UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSRS
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-09261
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Foxby Corp.
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(Exact name of registrant as specified in charter)
11 Hanover Square, New York, NY 10005
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(Address of principal executive offices) (Zipcode)
Monica Pelaez, Secretary
11 Hanover Square
New York, NY 10005
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(Name and address of agent for service)
Registrant's telephone number, including area code: 212-635-0671
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Date of fiscal year end: 12/31/03
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Date of reporting period: 1/1/03 - 06/30/03
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Form N-CSRS 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 policy making roles.
Item 1. Report to Shareholders
INTERNET GROWTH FUND, INC.
- --------------------------------------------------------------------------------
SEMI-ANNUAL REPORT
June 30, 2003
American Stock
Exchange Symbol:
FND
11 Hanover Square
New York, NY 10005
Tel 1-800-278-4353
www.internetgrowthfund.com
American Stock
INTERNET GROWTH FUND, INC. Exchange Symbol: FND
- --------------------------------------------------------------------------------
11 Hanover Square, New York, NY 10005
www.internetgrowthfund.com
Fellow Shareholders:
We are very pleased to submit this Semi-Annual Report for the period ending
June 30, 2003, and to welcome our shareholders who have made their investment
since the Fund's last Report.
We are also very pleased to have announced on July 14, 2003 that the Fund's
name was changed with the approval of the Fund's Board of Directors from
Internet Growth Fund, Inc. to Foxby Corp. In this connection the Fund's symbol
on the American Stock Exchange was changed to FXX (formerly FND) and its CUSIP
was changed to 351645 10 6 (formerly 46062H 10 0). As a result, the Fund's
non-fundamental investment policy that so long as the word "internet" is
included in its name, the Fund will under normal market conditions seek to
achieve its investment objective by investing at least 80% of its total assets
in companies that directly or indirectly support, utilize, deal or market over,
connect through, benefit by, or are otherwise involved in the Internet will be
discontinued in 60 days from July 14, 2003. The Fund also announced that in a
proxy statement for a meeting scheduled for September 2003, the Board of
Directors of the Fund has recommended that shareholders approve: (1) changing
the Fund's fundamental investment objective to make it a non-fundamental policy
of seeking total return; (2) modifying the Fund's fundamental investment
restriction on concentration, which currently requires the Fund to invest, under
normal market conditions, more than 25% of its total assets in the securities of
issuers in the "information technology industry"; and (3) modifying certain of
the Fund's other fundamental investment restrictions in order to provide for
maximum investment flexibility.
REVIEW AND OUTLOOK
The second quarter of this year was good for stocks, and is mostly the
reason for the overall gains in the first half. For example, the S&P 500 was up
15.4% in the second quarter, but up only 11.8% in the first half; the Russell
2000 was up 23.4% in the second quarter, but up only 17.9% in the first half;
some what differently, the Nasdaq Composite was up 21.1% in the second quarter,
and up 21.9% in the first half. The second quarter market rally was the best
quarter for the S&P 500 since 1998 and, for the first time since 1989, all 10
industry sectors in the S&P 500 showed gains greater than 5%. Interestingly,
since World War II the S&P 500 gained in more than 80% of the quarters that
followed the 27 quarters in which it had gained at least 10%.
Yet in the current post-bubble stock market cycle, normal equity valuations
are still elusive. The price/earnings multiple and dividend yield of the S&P
500, of approximately 22 and 1.6% respectively, are at levels more often seen at
bull market peaks. Also troubling, in June the ratio of insider sales to buys
reached six-year highs. Junk bonds and housing seem to be having their own
valuation bubbles, probably as a result of the extremely accommodative approach
of the Federal Reserve in cutting its target Federal Funds rate to only 1% on
June 25, 2003. We became concerned about these developing conditions in the
early part of March and adopted a defensive position, by selling some stocks and
shorting S&P 500 futures, and thus did not fully participate in the second
quarter rally, leading to a first half net asset value total return of -0.39%.
Looking ahead, we believe that equity markets may have overreacted to the
initial outcome in Iraq and falling interest rates, and have overlooked real
economic conditions. Industrial activity has remained subdued. The economy's
apparent strength seems to be largely the result of the record low interest
rates, which encourage the consumer to support the U.S. economy through new home
and automobile purchases, re-financing of mortgages, and other new household
debt, notwithstanding stubborn unemployment. Accordingly, we remain cautious
about the short term outlook, but optimistic about the future of the overall
markets.
