<Page> UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-5857 --------------------------------------------- CMG Fund Trust - ------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) One Financial Center, Boston, Massachusetts 02111 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Vincent Pietropaolo, Esq. Columbia Management Group, Inc. One Financial Center Boston, MA 02111 - ------------------------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: 1-617-772-3698 ---------------------------- Date of fiscal year end: 07/31/05 -------------------------- Date of reporting period: 01/31/05 ------------------------- Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. Section 3507. <Page> ITEM 1. REPORTS TO STOCKHOLDERS. <Page> COLUMBIA MANAGEMENT(R) CMG ENHANCED S&P 500(R) INDEX FUND CMG LARGE CAP GROWTH FUND CMG LARGE CAP VALUE FUND CMG MID CAP GROWTH FUND CMG MID CAP VALUE FUND CMG SMALL CAP GROWTH FUND CMG SMALL CAP VALUE FUND CMG SMALL/MID CAP FUND CMG INTERNATIONAL STOCK FUND PORTFOLIOS OF CMG FUND TRUST SEMIANNUAL REPORT JANUARY 31, 2005 ADVISED BY COLUMBIA MANAGEMENT ADVISORS, INC. NOT FDIC MAY LOSE VALUE INSURED ------------------- NO BANK GUARANTEE <Page> TABLE OF CONTENTS <Table> Management Discussion of Fund Performance CMG Enhanced S&P 500(R) Index Fund 1 CMG Large Cap Growth Fund 6 CMG Large Cap Value Fund 11 CMG Mid Cap Growth Fund 16 CMG Mid Cap Value Fund 21 CMG Small Cap Growth Fund 26 CMG Small Cap Value Fund 31 CMG Small/Mid Cap Fund 36 CMG International Stock Fund 41 Financial Statements Financial Highlights 46 Schedule of Investments 55 Statements of Assets and Liabilities 118 Statements of Operations 120 Statements of Changes in Net Assets 122 Notes to Financial Statements 127 </Table> <Page> CMG ENHANCED S&P 500(R) INDEX FUND A Portfolio of CMG Fund Trust MANAGEMENT DISCUSSION OF FUND PERFORMANCE CMG Enhanced S&P 500(R) Index Fund returned 9.25% for the six-month period ended January 31, 2005. The fund's return was higher than the return of the S&P 500 Index, which was 8.16% for the same period. The fund also outperformed its peer group. The average return for the Lipper Large Cap Core Funds Category was 7.27%.(1) Good stock selection and an emphasis on smaller-cap companies were instrumental in the fund's outperformance relative to the index. The fund reflects the characteristics of the S&P 500 Index in terms of sector weights and market capitalization. To remain broadly diversified, we generally limit exposure to any one stock to the company's weight in the S&P 500 Index, plus or minus one half of one percentage point. For example, if the weight of a stock in the S&P 500 Index were 3.00%, its position in the fund's portfolio would typically not be greater than 3.50% or less than 2.50%. We select stocks on a case-by-case basis, focusing on the financial, economic and operating factors that we believe make them attractive. Over the six-month period, overweight positions in several companies in diverse economic sectors benefited return. Texas utility TXU (0.7% of net assets) was a strong performer, as the company's restructuring program and increased focus on its core power generation business contributed to earnings growth. Chemical company Monsanto (0.6% of net assets) also performed well. Monsanto's success in producing genetically engineered seeds that are resistant to insects and pesticides helped generate a double-digit rise in sales. Monsanto also increased its quarterly dividend, an action that was welcomed by investors, as the more favorable tax treatment of dividends boosted enthusiasm for dividend-paying stocks. In health care, an overweight in UnitedHealth Group (1.0% of net assets) was positive. UnitedHealth added six million customers during 2004. In addition, the company's year-over-year fourth quarter 2004 earnings rose substantially. The company also announced a share buyback program. Performance was also enhanced by merger activity. Procter & Gamble announced that it would buy Gillette, and the fund holds positions in both companies (1.7% and 1.0% of net assets, respectively). Sears Roebuck & Co. benefited when Vornado Realty Trust took a position in the company, and subsequently, when Kmart announced that it would purchase Sears. We sold our holdings in Sears shortly after the merger with Kmart was announced, because we believed it had reached full valuation. A decision to underweight financial stocks, which did well during the period, detracted from performance as did an overweight in Merck & Co. and Pfizer (0.6% and 2.1% of net assets, respectively). Merck suffered when it withdrew its arthritis drug Vioxx from the market. Pfizer was affected by Merck's actions and concerns about the safety of its own arthritis drug Celebrex. We reduced Merck to a benchmark weight but did not change Pfizer's weight because the drug remained on the market. 1 <Page> We believe the market has the potential to produce relatively modest gains in 2005. We plan to focus on large-cap, high quality companies which are appealing because they are more attractively valued than small- and mid-cap companies and because many are likely to raise their dividend payouts. The fund's top ten holdings (as a percentage of net assets) as of January 31, 2005 were: <Table> <Caption> (%) Exxon Mobil 3.5 General Electric 3.0 Microsoft 2.7 Wal-Mart Stores 2.4 Johnson & Johnson 2.2 Pfizer 2.1 International Business Machines 1.9 Citigroup 1.8 Intel 1.8 Procter & Gamble 1.7 </Table> We appreciate your continued confidence in CMG Enhanced S&P 500(R) Index Fund. Michael A. Welhoelter has managed the CMG Enhanced S&P 500(R) Index Fund since May 2004 and has been with the advisor or its predecessors or affiliate organizations since 2001. /s/ Michael A. Welhoelter Equity investments are affected by stock market fluctuations that occur in response to economic and business developments. Investing in the fund also includes market risk and tracking error risk. Unlike the S&P 500 Index, the fund incurs administrative expenses and transaction costs in trading stocks. The composition of the S&P 500 Index and the stocks held by the fund will diverge. Holdings are calculated as a percentage of net assets and are subject to change. Because the fund is actively managed, there is no guarantee the fund will continue to maintain the holdings breakdown listed. The fund's holdings and their weights within the portfolio may change as market conditions change. - ---------- (1) Lipper Inc., a widely respected data provider in the industry, calculates an average total return for mutual funds with similar investment objectives as those of the fund. 2 <Page> [CHART] GROWTH OF A $10,000 INVESTMENT, MAY 5, 2003 TO JANUARY 31, 2005 <Table> <Caption> CMG ENHANCED S&P 500(R) INDEX FUND S&P 500 INDEX 5/5/2003 $ 10,000 $ 10,000 5/31/2003 $ 10,510 $ 10,415 6/30/2003 $ 10,540 $ 10,548 7/31/2003 $ 10,730 $ 10,734 8/31/2003 $ 10,930 $ 10,943 9/30/2003 $ 10,819 $ 10,827 10/31/2003 $ 11,399 $ 11,440 11/30/2003 $ 11,479 $ 11,541 12/31/2003 $ 12,085 $ 12,146 1/31/2004 $ 12,266 $ 12,369 2/29/2004 $ 12,408 $ 12,541 3/31/2004 $ 12,197 $ 12,352 4/30/2004 $ 12,005 $ 12,158 5/31/2004 $ 12,156 $ 12,324 6/30/2004 $ 12,378 $ 12,563 7/31/2004 $ 12,026 $ 12,147 8/31/2004 $ 12,116 $ 12,196 9/30/2004 $ 12,237 $ 12,328 10/31/2004 $ 12,438 $ 12,516 11/30/2004 $ 12,961 $ 13,023 12/31/2004 $ 13,458 $ 13,466 1/31/2005 $ 13,139 $ 13,139 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF JANUARY 31, 2005 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Enhanced S&P 500(R) Index Fund 05/05/03 9.25 7.11 16.96 S&P 500 Index 8.16 6.23 16.96 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER, 31 2004 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Enhanced S&P 500(R) Index Fund 05/05/03 8.73 11.35 19.62 S&P 500 Index 7.19 10.88 19.67 </Table> PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES WHEN REDEEMED MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. PLEASE VISIT www.columbiamanagement.com FOR DAILY AND MOST RECENT MONTH-END PERFORMANCE UPDATES. Index performance is from May 5, 2003. The Standard & Poor's (S&P) 500 Index is an unmanaged index that tracks the performance of 500 widely held, large-capitalization US stocks. Unlike the fund, indices are not investments, do not incur fees or expenses and are not professionally managed. It is not possible to invest directly in an index. Securities in the fund may not match those in an index. Performance results reflect any waivers or reimbursement of fund expenses by the advisor or its affiliates. Absent these reimbursement arrangements, performance results would have been lower. All results shown assume reinvestment of distributions. The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. 3 <Page> UNDERSTANDING YOUR EXPENSES - CMG ENHANCED S&P 500(R) INDEX FUND As a fund shareholder, you incur two types of costs. There are transaction costs, which generally include sales charges on purchases and may include redemption or exchange fees. There are also ongoing costs, which generally include investment advisory fees and other fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. ANALYZING YOUR FUND'S EXPENSES To illustrate these ongoing costs, we have provided an example and calculated the expenses paid by investors during the reporting period. The information in the following table is based on an initial investment of $1,000, which is invested at the beginning of the reporting period and held for the entire period. Expense information is calculated two ways and each method provides you with different information. The amount listed in the "actual" column is calculated using the fund's actual operating expenses and total return for the period. The amount listed in the "hypothetical" column assumes that the return each year is 5% before expenses and includes the fund's actual expense ratio. You should not use the hypothetical account values and expenses to estimate either your actual account balance at the end of the period or the expenses you paid during this reporting period. ESTIMATING YOUR ACTUAL EXPENSES To estimate the expenses that you paid over the period, first you will need your account balance at the end of the period: 1. Divide your ending account balance by $1,000. For example, if an account balance was $8,600 at the end of the period, the result would be 8.6. 2. In the section of the table below titled "Expenses paid during the period," locate the amount under "actual." Multiply this number by the result from step 1. Your answer is an estimate of the expenses you paid on your account during the period. AUGUST 1, 2004 - JANUARY 31, 2005 <Table> <Caption> ACCOUNT VALUE AT THE ACCOUNT VALUE AT THE EXPENSES PAID FUND'S ANNUALIZED BEGINNING OF THE PERIOD ($) END OF THE PERIOD ($) DURING THE PERIOD ($) EXPENSE RATIO (%) ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL 1,000.00 1,000.00 1,092.50 1,023.95 1.32 1.28 0.25 </Table> Expenses paid during the period are equal to the fund's annualized expense ratio of 0.25%, multiplied by the average account value over the period, then multiplied by the number of days in the fund's most recent fiscal half-year and divided by 365. Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. It is important to note that the expense amounts shown in the table are meant to highlight only ongoing costs of investing in the fund and do not reflect any transactional costs, such as sales charges, redemption or exchange fees. Therefore, the hypothetical examples provided may not help you determine the relative total costs of owning shares of different funds. If these transactional costs were included, your costs would have been higher. 4 <Page> COMPARE WITH OTHER FUNDS Since all mutual fund companies are required to include the same hypothetical calculations about expenses in shareholder reports, you can use this information to compare the ongoing cost of investing in the fund with other funds. To do so, compare the 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. As you compare hypothetical examples of other funds, it is important to note that hypothetical examples are meant to highlight the continuing costs of investing in a fund and do not reflect any transactional costs, such as sales charges or redemption or exchange fees. 5 <Page> CMG LARGE CAP GROWTH FUND A Portfolio of CMG Fund Trust MANAGEMENT DISCUSSION OF FUND PERFORMANCE CMG Large Cap Growth Fund returned 9.53% for the six-month period ended January 31, 2005. The fund beat both the Russell 1000 Growth Index and the Lipper Large Cap Growth Funds Category average(1), which returned 6.01% and 7.42%, respectively, over the same period. Large-cap stocks benefited from strong earnings growth, driven by cost cutting and improved productivity. Our focus on large-cap companies with strong competitive positions, high sustainable profits, good balance sheets and above-average sales growth resulted in strong stock selection, especially in the consumer discretionary and health care sectors. In the consumer discretionary sector, lodging and specialty retailing stocks did especially well. Lodging stocks, such as Marriott International (2.3% of net assets), rallied nicely as travel spending recovered after dropping off in the wake of 9/11. Demand for rooms also grew at a faster rate than supply, fueling strong pricing. Among specialty retailers, a top gainer was Chico's FAS (1.2% of net assets). Chico's FAS is a women's apparel store. Coach (1.1% of net assets), a leather goods manufacturer and retailer was another top gainer. Both stocks benefited from popular product lines, strong demand, good execution and steady new store expansion. Health care stocks were also strong contributors to performance. The fund focused on medical device and specialty product companies, while keeping a below-average stake in pharmaceuticals. This allocation worked well as drug stocks remained under pressure from patent expirations and a lack of new blockbuster products. Johnson & Johnson (4.1% of net assets) rallied nicely following its acquisition of cardiac stent maker Guidant. In addition, HMOs WellPoint and UnitedHealth Group (1.2% and 1.5% of net assets, respectively) produced strong gains as revenue growth kept pace with rising medical costs. Stock selection in other sectors was also strong. In consumer staples, both Altria Group (formerly Philip Morris) and Alberto-Culver (1.5% and 1.7% of net assets, respectively) were standouts. Altria Group rallied amid an improving outlook for the settlement of pending tobacco litigation, while Alberto-Culver continued to build its competitive advantage with beauty salons. In industrials, Rockwell Automation and Tyco International (1.4% and 2.8% of net assets) were winners. Rockwell Automation benefited from strong demand as companies here and in China sought to automate manufacturing processes. Tyco International generated strong earnings growth and excess cash that investors anticipated would lead to share buybacks and an improved return on equity. The fund's stake in technology stocks, which trailed the broader market, was in line with the Russell 1000 Growth Index. Tech stocks apparently came under pressure because of disappointing prospects for a new product cycle that could drive future earnings growth. In addition, competition intensified as technologies matured, products became more like commodities and manufacturers proliferated in low-cost markets. Cisco Systems and Intel (2.5% and 2.6% of net assets, respectively) were sizable investments. Both stocks declined during the period. Elsewhere, disappointments included insurer American International Group (0.9% of net assets), which declined as the government began investigating industry practices. 6 <Page> We believe that the environment for large-cap growth stocks remains favorable. We expect economic and profit growth to support our outlook, although both are likely to be lower than last year. If inflation remains low, as we expect, longer-term interest rates are also likely to remain low. We also expect large-cap growth stocks to benefit from attractive valuations relative to large-cap value stocks. The fund's top ten holdings (as a percentage of net assets) as of January 31, 2005 were: <Table> <Caption> (%) Microsoft 4.4 Johnson & Johnson 4.1 Tyco International 2.8 Intel 2.6 Cisco Systems 2.5 Marriot International 2.3 International Business Machines 2.2 General Electric 2.1 Varian Medical Systems 2.1 Citigroup 1.8 </Table> Thank you for investing in CMG Large Cap Growth Fund. Alexander S. Macmillan has managed or co-managed the CMG Large Cap Growth Fund since its inception and has been with the advisor or its predecessors or affiliate organizations since 1989. /s/ Alexander S. Macmillan Paul J. Berlinguet, has co-managed the fund since October 2003 and has been with the advisor since 2003. /s/ Paul J. Berlinguet Equity investments are affected by stock market fluctuations that occur in response to economic and business developments. Investing in growth stocks incurs the possibility of losses because their prices are sensitive to changes in current or expected earnings. Holdings are calculated as a percentage of net assets, and are subject to change. Because the fund is actively managed, there is no guarantee the fund will continue to maintain the holdings breakdown listed. The fund's holdings and their weights within the portfolio may change as market conditions change. - ---------- (1) Lipper Inc., a widely respected data provider in the industry, calculates an average total return for mutual funds with similar investment objectives as those of the fund. 7 <Page> [CHART] GROWTH OF A $10,000 INVESTMENT, SEPTEMBER 10, 2003 TO JANUARY 31, 2005 <Table> <Caption> CMG LARGE CAP GROWTH RUSSELL 1000 GROWTH FUND INDEX 9/10/2003 $ 10,000 $ 10,000 9/30/2003 $ 9,690 $ 9,695 10/31/2003 $ 10,230 $ 10,240 11/30/2003 $ 10,380 $ 10,347 12/31/2003 $ 10,627 $ 10,705 1/31/2004 $ 10,817 $ 10,924 2/29/2004 $ 10,888 $ 10,994 3/31/2004 $ 10,778 $ 10,789 4/30/2004 $ 10,488 $ 10,664 5/31/2004 $ 10,768 $ 10,862 6/30/2004 $ 10,948 $ 10,998 7/31/2004 $ 10,257 $ 10,377 8/31/2004 $ 10,127 $ 10,326 9/30/2004 $ 10,337 $ 10,424 10/31/2004 $ 10,557 $ 10,587 11/30/2004 $ 11,047 $ 10,951 12/31/2004 $ 11,507 $ 11,380 1/31/2005 $ 11,235 $ 11,000 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF JANUARY 31, 2005 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Large Cap Growth Fund 09/10/03 9.53 3.86 8.71 Russell 1000 Growth Index 6.01 0.70 7.07 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 2004 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Large Cap Growth Fund 09/10/03 5.11 8.28 11.32 Russell 1000 Growth Index 3.47 6.30 10.37 </Table> PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. PLEASE VISIT www.columbiamanagement.com FOR DAILY AND MOST RECENT MONTH-END PERFORMANCE UPDATES. Index performance is from September 10, 2003. The Russell 1000 Growth Index is an unmanaged index that measures the performance of those Russell 1000 Index companies with higher price-to-book ratios and higher forecasted growth values. Unlike the fund, indices are not investments, do not incur fees or expenses and are not professionally managed. It is not possible to invest directly in an index. Securities in the fund may not match those in an index. Performance results reflect any waivers or reimbursement of fund expenses by the advisor or its affiliates. Absent these reimbursement arrangements, performance results would have been lower. All results shown assume reinvestment of distributions. The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. 8 <Page> UNDERSTANDING YOUR EXPENSES - CMG LARGE CAP GROWTH FUND As a fund shareholder, you incur two types of costs. There are transaction costs, which generally include sales charges on purchases and may include redemption or exchange fees. There are also ongoing costs, which generally include investment advisory fees and other fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. ANALYZING YOUR FUND'S EXPENSES To illustrate these ongoing costs, we have provided an example and calculated the expenses paid by investors during the reporting period. The information in the following table is based on an initial investment of $1,000, which is invested at the beginning of the reporting period and held for the entire period. Expense information is calculated two ways and each method provides you with different information. The amount listed in the "actual" column is calculated using the fund's actual operating expenses and total return for the period. The amount listed in the "hypothetical" column assumes that the return each year is 5% before expenses and includes the fund's actual expense ratio. You should not use the hypothetical account values and expenses to estimate either your actual account balance at the end of the period or the expenses you paid during this reporting period. ESTIMATING YOUR ACTUAL EXPENSES To estimate the expenses that you paid over the period, first you will need your account balance at the end of the period: 1. Divide your ending account balance by $1,000. For example, if an account balance was $8,600 at the end of the period, the result would be 8.6. 2. In the section of the table below titled "Expenses paid during the period," locate the amount under "actual." Multiply this number by the result from step 1. Your answer is an estimate of the expenses you paid on your account during the period. AUGUST 1, 2004 - JANUARY 31, 2005 <Table> <Caption> ACCOUNT VALUE AT THE ACCOUNT VALUE AT THE EXPENSES PAID FUND'S ANNUALIZED BEGINNING OF THE PERIOD ($) END OF THE PERIOD ($) DURING THE PERIOD ($) EXPENSE RATIO (%) ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL 1,000.00 1,000.00 1,095.28 1,022.68 2.64 2.55 0.50 </Table> Expenses paid during the period are equal to the fund's annualized expense ratio of 0.50%, multiplied by the average account value over the period, then multiplied by the number of days in the fund's most recent fiscal half-year and divided by 365. Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. It is important to note that the expense amounts shown in the table are meant to highlight only ongoing costs of investing in the fund and do not reflect any transactional costs, such as sales charges, redemption or exchange fees. Therefore, the hypothetical examples provided may not help you determine the relative total costs of owning shares of different funds. If these transactional costs were included, your costs would have been higher. 9 <Page> COMPARE WITH OTHER FUNDS Since all mutual fund companies are required to include the same hypothetical calculations about expenses in shareholder reports, you can use this information to compare the ongoing cost of investing in the fund with other funds. To do so, compare the 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. As you compare hypothetical examples of other funds, it is important to note that hypothetical examples are meant to highlight the continuing costs of investing in a fund and do not reflect any transactional costs, such as sales charges or redemption or exchange fees. 10 <Page> CMG LARGE CAP VALUE FUND A Portfolio of CMG Fund Trust MANAGEMENT DISCUSSION OF FUND PERFORMANCE CMG Large Cap Value Fund returned 9.61% for the six-month period ended January 31, 2005. The Russell 1000 Value Index gained 11.67%, and the average return of the Lipper Multi-Cap Value Funds Category was 10.33%.(1) The fund's emphasis on large cap, high quality names kept it out of some of the smaller, lower quality names that led performance when the market rallied in the fourth quarter of 2004. However, we remain committed to our large cap, high quality strategy, which has been rewarding to our shareholders over the long term. Fund performance was led by the utility sector, which benefited from continued low interest rates, restructuring and a general concern among investors that economically-sensitive sectors were poised for a slowdown. TXU (2.0% of net assets), which has benefited from new management and corporate restructuring, continued its strong performance. It gained 76% for the period and was the best performing stock in the portfolio. Entergy, a utilities holding company, (1.0% of net assets) gained 22% over the period. The fund also benefited from its investments in consumer staples companies. Good news on the tobacco litigation front and continued strong cash flow helped Altria Group (1.2% of net assets) to a 37% return for the period. The fund benefited from holding Gillette, which agreed to be acquired by Procter & Gamble at a handsome premium (1.2% and 1.3% of net assets, respectively). Several other high quality consumer staple companies, including Clorox, ConAgra Foods and Kraft Foods (1.1%, 0.5% and 1.4% of net assets, respectively), generated double-digit gains during the period. Although energy prices were volatile during the period, the energy sector, which accounted for 13.5% of the fund's net assets, turned in a good performance for the fund. Oil service company Halliburton (1.4% of net assets) led the group with a 30% return. Shares of the company moved higher when the court approved the company's settlement of all asbestos claims. The company also appears well positioned to benefit from a pickup in spending by large integrated oil companies. In addition, ConocoPhillips, Royal Dutch Petroleum and ChevronTexaco (3.2%, 1.1% and 0.6% of net assets, respectively) each returned more than 15% for the period. Telecommunication services was the only sector that declined for the period, and the fund was helped by its underweight in the sector throughout the period. BellSouth, Verizon Communications and SBC Communications (0.8%, 1.6% and 2.1% of net assets, respectively) each fell modestly during the period as cutthroat competition and new technologies cast doubt on the continued success of their existing business models. Looking ahead, we remain optimistic about the stock market's long-term prospects but cautiously optimistic about the short term. We believe that valuations are reasonable but not cheap. If interest rates move higher, which they are likely to do, it may be difficult for stock prices to move higher relative to earnings. As a result, we expect gains to track the growth in corporate profits more closely in the period ahead. Profits are likely to slow from the 20% growth rate we saw in 2004. In this environment, we continue to pay careful attention to the quality of the fund's holdings, including cash flows, capital discipline and valuation. We remain committed to implementing our value discipline and will continue to emphasize relatively high quality, large companies. 11 <Page> The fund's top ten holdings (as a percentage of net assets) as of January 31, 2005 were: <Table> <Caption> (%) Citigroup 4.4 Exxon Mobil 3.8 General Electric 3.6 ConocoPhillips 3.2 JPMorgan Chase & Co. 2.9 BP 2.7 Wells Fargo & Co. 2.5 US Bancorp 2.4 SBC Communications 2.1 American International Group 2.1 </Table> Thank you for investing in CMG Large Cap Value Fund. Brian Cunningham has co-managed the CMG Large Cap Value Fund since November 2003 and has been with the advisor or its predecessors or affiliate organizations since 1987. /s/ Brian Cunningham Gregory M. Miller has co-managed the fund since May 2003 and has been with the advisor or its predecessors or affiliate organizations since 1985. /s/ Gregory M. Miller Richard Dahlberg, CFA, has co-managed the fund since October 2003 and has been with the advisor since 2003. /s/ Richard Dahlberg Equity investments are affected by stock market fluctuations that occur in response to economic and business developments. Value stocks are securities of companies that may have experienced adverse business or industry developments or may be subject to special risks that have caused the stocks to be out of favor. If the advisor's assessment of a company's prospects is wrong, the price of its stock may not approach the value the advisor has placed on it. Holdings are calculated as a percentage of net assets, and are subject to change. Because the fund is actively managed, there is no guarantee the fund will continue to maintain the holdings breakdown listed. The fund's holdings and their weights within the portfolio may change as market conditions change. - ---------- (1) Lipper Inc., a widely respected data provider in the industry, calculates an average total return for mutual funds with similar investment objectives as those of the fund. 12 <Page> [CHART] GROWTH OF A $10,000 INVESTMENT, SEPTEMBER 10, 2003 TO JANUARY 31, 2005 <Table> <Caption> CMG LARGE CAP VALUE RUSSELL 1000 VALUE FUND INDEX 9/10/2003 $ 10,000 $ 10,000 9/30/2003 $ 9,820 $ 9,781 10/31/2003 $ 10,190 $ 10,380 11/30/2003 $ 10,230 $ 10,521 12/31/2003 $ 10,904 $ 11,169 1/31/2004 $ 11,045 $ 11,365 2/29/2004 $ 11,345 $ 11,609 3/31/2004 $ 11,265 $ 11,506 4/30/2004 $ 10,994 $ 11,226 5/31/2004 $ 11,004 $ 11,340 6/30/2004 $ 11,315 $ 11,608 7/31/2004 $ 11,114 $ 11,444 8/31/2004 $ 11,244 $ 11,607 9/30/2004 $ 11,424 $ 11,787 10/31/2004 $ 11,544 $ 11,982 11/30/2004 $ 12,035 $ 12,589 12/31/2004 $ 12,375 $ 13,010 1/31/2005 $ 12,183 $ 12,781 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF JANUARY 31, 2005 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Large Cap Value Fund 09/10/03 9.61 10.30 15.21 Russell 1000 Value Index 11.67 12.45 19.24 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 2004 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Large Cap Value Fund 09/10/03 9.38 13.51 17.69 Russell 1000 Value Index 12.08 16.49 22.26 </Table> PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. PLEASE VISIT www.columbiamanagement.com FOR DAILY AND MOST RECENT MONTH-END PERFORMANCE UPDATES. Index performance is from September 10, 2003. The Russell 1000 Value Index is an unmanaged index that measures the performance of those Russell 1000 Index companies with lower price-to-book ratios and lower forecasted growth values. Unlike the fund, indices are not investments, do not incur fees or expenses and are not professionally managed. It is not possible to invest directly in an index. Securities in the fund may not match those in an index. Performance results reflect any waivers or reimbursement of fund expenses by the advisor or its affiliates. Absent these waivers or reimbursement arrangements, performance results would have been lower. All results shown assume reinvestment of distributions. The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. 13 <Page> UNDERSTANDING YOUR EXPENSES - CMG LARGE CAP VALUE FUND As a fund shareholder, you incur two types of costs. There are transaction costs, which generally include sales charges on purchases and may include redemption or exchange fees. There are also ongoing costs, which generally include investment advisory fees and other fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. ANALYZING YOUR FUND'S EXPENSES To illustrate these ongoing costs, we have provided an example and calculated the expenses paid by investors during the reporting period. The information in the following table is based on an initial investment of $1,000, which is invested at the beginning of the reporting period and held for the entire period. Expense information is calculated two ways and each method provides you with different information. The amount listed in the "actual" column is calculated using the fund's actual operating expenses and total return for the period. The amount listed in the "hypothetical" column assumes that the return each year is 5% before expenses and includes the fund's actual expense ratio. You should not use the hypothetical account values and expenses to estimate either your actual account balance at the end of the period or the expenses you paid during this reporting period. ESTIMATING YOUR ACTUAL EXPENSES To estimate the expenses that you paid over the period, first you will need your account balance at the end of the period: 1. Divide your ending account balance by $1,000. For example, if an account balance was $8,600 at the end of the period, the result would be 8.6. 2. In the section of the table below titled "Expenses paid during the period," locate the amount under "actual." Multiply this number by the result from step 1. Your answer is an estimate of the expenses you paid on your account during the period. AUGUST 1, 2004 - JANUARY 31, 2005 <Table> <Caption> ACCOUNT VALUE AT THE ACCOUNT VALUE AT THE EXPENSES PAID FUND'S ANNUALIZED BEGINNING OF THE PERIOD ($) END OF THE PERIOD ($) DURING THE PERIOD ($) EXPENSE RATIO (%) ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL 1,000.00 1,000.00 1,096.08 1,022.68 2.64 2.55 0.50 </Table> Expenses paid during the period are equal to the fund's annualized expense ratio of 0.50%, multiplied by the average account value over the period, then multiplied by the number of days in the fund's most recent fiscal half-year and divided by 365. Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. It is important to note that the expense amounts shown in the table are meant to highlight only ongoing costs of investing in the fund and do not reflect any transactional costs, such as sales charges, redemption or exchange fees. Therefore, the hypothetical examples provided may not help you determine the relative total costs of owning shares of different funds. If these transactional costs were included, your costs would have been higher. 14 <Page> COMPARE WITH OTHER FUNDS Since all mutual fund companies are required to include the same hypothetical calculations about expenses in shareholder reports, you can use this information to compare the ongoing cost of investing in the fund with other funds. To do so, compare the 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. As you compare hypothetical examples of other funds, it is important to note that hypothetical examples are meant to highlight the continuing costs of investing in a fund and do not reflect any transactional costs, such as sales charges or redemption or exchange fees. 15 <Page> CMG MID CAP GROWTH FUND A Portfolio of CMG Fund Trust MANAGEMENT DISCUSSION OF FUND PERFORMANCE CMG Mid Cap Growth Fund returned 16.30% for the six-month period ended January 31, 2005. The fund's performance exceeded the 13.61% return of the Russell Midcap Growth Index and the 12.58% average of the Lipper Mid Cap Growth Funds Category for the same period.(1) Stock selection in the health care, consumer discretionary, materials and telecommunications sectors helped the fund outperform its benchmark. Restructuring of the fund's technology holdings also resulted in improved overall performance. A new management team has been in place since June 2004. Our first task was to reduce portfolio risk by restructuring certain of the fund's sectors. A good example was the information technology sector. The team eliminated commodity-type businesses in favor of those with greater intellectual property content as reflected in companies with higher gross margins. The resulting portfolio of higher quality names was well positioned for the market rally in the fourth quarter of 2004, and certain semiconductor stocks performed exceptionally well. Marvell Technology Group benefited from a new product introduction, allowing it to attack new markets (1.6% of net assets). NVIDIA, a position new to the portfolio, benefited from the introduction of a new graphics chip (0.8% of net assets). Advanced Micro Devices also had a solid period due to increased revenues and higher gross margins driven by market share gains (0.7% of net assets). We believe that there is room for improvement and are expanding coverage of Internet-related stocks, where we missed some opportunities and misjudged others. Although the fund had a neutral weight in health care, stocks selected for the portfolio outperformed in the period. Kinetic Concepts, which produces a medical device to accelerate the wound healing process, benefited from increased market penetration (1.7% of net assets). DaVita, a dialysis service provider, advanced on the news of its purchase of Gambro Healthcare's US dialysis business (1.9% of net assets). Elan's stock price moved up with the successful introduction of Tysabri, a drug treating multiple sclerosis (0.8% of net assets). Finally, managed care company WellPoint continued to steadily grow earnings while benefiting from positive investor sentiment associated with its ability to help control health care costs (0.8% of net assets). Consumer discretionary, materials and telecommunication services stocks also had a positive impact on performance. Steady economic growth and some easing of oil prices enhanced consumer confidence, benefiting retailers such as Chico's FAS and Coach (1.5% and 1.2% of net assets, respectively). The restaurant industry improved as cost pressures associated with commodities peaked, and Yum! Brands gained 21% (1.5% of net assets). In the materials sector, stocks benefited from strong commodity prices, and Potash Corp. of Saskatchewan jumped 68% (2.0% of net assets). Finally, Western Wireless (0.4% of net assets) led performance among our telecommunications stocks on news of its purchase by ALLTEL. We maintained low exposure to the financial sector amid concerns about the effects of a rising interest rate environment. Although the fund's financial holdings advanced, they were not as strong as the sector overall. As the Federal Reserve Board (the Fed) is unlikely to reverse its tightening policy in the near term, we believe that financial stocks may not be as attractive as other market sectors and are maintaining our low exposure. However, we improved our coverage of this area by hiring an experienced finance analyst and will continue to evaluate investment opportunities. 16 <Page> We believe that the economy continues to grow at a healthy rate and that the portfolio is positioned accordingly. We are bullish on the energy sector and see continued strength in the materials and industrials sectors, where we are maintaining exposure. Ongoing job creation, the unprecedented liquidity of corporate balance sheets and a Fed that appears to be controlling inflation are supportive of our outlook. Because of the portfolio's pro-cyclical positioning, however, we are monitoring the economy and markets for signs of slowing growth. The fund's top ten holdings (as a percentage of net assets) as of January 31, 2005 were: <Table> <Caption> (%) Tempur-Pedic International 2.9 Potash Corp. of Saskatchewan 2.0 DaVita 1.9 Medicis Pharmaceuticals 1.9 Kinetic Concepts 1.7 Marvell Technology Group 1.6 Urban Outfitters 1.5 Manpower 1.5 Chico's FAS 1.5 Yum! Brands 1.5 </Table> Thank you for investing in the CMG Mid Cap Growth Fund. Kenneth A. Korngiebel has co-managed the CMG Mid Cap Growth Fund since June 2004 and has been with the advisor or its predecessors or affiliate organizations since 1996. /s/ Kenneth A. Korngiebel Trent E. Nevills has co-managed the fund since June 2004 and has been with the advisor since 2003. /s/ Trent E. Nevills Equity investments are affected by stock market fluctuations that occur in response to economic and business developments. Investing in mid-cap stocks may present special risks, including possible illiquidity and greater price volatility than stocks of larger, more established companies. Holdings are calculated as a percentage of net assets and are subject to change. Because the fund is actively managed, there is no guarantee the fund will continue to maintain the holdings breakdown listed. The fund's holdings and their weights within the portfolio may change as market conditions change. - ---------- (1) Lipper Inc., a widely respected data provider in the industry, calculates an average total return for mutual funds with similar investment objectives as those of the fund. 17 <Page> [CHART] GROWTH OF A $10,000 INVESTMENT, MAY 5, 2003 TO JANUARY 31, 2005 <Table> <Caption> CMG MID CAP GROWTH RUSSELL MIDCAP GROWTH FUND INDEX 5/5/2003 $ 10,000 $ 10,000 5/31/2003 $ 10,580 $ 10,675 6/30/2003 $ 10,730 $ 10,828 7/31/2003 $ 10,930 $ 11,214 8/31/2003 $ 11,470 $ 11,832 9/30/2003 $ 10,849 $ 11,603 10/31/2003 $ 11,739 $ 12,538 11/30/2003 $ 12,059 $ 12,874 12/31/2003 $ 12,165 $ 13,014 1/31/2004 $ 12,445 $ 13,444 2/29/2004 $ 12,415 $ 13,669 3/31/2004 $ 12,265 $ 13,643 4/30/2004 $ 11,705 $ 13,259 5/31/2004 $ 11,865 $ 13,572 6/30/2004 $ 12,125 $ 13,787 7/31/2004 $ 11,045 $ 12,875 8/31/2004 $ 10,835 $ 12,716 9/30/2004 $ 11,295 $ 13,191 10/31/2004 $ 11,746 $ 13,638 11/30/2004 $ 12,456 $ 14,341 12/31/2004 $ 13,057 $ 15,028 1/31/2005 $ 12,847 $ 14,625 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF JANUARY 31, 2005 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Mid Cap Growth Fund 05/05/03 16.30 3.22 15.46 Russell Midcap Growth Index 13.61 8.80 24.38 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 2004 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Mid Cap Growth Fund 05/05/03 7.67 7.32 17.46 Russell Midcap Growth Index 9.01 15.48 27.85 </Table> PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. PLEASE VISIT www.columbiamanagement.com FOR DAILY AND MOST RECENT MONTH-END PERFORMANCE UPDATES. Index performance is from May 5, 2003. The Russell Midcap Growth Index is an unmanaged index that measures the performance of those Russell Midcap companies with higher price-to-book ratios and higher forecasted growth values. Unlike the fund, indices are not investments, do not incur fees or expenses and are not professionally managed. It is not possible to invest directly in an index. Securities in the fund may not match those in an index Performance results reflect any waivers or reimbursement of fund expenses by the advisor or its affiliates. Absent these reimbursement arrangements, performance results would have been lower. All results shown assume reinvestment of distributions. The graph and table do not reflect the deduction of taxes that a shareholder would pay on the fund distributions or the redemptions of fund shares. 18 <Page> UNDERSTANDING YOUR EXPENSES - CMG MID CAP GROWTH FUND As a fund shareholder, you incur two types of costs. There are transaction costs, which generally include sales charges on purchases and may include redemption or exchange fees. There are also ongoing costs, which generally include investment advisory fees and other fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. ANALYZING YOUR FUND'S EXPENSES To illustrate these ongoing costs, we have provided an example and calculated the expenses paid by investors during the reporting period. The information in the following table is based on an initial investment of $1,000, which is invested at the beginning of the reporting period and held for the entire period. Expense information is calculated two ways and each method provides you with different information. The amount listed in the "actual" column is calculated using the fund's actual operating expenses and total return for the period. The amount listed in the "hypothetical" column assumes that the return each year is 5% before expenses and includes the fund's actual expense ratio. You should not use the hypothetical account values and expenses to estimate either your actual account balance at the end of the period or the expenses you paid during this reporting period. ESTIMATING YOUR ACTUAL EXPENSES To estimate the expenses that you paid over the period, first you will need your account balance at the end of the period: 1. Divide your ending account balance by $1,000. For example, if an account balance was $8,600 at the end of the period, the result would be 8.6. 2. In the section of the table below titled "Expenses paid during the period," locate the amount under "actual." Multiply this number by the result from step 1. Your answer is an estimate of the expenses you paid on your account during the period. AUGUST 1, 2004 - JANUARY 31, 2005 <Table> <Caption> ACCOUNT VALUE AT THE ACCOUNT VALUE AT THE EXPENSES PAID FUND'S ANNUALIZED BEGINNING OF THE PERIOD ($) END OF THE PERIOD ($) DURING THE PERIOD ($) EXPENSE RATIO (%) ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL 1,000.00 1,000.00 1,162.98 1,021.68 3.82 3.57 0.70 </Table> Expenses paid during the period are equal to the fund's annualized expense ratio of 0.70%, multiplied by the average account value over the period, then multiplied by the number of days in the fund's most recent fiscal half-year and divided by 365. Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. It is important to note that the expense amounts shown in the table are meant to highlight only ongoing costs of investing in the fund and do not reflect any transactional costs, such as sales charges, redemption or exchange fees. Therefore, the hypothetical examples provided may not help you determine the relative total costs of owning shares of different funds. If these transactional costs were included, your costs would have been higher. 19 <Page> COMPARE WITH OTHER FUNDS Since all mutual fund companies are required to include the same hypothetical calculations about expenses in shareholder reports, you can use this information to compare the ongoing cost of investing in the fund with other funds. To do so, compare the 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. As you compare hypothetical examples of other funds, it is important to note that hypothetical examples are meant to highlight the continuing costs of investing in a fund and do not reflect any transactional costs, such as sales charges or redemption or exchange fees. 20 <Page> CMG MID CAP VALUE FUND A Portfolio of CMG Fund Trust MANAGEMENT DISCUSSION OF FUND PERFORMANCE CMG Mid Cap Value Fund returned 10.30% for the six-month period ended January 31, 2005. The fund's return was less than the 15.88% return of the Russell Midcap Value Index for the same period. The fund's emphasis on energy stocks and stock selection within the consumer discretionary sector helped it achieve its double-digit return. However, the fund fell short of its benchmark because it had less exposure to certain areas of the market that were strong performers during the period, including health care, utilities, homebuilders and food, beverage and tobacco companies. In a favorable environment of steady economic growth and continued low interest rates, mid-cap value stocks were exceptional performers and health care, utilities and energy stocks led the way. The fund participated in the strong gains of all three sectors, although an underweight in health care and utilities detracted from performance. During the period, we increased the fund's energy exposure to an overweight relative to its benchmark. Some of the fund's best performers included energy companies XTO Energy, Transocean and Noble (1.9%, 0.7% and 1.1% of net assets, respectively). A late 2004 rally in stocks tied to consumer spending in the leisure and retail areas also added to the fund's return. Federated Department Stores and Harrah's Entertainment were among the sector's best performers for the fund (1.0% and 1.0% of net assets, respectively). However, these gains were partially offset by disappointing results from Superior Industries and Gentex. Concerns about the outlook for auto sales in 2005 hurt both companies, which have significant exposure to the auto industry sales cycle, and the stocks were sold. Concerns about a weak advertising environment hurt New York Times (0.5% of net assets) and Mediacom Communications, a cable operator, which was sold before the period ended. Within the consumer discretionary sector, the fund also gave up some return because it did not have any exposure to homebuilders, which has been a very strong group. Our decision to avoid the group is based on our belief that the companies are currently operating at peak margins and our strategy is to seek companies where there is room for positive incremental improvement in operating margins. In the same vein, the fund's return from consumer staples holdings was lower than its benchmark, primarily because of stocks we did not own in the beverages, food products and tobacco group. During the period, we added stocks that we believed would benefit from continued economic growth. We added selectively to hotel REITs, such as Host Marriott (1.1% of net assets) because we believe the sector is likely to benefit from increased travel. We also added cyclical stocks such as Rohm and Haas, Burlington Northern Santa Fe and Goodrich (1.1%, 1.1% and 1.1% of net assets, respectively). If the commercial aerospace cycle continues to improve, we believe that Goodrich, with its aerospace industry focus, is a likely beneficiary. Within the financials group, we have tried to mitigate the portfolio's sensitivity to changes in interest rates by adding stocks such as Lincoln National (0.8% of net assets), which derives a significant portion of its earnings from variable annuities and other investment products. During the period, our disciplined investment approach also led us to reduce exposure to the auto parts industry because we believe that auto sales and production have reached peak levels. Despite the strong performance of mid-cap value stocks during the past year, we continue to find attractively-valued stocks with the potential for continued improvement in operating 21 <Page> margins. Our research continues to point us toward economically-sensitive companies. However, our focus has shifted from early-cycle industries, such as semiconductors, to late-cycle industries, such as commercial construction and infrastructure builders. We are also seeking companies that have the potential to benefit from higher spending on equipment and technology. The fund's top ten holdings (as a percentage of net assets) as of January 31, 2005 were: <Table> <Caption> (%) Golden West Financial 1.9 XTO Energy 1.9 Brink's 1.8 Dean Foods 1.7 Amerada Hess 1.7 Exelon 1.6 Telephone & Data Systems 1.5 TJX Companies 1.5 Constellation Energy Group 1.5 UST 1.4 </Table> We appreciate your continued confidence in CMG Mid Cap Value Fund. Diane L. Sobin has co-managed the CMG Mid Cap Value Fund since September 2004 and has been with the advisor or its predecessors or affiliate organizations since 2001. /s/ Diane L. Sobin David I. Hoffman has co-managed the fund since September 2004 and has been with the advisor or its predecessors or affiliate organizations since 2001. /s/ David I. Hoffman Equity investments are affected by stock market fluctuations that occur in response to economic and business developments. Investing in mid-cap stocks may present special risks, including possible illiquidity and greater price volatility than stocks of larger, more established companies. Value stocks are securities of companies that may have experienced adverse business or industry developments or may be subject to special risks that have caused the stocks to be out of favor. If the advisor's assessment of a company's prospects is wrong, the price of its stock may not approach the value the advisor has placed on it. Holdings are calculated as a percentage of net assets, and are subject to change. Because the fund is actively managed, there is no guarantee the fund will continue to maintain the holdings breakdown listed. The fund's holdings and their weights within the portfolio may change as market conditions change. 22 <Page> [CHART] GROWTH OF A $10,000 INVESTMENT, MAY 5, 2003 TO JANUARY 31, 2005 <Table> <Caption> CMG MID CAP VALUE RUSSELL MIDCAP VALUE FUND INDEX 5/5/2003 $ 10,000 $ 10,000 5/31/2003 $ 10,320 $ 10,719 6/30/2003 $ 10,370 $ 10,794 7/31/2003 $ 10,690 $ 11,130 8/31/2003 $ 10,970 $ 11,525 9/30/2003 $ 10,770 $ 11,435 10/31/2003 $ 11,491 $ 12,274 11/30/2003 $ 11,710 $ 12,630 12/31/2003 $ 12,214 $ 13,176 1/31/2004 $ 12,424 $ 13,524 2/29/2004 $ 12,804 $ 13,858 3/31/2004 $ 12,804 $ 13,880 4/30/2004 $ 12,563 $ 13,293 5/31/2004 $ 12,793 $ 13,633 6/30/2004 $ 13,164 $ 14,120 7/31/2004 $ 12,604 $ 13,737 8/31/2004 $ 12,523 $ 13,958 9/30/2004 $ 12,884 $ 14,364 10/31/2004 $ 13,003 $ 14,696 11/30/2004 $ 13,725 $ 15,690 12/31/2004 $ 14,155 $ 16,299 1/31/2005 $ 13,903 $ 15,918 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF JANUARY 31, 2005 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Mid Cap Value Fund 05/05/03 10.30 11.90 20.82 Russell Midcap Value Index 15.88 17.72 30.58 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 2004 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Mid Cap Value Fund 05/05/03 7.53 15.91 23.33 Russell Midcap Value Index 15.43 23.71 34.27 </Table> PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. PLEASE VISIT www.columbiamanagement.com FOR DAILY AND MOST RECENT MONTH-END PERFORMANCE UPDATES. Index performance is from May 5, 2003. The Russell Midcap Value Index is an unmanaged index that measures the performance of those Russell Midcap Index companies with lower price-to-book ratios and lower forecasted growth values. The stocks are also members of the Russell 1000 Value Index. Unlike the fund, indices are not investments, do not incur fees or expenses and are not professionally managed. It is not possible to invest directly in indices. Securities in the fund may not match those in an index. Performance results reflect any waivers or reimbursement of fund expenses by the advisor or its affiliates. Absent these reimbursement arrangements, performance results would have been lower. All results shown assume reinvestment of distributions. The graph and table do not reflect the deduction of taxes that a shareholder would pay on the fund distributions or the redemptions of fund shares. 23 <Page> UNDERSTANDING YOUR EXPENSES - CMG MID CAP VALUE FUND As a fund shareholder, you incur two types of costs. There are transaction costs, which generally include sales charges on purchases and may include redemption or exchange fees. There are also ongoing costs, which generally include investment advisory fees and other fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. ANALYZING YOUR FUND'S EXPENSES To illustrate these ongoing costs, we have provided an example and calculated the expenses paid by investors during the reporting period. The information in the following table is based on an initial investment of $1,000, which is invested at the beginning of the reporting period and held for the entire period. Expense information is calculated two ways and each method provides you with different information. The amount listed in the "actual" column is calculated using the fund's actual operating expenses and total return for the period. The amount listed in the "hypothetical" column assumes that the return each year is 5% before expenses and includes the fund's actual expense ratio. You should not use the hypothetical account values and expenses to estimate either your actual account balance at the end of the period or the expenses you paid during this reporting period. ESTIMATING YOUR ACTUAL EXPENSES To estimate the expenses that you paid over the period, first you will need your account balance at the end of the period: 1. Divide your ending account balance by $1,000. For example, if an account balance was $8,600 at the end of the period, the result would be 8.6. 2. In the section of the table below titled "Expenses paid during the period," locate the amount under "actual." Multiply this number by the result from step 1. Your answer is an estimate of the expenses you paid on your account during the period. AUGUST 1, 2004 - JANUARY 31, 2005 <Table> <Caption> ACCOUNT VALUE AT THE ACCOUNT VALUE AT THE EXPENSES PAID FUND'S ANNUALIZED BEGINNING OF THE PERIOD ($) END OF THE PERIOD ($) DURING THE PERIOD ($) EXPENSE RATIO (%) ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL 1,000.00 1,000.00 1,102.99 1,021.68 3.71 3.57 0.70 </Table> Expenses paid during the period are equal to the fund's annualized expense ratio of 0.70%, multiplied by the average account value over the period, then multiplied by the number of days in the fund's most recent fiscal half-year and divided by 365. Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. It is important to note that the expense amounts shown in the table are meant to highlight only ongoing costs of investing in the fund and do not reflect any transactional costs, such as sales charges, redemption or exchange fees. Therefore, the hypothetical examples provided may not help you determine the relative total costs of owning shares of different funds. If these transactional costs were included, your costs would have been higher. 24 <Page> COMPARE WITH OTHER FUNDS Since all mutual fund companies are required to include the same hypothetical calculations about expenses in shareholder reports, you can use this information to compare the ongoing cost of investing in the fund with other funds. To do so, compare the 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. As you compare hypothetical examples of other funds, it is important to note that hypothetical examples are meant to highlight the continuing costs of investing in a fund and do not reflect any transactional costs, such as sales charges or redemption or exchange fees. 25 <Page> CMG SMALL CAP GROWTH FUND A Portfolio of CMG Fund Trust MANAGEMENT DISCUSSION OF FUND PERFORMANCE CMG Small Cap Growth Fund returned 10.31% for the six-month period ended January 31, 2005. That was less than the Russell 2000 Growth Index and the Lipper Small Cap Growth Funds Category average(1), which returned 13.48% and 12.58%, respectively. As strong earnings growth fueled small-cap stock gains, the fund benefited from its focus on higher quality companies with healthy balance sheets, attractive business models and strong management teams. Disappointing stock selection in the consumer discretionary, energy and industrials sectors hampered returns relative to the Russell index. The fund also had a bias toward companies with long-term, sustainable earnings growth at a time when investors favored stocks with near-term earnings growth momentum. Strong stock picking in technology, the fund's largest sector, helped performance. F5 Networks (1.0% of net assets) rallied sharply as the company's flexible software-based technology helped it gain market share. Retek and Digitas (0.9% and 1.0% of net assets, respectively) also bolstered performance, as they rebounded from earlier lows. Retek makes software that helps retailers with merchandise projections, while Digitas is a marketing consultant specializing in online media. Offsetting some of these gains was the fund's overweight in semiconductor stocks, which were pressured by inventory issues. In addition, PalmSource (0.4% of net assets) declined after failing to sign new customers for its smart phone operating system. Financial stocks helped performance, benefiting from favorable equity markets and an increase in mergers and acquisitions. Top gainers included investment banker Greenhill & Co. (0.8% of net assets). In addition, the fund did well by owning banks that were well positioned for rising interest rates, such as Mercantile Bank in the Midwest (0.8% of net assets). Returns from consumer discretionary, energy and industrials stocks were strong, but they trailed their respective sector averages. Top contributors to performance included consumer discretionary stocks Scientific Games, Jarden and Gaylord Entertainment (1.3%, 1.7% and 1.3% of net assets, respectively). Scientific Games experienced strong demand from revenue-strapped states for its lottery services, while consumer products conglomerate Jarden rose following a recent acquisition. Gaylord Entertainment rallied on the popularity of its convention and lodging facilities. However, the fund's overweight in media stocks, as well as weak returns from retailers such as Sharper Image (0.8% of net assets), detracted from sector returns. Energy stocks rallied nicely, fueled by high commodity prices. The fund did not fully participate in these gains because of its underweight in the sector. In addition, the fund did not own the sector standouts but held exploration and production stocks that trailed the sector average. Among industrials, the biggest loss came from relocation firm Sirva (0.3% of net assets), which suffered from accounting problems at its specialty insurance operation and a drop in business at its European subsidiary. In health care, returns benefited from investments in NeoPharm and Cell Therapeutics (0.8% and 0.6% of net assets, respectively), which rebounded nicely as their outlooks improved. However, some stocks that had previously done quite well, such as Salix Pharmaceuticals (0.7% of net assets), retreated. We remain optimistic about the prospects for small-cap growth stocks, which stand to do well if the economy continues to grow. Although the valuation gap between small- and large-cap 26 <Page> stocks has closed, we believe earnings growth expectations for small company stocks remain significantly higher than for stocks of larger companies. The fund's top ten holdings (as a percentage of net assets) as of January 31, 2005 were: <Table> <Caption> (%) Jarden 1.7 Scientific Games 1.3 Gaylord Entertainment 1.3 Infinity Property & Casualty 1.2 Advisory Board 1.2 DRS Technologies 1.1 Marvel Enterprises 1.1 UTI Worldwide 1.1 MTC Technologies 1.1 Bone Care International 1.0 </Table> Thank you for investing in CMG Small Cap Growth Fund. Paul J. Berlinguet has managed or co-managed the CMG Small Cap Growth Fund since November 2003 and has been with the advisor since 2003. /s/ Paul J. Berlinguet Thomas P. Lettenberger has co-managed the fund since May 2004 and has been with the advisor or its predecessors or affiliate organizations since 2000. /s/ Thomas P. Lettenberger Steven R. Lilly has co-managed the fund since May 2004 and has been with the advisor or its predecessors or affiliate organizations since 1995. /s/ Steven R. Lilly Equity investments are affected by stock market fluctuations that occur in response to economic and business developments. Investments in small-cap stocks may be subject to greater volatility and price fluctuations because they may be thinly traded and less liquid than investments in larger companies. Holdings are calculated as a percentage of net assets, and are subject to change. Because the fund is actively managed, there is no guarantee the fund will continue to maintain the holdings breakdown listed. The fund's holdings and their weights within the portfolio may change as market conditions change. - ---------- (1) Lipper Inc., a widely respected data provider in the industry, calculates an average total return for mutual funds with similar investment objectives as those of the fund. 27 <Page> [CHART] GROWTH OF A $10,000 INVESTMENT, MAY 5, 2003 TO JANUARY 31, 2005 <Table> <Caption> CMG SMALL CAP RUSSELL 2000 GROWTH FUND GROWTH INDEX 5/5/2003 $ 10,000 $ 10,000 5/31/2003 $ 10,750 $ 10,776 6/30/2003 $ 11,010 $ 10,984 7/31/2003 $ 11,530 $ 11,814 8/31/2003 $ 12,060 $ 12,449 9/30/2003 $ 11,620 $ 12,134 10/31/2003 $ 12,851 $ 13,182 11/30/2003 $ 13,141 $ 13,612 12/31/2003 $ 13,483 $ 13,673 1/31/2004 $ 14,037 $ 14,391 2/29/2004 $ 14,197 $ 14,369 3/31/2004 $ 14,410 $ 14,437 4/30/2004 $ 13,760 $ 13,712 5/31/2004 $ 13,781 $ 13,985 6/30/2004 $ 14,100 $ 14,451 7/31/2004 $ 12,769 $ 13,153 8/31/2004 $ 12,450 $ 12,870 9/30/2004 $ 13,163 $ 13,582 10/31/2004 $ 13,450 $ 13,912 11/30/2004 $ 14,399 $ 15,088 12/31/2004 $ 14,895 $ 15,629 1/31/2005 $ 14,085 $ 14,924 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF JANUARY 31, 2005 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Small Cap Growth Fund 05/05/03 10.31 0.35 21.72 Russell 2000 Growth Index 13.48 3.71 25.83 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 2004 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Small Cap Growth Fund 05/05/03 5.64 10.48 27.17 Russell 2000 Growth Index 8.16 14.31 30.91 </Table> PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. PLEASE VISIT www.columbiamanagement.com FOR DAILY AND MOST RECENT MONTH-END PERFORMANCE UPDATES. Index performance is from May 5, 2003. The Russell 2000 Growth Index is an unmanaged index that measures the performance of those Russell 2000 Index companies with higher price-to-book ratios and higher forecasted growth values. Unlike the fund, indices are not investments, do not incur fees or expenses and are not professionally managed. It is not possible to invest directly in an index. Securities in the fund may not match those in an index. Performance results reflect any waivers or reimbursement of fund expenses by the advisor or its affiliates. Absent these reimbursement arrangements, performance results would have been lower. All results shown assume reinvestment of distributions. The graph and table do not reflect the deduction of taxes that a shareholder would pay on the fund distributions or the redemptions of fund shares. 28 <Page> UNDERSTANDING YOUR EXPENSES -- CMG SMALL CAP GROWTH FUND As a fund shareholder, you incur two types of costs. There are transaction costs, which generally include sales charges on purchases and may include redemption or exchange fees. There are also ongoing costs, which generally include investment advisory fees and other fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. ANALYZING YOUR FUND'S EXPENSES To illustrate these ongoing costs, we have provided an example and calculated the expenses paid by investors during the reporting period. The information in the following table is based on an initial investment of $1,000, which is invested at the beginning of the reporting period and held for the entire period. Expense information is calculated two ways and each method provides you with different information. The amount listed in the "actual" column is calculated using the fund's actual operating expenses and total return for the period. The amount listed in the "hypothetical" column assumes that the return each year is 5% before expenses and includes the fund's actual expense ratio. You should not use the hypothetical account values and expenses to estimate either your actual account balance at the end of the period or the expenses you paid during this reporting period. ESTIMATING YOUR ACTUAL EXPENSES To estimate the expenses that you paid over the period, first you will need your account balance at the end of the period: 1. Divide your ending account balance by $1,000. For example, if an account balance was $8,600 at the end of the period, the result would be 8.6. 