations) through August 31, 2000.
(b)Total return in the above table represents the rate that the investor would
have earned or lost on an investment in the Fund, assuming reinvestment of
dividends.
(c) Not annualized.
(d) Annualized.
(e) Portfolio turnover percentage increased 39.59% compared to prior year due to
change in adviser effective September 1, 2003.
See accompanying notes which are an integral part of the financial statements.
25
<page>
MONTEAGLE FUNDS
NOTES TO FINANCIAL STATEMENTS
AUGUST 31, 2004
NOTE 1. ORGANIZATION
The Monteagle Fixed Income Fund (the "Fixed Income Fund"), Monteagle Value Fund
(the "Value Fund"), and Monteagle Large Cap Growth Fund (the "Large Cap Growth
Fund") (each a "Fund" or collectively, the "Funds") were organized as
diversified series of AmeriPrime Advisors Trust (the "Trust") on August 3, 1999.
The Fixed Income Fund and Value Fund commenced operations on December 20, 1999,
and the Large Cap Growth Fund commenced operations on January 18, 2000. The
Trust is an open-end investment company established under the laws of Ohio by an
Agreement and Declaration of Trust dated August 3, 1999 (the "Trust Agreement").
On September 1, 2003, the Large Cap Fund changed its name to the Large Cap
Growth Fund. The Trust Agreement permits the Board of Trustees to issue an
unlimited number of shares of beneficial interest of separate series. Each Fund
is one of a series of funds currently offered by the Trust. The investment
objective of the Fixed Income Fund is total return and the investment objectives
of the Value Fund and the Large Cap Growth Fund are to provide long-term growth
of capital. The investment manager to the Funds is Nashville Capital Corporation
("Investment Manager"). The Investment Manager retains an Adviser for each fund.
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies followed by each
Fund in the preparation of its financial statements.
Securities Valuations - Equity securities generally are valued by using market
quotations, but may be valued on the basis of prices furnished by a pricing
service when the Adviser believes such prices accurately reflect the fair market
value of such securities. Securities that are traded on any stock exchange are
generally valued by the pricing service at the last quoted sale price. Lacking a
last sale price, an exchange traded security is generally valued by the pricing
service at its last bid price. Securities traded in the NASDAQ over-the-counter
market are generally valued by the pricing service at the NASDAQ Official
Closing Price. When market quotations are not readily available, when the
Adviser determines that the market quotation or the price provided by the
pricing service does not accurately reflect the current market value or when
restricted or illiquid securities are being valued, such securities are valued
as determined in good faith by the Adviser, in conformity with guidelines
adopted by and subject to review of the Board of Trustees of the Trust, (the
"Board").
Fixed income securities generally are valued by using market quotations, but may
be valued on the basis of prices furnished by a pricing service when the Adviser
believes such prices accurately reflect the fair market value of such
securities. A pricing service utilizes electronic data processing techniques
based on yield spreads relating to securities with similar characteristics to
determine prices for normal institutional-size trading units of debt securities
without regard to sale or bid prices. If the Adviser decides that a price
provided by the pricing service does not accurately reflect the fair market
value of the securities, when prices are not readily available from a pricing
service, or when restricted or illiquid securities are being valued, securities
are valued at fair value as determined in good faith by the Adviser, subject to
review of the Board. Short term investments in fixed income securities with
maturities of less than 60 days when acquired, or which subsequently are within
60 days of maturity, are valued by using the amortized cost method of valuation,
which the Board has determined will represent fair value.
Federal Income Taxes - There is no provision for federal income tax. Each Fund
intends to continue to qualify each year as a "regulated investment company"
under subchapter M of the Internal Revenue Code of 1986, as amended, by
distributing all of its net investment income and net realized capital gains.
26
MONTEAGLE FUNDS
NOTES TO FINANCIAL STATEMENTS
AUGUST 31, 2004 - CONTINUED
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
Security Transactions and Related Income - The Funds follow industry practice
and record security transactions on the trade date. The specific identification
method is used for determining gains or losses for financial statements and
income tax purposes. Dividend income is recorded on the ex-dividend date and
interest income is recorded on an accrual basis. Discounts and premiums on
securities purchased are amortized over the life of the respective securities.