CORPORATE GOVERNANCE
In July 2003 the Fund's Board of Directors adopted amended and restated
bylaws to enhance corporate governance and "anti-takeover" provisions, including
bylaws with respect to the qualification of directors and procedural provisions
with respect to the conduct of stockholder meetings, and the Board of Directors
determined to be generally subject to the provisions of the Maryland Control
Share Acquisition Act. Any stockholder who would like a copy of the Fund's new
bylaws may obtain a copy from the Securities and Exchange Commission ("SEC") by
calling the SEC at (202) 942-8090 or e-mailing the SEC at publicinfo@sec.gov, or
from the Fund.
PURCHASE SHARES AT AN ATTRACTIVE DISCOUNT
The Fund's current net asset value per share is $2.69. With a recent
closing on the American Stock Exchange of $2.27 per share, we believe this
represents an important opportunity to purchase additional shares at an
attractive discount from their underlying value. An affiliate of the investment
manager owns 125,100 shares of the Fund, reflecting management's optimism about
the Fund going forward. If you have a question, please call toll-free
1-800-278-4353 and an Investor Service Representative will be happy to assist
you, as always, without any obligation on your part. We appreciate your support
and look forward to serving your investment needs in the years ahead.
Sincerely,
/s/ Thomas B. Winmill
Thomas B. Winmill
President
INTERNET GROWTH FUND INC. 2
SCHEDULE OF PORTFOLIO INVESTMENTS - JUNE 30, 2003 (Unaudited)
SHARES MARKET VALUE
- ----------- -------------
COMMON STOCKS (53.57%)
CABLE & OTHER PAY TELEVISION SERVICES (2.68%)
3,461 Comcast Corp./(2)/ ............................................ $ 104,453
5,800 Insight Communications Company, Inc./(2)/ ..................... 76,444
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180,897
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COMPUTER & OFFICE EQUIPMENT (4.31%)
9,800 Hewlett-Packard Company ....................................... 208,740
1,900 International Business Machines Corp. ......................... 82,500
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291,240
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COMPUTER COMMUNICATIONS EQUIPMENT (3.27%)
13,300 Cisco Systems, Inc./(2)/ ...................................... 220,647
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ELECTRONIC COMPUTERS (3.98%)
5,000 Dell Computer Corp./(2)/ ...................................... 159,800
23,700 Sun Microsystems, Inc./(2)/ ................................... 109,020
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268,820
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MISCELLANEOUS BUSINESS SERVICES (3.14%)
75,000 Safety Intelligence Systems Corp./(1)//(2)/ ................... 212,145
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PRINTED CIRCUIT BOARDS (2.14%)
38,700 Solectron Corp./(2)/ .......................................... 144,738
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RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT (8.23%)
13,100 Motorola, Inc. ................................................ 123,533
8,500 Nokia Oyj ADR ................................................. 139,655
6,800 NTT DoCoMo, Inc. .............................................. 149,464
4,000 QUALCOMM Inc. ................................................. 143,000
-------------
555,652
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SECURITY BROKERS, DEALERS & FLOTATION COMPANIES (5.03%)
30,000 E*TRADE GROUP, INC./(2)/ ...................................... 255,000
5,000 Interactive Data Corp./(2)/ ................................... 84,500
-------------
339,500
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SEMICONDUCTORS & RELATED DEVICES (3.08%)
10,000 Intel Corp. ................................................... 207,840
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SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN (0.11%)
24,400 Digital Fusion, Inc./(2)/ ..................................... 7,320
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See accompanying notes to financial statements. 3 INTERNET GROWTH FUND, INC.
