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 811-7987
Dean Family of Funds
(Exact name of registrant as specified in charter)
2480 Kettering Tower
Dayton, OH 45423
(Address of principal executive offices) (Zip code)
Freddie Jacobs
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: 800-327-3656
Date of fiscal year end: 3/31
Date of reporting period: 3/31/05
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 (the "Act") (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. 3507.
Item 1. Reports to Stockholders.
DEAN INVESTMENT ASSOCIATES
--------------------------
DEAN FAMILY OF FUNDS
LARGE CAP VALUE FUND
SMALL CAP VALUE FUND
BALANCED FUND
INTERNATIONAL FUND
ANNUAL REPORT
MARCH 31, 2005
CHAIRMAN AND PRESIDENT'S LETTER
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TO INVESTORS IN THE DEAN FAMILY OF FUNDS:
Thank you for choosing the Dean Family of Funds to help you achieve your
investment objectives. We are true value managers and continue to emphasize our
conservative, risk averse investment philosophy. We believe the stock market
over time rewards investors for adhering to a disciplined, research-intensive
value investment strategy.
Following this letter are individual reports from our Portfolio Management Team
that provide insights into the investment discipline and holdings for each of
our Dean Funds.
MARKET OUTLOOK
Overall, while the current expansion has passed its third "birthday", we believe
the domestic economy's foundations are sound and capable of sustaining healthy
growth into the foreseeable future. Growth should be tempered, but still in line
with long-term averages.
With a general backdrop of solid growth in the economy and profits, we believe
equity valuations overall appear fair. In this context, successful investors
must consider the now significant run in equities over an extended period
combined with the implications of the meaningful elevation in energy prices and
the trend toward rising interest rates. This again emphasizes the importance of
selectivity in investment in stocks. With such an environment, it again appears
that our focused, multifaceted valuation methodology should help you attain your
financial goals.
Short term developments in interest rates will likely remain volatile.
Nonetheless, it still appears reasonable to expect an upward trend in market
rates over the longer term. At a minimum, given the solid economic backdrop, we
believe there will be additional measured increases in the Fed Funds rate.
Further, the uptrend could be more pronounced should the Fed be forced to
respond to inflationary pressures that prove to be more extensive. Such
conditions continue to argue for a conservative approach to investment in fixed
income securities.
Dennis D. Dean Stephen M. Miller
Chairman of the Board and Chief Executive Officer President
C.H. Dean & Associates, Inc. Dean Family of Funds
1
DEAN LARGE CAP VALUE FUND
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PERFORMANCE REVIEW
The Dean Large Cap Value Fund's Class A shares posted a return of 7.61%* for the
year ended March 31, 2005. The Russell 1000 Value Index posted a return of
13.17% for the same period.
The period was marked by a rally extending from mid-August through the end of
2004. Continued economic growth and the delivery of greater than anticipated
corporate profits combined with low long-term interest rates to fuel the rally.
During the first quarter of 2005, the market bifurcated into two segments, with
energy stocks leading performance during 2005, while all other economic sectors
lagged the benchmark. During these periods, the fund underperformed its
benchmark. Marsh & McLennan and Pfizer were a relative drag on the portfolio
during 2004, while IBM, AIG and Fannie Mae lagged during 2005. The fund's
underweighting in energy stocks also contributed to underperformance relative to
the benchmark with most of the shortfall occuring during the first quarter of
2005. Strong appreciation in several positions partially offset the
underperforming stocks: Transocean benefited from strong utilization and day
rates for their oil drilling equipment; Norfolk Southern experienced solid
growth in volumes across their rail network; and Masco's earnings were driven by
the continuation of strong growth in home building in the United States.
OUTLOOK
Our philosophy on investing remains to manage portfolios in a conservative
manner predicated on the basic tenants of value investing. In the year ahead,
our disciplined opportunistic value approach to buying leaders in their
industries below intrinsic value with an identifiable catalyst should enable us
to keep pace with the upward trends in the market. More importantly, our
multi-faceted approach to valuing stocks, being diversified across the value
spectrum as well as diversified across economic sectors should enable our
portfolios to defend in downturns. Each stock we add to the portfolio undergoes
rigorous, organic fundamental analysis and is anticipated to outperform
regardless of market conditions. We have confidence in our process because we
are consistent in our approach to opportunistically buying below intrinsic
value, investing in financially strong companies with a catalyst for growth
above Wall Street expectations.
* Return shown without effect of any sales charges.
2
COMPARISON OF THE CHANGE IN THE VALUE OF A $10,000 INVESTMENT IN THE
DEAN LARGE CAP VALUE FUND - CLASS A*, THE RUSSELL 1000 INDEX AND
THE RUSSELL 1000 VALUE INDEX
(UNAUDITED)
Dean Large Cap Russell 1000 Russell 1000
Fund, Class A Index Value Index
3/31/1997
5/28/1997 9,478.67 10,000.00 10,000.00
3/31/1998 11,764.50 13,252.00 13,478.40
3/31/1999 10,414.41 15,460.27 14,157.94
3/31/2000 10,870.26 18,736.60 15,054.93
3/31/2001 11,851.68 14,474.58 15,095.43
3/31/2002 11,871.90 14,600.71 15,757.48
3/31/2003 7,301.90 11,021.65 12,166.30
3/31/2004 10,793.12 15,030.23 17,132.44
3/31/2005 11,614.58 16,118.61 19,388.51
PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE.
AVERAGE ANNUAL TOTAL RETURNS**
ONE YEAR FIVE YEAR SINCE INCEPTION*
Class A 2.00% 0.24% 1.93%
Class C 5.80% 0.57% 0.65%
* The chart above represents performance of Class A shares only, which will vary
from the performance of Class C shares based on the difference in loads and fees
paid by shareholders in the different classes. The initial public offering of
Class A shares commenced on May 28, 1997, and the initial public offering of
Class C shares commenced on August 19, 1997. The performance table and graph
above do not reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund shares.
** Total return above is presented with the effect of sales load or contingent
deferred sales charges. Had the charges not been incurred, annual returns would
be as follows:
ONE YEAR FIVE YEAR SINCE INCEPTION*
Class A 7.61% 1.33% 2.62%
Class C 6.87% 0.57% 0.65%
3
DEAN SMALL CAP VALUE FUND
PERFORMANCE REVIEW
The year ended March 31, 2005 appears to have been a year where earnings were
given an opportunity to catch up with the previous two years of dramatic gains
that Small Cap stocks experienced. It turned out to be a year filled with
conflicting data, wide fluctuations in oil prices and a long awaited pause in
the strength of Small Cap financials.
For the fiscal year ended March 31, 2005, the return for the Dean Small Cap
Value Fund's class A shares was 11.56%*. The Russell 2000 Value Index returned
9.79% for this same period. Most of the fund's yearly return was gained in the
fourth quarter of '04. Otherwise, it was a fairly uneventful year in terms of
appreciation and market fluctuations.
Oil was the overriding market influence in the year past. As oil prices rose,
stock returns were relatively flat. For the brief period where oil declined, the
Small Cap Index appreciated better than 13% in that one quarter, giving the
index all of its return for the year. For the first time in several years, being
light in financials benefited performance. For the first time in many years,
too, it became increasingly more difficult to discern a clear market trend
(other than oil was the place to be for most of the year).
Staying with our opportunistic style of focusing on industry leaders, strong
financial characteristics and investing below intrinsic value proved to be
effective in defending in the market downdrafts during the course of the year.
The companies enabling our portfolios to outperform in the year past were not
found concentrated in any one industry or sector. In fact, we had big winners
and disappointments in every sector. Our biggest winners were in the industrial
and chemical areas with Crompton and Grief, both more than doubling in the year.
Both companies exceeded our expectations as Wall Street embraced the catalysts
imbedded in the stocks to a greater extent than we had anticipated. The same can
be said for a few technology names we held: Comtech and Q-Logic. We were able to
keep pace with the energy sector with strong performers such as Gulfmark
Offshore. A few retailers who we thought had run their course found a second
wind and appreciated beyond original price targets, K-Swiss and Quiksilver being
two of the names. Likewise, we had strong performers in other consumer areas,
such as Playtex, where the company's new CEO and restructuring efforts have
begun to show benefits.
This out performance was dampened by weakness in commodity-oriented raw
materials companies like Coeur D' Aline and Pope & Talbot, airlines such as
Airtran, and semiconductor companies like Zoran, Vishay and Cymer. We are still
very positive about the long-term prospects for these companies despite the
near-term weakness in their respective outlooks.
OUTLOOK
Our philosophy on investing remains the same: invest below intrinsic value and
provide competitive returns with lower volatility. In the year ahead, our
disciplined, opportunistic value approach to buying leaders in their industries
at the right price with an identifiable catalyst should continue to serve our
clients well. More importantly, our multi-faceted approach to valuing stocks,
being diversified across the value spectrum as well as diversified across
economic sectors should give our performance a smoother ride than typically is
found in Small Cap value portfolios. Each stock we add to the portfolio
undergoes rigorous, organic fundamental analysis and is anticipated to
outperform regardless of market conditions.
* Return shown without effect of any sales charges.
4
COMPARISON OF THE CHANGE IN THE VALUE OF A $10,000 INVESTMENT IN THE
DEAN SMALL CAP VALUE FUND - CLASS A*, THE RUSSELL 2000 INDEX AND THE
RUSSELL 2000 VALUE INDEX
(UNAUDITED)
Dean Small Cap Russell 2000 Russell 2000
Fund, Class A Index Value Index
3/31/1997
5/28/1997 9,478.67 10,000.00 10,000.00
3/31/1998 12,688.11 12,845.58 13,173.86
3/31/1999 9,720.49 10,757.50 10,271.65
3/31/2000 9,658.84 14,769.35 11,633.18
3/31/2001 11,307.86 12,505.53 13,896.36
3/31/2002 14,573.66 14,254.25 17,195.77
3/31/2003 10,458.48 10,410.67 13,193.65
3/31/2004 16,328.38 17,055.99 21,701.79
3/31/2005 18,216.15 17,979.07 23,825.56
PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE.
AVERAGE ANNUAL TOTAL RETURNS**
One Year Five Year Since Inception*
Class A 5.68% 12.30% 7.94%
Class C 10.49% 13.17% 7.10%
* The chart above represents performance of Class A shares only, which will vary
from the performance of Class C shares based on the difference in loads and fees
paid by shareholders in the different classes. The initial public offering of
Class A shares commenced on May 28, 1997, and the initial public offering of
Class C shares commenced on August 1, 1997. The performance table and graph
above do not reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund shares.
** Total return above is presented with the effect of sales load or contingent
deferred sales charges. Had the charges not been incurred, annual returns would
be as follows:
ONE YEAR FIVE YEAR SINCE INCEPTION*
Class A 11.56% 13.53% 8.68%
Class C 11.61% 13.17% 7.10%
5
DEAN BALANCED FUND
PERFORMANCE REVIEW
The Dean Balanced Fund's Class A shares posted a return of 4.65%* for the year
ended March 31, 2005. The Russell 1000 Value Index posted a return of 13.17% for
the same period, and the Lehman Brothers Intermediate Corporate/Government Bond
Index posted a return of -0.32% for the same period.
The period was marked by an equity market rally extending from mid-August
through the end of 2004. Continued economic growth and the delivery of greater
than anticipated corporate profits combined with low long-term interest rates to
fuel the equity rally. During the first quarter of 2005, the market bifurcated
into two segments, with energy stocks leading performance during 2005, while all
other economic sectors lagged the benchmark. During these periods, the fund
underperformed its benchmark. Marsh & McLennan and Pfizer were a relative drag
on the portfolio during 2004, while IBM, AIG and Fannie Mae lagged during 2005.
The fund's underweighting in energy stocks also contributed to underperformance
relative to the benchmark with most of the shortfall occuring during the first
quarter of 2005. Strong appreciation in several positions partially offset the
underperforming stocks: Transocean benefited from strong utilization and day
rates for their oil drilling equipment; Norfolk Southern experienced solid
growth in volumes across their rail network; and Masco's earnings were driven by
the continuation of strong growth in home building in the United States.
Fixed income markets were volatile during the period. There were four reversals
in the direction of interest rates during the 12 month period. The yield on the
benchmark 10 year U.S. Treasury Note started the period near 3.8% and oscillated
between 4.8% and 3.9% before exiting the period at approximately 4.5%. Oil price
increases and moderation of the Federal Reserve's expansionary monetary policy
combined with a strong economy, a presidential election cycle and the
devaluation of the dollar to provide strong crosscurrents for bond investors
during the period. The fixed income component of the Dean Balanced Fund
performed to expectations primarily due to an average duration that was less
than the benchmark. The shorter duration of fixed income securities relative to
the benchmark's duration moderated the volatility of the portfolio. However, the
short-duration policy was a modest drag on return relative to the fixed income
component's benchmark.
OUTLOOK
The fund maintains a high quality/low duration fixed income strategy. During the
period, average credit quality was in excess of AA, as measured by Standard &
Poor's Corporation, and the porfolio maintained duration of less than three
years. This portfolio approach mitigates the impact of interest rate volatility
and the potential impact of widening credit spreads.
Our philosophy on investing remains the same: manage portfolios in a
conservative manner predicated on the basic tenants of value investing and
manage the asset allocation of the balanced portfolio to best reflect the
relative risk reward of cash, intermediate-term bonds, and value-style equities.
In the year ahead, our disciplined opportunistic value approach to buying
leaders in their industries below intrinsic value with an identifiable catalyst
should enable us to keep pace in the upward trends in the market. More
importantly, our multi-faceted approach to valuing stocks, being diversified
across the value spectrum as well as diversified across economic sectors should
enable our portfolios to defend in downturns. Each stock we add to the portfolio
undergoes rigorous, organic fundamental analysis and is anticipated to
outperform regardless of market conditions. We have confidence in our process
because we are consistent in our approach to opportunistically buying below
intrinsic value, investing in financially strong companies with a catalyst for
growth above Wall Street expectations.
*Return shown without effect of any sales charges.
6
COMPARISON OF THE CHANGE IN THE VALUE OF A $10,000 INVESTMENT IN THE
DEAN BALANCED FUND - CLASS A*, THE RUSSELL 1000 INDEX, THE RUSSELL 1000 VALUE
INDEX AND THE LEHMAN BROTHERS INTERMEDIATE GOVERNMENT/CORPORATE BOND INDEX
(UNAUDITED)
Dean Balanced Russell 1000 Russell 1000 Lehman Brothers Intermediate
Fund, Class A Index Value Index Govt/Corp Bond Index
3/31/1997
5/28/1997 9,478.67 10,000.00 10,000.00 10,000.00
3/31/1998 11,191.27 13,252.00 13,478.40 10,751.00
3/31/1999 10,831.15 15,460.27 14,157.94 11,457.34
3/31/2000 10,449.78 18,736.60 15,054.93 11,696.80
3/31/2001 11,696.11 14,474.58 15,095.43 13,119.13
3/31/2002 11,491.12 14,600.71 15,757.48 13,796.08
3/31/2003 8,482.50 11,021.65 12,166.30 15,415.74
3/31/2004 11,651.62 15,030.23 17,132.44 16,232.77
3/31/2005 12,193.28 16,118.61 19,388.51 16,180.83
PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE.
AVERAGE ANNUAL TOTAL RETURNS**
ONE YEAR FIVE YEAR SINCE INCEPTION*
Class A -0.83% 2.03% 2.56%
Class C 2.82% 2.40% 1.53%
* The chart above represents performance of Class A shares only, which will vary
from the performance of Class C shares based on the difference in loads and fees
paid by shareholders in the different classes. The initial public offering of
Class A shares commenced on May 28, 1997, and the initial public offering of
Class C shares commenced on August 1, 1997. The performance table and graph
above do not reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund shares.
** Total return above is presented with the effect of sales load or contingent
deferred sales charges. Had the charges not been incurred, annual returns would
be as follows:
One Year Five Year Since Inception*
Class A 4.65% 3.13% 3.26%
Class C 3.86% 2.40% 1.53%
7
DEAN INTERNATIONAL FUND
PERFORMANCE REVIEW
For the twelve month period ended March 31, 2005, the Fund produced a total
return of 17.82%* compared to a 15.49% total return produced by the Fund's
benchmark, the Morgan Stanley EAFE Index, for the same period.
The portfolio was influenced by stronger economic growth throughout the world
and the effects of a weakening U.S. dollar relative to other major currencies.
Global growth was driven by the transformation of China and India into major
global trading partners. In fact, rising demand for oil, steel and other basic
materials helped drive commodity and energy prices higher, benefiting markets
that derive economic benefits from the development of natural resources. In
addition, companies in Western Europe and Japan achieved higher revenues from
exports to the faster-growing emerging markets, which helped support their
domestic economies.
At the same time, a weaker U.S. dollar relative to the euro, yen and other
currencies made overseas investments more valuable for U.S. investors. The
declining dollar was primarily the result of low U.S. interest rates and a
ballooning federal budget deficit, which increased the supply of U.S. Treasury
securities without substantially boosting demand. The portfolio's relative
performance benefited from a policy of avoiding exposure to the U.S. dollar by
minimizing weightings in companies that rely heavily on U.S. sales. As foreign
nations are no longer as willing to fund the U.S.'s huge deficits, we expect the
currency to remain weak in the medium term. Conversely, we see this as a
positive for many other domestic economies as, unable to export cheaply into a
stronger dollar, governments aim to stimulate local consumption. As such, we
continue to favour the consumption play in emerging markets, particularly in
Asia and Latin America.
One example was the sell of one of our long-standing holdings in a financials
stock, HSBC. HSBC is a well-run bank, which we like on a long-term view with
favorable (and strategically sensible) exposure to modestly-banked Far Eastern
economies and a competent management team. However, we are less enthusiastic
over the U.S. dollar risk posed by HSBC's acquisition of Household and feel this
could materially impact earnings in the short term.
In the emerging markets, holdings such as Brazilian oil producer Petrobras, Thai
wireless telecommunications provider Advanced Info Services, Korean tobacco
company KT&G and Indonesian tobacco company HM Sampoerna moved higher from what
we believed to be attractive valuations as investors increasingly recognized
their growth. Top performers in Europe included Greece's EFG Eurobank, Austria's
Erste Bank, German health care provider Celesio AG, French construction firm
Vinci and U.K. retailer GUS plc.
Although Japanese markets continued to recover from their long downturn, the
portfolio's relatively light exposure to Japan prevented it from participating
fully in its gains. In addition, the portfolio suffered from poor stock
selection within this region. The strong yen hurt companies such as Pioneer and
JFE, which was negatively impacted by the effects this had on Japanese car
manufacturers. NTT Docomo suffered from price competition in the local market
and our void in index holding Samsung Electronics over concerns of the negative
impact the U.S. dollar may have had on this big U.S. dollar earner, also hurt
performance. Despite Samsung being a big U.S. dollar earner, the stock was not
as impacted as we expected. However, the portfolio maintained relatively heavy
positions in other Asian markets, which helped performance.
*Return shown without effect of any sales charges.
8
In addition to poor stock selection in Japan, a number of holdings disappointed
us during the period. Chief among them was Brazil Telecom, which underperformed
over concerns of its corporate ownership and regulation. We believe this will
soon be resolved and remain convinced the stock is significantly undervalued.
Kookmin Bank was another poor performer due to fears of a slowing Korean economy
and the Bank's poor bad loan portfolio. We sold this stock during the period
limiting further damage to performance. In Thailand, while Bank of Ayudhya was
one of the chief contributors to the portfolios relative underperformance, we
are bullish on the Thai banking market going forward and believe this stock to
be very reasonably valued.
WHAT IS THE PORTFOLIO'S CURRENT STRATEGY?
