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 811-09277 -------- VIKING MUTUAL FUNDS ------------------- (Exact name of registrant as specified in charter) 1400 14TH AVE. SW, MINOT, ND 58701 (Address of principal executive offices) (Zip code) DOUGLAS P. MILLER, 1400 14TH AVE. SW, MINOT, ND 58701 ----------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: (701) 852-1264 -------------- Date of fiscal year end: 12/31 ---- Date of reporting period: 12/31/04 ------- ITEM 1. REPORTS TO STOCKHOLDERS. SHAREHOLDER LETTER Dear Fellow Shareholder: It is a pleasure to bring you the Viking Mutual Funds Semi-Annual Report for the six months ended June 30, 2004. Throughout the period under review, economic reports have remained healthy, fueled by, among other things, the combined stimulus of the government's monetary and fiscal policies. The lowest interest rates in 46 years punctuated the extent of monetary punch. These low rates spurred record housing and refinancing activity and funded a plethora of other consumer purchases. On the fiscal policy side, three tax cuts and a shortened depreciation schedule helped invigorate the economy further. GDP growth exceeding 6% in the second half of 2003 proved that the policies worked, but the markets remained unconvinced about the sustainability of the strength as the payroll data showed a lack of hiring. That changed in the second quarter of this year as all three payroll reports showed significant strength. Other economic data remained robust. Capacity utilization inched closer to the long-term average of 82%, GDP posted a 3.9% increase for the first quarter, forecasts for the rest of 2004 estimate continued strong GDP growth and consumer confidence surged to the highest level in two years to 101.9 as the second quarter ended. As the economy showed signs of self-sustaining growth, interest rates soared. This move in rates was in anticipation of the Federal Reserve boosting the Fed Funds rate, which it did by 25 basis points on the last day of the quarter. In summary, there is solid, but not excessive, economic growth whereby the Fed can increase interest rates at Chairman Greenspan's preferred measured pace. The first quarter of 2004 provided mixed results for the equity market. Equities were mostly positive with the S&P 500 Index gaining 1.7% and the Russell 1000 Value Index returning 3.0%. However, the Dow Jones Industrial Average and the NASDAQ Composite both had negative returns of less than 1%. Small-caps continued to outperform large-caps. The first quarter also concluded a strong 12-month period for stocks following a difficult three-year bear market from March 2000 to March 2003. Productivity gains continued to fuel earnings growth beyond what might have been expected from GDP growth alone. Equity prices finished the second quarter slightly higher and as a result finished the six-month period higher with the S&P 500 gaining 2.6%. Corporate earnings continued to grow at well-above-average rates during the second quarter, but the rate of growth will likely slow in the second half of the year. In the first quarter of 2004, the fixed income markets reversed the weak performance seen in the second half of last year. The turnaround occurred despite robust economic data in a variety of areas. What propelled the fixed income market higher in price and lower in yield was the lack of hiring that usually accompanies a heightened level of economic activity. The logic being that without new hiring, the economic strength will prove to be temporary. Signs of self-sustaining growth in the economy in the second quarter, evidenced by three consecutive powerful payroll reports sent interest rates soaring and municipal bond prices sharply lower. It was the worst quarterly performance in the bond market since 1980. It appears, as of June 30, that a substantial amount of Fed tightening has already been priced into the markets. In this type of market environment, it continues to be highly important to seek the help of a professional when investing. Making the right decisions in these markets can be very difficult and an experienced investment professional can address your concerns about the market and provide the guidance needed to help you diversify your investments and stay focused on the long term. Fund reports containing a discussion of individual Fund performance as well as the Funds' portfolios and financial statements are presented within for your review. We thank you for your confidence in Viking Mutual Funds. Our interests are closely aligned with those of our shareholders because our money is invested alongside with their own. As always we will do our best to make sure your experience as a shareholder is a rewarding one. Sincerely, /s/Shannon D. Radke Shannon D. Radke President Viking Mutual Funds VIKING TAX-FREE FUND FOR MONTANA By: Shannon D. Radke President/Portfolio Manager Viking Tax-Free Fund for Montana provided a total return of (0.47%) (at net asset value with distributions reinvested) for the six months ended June 30, 2004. In the first quarter of 2004, the fixed income markets reversed the weak performance seen in the second half of last year. The turnaround occurred despite robust economic data in a variety of areas. What propelled the fixed income market higher in price and lower in yield was the lack of hiring that usually accompanies a heightened level of economic activity. The logic being that without new hiring, the economic strength will prove to be temporary. As a result, the Fund's share price rose modestly. Signs of self-sustaining growth in the economy in the second quarter, evidenced by three consecutive powerful payroll reports sent interest rates soaring and municipal bond prices sharply lower. This resulted in a moderate decline in the Fund's share price. However, our emphasis on preserving capital prevented what may have been a more severe decline. It was the worst quarterly performance in the bond market since 1980. It appears, as of June 30, that a substantial amount of Fed tightening has already been priced into the markets. Despite the continued scarcity of Montana municipal bonds throughout the period, the Fund was able to obtain an adequate supply of high quality bonds of various maturities. Purchases throughout the period included Missoula G.O., Montana State Board of Housing, State of Montana G.O., Montana State Board of Regents for University of Montana and many other issues. Adding the various purchases to the portfolio resulted in a duration at June 30 of 6.87 years. Average credit quality remained a lofty AA+. Going forward, we remain committed to our non-interest rate anticipatory style of investing. Rather than betting on the direction of rates, we will continue to seek out the best value among high quality issues of varying maturities. The highest level of current income that is exempt from federal and Montana income taxes and is consistent with preservation of capital remains the investment objective of the Fund. Volatility in the stock market the last few years has underscored the importance of diversifying with fixed income investments. Municipal bond funds offer high quality, favorable after-tax yields and comparatively lower volatility than corporate bonds. These qualities can make them an ideal component in an asset allocation plan. VIKING TAX-FREE FUND FOR MONTANA Growth of a $10,000 Investment August 3, 1999 through June 30,2004 (Unaudited) Comparison of Change in Value of a $10,000 Investment in Viking Tax-Free Fund for Montana vs. the Lehman Brother Municipal Bond Index [Comparative index graph] Viking Tax-Free Fund Viking Tax-Free Fund Lehman Brothers for Montana for Montana Municipal Bond with max sales charge without max sales charge Index --------------------------------------------------------------------- August 3, 1999 $ 9,551 $10,000 $10,000 October 31, 1999 $ 9,196 $ 9,628 $ 9,817 December 31, 1999 $ 9,125 $ 9,554 $ 9,846 February 28, 2000 $ 9,185 $ 9,617 $ 9,918 April 30, 2000 $ 9,405 $ 9,847 $10,075 June 30, 2000 $ 9,468 $ 9,913 $10,288 August 31, 2000 $ 9,748 $10,206 $10,592 October 31, 2000 $ 9,796 $10,257 $10,652 December 31, 2000 $10,058 $10,531 $10,998 February 28, 2001 $10,185 $10,664 $11,142 April 30, 2001 $10,103 $10,578 $11,121 June 30, 2001 $10,263 $10,745 $11,317 August 31, 2001 $10,672 $11,173 $11,674 October 31, 2001 $10,719 $11,223 $11,772 December 31, 2001 $10,509 $11,002 $11,563 February 28, 2002 $10,785 $11,292 $11,905 April 30, 2002 $10,821 $11,330 $11,899 June 28, 2002 $10,981 $11,498 $12,099 August 31, 2002 $11,276 $11,806 $12,402 October 31, 2002 $11,329 $11,862 $12,463 December 31, 2002 $11,549 $12,092 $12,673 February 28, 2003 $11,710 $12,260 $12,818 April 30, 2003 $11,750 $12,303 $12,910 June 30, 2003 $11,934 $12,495 $13,155 July 31, 2003 $11,490 $12,030 $12,695 August 31, 2003 $11,575 $12,119 $12,790 September 30, 2003 $11,908 $12,468 $13,166 October 31, 2003 $11,832 $12,388 $13,100 November 30, 2003 $11,950 $12,511 $13,237 December 31, 2003 $12,063 $12,630 $13,347 January 31, 2004 $12,136 $12,706 $13,423 February 29, 2004 $12,313 $12,892 $13,625 March 31, 2004 $12,274 $12,850 $13,578 April 30, 2004 $12,001 $12,565 $13,256 May 31, 2004 $11,941 $12,503 $13,208 June 30, 2004 $12,006 $12,570 $13,256 The chart assumes $10,000 invested on August 3, 1999 and includes the effect of a 4.50% front-end sales charge, as applicable and the reinvestment of all dividends and capital gains. It is intended to give you an ideal of how your fund performed compared to the index over the period 08/03/99-06/30/04. It is important to understand the differences between your fund and an index. An index measures the performance of a hypothetical portfolio. A market index such as the Lehman Brothers Municipal Bond Index is not managed and incurs no sales charges, expenses or fees. If you could buy all the securities that make up a market index, you would incur expenses that would affect your investment's return. Returns shown do not reflect the deduction of the taxes that a shareholder would pay on fund distributions or redemption of fund shares. Past performance does not guarantee future results. Average Annual Total Returns Lifetime Through June 30,2004 One-Year Three-Year (Est. 8/3/99) - - ---------------------------------------------------------------------- Excluding Sales Charge 0.60% 5.37% 4.76% Including Sales Charge -3.96% 3.76% 3.79% Returns reflect reinvestment of distributions and the effect of a 4.50% front-end sales charge, as applicable. Return and share values will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Returns shown do not reflect the deduction of the taxes that a shareholder would pay on