485BPOS

Securities Act Registration No. 333-113657

Investment Company Act Registration No. 811-21532

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

¨

Pre-Effective Amendment No.___

¨

Post-Effective Amendment No. 14

ý

and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY

ACT OF 1940

¨

Amendment No. 16

ý

 (Check appropriate box or boxes.)

Frank Funds – File Nos. 333-113657 and 811-21532

(Exact Name of Registrant as Specified in Charter)

312 East 22nd Street, #2B

New York, NY 10010

(Address of Principal Executive Offices)(Zip Code)

Registrant’s Telephone Number, including Area Code:  973-887-7698

Brian J. Frank, Frank Capital Partners LLC

312 East 22nd Street, # 2B

New York, NY 10010

(Name and Address of Agent for Service)

With copy to:

JoAnn M. Strasser

Thompson Hine LLP

41 South High Street, Suite 1700

Columbus, Ohio 43215

It is proposed that this filing will become effective:

oImmediately upon filing pursuant to paragraph (b) of Rule 485

ý On November 1, 2012 pursuant to paragraph (b) of Rule 485

o 60 days after filing pursuant to paragraph (a)(1) of Rule 485

o On (date) pursuant to paragraph (a)(1) of Rule 485

¨ 75 days after filing pursuant to paragraph (a)(2) of Rule 485

o On (date) pursuant to paragraph (a)(2) of Rule 485.

If appropriate, check the following box:

o  This post-effective amendment designates a new effective date for a previously filed post-effective amendment.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, Frank Funds certifies that it meets all of the requirements for effectiveness of this registrations statement under Rule 485(b) under the Securities Act and has duly caused this Post-Effective Amendment No. 13 to the Registration Statement on Form N-1A to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Columbus, State of Ohio, on the 5th day of November, 2012.

Frank Funds

By:

/s/ JoAnn M. Strasser

JoAnn M. Strasser

Attorney-in-Fact

Pursuant to the requirements of the Securities Act of 1933, this Amendment to Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.

Signature	Title	Date
Brian J. Frank*	Trustee/President/Treasurer
Jason W. Frey*	Trustee
Andrea Goncalves*	Trustee
Hemanshu Patel*	Trustee
		*By:  /s/  JoAnn M. Strasser          JoAnn M. Strasser          Attorney-in-Fact          November 5, 2012

EXHIBIT INDEX

Index NoDescription of Exhibit

1.

EX-101.INS

XBRL Instance Document

2.

EX-101.SCH

XBRL Taxonomy Extension Schema Document

3.

EX-101.CAL

XBRL Taxonomy Extension Calculation Linkbase

4.

EX-101.DEF

XBRL Taxonomy Extension Definition Linkbase

5.

EX-101.LAB

XBRL Taxonomy Extension Labels Linkbase

6.    EX-101.PRE ………………………………………….XBRL Taxonomy Extension Presentation Linkbase

XML

Label

Element

Value

Risk/Return:

rr_RiskReturnAbstract

Document Type

dei_DocumentType

485BPOS

Document Period End Date

dei_DocumentPeriodEndDate

Jun. 30, 2012

Registrant Name

dei_EntityRegistrantName

Frank Funds

Central Index Key

dei_EntityCentralIndexKey

0001281790

Amendment Flag

dei_AmendmentFlag

false

Prospectus Date

rr_ProspectusDate

Nov. 01, 2012

Frank Value Fund

Risk/Return:

rr_RiskReturnAbstract

Objective [Heading]

rr_ObjectiveHeading

Investment Objective

Objective, Primary [Text Block]

rr_ObjectivePrimaryTextBlock

The Fund’s investment objective is to provide long-term capital appreciation.

Expense [Heading]

rr_ExpenseHeading

Fees and Expenses

Expense Narrative [Text Block]

rr_ExpenseNarrativeTextBlock

This table describes fees and expenses that you may pay if you buy and hold Fund shares.

Shareholder Fees Caption [Text]

rr_ShareholderFeesCaption

Shareholder Fees (fees paid directly from your investment)

Operating Expenses Caption [Text]

rr_OperatingExpensesCaption

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Portfolio Turnover [Heading]

rr_PortfolioTurnoverHeading

Portfolio Turnover

Portfolio Turnover [Text Block]

rr_PortfolioTurnoverTextBlock

The Fund pays transaction costs, such as commissions, when it buys and sells securities (or "turns over" its portfolio).  A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account.  These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund's performance.  During the most recent fiscal year, the Fund's portfolio turnover rate was 43.48% of the average value of its portfolio.

Portfolio Turnover, Rate

rr_PortfolioTurnoverRate

43.48%

Expense Example [Heading]

rr_ExpenseExampleHeading

Example:

Expense Example Narrative [Text Block]

rr_ExpenseExampleNarrativeTextBlock

This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

Strategy [Heading]

rr_StrategyHeading

Principal Investment Strategies

Strategy Narrative [Text Block]

rr_StrategyNarrativeTextBlock

The Fund’s principal investment strategy is value investing. The Fund invests in common stock of U.S. companies that the Fund’s adviser, Frank Capital Partners LLC, believes are underpriced based on the company’s intrinsic value.  The adviser defines intrinsic value as the price an intelligent and informed business owner would pay for the enterprise, and is independent from the current selling price in the stock markets.

The adviser uses quantitative analysis to identify undervalued companies, examining such traditional value criteria as:

·price-to-earnings, price-to-book value and price-to-cash flow ratios;

·the discounted value of future cash flows;

·acquisition values of similar companies; and

·the value stockholders would receive if the company was liquidated.

The adviser then performs subjective analysis, including the review of trade magazines, annual reports, and regulatory filings.  The adviser considers the future growth potential of the company, its products and services, its industry position, and the quality of its management before making a final determination of the company’s intrinsic value.

The Fund invests in common stocks of companies that have strong financial positions, evidenced by balance sheets without significant debt or other liabilities compared to cash reserves. The adviser believes financial markets place undue emphasis on a firms’ income, often ignoring the balance sheet. Therefore, companies with strong balance sheets may have significantly discounted market prices. The Fund may invest in companies regardless of size, including small- and micro-cap companies. The adviser sells common stocks when the market price exceeds its estimate of intrinsic value.

