<Page> UNITED STATES SECURITIES AND EXCHANGE COMMISSSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANGEMENT INVESTMENT COMPANIES Investment Company Act file number: 811-8194 FINANCIAL INVESTORS TRUST ------------------------- (Exact name of registrant as specified in charter) 1625 Broadway, Suite 2200, Denver, Colorado 80202 ------------------------------------------------- (Address of principal executive offices) (Zip code) Erin E. Douglas, Secretary Financial Investors Trust 1625 Broadway, Suite 2200 Denver, CO 80202 ---------------- (Name and address of agent for service) Registrant's Telephone Number, including Area Code: (303) 623-2577 -------------- Date of fiscal year end: April 30 -------- Date of reporting period: October 31, 2003 - April 30, 2004 --------------------------------- <Page> Item 1. Reports to Stockholders INVESTMENT ADVISER SSgA FUNDS MANAGEMENT, INC. 1 INTERNATIONAL PLACE, 25TH FLOOR BOSTON, MASSACHUSETTS 02110 ADMINISTRATOR, TRANSFER AGENT & FUND ACCOUNTANT ALPS MUTUAL FUNDS SERVICES, INC. 1625 BROADWAY SUITE 2200 DENVER, COLORADO 80202 DISTRIBUTOR ALPS DISTRIBUTORS, INC. 1625 BROADWAY SUITE 2200 DENVER, COLORADO 80202 LEGAL COUNSEL DAVIS GRAHAM & STUBBS LLP 1550 SEVENTEENTH STREET SUITE 500 DENVER, COLORADO 80202 INDEPENDENT AUDITORS DELOITTE & TOUCHE LLP 555 SEVENTEENTH STREET SUITE 3600 DENVER, COLORADO 80202 CUSTODIAN STATE STREET BANK & TRUST COMPANY OF CONNECTICUT N.A. 750 MAIN STREET SUITE 1114 HARTFORD, CONNECTICUT 06103 SUB-CUSTODIAN STATE STREET BANK & TRUST COMPANY 1776 HERITAGE DRIVE NORTH QUINCY, MASSACHUSETTS 02171 MUST BE ACCOMPANIED OR PRECEDED BY A CURRENT PROSPECTUS. FOR MORE INFORMATION, PLEASE CALL 800.298.3442 OR VISIT www.fitfunds.com AN INVESTMENT IN THE FUND IS NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY. ALTHOUGH THE FUND SEEKS TO PRESERVE THE VALUE OF YOUR INVESTMENT AT $1.00 PER SHARE, IT IS POSSIBLE TO LOSE MONEY BY INVESTING IN THE FUND. ANNUAL REPORT [FINANCIAL INVESTORS TRUST LOGO] APRIL 30, 2004 <Page> REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM TO THE BOARD OF TRUSTEES AND SHAREHOLDERS OF FINANCIAL INVESTORS TRUST WE HAVE AUDITED THE ACCOMPANYING STATEMENTS OF ASSETS AND LIABILITIES, INCLUDING THE STATEMENTS OF INVESTMENTS, OF THE U.S. TREASURY MONEY MARKET FUND, U.S. GOVERNMENT MONEY MARKET FUND AND PRIME MONEY MARKET FUND OF THE FINANCIAL INVESTORS TRUST (THE "TRUST"), AS OF APRIL 30, 2004, 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 THE FINANCIAL HIGHLIGHTS FOR EACH OF THE PERIODS INDICATED. THESE FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS ARE THE RESPONSIBILITY OF THE TRUST'S 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 STANDARDS OF THE PUBLIC COMPANY ACCOUNTING OVERSIGHT BOARD. THOSE STANDARDS REQUIRE THAT WE PLAN AND PERFORM THE AUDIT TO OBTAIN REASONABLE ASSURANCE ABOUT WHETHER THE FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS ARE FREE OF MATERIAL MISSTATEMENT. AN AUDIT INCLUDES EXAMINING, ON A TEST BASIS, EVIDENCE SUPPORTING THE AMOUNTS AND DISCLOSURES IN THE FINANCIAL STATEMENTS. OUR PROCEDURES INCLUDED CONFIRMATION OF SECURITIES OWNED AS OF APRIL 30, 2004, BY CORRESPONDENCE WITH THE CUSTODIAN. AN AUDIT ALSO INCLUDES ASSESSING THE ACCOUNTING PRINCIPLES USED AND SIGNIFICANT ESTIMATES MADE BY MANAGEMENT, AS WELL AS EVALUATING THE OVERALL FINANCIAL STATEMENT PRESENTATION. WE BELIEVE THAT OUR 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 U.S. TREASURY MONEY MARKET FUND, U.S. GOVERNMENT MONEY MARKET FUND AND PRIME MONEY MARKET FUND OF FINANCIAL INVESTORS TRUST AS OF APRIL 30, 2004, 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 THE FINANCIAL HIGHLIGHTS FOR EACH OF THE PERIODS INDICATED, IN CONFORMITY WITH ACCOUNTING PRINCIPLES GENERALLY ACCEPTED IN THE UNITED STATES OF AMERICA. DELOITTE & TOUCHE LLP DENVER, COLORADO JUNE 15, 2004 1 <Page> STATEMENT OF INVESTMENTS U.S. TREASURY MONEY MARKET FUND APRIL 30, 2004 <Table> <Caption> FACE VALUE VALUE* - -------------- -------------- U.S. TREASURY OBLIGATIONS 41.43% U.S. Treasury Bills: $ 2,000,000 0.97%, 7/8/04 $ 1,996,461 11,000,000 0.99%, 9/9/04 10,961,307 2,000,000 0.99%, 9/30/04 1,991,724 U.S. Treasury Notes: 3,000,000 2.88%, 6/30/04 3,008,750 1,000,000 2.25%, 7/31/04 1,002,852 -------------- TOTAL U.S. TREASURY OBLIGATIONS 18,961,094 (Cost $18,961,094) -------------- <Caption> REPURCHASE AGREEMENTS COLLATERALIZED BY U.S. GOVERNMENT OBLIGATIONS 58.57% COLLATERAL VALUE - ----------------------------------------------------------------------------------------------------------------- Agreement with ABN AMRO Bank and Bank of New York (Tri-party), 0.93%, dated 4/30/04 and maturing 5/3/04, collateralized by Government National Mortgage Association Pass-Through Certificate, Pool #G22701, 6.50% due 1/20/29, and U.S. Treasury Notes, 3.00-8.13% due 11/15/07-8/15/27 with a repurchase amount of $1,500,039 1,500,000 $ 1,530,172 Agreement with Bank of America and Bank of New York (Tri-party), 1.00%, dated 4/30/04 and maturing 5/3/04, collateralized by U.S. Treasury Note, 4.25% due 8/15/13 with a repurchase amount of $1,500,042 1,500,000 1,530,086 Agreement with Credit Suisse First Boston and J.P. Morgan Chase & Co. (Tri-party), 0.93%, dated 4/30/04 and maturing 5/3/04, collateralized by U.S. Treasury Note, 2.25% due 4/30/06 with a repurchase amount of $9,000,233 9,000,000 9,182,796 Agreement with Deutsche Bank and Bank of New York (Tri-party), 0.93%, dated 4/30/04 and maturing 5/3/04, collateralized by U.S. Treasury Note, 1.63% due 2/28/06 with a repurchase amount of $9,000,233 9,000,000 9,180,357 Agreement with Goldman Sachs & Co. and Bank of New York (Tri-party), 0.90%, dated 4/30/04 and maturing 5/3/04, collateralized by U.S. Treasury Note, 1.63% due 2/28/06 with a repurchase amount of $1,500,038 1,500,000 1,530,721 </Table> 2 <Page> <Table> <Caption> VALUE* COLLATERAL VALUE -------------- ---------------- REPURCHASE AGREEMENTS COLLATERALIZED BY U.S. GOVERNMENT OBLIGATIONS (CONTINUED) Agreement with Lehman Brothers, Inc. and J.P. Morgan Chase & Co. (Tri-party), 1.00%, dated 4/30/04 and maturing 5/3/04, collateralized by U.S. Treasury Notes, 7.63-9.13% due 5/15/18-2/15/25 with a repurchase amount of $1,301,036 $ 1,301,000 $ 1,330,749 Agreement with Morgan Stanley & Co., Inc. and Bank of New York (Tri-party), 0.93%, dated 4/30/04 and maturing 5/3/04, collateralized by U.S. Treasury Note, 8.88% due 2/15/19 with a repurchase amount of $1,500,039 1,500,000 1,530,807 Agreement with UBS Warburg, LLC and J.P. Morgan Chase & Co. (Tri-party), 0.93%, dated 4/30/04 and maturing 5/3/04, collateralized by U.S. Treasury Note, 2.88% due 6/30/04 with a repurchase amount of $1,500,039 1,500,000 1,534,221 --------------------------------- TOTAL REPURCHASE AGREEMENTS 26,801,000 27,349,909 (Cost $26,801,000) --------------------------------- TOTAL INVESTMENTS 100.00% $ 45,762,094 (Cost $47,762,094) Liabilities in Excess of Other Assets 0.00% (187) ---------------------------- NET ASSETS 100.00% $ 45,761,907 ============================ </Table> * See Note 1 to financial statements. Income Tax Information: Total cost for federal income tax purposes: $45,762,094 3 <Page> STATEMENT OF INVESTMENTS U.S. GOVERNMENT MONEY MARKET FUND APRIL 30, 2004 <Table> <Caption> FACE VALUE VALUE* - -------------- -------------- U.S. GOVERNMENT AGENCY & OBLIGATIONS 61.01% U.S. Treasury Note $ 5,000,000 2.25%, 7/31/04 $ 5,014,258 Federal Home Loan Bank 10,000,000 1.05%, 7/21/04 DN 9,976,889 10,000,000 1.05%, 8/6/04 DN 9,972,227 10,002,000 1.05%, 8/13/04 DN 9,972,179 Federal Home Loan Mortgage Corp. 15,000,000 1.01%, 5/10/04** 14,997,708 6,619,000 1.02%, 6/7/04 DN 6,612,417 8,393,000 1.02%, 6/16/04 DN 8,382,506 7,000,000 1.09%, 8/10/04 DN 6,978,965 5,000,000 1.16%, 10/12/04 DN 4,973,886 Federal National Mortgage Association 25,000,000 1.05%, 6/10/04** 25,000,000 7,102,000 1.03%, 5/26/04 DN 7,097,315 10,000,000 1.02%, 6/11/04** 9,998,457 5,000,000 1.05%, 7/21/04 DN 4,988,475 7,000,000 1.09%, 9/29/04 DN 6,968,545 20,000,000 1.06%, 11/18/04 DN 19,882,770 -------------- TOTAL U.S. GOVERNMENT & AGENCY OBLIGATIONS 150,816,597 (Cost $150,816,597) -------------- </Table> 4 <Page> <Table> <Caption> VALUE* COLLATERAL VALUE -------------- ---------------- REPURCHASE AGREEMENTS COLLATERALIZED BY U.S. GOVERNMENT OBLIGATIONS 39.04% Agreement with ABN AMRO Bank and Bank of New York (Tri-party), 1.04%, dated 4/30/04 and maturing 5/3/04, collateralized by Federal Home Loan Mortgage Corp. Participation Certificates, Pools #B90296, B90397, B90446, B90460, B90471, G11202, G20010, 6.00-10.00% due 11/1/16-10/1/31, and Federal National Mortgage Association Pass-Through Certificate, Pool #254689, 6.00% due 3/1/23 with a repurchase amount of $50,001,444 $ 50,000,000 $ 51,000,000 Agreement with Lehman Brothers, Inc. and J.P. Morgan Chase & Co. (Tri-party), 1.04%, dated 4/30/04 and maturing 5/3/04, collateralized by Federal Home Loan Bank Bond, 3.63% due 11/14/08 with a repurchase amount of $6,514,188 6,514,000 6,647,620 Agreement with UBS Warburg, LLC and J.P. Morgan Chase & Co. (Tri-party), 1.04%, dated 4/30/04 and maturing 5/3/04, collateralized by Federal Home Loan Bank Bonds, 3.88-4.88% due 12/15/04-11/15/06 with a repurchase amount of $40,001,156 40,000,000 40,804,888 --------------------------------- TOTAL REPURCHASE AGREEMENTS 96,514,000 98,452,508 (Cost $96,514,000) --------------------------------- TOTAL INVESTMENTS 100.05% $ 247,330,597 (Cost $247,330,597) Liabilities in Excess of Other Assets -0.05% (112,649) ---------------------------- NET ASSETS 100.00% $ 247,217,948 ============================ </Table> * See Note 1 to financial statements. ** Floating rate security - rate disclosed as of April 30, 2004. Maturity date represents the next interest rate reset date. DN - Discount Note Income Tax Information: Total cost for federal income tax purposes: $247,330,597 As of April 30, 2004, the U.S. Government Money Market Fund had capital loss carryovers of $2,673 and $1,193 available to offset capital gains to the extent provided in regulations, which will expire on April 30, 2006 and 2008, respectively. 5 <Page> STATEMENT OF INVESTMENTS PRIME MONEY MARKET FUND APRIL 30, 2004 <Table> <Caption> FACE VALUE VALUE* - -------------- -------------- U.S. GOVERNMENT AGENCY &OBLIGATIONS 10.44% Federal Home Loan Mortgage Corp. $ 5,000,000 1.01%, 5/10/04** $ 4,999,236 3,000,000 5.00%, 5/15/04 3,003,683 Federal National Mortgage Association 2,000,000 1.08%, 5/28/04 DN 1,998,489 3,000,000 1.10%, 6/25/04 DN 2,995,111 4,000,000 1.06%, 9/15/04 DN 3,984,084 -------------- TOTAL U.S. GOVERNMENT & AGENCY OBLIGATIONS 16,980,603 (Cost $16,980,603) -------------- </Table> <Table> <Caption> DUE DATE DISCOUNT RATE OR COUPON RATE PRINCIPAL AMOUNT - -------- ---------------------------- ---------------- BANKNOTES 6.15% Bank One 5/13/04 1.02%** $ 5,000,000 4,999,083 Wells Fargo Bank 5/14/04 1.04%** 5,000,000 5,000,000 -------------- TOTAL BANK NOTES 9,999,083 (Cost $9,999,083) -------------- CERTIFICATES OF DEPOSIT 32.58% ABN AMRO Bank 9/7/04 1.09% 3,000,000 2,999,977 Banco Bilbao Vizcaya Argentaria 9/20/04 1.08% 5,000,000 5,000,000 Bank of New York 5/17/04 1.03%** 3,000,000 2,999,871 Barclays Bank, PLC 10/6/04 1.10% 3,000,000 2,999,340 BNP Paribas 5/17/04 1.02%** 5,000,000 4,998,309 Den Danske Corp. 9/7/04 1.40% 5,000,000 4,999,592 Fortis Bank 5/21/04 1.03%** 5,000,000 4,999,025 </Table> 6 <Page> <Table> <Caption> DUE DATE DISCOUNT RATE OR COUPON RATE PRINCIPAL AMOUNT VALUE* - -------- ---------------------------- ---------------- ------ CERTIFICATES OF DEPOSIT (CONTINUED) HBOS Treasury Services, PLC 5/27/04 1.06% $ 5,000,000 $ 5,000,000 Lloyds Bank Tsb Bank, PLC 6/7/04 1.18% 4,000,000 4,000,000 Marshall & Ilsley Bank 6/21/04 1.14%** 5,000,000 5,002,526 Royal Bank of Scotland Group, PLC 5/20/04 1.03%** 5,000,000 4,999,028 Svenska Handelsbanken 5/13/04 1.02%** 5,000,000 4,999,352 (Cost $9,999,083) -------------- TOTAL CERTIFICATES OF DEPOSIT 52,997,020 (Cost $52,997,020) -------------- COMMERCIAL PAPER 30.80% Bills Securitization, Ltd. 8/6/04 1.12% 4,000,000 3,988,147 Charta, LLC 6/4/04 1.04% 5,000,000 4,995,372 Edison Asset Securitization, LLC 9/2/04 1.11% 5,000,000 4,981,179 Galaxy Funding Corp. 5/25/04 1.05% 5,000,000 4,996,785 General Electric Capital Co. 9/8/04 1.11% 5,000,000 4,980,254 Giro Balanced Funding Corp. 5/12/04 1.05% 3,543,000 3,542,068 GOVCO, Inc. 7/12/04 1.06% 4,000,000 3,991,751 Grampian Funding, Ltd., LLC 6/23/04 1.10% 5,000,000 4,992,186 Lake Constance Funding, LLC 6/25/04 1.05% 4,650,000 4,642,804 </Table> 7 <Page> <Table> <Caption> DUE DATE DISCOUNT RATE OR COUPON RATE PRINCIPAL AMOUNT VALUE* - -------- ---------------------------- ---------------- ------ COMMERCIAL PAPER (CONTINUED) Nordea North America, Inc. 7/19/04 1.07% $ 5,000,000 $ 4,988,552 Surrey Funding Corp. 7/12/04 1.06% 4,000,000 3,991,751 -------------- TOTAL COMMERCIAL PAPER 50,090,849 (Cost $50,090,849) -------------- TIME DEPOSITS 1.23% Rabobank 11/8/04 1.40% 2,000,000 1,999,742 -------------- TOTAL TIME DEPOSITS 1,999,742 (Cost $1,999,742) -------------- <Caption> REPURCHASE AGREEMENTS COLLATERALIZED BY U.S. GOVERNMENT OBLIGATIONS 18.77% COLLATERAL VALUE - ----------------------------------------------------------------------------------------------------------------- Agreement with ABN AMRO Bank and Bank of New York (Tri-party), 1.04%, dated 4/30/04 and maturing 5/3/04, collateralized by Federal Home Loan Bank Bond, 3.50% due 2/13/09, and Federal Home Loan Mortgage Corp. Participation Certificates, Pools #B90296, B90445, 9.00-10.00% due 9/1/21- 11/1/30 with a repurchase amount of $12,000,347 12,000,000 $ 12,240,001 Agreement with Lehman Brothers, Inc. and J.P. Morgan Chase & Co. (Tri-party), 1.04%, dated 4/30/04 and maturing 5/3/04, collateralized by Federal Home Loan Bank Bond, 3.63% due 11/14/08, and Federal National Mortgage Association Note, 3.75% due 9/15/08 with a repurchase amount of $6,533,189 6,533,000 6,667,332 Agreement with UBS Warburg, LLC and J.P. Morgan Chase & Co. (Tri-party), 1.04%, dated 4/30/04 and maturing 5/3/04, collateralized by Federal Home Loan Bank Bond, 3.88% due 12/15/04 with a repurchase amount of $12,000,347 12,000,000 12,241,999 --------------------------------- TOTAL REPURCHASE AGREEMENTS 30,533,000 31,149,332 (Cost $30,533,000) --------------------------------- </Table> 8 <Page> <Table> <Caption> VALUE* ------ TOTAL INVESTMENTS 99.97% $ 162,600,297 (Cost $162,600,297) Other Assets in Excess of Liabilities 0.03% 54,909 ---------------------------- NET ASSETS 100.00% $ 162,655,206 ============================ </Table> * See note 1 to financial statements. ** Floating rate security - rate disclosed as of April 30, 2004. Maturity date represents the next interest rate reset date. DN - Discount Note Income Tax Information: Total cost for federal income tax purposes: $162,600,297 9 <Page> STATEMENTS OF ASSETS AND LIABILITIES APRIL 30, 2004 <Table> <Caption> U.S. TREASURY U.S. GOVERNMENT PRIME MONEY MARKET MONEY MARKET MONEY MARKET FUND FUND FUND ------------------------------------------------------------ ASSETS Investments, at amortized cost (which approximates market value) (1) - see accompanying statement of investments $ 45,762,094 $ 247,330,597 $ 162,600,297 Interest receivable 37,220 101,179 203,953 Prepaid and other assets 3,952 18,739 7,985 ------------------------------------------------------------ Total Assets 45,803,266 247,450,515 162,812,235 ------------------------------------------------------------ LIABILITIES Dividends payable 25,206 185,448 112,205 Accrued investment advisory fee 2,673 15,837 10,060 Accrued administration fee 9,963 24,502 15,789 Accrued board of trustees fee 498 1,446 1,040 Accrued SEC registration fee - 1,954 - Accrued distribution fee - 463 15,672 Other payables 3,019 2,917 2,367 ------------------------------------------------------------ Total Liabilities 41,359 232,567 157,133 ------------------------------------------------------------ NET ASSETS $ 45,761,907 $ 247,217,948 $ 162,655,102 ============================================================ COMPOSITION OF NET ASSETS Paid-in capital $ 45,742,434 $ 247,220,324 $ 162,642,066 Undistributed net investment income 19,384 1,490 - Accumulated net realized gain/(loss) 89 (3,866) 13,036 ------------------------------------------------------------ NET ASSETS $ 45,761,907 $ 247,217,948(2) $ 162,655,102(2) ============================================================ Shares of beneficial interest outstanding (no par value, unlimited shares authorized) 45,776,865 247,072,547(2) 162,642,066(2) ------------------------------------------------------------ Net asset value and redemption value per share $ 1.00 $ 1.00 $ 1.00 ------------------------------------------------------------ </Table> (1) Including repurchase agreements for the U.S. Treasury Money Market, U.S. Government Money Market, and Prime Money Market Funds in the amounts of $26,801,000, $96,514,000, and $30,533,000, respectively. <Table> <Caption> (2) U.S. GOVERNMENT MONEY MARKET FUND NET ASSETS SHARES OUTSTANDING ----------------- ------------------ Class I $ 245,482,193 245,337,262 Class II $ 1,735,755 1,735,285 <Caption> PRIME MONEY MARKET FUND NET ASSETS SHARES OUTSTANDING ----------------- -------------------- Class I $ 117,878,648 117,864,458 Class II $ 44,776,454 44,777,608 </Table> See notes to financial statements. 10 <Page> STATEMENTS OF OPERATIONS FOR THE YEAR ENDED APRIL 30, 2004 <Table> <Caption> U.S. TREASURY U.S. GOVERNMENT PRIME MONEY MARKET MONEY MARKET MONEY MARKET FUND FUND FUND ------------------------------------------------------------ INVESTMENT INCOME $ 638,112 $ 4,248,728 $ 1,800,602 ------------------------------------------------------------ EXPENSES Investment advisory fee (Note 2) 56,004 362,099 154,904 Administration services (Note 2) 604,933 599,406 361,968 Legal 1,325 12,641 7,600 Reports to Shareholders 3,290 9,124 4,678 Insurance 4,017 22,819 8,765 State Registration 5,019 - - Class I - 5,310 1,678 Class II - 28 777 Distribution - Class II (Note 2) - 4,710 202,015 Board of Trustees 3,913 24,495 10,076 Miscellaneous 170 7,273 2,944 ------------------------------------------------------------ Total Expenses before fee waiver 678,671 1,047,905 755,405 Expenses waived by administrator (470,563) (177,393) (188,885) Expenses waived by investment advisor (17,261) (114,047) (49,408) ------------------------------------------------------------ Net Expenses 190,847 756,465 517,112 ------------------------------------------------------------ NET INVESTMENT INCOME 447,265 3,492,263 1,283,490 ------------------------------------------------------------ Net realized gain on investments 11,941 86,553 14,656 ------------------------------------------------------------ NET INCREASE IN NET ASSETS FROM OPERATIONS $ 459,206 $ 3,578,816 $ 1,298,146 ============================================================ </Table> See notes to financial statements. 11 <Page> STATEMENT OF CHANGES IN NET ASSETS <Table> <Caption> U.S. TREASURY MONEY MARKET FUND ------------------------------------- FOR THE FOR THE YEAR ENDED YEAR ENDED APRIL 30, 2004 APRIL 30, 2003 ------------------------------------- OPERATIONS Net investment income $ 447,265 $ 1,075,616 Net realized gain on investments 11,941 - ------------------------------------- Net increase in net assets resulting from operations 459,206 1,075,616 ------------------------------------- DISTRIBUTIONS Dividends to shareholders from net investment income (447,265) (1,075,616) ------------------------------------- BENEFICIAL INTEREST TRANSACTIONS (1) Shares sold 116,973,962 311,027,805 Dividends reinvested 461,228 1,072,820 Shares redeemed (152,620,186) (319,560,904) ------------------------------------- Net decrease in net assets from beneficial interest transactions (35,184,996) (7,460,279) ------------------------------------- Net decrease in net assets (35,173,055) (7,460,279) NET ASSETS: Beginning of period 80,934,962 88,395,241 ------------------------------------- End of period* $ 45,761,907 $ 80,934,962 ===================================== * Includes (over)/undistributed net investment income of: $ 19,384 $ (9,178) </Table> (1) At net asset value of $1.00 per share. See notes to financial statements. 