fund distributions or redemption of fund shares. Past performance is not a guarantee of future results. VIKING TAX-FREE FUND FOR NORTH DAKOTA By: Shannon D. Radke President/Portfolio Manager Viking Tax-Free Fund for North Dakota provided a total return of (0.91%) (at net asset value with distributions reinvested) for the six months ended June 30, 2004. In the first quarter of 2004, the fixed income markets reversed the weak performance seen in the second half of last year. The turnaround occurred despite robust economic data in a variety of areas. What propelled the fixed income market higher in price and lower in yield was the lack of hiring that usually accompanies a heightened level of economic activity. The logic being that without new hiring, the economic strength will prove to be temporary. As a result, the Fund's share price rose modestly. Signs of self-sustaining growth in the economy in the second quarter, evidenced by three consecutive powerful payroll reports sent interest rates soaring and municipal bond prices sharply lower. This resulted in a moderate decline in the Fund's share price. However, our emphasis on preserving capital prevented what may have been a more severe decline. It was the worst quarterly performance in the bond market since 1980. It appears, as of June 30, that a substantial amount of Fed tightening has already been priced into the markets. Despite the continued scarcity of North Dakota municipal bonds throughout the period, the Fund was able to obtain an adequate supply of high quality bonds of various maturities. Purchases throughout the period included Burleigh County Health Care Revenue for MedCenter One, Fargo, ND Health Systems Revenue for Meritcare, North Dakota State Board of Higher Education for UND, North Dakota State Housing Finance Agency and many other issues. Adding the various purchases to the portfolio resulted in a duration at June 30 of 6.14 years. Average credit quality remained a lofty AA+. Going forward, we remain committed to our non-interest rate anticipatory style of investing. Rather than betting on the direction of rates, we will continue to seek out the best value among high quality issues of varying maturities. The highest level of current income that is exempt from federal and North Dakota income taxes and is consistent with preservation of capital remains the investment objective of the Fund. Volatility in the stock market the last few years has underscored the importance of diversifying with fixed income investments. Municipal bond funds offer high quality, favorable after-tax yields and comparatively lower volatility than corporate bonds. These qualities can make them an ideal component in an asset allocation plan. VIKING TAX-FREE FUND FOR NORTH DAKOTA Growth of a $10,000 Investment August 3, 1999 through June 30, 2004 (Unaudited) Comparison of Change in Value of a $10,000 Investment in Viking Tax-Free Fund for North Dakota vs. the Lehman Brother Municipal Bond Index [Comparative index graph] Viking Tax-Free Fund Viking Tax-Free Fund Lehman Brothers for North Dakota for North Dakota Municipal Bond with max sales charge without max sales charge Index --------------------------------------------------------------------- August 3, 1999 $ 9,551 $10,000 $10,000 October 31, 1999 $ 9,163 $ 9,594 $ 9,817 December 31, 1999 $ 9,211 $ 9,644 $ 9,846 February 28, 2000 $ 9,227 $ 9,660 $ 9,918 April 30, 2000 $ 9,422 $ 9,864 $10,075 June 30, 2000 $ 9,533 $ 9,981 $10,288 August 31, 2000 $ 9,833 $10,295 $10,592 October 31, 2000 $ 9,965 $10,434 $10,652 December 31, 2000 $10,252 $10,734 $10,998 February 28, 2001 $10,412 $10,901 $11,142 April 30, 2001 $10,303 $10,795 $11,121 June 30, 2001 $10,419 $10,909 $11,317 August 31, 2001 $10,809 $11,317 $11,674 October 31, 2001 $10,825 $11,334 $11,772 December 31, 2001 $10,586 $11,084 $11,563 February 28, 2002 $10,910 $11,423 $11,905 April 30, 2002 $10,934 $11,448 $11,899 June 28, 2002 $11,108 $11,630 $12,099 August 31, 2002 $11,409 $11,945 $12,402 October 31, 2002 $11,452 $11,990 $12,463 December 31, 2002 $11,652 $12,200 $12,673 February 28, 2003 $11,815 $12,369 $12,818 April 30, 2003 $11,868 $12,426 $12,910 June 30, 2003 $12,074 $12,641 $13,155 July 31, 2003 $11,652 $12,196 $12,695 August 31, 2003 $11,761 $12,314 $12,790 September 30, 2003 $12,046 $12,612 $13,166 October 31, 2003 $11,982 $12,545 $13,100 November 30, 2003 $12,087 $12,656 $13,237 December 31, 2003 $12,188 $12,761 $13,347 January 31, 2004 $12,284 $12,862 $13,423 February 29, 2004 $12,450 $13,035 $13,625 March 31, 2004 $12,386 $12,968 $13,578 April 30, 2004 $12,100 $12,668 $13,256 May 31, 2004 $12,026 $12,591 $13,208 June 30, 2004 $12,077 $12,645 $13,256 The chart assumes $10,000 invested on August 3, 1999 and includes the effect of a 4.50% front-end sales charge, as applicable and the reinvestment of all dividends and capital gains. It is intended to give you an ideal of how your fund performed compared to the index over the period 08/03/99-06/30/04. It is important to understand the differences between your fund and an index. An index measures the performance of a hypothetical portfolio. A market index such as the Lehman Brothers Municipal Bond Index is not managed and incurs no sales charges, expenses or fees. If you could buy all the securities that make up a market index, you would incur expenses that would affect your investment's return. Returns shown do not reflect the deduction of the taxes that a shareholder would pay on fund distributions or redemption of fund shares. Past performance does not guarantee future results. Average Annual Total Returns Lifetime Through June 30, 2004 One-Year Three-Year (Est. 8/3/99) - - ---------------------------------------------------------------------- Excluding Sales Charge 0.03% 5.05% 4.89% Including Sales Charge -4.47% 3.46% 3.91% Returns reflect reinvestment of distributions and the effect of a 4.50% front-end sales charge, as applicable. Return and share values will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Returns shown do not reflect the deduction of the taxes that a shareholder would pay on fund distributions or redemption of fund shares. Past performance is not a guarantee of future results. VIKING LARGE-CAP VALUE FUND By: J. Peter Skirkanich, Chairman of Investment Committee Shannon D. Radke, President Viking Large-Cap Value Fund provided a return of 3.98% (at net asset value) for the six months ended June 30, 2004. The first quarter of 2004 provided mixed results for the equity market. Equities were mostly positive with the S&P 500 Index gaining 1.7% and the Russell 1000 Value Index returning 3.0%. However, the Dow Jones Industrial Average and the NASDAQ Composite both had negative returns of less than 1%. The first quarter marked a strong 12-month period for stocks following a difficult three-year bear market from March 2000 until March 2003. Our main takeaway from the equity markets in the first quarter, despite many crosscurrents, was that the equity prices consolidated their dramatic gains of 2003 with only a modest, normal correction. In general, stronger-than- expected earnings was the reason. For equity investors, productivity gains continued to fuel earnings growth beyond what might have been expected from GDP growth alone. The Fund underperformed the Russell 1000 Value benchmark and modestly underperformed the S&P 500 posting a gain of 1% for the first quarter. A key theme to performance in the quarter was the impact of energy on various holdings within the Fund. Our energy producers and providers generally delivered solid performance on the heels of high and rising energy prices. At the same time, energy-intensive users, such as the railroads were impacted negatively. Although we are overweight in the energy space, this positive was not sufficient to completely compensate for the negative energy-related effect on these other holdings. Also, the overweight in healthcare hurt our performance during the quarter. The second quarter of 2004 witnessed a correction in the equity markets as investors struggled with the uncertainty of the current investment climate. Equity prices declined in the first half of the quarter and rallied in the second half to finish the quarter slightly higher, though individual market sectors performed very differently than during the first quarter. The Fund nicely outperformed both the Russell 1000 Value Index and the S&P 500 benchmark for the second quarter. The Value Index had a positive return of 0.9% and the S&P returned 1.7% while the Fund posted a gain of 2.95%. Our positive performance for the quarter was led by our holdings in energy, healthcare and industrials. Two areas that deteriorated were financials and utilities. While valuation improved somewhat in the second quarter, individual company growth and balance sheet quality will be of increasing importance. We remain comfortable with the outlook, as well as the valuation of our portfolio, given our usual emphasis on companies with strong balance sheets and a secular growth profile. We enter the second half of 2004 with a P/E ratio of 14.8 times 2004 estimated earnings versus 18.7 times for the S&P 500. Our long-term debt-to-capital ratio is approximately 27% vs. 41% for the S&P 500 Index. Long-term total return and capital preservation remains the investment objective of the Fund. VIKING LARGE-CAP VALUE FUND Growth of a $10,000 Investment August 3, 1999 through December 31, 2003 (Unaudited) Comparison of Change in Value of a $10,000 Investment in Viking Large-Cap Value Fund vs. the Russell 1000 Value Index [Comparative index graph] Viking Large-Cap Viking Large-Cap Russell 1000 Value Fund Value Fund Value Index with max sales charge without max sales charge --------------------------------------------------------------------- August 3, 1999 $ 9,479 $10,000 $10,000 October 31, 1999 $ 9,147 $ 9,650 $ 9,875 December 31, 1999 $ 9,406 $ 9,924 $ 9,845 February 28, 2000 $ 8,057 $ 8,500 $ 8,816 April 30, 2000 $ 9,292 $ 9,803 $ 9,777 June 30, 2000 $ 9,245 $ 9,753 $ 9,428 August 31, 2000 $ 9,957 $10,505 $10,078 October 31, 2000 $10,252 $10,816 $10,420 December 31, 2000 $10,598 $11,181 $10,535 February 28, 2001 $10,483 $11,059 $10,282 April 30, 2001 $11,018 $11,624 $10,405 June 30, 2001 $10,665 $11,251 $10,403 August 31, 2001 $10,368 $10,938 $ 9,965 October 31, 2001 $ 9,431 $ 9,949 $ 9,184 December 31, 2001 $10,308 $10,875 $ 9,947 February 28, 2002 $10,298 $10,865 $ 9,886 April 30, 2002 $10,471 $11,047 $ 9,998 June 28, 2002 $ 9,588 $10,115 $ 9,472 July 31, 2002 $ 8,571 $ 9,042 $ 8,591 August 31, 2002 $ 8,542 $ 9,012 $ 8,656 September 30, 2002 $ 7,486 $ 7,898 $ 7,693 October 31, 2002 $ 7,697 $ 8,121 $ 8,263 November 30, 2002 $ 