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  811-09096
                                   ------------------------------------------

                  AmeriPrime Funds
- -----------------------------------------------------------------------------
                           (Exact name of registrant as specified in charter)

                  431 North Pennsylvania St.                  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:   7/31
                        ------------

Date of reporting period:  01/31/05
                         -----------

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.






              ===================================================
                                 DOBSON COVERED
                                   CALL FUND
              ===================================================












                               SEMI-ANNUAL REPORT
                                   (UNAUDITED)

                                JANUARY 31, 2005








                                  FUND ADVISOR:

                         DOBSON CAPITAL MANAGEMENT, INC.
                             1422 S. VAN NESS STREET
                               SANTA ANA, CA 92707



                      TOLL FREE 877-2-DOBSON (877-236-2766)




March 1, 2005


Dear Fellow Shareholders:

We are pleased to present the semi-annual report of the Dobson Covered Call Fund
(DBCCX) as of January 31, 2005.

I would like to refer you to the management discussion and analysis that follows
for  specific  details  about the  Dobson  Covered  Call Fund  performance,  our
expectations  for the future and other topics in the news  regarding  the Mutual
Fund Industry.

We welcome your comments and again thank you for investing with us.




Sincerely,



Charles L. Dobson
Portfolio Manager

The  prospectus  should  be  read  carefully  before  investing.  To  request  a
prospectus for more complete information,  including charges and expenses,  call
toll free 1-877-2-DOBSON OR 1-877-236-2766.  Past performance does not guarantee
future  results.  Shares  when  redeemed  may be worth  more or less than  their
original cost.

Distributed by Unified Financial Securities, Inc.,
431 North Pennsylvania Street
Indianapolis, IN 46204

Member NASD, SIPC.



                                       1






MANAGEMENTS DISCUSSION OF FUND PERFORMANCE

For the 6 month  period  ended  January 31, 2005 our Fund had a total  return of
4.55% while the S&P 500 Index had a total return of 8.12%. From Inception (March
24, 1999) through January 31, 2005 our Fund's annualized return was 1.82%, while
the S&P 500 Index annualized return was 0.33%. Our Fund's standard  deviation of
monthly returns from April 1, 1999 to January 31, 2005 was 3.33% and the S&P 500
standard  deviation  for the same  period was  4.61%.  Standard  deviation  is a
statistical  term that  measures the  divergence  of returns  around the average
return.  The lower this number the less  volatile  returns were over the defined
time period.

                           VOLATILITY(RISK)COMPARISON

                       DBCCX - 3.33    S&P 500 INDEX - 4.61

For the past six months with the  exception  of December and January the S&P 500
Index has outperformed the S&P 100 Index.  Historically these indices track very
closely.  For the 12 months,  5 year and 10 year periods ending January 31, 2005
the 500 Index returned 6.23%, -1.77% and 11.51  respectively.  Five and ten year
results are annualized. The 100 Index returned 2.71%, -4.14% and 11.82%. Looking
at the stocks in our portfolio one can see that they are more closely correlated
to the 100 Index as  opposed  to the 500  Index.  You may also wish to visit the
websites of Lipper and  Morningstar  to view their  assessment of our underlying
stocks.  The difficulty is in finding an appropriate  benchmark when the 100 and
500 Indices differ so much in a relatively short period of time.

For the past several  years a more  appropriate  benchmark  would be the S&P 100
Index but since the S&P 500  Index is the most  quoted we will  continue  to use
that.  There will be periods  when the 100 Index does  better than the 500 Index
and  our  comparative  results  to the  500  Index  will  look  better  than  is
appropriate.  We feel that by explaining  how our results were achieved you will
see the  value  of our  covered  call  program  as part  of your  overall  asset
allocation  regardless  of what  benchmark we use. You will also notice that our
portfolio  turnover  rate is very low. By doing this an investor can more easily
evaluate whether our options are adding value to our underlying portfolio.

Basically  our  strategy is to hold a broadly  diversified  portfolio  of common
stocks and write  options on them with the intent of reducing the  volatility of
those stocks.  The common stocks we hold are very  representative of the S&P 500
Index so over time they  should  perform  the same as the  Index.  As  discussed
previously  there are periods such as the past few years where this won't be the
case but there will be periods such as the year 2000 when our underlying  stocks
will do better than the Index.  By reducing  the  volatility  of the  underlying
stocks we expect to improve on their return over time which is what we have

                                       2

done from inception  regardless of which benchmark is used. Our expectations are
that we can  exceed  the  performance  of our  underlying  stocks if they  don't
appreciate  more than 10% on an annualized  basis. In a year like 2003 when both
indices had returns in the high double  digits our results  will tend to lag and
consequently our three year results may not compare  favorably.  Over time there
will also be negative  years such as 2000,  2001 and 2002 where our results will
compare  more  favorably.  Combining  the good years with the bad years we don't
expect  the  market  to  exceed  a  growth  rate  of  over  10%  annualized  and
consequently we expect to do better than either Index over time.

To get a better  understanding  of our expectations we refer you to our website,
www.dobsoncapital.com.  For those of you without  access to the internet  please
- ---------------------
call us toll free at 877-546-3066 and we will send you the written explanations.

Overall  we are  pleased  with  results  from  inception  and  believe we have a
reasonable  probability of meeting  expectations in the future. We will continue
our investment  strategy of using the larger  capitalization  stocks and writing
individual call options on those stocks.  As always,  past  performance does not
guarantee future results.

MANAGEMENT'S DISCUSSION OF MUTUAL FUND ISSUES

1.  Portfolio  Ownership.  As of January  31,  2005 I am not only the  Portfolio
Manager of our Fund but am the beneficial  owner of  approximately  13.7% of the
outstanding shares.

2. Soft Dollars.  Although soft dollar  arrangements  are  permitted,  it is our
belief that  commission  dollars  should be used to keep  commission  costs low.
Therefore  we have not nor do we intend  to use  commission  dollars  to pay for
research or other services.

3. Broker/Dealers. Currently we deal with one broker dealer for the purchase and
sale of stocks and options.  As of this date the  Broker/Dealer  we use does not
and has never had any clients with us.

4.  Disaster  Recovery.  We e-mail a copy of the  portfolio any time changes are
made to an offsite location located 80 miles from our facility.  Should there be
a major  disaster  such as an  earthquake  we can resume  operations  in a short
period  of time.  We also  back up our data  each day so we can move to  another
building in case of a local power failure.

5.  Proxy  voting  policies.  Please  contact us if you would like a copy of our
proxy voting policies or to see our proxy voting record.

6. 12b-1 fees. The fund does not make use of 12b-1 fees.

