------------------------ OMB APPROVAL ------------------------ OMB Number: 3235-0570 Expires: April 30, 2008 Estimated average burden hours per response: 19.4 ------------------------ 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 811-21317 --------- PMFM Investment Trust --------------------- (Exact name of registrant as specified in charter) 1061 Cliff Dawson Road Watkinsville, Georgia 30677 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Tina H. Bloom, Esq. Ultimus Fund Solutions, LCC 225 Pictoria Drive, Suite 450 Cincinnati, Ohio 45246 - -------------------------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: (706) 583-5207 -------------- Date of fiscal year end: May 31, 2007 ------------ Date of reporting period: May 31, 2007 ------------ Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. Section 3507. ITEM 1. REPORTS TO STOCKHOLDERS. ANNUAL REPORT 2007 PMFM TACTICAL PRESERVATION PORTFOLIO TRUST PMFM MANAGED PORTFOLIO TRUST PMFM CORE ADVANTAGE PORTFOLIO TRUST MAY 31, 2007 PMFM FUNDS This report and the financial statements contained herein are submitted for the general information of the shareholders of the PMFM Funds ("Funds"). This report is not authorized for distribution to prospective investors in the Funds unless preceded or accompanied by an effective prospectus. Mutual fund shares are not deposits or obligations of, or guaranteed by, any depository institution. Shares are not insured by the FDIC, Federal Reserve Board or any other agency, and are subject to investment risks, including possible loss of principal amount invested. Neither the Funds nor the Funds' distributor is a bank. Distributor: Ultimus Fund Distributors, LLC, Phone 1-866-383-7636. PMFM INVESTMENT TRUST LETTER TO SHAREHOLDERS ================================================================================ July 21, 2007 Dear PMFM Shareholder, Enclosed for your review is the annual report for the fiscal year ended May 31, 2007 for the PMFM Tactical Preservation Portfolio Trust, the PMFM Managed Portfolio Trust, and the PMFM Core Advantage Portfolio Trust, each a series of the PMFM Investment Trust (the "Funds"). In managing each Fund, we use our proprietary quantitatively driven asset allocation models to assess the risk of being invested or not being invested in the market. As explained below, this past year was a challenging market environment for the Funds, primarily because during this period we were in fully defensive positions on two occasions because of downside market action. On both occasions, that downside market action triggered our risk adverse approach to managing money. MARKET OVERVIEW During this past fiscal year, the market averages were positive, with the Nasdaq Composite Index up +20.4%, the Russell 2000 up +18.9%, the S&P 500 up +22.8%, and the Dow Industrial Average up +24.8%. During this same period, the Tactical Preservation Portfolio was up +13.6%, the Managed Portfolio was up +13.6%, and the Core Advantage Portfolio was up +16.8%. The beginning of this period was characterized by a downward market into the late spring of 2006, followed in early August with a definitive upward move that lasted until late in the year. From early December until late January the market traded in a sideways move without significant gain or loss. In late February a sharp and quick downward spike occurred which averaged about -6% and lasted only about 3-4 weeks, depending upon which market measure you use. From there (early April 2007) the market made good gains through the end of this reporting period. These two periods turned out to be whipsaws (periods in which our model told us to reduce exposure because of market action) which are usually resolved by missing some of the percentage gains. While this is painful in hindsight, it is an approach that pays off well when the market does decline with any significance. During this fiscal year, large cap issues dominated, but small cap issues were not far behind. Short-term interest rates continued to rise during the early months even though the Federal Reserve Board stopped its steady increase in the Fed Funds rate in the summer of 2006. Rates started to drop in March of 2007 and continued to decline into the summer of 2007. The current bull market, which began in late 2003, is becoming a record in duration, but an under performer in returns. As a bull market matures, gains become harder and harder to come by, volatility increases, and many times topping action is identified by a blow-off phase where aggressive speculation becomes the norm. We believe we are considerably closer to the end of this bull market than the beginning, but our trend following measures are intended to keep the Funds on the proper side when the time comes. 1 PMFM INVESTMENT TRUST LETTER TO SHAREHOLDERS (CONTINUED) ================================================================================ PMFM ACTIVE MANAGEMENT STRATEGY Our Funds are managed using an active or tactical management strategy; however the Core Advantage Portfolio uses a core-satellite approach where the core portion is strategically managed and is discussed below. Active management means that we assess the risks of the market by using a quantitatively driven asset allocation technical model. We determine the amount of assets to commit to the equity market using this rules-based decision process. We invest in the markets when, based on our models, we have a positive expectancy for profit. Our portfolio investment vehicles generally include Exchange Traded Funds (ETFs), cash, and cash equivalents. This active strategy will take us into defensive positions when the trends of the market are not favorable. To select investments we utilize our proprietary technical ranking system which looks at the individual performance measures of each ETF, the ETF's relative performance to the overall market, and its performance relative to its associated market sector. Once we hold an issue, we manage it based upon its performance; due to stop-loss protections built into our models, we generally will not continue to hold an asset that is not performing. This approach helps to limit losses during significant market declines. This approach is defensive in nature and adheres to our overall philosophy that we can try to win by not losing. PMFM TACTICAL PRESERVATION PORTFOLIO This Fund was the most conservative of the three Funds. On July 20, 2007, the Funds' Board of Trustees determined to discontinue the operations of the Tactical Preservation Fund based on, among other factors, our belief that it would be in the best interests of the Fund and its shareholders. PMFM MANAGED PORTFOLIO This Fund is our moderate portfolio, which means it is more aggressive than the Tactical Preservation Portfolio and will generally become invested sooner and initially has more market exposure than the Tactical Preservation Portfolio. It is still managed based upon our rules-based technical model but with slightly more aggressive rules in order to try to catch up trends sooner and get out of down trends sooner. While this Fund takes a moderate approach in an effort to achieve equity-like returns, it may take a fully defensive position as determined by our models. PMFM CORE ADVANTAGE PORTFOLIO This Fund is our growth portfolio and is set up in a core-satellite structure. This means that 50% of the Fund (satellite) is actively managed using our tactical models, while the remaining 50% (core) is strategically managed and remains fully invested at all times. The core portion is invested in large-cap, mid-cap, small-cap, and international issues. The percentages of holdings of each are determined by the relative strength of those asset classes. The satellite portion is actively managed primarily using market sectors as the guiding methodology. Historically, each year a few market sectors will outperform the general market and the goal for this portion of the Core Advantage 2 PMFM INVESTMENT TRUST LETTER TO SHAREHOLDERS (CONTINUED) ================================================================================ Portfolio is to capitalize on that performance using our technical ranking system which is geared to not only performance, but also relative performance. This Fund may be appropriate for those who want approximately half of their investment positioned in the market at all times, with the remainder being actively managed using our tactical models that take defensive positions during down markets. Thank you for your continued support and allowing us to serve you and the Funds. Please feel free to contact us with any questions or concerns. Sincerely, PMFM, Inc. /s/ Tim Chapman Tim Chapman The views in this report were those of the Funds' investment adviser as of the date of this Report and may not reflect their views on the date this report is first published or anytime thereafter. These views are intended to assist shareholders in understanding their investment in the Fund and do not constitute investment advice. THE PERFORMANCE INFORMATION QUOTED ABOVE REPRESENTS PAST PERFORMANCE AND PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. INVESTMENT RETURN AND PRINCIPAL VALUE OF AN INVESTMENT WILL FLUCTUATE SO THAT AN INVESTOR'S SHARES, WHEN REDEEMED, MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. CURRENT PERFORMANCE MAY BE LOWER OR HIGHER THAN THE PERFORMANCE DATA QUOTED. PERFORMANCE DATA, CURRENT TO THE MOST RECENT MONTH END, MAY BE OBTAINED BY CALLING 1-800-222-7636. AN INVESTOR SHOULD CONSIDER A FUND'S INVESTMENT OBJECTIVES, RISKS, AND CHARGES AND EXPENSES CAREFULLY BEFORE INVESTING. THE FUNDS' PROSPECTUSES CONTAIN THIS AND OTHER IMPORTANT INFORMATION. FOR INFORMATION ON THE FUNDS' EXPENSE RATIOS PLEASE SEE THE FINANCIAL HIGHLIGHTS TABLES FOUND WITHIN THIS REPORT. 