12 <Page> STATEMENTS OF CHANGES IN NET ASSETS <Table> <Caption> U.S. GOVERNMENT PRIME MONEY MARKET MONEY MARKET FUND FUND ---------------------------------------------------------------------------- FOR THE FOR THE FOR THE FOR THE YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED APRIL 30, 2004 APRIL 30, 2003 APRIL 30, 2004 APRIL 30, 2003 ---------------------------------------------------------------------------- OPERATIONS Net investment income $ 3,492,263 $ 6,157,694 $ 1,283,490 $ 2,408,163 Net realized gain on investments 86,553 - 14,656 39,921 ---------------------------------------------------------------------------- Net increase in net assets resulting from operations 3,578,816 6,157,694 1,298,146 2,448,084 ---------------------------------------------------------------------------- DISTRIBUTIONS Dividends to shareholders from net investment income Class I (3,479,530) (6,153,506) (1,009,315) (1,979,015) Class II (12,733) (4,188) (274,252) (429,148) Dividends to shareholders from net realized gains Class I - - (36,572) - Class II - - (14,842) - ---------------------------------------------------------------------------- Net decrease in net assets from distributions (3,492,263) (6,157,694) (1,334,981) (2,408,163) ---------------------------------------------------------------------------- BENEFICIAL INTEREST TRANSACTIONS (1) Class I Shares sold 1,045,693,823 1,050,300,725 506,321,941 588,986,769 Dividends reinvested 3,438,053 5,892,046 467,012 928,401 Shares redeemed (1,210,882,693) (1,115,527,969) (486,962,494) (630,139,577) Class II Shares sold 1,914,017 3,241,911 110,896,619 114,464,985 Dividends reinvested 13,191 2,620 12,377 7,646 Shares redeemed (2,355,839) (1,080,615) (117,872,870) (65,321,686) ---------------------------------------------------------------------------- Net increase/(decrease) in net assets from beneficial interest transactions (162,179,448) (57,171,282) 12,862,585 8,926,538 ---------------------------------------------------------------------------- Net increase/(decrease) in net assets (162,092,895) (57,171,282) 12,825,750 8,966,459 NET ASSETS: Beginning of period 409,310,843 466,482,125 149,829,352 140,862,893 ---------------------------------------------------------------------------- End of period* $ 247,217,948 $ 409,310,843 $ 162,655,102 $ 149,829,352 ============================================================================ * Includes undistributed net investment income of: $ 1,490 $ 15 $ - $ - </Table> (1) At net asset value of $1.00 per share. See notes to financial statements. 13 <Page> FINANCIAL HIGHLIGHTS U.S. TREASURY MONEY MARKET FUND Selected data for a share of beneficial interest outstanding throughout the period indicated: <Table> <Caption> FOR THE YEAR ENDED APRIL 30, 2004 2003 2002 2001 2000 ---------------------------------------------------------------------- Net asset value, beginning of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ---------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS Net investment income 0.01 0.01 0.03 0.06 0.05 ---------------------------------------------------------------------- DISTRIBUTIONS From net investment income (0.01) (0.01) (0.03) (0.06) (0.05) ---------------------------------------------------------------------- Net asset value, end of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ====================================================================== TOTAL RETURN+ 0.76% 1.26% 2.53% 5.92% 5.01% RATIOS/SUPPLEMENTAL DATA Net assets, end of period (000) $ 45,762 $ 80,935 $ 88,395 $ 74,590 $ 78,943 Ratio of expenses to average net assets 0.33% 0.33% 0.33% 0.33% 0.33% Ratio of net investment income to average net assets 0.78% 1.25% 2.51% 5.82% 4.85% Ratio of expenses to average net assets without fee waivers 1.18% 0.76% 0.69% 0.80% 0.72% Ratio of net investment income to average net assets without fee waivers (0.07)% 0.81% 2.15% 5.34% 4.46% </Table> + Total return would have been lower had various fees not been waived during the period. See notes to financial statements. 14 <Page> U.S. GOVERNMENT MONEY MARKET FUND - CLASS I Selected data for a share of beneficial interest outstanding throughout the period indicated: <Table> <Caption> FOR THE YEAR ENDED APRIL 30, 2004 2003 2002 2001 2000 ---------------------------------------------------------------------- Net asset value, beginning of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ---------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS Net investment income 0.01 0.01 0.03 0.06 0.05 ---------------------------------------------------------------------- DISTRIBUTIONS From net investment income (0.01) (0.01) (0.03) (0.06) (0.05) ---------------------------------------------------------------------- Net asset value, end of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ====================================================================== TOTAL RETURN+ 0.93% 1.43% 2.87% 6.14% 5.27% RATIOS/SUPPLEMENTAL DATA Net assets, end of period (000) $ 245,482 $ 407,147 $ 466,482 $ 343,856 $ 223,152 Ratio of expenses to average net assets 0.20% 0.20% 0.20% 0.20% 0.20% Ratio of net investment income to average net assets 0.94% 1.42% 2.78% 5.96% 5.12% Ratio of expenses to average net assets without fee waivers 0.28% 0.21% 0.21% 0.21% 0.22% Ratio of net investment income to average net assets without fee waivers 0.86% 1.41% 2.77% 5.95% 5.10% </Table> + Total return would have been lower had various fees not been waived during the period. See notes to financial statements. 15 <Page> U.S. GOVERNMENT MONEY MARKET FUND - CLASS II Selected data for a share of beneficial interest outstanding throughout the period indicated: <Table> <Caption> FOR THE YEAR ENDED FOR THE PERIOD ENDED APRIL 30, 2004 APRIL 30, 2003(1) ---------------------------------------- Net asset value, beginning of period $ 1.00 $ 1.00 ---------------------------------------- INCOME FROM INVESTMENT OPERATIONS Net investment income 0.01 0.01 ---------------------------------------- DISTRIBUTIONS From net investment income (0.01) (0.01) ---------------------------------------- Net asset value, end of period $ 1.00 $ 1.00 ======================================== TOTAL RETURN+ 0.67% 1.03% RATIOS/SUPPLEMENTAL DATA Net assets, end of period (000) $ 1,736 $ 2,164 Ratio of expenses to average net assets 0.45% 0.45%* Ratio of net investment income to average net assets 0.68% 0.92%* Ratio of expenses to average net assets without fee waivers 0.53% 0.46%* Ratio of net investment income to average net assets without fee waivers 0.60% 0.91%* </Table> * Annualized + Total return would have been lower had various fees not been waived during the period. (1) Class II commenced operations on June 18, 2002. See notes to financial statements. 16 <Page> PRIME MONEY MARKET FUND - CLASS I Selected data for a share of beneficial interest outstanding throughout the period indicated: <Table> <Caption> FOR THE YEAR ENDED APRIL 30, 2004 2003 2002 2001 2000 ---------------------------------------------------------------------- Net asset value, beginning of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ---------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS Net investment income 0.01 0.01 0.03 0.06 0.05 Net realized gain 0.00* - - - - ---------------------------------------------------------------------- Total from investment operations 0.01 0.01 0.03 0.06 0.05 ---------------------------------------------------------------------- DISTRIBUTIONS From net investment income (0.01) (0.01) (0.03) (0.06) (0.05) From net realized gain 0.00* - - - - ---------------------------------------------------------------------- Total distributions (0.01) (0.01) (0.03) (0.06) (0.05) ---------------------------------------------------------------------- Net asset value, end of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ====================================================================== TOTAL RETURN+ 0.95% 1.42% 2.88% 6.23% 5.43% RATIOS/SUPPLEMENTAL DATA Net assets, end of period (000) $ 117,879 $ 98,079 $ 138,272 $ 120,383 $ 140,005 Ratio of expenses to average net assets 0.20% 0.20% 0.20% 0.20% 0.20% Ratio of net investment income to average net assets 0.95% 1.46% 2.74% 6.06% 5.37% Ratio of expenses to average net assets without fee waivers 0.35% 0.26% 0.28% 0.33% 0.28% Ratio of net investment income to average net assets without fee waivers 0.79% 1.41% 2.66% 5.93% 5.28% </Table> * Less than $.005 per share + Total return would have been lower had various fees not been waived during the period. See notes to financial statements. 17 <Page> PRIME MONEY MARKET FUND - CLASS II Selected data for a share of beneficial interest outstanding throughout the period indicated: <Table> <Caption> FOR THE YEAR ENDED APRIL 30, 2004 2003 2002 2001 2000 ---------------------------------------------------------------------- Net asset value, beginning of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ---------------------------------------------------------------------- INCOME FROM INVESTMENT OPERATIONS Net investment income 0.01 0.01 0.03 0.06 0.05 Net realized gain 0.00* - - - - ---------------------------------------------------------------------- Total from investment operations 0.01 0.01 0.03 0.06 0.05 ---------------------------------------------------------------------- DISTRIBUTIONS From net investment income (0.01) (0.01) (0.03) (0.06) (0.05) From net realized gain 0.00* - - - - ---------------------------------------------------------------------- Total distributions (0.01) (0.01) (0.03) (0.06) (0.05) ---------------------------------------------------------------------- Net asset value, end of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ====================================================================== TOTAL RETURN+ 0.55% 1.02% 2.62% 5.97% 5.17% RATIOS/SUPPLEMENTAL DATA Net assets, end of period (000) $ 44,776 $ 51,750 $ 2,591 $ 39 $ 32 Ratio of expenses to average net assets 0.60% 0.60% 0.51% 0.45% 0.45% Ratio of net investment income to average net assets 0.55% 0.96% 2.17% 5.88% 5.11% Ratio of expenses to average net assets without fee waivers 0.75% 0.66% 0.60% 0.58% 0.57% Ratio of net investment income to average net assets without fee waivers 0.39% 0.91% 2.08% 5.75% 4.99% </Table> * Less than $.005 per share + Total return would have been lower had various fees not been waived during the period. See notes to financial statements. 18 <Page> NOTES TO FINANCIAL STATEMENTS 1. SIGNIFICANT ACCOUNTING POLICIES Financial Investors Trust, a Delaware business trust, is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The financial statements included herein relate to the U.S. Treasury Money Market Fund, U.S. Government Money Market Fund and the Prime Money Market Fund (the "Funds"). The financial statements of the remaining portfolios of the Trust are presented separately. The U.S. Government Money Market Fund and the Prime Money Market Fund offer two classes of shares (Class I and Class II). Class I and Class II are identical in all respects with the exception that Class II shares charge a distribution fee and have a lower investment minimum. Each Class of shares has equal rights as to earnings, assets and voting privileges except that Class II has exclusive voting rights with respect to its Distribution Plan. Income, expenses (other than expenses incurred under the Class II Distribution Plan and other class specific expenses) and realized gains or losses on investments are allocated to each Class based upon their relative net assets. The following is a summary of significant accounting policies consistently followed by the Funds in the preparation of their financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America. INVESTMENT VALUATION: Each of the Money Market Funds values securities utilizing the amortized cost method of valuation under Rule 2a-7 of the 1940 Act, pursuant to which each Money Market Fund must adhere to certain conditions. Under this method, investments are valued initially at cost and thereafter assume a constant amortization to maturity of any discount or premium. INVESTMENT TRANSACTIONS AND INVESTMENT INCOME: Investment transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis which is the same basis the Funds use for federal income tax purposes. Interest income is accrued and recorded as earned. REPURCHASE AGREEMENTS: In some cases, the Funds' custodian takes possession of the collateral pledged for investments in repurchase agreements, unless it is a tri-party repurchase agreement. The underlying collateral is valued daily on a mark-to-market basis to ensure that value, including accrued interest, is at least equal to the repurchase price. In the event of default on the obligation to repurchase, the Funds have the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. Under certain circumstances, in the event of default by or bankruptcy of the other party to the agreement, realization and/or retention of the collateral may be subject to legal proceedings. FEDERAL INCOME TAXES: It is the Funds' policy to continue to comply with provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute all of their taxable income to shareholders. Therefore, no federal income tax provisions are required. At April 30, 2004, the U.S. Government Money Market Fund had available for federal income tax purposes unused capital loss carryovers of $2,673 and $1,193, respectively, expiring between 2006 and 2008. The U.S. Treasury and U.S. Government Money Market Funds used $11,852 and $86,553, respectively, of capital loss carryovers in the current period to offset net realized gains for federal income tax purposes. CLASSIFICATION OF DISTRIBUTIONS TO SHAREHOLDERS: Dividends from net investment income are declared daily and paid monthly. Distributions of accumulated net realized gains, if any, are declared at least once a year. Net investment income (loss) and net realized gain (loss) may differ for financial statement and tax purposes. The character of distributions made during the year from net investment income or net realized gains may differ from its ultimate characterization for federal income tax purposes. Also, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or realized gain was recorded by the Fund. 19 <Page> The tax character of the distributions paid by the Funds during the years ended April 30, 2004 and 2003 were as follows: <Table> <Caption> U.S. TREASURY MONEY MARKET U.S. GOVERNMENT MONEY MARKET PRIME MONEY MARKET FUND FUND FUND 2004 2003 2004 2003 2004 2003 --------------------------------------------------------------------------------------- DISTRIBUTIONS PAID FROM: Ordinary income $ 447,265 $ 1,075,616 $ 3,492,263 $ 6,157,694 $ 1,334,981 $ 2,408,163 Long-Term Capital Gains - - - - - - --------------------------------------------------------------------------------------- Total $ 447,265 $ 1,075,616 $ 3,492,263 $ 6,157,694 $ 1,334,981 $ 2,408,163 ======================================================================================= </Table> As of April 30, 2004, the components of distributable earnings on a tax basis were as follows: <Table> <Caption> U.S TREASURY U.S. GOVERNMENT PRIME MONEY MARKET FUND MONEY MARKET FUND MONEY MARKET FUND ---------------------------------------------------------- Undistributed net investment income $ 19,384 $ 1,490 $ - Accumulated net realized gain/(loss) 89 (3,866) 13,036 Net unrealized appreciation/depreciation - - - ---------------------------------------------------------- Total $ 19,473 $ (2,376) $ 13,036 ========================================================== </Table> The Fund adjusts the classification of distributions to shareholders to reflect the differences between financial statement amounts and distributions determined in accordance with income tax regulations. Accordingly, during the year ended April 30, 2004, amounts have been reclassified on the U.S. Treasury Money Market Fund to reflect a decrease in paid in capital of $28,562 and an increase of$28,562 to (over)/undistributed net investment income. In addition, amounts have been reclassified on the Prime Money Market Fund to reflect a decrease in overdistributed net investment income of $77 and a decrease in accumulated net realized gain on investments of $77 and on the U.S. Government Money Market Fund to reflect an increase in undistributed net investment income of $1,475, a decrease in accumulated net realized loss on investments of $2,037 and a decrease in paid in capital of $3,512. Net assets of the Funds were unaffected by the reclassification's and the calculation of net investment income in the Financial Highlights excludes these adjustments. These reclassification's are primarily the result of differing book/tax treatment of organization, cost and expiration of capital loss carryovers and non-deductible excise taxes paid. EXPENSES: Most expenses of the Trust can be directly attributed to a Fund. Expenses which cannot be directly attributed are apportioned among all funds in the Trust based on average net assets. OTHER: 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 revenues and expenses during the reporting period. Actual results could differ from these estimates. 20 <Page> 2. INVESTMENT ADVISORY FEES, ADMINISTRATION FEES AND OTHER RELATED PARTY TRANSACTIONS At a special meeting on June 10, 2003, shareholders of each of the Funds approved an Investment Advisory Agreement between the Trust and SSgA Funds Management, Inc. ("SSgA FM" or the "Adviser"). Pursuant to these advisory agreements, SSgA FM is entitled to an advisory fee at the annual rate of .105% of each Fund's average net assets. SSgA FM has voluntarily agreed to waive .035% of their advisory fee until assets for each Fund reach $1 billion. Prior to June 10, 2003, SSgA FM assumed the interim investment advisory responsibility for the Financial Investors Trust Money Market Funds. Pursuant to the interim advisory agreement, SSgA FM was entitled to the following advisory fee schedule: <Table> <Caption> U.S. TREASURY U.S. GOVERNMENT PRIME AVERAGE NET ASSETS MONEY MARKET FUND MONEY MARKET FUND MONEY MARKET FUND - ------------------ ----------------- ----------------- ----------------- First $500 million 0.05% 0.04% 0.04% Next $500 million 0.075% 0.06% 0.06% Next $500 million 0.10% 0.08% 0.08% In excess of $1.5 billion 0.15% 0.08% 0.08% </Table> Any information contained in this report prior to January 13, 2003, reflects the operations of the funds while GE Asset Management, Inc ("GEAM") was the adviser. GEAM had the following fee schedule: <Table> <Caption> U.S. TREASURY U.S. GOVERNMENT PRIME AVERAGE NET ASSETS MONEY MARKET FUND MONEY MARKET FUND MONEY MARKET FUND - ------------------ ----------------- ----------------- ----------------- First $500 million 0.05% 0.04% 0.04% Next $500 million 0.075% 0.06% 0.06% Next $500 million 0.10% 0.08% 0.08% In excess of $1.5 billion 0.15% 0.08% 0.08% </Table> ALPS Mutual Funds Services, Inc. ("ALPS") serves as the Funds' administrator. ALPS is entitled to receive a fee from each Fund for its administrative services, computed daily and payable monthly, based on the following fee schedule: <Table> <Caption> U.S. TREASURY U.S. GOVERNMENT PRIME AVERAGE NET ASSETS MONEY MARKET FUND* MONEY MARKET FUND* MONEY MARKET FUND* - ------------------ ------------------ ------------------ ------------------ First $500 million 0.26% 0.16% 0.16% Next $500 million 0.24% 0.14% 0.14% In excess of $1 billion 0.22% 0.12% 0.12% </Table> *Subject to a minimum monthly fee of $50,000, $30,000 and $30,000 for the U.S. Treasury Money Market Fund, U.S. Government Money Market Fund and Prime Money Market Fund, respectively. 