N-CSR 1 bof-ncsra.htm BARRETT OPPORTUNITY FUND, INC. ANNUAL REPORT 8-31-22


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 811-02884



Barrett Opportunity Fund, Inc.
(Exact name of registrant as specified in charter)



90 Park Avenue
New York, NY 10016
(Address of principal executive offices) (Zip code)



John G. Youngman
90 Park Avenue
New York, NY 10016
(Name and address of agent for service)



(212) 983-5080
Registrant's telephone number, including area code



Date of fiscal year end: August 31, 2022



Date of reporting period:  August 31, 2022




Item 1. Reports to Stockholders.









Annual Report
August 31, 2022

INVESTMENT PRODUCTS: NOT FDIC INSURED • NO BANK GUARANTEE • MAY LOSE VALUE

BARRETT
OPPORTUNITY FUND, INC.


 
Annual Report        •
August 31, 2022
   
   
   
   
Fund Objectives
The Fund seeks to achieve above average long-term capital appreciation.  Current income is a secondary objective.  The Fund invests primarily in common stocks and securities convertible into or exchangeable for common stock such as convertible preferred stock or convertible debt securities.

What’s Inside
Letter from the Chairperson
1
 
Manager Overview
1
 
Fund at a Glance
4
 
Fund Expenses
5
 
Historical Performance
6
 
Schedule of Investments
7
 
Statement of Assets & Liabilities
9
 
Statement of Operations
10
 
Statements of Changes in Net Assets
11
 
Financial Highlights
12
 
Notes to Financial Statements
13
 
Report of Independent Registered Public Accounting Firm
21
 
Additional Information
22
 
Important Tax Information
24



BARRETT
OPPORTUNITY FUND, INC.

 

   
Letter from the
Dear Shareholder,
Chairperson
 

We are pleased to provide the annual report of the Barrett Opportunity Fund, Inc.1 (the “Fund”) for the twelve-month period ended August 31, 2022.
   
 
The management team at Barrett Asset Management, LLC (“Barrett”) has prepared the enclosed Manager’s Overview, which includes a brief market overview, as well as a performance review.  I urge you to read it as well as the accompanying financial statements. A detailed summary of the Fund’s performance and other pertinent information are also included in this report.  I am sure you will find it informative and useful.
   
 
On behalf of the Directors and the officers of the Fund, I thank you for your ongoing confidence in the Fund and its investment policies.
   
 
Sincerely,
   
 
   
 
David H. Kochman
 
Chairperson
 
October 11, 2022

   
1
The Fund was formerly known as the Salomon Brothers Opportunity Fund Inc.  The Fund name, investment manager and certain investment policies were changed effective December 1, 2006.


 
Manager
Market Overview
Overview
 
 
The past year has been tough for stocks.  The approximate 11% decline as seen in equity markets during the twelve-month period ending August 31, 2022 reflect investors’ anxiousness over the Federal Reserve’s ability to contain the elevated levels of inflation that we have been experiencing.  Many investors are concerned the Central bank’s aggressive monetary policy will eventually push the U.S. into a recession.  Global tension regarding Ukraine, which has led to commodity flare ups, has been adding an extra layer of uncertainty to an already shaky macro landscape.
   
 
On the positive side, we acknowledge that some corners of the market are still healthy.  The labor market remains tight, with the U.S. still adding jobs as of the latest reading.  Wage growth continues to be positive, meaning there is some offset to high inflation.
   
 
However, U.S.  corporations face severe cost pressures, not only with labor but also expenses related to commodity input and transport.  Many companies have been able to increase prices for their goods and services, but some firms are unable to and now seeing profit margins reflect this challenge.  In our view, the strong U.S. dollar should continue to negatively impact currency translation for firms conducting business in


1

BARRETT
OPPORTUNITY FUND, INC.



 
multiple regions.  Overall, our expectation for 2023 is that earnings growth should decline unless inflation swiftly reverses course and sustains at the lower levels.  We are not overly optimistic of a quick reversal, as inflation is proving to be stickier than anticipated.  We think the Fed is unlikely to waver from its very hawkish stance as a response.  In our opinion, monetary policy error has become a real risk, and we see the odds of a recession increasing with each incremental rate hike.  The Fed needs to carefully assess the impact of cumulative rate hikes to date to prevent the economy from contracting.
   
 
Portfolio and Performance Review
   
 
During the twelve-month period ending August 2022, the Fund appreciated 0.69% versus a decline of 11.23% for the S&P 500 Index.
   
 
The Fund’s performance relative to the broader index was supported by its overweighting in Energy as well as its underweighting in Communication Services.  The Fund’s performance was also supported by favorable stock selection in the Technology and Consumer Discretionary sectors.  The security selection in the Materials sector also negatively impacted performance relative to the broader market.
   
 
Murphy USA, Murphy Oil, Shell, and Progressive were the best performing names in the Fund over the twelve-month period ending August 2022.  Philips, Fidelity National, International Flavors & Fragrances were weakest performing investments in the Fund over the same time period.
   
 
Economic activity is expected to slow into the next year.  The markets are appear to be assessing the ability of the Federal Reserve to bring inflationary pressures down to more normalized levels.  Earnings expectations have started to trend lower, but the success of the Fed’s monetary tightening should determine whether estimates, and with it the market, will see further declines in the coming months.  In such markets, we anticipate greater attention to be given to companies with disciplined business models that generate returns through improving business prospects and favorable returns of capital through dividends and share repurchases.
   
 
We thank you for your continued interest in the Fund.
   
 
Sincerely,

   
   
 
   
Amy Kong
E. Wells Beck, CFA
   
Portfolio Manager
Portfolio Manager


2

BARRETT
OPPORTUNITY FUND, INC.



 
Earnings growth is not representative of the Fund’s future performance.
   
 
Past performance is not a guarantee of future results.
   
 
The outlook, views, and opinions presented are those of the Adviser as of August 31, 2022. These are not intended to be a forecast of future events, a guarantee of future results, or investment advice.
   
 
Must be preceded or accompanied by a prospectus.
   
 
Mutual fund investing involves risk. Principal loss is possible. The Fund is non-diversified, which means that it can invest a higher percentage of its assets in any one issuer. Investing in a non-diversified fund may entail greater risks than is normally associated with more widely diversified funds. Small- and Medium- capitalization companies tend to have limited liquidity and greater price volatility than large-capitalization companies. Investing in foreign securities is subject to certain risks not associated with domestic investing, such as currency fluctuations and changes in political and economic conditions. These risks are magnified in emerging or developing markets. Some securities held by the fund may be illiquid and can be difficult to value and sell.
   