I hope the  above  analysis  has been  useful  and  informative.  Please  do not
hesitate  to call me toll free at  877-546-3066  if you have any  questions  and
please visit our website at www.dobsoncapital.com.
                            ---------------------

                                       3


INVESTMENT RESULTS
- ------------------


                                                                                           

- --------------------------------------------------------------------------------------------------------
                                             AVERAGE ANNUAL TOTAL RETURNS
                                          (FOR PERIODS ENDED JANUARY 31, 2005)

                                                                                      SINCE INCEPTION
                                   SIX MONTHS        ONE YEAR        FIVE YEAR       (MARCH 24, 1999)
                                  --------------   --------------   -------------   --------------------

Dobson Covered Call Fund*                 4.55%            4.12%           0.50%           1.82%

S&P 500 Index**                           8.12%            6.18%          -1.80%           0.33%

- --------------------------------------------------------------------------------------------------------



The rate of  return  will vary and the  principal  value of an  investment  will
fluctuate.  Shares,  if redeemed,  may be worth more or less than their original
cost.  Performance  data quoted does not reflect the  deduction of taxes that an
investor may pay on Fund  distributions  or the redemption of Fund shares.  Past
performance  is not  indicative  of  future  investment  results.  Due to market
volatility,  current  performance  may be higher or lower  than the  performance
shown above.

* 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.

COMPARISON OF THE CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE DOBSON COVERED
                   CALL FUND AND THE UNMANAGED S&P 500 INDEX

                                [GRAPH OMITTED]

                    DOBSON COVERED
                      CALL FUND                    S&P 500 INDEX
                       $11,119                       $10,193
                    ----------------             ----------------
        3/24/1999       10,000.00                   10,000.00
        7/31/1999       10,780.00                   10,572.59
        1/31/2000       10,842.58                   11,163.50
        7/31/2000       11,167.02                   11,520.55
        1/31/2001       11,301.17                   11,062.55
        7/31/2001       10,983.65                    9,870.22
        1/31/2002       10,858.90                    9,270.74
        7/31/2002        9,246.19                    7,531.63
        1/31/2003        8,961.23                    7,135.68
        7/31/2003        9,884.77                    8,332.78
        1/31/2004       10,678.44                    9,599.94
        7/31/2004       10,635.15                    9,428.15
        1/31/2005       11,118.67                   10,193.49


This graph shows the value of a  hypothetical  initial  investment of $10,000 in
the Fund and the S&P 500 Index on March  24,  1999  (inception  of the Fund) and
held  through  January  31,  2005.  The S&P 500  Index  is a  widely  recognized
unmanaged  index of common  stock  prices.  The  Index  returns  do not  reflect
expenses,  which have been deducted from the Fund's  return.  These  performance
figures  include  the  change  in  value of the  stocks  in the  index  plus the
reinvestment of dividends and are not annualized. The

                                       4


returns shown do not reflect  deduction of taxes that a shareholder would pay on
Fund  distributions  or  the  redemption  of  Fund  shares.  THE  FUND'S  RETURN
REPRESENTS  PAST  PERFORMANCE  AND DOES NOT PREDICT FUTURE  RESULTS.  Investment
returns and principal  values will fluctuate so that our shares,  when redeemed,
may be  worth  more or  less  than  their  original  purchase  price.  For  more
information  on the Dobson  Covered  Call Fund,  please call  1-877-2-Dobson  or
1-877-236-2766  to request a prospectus.  Investing in the Fund involves certain
risks that are discussed in the Fund's  prospectus.  Please read the  prospectus
carefully before you invest or send money.




The fund's investment objectives, risks, charges and expenses must be considered
carefully  before  investing.  The prospectus  contains this and other important
information  about the  investment  company,  and it may be obtained by visiting
www.dobsoncapital.com  or by calling  Unified Fund  Services at  1-877-236-2766.
- ---------------------
Read it carefully before investing.  Figures include changes in principal value,
reinvested dividend and capital gain distributions.


The Dobson  Covered Call Fund is distributed  by Unified  Financial  Securities,
Inc., 431 N. Pennsylvania St., Indianapolis, Indiana 46204


                                       5




FUND HOLDINGS - (UNAUDITED)
- -------------

DOBSON COVERED CALL FUND PERCENT OF PORTFOLIO HEDGED AS OF JANUARY 31, 2005 1

95.77% 2
 4.23% 3

  1As a percent of portfolio holdings
  2Percent of portfolio hedged by covered call options
  3Percent of portfolio unhedged

Under normal circumstances,  at least 80% of the Fund's portfolio will be hedged
using covered call options.

AVAILABILITY OF PORTFOLIO SCHEDULE - (UNAUDITED)
- ----------------------------------

The Fund files its complete  schedule of portfolio  holdings with the Securities
and Exchange  Commission ("SEC") for the first and third quarters of each fiscal
year on Form N-Q.  The Fund's Form N-Qs are  available  at the SEC's  website at
www.sec.gov.  The  Fund's  Form N-Qs may be  reviewed  and  copied at the Public
Reference  Room in  Washington  DC.  Information  on the operation of the Public
Reference Room may be obtained by calling 1-800-SEC-0330.

SUMMARY OF FUND'S EXPENSES - (UNAUDITED)
- --------------------------

As a shareholder  of the Fund,  you incur ongoing  costs,  including  management
fees, and other Fund  expenses.  This Example is intended to help you understand
your ongoing  costs (in  dollars) of investing in the Fund 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  (August 1, 2004) and held for the entire  period  (through  January  31,
2005).

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.

                                       6




Hypothetical Example for Comparison Purposes
- --------------------------------------------

The second  line of the table  below  provides  information  about  hypothetical
account  values and  hypothetical  expenses  based on the Fund's actual  expense
ratio and an assumed rate of return of 5% per year before expenses, which is not
the Fund's 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 Fund 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.


                                                                                             

- ---------------------------------- -------------------- -------------------------- --------------------------
    DOBSON COVERED CALL FUND        BEGINNING ACCOUNT            ENDING              EXPENSES PAID DURING
                                          VALUE               ACCOUNT VALUE         PERIOD AUGUST 1, 2004 -
                                     AUGUST 1, 2004         JANUARY 31, 2005           JANUARY 31, 2005*
- ---------------------------------- -------------------- -------------------------- --------------------------
Actual                                  $1,000.00               $1,045.50                    $7.73
(-0.41% return)
- ---------------------------------- -------------------- -------------------------- --------------------------
Hypothetical                            $1,000.00               $1,017.64                    $7.63
(5% return before expenses)
- ---------------------------------- -------------------- -------------------------- --------------------------
* Expenses are equal to the Fund's annualized expense ratio of 1.50%, multiplied
by the average account value over the period, multiplied by 184/365 (to reflect
the one-half year period).

