United States Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-Q
[x] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the quarterly period ended September 30, 2007
------------------
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the transition period from to
--------- ---------
Commission File Number 033-89506
BERTHEL GROWTH & INCOME TRUST I
----------------------------------------------------
(Exact name of Registrant as specified in its charter)
DELAWARE 52-1915821
------------------------------ ----------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
701 Tama Street, Marion, Iowa 52302
-------------------------------------- --------
(Address of principal executive offices) (Zip Code)
(319) 447-5700
--------------------------------------------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
----- -----
Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer. See definition of "accelerated
filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. (Check
one):
Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [X]
Indicate by check mark whether registrant is a shell company (as defined in Rule
12b-2 of the Securities Exchange Act of 1934). Yes No X
----- -----
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date.
Shares of Beneficial Interest - 10,541 shares as of November 8, 2007
1
BERTHEL GROWTH & INCOME TRUST I
INDEX
Part I. FINANCIAL INFORMATION PAGE
- ------------------------------ ----
Item 1. Financial Statements (unaudited)
Consolidated Statements of Assets and Liabilities -
September 30, 2007 and December 31, 2006 3
Consolidated Statements of Operations -
three months ended September 30, 2007 and 2006 4
Consolidated Statements of Operations -
nine months ended September 30, 2007 and 2006 5
Consolidated Statements of Changes in Net Liabilities -
nine months ended September 30, 2007 and 2006 6
Consolidated Statements of Cash Flows -
nine months ended September 30, 2007 and 2006 7
Notes to Consolidated Financial Statements 8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 11
Item 3. Quantitative and Qualitative Disclosures About Market Risk 13
Item 4. Controls and Procedures 13
Part II. OTHER INFORMATION
- ----------------------------
Item 1A. Risk Factors 14
Item 6. Exhibits 14
Signatures 14
2
BERTHEL GROWTH & INCOME TRUST I
CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES (UNAUDITED)
September 30, 2007 December 31, 2006
------------------ -----------------
ASSETS
Loans and investments (Note B) $ 5,621,508 $ 5,663,816
Cash and cash equivalents 144,097 257,035
Interest and dividends receivable 19,416 5,416
Other assets 8,615 --
------------ ------------
TOTAL ASSETS $ 5,793,636 $ 5,926,267
============ ============
LIABILITIES AND NET ASSETS (LIABILITIES)
Accounts payable and other accrued expenses $ 108,019 $ 90,019
Due to affiliate 252,929 902,496
Distributions payable to shareholders 7,987,865 7,357,139
Notes payable (Note C) 2,783,689 2,788,590
------------ ------------
TOTAL LIABILITIES 11,132,502 11,138,244
------------ ------------
COMMITMENTS AND CONTINGENCIES
NET ASSETS (LIABILITIES), equivalent to ($506.49)
per share at September 30, 2007 and ($494.45) per
share at December 31, 2006:
Shares of beneficial interest (25,000 shares authorized;
10,541 shares issued and outstanding) (4,062,451) (3,935,562)
Accumulated net realized losses (3,249,471) (3,249,471)
Accumulated net unrealized gains 1,973,056 1,973,056
------------ ------------
TOTAL NET ASSETS (LIABILITIES) (5,338,866) (5,211,977)
------------ ------------
TOTAL LIABILITIES AND NET ASSETS (LIABILITIES) $ 5,793,636 $ 5,926,267
============ ============
See notes to consolidated financial statements.
3
BERTHEL GROWTH & INCOME TRUST I
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Three Months Ended
September 30, 2007 September 30, 2006
------------------ ------------------
REVENUES:
Interest income $ 21,136 $ 35,828
Dividend income 4,168 4,166
--------- ---------
Total revenues 25,304 39,994
--------- ---------
EXPENSES:
Management fees (73,471) 39,800
Administrative services 928 943
Trustee fees 6,000 6,000
Professional fees 4,856 11,225
Interest expense 52,575 66,861
Other general and administrative expenses 10,818 10,640
--------- ---------
Total expenses 1,706 135,469
--------- ---------
Net investment income (loss) 23,598 (95,475)
Unrealized gain on investments -- 100,000
--------- ---------
Net increase in net assets $ 23,598 $ 4,525
========= =========
Per beneficial share amounts:
Net increase in net assets $ 2.24 $ .43
========= =========
Weighted average shares 10,541 10,541
========= =========
See notes to consolidated financial statements.