From time to time the Fund may be invested more heavily in a particular sector if the adviser determines that companies in that sector present the best value.  The adviser may invest in “special situation” companies, including spin-offs and companies recently emerging from bankruptcy.

Risk [Heading]

rr_RiskHeading

Principal Investment Risks

Risk Narrative [Text Block]

rr_RiskNarrativeTextBlock

As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other government agency. The risks associated with an investment in the Fund can increase during times of significant market volatility, and there can be no assurance that the Fund will achieve its investment objective. The principal risks of investing in the Fund are:

Management Risk:  The main risk of investing in the Fund is that the adviser’s strategy of investing in undervalued securities may fail.  The adviser may be incorrect in its assessment of the intrinsic value of the companies in which the Fund invests, or value stocks may be out of favor with investors.

Common Stock Risk: The Fund invests the majority of its assets in common stocks. Historically, common stocks are more volatile than other securities such as bonds. The common stock of a company that experiences financial distress may lose significant value or become worthless. The rights of common stockholders are subordinate to all other claims on a company’s assets including debt holders and preferred stock holders; therefore the Fund could lose money if a company in which it invests becomes financially distressed.

Market Risk Disclosure: Overall stock market risks may also affect the value of the Fund.  Factors such as domestic economic growth and market conditions, interest rate levels and political events affect the securities markets. The value of the Fund will fluctuate and you could lose money by investing in the Fund.

Special Situation Risk: The Fund may invest a significant portion of assets in special situations, such as spin-offs, companies recently emerging from bankruptcy, and merger securities. Spin-off companies may encounter difficulties because they are operating on their own for the first time, without the protection of their parent company. Spin-offs also may be created for the purpose of moving liabilities from the parent company to the spin-off. These potential problems may impair operating results, leading to losses to the Fund. Additionally, there is a possibility that the spin-off company may incur the business risk of the parent. Companies that have recently emerged from bankruptcy may still have the problems that caused the initial bankruptcy filing, leading to poor operating results or possibly another bankruptcy filing. These companies also may have weak financial positions.  Merger securities may encounter complications arising from the expected transaction. Finally, the adviser may incorrectly evaluate any of these special situation stocks, resulting in losses to the Fund.

Small-Cap and Mid-Cap Risk: Because the Fund may invest in smaller and mid-capitalization companies, the Fund will be subject to additional risks.  The earnings and prospects of such companies are more volatile than larger companies, and they may experience higher failure rates than larger companies.  The trading volume of securities of smaller companies is normally less than that of larger companies and, therefore, may disproportionately affect their market price, tending to make them fall more in response to selling pressure than is the case with larger companies. Smaller and mid-capitalization may also have limited markets, product lines, or financial resources and may lack management experience.

Sector Risk:  If the Fund’s portfolio is overweighted in a certain sector, any negative development affecting that sector will have a greater impact on the Fund than it would have on a fund that is not overweighted in that sector.  The Fund may from time to time have a greater focus in certain sectors, and weakness in those sectors could result in significant losses to the Fund. 

Non-diversification Risk: The Fund is non-diversified. This means that the Fund may not own as many securities as a diversified mutual fund of the same size. Due to the smaller number of security holdings, the appreciation or depreciation of a single stock may have a greater impact on the Fund’s share price.  As a result, this investment strategy can produce more fluctuation in the Fund’s value than a diversified mutual fund.

Risk Lose Money [Text]

rr_RiskLoseMoney

The value of the Fund will fluctuate and you could lose money by investing in the Fund.

Bar Chart and Performance Table [Heading]

rr_BarChartAndPerformanceTableHeading

Performance

Performance Narrative [Text Block]

rr_PerformanceNarrativeTextBlock

The bar chart and performance table below show the variability of the returns of the Fund, which provide some indication of the risks of investing in the Fund by showing changes in the Fund’s Investor Class performance from year to year and by showing how the Fund’s average annual returns for a 1-year and 5-year period and for the life of the Fund compare with the S&P 500 Index, a broad measure of market performance.  The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. Updated performance information is available on the Fund’s website at www.frankfunds.com.

Performance Availability Website Address [Text]

rr_PerformanceAvailabilityWebSiteAddress

www.frankfunds.com

Performance Past Does Not Indicate Future [Text]

rr_PerformancePastDoesNotIndicateFuture

The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.

Bar Chart [Heading]

rr_BarChartHeading

TOTAL RETURNS FOR INVESTOR CLASS SHARES

(for the years ended December 31)

Annual Return 2004

rr_AnnualReturn2004

14.50%

Annual Return 2005

rr_AnnualReturn2005

(0.56%)

Annual Return 2006

rr_AnnualReturn2006

16.18%

Annual Return 2007

rr_AnnualReturn2007

7.29%

Annual Return 2008

rr_AnnualReturn2008

(39.73%)

Annual Return 2009

rr_AnnualReturn2009

49.76%

Annual Return 2010

rr_AnnualReturn2010

10.26%

Annual Return 2011

rr_AnnualReturn2011

8.00%

Bar Chart Closing [Text Block]

rr_BarChartClosingTextBlock

The Fund's Investor Class year-to-date return through September 30, 2012 was 9.88%.

Best Quarter - 2nd quarter 2009: 27.81%

Worst Quarter - 4th quarter 2008: -28.03%

Highest Quarterly Return, Label

rr_HighestQuarterlyReturnLabel

Best Quarter

Highest Quarterly Return, Date

rr_BarChartHighestQuarterlyReturnDate

Jun. 30, 2009

Highest Quarterly Return

rr_BarChartHighestQuarterlyReturn

27.81%

Lowest Quarterly Return, Label

rr_LowestQuarterlyReturnLabel

Worst Quarter

Lowest Quarterly Return, Date

rr_BarChartLowestQuarterlyReturnDate

Dec. 31, 2008

Lowest Quarterly Return

rr_BarChartLowestQuarterlyReturn

(28.03%)

Performance Table Heading

rr_PerformanceTableHeading

Average Annual Total Returns for the period ended December 31, 2011:

Performance Table Uses Highest Federal Rate

rr_PerformanceTableUsesHighestFederalRate

In the performance table below, after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.