Distributions to Shareholders - The Fixed Income Fund intends to distribute all
of its net investment income as dividends to its shareholders on a monthly
basis. The Value Fund and Large Cap Growth Fund intend to distribute all of
their net investment income as dividends to shareholders on an annual basis. The
Funds intend to distribute net realized long term capital gains and net realized
short term capital gains at least once a year. Distributions to shareholders,
which are determined in accordance with income tax regulations, are recorded on
the ex-dividend date. The treatment for financial reporting purposes of
distributions made to shareholders during the year from net investment income or
net realized capital gains may differ from their ultimate treatment for federal
income tax purposes. These differences are caused primarily by differences in
the timing of the recognition of certain components of income, expense or
realized capital gain for federal income tax purposes. Where such differences
are permanent in nature, they are reclassified in the components of the net
assets based on their ultimate characterization for federal income tax purposes.
Any such reclassifications will have no effect on net assets, results of
operations or net asset values per share of the Funds. For the fiscal year ended
August 31, 2004, net investment loss of $74,695 for the Large Cap Growth Fund
was reclassified to paid-in-capital. For the Value Fund, distributions in excess
of net investment income earned in the amount of $130,341 were reclassified from
distributions from net investment income to a return of capital and $14,270 of
prior year excess distributions of net investment income was reclassified to
paid-in-capital.
NOTE 3. FEES AND OTHER TRANSACTIONS WITH AFFILIATES
Nashville Capital Corporation serves as Investment Manager to the Funds. In this
capacity, Nashville Capital Corporation advises and assists the officers of the
Trust in conducting the business of the Funds and is responsible for providing
general investment advice and guidance to the Funds. However, Nashville Capital
Corporation has delegated responsibility for the selection and ongoing
monitoring of the securities in each Fund's investment portfolio to the Funds'
respective Advisers set forth below. Each Fund is authorized to pay Nashville
Capital Corporation a fee based on average daily net assets at the following
annual rates:
FIXED LARGE CAP
INCOME VALUE GROWTH
ASSETS FUND FUND FUND
- ------------------ --------- --------- ---------
Up to and
including $25 million 1.15% 1.35% 1.35%
From $25 up to and
including $50 million 1.10% 1.25% 1.25%
From $50 up to and
including $100 million 0.97% 1.10% 1.10%
Over $100 million 0.90% 1.00% 1.00%
Under the terms of each Fund's management agreement (the "Agreement"), the
Investment Manager manages each Fund's investments subject to approval of the
Board and pays all of the expenses of each Fund except brokerage fees and
commissions, taxes, borrowing costs (such as (a) interest and (b) dividend
expenses on securities sold short), fees and expenses of non-interested person
trustees, 12b-1 expenses and extraordinary
27
MONTEAGLE FUNDS
NOTES TO FINANCIAL STATEMENTS
AUGUST 31, 2004 - CONTINUED
NOTE 3. FEES AND OTHER TRANSACTIONS WITH AFFILIATES - CONTINUED
expenses. It should be noted that most investment companies pay their own
operating expenses directly, while the Funds' expenses, except those specified
above, are paid by the Investment Manager. For the fiscal year ended August 31,
2004, the Investment Manager earned fees of $320,908, $220,919 and $134,892 from
the Fixed Income Fund, Value Fund and Large Cap Growth Fund, respectively.
Amounts payable to the Investment Manager at August 31, 2004 were $25,283,
$18,390 and $14,567 for the Fixed Income Fund, Value Fund and Large Cap Growth
Fund, respectively.
FIXED INCOME FUND. The Investment Manager has retained Howe & Rusling, Inc. ("H
& R") to serve as the Adviser to the Fixed Income Fund. Nashville Capital
Corporation has agreed to pay H & R an annual advisory fee for the Fixed Income
Fund of 0.30% of average daily net assets up to $25 million, 0.25% of average
daily net assets from $25 million up to $50 million, and 0.20% of average daily
net assets of $50 million and greater.