 
The S&P 500® Index is a capitalization weighted index of five hundred large capitalization stocks, which is designed to measure broad domestic securities markets.
   
 
Investors cannot invest directly in an index.
   
 
Fund holdings and sector allocations are subject to change and should not be considered a recommendation to buy or sell any security. For a complete list of portfolio holdings, please refer to the Schedule of Investments provided in this report.
   
 
The Barrett Opportunity Fund is distributed by Quasar Distributors, LLC.


3

BARRETT
OPPORTUNITY FUND, INC.

Fund at a Glance (Unaudited)
 
Top Ten Holdings – as of 8/31/2022
(As a percentage of Total Investments)

 
General Dynamics Corp.
   
10.6
%
 
Shell PLC – Class A – ADR
   
8.6
%
 
Murphy USA Inc.
   
7.7
%
 
Microsoft Corp.
   
7.4
%
 
Apple, Inc.
   
7.2
%
 
Automatic Data Processing, Inc.
   
6.3
%
 
The Bank of New York Mellon Corp.
   
5.8
%
 
Alphabet, Inc. – Class C
   
5.6
%
 
Murphy Oil Corp.
   
4.0
%
 
Jefferies Financial Group, Inc.
   
3.8
%
           


Sector Weightings – as of 8/31/2022
(As a percentage of Total Investments)

 

4

BARRETT
OPPORTUNITY FUND, INC.



Fund Expenses (Unaudited)
 
Example
 
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Fund expenses.  This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
This example is based on an investment of $1,000 invested on March 1, 2022, and held for the six months ended August 31, 2022.
 
Actual Expenses
 
The row of the table below titled “Actual Barrett Opportunity Fund, Inc. Expenses” provides information about actual account values and actual expenses.  You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period.  To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During the Period.”
 
Hypothetical Example for Comparison Purposes
 
The row of the table below titled “Hypothetical Expenses” provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5.00% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.  You may use the information provided in this table to compare the ongoing costs of investing in the Fund and other funds.  To do so, compare the 5.00% hypothetical example relating to the Fund with the 5.00% hypothetical examples that appear in the shareholder reports of the other funds.
 
Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs.  Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transaction costs were included, your costs would have been higher.
 
     
Expenses Paid
 
Beginning
Ending
During the Period*
 
Account
Account
March 1, 2022 to
 
Value
Value
August 31, 2022
Actual Barrett Opportunity Fund, Inc. Expenses
$1,000.00
$   972.00
$5.86
       
Hypothetical Expenses
     
  (5% return per year before expenses)
$1,000.00
$1,019.00
$6.01

*
Expenses are equal to the Fund’s annualized six-month expense ratio of 1.18%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).
 
5

BARRETT
OPPORTUNITY FUND, INC.

Historical Performance (Unaudited)
 
Value of $10,000 Invested in Barrett Opportunity Fund, Inc. vs.
the S&P 500® Index (August 2012 – August 2022)
 
 
Hypothetical illustration of $10,000 invested in Barrett Opportunity Fund, Inc. on August 31, 2012 assuming the reinvestment of all distributions, including returns of capital, if any, at net asset value through August 31, 2022.  The S&P 500® Index is a market-value weighted index comprised of 500 widely held common stocks.  The Index is unmanaged and it is not subject to the same management and trading expenses of a mutual fund.  Please note that an investor cannot invest directly in an index.

 
Fund Performance
 
Average Annual Total Returns*
 
       
Since
       
Inception
 
1 Year
5 Years
10 Years
(2/28/1979)
Barrett Opportunity Fund, Inc.
   0.69%
  7.82%
10.13%
10.61%
S&P 500 Index
-11.23%
11.82%
13.08%
11.85%

*
Assumes the reinvestment of all distributions at net asset value but does not reflect deductions of taxes that a shareholder would pay on Fund distributions and the redemption of Fund shares.  All figures represent past performance and are not a guarantee of 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 returns quoted. Performance data current to the most recent month-end may be obtained by calling 877-363-6333. The Total Annual Operating Expenses of the Fund per the prospectus dated 12/29/21 were 1.18%.


6

BARRETT
OPPORTUNITY FUND, INC.

Schedule of Investments
August 31, 2022

Shares
     
Value
 
   
COMMON STOCKS - 92.43%
     
           
   
Administrative and
     
   
  Support Services - 2.13%
     
 
10,000
 
Fidelity National Information
     
     
  Services, Inc.
 
$
913,700
 
 
3,500
 
Paypal Holdings, Inc. (a)
   
327,040
 
           
1,240,740
 
               
     
Beverage and
       
     
  Tobacco Product
       
     
  Manufacturing - 2.95%
       
 
10,000
 
PepsiCo., Inc.
   
1,722,700
 
               
     
Building Material and
       
     
  Garden Equipment - 1.98%
       
 
4,000
 
The Home Depot, Inc.
   
1,153,680
 
               
     
Chemical
       
     
  Manufacturing - 6.33%
       
 
12,000
 
Abbott Laboratories
   
1,231,800
 
 
10,000
 
AbbVie, Inc.
   
1,344,600
 
 
4,000
 
International Flavors &
       
     
  Fragrances, Inc.
   
441,920
 
 
15,000
 
Pfizer, Inc.
   
678,450
 
           
3,696,770
 
               
     
Computer and
       
     
  Electronic Product
       
     
  Manufacturing - 16.07%
       
 
30,000
 
Alphabet, Inc. - Class C (a)
   
3,274,500
 
 
26,700
 
Apple, Inc.
   
4,197,774
 
 
3,500
 
Thermo Fisher Scientific, Inc.
   
1,908,620
 
           
9,380,894
 
               
     
Credit Intermediation and
       
     
  Related Activities - 5.76%
       
 
81,000
 
The Bank of New York
       
     
  Mellon Corp. (b)
   
3,363,930
 
               
     
Data Processing, Hosting
       
     
  and Related Services - 6.28%
       
 
15,000
 
Automatic Data
       
     
  Processing, Inc.
   
3,666,150
 
               
     
Insurance Carriers and
       
     
  Related Activities - 2.10%
       
 
10,000
 
Progressive Corp.
   