Performance Table Not Relevant to Tax Deferred

rr_PerformanceTableNotRelevantToTaxDeferred

After-tax returns shown in the table are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

Performance Table Narrative

rr_PerformanceTableNarrativeTextBlock

In the performance table below, after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.  Actual after-tax returns depend on an investor's tax situation and may differ from those shown.  After-tax returns shown in the table are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.  After-tax returns are shown for only the Investor Class, and after-tax returns for the Class C and Institutional Class will vary from the returns shown in the table.

Frank Value Fund | Investor Class

Risk/Return:

rr_RiskReturnAbstract

Redemption Fee (as a percentage of amount redeemed on shares held less than 5 business days){neg}

rr_RedemptionFeeOverRedemption

(2.00%)

Management Fees

rr_ManagementFeesOverAssets

0.99%

Distribution and/or Service (12b-1) Fees

rr_DistributionAndService12b1FeesOverAssets

0.25%

Other Expenses

rr_OtherExpensesOverAssets

0.25%

Acquired Fund Fees and Expenses

rr_AcquiredFundFeesAndExpensesOverAssets

0.02%

^[1]

Total Annual Fund Operating Expenses

rr_ExpensesOverAssets

1.51%

Expense Example, with Redemption, 1 Year

rr_ExpenseExampleYear01

154

Expense Example, with Redemption, 3 Years

rr_ExpenseExampleYear03

477

Expense Example, with Redemption, 5 Years

rr_ExpenseExampleYear05

824

Expense Example, with Redemption, 10 Years

rr_ExpenseExampleYear10

1,802

1 Year

rr_AverageAnnualReturnYear01

8.00%

5 Years

rr_AverageAnnualReturnYear05

2.89%

Since Inception

rr_AverageAnnualReturnSinceInception

5.83%

^[4],[5]

Frank Value Fund | Investor Class | Return After Taxes on Distributions

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

7.75%

5 Years

rr_AverageAnnualReturnYear05

1.72%

Since Inception

rr_AverageAnnualReturnSinceInception

4.79%

^[4],[5]

Frank Value Fund | Investor Class | Return After Taxes on Distributions and Sale of Fund Shares

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

5.34%

5 Years

rr_AverageAnnualReturnYear05

1.90%

Since Inception

rr_AverageAnnualReturnSinceInception

4.56%

^[4],[5]

Frank Value Fund | Investor Class | - Comparison Index - S&P 500 Index (reflects no deductions for fees, expenses, or taxes)

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

2.11%

5 Years

rr_AverageAnnualReturnYear05

(0.25%)

Since Inception

rr_AverageAnnualReturnSinceInception

3.87%

^[4],[5]

Frank Value Fund | Class C

Risk/Return:

rr_RiskReturnAbstract

Redemption Fee (as a percentage of amount redeemed on shares held less than 5 business days){neg}

rr_RedemptionFeeOverRedemption

(2.00%)

Management Fees

rr_ManagementFeesOverAssets

0.99%

Distribution and/or Service (12b-1) Fees

rr_DistributionAndService12b1FeesOverAssets

1.00%

Other Expenses

rr_OtherExpensesOverAssets

0.25%

Acquired Fund Fees and Expenses

rr_AcquiredFundFeesAndExpensesOverAssets

0.02%

^[1]

Total Annual Fund Operating Expenses

rr_ExpensesOverAssets

2.26%

Expense Example, with Redemption, 1 Year

rr_ExpenseExampleYear01

229

Expense Example, with Redemption, 3 Years

rr_ExpenseExampleYear03

706

Expense Example, with Redemption, 5 Years

rr_ExpenseExampleYear05

1,210

Expense Example, with Redemption, 10 Years

rr_ExpenseExampleYear10

2,595

1 Year

rr_AverageAnnualReturnYear01

7.34%

Since Inception

rr_AverageAnnualReturnSinceInception

14.42%

^[4],[5]

Frank Value Fund | Class C | - Comparison Index - S&P 500 Index (reflects no deductions for fees, expenses, or taxes)

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

2.11%

Since Inception

rr_AverageAnnualReturnSinceInception

10.75%

^[4],[5]

Frank Value Fund | Institutional Class

Risk/Return:

rr_RiskReturnAbstract

Redemption Fee (as a percentage of amount redeemed on shares held less than 5 business days){neg}

rr_RedemptionFeeOverRedemption

(2.00%)

Management Fees

rr_ManagementFeesOverAssets

0.99%

Distribution and/or Service (12b-1) Fees

rr_DistributionAndService12b1FeesOverAssets

none

Other Expenses

rr_OtherExpensesOverAssets

0.24%

Acquired Fund Fees and Expenses

rr_AcquiredFundFeesAndExpensesOverAssets

0.02%

^[1]

Total Annual Fund Operating Expenses

rr_ExpensesOverAssets

1.25%

Expense Example, with Redemption, 1 Year

rr_ExpenseExampleYear01

127

Expense Example, with Redemption, 3 Years

rr_ExpenseExampleYear03

397

Expense Example, with Redemption, 5 Years

rr_ExpenseExampleYear05

686

Expense Example, with Redemption, 10 Years

rr_ExpenseExampleYear10

1,511

1 Year

rr_AverageAnnualReturnYear01

8.21%

Since Inception

rr_AverageAnnualReturnSinceInception

9.22%

^[4],[5]

Frank Value Fund | Institutional Class | - Comparison Index - S&P 500 Index (reflects no deductions for fees, expenses, or taxes)

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

2.11%

Since Inception

rr_AverageAnnualReturnSinceInception

7.68%

^[4],[5]

Leigh Baldwin Total Return Fund

Risk/Return:

rr_RiskReturnAbstract

Objective [Heading]

rr_ObjectiveHeading

Investment Objective

Objective, Primary [Text Block]

rr_ObjectivePrimaryTextBlock

The Fund’s investment objective is to provide total return.

Expense [Heading]

rr_ExpenseHeading

Fees and Expenses

Expense Narrative [Text Block]

rr_ExpenseNarrativeTextBlock

This table describes fees and expenses that you may pay if you buy and hold Fund shares.

