-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VTCGs0q+gZccaB6M45dDtTgt8hl6UQz56btLGfhOrAsFVZK2gZdSprAkDkWk+upt R7cpO4pt70pZ4xtJ8cIpwg== 0000909012-05-000577.txt : 20050708 0000909012-05-000577.hdr.sgml : 20050708 20050708172643 ACCESSION NUMBER: 0000909012-05-000577 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050430 FILED AS OF DATE: 20050708 DATE AS OF CHANGE: 20050708 EFFECTIVENESS DATE: 20050708 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ADVISORS SERIES TRUST CENTRAL INDEX KEY: 0001027596 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-07959 FILM NUMBER: 05946574 BUSINESS ADDRESS: STREET 1: U.S BANCORP FUND SERVICES, LLC STREET 2: 615 E MICHIGAN STREET CITY: MILWAUKEE STATE: WI ZIP: 53202 BUSINESS PHONE: 414-765-5344 MAIL ADDRESS: STREET 1: 615 E MICHIGAN STREET STREET 2: MK-WI-LC2 CITY: MILWAUKEE STATE: WI ZIP: 53202 N-CSRS 1 t301917.txt SEMI ANNUAL FOR PIC FUNDS As filed with the Securities and Exchange Commission on [date] 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 811-07959 ADVISORS SERIES TRUST (Exact name of registrant as specified in charter) 615 EAST MICHIGAN ST. MILWAUKEE, WI 53202 (Address of principal executive offices) (Zip code) ERIC M. BANHAZL ADVISORS SERIES TRUST 2020 EAST FINANCIAL WAY, SUITE 100 GLENDORA, CA 91741 (Name and address of agent for service) (414) 765-5340 Registrant's telephone number, including area code Date of fiscal year end: OCTOBER 31, 2005 ---------------- Date of reporting period: APRIL 30, 2005 ITEM 1. REPORT TO STOCKHOLDERS. SEMI-ANNUAL REPORT PERIOD ENDING APRIL 30, 2005 P I C - ------------------- P R O V I D E N T - ------------------- I N V E S T M E N T - ------------------- C O U N S E L - ------------------- FAMILY OF GROWTH-ORIENTED MUTUAL FUNDS |_| Small Cap Growth Fund, Class I |_| Small Cap Growth Fund, Class A |_| Flexible Growth Fund, Class I |_| Select Growth Fund, Class I CONTENTS MARKET REVIEW & OUTLOOK ................................................... 1 FUND REVIEW ............................................................... 2 o SMALL CAP GROWTH FUND ........................................... 2 o FLEXIBLE GROWTH FUND ............................................ 6 o SELECT GROWTH FUND .............................................. 10 INFORMATION ABOUT YOUR FUND'S EXPENSES .................................... 14 SCHEDULE OF INVESTMENTS ................................................... 15 o SMALL CAP GROWTH FUND ........................................... 15 o FLEXIBLE GROWTH FUND ............................................ 18 o SELECT GROWTH FUND .............................................. 20 STATEMENTS OF ASSETS AND LIABILITIES ...................................... 22 STATEMENTS OF OPERATIONS .................................................. 23 STATEMENTS OF CHANGES IN NET ASSETS ....................................... 24 FINANCIAL HIGHLIGHTS ...................................................... 26 NOTES TO FINANCIAL STATEMENTS ............................................. 30 NOTICE TO SHAREHOLDERS .................................................... 35 OTHER INFORMATION .................................................. BACK COVER MARKET REVIEW & OUTLOOK ================================================================================ U.S. EQUITY INVESTMENT ENVIRONMENT For the quarter ended April 30, 2005 all major equity indices experienced negative returns as the table below indicates. This was a marked departure from the previous quarter ended January 31, 2005, where returns were strongly positive across the board. Returns for the entire six-month period, while positive for most equity indexes, were not as strong as most investors had both expected and hoped for, given the strength of the economy and corporate profits. The recent slowing in GDP growth, coupled with the expectation that the Federal Reserve will continue its tightening policy into the summer months, has left investors nervous, and this has been reflected in an increase in market volatility. Given the length of the economic recovery, now in its 42nd month, it is not unexpected that some slowing is occurring. However, the economy continues to expand, corporate earnings are continuing to make solid progress, and while the percentage change in earnings growth for market indices is moderating from 2004's strong pace, we are finding companies for the Fund portfolios which we believe will record double-digit revenue and earnings gains this year. While negative returns of the most recent quarter are never something we like our shareholders to experience, the declines have been in line with historical return patterns after a strong run in equity values, such as we experienced in the 2003/4 time period. Some pull-back is normal. Below is the performance of the broad market indices for each quarter making up the semi-annual period ended 4/30/05. MARKET PERFORMANCE - -------------------------------------------------------------------------------- 10/31/04 - 1/31/05 - 10/31/04 - INDEX 1/31/05 4/30/05 4/30/05 - -------------------------------------------------------------------------------- S&P 500 Index 4.96% -1.61% 3.28% - -------------------------------------------------------------------------------- Russell 1000 Growth Index 3.92% -2.66% 1.15% - -------------------------------------------------------------------------------- Russell 2000 Growth Index 7.29% -8.64% -1.98% - -------------------------------------------------------------------------------- NASDAQ Index 4.43% -6.82% -2.70% - -------------------------------------------------------------------------------- The NASDAQ Composite Index is a market capitalization price-only index that tracks the performance of domestic common stocks traded on the regular NASDAQ market, as well as National Market system traded foreign common stocks and ADR's. Past performance does not guarantee future results. INVESTMENT OUTLOOK - -------------------------------------------------------------------------------- We continue to focus on longer-term fundamentals and feel that what is not getting much "press" is that earnings continue to make solid progress. Relatively few of the companies in the Fund portfolios have missed estimates, and most company managements, while conservative in their estimates given the current regulatory/legal environment, are confident of their ability to continue to grow earnings at above average rates. It is this backdrop that has led us to maintain our positive stance toward the prospects for the Funds this year. While overall market returns have been weak for most of the first four months of 2005, the silver lining has been that valuations have become more reasonable as prices have declined and the companies in the Fund portfolios have, by and large, continued to record strong revenue and profit growth. The combination of these two factors has broadened the list of attractive growth opportunities and made many of the existing holdings even more attractive. In many cases, we have taken this opportunity across all Funds to add to our existing holdings. We continue to keep the cash reserves in the Funds at an operational minimum. We always monitor very carefully all Fund holdings, but currently we are particularly watchful over those in the Information Technology sector. The critical question for the broad sector continues to be whether business spending will remain muted or pick up beyond current levels, which are just sufficient to absorb current levels of inventory build in many areas of technology. Since our last report we have reduced all of the Funds' percentage commitment to this sector. 1 PROVIDENT INVESTMENT COUNSEL SMALL CAP GROWTH FUND, CLASS I & CLASS A ================================================================================ PHILOSOPHY & APPROACH o Research and invest in small cap companies with above-average, sustainable revenue and earnings growth; o Utilize fundamental research to build a portfolio of category leading companies that exhibit: o Catalysts for growth o Outstanding company managements o Measurable and superior financial characteristics FUND SUMMARIES CLASS I o Ticker Symbol: PISCX o Fund Number: 1481 o CUSIP: 693365405 o Number of Holdings: 134 CLASS A o Ticker Symbol: PINSX o Fund Number: 1482 o CUSIP: 693365801 o Number of Holdings: 134 SMALL CAP GROWTH FUND PERFORMANCE DISCUSSION - -------------------------------------------------------------------------------- The Provident Investment Counsel Small Cap Growth Fund, Class I and Class A returned 0.59% and 0.37% for the six-month period ended April 30, 2005, respectively. By comparison, for the same time period the Russell 2000 Growth Index, the Fund's benchmark, produced a return of -1.98%. During the quarter ended 1/31/05, the Fund underperformed the benchmark, but in the quarterly period just ended in April, meaningfully outperformed the benchmark. The major swing factor for the two quarters was the performance of the Fund's health care holdings which did poorly in the 1st fiscal quarter, but strongly outperformed in the 2nd fiscal quarter. In the Fund's annual report last October we commented, given the close nature of the presidential election, that health care stocks were suffering under a cloud of uncertainty. We said with the re-election of President Bush that the cloud had been lifted, and we anticipated better performance from the Health Care sector. The sector has seen solid advances, and the Fund's stock selection within the sector has strongly outperformed the Health Care sector within the Russell 2000 Growth Index. In addition to strong performance from the Health Care sector for the six-month period, the Fund also did well through strong stock selection in the Industrials, Telecommunication Services, and Consumer Discretionary sectors. The sectors that detracted the most from the Fund's return were Financials, Energy, and to a small extent stock, selection within the Information Technology sector. The ten stocks that have contributed the most to the Fund's relative outperformance over the six-month period include Chicago Bridge & Iron Co. N.V., Ventana Medical Systems Inc., Intuitive Surgical Inc., Macromedia Inc., Western Wireless Corp., Radiation Therapy Services Inc., American Pharmaceutical Partners Inc., Cogent Inc., Electronics Boutique Holdings Corp., and Station Casinos Inc. The ten stocks that detracted the most from the Fund's return were Tekelec Inc., Direct General Corp., Amegy Bancorp. Inc., Motive Inc., TIBCO Software Inc., Avocent Corp., UCBH Holdings Inc., Ariba Inc., InfoSpace Inc., and iPayment Inc. For the better part of the last several years value equities have outperformed growth equities. While we still have not seen a change in trend, we feel confident that unit growth in the valuation of equities will be accorded greater importance by investors in the months to come. Once this happens, growth companies with better revenue opportunities (i.e. strong unit growth) should begin a period of sustained outperformance. CLASS I, RESULTS OF A HYPOTHETICAL $10,000 INVESTMENT - -------------------------------------------------------------------------------- IF INVESTED ON 9/30/93 RUSSELL SMALL 2000 CAP I GROWTH FUND INDEX 9/30/93 10,000 10,000 4/30/94 9,478 9,860 4/30/95 10,514 10,722 4/30/96 18,823 14,941 4/30/97 14,948 12,917 4/30/98 20,959 18,562 4/30/99 18,290 17,862 4/30/00 37,401 23,468 4/30/01 27,914 17,635 4/30/02 23,468 16,132 4/30/03 18,385 12,341 4/30/04 25,263 17,471 4/30/05 25,551 17,375 2 PROVIDENT INVESTMENT COUNSEL SMALL CAP GROWTH FUND, CLASS I & CLASS A ================================================================================ LEAD PORTFOLIO MANAGERS ----------------------- photo omitted Andrew J. Pearl, CFA 17 Years Experience photo omitted Ned W. Brines, CFA 19 Years Experience TEAM MEMBERS Nick A. Blankl, CFA 6 Years Experience Barry B. Burch 12 Years Experience Randal R. Chin, CFA 17 Years Experience Michael D. Emery, CFA 10 Years Experience James M. Landreth, CFA 15 Years Experience Anne E. Westreich, CFA 13 Years Experience CLASS A, RESULTS OF A HYPOTHETICAL $10,000 INVESTMENT - -------------------------------------------------------------------------------- IF INVESTED ON 2/3/97 SMALL RUSSELL CAP A 2000 WITH GROWTH LOAD INDEX 2/3/97 10,000 10,000 4/30/97 7,747 8,648 4/30/98 10,801 12,428 4/30/99 9,359 11,959 4/30/00 19,416 15,712 4/30/01 14,411 11,807 4/30/02 12,064 10,801 4/30/03 9,406 8,263 4/30/04 12,865 11,697 4/30/05 12,931 11,633 INVESTMENT RESULTS - -------------------------------------------------------------------------------- AVERAGE ANNUAL TOTAL RETURNS - PERIODS ENDING 4/30/05
SINCE 1 YEAR 3 YEARS* 5 YEARS* 10 YEARS* INCEPTION* PIC Small Cap Growth Fund - Class I (Inception September 30, 1993) 1.06% 2.85% -7.35% 9.28% 8.43% Russell 2000 Growth Index -0.55% 2.50% -5.83% 4.95% 4.88% PIC Small Cap Growth Fund - Class A (With Load) (Inception February 3, 1997) -5.27% 0.34% -8.90% -- 3.17% PIC Small Cap Growth Fund - Class A (Without Load) (Inception February 3, 1997) 0.51% 2.34% -7.81% -- 3.91% Russell 2000 Growth Index -0.55% 2.50% -5.83% -- 1.85%
PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE; PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE 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 OF THE FUND MAY BE LOWER OR HIGHER THAN THE PERFORMANCE QUOTED. PERFORMANCE DATA CURRENT TO THE MOST RECENT MONTH END MAY BE OBTAINED BY CALLING 1-800-618-7643. PERFORMANCE DATA SHOWN REFLECTS THE CLASS A MAXIMUM SALES CHARGE OF 5.75%. - ---------- * Average Annual Total Return represents the average change in account value over the periods indicated. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gain distributions, or redemption of Fund shares. The Russell 2000 Growth Index measures the performance of those Russell 2000 companies with higher price-to-book ratios and higher forecasted growth values. Indices do not incur expenses and are not available for investment. RISKS: FOREIGN SECURITIES TYPICALLY INVOLVE GREATER VOLATILITY AND POLITICAL, ECONOMIC AND CURRENCY RISKS AND DIFFERENCES IN ACCOUNTING METHODS THAN DOMESTIC SECURITIES. SMALL- AND MEDIUM CAPITALIZATION COMPANIES TEND TO HAVE LIMITED LIQUIDITY AND GREATER PRICE VOLATILITY THAN LARGE-CAPITALIZATION COMPANIES. 