2. In the section of the table below titled "Expenses paid during the period," locate the amount under "actual." Multiply this number by the result from step 1. Your answer is an estimate of the expenses you paid on your account during the period. AUGUST 1, 2004 - JANUARY 31, 2005 <Table> <Caption> ACCOUNT VALUE AT THE ACCOUNT VALUE AT THE EXPENSES PAID FUND'S ANNUALIZED BEGINNING OF THE PERIOD ($) END OF THE PERIOD ($) DURING THE PERIOD ($) EXPENSE RATIO (%) ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL 1,000.00 1,000.00 1,103.09 1,021.17 4.24 4.08 0.80 </Table> Expenses paid during the period are equal to the fund's annualized expense ratio of 0.80%, multiplied by the average account value over the period, then multiplied by the number of days in the fund's most recent fiscal half-year and divided by 365. Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. It is important to note that the expense amounts shown in the table are meant to highlight only ongoing costs of investing in the fund and do not reflect any transactional costs, such as sales charges, redemption or exchange fees. Therefore, the hypothetical examples provided may not help you determine the relative total costs of owning shares of different funds. If these transactional costs were included, your costs would have been higher. 29 <Page> COMPARE WITH OTHER FUNDS Since all mutual fund companies are required to include the same hypothetical calculations about expenses in shareholder reports, you can use this information to compare the ongoing cost of investing in the fund with other funds. To do so, compare the 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. As you compare hypothetical examples of other funds, it is important to note that hypothetical examples are meant to highlight the continuing costs of investing in a fund and do not reflect any transactional costs, such as sales charges or redemption or exchange fees. 30 <Page> CMG SMALL CAP VALUE FUND A Portfolio of CMG Fund Trust MANAGEMENT DISCUSSION OF FUND PERFORMANCE CMG Small Cap Value Fund returned 13.73% for the six-month period ended January 31, 2005. Performance was behind the Russell 2000 Value Index, which gained 14.24% over the same period. The fund came out modestly ahead of the Lipper Small Cap Value Funds Category average, which returned 13.32%.(1) Strong stock selection bolstered returns, with the best gains coming from financials and technology. Industrials and health care investments, however, hampered performance relative to the Russell index. We continued to focus on companies with strong competitive and financial standings, good earnings growth prospects and reasonable stock valuations. We also positioned the fund to take advantage of the economic recovery by keeping a below-average stake in financials and above-average investments in technology and industrials. Within financials, we downplayed thrifts and real estate investment trusts, both of which tend to falter as interest rates rise. The financials stocks the fund owned did quite well, as interest rates rose only modestly. Among the biggest gainers were consumer specialty finance companies, including a credit card company and a pawnshop. Banks and insurers also posted strong returns. Technology stocks trailed the overall market, as the sector failed to keep up with investor expectations. The fund benefited from avoiding more speculative tech companies, many of which disappointed investors during the period. The fund's focus was on a diverse array of more conservative tech companies, which moved into favor with investors. Among the strongest gainers were a cell phone distributor, an information technology consultant/recruiter and a security software company. Materials stocks also boosted performance. The fund had overweights in metals, including steel and titanium, as well as coal. These stocks rallied as commodity prices rose amid strong global demand and tightening supply. The fund's overweight in industrials should have helped performance as the economy recovered and the sector posted strong gains. However, we focused the fund on higher quality industrial companies, which hindered relative returns as lower quality stocks posted exceptionally strong gains. Nevertheless, we kept our emphasis on companies with strong balance sheets and good competitive positioning, believing they will be the sector's long-term winners. Within health care, the fund experienced some disappointments because the best performers were more expensive and speculative stocks that snapped back from earlier downturns. The fund tends not to own these types of stocks because they do not meet either our valuation or quality criteria. In addition, the fund owned positions in a funeral home, a contract service company, a specialty pharmaceutical company and a dental practice, which were disappointments. Most of these stocks faltered for company-specific reasons, and we held onto them because we have confidence that the companies can overcome these short-term challenges. Our outlook for the US economy, stock market and small-cap value stocks, in particular, is moderately optimistic. We expect the economy to continue to grow at a measured pace in the coming year. We also think stocks have room to climb as long as economic expansion continues and stock valuations remain reasonable. As a result, we plan to maintain the fund's 31 <Page> bias toward economically sensitive sectors. Although we believe small-cap stocks are no longer inexpensive compared to large-cap stocks, we remain confident that we will be able to find attractive investment opportunities in 2005. The fund's top ten holdings (as a percentage of net assets) as of January 31, 2005 were: <Table> <Caption> (%) Corn Products International 1.1 iShares Russell 2000 Value Index Fund 1.0 Cash America International 0.9 Scientific Games 0.8 Greif 0.8 Willbros Group 0.8 MPS Group 0.8 Consolidated Graphics 0.8 Harsco 0.8 Precision Castparts 0.8 </Table> Thank you for investing in CMG Small Cap Value Fund. Stephen Barbaro has managed the CMG Small Cap Value Fund since the fund's inception and has been with the advisor or its predecessors or affiliate organizations since 1997. /s/ Stephen Barbaro Equity investments are affected by stock market fluctuations that occur in response to economic and business developments. Investments in small-cap stocks may be subject to greater volatility and price fluctuations because they may be thinly traded and less liquid than investments in larger companies. Value stocks are securities of companies that may have experienced adverse business or industry developments or may be subject to special risks that have caused the stocks to be out of favor. If the advisor's assessment of a company's prospects is wrong, the price of its stock may not approach the value the advisor has placed on it. Holdings are calculated as a percentage of net assets, and are subject to change. Because the fund is actively managed, there is no guarantee the fund will continue to maintain the holdings breakdown listed. The fund's holdings and their weights within the portfolio may change as market conditions change. - ---------- (1) Lipper Inc., a widely respected data provider in the industry, calculates an average total return for mutual funds with similar investment objectives as those of the fund. 32 <Page> [CHART] GROWTH OF A $10,000 INVESTMENT, MAY 5, 2003 TO JANUARY 31, 2005 <Table> <Caption> CMG SMALL CAP RUSSELL 2000 RUSSELL 2000 VALUE FUND VALUE INDEX INDEX 5/5/2003 $ 10,000 $ 10,000 $ 10,000 5/31/2003 $ 10,510 $ 10,766 $ 10,771 6/30/2003 $ 10,720 $ 10,948 $ 10,966 7/31/2003 $ 11,291 $ 11,494 $ 11,652 8/31/2003 $ 11,820 $ 11,931 $ 12,186 9/30/2004 $ 11,710 $ 11,794 $ 11,961 10/31/2003 $ 12,660 $ 12,755 $ 12,965 11/30/2003 $ 13,160 $ 13,245 $ 13,426 12/31/2003 $ 13,619 $ 13,724 $ 13,698 1/31/2004 $ 14,119 $ 14,199 $ 14,293 2/29/2004 $ 14,353 $ 14,475 $ 14,421 3/31/2004 $ 14,619 $ 14,674 $ 14,555 4/30/2004 $ 14,017 $ 13,916 $ 13,813 5/31/2004 $ 14,109 $ 14,084 $ 14,033 6/30/2004 $ 14,885 $ 14,800 $ 14,623 7/31/2004 $ 14,200 $ 14,119 $ 13,639 8/31/2004 $ 14,139 $ 14,257 $ 13,570 9/30/2004 $ 14,722 $ 14,822 $ 14,206 10/31/2004 $ 14,926 $ 15,051 $ 14,486 11/30/2004 $ 16,285 $ 16,386 $ 15,742 12/31/2004 $ 16,741 $ 16,778 $ 16,208 1/31/2005 $ 16,150 $ 16,129 $ 15,533 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF JANUARY 31, 2005 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Small Cap Value Fund 05/05/03 13.73 14.38 31.67 Russell 2000 Value Index 14.24 13.59 31.57 Russell 2000 Index 13.88 8.67 28.75 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 2004 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Small Cap Value Fund 05/05/03 12.46 22.92 36.46 Russell 2000 Value Index 13.37 22.25 36.64 Russell 2000 Index 10.83 18.33 33.83 </Table> PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. PLEASE VISIT www.columbiamanagement.com FOR DAILY AND MOST RECENT MONTH-END PERFORMANCE UPDATES. Index performance is from May 5, 2003. The Russell 2000 Value index is an unmanaged index that tracks the performance of those Russell 2000 Index companies with lower price-to-book ratios and lower forecasted growth values. The Russell 2000 Index is an unmanaged index that tracks the performance of the 2,000 smallest of the 3,000 largest U.S. companies based on market capitalization. Unlike the fund, indices are not investments, do not incur fees or expenses and are not professionally managed. It is not possible to invest directly in indices. Securities in the fund may not match those in an index. Performance results reflect any waivers or reimbursement of fund expenses by the advisor or its affiliates. Absent these reimbursement arrangements, performance results would have been lower. All results shown assume reinvestment of distributions. The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. 33 <Page> UNDERSTANDING YOUR EXPENSES -- CMG SMALL CAP VALUE FUND As a fund shareholder, you incur two types of costs. There are transaction costs, which generally include sales charges on purchases and may include redemption or exchange fees. There are also ongoing costs, which generally include investment advisory fees and other fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. ANALYZING YOUR FUND'S EXPENSES To illustrate these ongoing costs, we have provided an example and calculated the expenses paid by investors during the reporting period. The information in the following table is based on an initial investment of $1,000, which is invested at the beginning of the reporting period and held for the entire period. Expense information is calculated two ways and each method provides you with different information. The amount listed in the "actual" column is calculated using the fund's actual operating expenses and total return for the period. The amount listed in the "hypothetical" column assumes that the return each year is 5% before expenses and includes the fund's actual expense ratio. You should not use the hypothetical account values and expenses to estimate either your actual account balance at the end of the period or the expenses you paid during this reporting period. ESTIMATING YOUR ACTUAL EXPENSES To estimate the expenses that you paid over the period, first you will need your account balance at the end of the period: 1. Divide your ending account balance by $1,000. For example, if an account balance was $8,600 at the end of the period, the result would be 8.6. 2. In the section of the table below titled "Expenses paid during the period," locate the amount under "actual." Multiply this number by the result from step 1. Your answer is an estimate of the expenses you paid on your account during the period. AUGUST 1, 2004 - JANUARY 31, 2005 <Table> <Caption> ACCOUNT VALUE AT THE ACCOUNT VALUE AT THE EXPENSES PAID FUND'S ANNUALIZED BEGINNING OF THE PERIOD ($) END OF THE PERIOD ($) DURING THE PERIOD ($) EXPENSE RATIO (%) ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL 1,000.00 1,000.00 1,137.32 1,021.17 4.31 4.08 0.80 </Table> Expenses paid during the period are equal to the fund's annualized expense ratio of 0.80%, multiplied by the average account value over the period, then multiplied by the number of days in the fund's most recent fiscal half-year and divided by 365. Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. It is important to note that the expense amounts shown in the table are meant to highlight only ongoing costs of investing in the fund and do not reflect any transactional costs, such as sales charges, redemption or exchange fees. Therefore, the hypothetical examples provided may not help you determine the relative total costs of owning shares of different funds. If these transactional costs were included, your costs would have been higher. 34 <Page> COMPARE WITH OTHER FUNDS Since all mutual fund companies are required to include the same hypothetical calculations about expenses in shareholder reports, you can use this information to compare the ongoing cost of investing in the fund with other funds. To do so, compare the 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. As you compare hypothetical examples of other funds, it is important to note that hypothetical examples are meant to highlight the continuing costs of investing in a fund and do not reflect any transactional costs, such as sales charges or redemption or exchange fees. 35 <Page> CMG SMALL/MID CAP FUND A Portfolio of CMG Fund Trust MANAGEMENT DISCUSSION OF FUND PERFORMANCE CMG Small/Mid Cap Fund returned 16.19% for the six-month period ended January 31, 2005. The fund outperformed the Russell 2500 Growth Index, which returned 13.53% for the same period. The fund also outperformed its peer group. The average return for the Lipper MidCap Growth Funds Category was 12.58%.(1) Stock selection in the health care, consumer discretionary and materials sectors helped the fund outperform its benchmark. Restructuring of the fund's technology holdings also resulted in improved performance. A new management team has been in place since June 2004. Our first task was to reduce portfolio risk by restructuring certain of the fund's sectors. A good example was the information technology sector. The team eliminated commodity-type businesses in favor of those with greater intellectual property content as reflected in companies with higher gross margins. The resulting portfolio of higher quality names was well positioned for the market rally in the fourth quarter of 2004. Communications-related stocks, where the fund had significant exposure, led performance: F5 Networks gained 83% and Amdocs rose 37% (1.0% and 1.0% of net assets, respectively). In the semiconductor industry, Marvell Technology Group benefited from a new product introduction, allowing it to attack new markets (1.2% of net assets). NVIDIA, a new position to the portfolio, benefited from the introduction of a new graphics chip (0.4% of net assets). Although the fund had a lower weighting in health care, stocks selected for the portfolio outperformed their benchmark counterparts. Kinetic Concepts, which produces a medical device to accelerate the wound healing process, benefited from increased market penetration (1.0% of net assets). Caremark Rx, a pharmaceutical benefits manager, performed well after its acquisition of AdvancePCS last spring (0.4% of net assets). We believe the company is well positioned to capitalize on industry trends that call for greater cost control as drug prices continue to rise. In addition, DaVita made strong gains on the news of its purchase of Gambro Healthcare's US dialysis service business (1.5% of net assets). Consumer discretionary and materials stocks also had a positive impact on performance. In the consumer discretionary sector, hotel and leisure stocks benefited from the steady economic recovery and increased business travel. Notable performers included Hilton Hotels and Harrah's Entertainment (0.7% and 0.9% of net assets, respectively). In addition, Tempur-Pedic International, a manufacturer of foam mattresses and pillows, gained ground as the company's products took market share (2.9% of net assets). Among materials holdings, Potash Corp. of Saskatchewan led performance due to strong commodity prices (2.1% of net assets). The fund experienced some weakness in the energy sector during the fourth quarter of 2004. We were willing to maintain our significant exposure in this area because of our belief in the strength of longer-term industry fundamentals. This patience has been rewarded in January as the sector rebounded strongly from its lackluster fourth quarter performance. One stock that did disappoint was Input/Output, which we eliminated during the period. The company reported lower-than-expected earnings in the fourth quarter, after having previously disappointed investors. We enhanced coverage of the financial sector by hiring an experienced analyst. We have maintained low exposure in the finance area because of concerns about the effects of a rising interest rate environment, but we continue to hunt for new investment opportunities within the sector. 36 <Page> We believe that the economy continues to grow at a healthy rate and that the portfolio is positioned accordingly. We are bullish on the energy sector and see continued strength in the materials and industrial sectors, where we are maintaining exposure. Ongoing job creation, a build up of cash on corporate balance sheets and a Federal Reserve Board that appears to be controlling inflation support our outlook. However, we are monitoring the economy and markets for any change in the pace of growth because of the fund's pro-cyclical positioning. The fund's top ten holdings (as a percentage of net assets) as of January 31, 2005 were: <Table> <Caption> (%) Tempur-Pedic International 2.9 Potash Corp. of Saskatchewan 2.1 Medicis Pharmaceutical 1.9 Donaldson 1.9 Amylin Pharmaceuticals 1.8 United Defense Industries 1.5 Urban Outfitters 1.5 DaVita 1.5 Affiliated Managers Group 1.5 National-Oilwell 1.5 </Table> We appreciate your continued confidence in the CMG Small/Mid Cap Fund. Kenneth A. Korngiebel has co-managed the CMG Small/Mid Cap Fund since June 2004 and has been with the advisor or its predecessors or affiliate organizations since 1996. /s/ Kenneth A. Korngiebel Trent E. Nevills has co-managed the fund since June 2004 and has been with the advisor since 2003. /s/ Trent E. Nevills Equity investments are affected by stock market fluctuations that occur in response to economic and business developments. Investments in small- and mid-cap stocks may present special risks. They tend to be more volatile and may be less liquid than the stocks of larger companies. Small-cap stocks often have narrower markets, limited financial resources and tend to be more thinly traded than stocks of larger companies. Holdings are calculated as a percentage of net assets, and are subject to change. Because the fund is actively managed, there is no guarantee the fund will continue to maintain the holdings breakdown listed. The fund's holdings and their weights within the portfolio may change as market conditions change. - ---------- (1) Lipper Inc., a widely respected data provider in the industry, calculates an average total return for mutual funds with similar investment objectives as those of the fund. 37 <Page> [CHART] GROWTH OF A $10,000 INVESTMENT, DECEMBER 1, 2000 TO JANUARY 31, 2005 <Table> <Caption> CMG SMALL/ RUSSELL 2500 RUSSELL 2500 MID CAP FUND GROWTH INDEX INDEX 1/12/2000 $ 10,000 $ 10,000 $ 10,000 12/31/2000 $ 10,830 $ 10,620 $ 10,861 1/31/2001 $ 10,780 $ 11,308 $ 11,218 2/28/2001 $ 9,480 $ 9,563 $ 10,496 3/31/2001 $ 8,650 $ 8,506 $ 9,920 4/30/2001 $ 9,689 $ 9,802 $ 10,796 5/31/2001 $ 9,710 $ 10,086 $ 11,120 6/30/2001 $ 9,640 $ 10,314 $ 11,278 7/31/2001 $ 9,290 $ 9,554 $ 10,875 8/31/2001 $ 8,730 $ 8,919 $ 10,518 9/30/2001 $ 7,659 $ 7,522 $ 9,157 10/31/2001 $ 7,999 $ 8,264 $ 9,630 11/30/2001 $ 8,499 $ 8,978 $ 10,409 12/31/2001 $ 8,900 $ 9,470 $ 10,993 1/31/2002 $ 8,650 $ 9,065 $ 10,857 2/28/2002 $ 8,290 $ 8,505 $ 10,667 3/31/2002 $ 8,740 $ 9,190 $ 11,404 4/30/2002 $ 8,580 $ 8,885 $ 11,376 5/31/2002 $ 8,420 $ 8,438 $ 11,042 6/30/2002 $ 7,840 $ 7,662 $ 10,420 7/31/2002 $ 7,081 $ 6,710 $ 9,177 8/31/2002 $ 7,030 $ 6,709 $ 9,204 9/30/2002 $ 6,690 $ 6,202 $ 8,475 10/31/2002 $ 6,960 $ 6,559 $ 8,751 11/30/2002 $ 7,270 $ 7,168 $ 9,465 12/31/2002 $ 6,870 $ 6,715 $ 9,038 1/31/2003 $ 6,890 $ 6,569 $ 8,797 2/28/2003 $ 6,770 $ 6,416 $ 8,586 3/31/2003 $ 6,860 $ 6,501 $ 8,668 4/30/2003 $ 7,271 $ 7,068 $ 9,440 5/31/2003 $ 7,881 $ 7,817 $ 10,368 6/30/2003 $ 8,060 $ 7,978 $ 10,566 7/31/2003 $ 8,300 $ 8,509 $ 11,134 8/31/2003 $ 8,691 $ 8,965 $ 11,650 9/30/2003 $ 8,271 $ 8,772 $ 11,491 10/31/2003 $ 9,071 $ 9,493 $ 12,399 11/30/2003 $ 9,371 $ 9,814 $ 12,866 12/31/2003 $ 9,441 $ 9,825 $ 13,150 1/31/2004 $ 9,671 $ 10,235 $ 13,630 2/29/2004 $ 9,752 $ 10,330 $ 13,841 3/31/2004 $ 9,622 $ 10,366 $ 13,924 4/30/2004 $ 9,242 $ 9,927 $ 13,256 5/31/2004 $ 9,392 $ 10,133 $ 13,526 6/30/2004 $ 9,551 $ 10,380 $ 13,971 7/31/2004 $ 8,771 $ 9,568 $ 13,158 8/31/2004 $ 8,491 $ 9,375 $ 13,124 9/30/2004 $ 8,951 $ 9,798 $ 13,619 10/31/2004 $ 9,342 $ 10,076 $ 13,929 11/30/2004 $ 9,992 $ 10,744 $ 14,970 12/31/2004 $ 10,481 $ 11,259 $ 15,556 1/31/2005 $ 10,190 $ 10,861 $ 15,033 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF JANUARY 31, 2005 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Small/Mid Cap Fund 12/01/00 16.19 5.38 0.45 Russell 2500 Growth Index 13.53 6.13 2.00 Russell 2500 Index 14.25 10.30 10.27 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 2004 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Small/Mid Cap Fund 12/01/00 9.74 11.02 1.15 Russell 2500 Growth Index 8.47 14.59 2.94 Russell 2500 Index 11.35 18.29 11.42 </Table> PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. PLEASE VISIT www.columbiamanagement.com FOR DAILY AND MOST RECENT MONTH-END PERFORMANCE UPDATES. Index performance is from December 1, 2000. The Russell 2500 Growth Index is an unmanaged index that measures the performance of those Russell 2500 Index companies with higher price-to-book ratios and higher forecasted growth values. The Russell 2500 Index is an unmanaged index that tracks the performance of the 2,500 smallest companies of the Russell 3000 Index. Unlike the fund, indices are not investments, do not incur fees or expenses and are not professionally managed. It is not possible to invest directly in an index. Securities in the fund may not match those in an index. Performance results reflect any waivers or reimbursement of fund expenses by the advisor or its affiliates. Absent these reimbursement arrangements, performance results would have been lower. All results shown assume reinvestment of distributions. The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. 38 <Page> UNDERSTANDING YOUR EXPENSES -- CMG SMALL/MID CAP FUND As a fund shareholder, you incur two types of costs. There are transaction costs, which generally include sales charges on purchases and may include redemption or exchange fees. There are also ongoing costs, which generally include investment advisory fees and other fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. ANALYZING YOUR FUND'S EXPENSES To illustrate these ongoing costs, we have provided an example and calculated the expenses paid by investors during the reporting period. The information in the following table is based on an initial investment of $1,000, which is invested at the beginning of the reporting period and held for the entire period. Expense information is calculated two ways and each method provides you with different information. The amount listed in the "actual" column is calculated using the fund's actual operating expenses and total return for the period. The amount listed in the "hypothetical" column assumes that the return each year is 5% before expenses and includes the fund's actual expense ratio. You should not use the hypothetical account values and expenses to estimate either your actual account balance at the end of the period or the expenses you paid during this reporting period. ESTIMATING YOUR ACTUAL EXPENSES To estimate the expenses that you paid over the period, first you will need your account balance at the end of the period: 1. Divide your ending account balance by $1,000. For example, if an account balance was $8,600 at the end of the period, the result would be 8.6. 2. In the section of the table below titled "Expenses paid during the period," locate the amount under "actual." Multiply this number by the result from step 1. Your answer is an estimate of the expenses you paid on your account during the period. AUGUST 1, 2004 - JANUARY 31, 2005 <Table> <Caption> ACCOUNT VALUE AT THE ACCOUNT VALUE AT THE EXPENSES PAID FUND'S ANNUALIZED BEGINNING OF THE PERIOD ($) END OF THE PERIOD ($) DURING THE PERIOD ($) EXPENSE RATIO (%) ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL 1,000.00 1,000.00 1,161.92 1,021.42 4.09 3.82 0.75 </Table> Expenses paid during the period are equal to the fund's annualized expense ratio of 0.75%, multiplied by the average account value over the period, then multiplied by the number of days in the fund's most recent fiscal half-year and divided by 365. Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. It is important to note that the expense amounts shown in the table are meant to highlight only ongoing costs of investing in the fund and do not reflect any transactional costs, such as sales charges, redemption or exchange fees. Therefore, the hypothetical examples provided may not help you determine the relative total costs of owning shares of different funds. If these transactional costs were included, your costs would have been higher. 39 <Page> COMPARE WITH OTHER FUNDS Since all mutual fund companies are required to include the same hypothetical calculations about expenses in shareholder reports, you can use this information to compare the ongoing cost of investing in the fund with other funds. To do so, compare the 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. As you compare hypothetical examples of other funds, it is important to note that hypothetical examples are meant to highlight the continuing costs of investing in a fund and do not reflect any transactional costs, such as sales charges or redemption or exchange fees. 40 <Page> CMG INTERNATIONAL STOCK FUND A Portfolio of CMG Fund Trust MANAGEMENT DISCUSSION OF FUND PERFORMANCE For the six-month period ended January 31, 2005, CMG International Stock Fund returned 12.68%. The fund trailed the MSCI All Country World ex US Index, which posted an 18.00% return during the period. The average return for the Lipper International Multi-Cap Growth Funds Category was 15.62%.(1) Stock selection in Japan and the United Kingdom (UK) were the principal reasons the fund fell behind its benchmark. During the period, we boosted the investment in Japan on the belief that its economy was headed for a strong recovery after more than 10 years of recession and deflation. We favored companies that had the potential to benefit from a strong recovery. In fact, we were premature in our assessment of how quickly this domestic expansion would occur. Inflation did not return as fast as forecasts suggested, and consumer spending did not rebound at the pace we originally anticipated. As a result, consumer-related Japanese stocks declined. Telecommunications stocks in Japan also detracted from performance, especially NTT DoCoMo (0.3% of net assets), a wireless communications company, which suffered from stiff competition. Pharmaceutical companies in the United Kingdom also held back results. AstraZeneca (0.7% of net assets) lost traction when the FDA postponed approval of IRESSA, a cancer drug. In addition, prescription trends were disappointing for Crestor, AstraZeneca's cholesterol-lowering drug. However, the stock remains in the portfolio because we continue to believe that it has long-term potential. We raised the fund's commitment to Europe, where long-term growth prospects appeared strong. We focused on smaller markets that were growing faster than Europe as a whole and that were attractively priced relative to their potential compared to larger markets. In particular, the fund's investments in Austria and Greece did well. Both countries have fast-growing economies, relatively low interest rates and policies that are friendly to business. When selecting stocks, we gravitated toward banks, which have had a substantial increase in loan demand in the improving economic environment. In Greece, for example, the National Bank of Greece was a positive contributor (0.5% of net assets). Two main themes dominated the fund's stock selection within its geographic regions. We favored companies that we believed were 1) likely to increase dividend payouts and/or 2) benefit from increased capital spending. With these themes in mind, we increased investment in the industrials sector, a strategy that added the most value over the period. Two companies were particularly strong--Atlas Copco AB in Sweden, an electric tool manufacturer, and Vinci SA in France, a construction company (1.2% and 1.1% of net assets, respectively). Telecommunications companies also reflected these themes. We added Belgacom SA (0.6% of net assets), Belgium's telecommunications company, which benefited from cost-cutting and improved operations. In addition, we believe that the company has the potential to raise its dividend. Rising oil prices aided energy stocks, and one of the best performing companies in the portfolio was Canada's EnCana (1.2% of net assets), the largest oil and gas exploration company in North America. We expect to emphasize four themes in 2005. First, we will continue to seek more high-yielding companies that we believe are likely to increase dividends and/or share buybacks. 41 <Page> Second, we plan to increase the fund's exposure to companies that could benefit from increased capital expenditures. Third, because we believe that improved employment growth could boost consumer confidence, we plan to increase the fund's exposure to retail stocks. Fourth, we expect to emphasize larger-cap stocks. We believe they have the potential to outperform smaller caps, which have led the global markets for three years. The fund's top ten holdings and countries (as a percentage of net assets) as of January 31, 2005 were: <Table> <Caption> HOLDINGS (%) ENI S.p.A. 1.8 Vodafone Group 1.8 BP 1.8 Nestle SA 1.8 GlaxoSmithKline 1.7 HSBC Holdings 1.6 Royal Bank of Scotland Group 1.4 Reckitt Benckiser 1.3 Barclays 1.3 Syngenta AG 1.3 <Caption> COUNTRIES (%) Japan 21.5 United Kingdom 21.3 France 8.5 Germany 7.7 Italy 5.3 Switzerland 4.8 Netherlands 4.5 Sweden 2.7 Canada 2.2 Ireland 1.9 </Table> We appreciate your continued confidence in the CMG International Stock Fund. Penelope L. Burgess has co-managed the CMG International Stock Fund since July 2004 and has been with the advisor or its predecessors or affiliate organizations since 1993. /s/ Penelope L. Burgess Deborah F. Snee has co-managed the fund since July 2004 and has been with the advisor or its predecessors or affiliate organizations since 1999. /s/ Deborah F. Snee Equity investments are affected by stock market fluctuations that occur in response to economic and business developments. There are also specific risks involved when investing in foreign stocks, such as currency exchange rate fluctuations, economic change, instability of emerging countries and political developments. A concentration of investments in a specific sector, such as the technology sector, may cause the fund to experience increased volatility. Holdings and country breakdowns are disclosed as a percentage of net assets, and are subject to change. Because the fund is actively managed, there is no guarantee the fund will continue to maintain the holdings and country breakdown listed. The fund's holdings and their weights within the portfolio may change as market conditions change. - ---------- (1) Lipper Inc., a widely respected data provider in the industry, calculates an average total return for mutual funds with similar investment objectives as those of the fund. 42 <Page> [CHART] GROWTH OF A $10,000 INVESTMENT, FEBRUARY 1, 1995 TO JANUARY 31, 2005 <Table> <Caption> CMG INTERNATIONAL MSCI EAFE MSCI ALL COUNTRY WORLD STOCK FUND INDEX EX US INDEX 2/1/95 $ 10,000 $ 10,000 $ 10,000 2/28/95 $ 9,854 $ 9,971 $ 9,946 3/31/95 $ 10,233 $ 10,593 $ 10,508 4/30/95 $ 10,446 $ 10,991 $ 10,918 5/31/95 $ 10,315 $ 10,861 $ 10,869 6/30/95 $ 10,276 $ 10,671 $ 10,719 7/31/95 $ 10,933 $ 11,335 $ 11,326 8/31/95 $ 10,779 $ 10,904 $ 10,933 9/30/95 $ 11,013 $ 11,116 $ 11,120 10/31/95 $ 10,873 $ 10,817 $ 10,823 11/30/95 $ 11,087 $ 11,118 $ 11,078 12/31/95 $ 11,383 $ 11,566 $ 11,516 1/31/96 $ 11,582 $ 11,613 $ 11,674 2/29/96 $ 11,582 $ 11,653 $ 11,674 3/31/96 $ 12,032 $ 11,900 $ 11,893 4/30/96 $ 12,437 $ 12,246 $ 12,253 5/31/96 $ 12,619 $ 12,021 $ 12,069 6/30/96 $ 12,883 $ 12,088 $ 12,131 7/31/96 $ 12,308 $ 11,735 $ 11,728 8/31/96 $ 12,501 $ 11,761 $ 11,797 9/30/96 $ 12,780 $ 12,074 $ 12,090 10/31/96 $ 12,685 $ 11,951 $ 11,969 11/30/96 $ 13,122 $ 12,426 $ 12,431 12/31/96 $ 13,292 $ 12,266 $ 12,287 1/31/97 $ 13,290 $ 11,837 $ 12,060 2/28/97 $ 13,613 $ 12,031 $ 12,281 3/31/97 $ 13,718 $ 12,074 $ 12,255 4/30/97 $ 14,025 $ 12,138 $ 12,360 5/31/97 $ 14,828 $ 12,928 $ 13,122 6/30/97 $ 15,524 $ 13,641 $ 13,846 7/31/97 $ 15,979 $ 13,862 $ 14,126 8/31/97 $ 14,841 $ 12,826 $ 13,014 9/30/97 $ 15,850 $ 13,544 $ 13,719 10/31/97 $ 14,649 $ 12,503 $ 12,550 11/30/97 $ 14,590 $ 12,375 $ 12,393 12/31/97 $ 14,646 $ 12,483 $ 12,535 1/31/98 $ 14,742 $ 13,053 $ 12,910 2/28/98 $ 15,376 $ 13,891 $ 13,771 3/31/98 $ 16,084 $ 14,319 $ 14,248 4/30/98 $ 16,532 $ 14,432 $ 14,350 5/31/98 $ 16,800 $ 14,362 $ 14,089 6/30/98 $ 16,721 $ 14,471 $ 14,037 7/31/98 $ 16,763 $ 14,617 $ 14,170 8/31/98 $ 14,750 $ 12,806 $ 12,172 9/30/98 $ 13,673 $ 12,413 $ 11,916 10/31/98 $ 14,469 $ 13,706 $ 13,164 11/30/98 $ 15,610 $ 14,408 $ 13,871 12/31/98 $ 16,430 $ 14,976 $ 14,348 1/31/99 $ 17,204 $ 14,931 $ 14,333 2/28/99 $ 16,777 $ 14,575 $ 14,012 3/31/99 $ 17,066 $ 15,183 $ 14,688 4/30/99 $ 17,550 $ 15,798 $ 15,423 5/31/99 $ 17,147 $ 14,985 $ 14,698 6/30/99 $ 18,196 $ 15,569 $ 15,374 7/31/99 $ 18,797 $ 16,031 $ 15,734 8/31/99 $ 19,223 $ 16,091 $ 15,789 9/30/99 $ 19,685 $ 16,253 $ 15,895 10/31/99 $ 20,610 $ 16,863 $ 16,486 11/30/99 $ 23,079 $ 17,448 $ 17,145 12/31/99 $ 26,127 $ 19,015 $ 18,781 1/31/2000 $ 24,766 $ 17,807 $ 17,761 2/29/2000 $ 26,495 $ 18,286 $ 18,241 3/31/2000 $ 25,846 $ 18,996 $ 18,927 4/30/2000 $ 23,502 $ 17,997 $ 17,870 5/31/2000 $ 21,478 $ 17,557 $ 17,413 6/30/2000 $ 22,692 $ 18,244 $ 18,155 7/31/2000 $ 21,514 $ 17,479 $ 17,438 8/31/2000 $ 22,054 $ 17,632 $ 17,654 9/30/2000 $ 20,704 $ 16,773 $ 16,674 10/31/2000 $ 19,870 $ 16,377 $ 16,144 11/30/2000 $ 18,988 $ 15,763 $ 15,421 12/31/2000 $ 19,901 $ 16,323 $ 15,946 1/31/2001 $ 19,694 $ 16,314 $ 16,186 2/28/2001 $ 18,615 $ 15,091 $ 14,904 3/31/2001 $ 17,373 $ 14,084 $ 13,850 4/30/2001 $ 18,438 $ 15,063 $ 14,792 5/31/2001 $ 18,069 $ 14,531 $ 14,384 6/30/2001 $ 17,433 $ 13,937 $ 13,833 7/31/2001 $ 16,886 $ 13,683 $ 13,524 8/31/2001 $ 16,575 $ 13,337 $ 13,189 9/30/2001 $ 15,007 $ 11,986 $ 11,789 10/31/2001 $ 15,406 $ 12,293 $ 12,120 11/30/2001 $ 15,731 $ 12,747 $ 12,673 12/31/2001 $ 16,106 $ 12,822 $ 12,837 1/31/2002 $ 15,454 $ 12,141 $ 12,288 2/28/2002 $ 15,557 $ 12,226 $ 12,376 3/31/2002 $ 16,313 $ 12,946 $ 13,033 4/30/2002 $ 16,387 $ 12,972 $ 13,134 5/31/2002 $ 16,580 $ 13,137 $ 13,277 6/30/2002 $ 16,179 $ 12,614 $ 12,703 7/31/2002 $ 14,859 $ 11,369 $ 11,465 8/31/2002 $ 14,784 $ 11,343 $ 11,466 9/30/2002 $ 13,301 $ 10,124 $ 10,250 10/31/2002 $ 13,820 $ 10,668 $ 10,800 11/30/2002 $ 14,354 $ 11,153 $ 11,319 12/31/2002 $ 13,800 $ 10,778 $ 10,955 1/31/2003 $ 13,219 $ 10,328 $ 10,570 2/28/2003 $ 13,055 $ 10,092 $ 10,356 3/31/2003 $ 12,966 $ 9,894 $ 10,155 4/30/2003 $ 13,934 $ 10,864 $ 11,134 5/31/2003 $ 14,694 $ 11,522 $ 11,843 6/30/2003 $ 14,977 $ 11,801 $ 12,171 7/31/2003 $ 15,395 $ 12,086 $ 12,495 8/31/2003 $ 15,768 $ 12,378 $ 12,867 9/30/2003 $ 16,200 $ 12,759 $ 13,227 10/31/2003 $ 17,183 $ 13,554 $ 14,084 11/30/2003 $ 17,317 $ 13,855 $ 14,391 12/31/2003 $ 18,467 $ 14,937 $ 15,490 1/31/2004 $ 18,872 $ 15,147 $ 15,739 2/29/2004 $ 19,126 $ 15,497 $ 16,139 3/31/2004 $ 19,291 $ 15,584 $ 16,239 4/30/2004 $ 18,766 $ 15,232 $ 15,734 5/31/2004 $ 18,601 $ 15,284 $ 15,784 6/30/2004 $ 18,960 $ 15,618 $ 16,127 7/31/2004 $ 18,226 $ 15,111 $ 15,657 8/31/2004 $ 18,226 $ 15,177 $ 15,783 9/30/2004 $ 18,542 $ 15,573 $ 16,291 10/31/2004 $ 19,140 $ 16,104 $ 16,858 11/30/2004 $ 20,339 $ 17,204 $ 18,028 12/31/2004 $ 21,061 $ 17,960 $ 18,801 1/31/2005 $ 20,539 $ 17,633 $ 18,477 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF JANUARY 31, 2005 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR 5-YEAR 10-YEAR CMG International Stock Fund 02/01/94 12.68 8.83 -3.67 7.46 MSCI EAFE Index 16.68 16.40 -0.20 5.84 MSCI All Country World ex US Index 18.00 17.39 0.79 6.33 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 2004 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR 5-YEAR 10-YEAR CMG International Stock Fund 02/01/94 11.08 14.05 -4.21 6.92 MSCI EAFE Index 15.00 20.25 -1.13 5.62 MSCI All Country World ex US Index 16.57 21.37 0.02 6.02 </Table> PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. PLEASE VISIT www.columbiamanagement.com FOR DAILY AND MOST RECENT MONTH-END PERFORMANCE UPDATES. The Morgan Stanley Capital International (MSCI) Europe, Australasia, Far East (EAFE) Index is a free float-adjusted market capitalization index that is designed to measure developed market equity performance, excluding the US and Canada. The Morgan Stanley Capital International (MSCI) All Country (AC) World ex US Index is an unmanaged index of global stock market performance that includes developed and emerging markets but excludes the United States. Unlike the fund, indices are not investments, do not incur fees or expenses and are not professionally managed. It is not possible to invest directly in an index. Securities in the fund may not match those in an index. Performance results reflect any waivers or reimbursement of fund expenses by the advisor or its affiliates. Absent these reimbursement arrangements, performance results would have been lower. All results shown assume reinvestment of distributions. The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. 43 <Page> UNDERSTANDING YOUR EXPENSES -- CMG INTERNATIONAL STOCK FUND As a fund shareholder, you incur two types of costs. There are transaction costs, which generally include sales charges on purchases and may include redemption or exchange fees. There are also ongoing costs, which generally include investment advisory fees and other fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. ANALYZING YOUR FUND'S EXPENSES To illustrate these ongoing costs, we have provided an example and calculated the expenses paid by investors during the reporting period. The information in the following table is based on an initial investment of $1,000, which is invested at the beginning of the reporting period and held for the entire period. Expense information is calculated two ways and each method provides you with different information. The amount listed in the "actual" column is calculated using the fund's actual operating expenses and total return for the period. The amount listed in the "hypothetical" column assumes that the return each year is 5% before expenses and includes the fund's actual expense ratio. You should not use the hypothetical account values and expenses to estimate either your actual account balance at the end of the period or the expenses you paid during this reporting period. ESTIMATING YOUR ACTUAL EXPENSES To estimate the expenses that you paid over the period, first you will need your account balance at the end of the period: 1. Divide your ending account balance by $1,000. For example, if an account balance was $8,600 at the end of the period, the result would be 8.6. 2. In the section of the table below titled "Expenses paid during the period," locate the amount under "actual." Multiply this number by the result from step 1. Your answer is an estimate of the expenses you paid on your account during the period. AUGUST 1, 2004 - JANUARY 31, 2005 <Table> <Caption> ACCOUNT VALUE AT THE ACCOUNT VALUE AT THE EXPENSES PAID FUND'S ANNUALIZED BEGINNING OF THE PERIOD ($) END OF THE PERIOD ($) DURING THE PERIOD ($) EXPENSE RATIO (%) ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL 1,000.00 1,000.00 1,126.78 1,021.42 4.02 3.82 0.75 </Table> Expenses paid during the period are equal to the fund's annualized expense ratio of 0.75%, multiplied by the average account value over the period, then multiplied by the number of days in the fund's most recent fiscal half-year and divided by 365. Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. It is important to note that the expense amounts shown in the table are meant to highlight only ongoing costs of investing in the fund and do not reflect any transactional costs, such as sales charges, redemption or exchange fees. Therefore, the hypothetical examples provided may not help you determine the relative total costs of owning shares of different funds. If these transactional costs were included, your costs would have been higher. 44 <Page> COMPARE WITH OTHER FUNDS Since all mutual fund companies are required to include the same hypothetical calculations about expenses in shareholder reports, you can use this information to compare the ongoing cost of investing in the fund with other funds. To do so, compare the 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. As you compare hypothetical examples of other funds, it is important to note that hypothetical examples are meant to highlight the continuing costs of investing in a fund and do not reflect any transactional costs, such as sales charges or redemption or exchange fees. 45 <Page> CMG ENHANCED S&P 500(R) INDEX FUND A Portfolio of CMG Fund Trust FINANCIAL HIGHLIGHTS (For a Fund Share Outstanding Throughout Each Period) <Table> <Caption> (UNAUDITED) SIX MONTHS YEAR PERIOD ENDED ENDED ENDED JANUARY 31, JULY 31, JULY 31, 2005 2004 2003 (a) -------------- -------------- -------------- NET ASSET VALUE, BEGINNING OF PERIOD $ 11.97 $ 10.73 $ 10.00 -------------- -------------- -------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (b) 0.14(c) 0.17 0.04 Net realized and unrealized gain on investments 0.97 1.13 0.69 -------------- -------------- -------------- Total from investment operations 1.11 1.30 0.73 -------------- -------------- -------------- LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net investment income (0.20) (0.05) - From net realized gains (0.10) (0.01) - -------------- -------------- -------------- Total distributions declared to shareholders (0.30) (0.06) - -------------- -------------- -------------- NET ASSET VALUE, END OF PERIOD $ 12.78 $ 11.97 $ 10.73 ============== ============== ============== Total return (d)(e) 9.25%(f) 12.08% 7.30%(f) RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 101,615 $ 98,247 $ 9,134 Ratio of net expenses to average net assets 0.25%(g) 0.25% 0.25%(g) Ratio of net investment income to average net assets 2.16%(g) 1.43% 1.50%(g) Reimbursement 0.04%(g) 0.05% 1.37%(g) Portfolio turnover rate 28%(f) 60% 2%(f) </Table> (a) The Fund commenced investment operations on May 5, 2003. Per share data, total return and portfolio turnover rate reflect activity from that date. (b) Per share data was calculated using average shares outstanding during the period. (c) Net investment income per share reflects a special dividend which amounted to $0.04 per share. (d) Total return at net asset value assuming all distributions reinvested. (e) Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. (f) Not annualized. (g) Annualized. See Accompanying Notes to Financial Statements. 46 <Page> CMG LARGE CAP GROWTH FUND A Portfolio of CMG Fund Trust FINANCIAL HIGHLIGHTS (For a Fund Share Outstanding Throughout Each Period) <Table> <Caption> (UNAUDITED) SIX MONTHS PERIOD ENDED ENDED JANUARY 31, JULY 31, 2005 2004 (a) -------------- ----------------- NET ASSET VALUE, BEGINNING OF PERIOD $ 10.25 $ 10.00 -------------- ----------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (b) 0.07(c) 0.03 Net realized and unrealized gain on investments 0.91 0.23 -------------- ----------------- Total from investment operations 0.98 0.26 -------------- ----------------- LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net investment income (0.09) (0.01) -------------- ----------------- NET ASSET VALUE, END OF PERIOD $ 11.14 $ 10.25 ============== ================= Total return (d)(e)(f) 9.53% 2.57% RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 36,934 $ 40,684 Ratio of net expenses to average net assets (g) 0.50% 0.50% Ratio of net investment income to average net assets (g) 1.34% 0.31% Reimbursement (g) 0.05% 0.14% Portfolio turnover rate (f) 57% 114% </Table> (a) The Fund commenced investment operations on September 10, 2003. Per share data, total return and portfolio turnover rate reflect activity from that date. (b) Per share data was calculated using average shares outstanding during the period. (c) Net investment income per share reflects a special dividend which amounted to $0.05 per share. (d) Total return at net asset value assuming all distributions reinvested. (e) Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. (f) Not annualized. (g) Annualized. See Accompanying Notes to Financial Statements. 47 <Page> CMG LARGE CAP VALUE FUND A Portfolio of CMG Fund Trust FINANCIAL HIGHLIGHTS (For a Fund Share Outstanding Throughout Each Period) <Table> <Caption> (UNAUDITED) SIX MONTHS PERIOD ENDED ENDED JANUARY 31, JULY 31, 2005 2004 (a) -------------- -------------- NET ASSET VALUE, BEGINNING OF PERIOD $ 11.09 $ 10.00 -------------- -------------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (b) 0.11 0.18 Net realized and unrealized gain on investments 0.96 0.93 -------------- -------------- Total from investment operations 1.07 1.11 -------------- -------------- LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net investment income (0.22) (0.02) From net realized gains (0.03) - -------------- -------------- Total distributions declared to shareholders (0.25) (0.02) -------------- -------------- NET ASSET VALUE, END OF PERIOD $ 11.91 $ 11.09 ============== ============== Total return (c)(d)(e) 9.61% 11.15% RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 44,422 $ 47,855 Ratio of net expenses to average net assets (f) 0.50% 0.50% Ratio of net investment income to average net assets (f) 1.90% 1.86% Reimbursement (f) 0.04% 0.14% Portfolio turnover rate (e) 26% 46% </Table> (a) The Fund commenced investment operations on September 10, 2003. Per share data, total return and portfolio turnover rate reflect activity from that date. (b) Per share data was calculated using average shares outstanding during the period. (c) Total return at net asset value assuming all distributions reinvested. (d) Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. (e) Not annualized. (f) Annualized. See Accompanying Notes to Financial Statements. 48 <Page> CMG MID CAP GROWTH FUND A Portfolio of CMG Fund Trust FINANCIAL HIGHLIGHTS (For a Fund Share Outstanding Throughout Each Period) <Table> <Caption> (UNAUDITED) SIX MONTHS YEAR PERIOD ENDED ENDED ENDED JANUARY 31, JULY 31, JULY 31, 2005 2004 2003 (a) ------------ ------------ ------------ NET ASSET VALUE, BEGINNING OF PERIOD $ 11.04 $ 10.93 $ 10.00 ------------ ------------ ------------ INCOME FROM INVESTMENT OPERATIONS: Net investment loss (b) (0.02) (0.05) (0.01) Net realized and unrealized gain on investments 1.82 0.17 0.94 ------------ ------------ ------------ Total from investment operations 1.80 0.12 0.93 ------------ ------------ ------------ LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net realized gains - (0.01) - ------------ ------------ ------------ NET ASSET VALUE, END OF PERIOD $ 12.84 $ 11.04 $ 10.93 ============ ============ ============ Total return (c)(d) 16.30%(e) 1.06% 9.30%(e) RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 19,510 $ 19,284 $ 2,161 Ratio of net expenses to average net assets 0.70%(f) 0.70% 0.70%(f) Ratio of net investment loss to average net assets (0.27)%(f) (0.38)% (0.44)%(f) Reimbursement 0.19%(f) 0.22% 3.85%(f) Portfolio turnover rate 47%(e) 169% 23%(e) </Table> (a) The Fund commenced investment operations on May 5, 2003. Per share data, total return and portfolio turnover rate reflect activity from that date. (b) Per share data was calculated using average shares outstanding during the period. (c) Total return at net asset value assuming all distributions reinvested. (d) Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. (e) Not annualized. (f) Annualized. See Accompanying Notes to Financial Statements. 49 <Page> CMG MID CAP VALUE FUND A Portfolio of CMG Fund Trust FINANCIAL HIGHLIGHTS (For a Fund Share Outstanding Throughout Each Period) <Table> <Caption> (UNAUDITED) SIX MONTHS YEAR PERIOD ENDED ENDED ENDED JANUARY 31, JULY 31, JULY 31, 2005 2004 2003 (a) ------------ ------------ ------------ NET ASSET VALUE, BEGINNING OF PERIOD $ 12.58 $ 10.69 $ 10.00 ------------ ------------ ------------ INCOME FROM INVESTMENT OPERATIONS: Net investment income (b) 0.05 0.07 0.01 Net realized and unrealized gain on investments 1.25 1.84 0.68 ------------ ------------ ------------ Total from investment operations 1.30 1.91 0.69 ------------ ------------ ------------ LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net investment income (0.09) (0.02) - From net realized gains (0.09) -(c) - ------------ ------------ ------------ Total distributions declared to shareholders (0.18) (0.02) - ------------ ------------ ------------ NET ASSET VALUE, END OF PERIOD $ 13.70 $ 12.58 $ 10.69 ============ ============ ============ Total return (d)(e) 10.30%(f) 17.91% 6.90%(f) RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 23,101 $ 21,994 $ 2,651 Ratio of net expenses to average net assets 0.70%(g) 0.70% 0.70%(g) Ratio of net investment income to average net assets 0.70%(g) 0.54% 0.49%(g) Reimbursement 0.16%(g) 0.20% 3.61%(g) Portfolio turnover rate 25%(f) 9% 2%(f) </Table> (a) The Fund commenced investment operations on May 5, 2003. Per share data, total return and portfolio turnover rate reflect activity from that date. (b) Per share data was calculated using average shares outstanding during the period. (c) Rounds to less than $0.01 per share. (d) Total return at net asset value assuming all distributions reinvested. (e) Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. (f) Not annualized. (g) Annualized. See Accompanying Notes to Financial Statements. 50 <Page> CMG SMALL CAP GROWTH FUND A Portfolio of CMG Fund Trust FINANCIAL HIGHLIGHTS (For a Fund Share Outstanding Throughout Each Period) <Table> <Caption> (UNAUDITED) SIX MONTHS YEAR PERIOD ENDED ENDED ENDED JANUARY 31, JULY 31, JULY 31, 2005 2004 2003 (a) ------------ ------------ ------------ NET ASSET VALUE, BEGINNING OF PERIOD $ 11.99 $ 11.53 $ 10.00 ------------ ------------ ------------ INCOME FROM INVESTMENT OPERATIONS: Net investment loss (b) (0.04) (0.08) (0.02) Net realized and unrealized gain on investments 1.31 1.35 1.55 ------------ ------------ ------------ Total from investment operations 1.27 1.27 1.53 ------------ ------------ ------------ LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net realized gains (0.74) (0.81) - ------------ ------------ ------------ NET ASSET VALUE, END OF PERIOD $ 12.52 $ 11.99 $ 11.53 ============ ============ ============ Total return (c)(d) 10.31%(e) 10.74% 15.30%(e) RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 37,087 $ 35,727 $ 21,006 Ratio of net expenses to average net assets 0.80%(f) 0.80% 0.80%(f) Ratio of net investment loss to average net assets (0.62)%(f) (0.60)% (0.62)%(f) Reimbursement 0.11%(f) 0.10% 0.35%(f) Portfolio turnover rate 23%(e) 66% 37%(e) </Table> (a) The Fund commenced investment operations on May 5, 2003. Per share data, total return and portfolio turnover rate reflect activity from that date. (b) Per share data was calculated using average shares outstanding during the period. (c) Total return at net asset value assuming all distributions reinvested. (d) Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. (e) Not annualized. (f) Annualized. See Accompanying Notes to Financial Statements. 51 <Page> CMG SMALL CAP VALUE FUND A Portfolio of CMG Fund Trust FINANCIAL HIGHLIGHTS (For a Fund Share Outstanding Throughout Each Period) <Table> <Caption> (UNAUDITED) SIX MONTHS YEAR PERIOD ENDED ENDED ENDED JANUARY 31, JULY 31, JULY 31, 2005 2004 2003 (a) ------------ ------------ ------------ NET ASSET VALUE, BEGINNING OF PERIOD $ 13.91 $ 11.29 $ 10.00 ------------ ------------ ------------ INCOME FROM INVESTMENT OPERATIONS: Net investment income (b) 0.07 0.11 0.02 Net realized and unrealized gain on investments 1.87 2.79 1.27 ------------ ------------ ------------ Total from investment operations 1.94 2.90 1.29 ------------ ------------ ------------ LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net investment income (0.10) (0.06) - From net realized gains (0.97) (0.22) - ------------ ------------ ------------ Total distributions declared to shareholders (1.07) (0.28) - ------------ ------------ ------------ NET ASSET VALUE, END OF PERIOD $ 14.78 $ 13.91 $ 11.29 ============ ============ ============ Total return (c)(d) 13.73%(e) 25.79% 12.90%(e) RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 43,934 $ 40,356 $ 21,356 Ratio of net expenses to average net assets 0.80%(f) 0.80% 0.80%(f) Ratio of net investment income to average net assets 0.96%(f) 0.82% 0.66%(f) Reimbursement 0.10%(f) 0.09% 0.36%(f) Portfolio turnover rate 18%(e) 53% 5%(e) </Table> (a) The Fund commenced investment operations on May 5, 2003. Per share data, total return and portfolio turnover rate reflect activity from that date. (b) Per share data was calculated using average shares outstanding during the period. (c) Total return at net asset value assuming all distributions reinvested. (d) Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. (e) Not annualized. (f) Annualized. See Accompanying Notes to Financial Statements. 52 <Page> CMG SMALL/MID CAP FUND A Portfolio of CMG Fund Trust FINANCIAL HIGHLIGHTS (For a Fund Share Outstanding Throughout Each Period) <Table> <Caption> (UNAUDITED) SIX MONTHS YEAR PERIOD ENDED ENDED ENDED JANUARY 31, JULY 31, JULY 31, 2005 2004 2003 (a) ------------ ------------ ------------ NET ASSET VALUE, BEGINNING OF PERIOD $ 8.77 $ 8.30 $ 6.96 ------------ ------------ ------------ INCOME FROM INVESTMENT OPERATIONS: Net investment loss (0.02)(c) (0.05)(c) (0.03)(c) Net realized and unrealized gain (loss) on investments 1.44 0.52 1.37 ------------ ------------ ------------ Total from investment operations 1.42 0.47 1.34 ------------ ------------ ------------ NET ASSET VALUE, END OF PERIOD $ 10.19 $ 8.77 $ 8.30 ============ ============ ============ Total return (d)(e) 16.19%(f) 5.66% 19.25%(f) RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 43,760 $ 50,662 $ 73,926 Ratio of net expenses to average net assets 0.75%(g) 0.75% 0.78%(g)(h) Ratio of net investment loss to average net assets (0.43)%(g) (0.49)% (0.50)%(g)(h) Reimbursement 0.09%(g) 0.06% 0.06%(g) Portfolio turnover rate 100%(f) 91% 84%(f) <Caption> YEAR PERIOD ENDED ENDED OCTOBER 31, OCTOBER 31, 2002 2001 (b) ------------ ------------ NET ASSET VALUE, BEGINNING OF PERIOD $ 8.00 $ 10.00 ------------ ------------ INCOME FROM INVESTMENT OPERATIONS: Net investment loss (0.04)(c) (0.02) Net realized and unrealized gain (loss) on investments (1.00) (1.98) ------------ ------------ Total from investment operations (1.04) (2.00) ------------ ------------ NET ASSET VALUE, END OF PERIOD $ 6.96 $ 8.00 ============ ============ Total return (d)(e) (13.00)% (20.00)%(f) RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 54,769 $ 49,391 Ratio of net expenses to average net assets 0.80%(h) 0.80%(g)(h) Ratio of net investment loss to average net assets (0.45)%(h) (0.23)%(g)(h) Reimbursement 0.06% 0.17%(g) Portfolio turnover rate 125% 167%(f) </Table> (a) The Fund changed its fiscal year end from October 31 to July 31. (b) The Fund commenced investment operations on December 1, 2000. Per share data, total return and portfolio turnover rate reflect activity from that date. (c) Per share data was calculated using average shares outstanding during the period. (d) Total return at net asset value. (e) Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. (f) Not annualized. (g) Annualized. (h) The benefits derived from custody credits and directed brokerage arrangements, if applicable, had an impact of less than 0.01%. See Accompanying Notes to Financial Statements. 53 <Page> CMG INTERNATIONAL STOCK FUND A Portfolio of CMG Fund Trust FINANCIAL HIGHLIGHTS (For a Fund Share Outstanding Throughout Each Period) <Table> <Caption> (UNAUDITED) SIX MONTHS YEAR PERIOD ENDED ENDED ENDED JANUARY 31, JULY 31, JULY 31, 2005 2004 2003 (a) ----------- ----------- ----------- NET ASSET VALUE, BEGINNING OF PERIOD $ 12.17 $ 10.33 $ 9.32 ----------- ----------- ----------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) 0.04(b) 0.14(b) 0.11(b) Net realized and unrealized gain (loss) on investments, foreign currency and foreign capital gains tax 1.51 1.76 0.95 ----------- ----------- ----------- Total from investment operations 1.55 1.90 1.06 ----------- ----------- ----------- LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net investment income (0.10) (0.06) (0.05) From net realized gains . (0.29) - - Total distributions declared to shareholders (0.39) (0.06) (0.05) ----------- ----------- ----------- NET ASSET VALUE, END OF PERIOD $ 13.33 $ 12.17 $ 10.33 =========== =========== =========== Total return (d) 12.68%(e)(f) 18.40%(e) 11.39%(e)(f) RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 150,816 $ 152,251 $ 58,488 Ratio of net expenses to average net assets 0.75%(g) 0.75% 0.93%(g)(h) Ratio of net investment income (loss) to average net assets 0.66%(g) 1.16% 1.50%(g)(h) Reimbursement 0.03%(g) 0.05% 0.06%(g) Portfolio turnover rate 39%(f) 91% 59%(f) <Caption> YEAR ENDED OCTOBER 31, -------------------------------------------------------------------- 2002 2001 2000 1999 ----------- ----------- ----------- ----------- NET ASSET VALUE, BEGINNING OF PERIOD $ 10.42 $ 16.20 $ 17.86 $ 12.54 ----------- ----------- ----------- ----------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (loss) 0.02(b) 0.03 0.04 (0.02) Net realized and unrealized gain (loss) on investments, foreign currency and foreign capital gains tax (1.09) (3.09) (0.36) 5.34 ----------- ----------- ----------- ----------- Total from investment operations (1.07) (3.06) (0.32) 5.32 ----------- ----------- ----------- ----------- LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net investment income (0.03) - - - From net realized gains - (2.72) (1.34) -(c) Total distributions declared to shareholders (0.03) (2.72) (1.34) -(c) ----------- ----------- ----------- ----------- NET ASSET VALUE, END OF PERIOD $ 9.32 $ 10.42 $ 16.20 $ 17.86 =========== =========== =========== =========== Total return (d) (10.28)% (22.46)% (3.58)% 42.44% RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 20,616 $ 20,553 $ 22,975 $ 30,492 Ratio of net expenses to average net assets 1.31%(h) 1.26%(h) 1.11%(h) 1.31%(h) Ratio of net investment income (loss) to average net assets 0.21%(h) 0.29%(h) 0.12%(h) (0.14)%(h) Reimbursement - - - - Portfolio turnover rate 111% 117% 140% 96% </Table> (a) The Fund changed its fiscal year end from October 31 to July 31. (b) Per share data was calculated using average shares outstanding during the period. (c) Rounds to less than $0.01 per share. (d) Total return at net asset value assuming all distributions reinvested. (e) Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. (f) Not annualized. (g) Annualized. (h) The benefits derived from custody credits and directed brokerage arrangements, if applicable, had an impact of less than 0.01%. See Accompanying Notes to Financial Statements. 54 <Page> CMG ENHANCED S&P 500(R) INDEX FUND A Portfolio of CMG Fund Trust SCHEDULE OF INVESTMENTS January 31, 2005 (Unaudited) <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (99.3%) Consumer Discretionary (11.0%) Automobiles (0.4%) Ford Motor Co. 34,100 $ 449,097 ------------- Distributors (0.1%) Genuine Parts Co. 2,400 101,592 ------------- Hotels, Restaurants & Leisure (1.6%) Carnival Corp. 9,700 558,720 Darden Restaurants, Inc. 3,500 103,460 McDonald's Corp. 27,700 897,203 Starwood Hotels & Resorts Worldwide, Inc. 1,800 104,202 ------------- 1,663,585 ------------- Household Durables (0.6%) Snap-On, Inc. 3,000 99,330 Stanley Works 11,300 537,428 ------------- 636,758 ------------- Internet & Catalog Retail (0.5%) Amazon.com, Inc. (a) 8,000 345,760 eBay, Inc. (a) 1,400 114,100 ------------- 459,860 ------------- Leisure Equipment & Products (0.2%) Hasbro, Inc. 5,900 115,640 Mattel, Inc. 5,300 103,085 ------------- 218,725 ------------- Media (3.9%) Comcast Corp., Class A (a) 30,100 968,919 Liberty Media Corp., Class A (a) 11,200 116,928 McGraw-Hill Companies, Inc. 6,700 606,350 Time Warner, Inc. (a) 68,500 1,233,000 UnitedGlobalCom, Inc., Class A (a) 53,600 523,672 Viacom, Inc., Class B 9,200 343,528 Walt Disney Co. 4,400 125,972 ------------- 3,918,369 ------------- Multiline Retail (0.4%) Dillard's, Inc., Class A 3,900 102,336 Federated Department Stores, Inc. 1,800 102,240 J.C. Penney Co., Inc. 2,800 119,616 Target Corp. 2,100 106,617 ------------- 430,809 ------------- Specialty Retail (2.5%) Abercrombie & Fitch Co., Class A 2,100 105,252 Barnes & Noble, Inc. (a) 14,100 461,070 Best Buy Co., Inc. 2,700 145,233 Gap, Inc. 5,100 112,251 Home Depot, Inc. 32,200 1,328,572 </Table> See Accompanying Notes to Financial Statements. 55 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Specialty Retail (continued) Limited Brands, Inc. 4,500 $ 106,650 Lowe's Companies, Inc. 2,300 131,077 Toys "R" Us, Inc. (a) 5,300 113,685 ------------- 2,503,790 ------------- Textiles, Apparel & Luxury Goods (0.8%) NIKE, Inc., Class B 8,100 701,703 V.F. Corp. 2,000 106,300 ------------- 808,003 ------------- Consumer Staples (11.4%) Beverages (2.1%) Adolph Coors Co., Class B 4,300 320,780 Coca-Cola Co. 34,600 1,435,554 PepsiCo, Inc. 7,100 381,270 ------------- 2,137,604 ------------- Food & Staples Retailing (3.4%) Albertson's, Inc. 4,600 105,248 Costco Wholesale Corp. 14,800 699,596 Safeway, Inc. (a) 5,600 105,560 SUPERVALU, Inc. 3,900 123,279 Wal-Mart Stores, Inc. 45,700 2,394,680 ------------- 3,428,363 ------------- Food Products (1.4%) ConAgra Foods, Inc. 3,500 103,250 H.J. Heinz Co. 15,700 593,617 Hershey Foods Corp. 2,200 128,678 Kellogg Co. 2,300 102,672 Tyson Foods, Inc., Class A 25,500 437,835 ------------- 1,366,052 ------------- Household Products (1.9%) Clorox Co. 1,800 106,956 Colgate-Palmolive Co. 2,300 120,842 Procter & Gamble Co. 32,300 1,719,329 ------------- 1,947,127 ------------- Personal Products (1.1%) Estee Lauder Companies, Inc., Class A 2,300 103,822 Gillette Co. 20,500 1,039,760 ------------- 1,143,582 ------------- Tobacco (1.5%) Altria Group, Inc. 14,800 944,684 UST, Inc. 11,900 602,854 ------------- 1,547,538 ------------- </Table> See Accompanying Notes to Financial Statements. 56 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Energy (7.1%) Energy Equipment & Services (0.9%) Baker Hughes, Inc. 2,800 $ 121,240 Halliburton Co. 4,300 176,859 Schlumberger Ltd. 7,300 496,692 Transocean, Inc. (a) 2,400 105,600 ------------- 900,391 ------------- Oil & Gas (6.2%) Amerada Hess Corp. 3,300 285,945 Apache Corp. 2,200 119,724 ChevronTexaco Corp. 28,900 1,572,160 ConocoPhillips 1,300 120,627 El Paso Corp. 10,800 117,396 Exxon Mobil Corp. 69,100 3,565,560 Kerr-McGee Corp. 1,800 111,150 Marathon Oil Corp. 2,700 104,571 Occidental Petroleum Corp. 1,800 105,084 Valero Energy Corp. 2,300 119,669 Williams Companies, Inc. 6,900 115,989 ------------- 6,337,875 ------------- Financials (19.7%) Capital Markets (3.4%) Bank of New York Co., Inc. 12,700 377,317 Federated Investors, Inc., Class B 16,900 496,522 Franklin Resources, Inc. 6,400 434,304 Goldman Sachs Group, Inc. 7,400 798,090 Janus Capital Group, Inc. 8,800 130,504 Mellon Financial Corp. 3,400 99,790 Morgan Stanley 1,900 106,324 Northern Trust Corp. 11,600 506,224 State Street Corp. 9,200 412,252 T. Rowe Price Group, Inc. 1,700 101,745 ------------- 3,463,072 ------------- Commercial Banks (4.7%) BB&T Corp. 2,500 98,675 Commerce Bancorp, Inc. 7,800 448,812 KeyCorp 3,100 103,602 M&T Bank Corp. 1,200 122,832 National City Corp. 18,900 671,895 North Fork Bancorporation, Inc. 3,850 110,495 PNC Financial Services Group, Inc. 1,900 102,353 SunTrust Banks, Inc. 2,300 165,646 UnionBanCal Corp. 8,000 492,640 U.S. Bancorp 23,000 691,150 Wachovia Corp. 24,500 1,343,825 Wells Fargo & Co. 7,200 441,360 ------------- 4,793,285 ------------- </Table> See Accompanying Notes to Financial Statements. 