SCHEDULE OF PORTFOLIO INVESTMENTS - JUNE 30, 2003 (Unaudited)
SHARES MARKET VALUE
- ----------- -------------
COMMON STOCKS (continued)
SERVICES-COMPUTER PROCESSING & DATA PREPARATION (1.34%)
3,500 SunGard Data Systems Inc./(2)/ ................................ $ 90,685
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SERVICES-EDUCATIONAL SERVICES (1.65%)
1,800 Apollo Group, Inc./(2)/ ....................................... 111,168
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SERVICES-PREPACKAGED SOFTWARE (5.78%)
1,300 Intuit Inc./(2)/ .............................................. 57,889
5,000 Microsoft Corp ................................................ 128,050
5,200 Sybase, Inc./(2)/ ............................................. 72,332
4,600 VERITAS Software Corp./(2)/ ................................... 131,882
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390,153
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TELEPHONE & TELEGRAPH APPARATUS (3.36%)
14,300 Level 3 Communications, Inc./(2)/ ............................. 94,952
3,700 UTStarcom, Inc./(2)/ .......................................... 131,609
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226,561
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TELEPHONE COMMUNICATIONS (5.47%)
4,100 IDT Corp./(2)/ ................................................ 73,390
5,700 SBC Communications Inc. ....................................... 145,635
3,800 Verizon Communications Inc. ................................... 149,910
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368,935
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Total Common Stocks (cost: $3,054,701) .................... 3,616,301
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PAR VALUE SHORT TERM INVESTMENTS (46.43%)
$ 3,134,030 Repurchase Agreement with State Street Bank & Trust,
0.10%, due 7/01/03 (collateralized by U.S. Treasury Notes) .... 3,134,030
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Total Short Term Investments (cost: $3,134,030) ........... 3,134,030
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Total Investments (cost: $6,188,731) (100.00%) ......... $ 6,750,331
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/(1)/ Security is not publicly traded.
/(2)/ Non-income producing security.
INTERNET GROWTH FUND, INC. 4 See accompanying notes to financial statements.
STATEMENT OF ASSETS AND LIABILITIES
June 30, 2003 (Unaudited)
ASSETS:
Investments at market value (cost: $6,188,731) (Note 2)................. $ 6,750,331
Interest and dividend receivable........................................ 1,317
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Total assets...................................................... 6,751,648
LIABILITIES:
Accrued expenses........................................................ 19,504
Accrued management fees (Note 4)........................................ 5,610
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Total liabilities................................................. 25,114
NET ASSETS: (applicable to 2,602,847 shares outstanding: 500,000,000
shares of $.01 par value authorized)....................................... $ 6,726,534
=============
NET ASSET VALUE PER SHARE
($6,726,534 / 2,602,847 shares outstanding)................................ $ 2.58
=============
At June 30, 2003, net assets consisted of:
Paid-in capital......................................................... $ 23,716,950
Net unrealized appreciation on investments.............................. 561,600
Accumulated net realized loss on investments and futures................ (17,552,016)
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$ 6,726,534
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See accompanying notes to financial statements. 5 INTERNET GROWTH FUND, INC.
STATEMENT OF OPERATIONS
Six Months Ended June 30, 2003 (Unaudited), Nine Months Ended December 31, 2002
and Year Ended March 31, 2002
SIX MONTHS NINE
ENDED JUNE MONTHS YEAR
30, 2003 ENDED ENDED
(Unaudited) 12/31/02 3/31/02
-------------- -------------- --------------
INVESTMENT INCOME:
Interest ...................................... $ 1,969 $ 36,931 $ 67,131
Dividends ..................................... 12,196 11,659 3,274
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Total investment income .................... 14,165 48,590 70,405
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EXPENSES:
Investment management (Note 4) ................ 33,240 52,778 92,218
Professional (Note 4) ......................... 36,006 38,793 36,135
Transfer agent ................................ 4,222 26,693 54,020
Directors ..................................... 12,525 13,936 25,040
Administration ................................ -- 13,052 35,040
Registration (Note 4) ......................... 22,548 6,280 5,165
Printing ...................................... 7,360 4,041 14,310
Custodian ..................................... 1,810 2,506 8,290
Other ......................................... 4,830 5,030 22,120
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Total expenses ............................. 122,541 163,109 292,338
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Net investment loss ..................... (108,376) (114,519) (221,933)
-------------- -------------- --------------
REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS AND FOREIGN CURRENCIES:
Net realized loss on investments .............. (633,358) (4,280,645) (1,452,103)
Unrealized appreciation on investments and
futures during the period .................... 736,952 2,623,576 1,023,187
-------------- -------------- --------------
Net realized and unrealized gain (loss) on
investments .................................. 103,594 (1,657,069) (428,916)
-------------- -------------- --------------
Net decrease in net assets resulting from
operations ................................... $ (4,782) $ (1,771,588) $ (650,849)
============== ============== ==============
INTERNET GROWTH FUND, INC. 6 See accompanying notes to financial statements.