1,226,500
 
               
     
Management of Companies
       
     
  and Enterprises - 1.42%
       
 
50,000
 
Koninklijke Philips
       
     
  Electronics NV - NY
       
     
  Registered Shares - ADR
   
829,000
 
               
     
Merchant Wholesalers,
       
     
  Nondurable Goods - 5.26%
       
 
70,000
 
Jefferies Financial Group, Inc.
   
2,246,300
 
 
10,000
 
Sysco Corp.
   
822,200
 
           
3,068,500
 
               
     
Miscellaneous
       
     
  Manufacturing- 1.38%
       
 
5,000
 
Johnson & Johnson
   
806,700
 
               
     
Motor Vehicle and
       
     
  Parts Dealers - 7.70%
       
 
15,500
 
Murphy USA, Inc. (b)
   
4,497,635
 
               
     
Oil and Gas
       
     
  Extraction - 12.68%
       
 
60,600
 
Murphy Oil Corp.
   
2,361,582
 
 
95,100
 
Shell PLC - Class A - ADR (b)
   
5,038,398
 
           
7,399,980
 
               
     
Publishing Industries
       
     
  (except Internet) - 7.39%
       
 
16,500
 
Microsoft Corp. (b)
   
4,314,255
 
               
     
Securities, Commodity
       
     
  Contracts, and Other
       
     
  Financial Activities - 2.41%
       
 
10,000
 
Ares Management Corp.
   
741,400
 
 
1,000
 
Blackrock Inc.
   
666,390
 
           
1,407,790
 

The accompanying notes are an integral part of these financial statements.
7

BARRETT
OPPORTUNITY FUND, INC.

Schedule of Investments (continued)
August 31, 2022

Shares
     
Value
 
   
COMMON STOCKS
     
   
  (continued)
     
           
   
Transportation Equipment
     
   
  Manufacturing - 10.59%
     
 
27,000
 
General Dynamics Corp. (b)
 
$
6,181,110
 
     
Total Common Stocks
       
     
  (Cost $12,920,952)
   
53,956,334
 
               
     
REAL ESTATE INVESTMENT
       
     
  TRUSTS (REITs) - 4.66%
       
               
     
Real Estate - 4.66%
       
 
4,500
 
Crown Castle
       
     
  International Corp.
   
768,735
 
 
54,985
 
Rayonier, Inc.
   
1,953,067
 
     
Total Real Estate Investment
       
     
  Trusts (Cost $1,139,919)
   
2,721,802
 
               
     
SHORT-TERM
       
     
  INVESTMENTS - 2.99%
       
               
     
Money Market Funds - 2.99%
       
 
1,745,176
 
Fidelity Institutional Money
       
     
  Market Fund - Government
       
     
  Portfolio - Class I, 2.02% (c)
   
1,745,176
 
     
Total Short-Term Investments
       
     
  (Cost $1,745,176)
   
1,745,176
 
     
Total Investments
       
     
  (Cost $15,806,048) - 100.08%
   
58,423,312
 
     
Liabilities in Excess
       
     
  of Other Assets - (0.08)%
   
(45,207
)
     
Total Net Assets - 100.00%
 
$
58,378,105
 

Percentages stated are a percentage of net assets.
ADR - American Depository Receipt
PLC - Public Limited Company
(a)
Non-income producing security.
(b)
A portion of this security may be subject to call options written and is pledged as collateral for options written. The aggregate value of these securities as of August 31, 2022 was $3,841,730.
(c)
Rate shown is the 7-day effective yield as of August 31, 2022.

Schedule Of Written Options

Number of
     
Notional
       
Contracts
     
Amount
   
Value
 
   
Call Options
           
 
80
 
Bank of New York
           
     
  Mellon Corp.
           
     
  Expiration: January
           
     
  2023, Exercise
           
     
  Price: $70.00
 
$
332,240
   
$
800
 
 
50
 
General Dynamics
               
     
  Corp.; Expiration:
               
     
  January 2023,
               
     
  Exercise Price:
               
     
  $250.00
   
1,144,650
     
29,000
 
 
25
 
General Dynamics
               
     
  Corp.; Expiration:
               
     
  January 2023,
               
     
  Exercise Price:
               
     
  $270.00
   
572,325
     
5,813
 
 
15
 
Microsoft Corp.
               
     
  Expiration: January
               
     
  2023, Exercise
               
     
  Price: $375.00
   
392,205
     
555
 
 
15
 
Murphy USA, Inc.
               
     
  Expiration: January
               
     
  2023, Exercise
               
     
  Price: $320.00
   
435,255
     
23,775
 
 
15
 
Murphy USA, Inc.
               
     
  Expiration: January
               
     
  2023, Exercise
               
     
  Price: $350.00
   
435,255
     
11,925
 
 
100
 
Shell PLC
               
     
  Expiration: January
               
     
  2023, Exercise
               
     
  Price: $60.00
   
529,800
     
17,000
 
     
Total Options
               
     
  Written (Premiums
               
     
  Received $221,321)
         
$
88,868
 

The accompanying notes are an integral part of these financial statements.
8

BARRETT
OPPORTUNITY FUND, INC.

Statement of Assets & Liabilities
August 31, 2022

ASSETS:
     
Investments, at value (cost $15,806,048)
 
$
58,423,312
 
Dividends and interest receivable
   
100,150
 
Other assets
   
38,707
 
Total Assets
   
58,562,169
 
         
LIABILITIES:
       
Written options, at value (Premium received $221,321)
   
88,868
 
Payable to adviser
   
36,031
 
Payable to directors
   
6,002
 
Other accrued expenses
   
53,163
 
Total Liabilities
   
184,064
 
         
NET ASSETS
 
$
58,378,105
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
10,173,101
 
Total distributable earnings
   
48,205,004
 
Total Net Assets
 
$
58,378,105
 
         
Shares outstanding
   
2,188,157
 
Net asset value, offering price and redemption price
       
  per share (15,000,000 shares authorized, $0.01 par value)
 
$
26.68
 

The accompanying notes are an integral part of these financial statements.
9

BARRETT
OPPORTUNITY FUND, INC.