3 PROVIDENT INVESTMENT COUNSEL SMALL CAP GROWTH FUND, CLASS I & CLASS A ================================================================================ TEN LARGEST EQUITY HOLDINGS - -------------------------------------------------------------------------------- % OF SECURITY NET ASSETS DESCRIPTION - -------------------------------------------------------------------------------- CHICAGO BRIDGE & IRON CO. 1.96% Engineering, procurement and construction company serving hydrocarbon, oil and gas, and utility industries worldwide. NII HOLDINGS, INC. 1.88% An international wireless communication services provider in Brazil, Mexico, Argentina and Peru. UTI WORLDWIDE, INC. 1.56% Global integrated logistics company engaged in air/ocean freight forwarding, contract logistics and distribution. VENTANA MEDICAL SYSTEMS, INC. 1.51% Develops, manufactures and markets instruments/ consumables used to automate diagnostic and drug discovery procedures in clinical histology and drug discovery laboratories worldwide. VCA ANTECH, INC. 1.42% Provides veterinary services through a network of 315 hospitals and 27 diagnostic laboratories in 36 states. The company also sells ultrasound and digital radiography imaging equipment to the veterinary industry. EQUINIX, INC. 1.39% Designs, builds and operates neutral internet business exchange (IBX) centers. The company's IBX centers provides e-commerce companies, content providers and application service providers with the ability to directly interconnect with a choice of bandwith providers, internet service providers and site & performance management companies. SIERRA HEALTH SERVICES, INC. 1.36% Managed health care organization that provides a broad range of health care services through its subsidiaries, including HMO's, managed indemnity plans, third party administrative services and military health service programs. HEADWATERS, INC. 1.35% Develops technology that increases the value of coal and other natural resources as an energy source through effi- ciencies in mining, combustion and emission control. AARON RENTS, INC. 1.34% The company rents and sells furniture, household appliances, accessories, business equipment and consumer electronics. UNITED NATURAL FOODS, INC. 1.31% Distributes natural/organic foods via 15 distribution facilities and operates 12 natural products stores. The company distributes to over 18,000 customers including Whole Food Market, Wild Harvest and Wild Oats Markets. - -------------------------------------------------------------------------------- Fund holdings are subject to change and are not recommendations to buy or sell any security. Please see the Schedule of Investments for complete fund holdings. SECTOR ALLOCATION - -------------------------------------------------------------------------------- % OF NET ASSETS PIE CHART Information Technology 27.1% OMITTED Health Care 18.3% Industrials 16.9% Consumer Discretionary 15.9% Energy 6.6% Financials 5.5% Materials 3.8% Telecommunication Services 3.7% Consumer Staples 2.2% 4 PROVIDENT INVESTMENT COUNSEL SMALL CAP GROWTH FUND, CLASS I & CLASS A ================================================================================ STRATEGIC VIEW - -------------------------------------------------------------------------------- The Fund's largest stock weightings are in the Information Technology, Industrials, Consumer Discretionary, and Health Care sectors. These four sectors combine to make up over 75% of the Fund's net assets. It is in these sectors where we are finding the most robust outlook for earnings growth. Additionally, consistency of earnings growth has become an increasingly important metric to investors, and concomitantly we are placing greater emphasis not only on the absolute growth rates, but on what we believe will be the sustainability of those rates. The result has been that gradually your management team has shifted the Fund portfolio toward more stable growth companies, which has resulted in modest changes to the sector weightings of the Fund. Despite weak absolute returns in the small cap universe over the past several months, we believe our strategy is working reasonably well in this environment due to two primary factors. First, our continuing focus on those unique areas that represent attractive opportunities, such as freight & logistics, mining, and a variety of energy related investments, have been successful. We believe that the Fund's allocation to these strong performing areas supports the value of a bottoms-up research approach, where our investment teams are encouraged to seek out the best growth opportunities regardless of the industry. A second factor benefiting the Fund portfolio is sector and industry-specific construction, which is largely a result of our bottoms-up research process. For example, the Fund's underweight position in the Information Technology sector has helped provide some protection, particularly in economically sensitive areas such as semiconductors. Positioning within the Health Care sector has also helped, where the portfolio has had little exposure to biotechnology, but also where we have recently increased the allocation to health services companies. While pursuing the strategy outlined above, we have maintained strong growth characteristics for the Fund's portfolio. As of the fiscal quarter end, the Fund's long-term earnings growth rate was 22.5% versus 16.3% for the benchmark Russell 2000 Growth Index. Another metric which we follow closely, is the portfolio earnings growth rate compared to its price-to-earnings ratio. This ratio, called the P/E to growth rate, is 1.02 for the Fund, versus 1.50 for the benchmark index. These metrics are attractive, and we believe bode well for better absolute and relative returns moving forward. The small cap growth marketplace will present both challenges and opportunities for investors this year as it appears that U.S. economic growth, while still positive, is no longer accelerating at the rates experienced in 2004. In such an environment, earnings growth becomes scarcer, and investors are often willing to pay a premium for those companies that are able to produce strong results - a positive for growth investors. We have been successful so far this year at finding those attractive pockets of growth as many of the Fund portfolio companies reported strong results during the past quarter and have provided positive guidance for the rest of the year. We thank you for entrusting your hard earned assets to our care, and we will continue to endeavor to work on your behalf to be certain that the trust is well deserved. - ---------- The Price to Earnings (P/E) Ratio reflects the multiple of earnings at which a stock sells and is the most common measure of how expensive a stock is. 5 PROVIDENT INVESTMENT COUNSEL FLEXIBLE GROWTH FUND, CLASS I ================================================================================ PHILOSOPHY & APPROACH o Research and invest in companies with above-average, sustainable revenue and earnings growth; o Utilize fundamental research to build a portfolio of category leading companies that exhibit: o Catalysts for growth o Outstanding company managements o Measurable and superior financial characteristics FUND SUMMARY o Ticker Symbol: PFLEX o Fund Number: 1484 o CUSIP: 693365850 o Number of Holdings: 40 FLEXIBLE GROWTH FUND PERFORMANCE DISCUSSION - -------------------------------------------------------------------------------- The Provident Investment Counsel Flexible Growth Fund, Class I returned 6.74% for the six-month period ended April 30, 2005. By comparison, for the same time period the Russell 1000 Growth Index, the Fund's benchmark, produced a return of 1.15%. During both quarters of the semi-annual review period the Fund outperformed the benchmark. The major factor for the outperformance during the six-month period was the performance of the Fund's health care and financials holdings. In the Fund's annual report last October we commented, given the close nature of the presidential election, that health care stocks were suffering under a cloud of uncertainty. We said, with the re-election of President Bush the cloud had been lifted, and that we anticipated better performance from the Health Care sector. The sector has seen solid advances and the Fund's stock selection within the sector strongly outperformed the Health Care sector within the Russell 1000 Growth Index. For the six-month period the Fund's health care stocks advanced over 17% while the benchmark sector return advance was just under 10%. In addition to strong performance from stocks within the Health Care sector for the six-month period, stock selection within the Financials, Materials, and Information Technology sectors lifted relative returns. During the period under review there was only one sector where the Fund failed to outperform the benchmark and that was in the Energy sector where we correctly overweighted the sector which had very strong returns, but our stock selection was weak with Nabors Industries Ltd., BJ Service Inc., and Smith International Inc. lagging in performance for the period. We still hold all three companies as we believe their long-term outlook remains very promising. The ten stocks that contributed the most to the Fund's absolute returns and relative outperformance over the six-month period include UnitedHealth Group Inc., Genentech Inc., Cognizant Technology Solutions Corp., Alcon Inc., Teva Pharmaceutical Industries Ltd., Monsanto Co., Countrywide Financial Corp., CVS Corp., Rockwell Collins Corp., and Pulte Homes Inc. The ten stocks that detracted the most from the Fund's return were Forest Laboratories Inc., Symantec Corp., Harley-Davidson Inc., Sanmina-SCI Corp., SAP AG, Tractor Supply Co., Lowe's Cos., Cisco Systems Inc., Tyco International Ltd., and Kohl's Corp. For the better part of the last several years value equities have outperformed growth equities. While we still have not seen a change in trend we feel confident that unit growth in the valuation of equities will be accorded greater importance by investors in the months to come. Once this happens, growth companies with better revenue opportunities i.e. strong unit growth should begin a period of sustained outperformance. Finally, large cap growth equities have taken a back seat to small cap equities for a number of years, with small growth strongly outperforming large growth. While it may be too early to say that a trend has developed, during the six-month period ended 4/30/05, the Russell 1000 Growth Index (large cap) outperformed the Russell 2000 Growth Index (small cap) by over 3%, with respective returns of 1.15% versus -1.98%. 6 PROVIDENT INVESTMENT COUNSEL FLEXIBLE GROWTH FUND, CLASS I ================================================================================ PORTFOLIO MANAGERS ------------------ photo omitted Susan J. Perkins, CFA 24 Years Experience photo omitted Derek S. Derman, CFA 14 Years Experience RESEARCH ANALYSTS ----------------- Nick A. Blankl, CFA 6 Years Experience Ned W. Brines, CFA 19 Years Experience Barry B. Burch 12 Years Experience Randal R. Chin, CFA 17 Years Experience Michael D. Emery, CFA 10 Years Experience Sean C. Kraus, CFA 9 Years Experience James M. Landreth, CFA 15 Years Experience Evelyn D. Lapham, CFA 24 Years Experience Rose Han Park 14 Years Experience Andrew J. Pearl, CFA 17 Years Experience Anne E. Westreich, CFA 13 Years Experience John J. Yoon, CFA 16 Years Experience RESULTS OF A HYPOTHETICAL $10,000 INVESTMENT - -------------------------------------------------------------------------------- IF INVESTED ON 3/31/99 RUSSELL MID CAP GROWTH FUND INDEX 3/31/99 10,000 10,000 4/30/99 9,884 10,456 4/30/00 19,247 16,001 4/30/01 16,952 11,285 4/30/02 13,648 9,592 4/30/03 10,684 7,993 4/30/04 13,647 10,881 4/30/05 14,605 11,649 INVESTMENT RESULTS - -------------------------------------------------------------------------------- AVERAGE ANNUAL TOTAL RETURNS - PERIODS ENDING 4/30/05 SINCE 1 YEAR 3 YEARS* 5 YEARS* INCEPTION* PIC Flexible Growth Fund - Class I (Inception March 31, 1999) 6.24% 1.55% -5.76% 6.42% Russell 1000 Growth Index 0.40% 1.51% -10.75% -5.19% PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE; PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE 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 OF THE FUND MAY BE LOWER OR HIGHER THAN THE PERFORMANCE QUOTED. PERFORMANCE DATA CURRENT TO THE MOST RECENT MONTH END MAY BE OBTAINED BY CALLING 1-800-618-7643. - ---------- * Average Annual Total Return represents the average change in account value over the periods indicated. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gain distributions, or redemption of Fund shares. The Russell 1000 Growth Index measures the performance of those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values. Indices do not incur expenses and are not available for investment. RISKS: FOREIGN SECURITIES TYPICALLY INVOLVE GREATER VOLATILITY AND POLITICAL, ECONOMIC AND CURRENCY RISKS AND DIFFERENCES IN ACCOUNTING METHODS THAN DOMESTIC SECURITIES. SMALL- AND MEDIUM CAPITALIZATION COMPANIES TEND TO HAVE LIMITED LIQUIDITY AND GREATER PRICE VOLATILITY THAN LARGE-CAPITALIZATION COMPANIES. GROWTH STOCKS TYPICALLY ARE MORE VOLATILE THAN VALUE STOCKS, HOWEVER, VALUE STOCKS HAVE A LOWER EXPECTED GROWTH RATE IN EARNINGS AND SALES. 7 PROVIDENT INVESTMENT COUNSEL FLEXIBLE GROWTH FUND, CLASS I ================================================================================ TEN LARGEST EQUITY HOLDINGS - -------------------------------------------------------------------------------- % OF SECURITY NET ASSETS DESCRIPTION UNITEDHEALTH GROUP, INC. 6.72% Provides health care coverage and related services, serving over 50 million Americans. JOHNSON & JOHNSON 4.73% Manufactures health care products and provides related services for consumer, pharmaceutical and medical markets. TEVA PHARMACEUTICAL 4.51% An Israeli manufacturer and INDUSTRIES, LTD. - ADR exporter of generic, branded and innovative drugs and active pharmaceutical ingredients. COUNTRYWIDE FINANCIAL CORP. 4.44% Originates, purchases, securitizes and services mortgage loans to customers throughout the United States. COGNIZANT TECHNOLOGY SOLUTIONS 4.32% Provider of custom information CORP. technology design, development, integration and maintenance services ST. JUDE MEDICAL, INC. 4.18% Manufactures pacemakers, implantable cardioverter difibrillators and other cardiovascular medical devices. GENENTECH, INC. 3.94% Develops biotherapeutics for the treatment of cancer, growth hormone deficiency, heart attacks, asthma, cystic fibrosis, and chronic plaque psoriasis. SLM CORP. 3.32% A Government-sponsored enterprise providing private funding, delivery and servicing support for education loans. SAP AG - ADR 3.24% A German company engaged in the development of client/ server enterprise application software for businesses. ALCON, INC. 3.02% Manufactures and markets pharmaceuticals, surgical equipment and devices, contact lens care and other vision care products to treat conditions of the eye. - -------------------------------------------------------------------------------- Fund holdings are subject to change and are not recommendations to buy or sell any security. Please see the Schedule of Investments for complete fund holdings. SECTOR ALLOCATION - -------------------------------------------------------------------------------- % OF NET ASSETS Health Care 34.9% PIE CHART Information Technology 18.4% OMITTED Consumer Discretionary 15.7% Financials 14.4% Energy 7.5% Industrials 4.6% Consumer Staples 2.4% Materials 2.1% STRATEGIC VIEW - -------------------------------------------------------------------------------- The Fund's largest stock weightings are in the Health Care, Information Technology, Consumer Discretionary, and Financials sectors. These four sectors combine to make up over 80% of the Fund's net assets. It is in these sectors where we are finding the most robust outlook for earnings growth. Additionally, consistency of earnings growth has become an increasingly important metric to investors and concomitantly we are placing greater emphasis not only on the absolute growth rates, but on what we believe will be the sustainability of those rates. The result has been that gradually your management team has shifted the Fund portfolio toward more stable growth companies which has resulted in modest changes to the sector weightings of the Fund. Despite only modestly positive returns for large cap equities over the six-month period under review, the Fund portfolio has navigated a difficult market by providing a positive absolute rate of return and a strong comparison versus its benchmark, the Russell 1000 Growth 8 PROVIDENT INVESTMENT COUNSEL FLEXIBLE GROWTH FUND, CLASS I ================================================================================ Index. We believe our strategy is working well in this environment due to two primary factors. First, our continuing focus on those unique areas that represent attractive opportunities, such as well positioned health care companies with strong balance