STATEMENTS OF CHANGES IN NET ASSETS
Six Months Ended June 30, 2003 (Unaudited), Nine Months Ended December 31, 2002
and Year Ended March 31, 2002
SIX MONTHS NINE MONTHS YEAR
ENDED 6/30/03 ENDED ENDED
(Unaudited) 12/31/02 3/31/02
-------------- -------------- --------------
OPERATIONS:
Net investment loss ........................... $ (108,376) $ (114,519) $ (221,933)
Net realized gain (loss) on:
Long transactions .......................... 391,061 (4,465,721) (1,624,953)
Short transactions ......................... (1,024,419) -- --
Options contracts expired or closed ........ -- 185,076 172,850
Change in unrealized appreciation on
investments and options ...................... 736,952 2,623,576 1,023,187
-------------- -------------- --------------
Net decrease in net assets resulting from
operations ................................... (4,782) (1,771,588) (650,849)
DISTRIBUTIONS TO SHAREHOLDERS:
Net realized gains ($0.00, $0.00 and $0.26
per share, respectively) ..................... -- -- (663,137)
-------------- -------------- --------------
CAPITAL SHARE TRANSACTIONS:
Increase in net assets resulting from
reinvestment of distribution (23,964 shares).. -- -- 81,842
-------------- -------------- --------------
Total change in net assets ................. (4,782) (1,771,588) (1,232,144)
NET ASSETS:
Beginning of period ........................... $ 6,731,316 $ 8,502,904 $ 9,735,048
-------------- -------------- --------------
End of period ................................. $ 6,726,534 $ 6,731,316 $ 8,502,904
============== ============== ==============
See accompanying notes to financial statements. 7 INTERNET GROWTH FUND, INC.
NOTES TO FINANCIAL STATEMENTS (Unaudited)
(1) Internet Growth Fund, Inc. (the "Fund") was incorporated under the laws of
the state of Maryland on August 24, 1998 and is registered under the Investment
Company Act of 1940 as a non-diversified, closed-end management investment
company. The Fund commenced operations on October 29, 1999. On December 11,
2002, the Board of Directors of the Fund approved a change in the fiscal year
end to December 31. Under normal market conditions, the Fund will invest at
least 65% of its total assets in the equity securities of companies that engage
in Internet and Internet-related activities and, so long as the word "internet"
is included in its name, the Fund will under normal market conditions seek to
achieve its investment objective by investing at least 80% of its total assets
in companies that directly or indirectly support, utilize, deal or market over,
connect through, benefit by, or are otherwise involved in the Internet.
(2) The following is a summary of significant accounting policies consistently
followed by the Fund in the preparation of its financial statements. With
respect to security valuation, securities traded on a national securities
exchange or the Nasdaq National Market System ("NMS") are valued at the last
reported sales price on the day the valuations are made. Such securities that
are not traded on a particular day and securities traded in the over-the-counter
market that are not on NMS are valued at the mean between the current bid and
asked prices. Certain of the securities in which the Fund invests are priced
through pricing services which may utilize a matrix pricing system which takes
into consideration factors such as yields, prices, maturities, call features and
ratings on comparable securities. Bonds may be valued according to prices quoted
by a dealer in bonds which offers pricing services. Debt obligations with
remaining maturities of 60 days or less are valued at cost adjusted for
amortization of premiums and accretion of discounts. Securities of foreign
issuers denominated in foreign currencies are translated into U.S. dollars at
prevailing exchange rates. Forward contracts are marked to market and the change
in market value is recorded by the Fund as an unrealized gain or loss. When a
contract is closed, the Fund records a realized gain or loss equal to the
difference between the value of the contract at the time it was opened and the
value at the time it was closed. The Fund could be exposed to risk if the
counterparties are unable to meet the terms of the contracts or if the value of
the currency changes unfavorably. Investment transactions are accounted for on
the trade date (the date the order to buy or sell is executed). Interest income
is recorded on the accrual basis. Discounts and premiums on securities purchased
are amortized over the life of the respective securities. Dividends and
distributions to shareholders are recorded on the ex-dividend date. In preparing
financial statements in conformity with accounting principles generally accepted
in the United States of America, management makes estimates and assumptions that
affect the reported amounts of assets and liabilities at the date of the
financial statements, as well as the reported amounts.