As some of the portfolio's holdings have appreciated in value, we have trimmed
their positions and redeployed assets to stocks that we consider more defensive.
These relatively new investments focus primarily on overseas companies that
serve domestic markets and enjoy high levels of free cash flow, including a
number of wireless telephone service providers in Italy, New Zealand, Singapore
and Brazil. We also have added to the portfolio's holdings of high-quality
Canadian companies, primarily in the basic materials sector, that we believe are
attractively valued and enjoy favorable supply-and-demand trends. On the other
hand, we have continued to maintain relatively light exposure to Japanese and
Hong Kong stocks, as well as the technology sector, where either valuations have
become stretched or business fundamentals remain relatively unattractive.
Finally, we have continued to hedge the portfolio's exposure to the U.S. dollar
through positions in currencies such as the euro, the Australian dollar and the
Swedish krona.
Outside the US, we are cautiously optimistic for 2005, although a severe fall in
the value of the U.S. dollar and a possibly difficult economic environment for
the U.S. would hurt sentiment globally. As such, we have continued to focus on
overseas companies that serve domestic markets and look for companies that enjoy
high levels of free cash flow including a number of telecom stocks. Our strategy
remains clear and we continue to place emphasis on Newton Capital Management's
(the sub-adviser) thematic process and stock picking expertise.
9
COMPARISON OF THE CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE
DEAN INTERNATIONAL FUND - CLASS A* AND THE MORGAN STANLEY EAFE INDEX
(UNAUDITED)
Dean Intl Morgan Stanley
Fund, Class A EAFE Index
3/31/1997
10/13/1997 9,478.67 10,000.00
3/31/1998 11,146.92 10,554.75
3/31/1999 11,795.85 11,030.63
3/31/2000 19,981.70 13,623.34
3/31/2001 13,605.82 9,969.77
3/31/2002 12,549.01 9,061.35
3/31/2003 9,350.24 7,033.57
3/31/2004 14,888.48 11,127.33
3/31/2005 17,542.05 12,856.89
PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE.
AVERAGE ANNUAL TOTAL RETURNS**
ONE YEAR FIVE YEAR SINCE INCEPTION*
Class A 11.63% -3.61% 7.81%
Class C 15.88% -3.14% 8.16%
* The chart above represents performance of Class A shares only, which will vary
from the performance of Class C shares based on the difference in loads and fees
paid by shareholders in the different classes. The initial public offering of
Class A shares commenced on October 13, 1997, and the initial public offering of
Class C shares commenced on November 6, 1997. The performance table and graph
above do not reflect the deduction of taxes that a shareholder would pay on Fund
distributions or the redemption of Fund shares.
** Total return above is presented with the effect of sales load or contingent
deferred sales charges. Had the charges not been incurred, annual returns would
be as follows:
ONE YEAR FIVE YEAR SINCE INCEPTION*
Class A 17.82% -2.57% 8.59%
Class C 17.05% -3.14% 8.16%
10
DEAN LARGE CAP VALUE FUND HOLDINGS - (UNAUDITED)
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DEAN LARGE CAP VALUE FUND PORTFOLIO ANALYSIS AS OF MARCH 31, 2005 1
Financial Services 23.11%
Consumer Staples 12.50%
Consumer Discretionary 9.76%
Technology 8.66%
Utilities 8.55%
Auto & Transportation 6.17%
Materials & Processing 5.26%
Integrated Oils 4.70%
Producer Durables 4.58%
Energy 3.42%
Health Care 3.29%
Other Equities 2.04%
Money Market 7.95%
1 As a percent of total investments.
11
ABOUT DEAN LARGE CAP FUND'S EXPENSES - (UNAUDITED)
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As a shareholder of the Fund, you incur two types of costs: (1) transaction
costs, including sales charges (loads) on purchase payments and (2) ongoing
costs, including management fees, distribution and/or service (12b-1) 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 and held for the entire period from October 1, 2004 to March 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 = 8.6), 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.
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.
Please note that the expenses shown in the table are meant to highlight your
ongoing costs only and do not reflect any transactional costs, such as sales
charges (loads). Therefore, the second line of the table is useful in comparing
ongoing costs only, and will not help you determine the relative total costs of
owning different funds. In addition, if these transactional costs were included,
your costs would have been higher.
- ---------------------------------- -------------------- -------------------------- --------------------------
DEAN LARGE CAP VALUE FUND - BEGINNING ACCOUNT ENDING ACCOUNT EXPENSES PAID DURING
CLASS A VALUE VALUE PERIOD*
OCTOBER 1, 2004 MARCH 31, 2005 OCTOBER 1, 2004 - MARCH
31, 2005
- ---------------------------------- -------------------- -------------------------- --------------------------
Actual $1,000.00 $1,046.20 $9.41
- ---------------------------------- -------------------- -------------------------- --------------------------
Hypothetical $1,000.00 $1,015.73 $9.27
(5% return before expenses)
- ---------------------------------- -------------------- -------------------------- --------------------------
*Expenses are equal to the Fund's annualized expense ratio of 1.85% for Class A,
multiplied by the average account value over the period, multiplied by 182/365
(to reflect the one-half year period).
- ---------------------------------- -------------------- -------------------------- --------------------------
DEAN LARGE CAP VALUE FUND - BEGINNING ACCOUNT ENDNG ACCOUNT EXPENSES PAID DURING
CLASS C VALUE VALUE PERIOD*
OCTOBER 1, 2004 MARCH 31, 2005 OCTOBER 1, 2004 - MARCH
31, 2005
- ---------------------------------- -------------------- -------------------------- --------------------------
Actual $1,000.00 $1,042.90 $13.28
- ---------------------------------- -------------------- -------------------------- --------------------------
Hypothetical $1,000.00 $1,011.93 $13.08
(5% return before expenses)
- ---------------------------------- -------------------- -------------------------- --------------------------
*Expenses are equal to the Fund's annualized expense ratio of 2.60% for Class C,
multiplied by the average account value over the period, multiplied by 182/365
(to reflect the one-half year period).
12
DEAN SMALL CAP VALUE FUND HOLDINGS - (UNAUDITED)
- --------------------------------------------------------------------------------
DEAN SMALL CAP VALUE FUND PORTFOLIO ANALYSIS AS OF MARCH 31, 2005 1
Consumer Discretionary 21.92%
Materials & Processing 19.18%
Financial Services 16.11%
Producer Durables 10.63%
Technology 10.46%
Consumer Staples 5.70%
Auto & Transportation 5.41%
Health Care 3.39%
Energy 3.03%
Utilities 2.93%
Money Market 1.23%
1 As a percent of total investments.
13
ABOUT DEAN SMALL CAP VALUE FUND'S EXPENSES - (UNAUDITED)
- --------------------------------------------------------------------------------
As a shareholder of the Fund, you incur two types of costs: (1) transaction
costs, including sales charges (loads) on purchase payments and (2) ongoing
costs, including management fees, distribution and/or service (12b-1) 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 and held for the entire period from October 1, 2004 to March 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 = 8.6), 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.
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.
Please note that the expenses shown in the table are meant to highlight your
ongoing costs only and do not reflect any transactional costs, such as sales
charges (loads). Therefore, the second line of the table is useful in comparing
ongoing costs only, and will not help you determine the relative total costs of
owning different funds. In addition, if these transactional costs were included,
your costs would have been higher.
- ---------------------------------- -------------------- -------------------------- --------------------------
DEAN SMALL CAP VALUE FUND - BEGINNING ACCOUNT ENDING ACCOUNT EXPENSES PAID DURING
CLASS A VALUE VALUE PERIOD*
OCTOBER 1, 2004 MARCH 31, 2005 OCTOBER 1, 2004 - MARCH
31, 2005
- ---------------------------------- -------------------- -------------------------- --------------------------
Actual $1,000.00 $1,118.60 $9.75
- ---------------------------------- -------------------- -------------------------- ---------------------------
Hypothetical $1,000.00 $1,015.73 $9.27
(5% return before expenses)
- ---------------------------------- -------------------- -------------------------- --------------------------
*Expenses are equal to the Fund's annualized expense ratio of 1.85% for Class A,
multiplied by the average account value over the period, multiplied by 182/365
(to reflect the one-half year period).
- ---------------------------------- -------------------- -------------------------- --------------------------
DEAN SMALL CAP VALUE FUND - BEGINNING ACCOUNT ENDING ACCOUNT EXPENSES PAID DURING
CLASS C VALUE VALUE PERIOD*
OCTOBER 1, 2004 MARCH 31, 2005 OCTOBER 1, 2004 - MARCH
31, 2005
- ---------------------------------- -------------------- -------------------------- --------------------------
Actual $1,000.00 $1,123.10 $11.04
- ---------------------------------- -------------------- -------------------------- --------------------------
Hypothetical $1,000.00 $1,014.53 $10.48
(5% return before expenses)
- ---------------------------------- -------------------- -------------------------- --------------------------
*Expenses are equal to the Fund's annualized expense ratio of 2.36% for Class C,
multiplied by the average account value over the period, multiplied by 182/365
(to reflect the one-half year period).
14
DEAN BALANCED FUND HOLDINGS - (UNAUDITED)
- --------------------------------------------------------------------------------
DEAN BALANCED FUND PORTFOLIO ANALYSIS AS OF MARCH 31, 2005 1
U.S. Treasury Notes 17.29%
Financial Services 15.75%
Corporate Bonds 10.71%
Consumer Staples 7.80%
Consumer Discretionary 7.27%
Technology 6.53%
Utilities 5.96%
Agencies 5.45%
Auto & Transportation 4.41%
Materials & Processing 3.53%
Producer Durables 3.41%
Money Market 3.01%
Integrated Oils 2.72%
Health Care 2.22%
Energy 2.04%
Other Equities 1.91%
1 As a percent of total investments.
15
ABOUT DEAN BALANCED FUND'S EXPENSES - (UNAUDITED)
- --------------------------------------------------------------------------------
As a shareholder of the Fund, you incur two types of costs: (1) transaction
costs, including sales charges (loads) on purchase payments and (2) ongoing
costs, including management fees, distribution and/or service (12b-1) 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 and held for the entire period from October 1, 2004 to March 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 = 8.6), 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.
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.
Please note that the expenses shown in the table are meant to highlight your
ongoing costs only and do not reflect any transactional costs, such as sales
charges (loads). Therefore, the second line of the table is useful in comparing
ongoing costs only, and will not help you determine the relative total costs of
owning different funds. In addition, if these transactional costs were included,
your costs would have been higher.
- ---------------------------------- -------------------- -------------------------- --------------------------
DEAN BALANCED FUND - Class A BEGINNING ACCOUNT ENDING ACCOUNT EXPENSES PAID DURING
VALUE VALUE PERIOD*
OCTOBER 1, 2004 MARCH 31, 2005 OCTOBER 1, 2004 - MARCH
31, 2005
- ---------------------------------- -------------------- -------------------------- --------------------------
Actual $1,000.00 $1,030.00 $9.34
- ---------------------------------- -------------------- -------------------------- --------------------------
Hypothetical $1,000.00 $1,015.73 $9.27
(5% return before expenses)
- ---------------------------------- -------------------- -------------------------- --------------------------
*Expenses are equal to the Fund's annualized expense ratio of 1.85% for Class A,
multiplied by the average account value over the period, multiplied by 182/365
(to reflect the one-half year period).
- ---------------------------------- -------------------- -------------------------- --------------------------
DEAN BALANCED FUND - CLASS C BEGINNING ACCOUNT ENDING ACCOUNT EXPENSES PAID DURING
VALUE VALUE PERIOD*
OCTOBER 1, 2004 MARCH 31, 2005 OCTOBER 1, 2004 - MARCH
31, 2005
- ---------------------------------- -------------------- -------------------------- --------------------------
Actual $1,000.00 $1,026.90 $13.17
- ---------------------------------- -------------------- -------------------------- --------------------------
Hypothetical $1,000.00 $1,011.93 $13.08
(5% return before expenses)
- ---------------------------------- -------------------- -------------------------- --------------------------
*Expenses are equal to the Fund's annualized expense ratio of 2.60% for Class C,
multiplied by the average account value over the period, multiplied by 182/365
(to reflect the one-half year period).
16
DEAN INTERNATIONAL FUND HOLDINGS - (UNAUDITED)
- --------------------------------------------------------------------------------
DEAN INTERNATIONAL FUND PORTFOLIO ANALYSIS AS OF MARCH 31, 2005 1
United Kingdom 16.57%
Japan 12.02%
France 7.30%
Germany 6.68%
Singapore 5.48%
Brazil 5.45%
Switzerland 5.14%
Italy 4.75%
Canada 4.11%
Indonesia 3.33%
Thailand 3.09%
Spain 3.06%
Malaysia 2.63%
Belgium 2.50%
Taiwan 2.37%
New Zealand 2.03%
South Korea 1.79%
Netherlands 1.64%
Norway 1.46%
India 1.44%
Greece 1.24%
Australia 0.97%
Hong Kong 0.96%
Russia 0.95%
Austria 0.83%
Sweden 0.72%
Mexico 0.71%
Portugal 0.68%
Money Market 0.09%
1 As a percent of total investments.
17
ABOUT DEAN INTERNATIONAL FUND'S EXPENSES - (UNAUDITED)
- --------------------------------------------------------------------------------
As a shareholder of the Fund, you incur two types of costs: (1) transaction
costs, including sales charges (loads) on purchase payments and (2) ongoing
costs, including management fees, distribution and/or service (12b-1) 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 and held for the entire period from October 1, 2004 to March 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 = 8.6), 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.
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.
Please note that the expenses shown in the table are meant to highlight your
ongoing costs only and do not reflect any transactional costs, such as sales
charges (loads). Therefore, the second line of the table is useful in comparing
ongoing costs only, and will not help you determine the relative total costs of
owning different funds. In addition, if these transactional costs were included,
your costs would have been higher.
- ---------------------------------- -------------------- -------------------------- --------------------------
DEAN INTERNATIONAL FUND - CLASS A BEGINNING ACCOUNT ENDING ACCOUNT EXPENSES PAID DURING
VALUE VALUE PERIOD*
OCTOBER 1, 2004 MARCH 31, 2005 OCTOBER 1, 2004 - MARCH
31, 2005
- ---------------------------------- -------------------- -------------------------- --------------------------
Actual $1,000.00 $1,147.50 $11.27
- ---------------------------------- -------------------- -------------------------- --------------------------
Hypothetical $1,000.00 $1,014.43 $10.58
(5% return before expenses)
- ---------------------------------- -------------------- -------------------------- --------------------------
*Expenses are equal to the Fund's annualized expense ratio of 2.10% for Class A,
multiplied by the average account value over the period, multiplied by 182/365
(to reflect the one-half year period).
- ---------------------------------- -------------------- -------------------------- --------------------------
DEAN INTERNATIONAL FUND - CLASS C BEGINNING ACCOUNT ENDING ACCOUNT EXPENSES PAID DURING
VALUE VALUE PERIOD*
OCTOBER 1, 2004 MARCH 31, 2005 OCTOBER 1, 2004 - MARCH
31, 2005
- ---------------------------------- -------------------- -------------------------- --------------------------
Actual $1,000.00 $1,143.50 $15.22
- ---------------------------------- -------------------- -------------------------- --------------------------
Hypothetical $1,000.00 $1,010.73 $14.28
(5% return before expenses)
- ---------------------------------- -------------------- -------------------------- --------------------------
*Expenses are equal to the Fund's annualized expense ratio of 2.85% for Class C,
multiplied by the average account value over the period, multiplied by 182/365
(to reflect the one-half year period).
18
DEAN LARGE CAP VALUE FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005
- --------------------------------------------------------------------------------
SHARES COMMON STOCKS - 92.10% VALUE
AGENTS, BROKERS, & SERVICES - 2.58%
3,000 Hartford Financial Services Group, Inc. $ 205,680
------------------------------
CABLE & OTHER PAY SERVICES - 5.25%
6,500 Comcast Corp. * 219,570
5,700 Viacom, Inc., Class B 198,531
------------------------------
418,101
------------------------------
COMPUTER & OFFICE EQUIPMENT - 3.67%
3,200 International Business Machines Corp. 292,416
------------------------------
DRILLING OIL & GAS WELLS - 3.42%
5,300 Transocean, Inc. * 272,738
------------------------------
ELECTRONIC CONNECTORS - 2.08%
4,900 Tyco International Ltd. 165,620
------------------------------
ELECTRONIC & OTHER ELECTRICAL EQUIPMENT - 2.03%
4,500 General Electric Co. 162,270
------------------------------
FEDERAL & FEDERALLY SPONSORED CREDIT AGENCIES - 3.42%
5,000 Fannie Mae 272,250
------------------------------
FIRE, MARINE & CASUALTY INSURANCE - 2.78%
4,000 American International Group, Inc. 221,640
------------------------------
GRAIN MILL PRODUCTS - 2.77%
4,500 General Mills, Inc. 221,175
------------------------------
INSTRUMENTS FOR MEASURING & TESTING OF ELECTRICITY & ELECTRICAL SIGNALS - 2.51%
9,000 Agilent Technologies, Inc. * 199,800
------------------------------
INSURANCE AGENTS, BROKERS & SERVICES - 1.34%
3,500 Marsh & McLennan Companies, Inc. 106,470
------------------------------
MALT BEVERAGES - 2.38%
4,000 Anheuser-Busch Co., Inc. 189,560
------------------------------
MOTOR VEHICLES & PASSENGER CAR BODIES - 1.87%
2,000 Toyota Motor Corp. ADR (a) 148,760
------------------------------
NATIONAL COMMERCIAL BANKS - 9.23%
4,500 Citigroup, Inc. 202,230
5,000 J.P. Morgan Chase & Co. 173,000
2,800 SunTrust Banks, Inc. 201,796
5,500 US Bancorp 158,510
------------------------------
735,536
See accompanying notes which are an integral part of the financial statements.
------------------------------
19
DEAN LARGE CAP VALUE FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005 (CONTINUED)
- --------------------------------------------------------------------------------
SHARES COMMON STOCKS - 92.10% - CONTINUED VALUE
PETROLEUM REFINING - 4.70%
6,000 BP plc ADR (a) $ 374,400
------------------------------
PHARMACEUTICAL PREPARATIONS - 3.30%
10,000 Pfizer, Inc. 262,700
------------------------------
RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT - 1.88%
10,000 Motorola, Inc. 149,700
------------------------------
RADIOTELEPHONE COMMUNICATIONS - 5.80%
3,000 Dominion Resources, Inc. 223,290
9,000 Vodafone Group plc ADR (a) 239,040
------------------------------
462,330
------------------------------
RAILROADS, LINE-HAULING - 4.31%
4,000 Norfolk Southern 148,200
2,800 Union Pacific Corp. 195,160
------------------------------
343,360
------------------------------
RETAIL-BUILDING MATERIALS, HARDWARE, GARDEN SUPPLY - 2.59%
4,700 The Sherwin-Williams Co. 206,753
------------------------------
RETAIL-DEPARTMENT STORES - 3.19%
4,000 Federated Department Stores 254,560
------------------------------
RETAIL-DRUG STORES & PROPRIETARY STORES - 2.64%
4,000 CVS Corp. 210,480
------------------------------
RETAIL-FAMILY CLOTHING STORES - 2.16%
7,000 TJX Companies, Inc. 172,410
------------------------------
RETAIL-GROCERY STORES - 4.71%
13,000 Kroger Co. * 208,390
9,000 Safeway, Inc. * 166,770
------------------------------
375,160
------------------------------
RETAIL-LUMBER & OTHER BUILDING MATERIALS DEALERS - 1.92%
4,000 Home Depot, Inc. 152,960
------------------------------
ROLLING DRAWING & EXTRUDING OF NONFERROUS METALS - 2.67%
7,000 Alcoa, Inc. 212,730
------------------------------
SEMICONDUCTORS & RELATED DEVICES - 3.12%
1,104 Freescale Semiconductor, Class B * 19,044
9,000 Texas Instruments, Inc. 229,410
------------------------------
248,454
------------------------------
See accompanying notes which are an integral part of the financial statements.