sheets and proprietary products or services, and in the financial services area where the Fund holdings are primarily concentrated in companies whose long-term outlook, in our view, remains very positive despite rising interest rates. We are comfortable with the Fund's commitment to the financials area in as much as we believe the portfolio's holdings can weather the storm of rising interest rates provided rates don't rise so significantly as to derail the economic expansion, which we think is unlikely. The portfolio's holdings are not particularly sensitive to moderately rising rates, and we believe they will continue to provide solid outperformance over the course of the year. We believe that the Fund's allocation to these strong performing areas supports the value of a bottoms-up research approach, where our investment team is seeking out the best growth opportunities regardless of the industry. A second factor benefiting the Fund portfolio is sector and industry-specific construction, which is largely a result of our bottoms-up research process. For example, the Fund's underweight position in the Information Technology sector has helped provide some protection, particularly in economically sensitive areas such as semiconductors. Our positioning within the Energy sector has also helped from an allocation point of view, and the specific holdings, while underper-forming recently, we believe hold strong long-term promise. While pursuing the strategy outlined above, we have maintained strong growth characteristics for the Fund's portfolio. As of quarter end, the Fund's long-term earnings growth rate was 20.2% versus 14.0% for the benchmark, the Russell 1000 Growth Index. Another metric which we follow closely, the P/E to growth rate is 0.93 for the Fund, versus 1.33 for the benchmark Index. These metrics are attractive, and we believe bode well for better absolute and relative returns moving forward. The large cap growth marketplace will present both challenges and opportunities for investors this year as it appears that U.S. economic growth, while sill positive, is no longer accelerating at the rates experienced in 2004. In such an environment, earnings growth becomes scarcer, and investors are often willing to pay a premium for those companies that are able to produce strong results - a positive for growth investors. We have been successful so far this year at finding those attractive pockets of growth as many of the Fund portfolio companies reported strong results during the past quarter and have provided positive guidance for the rest of the year. We thank you for entrusting your hard earned assets to our care, and we will continue to endeavor to work on your behalf to be certain that the trust is warranted. 9 PROVIDENT INVESTMENT COUNSEL SELECT GROWTH FUND, CLASS I ================================================================================ PHILOSOPHY & APPROACH o Research and invest in companies with above-average, sustainable revenue and earnings growth; o Utilize fundamental research to build a portfolio of category leading companies that exhibit: o Catalysts for growth o Outstanding company managements o Measurable and superior financial characteristics FUND SUMMARY o Ticker Symbol: PICTX o Fund Number: 1483 o CUSIP: 719519605 o Number of Holdings: 31 SELECT GROWTH FUND PERFORMANCE DISCUSSION - -------------------------------------------------------------------------------- The Provident Investment Counsel Select Growth Fund, Class I returned 2.56% for the six-month period ended April 30, 2005. By comparison, for the same time period the Russell 1000 Growth Index, the Fund's benchmark, produced a return of 1.15%. During the quarter ended 1/31/05, the Fund lagged modestly the performance of the benchmark, but in the quarterly period ended in April, bettered the performance of the benchmark. The Fund utilizes the same investment philosophy and approach as the PIC Flexible Growth Fund. The only difference between the two is that the Select Growth Fund is a more concentrated portfolio. While the Flexible Growth Fund enjoyed strong relative performance during the entire six-month period, the Select Growth Fund lagged the benchmark modestly, as mentioned above, for the quarter ended January 2005. The attribution of return for both Funds was very similar, but the impact of two particular holdings accounts for the majority of the performance differential between the two for the six-month period. First, the Select Growth Fund holds eBay Inc. (a 3% position of the Fund's equities), which had extremely weak performance, declining some 35%. eBay was not held in the Flexible Growth Fund. Secondly, while the Flexible Growth Fund held a 3% position in Alcon, Inc., which advanced over 36%, it was not held in the Select Growth Fund. A major swing factor between the two quarters was the performance of the Fund's health care holdings which did poorly in the 1st fiscal quarter, but outperformed in the 2nd fiscal quarter just ended. The major factor for the outperformance during the six-month period was the performance of the Fund's health care and financials holdings. In the Fund's annual report last October we commented, given the close nature of the presidential election, that health care stocks were suffering under a cloud of uncertainty. We said with the re-election of President Bush that the cloud had been lifted, and that we anticipated better performance from the Health Care sector. The sector has seen solid advances and the Fund's stock selection within the sector has strongly outperformed the Health Care sector within the Russell 1000 Growth Index. For the six-month period the Fund's health care stocks advanced over 16% while the benchmark sector return was just under 10%. In addition to strong performance from stocks within the Health Care sector for the six-month period, stock selection within the Financials, and Materials sectors lifted relative returns. During the period under review there were only two sectors where the Fund failed to outperform the benchmark and that was in the Energy sector and Consumer Discretionary sector. In energy, we correctly overweighted the sector which had very strong returns, but our stock selection was weak with BJ Services Inc. lagging in performance for the period. We still hold the company as we believe their long-term outlook remains very promising. The five stocks that contributed the most to the Fund's absolute returns and relative outperformance over the six-month period include Genentech Inc., UnitedHealth Group Inc., Teva Pharmaceutical Industries Ltd., Countrywide Financial Corp., and Goldman Sachs Group Inc. The five stocks that detracted the most from the Fund's return were eBay Inc., Symantec Corp., Forest Laboratories Inc., Harley-Davidson Inc., and Maxim Integrated Products Inc. For the better part of the last several years value equities have outperformed growth equities. While we still have not seen a change in trend we feel confident that unit growth in the valuation of equities will be accorded greater importance by investors in the months to come. Once this happens, growth companies with better revenue opportunities (i.e. strong unit growth) should begin a period of sustained outperformance. Finally, large cap growth equities have taken a back seat to small cap equities for a number of years, with small growth strongly outperforming large growth. While it may be too early to say that a trend has developed, during the six-month period ended 4/30/05, the Russell 1000 Growth Index (large cap) outperformed the Russell 2000 Growth Index (small cap) by over 3%, with respective returns of 1.15% versus -1.98%. 10 PROVIDENT INVESTMENT COUNSEL SELECT GROWTH FUND, CLASS I ================================================================================ PORTFOLIO MANAGERS ------------------ photo omitted Susan J. Perkins, CFA 24 Years Experience photo omitted Derek S. Derman, CFA 14 Years Experience RESEARCH ANALYSTS ----------------- Nick A. Blankl, CFA 6 Years Experience Ned W. Brines, CFA 19 Years Experience Barry B. Burch 12 Years Experience Randal R. Chin, CFA 17 Years Experience Michael D. Emery, CFA 10 Years Experience Sean C. Kraus, CFA 9 Years Experience James M. Landreth, CFA 15 Years Experience Evelyn D. Lapham, CFA 24 Years Experience Rose Han Park 14 Years Experience Andrew J. Pearl, CFA 17 Years Experience Anne E. Westreich, CFA 13 Years Experience John J. Yoon, CFA 16 Years Experience RESULTS OF A HYPOTHETICAL $10,000 INVESTMENT - -------------------------------------------------------------------------------- IF INVESTED ON 12/29/99 S&P 500 RUSSELL DAILY 1000 REINVEST- GROWTH FUND MENT INDEX 12/29/1999 10,000 10,000 10,000 4/30/00 9,610 9,961 10,217 4/30/01 5,420 8,668 6,922 4/30/02 3,820 7,574 5,530 4/30/03 2,880 6,566 4,736 4/30/04 3,260 8,068 5,762 4/30/05 3,210 8,580 5,785 INVESTMENT RESULTS - -------------------------------------------------------------------------------- AVERAGE ANNUAL TOTAL RETURNS - PERIODS ENDING 4/30/05 SINCE 1 YEAR 3 YEARS* 5 YEARS* INCEPTION* PIC Select Growth Fund - Class I (Inception December 29, 1999) -1.53% -5.63% -19.69% -19.18% S&P 500 Index 6.34% 4.24% -2.94% -2.83% Russell 1000 Growth Index 0.40% 1.51% -10.75% -9.74% PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE; PAST PERFORMANCE DOES NOT GUARANTEE FUTURE RESULTS. THE 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 OF THE FUND MAY BE LOWER OR HIGHER THAN THE PERFORMANCE QUOTED. PERFORMANCE DATA CURRENT TO THE MOST RECENT MONTH END MAY BE OBTAINED BY CALLING 1-800-618-7643. - ---------- * Average Annual Total Return represents the average change in account value over the periods indicated. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gain distributions, or redemption of Fund shares. The S&P 500 Index is an unmanaged capitalization-weighted index of 500 stocks designed to represent the broad domestic economy. The Russell 1000 Growth Index measures the performance of those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values. Indices do not incur expenses and are not available for investment. RISKS: THE FUND IS NON-DIVERSIFIED, MEANING IT MAY CONCENTRATE ITS ASSETS IN FEWER INDIVIDUAL HOLDINGS THAN A DIVERSIFIED FUND. THEREFORE, THE FUND IS MORE EXPOSED TO INDIVIDUAL STOCK VOLATILITY THAN A DIVERSIFIED FUND. FOREIGN SECURITIES TYPICALLY INVOLVE GREATER VOLATILITY AND POLITICAL, ECONOMIC AND CURRENCY RISKS AND DIFFERENCES IN ACCOUNTING METHODS THAN DOMESTIC SECURITIES. SMALL- AND MEDIUM CAPITALIZATION COMPANIES TEND TO HAVE LIMITED LIQUIDITY AND GREATER PRICE VOLATILITY THAN LARGE-CAPITALIZATION COMPANIES. 11 PROVIDENT INVESTMENT COUNSEL SELECT GROWTH FUND, CLASS I ================================================================================ TEN LARGEST EQUITY HOLDINGS - -------------------------------------------------------------------------------- % OF SECURITY NET ASSETS DESCRIPTION - -------------------------------------------------------------------------------- UNITEDHEALTH GROUP INC. 6.77% Provides health care coverage and related services, serving over 50 million Americans. COUNTRYWIDE FINANCIAL CORP. 6.34% Originates, purchases, securitizes and services mortgage loans to customers throughout the United States. GENENTECH, INC. 5.73% Develops biotherapeutics for the treatment of cancer, growth hormone deficiency, heart attacks, asthma, cystic fibrosis, and chronic plaque psoriasis. TEVA PHARMACEUTICAL 5.37% An Israeli manufacturer and INDUSTRIES, LTD. - ADR exporter of generic, branded and innovative drugs and active pharmaceutical ingredients. JOHNSON & JOHNSON 4.73% Manufactures health care products and provides related services for consumer, pharmaceutical and medical markets. ST. JUDE MEDICAL, INC. 4.55% Manufactures pacemakers, implantable cardioverter difibrillators and other cardiovascular medical devices. COGNIZANT TECHNOLOGY 4.54% Provider of custom information SOLUTIONS CORP. technology design, development, integration and maintenance services. KOHL'S CORP. 3.97% Operates family-oriented, specialty department stores that offer moderately priced, brand merchandise targeted toward middle-income customers. LOWE'S COMPANIES, INC. 3.83% Operates home improvement stores offering decorating, maintenance, repair and remodeling products. SAP AG - ADR 3.77% A German company engaged in the development of client/server enterprise application software for businesses. - -------------------------------------------------------------------------------- Fund holdings are subject to change and are not recommendations to buy or sell any security. Please see the Schedule of Investments for complete fund holdings. SECTOR ALLOCATION - -------------------------------------------------------------------------------- % OF NET ASSETS PIE CHART Health Care 35.6% OMITTED Information Technology 18.8% Consumer Discretionary 18.1% Financials 15.8% Energy 5.5% Materials 2.5% Consumer Staples 2.2% Industrials 1.5% 12 PROVIDENT INVESTMENT COUNSEL SELECT GROWTH FUND, CLASS I ================================================================================ STRATEGIC VIEW - -------------------------------------------------------------------------------- The Fund's largest stock weightings are in the Health Care, Consumer Discretionary, Information Technology, and Financials sectors. These four sectors combine to make up over 85% of the Fund's net assets. It is in these sectors where we are finding the most robust outlook for earnings growth. Additionally, consistency of earnings growth has become an increasingly important metric to investors and concomitantly we are placing greater emphasis not only on the absolute growth rates, but on what we believe will be the sustainability of those rates. The result has been that gradually your management team has shifted the Fund portfolio toward more stable growth companies which has resulted in modest changes to the sector weightings of the Fund. Despite only modestly positive returns for large cap equities over the six-month period under review, the Fund portfolio has navigated a difficult market by providing a positive absolute rate of return and a strong comparison versus its benchmark, the Russell 1000 Growth Index. We believe our strategy is working well in this environment due to two primary factors. First, our continuing focus on those unique areas that represent attractive opportunities, such as well positioned health care companies with strong balance sheet and proprietary products or services, and in the financial services area where the Fund holdings are primarily concentrated in companies whose long-term outlook, in our view, remains very positive despite rising interest rates. We are comfortable with the Fund's commitment to the area in as much as we believe the portfolio's financial holdings can weather the storm of rising interest rates provided rates don't rise so significantly as to derail the economic expansion, which we think is unlikely. The portfolio's holdings are not particularly sensitive to moderately rising rates, and we believe they will continue to provide solid outperformance over the course of the year. We believe that the Fund's allocation to these strong performing areas supports the value of a bottoms-up research approach, where our investment team is seeking out the best growth opportunities regardless of the industry. A second factor benefiting the Fund portfolio is sector and industry-specific construction, which is largely a result of our bottoms-up research process. For example, the Fund's underweight position in the Information Technology sector has helped provide some protection, particularly in economically sensitive areas such as semiconductors. Our positioning within the Energy sector has also helped from an allocation point of view while recently underperforming from a stock selection perspective. While pursuing the strategy outlined above, we have maintained strong growth characteristics for the Fund's portfolio. As of the fiscal quarter end, the Fund's long-term earnings growth rate was 21.0% versus 14.0% for the benchmark Russell 1000 Growth Index. Another metric which we follow closely, the P/E to growth rate is 0.92 for the Fund, versus 1.33 for the benchmark index. These metrics are attractive, and we believe bode well for better absolute and relative returns moving forward. The large cap growth marketplace will present both challenges and opportunities for investors this year as it appears that U.S. economic growth, while sill positive, is no longer accelerating at the rates experienced in 2004. In such an environment, earnings growth becomes scarcer, and investors are often willing to pay a premium for those companies that are able to produce strong results - a positive for growth investors. We have been successful so far this year at finding those attractive pockets of growth as many of the Fund portfolio companies reported strong results during the past quarter and have provided positive guidance for the rest of the year. We thank you for entrusting your hard earned assets to our care, and we will continue to endeavor to work on your behalf to be certain that the trust is warranted. 