N-CSRS 1 frankncsrs032005.htm Converted by FileMerlin

FRANK VALUE FUND

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2004 (UNAUDITED)





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: 811-21532


Frank Funds

(Exact Name of Registrant as Specified in Charter)


6 Stacy Court, Parsippany, NJ  07054

(Address of Principal Executive Offices)  (Zip Code)


Alfred C. Frank, Frank Capital Partners LLC

6 Stacy Court, Parsippany, NJ  07054

(Name and Address of Agent for Service)


With copy to:

JoAnn M. Strasser, Thompson Hine LLP

312 Walnut Street, 14th Floor, Cincinnati, Ohio  45202


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


Date of fiscal year end: June 30


Date of reporting period: December 31, 2004


Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1).  The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection and policymaking roles.


A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public.  A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number.  Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609.  The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.


Item 1.  Reports to Stockholders.



















SEMI-ANNUAL REPORT




FRANK VALUE FUND




December 31, 2004







 

 The following chart gives a visual breakdown of the Fund by the industry sectors

  
 

 the underlying securities represent as a percentage of the portfolio of investments.

  


[frankncsrs032005002.jpg]


 

 

 

Frank Value Fund

Schedule of Investments

December 31, 2004 (Unaudited)

   

 Shares

 

 Value

   

 COMMON STOCKS  -  89.15%

 

   

 Accident & Health Insurance -  3.41%

 

422

Conseco, Inc.

  8,419

 

 

 

 Cable and Other Pay Television Services -  2.94%

 

157

Liberty Media International

  7,258

   

 Computer Communications Equipment -  1.85%

 

601

Adaptec, Inc.

  4,561

 

 

 

 Communications Equipment, NEC -  3.09%

 

344

Utstarcom

  7,620

   

 Electronic Components & Accessories -  3.84%

 

304

AVX, Corp.

  3,830

632

Kemet Corp.

  5,656

  

  9,486

 Electrical Work -  2.67%

 

824

Quanta Services

  6,592

 

 

 

 Fire, Marine & Casualty Insurance -  2.54%

 

162

Arch Capital Group

  6,269

   

 Heavy Construction Other Than Bldg Const - Contractors -  2.52%

 

130

Jacobs Engineering Group, Inc.

  6,213

 

 

 

 Household Furniture -  2.29%

 

368

La-Z-Boy, Inc.

  5,656

   

 Instruments For Meas & Testing of Electricity & Elec Signals -  2.82%

 

761

Credence Systems Corp.

  6,963

 

 

 

 Motor Vehicle Parts & Accessories -  2.49%

 

212

Superior Industries International, Inc.

  6,159

   

 Patent Owners and Lessors -  1.20%

 

141

4 Kids Entertainment

  2,964

 

 

 

 Personal Credit Institutions -  5.85%

 

    2,063

Falcon Financial

 14,441

   

 Photographic Equipment & Supplies -  2.35%

 

    2,520

Concord Camera Corp.

  5,796

 

 

 

 Retail-Catalog & Mail-Order Houses  4.08%

 

    1,249

Alloy, Inc.

 10,079

   

 Real Estate -  2.24%

 

183

MI Developments

  5,521

 

 

 

 Retail-Eating & Drinking Places -  1.80%

 

515

Champps Entertainment, Inc.

  4,439

   

 Real Estate Investment Trusts  -  5.22%

 

147

American Home Mortgage Investment Corp.

  5,035

698

Highland Hospitality

  7,846

  

 12,881

 Retail-Radio, Tv & Consumer Electronics Stores -  2.40%

 

379

Circuit City Stores, Inc.

  5,928

 

 

 

 Retail-Variety Stores -  2.21%

 

337

99 Cents Only Stores

  5,446

   

 Services-Business Services, NEC -  2.37%

 

205

Viad Corp.

  5,840

 

 

 

 Services-Engineering Services, NEC -  2.91%

 

174

Washington Group International, Inc.