Statement of Operations
Year Ended August 31, 2022

INVESTMENT INCOME:
     
Dividend income*
 
$
1,050,441
 
Interest income
   
8,436
 
Total investment income
   
1,058,877
 
         
EXPENSES:
       
Investment advisory fees (see Note 2)
   
432,523
 
Administration fees
   
64,171
 
Directors’ fees and expenses
   
40,997
 
Transfer agent fees and expenses
   
35,290
 
Insurance fees
   
31,388
 
Federal and state registration fees
   
31,169
 
Fund accounting fees
   
29,365
 
Legal fees
   
25,763
 
Audit fees
   
17,996
 
Custody fees
   
6,505
 
Reports to shareholders
   
3,351
 
Other
   
10,004
 
Total expenses
   
728,522
 
Net investment income
   
330,355
 
         
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
       
Net realized gain on:
       
Investments
   
9,432,692
 
Total net realized gain
   
9,432,692
 
Net change in unrealized appreciation/depreciation on:
       
Investments
   
(9,586,765
)
Written options
   
366,727
 
Total net change in unrealized appreciation/depreciation
   
(9,220,038
)
Net realized and unrealized gain on investments
   
212,654
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
543,009
 

*
Net of $13,688 of foreign taxes withheld.

The accompanying notes are an integral part of these financial statements.
10

BARRETT
OPPORTUNITY FUND, INC.

Statements of Changes in Net Assets

   
Year Ended
   
Year Ended
 
   
August 31, 2022
   
August 31, 2021
 
OPERATIONS:
           
Net investment income
 
$
330,355
   
$
422,109
 
Net realized gain on:
               
Investments
   
9,432,692
     
3,547,638
 
Written options
   
     
76,348
 
Change in net unrealized appreciation/depreciation on:
               
Investments
   
(9,586,765
)
   
11,450,210
 
Written options
   
366,727
     
(160,406
)
Net increase/decrease in net assets resulting from operations
   
543,009
     
15,335,899
 
                 
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS:
               
Net dividends and distributions
   
(7,474,749
)
   
(3,247,915
)
Net decrease in net assets resulting from distributions paid
   
(7,474,749
)
   
(3,247,915
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Shares sold
   
19,556
     
11,215
 
Shares issued in reinvestment of dividends
   
4,394,312
     
1,951,475
 
Shares redeemed
   
(3,122,070
)
   
(2,506,217
)
Net increase (decrease) in net assets
               
  from capital share transactions
   
1,291,798
     
(543,527
)
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
(5,639,942
)
   
11,544,457
 
                 
NET ASSETS:
               
Beginning of year
   
64,018,047
     
52,473,590
 
End of year
 
$
58,378,105
   
$
64,018,047
 

The accompanying notes are an integral part of these financial statements.
11

BARRETT
OPPORTUNITY FUND, INC.

Financial Highlights

   
Year Ended August 31,
 
   
2022
   
2021
   
2020
   
2019
   
2018
 
Per Share Data:
                             
Net asset value, beginning of year
 
$
29.92
   
$
24.33
   
$
25.77
   
$
30.75
   
$
29.62
 
                                         
Income (loss) from investment operations:
                                       
Net investment income
   
0.15
(1) 
   
0.21
(1) 
   
0.29
(1) 
   
0.29
     
0.38
 
Net realized and unrealized
                                       
  gain (loss) on investments
   
0.18
     
6.91
     
0.85
     
(1.62
)
   
2.56
 
Total from investment operations
   
0.33
     
7.12
     
1.14
     
(1.33
)
   
2.94
 
                                         
Less distributions:
                                       
Net investment income
   
(0.20
)
   
(0.22
)
   
(0.33
)
   
(0.25
)
   
(0.36
)
Net realized gain on investments
   
(3.37
)
   
(1.31
)
   
(2.25
)
   
(3.40
)
   
(1.45
)
Total distributions
   
(3.57
)
   
(1.53
)
   
(2.58
)
   
(3.65
)
   
(1.81
)
Net asset value, end of year
 
$
26.68
   
$
29.92
   
$
24.33
   
$
25.77
   
$
30.75
 
                                         
Total return
   
0.69
%
   
30.65
%
   
3.94
%
   
(3.27
)%
   
10.15
%
                                         
Supplemental data and ratios:
                                       
Net assets, end of year (millions)
 
$
58
   
$
64
   
$
52
   
$
58
   
$
65
 
Ratio of net expenses
                                       
  to average net assets
   
1.18
%
   
1.18
%
   
1.25
%
   
1.23
%
   
1.13
%
Ratio of net investment income
                                       
  to average net assets
   
0.53
%
   
0.75
%
   
1.08
%
   
1.09
%
   
1.23
%
Portfolio turnover rate
   
8
%
   
3
%
   
1
%
   
8
%
   
4
%

(1)
Net investment income per share has been calculated based on average shares outstanding during the period.

The accompanying notes are an integral part of these financial statements.
12

BARRETT
OPPORTUNITY FUND, INC.

Notes to Financial Statements
 

1.
ORGANIZATION
Barrett Opportunity Fund, Inc. (“the ”Fund“), a Maryland corporation organized in 1978, is registered as a non-diversified, open-end management
 
AND
investment company under the Investment Company Act of 1940, as amended (the ”1940 Act).  The Fund is an investment company and
 
SIGNIFICANT
accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”)
 
ACCOUNTING
Accounting Codification Topic 946 “Financial Services – Investment Companies.” The Fund’s investment objective is to achieve above average
 
POLICIES
long-term capital appreciation.  Current income is a secondary objective.
     
   
The following are significant accounting policies consistently followed by the Fund and are in conformity with generally accepted accounting principles in the United States of America (“GAAP”).
     
   
(a) Investment Valuation
     
   
Equity securities, including common stocks and REITs, for which market quotations are available are valued at the last reported sales price or official closing price on the primary market or exchange on which they trade.
     
   
Redeemable securities issued by open-end, registered investment companies, including money market funds, are valued at the net asset value (“NAV”) of such companies for purchase and / or redemption orders placed on that day.
     
   
Exchange traded options, including options written, are valued at the composite price, using the National Best Bid and Offer quotes (“NBBO”).  NBBO consists of the highest bid price and lowest ask price across any of the exchanges on which an option is quoted, thus providing a view across the entire U.S. options marketplace.  Specifically, composite pricing looks at the last trades on the exchanges where the options are traded.  If there are no trades for the option on a given business day, composite option pricing calculates the mean of the highest bid price and lowest ask price across the exchanges where the option is traded.
     
   
When prices are not readily available, or are determined not to reflect fair value, such as, when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded, but before the Fund calculates its net asset value, the Fund values these securities at fair value as determined in accordance with procedures approved by the Fund’s Board of Directors.
     
   
The Fund uses valuation techniques to measure fair value that are consistent with the market approach and / or income approach, depending on the type of the security and the particular circumstance.  The market approach uses prices and other relevant information generated by market transactions involving identical or comparable securities.  The income approach uses valuation techniques to discount estimated future cash flows to present value.
 