(3) It is the Fund's current intention to meet the requirements of the Internal
Revenue Code applicable to regulated investment companies and to distribute all
of its taxable net income to its shareholders. In addition, the Fund intends to
pay distributions as required to avoid imposition of excise tax. Therefore, no
federal income tax provision is required. At December 31, 2002, the Fund had a
capital loss carryforward of approximately $17,267,300 of which $10,509,500
expires in 2009 and $6,757,800 expires in 2010. The tax character of
distributions paid in the year ended March 31, 2002 was $663,137 as
distributions paid from ordinary income.
INTERNET GROWTH FUND, INC. 8
As of December 31, 2002, the components of distributable earnings on a tax basis
were as follows:
Capital loss carryforward $ (17,267,336)
Unrealized depreciation (175,352)
-------------
$ (17,442,688)
=============
(4) Effective July 12, 2002, the Fund retained CEF Advisers, Inc. as its
Investment Manager. Previously, LCM Capital Management, Inc. ("LCM") was the
manager. Under the terms of the Investment Management Agreement, the Fund pays
the Investment Manager a fee for its services at the annual rate of 1.00% of the
Fund's average daily net assets. The fee is accrued each calendar day and the
sum of the daily fee accruals is paid monthly. The daily fee accrual is computed
by multiplying 1/365 by the annual rate and multiplying the product by the net
asset value of the Fund as of the close of business on the previous day. LCM's
fee was substantially similar. Certain officers and directors of the Fund are
officers and directors of the Investment Manager. The Fund reimbursed the
Investment Manager $24,526 for providing certain administrative and accounting
service at cost during the six months ended June 30, 2003.
(5) The Fund has an arrangement with its custodian and transfer agent whereby
interest earned on uninvested cash balances was used to offset a portion of the
Fund's expenses. Purchases and sales of investment securities (excluding
short-term investments, options and short positions) aggregated $383,380 and
$3,529,466, respectively, for the six months ended June 30, 2003. At December
31, 2002, gross unrealized appreciation and depreciation of investments for tax
purposes were as follows:
Appreciation $ 613,726
Depreciation (440,401)
-------------
Net appreciation on investments $ 173,325
=============
At December 31, 2002, the cost of investments for federal income tax purposes
was $6,564,937.
(6) The Fund may engage in transactions in futures contracts. Upon entering into
a futures contract, the Fund is required to deposit with the broker an amount of
cash or cash equivalents equal to a certain percentage of the contract
amount. This is known as the "initial margin." Subsequent payments ("variation
margin") are made or received by the Fund each day, depending on the daily
fluctuation of the value of the contract. The daily change in the contract is
included in unrealized appreciation/depreciation on investments and futures
contracts. The Fund recognizes a realized gain or loss when the contract is
closed. Futures transactions sometimes may reduce returns or increase
volatility. In addition, futures can be illiquid and highly sensitive to changes
in their underlying security, interest rate or index, and as a result can be
highly volatile. A small investment in certain futures could have a potentially
large impact on a Fund's performance. At June 30, 2003 the Fund had no open
future contracts.
(7) There are 500,000,000 shares of $.01 par value common stock authorized. Of
the 2,602,847 shares of common stock outstanding at June 30, 2003, Investor
Service Center, Inc. ("ISC") owned 125,300 shares. Certain officers and
directors of ISC are also officers and directors of the Fund and the Investment
Manager.