21 <Page> ALPS has contractually agreed to waive a portion of its administration fees until at least April 30, 2005, to the extent necessary for U.S. Treasury to maintain a total expense ratio of no more than .33% of its average net assets, U.S. Government Class I to maintain a total expense ratio of no more than .20% of its average net assets, U.S. Government Class II to maintain a total expense ratio of no more than .45% of its average net assets, Prime Class I to maintain a total expense ratio of no more than .20% of its average net assets, and Prime Class II to maintain a total expense ratio of no more than .60% of its average net assets, respectively. After that date, the fee waivers by ALPS are voluntary and may be terminated at any time. Administration services include: fund accounting, daily pricing, custody, registration, shareholder servicing, transfer agency, fund ratings and audit. The Trustees have adopted a Distribution Plan on behalf of Class II of the U.S. Government Money Market Fund and the Prime Money Market Fund ("Class II") pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended. The Distribution Plan provides for payment of a fee to the Distributor, ALPS Distributors, Inc. at the annual rate of .25% of the average net assets of Class II of the U.S. Government Money Market Fund and .40% of the average net assets of Class II of the Prime Money Market Fund. Shareholders holding more than 10% of the Funds' outstanding shares as of April 30, 2004, constituted 10% of the U.S. Treasury Money Market Fund, 27% of the U.S. Government Money Market Fund and 78% of the Prime Money Market Fund. 22 <Page> TRUSTEES & OFFICERS (Unaudited) As of April 30, 2004, the Funds represent three of seven separate series under the Trust. The Trust's Board of Trustees oversees the overall management of each series of the Trust and elects the officers of the Trust. The principal occupations for the past five years of the Trustees and executive officers of the Trust are listed below. INTERESTED TRUSTEES & OFFICERS <Table> <Caption> TERM OF OFFICE, LENGTH OF TIME SERVED AND POSITION(S) HELD NUMBER OF PORTFOLIOS PRINCIPAL OCCUPATION DURING THE PAST 5 NAME, ADDRESS & AGE WITH FUNDS OVERSEEN YEARS* AND OTHER DIRECTORSHIPS HELD BY TRUSTEE - ---------------------------------------------------------------------------------------------------------------------------------- W. Robert Alexander, (76) Trustee and W. Robert Alexander was Mr. Alexander is the Chief Executive Officer Chairman elected by the initial of ALPS Mutual Funds Services, Inc.,("ALPS") 1625 Broadway shareholder in December 1993 and ALPS Distributors, Inc., ("ADI") which Suite 2200 and oversees 7 portfolios in provide administration and distribution Denver, CO 80202 fund complex. services, respectively, for proprietary mutual fund complexes. Mr. Alexander was Vice Chairman of First Interstate Bank of Denver, responsible for Trust, Private Banking, Retail Banking, Cash Management Services and Marketing. Mr. Alexander is currently a member of the Board of Trustees of the Hunter and Hughes Trusts, Financial Investors Variable Insurance Trust, and Reaves Utility Income Fund. Because of his affiliation with ALPS and ADI, Mr. Alexander is considered an "interested" Trustee of the Trust. Edmund J. Burke, (43) President Edmund J. Burke was elected Mr. Burke is President and Director of ALPS and as President at the December ADI. Mr. Burke joined ALPS in 1991 as Vice 1625 Broadway 17, 2002 meeting of the President and National Sales Manager. Because Suite 2200 Board of Trustees. of his positions with ADI and ALPS. Mr. Burke Denver, CO 80202 is deemed an affiliate of the Trust as defined under the 1940 Act. J. Jeffrey Dohse, (62) Vice President J. Jeffrey Dohse was elected Executive Vice President of Tempest Investment as Vice President at the Counselors, Inc., since July 1983. 1380 Lawrence Street September 17, 2002 meeting Suite 1050 of the Board of Trustees. Denver, CO 80202 H. David Lansdowne, (57) Vice President H. David Lansdowne was President and CEO of Tempest Investment elected as Vice President at Counselors, Inc., since January 1987. Mr. 1380 Lawrence Street the January 20, 1998 meeting Lansdowne joined Tempest as Director of Suite 1050 of the Board of Trustees. Research in 1983. Denver, CO 80202 </Table> 23 <Page> <Table> <Caption> TERM OF OFFICE, LENGTH OF TIME SERVED AND POSITION(S) HELD NUMBER OF PORTFOLIOS PRINCIPAL OCCUPATION DURING THE PAST 5 NAME, ADDRESS & AGE WITH FUNDS OVERSEEN YEARS* AND OTHER DIRECTORSHIPS HELD BY TRUSTEE - ---------------------------------------------------------------------------------------------------------------------------------- Jeremy O. May, (34) Treasurer Jeremy May was elected at Mr. May is Managing Director, Operations & the October 7, 1997 meeting Client Services of ALPS and ADI. Mr. May 1625 Broadway of the Board of Trustees. joined ALPS in 1995 as a Controller. Mr. May Suite 2200 was an auditor with Deloitte & Touche LLP in Denver, CO 80202 their Denver office. Because of his positions with ALPS and ADI, Mr. May is deemed an affiliate of the Trust as defined under the 1940 Act. Mr. May is currently Treasurer of Financial Investors Variable Insurance Trust, Reaves Utility Income Fund, and First Funds Trust. Traci A. Thelen, (31) Secretary Traci A. Thelen was elected Ms. Thelen is the General Counsel of ALPS and as Secretary at the June 11, ADI. Ms. Thelen joined ALPS and ADI in October 1625 Broadway 2002 meeting of the Board of 1999 as Associate Counsel. Prior to that, Suite 2200 Trustees. Ms. Thelen did contract work for various law Denver, CO 80202 firms in Boulder, Colorado. Because of her positions with ALPS and ADI, Ms. Thelen is deemed an affiliate of the Trust as defined under the 1940 Act. Ms. Thelen is currently Secretary of First Funds Trust, Financial Investors Variable Insurance Trust, Reaves Utility Income Fund, and Westcore Trust. INDEPENDENT TRUSTEES Mary K. Anstine, (63) Trustee Mary K. Anstine was elected President/Chief Executive Officer, HealthONE at a special meeting of Alliance, Denver, Colorado; Former Executive 1625 Broadway shareholders held on March Vice President, First Interstate Bank of Suite 2200 21, 1997 and oversees 7 Denver. Ms. Anstine is currently a Director of Denver, CO 80202 portfolios in fund complex. the Trust of Colorado, Trustee of the Denver Area Council of the Boy Scouts of America, a Director of the Junior Achievement Board and the Colorado Uplift Board, and a member of the Advisory Boards for the Girl Scouts Mile Hi Council and the Hospice of Metro Denver. Ms. Anstine is a Trustee of Financial Investors Variable Insurance Trust, and Reaves Utility Income Fund. Formerly, Ms. Anstine served as a Director of ALPS Distributors, Inc., from October 1995 to December 1996; Director of HealthONE; a member of the American Bankers Association Trust Executive Committee; and Director of the Center for Dispute Resolution. </Table> 24 <Page> <Table> <Caption> TERM OF OFFICE, LENGTH OF TIME SERVED AND POSITION(S) HELD NUMBER OF PORTFOLIOS PRINCIPAL OCCUPATION DURING THE PAST 5 NAME, ADDRESS & AGE WITH FUNDS OVERSEEN YEARS* AND OTHER DIRECTORSHIPS HELD BY TRUSTEE - ---------------------------------------------------------------------------------------------------------------------------------- Edwin B. Crowder, (72) Trustee Edwin B. Crowder was elected Mr. Crowder currently operates a marketing at a special meeting of concern with operations in the U. S. and Latin 1625 Broadway shareholders held on March America. He has previously engaged in business Suite 2200 21, 1997 and oversees 7 pursuits in the restaurant, oil and gas Denver, CO 80202 portfolios in fund complex. drilling, and real estate development industries. Mr. Crowder is a former Director of Athletics and Head Football Coach at the University of Colorado. Robert E. Lee, (68) Trustee Robert E. Lee was appointed Mr. Lee has been a Director of Storage as a Trustee at the December Technology Corporation since 1989 and of 1625 Broadway 15, 1998, meeting of the Equitable of Iowa since 1981. Mr. Lee was the Suite 2200 Board of Trustees and Executive Director of The Denver Foundation Denver, CO 80202 oversees 7 portfolios in from 1989 to 1996, and is currently the fund complex. Executive Director of Emeritus. Mr. Lee is also a Director of Meredith Capital Corporation and Source Capital Corporation. Mr. Lee is a Trustee of the Financial Investors Variable Insurance Trust and Reaves Utility Income Fund. John R. Moran, Jr., (73) Trustee John R. Moran was elected at Mr. Moran is President of The Colorado Trust, a special meeting of a private foundation serving the health and 1625 Broadway shareholders held on March hospital community in the State of Colorado. Suite 2200 21, 1997 and oversees 7 An attorney, Mr. Moran was formerly a partner Denver, CO 80202 portfolios in fund complex. with the firm of Kutak Rock & Campbell in Denver, Colorado and a member of the Colorado House of Representatives. Currently, Mr. Moran is a member of the Board of Directors and Treasurer of Grantmakers in Health; a Director of the Conference of Southwest Foundations; a member of the Treasurer's Office Investment Advisory Committee for the University of Colorado; a Trustee of the Robert J. Kutak Foundation, Financial Investors Variable Insurance Trust; Director of the Colorado Wildlife Heritage Foundation; and a member of the Alumni Council of the University of Denver College of Law. </Table> * Except as otherwise indicated, each individual has held the office shown or other offices in the same company for the last five years. 25 <Page> PROXY RESULTS (Unaudited) A special meeting of the shareholders of each Money Market Fund was held on June 10, 2003, for the purpose of voting on a proposal to approve SSgA FM as the new investment adviser. The results of the vote are described in the following table: <Table> <Caption> SHARES VOTED SHARES VOTED SHARES ABSTAINED FOR PROPOSAL AGAINST PROPOSAL FROM VOTING - ---------------------------------------------------------------------------------------------------------- U.S. Treasury 42,440,925.186 0 501,702.270 U.S. Government 269,042,764.944 0 0 Prime 109,542,918.686 0 5,973.280 </Table> 26 <Page> INTENTIONALLY LEFT BLANK <Page> INVESTMENT ADVISER SSgA FUNDS MANAGEMENT, INC. 1 INTERNATIONAL PLACE, 25TH FLOOR BOSTON, MASSACHUSETTS 02110 ADMINISTRATOR, TRANSFER AGENT & FUND ACCOUNTANT ALPS MUTUAL FUNDS SERVICES, INC. 1625 BROADWAY SUITE 2200 DENVER, COLORADO 80202 DISTRIBUTOR ALPS DISTRIBUTORS, INC. 1625 BROADWAY SUITE 2200 DENVER, COLORADO 80202 LEGAL COUNSEL DAVIS GRAHAM & STUBBS LLP 1550 SEVENTEENTH STREET SUITE 500 DENVER, COLORADO 80202 INDEPENDENT AUDITORS DELOITTE & TOUCHE LLP 555 SEVENTEENTH STREET SUITE 3600 DENVER, COLORADO 80202 CUSTODIAN STATE STREET BANK & TRUST COMPANY OF CONNECTICUT N.A. 750 MAIN STREET SUITE 1114 HARTFORD, CONNECTICUT 06103 SUB-CUSTODIAN STATE STREET BANK & TRUST COMPANY 1776 HERITAGE DRIVE NORTH QUINCY, MASSACHUSETTS 02171 MUST BE ACCOMPANIED OR PRECEDED BY A CURRENT PROSPECTUS. FOR MORE INFORMATION, PLEASE CALL 800.862.3040 OR VISIT WWW.AMERICANFREEDOMFUNDS.COM AN INVESTMENT IN THE FUND IS NOT INSURED OR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY. ALTHOUGH THE FUND SEEKS TO PRESERVE THE VALUE OF YOUR INVESTMENT AT $1.00 PER SHARE, IT IS POSSIBLE TO LOSE MONEY BY INVESTING IN THE FUND. [AMERICAN FREEDOM FUNDS LOGO] ANNUAL REPORT APRIL 30, 2004 <Page> REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM TO THE BOARD OF TRUSTEES AND SHAREHOLDERS OF FINANCIAL INVESTORS TRUST WE HAVE AUDITED THE ACCOMPANYING STATEMENT OF ASSETS AND LIABILITIES, INCLUDING THE STATEMENT OF INVESTMENTS, OF THE AMERICAN FREEDOM U.S. GOVERNMENT MONEY MARKET FUND OF THE FINANCIAL INVESTORS TRUST (THE "TRUST"), AS OF APRIL 30, 2004, AND THE RELATED STATEMENT OF OPERATIONS AND STATEMENT OF CHANGES IN NET ASSETS FOR THE PERIOD FROM SEPTEMBER 11, 2003 (COMMENCEMENT OF OPERATIONS) TO APRIL 30, 2004, AND THE FINANCIAL HIGHLIGHTS FOR THE PERIOD INDICATED. THESE FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS ARE THE RESPONSIBILITY OF THE TRUST'S 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 STANDARDS OF THE PUBLIC COMPANY ACCOUNTING OVERSIGHT BOARD. THOSE STANDARDS REQUIRE THAT WE PLAN AND PERFORM THE AUDIT TO OBTAIN REASONABLE ASSURANCE ABOUT WHETHER THE FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS ARE FREE OF MATERIAL MISSTATEMENT. AN AUDIT INCLUDES EXAMINING, ON A TEST BASIS, EVIDENCE SUPPORTING THE AMOUNTS AND DISCLOSURES IN THE FINANCIAL STATEMENTS. OUR PROCEDURES INCLUDED CONFIRMATION OF SECURITIES OWNED AS OF APRIL 30, 2004, BY CORRESPONDENCE WITH THE CUSTODIAN. AN AUDIT ALSO INCLUDES ASSESSING THE ACCOUNTING PRINCIPLES USED AND SIGNIFICANT ESTIMATES MADE BY MANAGEMENT, AS WELL AS EVALUATING THE OVERALL FINANCIAL STATEMENT PRESENTATION. WE BELIEVE THAT OUR 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 THE AMERICAN FREEDOM U.S. GOVERNMENT MONEY MARKET FUND OF THE FINANCIAL INVESTORS TRUST AS OF APRIL 30, 2004, THE RESULTS OF ITS OPERATIONS AND THE CHANGES IN ITS NET ASSETS FOR THE PERIOD FROM SEPTEMBER 11, 2003 (COMMENCEMENT OF OPERATIONS) TO APRIL 30, 2004, AND THE FINANCIAL HIGHLIGHTS FOR THE PERIOD INDICATED, IN CONFORMITY WITH ACCOUNTING PRINCIPLES GENERALLY ACCEPTED IN THE UNITED STATES OF AMERICA. /s/ Deloitte & Touche LLP DELOITTE & TOUCHE LLP DENVER, COLORADO JUNE 15, 2004 1 <Page> STATEMENT OF INVESTMENTS U.S. GOVERNMENT MONEY MARKET FUND APRIL 30, 2004 <Table> <Caption> FACE VALUE VALUE* - ---------- ------------ U.S. GOVERNMENT & AGENCY OBLIGATIONS 52.41% U.S. Treasury Note $ 5,000,000 2.25%, 7/31/04 $ 5,014,258 Federal Home Loan Bank 3,000,000 1.38%, 1/5/05 2,999,130 Federal Home Loan Mortgage Corp 10,000,000 1.01%, 5/10/04** 9,998,472 10,000,000 1.20%, 6/9/04 DN 9,987,605 2,000,000 1.05%, 10/20/04 DN 1,990,079 2,000,000 1.11%, 12/1/04 DN 1,986,919 Federal National Mortgage Association 5,000,000 1.02%, 6/11/04** 4,999,229 2,000,000 1.05%, 7/21/04 DN 1,995,390 3,000,000 1.02%, 8/4/04 DN 2,991,771 2,000,000 1.06%, 8/11/04 DN 1,994,127 2,000,000 1.06%, 8/18/04 DN 1,993,715 4,000,000 1.05%, 9/8/04 DN 3,985,123 2,000,000 1.09%, 9/29/04 DN 1,991,013 1,000,000 1.48%, 11/12/04 DN 992,041 2,000,000 1.27%, 11/18/04 DN 1,985,932 ------------ TOTAL U.S. GOVERNMENT & AGENCY OBLIGATIONS (Cost $54,904,804) 54,904,804 ------------ </Table> 2 <Page> STATEMENT OF INVESTMENTS <Table> <Caption> VALUE* COLLATERAL VALUE ----------------------------------- REPURCHASE AGREEMENTS COLLATERALIZED BY U.S. GOVERNMENT OBLIGATIONS 47.64% Agreement with ABN AMRO Bank and Bank of New York (Tri-party), 1.04%, dated 4/30/04 and maturing 5/3/04, collateralized by Federal Home Loan Mortgage Corp. Note, 5.55% due 4/22/19, and Federal National Mortgage Association Note, 2.50% due 4/19/07 with a repurchase amount of $24,000,693 $ 24,000,000 $ 24,480,789 Agreement with Lehman Brothers, Inc. and J.P. Morgan Chase & Co. (Tri-party), 1.04%, dated 4/30/04 and maturing 5/3/04 collateralized by Federal Home Loan Bank Bond, 3.63% due 11/14/08 with a repurchase amount of $1,900,055 1,900,000 1,939,716 Agreement with UBS Warburg, LLC and J.P. Morgan Chase & Co. (Tri-party), 1.04% dated 4/30/04 and maturing 5/3/04, collateralized by Federal Home Loan Bank Bonds, 2.38-4.25% due 2/15/06-11/13/09 with a repurchase amount of $24,000,693 24,000,000 24,482,843 ----------------------------------- TOTAL REPURCHASE AGREEMENTS (Cost $49,900,000) 49,900,000 50,903,348 ----------------------------------- TOTAL INVESTMENTS 100.05% $ 104,804,804 (Cost $104,804,804) Liabilities in Excess of Other Assets -0.05% (49,550) ------------------------- NET ASSETS 100.00% $ 104,755,254 ========================= </Table> * See Note 1 to financial statements. **Floating rate security - rate disclosed as of April 30, 2004. Maturity date represents the next interest rate reset date. DN- Discount Note INCOME TAX INFORMATION: Total cost for federal income tax purposes - $104,804,804 3 <Page> STATEMENT OF ASSETS AND LIABILITIES APRIL 30, 2004 <Table> <Caption> U.S. GOVERNMENT MONEY MARKET FUND ----------------- ASSETS Investments, at amortized cost (which approximates market value)(1) - see accompanying statements $ 104,804,804 Interest receivable 60,550 Prepaid and other assets 2,289 ----------------- Total Assets 104,867,643 ----------------- LIABILITIES Dividends payable 82,753 Accrued investment advisory fee 6,589 Accrued administration fee 12,236 Accrued board of trustees fee 4,826 Other payables 5,985 ----------------- Total Liabilities 112,389 ----------------- NET ASSETS $ 104,755,254 ================= COMPOSITION OF NET ASSETS Paid-in capital $ 104,739,644 Undistributed net investment income - Accumulated net realized gain 15,610 ----------------- NET ASSETS $ 104,755,254(2) ================= Shares of beneficial interest outstanding (no par value, unlimited shares authorized) 104,739,637(2) ----------------- Net asset value and redemption value per share $ 1.00 ----------------- </Table> (1) Including repurchase agreements in the amount of $49,900,000. (2) U.S. Government Money Market Fund <Table> <Caption> NET ASSETS SHARES OUTSTANDING ------------- ------------------ Class I $ 104,752,252 104,736,636 Class II $ 3,002 3,001 </Table> See notes to financial statements. 4 <Page> STATEMENT OF OPERATIONS FOR THE PERIOD ENDED APRIL 30, 2004 <Table> <Caption> U.S. GOVERNMENT MONEY MARKET FUND ----------------- INVESTMENT INCOME $ 837,661 ----------------- EXPENSES Investment advisory fee (Note 2) 81,882 Administration services (Note 2) 225,247 Legal 6,305 Insurance 8,645 State Registration Class I 1,986 Class II - Distribution - Class II (Note 2) 0 Board of Trustees 8,613 Miscellaneous 3,480 ----------------- Total Expenses before fee waiver 336,158 Expenses waived by administrator (154,644) Expenses waived by investment advisor (27,294) ----------------- Net Expenses 154,220 ----------------- NET INVESTMENT INCOME 683,441 ----------------- Net realized gain on investments 15,610 ----------------- NET INCREASE IN NET ASSETS FROM OPERATIONS $ 699,051 ================= </Table> See notes to financial statements. 5 <Page> STATEMENT OF CHANGES IN NET ASSETS FOR THE PERIOD ENDED APRIL 30, 2004 <Table> <Caption> U.S. GOVERNMENT MONEY MARKET FUND ----------------- OPERATIONS Net investment income $ 683,441 Net realized gain on investments 15,610 ----------------- Net increase in net assets resulting from operations 699,051 ----------------- DISTRIBUTIONS Dividends to shareholders from net investment income Class I (683,431) Class II (3) ----------------- Net decrease in net assets from distributions (683,434) ----------------- BENEFICIAL INTEREST TRANSACTIONS (1) Class I Shares sold 268,683,223 Dividends reinvested 522,218 Shares redeemed (164,468,805) Class II Shares sold 3,000 Dividends reinvested 1 Shares redeemed - ----------------- Net increase in net assets derived from beneficial interest transactions 104,739,637 ----------------- Net increase in net assets 104,755,254 NET ASSETS Beginning of period - ----------------- End of period* $ 104,755,254 ================= *Includes Undistributed net investment income of: $ - </Table> (1) At net asset value of $1.00 per share. See notes to financial statements. 6 <Page> FINANCIAL HIGHLIGHTS U.S. GOVERNMENT MONEY MARKET FUND - CLASS I Selected data for a share of beneficial interest outstanding throughout the period indicated: <Table> <Caption> FOR THE PERIOD ENDED APRIL 30, 2004** -------------------- Net asset value, beginning of period $ 1.00 -------------------- INCOME FROM INVESTMENT OPERATIONS Net investment income 0.01 -------------------- DISTRIBUTIONS From net investment income (0.01) -------------------- Net asset value, end of period $ 1.00 ==================== TOTAL RETURN+ 0.55%# RATIOS/SUPPLEMENTAL DATA Net assets, end of period (000) $ 104,752 Ratio of expenses to average net assets 0.20%* Ratio of net investment income to average net assets 0.88%* Ratio of expenses to average net assets without fee waivers 0.43%* Ratio of net investment income to average net assets without fee waivers 0.65%* </Table> * Annualized. ** Class I commenced operations on September 11, 2003. + Total return would have been lower had various fees not been waived during the period. # Total returns for periods of less than one year are not annualized. See notes to financial statements. 7 <Page> U.S. GOVERNMENT MONEY MARKET FUND - CLASS II Selected data for a share of beneficial interest outstanding throughout the period indicated: <Table> <Caption> FOR THE PERIOD ENDED APRIL 30, 2004** -------------------- Net asset value, beginning of period $ 1.00 -------------------- INCOME FROM INVESTMENT OPERATIONS Net investment income 0.00^ -------------------- DISTRIBUTIONS From net investment income 0.00^ -------------------- Net asset value, end of period $ 1.00 ==================== TOTAL RETURN+ 0.11%# RATIOS/SUPPLEMENTAL DATA Net assets, end of period (000) $ 3 Ratio of expenses to average net assets 0.43%* Ratio of net investment income to average net assets 0.62%* Ratio of expenses to average net assets without fee waivers 0.66%* Ratio of net investment income to average net assets without fee waivers 0.39%* </Table> * Annualized. ** Class II commenced operations on September 17, 2003. + Total return would have been lower had various fees not been waived during the period. # Total returns for periods of less than one year are not annualized. ^ Less than $.005 per share. See notes to financial statements. 