3 PMFM TACTICAL PRESERVATION PORTFOLIO TRUST PORTFOLIO ALLOCATION (% OF NET ASSETS) MAY 31, 2007 (UNAUDITED) ================================================================================ [PIE CHART OMITTED] Exchange-Traded Funds 87.5% Short-Term Investments and Liabilities in Excess of Other Assets 12.5% PMFM MANAGED PORTFOLIO TRUST PORTFOLIO ALLOCATION (% OF NET ASSETS) MAY 31, 2007 (UNAUDITED) ================================================================================ [PIE CHART OMITTED] Exchange-Traded Funds 88.2% Short-Term Investments and Liabilities in Excess of Other Assets 11.8% 4 PMFM CORE ADVANTAGE PORTFOLIO TRUST PORTFOLIO ALLOCATION (% OF NET ASSETS) MAY 31, 2007 (UNAUDITED) ================================================================================ [PIE CHART OMITTED] Exchange-Traded Funds 91.6% Short-Term Investments and Liabilities in Excess of Other Assets 8.4% 5 PMFM TACTICAL PRESERVATION PORTFOLIO TRUST PERFORMANCE INFORMATION MAY 31, 2007 ================================================================================ COMPARISON OF THE CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE PMFM TACTICAL PRESERVATION PORTFOLIO TRUST (a), THE S&P 500 INDEX AND 60% S&P 500 INDEX/40% LEHMAN BROTHERS U.S. AGGREGATE BOND INDEX [LINE GRAPH OMITTED] PMFM Tactical 60% S&P 500 Index/ Preservation 40% Lehman Brothers Portfolio Trust S&P 500 Index U.S. Aggregate Bond Index ----------------- ------------- --------------------------------- 03/25/04 $ 10,000 $ 10,000 $ 10,000 05/31/04 9,820 10,134 9,944 08/31/04 9,730 10,030 10,022 11/30/04 9,920 10,710 10,442 02/28/05 9,850 11,031 10,670 05/31/05 9,720 10,969 10,716 08/31/05 9,870 11,289 10,942 11/30/05 9,970 11,614 11,071 02/28/06 10,111 11,958 11,325 05/31/06 9,960 11,916 11,244 08/31/06 10,171 12,292 11,597 11/30/06 10,692 13,267 12,275 02/28/07 10,770 13,389 12,388 05/31/07 11,311 14,632 13,067 AVERAGE ANNUAL TOTAL RETURNS(b) (FOR PERIODS ENDED MAY 31, 2007) SINCE 1 YEAR INCEPTION(c) - ---------------------------------------------------------------------------------------- PMFM Tactical Preservation Portfolio Trust - Investor Class 13.56% 3.95% PMFM Tactical Preservation Portfolio Trust - Class A N/A 10.94%(d) S&P 500 Index 22.79% 12.70% 60% S&P 500 Index/40% Lehman Brothers U.S. Aggregate Bond Index 16.21% 8.77% (a) The line graph above represents performance of Investor Class shares only, which will vary from the performance of Class A shares based on the difference in loads and fees paid by shareholders in the different classes. (b) Total return is a measure of the change in value of an investment in the Fund over the period covered, which assumes any dividends or capital gains distributions are reinvested in shares of the Fund. Returns do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares. (c) The initial public offering of Investor Class shares commenced on March 25, 2004 and the initial public offering of Class A shares commenced on September 15, 2006. (d) Not annualized. 6 PMFM MANAGED PORTFOLIO TRUST PERFORMANCE INFORMATION MAY 31, 2007 ================================================================================ COMPARISON OF THE CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE PMFM MANAGED PORTFOLIO TRUST(a), THE S&P 500 INDEX AND 80% S&P 500 INDEX/20% LEHMAN BROTHERS U.S. AGGREGATE BOND INDEX [LINE GRAPH OMITTED] 80% S&P 500 Index/ PMFM Managed 20% Lehman Brothers Portfolio Trust S&P 500 Index U.S. Aggregate Bond Index ---------------- ------------- ---------------------------------- 06/30/03 $ 10,000 $ 10,000 $ 10,000 08/31/03 9,780 10,375 10,249 11/30/03 10,080 10,941 10,736 02/28/04 10,619 11,889 11,543 05/31/04 10,147 11,684 11,332 08/31/04 9,987 11,563 11,318 11/30/04 10,538 12,347 11,938 02/28/05 10,563 12,718 12,248 05/31/05 10,380 12,646 12,240 08/31/05 10,401 13,015 12,548 11/30/05 10,166 13,390 12,802 02/28/06 10,445 13,787 13,138 05/31/06 10,445 13,738 13,068 08/31/06 10,445 14,171 13,479 11/30/06 11,081 15,296 14,408 02/28/07 11,074 15,437 14,541 05/31/07 11,862 16,870 15,614 AVERAGE ANNUAL TOTAL RETURNS(b) (FOR PERIODS ENDED MAY 31, 2007) SINCE 1 YEAR INCEPTION(c) - ---------------------------------------------------------------------------------------- PMFM Managed Portfolio Trust - Investor Class 13.57% 4.45% PMFM Managed Portfolio Trust - Class A N/A 12.53%(d) S&P 500 Index 22.79% 14.27% 80% S&P 500 Index/20% Lehman Brothers U.S. Aggregate Bond Index 19.48% 12.04% (a) The line graph above represents performance of Investor Class shares only, which will vary from the performance of Class A shares based on the difference in loads and fees paid by shareholders in the different classes. (b) Total return is a measure of the change in value of an investment in the Fund over the period covered, which assumes any dividends or capital gains distributions are reinvested in shares of the Fund. Returns do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares. (c) The initial public offering of Investor Class shares commenced on June 30, 2003 and the initial public offering of Class A shares commenced on September 15, 2006. (d) Not annualized. 7 PMFM CORE ADVANTAGE PORTFOLIO TRUST PERFORMANCE INFORMATION MAY 31, 2007 ================================================================================ COMPARISON OF THE CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE PMFM CORE ADVANTAGE PORTFOLIO TRUST(a), THE S&P 500 INDEX AND 80% S&P 500 INDEX/20% LEHMAN BROTHERS U.S. AGGREGATE BOND INDEX [LINE GRAPH OMITTED] PMFM Core 80% S&P 500 Index/ Advantage 20% Lehman Brothers Portfolio Trust S&P 500 Index U.S. Aggregate Bond Index --------------- ------------- ------------------------- 01/27/04 $ 10,000 $ 10,000 $ 10,000 02/28/04 10,020 10,029 10,045 05/31/04 9,520 9,856 9,861 08/31/04 9,360 9,754 9,849 11/30/04 9,700 10,415 10,389 02/28/05 9,690 10,728 10,658 05/31/05 9,540 10,668 10,651 08/31/05 9,720 10,979 10,919 11/30/05 9,920 11,295 11,140 02/28/06 10,180 11,630 11,433 05/31/06 10,210 11,589 11,372 08/31/06 10,290 11,954 11,730 11/30/06 11,010 12,902 12,538 02/28/07 11,000 13,022 12,654 05/31/07 11,920 14,230 13,588 AVERAGE ANNUAL TOTAL RETURNS(b) (FOR PERIODS ENDED MAY 31, 2007) SINCE 1 YEAR INCEPTION(c) - ---------------------------------------------------------------------------------------- PMFM Core Advantage Portfolio Trust - Investor Class 16.75% 5.40% PMFM Core Advantage Portfolio Trust - Class A N/A 15.51%(d) S&P 500 Index 22.79% 11.13% 80% S&P 500 Index/20% Lehman Brothers U.S. Aggregate Bond Index 19.48% 7.91% (a) The line graph above represents performance of Investor Class shares only, which will vary from the performance of Class A shares based on the difference in loads and fees paid by shareholders in the different classes. (b) Total return is a measure of the change in value of an investment in the Fund over the period covered, which assumes any dividends or capital gains distributions are reinvested in shares of the Fund. Returns do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares. (c) The initial public offering of Investor Class shares commenced on January 27, 2004 and the initial public offering of Class A shares commenced on September 15, 2006. (d) Not annualized. 8 PMFM TACTICAL PRESERVATION PORTFOLIO TRUST PORTFOLIO OF INVESTMENTS MAY 31, 2007 ================================================================================ SHARES EXCHANGE-TRADED FUNDS -- 87.5% VALUE - -------------------------------------------------------------------------------- 10,650 DIAMONDS Trust, Series I $ 1,451,489 6,300 iShares Dow Jones U.S. Energy Sector Index Fund 743,904 7,550 iShares Morningstar Mid Growth Index Fund 728,877 6,240 iShares S&P GSSI Natural Resources Index Fund 745,118 3,630 iShares S&P Latin American 40 Index Fund 764,296 15,170 PowerShares QQQ 719,210 23,480 SPDR Trust Series 1 3,599,954 28,110 Vanguard European ETF 2,153,226 19,624 Vanguard Small-Cap Growth ETF 1,462,969 ----------- TOTAL EXCHANGE-TRADED FUNDS (Cost $11,671,828) $12,369,043 ----------- ================================================================================ SHARES SHORT-TERM INVESTMENTS -- 12.6% VALUE - -------------------------------------------------------------------------------- 1,788,964 Merrimac Cash Series Fund (Cost $1,788,964) $ 1,788,964 ----------- TOTAL INVESTMENTS AT VALUE -- 100.1% (Cost $13,460,792) $14,158,007 LIABILITIES IN EXCESS OF OTHER ASSETS -- (0.1%) (16,557) ----------- TOTAL NET ASSETS -- 100.0% $14,141,450 =========== See accompanying notes to financial statements. 9 PMFM MANAGED PORTFOLIO TRUST PORTFOLIO OF INVESTMENTS MAY 31, 2007 ================================================================================ SHARES EXCHANGE-TRADED FUNDS -- 88.2% VALUE - -------------------------------------------------------------------------------- 100,740 Energy Select Sector SPDR Fund $ 6,880,542 199,390 iShares Dow Jones U.S. Telecommunications Sector Index Fund 6,904,876 60,340 iShares MSCI Brazil Index Fund 3,577,559 95,650 iShares S&P Europe 350 Index Fund 11,229,310 28,690 iShares S&P GSSI Natural Resources Index Fund 3,425,873 16,720 iShares S&P Latin American 40 Index Fund 3,520,396 69,780 PowerShares QQQ 3,308,270 86,430 SPDR Trust Series 1 13,251,447 260,070 Technology Select Sector SPDR Fund 6,670,795 ----------- TOTAL EXCHANGE-TRADED FUNDS (Cost $54,473,875) $58,769,068 ----------- ================================================================================ SHARES SHORT-TERM INVESTMENTS -- 12.3% VALUE - -------------------------------------------------------------------------------- 8,219,700 Merrimac Cash Series Fund (Cost $8,219,700) $ 8,219,700 ----------- TOTAL INVESTMENTS AT VALUE -- 100.5% (Cost $62,693,575) $66,988,768 LIABILITIES IN EXCESS OF OTHER ASSETS -- (0.5%) (328,974) ----------- TOTAL NET ASSETS -- 100.0% $66,659,794 =========== See accompanying notes to financial statements. 10 PMFM CORE ADVANTAGE PORTFOLIO TRUST PORTFOLIO OF INVESTMENTS MAY 31, 2007 ================================================================================ SHARES EXCHANGE-TRADED FUNDS -- 91.6% VALUE - -------------------------------------------------------------------------------- 24,320 Energy Select Sector SPDR Fund $ 1,661,056 13,990 iShares Dow Jones U.S. Energy Sector Index Fund 1,651,939 96,280 iShares Dow Jones U.S. Telecommunications Sector Index Fund 3,334,176 58,140 iShares MSCI Brazil Index Fund 3,447,121 31,468 iShares MSCI EAFE Index Fund 2,549,852 38,228 iShares Russell 2000 Index Fund 3,218,798 27,151 Midcap SPDR Trust Series 1 4,534,217 37,566 SPDR Trust Series 1 5,759,619 49,960 Vanguard European ETF 3,826,936 ----------- TOTAL EXCHANGE-TRADED FUNDS (Cost $26,007,319) $29,983,714 ----------- ================================================================================ SHARES SHORT-TERM INVESTMENTS - 8.4% VALUE - -------------------------------------------------------------------------------- 2,737,591 Merrimac Cash Series Fund (Cost $2,737,591) $ 2,737,591 ----------- TOTAL INVESTMENTS AT VALUE -- 100.0% (Cost $28,744,910) $32,721,305 LIABILITIES IN EXCESS OF OTHER ASSETS -- (0.0%) (9,401) ----------- TOTAL NET ASSETS -- 100.0% $32,711,904 =========== See accompanying notes to financial statements. 