                                       7


DOBSON COVERED CALL FUND
SCHEDULE OF INVESTMENTS
JANUARY 31, 2005
(UNAUDITED)


                                                                                                         


COMMON STOCKS - 100.11%                                                             SHARES                 VALUE
                                                                                  ------------       ------------------

AIR COURIER SERVICES - 1.46%
FedEx Corp. (a)                                                                         1,000           $       95,650
                                                                                                     ------------------

AIRCRAFT - 2.40%
Boeing Co. (a)                                                                          3,100                  156,860
                                                                                                     ------------------

BEVERAGES - 3.54%
Coca-Cola Co. (a)                                                                       3,000                  124,470
PepsiCo, Inc. (a)                                                                       2,000                  107,400
                                                                                                     ------------------
                                                                                                               231,870
                                                                                                     ------------------

BIOLOGICAL PRODUCTS - 1.90%
Amgen, Inc. (a) (b)                                                                     2,000                  124,480
                                                                                                     ------------------

CABLE & OTHER PAY TELEVISION SERVICES - 3.34%
Comcast Corp. Class A (a) (b)                                                           3,323                  106,968
Viacom, Inc. - Class B (a)                                                              3,000                  112,020
                                                                                                     ------------------
                                                                                                               218,988
                                                                                                     ------------------

CHEMICAL & ALLIED PRODUCTS - 1.52%
Dow Chemical Co. (a)                                                                    2,000                   99,400
                                                                                                     ------------------

COMPUTER COMMUNICATION EQUIPMENT - 1.65%
Cisco Systems, Inc. (a) (b)                                                             6,000                  108,240
                                                                                                     ------------------

COMPUTERS & OFFICE EQUIPMENT - 2.85%
International Business Machines Corp. (a)                                               2,000                  186,840
                                                                                                     ------------------

CONSTRUCTION MACHINERY & EQUIPMENT - 1.36%
Caterpillar, Inc. (a)                                                                   1,000                   89,100
                                                                                                     ------------------

CONVERTED PAPER & PAPERBOARD PRODUCTS  - 1.29%
3M Co. (a)                                                                              1,000                   84,360
                                                                                                     ------------------

CUTLERY, HANDTOOLS & GENERAL HARDWARE - 1.86%
The Gillette Co. (a)                                                                    2,400                  121,728
                                                                                                     ------------------

DIVERSIFIED - 1.37%
Honeywell International, Inc. (a)                                                       2,500                   89,950
                                                                                                     ------------------

ELECTRIC SERVICES - 2.91%
Dominion Resources, Inc.                                                                1,000                   69,380
Duke Energy, Inc.                                                                       2,000                   53,580
The Southern Co.                                                                        2,000                   67,540
                                                                                                     ------------------
                                                                                                               190,500
                                                                                                     ------------------

ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS - 1.60%
Medtronic, Inc. (a)                                                                     2,000                  104,980
                                                                                                     ------------------


See accompanying notes which are an integral part of the financial statements.
                                       8


DOBSON COVERED CALL FUND
SCHEDULE OF INVESTMENTS -CONTINUED
JANUARY 31, 2005
(UNAUDITED)

                                                                                                        


COMMON STOCKS - 100.11% - CONTINUED                                                 SHARES                 VALUE
                                                                                  ------------       ------------------

ELECTRONIC & OTHER ELECTRICAL EQUIPMENT - 2.76%
General Electric Co. (a)                                                                5,000                $ 180,650
                                                                                                     ------------------

ELECTRONIC COMPUTERS - 2.55%
Dell, Inc. (a) (b)                                                                      4,000                  167,040
                                                                                                     ------------------

FINANCE SERVICES - 6.02%
American Express Co. (a)                                                                3,000                  160,050
First Data Corp. (a)                                                                    3,000                  122,220
Morgan Stanley (a)                                                                      2,000                  111,920
                                                                                                     ------------------
                                                                                                               394,190
                                                                                                     ------------------

FIRE, MARINE & CASUALTY INSURANCE - 2.02%
American International Group, Inc. (a)                                                  2,000                  132,580
                                                                                                     ------------------

MOTOR VEHICLES & PASSENGER CAR BODIES - 1.33%
Ford Motor Co.                                                                          1,000                   13,170
General Motors Corp. (a)                                                                2,000                   73,620
                                                                                                     ------------------
                                                                                                                86,790
                                                                                                     ------------------

NATIONAL COMMERCIAL BANKS - 11.58%
Bank of America Corp. (a)                                                               4,000                  185,480
Citigroup, Inc. (a)                                                                     4,133                  202,724
J.P. Morgan Chase & Co.(a)                                                              4,980                  185,903
Wells Fargo & Co. (a)                                                                   3,000                  183,900
                                                                                                     ------------------
                                                                                                               758,007
                                                                                                     ------------------

OIL & GAS FIELD SERVICES - 2.08%
Schlumberger Ltd. (a)                                                                   2,000                  136,080
                                                                                                     ------------------

PAPER MILLS - 1.20%
International Paper Co. (a)                                                             2,000                   78,300
                                                                                                     ------------------

PETROLEUM REFINING - 5.69%
ChevronTexaco Corp. (a)                                                                 4,000                  217,600
Exxon Mobil Corp. (a)                                                                   3,000                  154,800
                                                                                                     ------------------
                                                                                                               372,400
                                                                                                     ------------------

PHARMACEUTICAL PREPARATIONS - 7.45%
Bristol-Myers Squibb, Inc. (a)                                                          3,000                   70,320
Johnson & Johnson (a)                                                                   2,000                  129,400
Merck & Co., Inc. (a)                                                                   3,000                   84,150
Pfizer, Inc. (a)                                                                        4,400                  106,304
Schering-Plough Corp.                                                                   1,000                   18,560
Wyeth (a)                                                                               2,000                   79,260
                                                                                                     ------------------
                                                                                                               487,994
                                                                                                     ------------------

See accompanying notes which are an integral part of the financial statements.
                                       9



DOBSON COVERED CALL FUND
SCHEDULE OF INVESTMENTS - CONTINUED
JANUARY 31, 2005
(UNAUDITED)

                                                                                                      


COMMON STOCKS - 100.11% - CONTINUED                                                 SHARES                 VALUE
                                                                                  ------------       ------------------

PHOTOGRAPHIC EQUIPMENT & SUPPLIES - 0.51%
Eastman Kodak, Inc. (a)                                                                 1,000                 $ 33,090
                                                                                                     ------------------

RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT - 1.70%
QUALCOMM, Inc. (a)                                                                      3,000                  111,720
                                                                                                     ------------------

RETAIL - DRUG STORES & PROPRIETARY STORES - 2.11%
Medco Health Solutions, Inc. (b)                                                          241                   10,259
Walgreen Co. (a)                                                                        3,000                  127,830
                                                                                                     ------------------
                                                                                                               138,089
                                                                                                     ------------------

RETAIL - EATING PLACES - 1.48%
McDonald's Corp. (a)                                                                    3,000                   97,170
                                                                                                     ------------------

RETAIL - LUMBER & OTHER BUILDING MATERIALS DEALERS - 2.52%
Home Depot, Inc. (a)                                                                    4,000                  165,040
                                                                                                     ------------------

RETAIL - VARIETY STORES - 4.73%
Target Corp. (a)                                                                        3,000                  152,310
Wal-Mart Stores, Inc. (a)                                                               3,000                  157,200
                                                                                                     ------------------
                                                                                                               309,510
                                                                                                     ------------------

SECURITY BROKERS, DEALERS & FLOTATION COMPANIES - 2.01%
The Charles Schwab Corp.                                                                1,000                   11,240
Merrill Lynch & Co., Inc. (a)                                                           2,000                  120,140
                                                                                                     ------------------
                                                                                                               131,380
                                                                                                     ------------------