13

BARRETT
OPPORTUNITY FUND, INC.


   
FASB Accounting Standards Codification, “Fair Value Measurements and Disclosures” Topic 820 (“ASC Topic 820”), establishes a single definition of fair value, creates a three-tier hierarchy as a framework for measuring fair value based on inputs used to value the Fund’s investments, and requires additional disclosure about fair value.  The hierarchy of inputs is summarized below:

   
•  Level 1 –
quoted prices in active markets for identical investments as of the measurement date
       
   
•  Level 2 –
other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)
       
   
•  Level 3 –
 significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

   
Inputs refer broadly to the assumptions that market participants use to make valuation decisions, including assumptions about risk.  Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors.  A financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.  However, the determination of what constitutes “observable” requires significant judgment by the Fund.  The Fund considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market.  The categorization of a financial instrument within the hierarchy is based upon the pricing transparency of the instrument and does not necessarily correspond to the Fund’s perceived risk of that instrument.
     
   
Investments whose values are based on quoted market prices in active markets include listed equities, including common stocks and REITs, and certain money market securities, and are classified within Level 1.  Instruments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs, are classified within Level 2.  Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all.
 
14

BARRETT
OPPORTUNITY FUND, INC.


   
The following is a summary of the inputs used in valuing the Fund’s assets carried at fair value as of August 31, 2022.  The inputs and methodologies used to value securities may not be an indication of the risk associated with investing in these securities.

             
Other
             
             
Significant
   
Significant
       
       
Quoted
   
Observable
   
Unobservable
       
       
Prices
   
Inputs
   
Inputs
       
   
Description
 
(Level 1)
   
(Level 2)
   
(Level 3)
   
Total
 
   
Assets
                       
   
Common Stocks
 
$
53,956,334
   
$
   
$
   
$
53,956,334
 
   
REITs
   
2,721,802
     
     
     
2,721,802
 
   
Money Market Funds
   
1,745,176
     
     
     
1,745,176
 
   
Total Investments
                               
   
  in Securities
 
$
58,423,312
   
$
   
$
   
$
58,423,312
 
   
Liabilities
                               
   
Written Options
 
$
(17,000
)
 
$
(71,868
)
 
$
   
$
(88,868
)

   
There were no transfers of securities between levels during the reporting period. The Fund did not hold any Level 3 securities during the year.
     
   
Derivative Instruments
     
   
The Fund may invest in derivative instruments. The use of derivatives included written options. Written options are presented in the Statement of Assets & Liabilities.
     
   
Statement of Assets & Liabilities – Values of derivative instruments as of August 31, 2022:

     
Liability Derivatives
   
Derivatives not
Statement of
 
   
accounted for as
Assets and
 
   
hedging instruments
Liabilities Location
Value
   
Equity Contracts –
Options written,
 
   
  Options
at value
$88,868
 
   
The effect of derivative instruments on the Statement of Operations for the fiscal year ended August 31, 2022:

   
Derivatives not
Amount of Realized Gains
   
accounted for as
on Derivatives Transactions
   
hedging instruments
Written Options
   
Equity Contracts
$0


15

BARRETT
OPPORTUNITY FUND, INC.


   
Derivatives not
Change in Net Unrealized Appreciation
   
accounted for as
on Derivatives Recognized in Income
   
hedging instruments
Written Options
   
Equity Contracts
$366,727

   
The Fund is not subject to any Master Netting Agreements; therefore, the Fund was not required to offset any assets or liabilities.
     
   
(b) Options
     
   
GAAP requires enhanced disclosures about the Fund’s derivative activities, including how such activities are accounted for and their effect on the Fund’s financial position and results of operations.
     
   
The Fund is subject to equity price risk in the normal course of pursuing its investment objective.  The Fund enters into written call options to hedge against changes in the value of equities.  The Fund’s option component of the overall investment strategy is often referred to as a “buy-write” strategy (also called a “covered call” strategy), in which the Adviser (as defined below) writes (sells) a call option contract while at the same time owning an equivalent number of shares of the underlying stock to generate moderate current income.  The writing of call options is intended to reduce the volatility of the portfolio and to earn premium income.  Written call options expose the Fund to minimal counterparty credit risk since they are exchange traded and the exchange’s clearing house guarantees the options against default.
     
   
As the writer of a call option, the Fund has the obligation to sell the security at the exercise price during the exercise period in the event the option is exercised.
     
   
When the Fund writes an option, an amount equal to the premium received by the Fund is recorded as a liability and is subsequently adjusted to the current fair value of the option written.  Premiums received from writing options that expire unexercised are treated by the Fund on the expiration date as realized gains from options written.  The difference between the premium and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or, if the premium is less than the amount paid for the closing purchase transaction, as a realized loss.  If a call option is exercised, the premium is added to the proceeds from the sale of the underlying security or currency in determining whether the Fund has realized a gain or a loss.  The Fund as writer of an option bears the market risk of an unfavorable change in the price of the security underlying the written option.  The average notional amount for written options during the year ended August 31, 2022, was $2,945,205.
     
   
(c) Security Transactions and Investment Income
     
   
Security transactions are accounted for on a trade date basis.  Interest income, adjusted for amortization of premium and accretion of discount, is recorded on the accrual basis.  Dividend income is recorded on the ex-dividend date. Under


16

BARRETT
OPPORTUNITY FUND, INC.


   
applicable tax laws, a withholding tax may be imposed on interest, dividends, and capital gains at various rates and withholding taxes on foreign dividends have been provided for in accordance with the Fund’s understanding of the applicable country’s tax rules and rates.  The cost of investments sold is determined by use of the specific identification method for computing the gain/loss on the transaction.  It is the Fund’s policy to recognize a loss on a worthless security once it is determined beyond a reasonable doubt that there is no possibility of future worth.  Proceeds from bankruptcy settlements will generally be recognized as a realized gain if the security is no longer held and as a return of capital if the security is still held.
     
   
(d) Distributions to Shareholders
     
   
The Fund will distribute any net investment income and any net realized long- or short-term capital gains at least annually.  Distributions from net realized gains for book purposes may include short-term capital gains.  All short-term capital gains are included in ordinary income for tax purposes.  Distributions to shareholders are recorded on the ex-dividend date.  The Fund may also pay a special distribution at the end of the calendar year to comply with federal tax requirements.
     