57 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Consumer Finance (1.0%) American Express Co. 2,700 $ 144,045 Capital One Financial Corp. 8,400 657,552 MBNA Corp. 9,300 247,194 ------------- 1,048,791 ------------- Diversified Financial Services (4.1%) Citigroup, Inc. 37,100 1,819,755 JPMorgan Chase & Co. 45,936 1,714,791 Principal Financial Group, Inc. 15,500 628,990 ------------- 4,163,536 ------------- Insurance (5.7%) AFLAC, Inc. 2,600 102,726 Ambac Financial Group, Inc. 1,400 107,632 American International Group, Inc. 17,600 1,166,704 Aon Corp. 5,000 113,700 Chubb Corp. 8,400 625,632 First American Corp. 14,000 517,720 Hartford Financial Services Group, Inc. 10,300 693,087 Lincoln National Corp. 4,300 198,402 MBIA, Inc. 1,700 101,558 MetLife, Inc. 19,500 775,125 Prudential Financial, Inc. 14,100 760,131 SAFECO Corp. 11,100 513,930 XL Capital Ltd., Class A 1,500 112,170 ------------- 5,788,517 ------------- Real Estate (0.3%) Apartment Investment & Management Co., Class A, REIT 7,700 276,430 ------------- Thrifts & Mortgage Finance (0.5%) Countrywide Financial Corp. 8,100 299,700 Fannie Mae 1,800 116,244 Freddie Mac 1,500 97,935 ------------- 513,879 ------------- Health Care (12.9%) Biotechnology (0.7%) Amgen, Inc. (a) 12,000 746,880 ------------- Health Care Equipment & Supplies (1.4%) Bausch & Lomb, Inc. 1,700 123,913 Becton, Dickinson & Co. 1,900 107,635 Medtronic, Inc. 20,900 1,097,041 PerkinElmer, Inc. 5,500 126,445 ------------- 1,455,034 ------------- Health Care Providers & Services (3.5%) AmerisourceBergen Corp. 1,700 99,076 Cardinal Health, Inc. 13,100 737,792 </Table> See Accompanying Notes to Financial Statements. 58 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Health Care Providers & Services (continued) Caremark Rx, Inc. (a) 3,300 $ 129,030 CIGNA Corp. 1,300 104,325 HCA, Inc. 3,500 155,820 Humana, Inc. (a) 5,000 171,350 IMS Health, Inc. 20,100 469,938 Medco Health Solutions, Inc. (a) 13,710 583,634 UnitedHealth Group, Inc. 11,700 1,040,130 ------------- 3,491,095 ------------- Pharmaceuticals (7.3%) Abbott Laboratories 20,800 936,416 Allergan, Inc. 1,300 98,735 Bristol-Myers Squibb Co. 38,000 890,720 Eli Lilly & Co. 1,800 97,632 Johnson & Johnson 35,200 2,277,440 Merck & Co., Inc. 20,400 572,220 Pfizer, Inc. 88,300 2,133,328 Wyeth 10,500 416,115 ------------- 7,422,606 ------------- Industrials (12.0%) Aerospace & Defense (2.0%) Boeing Co. 17,500 885,500 General Dynamics Corp. 6,900 712,425 Lockheed Martin Corp. 1,800 104,058 Raytheon Co. 6,800 254,320 United Technologies Corp. 1,100 110,748 ------------- 2,067,051 ------------- Air Freight & Logistics (1.2%) FedEx Corp. 1,200 114,780 Ryder System, Inc. 3,100 141,205 United Parcel Service, Inc., Class B 12,900 963,372 ------------- 1,219,357 ------------- Building Products (0.1%) Masco Corp. 3,400 125,120 ------------- Commercial Services & Supplies (1.5%) Allied Waste Industries, Inc. (a) 14,000 116,340 Cendant Corp. 24,300 572,265 Equifax, Inc. 3,800 107,540 H&R Block, Inc. 11,600 560,396 Waste Management, Inc. 3,500 101,500 ------------- 1,458,041 ------------- Electrical Equipment (0.1%) Cooper Industries Ltd., Class A 1,500 104,250 ------------- </Table> See Accompanying Notes to Financial Statements. 59 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Industrial Conglomerates (5.6%) 3M Co. 12,800 $ 1,079,808 General Electric Co. 85,200 3,078,276 Textron, Inc. 5,300 381,494 Tyco International Ltd. 32,700 1,181,778 ------------- 5,721,356 ------------- Machinery (0.8%) Cummins, Inc. 1,500 116,505 Deere & Co. 1,500 104,145 Eaton Corp. 7,000 475,930 Parker Hannifin Corp. 1,500 97,740 ------------- 794,320 ------------- Road & Rail (0.6%) Norfolk Southern Corp. 2,800 97,776 Union Pacific Corp. 8,200 488,720 ------------- 586,496 ------------- Trading Companies & Distributors (0.1%) W.W. Grainger, Inc. 1,800 110,178 ------------- Information Technology (15.1%) Communications Equipment (2.5%) Avaya, Inc. (a) 34,300 492,205 Cisco Systems, Inc. (a) 55,900 1,008,436 Motorola, Inc. 9,000 141,660 QUALCOMM, Inc. 23,400 871,416 ------------- 2,513,717 ------------- Computers & Peripherals (4.2%) Apple Computer, Inc. (a) 3,400 261,460 Dell, Inc. (a) 11,200 467,712 EMC Corp. (a) 13,700 179,470 Hewlett-Packard Co. 42,800 838,452 International Business Machines Corp. 20,700 1,933,794 Lexmark International, Inc., Class A (a) 1,300 108,355 Storage Technology Corp. (a) 15,100 475,499 ------------- 4,264,742 ------------- Electronic Equipment & Instruments (0.2%) Agilent Technologies, Inc. (a) 4,500 99,495 Jabil Circuit, Inc. (a) 4,500 106,065 ------------- 205,560 ------------- Internet Software & Services (0.2%) Yahoo!, Inc. (a) 6,200 218,302 ------------- IT Services (0.8%) Affiliated Computer Services, Inc., Class A (a) 1,900 102,961 Computer Sciences Corp. (a) 11,200 577,024 Convergys Corp. (a) 7,000 100,030 ------------- 780,015 ------------- </Table> See Accompanying Notes to Financial Statements. 60 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Office Electronics (0.1%) Xerox Corp. (a) 7,300 $ 115,924 ------------- Semiconductors & Semiconductor Equipment (3.0%) Freescale Semiconductor, Inc., Class B (a) 6,159 107,598 Intel Corp. 80,000 1,796,000 Linear Technology Corp. 15,300 577,422 Texas Instruments, Inc. 25,300 587,213 ------------- 3,068,233 ------------- Software (4.1%) Adobe Systems, Inc. 8,300 472,270 Autodesk, Inc. 3,900 114,543 Citrix Systems, Inc. (a) 4,400 94,380 Computer Associates International, Inc. 3,700 100,603 Fair Isaac Corp. 3,200 110,560 Microsoft Corp. 106,300 2,793,564 Oracle Corp. (a) 28,900 397,953 Symantec Corp. (a) 4,400 102,740 ------------- 4,186,613 ------------- Materials (3.1%) Chemicals (1.2%) Dow Chemical Co. 2,200 109,340 E.I. du Pont de Nemours & Co. 2,200 104,632 Eastman Chemical Co. 2,000 108,300 Monsanto Co. 11,700 633,321 PPG Industries, Inc. 1,600 110,048 Rohm and Haas Co. 2,300 101,752 ------------- 1,167,393 ------------- Construction Materials (0.1%) Vulcan Materials Co. 2,000 112,960 ------------- Containers & Packaging (0.2%) Ball Corp. 2,400 102,528 Temple-Inland, Inc. 1,500 95,400 ------------- 197,928 ------------- Metals & Mining (1.0%) Phelps Dodge Corp. 6,000 577,800 United States Steel Corp. 8,400 435,120 ------------- 1,012,920 ------------- Paper & Forest Products (0.6%) Georgia-Pacific Corp. 11,800 378,780 Louisiana-Pacific Corp. 4,300 110,080 Weyerhaeuser Co. 1,600 99,840 ------------- 588,700 ------------- </Table> See Accompanying Notes to Financial Statements. 61 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Telecommunication Services (3.5%) Diversified Telecommunication Services (3.1%) ALLTEL Corp. 2,500 $ 137,600 BellSouth Corp. 34,300 900,032 CenturyTel, Inc. 3,000 97,800 SBC Communications, Inc. 49,300 1,171,368 Sprint Corp. 4,700 112,001 Verizon Communications, Inc. 19,200 683,328 ------------- 3,102,129 ------------- Wireless Telecommunication Services (0.4%) Nextel Communications, Inc., Class A (a) 14,900 427,481 ------------- Utilities (3.5%) Electric Utilities (2.2%) American Electric Power Co., Inc. 15,300 539,325 Exelon Corp. 2,300 101,775 PG&E Corp. (a) 9,600 336,000 TECO Energy, Inc. 34,600 553,946 TXU Corp. 10,200 705,840 ------------- 2,236,886 ------------- Gas Utilities (0.1%) Nicor, Inc. 2,800 103,376 ------------- Multi-Utilities & Unregulated Power (1.2%) Constellation Energy Group 9,100 455,000 Duke Energy Corp. 29,100 779,589 ------------- 1,234,589 ------------- Total Common Stocks (Cost of $91,235,656) 100,885,882 ------------- Investment Company (0.5%) SPDR Trust Series 1 4,700 555,352 ------------- Total Investment Company (Cost of $560,931) 555,352 ------------- Total Investments (99.8%) (Cost of $91,796,587) (b) 101,441,234 Other Assets & Liabilities, Net (0.2%) 174,021 ------------- Net Assets (100.0%) $ 101,615,255 ============= </Table> See Accompanying Notes to Financial Statements. 62 <Page> Notes to Investment Portfolio: (a) Non-income producing security. (b) Cost for federal income tax purposes is $91,796,587. At January 31, 2005, the Fund held investments in the following sectors: <Table> <Caption> % OF SECTOR NET ASSETS ------ ---------- Financials 19.7% Information Technology 15.1 Health Care 12.9 Industrials 12.0 Consumer Staples 11.4 Consumer Discretionary 11.0 Energy 7.1 Utilities 3.5 Telecommunication Services 3.5 Materials 3.1 Investment Company 0.5 Other Assets & Liabilities, Net 0.2 ---------- 100.0% ========== </Table> <Table> <Caption> ACRONYM NAME ----------- -------------------------------- REIT Real Estate Investment Trust </Table> See Accompanying Notes to Financial Statements. 63 <Page> CMG LARGE CAP GROWTH FUND A Portfolio of CMG Fund Trust SCHEDULE OF INVESTMENTS January 31, 2005 (Unaudited) <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (96.3%) Consumer Discretionary (18.0%) Hotels, Restaurants & Leisure (5.6%) Carnival Corp. 7,310 $ 421,056 Hilton Hotels Corp. 18,630 414,517 Marriott International, Inc., Class A 13,270 838,399 McDonald's Corp. 7,930 256,853 Starbucks Corp. (a) 2,700 145,800 ------------- 2,076,625 ------------- Internet & Catalog Retail (1.1%) eBay, Inc. (a) 4,700 383,050 ------------- Media (2.2%) News Corp., Class A 10,040 170,680 Omnicom Group, Inc. 3,230 274,194 XM Satellite Radio Holdings, Inc., Class A (a) 11,770 375,581 ------------- 820,455 ------------- Multiline Retail (1.2%) Nordstrom, Inc. 9,460 456,445 ------------- Specialty Retail (6.1%) Bed Bath & Beyond, Inc. (a) 3,610 145,447 Best Buy Co., Inc. 7,020 377,606 Chico's FAS, Inc. (a) 8,140 428,815 Home Depot, Inc. 11,800 486,868 Lowe's Companies, Inc. 5,100 290,649 Staples, Inc. 15,420 504,851 ------------- 2,234,236 ------------- Textiles, Apparel & Luxury Goods (1.8%) Coach, Inc. (a) 7,070 396,627 NIKE, Inc., Class B 3,230 279,815 ------------- 676,442 ------------- Consumer Staples (11.6%) Beverages (1.6%) PepsiCo, Inc. 10,860 583,182 ------------- Food & Staples Retailing (1.9%) Sysco Corp. 9,610 336,062 Wal-Mart Stores, Inc. 6,730 352,652 ------------- 688,714 ------------- Food Products (0.5%) Hershey Foods Corp. 3,500 204,715 ------------- Household Products (1.7%) Procter & Gamble Co. 11,720 623,855 ------------- </Table> See Accompanying Notes to Financial Statements. 64 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Personal Products (4.4%) Alberto-Culver Co. 11,650 $ 632,013 Avon Products, Inc. 14,410 608,390 Gillette Co. 7,900 400,688 ------------- 1,641,091 ------------- Tobacco (1.5%) Altria Group, Inc. 8,440 538,725 ------------- Energy (1.4%) Energy Equipment & Services (0.9%) National-Oilwell, Inc. (a) 5,320 196,202 Smith International, Inc. (a) 2,160 127,872 ------------- 324,074 ------------- Oil & Gas (0.5%) EOG Resources, Inc. 2,750 204,187 ------------- Financials (6.9%) Capital Markets (1.9%) Goldman Sachs Group, Inc. 4,620 498,267 Merrill Lynch & Co., Inc. 3,570 214,450 ------------- 712,717 ------------- Commercial Banks (1.3%) North Fork Bancorporation, Inc. 4,690 134,603 Wells Fargo & Co. 5,940 364,122 ------------- 498,725 ------------- Consumer Finance (0.4%) MBNA Corp. 5,470 145,393 ------------- Diversified Financial Services (1.8%) Citigroup, Inc. 13,270 650,893 ------------- Insurance (1.5%) American International Group, Inc. 5,000 331,450 Prudential Financial, Inc. 3,970 214,023 ------------- 545,473 ------------- Health Care (23.5%) Biotechnology (2.0%) Amgen, Inc. (a) 4,810 299,374 Biogen Idec, Inc. (a) 2,700 175,392 Genentech, Inc. (a) 3,400 162,214 Gilead Sciences, Inc. (a) 3,110 102,941 ------------- 739,921 ------------- </Table> See Accompanying Notes to Financial Statements. 65 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Health Care Equipment & Supplies (8.4%) Alcon, Inc. 4,510 $ 357,192 Cooper Companies, Inc. 4,900 375,830 Kinetic Concepts, Inc. (a) 5,590 363,350 St. Jude Medical, Inc. (a) 10,060 395,157 Thermo Electron Corp. (a) 11,200 335,328 Varian Medical Systems, Inc. (a) 20,380 768,937 Zimmer Holdings, Inc. (a) 6,220 490,447 ------------- 3,086,241 ------------- Health Care Providers & Services (3.4%) Caremark Rx, Inc. (a) 7,390 288,949 UnitedHealth Group, Inc. 6,190 550,291 WellPoint, Inc. (a) 3,580 434,970 ------------- 1,274,210 ------------- Pharmaceuticals (9.7%) Abbott Laboratories 14,080 633,881 Johnson & Johnson 23,250 1,504,275 Novartis AG, ADR 11,320 542,002 Pfizer, Inc. 11,260 272,042 Teva Pharmaceutical Industries Ltd., ADR 21,760 625,165 ------------- 3,577,365 ------------- Industrials (10.6%) Aerospace & Defense (0.5%) United Technologies Corp. 1,930 194,312 ------------- Building Products (1.3%) American Standard Companies, Inc. (a) 12,000 480,480 ------------- Electrical Equipment (1.4%) Rockwell Automation, Inc. 9,190 520,613 ------------- Industrial Conglomerates (4.9%) General Electric Co. 21,500 776,795 Tyco International Ltd. 28,190 1,018,787 ------------- 1,795,582 ------------- Machinery (2.5%) Caterpillar, Inc. 1,940 172,854 Ingersoll-Rand Co., Ltd., Class A 5,000 371,900 ITT Industries, Inc. 4,350 371,012 ------------- 915,766 ------------- Information Technology (24.3%) Communications Equipment (4.7%) Avaya, Inc. (a) 7,600 109,060 Cisco Systems, Inc. (a) 51,850 935,374 </Table> See Accompanying Notes to Financial Statements. 66 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Communications Equipment (continued) Nokia Oyj, ADR 11,630 $ 177,707 QUALCOMM, Inc. 13,460 501,250 ------------- 1,723,391 ------------- Computers & Peripherals (5.6%) Dell, Inc. (a) 14,710 614,289 EMC Corp. (a) 13,010 170,431 International Business Machines Corp. 8,880 829,570 Lexmark International, Inc., Class A (a) 5,700 475,095 ------------- 2,089,385 ------------- Internet Software & Services (1.1%) Yahoo!, Inc. (a) 11,420 402,098 ------------- IT Services (0.9%) Automatic Data Processing, Inc. 3,280 142,615 Cognizant Technology Solutions Corp., Class A (a) 4,790 181,541 ------------- 324,156 ------------- Semiconductors & Semiconductor Equipment (6.4%) Altera Corp. (a) 15,970 306,624 ASML Holding N.V., N.Y. Registered Shares (a) 12,450 204,553 Intel Corp. 42,620 956,819 Linear Technology Corp. 4,820 181,907 National Semiconductor Corp. 11,240 190,293 Teradyne, Inc. (a) 12,420 174,253 Texas Instruments, Inc. 14,890 345,597 ------------- 2,360,046 ------------- Software (5.6%) Amdocs Ltd. (a) 5,850 174,038 Microsoft Corp. 62,530 1,643,288 Oracle Corp. (a) 19,200 264,384 ------------- 2,081,710 ------------- Total Common Stocks (Cost of $31,803,935) 35,574,273 ------------- </Table> 67 <Page> <Table> <Caption> PAR VALUE ------------- ------------- Short-Term Obligation (2.7%) Repurchase agreement with State Street Bank & Trust Co., dated 01/31/05, due 02/01/05 at 2.350%, collateralized by a U.S. Treasury Note maturing 01/31/07, market value of $992,513 (repurchase proceeds $972,063) $ 972,000 $ 972,000 ------------- Total Short-Term Obligation (Cost of $972,000) 972,000 ------------- Total Investments (99.0%) (Cost of $32,775,935) (b) 36,546,273 Other Assets & Liabilities, Net (1.0%) 387,427 ------------- Net Assets (100.0%) $ 36,933,700 ============= </Table> Notes to Investment Portfolio: (a) Non-income producing security. (b) Cost for federal income tax purposes is $32,775,935. At January 31, 2005, the Fund held investments in the following sectors: <Table> <Caption> % OF SECTOR NET ASSETS ------ ------------- Information Technology 24.3% Health Care 23.5 Consumer Discretionary 18.0 Consumer Staples 11.6 Industrials 10.6 Financials 6.9 Energy 1.4 Short-Term Obligation 2.7 Other Assets & Liabilities, Net 1.0 ------------- 100.0% ============= </Table> <Table> <Caption> ACRONYM NAME --------------- ------------------------------ ADR American Depositary Receipt </Table> See Accompanying Notes to Financial Statements. 68 <Page> CMG LARGE CAP VALUE FUND A Portfolio of CMG Fund Trust SCHEDULE OF INVESTMENTS January 31, 2005 (Unaudited) <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (98.8%) Consumer Discretionary (8.6%) Hotels, Restaurants & Leisure (1.4%) Harrah's Entertainment, Inc. 2,332 $ 147,476 McDonald's Corp. 14,318 463,760 ------------- 611,236 ------------- Media (3.8%) Clear Channel Communications, Inc. 5,797 187,997 Comcast Corp., Class A (a) 6,886 221,660 McGraw-Hill Companies, Inc. 5,824 527,072 Time Warner, Inc. (a) 29,312 527,616 Viacom, Inc., Class A 5,299 199,401 ------------- 1,663,746 ------------- Multiline Retail (1.1%) Federated Department Stores, Inc. 6,292 357,385 May Department Stores Co. 4,254 144,211 ------------- 501,596 ------------- Specialty Retail (2.3%) Home Depot, Inc. 8,114 334,784 Limited Brands, Inc. 11,005 260,818 Office Depot, Inc. (a) 25,199 435,691 ------------- 1,031,293 ------------- Consumer Staples (10.4%) Beverages (1.9%) PepsiCo, Inc. 15,391 826,497 ------------- Food Products (2.2%) ConAgra Foods, Inc. 7,851 231,605 Hershey Foods Corp. 2,107 123,238 Kraft Foods, Inc., Class A 18,284 621,290 ------------- 976,133 ------------- Household Products (3.6%) Clorox Co. 7,904 469,655 Kimberly-Clark Corp. 8,994 589,197 Procter & Gamble Co. 10,473 557,478 ------------- 1,616,330 ------------- Personal Products (1.2%) Gillette Co. 10,286 521,706 ------------- </Table> See Accompanying Notes to Financial Statements. 69 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Tobacco (1.5%) Altria Group, Inc. 8,687 $ 554,491 UST, Inc. 2,408 121,990 ------------- 676,481 ------------- Energy (13.5%) Energy Equipment & Services (1.7%) Halliburton Co. 15,063 619,541 National-Oilwell, Inc. (a) 3,216 118,606 ------------- 738,147 ------------- Oil & Gas (11.8%) BP PLC, ADR 20,116 1,199,316 ChevronTexaco Corp. 4,620 251,328 ConocoPhillips 15,205 1,410,872 Exxon Mobil Corp. 32,674 1,685,978 Marathon Oil Corp. 6,030 233,542 Royal Dutch Petroleum Co., N.Y. Registered Shares 8,150 476,531 ------------- 5,257,567 ------------- Financials (31.5%) Capital Markets (3.9%) Bank of New York Co., Inc. 18,696 555,458 Goldman Sachs Group, Inc. 3,985 429,782 Janus Capital Group, Inc. 14,024 207,976 Morgan Stanley 4,141 231,731 State Street Corp. 6,390 286,336 ------------- 1,711,283 ------------- Commercial Banks (7.9%) National City Corp. 12,104 430,297 PNC Financial Services Group, Inc. 4,061 218,766 US Bancorp 34,958 1,050,488 Wachovia Corp. 13,160 721,826 Wells Fargo & Co. 18,055 1,106,772 ------------- 3,528,149 ------------- Consumer Finance (0.9%) MBNA Corp. 14,082 374,299 ------------- </Table> See Accompanying Notes to Financial Statements. 70 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Diversified Financial Services (7.3%) Citigroup, Inc. 40,244 $ 1,973,968 JPMorgan Chase & Co. 34,092 1,272,655 ------------- 3,246,623 ------------- Insurance (8.1%) AFLAC, Inc. 6,414 253,417 Ambac Financial Group, Inc. 6,370 489,726 American International Group, Inc. 13,776 913,211 Chubb Corp. 3,310 246,529 Hartford Financial Services Group, Inc. 5,921 398,424 Lincoln National Corp. 12,360 570,290 Willis Group Holdings Ltd. 6,249 241,711 XL Capital Ltd., Class A 6,559 490,482 ------------- 3,603,790 ------------- Real Estate (1.8%) Archstone-Smith Trust, REIT 8,077 277,041 AvalonBay Communities, Inc., REIT 3,861 258,378 Kimco Realty Corp., REIT 5,232 277,192 ------------- 812,611 ------------- Thrifts & Mortgage Finance (1.6%) Countrywide Financial Corp. 8,255 305,435 Freddie Mac 6,418 419,031 ------------- 724,466 ------------- Health Care (4.2%) Health Care Providers & Services (1.5%) Aetna, Inc. 4,547 577,696 CIGNA Corp. 1,451 116,443 ------------- 694,139 ------------- Pharmaceuticals (2.7%) Bristol-Myers Squibb Co. 7,952 186,395 Johnson & Johnson 5,499 355,785 Merck & Co., Inc. 9,590 269,000 Pfizer, Inc. 15,384 371,677 ------------- 1,182,857 ------------- </Table> See Accompanying Notes to Financial Statements. 71 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Industrials (12.0%) Aerospace & Defense (3.2%) General Dynamics Corp. 5,452 $ 562,919 United Technologies Corp. 8,421 847,827 ------------- 1,410,746 ------------- Commercial Services & Supplies (1.9%) Cendant Corp. 10,320 243,036 Republic Services, Inc. 4,130 136,166 Waste Management, Inc. 16,357 474,353 ------------- 853,555 ------------- Industrial Conglomerates (5.4%) General Electric Co. 44,161 1,595,537 Textron, Inc. 11,095 798,618 ------------- 2,394,155 ------------- Machinery (1.5%) Deere & Co. 4,810 333,958 Eaton Corp. 5,205 353,888 ------------- 687,846 ------------- Information Technology (5.4%) Communications Equipment (1.1%) Nokia Oyj, ADR 32,073 490,075 ------------- Computers & Peripherals (1.9%) International Business Machines Corp. 4,949 462,336 Lexmark International, Inc., Class A (a) 4,621 385,160 ------------- 847,496 ------------- IT Services (1.2%) Accenture Ltd., Class A (a) 20,926 545,122 ------------- Office Electronics (0.8%) Xerox Corp. (a) 21,110 335,227 ------------- Software (0.4%) Microsoft Corp. 7,364 193,526 ------------- </Table> See Accompanying Notes to Financial Statements. 72 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Materials (3.7%) Chemicals (1.7%) Air Products & Chemicals, Inc. 12,964 $ 763,709 ------------- Paper & Forest Products (2.0%) MeadWestvaco Corp. 18,125 523,631 Neenah Paper, Inc. 1 32 Weyerhaeuser Co. 5,669 353,746 ------------- 877,409 ------------- Telecommunication Services (4.5%) Diversified Telecommunication Services (4.5%) BellSouth Corp. 12,980 340,595 SBC Communications, Inc. 39,414 936,476 Verizon Communications, Inc. 20,074 714,434 ------------- 1,991,505 ------------- Utilities (5.0%) Electric Utilities (5.0%) Entergy Corp. 6,330 440,062 Exelon Corp. 8,073 357,230 FPL Group, Inc. 2,949 226,011 PG&E Corp. (a) 7,654 267,890 TXU Corp. 13,048 902,922 ------------- 2,194,115 ------------- Total Common Stocks (Cost of $38,258,197) 43,883,435 ------------- </Table> See Accompanying Notes to Financial Statements. 73 <Page> <Table> <Caption> PAR VALUE ------------- ------------- Short-Term Obligation (1.1%) Repurchase agreement with State Street Bank & Trust Co., dated 01/31/05, due 02/01/05 at 2.360%, collateralized by a U.S. Treasury Note maturing 05/15/13, market value of $514,500 (repurchase proceeds $504,033) $ 504,000 $ 504,000 ------------- Total Short-Term Obligation (Cost of $504,000) 504,000 ------------- Total Investments (99.9%) (Cost of $38,762,197) (b) 44,387,435 Other Assets & Liabilities, Net (0.1%) 34,535 ------------- Net Assets (100.0%) $ 44,421,970 ============= </Table> Notes to Investment Portfolio: (a) Non-income producing security (b) Cost for federal income tax purposes is $38,762,197 At January 31, 2005, the Fund held investments in the following sectors: <Table> <Caption> % OF SECTOR NET ASSETS ------ ------------- Financials 31.5% Energy 13.5 Industrials 12.0 Consumer Staples 10.4 Consumer Discretionary 8.6 Information Technology 5.4 Utilities 5.0 Telecommunication Services 4.5 Health Care 4.2 Materials 3.7 Short-Term Obligation 1.1 Other Assets & Liabilities, Net 0.1 ------------- 100.0% ============= </Table> <Table> <Caption> ACRONYM NAME ------------ ----------------------------- ADR American Depositary Receipt REIT Real Estate Investment Trust </Table> See Accompanying Notes to Financial Statements. 74 <Page> CMG MID CAP GROWTH FUND A Portfolio of CMG Fund Trust SCHEDULE OF INVESTMENTS January 31, 2005 (Unaudited) <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (99.5%) Consumer Discretionary (20.4%) Auto Components (0.6%) Autoliv, Inc. 2,330 $ 109,859 ------------- Hotels, Restaurants & Leisure (5.6%) Applebee's International, Inc. 4,680 130,385 Cheesecake Factory, Inc. (a) 3,890 125,919 Four Seasons Hotels, Inc. 860 66,186 Harrah's Entertainment, Inc. 2,550 161,262 Hilton Hotels Corp. 8,110 180,447 Marriott International, Inc., Class A 2,150 135,837 Yum! Brands, Inc. 6,310 292,469 ------------- 1,092,505 ------------- Household Durables (4.9%) Black & Decker Corp. 880 72,512 Centex Corp. 840 51,500 D.R. Horton, Inc. 2,180 86,720 Harman International Industries, Inc. 1,470 178,826 Tempur-Pedic International, Inc. (a) 26,720 571,541 ------------- 961,099 ------------- Leisure Equipment & Products (0.5%) Marvel Enterprises, Inc. (a) 6,090 108,767 ------------- Media (2.1%) Grupo Televisa SA, ADR 1,760 103,541 Lamar Advertising Co., Class A (a) 2,030 87,249 XM Satellite Radio Holdings, Inc., Class A (a) 6,770 216,031 ------------- 406,821 ------------- Specialty Retail (5.5%) Abercrombie & Fitch Co., Class A 2,320 116,279 Bed Bath & Beyond, Inc. (a) 2,165 87,228 Chico's FAS, Inc. (a) 5,630 296,588 PETCO Animal Supplies, Inc. (a) 3,280 124,542 PETsMART, Inc. 5,000 151,150 Urban Outfitters, Inc. (a) 7,120 299,538 ------------- 1,075,325 ------------- Textiles, Apparel & Luxury Goods (1.2%) Coach, Inc. (a) 4,040 226,644 ------------- Consumer Staples (4.5%) Food & Staples Retailing (0.9%) Whole Foods Market, Inc. 1,950 174,369 ------------- </Table> See Accompanying Notes to Financial Statements. 75 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Food Products (2.8%) Bunge Ltd. 4,920 $ 278,177 Corn Products International, Inc. 5,720 167,939 Hershey Foods Corp. 1,670 97,678 ------------- 543,794 ------------- Personal Products (0.8%) Alberto-Culver Co. 1,930 104,703 Estee Lauder Companies, Inc., Class A 1,450 65,453 ------------- 170,156 ------------- Energy (6.2%) Energy Equipment & Services (3.6%) Baker Hughes, Inc. 1,320 57,156 BJ Services Co. 3,025 145,351 Nabors Industries Ltd. (a) 3,190 160,776 National-Oilwell, Inc. (a) 5,250 193,620 Weatherford International Ltd. (a) 2,810 152,499 ------------- 709,402 ------------- Oil & Gas (2.6%) EOG Resources, Inc. 1,240 92,070 Murphy Oil Corp. 710 63,389 Range Resources Corp. 2,230 49,484 Ultra Petroleum Corp. (a) 2,120 109,243 XTO Energy, Inc. 5,226 187,666 ------------- 501,852 ------------- Financials (5.3%) Capital Markets (1.5%) E*TRADE Financial Corp. (a) 15,250 209,687 T. Rowe Price Group, Inc. 1,390 83,192 ------------- 292,879 ------------- Commercial Banks (2.0%) North Fork Bancorporation, Inc. 6,050 173,635 TCF Financial Corp. 2,580 72,524 Zions Bancorporation 2,040 138,353 ------------- 384,512 ------------- Consumer Finance (0.3%) First Marblehead Corp. (a) 929 59,762 ------------- Diversified Financial Services (0.2%) Chicago Mercantile Exchange 210 45,045 ------------- Insurance (0.7%) Ambac Financial Group, Inc. 1,875 144,150 ------------- </Table> See Accompanying Notes to Financial Statements. 76 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Real Estate (0.6%) St. Joe Co. 1,620 $ 111,456 ------------- Health Care (17.7%) Biotechnology (3.1%) Amylin Pharmaceuticals, Inc. (a) 8,990 201,466 Gen-Probe, Inc. (a) 3,810 185,966 Genzyme Corp. (a) 3,550 206,645 ------------- 594,077 ------------- Health Care Equipment & Supplies (6.3%) Beckman Coulter, Inc. 1,670 111,890 Biomet, Inc. 4,040 171,619 Cooper Companies, Inc. 1,460 111,982 Fisher Scientific International, Inc. (a) 2,490 157,244 Kinetic Concepts, Inc. (a) 5,010 325,650 Thermo Electron Corp. (a) 7,110 212,873 Varian Medical Systems, Inc. (a) 3,550 133,942 ------------- 1,225,200 ------------- Health Care Providers & Services (3.8%) Accredo Health, Inc. (a) 4,280 127,458 Community Health Systems, Inc. (a) 3,265 94,620 DaVita, Inc. (a) 8,787 368,703 WellPoint, Inc. (a) 1,260 153,090 ------------- 743,871 ------------- Pharmaceuticals (4.5%) Elan Corp. PLC, ADR (a) 6,130 165,081 Endo Pharmaceuticals Holdings, Inc. (a) 5,990 125,850 Medicis Pharmaceutical Corp., Class A 10,210 368,581 Nektar Therapeutics (a) 5,900 99,415 Teva Pharmaceutical Industries Ltd., ADR 4,280 122,964 ------------- 881,891 ------------- Industrials (9.8%) Aerospace & Defense (1.2%) L-3 Communications Holdings, Inc. 1,340 95,689 United Defense Industries, Inc. (a) 3,060 146,666 ------------- 242,355 ------------- Air Freight & Logistics (1.1%) C.H. Robinson Worldwide, Inc. 2,620 134,930 Expeditors International of Washington, Inc. 1,390 78,035 ------------- 212,965 ------------- Building Products (0.5%) Masco Corp. 2,630 96,784 ------------- </Table> See Accompanying Notes to Financial Statements. 77 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Commercial Services & Supplies (6.0%) ChoicePoint, Inc. (a) 5,975 $ 274,850 Cintas Corp. 2,040 88,740 Corporate Executive Board Co. 4,195 268,061 Education Management Corp. (a) 4,150 132,551 Manpower, Inc. 6,100 296,765 Robert Half International, Inc. 3,850 116,809 ------------- 1,177,776 ------------- Construction & Engineering (1.0%) Jacobs Engineering Group, Inc. (a) 3,670 186,399 ------------- Information Technology (25.1%) Communications Equipment (3.5%) Avocent Corp. (a) 2,440 89,085 Comverse Technology, Inc. (a) 6,760 151,086 Harris Corp. 2,090 135,369 Juniper Networks, Inc. (a) 4,480 112,582 Polycom, Inc. (a) 5,840 100,915 Tellabs, Inc. (a) 14,060 100,107 ------------- 689,144 ------------- Computers & Peripherals (2.1%) Apple Computer, Inc. (a) 2,530 194,557 Lexmark International, Inc., Class A (a) 300 25,005 SanDisk Corp. (a) 7,710 190,437 ------------- 409,999 ------------- Electronic Equipment & Instruments (0.8%) CDW Corp. 1,095 64,057 FLIR Systems, Inc. (a) 1,430 87,159 ------------- 151,216 ------------- Internet Software & Services (1.0%) Ask Jeeves, Inc. (a) 4,980 141,233 VeriSign, Inc. (a) 2,150 55,556 ------------- 196,789 ------------- IT Services (2.3%) Cognizant Technology Solutions Corp., Class A (a) 5,150 195,185 Iron Mountain, Inc. (a) 6,000 169,200 SunGard Data Systems, Inc. (a) 2,920 78,519 ------------- 442,904 ------------- Office Electronics (0.8%) Zebra Technologies Corp., Class A (a) 2,960 150,753 ------------- </Table> See Accompanying Notes to Financial Statements. 78 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Semiconductors & Semiconductor Equipment (7.8%) Advanced Micro Devices (a) 8,960 $ 141,568 Altera Corp. (a) 3,460 66,432 Broadcom Corp., Class A (a) 7,210 229,494 Linear Technology Corp. 5,100 192,474 Marvell Technology Group Ltd. (a) 9,460 316,437 Microchip Technology, Inc. 4,715 122,826 National Semiconductor Corp. 3,960 67,043 NVIDIA Corp. (a) 6,860 157,231 Silicon Laboratories, Inc. (a) 6,570 224,037 ------------- 1,517,542 ------------- Software (6.8%) Amdocs Ltd. (a) 5,890 175,228 BMC Software, Inc. (a) 5,225 87,937 Business Objects SA, ADR (a) 2,260 55,121 Check Point Software Technologies (a) 7,150 173,602 Citrix Systems, Inc. (a) 7,120 152,724 Hyperion Solutions Corp. (a) 3,970 190,719 Mercury Interactive Corp. (a) 4,555 199,372 Novell, Inc. (a) 14,000 80,780 Shanda Interactive Entertainment Ltd., ADS (a) 3,470 113,816 VERITAS Software Corp. (a) 3,995 102,751 ------------- 1,332,050 ------------- Materials (5.8%) Chemicals (2.0%) Potash Corp. of Saskatchewan, Inc. 4,780 386,224 ------------- Construction Materials (0.4%) Florida Rock Industries, Inc. 1,090 68,070 ------------- Metals & Mining (3.4%) Allegheny Technologies, Inc. 3,340 80,160 CONSOL Energy, Inc. 1,240 52,316 Freeport-McMoRan Copper & Gold, Inc., Class B 2,360 86,872 Inco Ltd. (a) 4,890 160,930 Peabody Energy Corp. 1,850 156,787 Phelps Dodge Corp. 1,380 132,894 ------------- 669,959 ------------- </Table> See Accompanying Notes to Financial Statements. 79 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Telecommunication Services (4.7%) Wireless Telecommunication Services (4.7%) American Tower Corp., Class A (a) 4,660 $ 84,439 Crown Castle International Corp. (a) 12,920 211,888 Millicom International Cellular SA (a) 4,510 96,469 Mobile TeleSystems, ADR 4,130 148,598 Nextel Partners, Inc., Class A (a) 6,410 127,495 SpectraSite, Inc. (a) 1,200 70,320 VimpelCom, ADR (a) 2,670 96,654 Western Wireless Corp., Class A (a) 2,080 78,582 ------------- 914,445 ------------- Total Investments (99.5%) (Cost of $16,346,145) (b) 19,408,810 Other Assets & Liabilities, Net (0.5%) 101,401 ------------- Net Assets (100.0%) $ 19,510,211 ============= </Table> Notes to Investment Portfolio: (a) Non-income producing security. (b) Cost for federal income tax purposes is $16,346,145. At January 31, 2005, the Fund held investments in the following sectors: <Table> <Caption> % OF SECTOR NET ASSETS ------ ---------- Information Technology 25.1% Consumer Discretionary 20.4 Health Care 17.7 Industrials 9.8 Energy 6.2 Materials 5.8 Financials 5.3 Telecommunication Services 4.7 Consumer Staples 4.5 Other Assets & Liabilities, Net 0.5 ---------- 100.0% ========== </Table> <Table> <Caption> ACRONYM NAME ------------ ---------------------------- ADR American Depositary Receipt ADS American Depositary Share </Table> See Accompanying Notes to Financial Statements. 80 <Page> CMG MID CAP VALUE FUND A Portfolio of CMG Fund Trust SCHEDULE OF INVESTMENTS January 31, 2005 (Unaudited) <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (96.6%) Consumer Discretionary (13.6%) Auto Components (2.5%) BorgWarner, Inc. 3,300 $ 177,177 Johnson Controls, Inc. 3,900 230,724 Lear Corp. 3,100 167,400 ------------- 575,301 ------------- Hotels, Restaurants & Leisure (2.3%) Brinker International, Inc. (a) 7,900 297,119 Harrah's Entertainment, Inc. 3,600 227,664 ------------- 524,783 ------------- Household Durables (0.6%) Newell Rubbermaid, Inc. 6,800 146,336 ------------- Leisure Equipment & Products (0.5%) Mattel, Inc. 6,250 121,562 ------------- Media (1.0%) Knight-Ridder, Inc. 1,800 117,198 New York Times Co., Class A 3,000 116,640 ------------- 233,838 ------------- Multiline Retail (2.7%) Federated Department Stores, Inc. 4,100 232,880 J.C. Penney Co., Inc. 5,800 247,776 May Department Stores Co. 4,500 152,550 ------------- 633,206 ------------- Specialty Retail (3.3%) Borders Group, Inc. 9,900 259,875 OfficeMax, Inc. 5,050 149,026 TJX Companies, Inc. 13,900 348,056 ------------- 756,957 ------------- Textiles, Apparel & Luxury Goods (0.7%) Wolverine World Wide, Inc. 4,800 150,864 ------------- Consumer Staples (4.9%) Beverages (1.0%) Pepsi Bottling Group, Inc. 8,700 237,945 ------------- Food Products (2.5%) Dean Foods Co. (a) 11,300 398,099 Hormel Foods Corp. 5,400 170,100 ------------- 568,199 ------------- Tobacco (1.4%) UST, Inc. 6,300 319,158 ------------- </Table> See Accompanying Notes to Financial Statements. 81 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Energy (8.1%) Energy Equipment & Services (3.3%) BJ Services Co. 2,850 $ 136,942 National-Oilwell, Inc. (a) 3,300 121,704 Noble Corp. (a) 4,750 253,413 Transocean, Inc. (a) 3,900 171,600 Weatherford International Ltd. (a) 1,650 89,546 ------------- 773,205 ------------- Oil & Gas (4.8%) Amerada Hess Corp. 4,500 389,925 EOG Resources, Inc. 800 59,400 Murphy Oil Corp. 700 62,496 Williams Companies, Inc. 8,800 147,928 XTO Energy, Inc. 12,375 444,386 ------------- 1,104,135 ------------- Financials (21.3%) Capital Markets (1.9%) Bear Stearns Companies, Inc. 2,300 232,438 Janus Capital Group, Inc. 14,600 216,518 ------------- 448,956 ------------- Commercial Banks (5.0%) Banknorth Group, Inc. 6,800 243,848 City National Corp. 2,550 177,964 Cullen/Frost Bankers, Inc. 2,750 129,140 Marshall & Ilsley Corp. 4,200 179,802 North Fork Bancorporation, Inc. 8,750 251,125 UnionBanCal Corp. 2,800 172,424 ------------- 1,154,303 ------------- Diversified Financial Services (1.0%) CIT Group, Inc. 5,600 226,072 ------------- Insurance (6.4%) Ambac Financial Group, Inc. 2,950 226,796 Cincinnati Financial Corp. 2,412 106,417 Endurance Specialty Holdings Ltd. 5,400 185,760 Hartford Financial Services Group, Inc. 2,700 181,683 Lincoln National Corp. 3,900 179,946 Loews Corp. 2,600 176,800 Nationwide Financial Services, Inc., Class A 3,250 120,088 Old Republic International Corp. 7,300 169,360 St. Paul Travelers Companies, Inc. 3,200 120,128 ------------- 1,466,978 ------------- Real Estate (1.8%) Equity Office Properties Trust, REIT 6,100 170,678 Host Marriott Corp., REIT 15,500 248,000 ------------- 418,678 ------------- </Table> See Accompanying Notes to Financial Statements. 82 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Thrifts & Mortgage Finance (5.2%) Golden West Financial Corp. 6,900 $ 445,878 PMI Group, Inc. 7,200 286,344 Sovereign Bancorp, Inc. 10,900 247,866 Webster Financial Corp. 5,050 226,493 ------------- 1,206,581 ------------- Health Care (4.1%) Health Care Equipment & Supplies (1.0%) Millipore Corp. (a) 2,500 108,825 Varian, Inc. (a) 3,000 119,790 ------------- 228,615 ------------- Health Care Providers & Services (3.1%) Community Health Systems, Inc. (a) 4,100 118,818 HCA, Inc. 3,800 169,176 Medco Health Solutions, Inc. (a) 4,400 187,308 WellPoint, Inc. (a) 1,900 230,850 ------------- 706,152 ------------- Industrials (14.5%) Aerospace & Defense (1.9%) Goodrich Corp. 7,500 257,250 Northrop Grumman Corp. 3,500 181,580 ------------- 438,830 ------------- Commercial Services & Supplies (4.3%) Brink's Co. 11,500 407,215 Cendant Corp. 7,200 169,560 Manpower, Inc. 4,800 233,520 Waste Management, Inc. 5,900 171,100 ------------- 981,395 ------------- Construction & Engineering (0.4%) Fluor Corp. 1,700 91,018 ------------- Electrical Equipment (1.3%) AMETEK, Inc. 4,900 187,180 Hubbell, Inc., Class B 2,200 108,944 ------------- 296,124 ------------- Industrial Conglomerates (1.1%) Carlisle Companies, Inc. 4,000 252,280 ------------- Machinery (4.4%) AGCO Corp. (a) 5,400 110,862 Dover Corp. 4,650 178,095 Ingersoll-Rand Co., Ltd., Class A 3,300 245,454 Navistar International Corp. (a) 8,000 311,360 </Table> See Accompanying Notes to Financial Statements. 83 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Machinery (continued) Parker Hannifin Corp. 2,650 $ 172,674 ------------- 1,018,445 ------------- Road & Rail (1.1%) Burlington Northern Santa Fe Corp. 5,400 260,172 ------------- Information Technology (4.7%) Communications Equipment (1.0%) Andrew Corp. (a) 17,100 223,326 ------------- Electronic Equipment & Instruments (2.3%) Amphenol Corp., Class A 6,200 243,846 Arrow Electronics, Inc. (a) 7,900 186,519 AVX Corp. 9,000 104,400 ------------- 534,765 ------------- IT Services (1.4%) Affiliated Computer Services, Inc., Class A (a) 4,100 222,179 DST Systems, Inc. (a) 2,350 113,928 ------------- 336,107 ------------- Materials (15.1%) Chemicals (9.9%) Agrium, Inc. 16,500 266,310 Air Products & Chemicals, Inc. 4,800 282,768 Celanese Corp., Series A (a) 6,200 100,006 Eastman Chemical Co. 5,400 292,410 Engelhard Corp. 6,500 195,325 International Flavors & Fragrances, Inc. 5,900 249,098 Lubrizol Corp. 8,200 295,446 Nalco Holding Co. (a) 8,400 162,540 PPG Industries, Inc. 2,750 189,145 Rohm and Haas Co. 5,600 247,744 ------------- 2,280,792 ------------- Construction Materials (0.5%) Martin Marietta Materials, Inc. 2,400 129,648 ------------- Containers & Packaging (3.1%) Bemis Co., Inc. 5,600 162,400 Crown Holdings, Inc. (a) 14,200 191,558 Packaging Corp. of America 9,500 211,945 Pactiv Corp. (a) 6,400 142,144 ------------- 708,047 ------------- </Table> See Accompanying Notes to Financial Statements. 84 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Paper & Forest Products (1.6%) Georgia-Pacific Corp. 6,900 $ 221,490 MeadWestvaco Corp. 5,500 158,895 ------------- 380,385 ------------- Telecommunication Services (1.5%) Wireless Telecommunication Services (1.5%) Telephone & Data Systems, Inc. 4,300 353,976 ------------- Utilities (8.8%) Electric Utilities (6.4%) Edison International 6,000 194,820 Entergy Corp. 3,550 246,796 Exelon Corp. 8,100 358,425 PG&E Corp. (a) 3,600 126,000 PPL Corp. 4,250 229,500 Progress Energy, Inc. 5,300 234,525 Reliant Energy, Inc. (a) 8,200 102,090 ------------- 1,492,156 ------------- Multi-Utilities & Unregulated Power (2.4%) Constellation Energy Group 6,900 345,000 Energy East Corp. 7,700 201,740 ------------- 546,740 ------------- Total Common Stocks (Cost of $18,932,652) 22,326,030 ------------- Convertible Preferred Stock (0.1%) Materials (0.1%) Chemicals (0.1%) Celanese Corp., 5.250% 900 22,815 ------------- Total Convertible Preferred Stock (Cost of $22,500) 22,815 ------------- </Table> See Accompanying Notes to Financial Statements. 85 <Page> <Table> <Caption> PAR VALUE ------------- ------------- Short-Term Obligation (3.9%) Repurchase agreement with State Street Bank & Trust Co., dated 01/31/05, due 02/01/05 at 2.360%, collateralized by a U.S. Treasury Note maturing 05/15/13, market value of $916,300 (repurchase proceeds $897,059) $ 897,000 $ 897,000 ------------- Total Short-Term Obligation (Cost of $897,000) 897,000 ------------- Total Investments (100.6%) (Cost of $19,852,152) (b) 23,245,845 Other Assets & Liabilities, Net (-0.6%) (145,061) ------------- Net Assets (100.0%) $ 23,100,784 ============= </Table> Notes to Investment Portfolio: (a) Non-income producing security. (b) Cost for federal income tax purposes is $19,852,152. At January 31, 2005, the Fund held investments in the following sectors: <Table> <Caption> % OF SECTOR NET ASSETS ------ ---------- Financials 21.3% Materials 15.2 Industrials 14.5 Consumer Discretionary 13.6 Utilities 8.8 Energy 8.1 Consumer Staples 4.9 Information Technology 4.7 Health Care 4.1 Telecommunication Services 1.5 Short-Term Obligation 3.9 Other Assets & Liabilities, Net (0.6) ---------- 100.0% ========== </Table> <Table> <Caption> ACRONYM NAME ----------------- ---------------------------- REIT Real Estate Investment Trust </Table> See Accompanying Notes to Financial Statements. 86 <Page> CMG SMALL CAP GROWTH FUND A Portfolio of CMG Fund Trust SCHEDULE OF INVESTMENTS January 31, 2005 (Unaudited) <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (99.1%) Consumer Discretionary (15.8%) Hotels, Restaurants & Leisure (3.6%) Gaylord Entertainment Co. (a) 12,000 $ 471,000 Pinnacle Entertainment, Inc. (a) 20,500 370,025 Scientific Games Corp., Class A (a) 18,600 478,392 ------------- 1,319,417 ------------- Leisure Equipment & Products (1.1%) Marvel Enterprises, Inc. (a) 23,100 412,566 ------------- Media (4.4%) Arbitron, Inc. (a) 6,600 269,940 Cumulus Media, Inc., Class A (a) 21,800 301,712 Lin TV Corp., Class A (a) 18,000 334,980 Radio One, Inc., Class D (a) 19,800 310,860 Sinclair Broadcast Group, Inc., Class A 36,100 297,103 TiVo, Inc. (a) 32,500 130,325 ------------- 1,644,920 ------------- Multiline Retail (0.5%) Fred's, Inc. 10,500 172,935 ------------- Specialty Retail (5.3%) Bombay Co., Inc. (a) 44,700 262,836 Cost Plus, Inc. (a) 12,200 320,006 Jarden Corp. (a) 13,450 618,700 Pacific Sunwear of California, Inc. (a) 13,400 328,166 Party City Corp. (a) 13,200 169,092 Sharper Image Corp. (a) 16,400 282,080 ------------- 1,980,880 ------------- Textiles, Apparel & Luxury Goods (0.9%) Carter's, Inc. (a) 9,400 343,664 ------------- Consumer Staples (0.5%) Food & Staples Retailing (0.5%) Performance Food Group Co. (a) 6,400 174,144 ------------- Energy (4.7%) Energy Equipment & Services (2.0%) Key Energy Services, Inc. (a) 19,400 240,754 Maverick Tube Corp. (a) 7,400 252,044 Unit Corp. (a) 6,800 248,472 ------------- 741,270 ------------- </Table> See Accompanying Notes to Financial Statements. 87 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Oil & Gas (2.7%) Edge Petroleum Corp. (a) 13,400 $ 193,898 Energy Partners Ltd. (a) 5,500 120,725 Mission Resources Corp. (a) 35,100 200,070 Spinnaker Exploration Co. (a) 5,800 190,182 Western Gas Resources, Inc. 9,100 277,095 ------------- 981,970 ------------- Financials (11.3%) Capital Markets (1.0%) Jefferies Group, Inc. 9,100 354,900 ------------- Commercial Banks (3.8%) Boston Private Financial Holdings, Inc. 11,200 311,808 East-West Bancorp, Inc. 8,000 311,520 Main Street Banks, Inc. 3,400 110,942 Mercantile Bank Corp. 7,080 306,918 Prosperity Bancshares, Inc. 13,000 361,140 ------------- 1,402,328 ------------- Diversified Financial Services (3.3%) ACE Cash Express, Inc. (a) 8,200 216,480 Greenhill & Co., Inc. 10,500 311,430 MTC Technologies, Inc. (a) 12,000 389,760 National Financial Partners Corp. 6,300 246,141 optionsXpress Holdings, Inc. (a) 3,300 66,924 ------------- 1,230,735 ------------- Insurance (2.0%) Infinity Property & Casualty Corp. 13,300 435,575 National Interstate Corp. (a) 4,000 62,200 Philadelphia Consolidated Holding Co. (a) 3,700 248,159 ------------- 745,934 ------------- Real Estate (0.5%) Housevalues, Inc. (a) 13,900 197,380 ------------- Thrifts & Mortgage Finance (0.7%) Commercial Capital Bancorp, Inc. 13,833 275,139 ------------- Health Care (22.2%) Biotechnology (6.4%) Cell Therapeutics, Inc. (a) 22,100 212,160 Cytogen Corp. (a) 20,700 226,458 Enzo Biochem, Inc. (a) 13,600 246,568 Exact Sciences Corp. (a) 23,300 77,123 NeoPharm, Inc. (a) 26,921 295,323 Neurocrine Biosciences, Inc. (a) 6,600 301,950 </Table> See Accompanying Notes to Financial Statements. 88 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Biotechnology (continued) Protein Design Labs, Inc. (a) 16,600 $ 334,822 QLT, Inc. (a) 22,000 355,740 Telik, Inc. (a) 17,500 332,850 ------------- 2,382,994 ------------- Health Care Equipment & Supplies (4.9%) Bio-Rad Laboratories, Inc., Class A (a) 5,100 299,829 Cardiac Science, Inc. (a) 52,400 90,128 Conceptus, Inc. (a) 19,300 135,293 Integra LifeSciences Holdings Corp. (a) 9,400 354,192 Medical Action Industries, Inc. (a) 19,200 354,816 Palomar Medical Technologies, Inc. (a) 5,300 132,500 SonoSite, Inc. (a) 11,600 368,068 SurModics, Inc. (a) 2,100 61,677 ------------- 1,796,503 ------------- Health Care Providers & Services (4.5%) Advisory Board Co. (a) 12,200 434,930 America Service Group, Inc. (a) 8,916 244,566 American Retirement Corp. (a) 17,500 219,625 Hythiam, Inc. (a) 7,200 42,768 Isolagen, Inc. (a) 21,800 148,458 LCA-Vision, Inc. 6,900 183,885 LifePoint Hospitals, Inc. (a) 7,600 287,280 U.S. Physical Therapy, Inc. (a) 8,300 120,931 ------------- 1,682,443 ------------- Pharmaceuticals (6.4%) Advancis Pharmaceutical Corp. (a) 20,300 91,756 BioSante Pharmaceuticals, Inc. (a) 16,300 91,769 Bone Care International, Inc. (a) 13,600 384,880 Caraco Pharmaceutical Laboratories Ltd. (a) 6,900 57,270 DepoMed, Inc. (a) 43,500 208,800 DOV Pharmaceutical, Inc. (a) 19,100 311,712 Nektar Therapeutics (a) 16,500 278,025 Noven Pharmaceuticals, Inc. (a) 14,500 264,117 Renovis, Inc. (a) 17,100 206,397 Salix Pharmaceuticals Ltd. (a) 18,050 271,653 Taro Pharmaceuticals Industries Ltd. (a) 6,800 204,272 ------------- 2,370,651 ------------- Industrials (13.4%) Aerospace & Defense (1.1%) DRS Technologies, Inc. (a) 10,200 414,120 ------------- Air Freight & Logistics (2.1%) EGL, Inc. (a) 12,300 371,829 UTI Worldwide, Inc. 5,700 392,616 ------------- 764,445 ------------- </Table> See Accompanying Notes to Financial Statements. 89 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Commercial Services & Supplies (4.5%) Corporate Executive Board Co. 5,000 $ 319,500 Educate, Inc. (a) 21,800 283,182 Laureate Education, Inc. (a) 6,800 301,648 MDC Partners, Inc., Class A (a) 25,500 282,540 Navigant Consulting, Inc. (a) 10,700 256,051 NCO Group, Inc. (a) 9,900 225,522 ------------- 1,668,443 ------------- Construction & Engineering (0.8%) Chicago Bridge & Iron Co., NV, N.Y. Registered Shares 8,000 302,400 ------------- Electrical Equipment (0.6%) Plug Power, Inc. (a) 40,000 217,600 ------------- Machinery (1.7%) Cuno, Inc. (a) 4,900 281,407 RAE Systems, Inc. (a) 17,400 117,972 Wabash National Corp. (a) 9,700 246,186 ------------- 645,565 ------------- Road & Rail (2.0%) Genesee & Wyoming, Inc., Class A (a) 12,082 305,191 Heartland Express, Inc. 14,350 304,794 Sirva, Inc. (a) 14,100 124,926 ------------- 734,911 ------------- Trading Companies & Distributors (0.6%) Aceto Corp. 22,800 214,320 ------------- Information Technology (29.1%) Communications Equipment (3.6%) Audiovox Corp., Class A (a) 12,600 206,640 F5 Networks, Inc. (a) 7,400 354,756 Finisar Corp. (a) 61,600 107,800 Foundry Networks, Inc. (a) 26,200 269,336 Inter-Tel, Inc. 9,321 246,913 NMS Communications Corp. (a) 26,800 168,840 ------------- 1,354,285 ------------- Computers & Peripherals (1.4%) Applied Films Corp. (a) 10,900 232,933 PalmSource, Inc. (a) 15,500 160,270 Pinnacle Systems, Inc. (a) 27,500 117,700 ------------- 510,903 ------------- Electronic Equipment & Instruments (3.5%) Anixter International, Inc. 7,000 234,010 Global Imaging Systems, Inc. (a) 10,000 357,900 Itron, Inc. (a) 12,900 297,345 </Table> See Accompanying Notes to Financial Statements. 90 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Electronic Equipment & Instruments (continued) OSI Systems, Inc. (a) 12,200 $ 199,348 Photon Dynamics, Inc. (a) 9,500 205,105 ------------- 1,293,708 ------------- Internet Software & Services (4.3%) Corillian Corp. (a) 60,200 255,850 Digital River, Inc. (a) 7,500 293,325 Digitas, Inc. (a) 36,800 384,192 Equinix, Inc. (a) 6,500 272,610 Retek, Inc. (a) 52,600 330,328 TeleCommunication Systems, Inc., Class A (a) 29,800 76,586 ------------- 1,612,891 ------------- IT Services (0.7%) MAXIMUS, Inc. (a) 8,100 243,648 ------------- Semiconductors & Semiconductor Equipment (8.9%) August Technology Corp. (a) 15,400 149,842 Brooks Automation, Inc. (a) 23,000 351,670 Cypress Semiconductor Corp. (a) 22,300 254,220 DSP Group, Inc. (a) 8,700 215,847 Entegris, Inc. (a) 37,200 330,708 FEI Co. (a) 13,500 272,160 Integrated Circuit Systems, Inc. (a) 7,700 146,300 IXYS Corp. (a) 34,400 336,088 Leadis Technology, Inc. (a) 17,200 121,088 Mykrolis Corp. (a) 17,600 232,144 Silicon Image, Inc. (a) 17,100 203,661 Silicon Storage Technology, Inc. (a) 33,600 154,224 Ultratech, Inc. (a) 18,300 271,023 Zoran Corp. (a) 24,300 247,617 ------------- 3,286,592 ------------- Software (6.7%) Captiva Software Corp. (a) 24,200 248,292 Epicor Software Corp. (a) 21,000 283,290 FileNET Corp. (a) 8,100 181,035 Magma Design Automation, Inc. (a) 19,600 264,600 Manhattan Associates, Inc. (a) 13,700 300,715 Micromuse, Inc. (a) 65,100 334,614 OpenTV Corp., Class A (a) 76,100 208,514 ScanSoft, Inc. (a) 40,500 170,505 Take-Two Interactive Software, Inc. (a) 9,000 317,250 Verity, Inc. (a) 14,900 179,843 ------------- 2,488,658 ------------- Materials (2.1%) Chemicals (1.5%) Landec Corp. (a) 32,400 219,348 UAP Holding Corp. (a) 22,900 343,500 ------------- 562,848 ------------- </Table> See Accompanying Notes to Financial Statements. 91 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Metals & Mining (0.6%) AMCOL International Corp. 10,300 $ 223,613 ------------- Total Common Stocks (Cost of $33,312,098) 36,749,723 ------------- <Caption> PAR ------------- Short-Term Obligation (1.4%) Repurchase agreement with State Street Bank & Trust Co., dated 01/31/05, due 02/01/05 at 2.360%, collateralized by a U.S. Treasury Bond maturing 08/15/13, market value of $527,819 (repurchase proceeds $515,034) $ 515,000 515,000 ------------- Total Short-Term Obligation (Cost of $515,000) 515,000 ------------- Total Investments (100.5%) (Cost of $33,827,098) (b) 37,264,723 Other Assets & Liabilities, Net (-0.5%) (177,583) ------------- Net Assets (100.0%) $ 37,087,140 ============= </Table> Notes to Investment Portfolio: (a) Non-income producing security. (b) Cost for federal income tax purposes is $33,827,098. At January 31, 2005, the Fund held investments in the following sectors: <Table> <Caption> % OF SECTOR NET ASSETS ------ ---------- Information Technology 29.1% Health Care 22.2 Consumer Discretionary 15.8 Industrials 13.4 Financials 11.3 Energy 4.7 Materials 2.1 Consumer Staples 0.5 Short-Term Obligation 1.4 Other Assets & Liabilities, Net (0.5) ---------- 100.0% ========== </Table> See Accompanying Notes to Financial Statements. 92 <Page> CMG SMALL CAP VALUE FUND A Portfolio of CMG Fund Trust SCHEDULE OF INVESTMENTS January 31, 2005 (Unaudited) <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (98.1%) Consumer Discretionary (12.8%) Auto Components (1.1%) BorgWarner, Inc. 4,800 $ 257,712 Modine Manufacturing Co. 3,600 113,508 Standard Motor Products, Inc. 8,300 105,825 ------------- 477,045 ------------- Hotels, Restaurants & Leisure (3.9%) Bally Total Fitness Holding Corp. (a) 16,000 63,520 Bob Evans Farms, Inc. 4,561 111,106 Buca, Inc. (a) 19,600 134,848 Dave & Buster's, Inc. (a) 9,700 182,069 Landry's Restaurants, Inc. 8,100 228,420 Lone Star Steakhouse & Saloon, Inc. 10,700 294,250 Marcus Corp. 9,900 246,708 Scientific Games Corp., Class A (a) 14,500 372,940 Total Entertainment Restaurant Corp. (a) 1,200 13,704 Vail Resorts, Inc. (a) 3,200 76,704 ------------- 1,724,269 ------------- Household Durables (1.4%) American Greetings Corp., Class A 8,400 202,776 CSS Industries, Inc. 5,000 160,950 Kimball International, Inc., Class B 10,800 156,492 Russ Berrie & Co., Inc. 3,600 84,456 ------------- 604,674 ------------- Leisure Equipment & Products (0.3%) Action Performance Companies, Inc. 12,000 126,000 Travis Boats & Motors, Inc. (a) 300 113 ------------- 126,113 ------------- Media (1.4%) 4Kids Entertainment, Inc. (a) 9,500 175,085 Journal Communications, Inc., Class A 6,500 111,475 Liberty Corp. 4,600 182,344 Media General, Inc., Class A 2,700 172,719 ------------- 641,623 ------------- Multiline Retail (0.3%) ShopKo Stores, Inc. (a) 7,200 129,816 ------------- Specialty Retail (2.5%) Building Material Holding Corp. 4,800 177,264 GameStop Corp., Class A (a) 11,400 217,626 Goody's Family Clothing, Inc. 13,800 128,478 Monro Muffler, Inc. (a) 10,520 272,889 Movie Gallery, Inc. 3,400 71,230 Pier 1 Imports, Inc. 7,900 139,909 TBC Corp. (a) 2,900 74,066 ------------- 1,081,462 ------------- </Table> See Accompanying Notes to Financial Statements. 93 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Textiles, Apparel & Luxury Goods (1.9%) Culp, Inc. (a) 3,400 $ 21,420 Delta Apparel, Inc. 3,200 89,440 Hampshire Group Ltd. (a) 5,600 201,482 Kellwood Co. 7,100 205,474 Russell Corp. 7,900 142,200 Stride Rite Corp. 9,900 121,176 Tandy Brands Accessories, Inc. 5,200 75,608 ------------- 856,800 ------------- Consumer Staples (2.6%) Food & Staples Retailing (0.6%) BJ's Wholesale Club, Inc. (a) 4,400 125,884 Chronimed, Inc. (a) 11,600 80,156 Winn-Dixie Stores, Inc. (a) 10,900 39,349 ------------- 245,389 ------------- Food Products (2.0%) Central Garden & Pet Co. (a) 2,400 98,352 Corn Products International, Inc. 16,000 469,760 John B. Sanfilippo & Son, Inc. (a) 4,700 121,354 M&F Worldwide Corp. (a) 8,300 118,856 Omega Protein Corp. (a) 11,100 87,024 ------------- 895,346 ------------- Energy (7.2%) Energy Equipment & Services (2.2%) Gulf Island Fabrication, Inc. 4,000 89,200 Lufkin Industries, Inc. 6,500 261,885 Universal Compression Holdings, Inc. (a) 5,700 221,844 Willbros Group, Inc. (a) 17,200 368,768 ------------- 941,697 ------------- Oil & Gas (5.0%) Bill Barrett Corp. (a) 2,000 63,160 Brigham Exploration Co. (a) 12,300 106,026 Carrizo Oil & Gas, Inc. (a) 17,700 215,055 Cimarex Energy Co. (a) 5,200 188,500 Energy Partners Ltd. (a) 9,400 206,330 Harvest Natural Resources, Inc. (a) 13,900 180,283 InterOil Corp. (a) 4,300 146,200 Magnum Hunter Resources, Inc. (a) 15,800 235,578 Range Resources Corp. 9,800 217,462 Stone Energy Corp. (a) 5,600 239,680 Western Gas Resources, Inc. 8,300 252,735 Whiting Petroleum Corp. (a) 4,400 153,648 ------------- 2,204,657 ------------- </Table> See Accompanying Notes to Financial Statements. 94 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Financials (26.9%) Capital Markets (0.2%) LaBranche & Co., Inc. (a) 9,200 $ 91,816 ------------- Commercial Banks (11.2%) BancFirst Corp. 900 69,066 BancorpSouth, Inc. 7,400 161,320 BancTrust Financial Group, Inc. 5,100 108,885 Bank of Granite Corp. 7,100 141,645 Bryn Mawr Bank Corp. 8,900 191,617 Capitol Bancorp Ltd. 7,700 250,173 Chemical Financial Corp. 7,475 277,322 Chittenden Corp. 9,950 269,745 Columbia Banking System, Inc. 5,700 134,235 Community Bancorp (a) 200 5,604 Community Trust Bancorp, Inc. 4,736 146,063 Corus Bankshares, Inc. 6,600 331,320 First Citizens BancShares, Inc., Class A 1,100 156,200 First Financial Bankshares, Inc. 3,650 167,754 Greater Bay Bancorp 5,800 158,166 Hancock Holding Co. 3,400 109,888 ITLA Capital Corp. (a) 3,500 194,390 MASSBANK Corp. 2,500 93,775 Merchants Bancshares, Inc. 5,800 159,088 Mid-State Bancshares 10,200 287,742 Northrim BanCorp, Inc. 5,300 126,193 Riggs National Corp. 5,800 126,672 S.Y. Bancorp, Inc. 1,000 24,300 Sterling Bancshares, Inc. 17,200 252,668 TriCo Bancshares 14,400 317,232 UMB Financial Corp. 4,600 252,264 Whitney Holding Corp. 5,100 232,458 Wintrust Financial Corp. 3,300 183,084 ------------- 4,928,869 ------------- Consumer Finance (0.9%) Cash America International, Inc. 13,200 377,520 ------------- Diversified Financial Services (1.6%) Advance America Cash Advance Centers, Inc. (a) 2,200 49,060 Metris Companies, Inc. (a) 21,900 260,610 MFC Bancorp Ltd. 17,600 315,040 QC Holdings, Inc. (a) 5,100 88,740 ------------- 713,450 ------------- Insurance (5.8%) AmerUs Group Co. 2,900 129,253 Baldwin & Lyons, Inc., Class B 4,700 124,456 CNA Surety Corp. (a) 11,200 146,720 Commerce Group, Inc. 2,000 130,620 </Table> See Accompanying Notes to Financial Statements. 95 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Insurance (continued) Delphi Financial Group, Inc., Class A 6,500 $ 292,110 Harleysville Group, Inc. 8,800 190,080 Horace Mann Educators Corp. 8,800 162,096 Kansas City Life Insurance Co. 900 45,540 Navigators Group, Inc. (a) 7,100 212,077 Phoenix Companies, Inc. 18,200 237,874 ProCentury Corp. 11,900 127,330 Quanta Capital Holdings Ltd. (a) 14,800 145,040 RLI Corp. 5,300 230,338 UICI 3,100 95,852 United America Indemnity Ltd., Class A (a) 9,600 172,800 Universal American Financial Corp. (a) 7,400 112,776 ------------- 2,554,962 ------------- Real Estate (7.2%) Alexandria Real Estate Equities, Inc., REIT 3,800 252,928 American Financial Realty Trust, REIT 8,800 132,440 BioMed Realty Trust, Inc., REIT 12,700 253,365 Boykin Lodging Co., REIT (a) 14,600 133,882 Brandywine Realty Trust, REIT 5,800 160,660 EastGroup Properties, Inc., REIT 6,600 238,854 Equity One, Inc., REIT 8,600 175,526 First Potomac Realty Trust, REIT 7,800 167,310 Getty Realty Corp., REIT 5,800 154,802 Gladstone Commercial Corp., REIT 6,900 115,230 Mid-America Apartment Communities, Inc., REIT 6,700 253,394 Nationwide Health Properties, Inc., REIT 11,200 242,928 PS Business Parks, Inc., REIT 8,100 341,820 Tanger Factory Outlet Centers, Inc., REIT 7,800 184,080 U-Store-It Trust, REIT 5,200 85,280 Universal Health Realty Income Trust, REIT 3,900 117,546 Urstadt Biddle Properties, Inc., Class A, REIT 8,400 134,736 ------------- 3,144,781 ------------- Health Care (5.2%) Health Care Equipment & Supplies (0.4%) Steris Corp. (a) 8,200 194,504 ------------- Health Care Providers & Services (4.1%) Capital Senior Living Corp. (a) 3,900 22,542 Cross Country Healthcare, Inc. (a) 8,200 135,792 Genesis HealthCare Corp. (a) 4,500 156,060 Gentiva Health Services, Inc. (a) 11,400 181,260 Hooper Holmes, Inc. 21,100 106,555 Kindred Healthcare, Inc. (a) 9,600 262,944 OCA, Inc. (a) 17,100 94,734 PAREXEL International Corp. (a) 10,500 249,060 Pediatrix Medical Group, Inc. (a) 4,200 280,518 </Table> See Accompanying Notes to Financial Statements. 96 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Health Care Providers & Services (continued) Province Healthcare Co. (a) 5,600 $ 126,784 Stewart Enterprises, Inc., Class A (a) 27,200 174,624 ------------- 1,790,873 ------------- Pharmaceuticals (0.7%) Bradley Pharmaceuticals, Inc. (a) 8,300 119,437 Perrigo Co. 10,600 181,790 ------------- 301,227 ------------- Industrials (18.9%) Aerospace & Defense (2.6%) AAR Corp. (a) 12,035 140,208 Esterline Technologies Corp. (a) 8,400 252,084 Herley Industries, Inc. (a) 6,200 122,264 Kaman Corp., Class A 10,200 120,870 Ladish Co., Inc. (a) 12,900 139,965 Precision Castparts Corp. 5,000 351,500 ------------- 1,126,891 ------------- Air Freight & Logistics (1.2%) HUB Group, Inc., Class A (a) 6,311 343,697 Ryder System, Inc. 4,200 191,310 ------------- 535,007 ------------- Airlines (0.5%) MAIR Holdings, Inc. (a) 6,300 57,897 Skywest, Inc. 9,100 156,702 ------------- 214,599 ------------- Building Products (0.6%) NCI Building Systems, Inc. (a) 6,500 246,675 ------------- Commercial Services & Supplies (4.5%) ABM Industries, Inc. 8,900 162,870 Angelica Corp. 4,700 134,608 Casella Waste Systems, Inc., Class A (a) 19,000 270,370 Century Business Services, Inc. (a) 11,242 49,015 Consolidated Graphics, Inc. (a) 8,500 358,700 Danka Business Systems PLC, ADR (a) 12,300 32,226 Electro Rent Corp. (a) 3,700 51,726 Healthcare Services Group, Inc. 10,850 211,575 Imagistics International, Inc. (a) 9,300 318,525 NCO Group, Inc. (a) 5,800 132,124 Sourcecorp, Inc. (a) 5,800 104,400 TeleTech Holdings, Inc. (a) 14,000 148,680 ------------- 1,974,819 ------------- Construction & Engineering (1.7%) Comfort Systems USA, Inc. (a) 19,400 132,114 Dycom Industries, Inc. (a) 8,500 230,945 EMCOR Group, Inc. (a) 2,800 120,288 </Table> See Accompanying Notes to Financial Statements. 97 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Construction & Engineering (continued) MasTec, Inc. (a) 3,500 $ 31,115 Quanta Services, Inc. (a) 5,800 43,384 Washington Group International, Inc. (a) 5,400 212,652 ------------- 770,498 ------------- Electrical Equipment (1.6%) C&D Technologies, Inc. 8,300 126,077 Genlyte Group, Inc. (a) 3,400 272,034 Powell Industries, Inc. (a) 4,100 74,620 Woodward Governor Co. (a) 3,200 227,952 ------------- 700,683 ------------- Machinery (3.4%) Alamo Group, Inc. 4,000 105,040 Briggs & Stratton Corp. 6,100 236,619 EnPro Industries, Inc. (a) 9,100 242,515 Harsco Corp. 6,500 354,835 Kadant, Inc. (a) 11,100 214,230 Robbins & Myers, Inc. 8,019 180,106 Tecumseh Products Co., Class A 3,800 154,394 ------------- 1,487,739 ------------- Road & Rail (1.4%) Covenant Transport, Inc., Class A (a) 6,600 136,917 Dollar Thrifty Automotive Group, Inc. (a) 5,800 181,018 U.S. Xpress Enterprises, Inc., Class A (a) 3,900 116,727 Werner Enterprises, Inc. 9,500 202,540 ------------- 637,202 ------------- Trading Companies & Distributors (1.4%) Hughes Supply, Inc. 8,910 270,686 Watsco, Inc. 9,900 342,639 ------------- 613,325 ------------- Information Technology (11.4%) Communications Equipment (1.2%) Anaren, Inc. (a) 11,600 138,852 Belden CDT, Inc. 5,650 114,751 Black Box Corp. 3,500 162,855 Tollgrade Communications, Inc. (a) 9,100 93,548 ------------- 510,006 ------------- Computers & Peripherals (1.1%) ActivCard Corp. (a) 13,900 111,200 Advanced Digital Information Corp. (a) 2,700 28,242 Electronics for Imaging, Inc. (a) 3,100 52,700 Hypercom Corp. (a) 16,400 90,364 Imation Corp. 1,700 58,633 Innovex, Inc. (a) 10,900 53,410 Intergraph Corp. (a) 3,356 99,707 ------------- 494,256 ------------- </Table> See Accompanying Notes to Financial Statements. 98 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Electronic Equipment & Instruments (3.3%) Agilysys, Inc. 7,000 $ 118,020 Anixter International, Inc. 3,600 120,348 Benchmark Electronics, Inc. (a) 4,600 147,062 Brightpoint, Inc. (a) 13,200 236,412 Checkpoint Systems, Inc. (a) 8,900 138,484 Identix, Inc. (a) 17,100 108,414 MTS Systems Corp. 6,400 228,032 NU Horizons Electronics Corp. (a) 14,600 109,792 OSI Systems, Inc. (a) 5,800 94,772 Planar Systems, Inc. (a) 6,800 61,676 Vishay Intertechnology, Inc. (a) 5,600 73,192 ------------- 1,436,204 ------------- Internet Software & Services (0.6%) Digitas, Inc. (a) 7,320 76,421 Keynote Systems, Inc. (a) 11,000 137,170 Stellent, Inc. (a) 6,200 53,010 ------------- 266,601 ------------- IT Services (2.0%) Acxiom Corp. 8,500 196,180 Computer Horizons Corp. (a) 16,000 62,720 Inforte Corp. (a) 10,900 69,760 Lightbridge, Inc. (a) 13,500 80,460 MAXIMUS, Inc. (a) 2,900 87,232 MPS Group, Inc. (a) 31,900 360,151 ------------- 856,503 ------------- Semiconductors & Semiconductor Equipment (0.5%) Exar Corp. (a) 11,000 158,070 Pericom Semiconductor Corp. (a) 8,900 74,671 ------------- 232,741 ------------- Software (2.7%) Ascential Software Corp. (a) 10,700 153,117 Captaris, Inc. (a) 22,800 111,948 Internet Security Systems, Inc. (a) 8,400 187,740 Lawson Software, Inc. (a) 10,900 71,395 MSC.Software Corp. (a) 14,500 149,495 PLATO Learning, Inc. (a) 20,300 148,393 SeaChange International, Inc. (a) 700 11,494 Sybase, Inc. (a) 6,800 132,396 Transaction Systems Architects, Inc., Class A (a) 10,600 225,144 ------------- 1,191,122 ------------- Materials (8.5%) Chemicals (2.5%) Cytec Industries, Inc. 4,300 219,300 H.B. Fuller Co. 5,100 136,017 Lesco, Inc. (a) 700 9,506 </Table> See Accompanying Notes to Financial Statements. 99 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Chemicals (continued) Lubrizol Corp. 3,300 $ 118,899 Minerals Technologies, Inc. 3,400 212,432 Schulman (A.), Inc. 6,600 116,754 Sensient Technologies Corp. 6,400 145,600 Stepan Co. 5,500 127,820 ------------- 1,086,328 ------------- Construction Materials (0.8%) Eagle Materials, Inc. 4,200 334,992 ------------- Containers & Packaging (1.2%) AptarGroup, Inc. 3,700 179,413 Greif, Inc., Class A 6,400 370,816 ------------- 550,229 ------------- Metals & Mining (3.2%) AMCOL International Corp. 6,000 130,260 Blue Earth Refineries, Inc. (a) 18,500 --(b) Carpenter Technology Corp. 4,500 275,670 Coeur d'Alene Mines Corp. (a) 35,100 123,903 Metal Management, Inc. 6,200 167,028 Peabody Energy Corp. 3,800 322,050 RTI International Metals, Inc. (a) 11,400 278,160 Steel Technologies, Inc. 4,500 132,120 ------------- 1,429,191 ------------- Paper & Forest Products (0.8%) Glatfelter 13,500 183,330 Mercer International, Inc. (a) 15,700 150,720 ------------- 334,050 ------------- Telecommunication Services (0.7%) Diversified Telecommunication Services (0.4%) North Pittsburgh Systems, Inc. 6,700 161,068 ------------- Wireless Telecommunication Services (0.3%) Price Communications Corp. (a) 8,530 148,166 ------------- Utilities (3.9%) Electric Utilities (3.3%) ALLETE, Inc. 3,800 157,206 Central Vermont Public Service Corp. 9,400 217,140 CH Energy Group, Inc. 6,400 302,720 El Paso Electric Co. (a) 10,800 209,952 Maine & Maritimes Corp. 2,200 55,506 MGE Energy, Inc. 3,700 132,867 </Table> See Accompanying Notes to Financial Statements. 