20
DEAN LARGE CAP VALUE FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005 (CONTINUED)
- -------------------------------------------------------------------------------
SHARES COMMON STOCKS - 92.10% - CONTINUED VALUE
STATE COMMERCIAL BANKS - 3.78%
5,500 North Fork Bancorporation, Inc. $ 152,570
3,400 State Street Corp. 148,648
------------------------------
301,218
------------------------------
TOTAL COMMON STOCKS (COST $6,740,893) $ 7,339,231
------------------------------
MONEY MARKET SECURITIES - 7.96%
355,000 First American Treasury Obligation Fund, Class S $ 355,000
279,076 Firstar Money Market Federated Series Fund 279,076
------------------------------
634,076
------------------------------
TOTAL MONEY MARKET SECURITIES (COST $634,076) $ 634,076
------------------------------
TOTAL INVESTMENTS (COST $7,374,969) - 100.06% $ 7,973,307
------------------------------
LIABILITIES IN EXCESS OF OTHER ASSETS - (0.06)% (4,399)
------------------------------
TOTAL NET ASSETS - 100.00% $ 7,968,908
==============================
* Non-income producing securities.
(a) American Depositary Receipt - A negotiable certificate issued by a U.S. bank
representing a specific number of shares of a foreign stock traded on a U.S.
exchange.
See accompanying notes which are an integral part of the financial statements.
21
DEAN SMALL CAP VALUE FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005
- --------------------------------------------------------------------------------
SHARES COMMON STOCKS - 98.81% VALUE
AGRICULTURE CHEMICALS - 1.62%
3,900 The Scotts Co. * $ 273,897
------------------
AIR TRANSPORTATION - 1.34%
25,000 Airtran Holdings, Inc. * 226,250
------------------
APPAREL & OTHER FINISHED PRODUCTS OF FABRIC & SIMILAR MATERIALS - 2.13%
40,000 Playtex Products, Inc. 360,000
------------------
BALL & ROLLER BEARINGS - 1.45%
9,000 Timken Co. 246,060
------------------
BOTTLED & CANNED SOFT DRINKS & CARBONATED - 1.50%
10,500 Cott Corporation * 254,415
------------------
COOKIES & CRACKERS - 1.94%
7,000 J & J Snack Foods Corp. 327,810
------------------
CRUDE PETROLEUM & NATURAL GAS - 1.44%
6,000 Forest Oil Corp. * 243,000
------------------
DRAINING & INSULATING OF NONFERROUS WIRE - 1.52%
22,000 Andrew Corp. * 257,620
------------------
DRILLING OIL & GAS WELLS - 1.59%
9,000 Rowan Co., Inc. 269,370
------------------
ELECTRIC SERVICES - 1.48%
10,000 Otter Tail Corp. 250,400
------------------
ELECTRICAL WORK - 2.16%
7,800 EMCOR Group, Inc. * 365,196
------------------
ELECTRONIC COMPONENTS & ACCESSORIES - 1.17%
16,000 Vishay Intertechnology, Inc. * 198,880
------------------
FARM MACHINERY & EQUIPMENT - 1.51%
14,000 AGCO Corp. * 255,500
------------------
FIRE, MARINE & CASUALTY INSURANCE - 1.64%
14,000 Harleysville Group, Inc. 278,040
------------------
FOOTWEAR - 2.49%
7,000 Brown Shoe Co., Inc. 239,890
5,500 K-Swiss, Inc. 181,665
------------------
421,555
------------------
GOLD & SILVER ORES - 1.08%
50,000 Coeur D'Alene Mines Corporation * 183,500
------------------
HEATING EQUIPMENT, EXCEPT ELECTRIC & WARM AIR, & PLUMBING FIXTURES - 2.31%
40,000 Jacuzzi Brands, Inc. * 390,400
------------------
See accompanying notes which are an integral part of the financial statements.
22
DEAN SMALL CAP VALUE FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005 - (CONTINUED)
- --------------------------------------------------------------------------------
SHARES COMMON STOCKS - 98.81% - CONTINUED VALUE
HOUSEHOLD FURNITURE - 0.82%
10,000 La-Z-Boy, Inc. $ 139,300
------------------
LEISURE DURABLES & TOYS - 1.81%
24,000 Callaway Golf, Inc. 307,200
------------------
MEN'S & BOYS' FURNISHINGS, WORK CLOTHING & ALLIED GARMENTS - 1.72%
10,000 Quiksilver, Inc. 290,300
------------------
MISCELLANEOUS CHEMICAL PRODUCTS - 1.88%
22,000 Hercules, Inc. * 318,560
------------------
MISCELLANEOUS PLASTICS PRODUCTS - 1.76%
15,000 Spartech Corp. 297,750
------------------
MISCELLANEOUS SPORTING GOODS STORES - 1.77%
10,000 Hibbett Sporting Goods, Inc. 300,400
------------------
MOTOR VEHICLE PARTS & ACCESSORIES - 1.13%
6,000 Gentex Corp. 191,400
------------------
NATIONAL COMMERCIAL BANKS - 3.80%
9,000 First Community Bancorp 398,700
10,000 Susquehanna Bancshares, Inc. 243,800
------------------
642,500
------------------
NATURAL GAS & TRANSMISSION & DISTRIBUTION - 1.46%
8,000 Oneok, Inc. 246,560
------------------
OFFICE MACHINES - 2.51%
16,000 Nam Tai Electronics, Inc. 425,600
------------------
OIL & GAS FIELD MACHINERY & EQUIPMENT - 1.22%
8,000 Gulfmark Offshore, Inc. * 207,280
------------------
PAPER MILLS - 1.74%
20,000 Glatfelter 295,000
------------------
PAPERBOARD CONTAINERS & BOXES - 1.24%
3,000 Greif, Inc. Cl A 209,040
------------------
PHARMACEUTICAL PREPARATIONS - 3.39%
13,500 Andrx Corp. * 306,045
8,500 Taro Pharmaceutical Industries * 268,260
------------------
574,305
------------------
PLASTIC MATERIALS, SYNTH RESINS & NONVULCAN ELASTOMERS - 1.42%
6,000 Rogers Corp. * 240,000
------------------
PULP MILLS - 1.04%
10,000 Pope & Talbot Inc. 175,800
------------------
See accompanying notes which are an integral part of the financial statements.
23
DEAN SMALL CAP VALUE FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005 - (CONTINUED)
SHARES COMMON STOCKS - 98.81% - CONTINUED VALUE
RADIO BROADCASTING STATIONS - 1.38%
17,000 Citadel Broadcasting Corp. * $ 233,410
------------------
RADIO & TV BROADCASTING & COMMUNICATIONS - 1.67%
11,000 DSP Group, Inc. * 283,360
------------------
RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT - 1.42%
17,000 Spectralink Corp. 240,040
------------------
RETAIL-GROCERY STORES - 2.26%
2,800 Arden Group, Inc. 198,744
5,000 Weis Markets, Inc. 184,350
------------------
383,094
------------------
RETAIL-MISCELLANEOUS SHOPPING GOODS STORES - 2.35%
6,000 Barnes & Noble, Inc. 206,940
11,500 Sharper Image Corp. * 191,015
------------------
397,955
------------------
RETAIL-WOMEN'S CLOTHING STORES - 1.80%
9,500 The Talbots, Inc. 303,810
------------------
ROLLING, DRAWING & EXTRUDING OF NONFERROUS METALS - 1.49%
15,000 Tredegar Corp. 252,900
------------------
SAVINGS INSTITUTION, FEDERALLY CHARTERED - 3.56%
11,500 BankUnited Financial Corp. * 308,890
15,000 Flagstar Bancorp, Inc. 293,250
------------------
602,140
------------------
SEMICONDUCTORS & RELATED DEVICES - 3.66%
17,000 Aeroflex, Inc.* 158,610
14,000 Photronics, Inc. * 253,400
20,000 Zoran Corp. * 207,000
------------------
619,010
------------------
SERVICES - COMPUTER PROGRAMMING, DATA PROCESSING, ETC. - 1.43%
22,500 Novatel Wireless, Inc. * 241,875
------------------
SERVICES - COMPUTER PROGRAMMING SERVICE - 1.08%
13,000 JDA Software Group * 182,520
------------------
SERVICES - PREPACKAGED SOFTWARE - 2.95%
13,000 SS&C Technologies, Inc. 296,400
11,000 Sybase, Inc. * 203,060
------------------
499,460
------------------
SERVICES - VIDEO TAPE RENTAL - 2.71%
16,000 Movie Gallery, Inc. 458,880
------------------
See accompanying notes which are an integral part of the financial statements.
24
DEAN SMALL CAP VALUE FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005 - (CONTINUED)
- --------------------------------------------------------------------------------
SHARES COMMON STOCKS - 98.81% - CONTINUED VALUE
SPECIAL INDUSTRY MACHINERY - 1.42%
9,000 Cymer, Inc. * $ 240,930
------------------
STATE COMMERCIAL BANK - 5.73%
10,000 Cathay General Bancorp 315,000
11,000 Central Pacific Financial Corp. 370,150
20,000 Sterling Bancshares Corp. 284,000
------------------
969,150
------------------
SURETY INSURANCE - 1.40%
4,500 Triad Guaranty, Inc. * 236,745
------------------
TELEVISION BROADCASTING STATIONS - 1.62%
19,000 Gray Television, Inc. Cl A 274,930
------------------
WATER TRANSPORTATION - 1.72%
7,500 Tidewater, Inc. 291,450
------------------
WHOLESALE-DRUGS, PROPRIETARY & DRUGGISTS' SUNDRIES - 1.33%
10,000 Nu Skin Enterprises, Inc. 225,100
------------------
See accompanying notes which are an integral part of the financial statements.
25
DEAN SMALL CAP VALUE FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005 - (CONTINUED)
- --------------------------------------------------------------------------------
SHARES COMMON STOCKS - 98.81% - CONTINUED VALUE
WHOLESALE-ELECTRONIC PARTS & EQUIPMENT - 0.75%
10,000 Audiovox Corp., Cl A * 127,400
------------------
TOTAL COMMON STOCKS (COST $14,782,741) $ 16,727,047
------------------
MONEY MARKET SECURITIES - 1.23%
207,764 First American Treasury Obligation Fund - Class A $ 207,764
------------------
TOTAL MONEY MARKET SECURITIES (COST $207,764) $ 207,764
------------------
TOTAL INVESTMENTS (COST $14,990,505) - 100.04% $ 16,934,811
------------------
LIABILITIES IN EXCESS OF CASH AND OTHER ASSETS - (0.04)% (6,500)
------------------
TOTAL NET ASSETS - 100.00% $ 16,928,311
==================
* Non-income producing securities.
See accompanying notes which are an integral part of the financial statements.
26
DEAN BALANCED FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005
- --------------------------------------------------------------------------------
SHARES COMMON STOCKS - 63.40% VALUE
AGENTS, BROKERS & SERVICES - 1.54%
1,700 Hartford Financial Services Group, Inc. $ 116,552
------------------
CABLE & OTHER PAY TELEVISION SERVICES - 2.81%
2,500 Comcast Corp. * 84,450
3,700 Viacom, Inc., Class B 128,871
------------------
213,321
------------------
COMPUTER & OFFICE EQUIPMENT - 2.50%
2,075 International Business Machines Corp. 189,614
------------------
DRILLING OIL & GAS WELLS - 2.04%
3,000 Transocean, Inc. * 154,380
------------------
ELECTRONIC CONNECTORS - 1.64%
3,693 Tyco International Ltd. 124,823
------------------
ELECTRONIC & OTHER ELECTRICAL EQUIPMENT - 1.90%
4,000 General Electric 144,240
------------------
FEDERAL & FEDERALLY SPONSORED CREDIT AGENCIES - 2.37%
3,300 Fannie Mae 179,685
------------------
FIRE, MARINE & CASUALTY INSURANCE - 1.61%
2,200 American International Group, Inc. 121,902
------------------
GRAIN MILL PRODUCTS - 2.59%
4,000 General Mills, Inc. 196,600
------------------
INSTRUMENTS FOR MEASURING & TESTING ELECTRICITY & ELECTRICAL SIGNALS - 1.76%
6,000 Agilent Technologies, Inc. * 133,200
------------------
INSURANCE AGENTS, BROKERS & SERVICES - 1.36%
3,400 Marsh & McLennan Companies, Inc. 103,428
------------------
MALTED BEVERAGE - 1.00%
1,600 Anheuser-Busch Co., Inc. 75,824
------------------
MOTOR VEHICLES & PASSENGER CAR BODIES - 1.18%
1,200 Toyota Motor Corp. ADR (a) 89,256
------------------
NATIONAL COMMERCIAL BANKS - 6.47%
2,600 Citigroup, Inc. 116,844
4,350 J.P. Morgan Chase & Co. 150,510
1,900 SunTrust Banks, Inc. 136,933
3,000 US Bancorp 86,460
------------------
490,747
------------------
PETROLEUM REFINING - 2.71%
3,300 BP plc ADR (a) 205,920
------------------
See accompanying notes which are an integral part of the financial statements.
27
DEAN BALANCED FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005 - (CONTINUED)
- --------------------------------------------------------------------------------
SHARES COMMON STOCKS - 63.40% - CONTINUED VALUE
PHARMACEUTICAL PREPARATIONS - 2.22%
6,400 Pfizer, Inc. $ 168,128
------------------
RADIO & TV BROADCASGING & COMMUNICATIONS EQUIPMENT - 1.78%
9,000 Motorola, Inc. 134,730
------------------
RADIOTELEPHONE COMMUNICATIONS - 4.84%
3,000 Dominion Resources, Inc. 223,290
5,400 Vodafone Group plc ADR (a) 143,424
------------------
366,714
------------------
RAILROADS, LINE-HAULING - 3.22%
3,400 Norfolk Southern 125,970
1,700 Union Pacific Corp. 118,490
------------------
244,460
------------------
RETAIL-BUILDING MATERIALS, HARDWARE, GARDEN SUPPLY - 2.32%
4,000 The Sherwin-Williams Co. 175,960
------------------
RETAIL DEPARTMENT STORES - 2.52%
3,000 Federated Department Stores 190,920
------------------
RETAIL-DRUG STORES & PROPRIETARY STORES - 1.66%
2,400 CVS Corp. 126,288
------------------
RETAIL- FAMILY CLOTHING STORES - 1.62%
5,000 TJX Companies, Inc. 123,150
------------------
RETAIL-GROCERY STORES - 2.52%
5,000 Kroger Co. * 80,150
6,000 Safeway, Inc. * 111,180
------------------
191,330
------------------
RETAIL-LUMBER & OTHER BUILDING MATERIALS DEALERS - 1.41%
2,800 Home Depot, Inc. 107,072
------------------
ROLLING DRAWING & EXTRUDING OF NONFERROUS METALS - 1.20%
3,000 Alcoa, Inc. 91,170
------------------
SEMICONDUCTORS & RELATED DEVICES - 2.24%
993 Freescale Semiconductor, Class B * 17,129
6,000 Texas Instruments, Inc. 152,940
------------------
170,069
------------------
STATE COMMERCIAL BANKS - 2.37%
3,000 North Fork Bancorporation, Inc. 83,220
2,200 State Street Corp. 96,184
------------------
179,404
------------------
TOTAL COMMON STOCKS (COST $4,444,481) $ 4,808,887
------------------
See accompanying notes which are an integral part of the financial statements.
28
DEAN BALANCED FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005 - (CONTINUED)
- --------------------------------------------------------------------------------
PRINCIPAL
VALUE FIXED INCOME OBLIGATIONS - 33.37% VALUE
$ 150,000 Bank of America Corp., 7.400%, 01/15/11 $ 169,303
150,000 Commercial Credit Co., 6.625%, 06/01/15 163,459
150,000 Cox Radio, Inc., 6.375%, 05/15/05 150,384
200,000 Fannie Mae, 7.125%, 03/15/07 211,665
200,000 Fannie Mae, 5.75%, 06/15/05 201,097
300,000 New Plan Excel, 7.40%, 09/15/09 327,116
275,000 U.S. Treasury Notes, 6.500%, 08/15/05 278,653
300,000 U.S. Treasury Notes, 6.500%, 05/15/05 301,430
300,000 U.S. Treasury Notes, 6.125%, 08/15/07 315,481
200,000 U.S. Treasury Notes, 1.875%, 01/31/06 197,656
200,000 U.S. Treasury Notes, 6.000%, 08/15/09 214,984
------------------
TOTAL FIXED INCOME OBLIGATIONS (COST $2,500,459) $ 2,531,228
------------------
See accompanying notes which are an integral part of the financial statements.
29
DEAN BALANCED FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005 - (CONTINUED)
- --------------------------------------------------------------------------------
SHARES MONEY MARKET SECURITIES - 3.00%
59,121 First American Treasury Obligation Funds, Class A $ 59,121
168,640 Firstar Money Market Federated Series Fund 168,640
------------------
$ 227,761
------------------
TOTAL MONEY MARKET SECURITIES (COST $227,761) $ 227,761
------------------
TOTAL INVESTMENTS (COST $7,172,701) - 99.77% $ 7,567,876
------------------
CASH & OTHER ASSETS LESS LIABILITIES - 0.23% 17,618
------------------
TOTAL NET ASSETS - 100.00% $ 7,585,494
==================
* Non-income producing securities.
(a) American Depositary Receipt - A negotiable certificate issued by a U.S. bank
representing a specific number of shares of a foreign stock traded on a U.S.
exchange.
See accompanying notes which are an integral part of the financial statements.
30
DEAN INTERNATIONAL FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005
- --------------------------------------------------------------------------------
SHARES COMMON STOCKS - 99.90% VALUE
AUSTRALIA - 0.97%
40,686 Multiplex Group $ 135,966
---------------
AUSTRIA - 0.84%
2,241 Erste Bank der Oesterreichischen Sparkassen AG 117,526
---------------
BELGIUM - 2.50%
3,400 Belgacom* 140,967
2,500 KBC Bankverzekeringsholding 211,366
---------------
352,333
---------------
BRAZIL - 5.45%
27,500 All America Latina Logist-PR 151,542
5,473 Brasil Telecom Participacoes S.A. ADR (a) 178,693
7,800 Natura Cosmeticos S.A. 213,007
5,840 Petroleo Brasileiros ADR (a) 224,665
---------------
767,907
---------------
CANADA - 4.11%
4,300 Bank of Nova Scotia 140,561
1,701 Canadian National Railway Co. 107,341
2,023 Encana Corp. 142,842
47,021 Oncolytics Biotech, Inc. * 188,488
---------------
579,232
---------------
FRANCE - 7.30%
7,201 France Telecom 216,199
3,120 Sanofi-Aventis 263,785
1,636 Societe Generale 170,426
1,074 Total Fina Elf S.A. 251,959
865 Vinci S.A. 125,017
---------------
1,027,386
---------------
GERMANY - 6.67%
1,181 BASF AG 83,886
5,889 Bayerische Hypo-Und * 144,278
1,216 Celesio AG 99,252
3,900 Deutsche Postbank AG * 179,540
2,564 Dis Deutcher Industries 106,639
1,851 Henkel KGAA Non-VTG 168,043
2,790 Metro AG Ord 150,161
200 Premiere AG NPV * 8,305
---------------
940,104
---------------
GREECE - 1.24%
5,675 EFG Eurobank Ergasias 175,103
---------------
HONG KONG - 0.96%
96,000 China Netcom GRP Corp. HK Ltd. * 134,780
---------------
See accompanying notes which are an integral part of the financial statements.