VALUE FUND. The Investment Manager has retained Robinson Investment Group, Inc.
("Robinson") to serve as the Adviser to the Value Fund. Nashville Capital
Corporation has agreed to pay Robinson an annual advisory fee of 0.60% of
average daily net assets up to $25 million, 0.45% of average daily net assets
from $25 million up to $50 million, 0.35% of average daily net assets from $50
million up to $100 million, and 0.30% of average daily net assets of $100
million and greater.
LARGE CAP GROWTH FUND. The Investment Manager has retained Northstar Capital
Management, Inc. ("Northstar") to serve as Adviser of the Large Cap Growth Fund.
Nashville Capital Corporation has agreed to pay Northstar an annual advisory fee
of 0.50% of average daily net assets.
The Funds retain Unified Fund Services, Inc. ("Unified"), a wholly owned
subsidiary of Unified Financial Services, Inc., to manage the Funds' business
affairs and to provide the Funds with administrative, transfer agency, and fund
accounting services, including all regulatory reporting and necessary office
equipment and personnel. The Investment Manager paid all administrative,
transfer agency, and fund accounting fees on behalf of the Funds per the
Agreement. Certain Trustees and the officers of the Trust are employees of
Unified and/or shareholders of Unified Financial Services, Inc. (the parent of
Unified).
The Funds retain Unified Financial Securities, Inc., a wholly owned subsidiary
of Unified Financial Services, Inc. to act as the principal distributor of their
shares. There were no payments made to Unified Financial Securities, Inc. by the
Funds during the fiscal year ended August 31, 2004. Certain Trustees have an
ownership interest in Unified Financial Services, Inc. (the parent company of
the Distributor), and an officer of the Trust is an officer of the Distributor.
As a result, those persons may be deemed to be affiliates of the Distributor.
NOTE 4. INVESTMENTS
For the fiscal year ended August 31, 2004, purchases and sales of investment
securities, other than short-term investments and short-term U.S. government
obligations were as follows:
FIXED LARGE CAP
INCOME VALUE GROWTH
FUND FUND FUND
---------------- --------------- ---------------
PURCHASES
U.S. Government Obligations $ 2,059,537 $ - $ -
Other 5,281,810 5,314,234 14,385,706
SALES
U.S. Government Obligations $ 4,526,083 $ - $ -
Other 6,267,528 6,609,187 6,339,713
28
MONTEAGLE FUNDS
NOTES TO FINANCIAL STATEMENTS
AUGUST 31, 2004 - CONTINUED
NOTE 4. INVESTMENTS - CONTINUED
As of August 31, 2004, the net unrealized appreciation of investments for tax
purposes was as follows:
FIXED LARGE CAP
INCOME VALUE GROWTH
FUND FUND FUND
--------------- --------------- --------------
Gross appreciation $ 1,280,421 $ 2,212,627 $ 1,078,121
Gross depreciation (39,625) (838,615) (668,199)
--------------- --------------- --------------
Net appreciation
on investments $ 1,240,796 $ 1,374,012 $ 409,922
=============== =============== ==============
At August 31, 2004, the aggregate cost of securities for federal income tax
purposes was $24,944,176, $15,213,477, and $12,462,035 for the Fixed Income
Fund, Value Fund, and Large Cap Growth Fund, respectively. The differences
between book cost and tax cost represent the deferral of losses on wash sales
and post-October losses.
NOTE 5. ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of increases and decreases in net assets from operations
during the reporting period. Actual results could differ from those estimates.
NOTE 6. BENEFICIAL OWNERSHIP
The beneficial ownership, either directly or indirectly, of more than 25% of the
voting securities of a fund creates a presumption of control of the fund, under
Section 2(a)(9) of the Investment Company Act of 1940. As of August 31, 2004,
Farmers and Merchants Corporation, for the benefit of its customers,
beneficially owned 100% of each Fund.
NOTE 7. CAPITAL LOSS CARRYFORWARDS
VALUE FUND. At August 31, 2004, the Fund had available for federal tax purposes
an unused capital loss carryforward of $1,654,808, of which $1,155,855 expires
in 2011 and $498,953 expires in 2012.