Shareholder Fees Caption [Text]

rr_ShareholderFeesCaption

Shareholder Fees (fees paid directly from your investment)

Operating Expenses Caption [Text]

rr_OperatingExpensesCaption

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Portfolio Turnover [Heading]

rr_PortfolioTurnoverHeading

Portfolio Turnover

Portfolio Turnover [Text Block]

rr_PortfolioTurnoverTextBlock

The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio).  A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account.  These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund’s performance.  During the most recent fiscal year, the Fund’s portfolio turnover rate was 684.25% of the average value of its portfolio.

Portfolio Turnover, Rate

rr_PortfolioTurnoverRate

684.25%

Expense Example [Heading]

rr_ExpenseExampleHeading

Example:

Expense Example Narrative [Text Block]

rr_ExpenseExampleNarrativeTextBlock

This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

Strategy [Heading]

rr_StrategyHeading

Principal Investment Strategies

Strategy Narrative [Text Block]

rr_StrategyNarrativeTextBlock

The Fund seeks to achieve its investment objective by purchasing equity securities (including common stock, shares of other investment companies, and exchange traded funds) and selling covered calls to generate income to the Fund.  The Fund may also purchase put options in conjunction with the covered calls to limit the risk of ownership of the underlying equity securities.  The Fund may also hold cash and cash equivalents as a means of reducing the Fund’s volatility.

The Fund will invest in the stocks of primarily U.S. domestic companies of any market capitalization selected based on fundamental research performed by the Fund’s investment adviser, Leigh Baldwin & Co., LLC (“Leigh Baldwin” or, as the Fund’s investment adviser, the “Adviser”).  However, the Fund may also invest in sponsored and unsponsored American Depositary Receipts (“ADRs”) that represent an indirect investment in foreign companies.  In selecting the stocks for the Fund, the Adviser will focus on companies with long track records of positive earnings and dividend growth.  Key factors of a company’s growth prospects considered by the Adviser include strong company management and leadership, positive historic growth of company earnings and revenues, the company’s leadership position relative to its industry peers, and the estimated sustainability of the company’s current and future business plans. Stock investments will also be evaluated on their ability to generate consistent cash flow, via dividends and option income, without extreme price fluctuations. The Adviser will sell stocks for the Fund when the Adviser has determined that there has been a significant change, good or bad, regarding the factors described above.  The Adviser will also sell stocks used to cover a call option sold by the Fund when the option is exercised by the holder of the option.

The Fund may also maintain a position in cash or cash equivalents so that the Adviser has sufficient resources to make investments consistent with the Fund’s investment objective as opportunities arise without having to sell other holdings.

The Fund is a non-diversified fund, which means that the Fund may take a larger position in a small number of companies than a diversified fund.

Risk [Heading]

rr_RiskHeading

Principal Investment Risks

Risk Narrative [Text Block]

rr_RiskNarrativeTextBlock

As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other government agency. The risks associated with an investment in the Fund can increase during times of significant market volatility, and there can be no assurance that the Fund will achieve its investment objective. The principal risks of investing in the Fund are:

Market Risk:  Overall stock market risks may also affect the value of the Fund.  Factors such as domestic economic growth and market conditions, interest rate levels and political events affect the securities markets. The value of the Fund will fluctuate and you could lose money by investing in the Fund.

Management Risk:  The Adviser of the Fund has limited experience managing a mutual fund.  This inexperience may result in poor security selection causing the Fund to underperform other funds with similar investment strategies, and you may lose money.

Portfolio Turnover Risk:  The Fund may engage in active and frequent trading of portfolio securities to achieve its principal investment strategies.  To the extent the Fund has high portfolio turnover, it will generally incur additional costs due to greater brokerage commission expenses (and dealer spreads built into the cost of the securities) than those incurred by a Fund with a lower portfolio turnover rate.  The higher portfolio turnover rate may result in the realization for federal income tax purposes of additional net capital gains, which also may result in substantial ordinary income to shareholders.  These factors may negatively affect the Fund’s performance.

Non-Diversification Risk:  As a non-diversified fund, the Fund may be more susceptible to a single negative economic, political, or regulatory occurrence, and may be subject to substantially more market risk and volatility than a diversified fund.

Put and Call Option Risk:  The seller (writer) of a call option which is covered (e.g., the writer holds the underlying security) assumes the risk of a decline in the market price of the underlying security below the purchase price of the underlying security less the premium received, and gives up the opportunity for gain on the underlying security above the exercise price of the option.  The buyer of a call option assumes the risk of losing its entire premium invested in the call option. The seller (writer) of a put option which is covered (e.g., the writer has a short position in the underlying security) assumes the risk of an increase in the market price of the underlying security above the sales price (in establishing the short position) of the underlying security plus the premium received, and gives up the opportunity for gain on the underlying security below the exercise price of the option. The buyer of a put option assumes the risk of losing his entire premium invested in the put option.

Investment Company Securities Risk:  When the Fund invests in another investment company (including mutual funds, registered closed-end investment companies, exchange traded funds and money market funds), it will indirectly bear its proportionate share of any fees and expenses payable directly by the other investment company.  Therefore, the Fund will incur higher expenses, many of which may be duplicative. In addition, the Fund may be affected by losses of the underlying funds and the level of risk arising from the investment practices of the underlying funds (such as the use of leverage by the funds).  The Fund has no control over the risks taken by the underlying funds in which it invests.

Foreign Securities Risk:  Foreign securities are considered only if they are trading in domestic markets such as through ADRs, or are directly listed in a domestic market such as the New York Stock Exchange or NASDAQ. An ADR is a receipt for the shares of a foreign-based corporation, held in the vault of a U.S. bank and entitling the shareholder to all dividends and capital gains. A sponsored ADR is issued by a company whose stock will underlie the ADR. The corporation provides financial information to the bank and may subsidize the administration of the ADRs. An unsponsored ADR is issued by a broker/dealer or a depositary bank without the involvement of the company whose stock underlies the ADR. Purchases of foreign equity securities entail certain risks.  For example, there may be less information publicly available about a foreign company than about a U.S. company, and foreign companies are not generally subject to accounting, auditing and financial reporting standards and practices comparable to those in the U.S.  Other risks associated with investments in foreign securities include changes in restrictions on foreign currency transactions and rates of exchanges, changes in the administrations or economic and monetary policies of foreign governments, the imposition of exchange control regulations, the possibility of expropriation decrees and other adverse foreign governmental action, the imposition of foreign taxes, less liquid markets, less government supervision of exchanges, brokers and issuers, difficulty in enforcing contractual obligations, delays in settlement of securities transactions and greater price volatility.  Unsponsored ADRs may carry more risk than sponsored ADRs because of the absence of financial information provided by the underlying company.  In addition, investing in foreign securities will generally result in higher commissions than investing in similar domestic securities.