11 PMFM INVESTMENT TRUST STATEMENTS OF ASSETS AND LIABILITIES MAY 31, 2007 ==================================================================================================== TACTICAL CORE PRESERVATION MANAGED ADVANTAGE PORTFOLIO PORTFOLIO PORTFOLIO TRUST TRUST TRUST - ---------------------------------------------------------------------------------------------------- ASSETS Investments in Securities: At acquisition cost $13,460,792 $62,693,575 $ 28,744,910 =========== =========== ============ At value (Note 2) $14,158,007 $66,988,768 $ 32,721,305 Dividends receivable 7,056 11,472 4,145 Receivable for capital shares sold 50 10,000 -- Receivable from Advisor (Note 5) -- 2,152 -- Other assets 7,340 10,279 13,477 ----------- ----------- ------------ TOTAL ASSETS 14,172,453 67,022,671 32,738,927 ----------- ----------- ------------ LIABILITIES Payable for capital shares redeemed 3,840 319,856 1,656 Accrued investment advisory fees (Note 5) 4,035 -- 72 Accrued distribution fees (Note 5) 3,242 17,520 6,851 Other accrued expenses 19,886 25,501 18,444 ----------- ----------- ------------ TOTAL LIABILITIES 31,003 362,877 27,023 ----------- ----------- ------------ NET ASSETS $14,141,450 $66,659,794 $ 32,711,904 =========== =========== ============ NET ASSETS CONSIST OF: Paid-in capital $12,587,314 $59,246,360 $ 29,576,991 Accumulated undistributed net investment income -- 336,365 -- Accumulated net realized gains (losses) from security transactions 856,921 2,781,876 (841,482) Net unrealized appreciation on investments 697,215 4,295,193 3,976,395 ----------- ----------- ------------ NET ASSETS $14,141,450 $66,659,794 $ 32,711,904 =========== =========== ============ PRICING OF INVESTOR CLASS SHARES Net assets applicable to Investor Class shares $14,022,799 $66,124,038 $ 32,670,892 =========== =========== ============ Shares of beneficial interest outstanding (unlimited number of shares authorized, no par value) 1,277,966 6,315,725 2,739,875 =========== =========== ============ Net asset value, offering price and redemption price per share (Note 2) $ 10.97 $ 10.47 $ 11.92 =========== =========== ============ PRICING OF CLASS A SHARES Net assets applicable to Class A shares $ 118,651 $ 535,756 $ 41,012 =========== =========== ============ Shares of beneficial interest outstanding (unlimited number of shares authorized, no par value) 10,972 51,802 3,421 =========== =========== ============ Net asset value and redemption price per share (Note 2) $ 10.81 $ 10.34 $ 11.99 =========== =========== ============ Maximum offering price per share (Note 2) $ 11.47 $ 10.97 $ 12.72 =========== =========== ============ See accompanying notes to financial statements. 12 PMFM INVESTMENT TRUST STATEMENTS OF OPERATIONS YEAR ENDED MAY 31, 2007 ==================================================================================================== TACTICAL CORE PRESERVATION MANAGED ADVANTAGE PORTFOLIO PORTFOLIO PORTFOLIO TRUST TRUST TRUST - ---------------------------------------------------------------------------------------------------- INVESTMENT INCOME Dividends $ 432,846 $ 1,722,480 $ 505,512 ----------- ----------- ----------- EXPENSES Investment advisory fees (Note 5) 169,598 747,083 297,087 Distribution expenses, Investor Class (Note 5) 33,634 148,112 59,384 Distribution expenses, Class A (Note 5) 196 870 34 Distribution expenses, Advisor Class (Note 1 and 5) 341 1,664 -- Administration fees (Note 5) 39,944 118,350 55,280 Fund accounting fees (Note 5) 37,357 41,977 35,686 Registration fees 36,778 28,045 29,704 Professional fees 25,945 34,824 28,113 Transfer agent fees (Note 5) 27,000 27,000 23,000 Compliance fees (Note 5) 15,250 15,250 15,250 Custodian fees 5,198 14,535 7,715 Shareholder servicing expenses 3,002 8,521 6,144 Report printing 1,106 5,911 3,195 Trustees' fees and expenses 3,099 3,099 3,099 Other expenses 15,665 35,681 15,583 ----------- ----------- ----------- Total expenses 414,113 1,230,922 579,274 Less fees waived by Advisor (Note 5) (71,836) (60,829) (7,014) Less fees waived by Administrator (Note 5) (3,000) (3,000) (3,000) ----------- ----------- ----------- Net expenses 339,277 1,167,093 569,260 ----------- ----------- ----------- NET INVESTMENT INCOME (LOSS) 93,569 555,387 (63,748) ----------- ----------- ----------- REALIZED AND UNREALIZED GAINS ON INVESTMENTS Net realized gains from security transactions 955,478 2,801,905 725,091 Net change in unrealized appreciation/ depreciation on investments 697,215 4,295,193 3,514,312 ----------- ----------- ----------- NET REALIZED AND UNREALIZED GAINS ON INVESTMENTS 1,652,693 7,097,098 4,239,403 ----------- ----------- ----------- NET INCREASE IN NET ASSETS FROM OPERATIONS $ 1,746,262 $ 7,652,485 $ 4,175,655 =========== =========== =========== See accompanying notes to financial statements. 13 PMFM INVESTMENT TRUST STATEMENTS OF CHANGES IN NET ASSETS ============================================================================================================================= TACTICAL PRESERVATION MANAGED CORE ADVANTAGE PORTFOLIO TRUST PORTFOLIO TRUST PORTFOLIO TRUST ------------------------- --------------------------- -------------------------- YEAR YEAR YEAR YEAR YEAR YEAR ENDED ENDED ENDED ENDED ENDED ENDED MAY 31, MAY 31, MAY 31, MAY 31, MAY 31, MAY 31, 2007 2006 2007 2006 2007 2006 - ----------------------------------------------------------------------------------------------------------------------------- FROM OPERATIONS Net investment income (loss) $ 93,569 $ (15,516) $ 555,387 $ 224,271 $ (63,748) $ (33,280) Net realized gains from security transactions 955,478 571,885 2,801,905 1,443,890 725,091 242,323 Net change in unrealized appreciation/depreciation on investments 697,215 (846) 4,295,193 (1,635,463) 3,514,312 363,887 ----------- ----------- ------------ ------------ ----------- ----------- Net increase in net assets from operations 1,746,262 555,523 7,652,485 32,698 4,175,655 572,930 ----------- ----------- ------------ ------------ ----------- ----------- FROM DISTRIBUTIONS TO SHAREHOLDERS Dividends from net investment income: Investor Class (94,309) -- (440,832) (223,521) -- -- Class A (349) -- (2,460) -- -- -- Distributions from net realized gains: Investor Class (281,990) (49,899) (1,451,782) (4,989,337) -- -- Class A (2,370) -- (12,145) -- -- -- Advisor Class -- (2,111) -- (85,564) -- -- ----------- ----------- ------------ ------------ ----------- ----------- Decrease in net assets from distributions to shareholders (379,018) (52,010) (1,907,219) (5,298,422) -- -- ----------- ----------- ------------ ------------ ----------- ----------- FROM CAPITAL SHARE TRANSACTIONS (NOTE 6) INVESTOR CLASS Proceeds from shares sold 2,490,741 2,031,472 23,745,126 19,946,321 25,327,883 11,539,947 Net asset value of shares issued in reinvestment of distributions to shareholders 376,300 49,899 1,890,983 5,197,569 -- -- Payments for shares redeemed (3,786,584) (9,476,975) (26,420,009) (74,974,738) (10,580,056) (8,748,211) ----------- ----------- ------------ ------------ ----------- ----------- Net increase (decrease) in net assets from Investor Class transactions (919,543) (7,395,604) (783,900) (49,830,848) 14,747,827 2,791,736 ----------- ----------- ------------ ------------ ----------- ----------- 14 PMFM INVESTMENT TRUST STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED) ==================================================================================================================== TACTICAL PRESERVATION MANAGED CORE ADVANTAGE PORTFOLIO TRUST PORTFOLIO TRUST PORTFOLIO TRUST ------------------------- -------------------------- ------------------------- YEAR YEAR YEAR YEAR YEAR YEAR ENDED ENDED ENDED ENDED ENDED ENDED MAY 31, MAY 31, MAY 31, MAY 31, MAY 31, MAY 31, 2007 2006 2007 2006 2007 2006 - -------------------------------------------------------------------------------------------------------------------- CLASS A Proceeds from shares sold $ 115,127 $ -- $ 688,060 $ -- $ 38,445 $ -- Net asset value of shares issued in reinvestment of distributions to shareholders 2,719 -- 14,605 -- -- -- Payments for shares redeemed (8,218) -- (213,185) -- -- -- ----------- ----------- ----------- ------------ ----------- ----------- Net increase in net assets from Class A transactions 109,628 -- 489,480 -- 38,445 -- ----------- ----------- ----------- ------------ ----------- ----------- ADVISOR CLASS Proceeds from shares sold -- 974,885 14,562 870,457 -- -- Net asset value of shares issued in reinvestment of distributions to shareholders -- 2,041 -- 62,993 -- -- Payments for shares redeemed (118,051) (1,229,461) (629,802) (1,321,308) -- -- ----------- ----------- ----------- ------------ ----------- ----------- Net decrease in net assets from Advisor Class transactions (118,051) (252,535) (615,240) (387,858) -- -- ----------- ----------- ----------- ------------ ----------- ----------- TOTAL INCREASE (DECREASE) IN NET ASSETS 439,278 (7,144,626) 4,835,606 (55,484,430) 18,961,927 3,364,666 NET ASSETS Beginning of year 13,702,172 20,846,798 61,824,188 117,308,618 13,749,977 10,385,311 ----------- ----------- ----------- ------------ ----------- ----------- End of year $14,141,450 $13,702,172 $66,659,794 $ 61,824,188 $32,711,904 $13,749,977 =========== =========== =========== ============ =========== =========== ACCUMULATED UNDISTRIBUTED NET INVESTMENT INCOME $ -- $ -- $ 336,365 $ 224,270 $ -- $ -- =========== =========== =========== ============ =========== =========== See accompanying notes to financial statements. 15 PMFM TACTICAL PRESERVATION PORTFOLIO TRUST FINANCIAL HIGHLIGHTS ===================================================================================================== FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD - ----------------------------------------------------------------------------------------------------- INVESTOR CLASS CLASS A --------------------------------------------------------- PERIODS ENDED 5/31/07 5/31/06 5/31/05 5/31/04 (a) 5/31/07 (b) - ----------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 9.93 $ 9.72 $ 9.82 $ 10.00 $ 9.98 ------- ------- ------- ------- ---------- Income (loss) from investment operations: Net investment income (loss) 0.07 (0.01) (0.04) (0.03) 0.04 Net realized and unrealized gains (losses) on securities 1.26 0.25 (0.06) (0.15) 1.04 ------- ------- ------- ------- ---------- Total income (loss) from investment operations 1.33 0.24 (0.10) (0.18) 1.08 ------- ------- ------- ------- ---------- Less distributions: Dividends from net investment income (0.07) -- -- -- (0.03) Distributions from net realized gains (0.22) (0.03) -- -- (0.22) ------- ------- ------- ------- ---------- Total distributions (0.29) (0.03) -- -- (0.25) ------- ------- ------- ------- ---------- Net asset value, end of period $ 10.97 $ 9.93 $ 9.72 $ 9.82 $ 10.81 ======= ======= ======= ======= ========== Total return (c) 13.56% 2.47% (1.02%) (1.80%)(d) 10.94%(d) ======= ======= ======= ======= ========== Ratios/Supplemental data: Net assets, end of period (000) $14,023 $13,587 $20,494 $21,643 $ 119 ======= ======= ======= ======= ========== Ratio of gross expenses to average net assets (e) (f) 3.05% 2.74% 2.54% 3.59%(g) 3.07%(g) Ratio of net expenses to average net assets (e) 2.50% 2.50% 2.43% 2.46%(g) 2.50%(g) Ratio of net investment income (loss) to average net assets 0.69% (0.08%) (0.33%) (1.61%)(g) 0.53%(g) Portfolio turnover rate 232% 302% 814% 401%(d) 232% (a) Represents the period from March 25, 2004 (date of initial public offering) through May 31, 2004. (b) Represents the period from September 15, 2006 (date of initial public offering) through May 31, 2007. (c) Total return is a measure of the change in value of an investment in the Fund over the period covered, which assumes any dividends or capital gains distributions are reinvested in shares of the Fund. Returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions of the redemption of Fund shares. For Class A shares, total return does not reflect the payment of sales charge. (d) Not annualized. (e) The ratios of expenses to average net assets do no reflect the Fund's proportionate share of expenses of the underlying investment companies in which the Fund invested. (f) The expense ratios listed reflect total expenses prior to any fee waivers and/or expense reimbursements by the Advisor and Administrator. (g) Annualized. See accompanying notes to financial statements. 