4
BERTHEL GROWTH & INCOME TRUST I
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Nine Months Ended
September 30, 2007 September 30, 2006
------------------ ------------------
REVENUES:
Interest income $ 63,103 $ 85,600
Dividend income 12,501 12,500
Application, closing, and other fees 530 1,500
----------- -----------
Total revenues 76,134 99,600
----------- -----------
EXPENSES:
Management fees (690,710) 135,137
Administrative services 3,402 3,063
Trustee fees 18,000 18,000
Professional fees 51,216 36,140
Interest expense 156,099 257,649
Other general and administrative expenses 34,290 34,279
----------- -----------
Total expenses (427,703) 484,268
----------- -----------
Net investment income (loss) 503,837 (384,668)
Unrealized loss on investments -- (465,976)
Realized gain on investments -- 1,682,101
----------- -----------
Net increase in net assets $ 503,837 $ 831,457
=========== ===========
Per beneficial share amounts:
Net increase in net assets $ 47.80 $ 78.88
=========== ===========
Weighted average shares 10,541 10,541
=========== ===========
See notes to consolidated financial statements.
5
BERTHEL GROWTH & INCOME TRUST I
CONSOLIDATED STATEMENTS OF CHANGES IN NET LIABILITIES
(UNAUDITED)
Nine Months Ended Nine Months Ended
September 30, 2007 September 30, 2006
Shares of Shares of
Beneficial Beneficial
Interest Amount Interest Amount
----------- ----------- ----------- -----------
Net investment income (loss) -- $ 503,837 -- $ (384,668)
Unrealized loss on investments -- -- -- (465,976)
Realized gain on investments -- -- -- 1,682,101
Distributions payable to shareholders -- (630,726) -- (630,698)
Net liabilities at beginning of period 10,541 (5,211,977) 10,541 (5,425,216)
----------- ----------- ----------- -----------
Net liabilities at end of period 10,541 $(5,338,866) 10,541 $(5,224,457)
=========== =========== =========== ===========
See notes to consolidated financial statements.
6
BERTHEL GROWTH & INCOME TRUST I
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Nine Months Ended
September 30
2007 2006
---- ----
OPERATING ACTIVITIES:
Net increase in net assets $ 503,837 $ 831,457
Adjustments to reconcile change in net assets
to net cash flows from operating activities:
Accretion of discount on debt securities -- (445)
Unrealized loss on investments -- 465,976
Realized gain on investments -- (1,682,101)
Changes in operating assets and liabilities
Loans and investments 42,308 2,703,688
Interest and dividends receivable (14,000) 1,921
Other assets (8,615) (8,631)
Accounts payable and other accrued expenses 18,000 17,042
Due to affiliate (649,567) 177,975
----------- -----------
Net cash flows from operating activities (108,037) 2,506,882
----------- -----------
FINANCING ACTIVITIES:
Payment of debentures (4,901) (2,576,880)
----------- -----------
Net cash flows from financing activities (4,901) (2,576,880)
----------- -----------
NET DECREASE IN CASH (112,938) (69,998)
CASH AT BEGINNING OF PERIOD 257,035 336,447
----------- -----------
CASH AT END OF PERIOD $ 144,097 $ 266,449
=========== ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for interest $ 156,099 $ 236,120
Noncash financing activities:
Distributions payable to shareholders 630,726 630,698
See notes to consolidated financial statements.
7
BERTHEL GROWTH & INCOME TRUST I
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in accordance
with accounting principles generally accepted in the United States of America
for interim financial information and with the instructions to Form 10-Q and
Article 10 of Regulation S-X. Accordingly, they do not include all information
and footnotes required by generally accepted accounting principles for complete
financial statements and should be read in conjunction with the Trust's Form
10-K filed with the Securities and Exchange Commission for the year ended
December 31, 2006. In the opinion of management, all adjustments (consisting of
normal recurring accruals) considered necessary for a fair representation have
been included. Operating results for the nine months ended September 30, 2007
are not necessarily indicative of the results that may be expected for the year
ended December 31, 2007.