100 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Electric Utilities (continued) Otter Tail Corp. 5,600 $ 140,000 Puget Energy, Inc. 9,100 218,582 ------------- 1,433,973 ------------- Gas Utilities (0.6%) Cascade Natural Gas Corp. 4,100 83,804 Northwest Natural Gas Co. 3,100 105,245 WGL Holdings, Inc. 3,300 100,188 ------------- 289,237 ------------- Total Common Stocks (Cost of $32,788,974) 43,088,998 ------------- Investment Company (1.0%) iShares Russell 2000 Value Index Fund 2,400 445,080 ------------- Total Investment Company (Cost of $438,998) 445,080 ------------- <Caption> PAR ------------- Short-Term Obligation (0.8%) Repurchase agreement with State Street Bank & Trust Co., dated 01/31/05, due 02/01/05 at 2.360%, collateralized by a U.S. Treasury Note maturing 05/15/13, market value of $387,100 (repurchase proceeds $375,025) $ 375,000 375,000 ------------- Total Short-Term Obligation (Cost of $375,000) 375,000 ------------- Total Investments (99.9%) (Cost of $33,602,972) (c) 43,909,078 Other Assets & Liabilities, Net (0.1%) 25,162 ------------- Net Assets (100.0%) $ 43,934,240 ============= </Table> Notes to Investment Portfolio: (a) Non-income producing security. (b) Security has no value. (c) Cost for federal income tax purposes is $33,602,972. See Accompanying Notes to Financial Statements. 101 <Page> At January 31, 2005, the Fund held investments in the following sectors: <Table> <Caption> % OF SECTOR NET ASSETS ------ ---------- Financials 26.9% Industrials 18.9 Consumer Discretionary 12.8 Information Technology 11.4 Materials 8.5 Energy 7.2 Health Care 5.2 Utilities 3.9 Consumer Staples 2.6 Investment Company 1.0 Telecommunication Services 0.7 Short-Term Obligation 0.8 Other Assets & Liabilities, Net 0.1 ---------- 100.0% ========== </Table> <Table> <Caption> ACRONYM NAME -------------- ------------------------------- ADR American Depositary Receipt REIT Real Estate Investment Trust </Table> See Accompanying Notes to Financial Statements. 102 <Page> CMG SMALL/MID CAP FUND A Portfolio of CMG Fund Trust SCHEDULE OF INVESTMENTS January 31, 2005 (Unaudited) <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (99.2%) Consumer Discretionary (19.5%) Auto Components (0.6%) Autoliv, Inc. 5,240 $ 247,066 ------------- Hotels, Restaurants & Leisure (5.9%) Applebee's International, Inc. 10,700 298,102 Brinker International, Inc. (a) 5,730 215,505 Cheesecake Factory, Inc. (a) 8,970 290,359 Four Seasons Hotels, Inc. 1,870 143,915 Harrah's Entertainment, Inc. 6,230 393,985 Hilton Hotels Corp. 14,710 327,297 Outback Steakhouse, Inc. 2,590 119,270 P.F. Chang's China Bistro, Inc. (a) 1,830 101,730 Panera Bread Co., Class A (a) 8,710 444,210 RARE Hospitality International, Inc. (a) 7,100 223,650 ------------- 2,558,023 ------------- Household Durables (4.2%) Harman International Industries, Inc. 4,640 564,456 Tempur-Pedic International, Inc. (a) 59,800 1,279,122 ------------- 1,843,578 ------------- Internet & Catalog Retail (0.7%) Blue Nile, Inc. (a) 11,480 321,440 ------------- Leisure Equipment & Products (0.6%) Marvel Enterprises, Inc. (a) 15,390 274,865 ------------- Media (2.9%) Getty Images, Inc. (a) 4,230 294,831 Grupo Televisa SA, ADR 7,860 462,404 XM Satellite Radio Holdings, Inc., Class A (a) 16,070 512,794 ------------- 1,270,029 ------------- Specialty Retail (4.1%) Abercrombie & Fitch Co., Class A 6,850 343,322 Chico's FAS, Inc. (a) 3,240 170,683 PETCO Animal Supplies, Inc. (a) 10,600 402,482 PETsMART, Inc. 7,340 221,888 Urban Outfitters, Inc. (a) 15,980 672,279 ------------- 1,810,654 ------------- Textiles, Apparel & Luxury Goods (0.5%) Quiksilver, Inc. (a) 6,470 193,259 ------------- Consumer Staples (2.5%) Food & Staples Retailing (0.5%) Whole Foods Market, Inc. 2,450 219,079 ------------- </Table> See Accompanying Notes to Financial Statements. 103 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Food Products (2.0%) Bunge Ltd. 8,340 $ 471,544 Corn Products International, Inc. 13,240 388,726 ------------- 860,270 ------------- Energy (10.9%) Energy Equipment & Services (6.3%) BJ Services Co. 9,720 467,046 FMC Technologies, Inc. (a) 9,650 295,580 Key Energy Services, Inc. (a) 22,940 284,685 Nabors Industries Ltd. (a) 8,850 446,040 National-Oilwell, Inc. (a) 17,250 636,180 Precision Drilling Corp. (a) 3,120 212,784 Weatherford International Ltd. (a) 7,470 405,397 ------------- 2,747,712 ------------- Oil & Gas (4.6%) Cheniere Energy, Inc. (a) 4,000 299,600 EOG Resources, Inc. 3,030 224,977 KFx, Inc. (a) 18,300 254,553 McMoRan Exploration Co. (a) 7,360 124,384 Range Resources Corp. 15,040 333,738 Ultra Petroleum Corp. (a) 4,370 225,186 XTO Energy, Inc. 15,478 555,815 ------------- 2,018,253 ------------- Financials (5.5%) Capital Markets (2.6%) Affiliated Managers Group, Inc. (a) 10,050 637,271 E*TRADE Financial Corp. (a) 29,460 405,075 optionsXpress Holdings, Inc. (a) 3,700 75,036 ------------- 1,117,382 ------------- Commercial Banks (0.3%) Umpqua Holdings Corp. 4,830 117,272 ------------- Consumer Finance (0.2%) First Marblehead Corp. (a) 1,651 106,209 ------------- Insurance (1.5%) Allmerica Financial Corp. (a) 8,420 274,913 Ambac Financial Group, Inc. 5,180 398,238 ------------- 673,151 ------------- Thrifts & Mortgage Finance (0.9%) Commercial Capital Bancorp, Inc. 20,610 409,933 ------------- </Table> See Accompanying Notes to Financial Statements. 104 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Health Care (15.5%) Biotechnology (3.4%) Alexion Pharmaceuticals, Inc. (a) 4,260 $ 105,393 Amylin Pharmaceuticals, Inc. (a) 35,210 789,056 Digene Corp. (a) 12,040 308,344 Eyetech Pharmaceuticals, Inc. (a) 3,170 116,846 Onyx Pharmaceuticals, Inc. (a) 5,570 161,753 ------------- 1,481,392 ------------- Health Care Equipment & Supplies (2.2%) Kinetic Concepts, Inc. (a) 6,520 423,800 ResMed, Inc. (a) 6,840 350,892 Varian Medical Systems, Inc. (a) 4,750 179,218 ------------- 953,910 ------------- Health Care Providers & Services (5.0%) Accredo Health, Inc. (a) 10,040 298,991 Caremark Rx, Inc. (a) 4,810 188,071 Community Health Systems, Inc. (a) 6,260 181,415 DaVita, Inc. (a) 15,967 669,975 HealthExtras, Inc. (a) 22,400 345,632 Renal Care Group, Inc. (a) 13,750 524,700 ------------- 2,208,784 ------------- Pharmaceuticals (4.9%) Endo Pharmaceuticals Holdings, Inc. (a) 13,830 290,568 First Horizon Pharmaceutical Corp. (a) 5,790 103,525 IVAX Corp. (a) 21,795 327,579 Medicis Pharmaceutical Corp., Class A 22,610 816,221 Nektar Therapeutics (a) 9,230 155,525 Salix Pharmaceuticals Ltd. (a) 17,090 257,205 Teva Pharmaceutical Industries Ltd., ADR 6,770 194,502 ------------- 2,145,125 ------------- Industrials (12.6%) Aerospace & Defense (1.6%) United Defense Industries, Inc. (a) 14,120 676,772 ------------- Air Freight & Logistics (1.2%) C.H. Robinson Worldwide, Inc. 2,200 113,300 UTI Worldwide, Inc. 5,800 399,504 ------------- 512,804 ------------- Commercial Services & Supplies (2.9%) ChoicePoint, Inc. (a) 6,986 321,356 Education Management Corp. (a) 15,500 495,070 Manpower, Inc. 9,400 457,310 ------------- 1,273,736 ------------- </Table> See Accompanying Notes to Financial Statements. 105 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Construction & Engineering (1.2%) Dycom Industries, Inc. (a) 12,270 $ 333,376 Jacobs Engineering Group, Inc. (a) 3,870 196,557 ------------- 529,933 ------------- Electrical Equipment (0.2%) Roper Industries, Inc. 1,810 105,089 ------------- Machinery (5.5%) Bucyrus International, Inc., Class A 2,660 97,622 Cuno, Inc. (a) 1,860 106,820 Donaldson Co., Inc. 26,010 810,992 IDEX Corp. 8,830 340,396 Joy Global, Inc. 13,770 384,596 Kennametal, Inc. 10,740 525,616 Wabtec Corp. 7,980 148,747 ------------- 2,414,789 ------------- Information Technology (22.4%) Communications Equipment (4.5%) Avocent Corp. (a) 5,400 197,154 Comverse Technology, Inc. (a) 17,070 381,514 F5 Networks, Inc. (a) 9,500 455,430 Polycom, Inc. (a) 16,450 284,256 SiRF Technology Holdings, Inc. (a) 33,880 357,434 Tellabs, Inc. (a) 42,230 300,678 ------------- 1,976,466 ------------- Computers & Peripherals (1.2%) Overland Storage, Inc. (a) 6,330 93,178 SanDisk Corp. (a) 17,760 438,672 ------------- 531,850 ------------- Electronic Equipment & Instruments (0.5%) Symbol Technologies, Inc. 12,050 220,515 ------------- Internet Software & Services (1.2%) Ask Jeeves, Inc. (a) 9,300 263,748 Digital River, Inc. (a) 3,400 132,974 SupportSoft, Inc. (a) 18,770 115,060 ------------- 511,782 ------------- IT Services (1.5%) Anteon International Corp. (a) 2,710 93,007 CACI International, Inc., Class A (a) 3,710 193,477 DST Systems, Inc. (a) 3,140 152,227 Global Payments, Inc. 3,780 216,556 ------------- 655,267 ------------- </Table> See Accompanying Notes to Financial Statements. 106 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Semiconductors & Semiconductor Equipment (4.6%) Altera Corp. (a) 8,980 $ 172,416 Broadcom Corp., Class A (a) 6,340 201,802 Marvell Technology Group Ltd. (a) 15,520 519,144 Microchip Technology, Inc. 11,640 303,222 National Semiconductor Corp. 12,990 219,921 NVIDIA Corp. (a) 8,240 188,861 Silicon Laboratories, Inc. (a) 12,750 434,775 ------------- 2,040,141 ------------- Software (8.9%) Altiris, Inc. (a) 8,960 291,290 Amdocs Ltd. (a) 15,420 458,745 Autodesk, Inc. 6,850 201,184 BMC Software, Inc. (a) 11,640 195,901 Business Objects SA, ADR (a) 7,520 183,413 Epicor Software Corp. (a) 21,220 286,258 Hyperion Solutions Corp. (a) 4,250 204,170 Jack Henry & Associates, Inc. 8,280 172,141 Macromedia, Inc. (a) 15,960 546,470 Mercury Interactive Corp. (a) 6,570 287,569 Parametric Technology Corp. (a) 41,620 237,234 Serena Software, Inc. (a) 10,070 216,505 Siebel Systems, Inc. (a) 22,420 195,278 TIBCO Software, Inc. (a) 11,840 130,122 VERITAS Software Corp. (a) 10,690 274,947 ------------- 3,881,227 ------------- Materials (8.2%) Chemicals (3.8%) Airgas, Inc. 13,490 317,285 OM Group, Inc. (a) 12,660 410,437 Potash Corp. of Saskatchewan, Inc. 11,250 909,000 ------------- 1,636,722 ------------- Metals & Mining (4.4%) Allegheny Technologies, Inc. 5,340 128,160 Arch Coal, Inc. 10,420 380,851 Century Aluminum Co. (a) 5,010 124,849 CONSOL Energy, Inc. 3,170 133,742 Freeport-McMoRan Copper & Gold, Inc., Class B 7,610 280,124 Inco Ltd. (a) 14,130 465,018 Peabody Energy Corp. 5,050 427,988 ------------- 1,940,732 ------------- Telecommunication Services (2.1%) Wireless Telecommunication Services (2.1%) Crown Castle International Corp. (a) 8,600 141,040 Nextel Partners, Inc., Class A (a) 28,910 575,020 </Table> See Accompanying Notes to Financial Statements. 107 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Wireless Telecommunication Services (continued) VimpelCom, ADR (a) 5,990 $ 216,838 ------------- 932,898 ------------- Total Common Stocks (Cost of $38,477,184) 43,418,109 ------------- <Caption> PAR ------------- Short-Term Obligation (1.3%) Repurchase agreement with State Street Bank & Trust Co., dated 01/31/05, due 02/01/05 at 2.350%, collateralized by a U.S. Treasury Bond maturing 08/15/13, market value of $587,950 (repurchase proceeds $575,038) $ 575,000 575,000 ------------- Total Short-Term Obligation (Cost of $575,000) 575,000 ------------- Total Investments (100.5%) (Cost of $39,052,184) (b) 43,993,109 Other Assets & Liabilities, Net (- 0.5%) (233,289) ------------- Net Assets (100.0%) $ 43,759,820 ============= </Table> Notes to Investment Portfolio: (a) Non-income producing security. (b) Cost for federal income tax purposes is $39,052,184. At January 31, 2005, the Fund held investments in the following sectors: <Table> <Caption> % OF SECTOR NET ASSETS ------ ---------- Information Technology 22.4% Consumer Discretionary 19.5 Health Care 15.5 Industrials 12.6 Energy 10.9 Materials 8.2 Financials 5.5 Consumer Staples 2.5 Telecommunication Services 2.1 Short-Term Obligation 1.3 Other Assets & Liabilities, Net (0.5) ---------- 100.0% ========== </Table> <Table> <Caption> ACRONYM NAME ---------------- ----------------------------- ADR American Depositary Receipt </Table> See Accompanying Notes to Financial Statements. 108 <Page> CMG INTERNATIONAL STOCK FUND A Portfolio of CMG Fund Trust SCHEDULE OF INVESTMENTS January 31, 2005 (Unaudited) <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (95.2%) Consumer Discretionary (11.9%) Auto Components (1.5%) Continental AG 14,100 $ 979,376 Denso Corp. 47,500 1,233,647 ------------- 2,213,023 ------------- Automobiles (2.3%) Nissan Motor Co., Ltd. 58,400 617,408 Renault SA 17,870 1,461,514 Toyota Motor Corp. 35,600 1,385,160 ------------- 3,464,082 ------------- Hotels, Restaurants & Leisure (0.8%) Carnival Corp. 20,300 1,169,280 ------------- Household Durables (2.7%) Koninklijke (Royal) Philips Electronics NV 24,500 641,074 Matsushita Electric Industrial Co., Ltd. 107,000 1,587,825 Pioneer Corp. 37,200 688,151 Sekisui Chemical Co., Ltd. 60,000 469,225 Sharp Corp. 44,000 674,178 ------------- 4,060,453 ------------- Leisure Equipment & Products (0.9%) Fuji Photo Film Co., Ltd. 39,000 1,400,724 ------------- Media (2.7%) JC Decaux SA (a) 28,400 759,792 Mediaset S.p.A 32,900 458,759 News Corp., Class B 53,400 938,772 Pearson PLC 106,220 1,231,879 Vivendi Universal SA (a) 20,900 661,648 ------------- 4,050,850 ------------- Textiles, Apparel & Luxury Goods (1.0%) Burberry Group PLC 130,186 980,405 Swatch Group AG, Registered Shares 19,900 560,174 ------------- 1,540,579 ------------- Consumer Staples (8.8%) Beverages (1.9%) Diageo PLC 109,810 1,495,759 SABMiller PLC 85,089 1,303,203 ------------- 2,798,962 ------------- Food & Staples Retailing (1.1%) Ito-Yokado Co., Ltd. 22,000 881,487 Metro AG 13,772 720,005 ------------- 1,601,492 ------------- </Table> See Accompanying Notes to Financial Statements. 109 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Food Products (2.9%) Nestle SA, Registered Shares 10,062 $ 2,641,878 Unilever PLC 190,320 1,805,910 ------------- 4,447,788 ------------- Household Products (1.8%) Kao Corp. 29,000 674,777 Reckitt Benckiser PLC 67,968 2,017,982 ------------- 2,692,759 ------------- Tobacco (1.1%) Imperial Tobacco Group PLC 49,596 1,299,772 Japan Tobacco, Inc. 37 392,952 ------------- 1,692,724 ------------- Energy (8.1%) Energy Equipment & Services (0.7%) Saipem S.p.A 50,400 637,695 Stolt Offshore SA (a) 56,200 393,211 ------------- 1,030,906 ------------- Oil & Gas (7.4%) BG Group PLC 120,001 817,287 BP PLC, ADR 44,380 2,645,936 EnCana Corp. 31,000 1,835,554 ENI S.p.A 112,530 2,736,056 Norsk Hydro ASA 10,120 769,318 Shell Transport & Trading Co., PLC 82,700 721,666 Total SA 8,030 1,723,028 ------------- 11,248,845 ------------- Financials (24.0%) Capital Markets (1.5%) Deutsche Bank AG, Registered Shares 19,629 1,670,665 Nomura Holdings, Inc. 50,000 657,012 ------------- 2,327,677 ------------- Commercial Banks (14.9%) ABN AMRO Holding NV 36,881 998,713 Anglo Irish Bank Corp., PLC 31,760 773,870 Banco Bilbao Vizcaya Argentaria SA 54,900 925,221 Banco de Sabadell SA 23,615 603,131 Banco Popolare di Verona E Novara 52,800 1,014,489 Banco Popular Espanol SA 15,560 1,033,090 Bank of Ireland 78,809 1,254,141 Bank of Yokohama Ltd. 86,000 542,197 Barclays PLC 182,890 2,003,983 BNP Paribas SA 23,037 1,663,238 DBS Group Holdings Ltd. 63,000 608,156 DNB NOR ASA 99,000 906,693 </Table> See Accompanying Notes to Financial Statements. 110 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Commercial Banks (continued) HSBC Holdings PLC 149,500 $ 2,472,659 Mitsubishi Tokyo Financial Group, Inc. 124 1,169,665 Mizuho Financial Group, Inc. 193 929,829 National Bank of Greece SA 23,687 800,241 Royal Bank of Scotland Group PLC 64,460 2,137,129 Skandinaviska Enskilda Banken AB, Class A 33,800 602,957 Sumitomo Mitsui Financial Group, Inc. 118 827,111 UniCredito Italiano S.p.A 121,100 666,603 United Overseas Bank Ltd. 63,000 535,024 ------------- 22,468,140 ------------- Consumer Finance (0.4%) Credit Saison Co., Ltd. 20,300 689,896 ------------- Diversified Financial Services (0.7%) ING Groep NV 36,850 1,061,323 ------------- Insurance (4.9%) Aegon NV 119,688 1,623,659 Allianz AG, Registered Shares 11,732 1,391,828 Axa 44,000 1,068,669 Irish Life & Permanent PLC 48,600 883,894 Mitsui Sumitomo Insurance Co., Ltd. 82,000 719,652 Riunione Adriatica di Sicurta S.p.A 34,242 774,496 T&D Holdings, Inc. (a) 6,600 309,688 Zurich Financial Services AG (a) 3,622 602,600 ------------- 7,374,486 ------------- Real Estate (1.6%) City Developments Ltd. 73,000 305,514 Sumitomo Realty & Development Co., Ltd. 74,000 1,034,535 Sun Hung Kai Properties Ltd. 65,000 604,182 Swire Pacific Ltd., Class A 53,000 416,197 ------------- 2,360,428 ------------- Health Care (8.6%) Health Care Equipment & Supplies (1.6%) GN Store Nord A/S 41,000 441,988 Smith & Nephew PLC 84,800 828,599 Synthes, Inc. (a) 6,500 745,014 Terumo Corp. 12,500 361,453 ------------- 2,377,054 ------------- Pharmaceuticals (7.0%) AstraZeneca PLC 29,200 1,093,999 GlaxoSmithKline PLC 113,400 2,508,604 Novartis AG, Registered Shares 31,670 1,519,137 Sanofi-Aventis 18,210 1,359,866 Schering AG 16,600 1,123,793 </Table> See Accompanying Notes to Financial Statements. 111 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Pharmaceuticals (continued) Shire Pharmaceuticals Group PLC 52,700 $ 614,657 Takeda Pharmaceutical Co., Ltd. 29,000 1,377,553 Teva Pharmaceutical Industries Ltd., ADR 32,500 933,725 ------------- 10,531,334 ------------- Industrials (11.9%) Aerospace & Defense (0.1%) Singapore Technologies Engineering Ltd. 147,000 215,549 ------------- Building Products (0.9%) Nippon Sheet Glass Co., Ltd. 111,000 480,116 Wienerberger AG 20,266 935,798 ------------- 1,415,914 ------------- Commercial Services & Supplies (0.8%) Randstad Holding NV 30,300 1,185,700 ------------- Construction & Engineering (1.9%) Obayashi Corp. 73,000 467,285 Shimizu Corp. 128,000 635,211 Vinci SA 11,778 1,689,954 ------------- 2,792,450 ------------- Electrical Equipment (0.5%) Mitsubishi Electric Corp. 141,000 694,280 ------------- Industrial Conglomerates (1.8%) Hutchison Whampoa Ltd. 97,000 882,971 Siemens AG, Registered Shares 10,945 868,592 Smiths Group PLC 58,425 925,623 ------------- 2,677,186 ------------- Machinery (2.8%) Atlas Copco AB, Class B 43,300 1,867,476 Heidelberger Druckmaschinen AG (a) 23,900 811,489 Komatsu Ltd. 65,000 482,597 Volvo AB, Class B 26,200 1,064,278 ------------- 4,225,840 ------------- Marine (0.3%) Kawasaki Kisen Kaisha Ltd. 78,000 529,413 ------------- Road & Rail (1.7%) Canadian National Railway Co. 24,145 1,436,286 ComfortDelGro Corp., Ltd. 594,000 544,371 East Japan Railway Co. 121 653,044 ------------- 2,633,701 ------------- </Table> See Accompanying Notes to Financial Statements. 112 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Trading Companies & Distributors (0.8%) Mitsubishi Corp. 103,000 $ 1,209,249 ------------- Transportation Infrastructure (0.3%) BAA PLC 34,040 399,904 ------------- Information Technology (6.1%) Communications Equipment (1.6%) Nokia Oyj 61,800 947,190 Tandberg ASA 77,300 838,606 Telefonaktiebolaget LM Ericsson, ADR (a) 20,500 601,265 ------------- 2,387,061 ------------- Computers & Peripherals (0.4%) Toshiba Corp. 164,000 663,442 ------------- Electronic Equipment & Instruments (0.9%) Hoya Corp. 4,200 432,672 TDK Corp. 12,700 882,839 ------------- 1,315,511 ------------- Internet Software & Services (0.2%) NIWS Co., Ltd. 125 356,022 ------------- Office Electronics (0.7%) Canon, Inc. 20,500 1,068,791 ------------- Semiconductors & Semiconductor Equipment (1.7%) Marvell Technology Group Ltd. (a) 19,900 665,655 Samsung Electronics Co., Ltd. 2,920 1,406,715 STMicroelectronics NV, N.Y. Registered Shares 32,500 543,725 ------------- 2,616,095 ------------- Software (0.6%) Sage Group PLC 224,300 834,022 ------------- Materials (5.6%) Chemicals (4.2%) BASF AG 12,670 865,836 Novozymes A/S, Class B 8,650 413,934 Shin-Etsu Chemical Co., Ltd. 26,400 1,045,040 Solvay SA, Class A 3,600 386,233 Sumitomo Chemical Co., Ltd. 244,000 1,262,699 Syngenta AG (a) 18,230 1,962,145 Teijin Ltd. 103,000 426,618 ------------- 6,362,505 ------------- </Table> See Accompanying Notes to Financial Statements. 113 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Construction Materials (0.9%) Cemex SA de CV, ADR 38,000 $ 1,424,240 ------------- Paper & Forest Products (0.5%) UPM-Kymmene Oyj 32,700 692,699 ------------- Telecommunication Services (5.8%) Diversified Telecommunication Services (3.7%) Belgacom SA (a) 23,300 963,139 Deutsche Telekom AG, Registered Shares (a) 49,709 1,075,054 France Telecom SA 42,320 1,328,717 Nippon Telegraph & Telephone Corp. 108 455,670 Royal Koninklijke KPN NV 68,294 656,540 Telecom Italia S.p.A 256,604 1,017,531 ------------- 5,496,651 ------------- Wireless Telecommunication Services (2.1%) NTT DoCoMo, Inc. 267 464,012 Vodafone Group PLC 1,057,250 2,726,964 ------------- 3,190,976 ------------- Utilities (4.4%) Electric Utilities (2.3%) E.ON AG 10,198 914,132 Enel S.p.A 79,531 747,967 Fortum Oyj 53,200 950,699 Tokyo Electric Power Co., Inc. 38,400 915,742 ------------- 3,528,540 ------------- Gas Utilities (0.5%) Tokyo Gas Co., Ltd. 176,000 727,280 ------------- Multi-Utilities & Unregulated Power (1.6%) National Grid Transco PLC 128,400 1,247,983 Veolia Environnement 31,500 1,126,650 ------------- 2,374,633 ------------- Total Common Stocks (Cost of $124,708,762) 143,620,459 ------------- Preferred Stock (0.8%) Consumer Discretionary (0.8%) Automobiles (0.8%) Porsche AG 1,713 1,116,816 ------------- Total Preferred Stock (Cost of $1,093,487) 1,116,816 ------------- </Table> See Accompanying Notes to Financial Statements. 114 <Page> <Table> <Caption> PAR VALUE ------------- ------------- Short-Term Obligation (4.0%) Repurchase agreement with State Street Bank & Trust Co., dated 01/31/05, due 02/01/05 at 2.350%, collateralized by a U.S. Treasury Bond maturing 05/15/13, market value of $6,200,200 (repurchase proceeds $6,073,396) $ 6,073,000 $ 6,073,000 ------------- Total Short-Term Obligation (Cost of $6,073,000) 6,073,000 ------------- Total Investments (100.0%) (Cost of $131,875,249) (b) 150,810,275 Other Assets & Liabilities, Net (0.0%) 5,627 ------------- Net Assets (100.0%) $ 150,815,902 ============= </Table> Notes to Investment Portfolio: (a) Non-income producing security. (b) Cost for federal income tax purposes is $131,875,249. See Accompanying Notes to Financial Statements. 115 <Page> The Fund was invested in the following countries at January 31, 2005: <Table> <Caption> SUMMARY OF SECURITIES % OF TOTAL BY COUNTRY VALUE INVESTMENTS -------------------------------- ------------- ------------- Japan $ 32,476,145 21.5% United Kingdom 32,113,926 21.3 France 12,843,075 8.5 Germany 11,537,588 7.7 United States* 8,422,440 5.6 Italy 8,053,597 5.3 Switzerland 7,285,934 4.8 Netherlands 6,710,732 4.5 Sweden 4,135,976 2.7 Canada 3,271,840 2.2 Ireland 2,911,906 1.9 Finland 2,590,588 1.7 Spain 2,561,442 1.7 Norway 2,514,617 1.7 Singapore 2,208,615 1.5 Hong Kong 1,903,350 1.3 Mexico 1,424,240 0.9 South Korea 1,406,715 0.9 Belgium 1,349,372 0.9 Panama 1,169,280 0.8 Austria 935,798 0.6 Israel 933,725 0.6 Denmark 855,922 0.6 Greece 800,241 0.5 Luxembourg 393,211 0.3 ------------- ------------- $ 150,810,275 100.0% ============= ============= </Table> * Includes short-term obligation. Certain securities are listed by country of underlying exposure but may trade predominantly on other exchanges. At January 31, 2005, the Fund held investments in the following sectors: <Table> <Caption> % OF SECTOR NET ASSETS ------ ------------ Financials 24.0% Consumer Discretionary 12.7 Industrials 11.9 Consumer Staples 8.8 Health Care 8.6 Energy 8.1 Information Technology 6.1 Telecommunication Services 5.8 Materials 5.6 Utilities 4.4 Short-Term Obligation 4.0 Other Assets & Liabilities, Net 0.0 ------------ 100.0% ============ </Table> <Table> <Caption> ACRONYM NAME - ----------------- ----------------------------- ADR American Depositary Receipt </Table> See Accompanying Notes to Financial Statements. 116 <Page> This page is intentionally left blank. <Page> STATEMENTS OF ASSETS AND LIABILITIES January 31, 2005 (Unaudited) <Table> <Caption> CMG ENHANCED CMG CMG S&P 500(R) LARGE CAP LARGE CAP INDEX FUND GROWTH FUND VALUE FUND --------------- --------------- --------------- ASSETS: Investments, at identified cost $ 91,796,587 $ 32,775,935 $ 38,762,197 --------------- --------------- --------------- Investments, at value $ 101,441,234 $ 36,546,273 $ 44,387,435 Cash 99,110 765 409 Cash denominated in foreign currency (cost of $0, $0, $0, $38, $0, $0, $0, $83 and $56,688, respectively) - - - Receivable for: Investments sold - 1,028,242 2,272 Capital stock sold - - - Interest - 63 33 Dividends and foreign tax reclaims 97,213 15,934 62,021 Expense reimbursement due from Investment Advisor 10,217 2,738 2,640 Deferred Trustees' compensation plan 1,119 997 1,018 Other assets 2,720 3,056 3,006 --------------- --------------- --------------- Total assets 101,651,613 37,598,068 44,458,834 --------------- --------------- --------------- LIABILITIES: Payable to custodian bank - - - Payable for: Investments purchased - 630,168 - Fund shares repurchased - - - Investment advisory fee 21,647 17,317 20,291 Trustees' fees 4,885 1,152 2,521 Audit fee 8,707 14,734 13,034 Deferred Trustees' fees 1,119 997 1,018 --------------- --------------- --------------- Total liabilities 36,358 664,368 36,864 --------------- --------------- --------------- NET ASSETS $ 101,615,255 $ 36,933,700 $ 44,421,970 =============== =============== =============== NET ASSETS consist of: Paid-in capital $ 90,925,659 $ 33,648,422 $ 37,799,217 Undistributed (overdistributed) net investment income 85,488 (704) 57,836 Accumulated net investment loss - - - Accumulated net realized gain (loss) 959,461 (484,356) 939,679 Net unrealized appreciation (depreciation) on: Investments 9,644,647 3,770,338 5,625,238 Foreign currency translations - - - --------------- --------------- --------------- NET ASSETS $ 101,615,255 $ 36,933,700 $ 44,421,970 =============== =============== =============== Shares of capital stock outstanding 7,948,829 3,314,093 3,729,836 =============== =============== =============== Net asset value, offering and redemption price per share $ 12.78 $ 11.14 $ 11.91 =============== =============== =============== </Table> See Accompanying Notes to Financial Statements. 118 <Page> <Table> <Caption> CMG CMG CMG MID CAP MID CAP SMALL CAP GROWTH FUND VALUE FUND GROWTH FUND --------------- --------------- --------------- ASSETS: Investments, at identified cost $ 16,346,145 $ 19,852,152 $ 33,827,098 --------------- --------------- --------------- Investments, at value $ 19,408,810 $ 23,245,845 $ 37,264,723 Cash - 291 7,280 Cash denominated in foreign currency (cost of $0, $0, $0, $38, $0, $0, $0, $83 and $56,688, respectively) 38 - - Receivable for: Investments sold 626,440 116,466 121,225 Capital stock sold - - - Interest - 59 34 Dividends and foreign tax reclaims 4,848 14,811 1,872 Expense reimbursement due from Investment Advisor 10,295 13,102 13,610 Deferred Trustees' compensation plan 988 963 1,053 Other assets 2,782 3,250 3,055 --------------- --------------- --------------- Total assets 20,054,201 23,394,787 37,412,852 --------------- --------------- --------------- LIABILITIES: Payable to custodian bank 284,675 - - Payable for: Investments purchased 234,803 270,585 231,943 Fund shares repurchased - - 56,000 Investment advisory fee 12,338 13,852 25,287 Trustees' fees 1,778 895 1,721 Audit fee 9,408 7,708 9,708 Deferred Trustees' fees 988 963 1,053 --------------- --------------- --------------- Total liabilities 543,990 294,003 325,712 --------------- --------------- --------------- NET ASSETS $ 19,510,211 $ 23,100,784 $ 37,087,140 =============== =============== =============== NET ASSETS consist of: Paid-in capital $ 17,451,944 $ 19,415,301 $ 33,159,586 Undistributed (overdistributed) net investment income - (9,204) - Accumulated net investment loss (29,352) - (121,287) Accumulated net realized gain (loss) (975,046) 300,994 611,216 Net unrealized appreciation (depreciation) on: Investments 3,062,665 3,393,693 3,437,625 Foreign currency translations - - - --------------- --------------- --------------- NET ASSETS $ 19,510,211 $ 23,100,784 $ 37,087,140 =============== =============== =============== Shares of capital stock outstanding 1,519,482 1,686,327 2,962,863 =============== =============== =============== Net asset value, offering and redemption price per share $ 12.84 $ 13.70 $ 12.52 =============== =============== =============== <Caption> CMG CMG CMG SMALL CAP SMALL/MID INTERNATIONAL VALUE FUND CAP FUND STOCK FUND --------------- --------------- --------------- ASSETS: Investments, at identified cost $ 33,602,972 $ 39,052,184 $ 131,875,249 --------------- --------------- --------------- Investments, at value $ 43,909,078 $ 43,993,109 $ 150,810,275 Cash 624 319 691 Cash denominated in foreign currency (cost of $0, $0, $0, $38, $0, $0, $0, $83 and $56,688, respectively) - 83 55,967 Receivable for: Investments sold 44,734 132,839 2,373,276 Capital stock sold 17,000 - - Interest 25 38 396 Dividends and foreign tax reclaims 28,933 3,557 175,054 Expense reimbursement due from Investment Advisor 13,028 3,503 3,922 Deferred Trustees' compensation plan 1,063 1,235 1,742 Other assets 3,153 15,304 250 --------------- --------------- --------------- Total assets 44,017,638 44,149,987 153,421,573 --------------- --------------- --------------- LIABILITIES: Payable to custodian bank - - - Payable for: Investments purchased 43,700 341,861 2,384,827 Fund shares repurchased - - 100,000 Investment advisory fee 28,937 28,426 100,255 Trustees' fees 1,990 - 741 Audit fee 7,708 18,645 18,106 Deferred Trustees' fees 1,063 1,235 1,742 --------------- --------------- --------------- Total liabilities 83,398 390,167 2,605,671 --------------- --------------- --------------- NET ASSETS $ 43,934,240 $ 43,759,820 $ 150,815,902 =============== =============== =============== NET ASSETS consist of: Paid-in capital $ 33,119,780 $ 41,524,564 $ 128,323,554 Undistributed (overdistributed) net investment income 77,052 - (39,676) Accumulated net investment loss - (101,325) - Accumulated net realized gain (loss) 431,302 (2,604,344) 3,598,582 Net unrealized appreciation (depreciation) on: Investments 10,306,106 4,940,925 18,935,026 Foreign currency translations - - (1,584) --------------- --------------- --------------- NET ASSETS $ 43,934,240 $ 43,759,820 $ 150,815,902 =============== =============== =============== Shares of capital stock outstanding 2,971,889 4,294,836 11,318,053 =============== =============== =============== Net asset value, offering and redemption price per share $ 14.78 $ 10.19 $ 13.33 =============== =============== =============== </Table> See Accompanying Notes to Financial Statements. 119 <Page> STATEMENTS OF OPERATIONS For the Six Months Ended January 31, 2005 (Unaudited) <Table> <Caption> CMG ENHANCED CMG CMG S&P 500(R) LARGE CAP LARGE CAP INDEX FUND GROWTH FUND VALUE FUND --------------- --------------- --------------- NET INVESTMENT INCOME: Income: Dividends $ 1,260,076 $ 377,959 $ 599,005 Interest 4,893 13,306 4,291 Foreign taxes withheld - (1,870) (2,073) --------------- --------------- --------------- Total income 1,264,969 389,395 601,223 --------------- --------------- --------------- Expenses: Investment advisory fee 131,181 105,729 125,056 Trustees' fees 8,035 4,844 6,283 Audit fee 12,565 4,315 4,315 Trustee legal counsel fees 1,121 359 486 Non-recurring costs (See Note 9) 805 320 378 --------------- --------------- --------------- Total expenses 153,707 115,567 136,518 Expense reimbursement from Investment Advisor (21,721) (9,518) (11,084) Non-recurring costs assumed by Investment Advisor (See Note 9) (805) (320) (378) --------------- --------------- --------------- Net expenses 131,181 105,729 125,056 --------------- --------------- --------------- Net investment income (loss) 1,133,788 283,666 476,167 --------------- --------------- --------------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS, FOREIGN CURRENCY AND FOREIGN CAPITAL GAINS TAX: Net realized gain (loss) on: Investments 1,308,001 514,032 1,038,855 Foreign currency transactions - - - Foreign capital gains tax - - - --------------- --------------- --------------- Net realized gain 1,308,001 514,032 1,038,855 --------------- --------------- --------------- Net change in unrealized appreciation (depreciation) on: Investments 6,923,908 3,008,768 2,973,432 Foreign currency translations - - - Foreign capital gains tax - - - --------------- --------------- --------------- Net change in unrealized appreciation (depreciation) 6,923,908 3,008,768 2,973,432 --------------- --------------- --------------- Net gain 8,231,909 3,522,800 4,012,287 --------------- --------------- --------------- NET INCREASE IN NET ASSETS FROM OPERATIONS $ 9,365,697 $ 3,806,466 $ 4,488,454 --------------- --------------- --------------- </Table> See Accompanying Notes to Financial Statements. 120 <Page> <Table> <Caption> CMG CMG CMG MID CAP MID CAP SMALL CAP GROWTH FUND VALUE FUND GROWTH FUND --------------- --------------- --------------- NET INVESTMENT INCOME: Income: Dividends $ 38,625 $ 156,836 $ 29,084 Interest 5,152 4,568 6,438 Foreign taxes withheld - - (110) --------------- --------------- --------------- Total income 43,777 161,404 35,412 --------------- --------------- --------------- Expenses: Investment advisory fee 70,738 80,675 156,189 Trustees' fees 5,210 4,356 5,362 Audit fee 13,665 13,665 15,666 Trustee legal counsel fees - 105 273 Non-recurring costs (See Note 9) 156 177 297 --------------- --------------- --------------- Total expenses 89,769 98,978 177,787 Expense reimbursement from Investment Advisor (18,875) (18,126) (21,301) Non-recurring costs assumed by Investment Advisor (See Note 9) (156) (177) (297) --------------- --------------- --------------- Net expenses 70,738 80,675 156,189 --------------- --------------- --------------- Net investment income (loss) (26,961) 80,729 (120,777) --------------- --------------- --------------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS, FOREIGN CURRENCY AND FOREIGN CAPITAL GAINS TAX: Net realized gain (loss) on: Investments 200,069 388,504 903,824 Foreign currency transactions - - - Foreign capital gains tax - - - --------------- --------------- --------------- Net realized gain 200,069 388,504 903,824 --------------- --------------- --------------- Net change in unrealized appreciation (depreciation) on: Investments 2,799,552 1,773,653 3,050,620 Foreign currency translations - - - Foreign capital gains tax - - - --------------- --------------- --------------- Net change in unrealized appreciation (depreciation) 2,799,552 1,773,653 3,050,620 --------------- --------------- --------------- Net gain 2,999,621 2,162,157 3,954,444 --------------- --------------- --------------- NET INCREASE IN NET ASSETS FROM OPERATIONS $ 2,972,660 $ 2,242,886 $ 3,833,667 --------------- --------------- --------------- <Caption> CMG CMG CMG SMALL CAP SMALL/MID INTERNATIONAL VALUE FUND CAP FUND STOCK FUND --------------- --------------- --------------- NET INVESTMENT INCOME: Income: Dividends $ 386,774 $ 59,497 $ 1,218,135 Interest 2,329 17,927 46,943 Foreign taxes withheld - (717) (114,339) --------------- --------------- --------------- Total income 389,103 76,707 1,150,739 --------------- --------------- --------------- Expenses: Investment advisory fee 176,256 177,435 612,519 Trustees' fees 7,241 2,815 4,293 Audit fee 13,665 15,454 17,767 Trustee legal counsel fees 637 2,525 1,220 Non-recurring costs (See Note 9) 337 357 1,241 --------------- --------------- --------------- Total expenses 198,136 198,586 637,040 Expense reimbursement from Investment Advisor (21,543) (20,794) (23,280) Non-recurring costs assumed by Investment Advisor (See Note 9) (337) (357) (1,241) --------------- --------------- --------------- Net expenses 176,256 177,435 612,519 --------------- --------------- --------------- Net investment income (loss) 212,847 (100,728) 538,220 --------------- --------------- --------------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS, FOREIGN CURRENCY AND FOREIGN CAPITAL GAINS TAX: Net realized gain (loss) on: Investments 1,010,662 9,100,511 8,512,140 Foreign currency transactions - - (181,941) Foreign capital gains tax - - (78,730) --------------- --------------- --------------- Net realized gain 1,010,662 9,100,511 8,251,469 --------------- --------------- --------------- Net change in unrealized appreciation (depreciation) on: Investments 4,472,278 (2,023,868) 10,893,041 Foreign currency translations - - (4,729) Foreign capital gains tax - - 53,956 --------------- --------------- --------------- Net change in unrealized appreciation (depreciation) 4,472,278 (2,023,868) 10,942,268 --------------- --------------- --------------- Net gain 5,482,940 7,076,643 19,193,737 --------------- --------------- --------------- NET INCREASE IN NET ASSETS FROM OPERATIONS $ 5,695,787 $ 6,975,915 $ 19,731,957 --------------- --------------- --------------- </Table> See Accompanying Notes to Financial Statements. 121 <Page> STATEMENTS OF CHANGES IN NET ASSETS <Table> <Caption> CMG ENHANCED S&P 500(R) Index Fund --------------------------------- (UNAUDITED) SIX MONTHS ENDED YEAR ENDED JANUARY 31, JULY 31, 2005 2004 --------------- --------------- Operations: Net investment income $ 1,133,788 $ 885,309 Net realized gain on investments 1,308,001 582,070 Net change in unrealized appreciation (depreciation) on investments 6,923,908 2,619,440 --------------- --------------- Net increase from operations 9,365,697 4,086,819 Distributions declared to shareholders: From net investment income (1,713,416) (232,474) From net realized gains (896,196) (40,302) --------------- --------------- Total distributions declared to shareholders (2,609,612) (272,776) Share transactions: Subscriptions 10,305,200 94,353,306 Distributions reinvested 408,128 29,758 Redemptions (14,101,441) (9,084,292) --------------- --------------- Net increase (decrease) in share transactions (3,388,113) 85,298,772 --------------- --------------- Net increase in net assets 3,367,972 89,112,815 NET ASSETS: Beginning of period 98,247,283 9,134,468 --------------- --------------- End of period $ 101,615,255 $ 98,247,283 =============== =============== Undistributed net investment income, at end of period $ 85,488 $ 665,116 =============== =============== Change in shares: Subscriptions 817,497 8,102,596 Issued for distributions reinvested 31,274 2,509 Redemptions (1,110,248) (746,472) --------------- --------------- Net increase (decrease) (261,477) 7,358,633 --------------- --------------- </Table> See Accompanying Notes to Financial Statements. 122 <Page> <Table> <Caption> CMG CMG LARGE CAP LARGE CAP GROWTH FUND VALUE FUND --------------------------------- --------------------------------- (UNAUDITED) (UNAUDITED) SIX MONTHS SIX MONTHS ENDED PERIOD ENDED ENDED PERIOD ENDED JANUARY 31, JULY 31, JANUARY 31, JULY 31, 2005 2004 (a) 2005 2004 (a) --------------- --------------- --------------- --------------- Operations: Net investment income $ 283,666 $ 91,165 $ 476,167 $ 572,398 Net realized gain (loss) on investments 514,032 (998,388) 1,038,855 43,501 Net change in unrealized appreciation (depreciation) on investments 3,008,768 761,570 2,973,432 2,651,806 --------------- --------------- --------------- --------------- Net increase (decrease) from operations 3,806,466 (145,653) 4,488,454 3,267,705 Distributions declared to shareholders: From net investment income (349,571) (25,964) (908,008) (82,818) From net realized gains - - (142,837) - --------------- --------------- --------------- --------------- Total distributions declared to shareholders (349,571) (25,964) (1,050,845) (82,818) Share transactions: Subscriptions 2,240,146 45,852,862 1,972,823 49,285,154 Distributions reinvested 60,880 4,175 327,447 14,274 Redemptions (9,507,798) (5,001,843) (9,170,627) (4,629,597) --------------- --------------- --------------- --------------- Net increase (decrease) in share transactions (7,206,772) 40,855,194 (6,870,357) 44,669,831 --------------- --------------- --------------- --------------- Net increase (decrease) in net assets (3,749,877) 40,683,577 (3,432,748) 47,854,718 NET ASSETS: Beginning of period 40,683,577 - 47,854,718 - --------------- --------------- --------------- --------------- End of period $ 36,933,700 $ 40,683,577 $ 44,421,970 $ 47,854,718 =============== =============== =============== =============== Undistributed (overdistributed) net investment income, at end of period $ (704) $ 65,201 $ 57,836 $ 489,677 =============== =============== =============== =============== Change in shares: Subscriptions 210,939 4,440,392 166,452 4,742,377 Issued for distributions reinvested 5,350 399 27,062 1,333 Redemptions (871,225) (471,762) (777,940) (429,448) --------------- --------------- --------------- --------------- Net increase (decrease) (654,936) 3,969,029 (584,426) 4,314,262 --------------- --------------- --------------- --------------- </Table> (a) The Fund commenced investment operations on September 10, 2003. See Accompanying Notes to Financial Statements. 123 <Page> <Table> <Caption> CMG CMG MID CAP MID CAP GROWTH FUND VALUE FUND --------------------------------- --------------------------------- (UNAUDITED) (UNAUDITED) SIX MONTHS SIX MONTHS ENDED YEAR ENDED ENDED YEAR ENDED JANUARY 31, JULY 31, JANUARY 31, JULY 31, 2005 2004 2005 2004 --------------- --------------- --------------- --------------- Operations: Net investment income (loss) $ (26,961) $ (51,797) $ 80,729 $ 80,641 Net realized gain (loss) on investments 200,069 (1,172,749) 388,504 75,700 Net change in unrealized appreciation (depreciation) on investments 2,799,552 146,764 1,773,653 1,512,473 --------------- --------------- --------------- --------------- Net increase (decrease) from operations 2,972,660 (1,077,782) 2,242,886 1,668,814 Distributions declared to shareholders: From net investment income - - (147,310) (25,250) From net realized gains - (6,844) (163,068) (2,382) --------------- --------------- --------------- --------------- Total distributions declared to shareholders - (6,844) (310,378) (27,632) Share transactions: Subscriptions 1,231,292 20,789,926 1,129,206 21,123,853 Distributions reinvested - 2,911 93,631 4,042 Redemptions (3,977,255) (2,585,860) (2,048,760) (3,425,821) --------------- --------------- --------------- --------------- Net increase (decrease) in share transactions (2,745,963) 18,206,977 (825,923) 17,702,074 --------------- --------------- --------------- --------------- Net increase in net assets 226,697 17,122,351 1,106,585 19,343,256 NET ASSETS: Beginning of period 19,283,514 2,161,163 21,994,199 2,650,943 --------------- --------------- --------------- --------------- End of period $ 19,510,211 $ 19,283,514 $ 23,100,784 $ 21,994,199 =============== =============== =============== =============== Undistributed (overdistributed) net investment income, at end of period $ - $ - $ (9,204) $ 57,377 =============== =============== =============== =============== Accumulated net investment loss, at end of period $ (29,352) $ (2,391) $ - $ - =============== =============== =============== =============== Change in shares: Subscriptions 104,665 1,764,371 85,189 1,773,133 Issued for distributions reinvested - 241 6,769 336 Redemptions (331,113) (216,392) (154,052) (273,086) --------------- --------------- --------------- --------------- Net increase (decrease) (226,448) 1,548,220 (62,094) 1,500,383 --------------- --------------- --------------- --------------- </Table> See Accompanying Notes to Financial Statements. 124 <Page> <Table> <Caption> CMG CMG SMALL CAP SMALL CAP GROWTH FUND VALUE FUND --------------------------------- --------------------------------- (UNAUDITED) (UNAUDITED) SIX MONTHS SIX MONTHS ENDED YEAR ENDED ENDED YEAR ENDED JANUARY 31, JULY 31, JANUARY 31, JULY 31, 2005 2004 2005 2004 --------------- --------------- --------------- --------------- Operations: Net investment income (loss) $ (120,777) $ (186,093) $ 212,847 $ 282,800 Net realized gain on investments 903,824 3,236,594 1,010,662 2,739,432 Net change in unrealized appreciation (depreciation) on investments 3,050,620 (1,228,396) 4,472,278 3,889,062 --------------- --------------- --------------- --------------- Net increase from operations 3,833,667 1,822,105 5,695,787 6,911,294 Distributions declared to shareholders: From net investment income - - (284,580) (146,373) From net realized gains (2,288,049) (1,853,636) (2,878,862) (557,335) --------------- --------------- --------------- --------------- Total distributions declared to shareholders (2,288,049) (1,853,636) (3,163,442) (703,708) Share transactions: Subscriptions 3,492,227 20,340,250 4,175,369 22,163,080 Distributions reinvested 1,423,106 1,248,755 1,901,545 445,442 Redemptions (5,101,273) (6,836,214) (5,031,378) (9,816,077) --------------- --------------- --------------- --------------- Net increase (decrease) in share transactions (185,940) 14,752,791 1,045,536 12,792,445 --------------- --------------- --------------- --------------- Net increase in net assets 1,359,678 14,721,260 3,577,881 19,000,031 NET ASSETS: Beginning of period 35,727,462 21,006,202 40,356,359 21,356,328 --------------- --------------- --------------- --------------- End of period $ 37,087,140 $ 35,727,462 $ 43,934,240 $ 40,356,359 =============== =============== =============== =============== Undistributed net investment income, at end of period $ - $ - $ 77,052 $ 148,785 =============== =============== =============== =============== Accumulated net investment loss, at end of period $ (121,287) $ (510) $ - $ - =============== =============== =============== =============== Change in shares: Subscriptions 280,698 1,583,555 287,264 1,716,774 Issued for distributions reinvested 108,304 100,382 124,773 33,618 Redemptions (405,629) (526,058) (341,291) (740,106) --------------- --------------- --------------- --------------- Net increase (decrease) (16,627) 1,157,879 70,746 1,010,286 --------------- --------------- --------------- --------------- </Table> See Accompanying Notes to Financial Statements. 125 <Page> <Table> <Caption> CMG CMG SMALL/MID INTERNATIONAL CAP FUND STOCK FUND --------------------------------- --------------------------------- (UNAUDITED) (UNAUDITED) SIX MONTHS SIX MONTHS ENDED YEAR ENDED ENDED YEAR ENDED JANUARY 31, JULY 31, JANUARY 31, JULY 31, 2005 2004 2005 2004 --------------- --------------- --------------- --------------- Operations: Net investment income (loss) $ (100,728) $ (369,067) $ 538,220 $ 1,329,857 Net realized gain on investments, foreign currency transactions and foreign capital gains tax 9,100,511 12,174,435 8,251,469 7,546,165 Net change in unrealized appreciation (depreciation) on investments, foreign currency translations and foreign capital gains tax (2,023,868) (6,374,728) 10,942,268 3,816,938 --------------- --------------- --------------- --------------- Net increase from operations 6,975,915 5,430,640 19,731,957 12,692,960 Distributions declared to shareholders: From net investment income - - (1,284,092) (529,435) From net realized gains - - (3,640,599) - --------------- --------------- --------------- --------------- Total distributions declared to shareholders - - (4,924,691) (529,435) Share transactions: Subscriptions 92,000 4,155,162 11,253,340 89,977,364 Distributions reinvested - - 2,823,586 330,247 Redemptions (13,969,678) (32,850,066) (30,319,215) (8,707,904) --------------- --------------- --------------- --------------- Net increase (decrease) in share transactions (13,877,678) (28,694,904) (16,242,289) 81,599,707 --------------- --------------- --------------- --------------- Net increase (decrease) in net assets (6,901,763) (23,264,264) (1,435,023) 93,763,232 NET ASSETS: Beginning of period 50,661,583 73,925,847 152,250,925 58,487,693 --------------- --------------- --------------- --------------- End of period $ 43,759,820 $ 50,661,583 $ 150,815,902 $ 152,250,925 =============== =============== =============== =============== Undistributed (overdistributed) net investment income, at end of period $ - $ - $ (39,676) $ 706,196 =============== =============== =============== =============== Accumulated net investment loss, at end of period $ (101,325) $ (597) $ - $ - =============== =============== =============== =============== Change in shares: Subscriptions 9,064 455,080 884,321 7,516,797 Issued for distributions reinvested - - 209,932 27,705 Redemptions (1,489,131) (3,586,319) (2,282,478) (698,471) --------------- --------------- --------------- --------------- Net increase (decrease) (1,480,067) (3,131,239) (1,188,225) 6,846,031 --------------- --------------- --------------- --------------- </Table> See Accompanying Notes to Financial Statements. 126 <Page> NOTES TO FINANCIAL STATEMENTS January 31, 2005 (Unaudited) NOTE 1. ORGANIZATION: CMG Fund Trust (the "Trust") is an Oregon business trust registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. Information presented in these financial statements pertains to the following diversified funds (individually referred to as a "Fund", collectively referred to as the "Funds"): CMG Enhanced S&P 500(R) Index Fund CMG Large Cap Growth Fund CMG Large Cap Value Fund CMG Mid Cap Growth Fund CMG Mid Cap Value Fund CMG Small Cap Growth Fund CMG Small Cap Value Fund CMG Small/Mid Cap Fund CMG International Stock Fund INVESTMENT GOALS. The CMG Enhanced S&P 500(R) Index Fund seeks to outperform the total return, over the long run, of the Standard & Poor's 500 Composite Stock Index (the "S&P 500(R)"). The CMG Large Cap Growth Fund and CMG Large Cap Value Fund seek long-term growth by investing primarily in large capitalization equities. The CMG Mid Cap Growth Fund and CMG Mid Cap Value Fund seek long-term growth by investing primarily in middle capitalization equities. The CMG Small Cap Growth Fund and CMG Small Cap Value Fund seek long-term growth by investing primarily in small capitalization equities. The CMG Small/Mid Cap Fund seeks long-term capital appreciation by investing in small and middle capitalization equities. The CMG International Stock Fund seeks long-term capital appreciation. FUND SHARES. Each Fund may issue 100 million shares of no par value capital stock, which are offered continuously at net asset value. NOTE 2. SIGNIFICANT ACCOUNTING POLICIES: USE OF ESTIMATES. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of significant accounting policies consistently followed by the Funds in the preparation of their financial statements. SECURITY VALUATION. Equity securities and securities of certain investment companies are valued at the last sale price on the principal exchange on which they trade, except for securities traded on the NASDAQ, which are valued at the NASDAQ official close price. Unlisted securities or listed securities for which there were no sales during the day are valued at the closing bid price on such exchanges or over-the-counter markets. Short-term debt obligations maturing within 60 days are valued at amortized cost, which approximates market value. Foreign securities are generally valued at the last sale price on the foreign exchange or market on which they trade. If any foreign share prices are not readily available as a result of limited share activity, the securities are valued at the last sale price of the local shares in the principal market in which such securities are normally traded. 127 <Page> Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the New York Stock Exchange ("NYSE"). The values of such securities used in computing the net asset value of the Funds' shares are determined as of such times. Foreign currency exchange rates are generally determined at 2:00 p.m. Eastern (U.S.) time. Occasionally, events affecting the values of such foreign securities and such exchange rates may occur between the times at which they are determined and the close of the customary trading session of the NYSE, which would not be reflected in the computation of the Funds' net asset value. If events materially affecting the values of such foreign securities occur and it is determined that market quotations are not reliable, then these foreign securities will be valued at their fair value using procedures approved by the Board of Trustees. The Funds may use a systematic fair valuation model provided by an independent third party to value securities principally traded in foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time for valuation. If a security is valued at a "fair value", such value is likely to be different from the last quoted market price for the security. Investments for which market quotations are not readily available, or have quotations which management believes are not appropriate, are valued at fair value as determined in good faith under consistently applied procedures established by and under the general supervision of the Board of Trustees. SECURITY TRANSACTIONS. Security transactions are accounted for on the trade date. Cost is determined and gains (losses) are based upon the specific identification method for both financial statement and federal income tax purposes. REPURCHASE AGREEMENTS. Each Fund may engage in repurchase agreement transactions with institutions that the Funds' investment advisor has determined are creditworthy. Each Fund, through its custodian, receives delivery of underlying securities collateralizing a repurchase agreement. Collateral is at least equal, at all times, to the value of the repurchase obligation including interest. A repurchase agreement transaction involves certain risks in the event of default or insolvency of the counterparty. These risks include possible delays or restrictions upon each Fund's ability to dispose of the underlying securities and a possible decline in the value of the underlying securities during the period while the Funds seek to assert their rights. INCOME RECOGNITION. Interest income is recorded on the accrual basis. Corporate actions and dividend income are recorded on the ex-date, except for certain foreign securities which are recorded as soon after ex-date as the Funds become aware of such, net of non-reclaimable tax withholdings. The Funds estimate components of distributions from real estate investment trusts (REITs). Distributions received in excess of income are recorded as a reduction of the cost of the related investments. If the Funds no longer own the applicable securities, any distributions received in excess of income are recorded as realized gains. FOREIGN CURRENCY TRANSACTIONS. The values of all assets and liabilities quoted in foreign currencies are translated into U.S. dollars at that day's exchange rates. Net realized and unrealized gains (losses) on foreign currency transactions include gains (losses) arising from the fluctuation in exchange rates between trade and settlement dates on securities transactions, gains (losses) arising from the disposition of foreign currency and currency gains (losses) between the accrual and payment dates on dividends, interest income and foreign withholding taxes. For financial statement purposes, the Funds do not distinguish that portion of gains (losses) on investments which is due to changes in foreign exchange rates from that which is due to changes in market prices of the investments. Such fluctuations are included with the net realized and unrealized gains (losses) on investments. FEDERAL INCOME TAX STATUS. Each Fund intends to qualify each year as a "regulated investment company" under Subchapter M of the Internal Revenue Code, as amended, and will distribute substantially all of its taxable income, if any, for its tax year, and as such will not be subject to federal income taxes. In addition, each Fund intends to distribute in each calendar year substantially all of its net investment income, capital gains and certain other amounts, if any, such that each Fund should not be subject to federal excise tax. Therefore, no federal income or excise tax provision is recorded. FOREIGN CAPITAL GAINS TAX. Realized gains in certain countries may be subject to foreign taxes at the fund level, at rates ranging from approximately 10% to 30%. The Funds accrue for such foreign taxes on net realized and unrealized gains at the appropriate rate for each jurisdiction. 128 <Page> DISTRIBUTIONS TO SHAREHOLDERS. Distributions to shareholders are recorded on the ex-date. Net realized capital gains, if any, are distributed at least annually. NOTE 3. FEDERAL TAX INFORMATION: The tax character of distributions paid during the year ended July 31, 2004 was as follows: <Table> <Caption> ORDINARY LONG-TERM INCOME* CAPITAL GAINS ----------- ------------- CMG Enhanced S&P 500(R) Index Fund $ 272,776 $ -- CMG Large Cap Growth Fund 25,964 -- CMG Large Cap Value Fund 82,818 -- CMG Mid Cap Growth Fund 6,844 -- CMG Mid Cap Value Fund 27,632 -- CMG Small Cap Growth Fund 1,853,636 -- CMG Small Cap Value Fund 703,708 -- CMG Small/Mid Cap Fund -- -- CMG International Stock Fund 529,435 -- </Table> * For tax purposes short-term capital gains distributions, if any, are considered ordinary income distributions. Unrealized appreciation and depreciation at January 31, 2005, based on cost of investments for federal income tax purposes, excluding any unrealized appreciation and depreciation from changes in the value of other assets and liabilities resulting from changes in exchange rates, was: <Table> <Caption> NET UNREALIZED UNREALIZED UNREALIZED APPRECIATION DEPRECIATION APPRECIATION ------------ ------------ ------------ CMG Enhanced S&P 500(R) Index Fund $ 12,356,540 $ (2,711,893) $ 9,644,647 CMG Large Cap Growth Fund 4,398,128 (627,790) 3,770,338 CMG Large Cap Value Fund 6,247,100 (621,862) 5,625,238 CMG Mid Cap Growth Fund 3,292,288 (229,623) 3,062,665 CMG Mid Cap Value Fund 3,609,065 (215,372) 3,393,693 CMG Small Cap Growth Fund 7,083,398 (3,645,773) 3,437,625 CMG Small Cap Value Fund 11,335,667 (1,029,561) 10,306,106 CMG Small/Mid Cap Fund 5,987,978 (1,047,053) 4,940,925 CMG International Stock Fund 20,218,333 (1,283,307) 18,935,026 </Table> The following capital loss carryforwards, determined as of July 31, 2004, may be available to reduce taxable income arising from future net realized gains on investments, if any, to the extent permitted by the Internal Revenue Code: <Table> <Caption> YEAR OF EXPIRATION ------------------------------------------------------------------------ 2009 2010 2011 2012 Total ------------ ------------ ------------ ------------ ------------ CMG Large Cap Growth Fund $ -- $ -- $ -- $ 67,035 $ 67,035 CMG Mid Cap Growth Fund -- -- -- 49,708 49,708 CMG Small/Mid Cap Fund -- 11,217,812 55,830 -- 11,273,642 CMG International Stock Fund 616,859 3,440,479 420,427 -- 4,477,765 </Table> 129 <Page> NOTE 4. FEES AND COMPENSATION PAID TO AFFILIATES: INVESTMENT ADVISORY FEE. Columbia Management Advisors, Inc. ("Columbia"), an indirect wholly owned subsidiary of Bank of America Corporation ("BOA"), is the investment advisor to the Funds. Each Fund's investment advisory fee is a unified fee. Columbia, out of the unified fee it receives from the Funds, pays all accounting fees, legal fees, transfer agent fees, custody fees and miscellaneous expenses of the Funds. The unified fee does not include brokerage fees, taxes, Trustees' fees, Trustee legal counsel fees, audit fees, interest expenses associated with any borrowings by the Funds or extraordinary expenses, if any. The unified fees are paid monthly to Columbia at the following annual rates based on average daily net assets: <Table> CMG Enhanced S&P 500(R) Index Fund 0.25% CMG Large Cap Growth Fund 0.50% CMG Large Cap Value Fund 0.50% CMG Mid Cap Growth Fund 0.70% CMG Mid Cap Value Fund 0.70% CMG Small Cap Growth Fund 0.80% CMG Small Cap Value Fund 0.80% CMG Small/Mid Cap Fund 0.75% CMG International Stock Fund 0.75% </Table> PRICING & BOOKKEEPING FEES. Columbia is responsible for providing pricing and bookkeeping services to each Fund under a pricing, bookkeeping and fund administration agreement. Under a separate agreement (the "Outsourcing Agreement"), Columbia has delegated certain of those functions to State Street Corporation ("State Street"). As a result, Columbia pays fees to State Street under the Outsourcing Agreement. The pricing and bookkeeping fees for the Funds are included in the unified fee. TRANSFER AGENT FEE. Columbia Funds Services, Inc. (the "Transfer Agent"), an affiliate of Columbia, provides shareholder services to the Funds and has subcontracted with Boston Financial Data Services ("BFDS") to serve as sub-transfer agent. The transfer agent fees for the Funds are included in the unified fee. EXPENSE LIMITS AND FEE WAIVERS. Columbia has contractually agreed to reimburse the Funds through March 1, 2009 for certain expenses so that the expenses incurred by the Funds, including the investment advisory fees, would not exceed the following annual rates based on each Fund's average daily net assets: <Table> CMG Enhanced S&P 500(R) Index Fund 0.25% CMG Large Cap Growth Fund 0.50% CMG Large Cap Value Fund 0.50% CMG Mid Cap Growth Fund 0.70% CMG Mid Cap Value Fund 0.70% CMG Small Cap Growth Fund 0.80% CMG Small Cap Value Fund 0.80% CMG Small/Mid Cap Fund 0.75% CMG International Stock Fund 0.75% </Table> FEES PAID TO OFFICERS AND TRUSTEES. With the exception of one officer, all officers of the Funds are employees of Columbia or its affiliates and receive no compensation from the Funds. Effective August 23, 2004, the Board of Trustees appointed a Chief Compliance Officer to the Funds in accordance with federal securities regulations. Each Fund, along with other affiliated funds, will pay its pro-rata share of the expenses associated with the Office of the Chief Compliance Officer. Each Fund's fee, which is included in the unified fee, will not exceed $15,000 per year. 130 <Page> The Funds' Trustees may participate in a deferred compensation plan which may be terminated at any time. Obligations of the plan will be paid solely out of the Funds' assets. OTHER. Columbia provides certain services to the Funds related to Sarbanes-Oxley compliance. The fees for such services are included in the unified fee. NOTE 5. PORTFOLIO INFORMATION: For the six months ended January 31, 2005, the cost of purchases and proceeds from sales of securities, excluding short-term obligations, were as follows: <Table> <Caption> PURCHASES SALES ---------------- ---------------- CMG Enhanced S&P 500(R) Index Fund $ 28,779,068 $ 33,313,333 CMG Large Cap Growth Fund 22,763,992 30,817,292 CMG Large Cap Value Fund 12,349,730 19,479,000 CMG Mid Cap Growth Fund 9,168,482 11,076,289 CMG Mid Cap Value Fund 5,636,668 6,367,682 CMG Small Cap Growth Fund 8,725,808 10,396,741 CMG Small Cap Value Fund 7,715,697 9,837,228 CMG Small/Mid Cap Fund 46,275,133 59,261,047 CMG International Stock Fund 60,260,801 82,504,676 </Table> NOTE 6. OTHER RELATED PARTY TRANSACTIONS: During the six months ended January 31, 2005, the CMG Small Cap Growth Fund used Bank of America Securities, a wholly owned subsidiary of BOA, as a broker. Total commissions paid to Bank of America Securities during the period were $330. NOTE 7. LINE OF CREDIT: The Fund and other affiliated funds participate in a $350,000,000 committed unsecured revolving line of credit provided by State Street Bank and Trust Company. Borrowings are used for temporary or emergency purposes to facilitate portfolio liquidity. Interest is charged to each participating fund based on its borrowings at a rate per annum equal to the Federal Funds rate plus 0.50%. In addition, a commitment fee of 0.10% per annum is accrued and apportioned among the participating funds based on their pro-rata portion of the unutilized line of credit. The commitment fee is included in the unified fee. For the six months ended January 31, 2005, the Funds did not borrow under this arrangement. NOTE 8. SHARES OF BENEFICIAL INTEREST: As of January 31, 2005, the Funds had shareholders whose shares were beneficially owned by participant accounts over which BOA and/or its affiliates had either sole or joint investment discretion. Subscription and redemption activity in 131 <Page> these accounts may have a significant effect on the operations of the Funds. The numbers of such accounts and the percentage of shares of beneficial interest outstanding held therein are as follows: <Table> <Caption> NUMBER OF % OF SHARES SHAREHOLDERS OUTSTANDING HELD ------------ ---------------- CMG Enhanced S&P 500(R) Index Fund 1 100.0% CMG Large Cap Growth Fund 1 100.0% CMG Large Cap Value Fund 1 100.0% CMG Mid Cap Growth Fund 1 100.0% CMG Mid Cap Value Fund 1 100.0% CMG Small Cap Growth Fund 1 97.4% CMG Small Cap Value Fund 1 97.6% CMG International Stock Fund 1 92.2% </Table> As of January 31, 2005, CMG Small/Mid Cap Fund had shareholders that held greater than 5% of the shares outstanding. Subscription and redemption activity of these shareholders may have a material effect on the Fund. The number of accounts and the percentage of shares of beneficial interest outstanding held therein are as follows: <Table> <Caption> NUMBER OF % OF SHARES SHAREHOLDERS OUTSTANDING HELD ------------ ---------------- 9 93.8% </Table> NOTE 9. DISCLOSURE OF SIGNIFICANT RISKS AND CONTINGENCIES: FOREIGN SECURITIES. There are certain additional risks involved when investing in foreign securities that are not inherent with investments in domestic securities. These risks may involve foreign currency exchange rate fluctuations, adverse political and economic developments and the possible prevention of currency exchange or other foreign governmental laws or restrictions. In addition, the liquidity of foreign securities may be more limited than that of domestic securities. Investments in emerging market countries are subject to additional risk. The risk of foreign investments is typically increased in less developed countries. These countries are also more likely to experience high levels of inflation, deflation or currency devaluation which could hurt their economies and securities markets. INDUSTRY FOCUS. The Funds may focus their investments in certain industries, subjecting them to greater risk than a fund that is more diversified. LEGAL PROCEEDINGS. On February 9, 2005, Columbia and Columbia Funds Distributor, Inc. (collectively the "Columbia Group") entered into an Assurance of Discontinuance with the New York Attorney General ("NYAG") (the "NYAG Settlement") and consented to the entry of a cease-and-desist order by the Securities and Exchange Commission ("SEC") (the "SEC Order"). The SEC Order and the NYAG Settlement are referred to collectively as the "Settlements". The Settlements contain substantially the same terms and conditions as outlined in the agreements in principle which Columbia Group entered into with the SEC and NYAG in March 2004. Under the terms of the SEC Order, the Columbia Group has agreed, among other things, to: pay $70 million in disgorgement and $70 million in civil money penalties; cease and desist from violations of the antifraud provisions and certain other provisions of the federal securities laws; maintain certain compliance and ethics oversight structures; retain an independent consultant to review the Columbia Group's applicable supervisory, compliance, control and other policies and procedures; and retain an independent distribution consultant (see below). The Columbia Funds have also voluntarily undertaken to implement certain governance measures designed to maintain the independence of 132 <Page> their boards of trustees. The NYAG Settlement also, among other things, requires Columbia and its affiliates, Banc of America Capital Management, LLC and BACAP Distributors LLC to reduce certain Columbia Funds, Nations Funds and other mutual fund management fees collectively by $32 million per year for five years, for a projected total of $160 million in management fee reductions. Pursuant to the procedures set forth in the SEC Order, the $140 million in settlement amounts described above will be distributed in accordance with a distribution plan to be developed by an independent distribution consultant, who is acceptable to the SEC staff and the Columbia Funds' independent trustees. The distribution plan must be based on a methodology developed in consultation with the Columbia Group and the Fund's independent trustees and not unacceptable to the staff of the SEC. As a result of these matters or any adverse publicity or other developments resulting from them, there may be increased redemptions or reduced sales of fund shares, which could increase transaction costs or operating expenses, or have other adverse consequences for the funds. A copy of the SEC Order is available on the SEC website at http://www.sec.gov. A copy of the NYAG Settlement is available as part of the Bank of America Corporation Form 8-K filing on February 10, 2005. In connection with the events described in the previous page, various parties have filed suit against certain funds, their Boards and/or Bank of America (and affiliated entities). More than 300 cases (including those filed against entities unaffiliated with the funds, their Boards and/or FleetBoston and its affiliated entities) have been consolidated in a multi-district proceeding and transferred to the Federal District Court in Maryland. Recently, certain Columbia funds and affiliated entities have been named as defendants in several direct and derivative actions under various sections of the Investment Company Act of 1940, as amended, alleging, among other things, that the fees and expenses paid by those funds are excessive. On January 11, 2005 a putative class action lawsuit was filed in federal district court in Massachusetts against, among others, the Trustees of the Funds and Columbia. The lawsuit alleges that defendants violated common law duties to fund shareholders as well as sections of the Investment Company Act of 1940, by failing to ensure that the Fund and other affiliated funds participated in securities class action settlements for which the funds were eligible. Specifically, plaintiffs allege that defendants failed to submit proof of claims in connection with settlements of securities class action lawsuits filed against companies in which the funds held positions. The funds and the other defendants to these actions, including Columbia and various of its affiliates, certain other mutual funds advised by Columbia and its affiliates, and various directors of such funds, have denied these allegations and are contesting the plaintiffs' claims. These proceedings are ongoing, however, based on currently available information, Columbia believes that these lawsuits are without merit, that the likelihood they will have a material adverse impact on any fund is remote, and that the lawsuits are not likely to materially affect its ability to provide investment management services to its clients, including the funds. For the six months ended January 31, 2005, Columbia has assumed legal, consulting services and Trustees' fees incurred by the Funds in connection with these matters as follows: <Table> CMG Enhanced S&P 500(R) Index Fund $ 805 CMG Large Cap Growth Fund 320 CMG Large Cap Value Fund 378 CMG Mid Cap Growth Fund 156 CMG Mid Cap Value Fund 177 CMG Small Cap Growth Fund 297 CMG Small Cap Value Fund 337 CMG Small/Mid Cap Fund 357 CMG International Stock Fund 1,241 </Table> 133 <Page> CMG FUND TRUST 1300 S.W. SIXTH AVENUE, PORTLAND, OREGON 97201 - INVESTMENT ADVISOR - COLUMBIA MANAGEMENT ADVISORS, INC. 100 FEDERAL STREET BOSTON, MASSACHUSETTS 02110-2624 - LEGAL COUNSEL - ROPES & GRAY LLC ONE INTERNATIONAL PLACE BOSTON, MA 02110-2624 - TRANSFER AGENT - COLUMBIA FUNDS SERVICES, INC. P.O. BOX 8081 BOSTON, MASSACHUSETTS 02266-8081 CMC-03/440U-0205 (03/05) 4640 A description of the policies and procedures that the fund uses to determine how to vote proxies and a copy of the fund's voting record are available (i) at www.columbiamanagement.com; (ii) on the Securities and Exchange Commission's website at www.sec.gov, and (iii) without charge, upon request, by calling 800-368-0346. Information regarding how the fund voted proxies relating to portfolio securities during the 12-month period ended June 30, 2004 is available from the SEC's website. Information regarding how the fund voted proxies relating to portfolio securities is also available from the fund's website. The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The fund's Form N-Q is available on the SEC's website at www.sec.gov and may be reviewed and copied at the SEC's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. THE CMG FUNDS ARE OFFERED BY PROSPECTUS THROUGH COLUMBIA FINANCIAL CENTER, INCORPORATED. PLEASE CONSIDER THE INVESTMENT OBJECTIVES, RISKS, CHARGES AND EXPENSES OF A MUTUAL FUND CAREFULLY BEFORE INVESTING. CONTACT YOUR COLUMBIA MANAGEMENT REPRESENTATIVE OR VISIT www.columbiamanagement.com FOR A PROSPECTUS, WHICH CONTAINS THIS AND OTHER IMPORTANT INFORMATION ABOUT THE FUND. READ IT CAREFULLY BEFORE YOU INVEST. Fund distributed by Columbia Financial Center, Incorporated, 1301 S.W. Fifth Avenue, Portland, Oregon 97201 <Page> COLUMBIA MANAGEMENT(R) CMG SMALL CAP FUND A PORTFOLIO OF CMG FUND TRUST SEMIANNUAL REPORT JANUARY 31, 2005 Not FDIC May Lose Value Advised by Columbia Management Advisors, Inc. Insured No Bank Guarantee <Page> CMG SMALL CAP FUND A Portfolio of CMG Fund Trust MANAGEMENT DISCUSSION OF FUND PERFORMANCE CMG Small Cap Fund returned 10.65% for the six-month period ended January 31, 2005. Fund performance was less than the Russell 2000 Growth Index and the Russell 2000 Index, which returned 13.48% and 13.88%, respectively, for the same period. Fund performance was also less than the Lipper Small Cap Growth Funds Category average, which was 12.58% for the period.