SEMICONDUCTORS & RELATED DEVICES - 3.13%
Agere Systems, Inc. - Class B (b)                                                         264                      380
Intel Corp. (a)                                                                         6,000                  134,700
Texas Instruments, Inc. (a)                                                             3,000                   69,630
                                                                                                     ------------------
                                                                                                                204,710
                                                                                                     ------------------

SERVICES - MISCELLANEOUS AMUSEMENT & RECREATION - 1.75%
Walt Disney Co. (a)                                                                     4,000                  114,520
                                                                                                     ------------------

SERVICES - PREPACKAGED SOFTWARE - 2.83%
Microsoft Corp. (a)                                                                     6,000                  157,680
Oracle Corp. (b)                                                                        2,000                   27,540
                                                                                                     ------------------
                                                                                                               185,220
                                                                                                     ------------------

SOAP, DETERGENT, CLEANING PREPARATIONS, PERFUMES, COSMETICS - 2.44%
Procter & Gamble, Inc. (a)                                                              3,000                  159,690
                                                                                                     ------------------


TELEPHONE & TELEGRAPH APPARATUS - 0.05%
Lucent Technologies, Inc. (b)                                                           1,000                    3,260
                                                                                                     ------------------


See accompanying notes which are an integral part of the financial statements.
                                       10



DOBSON COVERED CALL FUND
SCHEDULE OF INVESTMENTS - CONTINUED
JANUARY 31, 2005
(UNAUDITED)


                                                                                                        


COMMON STOCKS - 100.11% - CONTINUED                                                 SHARES                 VALUE
                                                                                  ------------       ------------------

TELEPHONE COMMUNICATIONS - 3.12%
AT&T Corp. (a)                                                                          1,600           $       30,704
BellSouth Corp. (a)                                                                     3,000                   78,720
SBC Communications, Inc. (a)                                                            4,000                   95,040
                                                                                                     ------------------
                                                                                                               204,464
                                                                                                     ------------------

TOTAL COMMON STOCKS (COST $6,278,372)                                                                        6,554,840
                                                                                                     ------------------

MONEY MARKET SECURITIES - 2.65%
Federal Prime Obligation Fund, 2.13% (c)                                              173,437                  173,437
                                                                                                     ------------------

TOTAL MONEY MARKET SECURITIES (COST $173,437)                                                                  173,437
                                                                                                     ------------------

TOTAL INVESTMENTS (COST $6,451,809) - 102.76%                                                          $     6,728,277
                                                                                                     ------------------

LIABILITIES IN EXCESS OF CASH AND OTHER ASSETS - (2.76)%                                                      (180,560)
                                                                                                     ------------------

TOTAL NET ASSETS - 100.00%                                                                             $     6,547,717
                                                                                                     ==================

(a) Portion of the security is pledged as collateral for call options written.
(b) Non-income producing.
(c) Variable rate security; the coupon rate shown represents the rate at January 31, 2005.

See accompanying notes which are an integral part of the financial statements.
                                       11


DOBSON COVERED CALL FUND
SCHEDULE OF INVESTMENTS - CONTINUED
JANUARY 31, 2005
(UNAUDITED)


                                                                                                       


OPTIONS WRITTEN JANUARY 31, 2005
                                                                                    SHARES
                                                                                    SUBJECT
COMMON STOCKS / EXPIRATION DATE @ EXERCISE PRICE                                    TO CALL                VALUE
- ------------------------------------------------                                  ------------       ------------------

American Express Co. / July 2005 @ 50                                                   2,000            $         500
American Express Co. / April 2005 @ 55                                                  1,000                      850
American International Group, Inc. / May 2005 @ 75                                      1,000                    3,400
American International Group, Inc. / February 2005 @ 75                                 1,000                      150
Amgen, Inc. / July 2005 @ 65                                                            1,000                    2,300
Amgen, Inc. / April 2005 @ 65                                                           1,000                    1,000
American Telephone & Telegraph Co. / April 2005 @ 20                                    1,600                      480
Bank of America Corp. / February 2005 @ 47.5                                            2,000                      400
Bank of America Corp. / February 2005 @ 45                                              2,000                    3,000
BellSouth Corp. / April 2005 @ 30                                                       1,500                       75
BellSouth Corp. / July 2005 @ 27.5                                                      1,500                    1,050
Boeing Co. / February 2005 @ 55                                                         1,100                      110
Boeing Co. / February 2005 @ 50                                                         2,000                    2,300
Bristol-Myers Squibb Co. / March 2005 @ 25                                              1,500                      225
Bristol-Myers Squibb Co. / June 2005 @ 27.5                                             1,500                       75
Caterpillar, Inc. / February 2005 @ 50                                                  1,000                    1,100
ChevronTexaco Corp. / June 2005 @ 55                                                    2,000                    3,600
ChevronTexaco Corp. / March 2005 @ 50                                                   2,000                    7,200
Cisco Systems, Inc. / July 2005 @ 20                                                    2,000                    1,100
Cisco Systems, Inc. / April 2005 @ 17.5                                                 2,000                    2,400
Cisco Systems, Inc. / April 2005 @ 20                                                   2,000                      600
Citigroup, Inc. / June 2005 @ 50                                                        1,800                    2,250
Citigroup, Inc. / March 2005 @ 47.5                                                     2,300                    4,370
Coca-Cola Co. / May 2005 @ 42.5                                                         1,500                    1,275
Coca-Cola Co. / February 2005 @ 47.5                                                    1,500                      375
Comcast Corp. Class A / July 2005 @ 35                                                  1,000                      850
Comcast Corp. Class A / April 2005 @ 30                                                 2,300                    6,095
Dell, Inc. / May 2005 @ 42                                                              2,000                    2,600
Dell, Inc. / February 2005 @ 37.5                                                       2,000                    8,400
Disney Co. / April 2005 @ 27.5                                                          2,000                    4,000
Disney Co. / July 2005 @ 27.5                                                           2,000                    4,900
Dow Chemical / June 2005 @ 50                                                           1,000                    2,400
Dow Chemical / March 2005 @ 45                                                          1,000                    5,200
Eastman Kodak, Inc. / April 2005 @ 32.5                                                 1,000                    1,800
Exxon Mobil Corp. / July 2005 @ 55                                                      1,000                      850
Exxon Mobil Corp. / April 2005 @ 50                                                     2,000                    5,000
FedEx Corp. / January 2005 @ 95                                                         1,000                    3,700
First Data Corp. / February 2005 @ 42.5                                                 1,000                      100
First Data Corp. / May 2005 @ 45                                                        2,000                      900
General Electric Co. / June 2005 @ 37.5                                                 1,500                    1,050
General Electric Co. / March 2005 @ 37.5                                                1,500                      300
General Electric Co. March 2005 @ 35                                                    2,000                    2,900

See accompanying notes which are an integral part of the financial statements.
                                       12