The preparation of the Trust's financial statements in conformity with
accounting principles generally accepted in the United States of America
necessarily requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the date of financial statements and the reported
amounts of revenues and expenses during the reporting period. Actual results
could differ from those estimates.
The Trust continues to have a deficiency in net assets. Berthel SBIC, LLC
("SBIC"), a wholly owned subsidiary of the Trust, has agreed to liquidate its
portfolio assets in order to pay its indebtedness to the United States Small
Business Administration ("SBA").
In August 2002, the SBA notified the SBIC that all debentures, accrued interest
and fees were immediately due and payable. The SBIC was transferred into the
Liquidation Office of the SBA at that time. On September 1, 2003, management
signed a loan agreement with the SBA for $8,100,000 (after paying $1,400,000 on
the $9,500,000 debentures) with a term of 48 months at an interest rate of
7.49%. In August, 2007, the SBIC and the SBA agreed to a one-year extension to
the loan agreement. The agreement requires principal payments on the debt to the
extent the SBIC receives cash proceeds exceeding $250,000 for the sale or
liquidation of investments. As of September 30, 2007, $2,783,689 is outstanding
under the loan agreement, which is secured by substantially all assets of the
SBIC. The loan agreement contains various covenants, including limits on the
amounts of expenses, other than interest expense, that can be incurred and paid.
The loan agreement also contains various events of default, including a decrease
in the aggregate value of the SBIC's assets of 10% or greater.
As of September 30, 2007, total assets and liabilities of the Trust are
$5,793,636 and $11,132,502, respectively. These factors raise substantial doubt
about the ability of the Trust to continue as a going concern. No assurance can
be given that the Trust will have sufficient cash flow to repay the debt or that
the Trust will be financially viable.
New Accounting Pronouncements
In June 2006, the Financial Accounting Standards Board ("FASB") issued
Interpretation No. 48 ("FIN 48"), "Accounting for Uncertainty in Income Taxes;
an interpretation of FASB Statement No. 109". FIN 48 clarifies the accounting
for uncertainty in income taxes recognized in an enterprise's financial
statements in accordance with SFAS No. 109, "Accounting for Income Taxes". It
requires a recognition threshold and measurement attribute for financial
statement disclosure of tax positions taken, or expected to be taken, in an
income tax return. This Interpretation also provides guidance on de-recognition,
classification, interest and penalties, accounting in interim periods,
disclosure, and transition. FIN 48 is effective for fiscal years beginning after
December 15, 2006. The Trust has adopted FIN 48 and it did not have a material
impact on its financial position and results of operations.
8
NOTE B -LOANS AND INVESTMENTS
September 30, 2007 December 31, 2006
------------------------------ ---------------------------------
Cost Valuation Cost Valuation
----------- ----------- ----------- -----------
Communications & Software:
EDmin.com, Inc.
- ---------------
261,203 shares of 9%, Series A cumulative
convertible preferred stock $ 972,812 $ 972,812 $ 972,812 $ 972,812
----------- -----------
Total Communications & Software
(17% of total loans and investments) 972,812 972,812
Healthcare Products & Services:
Physicians Total Care, Inc.
- ---------------------------
8% uncollateralized promissory note due
December, 2009 307,795 700,000 307,795 700,000
100,000 shares of common stock 4,000 -- 4,000 --
Inter-Med, Inc.
- ---------------
2,491.3031 shares of common stock 672,279 672,279 672,279 672,279
FutureMatrix Interventional, Inc.
- ---------------------------------
905,203 shares of common stock 102,640 2,460,000 102,640 2,460,000
1,899,783 shares of common stock of
CeloNova Biosciences, Inc. (f/k/a IMED)
(an affiliate of FutureMatrix Interventional, Inc.) -- -- -- --
----------- -----------
Total Healthcare Products & Services
(68% of total loans and investments) 3,832,279 3,832,279
----------- -----------
Manufacturing:
Feed Management Systems, Inc.