8,302 $ 8,759 $ 8,784 December 31, 2002 $ 7,929 $ 8,365 $ 8,403 January 31, 2003 $ 7,668 $ 8,090 $ 8,199 February 28, 2003 $ 7,417 $ 7,825 $ 7,980 March 31, 2003 $ 7,349 $ 7,753 $ 7,994 April 30, 2003 $ 7,890 $ 8,324 $ 8,697 May 31, 2003 $ 8,413 $ 8,875 $ 9,259 June 30, 2003 $ 8,606 $ 9,079 $ 9,375 July 31, 2003 $ 8,606 $ 9,079 $ 9,514 August 31, 2003 $ 8,828 $ 9,314 $ 9,663 September 30, 2003 $ 8,645 $ 9,120 $ 9,568 October 31, 2003 $ 9,138 $ 9,640 $10,154 November 30, 2003 $ 9,351 $ 9,865 $10,291 December 31, 2003 $ 9,786 $10,324 $10,926 January 31, 2004 $ 9,806 $10,345 $11,118 February 29, 2004 $10,049 $10,601 $11,356 March 31, 2004 $ 9,883 $10,427 $11,257 April 30, 2004 $ 9,845 $10,386 $10,982 May 31, 2004 $ 9,932 $10,478 $11,094 June 30, 2004 $10,175 $10,735 $11,356 The chart assumes $10,000 invested on August 3, 1999 and includes the effect of a 4.50% front-end sales charge, as applicable and the reinvestment of all dividends and capital gains. It is intended to give you an ideal of how your fund performed compared to the index over the period 08/03/99-06/30/04. It is important to understand the differences between your fund and an index. An index measures the performance of a hypothetical portfolio. A market index such as the Russell 1000 Value Index is not managed and incurs no sales charges, expenses or fees. If you could buy all the securities that make up a market index, you would incur expenses that would affect your investment's return. Returns shown do not reflect the deduction of the taxes that a shareholder would pay on fund distributions or redemption of fund shares. Past performance does not guarantee future results. Average Annual Total Returns Lifetime Through June 30, 2004 One-Year Three-Year (Est. 8/3/99) - - ---------------------------------------------------------------------- Excluding Sales Charge 18.23% -1.55% 1.45% Including Sales Charge 12.06% -3.31% 0.35% Returns reflect reinvestment of distributions and the effect of a 4.50% front-end sales charge, as applicable. Return and share values will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Returns shown do not reflect the deduction of the taxes that a shareholder would pay on fund distributions or redemption of fund shares. Past performance is not a guarantee of future results. VIKING SMALL-CAP VALUE FUND By: George C. Pierides, Director of Small-Cap Equities Shannon D. Radke, President Viking Small-Cap Value fund provided a return of 7.32% (at net asset value) for the six months ended June 30, 2004. The first quarter of 2004 provided mixed results for the equity market. Equities were mostly positive with the S&P 500 Index gaining 1.7% and the Russell 1000 Value Index returning 3.0%. However, the Dow Jones Industrial Average and the NASDAQ Composite both had negative returns of less than 1%. The first quarter marked a strong 12-month period for stocks following a difficult three-year bear market from March 2000 until March 2003. Our main takeaway from the equity markets in the first quarter, despite many crosscurrents, was that the equity prices consolidated their dramatic gains of 2003 with only a modest, normal correction. In general, stronger-than- expected earnings was the reason. For equity investors, productivity gains continued to fuel earnings growth beyond what might have been expected from GDP growth alone. The leadership of small-cap stocks continued in the first quarter of 2004, as the Russell 2000 Index outpaced all other major domestic equity indices with an outsized 6.3% gain. This followed the volatile two-year period of 2002- 2003, when the Russell 2000 posted its worst and best years, respectively, since its 1979 inception. As might be expected given the continued strong performance of the financial services sector and our significant underweight to it, our small-cap portfolio lagged the Russell 2000 and its value subset posting a Q1 return of 2.25%, as we continued to believe that interest rates were at artificially and unsustainably low levels. Following a significant decline in April, which was prompted by fears of rising interest rates, a late-quarter spurt allowed the small-cap market to post a modest gain in the April-June period. Specifically, the Russell 2000 Index eked out a modest 0.5% increase and the Russell 2000 Value Index edged 0.8% higher. Our Fund performed significantly better in the second quarter, returning 5% and outpacing the benchmarks by over 400 basis points. During the second quarter, the Fund was led higher by an eclectic group, indeed, with the top five performers including two toy companies, an electronics manufacturer, a trucker and a commodity chemical producer. New purchases included two industry leaders, one being the dominant player in an obscure but necessary niche of the paper machinery market, the other being the largest independent provider of semiconductor fab automation solutions. We also initiated purchase of a rapidly growing generic pharmaceutical company and added to our positions in a specialty retailer and a medical/surgical equipment maker. The balance of our position in a troubled gas utility was sold after having reduced it in earlier periods, and we trimmed our investments in a discount retailer, a food wholesaler and a dental supplies company for various reasons. As the economy expands at a slower pace, companies exhibiting a pattern of less volatile, more consistent earnings growth should continue to curry favor from investors. The omnipresent terrorist threat with which we unfortunately live adds to the appeal of such issues. In addition, a rising interest-rate environment that features a flattening of the yield curve should keep the pressure on financial services stocks, particularly those in the small-cap arena. And while the underlying commodity prices are likely to recede somewhat in the near future, energy stocks remain attractive over the intermediate-to-longer term. With the clear exception of the significant underweight to the financial services sector, our portfolio is well balanced with good exposure to energy and relatively defensive positions. As always, we will remain vigilant for undervalued situations that offer extraordinary returns for our shareholders. Long-term total return and capital preservation remains the investment objective of the Fund. VIKING SMALL-CAP VALUE FUND Growth of a $10,000 Investment May 3, 1999 through June 30, 2004 (Unaudited) Comparison of Change in Value of a $10,000 Investment in Viking Small-Cap Value Fund vs. the Russell 2000 Value Index [Comparative index graph] Viking Small-Cap Viking Small-Cap Russell 2000 Value Fund Value Fund Value Index with max sales charge without max sales charge --------------------------------------------------------------------- May 3, 2001 $ 9,479 $10,000 $10,000 June 30, 2001 $ 9,697 $10,230 $10,665 July 31, 2001 $ 9,421 $ 9,940 $10,426 August 31, 2001 $ 9,299 $ 9,810 $10,390 September 30, 2001 $ 8,227 $ 8,680 $ 9,243 October 31, 2001 $ 8,682 $ 9,160 $ 9,484 November 30, 2001 $ 9,204 $ 9,710 $10,166 December 31, 2001 $ 9,725 $10,260 $10,788 January 31, 2002 $ 9,839 $10,380 $10,932 February 28, 2002 $ 9,754 $10,290 $10,998 March 31, 2002 $10,597 $11,180 $11,821 April 30, 2002 $10,891 $11,490 $12,238 May 31, 2002 $10,768 $11,360 $11,833 June 28, 2002 $10,332 $10,900 $11,571 July 31, 2002 $ 8,910 $ 9,400 $ 9,852 August 31, 2002 $ 8,986 $ 9,480 $ 9,808 September 30, 2002 $ 8,569 $ 9,040 $ 9,108 October 31, 2002 $ 8,682 $ 9,160 $ 9,245 November 30, 2002 $ 9,137 $ 9,640 $ 9,982 December 31, 2002 $ 8,863 $ 9,350 $ 9,556 January 31, 2003 $ 8,474 $ 8,940 $ 9,287 February 28, 2003 $ 8,483 $ 8,950 $ 8,975 March 31, 2003 $ 8,626 $ 9,100 $ 9,070 April 30, 2003 $ 9,156 $ 9,660 $ 9,932 May 31, 2003 $ 9,668 $10,200 $10,946 June 30, 2003 $ 9,829 $10,370 $11,132 July 31, 2003 $10,218 $10,780 $11,687 August 31, 2003 $10,692 $11,280 $12,131 September 30, 2003 $10,502 $11,080 $11,991 October 31, 2003 $11,175 $11,790 $12,969 November 30, 2003 $11,555 $12,190 $13,467 December 31, 2003 $11,782 $12,430 $13,954 January 31, 2004 $11,839 $12,490 $14,437 February 29, 2004 $12,028 $12,690 $14,716 March 31, 2004 $12,047 $12,710 $14,920 April 30, 2004 $11,848 $12,500 $14,148 May 31, 2004 $11,924 $12,580 $14,319 June 30, 2004 $12,645 $13,340 $15,046 The chart assumes $10,000 invested on May 3, 2001 and includes the effect of a 4.50% front-end sales charge, as applicable and the reinvestment of all dividends and capital gains. It is intended to give you an ideal of how your fund performed compared to the index over the period 05/03/01-06/30/04. It is important to understand the differences between your fund and an index. An index measures the performance of a hypothetical portfolio. A market index such as the Russell 2000 Value Index is not managed and incurs no sales charges, expenses or fees. If you could buy all the securities that make up a market index, you would incur expenses that would affect your investment's return. Returns shown do not reflect the deduction of the taxes that a shareholder would pay on fund distributions or redemption of fund shares. Past performance does not guarantee future results. Average Annual Total Returns Lifetime Through June 30, 2004 One-Year Three-Year (Est. 5/3/01) - - ---------------------------------------------------------------------- Excluding Sales Charge 28.64% 9.25% 9.53% Including Sales Charge 21.94% 7.30% 7.69% Returns reflect reinvestment of distributions and the effect of a 4.50% front-end sales charge, as applicable. Return and share values will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Returns shown do not reflect the deduction of the taxes that a shareholder would pay on fund distributions or redemption of fund shares. Past performance is not a guarantee of future results. VIKING MUTUAL FUNDS Statement of Investments, June 30, 2004 (Unaudited) Viking Tax-Free Fund for Montana PRINCIPAL MARKET AMOUNT VALUE MUNICIPAL BONDS 96.4% General Obligations 22.8% Bozeman MT Ser A 4.95% 07/01/20 170,000 $174,240 Butte Silver Bow MT City & Cnty (AMBAC) 4.75% 07/01/11 210,000 225,517 Cascade Cnty MT High Sch A Great Falls 2.85% 07/01/05 225,000 227,349 Cascade Cnty MT High Sch A Great Falls 3.15% 07/01/06 100,000 101,799 Flathead Cnty MT Sch Dist No. 6 Columbia Falls 5.65% 07/01/19 75,000 81,871 Flathead Cnty MT Sch Dist No. 44 (MBIA) 3.00% 07/01/11 195,000 188,961 Kalispell MT (MBIA) 4.625% 07/01/05 130,000 133,682 Misoula MT Ser A (FSA) 3.00% 07/01/09 250,000 249,600 MT St Long Range Building Pg-Ser G 4.00% 08/01/13 250,000 252,017 MT St Long Range Building Pg - Ser G 5.375% 08/01/11 250,000 244,843 MT St Water Pollution Ctl 5.60% 07/15/20 100,000 106,888 MT St Long Range