16 PMFM MANAGED PORTFOLIO TRUST FINANCIAL HIGHLIGHTS ======================================================================================================== FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD - -------------------------------------------------------------------------------------------------------- INVESTOR CLASS CLASS A ---------------------------------------------------------- PERIODS ENDED 5/31/07 5/31/06 5/31/05 5/31/04 (a) 5/31/07 (b) - -------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 9.51 $ 10.18 $ 10.12 $ 10.00 $ 9.47 ------- ------- -------- -------- ------ Income from investment operations: Net investment income 0.09 0.04 0.04 -- 0.05 Net realized and unrealized gains on securities 1.19 0.01 0.20 0.15 1.12 ------- ------- -------- -------- ------ Total income from investment operations 1.28 0.05 0.24 0.15 1.17 ------- ------- -------- -------- ------ Less distributions: Dividends from net investment income (0.07) (0.02) (0.02) (0.03) (0.05) Distributions from net realized gains (0.25) (0.70) (0.16) -- (0.25) ------- ------- -------- -------- ------ Total distributions (0.32) (0.72) (0.18) (0.03) (0.30) ------- ------- -------- -------- ------ Net asset value, end of period $ 10.47 $ 9.51 $ 10.18 $ 10.12 $10.34 ======= ======= ======== ======== ====== Total return (c) 13.69% 0.51% 2.30% 1.47%(d) 12.53(d) ======= ======= ======== ======== ====== Ratios/Supplemental data: Net assets, end of period (000) $66,124 $61,212 $116,229 $223,699 $ 536 ======= ======= ======== ======== ====== Ratio of gross expenses to average net assets (e) (f) 2.06% 1.94% 1.80% 1.87%(g) 2.06%(g) Ratio of net expenses to average net assets (e) 1.95% 1.94% 1.80% 1.85%(g) 1.95%(g) Ratio of net investment income (loss) to average net assets 0.93% 0.27% 0.26% (0.12%)(g) 0.71%(g) Portfolio turnover rate 346% 871% 930% 422%(d) 346% (a) Represents the period from June 30, 2003 (date of initial public offering) through May 31, 2004. (b) Represents the period from September 15, 2006 (date of initial public offering) through May 31, 2007. (c) Total return is a measure of the change in value of an investment in the Fund over the period covered, which assumes any dividends or capital gains distributions are reinvested in shares of the Fund. Returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions of the redemption of Fund shares. For Class A shares, total return does not reflect the payment of sales charge. (d) Not annualized. (e) The ratios of expenses to average net assets do no reflect the Fund's proportionate share of expenses of the underlying investment companies in which the Fund invested. (f) The expense ratios listed reflect total expenses prior to any fee waivers and/or expense reimbursements by the Advisor and Administrator. (g) Annualized. See accompanying notes to financial statements. 17 PMFM CORE ADVANTAGE PORTFOLIO TRUST FINANCIAL HIGHLIGHTS ======================================================================================================= FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD - ------------------------------------------------------------------------------------------------------- INVESTOR CLASS CLASS A ----------------------------------------------------------- PERIODS ENDED 5/31/07 5/31/06 5/31/05 5/31/04 (a) 5/31/07 (b) - ------------------------------------------------------------------------------------------------------- Net asset value, beginning of period $ 10.21 $ 9.54 $ 9.52 $ 10.00 $10.38 ------- ------- ------- ------- ------ Income (loss) from investment operations: Net investment loss (0.02) (0.02) (0.05) (0.04) (0.01) Net realized and unrealized gains (losses) on securities 1.73 0.69 0.07 (0.44) 1.62 ------- ------- ------- ------- ------ Total income (loss) from investment operations 1.71 0.67 0.02 (0.48) 1.61 ------- ------- ------- ------- ------ Net asset value, end of period $ 11.92 $ 10.21 $ 9.54 $ 9.52 $11.99 ======= ======= ======= ======= ====== Total return (c) 16.75% 7.02% 0.21% (4.80%)(d) 15.51%(d) ======= ======= ======= ======= ====== Ratios/Supplemental data: Net assets, end of period (000) $32,671 $13,750 $10,385 $33,196 $ 41 ======= ======= ======= ======= ====== Ratio of gross expenses to average net assets (e)(f) 2.43% 3.20% 2.48% 2.44%(g) 2.39%(g) Ratio of net expenses to average net assets (e) 2.39% 2.50% 2.35% 2.44%(g) 2.37%(g) Ratio of net investment loss to average net assets (0.28%) (0.35%) (0.23%) (1.19%)(g) (0.31%)(g) Portfolio turnover rate 291% 473% 912% 397%(d) 291% (a) Represents the period from January 27, 2004 (date of initial public offering) through May 31, 2004. (b) Represents the period from September 15, 2006 (date of initial public offering) through May 31, 2007. (c) Total return is a measure of the change in value of an investment in the Fund over the period covered, which assumes any dividends or capital gains distributions are reinvested in shares of the Fund. Returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions of the redemption of Fund shares. For Class A shares, total return does not reflect the payment of sales charge. (d) Not annualized. (e) The ratios of expenses to average net assets do no reflect the Fund's proportionate share of expenses of the underlying investment companies in which the Fund invested. (f) The expense ratios listed reflect total expenses prior to any fee waivers and/or expense reimbursements by the Advisor and Administrator. (g) Annualized. See accompanying notes to financial statements. 18 PMFM INVESTMENT TRUST NOTES TO FINANCIAL STATEMENTS MAY 31, 2007 ================================================================================ 1. ORGANIZATION The PMFM Tactical Preservation Portfolio Trust, The PMFM Managed Portfolio Trust and The PMFM Core Advantage Portfolio Trust (individually, a "Fund," and, collectively, the "Funds") are each a non-diversified series of The PMFM Investment Trust (the "Trust"), a Delaware Statutory Trust registered under the Investment Company Act of 1940 (the "1940 Act"), as amended, as an open-end management investment company. The PMFM Tactical Preservation Portfolio Trust commenced operations on March 25, 2004. The investment objective of the Fund is to achieve a balance between long-term capital appreciation and capital preservation through investments in exchange-traded funds and in cash or cash equivalents. The PMFM Managed Portfolio Trust commenced operations on June 30, 2003. The investment objective of the Fund is to seek long-term capital appreciation, while maintaining a secondary emphasis on capital preservation, through investments in exchange-traded funds and in cash or cash equivalent positions. The PMFM Core Advantage Portfolio Trust commenced operations on January 27, 2004. The investment objective of the Fund is to seek capital appreciation through investments in exchange-traded funds and in cash or cash equivalent positions. Each Fund currently offers two classes of shares: Class A shares (sold subject to a maximum front-end sales load of 5.75% and a distribution fee of up to 0.25% of the average daily net assets attributable to Class A shares) and Investor Class shares (sold without any sales loads but with a distribution fee of up to 0.25% of the average daily net assets attributable to Investor Class shares). Each class of shares represents an interest in the same assets of the Funds, has the same rights and is identical in all material respects except that (1) the classes bear differing levels of sales loads; (2) certain other class specific expenses will be borne solely by the class to which such expenses are attributable; and (3) each class has exclusive voting rights with respect to matters relating to its own distribution arrangements. Prior to September 15, 2006, a third class, Advisor Class shares, was also offered for The PMFM Tactical Preservation Portfolio Trust and The PMFM Managed Portfolio Trust. Advisor Class shares were sold without any sales loads and had an annual distribution fee of up to 1.00% of the average daily net assets attributable to Advisor Class shares. On September 15, 2006, the Advisor Class shares were liquidated in exchange for Class A shares. 2. ACCOUNTING POLICIES The following is a summary of the Funds' significant accounting policies used in the preparation of its financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America. SECURITY VALUATION: The Funds' investments in securities are carried at value. Securities listed on an exchange or quoted on a national market system are valued at the last sales price as of 4:00 p.m. Eastern Time. Securities traded in the NASDAQ over-the-counter market are generally valued at the NASDAQ Official Closing Price. Other securities traded in the over-the-counter market and listed securities for which no sale was reported on that date are valued at the most recent bid price. Securities and 19 PMFM INVESTMENT TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) MAY 31, 2007 ================================================================================ assets for which representative market quotations are not readily available or which cannot be accurately valued using the Funds' normal pricing procedures are valued at fair value as determined in good faith under policies approved by the Trustees. Fair value pricing may be used, for example, in situations where (i) a portfolio security is so thinly traded that there have been no transactions for that security over an extended period of time; (ii) an event occurs after the close of the exchange on which a portfolio security is principally traded that is likely to have changed the value of the portfolio security prior to the Funds' net asst value calculation; (iii) the exchange on which the portfolio security is principally traded closes early; or (iv) trading of the portfolio security is halted during the day and does not resume prior to the Funds' net asset value calculation. A portfolio security's "fair value" price may differ from the price next available for that portfolio security using the Funds' normal pricing procedures. Instruments with maturities of 60 