- -----------------------------
435,590 shares of common stock 1,077,422 304,913 1,077,422 304,913
The Schebler Company
- --------------------
13% promissory note due February, 2008 166,666 166,666 166,666 166,666
Warrants to purchase 1.66% of common stock
at $.01 per share 166,666 shares of 10% 11,504 11,504 11,504 11,504
convertible cumulative preferred stock 166,667 166,667 166,667 166,667
166,666 shares of common stock 166,667 166,667 166,667 166,667
Total Manufacturing (15% and 14% of total loans
and investments as of September 30, 2007
and December 31, 2006, respectively) 816,417 816,417
----------- -----------
Other Service Industries:
Kinseth Hospitality Company, Inc.
15% note due March, 2007 -- -- 42,308 42,308
----------- -----------
Total Other Service Industries (0% and 1% of total
loans and investments as of September 30, 2007
and December 31, 2006, respectively) -- 42,308
----------- -----------
TOTAL LOANS AND INVESTMENTS $ 5,621,508 $ 5,663,816
=========== ============
9
NOTE C - NOTES PAYABLE
The SBIC issued debentures payable to the SBA totalling $9,500,000 since
inception. The original debenture terms required semiannual payments of interest
at annual interest rates ranging from 6.353% to 7.64%. In addition to interest
payments, the SBIC was required to pay an annual 1% SBA loan fee on the
outstanding debentures balance.
In August 2002, the SBA notified the SBIC that all debentures, accrued interest
and fees were immediately due and payable. The SBIC was transferred into the
Liquidation Office of the SBA at that time. On September 1, 2003, management
signed a loan agreement with the SBA for $8,100,000 (after paying $1,400,000 on
the $9,500,000 debentures) with a term of 48 months at an interest rate of
7.49%. In August, 2007, the SBIC and the SBA agreed to a one-year extension to
the loan agreement. The agreement requires principal payments on the debt to the
extent the SBIC receives cash proceeds exceeding $250,000 for the sale or
liquidation of investments. As of September 30, 2007, $2,783,689 is outstanding
under the loan agreement, which is secured by substantially all assets of the
SBIC. The loan agreement contains various covenants, including limits on the
amounts of expenses, other than interest expense, that can be incurred and paid.
The loan agreement also contains various events of default, including a decrease
in the aggregate value of the SBIC's assets of 10% or greater.
10
Item 2. Management's Discussion and Analysis of Financial Condition and
---------------------------------------------------------------
Results of Operations
---------------------
Results of Operations
Net investment income (loss) reflects the Trust's revenues and expenses
excluding realized and unrealized gains and losses on portfolio investments.
Interest income consists of the following:
Three Months Ending Nine Months Ending
September 30 September 30
2007 2006 2007 2006
---- ---- ---- ----
Portfolio investments $19,551 $35,010 $59,580 $80,750
Money market 1,585 818 3,523 4,850
Interest income $21,136 $35,828 $63,103 $85,600
Dividend income $ 4,168 $ 4,166 $12,501 $12,500
Changes in interest earned on portfolio investments reflect the level of
investment in interest earning debt securities and loans. Money market interest
is earned on investments in highly liquid money market savings funds. Dividend
income reflects dividends earned on preferred stock investments.
Management fees, calculated as 2.5% of the combined temporary investment in
money market securities and loans and investments balances, were a credit of
$690,710 for the first nine months of 2007 and a charge of $135,137 the same
period a year ago. The credit for 2007 is the result of the forgiveness of debt
by the Trust Advisor, as described below.
On February 7, 2007, management of the Trust Advisor decided to waive the
management fees for 2006. The Trust accrued management fees payable to the Trust
Advisor for 2006 totaling $174,979 and this forgiveness of debt was reflected in
the financial statements during the first quarter of 2007. On April 26, 2007,
management of the Trust Advisor decided to waive the management fees for 2005
and prior years. The Trust accrued management fees payable to the Trust Advisor
for 2005 and prior years totaling $515,731 and this forgiveness of debt is
reflected in the financial statements during the second quarter of 2007. On July
25, 2007, management of the Trust Advisor decided to waive the management fees
for 2007. This forgiveness of debt, in the amount of $73,471, is reflected in
the financial statements during the third quarter of 2007.
Professional fees were $51,216 for the first nine months of 2007 compared to
$36,140 for 2006 and include legal and accounting fees. Other general and
administrative expenses were $34,290 for the first nine months of 2007 compared
to $34,279 for 2006. Interest expense was $156,099 for the first nine months of
2007 and $257,649 for the same period of 2006 and is interest on the note
payable to the SBA.