13 PROVIDENT INVESTMENT COUNSEL MUTUAL FUNDS ================================================================================ INFORMATION ABOUT YOUR FUND'S EXPENSES at April 30, 2005 (Unaudited) - -------------------------------------------------------------------------------- As a shareholder of a mutual fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemption fees; if any; and (2) ongoing costs, including management fees; distribution and/or service fees (12b-1); 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. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period, November 1, 2004 - April 30, 2005. ACTUAL EXPENSES The table below provides information about actual account values and actual expenses. The example below includes, but is not limited to, management fees, distribution and shareholder servicing fees, fund accounting, custody and transfer agent fees. However, the Example below does not include portfolio trading commissions and related expenses. You may use the information in this table, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES The table below also provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% 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 this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) on purchase payments and redemption fees, if any. Therefore, the hypothetical information 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 transactional costs were included, your costs would have been higher. EXPENSES PAID BEGINNING ENDING DURING ACCOUNT ACCOUNT PERIOD* ANNUALIZED VALUE VALUE 11/1/04- EXPENSE ACTUAL 11/1/04 4/30/05 4/30/05 RATIO** - -------------------------------------------------------------------------------- Small Cap Growth Fund Class I $1,000.00 $1,005.90 $ 4.97 1.00% Class A 1,000.00 1,003.70 6.96 1.40% Flexible Growth Fund - Class I 1,000.00 1,067.40 5.07 0.95% Select Growth Fund - Class I 1,000.00 1,025.60 5.52 1.10% HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES) - ----------------------- Small Cap Growth Fund Class I $1,000.00 $1,019.84 $ 5.01 1.00% Class A 1,000.00 1,017.85 7.00 1.40% Flexible Growth Fund - Class I 1,000.00 1,019.89 4.96 0.95% Select Growth Fund - Class I 1,000.00 1,019.34 5.51 1.10% - ---------- * Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 181 (days in most recent fiscal half-year)/365 days (to reflect the one-half year period). ** Provident Investment Counsel, Inc. has agreed to waive fees and/or reimburse fund expenses so that the total annual operating expenses are limited to 1.00% for Small Cap Growth Fund - Class I, 1.40% for Small Cap Growth Fund -Class A, 0.95% for Flexible Growth Fund - Class I, and 1.10% for Select Growth Fund - Class I. 14 PIC SMALL CAP GROWTH FUND ================================================================================ SCHEDULE OF INVESTMENTS at April 30, 2005 (Unaudited) - -------------------------------------------------------------------------------- SHARES VALUE - -------------------------------------------------------------------------------- COMMON STOCKS: 97.2% AEROSPACE & DEFENSE: 3.2% 57,395 Argon St, Inc.* ......................... $1,621,409 42,000 Esterline Technologies Corp.* ........... 1,357,440 115,412 Flir Systems, Inc.* ..................... 3,069,959 92,850 Hexcel Corp.* ........................... 1,522,740 ---------- 7,571,548 ---------- AIR FREIGHT & COURIERS: 1.6% 58,250 UTI Worldwide, Inc. # ................... 3,736,155 ---------- BANKS: 3.5% 112,008 Southwest Bancorporation Of Texas, Inc. . 1,859,333 70,300 Texas Capital Bancshares, Inc.* ......... 1,256,261 106,864 UCBH Holdings, Inc. ..................... 1,680,971 34,100 Westcorp, Inc. .......................... 1,525,634 44,222 Wintrust Financial Corp. ................ 2,030,232 ---------- 8,352,431 ---------- BIOTECHNOLOGY: 1.0% 133,850 Protein Design Labs, Inc.* .............. 2,393,238 ---------- CHEMICALS: 3.2% 101,000 Headwaters, Inc.* ....................... 3,228,970 30,400 Minerals Technologies, Inc. ............. 1,985,728 40,100 Olin Corp. .............................. 711,374 67,800 Symyx Technologies, Inc.* ............... 1,652,286 ---------- 7,578,358 ---------- COMMERCIAL SERVICES & SUPPLIES: 9.7% 65,367 Anteon International Corp.* ............. 2,732,341 48,600 CACI International, Inc. - Class A* ..... 3,019,032 47,050 Charles River Associates, Inc.* ......... 2,465,420 61,352 CoStar Group, Inc.* ..................... 2,426,471 44,434 Education Management Corp.* ............. 1,244,152 124,600 Navigant Consulting, Inc.* .............. 2,924,362 87,808 Resources Connection, Inc.* ............. 1,678,011 43,900 SRA International, Inc. - Class A* ...... 2,868,865 25,400 Strayer Education, Inc. ................. 2,724,912 29,600 Universal Technical Institute, Inc.* .... 1,033,336 ---------- 23,116,902 ---------- COMMUNICATIONS EQUIPMENT: 2.6% 59,200 Avocent Corp.* .......................... 1,488,288 44,800 F5 Networks, Inc.* ...................... 1,917,888 70,500 Packeteer, Inc.* ........................ 823,440 144,105 Tekelec* ................................ 1,961,269 ---------- 6,190,885 ---------- COMPUTER STORAGE & PERIPHERALS: 0.8% 40,000 Avid Technology, Inc.* .................. 1,980,400 ---------- SHARES VALUE - -------------------------------------------------------------------------------- CONSTRUCTION & ENGINEERING: 2.0% 208,800 Chicago Bridge & Iron Co. - ADR ......... $4,672,944 ---------- DIVERSIFIED FINANCIALS: 1.1% 5,700 International Securities Exchange, Inc.* 150,024 35,400 National Financial Partners Corp. ....... 1,353,696 95,900 Primus Guaranty, Ltd.*# ................. 1,093,260 ---------- 2,596,980 ---------- DIVERSIFIED FINANCIAL SERVICES: 3.6% 74,600 Alliance Data Systems Corp.* ............ 3,013,840 50,900 Asset Acceptance Capital Corp.* ......... 1,040,905 80,000 Euronet Worldwide, Inc.* ................ 2,364,800 61,900 iPayment Holdings, Inc.* ................ 2,252,541 ---------- 8,672,086 ---------- DIVERSIFIED TELECOMMUNICATIONS: 0.3% 35,800 Arbinet Holdings, Inc.* ................. 691,298 ---------- ELECTRICAL EQUIPMENT: 1.2% 42,100 Energy Conversion Devices, Inc.* ........ 948,934 27,000 Roper Industries, Inc. .................. 1,827,090 ---------- 2,776,024 ---------- ELECTRONIC EQUIPMENT & INSTRUMENTS: 3.1% 93,200 Aeroflex, Inc.* ......................... 739,076 64,700 Benchmark Electronics, Inc.* ............ 1,749,488 25,600 Cherokee International Corp.* ........... 148,480 84,100 Faro Technologies, Inc.* ................ 2,258,085 70,850 Trimble Navigation, Ltd.* ............... 2,438,657 ---------- 7,333,786 ---------- ENERGY EQUIPMENT & SERVICES: 3.0% 125,600 KFX, Inc.* .............................. 1,369,040 122,300 Superior Energy Services, Inc.* ......... 1,819,824 60,500 Unit Corp.* ............................. 2,320,780 77,600 W-H Energy Services, Inc.* .............. 1,708,752 ---------- 7,218,396 ---------- FOOD & DRUG RETAILING: 1.3% 117,050 United Natural Foods, Inc.* ............. 3,136,940 ---------- HEALTH CARE EQUIPMENT & SUPPLIES: 4.9% 94,500 I-Flow Corp.* ........................... 1,343,790 84,113 Immucor, Inc.* .......................... 2,509,932 54,100 Intuitive Surgical, Inc.* ............... 2,323,054 70,000 Iris International, Inc.* ............... 1,028,300 90,400 Ventana Medical Systems, Inc.* .......... 3,599,728 36,700 Wright Medical Group, Inc.* ............. 911,261 ---------- 11,716,065 ---------- SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. 15 PIC SMALL CAP GROWTH FUND ================================================================================ SCHEDULE OF INVESTMENTS at April 30, 2005 (Unaudited) -- (CONTINUED) - -------------------------------------------------------------------------------- SHARES VALUE - -------------------------------------------------------------------------------- HEALTH CARE PROVIDERS & SERVICES: 10.7% 88,107 America Service Group, Inc.* .................. $ 2,001,791 50,700 American Healthways, Inc.* .................... 1,893,645 82,500 Amerigroup Corp.* ............................. 2,897,400 36,200 Centene Corp.* ................................ 1,008,170 106,400 HealthExtras, Inc.* ........................... 1,760,920 35,800 Matria Healthcare, Inc.* ...................... 989,154 28,500 Pediatrix Medical Group, Inc.* ................ 1,940,565 47,100 Radiation Therapy Services, Inc.* ............. 1,093,191 51,600 Sierra Health Services, Inc.* ................. 3,338,004 72,199 United Surgical Partners International, Inc.* . 3,194,806 145,846 VCA Antech, Inc.* ............................. 3,395,295 67,700 WellCare Health Plans, Inc.* .................. 1,997,150 ---------- 25,510,091 ---------- HOTELS, RESTAURANTS & LEISURE: 5.6% 66,700 Gaylord Entertainment Co.* .................... 2,668,000 13,200 Great Wolf Resorts, Inc.* ..................... 280,170 52,500 Life Time Fitness, Inc.* ...................... 1,421,175 32,742 P.F. Chang's China Bistro, Inc.* .............. 1,817,836 33,900 Penn National Gaming, Inc.* ................... 1,067,850 58,310 Rare Hospitality International, Inc.* ........, 1,622,184 48,200 Red Robin Gourmet Burgers, Inc.* .............. 2,335,772 85,700 WMS Industries, Inc.* ......................... 2,176,780 ---------- 13,389,767 ---------- INSURANCE: 0.3% 47,811 National Interstate Corp.* .................... 724,337 ---------- INTERNET SOFTWARE & SERVICES: 3.5% 37,350 Ctrip.com International, Ltd. - ADR* .......... 1,638,918 94,900 Equinix, Inc. * ............................... 3,319,602 11,100 InfoSpace, Inc.* .............................. 343,989 130,050 Marchex, Inc. - Class B* ...................... 2,195,244 111,700 Motive, Inc.* ................................. 924,876 ---------- 8,422,629 ---------- IT CONSULTING & SERVICES: 0.4% 62,200 Infocrossing, Inc.* ........................... 1,023,190 ---------- LEISURE EQUIPMENT & PRODUCTS: 1.0% 36,200 MarineMax, Inc.* .............................. 979,210 40,000 SCP Pool Corp. ................................ 1,303,200 ---------- 2,282,410 ---------- MACHINERY: 1.4% 28,800 A.S.V., Inc.* ................................. 1,029,312 25,750 Bucyrus International, Inc. ................... 1,002,705 41,550 Joy Global, Inc. .............................. 1,407,298 ---------- 3,439,315 ---------- SHARES VALUE - -------------------------------------------------------------------------------- MEDIA: 0.5% 142,763 Spanish Broadcasting System - Class A* ........ $ 1,192,071 ---------- METALS & MINING: 0.5% 56,400 Foundation Coal Holdings, Inc.* ............... 1,316,940 ---------- OIL & GAS: 4.2% 57,400 ATP Oil & Gas Corp.* .......................... 1,174,978 55,500 Carrizo Oil & Gas, Inc.* ...................... 917,415 65,000 Delta Petroleum Corp.* ........................ 726,700 35,500 Denbury Resources, Inc.* ...................... 1,126,770 54,100 Plains Exploration & Production Co.* .......... 1,740,938 25,900 Southwestern Energy Co.* ...................... 1,521,625 55,700 Toreador Resources Corp.* ..................... 937,988 47,500 Western Wireless Corp. - Class A* ............. 1,861,525 ---------- 10,007,939 ---------- PERSONAL PRODUCTS: 0.8% 49,500 Chattem, Inc.* ................................ 2,036,430 ---------- PHARMACEUTICALS: 1.3% 23,800 American Pharmaceutical Partners, Inc.* ....... 1,240,456 80,000 Aspreva Pharmaceuticals Corp.* # .............. 1,161,600 34,102 Medicines Co.* ................................ 728,078 ---------- 3,130,134 ---------- SEMICONDUCTOR EQUIPMENT: 1.2% 37,021 Cymer, Inc.* .................................. 917,751 56,500 Silicon Image, Inc.* .......................... 568,955 56,000 Tessera Technologies Inc.* .................... 1,487,360 ---------- 2,974,066 ---------- SEMICONDUCTORS: 1.8% 99,000 Integrated Circuit Systems, Inc.* ............. 1,808,730 137,600 Microsemi Corp.* .............................. 2,328,192 35,900 Pixelworks, Inc.* ............................. 276,430 ---------- 4,413,352 ---------- SOFTWARE: 5.4% 42,074 FileNet Corp.* ................................ 1,114,961 73,400 Macromedia, Inc.* ............................. 2,907,374 30,000 Micros Systems, Inc. .......................... 1,189,500 59,000 Open Solutions, Inc.* ......................... 1,103,300 85,500 Sonic Solutions* .............................. 1,255,995 111,500 SS&C Technologies, Inc. ....................... 2,833,215 62,700 THQ Inc.* ..................................... 1,581,294 113,450 Tibco Software, Inc.* ......................... 810,033 ---------- 12,795,672 ---------- SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. 16 PIC SMALL CAP GROWTH FUND ================================================================================ SCHEDULE OF INVESTMENTS at April 30, 2005 (Unaudited) -- (CONTINUED) - -------------------------------------------------------------------------------- SHARES VALUE - -------------------------------------------------------------------------------- SPECIALTY RETAIL: 6.1% 145,530 Aaron Rents, Inc. ............................. $ 3,195,839 71,850 Aeropostale, Inc.* ............................ 2,006,770 38,900 Build-A-Bear-Workshop, Inc.* .................. 1,042,909 33,200 Electronics Boutique Holdings Corp.* .......... 1,850,236 36,400 Guitar Center, Inc.* .......................... 1,796,340 73,000 Hot Topic, Inc.* .............................. 1,459,270 41,000 Tractor Supply Co.* ........................... 1,649,020 34,200 Urban Outfitters, Inc.* ....................... 1,515,060 ---------- 14,515,444 ---------- TEXTILES, APPAREL & LUXURY GOODS: 1.0% 37,200 Fossil, Inc.* ................................. 865,272 59,396 Quiksilver, Inc.* ............................. 1,636,360 ---------- 2,501,632 ---------- THRIFTS & MORTGAGE FINANCE: 0.5% 46,486 BankUnited Financial Corp. - Class A .......... 1,110,086 ---------- TRADING COMPANIES & DISTRIBUTORS: 0.8% 67,700 MSC Industrial Direct Co., Inc. - Class A ..... 1,819,099 ---------- TRUCKING: 1.6% 61,100 Genesee & Wyoming Inc.* ....................... 1,465,178 64,162 Old Dominion Freight Line, Inc.* .............. 1,802,952 40,000 Universal Truckload Services, Inc.* ........... 