  7,178

   

 Services-Health Care Services -  1.34%

 

252

National Home Health Care Corp.

  3,301

 

 

 

 Services-Computer Processing & Data Preparation -  1.79%

 

336

Verity, Inc.

  4,408

   

 Security, Brokers Dealers  -  2.08%

 

851

Instinet Group, Inc.

  5,132

 

 

 

 Semiconductors and Related Devices -  2.63%

 

364

Freescale Semiconductor, Inc.

  6,486

   

 Services-Business Services, NEC -  2.54%

 

506

Espeed, Inc.

  6,259

 

 

 

 Telephone & Telegraph Apparatus -  1.95%

 

560

Tellabs, Inc.

  4,810

   

 Telephone Communications (No Radiotelephone) -  6.55%

 

352

IDT Corp.

  5,449

352

Telewest Global, Inc.

 10,724

  

 16,173

 Transportation Services (No Radiotelephone) -  3.86%

 

345

Interactive Corp.

  9,529

 

 

 

 Wholesale-Motor Vehicles & Motor Vehicle Parts & Supplies -  3.35%

 

390

Adesa, Inc.

  8,276

   

 TOTAL FOR COMMON STOCKS (Cost $188,893) 89.15%

 $  220,083

   

 SHORT TERM INVESTMENTS -  10.89%

 

  26,888

First American Treasury Obligations Fund Class A 1.34% (Cost $26,888)

 $    26,888

 

 

 

TOTAL INVESTMENTS   100.04%

     246,971

    (Identified Cost  $215,781)

 

   

LIABILITIES IN EXCESS OF OTHER ASSETS, NET-0.04%

   (106)

   

NET ASSETS  - 100.00%

 $  246,865

   

 

 

 


* Non-Income producing securities.


The accompanying notes are an integral part of the financial statements.


 

 

Frank Value Fund

Statement of Assets and Liabilities

December 31, 2004 (Unaudited)

  
  
  

Assets:

 

     Investments, at Value

 $   246,971

    (Identified Cost  $215,781)

 

     Cash

100

     Receivables:

 

    Dividends and Interest

  95

   Total Assets

247,166

Liabilities:

 

     Accrued Management Fees

301

   Total Liabilities

301

Net Assets

 $   246,865

  

Net Assets Consist of:

 

     Paid In Capital

213,999

     Accumulated Undistributed Net Investment Loss

    (576)

     Accumulated Realized Loss on Investments and Securities Sold Short - Net

   2,252

     Net Unrealized Appreciation in Value of Investments and Securities

 

    Sold Short Based on Identified Cost - Net

  31,190

Net Assets

 $   246,865

  

Shares Outstanding

  21,553

  

 

 

Net Asset Value Per Share

 $11.45

 

 


The accompanying notes are an integral part of the financial statements.


 

 

Frank Value Fund

Statement of Operations

For the Period July 21, 2004 (commencement of investment operations)

through December 31, 2004 (Unaudited)

  

Investment Income:

 

     Dividends

 $   494

     Interest

118

    Total Investment Income

612

Expenses:

 

     Advisory fees (Note 3)

   1,187

    Total Expenses

   1,187

  

 

 

Net Investment Income (Loss)

    (575)

Realized and Unrealized Gain (Loss) on Investments:

 

     Realized Loss on Investments

   2,252

     Net Change in Unrealized Appreciation (Depreciation) on:

 

    Investments

  31,190

Net Realized and Unrealized Gain (Loss) on Investments

  33,442

  

Net Decrease in Net Assets from Operations

 $     32,867


The accompanying notes are an integral part of the financial statements.