Small-Cap and Mid-Cap Risk: Because the Fund may invest in smaller and mid-capitalization companies, the Fund will be subject to additional risks.  The earnings and prospects of such companies are more volatile than larger companies, and they may experience higher failure rates than larger companies.  The trading volume of securities of smaller companies is normally less than that of larger companies and, therefore, may disproportionately affect their market price, tending to make them fall more in response to selling pressure than is the case with larger companies. Smaller and mid-capitalization may also have limited markets, product lines, or financial resources and may lack management experience.

Risk Lose Money [Text]

rr_RiskLoseMoney

The value of the Fund will fluctuate and you could lose money by investing in the Fund.

Bar Chart and Performance Table [Heading]

rr_BarChartAndPerformanceTableHeading

Performance

Performance Narrative [Text Block]

rr_PerformanceNarrativeTextBlock

The bar chart and performance table below show the variability of the returns of the Fund, which provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year and by showing how the Fund’s average annual returns for a 1-year period and for the life of the Fund compare with the S&P 500 Index, a broad measure of market performance.  The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. Updated performance information is available on the Adviser’s website at www.leighbaldwin.com.

Performance Availability Website Address [Text]

rr_PerformanceAvailabilityWebSiteAddress

www.leighbaldwin.com

Performance Past Does Not Indicate Future [Text]

rr_PerformancePastDoesNotIndicateFuture

The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future

Bar Chart [Heading]

rr_BarChartHeading

TOTAL RETURNS

(for the years ended December 31)

Annual Return 2008

rr_AnnualReturn2008

(9.75%)

Annual Return 2009

rr_AnnualReturn2009

5.61%

Annual Return 2010

rr_AnnualReturn2010

2.07%

Annual Return 2011

rr_AnnualReturn2011

(1.28%)

Bar Chart Closing [Text Block]

rr_BarChartClosingTextBlock

The Fund’s year-to-date return through September 30, 2012 was -2.50%.

Best Quarter - 3rd quarter 2009: 3.56%

Worst Quarter - 4th quarter 2008: -8.09%

Highest Quarterly Return, Label

rr_HighestQuarterlyReturnLabel

Best Quarter

Highest Quarterly Return, Date

rr_BarChartHighestQuarterlyReturnDate

Sep. 30, 2009

Highest Quarterly Return

rr_BarChartHighestQuarterlyReturn

3.56%

Lowest Quarterly Return, Label

rr_LowestQuarterlyReturnLabel

Worst Quarter

Lowest Quarterly Return, Date

rr_BarChartLowestQuarterlyReturnDate

Dec. 31, 2008

Lowest Quarterly Return

rr_BarChartLowestQuarterlyReturn

(8.09%)

Performance Table Heading

rr_PerformanceTableHeading

Average Annual Total Returns for the period ended December 31, 2011:

Leigh Baldwin Total Return Fund | - Comparison Index - S&P 500 Index (reflects no deductions for fees, expenses, or taxes)

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

2.11%

Since Inception

rr_AverageAnnualReturnSinceInception

3.28%

^[3]

Leigh Baldwin Total Return Fund | - Comparison Index - HFRX Equity Market Neutral Index (reflects no deduction for fees, expenses, or taxes)

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

(293.00%)

Since Inception

rr_AverageAnnualReturnSinceInception

(0.81%)

^[3]

Leigh Baldwin Total Return Fund | Leigh Baldwin Total Return Fund

Risk/Return:

rr_RiskReturnAbstract

Maximum Deferred Sales Charge (Load) (as a percentage of redemption proceeds)

rr_MaximumDeferredSalesChargeOverOther

none

Redemption Fee (as a percentage of amount redeemed on shares held less than 5 business days){neg}

rr_RedemptionFeeOverRedemption

(2.00%)

Management Fees

rr_ManagementFeesOverAssets

0.45%

Distribution and/or Service (12b-1) Fees

rr_DistributionAndService12b1FeesOverAssets

1.00%

Other Expenses

rr_OtherExpensesOverAssets

2.78%

Acquired Fund Fees and Expenses

rr_AcquiredFundFeesAndExpensesOverAssets

0.13%

^[1]

Total Annual Fund Operating Expenses

rr_ExpensesOverAssets

4.36%

Fee Deferral and/or Expense Reimbursement

rr_FeeWaiverOrReimbursementOverAssets

(2.48%)

Total Annual Fund Operating Expenses After Fee Defferal and/or Expense Reimbursement

rr_NetExpensesOverAssets

1.88%

Expense Example, with Redemption, 1 Year

rr_ExpenseExampleYear01

191

Expense Example, with Redemption, 3 Years

rr_ExpenseExampleYear03

591

Expense Example, with Redemption, 5 Years

rr_ExpenseExampleYear05

1,016

Expense Example, with Redemption, 10 Years

rr_ExpenseExampleYear10

2,201

1 Year

rr_AverageAnnualReturnYear01

(1.28%)

Since Inception

rr_AverageAnnualReturnSinceInception

(1.18%)

^[3]

Leigh Baldwin Total Return Fund | Leigh Baldwin Total Return Fund | Return After Taxes on Distributions

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

(2.16%)

^[2]

Since Inception

rr_AverageAnnualReturnSinceInception

(2.78%)

^[2],[3]

Leigh Baldwin Total Return Fund | Leigh Baldwin Total Return Fund | Return After Taxes on Distributions and Sale of Fund Shares

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

(0.83%)

^[2]

Since Inception

rr_AverageAnnualReturnSinceInception

(1.89%)

^[2],[3]

[1] Acquired Fund Fees and Expenses are the indirect costs of investing in other investment companies. The operating expenses in this fee table will not correlate to the expense ratio in the Fund's financial highlights because the financial statements include only the direct operating expenses incurred by the Fund.