DOBSON COVERED CALL FUND
SCHEDULE OF INVESTMENTS - CONTINUED
JANUARY 31, 2005
(UNAUDITED)


                                                                                                         


OPTIONS WRITTEN JANUARY 31, 2005 - CONTINUED
                                                                                    SHARES
                                                                                    SUBJECT
COMMON STOCKS / EXPIRATION DATE @ EXERCISE PRICE                                    TO CALL                VALUE
- ------------------------------------------------                                 ------------       ------------------

General Motors Corp. / June 2005 @ 40                                                   1,000            $         650
General Motors Corp. / March 2005 @ 40                                                  1,000                      100
Gillette Co. / March 2005 @ 45                                                          2,400                   15,840
Home Depot, Inc. / May 2005 @ 45                                                        2,000                      600
Home Depot, Inc. / February 2005 @ 37.5                                                 2,000                    7,800
Honeywell International, Inc. / March 2005 @ 37.5                                       1,000                      300
Honeywell International, Inc. / June 2005 @ 37.5                                        1,500                    1,650
Intel Corp. / April 2005 @ 25                                                           2,000                      400
Intel Corp. / April 2005 @ 22.5                                                         2,000                    1,900
Intel Corp. / March 2005 @ 22.5                                                         2,000                    1,400
IBM Corp. / February 2005 @ 95                                                          1,000                      500
IBM Corp. / April 2005 @ 90                                                             1,000                    4,700
International Paper Co. / April 2005 @ 42.5                                             1,000                      150
Johnson & Johnson / July 2005 @ 65                                                      1,000                    2,500
Johnson & Johnson / April 2005 @ 60                                                     1,000                    5,100
J.P. Morgan Chase & Co. / March 2005 @ 40                                               1,500                      225
J.P. Morgan Chase & Co. / March 2005 @ 37.5                                             1,500                    1,275
J.P. Morgan Chase & Co. / June 2005 @ 40                                                1,900                      855
McDonald's Corp. / June 2005 @ 32.5                                                     1,500                    2,250
McDonald's Corp. / March 2005 @ 30                                                      1,500                    3,900
Medtronic, Inc. / May 2005 @ 50                                                         1,000                    3,800
Medtronic, Inc. / February 2005 @ 50                                                    1,000                    2,450
Merck & Co., Inc. / April 2005 @ 47.5                                                   1,000                       50
Merrill Lynch & Co., Inc. / April 2005 @ 55                                             1,000                    5,600
Merrill Lynch & Co., Inc. / July 2005 @ 60                                              1,000                    2,900
Microsoft Corp. / April 2005 @ 27.50                                                    2,000                      400
Microsoft Corp. / April 2005 @ 30                                                       2,000                      800
3M Co. / April 2005 @ 80                                                                1,000                    5,300
Morgan Stanley / April 2005 @ 55                                                        1,000                    2,650
Morgan Stanley / June 2005 @ 60                                                         1,000                    1,400
PepsiCo, Inc. / July 2005 @ 55                                                          2,000                    3,000
Pfizer, Inc. / February 2005 @ 27.5                                                     2,000                      100
Procter & Gamble Co. / April 2005 @ 55                                                  1,500                    1,200
Procter & Gamble Co. / July 2005 @ 55                                                   1,500                      375
QUALCOMM, Inc. / April 2005 @ 42.5                                                      1,500                      600
QUALCOMM, Inc. / March  2005 @ 40                                                       1,500                      825
SBC Communications, Inc. / April 2005 @ 27.5                                            2,000                      100
SBC Communications, Inc. / July 2005 @ 25                                               2,000                    1,200
Schlumberger Ltd. / February 2005 @ 60                                                  1,000                    8,100
Schlumberger Ltd. / May 2005 @ 70                                                       1,000                    2,650
Target Corp. / April 2005 @ 50                                                          1,500                    3,375
Target Corp. / July 2005 @ 50                                                           1,500                    4,650

See accompanying notes which are an integral part of the financial statements.
                                       13



DOBSON COVERED CALL FUND
SCHEDULE OF INVESTMENTS - CONTINUED
JANUARY 31, 2005
(UNAUDITED)


                                                                                                       


OPTIONS WRITTEN JANUARY 31, 2005 - CONTINUED

                                                                                    SHARES
                                                                                    SUBJECT
COMMON STOCKS / EXPIRATION DATE @ EXERCISE PRICE                                    TO CALL                VALUE
- ------------------------------------------------                                  ------------       ------------------

Texas Instruments, Inc. / March 2005 @ 22.5                                             1,500              $     2,025
Texas Instruments, Inc. / April 2005 @ 25                                               1,500                      750
Viacom, Inc. / March 2005 @ 35                                                          1,500                    3,900
Viacom, Inc. / June 2005 @ 37.5                                                         1,500                    2,580
Wal-Mart Stores, Inc. / March 2005 @ 55                                                 1,500                      525
Wal-Mart Stores, Inc. / June 2004 @ 55                                                  1,500                    1,500
Walgreen Co. / April 2005 @ 37.5                                                        1,500                    8,400
Walgreen Co. / July 2005 @ 45                                                           1,500                    1,725
Wells Fargo & Co. / April 2005 @ 65                                                     2,000                      300
Wells Fargo & Co. / July 2005 @ 60                                                      1,000                    2,600
Wyeth / July 2005 @ 45                                                                  1,000                      490
Wyeth / April 2005 @ 40                                                                 1,000                    1,350
                                                                                  ------------       ------------------

Total (premiums received $213,084)                                                    143,900                $ 220,995
                                                                                  ============       ==================

See accompanying notes which are an integral part of the financial statements.
                                       14



DOBSON COVERED CALL FUND
STATEMENT OF ASSETS AND LIABILITIES
JANUARY 31, 2005
(UNAUDITED)


                                                                                                   

ASSETS
Investments in securities, at value (cost $6,451,809)                                              $ 6,728,277
Cash                                                                                                     1,211
Interest receivable                                                                                        367
Dividends receivable                                                                                     7,638
Receivable due from advisor                                                                             33,959
Prepaid expenses                                                                                         3,758
                                                                                              -----------------
     TOTAL ASSETS                                                                                    6,775,210
                                                                                              -----------------

LIABILITIES
Covered call options written (premiums received $213,084)                                              220,995
Payable to affiliates                                                                                    4,437
Accrued expenses                                                                                         1,686
Accrued trustee & officer expense                                                                          375
                                                                                              -----------------
     TOTAL LIABILITIES                                                                                 227,493
                                                                                              -----------------

NET ASSETS                                                                                         $ 6,547,717
                                                                                              =================

NET ASSETS CONSIST OF:
Paid in capital                                                                                      6,400,167
Accumulated undistributed net investment income                                                         19,681
Accumulated net realized (loss) on investments                                                        (140,688)
Net unrealized appreciation (depreciation) on:
                          Investments                                                                  276,468
                          Options                                                                       (7,911)
                                                                                              -----------------

NET ASSETS                                                                                         $ 6,547,717
                                                                                              =================