8 <Page> NOTES TO FINANCIAL STATEMENTS 1. SIGNIFICANT ACCOUNTING POLICIES Financial Investors Trust, a Delaware business trust, is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The financial statements included herein relate to the Trust's American Freedom Family of Funds. The American Freedom Family of Funds includes the U.S. Government Money Market Fund. The financial statements of the remaining portfolios of the Trust are presented separately. The U.S. Government Money Market Fund offers two classes of shares (Class I and Class II). Class I and Class II are identical in all respects with the exception that Class II shares charge a distribution fee and have a lower investment minimum. Each Class of shares has equal rights as to earnings, assets and voting privileges except that Class II has exclusive voting rights with respect to its Distribution Plan. Income, expenses (other than expenses incurred under the Class II Distribution Plan and other class specific expenses) and realized gains or losses on investments are allocated to each Class based upon their relative net assets. The following is a summary of significant accounting policies consistently followed by the Funds in the preparation of their financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America. INVESTMENT VALUATION: The U.S. Government Money Market Fund values securities utilizing the amortized cost method of valuation under Rule 2a-7 of the 1940 Act, pursuant to which the fund must adhere to certain conditions. Under this method, investments are valued initially at cost and thereafter assume a constant amortization to maturity of any discount or premium. INVESTMENT TRANSACTIONS AND INVESTMENT INCOME: Investment transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis which is the same basis the Funds use for federal income tax purposes. Interest income is accrued and recorded as earned. REPURCHASE AGREEMENTS: In some cases, the Fund's custodian takes possession of the collateral pledged for investments in repurchase agreements, unless it is a tri-party repurchase agreement. The underlying collateral is valued daily on a mark-to-market basis to ensure that value, including accrued interest, is at least equal to the repurchase price. In the event of default on the obligation to repurchase, the Funds have the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. Under certain circumstances, in the event of default by or bankruptcy of the other party to the agreement, realization and/or retention of the collateral may be subject to legal proceedings. FEDERAL INCOME TAXES: Dividends from net investment income are declared daily and paid monthly. Distributions of accumulated net realized gains, if any, are declared at least once a year. It is the Fund's policy to continue to comply with provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute all of their taxable income to shareholders. Therefore, no federal income tax provisions are required. CLASSIFICATION OF DISTRIBUTIONS TO SHAREHOLDERS: Net investment income (loss) and net realized gain (loss) may differ for financial statement and tax purposes. The character of distributions made during the year from net investment income or net realized gains may differ from its ultimate characterization for federal income tax purposes. Also, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or realized gain was recorded by the Fund. 9 <Page> The tax character of the distributions paid by the U.S. Government Money Market Fund during the period ended April 30, 2004 was as follows: <Table> DISTRIBUTIONS PAID FROM: Ordinary income $ 683,434 Long-Term Capital Gain - ---------- Total $ 683,434 ========== </Table> As of April 30, 2004, the components of distributable earnings on a tax basis for the U.S. Government Money Market Fund was as follows: <Table> (Over)/undistributed net investment income $ - Accumulated net realized gain 15,610 Net unrealized appreciation/depreciation - ---------- Total $ 15,610 ========== </Table> The Fund adjusts the classification of distributions to shareholders to reflect the differences between financial statement amounts and distributions determined in accordance with income tax regulations. Accordingly, during the year ended April 30, 2004, amounts have been reclassified to reflect an increase in paid in capital of $7 and a decrease of $7 to (over)/undistributed net investment income. Net assets of the U.S. Government Money Market Fund were unaffected by the reclassifications and the calculation of net investment income in the Financial Highlights excludes these adjustments. EXPENSES: Most expenses of the Trust can be directly attributed to a Fund. Expenses which cannot be directly attributed are apportioned among all funds in the Trust based on average net assets. OTHER: 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 revenues and expenses during the reporting period. Actual results could differ from these estimates. 2. INVESTMENT ADVISORY FEES, ADMINISTRATION FEES AND OTHER RELATED PARTY TRANSACTIONS The Trust has entered into Investment Advisory Agreements with SSgA Funds Management, Inc. ("SSgA FM"). Pursuant to these advisory agreements, SSgA FM is entitled to an advisory fee at the annual rate of .105% of average net assets of the U.S. Government Money Market Fund. SSgA FM has voluntarily agreed to waive ..035% of their advisory fee until assets of the Fund reach $1 billion. 10 <Page> ALPS Mutual Funds Services, Inc. ("ALPS") serves as the Fund's administrator. ALPS is entitled to receive a fee from the Fund for its administrative services, computed daily and payable monthly, based on the following fee schedule: <Table> <Caption> U.S. GOVERNMENT AVERAGE NET ASSETS MONEY MARKET FUND* ------------------ ------------------ First $500 million 0.16% Next $500 million 0.14% In excess of $1 billion 0.12% </Table> *Subject to a minimum monthly fee of $30,000 for the U.S. Government Money Market Fund. ALPS has contractually agreed to waive a portion of its administration fees until at least April 30, 2005, to the extent necessary for U.S. Government Class I to maintain a total expense ratio of no more than .20% of its average net assets, and U.S. Government Class II to maintain a total expense ratio of no more than .45% of its average net assets, respectively. After that date, the fee waivers by ALPS are voluntary and may be terminated at any time. Administration services include: fund accounting, daily pricing, custody, registration, shareholder servicing, transfer agency, fund ratings and audit. The Trustees have adopted a Distribution Plan on behalf of Class II of the U.S. Government Money Market Fund ("Class II") pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended. The Distribution Plan provides for payment of a fee to the Distributor, ALPS Distributors, Inc. at the annual rate of .25% of the average net assets of Class II of the U.S. Government Money Market Fund. Shareholders holding more than 10% of the Funds' outstanding shares as of April 30, 2004, constituted 35% of the U.S. Government Money Market Fund. 11 <Page> TRUSTEES AND OFFICERS (Unaudited) As of April 30, 2004, the U.S. Government Money Market Fund represents one of seven separate series under the Trust. The Trust's Board of Trustees oversees the overall management of each series of the Trust and elects the officers of the Trust. The principal occupations for the past five years of the Trustees and executive officers of the Trust are listed below. INTERESTED TRUSTEES & OFFICERS <Table> <Caption> TERM OF OFFICE, LENGTH OF TIME SERVED AND POSITION(S) HELD NUMBER OF PORTFOLIOS PRINCIPAL OCCUPATION DURING THE PAST 5 NAME, ADDRESS & AGE WITH FUNDS OVERSEEN YEARS* AND OTHER DIRECTORSHIPS HELD BY TRUSTEE - ---------------------------------------------------------------------------------------------------------------------- W. Robert Alexander, (76) Trustee and W. Robert Alexander Mr. Alexander is the Chief Executive Officer Chairman was elected by the of ALPS Mutual Funds Services, Inc., ("ALPS") 1625 Broadway initial shareholder in and ALPS Distributors, Inc., ("ADI") which Suite 2200 December 1993 and provide administration and distribution Denver, CO 80202 oversees 7 portfolios services, respectively, for proprietary mutual in fund complex. fund complexes. Mr. Alexander was Vice Chairman of First Interstate Bank of Denver, responsible for Trust, Private Banking, Retail Banking, Cash Management Services and Marketing. Mr. Alexander is currently a member of the Board of Trustees of the Hunter and Hughes Trusts, Financial Investors Variable Insurance Trust, and Reaves Utility Income Fund. Because of his affiliation with ALPS and ADI, Mr. Alexander is considered an "interested" Trustee of the Trust. Edmund J. Burke, (43) President Edmund J. Burke was Mr. Burke is President and Director of ALPS and elected as President ADI. Mr. Burke joined ALPS in 1991 as Vice 1625 Broadway at the December 17, President and National Sales Manager. Because Suite 2200 2002 meeting of the of his positions with ADI and ALPS, Mr. Burke Denver, CO 80202 Board of Trustees. is deemed an affiliate of the Trust as defined under the 1940 Act. J. Jeffrey Dohse, (62) Vice President J. Jeffrey Dohse was Executive Vice President of Tempest Investment elected as Vice Counselors, Inc., since July 1983. 1380 Lawrence Street President at the Suite 1050 September 17, 2002 Denver, CO 80202 meeting of the Board of Trustees. H. David Lansdowne, (57) Vice President H. David Lansdowne was President and CEO of Tempest Investment elected as Vice Counselors, Inc., since January 1987. Mr. 1380 Lawrence Street President at the Lansdowne joined Tempest as Director of Suite 1050 January 20, 1998 Research in 1983. Denver, CO 80202 meeting of the Board of Trustees. </Table> 12 <Page> INTERESTED TRUSTEES <Table> <Caption> TERM OF OFFICE, LENGTH OF TIME SERVED AND PRINCIPAL OCCUPATION DURING THE PAST 5 POSITION(S) HELD NUMBER OF PORTFOLIOS YEARS* AND OTHER DIRECTORSHIPS HELD BY NAME, ADDRESS & AGE WITH FUNDS OVERSEEN TRUSTEE - ---------------------------------------------------------------------------------------------------------------------- Jeremy O. May, (34) Treasurer Jeremy May was elected Mr. May is Managing Director, Operations & at the October 7, 1997 Client Services of ALPS and ADI. Mr. May 1625 Broadway meeting of the Board joined ALPS in 1995 as a Controller. Mr. May Suite 2200 of Trustees. was an auditor with Deloitte & Touche LLP in Denver, CO 80202 their Denver office. Because of his positions with ALPS and ADI, Mr. May is deemed an affiliate of the Trust as defined under the 1940 Act. Mr. May is currently Treasurer of Financial Investors Variable Insurance Trust, Reaves Utility Income Fund, and First Funds Trust. Traci A. Thelen, (31) Secretary Traci A. Thelen was Ms. Thelen is the General Counsel of ALPS and elected as Secretary ADI. Ms. Thelen joined ALPS and ADI in October 1625 Broadway at the June 11, 2002 1999 as Associate Counsel. Prior to that, Suite 2200 meeting of the Board Ms.Thelen did contract work for various law Denver, CO 80202 of Trustees. firms in Boulder, Colorado. Because of her positions with ALPS and ADI, Ms. Thelen is deemed an affiliate of the Trust as defined under the 1940 Act. Ms. Thelen is currently Secretary of First Funds Trust, Financial Investors Variable Insurance Trust, Reaves Utility Income Fund, and Westcore Trust. INDEPENDENT TRUSTEES Mary K. Anstine, (63) Trustee Mary K. Anstine was President/Chief Executive Officer, Health ONE elected at a special Alliance, Denver, Colorado; Former Executive 1625 Broadway meeting of Vice President, First Interstate Bank of Suite 2200 shareholders held on Denver. Ms. Anstine is currently a Director of Denver, CO 80202 March 21, 1997 and the Trust of Colorado, Trustee of the Denver oversees 7 Area Council of the Boy Scouts of America, a portfolios in fund Director of the Junior Achievement Board and complex. the Colorado Uplift Board, and a member of the Advisory Boards for the Girl Scouts Mile Hi Council and the Hospice of Metro Denver. Ms. Anstine is a Trustee of Financial Investors Variable Insurance Trust, and Reaves Utility Income Fund. Formerly, Ms. Anstine served as a Director of ALPS Distributors, Inc., from October 1995 to December 1996; Director of HealthONE; a member of the American Bankers Association Trust Executive Committee; and Director of the Center for Dispute Resolution. </Table> 13 <Page> <Table> <Caption> TERM OF OFFICE, LENGTH OF TIME SERVED AND PRINCIPAL OCCUPATION DURING THE PAST 5 POSITION(S) HELD NUMBER OF PORTFOLIOS YEARS* AND OTHER DIRECTORSHIPS HELD BY NAME, ADDRESS & AGE WITH FUNDS OVERSEEN TRUSTEE - ---------------------------------------------------------------------------------------------------------------------- Edwin B. Crowder, (72) Trustee Edwin B. Crowder was Mr. Crowder currently operates a marketing elected at a special concern with operations in the U. S. and Latin 1625 Broadway meeting of America. He has previously engaged in business Suite 2200 shareholders held on pursuits in the restaurant, oil and gas Denver, CO 80202 March 21, 1997 drilling, and real estate development and oversees 7 industries. Mr. Crowder is a former Director portfolios in fund of Athletics and Head Football Coach at the complex. University of Colorado. Robert E. Lee, (68) Trustee Robert E. Lee was Mr. Lee has been a Director of Storage appointed as a Trustee Technology Corporation since 1989 and of 1625 Broadway at the December 15, Equitable of Iowa since 1981. Mr. Lee was the Suite 2200 1998, meeting of the Executive Director of The Denver Foundation Denver, CO 80202 Board of Trustees and from 1989 to 1996, and is currently the oversees 7 portfolios Executive Director of Emeritus. Mr. Lee is in fund complex. also a Director of Meredith Capital Corporation and Source Capital Corporation. Mr. Lee is a Trustee of the Financial Investors Variable Insurance Trust and Reaves Utility Income Fund. John R. Moran, Jr., (73) Trustee John R. Moran was Mr. Moran is President of The Colorado Trust, elected at a special a private foundation serving the health and 1625 Broadway meeting of hospital community in the State of Colorado. Suite 2200 shareholders held on An attorney, Mr. Moran was formerly a partner Denver, CO 80202 March 21, 1997 and with the firm of Kutak Rock & Campbell in oversees 7 Denver, Colorado and a member of the Colorado port folios in fund House of Representatives. Currently, Mr. Moran complex. is a member of the Board of Directors and Treasurer of Grantmakers in Health; a Director of the Conference of Southwest Foundations; a member of the Treasurer's Office Investment Advisory Committee for the University of Colorado; a Trustee of the Robert J. Kutak Foundation, Financial Investors Variable Insurance Trust; Director of the Colorado Wildlife Heritage Foundation; and a member of the Alumni Council of the University of Denver College of Law. </Table> - ---------- * Except as otherwise indicated, each individual has held the office shown or other offices in the same company for the last five years. 14 <Page> INTENTIONALLY LEFT BLANK <Page> THESE FUNDS ARE NEITHER INSURED NOR GUARANTEED BY THE U.S. GOVERNMENT, THE FDIC, THE FEDERAL RESERVE BOARD OR ANY OTHER GOVERNMENTAL AGENCY OR INSURER. INVESTMENT ADVISER TEMPEST INVESTMENT COUNSELORS, INC. 1380 LAWRENCE STREET SUITE 1050 DENVER, COLORADO 80204 ADMINISTRATOR, TRANSFER AGENT & FUND ACCOUNTANT ALPS MUTUAL FUNDS SERVICES, INC. 1625 BROADWAY SUITE 2200 DENVER, COLORADO 80202 DISTRIBUTOR ALPS DISTRIBUTORS, INC. 1625 BROADWAY SUITE 2200 DENVER, COLORADO 80202 LEGAL COUNSEL DAVIS GRAHAM & STUBBS LLP 1550 SEVENTEENTH STREET SUITE 500 DENVER, COLORADO 80202 INDEPENDENT AUDITORS DELOITTE & TOUCHE LLP 555 SEVENTEENTH STREET SUITE 3600 DENVER, COLORADO 80202 CUSTODIAN FIFTH THIRD BANK, N.A. FIFTH THIRD CENTER 38 FOUNTAIN SQUARE PLAZA CINCINNATI, OHIO 45263 MUST BE ACCOMPANIED OR PRECEDED BY A CURRENT PROSPECTUS. FOR MORE INFORMATION, PLEASE CALL 1-800-644-8595 OR VISIT www.aristata.com [ALPS DISTRIBUTORS, INC. LOGO] [ARISTATA(TM) MUTUAL FUNDS LOGO] A CLASS ABOVE [GRAPHIC] ANNUAL REPORT APRIL 30, 2004 <Page> LETTER FROM THE INVESTMENT ADVISER Dear Fellow Shareholders, We are pleased to offer you our annual report for the period ended April 30, 2004. The past twelve months have been dominated by world events as the war in Iraq has continued despite the ending of "major hostilities". The situation remains volatile. As a result, the price of oil has reached historically high levels as has the price of gasoline (have you filled up lately?). The US economy is growing and profits are rising. Gross Domestic Product (GDP) growth is positive, the employment numbers are improving and the unemployment numbers declining. The Federal Reserve Board has kept interest rates low, further bolstering growth. There is a large amount of stimulus being applied to the economy (the tax cuts enacted last year, the low level of interest rates, increased federal spending) yet consumers remain cautious. In short, the economic backdrop looks good but not great. In these volatile and uncertain times, we at TEMPEST INVESTMENT COUNSELORS, INC. continue to emphasize and remind ourselves of the disciplined investment process we have used for over 25 years. We have a long tradition of value investing. We search for good companies with above average prospects that we believe are selling at a discount to their long-term inherent value. We place significant focus on industry analysis. Groups of stocks in the same industry tend to move together. Identification of both the better performing industries and avoidance of the weaker performing industries can successfully impact long-term investment results. We strive to make independent decisions. We believe following the herd is usually a recipe for poor performance. 1 <Page> Our portfolios are diversified. This is one of the keys to risk management. The diversification extends across industry groups and individual stocks. We realize a few negative surprises are inevitable, but over the long-term we manage portfolios proactively to minimize the impact. Finally, at the individual stock level we look for strong, viable businesses where our analysis shows a higher stock price is warranted. Often we look for an industry or company dynamic that will help "unlock" the unrecognized value. Our two bond funds hold high quality issues that are rated investment grade. We avoid the more volatile junk bond market. We also keep a moderate duration, choosing to avoid the increased risk of longer-term bonds. At TEMPEST INVESTMENT COUNSELORS, INC. we are cognizant and deeply appreciative of the trust our shareholders place in us as managers of the Aristata family of mutual funds. We remain dedicated to our philosophy of investing for above average returns without assuming above average risk. Finally, we say "thank you" to you - we appreciate your trust and confidence. Sincerely, /s/ H. David Lansdowne H. David Lansdowne, CFA President TEMPEST INVESTMENT COUNSELORS, INC. 2 <Page> FUND REVIEW ARISTATA EQUITY FUND PERFORMANCE The Aristata Equity Fund's total return for the year ended April 30, 2004 was 26.21%. The Standard & Poor's 500 Index rose 22.88% during the same period. The majority of the advance occurred in calendar 2003 as the first four months of 2004 experienced modest slippage. Of note, the energy sector has been particularly strong reflecting historically high oil prices and increasing world demand. The value-oriented Aristata Equity Fund is over-weighted in the energy sector compared to the Standard & Poor's 500 Index and we continue to like the sector. Net assets for the Aristata Equity Fund were $31.2 million as of April 30, 2004. EQUITY MARKET OVERVIEW Since our last report to you six months ago, returns in the stock market have been acceptable, but not overly exciting. The Standard & Poor's 500 Index was up 6.27% over the last six months. Since the beginning of 2004 (four months ago) the Standard & Poor's 500 is mostly unchanged. In addition, the technology heavy Nasdaq index is down 4.15% since the beginning of the year. The Aristata Equity Fund is up 9.60% for the most recent six month period. There is still a high level of uncertainty in the equity markets. The turmoil in Iraq continues to persist without any sign of an easy or quick resolution. On the domestic front, the economy is healthy and growing although there is widespread speculation that interest rates may head up before year end. In this environment, we remain committed to attempting to build a diversified portfolio of high quality stocks with attractive valuations and above-average dividend yield. OIL & GAS STOCKS HAVE BEEN STRONG OVER THE PAST YEAR It's hard not to notice that energy prices are much higher than they used to be! In the last few weeks, most of us have been shocked as gas prices breached $2 a gallon at the pump. At TEMPEST INVESTMENT COUNSELORS, INC. we take an industry approach to our stock selection and right now one area we like is the energy sector. Commodity prices are set by supply and demand, and both of these are acting to push up energy prices. 