31
DEAN INTERNATIONAL FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005 - (CONTINUED)
- --------------------------------------------------------------------------------
SHARES COMMON STOCKS - 99.90% - CONTINUED VALUE
INDONESIA - 3.33%
546,500 Bank Central Asia $ 196,209
249,000 HM Sampoerna Tbk PT 272,138
---------------
468,347
---------------
INDIA - 1.44%
7,787 Reliance Industries GDR (b) 202,462
---------------
ITALY - 4.75%
3,200 Assicurazioni Generali 103,561
13,091 Enel S.p.A. 125,567
4,747 Eni S.p.A. 123,580
54,445 Telecom Italia S.p.A. 170,716
24,700 Unicredito Italiano S.p.A. 145,426
---------------
668,850
---------------
JAPAN - 12.02%
2,350 ACOM Co., Ltd. 159,289
10,200 Asahi Breweries, Ltd. 132,459
2,000 Canon, Inc. 107,517
25 Japan Retail Fund 199,140
13 Japan Tabacco, Inc. 144,634
20 KDDI Corporation 99,289
7,500 Matsui Securities Co., Ltd. 100,131
8 Mitsubishi Tokyo 69,559
1,800 NEC Electronics Corp. 84,144
19 Nippon Building Fund, Inc. 162,715
2,400 Promise Co. Ltd. 164,473
3,000 Secom Corp. 125,093
28,000 Shimizu Corp. 143,717
---------------
1,692,160
---------------
MALAYSIA - 2.63%
93,700 Astro All Asia Networks PLC * 126,988
31,800 Malayan Banking BHD 94,563
60,000 Maxis Communications BHD 149,211
---------------
370,762
---------------
MEXICO - 0.71%
1,877 Fomento Economico ADR (a) 100,513
---------------
NETHERLANDS - 1.64%
4,100 ING Group NV-CVA 124,162
3,767 TPG NV 107,468
---------------
231,630
---------------
NEW ZEALAND - 2.03%
52,050 Sky City Entertainment Group 182,580
24,000 Telecom Corp. of New Zealand 103,693
---------------
286,273
---------------
NORWAY - 1.46%
2,490 Norsk Hydro A.S. 206,238
---------------
See accompanying notes which are an integral part of the financial statements.
32
DEAN INTERNATIONAL FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005 - (CONTINUED)
- -------------------------------------------------------------------------------
SHARES COMMON STOCKS - 99.90% - CONTINUED VALUE
PORTUGAL - 0.68%
34,278 Electricidade De Portugal SA * $ 95,786
---------------
RUSSIA - 0.95%
8,200 AFK Sistema GDR * (b) 133,250
---------------
SINGAPORE - 5.48%
119,040 MobileOne Limited 144,352
26,000 Singapore Airlines Ltd. 187,595
252,000 Singapore Post Ltd. 130,637
48,750 Singapore Press Holdings 134,784
20,000 United Overseas Bank LTD 174,620
---------------
771,988
---------------
SOUTH KOREA - 1.79%
6,830 KT&G Corp. - 144A GDR (b) 112,012
4,320 KT&G Corp. 140,384
---------------
252,396
---------------
SPAIN - 3.06%
3,502 Abertis Infraestructuras S.A. 79,334
1,261 Acciona S. A. 114,070
2,409 Altadis S.A. 98,783
5,301 Iberdrola, S.A. 139,036
---------------
431,223
---------------
SWEDEN - 0.72%
7,520 Investor AB 101,965
---------------
SWITZERLAND - 5.15%
697 Nestle S.A. 191,369
3,779 Novartis AG 176,918
1,016 Roche Holdings AG Genusscheine 109,280
2,902 UBS AG 245,912
---------------
723,479
---------------
TAIWAN - 2.36%
6,540 Chunghwa Telecom ADR (a) 138,583
20,445 Fubon Financial Holdings GDR (b) 194,841
---------------
333,424
---------------
THAILAND - 3.09%
59,100 Advanced Info Service 154,115
440,100 Bank of Ayudhya Public Company * 133,892
21,700 Siam Cement Co. 146,460
---------------
434,467
---------------
See accompanying notes which are an integral part of the financial statements.
33
DEAN INTERNATIONAL FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005 - (CONTINUED)
- --------------------------------------------------------------------------------
SHARES COMMON STOCKS - 99.90% - CONTINUED VALUE
UNITED KINGDOM - 16.57%
14,200 Admiral Group PLC * $ 93,647
2,561 Astrazeneca Ord PLC 100,949
7,269 BHP Billiton PLC 97,662
22,884 BP PLC 237,186
9,790 Glaxosmithkline 224,400
11,557 Great Universe 198,950
7,530 Imperial Tobacco Group PLC 197,641
18,600 National Grid Transco PLC 172,310
45,478 O2 PLC* 102,480
38,798 Shell Transportation & Trading 348,244
13,921 Smith & Nephew PLC 130,871
21,476 Tesco PLC 128,442
113,275 Vodafone Group 300,740
---------------
2,333,522
---------------
TOTAL COMMON STOCKS (COST $11,810,443) $ 14,069,072
---------------
WARRANTS - 0.00%
CANADA - 0.00%
9,200 Oncolytics Biotech, Inc. expiring 10/7/2005(Cost $210) * (c) -
---------------
See accompanying notes which are an integral part of the financial statements.
34
DEAN INTERNATIONAL FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005 - (CONTINUED)
- --------------------------------------------------------------------------------
SHARES MONEY MARKET SECURITIES - 0.09% VALUE
13,034 Dreyfus Cash Management Fund $ 13,034
---------------
TOTAL MONEY MARKET SECURITIES (COST $13,034) $ 13,034
---------------
TOTAL INVESTMENTS (COST $11,823,687) - 99.99% $ 14,082,106
---------------
CASH AND OTHER ASSETS LESS LIABILITIES - 0.01% 952
---------------
TOTAL NET ASSETS - 100.00% $ 14,083,058
===============
* Non-income producing securities.
(a) American Depositary Receipt - A negotiable certificate issued by a U.S. bank
representing a specific number of shares of a foreign stock traded on a U.S.
exchange.
(b) Global Depositary Receipt - A negotiable certificate held in the bank of one
country representing a specific number of shares of a stock traded on an
exchange of another country.
(c) As of March 31, 2005, this security is currently valued at zero (according
to fair value procedures approved by the Board of Trustees).
See accompanying notes which are an integral part of the financial statements.
35
DEAN INTERNATIONAL FUND
SCHEDULE OF INVESTMENTS
MARCH 31, 2005 - (CONTINUED)
- --------------------------------------------------------------------------------
DIVERSIFICATION OF ASSETS:
PERCENTAGE OF
NET ASSETS
Banking 14.08%
Oil & Natural Gas 12.32%
Communications 9.53%
Utilities 7.80%
Pharmaceutical 7.53%
Tobacco Products 6.85%
Transportation 5.42%
Building Materials 4.72%
Financial Services 4.03%
Food & Beverages 3.91%
Real Estate Investment Trust 3.86%
Holding Company 3.31%
Retail 2.48%
Insurance 2.28%
Media 1.92%
Chemicals 1.79%
Personal Care 1.51%
Electronics 0.99%
Management Company 0.94%
Medical Devices 0.93%
Employment Agency 0.76%
Mining and Metals 0.69%
Other 2.34%
---------------
Total 99.99%
Other assets less liabilities 0.01%
---------------
Grand Total 100.00%
---------------
See accompanying notes which are an integral part of the financial statements.
36
DEAN FAMILY OF FUNDS
STATEMENTS OF ASSETS & LIABILITIES
MARCH 31, 2005
- --------------------------------------------------------------------------------
LARGE CAP SMALL CAP BALANCED INTERNATIONAL
VALUE FUND VALUE FUND FUND FUND
-----------------------------------------------------------------------
ASSETS
Investment in securities: (Notes 2,5,6 & 7)
At cost $7,374,969 $ 14,990,505 $ 7,172,701 $ 11,823,687
============== ================ ============== ==================
At value $7,973,307 $ 16,934,811 $ 7,567,876 $ 14,082,106
Cash - 28 61 1,133
Cash denominated in foreign currency (Cost $14,091) (Note 6) - - - 13,798
Dividends and interest receivable (Note 2 & 6) 7,739 12,736 33,615 37,013
Tax reclaims receivable - - - 11,159
Receivable for securities sold - - - 76,226
Receivable for capital shares sold 1,456 554 1,726 1,174
Net unrealized appreciation on forward foreign
currency exchange contracts (Note 8) - - - 4,901
Receivable due from Adviser (Note 4) - 9,351 - -
Prepaid expenses 12,549 12,881 12,753 11,077
-------------- ---------------- -------------- ------------------
TOTAL ASSETS 7,995,051 16,970,361 7,616,031 14,238,587
-------------- ---------------- -------------- ------------------
LIABILITIES
Payable for securities purchased - - - 107,410
Payable to trustees 1,658 2,400 1,200 1,500
Payable for capital shares redeemed - 194 4,505 -
Payable to Adviser (Note 4) 2,229 - 2,297 10,840
Other liabilities 22,256 39,456 22,535 35,779
-------------- ---------------- -------------- ------------------
TOTAL LIABILITIES 26,143 42,050 30,537 155,529
-------------- ---------------- -------------- ------------------
NET ASSETS $7,968,908 $ 16,928,311 $ 7,585,494 $ 14,083,058
============== ================ ============== ==================
Net assets consist of:
Paid in capital $11,165,920 $ 14,012,683 $ 8,686,442 $ 15,081,683
Accumulated undistributed net investment income - - - 36,899
Accumulated net realized gains (losses) from security
transactions (3,795,350) 971,322 (1,496,123) (3,298,606)
Net unrealized appreciation (depreciation)
on investments (Note 2) 598,338 1,944,306 395,175 2,258,419
Net unrealized appreciation (depreciation) on translation
of assets and liabilities in foreign currencies (Note 6) - - - 4,663
-------------- ---------------- -------------- ------------------
NET ASSETS $7,968,908 $ 16,928,311 $ 7,585,494 $ 14,083,058
============== ================ ============== ==================
See accompanying notes which are an integral part of the financial statements.
37
DEAN FAMILY OF FUNDS
STATEMENTS OF ASSETS & LIABILITIES - CONTINUED LARGE CAP SMALL CAP BALANCED INTERNATIONAL
MARCH 31, 2005 VALUE FUND VALUE FUND FUND FUND
- -----------------------------------------------------------------------------------------------------------------------------------
PRICING OF CLASS A SHARES
Net assets applicable to Class A shares $7,392,623 $ 16,537,565 $ 7,241,665 $ 13,073,914
============== ================ ============== ==================
Shares of beneficial interest outstanding (unlimited
numbers of shares authorized) 726,312 1,154,396 739,292 1,076,496
============== ================ ============== ==================
Net asset value and redemption price per share * $ 10.18 $ 14.33 $ 9.80 $ 12.14
============== ================ ============== ==================
Maximum offering price per share $ 10.74 $ 15.12 $ 10.34 $ 12.81
============== ================ ============== ==================
PRICING OF CLASS C SHARES
Net assets applicable to Class C shares $ 576,285 $ 390,746 $ 343,829 $ 1,009,144
============== ================ ============== ==================
Shares of beneficial interest outstanding (unlimited
numbers of shares authorized) 60,736 28,323 37,570 85,277
============== ================ ============== ==================
Net asset value, offering price, and redemption
price per share * $ 9.49 $ 13.80 $ 9.15 $ 11.83
============== ================ ============== ==================
* Redemption price per share may vary under certain circumstances including the length of time the shares were held. (Note 2)
See accompanying notes which are an integral part of the financial statements.
38
DEAN FAMILY OF FUNDS
STATEMENTS OF OPERATIONS
FISCAL YEAR ENDED MARCH 31, 2005
- --------------------------------------------------------------------------------
LARGE CAP SMALL CAP BALANCED INTERNATIONAL
VALUE FUND VALUE FUND FUND FUND
------------------------------------------------------------------
INVESTMENT INCOME
Dividends (net of foreign withholding taxes of
$55,258 for the International Fund) (Note 2 & 6) $ 135,716 $ 205,262 $103,204 $ 387,633
Interest (Note 2) 2,244 6,015 85,109 2,208
------------- --------------- ----------- --------------------
TOTAL INCOME 137,960 211,277 188,313 389,841
------------- --------------- ----------- --------------------
EXPENSES
Investment advisory fees (Note 4) 78,760 164,475 82,540 158,006
Accounting services fees (Note 4) 29,437 31,402 30,508 44,542
Professional fees 26,626 67,214 31,200 48,908
Transfer agent and shareholder servicing (Note 4)
Class A 24,348 31,997 23,290 27,141
Class C 2,068 1,057 1,534 2,053
Custodian fees 7,086 10,454 6,750 32,666
Registration fees
Class A 19,233 20,165 20,316 21,514
Class C 2,298 1,365 1,899 3,214
Administrative services fees (Note 4) 15,000 15,158 14,997 14,998
Trustees' fees and expenses 5,900 11,662 5,925 6,431
Reports to shareholders 3,085 7,066 3,085 4,636
Insurance expense 1,811 3,799 1,807 3,028
Other expenses 1,728 2,111 1,948 2,267
------------- --------------- ----------- --------------------
TOTAL EXPENSES 217,380 367,925 225,799 369,404
Fees waived and expenses reimbursed by Adviser (Note 4) (64,584) (58,965) (67,337) (95,001)
Fees waived by Accounting Services Agent (Note 4) (2,250) (2,250) (2,250) (2,250)
------------- --------------- ----------- --------------------
NET EXPENSES 150,546 306,710 156,212 272,153
------------- --------------- ----------- --------------------
NET INVESTMENT INCOME (LOSS) $ (12,586) $ (95,433) $ 32,101 $ 117,688
------------- --------------- ----------- --------------------
See accompanying notes which are an integral part of the financial statements.
39
DEAN FAMILY OF FUNDS
STATEMENTS OF OPERATIONS
FISCAL YEAR ENDED MARCH 31, 2005
- --------------------------------------------------------------------------------
LARGE CAP SMALL CAP BALANCED INTERNATIONAL
VALUE FUND VALUE FUND FUND FUND
------------------------------------------------------------------
REALIZED & UNREALIZED GAINS (LOSSES)
Net realized gains from:
Security transactions $ 903,941 $ 2,282,076 $918,335 $ 1,959,089
Foreign currency transactions (Note 6) - - - 107,661
Net change in unrealized appreciation (depreciation) on:
Investments (322,833) (377,944) (583,868) 8,865
Foreign currency translation (Note 6) - - - (48,059)
------------- --------------- ----------- --------------------
NET REALIZED & UNREALIZED GAINS
ON INVESTMENTS & FOREIGN CURRENCIES 581,108 1,904,132 334,467 2,027,556
------------- --------------- ----------- --------------------
NET INCREASE IN NET ASSETS
FROM OPERATIONS $ 568,522 $ 1,808,699 $366,568 $ 2,145,244
============= =============== =========== ====================
See accompanying notes which are an integral part of the financial statements.
40
DEAN FAMILY OF FUNDS
STATEMENTS OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
LARGE CAP VALUE FUND SMALL CAP VALUE FUND
YEAR YEAR YEAR YEAR
ENDED ENDED ENDED ENDED
MARCH 31, MARCH 31, MARCH 31, MARCH 31,
2005 2004 2005 2004
------------------ -------------- ------------------ ---------------
FROM OPERATIONS:
Net investment (loss) $ (12,586) $ (33,710) $ (95,433) $ (160,255)
Net realized gains (losses) from security transactions 903,941 (338,084) 2,282,076 3,791,781
Net change in net unrealized appreciation (depreciation)
on investments (322,833) 3,488,596 (377,944) 3,113,453
------------------ -------------- ------------------ ---------------
Net increase (decrease) in net assets from operations 568,522 3,116,802 1,808,699 6,744,979
------------------ -------------- ------------------ ---------------
DISTRIBUTIONS TO SHAREHOLDERS:
From realized gains, Class A - - (2,427,917) -
From realized gains, Class C - - (85,840) -
------------------ -------------- ------------------ ---------------
Decrease in net assets from distributions
to shareholders - - (2,513,757) -
------------------ -------------- ------------------ ---------------
FROM CAPITAL SHARE TRANSACTIONS:
CLASS A
Proceeds from shares sold 425,957 896,869 497,118 171,183
Net asset value of shares issued in
reinvestment of distributions to shareholders - - 2,327,982 -
Payments for shares redeemed (1,019,201) (3,091,338) (2,048,051) (2,298,194)
------------------ -------------- ------------------ ---------------
Net increase (decrease) in net assets from Class A
share transactions (593,244) (2,194,469) 777,049 (2,127,011)
------------------ -------------- ------------------ ---------------
CLASS C
Proceeds from shares sold 112,707 100,279 102,019 14,159
Net asset value of shares issued in
reinvestment of distributions to shareholders - - 15,999 -
Payments for shares redeemed (130,269) (148,611) (382,867) (117,276)
------------------ -------------- ------------------ ---------------
Net (decrease) in net assets from Class C share transactions (17,562) (48,332) (264,849) (103,117)
------------------ -------------- ------------------ ---------------
Net increase (decrease) in net assets from capital share
transactions (610,806) (2,242,801) 512,200 (2,230,128)
------------------ -------------- ------------------ ---------------
TOTAL INCREASE (DECREASE) IN NET ASSETS $ (42,284) $ 874,001 $ (192,858) $ 4,514,851
------------------ -------------- ------------------ ---------------
NET ASSETS:
Beginning of year $ 8,011,192 $ 7,137,191 $ 17,121,169 $ 12,606,318
------------------ -------------- ------------------ ---------------
End of year $ 7,968,908 $ 8,011,192 $ 16,928,311 $ 17,121,169
================== ============== ================== ===============
ACCUMULATED UNDISTRIBUTED
NET INVESTMENT INCOME $ - $ - $ - $ 77,745
================== ============== ================== ===============
See accompanying notes which are an integral part of the financial statements.
41
DEAN FAMILY OF FUNDS
STATEMENTS OF CHANGES IN NET ASSETS - CONTINUED
- --------------------------------------------------------------------------------
LARGE CAP VALUE FUND SMALL CAP VALUE FUND
YEAR YEAR YEAR YEAR
ENDED ENDED ENDED ENDED
MARCH 31, MARCH 31, MARCH 31, MARCH 31,
2005 2004 2005 2004
------------------ -------------- ------------------ ---------------
CAPITAL SHARE ACTIVITY:
CLASS A
Shares sold 43,229 105,819 34,545 12,756
Shares issued in reinvestment of distributions
to shareholders - - 156,213 -
Shares redeemed (105,385) (368,170) (138,442) (175,805)
------------------ -------------- ------------------ ---------------
Net increase (decrease) in shares outstanding (62,156) (262,351) 52,316 (163,049)
Shares outstanding, beginning of year 788,468 1,050,819 1,102,080 1,265,129
------------------ -------------- ------------------ ---------------
Shares outstanding, end of year 726,312 788,468 1,154,396 1,102,080
================== ============== ================== ===============
CLASS C
Shares sold 12,499 12,667 7,310 1,125
Shares issued in reinvestment of distributions
to shareholders - - 1,120 -
Shares redeemed (13,901) (18,552) (27,616) (10,291)
------------------ -------------- ------------------ ---------------
Net (decrease) in shares outstanding (1,402) (5,885) (19,186) (9,166)
Shares outstanding, beginning of year 62,138 68,023 47,509 56,675
------------------ -------------- ------------------ ---------------
Shares outstanding, end of year 60,736 62,138 28,323 47,509
================== ============== ================== ===============
See accompanying notes which are an integral part of the financial statements.