Shares outstanding (unlimited number of shares authorized)                                             854,060
                                                                                              -----------------

NET ASSET VALUE
Offering and redemption price per share                                                                 $ 7.67
                                                                                              =================

See accompanying notes which are an integral part of the financial statements.
                                       15


DOBSON COVERED CALL FUND
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED JANUARY 31, 2005
(UNAUDITED)


                                                                                                

INVESTMENT INCOME
Dividend income                                                                                      $ 76,408
Interest income                                                                                         2,395
                                                                                               ---------------
  TOTAL INCOME                                                                                         78,803
                                                                                               ---------------

EXPENSES
Investment advisor fee (a)                                                                                  -
Legal expenses                                                                                         14,104
Administration expenses                                                                                13,165
Fund accounting expenses                                                                               11,579
Transfer agent expenses                                                                                10,251
Custodian expenses                                                                                     10,081
Auditing expenses                                                                                       5,822
Pricing expenses                                                                                        5,161
Trustee and officer expenses                                                                            4,057
Registration expenses                                                                                   1,731
Insurance expenses                                                                                      1,292
Miscellaneous expenses                                                                                  1,124
Printing expenses                                                                                         110
                                                                                               ---------------
  TOTAL EXPENSES                                                                                       78,477
Reimbursed expenses (a)                                                                               (29,853)
                                                                                               ---------------
Total operating expenses                                                                               48,624
                                                                                               ---------------
NET INVESTMENT INCOME                                                                                  30,179
                                                                                               ---------------


REALIZED & UNREALIZED GAIN (LOSS)
Net realized gain on options transactions                                                              17,397
Net realized (loss) on investment securities                                                          (18,526)
Change in unrealized appreciation (depreciation)
   on investment securities                                                                           255,550
                                                                                               ---------------
Net realized and unrealized gain (loss) on investment securities                                      254,421
                                                                                               ---------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                                                $ 284,600
                                                                                               ===============

(a) See note 3 in notes to the financial statements

See accompanying notes which are an integral part of the financial statements.
                                       16

 

DOBSON COVERED CALL FUND
STATEMENTS OF CHANGES IN NET ASSETS


                                                                                                           

                                                                               SIX MONTHS ENDED
                                                                               JANUARY 31, 2005            YEAR ENDED
INCREASE (DECREASE) IN NET ASSETS                                                 (UNAUDITED)            JULY 31, 2004
                                                                             ----------------------   ---------------------
OPERATIONS
  Net investment income                                                                $    30,179             $    19,675
  Net realized gain on investment securities                                                17,397                  28,564
  Net realized gain (loss) on options transactions                                         (18,526)               (131,118)
  Change in unrealized appreciation / (depreciation)                                       255,550                 458,477
                                                                             ----------------------   ---------------------
   Net increase in net assets resulting from operations                                     284,600                375,598
                                                                             ----------------------   ---------------------
DISTRIBUTIONS
  From net investment income                                                               (30,173)                      -
  From net realized gain                                                                         -                       -
                                                                             ----------------------   ---------------------
  Total distributions                                                                      (30,173)                      -
                                                                             ----------------------   ---------------------
CAPITAL SHARE TRANSACTIONS
  Proceeds from shares sold                                                                483,960               1,744,959
  Reinvestment of distributions                                                             15,631                       -
  Amount paid for shares repurchased                                                      (464,681)               (659,957)
                                                                             ----------------------   ---------------------
  Net increase in net assets resulting
     from share transactions                                                                34,910               1,085,002
                                                                             ----------------------   ---------------------
TOTAL INCREASE IN NET ASSETS                                                               289,337               1,460,600
                                                                             ----------------------   ---------------------

NET ASSETS
  Beginning of period                                                                    6,258,380               4,797,780
                                                                             ----------------------   ---------------------

  End of period                                                                       $  6,547,717            $  6,258,380
                                                                             ======================   =====================

Accumulated undistributed net investment income included
   in net assets                                                                      $     19,681            $     19,675
                                                                             ----------------------   ---------------------

CAPITAL SHARE TRANSACTIONS
  Shares sold                                                                               64,365                 239,656
  Shares issued in reinvestment of distributions                                             2,025                       -
  Shares repurchased                                                                       (62,046)                (89,858)
                                                                             ----------------------   ---------------------

  Net increase from capital share transactions                                               4,344                 149,798
                                                                             ======================   =====================

See accompanying notes which are an integral part of the financial statements.
                                       17


DOBSON COVERED CALL FUND
FINANCIAL HIGHLIGHTS
FOR A SHARE OUTSTANDING DURING THE PERIOD


                                                                                                               

                                           SIX MONTHS ENDED
                                            JANUARY 31, 2005  YEAR ENDED     YEAR ENDED    YEAR ENDED    YEAR ENDED    YEAR ENDED
                                               (UNAUDITED)   JULY 31, 2004  JULY 31, 2003 JULY 31, 2002 JULY 31, 2001 JULY 31, 2000
                                             -------------- -------------- -------------- ------------  ------------ -------------

SELECTED PER SHARE DATA
Net asset value, beginning of perio                 $ 7.37         $ 6.85        $ 6.88       $ 9.34       $ 10.67       $ 10.78
                                             -------------- -------------- -------------- ------------  ------------ -------------
Income from investment operations
  Net investment income                               0.06           0.02          0.03         0.02          0.04          0.03
  Net realized and unrealized gain (loss)             0.28           0.50          0.42        (1.36)        (0.22)         0.35
                                             -------------- -------------- -------------- ------------  ------------ -------------
Total from investment operations                      0.34           0.52          0.45        (1.34)        (0.18)         0.38
                                             -------------- -------------- -------------- ------------  ------------ -------------
LESS DISTRIBUTIONS TO SHAREHOLDERS:
  From net investment income                         (0.04)             -         (0.02)       (0.03)        (0.18)        (0.01)
  From net realized gain                                 -              -         (0.46)       (1.09)        (0.97)        (0.48)
                                             -------------- -------------- -------------- ------------  ------------ -------------
Total distributions                                  (0.04)             -         (0.48)       (1.12)        (1.15)        (0.49)
                                             -------------- -------------- -------------- ------------  ------------ -------------

Net asset value, end of period                      $ 7.67         $ 7.37        $ 6.85       $ 6.88        $ 9.34       $ 10.67
                                             ============== ============== ============== ============  ============ =============

TOTAL RETURN (a)                                      4.55% (b)      7.59%         6.91%      -15.82%        -1.64%         3.59%

RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period (000)                    $ 6,548        $ 6,258       $ 4,798      $ 1,392       $ 1,652       $ 1,540
Ratio of expenses to average net ass                  1.50% (c)      1.50%         1.50%        1.50%         1.50%         1.50%
Ratio of expenses to average net assets
   before waiver & reimbursement                      3.23% (c)      1.98%         4.83%        5.51%         5.19%         5.47%
Ratio of net investment income to
   average net assets                                 0.93% (c)      0.34%         0.48%        0.26%         0.44%         0.31%
Ratio of net investment income to
   average net assets before waiver                  (0.79)(c)      (0.14)%       (2.85)%      (3.75)%       (3.25)%       (3.66)%
Portfolio turnover rate                               2.38%         10.25%         0.47%        6.51%         6.62%        31.75%

(a) Total return in the above table represents the rate that investor would have earned or lost on an investment in the Fund,
    assuming reinvestment of dividends.
(b) Not annualized
(c) Annualized.