3 <Page> Supply is limited and somewhat uncertain. OPEC (Organization of Petroleum Exporting Countries) uses a quota system that, at times, can limit its output. There is also continued unrest in places such as Nigeria and Venezuela that restricts their exports and adds an element of uncertainty to the picture. In addition, natural gas has become an important fuel for heating and electrical generation. Annual domestic production of natural gas is (at best) stable despite an increasing number of wells being drilled On the demand side, our economy is expanding and raising domestic demand for energy. At the same time, China's economy is growing (very strongly) and its energy needs are rising. Eastern Europe, Russia and India represent other areas that can be expected to increase their energy consumption in the years ahead, adding fuel (pun intended) to world demand for energy. [CHART] ARISTATA EQUITY FUND SECTOR PROFILE as of April 30, 2004 <Table> Telecommunications 4.2% Boilding/Real Estate 4.8% Consumer Durables 3.6% Consumer Staples 10.1% Electic & Gas Utilities 7.6% Energy 13.0% Financial 9.8% Healthcare 15.9% Technology 9.5% Industrial Products & Services 12.7% Consumer Services 1.4% Short-Term Investments 1.6% Basic Materials 5.8% </Table> A major oil company, BP PLC, (the third largest holding in the Aristata Equity Fund) recently announced a major effort to return cash to its stockholders through higher dividends and increased share buybacks. BP management stated that these actions would be funded from the higher profits that BP makes when oil is above $20 a barrel. BP's Chief Executive Lord Browne noted that there is "overwhelmingly more chance of the oil price being above $20 a barrel for the next few years, than not." The reality of a limited supply and increasing demand has worked to push up oil prices. For all these reasons the energy sector may be a rewarding area for investors in coming years. 4 <Page> PORTFOLIO UPDATE The fifteen largest holdings represent approximately 35.2% of the total portfolio. These fifteen companies have an average price-to-earnings (PE) ratio of 22.7x based on earnings for the last twelve months and an average dividend yield of 2.0%. In contrast, the Standard & Poor's 500 has a PE ratio of about 31.5x trailing reported earnings and a current dividend yield of 1.7%. FIFTEEN LARGEST HOLDINGS(2) - AS OF APRIL 30, 2004 <Table> <Caption> SECTOR % OF DIVIDEND PRICE COMPANY REPRESENTATION INVESTMENTS YIELD EARNINGS RATIO - ----------------------------------------------------------------------------------------------------------------- Abbott Laboratories Healthcare 3.1% 2.1% 25.0x Valero Energy Energy 2.8% 0.9% 11.8x BP PLC Energy 2.7% 3.0% 18.2x Westport Resources Corp. Energy 2.4% N/A 26.1x Emerson Electric Co. Industrial Products & Svcs. 2.4% 2.6% 22.7x Snap On, Inc. Industrial Products & Svcs. 2.4% 3.0% 28.2x Int'l Business Machines Corp. Technology 2.3% 0.8% 19.6x Kennametal, Inc. Industrial Products & Svcs. 2.2% 1.6% 40.7x Verizon Communications, Inc. Telecommunications 2.2% 4.1% 37.7x Allstate Corp. Financial 2.2% 1.8% 10.2x Avon Products, Inc. Consumer Staples 2.1% 1.3% 28.2x Merck & Co Inc. Healthcare 2.1% 3.1% 16.1x Albertson's, Inc. Consumer Staples 2.1% 3.3% 15.5x Vulcan Materials Co. Building/Real Estate 2.1% 2.2% 20.1x Flextronics International Technology 2.1% N/A 20.1x FIFTEEN LARGEST HOLDINGS 35.2% 2.0% AVG. 22.7x AVG. STANDARD & POOR'S 500 1.7% 31.5X </Table> 5 <Page> COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN THE ARISTATA EQUITY FUND, THE S&P 500, VALUE LINE COMPOSITE, AND THE LIPPER MULTI-CAP VALUE FUND INDEX. [CHART] <Table> <Caption> ARISTATA EQUITY FUND S&P 500* VALUE LINE COMPOSITE LIPPER MULTI-CAP VALUE FUND INDEX 3/2/1998 10000 10000 10000 10000 10410 10513 10437 10449 10454 10620 10477 10508 10229 10431 10051 10275 10189 10856 10003 10264 9997 10743 9367 9867 8775 9188 7728 8358 9279 9775 8087 8704 9933 10575 8632 9420 10244 11214 8986 9827 10607 11861 9279 9990 10359 12360 9166 10025 10177 11972 8652 9792 10445 12451 8731 10062 4/30/1999 11435 12937 9518 10957 11598 12624 9634 10900 12001 13325 9981 11251 11718 12911 9721 10868 11490 12844 9303 10494 10886 12492 8984 10041 10897 13283 8932 10352 11083 13553 9044 10347 11326 14351 9311 10583 11001 13631 8864 10127 10677 13373 8712 9594 11639 14681 9296 10608 4/30/2000 11689 14240 9113 10588 11939 13943 8889 10735 11599 14290 8872 10502 11549 14069 8916 10591 12264 14937 9492 11263 12122 14148 9160 11107 12298 14088 8940 11371 11908 12977 8237 10951 12456 13041 8608 11603 12786 13504 9219 12041 12511 12272 8657 11712 12107 11495 8094 11301 4/30/2001 12894 12388 8636 12034 13239 12471 8861 12300 12539 12167 8781 12092 12526 12048 8544 12076 12249 11293 8108 11628 11135 10381 6851 10436 11371 10579 7180 10651 12107 11391 7812 11422 12337 11491 8164 11753 12159 11323 8017 11600 12144 11105 7792 11448 12594 11522 8377 12033 4/30/2002 12251 10824 8167 11679 12087 10757 7865 11668 11194 9991 7212 10775 9999 9212 6195 9881 10216 9273 6158 10038 8989 8265 5469 8950 9519 8993 5731 9429 10253 9510 6304 10131 9995 8952 5932 9684 9588 8717 5748 9484 9400 8586 5536 9241 9527 8670 5530 9276 4/30/2003 10138 9384 6078 10082 10766 9878 6697 10924 10952 10004 6798 11004 10983 10181 7090 11156 11438 10379 7402 11505 11157 10269 7276 11373 11676 10850 7808 11999 11957 10945 8034 12255 12592 11519 8315 12858 12797 11731 8565 13130 13080 11894 8702 13380 12874 11714 8675 13263 4/30/2004 12795 11530 8328 13020 </Table> *FUND BENCHMARK INDEX PERFORMANCE AS OF APRIL 30, 2004 <Table> <Caption> AVERAGE ANNUAL TOTAL RETURN (1) 1 YEAR 3 YEAR 5 YEAR SINCE INCEPTION (3/2/98) Aristata Equity Fund 26.21% (0.26)% 2.27% 4.08% S&P 500 Index 22.88% (2.36)% (2.28)% 2.34% Value Line Composite Index 37.04% (1.20)% (2.63)% (2.92)% Lipper Multi-Cap Value Fund Index 29.14% 2.66% 3.51% 4.37% </Table> THE TOTAL RETURN FIGURES REPRESENT PAST PERFORMANCE AND ARE NOT INDICATIVE OF FUTURE RESULTS. CURRENT PERFORMANCE MAY BE HIGHER OR LOWER THAN PERFORMANCE DATA QUOTED. INVESTMENT RETURN AND PRINCIPAL VALUE OF AN INVESTMENT WILL FLUCTUATE SO THAT AN INVESTOR'S SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. TOTAL RETURN FIGURES ARE NET OF ALL FUND EXPENSES AND REFLECT ALL FEE WAIVERS. WITHOUT THESE FEE WAIVERS, TOTAL RETURN WOULD HAVE BEEN LOWER. TO OBTAIN MOST RECENT MONTH-END PERFORMANCE CALL TOLL-FREE 1-800-644-8595. THE GRAPH AND PERFORMANCE TABLE DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON FUND DISTRIBUTIONS OR THE REDEMPTION OF SHARES. 6 <Page> ARISTATA QUALITY BOND FUND AND ARISTATA COLORADO QUALITY TAX-EXEMPT FUND PERFORMANCE The Aristata Quality Bond Fund's total return for the year ending April 30, 2004 was -0.21%. The Lehman Brothers Government/Credit Bond Index and the Lehman Brothers Intermediate Government/Credit Bond Index registered returns of 1.81% and 2.03% for the same period, respectively. As of April 30, net assets of the Aristata Quality Bond Fund were $11.5 million. The Aristata Colorado Quality Tax-Exempt Fund had net assets of $11.2 million for the same ending period, while its 12 month total return was 0.68%. Comparable returns for the Lipper Municipal Intermediate Bond Fund Index and the Lehman Brothers Municipal Index were 1.71% and 2.68%, respectively. FIXED INCOME MARKET REVIEW While the U.S. economic recovery has advanced at a solid pace, the short-term Federal Funds interest rate has remained near a 40-year low of 1%. It is not surprising, with short rates at multi-decade lows, that the debate is intensifying on the future direction of interest rates and volatility has become widespread in the bond markets. On one hand, renewed fears of terrorism and unrest in Iraq have led to a flight-to-quality and greater demand for U.S. Treasury bonds. On the other hand, U.S. Treasury bonds have declined considerably as greater than expected payroll jobs were reportedly added in March and April. Yields on Colorado municipal securities remain relatively attractive as they have not declined as much as taxable U.S. treasuries. Previously, weak employment growth had been a major issue in this economic expansion, yet signs are now surfacing of employment gaining momentum. The most recent Federal Reserve's statement has noted that while inflation remains low, the current accommodative monetary policy can be removed at a measured pace moving forward, while still providing support for continued economic activity. 7 <Page> PORTFOLIO UPDATE ARISTATA QUALITY BOND FUND For the annual period under review, long-term 10 year Treasury yields have fluctuated between yields of 3.11% and 4.60%. Despite volatility in the bond markets, several areas have offered opportunities. Corporate bonds have offered compelling value as corporations improve their balance sheets and regain their profitability. Our fixed income strategy continues to emphasize the 5-year to 15-year maturity range. This strategy allows the Fund to capture a good portion of income from the yield curve, (difference between short and long maturities), while still limiting the risk of extending maturities. The Aristata Quality Bond Fund holds 59% in investment-grade corporate bonds and 35% in U.S. Government and agency obligations. The Fund's average maturity on April 30 was 8.1 years. [CHART] ARISTATA QUALITY BOND FUND SECTOR PROFILE as of April 30, 2004* <Table> U.S. Government & Agency Obligations 34.8% Communications 3.3% Financial 19.2% Industrial 36.0% Short-Term Investments 5.7% </Table> *Other Assets in Excess of Liabilities 1.0% [CHART] ARISTATA QUALITY BOND FUND QUALITY PROFILE (3) as of April 30, 2004 <Table> Aaa 38.5% Aa 13.5% A 44.2% Baa 3.8% </Table> 8 <Page> COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN THE ARISTATA QUALITY BOND FUND, THE LEHMAN BROTHERS GOVERNMENT/CREDIT BOND INDEX, THE LEHMAN BROTHERS INTERMEDIATE GOVERNMENT/CREDIT BOND INDEX AND THE LIPPER CORPORATE DEBT FUNDS A RATED INDEX. [CHART] <Table> <Caption> ARISTATA QUALITY BOND LEHMAN BROTHERS LEHMAN BROTHERS INTERMEDIATE FUND GOV'T/CREDIT GOV'T/CREDIT BOND INDEX LIPPER CORP. "A" RATED BOND INDEX* 3/2/1998 10000 10000 10000 10000 10030 10031 10032 10037.4 10069 10081 10082 10083.5 10158 10189 10156 10192.7 10218 10293 10221 10283.2 10251 10301 10256 10285 10400 10502 10418 10376.7 10636 10802 10679 10608.5 10585 10726 10669 10474.5 10602 10790 10667 10588.3 10641 10816 10710 10622.7 10687 10893 10769 10712.7 10537 10633 10610 10475.1 10599 10687 10690 10543.8 4/30/1999 10622 10713 10723 10578.4 10542 10603 10641 10458.2 10519 10570 10648 10407.2 10508 10541 10639 10360.6 10495 10532 10647 10332.1 10603 10627 10746 10430.7 10613 10655 10774 10446.6 10611 10648 10787 10453.8 10569 10583 10751 10406.2 10507 10580 10712 10383.7 10597 10712 10799 10493.6 10702 10867 10912 10636 4/30/2000 10652 10813 10887 10549.2 10663 10804 10904 10508.5 10862 11024 11096 10742.7 10916 11141 11180 10833.8 11044 11298 11312 10977.8 11139 11341 11415 11038.6 11149 11412 11468 11085 11303 11607 11624 11248.8 11483 11836 11838 11479.1 11647 12035 12032 11692.7 11779 12159 12146 11798.3 11863 12215 12239 11840.1 4/30/2001 11859 12123 12208 11773.1 11916 12194 12276 11850.6 11951 12252 12321 11898.5 12142 12557 12578 12168.6 12241 12718 12703 12305.9 12410 12835 12889 12353.8 12556 13161 13103 12620.1 12481 12945 12972 12467 12425 12843 12901 12373.3 12481 12936 12968 12459.9 12538 13046 13070 12552.6 12366 12782 12871 12352 4/30/2002 12552 13030 13084 12571.3 12664 13151 13216 12667 12808 13263 13330 12721.5 12973 13422 13487 12797.6 13113 13722 13688 13032.2 13299 14017 13933 13234.1 13287 13883 13879 13101.2 13210 13890 13865 13147.7 13466 14258 14167 13433.6 13451 14258 14165 13462.3 13625 14512 14365 13658.5 13587 14493 14380 13648.5 4/30/2003 13673 14648 14489 13801.1 13921 15064 14780 14089 13883 15004 14770 14057 13378 14375 14368 13575 13427 14470 14402 13665 13794 14928 14767 14039 13635 14739 14628 13922 13638 14779 14649 13970 13743 14925 14776 14108 13832 15061 14874 14226 13976 15245 15025 14362 14093 15385 15142 14472 4/30/2004 13643 14912 14784 14117 </Table> *FUND BENCHMARK INDEX PERFORMANCE AS OF APRIL 30, 2004 <Table> <Caption> AVERAGE ANNUAL TOTAL RETURN (1) 1 YEAR 3 YEAR 5 YEAR SINCE INCEPTION (3/2/98) Aristata Quality Bond Fund (0.21)% 4.78% 5.13% 5.17% Lehman Bros. Gov't/Credit Bond Index 1.81% 7.15% 6.84% 6.69% Lehman Bros. Intermediate Gov't/Credit Bond Index 2.03% 6.59% 6.63% 6.54% Lipper Corporate Debt Funds A Rated Index 2.29% 6.24% 5.94% 5.75% </Table> THE TOTAL RETURN FIGURES REPRESENT PAST PERFORMANCE AND ARE NOT INDICATIVE OF FUTURE RESULTS. CURRENT PERFORMANCE MAY BE HIGHER OR LOWER THAN PERFORMANCE DATA QUOTED. INVESTMENT RETURN AND PRINCIPAL VALUE OF AN INVESTMENT WILL FLUCTUATE SO THAT AN INVESTOR'S SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. TOTAL RETURN FIGURES ARE NET OF ALL FUND EXPENSES AND REFLECT ALL FEE WAIVERS. WITHOUT THESE FEE WAIVERS, TOTAL RETURN WOULD HAVE BEEN LOWER. TO OBTAIN MOST RECENT MONTH-END PERFORMANCE CALL TOLL-FREE 1-800-644-8595. THE GRAPH AND PERFORMANCE TABLE DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON FUND DISTRIBUTIONS OR THE REDEMPTION OF SHARES. 9 <Page> PORTFOLIO UPDATE ARISTATA COLORADO QUALITY TAX-EXEMPT FUND The Aristata Colorado Quality Tax-Exempt portfolio continues to emphasize high quality municipal issues with 81.1% of the holdings AAA rated. The Fund continues to evaluate new issues as they come to market. Several Colorado municipals have been issued, some of which have included financing for the state's highway and road improvements. The Fund maintains a broad mix of diversified sector holdings. The Fund's average maturity on April 30 was 9.4 years. Our fixed income strategy remains focused on providing tax-exempt income to our shareholders while maintaining a balanced portfolio of investment-grade securities. [CHART] ARISTATA COLORADO QUALITY TAX-EXEMPT FUND SECTOR PROFILE as of April 30, 2004* <Table> Prerefunded Bonds 7.5% General Obligation Bonds 26.7% Revenue Bonds 61.0% </Table> *Other Assets in Excess of Liabilities 4.8% [CHART] ARISTATA COLORADO QUALITY TAX-EXEMPT FUND QUALITY PROFILE (3) as of April 30, 2004 <Table> Aaa 81.1% Aa 15.1% A 3.8% </Table> 10 <Page> COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN THE ARISTATA COLORADO QUALITY TAX-EXEMPT FUND, THE LIPPER MUNICIPAL INTERMEDIATE BOND FUND INDEX, THE LEHMAN BROTHERS MUNICIPAL BOND INDEX, AND THE LIPPER COLORADO MUNICIPAL FUND AVERAGE. [CHART] <Table> <Caption> ARISTATA COLORADO QUALITY LEHMAN BROTHERS LIPPER MUNICIPAL LIPPER COLORADO MUNICIPAL TAX-EXEMPT FUND MUNICIPAL BOND INTERMEDIATE BOND FUND INDEX* FUND AVERAGE INDEX 3/2/1998 10000 10000 10000 10000 10061 10009 10007 10004 10022 9976 9960 9942 10154 10121 10094 10098 10176 10161 10128 10132 10200 10186 10151 10153 10330 10344 10298 10303 10423 10473 10409 10426 10446 10473 10413 10401 10455 10510 10435 10441 10494 10536 10469 10458 10605 10662 10586 10565 10563 10615 10530 10503 10551 10630 10527 10502 4/30/1999 10564 10656 10556 10527 10517 10594 10493 10456 10410 10442 10350 10281 10464 10480 10399 10301 10440 10396 10352 10181 10460 10400 10357 10148 10415 10288 10284 10008 10478 10397 10372 10087 10446 10319 10325 9990 10418 10274 10279 9906 10506 10394 10358 10039 10620 10621 10507 10251 4/30/2000 10582 10559 10462 10190 10546 10504 10419 10118 10752 10782 10634 10374 10839 10932 10755 10512 10940 11100 10888 10665 10916 11042 10856 10607 10993 11163 10947 10717 11049 11248 10999 10788 11224 11525 11220 11071 11349 11640 11350 11129 11381 11677 11386 11181 11438 11782 11474 11266 4/30/2001 11374 11655 11370 11122 11479 11781 11487 11247 11549 11859 11558 11343 11641 12035 11698 11525 11786 12234 11875 11737 11794 12192 11858 11672 11887 12337 11972 11789 11810 12233 11848 11690 11728 12117 11758 11592 11893 12327 11929 11751 12010 12476 12063 11882 11820 12231 11844 11662 4/30/2002 12013 12470 12074 11863 12097 12546 12139 11931 12214 12679 12263 12049 12334 12842 12405 12202 12432 12996 12519 12324 12625 13281 12737 12584 12488 13061 12544 12341 12439 13006 12493 12287 12670 13280 12740 12552 12644 13247 12694 12492 12810 13433 12870 12668 12804 13441 12866 12668 4/30/2003 12877 13529 12948 12778 13144 13846 13211 13047 13062 13786 13150 12960 12645 13304 12752 12501 12708 13404 12847 12607 13044 13798 13176 12953 12951 13729 13112 12896 13024 13872 13218 13029 13101 13987 13296 13131 13151 14066 13346 13191 13308 14279 13533 13405 13236 14229 13450 13325 4/30/2004 12964 13892 13169 13016 </Table> *FUND BENCHMARK INDEX PERFORMANCE AS OF APRIL 30, 2004 <Table> <Caption> AVERAGE ANNUAL TOTAL RETURN (1) 1 YEAR 3 YEAR 5 YEAR SINCE INCEPTION (3/2/98) Aristata Colorado Quality Tax-Exempt Fund 0.68% 4.45% 4.18% 4.30% Lehman Brothers Municipal Bond Index 2.68% 6.03% 5.45% 5.47% Lipper Municipal Intermediate Bond Fund Index 1.71% 5.02% 4.52% 4.57% Lipper Colorado Municipal Fund Average 1.86% 5.38% 4.34% 4.37% </Table> THE TOTAL RETURN FIGURES REPRESENT PAST PERFORMANCE AND ARE NOT INDICATIVE OF FUTURE RESULTS. CURRENT PERFORMANCE MAY BE HIGHER OR LOWER THAN PERFORMANCE DATA QUOTED. INVESTMENT RETURN AND PRINCIPAL VALUE OF AN INVESTMENT WILL FLUCTUATE SO THAT AN INVESTOR'S SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. TOTAL RETURN FIGURES ARE NET OF ALL FUND EXPENSES AND REFLECT ALL FEE WAIVERS. WITHOUT THESE FEE WAIVERS, TOTAL RETURN WOULD HAVE BEEN LOWER. TO OBTAIN MOST RECENT MONTH-END PERFORMANCE CALL TOLL-FREE 1-800-644-8595. THE GRAPH AND PERFORMANCE TABLE DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON FUND DISTRIBUTIONS OR THE REDEMPTION OF SHARES. NOTES TO FUND REVIEW (1) TOTAL RETURN IS THE CHANGE IN THE VALUE OF AN INVESTMENT IN THE FUND AFTER REINVESTING ALL INCOME AND CAPITAL GAINS. IT IS CALCULATED BY DIVIDING THE CHANGE IN TOTAL INVESTMENT VALUE BY THE INITIAL VALUE OF THE INVESTMENT. THE INCEPTION DATE OF EACH FUND IS MARCH 2, 1998. (2) THE FIFTEEN LARGEST HOLDINGS ARE PRESENTED TO ILLUSTRATE EXAMPLES OF THE EQUITY SECURITIES THAT THE FUND HOLDS AT 4/30/04, AND MAY NOT BE REPRESENTATIVE OF THE FUND'S CURRENT OR FUTURE INVESTMENTS. (3) QUALITY PROFILE BASED ON EACH SECURITY'S RATING FROM MOODY'S. FOR THOSE RATINGS NOT AVAILABLE FROM MOODY'S, S&P RATINGS WERE USED. THE VIEWS EXPRESSED IN THIS ADVISER UPDATE REFLECT THE ADVISER'S VIEW ONLY THROUGH 4/30/04. THE ADVISER'S VIEWS ARE SUBJECT TO CHANGE AT ANY TIME BASED ON MARKET AND OTHER CONDITIONS. 