 

 

Frank Value Fund

Statement of Changes in Net Assets

For the Period July 21, 2004 (commencement of investment operations)

through December 31, 2004 (Unaudited)

  
  

Operations:

 

     Net investment loss

 $ (575)

     Net realized loss on investments

   2,252

     Net unrealized appreciation (depreciation) on investments

 31,190

     Net increase in net assets resulting from operations

 32,867

Dividends and Distributions to Shareholders From:

 

     Net investment income distribution

 -

     Capital gain distribution

 -

     Net Decrease from Distributions

 -

Capital Share Transactions:

 

     Proceeds from shares sold

     113,998

     Reinvested dividends and distributions

 -

     Cost of shares redeemed

 -

Net Increase from Shareholder Activity

     113,998

 

 

Total increase

     146,865

 

 

Net Assets:

 

Beginning of period

     100,000

  

End of period

 $   246,865

  

Share Transactions:

 

     Shares sold

 11,553

     Shares issued on reinvestment of dividends

 -

     Shares redeemed

 -

Net increase in shares

 11,553

Outstanding shares at beginning of period

 10,000

Outstanding shares at end of period

 21,553


The accompanying notes are an integral part of the financial statements.


 

 

 

Frank Value Fund

Financial Highlights

For the Period July 21, 2004 (commencement of investment operations)

through December 31, 2004 (Unaudited)

Selected data for a share outstanding throughout the period.

   
   

Net Asset Value, at Beginning of Period

 $  10.00

 

Income From Investment Operations:

  

  Net Investment Loss

(0.03)

 

  Net Losses on Securities

1.48

 

 (Realized and Unrealized)

 

 

     Total from Investment Operations

1.45

 

 

 

 

  Dividends (From Net Investment Income)

0.00

 

  Distributions (From Capital Gains)

0.00

 

     Total Distributions

0.00

 

 

 

 

Net Asset Value, at  End of Period

 $  11.45

 

 

 

 

Total Return

14.54 %

 

 

 

 

Ratios/Supplemental Data:

  

Net Assets at End of Period (Thousands)

 $    247

 

Ratio of Expenses to Average Net Assets

1.50 %

*

Ratio of Net Investment Loss to Average Net Assets

(0.73)%

*

Portfolio Turnover Rate

14.24 %

 

 

 

 

* Annualized

  


The accompanying notes are an integral part of the financial statements.




FRANK VALUE FUND

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2004 (UNAUDITED)



Note 1. Organization

The Frank Value Fund (the "Fund”) is an open-end, totally no-load, non-diversified management investment company. The Trust was organized in Ohio as a business trust under an Agreement and Declaration of Trust dated February 12, 2004. The Fund commenced operations on July 21, 2004.  The Fund may offer shares of beneficial interest in a number of separate series, each series representing a distinct fund with its own investment objective and policies. At present, there is only one series authorized by the Trust. Frank Capital Partners LLC is the adviser to the Fund (the “Adviser”).  The Fund’s investment objective is to provide long-term capital appreciation. The Fund’s principal investment strategy is value investing.

 

Note 2. Summary of Significant Accounting Policies

The following is a summary of significant accounting policies employed by the Fund in preparing its financial statements:


Security Valuation- Equity securities generally are valued by using market quotations, but may be valued on the basis of prices furnished by a pricing service when the Adviser believes such prices accurately reflect the fair market value of such securities.  Securities that are traded on any stock exchange or on the NASDAQ over-the-counter market are generally valued by the pricing service at the last quoted sale price.  Lacking a last sale price, an equity security is generally valued by the pricing service at its last bid price except for short positions, for which the last quoted asked price is used.  When market quotations are not readily available, when the Adviser determines that the market quotation or the price provided by the pricing service does not accurately reflect the current market value, or when restricted or illiquid securities are being valued, such securities are valued as determined in good faith by the Board of Trustees.  The Board has adopted guidelines for good faith pricing, and has delegated to the Adviser the responsibility for determining fair value prices, subject to review by the Board of Trustees.