Building Pg - Ser D 5.375% 08/01/11 100,000 105,959 Puerto Rico Mun Fin Agy Ser A (FSA) 5.50% 08/01/23 250,000 266,340 Ravalli Cnty MT Sch Dist No. 1 Corvallis (FSA) 3.00% 07/01/12 140,000 133,672 Ravalli Cnty MT Sch Dist No. 003 Hamilton (FSA) 4.00% 07/01/16 80,000 78,355 Ravalli Cnty MT Sch Dist No. 003 Hamilton (FSA) 4.65% 07/01/09 105,000 111,854 --------- 2,682,937 --------- Continuing Care Revenue Bonds 0.5% MT St Hlth Facs Auth Rev Hillcrest Sr Ctr 6.90% 06/01/15 30,000 31,165 MT St Hlth Facs Auth Rev Hillcrest Sr Ctr 7.25% 06/01/25 35,000 36,412 --------- 67,577 --------- Higher Education Revenue Bonds 16.8% MT St Brd Regents Hgher Ed Rev Rnv of MT (MBIA) 3.75% 11/15/15 200,000 190,802 MT St Hgher Ed Stud Assist Corp Rev Ser B 6.40% 12/01/32 415,000 432,916 MT Brd Regents (MSU) Ref & Imp Hghr Ed Facs-D (MBIA) 5.375% 11/15/21 300,000 319,389 MT Brd Regents (U of M) Hgher Ed Rev Ser F (MBIA) 5.75% 05/15/24 150,000 161,739 Puerto Rico Tour Edl Med & Env Facs Mendez Univ 5.375% 02/01/19 75,000 75,583 *Univ of MT Revs Facs Acq & Imp Ser C (MBIA) 5.00% 11/15/17 140,000 148,652 Univ of MT Revs Higher Ed Facs Imp Ser D (MBIA) 5.375% 05/15/15 75,000 81,915 Univ of MT Revs Higher Ed Facs Imp Ser D (MBIA) 5.375% 05/15/19 220,000 239,499 Univ Puerto Rico Revs Ser O (MBIA) 5.75% 06/01/17 300,000 328,755 --------- 1,979,250 --------- Hospital Revenue Bonds 18.8% MT Hlth Fac Fin Auth Rev Mstr Ln Program Comm Med Ctr 5.20% 12/01/21 145,000 148,402 MT Fac Fin Auth Providence Serv (MBIA) 4.60% 12/01/18 150,000 152,926 MT Fac Fin Auth Providence Serv (MBIA) 5.00% 12/01/18 500,000 525,315 MT Fac Fin Auth Providence Serv (MBIA) 4.80% 12/01/20 200,000 203,502 *MT Hlth Fac Auth Sisters Chrty Leavenworth (MBIA) 5.125% 12/01/18 200,000 213,644 MT St Hlth Fac Auth Rev Comm Med Ctr 6.375% 06/01/18 370,000 370,500 MT St Hlth Fac Auth Rev Holy Rosary Pre-Ref (MBIA) 5.25% 07/01/20 130,000 134,541 MT St Hlth Fac Auth Rev Kalispell Med Ctr (AMBAC) 5.00% 07/01/16 450,000 466,596 --------- 2,215,426 --------- Housing Revenue Bonds 14.4% *MT St Brd Hsg Sngle Fam Mtg Ser A-2 5.75% 06/01/30 100,000 101,133 *MT St Brd Hsg Sngle Fam Ser A-2 5.50% 12/01/20 110,000 110,725 *MT St Brd Hsg Sngle Fam Ser A-2 5.60% 12/01/23 90,000 90,620 MT St Brd Hsg Sngle Fam Ser A-2 5.20% 12/01/22 155,000 155,656 MT St Brd Hsg Sngle Fam Ser B-2 4.85% 12/01/15 150,000 151,116 MT St Brd Hsg Sngle Fam Ser B-2 3.05% 12/01/10 200,000 190,488 MT St Brd Hsg Sngle Fam Ser B-2 3.40% 12/01/12 310,000 298,828 MT St Brd Hsg Sngle Fam Prog Ser C 3.95% 06/01/11 200,000 198,774 MT St Brd Hsg Sngle Fam Prog Ser B 4.55% 12/01/11 400,000 404,996 --------- 1,702,336 --------- Transportation Revenue Bonds 4.3% Missoula Cnty MT Arpt Auth Arpt Rec Ser C 3.30% 07/01/10 250,000 244,077 Puerto Rico Hwy & Trans Auth Rev Ser G (FGIC) 5.25% 07/01/20 250,000 264,402 --------- 508,479 --------- Water Revenue Bonds 3.8% Butte Silver Bow MT Wtr Sys Rev 3.40% 11/01/12 350,000 342,156 Great Falls MT Wtr Sys Rev Ref Ser A (AMBAC) 3.85% 08/01/08 100,000 103,418 --------- 445,574 --------- Other Revenue Bonds 15.0% Great Falls MT Tax Increment (MBIA) 3.00% 08/15/08 100,000 100,384 MT Fac Fin Auth Developmental Ctr Prog 4.50% 06/01/16 250,000 241,437 MT Fac Fin Auth Developmental Ctr Prog 4.75% 06/01/19 170,000 165,561 MT St Brd Invt Refunded 1996 Pay Tax (MBIA) 6.875% 06/01/20 105,000 116,327 MT St Brd Invt Refunded 1996 Pay Tax (MBIA) 6.875% 06/01/20 105,000 116,327 Puerto Rico Childrens Trust Fund Tobacco Settlement Rev 6.00% 07/01/26 195,000 221,526 Puerto Rico Comwlth Aqueduct & Swr Auth Rev (MBIA) 5.00% 07/01/19 125,000 129,714 Puerto Rico Comwlth Infra Fing Auth Ser A (AMBAC) 5.00% 07/01/21 250,000 256,215 Puerto Rico Comwlth Inf Fin Auth Ser A (AMBAC) 5.25% 07/01/10 100,000 109,632 Puerto Rico Pub Fin Corp Ser A (MBIA) 5.50% 08/01/17 275,000 307,098 --------- 1,764,221 --------- Total Municipal Bonds (cost $11,387,615) 11,365,800 TOTAL MARKET VALUE OF SECURITIES OWNED 96.4% (COST $11,387,615) 11,365,800 RECEIVABLES AND OTHER ASSETS NET OF LIABILITIES 3.6% 419,320 ----------- NET ASSETS APPLICABLE TO 1,183,709 SHARES (0.001 PAR VALUE) OUTSTANDING - 100.0% $11,785,120 =========== *Indicates bonds are segregated by the custodian to cover when-issued or delayed-delivery purchases. The accompanying notes are an integral part of these financial statements. VIKING MUTUAL FUNDS Statement of Investments, June 30, 2004 (Unaudited) Viking Tax-Free Fund for North Dakota PRINCIPAL MARKET AMOUNT VALUE MUNICIPAL BONDS 95.9% General Obligations 17.1% *Bismarck ND Ref & Imp - Ser L 4.00% 06/01/07 75,000 $76,200 Bismarck ND Ref & Imp - Ser P 2.90% 05/01/12 100,000 92,958 Bismarck ND Ref & Imp - Ser P 3.50% 05/01/16 100,000 92,316 *Fargo ND Ref & Imp - Ser B (FGIC) 5.125% 05/01/17 60,000 62,143 Hillsboro ND Pub Sch Dist No. 9 (FSA) 4.85% 06/01/19 50,000 51,266 *Jamestown ND Pub Sch Dist No. 011 (FGIC) 4.60% 05/01/15 50,000 50,947 *Mandan ND Ref & Imp - Ser B (MBIA) 5.00% 05/01/16 70,000 73,081 Mandan ND Ref & Imp - Ser A (MBIA) 3.60% 05/01/15 75,000 69,698 Puerto Rico Commonwealth (MBIA) 5.375% 07/01/25 50,000 54,053 *West Fargo ND Ref & Imp 5.00% 05/01/08 250,000 254,438 West Fargo ND Pub Sch Dist No. 006 (FGIC) 5.00% 05/01/14 50,000 52,920 --------- 929,920 --------- Building Authority Revenue Bonds 8.3% Fargo ND Bldg Auth Lease Rev Ser A 5.00% 05/01/20 50,000 50,675 ND St Bldg Auth Lease Rev Ser A (MBIA) 5.00% 12/01/17 50,000 52,318 ND St Bldg Auth Lease Rev Ser A (MBIA) 5.00% 12/01/16 50,000 51,605 ND St Bldg Auth Lease Rev Ser A (MBIA) 5.20% 12/01/19 90,000 92,453 ND St Bldg Auth Lease Rev Ser C (AMBAC) 4.00% 08/15/11 100,000 101,503 ND St Bldg Auth Lease Rev Ser C (AMBAC) 4.20% 08/15/13 100,000 99,999 --------- 448,553 --------- Education Revenue Bonds 1.0% Fargo ND School District Bldg Auth Rev (MBIA) 5.50% 05/01/14 50,000 52,855 --------- 52,855 --------- Higher Education Revenue Bonds 11.8% Fargo ND Lease Rev NDSU Lease Oblig Ser-A (AMBAC) 3.50% 05/01/09 60,000 59,968 ND St Brd Hgher Ed Rev Hsg & Aux Facs UND (AMBAC) 4.80% 04/01/14 25,000 25,379 ND St Brd Hgher Ed Rev Hsg & Aux Facs UND (FGIC) 5.00% 04/01/18 250,000 261,337 Puerto Rico Tour Edl Med & Env Facs Mendez Univ 5.375% 02/01/19 25,000 25,194 UND Univ Revs Hsg & Auxillary Facs Ref (FSA) 5.00% 04/01/21 50,000 50,123 Univ Puerto Rico Revs Ser O (MBIA) 5.75% 06/01/17 200,000 219,170 --------- 641,171 --------- Hospital Revenue Bonds 16.6% Bismarck ND Hlth Care Facs Rev St. Alexius (FSA) 4.30% 07/01/08 150,000 155,878 Burleigh Cnty ND Hlth Care MedCenter One (MBIA) 5.25% 05/01/12 325,000 343,242 Carrington ND Hlth Fac Rev Hlth Ctr Proj 6.25% 11/15/15 15,000 15,039 Fargo ND Hlth Sys Rev Meritcare Obl (FSA) 5.375% 06/01/15 65,000 68,015 Fargo ND Hlth Sys Rev Meritcare Obl (AMBAC) 4.125% 06/01/11 150,000 152,589 Fargo ND Hlth Sys Rev Meritcare Obl (AMBAC) 5.00% 06/01/22 45,000 45,146 Grand Forks ND Hlth Care Facs Untd Hosp Obli Group (MBIA) 6.25% 12/01/24 25,000 25,790 Grand Forks ND Hlth Care Altru Hlth Obl Group (MBIA) 5.60% 08/15/17 20,000 21,519 Grand Forks ND Hlth Care Altru Hlth Obl Group 7.125% 08/15/24 20,000 21,360 Valley City ND Rev Ref Lutheran Hlth Ser A-5 (MBIA) 4.20% 01/01/06 25,000 25,527 Ward Cnty ND Hlth Care Facs Rev Trinity Obl Group - B 6.00% 07/01/10 25,000 26,583 --------- 900,688 --------- Housing Revenue Bonds 15.3% Fargo ND Multifam Rev Ref Hsg Trollwood Village 6.90% 09/01/13 25,000 24,722 ND St Hsg Fin Agy Rev Hsg Fin Pg Home Mtg A 3.75% 07/01/12 150,000 144,831 ND St Hsg Fin Agy Home Mtg Ser B 3.50% 07/01/10 300,000 292,053 ND St Hsg Fin Agy Rev Home Mtg Prog C 4.90% 07/01/15 150,000 150,447 ND St Hsg Fin Agy Hsg Fin Home MTG-C-RMK 6.10% 07/01/28 15,000 15,204 ND St Hsg Fin Agy Rev Hsg Fin Pg Home Mtg B 5.85% 07/01/28 5,000 5,000 ND St Hsg Fin Agy Rev Hsg Fin Pg Home Mtg D 5.05% 01/01/06 10,000 10,147 ND St Hsg Fin Agy Rev Hsg Fin Pg Home Mtg A 5.25% 07/01/18 80,000 80,824 *ND St Hsg Fin Agy Rev Hsg Fin Pg Home Mtg A 5.55% 07/01/22 105,000 105,813 --------- 829,041 --------- Utility Revenue Bonds 4.3% Mercer Cnty Poll Ctl Rev Basin Electric Power Coop (AMBAC) 6.05% 01/01/19 85,000 87,794 Puerto Rico Elec Pwr Auth Rev Ser DD (FSA) 5.125% 07/01/13 135,000 144,886 --------- 232,680 --------- Transportation Revenue Bonds 2.9% Guam Intl Arpt Auth Ser C (MBIA) 5.375% 10/01/17 150,000 159,270 --------- 159,270 --------- Water Revenue Bonds 1.0% ND St Water Comm Rev Water Dev & Mgmt Prg Ser A (MBIA) 5.50% 08/01/10 50,000 55,256 --------- 55,256 --------- Other Revenue Bonds 17.6% Bismarck ND Lodging & Restaurant Tax Rev 4.00% 12/01/12 100,000 98,000 Grand Forks ND Sales Tax Rev Aurora Project Ser A (MBIA) 5.625% 12/15/29 185,000 196,729 *Grand Forks ND Sales Tax Rev Dike Imp (AMBAC) 4.50% 09/01/10 50,000 52,152 Grand Forks ND Sales Tax Rev Dike Imp (AMBAC) 5.00% 09/01/13 100,000 106,509 Grand Forks ND Sales Tax Rev Dike Imp (AMBAC) 5.00% 09/01/17 145,000 149,844 ND St Muni Bond Bank Cap Fing Prog 6.00% 06/01/21 25,000 26,048 ND St Muni Bond Bank St Revolv Fund Prog - Ser A 4.90% 10/01/18 50,000 50,839 ND St Muni Bond Bank St Revolv Fund Prog - Ser A 3.40% 10/01/15 100,000 89,889 Puerto Rico Childrens Trust Fund Tobacco Settlement Rev 6.00% 07/01/26 15,000 17,040 Puerto Rico Pub Fin Corp Ser A (MBIA) 5.375% 08/01/24 150,000 165,422 --------- 952,472 --------- Total Municipal Bonds (cost $5,225,830) 5,201,906 SHORT-TERM INVESTMENTS 4.2% Franklin Double Tax Free Income Fund 228,186 --------- Total Short Term Investment (cost: $230,064) 228,186 --------- TOTAL MARKET VALUE OF SECURITIES OWNED 100.1% (COST $5,485,894) 5,430,092 RECEIVABLES AND OTHER ASSETS NET OF LIABILITIES (0.1)% (5.164) ---------- NET ASSETS APPLICABLE TO 542,221 SHARES (0.001 PAR VALUE) OUTSTANDING - 100.00% $5,424,928 ========== *Indicates bonds are segregated by the custodian to cover when-issued or delayed-delivery purchases. The accompanying notes are an integral part of these financial statements. Summary of Abbreviations: AMBAC Insured by the AMBAC Indemnity Corporation FGIC Insured by the Financial Guaranty Insurance Company FSA Insured by Financial Security Assurance MBIA Insured by the Municipal Bond Insurance Association VIKING MUTUAL FUNDS Statement of Investments, June 30, 2004 (Unaudited) Viking Large-Cap Value Fund SHARES VALUE Common Stocks 97.9% Banks/Financial Services 11.9% Bank of America 700 $59,234 Citigroup 2,200 102,300 Merrill Lynch 600 32,388 Morgan Stanley 600 31,662 National City 1,000 35,013 U.S. Bancorp 1,265 34,863 Washington Mutual 1,500 57,960 -------- 353,420 -------- Building Materials 3.0% Masco Corporation 2,900 90,422 -------- 90,422 -------- Computer/Communications Related 4.9% Hewlett-Packard 3,000 63,300 International Rectifier 2,000 