(1) Decisions to reduce exposure to health care services and to increase exposure to pharmaceutical stocks were the primary reasons for the fund's underperformance. Health services stocks continued to do well while our pharmaceutical stocks experienced some near-term setbacks. A new management team took over the fund in July 2004. Early efforts to restructure the fund's technology holdings resulted in improved performance from the sector relative to its benchmarks. We eliminated commodity-type businesses in favor of those with greater intellectual property content as reflected in companies with higher gross margins. As a result of this emphasis on higher quality names, the fund was positioned to do well in the market rally in the fourth quarter 2004. Communications equipment stocks, where the fund had significant weight, led performance: Ixia advanced 99%, F5 Networks gained 83% and Packeteer rose 55%.(2) In the consumer discretionary sector, well-timed investments in restaurants also had a positive impact on performance. Restaurants struggled in early 2004 as energy prices rose and traffic to restaurants decelerated. We added to the industry in the summer and benefited from a rebound when concerns about commodity cost pressures peaked. Buffalo Wild Wings, Panera Bread, CBRL Group, P.F. Chang's China Bistro and Cheesecake Factory all made solid gains. Tempur-Pedic International, a manufacturer and distributor of therapeutic foam mattresses and pillows, gained ground as investors anticipated increasing market share in the United States. We liquidated investments in traditional media companies, where a rebound in advertising revenues did not materialize, in favor of non-traditional media businesses such as Getty Images. Getty provides imagery and related products to advertisers. Its stock price advanced 28% during this reporting period, and we believe that the company's business prospects remain favorable. In health care, a decision to reduce exposure to the services industry hurt performance because the group did well during the period. We remain concerned about the budget deficit's potential effect on Medicare reimbursement to hospitals, which we are avoiding in the portfolio. However, we continued to invest in dialysis service providers such as DaVita and Renal Care Group, both of which benefited from positive long-term demographic trends. Our decision to increase exposure to pharmaceuticals was ill-timed, as these stocks generally declined in the period. Salix Pharmaceuticals experienced a slow start for Xiphaxan and MGI Pharma acquired the rights to Dacogen and surprised investors with additional expenses. - ---------- (1) Lipper Inc., a widely respected data provider in the industry, calculates an average total return for mutual funds with similar investment objectives as those of the fund. (2) Holdings are disclosed as a percentage of net assets on January 31, 2005, and are subject to change: Ixia (1.4%), F5 Networks (1.3%), Packeteer (1.2%), Buffalo Wild Wings (0.7%), Panera Bread (1.0%), CBRL Group (0.3%), P.F. Chang's China Bistro (0.9%), Cheesecake Factory (0.6%), Tempur-Pedic International (2.9%), Getty Images (0.6%), DaVita (1.1%), Renal Care Group (1.5%), Salix Pharmaceuticals (1.4%), MGI Pharma (0.8%), Connetics (0.9%). 1 <Page> However, we believe that these setbacks are minor and added to each of these stocks during the period. We reduced our position in Connetics because the FDA denied approval of one of their pipeline drugs, thereby increasing the company's risk profile. We believe that the economy continues to grow at a healthy rate and that the portfolio is positioned correctly. We are bullish on the energy sector, and see continued strength in the materials and industrial sectors, where we are maintaining exposure. Ongoing job creation, a build up of cash on corporate balance sheets and a Federal Reserve Board that appears to be controlling inflation support our outlook. However, we are monitoring the economy and markets for any change in the pace of growth because of the portfolio's pro-cyclical positioning. The fund's top ten holdings (as a percentage of net assets) as of January 31, 2005 were: <Table> <Caption> (%) Tempur-Pedic International 2.9 United Defense Industries 2.1 Silicon Laboratories 1.7 Affiliated Managers Group 1.6 Renal Care Group 1.5 Salix Pharmaceuticals 1.4 Ixia 1.4 ICON 1.3 Macromedia 1.3 Joy Global 1.3 </Table> We appreciate your continued confidence in the CMG Small Cap Fund. Kenneth A. Korngiebel has co-managed the CMG Small Cap Fund since July 2004 and has been with the advisor or its predecessors or affiliate organizations since 1996. /s/ Kenneth A. Korngiebel Trent E. Nevills has co-managed the fund since July 2004 and has been with the advisor since 2003. /s/ Trent E. Nevills Equity investments are affected by stock market fluctuations that occur in response to economic and business developments. Investments in small-cap stocks may be subject to greater volatility and price fluctuations because small companies often have narrower markets and limited financial resources and their stocks tend to be thinly traded and less liquid than investments in larger companies. Holdings are calculated as a percentage of net assets and are subject to change. Because the fund is actively managed, there is no guarantee the fund will continue to maintain the holdings breakdown listed. The fund's holdings and their weights within the portfolio may change as market conditions change. 2 <Page> [CHART] GROWTH OF A $10,000 INVESTMENT, FEBRUARY 1, 1995 TO JANUARY 31, 2005 <Table> <Caption> CMG SMALL CAP FUND RUSSELL 2000 INDEX RUSSELL 2000 GROWTH INDEX 2/1/1995 $ 10,000 $ 10,000 $ 10,000 2/28/1995 $ 10,449 $ 10,416 $ 10,461 3/31/1995 $ 10,737 $ 10,595 $ 10,768 4/30/1995 $ 10,847 $ 10,830 $ 10,930 5/31/1995 $ 11,015 $ 11,017 $ 11,073 6/30/1995 $ 11,668 $ 11,588 $ 11,836 7/31/1995 $ 12,380 $ 12,256 $ 12,758 8/31/1995 $ 12,557 $ 12,510 $ 12,915 9/30/1995 $ 12,993 $ 12,734 $ 13,181 10/31/1995 $ 12,721 $ 12,164 $ 12,533 11/30/1995 $ 13,427 $ 12,675 $ 13,085 12/31/1995 $ 13,976 $ 13,010 $ 13,376 1/31/1996 $ 13,969 $ 12,996 $ 13,265 2/29/1996 $ 14,611 $ 13,401 $ 13,870 3/31/1996 $ 14,844 $ 13,674 $ 14,144 4/30/1996 $ 16,262 $ 14,406 $ 15,231 5/31/1996 $ 17,254 $ 14,974 $ 16,012 6/30/1996 $ 16,208 $ 14,358 $ 14,971 7/31/1996 $ 14,834 $ 13,105 $ 13,143 8/31/1996 $ 15,898 $ 13,866 $ 14,116 9/30/1996 $ 16,883 $ 14,408 $ 14,843 10/31/1996 $ 16,574 $ 14,186 $ 14,203 11/30/1996 $ 16,985 $ 14,771 $ 14,598 12/31/1996 $ 17,026 $ 15,158 $ 14,883 1/31/1997 $ 17,724 $ 15,461 $ 15,255 2/28/1997 $ 16,756 $ 15,087 $ 14,333 3/31/1997 $ 15,625 $ 14,375 $ 13,321 4/30/1997 $ 15,708 $ 14,415 $ 13,167 5/31/1997 $ 17,450 $ 16,018 $ 15,146 6/30/1997 $ 18,323 $ 16,705 $ 15,659 7/31/1997 $ 19,721 $ 17,482 $ 16,461 8/31/1997 $ 20,545 $ 17,882 $ 16,955 9/30/1997 $ 22,236 $ 19,191 $ 18,308 10/31/1997 $ 21,044 $ 18,349 $ 17,208 11/30/1997 $ 20,556 $ 18,229 $ 16,798 12/31/1997 $ 20,757 $ 18,548 $ 16,808 1/31/1998 $ 19,956 $ 18,255 $ 16,585 2/28/1998 $ 21,295 $ 19,604 $ 18,049 3/31/1998 $ 22,911 $ 20,412 $ 18,805 4/30/1998 $ 23,102 $ 20,524 $ 18,920 5/31/1998 $ 21,152 $ 19,418 $ 17,544 6/30/1998 $ 21,619 $ 19,459 $ 17,723 7/31/1998 $ 20,703 $ 17,883 $ 16,243 8/31/1998 $ 15,987 $ 14,410 $ 12,494 9/30/1998 $ 17,262 $ 15,538 $ 13,761 10/31/1998 $ 17,571 $ 16,172 $ 14,480 11/30/1998 $ 18,590 $ 17,020 $ 15,603 12/31/1998 $ 20,537 $ 18,073 $ 17,016 1/31/1999 $ 20,317 $ 18,313 $ 17,781 2/28/1999 $ 18,046 $ 16,830 $ 16,154 3/31/1999 $ 18,403 $ 17,093 $ 16,729 4/30/1999 $ 18,999 $ 18,624 $ 18,207 5/31/1999 $ 19,432 $ 18,896 $ 18,236 6/30/1999 $ 21,245 $ 19,750 $ 19,197 7/31/1999 $ 21,806 $ 19,209 $ 18,603 8/31/1999 $ 21,311 $ 18,498 $ 17,908 9/30/1999 $ 21,691 $ 18,502 $ 18,253 10/31/1999 $ 24,024 $ 18,578 $ 18,721 11/30/1999 $ 27,366 $ 19,687 $ 20,699 12/31/1999 $ 32,864 $ 21,915 $ 24,349 1/31/2000 $ 33,074 $ 21,563 $ 24,122 2/29/2000 $ 42,064 $ 25,123 $ 29,735 3/31/2000 $ 40,638 $ 23,467 $ 26,610 4/30/2000 $ 35,652 $ 22,054 $ 23,923 5/31/2000 $ 33,841 $ 20,769 $ 21,827 6/30/2000 $ 38,809 $ 22,580 $ 24,647 7/31/2000 $ 35,615 $ 21,853 $ 22,535 8/31/2000 $ 39,792 $ 23,520 $ 24,905 9/30/2000 $ 38,041 $ 22,828 $ 23,668 10/31/2000 $ 36,155 $ 21,810 $ 21,746 11/30/2000 $ 31,747 $ 19,570 $ 17,797 12/31/2000 $ 34,185 $ 21,251 $ 18,886 1/31/2001 $ 34,654 $ 22,359 $ 20,414 2/28/2001 $ 30,863 $ 20,892 $ 17,615 3/31/2001 $ 28,354 $ 19,870 $ 16,014 4/30/2001 $ 31,563 $ 21,424 $ 17,974 5/31/2001 $ 31,797 $ 21,951 $ 18,391 6/30/2001 $ 32,496 $ 22,709 $ 18,893 7/31/2001 $ 30,803 $ 21,480 $ 17,282 8/31/2001 $ 28,527 $ 20,786 $ 16,201 9/30/2001 $ 24,034 $ 17,988 $ 13,587 10/31/2001 $ 25,726 $ 19,041 $ 14,894 11/30/2001 $ 27,534 $ 20,514 $ 16,137 12/31/2001 $ 29,467 $ 21,780 $ 17,142 1/31/2002 $ 28,533 $ 21,554 $ 16,532 2/28/2002 $ 26,958 $ 20,963 $ 15,463 3/31/2002 $ 28,826 $ 22,646 $ 16,806 4/30/2002 $ 27,892 $ 22,852 $ 16,443 5/31/2002 $ 26,841 $ 21,838 $ 15,481 6/30/2002 $ 25,091 $ 20,755 $ 14,169 7/31/2002 $ 21,530 $ 17,621 $ 11,991 8/31/2002 $ 21,998 $ 17,577 $ 11,985 9/30/2002 $ 21,006 $ 16,315 $ 11,120 10/31/2002 $ 21,413 $ 16,838 $ 11,682 11/30/2002 $ 22,696 $ 18,340 $ 12,840 12/31/2002 $ 21,529 $ 17,319 $ 11,954 1/31/2003 $ 21,471 $ 16,839 $ 11,629 2/28/2003 $ 21,179 $ 16,331 $ 11,318 3/31/2003 $ 21,588 $ 16,541 $ 11,489 4/30/2003 $ 23,280 $ 18,109 $ 12,576 5/31/2003 $ 25,380 $ 20,052 $ 13,993 6/30/2003 $ 26,022 $ 20,415 $ 14,263 7/31/2003 $ 26,956 $ 21,693 $ 15,342 8/31/2003 $ 28,531 $ 22,687 $ 16,166 9/30/2003 $ 27,715 $ 22,267 $ 15,757 10/31/2003 $ 30,456 $ 24,138 $ 17,118 11/30/2003 $ 31,156 $ 24,995 $ 17,676 12/31/2003 $ 31,097 $ 25,502 $ 17,756 1/31/2004 $ 33,022 $ 26,609 $ 18,688 2/29/2004 $ 32,906 $ 26,848 $ 18,660 3/31/2004 $ 32,557 $ 27,098 $ 18,747 4/30/2004 $ 30,923 $ 25,716 $ 17,806 5/31/2004 $ 31,508 $ 26,125 $ 18,161 6/30/2004 $ 32,500 $ 27,225 $ 18,765 7/31/2004 $ 29,582 $ 25,392 $ 17,080 8/31/2004 $ 28,416 $ 25,263 $ 16,713 9/30/2004 $ 30,166 $ 26,448 $ 17,637 10/31/2004 $ 31,041 $ 26,969 $ 18,066 11/30/2004 $ 32,966 $ 29,307 $ 19,592 12/31/2004 $ 34,423 $ 30,174 $ 20,296 1/31/2005 $ 32,740 $ 28,918 $ 19,386 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF JANUARY 31, 2005 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR 5-YEAR 10-YEAR CMG Small Cap Fund 08/30/89 10.65 -0.88 -0.21 12.59 Russell 2000 Index 13.88 8.67 6.05 11.20 Russell 2000 Growth Index 13.48 3.71 -4.28 6.84 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 2004 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR 5-YEAR 10-YEAR CMG Small Cap Fund 08/30/89 5.92 10.69 0.93 12.88 Russell 2000 Index 10.83 18.33 6.61 11.54 Russell 2000 Growth Index 8.16 14.31 -3.57 7.12 </Table> PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. PLEASE VISIT www.columbiamanagement.com FOR DAILY AND MOST RECENT MONTH-END PERFORMANCE UPDATES. The Russell 2000 Index is an unmanaged index that tracks the performance of the 2,000 smallest of the 3,000 largest U.S. companies based on market capitalization. The Russell 2000 Growth Index is also an unmanaged index that measures the performance of those Russell 2000 Index companies with higher price-to-book ratios and higher forecasted growth values. Unlike the fund, indices are not investments, do not incur fees or expenses and are not professionally managed. It is not possible to invest directly in an index. Securities in the fund may not match those in an index. All results shown assume reinvestment of distributions. The graph and table do not reflect the deduction of taxes that the shareholder would pay on fund distributions or the redemption of fund shares. 3 <Page> UNDERSTANDING YOUR EXPENSES - CMG SMALL CAP FUND As a fund shareholder, you incur two types of costs. There are transaction costs, which generally include sales charges on purchases and may include redemption or exchange fees. There are also ongoing costs, which generally include investment advisory fees and other fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. ANALYZING YOUR FUND'S EXPENSES To illustrate these ongoing costs, we have provided an example and calculated the expenses paid by investors during the reporting period. The information in the following table is based on an initial investment of $1,000, which is invested at the beginning of the reporting period and held for the entire period. Expense information is calculated two ways and each method provides you with different information. The amount listed in the "actual" column is calculated using the fund's actual operating expenses and total return for the period. The amount listed in the "hypothetical" column assumes that the return each year is 5% before expenses and includes the fund's actual expense ratio. You should not use the hypothetical account values and expenses to estimate either your actual account balance at the end of the period or the expenses you paid during this reporting period. ESTIMATING YOUR ACTUAL EXPENSES To estimate the expenses that you paid over the period, first you will need your account balance at the end of the period: 1. Divide your ending account balance by $1,000. For example, if an account balance was $8,600 at the end of the period, the result would be 8.6. 2. In the section of the table below titled "Expenses paid during the period," locate the amount under "actual." Multiply this number by the result from step 1. Your answer is an estimate of the expenses you paid on your account during the period. AUGUST 1, 2004 - JANUARY 31, 2005 <Table> <Caption> ACCOUNT VALUE AT THE ACCOUNT VALUE AT THE EXPENSES PAID FUND'S ANNUALIZED BEGINNING OF THE PERIOD ($) END OF THE PERIOD ($) DURING THE PERIOD ($) EXPENSE RATIO (%) ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL 1,000.00 1,000.00 1,106.52 1,021.02 4.41 4.23 0.83 </Table> Expenses paid during the period are equal to the fund's annualized expense ratio of 0.83%, multiplied by the average account value over the period, then multiplied by the number of days in the fund's most recent fiscal half-year and divided by 365. It is important to note that the expense amounts shown in the table are meant to highlight only ongoing costs of investing in the fund and do not reflect any transactional costs, such as sales charges, redemption or exchange fees. Therefore, the hypothetical examples provided may not help you determine the relative total costs of owning shares of different funds. If these transactional costs were included, your costs would have been higher. 4 <Page> COMPARE WITH OTHER FUNDS Since all mutual fund companies are required to include the same hypothetical calculations about expenses in shareholder reports, you can use this information to compare the ongoing cost of investing in the fund with other funds. To do so, compare the 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. As you compare hypothetical examples of other funds, it is important to note that hypothetical examples are meant to highlight the continuing costs of investing in a fund and do not reflect any transactional costs, such as sales charges or redemption or exchange fees. 5 <Page> CMG SMALL CAP FUND A Portfolio of CMG Fund Trust FINANCIAL HIGHLIGHTS (For a Fund Share Outstanding Throughout Each Period) <Table> <Caption> (UNAUDITED) SIX MONTHS YEAR PERIOD ENDED ENDED ENDED YEAR ENDED OCTOBER 31, JANUARY 31, JULY 31, JULY 31, ----------------------------------------------- 2005 2004 2003(a) 2002 2001 2000 1999(b) ----------- ---------- ---------- --------- --------- --------- --------- NET ASSET VALUE, BEGINNING OF PERIOD $ 5.07 $ 4.62 $ 3.67 $ 4.41 $ 18.78 $ 13.59 $ 9.96 ----------- ---------- ---------- --------- --------- --------- --------- INCOME FROM INVESTMENT OPERATIONS: Net investment loss (0.02)(c) (0.03)(c) (0.02)(c) (0.02)(c) (0.01) (0.09) (0.04) Net realized and unrealized gain (loss) on investments 0.56 0.48 0.97 (0.72) (2.18) 6.80 3.69 ----------- ---------- ---------- --------- --------- --------- --------- Total from investment operations 0.54 0.45 0.95 (0.74) (2.19) 6.71 3.65 ----------- ---------- ---------- --------- --------- --------- --------- LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net realized gains - - - -(d) (12.18) (1.52) (0.02) ----------- ---------- ---------- --------- --------- --------- --------- NET ASSET VALUE, END OF PERIOD $ 5.61 $ 5.07 $ 4.62 $ 3.67 $ 4.41 $ 18.78 $ 13.59 =========== ========== ========== ========= ========= ========= ========= Total return (e) 10.65%(f) 9.74% 25.89%(f) (16.76)% (28.84)% 50.49% 36.70% RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 75,455 $ 292,028 $ 293,924 $ 227,874 $ 283,521 $ 258,480 $ 240,129 Ratio of net expenses to average net assets (g) 0.83%(h) 0.79% 0.81%(h) 0.79% 0.82% 0.79% 0.79% Ratio of net investment loss to average net assets (g) (0.59)%(h) (0.62)% (0.55)%(h) (0.49)% (0.22)% (0.39)% (0.33)% Portfolio turnover rate 61%(f) 123% 89%(f) 120% 160% 163% 186% </Table> (a) The Fund changed its fiscal year end from October 31 to July 31. (b) Per share amounts have been adjusted to retroactively reflect a 4 for 1 share split effective September 1, 1999. (c) Per share data was calculated using average shares outstanding during the period. (d) Rounds to less than $0.01 per share. (e) Total return at net asset value assuming all distributions reinvested. (f) Not annualized. (g) The benefits derived from custody credits and directed brokerage arrangements, if applicable, had an impact of less than 0.01%. (h) Annualized. See Accompanying Notes to Financial Statements. 6 <Page> CMG SMALL CAP FUND A Portfolio of CMG Fund Trust SCHEDULE OF INVESTMENTS January 31, 2005 (Unaudited) <Table> <Caption> SHARES VALUE ---------- ------------ Common Stocks (99.2%) Consumer Discretionary (14.5%) Auto Components (0.6%) Autoliv, Inc. 9,962 $ 469,708 ------------ Hotels, Restaurants & Leisure (5.2%) Buffalo Wild Wings, Inc. (a) 13,960 565,240 California Pizza Kitchen, Inc. (a) 7,220 183,460 CBRL Group, Inc. 5,200 213,772 Cheesecake Factory, Inc. (a) 13,980 452,533 P.F. Chang's China Bistro, Inc. (a) 12,490 694,319 Panera Bread Co., Class A (a) 14,210 724,710 RARE Hospitality International, Inc. (a) 9,470 298,305 Scientific Games Corp., Class A (a) 29,490 758,483 ------------ 3,890,822 ------------ Household Durables (2.9%) Tempur-Pedic International, Inc. (a) 104,120 2,227,127 ------------ Internet & Catalog Retail (1.3%) Blue Nile, Inc. (a) 26,230 734,440 PC Mall, Inc. (a) 13,060 215,751 ------------ 950,191 ------------ Leisure Equipment & Products (0.5%) Marvel Enterprises, Inc. (a) 21,240 379,347 ------------ Media (0.6%) Getty Images, Inc. (a) 6,990 487,203 ------------ Specialty Retail (2.8%) PETCO Animal Supplies, Inc. (a) 24,340 924,190 Talbots, Inc. 15,210 411,735 Too, Inc. (a) 27,710 752,603 ------------ 2,088,528 ------------ Textiles, Apparel & Luxury Goods (0.6%) Quiksilver, Inc. (a) 15,910 475,232 ------------ 10,968,158 ------------ Consumer Staples (1.5%) Food Products (1.5%) Bunge Ltd. 6,950 392,953 Corn Products International, Inc. 24,220 711,099 ------------ 1,104,052 ------------ </Table> See Accompanying Notes to Financial Statements. 7 <Page> <Table> <Caption> SHARES VALUE ---------- ------------ Common Stocks (continued) Energy (5.9%) Energy Equipment & Services (2.8%) Atwood Oceanics, Inc. (a) 7,670 $ 467,870 CAL Dive International, Inc. (a) 7,147 312,324 Grey Wolf, Inc. (a) 56,020 296,906 Input/Output, Inc. (a) 16,510 104,013 Key Energy Services, Inc. (a) 44,850 556,589 Precision Drilling Corp. (a) 4,886 333,225 ------------ 2,070,927 ------------ Oil & Gas (3.1%) Cheniere Energy, Inc. (a) 6,680 500,332 KFx, Inc. (a) 29,400 408,954 McMoRan Exploration Co. (a) 14,130 238,797 Quicksilver Resources, Inc. (a) 6,030 267,913 Range Resources Corp. 26,000 576,940 Warren Resources, Inc. (a) 39,520 346,985 ------------ 2,339,921 ------------ 4,410,848 ------------ Financials (6.1%) Capital Markets (1.8%) Affiliated Managers Group, Inc. (a) 19,220 1,218,740 optionsXpress Holdings, Inc. (a) 6,460 131,009 ------------ 1,349,749 ------------ Commercial Banks (1.1%) MB Financial, Inc. 10,660 423,095 Umpqua Holdings Corp. 16,820 408,390 ------------ 831,485 ------------ Insurance (1.6%) Allmerica Financial Corp. (a) 9,430 307,889 ProAssurance Corp. (a) 24,650 942,863 ------------ 1,250,752 ------------ Thrifts & Mortgage Finance (1.6%) Commercial Capital Bancorp, Inc. 42,640 848,110 Sterling Financial Corp. (a) 8,970 336,375 ------------ 1,184,485 ------------ 4,616,471 ------------ Health Care (21.6%) Biotechnology (5.3%) Alexion Pharmaceuticals, Inc. (a) 16,060 397,324 Alkermes, Inc. (a) 21,360 270,631 Cubist Pharmaceuticals, Inc. (a) 59,350 677,777 CV Therapeutics, Inc. (a) 18,210 375,308 Digene Corp. (a) 23,580 603,884 Nabi Biopharmaceuticals (a) 42,750 551,903 Onyx Pharmaceuticals, Inc. (a) 9,440 274,138 Rigel Pharmaceuticals, Inc. (a) 22,160 425,250 </Table> See Accompanying Notes to Financial Statements. 8 <Page> <Table> <Caption> SHARES VALUE ---------- ------------ Common Stocks (continued) Biotechnology (continued) United Therapeutics Corp. (a) 9,860 $ 420,726 ------------ 3,996,941 ------------ Health Care Equipment & Supplies (3.4%) Advanced Neuromodulation Systems, Inc. (a) 10,450 412,879 ArthroCare Corp. (a) 31,790 945,753 Kyphon, Inc. (a) 12,952 355,791 ResMed, Inc. (a) 16,812 862,456 ------------ 2,576,879 ------------ Health Care Providers & Services (9.4%) Accredo Health, Inc. (a) 24,350 725,143 Cerner Corp. (a) 13,780 685,555 Chemed Corp. 9,270 663,917 DaVita, Inc. (a) 20,319 852,585 Eclipsys Corp. (a) 10,450 196,460 HealthExtras, Inc. (a) 50,850 784,615 ICON PLC, ADR (a) 28,780 1,010,754 IDX Systems Corp. (a) 17,330 537,577 Renal Care Group, Inc. (a) 30,560 1,166,170 United Surgical Partners International, Inc. (a) 12,500 492,375 ------------ 7,115,151 ------------ Pharmaceuticals (3.5%) Connetics Corp. (a) 27,780 678,388 MGI Pharma, Inc. (a) 28,230 640,539 Nektar Therapeutics (a) 16,510 278,193 Salix Pharmaceuticals Ltd. (a) 68,605 1,032,505 ------------ 2,629,625 ------------ 16,318,596 ------------ Industrials (15.6%) Aerospace & Defense (2.6%) BE Aerospace, Inc. (a) 38,040 410,451 United Defense Industries, Inc. (a) 32,620 1,563,477 ------------ 1,973,928 ------------ Air Freight & Logistics (0.7%) UTI Worldwide, Inc. 7,280 501,446 ------------ Commercial Services & Supplies (4.1%) Corporate Executive Board Co. 13,283 848,784 Education Management Corp. (a) 18,562 592,870 Huron Consulting Group, Inc. (a) 12,170 287,699 Ionics, Inc. (a) 5,660 248,247 Resources Connection, Inc. (a) 17,290 881,963 Waste Connections, Inc. (a) 7,960 250,422 ------------ 3,109,985 ------------ </Table> See Accompanying Notes to Financial Statements. 9 <Page> <Table> <Caption> SHARES VALUE ---------- ------------ Common Stocks (continued) Construction & Engineering (1.8%) Dycom Industries, Inc. (a) 17,270 $ 469,226 URS Corp. (a) 32,300 911,183 ------------ 1,380,409 ------------ Electrical Equipment (0.6%) Roper Industries, Inc. 8,230 477,834 ------------ Machinery (5.7%) IDEX Corp. 18,710 721,270 Joy Global, Inc. 35,540 992,632 Kennametal, Inc. 20,220 989,567 Terex Corp. (a) 13,850 596,243 Wabtec Corp. 53,210 991,834 ------------ 4,291,546 ------------ Road & Rail (0.1%) Sirva, Inc. (a) 7,350 65,121 ------------ 11,800,269 ------------ Information Technology (28.0%) Communications Equipment (7.4%) Adtran, Inc. 16,180 289,784 Alvarion Ltd. (a) 50,880 526,099 Avocent Corp. (a) 10,320 376,783 Carrier Access Corp. (a) 67,260 496,379 F5 Networks, Inc. (a) 20,050 961,197 Ixia (a) 65,990 1,024,165 Packeteer, Inc. (a) 59,520 867,802 Polycom, Inc. (a) 14,250 246,240 SiRF Technology Holdings, Inc. (a) 78,510 828,280 ------------ 5,616,729 ------------ Computers & Peripherals (0.5%) Stratasys, Inc. (a) 11,010 375,991 ------------ Electronic Equipment & Instruments (1.8%) Cogent, Inc. (a) 8,900 269,670 Trimble Navigation Ltd. (a) 15,950 567,182 Viisage Technology, Inc. (a) 70,270 501,025 ------------ 1,337,877 ------------ Internet Software & Services (2.3%) Ask Jeeves, Inc. (a) 17,860 506,510 Digital River, Inc. (a) 8,330 325,786 Equinix, Inc. (a) 11,040 463,018 WebEx Communications, Inc. (a) 20,540 412,854 ------------ 1,708,168 ------------ </Table> See Accompanying Notes to Financial Statements. 10 <Page> <Table> <Caption> SHARES VALUE ---------- ------------ Common Stocks (continued) IT Services (4.2%) Anteon International Corp. (a) 21,630 $ 742,342 CACI International, Inc., Class A (a) 14,910 777,556 Cognizant Technology Solutions Corp., Class A (a) 14,500 549,550 Euronet Worldwide, Inc. (a) 19,330 464,886 Global Payments, Inc. 11,264 645,315 ------------ 3,179,649 ------------ Semiconductors & Semiconductor Equipment (3.2%) Cambridge Display Technology, Inc. (a) 22,480 150,841 Microsemi Corp. (a) 34,030 525,083 Microtune, Inc. (a) 107,000 494,340 Silicon Laboratories, Inc. (a) 36,750 1,253,175 ------------ 2,423,439 ------------ Software (8.6%) Agile Software Corp. (a) 45,410 331,947 Altiris, Inc. (a) 20,000 650,200 Borland Software Corp. (a) 25,450 218,361 Citrix Systems, Inc. (a) 22,170 475,547 Embarcadero Technologies, Inc. (a) 85,530 670,555 Epicor Software Corp. (a) 59,020 796,180 Hyperion Solutions Corp. (a) 5,680 272,867 Macromedia, Inc. (a) 29,020 993,645 Parametric Technology Corp. (a) 112,570 641,649 Quest Software, Inc. (a) 40,890 580,638 Serena Software, Inc. (a) 13,330 286,595 The9 Ltd., ADR (a) 26,760 556,581 ------------ 6,474,765 ------------ 21,116,618 ------------ Materials (3.9%) Chemicals (2.0%) Airgas, Inc. 27,170 639,039 OM Group, Inc. (a) 27,910 904,842 ------------ 1,543,881 ------------ Metals & Mining (1.9%) Allegheny Technologies, Inc. 20,100 482,400 Arch Coal, Inc. 12,283 448,944 Century Aluminum Co. (a) 19,570 487,684 ------------ 1,419,028 ------------ 2,962,909 ------------ Telecommunication Services (2.1%) Diversified Telecommunication Services (0.6%) Premiere Global Services, Inc. (a) 46,790 459,946 ------------ Wireless Telecommunication Services (1.5%) Leap Wireless International, Inc. (a) 9,260 252,335 Millicom International Cellular SA (a) 20,470 437,853 </Table> See Accompanying Notes to Financial Statements. 11 <Page> <Table> <Caption> SHARES VALUE ----------- ------------ Common Stocks (continued) Wireless Telecommunication Services (continued) SBA Communications Corp., Class A (a) 46,220 $ 395,643 ------------ 1,085,831 ------------ 1,545,777 ------------ Total Common Stocks (Cost of $69,796,900) 74,843,698 ------------ <Caption> PAR ----------- Short-Term Obligation (1.6%) Repurchase agreement with State Street Bank & Trust Co., dated 01/31/05, due 02/01/05 at 2.350%, collateralized by a U.S. Treasury Note maturing 02/15/12, market value of $1,263,600 (repurchase proceeds $1,238,081) $ 1,238,000 1,238,000 ------------ Total Short-Term Obligation (Cost of $1,238,000) 1,238,000 ------------ Total Investments (100.8%) (Cost of $71,034,900) (b) 76,081,698 Other Assets & Liabilities, Net (-0.8)% (626,210) ------------ Net Assets (100.0%) $ 75,455,488 ============ </Table> Notes to Investment Portfolio: (a) Non-income producing security. (b) Cost for federal income tax purposes is $71,034,900. See Accompanying Notes to Financial Statements. 12 <Page> At January 31, 2005, the Fund held investments in the following sectors: <Table> <Caption> % OF SECTOR NET ASSETS ------ ---------- Information Technology 28.0% Health Care 21.6 Industrials 15.6 Consumer Discretionary 14.5 Financials 6.1 Energy 5.9 Materials 3.9 Telecommunication Services 2.1 Consumer Staples 1.5 Short-Term Obligation 1.6 Other Assets & Liabilities, Net (0.8) ----- 100.0% ===== </Table> <Table> <Caption> ACRONYM NAME ------- ---- ADR American Depositary Receipt </Table> See Accompanying Notes to Financial Statements. 13 <Page> CMG SMALL CAP FUND A Portfolio of CMG Fund Trust STATEMENT OF ASSETS AND LIABILITIES January 31, 2005 (Unaudited) <Table> ASSETS: Investments, at identified cost $ 71,034,900 -------------- Investments, at value $ 76,081,698 Cash 653 Receivable for: Investments sold 2,140,042 Interest 81 Dividends 1,620 Deferred Trustees' compensation plan 4,086 -------------- Total assets 78,228,180 -------------- LIABILITIES: Payable for: Investments purchased 381,306 Fund shares repurchased 2,265,848 Investment advisory fee 61,171 Transfer agent fee 2,048 Audit fee 17,860 Custody fee 4,560 Reports to shareholders 18,829 Deferred Trustees' fee 4,086 Other liabilities 16,984 -------------- Total liabilities 2,772,692 -------------- NET ASSETS $ 75,455,488 ============== NET ASSETS consist of: Paid-in capital $ 69,107,002 Accumulated net investment loss (499,625) Accumulated net realized gain 1,801,313 Net unrealized appreciation on investments 5,046,798 -------------- NET ASSETS $ 75,455,488 ============== Shares of capital stock outstanding 13,456,643 ============== Net asset value, offering and redemption price per share $ 5.61 ============== </Table> See Accompanying Notes to Financial Statements. 14 <Page> STATEMENT OF OPERATIONS For the Six Months Ended January 31, 2005 (Unaudited) <Table> NET INVESTMENT INCOME: Income: Dividends $ 159,489 Interest 39,867 Foreign taxes withheld (683) -------------- Total income 198,673 -------------- Expenses: Investment advisory fee 627,820 Transfer agent fee 2,315 Trustees' fees 6,392 Custody fee 13,701 Non-recurring costs (See Note 8) 1,157 Other expenses 45,903 -------------- Total expenses 697,288 Non-recurring costs assumed by Investment Advisor (See Note 8) (1,157) Custody earnings credit (102) -------------- Net expenses 696,029 -------------- Net investment loss (497,356) -------------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain on investments 41,391,591 Net change in unrealized appreciation (depreciation) on investments (27,093,922) -------------- Net gain 14,297,669 -------------- NET INCREASE IN NET ASSETS FROM OPERATIONS $ 13,800,313 ============== </Table> See Accompanying Notes to Financial Statements. 15 <Page> STATEMENTS OF CHANGES IN NET ASSETS <Table> <Caption> (UNAUDITED) SIX MONTHS ENDED YEAR ENDED JANUARY 31, 2005 JULY 31, 2004 ---------------- ---------------- Operations: Net investment loss $ (497,356) $ (2,093,298) Net realized gain on investments 41,391,591 59,673,743 Net change in unrealized appreciation (depreciation) on investments (27,093,922) (26,262,756) ---------------- ---------------- Net increase from operations 13,800,313 31,317,689 ---------------- ---------------- Share Transactions: Subscriptions 160,000 36,596,397 Redemptions (230,533,091) (69,810,079) ---------------- ---------------- Net decrease from share transactions (230,373,091) (33,213,682) ---------------- ---------------- Total decrease in net assets (216,572,778) (1,895,993) ---------------- ---------------- NET ASSETS: Beginning of period 292,028,266 293,924,259 ---------------- ---------------- End of period $ 75,455,488 $ 292,028,266 ================ ================ Accumulated net investment loss $ (499,625) $ (2,269) ================ ================ Changes in shares: Subscriptions 28,933 7,088,643 Redemptions (44,221,585) (13,033,571) ---------------- ---------------- Net decrease (44,192,652) (5,944,928) ================ ================ </Table> See Accompanying Notes to Financial Statements. 16 <Page> CMG SMALL CAP FUND A Portfolio of CMG Fund Trust NOTES TO FINANCIAL STATEMENTS January 31, 2005 (Unaudited) NOTE 1. ORGANIZATION: CMG Small Cap Fund (the "Fund"), a series of CMG Fund Trust (the "Trust"), is a diversified portfolio. The Trust is an Oregon business trust registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. INVESTMENT GOAL. The Fund seeks to provide investors with long-term capital appreciation, by investing primarily in smaller capitalization companies. FUND SHARES. The Fund may issue 100 million shares of no par value capital stock, which are offered continuously at net asset value. NOTE 2. SIGNIFICANT ACCOUNTING POLICIES: USE OF ESTIMATES. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. SECURITY VALUATION. Equity securities are valued at the last sale price on the principal exchange on which they trade, except for securities traded on the NASDAQ, which are valued at the NASDAQ official close price. Unlisted securities or listed securities for which there were no sales during the day are valued at the closing bid price on such exchanges or over-the-counter markets. Short-term debt obligations maturing within 60 days are valued at amortized cost, which approximates market value. Investments for which market quotations are not readily available, or have quotations which management believes are not appropriate, are valued at fair value as determined in good faith under consistently applied procedures established by and under the general supervision of the Board of Trustees. SECURITY TRANSACTIONS. Security transactions are accounted for on the trade date. Cost is determined and gains (losses) are based upon the specific identification method for both financial statement and federal income tax purposes. REPURCHASE AGREEMENTS. The Fund may engage in repurchase agreement transactions with institutions that the Fund's investment advisor has determined are creditworthy. The Fund, through its custodian, receives delivery of underlying securities collateralizing a repurchase agreement. Collateral is at least equal, at all times, to the value of the repurchase obligation including interest. A repurchase agreement transaction involves certain risks in the event of default or insolvency of the counterparty. These risks include possible delays or restrictions upon the Fund's ability to dispose of the underlying securities and a possible decline in the value of the underlying securities during the period while the Fund seeks to assert its rights. 17 <Page> INCOME RECOGNITION. Interest income is recorded on the accrual basis. Corporate actions and dividend income are recorded on the ex-date. Awards from class action litigation are recorded as a reduction of cost if the Fund still owns the applicable securities on the payment date. If the Fund no longer owns the applicable securities, the proceeds are recorded as realized gains. FEDERAL INCOME TAX STATUS. The Fund intends to qualify each year as a "regulated investment company" under Subchapter M of the Internal Revenue Code, as amended, and will distribute substantially all of its taxable income, if any, for its tax year, and as such will not be subject to federal income taxes. In addition, the Fund intends to distribute in each calendar year substantially all of its net investment income, capital gains and certain other amounts, if any, such that the Fund should not be subject to federal excise tax. Therefore, no federal income or excise tax provision is recorded. DISTRIBUTIONS TO SHAREHOLDERS. Distributions to shareholders are recorded on ex-date. Net realized capital gains, if any, are distributed at least annually. NOTE 3. FEDERAL TAX INFORMATION: Unrealized appreciation and depreciation at January 31, 2005, based on cost of investments for federal income tax purposes was: <Table> Unrealized appreciation $ 8,998,798 Unrealized depreciation (3,952,000) ------------ Net unrealized appreciation $ 5,046,798 ============ </Table> The following capital loss carryforward, determined as of July 31, 2004, may be available to reduce taxable income arising from future net realized gains on investments, if any, to the extent permitted by the Internal Revenue Code: <Table> <Caption> CAPITAL LOSS CARRYFORWARD ------------ YEAR OF EXPIRATION 2010 $ 38,443,526* </Table> * Utilization of these losses could be subject to limitations imposed by the Internal Revenue Code. NOTE 4. FEES AND COMPENSATION PAID TO AFFILIATES: INVESTMENT ADVISORY FEE. Columbia Management Advisors, Inc. ("Columbia"), an indirect wholly owned subsidiary of Bank of America Corporation ("BOA"), is the investment advisor to the Fund and provides administrative and other services to the Fund. Columbia receives a monthly investment advisory fee at the annual rate of 0.75% of the Fund's average daily net assets. PRICING & BOOKKEEPING FEES. Columbia is responsible for providing services to the Fund under a pricing, bookkeeping and fund administration agreement. Under a separate agreement (the "Outsourcing Agreement"), Columbia has delegated certain of those functions to State Street Corporation ("State Street"). As a result, Columbia pays fees to State Street under the Outsourcing Agreement. The Fund is not charged a fee for pricing and bookkeeping services. 18 <Page> TRANSFER AGENT FEE. Columbia Funds Services, Inc. (the "Transfer Agent"), an affiliate of Columbia, provides shareholder services to the Fund and has subcontracted with Boston Financial Data Services ("BFDS") to serve as sub-transfer agent. For such services, the Transfer Agent receives a fee, paid monthly, at the annual rate of $28.00 per open account. For the six months ended January 31, 2005, the Fund's annualized effective transfer agent fee rate was less than 0.01%. CUSTODY CREDITS. The Fund has an agreement with its custodian bank under which custody fees may be reduced by balance credits. These credits are recorded as a reduction of total expenses on the Statement of Operations. The Fund could have invested a portion of the assets utilized in connection with the expense offset arrangement in an income-producing asset if it had not entered into such an agreement. FEES PAID TO OFFICERS AND TRUSTEES. With the exception of one officer, all officers of the Fund are employees of Columbia or its affiliates and receive no compensation from the Fund. Effective August 23, 2004, the Board of Trustees appointed a Chief Compliance Officer to the Fund in accordance with federal securities regulations. The Fund, along with other affiliated funds, will pay its pro-rata share of the expenses associated with the Office of the Chief Compliance Officer. The Fund's fee will not exceed $15,000 per year. The Fund's Trustees may participate in a deferred compensation plan which may be terminated at any time. Obligations of the plan will be paid solely out of the Fund's assets. OTHER. Columbia provides certain services to the Fund related to Sarbanes-Oxley compliance. For the six months ended January 31, 2005, the Fund paid $456 to Columbia for such services. This amount is included in "Other expenses" on the Statement of Operations. NOTE 5. PORTFOLIO INFORMATION: For the six months ended January 31, 2005, the cost of purchases and proceeds from sales of securities, excluding short-term obligations, were $97,687,098 and $324,656,171, respectively. NOTE 6. LINE OF CREDIT: The Fund and other affiliated funds participate in a $350,000,000 committed unsecured revolving line of credit provided by State Street Bank and Trust Company. Borrowings are used for temporary or emergency purposes to facilitate portfolio liquidity. Interest is charged to each participating fund based on its borrowings at a rate per annum equal to the Federal Funds rate plus 0.50%. In addition, a commitment fee of 0.10% per annum is accrued and apportioned among the participating funds based on their pro-rata portion of the unutilized line of credit. The commitment fee is included in "Other expenses" on the Statement of Operations. For the six months ended January 31, 2005, the Fund did not borrow under this arrangement. NOTE 7. SHARES OF BENEFICIAL INTEREST: As of January 31, 2005, 5.5% of the outstanding shares of the Fund were beneficially owned by a participant account over which Bank of America and/or its affiliates had either sole or joint investment discretion. Subscription and redemption activity of this account may have a significant effect on the operations of the Fund. 19 <Page> As of January 31, 2005, the Fund also had other shareholders that held greater than 5% of the shares outstanding. Subscription and redemption activity of these shareholders may have a material effect on the Fund. The number of accounts and the percentage of shares of beneficial interest outstanding held therein are as follows: <Table> <Caption> NUMBER OF % OF SHARES SHAREHOLDERS OUTSTANDING HELD ------------ ---------------- 7 71.5% </Table> NOTE 8. DISCLOSURE OF SIGNIFICANT RISKS AND CONTINGENCIES: INDUSTRY FOCUS. The Fund may focus its investments in certain industries, subjecting it to greater risk than a fund that is more diversified. LEGAL PROCEEDINGS. On February 9, 2005, Columbia and Columbia Funds Distributor, Inc. (collectively the "Columbia Group") entered into an Assurance of Discontinuance with the New York Attorney General ("NYAG") (the "NYAG Settlement") and consented to the entry of a cease-and-desist order by the Securities and Exchange Commission (the "SEC") (the "SEC Order"). The SEC Order and the NYAG Settlement are referred to collectively as the "Settlements". The Settlements contain substantially the same terms and conditions as outlined in the agreements in principle which Columbia Group entered into with the SEC and NYAG in March 2004. Under the terms of the SEC Order, the Columbia Group has agreed, among other things, to: pay $70 million in disgorgement and $70 million in civil money penalties; cease and desist from violation of the antifraud provisions and certain other provisions of the federal securities laws; maintain certain compliance and ethics oversight structures; retain an independent consultant to review the Columbia Group's applicable supervisory, compliance, control and other policies and procedures; and retain an independent distribution consultant (see below). The Columbia Funds have also voluntarily undertaken to implement certain governance measures designed to maintain the independence of their boards of trustees. The NYAG Settlement also, among other things, requires Columbia and its affiliates, Banc of America Capital Management, LLC and BACAP Distributors, LLC to reduce certain Columbia Funds, Nations Funds and other mutual fund management fees collectively by $32 million per year for five years, for a projected total of $160 million in management fee reductions. Pursuant to the procedures set forth in the SEC Order, the $140 million in settlement amounts described above will be distributed in accordance with a distribution plan to be developed by an independent distribution consultant, who is acceptable to the SEC staff and the Columbia Funds' independent trustees. The distribution plan must be based on the methodology developed in consultation with the Columbia Group and the Fund's independent trustees and not unacceptable to the staff of the SEC. As a result of these matters or any adverse publicity or other developments resulting from them, there may be increased redemptions or reduced sales of fund shares, which could increase transaction costs or operating expenses, or have other adverse consequences for the funds. A copy of the SEC Order is available on the SEC website at http://www.sec.gov. A copy of the NYAG Settlement is available as part of the Bank of America Corporation Form 8-K filing on February 10, 2005. In connection with the events described in detail above, various parties have filed suit against certain funds, their Boards and/or Bank of America (and affiliated entities). More than 300 cases (including those filed against entities unaffiliated with the funds, their Boards and/or FleetBoston and its affiliated entities) have been consolidated in a 20 <Page> multi-district proceeding and transferred to the Federal District Court in Maryland. Recently, certain Columbia funds and affiliated entities have been named as defendants in several derivative actions under various sections of the Investment Company Act of 1940, as amended, alleging, among other things, that the fees and expenses paid by those funds are excessive. On January 11, 2005 a putative class action lawsuit was filed in federal district court in Massachusetts against, among others, the Trustees of the Fund and Columbia. The lawsuit alleges that defendants violated common law duties to fund shareholders as well as sections of the Investment Company Act of 1940, by failing to ensure that the Fund and other affiliated funds participated in securities class action settlements for which the funds were eligible. Specifically, plaintiffs allege that defendants failed to submit proof of claims in connection with settlements of securities class action lawsuits filed against companies in which the funds held positions. The funds and the other defendants to these actions, including Columbia and various of its affiliates, certain other mutual funds advised by Columbia and its affiliates, and various directors of such funds, have denied these allegations and are contesting the plaintiffs' claims. These proceedings are ongoing, however, based on currently available information, Columbia believes that these lawsuits are without merit, that the likelihood they will have a material adverse impact on any fund is remote, and that the lawsuits are not likely to materially affect its ability to provide investment management services to its clients, including the funds. For the six months ended January 31, 2005, Columbia has assumed $1,157 of legal, consulting services and Trustees' fees incurred by the Fund in connection with these matters. 21 <Page> CMG FUND TRUST 1300 S.W. SIXTH AVENUE, PORTLAND, OREGON 97201 - INVESTMENT ADVISOR - COLUMBIA MANAGEMENT ADVISORS, INC. 100 FEDERAL STREET BOSTON, MASSACHUSETTS 02110-2624 - LEGAL COUNSEL - ROPES & GRAY LLC ONE INTERNATIONAL PLACE BOSTON, MA 02110-2624 - TRANSFER AGENT - COLUMBIA FUNDS SERVICES, INC. P.O. BOX 8081 BOSTON, MASSACHUSETTS 02266-8081 CMC-03/439U-0205 (03/05) 4641 A description of the policies and procedures that the fund uses to determine how to vote proxies and a copy of the fund's voting record are available (i) at www.columbiamanagement.com; (ii) on the Securities and Exchange Commission's website at www.sec.gov, and (iii) without charge, upon request, by calling 800-368-0346. Information regarding how the fund voted proxies relating to portfolio securities during the 12-month period ended June 30, 2004 is available from the SEC's website. Information regarding how the fund voted proxies relating to portfolio securities is also available from the fund's website. The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The fund's Form N-Q is available on the SEC's website at www.sec.gov and may be reviewed and copied at the SEC's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. THE CMG FUNDS ARE OFFERED BY PROSPECTUS THROUGH COLUMBIA FINANCIAL CENTER, INCORPORATED. PLEASE CONSIDER THE INVESTMENT OBJECTIVES, RISKS, CHARGES AND EXPENSES OF A MUTUAL FUND CAREFULLY BEFORE INVESTING. CONTACT YOUR COLUMBIA MANAGEMENT REPRESENTATIVE OR VISIT www.columbiamanagement.com FOR A PROSPECTUS, WHICH CONTAINS THIS AND OTHER IMPORTANT INFORMATION ABOUT THE FUND. READ IT CAREFULLY BEFORE YOU INVEST. Fund distributed by Columbia Financial Center, Incorporated, 1301 S.W. Fifth Avenue, Portland, Oregon 97201 <Page> COLUMBIA MANAGEMENT(R) CMG STRATEGIC EQUITY FUND A PORTFOLIO OF CMG FUND TRUST SEMIANNUAL REPORT JANUARY 31, 2005 Not FDIC May Lose Value Advised by Columbia Management Advisors, Inc. Insured No Bank Guarantee <Page> CMG STRATEGIC EQUITY FUND A Portfolio of CMG Fund Trust MANAGEMENT DISCUSSION OF FUND PERFORMANCE CMG Strategic Equity Fund returned 9.95% for the six-month period ended January 31, 2005. The fund outperformed the S&P 500 Index and the Lipper Multi-Cap Core Funds average(1), which returned 8.16% and 9.43%, respectively. The fund's emphasis on energy, materials and industrial stocks contributed to its strong performance, along with good stock selection in the consumer staples and consumer discretionary sectors. Our focus on the potential beneficiaries of rising commodity prices made a positive impact on performance. We believe that emerging markets are driving demand for energy and raw materials. Companies in the energy and materials sectors benefited from higher commodity prices caused by an increase in demand as well as constraints on supply. During the period, the fund benefited from exposure to both sectors. In the energy sector, oil service and offshore exploration companies did well as demand for their services increased: Transocean and TGS Nopec Geophysical both advanced 50% or more (0.8% and 0.6% of net assets respectively). One exception to the strong performance in the sector was Input/Output (0.2% of net assets), a provider of seismic equipment, software and processing services to the oil and gas industry, which suffered a revenue disappointment and returned -34% for the period. We still are hopeful about the long-term prospects for the company and maintained our position. In the materials sector, commodity producers also made gains. Potash Corporation of Saskatchewan experienced higher prices and demand for potash, and gained 67% (0.8% of net assets). Companhia Vale do Rio Doce, a Brazilian iron ore producer, advanced 70% (0.5% of net assets). The fund also invested in the industrials sector, where among other things, we looked for companies that stand to benefit from a favorable environment for commodities. Caterpillar shares gained 22% and Bucyrus International, a manufacturer of mining equipment, saw its stock price increase 53% (0.6% and 0.2% of net assets, respectively). On the downside, Insituform Technologies (0.2% of net assets) declined 12% due to cost overruns in their tunneling operations. We are still holding the stock because we believe state and local spending prospects will improve. In the consumer staples sector, Walgreen did well because of robust sales, while Gillette was a strong performer due to its announced acquisition by Procter & Gamble (0.8%, 0.8% and 0.3% of net assets, respectively). Within the consumer discretionary sector, several foreign stocks also did well during the period. Grupo Televisa, a large Mexican media group, benefited from a better business climate and Stockmann Oyj, a Finnish department store retailer, benefited from growth in the Russian and Baltic economies (0.6% and 0.4% of net assets, respectively). Within the health care sector the fund's investments generally did well, however, the fund's investments in some large pharmaceutical companies suffered. Eli Lilly's price came down due to disappointing sales reports and a risk of litigation (0.6% of net assets). Pfizer struggled as new risks were revealed about a popular pain management drug and as litigation and patent expiration risks increased (0.3% of net assets). - ---------- (1) Lipper Inc., a widely respected data provider in the industry, calculates an average total return for mutual funds with similar investment objectives as those of the fund. 1 <Page> We are gradually shifting the fund's emphasis from small- and mid-cap stocks toward higher-growth, large-cap companies. We remain cautious about putting cash to work too quickly as we prefer to dampen volatility in the fund amid uncertainty about potential slowing in the economy in 2006. As the current economic recovery matures, we seek companies that are less sensitive to economic cycles and able to maintain stable growth. In addition, we will continue to evaluate investment opportunities overseas, considering areas with compelling growth trends and reasonable prices. The fund's top ten holdings (as a percentage of net assets) as of January 31, 2005 were: <Table> <Caption> (%) 3M 1.1 Berkshire Hathaway 1.0 Microsoft 1.0 Samsung Electronics 1.0 Schlumberger 0.9 Potash Corp. of Saskatchewan 0.8 Transocean 0.8 Gillette 0.8 Walgreen 0.8 Biogen Idec 0.8 </Table> We appreciate your continued confidence in CMG Strategic Equity Fund. Robert A. Unger has managed or co-managed the CMG Strategic Equity Fund since its inception and has been with the advisor or its predecessors or affiliate organizations since 1984. /s/ Robert A. Unger Emil A. Gjester has co-managed the fund since January 2004 and has been with the advisor or its predecessors or affiliate organizations since 1996. /s/ Emil A. Gjester Equity investments are affected by stock market fluctuations that occur in response to economic and business developments. International investing may involve certain risks, including foreign taxation, currency fluctuations, risks associated with possible differences in financial standards and other monetary and political risks. Holdings are calculated as a percentage of net assets and are subject to change. Because the fund is actively managed, there is no guarantee the fund will continue to maintain the holdings breakdown listed. The fund's holdings and their weighting within the portfolio may change as market conditions change. 2 <Page> [CHART] GROWTH OF A $10,000 INVESTMENT, OCTOBER 9, 2001 TO JANUARY 31, 2005 <Table> <Caption> CMG STRATEGIC EQUITY FUND S&P 500 INDEX 10/9/2001 $ 10,000 $ 10,000 10/31/2001 $ 10,100 $ 10,033 11/30/2001 $ 11,040 $ 10,803 12/31/2001 $ 11,386 $ 10,898 1/31/2002 $ 11,315 $ 10,738 2/28/2002 $ 11,295 $ 10,531 3/31/2002 $ 11,956 $ 10,927 4/30/2002 $ 11,816 $ 10,265 5/31/2002 $ 11,836 $ 10,189 6/30/2002 $ 11,286 $ 9,464 7/31/2002 $ 10,494 $ 8,726 8/31/2002 $ 10,565 $ 8,783 9/30/2002 $ 9,633 $ 7,828 10/31/2002 $ 10,154 $ 8,517 11/30/2002 $ 11,025 $ 9,019 12/31/2002 $ 10,357 $ 8,490 1/31/2003 $ 10,105 $ 8,267 2/28/2003 $ 9,954 $ 8,143 3/31/2003 $ 9,924 $ 8,222 4/30/2003 $ 10,800 $ 8,900 5/31/2003 $ 11,606 $ 9,369 6/30/2003 $ 11,757 $ 9,489 7/31/2003 $ 12,150 $ 9,656 8/31/2003 $ 12,603 $ 9,844 9/30/2003 $ 12,462 $ 9,739 10/31/2003 $ 13,137 $ 10,291 11/30/2003 $ 13,398 $ 10,381 12/31/2003 $ 14,009 $ 10,925 1/31/2004 $ 14,256 $ 11,126 2/29/2004 $ 14,513 $ 11,281 3/31/2004 $ 14,543 $ 11,111 4/30/2004 $ 14,338 $ 10,936 5/31/2004 $ 14,430 $ 11,086 6/30/2004 $ 14,799 $ 11,301 7/31/2004 $ 14,163 $ 10,927 8/31/2004 $ 14,214 $ 10,971 9/30/2004 $ 14,542 $ 11,089 10/31/2004 $ 14,676 $ 11,259 11/30/2004 $ 15,455 $ 11,715 12/31/2004 $ 15,962 $ 12,113 1/31/2005 $ 15,573 $ 11,818 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF JANUARY 31, 2005 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Strategic Equity Fund 10/09/01 9.95 9.23 14.31 S&P 500 Index 8.16 6.23 5.17 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 2004 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Strategic Equity Fund 10/09/01 7.86 13.95 15.60 S&P 500 Index 7.19 10.88 6.12 </Table> PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. PLEASE VISIT www.columbiamanagement.com FOR DAILY AND MOST RECENT MONTH-END PERFORMANCE UPDATES. Index performance is from October 9, 2001. The Standard & Poor's (S&P) 500 Index is an unmanaged index that tracks the performance of 500 widely held, large-capitalization U.S. stocks. Unlike the fund, indices are not investments, do not incur fees or expenses and are not professionally managed. It is not possible to invest directly in an index. Securities in the fund may not match those in an index. Performance results reflect any voluntary waivers or reimbursement of fund expenses by the advisor or its affiliates. Absent these waivers or reimbursement arrangements, performance results would have been lower. All results shown assume reinvestment of distributions. The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. 3 <Page> UNDERSTANDING YOUR EXPENSES - CMG STRATEGIC EQUITY FUND As a fund shareholder, you incur two types of costs. There are transaction costs, which generally include sales charges on purchases and may include redemption or exchange fees. There are also ongoing costs, which generally include investment advisory fees and other fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. ANALYZING YOUR FUND'S EXPENSES To illustrate these ongoing costs, we have provided an example and calculated the expenses paid by investors during the reporting period. The information in the following table is based on an initial investment of $1,000, which is invested at the beginning of the reporting period and held for the entire period. Expense information is calculated two ways and each method provides you with different information. The amount listed in the "actual" column is calculated using the fund's actual operating expenses and total return for the period. The amount listed in the "hypothetical" column assumes that the return each year is 5% before expenses and includes the fund's actual expense ratio. You should not use the hypothetical account values and expenses to estimate either your actual account balance at the end of the period or the expenses you paid during this reporting period. ESTIMATING YOUR ACTUAL EXPENSES To estimate the expenses that you paid over the period, first you will need your account balance at the end of the period: 1. Divide your ending account balance by $1,000. For example, if an account balance was $8,600 at the end of the period, the result would be 8.6. 2. In the section of the table below titled "Expenses paid during the period," locate the amount under "actual." Multiply this number by the result from step 1. Your answer is an estimate of the expenses you paid on your account during the period. AUGUST 1, 2004 - JANUARY 31, 2005 <Table> <Caption> ACCOUNT VALUE AT THE ACCOUNT VALUE AT THE EXPENSES PAID FUND'S ANNUALIZED BEGINNING OF THE PERIOD ($) END OF THE PERIOD ($) DURING THE PERIOD ($) EXPENSE RATIO (%) ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL 1,000.00 1,000.00 1,099.51 1,023.19 2.12 2.04 0.40 </Table> Expenses paid during the period are equal to the fund's annualized expense ratio of 0.40%, multiplied by the average account value over the period, then multiplied by the number of days in the fund's most recent fiscal half-year and divided by 365. Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. It is important to note that the expense amounts shown in the table are meant to highlight only ongoing costs of investing in the fund and do not reflect any transactional costs, such as sales charges, redemption or exchange fees. Therefore, the hypothetical examples provided may not help you determine the relative total costs of owning shares of different funds. If these transactional costs were included, your costs would have been higher. 