days or less are valued at amortized cost, which approximates market value. SHARE VALUATION: The net asset value per share of each class of shares of each Fund is determined daily by dividing the total value of the assets attributable to each class, less liabilities attributable to that class, by the number of shares of that class outstanding. The offering price per share of the Investor Class shares of the Funds is equal to the net asset value per share. The maximum offering price per share of Class A shares of the Funds is equal to the net asset value per share plus a sales load equal to 6.10% of the net asset value (or 5.75% of the offering price). SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Security transactions are accounted for on trade date. Gains and losses on securities sold are determined on a specific identification basis. Dividend income is recorded on the ex-dividend date. Interest income is accrued as earned. DISTRIBUTIONS TO SHAREHOLDERS: Dividends arising from net investment income, if any, are declared and paid quarterly to shareholders of each Fund. Net realized gains, if any, are distributed at least once each year. The amount of distributions from net investment income and net realized gains are determined in accordance with federal income tax regulations which may differ from accounting principles generally accepted in the United States of America. These "book/tax" differences are either temporary or permanent in nature and are primarily due to losses deferred due to wash sales and net investment losses. Dividends and distributions are recorded on the ex-dividend date. COMMON EXPENSES: Common expenses of the Trust are allocated among the Funds based on relative net assets of each Fund or the nature of the services performed and the relative applicability to each Fund. USE OF ESTIMATES: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. FEDERAL INCOME TAXES: It is each Fund's policy to comply with the special provisions of Subchapter M of the Internal Revenue Code applicable to regulated investment companies. As provided therein, in any fiscal year in which a Fund so qualifies and distributes at least 90% of its taxable net income, the Fund (but not the shareholders) 20 PMFM INVESTMENT TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) MAY 31, 2007 ================================================================================ will be relieved of federal income tax on the income distributed. Accordingly, no provision for income taxes has been made. In order to avoid imposition of the excise tax applicable to regulated investment companies, it is also each Fund's intention to declare as dividends in each calendar year at least 98% of its net investment income (earned during the calendar year) and 98% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts from prior years. 3. SECURITY TRANSACTIONS During the year ended May 31, 2007, cost of purchases and proceeds from sales and maturities of investment securities, other than short-term investments and U.S. government securities, amounted to $37,784,077 and $27,067,727, respectively, for The PMFM Tactical Preservation Portfolio Trust; $219,923,946 and $168,251,976, respectively, for The PMFM Managed Portfolio Trust; and $73,106,378 and $53,821,471, respectively, for The PMFM Core Advantage Portfolio Trust. 4. TAX MATTERS The tax character of distributions paid during the years ended May 31, 2007 and 2006 was as follows: YEARS ORDINARY TOTAL ENDED INCOME DISTRIBUTIONS - ---------------------------------------------------------------------------------- PMFM TACTICAL PRESERVATION PORTFOLIO TRUST Investor Class 05/31/07 $ 376,299 $ 376,299 Class A 05/31/07 $ 2,719 $ 2,719 Investor Class 05/31/06 $ 49,899 $ 49,899 Advisor Class 05/31/06 $ 2,111 $ 2,111 PMFM MANAGED PORTFOLIO TRUST Investor Class 05/31/07 $1,892,614 $1,892,614 Class A 05/31/07 $ 14,605 $ 14,605 Investor Class 05/31/06 $5,212,858 $5,212,858 Advisor Class 05/31/06 $ 85,564 $ 85,564 - ---------------------------------------------------------------------------------- There were no distributions paid during the years ended May 31, 2007 and 2006 for The PMFM Core Advantage Portfolio Trust. The tax character of distributable earnings at May 31, 2007 was as follows: TACTICAL CORE PRESERVATION MANAGED ADVANTAGE PORTFOLIO PORTFOLIO PORTFOLIO TRUST TRUST TRUST - -------------------------------------------------------------------------------- Tax cost of portfolio investments $13,460,792 $62,693,575 $28,744,910 =========== =========== =========== Gross unrealized appreciation $ 697,215 $ 4,295,193 $ 3,976,395 Gross unrealized depreciation -- -- -- ----------- ----------- ----------- Net unrealized appreciation 697,215 4,295,193 3,976,395 Undistributed ordinary income 856,921 3,118,241 -- Capital loss carryforward -- -- (841,482) ----------- ----------- ----------- Total distributable earnings $ 1,554,136 $ 7,413,434 $ 3,134,913 =========== =========== =========== - ------------------------------------------------------------------------------- 21 PMFM INVESTMENT TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) MAY 31, 2007 ================================================================================ As of May 31, 2007, The PMFM Core Advantage Portfolio Trust had a capital loss carryforward of $841,482, of which $780,051 expires on May 31, 2012 and $61,431 expires on May 31, 2013. These capital loss carryforwards may be utilized in future years to offset net realized capital gains, if any, prior to distributing such gains to shareholders. During the year ended May 31, 2007, The PMFM Core Advantage Portfolio Trust utilized capital loss carryforwards of $725,091 to offset current year realized gains. For the year ended May 31, 2007, The PMFM Tactical Preservation Portfolio Trust reclassified distributions in excess of net investment income of $1,089 against undistributed net realized gains from security transactions on the Statement of Assets and Liabilities. Additionally, The PMFM Core Advantage Portfolio Trust reclassified net investment loss of $63,748 against paid-in capital on the Statement of Assets and Liabilities. Such reclassifications, the result of permanent differences between the financial statement and income tax reporting requirements, has no effect on each Fund's net assets or net asset value per share. 5. TRANSACTIONS WITH AFFILIATES Certain Trustees and officers of the Trust are also officers of PMFM, Inc. (the "Advisor") or of Ultimus Fund Solutions, LLC, the Funds' administrator, transfer agent and fund accounting services agent, or Ultimus Fund Distributors, LLC, the Funds' principal underwriter (the "Distributor"). During the year ended May 31, 2007, certain officers of the Trust were also officers of The Nottingham Company ("TNC") and Capital Investment Group, Inc. ("CIG"), the former administrator and distributor to the Trust, respectively. INVESTMENT ADVISORY AGREEMENTS Each Fund's investments are managed by the Advisor under the terms of an Investment Advisory Agreement (the "Advisory Agreements"). Under the Advisory Agreements, each Fund has agreed to pay the Advisor an investment advisory fee at an annual rate of 1.25% of its average daily net assets. The Advisor has entered into an Expense Limitation Agreement with respect to each Fund under which it has agreed to waive or reduce its fees and to assume other expenses of the Funds, if necessary, in an amount that limits each Fund's annual operating expenses to not more than 2.50%, 1.95% and 2.50%, respectively, of the average net assets of The PMFM Tactical Preservation Portfolio Trust, The PMFM Managed Portfolio Trust and The PMFM Core Advantage Portfolio Trust. For the year ended May 31, 2007, the Advisor waived investment advisory fees of $71,836, $60,829 and $7,014, respectively, for The PMFM Tactical Preservation Portfolio Trust, The PMFM Managed Portfolio Trust and The PMFM Core Advantage Portfolio Trust. COMPLIANCE SERVICES During the year ended May 31, 2007, The Nottingham Compliance Services, LLC, a fully owned affiliate of TNC, provided services which assisted the Trust's Chief Compliance Officer in monitoring and testing the policies and procedures of the Trust in relation to requirements under Rule 38a-1 of the Securities and Exchange Commission. It received compensation of $15,250 from each Fund for this service during the year ended May 31, 2007. 22 PMFM INVESTMENT TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) MAY 31, 2007 ================================================================================ ADMINISTRATOR During the year ended May 31, 2007, each Fund paid a monthly administration fee to TNC calculated at an annual rate of 0.175% of its average daily net assets up to $50 million; 0.15% of such assets from $50 million to $100 million; 0.125% of such assets from $100 million to $150 million; 0.10% of such assets from $150 million to $200 million; and 0.075% of such assets in excess of $200 million, subject to a minimum monthly fee of $2,000. TNC also received a fee to procure and pay the custodian for the Funds. For these services, TNC was paid by each Fund at an annual rate of 0.02% of its average daily net assets up to $100 million; and 0.009% of such assets in excess of $100 million, subject to a minimum monthly fee of $400. TNC also received additional compensation for fund accounting and recordkeeping services and for certain costs involved with the daily valuation of securities and as reimbursement for out-of-pocket expenses. For these services, TNC was paid a base fee of $2,250 per month plus $750 per month for each additional class of shares by each Fund, plus an asset base fee of 0.01% of each Fund's average daily net assets. Additionally, each Fund paid TNC an annual blue sky admistration fee of $150 per state, per class. For the period February 1, 2007 to May 31, 2007, TNC voluntarily waived fund accounting fees of $750 per month per Fund for a total waiver of $3,000 per Fund. TRANSFER AGENT During the year ended May 31, 2007, North Carolina Shareholder Services, LLC ("NCSS") served as transfer, dividend paying, and shareholding servicing agent for the Funds. NCSS received compensation for its services at the rate of $15 per shareholder account per year, subject to a minimum fee of $1,750 per month plus $500 per month for each additional class of shares. Effective June 1, 2007, the compliance services, administration, transfer agency, and fund accounting agreements with TNC and affiliates were terminated, and similar agreements were entered into with Ultimus Fund Solutions, LLC. DISTRIBUTION PLAN The Trust has adopted plans of distribution under which each class of shares of the Funds may directly incur or reimburse the Funds' principal underwriter for certain expenses related to the distribution of its shares. The annual limitation for payment of expenses