11 <Page> DEFINITION OF INDICES The LEHMAN BROTHERS GOVERNMENT/CREDIT BOND INDEX and the LEHMAN BROTHERS INTERMEDIATE GOVERNMENT/ CREDIT BOND INDEX are unmanaged indices that are a broad measure of bond performance that reflect the reinvestment of income dividends and capital gain distributions, if any, but do not reflect fees, brokerage commissions, or other expenses of investing. Intermediate indices include bonds with maturities of up to ten years. The LEHMAN BROTHERS MUNICIPAL BOND INDEX is an unmanaged index that is a broad measure of tax-exempt bond performance that reflects the reinvestment of income dividends and capital gain distributions, if any, but does not reflect fees, brokerage commissions, or other expenses of investing. The LIPPER COLORADO MUNICIPAL BOND FUND AVERAGE is the average return of all bond funds tracked by Lipper that limit their assets to those securities exempt from taxation in the state of Colorado. The average return reflects the reinvestment of income dividends and capital gain distributions, if any. The LIPPER CORPORATE DEBT FUNDS A RATED INDEX is an unmanaged index that measures the performance of funds that invest at least 65% of their assets in corporate debt issues rated "A" or better or government issues. The LIPPER MULTI-CAP VALUE FUND INDEX is an unmanaged index of funds, that by portfolio practice, invest in a variety of market capitalization ranges, without concentrating 75% of their equity assets in any one market capitalization range over an extended period of time. Multi-Cap Value funds seek long-term growth of capital by investing in companies that are considered to be undervalued relative to a major unmanaged stock index based on price-to-current earnings, book value, asset value, or other factors. These funds will normally have a below-average price-to-earnings ratio, price-to-book ratio, and three-year earnings growth figure, compared to the U.S. diversified multi-cap funds universe average. The LIPPER MUNICIPAL INTERMEDIATE BOND FUND INDEX is an unmanaged index that measures the performance of intermediate municipal debt funds (i.e. those with dollar-weighted average maturities of 5 to 10 years). The index return reflects the reinvestment of income dividends and capital gain distributions, if any. The NASDAQ COMPOSITE INDEX is an unmanaged market capitalization price-only index that tracks the performance of domestic common stocks traded on the regular NASDAQ market, as well as National Market System traded foreign common stocks and ADRs. The index includes over 5,000 companies with a market capitalization over $2.3 trillion. The STANDARD & POOR'S 500 INDEX (S&P 500) is an unmanaged index containing common stocks of 500 industrial, transportation, utility and financial companies, regarded as generally representative of the U.S. stock market. The return per the total return index reflects the reinvestment of income dividends and capital gain distributions, if any, but does not reflect fees, brokerage commissions, or other expenses of investing. The VALUE LINE COMPOSITE INDEX is an unmanaged equally weighted geometric average composed of approximately 1700 stocks traded on the New York Stock Exchange, American Stock Exchange, and over- the-counter that are tracked by the Value Line Investment Survey. The index return reflects the reinvestment of income dividends and capital gain distributions, if any, but does not reflect fees, brokerage commissions, or other expenses of investing. 12 <Page> REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Trustees and Shareholders of Financial Investors Trust We have audited the accompanying statements of assets and liabilities, including the statements of investments, of the Aristata Equity Fund, Aristata Quality Bond Fund and Aristata Colorado Quality Tax-Exempt Fund of the Financial Investors Trust (the "Trust"), as of April 30, 2004, 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 the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Trust's 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 standards of the Public Company Accounting Oversight Board. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of April 30, 2004, by correspondence with the custodian and brokers. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our 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 Aristata Equity Fund, Aristata Quality Bond Fund and Aristata Colorado Quality Tax-Exempt Fund of Financial Investors Trust as of April 30, 2004, 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 the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. /s/ Deloitte & Touche LLP DELOITTE & TOUCHE LLP Denver, Colorado June 15, 2004 13 <Page> STATEMENTS OF INVESTMENTS - APRIL 30, 2004 ARISTATA EQUITY FUND <Table> <Caption> SHARES VALUE* ------ ------ COMMON STOCKS - 98.46% BASIC MATERIALS - 5.82% AGRICULTURE - 1.59% Archer Daniels Midland Co. 28,300 $ 496,948 ------------ CHEMICAL - 1.51% DU Pont (EI) DE Nemours 11,000 472,450 ------------ PAPER/PACKAGING - 2.72% International Paper Co 11,000 443,520 Wausau-Mosinee Paper Corp. 29,000 406,870 ------------ 850,390 ------------ TOTAL BASIC MATERIALS 1,819,788 ------------ BUILDING/REAL ESTATE - 4.79% BUILDING MATERIALS - 2.07% Vulcan Materials Co. 14,000 647,360 ------------ R.E.I.T./REAL ESTATE - 2.72% Archstone-Smith Trust 15,000 411,450 Duke Realty Corp. 15,000 437,400 ------------ 848,850 ------------ TOTAL BUILDING/REAL ESTATE 1,496,210 ------------ CONSUMER DURABLES - 3.63% HOUSEHOLD GOODS - 3.63% LA-Z-Boy Inc. 21,000 437,640 Leggett & Platt, Inc. 12,000 271,200 Mattel Inc. 25,000 424,000 ------------ 1,132,840 ------------ TOTAL CONSUMER DURABLES 1,132,840 ------------ CONSUMER SERVICES - 1.40% BROADCASTING/ENTERTAINMENT - 1.40% Time Warner Inc.** 26,000 437,320 ------------ TOTAL CONSUMER SERVICES 437,320 ------------ CONSUMER STAPLES - 10.12% FOOD/BEVERAGE - 2.10% Albertson's, Inc. 28,000 654,080 ------------ PACKAGED GOODS - 2.15% Avon Products, Inc. 8,000 $ 672,000 ------------ RETAIL - 4.23% BJ's Wholesale Club, Inc.** 16,000 387,680 Dollar General Corp. 20,000 375,200 Target Corp. 12,900 559,473 ------------ 1,322,353 ------------ TEXTILE/APPAREL - 1.64% Jones Apparel Group 14,000 512,400 ------------ TOTAL CONSUMER STAPLES 3,160,833 ------------ ELECTRIC & GAS UTILITIES - 7.64% ELECTRIC UTILITIES - 4.41% Atmos Energy Corp. 16,000 394,240 Duke Energy Corp. 20,400 429,624 Xcel Energy Inc. 33,190 555,269 ------------ 1,379,133 ------------ GAS UTILITIES - 3.23% Nicor Inc. 13,000 441,870 Questar Corp. 16,000 567,520 ------------ 1,009,390 ------------ TOTAL ELECTRIC & GAS UTILITIES 2,388,523 ------------ ENERGY - 12.98% OIL FIELD SERVICES - 1.78% Transocean Inc.** 20,000 555,400 ------------ OIL & GAS - 9.40% BP PLC ADR 15,780 834,762 Kerr-McGee Corp. 10,000 489,300 Valero Energy 13,500 860,760 Westport Resources Corp.** 22,000 753,060 ------------ 2,937,882 ------------ COAL - 1.80% Peabody Energy Corp. 12,000 562,680 ------------ TOTAL ENERGY 4,055,962 ------------ </Table> 14 <Page> <Table> <Caption> SHARES VALUE* ------ ------ FINANCIAL - 9.82% BANKS/S & L/FINANCE/LEASE - 3.45% Bank Of America Corp. 6,000 $ 482,940 Wachovia Corp. 13,000 594,750 ------------ 1,077,690 ------------ BROKERS/FINANCIAL SERVICES - 3.29% Arthur J. Gallagher & Co. 12,900 415,767 Marsh & McLennan Cos., Inc. 13,600 613,360 ------------ 1,029,127 ------------ INSURANCE - 3.08% Allstate Corp. 14,720 675,648 American International Group 4,000 286,600 ------------ 962,248 ------------ TOTAL FINANCIAL 3,069,065 ------------ HEALTHCARE - 15.91% DRUGS - 11.24% Abbott Laboratories 22,100 972,842 AMGEN, Inc.** 11,000 618,970 Barr Laboritories Inc.** 9,000 372,780 Merck & Co Inc. 14,000 658,000 Mylan Laboratories 16,875 386,606 Schering-Plough Corp. 30,000 501,900 ------------ 3,511,098 ------------ MEDICAL PRODUCTS - 2.99% Cardinal Health, Inc. 8,000 586,000 Lincare Holdings, Inc.** 10,000 347,300 ------------ 933,300 ------------ HEALTHCARE SERVICES - 1.68% Medco Health Solutions Inc.** 14,844 525,478 ------------ TOTAL HEALTHCARE 4,969,876 ------------ INDUSTRIAL PRODUCTS & SERVICES - 12.72% AEROSPACE - 1.64% Boeing Co. 12,000 512,280 ------------ BUSINESS INFO/SERV. - 1.90% Maximus Inc.** 17,000 595,000 ------------ ELECTRICAL PRODUCTS - 2.39% Emerson Electric Co. 12,400 $ 746,728 ------------ INDUSTRIAL COMPONENTS - 6.79% General Electric Company 12,000 359,400 Kennametal, Inc. 16,000 690,560 Robbins & Myers, Inc. 15,000 327,900 Snap On, Inc. 22,000 743,160 ------------ 2,121,020 ------------ TOTAL INDUSTRIAL PRODUCTS & SERVICES 3,975,028 ------------ TECHNOLOGY - 9.46% COMPUTERS/PERIPHERAL - 4.22% Hewlett-Packard Co. 31,100 612,670 International Business Machines Corp. 8,000 705,360 ------------ 1,318,030 ------------ ELECTRONICS - 3.95% Anixter International, Inc.** 20,200 591,860 Flextronics International** 40,000 644,000 ------------ 1,235,860 ------------ SOFTWARE/SYSTEM SUPPORT - 1.29% Electronic Data Systems Corp. 22,000 402,380 ------------ TOTAL TECHNOLOGY 2,956,270 ------------ TELECOMMUNICATIONS - 4.17% COMMUNICATIONS - 4.17% Bellsouth Corp. 24,100 622,021 Verizon Communications, Inc. 18,000 679,320 ------------ 1,301,341 ------------ TOTAL TELECOMMUNICATIONS 1,301,341 ------------ TOTAL COMMON STOCKS (Cost $21,205,680) 30,763,056 ------------ </Table> 15 <Page> <Table> <Caption> SHARES VALUE* ------ ------ SHORT-TERM INVESTMENTS - 1.60% MUTUAL FUNDS - 1.60% Fifth Third C/P Fund *** 500,046 $ 500,046 ------------ TOTAL SHORT-TERM INVESTMENTS (Cost $500,046) 500,046 ------------ TOTAL INVESTMENTS (Cost $21,705,726) 100.06% 31,263,102 Liabilities in Excess of Other Assets -0.06% (18,813) ------ ------------ NET ASSETS 100.00% $ 31,244,289 ====== ============ </Table> * SEE NOTE 1 TO FINANCIAL STATEMENTS. ** DENOTES NON-INCOME PRODUCING SECURITY. *** RELATED PARTY ADR - AMERICAN DEPOSITARY RECEIPT ARISTATA QUALITY BOND FUND <Table> <Caption> DUE BOND RATING** PRINCIPAL DATE COUPON MOODY'S/S&P AMOUNT VALUE* - ---- ------ ----------- ------ ------ U.S. GOVERNMENT & AGENCY OBLIGATIONS - 34.82% U.S. TREASURY NOTES - 14.17% 07/15/06 7.000% Aaa/AAA $ 650,000 $ 713,147 08/15/11 5.000% Aaa/AAA 690,000 725,686 05/15/13 3.625% Aaa/AAA 200,000 188,782 ------------ 1,627,615 ------------ U.S. TREASURY BONDS - 3.68% 05/15/10 10.000% Aaa/AAA 390,000 422,571 ------------ FEDERAL HOME LOAN BANK - 11.64% 06/11/18 5.000% Aaa/AAA 125,000 119,436 08/19/09 7.050% Aaa/AAA 120,000 121,995 01/12/10 7.155% Aaa/AAA 120,000 124,512 11/18/13 5.125% Aaa/AAA 75,000 74,915 02/09/15 8.000% Aaa/AAA 100,000 105,057 01/24/18 5.740% Aaa/AAA 125,000 125,138 05/09/18 5.350% Aaa/AAA 125,000 122,370 06/04/18 5.150% Aaa/AAA 100,000 96,538 08/08/18 5.500% Aaa/AAA 150,000 148,083 03/04/19 5.750% Aaa/NR 300,000 299,441 ------------ 1,337,485 ------------ FEDERAL NATIONAL MORTGAGE ASSOCIATION - 5.33% 03/10/16 8.200% Aaa/AAA 55,000 70,456 12/28/16 6.780% Aaa/AAA 70,000 75,269 04/24/17 6.500% Aaa/AAA 70,000 74,707 11/07/17 5.750% Aaa/AAA 200,000 200,666 06/04/18 5.000% Aaa/AAA 200,000 191,349 ------------ 612,447 ------------ TOTAL U.S. GOVERNMENT & AGENCY OBLIGATIONS (Cost $3,838,062) 4,000,118 ------------ CORPORATE BONDS - 58.40% COMMUNICATIONS - 3.26% Bellsouth Corp. 10/15/11 6.000% A1/A+ 120,000 128,178 SBC Communications Inc. 03/15/11 6.250% A1/A+ 120,000 129,654 Verizon Global 06/01/13 4.375% A2/A+ 125,000 116,445 ------------ 374,277 ------------ TOTAL COMMUNICATIONS 374,277 ------------ </Table> 16 <Page> <Table> <Caption> DUE BOND RATING** PRINCIPAL DATE COUPON MOODY'S/S&P AMOUNT VALUE* - ---- ------ ----------- ------ ------ FINANCIAL - 19.17% AUTOMOBILE - 1.68% Toyota Motor Credit 12/15/08 5.500% Aa1/AAA $ 180,000 $ 193,574 ------------ BANKS/S & L/FINANCE/LEASE - 5.51% National City Corp. 05/15/19 6.875% A2/A 280,000 315,640 Wells Fargo & Co. 11/15/14 5.000% Aa2/A+ 325,000 317,549 ------------ 633,189 ------------ BROKERS/FINANCIAL SERVICES - 11.98% Bear Stearns Co. 03/01/07 7.000% A1/A 120,000 131,891 Bear Stearns Co. 07/02/18 4.650% A1/A 140,000 125,184 Charles Schwab Corp. 03/01/10 8.050% A3/A- 210,000 240,745 Goldman Sachs Group Inc. 01/15/11 6.875% Aa3/A+ 120,000 133,704 Merrill Lynch & Co. 04/27/08 7.000% Aa3/A+ 330,000 368,272 Morgan Stanley Dean Witter & Co. 01/15/07 8.330% Aa3/A+ 230,000 259,199 Morgan Stanley Dean Witter & Co. 04/01/14 4.750% A1/A 125,000 117,012 ------------ 1,376,007 ------------ TOTAL FINANCIAL 2,202,770 ------------ INDUSTRIAL - 35.97% AEROSPACE - 3.19% General Dynamics Corp. 05/15/13 4.25% A2/A 125,000 117,517 United Technologies Corp. 05/15/12 6.100% A2/A 230,000 248,377 ------------ 365,894 ------------ CHEMICALS - 3.27% Dow Chemical Co. 02/01/11 6.125% A3/A- 350,000 375,587 ------------ COMPUTER/PERIPHERAL - 1.74% Hewlett Packard Co. 06/15/05 7.150% A2/A- $ 190,000 $ 200,288 ------------ DRUGS - 3.05% Eli Lilly & Co. 03/15/12 6.000% Aa3/AA 100,000 108,467 Pfizer Inc. 02/15/14 4.500% Aaa/AAA 250,000 241,623 ------------ 350,090 ------------ FOOD/BEVERAGE - 7.24% Albertson's, Inc. 08/01/09 6.950% Baa2/BBB 70,000 77,426 Anheuser Busch Co. 01/15/14 4.950% A1/A+ 175,000 173,725 Anheuser Busch Co. 10/15/16 5.050% A1/A+ 150,000 146,543 Campbell Soup Co. 12/03/12 5.000% A3/A 150,000 150,461 Coca-Cola Enterprises Inc. 08/15/11 6.125% A2/A+ 140,000 151,984 Sara Lee Corp. 09/15/11 6.250% A3/A+ 120,000 131,568 ------------ 831,707 ------------ HOUSEHOLD GOODS - 3.25% Kimberly Clark Corp. 02/15/12 5.625% Aa2/AA- 350,000 372,814 ------------ MEDICAL PRODUCTS - 1.99% Cardinal Health Inc. 06/15/15 4.000% A2/A 255,000 228,510 ------------ METALS - 2.72% Alcan Aluminum Ltd. 11/01/08 6.250% Baa1/A- 290,000 312,800 ------------ PACKAGED GOODS - 4.16% Fortune Brands, Inc. 04/01/08 6.250% A2/A 230,000 250,294 Estee Lauder Inc. 01/15/12 6.000% A1/A+ 210,000 227,860 ------------ 478,154 ------------ </Table> 17 <Page> <Table> <Caption> DUE BOND RATING** PRINCIPAL DATE COUPON MOODY'S/S&P AMOUNT VALUE* - ---- ------ ----------- ------ ------ RESTAURANTS - 4.25% McDonalds Corp. 04/15/11 6.000% A2/A $ 190,000 $ 203,975 09/30/16 5.000% A2/A 300,000 284,328 ------------ 488,303 ------------ RETAIL - 1.11% Target Corp. 03/01/12 5.875% A2/A+ 120,000 128,005 ------------ TOTAL INDUSTRIAL 4,132,152 ------------ TOTAL CORPORATE BONDS 6,709,199 (Cost $6,417,340) ------------ <Caption> SHARES ------ SHORT-TERM INVESTMENTS - 5.75% MUTUAL FUNDS - 5.75% Fifth Third C/P Fund *** 200,000 200,000 Fifth Third Treasury Fund *** 460,219 460,219 ------------ TOTAL SHORT-TERM INVESTMENTS 660,219 (Cost $660,219) ------------ TOTAL INVESTMENTS 98.97% 11,369,536 (Cost $10,915,621) Other Assets in Excess 1.03% 118,541 of Liabilities --------- ------------ NET ASSETS 100.00% $ 11,488,077 ========= ============ </Table> * See note 1 to financial statements. ** Ratings - The Moody's and S&P ratings are believed to be the most recent ratings at April 30, 2004. Ratings are not covered by the Report of Independent Auditors. *** Related Party ARISTATA COLORADO QUALITY TAX-EXEMPT FUND <Table> <Caption> DUE BOND RATING** PRINCIPAL DATE COUPON MOODY'S/S&P AMOUNT VALUE* - ---- ------ ----------- ------ ------ COLORADO MUNICIPAL OBLIGATIONS - 95.26% PREREFUNDED - 7.53% Adams County School District #12, FGIC 12/15/09 5.250% Aaa/AAA $ 500,000 $ 556,160 Colo Department of Transportation, AMBAC 06/15/15 5.700% Aaa/AAA 250,000 285,613 ------------ TOTAL PREREFUNDED 841,773 (Cost $747,770) ------------ GENERAL OBLIGATION BONDS - 26.70% Adams County School District #50 12/01/10 5.250% A1/AA- 500,000 541,845 Arapahoe County School District #5, FSA 12/15/22 4.125% Aaa/AAA 100,000 91,500 Basalt Colorado Sanitation District, AMBAC 12/01/18 5.000% Aaa/NR 125,000 129,789 Boulder County Open Space 06/15/08 5.100% NR/AA 200,000 212,820 Boulder Valley School District #Re-2, FGIC 12/01/13 5.000% Aaa/AAA 150,000 158,971 City of Aspen Series B 5.000% Aa3/NR 175,000 179,275 12/01/20 Clear Creek County School District #Re-1, FSA 12/01/13 4.300% NR/AAA 125,000 128,454 Denver Colorado City & County 08/01/14 5.000% Aa1/AA+ 100,000 105,399 El Paso County School District #20, FGIC 12/15/07 3.750% Aaa/AAA 150,000 157,120 Garfield County School District, FSA 12/01/15 4.300% Aaa/NR 125,000 125,911 Parker Colorado Property District 1, AMBAC 12/01/12 4.550% Aaa/AAA 175,000 182,658 </Table> 18 <Page> <Table> <Caption> DUE BOND RATING** PRINCIPAL DATE COUPON MOODY'S/S&P AMOUNT VALUE* - ---- ------ ----------- ------ ------ GENERAL OBLIGATION BONDS (CONTINUED) Pitkin County School District 1, FGIC 12/01/20 5.000% Aaa/AAA $ 150,000 $ 154,382 San Miguel County School District #R-1, MBIA 12/01/06 5.200% Aaa/AAA 250,000 270,545 Thornton, FSA 12/01/07 5.150% Aaa/AAA 500,000 547,330 ------------ TOTAL GENERAL OBLIGATION BONDS 2,985,999 (Cost $2,814,633) ------------ REVENUE BONDS - 61.03% EDUCATION - 9.49% Colorado EDL & Cultural 12/01/16 6.000% NR/AA 125,000 140,237 Colorado EDL & Cultural, AMBAC 06/01/20 5.000% Aaa/AAA 200,000 205,500 12/01/21 5.000% Aaa/NR 150,000 153,414 Colorado School of Mines, AMBAC 12/01/30 5.000% Aaa/AAA 100,000 99,967 University of Colorado Certificates of Participation, AMBAC 06/01/23 5.000% Aaa/AAA 150,000 152,103 University of Colorado Enterprise System Revenue Series A 06/01/16 5.100% Aa3/AA- 150,000 158,465 University of Colorado Enterprise System Revenue Series B, FGIC 06/01/24 5.000% Aaa/AAA 150,000 151,223 ------------ 1,060,909 ------------ FINANCE - 8.42% Aspen Colorado Sales Tax 11/01/10 5.000% NR/A 120,000 127,780 Boulder Colorado Sales Tax, AMBAC 08/15/13 5.150% Aaa/AAA 100,000 107,011 Delta CO Sales & Use Tax, FSA 12/01/11 4.000% Aaa/NR 100,000 102,838 Durango Colorado Sales & Use Tax, FGIC 12/01/16 5.500% Aaa/AAA 200,000 219,198 Jefferson County Open Space, FGIC 11/01/19 5.000% Aaa/AAA $ 100,000 $ 103,265 Larimar County Courts Cetificate, FSA 12/15/11 3.800% Aaa/AAA 150,000 152,290 Pitkin County Sales Tax, FSA 12/01/11 4.000% Aaa/AAA 125,000 128,548 ------------ 940,930 ------------ HOSPITAL - 2.14% University of Colorado Hospital Authority, AMBAC 11/15/09 5.000% Aaa/NR 220,000 239,283 ------------ MISCELLANEOUS-OTHER - 6.63% Boulder County CO (Atmospheric Research), AMBAC 09/01/15 4.000% Aaa/AAA 120,000 117,912 Boulder County CO (Atmospheric Research), MBIA 09/01/22 5.000% Aaa/AAA 200,000 203,418 Boulder County CO Open Space, MBIA 07/15/14 4.000% Aaa/AAA 100,000 99,456 Douglas County Sales & Use Tax, MBIA 10/15/07 Aaa/AAA 300,000 320,916 ------------ 741,702 ------------ POWER - 2.96% Adams County Pollution Control, MBIA 04/01/08 5.625% Aaa/AAA 175,000 175,432 Pueblo County Pollution Control, AMBAC 01/01/19 5.100% Aaa/AAA 150,000 155,367 ------------ 330,799 ------------ TRANSPORTATION - 7.39% Arapahoe County Highway E-470, MBIA 08/31/05 5.150% Aaa/AAA 250,000 262,742 Colorado Department of Transportation, MBIA 06/15/09 4.200% Aaa/AAA 225,000 236,981 Denver City & County Airport, MBIA 11/15/16 5.750% Aaa/AAA 300,000 327,096 ------------ 826,819 ------------ WATER/SEWER - 24.00% Boulder Colorado Water & Sewer 12/01/12 5.300% Aa2/AA+ 125,000 136,185 </Table> 19 <Page> <Table> <Caption> DUE BOND RATING** PRINCIPAL DATE COUPON MOODY'S/S&P AMOUNT VALUE* - ---- ------ ----------- ------ ------ REVENUE BONDS (CONTINUED) WATER/SEWER (CONTINUED) Broomfield CO Water Activity, MBIA 12/01/22 4.750% Aaa/AAA $ 125,000 $ 125,014 Colorado Springs Utility 11/15/21 5.000% Aa2/AA 245,000 251,652 Colorado Water Reservoir & Power Development Authority 09/01/07 5.250% Aaa/AAA 250,000 273,115 East Cherry Creek Water & Sanitation, MBIA 11/15/17 4.600% Aaa/AAA 250,000 254,455 Fort Collins Storm Drainage, AMBAC 12/01/20 4.875% Aaa/AAA 250,000 255,392 Fountain Valley Authority Water Treatment 12/01/07 5.200% Aa2/AA 400,000 422,168 Golden CO Water & Waste, FSA 11/15/22 4.950% Aaa/NR 150,000 152,317 Greeley CO Water Reservoir, AMBAC 08/01/19 Aaa/AAA 250,000 233,667 Little Thompson Water District, MBIA 12/01/18 5.800% Aaa/NR 150,000 169,062 Pagosa Area Water & Sanitation, MBIA 12/01/14 4.000% Aaa/AAA 150,000 149,169 Pleasant View Water and Sanitation District, MBIA 12/01/13 4.350% Aaa/AAA 125,000 128,498 Pueblo Colorado Board Waterworks, FSA 11/01/09 5.250% Aaa/AAA 120,000 132,844 ------------ 2,683,538 ------------ TOTAL REVENUE BONDS 6,823,980 (Cost $6,520,690) ------------ TOTAL COLORADO MUNICIPAL OBLIGATIONS (Cost $10,083,093) 10,651,752 ------------ TOTAL INVESTMENTS 95.26% 10,651,752 (Cost $10,083,093) Other Assets in Excess of Liabilities 4.74% 529,774 ------ ------------ NET ASSETS 100.00% $ 11,181,526 ====== ============ </Table> *See note 1 to financial statements. **Ratings - The Moody's and S&P ratings are believed to be the most recent ratings at April 30, 2004. Ratings are not covered by the Report of Independent Auditors. ***The Aristata Colorado Quality Tax-Exempt Fund had the following insurance concentration greater than 10% at April 30, 2004 (as a percentage of net assets): <Table> MBIA 24.35% AMBAC 20.73% FSA 13.97% FGIC 13.42% </Table> 20 <Page> STATEMENTS OF ASSETS AND LIABILITIES - APRIL 30, 2004 <Table> <Caption> COLORADO QUALITY EQUITY QUALITY BOND TAX-EXEMPT ------------------------------------------------------- ASSETS: Investments, at value (Cost - see below) $ 31,263,102 $ 11,369,536 $ 10,651,752 Cash 1 0 337,701 Dividends receivable 36,747 0 0 Interest receivable 241 176,431 188,138 Receivable for portfolio shares sold 11,056 3,612 1,000 Receivable for investments sold 0 0 130,658 Prepaid and other assets 4,964 3,799 0 ------------------------------------------------------- Total assets 31,316,111 11,553,378 11,309,249 ------------------------------------------------------- LIABILITIES: Payable for portfolio shares redeemed 7,500 7,500 67,000 Accrued investment advisory fee 23,593 5,128 5,055 Accrued administration fee 12,785 6,227 3,604 Dividends payable 0 11,780 27,458 Other payables 27,944 34,666 24,606 ------------------------------------------------------- Total Liabilities 71,822 65,301 127,723 ------------------------------------------------------- NET ASSETS $ 31,244,289 $ 11,488,077 $ 11,181,526 ======================================================= COST OF INVESTMENTS $ 21,705,726 $ 10,915,621 $ 10,083,093 COMPOSITION OF NET ASSETS: Paid in capital $ 20,217,217 $ 11,414,012 $ 10,479,745 Undistributed net investment income 0 62,714 39,316 Accumulated net realized gain (loss) on investments 1,469,696 (442,564) 93,806 Net unrealized appreciation in value of investments 9,557,376 453,915 568,659 ------------------------------------------------------- NET ASSETS $ 31,244,289 $ 11,488,077 $ 11,181,526 ======================================================= NET ASSET VALUE PER SHARE: Net Assets $ 31,244,289 $ 11,488,077 $ 11,181,526 Shares of beneficial interest outstanding of no par value, unlimited shares authorized 3,853,637 1,207,358 1,167,932 Net asset value and redemption price per share $ 8.11 $ 9.52 $ 9.57 </Table> See notes to financial statements. 