4 <Page> COMPARE WITH OTHER FUNDS Since all mutual fund companies are required to include the same hypothetical calculations about expenses in shareholder reports, you can use this information to compare the ongoing cost of investing in the fund with other funds. To do so, compare the 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. As you compare hypothetical examples of other funds, it is important to note that hypothetical examples are meant to highlight the continuing costs of investing in a fund and do not reflect any transactional costs, such as sales charges or redemption or exchange fees. 5 <Page> CMG STRATEGIC EQUITY FUND A Portfolio of CMG Fund Trust FINANCIAL HIGHLIGHTS (For a Fund Share Outstanding Throughout Each Period) <Table> <Caption> (UNAUDITED) SIX MONTHS YEAR PERIOD YEAR PERIOD ENDED ENDED ENDED ENDED ENDED JANUARY 31, JULY 31, JULY 31, OCTOBER 31, OCTOBER 31, 2005 2004 2003(a) 2002 2001(b) ----------- ----------- ----------- ----------- ----------- NET ASSET VALUE, BEGINNING OF PERIOD $ 13.80 $ 12.06 $ 10.14 $ 10.10 $ 10.00 ----------- ----------- ----------- ----------- ----------- INCOME FROM INVESTMENT OPERATIONS: Net investment income 0.08(c) 0.12(c) 0.10(c) 0.11(c) -(d) Net realized and unrealized gain (loss) on investments and foreign currency 1.31 1.87 1.88 (0.05) 0.10 ----------- ----------- ----------- ----------- ----------- Total from investment operations 1.39 1.99 1.98 0.06 0.10 ----------- ----------- ----------- ----------- ----------- LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net investment income (0.14) (0.09) (0.06) (0.02) - From net realized gains (0.72) (0.16) - - - ----------- ----------- ----------- ----------- ----------- Total distributions declared to shareholders (0.86) (0.25) (0.06) (0.02) - ----------- ----------- ----------- ----------- ----------- NET ASSET VALUE, END OF PERIOD $ 14.33 $ 13.80 $ 12.06 $ 10.14 $ 10.10 =========== =========== =========== =========== =========== Total return (e)(f) 9.95%(g) 16.58% 19.66%(g) 0.53% 1.00%(g) RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 735,319 $ 618,714 $ 370,620 $ 188,179 $ 36,942 Ratio of net expenses to average net assets (h) 0.40%(i) 0.40% 0.40%(i) 0.40% 0.40%(i) Ratio of net investment income to average net assets (h) 1.13%(i) 0.88% 1.22%(i) 1.01% 0.04%(i) Waiver/reimbursement 0.03%(i) 0.05% 0.05%(i) 0.07% 0.80%(i) Portfolio turnover rate 30%(g) 81% 78%(g) 172% 14%(g) </Table> (a) The Fund changed its fiscal year end from October 31 to July 31. (b) The Fund commenced investment operations on October 9, 2001. Per share data, total return and portfolio turnover rate reflect activity from that date. (c) Per share data was calculated using average shares outstanding during the period. (d) Rounds to less than $0.01 per share. (e) Total return at net asset value assuming all distributions reinvested. (f) Had the Investment Advisor not waived or reimbursed a portion of expenses, total return would have been reduced. (g) Not annualized. (h) The benefits derived from custody credits and directed brokerage arrangements, if applicable, had an impact of less than 0.01%. (i) Annualized. See Accompanying Notes to Financial Statements. 6 <Page> CMG STRATEGIC EQUITY FUND A Portfolio of CMG Fund Trust SCHEDULE OF INVESTMENTS January 31, 2005 (Unaudited) <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (82.8%) Consumer Discretionary (9.6%) Auto Components (0.9%) Modine Manufacturing Co. 85,350 $ 2,691,086 Nokian Renkaat Oyj 28,760 4,135,978 ------------- 6,827,064 ------------- Automobiles (0.0%) Brilliance China Automotive Holdings Ltd., ADR 10,000 177,500 ------------- Hotels, Restaurants & Leisure (0.4%) Fairmont Hotels & Resorts, Inc. 40,000 1,249,200 Six Flags, Inc. (a) 100,000 428,000 Yum! Brands, Inc. 30,000 1,390,500 ------------- 3,067,700 ------------- Household Durables (0.7%) Ekornes ASA 70,000 1,617,874 Matsushita Electric Industrial Co. Ltd., ADR 125,000 1,865,000 Pioneer Corp., ADR 40,000 694,400 Sony Corp., ADR 22,500 832,950 ------------- 5,010,224 ------------- Internet & Catalog Retail (0.9%) 1-800-FLOWERS.COM, Inc., Class A (a) 100,000 735,000 eBay, Inc. (a) 42,500 3,463,750 IAC/InterActiveCorp (a) 82,500 1,998,975 ------------- 6,197,725 ------------- Leisure Equipment & Products (0.3%) Eastman Kodak Co. 60,000 1,985,400 ------------- Media (3.9%) Cablevision Systems Corp., Class A (a) 30,000 821,700 Comcast Corp., Class A (a) 100,000 3,161,000 DIRECTV Group, Inc. (a) 75,000 1,128,750 Entravision Communications Corp., Class A (a) 90,000 720,000 Fox Entertainment Group, Inc., Class A (a) 20,000 673,000 Grupo Televisa SA, ADR 75,000 4,412,250 John Wiley & Sons, Inc., Class A 30,000 1,009,500 Liberty Media Corp., Class A (a) 170,000 1,774,800 Liberty Media International, Inc., Class A (a) 7,500 339,600 Media General, Inc., Class A 52,500 3,358,425 News Corp., Class B 136,828 2,326,076 Pixar, Inc. (a) 20,000 1,743,400 Time Warner, Inc. (a) 150,815 2,714,670 </Table> See Accompanying Notes to Financial Statements. 7 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Media (continued) Viacom, Inc., Class B 80,310 $ 2,998,775 Westwood One, Inc. (a) 75,000 1,811,250 ------------- 28,993,196 ------------- Multiline Retail (1.7%) Big Lots, Inc. (a) 158,000 1,779,080 Dillard's, Inc., Class A 77,500 2,033,600 Dollar General Corp. 75,000 1,515,750 May Department Stores Co. 82,500 2,796,750 Saks, Inc. (a) 100,000 1,423,000 Stockmann Oyj ABP, Class B 94,750 2,903,174 ------------- 12,451,354 ------------- Specialty Retail (0.8%) CarMax, Inc. (a) 87,996 2,545,724 PETsMART, Inc. 30,000 906,900 Restoration Hardware, Inc. (a) 100,000 575,000 Weight Watchers International, Inc. (a) 40,000 1,874,400 ------------- 5,902,024 ------------- Consumer Staples (7.5%) Beverages (1.4%) Coca-Cola Co. 97,500 4,045,275 Coca-Cola Femsa, SA de CV, ADR 90,000 2,333,700 Coca-Cola Hellenic Bottling Co. SA 65,000 1,541,410 PepsiCo, Inc. 40,000 2,148,000 ------------- 10,068,385 ------------- Food & Staples Retailing (1.7%) Albertson's, Inc. 108,500 2,482,480 United Natural Foods, Inc. (a) 80,000 2,528,800 Wal-Mart Stores, Inc. 40,000 2,096,000 Walgreen Co. 137,500 5,858,875 ------------- 12,966,155 ------------- Food Products (1.5%) Campbell Soup Co. 40,000 1,172,800 Delta & Pine Land Co. 40,000 1,177,600 General Mills, Inc. 40,000 2,119,600 Hain Celestial Group, Inc. (a) 40,000 804,800 Kellogg Co. 30,000 1,339,200 Tyson Foods, Inc., Class A 62,500 1,073,125 Unilever NV, NY Registered Shares 50,000 3,265,500 ------------- 10,952,625 ------------- </Table> See Accompanying Notes to Financial Statements. 8 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Household Products (0.6%) Kimberly-Clark Corp. 32,500 $ 2,129,075 Procter & Gamble Co. 40,000 2,129,200 ------------- 4,258,275 ------------- Personal Products (1.7%) Avon Products, Inc. 75,000 3,166,500 Gillette Co. 118,050 5,987,496 L'Oreal SA 32,500 2,435,478 Natura Cosmeticos SA 37,800 925,448 ------------- 12,514,922 ------------- Tobacco (0.6%) Altria Group, Inc. 67,500 4,308,525 ------------- Energy (8.6%) Energy Equipment & Services (5.1%) Cooper Cameron Corp. (a) 57,500 3,243,575 Core Laboratories NV (a) 67,500 1,457,325 GlobalSantaFe Corp. 30,275 1,070,524 Halliburton Co. 100,000 4,113,000 Input/Output, Inc. (a) 275,000 1,732,500 Schlumberger Ltd. 100,000 6,804,000 TGS Nopec Geophysical Co., ASA (a) 160,000 4,050,187 Transocean, Inc. (a) 137,500 6,050,000 Varco International, Inc. (a) 132,500 4,055,825 Weatherford International Ltd. (a) 37,500 2,035,125 Willbros Group, Inc. (a) 150,000 3,216,000 ------------- 37,828,061 ------------- Oil & Gas (3.5%) Anadarko Petroleum Corp. 30,000 1,986,300 BP PLC, ADR 62,500 3,726,250 ConocoPhillips 35,000 3,247,650 Devon Energy Corp. 20,000 813,400 Exxon Mobil Corp. 72,500 3,741,000 McMoRan Exploration Co. (a) 100,000 1,690,000 Newfield Exploration Co. (a) 65,000 3,978,000 Petroleo Brasileiro SA, ADR 40,000 1,626,000 Unocal Corp. 32,500 1,546,025 Valero Energy Corp. 20,000 1,040,600 Williams Companies, Inc. 125,000 2,101,250 ------------- 25,496,475 ------------- Financials (10.8%) Capital Markets (1.9%) Bank of New York Co., Inc. 75,000 2,228,250 Charles Schwab Corp. 180,000 2,023,200 </Table> See Accompanying Notes to Financial Statements. 9 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Capital Markets (continued) Morgan Stanley 97,500 $ 5,456,100 Nikko Cordial Corp. 170,000 802,607 Nomura Holdings, Inc., ADR 125,000 1,653,750 Piper Jaffray Companies, Inc. (a) 49,950 1,977,021 ------------- 14,140,928 ------------- Commercial Banks (2.6%) Allied Irish Banks PLC, ADR 30,000 1,194,000 Fifth Third Bancorp 37,500 1,742,625 HSBC Holdings PLC, ADR 42,500 3,528,775 Mitsubishi Tokyo Financial Group, Inc., ADR 325,000 3,094,000 SunTrust Banks, Inc. 32,500 2,340,650 U.S. Bancorp 72,500 2,178,625 Wachovia Corp. 25,000 1,371,250 Zions Bancorporation 47,500 3,221,450 ------------- 18,671,375 ------------- Consumer Finance (0.7%) American Express Co. 76,700 4,091,945 MBNA Corp. 50,000 1,329,000 ------------- 5,420,945 ------------- Diversified Financial Services (1.7%) Citigroup, Inc. 83,283 4,085,031 GATX Corp. 72,500 2,159,050 Instinet Group, Inc. (a) 100,000 616,000 JPMorgan Chase & Co. 147,026 5,488,481 ------------- 12,348,562 ------------- Insurance (3.2%) American International Group, Inc. 52,724 3,495,074 Berkshire Hathaway, Inc., Class B (a) 2,500 7,485,275 Chubb Corp. 20,000 1,489,600 Cincinnati Financial Corp. 31,500 1,389,780 Hannover Rueckversicherung AG, Registered Shares 92,500 3,563,001 Jefferson-Pilot Corp. 40,000 1,996,000 Marsh & McLennan Companies, Inc. 40,000 1,300,000 PartnerRe Ltd. 10,000 633,700 St. Paul Travelers Companies, Inc. 62,510 2,346,626 ------------- 23,699,056 ------------- Real Estate (0.3%) Mitsubishi Estate Co., Ltd. 100,000 1,263,818 Post Properties, Inc., REIT 30,000 950,400 ------------- 2,214,218 ------------- </Table> See Accompanying Notes to Financial Statements. 10 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Thrifts & Mortgage Finance (0.4%) Freddie Mac 42,500 $ 2,774,825 ------------- Health Care (14.8%) Biotechnology (2.3%) Abgenix, Inc. (a) 100,000 878,000 Amgen, Inc. (a) 62,500 3,890,000 Applera Corp. - Applied Biosystems Group 125,000 2,506,250 Biogen Idec, Inc. (a) 87,500 5,684,000 Chiron Corp. (a) 40,000 1,314,000 MedImmune, Inc. (a) 50,000 1,182,750 Protein Design Labs, Inc. (a) 75,000 1,512,750 ------------- 16,967,750 ------------- Health Care Equipment & Supplies (4.1%) Alcon, Inc. 42,500 3,366,000 Baxter International, Inc. 100,000 3,376,000 Boston Scientific Corp. (a) 60,000 1,983,600 Cooper Companies, Inc. 19,501 1,495,727 Cyberonics, Inc. (a) 60,000 1,510,200 Cytyc Corp. (a) 30,000 751,500 Guidant Corp. 10,000 724,900 Haemonetics Corp. (a) 62,500 2,429,375 Hospira, Inc. (a) 100,350 2,899,111 Kinetic Concepts, Inc. (a) 28,000 1,820,000 Kyphon, Inc. (a) 50,000 1,373,500 Medtronic, Inc. 67,500 3,543,075 Millipore Corp. (a) 30,000 1,305,900 Steris Corp. (a) 40,000 948,800 Zimmer Holdings, Inc. (a) 40,000 3,154,000 ------------- 30,681,688 ------------- Health Care Providers & Services (3.3%) Accredo Health, Inc. (a) 75,000 2,233,500 Andrx Corp. (a) 85,000 1,856,400 Cardinal Health, Inc. 10,000 563,200 Community Health Systems, Inc. (a) 67,500 1,956,150 Health Management Associates, Inc., Class A 40,000 883,200 HEALTHSOUTH Corp. (a) 125,000 731,250 Henry Schein, Inc. (a) 42,500 2,892,550 Laboratory Corp. of America Holdings (a) 10,000 478,500 LifePoint Hospitals, Inc. (a) 30,000 1,134,000 McKesson Corp. 100,000 3,449,000 Omnicare, Inc. 40,000 1,230,000 Quest Diagnostics, Inc. 20,000 1,906,000 Triad Hospitals, Inc. (a) 30,000 1,220,700 UnitedHealth Group, Inc. 27,500 2,444,750 WebMD Corp. (a) 150,000 1,132,500 ------------- 24,111,700 ------------- </Table> See Accompanying Notes to Financial Statements. 11 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Pharmaceuticals (5.1%) Abbott Laboratories 98,500 $ 4,434,470 Dr. Reddy's Laboratories Ltd., ADR 50,000 845,000 Elan Corp. PLC, ADR (a) 132,500 3,568,225 Eli Lilly & Co. 87,500 4,746,000 Gedeon Richter Ltd. 20,000 2,624,352 Merck & Co., Inc. 52,500 1,472,625 Novartis AG, ADR 75,000 3,591,000 Pfizer, Inc. 100,092 2,418,223 Schering-Plough Corp. 150,000 2,784,000 Shire Pharmaceuticals Group PLC, ADR 47,500 1,662,500 Taro Pharmaceuticals Industries Ltd. (a) 72,500 2,177,900 Teva Pharmaceutical Industries Ltd., ADR 30,000 861,900 Valeant Pharmaceuticals International 100,000 2,497,000 Watson Pharmaceuticals, Inc. (a) 40,000 1,193,200 Wyeth 62,500 2,476,875 ------------- 37,353,270 ------------- Industrial (11.4%) Aerospace & Defense (0.2%) Raytheon Co. 30,000 1,122,000 ------------- Air Freight & Logistics (0.9%) United Parcel Service, Inc., Class B 55,000 4,107,400 YAMATO TRANSPORT Co. Ltd. 160,000 2,395,945 ------------- 6,503,345 ------------- Airlines (0.2%) Alaska Air Group, Inc. (a) 10,000 297,900 AMR Corp. (a) 100,000 860,000 Delta Air Lines, Inc. (a) 50,000 269,500 ------------- 1,427,400 ------------- Building Products (0.4%) American Standard Cos., Inc. (a) 32,500 1,301,300 TOTO Ltd. 150,000 1,362,781 ------------- 2,664,081 ------------- Commercial Services & Supplies (2.5%) Avery Dennison Corp. 75,000 4,506,750 Career Education Corp. (a) 30,000 1,208,700 Cendant Corp. 117,500 2,767,125 Central Parking Corp. 50,000 714,000 ChoicePoint, Inc. (a) 47,500 2,185,000 Cintas Corp. 10,000 435,000 G & K Services, Inc., Class A 40,000 1,783,600 Ionics, Inc. (a) 32,500 1,425,450 </Table> See Accompanying Notes to Financial Statements. 12 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Commercial Services & Supplies (continued) Tomra Systems ASA 255,000 $ 1,335,100 Waste Management, Inc. 75,000 2,175,000 ------------- 18,535,725 ------------- Construction & Engineering (0.6%) Fluor Corp. 30,000 1,606,200 Insituform Technologies, Inc., Class A (a) 100,000 1,571,000 Shaw Group, Inc. (a) 87,500 1,470,875 ------------- 4,648,075 ------------- Electrical Equipment (0.7%) Emerson Electric Co. 27,500 1,849,100 Thomas & Betts Corp. (a) 125,000 3,651,250 ------------- 5,500,350 ------------- Industrial Conglomerates (1.9%) 3M Co. 100,000 8,436,000 General Electric Co. 117,550 4,247,081 Siemens AG, ADR 20,000 1,588,200 ------------- 14,271,281 ------------- Machinery (3.0%) Bucyrus International, Inc., Class A 42,500 1,559,750 Caterpillar, Inc. 50,000 4,455,000 Eaton Corp. 60,000 4,079,400 Flowserve Corp. (a) 40,000 998,000 Hitachi Construction Machinery Co. Ltd. 125,000 1,787,352 Kaydon Corp. 62,500 1,939,375 Navistar International Corp. (a) 50,000 1,946,000 Pall Corp. 50,000 1,346,500 Parker Hannifin Corp. 17,500 1,140,300 Timken Co. 100,000 2,576,000 ------------- 21,827,677 ------------- Marine (0.6%) A.P. Moller - Maersk 275 2,255,955 Finnlines Oyj 110,000 1,926,990 ------------- 4,182,945 ------------- Road & Rail (0.1%) Kansas City Southern (a) 47,500 829,350 ------------- Trading Companies & Distributors (0.3%) Fastenal Co. 40,000 2,405,200 ------------- </Table> See Accompanying Notes to Financial Statements. 13 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Information Technology (10.7%) Communications Equipment (2.0%) Cisco Systems, Inc. (a) 125,680 $ 2,267,267 Motorola, Inc. 50,400 793,296 Nokia Oyj, ADR 100,000 1,528,000 Packeteer, Inc. (a) 97,500 1,421,550 Polycom, Inc. (a) 100,000 1,728,000 QUALCOMM, Inc. 72,500 2,699,900 Tandberg ASA 220,000 2,386,718 UTStarcom, Inc. (a) 100,000 1,643,000 ------------- 14,467,731 ------------- Computers & Peripherals (1.1%) Brocade Communications Systems, Inc. (a) 100,000 620,000 EMC Corp. (a) 101,650 1,331,615 Hypercom Corp. (a) 100,000 551,000 International Business Machines Corp. 37,500 3,503,250 NEC Corp., ADR 175,000 1,006,250 Sun Microsystems, Inc. (a) 250,000 1,090,000 ------------- 8,102,115 ------------- Electronic Equipment & Instruments (0.7%) Celestica, Inc. (a) 125,000 1,631,250 Molex, Inc. 30,000 861,600 Murata Manufacturing Co. Ltd. 18,000 940,188 Symbol Technologies, Inc. 82,500 1,509,750 ------------- 4,942,788 ------------- Internet Software & Services (0.5%) Yahoo!, Inc. (a) 115,000 4,049,150 ------------- IT Services (1.6%) Automatic Data Processing, Inc. 60,000 2,608,800 Convergys Corp. (a) 85,000 1,214,650 DST Systems, Inc. (a) 100,000 4,848,000 First Data Corp. 40,000 1,629,600 Paychex, Inc. 52,500 1,600,725 ------------- 11,901,775 ------------- Office Electronics (0.1%) Canon, Inc., ADR 15,000 788,700 ------------- Semiconductors & Semiconductor Equipment (2.6%) Advanced Micro Devices (a) 50,000 790,000 Analog Devices, Inc. 20,000 717,800 </Table> See Accompanying Notes to Financial Statements. 14 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Semiconductors & Semiconductor Equipment (continued) Applied Materials, Inc. (a) 50,000 $ 795,000 FEI Co. (a) 90,000 1,814,400 Intel Corp. 100,300 2,251,735 Intersil Corp., Class A 65,000 963,950 Micron Technology, Inc. (a) 100,575 1,046,986 Samsung Electronics Co., Ltd., GDR (b) 30,000 7,200,000 Taiwan Semiconductor Manufacturing Co., Ltd., ADR 100,000 875,000 Texas Instruments, Inc. 104,150 2,417,321 ------------- 18,872,192 ------------- Software (2.1%) Business Objects SA, ADR (a) 50,000 1,219,500 Cadence Design Systems, Inc. (a) 50,000 666,500 Check Point Software Technologies (a) 75,000 1,821,000 Microsoft Corp. 275,620 7,243,294 Novell, Inc. (a) 100,000 577,000 Oracle Corp. (a) 124,230 1,710,647 SAP AG, ADR 30,000 1,161,600 Wind River Systems, Inc. (a) 100,000 1,255,000 ------------- 15,654,541 ------------- Materials (5.1%) Chemicals (2.8%) Air Products & Chemicals, Inc. 57,500 3,387,325 Dow Chemical Co. 50,000 2,485,000 E.I. du Pont de Nemours & Co. 67,500 3,210,300 International Flavors & Fragrances, Inc. 62,500 2,638,750 Lyondell Chemical Co. 20,000 588,400 Potash Corp. of Saskatchewan, Inc. 75,000 6,060,000 Rohm and Haas Co. 30,000 1,327,200 Zeon Corp. 125,000 1,033,068 ------------- 20,730,043 ------------- Construction Materials (0.2%) Vulcan Materials Co. 30,000 1,694,400 ------------- Containers & Packaging (0.2%) Smurfit-Stone Container Corp. (a) 75,000 1,128,000 ------------- Metals & Mining (1.4%) Alumina Ltd., ADR 67,500 1,287,225 AngloGold Ashanti Ltd. 20,000 655,400 Barrick Gold Corp. 50,000 1,093,000 Companhia Vale do Rio Doce, ADR 130,000 3,932,500 Inco Ltd. (a) 57,500 1,892,325 Placer Dome, Inc. 75,000 1,278,750 ------------- 10,139,200 ------------- </Table> See Accompanying Notes to Financial Statements. 15 <Page> <Table> <Caption> SHARES VALUE ------------- ------------- Common Stocks (continued) Paper & Forest Products (0.5%) Bowater, Inc. 30,000 $ 1,140,000 Neenah Paper, Inc. 10,784 343,902 Votorantim Celulose e Papel SA, ADR 133,750 1,956,762 ------------- 3,440,664 ------------- Telecommunication Services (2.1%) Diversified Telecommunication Services (1.8%) BellSouth Corp. 77,500 2,033,600 Cincinnati Bell, Inc. (a) 192,500 818,125 Citizens Communications Co. 30,000 404,700 Compania Anonima Nacional Telefonos de Venezuela, ADR 125,000 2,476,250 Philippine Long Distance Telephone Co., ADR 36,800 956,800 SBC Communications, Inc. 50,000 1,188,000 TDC A/S, ADR 60,000 1,251,000 Telekomunikasi Indonesia, ADR 100,000 2,075,000 Verizon Communications, Inc. 50,000 1,779,500 ------------- 12,982,975 ------------- Wireless Telecommunication Services (0.3%) Millicom International Cellular SA (a) 62,500 1,336,875 Mobile TeleSystems, ADR 30,000 1,079,400 ------------- 2,416,275 ------------- Utilities (2.2%) Electric Utilities (1.3%) Edison International 100,000 3,247,000 Exelon Corp. 40,000 1,770,000 TECO Energy, Inc. 137,500 2,201,375 TXU Corp. 20,000 1,384,000 Westar Energy, Inc. 30,000 699,000 ------------- 9,301,375 ------------- Gas Utilities (0.4%) NiSource, Inc. 125,000 2,862,500 ------------- Multi-Utilities & Unregulated Power (0.4%) Duke Energy Corp. 60,000 1,607,400 Oneok, Inc. 57,500 1,592,750 ------------- 3,200,150 ------------- Water Utilities (0.1%) American States Water Co. 30,700 796,664 ------------- Total Common Stocks (Cost of $485,586,086) 608,778,594 ------------- Investment Company (0.4%) iShares MSCI Japan Index Fund (Cost of $2,284,000) 275,000 2,912,250 ------------- </Table> See Accompanying Notes to Financial Statements. 16 <Page> <Table> <Caption> PAR ($) VALUE ------------- ------------- Short-Term Obligation (16.4%) Repurchase agreement with State Street Bank & Trust Co., dated 01/31/05, due 02/01/05 at 2.350%, collateralized by a U.S. Treasury Note maturing 08/15/09, market value of $123,279,240 (repurchase proceeds $120,869,890) (Cost of $120,862,000) $ 120,862,000 $ 120,862,000 ------------- Total Investments (99.6%) (Cost of $608,732,086) (c) 732,552,844 Other Assets & Liabilities, Net (0.4%) 2,765,993 ------------- Net Assets (100.0%) $ 735,318,837 ============= </Table> Notes to Investment Portfolio: (a) Non-income producing security. (b) Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. At January 31, 2005, the value of this security represents 1.0% of net assets. (c) Cost for federal income tax purposes is $608,732,086. At January 31, 2005, the Fund held investments in the following sectors: <Table> <Caption> % OF SECTOR (UNAUDITED) NET ASSETS ------------------ ---------- Health Care 14.8% Industrial 11.4 Financials 10.8 Information Technology 10.7 Consumer Discretionary 9.6 Energy 8.6 Consumer Staples 7.5 Materials 5.1 Utilities 2.2 Telecommunication Services 2.1 Investment Company 0.4 Short-Term Obligation 16.4 Other Assets & Liabilities, Net 0.4 ------ 100.0% ====== </Table> <Table> <Caption> ACRONYM NAME ------- ---------------------------- ADR American Depositary Receipt GDR Global Depositary Receipt REIT Real Estate Investment Trust </Table> See Accompanying Notes to Financial Statements. 17 <Page> CMG STRATEGIC EQUITY FUND A Portfolio of CMG Fund Trust STATEMENT OF ASSETS AND LIABILITIES January 31, 2005 (Unaudited) <Table> ASSETS: Investments, at identified cost (including repurchase agreement) $ 608,732,086 -------------- Investments, at value $ 611,690,844 Repurchase agreement 120,862,000 Receivable for: Investments sold 7,269,128 Capital stock sold 1,166,183 Interest 7,890 Dividends 370,588 Foreign tax reclaims 28,556 Expense reimbursement due from Investment Advisor 9,234 Deferred Trustees' compensation plan 2,891 -------------- Total Assets 741,407,314 -------------- LIABILITIES: Payable to custodian bank 108,738 Payable for: Investments purchased 5,375,200 Capital stock redeemed 280,752 Investment advisory fee 245,232 Transfer agent fee 1,736 Custody fee 13,101 Deferred Trustees' fees 2,891 Other liabilities 60,827 -------------- Total Liabilities 6,088,477 -------------- NET ASSETS $ 735,318,837 ============== NET ASSETS consists of: Paid-in capital $ 599,969,037 Undistributed net investment income 286,110 Accumulated net realized gain 11,242,837 Net unrealized appreciation on: Investments 123,820,758 Foreign currency translations 95 -------------- NET ASSETS $ 735,318,837 ============== Shares of capital stock outstanding 51,318,830 ============== Net asset value, offering and redemption price per share $ 14.33 ============== </Table> See Accompanying Notes to Financial Statements. 18 <Page> CMG STRATEGIC EQUITY FUND A Portfolio of CMG Fund Trust STATEMENT OF OPERATIONS For the Six Months Ended January 31, 2005 (Unaudited) <Table> NET INVESTMENT INCOME: Income: Dividends $ 4,320,960 Interest 914,636 Foreign taxes withheld (68,967) -------------- Total Income 5,166,629 -------------- Expenses: Investment advisory fee 1,346,510 Transfer agent fee 2,517 Trustees' fees 6,994 Custody fee 26,912 Non-recurring costs (See Note 8) 5,278 Other expenses 81,315 -------------- Total Expenses 1,469,526 Expense reimbursements by Investment Advisor (116,414) Non-recurring costs assumed by Investment Advisor (See Note 8) (5,278) Custody earnings credit (1,182) -------------- Net Expenses 1,346,652 -------------- Net Investment Income 3,819,977 -------------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY: Net realized gain (loss) on: Investments 16,628,364 Foreign currency transactions (25,074) -------------- Net realized gain 16,603,290 -------------- Net change in unrealized appreciation/depreciation on: Investments 41,654,329 Foreign currency translations (364) -------------- Net change in unrealized appreciation/depreciation 41,653,965 -------------- Net Gain 58,257,255 -------------- NET INCREASE IN NET ASSETS FROM OPERATIONS $ 62,077,232 ============== </Table> See Accompanying Notes to Financial Statements. 19 <Page> CMG STRATEGIC EQUITY FUND A Portfolio of CMG Fund Trust STATEMENTS OF CHANGES IN NET ASSETS <Table> <Caption> (UNAUDITED) SIX MONTHS ENDED YEAR ENDED JANUARY 31, 2005 JULY 31, 2004 ---------------- ---------------- Operations: Net investment income $ 3,819,977 $ 5,021,621 Net realized gain on investments and foreign currency transactions 16,603,290 42,218,753 Net change in unrealized appreciation on investments and foreign currency translations 41,653,965 30,946,840 ---------------- ---------------- Net increase from operations 62,077,232 78,187,214 Distributions declared to shareholders: From net investment income (6,517,434) (3,979,500) From net realized gains (33,081,757) (6,937,177) ---------------- ---------------- Total distributions declared to shareholders (39,599,191) (10,916,677) ---------------- ---------------- Share Transactions: Subscriptions 78,151,115 236,903,542 Distributions reinvested 38,913,286 10,729,185 Redemptions (22,937,853) (66,809,077) ---------------- ---------------- Net increase in share transactions 94,126,548 180,823,650 ---------------- ---------------- Net increase in net assets 116,604,589 248,094,187 NET ASSETS: Beginning of period 618,714,248 370,620,061 ---------------- ---------------- End of period $ 735,318,837 $ 618,714,248 ================ ================ Undistributed net investment income $ 286,110 $ 2,983,567 ================ ================ Changes in Shares: Subscriptions 5,409,374 18,201,135 Issued for distributions reinvested 2,670,781 795,344 Redemptions (1,591,401) (4,903,233) ---------------- ---------------- Net increase 6,488,754 14,093,246 ---------------- ---------------- </Table> See Accompanying Notes to Financial Statements. 20 <Page> CMG STRATEGIC EQUITY FUND A Portfolio of CMG Fund Trust NOTES TO FINANCIAL STATEMENTS January 31, 2005 (Unaudited) NOTE 1. ORGANIZATION CMG Strategic Equity Fund (the "Fund"), a series of CMG Fund Trust (the "Trust"), is a diversified portfolio. The Trust is an Oregon business trust registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. INVESTMENT GOAL. The Fund seeks long-term growth of capital and total returns greater than those of the market over time. FUND SHARES. The Fund may issue 100 million shares of no par value capital stock, which are offered continuously at net asset value. NOTE 2. SIGNIFICANT ACCOUNTING POLICIES USE OF ESTIMATES. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. SECURITY VALUATION. Equity securities and exchange traded funds are valued at the last sale price on the principal exchange on which they trade, except for securities traded on the NASDAQ, which are valued at the NASDAQ official close price. Unlisted securities or listed securities for which there were no sales during the day are valued at the closing bid price on such exchanges or over-the-counter markets. Short-term debt obligations maturing within 60 days are valued at amortized cost, which approximates market value. Foreign securities are generally valued at the last sale price on the foreign exchange or market on which they trade. If any foreign share prices are not readily available as a result of limited share activity, the securities are valued at the last sale price of the local shares in the principal market in which such securities are normally traded. Generally, trading in foreign securities is substantially completed each day at various times prior to the close of the New York Stock Exchange ("NYSE"). The values of such securities used in computing the net asset value of the Fund's shares are determined as of such times. Foreign currency exchange rates are generally determined at 2:00 p.m. Eastern (U.S.) time. Occasionally, events affecting the values of such foreign securities and such exchange rates may occur between the times at which they are determined and the close of the customary trading session of the NYSE, which would not be reflected in the computation of the Fund's net asset value. If events materially affecting the values of such foreign securities occur and it is determined that market quotations are not reliable, then these foreign securities will be valued at their fair value using procedures approved by the Board of Trustees. The Fund may use a systematic fair valuation model provided by an independent third party to value securities principally traded in foreign markets in order to adjust for possible stale pricing that may occur between the close of the foreign exchanges and the time for valuation. If a security is valued at a "fair value", such value is likely to be different from the last quoted market price for the security. 21 <Page> Investments for which market quotations are not readily available, or have quotations which management believes are not appropriate, are valued at fair value as determined in good faith under consistently applied procedures established by and under the general supervision of the Board of Trustees. SECURITY TRANSACTIONS. Security transactions are accounted for on the trade date. Cost is determined and gains (losses) are based upon the specific identification method for both financial statement and federal income tax purposes. REPURCHASE AGREEMENTS. The Fund may engage in repurchase agreement transactions with institutions that the Fund's investment advisor has determined are creditworthy. The Fund, through its custodian, receives delivery of underlying securities collateralizing a repurchase agreement. Collateral is at least equal, at all times, to the value of the repurchase obligation including interest. A repurchase agreement transaction involves certain risks in the event of default or insolvency of the counterparty. These risks include possible delays or restrictions upon the Fund's ability to dispose of the underlying securities and a possible decline in the value of the underlying securities during the period while the Fund seeks to assert its rights. FOREIGN CURRENCY TRANSACTIONS. The values of all assets and liabilities quoted in foreign currencies are translated into U.S. dollars at that day's exchange rates. Net realized and unrealized gains (losses) on foreign currency transactions include gains (losses) arising from the fluctuation in exchange rates between trade and settlement dates on securities transactions, gains (losses) arising from the disposition of foreign currency and currency gains (losses) between the accrual and payment dates on dividends, interest income and foreign withholding taxes. For financial statement purposes, the Fund does not distinguish that portion of gains (losses) on investments which is due to changes in foreign exchange rates from that which is due to changes in market prices of the investments. Such fluctuations are included with the net realized and unrealized gains (losses) on investments. INCOME RECOGNITION. Interest income is recorded on the accrual basis. Corporate actions and dividend income are recorded on the ex-date, except for certain foreign securities which are recorded as soon after ex-date as the Fund becomes aware of such, net of non-reclaimable tax withholdings. The Fund estimates components of distributions from real estate investment trusts (REITs). Distributions received in excess of income are recorded as a reduction of the cost of the related investments. If the Fund no longer owns the applicable securities, any distributions received in excess of income are recorded as realized gains. FEDERAL INCOME TAX STATUS. The Fund intends to qualify each year as a "regulated investment company" under Subchapter M of the Internal Revenue Code, as amended, and will distribute substantially all of its taxable income, if any, for its tax year, and as such will not be subject to federal income taxes. In addition, the Fund intends to distribute in each calendar year substantially all of its net investment income, capital gains and certain other amounts, if any, such that the Fund should not be subject to federal excise tax. Therefore, no federal income or excise tax provision is recorded. DISTRIBUTIONS TO SHAREHOLDERS. Distributions to shareholders are recorded on ex-date. Net realized capital gains, if any, are distributed at least annually. 22 <Page> NOTE 3. FEDERAL TAX INFORMATION The tax character of distributions paid during the year ended July 31, 2004 was as follows: <Table> <Caption> JULY 31, 2004 ------------- DISTRIBUTIONS PAID FROM: Ordinary Income* $ 8,312,541 Long-Term Capital Gains 2,604,136 </Table> *For tax purposes short-term capital gains distributions, if any, are considered ordinary income distributions. Unrealized appreciation and depreciation at January 31, 2005, based on cost of investments for federal income tax purposes was: <Table> Unrealized appreciation $ 131,380,706 Unrealized depreciation (7,559,948) ------------- Net unrealized appreciation $ 123,820,758 ============= </Table> NOTE 4. FEES AND COMPENSATION PAID TO AFFILIATES INVESTMENT ADVISORY FEE. Columbia Management Advisors, Inc. ("Columbia"), an indirect wholly owned subsidiary of Bank of America Corporation ("BOA"), is the investment advisor to the Fund and provides administrative and other services to the Fund. Columbia receives a monthly investment advisory fee at the annual rate of 0.40% of the Fund's average daily net assets. In addition to the investment advisory fee, each shareholder pays an annual fee calculated as a percentage of the shareholder's net assets in the Fund. The annual fee ranges between 0.20% on the first $25 million of the shareholder's net assets in the Fund, to 0.00% on the shareholder's net assets in the Fund in excess of $25 million. PRICING & BOOKKEEPING FEES. Columbia is responsible for providing services to the Fund under a pricing, bookkeeping and fund administration agreement. Under a separate agreement (the "Outsourcing Agreement"), Columbia has delegated certain of those functions to State Street Corporation ("State Street"). As a result, Columbia pays fees to State Street under the Outsourcing Agreement. The Fund is not charged a fee for pricing and bookkeeping services. TRANSFER AGENT FEE. Columbia Funds Services, Inc. (the "Transfer Agent"), an affiliate of Columbia, provides shareholder services to the Fund and has subcontracted with Boston Financial Data Services ("BFDS") to serve as sub-transfer agent. For such services, the Transfer Agent receives a fee, paid monthly, at the annual rate of $28.00 per open account. For the six months ended January 31, 2005, the Fund's annualized effective transfer agent fee was 0.001% EXPENSE LIMITS AND FEE REIMBURSEMENTS. Columbia has agreed to reimburse the Fund through October 31, 2004 for certain expenses so that the expenses incurred by the Fund, including the investment advisory fee, would not exceed 0.40% of the Fund's average daily net assets. Effective November 1, 2004, Columbia contractually agreed to continue this arrangement through November 30, 2005. 23 <Page> CUSTODY CREDITS. The Fund has an agreement with its custodian bank under which custody fees may be reduced by balance credits. These credits are recorded as a reduction of total expenses on the Statement of Operations. The Fund could have invested a portion of the assets utilized in connection with the expense offset arrangement in an income-producing asset if it had not entered into such an agreement. FEES PAID TO OFFICERS AND TRUSTEES. With the exception of one officer, all officers of the Fund are employees of Columbia or its affiliates and receive no compensation from the Fund. Effective August 23, 2004, the Board of Trustees appointed a Chief Compliance Officer to the Fund in accordance with federal securities regulations. The Fund, along with other affiliated funds, will pay its pro-rata share of the expenses associated with the Office of the Chief Compliance Officer. The Fund's fee will not exceed $15,000 per year. The Fund's Trustees may participate in a deferred compensation plan which may be terminated at any time. Obligations of the plan will be paid solely out of the Fund's assets. OTHER. Columbia provides certain services to the Fund related to Sarbanes-Oxley compliance. For the six months ended January 31, 2005, the Fund paid $730 to Columbia for such services. This amount is included in "Other expenses" on the Statement of Operations. NOTE 5. PORTFOLIO INFORMATION For the six months ended January 31, 2005, the cost of purchases and proceeds from sales of securities, excluding short-term obligations, were $218,525,476 and $172,616,028, respectively. NOTE 6. LINE OF CREDIT The Fund and other affiliated funds participate in a $350,000,000 committed unsecured revolving line of credit provided by State Street Bank and Trust Company. Borrowings are used for temporary or emergency purposes to facilitate portfolio liquidity. Interest is charged to each participating fund based on its borrowings at a rate per annum equal to the Federal Funds rate plus 0.50%. In addition, a commitment fee of 0.10% per annum is accrued and apportioned among the participating funds based on their pro-rata portion of the unutilized line of credit. The commitment fee is included in "Other expenses" on the Statement of Operations. For the six months ended January 31, 2005, the Fund did not borrow under these arrangements. NOTE 7. SHARES OF BENEFICIAL INTEREST As of January 31, 2005, 41.8% of the outstanding shares of the Fund were held by 5 shareholders, each of which owns in excess of 5% of the Fund's shares outstanding. Subscription and redemption activity of these shareholders may have a material effect on the Fund. 24 <Page> NOTE 8. DISCLOSURE OF SIGNIFICANT RISKS AND CONTINGENCIES INDUSTRY FOCUS. The Fund may focus its investments in certain industries, subjecting it to greater risk than a fund that is more diversified. FOREIGN SECURITIES. There are certain additional risks involved when investing in foreign securities that are not inherent with investments in domestic securities. These risks may involve foreign currency exchange rate fluctuations, adverse political and economic developments and the possible prevention of currency exchange or other foreign governmental laws or restrictions. In addition, the liquidity of foreign securities may be more limited than that of domestic securities. LEGAL PROCEEDINGS. On February 9, 2005, Columbia, Columbia Funds Distributor, Inc. (collectively the "Columbia Group") entered into an Assurance of Discontinuance with the New York Attorney General ("NYAG") (the "NYAG Settlement") and consented to the entry of a cease-and-desist order by the Securities and Exchange Commission (the "SEC") (the "SEC Order"). The SEC Order and the NYAG Settlement are referred to collectively as the "Settlements". The Settlements contain substantially the same terms and conditions as outlined in the agreements in principle which Columbia Group entered into with the SEC and NYAG in March 2004. Under the terms of the SEC Order, the Columbia Group has agreed, among other things, to: pay $70 million in disgorgement and $70 million in civil money penalties; cease and desist from violations of the antifraud provisions and certain other provisions of the federal securities laws; maintain certain compliance and ethics oversight structures; retain an independent consultant to review the Columbia Group's applicable supervisory, compliance, control and other policies and procedures; and retain an independent distribution consultant (see below). The Columbia Funds have also voluntarily undertaken to implement certain governance measures designed to maintain the independence of their boards of trustees. The NYAG Settlement also, among other things, requires Columbia and its affiliates, Banc of America Capital Management, LLC and BACAP Distributors LLC to reduce certain Columbia Funds, Nations Funds and other mutual fund management fees collectively by $32 million per year for five years, for a projected total of $160 million in management fee reductions. Pursuant to the procedures set forth in the SEC Order, the $140 million in settlement amounts described above will be distributed in accordance with a distribution plan to be developed by an independent distribution consultant, who is acceptable to the SEC staff and the Columbia Funds' independent trustees. The distribution plan must be based on a methodology developed in consultation with the Columbia Group and the Fund's independent trustees and not unacceptable to the staff of the SEC. As a result of these matters or any adverse publicity or other developments resulting from them, there may be increased redemptions or reduced sales of fund shares, which could increase transaction costs or operating expenses, or have other adverse consequences for the funds. A copy of the SEC Order is available on the SEC website at http://www.sec.gov. A copy of the NYAG Settlement is available as part of the Bank of America Corporation Form 8-K filing on February 10, 2005. In connection with the events described in detail above, various parties have filed suit against certain funds, their Boards and/or Bank of America (and affiliated entities). More than 300 cases (including those filed against entities unaffiliated with the funds, their Boards and/or FleetBoston and its affiliated entities) have been consolidated in a multi-district proceeding and transferred to the Federal District Court in Maryland. Recently, certain Columbia funds and affiliated entities have been named as defendants in several direct and derivative actions under various sections of 25 <Page> the Investment Company Act of 1940, as amended, alleging, among other things, that the fees and expenses paid by those funds are excessive. On January 11, 2005 a putative class action lawsuit was filed in federal district court in Massachusetts against, among others, the Trustees of the Fund and Columbia. The lawsuit alleges that defendants violated common law duties to fund shareholders as well as sections of the Investment Company Act of 1940, by failing to ensure that the Fund and other affiliated funds participated in securities class action settlements for which the funds were eligible. Specifically, plaintiffs allege that defendants failed to submit proof of claims in connection with settlements of securities class action lawsuits filed against companies in which the funds held positions. The funds and the other defendants to these actions, including Columbia and various of its affiliates, certain other mutual funds advised by Columbia and its affiliates, and various directors of such funds, have denied these allegations and are contesting the plaintiffs' claims. These proceedings are ongoing, however, based on currently available information, Columbia believes that these lawsuits are without merit, that the likelihood they will have a material adverse impact on any fund is remote, and that the lawsuits are not likely to materially affect its ability to provide investment management services to its clients, including the funds. For the six months ended January 31, 2005, Columbia has assumed $5,278 of legal, consulting services and Trustees' fees incurred by the Fund in connection with these matters. 26 <Page> CMG FUND TRUST 1300 S.W. SIXTH AVENUE, PORTLAND, OREGON 97201 - INVESTMENT ADVISOR - COLUMBIA MANAGEMENT ADVISORS, INC. 100 FEDERAL STREET BOSTON, MASSACHUSETTS 02110-2624 - LEGAL COUNSEL - ROPES & GRAY LLC ONE INTERNATIONAL PLACE BOSTON, MASSACHUSETTS 02110-2624 - TRANSFER AGENT - COLUMBIA FUNDS SERVICES, INC. P.O. BOX 8081 BOSTON, MASSACHUSETTS 02266-8081 941-03/438U-0205 (03/05) 4655 A description of the policies and procedures that the fund uses to determine how to vote proxies and a copy of the fund's voting record are available (i) at www.columbiamanagement.com; (ii) on the Securities and Exchange Commission's website at www.sec.gov, and (iii) without charge, upon request, by calling 800-368-0346. Information regarding how the fund voted proxies relating to portfolio securities during the 12-month period ended June 30, 2004 is available from the SEC's website. Information regarding how the fund voted proxies relating to portfolio securities is also available from the fund's website. The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The fund's Form N-Q is available on the SEC's website at www.sec.gov and may be reviewed and copied at the SEC's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. THE CMG FUNDS ARE OFFERED BY PROSPECTUS THROUGH COLUMBIA FINANCIAL CENTER, INCORPORATED. PLEASE CONSIDER THE INVESTMENT OBJECTIVES, RISKS, CHARGES AND EXPENSES OF A MUTUAL FUND CAREFULLY BEFORE INVESTING. CONTACT YOUR COLUMBIA MANAGEMENT REPRESENTATIVE OR VISIT www.columbiamanagement.com FOR A PROSPECTUS, WHICH CONTAINS THIS AND OTHER IMPORTANT INFORMATION ABOUT THE FUND. READ IT CAREFULLY BEFORE YOU INVEST. Fund distributed by Columbia Financial Center, Incorporated, 1301 S.W. Fifth Avenue, Portland, Oregon 97201 <Page> COLUMBIA MANAGEMENT(R) CMG CORE BOND FUND CMG SHORT TERM BOND FUND CMG ULTRA SHORT TERM BOND FUND CMG HIGH YIELD FUND PORTFOLIOS OF CMG FUND TRUST SEMIANNUAL REPORT JANUARY 31, 2005 NOT FDIC MAY LOSE VALUE ADVISED BY COLUMBIA MANAGEMENT ADVISORS, INC. INSURED NO BANK GUARANTEE <Page> TABLE OF CONTENTS <Table> Management Discussion of Fund Performance CMG Core Bond Fund 1 CMG Short Term Bond Fund 6 CMG Ultra Short Term Bond Fund 11 CMG High Yield Fund 16 Financial Statements Financial Highlights 21 Schedule of Investments 25 Statements of Assets and Liabilities 58 Statements of Operations 59 Statements of Changes in Net Assets 60 Notes to Financial Statements 64 </Table> <Page> CMG CORE BOND FUND A Portfolio of CMG Fund Trust MANAGEMENT DISCUSSION OF FUND PERFORMANCE For the six-month period ended January 31, 2005, the CMG Core Bond Fund returned 3.81%. The fund's performance was in line with the Lehman Brothers Aggregate Bond Index, which also returned 3.81%, and the Lipper Corporate Debt Funds A-Rated Category, which averaged 3.88% over the same period.(1) The fund benefited from its emphasis on mortgage-backed securities, which performed well during the period. We believe that the fund's exposure to longer-term bonds, which led a rally late in the period, may have been lower than its peer group and accounted for its slight underperformance. However, we believe that our positioning is appropriate, given the likelihood of rising interest rates in the period ahead. During the six-month reporting period, short-term rates rose while long-term rates fell, resulting in what is known as a flattening yield curve. The yield curve connects the points on a graph depicting the yields for various Treasury maturities, from short- to long-term. The rise in short-term rates came as no surprise. On June 30, 2004, the Federal Reserve Board (the Fed) raised a key short-term interest rate--the federal funds rate--for the first time in four years. The Fed indicated that it would continue to raise short-term rates in an effort to control inflation. True to its word, the Fed raised the federal funds rate by one-quarter of one percentage point at each of its four meetings during this reporting period, from 1.25% to 2.25%.(2) The yield on three-month Treasury securities also rose by a full percentage point during the period, while two-year Treasury yields rose by about six-tenths of a percentage point. The decline in long-term rates was somewhat surprising to investors because it occurred despite weakness in the dollar and high energy prices, both of which tend to lead to higher inflation. Ultimately the Consumer Price Index (CPI), a common measure of inflation, rose 3.3% in 2004. However, the core rate of inflation rose only 2.2%, an indication that energy prices did not spread to the entire economy. Also, foreign central banks have been substantial buyers of dollar-denominated assets, including Treasury obligations with longer maturities. Their purchases helped to bring long-term yields down. The fund's emphasis on corporate bonds and mortgage-backed securities helped the fund's performance relative to its benchmark. Altogether, 31% of the fund's assets are invested in corporate bonds. This figure is down one percentage point from the level of six months ago, as we have used the rally in the corporate sector to trim our exposure. Mortgage-backed and asset-backed securities accounted for about 54% of the portfolio. We have emphasized CMOs (collateralized mortgage obligations) because they provide slightly better protection against interest-rate shifts than offered by conventional pass-through securities. Gains from these sectors helped offset a modest shortfall that resulted from the fund's duration, which was slightly lower than the benchmark. Duration is a measure of the fund's sensitivity to interest rates. Generally, we lower duration when we expect interest rates to rise. If we are right, our move helps cushion the fund because interest rates and prices move in opposite directions. However, longer-term interest rates declined during this reporting period and this strategy did not help performance. - ---------- (1) Lipper Inc., a widely respected data provider in the industry, calculates an average total return for mutual funds with similar investment objectives as those of the fund. (2) The federal funds rate was increased to 2.50% on February 2, 2005. 1 <Page> We have maintained the fund's relatively short duration because we believe that interest rates are likely to rise in 2005. In addition, we have added slightly to the fund's holdings of TIPS (Treasury Inflation-Protected Securities). Although we are not overly concerned about inflation, we viewed these securities as attractively priced. The fund's top ten holdings (as a percentage of net assets) as of January 31, 2005 were (%): <Table> Federal National Mortgage Association, TBA 5.000% 02/10/2035 9.0 Federal National Mortgage Association, TBA 5.500% 02/10/2035 3.9 U.S. Treasury Bonds, 6.250% 08/15/2023 3.5 U.S. Treasury Inflation Index Notes, 3.625% 01/15/2008 3.1 Federal Home Loan Mortgage Corp. TBA 4.500% 02/15/2020 3.0 Federal Home Loan Mortgage Corp. 4.500% 03/01/2019 2.7 Federal National Mortgage Association, 5.000% 01/25/2031 2.6 Federal Home Loan Mortgage Corp. 4.500% 02/01/2019 2.5 AmeriCredit Automobile Receivable Trust 3.220% 07/06/2008 2.0 Federal Home Loan Mortgage Corp., Discount Note, 02/09/2005 1.9 </Table> We appreciate your continued confidence in the CMG Core Bond Fund. Leonard A. Aplet has co-managed the CMG Core Bond Fund since September 2000 and has been with the advisor or its predecessors or affiliate organizations since 1987. /s/ Leonard A. Aplet Richard R. Cutts has co-managed the fund since November 2000 and has been with the advisor or its predecessors or affiliate organizations since 1994. /s/ Richard R. Cutts Investing in fixed-income securities may involve certain risks, including the credit quality of individual issuers, possible prepayments, market or economic developments and yields and share price fluctuations due to changes in interest rates. When interest rates go up, bond prices typically drop, and vice versa. Holdings are calculated as a percentage of net assets, and are subject to change. Because the fund is actively managed, there is no guarantee the fund will continue to maintain the holdings breakdown listed. The fund's holdings and their weights within the portfolio may change as market conditions change. 2 <Page> [CHART] GROWTH OF A $10,000 INVESTMENT, SEPTEMBER 1, 2000 TO JANUARY 31, 2005 <Table> <Caption> LEHMAN BROTHERS CMG CORE BOND FUND AGGREGATE BOND INDEX 9/1/2000 $ 10,000 $ 10,000 9/30/2000 $ 10,075 $ 10,063 10/31/2000 $ 10,130 $ 10,129 11/30/2000 $ 10,309 $ 10,296 12/31/2000 $ 10,522 $ 10,487 1/31/2001 $ 10,681 $ 10,659 2/28/2001 $ 10,786 $ 10,752 3/31/2001 $ 10,844 $ 10,806 4/30/2001 $ 10,784 $ 10,760 5/31/2001 $ 10,850 $ 10,825 6/30/2001 $ 10,897 $ 10,866 7/31/2001 $ 11,144 $ 11,109 8/31/2001 $ 11,264 $ 11,237 9/30/2001 $ 11,424 $ 11,368 10/31/2001 $ 11,651 $ 11,606 11/30/2001 $ 11,503 $ 11,446 12/31/2001 $ 11,445 $ 11,373 1/31/2002 $ 11,499 $ 11,465 2/28/2002 $ 11,605 $ 11,576 3/31/2002 $ 11,426 $ 11,384 4/30/2002 $ 11,636 $ 11,605 5/31/2002 $ 11,736 $ 11,703 6/30/2002 $ 11,823 $ 11,804 7/31/2002 $ 11,911 $ 11,947 8/31/2002 $ 12,114 $ 12,149 9/30/2002 $ 12,295 $ 12,345 10/31/2002 $ 12,114 $ 12,289 11/30/2002 $ 12,093 $ 12,285 12/31/2002 $ 12,281 $ 12,539 1/31/2003 $ 12,292 $ 12,551 2/28/2003 $ 12,473 $ 12,724 3/31/2003 $ 12,458 $ 12,714 4/30/2003 $ 12,554 $ 12,819 5/31/2003 $ 12,776 $ 13,058 6/30/2003 $ 12,731 $ 13,031 7/31/2003 $ 12,330 $ 12,594 8/31/2003 $ 12,399 $ 12,677 9/30/2003 $ 12,730 $ 13,013 10/31/2003 $ 12,609 $ 12,892 11/30/2003 $ 12,633 $ 12,923 12/31/2003 $ 12,741 $ 13,054 1/31/2004 $ 12,846 $ 13,159 2/29/2004 $ 12,988 $ 13,301 3/31/2004 $ 13,090 $ 13,401 4/30/2004 $ 12,767 $ 13,052 5/31/2004 $ 12,699 $ 13,000 6/30/2004 $ 12,773 $ 13,074 7/31/2004 $ 12,907 $ 13,204 8/31/2004 $ 13,129 $ 13,456 9/30/2004 $ 13,178 $ 13,492 10/31/2004 $ 13,296 $ 13,605 11/30/2004 $ 13,181 $ 13,497 12/31/2004 $ 13,319 $ 13,621 1/31/2005 $ 13,399 $ 13,704 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF JANUARY 31, 2005 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Core Bond Fund 9/1/00 3.81 4.29 6.84 Lehman Brothers Aggregate Bond Index 3.81 4.16 7.39 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 2004 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR LIFE CMG Core Bond Fund 9/1/00 4.27 4.52 6.84 Lehman Brothers Aggregate Bond Index 4.18 4.34 7.39 </Table> PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. PLEASE VISIT www.columbiamanagement.com FOR DAILY AND MOST RECENT MONTH-END PERFORMANCE UPDATES. Index performance is from September 1, 2000. The Lehman Brothers Aggregate Bond Index is a market value-weighted index that tracks the daily price, coupon, pay-downs, and total return performance of fixed-rate, publicly placed, dollar-denominated, and non-convertible investment grade debt issues with at least $250 million par amount outstanding and with at least one year to final maturity. Unlike the fund, indices are not investments, do not incur fees or expenses and are not professionally managed. It is not possible to invest directly in an index. Securities in the fund may not match those in an index. Performance results reflect any voluntary waivers or reimbursement of fund expenses by the advisor or its affiliates. Absent these waivers or reimbursement arrangements, performance results would have been lower. All results shown assume reinvestment of distributions. The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. 3 <Page> UNDERSTANDING YOUR EXPENSES - CMG CORE BOND FUND As a fund shareholder, you incur two types of costs. There are transaction costs, which generally include sales charges on purchases and may include redemption or exchange fees. There are also ongoing costs, which generally include investment advisory fees and other fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. ANALYZING YOUR FUND'S EXPENSES To illustrate these ongoing costs, we have provided an example and calculated the expenses paid by investors during the reporting period. The information in the following table is based on an initial investment of $1,000, which is invested at the beginning of the reporting period and held for the entire period. Expense information is calculated two ways and each method provides you with different information. The amount listed in the "actual" column is calculated using the fund's actual operating expenses and total return for the period. The amount listed in the "hypothetical" column assumes that the return each year is 5% before expenses and includes the fund's actual expense ratio. You should not use the hypothetical account values and expenses to estimate either your actual account balance at the end of the period or the expenses you paid during this reporting period. ESTIMATING YOUR ACTUAL EXPENSES To estimate the expenses that you paid over the period, first you will need your account balance at the end of the period: 1. Divide your ending account balance by $1,000. For example, if an account balance was $8,600 at the end of the period, the result would be 8.6. 2. In the section of the table below titled "Expenses paid during the period," locate the amount under "actual." Multiply this number by the result from step 1. Your answer is an estimate of the expenses you paid on your account during the period. AUGUST 1, 2004 - JANUARY 31, 2005 <Table> <Caption> ACCOUNT VALUE AT THE ACCOUNT VALUE AT THE EXPENSES PAID FUND'S ANNUALIZED BEGINNING OF THE PERIOD ($) END OF THE PERIOD ($) DURING THE PERIOD ($) EXPENSE RATIO (%) ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL 1,000.00 1,000.00 1,038.11 1,023.95 1.28 1.28 0.25 </Table> Expenses paid during the period are equal to the fund's annualized expense ratio of 0.25%, multiplied by the average account value over the period, then multiplied by the number of days in the fund's most recent fiscal half-year and divided by 365. Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. It is important to note that the expense amounts shown in the table are meant to highlight only ongoing costs of investing in the fund and do not reflect any transactional costs, such as sales charges, redemption or exchange fees. Therefore, the hypothetical examples provided may not help you determine the relative total costs of owning shares of different funds. If these transactional costs were included, your costs would have been higher. 4 <Page> COMPARE WITH OTHER FUNDS Since all mutual fund companies are required to include the same hypothetical calculations about expenses in shareholder reports, you can use this information to compare the ongoing cost of investing in the fund with other funds. To do so, compare the 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. As you compare hypothetical examples of other funds, it is important to note that hypothetical examples are meant to highlight the continuing costs of investing in a fund and do not reflect any transactional costs, such as sales charges or redemption or exchange fees. 5 <Page> CMG SHORT TERM BOND FUND A Portfolio of CMG Fund Trust MANAGEMENT DISCUSSION OF FUND PERFORMANCE CMG Short Term Bond Fund returned 1.36% for the six-month period ended January 31, 2005. The fund outperformed both the Merrill Lynch 1-3 Year Treasury Index and the Merrill Lynch 1-5 Year Government/Corporate Bond Index, which returned 0.58% and 1.22%, respectively, during the period. The fund also outperformed its peer group, the Lipper Short Investment Grade Debt Funds Category, whose average return was 0.94%.(1) The fund's positions in floating-rate securities aided performance during a period of rising short-term interest rates. The most important development during the period was the sustained effort by the Federal Reserve Board (the Fed) to push short-term interest rates higher. On June 30, 2004, the Fed raised the federal funds rate--the overnight lending rate for banks--from 1.00% to 1.25%. It intervened on four subsequent occasions to raise the federal funds rate in one-quarter percentage point increments to 2.25%.(2) In response to these increases, rates on three-month Treasury securities moved one percentage point higher, while two-year yields rose by about six-tenths of a percentage point. These increases helped boost the fund's yield above the very low yield levels that have prevailed for more than a year. Furthermore, because approximately 27% of the portfolio was invested in floating-rate securities, whose coupons are reset as interest rates change, fund performance received an added boost. Our overall response to the Fed's interest rate increases was to employ a barbell strategy that minimized our exposure to intermediate (two- to three-year maturity) bonds. This maturity range was the worst-performing segment of the fixed-income market. By using a combination of floating rate securities and 4 to 5 years securities we were able to partially avoid the 2 to 3 year part of the market. Generally speaking, we made few changes to the fund's sector allocations during the period. Approximately 49% of the fund's assets were devoted to mortgage and asset-backed securities, 36% to corporate obligations with the remainder in Treasuries and a small amount of cash. Now that the economy has produced several quarters of solid, though unexceptional growth, we expect the Fed to continue to push short-term rates higher for at least the first half of 2005. Overall, the economy is expected to grow at a pace of roughly 3.5% for the year, with inflation, as measured by the Consumer Price Index, at about 2.5%. Although we do not view this amount of inflation as particularly worrisome, we have recently added slightly to the portfolio's holdings of TIPS (Treasury Inflation-Protected Securities). We were able to purchase these securities at attractive prices during January, essentially providing a hedge against higher-than-expected inflation. - ---------- (1) Lipper Inc., a widely respected data provider in the industry, calculates an average total return for mutual funds with similar investment objectives as those of the fund. (2) On February 2, 2005 the federal funds rate was increased to 2.50%. 6 <Page> The fund's top ten holdings (as a percentage of net assets) as of January 31, 2005 were (%): <Table> U.S. Treasury Inflation Index Bond, 3.625% 01/15/2008 3.0 SLM Student Loan Trust, 3.416% 01/25/2013 2.9 Federal Home Loan Mortgage, 3.000% 06/15/2009 2.6 KeyCorp Student Loan Trust, 3.010% 10/25/2025 2.4 Countrywide Home Loans, 2.930% 08/25/2018 2.2 Federal Home Loan Mortgage, 4.000% 10/15/2026 2.1 SLM Student Loan Trust, 2.810% 04/25/2017 2.0 United States Treasury Note, 3.500% 11/15/2006 2.0 Residential Asset Securitization Trust, 2.980% 02/25/2034 1.9 Federal Home Loan Mortgage, 4.000% 05/01/2011 1.7 </Table> We appreciate your continued confidence in the CMG Short Term Bond Fund. Leonard A. Aplet has co-managed the CMG Short Term Bond Fund since February 1998 and has been with the advisor or its predecessors or affiliate organizations since 1987. /s/ Leonard A. Aplet Richard R. Cutts has co-managed the fund since November 2000 and has been with the advisor or its predecessors or affiliate organizations since 1994. /s/ Richard R. Cutts Investing in fixed-income securities may involve certain risks, including the credit quality of individual issuers, possible prepayments, market or economic developments and yields and share price fluctuations due to changes in interest rates. When interest rates go up, bond prices typically drop, and vice versa. Holdings are calculated as a percentage of net assets, and are subject to change. Because the fund is actively managed, there is no guarantee the fund will continue to maintain the holdings breakdown listed. The fund's holdings and their weights within the portfolio may change as market conditions change. 