OAK VALUE FUND
FILED VIA EDGAR
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December 8, 2004
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Oak Value Trust (the "Trust")
File Nos. 811-09000; 33-90358
Response to Commission's Comments on Form N-CSR for Fiscal Year
Ended June 30, 2004
Ladies and Gentlemen:
Ms. Christina Delano of the Commission's staff contacted us to provide
comments on the Trust's Form N-CSR for the fiscal year ended June 30, 2004. The
following are the comments provided and the Trust's response to each:
1. It should be disclosed in the Statement of Assets and Liabilities (page
9) that the redemption price per share may differ from the net asset value per
share.
RESPONSE: Currently a cross-reference is given to Note 1, which discloses the
terms of the redemption fee. In future Annual and Semiannual Reports, disclosure
will also be added to the Statement of Assets and Liabilities itself stating
that the redemption price may differ from the net asset value per share
depending upon the length of time the shares are held.
2. It is recommended that the discussion of fair valuation of portfolio
securities in the Notes to Financial Statements (page 15) be expanded to discuss
the factors considered in determining fair valuation.
RESPONSE: In future Annual and Semiannual Reports, the discussion of fair
valuation will be expanded to discuss the factors considered in determining the
fair valuation of portfolio securities. Securities that are fair valued will be
identified in the Portfolio of Investments.
P.O. Box 46707 Cincinnati, Ohio 45246-0707 Phone: 1-800-622-2474 Fax: 513-587-3438 www.oakvaluefund.com
3. Within the discussion of the Bank Line of Credit in the Notes to
Financial Statements (page 17), it should be disclosed whether or not there were
any borrowings during the fiscal year.
RESPONSE: In future Annual and Semiannual Reports, it will be disclosed whether
or not there were any borrowings against the Bank Line of Credit during the
period covered by the report, and the outstanding balance as of the end of such
period.
We acknowledge that:
o the Trust is responsible for the adequacy and accuracy of the
disclosure in Trust filings;
o staff comments or changes to disclosure in response to staff comments
in the filings reviewed by the staff do not foreclose the Commission
from taking any action with respect to such filings; and
o the Trust may not assert staff comments as a defense in any proceeding
initiated by the Commission or any person under the federal securities
laws of the United States.
Thank you for your comments. Please contact the undersigned at 513/587-3402
if you have any questions.
Very truly yours,
/s/ Mark J. Seger
Mark J. Seger
Treasurer