pursuant to the Investor Class Plan and the Class A Plan is 0.25% of each Fund's average daily net assets attributable to Investor Class shares and Class A shares, respectively. During the year ended May 31, 2007, The PMFM Tactical Preservation Portfolio Trust incurred distribution related expenses of $33,364 and $196 for the Investor Class shares and Class A shares, respectively; The PMFM Managed Portfolio Trust incurred distribution related expenses of $148,112 and $870 for the Investor Class shares and Class A shares, respectively; and The PMFM Core Advantage Portfolio Trust incurred distribution related expenses of $59,384 and $34 for the Investor Class shares and Class A shares, respectively. Prior to September 15, 2006, the Advisor Class shares of The PMFM Tactical Preservation Portfolio Trust and The PMFM Managed Portfolio Trust had adopted plans of distribution under which the Advisor Class shares could directly incur certain expenses related to the distribution of its shares. The annual limitation for payment of expenses pursuant to the Advisor Class Plan was 1.00% of each Fund's average daily net assets attributable to Advisor Class shares. For the year ended May 23 PMFM INVESTMENT TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) MAY 31, 2007 ================================================================================ 31, 2007, the Advisor Class shares of The PMFM Tactical Preservation Portfolio Trust and The PMFM Managed Portfolio Trust incurred $341 and $1,664, respectively. During the year ended May 31, 2007, CIG served as the Fund's principal underwriter. CIG received compensation of $5,000 per Fund for such services. 6. CAPITAL SHARE TRANSACTIONS Proceeds and payments on capital shares as shown in the Statements of Changes in Net Assets are the result of the following capital share transactions for the periods shown: YEAR YEAR ENDED ENDED MAY 31, MAY 31, 2007 2006 - ---------------------------------------------------------------------------------------- PMFM TACTICAL PRESERVATION PORTFOLIO TRUST - INVESTOR CLASS Shares sold 237,500 202,011 Shares issued in reinvestment of distributions to shareholders 35,497 5,020 Shares redeemed (362,938) (947,347) ---------- ---------- Net decrease in shares outstanding (89,941) (740,316) Shares outstanding, beginning of year 1,367,907 2,108,223 ---------- ---------- Shares outstanding, end of year 1,277,966 1,367,907 ========== ========== PMFM TACTICAL PRESERVATION PORTFOLIO TRUST - CLASS A Shares sold 11,535 -- Shares issued in reinvestment of distributions to shareholders 260 -- Shares redeemed (823) -- ---------- ---------- Net increase in shares outstanding 10,972 -- Shares outstanding, beginning of year -- -- ---------- ---------- Shares outstanding, end of year 10,972 -- ========== ========== PMFM TACTICAL PRESERVATION PORTFOLIO TRUST - ADVISOR CLASS Shares sold -- 98,712 Shares issued in reinvestment of distributions to shareholders -- 208 Shares redeemed (11,829) (123,644) ---------- ---------- Net decrease in shares outstanding (11,829) (24,724) Shares outstanding, beginning of year 11,829 36,553 ---------- ---------- Shares outstanding, end of year -- 11,829 ========== ========== PMFM MANAGED PORTFOLIO TRUST - INVESTOR CLASS Shares sold 2,390,815 2,028,871 Shares issued in reinvestment of distributions to shareholders 189,966 550,122 Shares redeemed (2,698,662) (7,559,974) ---------- ---------- Net decrease in shares outstanding (117,881) (4,980,981) Shares outstanding, beginning of year 6,433,606 11,414,587 ---------- ---------- Shares outstanding, end of year 6,315,725 6,433,606 ========== ========== PMFM MANAGED PORTFOLIO TRUST - CLASS A Shares sold 71,851 -- Shares issued in reinvestment of distributions to shareholders 1,482 -- Shares redeemed (21,531) -- ---------- ---------- Net increase in shares outstanding 51,802 -- Shares outstanding, beginning of year -- -- ---------- ---------- Shares outstanding, end of year 51,802 -- ========== ========== 24 PMFM INVESTMENT TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) MAY 31, 2007 ================================================================================ YEAR YEAR ENDED ENDED MAY 31, MAY 31, 2007 2006 - -------------------------------------------------------------------------------------- PMFM MANAGED PORTFOLIO TRUST - ADVISOR CLASS Shares sold 1,547 86,710 Shares issued in reinvestment of distributions to shareholders -- 6,752 Shares redeemed (66,727) (134,995) --------- --------- Net decrease in shares outstanding (65,180) (41,533) Shares outstanding, beginning of year 65,180 106,713 --------- --------- Shares outstanding, end of year -- 65,180 ========= ========= PMFM CORE ADVANTAGE PORTFOLIO TRUST - INVESTOR CLASS Shares sold 2,377,664 1,148,128 Shares redeemed (984,180) (889,789) --------- --------- Net increase in shares outstanding 1,393,484 258,339 Shares outstanding, beginning of year 1,346,391 1,088,052 --------- --------- Shares outstanding, end of year 2,739,875 1,346,391 ========= ========= PMFM CORE ADVANTAGE PORTFOLIO TRUST - CLASS A Shares sold 3,421 -- --------- --------- Net increase in shares outstanding 3,421 -- Shares outstanding, beginning of year -- -- --------- --------- Shares outstanding, end of year 3,421 -- ========= ========= - -------------------------------------------------------------------------------------- 7. COMMITMENTS AND CONTINGENCIES The Funds indemnify the Trust's officers and Trustees for certain liabilities that might arise from their performance of their duties to the Funds. Additionally, in the normal course of business, the Funds enter into contracts that contain a variety of representations and warranties and which provide general indemnifications. The Funds' maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote. 8. ACCOUNTING PRONOUNCEMENTS On July 13, 2006, the Financial Accounting Standards Board (FASB) released FASB Interpretation No. 48 (FIN 48) "Accounting for Uncertainty in Income Taxes." FIN 48 provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements. FIN 48 requires the evaluation of tax positions taken in the course of preparing each Fund's tax returns to determine whether the tax positions are "more-likely-than-not" of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax benefit or expense in the current year. Adoption of FIN 48 is required for fiscal years beginning after December 15, 2006 and is to be applied to all open tax years as of the effective date. Recent SEC guidance allows implementing FIN 48 in a Fund's calculation of net asset value per share as late as the Fund's last such calculation in the first required financial statement period. As a result, the Funds 25 PMFM INVESTMENT TRUST NOTES TO FINANCIAL STATEMENTS (CONTINUED) MAY 31, 2007 ================================================================================ will incorporate FIN 48 in their Semi-Annual Report on November 30, 2007. At this time management is evaluating the implications of FIN 48 and does not expect its adoption to impact the amounts reported in the financial statements. In September 2006, the Financial Accounting Standards Board issued Statement on Financial Accounting Standards (SFAS) No. 157, "Fair Value Measurements." This standard establishes a single authoritative definition of fair value, sets out a framework for measuring fair value and requires additional disclosures about fair value measurements. SFAS No. 157 applies to fair value measurements already required or permitted by existing standards. SFAS No. 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007 and interim periods within those fiscal years. The changes to current generally accepted accounting principles from the application of this Statement relate to the definition of fair value, the methods used to measure fair value, and the expanded disclosures about fair value measurements. As of May 31, 2007, the Funds do not believe the adoption of SFAS No. 157 will impact the amounts reported in the financial statements. However, additional disclosures may be required about the inputs used to develop the measurements and the effect of the measurements reported on the statement of changes in net assets for a fiscal period. 9. CHANGE IN INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM On May 18, 2005, the Board of Trustees engaged Briggs, Bunting & Dougherty, LLP ("BBD") as the Trust's new independent public accounting firm, effective upon the completion by Deloitte & Touche LLP ("Deloitte") of the May 31, 2005 audit. At no time preceding the engagement of BBD did the Funds consult the firm regarding either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Funds' financial statements, or (ii) any matter that was either subject of a disagreement or a reportable event, as such terms are defined in Item 304 of Regulation S-K. Deloitte served as the independent registered public accounting firm for the Trust and issued reports on the Funds' financial statements as of May 31, 2005 and 2004. Such reports did not contain an adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. At no time preceding the removal of Deloitte were there any disagreements with Deloitte on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Deloitte, would have caused it to make reference to the subject matter of the disagreements in connection with its report. At no time preceding the removal of Deloitte did any of the events enumerated in paragraphs (1)(v)(A) through (D) of Item 304(a) of Regulation S-K occur. 10. SUBSEQUENT EVENT At a meeting held on June 14, 2007, the Board of Trustees of the Trust decided to discontinue operations of The PMFM Tactical Preservation Portfolio Trust as of July 20, 2007. The Advisor will continue to waive fees and reimburse expenses of the Fund, as necessary, in order to maintain fees and expenses at their current level. 26 PMFM INVESTMENT TRUST REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ================================================================================ To the Board of Trustees of PMFM Investment Trust and the Shareholders of the PMFM Tactical Preservation Portfolio Trust, the PMFM Managed Portfolio Trust and the PMFM Core Advantage Portfolio Trust We have audited the accompanying statements of assets and liabilities of the PMFM Tactical Preservation Portfolio Trust, the PMFM Managed Portfolio Trust and the PMFM Core Advantage Portfolio Trust, each a series of the PMFM Investment Trust (the "Funds"), including the portfolios of investments, as of May 31, 2007, and the related statements of operations for the year then ended, and the statements of changes in net assets and the financial highlights for each of the two years in the period then ended. These financial statements and financial highlights are the responsibility of the Funds' management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. The financial highlights for each of the two years or periods in the period ended May 31, 2005 were audited by other auditors whose reports dated July 8, 2005 each expressed an unqualified opinion on such financial highlights. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of May 31, 2007 by correspondence with the custodian. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the PMFM Tactical Preservation Portfolio Trust, the PMFM Managed Portfolio Trust and the PMFM Core Advantage Portfolio Trust as of May 31, 2007, the results of their operations for the year then ended, and the changes in their net assets and their financial highlights for each of the two years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. /s/ BRIGGS, BUNTING & DOUGHERTY, LLP BRIGGS, BUNTING & DOUGHERTY, LLP Philadelphia, Pennsylvania July 6, 2007 27 PMFM INVESTMENT TRUST ABOUT YOUR FUNDS' EXPENSES (UNAUDITED) ================================================================================ We believe it is important for you to understand the impact of costs on your investment. All mutual funds have operating expenses. As a shareholder of the Funds, you may incur two types of costs: (1) transaction costs, possibly including front-end sales loads; and (2) ongoing costs, including management fees, distribution (12b-1) fees and other Fund expenses. The following examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds. A mutual fund's ongoing costs are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The expenses in the tables are based on an investment of $1,000 made at the beginning of the most recent semi-annual period (December 1, 2006) and held until the end of the period (May 31, 2007). The tables that follow illustrate the Funds' costs in two ways: ACTUAL FUND RETURN - This section helps you to estimate the actual expenses that you paid over the period. The "Ending Account Value" shown is derived from each Fund's actual return, and the third column shows the dollar amount of operating expenses that would have been paid by an investor who started with $1,000 in the Fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period. To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for the Fund under the heading "Expenses Paid During Period." HYPOTHETICAL 5% RETURN - This section is intended to help you compare the Funds' costs with those of other mutual funds. It assumes that each Fund had an annual return of 5% before expenses during the period shown, but that the expense ratio is unchanged. In this case, because the return used is not the Funds' actual returns, the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess each Fund's costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds. Note that expenses shown in the table are meant to highlight and help you compare ongoing costs only. The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions. More information about each Fund's expenses, including annualized expense ratios, can be found in this report. For additional information on operating expenses and other shareholder costs, please refer to the Funds' prospectus. 28 PMFM INVESTMENT TRUST ABOUT YOUR FUNDS' EXPENSES (UNAUDITED) (CONTINUED) ================================================================================ PMFM TACTICAL PRESERVATION PORTFOLIO TRUST INVESTOR CLASS - -------------------------------------------------------------------------------- BEGINNING ENDING ACCOUNT ACCOUNT EXPENSES VALUE VALUE PAID DURING DEC. 1, 2006 MAY 31, 2007 PERIOD* - -------------------------------------------------------------------------------- Based on Actual Fund Return $1,000.00 $1,057.80 $12.83 Based on Hypothetical 5% Return (before expenses) $1,000.00 $1,012.47 $12.54 - -------------------------------------------------------------------------------- * Expenses are equal to Investor Class' annualized expense ratio of 2.50% for the period, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period). PMFM TACTICAL PRESERVATION PORTFOLIO TRUST CLASS A - -------------------------------------------------------------------------------- BEGINNING ENDING ACCOUNT ACCOUNT EXPENSES VALUE VALUE PAID DURING DEC. 1, 2006 MAY 31, 2007 PERIOD* - -------------------------------------------------------------------------------- Based on Actual Fund Return $1,000.00 $1,055.50 $12.81 Based on Hypothetical 5% Return (before expenses) $1,000.00 $1,012.47 $12.54 - -------------------------------------------------------------------------------- * Expenses are equal to Class A's annualized expense ratio of 2.50% for the period, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period). PMFM MANAGED PORTFOLIO TRUST INVESTOR CLASS - -------------------------------------------------------------------------------- BEGINNING ENDING ACCOUNT ACCOUNT EXPENSES VALUE VALUE PAID DURING DEC. 1, 2006 MAY 31, 2007 PERIOD* - -------------------------------------------------------------------------------- Based on Actual Fund Return $1,000.00 $1,070.50 $10.07 Based on Hypothetical 5% Return (before expenses) $1,000.00 $1,015.21 $ 9.80 - -------------------------------------------------------------------------------- * Expenses are equal to Investor Class' annualized expense ratio of 1.95% for the period, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period). PMFM MANAGED PORTFOLIO TRUST CLASS A - -------------------------------------------------------------------------------- BEGINNING ENDING ACCOUNT ACCOUNT EXPENSES VALUE VALUE PAID DURING DEC. 1, 2006 MAY 31, 2007 PERIOD* - -------------------------------------------------------------------------------- Based on Actual Fund Return $1,000.00 $1,066.80 $10.05 Based on Hypothetical 5% Return (before expenses) $1,000.00 $1,015.21 $ 9.80 - -------------------------------------------------------------------------------- * Expenses are equal to Class A's annualized expense ratio of 1.95% for the period, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period). 29 PMFM INVESTMENT TRUST ABOUT YOUR FUNDS' EXPENSES (UNAUDITED) (CONTINUED) ================================================================================ PMFM CORE ADVANTAGE PORTFOLIO TRUST INVESTOR CLASS - -------------------------------------------------------------------------------- BEGINNING ENDING ACCOUNT ACCOUNT EXPENSES VALUE VALUE PAID DURING DEC. 1, 2006 MAY 31, 2007 PERIOD* - -------------------------------------------------------------------------------- Based on Actual Fund Return $1,000.00 $1,082.70 $11.99 Based on Hypothetical 5% Return (before expenses) $1,000.00 $1,013.41 $11.60 - -------------------------------------------------------------------------------- * Expenses are equal to Investor Class' annualized expense ratio of 2.31% for the period, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period). PMFM CORE ADVANTAGE PORTFOLIO TRUST CLASS A - -------------------------------------------------------------------------------- BEGINNING ENDING ACCOUNT ACCOUNT EXPENSES VALUE VALUE PAID DURING DEC. 1, 2006 MAY 31, 2007 PERIOD* - -------------------------------------------------------------------------------- Based on Actual Fund Return $1,000.00 $1,086.10 $12.01 Based on Hypothetical 5% Return (before expenses) $1,000.00 $1,013.41 $11.60 - -------------------------------------------------------------------------------- * Expenses are equal to Class A's annualized expense ratio of 2.31% for the period, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period). OTHER INFORMATION (UNAUDITED) ================================================================================ The Trust files a complete listing of portfolio holdings for the Funds with the Securities and Exchange Commission (SEC) as of the end of the first and third quarters of each fiscal year on Form N-Q. The filings are available free of charge, upon request, by calling 1-866-383-PMFM. Furthermore, you may obtain a copy of these filings on the SEC's website at http://www.sec.gov. The Trust's Forms N-Q may also be reviewed and copied at the SEC's Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330. A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities is available without charge upon request by calling toll-free 1-866-383-PMFM, or on the SEC's website at http://www.sec.gov. Information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is also available without charge upon request by calling toll-free 1-866-383-PMFM, or on the SEC's website at http://www.sec.gov. 30 PMFM INVESTMENT TRUST BOARD OF TRUSTEES AND EXECUTIVE OFFICERS (UNAUDITED) ================================================================================ The Board of Trustees has overall responsibility for management of the Trust's affairs. The Trustees serve during the lifetime of Trust and until its termination, or until death, resignation, retirement or removal. The Trustees, in turn, elect the officers of the Trust to actively supervise its day-to-day operations. The officers have been elected for an annual term. The following are the Trustees and executive officers of the Trust: DISINTERESTED (INDEPENDENT) TRUSTEES - ---------------------------------------------------------------------------------------------------------------------------- TERM OF NUMBER OF DIRECTORSHIPS POSITION(S) OFFICE & FUNDS OF PUBLIC NAME, AGE HELD WITH LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN COMPANIES & ADDRESS THE TRUST TIME SERVED DURING PAST 5 YEARS BY TRUSTEE HELD BY TRUSTEE - ---------------------------------------------------------------------------------------------------------------------------- Gregory L. Morris Trustee, Indefinite APortfolio Manager of the Advisor 3 None 1061 Cliff Dawson Road Chairman since joining the Advisor in Watkinsville, GA Since May, November 2004 President of G. 30677 2007 Morris Advisors, Inc. (consulting) Age: 59 since January, 2004. Previously Consultant of StockCharts.com (Web-based charting service) from October, 2002 to September, 2006; Principal of MurphyMorris Money Management Co. (an investment advisory firm and an affiliate of the Advisor) from March, 2000 to June, 2005; Captain of Delta Air Lines from August, 1978 to May, 2004; and Chief Executive Officer of MurphyMorris, Inc. (market analysis) from June, 1996 to October, 2002. - ---------------------------------------------------------------------------------------------------------------------------- James M. Baker Trustee Indefinite President of Baker & Lassiter, Inc. 3 Community 1061 Cliff Dawson Road (real estate development and Capital Bank (a Watkinsville, GA Since June, management) since 1993. closely held 30677 2003 chartered bank) Age: 55 - ---------------------------------------------------------------------------------------------------------------------------- Norman A. McLean Trustee Indefinite Director of Marketing/Public 3 None 1061 Cliff Dawson Road Relations for St. Mary's Health