The Fund has elected to defer post-October losses of $164,758.
LARGE CAP FUND. At August 31, 2004, the Fund had available for federal tax
purposes an unused capital carryforward of $6,932,274, of which $470,032 expires
in 2008, $826,803 expires in 2009, $425,424 expires in 2010, $3,044,365 expires
in 2011, and $2,165,650 expires in 2012.
The Fund has elected to defer post-October losses of $246,784.
Capital loss carryforwards are available to offset future realized gains. To the
extent that these carryforwards are used to offset future realized capital
gains, it is probable that the amount which is offset will not be distributed.
29
MONTEAGLE FUNDS
NOTES TO FINANCIAL STATEMENTS
AUGUST 31, 2004 - CONTINUED
NOTE 8. DISTRIBUTIONS TO SHAREHOLDERS
FIXED INCOME FUND. For the fiscal year ended August 31, 2004, the Fund paid
monthly distributions of net investment income totaling $0.4048 per share.
Capital gain distributions in the amount of $0.1619 per share were paid December
26, 2003, to shareholders of record on December 24, 2003.
The tax character of distributions paid during the fiscal years ended August 31,
2004 and 2003 was as follows.
Distributions paid from: 2004 2003
---------------- ------------------
Ordinary income $ 1,041,946 $ 1,278,249
Short-term Capital Gain 104,366 -
Long-term Capital Gain 333,378 439,848
---------------- ------------------
$ 1,479,690 $ 1,718,097
================ ==================
VALUE FUND. The Value Fund paid an ordinary income dividend and a return of
capital distribution totaling $0.1903 per share on December 26, 2003, to
shareholders of record on December 24, 2003.
The tax character of distributions paid during the fiscal years ended August 31,
2004 and 2003 was as follows:
Distributions paid from: 2004 2003
---------------- ----------------
Ordinary income $ 138,920 $ 283,519
Return of Capital 130,341 -
Short-term Capital Gain - -
Long-term Capital Gain - -
---------------- ----------------
$ 269,261 $ 283,519
================ ================
LARGE CAP GROWTH FUND. On December 26, 2003, the Large Cap Growth Fund paid an
ordinary income dividend of $0.0034 per share to shareholders of record on
December 24, 2003.
The tax character of distributions paid during the fiscal years ended August 31,
2004 and 2003 was as follows:
Distributions paid from: 2004 2003
---------------- ----------------
Ordinary income $ 6,174 $ -
Short-term Capital Gain - -
Long-term Capital Gain - -
---------------- ----------------
$ 6,174 $ -
================ ================
As of August 31, 2004, the components of distributable earnings on a tax basis
were as follows:
Fixed Fund Value Large Cap
---------------- ---------------- ----------------
Undistributable ordinary income $ 11,324 $ - $ -
Undistributable long-term capital gain
(accumulated losses) 234,274 (1,654,807) (6,932,273)
Unrealized appreciation/(depreciation) 1,240,796 1,374,012 409,922
---------------- ---------------- ----------------
$ 1,486,394 $ (280,795) $ (6,522,351)
================ ================ ================
30
MONTEAGLE FUNDS
NOTES TO FINANCIAL STATEMENTS
AUGUST 31, 2004 - CONTINUED
NOTE 8. DISTRIBUTIONS TO SHAREHOLDERS - CONTINUED
The differences between book basis and tax basis unrealized appreciation is
attributable primarily to the tax deferral of losses on wash sales and
post-October losses.
NOTE 9. CHANGE OF AUDITORS
On March 3, 2004, McCurdy & Associates CPA's, Inc. ("McCurdy") notified the
Funds of its intention to resign as the Funds' independent auditors upon
selection of replacement auditors.
On March 14, 2004, the Board and the Funds' Audit Committee selected Cohen
McCurdy, Ltd. ("Cohen") to replace McCurdy as the Funds' auditors for the fiscal
year ending August 31, 2004 to be effective upon the resignation of McCurdy.