Fixed income securities generally are valued by using market quotations, but may be valued on the basis of prices furnished by a pricing service when the Adviser believes such prices accurately reflect the fair market value of such securities.  A pricing service utilizes electronic data processing techniques based on yield spreads relating to securities with similar characteristics to determine prices for normal institutional-size trading units of debt securities without regard to sale or bid prices.  If the Adviser decides that a price provided by the pricing service does not accurately reflect the fair market value of the securities, when prices are not readily available from a pricing service, or when restricted or illiquid securities are being valued, securities are valued at fair value as determined in good faith by the Adviser, in conformity with guidelines adopted by and subject to review of the Board of Trustees.  Short term investments in fixed income securities with maturities of less than 60 days when acquired, or which subsequently are within 60 days of maturity, are valued by using the amortized cost method of valuation, which the Board has determined will represent fair value.


Share Valuation- The price (net asset value) of the shares of the Fund is normally determined as of 4:00 p.m., Eastern time on each day the Fund is open for business and on any other day on which there is sufficient trading in the Fund`s securities to materially affect the net asset value. The Fund is normally open for business on every day except Saturdays, Sundays and the following holidays: New Year`s Day, Martin Luther King Day, President`s Day, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas.


Security Transaction Timing- Security transactions are recorded on the dates transactions are entered into (the trade dates).  Dividend income and distributions to shareholders are recognized on the ex-dividend date.  Interest income is recognized on an accrual basis.  The Fund uses the identified cost basis in computing gain or loss on sale of investment securities.  Discounts and premiums on securities purchased are amortized over the life of the respective securities.  


Income Taxes- The Fund intends to qualify each year as a “regulated investment company” under the Internal Revenue Code of 1986, as amended. By so qualifying, the Fund will not be subject to federal income taxes to the extent that it distributes substantially all of its net investment income and any realized capital gains. It is the Fund's policy to distribute annually, prior to the end of the calendar year, dividends sufficient to satisfy excise tax requirements of the Internal Revenue Service.  This Internal Revenue Service requirement may cause an excess of distributions over the book year-end accumulated income.  In addition, it is the Fund's policy to distribute annually, after the end of the fiscal year, any remaining net investment income and net realized capital gains.


 Estimates- The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.


Other- Generally accepted accounting principles require that permanent financial reporting tax differences relating to shareholder distributions be reclassified to paid in capital.


Note 3. Investment Management Agreement

The Trust has a Management Agreement with the Adviser. Under the terms of the Management Agreement, the Adviser manages the investment portfolio of the Fund, subject to policies adopted by the Trust’s Board of Trustees. Under the Management Agreement, the Adviser, at its own expense and without reimbursement from the Trust, furnishes office space and all necessary office facilities, equipment and executive personnel necessary for managing the assets of the Fund. The Adviser also pays the salaries and fees of all its officers and employees that serve as officers and trustees of the Trust.  The Adviser pays all ordinary operating expenses of the Fund except brokerage fees and commissions, taxes, borrowing costs (such as (a) interest and (b) dividend expenses on securities sold short), and extraordinary expenses. For its services and the payment of Fundordinary operating expenses, the Adviser receives an annual investment management fee of 1.50% of the average daily net assets of the Fund. For the period from July 21, 2004 (commencement of investment operations) through December 31, 2004, the Adviser earned a fee of $1,187 from the Fund.  


The Adviser paid trustee fees of $600 for the period July 21, 2004 (Commencement of Investment Operations) through December 31, 2004.


Note 4. Related Party Transactions

Alfred C. Frank and Brian J. Frank are the control persons of the Adviser. Alfred Frank also serves as a trustee and officer of the Trust. Brian Frank also serves as an officer of the Trust. Both Alfred Frank and Brian Frank receive benefits from the Adviser resulting from management fees paid to the Adviser by the Fund.

 

Note 5. Capital Stock

The Fund is authorized to issue an unlimited number of shares of separate series.  Paid in capital at December 31, 2004 was $213,999 representing 21,553 shares outstanding.