[2] After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor's tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.

[3] The Fund commenced investment operations on August 1, 2008.

[4] The Fund's Investor Class commenced investment operations on July 21, 2004.

[5] The Fund's Class C commenced investment operations on Septmeber 23, 2010 and and Institutional Class on November 3, 2010.

XML

Frank Value Fund

Investment Objective

The Fund’s investment objective is to provide long-term capital appreciation.

Fees and Expenses

This table describes fees and expenses that you may pay if you buy and hold Fund shares.

Shareholder Fees (fees paid directly from your investment)

Shareholder Fees Frank Value Fund	Investor Class	Class C	Institutional Class
Redemption Fee (as a percentage of amount redeemed on shares held less than 5 business days)	2.00%	2.00%	2.00%

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Annual Fund Operating Expenses Frank Value Fund		Investor Class	Class C	Institutional Class
Management Fees		0.99%	0.99%	0.99%
Distribution and/or Service (12b-1) Fees		0.25%	1.00%	none
Other Expenses		0.25%	0.25%	0.24%
Acquired Fund Fees and Expenses	[1]	0.02%	0.02%	0.02%
Total Annual Fund Operating Expenses		1.51%	2.26%	1.25%

Example:

This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

Expense Example Frank Value Fund (USD $)	Expense Example, with Redemption, 1 Year	Expense Example, with Redemption, 3 Years	Expense Example, with Redemption, 5 Years	Expense Example, with Redemption, 10 Years
Investor Class	154	477	824	1,802
Class C	229	706	1,210	2,595
Institutional Class	127	397	686	1,511

Portfolio Turnover

The Fund pays transaction costs, such as commissions, when it buys and sells securities (or "turns over" its portfolio).  A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account.  These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund's performance.  During the most recent fiscal year, the Fund's portfolio turnover rate was 43.48% of the average value of its portfolio.

Principal Investment Strategies

The Fund’s principal investment strategy is value investing. The Fund invests in common stock of U.S. companies that the Fund’s adviser, Frank Capital Partners LLC, believes are underpriced based on the company’s intrinsic value.  The adviser defines intrinsic value as the price an intelligent and informed business owner would pay for the enterprise, and is independent from the current selling price in the stock markets.

The adviser uses quantitative analysis to identify undervalued companies, examining such traditional value criteria as:

·price-to-earnings, price-to-book value and price-to-cash flow ratios;

·the discounted value of future cash flows;

·acquisition values of similar companies; and

·the value stockholders would receive if the company was liquidated.

The adviser then performs subjective analysis, including the review of trade magazines, annual reports, and regulatory filings.  The adviser considers the future growth potential of the company, its products and services, its industry position, and the quality of its management before making a final determination of the company’s intrinsic value.

The Fund invests in common stocks of companies that have strong financial positions, evidenced by balance sheets without significant debt or other liabilities compared to cash reserves. The adviser believes financial markets place undue emphasis on a firms’ income, often ignoring the balance sheet. Therefore, companies with strong balance sheets may have significantly discounted market prices. The Fund may invest in companies regardless of size, including small- and micro-cap companies. The adviser sells common stocks when the market price exceeds its estimate of intrinsic value.

From time to time the Fund may be invested more heavily in a particular sector if the adviser determines that companies in that sector present the best value.  The adviser may invest in “special situation” companies, including spin-offs and companies recently emerging from bankruptcy.

Principal Investment Risks

As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other government agency. The risks associated with an investment in the Fund can increase during times of significant market volatility, and there can be no assurance that the Fund will achieve its investment objective. The principal risks of investing in the Fund are:

Management Risk:  The main risk of investing in the Fund is that the adviser’s strategy of investing in undervalued securities may fail.  The adviser may be incorrect in its assessment of the intrinsic value of the companies in which the Fund invests, or value stocks may be out of favor with investors.

Common Stock Risk: The Fund invests the majority of its assets in common stocks. Historically, common stocks are more volatile than other securities such as bonds. The common stock of a company that experiences financial distress may lose significant value or become worthless. The rights of common stockholders are subordinate to all other claims on a company’s assets including debt holders and preferred stock holders; therefore the Fund could lose money if a company in which it invests becomes financially distressed.

Market Risk Disclosure: Overall stock market risks may also affect the value of the Fund.  Factors such as domestic economic growth and market conditions, interest rate levels and political events affect the securities markets. The value of the Fund will fluctuate and you could lose money by investing in the Fund.

Special Situation Risk: The Fund may invest a significant portion of assets in special situations, such as spin-offs, companies recently emerging from bankruptcy, and merger securities. Spin-off companies may encounter difficulties because they are operating on their own for the first time, without the protection of their parent company. Spin-offs also may be created for the purpose of moving liabilities from the parent company to the spin-off. These potential problems may impair operating results, leading to losses to the Fund. Additionally, there is a possibility that the spin-off company may incur the business risk of the parent. Companies that have recently emerged from bankruptcy may still have the problems that caused the initial bankruptcy filing, leading to poor operating results or possibly another bankruptcy filing. These companies also may have weak financial positions.  Merger securities may encounter complications arising from the expected transaction. Finally, the adviser may incorrectly evaluate any of these special situation stocks, resulting in losses to the Fund.

Small-Cap and Mid-Cap Risk: Because the Fund may invest in smaller and mid-capitalization companies, the Fund will be subject to additional risks.  The earnings and prospects of such companies are more volatile than larger companies, and they may experience higher failure rates than larger companies.  The trading volume of securities of smaller companies is normally less than that of larger companies and, therefore, may disproportionately affect their market price, tending to make them fall more in response to selling pressure than is the case with larger companies. Smaller and mid-capitalization may also have limited markets, product lines, or financial resources and may lack management experience.

Sector Risk:  If the Fund’s portfolio is overweighted in a certain sector, any negative development affecting that sector will have a greater impact on the Fund than it would have on a fund that is not overweighted in that sector.  The Fund may from time to time have a greater focus in certain sectors, and weakness in those sectors could result in significant losses to the Fund. 