On March 14, 2004, upon receipt of notice that Cohen was selected as the Funds'
auditor, McCurdy, whose audit practice was acquired by Cohen, resigned as
independent auditors to the Funds. McCurdy's reports on the Funds' financial
statements for the fiscal year ended August 31, 2003 contained no adverse
opinion or a disclaimer of opinion nor were they qualified or modified as to
uncertainty, audit scope or accounting principles. During the fiscal period
stated above and through the term of the engagement with McCurdy, there were no
disagreements with McCurdy on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure which, if not
resolved to the satisfaction of McCurdy, would have caused the Adviser to make
reference to the subject matter of the disagreements in connection with its
reports on the Funds' financial statements for such periods.
Neither the Funds nor anyone on its behalf consulted with Cohen on items which
(i) concerned the application of accounting principles to a specified
transaction, either completed or proposed or the type of audit opinion that
might be rendered on the Funds' financial statements as a result of such
consultations or (ii) concerned the subject of a disagreement (as defined in
paragraph (a)(1)(iv) of Item 304 of Regulation S-K) or a reportable event (as
described in paragraph (a)(1)(v) of said Item 304).
31
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
-------------------------------------------------------
To the Shareholders and
Board of Trustees
Monteagle Funds
(series' of AmeriPrime Advisors Trust)
We have audited the accompanying statements of assets and liabilities, including
the schedules of investments, of the Monteagle Funds ("the Funds") comprising
the Monteagle Fixed Income, MonteagleValue, and Monteagle Large Cap Growth
Portfolios as of August 31, 2004, and the related statements of operations, the
statements of changes in net assets and the financial highlights for the year
then ended. These financial statements and financial highlights are the
responsibility of the Funds' management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audit. The statements of changes in net assets for the year ended August 31,
2003 and the financial highlights for each of the four years in the period then
ended were audited by McCurdy & Associates CPA's, Inc., whose audit practice was
acquired by Cohen McCurdy, Ltd. McCurdy & Associates CPA's, Inc. expressed
unqualified opinions on those statements.
We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. Our procedures included confirmation of
investments and cash held as of August 31, 2004 by correspondence with the
Funds' custodian and brokers. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of each
of the portfolios constituting the Monteagle Funds as of August 31, 2004, the
results of their operations, 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.
/s/ Cohen McCurdy
Cohen McCurdy, Ltd.
Westlake, Ohio
October 21, 2004
<page>
TRUSTEES AND OFFICERS (UNAUDITED)
- ---------------------------------
INDEPENDENT TRUSTEES
<table>
- ----------------------------------------------------- ----------------------------------------------------------------
NAME, ADDRESS*, (DATE OF BIRTH), POSITION WITH FUND PRINCIPAL OCCUPATION DURING PAST 5 YEARS AND OTHER
COMPLEX,** TERM OF POSITION WITH TRUST DIRECTORSHIPS
- ----------------------------------------------------- ----------------------------------------------------------------
Gary E. Hippenstiel (1947) Director, Vice President and Chief Investment Officer of
Legacy Trust Company, N.A. since 1992. Trustee of AmeriPrime
Trustee, July 2002 to present Funds since 1995 and Unified Series Trust since December 2002.
Trustee of CCMI Funds since June 2003. Trustee of Access
Variable Insurance Trust, since April 2003.
- ----------------------------------------------------- ----------------------------------------------------------------
Stephen A. Little (1946) President and founder, The Rose, Inc., a registered investment
advisor, since April 1993. Trustee of AmeriPrime Funds since
Trustee, November 2002 to present December 2002 and Unified Series Trust since December 2002.
Trustee of CCMI Funds since June 2003.
- ----------------------------------------------------- ----------------------------------------------------------------
Daniel J. Condon (1950) President, 2004 to present, Vice President and General
Manager, 1990 to 2003, International Crankshaft Inc., an
Trustee, November 2002 to present automotive equipment manufacturing company, 1990 to present;
Trustee, The Unified Funds, from 1994 to 2002; Trustee,
Firstar Select Funds, a REIT mutual fund, from 1997 to 2000.