637,600 ---------- 3,905,730 ---------- SHARES VALUE - -------------------------------------------------------------------------------- WIRELESS TELECOMMUNICATIONS: 2.5% 113,600 Alamosa Holdings, Inc.* ....................... $ 1,475,664 89,950 NII Holdings, Inc. - Class B* ................. 4,503,796 ---------- 5,979,460 ---------- TOTAL COMMON STOCKS (cost $176,136,787) ........................... 232,224,230 ----------- MONEY MARKET INVESTMENTS: 2.9% 3,517,101 SEI Daily Income Trust Government Fund ........ 3,517,101 3,517,100 SEI Daily Income Treasury Fund ................ 3,517,100 ---------- 7,034,201 ---------- TOTAL MONEY MARKET INVESTMENTS (cost $7,034,201) ............................. 7,034,201 ---------- TOTAL INVESTMENTS IN SECURITIES (cost $183,170,988): 100.1% ................... 239,258,431 Liabilities in Excess of Other Assets: (0.1%) . (278,750) ----------- NET ASSETS: 100.0% ............................ $ 238,979,681 ============= - ---------- * Non-income producing security. # U.S. traded security of a foreign issuer. ADR - American Depositary Receipt. SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. 17 PIC FLEXIBLE GROWTH FUND ================================================================================ SCHEDULE OF INVESTMENTS at April 30, 2005 (Unaudited) - -------------------------------------------------------------------------------- SHARES VALUE - -------------------------------------------------------------------------------- COMMON STOCKS: 99.0% AEROSPACE/DEFENSE: 1.5% 945 Rockwell Collins, Inc. ........................ $ 43,357 -------- AIR FREIGHT & COURIERS: 1.2% 915 J.B. Hunt Transport Services, Inc. ............ 35,767 -------- AUTOMOBILES & MOTORCYCLES: 1.4% 905 Harley-Davidson, Inc. ......................... 42,553 -------- BANKS: 1.7% 1,830 Commerce Bancorp, Inc. ........................ 51,222 -------- BIOTECHNOLOGY: 6.7% 1,650 Genentech, Inc.* .............................. 117,051 2,235 Gilead Sciences, Inc.* ........................ 82,919 -------- 199,970 -------- CHEMICALS: 2.5% 1,070 Monsanto Co. .................................. 62,723 -------- COMMERCIAL SERVICES & SUPPLIES: 2.0% 838 Apollo Group, Inc. - Class A* ................. 60,437 -------- COMMUNICATIONS EQUIPMENT: 1.4% 1,215 Qualcomm Inc. ................................. 42,391 -------- CONSUMER FINANCE: 5.9% 1,080 Capital One Financial Corp. ................... 76,561 2,070 SLM Corp. ..................................... 98,615 -------- 175,176 -------- ENERGY EQUIPMENT & SERVICES: 5.4% 1,210 BJ Services Co. ............................... 58,987 855 Nabors Industries, Ltd.* # .................... 46,059 975 Smith International, Inc. ..................... 56,726 -------- 161,772 -------- SHARES VALUE - -------------------------------------------------------------------------------- FOOD & DRUG RETAILING: 2.4% 1,380 CVS Corp. ..................................... $ 71,180 -------- HEALTH CARE EQUIPMENT & SUPPLIES: 9.8% 925 Alcon, Inc.# .................................. 89,725 3,185 St. Jude Medical, Inc.* ....................... 124,310 945 Zimmer Holdings, Inc.* ........................ 76,942 -------- 290,977 -------- HEALTH CARE PROVIDERS & SERVICES: 8.8% 2,115 UnitedHealth Group, Inc. ...................... 199,889 490 Wellpoint Inc.* ............................... 62,597 -------- 262,486 -------- HOTELS, RESTAURANTS & LEISURE: 1.4% 880 Carnival Corp. # .............................. 43,014 -------- HOUSEHOLD DURABLES: 2.0% 850 Pulte Homes, Inc. ............................. 60,733 -------- INDUSTRIAL CONGLOMERATES: 1.9% 1,765 Tyco International Ltd. # ..................... 55,262 -------- INTERNET SOFTWARE & SERVICES: 3.7% 230 Google Inc. - Class A* ........................ 50,600 1,770 Yahoo! Inc.* .................................. 61,083 -------- 111,683 -------- INVESTMENT BANKING: 2.2% 610 Goldman Sachs Group, Inc. ..................... 65,142 -------- IT CONSULTING & SERVICES: 5.7% 3,060 Cognizant Technology Solutions Corp. - Class A* 128,551 1,375 Paychex, Inc. ................................. 42,075 -------- 170,626 -------- MEDIA: 2.2% 2,300 Echostar Communications Corp. - Class A* ...... 66,585 -------- SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. 18 PIC FLEXIBLE GROWTH FUND ================================================================================ SCHEDULE OF INVESTMENTS at April 30, 2005 (Unaudited)--(continued) - -------------------------------------------------------------------------------- SHARES VALUE - -------------------------------------------------------------------------------- MUTLILINE RETAIL: 2.1% 1,290 Kohl's Corp.* ................................. $ 61,404 -------- OIL & GAS: 2.0% 1,035 Exxon Mobil Corp. ............................. 59,026 -------- PHARMACEUTICALS: 9.2% 2,050 Johnson & Johnson ............................. 140,691 4,290 Teva Pharmaceutical Industries Ltd. - ADR ..... 134,020 -------- 274,711 -------- SEMICONDUCTORS: 1.5% 1,510 Broadcom Corp. - Class A* ..................... 45,164 -------- SOFTWARE: 5.7% 1,285 Cognos, Inc.* # ............................... 48,624 2,440 SAP AG - ADR .................................. 96,209 1,350 Symantec Corp.* ............................... 25,353 -------- 170,186 -------- SPECIALTY RETAIL: 2.8% 1,575 Lowe's Companies, Inc. ........................ 82,073 -------- TEXTILES, APPAREL & LUXURY GOODS: 1.5% 1,310 Polo Ralph Lauren Corp. - Class A ............. 45,981 -------- SHARES VALUE - -------------------------------------------------------------------------------- THRIFTS & MORTGAGE FINANCE: 4.4% 3,650 Countrywide Financial Corp. ................... $132,094 ------------ TOTAL COMMON STOCKS (cost $2,758,144) ........................................ 2,943,695 ------------ MONEY MARKET INVESTMENTS: 3.1% 45,749 SEI Daily Income Trust Government Fund ........ 45,749 45,748 SEI Daily Income Treasury Fund ................ 45,748 ------------ 91,497 ------------ TOTAL MONEY MARKET INVESTMENTS (cost $91,497) ........................................... 91,497 ------------ TOTAL INVESTMENTS IN SECURITIES (cost $2,849,641): 102.1% ................................ 3,035,192 Liabilities in excess of Other Assets: (2.1%) ............ (61,270) ------------ NET ASSETS: 100.0% ....................................... $ 2,973,922 ============ - ---------- * Non-income producing security. # U.S. traded security of a foreign issuer. ADR - American Depositary Receipt. SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. 19 PIC SELECT GROWTH FUND ================================================================================ SCHEDULE OF INVESTMENTS at April 30, 2005 (Unaudited) - -------------------------------------------------------------------------------- SHARES VALUE - -------------------------------------------------------------------------------- COMMON STOCKS: 99.1% AUTOMOBILES & MOTORCYCLES: 2.2% 7,300 Harley-Davidson, Inc. .............................. $ 343,246 ----------- BIOTECHNOLOGY: 8.6% 12,400 Genentech, Inc.* ................................... 879,656 11,700 Gilead Sciences, Inc.* ............................. 434,070 ----------- 1,313,726 ----------- CHEMICALS: 2.5% 6,600 Monsanto Company ................................... 386,892 ----------- COMMERCIAL SERVICES & SUPPLIES: 2.6% 5,500 Apollo Group, Inc. - Class A* ...................... 396,660 ----------- COMMUNICATIONS EQUIPMENT: 1.9% 8,500 Qualcomm Inc. ...................................... 296,565 ----------- CONSUMER FINANCE: 6.2% 6,600 Capital One Financial Corp. ........................ 467,874 10,300 SLM Corp. .......................................... 490,692 ----------- 958,566 ----------- ENERGY EQUIPMENT & SERVICES: 3.5% 11,000 BJ Services Co. .................................... 536,250 ----------- FOOD & DRUG RETAILING: 2.1% 6,400 CVS Corp. .......................................... 330,112 ----------- HEALTHCARE EQUIPMENT & SUPPLIES: 7.7% 17,900 St. Jude Medical, Inc.* ............................ 698,637 5,900 Zimmer Holdings, Inc.* ............................. 480,378 ----------- 1,179,015 ----------- HEALTHCARE PROVIDERS & SERVICES: 8.9% 11,000 UnitedHealth Group, Inc. ........................... 1,039,610 2,600 Wellpoint Inc.* .................................... 332,150 ----------- 1,371,760 ----------- INDUSTRIAL CONGLOMERATES: 1.5% 7,200 Tyco International Ltd. ............................ 225,432 ----------- INTERNET CATALOG RETAIL: 3.1% 15,100 eBay, Inc.* ........................................ 479,123 ----------- SHARES VALUE - -------------------------------------------------------------------------------- INTERNET SOFTWARE & SERVICES: 3.8% 1,200 Google Inc. - Class A* ............................. $ 264,000 9,100 Yahoo! Inc.* ....................................... 314,041 ----------- 578,041 ----------- INVESTMENT BANKING: 3.1% 4,400 Goldman Sachs Group, Inc. .......................... 469,876 ----------- IT CONSULTING & SERVICES: 4.5% 16,600 Cognizant Technology Solutions Corp. - Class A* .... 697,366 ----------- MEDIA: 2.3% 12,000 EchoStar Communications Corp. - Class A* .................... 347,400 ----------- MULTILINE RETAIL: 4.0% 12,800 Kohl's Corp.* ...................................... 609,280 ----------- OIL & GAS: 2.0% 5,400 Exxon Mobil Corp. .................................. 307,962 ----------- PHARMACEUTICALS: 10.1% 10,600 Johnson & Johnson .................................. 727,478 26,400 Teva Pharmaceutical Industries Ltd. - ADR .......... 824,736 ----------- 1,552,214 ----------- SEMICONDUCTORS: 3.7% 9,500 Broadcom Corp. - Class A* .......................... 284,145 7,700 Maxim Integrated Products, Inc. .................... 287,980 ----------- 572,125 ----------- SOFTWARE: 4.7% 14,700 SAP AG - ADR ....................................... 579,621 7,400 Symantec Corp.* .................................... 138,972 ----------- 718,593 ----------- SPECIALTY RETAIL: 3.8% 11,300 Lowe's Companies, Inc. ............................. 588,843 ----------- THRIFTS & MORTGAGE FINANCE: 6.3% 26,898 Countrywide Financial Corp. ........................ 973,438 ----------- TOTAL COMMON STOCKS (cost $13,867,899) ................................. 15,232,485 ----------- SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. 20 PIC SELECT GROWTH FUND ================================================================================ SCHEDULE OF INVESTMENTS at April 30, 2005 (Unaudited)--(continued) - -------------------------------------------------------------------------------- SHARES VALUE - -------------------------------------------------------------------------------- MONEY MARKET INVESTMENTS: 0.6% 46,412 SEI Daily Income Trust Government Fund ............. $ 46,412 46,411 SEI Daily Income Treasury Fund ..................... 46,411 ----------- 92,823 ----------- TOTAL MONEY MARKET INVESTMENTS (cost $92,823) ..................................... 92,823 ----------- TOTAL INVESTMENTS IN SECURITIES (cost $13,960,722): 99.7% .......................... 15,325,308 Other Assets in excess of Liabilities: 0.3% ........ 38,826 ----------- NET ASSETS: 100.0% ................................. $15,364,134 =========== - ---------- * Non-income producing security. # U.S. traded security of a foreign issuer. ADR - American Depositary Receipt. SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. 21 STATEMENTS OF ASSETS AND LIABILITIES ================================================================================
April 30, 2005 (Unaudited) - ------------------------------------------------------------------------------------------------- PIC PIC PIC SMALL CAP FLEXIBLE SELECT GROWTH FUND GROWTH FUND GROWTH FUND ASSETS: Investments at cost .......................... $ 183,170,988 $ 2,849,641 $ 13,960,722 ============= ============= ============= Investments at value ......................... $ 239,258,431 $ 3,035,192 $ 15,325,308 Receivables: Investments sold ............................. 2,443,423 -- 85,261 Fund shares sold ............................. 60,403 -- 7,544 Dividends and interest ....................... 30,219 1,003 2,724 Due from Advisor ............................. -- 6,637 -- Prepaid expenses ............................. 17,395 8,438 10,850 ------------- ------------- ------------- Total assets ................................. 241,809,871 3,051,270 15,431,687 ------------- ------------- ------------- LIABILITIES: Payables: Investments purchased ........................ 2,252,185 -- -- Fund shares redeemed ......................... 252,176 -- -- Management fees .............................. 154,546 -- 1,364 Administration fees .......................... 46,114 5,014 5,333 Fund accounting fees ......................... 27,116 11,241 9,013 Distribution and service fees ................ 24,748 -- 1,921 Deferred trustees' compensation (Note 3) ..... 23,748 5,947 2,051 Transfer agent fees .......................... 12,283 11,544 10,422 Chief Compliance Officer fee ................. 3,156 30 206 Accrued expenses ............................. 34,118 43,572 37,243 ------------- ------------- ------------- Total liabilities ............................ 2,830,190 77,348 67,553 ------------- ------------- ------------- NET ASSETS ................................... $ 238,979,681 $ 2,973,922 $ 15,364,134 ============= ============= ============= NET ASSETS CONSIST OF: Capital (capital stock and paid-in capital) .. $ 250,617,209 $ 5,549,177 $ 38,434,926 Undistributed net investment loss ............ (1,221,392) (12,085) (33,349) Undistributed net realized loss from investment transactions ............... (66,503,579) (2,748,721) (24,402,029) Net unrealized appreciation of investments ... 56,087,443 185,551 1,364,586 ------------- ------------- ------------- NET ASSETS ................................... $ 238,979,681 $ 2,973,922 $ 15,364,134 ============= ============= ============= NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE: CLASS A SHARES: Net assets ................................... $ 32,347,629 $ -- $ -- Shares Outstanding (Unlimited number of shares authorized, par value $0.01) ............... 2,358,182 -- -- NET ASSET VALUE PER SHARE .................... $ 13.72 $ -- $ -- ============= ============= ============= MAXIMUM OFFERING PRICE PER SHARE (NET ASSET VALUE DIVIDED BY 94.25%) ........ $ 14.56 $ -- $ -- ============= ============= ============= CLASS I SHARES: Net assets ................................... $ 206,632,052 $ 2,973,922 $ 15,364,134 Shares Outstanding (Unlimited number of shares authorized, par value $0.01) ............... 13,577,401 163,273 4,793,276 NET ASSET VALUE, OFFERING PRICE AND REDEMPTION PRICE PER SHARE ................... $ 15.22 $ 18.21 $ 3.21 ============= ============= =============
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. 22 STATEMENTS OF OPERATIONS ================================================================================