Note 6. Investment Transactions

For the time period from July 21, 2004 (commencement of investment operations) through December 31, 2004, purchases and sales of investment securities other than U.S. Government obligations, short-term investments aggregated $197,142 and $10,500 respectively.  Purchases and sales of U.S. Government obligations aggregated $0 and $0, respectively.


Note 7. Tax Matters

For Federal income tax purposes, the cost of investments owned at December 31, 2004 was $215,781.


At December 31, 2004, the composition of unrealized appreciation (the excess of value over tax cost) and depreciation (the excess of tax cost over value) was as follows:


Appreciation

Depreciation

Net Appreciation(Depreciation)

34,342

(3,152)

31,190



Note 8. Control and Ownership

The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a fund creates a presumption of control of the fund, under Section 2(a)(9) of the Investment Company Act of 1940. As of December 31, 2004, the Frank family owned over 69% of the Fund.




FRANK VALUE FUND

EXPENSE ILLUSTRATION



Expense Example

As a shareholder of the Frank Value Fund, you incur one type of cost: management fees. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the period, July 21, 2004 through December 31, 2004.

Actual Expenses

The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, 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 first line 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 second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Funds’ actual expense ratios and an assumed rate of return of 5% per year before expenses, which are not the Funds’ actual returns. 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 these Funds 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.

   
    
 

Beginning Account Value

Ending Account Value

Expenses Paid During the Period*

 

July 21, 2004

December 31, 2004

July 21,2004 to December 31,2004

    

Actual

$1,000.00

$1,145.00

$8.11

Hypothetical  (5% Annual

   

Return before expenses)

$1,000.00

$1,017.64

$7.63

    
    
    

* Expenses are equal to the Fund's annualized expense ratio of 1.50%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

   



FRANK VALUE FUND

ADDITIONAL INFORMATION

DECEMBER 31, 2004


TRUSTEES AND OFFICERS



The following table provides information regarding each Trustee who is not an “interested person” of the Trust, as defined in the Investment Company Act of 1940.






FRANK VALUE FUND

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2004 (UNAUDITED)






Name, Address and Age

Position & Length of Time Served with the Trust

Principal Occupations During Past 5 Years and Current Directorships

Matthew D.L. Deutsch


Year of Birth: 1981

Trustee since June 2004.

Investment Strategist and Director, M.D.L. Deutsch and Company, an investment management company, February 2003 to present; Student, New York University, Economics major, August 2000 to May 2004 Student, Hopewell Valley High School, Pennington, NJ, September 1997 to June 2000.

Jason W. Frey


Year of Birth:  1979

Trustee since June 2004.

Product Developer, Prime Associates, Inc, a banking software development company,  September 2002 to present; Student, Stevens Institute of Technology, Hoboken, NJ, September 1997 to May 2002.

Jenny Roberts


Year of Birth:  1948

Trustee since June 2004.

Member, New York Stock Exchange, April 1999 to present.1


1Jenny Roberts is a member of the New York Stock Exchange and leases her seat on the Exchange. She does not work for an entity that is a member of the Exchange.


The following table provides information regarding each Trustee who is an “interested person” of the Trust, as defined in the Investment Company Act of 1940, and each officer of the Trust.


Name, Address, and Age

Position and Length of Time Served with the Trust

Principal Occupations During Past 5 Years and Current Directorships

Alfred C. Frank1


Year of Birth:

1979  

Trustee since February 2004; President since June 2004.

President of Frank Capital Partners LLC since June 2003; Research Analyst, Manley Asset Management, May 2003 to August 2003; Broker Assistant, Hennion & Walsh, a fixed-income brokerage firm, January 2002 to April 2002; Computer Consultant, Universal Access Consulting, a computer consulting firm, August 1999 to December 1999; Programmer, Herzog, Heine, Geduld, a NASDAQ market maker, January 1999 - May 1999.

Brian J. Frank1


Year of Birth:  1981

Treasurer since June 2004.