   
(e) REIT Distributions
     
   
The character of distributions received from REITs held by the Fund is generally comprised of net investment income, capital gains, and return of capital.  It is the policy of the Fund to estimate the character of distributions received from underlying REITs based on historical data provided by the REITs.  After each calendar year end, REITs report the actual tax character of these distributions.  Differences between the estimated and actual amounts reported by the REITs are reflected in the Fund’s records in the year in which they are reported by the REITs by adjusting related investment cost basis, capital gains and income, as necessary.
     
   
(f) Federal Income Taxes
     
   
It is the Fund’s policy to comply with the federal income and excise tax requirements of subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”), necessary to qualify as a regulated investment company.  Accordingly, the Fund intends to distribute its taxable income and net realized gains, if any, to shareholders in accordance with timing requirements imposed by the Code.  Therefore, no federal income tax provision is provided in the Fund’s financial statements.
     
   
As of and during the year ended August 31, 2022, the Fund did not have a liability of any unrecognized tax benefits.  The Fund recognizes interest and penalties, if any, related to uncertain tax benefits as income tax expense in the Statement of Operations.  During the year, the Fund did not incur any interest or penalties.  The Fund is not subject to examination by U.S. taxing authorities for tax periods prior to 2018.


17

BARRETT
OPPORTUNITY FUND, INC.


   
(g) Use of Estimates
     
   
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.
     
   
(h) Indemnification
     
   
In the normal course of business the Fund enters into contracts that contain general indemnification clauses.  The Fund’s maximum exposure under these agreements is unknown, as this would involve future claims against the Fund that have not yet occurred.  Based on experience, the Fund expects the risk of loss to be remote.
     
   
(i) Beneficial Ownership
     
   
The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a fund creates a presumption of control of the fund, under Section 2(a)(9) of the 1940 Act.  At August 31, 2022, Charles Schwab & Company, Inc. held 31.22% of the Fund’s outstanding shares for the benefit of its customers.

2.
INVESTMENT
The Fund has an Investment Advisory Agreement with Barrett Asset
 
ADVISER
Management, LLC (“Barrett Asset Management” or the “Adviser”).  Under the
 
AGREEMENT
Investment Advisory Agreement, the Fund pays an advisory fee, calculated
 
AND OTHER
daily and paid monthly, in accordance with the following breakpoint schedule:
  TRANSACTIONS    
 
WITH AFFILIATES
 
 

Average Daily Net Assets
Annual Rate
 

First $1 billion
0.700%
   
Next $1 billion
0.675%
   
Next $3 billion
0.650%
   
Next $5 billion
0.625%
   
Over $10 billion
0.600%

   
For the year ended August 31, 2022, the advisory fee totaled $432,523.
     
   
The officers of the Fund are also officers and employees of Barrett Asset Management and do not receive compensation from the Fund.
     
3.
INVESTMENTS
During the year ended August 31, 2022, the aggregate cost of purchases and proceeds from sales of investments (excluding short-term investments) were as follows:

   
Purchases
Sales
   
$5,003,295
$11,967,206


18

BARRETT
OPPORTUNITY FUND, INC.

4.
CAPITAL SHARES
At August 31, 2022, the Fund had 15,000,000 shares of capital stock authorized with a par value of $0.01 per share.  Transactions in shares of the Fund were as follows:

       
Year Ended
   
Year Ended
 
       
August 31, 2022
   
August 31, 2021
 
   
Shares sold
   
684
     
433
 
   
Shares issued on reinvestment
   
158,811
     
79,848
 
   
Shares redeemed
   
(110,989
)
   
(97,340
)
   
Net increase (decrease)
   
48,506
     
(17,059
)

5.
INCOME TAX
The tax character of distributions paid during the fiscal year ended August 31were as follows:
 
 
INFORMATION

           
 
 AND
     
2022
     
2021
 
 
DISTRIBUTIONS
Distributions paid from:
               
 
 TO
Ordinary Income
 
$
489,998
   
$
563,302
 
 
SHAREHOLDERS
Long Term Capital Gain
   
6,984,751
     
2,684,613
 
    
Total Distributions Paid
 
$
7,474,749
   
$
3,247,915
 

   
The Funds designated as long-term capital gain dividend, pursuant to Internal Revenue Code Section 852(b)(3), to reduce the earnings and profits of the Fund related to net capital gain to zero for the tax year ended August 31, 2022.
     
   
As of August 31, 2022, the components of accumulated earnings (losses) for income tax purposes were as follows:

   
Tax cost of Investments
 
$
15,584,727
 
   
Unrealized Appreciation
 
$
43,063,121
 
   
Unrealized Depreciation
   
(313,404
)
   
Net unrealized appreciation (depreciation)
   
42,749,717
 
   
Undistributed Ordinary Income
   
248,853
 
   
Undistributed Long-Term Capital Gains
   
5,231,311
 
   
Distributable earnings
   
5,480,164
 
   
Other accumulated gain/(loss)
   
(24,877
)
   
Total distributable earnings
 
$
48,205,004
 

   
Additionally, U.S. generally accepted accounting principles require that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting.  These reclassifications have no effect on net assets or net asset value per share. For the year ended August 31, 2022, there were no such reclassifications.
     
   
As of August 31, 2022, the Fund did not have any tax basis capital losses to carry forward.
 
19

BARRETT
OPPORTUNITY FUND, INC.


   
Pursuant to Federal income tax regulations applicable to Regulated Investment Companies, on August 31, 2022 the Fund did not have any late-year ordinary losses incurred between January 1, 2022 and August 31, 2022.
     
6.
MARKET
U.S. and international markets have experienced significant periods of volatility in recent years due to a number of economic, political and global
 
EVENTS
macro factors including the impact of the coronavirus as a global pandemic and related public health issues, growth concerns in the U.S. and overseas, uncertainties regarding interest rates, trade tensions and the threat of tariffs imposed by the U.S. and other countries. These developments as well as other events, could result in further market volatility and negatively affect financial asset prices, the liquidity of certain securities and the normal operations of securities exchanges and other markets. As a result, the risk environment remains elevated. The Fund’s investment adviser will monitor developments and seek to manage the Fund in a manner consistent with achieving the Fund’s investment objective, but there can be no assurance that it will be successful in doing so.
     
7.
SUBSEQUENT
Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued, and has 
 
EVENT
determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
DISCLOSURE



20

BARRETT
OPPORTUNITY FUND, INC.