Trustee of AmeriPrime Funds since December 2002 and Unified
Series Trust since December 2002. Trustee of CCMI Funds since
June 2003.
- ----------------------------------------------------- ----------------------------------------------------------------
INTERESTED TRUSTEES AND PRINCIPAL OFFICERS
- --------------------------------------------------- ------------------------------------------------------------------
NAME, ADDRESS*, (DATE OF BIRTH), POSITION WITH PRINCIPAL OCCUPATION DURING PAST 5 YEARS
FUND COMPLEX,** TERM OF POSITION WITH TRUST AND OTHER DIRECTORSHIPS
- --------------------------------------------------- ------------------------------------------------------------------
Timothy L. Ashburn (1950)*** Employed by Unified Financial Services, Inc., Chairman of
Unified Financial Services, Inc. 1989 to 2004, Chief Executive
Trustee and Chairman, November 2002 to present Officer from 1989 to 1992 and 1994 to April 2002, and President
President, December 2002 to July 2004 from November 1997 to April 2000. Trustee of AmeriPrime Funds
Asst. Secretary, December 2003 to present since December 2002 and Unified Series Trust since October 2002.
Secretary, June 2003 to December 2003 Trustee of CCMI Funds since June 2003.
- --------------------------------------------------- ------------------------------------------------------------------
Ronald C. Tritschler (1952)**** Chief Executive Officer, Director and legal counsel of The Webb
Companies, a national real estate company, from 2001 to present;
Trustee, November 2002 to present Executive Vice President and Director of The Webb Companies from
1990 to 2000; Director, First State Financial, from 1998 to
present; Director, Vice President and legal counsel for The
Traxx Companies, an owner and operator of convenience stores,
from 1989 to present. Trustee of AmeriPrime Funds since December
2002 and Unified Series Trust since December 2002. Trustee of
CCMI Funds since June 2003.
- --------------------------------------------------- ------------------------------------------------------------------
Anthony J. Ghoston (1959) Executive Vice President of Unified Fund Services, Inc. since
June 2004; Senior Vice President of Unified Fund Services, Inc.
President, July 2004 to present April 2003 to June 2004; Senior Vice President and Chief
Information Officer of Unified Financial Services since 1997.
- --------------------------------------------------- ------------------------------------------------------------------
Thomas G. Napurano (1941) Chief Financial Officer and Executive Vice President of Unified
Financial Services, Inc., the parent company of the Trust's
Chief Financial Officer and Treasurer, October administrator and Distributor; Director, Unified Financial
2002 to present Services, Inc., from 1989 to March 2002. CFO of AmeriPrime
Funds since October 2002 and Unified Series Trust since
December 2002. CFO of CCMI Funds since June 2003.
- --------------------------------------------------- ------------------------------------------------------------------
Carol Highsmith (1964)***** Employed by Unified Fund Services, Inc. (November 1994 to
present). Secretary of AmeriPrime Advisors Trust, Unified Series
Secretary, December 2003 to present Trust, and CCMI Funds since December 2003.
Asst. Secretary, June 2003 to December 2003
- --------------------------------------------------- ------------------------------------------------------------------
</table>
* The address for each of the trustees and officers is 431 N. Pennsylvania,
Indianapolis, IN 46204, except as noted for Tim Ashburn.
** Fund Complex refers to AmeriPrime Advisors Trust, AmeriPrime Funds and
Unified Series Trust. The Fund Complex consists of 26 series.
*** Mr. Ashburn is an "interested person" of the Trust because he is an officer
of the Trust. In addition, he may be deemed to be an "interested person" of the
Trust because he has an ownership interest in Unified Financial Services, Inc.,
the parent of the Distributor of certain series in the Fund Complex. Mr. Ashburn
resigned his positions as Trustee and Chairman effective October 13, 2004.
**** Mr. Tritschler may be deemed to be an "interested person" of the Trust
because he has an ownership interest in Unified Financial Services, Inc., the
parent of the Distributor of certain series in the Fund Complex.
*****CarolHighsmith resigned her position as Secretary, and Freddie Jacobs, Jr.,
CPA became Secretary effective September 1, 2004.