9 INTERNET GROWTH FUND, INC.
FINANCIAL HIGHLIGHTS
SIX MONTHS
ENDED NINE MONTHS YEAR YEAR PERIOD
JUNE 30, 2003 ENDED ENDED ENDED ENDED
(Unaudited) 12/31/02 3/31/02 3/31/01 3/31/00*
------------- ----------- -------- -------- ----------
PER SHARE DATA
Net asset value at beginning of period....... $ 2.59 $ 3.27 $ 3.77 $ 14.81 $ 9.35
------------- ----------- -------- -------- ----------
Income from investment operations:
Net investment income (loss).............. (.16) (0.04) (0.08) (0.09) (0.05)
Net realized and unrealized gain (loss)
on investments........................... .15 (0.64) (0.16) (10.45)/(c)/ 5.51
------------- ----------- -------- -------- ----------
Total from investment operations............. (.01) (0.68) (0.24) (10.54) 5.46
------------- ----------- -------- -------- ----------
Less distributions:
Distributions to shareholders............. - - (0.26) (0.50) -
------------- ----------- -------- -------- ----------
Net asset value at end of period............. $ 2.58 $ 2.59 $ 3.27 $ 3.77 $ 14.81
------------- ----------- -------- -------- ----------
TOTAL RETURN ON NET ASSET VALUE BASIS(a)..... (0.39)% (20.80)% (6.65)% (73.46)% 58.40%
============= =========== ======== ======== ==========
TOTAL RETURN ON MARKET VALUE BASIS (a)....... 4.35% (31.00)% (2.06)% (71.89)% 24.38%
============= =========== ======== ======== ==========
RATIOS/SUPPLEMENTAL DATA
Net assets at end of period (000's omitted).. $ 6,727 $ 6,731 $ 8,503 $ 9,735 $ 39,105
============= =========== ======== ======== ==========
Ratio of expenses to average net assets...... 3.69%/(b)/ 4.70%/(b)/ 3.17% 2.19% 1.78%/(b)/
============= =========== ======== ======== ==========
Ratio of net investment income (loss) to
average net assets.......................... (1.62)%/(b)/ (3.30)%/(b)/ (2.41)% (0.93)% (0.94)%/(b)/
============= =========== ======== ======== ==========
Portfolio turnover rate...................... 6% 267.87% 89.31% 550.56% 168.62%
============= =========== ======== ======== ==========
* From commencement of operations on October 29, 1999.
(a) Total return on market value basis is calculated assuming a purchase of
common stock on the opening of the first day and a sale on the closing of
the last day of each period reported. Dividends and distributions, if any,
are assumed for purposes of this calculation, to be reinvested at prices
obtained under the Fund's dividend reinvestment plan. Generally, total
return on net asset value basis will be higher than total return on market
value basis in periods where there is an increase in the discount or a
decrease in the premium of the market value to the net asset value from the
beginning to the end of such periods. Conversely, total return on net asset
value basis will be lower than total return on market value basis in
periods where there is a decrease in the discount or an increase in the
premium of the market value to the net asset value from the beginning to
the end of such periods. Total return calculated for a period of less than
one year is not annualized. The calculation does not reflect brokerage
commissions, if any.
(b) Annualized.
(c) Includes $0.06 of gains resulting from the buy back of treasury shares at a
discount to net asset value.
INTERNET GROWTH FUND, INC. 10
DIVIDEND REINVESTMENT PLAN
The Fund has adopted a Dividend Reinvestment Plan (the "Plan"). Under the Plan,
each dividend and capital gain distribution, if any, declared by the Fund on
outstanding shares will, unless elected otherwise by each shareholder by
notifying the Fund in writing at any time prior to the record date for a
particular dividend or distribution, be paid on the payment date fixed by the
Board of Directors or a committee thereof in additional shares. If the Market
Price (as defined below) per share is equal to or exceeds the net asset value
per share at the time shares are valued for the purpose of determining the
number of shares equivalent to the cash dividend or capital gain distribution
(the "Valuation Date"), participants will be issued additional shares equal to
the amount of such dividend divided by the Fund's net asset value per share. If
the Market Price per share is less than such net asset value on the Valuation
Date, participants will be issued additional shares equal to the amount of such
dividend divided by the Market Price. The Valuation Date is the day before the
dividend or distribution payment date or, if that day is not an American Stock
Exchange trading day, the next trading day. For all purposes of the Plan: (a)
the Market Price of the shares on a particular date shall be the average closing
market price on the five trading days the shares traded ex-dividend on the
Exchange prior to such date or, if no sale occurred on any of these days, then
the mean between the closing bid and asked quotations, for the shares on the
Exchange on such day, and (b) net asset value per share on a particular date
shall be as determined by or on behalf of the Fund.