REPORT OF
To the Shareholders and Board of Directors of Barrett Opportunity Fund, Inc.
INDEPENDENT
 
REGISTERED
Opinion on the Financial Statements
PUBLIC
 
ACCOUNTING
FIRM
We have audited the accompanying statement of assets and liabilities, including the schedules of investments and written options, of Barrett Opportunity Fund, Inc. (the “Fund”) as of August 31, 2022, the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the related notes, and the financial highlights for each of the five years in the period then ended (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of August 31, 2022, the results of its operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
   
 
Basis for Opinion
   
 
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits.  We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
   
 
We conducted our audits in accordance with the standards of the PCAOB.  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement whether due to error or fraud.
   
 
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of August 31, 2022, by correspondence with the custodian and brokers. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.  We believe that our audits provide a reasonable basis for our opinion.
   
 
We have served as the Fund’s auditor since 2011. We have served as the auditor of one or more investment companies advised by Barrett Asset Management since 2010.
   
 
   
 
COHEN & COMPANY, LTD.
 
Milwaukee, Wisconsin
 
October 28, 2022


21

BARRETT
OPPORTUNITY FUND, INC.

Additional Information (Unaudited)

1.  INFORMATION ABOUT DIRECTORS AND OFFICERS
 
The business and affairs of the Fund are conducted by management under the supervision and subject to the direction of its Board of Directors.  The business address of each Director is c / o Barrett Asset Management, LLC, the Fund’s investment manager (“Barrett Asset Management”), 90 Park Avenue, 34th Floor, New York, New York, 10016.  Information pertaining to the Directors and officers of the Fund is set forth below.
 
The Statement of Additional Information includes additional information about the Directors and is available, without charge, upon request by calling the Fund at 1-877-363-6333.
 
       
Number of
 
       
Portfolios
 
       
in Fund
Other Board
 
Position(s)
Term of Office*
 
Complex
Memberships
Name, Address
Held with
and Length of
Principal Occupation(s)
Overseen
Held by
and Birth Year
Fund
Time Served**
During Past 5 Years
by Director
Director
INDEPENDENT DIRECTORS+:
       
           
Barry Handel, CPA
Director
Since 2005
Partner, Shalik, Morris &
1
None
Birth Year: 1951
   
Company, LLP
   
     
(accounting firm)
   
           
David H. Kochman(1)
Director
Since 2011
Member, Harris Beach PLLC
1
None
Birth Year: 1959
Chairperson
Since 2017
(law firm)
   
           
Rosalind A. Kochman(2)
Director
Since 1990
Retired (since 2002);
1
None
Birth Year: 1937
   
formerly, Chief Executive
   
     
Officer, Brooklyn Eye
   
     
Surgery Center, and
   
     
Administrator, Kochman,
   
     
Lebowitz & Mogil, MDs
   
           
William Morris, Jr., CPA
Director
Since 2005
Of Counsel: Stemmy, Tidler,
1
None
Birth Year: 1948
   
& Morris, P.A. (accounting
   
     
firm); formerly, President,
   
     
William Morris & Associates
   
     
P.C. (accounting firm)
   

(1)
Mr. Kochman is Ms. Kochman’s son.
(2)
Ms. Kochman is Mr. Kochman’s mother.
 +
Directors who are not “interested persons” of the Fund within the meaning of Section 2(a)(19) of the 1940 Act.


22

BARRETT
OPPORTUNITY FUND, INC.


       
Number of
 
       
Portfolios
 
       
in Fund
Other Board
 
Position(s)
Term of Office*
 
Complex
Memberships
Name, Address
Held with
and Length of
Principal Occupation(s)
Overseen
Held by
and Birth Year
Fund
Time Served**
During Past 5 Years
by Director
Director
OFFICERS:
         
           
John G. Youngman
President
Since 2021
Managing Director,
N/A
N/A
Barrett Asset Management
and Chief
 
Barrett Asset Management
   
90 Park Avenue
Executive
 
(2011-Present); Chief
   
New York, NY 10016
Officer
 
Financial Officer and
   
Birth Year: 1968
   
Treasurer (2011-2021)
   
           
E. Wells Beck, CFA
Vice
Since 2010
Managing Director and
N/A
N/A
Barrett Asset Management
President
 
Director of Research,
   
90 Park Avenue
and
 
Barrett Asset Management
   
New York, NY 10016
Investment
 
(since 2011)
   
Birth Year: 1968
Officer
       
           
Amy Kong
Vice
Since 2021
Chief Investment Officer &
N/A
N/A
Barrett Asset Management
President
 
Managing Director, Barrett
   
90 Park Avenue
and
 
Asset Management (2020-
   
New York, NY 10016
Investment
 
Present); Managing Director,
   
Birth Year: 1981
Officer
 
Fiduciary Trust Company
   
     
International (2013-2020)
   
           
Larry Nakamura
Chief
Since 2022
Chief Compliance Officer,
N/A
N/A
CI Financial Corp.
Compliance
 
Barrett Asset Management
   
2 S Biscayne Blvd,
Officer
 
(2022-Present) VP, Head of
   
Suite 1480
   
US Compliance, CI Financial
   
Miami, FL 33131
   
Corp., (2020-Present); Chief
   
Birth Year: 1972
   
Compliance Officer, Dowling
   
     
& Yahnke, LLC (2019-2020)
   
     
Executive Regulatory
   
     
Consultant, National
   
     
Regulatory Services
   
     
(2010-2019)
   
           
Owen Gilmore
Chief
Since 2021
Associate Managing
N/A
N/A
Barrett Asset Management
Financial
 
Director, Barrett Asset
   
90 Park Avenue
Officer
 
Management (2019-Present);
   
New York, NY 10016
and
 
Research Analyst, Barrett
   
Birth Year: 1986
Treasurer
 
Asset Management (2018);
   
     
Research Associate, Barrett
   
     
Asset Management
   
     
(2016-2017)
   

*
Each Director and officer serves until his respective successor has been duly elected and qualified or until his earlier death, resignation, retirement or removal.
**
Indicates the earliest year in which the Director became a board member or the officer took such office.


23

BARRETT
OPPORTUNITY FUND, INC.

2. IMPORTANT TAX INFORMATION
 
QUALIFIED DIVIDEND INCOME/DIVIDENDS RECEIVED DEDUCTION
 
For the fiscal year ended August 31, 2022, certain dividends paid by the Funds may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:
 
Barrett Opportunity Fund
100.00%
 

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended August 31, 2022, was as follows:
 
Barrett Opportunity Fund
100.00%
 

The Percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Section 871(k)(2)(C) for each Fund were as follows (unaudited).
 