7 <Page> [CHART] GROWTH OF A $10,000 INVESTMENT, FEBRUARY 2, 1998 TO JANUARY 31, 2005 <Table> <Caption> MERRILL LYNCH 1-5 YEAR CMG SHORT GOVERNMENT/CORPORATE MERRILL LYNCH 1-3 YEAR TERM BOND FUND BOND INDEX TREASURY INDEX 2/2/1998 $ 10,000 $ 10,000 $ 10,000 2/28/1998 $ 10,005 $ 10,002 $ 10,010 3/31/1998 $ 10,040 $ 10,041 $ 10,051 4/30/1998 $ 10,099 $ 10,088 $ 10,098 5/31/1998 $ 10,168 $ 10,150 $ 10,152 6/30/1998 $ 10,236 $ 10,209 $ 10,205 7/31/1998 $ 10,279 $ 10,255 $ 10,253 8/31/1998 $ 10,425 $ 10,403 $ 10,382 9/30/1998 $ 10,563 $ 10,589 $ 10,519 10/31/1998 $ 10,536 $ 10,623 $ 10,570 11/30/1998 $ 10,561 $ 10,608 $ 10,561 12/31/1998 $ 10,612 $ 10,648 $ 10,598 1/31/1999 $ 10,691 $ 10,701 $ 10,640 2/28/1999 $ 10,608 $ 10,605 $ 10,588 3/31/1999 $ 10,688 $ 10,692 $ 10,661 4/30/1999 $ 10,723 $ 10,727 $ 10,695 5/31/1999 $ 10,687 $ 10,685 $ 10,689 6/30/1999 $ 10,704 $ 10,716 $ 10,722 7/31/1999 $ 10,695 $ 10,728 $ 10,756 8/31/1999 $ 10,705 $ 10,749 $ 10,787 9/30/1999 $ 10,815 $ 10,836 $ 10,858 10/31/1999 $ 10,847 $ 10,861 $ 10,887 11/30/1999 $ 10,875 $ 10,879 $ 10,908 12/31/1999 $ 10,886 $ 10,881 $ 10,923 1/31/2000 $ 10,879 $ 10,857 $ 10,918 2/29/2000 $ 10,956 $ 10,934 $ 10,992 3/31/2000 $ 11,046 $ 11,019 $ 11,060 4/30/2000 $ 11,040 $ 11,027 $ 11,088 5/31/2000 $ 11,075 $ 11,059 $ 11,134 6/30/2000 $ 11,233 $ 11,205 $ 11,250 7/31/2000 $ 11,316 $ 11,284 $ 11,321 8/31/2000 $ 11,431 $ 11,389 $ 11,404 9/30/2000 $ 11,543 $ 11,492 $ 11,487 10/31/2000 $ 11,598 $ 11,544 $ 11,549 11/30/2000 $ 11,743 $ 11,676 $ 11,658 12/31/2000 $ 11,929 $ 11,846 $ 11,797 1/31/2001 $ 12,094 $ 12,017 $ 11,944 2/28/2001 $ 12,197 $ 12,111 $ 12,022 3/31/2001 $ 12,295 $ 12,221 $ 12,122 4/30/2001 $ 12,301 $ 12,229 $ 12,155 5/31/2001 $ 12,386 $ 12,301 $ 12,223 6/30/2001 $ 12,440 $ 12,346 $ 12,264 7/31/2001 $ 12,639 $ 12,544 $ 12,402 8/31/2001 $ 12,734 $ 12,636 $ 12,473 9/30/2001 $ 12,918 $ 12,862 $ 12,679 10/31/2001 $ 13,064 $ 13,013 $ 12,800 11/30/2001 $ 12,973 $ 12,935 $ 12,772 12/31/2001 $ 12,945 $ 12,908 $ 12,777 1/31/2002 $ 13,010 $ 12,946 $ 12,802 2/28/2002 $ 13,080 $ 13,026 $ 12,864 3/31/2002 $ 12,995 $ 12,896 $ 12,776 4/30/2002 $ 13,104 $ 13,074 $ 12,919 5/31/2002 $ 13,205 $ 13,174 $ 12,971 6/30/2002 $ 13,284 $ 13,289 $ 13,080 7/31/2002 $ 13,352 $ 13,459 $ 13,240 8/31/2002 $ 13,464 $ 13,573 $ 13,285 9/30/2002 $ 13,588 $ 13,746 $ 13,395 10/31/2002 $ 13,456 $ 13,744 $ 13,426 11/30/2002 $ 13,452 $ 13,720 $ 13,384 12/31/2002 $ 13,581 $ 13,930 $ 13,511 1/31/2003 $ 13,599 $ 13,937 $ 13,510 2/28/2003 $ 13,699 $ 14,059 $ 13,567 3/31/2003 $ 13,724 $ 14,087 $ 13,591 4/30/2003 $ 13,774 $ 14,151 $ 13,617 5/31/2003 $ 13,888 $ 14,302 $ 13,669 6/30/2003 $ 13,900 $ 14,321 $ 13,689 7/31/2003 $ 13,713 $ 14,136 $ 13,615 8/31/2003 $ 13,743 $ 14,144 $ 13,625 9/30/2003 $ 13,919 $ 14,369 $ 13,749 10/31/2003 $ 13,863 $ 14,282 $ 13,698 11/30/2003 $ 13,866 $ 14,280 $ 13,691 12/31/2003 $ 13,949 $ 14,389 $ 13,770 1/31/2004 $ 14,008 $ 14,442 $ 13,798 2/29/2004 $ 14,082 $ 14,546 $ 13,864 3/31/2004 $ 14,133 $ 14,627 $ 13,907 4/30/2004 $ 14,018 $ 14,399 $ 13,774 5/31/2004 $ 13,997 $ 14,362 $ 13,761 6/30/2004 $ 14,022 $ 14,378 $ 13,760 7/31/2004 $ 14,085 $ 14,461 $ 13,809 8/31/2004 $ 14,184 $ 14,623 $ 13,905 9/30/2004 $ 14,201 $ 14,623 $ 13,892 10/31/2004 $ 14,241 $ 14,690 $ 13,935 11/30/2004 $ 14,212 $ 14,589 $ 13,865 12/31/2004 $ 14,269 $ 14,646 $ 13,895 1/31/2005 $ 14,279 $ 14,641 $ 13,887 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF JANUARY 31, 2005 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR 5-YEAR LIFE CMG Short Term Bond 2/2/98 1.36 1.93 5.58 5.22 Merrill Lynch 1-5 Year Government/Corporate Bond Index 1.22 1.34 6.16 5.60 Merrill Lynch 1-3 Year Treasury Index 0.58 0.67 4.93 4.81 <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR 5-YEAR LIFE CMG Short Term Bond 2/2/98 1.76 2.31 5.56 5.28 Merrill Lynch 1-5 Year Government/Corporate Bond Index 1.85 1.77 6.12 5.68 Merrill Lynch 1-3 Year Treasury Index 0.98 0.91 4.93 4.87 </Table> PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. PLEASE VISIT www.columbiamanagement.com FOR DAILY AND MOST RECENT MONTH-END PERFORMANCE UPDATES. Index performance is from February 2, 1998. The Merrill Lynch 1-5 Year Government/Corporate Index is an unmanaged index that includes all US government debt with at least $100 million face value outstanding, and investment-grade rated corporate debt with at least $100 million face value outstanding, with a maturity between 1-5 years. The Merrill Lynch 1-3 Year Treasury Index is an unmanaged index that measures the return of Treasury notes and bonds with maturities of 1-3 years and a minimum amount outstanding of $1 billion. Unlike the fund, indices are not investments, do not incur fees or expenses and are not professionally managed. It is not possible to invest directly in an index. Securities in the fund may not match those in an index. Performance results reflect any voluntary waivers or reimbursement of fund expenses by the advisor or its affiliates. Absent these waivers or reimbursement arrangements, performance results would have been lower. All results shown assume reinvestment of distributions. The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. 8 <Page> UNDERSTANDING YOUR EXPENSES - CMG SHORT TERM BOND FUND As a fund shareholder, you incur two types of costs. There are transaction costs, which generally include sales charges on purchases and may include redemption or exchange fees. There are also ongoing costs, which generally include investment advisory fees and other fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. ANALYZING YOUR FUND'S EXPENSES To illustrate these ongoing costs, we have provided an example and calculated the expenses paid by investors during the reporting period. The information in the following table is based on an initial investment of $1,000, which is invested at the beginning of the reporting period and held for the entire period. Expense information is calculated two ways and each method provides you with different information. The amount listed in the "actual" column is calculated using the fund's actual operating expenses and total return for the period. The amount listed in the "hypothetical" column assumes that the return each year is 5% before expenses and includes the fund's actual expense ratio. You should not use the hypothetical account values and expenses to estimate either your actual account balance at the end of the period or the expenses you paid during this reporting period. ESTIMATING YOUR ACTUAL EXPENSES To estimate the expenses that you paid over the period, first you will need your account balance at the end of the period: 1. Divide your ending account balance by $1,000. For example, if an account balance was $8,600 at the end of the period, the result would be 8.6. 2. In the section of the table below titled "Expenses paid during the period," locate the amount under "actual." Multiply this number by the result from step 1. Your answer is an estimate of the expenses you paid on your account during the period. AUGUST 1, 2004 - JANUARY 31, 2005 <Table> <Caption> ACCOUNT VALUE AT THE ACCOUNT VALUE AT THE EXPENSES PAID FUND'S ANNUALIZED BEGINNING OF THE PERIOD ($) END OF THE PERIOD ($) DURING THE PERIOD ($) EXPENSE RATIO (%) ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL 1,000.00 1,000.00 1,013.61 1,023.95 1.27 1.28 0.25 </Table> Expenses paid during the period are equal to the fund's annualized expense ratio of 0.25%, multiplied by the average account value over the period, then multiplied by the number of days in the fund's most recent fiscal half-year and divided by 365. Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. It is important to note that the expense amounts shown in the table are meant to highlight only ongoing costs of investing in the fund and do not reflect any transactional costs, such as sales charges, redemption or exchange fees. Therefore, the hypothetical examples provided may not help you determine the relative total costs of owning shares of different funds. If these transactional costs were included, your costs would have been higher. 9 <Page> COMPARE WITH OTHER FUNDS Since all mutual fund companies are required to include the same hypothetical calculations about expenses in shareholder reports, you can use this information to compare the ongoing cost of investing in the fund with other funds. To do so, compare the 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. As you compare hypothetical examples of other funds, it is important to note that hypothetical examples are meant to highlight the continuing costs of investing in a fund and do not reflect any transactional costs, such as sales charges or redemption or exchange fees. 10 <Page> CMG ULTRA SHORT TERM BOND FUND A Portfolio of CMG Fund Trust MANAGEMENT DISCUSSION OF FUND PERFORMANCE CMG Ultra Short Term Bond Fund returned 0.76% for the six-month period ended January 31, 2005. The fund outperformed the return of the Citigroup One-Year U.S. Treasury Bill Index, which was 0.49% for the period. The fund's performance was lower than the Lipper Short Investment Grade Debt Funds Category average, which was 0.94% for the period.(1) We believe our decision to emphasize short-term corporate bonds, in particular floating-rate notes, helped the fund perform better than its benchmark in an environment of sharply rising rates. The past six months have been challenging for the bond markets. In the face of continued economic growth, the Federal Reserve Board continued to raise short-term interest rates, a course of action set into motion in June, 2004. By year-end, the federal funds rate stood at 2.25% compared to a low of 1.0% in the prior reporting period.(2) This activity had a negative impact on the fund's fixed-income holdings because bond yields and prices move in opposite directions. During the period, we emphasized corporate securities, asset-backed securities and mortgage-backed bonds due to their yield advantage over US Treasuries. Even during a period of rising interest rates these sectors outperformed short-term Treasuries and agencies. By the end of the period, approximately 47% of the fund's portfolio was invested in short-term corporate bonds. Asset-backed securities accounted for about 20% and mortgage-backed securities were about 20% of the fund's portfolio. Asset-backed bonds are secured by an issuing corporation's income-producing assets, such as auto, credit card, real estate or equipment loans, while mortgage-backed bonds are secured by a pool of mortgage loans. Both were buoyed by recent economic growth and aided the fund's performance. The fund was insulated to a degree from rising rates because we increased its position in floating-rate notes, which represented almost half of its corporate position at the end of the period. Floating-rate bonds are less affected by changing interest rates because their yields typically adjust quarterly. We are comfortable with the fund's current corporate holdings; however, it has become more challenging to identify value in this sector as yields are only fractionally higher than comparable Treasury yields. The asset-backed and mortgage-backed sectors still appear to offer some value. However, their recent outperformance makes these bonds less attractive. Although floating-rate securities were positive performers during this reporting period, we began reducing their weight in the fund toward the end of the period as part of our strategy to shift the fund's emphasis to longer-maturity bonds with fixed coupons. While it is impossible to predict the timing or extent of future rate increases, we plan to pursue this strategy over the next six months as we expect the federal funds rate to move toward a "neutral" range (generally defined as between 3% and 4%). We also continue to keep a close eye on the economy. Should weaker economic signals emerge, we are prepared to assume a more defensive stance by reducing the portfolio's exposure to corporate securities. - ---------- (1) Lipper Inc., a widely respected data provider in the industry, calculates an average total return for mutual funds with similar investment objectives as those of the fund. Performance as of February 29, 2004 was closest available date to the fund's inception. (2) The federal funds rate was increased to 2.50% on February 2, 2005. 11 <Page> The fund's top ten holdings (as a percentage of net assets) as of January 31, 2005 were (%): <Table> United States Treasury Notes, 2.500% 10/31/2006 3.0 Federal National Mortgage Association, 5.500% 02/15/2020 3.0 Federal National Mortgage Association, 6.000% 09/19/2019 3.0 Federal Home Loan Mortgage Corp., 5.000% 12/01/2019 2.9 Federal National Mortgage Association, 3.250% 06/28/2006 2.9 United States Treasury Notes, 1.630% 04/30/2005 2.5 Countrywide Home Loans, 4.250% 12/19/2007 2.3 SLM, 2.690% 09/15/2006 2.2 Hewlett Packard, 7.150% 06/15/2005 2.2 Household Financial, 7.650% 05/15/2007 2.2 </Table> We appreciate your continued confidence in the CMG Ultra Short Term Bond Fund. Guy C. Holbrook has managed the fund since its inception and has been with the advisor or its predecessors or affiliate organizations since 1998. /s/ Guy C. Holbrook Investing in fixed-income securities may involves certain risks, including the credit quality of individual issuers, possible prepayments, market or economic developments and yields and share price fluctuations due to changes in interest rates. When interest rates go up, bond prices typically drop, and vice versa. Holdings are calculated as a percentage of net assets, and are subject to change. Because the fund is actively managed, there is no guarantee the fund will continue to maintain the holdings breakdown listed. The fund's holdings and their weights within the portfolio may change as market conditions change. 12 <Page> [CHART] GROWTH OF A $10,000 INVESTMENT, MARCH 8, 2004 TO JANUARY 31, 2005 <Table> <Caption> CMG ULTRA SHORT CITIGROUP ONE-YEAR TERM BOND FUND U.S. TREASURY BILL INDEX 3/8/2004 $ 10,000 $ 10,000 3/31/2004 $ 9,999 $ 10,006 4/30/2004 $ 9,977 $ 9,979 5/31/2004 $ 9,972 $ 9,977 6/30/2004 $ 9,972 $ 9,974 7/31/2004 $ 9,991 $ 9,996 8/31/2004 $ 10,015 $ 10,025 9/30/2004 $ 10,021 $ 10,022 10/31/2004 $ 10,046 $ 10,039 11/30/2004 $ 10,042 $ 10,022 12/31/2004 $ 10,079 $ 10,038 1/31/2005 $ 10,068 $ 10,044 </Table> CUMULATIVE TOTAL RETURN AS OF JANUARY 31, 2005 (%) <Table> <Caption> INCEPTION 6-MONTH LIFE CMG Ultra Short Term Bond Fund 3/8/04 0.76 0.68 Citigroup One-Year U.S. Treasury Bill Index 0.49 0.44 </Table> CUMULATIVE TOTAL RETURN AS OF DECEMBER 31, 2004 (%) <Table> <Caption> INCEPTION 6-MONTH LIFE CMG Ultra Short Term Bond Fund 3/8/04 1.07 0.80 Citigroup One-Year U.S. Treasury Bill Index 0.64 0.37 </Table> PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. PLEASE VISIT www.columbiamanagement.com FOR DAILY AND MOST RECENT MONTH-END PERFORMANCE UPDATES. Index performance is from March 8, 2004. The Citigroup One-Year U.S. Treasury Bill Index consists of a single 1-year U.S. Treasury Bill whose return is tracked until its maturity. Unlike the fund, indices are not investments, do not incur fees or expenses and are not professionally managed. It is not possible to invest directly in an index. Securities in the fund may not match those in an index. Performance results reflect any voluntary waivers or reimbursement of fund expenses by the advisor or its affiliates. Absent these waivers or reimbursement arrangements, performance results would have been lower. All results shown assume reinvestment of distributions. The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. 13 <Page> UNDERSTANDING YOUR EXPENSES - CMG ULTRA SHORT TERM BOND FUND As a fund shareholder, you incur two types of costs. There are transaction costs, which generally include sales charges on purchases and may include redemption or exchange fees. There are also ongoing costs, which generally include investment advisory fees and other fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. ANALYZING YOUR FUND'S EXPENSES To illustrate these ongoing costs, we have provided an example and calculated the expenses paid by investors during the reporting period. The information in the following table is based on an initial investment of $1,000, which is invested at the beginning of the reporting period and held for the entire period. Expense information is calculated two ways and each method provides you with different information. The amount listed in the "actual" column is calculated using the fund's actual operating expenses and total return for the period. The amount listed in the "hypothetical" column assumes that the return each year is 5% before expenses and includes the fund's actual expense ratio. You should not use the hypothetical account values and expenses to estimate either your actual account balance at the end of the period or the expenses you paid during this reporting period. ESTIMATING YOUR ACTUAL EXPENSES To estimate the expenses that you paid over the period, first you will need your account balance at the end of the period: 1. Divide your ending account balance by $1,000. For example, if an account balance was $8,600 at the end of the period, the result would be 8.6. 2. In the section of the table below titled "Expenses paid during the period," locate the amount under "actual." Multiply this number by the result from step 1. Your answer is an estimate of the expenses you paid on your account during the period. AUGUST 1, 2004 - JANUARY 31, 2005 <Table> <Caption> ACCOUNT VALUE AT THE ACCOUNT VALUE AT THE EXPENSES PAID FUND'S ANNUALIZED BEGINNING OF THE PERIOD ($) END OF THE PERIOD ($) DURING THE PERIOD ($) EXPENSE RATIO (%) ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL 1,000.00 1,000.00 1,009.58 1,023.95 1.27 1.28 0.25 </Table> Expenses paid during the period are equal to the fund's annualized expense ratio of 0.25%, multiplied by the average account value over the period, then multiplied by the number of days in the fund's most recent fiscal half-year and divided by 365. Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. It is important to note that the expense amounts shown in the table are meant to highlight only ongoing costs of investing in the fund and do not reflect any transactional costs, such as sales charges, redemption or exchange fees. Therefore, the hypothetical examples provided may not help you determine the relative total costs of owning shares of different funds. If these transactional costs were included, your costs would have been higher. 14 <Page> COMPARE WITH OTHER FUNDS Since all mutual fund companies are required to include the same hypothetical calculations about expenses in shareholder reports, you can use this information to compare the ongoing cost of investing in the fund with other funds. To do so, compare the 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. As you compare hypothetical examples of other funds, it is important to note that hypothetical examples are meant to highlight the continuing costs of investing in a fund and do not reflect any transactional costs, such as sales charges or redemption or exchange fees. 15 <Page> CMG HIGH YIELD FUND A Portfolio of CMG Fund Trust MANAGEMENT DISCUSSION OF FUND PERFORMANCE For the six-month period ended January 31, 2005, the CMG High Yield Fund returned 5.60%. That was in line with the Merrill Lynch Intermediate BB Index, which returned 5.65%. It was lower than the average return of the Lipper High Current Yield Funds Category, which was 7.28% for the period.(1) We believe that the fund underperformed relative to its peer group because it emphasized higher quality credits at a time when investors favored lower quality segments of the market. However, we will continue to emphasize quality because it is an important part of our strategy to manage risk over the long term. A strong economy enabled companies in the high-yield universe to improve their cash flows and to reduce their debt. As a result, corporate balance sheets have improved and default rates have continued to decline. The Moody's trailing 12-month issuer-based default rate--a widely monitored indicator of corporate credit quality--is now just 2%, down from 5% at the beginning of 2004 and nearly 11% three years ago. Although the Federal Reserve Board (the Fed) has pushed short-term rates higher, long-term interest rates have actually declined. This favorable development surprised many market observers, which helped explain the strength of the high-yield rally in late 2004. The fund participated in this rally, but it did not have much exposure to the lower quality credits that led the rally. The fund holds very few securities with credit ratings as low as CCC. The CCC index was up 11.85% for the period, far above the 5.65% gain posted by the higher-quality intermediate BB index. The energy and utility industries were strong performers during the period, and the fund added to its holdings in both categories. We purchased bonds issued by the Williams Companies (1.2% of net assets), a well known high-yield issuer. Williams Companies is a natural gas and pipeline company that suffered a severe setback beginning three years ago because of its involvement in the ill-fated power trading business. We are optimistic that these bonds have the potential to return to investment-grade quality. We also purchased AES (0.8% of net assets), an independent power producer that has improved its financial position by selling off non-performing assets. Chemical companies rebounded with the economy in 2004, benefiting fund holdings such as Ethyl and Equistar Chemical (0.5% and 0.6% of net assets, respectively). The fund also owned holdings in several companies that agreed to be acquired during the period. For example, Nextel Communications (1.9% of net assets) agreed to be acquired by Sprint in December. One specific disappointment during the period was Allied Waste (1.5% of net assets), a non-hazardous solid waste management company. Allied had difficulty controlling its expenses and produced several quarters of substandard earnings. Its rating was downgraded to Caal by Moody's in late 2004. We sold a portion of the holding, but the issue remains in the portfolio because we believe that the company has the potential to generate the free cash flow necessary to reduce its debt burden. - ---------- (1) Lipper Inc., a widely respected data provider in the industry, calculates an average total return for mutual funds with similar investment objectives as those of the fund. 16 <Page> Looking ahead, we believe that the fund is well-positioned with its emphasis on higher quality high-yield bonds. With the current yield advantage of lower quality bonds close to a historical low, investors no longer enjoy a significant yield premium for delving into riskier areas of the market. As a result, we continue to seek higher quality companies with improving business prospects. As the yield spread between lower quality and higher quality bonds narrows, we believe these types of companies have the potential to perform well for the fund. The fund's top ten issuers (as a percentage of net assets) as of January 31, 2005 were (%): <Table> Teekay Shipping 2.1 Peabody Energy 2.1 Cott Beverages 2.1 Chesapeake Energy 2.0 Royal Caribbean Cruises 2.0 Echostar DBS 2.0 DirecTV Holdings 1.9 Station Casinos 1.9 L-3 Communications 1.9 Nextel Communications 1.9 </Table> We appreciate your continued confidence in the CMG High Yield Fund. Jeffrey L. Rippey has managed or co-managed the CMG High Yield Fund since its inception in 1994 and has been with the advisor or its predecessors or affiliate organizations since 1981. /s/ Jeffrey L. Rippey Kurt M. Havnaer has co-managed the fund since February 2000. He has been with the advisor or its predecessors or affiliate organizations since 1996. /s/ Kurt M. Havnaer Investing in fixed-income securities may involves certain risks, including the credit quality of individual issuers, possible prepayments, market or economic developments and yields and share price fluctuations due to changes in interest rates. When interest rates go up, bond prices typically drop, and vice versa. Investing in high yield securities (commonly known as "junk bonds") offers the potential for high current income and attractive total return, but involves certain risks. Changes in economic conditions or other circumstances may adversely affect a junk bond issuer's ability to make principal and interest payments. Rising interest rates tend to lower the value of all bonds. Holdings are calculated as a percentage of net assets, and are subject to change. Because the fund is actively managed, there is no guarantee the fund will continue to maintain the holdings breakdown listed. The fund's holdings and their weights within the portfolio may change as market conditions change. 17 <Page> [CHART] GROWTH OF A $10,000 INVESTMENT, FEBRUARY 1, 1995 TO JANUARY 31, 2005 <Table> <Caption> MERRILL LYNCH MERRILL LYNCH U.S. HIGH CMG HIGH YIELD FUND INTERMEDIATE BB INDEX YIELD, CASH PAY INDEX 2/1/1995 $ 10,000 $ 10,000 $ 10,000 02/28/1995 $ 10,301 $ 10,273 $ 10,312 03/31/1995 $ 10,389 $ 10,394 $ 10,455 04/30/1995 $ 10,618 $ 10,589 $ 10,700 05/31/1995 $ 10,891 $ 10,926 $ 11,034 06/30/1995 $ 10,984 $ 11,024 $ 11,118 07/31/1995 $ 11,126 $ 11,075 $ 11,244 08/31/1995 $ 11,155 $ 11,161 $ 11,313 09/30/1995 $ 11,317 $ 11,283 $ 11,442 10/31/1995 $ 11,487 $ 11,392 $ 11,523 11/30/1995 $ 11,621 $ 11,547 $ 11,636 12/31/1995 $ 11,816 $ 11,713 $ 11,823 01/31/1996 $ 11,990 $ 11,877 $ 12,010 02/29/1996 $ 12,054 $ 11,840 $ 12,028 03/31/1996 $ 11,901 $ 11,763 $ 11,996 04/30/1996 $ 11,878 $ 11,710 $ 12,002 05/31/1996 $ 11,893 $ 11,742 $ 12,088 06/30/1996 $ 11,910 $ 11,853 $ 12,161 07/31/1996 $ 12,010 $ 11,919 $ 12,243 08/31/1996 $ 12,237 $ 12,015 $ 12,370 09/30/1996 $ 12,453 $ 12,219 $ 12,636 10/31/1996 $ 12,591 $ 12,411 $ 12,775 11/30/1996 $ 12,874 $ 12,653 $ 13,033 12/31/1996 $ 12,962 $ 12,675 $ 13,133 01/31/1997 $ 13,065 $ 12,779 $ 13,234 02/28/1997 $ 13,240 $ 12,914 $ 13,419 03/31/1997 $ 13,043 $ 12,793 $ 13,270 04/30/1997 $ 13,171 $ 12,931 $ 13,422 05/31/1997 $ 13,507 $ 13,138 $ 13,693 06/30/1997 $ 13,673 $ 13,322 $ 13,901 07/31/1997 $ 14,042 $ 13,642 $ 14,235 08/31/1997 $ 14,020 $ 13,599 $ 14,210 09/30/1997 $ 14,221 $ 13,794 $ 14,446 10/31/1997 $ 14,213 $ 13,879 $ 14,542 11/30/1997 $ 14,365 $ 13,969 $ 14,680 12/31/1997 $ 14,533 $ 14,098 $ 14,819 01/31/1998 $ 14,779 $ 14,270 $ 15,040 02/28/1998 $ 14,854 $ 14,301 $ 15,102 03/31/1998 $ 14,943 $ 14,380 $ 15,232 04/30/1998 $ 14,998 $ 14,471 $ 15,303 05/31/1998 $ 15,078 $ 14,585 $ 15,410 06/30/1998 $ 15,188 $ 14,683 $ 15,487 07/31/1998 $ 15,379 $ 14,778 $ 15,576 08/31/1998 $ 14,861 $ 14,468 $ 14,903 09/30/1998 $ 15,149 $ 14,735 $ 14,932 10/31/1998 $ 15,066 $ 14,570 $ 14,688 11/30/1998 $ 15,580 $ 14,885 $ 15,356 12/31/1998 $ 15,597 $ 14,989 $ 15,360 01/31/1999 $ 15,775 $ 15,087 $ 15,513 02/28/1999 $ 15,690 $ 15,017 $ 15,395 03/31/1999 $ 15,832 $ 15,175 $ 15,527 04/30/1999 $ 15,954 $ 15,339 $ 15,769 05/31/1999 $ 15,772 $ 15,184 $ 15,660 06/30/1999 $ 15,742 $ 15,175 $ 15,631 07/31/1999 $ 15,750 $ 15,208 $ 15,654 08/31/1999 $ 15,613 $ 15,144 $ 15,494 09/30/1999 $ 15,615 $ 15,205 $ 15,436 10/31/1999 $ 15,638 $ 15,135 $ 15,345 11/30/1999 $ 15,878 $ 15,279 $ 15,519 12/31/1999 $ 15,971 $ 15,363 $ 15,600 01/31/2000 $ 15,899 $ 15,289 $ 15,522 02/29/2000 $ 15,934 $ 15,266 $ 15,536 03/31/2000 $ 15,829 $ 15,164 $ 15,319 04/30/2000 $ 15,942 $ 15,144 $ 15,323 05/31/2000 $ 15,926 $ 15,031 $ 15,155 06/30/2000 $ 16,289 $ 15,361 $ 15,414 07/31/2000 $ 16,427 $ 15,547 $ 15,525 08/31/2000 $ 16,728 $ 15,769 $ 15,714 09/30/2000 $ 16,709 $ 15,679 $ 15,623 10/31/2000 $ 16,576 $ 15,357 $ 15,165 11/30/2000 $ 16,359 $ 15,335 $ 14,691 12/31/2000 $ 16,826 $ 15,629 $ 15,009 01/31/2001 $ 17,476 $ 16,245 $ 15,904 02/28/2001 $ 17,637 $ 16,491 $ 16,155 03/31/2001 $ 17,541 $ 16,627 $ 15,942 04/30/2001 $ 17,499 $ 16,739 $ 15,768 05/31/2001 $ 17,587 $ 17,013 $ 16,071 06/30/2001 $ 17,358 $ 16,889 $ 15,740 07/31/2001 $ 17,525 $ 17,180 $ 15,984 08/31/2001 $ 17,797 $ 17,375 $ 16,139 09/30/2001 $ 17,062 $ 16,508 $ 15,104 10/31/2001 $ 17,723 $ 16,911 $ 15,548 11/30/2001 $ 18,236 $ 17,346 $ 16,054 12/31/2001 $ 18,057 $ 17,191 $ 15,940 01/31/2002 $ 18,182 $ 17,185 $ 16,029 02/28/2002 $ 18,031 $ 17,071 $ 15,875 03/31/2002 $ 18,265 $ 17,430 $ 16,253 04/30/2002 $ 18,406 $ 17,757 $ 16,511 05/31/2002 $ 18,371 $ 17,775 $ 16,422 06/30/2002 $ 17,891 $ 16,435 $ 15,255 07/31/2002 $ 17,600 $ 15,768 $ 14,648 08/31/2002 $ 17,932 $ 16,066 $ 15,014 09/30/2002 $ 17,848 $ 16,001 $ 14,774 10/31/2002 $ 17,830 $ 15,968 $ 14,649 11/30/2002 $ 18,419 $ 16,551 $ 15,523 12/31/2002 $ 18,562 $ 16,781 $ 15,758 01/31/2003 $ 18,755 $ 17,086 $ 16,212 02/28/2003 $ 18,947 $ 17,231 $ 16,421 03/31/2003 $ 19,284 $ 17,441 $ 16,847 04/30/2003 $ 19,772 $ 18,043 $ 17,794 05/31/2003 $ 19,797 $ 18,197 $ 17,986 06/30/2003 $ 20,067 $ 18,548 $ 18,477 07/31/2003 $ 19,732 $ 18,236 $ 18,213 08/31/2003 $ 19,876 $ 18,371 $ 18,451 09/30/2003 $ 20,319 $ 18,854 $ 18,944 10/31/2003 $ 20,544 $ 19,128 $ 19,330 11/30/2003 $ 20,713 $ 19,342 $ 19,597 12/31/2003 $ 20,957 $ 19,634 $ 20,052 01/31/2004 $ 21,156 $ 19,850 $ 20,364 02/29/2004 $ 21,249 $ 19,987 $ 20,356 03/31/2004 $ 21,479 $ 20,229 $ 20,499 04/30/2004 $ 21,283 $ 19,921 $ 20,351 05/31/2004 $ 20,868 $ 19,640 $ 20,026 06/30/2004 $ 21,094 $ 19,854 $ 20,318 07/31/2004 $ 21,427 $ 20,146 $ 20,596 08/31/2004 $ 21,856 $ 20,513 $ 20,969 09/30/2004 $ 22,194 $ 20,759 $ 21,261 10/31/2004 $ 22,505 $ 21,035 $ 21,664 11/30/2004 $ 22,550 $ 21,067 $ 21,883 12/31/2004 $ 22,645 $ 21,271 $ 22,209 01/31/2005 $ 22,643 $ 21,295 $ 22,188 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF JANUARY 31, 2005 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR 5-YEAR 10-YEAR CMG High Yield Fund 7/6/94 5.60 6.95 7.32 8.52 Merrill Lynch Intermediate BB Index 5.65 7.25 6.85 7.85 Merrill Lynch U.S. High Yield, Cash Pay Index 7.74 8.98 7.41 8.30 </Table> AVERAGE ANNUAL TOTAL RETURN AS OF DECEMBER 31, 2004 (%) <Table> <Caption> 6-MONTH INCEPTION (CUMULATIVE) 1-YEAR 5-YEAR 10-YEAR CMG High Yield Fund 7/6/94 7.36 8.05 7.24 8.68 Merrill Lynch Intermediate BB Index 7.14 8.33 6.73 8.02 Merrill Lynch U.S. High Yield, Cash Pay Index 9.31 10.76 7.32 8.46 </Table> PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE AND CURRENT PERFORMANCE MAY BE LOWER OR HIGHER. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THE ORIGINAL COST. PLEASE VISIT www.columbiamanagement.com FOR DAILY AND MOST RECENT MONTH-END PERFORMANCE UPDATES. The Merrill Lynch Intermediate BB Index is a market-weighted index, consisting of BB cash pay bonds, which are US dollar denominated bonds issued in the US domestic market with maturities between 1 and 10 years. The Merrill Lynch U.S. High Yield, Cash Pay Index is an unmanaged index that tracks the performance of non-investment-grade corporate bonds. Unlike the fund, indices are not investments, do not incur fees or expenses and are not professionally managed. It is not possible to invest directly in an index. Securities in the fund may not match those in an index. Performance results reflect any voluntary waivers or reimbursement of fund expenses by the advisor or its affiliates. Absent these waivers or reimbursement arrangements, performance results would have been lower. All results shown assume reinvestment of distributions. The graph and table do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. 18 <Page> UNDERSTANDING YOUR EXPENSES - CMG HIGH YIELD FUND As a fund shareholder, you incur two types of costs. There are transaction costs, which generally include sales charges on purchases and may include redemption or exchange fees. There are also ongoing costs, which generally include investment advisory fees and other fund expenses. The information on this page is intended to help you understand your ongoing costs of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. ANALYZING YOUR FUND'S EXPENSES To illustrate these ongoing costs, we have provided an example and calculated the expenses paid by investors during the reporting period. The information in the following table is based on an initial investment of $1,000, which is invested at the beginning of the reporting period and held for the entire period. Expense information is calculated two ways and each method provides you with different information. The amount listed in the "actual" column is calculated using the fund's actual operating expenses and total return for the period. The amount listed in the "hypothetical" column assumes that the return each year is 5% before expenses and includes the fund's actual expense ratio. You should not use the hypothetical account values and expenses to estimate either your actual account balance at the end of the period or the expenses you paid during this reporting period. ESTIMATING YOUR ACTUAL EXPENSES To estimate the expenses that you paid over the period, first you will need your account balance at the end of the period: 1. Divide your ending account balance by $1,000. For example, if an account balance was $8,600 at the end of the period, the result would be 8.6. 2. In the section of the table below titled "Expenses paid during the period," locate the amount under "actual." Multiply this number by the result from step 1. Your answer is an estimate of the expenses you paid on your account during the period. AUGUST 1, 2004 - JANUARY 31, 2005 <Table> <Caption> ACCOUNT VALUE AT THE ACCOUNT VALUE AT THE EXPENSES PAID FUND'S ANNUALIZED BEGINNING OF THE PERIOD ($) END OF THE PERIOD ($) DURING THE PERIOD ($) EXPENSE RATIO (%) ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL ACTUAL HYPOTHETICAL 1,000.00 1,000.00 1,056.01 1,023.19 2.07 2.04 0.40 </Table> Expenses paid during the period are equal to the fund's annualized expense ratio of 0.40%, multiplied by the average account value over the period, then multiplied by the number of days in the fund's most recent fiscal half-year and divided by 365. Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. It is important to note that the expense amounts shown in the table are meant to highlight only ongoing costs of investing in the fund and do not reflect any transactional costs, such as sales charges, redemption or exchange fees. Therefore, the hypothetical examples provided may not help you determine the relative total costs of owning shares of different funds. If these transactional costs were included, your costs would have been higher. 19 <Page> COMPARE WITH OTHER FUNDS Since all mutual fund companies are required to include the same hypothetical calculations about expenses in shareholder reports, you can use this information to compare the ongoing cost of investing in the fund with other funds. To do so, compare the 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. As you compare hypothetical examples of other funds, it is important to note that hypothetical examples are meant to highlight the continuing costs of investing in a fund and do not reflect any transactional costs, such as sales charges or redemption or exchange fees. 20 <Page> CMG CORE BOND FUND A Portfolio of CMG Fund Trust FINANCIAL HIGHLIGHTS (For a Fund Share Outstanding Throughout Each Period) <Table> <Caption> (UNAUDITED) SIX MONTHS YEAR PERIOD PERIOD ENDED ENDED ENDED YEAR ENDED OCTOBER 31, ENDED JANUARY 31, JULY 31, JULY 31, ----------------------- OCTOBER 31, 2005 2004 2003 (a) 2002 2001 2000 (b) ----------- -------- -------- -------- -------- ----------- NET ASSET VALUE, BEGINNING OF PERIOD $ 10.36 $ 10.38 $ 10.52 $ 10.83 $ 10.02 $ 10.00 ----------- -------- -------- -------- -------- ----------- INCOME FROM INVESTMENT OPERATIONS: Net investment income 0.20(c) 0.37(c) 0.31(c) 0.56(c)(d) 0.65 0.11 Net realized and unrealized gain (loss) on investments and futures contracts 0.19 0.11 (0.12) (0.15)(d) 0.81 0.02 ----------- -------- -------- -------- -------- ----------- Total from investment operations 0.39 0.48 0.19 0.41 1.46 0.13 ----------- -------- -------- -------- -------- ----------- LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net investment income (0.22) (0.41) (0.33) (0.58) (0.65) (0.11) From net realized gains - (0.09) - (0.14) -(e) - ----------- -------- -------- -------- -------- ----------- Total distributions (0.22) (0.50) (0.33) (0.72) (0.65) (0.11) ----------- -------- -------- -------- -------- ----------- NET ASSET VALUE, END OF PERIOD $ 10.53 $ 10.36 $ 10.38 $ 10.52 $ 10.83 $ 10.02 =========== ======== ======== ======== ======== =========== TOTAL RETURN (f)(g) 3.81%(h) 4.67% 1.76%(h) 3.97% 15.01% 1.31%(h) RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 77,813 $ 32,810 $ 30,512 $ 27,412 $ 28,774 $ 10,866 Ratio of net expenses to average net assets (i) 0.25%(j) 0.35% 0.40%(j) 0.40% 0.40% 0.40%(j) Ratio of investment income to average net assets (i) 3.84%(j) 3.54% 3.95%(j) 5.34%(d) 6.14% 6.57%(j) Waiver/reimbursement 0.10%(j) 0.25% 0.29%(j) 0.16% 0.25% 1.06%(j) Portfolio turnover rate 35%(h) 231% 181%(h) 147% 140% 103%(h) </Table> (a) The Fund changed its fiscal year end from October 31 to July 31. (b) The Fund commenced investment operations on September 1, 2000. Per share data, total return and portfolio turnover rate reflect activity from that date. (c) Per share data was calculated using average shares outstanding during the period. (d) Effective November 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium and accreting discount on all debt securities. The effect of this change for the year ended October 31, 2002, was to decrease net investment income per share by $0.02, decrease net realized and unrealized loss per share data by $0.02 and decrease the ratio of net investment income to average net assets from 5.53% to 5.34%. Per share data and ratios for periods prior to October 31, 2002 have not been restated to reflect this change in presentation. (e) Rounds to less than $0.01 per share. (f) Total return at net asset value assuming all distributions reinvested. (g) Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. (h) Not annualized. (i) The benefits derived from custody credits and directed brokerage arrangements, if applicable, had an impact of less than 0.01%. (j) Annualized. See Accompanying Notes to Financial Statements. 21 <Page> CMG SHORT TERM BOND FUND A Portfolio of CMG Fund Trust FINANCIAL HIGHLIGHTS (For a Fund Share Outstanding Throughout Each Period) <Table> <Caption> (UNAUDITED) SIX MONTHS PERIOD ENDED YEAR ENDED ENDED JANUARY 31, JULY 31, JULY 31, 2005 2004 2003 (a) ----------- ---------- --------- NET ASSET VALUE, BEGINNING OF PERIOD $ 11.95 $ 12.01 $ 12.15 ----------- ---------- --------- INCOME FROM INVESTMENT OPERATIONS: Net investment income 0.19(b) 0.35(b) 0.34(b) Net realized and unrealized gain (loss) on investments (0.03) (0.03) (0.11) ----------- ---------- --------- Total from investment operations 0.16 0.32 0.23 ----------- ---------- --------- LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net investment income (0.21) (0.38) (0.37) From net realized gains - - - ----------- ---------- --------- Total distributions (0.21) (0.38) (0.37) ----------- ---------- --------- NET ASSET VALUE, END OF PERIOD $ 11.90 $ 11.95 $ 12.01 =========== ========== ========= TOTAL RETURN (e)(f) 1.36%(g) 2.72% 1.91%(g) RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 109,088 $ 119,125 $ 113,193 Ratio of net expenses to average net assets (h) 0.25%(i) 0.25% 0.25%(i) Ratio of interest expense to average net assets - - -(i)(j) Ratio of net investment income to average net assets (h) 3.12%(i) 2.91% 3.79%(i) Waiver/reimbursement 0.04%(i) 0.10% 0.08%(i) Portfolio turnover rate 22%(g) 79% 93%(g) <Caption> YEAR ENDED OCTOBER 31, ----------------------------------------------------- 2002 2001 2000 1999 --------- --------- --------- --------- NET ASSET VALUE, BEGINNING OF PERIOD $ 12.41 $ 11.73 $ 11.72 $ 12.09 --------- --------- --------- --------- INCOME FROM INVESTMENT OPERATIONS: Net investment income 0.59(b)(c) 0.76 0.77 0.72 Net realized and unrealized gain (loss) on investments (0.22)(c) 0.68 0.01 (0.37) --------- --------- --------- --------- Total from investment operations 0.37 1.44 0.78 0.35 --------- --------- --------- --------- LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net investment income (0.63) (0.76) (0.77) (0.72) From net realized gains - - - -(d) --------- --------- --------- --------- Total distributions (0.63) (0.76) (0.77) (0.72) --------- --------- --------- --------- NET ASSET VALUE, END OF PERIOD $ 12.15 $ 12.41 $ 11.73 $ 11.72 ========= ========= ========= ========= TOTAL RETURN (e)(f) 3.12% 12.62% 6.92% 2.96% RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 140,757 $ 89,791 $ 82,809 $ 144,821 Ratio of net expenses to average net assets (h) 0.25% 0.25% 0.25% 0.25% Ratio of interest expense to average net assets - - - - Ratio of net investment income to average net assets (h) 4.73%(c) 6.27% 6.56% 6.22% Waiver/reimbursement 0.05% 0.08% 0.08% 0.07% Portfolio turnover rate 132% 82% 86% 128% </Table> (a) The Fund changed its fiscal year end from October 31 to July 31. (b) Per share data was calculated using average shares outstanding during the period. (c) Effective November 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium and accreting discount on all debt securities. The effect of this change for the period ended October 31, 2002, was to decrease net investment income per share by $0.04, decrease net realized and unrealized loss per share by $0.04 and decrease the ratio of net investment income to average net assets from 5.08% to 4.73%. Per share data and ratios for periods prior to October 31, 2002 have not been restated to reflect this change in presentation. (d) Rounds to less than $0.01 per share. (e) Total return at net asset value assuming all distributions reinvested. (f) Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. (g) Not annualized. (h) The benefits derived from custody credits and directed brokerage agreements, if applicable, had an impact of less than 0.01%. (i) Annualized. (j) Rounds to less than 0.01%. See Accompanying Notes to Financial Statements. 22 <Page> CMG ULTRA SHORT TERM BOND FUND A Portfolio of CMG Fund Trust FINANCIAL HIGHLIGHTS (For a Fund Share Outstanding Throughout Each Period) <Table> <Caption> (UNAUDITED) SIX MONTHS PERIOD ENDED ENDED JANUARY 31, JULY 31, 2005 2004 (a) ----------- -------- NET ASSET VALUE, BEGINNING OF PERIOD $ 9.88 $ 10.00 ----------- -------- INCOME FROM INVESTMENT OPERATIONS: Net investment income (b) 0.09 0.07 Net realized and unrealized loss on investments (0.02) (0.08) ----------- -------- Total from investment operations 0.07 (0.01) ----------- -------- LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net investment income (0.19) (0.11) ----------- -------- NET ASSET VALUE, END OF PERIOD $ 9.76 $ 9.88 =========== ======== TOTAL RETURN (c)(d)(e) 0.76% (0.08)% RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 68,783 $ 67,235 Ratio of net expenses to average net assets (f) 0.25% 0.25% Ratio of net investment income to average net assets (f) 1.85% 1.69% Waiver/reimbursement (f) 0.08% 0.22% Portfolio turnover rate (e) 47% 12% </Table> (a) The Fund commenced investment operations on March 8, 2004. Per share data, total return and portfolio turnover reflect activity from that date. (b) Per share data was calculated using average shares outstanding during the period. (c) Total return at net asset value assuming all distributions reinvested. (d) Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. (e) Not annualized. (f) Annualized. See Accompanying Notes to Financial Statements. 23 <Page> CMG HIGH YIELD FUND A Portfolio of CMG Fund Trust FINANCIAL HIGHLIGHTS (For a Fund Share Outstanding Throughout Each Period) <Table> <Caption> (UNAUDITED) SIX MONTHS YEAR PERIOD ENDED ENDED ENDED JANUARY 31, JULY 31, JULY 31, 2005 2004 2003 (a) ----------- ---------- --------- NET ASSET VALUE, BEGINNING OF PERIOD $ 8.00 $ 7.90 $ 7.55 ----------- ---------- --------- INCOME FROM INVESTMENT OPERATIONS: Net investment income 0.26(c) 0.53(c) 0.43(c) Net realized and unrealized gain (loss) on investments 0.19 0.14 0.37 ----------- ---------- --------- Total from investment operations 0.45 0.67 0.80 ----------- ---------- --------- LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net investment income (0.28) (0.57) (0.45) From net realized gains - - - ----------- ---------- --------- Total distributions declared to shareholders (0.28) (0.57) (0.45) ----------- ---------- --------- NET ASSET VALUE, END OF PERIOD $ 8.17 $ 8.00 $ 7.90 =========== ========== ========= TOTAL RETURN (f) 5.60%(g)(h) 8.60%(g) 10.67%(g)(h) RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 352,203 $ 382,157 $ 429,042 Ratio of net expenses to average net assets (i) 0.40%(j) 0.40% 0.42%(j) Ratio of investment income to average net assets (i) 6.25%(j) 6.64% 7.32%(j) Waiver/reimbursement 0.02%(j) 0.02% 0.01%(j) Portfolio turnover rate 21%(h) 47% 47%(h) <Caption> YEAR ENDED OCTOBER 31, ----------------------------------------------------- 2002 2001 2000 1999 (b) --------- --------- --------- --------- NET ASSET VALUE, BEGINNING OF PERIOD $ 8.14 $ 8.30 $ 8.54 $ 8.95 --------- --------- --------- --------- INCOME FROM INVESTMENT OPERATIONS: Net investment income 0.64(c)(d) 0.72 0.73 0.74 Net realized and unrealized gain (loss) on investments (0.58)(d) (0.16) (0.24) (0.41) --------- --------- --------- --------- Total from investment operations 0.06 0.56 0.49 0.33 --------- --------- --------- --------- LESS DISTRIBUTIONS DECLARED TO SHAREHOLDERS: From net investment income (0.65) (0.72) (0.73) (0.74) From net realized gains - - - -(e) --------- --------- --------- --------- Total distributions declared to shareholders (0.65) (0.72) (0.73) (0.74) --------- --------- --------- --------- NET ASSET VALUE, END OF PERIOD $ 7.55 $ 8.14 $ 8.30 $ 8.54 ========= ========= ========= ========= TOTAL RETURN (f) 0.60% 6.92% 6.01% 3.75% RATIOS/SUPPLEMENTAL DATA: Net assets, end of period (000's) $ 286,228 $ 348,979 $ 319,985 $ 271,551 Ratio of net expenses to average net assets (i) 0.42% 0.44% 0.43% 0.43% Ratio of investment income to average net assets (i) 7.98%(d) 8.63% 8.70% 8.39% Waiver/reimbursement - - - - Portfolio turnover rate 62% 59% 56% 62% </Table> (a) The Fund changed its fiscal year end from October 31 to July 31. (b) Per share amounts have been adjusted to retroactively reflect a 4 for 1 share split effective September 1, 1999. (c) Per share data was calculated using average shares outstanding during the period. (d) Effective November 1, 2001, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium and accreting discount on all debt securities. The effect of this change for the year ended October 31, 2002, was to decrease net investment income per share by $0.01, decrease net realized and unrealized loss per share data by $0.01 and decrease the ratio of net investment income to average net assets from 8.11% to 7.98%. Per share data and ratios for periods prior to October 31, 2002 have not been restated to reflect this change in presentation. (e) Rounds to less than $0.01 per share. (f) Total return at net asset value assuming all distributions reinvested. (g) Had the Investment Advisor not reimbursed a portion of expenses, total return would have been reduced. (h) Not annualized. (i) The benefits derived from custody credits and directed brokerage arrangements, if applicable, had an impact of less than 0.01%. (j) Annualized. See Accompanying Notes to Financial Statements. 24 <Page> CMG CORE BOND FUND A Portfolio of CMG Fund Trust SCHEDULE OF INVESTMENTS January 31, 2005 (Unaudited) <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (30.9%) Basic Materials (0.9%) Forest Products & Paper (0.5%) International Paper Co. 4.250% 01/15/09 $ 350,000 $ 351,260 --------------- Metal & Mining (0.4%) Alcan, Inc. 7.250% 03/15/31 275,000 342,532 --------------- 693,792 --------------- Communications (3.8%) Media (1.2%) Cox Communications, Inc. 7.875% 08/15/09 125,000 141,035 Jones Intercable, Inc. 7.625% 04/15/08 375,000 412,466 Time Warner, Inc. 6.625% 05/15/29 375,000 412,305 --------------- 965,806 --------------- Telecommunications (2.6%) AT&T Wireless Services, Inc. 8.750% 03/01/31 275,000 377,655 Deutsche Telekom International Finance BV 8.500% 06/15/10 325,000 385,811 Sprint Capital Corp. 6.875% 11/15/28 200,000 223,590 Verizon Global Funding Corp. 7.250% 12/01/10 500,000 569,995 Vodafone Group PLC 7.750% 02/15/10 375,000 433,331 --------------- 1,990,382 --------------- 2,956,188 --------------- Consumer Cyclical (2.8%) Auto Manufacturers (1.7%) DaimlerChrysler N.A. Holdings Corp. 8.500% 01/18/31 215,000 275,342 Ford Motor Credit Co. 7.375% 10/28/09 550,000 587,202 General Motors Acceptance Corp. 7.750% 01/19/10 450,000 473,292 --------------- 1,335,836 --------------- Housewares (0.5%) Newell Rubbermaid, Inc. 4.000% 05/01/10 385,000 376,052 --------------- Retail (0.6%) Lowe's Companies, Inc. 6.500% 03/15/29 175,000 203,611 </Table> See Accompanying Notes to Financial Statements. 25 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Retail (continued) Wal-Mart Stores, Inc. 4.000% 01/15/10 $ 300,000 $ 298,914 --------------- 502,525 --------------- 2,214,413 --------------- Consumer Non-Cyclical (3.7%) Beverages (1.0%) Anheuser-Busch Companies, Inc. 5.750% 04/01/10 50,000 53,704 Diageo Capital PLC 3.375% 03/20/08 250,000 246,362 Pepsi Americas, Inc. 3.875% 09/12/07 475,000 475,252 --------------- 775,318 --------------- Commercial Services (0.1%) Deluxe Corp. 3.500% 10/01/07 125,000 122,917 --------------- Food (1.2%) General Mills, Inc. 2.625% 10/24/06 400,000 392,980 Kroger Co. 6.200% 06/15/12 335,000 366,011 Safeway, Inc. 4.950% 08/16/10 170,000 172,295 --------------- 931,286 --------------- Healthcare Services (1.1%) Anthem, Inc. 6.800% 08/01/12 100,000 113,557 UnitedHealth Group, Inc. 3.375% 08/15/07 400,000 395,432 WellPoint Health Network 6.375% 01/15/12 300,000 331,968 --------------- 840,957 --------------- Household Products/Wares (0.3%) Fortune Brands, Inc. 2.875% 12/01/06 225,000 222,163 --------------- 2,892,641 --------------- Energy (1.9%) Oil & Gas (1.4%) ChevronTexaco Capital Co. 3.500% 09/17/07 200,000 199,488 Devon Energy Corp. 7.950% 04/15/32 175,000 229,624 Marathon Oil Corp. 6.800% 03/15/32 350,000 403,253 Occidental Petroleum Corp. 4.250% 03/15/10 225,000 224,773 --------------- 1,057,138 --------------- </Table> See Accompanying Notes to Financial Statements. 26 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Pipelines (0.5%) Kinder Morgan Energy Partners 7.300% 08/15/33 $ 350,000 $ 417,700 --------------- 1,474,838 --------------- Financials (12.4%) Banks (2.9%) Marshall & Ilsley Corp. 4.375% 08/01/09 400,000 402,684 U.S. Bank N.A. Minnesota 6.375% 08/01/11 375,000 417,836 Wachovia Corp. 4.875% 02/15/14 700,000 704,424 Wells Fargo Financial, Inc. 5.900% 05/21/06 700,000 721,644 --------------- 2,246,588 --------------- Diversified Financial Services (6.9%) American Express Credit Corp. 3.000% 05/16/08 700,000 683,130 American General Finance Corp. 5.375% 09/01/09 50,000 52,313 Bear Stearns Co., Inc. 6.500% 05/01/06 200,000 207,298 Capital One Bank 4.875% 05/15/08 200,000 204,954 CIT Group, Inc. 4.125% 02/21/06 150,000 151,091 Citigroup, Inc. 5.000% 09/15/14 430,000 434,635 Countrywide Home Loans 2.875% 02/15/07 425,000 417,112 Goldman Sachs Group, Inc. 6.345% 02/15/34 325,000 347,737 HSBC Finance Corp. 6.400% 06/17/08 455,000 488,629 JPMorgan Chase & Co. 5.750% 01/02/13 600,000 639,666 Lehman Brothers Holdings, Inc. 4.000% 01/22/08 225,000 225,866 Merrill Lynch & Co., Inc. 4.125% 01/15/09 400,000 398,460 Morgan Stanley & Co. 4.750% 04/01/14 400,000 393,340 Pitney Bowes Credit Corp. 5.750% 08/15/08 225,000 238,754 SLM Corp. 5.125% 08/27/12 425,000 439,722 --------------- 5,322,707 --------------- </Table> See Accompanying Notes to Financial Statements. 27 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Insurance (1.2%) Allstate Financial Global Funding II 2.625% 10/22/06 (a) $ 150,000 $ 147,621 American International Group, Inc. 2.875% 05/15/08 625,000 605,013 Genworth Financial, Inc. 4.750% 06/15/09 200,000 204,648 --------------- 957,282 --------------- Investment Companies (0.5%) Credit Suisse First Boston USA, Inc. 4.625% 01/15/08 400,000 407,756 --------------- Real Estate Investment Trusts (0.4%) Health Care Property Investors, Inc. 6.875% 06/08/05 125,000 126,585 6.450% 06/25/12 175,000 192,355 --------------- 318,940 --------------- Savings & Loans (0.5%) Washington Mutual, Inc. 4.200% 01/15/10 400,000 397,860 --------------- 9,651,133 --------------- Industrials (3.9%) Aerospace & Defense (0.7%) Boeing Co. 6.125% 02/15/33 175,000 194,807 Lockheed Martin Corp. 8.500% 12/01/29 160,000 223,963 United Technologies Corp. 7.125% 11/15/10 100,000 114,375 --------------- 533,145 --------------- Environmental Control (0.5%) Waste Management, Inc. 7.375% 08/01/10 325,000 371,056 --------------- Machinery (0.7%) Caterpillar Financial Services Corp. 3.625% 11/15/07 350,000 348,278 John Deere Capital 3.900% 01/15/08 225,000 225,171 --------------- 573,449 --------------- Miscellaneous Manufacturing (1.0%) General Electric Co. 5.000% 02/01/13 750,000 772,522 --------------- Transportation (1.0%) Canadian National Railway Co. 7.195% 01/02/16 74,295 88,464 </Table> See Accompanying Notes to Financial Statements. 28 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Transportation (continued) CSX Corp. 4.875% 11/01/09 $ 300,000 $ 306,543 Union Pacific Corp. 3.875% 02/15/09 385,000 380,799 --------------- 775,806 --------------- 3,025,978 --------------- Technology (0.4%) Computers (0.4%) International Business Machines Corp. 5.875% 11/29/32 250,000 271,483 --------------- Utilities (1.1%) Electric (1.0%) CenterPoint Energy Houston Electric LLC 5.750% 01/15/14 350,000 372,964 Exelon Generation Co. LLC 6.950% 06/15/11 325,000 366,951 --------------- 739,915 --------------- Gas (0.1%) Sempra Energy 4.750% 05/15/09 100,000 101,342 --------------- 841,257 --------------- Total Corporate Fixed-Income Bonds & Notes (Cost of $23,739,765) 24,021,723 --------------- U.S. Government Agencies & Obligations (42.9%) Mortgage-Backed Securities (33.4%) Federal Home Loan Mortgage Corp. 3.500% 10/01/18 334,744 317,598 4.000% 06/01/19 298,629 292,525 4.500% 02/01/19 - 07/01/19 4,546,221 4,545,819 5.000% 01/01/19 - 05/01/34 3,915,202 3,963,460 5.500% 11/01/17 - 09/01/34 610,349 625,736 6.000% 05/01/17 207,623 217,079 To Be Announced, 4.500% 02/15/20 (b) 2,300,000 2,295,688 Federal Home Loan Mortgage Corp., Discount Note 02/09/05 1,500,000 1,499,207 Federal National Mortgage Association 5.000% 10/01/34 680,000 678,813 5.500% 12/01/33 1,416,236 1,443,937 Federal National Mortgage Association To Be Announced, 5.000% 12/01/35 (b) 7,000,000 6,982,500 5.500% 12/01/35 (b) 3,000,000 3,054,375 Government National Mortgage Association 7.000% 01/15/32 - 03/15/32 77,044 81,799 --------------- 25,998,536 --------------- </Table> See Accompanying Notes to Financial Statements. 29 <Page> <Table> <Caption> PAR VALUE --------------- --------------- U.S. Government Agencies & Obligations (continued) U.S. Agency Bonds (0.6%) Federal Home Loan Bank 3.000% 05/15/06 (c) $ 100,000 $ 99,634 2.250% 09/13/05 375,000 373,439 --------------- 473,073 --------------- U.S. Treasury Notes & Bonds (8.9%) U.S. Treasury Bond 6.250% 08/15/23 2,250,000 2,698,506 7.250% 05/15/16 1,025,000 1,294,903 U.S. Treasury Inflation Index Notes 3.625% 01/15/08 2,210,789 2,382,297 U.S. Treasury Notes 3.500% 11/15/06 540,000 542,532 --------------- 6,918,238 --------------- Total U.S. Government Agencies & Obligations (Cost of $33,154,946) 33,389,847 --------------- Collateralized Mortgage Obligations (15.8%) Commercial Mortgaged Backed Securities (0.1%) NationsLink Funding Corp. 6.888% 11/10/30 90,000 96,177 --------------- Collateralized Mortgage Obligations (4.0%) Asset Securitization Corp. 7.400% 10/13/26 546,479 574,683 Bear Stearns Asset Backed Securities, Inc. 5.000% 01/25/34 461,423 462,733 Countrywide Alternative Loan Trust 2.930% 03/25/34 (d) 245,893 245,386 Countrywide Home Loans, Inc. 4.613% 12/19/33 (d) 296,847 291,613 IMPAC Secured Assets Corp. 6.360% 08/25/32 40,055 40,059 Residential Funding Mortgage Securities I, Inc. 2.930% 07/25/18 (d) 435,784 434,363 Structured Asset Securities Corp. 5.500% 07/25/33 1,059,314 1,059,369 --------------- 3,108,206 --------------- Mortgage-Backed Securities (11.7%) Agency Collateralized Mortgage Obligations (11.7%) Federal Home Loan Mortgage Corp. 6.500% 10/15/23 100,000 107,127 4.500% 10/15/18 - 08/15/28 2,150,000 2,149,598 4.000% 09/15/15 - 10/15/26 2,935,000 2,860,441 Federal National Mortgage Association 5.000% 01/25/31 2,000,000 2,010,295 6.500% 07/25/30 58,325 58,807 4.500% 11/25/14 900,000 907,688 </Table> See Accompanying Notes to Financial Statements. 30 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Collateralized Mortgage Obligations (continued) Agency Collateralized Mortgage Obligations (continued) Government National Mortgage Association 4.500% 04/16/28 $ 1,000,000 $ 1,006,775 --------------- 9,100,731 --------------- Total Collateralized Mortgage Obligations (Cost of $12,304,860) 12,305,114 --------------- Asset-Backed Securities (4.3%) ABFS Mortgage Loan Trust 4.428% 12/15/33 500,002 479,507 AmeriCredit Automobile Receivables Trust 3.220% 07/06/08 1,575,000 1,568,243 Honda Auto Receivables Owner Trust 3.000% 05/18/06 72,253 72,304 IMC Home Equity Loan Trust 7.310% 11/20/28 67,553 67,645 7.520% 08/20/28 34,617 34,636 New Century Home Equity Loan Trust 2.940% 11/25/33 1,020,000 1,014,268 7.320% 07/25/29 9,603 9,910 Wilshire Mortgage Loan Trust 7.255% 05/25/28 76,831 76,768 --------------- Total Asset-Backed Securities (Cost of $3,370,211) 3,323,281 --------------- Foreign Government Obligations (1.5%) Ontario Province 3.500% 09/17/07 350,000 348,670 Quebec Province 6.500% 01/17/06 275,000 283,376 Republic of Italy 2.500% 03/31/06 300,000 297,624 United Mexican States 7.500% 04/08/33 230,000 257,370 --------------- Total Foreign Government Obligations (Cost of $1,169,254) 1,187,040 --------------- Short-Term Obligations (22.6%) Repurchase Agreement (19.5%) Repurchase agreement with State Street Bank & Trust Co., dated 01/31/05, due 02/01/05 at 2.350%, collateralized by a U.S. Treasury Note maturing 02/15/12, market value of $15,460,200 (repurchase proceeds $15,155,989) (Cost of $15,155,000) 15,155,000 15,155,000 --------------- </Table> See Accompanying Notes to Financial Statements. 31 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Short-Term Obligations (continued) U.S. Government Agencies (3.1%) United States Treasury Bill 1.910% 02/10/05 (e) $ 1,810,000 $ 1,809,146 1.940% 02/10/05 (e) 590,000 589,712 --------------- 2,398,858 --------------- Total Short-Term Obligations (Cost of $17,553,858) 17,553,858 --------------- Total Investments (118.0%) (Cost of $91,292,894) (f) 91,780,863 Other Assets & Liabilities, Net (-18.0%) (13,967,963) --------------- Net Assets (100.0%) $ 77,812,900 =============== </Table> Notes to Investment Portfolio: (a) Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. At January 31, 2005, the value of this security represents 0.2% of net assets. (b) Security purchased on a delayed delivery basis. (c) Security pledged as collateral for open futures contracts. (d) Variable rate security. The interest rate shown reflects the rate as of January 31, 2005. (e) The rate shown represents the annualized yield at the date of purchase. (f) Cost for federal income tax purposes is $91,395,224. At January 31, 2005, the Fund held the following open short futures contracts: <Table> <Caption> NUMBER OF AGGREGATE FACE EXPIRATION UNREALIZED TYPE CONTRACTS VALUE VALUE DATE APPRECIATION - -------------------------------------------------------------------------------------------- 2-Year U.S. Treasury Note 16 $ 3,345,000 $ 3,352,000 Mar-2005 $ 7,000 </Table> See Accompanying Notes to Financial Statements. 32 <Page> At January 31, 2005, the Fund held investments in the following sectors: <Table> <Caption> % OF SECTORS (UNAUDITED) NET ASSETS ------------------- ---------- Mortgage-Backed Securities 45.1% Financials 12.4 U.S. Treasury Notes & Bonds 8.9 Asset-Backed Securities 4.3 Collateralized Mortgage Obligations 4.1 Industrials 3.9 Communications 3.8 Consumer Non-Cyclical 3.7 Consumer Cyclical 2.8 Energy 1.9 Foreign Government Bonds 1.5 Utilities 1.1 Basic Materials 0.9 U.S. Agency Bonds 0.6 Technology 0.4 Short-Term Obligations 22.6 Other Assets & Liabilities, Net (18.0) ---------- 100.0% ========== </Table> See Accompanying Notes to Financial Statements. 33 <Page> CMG SHORT TERM BOND FUND A Portfolio of CMG Fund Trust SCHEDULE OF INVESTMENTS January 31, 2005 (Unaudited) <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (35.7%) Basic Materials (0.5%) Forest Products & Paper (0.5%) International Paper Co. 4.250% 01/15/09 $ 550,000 $ 551,980 --------------- Communications (3.9%) Media (1.3%) AOL Time Warner, Inc. 6.125% 04/15/06 565,000 581,922 Cox Communications, Inc. 7.875% 08/15/09 (a) 300,000 338,484 Jones Intercable, Inc. 7.625% 04/15/08 500,000 549,955 --------------- 1,470,361 --------------- Telecommunications (2.6%) AT&T Wireless Services, Inc. 7.500% 05/01/07 550,000 593,439 Deutsche Telekom International Finance BV 8.500% 06/15/10 350,000 415,488 Sprint Capital Corp. 6.375% 05/01/09 345,000 371,765 Verizon Global Funding Corp. 7.600% 03/15/07 825,000 886,702 Vodafone Group PLC 7.750% 02/15/10 475,000 548,886 --------------- 2,816,280 --------------- 4,286,641 --------------- Consumer Cyclical (3.3%) Auto Manufacturers (1.8%) DaimlerChrysler N.A. Holding Corp. 4.750% 01/15/08 300,000 304,761 Ford Motor Credit Co. 7.375% 10/28/09 1,050,000 1,121,022 General Motors Acceptance Corp. 7.750% 01/19/10 500,000 525,880 --------------- 1,951,663 --------------- Housewares (0.5%) Newell Rubbermaid, Inc. 2.000% 05/01/05 600,000 598,464 --------------- Retail (1.0%) Costco Wholesale Corp. 5.500% 03/15/07 575,000 596,787 Wal-Mart Stores, Inc. 4.000% 01/15/10 500,000 498,190 --------------- 1,094,977 --------------- 3,645,104 --------------- </Table> See Accompanying Notes to Financial Statements. 34 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Consumer Non-Cyclical (4.4%) Beverages (0.7%) Coca-Cola Enterprises, Inc. 5.750% 11/01/08 $ 750,000 $ 797,595 --------------- Commercial Services (0.3%) Deluxe Corp. 3.500% 10/01/07 (a) 300,000 295,035 --------------- Cosmetics/Personal Care (0.6%) Procter & Gamble Co. 4.750% 06/15/07 675,000 692,435 --------------- Food (1.2%) General Mills, Inc. 2.625% 10/24/06 625,000 614,031 Kroger Co. 7.650% 04/15/07 275,000 296,505 Safeway, Inc. 4.950% 08/16/10 430,000 435,805 --------------- 1,346,341 --------------- Healthcare Services (0.9%) Anthem, Inc. 4.875% 08/01/05 475,000 479,047 UnitedHealth Group, Inc. 3.375% 08/15/07 500,000 494,290 --------------- 973,337 --------------- Household Products/Wares (0.7%) Fortune Brands, Inc. 2.875% 12/01/06 725,000 715,858 --------------- 4,820,601 --------------- Energy (1.8%) Oil & Gas (1.8%) ChevronTexaco Capital Co. 3.500% 09/17/07 500,000 498,720 Devon Energy Corp. 2.750% 08/01/06 550,000 543,554 Marathon Oil Corp. 5.375% 06/01/07 500,000 518,040 Occidental Petroleum Corp. 4.250% 03/15/10 425,000 424,571 --------------- 1,984,885 --------------- Financials (15.8%) Banks (3.3%) Marshall & Ilsley Corp. 4.375% 08/01/09 600,000 604,026 </Table> See Accompanying Notes to Financial Statements. 35 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Banks (continued) US Bancorp 3.125% 03/15/08 $ 1,000,000 $ 980,250 Wachovia Corp. 3.500% 08/15/08 850,000 839,987 Wells Fargo Financial, Inc. 5.900% 05/21/06 1,100,000 1,134,012 --------------- 3,558,275 --------------- Diversified Financial Services (9.5%) American Express Credit Corp. 3.000% 05/16/08 1,000,000 975,900 American General Finance Corp. 3.000% 11/15/06 250,000 247,072 Bear Stearns Co., Inc. 6.500% 05/01/06 600,000 621,894 Capital One Bank 4.875% 05/15/08 350,000 358,669 CIT Group, Inc. 4.125% 02/21/06 350,000 352,544 Citigroup, Inc. 6.750% 12/01/05 950,000 977,636 Countrywide Home Loans 2.875% 02/15/07 500,000 490,720 General Electric Capital Corp. 4.250% 01/15/08 1,450,000 1,467,139 Goldman Sachs Group, Inc. 4.125% 01/15/08 325,000 327,899 HSBC Finance Corp. 6.400% 06/17/08 475,000 510,107 JPMorgan Chase & Co. 3.800% 10/02/09 1,000,000 982,360 Lehman Brothers Holdings, Inc. 4.000% 01/22/08 550,000 552,117 Merrill Lynch & Co., Inc. 2.470% 03/10/06 700,000 692,832 Morgan Stanley 6.100% 04/15/06 650,000 670,716 Pitney Bowes Credit Corp. 5.750% 08/15/08 350,000 371,396 USA Education 5.625% 04/10/07 800,000 829,656 --------------- 10,428,657 --------------- Insurance (1.6%) Allstate Financial Global Funding II 2.625% 10/22/06 (a) 600,000 590,484 American International Group, Inc. 2.875% 05/15/08 650,000 629,213 Genworth Financial, Inc. 4.750% 06/15/09 500,000 511,620 --------------- 1,731,317 --------------- </Table> See Accompanying Notes to Financial Statements. 36 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Investment Companies (0.3%) Credit Suisse First Boston USA, Inc. 4.625% 01/15/08 $ 350,000 $ 356,786 --------------- Real Estate Investment Trusts (0.5%) Health Care Property Investors, Inc. 6.875% 06/08/05 500,000 506,340 --------------- Savings & Loans (0.6%) Washington Mutual, Inc. 4.200% 01/15/10 650,000 646,523 --------------- 17,227,898 --------------- Industrials (4.2%) Aerospace & Defense (1.2%) Boeing Co. 8.100% 11/15/06 525,000 564,543 United Technologies Corp. 4.875% 11/01/06 700,000 715,183 --------------- 1,279,726 --------------- Environmental Control (0.5%) Waste Management, Inc. 7.125% 10/01/07 525,000 568,307 --------------- Machinery (1.1%) Caterpillar Financial Services Corp. 3.625% 11/15/07 600,000 597,048 John Deere Capital 3.900% 01/15/08 600,000 600,456 --------------- 1,197,504 --------------- Transportation (1.4%) Canadian National Railway Co. 6.450% 07/15/06 (b) 600,000 623,544 CSX Corp. 6.460% 06/22/05 525,000 531,836 Union Pacific Corp. 3.875% 02/15/09 325,000 321,454 --------------- 1,476,834 --------------- 4,522,371 --------------- Technology (0.5%) Computers (0.5%) International Business Machines Corp. 4.250% 09/15/09 580,000 587,754 --------------- </Table> See Accompanying Notes to Financial Statements. 37 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Note (coninued) Utilities (1.3%) Electric (0.5%) Exelon Generation Co. LLC 6.950% 06/15/11 $ 475,000 $ 536,313 --------------- Gas (0.8%) Kinder Morgan Energy Partners LP 8.000% 03/15/05 585,000 588,481 Sempra Energy 4.750% 05/15/09 250,000 253,355 --------------- 841,836 --------------- 1,378,149 --------------- Total Corporate Fixed-Income Bonds & Notes (Cost of $38,878,637) 39,005,383 --------------- Asset-Backed Securities (17.0%) AmeriCredit Automobile Receivables Trust 2.970% 03/06/07 543,137 542,213 Ameriquest Mortgage Securities, Inc. 2.880% 05/25/33 (b) 793,659 794,135 CIT Equipment Collateral Trust 2.200% 03/20/08 150,000 147,974 Cityscape Home Equity Loan Trust 7.410% 05/25/28 124,216 124,260 7.650% 09/25/25 580,360 579,334 7.890% 07/25/18 257,993 257,961 7.940% 10/25/18 122,214 122,216 ContiMortgage Home Loan Equity Trust 7.580% 08/15/28 567,616 578,736 IMC Home Equity Loan Trust 7.500% 04/25/26 778,615 799,849 7.520% 08/20/28 82,549 82,595 KeyCorp Student Loan Trust 3.246% 01/27/23 (a)(b) 1,129,782 1,137,961 3.010% 10/25/25 (b) 2,600,000 2,620,072 3.016% 08/27/25 (b) 1,030,818 1,036,664 New Century Home Equity Loan Trust 2.900% 01/25/34 (b) 1,461,504 1,467,014 SLM Student Loan Trust 2.810% 04/25/17 (b) 2,210,450 2,215,423 2.966% 01/25/10 (b) 1,122,690 1,125,088 3.296% 07/25/11 (b) 1,400,000 1,400,602 3.416% 01/25/13 (b) 3,140,000 3,176,167 UCFC Home Equity Loan 6.315% 04/15/30 296,692 304,563 --------------- Total Asset-Backed Securities (Cost of $18,449,906) 18,512,827 --------------- </Table> See Accompanying Notes to Financial Statements. 