Chief Financial Officer of Frank Capital Partners LLC since June 2003; Intern, Lightyear Capital, a private equity fund, April 2002 to April 2003; Intern, Public Service Electric and Gas, Utility Company, May 2001 to August 2001; Student, New York University, Accounting and Finance major,  August 2000 to May 2004.  



1 Alfred C. Frank and Brian J. Frank are considered  "Interested” Trustees as defined in the Investment Company Act of 1940, as amended, because they are affiliated with the Adviser.  Alfred Frank and Brian Frank are brothers.


The Fund's Statement of Additional Information ("SAI") includes additional information about the trustees and is available, without charge, upon request.  You may call toll-free (866) 313-1344 to request a copy of the SAI or to make shareholder inquiries.


A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies during the 12-month period ended June 30, 2004, are available without charge upon request by (1) calling the Fund at (866) 313-1344 and (2) from Fund documents filed with the Securities and Exchange Commission ("SEC") on the SEC's website at www.sec.gov.


The Fund files a complete schedule of investments with the SEC for the first and third quarter of each fiscal year on Form N-Q.  The Fund’s first and third fiscal quarters end on September 30 and March 31. The Form N-Q filing must be made within 60 days of the end of the quarter, and the Fund’s first Form N-Q was filed with the SEC on November 26, 2004. The Fund’s Forms N-Q are available on the SEC’s website at http://sec.gov, or they may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC (call 1-800-732-0330 for information on the operation of the Public Reference Room).  You may also obtain copies by calling the Fund at (866) 313-1344.

















Board of Trustees

Alfred C. Frank

Matthew D. L. Deutsch

Jason W. Frey

Jenny Roberts


Investment Adviser

Frank Capital Partners LLC

6 Stacy Court

Parsippany, NJ 07054


Dividend Paying Agent,

Shareholders’ Servicing Agent,

Transfer Agent

Mutual Shareholder Services, LLC


Custodian

U.S. Bank, NA


Independent Auditors

Sanville & Company


Legal Counsel

Thompson Hine LLP



This report is provided for the general information of the shareholders of the Frank Value Fund. This report is not intended for distribution to prospective investors in the fund, unless preceded or accompanied by an effective prospectus.








Item 2. Code of Ethics.  Not applicable.


Item 3. Audit Committee Financial Expert.  Not applicable.


Item 4. Principal Accountant Fees and Services.  Not applicable.


Item 5. Audit Committee of Listed Companies.  Not applicable.


Item 6.  Schedule of Investments.


Not applicable – schedule filed with Item 1.


Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Funds.  Not applicable.


Item 8.  Purchases of Equity Securities by Closed-End Funds.  Not applicable.


Item 9.  Submission of Matters to a Vote of Security Holders.  


The registrant has not adopted procedures by which shareholders may recommend nominees to the registrant's board of.


Item 10.  Controls and Procedures.  


(a)

Based on an evaluation of the registrant’s disclosure controls and procedures as of January 30, 2005, the disclosure controls and procedures are reasonably designed to ensure that the information required in filings on Forms N-CSR is recorded, processed, summarized, and reported on a timely basis.


(b)

There were no significant changes in the registrant’s internal control over financial reporting that occurred during the registrant’s first fiscal half-year that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.


Item 11.  Exhibits.  


(a)(1)

EX-99.CODE ETH.  Not applicable.  


(a)(2)

EX-99.CERT.  Filed herewith.


(a)(3)

Any written solicitation to purchase securities under Rule 23c-1 under the Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.  Not applicable.


(b)

EX-99.906CERT.  Filed herewith.


SIGNATURES


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.



Frank Funds


By /s/Alfred C. Frank, President

     Alfred C. Frank

     President


Date: March 9, 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 /s/Alfred C. Frank, President

      Alfred C. Frank

      President


Date March 9, 2005


By /s/Brian J. Frank

      Brian J. Frank

      Treasurer


Date March 9, 2005