The Trust continues to have a deficiency in net assets, as well as net
investment losses. In addition, the SBIC is in violation of the maximum capital
impairment percentage permitted by the SBA. In August 2002, the SBA notified the
SBIC that all debentures, accrued interest and fees were immediately due and
payable. The SBIC was transferred into the Liquidation Office of the SBA at that
time. On September 1, 2003, management signed a loan agreement with the SBA for
$8,100,000 (after paying $1,400,000 on the $9,500,000 debentures) with a term of
48 months at an interest rate of 7.49%. In August, 2007, the SBIC and the SBA
agreed to a one-year extension to the loan agreement. The agreement requires
principal payments on the debt to the extent the SBIC receives cash proceeds
exceeding $250,000 for the sale or liquidation of investments. As of September
30, 2007, $2,783,689 is outstanding under the loan agreement, which is secured
by substantially all assets of the SBIC. The loan agreement contains various
covenants, including limits on the amounts of expenses, other than interest
11
expense, that can be incurred and paid. The loan agreement also contains various
events of default, including a decrease in the aggregate value of the SBIC's
assets of 10% or greater.
As of September 30, 2007, total assets and liabilities of the Trust are
$5,793,636 and $11,132,502, respectively. These factors raise substantial doubt
about the ability of the Trust to continue as a going concern. No assurance can
be given that the Trust will have sufficient cash flow to repay the debt or that
the Trust will be financially viable.
The change in unrealized and realized gains and losses is summarized in the
following table:
Three Months Ending Nine Months Ending
September 30 September 30
2007 2006 2007 2006
---- ---- ---- ----
Media Sciences International $ -- $ -- $ -- $ (565,976)
Physicians Total Care -- 100,000 -- 100,000
------------ ----------- ------------ -----------
Unrealized loss $ -- $ 100,000 $ -- $ (465,976)
============ =========== ============ ===========
Media Sciences International $ -- $ -- $ -- $ 1,182,101
FutureMatrix Interventional -- -- -- 500,000
------------ ----------- ------------ -----------
Realized gain $ -- $ -- $ -- $ 1,682,101
============ =========== ============ ===========
The change in the unrealized gains and losses are the result of carrying the
Trust's portfolio of loans and investments at fair value. The fair value of the
loans and investments are approved by the Independent Trustees, and in the case
of the SBIC, are in accordance with SBA regulations. The Trust recognizes
realized gains and losses when investments have been either sold or written off
as deemed to be worthless. Securities that are traded publicly are valued at the
market price less any appropriate discount for reasons of liquidity or
restrictions.
Liquidity and Capital Resources
In accordance with the prospectus, the Trust was scheduled to terminate upon the
liquidation of all of its investments, but no later than June 21, 2007. However,
the Independent Trustees may extend the term of the Trust for up to two
additional one-year periods if they determine that such extensions are in the
best interest of the Trust and in the best interest of the shareholders, after
which the Trust will liquidate any remaining investments as soon as practicable
but in any event within three years. The Independent Trustees have extended the
term of the Trust for one year to June 21, 2008.
The Trust continues to have a deficiency in net assets, as well as net
investment losses. In addition, the SBIC is in violation of the maximum capital
impairment percentage permitted by the SBA. In August, 2002, the SBA notified
the SBIC that all debentures, accrued interest and fees were immediately due and
payable. The SBIC was transferred into the Liquidation Office of the SBA at that
time. On September 1, 2003, management signed a loan agreement with the SBA for
$8,100,000 (after paying $1,400,000 on the $9,500,000 debentures) with a term of
48 months at an interest rate of 7.49%. The loan is secured by substantially all
assets of the SBIC. The loan agreement contains various covenants including
establishment of a reserve account in the amount of $250,000 with excess cash
paid to the SBA, limits on the amounts of expenses, other than interest expense,
that can be incurred and paid. The loan agreement also contains various events
of default, including a decrease in the aggregate value of the SBIC's assets of
10% or greater.