Barrett Opportunity Fund
15.32%
 

3. LIQUIDITY RISK MANAGEMENT PROGRAM
 
The Fund has adopted a liquidity risk management program (the “Program”) pursuant to Rule 22e-4 under the 1940 Act for the purpose of assessing and managing the Fund’s liquidity risk, which is the risk that a Fund could not meet requests to redeem shares issued by the Fund without significant dilution of remaining investors’ interests in the Fund. The Board has designated the Adviser to administer the Program, and the Adviser has established a Liquidity Risk Management Committee to be responsible for the Program’s operation. Under the Program, the Liquidity Risk Management Committee manages the Fund’s liquidity risk by monitoring the liquidity of the Fund’s investments, limiting the amount of the Fund’s illiquid investments, and utilizing various risk management tools available to the Fund for meeting shareholder redemptions, among other means. From September 1, 2021 through August 31, 2022, the Program supported the Fund’s ability to honor redemption requests timely and the Adviser’s management of the Fund’s liquidity risk. There can be no assurance that the Program will achieve its objectives under all circumstances in the future. Please refer to the Fund’s prospectus for more information regarding the Fund’s exposure to liquidity risk and other risks to which it may be subject.
 

 
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT Part F.  The Fund’s Forms N-PORT Part F are available on the SEC’s website at www.sec.gov.  The Fund’s Forms N-PORT Part F may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C., and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  To obtain information on Form N-PORT Part F from the Fund, shareholders can call the Fund at 1-877-363-6333.
 
Information on how the Fund voted proxies relating to portfolio securities during the prior 12-month period ended June 30th of each year and a description of the policies and procedures that the Fund uses to determine how to vote proxies related to portfolio transactions are available (1) without charge, upon request, by calling the Fund at 1-877-363-6333 and (2) on the SEC’s website at www.sec.gov.
 

24










 
(This Page Intentionally Left Blank.)













BARRETT OPPORTUNITY FUND, INC.
c/o U.S. Bank Global Fund Services
615 East Michigan Street
Milwaukee, WI  53202
 
DIRECTORS
Barry Handel, CPA
David H. Kochman, Chairperson
Rosalind A. Kochman
William Morris, Jr., CPA
 
INVESTMENT MANAGER
Barrett Asset Management, LLC
90 Park Avenue
New York, NY  10016
 
ADMINISTRATOR, FUND ACCOUNTANT & TRANSFER AGENT
U.S. Bank Global Fund Services
615 East Michigan Street
Milwaukee, WI  53202
 
DISTRIBUTOR
Quasar Distributors, LLC
111 East Kilbourn Avenue, Suite 2200
Milwaukee, WI  53202
 
CUSTODIAN
U.S. Bank, N.A.
Custody Operations
1555 River Center Drive, Suite 302
Milwaukee, WI  53212
 
LEGAL COUNSEL
Stradley Ronon Stevens & Young, LLP
2005 Market Street, Suite 2600
Philadelphia, PA  19103
 
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Cohen & Company, Ltd.
342 North Water Street, Suite 830
Milwaukee, WI  53202
 

This report is transmitted to the shareholders of Barrett Opportunity Fund, Inc. for their information.  This is not a prospectus, circular or representation intended for use in the purchase of shares of the Fund or any securities mentioned in this report.
 
This report must be preceded or accompanied by a free prospectus.  Investors should consider the Fund’s investment objective, risks, charges and expenses carefully before investing.  The prospectus contains this and other important information about the Fund.  Please read the prospectus carefully before investing.
 


(b)
Not applicable.

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer.  The registrant has not made any substantive amendments to its code of ethics during the period covered by this report.  The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.

Item 3. Audit Committee Financial Expert.

The registrant’s board of directors has determined that there is at least one audit committee financial expert serving on its audit committee.  Mr. William Morris is the “audit committee financial expert” and is considered to be “independent” as each term is defined in Item 3 of Form N‑CSR.

Item 4. Principal Accountant Fees and Services.

The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years.  “Audit services” refer to performing an audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.  “Audit-related services” refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit.  “Tax services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. There were no “Other services” provided by the principal accountant. The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant.


 
FYE  08/31/2022
FYE  08/31/2021
Audit Fees
15,500
15,500
Audit-Related Fees
0
0
Tax Fees
3,000
2,500
All Other Fees
0
0

The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre‑approve all audit and non‑audit services of the registrant, including services provided to any entity affiliated with the registrant.

The percentage of fees billed by Cohen & Company, Ltd. applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:


 
FYE  08/31/2022
FYE  08/31/2021
Audit-Related Fees
0%
0%
Tax Fees
0%
0%
All Other Fees
0%
0%


All of the principal accountant’s hours spent on auditing the registrant’s financial statements were attributed to work performed by full‑time permanent employees of the principal accountant.

The following table indicates the non-audit fees billed or expected to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and any other controlling entity, etc.—not sub-adviser) for the last two years.

Non-Audit Related Fees
FYE  08/31/2022
FYE  08/31/2021
Registrant
3,000
2,500
Registrant’s Investment Adviser
0
0

The audit committee of the board of trustees/directors has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser is compatible with maintaining the principal accountant's independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant’s independence.

Item 5. Audit Committee of Listed Registrants.

Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).

Item 6. Investments.

Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 9. Purchases of Equity Securities by Closed‑End Management Investment Company and Affiliated Purchasers.

Not applicable to open-end investment companies.

Item 10. Submission of Matters to a Vote of Security Holders.

Not Applicable.

Item 11. Controls and Procedures.

(a)
The Registrant’s President and Treasurer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d‑15(b) under the Securities Exchange Act of 1934.  Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

(b)
There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during 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. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies

Not applicable to open-end investment companies.

Item 13. Exhibits.



(3) Any written solicitation to purchase securities under Rule 23c‑1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.  Not applicable to open-end investment companies.

(4) Change in the registrant’s independent public accountant.  There was no change in the registrant’s independent public accountant for the period covered by this report.


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)   Barrett Opportunity Fund, Inc. 

By (Signature and Title)    /s/ John G. Youngman
  John G. Youngman, President

Date   November 4, 2022


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/ John G. Youngman
  John G. Youngman, President

Date   November 4, 2022


By (Signature and Title)    /s/ Owen Gilmore
 Owen Gilmore, Treasurer

Date   November 4, 2022