Non-diversification Risk: The Fund is non-diversified. This means that the Fund may not own as many securities as a diversified mutual fund of the same size. Due to the smaller number of security holdings, the appreciation or depreciation of a single stock may have a greater impact on the Fund’s share price.  As a result, this investment strategy can produce more fluctuation in the Fund’s value than a diversified mutual fund.

Performance

The bar chart and performance table below show the variability of the returns of the Fund, which provide some indication of the risks of investing in the Fund by showing changes in the Fund’s Investor Class performance from year to year and by showing how the Fund’s average annual returns for a 1-year and 5-year period and for the life of the Fund compare with the S&P 500 Index, a broad measure of market performance.  The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. Updated performance information is available on the Fund’s website at www.frankfunds.com.

TOTAL RETURNS FOR INVESTOR CLASS SHARES

(for the years ended December 31)

The Fund's Investor Class year-to-date return through September 30, 2012 was 9.88%.

Best Quarter - 2nd quarter 2009: 27.81%

Worst Quarter - 4th quarter 2008: -28.03%

Average Annual Total Returns for the period ended December 31, 2011:

In the performance table below, after-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.  Actual after-tax returns depend on an investor's tax situation and may differ from those shown.  After-tax returns shown in the table are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.  After-tax returns are shown for only the Investor Class, and after-tax returns for the Class C and Institutional Class will vary from the returns shown in the table.

Average Annual Total Returns Frank Value Fund	1 Year	5 Years	Since Inception
Investor Class	8.00%	2.89%	5.83%	[1],[2]
Investor Class Return After Taxes on Distributions	7.75%	1.72%	4.79%	[1],[2]
Investor Class Return After Taxes on Distributions and Sale of Fund Shares	5.34%	1.90%	4.56%	[1],[2]
Investor Class - Comparison Index - S&P 500 Index (reflects no deductions for fees, expenses, or taxes)	2.11%	(0.25%)	3.87%	[1],[2]
Class C	7.34%		14.42%	[1],[2]
Class C - Comparison Index - S&P 500 Index (reflects no deductions for fees, expenses, or taxes)	2.11%		10.75%	[1],[2]
Institutional Class	8.21%		9.22%	[1],[2]
Institutional Class - Comparison Index - S&P 500 Index (reflects no deductions for fees, expenses, or taxes)	2.11%		7.68%	[1],[2]

Leigh Baldwin Total Return Fund

Investment Objective

The Fund’s investment objective is to provide total return.

Fees and Expenses

This table describes fees and expenses that you may pay if you buy and hold Fund shares.

Shareholder Fees (fees paid directly from your investment)

Shareholder Fees	Leigh Baldwin Total Return Fund
Maximum Deferred Sales Charge (Load) (as a percentage of redemption proceeds)	none
Redemption Fee (as a percentage of amount redeemed on shares held less than 5 business days)	2.00%

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Annual Fund Operating Expenses		Leigh Baldwin Total Return Fund
Management Fees		0.45%
Distribution and/or Service (12b-1) Fees		1.00%
Other Expenses		2.78%
Acquired Fund Fees and Expenses	[1]	0.13%
Total Annual Fund Operating Expenses		4.36%
Fee Deferral and/or Expense Reimbursement		(2.48%)
Total Annual Fund Operating Expenses After Fee Defferal and/or Expense Reimbursement		1.88%

Example:

This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

Expense Example (USD $)	Expense Example, with Redemption, 1 Year	Expense Example, with Redemption, 3 Years	Expense Example, with Redemption, 5 Years	Expense Example, with Redemption, 10 Years
Leigh Baldwin Total Return Fund	191	591	1,016	2,201

Portfolio Turnover

The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio).  A higher portfolio turnover may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account.  These costs, which are not reflected in annual fund operating expenses or in the Example, affect the Fund’s performance.  During the most recent fiscal year, the Fund’s portfolio turnover rate was 684.25% of the average value of its portfolio.

Principal Investment Strategies

The Fund seeks to achieve its investment objective by purchasing equity securities (including common stock, shares of other investment companies, and exchange traded funds) and selling covered calls to generate income to the Fund.  The Fund may also purchase put options in conjunction with the covered calls to limit the risk of ownership of the underlying equity securities.  The Fund may also hold cash and cash equivalents as a means of reducing the Fund’s volatility.

The Fund will invest in the stocks of primarily U.S. domestic companies of any market capitalization selected based on fundamental research performed by the Fund’s investment adviser, Leigh Baldwin & Co., LLC (“Leigh Baldwin” or, as the Fund’s investment adviser, the “Adviser”).  However, the Fund may also invest in sponsored and unsponsored American Depositary Receipts (“ADRs”) that represent an indirect investment in foreign companies.  In selecting the stocks for the Fund, the Adviser will focus on companies with long track records of positive earnings and dividend growth.  Key factors of a company’s growth prospects considered by the Adviser include strong company management and leadership, positive historic growth of company earnings and revenues, the company’s leadership position relative to its industry peers, and the estimated sustainability of the company’s current and future business plans. Stock investments will also be evaluated on their ability to generate consistent cash flow, via dividends and option income, without extreme price fluctuations. The Adviser will sell stocks for the Fund when the Adviser has determined that there has been a significant change, good or bad, regarding the factors described above.  The Adviser will also sell stocks used to cover a call option sold by the Fund when the option is exercised by the holder of the option.

The Fund may also maintain a position in cash or cash equivalents so that the Adviser has sufficient resources to make investments consistent with the Fund’s investment objective as opportunities arise without having to sell other holdings.

The Fund is a non-diversified fund, which means that the Fund may take a larger position in a small number of companies than a diversified fund.

Principal Investment Risks

As with any mutual fund investment, loss of money is a risk of investing. An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other government agency. The risks associated with an investment in the Fund can increase during times of significant market volatility, and there can be no assurance that the Fund will achieve its investment objective. The principal risks of investing in the Fund are:

Market Risk:  Overall stock market risks may also affect the value of the Fund.  Factors such as domestic economic growth and market conditions, interest rate levels and political events affect the securities markets. The value of the Fund will fluctuate and you could lose money by investing in the Fund.

Management Risk:  The Adviser of the Fund has limited experience managing a mutual fund.  This inexperience may result in poor security selection causing the Fund to underperform other funds with similar investment strategies, and you may lose money.