<page>
The Funds' Statement of Additional Information ("SAI") includes additional
information about the trustees and is available, without charge, upon request.
You may call toll-free (800) 272-9746 to request a copy of the SAI or to make
shareholder inquiries.
PROXY VOTING
A description of the policies and procedures that each Fund uses to determine
how to vote proxies relating to portfolio securities and information regarding
how the Funds voted those proxies during the twelve month period ended June 30,
2004, are available without charge upon request by (1) by calling the Funds at
(877) 272-9746; (2) on the Funds' website at www.nashcap.com; and (3) on the
---------------
SEC's website at www.sec.gov.
-----------
TRUSTEES
Timothy L. Ashburn, Chairman
Gary E. Hippenstiel
Stephen A. Little
Daniel J. Condon
Ronald C. Tritschler
OFFICERS
Anthony J. Ghoston, President
Thomas G. Napurano, Chief Financial Officer and Treasurer
Carol J. Highsmith., Secretary
INVESTMENT MANAGER
Nashville Capital Corporation
209 10th Ave. South, Suite 332
Nashville, TN 37203
FUNDS' ADVISORS
Howe & Rusling, Inc.
Robinson Investment Group, Inc.
Northstar Capital Management, Inc.
DISTRIBUTOR
Unified Financial Securities, Inc.
431 N. Pennsylvania St.
Indianapolis, IN 46204
INDEPENDENT ACCOUNTANTS
Cohen McCurdy, Ltd.
826 Westpoint Parkway, Suite 1250
Westlake, OH 44145
LEGAL COUNSEL
Thompson Hine, LLP
312 Walnut St., Suite 1400
Cincinnati, OH 45202
CUSTODIAN
U.S. Bank, N.A.
425 Walnut St.
Cincinnati, OH 45202
ADMINISTRATOR, TRANSFER AGENT
AND FUND ACCOUNTANT
Unified Fund Services, Inc.
431 N. Pennsylvania Street
Indianapolis, IN 46204
This report is intended only for the information of shareholders or those who
have received the Fund's prospectus which contains information about the Fund's
management fee and expenses. Please read the prospectus carefully before
investing.
Distributed by Unified Financial Securities, Inc.
Member NASD/SIPC
<page>
ITEM 2. CODE OF ETHICS.
(a) As of the end of the period covered by this report, the registrant has
adopted a code of ethics that applies to the registrant's principal executive
officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions, regardless of whether these
individuals are employed by the registrant or a third party.
(b) For purposes of this item, "code of ethics" means written standards that are
reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of
actual or apparent conflicts of interest between personal and
professional relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in
reports and documents that a registrant files with, or submits
to, the Commission and in other public communications made by
the registrant;
(3) Compliance with applicable governmental laws, rules, and
regulations;
(4) The prompt internal reporting of violations of the code to an
appropriate person or persons identified in the code; and
(5) Accountability for adherence to the code.
(c) Amendments: During the period covered by the report, there have not been any
amendments to the provisions of the code of ethics.