82,840 -------- 146,140 -------- Drug 3.8% Phizer 3,300 113,124 -------- 131,124 -------- Drug Distribution 11.9% Amerisource Bergen 1,200 71,736 CVS Corp. 2,700 113,454 Cardinal Health 1,300 91,065 Mckesson 2,300 78,959 -------- 355,214 -------- Energy 13.1% Anadarko Petroleum 1,700 99,620 Apache 2,410 104,956 ChevronTexaco 1,000 94,110 ConocoPhillips 1,200 91,548 -------- 390,234 -------- Entertainment 2.1% Disney 2,500 63,725 -------- 63,725 -------- Food 4.5% Dean Foods 2,500 93,275 Unilever NV ADR 600 41,106 -------- 134,381 -------- Household Products 2.9% Kimberly-Clark 1,300 85,644 -------- 85,644 -------- Industrial Products 3.0% Ingersoll-Rand 1,300 88,803 -------- 88,803 -------- Insurance 5.5% Hartford Financial Services Group 800 54,992 MBIA, Inc. 700 39,984 Partnerre Ltd. 1,200 68,076 -------- 163,052 -------- Medical Services / Supplies 4.9% HCA Healthcare 1,000 41,590 Health Management Associates 2,700 60,534 Triad Hospital 1,200 44,676 -------- 146,800 -------- Metals 4.5% ALCOA 2,800 92,484 Rio Tinto Plc ADR 400 39,220 -------- 131,704 -------- Multi-Industry 3.9% Honeywell 1,600 58,608 ITT Industries 700 58,100 -------- 116,708 -------- Packaging 3.6% Sealed Air 2,000 106,540 -------- 106,540 -------- Retail 1.7% BJ's Wholesale 2,000 50,000 -------- 50,000 -------- Telecommunications 2.0% Verizon Communications 1,600 57,904 -------- 57,904 -------- Transportation 4.1% Canadian Pacific 1,300 32,019 Union Pacific 1,500 89,175 -------- 121,194 -------- Utilities 6.6% American Electric Power 1,600 51,200 Dominion Resources 1,400 88,312 Public Service Enterprise Group 1,400 56,042 -------- 195,554 -------- Total Common Stocks (Cost $2,400,763) 2,910,563 SHORT-TERM INVESTMENTS 2.0% Federated Prime Value Obligations #853 59,000 ---------- Total Short-Term Investments (cost: $59,000) 59,000 ---------- TOTAL MARKET VALUE OF SECURITIES OWNED 99.9% (COST $2,459,763) 2,969,563 RECEIVABLES AND OTHER ASSETS NET OF LIABILITIES (0.1)% (3,245) ---------- NET ASSETS APPLICABLE TO 284,265 SHARES ($0.001 PAR VALUE) OUTSTANDING 100.0% $2,972,808 ========== The accompanying notes are an integral part of these financial statements. VIKING MUTUAL FUNDS Statement of Investments, June 30, 2004 (Unaudited) Viking Small-Cap Value Fund SHARES VALUE Common Stocks 92.6% Auto Related 4.3% Borg Warner 1,000 $43,770 Superior Industrial International 600 20,070 -------- 63,840 -------- Basic Materials 1.1% Albany International 500 16,780 -------- 16,780 -------- Cement 2.9% Lafarge 1,000 43,300 -------- 43,300 -------- Chemical 4.3% Georgia Gulf Corp. 800 28,688 RPM 2,300 34,960 -------- 63,648 -------- Computer/Communications Related 3.1% Actel 500 9,250 Brooks Automation 1,000 20,150 International Rectifier 400 16,568 -------- 45,968 -------- Construction/Engineering 2.9% Granite Construction 1,200 21,876 Insituform Technologies 1,300 21,151 -------- 43,027 -------- Drug Distribution 0.7% Par Pharmaceutical Companies 300 10,563 -------- 10,563 -------- Electrical Equipment 3.4% Belden 1,400 30,002 Cable Design Tech. 1,900 20,140 -------- 50,142 -------- Electronics 3.7% Bel Fuse Cl. B 900 37,530 Technitrol 800 17,520 -------- 55,050 -------- Energy 11.7% Newfield Exploration 800 44,592 Piedmont Natural Gas 700 29,890 Questar 1,100 42,504 Spinnaker Explorations 800 31,504 XTO Energy 875 26,066 -------- 174,556 -------- Food Wholesalers/Retailers 1.8% SuperValu 900 27,549 -------- 27,549 -------- Household Products 6.0% Church & Dwight 1,300 59,514 Libbey 1,100 30,536 -------- 90,050 -------- Industrial Products 7.0% AO Smith 1,400 44,506 CLARCOR 200 9,160 Teleflex 1,000 50,150 -------- 103,816 -------- Insurance 5.0% Protective Life 1,200 46,404 Scottish RE Group Ltd 1,200 27,900 -------- 74,304 -------- Medical Services/Supplies 10.0% Conmed 1,100 30,140 Dentsply International 300 15,630 Mentor 800 27,432 MIM Corp. 1,100 9,570 Owens & Minor 600 15,540 Polymedica 1,100 34,144 West Pharm. Services 400 16,920 -------- 149,376 -------- Packaging 2.9% Aptar Group 1,000 43,690 -------- 43,690 -------- Real Estate Investment Trusts 0.8% Mack-Cali Realty 300 12,414 -------- 12,414 -------- Restaurant 4.5% Applebee's International 750 17,265 CBRL Group 1,100 33,935 Outback Steakhouse 400 16,544 -------- 67,744 -------- Retail 5.0% BJ's Wholesale 1,200 30,000 Claire's Stores 1,400 30,380 ShopKo Stores 1,000 14,140 -------- 74,520 -------- Toy 5.2% Jakks Pacific 2,000 41,580 RC2 Corp. 1,000 35,500 -------- 77,080 -------- Transportation 6.3% Arkansas Best 1,900 62,548 Yellow Roadway 798 31,809 -------- 94,357 -------- Total Common Stocks (Cost $1,060,126) 1,381,774 SHORT-TERM INVESTMENTS 7.3% Federated Prime Value Obligations Fund #853 65,000 Federated Treasury Cash Reserves #125 43,100 ---------- Total Short-Term Investments (Cost $108,100) 108,100 TOTAL MARKET VALUE OF SECURITIES OWNED 99.9% COST ($1,168,226) 1,489,874 RECEIVABLES AND OTHER ASSETS NET OF LIABILITIES 0.1% 1,740 ---------- NET ASSETS APPLICABLE TO 111,813 SHARES ($0.001 PAR VALUE) OUTSTANDING 100.0% $1,491,614 ========== The accompanying notes are an integral part of these financial statements. VIKING MUTUAL FUNDS Financial Statements Statements of Assets and Liabilities June 30, 2004 (Unaudited) Tax-Free Fund Tax-Free Fund Large-Cap Small-Cap for Montana for North Dakota Value Fund Value Fund ASSETS: Investments in securities: Cost $11,387,615 $5,485,894 $2,459,763 $1,168,226 ------------------------------------------------------------------------------------ Value 11,365,800 5,430,092 2,969,563 1,489,874 Cash 9,773 65,393 15,715 4,172 Receivable for fund shares sold 198 15,138 - - Prepaid assets 678 271 271 168 Security sales receivable 717,705 30,000 - - Interest & dividends receivable 136,026 59,538 3,889 926 ------------------------------------------------------------------------------------ Total assets 12,230,180 5,600,432 2,989,438 1,495,140 ------------------------------------------------------------------------------------ LIABILITIES: Security purchases payable 400,000 150,265 12,120 - Distributions payable 40,174 17,478 - - Other accounts payable and accrued expenses 4,886 7,761 4,510 3,525 ------------------------------------------------------------------------------------ Total liabilities 445,060 175,504 16,630 3,525 ------------------------------------------------------------------------------------ NET ASSETS 11,785,120 5,424,928 2,972,808 1,491,615 ------------------------------------------------------------------------------------ COMPONENTS OF NET ASSETS AT JUNE 30, 2004 Capital shares, $0.001 par value, unlimited shares authorized 11,859,034 5,509,123 2,797,292 1,174,526 Net unrealized appreciation (depreciation) (21,815) (55,802) 509,800 321,648 Accumulated net realized gain (loss) on investments (52,099) (28,393) (340,353) (1,505) Undistributed net investment income (loss) - - 6,069 (3,054) ------------------------------------------------------------------------------------ NET ASSETS $11,785,120 $5,424,928 $2,972,808 $1,491,615 ------------------------------------------------------------------------------------ NET ASSET VALUE AND OFFERING PRICE PER SHARE Net assets, at value $11,785,120 $5,424,928 $2,972,808 $1,491,615 Shares outstanding 1,183,709 542,221 284,265 111,813 Net asset value per share $9.96 $10.01 $10.46 $13.34 Maximum offering price per share (net asset value per share divided by 95.50%, 95.50%, 94.75% and 94.75%, respectively) $10.43 $10.48 $11.04 $14.08 ------------------------------------------------------------------------------------ The accompanying notes are an integral part of these financial statements. VIKING MUTUAL FUNDS Financial Statements Statements of Operations For the six months ended June 30, 2004 (Unaudited) Tax-Free Fund Tax-Free Fund Large-Cap Small-Cap for Montana for North Dakota Value Fund Value Fund ------------------------------------------------------------------------------------- INVESTMENT INCOME: Interest $259,457 $104,193 $ - $ - Dividends 3,623 2,362 25,058 8,021 ------------------------------------------------------------------------------------- Total investment income 263,080 106,555 25,058 8,201 ------------------------------------------------------------------------------------- EXPENSES: Investment advisory fees 31,292 12,928 9,846 6,712 Administrative fees 6,258 2,586 1,407 671 Distribution fees 15,646 6,464 5,626 2,685 Transfer agent fees 1,545 831 1,679 1,219 Accounting fees 3,129 1,293 703 336 Professional fees 2,891 2,921 2,914 2,921 Insurance 1,810 592 380 145 Trustee fees 776 782 784 782 Registration fees 498 62 317 338 Custodian fees 1,707 1,706 1,746 1,675 Other 92 45 173 92 ------------------------------------------------------------------------------------- Total expenses 65,644 30,210 25,575 17,576 ------------------------------------------------------------------------------------- Less expenses waived or reimbursed (42,624) (19,541) (6,586) (6,501) ------------------------------------------------------------------------------------ Net expenses 23,020 10,669 18,989 11,075 ------------------------------------------------------------------------------------- NET INVESTMENT INCOME (LOSS) 240,060 95,886 6,069 (3,054) ------------------------------------------------------------------------------------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain (loss) on investments (8,564) (11,070) 366 6,536 Net change in unrealized appreciation (depreciation) of investments (296,971) (148,391) 106,795 96,323 ------------------------------------------------------------------------------------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (305,535) (159,461) 107,161 102.859 ------------------------------------------------------------------------------------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS $(65,475) $(63,575) $113,230 $99,805 ------------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. VIKING MUTUAL FUNDS Financial Statements Statements of Changes in Net Assets For the six months ended June 30, 2004 (Unaudited) Tax-Free Fund Tax-Free Fund Large-Cap Small-Cap for Montana for North Dakota Value Fund Value Fund ------------------------------------------------------------------------------------- INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS: Net investment income (loss) $240,060 $95,886 $6,069 $(3,054) Net realized gain (loss) on investments (8,564) (11,070) 366 6,536 Net change in unrealized appreciation (depreciation) of investments (296,971) (148,391) 106,795 96,323 ------------------------------------------------------------------------------------- Net increase (decrease) in net assets resulting from operations (65,475) (63,575) 113,230 99,805 ------------------------------------------------------------------------------------- DISTRIBUTIONS TO SHAREHOLDERS FROM: Net investment income (240,060) (95,886) - - Net realized gains - - - - ------------------------------------------------------------------------------------- Total distributions to shareholders (240,060) (95,886) - - ------------------------------------------------------------------------------------- CAPITAL SHARE TRANSACTIONS: Proceeds from shares sold 725,323 1,000,667 182,820 153,182 Proceeds from reinvestment of distributions 180,350 66,051 16,486 - Cost of shares repurchased (1,449,268) (263,757) (84,347) (11,008) ------------------------------------------------------------------------------------- Increase in net assets derived from capital share transactions (543,595) 802,961 114,959 142,174 ------------------------------------------------------------------------------------- NET INCREASE (DECREASE) IN NET ASSETS $(849,130) $643,500 $228,189 $241,979 ------------------------------------------------------------------------------------- NET ASSETS: Beginning of period $12,634,250 $4,781,428 $2,744,619 $1,249,636 ------------------------------------------------------------------------------------- End of period $11,785,120 $5,424,928 $2,972,808 $1,491,615 ------------------------------------------------------------------------------------- The accompanying notes are an integral part of these financial statements. VIKING MUTUAL FUNDS Financial Statements Statements of Changes in Net Assets For the twelve months ended December 31, 2003 Tax-Free Fund Tax-Free Fund Large-Cap Small-Cap for Montana for North Dakota Value Fund Value Fund ------------------------------------------------------------------------- INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS: Net investment income (loss) $271,365 $87,297 $14,718 $(1,989) Net realized gain (loss) on investments 35,731 1,108 2,514 (2,977) Net change in unrealized appreciation (depreciation) of investments 258,153 90,134 (540,267) (60,744) ------------------------------------------------------------------------- Net increase (decrease) in net assets resulting from operations 565,249 178,539 (523,035) (65,710) ------------------------------------------------------------------------- DISTRIBUTIONS TO SHAREHOLDERS FROM: Net investment income (271,365) (87,297) (14,718) - Net realized gains (34,626) - - - ------------------------------------------------------------------------- Total distributions to shareholders (305,991) (87,297) (14,718) - ------------------------------------------------------------------------- CAPITAL SHARE TRANSACTIONS: Proceeds from shares sold 4,937,815 447,893 428,130 380,932 Proceeds from reinvestment of distributions 170,963 45,423 7,377 - Cost of shares repurchased (404,531) (140.136) (79,164) (32,411) ------------------------------------------------------------------------- Increase in net assets derived from capital share transactions 4,704,247 353,180 356,343 348,521 ------------------------------------------------------------------------- NET INCREASE (DECREASE) IN NET ASSETS $4,963,505 $444,422 $(181,410) $282,811 ------------------------------------------------------------------------- NET ASSETS: Beginning of period $3,549,291 $1,614,427 $2,143,441 $321,002 End of period $8,512,796 $2,058,849 $1,962,031 $603,813 The accompanying notes are an integral part of these financial statements. VIKING MUTUAL FUNDS Financial Highlights (Unaudited) Viking Tax-Free Fund for Montana Selected data for each share of the Fund outstanding throughout each period were as follows: For the Period 01/01/04- 01/01/03- 01/01/02- 01/01/01- 01/01/00- 08/03/991- 06/30/04 12/31/03 12/31/02 12/31/01 12/31/00 12/31/99 --------------------------------------------------------------------------- Net asset value, beginning of period $10.20 $10.18 $9.74 $9.82 $9.41 $10.00 --------------------------------------------------------------------------- Income (loss) from investment operations: Net investment income 0.19 0.42 0.46 0.51 0.52 0.15 Net realized and unrealized gain (loss) on investments (0.24) 0.02 0.48 (0.08) 0.41 (0.59) --------------------------------------------------------------------------- Total from investment operations (0.05) 0.44 0.94 0.43 0.93 (0.44) --------------------------------------------------------------------------- Less distributions from: Net investment income (0.15) (0.42) (0.46) (0.51) (0.52) (0.15) Net realized gains - - (0.04) - - - --------------------------------------------------------------------------- Total distributions (0.19) (0.42) (0.50) (0.51) (0.52) (0.15) --------------------------------------------------------------------------- Net asset value, end of period $9.96 $10.20 $10.18 $9.74 $9.82 $9.41 --------------------------------------------------------------------------- Total return2 (0.47)% 4.45% 9.90% 4.48% 10.23% (4.47)% --------------------------------------------------------------------------- Ratios/supplemental data: Net assets, end of period (000's) $11,785 $12,634 $8,513 $3,549 $1,131 $145 Ratio of net expenses to average net assets 0.37%3,4 0.31%3 0.15%3 0.06%3 0.01%3 0.00%3,4 Ratio of net investment income to average net assets 3.83%4 4.13% 4.58% 5.06% 5.13% 4.15%4 Portfolio turnover rate 17.72% 24.72% 40.09% 6.14% 21.12% 4.36% 1Commencement of operations. 2Total return assumes reinvestment of distributions at net asset value, does not reflect the impact of a sales charge and is not annualized. 3Viking Fund Management, LLC, the Fund's investment manager, has contractually agreed to waive its fees or reimburse the Fund for its expenses through August 1, 2009 so that the Fund's total operating expenses during this period will not exceed 0.85% of its average net assets on an annual basis. For the periods indicated above, Viking Fund Management, LLC waived fees and reimbursed expenses totaling $42,624 $114,564, $67,712, $30,300, $17,505 and $9,972. If the fees had not been waived or expenses had not been reimbursed, the annualized ratio of total expenses to average net assets would have been 1.05%, 1.09%, 1.30%, 1.60%, 4.79% and 24.90% respectively. 4Annualized. The accompanying notes are an integral part of these financial statements. VIKING MUTUAL FUNDS Financial Highlights (Unaudited) Viking Tax-Free Fund for North Dakota Selected data for each share of the Fund outstanding throughout each period were as follows: For the Period 01/01/04- 01/01/03- 01/01/02- 01/01/01- 01/01/00- 08/03/991- 06/30/04 12/31/03 12/31/02 12/31/01 12/31/00 12/31/99 -------------------------------------------------------------------------- Net asset value, beginning of period $10.29 $10.25 $9.76 $9.95 $9.47 $10.00 -------------------------------------------------------------------------- Income (loss) from investment operations: Net investment income 0.19 0.42 0.47 0.51 0.55 0.18 Net realized and unrealized gain (loss) on investments (0.18) 0.04 0.49 (0.19) 0.48 (0.53) -------------------------------------------------------------------------- Total from investment operations 0.01 0.46 0.96 (0.32) 1.03 (0.35) -------------------------------------------------------------------------- Less distributions from: Net investment income (0.19) (0.42) (0.47) (0.51) (0.55) (0.18) Net realized gains - - - - - - -------------------------------------------------------------------------- Total distributions (0.19) (0.42) (0.47) (0.51) (0.55) (0.18) -------------------------------------------------------------------------- Net asset value, end of period $10.01 $10.29 $10.25 $9.76 $9.95 $9.47 --------------------------------------------------------------------------- Total return2 (0.91)% 4.60% 10.07% 3.26% 11.30% (3.56)% Ratios/supplemental data: Net assets, end of period (000's) $5,425 $4,781 $2,059 $1,614 $327 $128 Ratio of net expenses to average net assets 0.41%3,4 0.36%3 0.22%3 0.11%3 0.05%3 0.00%3,4 Ratio of net investment income to average net assets 3.70%4 4.06% 4.73% 4.85% 5.73% 4.28%4 Portfolio turnover rate 15.92% 7.49% 27.95% 3.83% 16.16% 0.00% 1Commencement of operations. 2Total return assumes reinvestment of distributions at net asset value, does not reflect the impact of a sales charge and is not annualized 3Viking Fund Management, LLC, the Fund's investment manager, has contractually agreed to waive its fees or reimburse the Fund for its expenses through August 1, 2009 so that the Fund's total operating expenses during this period will not exceed 0.85% of its average net assets on an annual basis. For the periods indicated above, Viking Fund Management, LLC waived fees and reimbursed expenses totaling $19,541, $45,235, $30,993, $16,352, $15,441 and $9,786. If the fees had not been waived or expenses had not been reimbursed, the annualized ratio of total expenses to average net assets would have been 1.16%, 1.32%, 1.90%, 2.57%, 7.10% and 29.72% respectively. 4Annualized. The accompanying notes are an integral part of these financial statements. VIKING MUTUAL FUNDS Financial Highlights (Unaudited) Viking Large-Cap Value Fund Selected data for each share of the Fund outstanding throughout each period were as follows: For the Period 01/01/04- 01/01/03- 01/01/02- 01/01/01- 01/01/00- 08/03/991- 06/30/04 12/31/03 12/31/02 12/31/01 12/31/00 12/31/99 ------------------------------------------------------------------------- Net asset value, beginning of period $10.06 $8.20 $10.74 $11.08 $9.90 $10.00 ------------------------------------------------------------------------- Income (loss) from investment operations: Net investment income 0.02 0.06 0.06 0.04 0.07 0.02 Net realized and unrealized gain (loss) on investments 0.38 1.86 (2.60) (0.34) 1.18 (0.10) ------------------------------------------------------------------------- Total from investment operations 0.40 1.92 (2.54) (0.30) 1.25 (0.08) ------------------------------------------------------------------------- Less distributions from: Net investment income - (0.06) (0.06) (0.04) (0.07) (0.02) Net realized gains - - - - - - ------------------------------------------------------------------------- Total distributions - (0.06) (0.06) (0.04) (0.07) (0.02) ------------------------------------------------------------------------- Net asset value, end of period $10.46 $10.06 $8.20 $10.74 $11.08 $9.90 ------------------------------------------------------------------------- Total return2 3.98% 23.42% (23.08)% (2.73)% 12.67% (0.77)% Ratios/supplemental data: Net assets, end of period (000's) $2,973 $2,745 $1,962 $2,143 $1,367 $591 Ratio of net expenses to average net assets 1.33%3,4 1.35%3 1.35%3 1.35%3 1.35%3 1.35%3,4 Ratio of net investment income to average net assets 0.21% 0.73% 0.71% 0.37% 0.90% 0.83%4 Portfolio turnover rate 18.90% 26.75% 36.52% 27.59% 48.97% 6.30% 1Commencement of operations. 