42
DEAN FAMILY OF FUNDS
STATEMENTS OF CHANGES IN NET ASSETS - CONTINUED
- --------------------------------------------------------------------------------
BALANCED FUND INTERNATIONAL
YEAR YEAR YEAR YEAR
ENDED ENDED ENDED ENDED
MARCH 31, MARCH 31, MARCH 31, MARCH 31,
2005 2004 2005 2004
------------------ -------------- ------------------ ---------------
FROM OPERATIONS:
Net investment income $ 32,101 $ 34,691 $ 117,688 $ 29,378
Net realized gains (losses) from:
Security transactions 918,335 (213,526) 1,959,089 1,643,117
Foreign currency transactions - - 107,661 79,806
Net change in net unrealized appreciation (depreciation) on:
Investments (583,868) 3,175,208 8,865 2,783,344
Foreign currency translation - - (48,059) (15,902)
------------------ -------------- ------------------ ---------------
Net increase in net assets from operations 366,568 2,996,373 2,145,244 4,519,743
------------------ -------------- ------------------ ---------------
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income, Class A (32,101) (34,691) (181,805) (371,564)
From net investment income, Class C - - (6,645) (24,437)
From return of capital, Class A (3,833) (15,877) - (37,820)
From return of capital, Class C - (2,645) - (2,725)
------------------ -------------- ------------------ ---------------
Decrease in net assets from distributions
to shareholders (35,934) (53,213) (188,450) (436,546)
------------------ -------------- ------------------ ---------------
FROM CAPITAL SHARE TRANSACTIONS:
CLASS A
Proceeds from shares sold 234,156 102,009 863,800 7,519,780
Net asset value of shares issued in
reinvestment of distributions to shareholders 35,255 49,798 154,390 385,875
Payments for shares redeemed (2,125,438) (2,270,456) (602,058) (7,960,019)
------------------ -------------- ------------------ ---------------
Net increase (decrease) in net assets from Class A
share transactions (1,856,027) (2,118,649) 416,132 (54,364)
------------------ -------------- ------------------ ---------------
CLASS C
Proceeds from shares sold 77,238 12,562 303,660 281,385
Net asset value of shares issued in
reinvestment of distributions to shareholders - 282 2,541 18,896
Payments for shares redeemed (355,111) (402,515) (219,426) (194,237)
------------------ -------------- ------------------ ---------------
Net increase (decrease) in net assets from Class C
share transactions (277,873) (389,671) 86,775 106,044
------------------ -------------- ------------------ ---------------
Net increase (decrease) in assets from capital share transactions (2,133,900) (2,508,320) 502,907 51,680
------------------ -------------- ------------------ ---------------
TOTAL INCREASE (DECREASE) IN NET ASSETS $ (1,803,266) $ 434,840 $ 2,459,701 $ 4,134,877
------------------ -------------- ------------------ ---------------
NET ASSETS:
Beginning of year $ 9,388,760 $ 8,953,920 $ 11,623,357 $ 7,488,480
------------------ -------------- ------------------ ---------------
End of year $ 7,585,494 $ 9,388,760 $ 14,083,058 $ 11,623,357
================== ============== ================== ===============
ACCUMULATED UNDISTRIBUTED
NET INVESTMENT INCOME (LOSS) $ - $ - $ 36,899 $ (50,047)
================== ============== ================== ===============
See accompanying notes which are an integral part of the financial statements.
43
DEAN FAMILY OF FUNDS
STATEMENTS OF CHANGES IN NET ASSETS - CONTINUED
- --------------------------------------------------------------------------------
BALANCED FUND INTERNATIONAL FUND
YEAR YEAR YEAR YEAR
ENDED ENDED ENDED ENDED
MARCH 31, MARCH 31, MARCH 31, MARCH 31,
2005 2004 2005 2004
------------------ -------------- ------------------ ---------------
CAPITAL SHARE ACTIVITY:
CLASS A
Shares sold 24,315 11,574 79,337 888,007
Shares issued in reinvestment of distributions
to shareholders 3,646 5,616 12,717 40,195
Shares redeemed (222,570) (270,158) (53,239) (919,915)
------------------ -------------- ------------------ ---------------
Net increase (decrease) in shares outstanding (194,609) (252,968) 38,815 8,287
Shares outstanding, beginning of year 933,901 1,186,869 1,037,681 1,029,394
------------------ -------------- ------------------ ---------------
Shares outstanding, end of year 739,292 933,901 1,076,496 1,037,681
================== ============== ================== ===============
CLASS C
Shares sold 8,676 1,544 28,809 27,485
Shares issued in reinvestment of distributions
to shareholders - 33 214 2,032
Shares redeemed (39,458) (51,796) (20,520) (19,746)
------------------ -------------- ------------------ ---------------
Net increase (decrease) in shares outstanding (30,782) (50,219) 8,503 9,771
Shares outstanding, beginning of year 68,352 118,571 76,774 67,003
------------------ -------------- ------------------ ---------------
Shares outstanding, end of year 37,570 68,352 85,277 76,774
================== ============== ================== ===============
See accompanying notes which are an integral part of the financial statements.
44
DEAN FAMILY OF FUNDS
LARGE CAP VALUE FUND - CLASS A
FINANCIAL HIGHLIGHTS
PER SHARE DATA FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD
- --------------------------------------------------------------------------------
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
MARCH 31, MARCH 31, MARCH 31, MARCH 31, MARCH 31,
2005 2004 2003 2002 2001
------------- -------------- ------------- -------------- -------------
Net asset value, beginning of period $ 9.46 $ 6.40 $ 10.75 $ 11.97 $ 11.11
------------- -------------- ------------- -------------- -------------
Income (loss) from investment operations:
Net investment income (loss) (0.01) (0.04) (0.03) (0.06)(a) 0.02
Net realized and unrealized gains (losses)
on investments 0.73 3.10 (4.08) 0.12 0.97
------------- -------------- -------------
-------------- -------------
Total income (loss) from investment operations 0.72 3.06 (4.11) 0.06 0.99
------------- -------------- ------------- -------------- -------------
Less distributions:
From net investment income - - - - (0.13)
From net realized gains - - (0.24) (1.28) -
------------- -------------- -------------
-------------- -------------
Total distributions - - (0.24) (1.28) (0.13)
------------- -------------- ------------- -------------- -------------
Net asset value, end of period $ 10.18 $ 9.46 $ 6.40 $ 10.75 $ 11.97
============= ============== ============= ============== =============
Total Return (b) 7.61% 47.81% (38.49)% 0.17% 9.03%
============= ============== ============= ============== =============
Net assets, end of period $ 7,392,623 $ 7,459,239 $ 6,725,313 $ 15,204,763 $ 14,247,739
============= ============== ============= ============== =============
Ratio of expenses to average net assets:
Before fee waivers and/or expense
reimbursement by Adviser 2.75% 2.58% 2.31% 1.91% 2.23%
and Accounting Services Agent
After fee waivers and/or expense
reimbursement by Adviser 1.85% 1.85% 1.85% 1.85% 1.85%
and Accounting Services Agent
Ratio of net investment income (loss)
to average net assets (0.10)% (0.37)% (0.32)% (0.52)% 0.19%
Portfolio turnover rate 43% 42% 55% 102% 103%
(a) Net investment income (loss) is based on average shares outstanding during the year.
(b) Total returns shown exclude the effect of applicable sales loads.
See accompanying notes which are an integral part of the financial statements.
45
DEAN FAMILY OF FUNDS
LARGE CAP VALUE FUND - CLASS C
FINANCIAL HIGHLIGHTS (Continued)
PER SHARE DATA FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD
- --------------------------------------------------------------------------------
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
MARCH 31, MARCH 31, MARCH 31, MARCH 31, MARCH 31,
2005 2004 2003 2002 2001
------------- -------------- ------------- -------------- -------------
Net asset value, beginning of period $ 8.88 $ 6.05 $ 10.29 $ 11.59 $ 10.71
------------- -------------- ------------- -------------- -------------
Income (loss) from investment operations:
Net investment loss (0.09) (0.09) (0.09) (0.14)(a) (0.04)
Net realized and unrealized gains (losses)
on investments 0.70 2.92 (3.91) 0.12 0.93
------------- -------------- -------------
-------------- -------------
Total income (loss) from investment operations 0.61 2.83 (4.00) (0.02) 0.89
------------- -------------- ------------- -------------- -------------
Less distributions:
From net investment income - - - - (0.01)
From net realized gains - - (0.24) (1.28) -
------------- -------------- -------------
-------------- -------------
Total distributions - - (0.24) (1.28) (0.01)
------------- -------------- ------------- -------------- -------------
Net asset value, end of period $ 9.49 $ 8.88 $ 6.05 $ 10.29 $ 11.59
============= ============== ============= ============== =============
Total Return (b) 6.87% 46.78% (39.16)% (0.52)% 8.35%
============= ============== ============= ============== =============
Net assets, end of period $ 576,285 $ 551,953 $ 411,878 $ 907,393 $ 441,646
============= ============== ============= ============== =============
Ratio of expenses to average net assets:
Before fee waivers and/or expense
reimbursement by Adviser 2.86% 4.24% 2.65% 3.03% 4.37%
and Accounting Services Agent
After fee waivers and/or expense
reimbursement by Adviser 2.60% 2.60% 2.60% 2.60% 2.60%
and Accounting Services Agent
Ratio of net investment loss
to average net assets (0.85)% (1.11)% (1.06)% (1.28)% (0.56)%
Portfolio turnover rate 43% 42% 55% 102% 103%
(a) Net investment income (loss) is based on average shares outstanding during the year.
(b) Total returns shown exclude the effect of applicable sales loads.
See accompanying notes which are an integral part of the financial statements.
46
DEAN FAMILY OF FUNDS
SMALL CAP VALUE FUND - CLASS A
FINANCIAL HIGHLIGHTS (Continued)
PER SHARE DATA FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD
- --------------------------------------------------------------------------------
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
MARCH 31, MARCH 31, MARCH 31, MARCH 31, MARCH 31,
2005 2004 2003 2002 2001
------------- -------------- ------------- -------------- -------------
Net asset value, beginning of period $ 14.91 $ 9.55 $ 13.37 $ 10.40 $ 8.95
------------- -------------- ------------- -------------- -------------
Income (loss) from investment operations:
Net investment income (loss) (0.08) (0.14) (0.08) 0.03 (a) 0.08
Net realized and unrealized gains (losses)
on investments 1.81 5.50 (3.69) 2.97 1.44
------------- -------------- -------------
-------------- -------------
Total income (loss) from investment operations 1.73 5.36 (3.77) 3.00 1.52
------------- -------------- ------------- -------------- -------------
Less distributions:
From net investment income - - - (0.03) (0.07)
From net realized gains (2.31) - (0.05) - -
------------- -------------- -------------
-------------- -------------
Total distributions (2.31) - (0.05) (0.03) (0.07)
------------- -------------- ------------- -------------- -------------
Net asset value, end of period $ 14.33 $ 14.91 $ 9.55 $ 13.37 $ 10.40
============= ============== ============= ============== =============
Total Return (b) 11.56% 56.13% (28.24)% 28.88% 16.94%
============= ============== ============= ============== =============
Net assets, end of period $ 16,537,565 $ 16,435,083 $ 12,078,397 $ 21,187,653 $ 16,208,623
============= ============== ============= ============== =============
Ratio of expenses to average net assets:
Before fee waivers and/or expense
reimbursement by Adviser 2.23% 2.08% 2.01% 1.84% 2.40%
and Accounting Services Agent
After fee waivers and/or expense
reimbursement by Adviser 1.85% 1.85% 1.85% 1.84% 1.85%
and Accounting Services Agent
Ratio of net investment income (loss)
to average net assets (0.55)% (0.99)% (0.65)% 0.26% 0.79%
Portfolio turnover rate 72% 82% 82% 67% 54%
(a) Net investment income (loss) is based on average shares outstanding during the year.
(b) Total returns shown exclude the effect of applicable sales loads.
See accompanying notes which are an integral part of the financial statements.
47
DEAN FAMILY OF FUNDS
SMALL CAP VALUE FUND - CLASS C
FINANCIAL HIGHLIGHTS (Continued)
PER SHARE DATA FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD
- --------------------------------------------------------------------------------
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
MARCH 31, MARCH 31, MARCH 31, MARCH 31, MARCH 31,
2005 2004 2003 2002 2001
------------- -------------- ------------- -------------- -------------
Net asset value, beginning of period $ 14.44 $ 9.31 $ 13.05 $ 10.20 $ 8.80
------------- -------------- ------------- -------------- -------------
Income (loss) from investment operations:
Net investment income (loss) (0.16) (0.23) (0.11) (0.06)(a) 0.03
Net realized and unrealized gains (losses)
on investments 1.83 5.36 (3.58) 2.91 1.44
------------- -------------- -------------
-------------- -------------
Total income (loss) from investment operations 1.67 5.13 (3.69) 2.85 1.47
------------- -------------- ------------- -------------- -------------
Less distributions:
From net investment income - - - - (0.07)
From net realized gains (2.31) - (0.05) - -
------------- -------------- -------------
-------------- -------------
Total distributions (2.31) - (0.05) - (0.07)
------------- -------------- ------------- -------------- -------------
Net asset value, end of period $ 13.80 $ 14.44 $ 9.31 $ 13.05 $ 10.20
============= ============== ============= ============== =============
Total Return (b) 11.61% 55.10% (28.32)% 27.94% 16.66%
============= ============== ============= ============== =============
Net assets, end of period $ 390,746 $ 686,086 $ 527,921 $ 797,669 $ 683,137
============= ============== ============= ============== =============
Ratio of expenses to average net assets:
Before fee waivers and/or expense
reimbursement by Adviser 2.37% 3.53% 2.19% 3.69% 3.18%
and Accounting Services Agent
After fee waivers and/or expense
reimbursement by Adviser 2.36% 2.60% 2.19% 2.60% 2.31%
and Accounting Services Agent
Ratio of net investment income (loss)
to average net assets (1.01)% (1.74)% (0.99)% (0.49)% 0.35%
Portfolio turnover rate 72% 82% 82% 67% 54%
(a) Net investment income (loss) is based on average shares outstanding during the year.
(b) Total returns shown exclude the effect of applicable sales loads.
See accompanying notes which are an integral part of the financial statements.
48
DEAN FAMILY OF FUNDS
BALANCED FUND - CLASS A
FINANCIAL HIGHLIGHTS (Continued)
PER SHARE DATA FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD
- --------------------------------------------------------------------------------
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
MARCH 31, MARCH 31, MARCH 31, MARCH 31, MARCH 31,
2005 2004 2003 2002 2001
------------- -------------- ------------- -------------- -------------
Net asset value, beginning of period $ 9.41 $ 6.89 $ 10.15 $ 10.92 $ 10.16
------------- -------------- ------------- -------------- -------------
Income (loss) from investment operations:
Net investment income 0.05 0.04 0.06 0.09 (a) 0.20
Net realized and unrealized gains (losses)
on investments 0.39 2.53 (2.69) (0.26) 0.98
------------- -------------- ------------- -------------- -------------
Total income (loss) from investment operations 0.44 2.57 (2.63) (0.17) 1.18
------------- -------------- ------------- -------------- -------------
Less distributions:
From net investment income (0.05) (0.03) (0.06) (0.10) (0.19)
From net realized gains - - (0.26) (0.50) (0.23)
From return of capital - (b) (0.02) (0.31) - -
------------- -------------- ------------- -------------- -------------
Total distributions (0.05) (0.05) (0.63) (0.60) (0.42)
------------- -------------- ------------- -------------- -------------
Net asset value, end of period $ 9.80 $ 9.41 $ 6.89 $ 10.15 $ 10.92
============= ============== ============= ============== =============
Total Return (c) 4.65% 37.36% (26.10)% (1.75)% 11.93%
============= ============== ============== ============== =============
Net assets, end of period $ 7,241,665 $ 8,786,461 $ 8,183,461 $ 12,509,111 $ 12,453,481
============= ============== ============= ============== =============
Ratio of expenses to average net assets:
Before fee waivers and/or expense
reimbursement by Adviser 2.73% 2.41% 2.21% 2.01% 2.04%
and Accounting Services Agent
After fee waivers and/or expense
reimbursement by Adviser 1.85% 1.85% 1.85% 1.85% 1.84%
and Accounting Services Agent
Ratio of net investment income
to average net assets 0.44% 0.41% 0.77% 0.88% 1.89%
Portfolio turnover rate 29% 44% 51% 86% 66%
(a) Net investment income (loss) is based on average shares outstanding during the year.
(b) Return of capital represents less than $0.01 per share.
(c) Total returns shown exclude the effect of applicable sales loads.
See accompanying notes which are an integral part of the financial statements.
49
DEAN FAMILY OF FUNDS
BALANCED FUND - CLASS C
FINANCIAL HIGHLIGHTS (Continued)
PER SHARE DATA FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD
- --------------------------------------------------------------------------------
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
MARCH 31, MARCH 31, MARCH 31, MARCH 31, MARCH 31,
2005 2004 2003 2002 2001
------------- -------------- ------------- -------------- -------------
Net asset value, beginning of period $ 8.81 $ 6.50 $ 9.63 $ 10.40 $ 10.00
------------- -------------- ------------- -------------- -------------
Income (loss) from investment operations:
Net investment income (loss) (0.04) (0.03) 0.01 - (a) 0.12
Net realized and unrealized gains (losses)
on investments 0.38 2.38 (2.53) (0.23) 0.95
------------- -------------- ------------- -------------- -------------
Total income (loss) from investment operations 0.34 2.35 (2.52) (0.23) 1.07
------------- -------------- ------------- -------------- -------------
Less distributions:
From net investment income - - (0.04) (0.04) (0.12)
From net realized gains - - (0.26) (0.50) (0.55)
From return of capital - (0.04) (0.31) - -
------------- -------------- ------------- -------------- -------------
Total distributions - (0.04) (0.61) (0.54) (0.67)
------------- -------------- ------------- -------------- -------------
Net asset value, end of period $ 9.15 $ 8.81 $ 6.50 $ 9.63 $ 10.40
============= ============== ============= ============== =============
Total Return (b) 3.86% 36.16% (26.37)% (2.38)% 11.03%
============= ============== ============= ============== =============
Net assets, end of period $ 343,829 $ 602,299 $ 770,459 $ 1,205,394 $ 485,234
============= ============== ============= ============== =============
Ratio of expenses to average net assets:
Before fee waivers and/or expense
reimbursement by Adviser 2.83% 3.79% 2.35% 4.01% 2.73%
and Accounting Services Agent
After fee waivers and/or expense
reimbursement by Adviser 2.60% 2.60% 2.35% 2.60% 2.60%
and Accounting Services Agent
Ratio of net investment income (loss)
to average net assets (0.33)% (0.32)% 0.29% 0.00% 1.14%
Portfolio turnover rate 29% 44% 51% 86% 66%
(a) Net investment income (loss) is based on average shares outstanding during the year.
(b) Total returns shown exclude the effect of applicable sales loads.
See accompanying notes which are an integral part of the financial statements.