See accompanying notes which are an integral part of the financial statements.
                                       18



                            DOBSON COVERED CALL FUND
                        NOTES TO THE FINANCIAL STATEMENTS
                                JANUARY 31, 2005
                                   (UNAUDITED)

NOTE 1.  ORGANIZATION

Dobson  Covered Call Fund (the "Fund") was organized as a diversified  series of
the AmeriPrime Funds (the "Trust") on March 22, 1999 and commenced operations on
March 24, 1999. The Trust is an open-end  investment  company  established under
the laws of Ohio by an Agreement and  Declaration  of Trust dated August 8, 1995
(the "Trust  Agreement").  The Trust Agreement  permits the Trustees to issue an
unlimited number of shares of beneficial  interest of separate series.  The Fund
is one of a series of funds  currently  authorized by the  Trustees.  The Fund's
investment  objective is total return over the long term. The investment advisor
to the Fund is Dobson Capital Management, Inc. (the "Advisor").

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant  accounting  policies  followed by the
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 Advisor 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
Advisor  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  Advisor,  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 Advisor
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  Advisor  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 Advisor,  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.

Option writing - When the Fund writes an option,  an amount equal to the premium
received by the Fund is recorded as a liability and is subsequently  adjusted to
the current market value of the option written.  Premiums  received from writing
options that expire  unexercised  are treated by the Fund on the expiration date
as realized gains from investments.  The difference  between the premium and the
amount paid on effecting a closing  purchase  transaction,  including  brokerage
commissions,  is also treated as a realized gain, or if the premium is less than
the amount paid for the closing purchase  transaction,  as a realized loss. If a
call option is exercised,  the premium is added to the proceeds from the sale of
the underlying security or currency in determining whether the Fund has realized
a gain or loss.  The Fund as  writer of an option  bears the  market  risk of an
unfavorable change in the price of the security underlying the written option.

Federal  Income  Taxes- There is no provision  for federal  income tax. The 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  substantially  all of its net  investment  income and net realized
capital  gains.  If  the  required  amount  of  net  investment  income  is  not
distributed, the Fund could incur a tax expense.

                                       19






                            DOBSON COVERED CALL FUND
                        NOTES TO THE FINANCIAL STATEMENTS
                          JANUARY 31, 2005 - CONTINUED
                                   (UNAUDITED)

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

Security  Transactions and Related Income - The Fund follows  industry  practice
and records 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 Fund intends to distribute substantially all
of its net  investment  income as dividends to its  shareholders  on at least an
annual basis. The Fund intends to distribute its net realized  long-term capital
gains  and its 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.

NOTE 3. FEES AND OTHER TRANSACTIONS WITH AFFILIATES

The investment advisor to the Fund is Dobson Capital Management,  Inc. Under the
terms of the management  agreement,  (the "Agreement"),  the Advisor manages the
Fund's  investments  subject to approval of the Board. As  compensation  for its
management services, the Fund is obligated to pay the Advisor a fee computed and
accrued  daily and paid monthly at an annual rate of 0.80% of the average  daily
net  assets of the Fund,  less the  amount by which  total  operating  expenses,
including  management  fees,  exceed 1.50% of the average value of its daily net
assets.  The  Advisor has  contractually  agreed to  reimburse  the Fund for the
operating  expenses it incurs,  but only to the extent necessary to maintain the
Fund's total annual operating  expenses  (excluding  brokerage costs,  borrowing
costs,  taxes and  extraordinary  expenses)  at 1.50% of its  average  daily net
assets. For the six months ended January 31, 2005, the Advisor earned fees of $0
from the Fund.  For the six months  ended  January 31,  2005,  the Advisor  also
reimbursed  Fund  expenses  of  $29,853.  At  January  31,  2005 there was a net
receivable due from the Advisor in the amount of $33,959.

The Fund  retains  Unified  Fund  Services,  Inc.  ("Unified"),  a wholly  owned
subsidiary of Unified  Financial  Services,  Inc., to manage the Fund's business
affairs  and  provide  the Fund  with  administrative  services,  including  all
regulatory  reporting and necessary  office  equipment  and  personnel.  Unified
receives  a monthly  fee from the Fund  equal to an annual  rate of 0.10% of the
Fund's assets under $50 million,  0.07% of the Fund's assets from $50 million to
$100 million,  0.05% of the Fund's assets from $100 million to $150 million, and
0.03% of the Fund's assets over $150 million (subject to a minimum fee of $2,500
per month). For the six months ended January 31, 2005, the administrator  earned
fees of $13,165 from the Fund for administrative  services  provided.  A Trustee
and the  officers of the Trust are members of  management  and/or  employees  of
Unified,  and/or officers or shareholders of Unified Financial  Services,  Inc.,
the parent company of Unified.

The Fund also  retains  Unified  to act as the  Fund's  transfer  agent and fund
accountant.  For its services as transfer agent,  Unified receives a monthly fee
from the Fund of $1.25 per  shareholder  (subject  to a minimum  monthly  fee of
$1,250) and  reimbursement of out-of-pocket  expenses.  For the six months ended
January 31, 2005, Unified earned fees of $8,672 from the Fund for transfer agent
services  provided  and  $1,579  in  reimbursement  for  out-of-pocket  expenses
incurred in providing  transfer  agent services to the Fund. For its services as
fund accountant,  Unified receives an annual fee from the Fund equal to 0.05% of
the Fund's assets up to $50 million, 0.04% of the Fund's assets from $50 million
to $100  million,  0.03%  from $100  million to $150  million,  and 0.02% of the
Fund's assets over $150 million  (subject to various  monthly  minimum fees, the
maximum being $1,666). For the six months ended January 31, 2005, Unified earned
fees of $11,579 from the Fund for fund accounting services provided to the Fund.

The Fund retains Unified Financial Securities, Inc. (the "Distributor) to act as
the principal  distributor of its shares. The Fund has adopted a plan,  pursuant
to Rule 12b-1 under the Investment  Company Act of 1940,  which permits the Fund
to pay directly,  or reimburse the Fund's Advisor and  Distributor,  for certain
distribution  and  promotion  expenses  related to marketing  its shares,  in an
amount not to exceed 0.25% of the average daily net assets of the Fund. The plan
is currently inactive,  therefore, no 12b-1 fees were accrued or paid during the
six months ended  January 31, 2005. A Trustee of the Trust is a  shareholder  of
Unified Financial Services,

                                       20



                            DOBSON COVERED CALL FUND
                        NOTES TO THE FINANCIAL STATEMENTS
                          JANUARY 31, 2005 - CONTINUED
                                   (UNAUDITED)

NOTE 3. FEES AND OTHER TRANSACTIONS WITH AFFILIATES - CONTINUED

Inc. (the parent company of the Distributor),  and certain officers of the Trust
are a director and/or officers of the Distributor and/or shareholders of Unified
Financial  Securities,  Inc.  As a  result,  those  persons  may be deemed to be
affiliates of the Distributor.