2Total return assumes reinvestment of distributions at net asset value, does not reflect the impact of a sales charge and is not annualized. 3Viking Fund Management, LLC, the Fund's investment manager, has contractually agreed to waive its fees or reimburse the Fund for its expenses through August 1, 2009 so that the Fund's total operating expenses during this period will not exceed 1.35% of its average net assets on an annual basis. For the periods indicated above, Viking Fund Management, LLC waived fees and reimbursed expenses totaling $6,586, $15,021, $20,422, $15,184, $17,512 and $11,025.If the fees had not been waived or expenses had not been reimbursed, the annualized ratio of total expenses to average net assets would have been 1.80%, 2.02%, 2.34%, 2.10%, 3.07% and 8.58% respectively. 4Annualized. The accompanying notes are an integral part of these financial statements. VIKING MUTUAL FUNDS Financial Highlights (Unaudited) Viking Small-Cap Value Fund Selected data for each share of the Fund outstanding throughout the period was as follows: For the Period 01/01/04- 01/01/03- 01/01/02- 05/03/011- 06/30/04 12/31/03 12/31/02 12/31/01 -------------------------------------------------- Net asset value, beginning of period $12.43 $9.35 $10.26 $10.00 -------------------------------------------------- Income (loss) from investment operations: Net investment income (loss) (0.03) (0.03) (0.03) - Net realized and unrealized gain (loss) on investments 0.94 3.11 (0.88) 0.26 -------------------------------------------------- Total from investment operations 0.91 3.08 (0.91) 0.26 -------------------------------------------------- Less distributions from: Net investment income - - - - Net realized gains - - - - -------------------------------------------------- Total distributions - - - - -------------------------------------------------- Net asset value, end of period $13.34 $12.43 $9.35 $10.26 -------------------------------------------------- Total return2 7.32% 32.94% (8.87)% 2.60% Ratios/supplemental data: Net assets, end of period (000's) $1,492 $1,250 $604 $321 Ratio of net expenses to average net assets 1.63%3,4 1.65%3 1.65%3 1.59%3,4 Ratio of net investment income to average net assets (0.23)% (0.37)%4 (0.41)% (0.28)%4 Portfolio turnover rate 3.19% 14.77% 16.24% 1.81% 1Commencement of operations. 2Total return assumes reinvestment of distributions at net asset value, does not reflect the impact of a sales charge and is not annualized. 3Viking Fund Management, LLC, the Fund's investment manager, has contractually agreed to waive its fees or reimburse the Fund for its expenses through August 1, 2009 so that the Fund's total operating expenses during this period will not exceed 1.65% of its average net assets on an annual basis. For the periods indicated above, Viking Fund Management, LLC waived fees and reimbursed expenses totaling $6,501, $12,883, $17,392 and $6,593. If the fees had not been waived or expenses had not been reimbursed, the annualized ratio of total expenses to average net assets would have been 2.59%, 3.16%, 5.24% and 5.67% respectively. 4Annualized. The accompanying notes are an integral part of these financial statements. VIKING MUTUAL FUNDS Notes to Financial Statements June 30, 2004 (Unaudited) 1. ORGANIZATION Viking Mutual Funds (the "Company") is registered under the Investment Company Act of 1940 as a non-diversified, open-end management investment company, consisting of four series (the "Funds"). The Viking Tax-Free Fund for Montana and Viking Tax-Free Fund for North Dakota (each a "Tax-Free Fund"), each a non-diversified Fund, seek the highest level of current income that is exempt from both federal and state income taxes and is consistent with preservation of capital. The Viking Large-Cap Value Fund ("Large-Cap") and Viking Small-Cap Value Fund ("Small-Cap"), each a diversified Fund, seek long-term total return and capital preservation. 2. SIGNIFICANT ACCOUNTING POLICIES The following accounting policies are in accordance with accounting principles generally accepted in the United States of America and are consistently followed by the Funds. Security Valuation Securities listed or traded on a recognized national exchange or NASDAQ are valued at the last reported sales price. Securities for which market quotations are not readily available (which will constitute a majority of the securities held by the Tax-Free Funds) are valued using a matrix system at fair value as determined by management in accordance with procedures established by the Board of Trustees. Premiums and Discounts On January 1, 2001, the Tax-Free Funds adopted the provisions of the American Institute of Certified Public Accountants' revised Audit and Accounting Guide Audits of Investment Companies (the guide). The guide requires all premiums and discounts on debt securities to be amortized. Prior to January 1, 2001, the Tax-Free Funds recognized market discount at time of disposition as gain or loss. Upon adoption, the Tax-Free Funds reviewed their investment portfolios and determined the impact of this accounting change to be insignificant. The Tax-Free Funds have therefore not made a cumulative effect adjustment to its financial statements. This accounting change had no effect on the Fund's net assets or total returns. Bonds acquired at a market discount after January 1, 2001 are being amortized in accordance with provisions of the audit guide. Security Transactions, Investment Income, Expenses and Distributions Security transactions are accounted for on trade date. Realized gains and losses on security transactions are determined on the identified cost basis. Interest income and estimated expenses are accrued daily. Dividend income is recognized on the ex-dividend date. Premiums and discounts on municipal securities are amortized to interest income using the constant yield method over the estimated lives of the respective securities. The Tax-Free Funds declare dividends from net investment income daily and pay such dividends monthly. The Large-Cap Fund and the Small-Cap Fund will declare and pay dividends from net investment income at least annually. Capital gains, if any, are distributed annually. Income and capital gain distributions are determined in accordance with federal income tax regulations and may differ from net investment income and realized gains determined in accordance with accounting principles generally accepted in the United States of America. These differences are primarily due to differing treatment for market discount, capital loss carryforwards and losses due to wash sales and futures transactions. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to paid-in capital. Temporary book and tax basis differences will reverse in a subsequent period. Common expenses incurred by the Company are allocated among the Funds based on the ratio of net assets of each Fund to the combined net assets. Other expenses are charged to each Fund on a specific identification basis. Use of Estimates The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. 3. DISTRIBUTIONS TO SHAREHOLDERS The tax character of distributions paid during the six months ended June 30, 2004 and the year endedDecember 31, 2003 were as follows: Tax-Free Fund for Tax-Free Fund for Large-Cap Small-Cap Montana North Dakota Value Fund Value Fund ------------------------------------------------------------------------------ 2004 2003 2004 2003 2004 2003 2004 2003 ------------------------------------------------------------------------------ Distributions paid from: Ordinary income $240,060 $433,864 $95,886 $139,584 $0 $16,486 $0 $0 Long-term capital gain $0 $0 $0 $0 $0 $0 $0 $0 All the ordinary income distributions described above were exempt from federal income taxes. 4. CAPITAL STOCK Transactions in capital shares were as follows: Tax-Free Fund Tax-Free Fund Large-Cap Small-Cap for Montana for North Dakota Value Fund Value Fund ------------------------------------------------------------------------- For the Period For the Period For the Period For the Period from 01/01/04 from 01/01/04 from 01/01/04 from 01/01/04 through 06/30/04 through 06/30/04 through 06/30/04 through 06/30/04 -------------------------------------------------------------------------- Shares sold 107,314 112,895 21,223 14,890 Shares issued in reinvestment of distributions 17,719 6,442 1,605 0 Shares redeemed (180,129) (41,639) (11,507) (3,635) -------------------------------------------------------------------------- Net Increase 402,594 77,698 11,321 11,255 -------------------------------------------------------------------------- 5. INVESTMENT MANAGEMENT AND OTHER TRANSACTIONS WITH AFFILIATES The Funds have retained Viking Fund Management, LLC ("VFM") to provide the Funds with investment advice and portfolio management. As compensation for the advisory services furnished to the Funds, the Funds pay VFM monthly compensation calculated daily by applying the annual rates of 0.50% to the Tax-Free Funds daily net assets, 0.70% to the Large-Cap Fund's daily net assets and 1.00% to the Small-Cap Fund's daily net assets. The Tax-Free Fund for Montana recognized $15,247 of investment advisory fees after a partial waiver for the six months ended June 30, 2004. On June 30, 2004, the Tax-Free Fund for Montana had a payable to VFM for investment advisory fees of $2,319. The Tax-Free Fund for North Dakota recognized $4,560 of investment advisory fees after a partial waiver for the six months ended June 30, 2004. On June 30, 2004, the Tax-Free Fund for North Dakota had a payable to VFM for investment advisory fees of $593. The Large-Cap Fund recognized $9,846 of investment advisory fees after a partial waiver for the six months ended June 30, 2004. On June 30, 2004, the Large-Cap Fund had a payable to VFM for investment advisory fees of $1,832. The Small-Cap Fund recognized $5,095 of investment advisory fees after a partial waiver for the six months ended June 30, 2004. On June 30, 2004 , the Small-Cap Fund had a payable to VFM for investment advisory fees of $730. Under a sub-advisory agreement between Fox Asset Management, LLC (the "sub-adviser") and VFM, the sub-adviser provides the Large-Cap Fund and the Small-Cap Fund with investment advice and portfolio management subject to the overall supervision of VFM. As compensation for its services provided to the Large-Cap Fund, VFM pays the sub-adviser monthly compensation calculated daily by applying the annual rate of 0.40% to the Large-Cap Fund's daily net assets of up to $100 million and 0.35% to the Large-Cap Fund's daily net