50
DEAN FAMILY OF FUNDS
INTERNATIONAL FUND - CLASS A
FINANCIAL HIGHLIGHTS (Continued)
PER SHARE DATA FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD
- --------------------------------------------------------------------------------
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
MARCH 31, MARCH 31, MARCH 31, MARCH 31, MARCH 31,
2005 2004 2003 2002 2001
------------- -------------- ------------- -------------- -------------
Net asset value, beginning of period $ 10.45 $ 6.84 $ 9.18 $ 9.96 $ 20.11
------------- -------------- ------------- -------------- -------------
Income (loss) from investment operations:
Net investment income (loss) 0.11 0.04 - (0.06)(a) (0.11)
Net realized and unrealized gains (losses)
on investments 1.75 3.98 (2.34) (0.71) (5.88)
------------- -------------- ------------- -------------- -------------
Total income (loss) from investment operations 1.86 4.02 (2.34) (0.77) (5.99)
------------- -------------- ------------- -------------- -------------
Less distributions:
From net investment income (0.17) (0.37) - (0.01) (0.01)
From net realized gains - - - - (4.15)
From return of capital - (0.04) - - -
------------- -------------- ------------- -------------- -------------
Total distributions (0.17) (0.41) - (0.01) (4.16)
------------- -------------- ------------- -------------- -------------
Net asset value, end of period $ 12.14 $ 10.45 $ 6.84 $ 9.18 $ 9.96
============= ============== ============= ============== =============
Total Return (b) 17.82% 59.23% (25.49)% (7.77)% (30.61)%
============= ============== ============= ============== =============
Net assets, end of period $ 13,073,914 $ 10,842,350 $ 7,041,919 $ 12,078,887 $ 14,614,461
============= ============== ============= ============== =============
Ratio of expenses to average net assets:
Before fee waivers and/or expense
reimbursement by Adviser 2.91% 3.34% 3.07% 2.73% 2.26%
and Accounting Services Agent
After fee waivers and/or expense
reimbursement by Adviser 2.10% 2.10% 2.10% 2.10% 2.06%
and Accounting Services Agent
Ratio of net investment income (loss)
to average net assets 0.99% 0.33% (0.05)% (0.67)% (0.72)%
Portfolio turnover rate 94% 131% 143% 121% 146%
(a) Net investment income (loss) is based on average shares outstanding during the year.
(b) Total returns shown exclude the effect of applicable sales loads.
See accompanying notes which are an integral part of the financial statements.
51
DEAN FAMILY OF FUNDS
INTERNATIONAL FUND - CLASS C
FINANCIAL HIGHLIGHTS (Continued)
PER SHARE DATA FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD
- --------------------------------------------------------------------------------
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
MARCH 31, MARCH 31, MARCH 31, MARCH 31, MARCH 31,
2005 2004 2003 2002 2001
------------- -------------- ------------- -------------- -------------
Net asset value, beginning of period $ 10.17 $ 6.66 $ 9.06 $ 9.88 $ 19.76
------------- -------------- ------------- -------------- -------------
Income (loss) from investment operations:
Net investment income (loss) 0.02 (0.15) (0.07) (0.12)(a) (0.21)
Net realized and unrealized gains (losses)
on investments 1.71 4.05 (2.33) (0.70) (5.78)
------------- -------------- ------------- -------------- -------------
Total income (loss) from investment operations 1.73 3.90 (2.40) (0.82) (5.99)
------------- -------------- ------------- -------------- -------------
Less distributions:
From net investment income (0.07) (0.35) - - (0.01)
From net realized gains - - - - (3.88)
From return of capital - (0.04) - - -
------------- -------------- ------------- -------------- -------------
Total distributions (0.07) (0.39) - - (3.89)
------------- -------------- ------------- -------------- -------------
Net asset value, end of period $ 11.83 $ 10.17 $ 6.66 $ 9.06 $ 9.88
============= ============== ============= ============== =============
Total Return (b) 17.05% 59.15% (26.49)% (8.30)% (30.90)%
============= ============== ============= ============== =============
Net assets, end of period $ 1,009,144 $ 781,007 $ 446,561 $ 840,398 $ 1,326,365
============= ============== ============= ============== =============
Ratio of expenses to average net assets:
Before fee waivers and/or expense
reimbursement by Adviser 3.09% 4.70% 3.23% 4.16% 2.72%
and Accounting Services Agent
After fee waivers and/or expense
reimbursement by Adviser 2.85% 2.85% 2.85% 2.85% 2.72%
and Accounting Services Agent
Ratio of net investment income (loss)
to average net assets 0.20% (0.42)% (0.71)% (1.30)% (1.40)%
Portfolio turnover rate 94% 131% 143% 121% 146%
(a) Net investment income (loss) is based on average shares outstanding during the year.
(b) Total returns shown exclude the effect of applicable sales loads.
See accompanying notes which are an integral part of the financial statements.
52
DEAN FAMILY OF FUNDS
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2005
- --------------------------------------------------------------------------------
1. ORGANIZATION
The Dean Family of Funds (the Trust) is registered under the Investment Company
Act of 1940 as an open-end management investment company. The Trust was
organized as an Ohio business trust under a Declaration of Trust dated December
18, 1996. The Trust has established four series: the Large Cap Value Fund, the
Small Cap Value Fund, the Balanced Fund, and the International Fund (formerly
the International Value Fund) (the Funds). The Trust was capitalized on March
17, 1997, when the initial shares of each Fund (except for the International
Fund) were purchased at $10.00 per share. The International Fund was capitalized
on October 13, 1997, when the initial shares of the International Fund were
purchased at $10.00 per share.
The LARGE CAP VALUE FUND seeks to provide capital appreciation and dividend
income over the long-term by investing primarily in the common stocks of large
companies.
The SMALL CAP VALUE FUND seeks to provide capital appreciation by investing
primarily in the common stocks of small companies.
The BALANCED FUND seeks to preserve capital while producing a high total return
by allocating its assets among equity securities, fixed-income securities and
money market instruments.
The INTERNATIONAL FUND seeks to provide long-term capital growth by investing
primarily in the common stocks of foreign companies.
The Funds each offer two classes of shares: Class A shares (sold subject to a
maximum front-end sales load of 5.54% of net asset value and a distribution and
service fee of up to 0.25% per annum of the average daily net assets allocable
to Class A shares) and Class C shares (sold subject to a maximum contingent
deferred sales load of 1.00% of net asset value if redeemed within a one-year
period from purchase and a distribution and service fee of up to 1.00% per annum
of average daily net assets allocable to Class C shares). Each Class A and Class
C share of a Fund represents identical interests in the Fund's investment
portfolio and has the same rights, except that (i) Class C shares may bear the
expenses of higher distribution and service fees, which is expected to cause
Class C shares to have a higher expense ratio and to pay lower dividends than
Class A shares; (ii) certain other class specific expenses will be borne solely
by the class to which such expenses are attributable; (iii) each class has
exclusive voting rights with respect to matters relating to its own distribution
arrangements; and iv) each class has different exchange privileges.
The Funds indemnify the Trust's officers and trustees for certain liabilities
that might arise from their performance of their duties as officers and Trustees
of the Funds. Additionally, in the normal course of business, the Funds enter
into contracts that contain a variety of representations and warranties and that
provide general indemnifications. The Funds' maximum exposure under these
arrangements is unknown, as this would involve future claims that may be made
against the Funds that have not yet occurred. However, based on experience, the
Funds expect the risk of loss to be remote.
53
DEAN FAMILY OF FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 2005
- --------------------------------------------------------------------------------
2. SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of the Trust's significant accounting policies:
Security valuation - Portfolio securities are valued as follows: (1) securities
that are traded on stock exchanges are valued at the last reported sale price as
of the close of the regular session of trading on the New York Stock Exchange on
the day the securities are being valued, or, if not traded on a particular day,
at the closing bid price; (2) securities traded in the NASDAQ over-the-counter
market are generally valued at the NASDAQ Official Closing Price; (3) securities
traded in the over-the-counter market that are not quoted by NASDAQ, are valued
at the last sale price as of the close of the regular session of trading on the
New York Stock Exchange on the day the securities are being valued or, if the
last sale price is not readily available, at the last bid price as quoted by
brokers that make markets in the securities; (4) securities that are traded both
in the over-the-counter market and on a stock exchange are valued according to
the broadest and most representative market; (5) U.S. Government obligations are
valued at their most recent bid prices as obtained from one or more of the major
market makers for such securities; (6) securities mainly traded on a non-U.S.
exchange are generally valued according to the preceding closing values on that
exchange; (7) short-term investments with remaining maturities of 60 days or
less at the time of purchase are valued at amortized cost; and (8) securities
(and other assets) for which market quotations are not readily available are
valued at their fair value as determined in good faith in accordance with
consistently applied procedures established by and under the general supervision
of the Board of Trustees.
If trading in a stock is halted and does not resume before the Fund calculates
its net asset value, the Fund may value the security at its fair value. Fair
valuation of the Fund's portfolio securities can serve to reduce arbitrage
opportunities available to short-term traders, but there is no assurance that
fair value pricing policies will prevent dilution of the Fund's NAV by
short-term traders. If an event that may change the value of a security held in
a Fund's portfolio occurs after the closing of the applicable market, the Board
of Trustees might decide to value the security based on fair value. This may
cause the value of the security on the books of the Fund to be significantly
different from the market quotation and may affect the calculation of the Fund's
net asset value.
Share valuation - On each day that the Trust is open for business, the share
price (net asset value) of Class C shares and the public offering price (net
asset value plus applicable sales load) of Class A shares is determined as of
the close of the regular session of trading on the New York Stock Exchange,
generally 4:00 p.m., Eastern time. The Trust is open for business on each day
the New York Stock Exchange is open for business and on any other day when there
is sufficient trading in a Fund's investments that its net asset value might be
materially affected. The net asset value per share of each class of shares of
each Fund is calculated daily by dividing the total value of a Fund's assets
attributable to that class, less liabilities attributable to that class, by the
number of shares of that class outstanding. The maximum offering price of Class
A shares of each Fund is equal to the net asset value per share plus a sales
load equal to 5.54% of the net asset value (or 5.25% of the offering price). The
offering price of Class C shares of each Fund is equal to the net asset value
per share.
54
DEAN FAMILY OF FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 2005
- --------------------------------------------------------------------------------
A contingent deferred sales load is imposed upon certain redemptions of Class A
shares that were purchased at net asset value if a commission was paid by 2480
Securities, LLC (the Underwriter) to a participating unaffiliated dealer at the
time of the purchase and the Class A shares are redeemed within one year from
the date of purchase. The contingent deferred sales load will equal the
commission percentage paid at the time of purchase (up to 1.00%) applied to the
lesser of the net asset value of the Class A shares at the time of purchase or
the net asset value of the Class A shares at the time of redemption. In
addition, Class C shares of each Fund are subject to a contingent deferred sales
load of 1.00% of the original purchase price if redeemed within a one-year
period from the date of purchase.
Investment income - Dividend income is recorded on the ex-dividend date.
Interest income is accrued as earned. Discounts and premiums on securities
purchased are amortized using the effective interest method.
Distributions to shareholders - The Balanced Fund distributes substantially all
of its net investment income, if any, on a quarterly basis. Each of the Large
Cap Value Fund, Small Cap Value Fund and International Fund distribute
substantially all of its net investment income, if any, on an annual basis. In
addition, each Fund distributes any net realized long-term capital gains at
least once each year. Management will determine the timing and frequency of the
distributions of any net realized short-term capital gains.
Allocation between classes - Investment income earned, realized capital gains
and losses, and unrealized appreciation and depreciation for the Funds are
allocated daily to each class of shares based upon its proportionate share of
the total net assets of the Fund. Class specific expenses are charged directly
to the class incurring the expense. Common expenses that are not attributable to
a specific class are allocated daily to each class of shares based upon its
proportionate share of the total net assets of the Fund.
Investment transactions - Investment transactions are accounted for on the trade
date. Securities sold are valued on a specific identification basis.
Estimates - The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities at the
date of the financial statements and the reported amounts of income and expense
during the reporting period. Actual results could differ from those 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.
Federal income tax - It is the policy of each Fund to continue to qualify as a
regulated investment company by complying with the provisions available to
certain investment companies, as defined in subchapter M of the Internal Revenue
Code of 1986, as amended, (the Code), and to make distributions of net
investment income and net realized capital gains sufficient to relieve it from
all, or substantially all, federal income taxes. If the required amount of net
investment income is not distributed, the Fund could incur a tax expense.
55
DEAN FAMILY OF FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 2005
- --------------------------------------------------------------------------------
As of March 31, 2005, for federal income tax purposes, the Funds have capital
loss carryforwards available to offset future capital gains, if any, in the
following amounts:
- -------------------------------------------------------------------------------------------------------------------
FUND AMOUNT EXPIRES MARCH 31,
- -------------------------------------------------------------------------------------------------------------------
Large Cap Value Fund $ 1,089,633 2011
- -------------------------------------------------------------------------------------------------------------------
Large Cap Value Fund $ 2,705,717 2012
- -------------------------------------------------------------------------------------------------------------------
Balanced Fund $ 478,290 2011
- -------------------------------------------------------------------------------------------------------------------
Balanced Fund $ 1,017,833 2012
- -------------------------------------------------------------------------------------------------------------------
International Fund $ 2,322,810 2010
- -------------------------------------------------------------------------------------------------------------------
International Fund $ 257,125 2011
- -------------------------------------------------------------------------------------------------------------------
International Fund $ 158,430 2012
- -------------------------------------------------------------------------------------------------------------------
During the year ended March 31, 2005, the Large Cap Value Fund utilized capital
loss carryforwards of $903,941; the Balanced Fund utilized capital loss
carryforwards of $918,335; and the International Fund utilized capital loss
carryforwards of $1,909,042.
The following information is based upon the federal income tax cost of portfolio
investments as of March 31, 2005:
- -------------------------------------------------------------------------------------------------------------------
LARGE CAP SMALL CAP BALANCED INTERNATIONAL
VALUE FUND VALUE FUND FUND FUND
- -------------------------------------------------------------------------------------------------------------------
Gross unrealized appreciation $ 917,785 $ 2,417,228 $ 672,936 $ 2,435,765
Gross unrealized depreciation (319,447) (472,922) (277,761) (732,924)
----------- ------------ --------- ------------
Net unrealized appreciation (depreciation) $ 598,338 $ 1,944,306 $ 395,175 $ 1,702,841
========== =========== ========= ============
Federal income tax cost $ 7,374,969 $ 14,990,505 $ 7,172,701 $ 12,383,928
=========== ============ =========== =============
- -------------------------------------------------------------------------------------------------------------------
The difference between the Federal income tax cost and financial statement cost
of portfolio investments is due to tax deferral of losses on wash sales.
3. DISTRIBUTION TO SHAREHOLDERS
The amount of distributions from net investment income and net realized gains
are determined in accordance with federal income tax regulations which may
differ from accounting principles generally accepted in the United States. These
"book/tax" differences are either temporary or permanent in nature and are
primarily due to losses deferral due to wash sales and treatment for foreign
currency transactions. To the extent these difference are permanent in nature,
such amounts are reclassified within the composition of net assets based on
their federal tax-basis treatment; temporary differences do not require
reclassification.
56
DEAN FAMILY OF FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 2005
- --------------------------------------------------------------------------------
THE LARGE CAP VALUE FUND
There were no distributions for the Large Cap Value Fund for the fiscal years
ended March 31, 2005 and 2004.
As of March 31, 2005 and March 31, 2004, the components of accumulated deficit
on a tax basis were as follows:
- ----------------------------------------------------------------------------------------------
2005 2004
- ----------------------------------------------------------------------------------------------
Undistributed ordinary income $ - $ -
Accumulated capital and other losses (3,795,350) (4,699,691)
Unrealized appreciation (depreciation) 598,338 921,171
------------------- ------------------
Accumulated deficit $ (3,197,012) $ (3,778,520)
=================== ==================
- ----------------------------------------------------------------------------------------------
THE SMALL CAP VALAUE FUND
There were no distributions for the Small Cap Value Fund for the fiscal year
ended March 31, 2004. On December 14, 2004, the Fund paid capital gains
distributions totaling $1.2262 for Class A & C shares to shareholders of record
as of December 13, 2004. On December 29, 2004, the Fund paid capital gains
distributions totaling $1.0823 for Class A & C shares to shareholders of record
as of December 28, 2004.
The tax character of distributions paid during fiscal years 2004 and 2005 was as
follows:
- ----------------------------------------------------------------------------------------------------
2005 2004
- ----------------------------------------------------------------------------------------------------
Distributions paid from:
Ordinary income $ - $ -
Short-term capital gain 976,344
Long-term capital gain 1,537,413 -
-------------- -----------------
$ 2,513,757 $ -
============== =================
- ----------------------------------------------------------------------------------------------------
As of March 31, 2005 and March 31, 2004, the components of distributable
earnings on a tax basis were as follows:
- ----------------------------------------------------------------------------------------------------
2005 2004
- ----------------------------------------------------------------------------------------------------
Undistributed ordinary income $ - $ 77,745
Undistributed accumulated capital gains 971,322 1,220,759
Unrealized appreciation (depreciation) 1,944,306 2,322,250
-------------- -----------------
$ 2,915,628 $ 3,620,754
============== =================
- ----------------------------------------------------------------------------------------------------
57
DEAN FAMILY OF FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 2005
THE BALANCED FUND
On September 30, 2004, an income distribution of $0.0211 per share was paid to
Class A shareholders of record as of September 29, 2004. On March 30, 2005 an
income distribution of $0.0257 per share was paid to Class A shareholders of
record as of March 29, 2005.
The tax character of distributions paid during fiscal years 2005 and 2004 was as
follows:
- ----------------------------------------------------------------------------------------------------------------
2005 2004
- ----------------------------------------------------------------------------------------------------------------
Distributions paid from:
Ordinary income $ 32,101 $ 34,691
Long-term capital gain - -
------------------- ------------------
32,101 34,691
Return of capitaL 3,833 18,522
------------------- ------------------
$ 35,934 $ 53,213
=================== ==================
- ----------------------------------------------------------------------------------------------------------------
As of March 31, 2005 and March 31, 2004, the components of accumulated deficit
on a tax basis were as follows:
- ----------------------------------------------------------------------------------------------------------------
2005 2004
- ----------------------------------------------------------------------------------------------------------------
Undistributed ordinary income $ - $ -
Accumulated capital and other losses (1,496,123) (2,414,459)
Unrealized appreciation (depreciation) 395,175 979,043
------------------- ------------------
Accumulated deficit $ (1,100,948) $ (1,435,416)
=================== ==================
- ----------------------------------------------------------------------------------------------------------------
THE INTERNATIONAL FUND
On December 29, 2004, an income distribution of $0.1725 per share was paid to
Class A shareholders of record as of December 28, 2004. On December 29, 2004 an
income distribution of $0.0739 per share was paid to Class C shareholders of
record as of December 28, 2004.
The tax character of distributions paid during fiscal year 2004 and 2005 was as
follows:
- -------------------------------------------------------------------------------------------------
2005 2004
- -------------------------------------------------------------------------------------------------
Distributions paid from:
Ordinary income $ 188,450 $ 396,001
Long-term capital gain - -
------------------------ -------------------
188,450 396,001
Return of capital - 40,545
------------------------ -------------------
$ 188,450 $ 436,546
======================== ===================
- -------------------------------------------------------------------------------------------------
58
DEAN FAMILY OF FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 2005
- --------------------------------------------------------------------------------
As of March 31, 2005 and March 31, 2004, the components of accumulated deficit
on a tax basis were as follows:
- -------------------------------------------------------------------------------------------------
2005 2004
- -------------------------------------------------------------------------------------------------
Undistributed ordinary income $ 43,947 $ -
Accumulated capital and other losses * (2,738,365) (4,647,408)
Unrealized appreciation (depreciation) 1,702,841 1,691,989
Other temporary differences (7,048) -
------------------------ -------------------
Accumulated deficit $ (998,625) $ (2,955,419)
======================== ===================
- -------------------------------------------------------------------------------------------------
4. TRANSACTIONS WITH AFFILIATED AND RELATED PARTIES
Certain officers of the Trust are also officers or employees of Dean Investment
Associates, LLC (formerly C.H. Dean & Associates, Inc.) (the Adviser) or of
Unified Fund Services, Inc. (UFS), the administrative services agent, transfer
and shareholder servicing agent, and accounting services agent for the Trust.