12
The loan agreement with the SBA is due as follows:
Maturity Date Amount
------------- ------
September 1, 2008 $2,783,689
As of September 30, 2007, total assets and liabilities of the Trust are
$5,793,636 and $11,132,502, respectively. These factors raise substantial doubt
about the ability of the Trust to continue as a going concern. No assurance can
be given that the Trust will have sufficient cash flow to repay the debt or that
the Trust will be financially viable.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
----------------------------------------------------------
The Trust's investment objective is capital appreciation and current income by
making investments through private placements in securities of small and medium
sized privately and publicly owned companies. Securities consist of subordinated
debt, preferred stock, or common stock combined with equity participation in
common stock or rights to acquire common stock. Investments are not held for
trading purposes.
The primary risk of the portfolio is derived from the underlying ability of
investee companies to satisfy debt obligations and their ability to maintain or
improve common equity values. Levels of interest rates are not expected to
impact the Trust's valuations, but could impact the capability of investee
companies to repay debt or create and maintain shareholder value.
As of September 30, 2007, the portfolio is valued at fair value, as determined
by the Independent Trustees ("Trustees"). In determining fair value, investments
are initially stated at cost until significant subsequent events and operating
trends require a change in valuation. Among the factors considered by the
Trustees in determining fair value of investments are the cost of the
investment, terms and liquidity of warrants, developments since the acquisition
of the investment, the sales price of recently issued securities, the financial
condition and operating results of the issuer, earnings trends and consistency
of operating cash flows, the long-term business potential of the issuer, the
quoted market price of securities with similar quality and yield that are
publicly traded, and other factors generally pertinent to the valuation of
investments. The Trustees relied on financial data of the portfolio companies
provided by the management of the portfolio companies. The Trust Advisor
maintains ongoing contact with management of the portfolio companies including
participation on their Boards of Directors and review of financial information.
There is no assurance that any investment made by the Trust will be repaid or
re-marketed. Accordingly, there is a risk of total loss of any investment made
by the Trust. At September 30, 2007, the amount at risk was $5,621,508 and
consisted of the following:
Cost Valuation
---- ---------
Debt securities and loans $ 474,461 $ 866,666
Preferred stocks 1,139,479 1,139,479
Common stocks 2,023,008 3,603,859
Warrants to purchase common stock 11,504 11,504
----------- -----------
Total loans and investments $ 3,648,452 $ 5,621,508
=========== ===========
On September 1, 2003, the SBIC signed a loan agreement with the SBA. This debt
is carried on the balance sheet at its principal amount of $2,783,689 as of
September 30, 2007, which approximates the fair value of the loan.
Item 4. Controls and Procedures
-----------------------
Evaluation of Disclosure Controls and Procedures
An evaluation was performed under the supervision and with the participation of
the Trust's management, including the Chief Executive Officer (CEO) and Chief
Financial Officer (CFO), of the effectiveness of our disclosure controls and
13
procedures. Based on that evaluation, the CEO and CFO concluded that as of the
end of the period covered by this report, our disclosure controls and procedures
are effective to provide reasonable assurance that information required to be
disclosed by us in reports that we file or submit under the Securities Exchange
of 1934 is recorded, processed, summarized, and timely reported as provided in
the SEC's rules and forms.
Changes in Internal Controls
No changes occurred since the quarter ended June 30, 2007 in our internal
controls over financial reporting that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.
PART II
OTHER INFORMATION
Item 1A. Risk Factors
------------
Management of the Trust does not believe there have been any material changes in
the risk factors which were disclosed in the Form 10-K filed with the Securities
and Exchange Commission on March 15, 2007.
Item 6. Exhibits
--------
Exhibit 31.1 Certification of Chief Executive Officer
Exhibit 31.2 Certification of Chief Financial Officer
Exhibit 32.1 Certification of Chief Executive Officer Pursuant to 18
U.S.C. Section 1350
Exhibit 32.2 Certification of Chief Financial Officer Pursuant to 18
U.S.C. Section 1350
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
BERTHEL GROWTH & INCOME TRUST I
(Registrant)
Date: November 8, 2007 /s/ Ronald O. Brendengen
---------------- -----------------------------------
Ronald O. Brendengen,
Chief Financial Officer &
Treasurer
Date: November 8, 2007 /s/ Daniel P. Wegmann
---------------- -----------------------------------
Daniel P. Wegmann, Controller
14