21 <Page> STATEMENTS OF OPERATIONS - FOR THE YEAR ENDED APRIL 30, 2004 <Table> <Caption> COLORADO QUALITY EQUITY QUALITY BOND TAX-EXEMPT ------------------------------------------------------- INVESTMENT INCOME: Interest $ 5,170 $ 778,162 $ 587,498 Dividends 632,283 0 0 ------------------------------------------------------- Total Income 637,453 778,162 587,498 ------------------------------------------------------- EXPENSES: Investment advisory fee (Note 4) 249,626 70,997 65,452 Administration fee (Note 4) 150,821 75,410 45,246 Legal 1,840 4,340 1,395 Printing 10,365 4,954 5,361 Registration 9,576 8,458 894 Audit 17,960 21,568 17,787 Custodian 4,336 2,951 3,076 Trustees 1,652 1,003 736 Insurance 896 1,114 748 Other 13,960 17,235 17,200 ------------------------------------------------------- Total Expenses Before Waivers 461,032 208,030 157,895 Expenses waived by administrator (Note 4) (12,391) (7,166) (5,076) ------------------------------------------------------- Net Expenses 448,641 200,864 152,819 ------------------------------------------------------- NET INVESTMENT INCOME 188,812 577,298 434,679 ------------------------------------------------------- Net realized gain on investments 3,100,101 159,533 214,406 Change in net unrealized appreciation/depreciation 3,233,011 (714,693) (547,034) ------------------------------------------------------- Net gain (loss) on investments 6,333,112 (555,160) (332,628) ------------------------------------------------------- NET INCREASE IN NET ASSETS FROM OPERATIONS $ 6,521,924 $ 22,138 $ 102,051 ======================================================= </Table> See notes to financial statements. 22 <Page> STATEMENTS OF CHANGES IN NET ASSETS - EQUITY FUND <Table> <Caption> FOR THE YEAR ENDED FOR THE YEAR ENDED APRIL 30, 2004 APRIL 30, 2003 ---------------------------------------- OPERATIONS: Net investment income $ 188,812 $ 381,997 Net realized gain on investments 3,100,101 4,597,536 Change in unrealized appreciation/depreciation 3,233,011 (18,777,911) ---------------------------------------- Net increase (decrease) in net assets from operations 6,521,924 (13,798,378) ---------------------------------------- DISTRIBUTIONS: From net investment income (202,145) (407,670) From net realized gain 0 (2,115,710) ---------------------------------------- Net decrease in net assets from distributions (202,145) (2,523,380) ---------------------------------------- BENEFICIAL INTEREST TRANSACTIONS (NOTE 2): Proceeds from sale of shares 3,743,726 3,844,850 Reinvested dividends 145,844 2,123,577 Cost of shares redeemed (3,246,190) (33,063,463) ---------------------------------------- Net increase (decrease) in net assets from share transactions 643,380 (27,095,036) ---------------------------------------- NET INCREASE (DECREASE) IN NET ASSETS 6,963,159 (43,416,794) ---------------------------------------- NET ASSETS: Beginning of period 24,281,130 67,697,924 ---------------------------------------- End of period* $ 31,244,289 $ 24,281,130 ======================================== *Includes undistributed net investment income of: $ 0 $ 3,581 </Table> See notes to financial statements. 23 <Page> STATEMENTS OF CHANGES IN NET ASSETS - QUALITY BOND FUND <Table> <Caption> FOR THE YEAR ENDED FOR THE YEAR ENDED APRIL 30, 2004 APRIL 30, 2003 ---------------------------------------- OPERATIONS: Net investment income $ 577,298 $ 1,201,017 Net realized gain on investments 159,533 1,103,817 Change in net unrealized appreciation/depreciation (714,693) 80,383 ---------------------------------------- Net increase in net assets from operations 22,138 2,385,217 ---------------------------------------- DISTRIBUTIONS: From net investment income (577,229) (1,509,224) ---------------------------------------- Net decrease in net assets from distributions (577,229) (1,509,224) ---------------------------------------- BENEFICIAL INTEREST TRANSACTIONS (NOTE 2): Proceeds from sale of shares 2,250,978 3,306,781 Reinvested dividends 412,790 1,067,814 Cost of shares redeemed (7,038,495) (30,655,057) ---------------------------------------- Net decrease in net assets from share transactions (4,374,727) (26,280,462) ---------------------------------------- NET DECREASE IN NET ASSETS (4,929,818) (25,404,469) ---------------------------------------- NET ASSETS: Beginning of period 16,417,895 41,822,364 ---------------------------------------- End of period* $ 11,488,077 $ 16,417,895 ======================================== *Includes (over) undistributed net investment income of: $ 62,714 $ (224,341) </Table> See notes to financial statements. 24 <Page> STATEMENTS OF CHANGES IN NET ASSETS - COLORADO QUALITY TAX-EXEMPT FUND <Table> <Caption> FOR THE YEAR ENDED FOR THE YEAR ENDED APRIL 30, 2004 APRIL 30, 2003 ---------------------------------------- OPERATIONS: Net investment income $ 434,679 $ 546,746 Net realized gain on investments 214,406 8,795 Change in net unrealized appreciation/depreciation (547,034) 418,742 ---------------------------------------- Net increase in net assets from operations 102,051 974,283 ---------------------------------------- DISTRIBUTIONS: From net investment income (434,588) (546,152) From net realized gain (153,389) (6,020) ---------------------------------------- Net decrease in net assets from distributions (587,977) (552,172) ---------------------------------------- BENEFICIAL INTEREST TRANSACTIONS (NOTE 2): Proceeds from sale of shares 216,644 1,634,243 Reinvested dividends 184,159 174,495 Cost of shares redeemed (2,702,159) (1,612,115) ---------------------------------------- Net increase(decrease) in net assets from share transactions (2,301,356) 196,623 ---------------------------------------- NET INCREASE (DECREASE) IN NET ASSETS (2,787,282) 618,734 ---------------------------------------- NET ASSETS: Beginning of period 13,968,808 13,350,074 ---------------------------------------- End of period* $ 11,181,526 $ 13,968,808 ======================================== *Includes undistributed net investment income of: $ 39,316 $ 8,889 </Table> See notes to financial statements. 25 <Page> FINANCIAL HIGHLIGHTS - EQUITY FUND Selected data for a share of beneficial interest outstanding throughout the period indicated: <Table> <Caption> FOR THE YEAR ENDED APRIL 30, 2004 2003 2002 2001 2000 ------------------------------------------------------------ SELECTED PER-SHARE DATA: Net asset value - beginning of period $ 6.47 $ 8.22 $ 9.34 $ 9.34 $ 11.11 ------------------------------------------------------------ Income from investment operations: Net investment income 0.05 0.07 0.10 0.11 0.12 Net realized and unrealized gain (loss) on investments 1.64 (1.49) (0.58) 0.78 (0.01) ------------------------------------------------------------ Total income (loss) from investment operations 1.69 (1.42) (0.48) 0.89 0.11 ------------------------------------------------------------ DISTRIBUTIONS: From net investment income (0.05) (0.07) (0.09) (0.11) (0.12) From net realized gain - (0.26) (0.55) (0.78) (1.76) ------------------------------------------------------------ Total distributions (0.05) (0.33) (0.64) (0.89) (1.88) ------------------------------------------------------------ Net asset value - end of period $ 8.11 $ 6.47 $ 8.22 $ 9.34 $ 9.34 ============================================================ TOTAL RETURN* 26.21% (17.25)% (4.99)% 10.31% 2.23% ============================================================ RATIOS AND SUPPLEMENTAL DATA: Net assets, end of period (000) $ 31,244 $ 24,281 $ 67,698 $ 68,707 $ 73,076 ============================================================ Ratio of expenses to average net assets 1.53% 1.29% 1.05% 1.05% 1.01% ============================================================ Ratio of net investment income to average net assets 0.65% 1.10% 1.10% 1.14% 1.20% ============================================================ Ratio of expenses to average net assets without fee waivers 1.58% 1.47% 1.17% 1.16% 1.09% ============================================================ Ratio of net investment income to average net assets without fee waivers 0.60% 0.92% 0.99% 1.03% 1.12% ============================================================ Portfolio turnover rate 25.83% 17.82% 24.12% 27.47% 16.63% ============================================================ </Table> * Total return would have been lower had various fees not been waived during the period. See notes to financial statements. 26 <Page> FINANCIAL HIGHLIGHTS - QUALITY BOND FUND Selected data for a share of beneficial interest outstanding throughout the period indicated: <Table> <Caption> FOR THE YEAR ENDED APRIL 30, 2004 2003 2002 2001 2000 ------------------------------------------------------------ SELECTED PER-SHARE DATA: Net asset value - beginning of period $ 9.94 $ 9.75 $ 9.75 $ 9.32 $ 9.88 ------------------------------------------------------------ Income from investment operations: Net investment income 0.35 0.51 0.57 0.60 0.59 Net realized and unrealized gain (loss) on investments (0.37) 0.34 (0.01) 0.43 (0.57) ------------------------------------------------------------ Total income (loss) from investment operations (0.02) 0.85 0.56 1.03 0.02 ------------------------------------------------------------ DISTRIBUTIONS: From net investment income (0.40) (0.66) (0.56) (0.60) (0.58) ------------------------------------------------------------ Total distributions (0.40) (0.66) (0.56) (0.60) (0.58) ------------------------------------------------------------ Net asset value - end of period $ 9.52 $ 9.94 $ 9.75 $ 9.75 $ 9.32 ============================================================ TOTAL RETURN* (0.21)% 8.93% 5.85% 11.33% 0.28% ============================================================ RATIOS AND SUPPLEMENTAL DATA: Net assets, end of period (000) $ 11,488 $ 16,418 $ 41,822 $ 42,399 $ 42,408 ============================================================ Ratio of expenses to average net assets 1.42% 0.94% 0.70% 0.70% 0.68% ============================================================ Ratio of net investment income to average net assets 4.09% 5.02% 5.75% 6.25% 6.16% ============================================================ Ratio of expenses to average net assets without fee waivers 1.47% 1.06% 0.77% 0.79% 0.75% ============================================================ Ratio of net investment income to average net assets without fee waivers 4.04% 4.91% 5.67% 6.16% 6.10% ============================================================ Portfolio turnover rate 33.82% 20.41% 32.04% 15.72% 10.06% ============================================================ </Table> * Total return would have been lower had various fees not been waived during the period. See notes to financial statements. 27 <Page> FINANCIAL HIGHLIGHTS - COLORADO QUALITY TAX-EXEMPT FUND Selected data for a share of beneficial interest outstanding throughout the period indicated: <Table> <Caption> FOR THE YEAR ENDED APRIL 30, 2004 2003 2002 2001 2000 ------------------------------------------------------------ SELECTED PER-SHARE DATA: Net asset value - beginning of period $ 9.95 $ 9.65 $ 9.58 $ 9.35 $ 9.89 ------------------------------------------------------------ Income from investment operations: Net investment income 0.33 0.38 0.45 0.46 0.46 Net realized and unrealized gain (loss) on investments (0.26) 0.30 0.08 0.23 (0.45) ------------------------------------------------------------ Total income from investment operations 0.07 0.68 0.53 0.69 0.01 ------------------------------------------------------------ DISTRIBUTIONS: From net investment income (0.33) (0.38) (0.44) (0.46) (0.46) From net realized gain (0.12) - (0.02) - (0.09) ------------------------------------------------------------ Total distributions (0.45) (0.38) (0.46) (0.46) (0.55) ------------------------------------------------------------ Net asset value - end of period $ 9.57 $ 9.95 $ 9.65 $ 9.58 $ 9.35 ============================================================ TOTAL RETURN* 0.68% 7.19% 5.62% 7.50% 0.16% ============================================================ RATIOS AND SUPPLEMENTAL DATA: Net assets, end of period (000) $ 11,182 $ 13,969 $ 13,350 $ 12,725 $ 13,799 ============================================================ Ratio of expenses to average net assets 1.17% 0.86% 0.50% 0.50% 0.48% ============================================================ Ratio of net investment income to average net assets 3.34% 3.86% 4.57% 4.81% 4.85% ============================================================ Ratio of expenses to average net assets without fee waivers and reimbursements 1.21% 1.09% 1.03% 1.04% 0.93% ============================================================ Ratio of net investment income to average net assets without fee waivers and reimbursements 3.30% 3.62% 4.04% 4.27% 4.41% ============================================================ Portfolio turnover rate 10.93% 17.79% 15.91% 9.29% 12.41% ============================================================ </Table> * Total return would have been lower had various fees not been waived during the period. See notes to financial statements. 28 <Page> NOTES TO FINANCIAL STATEMENTS 1. SIGNIFICANT ACCOUNTING POLICIES Financial Investors Trust, a Delaware business trust, is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The financial statements included herein relate to the Trust's Aristata Family of Funds. The Aristata Family of Funds includes the Equity Fund, Quality Bond Fund and Colorado Quality Tax-Exempt Fund. The financial statements of the remaining portfolios of the Trust are presented separately. The following is a summary of significant accounting policies consistently followed by the Funds in the preparation of their financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America. INVESTMENT VALUATION: Securities of the Fund are valued as of the close of regular trading on the New York Stock Exchange, normally 4:00 p.m. (Eastern time), on each trading day. Listed and unlisted securities for which such information is regularly reported are valued at the last sales price of the day or, in the absence of sales, at values based on the average closing bid and asked price. Securities traded on NASDAQ are valued at the NASDAQ Official Closing Price. Securities for which market quotations are not readily available are valued under procedures established by the Board of Trustees to determine fair value in good faith. Short-term securities having a remaining maturity of 60 days or less are valued at amortized cost which approximates market value. FEDERAL INCOME TAXES: It is the Funds' policy to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute all of their taxable income to shareholders. Therefore, no federal income tax provision is required. At April 30, 2004, the Aristata Quality Bond Fund used $159,531 of capital loss carryover in the current period to offset net realized gain and had available for federal income tax purposes unused capital loss carryovers of $274,026 and 168,538 expiring April 30, 2009 and 2010, respectively. The Aristata Equity Fund used $1,262,843 of capital loss carryover in the current period to offset net realized gain for federal income tax purposes. EXPENSES: Most expenses of the Trust can be directly attributed to a Fund. Expenses which cannot be directly attributed are apportioned among all funds in the Trust based on average net assets. DIVIDENDS: The Equity Fund will declare and pay dividends from net investment income, if any, quarterly. Dividends from net investment income are declared daily and paid monthly for the Quality Bond and Colorado Quality Tax-Exempt Funds. Dividends from net realized gains, if any, are declared at least once a year for each of the Funds. Dividends to shareholders are recorded on the ex-dividend date. CLASSIFICATION OF DISTRIBUTIONS TO SHAREHOLDERS: Net investment income (loss) and net realized gain (loss) may differ for financial statement and tax purposes. The character of distributions made during the year from net investment income or net realized gains (losses) may differ from its ultimate characterization for federal income tax purposes. Also, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or realized gain (loss) was recorded by the Fund. The tax character of the distributions paid by the Funds during the last two fiscal years ended April 30, 2004 and 2003, respectively, were as follows: <Table> <Caption> EQUITY QUALITY BOND COLORADO TAX-EXEMPT 2004 2003 2004 2003 2004 2003 --------------------------------------------------------------------------------- DISTRIBUTIONS PAID FROM: Ordinary Income $ 185,272 $ 407,670 $ 577,229 $ 1,509,224 - - Tax-Exempt Income - - - - $ 434,588 $ 546,152 Long-Term Capital Gain 16,873 2,115,710 - - 153,389 6,020 --------------------------------------------------------------------------------- Total $ 202,145 $ 2,523,380 $ 577,229 $ 1,509,224 $ 587,977 $ 552,172 ================================================================================= </Table> 29 <Page> As of April 30, 2004, the components of distributable earnings on a tax basis were as follows: <Table> <Caption> EQUITY QUALITY BOND COLORADO TAX-EXEMPT -------------------------------------------------- Accumulated net investment income (loss) $ 0 $ 5,617 $ 33,290 Accumulated net realized gain (loss) 1,469,696 (442,564) 93,806 Net unrealized appreciation 9,557,376 453,915 568,659 Other cumulative effect of timing differences 0 57,097 6,026 -------------------------------------------------- Total $ 11,027,072 $ 74,065 $ 701,781 ================================================== </Table> The timing differences are the result of differences between book and tax recognition of premium amortization and accretion of discount. For the year ended April 30, 2004, the effect of certain differences was reclassified. Accordingly, amounts have been reclassified on the Aristata Equity Fund to reflect an increase in undistributed net investment income of $9,752 and a decrease in accumulated net realized gain on investment of $9,752. In addition, amounts have been reclassified on the Aristata Quality Bond Fund to reflect an increase in undistributed net investment income of $286,986, an increase in accumulated net realized loss on investments of $12,681, and a decrease in paid in capital of $274,305. These reclassifications are primarily the result of differing book/tax treatment of bond premium and discount income from real estate investment trusts and non-deductible excise taxes paid. OTHER: Investment transactions are accounted for on the date the investments are purchased or sold (trade date). Dividend income is recorded on the ex-dividend date. Interest income, which includes amortization of premium and accretion of discount, is accrued and recorded daily. Realized gains and losses from investment transactions and unrealized appreciation and depreciation of investments are reported on an identified cost basis which is the same basis the Funds use for federal income tax purposes. 