For the Six Months Ended April 30, 2005 (Unaudited) - ---------------------------------------------------------------------------------------------------- PIC PIC PIC SMALL CAP FLEXIBLE SELECT GROWTH FUND GROWTH FUND GROWTH FUND - ---------------------------------------------------------------------------------------------------- INVESTMENT INCOME: Dividends (net of foreign withholding taxes of $3,677, $76 and $650) .................... $ 222,113 $ 7,466 $ 60,872 Interest ............................................ 63,200 798 1,940 ------------ ------------ ------------ Total investment income ............................. 285,313 8,264 62,812 ------------ ------------ ------------ EXPENSES: Management fees (Note 3) ............................ 1,095,543 8,712 76,403 Administration fees (Note 3) ........................ 142,855 14,876 16,978 Distribution and service fees (Notes 4 and 5): Class A ........................................... 105,108 -- -- Class I ........................................... -- -- 12,734 Custody fees ...................................... 42,174 5,106 3,909 Fund accounting fees .............................. 37,175 14,676 13,355 Transfer agent fees (Note 3) ...................... 19,505 14,698 14,145 Registration expense .............................. 16,329 2,656 8,976 Audit fees ........................................ 13,382 8,510 8,822 Trustees fees (Note 3) ............................ 9,114 4,720 3,966 Reports to shareholders ........................... 5,738 5,567 2,492 Chief Compliance Officer fee ...................... 4,758 43 295 Legal fees ........................................ 4,294 4,572 3,472 Other expenses .................................... 7,305 2,767 3,968 ------------ ------------ ------------ Total expenses ...................................... 1,503,280 86,903 169,515 Expenses recouped (reimbursed) by Advisor (Note 3) .. (28,743) (74,610) (76,133) ------------ ------------ ------------ Net expenses ........................................ 1,474,537 12,293 93,382 ------------ ------------ ------------ Net investment loss ................................. (1,189,224) (4,029) (30,570) ------------ ------------ ------------ NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain (loss) from investment transactions 19,015,040 (9,051) 704,822 Net unrealized appreciation (depreciation) during the period on investments .................. (11,593,131) 179,938 (201,119) ------------ ------------ ------------ Net realized and unrealized gain on investments ..... 7,421,909 170,887 503,703 ------------ ------------ ------------ NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ........................... $ 6,232,685 $ 166,858 $ 473,133 ============ ============ ============
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. 23 STATEMENTS OF CHANGES IN NET ASSETS ================================================================================
PIC SMALL CAP GROWTH FUND Six Months Ended Year April 30, 2005 Ended (Unaudited) October 31, 2004+ - ----------------------------------------------------------------------------------------- OPERATIONS: Net investment loss ................................. $ (1,189,224) $ (3,121,952) Net realized gain (loss) from investment transactions 19,015,040 (5,888,270) Net unrealized appreciation (depreciation) during the period on investments .................. (11,593,131) (174,440) ------------- ------------- Net increase (decrease) in net assets resulting from operations ......................... 6,232,685 (9,184,662) ------------- ------------- CAPITAL SHARE TRANSACTIONS: Class A: Shares sold ......................................... 5,221,266 99,850,885 Shares repurchased .................................. (78,540,961) (34,064,592) ------------- ------------- Net increase (decrease) from Class A capital share transactions ................................ (73,319,695) 65,786,293 ------------- ------------- Class B: Shares repurchased .................................. -- -- Shares issued in connection with the conversion to Class I shares* ................................ -- -- ------------- ------------- Net increase (decrease) from Class B capital share transactions ................................ -- -- ------------- ------------- Class I: Shares sold ......................................... 23,166,452 94,747,016 Shares repurchased .................................. (35,348,008) (124,820,518) Shares issued in connection with the conversion from Class B shares* .............................. -- -- ------------- ------------- Net increase (decrease) from Class I capital share transactions ................................ (12,181,556) (30,073,502) ------------- ------------- Redemption fees ..................................... 2,663 -- ------------- ------------- Total increase (decrease) in net assets from capital share transactions ........................ (85,498,588) 35,712,791 ------------- ------------- Total increase (decrease) in net assets ............. (79,265,903) 26,528,129 NET ASSETS: Beginning of period ................................. 318,245,584 291,717,455 ------------- ------------- End of period ....................................... $ 238,979,681 $ 318,245,584 ============= ============= Undistributed net investment loss at end of period .. $ (1,221,392) $ (32,168) ------------- ------------- FUND SHARE TRANSACTIONS: Class A: Shares sold ......................................... 365,756 6,869,244 Shares repurchased .................................. (5,413,711) (2,484,675) ------------- ------------- Net increase (decrease) in Class A fund shares ...... (5,047,955) 4,384,569 ============= ============= Class B: Shares repurchased .................................. -- -- Shares issued in connection with the conversion to Class I shares* ................................ -- -- ------------- ------------- Net decrease in Class B fund shares ................. -- -- ============= ============= Class I: Shares sold ......................................... 1,445,750 6,083,750 Shares repurchased .................................. (2,205,868) (7,964,548) Shares issued in connection with the conversion from Class B shares* .............................. -- -- ------------- ------------- Net increase (decrease) in Class I fund shares ...... (760,118) (1,880,798) ============= =============
- ---------- * As of July 1, 2004, the PIC Mid Cap Growth Fund converted from Class B shares to PIC Flexible Growth Class I shares. + On December 19, 2003, the PIC Funds re-organized from a master feeder structure and merged into separate series of the Advisors Series Trust. SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. 24 STATEMENTS OF CHANGES IN NET ASSETS ================================================================================
PIC PIC FLEXIBLE SELECT GROWTH FUND GROWTH FUND Six Months Ended Year Six Months Ended Year April 30, 2005 Ended April 30, 2005 Ended (Unaudited) October 31, 2004+ (Unaudited) October 31, 2004+ - -------------------------------------------------------------------------------- $ (4,029) $ (37,233) $ (30,570) $ (154,599) (9,051) 501,554 704,822 212,369 179,938 (587,684) (201,119) (750,197) - ------------- ------------ ------------ ------------ 166,858 (123,363) 473,133 (692,427) - ------------- ------------ ------------ ------------ -- -- -- -- -- -- -- -- - ------------- ------------ ------------ ------------ -- -- -- -- - ------------- ------------ ------------ ------------ -- (896,838) -- -- -- (5,477,411) -- -- - ------------- ------------ ------------ ------------ -- (6,374,249) -- -- - ------------- ------------ ------------ ------------ 677,774 326 313,977 1,337,479 (334,438) (196,602) (3,308,718) (2,924,089) -- 5,477,411 -- -- - ------------- ------------ ------------ ------------ 343,336 5,281,135 (2,994,741) (1,586,610) - ------------- ------------ ------------ ------------ -- -- -- -- - ------------- ------------ ------------ ------------ 343,336 (1,093,114) (2,994,741) (1,586,610) - ------------- ------------ ------------ ------------ 510,194 (1,216,477) (2,521,608) (2,279,037) 2,463,728 3,680,205 17,885,742 20,164,779 - ------------- ------------ ------------ ------------ $ 2,973,922 $ 2,463,728 $ 15,364,134 $ 17,885,742 ============= ============ ============ ============ $ (12,085) $ (8,056) $ (33,349) $ (2,779) - ------------- ------------ ------------ ------------ -- -- -- -- -- -- -- -- - ------------- ------------ ------------ ------------ -- -- -- -- ============= ============ ============ ============ -- (49,541) -- -- -- (159,274) -- -- - ------------- ------------ ------------ ------------ -- (208,815) -- -- ============= ============ ============ ============ 37,255 20 96,285 399,218 (18,423) (14,853) (1,021,081) (887,989) -- 159,274 -- -- - ------------- ------------ ------------ ------------ 18,832 144,441 (924,796) (488,771) ============= ============ ============ ============
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. 25 FINANCIAL HIGHLIGHTS ================================================================================ PIC SMALL CAP GROWTH FUND - -------------------------------------------------------------------------------- FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD.
CLASS I ----------------------------------------------------- FOR THE FOR THE FOR THE FOR THE PERIOD ENDED YEAR ENDED YEAR ENDED YEAR ENDED APRIL 30, OCTOBER 31, OCTOBER 31, OCTOBER 31, 2005 2004* 2003 2002 -------- -------- -------- -------- PER SHARE DATA Net asset value per share, beginning of period ............. $ 15.13 $ 15.38 $ 10.58 $ 13.23 Income from investment operations: Net investment income (loss) ............................. (0.06) (0.14) (0.08) (0.10) Net realized gains (losses) and change in unrealized appreciation or depreciation on investments ............ 0.15 (0.11) 4.88 (2.55) -------- -------- -------- -------- Total income (loss) from investment operations ............. 0.09 (0.25) 4.80 (2.65) -------- -------- -------- -------- DISTRIBUTIONS: From net realized gains .................................. -- -- -- -- -------- -------- -------- -------- Total distributions ...................................... -- -- -- -- -------- -------- -------- -------- Net asset value per share, end of period ................. $ 15.22 $ 15.13 $ 15.38 $ 10.58 -------- -------- -------- -------- Total return ............................................. 0.59%++ (1.63%) 45.37% (20.03%) ======== ======== ======== ======== RATIOS/SUPPLEMENTAL DATA: Net assets (dollars in millions), end of period .......... $ 206.6 $ 217.0 $ 249.5 $ 126.6 Ratio of expenses to average net assets: Before expense recoupment .............................. 1.02%+ 0.99% 1.38% 1.34% After expense recoupment ............................... 1.00%+ 0.99% 1.00% 1.00% Ratio of net investment loss to average net assets: After expense recoupment ............................... (0.77%)+ (0.86%) (0.78%) (0.75%) Portfolio turnover rate .................................. 28.44%++ 99.08% 106.81% 100.71%
- ---------- # Per share numbers have been calculated using the average shares method. ++ Not annualized. + Annualized. * On December 19, 2003, the PIC Funds re-organized from a master feeder structure and merged into separate series of the Advisors Series Trust. The historical data shown reflects the operations of each respective predecessor PIC Feeder Fund. SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. 26 FINANCIAL HIGHLIGHTS ================================================================================ PIC SMALL CAP GROWTH FUND - -------------------------------------------------------------------------------- FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD.
CLASS I CLASS A - ------------------------- ----------------------------------------------------------------------------------------- FOR THE FOR THE FOR THE FOR THE FOR THE FOR THE FOR THE FOR THE YEAR ENDED YEAR ENDED PERIOD ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED OCTOBER 31, OCTOBER 31, APRIL 30, OCTOBER 31 OCTOBER 31, OCTOBER 31, OCTOBER 31, OCTOBER 31, 2001 2000 2005 2004* 2003 2002 2001 2000 -------- -------- -------- -------- -------- -------- -------- -------- $ 39.06 $ 28.80 $ 13.67 $ 13.97 $ 9.65 $ 12.13 $ 19.38 $ 13.55 (0.08) (0.30) (0.15) (0.15) (0.15) (0.13) (0.15) 0.10# (9.61) 12.24 0.20 (0.15) 4.47 (2.35) (7.10) 5.73 -------- -------- -------- -------- -------- -------- -------- -------- (9.69) 11.94 0.05 (0.30) 4.32 (2.48) (7.25) 5.83 -------- -------- -------- -------- -------- -------- -------- -------- (16.14) (1.68) -- -- -- -- -- -- -------- -------- -------- -------- -------- -------- -------- -------- (16.14) (1.68) -- -- -- -- -- -- -------- -------- -------- -------- -------- -------- -------- -------- $ 13.23 $ 39.06 $ 13.72 $ 13.67 $ 13.97 $ 9.65 $ 12.13 $ 19.38 -------- -------- -------- -------- -------- -------- -------- -------- (37.11%) 42.29% 0.37%++ (2.15%) 44.77% (20.45%) (37.41%) 43.03% ======== ======== ======== ======== ======== ======== ======== ======== $ 176.0 $ 239.5 $ 32.3 $ 101.3 $ 42.2 $ 35.3 $ 39.6 $ 59.5 1.26% 1.25% 1.42%+ 1.36% 2.09% 1.86% 1.81% 1.88% 1.00% 1.00% 1.40%+ 1.37% 1.45% 1.45% 1.45% 1.45% (0.59%) (0.64%) (1.28%)+ (1.24%) (1.23%) (1.20%) (1.04%) (0.93%) 99.00% 143.39% 28.44%++ 99.08% 106.81% 100.71% 99.00% 143.39%
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. 27 FINANCIAL HIGHLIGHTS ================================================================================ PIC FLEXIBLE GROWTH FUND - -------------------------------------------------------------------------------- FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD.
FOR THE FOR THE FOR THE FOR THE FOR THE FOR THE PERIOD ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED APRIL 30, OCTOBER 31, OCTOBER 31, OCTOBER 31, OCTOBER 31, OCTOBER 31, CLASS I SHARES 2005 2004*# 2003* 2002* 2001* 2000* - -------------- -------- -------- -------- -------- -------- -------- PER SHARE DATA Net asset value per share, beginning of period ....................... $ 17.06 $ 17.62 $ 12.85 $ 15.47 $ 30.42 $ 15.60 Income from investment operations: Net investment loss ......................... (0.02) (0.26) (0.29) (0.37) (0.36) (0.31) Net realized gains (losses) and change in unrealized appreciation or depreciation on investments ............... 1.17 (0.30) 5.06 (2.25) (13.37) 15.13 -------- -------- -------- -------- -------- -------- Total income (loss) from investment operations ..................... 1.15 (0.56) 4.77 (2.62) (13.73) 14.82 -------- -------- -------- -------- -------- -------- DISTRIBUTIONS: From net realized gains ..................... -- -- -- -- (1.22) -- -------- -------- -------- -------- -------- -------- Total distributions ......................... -- -- -- -- (1.22) -- -------- -------- -------- -------- -------- -------- Net asset value per share, end of period ............................. $ 18.21 $ 17.06 $ 17.62 $ 12.85 $ 15.47 $ 30.42 -------- -------- -------- -------- -------- -------- Total return ................................ 6.74%++ (3.18%) 37.12% (16.94%) (46.85%) 95.00% ======== ======== ======== ======== ======== ======== RATIOS/SUPPLEMENTAL DATA: Net assets (dollars in millions), end of period ............................. $ 3.0 $ 2.5 $ 3.7 $ 3.5 $ 5.6 $ 9.4 Ratio of expenses to average net assets: Before expense reimbursement ................ 6.98%+ 7.24% 10.38% 4.03% 3.53% 3.75% After expense reimbursement ................. 0.99%+ 1.55% 2.14% 2.14% 2.14% 2.14% Ratio of net investment loss to average net assets: After expense reimbursement ................. (0.32%)+ (1.25%) (1.87%) (1.99%) (1.79%) (1.76%) Portfolio turnover rate ..................... 33.33%++ 171.99% 133.51% 259.63% 148.64% 185.88%
- ---------- * As of July 1, 2004, the PIC Mid Cap Growth Fund converted from Class B shares to PIC Flexible Growth Class I shares. ++ Not annualized. + Annualized. # On December 19, 2003, the PIC Funds re-organized from a master feeder structure and merged into separate series of the Advisors Series Trust. The historical data shown reflects the operations of each respective predecessor PIC Feeder Fund. SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. 28 FINANCIAL HIGHLIGHTS ================================================================================ PIC SELECT GROWTH FUND - -------------------------------------------------------------------------------- FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD.