 NOTE 4.  INVESTMENTS

For the six months ended  January 31, 2005,  purchases  and sales of  investment
securities,  other than short-term  investments  and short-term U.S.  government
obligations were as follows:

                                          AMOUNT
                                      ---------------
PURCHASES
     U.S. Government Obligations         $         -
     Other                                   246,613
SALES
     U.S. Government Obligations         $         -
     Other                                   151,470


At January 31, 2005, the net  appreciation of investments for tax purposes,  net
of proceeds received for call options written, was as follows:

                            AMOUNT
                        --------------
Gross Appreciation          $ 963,767
Gross (Depreciation)         (695,210)
                        --------------
Net Appreciation
   on Investments           $ 268,557
                        ==============

At January 31, 2005,  the aggregate  cost of securities  for federal  income tax
purposes, net of proceeds received for call options written, was $6,238,725.

NOTE 5. ESTIMATES

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States of America requires  management to make
estimates  and  assumptions  that  affect  the  reported  amounts  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 January 31, 2005,
Pershing, LLC, for the benefit of others, owned 68.86% of the Fund and thus may
be deemed to control the Fund.

NOTE 7. CALL OPTIONS WRITTEN

As of January 31, 2005,  portfolio  securities valued at $6,068,791 were held in
escrow by the custodian as collateral for call options written by the Fund.

Transactions  in written  options  during the six months ended  January 31, 2005
were as follows (100 shares of common stock underly each option contract):

                                       21





                            DOBSON COVERED CALL FUND
                        NOTES TO THE FINANCIAL STATEMENTS
                          JANUARY 31, 2005 - CONTINUED
                                   (UNAUDITED)

NOTE 7. CALL OPTIONS WRITTEN - CONTINUED

                                                                                                        


                                                                            NUMBER OF                  PREMIUMS
                                                                            CONTRACTS                  RECEIVED

Options outstanding at July 31, 2004                                           1,423                   $ 254,178

Options written                                                                1,891                     268,016

Options terminated in closing purchase transactions                             (883)                   (138,587)

Options expired                                                                 (936)                   (161,092)

Options exercised                                                                (56)                     (9,431)
                                                                          -------------            ----------------

Options outstanding at January 31, 2005                                        1,439                   $ 213,084
                                                                          =============            ================


NOTE 8. CAPITAL LOSS CARRYFORWARD

At July 31, 2004, the Fund had available for federal tax purposes unused capital
loss  carryforwards of $108,527 expiring in 2012. Capital loss carryforwards are
available to offset  future  realized  capital  gains.  To the extent that these
carryforwards  are used to offset future capital gains,  it is probable that the
amount offset will not be distributed to shareholders.

NOTE 9. DISTRIBUTIONS TO SHAREHOLDERS

There were no distributions paid during the fiscal year ended July 31, 2004.

The tax character of distributions paid during the fiscal years 2004 and 2003
were as follows:

Distributions paid from:             2004            2003
                                 -------------    ------------
       Ordinary Income              $       -       $   3,978
       Short-Term Capital Gain              -          93,218
       Long-Term Capital Gain               -               -
                                 -------------    ------------
                                    $       -       $  97,196
                                 =============    ============

On December 29, 2004, the Fund paid an income distribution of $0.0353 per share
or $30,173 to shareholders of record on December 28, 2004

As of July 31, 2004, the components of distributable earnings (accumulated
losses) on a tax basis were as follows:

Undistributed ordinary income/(accumulated losses)               $   19,675
Undistributed long-term capital gain/(accumulated losses)          (108,074)
Unrealized appreciation/(depreciation)                              (18,478)
                                                             ---------------
                                                                 $ (106,877)
                                                             ===============





The  difference  between  book  basis  and  tax  basis  unrealized  appreciation
(depreciation)  is attributable  primarily to the tax deferral of losses on wash
sales.

                                       22







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  (877)  236-2766 to request a copy of the SAI or to make
shareholder inquiries.

                                  PROXY VOTING

A description of the policies and procedures that the Fund uses to determine how
to vote proxies relating to portfolio  securities and information  regarding how
the Fund voted  proxies  during the 12-month  period  ended June 30,  2004,  are
available  without charge upon request by (1) calling the Fund at (877) 236-2766
and (2) from Fund documents  filed with the  Securities and Exchange  Commission
("SEC") on the SEC's website at www.sec.gov.
                                -----------

TRUSTEES
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
Freddie Jacobs, Jr., Secretary
Lynn E. Wood, Chief Compliance Officer

INVESTMENT ADVISOR
Dobson Capital Management, Inc.
1422 S. Van Ness Street
Santa Ana, CA 92707

DISTRIBUTOR
Unified Financial Securities, Inc.
431 N. Pennsylvania Street
Indianapolis, IN 46204

INDEPENDENT ACCOUNTANTS
Cohen McCurdy Ltd.
826 Westpoint Pkwy, Suite 1250
Westlake, OH 44145

LEGAL COUNSEL
Thompson Hine  LLP
312 Walnut St., 14th Floor
Cincinnati, OH 45202

CUSTODIAN
UMB Bank, N.A.
928 Grand Blvd, 10th Floor
Kansas City, MO 64106

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

                                       23




ITEM 2. CODE OF ETHICS.  NOT APPLICABLE

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.  NOT APPLICABLE

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.  NOT APPLICABLE

ITEM 5. 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 [DIRECTORS].

ITEM 10.  CONTROLS AND PROCEDURES.

(a)  Based  on  an  evaluation  of  the  registrant's  disclosure  controls  and
procedures as of March 24, 2005,  the  disclosure  controls and  procedures  are
reasonably designed to ensure that the information  required in filings on Forms
N-CSR is recorded, processed, summarized, and reported on a timely basis.

(b) There were no significant changes in the registrant's  internal control over
financial  reporting that occurred during the registrant's last fiscal half-year
that have materially  affected,  or are reasonably likely to materially  affect,
the registrant's internal control over financial reporting.

ITEM 11.  EXHIBITS.

(a)(1)   NOT APPLICABLE


(a)(2)   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.


                                      -2-



                                   SIGNATURES

Pursuant to the  requirements  of the  Securities  Exchange  Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant)      AmeriPrime Funds
            ----------------------------------

By
*     /s/ Anthony Ghoston
 -----------------------------------------------------
         Anthony Ghoston, President

Date     4/7/05
    --------------------------------------------------

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 Ghoston
 ------------------------------------------------------
         Anthony Ghoston, President

Date    4/7/05
    ---------------------------------------------------

By
*    /s/ Thomas Napurano
 ----------------------------------------------------------------
         Thomas Napurano, Chief Financial Officer and Treasurer

Date   3/30/05
    --------------------------------------------------------------