PRIVACY POLICY
The Fund recognizes the importance of protecting the personal and financial
information of its shareholders. We consider each shareholder's personal
information to be private and confidential. This describes the practices
followed by us to protect our shareholders' privacy. We may obtain information
about you from the following sources: (1) information we receive from you on
forms and other information you provide to us whether in writing, by telephone,
electronically or by any other means; (2) information regarding your
transactions with us, our corporate affiliates, or others. We do not sell
shareholder personal information to third parties. We will collect and use
shareholder personal information only to service shareholder accounts. This
information may be used by us in connection with providing services or financial
products requested by shareholders. We will not disclose shareholder personal
information to any nonaffiliated third party except as permitted by law. We take
steps to safeguard shareholder information. We restrict access to nonpublic
personal information about you to those employees and service providers who need
to know that information to provide products or services to you. With our
service providers we maintain physical, electronic, and procedural safeguards to
guard your nonpublic personal information. Even if you are no longer a
shareholder, our Privacy Policy will continue to apply to you. We reserve the
right to modify, remove or add portions of this Privacy Policy at any time.
This report, including the financial statements herein, is transmitted to the
shareholders of the Fund for their information. The financial information
included herein is taken from the records of the Fund. This is not a prospectus,
circular or representation intended for use in the purchase of shares of the
Fund or any securities mentioned in this report.
11 INTERNET GROWTH FUND, INC.
DIRECTORS AND OFFICERS
DIRECTORS OFFICERS
THOMAS B. WINMILL, Esq. THOMAS B. WINMILL, Esq.
Chairman President
GEORGE B. LANGA /1/ MARION E. MORRIS
DAVID R. STACK /1/ Senior Vice President
PETER K. WERNER /1/ WILLIAM G. VOHRER
Treasurer
MONICA PELAEZ, Esq.
/1/Member, Audit Committee Vice President, Secretary
HEIDI KEATING
Vice President
INVESTMENT MANAGER CUSTODIAN
CEF Advisers, Inc. State Street Bank & Trust Co.
11 Hanover Square 801 Pennsylvania Avenue
New York, NY 10005 Kansas City, MO 64105
INDEPENDENT ACCOUNTANTS STOCK TRANSFER AGENT AND REGISTRAR
Tait, Weller & Baker American Stock Transfer & Trust Co.
1818 Market St., Suite 2400 59 Maiden Lane
Philadelphia, PA 19103 New York, NY 10038
INTERNET GROWTH FUND, INC. 12
INTERNET GROWTH FUND, INC.
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11 Hanover Square
New York, NY 10005
Printed on recycled paper [LOGO OF RECYCLE]
FND-SAR-6/03
Item 2. Code of Ethics
Not applicable.
Item 3. Audit Committee Financial Expert
Not applicable.
Item 4. Principal Accountant Fees and Services
Not applicable.
Item 5. Audit Committee of Listed Registrants
Not applicable.
Item 6. Reserved
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End
Management Investment Companies
Not applicable.
Item 8. Reserved
Item 9. Controls and Procedures
(a)(i) The Principal Executive Officer and Principal Financial Officer have
concluded that Foxby Corp.'s disclosure controls and procedures
(as defined in Rule 30a-2(c) under the Investment Company Act) provide
reasonable assurances that material information relating to Foxby Corp.
is made known to them by the appropriate persons, based on their evaluation of
these controls and procedures as of a date within 90 days of the filing date of
this report.
(a)(ii)There were no significant changes in Foxby Corp. internal controls or in
other factors that could significantly affect these controls subsequent to the
date of the evaluation referenced in (a)(i) above.
Item 10. Exhibits
(a) Not applicable.
(b) Certification pursuant to Rule 30a-2 under the Investment Company Act of
1940(17 CFR 270.360a-2) attached hereto as Exhibit 99.CERT.
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.
Foxby Corp.
By: /s/ Thomas B. Winmill
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Thomas B. Winmill, President
Date: September 8, 2003