Portfolio Turnover Risk:  The Fund may engage in active and frequent trading of portfolio securities to achieve its principal investment strategies.  To the extent the Fund has high portfolio turnover, it will generally incur additional costs due to greater brokerage commission expenses (and dealer spreads built into the cost of the securities) than those incurred by a Fund with a lower portfolio turnover rate.  The higher portfolio turnover rate may result in the realization for federal income tax purposes of additional net capital gains, which also may result in substantial ordinary income to shareholders.  These factors may negatively affect the Fund’s performance.

Non-Diversification Risk:  As a non-diversified fund, the Fund may be more susceptible to a single negative economic, political, or regulatory occurrence, and may be subject to substantially more market risk and volatility than a diversified fund.

Put and Call Option Risk:  The seller (writer) of a call option which is covered (e.g., the writer holds the underlying security) assumes the risk of a decline in the market price of the underlying security below the purchase price of the underlying security less the premium received, and gives up the opportunity for gain on the underlying security above the exercise price of the option.  The buyer of a call option assumes the risk of losing its entire premium invested in the call option. The seller (writer) of a put option which is covered (e.g., the writer has a short position in the underlying security) assumes the risk of an increase in the market price of the underlying security above the sales price (in establishing the short position) of the underlying security plus the premium received, and gives up the opportunity for gain on the underlying security below the exercise price of the option. The buyer of a put option assumes the risk of losing his entire premium invested in the put option.

Investment Company Securities Risk:  When the Fund invests in another investment company (including mutual funds, registered closed-end investment companies, exchange traded funds and money market funds), it will indirectly bear its proportionate share of any fees and expenses payable directly by the other investment company.  Therefore, the Fund will incur higher expenses, many of which may be duplicative. In addition, the Fund may be affected by losses of the underlying funds and the level of risk arising from the investment practices of the underlying funds (such as the use of leverage by the funds).  The Fund has no control over the risks taken by the underlying funds in which it invests.

Foreign Securities Risk:  Foreign securities are considered only if they are trading in domestic markets such as through ADRs, or are directly listed in a domestic market such as the New York Stock Exchange or NASDAQ. An ADR is a receipt for the shares of a foreign-based corporation, held in the vault of a U.S. bank and entitling the shareholder to all dividends and capital gains. A sponsored ADR is issued by a company whose stock will underlie the ADR. The corporation provides financial information to the bank and may subsidize the administration of the ADRs. An unsponsored ADR is issued by a broker/dealer or a depositary bank without the involvement of the company whose stock underlies the ADR. Purchases of foreign equity securities entail certain risks.  For example, there may be less information publicly available about a foreign company than about a U.S. company, and foreign companies are not generally subject to accounting, auditing and financial reporting standards and practices comparable to those in the U.S.  Other risks associated with investments in foreign securities include changes in restrictions on foreign currency transactions and rates of exchanges, changes in the administrations or economic and monetary policies of foreign governments, the imposition of exchange control regulations, the possibility of expropriation decrees and other adverse foreign governmental action, the imposition of foreign taxes, less liquid markets, less government supervision of exchanges, brokers and issuers, difficulty in enforcing contractual obligations, delays in settlement of securities transactions and greater price volatility.  Unsponsored ADRs may carry more risk than sponsored ADRs because of the absence of financial information provided by the underlying company.  In addition, investing in foreign securities will generally result in higher commissions than investing in similar domestic securities.

Small-Cap and Mid-Cap Risk: Because the Fund may invest in smaller and mid-capitalization companies, the Fund will be subject to additional risks.  The earnings and prospects of such companies are more volatile than larger companies, and they may experience higher failure rates than larger companies.  The trading volume of securities of smaller companies is normally less than that of larger companies and, therefore, may disproportionately affect their market price, tending to make them fall more in response to selling pressure than is the case with larger companies. Smaller and mid-capitalization may also have limited markets, product lines, or financial resources and may lack management experience.

Performance

The bar chart and performance table below show the variability of the returns of the Fund, which provide some indication of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year and by showing how the Fund’s average annual returns for a 1-year period and for the life of the Fund compare with the S&P 500 Index, a broad measure of market performance.  The Fund’s past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. Updated performance information is available on the Adviser’s website at www.leighbaldwin.com.

TOTAL RETURNS

(for the years ended December 31)

The Fund’s year-to-date return through September 30, 2012 was -2.50%.

Best Quarter - 3rd quarter 2009: 3.56%

Worst Quarter - 4th quarter 2008: -8.09%

Average Annual Total Returns for the period ended December 31, 2011:

Average Annual Total Returns		1 Year	Since Inception
Leigh Baldwin Total Return Fund - Comparison Index - S&P 500 Index (reflects no deductions for fees, expenses, or taxes)		2.11%	3.28%	[1]
Leigh Baldwin Total Return Fund - Comparison Index - HFRX Equity Market Neutral Index (reflects no deduction for fees, expenses, or taxes)		(293.00%)	(0.81%)	[1]
Leigh Baldwin Total Return Fund		(1.28%)	(1.18%)	[1]
Leigh Baldwin Total Return Fund Return After Taxes on Distributions	[2]	(2.16%)	(2.78%)	[1]
Leigh Baldwin Total Return Fund Return After Taxes on Distributions and Sale of Fund Shares	[2]	(0.83%)	(1.89%)	[1]

[1] Acquired Fund Fees and Expenses are the indirect costs of investing in other investment companies. The operating expenses in this fee table will not correlate to the expense ratio in the Fund's financial highlights because the financial statements include only the direct operating expenses incurred by the Fund.

[1] The Fund's Investor Class commenced investment operations on July 21, 2004.

[2] The Fund's Class C commenced investment operations on Septmeber 23, 2010 and and Institutional Class on November 3, 2010.

[1] Acquired Fund Fees and Expenses are the indirect costs of investing in other investment companies. The operating expenses in this fee table will not correlate to the expense ratio in the Fund's financial highlights because the financial statements include only the direct operating expenses incurred by the Fund.

[1] The Fund commenced investment operations on August 1, 2008.

[2] After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor's tax situation and may differ from those shown. After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.