Watkinsville, GA Since June, Care System (health care) since 30677 2003 September, 2005. Previously Age: 53 Associate Athletic Director for Marketing and Promotions at the University of Georgia Athletic Association, Inc. from July, 1981 until July, 2004. - ---------------------------------------------------------------------------------------------------------------------------- 31 PMFM INVESTMENT TRUST BOARD OF TRUSTEES AND EXECUTIVE OFFICERS (UNAUDITED) (CONTINUED) ================================================================================ EXECUTIVE OFFICERS - ---------------------------------------------------------------------------------------------------------------- POSITION(S) NAME, AGE HELD WITH LENGTH OF TIME PRINCIPAL OCCUPATION(S) & ADDRESS THE TRUST SERVED DURING PAST 5 YEARS - ---------------------------------------------------------------------------------------------------------------- Judson P. Doherty President (Principal Since June, 2006 Executive Vice President and Chief Age: 37 Executive Officer), Financial Officer of the Advisor Chief Compliance Since October, 2004 since December, 2000, and the Chief Officer Compliance Officer of the Advisor since October, 2004. He is also a member of the Funds' portfolio management team. - ---------------------------------------------------------------------------------------------------------------- Timothy A. Chapman Treasurer Since June, 2006 Secretary, Treasurer and portfolio 1061 Cliff Dawson Road manager of the Advisor since Watkinsville, GA February, 1993. President of 30677 Financial Toolbox, Inc. (website Age: 46 publishing firm) since 2000. - ---------------------------------------------------------------------------------------------------------------- John F. Splain Secretary Since May, 2007 Managing Director of Ultimus Fund 225 Pictoria Drive, Suite 450 Solutions, LLC, transfer agent, Cincinnati, OH fund accountant and administrator 45246 to the Trust; Managing Director of Age: 50 Ultimus Fund Distributors, LLC, a registered broker- dealer. - ---------------------------------------------------------------------------------------------------------------- Robert G. Dorsey Vice President Since May, 2007 Managing Director of Ultimus Fund 225 Pictoria Drive, Suite 450 Solutions, LLC, transfer agent, Cincinnati, OH fund accountant and administrator 45246 to the Trust; Managing Director of Age: 50 Ultimus Fund Distributors, LLC, a registered broker- dealer. - ---------------------------------------------------------------------------------------------------------------- Additional information about members of the Board of Trustees and executive officers is available in the Statement of Additional Information (SAI). To obtain a free copy of the SAI, please call 1-866-383-7636. 32 PMFM INVESTMENT TRUST RESULTS OF SPECIAL MEETING OF SHAREHOLDERS MARCH 21, 2007 (UNAUDITED) ================================================================================ On March 21, 2007, a Special Meeting of Shareholders of the PMFM Tactical Preservation Portfolio Trust, the PMFM Managed Portfolio Trust and the PMFM Core Advantage Portfolio Trust was held (1) to approve or disapprove a new Investment Advisory Agreement on behalf of each Fund with PMFM, Inc. and (2) to elect James M. Baker, Norman A. McLean and Timothy A. Chapman to be members of the Board of Trustees of the Trust. The number of shares of the Funds present and voting at the Special Meeting, either in person or by proxy, represented the following percentages of the total shares entitled to vote at the meeting: PMFM Tactical Preservation Portfolio Trust 58.18% PMFM Managed Portfolio Trust 54.71% PMFM Core Advantage Portfolio Trust 51.05% Both of the proposals were approved by shareholders. The results of the voting for or against the proposal to approve a new Investment Advisory Agreement for each Fund were as follows: - -------------------------------------------------------------------------------- NUMBER OF SHARES ------------------- FUND FOR ABSTAIN - -------------------------------------------------------------------------------- PMFM Tactical Preservation Portfolio Trust 756,529 0 - -------------------------------------------------------------------------------- PMFM Managed Portfolio Trust 3,295,396 9,069 - -------------------------------------------------------------------------------- PMFM Core Advantage Portfolio Trust 1,256,739 0 - -------------------------------------------------------------------------------- The results of the voting to elect James M. Baker, Norman A. McLean and Timothy A. Chapman to be members of the Board of Trustees were as follows: - -------------------------------------------------------------------------------- NUMBER OF SHARES ------------------- FUND FOR ABSTAIN - -------------------------------------------------------------------------------- PMFM Investment Trust 5,317,732 0 - -------------------------------------------------------------------------------- 33 PMFM FUNDS ITEM 2. CODE OF ETHICS. As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. Pursuant to Item 12(a)(1), a copy of registrant's code of ethics has been filed with the Commission. During the period covered by this report, the code of ethics has not been amended, and the registrant has not granted any waivers, including implicit waivers, from the provisions of the code of ethics. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. The registrant's board of trustees has determined that the registrant does not have an audit committee financial expert serving on its audit committee. At this time, the registrant believes that the collective experience provided by the members of the audit committee together offer the registrant adequate oversight for the registrant's level of financial complexity. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. (a) AUDIT FEES. The aggregate fees billed for professional services rendered by the principal accountant for the audit of the registrant's annual financial statements or for services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements were $38,000 and $50,000 with respect to the registrant's fiscal years ended May 31, 2007 and 2006, respectively. (b) AUDIT-RELATED FEES. No fees were billed in either of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant's financial statements and are not reported under paragraph (a) of this Item. (c) TAX FEES. The aggregate fees billed for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning were $6,000 with respect to each of the registrant's fiscal years ended May 31, 2007 and 2006, respectively. The services comprising these fees are the preparation of the registrant's federal and state income and federal excise tax returns, and assistance with distribution calculations. (d) ALL OTHER FEES. No fees were billed in the fiscal year ended May 31, 2007 for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item. During the fiscal year ended May 31, 2006, aggregate fees of $1,200 were billed for products and services by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item. The services comprising these fees were for the principal accountant's consent in connection with additional post-effective amendments to the registrant's registration statement. (e)(1) The audit committee has not adopted pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X. (e)(2) None of the services described in paragraph (b) through (d) of this Item were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. (f) Less than 50% of hours expended on the principal accountant's engagement to audit the registrant's financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant's full-time, permanent employees. (g) During the fiscal years ended May 31, 2007 and 2006, aggregate non-audit fees of $6,000 and $7,200, respectively, were billed by the registrant's accountant for services rendered to the registrant. No non-audit fees were billed in either of the last two fiscal years by the registrant's accountant for services rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant. (h) The principal accountant has not provided any non-audit services to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable ITEM 6. SCHEDULE OF INVESTMENTS. Not applicable [schedule filed with Item 1] ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. Not applicable ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. The registrant does not have procedures in place to consider nominees recommended by shareholders. The registrant's nominating committee generally will not consider nominees recommended by shareholders. ITEM 11. CONTROLS AND PROCEDURES. (a) Based on their evaluation of the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) as of a date within 90 days of the filing date of this report, the registrant's principal executive officer and principal financial officer have concluded that such disclosure controls and procedures are reasonably designed and are operating effectively to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to them by others within those entities, particularly during the period in which this report is being prepared, and that the information required in filings on Form N-CSR is recorded, processed, summarized, and reported on a timely basis. (b) There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 12. EXHIBITS. File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated. (a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Incorporated herein by reference to registrant's form N-CSR filed on August 10, 2006 (a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)): Attached hereto (a)(3) Any written solicitation to purchase securities under Rule 23c-1 under the Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons: Not applicable (b) Certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)): Attached hereto Exhibit 99.CODE ETH Code of Ethics Exhibit 99.CERT Certifications required by Rule 30a-2(a) under the Act Exhibit 99.906CERT Certifications required by Rule 30a-2(b) under the Act SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) PMFM Investment Trust ----------------------------------------- By (Signature and Title)* /s/ Judson P. Doherty ----------------------------------------------------- Judson P. Doherty, President and Principal Executive Officer Date July 30, 2007 ------------- Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By (Signature and Title)* /s/ Judson P. Doherty ----------------------------------------------------- Judson P. Doherty, President and Principal Executive Officer Date July 30, 2007 ------------- By (Signature and Title)* /s/ Timothy A. Chapman ----------------------------------------------------- Timothy A. Chapman, Treasurer and Principal Financial Officer Date July 30, 2007 ------------- * Print the name and title of each signing officer under his or her signature.