INVESTMENT ADVISORY AND SUB-ADVISORY AGREEMENT
The Fund's investments are managed by the Adviser pursuant to the terms of an
advisory agreement. In accordance with the advisory agreement, the Adviser is
entitled to an investment management fee, computed and accrued daily and paid
monthly, at an annual rate of 1.00% of the average daily net assets of the Large
Cap Value Fund, the Small Cap Value Fund and the Balanced Fund and 1.25% of the
average daily net assets of the International Fund. As of March 31, 2005, the
Advisor was owed $2,229, $2,297 and $10,840 from the Large Cap, the Balanced
Fund and the International Fund, respectively. As of March 31, 2005, the Small
Cap Fund was owed by the Advisor $9,351.
Newton Capital Management Ltd. (Newton Capital) has been retained by the Adviser
to manage the investments of the International Fund. The Adviser (not the Fund)
pays Newton Capital a fee for its services equal to the annual rate of 0.50% of
the Fund's average daily net assets. Boston Safe Deposit and Trust Company, the
custodian for the International Fund, and Newton Capital are affiliated by
common ownership.
Pursuant to an Expense Limitation Agreement between the Adviser and the Trust,
the Adviser waived a portion of its advisory fees for each Fund to the extent
that the Fund's operating expenses exceeded the applicable operating expense
limit amount during the fiscal year ended March 31, 2005. There is no obligation
for the Trust to repay the amounts of the advisory fees waived. The Adviser
waived fees of $64,854 for the Large Cap Value Fund, $58,965 for the Small Cap
Value Fund, $67,337 for the Balanced Fund, and $95,001 for the International
Fund during the fiscal year ended March 31, 2005. The operating expense limit
with respect to each class of each Fund is based on a percentage of the average
daily net assets of each class of each Fund as follows:
FUND CLASS MAXIMUM OPERATING EXPENSE LIMIT
- ------------------- --------- -------------------------------
Large Cap Value Fund Class A 1.85%
Large Cap Value Fund Class C 2.60%
Small Cap Value Fund Class A 1.85%
Small Cap Value Fund Class C 2.60%
Balanced Fund Class A 1.85%
Balanced Fund Class C 2.60%
International Fund Class A 2.10%
International Fund Class C 2.85%
59
DEAN FAMILY OF FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 2005
- --------------------------------------------------------------------------------
ADMINISTRATION AGREEMENT
Under the terms of a Mutual Fund Services Agreement, UFS serves as
administrative services agent for the Trust. UFS supplies non-investment related
administrative and compliance services for the Funds. UFS supervises the
preparation of tax returns, reports to shareholders, reports to and filings with
the Securities and Exchange Commission and state securities commissions, and
materials for meetings of the Board ofTrustees. For these services, UFS receives
a monthly fee from each Fund at an annual rate of 0.09% on its average daily net
assets up to $100 million, 0.06% on the next $150 million of such net assets,
and 0.03% on such net assets in excess of $250 million, subject to a $15,000
minimum annual fee for each Fund. In addition each Fund pays additional expenses
including, but not limited to, fees for federal and state securities
registration.
TRANSFER AGENT AND SHAREHOLDER SERVICING AGENT
Under the terms of the Mutual Fund Services Agreement, UFS serves as transfer
and shareholder servicing agent for the Trust. UFS maintains the records of each
shareholder's account, answers shareholder inquires concerning accounts,
processes purchases and redemptions of the Funds' shares, acts as dividend and
distribution disbursing agent and performs other shareholder servicing
functions. For these services, UFS receives a monthly fee of $1.30 per active
shareholder account, subject to a $2,000 minimum monthly fee for each Fund. The
Trust also receives a 50% discount for a share class with assets up to $2
million and 25% for a share class with assets between $2 and $5 million. There
is no discount for a share class with assets over $5 million. In addition, each
Fund pays out-of-pocket expenses including, but not limited to, postage and
supplies. For the fiscal year ended March 31, 2005, each share class accrued
transfer agent and shareholder servicing fees as follows:
FUND CLASS TRANSFER AGENT AND
SHAREHOLDER SERVICING
FEES
- ---------------------------- ------------ --------------------
Large Cap Value Fund Class A $ 24,348
Large Cap Value Fund Class C 2,068
Small Cap Value Fund Class A 31,997
Small Cap Value Fund Class C 1,057
Balanced Fund Class A 23,290
Balanced Fund Class C 1,534
International Fund Class A 27,141
International Fund Class C 2,053
ACCOUNTING SERVICES AGREEMENT
Under the terms of the Mutual Fund Services Agreement, UFS serves as accounting
services agent for the Trust. UFS calculates the daily net asset value per share
and maintains the financial books and records of the Funds. For these services,
UFS receives a monthly fee from each Fund at a rate of 0.05% of its average
daily net assets up to $100 million, 0.04% of the next $150 million of such net
assets, and 0.03% of such net assets in excess of $250 million, subject to
$26,000 minimum annual fees for each Fund. In addition, each Fund pays certain
out-of-pocket expenses incurred by UFS in obtaining valuations of such Fund's
portfolio securities. UFS credited accounting services fees of $2,250 per Fund
during the fiscal year ended March 31, 2005. For the year ended March 31, 2005,
UFS voluntarily waived $2,250 of its accounting services fees for each of the
Funds.
60
DEAN FAMILY OF FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 2005
- --------------------------------------------------------------------------------
UNDERWRITING AGREEMENT
2480 Securities, LLC (the Underwriter), an affiliate of the Adviser, serves as
principal underwriter for the Funds and, as such, is the exclusive agent for the
distribution of shares of the Funds. Under the terms of the Underwriting
Agreement between the Trust and the Underwriter, the Underwriter earned $470,
$628, $0, and $268 fees, from underwriting and broker commissions on the sale of
shares of the Large Cap Value Fund, the Small Cap Value Fund, the Balanced Fund,
and the International Fund, respectively, during the fiscal year ended March 31,
2005.
PLANS OF DISTRIBUTION
The Trust has a Plan of Distribution (Class A Plan) under which Class A shares
may directly incur or reimburse the Underwriter for expenses related to the
distribution and promotion of a Fund's Class A shares. The annual limitation for
payment of such expenses under the Class A Plan is 0.25% of each Fund's average
daily net assets attributable to such shares. For the fiscal year ended March
31, 2005, Class A shares of each Fund did not incur any distribution expenses.
The Trust also has a Plan of Distribution (Class C Plan), which provides for two
categories of payments. First, the Class C Plan provides for the payment to the
Underwriter, dealers and other organizations in an amount not to exceed 0.25%
per year of each Fund's average daily net assets attributable to Class C shares
for certain account maintenance and service fees. In addition, the Class C
shares may directly incur or reimburse the Underwriter in an amount not to
exceed 0.75% per year of each Fund's average daily net assets attributable to
Class C shares for certain distribution-related expenses incurred in the
distribution and promotion of the Fund's Class C shares. For the fiscal year
ended March 31, 2005, Class C shares of each Fund did not incur any expenses
under the Class C Plan.
5. INVESTMENT TRANSACTIONS
Investment transactions, other than short-term investments, were as follows for
the fiscal year ended March 31, 2005:
- ------------------------------------------------------------------------------------------------------------------------------------
LARGE CAP SMALL CAP BALANCED INTERNATIONAL
VALUE FUND VALUE FUND FUND FUND
- ------------------------------------------------------------------------------------------------------------------------------------
Purchases of portfolio securities $ 3,295,869 $ 11,752,947 $ 1,788,671 $ 12,635,760
Purchases of U.S. government obligations - - 502,300 -
===================================================================
Proceeds from sales and maturities of portfolio securities $ 4,374,529 $ 13,798,936 $ 4,022,899 $ 11,743,620
Proceeds from sales and maturities of U.S. government obligations - - 249,051 -
- ----------------------------------------------------------------------==============================================================
61
DEAN FAMILY OF FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 2005
6. FOREIGN CURRENT TRANSLATION
With respect to the International Fund, amounts denominated in or expected to
settle in foreign currencies are translated into U.S. dollars based on exchange
rates on the following basis:
A. The market values of investment securities and other assets and liabilities
are translated at the closing rate of exchange each day.
B. Purchases and sales of investment securities and income and expenses are
translated at the rate of exchange prevailing on the respective dates of such
transactions.
The Fund isolates the portion of the results of operations from changes in
foreign exchange rates on investments from those resulting from changes in
market prices of securities held. Such fluctuations are included with the net
realized and unrealized gains and losses from investments.
Reported net realized foreign exchange gains or losses arise from 1) sales of
foreign currencies, 2) currency gains or losses realized between the trade and
settlement dates on securities transactions, and 3) the difference between the
amounts of dividends, interest, and foreign withholding taxes recorded on the
Fund's books, and the U.S. dollar equivalent to the amounts actually received or
paid. Reported net unrealized foreign exchange gains or losses arise from
changes in the value of assets and liabilities, other than investments,
resulting from changes in exchange rates.
7. RISK ASSOCIATED WITH FOREIGN SECURITIES
Investments in securities of foreign issuers carry certain risks not ordinarily
associated with investments in securities of domestic issuers. Such risks
include future political and economic developments and the possible imposition
of exchange controls or other foreign governmental laws and restrictions. In
addition, with respect to certain countries, there is the possibility of
expropriation of assets, confiscatory taxation, political or social instability
or diplomatic developments which could adversely affect investments in those
countries.
Certain countries may also impose substantial restrictions on investments in
their capital markets by foreign entities, including restrictions on investments
in issuers or industries deemed sensitive to relevant national interests. These
factors may limit the investment opportunities available to the International
Fund or result in a lack of liquidity and high price volatility with respect to
securities of issuers from developing countries.
8. FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS
The International Fund may enter into forward foreign currency exchange
contracts as a way of managing foreign exchange rate risk. The Fund may enter
into these contracts for the purchase or sale of a specific foreign currency at
a fixed price on a future date as a hedge or cross-hedge against either specific
transactions or portfolio positions (a cross-hedge occurs when forward foreign
currency contracts are executed for a currency that has a high correlation with
the currency that is being hedged). The objective of the Fund's foreign currency
hedging transactions is to reduce the risk that the U.S. dollar value of the
Fund's securities denominated in foreign currency will decline in value due to
62
DEAN FAMILY OF FUNDS
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 2005
changes in foreign currency exchange rates. These contracts are valued daily,
and the Fund's net equity therein, representing unrealized gain or loss on the
contracts as measured by the difference between the forward foreign exchanges
rates at the dates of entry into the contracts and the forward foreign exchange
rates at the reporting date, is included in the Statement of Assets and
Liabilities. Realized and unrealized gains or losses are included in the Fund's
Statement of Operations. Risks may arise upon entering into these contracts from
the potential inability of counterparties to meet the terms of their contracts
and from unanticipated movements in the value of a foreign currency relative to
the U.S. dollar. These contracts may involve market or credit risk in excess of
the amounts reflected on the Fund's statement of assets and liabilities.
As of March 31, 2005, the International Fund had forward foreign currency
exchange contracts outstanding as follows:
- -----------------------------------------------------------------------------------------------------------------------
SETTLEMENT NET APPRECIATION
DATE TO DELIVER TO RECEIVE (DEPRECIATION) IN U.S. DOLLARS
- -----------------------------------------------------------------------------------------------------------------------
04/01/05 11,246 EUR 14,557 USD $ (60)
04/04/05 2,286 NZD 1,624 USD (14)
04/04/05 10,989 GBP 20,664 USD (102)
04/05/05 108,058 USD 11,535,264 JPY (211)
04/15/05 274,000 USD 448,209 SGD (2,147)
05/13/05 331,797 AUD 315,000 CAD 4,701
05/13/05 315,000 CAD 328,218 AUD (7,460)
05/13/05 346,000 USD 270,308 EUR 5,697
05/13/05 91,000 USD 130,208 NZD 1,370
05/13/05 130,208 NZD 95,551 USD 3,127
---------------------------------
Total appreciation on contracts $ 4,901
=================================
EUR - Euro Dollar USD - U.S. Dollar AUD - Australian Dollar CAD - Canadian Dollar NZD - New Zealand Dollar
SGD - Singapore Dollar JPY - Japanese Yen GBP - Great British Pound
63
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Trustees and Shareholders
of the Dean Family of Funds
We have audited the accompanying statements of assets and liabilities of the
Dean Family of Funds comprising Large Cap Value Fund, Small Cap Value Fund,
Balanced Fund, and International Fund (collectively referred to as, the
"Funds"), including the schedules of investments, as of March 31, 2005, and the
related statements of operations for the year then ended, the statements of
changes in net assets for each of the two years in the period then ended and
financial highlights for each of the five years in the period then ended. These
financial statements and financial highlights are the responsibility of the
Funds' management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audits.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. We were
not engaged to perform an audit of the Funds' internal control over financial
reporting. Our audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Funds' internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements and financial highlights, assessing the accounting principles used
and significant estimates made by management, and evaluating the overall
financial statement presentation. Our procedures included confirmation of
securities owned as of March 31, 2005, by correspondence with the custodians and
brokers or by other appropriate auditing procedures where replies from brokers
were not received. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of each
of the respective portfolios comprising the Dean Family of Funds at March 31,
2005, the results of their operations for the year then ended, the changes in
their net assets for each of the two years in the period then ended and their
financial highlights for each of the five years in the period then ended, in
conformity with U.S. generally accepted accounting principles.
Cincinnati, Ohio
May 16, 2005
64
DEAN FAMILY OF FUNDS
OTHER INFORMATION (UNAUDITED)
MARCH 31, 2005
PROXY VOTING
A description of the policies and procedures that the Funds use to determine how
to vote proxies relating to portfolio securities and information regarding how
the Funds voted those proxies during the 12-month period ended June 30, 2004,
are available, without charge, upon request by calling 1-800-327-3656 or on the
SEC's website at http://www.sec.gov.
PORTFOLIO HOLDINGS
A complete schedule of portfolio holdings for the Funds will be filed with the
U.S. Securities and Exchange Commission (the SEC) for the first and third
quarters of each fiscal year on Form N-Q. The Funds' Forms N-Q are available on
the SEC's website at http://www.sec.gov. In addition, the Funds' Forms N-Q may
be reviewed and copied at the Commission's Public Reference Room in Washington,
DC. Information on the operation of the Public Reference Room may be obtained by
calling 1-800-SEC-0330.
MANAGEMENT OF THE FUNDS
Listed in the charts below is basic information regarding the Trustees and
Officers of the Trust. The Trust's Statement of Additional Information includes
more information about the Trustees. To request a free copy, call 888-899-8343.
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
NAME AND ADDRESS AGE POSITION(S) TERM OF PRINCIPAL OCCUPATION(S) DURING THE NUMBER OF OTHER
HELD WITH THE OFFICE AND PAST FIVE YEARS PORTFOLIOS IN DIRECTORSHIPS
FUND LENGTH OF THE COMPLEX HELD BY THE
TIME SERVED OVERSEEN BY TRUSTEE
TRUSTEE
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
INDEPENDENT TRUSTEES
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
Sam B. Gould Trustee Indefinite; Dean Emeritus of the University of 4 None.
Dean Family of Funds Since 1998 Dayton School of Business
2480 Kettering Tower Administration
Dayton, Ohio 45423-2480
62
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
Frank J. Perez Trustee Indefinite; President and Chief Executive 4 None.
KMCN Since 1997 Officer of Kettering Adventist
3533 Southern Blvd. HealthCare
Kettering, Ohio 45429
61
- ---------------------------- --------------- ------------- ------------------------------------- ------------------ ---------------
65
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
NAME AND ADDRESS AGE POSITION(S) TERM OF PRINCIPAL OCCUPATION(S) DURING THE NUMBER OF OTHER
HELD WITH THE OFFICE AND PAST FIVE YEARS PORTFOLIOS IN DIRECTORSHIPS
FUND LENGTH OF THE COMPLEX HELD BY THE
TIME SERVED OVERSEEN BY TRUSTEE
TRUSTEE
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
David H. Ponitz Trustee Indefinite; President Emeritus of Sinclair 4 Dayton
Dean Family of Funds Since 1997 Community College and Higher Division
2480 Kettering Tower Education Consultant Advisory
Dayton, Ohio 45423-2480 Board-Unizan
74 Bank
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
Gilbert P. Williamson Trustee Indefinite; Director of Tarantella, Inc., 4 None.
825 Michaels Road, Since 1997 formerly The Santa Cruise
Tipp City, Ohio 45371 Operations, Inc. (a software
68 company), Director of The French
Oil Mill Machinery Company, (a
manufacturing company of heavy duty
machinery), and Director of
Fifth-Third Bank of Western Ohio
formerly CitFed
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
66
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
NAME AND ADDRESS AGE POSITION(S) TERM OF PRINCIPAL OCCUPATION(S) DURING THE NUMBER OF OTHER
HELD WITH THE OFFICE AND PAST FIVE YEARS PORTFOLIOS IN DIRECTORSHIPS
FUND LENGTH OF THE COMPLEX HELD BY THE
TIME SERVED OVERSEEN BY TRUSTEE
TRUSTEE
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
OFFICERS
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
Stephen M. Miller President One Year; President and Chief Operating N/A N/A
Dean Investment Associates, Since 2000 Officer of Dean Investment
LLC Associates, formerly C.H. Dean &
2480 Kettering Tower Associates, Inc. (C.H. Dean),
Dayton, Ohio 45423-2480 and President of 2480 Securities
50 LLC. Mr. Miller joined C.H. Dean
in 1992 and has held various
positions with C.H. Dean and 2480
Securities LLC.
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
Debra E. Rindler Secretary/ One Year; Vice President, Chief Financial N/A N/A
Dean Investment Associates, Treasurer and Since 2001 Officer and Director of Finance and
LLC Chief Administration of Dean Investment
2480 Kettering Tower Compliance Associates and Secretary and
Dayton, Ohio 45423-2480 Officer Treasurer of 2480 Securities LLC.
40 Ms. Rindler joined C.H. Dean in
1993 and has held various positions
with C.H. Dean.
67
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
NAME AND ADDRESS AGE POSITION(S) TERM OF PRINCIPAL OCCUPATION(S) DURING THE NUMBER OF OTHER
HELD WITH THE OFFICE AND PAST FIVE YEARS PORTFOLIOS IN DIRECTORSHIPS
FUND LENGTH OF THE COMPLEX HELD BY THE
TIME SERVED OVERSEEN BY TRUSTEE
TRUSTEE
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
Freddie Jacobs, Jr. Assistant One Year; Vice President Fund Administration N/A N/A
Unified Fund Services, Inc. Treasurer Since 2004 of Unified Fund Services, Inc.
431 North Pennsylvania St. since December 2003. Prior to
Indianapolis, Indiana 46204 December 2003, Mr. Jacobs was
34 Assistant Vice President of U.S.
Bancorp Fund Services, L.L.C.
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
Heather Barnes Assistant One Year; Fund Administration Supervisor of N/A N/A
Unified Fund Services, Inc. Secretary Since 2004 Unified Fund Services, Inc. (2004
431 North Pennsylvania St. to present and 1999 to 2001).
Indianapolis, Indiana 46204 Regional Administrative Assistant
29 of The Standard Register Company
(2003- to 2004).