(d) Waivers: During the period covered by the report, the registrant has not
granted any express or implicit waivers from the provisions of the code of
ethics.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) The registrant's Board of Trustees has determined that the registrant does
not have an audit committee financial expert. The committee members and the full
Board considered the possibility of adding a member that would qualify as an
expert. The audit committee determined that, although none of its members meet
the technical definition of an audit committee financial expert, the committee
has sufficient financial expertise to adequately perform its duties under the
Audit Committee Charter without the addition of a qualified expert.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) AUDIT FEES
----------
FY 2003 $ 17,800
FY 2004 $ 18,900
(b) AUDIT-RELATED FEES
------------------
Registrant
----------
FY 2003 $ 0
FY 2004 $ 0
Nature of the fees:
<page>
(c) TAX FEES
--------
Registrant
----------
FY 2003 $1,950
FY 2004 $2,025
Nature of the fees: preparation of 1120 RIC
(d) ALL OTHER FEES
--------------
Registrant
----------
FY 2003 $ 3,295
FY 2004 $ 468
Nature of the fees: out of pockets, consents
(e) (1) AUDIT COMMITTEE'S PRE-APPROVAL POLICIES
---------------------------------------
The Audit Committee Charter requires the Audit Committee to be
responsible for the selection, retention or termination of
auditors and, in connection therewith, to (i) evaluate the
proposed fees and other compensation, if any, to be paid to
the auditors, (ii) evaluate the independence of the auditors,
(iii) pre-approve all audit services and, when appropriate,
any non-audit services provided by the independent auditors to
the Trust, (iv) pre-approve, when appropriate, any non-audit
services provided by the independent auditors to the Trust's
investment adviser, or any entity controlling, controlled by,
or under common control with the investment adviser and that
provides ongoing services to the Trust if the engagement
relates directly to the operations and financial reporting of
the Trust, and (v) receive the auditors' specific
representations as to their independence;
(2) PERCENTAGES OF SERVICES APPROVED BY THE AUDIT COMMITTEE
-------------------------------------------------------
Registrant
----------
Audit-Related Fees: 100%
Tax Fees: 100%
All Other Fees: 100%
None of the services described in paragraph (b) through (d)
of this Item were approved by the audit committee pursuant to
paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) During the audit of registrant's financial statements for the most
recent fiscal year, less than 50 percent of the hours expended on the
principal accountant's engagement were attributed to work performed by
persons other than the principal accountant's full-time, permanent
employees.
(g) The aggregate non-audit fees billed by the registrant's accountant for
services rendered to the registrant, and rendered to the registrant's
investment adviser (not including any sub-adviser whose role is
primarily portfolio management and is subcontracted with or overseen by
another investment adviser), and any entity controlling, controlled by,
or under common control with the adviser that provides ongoing services
to the registrant:
<page>
Registrant
----------
FY 2003 $ 3,295
FY 2004 $ 468
(h) Not applicable. The auditor performed no services for the registrant's
investment adviser or any entity controlling, controlled by, or under common
control with the investment adviser that provides ongoing services to the
registrant.
ITEM 5. AUDIT COMMITTEE OF LISTED COMPANIES. Not applicable.
ITEM 6. SCHEDULE OF INVESTMENTS. Not applicable - schedule filed with Item 1.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END FUNDS.
Not applicable.
ITEM 8. PURCHASES OF EQUITY SECURITIES BY CLOSED-END FUNDS. Not applicable.
ITEM 9. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
The registrant has not adopted procedures by which shareholders may recommend
nominees to the registrant's board of trustees.
ITEM 10. CONTROLS AND PROCEDURES.
(a) Based on an evaluation of the registrant's disclosure controls and
procedures as of September 22, 2004, the disclosure controls and procedures are
reasonably designed to ensure that the information required in filings on Forms
N-CSR is recorded, processed, summarized, and reported on a timely basis.
(b) There were no significant changes in the registrant's internal control over
financial reporting that occurred during the registrant's second fiscal
half-year that have materially affected, or are reasonably likely to materially
affect, the registrant's internal control over financial reporting.
ITEM 11. EXHIBITS.
(a)(1) Code is filed herewith
(a)(2) Certifications by the registrant's principal executive officer and
principal financial officer, pursuant to Section 302 of the Sarbanes-
Oxley Act of 2002 and required by Rule 30a-2under the Investment
Company Act of 1940 are filed herewith.
(a)(3) Not Applicable
(b) Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002 is filed herewith.
<page>
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) AmeriPrime Advisors Trust
By
* /s/ Anthony J. Ghoston
-------------------------------------------------------------------------------
Anthony J. Ghoston, President
Date 11/9/04
----------------------------------------------------------------------------
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/ Anthony J. Ghoston
-------------------------------------------------------------------------------
Anthony J. Ghoston, President
Date 11/9/04
----------------------------------------------------------------------------
By
* /s/ Thomas G. Napurano
-------------------------------------------------------------------------------
Thomas G. Napurano, Chief Financial Officer and Treasurer
Date 11/9/04
----------------------------------------------------------------------------