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 revenues and expenses during the reporting period. Actual results could differ from these estimates. 2. SHARES OF BENEFICIAL INTEREST On April 30, 2004, there was an unlimited number of no par value shares of beneficial interest authorized for each fund. Transactions in shares of beneficial interest were as follows: <Table> <Caption> COLORADO QUALITY EQUITY FUND QUALITY BOND FUND TAX-EXEMPT FUND -------------------------------------------------------------------------------------------- FOR THE YEAR ENDED APRIL 30, FOR THE YEAR ENDED APRIL 30, FOR THE YEAR ENDED APRIL 30, 2004 2003 2004 2003 2004 2003 -------------------------------------------------------------------------------------------- Shares sold 500,645 561,873 225,752 332,813 21,631 166,288 Shares issued as reinvestment of dividends 19,150 320,954 42,241 107,672 18,767 17,732 Shares redeemed (417,962) (5,369,477) (712,328) (3,079,605) (275,938) (163,977) - ---------------------------------------------------------------------------------------------------------------------------- Net Increase (Decrease) 101,833 (4,486,650) (444,335) (2,639,120) (235,540) 20,043 ============================================================================================================================ </Table> 3. UNREALIZED APPRECIATION AND DEPRECIATION ON INVESTMENTS <Table> <Caption> COLORADO QUALITY EQUITY FUND QUALITY BOND FUND TAX-EXEMPT FUND ----------------------------------------------------- As of April 30, 2004 Gross appreciation (excess of value over tax cost) $ 10,129,656 $ 587,541 $ 595,292 Gross depreciation (excess of tax cost over value) (572,280) (133,626) (26,633) - ---------------------------------------------------------------------------------------- Net unrealized appreciation $ 9,557,376 $ 453,915 $ 568,659 ======================================================================================== Cost of investments for income tax purposes $ 21,705,726 $ 10,915,621 $ 10,083,093 ======================================================================================== </Table> 30 <Page> 4. INVESTMENT ADVISORY FEES, ADMINISTRATION FEES AND OTHER RELATED PARTY TRANSACTIONS Tempest Investment Counselors, Inc. (the "Adviser") serves as investment adviser to each Fund pursuant to separate investment advisory agreements (the "Advisory Agreements") with the Trust. For its services, the Adviser is entitled to receive a fee, computed daily and payable monthly, at the annual rate of 0.85%, 0.50% and 0.50% of the average net assets for the Equity Fund, Quality Bond Fund and Colorado Quality Tax-Exempt Fund, respectively. Prior to October 1, 2002, the Adviser voluntarily agreed to waive a portion of its fees and/or reimburse fund expenses to the extent necessary for the Equity, Quality Bond and Colorado Quality Tax-Exempt Funds to maintain a total expense ratio of no more than 1.05%, 0.70% and 0.50%, respectively. On May 20, 2004, Tempest Investment Counselors, Inc. ("Tempest"), the current investment adviser to the Aristata Funds, publicly announced that it was in negotiations to be acquired by Denver Investment Advisors ("DIA") in a transaction as a result of which Tempest would become a wholly-owned subsidiary of DIA. On June 15, 2004, the Trustees (including the independent Trustees) voted unanimously at an in-person meeting to approve, subject to stockholder approval, having the Trust (on behalf of the Aristata Funds) enter into an interim advisory contract with DIA, in the event that the contemplated acquisition were to occur. The effective date of the interim advisory contract would be consistent with the closing of the acquisition, currently scheduled for June 30, 2004. ALPS Mutual Funds Services, Inc. ("ALPS") serves as the administrator to each Fund. ALPS is entitled to receive a fee from each Fund, computed daily and payable monthly, at the annual rate of .20% of the average net assets of each Fund, subject to a minimum annual fee, effective October 1, 2002, of $150,000 for the Equity Fund, $75,000 for the Quality Bond Fund and $45,000 for the Colorado Quality Tax-Exempt Fund. In addition to administration services, the administration fee also covers the costs of fund accounting, shareholder servicing and transfer agency. ALPS has voluntarily agreed to waive its minimum annual fees to $146,500, $71,500 and $41,500 for the Aristata Equity, Quality Bond, and Colorado Quality Tax-Exempt Funds, respectively, for the period October 1, 2003 to September 30, 2004. These waivers are voluntary and may be terminated at any time. For the period October 1, 2002 to September 20, 2003, ALPS voluntarily waived its minimum annual fees to $125,000, $62,500 and $37,500 for the Aristata Equity, Quality Bond and Colorado Quality Tax-Exempt Funds, respectively. Prior to October 1, 2002, ALPS was entitled to receive a fee from each Fund at the annual rate of 0.20% of the average net assets of each Fund, subject to a minimum monthly fee of $15,000 for the Equity Fund, $7,500 for the Quality Bond Fund, and $5,000 for the Colorado Quality Tax-Exempt Fund. As of April 30, 2004, one shareholder owned 10% of the Colorado Quality Tax-Exempt Fund. 5. INVESTMENT TRANSACTIONS The cost of securities purchased and proceeds from the sale of securities, other than temporary cash investments, during the year ended April 30, 2004 were as follows: <Table> <Caption> U.S. GOVERNMENT SECURITIES ALL OTHER TOTAL ------------------------------------------- EQUITY FUND Purchases $ - $ 8,223,782 $ 8,223,782 Sales $ - $ 7,353,844 $ 7,353,844 ----------------------------------------------------------------- QUALITY BOND FUND Purchases $ 2,216,899 $ 2,291,508 $ 4,508,407 Sales $ 3,778,476 $ 4,596,335 $ 8,374,811 ----------------------------------------------------------------- COLORADO QUALITY TAX-EXEMPT FUND Purchases $ - $ 1,376,003 $ 1,376,003 Sales $ - $ 3,888,501 $ 3,888,501 </Table> 31 <Page> TRUSTEES AND OFFICERS (UNAUDITED) As of April 30, 2004, the Funds represent three of seven separate series under the Trust. The Trust's Board of Trustees oversees the overall management of each series of the Trust and elects the officers of the Trust. The principal occupations for the past five years of the Trustees and executive officers of the Trust are listed below. INTERESTED TRUSTEES & OFFICERS <Table> <Caption> TERM OF OFFICE, LENGTH OF TIME SERVED AND POSITION(S) HELD NUMBER OF PORTFOLIOS PRINCIPAL OCCUPATION DURING THE PAST 5 NAME, ADDRESS & AGE WITH FUNDS OVERSEEN YEARS* AND OTHER DIRECTORSHIPS HELD BY TRUSTEE - --------------------------------------------------------------------------------------------------------------------------- W. Robert Alexander, (76) Trustee and W. Robert Alexander was Mr. Alexander is the Chief Executive Officer Chairman elected by the initial of ALPS Mutual Funds Services, Inc., ("ALPS") 1625 Broadway shareholder in December and ALPS Distributors, Inc., ("ADI") which Suite 2200 1993 and oversees 7 provide administration and distribution Denver, CO 80202 portfolios in fund services, respectively, for proprietary mutual complex. fund complexes. Mr. Alexander was Vice Chairman of First Interstate Bank of Denver, responsible for Trust, Private Banking, Retail Banking, Cash Management Services and Marketing. Mr. Alexander is currently a member of the Board of Trustees of the Hunter and Hughes Trusts, Financial Investors Variable Insurance Trust, and Reaves Utility Income Fund. Because of his affiliation with ALPS and ADI, Mr. Alexander is considered an "interested" Trustee of the Trust. Edmund J. Burke, (43) President Edmund J. Burke was Mr. Burke is President and Director of ALPS and elected as President at ADI. Mr. Burke joined ALPS in 1991 as Vice 1625 Broadway the December 17, 2002 President and National Sales Manager. Because Suite 2200 meeting of the Board of of his positions with ADI and ALPS, Mr. Burke Denver, CO 80202 Trustees. is deemed an affiliate of the Trust as defined under the 1940 Act. J. Jeffrey Dohse, (62) Vice President J. Jeffrey Dohse was Executive Vice President of Tempest Investment elected as Vice President Counselors, Inc., since July 1983. 1380 Lawrence Street at the September 17, 2002 Suite 1050 meeting of the Board of Denver, CO 80202 Trustees. H. David Lansdowne, (57) Vice President H. David Lansdowne was President and CEO of Tempest Investment elected as Vice President Counselors, Inc., since January 1987. Mr. 1380 Lawrence Street at the January 20, 1998 Lansdowne joined Tempest as Director of Suite 1050 meeting of the Board of Research in 1983. Denver, CO 80202 Trustees. </Table> 32 <Page> <Table> <Caption> TERM OF OFFICE, LENGTH OF TIME SERVED AND POSITION(S) HELD NUMBER OF PORTFOLIOS PRINCIPAL OCCUPATION DURING THE PAST 5 NAME, ADDRESS & AGE WITH FUNDS OVERSEEN YEARS* AND OTHER DIRECTORSHIPS HELD BY TRUSTEE - --------------------------------------------------------------------------------------------------------------------------- Jeremy O. May, (34) Treasurer Jeremy May was elected at Mr. May is Managing Director, Operations & the October 7, 1997 Client Services of ALPS and ADI. Mr. May 1625 Broadway meeting of the Board of joined ALPS in 1995 as a Controller. Mr. May Suite 2200 Trustees. was an auditor with Deloitte & Touche LLP in Denver, CO 80202 their Denver office. Because of his positions with ALPS and ADI, Mr. May is deemed an affiliate of the Trust as defined under the 1940 Act. Mr. May is currently Treasurer of Financial Investors Variable Insurance Trust, Reaves Utility Income Fund, and First Funds Trust. Traci A. Thelen, (31) Secretary Traci A. Thelen was Ms. Thelen is the General Counsel of ALPS and elected as Secretary at ADI. Ms. Thelen joined ALPS and ADI in October 1625 Broadway the June 11, 2002 meeting 1999 as Associate Counsel. Prior to that, Suite 2200 of the Board of Trustees. Ms. Thelen did contract work for various law Denver, CO 80202 firms in Boulder, Colorado. Because of her positions with ALPS and ADI, Ms. Thelen is deemed an affiliate of the Trust as defined under the 1940 Act. Ms. Thelen is currently Secretary of First Funds Trust, Financial Investors Variable Insurance Trust, Reaves Utility Income Fund, and Westcore Trust. INDEPENDENT TRUSTEES Mary K. Anstine, (63) Trustee Mary K. Anstine was President/Chief Executive Officer, HealthONE elected at a special Alliance, Denver, Colorado; Former Executive 1625 Broadway meeting of shareholders Vice President, First Interstate Bank of Suite 2200 held on March 21, 1997 and Denver. Ms. Anstine is currently a Director of Denver, CO 80202 oversees 7 portfolios in the Trust of Colorado, Trustee of the Denver fund complex. Area Council of the Boy Scouts of America, a Director of the Junior Achievement Board and the Colorado Uplift Board, and a member of the Advisory Boards for the Girl Scouts Mile Hi Council and the Hospice of Metro Denver. Ms. Anstine is a Trustee of Financial Investors Variable Insurance Trust, and Reaves Utility Income Fund. Formerly, Ms. Anstine served as a Director of ALPS Distributors, Inc., from October 1995 to December 1996; Director of HealthONE; a member of the American Bankers Association Trust Executive Committee; and Director of the Center for Dispute Resolution. </Table> 33 <Page> <Table> <Caption> TERM OF OFFICE, LENGTH OF TIME SERVED AND POSITION(S) HELD NUMBER OF PORTFOLIOS PRINCIPAL OCCUPATION DURING THE PAST 5 NAME, ADDRESS & AGE WITH FUNDS OVERSEEN YEARS* AND OTHER DIRECTORSHIPS HELD BY TRUSTEE - --------------------------------------------------------------------------------------------------------------------------- Edwin B. Crowder, (72) Trustee Edwin B. Crowder was Mr. Crowder currently operates a marketing elected at a special concern with operations in the U. S. and Latin 1625 Broadway meeting of shareholders America. He has previously engaged in business Suite 2200 held on March 21, 1997 pursuits in the restaurant, oil and gas Denver, CO 80202 and oversees 7 portfolios drilling, and real estate development in fund complex. industries. Mr. Crowder is a former Director of Athletics and Head Football Coach at the University of Colorado. Robert E. Lee, (68) Trustee Robert E. Lee was Mr. Lee has been a Director of Storage appointed as a Trustee at Technology Corporation since 1989 and of 1625 Broadway the December 15, 1998, Equitable of Iowa since 1981. Mr. Lee was the Suite 2200 meeting of the Board of Executive Director of The Denver Foundation Denver, CO 80202 Trustees and oversees 7 from 1989 to 1996, and is currently the portfolios in fund Executive Director of Emeritus. Mr. Lee is complex. also a Director of Meredith Capital Corporation and Source Capital Corporation. Mr. Lee is a Trustee of the Financial Investors Variable Insurance Trust and Reaves Utility Income Fund. John R. Moran, Jr., (73) Trustee John R. Moran was elected Mr. Moran is President of The Colorado Trust, at a special meeting of a private foundation serving the health and 1625 Broadway shareholders held on March hospital community in the State of Colorado. Suite 2200 21, 1997 and oversees 7 An attorney, Mr. Moran was formerly a partner Denver, CO 80202 portfolios in fund complex. with the firm of Kutak Rock & Campbell in Denver, Colorado and a member of the Colorado House of Representatives. Currently, Mr. Moran is a member of the Board of Directors and Treasurer of Grantmakers in Health; a Director of the Conference of Southwest Foundations; a member of the Treasurer's Office Investment Advisory Committee for the University of Colorado; a Trustee of the Robert J. Kutak Foundation, Financial Investors Variable Insurance Trust; Director of the Colorado Wildlife Heritage Foundation; and a member of the Alumni Council of the University of Denver College of Law. </Table> * Except as otherwise indicated, each individual has held the office shown or other offices in the same company for the last five years. 34 <Page> FUND PROXY VOTING POLICIES & PROCEDURES (UNAUDITED) Fund policies and procedures used in determining how to vote proxies relating to portfolio securities is available without a charge, upon request, by contacting Aristata Funds at 800.644.8595 or www.aristata.com and on the Commission's website at http://www.sec.gov. SHAREHOLDER TAX INFORMATION (UNAUDITED) During the year ended April 30, 2004, 100% of the dividends paid by the Aristata Colorado Quality Tax-Exempt Fund from net investment income should be treated as tax-exempt dividends and 99.83% of the dividends paid by the Aristata Equity Fund from net investment income qualify for the corporate dividends received deduction. For the calendar year ending December 31, 2004, it is estimated that 100% of the dividends paid by the Aristata Equity Fund will be Qualifying Dividend Income. 35 <Page> Item 2. CODE OF ETHICS (a) The Registrant, as of the end of the period covered by the report, has adopted a code of ethics that applies to the Registrant's principal executive officer, principal financial officer, principal accounting officer or controller or any persons performing similar functions on behalf of the Registrant. (b) Not applicable. (c) During the period covered by this report, no amendments were made to the provisions of the code of ethics adopted in 2(a) above. (d) During the period covered by this report, no implicit or explicit waivers to the provisions of the code of ethics adopted in 2(a) above were granted. (e) Not applicable. (f) The Registrant's Code of Ethics is attached as an Exhibit hereto. Item 3. AUDIT COMMITTEE FINANCIAL EXPERT The Board of Trustees of the Registrant has determined that the Registrant has at least one audit committee financial expert serving on its audit committee. The Board of Trustees has designated Robert E. Lee as the Registrant's "audit committee financial expert." Mr. Lee is "independent" as defined in paragraph (a)(2) of Item 3 to Form N-CSR. Item 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES (a) AUDIT FEES: For the Registrant's fiscal years ended April 30, 2004 and April 30, 2003, the aggregate fees billed for professional services rendered by the principal accountant for the audit of the Registrant's annual financial statements were $64,000 and $55,300, respectively. (b) AUDIT-RELATED FEES: For the Registrant's fiscal years ended April 30, 2004 and April 30, 2003, the aggregate fees billed for professional services rendered by the principal accountant for the 17f-2 audit of the Registrant's annual financial statements were $14,400 and $4,000, respectively. (c) TAX FEES: For the Registrant's fiscal years ended April 30, 2004 and April 30, 2003, aggregate fees of $41,250 and $28,200, respectively, were billed for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. The fiscal year 2004 and 2003 tax fees were for services for dividend calculation, excise tax preparation and tax return preparation. <Page> (d) ALL OTHER FEES: For the Registrant's fiscal years ended April 30, 2004 and April 30, 2003, no fees were billed to Registrant by the principal accountant for services other than the services reported in paragraphs (a) through (c) of this item. (e)(1) AUDIT COMMITTEE PRE-APPROVAL POLICIES AND PROCEDURES: All services to be performed by the Registrant's principal auditors must be pre-approved by the Registrant's audit committee. (e)(2) No services described in paragraphs (b) through (d) were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. (f) Not applicable. (g) Not applicable. (h) Not applicable. Item 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. N/A Item 6. SCHEDULE OF INVESTMENTS Schedule of Investments is included as part of the Report to Stockholders filed under Item 1 of this Form. Item 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES N/A Item 8. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANIES N/A Item 9. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS The Board of Trustees has not yet adopted procedures by which shareholders can recommend nominees to the Board of Trustees. Item 10. CONTROLS AND PROCEDURES (a) The registrant's principal executive officer and principal financial officer have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended) are effective based on their <Page> evaluation of these controls and procedures as of a date within 90 days of the filing date of this document. (b) There were no significant changes in the registrant's internal control over financial reporting during Registrant's second fiscal half-year that has materially affected, or reasonably likely to materially affect, the Registrant's internal control over financial reporting. Item 11. EXHIBITS (a)(1) The code of ethics that applies to the Registrant's principal executive officer and principal financial officer is attached hereto as EX-11.A.1. (a)(2) The certifications required by Rule 30a-2 of the Investment Company Act of 1940, as amended, and Sections 302 of the Sarbanes-Oxley Act of 2002 are attached hereto as Ex-99.Cert. (a)(3) N/A (b) A Certification for the Registrant's Principal Executive Officer and Principal Financial Officer, as required by Rule 30a-2(b) of the Investment Company Act of 1940, as amended, and Sections 906 of the Sarbanes-Oxley Act of 2002 are attached hereto as Ex99.906.Cert. <Page> SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. FINANCIAL INVESTORS TRUST By: /s/Edmund Burke --------------- Edmund Burke President Date: July 7, 2004 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/Edmund Burke --------------- Edmund Burke President Date: July 7, 2004 By: /s/Jeremy O. May ---------------- Jeremy O. May Treasurer Date: July 7, 2004