assets in excess of $100 million. As compensation for its services provided to the Small-Cap fund, VFM pays the sub-adviser monthly compensation calculated daily by applying the annual rate of 0.40% to the Small-Cap Fund's daily net assets until the net assets reach $5 million and 0.60% to the Small-Cap Fund's daily net assets when the net assets surpass $5 million. The Funds have also entered into an agreement with VFM to provide administrative services, portfolio accounting and transfer agent services to each of the Funds for a fee at an annual rate of 0.15% of daily net assets, plus a per account charge and reimbursement of certain direct expenses. On June 30, 2004, the Tax-Free Fund for Montana, Tax-Free Fund for North Dakota, Large-Cap Fund and Small-Cap Fund had payables to VFM for transfer agent out-of-pocket expenses of $18, $14, $30 and $30, respectively. The Funds have a distribution plan, sometimes known as a Rule 12b-1 plan, that allows the Tax-Free Funds to pay distribution and service fees of up to 0.25% of average daily net assets per year and the Large-Cap Fund and the Small-Cap Fund to pay distribution and service fees of up to 0.40% of average daily net assets per year to Viking Fund Distributors, LLC ("VFD") for distributing each Fund's shares and for servicing shareholder accounts. For the six months ended June 30, 2004, Large-Cap Value Fund recognized $2,819 and Small-Cap Value Fund recognized $24 of 12b-1 fees after a partial waiver. On June 30, 2004, the Large-Cap Fund had a payable to VFD for 12b-1 fees of $254.Tax-Free Fund for Montana and Tax-Free Fund for North Dakota recognized no 12b-1 fees after the fee waiver. For the six months ending June 30, 2004, the net amounts of sales charges deducted from the proceeds of sale of capital shares which were retained by VFD as principal underwriter were $2,583, $3,292, $515 and $821 for the Tax-Free Fund for Montana, Tax-Free Fund for North Dakota, Large-Cap Fund and Small-Cap Fund, respectively. On June 30, 2004 the Tax-Free Fund for Montana, Tax-Free Fund for North Dakota, Large-Cap Fund and Small-Cap Fund had payables to VFD for underwriting fees of $5, $229, $29 and $38, respectively. VFM has contractually agreed to waive its fees or reimburse the Funds for their expenses through August 1, 2009 so that the Tax-Free Fund's total operating expenses during this period will not exceed 0.85% of average net assets on an annual basis, the Large-Cap Fund's total operating expenses during this period will not exceed 1.35% of average net assets on an annual basis and the Small-Cap Fund's total operating expenses during this period will not exceed 1.65% of average net assets on an annual basis. On June 30, 2003, the Tax-Free Fund for Montana, Tax-Free Fund for North Dakota, Large-Cap Fund and Small-Cap Fund had receivables from VFM for reimbursement of certain expenses of $3,600, $8,932, $2,977 and $5,484, respectively. Certain officers and trustees of the Funds are also officers and governors of VFM and VFD. 6. INCOME TAXES No provision has been made for income taxes because each Fund's policy is to qualify as a regulated investment company under the Internal Revenue Code and to distribute substantially all of its taxable income. At December 31, 2003, the Funds' most recently completed year end, Tax-Free Fund for Montana, Tax-Free Fund for North Dakota, Large-Cap Value Fund and Small-Cap fund had capital losses of $43,535, $17,322, $340,719 and $8,041 respectively, which may be carried over to offset future capital gains. Such losses start to expire in 2008. At June 30, 2004, the net unrealized appreciation based on the cost of investments for federal income tax purposes was as follows: Tax-Free Fund Tax-Free Fund Large-Cap Small-Cap for Montana for North Dakota Value Fund Value Fund ------------------------------------------------------------------------------------ Investments at cost $11,387,615 $5,485,894 $2,459,763 $1,168,226 ------------------------------------------------------------------------------------ Unrealized appreciation 119,160 50,264 515,785 334,939 Unrealized depreciation (140,975) (106,066) (5,985) (13,291) ------------------------------------------------------------------------------------ Net unrealized appreciation (depreciation) $(21,815) $(55,802) $509,800 $321,648 ------------------------------------------------------------------------------------ 7. INVESTMENT TRANSACTIONS Purchases and sales of securities (excluding short-term securities) for the six months ended June 30, 2004 were as follows: Tax-Free Fund Tax-Free Fund Large-Cap Small-Cap for Montana for North Dakota Value Fund Value Fund ----------------------------------------------------------------------------------- Purchases $2,222,816 $1,717,406 $610,625 $160,934 Sales $2,637,545 $825,953 $537,742 $43,346 8. CREDIT AND MARKET RISK The Tax-Free Funds concentrate their investments in securities mainly issued by each specific state's municipalities. The value of these investments may be adversely affected by new legislation within the state, regional or local economic conditions, and differing levels of supply and demand for municipal bonds. Many municipalities insure repayment for their obligations. Although bond insurance reduces the risk of loss due to default by an issuer, such bonds remain subject to the risk that market value may fluctuate for other reasons and there is no assurance that the insurance company will meet its obligations. These securities have been identified in the Statement of Investments. VIKING MUTUAL FUNDS Trustee Information (Unaudited) June 30, 2004 NAME AND PRINCIPAL OCCUPATION(S) ADDRESS AGE POSITION(S) HELD DURING PAST 5 YEARS - ----------------------------------------------------------------------------------------------------------------------- Shirley R. Martz 78 Trustee Retired CPA (1989-pres.); Trustee, Viking 1400 14th Ave. SW Mutual Funds (1999-pres.); Principal Minot, ND 58701 shareholder and employee of Brady, Martz & Associates and its predecessor (1948- 1989). Douglas P. Miller 30 Trustee Secretary and Treasurer, Viking Fund 1400 14th Ave. SW Vice-President Management, LLC (1998-pres.); Secretary Minot, ND 58701 Secretary and Treasurer, Viking Fund Distributors, LLC (1999-pres.); Trustee, Vice-President and Secretary, Viking Mutual Funds (1999 -pres. Shannon D. Radke 37 Trustee President, Viking Fund Management, LLC 1400 14th Ave. SW President (1998- pres.); President, Viking Fund Minot, ND 58701 Treasurer Distributors, LLC (1999-pres.); Trustee, President and Treasurer, Viking Mutual Funds (1999-pres.). Mike Timm 67 Trustee Retired; Trustee, Viking Mutual Funds 1400 14th Ave. SW (1999-pres.); President and General Minot, ND 58701 Manager, Timm Moving and Storage (1959- 2000); State Representative, North Dakota House of Representatives (1973-pres.); Speaker of the North Dakota House of Representatives (1997). Peter C. Zimmerman 38 Trustee General Manager, Holiday Inn Riverside 1400 14th Ave. SW (1995-pres.); Trustee, Viking Mutual Minot, ND 58701 Funds (2004-pres.) The SAI has additional information about the Trustees and is available at (800) 933-8413 without charge upon request. VIKING MUTUAL FUNDS 1400 14th Avenue SW Minot, ND 58701 BOARD OF TRUSTEES Shirley R. Martz Douglas P. Miller Shannon D. Radke Mike Timm Peter C. Zimmerman INVESTMENT MANAGER Viking Fund Management, LLC 1400 14th Avenue SW Minot, ND 58701 SUB-ADVISOR (For Viking Large-Cap Value Fund) (For Viking Small-Cap Value Fund) Fox Asset Management, LLC 44 Sycamore Avenue Little Silver, NJ 07739 DISTRIBUTOR Viking Fund Distributors, LLC 1400 14th Avenue SW Minot, ND 58701 CUSTODIAN First Western Bank & Trust 900 South Broadway Minot, ND 58701 TRANSFER AGENT Viking Fund Management, LLC P.O. Box 500 Minot, ND 58702 INDEPENDENT AUDITORS Brady, Martz & Associates, P.C. 201 East Broadway, Suite 200 Bismarck, ND 58501 Shareholder Services 1-800-933-8413 When used with prospective investors, this report must be preceded by a current Viking Mutual Funds prospectus. The prospectus sets forth details about charges, expenses, investment objectives and operating policies of each of the Funds. You should read the prospectus carefully before you invest. To obtain a prospectus, contact your investment professional or Viking Mutual Funds. ITEM 2. CODE OF ETHICS. Viking Mutual Funds has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to the President and Treasurer. A copy of this code of ethics is filed as an exhibit to this Form N-CSR. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Viking Mutual Fund's board of trustees has determined that there is one audit committee financial expert serving on its audit committee. Shirley Martz is the audit committee financial expert and is considered "independent." In order to be considered "independent", a member of an audit committee may not, other than in his or her capacity as a member of the audit committee, the board of trustees, or any other board committee: (i) Accept directly or indirectly any consulting, advisory, or other compensatory fee from the issuer; or (ii) Be an "interested person" of the investment company as defined in Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)). ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable. ITEM 5. [RESERVED] 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) Disclosure Controls and Procedures. The Principal Executive and Financial Officers concluded that the Registrant's Disclosure Controls and Procedures are effective based on their evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report. (b) Internal Controls. There were no significant changes in Registrant's internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. ITEM 10. EXHIBITS. (a)(1) Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached. (b)(1) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2 under the Investment Company Act of 1940. Certification of principal executive officer and principal financial officer as required by Section 906 of the Sarbanes-Oxley Act of 2002. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. By: /s/ SHANNON D. RADKE ------------------------------- Shannon D. Radke Principal Executive Officer Date: August 30, 2004 By: /s/ DOUGLAS P. MILLER ------------------------------ Douglas P. Miller Principal Financial Officer Date: August 30, 2004 EXHIBIT INDEX (a)(1) Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as Exhibit 99.CODEETH. (b)(1) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2 under the Investment Company Act of 1940. Certification of principal executive officer and principal financial officer as required by Section 906 of the Sarbanes-Oxley Act of 2002.