- ----------------------------- --------------- ------------ ------------------------------------- ------------------ ---------------
RENEWAL & APPROVAL OF MANAGEMENT AGREEMENTS
At a meeting of the Trust's Board of Trustees (the Board or the Trustees) held
on March 30, 2005 (the Meeting), the Trustees considered the continuance of the
advisory agreements with the Adviser with respect to the Funds and the
continuance of the sub-advisory agreement with Newton Capital with respect to
the Dean International Fund (the International Fund). None of the Trustees is an
"interested person" (as defined in Section 2(a)(19) of the Investment Company
Act of 1940, as amended) of any party to the advisory agreements with the
Adviser or any party to the sub-advisory agreement with Newton Capital. After
considering the factors discussed below and reaching the conclusions set forth
below, the Trustees determined that the continuation of each advisory agreement
was in the best interests of the relevant Fund and its shareholders and that the
continuation of the sub-advisory agreement was in the best interests of the
International Fund and its shareholders.
68
DEAN FAMILY OF FUNDS
OTHER INFORMATION (CONTINUED)
MARCH 31, 2005
- --------------------------------------------------------------------------------
ADVISER'S PORTFOLIO MANAGEMENT. The Trustees evaluated the nature, extent and
quality of the portfolio management services provided by the Adviser to Dean
Large Cap Value Fund, Dean Small Cap Value Fund and Dean Balanced Fund (each, a
Domestic Fund and together, the Domestic Funds), taking into account the
information that they had received through meetings with and reports from the
Adviser's senior management and portfolio managers over the course of the
preceding year as well as the materials provided to the Trustees in connection
with the Meeting. Based on the Board's interaction with the Adviser's staff, the
Board concluded that the portfolio managers are knowledgeable about and
experienced in managing portfolios such as those of the Funds. The Board
considered the Adviser's portfolio management capabilities, including
information relating to the education, experience, and number of investment
professionals and other personnel who provide services to the Funds and
determined that these capabilities are satisfactory. The Trustees also
considered the scope and quality of the in-house research capability of the
Adviser and other resources dedicated to performing its portfolio management
services and found the Adviser's capabilities to offer adequate resources to the
Funds. In connection with this review, the Board also considered the performance
of the Domestic Funds, which is discussed below.
PERFORMANCE OF DOMESTIC FUNDS. The Trustees reviewed both short-term and
long-term investment performance of each of the Domestic Funds. The Board
considered the performance of each Domestic Fund (measured by total return)
compared to the performance of the applicable benchmark and the performance of
funds in the applicable peer groups. These comparisons assisted the Board in
evaluating the quality of the portfolio management services provided by the
Adviser and the performance of each Domestic Fund. The Trustees noted that, with
the exceptions described and discussed below, the performance of each Domestic
Fund for the periods indicated below was reasonable in comparison to (1) its
benchmark for the one, three and five years ended December 31, 2004 and (2) the
applicable peer groups for the one, three and five year periods ended December
31, 2004, and the three and five year periods ended March 15, 2005.
Dean Large Cap Value Fund's three year and five year returns for the period
ended December 31, 2004 fell below its benchmark, the Russell 1000 Value Index.
In addition, in comparison to the large cap value peer groups, the Fund was
ranked in the lower quartile for the three and five year periods ended December
31, 2004 and March 15, 2005. On the other hand, the Fund's performance for the
years ended December 31, 2003 and 2004 was consistent with its benchmark and
competitive with the funds in its peer groups.
Balanced Fund's performance fell below its benchmark, 60% Russell 1000 Value
Index and 40% Lehman Brothers Government Corporate Intermediate Index, for the
three and five years ended December 31, 2004, but its performance was in line
with its benchmark for the one year period ended December 31, 2004 and exceeded
the benchmark for the two year period ended December 31, 2004. Balanced Fund was
ranked, in comparison to the balanced peer groups, in or just slightly below the
first quartile for the one and five year periods ended December 31, 2004 and
March 15, 2005. Although the Balanced Fund's performance for the three year
periods ended December 31, 2004 and March 15, 2005 lagged the performance of its
benchmark and relative peers, the performance of the Fund for the years ended
December 31, 2003 and 2004 was competitive with the performance of funds in its
peer group with an upper quartile ranking.
Small Cap Value Fund's performance fell below its benchmark, the Russell 2000
Value Index, for the one, three and five years ended December 31, 2004; however,
the Fund had absolute positive double-digit returns for these periods. Small Cap
Value Fund was ranked in the lower quartile in comparison to the small cap value
peer groups over the one, three and five years ended December 31, 2004 and March
15, 2005; however, the Fund's performance in comparison to one of the peer
groups improved in the near-term with a year-to-date March 15, 2005 ranking in
the second quartile.
69
DEAN FAMILY OF FUNDS
OTHER INFORMATION (CONTINUED)
MARCH 31, 2005
- --------------------------------------------------------------------------------
The Trustees considered the performance of the Domestic Funds relative to
benchmarks and peer groups during the applicable periods in light of the
strategy that the Adviser had implemented to increase the competitiveness of the
Domestic Funds. This strategy included certain personnel additions and changes
in the portfolio management team of each Domestic Fund, and the inclusion of
more risk controls within the investment strategy and process. Based on these
factors and the improved risk adjusted performance of the Domestic Funds during
the past ten quarters, the Trustees concluded that the Adviser had taken
appropriate steps to improve the competitiveness of the performance of each
Domestic Fund.
NEWTON CAPITAL'S PORTFOLIO MANAGEMENT. The Board evaluated the nature, extent,
and quality of the services provided by Newton Capital to the International
Fund. The Trustees took into account the information provided via teleconference
by Newton Capital's portfolio managers and administrative personnel at the
Meeting and the materials provided to the Trustees in connection with the
Meeting, which included information about the experience and education of Newton
Capital's personnel. The Board concluded that the portfolio management and
administrative personnel of Newton Capital are knowledgeable and experienced in
the investment advisory industry and in managing portfolios such as that of the
International Fund. The Board considered the scope and quality of the in-house
research capability of Newton Capital and other resources dedicated to
performing its services and determined its capabilities to offer adequate
resources to the International Fund. In connection with this review, the Board
also considered the performance of the Fund, which is discussed below.
PERFORMANCE OF INTERNATIONAL FUND. The Trustees reviewed the short- and
long-term performance of the International Fund (1, 3 and 5 year performance) as
compared to its performance benchmark and to that of other funds with similar
investment objectives. The Board noted that the International Fund outperformed
its benchmark, the Morgan Stanley EAFE Index, for the one and three years ended
December 31, 2004 and slightly underperformed its benchmark for the five year
period ended December 31, 2004. The Trustees also noted that the International
Fund was ranked in the top quartile for these periods by Morningstar. The Board
concluded that the International Fund had superior performance in comparison its
peer group for all of these periods.
ADVISER'S OTHER SERVICES. The Trustees evaluated the nature, extent and quality
of the other services that the Adviser provides to the Funds, taking into
account the information that they had received through meetings with and reports
from the Adviser's senior management and administrative personnel over the
course of the preceding year as well as the materials provided to the Trustees
in connection with the Meeting. Based on the Board's interaction with the
Adviser's staff, the Board concluded that senior management is knowledgeable
about and experienced in the investment advisory industry. The Trustees
determined that the quality of the administrative and other services performed
by the Adviser, including the Adviser's role in coordinating the activities of
the Trust's other service providers, is adequate to ensure compliance with
securities laws and regulations and satisfactory operations of the Trust.
OTHER BENEFITS TO THE ADVISER. The Board considered the Adviser's profits
(before allocation of any fixed costs) with respect to the management and
operation of the Trust and concluded that any profits are minimal. They also
considered that the Adviser and other businesses in the Dean organization,
including the Trust's principal underwriter, realized little if any benefit from
non-fund businesses that could benefit from or were related to the Trust's
business since such benefits were limited to minimal net underwriting and
distribution fees paid to the Underwriter and some additional but indeterminable
level of name recognition for the Dean organization. The Board also recognized
that the Adviser received minimal benefit from the limited soft-dollar
arrangements of the Trust.
70
DEAN FAMILY OF FUNDS
OTHER INFORMATION (CONTINUED)
MARCH 31, 2005
- --------------------------------------------------------------------------------
FUND EXPENSES AND ECONOMIES OF SCALE. The Board considered the expense ratios of
the Funds in comparison to other funds categorized similarly by Morningstar.
They reviewed the median, mean, and range of expense ratios of such other funds
at comparable asset levels and concluded that, although the expense ratios for
each of the Funds is above the mean and median of similar funds with assets
below $25 million, the expense ratios for each of the Funds is in the middle of
the range for the same population. The Board therefore concluded that the
expense ratios, as capped in the expense limitation agreement with the Adviser,
are satisfactory. The Board concluded that there have not been, and there is
little potential for the realization of, economies of scale with respect to the
management of any Fund due to the current level of net assets in each of the
Funds. Because none of the Funds has achieved economies of scale, the Trustees
did not consider whether fee levels reflect economies of scale.
OTHER MATTERS RELATED TO THE ADVISORY AGREEMENTS. The Board took into account
the time and attention devoted by senior management to the Trust and portfolio
management issues and other accounts managed by the Adviser and found the
allocation to be appropriate. The Board also considered the services rendered to
the Adviser's separately managed account clients in comparison to the services
rendered to the Trust and determined that the allocation of services was also
appropriate. The Board recognized that, although fees charged by the Adviser to
its other institutional clients may be lower than the fees charged to the Funds,
the fees charged by the Adviser to other institutional clients are comparable to
the fees charged to each Fund when evaluated net of expense waiver and
reimbursement. In addition, the Board concluded that the management fee charged
to each Fund was reasonable in comparison to that charged to the Adviser's other
institutional accounts because (1) the Adviser provides administrative services
to the Trust that it does not provide to its other institutional clients and (2)
the Adviser incurs additional costs and risks in connection with acting as the
investment adviser to the Funds due to the regulated nature of the mutual fund
industry.
OTHER MATTERS RELATED TO THE SUB-ADVISORY AGREEMENT. The Trustees recognized
that the Adviser, not the International Fund, pays the fees under the
sub-advisory agreement and that the sub-advisory fees were determined through
arms-length negotiation. The Board also considered the possible benefits to
Newton Capital from non-fund businesses that may benefit from or be related to
the International Fund's business and concluded that they were most likely
insignificant. The Board considered the potential conflicts of interest that may
arise in the use of the following affiliates of Newton Capital (Newton
Affiliates) as service providers and investment vehicles for the International
Fund: Boston Safe and Trust as the International Fund's sub-custodian; Mellon
Bank as a broker/dealer for the International Fund's foreign currency
transactions; and Dreyfus money market funds as cash management vehicles. The
scope of these relationships was considered by the Board and the Board deemed
the benefits of these relationships to be insignificant to Newton Capital and
each of the Newton Affiliates due to the relatively small size of the
International Fund and the corresponding limited nature of the International
Fund's transactions with each of the Newton Affiliates in relation to its
overall business
71
DEAN FAMILY OF FUNDS DEAN INVESTMENT ASSOCIATES
2480 Kettering Tower --------------------------------
Dayton, Ohio 45423 DEAN FAMILY OF FUNDS
BOARD OF TRUSTEES
Dr. Sam B. Gould LARGE CAP VALUE FUND
Frank J. Perez
Dr. David H. Ponitz SMALL CAP VALUE FUND
Gilbert P. Williamson
BALANCED FUND
INVESTMENT ADVISOR
DEAN INVESTMENT ASSOCIATES LLC INTERNATIONAL FUND
2480 Kettering Tower
Dayton, Ohio 45423
UNDERWRITER
2480 SECURITIES LLC
2480 Kettering Tower
Dayton, Ohio 45423
TRANSFER AGENT
UNIFIED FUND SERVICES, INC.
P.O. Box 6110
Indianapolis, Indiana 46206-6110
SHAREHOLDER SERVICE
Nationwide: (Toll-Free) 888-899-8343
TABLE OF CONTENTS
- ------------------------------------
Portfolios of Investments:
Large Cap Value Fund.......2
Small Cap Value Fund.......4
Balanced Fund..............6
International Fund.........8 ANNUAL REPORT
Financial Statements..............19
Notes to Financial Statements.....53
Other Information.................65 MARCH 31, 2005
- ------------------------------------
This report is not authorized for
distribution to prospective
shareholders of The Dean Family
of Funds unless preceded or
accompanied by an effective
prospectus.
Item 2. Code of Ethics.
(a) As of the end of the period covered by this report, the registrant has
adopted a code of ethics that applies to the registrant's principal executive
officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions, regardless of whether these
individuals are employed by the registrant or a third party.
(b) For purposes of this item, "code of ethics" means written standards
that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between
personal and professional relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in reports and documents that a registrant files with,
or submits to, the Commission and in other public communications made by the registrant;
(3) Compliance with applicable governmental laws, rules, and regulations;
(4) The prompt internal reporting of violations of the code to an appropriate person or persons identified in the
code; and
(5) Accountability for adherence to the code.
(c) Amendments:
During the period covered by the report, there have not been any
amendments to the provisions of the code of ethics.
(d) Waivers:
During the period covered by the report, the registrant has not granted any
express or implicit waivers from the provisions of the code of ethics.
(e) Not Applicable
(f) The Dean Family of Funds Code of Ethics for Principal Executive and
Financial Officers was filed as an exhibit to registrant's Form N-CSR for the
reporting period ended March 31, 2004, and is hereby incorporated by reference.
Item 3. Audit Committee Financial Expert.
(a) The Audit Committee (the "Audit Committee") of registrant's Board of
Trustees (the "Board") does not have a financial expert, as such term is defined
in Item 3(b) of Form N-CSR. The Board determined at the March 31, 2004 Board
meeting that, although as a group the members of the Audit Committee possess the
attributes that an audit committee financial expert must possess pursuant to the
such definition, no one Audit Committee member has the requisite experience. The
Board also determined that, as a group, the members of the Audit Committee are
able to perform the tasks assigned to the Audit Committee and that the Board
would consider adding an audit committee financial expert to the Audit Committee
if future developments warrant such action.
Item 4. Principal Accountant Fees and Services.
(a) Audit Fees
FY 2005 $ 48,000
FY 2004 $ 45,000
(b) Audit-Related Fees
Registrant Adviser
FY 2005 $ 0 $ 0
FY 2004 $ 0 $ 0
(c) Tax Fees
Registrant Adviser
FY 2005 $ 12,910 $ 0
FY 2004 $ 0 $ 0
Nature of the fees: Review of excise tax distributions and returns
(d) All Other Fees
Registrant Adviser
FY 2005 $ 0 $ 0
FY 2004 $ 0 $ 0
(e) (1) Audit Committee's Pre-Approval Policies
Before an accountant is engaged by the registrant to render audit or
non-audit services, the engagement is approved by the Audit Committee. In
addition, the Audit Committee has recognized that, after the Board selects an
accountant to serve as the registrant's independent public accountant under
Section 32 of the Investment Company Act of 1940 and the rules promulgated
thereunder, situations might arise during the year that could require the
accountant to provide accounting or tax consultation on short notice and that,
despite management's best efforts to obtain prior approval of the engagement
of the accountant to provide such services, it might not be possible for
the Audit Committee to meet in a timely fashion to approve the engagement.
Accordingly, the Audit Committee pre-approved the engagement of the accountant
previously selected by the Board as the registrant's independent public
accountant to provide such additional services to the registrant if management
determines that it is appropriate for the accountant to provide such additional
services, the fees for such services do not exceed $10,000, and information
about the additional services and related fees is provided to the Audit
Committee at its next regularly scheduled meeting.
(2) Percentages of Services Approved by the Audit Committee
The following table sets forth the percentage of services described in each
of paragraphs (b) through (d) of this Item that were approved by the Audit
Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-10 of Regulation S-X
pursuant to which the pre-approval requirement is waived if certain conditions
are met including approval prior to the completion of the audit.
Registrant Adviser
Audit-Related Fees: 0 % 0 %
Tax Fees: 0 % 0 %
All Other Fees: 0 % 0 %
(f) During audit of registrant's financial statements for the most recent
fiscal year, less than 50% of the hours expended on the principal accountant's
engagement were attributed to work performed by persons other than the principal
accountant's full-time, permanent employees.
(g) The aggregate non-audit fees billed by the registrant's accountant for
services rendered to the registrant, and rendered to the registrant's investment
adviser (not including any sub-adviser whose role is primarily portfolio
management and is subcontracted with or overseen by another investment adviser),
and any entity controlling, controlled by, or under common control with the
adviser that provides ongoing services to the registrant:
Registrant Adviser Other Aggregate Fees
FY 2005 $ 12,910(1) $20,700 (2) $ 7,050(3) $ 40,660
FY 2004 $ 0 $24,700 (2) $ 0 $ 24,700
Nature of the fees: (1) Review of excise tax distributions and returns; (2) AIMR
verification; and (3) tax compliance work for 2480 Securities LLC.
(h) The Audit Committee has considered whether the provision of non-audit
services to the registrant's investment adviser (not including any sub-adviser
whose role is primarily portfolio management and is subcontracted with or
overseen by another investment adviser), and any entity controlling, controlled
by, or under common control with the investment adviser that provides ongoing
services to the registrant, that were not pre-approved pursuant to paragraph
(c)(7)(ii) of Rule 2-01 of Regulation S-X, is compatible with maintaining the
principal accountant's independence.
Item 5. Audit Committee of Listed Companies.
Not Applicable
Item 6. Schedule of Investments.
Schedule of investments is included as part of the report to
shareholders filed under Item 1 of this Form.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End
Management Investment Companies.
Not Applicable
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not Applicable
Item 9. Purchases of Equity Securities by Closed-End Management Investment
Company and Affiliated Purchasers.
Not Applicable
Item 10. Submission of Matters to a Vote of Security Holders.
During the period covered by this report, there have been no material
changes to the procedures by which shareholders may recommend nominees to the
Board, where those changes were implemented after the registrant last provided
disclosure in response to the requirements of Item 7(d)(2)(ii)(G) of Schedule
14A or this Item.
Item 11. Controls and Procedures.
(a) Based on an evaluation of the registrant's disclosure controls and
procedures (as defined in Rule 30a-3(c) under the Act) as of a date within 90
days of the filing date of this Form N-CSR, the registrant's principal executive
officer or officers and principal financial officer or officers, or persons
performing similar functions, have concluded that registrant's 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 was no change in the registrant's internal control over financial
reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the
registrant's second fiscal quarter of the period covered by this report that has
materially affected, or is reasonably likely to materially affect, the
registrant's internal control over financial reporting.
Item 12. Exhibits.
(a)(1) The Dean Family of Funds Code of Ethics for Principal Executive and
Financial Officers was filed as an exhibit to registrant's Form N-CSR for the
reporting period ended March 31, 2004, and is hereby incorporated by reference.
(a)(2) A separate certification for each principal executive officer and
principal financial officer of the registrant as required by Rule 30a-2(a) under
the Act are filed herewith.
(a)(3) Not Applicable
(b) Certification required by Rule 30a-2(b) under the Act and Section 1350 of
Chapter 63 of Title 18 of the United States Code is filed herewith.
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) Dean Family of Funds
By /s/ Stephen M. Miller
Stephen M. Miller, President
Date June 6, 2005
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/ Stephen M. Miller
Stephen M. Miller, President and Principal Executive Officer
Date June 6, 2005
By /s/ Debra E. Rindler
Debra E. Rindler, Secretary, Treasurer, Chief Compliance Officer and
Principal Financial Officer
Date June 6, 2005