FOR THE FOR THE FOR THE MAY 1, 2002 FOR THE FOR THE DEC. 29, 1999** PERIOD ENDED YEAR ENDED YEAR ENDED THROUGH YEAR ENDED YEAR ENDED THROUGH APRIL 30, OCTOBER 31, OCTOBER 31, OCTOBER 31, APRIL 30, APRIL 30, APRIL 30, CLASS I SHARES 2005 2004@ 2003 2002* 2002 2001 2000 - -------------- -------- -------- -------- -------- -------- -------- -------- PER SHARE DATA Net asset value per share, beginning of period ........ $ 3.13 $ 3.25 $ 2.76 $ 3.82 $ 5.42 $ 9.61 $ 10.00 Income from investment operations: Net investment loss .......... (0.01) (0.03) (0.02) (0.01) (0.03) (0.04) (0.02) Net realized gains (losses) and change in unrealized appreciation or depreciation on investments ................ 0.09 (0.09) 0.51 (1.05) (1.57) (4.15) (0.37)^ -------- -------- -------- -------- -------- -------- -------- Total income (loss) from investment operations ................. 0.08 (0.12) 0.49 (1.06) (1.60) (4.19) (0.39) -------- -------- -------- -------- -------- -------- -------- Net asset value per share, end of period .............. $ 3.21 $ 3.13 $ 3.25 $ 2.76 $ 3.82 $ 5.42 $ 9.61 -------- -------- -------- -------- -------- -------- -------- Total return ................. 2.56%++ (3.69%) 17.75% (27.75%)++ (29.52%) (43.60%) (3.90%)++ ======== ======== ======== ======== ======== ======== ======== RATIOS/SUPPLEMENTAL DATA: Net assets (dollars in millions), end of period ..................... $ 15.4 $ 17.9 $ 20.2 $ 16.1 $ 22.1 $ 26.7 $ 31.3 Ratio of expenses to average net assets: Before expense reimbursement .............. 2.00%+ 1.94% 2.25% 2.14%+ 1.94% 1.88% 1.31%+ After expense reimbursement .............. 1.10%+ 1.13% 1.30% 1.30%+ 1.30% 1.30% 0.60%+ Ratio of net investment income (loss) to average net assets: After expense reimbursement .............. (0.36%)+ (0.77%) (0.80%) (0.95%)+ 0.94% (0.78%) (0.57%)+ Portfolio turnover rate ...... 27.09%++ 87.91% 136.00% 84.00%++ 140.00% 137.00% 80.00%++
- ---------- * The PIC Twenty Fund changed its fiscal year end from April 30 to October 31. ** Commencement of operations. ^ The amount shown for a share outstanding throughout the period does not accord with the aggregate net gains on investments for that period, because of the timing of sales and repurchase of the Fund shares in relation to fluctuating market value of the investments of the Fund. # Per share numbers have been calculated using the average shares method. ++ Not annualized. + Annualized. @ On December 19, 2003, the PIC Funds re-organized from a master feeder structure and merged into separate series of the Advisors Series Trust. The historical data shown reflects the operations of each respective predecessor PIC Feeder Fund. SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS. 29 PROVIDENT INVESTMENT COUNSEL MUTUAL FUNDS ================================================================================ NOTES TO FINANCIAL STATEMENTS at April 30, 2005 (Unaudited) - -------------------------------------------------------------------------------- 1 - ORGANIZATION The PIC Flexible Growth Fund (formerly PIC Mid Cap Fund), PIC Small Cap Fund and PIC Select Growth Fund (formerly PIC Twenty Fund) are diversified series of shares of beneficial interest of Advisors Series Trust ("the Trust") which is registered under the Investment Company Act of 1940 as an open-end management investment company. The PIC Small Cap Growth Fund - Class I commenced operations on September 30, 1993 and the PIC Small Cap Growth Fund - Class A commenced operations on February 3, 1997. The PIC Flexible Growth Fund commenced operations on March 31, 1999. The PIC Select Growth Fund commenced operations on December 29, 1999. 2 - SIGNIFICANT ACCOUNTING POLICIES The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America. A. SECURITY VALUATION: The Funds' investments are carried at fair value. Securities that are primarily traded on a national securities exchange shall be valued at the last sale price on the exchange on which they are primarily traded on the day of valuation or, if there has been no sale on such day, at the mean between the bid and asked prices. Securities primarily traded in the NASDAQ National Market System for which market quotations are readily available shall be valued using the NASDAQ Official Closing Price ("NOCP"). If the NOCP is not available, such securities shall be valued at the last sale price on the day of valuation, or if there has been no sale on such day, at the mean between the bid and asked prices. Over-the-counter ("OTC") securities which are not traded in the NASDAQ National Market System shall be valued at the most recent trade price. Securities for which market quotations are not readily available, or if the closing price does not represent fair value, are valued following procedures approved by the Board of Trustees. These procedures consider many factors, including the type of security, size of holding, trading volume, and news events. Short-term investments are valued at amortized cost, which approximates market value. B. FEDERAL INCOME TAXES: It is the Funds' policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders. Therefore, no federal income tax provision is required. C. SECURITY TRANSACTIONS, DIVIDENDS AND DISTRIBUTIONS: Security transactions are accounted for on the trade date. Realized gains and losses on securities sold are determined on the basis of identified cost. Dividend income and distributions to shareholders are recorded on the ex-dividend date. The amount of dividends and distributions to shareholders from net investment income and net realized capital gains is determined in accordance with Federal income tax regulations which differs from accounting principles generally accepted in the United States of America. To the extent these book/tax differences are permanent such amounts are reclassified with the capital accounts based on their Federal tax treatment. D. USE OF ESTIMATES: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets during the reporting period. Actual results could differ from those estimates. E. SECURITIES LOANS. The Funds may temporarily loan securities to brokers, dealers or other financial institutions in exchange for a negotiated lender's fee. The loans are secured by cash or securities collateral at least equal, at all times, to the fair value of the securities loaned. F. REDEMPTION FEES. The Funds charge a 1% redemption fee to shareholders who redeem shares held for less than 30 days. Such fees are retained by the Fund and accounted for as an addition to paid-in capital. G. RECLASSIFICATION OF CAPITAL ACCOUNTS. The Funds account and report for distributions to shareholders in accordance with the American Institute of Certified Public Accountant's Statement of Position 93-2: Determination, Disclosure, and Financial Statement Presentation of Income, Capital and Return of Capital Distributions by Investment Companies. H. IN-KIND REDEMPTIONS. During the year ended October 31, 2004, the PIC Growth Fund realized $1,480,378 of net capital gains resulting from an in-kind redemption. A shareholder exchanged fund shares for securities held by the Fund rather than for cash. Because such gains are not taxable to the Fund, and are not distributed to shareholders, they have been reclassified from accumulated net realized gains and losses to paid-in-capital. Such reclassification has no effect on the Fund's net assets. 30 PROVIDENT INVESTMENT COUNSEL MUTUAL FUNDS ================================================================================ NOTES TO FINANCIAL STATEMENTS at April 30, 2005 (Unaudited) - (continued) - -------------------------------------------------------------------------------- 3 - INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES For the six months ended April 30, 2005, Provident Investment Counsel, Inc. (the "Advisor"), an indirect, wholly owned subsidiary of Old Mutual PLC, provided the Funds with investment management services under an Investment Advisory Agreement. The Advisor furnished all investment advice, office space, facilities, and provides most of the personnel needed by each Fund. As compensation for its services, the Advisor is entitled to a monthly fee at the annual rate of 0.80% based upon the average daily net assets of the PIC Small Cap Growth Fund, 0.70% based upon the average daily net assets of the PIC Flexible Growth Fund, and 0.90% based upon the average daily net assets of the PIC Select Growth Fund. For the six months ended April 30, 2005, the PIC Small Cap Growth Fund, PIC Flexible Growth Fund, and PIC Select Growth Fund incurred $1,095,543, $8,712, and $76,403 in advisory fees, respectively. The Funds are responsible for their own operating expenses. The Advisor has agreed to reduce fees payable to it by the Funds and/or to pay Fund operating expenses to the extent necessary to limit the Funds' aggregate annual operating expenses to 1.00% for the PIC Small Cap Fund - Class I, 1.40% for the PIC Small Cap Fund - Class A, and 1.10% for the PIC select Growth Fund. Effective March 18, 2005, the Advisor has agreed to reduce fees payable to it by the Fund and/or to pay Fund operating expenses to the extent necessary to limit the aggregate annual operating expenses to 0.95% for the PIC Flexible Growth Fund. For the period October 1, 2004 through March 17, 2005, the Advisor agreed to reduce fees payable to it by the Fund and/or to pay Fund operating expenses to the extent necessary to limit the aggregate annual operating expenses to 1.00% for the PIC Flexible Growth Fund. Any such reductions made by the Advisor in its fees or payment of expenses which are the Funds' obligation are subject to reimbursement by the Funds to the Advisor, if so requested by the Advisor, in subsequent fiscal years if the aggregate amount actually paid by the Fund toward the operating expenses for such fiscal year (taking into account the reimbursement) does not exceed the applicable limitation on Funds' expenses. The Advisor is permitted to be reimbursed only for fee reductions and expense payments made in the previous three fiscal years. Any such reimbursement is also contingent upon the Board's subsequent review and ratification of the reimbursed amounts. Such reimbursement may not be paid prior to the Funds' payment of current ordinary operating expenses. For the six months ended April 30, 2005, the Advisor reduced its fees and absorbed Fund expenses in the amount of $28,743, $74,610 and $76,133 for the PIC Small Cap Fund, PIC Flexible Growth Fund and PIC Select Growth Fund, respectively. At April 30, 2005, the amount available for reimbursement to the Advisor by each Fund, is as follows: FUND TOTAL ---- ----- PIC Small Cap Growth Fund $ 1,595,957 PIC Flexible Growth Fund $ 689,676 PIC Select Growth Fund $ 477,603 At April 30, 2005, accumulative expenses subject to recapture for the Funds expire as follows: OCTOBER 31, -------------------------------------------- FUND 2005 2006 2007 2008 - ---- ---- ---- ---- ---- PIC Small Cap Growth Fund $727,184 $840,030 $ -- $ 28,743 PIC Flexible Growth Fund $194,844 $250,024 $170,198 $ 74,610 PIC Select Growth Fund $ 75,439 $164,099 $161,932 $ 76,133 U.S. Bancorp Fund Services, LLC (the "Administrator") acts as the Funds' Administrator under an Administration Agreement. The Administrator prepares various federal and state regulatory filings, reports and returns for the Funds; prepares reports and materials to be supplied to the Trustees; monitors the activities of the Funds' custodian, transfer agents and accountants; coordinates the preparation and payment of the Funds' expenses and reviews the Funds' expense accruals. For its services, the Administrator receives a monthly fee at the following annual rate from each Fund: FUND ASSET LEVEL FEE RATE - ---------------- -------- Less than $15 million $30,000 $15 million to less than $50 million 0.20% of average daily net assets $50 million to less than $100 million 0.15% of average daily net assets $100 million to less than $150 million 0.10% of average daily net assets More than $150 million 0.05% of average daily net assets 31 PROVIDENT INVESTMENT COUNSEL MUTUAL FUNDS ================================================================================ NOTES TO FINANCIAL STATEMENTS at April 30, 2005 (Unaudited) - (continued) - -------------------------------------------------------------------------------- For the six months ended April 30, 2005, the PIC Small Cap Growth Fund, PIC Flexible Growth Fund, and PIC Select Growth Fund incurred $142,855, $14,876, and $16,978 in administration fees, respectively. U.S. Bancorp Fund Services, LLC ("USBFS") also serves as the Fund Accountant and Transfer Agent to the Funds. U.S. Bank, N.A., an affiliate of USBFS, serves as the Funds' custodian. Quasar Distributors, LLC (the "Distributor") acts as the Funds' principal underwriter in a continuous public offering of the Funds' shares. The Distributor is an affiliate of the Administrator. Certain officers of the Funds are also officers of the Administrator and Distributor. The PIC Investment Trust (previous Trust of the Funds) approved a Deferred Compensation Plan for its Trustees (the "Plan"). Trustees can elect to receive payment in cash or defer payments provided for in the Plan. If a Trustee elects to defer payment, the Plan provides for the creation of a deferred payment account (phantom share account). The phantom share account is marked to market on January 1 of each calendar year. The phantom share account balances were as follows on January 1, 2005: PIC Small Cap Growth Fund $ 32,168 PIC Flexible Growth Fund 8,056 PIC Select Growth Fund 2,779 For the six months ended April 30, 2005, the PIC Small Cap Growth Fund, PIC Flexible Growth Fund, and PIC Select Growth Fund were allocated $4,758, $43, and $295, respectively of the Chief Compliance Officer fee. 4 - SHAREHOLDER SERVICING FEE The PIC Small Cap Growth Fund - Class A and the PIC Select Growth Fund have entered into a Shareholder Servicing Agreement with the Advisor under which each Fund pays servicing fees at an annual rate of 0.15% of the average daily net assets of each Fund. Payments to the Advisor under the Shareholder Servicing Agreement may reimburse the Advisor for payments it makes to selected brokers, dealers and administrators which have entered into Service Agreements with the Advisor for services provided to shareholders of the Funds. The services provided by such intermediaries are primarily designed to assist shareholders of the Funds and include the furnishing of office space and equipment, telephone facilities, personnel and assistance to the Funds in servicing such shareholders. Services provided by such intermediaries also include the provision of support services to the Fund and include establishing and maintaining shareholders' accounts and record processing, purchase and redemption transactions, answering routine client inquiries regarding the Funds, and providing such other personal services to shareholders as the Funds may reasonably request. For the six months ended April 30, 2005, the PIC Small Cap Fund - Class A incurred shareholder servicing fees of $39,415, and the PIC Select Growth Fund incurred $12,734 under the agreement. 5 - DISTRIBUTION COSTS The PIC Small Cap Growth Fund - Class A has adopted a Distribution Plan pursuant to Rule 12b-1 (the "Plan"). The Plan permits the Fund to pay for distribution and related expenses at an annual rate of up to 0.25% of the Fund's average daily net assets annually. The expenses covered by the Plan may include the cost of preparing and distributing prospectuses and other sales material, advertising and public relations expenses, payments to financial intermediaries and compensation of personnel involved in selling shares of the Fund. Payments made pursuant to the Plan will represent a compensation for distribution and service activities, not reimbursements for specific expenses incurred. Pursuant to a distribution coordination agreement adopted under the Plan, distribution fees are paid to the Advisor as "Distribution Coordinator". For the six months ended April 30, 2005, the PIC Small Cap Growth Fund - Class A paid the Distribution Coordinator $65,692. 32 PROVIDENT INVESTMENT COUNSEL MUTUAL FUNDS ================================================================================ NOTES TO FINANCIAL STATEMENTS at April 30, 2005 (Unaudited) - (continued) - -------------------------------------------------------------------------------- 6 - PURCHASES AND SALES OF SECURITIES For the six months ended April 30, 2005, the cost of purchases and the proceeds from sales of securities, excluding short-term securities were: PURCHASES SALES --------- ----- PIC Small Cap Growth Fund $77,030,110 $160,847,318 PIC Flexible Growth Fund $ 1,175,353 $ 836,932 PIC Select Growth Fund $ 4,560,240 $ 7,741,698 7 - INCOME TAXES AND DISTRIBUTIONS TO SHAREHOLDERS Net investment loss and realized and unrealized gains and losses differ for financial statement and tax purposes due to differing treatments of wash sale losses deferred, net operating losses, and deferred trustees compensation. There were no distributions paid during the six months ended April 30, 2005 and the year ended October 31, 2004. As of October 31, 2004, the Funds' most recently completed fiscal year end, the components of net assets on a tax basis were as follows:
PIC PIC PIC SMALL CAP FLEXIBLE SELECT GROWTH FUND GROWTH FUND GROWTH FUND ------------- ----------- ------------ Cost of investments .................... $ 256,503,501 $ 2,443,656 $ 16,525,791 ============= =========== ============ Gross unrealized appreciation .......... 78,824,957 167,167 2,148,044 Gross unrealized depreciation .......... (12,534,552) (161,860) (596,072) ------------- ----------- ------------ Net unrealized appreciation ............ $ 66,290,405 $ 5,307 $ 1,551,972 ============= =========== ============ Undistributed ordinary income .......... (32,168) (8,056) (2,779) Undistributed long-term capital gain ... -- -- -- ------------- ----------- ------------ Total distributable earnings ........... $ (32,168) $ (8,056) $ (2,779) ============= =========== ============ Other accumulated gains (losses) ....... (85,518,619) (2,739,670) (25,106,851) ------------- ----------- ------------ Total accumulated earnings (losses) .... $ (19,260,382) $(2,742,419) $(23,557,658) ============= =========== ============
At October 31, 2004, certain Funds had tax capital losses which may be carried over to offset future gains. Such losses expire as follows:
CAPITAL LOSSES EXPIRING IN: -------------------------------------------------------------------------------------------- 2008 2009 2010 2011 2012 TOTAL ---- ---- ---- ---- ---- ----- PIC Small Cap Growth Fund ................ $ -- $(27,532,087) $(47,599,136) $ -- $ (8,997,227) $(84,128,450) PIC Flexible Growth Fund ..... -- (2,153,575) (381,989) (203,800) -- (2,739,364) PIC Select Growth Fund ....... (2,916,403) (16,860,445) (4,086,862) (1,229,408) -- (25,093,118)
During the year ended October 31, 2004, the PIC Flexible Growth Fund and the PIC Select Growth Fund utilized capital loss carryforwards of $488,813 and $179,268, respectively. 33 PROVIDENT INVESTMENT COUNSEL MUTUAL FUNDS ================================================================================ NOTES TO FINANCIAL STATEMENTS at April 30, 2005 (Unaudited) - (continued) - -------------------------------------------------------------------------------- 8 - MERGERS AND REORGANIZATIONS On December 18, 2003 the shareholders of the Provident Investment Counsel Funds ("PIC Funds") approved the reorganization of the Funds into the Advisors Series Trust ("AST"). On December 19, 2003 the PIC Funds merged into four newly formed shell portfolios of AST. These shell portfolios were formed solely to acquire the assets and liabilities of the PIC Funds in a tax-free reorganization. As a tax-free reorganization, any unrealized appreciation or depreciation on the securities on the date of the reorganization was treated as a non-taxable event, thus the cost basis of the securities held reflect their historical cost basis as of the date of transfer. The net assets and net unrealized appreciation of the PIC Funds at the time of transfer were as follows: NET ASSETS NET APPRECIATION PIC Small Cap Growth* $ 298,377,127 $ 64,913,081 PIC Flexible Growth $ 3,625,835 $ 420,487 PIC Select Growth $ 20,778,906 $ 2,687,790 *Sum of both Class I & A Prior to reorganizing into AST the PIC Funds operated as feeders in a master-feeder structure. At the close of business on December 19, 2003, and immediately before merging into AST, the master-feeder structure was unwound and the Funds became open-end mutual funds. The unwinding of the master-feeder structure was completed on a tax-free basis. The cost basis of the holdings in the masters, at the time of the reorganization, are reflected in the holdings and operations of the Funds after the reorganization. In the case of the PIC Flexible Growth, PIC Growth and PIC Select Growth Funds the predecessor portfolios were the lone feeders that invested its assets with its corresponding master. In the case of the PIC Small Cap Growth Fund the two feeders that invested its assets in the master were reorganized as two separate classes of the new shell fund. The historical operations and performance shown for all funds and classes, represents that of the predecessor feeders. 34 PROVIDENT INVESTMENT COUNSEL MUTUAL FUNDS ================================================================================ NOTICE TO SHAREHOLDERS at April 30, 2005 (Unaudited) - -------------------------------------------------------------------------------- A special meeting of shareholders was held at the offices of Provident Investment Counsel, Inc. on December 18, 2003, to approve an Agreement and Plan of Reorganization of the Funds into newly formed series of Advisors Series Trust. FOR AGAINST ABSTAINED --- ------- --------- Approval of an Agreement and Plan of Reorganization of the SMALL CAP GROWTH FUND I into a newly formed series of Advisors Series Trust 11,601,791 0 1,428 Approval of an Agreement and Plan of Reorganization of the SMALL COMPANY GROWTH FUND A into a newly formed series of Advisors Series Trust 2,027,839 3,777 2,471 Approval of an Agreement and Plan of Reorganization of the MID CAP FUND B into a newly formed series of Advisors Series Trust 109,167 1,182 0 Approval of an Agreement and Plan of Reorganization of the GROWTH FUND I into a newly formed series of Advisors Series Trust 6,785,578 9,280 270 Approval of an Agreement and Plan of Reorganization of the SELECT GROWTH FUND into a newly formed series of Advisors Series Trust 6,161,753 0 0 35 PROVIDENT INVESTMENT COUNSEL MUTUAL FUNDS ================================================================================ NOTICE TO SHAREHOLDERS at April 30, 2005 (continued) (Unaudited) - -------------------------------------------------------------------------------- HOW TO OBTAIN A COPY OF THE FUNDS' PROXY VOTING POLICIES A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities is available without charge upon request by calling 1-800-618-7643 or on the U.S. Securities and Exchange Commision's website at www.sec.gov. HOW TO OBTAIN A COPY OF THE FUNDS' PROXY VOTING RECORDS FOR THE 12-MONTH PERIOD ENDED JUNE 30, 2004 Information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, upon request, by calling 1-800-618-7643. Furthermore, you can obtain the Funds' proxy voting records on the SEC's website at www.sec.gov. QUARTERLY FILINGS FROM FORM N-Q The Funds file their complete schedule of portfolio holdings with the U.S. Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Funds' Forms N-Q are available on the U.S. Securities and Exchange Commission's website at www.sec.gov. The Funds' Forms N-Q may be reviewed and copied at the U.S. Securities and Exchange Commission's Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. Information included in the Funds' Forms N-Q is also available upon request by calling 1-800-618-7643. 36 PIC MUTUAL FUNDS - -------------------------------------------------------------------------------- TRUSTEES AND OFFICERS - -------------------------------------------------------------------------------- TRUSTEES AND OFFICERS - ADVISORS SERIES TRUST - -------------------------------------------------------------------------------- WALTER E. AUCH, Independent Trustee JAMES CLAYBURN LAFORCE, Independent Trustee DONALD E. O'CONNOR, Independent Trustee GEORGE J. REBHAN, Independent Trustee GEORGE T. WOFFORD III, Independent Trustee ERIC M. BANHAZL, President and Trustee BUD SLOTKY, Vice President and Chief Compliance Officer RODNEY A. DEWALT, Secretary DOUGLAS G. HESS, Treasurer INVESTMENT ADVISOR - -------------------------------------------------------------------------------- PROVIDENT INVESTMENT COUNSEL 300 N. Lake Avenue Pasadena, CA 91101 (626) 449-8500 DISTRIBUTOR - -------------------------------------------------------------------------------- QUASAR DISTRIBUTORS, LLC 615 E. Michigan Street Milwaukee, WI 53202 LEGAL COUNSEL - -------------------------------------------------------------------------------- PAUL, HASTINGS, JANOFSKY & WALKER, LLP 55 Second Street, 24th Floor San Francisco, CA 94105 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- TAIT, WELLER & BAKER 1818 Market Street, Suite 2400 Philadelphia, PA 19103 - -------------------------------------------------------------------------------- WHY INVEST WITH PROVIDENT INVESTMENT COUNSEL? - -------------------------------------------------------------------------------- COMMITMENT TO OUR SHAREHOLDERS - ------------------------------ o Dedicated investment team managing your investments o Focused on shareholder objectives and needs PASSION FOR GROWTH INVESTING - ---------------------------- o "Pure growth" philosophy and consistent investment style o "Multiple points of knowledge" provide intimate understanding of companies UNIQUELY STRUCTURED INVESTMENT TEAMS - ------------------------------------ o Significant number of professionals committed to growth philosophy o Transparent process that "digs deep" into company fundamentals ================================================================================ This annual report is intended for shareholders of PIC Mutual Funds. It may not be used as sales literature unless preceded or accompanied by the current prospectus, which gives details about charges, expenses, investment objectives, risks and policies of the fund. If used as sales literature after June 30, 2004, this annual report must be accompanied by performance updates for the most recent calendar quarter. PAST PERFORMANCE IS NOT AN INDICATION OF FUTURE RESULTS. The 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. Statements and other information herein are dated and are subject to change. Shareholder Services: (800) 618-7643 Website: www.provnet.com (06/04) ITEM 2. CODE OF ETHICS. Not applicable for semi-annual reports. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Not applicable for semi-annual reports. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable for semi-annual reports. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable to open-end investment companies. ITEM 6. SCHEDULE OF 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 PURCHASES. Not applicable to open-end investment companies. ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. The registrant's independent trustees serve as its nominating committee, however they do not make use of a nominating committee charter. THERE HAVE BEEN NO MATERIAL CHANGES TO THE PROCEDURES BY WHICH SHAREHOLDERS MAY RECOMMEND NOMINEES TO THE REGISTRANT'S BOARD OF TRUSTEES. ITEM 11. CONTROLS AND PROCEDURES. (a) The Registrant's President/Chief Executive Officer and Treasurer/Chief Financial Officer 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 significant changes in the Registrant's internal controls over financial reporting that occurred during the Registrant's last fiscal half-year that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting. ITEM 12. EXHIBITS. (a) (1) ANY CODE OF ETHICS OR AMENDMENT THERETO, THAT IS SUBJECT OF THE DISCLOSURE REQUIRED BY ITEM 2, TO THE EXTENT THAT THE REGISTRANT INTENDS TO SATISFY ITEM 2 REQUIREMENTS THROUGH FILING AN EXHIBIT. Not applicable. (2) CERTIFICATIONS PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. Filed herewith. (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. (B) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002. Furnished herewith. 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) ADVISORS SERIES TRUST By (Signature and Title) /S/ ERIC M. BANHAZL ---------------------------- Eric M. Banhazl, President Date July 8, 2005 -------------------------------------------------------- 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/ [ERIC M. BANHAZL -------------------- Eric M. Banhazl, President Date July 8, 2005 -------------------------------------------------------- By (Signature and Title)* /S/ DOUGLAS G. HESS --------------------- Douglas G. Hess, Treasurer Date July 8, 2005 -------------------------------------------------------- * PRINT THE NAME AND TITLE OF EACH SIGNING OFFICER UNDER HIS OR HER SIGNATURE. EX-99.CERT 2 cert-99.txt CERTIFICATIONS I, Eric M. Banhazl, certify that: 1. I have reviewed this report on Form N-CSR of Advisors Series Trust; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Omitted; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: July 8, 2005 /S/ ERIC M. BANHAZL -------------------- Eric M. Banhazl President CERTIFICATIONS I, Douglas G. Hess, certify that: 1. I have reviewed this report on Form N-CSR of Advisors Series Trust; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Omitted; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: July 8, 2005 /S/ DOUGLAS G. HESS -------------------- Douglas G. Hess Treasurer EX-99.906CERT 3 exh906.txt EX.99.906CERT CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of the Advisors Series Trust, does hereby certify, to such officer's knowledge, that the report on Form N-CSR of the Advisors Series Trust for the period ended April 30, 2005 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as applicable, and that the information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Advisors Series Trust for the stated period. /S/ ERIC M. BANHAZL /S/ DOUGLAS G. HESS - ------------------- ------------------- Eric M. Banhazl Douglas G. Hess President, Advisors Series Trust Treasurer, Advisors Series Trust Dated: July 8, 2005 This statement accompanies this report on Form N-CSR pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not be deemed as filed by Advisors Series Trust for purposes of the Securities Exchange Act of 1934. -----END PRIVACY-ENHANCED MESSAGE-----