38 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Collateralized Mortgage Obligations (24.7%) Commercial Mortgage Backed Securities (1.0%) NationsLink Funding Corp. 6.888% 11/10/30 $ 500,000 $ 534,315 Nomura Asset Securities Corp. 7.120% 04/13/39 530,000 549,663 --------------- 1,083,978 --------------- Collateralized Mortgage Obligations (17.6%) Bear Stearns Adjustable Rate Mortgage Trust 3.515% 06/25/34 (b) 1,000,000 1,024,970 Bear Stearns Alternatives A Trust 2.880% 09/25/34 (b) 1,040,455 1,040,384 Bear Stearns Asset Backed Securities, Inc. 5.000% 01/25/34 1,155,148 1,158,428 Countrywide Alternative Loan Trust 2.930% 03/25/34 (b) 1,373,610 1,370,779 Countrywide Home Loans 2.930% 08/25/18 (b) 2,396,196 2,383,328 3.030% 03/25/34 (b) 1,615,169 1,617,059 First Horizon Mortgage Pass-Through Trust 2.980% 06/25/18 1,157,138 1,161,997 3.030% 03/25/18 1,360,565 1,367,572 IMPAC CMB Trust 2.910% 12/25/33 660,750 662,766 IMPAC Secured Assets Corp. 6.360% 08/25/32 (b) 91,554 91,562 Ocwen Residential MBS Corp. 7.000% 10/25/40 (a) 188,340 190,244 PNC Mortgage Securities Corp. 0.000% 04/28/27 (a)(b) 15,587 14,107 Residential Asset Credit Loans, Inc. 2.930% 06/25/34 (b) 1,079,614 1,079,614 Residential Asset Securitization Trust 2.980% 02/25/34 (b) 2,053,954 2,053,728 5.500% 07/25/33 917,330 917,165 SACO I, Inc. 7.000% 08/25/36 377,815 383,482 Structured Asset Securities Corporation 5.750% 04/25/33 1,234,065 1,237,071 Washington Mutual Mortgage Securities Corp. 3.030% 03/25/18 06/25/18 (b) 1,450,713 1,458,426 --------------- 19,212,682 --------------- Agency Collateralized Mortgage Obligations (6.1%) Federal Home Loan Mortgage Corp. 3.000% 06/15/09 2,875,289 2,869,734 4.000% 09/15/15 - 10/15/26 2,970,000 2,964,020 6.500% 11/15/30 305,248 311,809 Federal National Mortgage Association 3.080% 09/25/18 518,453 518,684 --------------- 6,664,247 --------------- Total Collateralized Mortgage Obligations (Cost of $26,939,440) 26,960,907 --------------- </Table> See Accompanying Notes to Financial Statements. 39 <Page> <Table> <Caption> PAR VALUE --------------- --------------- U.S. Governement Agencies & Obligations (13.4%) Mortgage-Backed Securities (7.2%) Federal Home Loan Bank 2.250% 09/13/05 $ 1,150,000 $ 1,145,214 4.500% 11/01/19 988,636 987,896 Federal Home Loan Mortgage Corp. 4.000% 05/01/11 1,908,155 1,897,279 4.500% 11/01/07 869,035 873,502 Federal National Mortgage Association 4.500% 01/01/20 990,000 989,258 5.500% 12/01/17 - 11/01/18 1,339,198 1,381,877 6.000% 03/01/09 - 05/01/09 538,655 548,046 --------------- 7,823,072 --------------- U.S. Agency Bonds (1.2%) A.I.D. Morocco 2.906% 05/01/23 (b) 370,000 366,300 Small Business Administration 2.875% 10/25/21 - 06/25/22 (b) 582,629 582,990 3.000% 07/25/21 - 11/25/21 (b) 114,884 114,525 3.375% 01/25/17 (b) 276,519 277,109 --------------- 1,340,924 --------------- U.S. Treasury Notes & Bonds (5.0%) U.S. Treasury Inflation Index Bond 3.625% 01/15/08 3,038,357 3,274,067 U.S. Treasury Note 3.500% 11/15/06 2,150,000 2,160,079 --------------- 5,434,146 --------------- Total U.S. Government Agencies & Obligations (Cost of $14,687,262) 14,598,142 --------------- Foreign Government Obligations (2.4%) Mexico Government International Bond 4.625% 10/08/08 780,000 787,800 Province of Ontario 6.000% 02/21/06 350,000 360,013 Quebec Province 6.500% 01/17/06 600,000 618,276 7.000% 01/30/07 85,000 90,498 Republic of Italy 2.500% 03/31/06 750,000 744,060 --------------- 2,600,647 --------------- Total Foreign Government Obligations (Cost of $2,601,198) 2,600,647 --------------- </Table> See Accompanying Notes to Financial Statements. 40 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Short-Term Obligations (8.4%) Repurchase Agreements (5.8%) Repurchase agreement with State Street Bank & Trust Co., dated 01/31/05, due 02/01/05 at 2.350%, collateralized by a U.S. Treasury Bond maturing 02/15/12, market value of $6,463,800 (repurchase proceeds $6,334,413) $ 6,334,000 $ 6,334,000 --------------- U.S. Treasury Bill (2.6%) 1.980% 02/10/2005 (c) 2,850,000 2,848,613 --------------- Total Short-Term Obligation (Cost of $9,182,613) 9,182,613 --------------- Total Investments (101.6%) (Cost of $110,739,056) (d) 110,860,519 Other Assets & Liabilities, Net (-1.6)% (1,772,996) --------------- Net Assets (100.0%) $ 109,087,523 =============== </Table> Notes to Investment Portfolio: (a) Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At January 31, 2005, these securities amounted to $2,566,315, which represents 2.4% of net assets. (b) Variable rate security. The interest rate shown reflects the rate as of January 31, 2005. (c) The rate shown represents the annualized yield at the date of purchase. (d) Cost for federal income tax purposes is $111,316,796. At January 31, 2005, the Fund held investments in the following sectors: <Table> <Caption> % OF SECTORS (UNAUDITED) NET ASSETS ------------------- ---------- Corporate Fixed-Income Bonds & Notes 35.7% U.S. Government Agencies & Obligations 13.4 Asset-Backed Securities 17.0 Collateralized Mortgage Obligations 24.7 Foreign Government Obligations 2.4 Short-Term Obligations 8.4 Other Assets & Liabilities, Net (1.6) ---------- 100.0% ========== </Table> See Accompanying Notes to Financial Statements. 41 <Page> CMG ULTRA SHORT TERM BOND FUND A Portfolio of CMG Fund Trust SCHEDULE OF INVESTMENT January 31, 2005 (Unaudited) <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (46.6%) Communications (3.0%) Media (0.4%) Time Warner, Inc. 5.625% 05/01/05 $ 275,000 $ 276,724 --------------- Telecommunications (2.6%) France Telecom SA 7.950% 03/01/06 400,000 417,944 Sprint Capital Corp. 7.900% 03/15/05 300,000 301,797 Verizon Global Funding Corp. 6.750% 12/01/05 536,000 551,201 Vodafone Group PLC 7.625% 02/15/05 500,000 500,780 --------------- 1,771,722 --------------- 2,048,446 --------------- Consumer Cyclical (3.6%) Auto Manufacturers (0.9%) DaimlerChrysler North America Holding 2.960% 05/24/06 (a) 600,000 602,952 --------------- Retail (2.7%) Lowe's Companies, Inc. 7.500% 12/15/05 400,000 413,640 Target Corp. 5.950% 05/15/06 885,000 912,736 7.500% 02/15/05 560,000 560,896 --------------- 1,887,272 --------------- 2,490,224 --------------- Consumer Non-Cyclical (3.5%) Beverages (0.7%) Coca-Cola Co. 4.000% 06/01/05 500,000 501,770 --------------- Commercial Services (0.4%) Waste Management, Inc. 7.000% 05/15/05 245,000 247,418 --------------- Food (0.7%) Nabisco, Inc. 6.375% 02/01/05 500,000 500,000 --------------- </Table> See Accompanying Notes to Financial Statements. 42 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Consumer Non-Cyclical (continued) Pharmaceuticals (1.4%) Abbott Laboratories 6.800% 05/15/05 $ 430,000 $ 434,821 Eli Lilly & Co. 2.410% 08/24/07 (a) 500,000 500,005 --------------- 934,826 --------------- Tobacco (0.3%) Altria Group, Inc. 6.375% 02/01/06 200,000 204,424 --------------- 2,388,438 --------------- Energy (1.7%) Oil & Gas (0.9%) Ocean Energy, Inc. 7.625% 07/01/05 150,000 152,724 Ras Laffan Liquefied Natural Gas Co., Ltd. 3.437% 09/15/09 (b) 503,800 491,895 --------------- 644,619 --------------- Pipelines (0.8%) Duke Energy Field Services LLC 7.500% 08/16/05 300,000 306,111 Kinder Morgan, Inc. 6.650% 03/01/05 250,000 250,683 --------------- 556,794 --------------- 1,201,413 --------------- Financials (28.5%) Banks (2.2%) Bank of Scotland 3.500% 11/30/07 (b) 1,000,000 991,400 Bank One Corp. 2.581% 02/27/06 (a) 545,000 545,104 --------------- 1,536,504 --------------- Diversified Financial Services (23.6%) Caterpillar Financial Services Corp. 2.470% 09/08/06 (a) 1,000,000 1,000,340 CIT Group, Inc. 6.625% 06/15/05 448,000 453,945 Countrywide Home Loans, Inc. 4.250% 12/19/07 1,580,000 1,590,491 Ford Motor Credit Co. 4.950% 01/15/08 350,000 347,414 6.875% 02/01/06 150,000 153,939 General Electric Capital Corp. 2.446% 05/12/06 (a) 1,000,000 1,001,740 5.350% 03/30/06 500,000 511,355 Goldman Sachs Group, Inc. 2.870% 10/27/06 (a) 1,500,000 1,502,130 </Table> See Accompanying Notes to Financial Statements. 43 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Diversified Financial Services (continued) Household Financial Corp. 7.650% 05/15/07 $ 1,400,000 $ 1,515,038 International Lease Finance Corp. 5.120% 06/01/05 400,000 402,820 John Deere Capital Corp. 2.639% 05/20/05 (a) 250,000 250,135 2.850% 07/11/05 (a) 800,000 800,272 4.125% 07/15/05 360,000 361,771 JPMorgan & Co., Inc. 6.250% 12/15/05 500,000 510,990 MBNA America Bank NA 7.750% 09/15/05 280,000 287,305 Merrill Lynch & Co. 2.688% 06/06/06 (a) 700,000 700,168 2.739% 05/22/06 (a) 800,000 804,971 Morgan Stanley 2.510% 11/24/06 (a) 1,500,000 1,501,785 National Rural Utilities 2.610% 02/07/05 (a) 690,000 689,959 6.650% 10/01/05 325,000 332,283 SLM Corp. 2.690% 09/15/06 (a) 1,510,000 1,510,649 --------------- 16,229,500 --------------- Insurance (2.7%) Allstate Corp. 7.875% 05/01/05 500,000 506,005 Genworth Financial, Inc. 2.640% 06/15/07 (a) 1,100,000 1,100,935 Prudential Financial, Inc. 4.104% 11/15/06 225,000 226,577 --------------- 1,833,517 --------------- 19,599,521 --------------- Industrials (3.0%) Aerospace & Defense (0.1%) Raytheon Co. 6.500% 07/15/05 67,000 67,969 --------------- Electrical Components & Equipment (2.2%) Emerson Electric Co. 6.300% 11/01/05 1,470,000 1,503,751 --------------- Transportation (0.7%) CSX Corp. 2.480% 08/03/06 (a) 500,000 500,000 --------------- 2,071,720 --------------- Technology (2.2%) Computers (2.2%) Hewlett-Packard Co. 7.150% 06/15/05 1,500,000 1,522,860 --------------- </Table> See Accompanying Notes to Financial Statements. 44 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Utilities (1.1%) Electric (1.1%) Wisconsin Electric Power Co. 3.500% 12/01/07 $ 750,000 $ 743,550 --------------- Total Corporate Fixed-Income Bonds & Notes (Cost of $32,158,936) 32,066,172 --------------- U.S. Government Agencies & Obligations (27.3%) Mortgage-Backed Securities (19.7%) FHLMC Collateral (2.9%) Federal Home Loan Mortgage Corp. 5.000% 12/01/19 1,992,693 2,025,409 --------------- FNMA Collateral (6.7%) Federal National Mortgage Association 6.000% 09/01/19 1,953,031 2,045,024 6.500% 07/01/34 466,525 488,871 To Be Announced, 5.500% 02/15/20 (c) 2,000,000 2,062,500 --------------- 4,596,395 --------------- Sovereign (10.1%) Federal Home Loan Bank 1.625% 04/15/05 1,000,000 997,879 2.500% 11/15/05 - 03/13/06 1,500,000 1,489,748 Federal Home Loan Mortgage Corp. 2.750% 10/15/06 1,500,000 1,484,211 2.810% 02/02/06 1,000,000 996,071 Federal National Mortgage Association 3.250% 06/28/06 2,000,000 1,995,410 --------------- 6,963,319 --------------- 13,585,123 --------------- U.S. Treasury Notes (7.6%) U.S. Treasury Notes 1.500% 07/31/05 1,400,000 1,391,578 1.625% 04/30/05 1,750,000 1,746,171 2.500% 10/31/06 2,100,000 2,074,571 --------------- 5,212,320 --------------- Total U.S. Government Agencies & Obligations (Cost of $18,873,635) 18,797,443 --------------- </Table> See Accompanying Notes to Financial Statements. 45 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Asset-Backed Securities (20.1%) Agency Collatateral Planned Amortization Class Collateralized Mortgage Obligation (3.1%) Federal Home Loan Mortgage Corp. 4.000% 05/15/14 $ 100,000 $ 99,709 4.250% 03/15/17 1,050,000 1,055,784 Federal National Mortgage Association 5.000% 01/25/23 985,793 1,000,544 --------------- 2,156,037 --------------- Automobile Asset-Backed Securities (7.0%) AmeriCredit Automobile Receivables Trust 3.930% 10/06/11 500,000 500,847 DaimlerChrysler Auto Trust 3.090% 01/08/08 300,000 300,423 Franklin Auto Trust 3.130% 11/15/11 500,000 493,085 Harley-Davidson Motorcycle Trust 2.630% 11/15/10 275,000 271,125 Nissan Auto Lease Trust 2.570% 06/15/09 750,000 744,966 Onyx Acceptance Grantor Trust 2.400% 12/15/07 285,000 283,566 3.090% 09/15/08 500,000 497,015 Triad Auto Receivables Owner Trust 1.400% 09/12/07 180,751 179,871 UPFC Auto Receivables Trust 1.939% 09/15/05 268,523 268,374 USAA Auto Owner Trust 2.930% 07/16/07 300,000 298,755 Volkswagen Auto Loan Enhanced Trust 2.270% 10/22/07 203,000 200,700 WFS Financial Owner Trust 1.760% 01/21/08 250,568 249,052 2.850% 09/22/08 500,000 496,480 --------------- 4,784,259 --------------- Commercial Mortgage-Backed Securities (0.2%) Credit-Based Asset Servicing & Securities 2.700% 05/25/35 (a) 108,820 108,843 --------------- Credit Card Asset-Backed Securities (3.3%) Citibank Credit Card Issuance Trust 2.700% 01/15/08 310,000 308,304 MBNA Credit Card Master Note Trust 5.750% 10/15/08 439,000 452,043 Providian Gateway Master Trust 3.350% 09/15/11 (b) 1,500,000 1,481,790 --------------- 2,242,137 --------------- Home Equity Asset-Backed Securities (5.1%) Ameriquest Mortgage Securities, Inc. 5.000% 06/25/06, I.O. (d) 10,050,000 445,416 Long Beach Mortgage Loan Trust 4.500% 12/25/06, I.O. (d) 6,015,017 307,428 </Table> See Accompanying Notes to Financial Statements. 46 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Asset-Backed Securities (continued) Home Equity Asset-Backed Securities (continued) Residential Asset Mortgage Products, Inc. 2.710% 04/25/24 (a) $ 641,193 $ 641,334 2.920% 07/25/22 239,256 238,552 3.420% 10/25/27 1,237,000 1,224,444 3.810% 01/25/26 700,000 693,791 --------------- 3,550,965 --------------- Student Loan Asset-Backed Securities (1.4%) Education Loans, Inc. 2.500% 12/01/36 (a) 950,000 950,000 --------------- Total Asset-Backed Securities (Cost of $13,891,676) 13,792,241 --------------- Municipal Bonds (6.1%) Variable Rate Demand Notes (e) (6.1%) CA El Dorado District 2.950% 03/01/34 500,000 499,890 FL Educational Loan Marketing Corp. 2.520% 12/01/36 500,000 500,000 IL Midwestern University Foundation Education Loan Revenue 2.500% 10/01/37 1,000,000 1,000,000 MO Higher Education Loan Authority 2.430% 02/15/25 500,000 500,000 NY State Urban Development Corp. Revenue 3.580% 12/15/07 800,000 795,360 OH Knowledge Works Foundation Student Loan Revenue 2.440% 11/01/35 400,000 400,000 OK State Student Loan Authority 2.399% 06/01/30 500,000 500,000 --------------- 4,195,250 --------------- Total Municipal Bonds (Cost of $4,200,000) 4,195,250 --------------- Short-Term Obligation (3.1%) Repurchase agreement with State Street Bank & Trust Co., dated 01/31/05, due 02/01/05 at 2.360%, collateralized by a U.S. Treasury Note maturing 05/31/06, market value of $2,201,713 (repurchase proceeds $2,158,141) 2,158,000 2,158,000 --------------- Total Short-Term Obligation (Cost of $2,158,000) 2,158,000 --------------- Total Investments (103.2%) (Cost of $71,282,247) (f) 71,009,106 Other Assets & Liabilities, Net (-3.2%) (2,226,217) --------------- Net Assets (100.0%) $ 68,782,889 =============== </Table> See Accompanying Notes to Financial Statements. 47 <Page> Notes to Investment Portfolio: (a) Variable rate security. The interest rate shown reflects the rate as of January 31, 2005. (b) Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At January 31, 2005, these securities amounted to $2,965,085, which represents 4.3% of net assets. (c) Security purchased on a delayed delivery basis. (d) Interest only security. (e) Variable rate demand note. This security is payable upon demand and is secured by letters of credit or other credit support aggrements from banks. The interest rate changes periodically and the interest rate shown reflects the rate as of January 31, 2005. (f) Cost for federal income tax purposes is $71,660,408. At January 31, 2005, the Fund held investments in the following sectors: <Table> <Caption> % OF SECTOR (UNAUDITED) NET ASSETS ------------------ ---------- Financials: Diversified Financial Services 23.6% Insurance 2.7 Banks 2.2 Asset-Backed Securities 20.1 Mortgage-Backed Securities 19.7 U.S. Treasury Notes 7.6 Variable Rate Demand Notes 6.1 Consumer Cyclical 3.6 Consumer Non-Cyclical 3.5 Industrials 3.0 Communications 3.0 Technology 2.2 Energy 1.7 Utilities 1.1 Short-Term Obligation 3.1 Other Assets & Liabilities, Net (3.2) ---------- 100.0% ========== </Table> See Accompanying Notes to Financial Statements. 48 <Page> CMG HIGH YIELD FUND A Portfolio of CMG Fund Trust SCHEDULE OF INVESTMENTS January 31, 2005 (Unaudited) <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (93.4%) Basic Materials (5.3%) Chemicals (3.7%) Chemicals-Diversified (0.6%) Equistar Chemical LP 10.125% 09/01/08 $ 1,100,000 $ 1,254,000 10.625% 05/01/11 675,000 776,250 --------------- 2,030,250 --------------- Chemicals-Specialty (1.9%) Ethyl Corp. 8.875% 05/01/10 1,625,000 1,787,500 MacDermid, Inc. 9.125% 07/15/11 2,510,000 2,786,100 Nalco Co. 7.750% 11/15/11 1,890,000 2,031,750 --------------- 6,605,350 --------------- Industrial Gases (1.2%) Airgas, Inc. 9.125% 10/01/11 3,970,000 4,411,663 --------------- 13,047,263 --------------- Forest Products & Paper (1.0%) Paper & Related Products (1.0%) Boise Cascade LLC 7.125% 10/15/14 (a) 3,565,000 3,725,425 --------------- Iron/Steel (0.6%) Steel-Producers (0.6%) Russel Metals, Inc. 6.375% 03/01/14 2,035,000 2,045,175 --------------- 18,817,863 --------------- Communications (14.3%) Advertising (1.9%) Advertising Sales (1.9%) Lamar Media Corp. 7.250% 01/01/13 6,085,000 6,541,375 --------------- Media (9.6%) Cable TV (5.4%) DirecTV Holdings LLC 8.375% 03/15/13 6,065,000 6,823,125 EchoStar DBS Corp. 5.750% 10/01/08 4,435,000 4,468,263 6.625% 10/01/14 (a) 2,395,000 2,415,956 Rogers Cable, Inc. 6.250% 06/15/13 2,950,000 2,950,000 7.875% 05/01/12 2,170,000 2,365,300 --------------- 19,022,644 --------------- </Table> See Accompanying Notes to Financial Statements. 49 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Multimedia (0.2%) Emmis Operating Co. 6.875% 05/15/12 $ 780,000 $ 797,550 --------------- Publishing Periodicals (2.8%) Dex Media West LLC 5.875% 11/15/11 (a) 4,705,000 4,610,900 R.H. Donnelley Finance Corp. 8.875% 12/15/10 (a) 45,000 49,837 10.875% 12/15/12 (a) 4,360,000 5,101,200 --------------- 9,761,937 --------------- Television (1.2%) LIN Television Corp. 6.500% 05/15/13 3,525,000 3,542,625 Sinclair Broadcast Group, Inc. 8.750% 12/15/11 660,000 704,550 --------------- 4,247,175 --------------- 33,829,306 --------------- Telecommunications (2.8%) Cellular Telecom (2.8%) Nextel Communications, Inc. 5.950% 03/15/14 600,000 622,500 6.875% 10/31/13 700,000 761,250 7.375% 08/01/15 4,750,000 5,236,875 Rogers Wireless, Inc. 7.500% 03/15/15 (a) 980,000 1,047,375 8.000% 12/15/12 (a) 2,210,000 2,359,175 --------------- 10,027,175 --------------- 50,397,856 --------------- Consumer Cyclical (20.8%) Auto Parts & Equipment (0.3%) Auto/Truck Parts & Equipment (0.3%) Accuride Corp. 8.500% 02/01/15 (a) 1,125,000 1,150,312 --------------- Entertainment (2.9%) Music (0.8%) Warner Music Group 7.375% 04/15/14 (a) 2,640,000 2,758,800 --------------- Racetracks (1.0%) Speedway Motorsports, Inc. 6.750% 06/01/13 3,455,000 3,593,200 --------------- </Table> See Accompanying Notes to Financial Statements. 50 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Entertainment (continued) Theaters (1.1%) Cinemark USA, Inc. 9.000% 02/01/13 $ 3,300,000 $ 3,696,000 --------------- 10,048,000 --------------- Home Builders (3.5%) Building Residential/Commercial (3.5%) KB Home 7.750% 02/01/10 260,000 282,100 8.625% 12/15/08 5,175,000 5,847,750 Toll Corp. 8.250% 02/01/11 150,000 161,437 8.250% 12/01/11 5,485,000 6,026,644 --------------- 12,317,931 --------------- Leisure Time (2.5%) Cruise Lines (2.0%) Royal Caribbean Cruises Ltd. 6.750% 03/15/08 1,185,000 1,262,025 6.875% 12/01/13 1,500,000 1,627,500 8.750% 02/02/11 3,460,000 4,056,850 --------------- 6,946,375 --------------- Leisure & Recreational Products (0.5%) K2, Inc. 7.375% 07/01/14 1,735,000 1,865,125 --------------- 8,811,500 --------------- Lodging (7.8%) Casino Hotels (7.2%) Caesars Entertainment, Inc. 9.375% 02/15/07 2,505,000 2,742,975 Kerzner International 8.875% 08/15/11 2,260,000 2,469,050 MGM Mirage, Inc. 6.000% 10/01/09 5,500,000 5,623,750 9.750% 06/01/07 800,000 890,000 Park Place Entertainment Corp. 7.875% 03/15/10 2,700,000 3,030,750 8.875% 09/15/08 925,000 1,045,250 Station Casinos, Inc. 6.500% 02/01/14 3,745,000 3,847,988 6.875% 03/01/16 2,850,000 2,971,125 Wynn Las Vegas LLC 6.625% 12/01/14 (a) 2,720,000 2,679,200 --------------- 25,300,088 --------------- Hotels & Motels (0.6%) Starwood Hotels & Resorts Worldwide, Inc. 7.375% 05/01/07 375,000 400,312 7.875% 05/01/12 1,650,000 1,881,000 --------------- 2,281,312 --------------- 27,581,400 --------------- </Table> See Accompanying Notes to Financial Statements. 51 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Retail (3.8%) Convenience Stores (1.1%) Couche-Tard US 7.500% 12/15/13 $ 3,590,000 $ 3,787,450 --------------- Retail-Automobile (1.5%) AutoNation, Inc. 9.000% 08/01/08 3,175,000 3,579,813 Group 1 Automotive, Inc. 8.250% 08/15/13 1,605,000 1,677,225 --------------- 5,257,038 --------------- Retail-Jewelry (0.4%) Finlay Fine Jewelry Corp. 8.375% 06/01/12 1,250,000 1,265,625 --------------- Retail-Propane Distribution (0.5%) Suburban Propane Partners 6.875% 12/15/13 1,690,000 1,715,350 --------------- Retail-Restaurants (0.2%) Domino's, Inc. 8.250% 07/01/11 875,000 936,250 --------------- 12,961,713 --------------- Toys/Games/Hobbies (0.1%) Toys (0.1%) Hasbro, Inc. 6.150% 07/15/08 450,000 478,148 --------------- 73,349,004 --------------- Consumer Non-Cyclical (18.7%) Beverages (3.9%) Beverages-Non-Alcoholic (2.1%) Cott Beverages, Inc. 8.000% 12/15/11 6,800,000 7,301,500 --------------- Beverages-Wine/Spirits (1.8%) Constellation Brands, Inc. 8.000% 02/15/08 1,698,000 1,850,820 8.125% 01/15/12 3,995,000 4,334,575 --------------- 6,185,395 --------------- 13,486,895 --------------- Commercial Services (4.1%) Commercial Services (1.5%) Iron Mountain, Inc. 7.750% 01/15/15 2,140,000 2,174,775 8.625% 04/01/13 3,090,000 3,263,812 --------------- 5,438,587 --------------- </Table> See Accompanying Notes to Financial Statements. 52 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Commercial Services (continued) Private Corrections (1.6%) Corrections Corp. of America 7.500% 05/01/11 $ 5,375,000 $ 5,697,500 --------------- Rental Auto/Equipment (1.0%) United Rentals, Inc. 7.000% 02/15/14 1,200,000 1,122,000 7.750% 11/15/13 2,290,000 2,238,475 --------------- 3,360,475 --------------- 14,496,562 --------------- Healthcare Services (6.7%) Medical-HMO (0.5%) Coventry Health Care, Inc. 5.875% 01/15/12 (a) 1,640,000 1,660,615 --------------- Medical-Hospitals (3.8%) HCA, Inc. 6.950% 05/01/12 4,245,000 4,474,103 Province Healthcare Co. 7.500% 06/01/13 3,400,000 3,791,000 Triad Hospitals, Inc. 7.000% 05/15/12 5,000,000 5,212,500 --------------- 13,477,603 --------------- Medical-Nursing Homes (0.3%) Extendicare Health Services, Inc. 6.875% 05/01/14 660,000 664,950 9.500% 07/01/10 295,000 327,450 --------------- 992,400 --------------- Medical-Outpatient/Home Medicine (1.7%) Select Medical Corp. 7.500% 08/01/13 1,775,000 2,014,625 9.500% 06/15/09 3,625,000 3,869,687 --------------- 5,884,312 --------------- Medical Products (0.4%) Fisher Scientific International, Inc. 6.750% 08/15/14 (a) 1,480,000 1,565,100 --------------- 23,580,030 --------------- Household Products/Wares (1.0%) Consumer Products-Miscellaneous (1.0%) Scotts Co. 6.625% 11/15/13 3,385,000 3,562,713 --------------- Pharmaceuticals (3.0%) Medical-Wholesale Drug District (1.3%) AmerisourceBergen Corp. 8.125% 09/01/08 4,025,000 4,447,625 --------------- </Table> See Accompanying Notes to Financial Statements. 53 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Pharmaceuticals (continued) Pharmacy Service (1.7%) Omnicare, Inc. 8.125% 03/15/11 $ 5,750,000 $ 6,123,750 --------------- 10,571,375 --------------- 65,697,575 --------------- Energy (14.2%) Coal (3.4%) Coal (3.4%) Arch Western Finance LLC 6.750% 07/01/13 4,480,000 4,547,200 Peabody Energy Corp. 6.875% 03/15/13 6,860,000 7,357,350 --------------- 11,904,550 --------------- Oil & Gas (5.9%) Oil Comp-Explore & Production (4.9%) Chesapeake Energy Corp. 6.375% 06/15/15 (a) 4,000,000 4,090,000 7.500% 09/15/13 2,675,000 2,902,375 Newfield Exploration Co. 6.625% 09/01/14 (a) 3,100,000 3,270,500 Plains Exploration & Production Co. 7.125% 06/15/14 2,930,000 3,215,675 Vintage Petroleum, Inc. 7.875% 05/15/11 3,525,000 3,762,937 --------------- 17,241,487 --------------- Oil & Gas Drilling (1.0%) Pride International, Inc. 7.375% 07/15/14 3,180,000 3,486,075 --------------- 20,727,562 --------------- Oil & Gas Services (3.2%) Oil Field Machine & Equipment (1.9%) Grant Prideco, Inc. 9.000% 12/15/09 3,730,000 4,130,975 9.625% 12/01/07 2,220,000 2,464,200 --------------- 6,595,175 --------------- Oil-Field Services (1.3%) Hornbeck Offshore Services, Inc. 6.125% 12/01/14 (a) 1,250,000 1,250,000 Universal Compression, Inc. 7.250% 05/15/10 3,290,000 3,470,950 --------------- 4,720,950 --------------- 11,316,125 --------------- </Table> See Accompanying Notes to Financial Statements. 54 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Pipelines (1.7%) Pipelines (1.7%) Markwest Energy Partners 6.875% 11/01/14 (a) $ 1,805,000 $ 1,814,025 Williams Companies, Inc. 7.125% 09/01/11 430,000 466,550 8.125% 03/15/12 3,165,000 3,623,925 --------------- 5,904,500 --------------- 49,852,737 --------------- Industrial (16.6%) Aerospace & Defense (2.9%) Aerospace & Defense-Equipment (1.0%) TransDigm, Inc. 8.375% 07/15/11 3,325,000 3,524,500 --------------- Electronics-Military (1.9%) L-3 Communications Corp. 7.625% 06/15/12 6,125,000 6,676,250 --------------- 10,200,750 --------------- Environmental Control (2.1%) Alternative Waste Technology (0.6%) Synagro Technologies, Inc. 9.500% 04/01/09 1,760,000 1,949,200 --------------- NonHazardous Waste Disposal (1.5%) Allied Waste North America, Inc. 6.375% 04/15/11 1,900,000 1,790,750 6.500% 11/15/10 325,000 309,562 7.375% 04/15/14 3,625,000 3,335,000 --------------- 5,435,312 --------------- 7,384,512 --------------- Hand/Machine Tools (0.9%) Machine Tools & Related Products (0.9%) Kennametal, Inc. 7.200% 06/15/12 2,960,000 3,282,374 --------------- Machinery Diversified (1.2%) Machinery-General Industrial (1.2%) Manitowoc Co., Inc. 7.125% 11/01/13 200,000 214,500 Westinghouse Air Brake Technologies Corp. 6.875% 07/31/13 3,860,000 4,038,525 --------------- 4,253,025 --------------- </Table> See Accompanying Notes to Financial Statements. 55 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Packaging & Containers (6.4%) Containers & Metal/Glass (6.4%) Ball Corp. 6.875% 12/15/12 $ 6,060,000 $ 6,453,900 Owens-Brockway Glass Container 6.750% 12/01/14 (a) 850,000 858,500 8.875% 02/15/09 1,290,000 1,396,425 Owens-Illinois, Inc. 7.500% 05/15/10 2,175,000 2,316,375 Silgan Holdings, Inc. 6.750% 11/15/13 5,550,000 5,744,250 Smurfit-Stone Container Corp. 7.375% 07/15/14 1,590,000 1,641,675 8.375% 07/01/12 2,665,000 2,831,562 9.750% 02/01/11 1,135,000 1,234,313 --------------- 22,477,000 --------------- Transportation (3.1%) Transport-Marine (2.1%) Teekay Shipping Corp. 8.875% 07/15/11 6,390,000 7,412,400 --------------- Transport-Services (1.0%) Offshore Logistics, Inc. 6.125% 06/15/13 3,605,000 3,605,000 --------------- 11,017,400 --------------- 58,615,061 --------------- Technology (1.2%) Semiconductors (1.2%) Electronic Components-Semiconductor (1.2%) Freescale Semiconductor, Inc. 6.875% 07/15/11 4,080,000 4,335,000 --------------- Utilities (2.3%) Electric (2.3%) Electric-Generation (1.7%) AES Corp. 7.750% 03/01/14 2,760,000 2,925,600 Texas Genco LLC 6.875% 12/15/14 (a) 3,060,000 3,167,100 --------------- 6,092,700 --------------- Electric-Integrated (0.6%) Nevada Power Co. 5.875% 01/15/15 (a) 815,000 819,075 6.500% 04/15/12 850,000 892,500 </Table> See Accompanying Notes to Financial Statements. 56 <Page> <Table> <Caption> PAR VALUE --------------- --------------- Corporate Fixed-Income Bonds & Notes (continued) Electric (continued) Northwestern Corp. 5.875% 11/01/14 (a) $ 200,000 $ 205,000 --------------- 1,916,575 --------------- 8,009,275 --------------- Total Corporate Fixed-Income Bonds & Notes (Cost of $318,795,049) 329,074,371 --------------- Short-Term Obligation (5.1%) Repurchase agreement with State Street Bank & Trust Co., dated 01/31/05, due 02/01/05 at 2.350%, collateralized by a U.S. Treasury Bond maturing 01/31/07, market value of $18,393,900 (repurchase proceeds $18,031,177) 18,030,000 18,030,000 --------------- Total Short-Term Obligation (Cost of $18,030,000) 18,030,000 --------------- Total Investments (98.5%) (Cost of $336,825,049) (b) 347,104,371 Other Assets & Liabilities, Net (1.5%) 5,098,871 --------------- Net Assets (100.0%) $ 352,203,242 =============== </Table> Notes to Investment Portfolio: (a) Security exempt from registration pursuant to rule 144A of the Securities Act of 1933. These Securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At January 31, 2005, these securities amounted to $44,598,095, which represents approximately 12.7% of net assets. (b) Cost for federal income tax purposes is $338,221,269. At January 31, 2005, the Fund held investments in the following sectors: <Table> <Caption> % OF SECTOR (UNAUDITED) NET ASSETS ------------------ ---------- Consumer Cyclical 20.8% Consumer Non-Cyclical 18.7 Industrial 16.6 Communications 14.3 Energy 14.2 Basic Materials 5.3 Utilities 2.3 Technology 1.2 Short-Term Obligation 5.1 Other Assets & Liabilities, Net 1.5 ---------- 100.0% ========== </Table> See Accompanying Notes to Financial Statements. 57 <Page> STATEMENTS OF ASSETS AND LIABILITIES January 31, 2005 (Unaudited) <Table> <Caption> CMG CMG CMG CMG CORE BOND SHORT TERM ULTRA SHORT TERM HIGH YIELD FUND BOND FUND BOND FUND FUND ---------------- ---------------- ---------------- ---------------- ASSETS: Investments, at identified cost (including repurchase agreements) $ 91,292,894 $ 110,739,056 $ 71,282,247 $ 336,825,049 ---------------- ---------------- ---------------- ---------------- Investments, at value $ 76,625,863 $ 104,526,519 $ 68,851,106 $ 329,074,371 Repurchase agreement 15,155,000 6,334,000 2,158,000 18,030,000 Cash 293,754 491 6,002 945 Receivable for: Investments sold 126,402 856,640 - - Capital stock sold - - 419,500 219,365 Interest 552,328 669,599 539,701 5,560,409 Futures variation margin 2,250 - - - Expense reimbursement due from Investment Advisor 3,466 3,811 4,196 5,418 Deferred Trustees' compensation plan 1,134 1,894 292 2,541 Other assets 881 1,319 10,495 - ---------------- ---------------- ---------------- ---------------- Total Assets 92,761,078 112,394,273 71,989,292 352,893,049 ---------------- ---------------- ---------------- ---------------- LIABILITIES: Payable for: Investments purchased 419,532 3,102,352 918,595 - Investments purchased on a delayed delivery basis 14,340,902 - 2,068,965 - Fund shares repurchased - 50,000 50,000 146,000 Distributions 154,365 107,216 127,593 404,154 Investment advisory fee 13,290 26,084 13,649 118,879 Trustees' fees 121 1,034 1,852 - Audit fee 18,834 18,170 25,457 17,777 Deferred Trustees' fees 1,134 1,894 292 2,541 Other liabilities - - - 456 ---------------- ---------------- ---------------- ---------------- Total liabilities 14,948,178 3,306,750 3,206,403 689,807 ---------------- ---------------- ---------------- ---------------- NET ASSETS $ 77,812,900 $ 109,087,523 $ 68,782,889 $ 352,203,242 ================ ================ ================ ================ NET ASSETS consist of: Paid-in capital $ 77,402,417 $ 112,456,445 $ 69,968,536 $ 390,095,073 Overdistributed net investment income (140,286) (647,957) (888,175) (2,174,200) Accumulated net realized gain (loss) 55,800 (2,842,428) (24,331) (45,996,953) Net unrealized appreciation (depreciation) on: Investments 487,969 121,463 (273,141) 10,279,322 Futures contracts 7,000 - - - ---------------- ---------------- ---------------- ---------------- NET ASSETS $ 77,812,900 $ 109,087,523 $ 68,782,889 $ 352,203,242 ================ ================ ================ ================ Shares of capital stock outstanding 7,389,755 9,164,787 7,046,436 43,130,231 ================ ================ ================ ================ Net asset value, offering and redemption price per share $ 10.53 $ 11.90 $ 9.76 $ 8.17 ================ ================ ================ ================ </Table> See Accompanying Notes to Financial Statements. 58 <Page> STATEMENTS OF OPERATIONS For the Six Months Ended January 31, 2005 (Unaudited) <Table> <Caption> CMG CMG CMG CMG CORE BOND SHORT TERM ULTRA SHORT TERM HIGH YIELD FUND BOND FUND BOND FUND FUND ---------------- ---------------- ---------------- ---------------- NET INVESTMENT INCOME: Income: Interest $ 845,248 $ 1,916,636 $ 726,141 $ 12,362,993 Foreign taxes withheld - (2,150) - - ---------------- ---------------- ---------------- ---------------- Total income 845,248 1,914,486 726,141 12,362,993 ---------------- ---------------- ---------------- ---------------- Expenses: Investment advisory fee 51,364 142,159 86,310 743,379 Trustees' fees 3,546 5,211 3,875 8,344 Audit fee 16,534 16,490 23,656 18,608 Trustees legal council fees 493 918 700 5,208 Non-recurring costs (See Note 8) 350 854 206 2,781 ---------------- ---------------- ---------------- ---------------- Total expenses 72,287 165,632 114,747 778,320 Expense reimbursement from Investment Advisor (20,573) (22,619) (28,231) (32,160) Non-recurring costs assumed by Investment Advisor (See Note 8) (350) (854) (206) (2,781) ---------------- ---------------- ---------------- ---------------- Net expenses 51,364 142,159 86,310 743,379 ---------------- ---------------- ---------------- ---------------- Net investment income 793,884 1,772,327 639,831 11,619,614 ---------------- ---------------- ---------------- ---------------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FUTURES CONTRACTS: Net realized gain (loss) on: Investments 172,199 84,525 5,309 5,805,901 Futures contracts (15,134) - - - ---------------- ---------------- ---------------- ---------------- Net realized gain (loss) 157,065 84,525 5,309 5,805,901 ---------------- ---------------- ---------------- ---------------- Net change in unrealized appreciation/ depreciation on: Investments 489,611 (269,318) (105,440) 3,344,910 Futures contracts 19,750 - - - ---------------- ---------------- ---------------- ---------------- Net change in unrealized appreciation/depreciation 509,361 (269,318) (105,440) 3,344,910 ---------------- ---------------- ---------------- ---------------- Net gain (loss) 666,426 (184,793) (100,131) 9,150,811 ---------------- ---------------- ---------------- ---------------- NET INCREASE IN NET ASSETS FROM OPERATIONS $ 1,460,310 $ 1,587,534 $ 539,700 $ 20,770,425 ================ ================ ================ ================ </Table> See Accompanying Notes to Financial Statements. 59 <Page> CMG CORE BOND FUND A Portfolio of CMG Fund Trust STATEMENTS OF CHANGES IN NET ASSETS <Table> <Caption> (UNAUDITED) SIX MONTHS ENDED YEAR ENDED JANUARY 31, 2005 JULY 31, 2004 ---------------- ---------------- Operations: Net investment income $ 793,884 $ 1,476,947 Net realized gain on investments and futures contracts 157,065 58,772 Net change in unrealized appreciation/depreciation on investments and futures contracts 509,361 (28,286) ---------------- ---------------- Net increase from operations 1,460,310 1,507,433 ---------------- ---------------- Distributions declared to shareholders: From net investment income (858,312) (1,618,453) From net realized gains - (424,522) ---------------- ---------------- Total distributions declared to shareholders (858,312) (2,042,975) Share transactions: Subscriptions 53,875,893 45,285,510 Distributions reinvested 161,433 1,214,069 Redemptions (9,636,459) (43,666,147) ---------------- ---------------- Net increase in share transactions 44,400,867 2,833,432 ---------------- ---------------- Net increase in net assets 45,002,865 2,297,890 NET ASSETS: Beginning of period 32,810,035 30,512,145 ---------------- ---------------- End of period $ 77,812,900 $ 32,810,035 ================ ================ Overdistributed net investment income $ (140,286) $ (75,858) ================ ================ Changes in shares: Subscriptions 5,123,474 4,306,892 Issued for distributions reinvested 15,373 115,771 Redemptions (917,203) (4,193,418) ---------------- ---------------- Net increase 4,221,644 229,245 </Table> See Accompanying Notes to Financial Statements. 60 <Page> CMG SHORT TERM BOND FUND A Portfolio of CMG Fund Trust STATEMENTS OF CHANGES IN NET ASSETS <Table> <Caption> (UNAUDITED) SIX MONTHS ENDED YEAR ENDED JANUARY 31, 2005 JULY 31, 2004 ---------------- ---------------- Operations: Net investment income $ 1,772,327 $ 3,613,606 Net realized gain on investments and futures contracts 84,525 141,676 Net change in unrealized appreciation/depreciation on investments and futures contracts (269,318) (513,208) ---------------- ---------------- Net increase from operations 1,587,534 3,242,074 ---------------- ---------------- Distributions declared to shareholders: From net investment income (1,993,970) (3,965,886) ---------------- ---------------- Share transactions: Subscriptions 22,462,877 59,951,561 Distributions reinvested 1,382,185 3,016,948 Redemptions (33,476,223) (56,312,517) ---------------- ---------------- Net increase (decrease) in share transactions (9,631,161) 6,655,992 ---------------- ---------------- Net increase (decrease) in net assets (10,037,597) 5,932,180 NET ASSETS: Beginning of period 119,125,120 113,192,940 ---------------- ---------------- End of period $ 109,087,523 $ 119,125,120 ================ ================ Overdistributed net investment income $ (647,957) $ (426,314) ================ ================ Changes in shares: Subscriptions 1,875,489 4,971,382 Issued for distributions reinvested 115,640 250,706 Redemptions (2,796,435) (4,673,216) ---------------- ---------------- Net increase (decrease) (805,306) 548,872 </Table> See Accompanying Notes to Financial Statements. 61 <Page> CMG ULTRA SHORT TERM BOND FUND A Portfolio of CMG Fund Trust STATEMENTS OF CHANGES IN NET ASSETS <Table> <Caption> (UNAUDITED) SIX MONTHS ENDED PERIOD ENDED JANUARY 31, 2005 JULY 31, 2004 (a) ---------------- ----------------- Operations: Net investment income $ 639,831 $ 207,140 Net realized gain (loss) on investments 5,309 (19,498) Net change in unrealized appreciation/depreciation on investments (105,440) (167,701) ---------------- ----------------- Net increase from operations 539,700 19,941 ---------------- ----------------- Distributions declared to shareholders: From net investment income (1,358,196) (387,092) ---------------- ----------------- Share transactions: Subscriptions 12,636,550 72,925,807 Distributions reinvested 663,667 110,468 Redemptions (10,934,075) (5,433,881) ---------------- ----------------- Net increase in share transactions 2,366,142 67,602,394 ---------------- ----------------- Net increase in net assets 1,547,646 67,235,243 NET ASSETS: Beginning of period 67,235,243 - ---------------- ----------------- End of period $ 68,782,889 $ 67,235,243 ================ ================= Overdistributed net investment income $ (888,175) $ (169,810) ================ ================= Changes in shares: Subscriptions 1,285,311 7,343,456 Issued for distributions reinvested 67,537 11,162 Redemptions (1,112,333) (548,697) ---------------- ----------------- Net increase 240,515 6,805,921 </Table> (a) The Fund commenced investment operations on March 8, 2004. See Accompanying Notes to Financial Statements. 62 <Page> CMG HIGH YIELD FUND A Portfolio of CMG Fund Trust STATEMENTS OF CHANGES IN NET ASSETS <Table> <Caption> (UNAUDITED) SIX MONTHS ENDED YEAR ENDED JANUARY 31, 2005 JULY 31, 2004 ---------------- ---------------- Operations: Net investment income $ 11,619,614 $ 28,629,074 Net realized gain on investments 5,805,901 11,465,251 Net change in unrealized appreciation/depreciation on investments 3,344,910 (3,719,002) ---------------- ---------------- Net increase from operations 20,770,425 36,375,323 ---------------- ---------------- Distributions declared to shareholders: From net investment income (12,392,483) (30,204,485) ---------------- ---------------- Share transactions: Subscriptions 23,785,583 118,229,818 Distributions reinvested 9,902,363 24,159,735 Redemptions (72,019,996) (195,444,715) ---------------- ---------------- Net decrease in share transactions (38,332,050) (53,055,162) ---------------- ---------------- Net decrease in net assets (29,954,108) (46,884,324) NET ASSETS: Beginning of period 382,157,350 429,041,674 ---------------- ---------------- End of period $ 352,203,242 $ 382,157,350 ================ ================ Overdistributed net investment income $ (2,174,200) $ (1,401,331) ================ ================ Changes in shares: Subscriptions 2,904,627 14,671,669 Issued for distributions reinvested 1,208,336 2,996,559 Redemptions (8,768,748) (24,196,101) ---------------- ---------------- Net decrease (4,655,785) (6,527,873) </Table> See Accompanying Notes to Financial Statements. 63 <Page> NOTES TO FINANCIAL STATEMENTS January 31, 2005 (Unaudited) NOTE 1. ORGANIZATION: CMG Fund Trust (the "Trust") is an Oregon business trust registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. Information presented in these financial statements pertains to the following diversified funds (individually referred to as a "Fund", collectively referred to as the "Funds"): CMG Core Bond Fund CMG Short Term Bond Fund CMG Ultra Short Term Bond Fund CMG High Yield Fund INVESTMENT GOALS. The CMG Core Bond Fund seeks a high level of current income consistent with capital preservation. The CMG Short Term Bond Fund seeks a high level of current income consistent with a high degree of stability of principal. The CMG Ultra Short Term Bond Fund seeks a high level of current income consistent with the maintenance of liquidity and the preservation of principal. The CMG High Yield Fund seeks a high level of current income. Capital appreciation is a secondary objective when consistent with a high level of current income. FUND SHARES. Each Fund may issue 100 million shares of no par value capital stock, which are offered continuously at net asset value. NOTE 2. SIGNIFICANT ACCOUNTING POLICIES: USE OF ESTIMATES. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of significant accounting policies consistently followed by the Funds in the preparation of their financial statements. SECURITY VALUATION. Debt securities generally are valued by pricing services approved by the Trust's Board of Trustees, based upon market transactions for normal, institutional-size trading units of similar securities. The services may use various pricing techniques which take into account appropriate factors such as yield, quality, coupon rate, maturity, type of issue, trading characteristics and other data, as well as broker quotes. Debt securities for which quotations are readily available are valued at an over-the-counter or exchange bid quotation. Certain debt securities, which tend to be more thinly traded and of lesser quality, are priced based on fundamental analysis of the financial condition of the issuer and the estimated value of any collateral. Valuations developed through pricing techniques may vary from the actual amounts realized upon sale of the securities, and the potential variation may be greater for those securities valued using fundamental analysis. Short-term debt obligations maturing within 60 days are valued at amortized cost, which approximates market value. 64 <Page> Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded. Investments for which market quotations are not readily available, or have quotations which management believes are not appropriate, are valued at fair value as determined in good faith under consistently applied procedures established by and under the general supervision of the Board of Trustees. SECURITY TRANSACTIONS. Security transactions are accounted for on the trade date. Cost is determined and gains (losses) are based upon the specific identification method for both financial statement and federal income tax purposes. FUTURES CONTRACTS. Each Fund may invest in municipal and U.S. Treasury futures contracts. The Funds may invest in these instruments to hedge against the effects of changes in the value of portfolio securities due to anticipated changes in interest rates and/or market conditions, for duration management, or when the transactions are economically appropriate to the reduction of risk inherent in the management of the Funds and not for trading purposes. The use of futures contracts involves certain risks, which include: (1) imperfect correlation between the price movement of the instruments and the underlying securities, (2) inability to close out positions due to differing trading hours, or the temporary absence of a liquid market, for either the instrument or the underlying securities, or (3) an inaccurate prediction by Columbia Management Advisors, Inc. of the future direction of interest rates. Any of these risks may involve amounts exceeding the variation margin recorded in the Funds' Statement of Assets and Liabilities at any given time. Upon entering into a futures contract, each Fund deposits cash or securities with the broker in an amount sufficient to meet the initial margin requirement. Subsequent payments are made or received by the Funds equal to the daily change in the contract value and are recorded as variation margin payable or receivable and offset in unrealized gains or losses. Each Fund also identifies portfolio securities as segregated with the custodian in a separate account in an amount equal to the futures contract. The Funds recognize a realized gain or loss when the contract is closed or expires. REPURCHASE AGREEMENTS. Each Fund may engage in repurchase agreement transactions with institutions that the Funds' investment advisor has determined are creditworthy. Each Fund, through its custodian, receives delivery of underlying securities collateralizing a repurchase agreement. Collateral is at least equal, at all times, to the value of the repurchase obligation including interest. A repurchase agreement transaction involves certain risks in the event of default or insolvency of the counterparty. These risks include possible delays or restrictions upon each Fund's ability to dispose of the underlying securities and a possible decline in the value of the underlying securities during the period while the Funds seek to assert their rights. DELAYED DELIVERY SECURITIES. The Funds may trade securities on other than normal settlement terms, including securities purchased or sold on a "when-issued" basis. This may increase the risk if the other party to the transaction fails to deliver and causes the Funds to subsequently invest at less advantageous prices. The Funds identify cash or liquid portfolio securities as segregated with the custodian in an amount equal to the delayed delivery commitment. INCOME RECOGNITION. Interest income is recorded on the accrual basis. Premium and discount are amortized and accreted, respectively, on all debt securities. FEDERAL INCOME TAX STATUS. Each Fund intends to qualify each year as a "regulated investment company" under Subchapter M of the Internal Revenue Code, as amended, and will distribute substantially all of its taxable income, if any, for its tax year, and as such will not be subject to federal income taxes. In addition, each Fund intends to distribute in each calendar year substantially all of its net investment income, capital gains and certain other amounts, if any, such that each Fund should not be subject to federal excise tax. Therefore, no federal income or excise tax provision is recorded. 65 <Page> DISTRIBUTIONS TO SHAREHOLDERS. Dividends from net investment income are declared daily and paid monthly. Net realized capital gains, if any, are distributed at least annually. NOTE 3. FEDERAL TAX INFORMATION: The tax character of distributions paid during the year ended July 31, 2004 was as follows: <Table> <Caption> JULY 31, 2004 --------------------------------------------------- TAX ORDINARY LONG-TERM RETURN INCOME* CAPITAL GAINS OF CAPITAL --------------- --------------- --------------- CMG Core Bond Fund $ 1,801,868 $ 241,107 $ - CMG Short Term Bond Fund 3,965,886 - - CMG Ultra Short Term Bond Fund 387,092 - - CMG High Yield Fund 30,204,485 - - </Table> *For tax purposes short-term capital gains distributions, if any, are considered ordinary income distributions. Unrealized appreciation and depreciation at January 31, 2005, based on cost of investments for federal income tax purposes was: <Table> <Caption> NET UNREALIZED UNREALIZED UNREALIZED APPRECIATION APPRECIATION DEPRECIATION (DEPRECIATION) --------------- --------------- --------------- CMG Core Bond Fund $ 641,411 $ (255,772) $ 385,639 CMG Short Term Bond Fund 426,345 (882,622) (456,277) CMG Ultra Short Term Bond Fund 25,162 (676,464) (651,302) CMG High Yield Fund 10,661,011 (1,777,909) 8,883,102 </Table> The following capital loss carryforwards determined as of July 31, 2004, may be available to reduce taxable income arising from future net realized gains on investments, if any, to the extent permitted by the Internal Revenue Code: <Table> <Caption> YEAR OF EXPIRATION -------------------------------------------------------------------------------------------- 2008 2009 2010 2011 2012 Total -------------- -------------- -------------- ------- -------------- -------------- CMG Short Term Bond Fund $ 537,548 $ - $ 2,365,257 $ - $ 19,156 $ 2,921,961 CMG Ultra Short Term Bond Fund - - - - 29,640 29,640 CMG High Yield Fund 2,316,195 24,244,763 25,194,365 - - 51,755,323 </Table> Under current tax rules, certain capital losses realized after October 31 may be deferred and treated as occurring on the first day of the following fiscal year. As of July 31, 2004, post-October capital losses of $66,169 attributed to security transactions were deferred to August 1, 2004 for the CMG Core Bond Fund. 66 <Page> NOTE 4. FEES AND COMPENSATION PAID TO AFFILIATES: INVESTMENT ADVISORY FEE. Columbia Management Advisors, Inc. ("Columbia"), an indirect wholly owned subsidiary of Bank of America Corporation ("BOA"), is the investment advisor to the Funds. Each Fund's investment advisory fee is a unified fee. Columbia, out of the unified fee it receives from the Funds, pays all accounting fees, legal fees, transfer agent fees, custody fees and miscellaneous expenses of the Funds. The unified fee does not include brokerage fees, taxes, Trustees' fees, Trustee legal counsel fees, audit fees, interest expense associated with any borrowings by the Funds or extraordinary expenses, if any. The unified fees are paid monthly to Columbia at the following annual rates based on average daily net assets: <Table> CMG Core Bond Fund 0.25% CMG Short Term Bond Fund 0.25% CMG Ultra Short Term Bond Fund 0.25% CMG High Yield Fund 0.40% </Table> PRICING & BOOKKEEPING FEES. Columbia is responsible for providing pricing and bookkeeping services to each Fund under a pricing, bookkeeping and fund administration agreement. Under a separate agreement (the "Outsourcing Agreement"), Columbia has delegated certain of those functions to State Street Corporation ("State Street"). As a result, Columbia pays fees to State Street under the Outsourcing Agreement. The pricing and bookkeeping fees for the Funds are included in the unified fee. TRANSFER AGENT FEE. Columbia Funds Services, Inc. (the "Transfer Agent"), an affiliate of Columbia, provides shareholder services to the Funds and has subcontracted with Boston Financial Data Services ("BFDS") to serve as sub-transfer agent. The transfer agent fees for the Funds are included in the unified fee. FEE WAIVERS. Columbia has contractually agreed to reimburse the Funds through March 1, 2009 for certain expenses so that the expenses incurred by the Funds, including the investment advisory fees, would not exceed the following annual rates based on each Fund's average daily net assets: <Table> CMG Core Bond Fund 0.25% CMG Short Term Bond Fund 0.25% CMG Ultra Short Term Bond Fund 0.25% CMG High Yield Fund 0.40% </Table> FEES PAID TO OFFICERS AND TRUSTEES. With the exception of one officer, all officers of the Funds are employees of Columbia or its affiliates and receive no compensation from the Funds. Effective August 23, 2004, the Board of Trustees appointed a Chief Compliance Officer to the Funds in accordance with federal securities regulations. Each Fund, along with other affiliated funds, will pay its pro-rata share of the expenses associated with the Office of the Chief Compliance Officer. Each Fund's fee will not exceed $15,000 per year. The Funds' Trustees may participate in a deferred compensation plan which may be terminated at any time. Obligations of the plan will be paid solely out of the Funds' assets. OTHER. Columbia provides certain services to the Funds related to Sarbanes-Oxley compliance. The fees for such services are included in the unified fee. 67 <Page> NOTE 5. PORTFOLIO INFORMATION: For the six months ended January 31, 2005, the cost of purchases and proceeds from sales of securities, excluding short-term obligations, were as follows: <Table> <Caption> U.S GOVERNMENT SECURITIES OTHER INVESTMENT SECURITIES --------------------------------- --------------------------------- PURCHASES SALES PURCHASES SALES --------------- --------------- --------------- --------------- CMG Core Bond Fund $ 37,595,839 $ 9,685,736 $ 19,379,901 $ 4,633,827 CMG Short Term Bond Fund 10,143,358 5,146,393 12,666,973 23,147,375 CMG Ultra Short Term Bond Fund 25,082,871 14,281,665 31,581,073 14,166,650 CMG High Yield Fund - - 74,633,758 121,941,284 </Table> NOTE 6. LINE OF CREDIT: The Funds and other affiliated funds participate in a $350,000,000 committed unsecured revolving line of credit provided by State Street Bank and Trust Company. Borrowings are used for temporary or emergency purposes to facilitate portfolio liquidity. Interest is charged to each participating fund based on its borrowings at a rate per annum equal to the Federal Funds rate plus 0.50%. In addition, a commitment fee of 0.10% per annum is accrued and apportioned among the participating funds based on their pro-rata portion of the unutilized line of credit. The commitment fee is included in "Other expenses" on the Statements of Operations. For the six months ended January 31, 2005, the Funds did not borrow under this arrangement. NOTE 7. SHARES OF BENEFICIAL INTEREST: As of January 31, 2005, the Funds had shareholders whose shares were beneficially owned by participant accounts over which Bank of America and/or its affiliates had either sole or joint investment discretion. Subscription and redemption activity of these accounts may have a significant effect on the operations of the Funds. The number of accounts and the percentage of shares of beneficial interest outstanding held therein are as follows: <Table> <Caption> NUMBER OF % OF SHARES SHAREHOLDERS OUTSTANDING HELD ------------ ---------------- CMG Core Bond Fund 3 93.9% CMG Short Term Bond Fund 2 40.9% CMG Ultra Short Term Bond Fund 2 99.7% CMG High Yield Fund 2 28.6% </Table> As of January 31, 2005, the Funds also had other shareholders that held greater than 5% of the shares outstanding. Subscription and redemption activity of these shareholders may have a material effect on the Funds. The number of accounts and the percentage of shares of beneficial interest outstanding held therein are as follows: <Table> <Caption> NUMBER OF % OF SHARES SHAREHOLDERS OUTSTANDING HELD ------------ ---------------- CMG Short Term Bond Fund 1 23.8% CMG High Yield Fund 2 26.4% </Table> 68 <Page> NOTE 8. DISCLOSURE OF SIGNIFICANT RISKS AND CONTINGENCIES: HIGH-YIELD SECURITIES. Investing in high-yield securities may involve greater credit risk and considerations not typically associated with investing in U.S. Government bonds and other higher quality fixed income securities. These securities are non-investment grade securities, often referred to as "junk bonds." Economic downturns may disrupt the high yield market and impair the ability of issuers to repay principal and interest. Also, an increase in interest rates would likely have an adverse impact on the value of such obligations. Moreover, high-yield securities may be less liquid due to the extent that there is no established retail secondary market and because of a decline in the value of such securities. INDUSTRY FOCUS. The Funds may focus their investments in certain industries, subjecting them to greater risk than a fund that is more diversified. LEGAL PROCEEDINGS. On February 9, 2005, Columbia, Columbia Funds Distributor, Inc. (collectively the "Columbia Group") entered into an Assurance of Discontinuance with the New York Attorney General ("NYAG") (the "NYAG Settlement") and consented to the entry of a cease-and-desist order by the Securities and Exchange Commission (the "SEC") (the "SEC Order"). The SEC Order and the NYAG Settlement are referred to collectively as the "Settlements". The Settlements contain substantially the same terms and conditions as outlined in the agreements in principle which Columbia Group entered into with the SEC and NYAG in March 2004. Under the terms of the SEC Order, the Columbia Group has agreed, among other things, to: pay $70 million in disgorgement and $70 million in civil money penalties; cease and desist from violations of the antifraud provisions and certain other provisions of the federal securities laws; maintain certain compliance and ethics oversight structures; retain an independent consultant to review the Columbia Group's applicable supervisory, compliance, control and other policies and procedures; and retain an independent distribution consultant (see below). The Columbia Funds have also voluntarily undertaken to implement certain governance measures designed to maintain the independence of their boards of trustees. The NYAG Settlement also, among other things, requires Columbia and its affiliates, Banc of America Capital Management, LLC and BACAP Distributors LLC to reduce certain Columbia Funds, Nations Funds and other mutual fund management fees collectively by $32 million per year for five years, for a projected total of $160 million in management fee reductions. Pursuant to the procedures set forth in the SEC Order, the $140 million in settlement amounts described above will be distributed in accordance with a distribution plan to be developed by an independent distribution consultant, who is acceptable to the SEC staff and the Columbia Funds' independent trustees. The distribution plan must be based on a methodology developed in consultation with the Columbia Group and the Fund's independent trustees and not unacceptable to the staff of the SEC. As a result of these matters or any adverse publicity or other developments resulting from them, there may be increased redemptions or reduced sales of fund shares, which could increase transaction costs or operating expenses, or have other adverse consequences for the funds. A copy of the SEC Order is available on the SEC website at http://www.sec.gov. A copy of the NYAG Settlement is available as part of the Bank of America Corporation Form 8-K filing on February 10, 2005. In connection with the events described in detail above, various parties have filed suit against certain funds, their Boards and/or Bank of America (and affiliated entities). More than 300 cases (including those filed against entities unaffiliated with the funds, their Boards and/or FleetBoston and its affiliated entities) have been consolidated in a 69 <Page> multi-district proceeding and transferred to the Federal District Court in Maryland. Recently, certain Columbia funds and affiliated entities have been named as defendants in several direct and derivative actions under various sections of the Investment Company Act of 1940, as amended, alleging, among other things, that the fees and expenses paid by those funds are excessive. On January 11, 2005 a putative class action lawsuit was filed in federal district court in Massachusetts against, among others, the Trustees of the Funds and Columbia. The lawsuit alleges that defendants violated common law duties to fund shareholders as well as sections of the Investment Company Act of 1940, by failing to ensure that the Funds and other affiliated funds participated in securities class action settlements for which the funds were eligible. Specifically, plaintiffs allege that defendants failed to submit proof of claims in connection with settlements of securities class action lawsuits filed against companies in which the funds held positions. The funds and the other defendants to these actions, including Columbia and various of its affiliates, certain other mutual funds advised by Columbia and its affiliates, and various directors of such funds, have denied these allegations and are contesting the plaintiffs' claims. These proceedings are ongoing, however, based on currently available information, Columbia believes that these lawsuits are without merit, that the likelihood they will have a material adverse impact on any fund is remote, and that the lawsuits are not likely to materially affect its ability to provide investment management services to its clients, including the funds. For the six months ended January 31, 2005, Columbia has assumed legal, consulting services and Trustees' fees incurred by the Funds in connection with these matters as follows: <Table> CMG Core Bond Fund $ 350 CMG Short Term Bond Fund 854 CMG Ultra Short Term Bond Fund 206 CMG High Yield Fund 2,781 </Table> 70 <Page> CMG FUND TRUST 1300 S.W. SIXTH AVENUE, PORTLAND, OREGON 97201 - INVESTMENT ADVISOR - COLUMBIA MANAGEMENT ADVISORS, INC. 100 FEDERAL STREET BOSTON, MASSACHUSETTS 02110-2624 - LEGAL COUNSEL - ROPES & GRAY LLC ONE INTERNATIONAL PLACE BOSTON, MASSACHUSETTS 02110-2624 - TRANSFER AGENT - COLUMBIA FUNDS SERVICES, INC. P.O. BOX 8081 BOSTON, MASSACHUSETTS 02266-8081 CMC-03/441U-0205 (03/05) 4656 A description of the policies and procedures that the fund uses to determine how to vote proxies and a copy of the fund's voting record are available (i) at www.columbiamanagement.com; (ii) on the Securities and Exchange Commission's website at www.sec.gov, and (iii) without charge, upon request, by calling 800-368-0346. Information regarding how the fund voted proxies relating to portfolio securities during the 12-month period ended June 30, 2004 is available from the SEC's website. Information regarding how the fund voted proxies relating to portfolio securities is also available from the fund's website. The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The fund's Form N-Q is available on the SEC's website at www.sec.gov and may be reviewed and copied at the SEC's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. THE CMG FUNDS ARE OFFERED BY PROSPECTUS THROUGH COLUMBIA FINANCIAL CENTER, INCORPORATED. PLEASE CONSIDER THE INVESTMENT OBJECTIVES, RISKS, CHARGES AND EXPENSES OF A MUTUAL FUND CAREFULLY BEFORE INVESTING. CONTACT YOUR COLUMBIA MANAGEMENT REPRESENTATIVE OR VISIT www.columbiamanagement.com FOR A PROSPECTUS, WHICH CONTAINS THIS AND OTHER IMPORTANT INFORMATION ABOUT THE FUND. READ IT CAREFULLY BEFORE YOU INVEST. Fund distributed by Columbia Financial Center, Incorporated, 1301 S.W. Fifth Avenue, Portland, Oregon 97201 <Page> ITEM 2. CODE OF ETHICS. Not applicable at this time. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Not applicable at this time. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable at this time. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable. ITEM 6. SCHEDULE OF INVESTMENTS The registrant's "Schedule I - Investments in securities of unaffiliated issuers" (as set forth in 17 CFR 210.12-12) is included in Item 1 of this Form N-CSR. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. Not applicable. ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. There have not been any material changes to the procedures by which shareholders may recommend nominees to the registrant's board of directors, since those procedures were last disclosed in response to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14A or this Item. <Page> ITEM 11. CONTROLS AND PROCEDURES. (a) The registrant's principal executive officer and principal financial officers, based on their evaluation of the registrant's disclosure controls and procedures as of a date within 90 days of the filing of this report, have concluded that such controls and procedures are adequately designed to ensure that information required to be disclosed by the registrant in Form N-CSR is accumulated and communicated to the registrant's management, including the principal executive officer and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. (b) There were no changes in the registrant's internal control over financial reporting that occurred during the registrant's second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 12. EXHIBITS. (a)(1) Code of ethics required to be disclosed under Item 2 of Form N-CSR: Not applicable at this time. (a)(2) Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) attached hereto as Exhibit 99.CERT. (a)(3) Not applicable. (b) Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) attached hereto as Exhibit 99.906CERT. <Page> SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (registrant) CMG Fund Trust ---------------------------------------------------------------- By (Signature and Title) /S/ Christopher L. Wilson ---------------------------------------------------- Christopher L. Wilson, President Date March 30, 2005 ------------------------------------------------------------------------ Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By (Signature and Title) /S/ Christopher L. Wilson ---------------------------------------------------- Christopher L. Wilson, President Date March 30, 2005 ------------------------------------------------------------------------ By (Signature and Title) /S/ J. Kevin Connaughton ---------------------------------------------------- J. Kevin Connaughton, Treasurer Date March 30, 2005 ------------------------------------------------------------------------